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For Immediate Release: December 12, 1997

CON EDISON SHAREHOLDERS APPROVE HOLDING COMPANY - RESTRUCTURING CREATES FOUR NEW SUBSIDIARIES

Today, a new era in Con Edison's history began, when shareholders
approved the formation of a holding company, Consolidated Edison,
Inc. at a special stockholders' meeting held at the company's New York
City headquarters.

In his address to shareholders, Con Edison Chairman, President and
CEO Eugene R. McGrath said, "The holding company structure will
provide the financial and regulatory flexibility that Con Edison will need
to succeed in the newly competitive energy business. The company's
unregulated businesses will be free to respond promptly to
opportunities in the new competitive environment."

The holding company will be created on January 1, 1998. Outstanding
common shares of Consolidated Edison Company of New York, Inc.
(NYSE:ED) will be automatically exchanged on a one-for-one basis for
shares of Consolidated Edison, Inc. The new company will trade on the
New York Stock Exchange under the symbol "ED."

As a holding company, Consolidated Edison, Inc. will initially contain
four subsidiaries:

  • Consolidated Edison Company of New York, Inc., a regulated
    subsidiary of the holding company and its largest affiliate, will
    continue to provide energy generation, transmission and
    distribution services for electricity, natural gas and steam. The
    company will operate and maintain these facilities to serve its
    customers in New York City and Westchester County. The
    company will continue to be based in Manhattan.

  • Consolidated Edison Solutions, Inc., a full-service energy
    company providing wholesale and retail electricity and natural
    gas sales, as well as energy-related products and services to
    business, governmental and residential customers throughout
    the Northeast. The company is based in White Plains, New York.

  • Consolidated Edison Development, Inc., a Manhattan- based
    company that invests in energy infrastructure development
    projects and markets technical services worldwide.

  • Consolidated Edison Energy, Inc., a company that will market
    specialized energy generation services to customers
    participating in the wholesale electric market in the Northeast.

From time to time, the holding company may establish other
subsidiaries to compete in developing markets.

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