Report of Independent Accountants


To the Board of Trustees and Stockholders of
Consolidated Edison Company of New York, Inc.

In our opinion, the consolidated financial statements included in
Exhibit 99.1 of this Current Report on Form 8-K, dated the date
hereof, present fairly, in all material respects, the financial
position of Consolidated Edison Company of New York, Inc. and its
subsidiaries at December 31, 1995 and 1994, and the results of
their operations and their cash flows for each of the three years
in the period ended December 31, 1995 in conformity with
generally accepted accounting principles.  These financial
statements are the responsibility of the Company's management;
our responsibility is to express an opinion on these financial
statements based on our audits.  We conducted our audits of these
statements in accordance with generally accepted auditing
standards which require that we plan and perform the audit to
obtain reasonable assurance about whether the financial
statements are free of material misstatement.  An audit includes
examining, on a test basis, evidence supporting the amounts and
disclosures in the financial statements, assessing the accounting
principles used and significant estimates made by management and
evaluating the overall financial statement presentation.  We
believe that our audits provide a reasonable basis for the
opinion expressed above.


Price Waterhouse LLP

Price Waterhouse LLP
1177 Avenue of the Americas
New York, N.Y.  10036

February 27, 1996