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CONSOLIDATED EDISON INC Director's Dealing 2012

Feb 22, 2012

30095_dirs_2012-02-22_1e362f18-785c-4918-8ffd-eadb904d4534.zip

Director's Dealing

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SEC Form 4/A — Form 4/A

Issuer: CONSOLIDATED EDISON INC (ED)
CIK: 0001047862
Period of Report: 2012-02-17

Reporting Person: Ivey Craig S (President (CECONY))

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2012-02-17 Performance Restricted Stock Units (Phantom Stock) $ A 28000 Acquired Common Stock (28000) Direct

Holdings (Non-Derivative)

Security Shares Ownership
Common Stock 7522.75 Direct
Common Stock 264.07 Indirect

Footnotes

F1: Each Performance Restricted Stock Unit ("PRSU") is the economic equivalent of one share of Consolidated Edison, Inc. ("Company") common stock.

F2: PRSUs granted under the Company's Long Term Incentive Plan (the "LTIP") will vest in 2015 when they are determined and awarded by the Management Development and Compensation Committee of the Company's Board of Directors.

F3: The number of shares (or cash equivalents) will be adjusted based on certain performance criteria, including criteria other than the market price, as specified under the LTIP.

F4: Not Applicable.