SECURITIES AND EXCHANGE COMMISSION

                     Washington, D.C. 20549


                            FORM 8-K


                         CURRENT REPORT


             Pursuant to Section 13 or 15(d) of the

                 Securities Exchange Act of 1934


      Date of Report (Date of earliest event reported): June 3, 1994


               ORANGE AND ROCKLAND UTILITIES, INC.
     (Exact name of Registrant as specified in its charter)

Incorporated in New York      1-4315         13-1727729
(State or Other               (Commission    (IRS Employer
Jurisdiction of               File Number)   Identification 
Incorporation)                               Number)


        One Blue Hill Plaza, Pearl River, New York  10965
      (Address of principal executive offices)  (zip code)


    Registrant's telephone number, including area code: (914) 352-6000



Items 1. - 4.  Not Applicable.

Item 5.        Other Events.

     Reference is made to Part I, Item 3., Legal Proceedings, in
the Company's Annual Report on Form 10-K for the fiscal year
ended December 31, 1993 and Part I, Item 2., Management's
Discussion and Analysis of Financial Condition and Results of
Operations under the subheading "Rate Activities", and Part II,
Item 1., Legal Proceedings, in the Company's Report on Form 10-Q
for the quarter ended March 31, 1994, for a description of (1) an
electric rate case filed by the Company with the New York Public
Service Commission ("NYPSC") on January 29, 1993, (Case 93-E-
0082) requesting a $17.1 million (4.8%) annual increase in
electric revenues; (2) the Company's application for a three year
(1994-1996) extension of the Revenue Decoupling Mechanism ("RDM")
revenue reconciliation and operating cost adjustment procedure;
and (3) ongoing investigations of the Company (the "Investi-
gations") in connection with the arrest, in August, 1993, of then
Vice President Linda Winikow and her subsequent guilty plea to a
felony and two misdemeanor charges.

     On June 10, 1994, the NYPSC issued an Order terminating Case
93-E-0082.  In this Order, the NYPSC allowed the Company to
continue its RDM with certain modifications.  The allowed equity
return was reduced from 11.45% to 10.6%, and the 55 basis point
"deadband" has been eliminated.  The Order also eliminates any
sharing by shareholders of earnings above 10.6%.  Rather, all
earnings above 10.6% will be deferred for later disposition. In
addition, expiring amortizations that have been built into rates
are to be used to fund the "most significant" undercollection
deferrals for ongoing programs, or to write off significant
deferred prior period expenditures.  These expiring amortizations
could be used to fund future cost increases such as those
relating to post-retirement benefits other than pensions and non-
utility generator buyouts.    

     All of these adjustments to the RDM are effective as of
January 1, 1994 and the NYPSC has ordered the Company to file
tariff revisions to establish a new RDM factor of adjustment
effective July 1, 1994.  

     Other conditions of the NYPSC's December 16, 1993 Order in
Case 93-E-0082 are to continue in effect.  These include that $3
million of revenue continue to be made subject to refund pending
final resolution of the ongoing investigation.  A demand-side
management ("DSM") incentive set at 5% of net resource savings
based on the approved 1994 DSM program also shall remain in
effect.

     Reference is made to Part I, Item 2., Management's
Discussion and Analysis of Financial Condition and Results of
Operations under the subheading "Rate Activities", in the
Company's Report on Form 10-Q for the quarter ended March 31,
1994, for a description of (1) the provisions of a settlement
agreement entered into by the Company and the NYPSC with regard
to the Company's most recent gas rate proceeding (Case 93-G-
0779); and (2) the Company's agreement, pursuant to an NYPSC
Order issued December 1, 1993, to suspend until June 30, 1994,
the implementation of a second stage increase in gas rates and
charges for gas services provided for by such settlement
agreement.  On June 3, 1994, the NYPSC issued an Order in Case
93-G-0779 suspending the second stage increase in the Company's
gas rates and charges for gas services from June 30, 1994 to
December 30, 1994 in order to avoid the possibility of multiple
rate changes and to permit the orderly completion of the ongoing
Investigations of the Company.

Items 6. - 8.  Not Applicable.


                            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 hereunto duly authorized.


                              ORANGE AND ROCKLAND UTILITIES, INC.


                              By:                              
                                 Victor A. Roque    
                                 Vice President, General Counsel
                                   and Secretary                 
                                 

Dated:  June 22, 1994