EMPLOYMENT AGREEMENT


           This  Agreement (the  "Agreement")  dated as of November 8, 2000 (the
"Effective Date") between KeySpan Corporation ("KeySpan") and Joseph F. Bondanza
(the "Executive"),  sets forth the understanding and agreement of the parties as
to the  terms on which  the  Executive  is to be  employed  by  KeySpan  and its
subsidiaries from and after the Effective Date.

           1. Certain  Recitals.  Prior to the Effective Date, the Executive was
an executive employee of Eastern  Enterprises  ("Eastern").  Effective as of the
Effective  Date,  Eastern  was  acquired  and was merged  with and into a merger
subsidiary of KeySpan, KeySpan Energy Delivery New England ("KeySpan N.E."). The
Executive  and  KeySpan  as  successor  by merger are  parties to an  employment
agreement dated September 22, 1999 (the "1999 Agreement"), pursuant to which the
Executive is entitled to certain compensation and benefits during employment and
in certain cases thereafter as set forth in Appendix 1.

           2. Terms of Employment;  In General. The Executive  acknowledges that
he has agreed to serve  KeySpan from and after the  Effective  Date at an annual
rate of base salary,  determined by KeySpan, that is not less than $215,000 with
an annual target incentive of 40% and long-term incentive  opportunity of 50% of
base  pay in 2001,  and for the  year  2000,  no less  than  the  level of award
opportunity   currently   provided  by  Eastern  by  taking  on  the   following
responsibilities:  Senior Vice  President,  Finance,  Accounting  and Regulatory
Affairs - KeySpan N.E.  Executive  shall report to the President of KeySpan N.E.
and the Senior  Vice  President  and Chief  Financial  Officer of  KeySpan.  The
Executive agrees that the terms of the Executive's employment hereunder shall be
governed by the 1999 Agreement, subject to the following modifications:

                     (a)  References  in the 1999  Agreement  to  employment  by
           Eastern shall be deemed  modified as  appropriate to reflect the fact
           that the Executive is employed hereunder by KeySpan N.E.

                     (b) The parties  acknowledge  that a "change in control" of
           Eastern has occurred. If the Executive terminates his employment with
           KeySpan,  for "Good  Reason" or is  terminated  by  KeySpan  "without
           cause" (as those terms are defined in the 1999  Agreement)  within 24
           months  after  the  Effective  Date  and  during  the  term  of  this
           Agreement,  he will be entitled  to certain  benefits as set forth in
           Section 9 and Section 10 of the 1999 Agreement.  Notwithstanding  the
           foregoing,  the  Executive  agrees that his  employment by KeySpan in
           accordance  with the  terms  of this  Agreement  (including,  without
           limitation,  the  Executive's  job  responsibilities,   compensation,
           benefits and  perquisites  as described  herein) shall not constitute
           "Good Reason" for purposes of the 1999 Agreement.



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                     (c) The Executive shall be entitled during the term of this
           Agreement to  participate in those benefit  programs and  perquisites
           that are from  time to time  made  available  to  similarly  situated
           officers  of  KeySpan  N.E.  Executive  acknowledges  that  he has an
           outstanding  loan pursuant to the Eastern  Officer Loan Program which
           will be paid to KeySpan within 210 days of the Effective Date.

                     (d) The 1999  Agreement  is amended and  restated to delete
           all references to Massachusetts and insert New York in their place.

           3. Conversion to KeySpan Agreement.  Upon or at any time prior to the
second anniversary of the Effective Date (the "Expiration Date"), the Executive,
if at the time he is still employed by KeySpan, may be permitted to enter into a
change of control  agreement  with KeySpan in the form then  generally in effect
between the Company and similarly situated officers (a "Replacement  Agreement")
in lieu of the 1999 Agreement.

           4.  Termination of Agreement and 1999  Agreement.  This Agreement and
the 1999 Agreement,  notwithstanding  any provision in the 1999 Agreement to the
contrary, shall terminate and be of no further force and effect upon the earlier
to occur of the Expiration Date or the execution by the Executive and KeySpan of
a Replacement Agreement.

           5.  Miscellaneous.  This Agreement shall be governed by and construed
in accordance with the laws of the State of New York and may be modified only by
a written instrument executed by the parties.  This Agreement may be executed in
one or more  counterparts,  all of which  shall be  considered  one and the same
agreement and each of which shall be deemed an original.

           IN WITNESS WHEREOF,  KeySpan has caused this Agreement to be executed
by a duly authorized officer and the Executive has executed this Agreement,  all
as of the Effective Date.

                                        KEYSPAN CORPORATION


                                        By:
                                        -------------------------
                                        Robert B. Catell



                                        -------------------------
                                        Joseph F. Bodanza