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���������ֳ�-New York-22 October 2013: ���������ֳ� has affirmed the Issuer Default Ratings (IDRs) and debt ratings of Consolidated Edison Inc. (NYSE: ED) and its subsidiaries Consolidated Edison Company of New York, Inc. (CECONY), Orange & Rockland Utilities, Inc. (ORU), and Rockland Electric Company (RECO). ���������ֳ� has also affirmed the ratings of the New York State Energy Research and Development Authority's (NYSERDA) issued debt of which CECONY and ORU are the obligors. The Rating Outlook for all entities is Stable. Approximately $11 billion of long-term debt is affected by today's rating actions. A complete list of rating actions appears at the end of this release.

KEY RATING DRIVERS

ED's rating affirmation is supported by the predictable earnings and operating cash flows generated by its low-risk regulated transmission and distribution utility subsidiaries, whose businesses operate in relatively balanced regulatory frameworks that allow for full recovery of fuel and commodity costs, forward-looking test years, multi-year rate plans and revenue decoupling in New York.

ED's earnings and operating cash flows are derived almost entirely from CECONY, which accounted for approximately 93% of consolidated EBITDA, while ORU accounted for 6% for the latest 12-month (LTM) period ended June 30, 2013. Consequently, ED's financial profile and credit quality are strongly tied to the financial health and credit quality of CECONY. ED's exposure to its non-regulated competitive energy businesses is modest and has no impact on the credit profiles of ED and utility subsidiaries at this time.

In January 2013, CECONY filed a rate case before the New York Public Service Commission (NYPSC). The utility is requesting an electric rate increase of $417 million, a gas rate increase of $27 million, and a steam rate increase of $8 million, based on a 10.1% ROE and a 50% common equity ratio. Increased operating and maintenance expenses and recovery of capital investments, including approximately $242 million of deferred restoration costs related to Hurricane Sandy, drive the rate request. A decision by the NYPSC is expected in December 2013, with new rates effective in January 2014.

���������ֳ�'s analysis reflects the perceived increased regulatory risk and uncertainty associated with CECONY's pending rate case. The rate case has been the subject of intense scrutiny and political backlash, illustrated by Governor Cuomo publicly urging the NYPSC to reject CECONY's request to increase rates. The utility's performance and restoration efforts in the aftermath of Hurricane Sandy, when service to approximately 1.4 million customers was interrupted over several days, and the more recent service disruption to Metro-North train system, have drawn negative publicity and renewed criticism of the utility. A new provision in the Public Service Law has strengthened the NYPSC's oversight and enforcement mechanisms to hold New York utilities more accountable for poor operating performance and customer service.

���������ֳ�'s conservative Base Case scenario models that the utility receives below 50% of its rate request and an authorized ROE below 10%, consistent with the low authorized ROEs recently granted for other New York utility peers. In that scenario, ���������ֳ� projects CECONY's 2014 funds from operations (FFO)/interest and FFO/debt to be 4.7x and 18%, respectively, slightly below ���������ֳ�'s benchmark ratios for the current rating category. ED's FFO/interest and FFO/debt are projected to be 4.9x and 19.2%, in line with ���������ֳ�'s target ratios for the 'BBB+' rating category. Forecasted FFO-based metrics also reflect the expiration of bonus depreciation and other tax credits that boosted cash flows over recent years.

In the event that the rate decision is more punitive than assumed by ���������ֳ�, 2014 leverage metrics would be more in line with benchmark ratios for the 'BBB' rating category. However, ���������ֳ� would expect CECONY to implement aggressive cost control measures if faced with such a scenario, in order to maintain a stable credit profile.

���������ֳ� believes the current rate proceeding is likely to result in a one-year rate order, in which case management would file a new rate case in 2014, for rates to take effect in January 2015. In that scenario, ���������ֳ� projects CECONY's FFO/interest and FFO/debt to average 4.7x and 19.5%, respectively, over 2015-2017, while ED's FFO/interest and FFO/debt are projected to average 4.8x and 19.9%, respectively, over the same forecast period.

The Stable Outlook assumes a rate filing in 2014, with a balanced rate decision in 2015 that would support the utility's projected peak capital spending of approximately $4.4 billion over 2015-2016.

Conversely, a series of unfavorable rate decisions would strongly suggest a deterioration of the New York regulatory compact, and could affect all related entities due to strong linkages across the corporate family.

Management expects consolidated capital expenditures to amount to approximately $11.8 billion over the forecast period, including $10.3 billion, or 90% of total, at CECONY and $716 million, or 6% of total, at ORU. Utility capital spending is earmarked primarily towards replacement of aged infrastructure, enhancement of network reliability, and system expansion, including heating oil to gas conversions of residential and commercial buildings in New York City, which management projects will support gas peak growth of 3.8% over the forecast period. Projected capex also includes a proposal to spend approximately $1 billion on storm hardening measures over 2013-2016.

���������ֳ� expects ED's internally generated cash flows (after dividends) to support on average between 70% and 80% of consolidated capital spending over the forecast period, with the balance funded using the debt capital markets.

���������ֳ� considers consolidated liquidity to be solid. ED has access to $1 billion available under an approximately $2 billion shared bank credit facility that expires in October 2017. As of June 30, 2013, there were $1,434 million of consolidated borrowings outstanding, including commercial paper borrowings, under the credit facility. There was $747 million of cash on hand. ���������ֳ� considers consolidated debt maturities to be manageable, with $481 million due in 2014, $495 million due in 2015, and $731 million due in 2016. ���������ֳ� expects the utilities to enjoy adequate access to debt capital markets to refinance debt maturities.

On the legal front, ED's unwinding of its cross-border lease investments (LILO) as part of the August 2013 IRS settlement regarding prior disallowance of tax deductions, supports credit quality and alleviates one of ���������ֳ�'s prior rating concerns regarding ED's cash flow exposure in this matter. The IRS had previously disallowed a total of $574.3 million of tax losses on audit of ED's 1997 through 2011 tax returns. Management estimates the net negative cash flow impact from the LILO decision to be less than $150 million.

���������ֳ�'s rating affirmation of ORU and RECO is based on projected credit metrics that are solid for the current rating category. ���������ֳ� forecasts FFO/interest to range between 5.0x and 5.5x, and FFO/debt to range between 22% and 24% respectively, over the 2014-2017 forecast period. For the latest 12 months ended June 30, 2013, FFO/interest and FFO/debt were 4.7x and 21%, respectively.

ORU is operating under a three-year electric rate plan that stipulates levelized rate base increases of $15.2 million effective July 1, 2012, 2013, and 2014. The plan includes an increasing authorized ROE, i.e. 9.4%, 9.5%, and 9.6% over the three-year period, which accounts for the potential for interest rates to increase with an expanding economy. ���������ֳ� projects ORU to earn its authorized ROE over the forecast period. ���������ֳ� expects ORU's financial profile to further benefit from projected tariff increases in the gas business and at subsidiaries RECO and Pike.

RATING SENSITIVITIES

Future developments that may, individually or collectively, lead to a positive rating action:
Given current rating levels, no positive rating action is anticipated at this time for ED and subsidiaries.

Future developments that may, individually or collectively, lead to a negative rating action:
A significant deterioration in the New York regulatory compact, reflected by a pattern of unfavorable rate orders, or the utilities' inability to recover fuel and commodity costs on a timely basis, would likely lead to negative rating actions across the corporate family.

A determination by ���������ֳ� that cash flow measures of FFO/interest above 4.0x and FFO/debt above 17% become unsustainable would likely lead to negative rating actions.

Although not anticipated by ���������ֳ�, a significantly larger than expected customer refund resulting from the NYPSC's investigation of CECONY's prior contracting practices could pressure the credit profile and lead to negative rating actions. As of June 30, 2013, a cumulative amount of $1,246 billion previously collected in rates is subject to customer refund. ED has publicly stated it is exploring a settlement with the NYPSC Staff to resolve this matter, and that it expects any potential refund to range between $16 million and $208 million.

���������ֳ� has affirmed the following ratings with a Stable Outlook:

ED
--Long-term IDR at 'BBB+';
--Short-term IDR at 'F2';
--Commercial Paper at 'F2'.

CECONY
--Long-term IDR at 'BBB+';
--Short-term IDR at 'F2';
--Commercial Paper at 'F2';
--Senior Unsecured Debt at 'A-'.

ORU
--Long-term IDR at 'BBB+';
--Short-term IDR at 'F2';
--Commercial Paper at 'F2';
--Senior Unsecured Debt at 'A-'.

RECO
--Long-term IDR at 'BBB+'.

NYSERDA
--Issues relating to CECONY projects at 'A-';
--Issues relating to ORU projects at 'A-'.

Contact:

Primary Analyst
Philippe Beard
Director
+1-202-908-0242
���������ֳ�, Inc.
One State Street Plaza
New York, NY 10004

Secondary Analyst
Robert Hornick
Senior Director
+1-212-908-0523

Committee Chairperson
Glen Grabelsky
Managing Director
+1-212-908-0577


Media Relations: Brian Bertsch, New York, Tel: +1 212-908-0549, Email: brian.bertsch@fitchratings.com.

Additional information is available at ''

Applicable Criteria and Related Research:
--'Corporate Rating Methodology' (Aug. 8, 2012);
--'Rating North American Utilities, Power, Gas and Water Companies' (May 16, 2012);
--'Recovery Ratings and Notching Criteria for Utilities' (Nov. 12, 2012);
-'Short-Term Ratings Criteria for Non-Financial Corporates' (July 27, 2012).

Applicable Criteria and Related Research:





Additional Disclosure