SECURITIES AND EXCHANGE COMMISSION

                     WASHINGTON, D.C.  20549


                       ___________________


                            Form 8-K

                         Current Report

                Pursuant to Section 13 or 15(d) of
                the Securities Exchange Act of 1934


                  Date of Report:  February 8, 1994


            CONSOLIDATED EDISON COMPANY OF NEW YORK, INC.
         (Exact name of registrant as specified in charter)



        New York              1-1217              13-5009340
       (State of            (Commission        (I.R.S. Employer
     incorporation)         File Number)      Identification No.)



               4 Irving Place, New York, NY  10003
            (Address of principal executive offices)


        Registrant's telephone number:  (212) 460-4600


















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                INFORMATION TO BE INCLUDED IN THE REPORT

ITEM 5.  OTHER EVENTS

     On February 8, 1994, the Company entered into an
underwriting agreement with Goldman, Sachs & Co. for the sale of
$150 million aggregate principal amount of the Company's Series
1994 A Debentures (the "Debentures").  The Debentures were
registered under the Securities Act of 1933 pursuant to a
Registration Statement on Form S-3 (No. 33-62266, declared
effective May 11, 1993), for $665 million of unsecured debt
securities of the Company, of which $205 million have been sold
in a previous offering of debt securities.

      Copies of the underwriting agreement and the definitive
form of the Debentures are filed as exhibits to this report.


ITEM 7.  FINANCIAL STATEMENTS AND EXHIBITS

    (b)  Exhibits

     1   Underwriting Agreement relating to the Debentures.

     4   Form of Debenture.




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                           SIGNATURE





     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 hereunto duly authorized.

                                CONSOLIDATED EDISON COMPANY
                                  OF NEW YORK, INC.              



                                By: RAYMOND J. MCCANN            

                                    Raymond J. McCann
                                    Executive Vice President
                                     and Chief Financial Officer



DATE:  February 8, 1994


                              - 4 -


                        Index to Exhibits

                                                  Sequential Page
                                                  Number at which
Exhibit               Description                  Exhibit Begins



   1          Underwriting Agreement relating
              to Debentures


   4          Form of Debenture.