EXHIBIT 99(3)



FINANCIAL STATEMENTS AND SCHEDULES
AS OF DECEMBER 31, 1999 AND 1998
TOGETHER WITH
REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS







CONNECTICUT NATURAL GAS CORPORATION
UNION EMPLOYEE SAVINGS PLAN
INDEX

|Report of Independent Public Accountants                                                                            | 1 
|------------------------------------------------------------------------------------------------------------------- | --
|FINANCIAL STATEMENTS:
Statements of Net Assets Available for Benefits as of December 31, 1999 and
1998              | 2 
|Statements of Changes in Net Assets Available for
Benefits for
  the Years Ended December 31, 1999, 1998 and 1997   | 3 
|Notes to Financial Statements and
Schedules                                                                         | 4 
|SCHEDULES:
Schedule I - Schedule H, 4(i)  Schedule of Assets Held for
  Investment Purposes as of December 31, 1999 | 10
|Schedule II - Schedule H, 4(j)- Schedule of
Reportable Transactions 
  for the Year Ended December 31, 1999         | 11



All schedules, except those as set forth above, are omitted as not applicable
or not required.



REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS

To the Plan Administrator of 
Connecticut Natural Gas Corporation
Union Employee Savings Plan:

We have audited the accompanying statements of net assets available for
benefits of Connecticut Natural Gas Corporation Union Employee Savings Plan (the
Plan) as of December 31, 1999 and 1998, and the related statements of changes in
net assets available for benefits for each of the three years in the period
ended December 31, 1999.  These financial statements and schedules referred to
below are the responsibility of the Plan's management.  Our responsibility is to
express and opinion on these financial statements and schedules based on our
audits.

We conducted our audits in accordance with auditing standards generally
accepted in the United States.  Those standards require that we plan and perform
the audit to obtain reasonable assurance about whether the financial statements
are free of material misstatement.  An audit includes examining, on a
test basis, evidence supporting the amounts and disclosures in the financial
statements.  An audit also includes assessing the accounting principles used and
significant estimates made by management, as well as evaluating the overall
financial statement presentation.  We believe that our audits provide
a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in
all material respects, the net assets available for benefits of the Plan as of
December 31, 1999 and 1998, and the changes in net assets available for benefits
for each of the three years in the period ended December 31, 1999, in conformity
with accounting principles generally accepted in the United States.

Our audits were made for the purpose of forming an opinion on the basic
financial statements taken as a whole.  The supplemental schedules of
assets held for investment purposes and reportable transactions are presented
for purposes of additional analysis and are not a required part of the basic
financial statements but are supplementary information required by the
Department of Labor's Rules and Regulations for Reporting and Disclosure under
the Employee Retirement Income Security Act of 1974.  These
supplemental schedules have been subjected to the auditing procedures applied in
the audits of the basic financial statements and, in our opinion, are fairly
stated in all material respects in relation to the basic financial statements
taken as a whole.

By S/ Arthur Andersen LLP
      Arthur Andersen LLP

Hartford, Connecticut
June 1, 2000



Connecticut Natural Gas Corporation
Union Employee Savings Plan
Statements of Net Assets Available for Benefits
As of December 31, 1999 and 1998



|                                                                                                              |                                        |                                                
|------------------------------------------------------------------------------------------------------------- | -------------------------------------- | -----------------------------------------------
|                                                                                                              | 1999                                   | 1998                                           
|Assets:                                                                                                       |                                        |                                                
|Investments, at current value                                                                                 | $24,368,937                            | $19,444,248                                    
|Participant notes receivable                                                                                  | 514,582                                | 349,432                                        
|Cash and temporary investments
     Total investments
Accounts receivable:
   Employer
   Employees
   Broker | 12,852
24,896,372 
- 
- - 
          - | 912
19,794,592
45,791
101,66616,412
    163,869
|Liabilities:                                                                                                  |                                        |                                                
|Accounts Payable to broker                                                                                    | (11,119)                               | -                                              
|Net Assets Available for Benefits                                                                             | $24,885,253                            | $19,958,461                                    

The accompanying notes are an integral part of these financial statements.





Connecticut Natural Gas Corporation
Union Employee Savings Plan
Statements of Changes in Net Assets Available for Benefits
For the Years Ended December 31, 1999, 1998 and 1997

|                                                                            |                           |                    |                 
|--------------------------------------------------------------------------- | ------------------------- | ------------------ | ----------------
|                                                                            | 1999                      | 1998               | 1997            
|Additions to net assets 
  attributed to:                                   |                           |                    |                 
|                                                                            |                           |                    |                 
|Unrealized appreciation of 
    investments                                 | $ 2,419,204               | $   579,520        | $   926,504     
|                                                                            |                           |                    |                 
|Dividends and interest
income                                               | 1,675,594                 | 1,227,196          | 1,364,274       
|                                                                            |                           |                    |                 
|Realized gains (losses), net                                                | 706,062                   | (84,308)           | (159,981)       
|Contributions:                                                              |                           |                    |                 
|Employees                                                                   | 984,553                   | 967,192            | 881,188         
|Employer                                                                    | 485,807                   | 490,861            | 483,582         
|                                                                            |                           |                    |                 
|Total
contributions                                                         | 1,470,360                 | 1,458,053          | 1,364,770       
|Transfers, net
Other, net
         Total
additions                          | 33,009
(73,949)
6,230,280 | -
10,467
3,190,928 | 41,494
3,537,061
|Deductions from net assets attributed to:  
  Benefits paid to participants | (1,303,488)               | (1,032,773)        | (868,731)       
|                                                                            |                           |                    |                 
|Net increase                                                                | 4,926,792                 | 2,158,155          | 2,668,330       
|Net Assets Available for Benefits:
  Beginning of year                      | 19,958,461                | 17,800,306         | 15,131,976      
|End of year                                                                 | $24,855,253               | $19,958,461        | $17,800,306     

The accompanying notes are an integral part of these financial statements.



Connecticut Natural Gas Corporation
Union Employee Savings Plan
Notes to Financial Statements and Schedules
December 31, 1999 and 1998

1.   DESCRIPTION OF THE PLAN
The following description of the Connecticut Natural Gas Corporation Union
Employee Savings Plan (the Plan) is provided for general information purposes
only.  More complete information regarding the Plan's provisions may be found in
the Plan document.

General

The Plan is a defined contribution thrift plan open to union employees of
CTG Resources, Inc. (the Company) and its subsidiaries and affiliates.  In June
1999, the Company entered into an agreement and plan to merge (the Merger) with
Energy East Corporation (Energy East).

The Plan was established by the Company under the provisions of Section
401(a) of the Internal Revenue Code (IRC), and it includes a qualified cash or
deferred arrangement as described in Section 401(k) of the IRC for the benefit
of eligible employees of the Company.  The Plan is subject to the provisions of
the Employee Retirement Income Security Act of 1974 (ERISA).  The Plan
Administrator is the Company. The Compensation Committee of the Company's Board
of Directors appointed an Administrative Committee to serve as manager of the
Plan.  Putnam Fiduciary Trust Company, trustee of the Plan, holds the Plan's
investments and executes transactions therein.

Eligibility

Effective July 1, 1999, employees are eligible to participate in the Plan
in the first payroll period beginning on or after the first day of the month
following the employee's date of employment if at least age 21, are employed
full time and are covered by a collective bargaining agreement between the
Company and any union which provides for participation under the Plan.

Prior to July 1, 1999, employees were eligible to participate if they were at
least age 21; were employed by the Company for one year or more; completed 1,000
hours or more of services in a 12-month period beginning with date of hire; and
employed for 20 or more hours per week and were covered by a collective
bargaining agreement between the Company and any union which provided for
participation under the plan.

The number of employees participating in the Plan as of December 31, 1999 and
1998 was 315 and 314, respectively.

Contributions

Eligible employees may elect to participate in the Plan and authorize
payroll deductions of not less than 1% and not greater then 16% of basic
earnings as savings contributions to their accounts during each year, subject to
the limits under Section 415 of the IRC.

The Company will match a percentage of an employee's compensation depending
on age or years of continuous service.  The amount of the Company contribution
will be determined according to the schedule below.  However, if an employee's
elected savings allotment is less than the percentage contained in the schedule,
the Company will match no more than the percentage contributed by the
employee.

As of December 31, 1999, if an employee's:



|Years of continuous
Service are: | or	   Age is | The Company will
contribute:
|-------------------------------- | ------------ | ----------------------------
|20                               | 45           | 4.5% of compensation        
|10                               | 35           | 3% of compensation          
|Less than 10                     | Under 35     | 2% of compensation          



Investment Options

Plan participants direct their contributions among various investment
options in 5% increments, and they may elect to change their investment options
at any time.

All Company matching contributions are invested in the Common Stock Fund.
Beginning on March 1, 1996 and continuing on a quarterly basis through October
1, 1999, the Plan Administrator directed that portions of the non-participant
directed Common Stock Fund be transferred to the participant directed Common
Stock Fund based upon a predetermined schedule.  These transfers are scheduled
to take place on January 1, April 1, July 1, and October 1 of each year, with
the exception of 1996 for which the March 1
, 1996, all Company matching contributions are being invested in the participant
directed Common Stock Fund.

In addition to transfers between the various funds noted above as a result of
investment elections made by Plan participants, transfers are also made to or
from the Union Employee Savings Plan for those employees who transfer to (from)
the Company's non-union payroll.

Effective with the Merger, for each share of CTG Common Stock, each
participant will be able to elect to receive either Energy East common stock,
$41 in cash or a mix of cash and Energy East Common Stock, subject to the
provisions of the Merger agreement.

Vesting

Participants are fully vested in their contributions and the earnings
thereon.  Participants are vested in the Company matching contributions and the
earnings thereon as follows:

|Years of Continuous Service
are | Percentage Vested
|------------------------------- | -----------------
|Less than 1                     | 0%               
|1 but less than 2               | 20               
|2 but less than 3               | 40               
|3 but less than 4               | 60               
|4 but less than 5               | 80               
|5 or more                       | 100              



Participants also become fully vested in their Company matching
contribution account if any one of the following occurs: death; disability;
attainment of age 65 (normal retirement date); total or partial termination of
the Plan; or discontinuance of Company contributions to the Plan.

Upon termination of employment before full vesting, the non-vested Company
match portion of a participant's common stock account shall be forfeited after
five years if the participant is not rehired and applied as a credit against the
employer's future contributions.

Effective with the consummation of the Merger, all participants will be fully
vested in the Company's matching contributions and earnings thereon without
regard to the number of years of continuous service.

Benefits

Upon termination of employment due to retirement, disability, or death, a
participant (or his/her beneficiary) may elect to receive a lump sum
distribution equal to the value of the participant's vested interest in his/her
account as soon as practicable following the termination date or defer the
distribution to some future date.



Participants may request the withdrawal of certain account balances prior to
termination of employment.  Application for withdrawal of after-tax
contributions and employee IRA contributions may be made once a year.  There are
no Plan penalties for such withdrawals.

Participant Notes Receivable

Effective May 1, 1998, (July 1, 1998 for those Plan participants covered
by the collective bargaining agreement between the Company and its Greenwich
division employees) the Board of Directors adopted an amendment to the Plan
which established a participant loan provision.  Under this provision, a Plan
participant is allowed to borrow a minimum of $1,000 up to a maximum of one-half
of the participant's vested account balance or $50,000, less the highest
outstanding loan balance in the prior 12 months, whichever is less.  Each loan
carries an interest rate of prime plus 1%, established on the first day of the
calendar quarter in which the loan is made.  Security for each loan is provided
by one-half of the Plan participant's vested account balance.  Two types of
loans are available to Plan participants - "general purpose" and "principal
residence" loans.  Full repayment of each of these types of loans is required
within five and fifteen years following loan origination, respectively, and loan
refinancings are not permitted.  All loans require level amortization with
principal and interest payments made at least quarterly, and for those Plan
participants who are active employees, payments are made ratably through payroll
deductions.  No Plan participant may have more than one "general purpose" and
one "principal residence" loan outstanding at any time.

Participant Accounts

Individual accounts are maintained for each of the Plan's participants to
reflect the participant's share of the Plan's income, the participant's and the
Company's contributions, and the participant's loan(s) (if applicable).
Allocations of Plan income are based on the share balances in the participants'
accounts.

2.   SUMMARY OF SIGNIFICANT ACCOUNTING POLICIESBasis of Accounting

The accompanying financial statements have been prepared on the accrual
basis of accounting.

Income Recognition

Dividend income is recorded on the ex-dividend rate.  Interest income is
recorded as earned.

Investment Valuation

The Plan's investments are reflected at current value.  The shares of the
Common Stock Fund and the Putnam mutual funds owned by the Plan, with the
exception of the Putnam Stable Value Fund, are valued at market as determined by
the quoted market price as of the last business day of the year.  The latter
fund is valued at contract value (cost plus accumulated earnings) which
approximates current value.  Purchases and sales of securities are reflected on
a trade date basis.  Realized and unrealized appreciation presented in the
accompanying statements of changes in net assets available for benefits are
computed based on the change in the current value of the Plan assets from year
to year.

Administrative Expenses

Administrative expenses of the Plan may be paid by either the Company or
the Plan.  During 1999, 1998 and 1997, the Company paid all administrative
expenses relating to the Plan.

Use of Estimates in the Preparation of Financial Statements

The preparation of financial statements in conformity with accounting
principles generally accepted in the United States and the Department of Labor
Rules and Regulations for Reporting and Disclosure under ERISA requires
management to make estimates and assumptions that affect the reported amounts of
assets and liabilities at the date of the financial statements and the reported
amounts of income and expense during the reporting period. Actual results could
differ from those estimates.



Change in Accounting Principle

The Accounting Standards Executive Committee issued Statement of Position
(SOP) 99-3, Accounting for and Reporting of Certain Defined Contribution Plan
Investments and Other Disclosure Matters which eliminates the requirement
for a defined contribution plan to disclose participant directed investment
programs.  The SOP was adopted for the 1999 financial statements and as such,
the 1998 and 1997 financial statements have been reclassified to eliminate the
participant directed fund investment program disclosures.

3.   FEDERAL INCOME TAX STATUS
In 1994 the Plan was amended and restated to meet the requirements of the Tax
Reform Act of 1986, and the Plan received a favorable determination letter from
the Internal Revenue Service dated October 24, 1994.  The Plan has been amended
since receiving the determination letter.  However, the Plan Administrator and
management believe that the Plan is designed and is currently being operated in
compliance with the applicable requirements of the IRC.  Therefore, they believe
that the Plan was qualified and the related trust was tax-exempt through the
year ended December 31, 1999.

4.   INVESTMENTS
The fair market values of individual assets that represent 5% or more of the
Plan's net assets as of December 31, 1999 and 1998 are as follows:





|1999:
CTG Resources, Inc. common stock | $10,317,449
|-------------------------------------- | -----------
|The Putnam Fund for Growth and Income  | 5,162,899  
|The George Putnam Fund of Boston       | 1,853,602  
|Putnam Vista Fund                      | 4,534,115  
|1998:
CTG Resources, Inc. common stock | $8,410,550 
|The Putnam Fund for Growth and Income  | 5,197,979  
|The George Putnam Fund of Boston       | 1,908,329  
|Putnam Vista Fund                      | 2,685,586  

5.   CONCENTRATION OF CREDIT RISK
The Plan's assets are invested in mutual funds managed by Putnam Investments,
Inc. as described in Note 1, and the common stock of CTG.  In the event of any
uncertainties in the financial marketplace, the Plan may be exposed to financial
risks.









Schedule I
EIN 06-0383860
Plan No. 006

Connecticut Natural Gas Corporation
Union Employee Savings Plan
Schedule H, 4(i)  - Schedule of Assets Held for Investment Purposes
As of December 31, 1999

|(a)(b)Identity of Issue,Borrower, Lessoror Similar
Party | (c)Description of Investment
Including Maturity Date, Rate of Interest, Collateral, Par orMaturity Value | (d)CurrentValue
|-------------------------------------------------------- | -------------------------------------------------------------------------------------------------------- | ---------------
|* Putnam Stable Value Fund                               | Fund comprised of investment contracts                                                                   | $   865,954    
|* The George Putnam Fund of
Boston                       | Mutual fund comprised of common stocks and
bonds                                                         | 1,853,602      
|* The Putnam Fund for Growth and
 Income                 | Mutual fund comprised of common
stocks                                                                   | 5,162,899      
|* Putnam Vista Fund                                      | Mutual fund comprised of common
stocks                                                                   | 4,534,115      
|* Putnam International Growth
Fund                       | Mutual fund comprised of common
stocks                                                                   | 943,394        
|* Putnam Income Fund                                     | Mutual fund comprised of bonds and U.S.
Treasury securities                                              | 113,133        
|* Putnam Investors Fund                                  | Mutual fund comprised of common
stocks                                                                   | 219,874        
|* S&P 500 Index Fund                                     | Mutual fund comprised of common
stocks                                                                   | 358,517        
|* CTG Resources, Inc.                                    | Common stock                                                                                             | 10,317,449     
|Boston Safe Company                                      | Daily Liquidity
Fund                                                                                     | 12,853         
|                                                         | Total Common Stock
Fund                                                                                  | 10,330,302     
|Participant Notes Receivable                             | Varying Interest Rates 8.75%-9.50%                                                                       | 514,582        
|Total investments                                        |                                                                                                          | $24,896,372    

* Represents a party-in-
interest.
The accompanying notes are an integral part of this schedule.

Schedule II
EIN 06-0383860
Plan No. 006

Connecticut Natural Gas Corporation
Union Employee Savings Plan
Schedule H 4(j) - Schedule of Reportable Transactions
For the Year Ended December 31, 1999

|Identity of party involved/Descriptionof
Asset | PurchasePrice | SellingPrice | Cost of Asset | Current Value
of Asset on
TransactionDate | Net Gain
|---------------------------------------------- | ------------- | ------------ | ------------- | ----------------------------------------- | --------
|CTG Resources, Inc. common stock               | $485,807      | $    -       | $485,807      | $485,807                                  | $    -  

The accompanying notes are an integral part of this schedule