CONSOLIDATED EDISON INC — Director's Dealing 2011

May 12, 2011

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: CONSOLIDATED EDISON INC (ED)
CIK: 0001047862
Period of Report: 2011-05-10

Reporting Person: RESHESKE FRANCES (SVP, Public Affairs)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2011-05-10	Common Stock	M	16000	$43.06	Acquired	39783.87	Direct
2011-05-10	Common Stock	M	16000	$43.72	Acquired	55783.87	Direct
2011-05-10	Common Stock	M	16000	$46.88	Acquired	71783.87	Direct
2011-05-10	Common Stock	S	48000	$53.63	Disposed	23783.87	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2011-05-10	Employee Stock Option (Right to Buy)	$43.06	M	16000	Disposed	2014-01-15	Common Stock (16000)	Direct
2011-05-10	Employee Stock Option (Right to Buy)	$43.72	M	16000	Disposed	2015-01-20	Common Stock (16000)	Direct
2011-05-10	Employee Stock Option (Right to Buy)	$46.88	M	16000	Disposed	2016-01-19	Common Stock (16000)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	1105.78	Indirect

Footnotes

F1: Represents the weighted average sale price of the shares of Consolidated Edison, Inc. (the "Company") common stock sold by Ms. Resheske. The shares were sold in multiple transactions at prices ranging from $53.63 to $53.66, inclusive. The reporting person will provide the Company, any security holder of the Company, or the staff of the Securities and Exchange Commission, upon request, full information regarding the numbers of shares purchased at each separate price within the ranges set forth in this footnote (1) to this Form 4.

F2: Not applicable.