FORM 10-Q

               SECURITIES AND EXCHANGE COMMISSION

                     WASHINGTON, D.C.  20549

                     _______________________


       [x]  Quarterly Report Pursuant To Section 13 or 15(d)
            of the Securities Exchange Act of 1934
            FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 1996


                              OR


       [ ] Transition Report Pursuant to Section 13 or 15(d)
           of the Securities Exchange Act of 1934


                     _________________________


                     Commission File No. 1-1217


            CONSOLIDATED EDISON COMPANY OF NEW YORK, INC.
                        (Name of Registrant)


        NEW YORK                     13-5009340
(State of Incorporation)   (IRS Employer Identification No.)


  4 IRVING PLACE, NEW YORK, NEW YORK 10003 - (212) 460-4600
                    (Address and Telephone Number)


The Registrant has filed all reports required to be filed by
Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months and has been subject to such filing
requirements for the past 90 days.


                  Yes ___X___         No _______

As of the close of business on October 31, 1996, the Registrant
had outstanding 234,989,605 shares of Common Stock ($2.50 par
value).

                         - 2 -




                 PART I. -  FINANCIAL INFORMATION


                CONTENTS                             PAGE NO.

ITEM 1.    FINANCIAL STATEMENTS:

           Consolidated Balance Sheet                  3-4

           Consolidated Income Statements              5-7

           Consolidated Statements of Cash Flows       8-9

           Note to Financial Statements              10-12


ITEM 2.    Management's Discussion and Analysis of    13-27
            Financial Condition and Results of
            Operations



                      _________________________



The following consolidated financial statements are unaudited
but, in the opinion of management, reflect all adjustments (which
include only normal recurring adjustments) necessary to a fair
statement of the results for the interim periods presented. These
condensed unaudited interim financial statements do not contain
the detail, or footnote disclosure concerning accounting policies
and other matters, which would be included in full-year financial
statements and, accordingly, should be read in conjunction with
the Company's audited financial statements (including the notes
thereto) included in the Company's Annual Report on Form 10-K for
the year ended December 31, 1995 (File No. 1-1217).

                                        - 3 -

                            CONSOLIDATED EDISON COMPANY OF NEW YORK, INC.                      
                                     CONSOLIDATED BALANCE SHEET                                 
                 AS AT SEPTEMBER 30, 1996, DECEMBER 31, 1995 AND SEPTEMBER 30, 1995             
    
                                                               
                                                                      As At                     
                                                 Sept. 30, 1996  Dec. 31, 1995  Sept. 30, 1995
                                                             (Thousands of Dollars)             
                                                                        

ASSETS                                                                                          
                                                                                              
Utility plant, at original cost                                                                 
  Electric                                         $ 11,541,568   $ 11,319,622   $ 11,242,271 
  Gas                                                 1,609,520      1,537,296      1,502,490 
  Steam                                                 530,761        462,975        452,526 
  General                                             1,138,055      1,085,795      1,066,767 
      Total                                          14,819,904     14,405,688     14,264,054 
    Less: Accumulated depreciation                    4,286,812      4,036,954      3,987,919 
      Net                                            10,533,092     10,368,734     10,276,135 
  Construction work in progress                         342,496        360,457        340,920 
  Nuclear fuel assemblies and components,                                                       
    less accumulated amortization                        62,725         85,212         89,226 
                                                                                            
                              Net utility plant      10,938,313     10,814,403     10,706,281 
                                                                                                
Current assets                                                                                  
  Cash and temporary cash investments                   117,279        342,292        429,887 
  Accounts receivable - customers, less
    allowance for uncollectible accounts 
    of $21,500, $21,600 and $20,739                     565,713        497,215        508,823  
  Other receivables                                      38,713         45,558         52,293 
  Regulatory accounts receivable                         33,501         (6,481)       (11,317)
  Fuel, at average cost                                  42,193         40,506         37,623 
  Gas in storage, at average cost                        42,874         26,452         33,059 
  Materials and supplies, at average cost               213,687        221,026        222,685 
  Prepayments                                           193,484         66,148        181,424
  Other current assets                                   14,915         15,126         14,552

                           Total current assets       1,262,359      1,247,842      1,469,029 
                                                                                                
Investments and nonutility property                     170,025        145,646        135,465

Deferred charges
  Enlightened Energy program costs                      127,307        144,282        137,868 
  Unamortized debt expense                              133,348        133,812        136,389
  Power contract termination costs                       70,272        105,408        117,120
  Other deferred charges                                315,529        316,237        282,598 
                                                                                                
                         Total deferred charges         646,456        699,739        673,975 
                                                                                                
Regulatory asset-future federal
  income taxes                                        1,003,774      1,042,260      1,045,442
                           
                                          Total    $ 14,020,927   $ 13,949,890   $ 14,030,192 

The accompanying note is an integral part of these financial statements.             
- 4 - CONSOLIDATED EDISON COMPANY OF NEW YORK, INC. CONSOLIDATED BALANCE SHEET AS AT SEPTEMBER 30, 1996, DECEMBER 31, 1995 AND SEPTEMBER 30, 1995 As At Sept. 30, 1996 Dec. 31, 1995 Sept. 30, 1995 (Thousands of Dollars) CAPITALIZATION AND LIABILITIES Capitalization Common stock, authorized 340,000,000 shares; outstanding 234,981,753 shares, 234,956,299 shares and 234,948,707 shares $ 1,478,444 $ 1,464,305 $ 1,464,247 Capital stock expense (34,972) (38,606) (38,686) Retained earnings 4,290,590 4,097,035 4,112,624 Total common equity 5,734,062 5,522,734 5,538,185 Preferred stock Subject to mandatory redemption 7.20% Series I 47,500 50,000 50,000 6-1/8% Series J 37,050 50,000 50,000 Total subject to mandatory redemption 84,550 100,000 100,000 Other preferred stock $ 5 Cumulative Preferred 175,000 175,000 175,000 5-3/4% Series A 7,061 60,000 60,000 5-1/4% Series B 13,844 75,000 75,000 4.65% Series C 15,330 60,000 60,000 4.65% Series D 22,233 75,000 75,000 5-3/4% Series E - 50,000 50,000 6.20% Series F - 40,000 40,000 6% Convertible Series B 4,721 4,917 4,976 Total other preferred stock 238,189 539,917 539,976 Total preferred stock 322,739 639,917 639,976 Long-term debt 4,090,810 3,917,244 4,020,261 Total capitalization 10,147,611 10,079,895 10,198,422 Noncurrent liabilities Obligations under capital leases 43,332 45,250 45,890 Other noncurrent liabilities 82,797 75,907 71,614 Total noncurrent liabilities 126,129 121,157 117,504 Current liabilities Long-term debt due within one year 179,715 183,524 109,206 Accounts payable 353,918 420,852 304,748 Customer deposits 158,492 158,366 159,861 Accrued taxes 122,882 24,374 179,925 Accrued interest 70,560 89,374 74,829 Accrued wages 78,117 76,459 87,108 Other current liabilities 142,049 168,477 155,877 Total current liabilities 1,105,733 1,121,426 1,071,554 Provisions related to future federal income taxes and other deferred credits Accumulated deferred federal income tax 2,316,138 2,296,284 2,309,321 Accumulated deferred investment tax credits 174,580 181,420 183,750 Other deferred credits 150,736 149,708 149,641 Total deferred credits 2,641,454 2,627,412 2,642,712 Total $ 14,020,927 $ 13,949,890 $ 14,030,192
The accompanying note is an integral part of these financial statements. - 5 - CONSOLIDATED EDISON COMPANY OF NEW YORK, INC. CONSOLIDATED INCOME STATEMENT FOR THE THREE MONTHS ENDED SEPTEMBER 30, 1996 AND 1995 1996 1995 (Thousands of Dollars) Operating revenues Electric $ 1,708,146 $ 1,703,089 Gas 141,121 113,678 Steam 71,074 63,109 Total operating revenues 1,920,341 1,879,876 Operating expenses Fuel 145,942 158,994 Purchased power 334,557 290,404 Gas purchased for resale 38,595 25,023 Other operations 284,916 274,273 Maintenance 100,369 111,045 Depreciation and amortization 121,273 115,654 Taxes, other than federal income tax 302,990 308,897 Federal income tax 182,280 182,810 Total operating expenses 1,510,922 1,467,100 Operating income 409,419 412,776 Other income (deductions) Investment income 1,170 4,324 Allowance for equity funds used during construction 883 485 Other income less miscellaneous deductions (2,435) (1,693) Federal income tax 2,070 750 Total other income 1,688 3,866 Income before interest charges 411,107 416,642 Interest on long-term debt 77,956 75,656 Other interest 5,578 7,922 Allowance for borrowed funds used during construction (415) (232) Net interest charges 83,119 83,346 Net income 327,988 333,296 Preferred stock dividend requirements 4,606 8,891 Net income for common stock $ 323,382 $ 324,405 Common shares outstanding - average (000) 234,981 234,939 Earnings per share $ 1.38 $ 1.38 Dividends declared per share of common stock $ .52 $ .51 Sales Electric (Thousands of Kwhrs.) Con Edison Customers 10,633,845 11,044,985 Deliveries for NYPA and Other Customers 2,281,224 2,349,578 Service for Municipal Agencies 159,037 135,847 Total Sales in Service Territory 13,074,106 13,530,410 Off-System Sales (A) 1,778,475 2,075,281 Gas (Dekatherms) Firm 10,416,368 10,451,202 Off-Peak Firm/Interruptible 3,793,915 2,860,885 Total Sales to Con Edison Customers 14,210,283 13,312,087 Transportation of Customer-Owned Gas 6,508,631 9,820,561 Off-System Sales 265,981 230,063 Total Sales and Transportation 20,984,895 23,362,711 Steam (Thousands of Pounds) 6,420,558 6,877,750 (A) Includes 926,426 and 960,631 thousands of Kwhrs., respectively, subsequently purchased by the Company for sale to its customers.
The accompanying note is an integral part of these financial statements. - 6 - CONSOLIDATED EDISON COMPANY OF NEW YORK, INC. CONSOLIDATED INCOME STATEMENT FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1996 AND 1995 1996 1995 (Thousands of Dollars) Operating revenues Electric $ 4,238,720 $ 4,156,969 Gas 771,413 604,708 Steam 317,308 246,836 Total operating revenues 5,327,441 5,008,513 Operating expenses Fuel 450,219 386,032 Purchased power 960,144 847,864 Gas purchased for resale 315,989 188,486 Other operations 848,903 857,215 Maintenance 349,309 366,492 Depreciation and amortization (A) 373,819 338,823 Taxes, other than federal income tax 886,500 836,966 Federal income tax 328,200 337,820 Total operating expenses 4,513,083 4,159,698 Operating income 814,358 848,815 Other income (deductions) Investment income 4,891 8,622 Allowance for equity funds used during construction 2,141 3,361 Other income less miscellaneous deductions (5,108) (5,123) Federal income tax 1,140 440 Total other income 3,064 7,300 Income before interest charges 817,422 856,115 Interest on long-term debt 230,431 224,696 Other interest 14,059 22,319 Allowance for borrowed funds used during construction (1,006) (1,626) Net interest charges 243,484 245,389 Net income 573,938 610,726 Preferred stock dividend requirements 15,249 26,676 Gain on refunding of preferred stock (A) 13,943 - Net income for common stock $ 572,632 $ 584,050 Common shares outstanding - average (000) 234,972 234,924 Earnings per share $ 2.44 $ 2.49 Dividends declared per share of common stock $ 1.56 $ 1.53 Sales Electric (Thousands of Kwhrs.) Con Edison Customers 28,269,089 28,081,351 Deliveries for NYPA and Other Customers 6,673,889 6,646,381 Service for Municipal Agencies 443,264 345,224 Total Sales in Service Territory 35,386,242 35,072,956 Off-System Sales (B) 3,047,621 4,392,449 Gas (Dekatherms) Firm 75,549,180 67,411,713 Off-Peak Firm/Interruptible 14,919,496 11,340,519 Total Sales to Con Edison Customers 90,468,676 78,752,232 Transportation of Customer-Owned Gas 8,584,869 25,039,063 Off-System Sales 7,402,439 551,899 Total Sales and Transportation 106,455,984 104,343,194 Steam (Thousands of Pounds) 23,743,411 22,346,574 (A) The gain resulting from the preferred stock refunding in the first quarter of 1996 was applied to reduce net utility plant by an additional provision for depreciation. (B) Includes 1,463,871 and 2,282,261 thousands of Kwhrs., respectively, subsequently purchased by the Company for sale to its customers.
The accompanying note is an integral part of these financial statements. - 7 - CONSOLIDATED EDISON COMPANY OF NEW YORK, INC. CONSOLIDATED INCOME STATEMENT FOR THE TWELVE MONTHS ENDED SEPTEMBER 30, 1996 AND 1995 1996 1995 (Thousands of Dollars) Operating revenues Electric $ 5,471,159 $ 5,361,076 Gas 980,061 796,013 Steam 404,605 312,671 Total operating revenues 6,855,825 6,469,760 Operating expenses Fuel 568,291 500,004 Purchased power 1,219,503 1,050,877 Gas purchased for resale 387,292 246,621 Other operations 1,131,420 1,168,531 Maintenance 494,919 487,706 Depreciation and amortization (A) 490,773 446,760 Taxes, other than federal income tax 1,169,765 1,106,924 Federal income tax 386,940 418,880 Total operating expenses 5,848,903 5,426,303 Operating income 1,006,922 1,043,457 Other income (deductions) Investment income 13,235 13,608 Allowance for equity funds used during construction 2,544 5,282 Other income less miscellaneous deductions (8,134) (10,779) Federal income tax (360) 680 Total other income 7,285 8,791 Income before interest charges 1,014,207 1,052,248 Interest on long-term debt 307,651 297,802 Other interest 20,694 28,313 Allowance for borrowed funds used during construction (1,200) (2,472) Net interest charges 327,145 323,643 Net income 687,062 728,605 Preferred stock dividend requirements 24,138 35,571 Gain on refunding of preferred stock (A) 13,943 - Net income for common stock $ 676,867 $ 693,034 Common shares outstanding - average (000) 234,967 234,918 Earnings per share $ 2.88 $ 2.95 Dividends declared per share of common stock $ 2.07 $ 2.03 Sales Electric (Thousands of Kwhrs.) Con Edison Customers 37,146,106 36,704,167 Deliveries for NYPA and Other Customers 8,883,298 8,829,530 Service for Municipal Agencies 554,768 454,056 Total Sales in Service Territory 46,584,172 45,987,753 Off-System Sales (B) 3,690,644 5,047,413 Gas (Dekatherms) Firm 98,861,793 87,599,512 Off-Peak Firm/Interruptible 19,051,789 15,203,657 Total Sales to Con Edison Customers 117,913,582 102,803,169 Transportation of Customer-Owned Gas 13,906,995 31,579,370 Off-System Sales 10,226,915 551,899 Total Sales and Transportation 142,047,492 134,934,438 Steam (Thousands of Pounds) 30,822,617 27,976,032 (A) The gain resulting from the preferred stock refunding in the first quarter of 1996 was applied to reduce net utility plant by an additional provision for depreciation. (B) Includes 1,848,447 and 2,282,261 thousands of Kwhrs., respectively, subsequently purchased by the Company for sale to its customers.
The accompanying note is an integral part of these financial statements. - 8 - CONSOLIDATED EDISON COMPANY OF NEW YORK, INC. CONSOLIDATED STATEMENT OF CASH FLOWS FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1996 AND 1995 1996 1995 (Thousands of Dollars) Operating activities Net income $ 573,938 $ 610,726 Principal non-cash charges (credits) to income Depreciation and amortization 373,819 338,822 Federal income tax deferred 50,760 82,780 Common equity component of allowance for funds used during construction (2,021) (3,166) Other non-cash charges 28,567 7,455 Changes in assets and liabilities Accounts receivable - customers, less allowance for uncollectibles (68,498) (68,327) Regulatory accounts receivable (39,982) 37,663 Materials and supplies, including fuel and gas in storage (10,770) 37,958 Prepayments, other receivables and other current assets (120,280) (116,871) Enlightened Energy program costs 16,975 32,333 Federal income tax refund - (49,510) Power contract termination costs 19,023 43,675 Accounts payable (66,934) (69,721) Accrued income taxes 107,997 140,856 Other - net (50,169) (58,473) Net cash flows from operating activities 812,425 966,200 Investing activities including construction Construction expenditures (478,847) (462,238) Nuclear fuel expenditures (1,223) (8,601) Contributions to nuclear decommissioning trust (19,174) (13,568) Common equity component of allowance for funds used during construction 2,021 3,166 Net cash flows from investing activities including construction (497,223) (481,241) Financing activities including dividends Issuance of long-term debt 375,000 100,000 Retirement of long-term debt (107,435) (9,119) Advance refunding of long-term debt (95,329) - Advance refunding of preferred stock (316,982) - Issuance and refunding costs (10,805) (5,058) Common stock dividends (366,560) (359,437) Preferred stock dividends (18,104) (26,679) Net cash flows from financing activities including dividends (540,215) (300,293) Net increase (decrease) in cash and temporary cash investments (225,013) 184,666 Cash and temporary cash investments at January 1 342,292 245,221 Cash and temporary cash investments at September 30 $ 117,279 $ 429,887 Supplemental disclosure of cash flow information Cash paid during the period for: Interest $ 253,697 $ 245,884 Income taxes 169,755 120,572
The accompanying note is an integral part of these financial statements. - 9 - CONSOLIDATED EDISON COMPANY OF NEW YORK, INC. CONSOLIDATED STATEMENT OF CASH FLOWS FOR THE TWELVE MONTHS ENDED SEPTEMBER 30, 1996 AND 1995 1996 1995 (Thousands of Dollars) Operating activities Net income $ 687,062 $ 728,605 Principal non-cash charges (credits) to income Depreciation and amortization 490,773 446,760 Federal income tax deferred 37,000 128,950 Common equity component of allowance for funds used during construction (2,401) (4,977) Other non-cash charges (credits) (26,443) (1,635) Changes in assets and liabilities Accounts receivable - customers, less allowance for uncollectibles (56,890) (16,337) Regulatory accounts receivable (44,818) 28,311 Materials and supplies, including fuel and gas in storage (5,387) 48,899 Prepayments, other receivables and other current assets 1,157 (1,634) Enlightened Energy program costs 10,561 23,284 Federal income tax refund (3,427) (49,510) Power contract termination costs 30,735 24,490 Accounts payable 49,170 (4,109) Accrued income taxes (41,409) (3,708) Other - net (2,996) (72,879) Net cash flows from operating activities 1,122,687 1,274,510 Investing activities including construction Construction expenditures (709,412) (721,535) Nuclear fuel expenditures (5,462) (16,481) Contributions to nuclear decommissioning trust (24,499) (16,485) Common equity component of allowance for funds used during construction 2,401 4,977 Net cash flows from investing activities including construction (736,972) (749,524) Financing activities including dividends Issuance of long-term debt 503,285 328,285 Retirement of long-term debt (109,205) (135,743) Advance refunding of long-term debt (251,028) (128,285) Advance refunding of preferred stock (316,982) - Issuance and refunding costs (11,016) (7,623) Common stock dividends (486,385) (476,887) Preferred stock dividends (26,992) (35,583) Net cash flows from financing activities including dividends (698,323) (455,836) Net increase (decrease) in cash and temporary cash investments (312,608) 69,150 Cash and temporary cash investments at beginning of period 429,887 360,737 Cash and temporary cash investments at September 30 $ 117,279 $ 429,887 Supplemental disclosure of cash flow information Cash paid during the period for: Interest $ 317,766 $ 300,137 Income taxes 393,937 299,741
The accompanying note is an integral part of these financial statements. - 10 - - ---------------------------------------------------------------- Contingency Note - ---------------------------------------------------------------- Indian Point. Nuclear generating units similar in design to the Company's Indian Point 2 unit have experienced problems of varying severity in their steam generators, which in a number of instances have required steam generator replacement. Inspections of the Indian Point 2 steam generators since 1976 have revealed various problems, some of which appear to have been arrested, but the remaining service life of the steam generators is uncertain and may be shorter than the unit's life. The projected service life of the steam generators is reassessed periodically in light of the inspections made during scheduled outages of the unit. Based on the latest available data, the Company estimates that steam generator replacement will not be required before 1999, and possibly not until some years later. To avoid procurement delays in the event replacement is necessary, the Company purchased replacement steam generators, which are stored at the site. If replacement of the steam generators is required, such replacement is presently estimated (in 1995 dollars) to require additional expenditures of approximately $107 million (exclusive of replacement power costs) and an outage of approximately four months. However, securing necessary permits and approvals or other factors could require a substantially longer outage if steam generator replacement is required on short notice. Nuclear Insurance. The insurance policies covering the Company's nuclear facilities for property damage, excess property damage, and outage costs permit assessments under certain conditions to cover insurers' losses. As of September 30, 1996 the highest amount which could be assessed for losses during the current policy year under all of the policies was $32.7 million. While assessments may also be made for losses in certain prior years, the Company is not aware of any losses in such years which it believes are likely to result in an assessment. Under certain circumstances, in the event of nuclear incidents at facilities covered by the federal government's third-party liability indemnification program, the Company could be assessed up to $79.3 million per incident of which not more than $10 million may be assessed in any one year. The per-incident limit is to be adjusted for inflation not later than 1998 and not less than once every five years thereafter. The Company participates in an insurance program covering liabilities for injuries to certain workers in the nuclear power industry. In the event of such injuries, the Company is subject to assessment up to an estimated maximum of approximately $3.1 million. - 11 - Environmental Matters. The normal course of the Company's operations necessarily involves activities and substances that expose the Company to potential liabilities under federal, state and local laws protecting the environment. Such liabilities can be material and in some instances may be imposed without regard to fault, or may be imposed for past acts, even though such past acts may have been lawful at the time they occurred. Sources of such potential liabilities include (but are not limited to) the Federal Comprehensive Environmental Response, Compensation and Liability Act of 1980 (Superfund), a 1994 settlement with the New York State Department of Environmental Conservation (DEC), asbestos, and electric and magnetic fields (EMF). Superfund. By its terms, Superfund imposes joint and several strict liability, regardless of fault, upon generators of hazardous substances for resulting removal and remedial costs and environmental damages. The Company has received process or notice concerning possible claims under Superfund or similar state statutes relating to a number of sites at which it is alleged that hazardous substances generated by the Company (and, in most instances, a large number of other potentially responsible parties) were deposited. Estimates of the investigative, removal, remedial and environmental damage costs (if any) the Company will be obligated to pay with respect to each of these sites range from extremely preliminary to highly refined. Based on these estimates, the Company had accrued a liability at September 30, 1996 of approximately $13.3 million. There will be additional costs with respect to these and possibly other sites, the materiality of which is not presently determinable. DEC Settlement. In November 1994 the Company agreed to a consent order settling a civil administrative proceeding instituted by the DEC in 1992, alleging environmental violations by the Company. Pursuant to the consent order, the Company has conducted an environmental management systems evaluation and is conducting an environmental compliance audit. The Company also must implement "best management practices" plans for certain facilities and undertake a remediation program at certain sites. At September 30, 1996 the Company had an accrued liability of $17.3 million for these sites. Expenditures for environment-related projects in the five years 1996-2000, including expenditures to comply with the consent order, are currently estimated at $155 million. There will be additional costs, including costs arising out of the compliance audit, the materiality of which is not presently determinable. - 12 - Asbestos Claims. Suits have been brought in New York State and federal courts against the Company and many other defendants, wherein several thousand plaintiffs sought large amounts of compensatory and punitive damages for deaths and injuries allegedly caused by exposure to asbestos at various premises of the Company. Many of these suits have been disposed of without any payment by the Company, or for immaterial amounts. The amounts specified in all the remaining suits total billions of dollars but the Company believes that these amounts are greatly exaggerated, as were the claims already disposed of. Based on the information and relevant circumstances known to the Company at this time, it is the opinion of the Company that these suits will not have a material adverse effect on the Company's financial position. EMF. Electric and magnetic fields are found wherever electricity is used. Several scientific studies have raised concerns that EMF surrounding electric equipment and wires, including power lines, may present health risks. The Company is the defendant in several suits claiming property damage or personal injury allegedly resulting from EMF. In the event that a causal relationship between EMF and adverse health effects is established, or independently of any such causal determination, in the event of adverse developments in related legal or public policy doctrines, there could be a material adverse effect on the electric utility industry, including the Company. - 13 - MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS The following discussion and analysis relates to the interim financial statements appearing in this report and should be read in conjunction with Management's Discussion and Analysis appearing in Item 7 of the Company's Annual Report on Form 10-K for the year ended December 31, 1995 (File No. 1-1217). Reference is made to the note to the financial statements in Item 1 of this report, which note is incorporated herein by reference. LIQUIDITY AND CAPITAL RESOURCES Cash and temporary cash investments were $117.3 million at September 30, 1996 compared with $342.3 million at December 31, 1995 and $429.9 million at September 30, 1995. The Company's cash balances reflect the timing and amounts of external financing and property tax payments. In January 1996 the Company commenced a tender offer for certain series of its preferred stock. Shareholders tendered approximately $227 million of such preferred stock pursuant to the offer, which expired on February 27, 1996. In addition, the Company called $90 million of its preferred stock for redemption on March 30, 1996. These retirements and related expenses were funded with proceeds from $275 million of 7-3/4 percent subordinated debentures issued on March 6, 1996 and due on March 31, 2031 and cash of $25 million. The present value revenue-equivalent savings of these transactions was approximately $42 million. The net gain on these transactions of $13.9 million (after write-off of capital stock expense on redeemed stock) did not affect earnings per share due to an equivalent amount of provision for depreciation of utility plant recorded in the first quarter of 1996. (The increases in depreciation expense for the nine and 12-month periods ending September 30, 1996 compared with the corresponding 1995 periods reflect this additional depreciation expense.) On May 1, 1996 the Company issued $100 million of 7-3/4 percent Debentures Series 1996 A, due June 1, 2026, at a price to the public of 98.002 percent and a yield of 7.924 percent. The proceeds were used to redeem, on June 1, 1996, the $95.3 million outstanding balance of the Company's 9-3/8 percent Debentures, Series 1991 A, due June 1, 2026. The other $79.7 million of the original $175 million Series 1991 A Debentures had been retired through a tender offer in 1993. - 14 - On July 1, 1996 the Company paid $213.2 million to New York City for property taxes for the first half of the 1996-1997 fiscal year. In order to meet this cash requirement, the Company borrowed $155 million through short-term bank promissory notes. These borrowings were repaid in August 1996. The Company expects to finance the balance of its capital requirements for the remainder of 1996 and 1997, including $182 million for securities maturing during this period, from internally generated funds and external debt financing of about $150 million. Customer accounts receivable, less allowance for uncollectible accounts, amounted to $565.7 million at September 30, 1996 compared with $497.2 million at December 31, 1995 and $508.8 million at September 30, 1995. The increase in the customer accounts receivable balance at September 30, 1996 compared with September 30, 1995 reflects primarily increases in sales revenues. In terms of equivalent days of revenue outstanding (ENDRO), these amounts represented 25.9, 27.6 and 25.0 days, respectively. The regulatory accounts receivable of $33.5 million at September 30, 1996 represent amounts to be recovered from customers. The regulatory accounts receivable negative balance of $6.5 million and $11.3 million at December 31, 1995 and September 30, 1995, respectively, represent amounts to be refunded to customers. These balances include amounts accrued under the electric revenue adjustment mechanism (ERAM), modified ERAM and incentive provisions of the Company's electric and gas rate agreements referred to below. The changes in regulatory accounts receivable during the first nine months of 1996 were as follows: 1996 Balance Recoveries Balance Dec. 31, 1996 from Sept.30, (Millions of Dollars) 1995* Accruals* Customers** 1996* ERAM/Modified ERAM $(37.7) $ 4.3 $ 18.5 $(14.9) Electric Incentives Enlightened Energy program 19.7 18.2 (9.8) 28.1 Customer service 4.0 3.4 (3.1) 4.3 Fuel and purchased power 1.9 20.0 (15.1) 6.8 Gas Incentives System improvement 4.6 6.5 (4.6) 6.5 Customer service 1.0 2.7 (1.0) 2.7 Total $ (6.5) $ 55.1 $ (15.1) $ 33.5 * Negative amounts are refundable; positive amounts are recoverable. **Negative amounts have been recovered; positive amounts have been refunded.
- 15 - Enlightened Energy program costs are generally recoverable over a five-year period. Program costs have declined, and are expected to continue to decline in future periods, resulting in lower deferred balances as recoveries exceed new expenditures. Interest coverage under the SEC formula for the 12 months ended September 30, 1996 was 4.09 times, compared with 4.20 times for the year 1995 and 4.32 times for the 12 months ended September 30, 1995. The decline in interest coverage reflects a lower level of pre-tax earnings. 1995 Electric Rate Agreement In April 1995 the New York Public Service Commission (PSC) approved a three-year electric rate agreement effective April 1, 1995. The agreement provided for no increase in base electric revenues in the first rate year and possible, but limited, increases in years two and three. For details of the agreement, see the Management's Discussion and Analysis appearing in Item 7 of the Company's Annual Report on Form 10-K for the year ended December 31, 1995 under the heading "Liquidity and Capital Resources - 1995 Electric Rate Agreement." The agreement provides that a portion of any earnings above specified levels (excluding incentive earnings) be shared with customers or applied to reduce rate base balances. For the first rate year of the electric rate agreement, the 12 months ended March 31, 1996, the Company's actual rate of return on electric common equity, excluding incentives, exceeded the sharing threshold of 11.6 percent, principally due to increased labor productivity. A provision for excess earnings of $10.2 million has been set aside for the future benefit of customers. In March 1996 the PSC approved a $19 million reduction to base electric rates for the second year of the rate agreement, effective April 1, 1996. The decrease reflects a lower allowed rate of return on electric common equity (10.31 percent excluding incentives) and a refund to customers under the modified ERAM mechanism, offset in part by increases in pension and retiree health benefit expenses and IPP capacity costs. For the second rate year of the electric rate agreement, the 12 months ended March 31, 1997, the Company estimates that the actual rate of return on electric common equity, excluding incentives, will exceed the sharing threshold of 10.81 percent, principally due to labor productivity. Therefore, in the third quarter of 1996, a provision for excess earnings of $4 million was set aside for the future benefit of customers. - 16 - In October 1996, the Company filed for an increase to its electric rates to become effective April 1, 1997 for the third rate year of the electric rate agreement. Under the terms of the agreement, the estimated increased revenue requirement, which could vary based on data available by early 1997, is $87 million (an increase of approximately 1.6%). The Company is reviewing measures to mitigate this increase. Gas and Steam Rate Agreements In October 1994 the PSC approved three-year rate agreements for the Company's gas and steam services. For details of the agreements, see Management's Discussion and Analysis appearing in Item 7 of the Company's Annual Report on Form 10-K for the year ended December 31, 1995 under the heading "Liquidity and Capital Resources - Gas and Steam Rate Agreements." For the second rate year, the 12 months ended September 30, 1996, the Company's rates of return on common equity for gas and steam were above the 11.65 percent threshold for earnings sharing with customers. However, no provisions have been made for refund to customers because the excess earnings for the second rate year in each case were offset by earnings below the threshold for the first rate year. In September 1996 the PSC approved a $12.1 million (3.44 percent) increase to base steam rates for the third rate year under the steam agreement. Pursuant to the agreement, the balance of the calculated increase under the agreement, $10.8 million, is being deferred for future recovery from customers. In October 1996 the Company entered into a gas rate settlement agreement with the PSC staff. The new agreement is subject to PSC approval. Pursuant to the new agreement, the Company will withdraw its request for an increase to base gas rates for the third rate year under the 1994 gas agreement. The new agreement contains the following major provisions: base rates will, with limited exceptions, remain at September 30, 1996 levels through September 30, 2000; the Company will share in net revenue from interruptible gas sales (previously used only to reduce firm customer gas costs) by retaining in each rate year the first $7 million of net revenue above 8.5 million dekatherms and 50 percent of additional net revenues; 86 percent of any increase in property taxes above levels implicit in rates will be recovered by offsetting amounts, if any, that would otherwise be returned to customers; the incentive (or penalty) mechanisms under the 1994 gas agreement will be discontinued effective October 1997, after which the Company will be subject - 17 - to a penalty (maximum, $1.7 million) if it fails to maintain targeted levels of customer satisfaction; and the Company will share with customers 50 percent of earnings above a 13 percent rate of return on gas common equity. Credit Ratings The Company's unsecured debentures and tax-exempt debt are rated A1 by Moody's Investors Service, Inc. (Moody's) and A+ by Standard & Poor's Rating Group (S&P). Duff & Phelps Inc., whose rating service the Company discontinued in the second quarter of 1996, also had rated this debt at A+. The Company's subordinated debentures are rated A2 by Moody's and A by S&P. The Company's senior debt (first mortgage bonds) is rated Aa3 and A+ by Moody's and S&P, respectively. The Company has not issued first mortgage bonds since 1974. As of September 30, 1996, one $75 million issue of first mortgage bonds, which will mature in December 1996, remains outstanding. Competition - New York State Initiative On October 1, 1996, the Company proposed its plan (the "Company's Plan") in response to the PSC's May 20, 1996 order in its "Competitive Opportunities" proceeding (the "Order"). The Order endorsed a fundamental restructuring of the electric utility industry in New York State, based on competition in the generation and energy services sectors of the industry. The Company's Plan proposes a transition to a competitive electricity market (with increased wholesale competition in 1997, a retail pilot program beginning in 1998, and retail access for the Company's customers by 2003, if feasible), a five-year "rate freeze" to take effect April 1997 (beginning with the last year of the Company's current electric rate agreement), full recovery from customers of all prior utility investments and commitments, including potential "strandable costs," a corporate reorganization into a holding company structure, and tax and regulatory reform. For additional information about the Order, the legal proceeding challenging the Order instituted by the Company and others, and the Company's Plan, see the Company's Current Report on Form 8-K, dated October 1, 1996, and Management's Discussion and Analysis appearing in Part I, Item 2 of the Company's Quarterly Report on Form 10-Q for the quarterly period ended June 30, 1996 under the heading "Liquidity and Capital Resources - Competition - New York State Initiative." - 18 - By order issued October 9, 1996 in the Competitive Opportunities proceeding, the PSC established a 90-day period ending on January 7, 1997 for settlement negotiations. The PSC also provided, in the absence of a settlement, for the closing of the record for the proceeding, including any evidentiary hearings "determined to be needed," on or before March 8, 1997. The Company, without prejudice to its rights to challenge the Order or the PSC's October 9, 1996 Order, is engaged in collaborative efforts to reach a negotiated settlement with the PSC staff and other interested parties with respect to the Company's Plan. The Company's Plan could change materially before it becomes effective. It is not possible to predict the outcome of the Competitive Opportunities proceeding or its impact on the Company. However, the outcome could potentially have a material adverse effect on the Company, its financial condition and results of operations. Competition - Federal Initiative On April 24, 1996 the Federal Energy Regulatory Commission (FERC) issued its final order (FERC Order 888) requiring electric utilities to file non-discriminatory open access transmission tariffs that would be available to wholesale sellers and buyers of electric energy and allowing utilities to recover related legitimate and verifiable stranded costs subject to FERC's jurisdiction. The Company has petitioned the FERC to make certain modifications to Order 888. The Company's open access tariff took effect July 9, 1996, subject to refund pending the outcome of a hearing on the tariff set by FERC for August 1997. The Company participates in the wholesale electric market primarily as a buyer, and in this regard could benefit if Order 888 results in lower wholesale prices for its purchases of electricity for its retail customers. (The preceding sentence is a forward-looking statement; it is a statement of expectation as to future economic performance and is not a statement of fact. Actual results might differ materially from those projected in this statement. Important factors that could cause actual results to differ from those projected include adverse interpretations of Order 888 by the FERC or the courts; additional rule-making or legislation that could modify the impact of Order 888; and presently unforeseen interaction between Order 888 and the PSC's Competitive Opportunities proceeding, including future developments in such proceeding.) - 19 - 1996 Stock Option Plan In May 1996 the Company's shareholders adopted the Consolidated Edison Company of New York, Inc. 1996 Stock Option Plan covering 10,000,000 shares of the Company's common stock. Also in May, ten-year options covering 704,200 shares were granted under the Plan (at an exercise price of $27-7/8 per share). As permitted by Statement of Financial Accounting Standards No. 123 (SFAS 123), "Accounting for Stock-Based Compensation," the Company will account for the Stock Option Plan in accordance with Accounting Principles Board Opinion No. 25 (APB 25), "Accounting for Stock Issued to Employees," with year-end footnote disclosure of the impact on net income and earnings per share as if the Company had adopted the SFAS 123 fair value method for recognition purposes. Because the exercise price of the stock options under the Plan equals the market price of the underlying stock on the date of grant, under APB 25 no compensation expense is recognized. Environmental Claims and Other Contingencies Reference is made to the note to the financial statements included in this report for information concerning potential liabilities of the Company arising from the Federal Comprehensive Environmental Response, Compensation and Liability Act of 1980 (Superfund), from claims relating to alleged exposure to asbestos, and from certain other contingencies to which the Company is subject. Collective Bargaining Agreement In June 1996, the Company concluded a new collective bargaining agreement with the union representing approximately two-thirds of the Company's employees. The four-year agreement provides for general wage increases of 2.5 percent in each of the first two years and 3.0 percent in each of years three and four, with a potential 0.5 percent merit increase in each year. - 20 - RESULTS OF OPERATIONS Net income for common stock for the third quarter, the nine months and the 12 months ended September 30, 1996 was lower than in the corresponding 1995 periods by $1.0 million, $11.4 million ($.05 a share) and $16.2 million ($.07 a share), respectively. These results reflect the three-year electric rate agreement effective April 1, 1995, which provides for a generally lower level of incentive earnings opportunities and lower allowed returns on common equity. In reviewing period-to-period comparisons, it should be noted that not all changes in sales volume affected operating revenues. Under the ERAM and the modified ERAM, discussed below, except for the variation attributed to a change in number of customers under the modified ERAM, most increases (or decreases) in electric sales revenues compared with revenues forecast pursuant to the electric rate agreement are deferred for subsequent credit (or billing) to customers. Under the weather normalization clause in the Company's gas tariff, most weather-related variations in gas sales do not affect gas revenues. Increases (Decreases) Three Months Ended Nine Months Ended Twelve Months Ended September 30, 1996 September 30, 1996 September 30, 1996 Compared With Compared With Compared with Three Months Ended Nine Months Ended Twelve Months Ended September 30, 1995 September 30, 1995 September 30, 1995 Amount Percent Amount Percent Amount Percent (Amounts in Millions) Operating revenues $ 40.5 2.2 % $ 318.9 6.4 % $ 386.1 6.0 % Fuel - electric and steam (13.1) (8.2) 64.2 16.6 68.3 13.7 Purchased power - electric 44.2 15.2 112.3 13.2 168.6 16.0 Gas purchased for resale 13.6 54.2 127.5 67.6 140.7 57.0 Operating revenues less fuel, purchased power and gas purchased for resale (Net revenues) (4.2) (0.3) 14.9 0.4 8.5 0.2 Other operations and maintenance - - (25.5) (2.1) (29.9) (1.8) Depreciation and amortization 5.6 4.9 35.0 10.3 44.0 9.9 Taxes, other than federal income tax (5.9) (1.9) 49.5 5.9 62.8 5.7 Federal income tax (0.5) (0.3) (9.6) (2.8) (31.9) (7.6) Operating income (3.4) (0.8) (34.5) (4.1) (36.5) (3.5) Other income less deductions and related federal income tax (2.1) (56.3) (4.2) (58.0) (1.5) (17.1) Interest charges (0.2) (0.3) (1.9) (0.8) 3.5 1.1 Net income (5.3) (1.6) (36.8) (6.0) (41.5) (5.7) Preferred stock dividend requirements (4.3) (48.2) (11.5) (42.8) (11.4) (32.1) Gain on refunding of preferred stock - - 13.9 - 13.9 - Net income for common stock $ (1.0) (0.3)% $ (11.4) (2.0)% $ (16.2) (2.3)%
- 21 - Third Quarter 1996 Compared with Third Quarter 1995 Net revenues (operating revenues less fuel, purchased power and gas purchased for resale) decreased $4.2 million in the third quarter of 1996 compared with the 1995 period. Electric and steam net revenues decreased $16.2 million and $1.8 million, respectively. Gas net revenues increased $13.8 million. Total electric revenues in the 1996 period were higher than in the corresponding 1995 period, largely reflecting recovery of higher purchased power costs, partially offset by the rate reduction, discussed above, for the second year of the current electric rate agreement. The 1995 electric rate agreement added to the ERAM a revenue per customer (RPC) mechanism (modified ERAM) which excludes from adjustment those variances in the Company's electric revenues which result from changes in the number of customers in each electric service classification. Electric net revenues for the third quarter of 1996 have been increased by an accrual of $10.9 million under the modified ERAM, net of $22.4 million earned under the RPC mechanism, reflecting lower net revenues than the forecast level. This compares with a net revenue decrease in the 1995 period for credit due customers of $59.1 million, net of $5.9 million earned under the RPC mechanism, reflecting higher net revenues than the forecast level in that period. Electric net revenues for the third quarter of 1996 include $16.7 million, compared with $12.6 million for the 1995 period, for incentives earned under the provisions of the electric rate agreements. The accounting provisions of the 1992 and 1995 electric rate agreements for Indian Point Unit 2 refueling and maintenance outages decreased electric net revenues for the third quarter of 1996 compared with the 1995 period by $7.0 million; related expenses decreased in like amount. Electric sales, excluding off-system sales, in the third quarter of 1996 compared with the 1995 period were: Millions of Kwhrs. 3rd Quarter 3rd Quarter Percent Description 1996 1995 Variation Variation Residential/Religious 3,212 3,511 (299) (8.5)% Commercial/Industrial 7,249 7,352 (103) (1.4)% Other 173 182 (9) (4.9)% Total Con Edison Customers 10,634 11,045 (411) (3.7)% NYPA, Municipal Agency and Other Delivery Service 2,440 2,485 (45) (1.8)% Total Service Area 13,074 13,530 (456) (3.4)%
- 22 - Gas and steam revenues in the 1996 period reflect rate increases effective October 1995. Gas net revenues for the third quarter of 1996 and 1995 include $9.2 million and $2.7 million, respectively, for incentives earned under the 1994 gas rate agreement relating to system improvement targets for gas leaks and to customer service performance. For the third quarter of 1996 firm gas sales volume decreased 0.3 percent and steam sales volume decreased 6.6 percent compared with the 1995 period. The decreases in electric and steam sales volumes for the period are due primarily to milder than normal 1996 summer weather compared to warmer than normal 1995 summer weather. After adjustment for comparability in both periods, primarily for variations in weather, electric sales volume in the Company's service territory increased 0.7 percent in the third quarter of 1996, firm gas sales volume decreased 0.4 percent and steam sales volume decreased 1.4 percent. Electric fuel costs decreased $22.9 million in the 1996 period due to lower sendout. Purchased power costs increased in the third quarter of 1996 by $44.2 million over the 1995 period due to the relatively high cost that the Company is required to pay under its IPP contracts, the increased cost of short-term power purchases, and increased unit purchases. Steam fuel costs increased $9.8 million due to the higher unit cost of fuel. Gas purchased for resale increased $13.6 million, reflecting the higher unit cost of purchased gas. Other operations and maintenance expenses were unchanged for the third quarter of 1996 compared with the 1995 period. Higher pension and other postretirement benefit expenses (due to changes in actuarial assumptions) were offset by lower production and distribution expenses. Depreciation and amortization increased $5.6 million in the third quarter of 1996 due to higher plant balances. Taxes, other than federal income tax, decreased $5.9 million in the third quarter of 1996 compared with the 1995 period due principally to decreased revenue taxes (reflecting a lower New York State Corporate Tax Surcharge rate). - 23 - Nine Months Ended September 30, 1996 Compared with the Nine Months Ended September 30, 1995 Net revenues (operating revenues less fuel, purchased power and gas purchased for resale) increased $14.9 million in the first nine months of 1996 compared with the first nine months of 1995. Electric net revenues decreased $45.0 million and gas and steam net revenues increased $39.2 million and $20.7 million, respectively. Total electric revenues in the 1996 period were higher than in the corresponding 1995 period, largely reflecting recovery of higher fuel and purchased power costs, partially offset by the rate reduction, discussed above, for the second rate year of the current electric rate agreement. Electric net revenues for the first nine months of 1996 have been increased by an accrual of $4.3 million, net of $42.7 million earned under the RPC mechanism, reflecting lower net revenues than the forecast level. This compares with a net revenue decrease in the 1995 period for credit due customers of $37.6 million, net of $6.0 million earned under the RPC mechanism, reflecting higher net revenues than the forecast level in that period. Electric net revenues for the first nine months of 1996 also include $41.6 million, compared with $47.4 million for the 1995 period, for incentives earned under the provisions of the rate agreements. The accounting provisions of the 1992 and 1995 electric rate agreements for Indian Point Unit 2 refueling and maintenance outages decreased electric net revenues for the nine months ended September 30, 1996 compared with the 1995 period by $33.8 million; related expenses decreased in like amount. Electric sales, excluding off-system sales, in the first nine months of 1996 compared with the 1995 period were: Millions of Kwhrs. Nine Months Nine Months Ended Ended Percent Description Sept.30, 1996 Sept.30, 1995 Variation Variation Residential/Religious 8,300 8,340 (40) (0.5)% Commercial/Industrial 19,501 19,272 229 1.2 % Other 468 469 (1) (0.2)% Total Con Edison Customers 28,269 28,081 188 0.7 % NYPA, Municipal Agency and Other Delivery Service 7,117 6,992 125 1.8 % Total Service Area 35,386 35,073 313 0.9 %
- 24 - Gas and steam revenues in the first nine months of 1996 were increased by rate increases effective October 1995 and by recovery of higher costs for gas purchased for resale and for steam fuel. Gas net revenues for the 1996 and 1995 periods include $9.2 million and $7.4 million, respectively, for incentives earned under the 1994 gas rate agreement, related to achievement of gas system improvement targets for gas leaks and to customer service performance. For the first nine months of 1996 firm gas sales volume increased 12.1 percent and steam sales volume increased 6.3 percent over the 1995 period, due primarily to colder than normal 1996 winter weather as compared to warmer than normal 1995 winter weather. Under the weather normalization clause in the Company's gas tariff, most weather-related variations in gas sales do not affect gas revenues. After adjustment for comparability in both periods, primarily for variations in weather, electric sales volume in the Company's service territory in the first nine months of 1996 increased 1.1 percent. Similarly adjusted, firm gas sales volume increased 2.8 percent and steam sales volume increased 0.2 percent. Electric fuel and purchased power costs increased in the first nine months of 1996 by $14.4 and $112.3 million, respectively, reflecting the higher unit cost of fuel and the higher costs of the Company's IPP power purchase contracts, offset by lower sendout. The increases in fuel and purchased power costs were mitigated by increased generation from the Company's Indian Point Unit 2 nuclear generating station, which was operating during the 1996 period but was out of service for refueling and maintenance for a large part of the 1995 period. Steam fuel costs increased $49.8 million due to increased sendout and higher unit cost of fuel. Gas purchased for resale increased $127.5 million reflecting higher sendout and higher unit cost. Other operations and maintenance expenses decreased $25.5 million in the first nine months of 1996 compared with the 1995 period due to decreases in the amortization of previously deferred Enlightened Energy program costs, reflecting lower program cost deferrals, and decreases in production expenses (principally due to the Indian Point Unit 2 refueling and maintenance outage in the 1995 period - there was no such outage in the 1996 period), offset in part by higher pension and other postretirement benefit expenses (due to changes in actuarial assumptions). - 25 - Depreciation and amortization increased $35.0 million in the first nine months of 1996 due principally to higher plant balances and an additional provision for depreciation expense of $13.9 million corresponding to the amount of the gain on the refunding of preferred stock discussed above. Taxes, other than federal income tax, increased $49.5 million in the first nine months of 1996 compared with the 1995 period due primarily to increased property taxes ($38.3 million) and revenue taxes ($11.2 million). Federal income tax decreased $9.6 million in the first nine months of 1996 compared with the 1995 period, principally due to lower pre-tax income. Interest on long-term debt for the nine month period increased $5.7 million, principally as a result of the issuance of subordinated debentures to refund preferred stock, as discussed above. Twelve Months Ended September 30, 1996 Compared with Twelve Months Ended September 30, 1995 Net revenues (operating revenues less fuel, purchased power and gas purchased for resale) increased $8.5 million in the 12 months ended September 30, 1996 compared with the 1995 period. Electric net revenues decreased $66.1 million and gas and steam net revenues increased $43.4 million and $31.2 million, respectively. Total electric revenues in the 1996 period were higher than in the corresponding 1995 period, largely reflecting recovery of higher purchased power costs, partially offset by the rate reduction, discussed above, for the second year of the current electric rate agreement. Electric net revenues for the 12 months ended September 30, 1996 were increased by an accrual of $6.6 million, net of $50.0 million earned under the RPC mechanism, reflecting lower net revenues than the forecast level, compared with a decrease in the 1995 period for credit due customers of $30.1 million, net of $6.0 million earned under the RPC mechanism, reflecting higher net revenues than the forecast level in that period. Electric net revenues for the 12 months ended September 30, 1996 include $51.8 million, compared with $72.3 million for the 1995 period, for incentives earned under the 1995 and 1992 electric rate agreements, respectively. - 26 - The accounting provisions of the 1992 and 1995 electric rate agreements for Indian Point Unit 2 refueling and maintenance outages decreased electric net revenues for the 12 months ended September 30, 1996 compared with the 1995 period by $27.9 million; related expenses decreased in like amount. Electric sales, excluding off-system sales, for the 12 months ended September 30, 1996 compared with the 12 months ended September 30, 1995 were: Millions of Kwhrs. Twelve Months Twelve Months Ended Ended Percent Description Sept.30, 1996 Sept.30, 1995 Variation Variation Residential/Religious 10,809 10,729 80 0.7% Commercial/Industrial 25,721 25,359 362 1.4% Other 616 616 - - % Total Con Edison Customers 37,146 36,704 442 1.2% NYPA, Municipal Agency and Other Delivery Service 9,438 9,284 154 1.7% Total Service Area 46,584 45,988 596 1.3%
Gas and steam revenues in the 1996 period reflect rate increases in October 1995 and higher fuel-related revenues due to increased sales volumes and higher gas and steam unit costs of fuel. Gas net revenues for the 1996 and 1995 periods include $9.2 million and $7.4 million, respectively, for incentives earned under the 1994 gas rate agreement, related to achievement of gas system improvement targets for gas leaks and to customer service performance. For the 12 months ended September 30, 1996, firm gas sales volume increased 12.9 percent and steam sales volume increased 10.2 percent, due primarily to colder than normal 1996 winter weather as compared to warmer than normal 1995 winter weather. Under the weather normalization clause in the Company's gas tariff, most weather-related variations in gas sales do not affect gas revenues. After adjustment for comparability in both periods, primarily for variations in weather, electric sales volume in the Company's service territory in the 12 months ended September 30, 1996 increased 1.3 percent. Similarly adjusted, firm gas sales volume increased 2.4 percent and steam sales volume decreased 0.1 percent. - 27 - Electric fuel costs increased $7.6 million in the 1996 period due to the higher unit cost of fuel. Purchased power costs increased in the 1996 period by $168.6 million over the 1995 period reflecting the relatively high cost that the Company is required to pay under its IPP contracts. Steam fuel costs increased $60.7 million due to higher sendout and higher unit cost of fuel. Gas purchased for resale increased $140.7 million, reflecting higher sendout and higher unit cost of fuel. Other operations and maintenance expenses decreased $29.9 million in the 12 months ended September 30, 1996 compared with the 1995 period due to decreases in the amortization of previously deferred Enlightened Energy program costs, reflecting lower program cost deferrals, and in electric production expenses (principally due to the Indian Point Unit 2 refueling and maintenance outage in the 1995 period - there was no such outage in the 1996 period), offset in part by higher pension and other postretirement benefit expenses (due to changes in actuarial assumptions). Depreciation and amortization increased $44.0 million in the 1996 period due principally to higher plant balances and an additional provision for depreciation expense of $13.9 million corresponding to the amount of the gain on the refunding of preferred stock. Taxes, other than federal income tax, increased $62.8 million in the 12 months ended September 30, 1996 compared with the 1995 period due primarily to increased property taxes ($47.7 million) and revenue taxes ($14.7 million). Federal income tax decreased $31.9 million for the 12 months ended September 30, 1996 compared with the 1995 period due principally to lower pre-tax income. Interest on long-term debt for the 12-month period increased $9.8 million principally as a result of the issuance of subordinated debentures to refund preferred stock. - 28 - PART II. - OTHER INFORMATION ITEM 1. LEGAL PROCEEDINGS SUPERFUND - PCB Treatment, Inc. Sites Reference is made to the information under the caption "SUPERFUND - PCB Treatment Sites" in Part I, Item 3, Legal Proceedings in the Company's Annual Report on Form 10-K for the year ended December 31, 1995. The United States Environmental Protection Agency ("EPA") has issued a preliminary waste-in list indicating that approximately 16.9 million pounds of PCB-contaminated oil, equipment and materials were shipped to the sites. The Company has informed the EPA that it shipped approximately 2.8 million pounds of waste to the sites. The EPA has identified over 700 parties that shipped waste to the sites, including federal agencies which, based on responses to the EPA's information request, appear to be responsible for approximately 7 million pounds of the waste. Several site PRPs, including the Company, have entered into an EPA consent order for additional site studies. SUPERFUND - Astoria Site Reference is made to the information under the caption "SUPERFUND - Astoria Site" in Part I, Item 3, Legal Proceedings, in the Company's Annual Report on Form 10-K for the year ended December 31, 1995 and to the information under the caption "ASTORIA SITE" in Part II, Item 1, Legal Proceedings, in the Company's Quarterly Report on Form 10-Q for the quarterly period ended June 30, 1996. SUPERFUND - Port Refinery Site The EPA has notified the Company by letter, dated October 21, 1996, that it is a PRP for the Port Refinery Superfund Site in Rye Brook, NY. According to the EPA, Port Refinery Company used the site for the reprocessing and repackaging of mercury and caused extensive contamination which the EPA has cleaned up at a cost of approximately $4.5 million. In its letter, the EPA demands reimbursement of its costs from the Company and the 58 other site PRPs that the EPA has identified. Based on the documents provided by the EPA, it appears that the Company shipped 660 pounds of mercury to Port Refinery. The Company is currently investigating its dealings with Port Refinery in response to an EPA informational request for the site. - 29 - NUCLEAR FUEL DISPOSAL Reference is made to the information under the caption "NUCLEAR FUEL DISPOSAL" in Part I, Item 3, Legal Proceedings and Part I, Item 7, Management's Discussion and Analysis in the Company's Annual Report on Form 10-K for the year ended December 31, 1995, and in Part II, Item 1, Legal Proceedings, in the Company's Quarterly Report on Form 10-Q for the quarterly period ended June 30, 1996. RATE PROCEEDINGS Reference is made to (i) the information under the captions "REGULATION AND RATES" in Part I, Item 1, Business, "RATE PROCEEDINGS" in Part I, Item 3, Legal Proceedings and "LIQUIDITY AND CAPITAL RESOURCES - 1992 Electric Rate Agreement, 1995 Electric Rate Agreement, Gas and Steam Rate Agreements, and Competition" in Part I, Item 7, Management's Discussion and Analysis in the Company's Annual Report on Form 10-K for the year ended December 31, 1995; (ii) the information under the captions "LIQUIDITY AND CAPITAL RESOURCES - 1995 Electric Rate Agreement, Gas and Steam Rate Agreements, and Competition - New York State Initiative" in Part I, Item 2, Management's Discussion and Analysis in this Quarterly Report on Form 10-Q for the quarterly period ended September 30, 1996; and (iii) the Company's Current Report on Form 8-K, dated October 1, 1996. ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K (a) EXHIBITS Exhibit 4.1 Form of the Company's 7 3/4% Quarterly Income Capital Securities (Series A Subordinated Deferrable Interest Debentures). (Incorporated by reference to Exhibit 4 to the Company's Current Report on Form 8-K, dated February 29, 1996, in Commission File No. 1-1217.) Exhibit 4.2 Form of the Company's 7 3/4% Debentures, Series 1996 A. (Incorporated by reference to Exhibit 4 to the Company's Current Report on Form 8-K, dated April 24, 1996, in Commission File No. 1-1217.) Exhibit 10 Consolidated Edison Company of New York, Inc. 1996 Stock Option Plan. (Incorporated by reference to Exhibit 10.47 to the Company's Annual Report on Form 10-K for the year ended December 31, 1995, in Commission File No. 1-1217.) - 30 - Exhibit 12 Statement of computation of ratio of earnings to fixed charges for the twelve-month periods ended September 30, 1996 and 1995. Exhibit 27 Financial Data Schedule. (To the extent provided in Rule 402 of Regulation S-T, this exhibit shall not be deemed "filed", or otherwise subject to liabilities, or be deemed part of a registration statement.) (b) REPORTS ON FORM 8-K The Company filed a Current Report on Form 8-K, dated October 1, 1996, reporting (under Item 5) the provision to the New York State Public Service Commission of the Company's response to the Commission's May 20, 1996 order in its "Competitive Opportunities" proceeding, and the legal proceeding instituted by the Company and others challenging the order. The Company filed no other Current Reports on Form 8-K during the quarter ended September 30, 1996. - 31 - SIGNATURES 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 thereunto duly authorized. CONSOLIDATED EDISON COMPANY OF NEW YORK, INC. DATE: November 12, 1996 Joan S. Freilich Joan S. Freilich Senior Vice President, Chief Financial Officer and Duly Authorized Officer DATE: November 12, 1996 John F. Cioffi John F. Cioffi Vice President, Controller, Acting Treasurer and Chief Accounting Officer INDEX TO EXHIBITS SEQUENTIAL PAGE EXHIBIT NUMBER AT WHICH NO. DESCRIPTION EXHIBIT BEGINS 4.1 Form of the Company's 7 3/4% Quarterly Income Capital Securities (Series A Subordinated Deferrable Interest Debentures). (Incorporated by reference to Exhibit 4 to the Company's Current Report on Form 8-K, dated February 29, 1996, in Commission File No. 1-1217.) 4.2 Form of the Company's 7 3/4% Debentures, Series 1996 A. (Incorporated by reference to Exhibit 4 to the Company's Current Report on Form 8-K, dated April 24, 1996, in Commission File No. 1-1217.) 10 Consolidated Edison Company of New York, Inc. 1996 Stock Option Plan. (Incorporated by reference to Exhibit 10.47 to the Company's Annual Report on Form 10-K for the year ended December 31, 1995, in Commission File No. 1-1217.) 12 Statement of computation of ratio of earnings to fixed charges for the twelve-month periods ended September 30, 1996 and 1995. 27 Financial Data Schedule. (To the extent provided in Rule 402 of Regulation S-T, this exhibit shall not be deemed "filed", or otherwise subject to liabilities, or be deemed part of a registration statement.)




                                                                          


                    CONSOLIDATED EDISON COMPANY OF NEW YORK, INC.
                           RATIO OF EARNINGS TO FIXED CHARGES
                                   TWELVE MONTHS ENDED             

                                 (Thousands of Dollars) 




                                              SEPTEMBER       SEPTEMBER
                                                1996            1995   
                                                       

Earnings
  Net Income                                 $  687,062**    $  728,605
  Federal Income Tax                            350,300         289,250
  Federal Income Tax Deferred                    46,170         138,350
  Investment Tax Credits Deferred                (9,170)         (9,400)
    Total Earnings Before
     Federal Income Tax                       1,074,362       1,146,805
  Fixed Charges*                                347,934         345,063

    Total Earnings Before Federal
     Income Tax and Fixed Charges            $1,422,296      $1,491,868




*Fixed Charges


Interest on Long-Term Debt                   $  293,261      $  286,192
Amortization of Debt Discount,
  Premium and Expenses                           14,390          11,610
Interest Component of Rentals                    19,589          18,948
Other Interest                                   20,694          28,313

  Total Fixed Charges                        $  347,934      $  345,063


Ratio of Earnings to Fixed Charges                 4.09            4.32



** Reflects increased depreciation expense resulting from preferred stock refunding.
   See "Liquidity and Capital Resources" in Management's Discussion and Analysis
   appearing in the Company's Quarterly Report on Form 10-Q for the quarterly period
   ended September 30, 1996.







 



       
UT THE SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM CONSOLIDATED BALANCE SHEET, INCOME STATEMENT AND STATEMENT OF CASH FLOWS AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS AND THE NOTES THERETO 1,000 DEC-31-1996 SEP-30-1996 9-MOS PER-BOOK 10,938,313 170,025 1,262,359 646,456 1,003,774 14,020,927 587,454 856,018 4,290,590 5,734,062 84,550 238,189 4,090,810 0 0 0 179,715 0 43,332 2,558 3,647,711 14,020,927 5,327,441 328,200 4,184,883 4,513,083 814,358 3,064 817,422 243,484 573,938 15,249 558,689 366,560 307,651 812,425 2.44 2.44