This announcement is neither an offer to purchase nor a solicitation of an 
offer to sell Offer Shares. The Offer is made solely by the Offer to Purchase 
and Consent Statement, dated March 1, 1999, and the related Letters of 
Transmittal and Consent and is being made to all holders of Offer Shares. The 
Company is not aware of any jurisdiction where the making of the Offer or the 
tender of Offer Shares is not in compliance with applicable law. If the 
Company becomes aware of any jurisdiction where the making of the Offer or 
the tender of Offer Shares is not in compliance with applicable law, the 
Company will make a good faith effort to comply with such law. If, after such 
good faith effort, the Company cannot comply with such law, the Offer will 
not be made to (nor will tenders be accepted from or on behalf of) the owners 
of Offer Shares residing in such jurisdiction.

                  New York State Electric & Gas Corporation
                    Notice of Offer to Purchase for Cash
               Any and All Outstanding Shares of the Following
        Series of its Serial Preferred Stock, Par Value $100 Per Share,
                      at the Following Purchase Prices


               Series                              Cusip No.      Purchase Price

3.75% Cumulative Preferred Stock                  649840-20-4         $72.00
4 1/2% Cumulative Preferred Stock (Series 1949)   649840-70-9         $89.50
4.40% Cumulative Preferred Stock                  649840-40-2         $87.50
4.15% Cumulative Preferred Stock (Series 1954)    649840-50-1         $82.50
4.15% Cumulative Preferred Stock                  649840-2*-5         $82.50

                                       
                   New York State Electric & Gas Corporation
             Notice of Solicitation of Consents with Respect to All
                     Series of its Serial Preferred Stock

New York State Electric & Gas Corporation (the "Company"), a New York 
corporation and a subsidiary of Energy East Corporation, invites holders of 
shares (the "Offer Shares") of the series of serial preferred stock of the 
Company listed above (each, a "Series of Offer Preferred"), to tender any and 
all of their Offer Shares for purchase at the applicable purchase price per 
Offer Share listed above, net to the seller in cash, upon the terms and 
subject to the conditions set forth in the Offer to Purchase and Consent 
Statement, dated March 1, 1999 (the "Offer to Purchase"), and in the 
applicable Letter of Transmittal and Consent (which together constitute the 
"Offer").



THE OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 12:00 MIDNIGHT, NEW YORK CITY 
TIME, ON MARCH 26, 1999, UNLESS THE OFFER IS EXTENDED (THE "EXPIRATION DATE").

Concurrently with the Offer, the Board of Directors of the Company is 
soliciting consents (the "Consent Solicitation") from holders of the 
Company's outstanding serial preferred stock, which consists of each Series 
of Offer Preferred together with the Company's 6.30% Serial Preferred Stock 
(Cumulative, $100 Par Value) (the "6.30% Series"), in connection with a 
proposal to permit the issuance by the Company of up to $1.2 billion of 
unsecured indebtedness in excess of all other unsecured indebtedness 
presently authorized, permitted or previously consented to (the "Proposal"). 
Consents are being solicited from holders of Offer Shares pursuant to the 
Offer to Purchase and the applicable Letter of Transmittal and Consent. The 
6.30% Series is not subject to the Offer, and consents are being solicited 
from holders of shares (the "6.30% Shares") of the 6.30% Series pursuant to a 
separate Consent Statement, dated March 1, 1999 (the "6.30% Statement"), and 
related Consent. The 6.30% Series and each Series of Offer Preferred are 
referred to collectively as the "Outstanding Serial Preferred Stock."

While holders who wish to tender their Offer Shares pursuant to the Offer 
need not grant their consent to the Proposal, the Offer is conditioned upon, 
among other things, the approval of the Proposal by holders of at least a 
majority of the votes of shares of the Outstanding Serial Preferred Stock 
entitled to be cast, considered together as one class. The Offer for any one 
Series of Offer Preferred is not conditioned upon any minimum number of 
shares of such Series of Offer Preferred being tendered and is independent of 
the Offer for any other Series of Offer Preferred. See "Terms of the 
Offer--Conditions of the Offer" in the Offer to Purchase.

If, but only if, (i) the Proposal is approved by holders of the requisite 
number of shares of Outstanding Serial Preferred Stock, and (ii) a holder 
validly consents to the Proposal with respect to Offer Shares but such Offer 
Shares are not tendered pursuant to the Offer or a holder of 6.30% Shares 
validly consents to the Proposal with respect to 6.30% Shares, the Company 
will make a special cash payment to such consenting holder in an amount equal 
to $1.00 for each such Offer Share or each such 6.30% Share, as the case may 
be (the "Special Cash Payment"). Those holders who validly tender their Offer 
Shares will be entitled only to the applicable purchase price per Offer Share 
listed above and will not be entitled to the Special Cash Payment.

A holder whose Offer Shares or 6.30% Shares are held by a broker, dealer, 
commercial bank, trust company or nominee must contact such broker, dealer, 
commercial bank, trust company or nominee if he or she desires to tender 
Offer Shares or consent to the Proposal, as applicable. Any holder of Offer 
Shares desiring to accept the Offer and tender all or a portion of his or her 
Offer Shares and/or consent to the Proposal must, on or prior to the 
Expiration Date, complete and sign the applicable Letter of Transmittal and 
Consent, mail or deliver the same and any other required documents to 
ChaseMellon Shareholder Services, L.L.C. (the "Depositary"), and if tendering 
Offer Shares, deliver certificates for such Offer Shares to the Depositary 
along with the applicable Letter of Transmittal and Consent or tender such 
Offer Shares pursuant to



the procedures for book-entry transfer set forth in the Offer to Purchase 
under "Terms of the Offer--Procedure for Tendering Shares." Any holder who 
desires to tender Offer Shares and whose certificates for such Offer Shares 
are not immediately available, or who cannot comply in a timely manner with 
the procedure for book-entry transfer, should tender such Offer Shares by 
following the procedures for guaranteed delivery set forth in the Offer to 
Purchase under "Terms of the Offer--Procedure for Tendering Shares." Any 
holder of 6.30% Shares desiring to consent to the Proposal must, on or prior 
to March 26, 1999, unless extended, complete and sign the Consent provided 
along with the 6.30% Statement and mail or deliver the same and any other 
required documents to the Depositary. Offer Shares may be withdrawn at any 
time until the Expiration Date with respect to the applicable Series of Offer 
Preferred and, unless previously accepted for payment, may also be withdrawn 
after April 23, 1999. Executed consents may be revoked at any time prior to 
the time the Proposal becomes effective. The Company will pay to each 
soliciting dealer a solicitation fee for any Offer Share tendered, accepted 
for payment and paid for pursuant to the Offer, and if the Proposal is 
approved by holders of the requisite number of shares of Outstanding Serial 
Preferred Stock, any Offer Share in respect of which a valid consent was 
granted but which was not tendered in the Offer. See "Fees and Expenses" in 
the Offer to Purchase and 6.30% Statement, as applicable.

The Offer to Purchase and 6.30% Statement are first being mailed on or about 
March 1, 1999. The Record Date with respect to the Consent Solicitation is 
March 5, 1999. 

NONE OF THE COMPANY, ITS BOARD OF DIRECTORS, NOR ANY OF ITS OFFICERS MAKES 
ANY RECOMMENDATION TO ANY HOLDER AS TO WHETHER TO TENDER OFFER SHARES. EACH 
HOLDER MUST MAKE HIS OR HER OWN DECISION AS TO WHETHER TO TENDER OFFER SHARES 
AND, IF SO, HOW MANY OFFER SHARES TO TENDER.

the company reserves the right at any time, and from time to time, prior to 
the expiration date, to extend the period of time during which the offer for 
any series of offer preferred is open or during which consents may be 
delivered or to otherwise amend the offer OR CONSENT SOLICITATION by giving 
oral or written notice of such EXTENSION or amendment to the depositary and 
maKing a public announcement thereof. IF THE COMPANY EXTENDS OR AMENDS THE 
OFFER FOR ANY SERIES OF OFFER PREFERRED IT WILL NOT BE REQUIRED TO extend or 
amenD the offer for any other series of offer preferred.

with respect to the offer shares, the offer to purchase and applicable letter 
of transmittal and consent, and with respect to the 6.30% shares, the 6.30% 
statement and consent, contain important information regarding the offer and 
THE consent solicitation, AS APPLICABLE, and should be READ CAREFULLY before 
any decision is made regarding the offer OR the consent solicitation.

Any questions or requests for assistance may be directed to the Information 
Agent or the Dealer Manager and Solicitation Agent at their respective 
addresses and phone numbers listed below. Requests for additional copies of 
the Offer to Purchase, the Letters of Transmittal and Consent, the 6.30% 
Statement, the Consent or other tender offer or consent materials should be 
directed to the Information Agent, and such copies



will be furnished promptly at the Company's expense. Preferred Shareholders 
may also contact their broker, dealer, commercial bank or trust company for 
assistance.

The Information Agent is:

Georgeson & Company Inc.


Wall Street Plaza
New York, New York 10005
Banks and Brokers Call Collect:
(212) 440-9800
All Others Call:
(800) 223-2064

The Dealer Manager and Solicitation Agent is:

Salomon Smith Barney

390 Greenwich Street
New York, New York 10013
Attention:  Liability Management Group
(800) 558-3745
March 1, 1999