Date:  April 21, 1997





Robert C. Jaudes (as Chairman of the Board, President and Chief Executive
Officer of Laclede Gas Company), and Gerald T. McNeive, Jr. (as Senior Vice
President - Finance of Laclede Gas Company), pursuant to resolutions adopted
by the Board of Directors on August 28, 1986, which resolutions, among other
things, granted to any two executive officers who hold one of the following
offices:  Chairman of the Board; President; Executive Vice President; or
Senior Vice President; the authority to amend any or all of the benefit
plans and/or related trust agreements of the Company (collectively the
"Plans") to the extent such amendments deal with changes necessary or
appropriate:  (1) to comply with, or obtain the benefit of, applicable laws
and/or regulations, as amended from time to time; (2) to reflect minor or
routine administrative factors; (3) to clarify the meaning of any of the
provisions of the Plans; and/or (4) to evidence changes in then existing
Plans to reflect the interrelationship thereof with newly adopted Plans or
amendments to Plans, which newly adopted Plans or amendments affect the
terms of such other then existing Plans; do hereby amend the Missouri
Natural Gas Division of Laclede Gas Company Dual Savings Plan as set forth
in the attached exhibit, such amendment to be effectuated and evidenced by
our signatures on said exhibit.
































                                 Page 31<PAGE>
<PAGE>
              AMENDMENTS TO THE MISSOURI NATURAL GAS DIVISION OF
                   LACLEDE GAS COMPANY DUAL SAVINGS PLAN
              --------------------------------------------------


The following amendments are all effective November 1, 1989.

1.  The first sentence of paragraph (a) of Section IV is hereby amended to
    read in its entirety as follows:

    "Each Participant shall designate as such Participant's Participant
    Matchable Deposit hereunder 2%, 3%, 4%, 5%, or 6% of such Participant's
    Earnings in any Plan Year as either Pre-Tax Deposits for credit to such
    Participant's Pre-Tax Deposit Account or as Post-Tax Deposits for
    credit to such Participant's Post-Tax Deposit Account, whichever such
    Participant designates."

2.  The last sentence of paragraph (c) of Section IV is hereby amended to
    read in its entirety as follows:

    "Each Participant must also designate the portion of such Participant's
    Participant Non-Matchable Deposits which are Pre-Tax Deposits to be
    credited to such Participant's Pre-Tax Deposit Account and/or which are
    Post-Tax Deposits to be credited to such Participant's Post-Tax Deposit
    Account."

3.  A new unnumbered paragraph is added at the beginning of paragraph (d)
    of Section IV to read as follows:

    "The aggregate amount of Participant Pre-Tax Deposits for each
    individual Participant (during the Participant's taxable year) shall
    not exceed the limitation on deferrals under Section 402 of the Code
    (as such limitation is, or may be, adjusted or increased by Section
    415(d) or any other provision of the Code) for an individual's taxable   
   year.  If Pre-Tax Deposits exceed the Code Section 402 limit, they
    shall be distributed to the Participant, after first being reduced by
    any excess Pre-Tax Deposits previously distributed to the Participant
    for the Plan Year beginning within the Participant's taxable year."

4.  A new unnumbered paragraph is hereby added at the end of subparagraph
    (1) of Section IV(e) to read as follows:

    "For Plan Years beginning before November 1, 1997, the ADP of a Family
    Group, as defined below, shall be determined by calculating the ratio
    of the aggregated Pre-Tax Deposits of the Family Group to the Earnings
    of the Family Group.  The ADP of the Family Group shall be used in the
    calculation of the ADP for the Highly Compensated Employee group.  If a
    Participant is required to be aggregated as a member of more than one
    Family Group in a plan, all Participants who are members of those
    Family Groups that include the Participant are aggregated as one Family
    Group.  For the purpose of this section, Family Group is defined as: a
    Highly Compensated Employee, who is a five percent (5%) owner or one of  
   the ten (10) most Highly Compensated Employees; such Employee's
    Employee spouse; and such Employee's lineal Employee ascendants and
    Employee descendants (and Employee spouses of such ascendants and
    descendants).  A Family Group will be treated as a single Employee for
    Plan Years beginning before November 1, 1997."


                                 Page 32<PAGE>
<PAGE>
5.  The last unnumbered paragraph of subparagraph (2) of Section IV(e) is
    hereby amended to read in its entirety as follows:

    "The higher amount of (i) and (ii) in this subparagraph (2) is
    hereinafter in this Section IV(e) called the "Base Deferral
    Percentage".  If the ADP for the Highly Compensated Employees' group
    exceeds the Base Deferral Percentage (any such excess being hereinafter
    in this Section IV(e) called the "Excess Deferral"), then prior to the
    end of the Plan Year, the Pre-Tax Deposit percentage of each of those
    Participants in the Highly Compensated Employees group whose ADP shall
    be greater than the Base Deferral Percentage shall be reduced as
    necessary (to eliminate the Excess Deferral) in a manner whereby the
    ADP of such Participants shall be equal to the Base Deferral
    Percentage, by refunding such Excess Deferral to such Participants. 
    The ADP for the Highly Compensated Employee with the highest percentage
    shall be reduced to the extent necessary to satisfy the ADP test or to
    cause such ratio to equal the ADP of the Highly Compensated Employee
    with the next highest ratio.  This process shall be repeated until the
    ADP test is satisfied.  Any refunded amounts shall include any
    applicable income earned on such amounts during the Plan Year."

6.  The last unnumbered paragraph of subparagraph (3) of Section IV(e) is
    hereby replaced in its entirety with two new unnumbered paragraphs to
    read as follows:

    "The higher amount of (i) and (ii) in this subparagraph (3) is
    hereinafter in this Section IV(e) called the "Base Contribution
    Percentage".  If the ACP for the Highly Compensated Employees' group
    exceeds the Base Contribution Percentage (any such excess being
    hereinafter in this Section IV(e) called the "Excess Contribution"),
    then prior to the end of the Plan Year, the Post-Tax Deposit percentage
    and/or the Company contribution of each of those Participants in the
    Highly Compensated Employees' group whose ACP shall be greater than the
    Base Contribution Percentage shall be reduced as necessary (to
    eliminate the Excess Contribution) in a manner whereby the ACP of such
    Participants shall be equal to the Base Contribution Percentage, by
    refunding the Excess Contribution to such Participants and/or the
    Company.  The ACP for the Highly Compensated Employee with the highest
    percentage shall be reduced to the extent necessary to satisfy the ACP
    test or to cause such ratio to equal the ACP of the Highly Compensated
    Employee with the next highest ratio.  This process shall be repeated
    until the ACP test is satisfied.  Any such refunded amounts shall
    include any applicable income earned on such amounts during the Plan
    Year.

    For Plan Years beginning before November 1, 1997, the ACP of a Family
    Group, as defined below, shall be determined by calculating the ratio
    of the aggregated Post-Tax Deposits and/or Company contributions of the  
   Family Group to the Earnings of the Family Group.  The ACP of the
    Family Group shall be used in the calculation of the ACP for the Highly
    Compensated Employee group.  If a Participant is required to be
    aggregated as a member of more than one Family Group in a plan, all
    Participants who are members of those Family Groups that include the
    Participant are aggregated as one Family Group.  For the purpose of
    this section, Family Group is defined as: a Highly Compensated
    Employee, who is a five percent (5%) owner or one of the ten (10) most
    Highly Compensated Employees; such Employee's Employee spouse; and such
    Employee's lineal Employee ascendants and Employee descendants (and

                                 Page 33 <PAGE>
<PAGE>
    Employee spouses of such ascendants and descendants).  A Family Group
    will be treated as a single Employee for Plan Years beginning before
    November 1, 1997."

7.  Subclause (B) of Section IV(e)(4)(ii) is hereby amended to read in its
    entirety as follows:

    "(B)  2.00 times the smaller of the ADP or ACP for all such remaining
          Employees, then prior to the end of the Plan Year, either or
          both, as needed, of the ADP and ACP for such participating Highly
          Compensated Employees shall be reduced using the procedures
          defined in subparagraphs (2) and (3) of this Section IV(e) until
          there is no such excess."

8.  A new unnumbered paragraph is hereby added at the end of subparagraph
    (5) of Section IV(e) to read as follows:

    "For Plan Years beginning before November 1, 1997, a Family Group, as
    defined below, of a Highly Compensated Employee shall be treated as a
    single Employee under the Plan.  A Family Group is defined as: a Highly
    Compensated Employee, who is a five percent (5%) owner or one of the
    ten (10) most Highly Compensated Employees; such Employees' Employee
    spouse; and such Employee's lineal Employee ascendants and
    Employee descendants (and Employee spouses of such ascendants and
    descendants).  If a Participant is required to be aggregated as a
    member of more than one Family Group in a plan, all Participants who
    are members of those Family Groups that include the Participant are
    aggregated as one Family Group."

9.  Paragraph (c) of Section VI is hereby amended to read in its entirety
    as follows:

    "(c)  A Participant who has completed five (5) Years of Service and who
          terminates employment with the Company on or after November 1,
          1989, shall be 100% vested in such Participant's Post-Tax Match
          Account."

10.  Paragraph (e) of Section VI is hereby amended to read in its entirety
     as follows:

     "(e)  A Participant shall become 100% vested in such Participant's
           Post-Tax Match Account on the first day of the month following
           six (6) months of layoff, upon death, upon attainment of such
           Participant's 65th birthday, upon such Participant's retirement
           within the meaning of Section VIII(b) of the Plan, or upon
           permanent and total disability within the meaning of Section
           VIII(c) of the Plan."

11.  Paragraphs (b) and (c) of Section XIV are hereby amended to read in
     their entirety, respectively, as follows:

     "(b)  Termination or Discontinuance of Company Contributions.
           ------------------------------------------------------ 
           The Company shall have the right at any time to terminate the
           Plan.  The Company shall promptly give notice of such
           termination to all Participants.  Upon termination of the Plan
           or upon complete discontinuance of the Company's contributions,
           each Participant's Company Contribution Account shall become
           fully vested, and shall not thereafter be subject to forfeiture.

                                 Page 34<PAGE>
<PAGE>      
           Upon termination of the Plan, the Committee shall direct the
           Trustee to distribute, as soon as practicable, all assets
           remaining in the Plan's trust fund, after payment of any
           expenses properly chargeable against such trust fund, to the
           Participants, in accordance with the value of each Participant's
           accounts as of the date of such termination, in cash or in kind.
           Distribution will not be made to the Participants if the Company
           establishes a successor plan as provided under Code Section
           401(k); but such distributions will be made into the successor
           plan for the benefit of the Participants.

     "(c)  Partial Termination.
           -------------------
           The Company shall have the right at any time to terminate
           partially the Plan with respect to a group of Participants.  The
           Company shall promptly give notice of such partial termination
           to all affected Participants.  Upon such partial termination of
           the Plan, the Company Contribution Account of each affected
           Participant shall become fully vested, and shall not thereafter
           be subject to forfeiture.  Upon partial termination of the Plan,
           the Committee shall direct the Trustee to distribute, as soon as
           practicable, all assets credited to the accounts of the affected
           Participants remaining in the Plan's trust fund, after payment
           of any expenses properly chargeable against the Plan's trust
           fund, to the affected Participants, in accordance with the value
           of each of the affected Participant's accounts as of the date of
           such partial termination, in cash or in kind.  Distribution will
           not be made to the affected Participants if the Company
           establishes a successor plan as provided under Code Section
           401(k); but such distributions will be made into the successor
           plan for the benefit of the affected Participants."





                                    ROBERT C. JAUDES
                                    --------------------------------------
                                    Title:  Chairman, President and
                                            Chief Executive Officer



                                    GERALD T. MCNEIVE
                                    ---------------------------------------
                                    Title:  Senior Vice President - Finance











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