Exhibit 99.1

                Report of Independent Accountants


To the Board of Directors of Commonwealth Gas Company:

We have reviewed the accompanying condensed balance sheet of Commonwealth Gas
Company as of September 30, 1999 and the related condensed statements of
income for the three and nine-month periods ended September 30, 1999 and
condensed cash flows for the nine-month period ended September 30, 1999.  We
did not perform a review of the condensed statements of income for the three
and nine-month periods ended September 30, 1998 and cash flows for the nine-
month period ended September 30, 1998.  These financial statements are the
responsibility of management.

We conducted our review in accordance with standards established by the
American Institute of Certified Public Accountants.  A review of interim
financial information consists principally of applying analytical procedures
to financial data and making inquiries of persons responsible for accounting
and financial matters.  It is substantially less in scope than an audit
conducted in accordance with generally accepted auditing standards, the
objective of which is the expression of an opinion regarding the financial
statements taken as a whole.  Accordingly, we do not express such an opinion.

Based on our review, we are not aware of any material modifications that
should be made to the accompanying financial statements in order for them to
be in conformity with generally accepted accounting principles.


Hartford, Connecticut                      PricewaterhouseCoopers LLP
November 15, 1999