##### Table of Contents



SECURITIES AND EXCHANGE
    COMMISSION
 Washington, D.C.
    20549
 FORM 20-F
  (Mark One)o

REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g)
    OF THE SECURITIES EXCHANGE ACT OF 1934ORþ

ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
    SECURITIES EXCHANGE ACT OF 1934For the fiscal year ended
    March 31, 2007ORo

TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
    SECURITIES EXCHANGE ACT OF 1934ORo

SHELL COMPANY REPORT PURSUANT TO SECTION 13 OR 15(d) OF
    THE SECURITIES EXCHANGE ACT OF 1934Date of event requiring this
    shell company
    report _
    _For the transition period
    from _
    _ to _
    _   Commission file number:
    001-14958
  NATIONAL GRID PLC
 (Exact name of Registrant as
    specified in its charter)
   England and Wales
    (Jurisdiction of incorporation or organization)
   1-3 Strand, London WC2N 5EH,
    England
    (Address of principal executive offices)
  Securities registered or to be registered pursuant to
    Section 12(b) of the Securities Exchange Act of 1934:
  Title of Each Class

Name of Each Exchange on Which RegisteredOrdinary Shares of
    1117/43
    pence each

The New York Stock Exchange*American Depositary Shares, each
    representing five
    Ordinary Shares of
    1117/43
    pence each

The New York Stock Exchange6.625% Guaranteed Notes due 2018

The New York Stock Exchange6.30%  Guaranteed Notes due 2016

The New York Stock Exchange     *
    
    Not for trading, but only in connection with the registration of
    American Depositary Shares representing Ordinary Shares pursuant
    to the requirements of the Securities and Exchange Commission.  Securities registered or to be registered pursuant to
    Section 12(g) of the Securities Exchange Act of
    1934:
  Securities for which there is a reporting obligation pursuant
    to Section 15(d) of the Securities Exchange Act of
    1934:
  17 43
  þ o
  o þ
    þ o
  Rule 12b-2
 þ o o
  o þ
  Rule 12b-2 o þ




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##### Table of Contents



Cautionary
    Statement
  Form 20-F
   i




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##### 



TABLE OF
    CONTENTS
  PART IItem 1.

Identity of
    Directors, Senior Management and Advisers


1Item 2.

Offer Statistics
    and Expected Timetable


1Item 3.

Key
    Information


1Item 4.

Information on the
    Company


3Item 4A.

Unresolved Staff
    Comments


5Item 5.

Operating and
    Financial Review and Prospects


5Item 6.

Directors, Senior
    Management and Employees


5Item 7.

Major Shareholders
    and Related Party Transactions


5Item 8.

Financial
    Information


6Item 9.

The Offer and
    Listing


6Item 10.

Additional
    Information


7Item 11.

Quantitative and
    Qualitative Disclosures about Market Risk


13Item 12.

Description of
    Securities Other than Equity Securities


13PART IIItem 13.

Defaults, Dividend
    Arrearages and Delinquencies


13Item 14.

Material
    Modifications to the Rights of Security Holders and Use of
    Proceeds


13Item 15.

Controls and
    Procedures


13Item 16.

[Reserved]


14Item 16A.

Audit Committee
    Financial Expert


14Item 16B.

Code of
    Ethics


14Item 16C.

Principal
    Accountant Fees and Services


14Item 16D.

Exemptions from the
    Listing Standards for Audit Committees


15Item 16E.

Purchases of Equity
    Securities by the Issuer and Affiliated Purchasers


16PART IIIItem 17.

Financial
    Statements


16Item 18.

Financial
    Statements


16Item 19.

Exhibits


18SIGNATURE


22EX-2.C.1.1: PROSPECTUSEX-2.C.1.2: SUPPLEMENTARY PROSPECTUSEX-2.D.1.1: PROSPECTUSEX-4.C.2: SERVICE AGREEMENTEX-4.C.3: SERVICE AGREEMENTEX-4.C.9: LETTER OF APPOINTMENTEX-8: SUBSIDIARIESEX-12.1: CERTIFICATIONEX-12.2: CERTIFICATIONEX-13: CERTIFICATIONSEX-15.1: ANNUAL REPORT AND ACCOUNTS 2006/07EX-15.2: CONSENT OF PRICEWATERHOUSECOOPERLLP   ii




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##### Table of Contents



PART I  Item 1.
    Identity
    of Directors, Senior Management and Advisers    Item 2.
    Offer
    Statistics and Expected Timetable    Item 3.
    Key
    Information  Note 38 Differences
    between IFRS and US generally accepted accounting
    principles Note 39 Condensed US GAAP
    financial information
  Selected
    financial data
  IFRS:
  Year Ended 31 March2007


20061


20051Revenue

£m


8,695



8,868



7,174Total operating profit

£m


2,513



2,374



2,113Profit for the year from
    continuing operations

£m


1,310



1,183



1,106Profit for the year

£m


1,396



3,850



1,424Basic earnings per share from
    continuing operations

pence


48.1



41.6



35.9Diluted earnings per share from
    continuing operations

pence


47.8



41.4



35.7Basic earnings per share

pence


51.3



135.6



46.2Diluted earnings per share

pence


50.9



135.0



46.0Number of shares  basic

millions


2,719



2,837



3,082Number of shares 
    diluted

millions


2,737



2,851



3,096Total assets

£m


28,389



25,924



27,560Net assets

£m


4,136



3,493



2,121Total parent company
    shareholders equity

£m


4,125



3,482



2,111Dividends per ordinary share: paid
    during the year

pence


26.8



25.4



20.4Dividends per ordinary share:
    approved or proposed during the year

pence


28.7



26.1



23.7Dividends per ordinary share: paid
    during the year

US$


0.513



0.455



0.381Dividends per ordinary share:
    approved or proposed during the year

US$


0.549



0.467



0.443  1




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##### Table of Contents



US GAAP:
  Year Ended 31 March2007


20061


200512


20042


20032Revenue

£m


8,686



8,891



7,208



7,747



6,730Operating profit

£m


1,862



1,749



1,803



1,470



1,367Net income from continuing
    operations attributable to equity shareholders

£m


1,092



703



1,042



669



566Net income for the year
    attributable to equity shareholders

£m


1,146



1,307



1,288



961



738Basic earnings per share from
    continuing operations

pence


40.2



25.9



38.5



24.8



27.5Diluted earnings per share from
    continuing operations

pence


39.9



25.8



38.3



24.8



26.0Basic earnings per share

pence


42.2



48.2



47.6



35.7



35.8Diluted earnings per share

pence


41.9



48.0



47.3



35.6



33.9Number of shares  basic

millions


2,719



2,710



2,705



2,694



2,060Number of shares 
    diluted

millions


2,737



2,724



2,719



2,701



2,180Total assets

£m


35,126



32,952



37,274



35,347



36,947Net assets employed/total
    shareholders funds

£m


9,367



9,788



10,629



9,875



9,515Shareholders equity

£m


9,330



9,747



10,591



9,821



9,426Common stock

£m


308



310



309



309



308Dividends per ordinary share: paid
    during the year

pence


26.8



25.4



20.4



18.25



16.44Dividends per ordinary share:
    approved or proposed during the year

pence


28.7



26.1



23.7



19.78



17.20Dividends per ordinary share: paid
    during the year

US$


0.513



0.455



0.381



0.307



0.261Dividends per ordinary share:
    approved or proposed during the year

US$


0.549



0.467



0.443



0.332



0.273     1
    
    Comparatives have been adjusted to reclassify amounts relating
    to discontinued operations.2
    
    Comparisons have been restated due to the change in methodology
    for calculating net periodic pension charge more fully described
    in Note 38 (c)
    Pensions and other post-retirement benefits on
    page 155 of the Companys Annual Report and Accounts
    2006/07 contained in Exhibit 15.1 incorporated herein by
    reference. 2




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Exchange
    rates
      High


LowJune 2007*


1.9941
*


1.9657
*May 2007


1.9993



1.9695April 2007


2.0061



1.9608March 2007


1.9694



1.9235February 2007


1.9699



1.9443January 2007


1.9847



1.9305December 2006


1.9794



1.9458   Average**2006/07


1.912005/06


1.782004/05


1.852003/04


1.702002/03


1.55     *
    
    For the period to 15 June 2007.**
    
    The average for each period is calculated by using the average
    of the exchange rates on the last day of each month during the
    period.  Risk
    factors
  Risk factors
  Item 4.
    Information
    on the Company    Operating and Financial
    Review Note 36 Subsidiary
    undertakings and joint ventures Glossary of Terms Definitions
  Property,
    plant and equipment
  United
    Kingdom
  1-3 Strand, 15-year
  UK electricity and gas transmission.
 3




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##### Table of Contents



20-year th
  UK gas distribution.
    National Grid Wireless. Discontinued operations
  United
    States
    US electricity transmission. right-of-way Right-of-way
 4




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##### Table of Contents



US electricity and gas distribution. Right-of-way
 Item 4A.  Unresolved
    Staff Comments    Item 5.
    Operating
    and Financial Review and Prospects  Operating and Financial
    Review Research and development
  Item 6.
    Directors,
    Senior Management and Employees  Board of Directors Directors Remuneration
    Report Note 8 Pensions and other
    post-retirement benefits Corporate Governance Employees Note 31 Share
    capital
    31


Average


Average


Average


AverageMarch


Fiscal


Fiscal


Fiscal


Fiscal2007


2007


2006


2005


2004United Kingdom


10,015



10,356



11,421



11,784



11,943United States


8,753



8,618



8,414



8,663



9,402Rest of the World


8



8



8



13



10Continuing operations


18,776



18,982



19,843



20,460



21,355Discontinued operations


735



730



686



4,147



4,303Total


19,511



19,712



20,529



24,607



25,658   Item 7.
    Major
    Shareholders and Related Party Transactions  Major
    shareholders
    Number of


% of OutstandingOrdinary Shares


Share Capital*Legal and General Investment
    Management Ltd


111,803,477



4.12Fidelity International Limited


82,805,863



3.06     *
    
    This number is calculated in relation to the issued share
    capital at the time the holding was disclosed.     5




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##### Table of Contents



Note 34 Related party
    transactions
  Item 8.
    Financial
    Information  Consolidated balance
    sheet Consolidated income
    statement Consolidated statement of
    recognised income and expense Consolidated cash flow
    statement Notes to the accounts Legal and related
    matters Returns to shareholders 2006/07
  Item 9.
    The
    Offer and Listing  Price
    history
  17 43
  Ordinary Share (Pence)


ADS ($)High


Low


High


Low2006/07


797.50



552.00



78.81



48.832005/06


613.50



489.25



53.45



44.482004/05


549.50



421.25



52.06



37.592003/04


438.00



374.75



41.45



30.192002/03


511.50



365.75



37.40



26.692006/07 Q4


797.50



717.00



78.81



69.55Q3


749.50



664.50



74.00



63.10Q2


672.00



587.00



63.24



53.32Q1


615.00



552.00



57.34



48.832005/06 Q4


613.50



551.00



53.45



48.69Q3


573.50



503.50



49.85



44.48Q2


561.00



511.00



51.64



45.20Q1


550.75



489.25



50.72



46.37June 2007*


788.50



720.00



78.26



71.46May 2007


786.00



759.00



78.86



75.10April 2007


816.50



780.00



80.75



78.20March 2007


797.50



748.50



78.81



71.82February 2007


797.00



763.00



78.26



75.08January 2007


770.50



717.00



75.61



69.55December 2006


749.50



701.50



74.00



69.56     *
    
    For the period to 15 June 2007.  Markets
   6




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Item 10.
    Additional
    Information  Memorandum
    and Articles of Association
      General
    
    carrying on the business of a holding company;
    employing the funds of the Company to develop and expand its
    business; and
    carrying on any other activity supplemental to the foregoing or
    capable of enhancing the Companys profitability.    Directors
        he/she
    Rights,
    preferences and restrictions
  called-up
 7




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##### Table of Contents



winding-up,
  Variation
    of Rights
    General
    Meetings
    Rights
    of Non-Residents
    Disclosure
    of interests
     8




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##### Table of Contents



B
    Shares
    winding-up
  winding-up
    Material
    contracts
   9




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##### Table of Contents



Acquisitions and
    disposals
      Exchange
    controls
  and/or
  Taxation
    
    a citizen or resident of the United States,
    a corporation or other entity taxable as a corporation, created
    or organised under the laws of the United States or any state
    thereof, or
    a trust or an estate the income of which is subject to US
    federal income tax without regard to its source and that holds
    such shares or ADSs as capital assets.          
    the US Internal Revenue Code of 1986, as amended (the
    Code) and regulations issued thereunder, all of
    which are subject to change, possibly with retroactive effect,
    and in part on
    the representation of The Bank of New York as depositary (the
    Depositary).   10




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Taxation
    of dividends
        Taxation
    of capital gains
      
    a US citizen who is resident or ordinarily resident in the UK
    a US corporation which is resident in the UK by reason of
    its business being managed and controlled in the UK 11




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##### Table of Contents




    a US citizen who is trading or carrying on a profession or
    vocation in the UK and used, held or acquired ADSs or ordinary
    shares for the purpose of such trade, profession or vocation
    a US corporation which is otherwise carrying on business
    through a permanent establishment in the U.K. and used, held or
    acquired ADSs or ordinary shares for the purpose of such
    permanent establishment.          UK stamp
    duty and stamp duty reserve tax (SDRT)
      US
    information reporting and backup withholding
   12




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UK
    inheritance tax
    Documents
    on display
  1-3 Strand, 1-800-SEC-0330.
  Item 11.
    Quantitative
    and Qualitative Disclosures about Market Risk  Treasury policy Commodity contracts
  Item 12.
    Description
    of Securities Other than Equity Securities   PART II  Item 13.
    Defaults,
    Dividend Arrearages and Delinquencies    Item 14.
    Material
    Modifications to the Rights of Security Holders and Use of
    Proceeds    Item 15.
    Controls
    and Procedures  Disclosure
    controls and procedures
   13




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Managements
    evaluation of the effectiveness of internal control over
    financial reporting
  Rules 13a-15(f) 15d-15(f)
      Change in
    internal control over financial reporting
    Item 16.
    [Reserved]  Item 16A.
    Audit
    Committee Financial Expert    Item 16B.
    Code
    of Ethics    Item 16C.
    Principal
    Accountant Fees and Services   14




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Audit
    Fees
    Audit-Related
    Fees
    Tax
    Fees
    All Other
    Fees
        Item 16D.
    Exemptions
    from the Listing Standards for Audit Committees   15




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Item 16E.
    Purchases
    of Equity Securities by the Issuer and Affiliated
    Purchasers  2006/07
  c. Total Number of


d. Maximum NumberShares Purchased


of Shares (Rounded)b. Average


as Part of Publicly


that May Yet Bea. Total Number of


Price Paid


Announced Plans


Purchased Under thePeriod

Shares Purchased


per Share


or Programs


Plans or ProgramsMonth 1
    1st November to 30 November 2006 (actual purchases
    from 20 to 30 November)


3,220,000



£7.10



3,220,000



269 millionMonth 2
    1 to 31 December 2006 (actual purchases from 18 to
    21 December)


1,053,381



£7.42



4,273,381



268 millionMonth 3
    1 to 31 January 2007 (actual purchases from 3 to
    26 January)


5,175,000



£7.32



9,448,381



263 millionMonth 4
    1 to 28 February 2007 (actual purchases from 5 to
    28 February)


6,135,000



£7.82



15,583,381



257 millionMonth 5
    1 to 31 March 2007 (actual purchases from 1 to
    22 March)


6,805,000



£7.65



22,388,381



250 millionMonth 6
    1 to 31 May 2007 (actual purchases from 18 to 31 May)


8,930,000



£7.71



31,318,381



241 millionMonth 7
    1 to 31 June 2007 (actual purchases from 1 to 15 June)


19,990,000



£7.37



51,308,381



221 million      PART III  Item 17.
    Financial
    Statements    Item 18.
    Financial
    Statements  Statement of Directors
    responsibilities Accounting policies Consolidated income
    statement Consolidated balance
    sheet Consolidated cash flow
    statement Consolidated statement of
 16




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##### Table of Contents



recognised income and expense Notes to the
    accounts
    Report of
    Independent Registered Public Accounting Firm 
    to the Board of Directors and Shareholders of National Grid
    plc
    Consolidated
    financial statements
        Internal
    control over financial reporting
     17




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Item 19.
    Exhibits  Form 20-F.
  Form 20-F,
  Description1.1

Memorandum and Articles of
    Association of National Grid Transco plc (Exhibit 1 to
    National Grid Group
    Form 20-F
    dated 21 June 2002 File
    No. 1-14958).

Incorporated by reference1.2

Amendment to Memorandum and
    Articles of Association of National Grid Transco plc
    (Exhibit 1 to National Grid Transco
    Form 20-F
    dated 11 June 2003 File
    No. 1-14958).

Incorporated by reference1.3

Articles of Association of
    National Grid plc adopted by Special Resolution passed on
    25 July 2005. (Exhibit 1.3 to National Grid plc
    Form 20-F
    dated 20 June 2006 File
    No. 1-14958)

Incorporated By Reference 18




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Description2(a)

Amended and restated Deposit
    Agreement dated as of 31 January 2002 (Exhibit 2(a) to
    National Grid Group
    Form 20-F
    dated 21 June 2002 File
    No. 1-14958).

Incorporated by reference2(b).1.1

Prospectus issued by National Grid
    plc and National Grid Electricity Transmission plc on
    18 August 2005 relating to 12,000,000 (previously
    6,000,000,000) issuable under the Euro Medium Term Note
    Programme. (Exhibit 2(b).1.1 to National Grid plc
    Form 20-F
    dated 20 June 2006 File
    No. 1-14958)

Incorporated by reference2(b).1.2

Supplementary Prospectus dated
    26 August 2006. (Exhibit 2(b).1.2 to National Grid plc
    Form 20-F
    dated 20 June 2006 File
    No. 1-14958)

Incorporated by reference2(b).1.3

Supplementary Prospectus dated
    17 November 2005. (Exhibit 2(b).1.3 to National Grid
    plc
    Form 20-F
    dated 20 June 2006 File
    No. 1-14958)

Incorporated by reference2(b).1.4

Supplementary Prospectus dated
    6 March 2006. (Exhibit 2(b).1.4 to National Grid plc
    Form 20-F
    dated 20 June 2006 File
    No. 1-14958)

Incorporated by reference2(b).1.5

Supplementary Prospectus dated
    12 May 2006. (Exhibit 2(b).1.5 to National Grid plc
    Form 20-F
    dated 20 June 2006 File
    No. 1-14958)

Incorporated by reference2(b).1.6

Supplementary Prospectus dated
    19 May 2006. (Exhibit 2(b).1.6 to National Grid plc
    Form 20-F
    dated 20 June 2006 File
    No. 1-14958)

Incorporated by reference2(b).2.1

Prospectus issued by National Grid
    Gas Holdings plc and National Grid Gas plc on 24 February
    2006 relating to 10,000,000,000 issuable under the Euro
    Medium Term Note Programme. (Exhibit 2(b).2.1 to National
    Grid plc
    Form 20-F
    dated 20 June 2006 File
    No. 1-14958)

Incorporated by reference2(b).2.2

Supplementary Prospectus dated
    6 March 2006. (Exhibit 2(b).2.2 to National Grid plc
    Form 20-F
    dated 20 June 2006 File
    No. 1-14958)

Incorporated by reference2(b).2.3

Supplementary Prospectus dated
    22 May 2006. (Exhibit 2(b).2.3 to National Grid plc
    Form 20-F
    dated 20 June 2006 File
    No. 1-14958)

Incorporated by reference2(c).1.1

Prospectus issued by National Grid
    plc and National Grid Electricity Transmission plc on
    11 August 2006 relating to 12,000,000 issuable under
    the Euro Medium Term Note Programme

Filed herewith2(c).1.2

Supplementary Prospectus issued by
    National Grid plc and National Grid Electricity Transmission plc
    on 1 December 2006 relating to 12,000,000 issuable
    under the Euro Medium Term Note Programme

Filed herewith2(d).1.1

Prospectus issued by National Grid
    Gas Holdings plc, National Grid Gas plc and National Grid Gas
    Finance (No 1) plc on 23 February 2007 relating to
    10,000,000,000 issuable under the Euro Medium Term Note
    Programme

Filed herewith4(a)

Agreement and Plan of Merger dated
    as of February 25, 2006 between National Grid plc, National
    Grid US8 Inc. and KeySpan Corporation. (Exhibit 4(a) to
    National Grid plc
    Form 20-F
    dated 20 June 2006 File
    No. 1-14958)

Incorporated by reference4(c).1

Service Agreement among The
    National Grid Group plc, National Grid Company plc and Edward
    Astle dated 27 July 2001 (Exhibit 4.3 to National Grid
    Transco
    Form 20-F
    dated 16 June 2004 File
    No. 1-14958).

Incorporated by reference4(c).2

Service Agreement among National
    Grid plc, and Mark Fairbairn dated 23 January 2007

Filed herewith4(c).3

Service Agreement among National
    Grid plc and Steven Holliday dated 1 April 2006.

Filed herewith4(c).4

Service Agreement among National
    Grid Transco plc, National Grid USA and Michael E. Jesanis dated
    8 July 2004 (Exhibit 4.5 to National Grid Transco
    Form 20-F
    dated 15 June 2005 File
    No. 1-14958).

Incorporated by reference 19




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##### Table of Contents



Description4(c).5

Service Agreement among National
    Grid Group plc, National Grid Company plc and Steve Lucas dated
    13 June 2002 (Exhibit 4.5 to National Grid Transco
    Form 20-F
    dated 16 June 2004 File
    No. 1-14958).

Incorporated by reference4(c).6

Service Agreement among The
    National Grid Group plc, National Grid Company plc and Roger J.
    Urwin dated as of 17 November 1995 (Exhibit 4.7 to
    National Grid Transco
    Form 20-F
    dated 16 June 2004 File
    No. 1-14958).

Incorporated by reference4(c).7

Service Agreement among National
    Grid Transco plc, National Grid Company plc and Nicholas Winser
    dated 28 April 2003 (Exhibit 4.8 to National Grid
    Transco
    Form 20-F
    dated 16 June 2004 File
    No. 1-14958).

Incorporated by reference4(c).8

Changes to Directors
    remuneration (Exhibit 4(c).7 to National Grid plc
    Form 20-F
    dated 20 June 2006 File
    No. 1-14958).

Incorporated by reference4(c).9

Letter of Appointment 
    Linda Adamany

Filed herewith4(c).10.1

Letter of Appointment 
    John Allan (Exhibit 4.10 to National Grid Transco
    Form 20-F
    dated 15 June 2005 File
    No. 1-14958).

Incorporated by reference4(c).10.2

Letter dated 7 March 2006 to
    John Allan relating to appointment as chairman of Remuneration
    Committee. (Exhibit 4(c).8.2 to National Grid plc
    Form 20-F
    dated 20 June 2006 File
    No. 1-14958)

Incorporated by reference4(c).11.1

Letter of Appointment 
    John Grant (Exhibit 4.9 to National Grid Transco
    Form 20-F
    dated 16 June 2004 File
    No. 1-14958).

Incorporated by reference4(c).11.2

Letter dated 7 March 2006 to
    John Grant relating to retirement as chairman of Remuneration
    Committee. (Exhibit 4(c).9.2 to National Grid plc
    Form 20-F
    dated 20 June 2006 File
    No. 1-14958)

Incorporated by reference4(c).12

Letter of Appointment 
    Ken Harvey (Exhibit 4.10 to National Grid Transco
    Form 20-F
    dated 16 June 2004 File
    No. 1-14958).

Incorporated by reference4(c).13

Letter of Appointment 
    Paul Joskow (Exhibit 4.11 to National Grid Transco
    Form 20-F
    dated 16 June 2004 File
    No. 1-14958).

Incorporated by reference4(c).14

Letter of Appointment 
    Sir John Parker (Exhibit 4.12 to National Grid Transco
    Form 20-F
    dated 16 June 2004 File
    No. 1-14958).

Incorporated by reference4(c).15

Letter of Appointment 
    Stephen Pettit (Exhibit 4.13 to National Grid Transco
    Form 20-F
    dated 16 June 2004 File
    No. 1-14958).

Incorporated by reference4(c).16

Letter of Appointment 
    Maria Richter (Exhibit 4.14 to National Grid Transco
    Form 20-F
    dated 16 June 2004 File
    No. 1-14958).

Incorporated by reference4(c).17

Letter of Appointment 
    George Rose (Exhibit 4.15 to National Grid Transco
    Form 20-F
    dated 16 June 2004 File
    No. 1-14958).

Incorporated by reference4(c).18

National Grid plc Deferred Share
    Plan. (Exhibit 4(c).16 to National Grid plc
    Form 20-F
    dated 20 June 2006 File
    No. 1-14958)

Incorporated by reference4(c).19

National Grid Executive Share
    Option Plan 2002 (Exhibit 4(c) to National Grid Group
    Form 20-F
    dated 21 June 2002 File
    No. 1-14958).

Incorporated by reference4(c).20

National Grid Group Share Matching
    Plan 2002 (Exhibit 4(c) to National Grid Group
    Form 20-F
    dated 21 June 2002 File
    No. 1-14958).

Incorporated by reference4(c).21

National Grid Transco Performance
    Share Plan 2002 (as approved 23 July 2002 by a resolution
    of the shareholders of National Grid Group plc, adopted
    17 October 2002 by a resolution of the Board of National
    Grid Group plc, amended 26 June 2003 by the Share Schemes
    Sub-Committee of National Grid Transco plc, and amended
    5 May 2004 by the Share Schemes Sub-Committee of National
    Grid Transco plc) (Exhibit 4.19 to National Grid Transco
    Form 20-F
    dated 16 June 2004 File
    No. 1-14958).

Incorporated by reference 20




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##### Table of Contents



Description4(c).22

National Grid Executive Share
    Option Plan 2000 (Exhibit 4C to National Grid Group
    S-8 dated
    26 July 2001 File
    No. 333-65968).

Incorporated by reference4(c).23

National Grid Executive Share
    Option Scheme (Exhibit 4D to National Grid Group
    S-8 dated
    26 July 2001 File
    No. 333-65968).

Incorporated by reference4(c).24

Lattice Long Term Incentive Scheme
    (Exhibit 4(c)(vi) to National Grid Transco 20-F dated
    11 June 2003 File
    No. 1-14958).

Incorporated by reference4(c).24

Lattice Group Short Term Incentive
    Scheme (approved by a resolution of the shareholders of BG Group
    plc effective 23 October 2000; approved by a resolution of
    the Board of National Grid Transco plc on 30 April 2004;
    amended by resolutions of the Board of Lattice Group plc
    effective on 21 October 2002 and 13 May 2004)
    (Exhibit 4.23 to National Grid Transco
    Form 20-F
    dated 16 June 2004 File
    No. 1-14958).

Incorporated by reference6

Earnings per share: The
    information set forth under the heading Note 13
    Earnings per share on page 126 of the Companys
    Annual Report and Accounts 2006/07 contained in
    Exhibit 15.1 is incorporated herein by reference.

Incorporated by reference8

List of subsidiaries.

Filed herewith12.1

Certification of Steve Holliday

Filed herewith12.2

Certification of Steve Lucas.

Filed herewith13

Certifications of Steve Holiday
    and Steve Lucas furnished pursuant to 18 U.S.C.
    Section 1350.

Filed herewith15.1

National Grid plc Annual Report
    and Accounts 2006/07, in extracted form.

Filed herewith15.2

Consent of PricewaterhouseCoopers
    LLP, independent registered public accounting firm to National
    Grid plc.

Filed herewith  21




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##### Table of Contents



SIGNATURE  Form 20-F
    By:
    /s/  Steve
    Lucas       22