8-K

                                
                                
                                
                                
                                
                                
                                
                                
                                
                                
               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):  July 1, 1997
                                
               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)   (zipcode)

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

Items 1. - 4.     Not Applicable.


Item 5.   Other Events

          On July 1, 1997, the Company issued the press release filed
          herewith as Exhibit 99.7.


Item 6.   Not Applicable.


Item 7.   Financial Statements and Exhibits

                       Exhibit 99.7 - Press Release of the
                       Company dated July 1, 1997.


Item 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:
                                 Robert J. McBennett
                                 Treasurer







Dated:   July 1, 1997








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                          EXHIBIT INDEX




                                                         Page

Exhibit 99.7                                          4

Press Release of the Company dated July 1, 1997.









































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EX-99.7

                                                  EXHIBIT 99.7







NORSTAR MANAGEMENT NEGOTIATIONS WITH UGI ENERGY TERMINATED



Pearl River, NY, July 1, 1997 - Citing an inability to reach a

definitive purchase agreement with UGI Energy Services, Inc.,

NORSTAR Management, Inc., an indirect subsidiary of Orange and

Rockland Utilities, Inc., today announced that its transaction

with UGI has been terminated by mutual agreement.  NORSTAR

Management, Inc., headquartered in Houston, TX, had entered into

a letter of intent for the sale of certain of the assets of

NORSTAR Energy Limited Partnership, a natural gas services and

marketing company, to UGI.  As announced in mid-June, NORSTAR

intends to wind up the remaining portion of the partnership

business.

     According to Orange and Rockland Vice Chairman and Chief

Executive Officer, D. Louis Peoples, "While we are disappointed

that this transaction did not reach fruition, we remain committed

to shedding NORSTAR as part of the Company's strategy to position

its operational and financial resources into selective

competitive markets as we enter into a deregulated era.  To that

end, certain NORSTAR assets remain on the market."











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