Exhibit-3(e) FED IDENTIFICATION NO. 04-1298780 ---------- Examiner. William Francis Galvin Secretarv of the Commonwealth One Ashburton Place, Boston, Massachusetts 02108-1512 ARTICLES OF AMENDMENT (General Laws, Chapter 164 Section . 8B - Name 70 Approved We, Bradford J. Faxon President Robert J. Pollock and Clerk of FALL RIVER GAS COMPANY (Exact name of corporation) located at 155 North Main Street, Fall River, Massachusetts 02722 ----------------------------------------------------------------- (Street address of corporation in Massachusetts) certify that these Articles of Amendment affecting articles numbered: 3 (Number those articles 1, 2, 3, 4, 5 and/or 6 being amended) of the Articles of Organization were duly adopted at a meeting held on February 10, 1998 by vote of: 1,774,983.8044 shares of Common Stock of 2,183,794. 7952 shares outstanding, ------------ --------- (type, class & series, if any) shares of of shares outstanding, and (type, class & series, if any) shares of of shares outstanding, (type, class & series, if any) '**being at least a majority of each type, class or series outstanding and entitled to vote thereon: / or change the number of shares and the par value (if any) of any type, class or series of stock which the corporation is authorized to issue, fill in the following: The total presently authorized is: WITHOUT PAR VALUE STOCKS WITH PAR VALUE STOCKS NUMBER OF SHARES NUMBER OF SHARES PAR VALUE Common: 0 Common: 2.201,334 $0. 83-1/3 1 Preferred: 0 Preferred: 0 Change the total authorized to: WITHOUT PAR VALUE STOCKS WITH PAR VALUE STOCKS NUMBER OF SHARES NUMBER OF SHARES PAR VALUE Common: 0 Common: 2 951,333 $0.83-1/3 Preferred: 0 Preferred: 0 That the Charter, Agreement of Association and Articles of Organization of Fall River Gas Company (the "Company") be, and the same hereby are, amended to increase the authorized capital stock of the Company by creating an additional 750,000 shares of the Company's Common Stock, $0.83-1/3 par value, thereby increasing the number of authorized shares of said Common Stock from 2,201,334 to 2,951,334, such shares to be issued as authorized by the Board of Directors for proper corporate purposes, subject to the requisite approval of the Massachusetts Department of Telecommunications and Energy (formerly Department of Public Utilities), and Chapter 164. Section 8B The foregoing amendment(s) will become effective when these Articles of Amendment are filed in accordance with General Laws, Chapter 156B, Section 6 unless these articles specify, in accordance with the vote adopting the amendment, a later effective date not more than thirty days after such filing, in which event the amendment will become effective on such later date. Later effective date: SIGNED UNDER, THE PENALTIES OF PERJURY, this 10th day of February l998 *President / Bradford 'Clerk / Robert J. Pollock THE COMMONWEALTH OF MASSACHUSETTS ARTICLES OF AMENDMENT (General Laws, Chapter 164, Section 8D I hereby approve the within Articles of Amendment and, the filing fee in the amount of $ having been paid, said articles are deemed to have been filed with me this day of 1 9 2 Effective date.- FRANCIS GALVIN Secretary of the Commonwealth TO BE FILLED IN BY CORPORATION Photocopy of document to be sent to: Eric J. Krathwohl, Esq. Rich, May, Bilodeau & Flaherty, P.C. 294 Washington Street Boston, MA 02108 (617) 482-1360 3