EXHIBIT (99)

                       Filed Session of February 29, 2000
                             Approved as Recommended
                                 and so Ordered
                                By the Commission

                             -----------------------
                                  DEBRA RENNER
                                Acting Secretary

                        Issued & Effective March 7, 2000

                                STATE OF NEW YORK
                          DEPARTMENT OF PUBLIC SERVICE


                                                               February 18, 2000

TO:               THE COMMISSION

FROM:             OFFICE OF ACCOUNTING & FINANCE

SUBJECT:          CASE 96-E-0909 - Petition of Central Hudson Gas & Electric
                  Corporation for Commission approval to Amend the Rate and
                  Restructuring Plan Adopted in Case 96-E-0909, Order issued and
                  effective February 19, 1998.

RECOMMENDATION:   Staff recommends that the proposed amendment and conforming
                  revision be approved.

(S.A.P.A.  96-E-0909SA5)

SUMMARY
-------

          Central Hudson Gas & Electric Corporation (Central Hudson) has filed a
petition requesting Commission approval of an amendment and a conforming
revision to the Rate and Restructuring Plan (Restructuring Plan) adopted in Case
96-E-0909 1/. Central Hudson's proposed amendment eliminates an unintended
disincentive for the formation of its holding company prior to the sale of its
fossil generation. The revisions provide clarification and enable Central Hudson
to proceed with its restructuring plans while maintaining authority granted by
the Commission to invest

----------

1/   Case 96-E-0909, In the Matter of Central Hudson Gas & Electric
     Corporation's Plans for Electric Rates - and Restructuring Pursuant to
     Opinion No. 96-12. ORDER ADOPTING TERMS OF SETTLEMENT SUBJECT TO
     MODIFICATIONS AND CONDITIONS (Issued and Effective February 19, 1998)

<PAGE>

CASE 96-E-0909


in non-regulated subsidiaries independent of the holding company formation. The
revisions are consistent with the intent underlying the adoption of the
Restructuring Plan. Staff recommends that the proposed amendment and conforming
revision be approved.

BACKGROUND
----------

          By order issued and effective February 19, 1998, the Commission
adopted the Restructuring Plan. At issue is the effect of the holding company
formation with respect to Section VI.B.6. of the Restructuring Plan. Provisions
of the section allow Central Hudson to transfer up to $100 million of equity to
unregulated subsidiaries and to sell up to $100 million of securities without
further Commission approval.

          CH Energy Group, Inc. became the holding company parent of Central
Hudson Gas and Electric Corporation December 15, 1999.1/ However, the
Restructuring Plan contains an unintended disincentive regarding the formation
of the holding company prior to the closing of the sale of fossil generation. As
the Restructuring Plan now exists, once the holding company is formed, Section
VI.B.6. becomes inoperable bringing into question the basis for financings
related to future equity transfers and the need for any Commission approval for
such financings.

PROPOSED REVISIONS
------------------

          To eliminate the disincentive, Central Hudson proposes that the first
sentence of Section VI.B.6. of the Restructuring Plan be amended as:

          Central Hudson is permitted to transfer equity from
          regulated operations to its unregulated operations, in the
          amount specified by this Section, until the earlier of a)
          the time Central Hudson receives the proceeds from the sale
          of its fossil

--------

1/   Another major element of Central Hudson's Restructuring Plan, its FOSSIL
     GENERATION AUCTION PLAN, was approved by the Commission on February 9, 2000
     (C.96-E-0909).

                                      -2-
<PAGE>

CASE 96-E-0909


          generation plants or, b) the end of the rate period covered
          by this agreement. This provision is independent of when the
          holding company is formed. From the point the holding
          company is formed until the receipt of the proceeds from the
          plant sales, the balance of equity available for transfer,
          as described above, must be reduced by the amount of
          dividends Central Hudson Regco pays to its parent company
          that exceed the dividends paid by the parent to
          shareholders.

The remainder of this sentence that provides total new equity investment in
unregulated subsidiaries, not to exceed $100 million, is retained.

          In addition, a conforming revision would be made to the last sentence
of the second paragraph of Section VI.B.6. so that it would read as:

          The limitations of this paragraph shall no longer be
          applicable upon the latter of the restructuring into the
          Holdco organization or the closing on the sale of fossil
          generation (or last such closing, in the event there should
          be more than one closing).

DISCUSSION
----------

          As noted above, Section VI.B.6. of the Restructuring Plan
becomes inoperable when the holding company is formed, and therefore
Central Hudson loses its privilege to invest future funds in its
non-regulated subsidiaries without Commission approval. central Hudson
has invested $51.5 million in subsidiary companies since the
Restructuring Plan was adopted by the Commission. In order to avoid
imposing a new restriction on Central Hudson subsidiary company
investment(s), this amendment to the Order in Case 96-E-0909 is
necessary and consistent with the intent and spirit of the
Restructuring Plan. Furthermore, the Commission specifically addressed
Central Hudson's inter-

                                      -3-
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CASE 96-E-0909


affiliate investment in Opinion No. 98-13 1/ and noted that the level of
investment and the authority to invest in non-regulated companies is consistent
with treatments provided in other restructuring proceedings. The proposed
amendment is consistent with the Opinion's inter-affiliate investment position.

          The Restructuring Plan anticipated Central Hudson to form the holding
company around the time the generation assets were sold and transferred to a new
owner, which was expected to occur mid 2001. However, under the Restructuring
Plan, Central Hudson's earlier than expected holding company formation would
restrict the availability of funds prematurely without this proposed amendment.

          These revisions clarify that the provisions of Section VI.B.6. would
allow equity transfers and related financings independent of the holding company
formation. The elimination of the disincentive allows Central Hudson to proceed
with its restructuring plan while maintaining its authority to invest in its
unregulated subsidiaries without further Commission approval. Financial
integrity safeguards and customer protections are not changed and remain intact.











----------

1/   Case 96-E-0909, Central Hudson Gas & Electric Corporation - Electric
     Rate/Restructuring, Opinion No. 98-13 (Issued and Effective June 30, 1998)
     mimeo p. 33.

                                      -4-
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CASE 96-E-0909


          IT IS RECOMMENDED that the proposed amendment and conforming revision
be approved.

                                                    Respectfully submitted,


                                                    Robert M. Roby
                                                    Public Utilities Auditor III


Approved by:


Joe Lochner
Public Utilities Auditor IV



Reviewed by:


Leonard Van Ryn
Office of General Counsel