UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549



                                    FORM 8-K


                                 CURRENT REPORT

                         PURSUANT TO SECTION 13 or 15(d)

                     OF THE SECURITIES EXCHANGE ACT OF 1934


Date of Report (Date of earliest event reported):  October 22, 2004


                            UIL HOLDINGS CORPORATION
             (Exact name of registrant as specified in its charter)


Connecticut                     1-15995                  06-1541045
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(State, or other jurisdiction   (Commission              (IRS Employer
of Incorporation)               File Number)             Identification No.)



157 Church Street, New Haven, Connecticut                06506
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(Address of principal executive offices)                 (Zip Code)



Registrant's Telephone Number,
Including Area Code                                      (203) 499-2000
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                                   None
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(Former name or former address, if changed since last report)







ITEM 2.02 RESULTS OF OPERATIONS AND FINANCIAL CONDITION

On October 22, 2004 the Registrant issued a press release announcing the
Registrant's financial results for the quarter ended September 30, 2004. A copy
of the Registrant's press release is attached hereto as Exhibit 99 and hereby
incorporated by reference. The information in this Form 8-K shall not be deemed
to be "filed" for the purposes of Section 18 of the Securities and Exchange Act
of 1934 (the "Exchange Act"), or otherwise subject to the liabilities of such
section, nor shall such information be deemed incorporated by reference in any
filing under the Securities Act of 1933 or the Exchange Act, except as shall be
expressly set forth by specific reference in such a filing.

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS

(c) Exhibits - The following exhibit is filed as part of this report:

99  Press release, dated October 22, 2004.






                                  SIGNATURE

         Pursuant to the requirements of the Securities Exchange Act of 1934,
the Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.


                            UIL HOLDINGS CORPORATION
                            Registrant



Date:  10/22/04             By       /s/ Louis J. Paglia
       --------               ------------------------------------------
                                        Louis J. Paglia
                                    Executive Vice President
                                    and Chief Financial Officer







                                  EXHIBIT INDEX
                                  -------------

EXHIBIT                   DESCRIPTION
- -------                   -----------

99                        Press Release dated October 22, 2004