August 19, 1997
   Edna Karanian
   Connecticut Natural Gas Corp.
   100 Columbus Boulevard
   Hartford, CT  06103



   Re:  Amendment to ANE Gas Sales Agreement No. 2
        ------------------------------------------


   Dear Ms. Karanian:


         The Gas Purchase Contract No. 2 between Alberta Northeast
   Limited ("ANE") and TransCanada Gas Services, a division of
   TransCanada Energy Ltd. ("TCGS") (formerly TransCanada Gas
   Marketing Limited and Western Gas Marketing Limited), as agent
   for TransCanada PipeLines Limited ("TransCanada"), dated
   February 7, 1991, as amended ("Purchase Contract No. 2"), has
   been amended, in pertinent part, to reflect changes agreed upon
   in the recently-concluded negotiations to settle the pending
   arbitration between TCGS and ANE pursuant to Article VII,
   Section 7 of Purchase Contract No. 2.  A copy of the Amending
   Agreement is appended hereto.  The amendments include: certain
   adjustments to the price of the gas purchased by ANE from TCGS
   pursuant to Purchase Contract No. 2; an increase in the Annual
   Triggering Quantity; and, a time limitation for adjusting
   overcharges and undercharges.

         These amendments require corresponding amendments to the Gas
   Sales Agreement between ANE and Connecticut Natural Gas Corp.
   ("Connecticut Natural Gas") respecting the Purchase Contract No.
   2, dated February 7, 1991, as amended ("Gas Sales Agreement No.
   2").

         Effective upon the effectiveness of the Amending Agreement and
   as provided therein, Gas Sales Agreement No. 2 is amended as
   follows:

         1. Article VII, Section 4 is amended by deleting the reference to
   Article III, Section 5. in the second line thereof and
   substituting "Article III, Section 3." therefor.

         2. Article VIII, Section 2 is amended by deleting "70%" at both
   places that it appears therein and substituting "75%" therefor.

         3. Article IX, Section 1 is amended by:

               (a) deleting the entire first sentence and substituting the
   following therefor:  "It is understood that, pursuant to Article
   VII of Purchase Contract No. 2, the price to be paid by ANE to
   TransCanada for each 1,000,000 Btu's contained in the gas
   delivered to ANE by TransCanada under Purchase Contract No. 2
   shall consist of a monthly Canadian transportation charge and a
   commodity charge."; and,<PAGE>



               (b) deleting the reference to Article VII, Section 1. in the
   thirteenth line thereof and substituting "Article VII, Section
   2." therefor; and

               (c) deleting the reference to Article VII, Section 2. in the
   fifteenth and sixteenth lines thereof and substituting "Article
   VII, Section 3." therefor.

         4. Article X, Section 1 is amended by deleting "70%" in the last
   sentence thereof and substituting "75%" therefor.

         5. Article X, Section 3 is amended by inserting after the words "by
   ANE" in the last sentence thereof the words "and claimed within
   twelve (12) months of the due date for such invoice".

         6. Article XI, Section 1 is amended by deleting "70%" in the last
   sentence thereof and substituting "75%" therefor.

         Please acknowledge these amendments by signing in the space
   provided below and returning an executed copy to me.

   Sincerely,



   Alberta Northeast Gas Limited





   Michael S. Lucy

   President



   ACKNOWLEDGED AND ACCEPTED THIS

          26th DAY OF AUGUST, 1997



   CONNECTICUT NATURAL GAS CORP.





   By: Edna M. Karanian 
           

   Title:  Vice President
           <PAGE>