Exhibit 10-29












                             AMENDMENT NO. 11

                                    to

                THE SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN

                                    of

                 NEW YORK STATE ELECTRIC & GAS CORPORATION

          The Supplemental Executive Retirement Plan of New York
State Electric & Gas Corporation, effective September 7, 1984, is
hereby amended as follows:

     1.   The third sentence of Paragraph 3 is hereby amended as
follows:

               The benefit payable pursuant to this Paragraph 3
               shall be calculated by subtracting the sum of (i)
               the benefit payable under the Corporation's
               Retirement Benefit Plan for Employees and (ii) any
               benefit payable pursuant to Section 7 of a
               Deferred Compensation Agreement executed pursuant
               to the Deferred Compensation Plan in order to
               defer part of the salaried employee's compensation
               (other than awards pursuant to the Corporation's
               Annual Executive Incentive Plan, or its
               predecessor plan, the Annual Executive Incentive
               Compensation Plan) from the benefit described in
               the first sentence of this Paragraph 3.

     2.   The second sentence of Section 4(A) is hereby amended
to read as follows:

               For the purpose of determining the earnings of a
               Key Person who is a participant in the
               Corporation's Annual Executive Incentive Plan or
               Long Term Executive Incentive Share Plan, (or
               their respective predecessor plans, the Annual
               Executive Incentive Compensation Plan and the
               Performance Share Plan), there shall be excluded
               any amounts received pursuant to such plans.

This amendment is effective as of January 1, 1996.