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                                                                  EXHIBIT 99.3.1

Certification Required Under Section 906 of the Sarbanes-Oxley Act of 2002

I, John D. McMahon, the Chief Executive Officer of Orange and Rockland
Utilities, Inc. (the "Company") certify that the Company's Annual Report on
Form 10-K for the year ended December 31, 2002, which this statement
accompanies, (the "Form 10-K") fully complies with the requirements of
Section 13(a) or 15(d) of the Securities Exchange Act of 1934 (15 U.S.C. 78m
or 78o(d)) and that the information contained in the Form 10-K fairly
presents, in all material respects, the financial condition and results of
operations of the Company.

                                                    /s/ John D. McMahon
                                                    ---------------------
                                                    John D. McMahon


Dated: February 27, 2003