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UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D. C. 20549FORM 10-K

(X)ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 
For the fiscal year ended September 30, 1999

OR,

(   )TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

|For the transition period from  _____________________ | to _______________________
|----------------------------------------------------- | --------------------------



|Connecticut(State or other jurisdiction of incorporation or organization)                     |  | 06-1466463(I.R.S. Employer Identification No.)
|--------------------------------------------------------------------------------------------- |  | ----------------------------------------------
|                                                                                              |  |                                               
|100 Columbus Blvd.
P.O. Box 1500Hartford, Connecticut(Address of principal executive offices) |  | 06144-1500(Zip code)                          
|                                                                                              |  |                                               

Registrant's telephone number, including area code (860) 727-3010

|Securities registered pursuant to Section 12(b) of the Act:                    Title of Each Class 
              Common Stock - No Par |  | Name of Each Exchange on Which RegisteredNew York Stock Exchange
|--------------------------------------------------------------------------------------------------------------------------------------- |  | ----------------------------------------------------------------
|                                                                                                                                        |  |                                                                 

Securities registered pursuant to Section 12(g) of the Act:None
                                          
                                          
                    (Title of Class)

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of registrant's knowledge, in definitive proxy or information statements incorporated by
reference in Part III of this Form 10-K or any amendment to this Form 10-K. [ X ]

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to
file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes [ X ] No [ ]

State the aggregate market value of the voting stock held by nonaffiliates of the registrant. (The aggregate market value shall be computed by reference to the price at which the stock was sold, or the average bid and asked prices of such stock, as of
a specified date within 60 days prior to the date of filing.)

The aggregate market value of the voting stock held by nonaffiliates of the Registrant on November 1, 1999 was$317,734,027.

Indicate the number of shares outstanding of each of the registrant's classes of common stock, as of the latest practicable date (applicable only to corporate registrants).

Number of shares of common stock outstanding as of the close of business on November 1, 1999 was 8,648,029.

DOCUMENTS INCORPORATED BY REFERENCE
List hereunder the following documents if incorporated by reference and the Part of the Form 10-K into which the document is incorporated: (1) Any annual report to security holders; (2) Any proxy or information statement; and (3) Any prospectus filed
pursuant to rule 424(b) or (c) under the Securities Act of 1933. The listed documents should be clearly described for identification purposes.

##### 

None

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PART I

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General

CTG Resources, Inc. ("the Company" or "CTG") is a Connecticut corporation organized as a holding company with two wholly-owned subsidiaries: Connecticut Natural Gas Corporation ("CNG") and The Energy Network, Inc. ("TEN").  CNG is an energy provider
engaged in the regulated distribution, sale and transportation of natural gas.  TEN holds and operates, through divisions or wholly-owned subsidiaries, CTG's unregulated, diversified businesses, which are primarily engaged in district heating and cooling
("DHC") and also include the Company's equity investments in two partnerships, the Iroquois Gas Transmission System Limited Partnership ("Iroquois") and the Downtown Cogeneration Associates Limited Partnership ("DCA").

CTG's headquarters are in Hartford, Connecticut.  At September 30, 1999, the Company employed 547 people.  The Company's common stock is traded on the New York Stock Exchange, under the symbol CTG.  Preferred stock of CNG is traded on the
over-the-counter market.

CTG's principal business is the distribution, transportation and sale of natural gas through CNG.  This business is subject to extensive regulation.  CTG's diversified businesses are unregulated and provide energy-related products and services,
primarily district heating and cooling.  The activities of Iroquois are regulated at the Federal level.

Segment information for all relevant periods is included in the Notes to the Financial Statements filed in Part II, Item 8 of this report.



Merger with Energy East



Seasonality

The Company's operations are seasonal.  Most of the Company's gas revenues and related operating expenses occur during the winter heating season, November to March.  Natural gas usage in the Company's service area is greater for heating purposes in
winter and less for cooling in summer.  Natural gas usage for nonheating purposes remains steady throughout the year.  Accordingly, earnings are highest during the first and second quarters of the fiscal year, which begins October 1, and the third and
fourth quarters frequently show a net loss.  The impact of seasonality on cash flows is discussed in Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations.

The Company's unregulated district heating and cooling businesses experience peak loads during both the winter heating and summer cooling seasons.



Competition

In recent years, the natural gas industry has undergone structural changes in response to Federal regulatory policy intended to increase competition.  In 1992, the Federal Energy Regulatory Commission ("FERC") issued Order 636, which required all
interstate gas pipelines to provide "unbundled," or separate, gas transportation and storage services and to discontinue their bundled merchant sales operations, which included the gas acquisition function.  The impact of the FERC Order 636 and the
resulting deregulation of the gas industry has continued to heighten competition and has changed the nature of the Company's business.

At the local level, as a result of FERC Order 636 and Connecticut deregulation, the Company continues to face increasing competitive pressures as other providers of gas seek opportunities to make gas sales to the Company's commercial and industrial
customers.  Similarly, the Company has offered firm transportation rate tariffs to nonresidential customers, since April of 1996.  The Company's transportation tariffs are designed to recover a margin on each transaction that is comparable to the margin
that the Company would have received if it were making an on-system sale of natural gas.

The Company also competes with suppliers of oil, electricity and propane for cooking, heating, air conditioning and other purposes.  Competition is greatest among the large commercial and industrial customers who have the capability of using
alternative fuels.  The volatile effect of this price-sensitive load is somewhat overcome through the use of flexible rate schedules, which allow gas pricing to meet alternative-fuel competition.

The unregulated, diversified businesses own and operate DHC systems, which distribute and sell steam, hot water and chilled water to office complexes and other large buildings in the City of Hartford.  The extent of competition to the DHC business from
alternate fuels is diminished after a customer has made its commitment to DHC because of the cost of the equipment necessary to utilize an alternative energy source.  Similarly, the diversified businesses own and operate cogeneration facilities, which
distribute thermal energy and electricity to hospitals, universities and other large commercial and industrial users.



Regulatory Jurisdiction

CNG's principal business is the distribution of natural gas, and this business is subject to regulation by the Connecticut Department of Public Utility Control ("DPUC") as a public service company.  The scope of this regulation encompasses rates,
standards of service, issuance of certain securities, safety practices and other matters.  Retail sales of gas by the Company and deliveries of gas owned by others are made pursuant to rate schedules and contracts filed with and subject to DPUC approval.
In general, the firm rate schedules provide for some reductions in the unit price of gas as greater quantities are used.  The rate schedules contain purchased gas adjustment provisions as described in Note 1 to the Financial Statements (included in Part
II, Item 8 herein).

Businesses operated by TEN are not public service companies under state law, and hence they are not subject to regulation by the DPUC.  However, intercompany transactions between CNG and its affiliates are subject to review and/or approval by the DPUC.

The Company makes off-system sales and/or pipeline capacity releases in interstate commerce under authorizations provided by FERC Order 636 pursuant to blanket certificates.  The FERC regulates the Company's pipeline gas suppliers and transporters, and
the Company closely follows and participates in numerous proceedings before FERC.  Through an unregulated subsidiary of TEN, TEN Transmission Company ("TEN Transmission"), the Company is an equity partner in Iroquois which is subject to regulation by FERC.



Natural Gas Business (Regulated)

CNG is a Connecticut corporation organized in 1848 and headquartered in Hartford, Connecticut.  CNG is engaged in the distribution, transportation and sale of natural gas in Greenwich, Connecticut and in Hartford and 21 other cities and towns in
central Connecticut.  This business is subject to extensive regulation.  Many aspects of this traditional business have changed or are expected to change as deregulation of the industry occurs.  Other sections of this document address these changes (See
"Competition" (above) and "Regulatory Matters" (below) in this Part I).

Consolidated gas operating revenues were $262,060,000 for the fiscal year ended September 30, 1999 and were derived approximately 49% from residential customers, 18% from commercial firm customers, 1% from industrial firm customers, 16% from
interruptible customers, 14% from off-system sales and 2% from the aggregate of transportation of customer-owned gas and other gas-related revenues.  There were $2,181,000 of revenues from sales to affiliated companies.  The gas distribution business
contributed 92% of consolidated revenues over the three fiscal years ending 1999.  During the fiscal year ended September 30, 1999, the peak-day sendout of gas was 289,637 thousands of cubic feet ("mcf"), which occurred on January 14, 1999.

CNG has one wholly-owned subsidiary, CNG Realty Corp. ("CNGR"), which was formed in 1977.  CNGR is a single purpose corporation, which owns the Company's Operating and Administrative Center located on a 3.5-acre site in downtown Hartford, Connecticut.
This facility is leased to CNG.  CNGR engages in no other business activity.

Gas Supply

The Company's current gas supply contract portfolio reflects the results of a continuing supply diversification strategy.  The purpose of such a strategy is to hold a secure, flexible, best-cost gas supply portfolio, which allows the Company to respond
quickly and appropriately as customer needs change.

The Company purchases natural gas on a long-term and seasonal basis from producers and, when economics dictate, on a short-term basis in the spot market.  Pipeline services purchased include firm and interruptible transportation service.  Gas storage
service in the northeast and in the southeast production area is purchased from both pipelines and storage contractors.

The Company's principal and most economical source of gas is pipeline-delivered natural gas.  Because of limited transportation capacity, pipelines may be unable to meet all of the Company's needs during the coldest periods of the year.  Therefore, the
Company also utilizes liquefied natural gas ("LNG") and, to a much lesser extent, propane mixed with air ("LP-Air").  LNG and LP-Air are usually more expensive than natural gas.  Therefore, they are used primarily during the winter months for peak shaving
when the demand for gas is greatest and exceeds deliverable supplies of natural gas through the pipelines.

The Company currently holds pipeline transportation contracts with Algonquin Gas Transmission Company ("AGT"), CNG Transmission Corporation ("CNGT"), Iroquois Gas Transmission System ("IGTS"), National Fuel Gas Supply Corporation ("NFGS"), Tennessee
Gas Pipeline Company ("TGP"), Texas Eastern Gas Transmission Corporation ("TETCO"), and Transcontinental Gas Pipeline Corporation ("TRANSCO").  The various agreements expire at different times through 2012 and provide for the delivery of a total maximum
daily quantity of approximately 170,596 mcf and maximum annual quantity of approximately 48,708,730 mcf.

Under FERC Order 636, the continuity of a local gas distribution company's transportation service arrangements is assured.  A pipeline may not terminate service to a long-term firm transportation customer if that customer elects to exercise a "right of
first refusal" following the initial contract term expiration.  This requires the customer to match the price and length terms of another offer made to the pipeline to continue to purchase such service.  The price for such continued firm transportation
service would be capped at the maximum price determined as a just and reasonable rate under FERC jurisdiction.

The gas supply which feeds into the Company's firm transportation rights on the interstate pipelines has been contracted for directly with producers of natural gas ("Direct Producer Contracts").  The Direct Producer Contracts are diverse in terms of
expiration date, supply location, price, flexibility, etc. as part of the Company's gas supply diversification strategy.

The Company continues to be very active in the area of purchasing gas directly from producers both in the spot market and under longer-term arrangements.  Currently, the Company purchases all of its gas under such arrangements.  Spot market volumes are
those purchased under short-term arrangements from producers and gas withdrawn from storage which had been purchased directly from producers for injection to that storage.  Spot market purchases are established through negotiations with the supplier.

The Company has contracted for storage service in various locations and with diverse expiration dates through 2012.  Under these arrangements, gas available during the warmer months of the year is stored underground in locations that, although
out-of-state, are accessible for use during the colder winter months of the year and for balancing throughout the year.

In addition to its pipeline gas supplies, the Company owns an LNG plant in Rocky Hill, Connecticut.  This plant has the design capacity to liquefy approximately 6,000 MCF per day and store 1,206,000 MCF.  The LNG plant is not a source of additional gas
supply, but it permits the Company to liquefy and store gas supplies purchased during the summer and to deliver this stored gas during the following winter.  The plant has the design capacity to vaporize 60,000 MCF per day.

LP-Air is a source of peak shaving supply to the Company.  The Company has approximately 720,000 gallons of on-site propane storage, which can produce the equivalent of approximately 8,208 MCF of natural gas per day.

Regulatory Matters

The DPUC is required bv state statute to conduct a financial and operation review of each Connecticut local gas distribution company ("LDC") at intervals of not more than four years from each LDC's last general rate hearing.  CNG's last rate decision
from the DPUC regarding base rates for natural gas service was issued in October 1995.  As such, CNG would have been subject to a four-year financial review with the DPUC beginning no later than October 1999.  Rather than await such a statutory financial
review, the Company made the decision to initiate a general rate hearing.  On September 24, 1999, the CNG filed formal notification of its intention to file an application to increase its rates and charges with the DPUC.  CNG filed its general rate case
on November 10, 1999, requesting an increase to its base revenues of $15,700,000 or 8.37 %. Key elements of the case include a higher return on equity, increased depreciation rates, lowering of the interruptible sales sharing mechanism, and introduction
of a performance-based ratemaking methodology ("RPA"), to take effect following the Merger with Energy East.  This RPA includes performance measures, a higher return level, a sharing mechanism, and elimination of the Purchased Gas Adjustment clause.  The
DPUC review process is ongoing.  Rates that reflect the DPUC's decision should become effective by May 2000.

In a series of regulatory proceedings held since 1995, the DPUC has steadily advanced natural gas deregulation in Connecticut.  Consumer choice was first made available to commercial, industrial and multi-family residential housing customers in April
1996.

In a second phase of this regulatory review of natural gas deregulation, the DPUC is currently addressing the potential deregulation of the residential natural gas sales market in Connecticut and the future role of the LDCs in natural gas commodity
sales.  The DPUC has asked Connecticut LDCs to file information for the purpose of examining costs and developing appropriate natural gas sales and delivery rates for customers, to ensure that customers pay only for those services that they use.  CNG
filed its cost of service study with the DPUC in August 1999.  Once the DPUC concludes generic proceedings it is expected to reopen each LDC's rate case that is currently in effect to apply its findings.  The Company cannot predict the outcome of these
proceedings.

CNG is currently examining its rate structure in this new context, to determine its future applicability in an unbundled environment where sales and delivery services may be purchased separately by all customers.



Diversified Businesses (Unregulated)

At September 30, 1999, the diversified businesses of the Company included TEN and its wholly-owned subsidiaries, The Hartford Steam Company ("HSC"), TEN Transmission, ENI Gas Services, Inc. ("ENI Gas") and TEN Gas Services, Inc. ("TEN Gas").

TEN was incorporated in 1982 and is engaged in the operations described in the following paragraphs.  TEN and HSC provide DHC services to many buildings and complexes in the south-end and downtown neighborhoods of Hartford, Connecticut.  TEN also holds
a fifty percent interest in the DCA with two unrelated third parties.  TEN's other operating division offers energy equipment rentals.  ENI Gas and TEN Gas together own 100% of KBC Energy Services ("KBC"), a gas marketing business which is in the process
of winding down its operations.  TEN Transmission owns the Company's share of its investment in the Iroquois pipeline.

TEN Transmission, which was formed in 1986, owns the Company's 4.87% share of Iroquois. Iroquois operates a natural gas pipeline, which transports Canadian natural gas into the states of New York, Massachusetts and Connecticut.  Although TEN
Transmission is not regulated, Iroquois is regulated by the FERC.

HSC, incorporated in Connecticut in 1961, owns and operates a central production plant and distribution system for the processing and distribution of steam for heating and chilled water for cooling to a number of offices, stores and other large
buildings in the south-end and downtown neighborhoods of Hartford, Connecticut.  In June 1998, HSC acquired the assets of a cogeneration facility which is located adjacent to and serves Hartford Hospital, providing both steam and electricity.  The
facility was repowered as a 7.5-megawatt facility and came on line in December 1998.  HSC manages the facility and supplies the hospital with steam and electricity over a twenty-year contract period.  HSC also sells electricity to the local electric utility
 .

In April 1999, HSC announced the signing of a 25-year contract with the City of Hartford, Connecticut, under which HSC will provide heating and cooling to The Learning Corridor project in Hartford's sout-end.  The Learning Corridor is an $86,000,000
educational campus that forms the centerpiece of the Trinity College/Southside Institutions Neighborhood Alliance ("SINA") neighborhood revitalization initiative.  Service will begin in the autumn of 2000.

HSC chills its own water supply for district cooling and produces its own steam from its existing boilers.  HSC also purchases steam from DCA, which sells steam to HSC under a twenty-year contract.  The DCA owns and operates a 4.2-megawatt cogeneration
facility on the roof of a downtown Hartford building complex.  Electricity generated from this unit is sold to The Connecticut Light and Power Company ("CL&P") under a twenty-year contract expiring in 2007.  In March 1999, TEN and CL&P entered
into an agreement to terminate the Electricity Purchase Agreement ("EPA").  CL&P filed this termination agreement with the DPUC on March 31, 1999.  Under the termination agreement, closing must occur prior to December 31, 2000.  During fiscal 1999,
TEN provided cogeneration management and consulting services to DCA.

The Capitol Area System ("CAS") is a district heating and cooling system serving the state office buildings in a section of the City of Hartford, Connecticut.  TEN owns the distribution system and purchases hot and chilled water from an unrelated third
party.  TEN also provides marketing services to this third party.

TEN's energy equipment rentals division owns natural gas water heaters and natural gas conversion burners, which it leases to customers in the residential market.

ENI Gas was formed to own the Company's interest in KBC, a New England natural gas marketer.  At September 30, 1997 TEN had a 50% ownership interest in this partnership.  During the second quarter of fiscal 1998, TEN Gas was formed to own a portion of
KBC, and together ENI Gas and TEN Gas assumed full control of KBC.  The KBC operations were deemed not core to TEN's strategic focus on asset-based businesses.  Accordingly, in fiscal 1998, ENI Gas and TEN Gas began the sale of KBC's assets and the wind
down of its operations.  This wind down will be complete in fiscal 2000.

The Energy Network Alliance

In October 1998, TEN entered into a marketing Alliance with Pratt & Whitney Canada, Inc., Carrier Corporation and Oxford Technologies, Inc. (the "Alliance") to provide energy for heating, cooling and electricity to large commercial, industrial and
institutional facilities by combining cogeneration and district energy.  As the lead role in this Alliance, TEN will own and operate the individual customers' on-site district energy plants, which will be equipped with state-of-the-art energy systems
provided by the other members of the Alliance.  A number of opportunities are currently being pursued by the Alliance members.



Environmental Considerations

The Company has not experienced and does not anticipate any significant problem in complying with laws and regulations pertinent to its business concerned with protecting the environment.  Additional information regarding environmental considerations
is included in the Management's Discussion and Analysis of Financial Condition and Results of Operations, filed in Part II, Item 7 of this report, and the Notes to the Financial Statements, filed in Part II, Item 8 of this report.



Franchises

CNG holds franchises, granted by the Legislature of the State of Connecticut, and other consents, which it considers to be valid and adequate to enable it to carry on its operations, substantially as now carried on, in each of the communities which it
serves.

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Regulated Operations

At September 30, 1999, CNG owns gas distribution mains, a natural gas liquefaction plant, propane gas storage tanks, metering stations, gas service connections, meters, regulators and other equipment necessary for the operation of a gas distribution
system.  Substantially all of the Company's properties are subject to the lien of the Indenture of Mortgage and Deed of Trust securing its first mortgage bonds.  The properties, in management's opinion, are maintained in good operating condition.  The gas
mains are located principally under public streets, roads and highways.

CNGR owns the Operating and Administrative Center in Hartford which is leased by CNG.  The center is subject to the lien of the Mortgage Deed under which the CNGR's first mortgage notes are issued.

Unregulated Operations

TEN owns a distribution system located in the Capitol area of Hartford, Connecticut for the distribution of hot water for heating and chilled water for cooling. This property was financed with industrial revenue bonds secured by a letter of credit with
a bank.

HSC owns a central production plant and distribution system, which includes a chilled water storage tank, in downtown Hartford, Connecticut for the processing and distribution of steam for heating and chilled water for cooling.  HSC also owns a
7.5-megawatt cogeneration facility which is located on the campus of Hartford Hospital and supplies steam for heating and electricity for power to Hartford Hospital.  This facility was financed with a long-term secured term note.

The equipment rentals division of TEN owns water heaters and conversion burners which it leases to its customers in the residential market.

Adriaen's Landing

The Company has been approached by local businesses and government agencies regarding the development of a stadium and convention center along with hotel, retail and recreational facilities.  The proposed development, known as Adriaen's Landing, would
be built in the area of the Company's headquarters and operating center.  The Company, in order to accommodate the development as it has been proposed, would be required to relocate its administration and operating facilities and potentially a portion of
HSC's steam and chilled water production facilities.  Discussions are now under way with the developers in order to accomplish this at no cost to the Company or its customers.  The area of development, which includes Company property, may contain
hazardous materials that the project participants will be required to address (See "Item 7.  Management's Discussion and Analysis of Financial Condition and Results of Operations").



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In November 1995, certain Connecticut plumbers and HVAC contractors, including Connecticut Cooling Total Air, Inc. and two trade associations, filed three class action suits against CNG and the State's two other LDCs claiming that the LDCs, including
CNG, had performed gas service work in customers' homes without proper contractors' licenses from the State of Connecticut.  The suits claimed that CNG violated the Connecticut Unfair Trade Practices Act, committed tortious interference with contract
and/or business expectancies, violated the Connecticut Antitrust Act, and conspired with the other two gas companies to violate the license statute.

During fiscal 1999, CNG reached a settlement which resolves all three actions with no material impact to its results of operations or financial condition.

The Company is not a party to any other litigation other than ordinary routine litigation incident to the operations of the Company or its subsidiaries.  In the opinion of management, the resolution of such litigation will not have a material adverse
effect on the Company's financial condition or results of operations.



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There were no matters submitted to a vote of security holders during the last quarter of the fiscal year ending September 30, 1999.



EXECUTIVE OFFICERS OF THE REGISTRANT
All executive officers' terms of office are one year.

|Arthur C. Marquardt                                                            | Age - 52                                                                                                       
|------------------------------------------------------------------------------ | ---------------------------------------------------------------------------------------------------------------
|Chairman, President and Chief Executive Officer                               
|Business experience:                                                           |                                                                                                                
|1999 - Present                                                                 | Chairman, President and Chief Executive Officer                                                                
|1998 - 1999                                                                    | President and Chief Executive Officer                                                                          
|1997 - 1998                                                                    | President and Chief Operating Officer                                                                          
|1996 - 1997                                                                    | President and Chief Operating Officer, Connecticut Natural Gas Corporation                                     
|1992 - 1996                                                                    | Senior Vice President - Gas Business Unit, Long Island Lighting Company                                        
|                                                                               |                                                                                                                
|James P. Bolduc                                                                | Age - 50                                                                                                       
|Executive Vice President and Chief Financial Officer                          
|Business experience:                                                           |                                                                                                                
|1997 - Present                                                                 | Executive Vice President and Chief Financial Officer                                                           
|1996 - 1997                                                                    | Executive Vice President and Chief Financial Officer, Connecticut Natural Gas Corporation                      
|1993 - 1996                                                                    | Senior Vice President - Financial Services and Chief Financial Officer, Connecticut Natural Gas Corporation    
|                                                                               |                                                                                                                
|James P. Laurito                                                               | Age - 43                                                                                                       
|President, The Energy Network, Inc.                                           
|Business experience:                                                           |                                                                                                                
|1998 - Present                                                                 | President, The Energy Network, Inc.                                                                            
|1997 - 1998                                                                    | Vice President Business Development, The Energy Network, Inc.                                                  
|1996 - 1997                                                                    | President and Chief Executive Officer, Consumers Applied Technologies, Inc.                                    
|1995 - 1996                                                                    | President, Cochrane Environmental Systems, Inc.                                                                
|                                                                               |                                                                                                                
|Anthony C. Mirabella                                                           | Age - 59                                                                                                       
|Senior Vice President - District Heating and Cooling, The Energy Network, Inc.
|Business experience:                                                           |                                                                                                                
|1998 - Present                                                                 | Senior Vice President - District Heating and Cooling, The Energy Network, Inc.                                 
|1997 - 1998                                                                    | Senior Vice President - Operations and Chief Engineer, Connecticut Natural Gas Corporation                     
|1993 - 1997                                                                    | Vice President - Operations and Chief Engineer, Connecticut Natural Gas Corporation                            
|                                                                               |                                                                                                                
|Reginald L. Babcock                                                            | Age - 48                                                                                                       
|Vice President, General Counsel and Secretary                                 
|Business experience:                                                           |                                                                                                                
|1997 - Present                                                                 | Vice President, General Counsel and Secretary                                                                  
|1996 - 1997                                                                    | Vice President - Administrative Services and General Counsel and Secretary, Connecticut Natural Gas Corporation
|1993 - 1996                                                                    | Vice President - Corporate Services and General Counsel and Secretary, Connecticut Natural Gas Corporation     
|                                                                               |                                                                                                                

|Andrew H. Johnson                      | Age - 51                                                                   
|-------------------------------------- | ---------------------------------------------------------------------------
|Treasurer and Chief Accounting Officer
|Business experience:                   |                                                                            
|1997 - Present                         | Treasurer and Chief Accounting Officer                                     
|1993 - Present                         | Treasurer and Chief Accounting Officer, Connecticut Natural Gas Corporation
|                                       |                                                                            

PART II



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The Company's common stock is listed on the New York Stock Exchange.  The high and low sales prices for each quarterly period during the years ended September 30, 1999 and 1998 were as presented in the table below.  These prices are based on the New
York Stock Exchange NYSE Net stock quotation service.

|QUARTERLY COMMON STOCK PRICES
|-----------------------------
|                             
|Fiscal Year                  
|First Quarter                
|Second Quarter               
|Third Quarter                
|Fourth Quarter               

There were 6,627 record holders of the Company's common stock at November 1, 1999.

Cash dividends are declared on the Company's common stock on a quarterly basis out of funds legally available therefor.  The total amount of dividends declared was $1.04 per share in 1999 and $1.00 per share in 1998.  Funds utilized by the Company for
the payment of dividends are received as dividends from its subsidiaries, CNG and TEN.  Under the most restrictive terms of the open-end indenture securing CNG's first mortgage bonds, as amended, retained earnings of $26,700,000 were available for CNG to
pay dividends at September 30, 1999.  There are also certain restrictions relating to CNG's classes of preferred stock as to which dividends and sinking fund obligations must be paid prior to the payment of common stock dividends.

Under a provision of a Forward Equity Purchase Agreement between CTG and TEN, dated October 1, 1997, and amended October 14, 1998, the Company is restricted from declaring or paying any dividends or distributions to holders of its common stock if any
amounts due and payable under this agreement are in arrears (See Note 5 to the Financial Statements in Part II, Item 8).  There are no other restrictions on the Company's present or future ability to pay such dividends.  The Company expects that future
cash for dividends will be available.





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FIVE-YEAR SUMMARY OF CONSOLIDATED OPERATIONS

(Dollars in Thousands Except for Per Share Earnings and Dividends)



|                                             | 1999     | 1998     | 1997     | 1996     | 1995    
|-------------------------------------------- | -------- | -------- | -------- | -------- | --------
|Operating revenues                           | $286,749 | $282,748 | $305,295 | $315,103 | $274,935
|Net income applicable to common stock        | $ 13,563 | $ 15,135 | $ 17,013 | $ 18,932 | $ 16,957
|Earnings per share (1)                       | $ 1.57   | $ 1.71   | $ 1.60   | $ 1.87   | $ 1.71  
|Total assets                                 | $466,261 | $459,181 | $444,373 | $443,574 | $437,372
|Long-term obligations                        | $214,769 | $215,852 | $126,787 | $136,432 | $150,390
|Cash dividends declared per common share     | $ 1.04   | $ 1.00   | $ 1.52   | $ 1.50   | $ 1.48  
|Dividend payout ratio                        | 66.2%    | 58.5%    | 95.0%    | 80.2%    | 86.6%   
|P/E ratio                                    | 23       | 14       | 14       | 13       | 13      
|Market price as a % of book value - year-end | 239.7%   | 170.2%   | 145.9%   | 152.9%   | 146.8%  

(Certain amounts for 1998 and prior years have been reclassified to conform with 1999 classifications.)

(1) Net income and Earnings per share for 1999 and 1998 reflect the impact of the October, 1997 stock repurchase and the related assumption of additional debt (See Item 7. Management's Discussion and Analysis of Financial Condition and Results of
Operations, and Item 8. Financial Statements and Supplementary Data, Notes to the Financial Statements, herein).



ITEM 7.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS, SEPTEMBER 30, 1999

(Dollars in Thousands Except for Per Share Data)

CTG Resources, Inc. (the "Company" or "CTG") is a holding company and parent of the Connecticut Natural Gas Corporation ("CNG") and The Energy Network, Inc. ("TEN").  CNG is an energy provider engaged in the regulated distribution, sale and
transportation of natural gas.  TEN holds and operates, through divisions or wholly-owned subsidiaries, CTG's unregulated, diversified businesses which are primarily engaged in district heating and cooling ("DHC") and also include the Company's equity
investments in two partnerships, the Iroquois Gas Transmission System Limited Partnership ("Iroquois") and the Downtown Cogeneration Associates Limited Partnership ("DCA").

On June 29, 1999, CTG announced that it had entered into an Agreement and Plan of Merger with Energy East Corporation, a New York corporation ("Energy East"), and Oak Merger Co. ("Oak"), a wholly-owned subsidiary of Energy East, pursuant to which CTG
will merge with and into Oak (the "Merger").  The Merger is contingent, among other things, upon the approvals of CTG's shareholders, the Connecticut Department of Public Utility Control ("DPUC"), the United States Securities and Exchange Commission, the
Federal Trade Commission and the Federal Communications Commission.  Energy East and CTG anticipate that these approvals will be obtained by mid-year 2000.  CTG's shareholders approved the Merger on October 18, 1999.  The DPUC is scheduled to issue a
decision on the Merger in January 2000.  Federal filings are also in progress.

RESULTS OF OPERATIONS

Consolidated net income applicable to common stock and basic earnings per share for the fiscal years ended September 30, were $13,563 ($1.57) for 1999, $15,135 ($1.71) for 1998 and $17,013 ($1.60) for 1997.  A charge of $(.34) per share, net of income
taxes, for merger-related costs is included in fiscal 1999 earnings per share.  As a result of a first quarter stock repurchase, fiscal 1998 earnings per share were impacted by both the lower weighted average shares outstanding and the cost of the debt
which financed the transaction.  Together these factors provided net benefits to earnings per share of approximately $.11 for fiscal 1998, as compared to fiscal 1997 earnings.

Gas Operating Margin

Gas operating margin is equal to gas revenues less the cost of gas and Connecticut Gross Earnings Tax, which is applied to revenues.  The following table presents consolidated gas revenues, gas operating margin, heating degree days (a measure of
temperature) and gas deliveries for fiscal 1999, 1998 and 1997, respectively:

|                                             | 1999     | 1998     | 1997    
|-------------------------------------------- | -------- | -------- | --------
|Consolidated Gas Revenues                    | $262,060 | $262,446 | $283,324
|Gas Operating Margin                         | $110,359 | $109,241 | $112,446
|Heating Degree Days (30-Year Normal - 6,020) | 5,557    | 5,490    | 6,002   
|Commodity and Transportation Volumes (mmcf)  |          |          |         
|Firm Gas Sales                               | 19,594   | 20,577   | 22,354  
|Interruptible Gas Sales                      | 8,984    | 9,079    | 9,573   
|Off-System Gas Sales                         | 14,128   | 11,459   | 10,164  
|Transportation Services                      | 5,558    | 4,376    | 4,131   
|Total                                        | 48,264   | 45,491   | 46,222  
|                                             |          |          |         

The Company's customers' greatest use of energy during the year is in the winter.  Changes in weather patterns from year to year impact how much of the Company's overall operating margin is contributed by each of the different customer classes, based
on the mix of the sales.  The Company's firm customers require less gas in warmer winters.  Therefore, more of the Company's gas supplies are available for sale to the other customer groups.

In the chart above, the higher number of degree days shown for fiscal 1999 over fiscal 1998 is an indicator of colder weather.  The expected result would be higher gas revenues, firm sales and operating margin.  However, the Company's service area has
experienced milder winters in recent years, and the year-to-year 1999 to 1998 difference, as measured by degree days, is small.  This milder winter heating season weather is the principal reason why gas operating margin is not significantly higher in
fiscal 1999 as compared to 1998.  Although overall gas throughput is higher in fiscal 1999, the milder winter weather resulted in fewer sales of gas to the higher-margin firm class of customers for winter heating.  However, the continued increase in
higher-use heating customers, described below, and higher interruptible margins, resulting from a decline in gas costs, offset some of the effect of the warmer winter and contributed to the increase in overall operating margin in fiscal 1999.  A
percentage of interruptible sales margin earned above a target level prescribed by the DPUC is refunded to firm ratepayers.  A management fee earned on behalf of a gas marketing company, recorded in the third quarter of fiscal 1999, also added to
operating margin.

During the fiscal 1998 heating season, the Company's service area also experienced warmer winter weather, as compared to the prior year.  This warmer weather resulted in lower use per customer and reduced sales and operating margin, especially from the
firm class of customers.

The Company's regulated gas business continues to add customers from year to year and to realize additional firm gas sales from customers who add gas heating to their existing cooking and hot water service.  Firm sales historically follow variations in
winter weather.  Thus, the full opportunity to benefit operating margin from additional customers and load is not realized in a fiscal year that is characterized by a warm winter.  Some commercial and industrial customers have migrated to transportation
rates.  This will not impact operating margin, because transportation tariffs are designed to earn the same margin as the sale and delivery of natural gas.

In fiscal 1999, the Company again recorded higher off-system sales, as compared to the prior year.  This consistent increase in off-system sales reflects the Company's marketing efforts, the signing of additional volumes and off-system sales contracts
prior to the start of the heating season, and the availability of natural gas in the winter heating season.



The Company's off-system sales program allows the Company to make short-term gas sales and provide transportation services by contract with customers nationwide.  These sales contribute the smallest per-unit operating margin.  The significance of the
off-system sales program is that the Company acts as an independent marketer of natural gas and transportation, enabling the Company to generate operating margin from a source not restricted by the capacity of the Company's own distribution system or
curtailment limitations driven by system demand.  A significant portion of margin earned on off-system sales is refunded to firm ratepayers, as directed by the DPUC.

Transportation services are sold under per-unit operating margins comparable to those earned on similar gas sales.  Therefore, the Company is financially indifferent as to whether it transports gas or sells gas and transportation together.

In September 1998, CNG purchased an insurance product for the fiscal 1999 winter heating season (November through March).  The program was designed to offset some of the effects of extreme winter weather variations on earnings.  This program helps to
offset a portion of lost margins and thus provides the Company with additional earnings in the event of significantly warmer winter weather in return for an insurance premium.  In the event of significantly colder winter weather, the insurance carrier
bills the Company for an additional premium amount.  In the winter heating season of fiscal 1999, the Company realized a net benefit from this program of approximately $577, net of income taxes, equivalent to $.07 per share.  In September 1999, CNG
purchased a similar insurance product for the fiscal 2000 heating season.

Fiscal 1999 Operations and Maintenance ("O&M") expenses reflect additional costs related to expanded DHC operations.  In the first quarter of fiscal 1999, the Company began to record operating expenses for a cogeneration plant which was purchased
by TEN in June 1998, subsequently repowered, and brought on line in December 1998 to serve a large local hospital complex (See "Earnings from Diversified Operations," below).  Otherwise, between fiscal 1999 and 1998, variations in several other expense
categories offset each other.

In fiscal 1999, lower O&M expenses reflect the benefit of the weather stabilization insurance program described above.  Significant decreases in O&M expenses were also recorded in the categories of employee benefits and pension related
expenses, computer-related services, and outside professional and consulting services.  O&M expenses are also lower because of an increase in customer service fees generated from CNG's service contract program.  The principal increases that partially
offset these benefits to O&M expenses were for compensation and bad debts.

Employee benefits costs declined because of lower medical claims and a premium refund.  Pension costs reflect lower expenses as a result of favorable plan performance and changes in actuarial assumptions in the plans.  Computer related costs reflect
changes to equipment lease contracts.  Changes in levels of expenses for outside services reflect costs incurred for legal and consulting services.  A higher benefit to O&M expenses from customer service fees was generated by a growing natural gas
equipment service contract program.  Variations in levels of bad debt expenses typically relate to customers' natural gas bills and actual collection levels.  Compensation expenses reflect increases in wages and salaries.

Consolidated O&M expenses were lower in fiscal 1998 as compared to fiscal 1997.  A significant factor is the absence in fiscal 1998 of expenses related to TEN's heating, ventilation and air conditioning ("HVAC") operations.  Those assets were sold
and the HVAC operations ceased in fiscal 1998 (See "Earnings from Diversified Operations," below.).  In the regulated operations, lower costs were incurred in fiscal 1998 for labor, employee benefits, regulatory expenses, professional and consulting
services, workers' compensation insurance and corporate insurance reserves.  Higher expenses were recorded for pension-related costs, bad debts and computer-related services.

In fiscal 1998, Corporate insurance costs declined because of lower actual and projected claims realized as a result of the Company's aggressive management of claims.  Pension costs reflected a reduction in payments because of fewer claims, offset by
higher costs related to changes in actuarial assumptions in the plans.  Employee benefits expenses reflected an increase in medical claims, but reduced costs resulting from changes in benefit programs offset some of this increase.

Year to year increases in depreciation result from annual additions to depreciable plant and reflect the Company's continued growth.

The year-to-year variation in income taxes is primarily a function of the effective tax rate and taxable income.  Overall, the effective tax rate is higher in fiscal 1999 as compared to fiscal 1998.  The most significant reasons for this increase are
non-deductible merger-related costs, and changes to the the Company's income tax reserves and higher income taxes recorded for plant-related depreciation.

Lower taxable income and the benefits of reductions to the Company's income tax reserves are the principal reasons for lower income taxes in fiscal 1998.  Other contributing factors include a lower State of Connecticut corporate income tax rate and the
Connecticut Fixed Capital Asset Tax Credit.

Changes in the Company's equity in partnership earnings are discussed in "Earnings from Diversified Businesses."

Merger-related costs incurred to date of $3,204, appear as a separate line item in this section of the statements of income.  Income tax benefits of $269, related to some of these costs, are included in the income taxes caption in Other
Income/(Deductions).  The Company expects to incur additional merger-related costs estimated at $2,500.  These costs will be expensed in fiscal 2000 as they are incurred.

A positive benefit to other income/(deductions) in fiscal 1999 reflects the absence of costs recorded in fiscal 1998 related to the closing of certain diversified operations and higher fiscal 1999 interest income from the investment of cash and the
investment of trust funds.  These benefits are partially offset by increased costs related to converting CNG's regulated propane service program to natural gas.

The other income/(deductions) amount reported for fiscal 1998 includes $1,012 of after-tax costs incurred by TEN related to the closing of certain diversified operations, as described below in the section "Earnings from Diversified Businesses." Other
income in fiscal 1998 also reflects the net effect of lower income from investments of available cash more than offset by the benefits of lower promotional and advertising expenses, lower life insurance premiums and the absence of fiscal 1997 costs
associated with the termination of the Company's regulated propane service program.

Higher interest and debt expense has been recorded in both fiscal 1999 and 1998 primarily because of the additional long-term debt issued during the first quarter of both fiscal years.  In fiscal 1999, long-term debt was issued to replace outstanding
short-term borrowings.  In fiscal 1998, long-term debt was issued to finance the stock repurchase program (See "Financing Activities," below).

Other interest relates primarily to interest on short-term borrowings and interest associated with pipeline refunds and deferred gas costs.  Short-term interest fluctuates as a result of changes in interest rates, short-term cash requirements and
conversions to long-term debt.

Lower fiscal 1999 short-term interest reflects lower levels of borrowings.  Early fiscal 1999 issues of long-term debt refinanced outstanding borrowings.  Conversely, in addition to seasonal working capital requirements, short-term borrowings in fiscal
1998 were used to temporarily finance a portion of the stock repurchase and the acquisition of a cogeneration facility (See "Investing Activities", below).

The Company's diversified businesses are all unregulated and include TEN and TEN's wholly-owned subsidiaries: The Hartford Steam Company ("HSC"), ENI Gas Services, TEN Gas Services, and TEN Transmission Company ("TEN Transmission").  TEN and HSC
provide DHC services to many buildings and complexes in the south-end and downtown neighborhoods of Hartford, Connecticut.  TEN also holds a fifty percent interest in the Downtown Cogeneration Associates Limited Partnership ("DCA"), which owns and
operates a 4.2-megawatt cogeneration facility in downtown Hartford, Connecticut.  TEN Transmission owns the Company's share of its investment in the Iroquois pipeline.  Although TEN Transmission is not regulated, Iroquois is regulated by the Federal
Energy Regulatory Commission ("FERC").  Refer to Note 1 to the Financial Statements for additional information regarding these investments.  ENI Gas Services and TEN Gas Services together own 100% of KBC Energy Services ("KBC") and had no significant
activities in fiscal 1999.

The Company's diversified, unregulated businesses contributed earnings per share of  $.23 in fiscal 1999, $.08 in fiscal 1998, and $.25 in fiscal 1997.  Unregulated earnings are higher in fiscal 1999, as compared to 1998, primarily because of the
absence of an $.11 per share loss recorded in fiscal 1998 for expenses related to the winddown of KBC, described below.  Fiscal 1999 results include additional interest expense related to additional long-term debt issued in the first quarter, a full year
of interest related to fiscal 1998 issues of long-term debt, and costs related to new business development activities.  These additional expenses were partially offset by a reduction in commitment fees, as a result of the consolidation of loans and
reduced credit lines, and a reimbursement of legal fees.

In June 1998 the diversified operations purchased a cogeneration facility which supplies Hartford Hospital, a major local hospital, with steam and electricity and sells electricity to the local electric utility.  (See "Investing Activities," below.)
TEN's fiscal 1999 earnings reflect new sales of electricity and steam from this facility, which came on line in December 1998.

Fiscal 1999 earnings also reflect the benefits of higher steam sales for heating and lower DHC energy and production costs.  TEN continues to review its pricing structure so that it meets current market demands as energy deregulation and changes in
energy costs move forward.

TEN's earnings from its equity interest in two partnerships are lower in fiscal 1999.  The majority of these earnings are from Iroquois, and in August 1998 Iroquois' approved tariffs allowed by the FERC were reduced, resulting in lower income.

Earnings from the diversified businesses in fiscal 1998 reflect the measures that have been taken in the last few years to position this area of the Company for future growth and development.  Several significant factors impacting TEN's earnings have
occurred in fiscal 1998.  The assets of TEN's wholly-owned HVAC subsidiary, ENServe, were sold and the subsequent winding down of this operation was completed.  As a result, TEN's fiscal 1998 earnings no longer reflected the losses of ENServe that had
been recorded in fiscal 1997, equivalent to $(.07) per share.  During the second quarter of fiscal 1998, TEN assumed the full ownership of KBC and began the wind down of its operations.  The Company's share of KBC's operating losses for fiscal 1998 was
approximately $(.11) per share.

Fiscal 1998 earnings from ongoing operations for TEN included the benefit of lower energy and production costs for district heating and cooling, the result of lower energy prices, and higher chilled water sales for cooling because of the warmer summer
weather. These benefits were partially offset by the effects of lower steam and hot water sales during the warmer winter.  The cost of the added debt issued by TEN to finance the October 1997 stock repurchase reduced TEN's fiscal 1998 earnings by ($.19)
per share (See "Investing Activities," below).

LIQUIDITY AND CAPITAL RESOURCES

Natural gas sales in New England are seasonal, and the Company's cash flows vary accordingly because regulated natural gas operations are the principal segment of the Company's business.  The Company manages its changes in cash requirements, primarily
to fund gas purchases, construction expenditures and customer accounts receivable, by using cash flows generated from operations supplemented by short-term financing from lines of credit.

The diversified operations' cash resources and requirements are also seasonal.  Cash requirements have generally been satisfied with cash flows from operations together with short-term financing from lines of credit.

Proceeds from long-term debt issued in fiscal 1999 were used to refinance short-term debt, some of which had been used to finance the June 1998 acquisition of the Hartford Hospital cogeneration facilities.  Long-term debt issued in fiscal 1998 was used
to finance a stock repurchase and to retire existing short-term debt.

The cost of gas and volumes of gas sold are the principal factors which influence cash flows from operations from year to year.  The price of natural gas impacts the amount of purchased gas costs subject to refund or recovery through the Purchased Gas
Adjustment provisions ("PGA") of the Company's tariffs.

In fiscal 1999, cash from operations and available credit lines provided needed working capital and funded dividends and construction expenditures.  In fiscal 1998, the Company relied on cash from operations and its available lines of credit to satisfy
cash requirements for working capital, dividends, asset acquisitions and construction expenditures.

Construction expenditures in fiscal 1999, 1998 and 1997 were $24,992, $22,435 and $24,593, respectively. Capital spending for the fiscal year ending September 30, 2000 is estimated to be $26,300 for the regulated operations.  The diversified businesses
are projecting to expend $10,900 in fiscal 2000, primarily to fund the expansion of the DHC system to support service to The Learning Corridor, as described below, and to provide for additional chilled water storage.  CTG's construction program is subject
to continuous review and modification, and actual expenditures may vary from these estimates.  The Company plans to fund capital expenditures and other commitments through a combination of sources.

In June 1998, TEN acquired the assets of a 16-megawatt capacity cogeneration facility which supplies Hartford Hospital with steam and electricity.  The purchase price and cost to repower this facility was approximately $17,000 and was financed through
existing lines of credit.  This was later refinanced with the October 1998 issue of $15,000 of long-term debt (See "Financing Activities," below).  This investment is directly linked with the diversified operations' growth strategy of focusing on the
ownership and operation of energy facility assets.

In April 1999, TEN executed a twenty-five year agreement with the City of Hartford to supply hot and chilled water to several facilities referred to collectively as The Learning Corridor project in Hartford's south-end.  The Learning Corridor is an
$86,000,000 educational campus that forms the centerpiece of the Trinity College/Southside Institutions Neighborhood Alliance ("SINA") neighborhood revitalization initiative.  Energy to serve these customers will be produced at TEN's cogeneration facility
located at Hartford Hospital.  Construction of necessary pipeline and other facilities began in the third quarter of fiscal 1999.  Service to The Learning Corridor is expected to begin in early 2000.  The cost of this expansion of TEN's DHC system is
estimated to be approximately $6,000, to be expended between fiscal 1999 and 2000.  Approximately $700 was spent in fiscal 1999.

TEN continues to investigate other energy-related systems and other investment opportunities which are aligned with its overall capital asset investment strategy.  Additional borrowings and/or funds may be required to realize such transactions.  The
Company has been working with its banks and other sources in order to be prepared if such an opportunity arises.

In October 1998, TEN entered into a marketing Alliance with Pratt & Whitney Canada, Inc., Carrier Corporation and Oxford Technologies, Inc. (the "Alliance") to provide energy for heating, cooling and electricity to large commercial, industrial and
institutional facilities by combining cogeneration and district energy.  As the lead role in this Alliance, TEN will own and operate the district energy plants which will be installed on-site at each facility and equipped with state-of-the-art energy
systems provided by the other members of the Alliance.  A number of opportunities are currently being pursued by Alliance members.  TEN's participation in this Alliance is in keeping with TEN's strategic plan to focus its investments in fixed assets in
capital intensive businesses.

The Company has been approached by local businesses and government agencies regarding the development of a stadium and convention center along with hotel, retail and recreational facilities.  The proposed development, known as Adriaen's Landing, would
be built in the area of the Company's headquarters and operating center.  The Company, in order to accommodate the development as it has been proposed, would be required to relocate its administration and operating facilities and potentially a portion of
HSC's steam and chilled water production facilities.  Discussions are now under way with the developers in order to accomplish this at no cost to the Company or its customers.  The area of development, which includes Company property, may contain
hazardous materials that the project participants will be required to address.

A relocation would have a significant impact on the Company's business and operations during the transition.  The Company believes that the Adriaen's Landing project would be beneficial to the Greater Hartford area and provide an opportunity for new
customers to the Company.  The Company has indicated its willingness to relocate provided that the relocation is accomplished in a way that will not materially disadvantage the Company or its customers.  However, the State's final plans for development of
this site have not been completed, and, largely for this reason, the Company cannot assess the impact of future developments, including any arrangement pertaining to the funding of relocation and any related land preparation or remediation costs.

The Adriaen's Landing site, including the Company's property, contains contaminants, some of which originated during the Company's former gas manufacturing activities.  The Company believes that if the development activities trigger the remediation of
contamination on the Company's property, the cost of the remediation should be regarded as part of the project development costs.  Prior decisions of the DPUC indicate that the costs of remediating property that is found to have been contaminated by a gas
utility's former gas manufacturing activities are generally recoverable from the utility's customers.

The Company uses short-term debt to finance working capital requirements.  Capital expenditures are also temporarily funded with short-term debt.  The Company raises short-term funds through the use of available bank lines of credit and revolving
credit agreements (See Note 7 to the Financial Statements).  Long-term debt and equity issues are used to reduce outstanding short-term debt and to permanently finance completed construction.  In October 1998, the Company refinanced $30,800 of short-term
borrowings with long-term debt.

The Company's 9.16%, Series AA First Mortgage Bonds are subject to redemption by sinking fund scheduled at $2,500 per year.  In October 1998, the Company exercised its option to redeem $2,500 in principal of its 9.16%, Series AA First Mortgage Bonds in
addition to the scheduled redemption of $2,500, for a total of $5,000.  The Company also exercised its option to redeem an additional $2,000 of principal together with the scheduled payment amount due on October 1, 1999, for a total of $4,500.  This
increased the Company's current portion of long-term debt by $2,000 at September 30, 1999.

In October 1998, the Company issued a total of $20,000 of Medium Term Notes ("MTNs") at 6.04%, due 2008.  These MTNs are unsecured and have no call provisions or sinking fund requirements. The proceeds were used primarily to refinance $15,800 of
short-term debt that was outstanding at fiscal year-end 1998.  The long-term debt amounts shown on the balance sheet and statement of capitalization at September 30, 1998 include $15,800 of these MTNs.

In October 1998, TEN issued $15,000 of Senior Secured Notes, due in 2010, at 6.9%. The full amount of the principal is due at maturity.  A portion of the proceeds was used to repay short-term debt that was used to finance the purchase and repowering of
the Hartford Hospital cogeneration facility (See "Investing Activities", above).  The September 30, 1998 financial statements reflect the classification of the debt that was retired as a result of this refinancing as long-term debt.

In August 1998, the Company refinanced its outstanding $10,600 1986 and 1988 series of tax exempt, seven-day put, Industrial Revenue Variable Rate Demand Bonds ("IRBs") issued by the Connecticut Development Authority.  The 1998 series of IRBs matures
in 2025 and has no sinking fund requirements.  The original IRBs financed TEN's Capitol Area district heating and cooling facilities in Hartford, Connecticut.  At the same time, the Company replaced the letter of credit which supports these IRBs.  The
IRBs have been assigned the rating of A+/A-1 by Standard & Poor's.

In October 1997, TEN issued Senior Secured Notes for $45,000, due in 2009, at 6.99%.  The principal will be retired through semi-annual payments of $2,500 beginning in 2001.  The proceeds were used to repurchase approximately 2.0 million shares of CTG
common stock.

In October 1997, the Company issued a total of $19,000 of MTNs due 2007.  These MTNs are unsecured and have no call provisions or sinking fund requirements.  The proceeds were used to refinance existing short-term debt.  The face values and interest
rates of these MTNs are:



|Face Value | Interest Rate
|---------- | -------------
|$ 1,000    | 6.62%        
|$ 1,000    | 6.65%        
|$17,000    | 6.69%        

The MTNs are rated at A3 by Moody's and A- by Standard and Poor's.

In March 1998, the Company renewed its $20,000 revolving credit agreement to 2001 with two subsequent one-year renewal options.

In February 1998, the Company replaced its expiring $9,000 bank line of credit with a seasonally adjusted $10,000 to $15,000 line of credit through February of 1999.  In February 1999, the Company renewed this line of credit to February 2000.

In October 1997, TEN entered into a 364-day secured revolving credit agreement for $10,000 with a bank.  In fiscal 1999 this agreement was renewed through September 1999, at which time it was extended into the first quarter of fiscal 2000 while
arrangements for its renewal are in progress.

In October 1997, TEN entered into a three-year revolving credit agreement for $10,000 with a bank.  The maximum borrowing amount is reduced by $500 on each fiscal quarter, beginning January 1, 1998.

Many of the Company's debt agreements require the maintenance of certain financial covenants.  At September 30, 1999 the Company was in compliance with or had received a waiver with respect to these covenants and provisions.

On December 1, 1998, the Board of Directors of CTG Resources, Inc. declared a dividend distribution of one right (a "Right") for each share of Common Stock, without par value, of the Company (all such shares of common stock of the Company,
collectively, the "Common Stock") outstanding at the close of business on December 18, 1998 (the "Record Date"), pursuant to the terms of a Rights Agreement, dated as of December 1, 1998 (the "Rights Agreement"), between the Company and
ChaseMellon Shareholder Services, L.L.C., as Rights Agent.  The Rights Agreement also provides, subject to specified exceptions and limitations, that shares of Common Stock issued or delivered by the Company (whether originally issued or delivered from
the Company's treasury) after the Record Date will be entitled to and accompanied by Rights.  The Rights are in all respects subject to and governed by the provisions of the Rights Agreement.

In February 1999, CTG's shareholders approved the CTG Resources, Inc. 1999 Stock Option Plan (the "Option Plan").  The Board of Directors adopted the plan in December 1998.  The maximum number of shares that may be issued under the Option Plan is
500,000.  In fiscal 1999, 64,600 options were granted under the Option Plan.  These options vest over three years, beginning after the second year following their grant.  The options are exercisable over ten years.  The exercise price of the options is
$23.125.



The Company follows the provisions of Statement of Financial Accounting Standards ("SFAS") No. 123, "Accounting for Stock Based Compensation" ("SFAS No. 123"), which requires the measurement of the fair value of stock options to be included in the
statement of income or that proforma information related to the fair value be disclosed.  The Company continues to account for stock based compensation under Accounting Principles Board Opinion No. 25, "Accounting for Stock Issued to Employees," and
elects the disclosure-only alternative under SFAS No. 123.  In fiscal 1999, the fair value of the stock options that would have been included in the statement of income under SFAS No. 123 was $65, equivalent to less than one cent per share after income
taxes.  The detailed proforma fair value and earnings per share information is disclosed in the Notes to the Financial Statements.

On October 30, 1997, through a tender offer made by TEN, the Company repurchased approximately 2.0 million shares of CTG common stock for approximately $53,000.  TEN financed the purchase with a combination of cash, revolving bank debt and the issuance
of Senior Secured Notes.  The shares repurchased by TEN were transferred by the depositary directly to CTG.  In connection with the repurchase, effective with the first quarter of fiscal 1998, CTG reduced its quarterly dividend on common stock from $0.38
($1.52 annually) to $0.25 ($1.00 annually) per share.

In fiscal 1999, the Company declared a quarterly dividend of $0.26 ($1.04 annually) per share.

Under the most restrictive terms of the indenture securing the Company's First Mortgage Bonds, retained earnings of $26,700 are available for CNG to pay dividends at September 30, 1999.  CTG's ability to pay dividends is not restricted by these terms.
As a provision of CTG's Forward Equity Purchase Agreement with TEN, described below, CTG is restricted from declaring or paying any dividends or distributions to its holders of common stock if any amounts due and payable under this agreement are in
arrears.  Dividends paid on common and preferred stock in fiscal 1999 were $9,023.  The preferred stock on the balance sheet is issued by CNG.  CNG is prohibited from, among other things, paying dividends on common stock and purchasing, redeeming or
retiring common stock, if dividends on preferred stock are in arrears.

In a Forward Equity Purchase Agreement amended October 14, 1998 and originally dated October 1, 1997, CTG has committed to fund from $4,500 to $9,000 per year into TEN from 1998 through 2009 for an aggregate additional cash infusion into TEN of
$122,600.  In exchange, TEN caused all shares of CTG common stock purchased through the October 1997 tender offer to be transferred directly to CTG by the depositary.

The Company is subject to audit by State of Connecticut and federal authorities as it relates to income, sales, use and property tax returns filed.  In addition, the Company has several ongoing issues related to the taxability of off-system gas sales
by state taxing authorities.  The Company believes that if amounts are required to be paid related to the off-system sales issues, a portion would be recoverable from ratepayers.  These benefits had been previously flowed through to ratepayers.  The
ultimate resolution of these issues will be impacted by future negotiations with the State Department of Revenue Services and the DPUC.  In the opinion of management, based upon current regulatory treatment, the ultimate resolution of these issues will
not have a material impact on the Company's results of operations.

In recent years, the natural gas industry has undergone structural changes in response to Federal regulatory policy intended to increase competition.  In 1992, the FERC issued Order 636, which required all interstate gas pipelines to provide
"unbundled," or separate, gas transportation and storage services and to discontinue their bundled merchant sales operations, which included the gas acquisition function.  The impact of the FERC Order 636 and the resulting deregulation of the gas industry
have continued to heighten competition and have changed the nature of the Company's business.

At the local level, as a result of FERC Order 636 and Connecticut deregulation, the Company continues to face increasing competitive pressures as providers of gas seek to make sales to the Company's commercial and industrial customers.  Similarly, the
Company has offered firm transportation rate tariffs to nonresidential customers since April of 1996.  The Company's transportation tariffs are designed to recover a margin on each transaction that is comparable to the margin that the Company would have
received if it were making a system sale of natural gas.

The Company also competes with suppliers of oil, electricity and propane for cooking, heating, air conditioning and other purposes.  Competition is greatest for the Company's large commercial and industrial customers who have the capability of using
alternative fuels.  The volatile effect of this price-sensitive load is somewhat overcome through the use of flexible rate schedules which allow gas pricing to meet alternative-fuel competition.

The diversified businesses own and operate district heating and cooling systems, collectively referred to as DHC, which distribute and sell steam, hot and chilled water to office complexes and other large buildings in the city of Hartford.  The risk of
competition to the DHC business from alternate energy types is diminished after a customer has made its commitment to DHC, because of the cost of the equipment necessary to utilize an alternative energy source.  Similarly, the diversified businesses own
and operate cogeneration facilities, which distribute thermal energy and electricity to hospitals, universities and other large commercial and industrial users.

The Company's exposure to market risk with respect to sales to firm customers comes primarily from changing natural gas prices.  All of the Company's gas sales are at tariffs designed to fully recover the Company's cost of gas.  The Company passes on
to its firm customers changes in gas costs from those reflected in its tariffs under PGA provisions allowed by the DPUC.  Interruptible and off-system sales are priced competitively at not less than the Company's cost of gas associated with those sales
plus applicable taxes and a minimum margin.  Some interruptible and off-system sales are made under fixed price sales contracts.  For such sales, the Company secures its margin and protects against potential losses that could be caused by changes in gas
prices by buying and storing natural gas for these contracts at a fixed price at the beginning of the contract period.  Transportation services are also delivered at cost-based rates.

All but one issue of the Company's long-term debt are at fixed rates of interest.  The $10,600 of Industrial Revenue Variable Rate Demand Bonds issued by TEN in October 1998 are at a variable rate of interest, which is set weekly.

The Company's natural gas distribution business is subject to cost-of-service regulation by the DPUC. Based on current regulation and recent DPUC decisions, the Company believes that its use of regulatory accounting is appropriate and in accordance
with the provisions of SFAS No. 71, "Accounting for the Effects of Certain Types of Regulation" (See Note 1 to the Financial Statements).

CNG's last rate decision from the DPUC regarding base rates for natural gas service was issued in October 1995.  By State statute, CNG was required to undergo a financial review with the DPUC beginning in October 1999.  Rather than undergo such a
statutory financial review, the Company made the decision to initiate a general rate hearing.  CNG filed its general rate case on November 10, 1999, requesting an increase to its base revenues of $15,700 or 8.37 %. Key elements of the case include a
higher return on equity, increased depreciation rates, lowering of the interruptible sales sharing mechanism, and introduction of a Rate Plan Alternative ("RPA"), a form of performance-based ratemaking methodology, to take effect following the Merger with
Energy East.  The RPA, which is proposed for a four-year term, includes performance measures, a higher return level, a sharing mechanism, and elimination of the Purchased Gas Adjustment clause.  The RPA also includes a price cap for residential sales
customers and flexible pricing options for nonresidential customers.  The DPUC review process is ongoing.  Rates that reflect the DPUC's decision should become effective by May 2000.

In a second phase of a regulatory review of natural gas deregulation which began in 1996, the DPUC is addressing the potential deregulation of the residential natural gas sales market in Connecticut and the future role of Connecticut's local natural
gas distribution companies ("LDCs") in natural gas commodity sales.  The DPUC has asked Connecticut LDCs to file information for the purpose of examining costs and developing appropriate natural gas sales and delivery rates for customers, to ensure that
customers pay only for those services that they use.  CNG filed its cost of service study with the DPUC in August 1999.  Once the DPUC concludes generic proceedings it is expected to order each LDC to adjust its rates accordingly.  The Company cannot
predict the outcome of these proceedings.

CNG is currently examining its rate structure in this new context, to determine its future applicability in an unbundled environment where sales and delivery services may be purchased separately by all customers.

TEN is a 50% partner in the DCA, a single purpose entity operating a 4.2-megawatt dual-fuel gas turbine generator which supplies electricity to a local electric utility under an Energy Purchase Agreement ("EPA") and steam to TEN's wholly-owned DHC
subsidiary, HSC, under a Steam Supply Agreement ("SSA").  Currently, the electric utility and HSC are able to obtain energy at a lower cost than that which they pay under these agreements.  For this reason, the electric utility and HSC have offered to buy
out of their contracts with DCA.  In March 1999, TEN and its partners in the DCA agreed to terminate both the EPA and SSA and negotiated terms for the buy out of each of these agreements, subject to DPUC approval for the electric utility.  HSC's buy out
of the SSA is estimated at $5,800.

The termination of the EPA and the SSA with DCA will occur upon the receipt of all necessary approvals for the electric utility.  This is expected sometime in the year 2000.  Until then, the DCA plant will continue to produce and sell steam and
electricity under the SSA and EPA.  HSC's termination of the SSA should benefit HSC and its customers by lower future production costs, but will reduce TEN's earnings from its partnership interest in DCA.

In the ordinary course of business, the Company may incur costs to clean up environmental contaminants related to natural gas activity.  In those instances the Company expects that the remediation costs will be recoverable in rates.  In August 1998,
the Company received a notice of violation ("NOV") from the Connecticut Department of Environmental Protection ("DEP") regarding a number of areas on noncompliance.  The Company submitted the required compliance report in September 1998.  In April 1999,
the DEP provided the Company with a draft Consent Order and informed the Company, by letter, that the Company's actions in response to the NOV were sufficient to correct the violations.  The Company will also be required to pay a small penalty.  The
Company is working with the DEP to negotiate the Consent Order.  The Company's written response to the DEP was submitted in October 1999.  In the opinion of management, any existing environmental issues will not be significant to the future financial
condition or results of operations of the Company.

In November 1995, certain Connecticut plumbers and HVAC contractors, including Connecticut Cooling Total Air, Inc. and two trade associations, filed three class action suits against CNG and the State's two other LDCs claiming that the LDCs, including
CNG, had performed gas service work in customers' homes without proper contractors' licenses from the State of Connecticut.  The suits claimed that CNG violated the Connecticut Unfair Trade Practices Act, committed tortious interference with contract
and/or business expectancies, violated the Connecticut Antitrust Act, and conspired with the other two gas companies to violate the license statute.

During fiscal 1999, CNG reached a settlement which resolves all three actions with no material impact to its results of operations or financial condition.

The Company is not a party to any other litigation other than ordinary routine litigation incident to the operations of the Company or its subsidiaries. In the opinion of management, the resolution of such litigation will not have a material adverse
effect on the Company's financial condition or results of operations.

Year 2000 Compliance

CTG has been preparing for Year 2000 ("Y2K") issues for a number of years. In 1989, CTG started the implementation of a Long-Range Information Systems Plan that addressed the replacement or redevelopment of all key CTG applications.  All systems
replaced or redeveloped since 1989 were required to be Y2K ready.  In January 1998, a task force was organized to address all Y2K issues throughout CTG operations.  The task force, headed by a Y2K compliance officer, is comprised of individuals from every
business unit within CTG and is charged with assembling an inventory of date-impacted systems, identifying critical vendors and customers for readiness, prioritizing systems that are not ready, identifying critical dates for readiness, developing and
executing test plans for all critical high priority application programs and embedded technology, developing contingency plans for vendors and systems that are not ready, and certifying that all systems and critical vendors are ready.  All of the
above-noted activities of the task force, with the exception of developing contingency plans and the system testing and certification phases, were completed during the last quarter of calendar year 1998.  Initial contingency plans were completed during
the first quarter of calendar 1999.  These contingency plans will be finalized and updated during the balance of 1999 as needed.

The testing and certification of systems critical to CTG's operations were completed as of October 1, 1999.

In April 1998, a letter and survey were sent to CTG's vendors requesting a status of their Y2K efforts.  In September 1998, a second letter and survey were sent to vendors who did not respond.  For all critical vendors that do not respond or are not
Y2K ready by the critical dates identified, CTG has made arrangements for alternate suppliers and service providers or developed contingency plans.  This process will continue to take place during the balance of 1999.  Parts and materials, which are
critical

Although not all vendors have returned surveys, no third parties with which CTG has significant business relationships have disclosed problems which would indicate the potential for business interruptions.

During the quarter ending March 31, 1999, CTG received the results of reviews of its Y2K readiness by an outside legal firm and an outside consultant.  During the quarter ending June 30, 1999, CTG received the results of a Y2K readiness review
conducted by an outside consultant on behalf of the DPUC.  CTG has integrated the recommendations received from these consultants into its Y2K readiness plan.  The DPUC will continue to monitor CTG's Y2K readiness through the first quarter of the year 2000.

Costs to Address CTG's Year 2000 Issues

Although CTG is nearing the end of its project plan, CTG's current schedule is subject to change, depending on developments that may arise through unforeseen business circumstances.  CTG also depends upon third parties, including customers, suppliers,
government agencies and financial institutions, to reliably deliver products and services.  Although CTG has not received responses from all third parties, CTG has not identified any known Y2K-related event, trend, demand, commitment, or uncertainty which
would likely have a material effect on CTG's business, results of operations, liquidity, capital resources or financial condition.  CTG has canvassed its critical vendors and no such vendor has indicated it will not be ready for the Y2K.  CTG has assigned
critical dates for vendors to show readiness throughout 1999.  If a vendor does not show readiness by a specific date, CTG will either find a replacement vendor or develop a work-around.

Natural gas supply disruptions are not expected due to Y2K issues.  CTG's gas supply is substantially dependent upon natural gas pipelines and other third party natural gas suppliers that it has no control over.  None of the pipelines or suppliers has
expressed expectations of gas supply delivery problems as a result of Y2K issues; therefore, CTG expects to be able to reliably supply customers.  CTG has and will continue to work with pipelines and suppliers to examine their Y2K readiness.

CTG believes its planning has been adequate to secure Y2K readiness of critical systems and operations.  CTG is not able to predict all the factors that could cause actual results to differ materially from its current expectations regarding its Y2K
readiness.  However, if CTG and/or third parties with which CTG has a significant business relationship fail to achieve Y2K readiness with respect to critical systems or operations, there could be a material adverse effect on CTG's results of operations
and financial position.

CTG's Contingency Plans

CTG's contingency plans include selecting alternate vendors that are Y2K ready, using back-up systems which do not rely on computers, and obtaining and stocking critical parts and materials.  Critical dates for readiness have been established for
systems and vendors utilized throughout CTG.  These critical dates have been established in order to allow sufficient time for CTG to either remediate any date-sensitive features in existing computer software and applications critical to CTG's business or
to acquire services and products from alternate providers which are Y2K ready.  Contingency planning is an ongoing process and will continue throughout 1999.

CTG has been an active participant at various Y2K town meetings around its service territory and is in the process of planning further Y2K communications to its customers and the general public during the remainder of 1999.

NEW ACCOUNTING STANDARD

In June 1998, the Financial Accounting Standards Board ("FASB") issued SFAS No. 133, "Accounting for Derivative Instruments and Hedging Activities" ("SFAS No. 133").  This statement establishes accounting and reporting standards for derivative
instruments and for hedging activities.  In June 1999, the FASB issued SFAS No. 137, "Accounting for Derivative Instruments and Hedging Activities - Deferral of the Effective Date of FASB Statement No. 133," to amend the implementation date of SFAS No.
133.  Adoption of SFAS No. 133 is now required for the Company beginning with the first quarter of fiscal 2001.  The Company is aware of certain provisions which may impact the natural gas industry but has not yet reviewed these provisions in detail
against its existing accounting practices and disclosures.  At this time the Company cannot predict what impact, if any, the adoption of SFAS No. 133 will have on its financial condition or results of operations.

INFLATION AND CHANGING PRICES

Inflation impacts the prices the Company must pay for operating and maintenance expenses and construction costs.  The Company's rate schedules for natural gas and DHC sales include provisions that permit changes in gas costs and service costs,
respectively, to be passed on to customers.  The Company attempts to minimize the effects of inflation on other costs through cost control, productivity improvements and regulatory actions where appropriate.

FORWARD LOOKING INFORMATION

This report and other Company reports, including filings with the Securities and Exchange Commission, press releases and oral statements, contain forward looking statements. Such statements include but are not limited to disclosures about Year 2000
compliance, the Merger with Energy East, Adriaen's Landing, the Weather Stabilization Program, changes in operating and maintenance expenses, future construction expenditures, diversified operations growth strategy, anticipated earnings from a newly
acquired cogeneration facility, a Forward Equity Purchase Agreement, state and Federal tax audits, the Company's competitive environment, regulatory proceedings regarding further state deregulation of the natural gas industry, environmental matters, legal
proceedings, the Energy Network Alliance, and New Accounting Standards.

Forward looking statements are made based upon management's expectations and beliefs concerning future developments and their potential effect upon the Company.  The Company cautions that, while it believes such statements to be reasonable and makes
them in good faith, actual results almost always vary, and the differences between assumed facts or bases and actual results can be material, depending upon the circumstances.  Investors should be aware of important factors that could have a material
impact on future results.  These factors include, but are not limited to, weather, the regulatory environment, the outcome of state and federal regulatory proceedings, legislative and judicial developments which affect the Company or significant groups of
its customers, economic conditions in the Company's service territory, fluctuations in energy-related commodity prices, customer conservation efforts, financial market conditions, interest rate fluctuations, customers' preferences, unforeseen competition,
and other uncertainties, all of which are difficult to predict and beyond the control of the Company.

ITEM 7A.  QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

The information required by this item regarding quantitative and qualitative disclosures about market risk pursuant to Item 305 of Regulation S-K is contained in "Item 7. Management's Discussion and Analysis of Financial Condition and Results of
Operations" of this report, in the section titled "Market Risk" under "Liquidity and Capital Resources."  This information is hereby incorporated by reference.



---

REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS



To the Stockholders and The Board of Directors of CTG Resources, Inc.:

We have audited the accompanying consolidated balance sheets and consolidated statements of capitalization of CTG Resources, Inc. (a Connecticut Corporation) and subsidiaries as of September 30, 1999 and 1998, and the related consolidated
statements of income, common stock equity and cash flows for each of the three years in the period ended September 30, 1999.  These financial statements and the schedule referred to below are the responsibility of the Company's management. Our
responsibility is to express an opinion on these financial statements based on our audits.

We conducted our audits in accordance with generally accepted auditing standards.  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 consolidated financial statements referred to above present fairly, in all material respects, the financial position of CTG Resources, Inc. and subsidiaries as of September 30, 1999 and 1998, and the results of their operations
and their cash flows for each of the three years in the period ended September 30, 1999, in conformity with generally accepted accounting principles.

Our audits were made for the purpose of forming an opinion on the basic financial statements taken as a whole.  The schedule listed in the schedule index is presented for purposes of complying with the Securities and Exchange Commission's rules
and is not part of the basic financial statements.  This schedule has been subjected to the auditing procedures applied in the audits of the basic financial statements and, in our opinion, fairly states in all material respects the financial data required
to be set forth therein in relation to the basic financial statements taken as a whole.

S/       Arthur Andersen LLP (ARTHUR ANDERSEN LLP)

Hartford, Connecticut
October 26, 1999



Consolidated Balance Sheets
September 30, 1999 and 1998(Dollars in Thousands)

|Assets                                                  | 1999      |  | 1998     
|------------------------------------------------------- | --------- |  | ---------
|                                                        |           |  |          
|Plant and Equipment:                                    |           |  |          
|Plant in service                                        | $ 532,277 |  | $ 510,542
|Construction work in progress                           | 1,654     |  | 3,647    
|                                                        | 533,931   |  | 514,189  
|Less-Allowance for depreciation                         | 192,751   |  | 176,173  
|                                                        | 341,180   |  | 338,016  
|Investments, at equity                                  | 12,449    |  | 11,821   
|                                                        |           |  |          
|Current Assets:                                         |           |  |          
|Cash and cash equivalents                               | 15,097    |  | 1,264    
|Accounts and notes receivable (less allowance for       |           |  |          
|doubtful accounts of $4,285 in 1999 and $3,283 in 1998) | 30,846    |  | 31,513   
|Accrued utility revenue                                 | 3,263     |  | 3,789    
|Inventories                                             | 21,294    |  | 17,852   
|Prepaid expenses                                        | 7,449     |  | 11,707   
|Total Current Assets                                    | 77,949    |  | 66,125   
|                                                        |           |  |          
|Other Assets:                                           |           |  |          
|Unrecovered future taxes                                | 5,322     |  | 10,734   
|Other assets                                            | 29,361    |  | 32,485   
|Total Other Assets                                      | 34,683    |  | 43,219   
|                                                        | $ 466,261 |  | $ 459,181
|                                                        |           |  |          
|Capitalization and Liabilities                          |           |  |          
|                                                        |           |  |          
|Capitalization (see accompanying statements):           |           |  |          
|Common stock equity                                     | $ 128,048 |  | $ 123,397
|Preferred stock, not subject to mandatory redemption    | 862       |  | 879      
|Long-term debt                                          | 214,769   |  | 215,852  
|                                                        | 343,679   |  | 340,128  
|Current Liabilities:                                    |           |  |          
|Current portion of long-term debt                       | 5,283     |  | 5,733    
|Notes payable                                           | -         |  | 2,000    
|Accounts payable and accrued expenses                   | 33,017    |  | 30,813   
|Refundable purchased gas costs                          | 2,782     |  | 1,640    
|Accrued taxes                                           | 401       |  | 707      
|Accrued interest                                        | 5,032     |  | 4,317    
|Total Current Liabilities                               | 46,515    |  | 45,210   
|                                                        |           |  |          
|Deferred Credits:                                       |           |  |          
|Deferred income taxes                                   | 55,444    |  | 50,175   
|Unfunded deferred income taxes                          | 5,322     |  | 10,734   
|Investment tax credits                                  | 2,541     |  | 2,761    
|Refundable taxes                                        | 5,311     |  | 4,252    
|Other                                                   | 7,449     |  | 5,921    
|Total Deferred Credits                                  | 76,067    |  | 73,843   
|Commitments and Contingencies                           |           |  |          
|                                                        | $ 466,261 |  | $ 459,181

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



Consolidated Statements of IncomeFor the Years Ended September 30, 1999, 1998 and 1997(Dollars in Thousands Except for Per Share Data)



|                                          | 1999          |  | 1998            |  | 1997           
|----------------------------------------- | ------------- |  | --------------- |  | ---------------
|                                          |               |  |                 |  |                
|Operating Revenues                        | $  286,749    |  | $    282,748    |  | $    305,295   
|Less:	Cost of energy                      | 151,098       |  | 150,685         |  | 166,785        
|State gross revenues tax                  | 9,262         |  | 9,660           |  | 11,107         
|Operating Margin                          | 126,389       |  | 122,403         |  | 127,403        
|                                          |               |  |                 |  |                
|Operating Expenses:                       |               |  |                 |  |                
|Operations                                | 46,547        |  | 45,623          |  | 48,241         
|Maintenance                               | 7,575         |  | 8,361           |  | 8,682          
|Depreciation and amortization             | 20,233        |  | 19,305          |  | 18,184         
|Income taxes                              | 14,152        |  | 12,210          |  | 16,959         
|Local property taxes                      | 5,277         |  | 5,216           |  | 5,323          
|Other taxes                               | 2,220         |  | 2,233           |  | 2,400          
|                                          | 96,004        |  | 92,948          |  | 99,789         
|Operating Income                          | 30,385        |  | 29,455          |  | 27,614         
|                                          |               |  |                 |  |                
|Other Income/(Deductions):                |               |  |                 |  |                
|Allowance for equity funds used           |               |  |                 |  |                
|during construction                       | 78            |  | 61              |  | 125            
|Equity in partnership earnings            | 2,088         |  | 3,271           |  | 2,910          
|Other income/(deductions)                 | 913           |  | (1,120)         |  | (68)           
|Merger-related costs                      | (3,204)       |  | -               |  | -              
|Income taxes                              | (670)         |  | (856)           |  | (665)          
|                                          | (795)         |  | 1,356           |  | 2,302          
|Income Before Interest Charges            | 29,590        |  | 30,811          |  | 29,916         
|                                          |               |  |                 |  |                
|Interest and Debt Expense, net:           |               |  |                 |  |                
|Interest on long-term debt                | 14,807        |  | 13,720          |  | 11,345         
|Other interest                            | 815           |  | 1,463           |  | 1,200          
|Allowance for borrowed funds used         |               |  |                 |  |                
|during construction                       | (52)          |  | (41)            |  | (84)           
|Amortization of debt expense              | 396           |  | 473             |  | 380            
|                                          | 15,966        |  | 15,615          |  | 12,841         
|Net Income                                | 13,624        |  | 15,196          |  | 17,075         
|Less-Dividends on Preferred Stock         | 61            |  | 61              |  | 62             
|                                          |               |  |                 |  |                
|Net Income Applicable to Common Stock     | $    13,563   |  | $      15,135   |  | $      17,013  
|                                          |               |  |                 |  |                
|Average Common Shares Outstanding:        |               |  |                 |  |                
|Basic                                     | 8,613,455     |  | 8,871,349       |  | 10,632,001     
|Diluted                                   | 8,656,872     |  | 8,922,965       |  | 10,683,759     
|                                          |               |  |                 |  |                
|Income Per Average Share of Common Stock: |               |  |                 |  |                
|Basic                                     | $        1.57 |  | $          1.71 |  | $          1.60
|Diluted                                   | $        1.57 |  | $          1.70 |  | $          1.59
|                                          |               |  |                 |  |                
|Dividend Per Share of Common Stock        | $        1.04 |  | $          1.00 |  | $          1.52

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



Consolidated Statements of Cash FlowsFor the Years Ended September 30, 1999, 1998 and 1997(Dollars in Thousands)

|                                                   | 1999       |  | 1998       |  | 1997      
|-------------------------------------------------- | ---------- |  | ---------- |  | ----------
|Cash Flows from Operating Activities:              |            |  |            |  |           
|Net Income                                         | $  13,624  |  | $  15,196  |  | $  17,075 
|                                                   |            |  |            |  |           
|Adjustments to reconcile income to net cash:       |            |  |            |  |           
|Depreciation and amortization                      | 20,845     |  | 20,628     |  | 18,098    
|Provision for uncollectible accounts               | 5,270      |  | 5,044      |  | 3,855     
|Deferred income taxes, net                         | 6,108      |  | 6,414      |  | 4,115     
|Equity in partnership earnings                     | (2,088)    |  | (3,271)    |  | (2,910)   
|                                                   |            |  |            |  |           
|Changes in assets and liabilities:                 |            |  |            |  |           
|Accounts receivable                                | (4,172)    |  | (5,410)    |  | (3,873)   
|Accrued utility revenue                            | 526        |  | 835        |  | (444)     
|Inventories                                        | (3,442)    |  | (268)      |  | (1,616)   
|Purchased gas costs                                | 1,142      |  | (3,074)    |  | (1,298)   
|Prepaid expenses                                   | 4,258      |  | (2,804)    |  | 2,017     
|Accounts payable and accrued expenses              | 2,613      |  | (4,823)    |  | (1,682)   
|Other assets/liabilities                           | 3,825      |  | (1,376)    |  | (3,783)   
|Total adjustments                                  | 34,885     |  | 11,895     |  | 12,479    
|Net cash provided by operating activities          | 48,509     |  | 27,091     |  | 29,554    
|                                                   |            |  |            |  |           
|Cash Flows from Investing Activities:              |            |  |            |  |           
|Capital expenditures                               | (24,992)   |  | (22,435)   |  | (24,593)  
|Purchase of Cogeneration Assets                    | -          |  | (17,067)   |  | -         
|Cash distributions received from investments       | 1,461      |  | 2,442      |  | 1,761     
|Other investing activities, net                    | 1,594      |  | 901        |  | 54        
|Net cash used in investing activities              | (21,937)   |  | (36,159)   |  | (22,778)  
|                                                   |            |  |            |  |           
|Cash Flows from Financing Activities:              |            |  |            |  |           
|Dividends paid                                     | (9,023)    |  | (8,657)    |  | (16,177)  
|Issuance (repurchase) of common stock              | -          |  | (53,277)   |  | 622       
|Other stock activity, net                          | (183)      |  | (3)        |  | (652)     
|Issuance of long-term debt                         | 35,000     |  | 74,600     |  | -         
|Principal retired on long-term debt                | (5,733)    |  | (12,089)   |  | (22,126)  
|Short-term debt                                    | (32,800)   |  | 5,300      |  | 27,500    
|Net cash provided (used) by financing activities   | (12,739)   |  | 5,874      |  | (10,833)  
|Increase (Decrease) in Cash and Cash Equivalents   | 13,833     |  | (3,194)    |  | (4,057)   
|Cash and Cash Equivalents at Beginning of Year     | 1,264      |  | 4,458      |  | 8,515     
|Cash and Cash Equivalents at End of Year           | $  15,097  |  | $    1,264 |  | $    4,458
|                                                   |            |  |            |  |           
|Supplemental Disclosures of Cash Flow Information: |            |  |            |  |           
|Cash Paid During the Year for:                     |            |  |            |  |           
|Interest                                           | $  16,037  |  | $  14,222  |  | $  13,058 
|Income taxes                                       | $    3,656 |  | $    8,042 |  | $    8,261

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



Consolidated Statements of Capitalization
September 30, 1999 and 1998

|                                                                       | 1999      |  | 1998     
|---------------------------------------------------------------------- | --------- |  | ---------
|Common Stock Equity:                                                   |           |  |          
|Common stock, no par, authorized 20,000,000 shares, issued and         |           |  |          
|outstanding 8,648,029 shares in 1999 and 1998                          | $  67,448 |  | $  67,448
|Retained earnings                                                      | 61,048    |  | 56,447   
|                                                                       | 128,496   |  | 123,895  
|Less:  Unearned compensation - restricted stock awards                 | (448)     |  | (498)    
|                                                                       | 128,048   |  | 123,397  
|Preferred Stock, Not Subject to Mandatory Redemption:                  |           |  |          
|$3.125 par value, 8%, noncallable, authorized 904,274 shares in 1999   |           |  |          
|and 909,898 shares in 1998, issued and outstanding 128,802 shares      |           |  |          
|in 1999 and 134,426 shares in 1998, entitled to preference on          |           |  |          
|liquidation at $6.25 per share                                         | 403       |  | 420      
|                                                                       |           |  |          
|$100 par value, callable, authorized 9,999,557 shares in 1999 and 1998 |           |  |          
|6% Series B, issued and outstanding 4,593 shares in 1999 and 1998      | 459       |  | 459      
|                                                                       | 862       |  | 879      
|Long-Term Debt:                                                        |           |  |          
|First Mortgage Bonds -                                                 |           |  |          
|9.16%, due 2004                                                        | 13,000    |  | 18,000   
|Industrial Revenue Demand Bonds -                                      |           |  |          
|1998 series, weighted average interest rate of 3.05% in 1999, due 2025 | 10,600    |  | 10,600   
|First Mortgage Note -                                                  |           |  |          
|10.5%, due 2010                                                        | 882       |  | 925      
|Senior Secured Notes -                                                 |           |  |          
|6.99%, due 2009                                                        | 45,000    |  | 45,000   
|6.90%, due 2010                                                        | 15,000    |  | 15,000   
|Secured Notes -                                                        |           |  |          
|6.89%, due 2010                                                        | 11,570    |  | 12,260   
|Unsecured Medium Term Notes -                                          |           |  |          
|7.61%, due 2002                                                        | 10,000    |  | 10,000   
|7.82%, due 2004                                                        | 10,000    |  | 10,000   
|6.62%, due 2007                                                        | 1,000     |  | 1,000    
|6.65%, due 2007                                                        | 1,000     |  | 1,000    
|6.69%, due 2007                                                        | 17,000    |  | 17,000   
|6.04%, due 2008                                                        | 20,000    |  | 15,800   
|8.05%, due 2012                                                        | 5,000     |  | 5,000    
|6.85%, due 2013                                                        | 20,000    |  | 20,000   
|8.12%, due 2014                                                        | 5,000     |  | 5,000    
|9.10%, due 2016                                                        | 10,000    |  | 10,000   
|8.96%, due 2017                                                        | 20,000    |  | 20,000   
|8.49%, due 2024                                                        | 5,000     |  | 5,000    
|Less - Current Maturities                                              | (5,283)   |  | (5,733)  
|                                                                       | 214,769   |  | 215,852  
|                                                                       | $343,679  |  | $340,128 

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

Consolidated Statements of Common Stock Equity
For the Years Ended September 30, 1999, 1998 and 1997

|`                                                | Common Stock | Unearned   | Retained       
|------------------------------------------------ | ------------ | ---------- | ---------------
|                                                 | Shares       | Amount     | Compensation   
|                                                 |              |            |                
|Balance at September 30, 1996                    | 10,620,439   | $ 120,168  | $         (312)
|Net income after preferred dividends             | -            | -          | -              
|Purchase of restricted stock awards              | 16,078       | 501        | (1,131)        
|Issues to dividend reinvestment and employee     |              |            |                
|benefit plans                                    | 29,145       | 622        | -              
|Establishment of holding company                 | -            | (508)      | -              
|Amortization and adjustment of restricted shares | (13,493)     | (374)      | 409            
|Dividends                                        | -            | -          | -              
|Balance at September 30, 1997                    | 10,652,169   | 120,409    | (1,034)        
|                                                 |              |            |                
|Repurchase Common Stock                          | (1,999,998)  | (52,891)   | -              
|Net income after preferred dividends             | -            | -          | -              
|Issues to dividend reinvestment and employee     |              |            |                
|benefit plans                                    | -            | 63         | -              
|Amortization and adjustment of restricted shares | (4,142)      | (133)      | 536            
|Dividends                                        | -            | -          | -              
|Balance at September 30, 1998                    | 8,648,029    | 67,448     | (498)          
|                                                 |              |            |                
|Net income after preferred dividends             | -            | -          | -              
|Purchase of restricted stock awards              | -            | -          | (165)          
|Amortization and adjustment of restricted shares | -            | -          | 215            
|Dividends                                        | -            | -          | -              
|Balance at September 30, 1999                    | 8,648,029    | $   67,448 | $         (448)

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

NOTES TO FINANCIAL STATEMENTS

September 30, 1999

Organization-

CTG Resources, Inc. ("the Company" or "CTG") is a holding company and parent of Connecticut Natural Gas Corporation ("CNG") and The Energy Network, Inc. ("TEN").  TEN holds and operates, through divisions or wholly-owned subsidiaries, CTG's
unregulated, diversified businesses which also include the Company's equity investments in two partnerships, the Iroquois Gas Transmission System Limited Partnership ("Iroquois") and the Downtown Cogeneration Associates Limited Partnership ("DCA").

Merger with Energy East-

On June 29, 1999, CTG announced that it had entered into an Agreement and Plan of Merger with Energy East Corporation, a New York corporation ("Energy East"), and Oak Merger Co. ("Oak"), a wholly-owned subsidiary of Energy East, pursuant to which CTG
will merge with and into Oak (the "Merger").  The Merger is contingent, among other things, upon the approvals of CTG's shareholders, the Connecticut Department of Public Utility Control ("DPUC"), the United States Securities and Exchange Commission, the
Federal Trade Commission and the Federal Communications Commission.  Energy East and CTG anticipate that these approvals will be obtained by mid-year 2000.  CTG's shareholders approved the Merger on October 18, 1999.  The DPUC is scheduled to issue a
decision on the Merger in January 2000.  Federal filings are also in progress.

Through September 30, 1999, the Company has incurred and expensed merger-related costs of $3,204.  The Company expects to incur additional merger-related costs estimated at $2,500.  These costs will be expensed in fiscal 2000 as they are incurred.

Nature of the business-

CTG's principal business is the distribution, transportation and sale of natural gas through CNG. This business is subject to extensive regulation. CTG is also engaged in unregulated diversified businesses through TEN and its subsidiaries.
These business activities are primarily focused on district heating and cooling ("DHC") and also include other energy-related products and services and new business development. The activities of Iroquois are regulated by the Federal Energy Regulatory
Commission ("FERC").

Principles of consolidation-

CTG owns all of the capital stock of its subsidiaries, CNG and TEN. The consolidated financial statements represent the accounts of the Company after the elimination of intercompany transactions. Certain prior year amounts have been
reclassified to conform with current year presentations.

Use of estimates-

The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent
assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

Revenues-

Revenues are recorded based on deliveries to customers through the end of the accounting period. Regulated gas operations revenues are based on rates authorized by the DPUC.

The Company is required to provide natural gas service to residential customers within its defined service territory and is precluded by Connecticut state law from discontinuing service to hardship residential customers during a winter moratorium
period (November - April).

In compliance with Connecticut law, the Company has an accounts receivable forgiveness program for qualified hardship natural gas customers. The total payments made by these customers and the energy assistance funds received on their behalf are matched
by the Company. The DPUC allows the Company to defer this matched amount and to recover it from ratepayers in a future period.  At September 30, 1999 and 1998, deferred balances of approximately $6,400 and $5,400, respectively, are included in other
assets pending future amortization and recovery from ratepayers.

Purchased gas costs-

The Company passes on to its firm customers changes in gas costs from those reflected in its tariff charges. In accordance with this procedure, any current under or over-recoveries of gas costs are charged or credited to the cost of gas and
included in current assets or liabilities. Such amounts are collected or refunded in subsequent periods under purchased gas adjustment provisions ("PGA").

Allowance for funds used during construction-

In the ordinary course of business, an allowance for funds used during construction ("AFUDC") is calculated on the construction of physical assets which exceed a minimum cost threshold and are constructed over an extended period of time.

AFUDC for the regulated operations is computed based on the weighted average cost of capital used to determine the rates charged to customers, as allowed by the DPUC. It is computed at current borrowing rates for the diversified businesses.

Plant-

Plant is stated at original cost, which includes an apportionment of general and administrative costs, and, for certain long-term construction projects, AFUDC.

Substantially all of the plant of the regulated operations is subject to the lien of the Indenture of Mortgage and Deed of Trust securing its First Mortgage Bonds. The Capitol Area DHC properties owned by TEN are also subject to the liens associated
with TEN's Industrial Revenue Variable Rate Demand Bonds and related letter of credit (See Notes 6 and 7).

Purchase of Cogeneration Facility-

In June 1998, TEN acquired the assets of a 16-megawatt capacity cogeneration facility which supplies Hartford Hospital with steam and electricity.  The price of approximately $17,000 was financed through existing lines of credit. The assets acquired in
the transaction include $1,619 of current assets, $1,744 of plant and equipment and a note receivable of $13,637, of which $6,765 is current at September 30, 1999, and classified in accounts and notes receivable in the consolidated balance sheet. The note
receivable relates to an existing termination agreement with the local electric utility which is now assigned to The Hartford Steam Company ("HSC"), a wholly-owned subsidiary of TEN. Pursuant to this agreement, the utility will make payments to HSC
through December 2000.  The facility came on line during fiscal 1999.  HSC now supplies the hospital with steam and electricity over a twenty-year contract period.



Depreciation-

CTG and its subsidiaries, except CNG's wholly-owned subsidiary, CNG Realty Corp. ("CNGR"), provide depreciation on a straight-line basis.  The composite rate applied by the regulated operations was 3.4% in 1999, 1998 and 1997, as approved by
the DPUC.  The operating and administrative center, owned by CNGR, is being depreciated under a DPUC approved sinking fund method through 2010.

The average depreciation rates for diversified businesses' depreciable plant were 3.4% in 1999 and 3.6% in 1998 and 1997.

Cash and cash equivalents-

Cash in excess of daily requirements is invested in short-term interest bearing securities with original maturities of three months or less.

Investments-

The Company has investments of $12,449 at September 30, 1999. These include $11,353 for a 4.87% investment in Iroquois and $1,096 for a 50% investment in the Downtown Cogeneration Associates Limited Partnership ("DCA"). These investments are
accounted for on the equity method of accounting.

Iroquois owns and operates a natural gas pipeline which transports Canadian natural gas into New York State, Massachusetts and Connecticut. DCA owns and operates a 4.2-megawatt cogeneration facility in Hartford, Connecticut.

During the second quarter of fiscal 1998, TEN assumed control of KBC Energy Services ("KBC"), a New England natural gas marketer, and began the sale of its assets and the wind down of its operations.  The fiscal 1998 charge to other income/(deductions)
related to the wind down of KBC was $1,012, net of income taxes.  Management does not anticipate any significant future activity related to KBC.

Inventories-

Gas inventories are stated at their weighted average cost.  Other inventories are accounted for using the first-in, first-out or average cost method.

Accounting for the effects of regulation-

CNG's natural gas distribution business is subject to regulation by the DPUC. CNG prepares its financial statements in accordance with the provisions of Statement of Financial Accounting Standards ("SFAS") No. 71, "Accounting for the Effects of
Certain Types of Regulation" ("SFAS No. 71"). SFAS No. 71 requires a cost-based, rate-regulated enterprise such as CNG to reflect the impact of regulatory decisions in its financial statements. In certain circumstances, SFAS No. 71 requires that certain
costs and/or obligations (such as incurred costs not currently recovered through rates, but expected to be so recovered in the future) be reflected in a deferred account in the balance sheet and not be reflected in the statement of income until matching
revenues and/or expenses are recognized.  CNG records regulatory assets and liabilities based on prior rate orders issued by the DPUC, which provide a mechanism for recovery in regulated rates, or on historical rate treatment, which provides evidence as
to the probability of future rate recovery.

In the application of SFAS No. 71, the Company follows accounting policies that reflect the impact of the rate treatment of certain events or transactions.  Specifically, the DPUC permits recovery of depreciation on the operating and administrative
center, owned by CNGR, under a sinking fund method through 2010.  The overall impact of annual depreciation expense under this method, versus straight line depreciation recovery, is not material to the overall financial statements.

It is the Company's policy to continually assess the recoverability of costs recognized as regulatory assets and the Company's ability to continue to account for its regulated activities in accordance with SFAS No. 71, based on each regulatory action
and the criteria set forth in SFAS No. 71.  Based on current regulation and recent DPUC decisions, the Company believes that its use of regulatory accounting is appropriate and in accordance with the provisions of SFAS No. 71.

The Company's consolidated balance sheets at September 30, 1999 and 1998 contain the following amounts as a result of the application of SFAS No. 71:

|                                          | Assets/(Liabilities)
|----------------------------------------- | --------------------
|                                          | 1999                
|Hardship Arrearage Forgiveness            | $   6,377           
|Unrecovered Future Taxes                  | 5,322               
|Other Postretirement Benefits             | 2,775               
|Deferred Income Taxes                     | 2,312               
|Other Deferred Charges                    | 2,106               
|Pipeline Refunds, Surcharges and Interest | (514)               
|Refundable Purchased Gas Costs            | (2,782)             
|Revenue Sharing Mechanisms                | (4,262)             
|Refundable Taxes                          | (5,311)             
|                                          | $   6,023           



New accounting standard-

In June 1998, the Financial Accounting Standards Board ("FASB") issued SFAS No. 133, "Accounting for Derivative Instruments and Hedging Activities" ("SFAS No. 133").  This statement establishes accounting and reporting standards for derivative
instruments and for hedging activities.  In June 1999, the FASB issued SFAS No. 137 "Accounting for Derivative Instruments and Hedging Activities - Deferral of the Effective Date of FASB Statement No. 133," to amend the implementation date of SFAS No.
133.  Adoption of SFAS No. 133 is now required for the Company beginning with the first quarter of fiscal 2001.  The Company is aware of certain provisions which may impact the natural gas industry but has not yet reviewed these provisions in detail
against its existing accounting practices and disclosures.  At this time the Company cannot predict what impact, if any, the adoption of SFAS No. 133 will have on its financial condition or results of operations.

2.  Regulatory Matters:

CNG's last rate decision from the DPUC regarding base rates for natural gas service was issued in October 1995.  By State statute, CNG was required to undergo a financial review with the DPUC beginning in October 1999.  Rather than undergo such a
statutory financial review, the Company made the decision to initiate a general rate hearing. CNG filed its general rate case on November 10, 1999, requesting an increase to its base revenues of $15,700 or 8.37 %.  Key elements of the case include a
higher return on equity, increased depreciation rates, lowering of the interruptible sales sharing mechanism, and introduction of a Rate Plan Alternative ("RPA"), a form of performance-based ratemaking methodology, to take effect following the Merger with
Energy East.  The RPA, which is proposed for a four-year term, includes performance measures, a higher return level, a sharing mechanism, and elimination of the Purchased Gas Adjustment clause.  The RPA also includes a price cap for residential sales
customers and flexible pricing options for nonresidential customers.  The DPUC review process is ongoing.  Rates that reflect the DPUC's decision should become effective by May 2000.

In a second phase of a regulatory review of natural gas deregulation which began in 1996, the DPUC is addressing the potential deregulation of the residential natural gas sales market in Connecticut and the future role of Connecticut's local natural
gas distribution companies ("LDCs") in natural gas commodity sales.  The DPUC has asked Connecticut LDCs to file information for the purpose of examining costs and developing appropriate natural gas sales and delivery rates for customers, to ensure that
customers pay only for those services that they use.  CNG filed its cost of service study with the DPUC in August 1999.  Once the DPUC concludes generic proceedings, it is expected to order each LDC to adjust its rates accordingly.  The Company cannot
predict the outcome of these proceedings.

#### 3.  Retiree Benefits:

Effective October 1, 1998, CTG adopted SFAS No.132, "Employers' Disclosures about Pensions and Other Postretirement Benefits" ("SFAS No. 132"), which revises prior disclosure requirements.  The information for fiscal 1998 and 1997 has been updated to
comply with SFAS No. 132 disclosure requirements.

The Company has noncontributory retirement plans ("Plans") covering substantially all employees. Pension benefits are based on years of credited service and employees' average annual earnings, as defined in the Plans.  The Company's funding policy is
to contribute, annually, an amount at least equal to that which will satisfy the minimum funding requirements of the Employee Retirement Income Security Act.  The Company also provides its officers with a supplemental retirement plan.  The Company
contributes to a trust to fund the liability for these supplemental retirement plan benefits.  The trust balance included in other assets at September 30, 1999 and 1998, was $5,982 and $5,805, respectively.

The Company provides certain health care and life insurance benefits to retirees through a benefit plan.  These benefits are available for employees leaving the Company who are otherwise eligible to retire and have met specific service requirements.
The Company may also provide certain health care, life insurance or income benefits to former or inactive employees after employment but before retirement.  The Company accounts for these costs on the accrual basis under SFAS No. 112, "Employers'
Accounting for Postemployment Benefits."

The Company began the amortization of its postretirement accumulated benefit obligation over a twenty-year period in 1994.  In 1995, the DPUC approved a five-year phase-in of SFAS No. 106 "Employers' Accounting for Postretirement Benefits Other than
Pensions" ("SFAS No. 106") expenses with an allowed annual recovery of $2,755 allowed in rates and deferral of additional SFAS No. 106 expenses for future recovery.  At September 30, 1999 and 1998, $2,775 and $2,975, respectively, were deferred pending
future amortization and recovery.



The net cost for these plans included in the statements of income for the years ending September 30, includes the following components:

|                                         | Pension Benefits | Other Benefits
|---------------------------------------- | ---------------- | --------------
|                                         | 1999             | 1998          
|Service cost                             | $   2,652        | $   2,490     
|Interest cost                            | 7,133            | 7,195         
|Expected return on plan assets           | (9,656)          | (8,899)       
|Amortization of prior service cost       | 87               | 40            
|Amortization of transition obligation    | (212)            | (212)         
|Recognition of net actuarial (gain)/loss | 60               | 84            
|Net periodic pension cost                | $        64      | $      698    

The following tables show the change in benefit obligation and plan assets, reconciliation of the Plans' funded status and amounts included in the balance sheets at September 30, 1999 and 1998:

|                                               | Pension Benefits | Other Benefits 
|---------------------------------------------- | ---------------- | ---------------
|                                               | 1999             | 1998           
|Change in Benefit Obligation                   |                  |                
|Benefit obligation at beginning of year        | $     107,077    | $       98,508 
|Service cost                                   | 2,652            | 2,490          
|Interest cost                                  | 7,133            | 7,195          
|Plan amendments                                | 592              | 494            
|Actuarial (gain) or loss                       | (2,758)          | 3,319          
|Benefits paid                                  | (5,122)          | (4,929)        
|Benefit obligation at end of year              | $     109,574    | $     107,077  
|                                               |                  |                
|Change in Plan Assets                          |                  |                
|Fair value of plan assets at beginning of year | $     123,611    | $     113,331  
|Actual return on plan assets                   | 6,214            | 14,897         
|Employer contribution                          | 345              | 312            
|Benefits paid                                  | (5,122)          | (4,929)        
|Fair value of plan assets at end of year       | $     125,048    | $     123,611  
|                                               |                  |                
|Reconciliation of Funded status                |                  |                
|Funded status                                  | $       15,474   | $       16,534 
|Unrecognized net actuarial (gain) or loss      | (17,965)         | (18,589)       
|Unrecognized prior service cost                | 1,302            | 797            
|Unrecognized transition obligation             | 221              | 9              
|Prepaid (accrued) benefit cost                 | $          (968) | $       (1,249)
|                                               |                  |                
|Amounts Recognized in the Balance Sheet        |                  |                
|Prepaid benefit cost                           | $         1,947  | $         1,288
|Accrued benefit liability                      | (5,424)          | (4,360)        
|Intangible asset                               | 1,735            | 1,279          
|Accumulated additional benefit cost expensed   | 774              | 544            
|Net amount recognized                          | $          (968) | $       (1,249)



The Company has established two Employee Benefit Trusts ("VEBA") to pay current retiree health care and life insurance benefits and to fund the Company's retirement benefit liability.  In fiscal 1999, 1998 and 1997 the Company funded $2,520, $2,493 and
$2,459, respectively, for health care and life insurance costs.  The VEBA balances are primarily invested in life insurance policies and commingled fixed income and equity mutual funds.

The weighted average assumptions used in developing the projected benefit obligations were:

|                                | Pension Benefits | Other Benefits
|------------------------------- | ---------------- | --------------
|                                | 1999             | 1998          
|Discount rate                   | 7.25%            | 7.00%         
|Expected return on plan assets  | 9.00%            | 9.00%         
|Increase in future compensation | 4.00%            | 4.00%         
|Cost of living adjustment       | 2.75%            | 3.00%         

For purposes of developing the expense, annual rates of increase of 7.5% and 6.5% are assumed for non-Medicare and Medicare eligible retirees, respectively, in the per capita cost of covered health care benefits.  For both groups,
the annual rate of increase is assumed to reduce gradually to 4.5% by the year 2005.  For purposes of disclosure, the corresponding annual rates of increase of 12.0% and 11.0% are assumed for non-Medicare and Medicare eligible retirees, respectively,
reducing to 6.5% and 5.5% for the second year, and then reducing gradually to 4.5% and 5.5% by the year 2005.

Assumed health care cost trend rates have a significant effect on the amounts reported for the health care plan.  A one percentage-point change in assumed health care cost trend rates would have the following effects:

|                                                        | 1-Percentage Point
Increase |  | 1-Percentage Point
Decrease
|------------------------------------------------------- | --------------------------- |  | ---------------------------
|                                                        |                             |  |                            
|Effect on total of service and interest cost components | $        95                 |  | $       (97)               
|Effect on postretirement benefit obligation             | $   1,407                   |  | $  (1,382)                 



4.  Taxes:

Income Taxes-

The following is an analysis of the provision for federal and state income taxes:

|                                           | September 30,
|------------------------------------------ | -------------
|                                           | 1999         
|Charged to operations:                     |              
|Federal:                                   |              
|Current                                    | $   6,445    
|Deferred                                   | 5,144        
|                                           | 11,589       
|State:                                     |              
|Current                                    | 1,205        
|Deferred                                   | 1,579        
|                                           | 2,784        
|Deferred investment tax credits            | (221)        
|Total charged to operations                | 14,152       
|                                           |              
|Charged to other income/(deductions):      |              
|Federal:                                   |              
|Current                                    | 684          
|Deferred                                   | -            
|                                           | 684          
|State:                                     |              
|Current                                    | (14)         
|Deferred                                   | -            
|                                           | (14)         
|Total charged to other income/(deductions) | 670          
|                                           |              
|Total                                      | $ 14,822     

Depreciation for federal income tax purposes is computed using accelerated cost recovery methods and different lives as permitted under the Internal Revenue Code ("Code").  The DPUC has allowed the Company to normalize taxes on accelerated
depreciation, as required under the Code, for depreciable property additions made by the regulated operations subsequent to 1980.  For certain other temporary differences, tax reductions are accounted for as a reduction of federal income tax expense in
accordance with the flow-through method of accounting as required by the DPUC.  Under the established ratemaking practices followed by the DPUC, deferred income taxes not previously provided for will be collected in customer rates when such taxes become
payable.

Deferred income taxes result from temporary differences between the financial statement carrying amounts and the tax basis of existing assets and liabilities.  Deferred income taxes are primarily a result of normalized plant items and temporary
differences related to gas costs.  For the regulated operations, deferred investment tax credits are amortized to income over the average life of the related property.  The diversified businesses provide deferred taxes on all temporary differences,
including depreciation.



The tax effects of the temporary differences which resulted in the deferred income taxes on the balance sheets at September 30, 1999 and 1998 were:



|                              | 1999     | 1998    
|----------------------------- | -------- | --------
|Property, Plant and Equipment | $ 56,136 | $ 53,297
|Other, net                    | (692)    | (3,122) 
|Deferred Income Taxes         | $ 55,444 | $ 50,175

The Company accounts for income taxes in accordance with SFAS No. 109, "Accounting for Income Taxes" ("SFAS No. 109").  Under the caption "Refundable Taxes" the balance sheet reflects refundable taxes to ratepayers for reductions in the statutory
federal income tax rate on normalized plant related temporary differences.  The regulated operations also recognize the cumulative deferred income taxes on temporary differences which were previously flowed through to ratepayers.  At September 30, 1999
and 1998, the Company had $5,322 and $10,734, respectively, on the balance sheets as an unfunded deferred income tax liability, with a corresponding unrecovered receivable, for temporary differences previously flowed through to ratepayers.  These amounts
have been adjusted for the tax effect of future revenue requirements and will be amortized over the life of the related depreciable assets concurrent with their recovery in rates.

A reconciliation of the consolidated federal income tax expense, at the statutory tax rate of 35%, to the reported consolidated federal income tax expense is as follows:

|                                                  | 1999      | 1998      | 1997    
|------------------------------------------------- | --------- | --------- | --------
|Consolidated statutory federal income tax expense | $   8,987 | $   8,976 | $ 10,762
|Change in consolidated federal income tax expense |           |           |         
|resulting from:                                   |           |           |         
|Excess book over tax depreciation                 | 2,857     | 2,654     | 2,253   
|Non-deductible merger costs                       | 889       | -         | -       
|Investment tax credits                            | (221)     | (221)     | (221)   
|Bad debts                                         | -         | 44        | 175     
|Tax reserves                                      | (295)     | (866)     | 714     
|Computer software                                 | 175       | 175       | 175     
|Cost of removal                                   | (311)     | (381)     | (324)   
|Other                                             | (29)      | 69        | 141     
|Consolidated reported federal income tax expense  | $ 12,052  | $ 10,450  | $ 13,675

Outstanding tax issues-

The Company is subject to audit by State of Connecticut and federal authorities as it relates to income, sales, use and property tax returns filed.  In addition, the Company has several ongoing issues related to the taxability of off-system gas sales
by state taxing authorities.  The Company believes that if amounts are required to be paid related to the off-system sales issues, a portion would be recoverable from ratepayers.  These benefits had been previously flowed through to ratepayers.  The
ultimate resolution of these issues will be impacted by future negotiations with the State Department of Revenue Services and the DPUC.  In the opinion of management, based upon current regulatory treatment, the ultimate resolution of these issues will
not have a material impact on the Company's results of operations.

5.  Capital Stock:

Shareholder Rights Plan-

On December 1, 1998, the CTG Board of Directors declared a dividend distribution of one right (a "Right") for each outstanding share of CTG common stock.  The distribution was payable on December 18, 1998 to the shareholders of record as of the
close of business on that date.  Each Right entitles the registered holder thereof to purchase from CTG one one-hundredth of a share of CTG Series A Junior Participating Preferred Stock, without par value ("CTG Preferred Stock"), at a price of $65.00 per
one one-hundredth of a share of CTG Preferred Stock, subject to adjustment.  The description of the terms of the Rights are set forth in a Rights Agreement, dated as of December 1, 1998 (the "Rights Agreement"), between CTG and ChaseMellon Shareholder
Services, L.L.C., as Rights Agent.

Under the Rights Agreement, the Rights trade together with shares of CTG common stock, and shares of CTG common stock issued upon transfer or new issuance will contain a notation incorporating the Rights Agreement by reference.  In absence of further
action by the CTG Board of Directors, the Rights will generally become exercisable if any person or group acquires 10% or more of the CTG common stock.  Rights held by persons who exceed the applicable threshold will be void.  In certain circumstances,
the Rights will entitle the holder to buy shares in an acquiring entity at a discounted price

The Rights Agreement also includes an exchange option.  In general, after the Rights become exercisable, the CTG Board of Directors may, at its option, effect an exchange of all or part of the Rights (other than Rights that have become void) for shares
of CTG common stock.  Under this option, CTG would issue one share of CTG common stock for each right, subject to adjustment in certain circumstances.

The CTG Board of Directors may, at its option, redeem all Rights, generally at any time prior to the Rights becoming exercisable.  The Rights will expire on December 18, 2008, unless earlier redeemed, exchanged or amended by the CTG Board of Directors.

In June 1999, CTG amended the terms of the Rights Agreement to provide, among other things, that the execution, delivery and performance of its merger agreement with Energy East Corporation (See Note 1 to the Financial Statements) and the transactions
contemplated by the merger agreement will not cause any Rights to become exercisable.

Copies of the Rights Agreement and the above-referenced amendment thereto have been filed with the Securities and Exchange Commission and are available free of charge from CTG.

This summary description of the Rights and the Rights Agreement, as amended, does not purport to be complete and is qualified in its entirety by reference to the Rights Agreement, as amended.

Stock Options -

Beginning in fiscal 1999, the Company offered a stock option plan for officers, directors and key employees (the "Option Plan").  Under the Option Plan, options are granted at an exercise price not less than the fair market value of the
Company's no par common stock at the date of grant.  The maximum number of shares that may be issued under the Option Plan is 500,000.  In fiscal 1999, 64,600 options were granted under the Option Plan.  The options ordinarily vest over three years,
beginning after the second year following their grant.  However, the grants will vest and be exercisable upon a change of control.  The grants are exercisable over ten years.  The exercise price of the options is $23.125.  No options were vested or
exercisable at September 30, 1999.

The status of the Company's Option Plan as of September 30, 1999 is summarized below:

|                                                         | Numberof Shares | Weighted Average Exercise   Price
|-------------------------------------------------------- | --------------- | -------------------------------------
|                                                        
|                                                        
|                                                        
|Outstanding at September 30, 1998                        | -               | $            -                       
|Granted                                                  | 64,600          | 23.125                               
|Outstanding at September 30, 1999 (held by 14 optionees) | 64,600          | $  23.125                            

The Company accounts for compensation related to the Option Plan using the intrinsic value method prescribed by Accounting Principles Board Opinion No. 25, "Accounting for Stock Issued to Employees."  Under this method, no compensation cost for stock
options is recognized for stock option awards granted at or above fair market value.  Had compensation expense for the Option Plan been determined based upon fair values at the grant date in accordance with SFAS No. 123, "Accounting for Stock Based
Compensation," the Company's net income applicable to common stock would have been $13,524 in fiscal 1999.  Basic earnings per share for fiscal 1999 would have been $1.57 and fully diluted earnings per share for fiscal 1999 would have been $1.56.  As the
Option Plan began in fiscal 1999, net income applicable to common stock and earnings per share for fiscal 1998 and 1997 would not have been affected.

For purposes of determining the impact to net income applicable to common stock and earnings per share, the fair value of the options on their grant date was measured using the Binomial option pricing calculation.  Key assumptions used to prepare this
calculation were as follows:



|                                        | 1999  |  | 
|--------------------------------------- | ----- |  | 
|Risk-free interest rate                 | 5.18% |  | 
|Expected life of option grants (years)  | 10    |  | 
|Expected volatility of underlying stock | 20%   |  | 



Dividend reinvestment plan and employee savings plans-

The Company maintains a Dividend Reinvestment Plan ("DRIP") which provides the Company's holders of common stock and preferred stock the opportunity to receive shares of the Company's common stock in lieu of some or all of their cash dividends.  In
addition, the Company has Employee Savings Plans ("ESP"), which are designed to encourage and assist employees to save and invest for long-term financial security.  The Company's common stock is one of the investment options offered to employees under the
ESP.  At September 30, 1999, there were 74,263 shares of the Company's common stock reserved for issuance under the DRIP and ESP.  In the fiscal years ended September 30, 1999, 1998 and 1997, the Company's contributions to the ESP on behalf of employees
were $954, $1,032 and $960, respectively.

Restricted stock plan-

In 1990, the Company adopted a restricted stock performance plan terminating in the year 2000 and authorized to issue up to 200,000 shares.  On February 23, 1999, the Company extended the term of this plan to 2010.  On October 1, 1990, October 1, 1993,
October 1, 1996 and April 27, 1999, key employees were granted 22,146, 24,040, 41,800 and 6,450, respectively, of restricted shares of the Company's common stock under this plan.  Restrictions lapse and the shares vest over a one to five year period
beginning October 1, 1990, 1993, 1996 and 1999, respectively, as certain performance goals are achieved.  In October 1995, 5,770 of the restricted shares from the 1990 grant became fully vested and were awarded to qualifying employees.  In October 1999,
7,950 restricted shares from the 1996 grant became fully vested and were awarded to qualifying employees.

The market value of the shares awarded under this plan has been recorded as unearned compensation and is a separate component of common equity.  The unearned compensation is being charged to expense over the vesting period based on achievement of the
performance criteria.

Recapitalization plan-

On October 30, 1997, through a tender offer made by TEN, the Company repurchased approximately 2.0 million shares of CTG common stock for approximately $53,000.  TEN financed the purchase with a combination of revolving bank debt and the issuance of
Senior Secured Notes. The shares repurchased by TEN were transferred by the depositary directly to CTG.  In connection with the repurchase, effective with the first quarter of fiscal 1998, CTG reduced its quarterly dividend on common stock from $0.38
($1.52 annually) to $0.25 ($1.00 annually) per share.

Forward equity purchase agreement-

In a Forward Equity Purchase Agreement amended October 14, 1998 and originally dated October 1, 1997, CTG has committed to fund from $4,500 to $9,000 per year into TEN from 1998 through 2009 for an aggregate additional cash infusion into TEN of
$122,600. In exchange, TEN caused all shares of CTG common stock purchased through the October 1997 tender offer to be transferred directly to CTG by the depositary.  As a provision of this agreement, CTG is restricted from declaring or paying any
dividends or distributions to its holders of common stock if any amounts due and payable under this agreement are in arrears.

Earnings per share-

SFAS No. 128, "Earnings per Share," requires the computation of basic and diluted earnings per share.  Basic earnings are computed by dividing net income available for common stock by the weighted average number of common shares outstanding during the
year.  Diluted earnings per share are determined by giving effect to the exercise of stock options, using the treasury stock method, and to granted but unawarded restricted stock plan shares.

|                                                    | 1999          | 1998          | 1997           
|--------------------------------------------------- | ------------- | ------------- | ---------------
|Net Income Applicable to Common Stock               | $    13,563   | $    15,135   | $      17,013  
|Weighted Average Common Shares Outstanding          | 8,613,455     | 8,871,349     | 10,632,001     
|Dilutive Effect of Restricted Stock Plan Shares     | 34,574        | 51,616        | 51,758         
|Dilutive Effect of Options                          | 8,843         | -             | -              
|Adjusted Weighted Average Common Shares Outstanding | 8,656,872     | 8,922,965     | 10,683,759     
|Basic Earnings per Share                            | $        1.57 | $        1.71 | $          1.60
|Diluted Earnings per Share                          | $        1.57 | $        1.70 | $          1.59

Preferred stock-

The preferred stock on the balance sheet was issued by CNG.  CNG is prohibited from, among other things, paying dividends on common stock and purchasing, redeeming or retiring common stock, if dividends on preferred stock are in arrears.

The following table sets forth the changes in the number of shares outstanding for each class of the Company's preferred stock not subject to mandatory redemption, for the years ended September 30, 1999, 1998 and 1997:



|                 | 1999    | 1998 | 1997   
|---------------- | ------- | ---- | -------
|$3.125 par value | (5,624) | -    | (3,934)
|$100 par value   | -       | (45) | (29)   

6.  Long-term Debt:

The Company has various issues of first mortgage bonds and first mortgage notes outstanding with maturities from 2004 to 2010, secured notes with maturities from 1999 to 2010, industrial revenue variable rate demand bonds which mature in 2025 and
unsecured medium term notes with maturities from 2002 to 2024.  Under the most restrictive terms of the indenture securing the bonds, retained earnings of $26,700 are available for CNG to pay dividends at September 30, 1999.  CTG's ability to pay
dividends is not restricted by these terms.  Dividends paid on common and preferred stock in fiscal 1999 were $9,023.  Sinking fund requirements for outstanding bonds were paid in cash.

Many of the Company's debt agreements require the maintenance of certain financial and operating covenants.  At September 30, 1999 the Company was in compliance with or had received a waiver with respect to these covenants and provisions.

The Company's 9.16%, Series AA First Mortgage Bonds are subject to redemption by sinking fund scheduled at $2,500 per year.  In October 1998, the Company exercised its option to redeem $2,500 in principal of its 9.16%, Series AA First Mortgage Bonds in
addition to the scheduled redemption of $2,500, for a total of $5,000.  The Company also exercised its option to redeem an additional $2,000 of principal together with the scheduled payment amount due on October 1, 1999, for a total of $4,500.  This
increased the Company's current portion of long-term debt by $2,000 at September 30, 1999.

In October 1998, the Company issued $15,000 of Senior Secured Notes, due in 2010, at 6.9%.  The full amount of the principal is due at maturity.  The September 30, 1998, financial statements reflect the classification of the debt that was retired as a
result of this refinancing as long-term debt.

In October 1998, the Company issued a total of $20,000 of Medium Term Notes ("MTNs") at 6.04%, due 2008.  These MTNs are unsecured and have no call provisions or sinking fund requirements.  The long-term debt amounts shown on the balance sheet and
statement of capitalization at September 30, 1998 include $15,800 of these MTNs.

In August 1998, the Company refinanced its outstanding $10,600 1986 and 1988 series of tax exempt, seven-day put, Industrial Revenue Variable Rate Demand Bonds ("IRBs") issued by the Connecticut Development Authority.  The 1998 series of IRBs matures
in 2025 and has no sinking fund requirements.  At the same time, the Company replaced the letter of credit which supports these IRBs.

In October 1997, the Company issued Senior Secured Notes for $45,000, due in 2009, at 6.99%.  The principal will be retired through semi-annual payments of $2,500 beginning in 2001.  The proceeds were used to repurchase approximately 2.0 million shares
of CTG common stock.

In October 1997, the Company issued a total of $19,000 of MTNs due 2007.  These MTNs are unsecured and have no call provisions or sinking fund requirements.  The proceeds were used to refinance existing short-term debt.

The face values and interest rates of these MTNs are:



|Face Value | Interest Rate
|---------- | -------------
|$    1,000 | 6.62%        
|$    1,000 | 6.65%        
|$  17,000  | 6.69%        

Long-term debt amounts which are due during each of the five years ending September 30, 2000 through 2004, are as follows:



|Sinking Fund Requirements and Maturities
|----------------------------------------
|                                        
|                                        
|                                        
|                                        
|                                        
|                                        
|                                        

7.  Short-term Borrowings and Lines of Credit:

The Company maintains a line of credit under a revolving credit agreement with a bank.  Under this agreement the Company can borrow up to $20,000 at a Eurodollar or Base Rate of interest plus a variable margin.  In March of 1998, the Company extended
this agreement to 2001 with two subsequent one-year renewal options.  There is a variable .15% to .5% commitment fee.  At September 30, 1999 there were no borrowings outstanding under this agreement.

The Company maintains a one-year seasonally variable $10,000 to $15,000 line of credit with a bank through February of 2000.  The Company pays a 1/5 of 1% commitment fee on this line of credit. The interest rate varies according to market conditions.
At September 30, 1999 there were no borrowings outstanding under this line of credit.

TEN maintains a 364-day secured revolving credit agreement for $10,000 with a bank.  This agreement matured in September 1999 and was extended into the first quarter of fiscal 2000 while arrangements for its renewal are in progress.  Interest is based
on a Bank Rate or a LIBOR rate plus a variable margin.  It is determined at the time of each borrowing.  There is a one-time $5 commitment fee and a .375% facility fee upon renewal.  At September 30, 1999 there were no borrowings outstanding under this
line of credit.

TEN maintains a three-year revolving credit agreement for $10,000 with a bank through September 2000.  The maximum borrowing amount is reduced by $500 on each fiscal quarter, beginning January 1, 1998.  Interest is based on a Bank Rate or a LIBOR rate
plus a variable margin and is determined at the time of each borrowing.  There is a one-time $5 commitment fee and an on-going .45% to .6% facility fee.  At September 30, 1999 there were no borrowings outstanding under this line of credit.

The weighted average interest rate on short-term borrowings outstanding was 5.98% at September 30, 1998.

8.  Fair Value of Financial Instruments:

The fair value amounts disclosed below have been reported to meet the disclosure requirements of SFAS No. 107, "Disclosures About Fair Values of Financial Instruments" and are not necessarily indicative of the amounts that the Company could realize in
a current market exchange.

The carrying amount of cash and cash equivalents; accounts receivable; notes payable; accounts payable and accrued expenses; and refundable purchased gas costs approximates fair value.

At September 30, 1999 and 1998, the fair value of the Company's long-term debt, including current maturities, is estimated to be $220,307 and $209,121, respectively.  The fair value at year-end 1999 and 1998, of $209,452 and $180,185 of fixed-rate
long-term debt, based on the market value of similar instruments, is estimated at $209,707 in 1999 and $198,521 in 1998.  The carrying amount of the variable-rate long-term debt of $10,600 in 1999 and 1998 approximates fair value.

The Company has committed to support 4.87% of a letter of credit for Iroquois, equivalent to approximately $1,431 at September 30, 1999, which approximates fair value.  The letter of credit is used to satisfy Iroquois' cash retention requirements with
respect to agreements between Iroquois and its lenders.

9.  Commitments and Contingencies:

Construction expenditures-

Construction expenditures for the fiscal year ending September 30, 2000 are estimated at $26,300 for the regulated operations and $10,900 for the diversified businesses.

In April 1999, TEN executed a twenty-five year agreement with the City of Hartford to supply hot and chilled water to several facilities referred to collectively as The Learning Corridor.  Energy to serve these customers will be produced at TEN's
cogeneration facility located at Hartford Hospital.  Construction of necessary pipeline and other facilities began in the third quarter of fiscal 1999.  Service to The Learning Corridor is expected to begin early in the year 2000.  The cost of this
expansion of TEN's DHC system is estimated to be approximately $6,000, to be expended between fiscal 1999 and 2000.  Approximately $700 was spent in fiscal 1999.

Adriaen's Landing-

The Company has been approached by local businesses and government agencies regarding the development of a stadium and convention center along with hotel, retail and recreational facilities.  The proposed development, known as Adriaen's
Landing, would be built in the area of the Company's headquarters and operating center.  The Company, in order to accommodate the development as it has been proposed, would be required to relocate its administrative and  operating facilities and
potentially a portion of TEN's steam and chilled water production facilities.  Discussions are now underway with the developers in order to accomplish this at no cost to the Company or its customers.  The area of development, which includes Company
property, may contain hazardous materials that the project participants will be required to address.

A relocation would have a significant impact on the Company's business and operations during the transition.  The Company believes that the Adriaen's Landing project would be beneficial to the Greater Hartford area and provide an opportunity for new
customers to the Company.  The Company has indicated its willingness to relocate provided that the relocation is accomplished in a way that will not materially disadvantage the Company or its customers.  However, the State's final plans for development of
this site have not been completed, and, largely for this reason, the Company cannot assess the impact of future developments, including any arrangement pertaining to the funding of relocation and any related land preparation or remediation costs.

Gas supply-

The Company is party to short-term and long-term contracts for the purchase of natural gas and transportation and storage services.

Steam supply-

Along with generating steam from their own internal boilers, the DHC operations are party to long-term contracts for the purchase of steam.

Energy Contract Buyouts-

TEN is a 50% partner in Downtown Cogeneration Associates Limited Partnership ("DCA"), a single purpose entity operating a 4.2-megawatt dual-fuel gas turbine generator which supplies electricity to a local electric utility under an Energy Purchase
Agreement ("EPA") and steam to TEN's wholly-owned DHC subsidiary, HSC, under a Steam Supply Agreement ("SSA").  Currently, the electric utility and HSC are able to obtain energy at a lower cost than that which they pay under these agreements.  For this
reason, the electric utility and HSC have offered to buy out of their contracts with DCA.  In March 1999, TEN and its partners in the DCA agreed to terminate both the EPA and SSA and negotiated terms for the buy out of each of these agreements, subject to
DPUC approval for the electric utility.  HSC's buy out of the SSA is estimated at $5,800.

The termination of the EPA and the SSA with DCA will occur upon the receipt of all necessary approvals for the electric utility.  This is expected sometime in the year 2000.  Until then the DCA plant will continue to produce and sell steam and
electricity under the SSA and EPA.  HSC's termination of the SSA should benefit HSC and its customers by lower future production costs but will reduce TEN's earnings from its partnership interest in DCA.

Letters of credit-

The Company has outstanding a letter of credit amounting to $1,500 for workers' compensation claims.  As a condition of its ownership in the DCA, TEN is contingently liable under two letters of credit amounting to $8,800.  As a condition to its
variable rate long-term debt, TEN holds a long-term letter of credit amounting to $10,757 at September 30, 1999 and 1998.

Environmental matters-

In the ordinary course of business, the Company may incur costs to clean up environmental contaminants related to natural gas activity.  In those instances the Company expects that the remediation costs will be recoverable in rates.  In August
1998, the Company received a notice of violation ("NOV") from the Connecticut Department of Environmental Protection ("DEP") regarding a number of areas on noncompliance.  The Company submitted the required compliance report in September 1998.  In April
1999, the DEP provided the Company with a draft Consent Order and informed the Company, by letter, that the Company's actions in response to the NOV were sufficient to correct the violations.  The Company will also be required to pay a minimal penalty
fee.  The Company is working with the DEP to negotiate the Consent Order.  The Company's written response to the DEP was submitted in October 1999.  In the opinion of management, any existing environmental issues will not be significant to the future
financial condition or results of operations of the Company.

Leases-

The Company has entered into operating lease agreements for the use of computer and office equipment, facilities and motor vehicles.  For fiscal 1999, 1998 and 1997, these lease payments were  $1,243, $2,058 and $1,378 respectively.

Lease payments are projected to be approximately $1,100 per year for each of the five years ending September 30, 2000 through 2004.  If the Company relocates its facilities to make room for the proposed Adriaen's Landing project, described above, the
Company may need to lease space to replace its current administrative offices and operations facilities.  At this time, the Company cannot predict either the amount of space that would need to be leased or the lease payments that would be required.

Legal proceedings-

In November 1995, certain Connecticut plumbers and HVAC contractors, including Connecticut Cooling Total Air, Inc. and two trade associations, filed three class action suits against CNG and the State's two other LDCs claiming that the LDCs, including
CNG, had performed gas service work in customers' homes without proper contractors' licenses from the State of Connecticut.  The suits claimed that CNG violated the Connecticut Unfair Trade Practices Act, committed tortious interference with contract
and/or business expectancies, violated the Connecticut Antitrust Act, and conspired with the other two gas companies to violate the license statute.

During fiscal 1999, CNG reached a settlement which resolves all three actions with no material impact to its results of operations or financial condition.

The Company is not a party to any other litigation other than ordinary routine litigation incident to the operations of the Company or its subsidiaries. In the opinion of management, the resolution of such litigation will not have a material adverse
effect on the Company's financial condition or results of operations.

10. Segment Information:

The Company operates and manages its business in two segments: regulated gas-related activities and unregulated diversified businesses.  Gas-related activities include the purchase, distribution and sale of natural gas to on-system residential,
commercial, industrial customers and off-system sales.  Diversified businesses provide district heating and cooling services to large buildings and building complexes.  These segments are managed separately because each offers a different energy product
and one is regulated and the other is not.



The segments follow the same accounting policies as described in Note 1, "Summary of Significant Accounting Policies."  Intersegment sales are priced in accordance with terms of existing tariffs and contracts, as if they were made to third parties.
Management evaluates segment performance based on operating income.

The unregulated, diversified businesses hold all of the Company's investments in equity-method investees.  The full share of the Company's profit or loss from theses investments is included in the diversified businesses' net income.  Income taxes are
allocated to the segments based on a tax sharing agreement.

Information about the Company's operations, by business segment, is presented below:

|                                 | 1999         | 1998         | 1997        
|-------------------------------- | ------------ | ------------ | ------------
|Revenues:                        |              |              |             
|Gas related activities           | $ 265,913    | $ 266,418    | $ 287,401   
|Diversified businesses           | 25,558       | 21,049       | 22,636      
|Intersegment revenues            | (4,722)      | (4,719)      | (4,742)     
|Consolidated Revenues            | $ 286,749    | $ 282,748    | $ 305,295   
|                                 |              |              |             
|Pre-Tax Operating Income:        |              |              |             
|Gas related activities           | $   40,581   | $   39,342   | $   42,839  
|Diversified businesses           | 3,956        | 2,323        | 1,734       
|Total                            | 44,537       | 41,665       | 44,573      
|Income Taxes                     | 14,152       | 12,210       | 16,959      
|Consolidated Operating Income    | $   30,385   | $   29,455   | $   27,614  
|                                 |              |              |             
|Identifiable Assets:             |              |              |             
|Gas related activities           | $ 386,458    | $ 382,669    | $ 382,289   
|Diversified businesses           | 79,803       | 76,512       | 62,084      
|Consolidated Identifiable Assets | $ 466,261    | $ 459,181    | $ 444,373   
|                                 |              |              |             
|Depreciation and Amortization:   |              |              |             
|Gas related activities           | $   17,972   | $   17,087   | $   16,019  
|Diversified businesses           | 2,261        | 2,218        | 2,165       
|Total                            | $   20,233   | $   19,305   | $   18,184  
|                                 |              |              |             
|Property Additions:              |              |              |             
|Gas related activities           | $   21,403   | $   21,189   | $   23,726  
|Diversified businesses           | 3,589        | 1,246        | 867         
|Total                            | $   24,992   | $   22,435   | $   24,593  
|                                 |              |              |             
|Interest Expense:                |              |              |             
|Gas related activities           | $   12,239   | $   11,863   | $   12,128  
|Diversified businesses           | 3,727        | 3,752        | 713         
|Total                            | $   15,966   | $   15,615   | $   12,841  
|                                 |              |              |             
|Interest Income:                 |              |              |             
|Gas related activities           | $        624 | $        113 | $        299
|Diversified businesses           | 177          | 218          | 31          
|Total                            | $        801 | $        331 | $        330
|                                 |              |              |             

The following table reconciles reportable segment revenues, net income, assets and depreciation and amortization to the Company's consolidated total.

|                                          | 1999       | 1998       | 1997      
|----------------------------------------- | ---------- | ---------- | ----------
|Revenues:                                 |            |            |           
|External revenues for reportable segments | $ 291,471  | $ 287,467  | $ 310,037 
|Intersegment revenues                     | (4,722)    | (4,719)    | (4,742)   
|Consolidated Revenues                     | $ 286,749  | $ 282,748  | $ 305,295 
|                                          |            |            |           
|Net Income:                               |            |            |           
|Total net income for reportable segments  | $   16,559 | $   15,196 | $   17,075
|Corporate merger-related costs            | (2,935)    | -          | -         
|Consolidated Net Income                   | $   13,624 | $   15,196 | $   17,075
|                                          |            |            |           
|Assets:                                   |            |            |           
|Total assets for reportable segments      | $ 466,261  | $ 459,181  | $ 444,373 
|Holding company assets                    | -          | -          | -         
|Consolidated Assets                       | $ 466,261  | $ 459,181  | $ 444,373 
|                                          |            |            |           
|                                          |            |            |           
|Other Significant Non-Cash Items -        |            |            |           
|Depreciation and Amortization:            |            |            |           
|Segment totals                            | $   20,249 | $   19,321 | $   18,200
|Intersegment eliminations                 | (16)       | (16)       | (16)      
|Consolidated Total                        | $   20,233 | $   19,305 | $   18,184
|                                          |            |            |           

11. Quarterly Results (Unaudited):

The following table sets forth information with respect to the consolidated quarterly results of operations for the fiscal years 1999 and 1998.  The amounts are unaudited but, in the opinion of management, present fairly the results of operations.

The quarterly results of operations reflect the seasonal nature of the Company's operations.  The results of any one quarter during the year are not indicative of the results of future quarters or the results of the Company's fiscal year.

Consolidated Results of Operations

|Quarter Ended                       | December 31, | March 31,    | June 30,     | September 30,
|----------------------------------- | ------------ | ------------ | ------------ | -------------
|                                    | 1998         | 1999         | 1999         | 1999         
|Operating Revenues                  | $  81,679    | $ 113,001    | $  52,225    | $  39,844    
|Operating Income (Loss)             | $    9,392   | $   15,990   | $    4,649   | $      (258) 
|Net Income (Loss)                   | $    5,692   | $   12,241   | $      (780) | $   (3,529)  
|Net Income (Loss) Per Common Share* | $      0.66  | $       1.41 | $     (0.09) | $     (0.41) 
|                                    |              |              |              |              
|Quarter Ended                       | December 31, | March 31,    | June 30,     | September 30,
|                                    | 1997         | 1998         | 1998         | 1998         
|Operating Revenues                  | $  92,396    | $ 105,416    | $  48,370    | $  36,566    
|Operating Income (Loss)             | $  11,472    | $   14,169   | $    3,775   | $         39 
|Net Income (Loss)                   | $    8,123   | $     9,727  | $       179  | $   (2,833)  
|Net Income (Loss) Per Common Share* | $      0.85  | $       1.12 | $      0.02  | $     (0.33) 

* The sum of quarterly earnings per share does not equal annual earnings per share as reported on the statements of income because of quarterly changes in weighted average shares outstanding.

ITEM 9. DISAGREEMENTS ON ACCOUNTING AND FINANCIAL DISCLOSURE

---

There have been no disagreements required to be disclosed under this item.

PART III

ITEM 10.  DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT

The Board of Directors is divided into three classes, and each class is elected for a 3-year term.  The terms of the directors in each class are scheduled to expire at the third annual meeting following their election.  The information required by this
item regarding executive officers of the registrant is included in Item 4 of Part I of this Form 10-K. Each director of CTG is also a director of Connecticut Natural Gas Corporation, a wholly-owned subsidiary of CTG.

|Bessye W. Bennett, 61     | Mrs. Bennett is the Principal in the Law Offices of Bessye W. Bennett, Bloomfield, CT. Mrs. Bennett has been engaged in the private practice of law as a sole practitioner from 1983 to the present, except for the period 1990 to 1995 when she was a
partner in the law firm of Douglas-Bailey and Bennett, Bloomfield, CT. She is a cum laude graduate of Radcliffe College with a B.A. in Government and also holds an M.A. in Education from Trinity College and a J.D. from the University of Connecticut Law
School. She is a director of the Trust Company of Connecticut. She has been Director since 1987 and is a Class II Director, last elected in 1999.  She is a member of the Audit Committee and Committee on Directors.
|------------------------- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|Herman J. Fonteyne, 60    | Mr. Fonteyne joined Ensign-Bickford Industries, Inc, Simsbury, CT in 1982 as President and Chief Executive Officer, retiring in 1998. He has a B.S. degree in Chemical Sciences from Louvain University in Belgium. A Director since 1993, is a Class I
Director, last elected in 1998.  Mr. Fonteyne is the Chair of the Audit Committee and member of the Compensation Committee.                                                                                                                                                                                                                                                                                                                                                      
|Victor H. Frauenhofer, 66 | Mr. Frauenhofer joined the Company in 1961 and held various positions, including Chairman, President and Chief Executive Officer with the Company. In January 1998 Mr. Frauenhofer relinquished the position of Chief Executive Officer and he retired from
the Company in July 1998. Mr. Frauenhofer is a graduate of Bentley College and Harvard AMP.  He serves on the Board of Directors of Spencer Turbine Company. He has been a Director since 1978 and is a Class III Director, last elected in 1997. He is a
Member of the Executive Committee and Committee on Directors.                                                                                                                                                      
|Beverly L. Hamilton, 53   | Mrs. Hamilton is President, ARCO Investment Management Company, Los Angeles, CA, a subsidiary of Atlantic Richfield, where she has also been a Vice President since 1991. Mrs. Hamilton holds a B.A, with honors from the University of Michigan and has
studied at New York University's Graduate School of Business.  She is a director of United Asset Management Corp., the American Funds Emerging Markets Growth Fund, Mass Mutual's Institutional and Series Funds and The Common Fund.  Mrs. Hamilton has been a
Director since 1982 and is a Class II Director, last elected in 1999.  She is Chair of the Pension and Investment Committee and a member of the Committee on Directors.                                         
|Harvey S. Levenson, 59    | Mr. Levenson is a managing member of Hamleg Enterprises, L.L.C., Hartford, CT, a private investment company. From 1982 until 1996 he held various positions at Kaman Corporation, Bloomfield, CT, retiring as President and Chief Operating Officer in 1996.
Mr. Levenson holds B.A. and J.D. degrees from Drake University and an L.L.M. from Georgetown University. He has been a Director since 1990 and is a Class II Director, last elected in 1999. Mr. Levenson is Chair of the Executive Committee and a member of
the Compensation Committee.                                                                                                                                                                                   
|Arthur C.  Marquardt, 52  | Mr. Marquardt joined the Company as President and Chief Operating Officer of CTG Resources and its subsidiaries in 1996, became Chief Executive Officer on December 1,1998 and Chairman in August, 1998.  He is a director of each of the company's
subsidiaries. From 1992 until he joined the Company in 1996, he was Senior Vice President-Gas Business Unit of the Long Island Lighting Company. Mr. Marquardt holds a B.S. in Mechanical Engineering from Tufts University.  He has been a Director since 1996
and is a Class III Director, last elected in 1997.                                                                                                                                                                   
|Denis F. Mullane, 69      | Mr. Mullane has been a Principal in Mullane Enterprises, West Hartford, CT since 1994. Mullane Enterprises provides advice to its clients about retirement, estate planning and charitable giving.  In 1994 Mr. Mullane retired as Chairman of Connecticut
Mutual Life after a 38-year career. He is a graduate of the U.S. Military Academy at West Point. He has been a Director since 1993 and is a Class I Director last elected in 1998. He is the Chair of the Committee on Directors and a member of Executive
Committee.                                                                                                                                                                                                         
|Richard J. Shima, 60      | Mr. Shima is a Corporate Advisor from West Hartford, CT. Mr. Shima joined Travelers Companies in 1961 and served as Vice Chairman and Chief Investment Officer until 1991. He is a graduate of Harvard University. He serves as a director of Enhance
Financial Services Group, Inc., the Trust Company of Connecticut and the Evergreen Mutual Funds. Mr. Shima has been a Director since 1987 and is a Class I Director, last elected in 1998. He is the Chair of the Compensation Committee and a member of the
Executive Committee.                                                                                                                                                                                                  
|Laurence A. Tanner, 53    | Mr. Tanner has been President and Chief Executive Officer of New Britain General Hospital, New Britain, CT since 1987.  He is also President and Chief Executive Officer of the Central Connecticut Health Alliance, a holding corporation for New Britain
General Hospital and several affiliated corporations. Mr. Tanner has been a Director since 1993 and is a Class III Director, last elected in 1997. He is a member of the Compensation Committee and the Pension and Investment Committee.                                                                                                                                                                                                                                     
|Michael W. Tomasso, 46    | Mr. Tomasso has been a Principal in Tomasso Brothers, Inc., New Britain, CT since 1993. He holds a B.A. from Tufts University and a M.B.A. from Babson College.  He has been a Director since 1996 and is a Class I Director, last elected in 1998. He is a
member of the Pension and Investment Committee and the Audit Committee.                                                                                                                                                                                                                                                                                                                                                                                                      

Section 16(a) Beneficial Ownership Reporting Compliance

Section 16(a) of the Securities Exchange Act of 1934 requires the Company's executive officers and directors as well as persons who own more than 10 percent of a registered class of the Company's equity securities, to file reports of ownership and
changes of ownership with the Securities and Exchange Commission and the New York Stock Exchange. Based solely on the Company's review of the copies of such forms received or written representations from certain reporting persons that no reporting was
required, the Company believes during fiscal year 1999 all filing requirements were met.





ITEM 11.  EXECUTIVE COMPENSATION

(a) Compensation of Directors

> The directors' annual retainer fee is $10,000 in cash and 200 shares of common stock of the Company plus $800 for each Board or committee meeting attended. A chairperson of a committee receives $850 for each committee meeting chaired in lieu
> of $800. A plan of deferred compensation for services as a director is made available to directors. No director who also is an employee of the Company receives any fees or common stock of the Company for service on the Board.

(b) Compensation Committee Interlocks and Insider Participation

> The members of the Compensation Committee for fiscal year 1999 were Messrs. Shima (Chair), Levenson, Fonteyne and Tanner. All four are non-employee directors and none has any direct or indirect material interest in or relationship with the
> Company outside of his position as director.

(c) Summary Executive Compensation

> The following table provides certain information concerning total compensation received for services rendered to the Company in all capacities during the period October 1, 1996 to September 30, 1999 by the Chief Executive Officer and the four
> most highly compensated executive officers who were serving as of the end of fiscal year 1999.

SUMMARY COMPENSATION TABLE



|                               | Annual Compensation | Long Term Compensation
|------------------------------ | ------------------- | ----------------------
|Name and Principal Position    | Fiscal Year         | Salary ($)(a)         
|                               |                     |                       
|Arthur C. Marquardt            | 1999                | 305,000               
|Chairman, President and Chief  | 1998                | 278,745               
|Executive Officer              | 1997                | 228,551               
|                               |                     |                       
|James P. Laurito*              | 1999                | 190,177               
|President , The Energy Network | 1998                | 141,803               
|                               | 1997                | -                     
|                               |                     |                       
|James P. Bolduc                | 1999                | 188,600               
|Executive Vice President       | 1998                | 185,833               
|and Chief Financial Officer    | 1997                | 180,333               
|                               |                     |                       
|Anthony C. Mirabella           | 1999                | 148,267               
|Senior Vice President-DH&C     | 1998                | 146,250               
|The Energy Network             | 1997                | 142,250               
|                               |                     |                       
|Reginald L. Babcock            | 1999                | 143,000               
|Vice President, General        | 1998                | 138,000               
|Counsel and Secretary          | 1997                | 137,267               
|                               |                     |                       

* Mr. Laurito joined the Company on September 15, 1997.



a) For fiscal year 1999, the amount reported in this column includes $59,465 deferred at the election of Mr. Marquardt and $266 deferred at the election of Mr. Laurito.



b) Represents amount reimbursed to the named officer by the Company for the payment of taxes resulting from such officer's participation in the Executive Life Insurance Program.

c) Number of common shares underlying stock option award at date of grant.

d) For fiscal year 1999 no awards vested pursuant to the Executive Restricted Stock Plan. The number and value of aggregate unvested restricted stock holdings including dividends reinvested as of September 30, 1999 for each of the listed officers
was as follows: Mr. Marquardt 12,741 shares, $450,713 value; Mr. Laurito 812 shares, $28,725 value; Mr. Bolduc 8,116 shares, $287,104 value; Mr. Mirabella 4,390 shares, $155,296 value; Mr. Babcock 4,427 shares, $156,605 value.  Values are calculated based
on the share price of $35.375 on September 30, 1999, however, a portion of these restricted stock shares were forfeited pursuant to the performance features of the Executive Restricted Stock Plan on October 1, 1999.   The total aggregate holdings
(including restricted stock shares) of each of the listed officers as of November 1, 1999 is shown in the table in Item 12 listing beneficial ownership of Company stock.



e) For fiscal year 1999 amounts reported in this column consist of the following: for Mr. Marquardt $14,709 - unvested dividends earned on restricted stock as of September 30, 1999, $6,895 - 401(k) Plan, $60,584 - Executive Life Insurance plan,
$6,363 - Deferred Compensation Plan B, moving expenses - $25,857; for Mr. Laurito  $ 424-unvested dividends earned on restricted stock as of September 30, 1999, $5'258 - 401K Plan, $20,063- Executive Life Insurance Plan; for Mr. Bolduc $9,777- unvested
dividends earned on restricted stock as of September 30, 1999, $7,273 - 401(k) Plan, $26,358 - Executive Life Insurance Plan, $1,197 - Deferred Compensation Plan B; for Mr. Mirabella $5,230 - unvested dividends earned on restricted stock as of September
30, 1999, $6,672 - 401(k) Plan, $19,413 - Executive Life Insurance Plan; for Mr. Babcock $5,165 - unvested dividends earned on restricted stock as of September 30, 1999, $6,435 - 401(k) Plan, $15,963 - Executive Life Insurance Plan.

Under the Executive Life Insurance Program, split dollar life insurance is provided to officers by the Company which pays the entire amount of the premiums due on the policies but is reimbursed for the aggregate amount of all such premiums out of the
proceeds of the policies upon the death of the covered executives. The amounts set forth above represent the full amount of the annual premiums paid on behalf of the named executive officers.



(d) Option Grants in the Last Fiscal Year

> The following table sets forth, as to the named officers, information concerning stock options granted during the year ended September 30, 1999.





|Individual Grants    | Potential RealizableValue at AssumedAnnual Rates ofStock PriceAppreciation forOption Term (4)
|-------------------- | ---------------------------------------------------------------------------------------------
|(a)Name              | (b)
Number ofSecuritiesUnderlyingOptionsGranted (1)                                          
|Arthur C. Marquardt  | 16,600                                                                                       
|James P. Laurito     | 8,000                                                                                        
|James P. Bolduc      | 5,000                                                                                        
|Anthony C. Mirabella | 3,500                                                                                        
|Reginald L. Babcock  | 5,000                                                                                        

(1) The options in this table were granted under the 1999 Stock Option Plan and have 10 year terms.  All grants were made on February 23, 1999. The exercise price is equal to the fair market value on the date of grant.  The options vest as
follows: 50% two years from date of grant, 75% at three years from date of grant and 100% at 4 years from date of grant. The grants will vest and be exercisable upon a Change of Control.

(2) CTG granted options to purchase 64,600 shares of common stock to employees in fiscal 1999.

(3) The options in this table may terminate before their expiration date upon the termination of optionee's status as an employee or upon optionee's disability or death.

(4) Under rules promulgated by the Securities and Exchange Commission, the amounts in these two columns represent the hypothetical gain or "option spread" that would exist for the options in this table based on assumed stock price appreciation
from the date of grant until the end of such options' ten-year term at assumed annual rates of 5% and 10%.  Annual compounding results in total appreciation of 63% (at 5% per year) and 159% (at 10% per year).  If the price of CTG's common stock were to
increase at such rates from the price at 1999 year end ($35.375 per share) over the next 10 years, the resulting stock price at 5% and 10% appreciation would be $57.66125 and $91.62125, respectively.  The 5% and 10% assumed annual rates of appreciation
are specified in the Commission's rules and do not represent the Company's estimate or projection of future stock price growth. CTG does not necessarily agree that this method can properly determine the value of an option.

The 1999 Stock Option Plan provides that, in the event of a Change in Control, the value of all outstanding options shall be cashed out at an amount equal to the excess of (x) the Change in Control Price (as defined in the Stock Option Plan) over (y)
the exercise price of the Common Stock covered by the option.  The Plan defines Change in Control Price as (i) the highest fair market value at any time within the 60-day period immediately  preceding the date of determination of the Change in Control
Price by the Board of Director (the "Sixty- Day Period"), or the highest price paid or offered as determined by the Board, in any bona fide transaction or bona fide offer related to the Change of Control, at any time within the Sixty-Day Period.

(e) Retirement Plans

> The Company maintains two noncontributory defined benefit retirement plans that provide benefits for certain employees (except for employees covered by certain collective bargaining agreements) who have completed one year of continuous
> service and have met certain age requirements. One such plan is qualified under the applicable provisions of the Internal Revenue Code (the "Pension Plan"), and the other is a nonqualified supplemental Officers Retirement Plan (the "Officers Retirement
> Plan").

> Under the Pension Plan, retirement benefits are computed by multiplying the average of the employee's five highest years of annual pensionable earnings out of the last 15 by a specified formula determined with reference to years of credited
> service. Benefits accrue at 1.25% of earnings not in excess of social security covered compensation, plus 1.65% of earnings in excess of social security covered compensation, times credited service up to 35 years; plus 1.25% of earnings times credited
> service in excess of 35 years.  If, as of May 1, 1998, the employee had reached age 55 and completed 5 years of service or had completed 25 years of service, benefits will be determined under the prior "grandfathered" formula.  Under that formula,
> benefits accrue at 2 percent per year of service up to 30 years of service and thereafter an additional 1 percent per year up to 35 years for a maximum accrual of 65 percent. Benefits under the "grandfathered" formula are offset by a portion of the
> employee's social security benefits. The plan provides for several optional forms of benefit payments, including a straight life annuity, various joint and survivor options, and a continuous and certain benefit option. Employees are fully vested under the
> Pension Plan after five years of continuous service with the Company or following a change of control.

> The Officers Retirement Plan operates in conjunction with and as a supplement to the Pension Plan. The benefits payable under the Officers Retirement Plan are calculated as continuous and certain benefits for unmarried individuals, and as
> joint and survivor benefits for married individuals. Benefits paid under the Officers Retirement Plan are based on the highest rate of annual base salary paid to the officer at any time throughout his or her career. For purposes of the Officers Retirement
> Plan, the salary upon which benefits are based excludes compensation received pursuant to the Annual Incentive Plan, which amounts are reflected in the bonus category of the Summary Compensation Table above. An officer is eligible to receive 60 percent of
> base salary at age 60 and for officers with more than 25 years of service there is an additional 1 percent accrual for each year up to 30 for a maximum accrual of 65 percent. Such benefits are offset by 50 percent of social security benefits payable to
> each participant, and by the benefits computed under all other defined benefit pension plans to which the officer is entitled from the Company or from previous employment.  Also, no officer's benefit (when combined with benefits under the Pension Plan)
> will be less than the benefit that would be received under the Pension Plan formula as determined without regard to the application of any Internal Revenue Service limitations on compensation or benefits payable from a qualified plan in determining the
> benefit level.  In the case of any officer who has been employed by the Company for less than fifteen years at the time of retirement, any benefits under the Officers Retirement Plan are adjusted in proportion that such officer's years of service are to
> fifteen. Officers who terminate employment on or after May 25, 1999, and also on or after attaining age 55 and completion of 10 years of service, are also entitled to benefits reduced for early retirement.  In the event of a change of control, officers
> participating in the Officers Retirement Plan are vested under the Plan even if their employment terminates prior to age 60, or age 55 with 10 years of service.

> The credited years of service as of September 30, 1999, for the five individuals named in the Summary Compensation Table are as follows: Mr. Marquardt, 3 years; Mr. Laurito, 2 years, Mr. Bolduc, 31 years; Mr. Mirabella, 28 years; and Mr.
> Babcock, 20 years. The estimated annual benefits payable upon retirement under the plans are as follows: Mr. Marquardt, $151,264; Mr. Laurito $109,026, Mr. Bolduc, $171,778; Mr. Mirabella, $107,722; Mr. Babcock, $98,024.

ITEM 12.  SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

---

The following shows common stock beneficially owned by (1) each director and (2) each of the executive officers listed in the Summary Compensation Table above and (3) all directors and executive officers as a group as of November 1, 1999.



|Title of Class | Name of Beneficial Owner | Amount andNature of;BeneficialOwnership* | Percent ofClass
|-------------- | ------------------------ | ---------------------------------------- | ---------------
|Common Stock   | Bessye W. Bennett        | 1,172                                    | 0.01%          
|Common Stock   | Herman J. Fonteyne       | 3,529                                    | 0.04%          
|Common Stock   | Victor F. Frauenhofer    | 35,484                                   | 0.41%          
|Common Stock   | Beverly L. Hamilton      | 1,647                                    | 0.02%          
|Common Stock   | Harvey S. Levenson       | 6,976                                    | 0.08%          
|Common Stock   | Denis F. Mullane         | 2,412                                    | 0.03%          
|Common Stock   | Richard J. Shima         | 10,031                                   | 0.12%          
|Common Stock   | Lawrence A. Tanner       | 2,730                                    | 0.03%          
|Common Stock   | Michael W. Tomasso       | 2,287                                    | 0.03%          
|Common Stock   | Arthur C. Marquardt      | 12,472                                   | 0.14%          
|Common Stock   | James P. Laurito         | 1,045                                    | 0.01%          
|Common Stock   | James P. Bolduc          | 14,074                                   | 0.16%          
|Common Stock   | Anthony C. Mirabella     | 13,930                                   | 0.16%          
|Common Stock   | Reginald L. Babcock      | 9,256                                    | 0.11%          





|Title of Class | Amount Beneficially Owned by
all Executive Officers and Directors
|-------------- | -----------------------------------------------------------------
|Common Stock   | 117,043                                                          

*Unless otherwise indicated, each person listed in the table has the sole voting and investment power with respect to all shares shown as beneficially owned by him or her.

The percentage of shares owned by all officers and directors as a group is 1.4 percent of the Company's common stock.

The Company is aware of no shareholders who owned beneficially more than 5 percent of a class of its voting securities on November 1, 1999.

Change of Control

The Company has entered into an Agreement and Plan of Merger with Energy East Corporation and Oak Merger Co. dated as of June 29, 1999, whereby the Company will merge with and into Oak Merger Co., a wholly owed subsidiary of Energy East Corporation.
The merger has been approved by the shareholders of the Company. The merger is contingent, among other things, on the approval of the Connecticut Department of Public Utility Control and the Securities and Exchange Commission.  These approvals are
expected to be obtained by mid-year 2000.



ITEM 13.  CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

Employment Agreements



The Company has entered into Change of Control Employment Agreements ("Agreements") with its Chief Executive Officer, Mr. Marquardt, and eight other officers of the Company, including Messrs. Babcock, Bolduc, Laurito and Mirabella.  The Agreements
become effective upon a Change of Control (as defined therein) and provide that for a period of two or three years following a Change of Control, in the event of termination of a covered executive's employment without cause or for good reason by the
executive, the covered executive is entitled to a lump sum severance payment of either two or three times his or her annual salary and annual bonus, together with pension credit and continued welfare benefits. The Agreements also provide for an additional
payment to make the executives whole for any excise taxes imposed by Section 4999 of the Internal Revenue Code on payments made to them that are contingent on a Change of Control. CTG's merger with Energy East Corporation will constitute a Change of
Control under these Agreements.

Certain Business Relationships of Directors

Not applicable.

PART IV

ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON FORM 8-K

---

|(a)     1.     | Financial Statements:                                                                                                                                                                                                                                                                                                                                                                                                                                             
|-------------- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|               | The consolidated balance sheets, statements of income, statements of cash flows, statements of capitalization and statements of common stock equity, together with the notes to the financial statements and report thereon of Arthur Andersen LLP dated
October 26, 1999, are included in Part II, Item 8 herein.                                                                                                                                                
|2.             | Financial Statement Schedules:                                                                                                                                                                                                                                                                                                                                                                                                                                    
|               | The following financial statement schedules included herein under Item 14(d) are filed as part of this report.                                                                                                                                                                                                                                                                                                                                                    
|               | II   Valuation and Qualifying Accounts and Reserves for the fiscal years ended 
           September 30, 1999, 1998 and 1997                                                                                                                                                                                                                                                                                                                                      
|               | Schedules I, III, IV, and V are not submitted because they are not applicable or the information required to be included therein is contained in the financial statements and footnotes.                                                                                                                                                                                                                                                                          
|3.             | Exhibits                                                                                                                                                                                                                                                                                                                                                                                                                                                          
|Exhibit Number |                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
|2              | Plan of acquisition, reorganization, arrangement, liquidation or succession                                                                                                                                                                                                                                                                                                                                                                                       
|2(1)           | Agreement and Plan of Merger, dated as of June 29, 1999, by and among CTG Resources, Inc., Energy East Corporation and Oak Merger Co., filed as Exhibit 2.1 to the CTG Resources, Inc.'s Current Report on Form 8-K, filed with the Commission on June 30,
1999 (Commission File No.1-12859)                                                                                                                                                                      
|3              | Articles of Incorporation and By-Laws                                                                                                                                                                                                                                                                                                                                                                                                                             
|3(1)           | Amended and Restated Certificate of Incorporation of the Company, filed as Exhibit 3.1 to the Company's Quarterly Report on Form 10-Q, filed with the Commission on February 16, 1999 (Commission File No. 1-12859)                                                                                                                                                                                                                                               
|3(2)           | Amended and Restated By-Laws of the Company, filed as Exhibit No. 3.2 to the Company's Company's Quarterly Report on Form 10-Q, filed with the Commission on February 16, 1999 (Commission File No. 1-12859)                                                                                                                                                                                                                                                      
|4              | Instruments Defining Rights of Security Holders, Including Indentures                                                                                                                                                                                                                                                                                                                                                                                             
|4(1)           | Indenture of Mortgage and Deed of Trust between The Hartford Gas Company and The First National Bank of Hartford, Trustee dated February 1, 1947, filed as Exhibit No. 2.2 to the Connecticut Natural Gas Corporation's Registration Statement on Form S-7
filed with the Commission on December 8, 1970 (Commission File No. 2-38993)                                                                                                                            
|4(2)           | In addition to the Indenture of Mortgage and Deed of Trust referred to in 4(1) above, there have been sixteen supplemental indentures thereto, all of which have been filed with the Commission as follows:                                                                                                                                                                                                                                                       
|               | (a) Supplemental indentures 1-9 filed as Exhibit No. 2.2 to the Connecticut Natural Gas Corporation's Registration Statement on Form S-7 filed with the Commission on December 8, 1970 (Commission File No. 2-38993)                                                                                                                                                                                                                                              
|4(2)           | (b) Tenth Supplemental Indenture filed as Exhibit No. 2.3 to the Connecticut Natural Gas Corporation's Registration Statement on Form S-7 filed with the Commission on March 3, 1972 (Commission File No. 2-43286)                                                                                                                                                                                                                                                
|               | (c) Eleventh Supplemental Indenture filed as Exhibit No. V to the Connecticut Natural Gas Corporation's Annual Report on Form 10-K for the fiscal year ended December 31, 1974, filed with the Commission in March, 1975 (Commission File No. 1-7727)                                                                                                                                                                                                             
|               | (d) Twelfth Supplemental Indenture filed as Exhibit No. 4(h) to the Connecticut Natural Gas Corporation's Registration Statement on Form S-7 filed with the Commission on December 23, 1981 (Commission File No. 2-75457)                                                                                                                                                                                                                                         
|               | (e) Thirteenth Supplemental Indenture filed as Exhibit No. 4 to the Connecticut Natural Gas Corporation's Quarterly Report on Form 10-Q for the quarter ended June 30, 1982, filed with the Commission in August, 1982 (Commission File No. 1-7727)                                                                                                                                                                                                               
|               | (f) Fourteenth Supplemental Indenture filed as Exhibit No. 4(iii) to the Connecticut Natural Gas Corporation's Current Report on Form 8-K, dated August 28, 1986, filed with the Commission in September, 1986 (Commission File No. 1-7727)                                                                                                                                                                                                                       
|               | (g) Fifteenth Supplemental Indenture filed as Exhibit No. 4(iii) to the Connecticut Natural Gas Corporation's Current Report on Form 8-K, dated December 8, 1987, filed with the Commission in December, 1987 (Commission File No. 1-7727)                                                                                                                                                                                                                        
|               | (h) Sixteenth Supplemental Indenture filed as Exhibit No. 4(ii)(h) to the Connecticut Natural Gas Corporation's Quarterly Report on Form 10-Q for the quarter ended September 30, 1989, filed with the Commission in November, 1989 (Commission File
No. 1-7727)                                                                                                                                                                                                  
|4(3)           | Rights Agreement (including a Form of Certificate of Adoption of Amendment to the Amended and Restated Articles of Incorporation of the Company as Exhibit A thereto, a Form of Right Certificate as Exhibit B thereto and a Summary of Rights to
Purchase Preferred Stock as Exhibit C thereto), filed as Exhibit 4.1 to the CTG Resources, Inc.'s Registration Statement on Form 8-A, filed with the Commission on December 1, 1998 (Commission File No.1-12859)
|4(4)           | Amendment to Rights Agreement, dated as of June 29, 1999, between CTG Resources, Inc. and ChaseMellon Shareholder Services, L.L.C., as Rights Agent, filed as Exhibit 4.1 to the CTG Resources, Inc.'s Current Report on Form 8-K, filed with the Commission
on June 30, 1999 (Commission File No.1-12859)                                                                                                                                                        
|4(5)           | CTG Resources, Inc. 1999 Stock Option Plan, filed as Exhibit A to the CTG Resources, Inc.'s Definitive Proxy for the CTG Resources, Inc. Annual Meeting of Shareholders on February 23, 1999, filed with the Commission on December 29, 1998 (Commission
File No.1-12859)                                                                                                                                                                                         
|9              | Voting Trust Agreement                                                                                                                                                                                                                                                                                                                                                                                                                                            
|               | Not applicable                                                                                                                                                                                                                                                                                                                                                                                                                                                    

|10      | Material Contracts                                                                                                                                                                                                                                                                                                                                                                                                     
|------- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|        | Natural Gas Supply, Storage and Transportation                                                                                                                                                                                                                                                                                                                                                                         
|10(1)   | Canadian gas transportation contract (rate schedule CGT-NE) between the Connecticut Natural Gas Corporation and Tennessee, dated December 1, 1987, filed as Exhibit No. 10(xxiii) to the Connecticut Natural Gas Corporation's Annual Report on Form 10-K
for the fiscal year ended December 31, 1987, filed with the Commission on March 29, 1988 (Commission File No. 1-7727)                                        
|10(2)   | Gas purchase contract between the Connecticut Natural Gas Corporation and TransCanada Pipelines Limited, dated September 14, 1987, filed as Exhibit No. 10(xxiv) to the Connecticut Natural Gas Corporation's Annual Report on Form 10-K for the fiscal year
ended December 31, 1987, filed with the Commission on March 29, 1988 (Commission File No. 1-7727)                                                         
|10(3)   | Gas sales agreement between the Connecticut Natural Gas Corporation and Boundary Gas, Inc., dated September 14, 1987, filed as Exhibit No. 10(xxv) to the Connecticut Natural Gas Corporation's Annual Report on Form 10-K for the fiscal year ended
December 31, 1987, filed with the Commission on March 29, 1988 (Commission File No. 1-7727)                                                                       
|10(4)   | Precedent Agreement to First Amendment, dated September 14, 1988, to the Gas Sales Agreement between the Connecticut Natural Gas Corporation and Boundary Gas, Inc., dated September 14, 1987, filed as Exhibit No. 10(xxxi) to the Connecticut Natural Gas
Corporation's Annual Report on Form 10-K for the fiscal year ended December 31, 1989, filed with the Commission March 28, 1990 (Commission File No. 1-7727)
|10(5)   | First Amendment, dated January 1, 1990, to the Gas Sales Agreement between the Connecticut Natural Gas Corporation and Boundary Gas, Inc., dated September 14, 1987, filed as Exhibit 10(xxxii) to the Connecticut Natural Gas Corporation's Annual Report
on Form 10-K for the fiscal year ended December 31, 1989, filed with the Commission on March 28, 1990 (Commission File No. 1-7727)                          
|10(6)   | Amendment to Phase 2 Gas Sales Agreement, dated August 20, 1997, between the Connecticut Natural Gas Corporation and Boundary Gas, Inc., filed as Exhibit No. 10(108) to the CTG Resources, Inc.'s Annual Report on Form 10-K for the fiscal year ended
September 30, 1997, filed with the Commission on December 19, 1997 (Commission File No. 1-12859)                                                               
|10(7)   | Gas Transportation Contract for Firm Reserved Service, dated February 7, 1991, between the Connecticut Natural Gas Corporation and the Iroquois Gas Transmission System, L.P., filed as Exhibit No. 10(xxxvii) to the Connecticut Natural Gas Corporation's
Annual Report on Form 10-K for the fiscal year ended September 30, 1992, filed with the Commission on December 23, 1992, (Commission File No. 1-7727)      
|10(8)   | Gas Sales Agreement No. 1, dated February 7, 1991, between the Connecticut Natural Gas Corporation and Alberta Northeast Gas Limited, filed as Exhibit No. 10(xxxviii) to the Connecticut Natural Gas Corporation's Annual Report on Form 10-K for the
fiscal year ended September 30, 1992, filed with the Commission on December 23, 1992, (Commission File No. 1-7727)                                              
|10(9)   | Amendment to ANE Gas Sales Agreement No. 1, dated August 19, 1997, between the Connecticut Natural Gas Corporation and Alberta Northeast Gas Limited, filed as Exhibit No. 10(106) to the CTG Resources, Inc.'s Annual Report on Form 10-K for the fiscal
year ended September 30, 1997, filed with the Commission on December 19, 1997 (Commission File No. 1-12859)                                                  
|10(10)  | Gas Sales Agreement No. 2, dated February 7, 1991, between the Connecticut Natural Gas Corporation and Alberta Northeast Gas Limited, filed as Exhibit No. 10(xxxix) to the Connecticut Natural Gas Corporation's Annual Report on Form 10-K for the fiscal
year ended September 30, 1992, filed with the Commission on December 23, 1992, (Commission File No. 1-7727)                                                
|10(11)  | Amendment to ANE Gas Sales Agreement No. 2, dated August 19, 1997, between the Connecticut Natural Gas Corporation and Alberta Northeast Gas Limited, filed as Exhibit No. 10(107) to the CTG Resources, Inc.'s Annual Report on Form 10-K for the fiscal
year ended September 30, 1997, filed with the Commission on December 19, 1997 (Commission File No. 1-12859)                                                  
|10(12)  | Gas Sales Agreement (ProGas), dated February 7, 1991, between the Connecticut Natural Gas Corporation and Alberta Northeast Gas Limited, filed as Exhibit No. 10(xl) to the Connecticut Natural Gas Corporation's Annual Report on Form 10-K for the fiscal
year ended September 30, 1992, filed with the Commission on December 23, 1992, (Commission File No. 1-7727)                                                
|10(13)  | Gas Sales Agreement (ATCOR), dated February 7, 1991, between the Connecticut Natural Gas Corporation and Alberta Northeast Limited, filed as Exhibit No. 10(xli) to the Connecticut Natural Gas Corporation's Annual Report on Form 10-K for the fiscal year
ended September 30, 1992, filed with the Commission on December 23, 1992, (Commission File No. 1-7727)                                                    
|10(14)  | Gas Sales Agreement (AEC), dated February 7, 1991, between the Connecticut Natural Gas Corporation and Alberta Northeast Gas Limited, filed as Exhibit No. 10(xlii) to the Connecticut Natural Gas Corporation's Annual Report on Form 10-K for the fiscal
year ended September 30, 1992, filed with the Commission on December 23, 1992, (Commission File No. 1-7727)                                                 
|10(15)  | Gas Transportation Contract for Firm Reserved Service, dated October 20, 1992, between the Connecticut Natural Gas Corporation and the Iroquois Gas Transmission System, L.P., filed as Exhibit No. 10(xlvii) to the Connecticut Natural Gas Corporation's
Annual Report on Form 10-K for the fiscal year ended September 30, 1992, filed with the Commission on December 23, 1992, (Commission File No. 1-7727)       
|10(16)  | Service Agreement #89102 (Rate Schedule AFT-1), dated June 1, 1993, between the Connecticut Natural Gas Corporation and Algonquin Gas Transmission Company, filed as Exhibit No. 10(xxxviii) to the Connecticut Natural Gas Corporation's Annual Report on
Form 10-K for the fiscal year ended September 30, 1993, filed with the Commission December 28, 1993 (Commission File No. 1-7727)                            
|10(17)  | Service Agreement #93205 (Rate Schedule AFT-1), dated June 1, 1993, between the Connecticut Natural Gas Corporation and Algonquin Gas Transmission Company, filed as Exhibit No. 10(xl) to the Connecticut Natural Gas Corporation's Annual Report on Form
10-K for the fiscal year ended September 30, 1993, filed with the Commission December 28, 1993 (Commission File No. 1-7727)                                 
|10(18)  | Service Agreement #.6426, dated June 1, 1993, between the Connecticut Natural Gas Corporation and Transcontinental Gas Pipe Line Corporation, filed as Exhibit No. 10(xlv) to the Connecticut Natural Gas Corporation's Annual Report on Form 10-K for the
fiscal year ended September 30, 1993, filed with the Commission December 28, 1993 (Commission File No. 1-7727)                                              
|10(19)  | Service Agreement (Rate Schedule FTNN), dated October 1, 1993, between the Connecticut Natural Gas Corporation and CNG Transmission Corporation, filed as Exhibit No. 10(liii) to the Connecticut Natural Gas Corporation's Annual Report on Form 10-K for
the fiscal year ended September 30, 1993, filed with the Commission December 28, 1993 (Commission File No. 1-7727)                                          
|10(20)  | Service Agreement (Rate Schedule GSS), dated November 1, 1993, between the Connecticut Natural Gas Corporation and CNG Transmission Corporation, filed as Exhibit No. 10(liv) to the Connecticut Natural Gas Corporation's Annual Report on Form 10-K for
the fiscal year ended September 30, 1993, filed with the Commission December 28, 1993 (Commission File No. 1-7727)                                           
|10(21)  | Gas Storage Contract, dated February 16, 1990, between the Connecticut Natural Gas Corporation and ENDEVCO Industrial Gas Sales Company, filed as Exhibit No. 10(lxix) to the Connecticut Natural Gas Corporation's Annual Report on Form 10-K for the
fiscal year ended September 30, 1994, filed with the Commission December 27, 1994 (Commission File No. 1-7727)                                                  
|10(22)  | Service Agreement #86006 (Rate Schedule AFT-1), dated September 1, 1994, between the Connecticut Natural Gas Corporation and Algonquin Gas Transmission Company, filed as Exhibit No. 10(lxxi) to the Connecticut Natural Gas Corporation's Quarterly Report
on Form 10-Q for the quarter ended June 30, 1995, filed with the Commission August 2, 1995 (Commission File No. 1-7727)                                   
|10(23)  | Service Agreement #93005 (Rate Schedule AFT-1), dated September 1, 1994, between the Connecticut Natural Gas Corporation and Algonquin Gas Transmission Company, filed as Exhibit No. 10(lxxii) to the Connecticut Natural Gas Corporation's Quarterly
Report on Form 10-Q for the quarter ended June 30, 1995, filed with the Commission August 2, 1995 (Commission File No. 1-7727)                                  
|10(24)  | Service Agreement #9B103 (Rate Schedule AFT-1), dated September 1, 1994, between the Connecticut Natural Gas Corporation and Algonquin Gas Transmission Company, filed as Exhibit No. 10(lxxiii) to the Connecticut Natural Gas Corporation's Quarterly
Report on Form 10-Q for the quarter ended June 30, 1995, filed with the Commission August 2, 1995 (Commission File No. 1-7727)                                 
|10(25)  | Service Agreement #9W005 (Rate Schedule AFT-1), dated September 1, 1994, between the Connecticut Natural Gas Corporation and Algonquin Gas Transmission Company, filed as Exhibit No. 10(lxxiv) to the Connecticut Natural Gas Corporation's Quarterly
Report on Form 10-Q for the quarter ended June 30, 1995, filed with the Commission August 2, 1995 (Commission File No. 1-7727)                                  
|10(26)  | Gas Storage Agreement No. 1626 (Rate Schedule FS), dated September 1, 1993, by and between the Connecticut Natural Gas Corporation and Tennessee Gas Pipeline Company, filed as Exhibit No. 10(lxix) to the Connecticut Natural Gas Corporation's Annual
Report on Form 10-K for the fiscal year ended September 30, 1995, filed with the Commission December 18, 1995 (Commission File No. 1-7727)                    
|10(27)  | Gas Transportation Agreement No. 2498 (Rate Schedule FT-A), dated September 1, 1993, by and between the Connecticut Natural Gas Corporation and Tennessee Gas Pipeline Company, filed as Exhibit No. 10(lxx) to the Connecticut Natural Gas Corporation's
Annual Report on Form 10-K for the fiscal year ended September 30, 1995, filed with the Commission December 18, 1995 (Commission File No. 1-7727)            
|10(28)  | Gas Transportation Agreement No. 3900 (Rate Schedule FT-A), dated October 1, 1993, by and between the Connecticut Natural Gas Corporation and Tennessee Gas Pipeline Company, filed as Exhibit No. 10(lxxi) to the Connecticut Natural Gas Corporation's
Annual Report on Form 10-K for the fiscal year ended September 30, 1995, filed with the Commission December 18, 1995 (Commission File No. 1-7727)             
|10(29)  | Gas Transportation Agreement No. 3901 (Rate Schedule FT-A), dated October 1, 1993, by and between the Connecticut Natural Gas Corporation and Tennessee Gas Pipeline Company, filed as Exhibit No. 10(lxxii) to the Connecticut Natural Gas Corporation's
Annual Report on Form 10-K for the fiscal year ended September 30, 1995, filed with the Commission December 18, 1995 (Commission File No. 1-7727)            
|10(30)  | Gas Transportation Agreement No. 2075 (Rate Schedule FT-A), dated September 1, 1993, by and between the Connecticut Natural Gas Corporation and Tennessee Gas Pipeline Company, filed as Exhibit No. 10(lxxiii) to the Connecticut Natural Gas Corporation's
Annual Report on Form 10-K for the fiscal year ended September 30, 1995, filed with the Commission December 18, 1995 (Commission File No. 1-7727)         
|10(31)  | Gas Transportation Agreement (FT-A Rate Schedule, Service Package No. 86) dated September 1, 1993, between the Connecticut Natural Gas Corporation and Tennessee Gas Pipeline Company, filed as Exhibit No. 10(lxxxviii) to the Connecticut Natural Gas
Corporation's Quarterly Report on Form 10-Q for the quarter ended June 30, 1996, filed with the Commission July 29, 1996 (Commission File No. 1-7727)          
|10(32)  | Gas Transportation Agreement (FT-A Rate Schedule, Service Package No. 1625) dated September 1, 1993, between the Connecticut Natural Gas Corporation and Tennessee Gas Pipeline Company, filed as Exhibit No. 10(lxxxix) to the Connecticut Natural Gas
Corporation's Quarterly Report on Form 10-Q for the quarter ended June 30, 1996, filed with the Commission July 29, 1996 (Commission File No. 1-7727)          
|10(33)  | Gas Transportation Agreement (FT-A Rate Schedule, Service Package No. 2655) dated September 1, 1993, between the Connecticut Natural Gas Corporation and Tennessee Gas Pipeline Company, filed as Exhibit No. 10(xc) to the Connecticut Natural Gas
Corporation's Quarterly Report on Form 10-Q for the quarter ended June 30, 1996, filed with the Commission July 29, 1996 (Commission File No. 1-7727)              
|10(34)  | Gas Storage Contract (Rate Schedule FS, Service Package No. 1626) dated December 1, 1994, between the Connecticut Natural Gas Corporation and Tennessee Gas Pipeline Company, filed as Exhibit No. 10(xciii) to the Connecticut Natural Gas Corporation's
Quarterly Report on Form 10-Q for the quarter ended June 30, 1996, filed with the Commission July 29, 1996 (Commission File No. 1-7727)                      
|10(35)  | Amendment No.1-A to Gas Storage Contract (Rate Schedule FS, Service Package No. 1626) dated July 1, 1995 between the Connecticut Natural Gas Corporation and Tennessee Gas Pipeline Company, filed as Exhibit No. 10(xciv) to the Connecticut Natural Gas
Corporation's Quarterly Report on Form 10-Q for the quarter ended June 30, 1996, filed with the Commission July 29, 1996 (Commission File No. 1-7727)        
|10(36)  | Service Agreement (#N01719, FST Service) dated March 28, 1996 between the Connecticut Natural Gas Corporation and National Fuel Gas Supply Corporation, filed as Exhibit No. 10(xcv) to the Connecticut Natural Gas Corporation's Quarterly Report on Form
10-Q for the quarter ended June 30, 1996, filed with the Commission July 29, 1996 (Commission File No. 1-7727)                                              
|10(37)  | Amendment No. 1 to Service Agreement (#N01719, FST Service) dated April 1, 1996, between the Connecticut Natural Gas Corporation and National Fuel Gas Supply Corporation, filed as Exhibit No. 10(xcvi) to the Connecticut Natural Gas Corporation's
Quarterly Report on Form 10-Q for the quarter ended June 30, 1996, filed with the Commission July 29, 1996 (Commission File No. 1-7727)                          
|10(38)* | Amendment No. 2 to Service Agreement (#N01719, FST Service) dated June 10, 1999, between the Connecticut Natural Gas Corporation and National Fuel Gas Supply Corporation                                                                                                                                                                                                                                              
|10(39)  | Service Agreement (#O01718, FSS Service) dated March 28, 1996 between the Connecticut Natural Gas Corporation and National Fuel Gas Supply Corporation, filed as Exhibit No. 10(xcvii) to the Connecticut Natural Gas Corporation's Quarterly Report on Form
10-Q for the quarter ended June 30, 1996, filed with the Commission July 29, 1996 (Commission File No. 1-7727)                                            
|10(40)  | Amendment No. 1 to Service Agreement (#O01718, FSS Service) dated April 1, 1996, between the Connecticut Natural Gas Corporation and National Fuel Gas Supply Corporation, filed as Exhibit No. 10(xcviii) to the Connecticut Natural Gas Corporation's
Quarterly Report on Form 10-Q for the quarter ended June 30, 1996, filed with the Commission July 29, 1996 (Commission File No. 1-7727)                        
|10(41)* | Amendment No. 2 to Service Agreement (#O01718, FSS Service) dated June 10, 1999, between the Connecticut Natural Gas Corporation and National Fuel Gas Supply Corporation                                                                                                                                                                                                                                              
|10(42)  | Service Agreement (#400507, Rate Schedule FSS-1), dated November 15,1996, between the Connecticut Natural Gas Corporation and Texas Eastern Transmission Corporation, filed as Exhibit No. 10(civ) to the Connecticut Natural Gas Corporation's Annual
Report on Form 10-K for the fiscal year ended September 30, 1996, filed with the Commission on December 19, 1996 (Commission File No. 1-7727)                   
|10(43)  | Service Agreement (#800424, Rate Schedule CDS), dated November 15, 1996, between the Connecticut Natural Gas Corporation and Texas Eastern Transmission Corporation, filed as Exhibit No. 10(cvii) to the Connecticut Natural Gas Corporation's Annual
Report on Form 10-K for the fiscal year ended September 30, 1996, filed with the Commission on December 19, 1996 (Commission File No. 1-7727)                   
|10(44)  | Storage Service Agreement (#300094, Rate Schedule GSS), dated April 1, 1997, between the Connecticut Natural Gas Corporation and CNG Transmission Corporation, filed as Exhibit No. 10(109) to the CTG Resources, Inc.'s Annual Report on Form 10-K for the
fiscal year ended September 30, 1997, filed with the Commission on December 19, 1997 (Commission File No. 1-12859)                                         
|10(45)  | Seasonal Transportation Service Agreement (#200106, Rate Schedule FT), dated April 1, 1997, between the Connecticut Natural Gas Corporation and CNG Transmission Corporation, filed as Exhibit No. 10(110) to the CTG Resources, Inc.'s Annual Report on
Form 10-K for the fiscal year ended September 30, 1997, filed with the Commission on December 19, 1997 (Commission File No. 1-12859)                          
|10(46)  | Storage Service Agreement (#1623, Rate Schedule SS-NE), dated September 1, 1993, between the Connecticut Natural Gas Corporation and Tennessee Gas Pipeline Company, filed as Exhibit No. 10(111) to the CTG Resources, Inc.'s Annual Report on Form 10-K
for the fiscal year ended September 30, 1997, filed with the Commission on December 19, 1997 (Commission File No. 1-12859)                                   
|10(47)  | Transportation Service Agreement (#1627, Rate Schedule FT-A), dated September 1, 1993, between the Connecticut Natural Gas Corporation and Tennessee Gas Pipeline Company, filed as Exhibit No. 10(112) to the CTG Resources, Inc.'s Annual Report on Form
10-K for the fiscal year ended September 30, 1997, filed with the Commission on December 19, 1997 (Commission File No. 1-12859)                             
|10(48)  | Transportation Service Agreement (#10781, Rate Schedule FT-A), dated June 1, 1995, between the Connecticut Natural Gas Corporation and Tennessee Gas Pipeline Company, filed as Exhibit No. 10(113) to the CTG Resources, Inc.'s Annual Report on Form 10-K
for the fiscal year ended September 30, 1997, filed with the Commission on December 19, 1997 (Commission File No. 1-12859)                                 
|10(49)  | Amended Transportation Service Agreement (#10781, Rate Schedule FT-A), dated November 21, 1996, between the Connecticut Natural Gas Corporation and Tennessee Gas Pipeline Company, filed as Exhibit No. 10(114) to the CTG Resources, Inc.'s Annual Report
on Form 10-K for the fiscal year ended September 30, 1997, filed with the Commission on December 19, 1997 (Commission File No. 1-12859)                    
|10(50)  | Service Agreement (#830035, Rate Schedule FT-1), dated November 15, 1996, between the Connecticut Natural Gas Corporation and Texas Eastern Transmission Corporation, filed as Exhibit No. 10(116) to the CTG Resources, Inc.'s Annual Report on Form 10-K
for the fiscal year ended September 30, 1997, filed with the Commission on December 19, 1997 (Commission File No. 1-12859)                                  
|10(51)  | Service Agreement (#400223, Rate Schedule SS-1), dated November 15, 1996, between the Connecticut Natural Gas Corporation and Texas Eastern Transmission Corporation, filed as Exhibit No. 10(117) to the CTG Resources, Inc.'s Annual Report on Form 10-K
for the fiscal year ended September 30, 1997, filed with the Commission on December 19, 1997 (Commission File No. 1-12859)                                  
|10(52)  | Service Agreement (#800294R, Rate Schedule FT-1), dated May 20, 1998, between Connecticut Natural Gas Corporation and Texas Eastern Transmission Corporation, filed as Exhibit No. 10(128) to the CTG Resources, Inc.'s Quarterly Report on Form 10-Q for
the quarter ended June 30, 1998, filed with the Commission on August 14, 1998 (Commission File No. 1-12859)                                                  
|10(53)  | Service Agreement (#800295R, Rate Schedule FT-1), dated May 20, 1998, between Connecticut Natural Gas Corporation and Texas Eastern Transmission Corporation, filed as Exhibit No. 10(129) to the CTG Resources, Inc.'s Quarterly Report on Form 10-Q for
the quarter ended June 30, 1998, filed with the Commission on August 14, 1998 (Commission File No. 1-12859)                                                  
|10(54)  | Service Agreement (#830047, Rate Schedule FT-1), dated May 20, 1998, between Connecticut Natural Gas Corporation and Texas Eastern Transmission Corporation, filed as Exhibit No. 10(130) to the CTG Resources, Inc.'s Quarterly Report on Form 10-Q for the
quarter ended June 30, 1998, filed with the Commission on August 14, 1998 (Commission File No. 1-12859)                                                   
|        |                                                                                                                                                                                                                                                                                                                                                                                                                        





|       | District Heating and Cooling                                                                                                                                                                                                                                                                                                                                                                  
|------ | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|10(55) | Steam Supply Agreement between The Hartford Steam Company and Independent Energy Operations, Inc., dated December 3, 1987, filed as Exhibit No. 10(xxv) to the Connecticut Natural Gas Corporation's Annual Report on Form 10-K for the fiscal year ended
December 31, 1989, filed with the Commission on March 28, 1990 (Commission File No. 1-7727)                                         
|10(56) | Steam and Chilled Water Supply Agreement, dated May 28, 1986, between Capitol District Energy Center Cogeneration Associates and Energy Networks, Incorporated, filed as Exhibit No. 10(xxxvii) to the Connecticut Natural Gas Corporation's Annual Report
on Form 10-K for the fiscal year ended September 30, 1993, filed with the Commission December 28, 1993 (Commission File No. 1-7727)
|10(57) | Asset Purchase Agreement, dated June 26, 1998, by and among The Hartford Steam Company, CCF-1, Inc. and Kenetech Facilities Management, Inc., filed as Exhibit No. 10(55) to the CTG Resources, Inc.'s Annual Report on Form 10-K for the fiscal year ended
September 30, 1998, filed with the Commission on December 2, 1998 (Commission File No. 1-12859)                                   
|10(58) | Assignment and Consent, dated June 26, 1998, by and among The Hartford Steam Company, CCF-1, Inc. and The Connecticut Light and Power Company, filed as Exhibit No. 10(56) to the CTG Resources, Inc.'s Annual Report on Form 10-K for the fiscal year ended
September 30, 1998, filed with the Commission on December 2, 1998 (Commission File No. 1-12859)                                  
|10(59) | Memorandum of Agreement, dated October 23, 1998, among The Energy Network, Inc., Pratt & Whitney Canada Inc., Oxford Technologies, Inc. and Carrier Corporation, filed as Exhibit No. 10(126) to the CTG Resources, Inc.'s Quarterly Report on Form 10-Q
for the quarter ended December 31, 1998, filed with the Commission on February 16, 1999 (Commission File No. 1-12859)                
|10(60) | Independent Consulting Agreement, dated December 23, 1998, between The Energy Network, Inc. and Oxford Technologies, Inc., filed as Exhibit No. 10(127) to the CTG Resources, Inc.'s Quarterly Report on Form 10-Q for the quarter ended December 31, 1998,
filed with the Commission on February 16, 1999 (Commission File No. 1-12859)                                                      
|10(61) | District Heating and Cooling Service Agreement, dated April 6, 1999, between the Energy Network, Inc. and the City of Hartford, filed as Exhibit No. 10(147) to the CTG Resources, Inc.'s Quarterly Report on Form 10-Q for the quarter ended June 30, 1999,
filed with the Commission on August 6, 1999 (Commission File No. 1-12859)                                                        
|       |                                                                                                                                                                                                                                                                                                                                                                                               





|       | Financing                                                                                                                                                                                                                                                                                                                                                                                                                                           
|------ | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|10(62) | Capital Contribution Support Agreement, dated April 15, 1993, among Connecticut Natural Gas Corporation, ENI Transmission Company and Bank of Montreal, filed as Exhibit No. 10(l) to the Connecticut Natural Gas Corporation's Quarterly Report on Form
10-Q for the quarter ended June 30, 1993, filed with the Commission on August 3, 1993 (Commission File No. 1-7727)                                                                         
|10(63) | Secured Note Purchase Agreement, dated July 15, 1993, between the CNG Realty Corp. and the Aid Association for Lutherans, filed as Exhibit No. 10(xlix) to the Connecticut Natural Gas Corporation's Quarterly Report on Form 10-Q for the quarter ended
June 30, 1993, filed with the Commission on August 3, 1993 (Commission File No. 1-7727)                                                                                                    
|10(64) | Three-year Revolving Credit Agreement between TEN and Fleet National Bank, filed as Exhibit No. 99(B)(2) to the CTG Resources, Inc.'s Issuer Tender Offer Statement on Schedule 13E-4, filed with the Commission on October 2, 1997 (Commission File No.
5-51659)                                                                                                                                                                                   
|10(65) | 364-Day Revolving Credit Agreement between and TEN and Fleet National Bank, filed as Exhibit No. 99(B)(3) to the CTG Resources, Inc.'s Issuer Tender Offer Statement on Schedule 13E-4, filed with the Commission on October 2, 1997 (Commission File No.
5-51659)                                                                                                                                                                                  
|10(66) | Amendment to the 364-day Revolving Credit Agreement, dated December 8, 1999, between The Energy Network, Inc. and Fleet National Bank, filed as Exhibit No. 10(128) to the CTG Resources, Inc.'s Quarterly Report on Form 10-Q for the quarter ended
December 31, 1998, filed with the Commission on February 16, 1999 (Commission File No. 1-12859)                                                                                                
|10(67) | Reimbursement Agreement (Including Irrevocable Letter of Credit), dated August 1, 1998, between The Energy Network, Inc. and Fleet National Bank, filed as Exhibit No. 10(61) to the CTG Resources, Inc.'s Annual Report on Form 10-K for the fiscal year
ended September 30, 1998, filed with the Commission on December 2, 1998 (Commission File No. 1-12859)                                                                                     
|10(68) | Note Purchase Agreement among TEN, Metropolitan Life Insurance Company and Texas Life Insurance Company, filed as Exhibit No. 99(B)(4) to the CTG Resources, Inc.'s Issuer Tender Offer Statement on Schedule 13E-4, filed with the Commission on October 2,
1997 (Commission File No. 5-51659)                                                                                                                                                     
|10(69) | Note Purchase Agreement, dated October 14, 1998, between The Energy Network, Inc. and Metropolitan Life Insurance Company, filed as Exhibit No. 10(63) to the CTG Resources, Inc.'s Annual Report on Form 10-K for the fiscal year ended September 30, 1998,
filed with the Commission on December 2, 1998 (Commission File No. 1-12859)                                                                                                            
|10(70) | Revolving Credit Agreement, dated March 30, 1993, between the Connecticut Natural Gas Corporation and The First National Bank of Boston, filed as Exhibit No. 10(xlviii) to the Connecticut Natural Gas Corporation's Quarterly Report on Form 10-Q for the
quarter ended March 31, 1993, filed with the Commission on May 3, 1993 (Commission File No. 1-7727)                                                                                     
|10(71) | First Amendment to Credit Agreement, dated March 30, 1998, among Connecticut Natural Gas Corporation and BankBoston, N.A., filed as Exhibit No. 10(124) to the CTG Resources, Inc.'s Quarterly Report on Form 10-Q for the quarter ended June 30, 1998,
filed with the Commission on August 14, 1998 (Commission File No. 1-12859)                                                                                                                  
|10(72) | Medium Term Notes, Series A, Placement Agency Agreement among Connecticut Natural Gas Corporation, PaineWebber Incorporated and Smith Barney, Harris Upham & Co. Incorporated, dated November 1, 1991, filed as Exhibit No. 10(xxxix) to the Connecticut
Natural Gas Corporation's Transition Report on Form 10-K for the period October 1, 1990 to September 30, 1991, filed with the Commission on December 23, 1991, (Commission File No. 1-7727)
|10(73) | Issuing and Paying Agency Agreement between The Connecticut National Bank and Connecticut Natural Gas Corporation, for the Medium Term Notes, Series A, dated November 1, 1991, filed as Exhibit No. 10(xl) to the Connecticut Natural Gas Corporation's
Transition Report on Form 10-K for the period October 1, 1990 to September 30, 1991, filed with the Commission on December 23, 1991, (Commission File No. 1-7727)                          
|10(74) | Medium Term Notes, Series B, Placement Agency Agreement among Connecticut Natural Gas Corporation, Smith Barney Inc., and A.G. Edwards & Sons, Inc., dated June 14, 1994, filed as Exhibit No. 10(lxvi) to the Connecticut Natural Gas Corporation's
Annual Report on Form 10-K for the fiscal year ended September 30, 1994, filed with the Commission December 27, 1994 (Commission File No. 1-7727)                                              
|10(75) | Medium Term Notes, Series B, Amended and Restated Placement Agency Agreement among Connecticut Natural Gas Corporation, PaineWebber Incorporated, and A.G. Edwards & Sons, Inc., dated August 13, 1997, filed as Exhibit No. 10(119) to the CTG
Resources, Inc.'s Annual Report on Form 10-K for the fiscal year ended September 30, 1997, filed with the Commission on December 19, 1997 (Commission File No. 1-12859)                             
|10(76) | Issuing and Paying Agency Agreement between Shawmut Bank Connecticut, National Association, and Connecticut Natural Gas Corporation, for Medium Term Notes, Series B, dated June 14, 1994, filed as Exhibit No. 10(lxvii) to the Connecticut Natural Gas
Corporation's Annual Report on Form 10-K for the fiscal year ended September 30, 1994, filed with the Commission December 27, 1994 (Commission File No. 1-7727)                            
|10(77) | First Amendment to Issuing and Paying Agency Agreement, dated August 13, 1997, filed as Exhibit No. 10(118) to the CTG Resources, Inc.'s Annual Report on Form 10-K for the fiscal year ended September 30, 1997, filed with the Commission on December 19,
1997 (Commission File No. 1-12859)                                                                                                                                                      
|10(78) | Forward Equity Purchase Agreement, dated October 1, 1997, between CTG and TEN, filed as Exhibit No. 99(c) to the CTG Resources, Inc.'s Issuer Tender Offer Statement on Schedule 13E-4, filed with the Commission on October 2, 1997 (Commission File No.
5-51659)                                                                                                                                                                                  
|10(79) | First Amendment to the Forward Equity Purchase Agreement, dated October 14, 1998, between CTG Resources, Inc. and The Energy Network, Inc., filed as Exhibit No. 10(73) to the CTG Resources, Inc.'s Annual Report on Form 10-K for the fiscal year ended
September 30, 1998, filed with the Commission on December 2, 1998 (Commission File No. 1-12859)                                                                                           
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                     





|        | Employment, Compensation and Benefits                                                                                                                                                                                                                                                                                                                                                                                                                   
|------- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|10(80)  | Connecticut Natural Gas Corporation Executive Restricted Stock Plan, filed as Exhibit A to the Connecticut Natural Gas Corporation's definitive proxy statement dated March 26, 1991, filed with the Commission on March 26, 1991 (Commission File No. 1-7727)                                                                                                                                                                                          
|10(81)  | First Amendment to Connecticut Natural Gas Corporation Executive Restricted Stock Plan, dated March 25, 1997, filed as Exhibit No. 10(cxiv) to the CTG Resources, Inc.'s Quarterly Report on Form 10-Q for the quarter ended June 30, 1997, filed with the
Commission on August 14, 1997 (Commission File No. 1-12859)                                                                                                                                  
|10(82)  | First Amendment to Connecticut Natural Gas Corporation Executive Restricted Stock Plan, dated May 17, 1999, filed as Exhibit No. 10(136) to the CTG Resources, Inc.'s Quarterly Report on Form 10-Q for the quarter ended June 30, 1999, filed with the
Commission on August 6, 1999 (Commission File No. 1-12859)                                                                                                                                      
|10(83)  | Second Amendment to Restricted Stock Agreement (Under the Connecticut Natural Gas Corporation Executive Restricted Stock plan), dated June 27, 1995, filed as Exhibit No. 10(lxxxii) to the Connecticut Natural Gas Corporation's Annual Report on Form 10-K
for the fiscal year ended September 30, 1995, filed with the Commission December 18, 1995 (Commission File No. 1-7727)                                                                     
|10(84)  | Third Amendment to Restricted Stock Agreement (Under the Connecticut Natural Gas Corporation Executive Restricted Stock plan), dated June 27, 1995, filed as Exhibit No. 10(lxxxiii) to the Connecticut Natural Gas Corporation's Annual Report on Form 10-K
for the fiscal year ended September 30, 1995, filed with the Commission December 18, 1995 (Commission File No. 1-7727)                                                                     
|10(85)  | First Amendment to Restricted Stock Agreement (Under the Connecticut Natural Gas Corporation Executive Restricted Stock Plan), dated April 27, 1999, filed as Exhibit No. 10(137) to the CTG Resources, Inc.'s Quarterly Report on Form 10-Q for the quarter
ended June 30, 1999, filed with the Commission on August 6, 1999 (Commission File No. 1-12859)                                                                                             
|10(86)  | Connecticut Natural Gas Corporation Officers' Retirement Plan (As Amended and Restated Effective As Of March 31, 1999), dated May 17, 1999, filed as Exhibit No. 10(138) to the CTG Resources, Inc.'s Quarterly Report on Form 10-Q for the quarter ended
June 30, 1999, filed with the Commission on August 6, 1999 (Commission File No. 1-12859)                                                                                                      
|10(87)  | First Amendment to Connecticut Natural Gas Corporation Officers' Retirement Plan, dated June 21, 1999, filed as Exhibit No. 10(139) to the CTG Resources, Inc.'s Quarterly Report on Form 10-Q for the quarter ended June 30, 1999, filed with the
Commission on August 6, 1999 (Commission File No. 1-12859)                                                                                                                                           
|10(88)  | The Connecticut Natural Gas Corporation Officers' Retirement Plan Trust Agreement, dated January 9, 1989, filed as Exhibit No. 10(liv) to the Connecticut Natural Gas Corporation's Annual Report on Form 10-K for the fiscal year ended September 30, 1994,
filed with the Commission December 27, 1994 (Commission File No. 1-7727)                                                                                                                   
|10(89)  | First Amendment to the Connecticut Natural Gas Corporation Officers' Retirement Plan and Deferred Compensation Plan Trust Agreement, dated August 5, 1993, filed as Exhibit No. 10(lv) to the Connecticut Natural Gas Corporation's Annual Report on Form
10-K for the fiscal year ended September 30, 1994, filed with the Commission December 27, 1994 (Commission File No. 1-7727)                                                                   
|10(90)  | Third Amendment to The Connecticut Natural Gas Corporation Officers' Retirement Plan and Deferred Compensation Plan Trust Agreement, dated September 12, 1995, filed as Exhibit No. 10(lxxxi) to the Connecticut Natural Gas Corporation's Annual Report on
Form 10-K for the fiscal year ended September 30, 1995, filed with the Commission December 18, 1995 (Commission File No. 1-7727)                                                            
|10(91)  | Fourth Amendment to The Connecticut Natural Gas Corporation Officers Retirement Plan and Deferred Compensation Plan Trust Agreement, dated March 25, 1997, filed as Exhibit No. 10(cxvi) to the CTG Resources, Inc.'s Quarterly Report on Form 10-Q for the
quarter ended June 30, 1997, filed with the Commission on August 14, 1997 (Commission File No. 1-12859)                                                                                     
|10(92)  | Fifth Amendment to the Connecticut Natural Gas Corporation Officers' Retirement Plan and Deferred Compensation Plan Trust Agreement, dated February 26, 1999, by and between Connecticut Natural Gas Corporation and Fleet National Bank, filed as Exhibit
No. 10(131) to the CTG Resources, Inc.'s Quarterly Report on Form 10-Q for the quarter ended March 31, 1999, filed with the Commission on April 30, 1999 (Commission File No. 1-12859)       
|10(93)  | Sixth Amendment to the Connecticut Natural Gas Corporation Officers Retirement Plan Trust Agreement, dated April 27, 1999, filed as Exhibit No. 10(140) to the CTG Resources, Inc.'s Quarterly Report on Form 10-Q for the quarter ended June 30, 1999,
filed with the Commission on August 6, 1999 (Commission File No. 1-12859)                                                                                                                       
|10(94)  | Connecticut Natural Gas Corporation Deferred Compensation Plan, dated February 26, 1999, filed as Exhibit No. 10(132) to the CTG Resources, Inc.'s Quarterly Report on Form 10-Q for the quarter ended March 31, 1999, filed with the Commission on April
30, 1999 (Commission File No. 1-12859)                                                                                                                                                        
|10(95)  | First Amendment to Connecticut Natural Gas Corporation Deferred Compensation Plan, dated March 1, 1999, filed as Exhibit No. 10(133) to the CTG Resources, Inc.'s Quarterly Report on Form 10-Q for the quarter ended March 31, 1999, filed with the
Commission on April 30, 1999 (Commission File No. 1-12859)                                                                                                                                         
|10(96)  | Connecticut Natural Gas Corporation Deferred Compensation Plan Trust Agreement, between Connecticut Natural Gas Corporation and Putnam Fiduciary Trust Company, dated March 1, 1999, filed as Exhibit No. 10(134) to the CTG Resources, Inc.'s Quarterly
Report on Form 10-Q for the quarter ended March 31, 1999, filed with the Commission on April 30, 1999 (Commission File No. 1-12859)                                                            
|10(97)  | First Amendment to Connecticut Natural Gas Corporation Deferred Compensation Trust Agreement, between Connecticut Natural Gas Corporation and Putnam Fiduciary Trust Company, dated March 1, 1999, filed as Exhibit No. 10(135) to the CTG Resources, Inc.'s
Quarterly Report on Form 10-Q for the quarter ended March 31, 1999, filed with the Commission on April 30, 1999 (Commission File No. 1-12859)                                              
|10(98)  | First Amendment to the Connecticut Natural Gas Corporation Deferred Compensation Plan Trust Agreement, between Connecticut Natural Gas Corporation and Putnam Fiduciary Trust Company, dated April 27, 1999, filed as Exhibit No. 10(142) to the CTG
Resources, Inc.'s Quarterly Report on Form 10-Q for the quarter ended June 30, 1999, filed with the Commission on August 6, 1999 (Commission File No. 1-12859)                                     
|10(99)  | Agreement and Declaration of Trust, Connecticut Natural Gas Corporation Employee Benefit Trust, dated December 28, 1987, filed as Exhibit No. 10(lix) to the Connecticut Natural Gas Corporation's Annual Report on Form 10-K for the fiscal year ended
September 30, 1994, filed with the Commission December 27, 1994 (Commission File No. 1-7727)                                                                                                    
|10(100) | First Amendment to Agreement and Declaration of Trust, Connecticut Natural Gas Corporation Employee Benefit Trust, Dated December 2, 1993, filed as Exhibit No. 10(lx) to the Connecticut Natural Gas Corporation's Annual Report on Form 10-K for the
fiscal year ended September 30, 1994, filed with the Commission December 27, 1994 (Commission File No. 1-7727)                                                                                   
|10(101) | Second Amendment to Agreement and Declaration of Trust, Connecticut Natural Gas Corporation Employee Benefit Trust, dated March 25, 1997, filed as Exhibit No. 10(cxvii) to the CTG Resources, Inc.'s Quarterly Report on Form 10-Q for the quarter ended
June 30, 1997, filed with the Commission on August 14, 1997 (Commission File No. 1-12859)                                                                                                     
|10(102) | Agreement and Declaration of Trust, Connecticut Natural Gas Corporation Union Employee Benefit Trust, dated December 2, 1993, filed as Exhibit No. 10(lxi) to the Connecticut Natural Gas Corporation's Annual Report on Form 10-K for the fiscal year ended
September 30, 1994, filed with the Commission December 27, 1994 (Commission File No. 1-7727)                                                                                               
|10(103) | First Amendment to Agreement and Declaration of Trust, Connecticut Natural Gas Corporation Union Employee Benefit Trust, dated January 24, 1995, between the Connecticut Natural Gas Corporation and Fleet Bank, N.A., filed as Exhibit No. 10(xcii) to the
Connecticut Natural Gas Corporation's Annual Report on Form 10-K for the fiscal year ended September 30, 1996, filed with the Commission on December 19, 1996 (Commission File No. 1-7727)10
|10(104) | CNG Annual Incentive Plan, 1994, filed as Exhibit No. 10(lxii) to the Connecticut Natural Gas Corporation's Annual Report on Form 10-K for the fiscal year ended September 30, 1994, filed with the Commission December 27, 1994 (Commission File No. 1-7727)                                                                                                                                                                                           
|10(105) | Connecticut Natural Gas Corporation Employee Savings Plan, as amended and restated including first amendment, filed as exhibit 4(i) to the Connecticut Natural Gas Corporation Employee Savings Plan Registration Statement on Form S-8, filed with the
Commission on July 20, 1994 (Commission File No. 33-54643)                                                                                                                                      
|10(106) | Second Amendment to Connecticut Natural Gas Corporation Employee Savings Plan, dated June 27, 1995, filed as Exhibit No. 10(lxxvi) to the Connecticut Natural Gas Corporation's Annual Report on Form 10-K for the fiscal year ended September 30, 1995,
filed with the Commission December 18, 1995 (Commission File No. 1-7727)                                                                                                                       
|10(107) | Third Amendment to Connecticut Natural Gas Corporation Employee Savings Plan, dated October 31, 1995, filed as Exhibit No. 10(xcvi) to the Connecticut Natural Gas Corporation's Annual Report on Form 10-K for the fiscal year ended September 30, 1996,
filed with the Commission on December 19, 1996 (Commission File No. 1-7727)                                                                                                                   
|10(108) | Fourth Amendment to Connecticut Natural Gas Corporation Employee Savings Plan, dated December 19, 1995, filed as Exhibit No. 10(xcvii) to the Connecticut Natural Gas Corporation's Annual Report on Form 10-K for the fiscal year ended September 30, 1996,
filed with the Commission on December 19, 1996 (Commission File No. 1-7727)                                                                                                                
|10(109) | Fifth Amendment to Connecticut Natural Gas Corporation Employee Savings Plan, dated February 27, 1996, filed as Exhibit No. 10(xcviii) to the Connecticut Natural Gas Corporation's Annual Report on Form 10-K for the fiscal year ended September 30, 1996,
filed with the Commission on December 19, 1996 (Commission File No. 1-7727)                                                                                                                
|10(110) | Sixth Amendment to Connecticut Natural Gas Corporation Employee Savings Plan (As Amended and Restated, Effective as of January 1, 1989), dated May 2, 1997, filed as Exhibit No. 10(cxviii) to the CTG Resources, Inc.'s Quarterly Report on Form 10-Q for
the quarter ended June 30, 1997, filed with the Commission on August 14, 1997 (Commission File No. 1-12859)                                                                                  
|10(111) | Seventh Amendment to Connecticut Natural Gas Corporation Employee Savings Plan, dated January 27, 1998, filed as Exhibit No. 10.120 to the CTG Resources, Inc.'s Quarterly Report on Form 10-Q for the quarter ended March 31, 1998, filed with the
Commission on May 4, 1998 (Commission File No. 1-12859)                                                                                                                                             
|10(112) | Eighth Amendment to Connecticut Natural Gas Corporation Employee Savings Plan, dated May 1, 1998, filed as Exhibit No. 10.121 to the CTG Resources, Inc.'s Quarterly Report on Form 10-Q for the quarter ended March 31, 1998, filed with the Commission on
May 4, 1998 (Commission File No. 1-12859)                                                                                                                                                   
|10(113) | Ninth Amendment to Connecticut Natural Gas Corporation Employee Savings Plan, dated June 9, 1998, filed as Exhibit No. 10(125) to the CTG Resources, Inc.'s Quarterly Report on Form 10-Q for the quarter ended June 30, 1998, filed with the Commission on
August 14, 1998 (Commission File No. 1-12859)                                                                                                                                               
|10(114) | Tenth Amendment to the Connecticut Natural Gas Corporation Employee Savings Plan, dated November 24, 1998, filed as Exhibit No. 10(129) to the CTG Resources, Inc.'s Quarterly Report on Form 10-Q for the quarter ended December 31, 1998, filed with the
Commission on February 16, 1999 (Commission File No. 1-12859)                                                                                                                                
|10(115) | Eleventh Amendment to Connecticut Natural Gas Corporation Employee Savings Plan, dated May 19, 1999, filed as Exhibit No. 10(143) to the CTG Resources, Inc.'s Quarterly Report on Form 10-Q for the quarter ended June 30, 1999, filed with the Commission
on August 6, 1999 (Commission File No. 1-12859)                                                                                                                                             
|10(116) | Twelfth Amendment to Connecticut Natural Gas Corporation Employee Savings Plan, dated June 7, 1999, filed as Exhibit No. 10(144) to the CTG Resources, Inc.'s Quarterly Report on Form 10-Q for the quarter ended June 30, 1999, filed with the Commission
on August 6, 1999 (Commission File No. 1-12859)                                                                                                                                              
|10(117) | Connecticut Natural Gas Corporation Employee Savings Plan Trust Agreement, including amendments thereto, filed as exhibit 4(ii) to the Connecticut Natural Gas Corporation Employee Savings Plan Registration Statement on Form S-8, filed with the
Commission on July 20, 1994 (Commission File No. 33-54643)                                                                                                                                          
|10(118) | First Amendment to Connecticut Natural Gas Corporation Employee Savings Plan Trust Agreement, dated March 25, 1997, filed as Exhibit No. 10(cx) to the CTG Resources, Inc.'s Quarterly Report on Form 10-Q for the quarter ended June 30, 1997, filed with
the Commission on August 14, 1997 (Commission File No. 1-12859)                                                                                                                              
|10(119) | Connecticut Natural Gas Corporation Union Employee Savings Plan, as amended and restated including first amendment, filed as exhibit 4(i) to the Connecticut Natural Gas Corporation Union Employee Savings Plan Registration Statement on Form S-8, filed
with the Commission on July 20, 1994 (Commission File No. 33-54653)                                                                                                                          
|10(120) | Second Amendment to Connecticut Natural Gas Corporation Union Employee Savings Plan, dated January 24, 1995, filed as Exhibit No. 10(lxxvii) to the Connecticut Natural Gas Corporation's Annual Report on Form 10-K for the fiscal year ended September 30,
1995, filed with the Commission December 18, 1995 (Commission File No. 1-7727)                                                                                                             
|10(121) | Third Amendment to Connecticut Natural Gas Corporation Union Employee Savings Plan, dated June 27, 1995, filed as Exhibit No. 10(lxxviii) to the Connecticut Natural Gas Corporation's Annual Report on Form 10-K for the fiscal year ended September 30,
1995, filed with the Commission December 18, 1995 (Commission File No. 1-7727)                                                                                                                
|10(122) | Fourth Amendment to Connecticut Natural Gas Corporation Union Employee Savings Plan, dated October 31, 1995, filed as Exhibit No. 10(xcix) to the Connecticut Natural Gas Corporation's Annual Report on Form 10-K for the fiscal year ended September 30,
1996, filed with the Commission on December 19, 1996 (Commission File No. 1-7727)                                                                                                            
|10(123) | Fifth Amendment to Connecticut Natural Gas Corporation Union Employee Savings Plan, dated December 19, 1995, filed as Exhibit No. 10(c) to the Connecticut Natural Gas Corporation's Annual Report on Form 10-K for the fiscal year ended September 30,
1996, filed with the Commission on December 19, 1996 (Commission File No. 1-7727)                                                                                                               
|10(124) | Sixth Amendment to Connecticut Natural Gas Corporation Union Employee Savings Plan, dated February 27, 1996, filed as Exhibit No. 10(ci) to the Connecticut Natural Gas Corporation's Annual Report on Form 10-K for the fiscal year ended September 30,
1996, filed with the Commission on December 19, 1996 (Commission File No. 1-7727)                                                                                                              
|10(125) | Seventh Amendment to Connecticut Natural Gas Corporation Union Employee Savings Plan (As Amended and Restated, Effective as of January 1, 1989), dated May 2, 1997, filed as Exhibit No. 10(cxix) to the CTG Resources, Inc.'s Quarterly Report on Form 10-Q
for the quarter ended June 30, 1997, filed with the Commission on August 14, 1997 (Commission File No. 1-12859)                                                                            
|10(126) | Eighth Amendment to Connecticut Natural Gas Corporation Union Employee Savings Plan, dated January 27, 1998, filed as Exhibit No. 10.122 to the CTG Resources, Inc.'s Quarterly Report on Form 10-Q for the quarter ended March 31, 1998, filed with the
Commission on May 4, 1998 (Commission File No. 1-12859)                                                                                                                                        
|10(127) | Ninth Amendment to Connecticut Natural Gas Corporation Union Employee Savings Plan, dated June 9, 1998, filed as Exhibit No. 10(126) to the CTG Resources, Inc.'s Quarterly Report on Form 10-Q for the quarter ended June 30, 1998, filed with the
Commission on August 14, 1998 (Commission File No. 1-12859)                                                                                                                                         
|10(128) | Tenth Amendment to the Connecticut Natural Gas Corporation Union Employee Savings Plan, dated November 24, 1998, filed as Exhibit No. 10(130) to the CTG Resources, Inc.'s Quarterly Report on Form 10-Q for the quarter ended December 31, 1998, filed with
the Commission on February 16, 1999 (Commission File No. 1-12859)                                                                                                                          
|10(129) | Eleventh Amendment to Connecticut Natural Gas Corporation Union Employee Savings Plan, dated May 19, 1999, filed as Exhibit No. 10(145) to the CTG Resources, Inc.'s Quarterly Report on Form 10-Q for the quarter ended June 30, 1999, filed with the
Commission on August 6, 1999 (Commission File No. 1-12859)                                                                                                                                       
|10(130) | Twelfth Amendment to Connecticut Natural Gas Corporation Union Employee Savings Plan, dated June 7, 1999, filed as Exhibit No. 10(146) to the CTG Resources, Inc.'s Quarterly Report on Form 10-Q for the quarter ended June 30, 1999, filed with the
Commission on August 6, 1999 (Commission File No. 1-12859)                                                                                                                                        
|10(131) | Connecticut Natural Gas Corporation Union Employee Savings Plan Trust Agreement, including amendments thereto, filed as exhibit 4(ii) to the Connecticut Natural Gas Corporation Union Employee Savings Plan Registration Statement on Form S-8, filed with
the Commission on July 20, 1994 (Commission File No. 33-54653)                                                                                                                              
|10(132) | First Amendment to Connecticut Natural Gas Corporation Union Employee Savings Plan Trust Agreement, dated March 25, 1997, filed as Exhibit No. 10(cxi) to the CTG Resources, Inc.'s Quarterly Report on Form 10-Q for the quarter ended June 30, 1997, filed
with the Commission on August 14, 1997 (Commission File No. 1-12859)                                                                                                                       
|10(133) | Amended and Restated CNG Nonemployee Directors' Fee Plan, dated September 29, 1995, filed as Exhibit No. 10(lxxxiv) to the Connecticut Natural Gas Corporation's Annual Report on Form 10-K for the fiscal year ended September 30, 1995, filed with the
Commission December 18, 1995 (Commission File No. 1-7727)                                                                                                                                      
|10(134) | CNG Nonemployee Directors' Fee Plan, dated October 1, 1996, filed as Exhibit No. 10(xciii) to the Connecticut Natural Gas Corporation's Annual Report on Form 10-K for the fiscal year ended September 30, 1996, filed with the Commission on December 19,
1996 (Commission File No. 1-7727)                                                                                                                                                            
|10(135) | First Amendment to CNG Nonemployee Directors' Fee Plan, dated May 2, 1997, filed as Exhibit No. 10(cxxx) to the CTG Resources, Inc.'s Quarterly Report on Form 10-Q for the quarter ended June 30, 1997, filed with the Commission on August 14, 1997
(Commission File No. 1-12859)                                                                                                                                                                     
|10(136) | Second Amendment to CNG Nonemployee Directors' Fee Plan, dated March 24, 1998, filed as Exhibit No. 10.123 to the CTG Resources, Inc.'s Quarterly Report on Form 10-Q for the quarter ended March 31, 1998, filed with the Commission on May 4, 1998
(Commission File No. 1-12859)                                                                                                                                                                      
|10(137) | CNG Nonemployee Directors' Fee Plan Trust Agreement, by and between the Connecticut Natural Gas Corporation and Fleet Bank, N.A., dated September 28, 1995, filed as Exhibit No. 10(lxxxv) to the Connecticut Natural Gas Corporation's Annual Report on
Form 10-K for the fiscal year ended September 30, 1995, filed with the Commission December 18, 1995 (Commission File No. 1-7727)                                                               
|10(138) | First Amendment to CNG Nonemployee Directors' Fee Plan Trust Agreement, dated October 1, 1996, between the Connecticut Natural Gas Corporation and Putnam Fiduciary Trust Company, filed as Exhibit No. 10(xciv) to the Connecticut Natural Gas
Corporation's Annual Report on Form 10-K for the fiscal year ended September 30, 1996, filed with the Commission on December 19, 1996 (Commission File No. 1-7727)                                      
|10(139) | Second Amendment to CNG Nonemployee Directors' Fee Plan Trust Agreement, dated October 1, 1996, between the Connecticut Natural Gas Corporation and Putnam Fiduciary Trust Company, filed as Exhibit No. 10(xcv) to the Connecticut Natural Gas
Corporation's Annual Report on Form 10-K for the fiscal year ended September 30, 1996, filed with the Commission on December 19, 1996 (Commission File No. 1-7727)                                      
|10(140) | Third Amendment to CNG Nonemployee Directors' Fee Plan Trust Agreement, dated March 25, 1997, filed as Exhibit No. 10(cxv) to the CTG Resources, Inc.'s Quarterly Report on Form 10-Q for the quarter ended June 30, 1997, filed with the Commission on
August 14, 1997 (Commission File No. 1-12859)                                                                                                                                                   
|10(141) | Settlement Agreement and Release of All Claims between Connecticut Natural Gas Corporation and Harry Kraiza, Jr., dated September 25, 1996, filed as Exhibit No. 10(cii) to the Connecticut Natural Gas Corporation's Annual Report on Form 10-K for the
fiscal year ended September 30, 1996, filed with the Commission on December 19, 1996 (Commission File No. 1-7727)                                                                              
|10(142) | The Energy Network, Inc., Instrument of Adoption of Connecticut Natural Gas Corporation Officers' Retirement Plan, dated April 27, 1999, filed as Exhibit No. 10(141) to the CTG Resources, Inc.'s Quarterly Report on Form 10-Q for the quarter ended June
30, 1999, filed with the Commission on August 6, 1999 (Commission File No. 1-12859)                                                                                                         
|        |                                                                                                                                                                                                                                                                                                                                                                                                                                                         





|11*                                                                                                                                                                                                                                                                                                                                                                                                         | Computation of Consolidated Basic and Fully Diluted Earnings Per Share                                                                                            
|----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------
|12                                                                                                                                                                                                                                                                                                                                                                                                          | Computation of Ratios                                                                                                                                             
|                                                                                                                                                                                                                                                                                                                                                                                                            | Not applicable                                                                                                                                                    
|13                                                                                                                                                                                                                                                                                                                                                                                                          | Annual Report to Stockholders for the Fiscal Year Ended September 30, 1999                                                                                        
|                                                                                                                                                                                                                                                                                                                                                                                                            | Not applicable                                                                                                                                                    
|16                                                                                                                                                                                                                                                                                                                                                                                                          | Letter Regarding Change in Certifying Accountant                                                                                                                  
|                                                                                                                                                                                                                                                                                                                                                                                                            | Not applicable                                                                                                                                                    
|18                                                                                                                                                                                                                                                                                                                                                                                                          | Letter Regarding Change in Accounting Principles                                                                                                                  
|                                                                                                                                                                                                                                                                                                                                                                                                            | Not applicable                                                                                                                                                    
|21*                                                                                                                                                                                                                                                                                                                                                                                                         | Subsidiaries of the Registrant                                                                                                                                    
|22                                                                                                                                                                                                                                                                                                                                                                                                          | Published Report Regarding Matters Submitted to Vote of Security Holders                                                                                          
|                                                                                                                                                                                                                                                                                                                                                                                                            | None                                                                                                                                                              
|23*                                                                                                                                                                                                                                                                                                                                                                                                         | Consent of Independent Public Accountants                                                                                                                         
|24*                                                                                                                                                                                                                                                                                                                                                                                                         | Power of Attorney                                                                                                                                                 
|27*                                                                                                                                                                                                                                                                                                                                                                                                         | Financial Data Schedule                                                                                                                                           
|28                                                                                                                                                                                                                                                                                                                                                                                                          | Information from Reports Furnished to State Insurance Regulatory Authorities                                                                                      
|                                                                                                                                                                                                                                                                                                                                                                                                            | Not applicable                                                                                                                                                    
|99                                                                                                                                                                                                                                                                                                                                                                                                          | Additional Exhibits                                                                                                                                               
|99(1)*                                                                                                                                                                                                                                                                                                                                                                                                      | Exhibit Index                                                                                                                                                     
|99(2)*                                                                                                                                                                                                                                                                                                                                                                                                      | Information required by Form 11-K with respect to the Connecticut Natural Gas Corporation Employee Savings Plan for the fiscal year ending December 31, 1998      
|99(3)*                                                                                                                                                                                                                                                                                                                                                                                                      | Information required by Form 11-K with respect to the Connecticut Natural Gas Corporation Union Employee Savings Plan for the fiscal year ending December 31, 1998
|All exhibits listed above which have an asterisk (*) next to the exhibit number are filed herewith.  All other exhibits listed above which have previously been filed with the Securities and Exchange Commission pursuant to the Securities Act of 1933 and
the Securities Exchange Act of 1934, and which were designated as noted above and have not been amended, are hereby incorporated by reference.
|                                                                                                                                                                                                                                                                                                                                                                                                            |                                                                                                                                                                   
|(b)                                                                                                                                                                                                                                                                                                                                                                                                         | Reports on Form 8-K                                                                                                                                               
|                                                                                                                                                                                                                                                                                                                                                                                                            | There were no current reports filed on Form 8-K during the last quarter of fiscal 1999.                                                                           
|                                                                                                                                                                                                                                                                                                                                                                                                            |                                                                                                                                                                   



SIGNATURES

---

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

| | CTG RESOURCES, INC.(Registrant)                                                        
| | ---------------------------------------------------------------------------------------
| | S/  Arthur C. Marquardt      (Arthur C. Marquardt)President and Chief Executive Officer



Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the Registrant and in the capacities and on the dates indicated.

|S/ Arthur C. Marquardt(Arthur C. Marquardt)                                      | Chairman, President and Chief Executive Officer      | December 10, 1999
|-------------------------------------------------------------------------------- | ---------------------------------------------------- | -----------------
|S/ James P. Bolduc                     (James P. Bolduc)                         | Executive Vice President and Chief Financial Officer | December 10, 1999
|S/ Andrew H. Johnson               (Andrew H. Johnson)                           | Treasurer and Chief Accounting Officer               | December 10, 1999
|S/ R. L. Babcock                        (R. L. Babcock)
as Attorney-in-fact for: |                                                      | December 10, 1999

|Bessye W. Bennett, Esq. | Director
|----------------------- | --------
|Herman J. Fonteyne      | Director
|Victor H. Frauenhofer   | Director
|Beverly L. Hamilton     | Director
|Harvey S. Levenson      | Director
|Denis F. Mullane        | Director
|Richard J. Shima        | Director
|Laurence A. Tanner      | Director
|Michael W. Tomasso      | Director
|                        |         

CTG RESOURCES, INC.

Annual Report on Form 10-KSchedule IndexFiscal Year Ended September 30, 1999

|Item | Description                                                                                                                                 
|---- | --------------------------------------------------------------------------------------------------------------------------------------------
|II   | Financial Statement Schedule II; Valuation and Qualifying Accounts and Reserves for the fiscal years ended September 30, 1999, 1998 and 1997

(d) Financial Statement Schedules

Page 1 of 1

CTG RESOURCES, INC. AND SUBSIDIARIES

SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS AND RESERVES

FOR THE YEARS ENDED SEPTEMBER 30, 1999, 1998 AND 1997 (Dollars in Thousands)

|Column A                                                                  | Column B                      | Column C                     | Column D                 | Column E                  
|------------------------------------------------------------------------- | ----------------------------- | ---------------------------- | ------------------------ | --------------------------
|                                                                          |                               | Additions                    |                          |                           
|Description                                                               | Balance at
Beginningof Period | Charged to
Costs andExpenses | Charged to
OtherAccounts | DeductionsfromReserves (1)
|YEAR ENDED SEPTEMBER 30, 1999                                             |                               |                              |                          |                           
|RESERVE DEDUCTED IN THE BALANCE SHEET FROM THE ASSET TO WHICH IT APPLIES:
|Allowance for doubtful accounts  -                                        |                               |                              |                          |                           
|Gas                                                                       | $     2,533                   | $      5,175                 | $             -          | $      3,631              
|Other                                                                     | 750                           | 147                          | -                        | 689                       
|                                                                          | $     3,283                   | $      5,322                 | $             -          | $      4,320              
|YEAR ENDED SEPTEMBER 30, 1998                                             |                               |                              |                          |                           
|RESERVE DEDUCTED IN THE BALANCE SHEET FROM THE ASSET TO WHICH IT APPLIES:
|Allowance for doubtful accounts  -                                        |                               |                              |                          |                           
|Gas                                                                       | $     2,966                   | $      4,463                 | $             -          | $      4,896              
|Other (2)                                                                 | 473                           | 93                           | 650                      | 466                       
|                                                                          | $     3,439                   | $      4,556                 | $         650            | $      5,362              
|YEAR ENDED SEPTEMBER 30, 1997                                             |                               |                              |                          |                           
|RESERVE DEDUCTED IN THE BALANCE SHEET FROM THE ASSET TO WHICH IT APPLIES:
|Allowance for doubtful accounts  -                                        |                               |                              |                          |                           
|Gas                                                                       | $     4,425                   | $      3,689                 | $             -          | $      5,148              
|Other                                                                     | 394                           | 166                          | -                        | 87                        
|                                                                          | $     4,819                   | $      3,855                 | $             -          | $      5,235              

Notes:
(1)  Deductions From Reserves include the write-off of uncollectible accounts, net of recoveries of accounts previously written off.
(2)  $650 Charged to Other Accounts represents the receivables of KBC Energy Services, Inc. (See Part I, "Diversified Businesses").