FORM 10-Q

                      SECURITIES AND EXCHANGE COMMISSION

                            WASHINGTON, D.C. 20549

                           -----------------------


[x]   Quarterly Report Pursuant To Section 13 or 15(d) of the Securities
      Exchange Act of 1934
      FOR THE QUARTERLY PERIOD ENDED MARCH 31, 1997

                                      OR

[  ]  Transition Report Pursuant to Section 13 or 15(d) of the Securities
      Exchange Act of 1934


                          -------------------------


                          Commission File No. 1-1217


                CONSOLIDATED EDISON COMPANY OF NEW YORK, INC.
                             (Name of Registrant)


                    NEW YORK                        13-5009340
          (State of Incorporation)      (IRS Employer Identification No.)


          4 IRVING PLACE, NEW YORK, NEW YORK 10003 - (212) 460-4600
                        (Address and Telephone Number)


The Registrant 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 and has
been subject to such filing requirements for the past 90 days.

                              Yes __X__ No ____


As of the close of business on April 30 1997,  the  Registrant  had  outstanding
235,012,433 shares of Common Stock ($2.50 par value).







                                    - 2 -



PART I  -  FINANCIAL INFORMATION


      CONTENTS                                           PAGE NO.

ITEM 1.     Financial  Statements:

            Consolidated Balance Sheet                      3-4

            Consolidated Income Statements                  5-6

            Consolidated Statements of Cash Flows           7-8

            Note to Financial Statements                    9-10


ITEM 2.     Management's Discussion and Analysis of
            Financial Condition and Results of Operations   11-19



                          -------------------------



The  following  consolidated  financial  statements  are  unaudited  but, in the
opinion of  management,  reflect  all  adjustments  (which  include  only normal
recurring  adjustments)  necessary  to a fair  statement  of the results for the
interim  periods   presented.   These  condensed   unaudited  interim  financial
statements  do  not  contain  the  detail,  or  footnote  disclosure  concerning
accounting  policies  and other  matters,  which would be included in  full-year
financial  statements and,  accordingly,  should be read in conjunction with the
Company's audited financial statements (including the notes thereto) included in
the Company's  Annual  Report on Form 10-K for the year ended  December 31, 1996
(File No. 1-1217).


                                     - 3 -

CONSOLIDATED EDISON COMPANY OF NEW YORK, INC. CONSOLIDATED BALANCE SHEET AS AT MARCH 31,1997, DECEMBER 31, 1996 AND MARCH 31, 1996 As At March 31, 1997 Dec. 31, 1996 March 31, 1996 (Thousands of Dollars) ASSETS Utility plant, at original cost Electric $ 11,678,164 $ 11,588,344 $ 11,344,951 Gas 1,665,996 1,642,231 1,560,433 Steam 538,924 536,672 513,345 General 1,160,419 1,152,001 1,108,114 ------------ ------------ ------------ Total 15,043,503 14,919,248 14,526,843 Less: Accumulated depreciation 4,371,046 4,285,732 4,125,708 ------------ ------------ ------------ Net 10,672,457 10,633,516 10,401,135 Construction work in progress 309,315 332,333 338,666 Nuclear fuel assemblies and components, less accumulated amortization 100,720 101,461 78,896 ------------ ------------ ------------ Net utility plant 11,082,492 11,067,310 10,818,697 ------------ ------------ ------------ Current assets Cash and temporary cash investments 94,903 106,882 103,232 Accounts receivable - customers, less allowance for uncollectible accounts of $21,535, $21,600 and $22,128 570,595 544,004 586,578 Other receivables 36,497 42,056 44,789 Regulatory accounts receivable 60,954 45,397 (883) Fuel, at average cost 45,946 64,709 41,533 Gas in storage, at average cost 22,660 44,979 8,453 Materials and supplies, at average cost 203,675 204,801 219,421 Prepayments 170,852 64,492 171,808 Other current assets 15,453 15,167 14,619 ------------ ------------ ------------ Total current assets 1,221,535 1,132,487 1,189,550 ------------ ------------ ------------ Investments and nonutility property 193,894 177,224 157,422 ------------ ------------ ------------ Deferred charges Enlightened Energy program costs 128,204 133,718 134,261 Unamortized debt expense 128,234 130,786 131,244 Recoverable fuel costs 52,389 101,462 63,300 Power contract termination costs 46,848 58,560 93,696 Other deferred charges 289,795 271,356 264,953 ------------ ------------ ------------ Total deferred charges 645,470 695,882 687,454 ------------ ------------ ------------ Regulatory asset-future federal income taxes 967,977 984,282 1,029,062 ------------ ------------ ------------ Total $ 14,111,368 $ 14,057,185 $ 13,882,185 ============ ============ ============ The accompanying note is an integral part of these financial statements.
- 4 -
CONSOLIDATED EDISON COMPANY OF NEW YORK, INC. CONSOLIDATED BALANCE SHEET AS AT MARCH 31,1997, DECEMBER 31, 1996 AND MARCH 31, 1996 As At March 31, 1997 Dec. 31, 1996 March 31, 1996 (Thousands of Dollars) CAPITALIZATION AND LIABILITIES Capitalization Common stock, authorized 340,000,000 shares; outstanding 235,008,078 shares, 234,993,596 shares and 234,968,376 shares $ 1,478,647 $ 1,478,536 $ 1,478,341 Capital stock expense (34,831) (34,903) (35,036) Retained earnings 4,322,562 4,283,935 4,144,779 ------------ ------------ ------------ Total common shareholders' equity 5,766,378 5,727,568 5,588,084 ------------ ------------ ------------ Preferred stock Subject to mandatory redemption 7.20% Series I 47,500 47,500 47,500 6-1/8% Series J 37,050 37,050 37,050 ------------ ------------ ------------ Total subject to mandatory redemption 84,550 84,550 84,550 ------------ ------------ ------------ Other preferred stock $ 5 Cumulative Preferred 175,000 175,000 175,000 5-3/4% Series A 7,061 7,061 7,061 5-1/4% Series B 13,844 13,844 13,844 4.65% Series C 15,330 15,330 15,330 4.65% Series D 22,233 22,233 22,233 6% Convertible Series B 4,519 4,630 4,824 ------------ ------------ ------------ Total other preferred stock 237,987 238,098 238,292 ------------ ------------ ------------ Total preferred stock 322,537 322,648 322,842 ------------ ------------ ------------ Long-term debt 4,239,066 4,238,622 4,189,242 ------------ ------------ ------------ Total capitalization 10,327,981 10,288,838 10,100,168 ------------ ------------ ------------ Noncurrent liabilities Obligations under capital leases 41,958 42,661 44,610 Other noncurrent liabilities 81,800 80,499 78,941 ------------ ------------ ------------ Total noncurrent liabilities 123,758 123,160 123,551 ------------ ------------ ------------ Current liabilities Long-term debt due within one year 103,762 106,256 82,812 Accounts payable 352,461 431,115 384,561 Customer deposits 159,176 159,616 157,856 Accrued taxes 109,052 27,342 94,035 Accrued interest 67,706 83,090 71,544 Accrued wages 78,300 80,225 75,602 Other current liabilities 145,787 147,968 163,695 ------------ ------------ ------------ Total current liabilities 1,016,244 1,035,612 1,030,105 ------------ ------------ ------------ Provisions related to future federal income taxes and other deferred credits Accumulated deferred federal income tax 2,299,747 2,289,092 2,330,716 Accumulated deferred investment tax credits 170,290 172,510 179,140 Other deferred credits 173,348 147,973 118,505 ------------ ------------ ------------ Total deferred credits 2,643,385 2,609,575 2,628,361 ------------ ------------ ------------ Total $ 14,111,368 $ 14,057,185 $ 13,882,185 ============ ============ ============ The accompanying note is an integral part of these financial statements.
- 5 -
CONSOLIDATED EDISON COMPANY OF NEW YORK, INC. CONSOLIDATED INCOME STATEMENT FOR THE THREE MONTHS ENDED MARCH 31, 1997 AND 1996 -------------------------------------------------- 1997 1996 ---- ---- (Thousands of Dollars) Operating revenues Electric $ 1,268,950 $ 1,286,268 Gas 455,020 406,864 Steam 162,178 174,233 ----------- ----------- Total operating revenues 1,886,148 1,867,365 Operating expenses Purchased power 352,708 303,999 Fuel 151,354 183,888 Gas purchased for resale 222,712 180,840 Other operations 276,780 277,311 Maintenance 114,222 125,025 Depreciation and amortization 123,752 132,565(A) Taxes, other than federal income tax 304,962 306,036 Federal income tax 92,140 105,040 ----------- ----------- Total operating expenses 1,638,630 1,614,704 Operating income 247,518 252,661 Other income (deductions) Investment income 844 1,438 Allowance for equity funds used during construction 1,800 513 Other income less miscellaneous deductions (1,220) (677) Federal income tax (50) (420) ----------- ----------- Total other income 1,374 854 ----------- ----------- Income before interest charges 248,892 253,515 Interest on long-term debt 78,752 74,369 Other interest 4,414 4,852 Allowance for borrowed funds used during construction (882) (241) ----------- ----------- Net interest charges 82,284 78,980 ----------- ----------- Net income 166,608 174,535 Preferred stock dividend requirements (4,604) (6,035) Gain on refunding of preferred stock - 13,943(A) ----------- ----------- Net income for common stock $ 162,004 $ 182,443 =========== =========== Common shares outstanding - average (000) 235,001 234,963 Earnings per share $ .69 $ .78 ========= ========= Dividends declared per share of common stock $ .525 $ .52 ========== ========= Sales Electric (Thousands of kilowatthours) Con Edison customers 8,931,868 9,173,421 Delivery service to NYPA and others 2,221,333 2,319,834 Service for municipal agencies 214,061 107,455 ---------- ---------- Total sales in service territory 11,367,262 11,600,710 Off-system sales 311,778(B) 160,703 Gas (dekatherms) Firm 39,242,462 44,842,439 Off-peak firm/interruptible 8,204,203 6,854,310 ---------- ---------- Total sales to Con Edison customers 47,446,665 51,696,749 Transportation of customer-owned gas 4,449,030 638,990 Off-system sales 3,505,393 3,848,951 ---------- ---------- Total sales and transportation 55,401,088 56,184,690 Steam (Thousands of pounds) 10,140,688 11,864,687 (A) The gain from the preferred stock refunding was offset by an additional provision for depreciation. (B) Includes 63,800 thousands of kWh subsequently purchased by the Company for sale to its customers. The accompanying note is an integral part of these financial statements.
- 6 -
CONSOLIDATED EDISON COMPANY OF NEW YORK, INC. CONSOLIDATED INCOME STATEMENT FOR THE TWELVE MONTHS ENDED MARCH 31, 1997 AND 1996 --------------------------------------------------- 1997 1996 ---- ---- (Thousands of Dollars) Operating revenues Electric $ 5,523,800 $ 5,452,368 Gas 1,063,225 901,264 Steam 391,494 381,844 ----------- ----------- Total operating revenues 6,978,519 6,735,476 Operating expenses Purchased power 1,321,564 1,163,538 Fuel 540,741 574,146 Gas purchased for resale 460,143 329,591 Other operations 1,162,805 1,134,934 Maintenance 447,834 505,638 Depreciation and amortization 487,599 479,182(A) Taxes, other than federal income tax 1,165,125 1,150,502 Federal income tax 384,260 383,960 ----------- ----------- Total operating expenses 5,970,071 5,721,491 Operating income 1,008,448 1,013,985 Other income (deductions) Investment income 7,734 17,049 Allowance for equity funds used during construction 4,755 2,763 Other income less miscellaneous deductions (9,293) (8,424) Federal income tax 1,340 (1,010) ----------- ----------- Total other income 4,536 10,378 ----------- ----------- Income before interest charges 1,012,984 1,024,363 Interest on long-term debt 312,203 301,729 Other interest 16,893 26,604 Allowance for borrowed funds used during construction (2,270) (1,326) ----------- ----------- Net interest charges 326,826 327,007 Net income 686,158 697,356 Preferred stock dividend requirements (18,429) (32,706) Gain on refunding of preferred stock - 13,943(A) ----------- ----------- Net income for common stock $ 667,729 $ 678,593 =========== =========== Common shares outstanding - average (000) 234,987 234,943 Earnings per share $ 2.84 $ 2.89 ========= ========= Dividends declared per share of common stock $ 2.085 $ 2.05 ========== ========= Sales Electric (Thousands of kilowatthours) Con Edison customers 36,962,401 37,293,488 Delivery service to NYPA and others 8,718,372 8,919,160 Service for municipal agencies 723,899 457,020 ----------- ----------- Total sales in service territory 46,404,672 46,669,668 Off-system sales (B) 4,068,429 4,343,726 Gas (dekatherms) Firm 93,180,134 96,745,941 Off-peak firm/interruptible 21,656,329 16,997,841 ----------- ----------- Total sales to Con Edison customers 114,836,463 113,743,782 Transportation of customer-owned gas 13,788,145 25,353,567 Off-system sales 10,949,867 7,135,839 ----------- ----------- Total sales and transportation 139,574,475 146,233,188 Steam (Thousands of pounds) 28,271,763 30,979,774 (A) The gain from the preferred stock refunding was offset by an additional provision for depreciation. (B) Includes 1,617,564 and 2,243,461 thousands of kWh, respectively, subsequently purchased by the Company for sale to its customers. The accompanying note is an integral part of these financial statements.
- 7 -
CONSOLIDATED EDISON COMPANY OF NEW YORK, INC. CONSOLIDATED STATEMENT OF CASH FLOWS FOR THE THREE MONTHS ENDED MARCH 31, 1997 AND 1996 1997 1996 (Thousands of Dollars) Operating activities Net income $ 166,608 $ 174,535 Principal non-cash charges (credits) to income Depreciation and amortization 123,752 132,565 Deferred recoverable fuel costs 49,073 (3,846) Federal income tax deferred 24,310 44,890 Common equity component of allowance for funds used during construction (1,749) (485) Other non-cash charges (56) (14,327) Changes in assets and liabilities Accounts receivable - customers, less allowance for uncollectibles (26,591) (89,363) Regulatory accounts receivable (15,557) (5,598) Materials and supplies, including fuel and gas in storage 42,208 18,577 Prepayments, other receivables and other current assets (101,087) (104,384) Enlightened Energy program costs 5,514 10,021 Power contract termination costs 11,620 (2,601) Accounts payable (78,654) (36,291) Accrued income taxes 68,364 61,054 Other - net (7,971) 4,289 --------- --------- Net cash flows from operating activities 259,784 189,036 --------- --------- Investing activities including construction Construction expenditures (127,723) (130,888) Nuclear fuel expenditures (3,149) (655) Contributions to nuclear decommissioning trust (12,127) (12,127) Common equity component of allowance for funds used during construction 1,749 485 --------- --------- Net cash flows from investing activities including construction (141,250) (143,185) --------- --------- Financing activities including dividends Issuance of long-term debt - 275,000 Retirement of long-term debt (2,494) (103,206) Advance refunding of preferred stock - (316,982) Issuance and refunding costs (36) (8,652) Common stock dividends (123,377) (122,182) Preferred stock dividends (4,606) (8,889) --------- --------- Net cash flows from financing activities including dividends (130,513) (284,911) --------- --------- Net decrease in cash and temporary cash investments (11,979) (239,060) Cash and temporary cash investments at January 1 106,882 342,292 --------- --------- Cash and temporary cash investments at March 31 $ 94,903 $ 103,232 ========= ========= Supplemental disclosure of cash flow information Cash paid during the period for: Interest $ 91,181 $ 93,854 Income taxes - - The accompanying note is an integral part of these financial statements.
- 8 -
CONSOLIDATED EDISON COMPANY OF NEW YORK, INC. CONSOLIDATED STATEMENT OF CASH FLOWS FOR THE TWELVE MONTHS ENDED MARCH 31, 1997 AND 1996 1997 1996 ---- ---- (Thousands of Dollars) Operating activities Net income $ 686,158 $ 697,356 Principal non-cash charges (credits) to income Depreciation and amortization 487,599 479,184 Deferred recoverable fuel costs 10,911 (61,665) Federal income tax deferred 20,020 27,500 Common equity component of allowance for funds used during construction (4,538) (2,605) Other non-cash charges 23,873 12,063 Changes in assets and liabilities Accounts receivable - customers, less allowance for uncollectibles 15,983 (114,753) Regulatory accounts receivable (61,837) 34,514 Materials and supplies, including fuel and gas in storage (2,874) 52,173 Prepayments, other receivables and other current assets 8,414 18,266 Enlightened Energy program costs 6,057 36,487 Power contract termination costs 45,048 57,964 Federal income tax refund - (52,937) Accounts payable (32,100) 56,500 Accrued income taxes 17,129 20,685 Other - net (41,758) 58,725 Net cash flows from operating activities 1,178,085 1,319,457 Investing activities including construction Construction expenditures (672,068) (679,634) Nuclear fuel expenditures (51,199) (10,922) Contributions to nuclear decommissioning trust (21,301) (28,103) Common equity component of allowance for funds used during construction 4,538 2,605 Net cash flows from investing activities including construction (740,030) (716,054) Financing activities including dividends Issuance of long-term debt 250,000 503,285 Retirement of long-term debt (82,812) (111,171) Advance refunding of preferred stock - (316,982) Advance refunding of long-term debt (95,329) (155,699) Issuance and refunding costs (9,864) (13,786) Common stock dividends (489,951) (481,639) Preferred stock dividends (18,428) (35,564) Net cash flows from financing activities including dividends (446,384) (611,556) Net decrease in cash and temporary cash investments (8,329) (8,153) Cash and temporary cash investments at beginning of period 103,232 111,385 Cash and temporary cash investments at March 31 $ 94,903 $ 103,232 Supplemental disclosure of cash flow information Cash paid during the period for: Interest $ 306,606 $ 318,308 Income taxes 346,755 344,754 The accompanying note is an integral part of these financial statements.
- 9 - Contingency Note Indian Point. Nuclear generating units similar in design to the Company's Indian Point 2 unit have experienced problems that have required steam generator replacement. Inspections of the Indian Point 2 steam generators since 1976 have revealed various problems, some of which appear to have been arrested, but the remaining service life of the steam generators is uncertain and may be shorter than the unit's life. The projected service life of the steam generators is reassessed periodically in the light of the inspections made during scheduled outages of the unit. Based on the latest available data and current Nuclear Regulatory Commission criteria, the Company estimates that steam generator replacement will not be required before 1999, and possibly not until some years later. To avoid procurement delays in the event replacement is necessary, the Company purchased replacement steam generators, which are stored at the site. If replacement of the steam generators is required, such replacement is presently estimated (in 1996 dollars) to require additional expenditures of approximately $110 million (exclusive of replacement power costs) and an outage of approximately four months. However, securing necessary permits and approvals or other factors could require a substantially longer outage if steam generator replacement is required on short notice. Nuclear Insurance. The insurance policies covering the Company's nuclear facilities for property damage, excess property damage, and outage costs permit assessments under certain conditions to cover insurers' losses. As of March 31, 1997, the highest amount which could be assessed for losses during the current policy year under all of the policies was $29 million. While assessments may also be made for losses in certain prior years, the Company is not aware of any losses in such years which it believes are likely to result in an assessment. Under certain circumstances, in the event of nuclear incidents at facilities covered by the federal government's third-party liability indemnification program, the Company could be assessed up to $79.3 million per incident of which not more than $10 million may be assessed in any one year. The per-incident limit is to be adjusted for inflation not later than 1998 and not less than once every five years thereafter. The Company participates in an insurance program covering liabilities for injuries to certain workers in the nuclear power industry. In the event of such injuries, the Company is subject to assessment up to an estimated maximum of approximately $3.1 million. Environmental Matters. The normal course of the Company's operations necessarily involves activities and substances that expose the Company to potential liabilities under federal, state and local laws protecting the environment. Such liabilities can be material and in some instances may be imposed without regard to fault, or may be imposed for past acts, even though such past acts may have been lawful at the time they occurred. Sources of such potential liabilities include (but are not limited to) the Federal Comprehensive Environmental Response, Compensation and Liability Act of 1980 ("Superfund"), a 1994 settlement with the New York State Department of Environmental Conservation (DEC), asbestos, and electric and magnetic fields (EMF). - 10 - Superfund. By its terms Superfund imposes joint and several strict liability, regardless of fault, upon generators of hazardous substances for resulting removal and remedial costs and environmental damages. The Company has received process or notice concerning possible claims under Superfund or similar state statutes relating to a number of sites at which it is alleged that hazardous substances generated by the Company (and, in most instances, a large number of other potentially responsible parties) were deposited. Estimates of the investigative, removal, remedial and environmental damage costs (if any) the Company will be obligated to pay with respect to each of these sites range from extremely preliminary to highly refined. Based on these estimates, the Company had accrued a liability at March 31, 1997 of approximately $22.2 million. There will be additional costs with respect to these and possibly other sites, the materiality of which is not presently determinable. DEC Settlement. In 1994 the Company agreed to a consent order settling a civil administrative proceeding instituted by the DEC alleging environmental violations by the Company. Pursuant to the consent order, the Company has conducted an environmental management systems evaluation and is conducting an environmental compliance audit. The Company also must implement "best management practices" plans for certain facilities and undertake a remediation program at certain sites. At March 31, 1997, the Company had an accrued liability of $17.3 million for these sites. Expenditures for environment-related projects in the five years 1997-2001, including expenditures to comply with the consent order, are currently estimated at $147 million. There will be additional costs, including costs arising out of the compliance audit, the materiality of which is not presently determinable. Asbestos Claims. Suits have been brought in New York State and federal courts against the Company and many other defendants, wherein several hundred plaintiffs sought large amounts of compensatory and punitive damages for deaths and injuries allegedly caused by exposure to asbestos at various premises of the Company. Many of these suits have been disposed of without any payment by the Company, or for immaterial amounts. The amounts specified in all the remaining suits total billions of dollars but the Company believes that these amounts are greatly exaggerated, as were the claims already disposed of. Based on the information and relevant circumstances known to the Company at this time, it is the opinion of the Company that these suits will not have a material adverse effect on the Company's financial position. EMF. Electric and magnetic fields are found wherever electricity is used. The Company is the defendant in several suits claiming property damage or personal injury allegedly resulting from EMF. In the event that a causal relationship between EMF and adverse health effects is established, or independently of any such causal determination, in the event of adverse developments in related legal or public policy doctrines, there could be a material adverse effect on the electric utility industry, including the Company. - 11 - MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS The following discussion and analysis relates to the interim financial statements appearing in this report and should be read in conjunction with Management's Discussion and Analysis appearing in Item 7 of the Company's Annual Report on Form 10-K for the year ended December 31, 1996 (File No. 1-1217). Reference is made to the note to the financial statements in Item 1 of this report, which note is incorporated herein by reference. This report includes forward-looking statements, which are statements of future expectation and not facts. Words such as "estimates," "expects," "anticipates," "plans," and similar expressions identify forward-looking statements. Actual results or developments might differ materially from those included in the forward-looking statements because of factors such as competition and industry restructuring, changes in economic conditions, changes in historical weather patterns, changes in laws, regulations or regulatory policies, developments in legal or public policy doctrines, technological developments and other presently unknown or unforeseen factors. LIQUIDITY AND CAPITAL RESOURCES Cash and temporary cash investments were $94.9 million at March 31, 1997 compared with $106.9 million at December 31, 1996 and $103.2 million at March 31, 1996. Net cash flows from operating activities in the first quarter of 1997 were favorably affected by the recovery from customers of previously deferred costs for fuel, partially offset by lower operating income. The Company's cash balances also reflect, among other things, the timing and amounts of external financing. The Company borrowed from banks at various times during the first quarter of 1997 at prevailing market rates. The highest amount outstanding was $165 million. The borrowings were repaid during the quarter. Customer accounts receivable, less allowance for uncollectible accounts, amounted to $570.6 million at March 31, 1997 compared with $544.0 million at December 31, 1996 and $586.6 million at March 31, 1996. In terms of equivalent days of revenue outstanding (ENDRO), these amounts represented 28.6, 28.6 and 28.7 days, respectively. The regulatory accounts receivable balances of $61.0 million at March 31, 1997 and $45.4 million at December 31, 1996 represent amounts to be recovered from customers. See, however, "PSC Settlement Agreement," below. The regulatory accounts receivable negative balance of $0.9 million at March 31, 1996 represented an amount to be refunded to customers. - 12 - The changes in regulatory accounts receivable during the first three months of 1997 were as follows: 1997 Balance Recoveries Balance Dec. 31, 1997 from March 31, (Millions of Dollars) 1996* Accruals* Customers** 1997* Modified ERAM $ .4 $ 18.0 $ 9.4 $ 27.8 Electric Incentives Enlightened Energy program 29.1 - (4.9) 24.2 Customer service 5.5 1.4 (1.5) 5.4 Fuel and purchased power 3.5 .4 (4.0) (.1) Reliability penalty - (.9) - (.9) Gas Incentives System improvement 4.9 - (1.6) 3.3 Customer service 2.0 - (.7) 1.3 Total $ 45.4 $ 18.9 $ (3.3) $ 61.0 - ------------ * Negative amounts are refundable; positive amounts recoverable. **Negative amounts were recovered; positive amounts refunded. In January 1997 the Company made a $225 million semi-annual payment to New York City for property taxes. The prepayments balance at March 31, 1997 includes the unamortized portion ($113.6 million) of this payment. Interest coverage under the SEC formula for the 12 months ended March 31, 1997 was 4.03 times, compared with 4.18 times for the year 1996 and 4.11 times for the 12 months ended March 31, 1996. The decline in interest coverage from year-end 1996 reflects a lower level of pre-tax earnings and higher interest charges. 1995 Electric Rate Agreement In April 1995 the New York Public Service Commission (PSC) approved a three-year electric rate agreement effective April 1, 1995. See, however, "PSC Settlement Agreement," below. For details of the 1995 electric rate agreement, including the electric revenue adjustment and revenue per customer mechanisms (Modified ERAM), see the Management's Discussion and Analysis appearing in Item 7 of the Company's Annual Report on Form 10-K for the year ended December 31, 1996, under the heading "Liquidity and Capital Resources - 1995 Electric Rate Agreement." - 13 - For the second rate year of the 1995 electric rate agreement, the 12 months ended March 31, 1997, the Company's actual rate of return on electric common equity, excluding incentives, exceeded the sharing threshold of 10.81 percent, principally due to increased productivity and earnings under the revenue per customer provisions of the Modified ERAM. A provision for excess earnings of $26.4 million ($18.0 million in 1996 and $8.4 million in the first quarter of 1997) was set aside for the future benefit of customers. PSC Settlement Agreement On March 13, 1997, the Company and the PSC staff entered into a settlement agreement (the Settlement Agreement) with respect to the PSC's Competitive Opportunities proceeding. For details concerning the Settlement Agreement, see the Management's Discussion and Analysis appearing in Item 7 of the Company's Annual Report on Form 10-K for the year ended December 31, 1996, under the heading "Liquidity and Capital Resources - PSC Settlement Agreement." The Settlement Agreement, which is subject to PSC approval, includes a rate plan for the five-year period beginning April 1, 1997 which supersedes the provisions of the 1995 electric rate agreement applicable to the 12-month period beginning April 1, 1997. The 1995 electric rate agreement will continue in effect, in accordance with its terms, until the PSC approves the Settlement Agreement, at which time the Company expects that the Settlement Agreement will be given effect retroactive to April 1, 1997. A PSC order with respect to the Settlement Agreement is expected by mid-1997. The Office of the Chief Accountant of the Securities and Exchange Commission is considering whether utilities which are subject to plans that, like the Settlement Agreement, use a transition period to recover stranded costs must discontinue the use of Statement of Financial Accounting Standards (SFAS) No. 71, "Accounting for the Effects of Certain Types of Regulation," for the affected portion of their businesses and apply the standards in SFAS No. 101, "Regulated Enterprises-Accounting for the Discontinuation of Application of FASB Statement No. 71." The Company understands that the Emerging Issues Task Force of the Financial Accounting Standards Board will also consider this issue. The Company believes that the Settlement Agreement will not adversely affect its eligibility to continue to apply SFAS No. 71. If such eligibility were adversely affected, a material write-down of assets, the amount of which is not presently determinable, could be required. Gas and Steam Rate Increases For details of the Company's gas and steam rate agreements, see Management's Discussion and Analysis appearing in Item 7 of the Company's Annual Report on Form 10-K for the year ended December 31, 1996, under the heading "Liquidity and Capital Resources - Gas and Steam Rate Agreements." - 14 - In April 1997 the PSC staff filed its position in the steam rate proceeding initiated by the Company's November 1996 steam rate filing. The Company presented justification for a rate increase of $44 million but proposed as an alternative a four-year rate plan that would provide annual rate increases of $16.6 million. The PSC staff recommended that the Company's proposal for a multi-year rate plan be rejected and that the one-year revenue requirement be reduced from $44 million to $13 million due principally to a disallowance of the Company's request for increased depreciation expense and return on equity lower than that requested. Competition and Industry Restructuring In recent years federal and New York State initiatives have promoted the development of competition in the sale of electricity and gas. For information about these initiatives, see Management's Discussion and Analysis appearing in Item 7 of the Company's Annual Report on Form 10-K for the year ended December 31, 1996, under the heading "Liquidity and Capital Resources Competition and Industry Restructuring." Environmental Claims and Other Contingencies Reference is made to the note to the financial statements included in this report for information concerning potential liabilities of the Company arising from the Federal Comprehensive Environmental Response, Compensation and Liability Act of 1980 ("Superfund"), from claims relating to alleged exposure to asbestos, and from certain other contingencies to which the Company is subject. RESULTS OF OPERATIONS Net income for common stock for the first quarter and 12 months ended March 31, 1997 was lower than in the corresponding 1996 periods by $20.4 million ($.09 a share) and $10.9 million ($.05 a share), respectively, due primarily to the provisions of the 1995 electric rate agreement and lower steam net revenues during milder than normal winter weather in 1997. In reviewing period-to-period comparisons, it should be noted that not all changes in sales volume affected operating revenues. Pursuant to the Modified ERAM most of the variations in electric sales from the level used in setting rates are subject to reconciliation and deferral for refund to or recovery from customers and therefore do not affect earnings. Under the Settlement Agreement, which is subject to PSC approval, the Modified ERAM will no longer apply, effective April 1, l997. Under the current gas rate agreement, most weather-related variations in gas sales likewise do not affect earnings. - 15 - Increases (Decreases) Three Months Ended Twelve Months Ended March 31, 1997 March 31, 1997 Compared With Compared With Three Months Ended Twelve Months Ended March 31, 1996 March 31, 1996 Amount Percent Amount Percent (Amounts in Millions) Operating revenues $ 18.8 1.0% $ 243.0 3.6% Purchased power-electric and steam 48.7 16.0 158.0 13.6 Fuel - electric and steam (32.5) (17.7) (33.4) (5.8) Gas purchased for resale 41.9 23.2 130.5 39.6 Operating revenues less purchased power, fuel and gas purchased for resale (Net revenues) (39.3) (3.3) (12.1) (0.3) Other operations and maintenance (11.4) (2.8) (29.9) (1.8) Depreciation and amortization (8.8) (6.6) 8.4 1.8 Taxes, other than federal income tax (1.1) (0.4) 14.6 1.3 Federal income tax (12.9) (12.3) 0.3 0.1 Operating income (5.1) (2.0) (5.5) (0.5) Other income less deductions and related federal income tax 0.5 60.9 (5.9) (56.3) Interest charges 3.3 4.2 (0.2) (0.1) Net income (7.9) (4.5) (11.2) (1.6) Preferred stock dividend requirements 1.4 23.7 14.2 43.7 Gain on refunding of preferred stock (13.9) Large (13.9) Large Net income for common stock $ (20.4) (11.2)% $ (10.9) (1.6)% First Quarter 1997 Compared with First Quarter 1996 Net revenues (operating revenues less purchased power, fuel and gas purchased for resale) decreased $39.3 million in the first quarter of 1997 compared with the 1996 period. Electric and steam net revenues decreased $34.6 million and $11.0 million, respectively. Gas net revenues increased $6.3 million. Electric net revenues in the 1997 period were lower than in the corresponding 1996 period, due primarily to a lower allowed return on common equity and a lower level of incentive opportunities under the 1995 electric rate agreement. Electric net revenues for the first quarter of 1997 were increased by $14.0 million under the revenue per customer provisions of the Modified ERAM, compared with $6.8 million for the 1996 period. Electric net revenues for the first quarter of 1997 include $.9 million, compared with $10.4 million for the 1996 period, for incentives earned under the provisions of the 1995 electric rate agreement. - 16 - Gas net revenues in the 1997 period reflect increased retention of net revenues from interruptible sales. Steam net revenues in the 1997 period reflect milder than normal winter weather, offset in part by a rate increase effective October 1996. There is no weather normalization provision for steam revenues. Electric sales, excluding off-system sales, in the first quarter of 1997 compared with the 1996 period were: 1st Quarter 1st Quarter Percent Description 1997 1996 Variation Variation (Millions of Kwhrs.) Residential/Religious 2,642 2,710 (68) (2.5)% Commercial/Industrial 6,142 6,311 (169) (2.7)% Other 148 153 (5) (3.3)% Total Con Edison Customers 8,932 9,174 (242) (2.6)% NYPA, Municipal Agency and Other Sales 2,435 2,427 8 .3 % Total Service Area 11,367 11,601 (234) (2.0)% For the first quarter of 1997, firm gas sales volume decreased 12.5 percent and steam sales volume decreased 14.5 percent compared with the 1996 period. The decreases in electric, gas and steam sales volumes for the 1997 period were due primarily to milder than normal 1997 winter weather compared with colder than normal 1996 winter weather. The first quarter of 1997 was almost 17 percent warmer than the 1996 period. After adjustment for comparability in both periods, primarily for variations in weather, electric sales volume in the Company's service territory increased 0.6 percent in the first quarter of 1997, firm gas sales volume decreased 0.4 percent and steam sales volume decreased 0.3 percent. Electric fuel costs decreased $19.7 million in the 1997 period due to decreased generation of electricity by the Company. Electric purchased power costs increased in the first quarter of 1997 by $36.9 million over the 1996 period due to increased unit purchases. During the 1997 period the Company purchased 69 percent of its electric energy requirements, compared with 58 percent for the 1996 period. The variations in fuel and purchased power costs also reflect the availability of the Company's Indian Point Unit 2 nuclear generating station, which was out of service for part of the 1997 period but was operating during most of the 1996 period. Steam fuel costs decreased $12.8 million due to decreased generation of steam by the Company. Steam purchased power costs were $11.8 million in the 1997 period; the Company did not purchase steam in the 1996 period. Gas purchased for resale increased $41.9 million reflecting a higher unit cost of purchased gas, partially offset by lower sendout. Other operations and maintenance expenses decreased $11.4 million for the first quarter of 1997 compared with the 1996 period, due primarily to lower distribution expenses, reflecting the milder than normal winter. - 17 - Depreciation and amortization decreased $8.8 million in the first quarter of 1997; an additional provision for depreciation expense of $13.9 million was recorded in the 1996 period to offset a gain on refunding of preferred stock. Federal income tax decreased $12.9 million for the quarter reflecting lower pre-tax income. Interest on long-term debt for the quarter increased $4.4 million, principally as a result of the issuance in March 1996 of subordinated debentures to refund preferred stock. Twelve Months Ended March 31, 1997 Compared with Twelve Months Ended March 31, 1996 Net revenues (operating revenues less purchased power, fuel and gas purchased for resale) decreased $12.1 million in the 12 months ended March 31, 1997 compared with the 1996 period. Electric and steam net revenues decreased $32.8 million and $10.7 million, respectively. Gas net revenues increased $31.4 million. Electric net revenues in the 1997 period were lower than in the corresponding 1996 period, primarily due to a lower allowed return on common equity under the 1995 electric rate agreement. Electric net revenues for the 12 months ended March 31, 1997 were increased by $66.8 million under the revenue per customer provisions of the Modified ERAM, compared with $20.1 million for the 1996 period. Electric net revenues for the 12 months ended March 31, 1997 include $45.8 million, compared with $46.8 million for the 1996 period, for incentives earned under the 1995 electric rate agreement. Under the accounting provision of the 1995 electric rate agreement for Indian Point Unit 2 refueling and maintenance outages, electric net revenues for the 12 months ended March 31, 1997 were reduced by $22.5 million; related expenses decreased in like amount. Gas net revenues in the 1997 period reflect the October 1995 rate increase and retention of net revenues from interruptible sales. Gas net revenues for the 1997 and 1996 periods include $9.2 million and $7.4 million, respectively, for incentives earned under the 1994 gas rate agreement, related to achievement of gas system improvement targets and to customer service performance. Steam net revenues in the 1997 period reflect milder than normal winter weather, offset in part by a rate increase in October 1996. - 18 - Electric sales, excluding off-system sales, for the 12 months ended March 31, 1997 compared with the 12 months ended March 31, 1996 were: 12 Months 12 Months Ended Ended March 31, March 31, Percent Description 1997 1996 Variation Variation (Millions of Kwhrs.) Residential/Religious 10,800 10,988 (188) (1.7)% Commercial/Industrial 25,557 25,685 (128) (0.5)% Other 606 621 (15) (2.4)% Total Con Edison Customers 36,963 37,294 (331) (0.9)% NYPA, Municipal Agency and Other Sales 9,442 9,376 66 0.7 % Total Service Area 46,405 46,670 (265) (0.6)% For the 12 months ended March 31, 1997, firm gas sales volume decreased 3.7 percent and steam sales volume decreased 8.7 percent compared with the 1996 period. The decreases in electric, gas and steam sales volumes for the 1997 period are due primarily to milder than normal 1997 winter weather compared with colder than normal 1996 winter weather. After adjustment for comparability in both periods, primarily for variations in weather, electric sales volume in the Company's service territory in the 12 months ended March 31, 1997 increased 0.9 percent. Similarly adjusted, firm gas sales volume increased 0.5 percent and steam sales volume decreased 1.3 percent. Electric fuel costs decreased $38.2 million in the 1997 period due to decreased generation of electricity by the Company. Purchased power costs increased in the 1997 period by $142.4 million over the 1996 period reflecting increased unit purchases and unit costs. During the 1997 period, the Company purchased 62 percent of its electric energy requirements, compared with 58 percent for the 1996 period. The variations in fuel and purchased power costs also reflect the operation of the Company's Indian Point Unit 2 nuclear generating station, which had higher availability in the 1997 period than in the 1996 period. Steam fuel costs increased $4.8 million due to a higher unit cost of fuel, partially offset by decreased generation of steam by the Company. Steam purchased power costs were $15.6 million in the 1997 period; the Company did not purchase steam in the 1996 period. Gas purchased for resale increased $130.5 million, reflecting a higher unit cost of purchased gas, partially offset by lower sendout. - 19 - Other operations and maintenance expenses decreased $29.9 million in the 12 months ended March 31, 1997 compared with the 1996 period, due to decreases in: (1) the amortization of previously deferred Enlightened Energy program costs, reflecting lower program costs; (2) electric production expenses (principally due to the Indian Point Unit 2 refueling and maintenance outage in the 1996 period); and (3) distribution expenses. These decreases were partially offset by higher pension and other postretirement benefit expenses (due to changes in actuarial assumptions). Depreciation and amortization increased $8.4 million in the 1997 period due principally to higher plant balances. Taxes, other than federal income tax, increased $14.6 million in the 12 months ended March 31, 1997 compared with the 1996 period, reflecting primarily increased property taxes. Investment income decreased $9.3 million in the 1997 period due primarily to lower investment balances. Interest on long-term debt for the 12-month period ended March 31, 1997 increased $10.5 million, principally as a result of the issuance in March 1996 of subordinated debentures to refund preferred stock. - 20 - PART II. - OTHER INFORMATION ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K (a) EXHIBITS Exhibit 12 Statement of computation of ratio of earnings to fixed charges for the twelve-month periods ended March 31, 1997 and 1996. Exhibit 27 Financial Data Schedule. (To the extent provided in Rule 402 of Regulation S-T, this exhibit shall not be deemed "filed", or otherwise subject to liabilities, or be deemed part of a registration statement.) (b) REPORTS ON FORM 8-K The Company filed a Current Report on Form 8-K, dated March 13, 1997, reporting (under Item 5) matters discussed under "Liquidity and Capital Resources - Competition and Industry Restructuring and PSC Settlement Agreement" in Item 7 of the Company's Annual Report on Form 10-K for the year ended December 31, 1996. As to these matters, see also the discussion under "Liquidity and Capital Resources - PSC Settlement Agreement" in Item 2 of this report. The Company filed no other Current Reports on Form 8-K during the quarter ended March 31, 1997. - 21 - 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 thereunto duly authorized. CONSOLIDATED EDISON COMPANY OF NEW YORK, INC. DATE: May 5, 1997 Joan S. Freilich Joan S. Freilich Senior Vice President, Chief Financial Officer and Duly Authorized Officer DATE: May 5, 1997 John F. Cioffi John F. Cioffi Vice President, Controller, and Chief Accounting Officer INDEX TO EXHIBITS SEQUENTIAL PAGE EXHIBIT NUMBER AT WHICH NO. DESCRIPTION EXHIBIT BEGINS 12 Statement of computation of ratio of earnings to fixed charges for the twelve-month periods ended March 31, 1997 and 1996. 27 Financial Data Schedule. (To the extent provided in Rule 402 of Regulation S-T, this exhibit shall not be deemed "filed", or otherwise subject to liabilities, or be deemed part of a registration statement.)









                CONSOLIDATED EDISON COMPANY OF NEW YORK, INC.
                      RATIO OF EARNINGS TO FIXED CHARGES
                             TWELVE MONTHS ENDED

                            (Thousands of Dollars)




                                               MARCH                 MARCH
                                                1997                  1996

Earnings
   Net Income                              $    667,729         $   697,356
   Federal Income Tax                           362,900             357,470
   Federal Income Tax Deferred                   28,870              36,750
   Investment Tax Credits Deferred               (8,850)             (9,250)
      Total Earnings Before
        Federal Income Tax                     1,050,649          1,082,326

Fixed Charges*                                   347,154            347,929

      Total Earnings Before Federal
        Income Tax and Fixed Charges          $1,397,803         $1,430,255



*Fixed Charges

Interest on Long-Term Debt                  $    300,781        $   287,567
Amortization of Debt Discount,
   Premium and Expenses                           11,421             14,162
Interest Component of Rentals                     18,058             19,596
Other Interest                                    16,894             26,604

      Total Fixed Charges                   $    347,154        $   347,929


Ratio of Earnings to Fixed Charges                  4.03               4.11


 





UT THE SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM CONSOLIDATED BALANCE SHEET, INCOME STATEMENT AND STATEMENT OF CASH FLOWS AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS AND THE NOTES THERETO 1,000 DEC-31-1997 MAR-31-1997 3-MOS PER-BOOK 11,082,492 193,894 1,221,535 645,470 967,977 14,111,368 587,520 856,296 4,322,562 5,766,378 84,550 237,987 4,239,066 0 0 0 103,762 0 41,958 2,652 3,635,015 14,111,368 1,886,148 92,140 1,546,490 1,638,630 247,518 1,374 248,892 82,284 166,608 4,604 162,004 123,377 312,203 259,784 0.69 0.69