[EXHIBIT 10rr TO COLONIAL GAS COMPANY
                 10-K FOR YEAR ENDED DECEMBER 31, 1995]


                                            SERVICE PACKAGE 10778
                                                  AMENDMENT NO. 0

                               


                  GAS TRANSPORTATION AGREEMENT
               (For Use Under FT-A Rate Schedule)

THIS  AGREEMENT  is made and entered into as of the  1st  day  of
June,  1995,  by  and between TENNESSEE GAS PIPELINE  COMPANY,  a
Delaware  Corporation, hereinafter referred to  as  "Transporter"
and   COLONIAL   GAS   COMPANY,   a  MASSACHUSETTS   Corporation,
hereinafter  referred to as "Shipper."  Transporter  and  Shipper
shall collectively be referred to herein as the "Parties."

                            ARTICLE I

                           DEFINITIONS

1.1  TRANSPORTATION QUANTITY (TQ) - shall mean the maximum  daily
     quantity  of  gas which Transporter agrees  to  receive  and
     transport  on  a firm basis, subject to Article  II  herein,
     for  the  account  of Shipper hereunder on each  day  during
     each  year  during the term hereof, which  shall  be  16,083
     dekatherms.   Any  limitations  of  the  quantities  to   be
     received  from  each  Point of Receipt and/or  delivered  to
     each Point of Delivery shall be as specified on Exhibit  "A"
     attached hereto.

1.2  EQUIVALENT  QUANTITY - shall be as defined in Article  I  of
     the  General Terms and Conditions of Transporter's FERC  Gas
     Tariff.

                           ARTICLE II

                         TRANSPORTATION

Transportation  Service  -   Transporter  agrees  to  accept  and
receive  daily on a firm basis, at the Point(s) of  Receipt  from
Shipper  or for Shipper's account such quantity of gas as Shipper
makes available up to the Transportation Quantity, and to deliver
to  or for the account of Shipper to the Point(s) of Delivery  an
Equivalent Quantity of gas.

                           ARTICLE III

                POINT(S) OF RECEIPT AND DELIVERY

The  Primary  Point(s)  of Receipt and Delivery  shall  be  those
points specified on Exhibit "A" attached hereto.

                           ARTICLE IV

All facilities are in place to render the service provided for in
this Agreement.

                            ARTICLE V

      QUALITY SPECIFICATIONS AND STANDARDS FOR MEASUREMENT

For  all  gas  received, transported and delivered hereunder  the
Parties  agree  to the Quality Specifications and  Standards  for
Measurement  as specified in the General Terms and Conditions  of
Transporter's FERC Gas Tariff Volume No. 1.  To the  extent  that
no  new  measurement facilities are installed to provide  service
hereunder, measurement operations will continue in the manner  in
which they have previously been handled.  In the event that  such
facilities  are  not  operated  by Transporter  or  a  downstream
pipeline,  then responsibility for operations shall be deemed  to
be Shipper's.


                           ARTICLE VI

            RATES AND CHARGES FOR GAS TRANSPORTATION

6.1  TRANSPORTATION  RATES - Commencing upon the  effective  date
     hereof,  therates, charges, and surcharges  to  be  paid  by
     Shipper   to  Transporter  for  the  transportation  service
     provided  herein  shall be in accordance with  Transporter's
     Rate  Schedule FT-A and the General Terms and Conditions  of
     Transporter's FERC Gas Tariff.

6.2  INCIDENTAL   CHARGES   -   Shipper   agrees   to   reimburse
     Transporter for any filing or similar fees, which  have  not
     been  previously  paid  for  by Shipper,  which  Transporter
     incurs in rendering service hereunder.

6.3  CHANGES   IN  RATES  AND  CHARGES  -  Shipper  agrees   that
     Transporter  shall have the unilateral right  to  file  with
     the  appropriate  regulatory authority  and  make  effective
     changes  in (a) the rates and charges applicable to  service
     pursuant  to Transporter's Rate Schedule FT-A, (b) the  rate
     schedule(s)   pursuant   to  which  service   hereunder   is
     rendered,  or  (c)  any provision of the General  Terms  and
     Conditions  applicable to those rate schedules.  Transporter
     agrees   that   Shipper   may   protest   or   contest   the
     aforementioned filings, or may seek authorization from  duly
     constituted  regulatory authorities for such  adjustment  of
     Transporter's  existing  FERC Gas Tariff  as  may  be  found
     necessary to assure Transporter just and reasonable rates.

                           ARTICLE VII

                      BILLINGS AND PAYMENTS

Transporter  shall  bill  and Shipper shall  pay  all  rates  and
charges  in  accordance with Articles V and VI, respectively,  of
the General Terms and Conditions of the FERC Gas Tariff.

                          ARTICLE VIII

                  GENERAL TERMS AND CONDITIONS

This  Agreement shall be subject to the effective  provisions  of
Transporter's  Rate Schedule FT-A and to the  General  Terms  and
Conditions  incorporated therein, as the same may be  changed  or
superseded  from time to time in accordance with  the  rules  and
regulations of the FERC.

                           ARTICLE IX

                           REGULATION

9.1  This  Agreement  shall  be subject  to  all  applicable  and
     lawful  governmental statutes, orders, rules and regulations
     and  is contingent upon the receipt and continuation of  all
     necessary regulatory approvals or authorizations upon  terms
     acceptable  to  Transporter.  This Agreement shall  be  void
     and  of  no  force  and  effect if any necessary  regulatory
     approval  is  not  so  obtained or continued.   All  Parties
     hereto  shall cooperate to obtain or continue all  necessary
     approvals  or authorizations, but no Party shall  be  liable
     to  any  other Party for failure to obtain or continue  such
     approvals or authorizations.

9.2  The   transportation  service  described  herein  shall   be
     provided  subject  to  Subpart G,  Part  284,  of  the  FERC
     Regulations.

                            ARTICLE X

              RESPONSIBILITY DURING TRANSPORTATION

Except  as  herein specified, the responsibility for  gas  during
transportation  shall  be  as stated in  the  General  Terms  and
Conditions of Transporter's FERC Gas Tariff Volume No. 1.

                           ARTICLE XI

                           WARRANTIES

11.1 In  addition  to the warranties set forth in Article  IX  of
     the  General Terms and Conditions of Transporter's FERC  Gas
     Tariff, Shipper warrants the following:

     (a)  Shipper  warrants  that  all  upstream  and  downstream
           transportation arrangements are in place, or  will  be
           in  place  as  of  the  requested  effective  date  of
           service,  and  that it has advised  the  upstream  and
           downstream  transporters of the receipt  and  delivery
           points   under   this  Agreement  and   any   quantity
           limitations  for  each point as specified  on  Exhibit
           "A"   attached  hereto.  Shipper agrees  to  indemnify
           and   hold   Transporter  harmless  for   refusal   to
           transport  gas hereunder in the event any upstream  or
           downstream  transporter fails to  receive  or  deliver
           gas as contemplated by this Agreement.

     (b)  Shipper   agrees  to  indemnify  and  hold  Transporter
           harmless  from  all suits, actions,  debts,  accounts,
           damages,   costs,   losses  and  expenses   (including
           reasonable  attorneys fees) arising  from  or  out  of
           breach of any warranty by Shipper herein.

11.2 Transporter  shall not be obligated to provide  or  continue
     service hereunder in the event of any breach of warranty.

                           ARTICLE XII

                              TERM

12.1 This  Agreement shall be effective as of June 1,  1995,  and
     shall  remain  in  force  and effect  until  May  31,  2000,
     ("Primary   Term")  and  on  a  Automatic   Rollover   basis
     thereafter unless terminated by either Party upon  at  least
     thirty  (30)  days prior written notice to the other  Party;
     provided, however, that if the Primary Term is one  year  or
     more,  then  unless  Shipper elects upon  one  year's  prior
     written  notice to Transporter to request a lesser extension
     term,  the  Agreement shall automatically  extend  upon  the
     expiration of the Primary Term for a term of five years  and
     shall  automatically  extend  upon  the  expiration  of  the
     primary   term   for  a  term  of  five  years   and   shall
     automatically   extend  for  successive  five   year   terms
     thereafter  unless Shipper provides notice  described  above
     in   advance  of  the  expiration  of  a  succeeding   term;
     provided  further,  if the FERC or other  governmental  body
     having  jurisdiction over the service rendered  pursuant  to
     this  Agreement authorizes abandonment of such service, this
     Agreement  shall terminate on the abandonment date permitted
     by the FERC or such other governmental body.

12.2 Any portions of this Agreement necessary to resolve or cash-
     out  imbalances  under this Agreement  as  required  by  the
     General Terms and Conditions of Transporter's Tariff,  shall
     survive  the other parts of this Agreement until  such  time
     as  such balancing has been accomplished; provided, however,
     that  Transporter  notifies Shipper of  such  imbalance  not
     later  than  twelve  months after the  termination  of  this
     Agreement.

12.3 This  Agreement  will terminate automatically  upon  written
     notice  from Transporter in the event Shipper fails  to  pay
     all  of  the  amount  of any bill for services  rendered  by
     Transporter   hereunder  in  accord  with  the   terms   and
     conditions   of  Article  VI  of  the  General   Terms   and
     Conditions of Transporter's FERC Gas Tariff.

                          ARTICLE XIII

                             NOTICE

Except  as otherwise provided in the General Terms and Conditions
applicable  to  this Agreement, any notice under  this  Agreement
shall be in writing and mailed to the post office address of  the
Party intended to receive the same, as follows:

  TRANSPORTER:   TENNESSEE GAS PIPELINE COMPANY
                 P.O. BOX 2511
                 HOUSTON, TX 77252-2511
                 ATTENTION:  DIRECTOR, TRANSPORTATION CONTROL

  SHIPPER:

     NOTICES:    COLONIAL GAS CO
                 40 MARKET STREET
                 P.O. BOX 3064
                 LOWELL, MA  01853-3064
                 ATTENTION: MARTIN DEBRUIN

     BILLING:    COLONIAL GAS CO
                 40 MARKET STREET
                 P.O. BOX 3064
                 LOWELL, MA  01853-3064
                 ATTENTION: MARTIN DEBRUIN

or  to  such  other  address as either Party shall  designate  by
formal written notice to the other.

                           ARTICLE XIV

                           ASSIGNMENTS

14.1 Either  Party  may assign or pledge this Agreement  and  all
     rights  and  obligations hereunder under the  provisions  of
     any  mortgage, deed of trust, indenture, or other instrument
     which  it  has executed or may execute hereafter as security
     for  indebtedness.   Either  Party  may,  without  relieving
     itself  of  its obligation under this Agreement, assign  any
     of  its  rights  hereunder to a company  with  which  it  is
     affiliated.   Otherwise,  Shipper  shall  not  assign   this
     Agreement  or any of its rights hereunder, except in  accord
     with  Article  III,  Section 11 of  the  General  Terms  and
     Conditions of Transporter's FERC Gas Tariff.

14.2 Any  person  which  shall succeed by  purchase,  merger,  or
     consolidation  to  the  properties,  substantially   as   an
     entirety,  of either Party hereto shall be entitled  to  the
     rights  and  shall  be  subject to the  obligations  of  its
     predecessor in interest under this Agreement.

                           ARTICLE XV

                          MISCELLANEOUS

15.1 The  interpretation and performance of this Agreement  shall
     be  in  accordance with and controlled by the  laws  of  the
     State  of  Texas, without regard to the doctrines  governing
     choice of law.

15.2 If  any  provisions of this Agreement is declared  null  and
     void,  or  voidable,  by a court of competent  jurisdiction,
     then  that provision will be considered severable at  either
     Party's   option;   and  if  the  severability   option   is
     exercised,  the remaining provisions of the Agreement  shall
     remain in full force and effect.

15.3 Unless  otherwise  expressly provided in this  Agreement  or
     Transporter's  Gas Tariff, no modification of or  supplement
     to  the terms and provisions stated in this agreement  shall
     be  or  become  effective  until  Shipper  has  submitted  a
     request  for  change through the TENN-SPEED  2  System  and
     Shipper   has   been  notified  through  TENN-SPEED   2   of
     Transporter's agreement to such change.

15.4 Exhibit  "A"  attached  hereto  is  incorporated  herein  by
     reference and made a part hereof for all purposes.


IN WITNESS WHEREOF, the Parties hereto have caused this Agreement
to be duly executed as of the date first hereinabove written.

"TRANSPORTER"

TENNESSEE GAS PIPELINE COMPANY



BY:___________________________
  Agent and Attorney-in-Fact

DATE:_________________________


"SHIPPER"

COLONIAL GAS COMPANY


BY:____________________________

TITLE: ________________________

DATE: _________________________


                         GAS  TRANSPORTATION  AGREEMENT
                       (For Use Under FT-A Rate Schedule)
                                                                                
                                   EXHIBIT "A"
                  AMENDMENT #0 TO GAS TRANSPORTATION AGREEMENT
                               DATED June 1, 1995
                                     BETWEEN
                         TENNESSEE GAS PIPELINE COMPANY
                                       AND
                                 COLONIAL GAS CO
                                                                                
                                                                                
COLONIAL GAS CO
EFFECTIVE DATE OF AMENDMENT:  June 1, 1995
RATE SCHEDULE:  FT-A
SERVICE PACKAGE:  10778
SERVICE PACKAGE TQ:  16,083 Dth


                      INTERCONNECT 
METER   METER NAME    PARTY NAME     COUNTY  ST  ZONE R/D  LEG

020578  PENN-NFG-     NATIONAL FUEL  POTTER  PA  04   R    300
        ANDREWS       GAS SUPPLY    
        SETTLEMENT    CORP
        SA

020139	COLONIAL-     COLONIAL GAS   MIDDLE- MA  06   D    200
        TEWKSBURY     CO              SEX    
        MASS


                      INTERCONNECT 
METER   METER NAME    PARTY NAME       METER-TQ   BILLABLE-TQ

020578  PENN-NFG-     NATIONAL FUEL    16,083       16,083
        ANDREWS       GAS SUPPLY    
        SETTLEMENT    CORP
        SA
                     Total Receipt TQ: 16,083       16,083

020139	COLONIAL-     COLONIAL GAS     16,083       16,083
        TEWKSBURY     CO               
        MASS



NUMBER OF RECEIPT POINTS AFFECTED:  1
NUMBER OF DELIVERY POINTS AFFECTED:  1


Note:  Exhibit "A" is a reflection of the contract and all amendments
as of the amendment effective date.


           [END OF EXHIBIT 10rr TO COLONIAL GAS COMPANY
             10-K FOR YEAR ENDED DECEMBER 31, 1995]