SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

                                    FORM 8-K

                                 CURRENT REPORT


                   Pursuant to Section 13 or Section 15 (d)
                     of the Securities Exchange Act of 1934


                        Date of Report--January 15, 1999

                   CENTRAL HUDSON GAS & ELECTRIC CORPORATION
             (Exact name of registrant as specified in its charter)

New York                      1-3268                        14-0555980
--------------            -------------                    ------------
State or other            (Commission File                 (IRS Employer
jurisdiction of            Identification                     Number)
incorporation number

284 South Avenue, Poughkeepsie, New York                     12601-4879
----------------------------------------                   -------------
(Address of principal executive offices)                      (Zip Code)

Registrant's telephone number, including area code (914) 452-2000

<PAGE>


Item 5. Other Events.

     Reference is made to Registrant's shelf Registration Statement, on Form S-3
(Registration No. 333-65597),  filed with the Securities and Exchange Commission
("SEC")  on  October  13,  1998,   as  thereafter   amended  (as  amended,   the
"Registration  Statement"),  for the  registration  under the  Securities Act of
1933, as amended,  of $110,000,000  aggregate  principal  amount of Registrant's
unsecured debt securities (the "Debt  Securities")  that Registrant may issue in
one or more series from time to time under Registrant's  Indenture,  dated as of
April 1,  1992  (the  "Indenture"),  to U.S.  Bank  Trust  National  Association
(formerly known as First Trust of New York, National  Association) (as successor
Trustee to Morgan Guaranty Trust Company of New York), as Trustee. On January 7,
1999, the SEC declared the Registration Statement effective.

     In  connection  with its  medium-term  note  program,  on  January 8, 1999,
Registrant  created and  established a series of the Debt  Securities  under the
Indenture, in the aggregate principal amount of $110,000,000,  designated as its
"Medium-Term  Notes,  Series C" (the  "Notes") and entered  into a  Distribution
Agreement,  dated January 8, 1999,  with certain  investment  banking firms (the
"Agents") for the offer and sale of the Notes from time to time.

     On January 15, 1999,  Registrant issued and sold through an Agent a tranche
of the Notes in the aggregate principal amount of $20,000,000 (the "Notes of the
Tranche").  The Notes of the Tranche bear a fixed annual interest rate of 6.00%,
mature  on  January  15,  2009  and  are not  redeemable  at the  option  of the
Registrant nor any holder thereof prior to maturity.

Pursuant to the  undertaking  made by Registrant with the SEC in connection with
the the SEC's review of the Registration  Statement,  Registrant has filed as an
exhibit to this Current Report on Form 8-K a legal opinion of its counsel, which
specifically  relates to and  reflects the issuance and sale of the Notes of the
Tranche.

Item 7.  Financial Statements and Exhibits.

     (c)  Exhibits,  Following is the list of Exhibits  furnished in  accordance
with the provisions of Item 601 of Regulation S-K, filed as part of this Current
Report on Form 8-K:

Exhibit Number
(Regulation S-K
   Item 601
 Designation                  Exhibits
---------------               ---------

     (5)            - Opinion of counsel re legality.

<PAGE>

                                   SIGNATURES

    Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the 
undersigned hereunto duly authorized.


                                   CENTRAL HUDSON GAS & ELECTRIC CORPORATION
                                                  (Registrant)


                                   By: /s/ WILLIAM P. REILLY
                                   ----------------------------------
                                             WILLIAM P. REILLY
                                           Assistant Treasurer and
                                             Assistant Secretary

Dated: January 15, 1999

<PAGE>

                
                                INDEX TO EXHIBITS

     Following  is the  index  of  Exhibits  furnished  in  accordance  with the
provisions of Item 601 of Regulation  S-K,  filed as part of this Current Report
on Form 8-K:

Exhibit Number
(Regulation S-K
  Item 601
 Designation)                    Exhibit
-------------                    -------

     (5)            - Opinion of counsel re legality.

<PAGE>

                       [LETTERHEAD OF GOULD & WILKIE LLP]

                                                                    Exhibit (5)

                                January 15, 1999

Central Hudson Gas & Electric
  Corporation
284 South Avenue
Poughkeepsie, New York 12601-4879

Dear Sirs:

     Referring  to your  Registration  Statement on Form S-3  (Registration  No.
333-65597),  as amended (said Registration Statement, as amended, is hereinafter
called the  "Registration  Statement"),  filed with the  Securities and Exchange
Commission  (the  "Commission")  under the  Securities  Act of 1933 (the "Act"),
pursuant to Rules 415 and 429  promulgated  thereunder,  covering  the  proposed
issuance and sale by you of up to  $110,000,000  aggregate  principal  amount of
Debt Securities  (the "Debt  Securities"),  in one or more series,  to be issued
under an Indenture (the "Indenture"),  dated as of April 1, 1992, by and between
Central Hudson Gas & Electric  Corporation  (the  "Company") and U.S. Bank Trust
National  Association  (formerly  known as First  Trust  of New  York,  National
Association)  (as successor to Morgan  Guaranty  Trust Company of New York),  as
Trustee,  in  amounts,  at prices and on terms to be  determined  at the time or
times of sale, as contemplated in the Registration Statement.

     The Company was incorporated  and organized under our supervision.  We have
acted as counsel for the Company since its incorporation on December 31, 1926.

     We have advised the Company with regard to the  execution and filing of its
Certificate of Consolidation (Certificate of Incorporation) and all certificates
amendatory thereof.

     We  have  advised  the  Company  in the  preparation  of  the  Registration
Statement.

     We have advised the Company in the creation of a series of Debt  Securities
under the Indenture,  limited in the aggregate principal amount to $110,000,000,
designated as  "Medium-Term  Notes, Series C" (the "Notes"),  and with regard to
the establishment of the form, and the terms and provisions, of the Notes.


<PAGE>


Central Hudson Gas &                                        January 15, 1999
 Electric Corporation

     We have  advised the Company  with regard to the  issuance  and sale by the
Company  on  January  15,  1999 of a  tranche  of the  Notes,  in the  aggregate
principal amount of $20,000,000 (the "Notes of the Tranche"), having the pricing
terms set forth in Pricing  Supplement No. 1, dated January 12, 1999, filed with
the  Commission  on January 13, 1999,  pursuant to Rule 424(b) (3) under the Act
(the  "Pricing  Supplement").  The Pricing  Supplement  supplements a Prospectus
Supplement,  dated  January 8,  1999,  relating  to the Notes  (the  "Prospectus
Supplement"),  and  has  attached  thereto  a  Prospectus, as  contained  in the
Registration  Statement,  and  dated  January  7,  1999,  relating  to the  Debt
Securities (the "Prospectus").  The Prospectus  Supplement,  with the Prospectus
attached thereto,  was filed with the Commission on January 8, 1999, pursuant to
Rule 424(b)(2) under the Act.

     On the basis of the foregoing,  and our  examination and  consideration  of
such other  legal and  factual  matters as we have  deemed  appropriate,  in our
opinion the Notes of the Tranche are the valid, legal and binding obligations of
the Company.

     We  hereby  consent  that  this  opinion  be  filed  as an  Exhibit  to the
Registration  Statement,  and we further  continue  to consent on the use of our
name as experts in connection with the statements in the Prospectus  included in
the Registration  Statement as to matters of law and legal conclusions under the
captions  "The  Company"  and  "Description  of the  Debt  Securities"  and  the
reference  to us  under  the  caption  "Legal  Opinions  and  Experts"  in  said
Prospectus.

                                             Very truly yours,

                                             /s/ GOULD & WILKIE LLP
                                            ---------------------------
                                            Gould & Wilkie LLP

REP: jg