EXHIBIT (10)(iii)21

                      SUPPLEMENTAL PARTICIPATION AGREEMENT

         A  Participation  Agreement  made  and  entered  into  this  1st day of
October,  2001,  between  Central Hudson  Enterprises  Corporation  (hereinafter
referred  to as the  "Participating  Employer"),  Central  Hudson Gas & Electric
Corporation (hereinafter referred to as the "Employer"),  and ING National Trust
(hereinafter referred to as the "Trustees").

         WHEREAS, the Participating Employer desires to reward its employees for
faithful service, to establish a bond between employer and employee,  to provide
an  incentive  for  efficient  and  conscientious  work,  to  provide a fund for
retirement,  disability,  or death, and to retain high-calibre fellow employees;
and

         WHEREAS, there exists a Profit Sharing Plan entered into on the 1st day
of October,  2001 namely the Central Hudson Gas & Electric  Corporation  Savings
Incentive  Plan,  called the "Plan,"  between  Employer and the Trustees (a copy
being attached hereto as Exhibit "A" and made a part hereof by reference); and

         WHEREAS,  Plan  Section  9.1  provides  that  any  other  Participating
Employer may, with the consent of the Employer,  adopt the Plan and  participate
therein  by  a  properly  executed  document  evidencing  said  intent  of  said
Participating Employer;

         NOW,  THEREFORE,  the Participating  Employer hereby becomes a party to
the Plan,  effective  the 1st day of October,  2001,  and the  Employer  and the
Trustees  hereby consent to such adoption and  participation  upon the following
terms:

         (1)  Wherever  a right  or  obligation  is  imposed  upon  the
         Employer  by the terms of the Plan,  the same shall  extend to
         the  Participating  Employer as the "Employer"  under the Plan
         and shall be separate and distinct  from that imposed upon the
         Employer.  It  is  the  intention  of  the  parties  that  the
         Participating  Employer  shall  be a  party  to the  Plan  and
         treated in all respects as the Employer  thereunder,  with its
         employees to be considered  as the Employees or  Participants,
         as the case may be, thereunder.  However, the participation of
         the  Participating  Employer  in  the  Plan  shall  in no  way
         diminish, augment, modify, or in any way affect the rights and
         duties of the Employer, its Employees, or Participants,  under
         the Plan.

         (2)  The  Trustees   hereby  agree  to  receive  and  allocate
         contributions  made  to the  Plan by the  Employer  and by the
         Participating  Employer, as well as to do and perform all acts

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         that are  necessary  to keep records and accounts of all funds
         held for  Participants  who are  Employees  of the  respective
         employers.

         (3) The  execution  of this  Agreement  by this  Participating
         Employer  shall be  construed  as the  adoption of the Plan in
         every  respect  as if said Plan had this  date  been  executed
         between the Participating Employer and the Trustees, except as
         otherwise  expressly  provided herein or in any amendment that
         may subsequently be adopted hereto.

         (4)  All  actions  required  by the  Plan to be  taken  by the
         Employer shall be effective with respect to the  Participating
         Employer if taken by the Employer and pursuant to Plan Section
         9.3, the Participating  Employer hereby irrevocably designates
         the Employer as its agent for such purposes.

         IN WITNESS WHEREOF,  the Participating  Employer,  the Employer and the
Trustees have caused this Supplemental Participation Agreement to be executed in
their respective names on the day and date first above written.

Signed, sealed and delivered
in the presence of:

                                         Central Hudson Enterprises Corporation

                                               BY  /s/ ALLEN PAGE
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As to Participating Employer

Signed, sealed, and delivered
in the presence of:

 /s/ THOMAS C. BROCKS                          BY   /s/ THOMAS C. BROCKS
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As to Employer

                                          TRUSTEES

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As to Trustees
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