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                                                        EXHIBIT 10(t)

                         EMPLOYMENT AGREEMENT

                                between

                           AQUARION COMPANY

                                  and

                            DAVID C. HOULE

                      dated as of October 1, 1995 
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     THIS AGREEMENT, made effective as of October 1, 1995 by and

between AQUARION COMPANY (the "Company"), a Delaware corporation, and

DAVID C. HOULE, of 4820 Salem Ridge Road, Holly Springs, North

Carolina 27540 (the "Executive"),


                    W I T N E S S E T H   T H A T :

     WHEREAS:

     i.        The Executive is a principal officer of the Company and

an integral part of its senior management who participates in the

decision making process relative to short and long term planning and

policy for the Company;

     ii.       The Board of Directors of the Company, at its meeting

on September 1, 1995, determined that it would be in the best

interests of the Company and its shareholders to assure continuity in

the management of the Company's administration and operations by

entering into an employment agreement to retain the services of the

Executive on an extended basis; and

     iii.      The Executive is willing to continue to serve the

Company as a member of its senior management on the terms and

conditions set forth herein;

     NOW, THEREFORE, it is hereby agreed by and between the parties

hereto as follows:



     1.   Employment.  The Company agrees to continue the Executive in
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its employ, and the Executive agrees to remain in the employ of the

Company, for the period stated in Paragraph 3 hereof and upon the

other terms and conditions herein provided. 
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     2.   Position and Responsibilities.  During the period of his
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employment hereunder, the Executive agrees to serve as President of

Industrial and Environmental Analysts, Inc. ("IEA") for the period for

which he is and shall from time to time be elected, and to be

responsible for the general management of the affairs of IEA,

reporting directly to the Chief Executive Officer of the Company, with

such duties and responsibilities, consistent with such position as the

Board of Directors or the Chief Executive Officer of the Company may

from time to time determine.  During said period, the Executive also

agrees to serve, if elected, as an officer and director of the Company

or any other subsidiary or affiliate of the Company.

     3.   Term and Duties.
          ---------------

          (a)  Term of Employment.  The term of the Executive's
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employment under this Agreement shall be deemed to have commenced as

of the date first above written and shall continue for a period of

twenty-four full calendar months thereafter, subject to extension as

hereinafter provided.  On the first day of each month following the

date first above written, the term of the Executive's employment under

this Agreement shall be automatically extended unless prior thereto

the Company shall deliver to the Executive or the Executive shall

deliver to the Company written notice that such term of employment

shall not be extended, in which case such term shall end at the 
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expiration of the then existing term of employment under this

Agreement, including any previous extensions, and shall not be further

extended except by agreement of the Company and the Executive.  Any

such automatic extension shall be for one additional full calendar

month (for a total term upon such extension of twenty-four full

calendar months), unless the Executive will attain age 65 prior to

completion of twenty-four full calendar months following the extension

date, in which case the term of the Executive's employment under this

Agreement shall terminate on the last day of the month in which the

Executive attains age 65.

          (b)  Duties.  During the period of employment hereunder and
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except for illness or incapacity and reasonable vacation periods

(which shall not be less than 22 days in any calendar year), the

Executive's business time, attention, skill and efforts shall be

exclusively devoted to the business and affairs of the Company and its

subsidiaries; provided, however, that nothing in this Agreement shall

preclude the Executive from devoting time during reasonable periods

required for:

  (i)     serving as an officer, director or member of a committee of

          any company or organization involving no conflict of

          interest with the Company or any of its subsidiaries or

          affiliates,

 (ii)     delivering lectures and fulfilling speaking engagements, and 

(iii)     engaging in charitable and community activities, provided 
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          that such activities do not materially affect or interfere

          with the performance of the Executive's obligations to the

          Company.

     4.   Compensation.
          ------------

          (a)  For all services rendered by the Executive in any

capacity during employment under this Agreement, including services as

an executive, officer, director, or member of any committee of the

Company or any subsidiary or affiliate thereof, the Company shall pay

the Executive a base salary at the rate of not less than $150,000 per

year, subject to such periodic increases as the Board shall deem

appropriate in accordance with the Company's customary procedures and

practices regarding the salaries of senior management employees.  Such

salary shall be payable in accordance with the customary payroll

practices of the Company, but in no event less frequently than

monthly.  Such periodic increases in salary, once granted, shall not

be subject to revocation.

          (b)  Executive shall be entitled to participate, at the

discretion of the Board, in any Company or IEA incentive or bonus plan

covering some or all of their executive officers that is in effect

during the period of his employment hereunder and to receive benefits

thereunder on a basis consistent with the overall administration and

intent of any such plan and with past practice, if any, under such

plan.  

          (c)  Nothing in this Agreement shall preclude or affect any 
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rights or benefits that may now or hereafter be provided for the

Executive or for which the Executive may be or become eligible under

any other form of compensation or employee benefit plan now existing

or that may hereafter be adopted or awarded by IEA or the Company;

provided, however, that, subject to Paragraph 7(c)(iv), nothing in

this Agreement shall preclude the Company or IEA from amending or

terminating any such plan or program, on the condition that such

amendment or termination is applicable to all senior management

employees generally.

     5.   Business Expenses.  The Company shall pay or reimburse the
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Executive for all reasonable travel and other expenses incurred in

connection with the performance of the Executive's duties under this

Agreement in accordance with such procedures as the Company may from

time to time establish.  The Company further agrees to furnish the

Executive with a private office and a private secretary and such other

assistance and accommodations, including an automobile and appropriate

club membership, as shall be suitable to the character of the

Executive's position with the Company and adequate for the performance

of the Executive's duties under this Agreement.

     6.   Additional Benefits.  Nothing in this Agreement shall affect
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the Executive's eligibility to participate in all group health,

dental, hospitalization, life, travel or accident or other insurance

plans or programs and all other perquisites, fringe benefits or 
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retirement plans or additional compensation, including termination pay

programs, which the Company may hereafter, in its sole and absolute

discretion, elect to make available to its senior management employees

generally, and the Executive shall be eligible to receive, during the

period of employment under this Agreement, all benefits and emoluments

for which key employees are eligible under every such plan, program,

perquisite or arrangement to the extent permissible under the general

terms and provisions thereof.

     7.   Termination of Employment.  Notwithstanding any other
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provision of this Agreement, the Executive's employment under this

Agreement may be terminated:

          (a)  by the Company, in the event of the Executive's

serious, willful misconduct in respect of the Executive's duties under

this Agreement, including conviction for a felony or perpetration of a

common law fraud which has resulted or is likely to result in material

economic damage to the Company or any of its subsidiaries, by written

notice to the Executive, specifying the event relied upon for such

termination;

          (b)  by either the Company or the Executive, if the

executive accepts employment or a consulting position with another

company; or

          (c)  by the Executive, in the event of any (i) material

change by the Company of the Executive's functions, duties or

responsibilities which change would cause the Executive's position 
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with the Company to become of less dignity, responsibility, importance

or scope from the position and attributes thereof described in

Paragraph 2 above, (ii) assignment or reassignment by the Company or

by one of its subsidiaries of the Executive to another place of

employment outside of 35 miles from Cary, North Carolina, (iii)

liquidation, dissolution, consolidation, or acquisition or merger of

the Company, or transfer of all or substantially all of its assets

other than a transaction in which a successor corporation with a net

worth at least equal to that of the Company assumes this Agreement and

all obligations and undertakings of the Company hereunder, or (iv)

reduction in the Executive's total compensation and benefits, as

specified in Paragraph 4 above and as currently provided, or other

material breach of this Agreement by the Company or any of its

subsidiaries, by thirty (30) days written notice to the Company,

specifying the event relied upon for such termination and given within

180 days after such event.

     8.   Payments Upon Termination of Employment.  In the event of
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any termination by the Executive pursuant to Paragraph 7(c) above, or

in the event the Executive's employment under this Agreement is

terminated by the Company for any reason other than one of those

specified in Paragraphs 7(a) or 7(b) above, the Company shall, as

liquidated damages or severance pay, or both, promptly pay to the

Executive and provide the Executive and the dependents, beneficiaries

and estate of the Executive as follows: 
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          (a)  The Company shall pay the Executive, at his option,

either as a lump sum or in equal monthly installments over the

unexpired portion of the term of employment provided for in Paragraph

3(a) above, a cash amount equal to the present value of the excess of

(i) the salary provided in Paragraph 4(a) above, including the

increases therein provided, for the unexpired portion of the term of

employment provided for in Paragraph 3(a) above (commencing with the

month in which termination shall have occurred) less the amounts, if

any, the Executive would have paid in cash in respect of employee

benefits provided for in Paragraph 4(c) above if the Executive were

still employed, over (ii) the amounts, if any, paid to the Executive

pursuant to any severance or termination pay program or arrangement of

the Company or any of its subsidiaries, provided, however, that in no

event shall the amount paid hereunder exceed 1.5 times the Executive's

annual salary.

          (b)  For purposes of calculating the lump sum cash payments

provided by Paragraphs 8(a) above, present value shall be determined

by using a discount factor equal to one percentage point below the

prime rate as published in The Wall Street Journal as of the date on

which termination shall have occurred.

          (c)  For a period of 24 months (commencing with the month in

which termination shall have occurred), the Executive shall continue

to be entitled to all employee benefits provided for in Paragraph 4(c)

above as may be in effect on the date of termination, as if the

Executive were still employed during such period under this Agreement, 
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with benefits based upon the compensation used to calculate the

payments provided by Paragraph 8(a) above, and if and to the extent

that such benefits shall not be payable or provided under any such

plan, the Company shall pay or provide such benefits on an individual

basis.  The medical, dental, health and welfare benefits provided for

in Paragraph 4(c) above, in accordance with this Paragraph 8(c) shall

be secondary to any comparable benefits provided by another employer

provided that an appropriate refund is made of any reduction in the

amount paid pursuant to Paragraph 8(a)(i) which had assumed that such

benefits would be primary.

     9.   Source of Payments; Interest.  All payments provided for in
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Paragraphs 4, 5, 6 and 8 above shall be paid in cash from the general

funds of the Company.  Any payments not made within thirty (30) days

after termination or such time as they may otherwise be due hereunder

shall bear interest at the interest rate used to establish the

discount factor provided for in Paragraph 8(b).  The Company shall not

be required to establish a special or separate fund or other

segregation of assets to assure such payments.

     10.  Litigation Expenses.
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          (a)  In the event of any litigation or other proceeding

between the Company and the Executive with respect to the subject

matter of this Agreement and the enforcement of rights hereunder, the

Company shall reimburse the Executive for all reasonable costs and 
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expenses relating to such litigation or other proceeding, including

reasonable attorneys' fees and expenses, provided that such litigation

or proceeding results in any:

  (i)     settlement requiring the Company to make a payment to the

          Executive, or

 (ii)     judgement or order in favor of the Executive enforcing any

          provision of this Agreement or awarding any payment or other

          consideration to the Executive, regardless of whether such

          judgement or order is subsequently reversed on appeal or in

          a collateral proceeding.

In no event shall the Executive be required to reimburse the Company

for any of the costs and expenses relating to such litigation or other

proceeding. The obligation of the Company under this Paragraph 10

shall survive the termination for any reason of this Agreement

(whether such termination is by the Company, by the Executive, upon

the expiration of this Agreement or otherwise).

     11.  Income Tax Withholding.  The Company may withhold from any
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payments made under this Agreement all federal, state, city or other

taxes as shall be required pursuant to any law or governmental

regulation or ruling.

     12.  Non-Disclosure of Proprietary Information.  The Executive
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will gain, with respect to the Company and its affiliates, detailed

knowledge of all affairs, trade secrets, discoveries, plans, 
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development work in process, cost information, outstanding bid and bid

proposal information, customer requirements, contractual provisions,

employee capabilities and proposed marketing initiatives, other

confidential information and the like (the "Proprietary Information")

in the course of the Executive's employment hereunder and under any

prior employment agreement with the Company or an affiliate, and the

Executive will necessarily continue to have the fullest knowledge of

such matters.  Disclosure to or utilization of such knowledge and

Proprietary Information to any person, firm, business, organization,

corporation, agency or other entity, whether or not engaged in any

line of business competing in any respect with the business of the

Company as now constituted, or as the same may be developed will cause

irreparable injury and damage to the business of the Company.  The

Executive covenants and agrees that he will not at any time, during

and after the period of his employment hereunder, except as may be

required by law, disclose any of the Proprietary Information to, or

utilize such information on behalf of, any person, firm, business,

organization, corporation, agency or other entity (other than an

employee or agent of the Company entitled to receive the same).  The

Executive's obligations under this Paragraph 12 shall not apply to

information which is or becomes part of the public domain through no

fault of the Executive.  Further, upon termination of his employment

hereunder, the Executive agrees that he will deliver to the Company,

or any affiliated company designated by the Company, any and all

records, files, lists or other documents containing information within 
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the scope of the foregoing description, including, without limitation,

the Executive's records of contracts with customers and potential

customers, and all copies of the same, and shall not retain any copies

of Proprietary Information.

     13.  Executive's Inventions.  The Executive will promptly submit
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to the Company written disclosures of all inventions, improvements and

discoveries relating to the business, whether or not patentable

(hereinafter "Inventions") which are made or conceived by him, along

or jointly with others, while in the Company's or IEA's employ.  Title

to all such Inventions that shall be within the existing or

contemplated scope of the Company's or IEA's business at the time such

Inventions are made or conceived or which result from or are suggested

by any work he may do for or on behalf of the Company or IEA, together

with such patent, patents or other legal protections as may be

obtained thereon in the United States of America and all foreign

countries, shall belong to the Company.  The Executive will assign

such title to the Company and, upon the request of the Company and

after the Executive's termination for any reason, execute all proper

papers for use in applying for, obtaining, maintaining and enforcing

such patents or other legal protections as the Company may desire and

will execute and deliver all proper assignments thereof, when so

requested, without further remuneration but at the expense of the Company.
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     14.  Non-Competition. 
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     (a)  The Executive covenants and agrees that, for a period ending

two (2) years from the Effective Date or a period ending one (1) year

after the termination of this Agreement, whichever is later, he will

not engage in any business competitive in any respect with the

business of the Company or IEA, their successors or assigns, as such

business is now constituted or as the same may be developed during the

Executive's employment in the geographic area designated in Section

14(c).

     (b)  The Executive shall be deemed to be engaged in such business

directly or indirectly if he is a sole proprietor or an employee,

officer, director, trustee, agent or partner of, or a consultant or

advisor to or for, a person, firm, corporation, association, trust or

other entity (other than the Company or IEA) which is engaged in such

business. This restriction shall not apply to the ownership of five

percent (5%) or less of the total outstanding issue of any class of

securities listed in the over-the-counter market or a national

securities exchange.

     (c)  Except as provided below, the geographic scope of the

Executive's covenant not to compete shall be:

          (i)  the states of North Carolina, Florida, Connecticut, New

     Jersey, Massachusetts, Vermont and Illinois; and

          (ii) the following states:  Indiana, Ohio, Michigan,

     Wisconsin, New York, Pennsylvania, South Carolina, Virginia, 
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     Georgia, Alabama; and

          (iii)     any state in the United States of America in which

     the Executive is rendering services for the Company or IEA at the

     time of termination of employment.

     (d)  For the term set forth in Section 14(a) above, the Executive

covenants and agrees that, he will not, directly or indirectly,

solicit any person who is employed by the Company or any subsidiary at

the time of termination of the Executive's employment or within the

preceding six-month period to leave the employ of the Company or any

subsidiary or to render services to any business which competes with

the business of the Company or any subsidiary.

     (e)  The Executive agrees that the remedy at law for any breach

of the covenant contained in this Section 14 will be inadequate and

that any breach would cause such immediate and permanent damages as

would be impossible to ascertain, and, therefore, the Executive agrees

and consents that in the event of any breach of any provision of such

covenant by him, in addition to any and all legal and equitable

remedies available to the Company, its successors and assigns for such

breach, including a recovery of damages, the Company, its successors

and assigns shall be entitled to obtain preliminary injunctive relief

without the necessity of proving actual damages by reason of such

breach, and, to the extent permitted by applicable statutes and rules

of procedure, a temporary restraining order (or similar procedural

device) may be granted immediately upon the commencement of such

action. 
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     15.  Entire Understanding.  This Agreement contains the entire
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understanding between the Company and the Executive with respect to

the subject matter hereof and supersedes any prior employment

agreement between the Company and the Executive, except that this

Agreement shall not affect or operate to reduce any benefit or

compensation inuring to the Executive of a kind elsewhere provided and

not expressly provided in this Agreement.

     16.  Severability.  If, for any reason, any one or more of the
          ------------
provisions or part of a provision contained in this Agreement shall be

held to be invalid, illegal or unenforceable in any respect, such

invalidity, illegality or unenforceability shall not affect any other

provision or part of a provision of this Agreement not held so

invalid, illegal or unenforceable, and each other provision or part of

a provision shall to the full extent consistent with law continue in

full force and effect.  If this Agreement is held invalid or cannot be

enforced, then to the full extent permitted by law any prior agreement

between the Company and the Executive shall be deemed reinstated as if

this Agreement had not been executed.

     17.  Consolidation, Merger, or Sale of Assets.  Nothing in this
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Agreement shall preclude the Company from consolidating or merging

into or with, or transferring all or substantially all of its assets

to, another corporation or acquiring entity which assumes this 
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Agreement and all obligations and undertakings of the Company

hereunder.  Upon such a consolidation, merger or transfer of assets

and assumption, the term, "the Company", as used herein shall mean

such other corporation or acquiring entity and this Agreement shall

continue in full force and effect.

     18.  Notices.  All notices, requests, demands and other
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communications required or permitted hereunder shall be given in

writing and shall be deemed to have been duly given if delivered or

mailed, postage prepaid, first class as follows:

          (a)  to the company:

               Aquarion Company
               835 Main Street
               Bridgeport, Connecticut  06601
               Attention:  Secretary

          (b)  to the Executive:

               David C. Houle
               4820 Salem Ridge Road
               Holly Springs, North Carolina 27540

or to such other address as either party shall have previously

specified in writing to the other.

     19.  No Attachment.  Except as required by law, no right to
          -------------
receive payments under this Agreement shall be subject to

anticipation, commutation, alienation, sale, assignment, encumbrances,

charge, pledge, or hypothecation or to execution, attachment, levy, or

similar process or assignment by operation of law, and any attempt,

voluntary or involuntary, to effect any such action shall be null, 

void and of no effect.
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     20.  Binding Agreement.  This Agreement shall be binding upon,
          -----------------
and shall inure to the benefit of, the Executive and the Company and

their respective permitted successors and assigns.

     21.  Modification and Waiver.  This Agreement may not be modified
          -----------------------
or amended except by an instrument in writing signed by the parties

hereto.  No term or condition of this Agreement shall be deemed to

have been waived, nor shall there be any estoppel against the

enforcement of any provision of this Agreement except by written

instrument signed by the party charged with such waiver or estoppel. 

No such written waiver shall be deemed a continuing waiver unless

specifically stated therein, and each such waiver shall operate only

as to the specific term or condition waived and shall not constitute a

waiver of such term or condition for the future or as to any act other

than that specifically waived.

     22.  Headings of No Effect.  The paragraph headings contained in
          ---------------------
this Agreement are included solely for convenience of reference and

shall not in any way affect the meaning or interpretation of any of

the provisions of this Agreement.

     23.  Governing Law.  This Agreement and its validity,
          -------------
interpretation, performance, and enforcement shall be governed by the 

laws of the State of Connecticut.
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     IN WITNESS WHEREOF, the Company has caused this Agreement to be

executed and its seal to be affixed hereunto by its officers thereunto

duly authorized, and the Executive has signed this Agreement, all as

of the date first above written.



                                   AQUARION COMPANY
ATTEST:



                                   By:  
-------------------------------         --------------------------
Secretary                               Richard K. Schmidt
                                        Its Chief Executive Officer




                                   --------------------------------
                                   David C. Houle 
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