Filed Under Rule 424(b)(3)
Registration No. 333-48561
PRICING SUPPLEMENT NO. 1 DATED MARCH 31, 1998
(To Prospectus Dated March 30, 1998)
COLONIAL GAS COMPANY
SECURED MEDIUM TERM NOTES, SERIES B
Due from 9 months to 40 years from Date of Issue
(Fixed Rate)
Principal Amount: $20,000,000
Interest Rate: 6.34% for first ten years and 7.12% for
years eleven through thirty
Interest Payment
Record Dates: February 5 and August 5
Interest Payment Dates: February 15 and August 15
Original Issue Date: April 7, 1998
Maturity Date: April 7, 2028
Agents' Commission: $125,000
Net Proceeds to Company: $19,875,000
_X_ These Notes cannot be redeemed by the Company prior to
maturity (except as provided in the Indenture).
___ These Notes may be redeemed, at the option of the
Company, prior to maturity.
Repayment at Option of Holder:
A holder of the Notes shall have the option to require repayment
of the Notes held by it in whole or in part (as provided below),
at par plus accrued interest on April 7, 2008 (the "Repayment
Date"), upon notification to the Company and the Trustee given
not less than 30 nor more than 60 days prior to the Repayment
Date. This option may be exercised by a holder of Notes for less
than the entire principal amount held by it, provided the
principal amount which is to be repaid to such holder is equal to
$1,000 or an integral multiple of $1,000. Such election by a
holder to tender Notes for repayment will be irrevocable.
