Edgar Filing: William Longhi G

Ownership Submission

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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(Print or Type Responses)

1. Name and Address of Reporting Person ^*

Â William Longhi G

2. Date of Event Requiring Statement (Month/Day/Year)
02/01/2009

3. Issuer Name and Ticker or Trading Symbol
CONSOLIDATED EDISON INC [ED]

(Last)

(First)

(Middle)

CONSOLIDATED EDISON, INC. C/O SECRETARY,Â 4 IRVING PLACE, ROOM 1618-S

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

_____ Director	_____ 10% Owner
__X__ Officer (give title below)	_____ Other (specify below)
President & CEO, O&R

5. If Amendment, Date Original Filed(Month/Day/Year)

(Street)

NEW YORK,Â NYÂ 10003

6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

(City)

(State)

(Zip)

Table I - Non-Derivative Securities Beneficially Owned

1.Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	1,649	D	Â
Common Stock	2,192.22	I	Tax Reduction Act Stock Ownership Plan (TRASOP)
Common Stock	70	I	By Spouse

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.			SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security		6. Nature of Indirect Beneficial Ownership (Instr. 5)
Employee Stock Option (Right to Buy)	04/18/2005	04/18/2012	Common Stock	10,000	$ 42.51	D	Â
Employee Stock Option (Right to Buy)	01/15/2007	01/15/2014	Common Stock	8,000	$ 43.06	D	Â
Employee Stock Option (Right to Buy)	01/20/2008	01/20/2015	Common Stock	8,000	$ 43.72	D	Â
Employee Stock Option (Right to Buy)	01/19/2009	01/19/2016	Common Stock	10,000	$ 46.88	D	Â
Performance Restricted Stock Units (Phantom Stock) ⁽¹⁾	Â ⁽²⁾	Â ⁽²⁾	Common Stock	3,500 ⁽⁵⁾	$ ⁽⁶⁾	D	Â
Performance Restricted Stock Units (Phantom Stock) ⁽¹⁾	Â ⁽³⁾	Â ⁽³⁾	Common Stock	7,300 ⁽⁵⁾	$ ⁽⁶⁾	D	Â
Performance Restricted Stock Units (Phantom Stock) ⁽¹⁾	Â ⁽⁴⁾	Â ⁽⁴⁾	Common Stock	8,900 ⁽⁵⁾	$ ⁽⁶⁾	D	Â

Reporting Owners

Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
William Longhi G CONSOLIDATED EDISON, INC. C/O SECRETARY 4 IRVING PLACE, ROOM 1618-S NEW YORK,Â NYÂ 10003	Â	Â	Â President & CEO, O&R	Â

Signatures

Peter J. Barrett; Attorney-in-Fact		02/10/2009
^**Signature of Reporting Person		Date

Explanation of Responses:

*	If the form is filed by more than one reporting person, see Instruction 5(b)(v).
**	Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1)	Each Performance Restricted Stock Unit ("PRSU"), granted under the Consolidated Edison, Inc. ("Company") Long Term Incentive Plan (the "LTIP"), is the economic equivalent of one share of Company common stock.
(2)	PRSUs will vest in 2010 when they are determined and awarded by the Management Development and Compensation Committee (the "MD&C Committee") of the Company's Board of Directors.
(3)	PRSUs will vest in 2011 when they are determined and awarded by the MD&C Committee of the Company's Board of Directors.
(4)	PRSUs will vest in 2012 when they are determined and awarded by the MD&C Committee of the Company's Board of Directors.
(5)	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 Company LTIP.
(6)	Not applicable.

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