<PAGE>
                           FORM 10-Q/A

                         AMENDMENT NO. 1

                          UNITED STATES

                SECURITIES AND EXCHANGE COMMISSION

                     Washington, D.C.  20549

                    _________________________

(Mark One)

[X]    QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
       SECURITIES AND EXCHANGE ACT OF 1934

For the quarterly period ended...............September 30, 1998

                               OR

[ ]    TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
       SECURITIES EXCHANGE ACT OF 1934

For the transition period from.............to....................
Commission file number.....................................1-3268

            CENTRAL HUDSON GAS & ELECTRIC CORPORATION        
(Exact name of registrant as specified in its charter)

         NEW YORK                              14-0555980      
(State or other jurisdiction of            (I.R.S. Employer
incorporation or organization)              Identification No.)

284 SOUTH AVENUE, POUGHKEEPSIE, NEW YORK         12601-4879    
(Address of principal executive offices)         (Zip Code)

Registrant's telephone number, including 
area code (914) 452-2000

    Indicate by check mark whether the Registrant (1) has
filed all reports required to be filed by Section 13 or 15(d) of
the Securities Exchange Act of 1934 during the preceding 12
months (or for such shorter period that the Registrant was
required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days.   Yes   X    No       

    Indicate the number of shares outstanding of each of
the issuer's classes of common stock as of the latest practicable
date.  Common stock, par value $5.00 per share; 16,911,387 shares
outstanding as of September 30, 1998.
    <PAGE>
    Registrant hereby amends and as amended, restates, the
following items to its Quarterly Report, on Form 10-Q, for the
quarterly period ended September 30, 1998, as set forth below, in
response to the Commission's letter of comments dated November
23, 1998:

    1.   The material under the subcaption "THE YEAR 2000
ISSUE" of ITEM 2 - MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS is amended and as
amended Item 2 of Part I reads as follows:

ITEM 2 - MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS

CAPITAL RESOURCES AND LIQUIDITY

The growth of retained earnings in the first nine months of 1998
      contributed to the increase in the book value of common stock
      from $27.61 at December 31, 1997 to $28.06 at September 30,
      1998; however, the common equity ratio decreased from 53.2% at
      December 31, 1997 to 52.2% at September 30, 1998, due to the    
      combined effect of the repurchase of common stock which exceeded
      the increase in retained earnings and the issuance of $15
      million Medium Term Notes as discussed below.

For the nine months ended September 30, 1998, the Company
       repurchased 368,400 shares of its common stock for $15.7 million
       under its stock repurchase program (See Note 6, "Capitalization-Capital 
       Stock", to the Consolidated Financial Statements of the
       Company's 10-K Report).

For the nine months ended September 30, 1998, cash expenditures 
       related to the construction program of the Company amounted to 
       $33.5 million.  The amount shown on the Consolidated Statement
       of Cash Flows for "Net additions to Plant" of $33.8 million
       includes the debt portion of $346,000 of the Allowance for Funds
       Used During Construction ("AFDC", as such term is described in
       Note 1, "Regulatory Matters", to the Consolidated Financial
       Statements of the Company's 10-K Report).  The cash requirements
       for such expenditures were funded from internal sources.

The Company has $52 million of committed short-term credit
       facilities available.  In order to diversify its sources of
       short-term financing, the Company has also entered into short-term 
       credit facilities with several commercial banks.  At
       September 30, 1998, the Company had no short-term debt
       outstanding and had investments in short-term securities in the
       amount of $31.1 million at the end of September 1998. 
       Authorization from the PSC limits the short-term borrowing
       amount the Company may have outstanding, at any time, to $52
       million in the aggregate.  

Pursuant to Article XXI of the Company's First Mortgage Bond
       Indenture, the Company deposited $722,226 on March 24, 1998 with
       the Indenture Trustee.  Such Article requires the deposit of the
       amount by which depreciation exceeds property additions in each
       calendar year, less property additions made in the subsequent
       calendar year, up to the date of deposit which must be made no
       later than March 31 of each year.  Such deposit may be withdrawn
       at a subsequent date to fund redemptions of outstanding mortgage
       bonds.

As described in Note 7,"Capitalization-Long-Term Debt", to the
       Consolidated Financial Statements of the Company's 10-K Report,
       the Company's interest rate cap agreement expired in April 1998. 
       On April 1, 1998, the Company entered into an interest rate cap
       agreement with a bank, which agreement expires March 31, 2000. 
       Under this agreement, in the event a nationally recognized tax-exempt 
       bond interest rate index exceeds 5%, the Company will
       receive a payment from such bank equal to the amount by which
       the actual interest costs on its variable rate 1985 and 1987 New
       York State Energy Research and Development Authority Bonds
       exceeds 5% per annum.  This agreement has the effect of limiting
       the interest the Company must pay on such bonds (on a $115.9
       million notional amount) to the lesser of their actual rate or
       5% per annum.

On May 5, 1998, Moody's Investor Service, Inc. upgraded the
       Company's senior secured debt rating from "A3" to "A2".  The
       Company's other service debt ratings are "A" from Standard and
       Poor's Corporation, Duff & Phelps Credit Rating Co. and
       Fitch/IBCA.

On September 8, 1998, the Company issued and sold 5.93% Medium
       Term Notes under its Medium Term Note Program.  The principal
       amount of the notes is $15 million and matures on September 10,
       2001.  The net proceeds to the Company were $14,947,500 or 99.65%.

The Company intends to refinance its 8.375% series NYSERDA bonds
      ($16.7 million)on or soon after their call date on December 1,
      1998 at a lower cost.

EARNINGS PER SHARE

Earnings per share of common stock were $.77 for the third quarter of 
      1998, as compared to $.72 for the third quarter of 1997, an 
      increase of 7%.  Earnings per share of common stock were $2.38 
      for the nine months ended September 30, 1998, as 
      compared to $2.46 for the nine months ended September 30, 1997,
      a decrease of 3%.

The increase in earnings per share for the quarter ended
       September 30, 1998, as compared to the same period in 1997,  
       resulted primarily from the increased electric and gas net
       operating revenues largely due to increased electric sales to 
       residential, commercial and industrial customers and also, sales
       to other utilities.  These increases were partially offset by
       the non-recurring provision for the non-recoverable portion of a
       purchased power contract. The increase in gas net operating
       revenues results primarily from favorable reconciling
       adjustments to gas costs collected from customers through the
       company's gas cost adjustment.  Also contributing to the
       increased earnings is the combined effect of decreased property
       taxes and decreased payroll taxes and the favorable impact of
       the Company's common stock repurchase program. Offsetting these
       increases were increased operation and maintenance costs in 1998
       resulting from increased output of the Company's electric
       generating plants and the net effect of various other items,
       including increased depreciation expense on the Company's plant
       and equipment.

The decrease in per share earnings for the nine months ended 
       September 30, 1998, as compared to the same period in 1997,
       resulted largely from a decrease in electric net operating
       revenues due primarily to the non-recurring final provision for
       the non-recoverable portion of a purchased power contract.  Also
       impacting this decrease was the net effect of various other
       items, including increased depreciation expense on the Company's
       plant and equipment and the favorable impact of the Company's
              common stock repurchase program.<PAGE>
RESULTS OF OPERATIONS

The following table reports the variation in the results of       
       operations for the three months and the nine months ended
 September 30, 1998 compared to the same periods for 1997:

                                    3 MONTHS ENDED SEPTEMBER 30, 

                                                       INCREASE
                                    1998       1997   (DECREASE)
                                       (Thousands of Dollars)

Operating Revenues............... $125,723   $123,507  $  2,216
Operating Expenses...............  107,373    105,596     1,777
Operating Income.................   18,350     17,911       439
Other Income.....................    2,201      2,019       182 
Income before Interest Charges...   20,551     19,930       621
Interest Charges.................    6,741      6,562       179 
Net Income.......................   13,810     13,368       442
Dividends Declared on Cumulative
 Preferred Stock.................      807        807      -    
Income Available for Common Stock $ 13,003   $ 12,561  $    442


                                    9 MONTHS ENDED SEPTEMBER 30, 

                                                       INCREASE
                                    1998       1997   (DECREASE)
                                       (Thousands of Dollars)

Operating Revenues............... $381,711   $393,987  $(12,276)
Operating Expenses...............  324,955    335,433   (10,478)
Operating Income.................   56,756     58,554    (1,798)
Other Income.....................    6,464      6,441        23
Income before Interest Charges...   63,220     64,995    (1,775)
Interest Charges.................   20,202     19,679       523 
Net Income.......................   43,018     45,316    (2,298)
Dividends Declared on Cumulative
 Preferred Stock.................    2,422      2,422      -    
Income Available for Common Stock $ 40,596   $ 42,894  $ (2,298)








OPERATING REVENUES

Operating revenues increased $2.2 million (2%) for the third
       quarter of 1998 as compared to the third quarter of 1997 and
       decreased $12.3 million (3%) for the nine months ended 
       September 30, 1998.  Details of these revenue changes by
       electric and gas departments are as follows:

                           INCREASE (DECREASE) FROM PRIOR PERIOD
                            THIRD QUARTER        NINE MONTHS    
                       Electric     Gas      Electric      Gas  
                                   (Thousands of Dollars)  

Customer Sales....... $ 4,842  $ (3,228)*   $ 3,199    $(10,794)*
Sales to Other
 Utilities...........   2,484        (4)      6,191         512
Fuel and Gas Cost     
 Adjustment..........     468        28       1,577      (8,325)
Deferred Revenues....  (2,445)      256      (5,170)      1,648
Miscellaneous**......    (178)       (7)     (1,060)        (54)
                      $ 5,171  $ (2,955)    $ 4,737    $(17,013)

 *Both firm and interruptible revenues.
**Includes revenues from delivery service of electric for retail  
  access customers, transportation of customer-owned gas and      
  sales to customers outside the Company's service territory.

SALES

The Company's sales vary seasonally in response to weather.
       Generally electric revenues peak in the summer and gas revenues
       peak in the winter.

Total kilowatt-hour sales of electricity within the Company's
    service territory increased 6%, while firm sales of natural gas
    decreased 9%, for the third quarter of 1998 as compared to the
    third quarter of 1997.  For the nine months ended September 30,
    1998, electric sales increased 2% and firm gas sales decreased
    11% compared to the same period last year.  Changes in sales
    from last year by major customer classifications, including
    interruptible gas sales, are set forth below.  Also indicated
    are changes related to transportation of customer-owned gas: 

                      INCREASE (DECREASE) FROM PRIOR PERIOD 
                       THIRD QUARTER          NINE MONTHS      
                      Electric    Gas        Electric   Gas 
 Residential........     7       ( 9)%           1    (10)%
 Commercial.........     6         -             3     (8)
 Industrial.........     6       (52)            1    (28)
 Interruptible......    N/A      (47)           N/A   (44)
 Transportation of 
  Customer-owned
  Gas...............    N/A        1            N/A     5
 
Delivery service of electric retail access customers first began 
     in the quarter ended March 31, 1998.  The related volume was
     .9% and .4% of total own territory sales for the quarter and
     for the nine months ended September 30, 1998, respectively.

Sales of electricity to residential customers in the third quarter 
     of 1998 increased 7% primarily from an increase in
     usage per customer.  Commercial sales in the third quarter of
     1998 increased 6% as compared to last year due to the combined
     effect of a 3% increase in usage per customer and a 3% increase
     in the number of customers.  Electric sales to industrial
     customers increased 6% in the third quarter of 1998 due
     primarily to an increase in usage by a large industrial
     customer.
  
For the nine months ended September 30, 1998, sales of electricity to
     residential customers increased 1% due to an increase in usage per
     customer.  Sales to commercial customers increased 3% due to the 
     combined effect of a 2% increase in the number of customers and a 
     1% increase in the usage per customer.  Electric sales to industrial 
     customers increased 1% for such nine-month period.

Sales of gas to residential customers for the third quarter of 1998 
     decreased 9% due to the net effect of a 10% decrease in
     usage per customer and a 1% increase in the number of
     customers.  Sales of gas to commercial customers for the third
     quarter of 1998 remained flat due to the net effect of a 4%
     increase in the number of customers and a 4% decrease in usage
     per customer.  Firm gas sales to industrial customers decreased
     52% for the third quarter of 1998 when compared to the same
     period in 1997, due primarily to decreased usage by a large
     industrial customer and the conversion of a number of industrial 
     customers to gas transportation service.

For the nine months ended September 30, 1998, residential gas
     sales decreased 10% due to a decrease in usage per customer. 
     Commercial gas sales decreased 8% due to the net effect of a
     11% decrease in usage per customer and a 3% increase in the
     number of customers.  Firm gas sales to industrial customers
     for the nine months ended September 30, 1998 decreased 28% due
     largely to a decrease in usage by a large industrial customer
     and the conversion of a number of industrial customers to gas
     transportation service.

Interruptible gas sales decreased 47% in the third quarter of
     1998 and 44% for the nine months ended September 30, 1998, due
     largely to a decrease in boiler gas usage for electric generation.

Transportation gas volumes increased 1% for the third quarter and 
     increased 5% for the nine months ended September 30, 1998,
     due primarily to the conversion of a number of industrial
     customers to gas transportation service.

<PAGE>
OPERATING EXPENSES

The following table reports the variation in the operating expenses for 
      the three months and nine months ended September 30, 1998 compared 
      to the same periods for the prior year:

                           INCREASE (DECREASE) FROM PRIOR PERIOD
                            THIRD QUARTER        NINE MONTHS    
                           Amount    Percent   Amount   Percent 
                                   (Dollars in Thousands)  
Operating Expenses
 Fuel and Purchased
  Electricity............. $ 4,679     15 %    $  8,530    10%
 Purchased Natural Gas....  (3,533)   (44)      (15,884)  (34)
 Other Expenses of
  Operation...............     470      2        (1,030)   (1)
 Maintenance..............     (55)    (1)         (597)   (3)
 Depreciation and
  Amortization............     509      5         1,363     4
 Taxes, Other than
  Federal Income Tax......    (790)    (5)       (1,692)   (3)
 Federal Income Tax.......     497      7        (1,168)   (5) 
      Total............... $ 1,777      2%     $(10,478)   (3)%

Fuel and purchased electricity costs increased $4.7 million (15%)
 for the third quarter of 1998 and $8.5 million (10%) for the
 nine months ended September 30, 1998, resulting from the
 combined effect of higher electric sales (including sales to
 other utilities) and the non-recurring final provision for the
 non-recoverable portion of a purchased power contract. 
 Purchased natural gas costs decreased $3.5 million (44%) for
 the third quarter of 1998 resulting primarily from lower
 interruptible gas sales for usage as boiler fuel.  Also
 contributing to this decrease was the favorable reconciling
 adjustments to gas costs collected from customers through the
 Company's gas cost adjustment.  Purchased natural gas costs
 decreased $15.9 million (34%) for the nine months ended
 September 30, 1998 resulting primarily from the combined effect
 of lower interruptible gas sales for usage as boiler fuel, a
 decrease in the restoration of deferred gas costs related to
 the Company's gas cost adjustment and a reduction in the base
 cost of gas resulting from decreased own territory firm sales.


COMMON STOCK DIVIDENDS

Reference is made to the caption "Common Stock Dividends and Price 
      Ranges" on Page 37 of Item 7 to the Company's 10-K Report, and 
      which is incorporated by reference in Part II, Item 5 of said 
      Report, for a discussion of the Company's dividend policies.  
      On September 25, 1998, the Board of Directors of the Company 
      declared a quarterly dividend of $.54 per share, payable 
      November 2, 1998 to shareholders of record as of October 9, 1998, 
      representing an increase of $.005, or 1%, over the $.535 per share 
      level established one year ago.

OTHER MATTERS

FORWARD-LOOKING STATEMENTS
This quarterly report on Form 10-Q and the documents incorporated
 by reference may contain statements which, to the extent they
 are not recitations of historical fact, constitute "forward-looking 
 statements" within the meaning of the Securities Litigation Reform 
Act of 1995 (Reform Act).  These statements
 will contain words such as "believes", "expects", "intends",
 "plans", and other similar words.  All such forward-looking
 statements are intended to be subject to the safe harbor
 protection provided by the Reform Act.  A number of important
 factors affecting the Company's business and financial results
 could cause actual results to differ materially from those
 stated in the forward-looking statements.  Those factors
 include weather, energy supply and demand, developments in the
 legislative, regulatory and competitive environment, electric
 and gas industry restructuring and cost recovery and certain
 environmental matters as well as such other factors as set
 forth in the Company's Annual Report on Form 10-K for the year
 ended December 31, 1997 and all documents subsequently filed
 with the Securities and Exchange Commission.  

Given these uncertainties, undue reliance should not be placed on
 these forward-looking statements.

THE YEAR 2000 ISSUE

Overview

Over the last several decades, computer systems and programs were
designated to identify the year with two digits.  On January 1,
2000 (Year 2000), errors may occur if computers cannot
distinguish between 1900 and 2000 (Year 2000 Problem).  All
mainframe and personal computers, and related systems,
application code and process control systems using embedded chip
technology have a potential for being adversely affected by the
use of two digit definitions for the identification of the year
component of date information.  These include corporate business
applications, facilities maintenance and operation systems,
energy generation, control and distribution processes, customer
service and support activities and the equipment related to the
support of these activities.  If such adverse effects are not
successfully remediated before December 31, 1999, interruption to
electric and/or natural gas service could occur, with attendant
lost revenues and adverse customer relations impacts.

At the Company, the Year 2000 Problem Project (Project) is a high
priority undertaking, encompassing all aspects of the Company's
operations.  The Project focuses on mission critical systems
affecting delivery of service to the Company's customers and
business critical applications necessary to the operational and
financial stability of the Company.  The Project is currently on
schedule with completion projected by June 1999.  A Project
Committee comprised of Company officers reports directly to the
Chief Executive Officer on a monthly basis and to the Board of
Directors on the status of its efforts to assess and remediate
any Year 2000 Problem of the Corporation.

The Company is actively engaged in the coordination and
remediation of Year 2000 Problems potentially affecting
interconnection affiliations, electric transmission grid impact
planning, service reliability and emergency and operational
requirements with the North American Electric Reliability Council
(NERC) and the New York Power Pool (NYPP).  The Company has
combined with domestic and international electric utilities in
developing and sharing information through the Electric Power
Research Institute (EPRI) data base addressing Year 2000 Problem
assessment, testing and remediation of digital and embedded
systems.  Under the NERC guidelines, the Company's remediation is
scheduled for completion by July 1999.  The Company's state
regulatory body, the New York Public Service Commission, has
accepted the NERC guidelines and schedule.  The Company has
joined in similar initiatives to facilitate Year 2000 Problem
solving among electric and gas utilities under the auspices of
the Edison Electric Institute (EEI) and American Gas Association
(AGA), respectively.

The Company has not experienced any significant Year 2000
Problems to date nor does it anticipate problems which may impact
the Company's ability to provide uninterrupted service to its
customers.  However, given the complexity of Year 2000 Problems
and the Company's technology sensitive industry, even the most
comprehensive and intensive program cannot guarantee that an
unforeseen problem will not occur.  Therefore, all Company
operational emergency, disaster recovery and contingency plans
currently in place are being reviewed against potential Year 2000
Problem impacts.  A Year 2000 Problem contingency plan to deal
with any unanticipated problems which may occur will be to deal
with any unanticipated problems which may occur will be in place
by the summer of 1999 and will address the reasonably likely
worst-case scenarios.  This Contingency Plan will identify
supplemental staffing required to manually operate critical
systems and intervene to resolve unanticipated problems.  The
Company also plans for an independent, external review and
assessment of all Project activities by the second quarter of
1999.

Scope & Status

The Project began in 1995 to determine the potential for the Year
2000 Problem to interrupt the Company's ability to provide
reliable electric and gas services to its customers.  The Project
Committee was established to address the issues and established
Year 2000 Problem project teams for each major operating area
(Generation, Transmission & Distribution, Engineering &
Environmental, Information Systems and Energy Control) to address
the following key components:

 1.   Computer hardware and software operating systems and
      infrastructure;
 2.   Information applications, including customer service,
      financial and human resource systems;
 3.   Telecommunication systems;
 4.   Digital systems and devices with embedded processors such
      as power instrumentation, controls and metering; and
 5.   Major suppliers.

As of October 31, 1998, that part of the Project dealing with the
inventory and assessment of all known Company mission critical
and business critical systems had been completed.  These items
are those believed by the Company to affect the delivery of
service to the customer, the integrity of the environment, the
financial and operational infrastructure of the Company and the
safety of individuals.

That part of the Project dealing with the remediation, testing
and implementation of required modifications to Company assets to
eliminate Year 2000 Problems and achieve Year 2000 compliant
status is on, or ahead of, schedule.  The design, development and
testing of Company Contingency Planning is following the
guidelines for content and completeness as issued by the NERC.

The process of identifying and prioritizing critical suppliers,
has been completed with evaluation of supplier status currently
in progress.  To identify the Company's critical suppliers, the
Company's materials control and fuels procurement personnel
reviewed those materials and services required for support of
mission and business critical activities.  These results were
reviewed with management and formed the basis of direct written
requests to suppliers for information on their Year 2000
compliance.  Evaluation of responses to those requests will
determine future verification procedures.  Validation of supplier
compliance may include on-site verification of their Year 2000
readiness information, including individual and/or industry
compliance test results.  Supplier contingency planning is
scheduled to be developed concurrently and as part of the
Company's overall Contingency Planning.

Costs

Total Projects costs for all activities, including inventory,
remediation and testing required to become Year 2000 compliant
are not deemed material nor significant relative to the Company's
financial position.  It is expected that all Project expenditures
will be paid for by the Company from its normal operating and
maintenance budgets.

Of a total Project estimate of $3,000,000, approximately
$1,121,000 has been expended through October, 1998, including
$762,500 of internal labor charges.  The Company does not expect
final Project costs to exceed this estimate; however, no
assurances can be given.

Risks

The reasonably likely worst-case scenario would be a failure by
the Company and/or its suppliers to correct a material Year 2000
Problem, which could result in an interruption in the Company's
ability to deliver electric and/or gas service to customers,
thereby adversely impacting the ability of major customers to
continue effective operations.  If such interruption extended for
a lengthy period of time, it could result in a loss of revenue
that would have a material adverse effect on the Company's
financial position.  Additionally, Year 2000 related problems
could disrupt the operations of major customers, reducing their
use of Company services or their ability to pay for such
services. However, it is expected that any potential impact to
the Company specifically related to a Year 2000 Problem induced
business failure for any of its customers would not differ from a
"normal" extended Company service interruption attributable to
physical service failures, weather events or natural disaster. 
The Company believes that the completion of the Project as
scheduled will significantly reduce the possibility of
significant interruptions to its normal business operations;
however, no assurance can be given.

 2. Exhibit 12 is amended to read as attached hereto.


                            SIGNATURES

 Pursuant to the requirements of the Securities Exchange Act of
1934, the Company has duly caused this report to be signed on its
behalf by the undersigned hereunder duly authorized.

            CENTRAL HUDSON GAS & ELECTRIC CORPORATION
                           (Registrant)

            By:     (SGD.) DONNA S. DOYLE            
                          Donna S. Doyle
               Controller Authorized Officer
                               and
                     Chief Accounting Officer


Dated: December 8, 1998




<PAGE>
                        INDEX TO EXHIBITS




Exhibit Number
(Registration S-K
     Item 601
Designation)                           Exhibit


  (12)                   Statement Showing Computation of the
                         Ratio of Earnings to Fixed Charges and
                         the Ratio of Earnings to Combined fixed
                         Charges and Preferred Stock Dividends

  (27)                   Financial Data Schedule, pursuant to
                         Item 601(c) of Regulation S-K.

</PAGE>