Exhibit 10.6-b










                                    AMENDMENT

                           Dated as of March 29, 2002

                                       to



                           ENERGY MANAGEMENT AGREEMENT

                                     between

                     LONG ISLAND LIGHTING COMPANY d/b/a LIPA

                                       and

                       KEYSPAN ENERGY TRADING SERVICES LLC

                                   Dated as of

                                  June 26, 1997


<PAGE>


     This AMENDMENT (the  "Amendment")  is made and entered into as of March 29,
2002,  by and  between  LONG ISLAND  LIGHTING  COMPANY  d/b/a  LIPA,  a New York
corporation  ("LIPA"),  as assignee of Long Island Power Authority,  and KEYSPAN
ENERGY TRADING SERVICES LLC, a New York limited liability company formerly known
as MarketSpan  Trading Services LLC (the "Energy  Manager"),  as assignee of the
Long Island Lighting Company, to the Energy Management Agreement, by and between
LIPA and the Energy Manager, dated as of June 26, 1997 (the "EMA").

                                    RECITALS

     WHEREAS,  LIPA and the Energy  Manager have  determined to amend the EMA to
assure  LIPA the  benefit of  additional  synergy  savings  associated  with the
establishment of KeySpan Corporation ("KeySpan") as herein provided;

     WHEREAS,  LIPA and  KeySpan are  contemporaneously  entering  into  certain
amendments to the Generation Purchase Right Agreement, entered into between them
dated as of June 26, 1997; and

     WHEREAS,  LIPA and  KeySpan  Electric  Services  LLC are  contemporaneously
entering into certain amendments to the Management Services  Agreement,  entered
into between them as of June 26, 1997.

     NOW, THEREFORE,  in consideration of the foregoing and the mutual covenants
and  agreements   hereinafter   set  forth  and  for  other  good  and  valuable
consideration, the receipt and sufficiency of which are hereby acknowledged, the
parties hereto agree as follows:

                                    ARTICLE 1

                                   DEFINITIONS

     Section 1.1. Definitions.  All capitalized terms used in this Amendment and
not otherwise defined shall have the meanings assigned to them in the EMA.


                                    ARTICLE 2

                                AMENDMENTS TO EMA

     Section  2.1.  Amendment  to  Attachment B of Exhibit A to the May 27, 1998
Letter Agreement  supplementing the EMA. Attachment B to Exhibit A to the letter
agreement  dated May 27, 1998  between  LIPA and the Energy  Manager  evidencing
agreement as to certain matters under the EMA is amended to read as follows:



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<PAGE>

                    Synergy  savings shall be equal to monthly amounts set forth
               in the table below for the applicable  contract months.  Contract
               month  shall  mean the  number  of the  month  from 1 to 120,  in
               consecutive  order  starting  with the month in which the closing
               date occurs.

                    Pursuant to the EMA fuel procurement function, the following
               fuel synergies will be provided through fuel purchases.

                         Period                              Monthly Amount
                         ------                              --------------
                                                                ($000's)

                         1-12                                   333.3
                         13-24                                  275.0
                         25-36                                  250.0
                         37-48                                  233.3
                         49-60                                  216.7
                         61-72                                  166.7
                         73-84                                  150.0
                         85-96                                  141.7
                         97-108                                 141.7
                         109-120                                141.7


                                    ARTICLE 3

                                  MISCELLANEOUS

     Section 3.1.  Effective Date. This Amendment shall be effective on the date
on which all  approvals,  consents  or orders  (collectively,  the  "Approvals")
listed on the  schedule  referred  to in Section 3.2 of this  Amendment  and the
schedule  referred to in Section 3.2 of the Amendment dated as of March 29, 2002
(the "MSA Amendment") to the Management Services Agreement, dated as of June 26,
1997, by and between KeySpan Electric  Services LLC and LIPA, have been obtained
and are in full force and effect. Upon receipt of all the Approvals,  LIPA shall
evidence  such  receipt by delivery of a notice to the Energy  Manager  that all
Approvals have been obtained, together with a copy of such Approvals.

     Section 3.2.  Affirmation  of  Representations.  Except as set forth on the
schedule  attached  hereto,  all  representations  and  warranties of the Energy
Manager  set forth in Section  13.11.1 of the EMA are true and correct as of the
date  hereof.  Except  as  set  forth  on  the  schedule  attached  hereto,  all
representations  and warranties of LIPA set forth in Section  13.11.2 of the EMA
are true and correct as of the date hereof.


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     Section  3.3.  Termination  of  this  Amendment.   This  Amendment  may  be
terminated  by  either  party at any time if a final and  non-appealable  order,
ruling or  injunction  of any court of  competent  jurisdiction  shall have been
issued and the effect of such order,  ruling or injunction is to render (i) this
Amendment or the MSA Amendment  invalid or  unenforceable by such party, or (ii)
the approval by the Long Island Power  Authority  of the  Amendment  dated as of
March  29,  2002  (the  "GPRA  Amendment")  to  the  Generation  Purchase  Right
Agreement,  dated as of June 26, 1997, by and between KeySpan and LIPA,  invalid
and thereby causing the GPRA Amendment to be invalid and  unenforceable by LIPA.
Such termination  shall be effective  immediately upon the giving of a notice of
such  termination  to the other party.  This  Amendment may not be terminated by
either party if a final and  non-appealable  order,  ruling or injunction of any
court of a competent  jurisdiction shall have been issued and the effect of such
order,  ruling or  injunction  is to render the  approval of the GPRA  Amendment
invalid for reason that the Long Island Power  Authority did not seek  requisite
governmental approvals.

     Section 3.4. Miscellaneous.  Except as amended hereby, the EMA shall remain
in full force and effect. This Amendment shall be governed,  including,  without
limitation, as to validity,  interpretation and effect, by the Laws of the State
of New York.  This Amendment may be executed in two or more  counterparts  which
together shall constitute a single agreement.



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                  IN WITNESS WHEREOF, the parties have caused this Amendment to
be executed and delivered by their duly authorized officers or representatives
as of the date first above written.

                                LONG ISLAND LIGHTING COMPANY
                                d/b/a LIPA


                                By /s/
                                   ------------------------
                                Name: Richard M. Kessel
                                Title:Chairman and Chief Executive
                                      Officer



                                KEYSPAN ENERGY TRADING SERVICES LLC


                                By /s/
                                   -------------------------
                                Name: Richard A. Rapp, Jr.
                                Title:Vice President and Secretary









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               Schedule of Energy Manager pursuant to Section 3.2














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                    Schedule of LIPA pursuant to Section 3.2

     None of the  representations  and warranties in Section  13.11.2 of the EMA
are true and correct as of the date hereof, but all of such  representations and
warranties  will be true and  correct on the date on which all of the  Approvals
listed below have been obtained.

     The  obligations  of LIPA  hereunder  are  subject  to the  receipt  of the
following Approvals:

     1. Approval of the Public  Authorities  Control Board required  pursuant to
Section 51 and subsection (aa) of Section 1020-f of the Public  Authorities Law;
and

     2. Approval of the  Comptroller of the State of New York required  pursuant
to Section 1020-cc of the Public Authorities Law.















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