<PAGE>
                                                                
 
THIS EXHIBIT CONTAINS CONFIDENTIAL INFORMATION WHICH HAS BEEN
REDACTED AND FILED SEPARATELY WITH THE U.S. SECURITIES AND
EXCHANGE COMMISSION.






                   FUEL OIL SUPPLY CONTRACT
                            BETWEEN

                    BAYWAY REFINING COMPANY
                              AND
           CENTRAL HUDSON GAS & ELECTRIC CORPORATION
         CONSOLIDATED EDISON COMPANY OF NEW YORK, INC.
                              AND
               NIAGARA MOHAWK POWER CORPORATION




            CENTRAL HUDSON CONTRACT NO. (10)(i)106

<PAGE>
                       TABLE OF CONTENTS


SECTION                                                   PAGE
NUMBER                       TITLE                       NUMBER

  1.0          PARTIES                                      1
  2.0          RECITALS AND CONSIDERATION                   1
  3.0          DEFINITIONS                                  1
  4.0          TERM                                         3
  5.0          QUANTITY                                     4
  6.0          TITLE, WARRANTIES AND RISK OF LOSS           5
  7.0          QUALITY                                      6
  8.0          DELIVERY                                     8
  9.0          PRICE AND PAYMENT                           11
 10.0          INDEMNIFICATION                             16
 11.0          FORCE MAJEURE AND NONPERFORMANCE            16
 12.0          COMPLIANCE WITH LAWS, REGULATIONS,
                CODES AND STANDARDS                        17
 13.0          TAXES                                       17
 14.0          PROPRIETARY INFORMATION                     19
 15.0          NONWAIVER                                   19
 16.0          EFFECT OF SECTION HEADINGS                  19
 17.0          APPLICABLE STATE LAW                        19
 18.0          ASSIGNMENT                                  19
 19.0          NOTICES, CORRESPONDENCE, SCHEDULES AND
                INVOICES                                   20
 20.0          ARBITRATION                                 21
 21.0          COMPLETE AGREEMENT                          21
 22.0          EMPLOYEE INTEREST                           22
 23.0          REPRESENTATIONS AND WARRANTIES
                OF BOTH PARTIES                            22


ATTACHMENTS:   #6 RESIDUAL FUEL OIL
  ATTACHMENT I-A - 1.5% SULFUR SPECIFICATIONS              25
  ATTACHMENT I-B - 1.3% SULFUR SPECIFICATIONS              26
  ATTACHMENT I-C - 1.0% SULFUR SPECIFICATIONS              27
  ATTACHMENT I-D - 0.3% SULFUR SPECIFICATIONS              28
  ATTACHMENT II  - WEEKEND AND HOLIDAY PRICING             29
  ATTACHMENT III - SEDIMENT DETERMINATION                  31
<PAGE>
                   FUEL OIL SUPPLY CONTRACT

 1.0   PARTIES
       The Parties hereto ("Parties") enter into this Product
       Supply Contract ("Contract") to be effective as of
       September 1, 1996.

       The Parties hereto are:

 1.1   Central Hudson Gas & Electric Corporation, 284 South
       Avenue, Poughkeepsie, NY  12601-4879, Consolidated
       Edison Company of New York, Inc., 4 Irving Place, New
       York, NY  10003, and Niagara Mohawk Power Corporation,
       300 Erie Boulevard, West, Syracuse, NY  13202 (collec-
       tively "BUYER").

 1.2   Bayway Refining Company, a subsidiary of Tosco
       Corporation, 72 Cummings Point Road, Stamford,
       Connecticut  06902 ("SELLER").


 2.0   RECITALS AND CONSIDERATION
       Whereas this Contract is made with reference to the
       following facts:

 2.1   SELLER, Bayway Refining Company, a subsidiary of Tosco
       Corporation, existing under the laws of the State of

       Delaware, is engaged in the sale and delivery of Product
       (as said term is defined herein.)

 2.2   BUYER, three public utilities organized and existing
       under the laws of the State of New York, is engaged in
       the generation, transmission and distribution of elec-
       tric energy.

 2.3   SELLER has offered to sell to BUYER Product of quantity
       and quality specifications as set forth herein.

 2.4   SELLER and BUYER desire by this Contract to define
       terms, conditions, rights, obligations, and remedies
       with respect to the purchase and sale of said Product.
       IN CONSIDERATION OF THE MUTUAL COVENANTS HEREINAFTER SET
       FORTH, SELLER and BUYER hereby mutually agree as fol-
       lows:

 3.0   DEFINITIONS
       When used herein with initial capitalization, whether in
       the singular or plural, the following terms shall have
       the following meanings:

                              -1-
<PAGE>
 3.1   Barrel
       Refers to a standard barrel of Product containing forty-
       two (42) U.S. gallons when measured at sixty degrees
       Fahrenheit (60) according to Table 6B of the latest
       revisions of ASTM-IP Petroleum Measurement Tables, ASTM
       Designation:  D-1250, IP Designation:  200, as
       supplemented or amended.  Unless mutually agreed by the
       Parties, the then most recent revision of these tables
       at the time of use will be utilized.

 3.2   Contract
       This document, including all other Contract documents
       specifically identified and incorporated herein by
       reference.

 3.3   Contract Volume
       The quantity of Product which SELLER is obligated to
       sell and deliver to BUYER in accordance with this
       Contract.

 3.4   Contract Year
       The period of September 1 through August 31 of the
       following year.

 3.5   Delivery Point
       BUYER's terminal ("Terminal") at its Roseton Electric
       Generating Station ("Roseton Plant") to which SELLER
       will make deliveries of Product in accordance with this
       Contract.

 3.6   Heating Value
       Refers to the Heating Value of Product as measured in
       BTU per gallon using ASTM Test designation D-240 as
       supplemented or amended.  Unless mutually agreed by the
       Parties, the most recent revision of this test will be
       utilized.

 3.7   Inspector
       Independent contractor retained to determine the
       quantity and quality of product delivered.

 3.8   Party or Parties
       BUYER and/or SELLER

 3.9   Product
       No. 6 residual fuel oil of the quality and in the
       quantity required to be provided by SELLER in accordance
       with this Contract.



                              -2-
<PAGE>
 3.10  Vessel
       Any watercraft such as tanker or barge used or capable
       of being used as a means of transporting and delivering
       the Product to the Delivery Point.

 3.11  Miscellaneous Terms
       Where "as directed," "as required," "as approved," "as
       accepted," or words of like import are used, it is
       intended that such direction, requirement, approval or
       acceptance be given by the BUYER.


 4.0   TERM

 4.1   The Initial Term of this Contract shall be a period of
       two (2) years from September 1, 1996 to August 31, 1998. 
       The Term of the Contract shall automatically be extended
       on a yearly basis for each successive Contract Year
       thereafter until the Contract is terminated or canceled
       by either Party in accordance with the terms and proce-
       dures provided herein.  The word "Term" as used herein
       shall mean the Initial Term and any such extensions.

 4.2   Termination by Notice
       BUYER may terminate this Contract, effective as of the
       end of the Initial Term or any subsequent Contract Year,
       by giving written notice to the SELLER at least sixty
       (60) days prior to the end of such Initial Term or
       subsequent Contract Year.

       SELLER may terminate this Contract, effective as of the
       end of the Initial Term or any subsequent Contract Year,
       by giving written notice to the BUYER at least one
       hundred eighty (180) days prior to the end of such
       Initial Term or subsequent Contract Year.


 4.3   BUYER's Right to Adequate Assurance
       If, during the Term of this Contract, the SELLER's
       ability to meet its obligations under this Contract
       becomes impaired to the point that BUYER has reasonable
       grounds for believing that SELLER may not be able to
       meet such obligations, then BUYER, by a written notice
       to SELLER, may require that SELLER provide adequate
       assurance that SELLER is able to continue to meet its
       obligations under this Contract.  If such adequate
       assurance is not received by BUYER within ten (10) days
       from receipt of BUYER's request thereof, BUYER shall
       have the right to immediately reduce, by the amount in
       question, BUYER's obligation to purchase Product from
       SELLER.  BUYER may obtain the amount of said reduction 
                              -3-
<PAGE>
       through purchases from third parties; such reduction to
       be reflected in a notice from BUYER to SELLER which
       thereupon shall become an amendment to this Contract.
       BUYER may subsequently restore its purchases of Product
       to the full amount provided for in this Contract at
       BUYER's sole discretion to be reflected in a notice from
       BUYER to SELLER which thereupon shall become an amend-
       ment to this Contract.

 5.0   QUANTITY

 5.1   Contract Volume
       The Contract Volume of Product to be sold and purchased
       hereunder during the Initial Term shall be one hundred
       (100) percent of BUYER's total Product requirements for
       such Initial Term for its Roseton Plant.  In this
       regard, during such Initial Term, SELLER will deliver
       all amounts of the Product requested by BUYER for its
       Roseton Plant; but SELLER is not obligated to so deliver
       the Product in excess of the Contract Volume and BUYER
       will request from SELLER not less than seventy percent
       (70%) of the Contract Volume.  In the event BUYER, from
       time to time during the Term of this Contract, seeks to
       purchase Product on the spot market to be used at the
       Roseton Plant, SELLER shall be notified in advance of
       such proposed purchases; and SELLER shall be entitled to
       submit a spot bid.

 5.2   The volumes shown are estimates of the Contract Volume
       for each month of the first year of the Initial Term. 
       The volumes shown allow for gas-firing.  It is
       recognized that actual Product requirements may vary
       from said estimates.

       MONTH           ESTIMATED CONTRACT VOLUME (Barrels)

       SEPTEMBER 1996                 0
       OCTOBER                        0
       NOVEMBER                 200,000
       DECEMBER                 400,000
       JANUARY 1997             600,000
       FEBRUARY                 600,000
       MARCH                    200,000
       APRIL                          0
       MAY                            0 
       JUNE                           0
       JULY                           0
       AUGUST 1997                    0

       TOTAL                  2,000,000  (100% of total 
                                          requirements)
                              -4-
<PAGE>
       The volumes for 1997/1998 are expected to be similar to
       those shown for 1996/1997.

 5.3   BUYER shall furnish to SELLER by the fifth day of each
       calendar month during the TERM of the Contract, a
       written schedule of desired deliveries for the following
       three (3) months.  Each schedule for the first month
       following shall include proposed five-day date ranges
       for deliveries as well as desired volumes and sulfur
       grade(s).  The parties will attempt in good faith to
       accommodate subsequent changes in deliveries to the
       extent mutually satisfactory.  Each schedule for the
       second and third months following will indicate total
       volumes BUYER expects to request from SELLER during
       those months.  

 5.4   The quantity of Product delivered or made available
       hereunder, and those characteristics necessary for
       quantity inspection (temperature and API gravity), shall
       be determined at the time of each delivery by an inde-
       pendent petroleum Inspector designated by  BUYER and
       acceptable to SELLER, who, at such time, shall issue
       certificates showing the quantity of Product delivered. 
       The costs of the service of said Inspector will be
       shared equally by SELLER and BUYER.

 5.5   Quantities of Product delivered shall be measured by
       comparing opening and closing gauges of BUYER's shore
       tanks into which the Product is delivered, in accordance
       with recognized petroleum industry standards applicable
       thereto.  Temperature adjustments to 60 degrees
       Fahrenheit shall be made in accordance with Table 6B of
       ASTM-IP Petroleum Measurement Tables, ASTM Designation: 
       D-1250, IP Designation:  200, as supplemented or
       amended.  Unless mutually agreed otherwise by the
       Parties, the then most recent revision of these tables
       at the time of use shall be utilized.


 6.0   TITLE, WARRANTIES AND RISK OF LOSS 

 6.1   SELLER warrants it will convey good title to the Product
       supplied hereunder, free and clear of all liens, special
       interests, encumbrances or any other interests of third
       parties whatsoever, and that the Product supplied
       hereunder will meet all the quality specifications of
       this Contract.

 6.2   Title to and risk of loss for Product delivered to BUYER
       by SELLER shall pass from SELLER to BUYER as the Product
       
                              -5-
<PAGE>
       passes through the Vessel's last flange connecting the
       permanent discharge manifold to the Terminal's mechani-
       cal arms or hose facility at the point of discharge at
       the Delivery Point.


 7.0   QUALITY

 7.1   SELLER shall sell to BUYER Product which meets the
       quality specifications for one and one-half (1.5%)
       percent, one and three tenths (1.3%) percent, one (1.0%)
       percent and three tenths (0.3%) percent sulfur fuel as
       set forth in Attachment I-A, I-B, I-C and I-D (collec-
       tively termed "Attachment I") to this Contract, which
       are incorporated herein and made a part hereof.  BUYER
       will not accept and will not allow discharge of any non-
       conforming Product and all costs associated with such
       non-conforming Product will be for SELLER's account.

7.2    SELLER shall notify BUYER by teletype, TWX, telegram or
       by other similar means of communication not more than
       twenty-four (24) hours or as soon as practical after
       each Vessel sails from its port of loading, specifying
       the name of Vessel, sulfur quality and quantity of
       Product and scheduled date of arrival at Delivery Point. 
       SELLER shall provide BUYER by teletype, TWX, telegram or
       other similar means of communication at least twenty-
       four (24) hours prior to discharge, a copy of quality
       specifications of the Product certified by an indepen-
       dent petroleum Inspector based upon a loading port
       sample.

       If the sulfur as tested in this loading port sample is
       greater than or equal to 1.48% for 1.50% maximum sulfur
       Product then a second sulfur test on a second sample of
       the Product to be delivered must be performed and the
       results thereof communicated to BUYER prior to the
       discharge of Product at the Delivery Point.  If the
       second test yields a sulfur test result at or below
       1.5%, the Product will be accepted.  Product tested
       greater than 1.5% sulfur on the second test will be
       rejected.  If the sulfur as tested in the loading port
       sample is greater than or equal to 1.28% for 1.3%
       maximum sulfur Product or .985% for 1.0% maximum sulfur
       Product or .285% for 0.3% maximum sulfur Product, then
       the same second sampling and sulfur testing provision
       will apply.  Costs of the second sampling and testing
       will be shared equally by BUYER and SELLER.

       Upon arrival of the Vessel at the Delivery Point, the
       independent petroleum Inspector referred to in 

                              -6-
<PAGE>
       Subsection 5.4 herein shall obtain, by recognized
       industry procedures, a sample of the product to be
       tested and a sample to be sealed and retained for ninety
       (90) days.  The results of the tested sample shall be
       reported as specified in Subsection 5.4 herein.  If
       there is any dispute as to the results of the quality
       analysis, the sealed sample of the delivery in question
       held by the independent petroleum Inspector, who
       inspected the Product upon arrival, shall be submitted
       to an independent laboratory, mutually agreeable to the
       Parties, whose determinations made in accordance with
       the test methods stated in Attachment I shall be final,
       binding and conclusive upon the Parties as to the
       disputed quality analysis.  The cost of such testing
       shall be borne equally by the Parties.

7.3    BUYER shall have the right to require the removal and
       proper disposal by SELLER, at SELLER's cost, of any
       Product sold to BUYER by SELLER which is not in
       accordance with the Contract's quality specifications,
       whether the noncompliance is found during discharge, or
       whether BUYER, through independent Inspectors, or by
       other means, demonstrates to SELLER that the source of
       noncompliance is the Product, at any time after the
       delivery is made.  If nonconforming Product is not
       removed by SELLER, at the end of seven (7) days from the
       date on which BUYER's written notice is received by
       SELLER, BUYER may have the Product removed at SELLER's
       expense.

 7.4   Any delay to Vessel(s) caused by delivery of Product
       which proves to be nonconforming and removal and dis-
       posal of such nonconforming Product from tank(s) shall
       be to SELLER's account.  If Product proves to be con-
       forming, then such delay shall be to BUYER's account.

 7.5   BUYER shall have the right by notice to SELLER, by
       teletype, TWX, telegram or other similar means for
       communication, to change the quality specifications set
       forth in Attachment I to other specifications, whether
       more or less restrictive, in order for BUYER to satisfy
       federal, state or local legal or regulatory require-
       ments.  SELLER shall make its best efforts to provide
       the required Product.  However, if SELLER is not able,
       within thirty (30) days prior to the date BUYER requires
       such changed Product as specified in BUYER's notice to
       SELLER, to commit such Product to BUYER, then as of the
       date the Product is required by BUYER, BUYER may reduce
       BUYER's obligations to purchase from SELLER by the
       quantity of Product which SELLER does not make available
       
                              -7-
<PAGE>
       as specified in BUYER's notice to SELLER and obtain the
       amount of such reduction through purchases from third
       parties; such reduction to be reflected in a notice from
       BUYER to SELLER which thereupon shall become an amend-
       ment to this Contract.


 8.0   DELIVERY

 8.1   BUYER will provide a safe discharging berth, free of
       wharfage or dockage charges, to which Vessels may
       proceed and from which they may depart, and where they
       may lie safely afloat while discharging the Product. 
       With assistance as necessary from BUYER's dockside
       personnel, it shall be the responsibility of SELLER to
       secure the Vessel to BUYER's berth prior to such dis-
       charging of the Product.  Hoses or mechanical arms for
       discharging Product shall be furnished by BUYER at the
       Delivery Point without cost to SELLER.  Such hoses or
       arms shall be connected to and disconnected from Ves-
       sel's permanent discharge manifold flange connection by
       BUYER.  Vessel must have any adapters required to
       connect to BUYER's two (2) ten-inch flanges.

       Roseton Dock Limitations:
       -  LOA - 890 Feet Maximum
       -  Beam - No Restriction
       -  Bow to Centerline Manifold - None
       -  Water Depth in Berth - 36+ Feet MLW
          (Operational Draft 31 Feet MWH Channel at Haverstraw
          is Limiting)
       -  Shore Connection - Two (2) ten-inch flanges
       -  Docking is only permitted during the hours of 8 AM
          through 12 MDT Eastern Time Zone (unless special
          arrangements are made with BUYER) 7 days per week. 
          Notice of arrival must be given to the Roseton Plant
          personnel by SELLER or SELLER's agents at least 24
          hours prior to actual arrival.

 8.2   BUYER shall pay demurrage charges at Charter Party Rates
       per running hour and pro rata for any part of an hour
       for all time that discharging and used laytime exceed
       the laytime allowed BUYER under Subsection 8.4 herein. 
       If deliveries are made by time Charter Vessel, Charter
       market reports of Dietze, Inc., Stamford, Connecticut,
       or any recognized successor thereto, shall be accepted
       as evidence of the actual foregoing rates.  Should BUYER
       enter into other firm contract(s) for the supply of No.
       6 fuel oil for Roseton in which demurrage rates other 


                              -8-
<PAGE>
       
       than the foregoing are provided for, BUYER and SELLER
       agree that such rates shall, at SELLER's option, apply
       in place of the foregoing rates.  If, however, demurrage
       is incurred at Delivery Point by reason of fire,
       explosion, storm, strike, lockout stoppage, restraint of
       labor or by breakdown of machinery and equipment in or
       about BUYER's terminal facilities or plants, the rate of
       demurrage shall be reduced to one-half per running hour
       and pro rata for part of an hour for demurrage so
       incurred.  In the event SELLER's Vessel arrives at
       Delivery Point outside its agreed upon five-day date
       range and provided SELLER has not obtained BUYER's
       permission for such early or late arrival, and further
       provided such early or late arrival is not the fault of
       BUYER, no demurrage charges directly resulting from such
       early or late arrival will be applied against BUYER.  In
       the event that such late arrival or departure results in
       demurrage being charged against BUYER by any Vessel
       making deliveries for another supplier to BUYER within
       that supplier's specified date range or time period
       agreed to by BUYER, SELLER will reimburse BUYER for such
       demurrages as may have been paid by BUYER which directly
       relate thereto.

 8.3   Upon arrival of Vessel at the Delivery Point and upon
       obtaining by the SELLER of any and all governmental
       and/or port authority approval(s) required prior to
       discharge, the Master of the Vessel or his representa-
       tive shall give notice to BUYER at Delivery Point that
       the Vessel is ready to dock, such notice of readiness to
       dock will only be accepted by BUYER during the hours of
       8 AM through 12 MDT Eastern Time Zone.  Laytime shall
       commence upon the expiration of six (6) hours after
       tender of such notice and acceptance of the same by
       BUYER.  The Vessel shall be deemed ready to discharge
       Product within the meaning of this clause only when all
       fast at BUYER's dock. 

 8.4   For each ship delivery, BUYER shall be allowed laytime
       of thirty-six (36) hours for deliveries of Product to
       the Delivery Point.  For each Barge delivery (nominal
       100,000 barrels), BUYER shall be allowed laytime equal
       to the greater of (1) 20 hours or (2) the actual Charter
       Party Rate, for deliveries of Product to the Delivery
       Point.  If Vessel's condition, personnel or facilities
       do not permit discharging in the time allowed, then the
       additional time necessary shall be added to BUYER's
       allowed laytime, and BUYER will be reimbursed for its
       direct costs incurred because of such delay.  If the
       Vessel is delayed at the Delivery Point for Vessel's own
       
                              -9-
<PAGE>
       purposes, laytime shall cease during such delay and if
       such delays do not permit discharging in the time
       allowed, then the additional time necessary shall be
       added to BUYER's allowed laytime, and BUYER will be
       reimbursed for its direct costs incurred because of such
       delay.  In all other cases, laytime shall continue until
       the hoses or mechanical arms have been disconnected.  If
       regulations of the Vessel's owner prohibit berthing of
       Vessel or discharging of the Product during hours of
       darkness or inclement weather, the time lost shall not
       count as used laytime.

       BUYER's regulations currently restrict docking at
       Roseton to the hours of 8 AM to 12 MDT Eastern Time Zone
       unless special arrangements are made with BUYER.

 8.5   The Product shall be pumped out of Vessel at a maximum
       shore discharge pressure of 70 psig and minimum shore
       discharge pressure of 60 psig at the expense of SELLER
       and at the risk and peril of SELLER up to and including
       discharge of the Product through the Vessel's permanent
       discharge manifold flange connection, at which place
       delivery of the Product shall be taken by BUYER.

 8.6   SELLER's Vessel shall depart promptly from the Delivery
       Point after completion of discharging unless it has
       received prior approval of BUYER.  If any Vessel of
       SELLER fails to depart within six (6) hours of dis-
       charging Product, and BUYER is subjected to extra
       dockage or port charges of any type, then SELLER shall
       reimburse BUYER for such extra charges.  Where a Vessel
       requests permission from BUYER to stay for an additional
       period, and as a result, stays beyond the time period
       specified in Subsection 8.4 herein, BUYER shall not be
       responsible to pay any demurrage charges relating to
       said permitted stay.

 8.7   Demurrage claims must be accompanied by such supporting
       data as BUYER or SELLER may reasonably request.

 8.8   In the event Product is spilled during the discharge of
       a Vessel delivering Product to BUYER hereunder or when
       the Vessel is in close proximity to BUYER's Terminal,
       BUYER may immediately take all measures it deems neces-
       sary and appropriate to prevent or mitigate resulting
       pollution damage.  Any such measures taken by BUYER
       shall be at the expense of the Party or Parties respon-
       sible for such spill or discharge.  After taking any
       such measures, BUYER shall promptly notify SELLER. 


                             -10-
       <PAGE>
CONFIDENTIAL INFORMATION REPRESENTED IN THIS FILING BY AN "X"
HAS BEEN REDACTED AND FILED SEPARATELY WITH THE U.S. SECURITIES
AND EXCHANGE COMMISSION.

       In the event SELLER is notified of such spill, has
       knowledge of such spill or would reasonably be expected
       to have knowledge of the same, SELLER shall promptly
       undertake such measures as are necessary to prevent or
       mitigate resulting pollution damage.  SELLER shall
       report immediately to the U.S. Coast Guard, other
       agencies as required, and to BUYER at the Roseton Plant,
       any such spillage at or in the proximity to the Delivery
       Point.  SELLER will request that the Master of the
       Vessel undertake such measures as may be required on the
       Vessel, and that he assist BUYER in its actions to
       prevent or mitigate pollution damage.  In the event
       SELLER is responsible for such spill or discharge and
       BUYER, as a result, becomes liable to any party to pay
       any amount related thereto, SELLER will reimburse BUYER
       as to the amount of such liability, including any legal,
       professional or other costs borne by BUYER.


 9.0   PRICE AND PAYMENT
       Price per Barrel for Product delivered shall be calcu-
       lated to four (4) decimal points and determined as
       follows:

 9.1   The Product Contract price per Barrel for 1.5% maximum
       sulfur Product shall be calculated using the following
       formula:

       1.   XX.XXXX% of Platt's New York Harbor Cargo Mean Spot
            posting for No. 6 X.X% Sulfur XXXX

       2.   XX.XXXX% of Platt's New York Harbor Cargo Mean Spot
            posting for No. 6 X.X% Sulfur XXXX

       3.   XX.XXXX% of Petroflash New York Harbor Spot Cargo
            posting for No. 6 X.X% Sulfur XXXX

       4.   XX.XXXX% of Petroflash New York Harbor Spot Cargo
            posting for No. 6 X.X% Sulfur XXXX

       5.   A fixed differential of $X.XXX per Barrel.

       All of the above postings are based on a XXXXX-XXX
       XXXXXXX at the time of delivery including XXX XX
       XXXXXXXXXXXX XX XXXXXXXXX, XXX XXXXX XX XXX XXX XXXXX. 
       Weekend and Holiday posted prices will be determined in
       accordance with Attachment II.
                             -11-
<PAGE>
CONFIDENTIAL INFORMATION REPRESENTED IN THIS FILING BY AN "X"
HAS BEEN REDACTED AND FILED SEPARATELY WITH THE U.S. SECURITIES
AND EXCHANGE COMMISSION.

 9.2   The Product Contract price per Barrel for 1.3% maximum
       sulfur Product shall be calculated using the following
       formula:

       1.   XX.X% of Platt's New York Harbor Cargo Mean Spot
            posting for No. 6 X.X% Sulfur XXXX

       2.   XX.X% of Platt's New York Harbor Cargo Mean Spot
            posting for No. 6 X.X% Sulfur XXXX

       3.   XX.X% of Petroflash New York Harbor Spot Cargo
            posting for No. 6 X.X% Sulfur XXXX

       4.   XX.X% of Petroflash New York Harbor Spot Cargo
            posting for No. 6 X.X% Sulfur XXXX

       5.   A fixed differential of $X.XXX per Barrel.

       All of the above postings are based on a XXXXX-XXX
       XXXXXXX at the time of delivery including XXX XX
       XXXXXXXXXXXX XX XXXXXXXXX, XXX XXXXX XX XXX XXX XXXXX. 
       Weekend and Holiday posted prices will be determined in
       accordance with Attachment II.

 9.3   The Product Contract price per Barrel for 1% maximum
       sulfur Product shall be calculated using the following
       formula:

       1.   XX% of Platt's New York Harbor Cargo Mean Spot
            posting for No. 6 X.X% Sulfur XXXX

       2.   XX% of Petroflash New York Harbor Spot Cargo
            posting for No. 6 X.X% Sulfur XXXX

       3.   A fixed differential of $X.XXX per Barrel.

       Both of the above postings are based on a XXXXX-XXX
       XXXXXXX at the time of delivery including XXX XX
       XXXXXXXXXXXX XX XXXXXXXXX, XXX XXXXX XX XXX XXX XXXXX. 
       Weekend and Holiday posted prices will be determined in
       accordance with Attachment II.






                             -12-
<PAGE>
CONFIDENTIAL INFORMATION REPRESENTED IN THIS FILING BY AN "X"
HAS BEEN REDACTED AND FILED SEPARATELY WITH THE U.S. SECURITIES
AND EXCHANGE COMMISSION.

 9.4   The Product Contract price per Barrel for 0.3% maximum
       sulfur Product shall be calculated using the following
       formula:

       1.   XX% of Platt's New York Harbor Cargo Mean HP (High
            Pour) Spot posting for No. 6 X.X% Sulfur XXXX

       2.   XX% of Petroflash New York Harbor HP (High Pour)
            Spot Cargo posting for No. 6 X.X% Sulfur XXXX

       3.   A fixed differential of $X.XXX per Barrel.

       Both of the above postings are based on a XXXXX-XXX
       XXXXXXX at the time of delivery including XXX XX
       XXXXXXXXXXXX XX XXXXXXXX, XXX XXXXX XX XXX XXX XXXXX. 
       Weekend and Holiday posted prices will be determined in
       accordance with Attachment II.

 9.5   SELLER shall invoice BUYER for Product delivered under
       this Contract as determined in Subsections 9.1, 9.2, 9.3
       and 9.4 based on date of XXXXXXXXXXXX of discharge at
       BUYER's designated facilities.  Attachment II, attached
       hereto, specifies the posted prices to be used in
       accordance with Subsections 9.1, 9.2, 9.3 and 9.4 on
       days when prices are not posted solely due to such day
       being non-business days when such prices are not
       normally posted.

 9.6   In the event that SELLER causes delivery to be made
       after the date range agreed upon by BUYER and SELLER,
       the Contract price shall be the XXXXX of the price based
       on actual date of commencement of delivery or the price
       should delivery have commenced on the last day of the 5-
       day date range.

       In the event that SELLER causes delivery to be made
       before the date range agreed upon by BUYER and SELLER,
       the Contract price shall be the XXXXX of the price based
       on actual date of commencement of delivery or the price
       should delivery have commenced on the first day of the
       5-day date range.

 9.7   BUYER shall make payment in full by wire transfer of
       federal funds within XXX (XX) calendar days from date of
       receipt of a correct invoice.  SELLER shall furnish
       BUYER a telecopy invoice and the petroleum Inspector's 

                             -13-
<PAGE>
CONFIDENTIAL INFORMATION REPRESENTED IN THIS FILING BY AN "X"
HAS BEEN REDACTED AND FILED SEPARATELY WITH THE U.S. SECURITIES
AND EXCHANGE COMMISSION.

       certificate indicating discharge volume and quality
       determination for deliveries to BUYER as per Section
       19.1.2.  Invoices received after 4 PM Eastern Time Zone
       will be considered to be received on the following
       BUYER's business day.

       If the date payment is due falls on a Saturday or
       holiday, payment shall be made on the last New York
       State banking day prior to such date and if payment is
       due on a Sunday, or if due on a Monday which is a
       holiday, payment shall be made on the next following New
       York State banking day after such date.

 9.8   BUYER shall notify SELLER of any disputed amount of any
       invoice, so that an attempt may be made to resolve the
       difference before the date payment is due.  If BUYER and
       SELLER do not resolve such dispute before the payment
       due date, the amount of the invoice not in dispute shall
       be paid by BUYER on the due date.  Payment of the
       disputed amount need not be made on the due date but
       shall be subject to adjustment upon final resolution of
       the disputed amount through good faith negotiation
       between BUYER and SELLER and paid after such adjustment.

 9.9   If, as a result of the quality testing provided for in
       Subsection 7.2 on the samples taken at the Delivery
       Point it is determined that the combined volume of water
       and sediment (converted to volume as per Attachment III)
       is in excess of X.X XXXXXX XX XXX XXXXXXX, SELLER will
       make a volumetric adjustment on that delivery.

 9.10  If at any time during the term of this Contract a
       Product reference price is not available for a particu-
       lar sulfur grade of Product, then BUYER and SELLER shall
       mutually agree upon an alternate pricing mechanism.

 9.11  ________________________________________________________
       ________________________________________________________
       ________________________________________________________
       ________________________________________________________
       ________________________________________________________
       ________________________________________________________
       ________________________________________________________
       ________________________________________________________
       ________________________________________________________
       ________________________________________________________
       ________________________________________________________
                             -14-
<PAGE>
CONFIDENTIAL INFORMATION REPRESENTED IN THIS FILING BY AN "X"
HAS BEEN REDACTED AND FILED SEPARATELY WITH THE U.S. SECURITIES
AND EXCHANGE COMMISSION.

 9.12  If, as a result of the quality testing provided for in
       Section 7.0, it is determined that the XXXXXX XXXXXXXX
       XXXXXXX XXXXXXXX XXXX XXXXXXX XXXXXXX XXXXX of the
       Product sold to BUYER by SELLER is less than the minimum
       Heating Value specified in the quality specifications
       contained in Attachment I, then BUYER shall apply the
       following formula for calculation of credit due BUYER
       from SELLER:
       XXXXXXXX XXXXXXXX XXXXX/XXXXXX =

             XXXXXXXX XXXXXXX 
           XXXXXXX XXXXXXXX XXXX         XXXXXXXX XXXXXXX
               XXXXXXX XXXXX         X   XXXXXXX XXXXXXXX XXXX
            XXXXXXX XXXXXXXXXX           XXXXXXXX XXXXX/XXXXXX
              XXXXXXX XXXXX

       XXX XXXXXXXX XXXXXXXX XXXXX XXX XXXXXX, XXXXXXX XXX XX
       XXX XXXXXXX XXXXX XXXX, will be applied against the
       total quantity of Product sold to BUYER by SELLER during
       the Initial Contract Term in question.  The difference
       between this result and the actual total amount paid by
       BUYER for deliveries of Product made during XXX XXXXXXX
       XXXXXXXX XXXX shall be credit due BUYER by SELLER.

       If, as a result of the quality testing provided for in
       Section 7.0, it is determined that the volume weighted
       Initial Contract Term average Heating Value of the
       Product sold to BUYER by SELLER is XXXXXXX than the
       minimum Heating Value specified in the quality specifi-
       cations contained in Attachment I, then the net XXXXXX
       shall be carried forward to the next succeeding Contract
       Year should no notice of termination as provided herein
       (Section 4.2) be given.

 9.13  If it is determined that the sulfur content of any
       Product sold to BUYER by SELLER is greater than the
       sulfur content agreed to by BUYER, the BUYER shall have
       the right to require that the nonconforming Product be
       removed at SELLER's expense as described in Subsection
       7.3.

 9.14  Computations made with respect to the adjustment speci-
       fied in Subsection 9.12 shall be paid by SELLER within
       thirty (30) days of receipt of BUYER's invoice.  Should
       SELLER fail to make payment within said thirty (30)
       days, BUYER may deduct amount due BUYER from any payment
       due to SELLER.
                             -15-
<PAGE>
10.0   INDEMNIFICATION

10.1   SELLER agrees to furnish the Product as an independent
       contractor and not as a subcontractor, agent or employee
       of BUYER.  BUYER does not retain any control or direc-
       tion over SELLER, its employees or subcontractors, or
       over the detail, manner or methods of the performance of
       SELLER's obligations under the Contract.

10.2   Each Party hereto shall indemnify and hold harmless the
       other Party, its employees and agents against any and
       all claims, liability, cost or expense including,
       without limitation, damages for personal injury or
       property damage incurred with respect to the deliveries
       of Product by SELLER pursuant to this Contract, which
       that Party, its employees and agents, individually or
       collectively, may suffer by reason of any act or
       omission of the indemnifying Party, its employees or
       agents, including, without limitation, the negligence of
       the indemnifying party or any of its employees or agents
       to observe or comply with any of that party's duties or
       obligations under this Contract or any failure to comply
       with or observe any laws, ordinances, codes, orders,
       rules or regulations applicable to it, or the failure of
       that Party to comply with any appropriate safety and
       handling precautions.


11.0   FORCE MAJEURE AND NONPERFORMANCE

11.1   Performance of this Contract by each Party shall be 
       pursued with due diligence in all requirements hereof;
       however, neither Party shall be liable to the other for
       any loss or damage for delay or for nonperformance
       (including the payment of monies) due to causes not
       reasonably within its control including, but not limited
       to, acts of civil or military authority (including, but
       not limited to, courts or administrative agencies), acts
       of God, war, riot or insurrection, inability to obtain
       any required permits or license, blockades, embargoes,
       sabotage, epidemics, fires, floods, strikes, lockouts or
       other labor disputes or difficulties.

11.2   In the event of any delay or nonperformance caused by
       any of the forces described in Subsection 11.1, the
       Party affected shall, on the next business day, promptly
       notify the other Party verbally and within two business
       days provide the other Party with teletype, TWX, tele-
       gram or other written confirmation of the nature, cause,
       date of commencement and the anticipated extent of such 

                             -16-
<PAGE>
       delay or nonperformance.  If SELLER's performance is not
       resumed within (30) days of such notice and BUYER
       believes its Product requirements are not going to be
       met, BUYER may take such steps as it deems necessary to
       obtain Product, including contracting with other
       suppliers of Product during the period of SELLER's
       nonperformance, and BUYER shall have no obligation to
       make up such deficiencies from SELLER at a later time.

11.3   If federal, state or local laws or ordinances, or rules,
       or Roseton Plant fuel requirements or the fuel require-
       ments of any nearby power plant restrict or prohibit or
       otherwise render unsuitable or undesirable BUYER's use
       of the Product as fuel for its Roseton Plant, BUYER
       shall have the right to reduce the quantity of Product
       deliverable under this Contract without penalty.  The
       amount of such quantity reduction which BUYER may elect
       during any Contract Year shall be up to the amount of
       Product to which any such restriction, prohibition, or
       reduction in use applies.

12.0   COMPLIANCE WITH LAWS, REGULATIONS, CODES AND STANDARDS

12.1   BUYER shall have the responsibility of complying with
       all applicable laws, rules, regulations, codes and
       standards of all federal, state, local and municipal
       governmental agencies having jurisdiction over the
       operation or maintenance of the facilities and equipment
       used in carrying out its obligations hereunder; includ-
       ing but not limited to, applicable environmental regu-
       lations governing the maximum sulphur content of the
       Product, the Federal Water Pollution Control Act Amend-
       ments of 1972, all applicable rules and regulations
       issued by the U.S. Coast Guard and all applicable New
       York State statutes and regulations.

       SELLER shall have the responsibility of complying with
       all applicable laws, rules, regulations, codes and
       standards of all federal, state, local and municipal
       governmental agencies having jurisdiction over the
       operation or maintenance of the Vessels, facilities and
       equipment used in carrying out its obligations hereunder
       including, but not limited to, applicable environmental
       regulations governing the maximum sulphur content of the
       Product, the Federal Water Pollution Control Act Amend-
       ments of 1972 all applicable rules and regulations
       issued by the U.S. Coast Guard and all applicable New
       York State statutes, rules and regulations.

13.0   TAXES

                             -17-
<PAGE>
13.1   SELLER shall be responsible, with the exception of the
       so-called "Petroleum Business Tax" (New York Tax Law
       Article 13-A), relating to the performance of this
       Contract, currently imposed equal to 6.99 cents per
       gallon of Product delivered for which BUYER will provide
       to SELLER a direct payment permit.  New York State Sales
       Tax for which BUYER is to provide SELLER with a sales
       tax exemption certificate, and the so-called "Spill Tax"
       (New York Navigation Law Article 12) which currently
       imposes a license fee of $.04 per Barrel and a sur-
       license fee of $.0425 per Barrel which total $.0825 per
       Barrel, for any and all taxes, assessments, excises, and
       other governmental charges now in existence (hereinafter
       collectively referred to as "taxes") arising from the
       performance of SELLER's obligation under this Contract
       including, but not limited to, income taxes, unemploy-
       ment insurance, old age benefits, retirement benefits,
       life pensions, annuities, and business licenses.  SELLER
       shall comply with all laws relating to such taxes and
       shall maintain suitable forms, books, and records
       connected therewith.  Should any tax or fee for which
       either Party is responsible be increased, decreased or
       replaced by similar taxes, the Parties agree to promptly
       renegotiate the price schedule as listed in Section 9.0,
       only as it may relate to such increase or decrease in
       such tax or fee.  

       In this regard BUYER and SELLER shall, in good faith,
       endeavor to agree to a revised price schedule except as
       the same may be restricted by law.  However, notwith-
       standing the foregoing, the Parties agree that their
       intention is that SELLER is not to either:

       a.   Absorb a tax, fee or charge of any kind as the
            result of action by any federal, state or local
            governing body or agency including action which
            prohibits the pass-thru of a retroactively passed
            tax, fee or charge, or

       b.   Benefit as the result of action by a federal, state
            or local governing body or agency.

       In the event either (a) or (b) occurs as described
       above, the Parties agree to promptly meet and negotiate
       in good faith appropriate changes to Contract terms and
       conditions to compensate the injured party.  In the
       event the Parties fail to agree, either Party may
       terminate this Contract upon ninety (90) days' written
       notice to the other.


                             -18-
<PAGE>
14.0   PROPRIETARY INFORMATION

14.1   SELLER and BUYER have a proprietary interest in the
       Contract.  Accordingly, the Contract shall not be
       disclosed in whole or in part by either Party, its
       agents or employees to third parties without the prior
       written consent of the other Party; provided, however,
       that nothing contained in this Section 14.0 will be
       construed to prevent either Party from enforcing any
       rights created by this Contract.

14.2   Notwithstanding Subsection 14.1, the Parties shall have
       the right to disclose such proprietary information to 
       any governmental or regulatory authority having or
       purporting to have jurisdiction to require such disclo-
       sure, but shall exert reasonable effort to secure
       confidential treatment of any proprietary information so
       provided.

15.0   NONWAIVER

15.1   Failure of the Parties to insist upon strict performance
       of any provisions hereof, or failure or delay in exer-
       cising any rights or remedies provided herein or by law,
       or the acceptance of payment for the Product or any
       combination thereof, shall not release the Parties from
       any obligations under this Contract and shall not be
       deemed a waiver of the Parties' right to insist upon
       strict enforcement hereof, or of any right or remedies
       made available under this Contract or by law, nor shall
       any purported oral modification or recision of this
       Contract by any employee or agent of the Parties operate
       as a waiver of any of the provisions hereof.

16.0   EFFECT OF SECTION HEADINGS

16.1   Section headings appearing in this Contract are inserted
       for convenience only, and shall not be deemed to estab-
       lish, modify or affect the rights and obligations of the
       Parties to this Contract.

17.0   APPLICABLE STATE LAW

17.1   The rights, obligations and remedies of the Parties as
       specified under this Contract shall be interpreted in
       accordance with and governed by, in all respects, the
       laws of the State of New York.

18.0   ASSIGNMENT


                             -19-
<PAGE>
18.1   Except as otherwise provided in this Section 18.0, this
       Contract shall not be assigned, delegated or otherwise
       disposed of by either of the Parties without the prior
       written consent of the other.

18.2   Subject to the provisions of the Federal Bankruptcy
       Code, this Contract shall not be deemed an asset of
       either Party and, upon five (5) days' prior written
       notice, either Party may terminate the Contract without
       penalty at any time during which the other Party is in
       any voluntary or involuntary receivership, bankruptcy,
       or insolvency proceedings.

19.0   NOTICES, CORRESPONDENCE, SCHEDULES AND INVOICES

19.1   All notices required hereunder or correspondence per-
       taining to or affecting the provisions of this Contract
       shall be by teletype, TWX, telegram or in writing and,
       if in writing, either delivered by hand or sent by
       certified or registered mail, return receipt requested,
       to the Parties at the following addresses:

       19.1.1  Mailed or Delivered to BUYER:
               Central Hudson Gas & Electric Corporation
               284 South Avenue
               Poughkeepsie, NY   12601-4879
               Attention:  Fuels Resources

       19.1.2  Invoiced to BUYER:
               Central Hudson Gas & Electric Corporation
               284 South Avenue
               Poughkeepsie, NY   12601-4879
               Attention:  Fuels Resources
               FAX:  (914) 486-5268

       19.1.3  Mailed or Delivered to SELLER:
               Bayway Refining Company, a Subsidiary of
                 Tosco Corporation
               72 Cummings Point Road
               Stamford, CT  06902
               Attention:  Donald F. Lucey

       19.1.4  Invoiced and Scheduled to SELLER:
               Bayway Refining Company, a Subsidiary of
                 Tosco Corporation
               72 Cummings Point Road
               Stamford, CT  06902
               Attention:  Donald F. Lucey
               FAX:  (203) 326-7565 or 7566


                             -20-
<PAGE>
19.2   If either Party changes its address, that Party shall
       give prompt written notice of the change to the other
       Party.

19.3   All notices shall be deemed given on the date the Party,
       to whom such notices are addressed, received or refused
       the same.

20.0   ARBITRATION

20.1   Whenever a dispute arises between the Parties concerning
       this Contract or any of the obligations hereunder, the
       Parties shall use their best efforts to resolve the 
       dispute by mutual agreement.  In the event the Parties
       cannot reach such mutual agreement and both Parties
       agree in writing to arbitrate the dispute, then the
       arbitration shall be conducted in accordance with the
       Commercial Rules of Arbitration or the American Arbi-
       tration Association then in effect.  The decision of the
       arbitrators with respect to such issues shall be reduced
       to writing with a full explanation of its factual and
       legal basis and shall be rendered within thirty (30)
       days after all evidence and arguments have been submit-
       ted.  There shall be three arbitrators.  The Party
       demanding arbitration shall inform the other Party of
       the name of its arbitrator and the Party receiving
       demand shall, within twenty (20) calendar days thereaf-
       ter, name its arbitrator.  The two arbitrators so
       designated shall choose a third.  In the event that the
       Party receiving demand for arbitration fails to name an
       arbitrator within the time specified, then an arbitrator
       shall be named by the Chief Judge, United States
       District Court, Southern District of New York.  The
       Parties shall share equally the expenses of the
       impartial arbitrator's fee and shall each pay for their
       own costs and expenses incurred and resulting from
       arbitration.

21.0   COMPLETE AGREEMENT

21.1   This written Contract is intended as the final, complete
       and exclusive statement of the terms of the Agreement
       between the Parties.  The Parties agree that parol or
       extrinsic evidence may not be used to vary or contradict
       the express terms of this Contract and that recourse may
       not be had to alleged prior dealings, usage of trade,
       course of dealing, or course of performance to explain
       or supplement the express terms of this Contract.  This
       Contract shall not be amended or modified, and no waiver
       of any provision hereof shall be effective, unless set 

                             -21-
<PAGE>
       forth in a written instrument authorized and executed
       with the same formality as this Contract.

22.0   EMPLOYEE INTEREST

22.1   SELLER represents to BUYER that SELLER has not given and
       will not give, directly or indirectly, anything of value
       to any employee or other representative of BUYER with
       the view of securing this Agreement or obtaining
       favorable treatment with respect to the performance of
       this Agreement.  If such representation is untrue, or
       becomes untrue, BUYER shall have the right to declare
       this Agreement null and void or to terminate it, to sue 
       for damages and to take such other action as may be
       provided by law.  If SELLER obtains knowledge at any
       time that any such employee has a direct or indirect
       interest in SELLER or its affiliates, (excluding routine
       purchases in the open market by such employee of
       securities issued by SELLER or its parent corporations),
       it will immediately inform BUYER of such fact.

23.0   REPRESENTATIONS AND WARRANTIES OF BOTH PARTIES

23.1   Each Party warrants and represents to the other that:

         (i)  it has all requisite power, authority, licenses,
              permits, permissions, approvals and franchises,
              corporate or otherwise, to execute and deliver
              this Contract and perform its obligations here-
              under;

        (ii)  its execution, delivery, and performance of this
              Contract has been duly authorized by, or is in
              accordance with its organic instruments, this
              Contract has been duly executed and delivered for
              it by the signatories so authorized, and this
              Contract constitutes its legal, valid and binding
              obligation enforceable in accordance with its
              terms except as such enforceability may be
              limited by bankruptcy, insolvency, reorganiza-
              tion, moratorium or similar laws affecting the
              enforcement of creditors' rights in general and
              by general principles of equity;

       (iii)  its execution, delivery, and performance of this
              Contract will not result in a breach or violation
              of, or constitute a default under, any contract,
              lease or instrument to which it is a party or by
              which it or its properties may be bound or
              affected; and

                             -22-
<PAGE>
        (iv)  it has not received any notice, nor to the best
              of its knowledge is there pending or threatened
              any notice, of any violation of any applicable
              laws, ordinances, regulations, rules, decrees,
              awards, permits or orders which would materially
              adversely affect its ability to perform here-
              under.












































                             -23-
<PAGE>
       IN WITNESS WHEREOF, the Parties hereto have caused this
Contract to be signed by their duly authorized officers,
effective as of the date specified in Section 1.0.

                                 ______________________________ 

WITNESS AS TO (SELLER):       BY ______________________________
                                         ________________
____________________________                __________ 


DATE                        

                              CENTRAL HUDSON GAS & ELECTRIC
                              CORPORATION FOR ITSELF AND AS
                              AGENT FOR CONSOLIDATED EDISON
                              COMPANY OF NEW YORK, INC., AND 
                              NIAGARA MOHAWK POWER CORPORATION


ATTEST AS TO (BUYER):         BY                               
                                          PAUL J. GANCI
                                          PRESIDENT AND
         SECRETARY                   CHIEF OPERATING OFFICER


DATE                        























                             -24-

<PAGE>
CONFIDENTIAL INFORMATION REPRESENTED IN THIS FILING BY AN "X"
HAS BEEN REDACTED AND FILED SEPARATELY WITH THE U.S. SECURITIES
AND EXCHANGE COMMISSION.

           CENTRAL HUDSON GAS & ELECTRIC CORPORATION
                        ATTACHMENT I-A
                    NO. 6 RESIDUAL FUEL OIL
                  1.5% SULFUR SPECIFICATIONS

                                    ASTM
                                    TEST      MINIMUM   MAXIMUM

Sulfur (X-Ray)-Wt %             D-2622/D-4294    --       1.5

Gravity, degrees API                D-287       10.5       25

Flash Point, degrees Fahrenheit     D-93        150        --

Visc. SSF @ 122 degrees Fahrenheit  D-445        35       XXX

Pour Point, degrees Fahrenheit      D-97        --         XX

Water Content, Vol. %               D-95        --      X.X (X)

Sediment, Wt. %                     D-473       --      0.2 (A)

Con Carbon, Wt. %               D-189/D-4530    --       16 (B)

Vanadium, PPM                       D-2788      --       300

Ash, Wt. %                          D-482       --      0.15(C)

Heating Value,
 Btu./Gallon                        D-240     151,750 *   --

Sodium, PPM                         D-2788      --        75

     Product must not contain petrochemical wastes or residues,
chemicals, including but not limited to caustics and acids, tar
bottoms, styrenes, olefins, or any matter foreign to No. 6
residual fuel oil.  Product must have a marketable odor of
residual fuel oil.

  *  Minimum Contract Term Weighted Average.

(X)  XXXXXXXX XX XX XXXXXXXX XXX XXXXXXXX XXXXXXX XX XXXXX XXX
     XXXXXXXX XX XXXXXX XX X.X% (XXXXXXXXXX X.X).
(B)  Weighted initial contract term average and weighted
     average of three consecutive deliveries not to exceed 13%.
(C)  Weighted initial contract term average not to exceed .10%.

                             -25-
<PAGE>
CONFIDENTIAL INFORMATION REPRESENTED IN THIS FILING BY AN "X"
HAS BEEN REDACTED AND FILED SEPARATELY WITH THE U.S. SECURITIES
AND EXCHANGE COMMISSION.

           CENTRAL HUDSON GAS & ELECTRIC CORPORATION
                        ATTACHMENT I-B
                    NO. 6 RESIDUAL FUEL OIL
                  1.3% SULFUR SPECIFICATIONS

                                    ASTM
                                    TEST      MINIMUM   MAXIMUM

Sulfur (X-Ray)-Wt %             D-2622/D-4294   --        1.3

Gravity, degrees API                D-287      10.5        25

Flash Point, degrees Fahrenheit     D-93        150        --

Visc. SSF @ 122 degrees Fahrenheit  D-445        35       XXX

Pour Point, degrees Fahrenheit      D-97        --         XX

Water Content, Vol. %               D-95        --      X.X (X)

Sediment, Wt. %                     D-473       --      0.2 (A)

Con Carbon, Wt. %               D-189/D-4530    --       16 (B)

Vanadium, PPM                       D-2788      --       300

Ash, Wt. %                          D-482       --      0.15(C)

Heating Value,
 Btu./Gallon                        D-240     151,750 *  --

Sodium, PPM                         D-2788      --        75

          Product must not contain petrochemical wastes or
residues, chemicals, including but not limited to caustics and
acids, tar bottoms, styrenes, olefins, or any matter foreign to
No. 6 residual fuel oil.  Product must have a marketable odor
of residual fuel oil.

  *  Minimum Contract Term Weighted Average.

(X)  XXXXXXXX XX XX XXXXXXXX XXX XXXXXXXX XXXXXXX XX XXXXX XXX
     XXXXXXXX XX XXXXXX XX X.X% (XXXXXXXXXX X.X).
(B)  Weighted initial contract term average and weighted
     average of three consecutive deliveries not to exceed 13%.
(C)  Weighted initial contract term average not to exceed .10%.

                             -26-
<PAGE>
CONFIDENTIAL INFORMATION REPRESENTED IN THIS FILING BY AN "X"
HAS BEEN REDACTED AND FILED SEPARATELY WITH THE U.S. SECURITIES
AND EXCHANGE COMMISSION.

           CENTRAL HUDSON GAS & ELECTRIC CORPORATION
                        ATTACHMENT I-C
                    NO. 6 RESIDUAL FUEL OIL
                   1.0% SULFUR SPECIFICATIONS

                                    ASTM
                                    TEST      MINIMUM   MAXIMUM

Sulfur (X-Ray)-Wt %             D-2622/D-4294   --       1.0

Gravity, degrees API                D-287      10.5       25

Flash Point, degrees Fahrenheit     D-93        150       --

Visc. SSF @ 122 degrees Fahrenheit  D-445        35      XXX

Pour Point, degrees Fahrenheit      D-97        --        XX

Water Content, Vol. %               D-95        --      X.X (X)

Sediment, Wt. %                     D-473       --      0.2 (A)

Con Carbon, Wt. %               D-189/D-4530    --       16 (B)

Vanadium, PPM                       D-2788      --       300

Ash, Wt. %                          D-482       --      0.15(C)

Heating Value,
 Btu./Gallon                        D-240     151,750 *   --

Sodium, PPM                         D-2788      --        75

          Product must not contain petrochemical wastes or
residues, chemicals, including but not limited to caustics and
acids, tar bottoms, styrenes, olefins, or any matter foreign to
No. 6 residual fuel oil.  Product must have a marketable odor
of residual fuel oil.

  *  Minimum Contract Term Weighted Average.

(X)  XXXXXXXX XX XX XXXXXXXX XXX XXXXXXXX XXXXXXX XX XXXXX XXX
     XXXXXXXX XX XXXXXX XX X.X% (XXXXXXXXXX X.X).
(B)  Weighted initial contract term average and weighted
     average of three consecutive deliveries not to exceed 13%.
(C)  Weighted initial contract term average not to exceed .10%.

                             -27-
<PAGE>
CONFIDENTIAL INFORMATION REPRESENTED IN THIS FILING BY AN "X"
HAS BEEN REDACTED AND FILED SEPARATELY WITH THE U.S. SECURITIES
AND EXCHANGE COMMISSION.

           CENTRAL HUDSON GAS & ELECTRIC CORPORATION
                        ATTACHMENT I-D
                    NO. 6 RESIDUAL FUEL OIL
                   0.3% SULFUR SPECIFICATIONS

                                    ASTM
                                    TEST      MINIMUM   MAXIMUM

Sulfur (X-Ray)-Wt %             D-2622/D-4294   --        0.3

Gravity, degrees API                D-287      10.5        25

Flash Point. degrees Fahrenheit     D-93        150       --

Visc. SSF @ 122 degrees Fahrenheit  D-445       35        XXX

Pour Point, degrees Fahrenheit      D-97        --        XXX

Water Content, Vol. %               D-95        --      X.X (X)

Sediment, Wt. %                     D-473       --      0.2 (A)

Con Carbon, Wt. %               D-189/D4530     --       13 (B)

Vanadium, PPM                       D-2788      --      300

Ash, Wt. %                          D-482       --      0.15(C)

Heating Value,
 Btu./Gallon                        D-240     147,000 *   --

Sodium, PPM                         D-2788      --        75

          Product must not contain petrochemical wastes or
residues, chemicals, including but not limited to caustics and
acids, tar bottoms, styrenes, olefins, or any matter foreign to
No. 6 residual fuel oil.  Product must have a marketable odor
of residual fuel oil.

  *  Minimum Contract Term Weighted Average.

(X)  XXXXXXXX XX XX XXXXXXXX XXX XXXXXXXX XXXXXXX XX XXXXX XXX
     XXXXXXXX XX XXXXXX XX X.X% (XXXXXXXXXX X.X).
(B)  Weighted initial contract term average and weighted
     average of three consecutive deliveries not to exceed 10%.
(C)  Weighted initial contract term average not to exceed .10%.

                             -28-
<PAGE>
           CENTRAL HUDSON GAS & ELECTRIC CORPORATION
                         ATTACHMENT II

                  WEEKEND AND HOLIDAY PRICING

     Posted prices to be used in accordance with Subsections
9.1, 9.2, 9.3 and 9.4 on days when prices are not posted solely
due to such days being non-business days.

          1.  Prices for Saturday and Sunday when
              Friday or Monday is not a holiday. 
              
              Saturday - use preceding Friday price.
              Sunday - use following Monday posted
              prices.

          2.  Prices for Friday, Saturday and Sunday
              when Friday is a holiday.

              Friday - use preceding Thursday price.
              Saturday - use preceding Thursday
              price.
              Sunday - Use following Monday posted
              prices.

          3.  Prices for Saturday, Sunday and Monday
              when Monday is a holiday.

              Saturday - use preceding Friday price.
              Sunday - use following Tuesday price.
              Monday - use following Tuesday posted
              prices.

          4.  Prices for Tuesday when Tuesday is a
              holiday.

              Tuesday - use preceding Monday posted
              prices.

          5.  Prices for Wednesday when Wednesday is
              a holiday.

              Wednesday - use following Thursday
              posted prices.

          6.  Prices for Thursday when Thursday is a
              holiday.

              Thursday - use preceding Wednesday
              posted prices.

                        -29-
<PAGE>
<TABLE>                  CENTRAL HUDSON GAS & ELECTRIC CORPORATION
                                       ATTACHMENT II
                                          PAGE 2
                                    EXAMPLE OF PRICES 
                                           FOR 
                                   HOLIDAYS AND WEEKENDS
<CAPTION>                                            HOLIDAY                        
                    NO        FRIDAY     MONDAY    TUESDAY     WEDNESDAY   THURSDAY
DAY       DATE    HOLIDAY       4          7          8            9          10   
<S>       <C>     <C>        <C>        <C>        <C>         <C>         <C>
THURSDAY   3      Actual     Actual     Actual     Actual      Actual      Actual
                  Postings   Postings   Postings   Postings    Postings    Postings

FRIDAY    4       Actual     Thurs. 3   Actual     Actual      Actual      Actual
                  Postings   Postings   Postings   Postings    Postings    Postings

SATURDAY  5       Fri. 4     Thurs. 3   Fri. 4     Fri. 4      Fri. 4      Fri. 4
                  Postings   Postings   Postings   Postings    Postings    Postings

SUNDAY    6       Mon. 7     Mon. 7     Tues. 8    Mon. 7      Mon. 7      Mon.7
                  Postings   Postings   Postings   Postings    Postings    Postings

MONDAY    7       Actual     Actual     Tues. 8    Actual      Actual      Actual
                  Postings   Postings   Postings   Postings    Postings    Postings

TUESDAY   8       Actual     Actual     Actual     Mon. 7      Actual      Actual
                  Postings   Postings   Postings   Postings    Postings    Postings

WEDNESDAY 9       Actual     Actual     Actual     Actual      Thurs. 10   Actual
                  Postings   Postings   Postings   Postings    Postings    Postings

THURSDAY  10      Actual     Actual     Actual     Actual      Actual      Wed. 9
                  Postings   Postings   Postings   Postings    Postings    Postings

FRIDAY    11      Actual     Actual     Actual     Actual      Actual      Actual
                  Postings   Postings   Postings   Postings    Postings    Postings
</TABLE>
                                           -30-
<PAGE>

                         ATTACHMENT III




Attached is ASTM D-473 which is used to determine the percentage
of sediment (by weight) in Crude Oils and Fuel Oils.

Section 10.1 (Note 3) describes a method for converting the
sediment result by weight to a volume result.  This is done by
taking the sediment result, dividing it by 2 and multiplying by
the specific gravity of the Fuel Oil.

The result can then be added to the water test result to yield a
result for combined water and sediment (Volume) to compare to
contract limits and, if necessary, adjust the delivered barrels.


         Standard Test Method for Sediment in Crude Oils
             and Fuel Oils by the Extraction Method 




























BC-9/CONTRA96

                              -31-
</PAGE>