UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D. C.  20549

FORM 10-Q

(Mark One)

[X]  QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
       SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended  March 31, 2000

OR

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

For the transition period from  to

Commission file number 1-14766

Energy East Corporation

|New York
(State or other jurisdiction of 
incorporation or organization)   | 14-1798693
(IRS Employer Identification No.)
|-------------------------------------------------------------------------- | --------------------------------------------
|                                                                           |                                             
|P. O. Box 12904, Albany, New York
(Address of principal executive offices) | 12212-2904
(Zip Code)                       

(518) 434-3049

N/A(Former name, former address and former fiscal year, if changed since last report)

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



The number of shares of common stock (par value $.01 per share) outstanding as of April 30, 2000, was 113,523,745.





TABLE OF CONTENTS

PART I

|        |                                                                                         | Page
|------- | --------------------------------------------------------------------------------------- | ----
|        |                                                                                         |     
|Item 1. | Financial Statements                                                                    | 1   
|        |                                                                                         |     
|Item 2. | Management's Discussion and Analysis of Financial Condition and
  Results of Operations |     
|        | (a) Liquidity and Capital Resources                                                     | 8   
|        | (b) Results of Operations                                                               | 13  
|        |                                                                                         |     
|Item 3. | Quantitative and Qualitative Disclosures About Market Risk                              | 14  

PART II

|Item 1. | Legal Proceedings                | 14
|------- | -------------------------------- | --
|        |                                  |   
|Item 6. | Exhibits and Reports on Form 8-K |   
|        | (a) Exhibits                     | 15
|        | (b) Reports on Form 8-K          | 15

|Signature     | 16
|------------- | --
|              |   
|Exhibit Index | 17



PART I - FINANCIAL INFORMATION

Item 1.

Energy East Corporation
Consolidated Statements of Income - (Unaudited)

|Three Months Ended March 31                       | 2000                                  | 1999    
|------------------------------------------------- | ------------------------------------- | --------
|                                                  | (Thousands, except per share amounts)
|Operating Revenues                                |                                       |         
|Sales and services                                | $684,426                              | $654,438
|Operating Expenses                                |                                       |         
|Electricity purchased and fuel used in generation | 226,435                               | 205,278 
|Natural gas purchased                             | 113,629                               | 66,042  
|Other operating expenses                          | 79,808                                | 88,788  
|Maintenance                                       | 20,979                                | 25,713  
|Depreciation and amortization                     | 32,843                                | 55,332  
|Other taxes                                       | 43,637                                | 54,061  
|Total Operating Expenses                          | 517,331                               | 495,214 
|Operating Income                                  | 167,095                               | 159,224 
|Other (Income) and Deductions                     | (7,500)                               | (682)   
|Interest Charges, Net                             | 28,412                                | 32,182  
|Preferred Stock Dividends of Subsidiary           | 99                                    | 1,030   
|Income Before Federal Income Taxes                | 146,084                               | 126,694 
|Federal Income Taxes                              | 52,757                                | 39,658  
|Net Income                                        | $93,327                               | $87,036 
|Earnings Per Share, basic and diluted             | $.83                                  | $.71    
|Dividends Paid Per Share                          | $.22                                  | $.21    
|Average Common Shares Outstanding                 | 112,777                               | 122,939 

The notes on pages 6 and 7 are an integral part of the financial statements.

Item 1.  Financial Statements (Cont'd)

Energy East Corporation
Consolidated Balance Sheets - (Unaudited)

|                                        | March 31,
2000 | Dec. 31,  
1999
|--------------------------------------- | -------------- | ---------------
|                                        | (Thousands)   
|Assets                                  |                |                
|Current Assets                          |                |                
|Cash and cash equivalents               | $34,362        | $116,806       
|Special deposits                        | 1,866          | 1,232          
|Temporary investments                   | 476,819        | 760,996        
|Accounts receivable, net                | 230,070        | 157,383        
|Fuel, at average cost                   | 10,267         | 16,055         
|Materials and supplies, at average cost | 11,310         | 8,124          
|Prepayments                             | 51,087         | 34,377         
|Total Current Assets                    | 815,781        | 1,094,973      
|Utility Plant, at Original Cost         |                |                
|Electric                                | 3,394,221      | 3,393,135      
|Natural gas                             | 1,042,605      | 616,380        
|Common                                  | 140,153        | 140,035        
|                                        | 4,576,979      | 4,149,550      
|Less accumulated depreciation           | 2,205,942      | 2,034,312      
|Net Utility Plant in Service            | 2,371,037      | 2,115,238      
|Construction work in progress           | 22,886         | 12,689         
|Total Utility Plant                     | 2,393,923      | 2,127,927      
|Other Property and Investments, Net     | 148,073        | 112,324        
|Regulatory and Other Assets             |                |                
|Regulatory assets                       |                |                
|Unfunded future federal income taxes    | 76,384         | 27,655         
|Unamortized loss on debt reacquisitions | 51,677         | 52,671         
|Demand-side management program costs    | 46,578         | 52,649         
|Environmental remediation costs         | 60,150         | 58,400         
|Other                                   | 50,431         | 19,612         
|Total regulatory assets                 | 285,220        | 210,987        
|Other assets                            |                |                
|Goodwill, net                           | 305,068        | 21,547         
|Prepaid pension benefit                 | 204,190        | 174,741        
|Other                                   | 55,089         | 26,898         
|Total other assets                      | 564,347        | 223,186        
|Total Regulatory and Other Assets       | 849,567        | 434,173        
|Total Assets                            | $4,207,344     | $3,769,397     

The notes on pages 6 and 7 are an integral part of the financial statements.

Item 1.  Financial Statements (Cont'd)

Energy East Corporation
Consolidated Balance Sheets - (Unaudited)

|                                                                  | March 31,
2000 | Dec. 31,  
1999
|----------------------------------------------------------------- | -------------- | ---------------
|                                                                  | (Thousands)   
|Liabilities                                                       |                |                
|Current Liabilities                                               |                |                
|Current portion of long-term debt                                 | $16,090        | $2,606         
|Notes payable                                                     | 126,740        | 163,240        
|Accounts payable and accrued liabilities                          | 121,659        | 135,801        
|Interest accrued                                                  | 28,807         | 16,535         
|Taxes accrued                                                     | 73,765         | 14,732         
|Accumulated deferred federal income tax, net                      | 54,478         | 48,607         
|Other                                                             | 82,681         | 80,995         
|Total Current Liabilities                                         | 504,220        | 462,516        
|Regulatory and Other Liabilities                                  |                |                
|Regulatory liabilities                                            |                |                
|Deferred income taxes                                             | 63,188         | 58,923         
|Deferred income taxes, unfunded future federal 
     income taxes | 30,033         | 13,024         
|Other                                                             | 28,179         | 20,817         
|Total regulatory liabilities                                      | 121,400        | 92,764         
|Other liabilities                                                 |                |                
|Deferred income taxes                                             | 253,106        | 213,006        
|Other postretirement benefits                                     | 166,306        | 161,370        
|Environmental remediation costs                                   | 79,380         | 78,400         
|Other                                                             | 131,073        | 112,139        
|Total other liabilities                                           | 629,865        | 564,915        
|Long-term debt                                                    | 1,304,980      | 1,235,089      
|Total Liabilities                                                 | 2,560,465      | 2,355,284      
|Commitments                                                       | -              | -              
|Preferred Stock of Subsidiary                                     |                |                
|Preferred stock redeemable solely at the option
    of subsidiary | 10,159         | 10,159         
|Common Stock Equity                                               |                |                
|Common stock                                                      | 1,177          | 1,108          
|Capital in excess of par value                                    | 824,197        | 660,936        
|Retained earnings                                                 | 851,860        | 782,588        
|Accumulated other comprehensive income                            | (1,517)        | (1,681)        
|Treasury stock, at cost                                           | (38,997)       | (38,997)       
|Total Common Stock Equity                                         | 1,636,720      | 1,403,954      
|Total Liabilities and Stockholders' Equity                        | $4,207,344     | $3,769,397     

The notes on pages 6 and 7 are an integral part of the financial statements.

Item 1.  Financial Statements (Cont'd)

Energy East Corporation
Consolidated Statements of Cash Flows - (Unaudited)

|Three Months Ended March 31                                                                       | 2000        | 1999     
|------------------------------------------------------------------------------------------------- | ----------- | ---------
|                                                                                                  | (Thousands)
|Operating Activities                                                                              |             |          
|Net income                                                                                        | $93,327     | $87,036  
|Adjustments to reconcile net income to net cash
  provided by operating activities                |             |          
|Depreciation and amortization                                                                     | 32,843      | 55,332   
|Federal income taxes and investment tax 
     credits deferred, net                               | (8,661)     | (224,366)
|Pension income                                                                                    | (17,519)    | (11,221) 
|Changes in current operating assets and liabilities                                               |             |          
|Accounts receivable                                                                               | 1,670       | (27,096) 
|Inventory                                                                                         | 10,718      | 45,101   
|Prepayments                                                                                       | (12,026)    | (26,353) 
|Accounts payable and accrued liabilities                                                          | (25,338)    | (11,548) 
|Taxes accrued                                                                                     | 59,272      | 322,560  
|Other, net                                                                                        | (17,257)    | (51,259) 
|Net Cash Provided by Operating Activities                                                         | 117,029     | 158,186  
|Investing Activities                                                                              |             |          
|Sale of generation assets                                                                         | -           | 900,500  
|Acquisition, net of cash acquired                                                                 | (212,025)   | -        
|Utility plant additions                                                                           | (25,269)    | (13,572) 
|Temporary investments                                                                             | 284,177     | (910,841)
|Other property and investments                                                                    | (4,410)     | (4,962)  
|Net Cash Provided by (Used in) Investing Activities                                               | 42,473      | (28,875) 
|Financing Activities                                                                              |             |          
|Repurchase of common stock                                                                        | (52,052)    | (178,300)
|Treasury stock acquired, net                                                                      | -           | (31,386) 
|Repayments of first mortgage bonds and preferred
   stock of subsidiaries, including net premiums | (83,137)    | (75,000) 
|Long-term notes, net                                                                              | (102)       | (1,337)  
|Notes payable, net                                                                                | (82,600)    | 173,700  
|Dividends on common stock                                                                         | (24,055)    | (26,408) 
|Net Cash Used in Financing Activities                                                             | (241,946)   | (138,731)
|Net (Decrease) in Cash and Cash Equivalents                                                       | (82,444)    | (9,420)  
|Cash and Cash Equivalents, Beginning of Period                                                    | 116,806     | 48,068   
|Cash and Cash Equivalents, End of Period                                                          | $34,362     | $38,648  
|                                                                                                  |             |          
|Supplemental Disclosure of Cash Flows Information                                                 |             |          
|Cash paid during the period                                                                       |             |          
|Interest, net of amounts capitalized                                                              | $18,227     | $14,787  
|Income taxes                                                                                      | $6,636      | -        

The notes on pages 6 and 7 are an integral part of the financial statements.

Item 1.  Financial Statements (Cont'd)

Energy East Corporation
Consolidated Statements of Retained Earnings - (Unaudited)

|Three Months Ended March 31      | 2000        | 1999    
|-------------------------------- | ----------- | --------
|                                 | (Thousands)
|                                 |             |         
|Balance, beginning of period     | $782,588    | $662,562
|                                 |             |         
|Add net income                   | 93,327      | 87,036  
|                                 |             |         
|Deduct dividends on common stock | 24,055      | 26,408  
|                                 |             |         
|Balance, end of period           | $851,860    | $723,190

The notes on pages 6 and 7 are an integral part of the financial statements.

Energy East Corporation 
Consolidated Statements of Comprehensive Income - (Unaudited)

|Three Months Ended March 31             | 2000        | 1999   
|--------------------------------------- | ----------- | -------
|                                        | (Thousands)
|                                        |             |        
|Net income                              | $93,327     | $87,036
|Other comprehensive income, net of tax  |             |        
|Foreign currency translation adjustment | (11)        | (26)   
|Net unrealized gain on investments      | 1,526       | -      
|Minimum pension liability adjustment    | (1,351)     | -      
|Total other comprehensive income (loss) | 164         | (26)   
|Comprehensive income                    | $93,491     | $87,010

The notes on pages 6 and 7 are an integral part of the financial statements.

Item 1.  Financial Statements (Cont'd)

Note 1. Unaudited Consolidated Financial Statements

The accompanying unaudited consolidated financial statements reflect all adjustments which are necessary, in the opinion of management, for a fair presentation of Energy East Corporation's (company) consolidated results for the interim periods. All
such adjustments are of a normal recurring nature. These unaudited financial statements consolidate the company's majority-owned subsidiaries after eliminating all intercompany transactions. Due to completion of its merger with Connecticut Energy
Corporation (CNE) on February 8, 2000, the company's consolidated financial statements include CNE and its results beginning with February 2000. The unaudited consolidated financial statements should be read in conjunction with the consolidated financial
statements and notes contained in the company's annual report for the year ended December 31, 1999. Due to the seasonal nature of the company's operations, financial results for interim periods are not necessarily indicative of trends for a 12-month period.

Note 2. Acquisition of Connecticut Energy Corporation

The company completed its merger with CNE on February 8, 2000. CNE is a holding company primarily engaged in the retail distribution of natural gas in Connecticut through its wholly-owned subsidiary, The Southern Connecticut Gas Company (Southern).
Under the merger agreement 50% of the common stock of CNE (5.2 million shares) was converted into 9.4 million shares of Energy East common stock, and 50% of the common stock of CNE was exchanged for $218 million in cash, which was $42.00 per CNE share.
The acquisition was accounted for using the purchase method, and the company's consolidated financial statements include CNE's results beginning with February 2000.

The purchase price was approximately $436 million, which included approximately $3 million of merger related costs, and was allocated to the assets acquired and liabilities assumed based on values on the date of purchase. The company assumed
approximately $149 million of CNE long-term debt and a liability of approximately $46 million for costs associated with change in control provisions, employment agreements and a workforce management plan. The estimated cost in excess of the fair value of
the net assets acquired of approximately $285 million is reflected as goodwill on the balance sheet and will be amortized on a straight-line basis over five to 40 years. The above amounts may be adjusted over the twelve months following the merger as the
company continues to integrate operations and actual costs are known.

The following pro forma information for the company for the three months ended March 31, 2000 and 1999, which is based on unaudited data, gives effect to the company's merger with CNE as if it had been completed January 1, 1999. This information does
not reflect future revenues or cost savings that may result from the merger and is not indicative of actual results of operations had the merger occurred at the beginning of the periods presented or of results that may occur in the future.





|                                   | Three Months
|---------------------------------- | ------------
|                                   | 2000        
|                                   | (Thousands) 
|Revenues                           | $728,078    
|Net income                         | $94,815     
|Earnings per share of common stock | $.80        

Pro forma adjustments reflected in the amounts presented above include: (1) adjusting CNE's non-utility assets to fair value based on an independent appraisal, 
(2) amortization of goodwill, (3) elimination of merger costs and (4) adjustments for estimated tax effects of the above adjustments.

Note 3. Segment Information

Selected unaudited financial information for the company's business segments is presented in the following table. The company's "Energy Delivery" segment consists of its regulated electricity distribution, transmission and generation operations,
and its regulated natural gas distribution, transportation and storage operations. "Other" includes the company's energy services businesses, corporate assets and intersegment eliminations.

|                    | Energy   
Delivery | Other       | Total     
|------------------- | ------------------ | ----------- | ----------
|                    |                    | (Thousands) |           
|Three Months Ended  |                    |             |           
|March 31, 2000      |                    |             |           
|Operating Revenues  | $649,313           | $35,113     | $684,426  
|Net Income          | $90,757            | $2,570      | $93,327   
|                    |                    |             |           
|March 31, 1999      |                    |             |           
|Operating Revenues  | $637,377           | $17,061     | $654,438  
|Net Income (Loss)   | $89,719            | $(2,683)    | $87,036   
|                    |                    |             |           
|Identifiable Assets |                    |             |           
|March 31, 2000      | $3,620,597         | $586,747    | $4,207,344
|December 31, 1999   | $2,948,059         | $821,338    | $3,769,397

Note 4. Reclassifications

Certain amounts have been reclassified on the unaudited consolidated financial statements to conform with the 2000 presentation.



Item 2.  Management's Discussion and Analysis of Financial Condition              and Results of Operations

(a) Liquidity and Capital Resources

Merger Agreements

The company completed its merger with CNE on February 8, 2000. (See Item 1 - Note 2 to the Consolidated Financial Statements.) The remaining three mergers that the company entered into definitive merger agreements for during 1999 are still
pending: CMP Group, Inc., CTG Resources, Inc. and Berkshire Energy Resources. Each of the companies will become a wholly-owned subsidiary of the company. The transactions will be accounted for using the purchase method and are expected to close by mid-year2000. In connection with the mergers the company intends to register as a holding company with the Securities and Exchange Commission (SEC) under the Public Utility Holding Company Act of 1935.

CMP Group Merger: The company will acquire all of the common stock of CMP Group for $29.50 per share in cash. The transaction has an equity market value of approximately $957 million. The company will also assume approximately $113
million of CMP Group preferred stock and long-term debt.

On October 7, 1999, CMP Group shareholders approved the merger agreement. Orders approving the merger were issued by the Maine Public Utilities Commission on January 4, 2000, the Nuclear Regulatory Commission (NRC) on February 4, 2000, and the Federal
Energy Regulatory Commission (FERC) on April 3, 2000. The merger is subject to, among other things, SEC approval. All necessary filings have been made.

CTG Resources Merger: This transaction values CTG Resources' common equity at approximately $355 million, and the company will assume approximately $220 million of CTG Resources' long-term debt.

Under the agreement, 45% of the common stock of CTG Resources will be converted into the company's common stock with a value of $41.00 per CTG Resources share, and 55% will be converted into $41.00 in cash per CTG Resources share, subject to
restrictions on the minimum and maximum number of shares to be issued. Shareholders will be able to specify the percentage of the consideration they wish to receive in stock and in cash, subject to proration.

On October 18, 1999, CTG Resources shareholders approved the merger agreement. The Connecticut Department of Public Utility Control (DPUC) issued an order approving the merger on January 19, 2000. The merger is subject to, among other things, SEC
approval. All necessary filings have been made.

Berkshire Energy Resources Merger: The company will acquire all of the common stock of Berkshire Energy for $38.00 per share in cash. The transaction has an equity market value of approximately $96 million. The company will also assume
approximately $40 million of Berkshire Energy preferred stock and long-term debt. On February 29, 2000, Berkshire Energy shareholders approved the merger agreement. The merger is subject to, among other things, SEC approval. All necessary filings have
been made.

Energy Delivery Business

Nine Mile Point 2: The company announced in June 1999 that it had agreed to sell its 18% interest in Nine Mile Point 2 to AmerGen Energy Company, a joint venture of PECO Energy Company and British Energy. In the same announcement,
Niagara Mohawk Power Corporation announced the sale of Nine Mile Point 1 and its 41% interest in Nine Mile Point 2 to AmerGen. At closing, the company would have received $27.9 million in proceeds, subject to adjustments, based on its 18% ownership share.
The company would have been entitled to potential additional payments through 2012 under a financial sharing agreement. A power purchase agreement with AmerGen would have required the company to purchase 17.1% of all electricity from Nine Mile Point 2 at
negotiated prices for three years.

AmerGen was to assume full responsibility for the decommissioning of its ownership share of Nine Mile Point 2. The decommissioning fund was to be pre-funded to a fixed amount by the sellers, with all potential costs above the fixed amount paid by AmerGen
 .

In December 1999 Rochester Gas and Electric Corporation (RG&E), a Nine Mile Point 2 cotenant, exercised its right of first refusal in connection with the proposed sale of the plants, and stated that it would match AmerGen's offer and accept the
terms and conditions of the AmerGen agreements. RG&E has contracted with a subsidiary of Entergy Corporation to lease, operate and maintain the plants. The Public Service Commission of the State of New York (PSC) began settlement negotiations in
January 2000 seeking modifications to the proposed terms of the sale of the company's and Niagara Mohawk's interests in the Nine Mile Point units, whether to AmerGen or RG&E. On May 11, 2000, the company, Niagara Mohawk and AmerGen executed a
termination agreement.

On April 5, 2000, the company filed a motion asking the PSC to dismiss the company's July 1999 petition to sell its interest in Nine Mile Point 2 to AmerGen. The company noted that the market for nuclear generation has changed dramatically since the
agreement to sell the majority interest in Nine Mile Point 2 was announced in June 1999. The motion also asked the PSC to reaffirm its mandate in the company's restructuring agreement that there be an auction of Nine Mile Point 2 with pre-approved
protocols and pre-approved regulatory treatment. On April 25, 2000, the PSC issued an order approving withdrawal of the petition. The order did not specifically provide for pre-approved protocols and pre-approved regulatory treatment. It did note,
however, the desirability of selling Nine Mile Point 2 through an open process and not delaying the sale. The order also noted (1) that the sale of Nine Mile Point 2 at current market values would constitute appropriate mitigation of the utilities'
stranded costs and would establish a basis for the PSC to further consider the extent of the utilities' ability to recover their remaining stranded costs and (2) that the PSC would resolve the ratemaking treatment of any sale of Nine Mile Point 2 by
following the principles established in the utilities' restructuring orders and examining reduced utility risks and corollary effects resulting from plant divestiture. The company expects the sale of Nine Mile Point 2 to close by the end of the year.

Issues have been raised regarding worsening performance at the Nine Mile Point units, which are operated by Niagara Mohawk. On September 30, 1999, the NRC issued a Plant Performance Review on the Nine Mile Point units. The NRC stated that it would
increase its scrutiny of the operation of the Nine Mile Point nuclear units over the next six months as a result of the worsening performance of those units and weaknesses in areas such as plant maintenance, work planning and scheduling and engineering
support.

Niagara Mohawk made management changes at Nine Mile Point, including hiring PECO Energy for managerial advice, because performance of the units had not reached expected levels. The company supports these efforts to improve performance and safety at
Nine Mile Point 2 and continues to believe that the sale of the plants is in the best interests of customers and the company's shareholders.

On March 31, 2000, the NRC issued an updated Plant Performance Review, which noted some improvement during the preceding six months. The NRC report noted that problems continued to occur in the areas of human performance, equipment reliability and
material condition, and in the effectiveness of the corrective action program.

New York Independent System Operator: The New York Independent System Operator (NYISO) began operating on November 18, 1999. The NYISO and the New York State Reliability Council were formed to restructure the New York Power Pool in
response to FERC Order 888. FERC Orders 888 and 889 were issued to foster the development of competitive wholesale electricity markets by opening up transmission services and to address the resulting stranded costs. The NYISO administers a new,
centralized energy and ancillary services market.

The NYISO continues to experience software and operational breakdowns which have resulted in unexplained spikes in the price of electricity, billing errors and reliability concerns. On March 31, 2000, the company petitioned the FERC to allow for the
recalculation of prices in a manner consistent with a properly functioning competitive market and to seek refunds as provided within the framework of the NYISO's tariffs. On April 24, 2000, the company petitioned the FERC to investigate and initiate
emergency actions to correct start-up and transitional problems at the NYISO. Other parties have filed petitions with the FERC related to these issues. Because the company has substantially satisfied its power requirements for this summer, it does not
expect that these transitional problems will have a material adverse effect on its financial position or results of operations.

Competitive Electric Metering: On June 16, 1999, the PSC issued an Order Providing for Competitive Metering, which calls for opening up competition for electric metering services among a limited number of large customers (50 kilowatts or
more) in New York State. The services include installation and maintenance of electric meters, meter reading and meter data retrieval and storage. The PSC has further delayed the effective date of the tariffs filed by the company from April 1, 2000, to
September 29, 2000. The company does not anticipate that this order will have a material effect on its financial position or results of operations.

Natural Gas Rate Agreements: On January 28, 2000, the Connecticut DPUC issued a final decision approving a $502,000 annual revenue increase for The Southern Connecticut Gas Company (Southern) and denying a request to implement
performance-based ratemaking at this time. The additional revenue amounts to approximately a 0.2% increase over current rates for firm sales customers. In February 2000 the company requested reconsideration of the DPUC's denial of the performance-based
ratemaking proposal. In April 2000 the DPUC issued a notice of hearings to consider the company's request to implement alternative ratemaking in the form of an incentive rate plan. The DPUC's schedule indicates that hearings will be concluded by the end
of May 2000 and a final decision will be issued in August 2000.

Investing and Financing Activities

Investing Activities: Capital spending for the first three months of 2000 was $30 million including nuclear fuel but excluding the merger with CNE. Capital spending for 2000, including nuclear fuel but excluding the CNE and pending
merger transactions, is projected to be $126 million and is expected to be paid for entirely with internally generated funds. Capital spending will be primarily for the extension of energy delivery service, necessary improvements to existing facilities
and compliance with environmental requirements.

Financing Activities: In January 2000 the company redeemed $163 million of unsecured notes with cash and commercial paper.

CNE and Southern have credit lines with certain banks that renew annually and provide for borrowing up to $70 million. Southern has committed lines of $50 million until the end of June 2000, and CNE and Southern share a committed line of $20 million
until December 29, 2000. Due to Energy East's acquisition of CNE, an additional short-term facility of $96 million was established to temporarily finance the redemption of long-term debt. This redemption is due to a provision in Southern's bond purchase
agreements that gave the bondholders the right to have the bonds redeemed as a result of the acquisition. $77 million of first mortgage bonds were redeemed at a premium of $18 million.

Southern expects to file an application with the DPUC in the second quarter of 2000 requesting authorization to issue up to $200 million of secured medium-term notes. The proceeds from the medium-term notes will be used to pay down short-term debt
incurred to redeem, at a premium, $77 million of first mortgage bonds, and for other general corporate purposes.

The company expects to issue long-term debt prior to the completion of the CMP Group, CTG Resources and Berkshire Energy merger transactions. The proceeds from the debt issuance, along with the proceeds from the sale of its generation assets and
internally generated funds, will be used to fund the cash portion of the consideration for the merger transactions and to fund the company's ongoing share repurchase program. (See Merger Agreements.) In anticipation of this debt issuance, in June 1999 the
company entered into a $500 million, one-year interest rate hedge on the benchmark 30-year Treasury Bond.

Forward-looking Statements

This Form 10-Q contains certain forward-looking statements that are based on management's current expectations and information that is currently available. The Private Securities Litigation Reform Act of 1995 provides a safe harbor for
forward-looking statements in certain circumstances. Whenever used in this report, the words "estimate," "expect," "believe," "anticipate," or similar expressions are intended to identify such forward-looking statements.

In addition to the assumptions and other factors referred to specifically in connection with such statements, factors that could cause actual results to differ materially from those contemplated in any forward-looking statements include, among others,
the deregulation and unbundling of energy services; the company's ability to compete in the rapidly changing and increasingly competitive electricity and natural gas utility markets; its ability to control non-utility generator and other costs; changes in
fuel supply or cost and the success of its strategies to satisfy its power requirements now that all of its coal-fired generation assets have been sold; its ability to expand its products and services, including its energy infrastructure in the Northeast;
its ability to integrate the operations of CNE, CMP Group, CTG Resources and Berkshire Energy with its operations; market risk; the ability to obtain adequate and timely rate relief; nuclear or environmental incidents; legal or administrative proceedings;
changes in the cost or availability of capital; growth in the areas in which it is doing business; weather variations affecting customer energy usage; and other considerations that may be disclosed from time to time in its publicly disseminated documents
and filings. The company undertakes no obligation to publicly update any forward-looking statements, whether as a result of new information, future events or otherwise.



(b) Results of Operations

|                                      | Three Months Ended March 31,         
|------------------------------------- | -------------------------------------
|                                      | 2000                                 
|                                      | (Thousands, except per share amounts)
|Operating Revenues                    | $684,426                             
|Operating Income                      | $167,095                             
|Net Income                            | $93,327                              
|Average Common Shares Outstanding     | 112,777                              
|Earnings Per Share, basic and diluted | $.83                                 
|Dividends Paid Per Share              | $.22                                 

Earnings per share for the first quarter of 2000 increased 12 cents primarily due to the addition of Connecticut Energy Corporation's earnings, fewer shares outstanding due to the share repurchase program, cost control efforts,
investment income and a federal income tax adjustment due to the settlement of the 1995 and 1996 IRS audit. Those increases were partially offset by higher purchase costs of electricity and natural gas, lower wholesale electricity deliveries as a result
of the sale of the company's coal-fired generation plants last year and lower retail electricity prices.

Operating Results for the Energy Delivery Business

|                                                        | Three Months Ended March 31,
|------------------------------------------------------- | ----------------------------
|                                                        | 2000                        
|                                                        |                             
|Retail Deliveries -
     Megawatt-hours
     Dekatherms | 3,561
34,493                
|Operating Revenues                                      | $649,313                    
|Operating Expenses                                      | $480,108                    
|Operating Income                                        | $169,205                    

The $12 million increase in operating revenues for the first quarter of 2000 is primarily due to the addition of Southern and higher wholesale natural gas activity. Those increases were partially offset by lower wholesale electricity
deliveries as a result of the sale of the company's coal-fired generation plants last year, lower retail electricity and natural gas deliveries caused by milder weather this year and lower retail electricity prices.

First quarter operating expenses increased $5 million primarily due to the addition of Southern's natural gas purchases and higher purchase costs of electricity and natural gas. The increase in purchase costs of electricity and natural gas is primarily
due to overall energy market conditions and higher than anticipated ancillary services costs associated with the NYISO. Those increases were partially offset by cost control efforts and, as a result of the sale of the coal-fired generation plants last
year, lower depreciation and amortization and other taxes.



Item 3.  Quantitative and Qualitative Disclosures About Market Risk (See Form 10-K for fiscal year ended December 31, 1999, Item 7A - Quantitative and qualitative disclosures about market risk.)



PART II - OTHER INFORMATION

Item 1.  Legal Proceedings

(a)  In January 1992 the New York State Department of Environmental Conservation (NYSDEC) notified the company that it had been identified as a potentially responsible party (PRP) at the Peter Cooper Corporation's Landfill Site (Peter
Cooper Site) in the village of Gowanda, New York. The Peter Cooper Site is listed on the National Priorities List and the New York State Registry. Three other PRPs were identified in the NYSDEC letter. The company believes that remediation costs at the
Peter Cooper Site might rise to $16 million. In May 1992 the company notified the NYSDEC that it believed it had no responsibility for the alleged contamination at the Peter Cooper Site, and it declined to conduct remediation or finance remediation costs.

In June 1999 the U.S. Environmental Protection Agency (EPA) notified the company and 18 other companies that they are PRPs with respect to the Peter Cooper Site, and offered them the opportunity to perform a remedial investigation and feasibility study
at the site. Along with approximately 12 other companies, the company indicated to EPA its willingness to consider performing the study for a portion of the Peter Cooper Site. On April 5, 2000, EPA issued a unilateral administrative order to the company
and 13 other companies requiring them to perform the study for the entire Peter Cooper Site. The company believes that the ultimate disposition of this matter will not have a material adverse effect on its financial position or results of operations.

(b)  The company received a letter in October 1999 from the Office of the Attorney General of New York State alleging that the company may have constructed and operated major modifications to certain emission sources at the Goudey and
Greenidge generating stations, which it formerly owned, without obtaining the required prevention of significant deterioration or new source review permits. The Goudey and Greenidge plants were sold to The AES Corporation in May 1999. The letter requested
that the company and AES provide the Attorney General's Office with a large number of documents relating to this allegation. On January 13, 2000, the company received a subpoena from the NYSDEC ordering production of similar documents. The NYSDEC has
subsequently requested documents with respect to the Hickling and Jennison generating stations, which the company formerly owned. Those stations were also sold to AES in May 1999.

On April 19, 2000, the company received a letter from the EPA requesting similar information with respect to the Milliken and Kintigh generating stations, which it formerly owned. Those stations were also sold to AES in May 1999.



The company believes it has complied with the applicable rules and regulations and there is no basis for the Attorney General's allegation. The company furnished documents pursuant to the Attorney General's and the NYSDEC's requests. It is reviewing
its files for documents relating to the EPA's request and for additional documents relating to the Attorney General's and the NYSDEC's requests.



Item 6.  Exhibits and Reports on Form 8-K

(a)  Exhibits - See Exhibit Index.

(b)  Reports on Form 8-K

Three reports on Form 8-K, dated January 31, 2000, February 8, 2000, and February 18, 2000, were filed to report certain information under Item 5, "Other Events."









Signature

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 thereunto duly authorized.



| | ENERGY EAST CORPORATION
                    (Registrant)
| | --------------------------------------------------------



| | By /s/Wesley W. von Schack                                          
| | --------------------------------------------------------------------
| | Wesley W. von Schack
           Chairman and Chief Financial Officer

Date:  May 12, 2000







EXHIBIT INDEX

(a) (1)  The following exhibits are delivered with this report:

|Exhibit No. |                        
|----------- | -----------------------
|27          | Financial Data Schedule



(a) (2)  The following exhibit is incorporated herein by reference:

|Exhibit No. | Filed in                                                                                                                                                             | As Exhibit No.
|----------- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------- | --------------
|(A)10-12    | Long-Term Executive Incentive Share Plan Amendment No. 2 - New York State Electric & Gas Corporation's 10-Q for the quarter ended March 31, 2000 - File No. 1-3103-2 | 10-15         























_____________________________
(A)  Management contract or compensatory plan or arrangement.