Exhibit 99(i)(14)

                                STATE OF NEW YORK
                            PUBLIC SERVICE COMMISSION

                                           At a session of the Public Service
                                             Commission held in the City of
                                                New York on June 2, 2004

COMMISSIONERS PRESENT:

William M. Flynn, Chairman
Thomas J. Dunleavy
Leonard A. Weiss
Neal N. Galvin

CASE 00-E-1273 -  Proceeding on Motion of the Commission as to the Rates,
                  Charges, Rules and Regulations of Central Hudson Gas &
                  Electric Corporation for Electric Service.

CASE 00-G-1274 -  Proceeding on Motion of the Commission as to the Rates,
                  Charges, Rules and Regulations of Central Hudson Gas &
                  Electric Corporation for Gas Service.

                            ORDER MODIFYING RATE PLAN

                      (Issued and Effective June 14, 2004)

BY THE COMMISSION:

                                  INTRODUCTION

            This order adopts the terms set forth in a Joint Proposal submitted
by Central Hudson Gas & Electric Corporation, staff of the Department of Public
Service (Staff), and certain energy services companies or ESCOs (Strategic Power
Management, Inc. and Small Customer Marketer Coalition). As a result, provisions
established in conjunction with the company's rate plan in October 2001 will be
modified, principally by prescribing future uses of the "Benefit Fund" held by
the company on its customers' behalf; extending, with modifications, non-rate
provisions that otherwise would expire June 30, 2004; and establishing new or
expanded programs to encourage retail electric and gas competition.

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CASES 00-E-1273 and 00-G-1274

                   BACKGROUND AND TERMS OF THE JOINT PROPOSAL

            When we instituted the company's current electric and gas rate plan
in October 2001,(1) we adopted various provisions that will expire June 30, 2004
although the rates can remain unchanged through June 2006. The terms due to
expire include those governing the use of the Benefit Fund, in which the company
has accrued generating plant sale proceeds and other credits; electric and gas
service quality standards; programs to encourage retail competition; and,
according to the company's and Staff's interpretation, the provisions for
sharing of excess earnings. We also expected to review other rate plan features,
notably assistance to low-income customers, at this time even though they are
not due to expire in June.(2)

            Among other things, the Joint Proposal calls for a continuation of
the major accounting assumptions on which the company's present revenue
allowance is based. It continues to hold open the possibility that the Benefit
Fund might be used to mitigate the revenue effects of future Commission
decisions in generic cases such as the Unbundling, Competitive Markets, or
Stand-By Rate proceedings; and it continues the current provisions whereby the
Benefit Fund may be applied to make up any difference between electric revenues,
and the lesser of the revenue allowance or the revenue needed to achieve a 10.5%
equity return.

            For service quality, the parties propose a potential 25 basis point
assessment which for the immediate future would be based entirely on the
Customer Satisfaction Index (CSI). Eventually, half that assessment would be
linked instead to the PSC Complaint Rate, but not before 2005 and not before the
completion of a new collaborative process to consider adaptation, for Central
Hudson, of whatever conclusions we may reach

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(1) Cases 00-E-1273 and 00-G-1274, Order Establishing Rates (issued October 25,
2001).

(2) Cases 00-E-1273 and 00-G-1274, Order Establishing Further Procedures (issued
October 29, 2003).

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CASES 00-E-1273 and 00-G-1274

regarding design of a complaint rate mechanism for Verizon, Inc. The CSI formula
would be subject to periodic review. For electric and gas reliability, the Joint
Proposal offers standards for the period beyond June 2004 when the current
standards are due to expire. For the company's low-income program, the current
funding level and customer participation targets would remain in effect at least
through June 2006; and program results would be reported quarterly, according to
a prescribed list of evaluation criteria. Hudson Valley Energy Savers, which
administers a low-income purchase aggregation program, could apply to us for
continued support from the Benefit Fund for 2005, upon showing that its
continued viability would not depend entirely on that fund.

            Apart from the "public policy programs" above, the Joint Proposal
offers measures to continue or strengthen the company's retail competition
initiatives. In addition to measures we have instituted as part of the current
rate plan, a Market Match program on the company's Web site would allow exchange
of price and usage information among ESCOs and customers whose peak demand
exceeds 250 kilowatts. A Market Expo would enable such customers to meet with
ESCOs and Central Hudson to explore price offerings. The company would have the
opportunity to earn a migration incentive (i.e., increase the earnings threshold
that triggers sharing of excess earnings with customers) depending on the
percentage of total electric or gas customers that migrate to unbundled delivery
service each year under the company's Retail Access Program. Up to $250,000 from
the Benefit Fund would be allocated annually to educate customers about
competitive opportunities. The parties would convene a collaborative to consider
practices that might enhance retail access for electric and gas customers, in
areas such as pipeline capacity acquisition, access, and billing; gas balancing
and cash-out requirements for marketers; and Central Hudson's referrals of its
customers to ESCOs. Up to $500,000 from the

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CASES 00-E-1273 and 00-G-1274

Benefit Fund would be reserved for a possible advanced metering initiative.

            Finally, the Joint Proposal addresses other uses of the Benefit
Fund. The $42.5 million portion currently treated as a rate base offset would
continue to be used for that purpose. An annual allocation of $10 million for
gas manufacturing site remediation would continue. The amount allocated for
distribution system reinforcement (the Reliability Improvement Program) would
not be replenished after its exhaustion in June 2004.

            The current rate plan's program of refunds to customers ($45 million
approved in October 2001, and the additional $6 million approved in October
2002)(3) would be phased out after June 2004, with a final, $3 million refund to
residential and small commercial customers in Service Classification (S.C.) 1
and 2 in the year ending June 30, 2005. However, the $6.6 million annual
commitment to economic development, which we also authorized in October 2002,
would continue through May 2007. The company could use the Benefit Fund to
offset undercollections of pension and other post-employment benefit (OPEB)
expense resulting from inadequacy of the pension and OPEB allowance under the
current rate plan.(4)

            The Joint Proposal was filed March 29, 2004, after about five months
of negotiations on notice to all interested parties. Initial statements
supporting and opposing the Joint Proposal were filed April 26, 2004, and
replies May 6, 2004, by Central Hudson; Staff; Multiple Intervenors (MI),
representing large commercial and industrial energy customers in Central
Hudson's territory and elsewhere; and the New York State Consumer

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(3) Cases 00-E-1273 and 00-G-1274, Order Authorizing Benefit Fund Disbursements
(issued October 3, 2002).

(4) The points noted here are simply highlights of the Joint Proposal. For a
complete statement of its terms, one must rely on the Proposal itself, which is
attached as the Appendix accompanying this order.

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CASES 00-E-1273 and 00-G-1274

Protection Board (CPB). Comments from the general public were invited but none
was received.

                                ISSUES PRESENTED

            MI and CPB ask that we reject the proposed terms or at least modify
them. The opponents' criticisms concern five aspects of the Joint Proposal. We
conclude that their objections, considered individually or collectively, provide
no adequate reason to adopt terms different from those in the Joint Proposal.

            First, MI and CPB advocate additional refunds for electric customers
in S.C. 13, such as MI's constituents. Rather than end the past years' series of
approximately $15 million annual refunds with a final disbursement of $3 million
to S.C. 1 and 2, MI would have us refund $15 million to S.C. 1, 2, and 13 in the
year ending June 30, 2005, and preserve the possibility of additional refunds in
subsequent years. Alternatively, should we direct only a $3 million refund to
S.C. 1 and 2, MI proposes an immediate flow-through to S.C. 13 of all Transition
Power Agreement (TPA) and Purchased Power Agreement (PPA) benefits. These
amounts, representing the difference between prevailing market prices and the
amounts actually paid by Central Hudson for purchased power, currently are
subject to being "banked"; that is, they are flowed through to customers only at
a rate such that the customer will not experience a negative bill for delivery
service in any month.

            MI says there has been no change justifying a departure from our
original rationale for including S.C. 13 in the allocation of refunds under the
current plan, namely that the Fund comprises amounts paid in by all electric
customers. MI and CPB argue that more generous refunds would be reasonable
because the Joint Proposal contemplates allocating more Benefit Fund amounts
than necessary to mitigate the deficiency in pension and OPEB accruals; and
because we should mitigate bill increases resulting from the TPA's expiration on
October 31, 2004.

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CASES 00-E-1273 and 00-G-1274

According to MI, if we adopt the Joint Proposal's provisions whereby Benefit
Fund refunds would continue only for classes other than S.C. 13, then "equity"
requires a countervailing new benefit for S.C. 13 in the form of an immediate
refund of the heretofore banked TPA and PPA benefits.

            Staff responds, in part, that bill impacts are an inappropriate
concern if, as here, bill increases may be expected not because of rate
increases but because of the exhaustion of mitigators such as Benefit Fund
refunds and TPA and PPA credits. Moreover, Staff argues, the TPA benefits are
determined by reference to market prices and therefore are a function of market
conditions, so that the opponents' request for bill mitigation constitutes a
procedurally impermissible challenge to our policies favoring competition.

            As CPB has documented, we undoubtedly retain and commonly exercise
discretion to consider bill impacts caused by market conditions and other
factors besides base rate increases. Nevertheless, we agree with the proponents
that the TPA benefits' link to market conditions makes the bill impact of the
TPA expiration highly speculative. And, given the potential impact of pension
and OPEB deficiencies in the company's next rate case, we cannot reasonably
accept the opponents' optimism that the Benefit Fund will provide adequate
mitigation of future rate increases if it is depleted through refunds to the
extent sought by the opponents now.

            Nor do we accept MI's proposition that equity requires a benefit to
S.C. 13, through a flow-through of banked TPA credits, merely because the Joint
Proposal's terms would benefit S.C. 1 and 2 in other respects. An equitable
allocation of burdens and benefits among customers depends on numerous
considerations beyond a simplistic inquiry whether a particular class received a
given benefit under an old rate plan as compared with a new one. And bill
impacts are relevant in that regard, as the opponents themselves assert.
Notwithstanding MI's observation that S.C. 13's base rates are nothing less than
cost

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CASES 00-E-1273 and 00-G-1274

based, the proponents are entirely correct that S.C. 13 has been deriving major
economic advantages from TPA and PPA benefits.

            The opponents' second basic objection is (as mentioned above) that
we should provide refunds larger than those recommended in the Joint Proposal,
by reducing the amount of the Benefit Fund that could be used to offset the
deficiency in pension and OPEB accruals. MI proposes a $30 million cap on the
amount allocable to pension and OPEB expense. MI and CPB argue that, regardless
of offsets from the Benefit Fund, the deficiency may shrink because of stock
price increases, federal Medicare legislation that will reward employers for
providing prescription drug coverage for their retirees,(5) and legislation
authorizing calculation of pension liabilities using rates other than the
30-year Treasury bond rate.(6) MI and CPB contrast the Joint Proposal with our
decisions requiring shareholders to partake in the burden of pension and OPEB
accruals,(7) arguing that Central Hudson's earnings levels justify a similar
shareholder contribution here.

            The opponents' arguments fail to come to grips with the evidence
that the Joint Proposal's allocation of Benefit Fund amounts to pensions and
OPEBs will suffice only to offset the present deficiency. It is not expected to
alleviate the additional deferrals expected to accrue during the remainder of
the rate period after June 2004, regardless of whether pension and OPEB expense
may decrease at that time because of changes in market conditions and federal
law. As for shareholder contributions in other companies' cases, it is pointless
to focus on one such requirement in isolation without reference to the panoply
of other measures and assumptions that determined the

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(5) 42 USC ss.1395w-132(a)(1) (2004).

(6) Public Law No. 108-218, 108th Congress (April 10, 2004).

(7) Case 00-G-1858, National Fuel Gas Dist. Corp. - Rates, Order Establishing
Rate and Restructuring Plans (issued September 18, 2003); Case 03-E-0797, Orange
& Rockland Utilities, Inc. - Rate Plan Extension, Order Adopting the Terms of a
Joint Proposal (issued October 23, 2003).

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CASES 00-E-1273 and 00-G-1274

other companies' rates. (As Central Hudson observes, for example, the other
companies' excess earnings thresholds are substantially different from those
proposed here.) In sum, the end result advocated by the opponents would be the
same as under the Joint Proposal, but with more rate volatility. Amortization of
the pension and OPEB deferrals is a legitimate cost of service incurred for
reasons beyond the company's control, and there is no basis for concluding that
the Joint Proposal would be more fair or balanced if it assigned customers a
heavier cost burden in the next rate case in exchange for larger refunds now.

            The opponents' third objection concerns the proposed earnings
sharing thresholds. They dispute the proponents' claim that any sharing
threshold whatsoever provides customers a benefit because the present thresholds
will expire at the end of June 2004; according to the opponents, the present
rate plan can be construed as leaving the thresholds in place indefinitely until
modified. And, if the benchmark for comparison with the Joint Proposal is the
current formula (rather than expiration of all sharing), the opponents note that
the current regime provides customers a larger percentage share of earnings, as
compared with the Joint Proposal's formula, should the company earn an equity
return in a range from 11.3% through 14.0%. Customers now share 50% of earnings
in that range, rather than the 35% specified in the Joint Proposal.

            The opponents acknowledge that customers would fare better under the
Joint Proposal than under the current formula should the company earn from 10.5%
through 11.3%, a range where the company would retain only 70% of earnings under
the Joint Proposal as compared with 100% at present. Nevertheless, they oppose
even the possibility of an inferior outcome for customers at any earnings level.
Instead of the Joint Proposal's provision for a 30% customer share when earnings
exceed 10.5% (escalating to a 100% share of earnings over 14.0%, as at present),
and instead of the current provision for 50% sharing when earnings

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CASES 00-E-1273 and 00-G-1274

exceed 11.3%, MI proposes to start 50% sharing when earnings exceed 10.3%.

            Bearing in mind that a test of a negotiated proposal's
reasonableness is whether it approximates a litigated outcome, we see no
significant disparity between the Joint Proposal's earnings sharing formula and
the likely results of litigation among parties who evidently dispute whether the
current formula remains enforceable beyond June 2004. As the 100% customer share
of earnings above 14.0% is common to both the current formula and the Joint
Proposal, the issue becomes whether the Joint Proposal's provision for a 30%
customer share starting at 10.5% and a 35% customer share starting at 11.3% is a
reasonable substitute for the current 50% share starting at 11.3%.

            In practical terms, customers would fare better under the Joint
Proposal than under the current formula should earnings range from 10.5% to
12.9%, because only after earnings surpass a 12.9% "break-even point" (and until
they reach 14.0%) would the dollar amount allocated to shareholders under the
Joint Proposal start to exceed the shareholders' present allocation.(8) We
conclude that the Joint Proposal produces a fair trade, in which customers risk
receiving a reduced percentage share of earnings from 11.3% to 14.0% in exchange
for an opportunity to share earnings in the range of 10.5% through 11.3% and to
receive an increased dollar share should earnings range from 10.5% through
12.9%.

            The opponents' fourth criticism relates to the proposed customer
migration incentive, which would offer the company an increase of up to 30 basis
points in the earnings threshold as a reward for migration to competitive retail
energy services. According to MI, an incentive is inappropriate when the company
has been overearning; migration is an unsuitable target for incentives because
it depends on conditions outside the company's control; the proposed incentives
are too generous and should be coupled with a possibility of reductions, and not
only increases,

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(8) Attachment A of Staff's Initial Statement.

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CASES 00-E-1273 and 00-G-1274

in the earnings threshold; and the incentive would be an unjustifiably costly
duplication of the Joint Proposal's provisions for a campaign to educate
customers about competition.

            Central Hudson's past or current earnings level has no discernible
bearing on the issue, as we are adopting provisions that reasonably allocate
excess earnings between shareholders and customers. Otherwise, the opponents'
criticisms are misplaced because the proposed incentive program and the
educational campaign in combination are fully consistent with the policies and
methods we generally are pursuing to encourage competitive retail access.
Particularly in Central Hudson's service territory, where competition has yet to
reach its full potential, the modest expenditures at issue--$250,000 annually
for customer education, and a migration incentive of up to $219,000 annually--
are likely to produce greater benefits for customers than diverting these
amounts to additional refunds as the opponents suggest.

            Fifth and finally, the opponents criticize the Joint Proposal's
provision for an advanced electric metering initiative at a cost of $500,000. MI
and CPB argue that the expenditure would provide more tangible benefits if it
were used to augment customer refunds or to offset rate base; metering might be
funded from other sources; and the program probably will fail because the
parties assertedly have made no progress in this area since 2001, when we first
ordered such an initiative at the inception of the company's current rate plan.
However, we agree with the proponents that the funding commitment in the Joint
Proposal, by clarifying the amount of resources available, is likely to result
in specific proposals for a cost-effective metering program. And, here again, it
would be shortsighted to use the $500,000 for refunds or rate base offsets when
it represents an opportunity to achieve greater customer benefits through
enhanced competition.

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CASES 00-E-1273 and 00-G-1274

                                   CONCLUSIONS

            The arguments detailed above may all be summarized as disagreements
about how we should exercise our discretion to allocate the resources addressed
in the Joint Proposal. Thus, for example, benefits could be returned to
customers now, as additional refunds or rate base offsets, rather than later, as
a reduction in the pension and OPEB liabilities recoverable through future
rates. The allocation of refunds, as between S.C. 13 customers and S.C. 1 and 2
customers, could be shifted. The relative burdens assigned to shareholders and
customers, under the provisions regarding pensions and OPEBs and earnings
sharing, could be reallocated. And portions of the Benefit Fund could be
redirected from one purpose to another, as the opponents advocate in seeking to
deny the proposed funding for competitive initiatives.

            However, we are unpersuaded by the opponents' arguments not only for
the specific reasons noted above but also because the overall balance of
interests in the Joint Proposal--though not the only outcome permissible within
the scope of our discretion--is a reasonable outcome. For the reasons cited
above and in the proponents' statements supporting the Joint Proposal, we find
that the proposed terms deserve approval according to the criteria in our
Settlement Guidelines, namely that they reflect agreement among the typically
adverse parties that have signed the Joint Proposal, comport with relevant law
and public policy, have a rational basis, reasonably balance shareholder and
customer interests, and approximate a litigated outcome.(9)

            Moreover, we find that the proponents have satisfied their burden of
showing that adoption of the Joint Proposal's terms will promote the public's
interest in creating a more efficient, equitable, and competitive energy market,
in a manner consistent with our statutory obligation to ensure safe and adequate
service at just and reasonable rates pursuant to the

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(9) Case 90-M-0255, Settlement Procedures and Guidelines, Opinion and Order No.
92-2 (issued March 24, 1992).

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CASES 00-E-1273 and 00-G-1274

Public Service Law. We therefore will direct and authorize the company to
implement the proposed terms.

The Commission orders:

            1. The terms of the Joint Proposal filed in this proceeding March
29, 2004 are adopted in their entirety and are incorporated as part of this
order. Central Hudson Gas & Electric Corporation (Central Hudson) is authorized
and directed to comply with those terms.

            2. Central Hudson is authorized and directed to file such tariff
changes as are necessary to effectuate the Joint Proposal's terms as adopted in
this order. These changes shall be allowed to become effective on a temporary
basis on one day's notice. The company shall serve copies of its filing upon all
parties to this proceeding. Any comments on the compliance filing must be
received at the Commission's offices within 30 days of service of the company's
proposed amendments. The amendments specified in the compliance filing shall not
become effective on a permanent basis until approved by the Commission and will
be subject to refund if any showing is made that the revised rates are not in
compliance with this order. The requirement of ss.66(12)(b) of the Public
Service Law as to newspaper publication of the filed tariff changes is waived.

            3. These proceedings are continued.

                                                 By the Commission,


      (SIGNED)                                  JACLYN A. BRILLING
                                                     Secretary