PUBLIC SERVICE ELECTRIC & GAS CO
10-Q, 1995-08-14
ELECTRIC & OTHER SERVICES COMBINED
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 <PAGE>
===========================================================================
                                  FORM 10-Q

                                UNITED STATES
                     SECURITIES AND EXCHANGE COMMISSION
                          Washington, D. C.  20549

/X/  QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
                    SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended June 30, 1995

                     Commission file number 1-9120

              Public Service Enterprise Group Incorporated
           ------------------------------------------------------
           (Exact name of registrant as specified in its charter)

          New Jersey                                       22-2625848
-------------------------------                        -------------------
(State or other jurisdiction of                        (I.R.S. Employer
incorporation or organization)                         Identification No.)

80 Park Plaza, P. O. Box 1171, Newark, New Jersey              07101-1171
-------------------------------------------------             ------------
   (Address of principal executive offices)                    (Zip Code)

Registrant's telephone number, including area code: 201 430-7000
                                                    ------------
                   Commission file number 1-973

               Public Service Electric and Gas Company
       ------------------------------------------------------
       (Exact name of registrant as specified in its charter)

          New Jersey                                        22-1212800
-------------------------------                        -------------------
(State or other jurisdiction of                         (I.R.S. Employer
incorporation or organization)                         Identification No.)

80 Park Plaza, P. O. Box 570, Newark, New Jersey               07101-0570
------------------------------------------------              ------------
(Address of principal executive offices)                       (Zip Code)

Registrant's telephone number, including area code: 201 430-7000
                                                    ------------
     Indicate by check mark whether the registrant (1) has filed all
reports required to be filed by Section 13 or 15(d) of the Securities
Exchange Act of 1934 during the preceding 12 months (or for such shorter
period that the registrant was required to file such reports), and (2) has
been subject to such filing requirements for the past 90 days.
                                              Yes  x        No
                                                  ----        ----
The number of shares outstanding of Public Service Enterprise Group
Incorporated's sole class of common stock, as of the latest practicable
date, was as follows:
             Class                        Outstanding at July 31, 1995
             -----                        -----------------------------
   Common Stock, without par value                  244,697,930

     As of July 31, 1995, Public Service Electric and Gas Company had
issued and outstanding 132,450,344 shares of Common Stock, without nominal
or par value, all of which were privately held, beneficially and of record
by Public Service Enterprise Group Incorporated.
===========================================================================
 <PAGE>
                           TABLE OF CONTENTS
                           -----------------
                                                                     Page
                                                                     ----
PART I.  FINANCIAL INFORMATION

  Item 1.  Financial Statements

   Public Service Enterprise Group Incorporated (Enterprise):

     Consolidated Statements of Income for the Three, Six and
     Twelve Months Ended June 30, 1995 and 1994 ....................  1

     Consolidated Balance Sheets as of June 30, 1995, 1994
     and December 31, 1994 .........................................  2

     Consolidated Statements of Cash Flows for the Six and
     Twelve Months Ended June 30, 1995 and 1994 ....................  4

     Consolidated Statements of Retained Earnings for the
     Three, Six and Twelve Months Ended June 30, 1995 and 1994 .....  5

   Public Service Electric and Gas Company (PSE&G):

     Consolidated Statements of Income for the Three, Six and
     Twelve Months Ended June 30, 1995 and 1994 ....................  6

     Consolidated Balance Sheets as of June 30, 1995,
     1994 and December 31, 1994 ....................................  7

     Consolidated Statements of Cash Flows for the Six and
     Twelve Months Ended June 30, 1995 and 1994 ....................  9

     Consolidated Statements of Retained Earnings for the
     Three, Six and Twelve Months Ended June 30, 1995 and 1994 ..... 10

  Notes to Consolidated Financial Statements - Enterprise........... 11

  Notes to Consolidated Financial Statements - PSE&G................ 19


  Item 2.  Management's Discussion and Analysis of Financial
           Condition and Results of Operations
                Enterprise ......................................... 20
                PSE&G .............................................. 30

                                      i
 <PAGE>

                           TABLE OF CONTENTS
                           -----------------

                                                                     Page
                                                                     ----
PART II.  OTHER INFORMATION

  Item 5.  Other Information ........................................ 32

  Item 6.  Exhibits and Reports on Form 8-K ......................... 38

  Signatures - Public Service Enterprise Group Incorporated ......... 39

  Signatures - Public Service Electric and Gas Company .............. 39





























                                      ii
 <PAGE>
                                GLOSSARY OF TERMS

 The following is a glossary of frequently used abbreviations or acronyms
that are found in this report:


<TABLE>
<CAPTION>
           TERM                             MEANING
 -----------------------  ----------------------------------------------
 <S>                      <C>
 AFDC...................    Allowance for Funds used During Construction
 BPU....................    New Jersey Board of Public Utilities
 Capital................    PSEG Capital Corporation
 CEA....................    Community Energy Alternatives Incorporated
 DSM....................    Demand Side Management
 DSM Plan...............    DSM Incentive Resource Plan
 EBIT...................    Earnings before interest and taxes
 EDC....................    Energy Development Corporation
 EDHI...................    Enterprise Diversified Holdings Incorporated
 EGDC...................    Enterprise Group Development Corporation
 Enterprise.............    Public Service Enterprise Group Incorporated
 EPA....................    United States Environmental Protection Agency
 EPACT..................    Energy Policy Act
 FERC...................    Federal Energy Regulatory Commission
 Fuelco.................    PSE&G Fuel Corporation
 Funding................    Enterprise Capital Funding Corporation
 IRP....................    Integrated Electric Resource Plan
 Hope Creek.............    Hope Creek Nuclear Generating Station
 KWH....................    Kilowatthours
 LEAC...................    Electric Levelized Energy Adjustment Clause
 LGAC...................    Levelized Gas Adjustment Charge
 MD&A...................    Management's Discussion and Analysis of
                            Financial Condition and Results of Operations
 MIPS...................    Monthly Income Preferred Securities
 Mortgage...............    First and Refunding Mortgage of PSE&G
 MTNs...................    Medium-Term Notes
 MW.....................    Megawatts
 MWH....................    Megawatthours

</TABLE>



                                      iii
 <PAGE>

<TABLE>
<CAPTION>
           TERM                             MEANING
-----------------------  ----------------------------------------------
 <S>                      <C>

 NEIL..................     Nuclear Electric Insurance Limited
 NJDEP.................     New Jersey Department of Environmental
                            Protection
 NJGRT.................     New Jersey Gross Receipts and Franchise Tax
 NOPR...................    Notice of Proposed Rulemaking
 NPS....................    The BPU's nuclear performance standard
                            established for nuclear generating stations
                            owned by New Jersey electric utilities
 NRC....................    Nuclear Regulatory Commission
 Partnership............    Public Service Electric and Gas Capital, L.P.
 Peach Bottom...........    Peach Bottom Atomic Power Station, Units 2
                         and 3
 PECO...................    PECO Energy, Inc.
 Price Anderson.........    Price-Anderson liability provisions of the
                            Atomic Energy Act of 1954, as amended
 PSE&G..................    Public Service Electric and Gas Company
 PSCRC..................    Public Service Conservation Resources
                            Corporation
 PSRC...................    Public Service Resources Corporation
 RAC....................    Remediation Adjustment Clause
 Remediation Program....    PSE&G Manufactured Gas Plant Remediation
                            Program
 Salem..................    Salem Nuclear Generating Station, Units 1 and 2
 SEC....................    Securities and Exchange Commission
 Ventures...............    Enterprise Ventures and Service Corporation
</TABLE>










                                       iv
   <PAGE>
<TABLE>

                                PUBLIC SERVICE ENTERPRISE GROUP INCORPORATED

     The financial statements included herein as of June 30, 1995 and 1994 and for the periods then ended
are unaudited but, in the opinion of Enterprise's management, reflect all adjustments, consisting only of
normal recurring accruals, necessary for a fair presentation.

                                                     CONSOLIDATED STATEMENTS OF INCOME
                                                           (Thousands of Dollars)
<CAPTION>
                                  Three Months Ended         Six Months Ended         Twelve Months Ended
                                       June 30,                  June 30,                  June 30,
                               ------------------------  ------------------------  ------------------------
                                  1995         1994          1995         1994         1995         1994
                               -----------  -----------  -----------  -----------  -----------  -----------
<S>                            <C>          <C>          <C>          <C>          <C>          <C>
OPERATING REVENUES
 Electric......................$   966,245  $   903,348  $ 1,911,283  $ 1,792,690  $ 3,858,306  $ 3,726,181
 Gas...........................    269,190      279,532      903,668    1,081,189    1,601,007    1,787,322
 Nonutility Activities.........     93,349       96,708      190,101      201,166      393,137      428,404
                               -----------  -----------  -----------  -----------  -----------  -----------
     Total Operating Revenues..  1,328,784    1,279,588    3,005,052    3,075,045    5,852,450    5,941,907
                               -----------  -----------  -----------  -----------  -----------  -----------
OPERATING EXPENSES
 Operation
   Fuel for Electric
     Generation and
     Interchanged Power........    210,214      158,250      418,324      325,451      788,636      688,726
    Gas Purchased and Materials
      for Gas Produced.........    166,011      163,986      510,204      624,542      909,618    1,034,829
    Other......................    265,665      257,334      519,571      507,512    1,130,582    1,038,752
 Maintenance...................     68,038       75,437      132,083      151,912      288,251      325,235
 Depreciation and Amortization     169,286      157,932      333,542      314,171      653,399      618,493
 Property Impairments..........      --           --           --           --           --          77,637
 Taxes
    Federal Income Taxes.......     55,642       67,824      162,431      188,298      286,684      343,801
    New Jersey Gross Receipts
      Taxes....................    139,274      125,400      316,063      316,703      582,527      609,877
    Other......................     21,415       20,700       45,260       44,783       82,759       81,200
                               -----------  -----------  -----------  -----------  -----------  -----------
     Total Operating Expenses..  1,095,545    1,026,863    2,437,478    2,473,372    4,722,456    4,818,550
                               -----------  -----------  -----------  -----------  -----------  -----------
OPERATING INCOME...............    233,239      252,725      567,574      601,673    1,129,994    1,123,357
                               -----------  -----------  -----------  -----------  -----------  -----------
OTHER INCOME
  Allowance for Funds Used
    During Construction -
    Equity.....................      1,787        1,874        3,269        3,662       12,396       10,482
  Miscellaneous - net..........      1,555        1,348        3,557        2,503        7,484       (5,071)
                               -----------  -----------  -----------  -----------  -----------  -----------
       Total Other Income......      3,342        3,222        6,826        6,165       19,880        5,411
                               -----------  -----------  -----------  -----------  -----------  -----------
INCOME BEFORE INTEREST CHARGES
  AND DIVIDENDS ON PREFERRED
  SECURITIES...................    236,581      255,947      574,400      607,838    1,149,874    1,128,768
                               -----------  -----------  -----------  -----------  -----------  -----------
INTEREST CHARGES
  Long-Term Debt...............    111,193      115,947      222,797      228,059      453,896      458,195
  Short-Term Debt..............      7,592        6,086       12,419        9,920       26,461       17,946
  Other........................      7,128        1,624       13,833        4,475       22,163       13,669
                               -----------  -----------  -----------  -----------  -----------  -----------
       Total Interest Charges..    125,913      123,657      249,049      242,454      502,520      489,810
Allowance for Funds Used During
 Construction - Debt and
 Capitalized Interest..........    (12,196)      (7,739)     (22,302)     (15,052)     (41,043)     (26,746)
                               -----------  -----------  -----------  -----------  -----------  -----------
Net Interest Charges...........    113,717      115,918      226,747      227,402      461,477      463,064
                               -----------  -----------  -----------  -----------  -----------  -----------
Preferred Securities Dividend
  Requirements.................     12,197       10,144       24,394       20,424       46,117       39,959
                               -----------  -----------  -----------  -----------  -----------  -----------
NET INCOME.....................$   110,667  $   129,885  $   323,259  $   360,012  $   642,280  $   625,745
                               ===========  ===========  ===========  ===========  ===========  ===========
SHARES OF COMMON STOCK
OUTSTANDING
 End of Period ................244,697,930  244,697,930  244,697,930  244,697,930  244,697,930  244,697,930
 Average for Period ...........244,697,930  244,697,930  244,697,930  244,239,893  244,697,930  243,296,564

EARNINGS PER AVERAGE SHARE OF
COMMON STOCK...................       $.45         $.53        $1.32        $1.47       $2.62         $2.57
                               ===========  ===========  ===========  ===========  ===========  ===========
DIVIDENDS PAID PER SHARE OF
 COMMON STOCK .................       $.54         $.54        $1.08        $1.08       $2.16         $2.16
                               ===========  ===========  ===========  ===========  ==========   ===========
<FN>
     See Notes to Consolidated Financial Statements.
</TABLE>
   <PAGE>

<TABLE>
                             PUBLIC SERVICE ENTERPRISE GROUP INCORPORATED
                                       CONSOLIDATED BALANCE SHEETS
                                         (Thousands of Dollars)
<CAPTION>
                                                              June 30,         June 30,      December 31,
ASSETS                                                         1995              1994            1994
------                                                     ------------     ------------     ------------
<S>                                                        <C>              <C>              <C>
UTILITY PLANT - Original cost
  Electric ..............................................  $ 12,598,360     $ 12,193,592     $ 12,345,919
  Gas ...................................................     2,381,112        2,227,899        2,318,233
  Common ................................................       522,689          525,102          545,131
                                                           ------------     ------------     ------------
       Total ............................................    15,502,161       14,946,593       15,209,283
  Less: accumulated depreciation and amortization........     5,328,551        4,980,410        5,147,105
                                                           ------------     ------------     ------------
       Net ..............................................    10,173,610        9,966,183       10,062,178
  Nuclear Fuel in Service, net of accumulated
   amortization - $330,025, $270,360 and
   $302,906, respectively ...............................       178,454          226,282          205,273
                                                           ------------     ------------     ------------
       Net Utility Plant in Service .....................    10,352,064       10,192,465       10,267,451
  Construction Work in Progress, including Nuclear
   Fuel in Process - 92,846, 52,841 and
   $65,429, respectively ................................       756,753          680,640          806,934
  Plant Held for Future Use .............................        23,966           17,913           23,860
                                                           ------------     ------------     ------------
       Net Utility Plant ................................    11,132,783       10,891,018       11,098,245
                                                           ------------     ------------     ------------
INVESTMENTS AND OTHER PROPERTY
  Long-Term Investments, net of amortization -$3,489,
     $1,504 and $2,365, and net valuation allowances -
     $17,105, $17,104 and $17,104 respectively ..........     1,693,605        1,657,420        1,625,952
  Oil and Gas Property, Plant and Equipment, net of
    accumulated depreciation and amortization -
    $787,588, $736,059 and $748,245, respectively .......       589,088          556,387          577,913
  Real Estate Property and Equipment, net of accumulated
    depreciation - $16,141, $12,525 and $14,242, and
    net of valuation allowance - $23,306, $22,514 and
    $23,264, respectively ...............................       111,307          104,920          115,210
  Other Plant, net of accumulated depreciation
    and amortization - $5,825, $4,149
    and $4,653, respectively ............................        28,298           28,474           36,063
  Nuclear Decommissioning and Other Special Funds .......       252,774          216,738          233,022
  Other Assets - net ....................................        75,860           91,374           85,478
                                                           ------------     ------------     ------------
       Total Investments and Other Property .............     2,750,932        2,655,313        2,673,638
                                                           ------------     ------------     ------------
CURRENT ASSETS
  Cash and Cash Equivalents .............................        77,720          179,854           67,866
  Accounts Receivable:
    Customer Accounts Receivable ........................       387,664          448,371          434,207
    Other Accounts Receivable ...........................       183,248          157,620          211,779
    Less:  Allowance for Doubtful Accounts ..............        40,031           30,877           40,915
  Unbilled Revenues .....................................       128,309          129,973          204,056
  Fuel, at average cost .................................       257,488          224,130          268,927
  Materials and Supplies, net of inventory valuation
    reserves - $18,200,$8,525 and $18,200, respectively..       149,359          166,478          148,285
  Prepaid Gross Receipts Taxes ..........................       304,705          268,364            --
  Deferred Income Taxes .................................        23,967           15,868           25,311
  Miscellaneous Current Assets ..........................        35,615           28,410           37,356
                                                           ------------     ------------     ------------
       Total Current Assets .............................     1,508,044        1,588,191        1,356,872
                                                           ------------     ------------     ------------
DEFERRED DEBITS
  Property Abandonments - net ...........................        79,308           97,010           88,269
  Oil and Gas Property Write-Down .......................        38,655           43,809           41,232
  Unamortized Debt Expense ..............................       127,747          126,571          134,599
  Deferred OPEB Costs ...................................       182,736          133,334          116,476
  Under Recovered Electric Energy and Gas Costs - net ...       138,394          161,368          172,563
  Unrecovered Environmental Costs (note 2) ..............       134,436          135,691          138,435
  Unrecovered Plant and Regulatory Study Costs ..........        35,475           35,412           37,128
  Unrecovered SFAS 109 Deferred Income Taxes ............       790,561          789,103          791,393
  Deferred Decontamination and Decommissioning Costs ....        53,016           56,546           53,016
  Other .................................................        10,100           56,328           15,574
                                                           ------------     ------------     ------------
       Total Deferred Debits ............................     1,590,428        1,635,172        1,588,685
                                                           ------------     ------------     ------------
       Total ............................................  $ 16,982,187     $ 16,769,694     $ 16,717,440
                                                           ============     ============     ============
<FN>
See Notes to Consolidated Financial Statements.
</TABLE>
 <PAGE>

<TABLE>
                                    PUBLIC SERVICE ENTERPRISE GROUP INCORPORATED

                                             CONSOLIDATED BALANCE SHEETS
                                                (Thousands of Dollars)

<CAPTION>
                                                        June 30,         June 30,        December 31,
CAPITALIZATION AND LIABILITIES                            1995             1994              1994
------------------------------                        ------------     ------------     --------------
<S>                                                   <C>              <C>              <C>
CAPITALIZATION
  Common Equity
    Common Stock .................................... $  3,801,157     $  3,801,157      $ 3,801,157
    Retained Earnings ...............................    1,568,995        1,456,025        1,510,010
                                                      ------------     ------------      ------------
       Total Common Equity ..........................    5,370,152        5,257,182        5,311,167
Subsidiaries' Securities and Obligations
  Preferred Securities
    Preferred Stock Without Mandatory Redemption.....      384,994          459,994          384,994
    Preferred Stock With Mandatory Redemption .......      150,000          150,000          150,000
    Monthly Income Preferred Securities .............      150,000            --             150,000
  Long-Term Debt ....................................    5,235,367        5,375,709        5,180,657
                                                      ------------     ------------     ------------
       Total Capitalization .........................   11,290,513       11,242,885       11,176,818
                                                      ------------     ------------     ------------
OTHER LONG-TERM LIABILITIES
  Decontamination, Decommissioning, and Low Level
    Radwaste Costs ..................................       59,180           56,546           56,149
  Environmental Costs (note 2) ......................      105,600          108,039          105,684
  Capital Lease Obligations .........................       53,450           52,824           53,770
                                                      ------------     ------------     ------------
       Total Other Long-Term Liabilities.............      218,230          217,409          215,603
                                                      ------------     ------------     ------------
CURRENT LIABILITIES
  Long-Term Debt due within one year ................      242,806          482,176          499,738
  Commercial Paper and Loans ........................      883,055          703,223          491,586
  Book Overdrafts ...................................       58,833           35,461           86,576
  Accounts Payable ..................................      402,160          369,636          433,471
  Other Taxes Accrued ...............................       52,114           36,206           44,149
  Interest Accrued ..................................       80,504          113,103          107,962
  Estimated Liability for Vacation Pay ..............       30,334           31,546           27,080
  Customer Deposits .................................       32,942           35,450           33,698
  Liability for Injuries and Damages ................       30,568           28,129           29,814
  Miscellaneous Environmental Liabilities ...........       14,255            4,375           15,365
  Other .............................................       55,232           42,108           87,480
                                                      ------------     ------------     ------------
       Total Current Liabilities ....................    1,882,803        1,881,413        1,856,919
                                                      ------------     ------------     ------------
DEFERRED CREDITS
  Accumulated Deferred Income Taxes .................    2,949,305        2,821,054        2,905,390
  Accumulated Deferred Investment Tax Credits .......      402,459          422,790          412,466
  Deferred OPEB Costs ...............................      182,736          133,334          116,476
  Other .............................................       56,141           50,809           33,768
                                                      ------------     ------------     ------------
       Total Deferred Credits .......................    3,590,641        3,427,987        3,468,100
                                                      ------------     ------------     ------------
COMMITMENTS AND CONTINGENCIES (note 2)
       Total ........................................ $ 16,982,187     $ 16,769,694     $ 16,717,440
                                                      ============     ============     ============
</TABLE>

 <PAGE>
<TABLE>
                                    PUBLIC SERVICE ENTERPRISE GROUP INCORPORATED
                                        CONSOLIDATED STATEMENTS OF CASH FLOWS
                                                (Thousands of Dollars)

<CAPTION>
                                                 Six Months Ended           Twelve Months Ended
                                                    June 30,                     June 30,
                                            --------------------------    --------------------------
                                                1995          1994            1995           1994
                                            ------------   -----------    -----------    -----------
<S>                                         <C>            <C>            <C>            <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
  Net Income .............................. $    323,259   $   360,012    $   642,280    $   625,745
Adjustments to reconcile net income to
  net cash flows from operating activities:
  Depreciation and Amortization ...........      333,542       314,171        653,399        618,493
  Amortization of Nuclear Fuel ............       47,490        44,827         97,836         94,955
  Recovery (Deferral) of Electric Energy
    and Gas Costs - net ...................       34,169       (99,334)        22,974       (217,818)
  Loss from Property Impairments ..........         --           --             --            77,637
  Amortization of Discounts on Property
    Abandonments and Disallowance..........       (3,038)       (3,481)        (6,300)        (7,177)
  Unrealized Gains on Investments - net....       (9,311)       (8,906)       (26,734)       (13,718)
  Provision for Deferred Income
    Taxes - net............................       37,930        98,964         77,885        195,311
  Investment Tax Credits - net ............      (10,007)       (9,923)       (20,331)       (19,647)
  Allowance for Funds Used During
    Construction - Debt and Equity and
    Capitalized Interest...................      (25,571)      (18,714)       (53,439)       (37,228)
  Proceeds from Leasing Activities - net...        3,783         3,476         27,989         14,857
  Changes in certain current assets
  and liabilities:
    Net decrease in Accounts Receivable
      and Unbilled Revenues................      149,937       188,480         45,897         21,804
    Net decrease (increase) in Inventory -
      Fuel and Materials and Supplies......       10,365        67,773        (16,239)        31,519
    Net (decrease) increase in
      Accounts Payable.....................      (31,311)     (149,625)        32,524        (28,541)
    Net change in Prepaid/Accrued
      Taxes................................     (296,740)     (535,125)       (20,433)      (252,641)
    Net change in Other Current Assets
      and liabilities......................      (54,479)        8,449        (26,180)       (16,577)
  Other ...................................       39,456        33,521         55,571         10,407
                                            ------------   -----------    -----------   ------------
       Net cash provided by operating
       activities .........................      549,474       294,565      1,486,699      1,097,381
                                            ------------   -----------    -----------   ------------
CASH FLOWS FROM INVESTING ACTIVITIES:
  Additions to Utility Plant,
    excluding AFDC ........................     (312,685)     (360,415)      (801,444)      (938,121)
  Additions to Oil and Gas Property,
    Plant and Equipment, excluding
    Capitalized Interest ..................      (54,563)      (92,254)      (111,832)      (138,029)
  Net (increase) decrease in Long-Term
    Investments and Real Estate ...........      (62,751)      (12,790)         8,455        100,784
  Increase in Decommissioning and Other
    Special Funds, excluding interest .....      (14,782)      (20,567)       (29,609)       (26,170)
  Cost of Plant Removal - net .............      (13,677)      (18,688)       (28,951)       (48,546)
  Other ...................................       14,756        (1,122)        23,032        (10,603)
                                            ------------   -----------    -----------   ------------
       Net cash used in investing
       activities .........................     (443,702)     (505,836)      (940,349)    (1,060,685)
                                            ------------   -----------    -----------   ------------
CASH FLOWS FROM FINANCING ACTIVITIES:
  Net increase in Short-Term Debt .........      391,469       125,587        179,832        485,117
  (Decrease) increase in Book Overdrafts ..      (27,743)      (27,531)        23,372        (14,674)
  Issuance of Long-Term Debt ..............      100,000       664,365        285,435      1,642,065
  Redemption of Long-Term Debt ............     (302,222)     (230,865)      (665,147)    (1,745,918)
  Long-Term Debt Issuance and
    Redemption Costs ......................         --            --          (29,811)       (50,154)
  Issuance of Preferred Stock .............         --          75,000           --           75,000
  Redemption of Preferred Stock ...........         --         (45,000)       (75,000)       (45,000)
  Issuance of Monthly Income
    Preferred Securities ..................         --            --          150,000           --
  Issuance of Common Stock ................         --          28,495           --           94,093
  Cash Dividends Paid on Common Stock .....     (264,274)     (263,797)      (528,548)      (525,628)
  Other ...................................        6,852        (6,501)        11,383         (7,760)
                                            ------------   -----------    -----------    -----------
       Net cash (used in) provided by
         financing activities .............      (95,918)      319,753       (648,484)       (92,859)
                                            ------------   -----------    -----------    -----------
Net increase (decrease) in Cash and
  Cash Equivalents ........................        9,854       108,482       (102,134)       (56,163)
Cash and Cash Equivalents at Beginning
  of Period ...............................       67,866        71,372        179,854        236,017
                                            ------------   -----------    -----------    -----------
Cash and Cash Equivalents at
  End of Period............................ $     77,720   $   179,854    $    77,720    $   179,854
                                            ============   ===========    ===========    ===========
Income Taxes Paid ......................... $    125,104   $    94,629    $   185,579    $   161,159
Interest Paid ............................. $    230,210   $   212,025    $   451,058    $   438,456
<FN>
See Notes to Consolidated Financial Statements.
</TABLE>
 <PAGE>

<TABLE>
                                 PUBLIC SERVICE ENTERPRISE GROUP INCORPORATED

                                 CONSOLIDATED STATEMENTS OF RETAINED EARNINGS
                                            (Thousands of Dollars)

<CAPTION>
                                 Three Months Ended         Six Months Ended         Twelve Months Ended
                                      June 30,                  June 30,                  June 30,
                              ------------------------  ------------------------  ------------------------
                                 1995         1994          1995         1994         1995         1994
                              -----------  -----------  -----------  -----------  -----------  -----------
<S>                           <C>          <C>          <C>          <C>          <C>          <C>

Balance at Beginning of
  Period......................$ 1,590,464  $ 1,458,357  $ 1,510,010  $ 1,361,018  $ 1,456,025  $ 1,358,284
Add:
  Net Income .................    110,667      129,885      323,259      360,012      642,280      625,745
                              -----------  -----------  -----------  -----------  -----------  -----------
     Total ...................  1,701,131    1,588,242    1,833,269    1,721,030    2,098,305    1,984,029
                              -----------  -----------  -----------  -----------  -----------  -----------

Deduct:
  Cash Dividends on
    Common Stock .............    132,136      132,137      264,274      263,797      528,548      525,628
  Capital Stock Expenses .....      --              80        --           1,208          762        2,376
                              -----------  -----------  -----------  -----------  -----------  -----------
     Total Deductions ........    132,136      132,217      264,274      265,005      529,310      528,004
                              -----------  -----------  -----------  -----------  -----------  -----------
Balance at End of Period .....$ 1,568,995  $ 1,456,025  $ 1,568,995  $ 1,456,025  $ 1,568,995  $ 1,456,025
                              ===========  ===========  ===========  ===========  ===========  ===========
<FN>

See Notes to Consolidated Financial Statements.
</TABLE>
   <PAGE>

<TABLE>
                                          PUBLIC SERVICE ELECTRIC AND GAS COMPANY

     The financial statements included herein as of June 30, 1995 and 1994 and for the periods then ended
are unaudited but, in the opinion of PSE&G's management, reflect all adjustments, consisting only of normal
recurring accruals, necessary for a fair representation.


                                             CONSOLIDATED STATEMENTS OF INCOME
                                                    (Thousands of Dollars)

<CAPTION>
                                Three Months Ended         Six Months Ended         Twelve Months Ended
                                     June 30,                  June 30,                  June 30,
                             ------------------------  ------------------------  ------------------------
                                1995         1994          1995         1994         1995         1994
                             -----------  -----------  -----------  -----------  -----------  -----------
<S>                          <C>          <C>          <C>          <C>          <C>          <C>

OPERATING REVENUES
  Electric ..................$   966,245  $   903,348  $ 1,911,283  $ 1,792,690  $ 3,658,306  $ 3,726,181
  Gas .......................    269,190      279,532      903,668    1,081,189    1,601,007    1,787,322
                             -----------  -----------  -----------  -----------  -----------  -----------
       Total Operating
         Revenues ...........  1,235,435    1,182,880    2,814,951    2,873,879    5,459,313    5,513,503
                             -----------  -----------  -----------  -----------  -----------  -----------
OPERATING EXPENSES
  Operation
    Fuel for Electric
      Generation and Net
      Interchanged Power ....    210,214      158,250      418,324      325,451      788,636      688,726
    Gas Purchased and
      Materials for Gas
      Produced ..............    166,011      168,064      510,204      633,204      913,701    1,053,830
    Other ...................    226,384      218,217      446,601      433,535      972,925      894,125
  Maintenance ...............     68,038       75,437      132,083      151,912      288,251      325,235
  Depreciation and
    Amortization ............    148,275      137,045      291,868      272,050      571,190      532,868
  Taxes:
    Federal Income Taxes ....     53,576       63,879      155,860      177,308      273,081      333,870
    New Jersey Gross Receipts
      Taxes .................    139,274      125,400      316,063      316,703      582,527      609,877
    Other ...................     19,057       18,363       40,910       40,478       76,532       70,939
                             -----------  -----------  -----------  -----------  -----------  -----------

       Total Operating
         Expenses ...........  1,030,829      964,655    2,311,913    2,350,641    4,466,843    4,509,470
                             -----------  -----------  -----------  -----------  -----------  -----------
OPERATING INCOME ............    204,606      218,225      503,038      523,238      992,470    1,004,033
                             -----------  -----------  -----------  -----------  -----------  -----------
OTHER INCOME
  Allowance for Funds Used
    During Construction -
    Equity ..................      1,787        1,874        3,269        3,662       12,396       10,482
  Miscellaneous - net .......      1,499        1,343        3,350        2,496        7,087       (5,260)
                             -----------  -----------  -----------  -----------  -----------  -----------
       Total Other Income ...      3,286        3,217        6,619        6,158       19,483        5,222
                             -----------  -----------  -----------  -----------  -----------  -----------
INCOME BEFORE INTEREST
  CHARGES AND DIVIDENDS ON
  PREFERRED SECURITIES.......    207,892      221,442      509,657      529,396    1,011,953    1,009,255
                             -----------  -----------  -----------  -----------  -----------  -----------
INTEREST CHARGES
  Long-Term Debt ............     91,610       92,514      183,102      180,841      369,155      358,997
  Short-Term Debt ...........      4,833        4,954        6,783        7,213       17,745       11,850
  Other .....................      7,012        1,479       13,543        2,765       21,634       11,754
                             -----------  -----------  -----------  -----------  -----------  -----------
       Total Interest Charges    103,455       98,947      203,428      190,819      408,534      382,601

Allowance for Funds Used
  During Construction - Debt.    (10,380)      (5,618)     (18,999)     (10,975)     (33,343)     (19,513)
                             -----------  -----------  -----------  -----------  -----------  -----------
Net Interest Charges ........     93,075       93,329      184,429      179,844      375,191      363,088
                             -----------  -----------  -----------  -----------  -----------  -----------
Monthly Income Preferred
 Securities Dividend
  Requirements ..............      3,517      --            7,032       --             8,712           --
                             -----------  -----------  -----------  -----------  -----------  -----------
NET INCOME ..................    111,300      128,113      318,196      349,552      628,050      646,167
                             -----------  -----------  -----------  -----------  -----------  -----------
Preferred Stock Dividend
  Requirements ..............     8,680       10,144        17,362       20,424       37,405       39,959
                             -----------  -----------  -----------  -----------  -----------  -----------
EARNINGS AVAILABLE TO PUBLIC
  SERVICE ENTERPRISE GROUP
  INCORPORATED ..............$   102,620  $   117,969  $   300,834  $   329,128  $   590,645  $   606,208
                             ===========  ===========  ===========  ===========  ===========  ===========

     See Notes to Consolidated Financial Statements.
</TABLE>
 <PAGE>

<TABLE>
                                    PUBLIC SERVICE ELECTRIC AND GAS COMPANY

                                             CONSOLIDATED BALANCE SHEETS
                                                (Thousands of Dollars)

<CAPTION>
                                                               June 30,          June 30,      December 31,
ASSETS                                                           1995              1994            1994
------                                                       ------------     ------------     -------------
<S>                                                           <C>              <C>              <C>
UTILITY PLANT - Original cost
  Electric .................................................  $ 12,598,360     $ 12,193,592     $ 12,345,919
  Gas ......................................................     2,381,112        2,227,899        2,318,233
  Common ...................................................       522,689          525,102          545,131
                                                              ------------     ------------     ------------
       Total ...............................................    15,502,161       14,946,593       15,209,283
  Less: accumulated depreciation and amortization...........     5,328,551        4,980,410        5,147,105
                                                              ------------     ------------     ------------
       Net .................................................    10,173,610        9,966,183       10,062,178
  Nuclear Fuel in Service, net of accumulated
   amortization - $330,025, $270,360 and
   $302,906, respectively ..................................       178,454          226,282          205,273
                                                              ------------     ------------     ------------
       Net Utility Plant in Service ........................    10,352,064       10,192,465       10,267,451
  Construction Work in Progress, including Nuclear
   Fuel in Process - 92,846, 52,841 and
   $65,429, respectively ...................................       756,753          680,640          806,934
  Plant Held for Future Use ................................        23,966           17,913           23,860
                                                              ------------     ------------     ------------
       Net Utility Plant ...................................    11,132,783       10,891,018       11,098,245
                                                              ------------     ------------     ------------
INVESTMENTS AND OTHER PROPERTY
Long-Term Investments, net of amortization - $3,489,
  $1,504 and $2,365, respectively ..........................        85,204          139,100           65,886
Nuclear Decommissioning and Other Special Funds ............       252,774          216,738          233,022
Other Plant, net of accumulated depreciation and
  amortization - 1,857, 1,012 and $1,127, respectively......        24,966           26,299           32,879
                                                              ------------     ------------     ------------
Total Investments and Other Property .......................       362,944          382,137          331,787
                                                              ------------     ------------     ------------
CURRENT ASSETS
  Cash and Cash Equivalents ................................        38,146          144,734           27,498
  Accounts Receivable:
    Customer Accounts Receivable ...........................       387,664          448,371          434,207
    Other Accounts Receivable ..............................        99,829          105,390          151,684
    Less:  Allowance for Doubtful Accounts .................        40,031           30,877           40,915
  Unbilled Revenues ........................................       128,309          129,973          204,056
  Fuel, at average cost ....................................       257,488          224,130          268,927
  Materials and supplies, net of inventory valuation
    reserves - $18,200, $8,525 and $18,200, respectively ...       147,846          165,134          146,763
  Prepaid Gross Receipts Taxes .............................       304,705          268,364            --
  Deferred Income Taxes ....................................        23,967           15,868           25,311
  Miscellaneous Current Assets .............................        17,971           21,664           30,407
                                                              ------------     ------------     ------------
       Total Current Assets ................................     1,365,894        1,492,751        1,247,938
                                                              ------------     ------------     ------------
DEFERRED DEBITS
  Property Abandonments - net ..............................        79,308           97,010           88,269
  Oil and Gas Property Write-Down ..........................        38,655           43,809           41,232
  Unamortized Debt Expense .................................       125,560          123,351          132,342
  Deferred OPEB Costs ......................................       182,736          133,334          116,476
  Under Recovered Electric Energy and Gas Costs - net ......       138,394          161,368          172,563
  Unrecovered Environmental Costs (note 2).. ...............       134,436          135,691          138,435
  Unrecovered Plant and Regulatory Study Costs .............        35,475           35,412           37,128
  Deferred Decontamination and Decommissioning Costs........        53,016           56,546           53,016
  Unrecovered SFAS 109 Deferred Income Taxes ...............       790,561          789,103          791,393
  Other ....................................................        10,100           56,328           15,574
                                                              ------------     ------------     ------------
       Total Deferred Debits ...............................     1,588,241        1,631,952        1,586,428
                                                              ------------     ------------     ------------
      Total ................................................  $ 14,449,862     $ 14,397,858     $ 14,264,398
                                                              ============     ============     ============
<FN>
See Notes to Consolidated Financial Statements.
</TABLE>
 <PAGE>


<TABLE>
                                    PUBLIC SERVICE ELECTRIC AND GAS COMPANY

                                             CONSOLIDATED BALANCE SHEETS
                                                (Thousands of Dollars)
<CAPTION>
                                                                June 30,         June 30,       December 31,
CAPITALIZATION AND LIABILITIES                                    1995            1994              1994
------------------------------                                ------------     ------------     ------------
<S>                                                           <C>              <C>              <C>
CAPITALIZATION
  Common Equity
    Common Stock ...........................................  $  2,563,003     $  2,563,003     $  2,563,003
    Contributed Capital by Enterprise ......................       534,395          534,395          534,395
    Retained Earnings ......................................     1,337,284        1,254,553        1,292,201
                                                              ------------     ------------     ------------
       Total Common Equity .................................     4,434,682        4,351,951        4,389,599

Preferred Stock without mandatory redemption ...............       384,994          459,994          384,994
Preferred Stock with mandatory redemption ..................       150,000          150,000          150,000
Monthly Income Preferred Securities of Subsidiary ..........       150,000            --             150,000
Long-Term Debt .............................................     4,586,428        4,544,509        4,486,787
                                                              ------------     ------------     ------------
       Total Capitalization ................................     9,706,104        9,506,454        9,561,380
                                                              ------------     ------------     ------------
OTHER LONG-TERM LIABILITIES
  Decontamination, Decommissioning, and Low Level
     Radwaste Costs ........................................        59,180           56,546           56,149
  Environmental Costs (note 2)..............................       105,600          108,039          105,684
  Capital Lease Obligations ................................        53,450           52,824           53,770
                                                              ------------     ------------     ------------
       Total Other Long-Term Liabilities ...................       218,230          217,409          215,603
                                                              ------------     ------------     ------------
CURRENT LIABILITIES
  Long-Term Debt due within one year .......................        60,200          354,565          310,200
  Commercial Paper and Loans ...............................       725,881          671,995          401,759
  Book Overdrafts ..........................................        58,833           35,461           86,576
  Accounts Payable .........................................       324,536          321,314          370,005
  Accounts Payable - Associated Companies ..................           488           16,583           16,677
  Other Taxes Accrued ......................................        37,104           35,074           36,030
  Interest Accrued .........................................        69,560          100,462           95,721
  Estimated Liability for Vacation Pay .....................        30,334           31,546           27,080
  Customer Deposits ........................................        32,942           35,450           33,698
  Liability for Injuries and Damages .......................        30,568           28,129           29,814
  Miscellaneous Environmental Liabilities ..................        14,255            4,375           15,365
  Other ....................................................        23,947           17,431           50,778
                                                              ------------     ------------     ------------
       Total Current Liabilities ...........................     1,408,648        1,652,385        1,473,703
                                                              ------------     ------------     ------------
DEFERRED CREDITS
  Accumulated Deferred Income Taxes ........................     2,502,304        2,442,652        2,478,539
  Accumulated Deferred Investment Tax Credits ..............       380,234          399,525          389,721
  Deferred OPEB Costs ......................................       182,736          133,334          116,476
  Other ....................................................        51,606           46,099           28,976
                                                              ------------     ------------     ------------
       Total Deferred Credits ..............................     3,116,880        3,021,610        3,013,712
                                                              ------------     ------------     ------------
COMMITMENTS AND CONTINGENCIES (note 2)

     Total .................................................  $ 14,449,862     $ 14,397,858     $ 14,264,398
                                                              ============     ============     ============

</TABLE>
 <PAGE>
<TABLE>
                                    PUBLIC SERVICE ELECTRIC AND GAS COMPANY

                                        CONSOLIDATED STATEMENTS OF CASH FLOWS
                                               (Thousands of Dollars)
<CAPTION>
                                                Six Months Ended           Twelve Months Ended
                                                    June 30,                    June 30,
                                           ---------------------------   ---------------------------
                                               1995           1994           1995           1994
                                           ------------   ------------   ------------   ------------
<S>                                        <C>            <C>            <C>            <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
  Net Income ............................. $    318,196   $   349,552   $    628,050   $    646,167
  Adjustments to reconcile net income
    to net cash flows from operating
    activities:
    Depreciation and Amortization ........      291,868       272,050        571,190        532,868
    Amortization of Nuclear Fuel .........       47,490        44,827         97,836         94,955
    Recovery (Deferral) of Electric
      Energy and Gas Costs - net .........       34,169       (99,334)        22,974       (217,818)
    Amortization of Discounts on Property
      Abandonments and Disallowance ......       (3,038)       (3,481)        (6,300)        (7,177)
    Provision for Deferred Income
      Taxes - net ........................       24,597        74,566         58,194        176,603
    Investment Tax Credits - net .........       (9,487)       (9,404)       (19,291)       (18,608)
    Allowance for Funds Used During
      Construction - Debt and Equity .....      (22,268)      (14,637)       (45,739)       (29,995)
    Changes in certain current assets
    and liabilities:
      Net decrease in Accounts  Receivable
        and Unbilled Revenues ............      173,261       171,066         77,086          8,239
      Net decrease (increase) in Inventory -
        Fuel and Materials and Supplies...       10,356        67,589        (16,070)        31,471
      Net decrease in Accounts Payable ...      (61,658)     (148,573)       (12,873)       (37,930)
      Net change in Prepaid/Accrued
        Taxes ............................     (303,631)     (530,357)       (34,311)      (230,159)
      Net change in Other Current Assets
        and Liabilities ..................      (37,070)       19,368        (20,193)       (16,383)
    Other ................................       29,669        (1,226)        60,401        (21,277)
                                           ------------   -----------    -----------   ------------
        Net cash provided by operating
        activities .......................      492,454       192,006      1,360,954        910,956
                                           ------------   -----------    -----------   ------------
CASH FLOWS FROM INVESTING ACTIVITIES:
  Additions to Utility Plant,
    excluding AFDC .......................     (312,685)     (360,415)      (801,444)      (938,121)
  Net (increase) decrease in
    Long-Term Investments ................      (24,827)      (22,546)        48,387        (43,669)
  Increase in Decommissioning and
    Other Special Funds,
    excluding interest ...................      (14,782)      (20,567)       (29,609)       (26,171)
  Cost of Plant Removal - net ............      (13,677)      (18,688)       (28,951)       (48,546)
  Other ..................................        7,913           (70)         9,675         (9,340)
                                           ------------   -----------    -----------   ------------
        Net cash used in investing
        activities .......................     (358,058)     (422,286)      (801,942)    (1,065,847)
                                           ------------   -----------    -----------   ------------
CASH FLOWS FROM FINANCING ACTIVITIES:
  Net increase in Short-Term Debt ........      324,122       139,267         53,886        564,352
 (Decrease) increase  in Book
    Overdrafts ...........................      (27,743)      (27,531)        23,372        (14,674)
  Issuance of Long-Term Debt .............      100,000       664,365        285,435      1,537,065
  Redemption of Long-Term Debt............     (250,359)     (191,428)      (537,881)    (1,421,312)
  Long-Term Debt Issuance and
    Redemption Costs .....................        --             --          (29,731)       (49,553)
  Issuance of Preferred Stock ............        --           75,000           --           75,000
  Redemption of Preferred Stock ..........        --          (45,000)       (75,000)       (45,000)
  Issuance of Monthly Income
    Preferred Securities .................        --             --          150,000          --
  Cash Dividends Paid ....................     (273,112)     (274,324)      (544,555)      (542,859)
  Other ..................................        3,344        (7,500)         8,874         (1,443)
                                           ------------   -----------    -----------   ------------
        Net cash used in financing
          activities .....................     (123,748)      332,849       (665,600)       101,576
                                           ------------   -----------    -----------   ------------
Net increase (decrease) in Cash and
  Cash Equivalents .......................       10,648       102,569       (106,588)       (53,315)
Cash and Cash Equivalents at Beginning
  of Period ..............................       27,498        42,165        144,734        198,049
                                           ------------   -----------    -----------   ------------
Cash and Cash Equivalents at End
  of Period .............................. $     38,146       144,734    $    38,146   $    144,734
                                           ============   ===========    ===========   ============
Income Taxes Paid ........................ $    158,502   $   106,450    $   261,248   $    185,347
Interest Paid ............................ $    188,795   $   167,350    $   367,312   $    345,674
<FN>

See Notes to Consolidated Financial Statements.
</TABLE>
 <PAGE>
<TABLE>
                                       PUBLIC SERVICE ELECTRIC AND GAS COMPANY

                                     CONSOLIDATED STATEMENTS OF RETAINED EARNINGS
                                                   (Thousands of Dollars)

<CAPTION>
                                Three Months Ended         Six Months Ended         Twelve Months Ended
                                     June 30,                  June 30,                  June 30,
                             ------------------------  ------------------------  ------------------------
                                1995         1994          1995         1994         1995         1994
                             -----------  -----------  -----------  -----------  -----------  -----------
<S>                          <C>          <C>          <C>          <C>          <C>          <C>
Balance at Beginning of
  Period ....................$ 1,360,215  $ 1,261,863  $ 1,292,201  $ 1,180,532  $ 1,254,553  $ 1,152,689
Add:
  Net Income ................    111,300      128,113      318,196      349,552      628,050      646,167
                             -----------  -----------  -----------  -----------  -----------  -----------
     Total ..................  1,471,515    1,389,976    1,610,397    1,530,084    1,882,603    1,798,856
                             -----------  -----------  -----------  -----------  -----------  -----------
Deduct Cash Dividends:
  Preferred Stock, at
    required rates ..........      8,680       10,144       17,362       20,424       37,405       39,959
  Common Stock ..............    125,550      125,200      255,750      253,900      507,150      502,900
Capital Stock Expenses ......          1           79            1        1,207          764        1,444
                             -----------  -----------  -----------  -----------  -----------  -----------
     Total Deductions .......    134,231      135,423      273,113      275,531      545,319      544,303
                             -----------  -----------  -----------  -----------  -----------  -----------

Balance at End of Period ....$ 1,337,284  $ 1,254,553  $ 1,337,284  $ 1,254,553  $ 1,337,284  $ 1,254,553
                             ===========  ===========  ===========  ===========  ===========  ===========
</TABLE>

 <PAGE>
                 PUBLIC SERVICE ENTERPRISE GROUP INCORPORATED
                  NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTE 1.  RATE MATTERS

Electric Levelized Energy Adjustment Clause (LEAC)

    In December 1993, the New Jersey Board of Public Utilities (BPU)
approved a tariff modification to reduce electric costs of PSE&G's
largest industrial customer.  The issues of a conversion service
agreement between this customer and PSE&G and accounting treatment for
this customer have been addressed in a Supplemental Order of the BPU,
dated July 10, 1995.  The Supplemental Order directs BPU Staff to
investigate the compliance of current accounting treatment with the
BPU's intention to hold PSE&G's ratepayers harmless as a result of its
implementation of the conversion service agreement.  PSE&G cannot
predict what actions the BPU may take in this matter.

Remediation Adjustment Clause (RAC)

    On July 21, 1995, PSE&G petitioned the BPU to recover Remediation
Program costs incurred during the period August 1, 1994 through July
31, 1995.  In accordance with the Board Order dated November 4, 1994,
the petition proposes to recover, effective October 1, 1995, $2.5
million from gas customers and $1.6 million from electric customers.

NOTE 2.  COMMITMENTS AND CONTINGENCIES

Nuclear Performance Standard

    The BPU has established a nuclear performance standard (NPS) for
nuclear generating stations owned by New Jersey electric utilities,
including the five nuclear units in which PSE&G has an ownership
interest:  Salem -- 42.59%; Hope Creek -- 95%; and Peach Bottom --
42.49%. PSE&G operates Salem and Hope Creek, while Peach Bottom is
operated by PECO Energy, Inc. (PECO).

    The penalty/reward under the NPS is a percentage of replacement
power costs. (See table below.)
 <PAGE>
                 PUBLIC SERVICE ENTERPRISE GROUP INCORPORATED
                  NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTE 2.  COMMITMENTS AND CONTINGENCIES - (Continued)

Nuclear Performance Standard - (Concluded)

<TABLE>
<CAPTION>
             CAPACITY FACTOR RANGE                  REWARD    PENALTY
--------------------------------------------------  ------    -------
<S>                                                    <C>       <C>
Equal to or greater than 75%.........................    30%       --
Equal to or greater than 65% and less than 75%.......   None      None
Equal to or greater than 55% and less than 65%.......   --         30%
Equal to or greater than 45% and less than 55%.......   --         40%
Equal to or greater than 40% and less than 45%.......   --         50%
Below 40%............................................   BPU Intervenes
</TABLE>

      Under the NPS, the capacity factor is calculated annually using
maximum dependable capability of the five nuclear units in which PSE&G
owns an interest. This method takes into account actual operating
conditions of the units.

     While the NPS does not specifically have a gross negligence
provision, the BPU has indicated that it would consider allegations
of gross negligence brought upon a sufficient factual basis. A finding
of gross negligence could result in penalties other than those
prescribed under the NPS. During 1994, the five nuclear units in which
PSE&G has an ownership interest aggregated a 74% combined capacity
factor.  PSE&G currently estimates that the aggregate combined
capacity factor for 1995 will be approximately 63%, based on the
planned operation of the Hope Creek and Peach Bottom units, which
would result in a penalty for 1995 of approximately $3 to $4 million.
Both Salem units are presently out of service for the remainder of
1995.  For information concerning the outage and operation of the
Salem units, see Part II, Other Information - Nuclear Operations,
Salem.
 <PAGE>
                 PUBLIC SERVICE ENTERPRISE GROUP INCORPORATED
            NOTES TO CONSOLIDATED FINANCIAL STATEMENTS -- (CONTINUED)

NOTE 2.  COMMITMENTS AND CONTINGENCIES - (CONTINUED)

Nuclear Insurance Coverages and Assessments

    PSE&G's insurance coverages and maximum retrospective assessments
for its nuclear operations are as follows:

<TABLE>
<CAPTION>
                                                       PSE&G MAXIMUM
                                          TOTAL        ASSESSMENTS
                                          SITE         FOR A SINGLE
 TYPE AND SOURCE OF COVERAGES           COVERAGES      INCIDENT
-------------------------------------   ---------      -------------
                                             (MILLIONS OF DOLLARS)
<S>                                     <C>            <C>
Public Liability:
 American Nuclear Insurers...........   $  200.0         $  --
 Indemnity(A)........................    8,720.3            210.2
                                        --------         --------
                                        $8,920.3 (B)     $  210.2
                                        --------         --------
Nuclear Worker Liability:
 American Nuclear Insurers(C)........   $  200.0         $    8.1
                                        --------         --------
Property Damage:
 Nuclear Mutual Limited..............   $  500.0         $    8.1
 Nuclear Electric Insurance
  Ltd. (NEIL II).....................    1,400.0 (D)          8.2 (E)
 Nuclear Electric Insurers
  Ltd. (NEIL III)....................      850.0              6.7
                                        --------         --------
                                        $2,750.0         $   23.0
                                        --------         --------
Replacement Power:
 Nuclear Electric Insurance
  Ltd (NEIL I).......................   $    3.5 (F)     $   12.4
</TABLE>

(A) Retrospective premium program under the Price-Anderson liability
    provisions of the Atomic Energy Act of 1954, as amended (Price-
    Anderson). Subject to retrospective assessment with respect to
    loss from an incident at any licensed nuclear reactor in the
    United States. Assessment adjusted for inflation effective
    August 20, 1993.
 <PAGE>
                 PUBLIC SERVICE ENTERPRISE GROUP INCORPORATED
            NOTES TO CONSOLIDATED FINANCIAL STATEMENTS -- (CONTINUED)

NOTE 2.  COMMITMENTS AND CONTINGENCIES - (CONTINUED)


(B) Limit of liability for each nuclear incident under Price-Anderson.

(C) Industry aggregate limit representing the potential liability
    from workers claiming exposure to the hazard of nuclear
    radiation. This policy includes automatic reinstatements up to
    an aggregate of $200 million, thereby providing total coverage
    of $400 million. This policy does not increase PSE&G's
    obligation under Price-Anderson.

(D) Includes up to $250 million for premature decommissioning costs.

(E) In the event of a second industry loss triggering NEIL II -
    coverage, the maximum retrospective premium assessment can
    increase to $17.5 million.

(F) Weekly indemnity for 52 weeks which commences after the first 21
    weeks of an outage. Beyond the first 52 weeks of coverage,
    indemnity of $2.8 million per week for 104 weeks is afforded.
    Total coverage amounts to $473.2 million over three years.

    Price-Anderson sets the "limit of liability" for claims that
could arise from an incident involving any licensed nuclear facility
in the nation. The "limit of liability" is based on the number of
licensed nuclear reactors and is adjusted at least every five years
based on the Consumer Price Index. The current "limit of liability"
is $8.9 billion. All utilities owning a nuclear reactor, including
PSE&G, have provided for this exposure through a combination of
private insurance and mandatory participation in a financial
protection pool as established by Price-Anderson. Under Price-
Anderson, each party with an ownership interest in a nuclear reactor
can be assessed its share of $79.3 million per reactor per incident,
payable at $10 million per reactor per incident per year. If the
damages exceed the "limit of liability," the President is to submit
to Congress a plan for providing additional compensation to the
injured parties. Congress could impose further revenue raising
measures on the nuclear industry to pay claims. PSE&G's maximum
aggregate assessment per incident is $210.2 million (based on PSE&G's
ownership interests in Hope Creek, Peach Bottom and Salem) and its
maximum aggregate annual assessment per incident is $26.5 million.
 <PAGE>
                 PUBLIC SERVICE ENTERPRISE GROUP INCORPORATED
            NOTES TO CONSOLIDATED FINANCIAL STATEMENTS -- (CONTINUED)
NOTE 2.  COMMITMENTS AND CONTINGENCIES - (CONTINUED)

    PSE&G purchases property insurance, including decontamination
expense coverage and premature decommissioning coverage, with respect
to loss or damage to its nuclear facilities, see Property Damage in
table above. PECO has advised PSE&G that it maintains similar
insurance coverage with respect to Peach Bottom. Certain of the
policies also provide that the insurer may suspend coverage with
respect to all nuclear units on a site without notice if the Nuclear
Regulatory Commission (NRC) suspends or revokes the operating license
for any unit on a site, issues a shutdown order with respect to such
unit or issues a confirmatory order keeping such unit shut down.

    PSE&G is a member of an industry mutual insurance company,
Nuclear Electric Insurance Limited (NEIL), which provides replacement
power cost coverage in the event of a major accidental outage at a
nuclear station.  The premium for this coverage is subject to
retrospective assessment for adverse loss experience, see table and
associated notes above.

Construction and Fuel Supplies

    PSE&G has substantial commitments as part of its ongoing
construction program which include capital requirements for nuclear
fuel. PSE&G's construction program is continuously reviewed and
periodically revised as a result of changes in economic conditions,
revised load forecasts, changes in the scheduled retirement dates of
existing facilities, changes in business plans, site changes, cost
escalations under construction contracts, requirements of regulatory
authorities and laws, the timing of and amount of electric and gas
rate changes and the ability of PSE&G to raise necessary capital.
Pursuant to an integrated electric resource plan (IRP), PSE&G
periodically reevaluates its forecasts of future customers, load and
peak growth, sources of electric generating capacity and demand side
management (DSM) to meet such projected growth, including the need to
construct new electric generating capacity.  The IRP takes into
account assumptions concerning future demands of customers,
effectiveness of conservation and load management activities, the
long-term condition of PSE&G's plants, capacity available from
electric utilities and other suppliers and the amounts of
co-generation and other non-utility capacity projected to be
available.

    Based on PSE&G's construction program, construction expenditures
are expected to aggregate approximately $3.2 billion, which includes
$484 million for nuclear fuel and $78 million of Allowance for Funds
used During Construction (AFDC) during the years 1995 through 1999.

   <PAGE>
                 PUBLIC SERVICE ENTERPRISE GROUP INCORPORATED
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS -- (CONTINUED)
NOTE 2.  COMMITMENTS AND CONTINGENCIES - (CONTINUED)

The estimate of construction requirements is based on expected project
completion dates and includes anticipated escalation due to inflation
of approximately 3%, annually. Therefore, construction delays or
higher inflation levels could cause significant increases in these
amounts. PSE&G expects to generate internally the funds necessary to
satisfy its construction expenditures over the next five years,
assuming adequate and timely recovery of costs, as to which no
assurances can be given.  In addition, PSE&G does not presently
anticipate any difficulties in obtaining sufficient sources of fuel
for electric generation or adequate gas supplies during the years 1995
through 1999.

Bergen Station Repowering

    PSE&G has completed the repowering of the Bergen Station
(Station), which was re-synchronized to the electric grid on June 1,
1995.  The Station has been operating since then and is engaged in
final testing prior to being declared in commercial operation. The
repowering results in a slight increase in capacity from 629 MW to 669
MW, improves operational reliability and efficiency and significantly
improves the environmental effects of operation of the Station.  The
original estimated cost for the Station's repowering was $400 million,
exclusive of AFDC.  As of June 30, 1995, the repowering project had
capital costs of $330 million, excluding AFDC of $33 million.  Final
costs are estimated to be $350 million, excluding AFDC of $36 million.
In order for PSE&G to recover its costs for the repowering project,
PSE&G would need either the BPU's authorization to charge rates sufficient
to recover costs or to be successful in selling the Station's output in
the emerging competitive electric market.

    In a petition to the BPU filed on March 1, 1995, regarding the
deferral of any proposed rate treatment for the repowering project at
the Station, PSE&G agreed that it will not seek implementation of any
such rate treatment plan for a minimum of 90 days from the date of
filing of such plan.  All parties to the November 1, 1994 LEAC
Stipulation have consented to the requested delay.

Hazardous Waste

    Certain Federal and State laws authorize the United States
Environmental Protection Agency (EPA) and the New Jersey Department
of Environmental Protection (NJDEP), among other agencies, to issue
orders and bring enforcement actions to compel responsible parties to
take investigative and remedial actions at any site that is determined
to present an imminent and substantial danger to the public or the
environment because of an actual or threatened release of one or more
hazardous substances. Because of the nature of PSE&G's business,
   <PAGE>
                 PUBLIC SERVICE ENTERPRISE GROUP INCORPORATED
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS -- (CONTINUED)
NOTE 2.  COMMITMENTS AND CONTINGENCIES - (CONTINUED)

including the production of electricity, the distribution of gas and,
formerly, the manufacture of gas, various by-products and substances
are or were produced or handled which contain constituents classified
as hazardous. PSE&G generally provides for the disposal or processing
of such substances through licensed independent contractors.  However,
these statutory provisions impose joint and several responsibility
without regard to fault on all responsible parties, including the
generators of the hazardous substances, for certain investigative and
remediation costs at sites where these substances were disposed of or
processed. PSE&G has been notified with respect to a number of such
sites and the remediation of these potentially hazardous sites is
receiving greater attention from the government agencies involved.
Generally, actions directed at funding such site investigations and
remediation include all suspected or known responsible parties. PSE&G
does not expect its expenditures for any such site to have a material
effect on its financial position, results of operations or net cash
flows.

PSE&G Manufactured Gas Plant Remediation Program

    In 1988, NJDEP notified PSE&G that it had identified the need for
PSE&G, pursuant to a formal arrangement, to systematically investigate
and, if necessary, resolve environmental concerns extant at PSE&G's
former manufactured gas plant sites. To date, NJDEP and PSE&G have
identified 38 former gas plant sites. PSE&G is currently working with
NJDEP under a program to assess, investigate and, if necessary,
remediate environmental concerns at these sites (Remediation Program).
The Remediation Program is periodically reviewed and revised by PSE&G
based on regulatory requirements, experience with the Remediation
Program and available technologies. The cost of the Remediation
Program cannot be reasonably estimated, but experience to date
indicates that costs of at least $20 million per year could be
incurred over a period of more than 30 years and that the overall cost
could be material to PSE&G's financial position, results of operations
and net cash flows.

    Costs incurred through June 30, 1995 for the Remediation Program
amounted to $54.9 million, net of insurance proceeds.  In addition,
at June 30, 1995, PSE&G's estimated liability for estimated
remediation costs aggregated $105.6 million.

    In accordance with a Stipulation approved by the BPU in January
1992, PSE&G is recovering over a six-year period $32 million of its
actual remediation costs to reflect costs incurred through September
30, 1992.  As of June 30, 1995, PSE&G has recovered $26.9 million of
the $32 million of actual remediation costs through its Levelized Gas
Adjustment Charge (LGAC).  PSE&G will recover the balance of $5.3
million in its next LGAC period ending in 1996.
 <PAGE>

                 PUBLIC SERVICE ENTERPRISE GROUP INCORPORATED
           NOTES TO CONSOLIDATED FINANCIAL STATEMENTS -- (CONCLUDED)
NOTE 2.  COMMITMENTS AND CONTINGENCIES - (Concluded)

    PSE&G has reached a tentative settlement in the outstanding law
suit against certain of its insurers to recover the costs associated
with addressing and resolving environmental issues of the Remediation
Program.

  Public Service Resources Corporation

    PSRC had leased three wide-body aircraft to Continental Airlines
(Continental) through direct-finance leases.  The lease for two A-300
aircraft was to expire December 2000, while the lease for one DC-10-30
aircraft expires June 2002.  In February 1995, Continental failed to
make full payment on the A-300 lease due February 1 and indicated to
PSRC that it intended to return the A-300 aircraft and requested a
reduction in the rent on the DC-10-30 aircraft.  At June 30, 1995,
prior to a termination of the A-300 lease and a restructuring of the
DC-10-30 lease, PSRC had investments in the A-300 lease and the DC-10-
30 lease of $41 million and $32 million, respectively.  On June 30,
1995, PSRC concluded negotiations with Continental with respect to the
A-300 lease and the DC-10-30 lease.  With respect to the DC-10-30
lease, PSRC will receive a reduced rental rate for a sixteen month
period, at which point the rent will revert to the contractual amount.
In addition, at that time Continental will commence repayment of the
deferred rent with interest.  PSRC has agreed to terminate the A-300
lease.  As compensation, PSRC received $21 million face amount of 6%
Series A Convertible Secured Debentures of Continental due in 2002.
PSRC also received additional cash payments as compensation for
various costs related to the termination.  Upon termination of the
lease with Continental, PSRC signed new 48 month  leases for both A-
300 aircraft with AKDENIZ Airlines/Air Mediterranean (AKDair).  AKDair
is a Turkish registry charter carrier with headquarters in Istanbul,
Turkey.

 <PAGE>

                    PUBLIC SERVICE ELECTRIC AND GAS COMPANY

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
PSE&G

    The Notes to Consolidated Financial Statements of Enterprise are
incorporated herein by reference insofar as they relate to PSE&G and
its subsidiaries:

          Note 1.  Rate Matters
          Note 2.  Commitments and Contingencies
 <PAGE>
                 PUBLIC SERVICE ENTERPRISE GROUP INCORPORATED

           MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
                        AND RESULTS OF OPERATIONS

    Following are the significant changes in or additions to
information  reported in Enterprise's Annual Report to the Securities
and Exchange Commission (SEC) on Form 10-K for 1994, and Quarterly
Report on Form 10-Q for March 1995, affecting the consolidated
financial condition and the results of operations of Enterprise and
its subsidiaries.  This discussion refers to the Consolidated
Financial Statements and related Notes to Consolidated Financial
Statements (Notes) of Enterprise and should be read in conjunction
with such statements and notes.

COMPETITION

    Ongoing initiatives affecting PSE&G's electric and gas utility
businesses associated with the continuing transition to a competitive
market environment will continue to have an increasingly significant
impact on Enterprise and PSE&G.  Federal legislation, including the
Energy Policy Act (EPACT), as well as regulatory initiatives at both
the federal and state levels that are designed to promote competition
and lessen regulation of the energy supply industry can be expected
to result in additional pressures on customer retention due to energy
prices, especially with respect to larger industrial and commercial
customers.  Growth potential of traditional gas and electric sales is
limited in PSE&G's mature service territory.

    The Federal Energy Regulatory Commission's (FERC) recent Notice
of Proposed Rulemaking (NOPR) on open access would fundamentally
change the electric utility industry by providing wholesale customers
with competitive open access to the interstate transmission system.
However, in the NOPR, FERC states its position that utilities should
be entitled to full recovery of legitimate and verifiable stranded
costs at the federal and state levels.   Competition will force
utilities, including PSE&G, to operate more cost effective and
efficient plants, particularly in light of the technological
advantages available to new entrants, which unlike utilities, do not
operate older, less efficient units.  Recovery of related costs by
 <PAGE>
                 PUBLIC SERVICE ENTERPRISE GROUP INCORPORATED
           MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
                      AND RESULTS OF OPERATIONS (Continued)

utilities, including PSE&G, will depend upon the decisions of the
regulators, which cannot be predicted, or the ability to sell the
electricity generated by such plants in the emerging competitive
electric power market.  For discussion of PSE&G's renovation project
at Bergen, see Note 2 - Commitments and Contingencies of Notes.
Competition may also have an adverse impact upon the economics of
certain regulatory- created incentives such as demand side management
(DSM).


    The BPU presented its final, first phase of the New Jersey Energy
Master Plan to Governor Whitman March 1995, which acknowledged the
need for regulatory flexibility as competition unfolds and called for
legislation that would allow New Jersey utilities to propose, subject
to BPU approval, alternatives to existing rate base/rate of return
pricing, allow for pricing flexibility under certain standards for
customers with competitive options and equalize the impact of tax
policies, such as New Jersey Gross Receipts and Franchise Tax (NJGRT)
currently assessed on retail energy utility sales, upon all energy
producers.  On July 20, 1995, Governor Whitman signed into law
legislation which provides utilities the flexibility to propose
alternative regulatory pricing and to offer off-tariff agreements
based on negotiations rather than solely on a cost of service basis.
PSE&G is currently evaluating its available options including the
submission of an alternative economic regulatory proposal, such as a
rate cap pricing plan, and presently anticipates making a submission
later this year.
   <PAGE>
                 PUBLIC SERVICE ENTERPRISE GROUP INCORPORATED

           MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
                     AND RESULTS OF OPERATIONS - (Continued)

<TABLE>
ENTERPRISE EARNINGS

     Earnings per share of Enterprise Common Stock were 45 cents, $1.32, and $2.62 for the three, six
and twelve months ended June 30, 1995.  This resulted in a decrease per share of 8 cents and 15 cents
for the three and six months ended June 30, 1995 from the comparable 1994 periods and an increase per
share of 5 cents for the twelve months ended June 30, 1995 over the comparable twelve months ended June
30, 1994.  (See Liquidity and Capital Resources - External Financing.)  The changes are summarized as
follows:


<CAPTION>
                                                             Better or (Worse)
                                       ----------------------------------------------------------------
                                          Three Months Ended    Six Months Ended    Twelve Months Ended
                                              June 30,             June 30,               June 30,
                                          1995    vs.   1994    1995  vs.  1994     1995    vs.    1994
                                       --------------------   --------------------  --------------------
                                                     Per                   Per                   Per
                                        Amount      Share     Amount      Share     Amount      Share
                                       --------   --------   --------   --------   --------   --------
                                                 (Millions, except Per Share Data)
<S>                                    <C>        <C>        <C>        <C>        <C>        <C>
PSE&G
  Revenues (net of fuel costs gross
    receipts taxes, and
    uncollectibles) .................. $  (10)    $ (0.04)   $  (25)    $(0.10)    $  (2)    $(0.01)
  Other operation expenses ...........     (8)      (0.04)      (15)     (0.07)      (62)     (0.25)
  Maintenance expenses ...............      7        0.03        20       0.08        37       0.15
  Depreciation and amortization
    expenses .........................     (9)      (0.03)      (17)     (0.07)      (33)     (0.14)
  Federal income taxes ...............     10        0.04        21       0.09        61       0.25
  Interest charges ...................     (5)      (0.02)      (13)     (0.05)      (26)     (0.11)
  Allowance for Funds used During
    Construction (AFDC)...............      5        0.02         8       0.03        16       0.07
  Preferred Securities Dividend
    Requirements .....................     (1)       --          (4)     (0.02)       (6)     (0.03)
  Other income and expenses...........     (4)      (0.02)       (3)     (0.01)       --        --
                                       --------   --------   --------   --------   --------   --------

  Earnings Available to Enterprise ...    (15)      (0.06)      (28)     (0.12)      (15)     (0.06)
                                       --------   --------   --------   --------   --------   --------
EDHI
  EDC ................................     (2)      (0.01)      (11)     (0.04)      (30)     (0.12)
  CEA.................................      1        --          (1)      --           2       0.01
  PSRC ...............................     (4)      (0.01)        1       --           6       0.02
  EGDC...(A)..........................      1         --          2       0.01        54       0.22
                                       --------   --------   --------   --------   --------   --------
  Subtotal ...........................     (4)      (0.02)       (9)     (0.03)       32       0.13
                                       --------   --------   --------   --------   --------   --------
  Net Income ......................... $  (19)      (0.08)    $ (37)     (0.15)     $ 17       0.07
                                       ========   --------   ========   --------   ========   --------
Effect of additional shares of
   Enterprise Common Stock Issued ....                --                   --                 (0.02)
                                                  --------              --------              --------
   Total  ............................            $ (0.08)              $(0.15)               $0.05
                                                  ========             =========             =========

(A)  Includes the impact of an impairment of assets of $51 Million, after tax, by EGDC in December 1993.
     (See EDHI, below.)

</TABLE>
   <PAGE>
                 PUBLIC SERVICE ENTERPRISE GROUP INCORPORATED

           MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
                     AND RESULTS OF OPERATIONS - (Continued)

ENTERPRISE EARNINGS - (Continued)

   PSE&G

    Earnings available to Enterprise decreased by $15 million for the
quarter ended June 30, 1995 from the quarter ended June 30, 1994.  The
decrease in earnings was due to a decrease in revenues, net of fuel
costs, gross receipts taxes and uncollectibles (Net Revenues), of $10
million, as well as higher depreciation/expenses, partially offset by
lower maintenance expenses.  The lower revenues were attributable to
a decrease in electric and gas residential sales.

    Earnings available to Enterprise decreased by $28 million for the
period ended June 30, 1995 compared to the period ended June 30, 1994.
Net Revenues decreased $25 million.  This decrease was due to lower
electric and gas sales resulting from a milder winter and a cooler
spring.  Degree days were 11.4% lower and THI Hours were 36.8% lower
when comparing the two periods.  Operating expenses, excluding fuel
and gross receipts taxes, decreased principally due to lower taxes and
maintenance expenses, partially offset by higher interest and
depreciation expenses.  Maintenance expenses were lower than in 1994
primarily due to the 1994 refueling outage at the Hope Creek Nuclear
Station.  Dividend requirements were higher due to the issuance of
Monthly Income Preferred Securities (MIPS).

    Earnings available to Enterprise decreased by $15 million for the
twelve months ended June 30, 1995 compared to the same period ended
June 30, 1994.  Net Revenues decreased $2 million.  This decrease was
due to lower gas sales resulting from the milder winter.  Also
reducing earnings were higher employee benefits expenses,  higher
depreciation due to more plant in service, higher interest due to
higher short-term debt at higher interest rates and higher dividend
requirements due to the issuance of MIPS.
   <PAGE>
                 PUBLIC SERVICE ENTERPRISE GROUP INCORPORATED
         MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
                    AND RESULTS OF OPERATIONS (Continued)
ENTERPRISE EARNINGS - (Concluded)
  EDHI
    The net income of EDHI was $8 million for the quarter ended June
30, 1995, a decrease of $4 million from the quarter ended June 30,
1994.  EDHI's earnings decreased due to lower gains related to PSRC's
security-based, partnership investments and EDC's lower gas prices and
volumes, partially offset by increased income from partnership
investments of CEA.

    The net income of EDHI was $22 million for the six-month period
ended June 30, 1995, a decrease of $9 million from the six-month
period ended June 30, 1994.  EDHI's earnings decreased due to EDC's
lower gas prices and volumes, partially offset by improved performance
of EGDC properties.

    The net income of EDHI was $52 million for the twelve-month
period ended June 30, 1995, an increase of $32 million over the
twelve-month period ended June 30, 1994.  Excluding the impact of an
impairment of assets of $51 million, after tax, by EGDC in December
1993, EDHI's earnings decreased by $18 million.  Lower EDC earnings
resulting from lower gas prices and volumes were partially offset by
higher PSRC earnings due to lower Federal income taxes (the effect of
a 1993 Federal income tax increase was recorded in August 1993).

    To the extent that the prices at which EDC is able to sell gas
remain low, EDHI's earnings may continue to be negatively impacted.

DIVIDENDS

    Since 1992, Enterprise has maintained a constant rate of common
stock dividends which has had the result of reducing its dividend
payout ratio.  Management believes this is a prudent policy which
needs to be continued.

LIQUIDITY AND CAPITAL RESOURCES
    Enterprise's liquidity is affected by maturing debt, investment
and acquisition activities, the capital requirements of PSE&G's and
EDHI's construction programs, permitted regulatory recovery of
expenses and collection of revenues.  Capital resources available to
meet such requirements depend upon general and regional economic
conditions, PSE&G's customer retention and growth, the ability of
PSE&G and EDHI to meet competitive pressures and to contain costs, the
adequacy and timeliness of rate relief, cost recovery and necessary
regulatory approvals, the ability to continue to operate and maintain
nuclear programs in accordance with NRC and BPU requirements, the
impact of environmental regulations, continued access to the capital
markets and continued favorable regulatory treatment of consolidated
tax benefits.  (For additional information see the discussion of
Competition above and Note 2, Commitments and Contingencies of the
Notes.)
  <PAGE>
                 PUBLIC SERVICE ENTERPRISE GROUP INCORPORATED
         MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
                    AND RESULTS OF OPERATIONS (Continued)
  PSE&G

    Construction expenditures were related to improvements in PSE&G's
existing power plants, transmission and distribution system, gas
system and common facilities.  PSE&G expects that it will internally
generate all of its capital requirements including construction
expenditures over the next five years and significantly reduce its
debt outstanding, assuming adequate and timely recovery of costs, as
to which no assurances can be given.

  EDHI
    For the six-month period ended June 30, 1995, EDC had additions
to oil and gas property, plant and equipment, excluding capitalized
interest, of $55 million, a decrease of $38 million from the
corresponding period in 1994.  For the twelve-month period ended June
30, 1995, EDC had additions to oil and gas property, plant, and
equipment, excluding capitalized interest, of $112 million, a decrease
of $26 million compared to the corresponding period in 1994.

    PSRC is a limited partner in various limited partnerships and is
committed to make investments from time to time, upon the request of
the respective general partners.  At June 30, 1995, $103 million
remained as PSRC's unfunded commitment subject to call.

    EDHI and each of its subsidiaries are subject to restrictive
business and financial covenants contained in existing debt agreements
and are required to not exceed various debt to equity ratios which range
from 3:1 to 1.75:1. EDHI is also required to maintain a twelve month
earnings before interest and taxes to interest (EBIT) coverage ratio
of at least 1.35:1.  As of June 30, 1995 and 1994, EDHI had
consolidated debt to equity ratios, including contingent obligations,
of 1.15:1 and 1:19:1 and, for the twelve months ended June 30, 1995
and 1994, EBIT coverage ratios, as defined to exclude the effects of
EGDC, of 1.81:1 and 2.22:1, respectively.  Compliance with applicable
financial covenants will depend upon future levels of earnings, among
other things, as to which no assurance can be given.
   <PAGE>

                 PUBLIC SERVICE ENTERPRISE GROUP INCORPORATED
         MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
                    AND RESULTS OF OPERATIONS (Continued)

  LONG TERM INVESTMENTS AND REAL ESTATE

     Long-Term Investments and Real Estate increased $63 million for
the six-month period ended June 30, 1995, primarily due to an increase
in Public Service Conservation Resources Corporation's (PSCRC)
investments in conservation projects of $20 million and in PSRC's
investments of $28 million due to KKR LBO Fund capital calls.  For the
six-month period ended June 30, 1994, Long-Term Investments and Real
Estate increased $13 million, primarily due to an increase in PSE&G's
investment in an insurance contract.

     Long-Term Investments and Real Estate decreased $8 million for
the twelve-month period ended June 30, 1995 primarily due to a net
decrease in PSE&G's investment in an insurance contract of $88
million, partially offset by PSCRC's increase in investments in
conservation projects of $34 million and PSRC's investments which
increased $27 million due to KKR LBO Fund capital calls.  For the
twelve-month period ended June 30, 1994, a $101 million decrease was
primarily due to a $136 million decrease due to PSRC security sales,
partially offset by a net increase in PSE&G's investment in an
insurance contract of $26 million and an increase in PSCRC's
investments of $27 million.

     In April 1995, EGDC entered into agreements for the sale of three
properties with an aggregate book value of approximately $80 million.
The sale of one of the properties for $13 million, which approximates
its book value, was closed on July 28, 1995.  The other two
properties, with an aggregate book value of approximately $67 million,
are expected to be sold in the third quarter of 1995.  No assurances
can be given as to the ultimate consummation of such sales by EGDC.
Enterprise does not expect such sales to have a significant effect on
its results of operations.

  INTERNAL GENERATION OF CASH FROM OPERATIONS

     Enterprise's cash provided by operating activities for the six
months ended June 30, 1995 increased $255 million to $549 million when
compared to the corresponding period in 1994.  This increase was
primarily due to a greater recovery of electric energy and gas costs
through PSE&G's LEAC and LGAC of $134 million, a smaller decrease in
accounts payable of $118 million, a net decrease in prepaid/accrued
taxes of $238 million primarily the result of lower gross receipts
taxes, and increased depreciation and amortization of $21 million.
Partially offsetting these cash inflows were a decrease in net income
 <PAGE>
                 PUBLIC SERVICE ENTERPRISE GROUP INCORPORATED
         MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
                    AND RESULTS OF OPERATIONS (Continued)

of $37 million, a smaller increase in deferred income taxes of $61
million, a smaller decrease in accounts receivable of $39 million, a
smaller decrease in inventory - fuel and materials and supplies of $57
million, and a negative net change in certain other current assets and
liabilities of $63 million.  (For additional information see
Enterprise Earnings.)

     Enterprise's cash provided by operating activities for the twelve
months ended June 30, 1995 increased $389 million to $1.487 billion
when compared to the corresponding period in 1994.  This increase was
primarily due to a higher recovery of electric energy and gas costs
through PSE&G's LEAC and LGAC of $241 million, a net decrease in
prepaid/accrued taxes of $232 million primarily the result of lower
gross receipts taxes, a decrease in accounts receivable of $24
million, greater depreciation and amortization of $35 million, an
increase in accounts payable of $61 million and a positive net change
in certain noncurrent assets and liabilities, primarily deferred
amounts, of $46 million.  Partially offsetting these cash inflows were
a loss from property impairments of $78 million in 1993, a smaller
increase in deferred income taxes of $117 million, an increase in
inventory -  fuel and materials and supplies of $48 million.  (For
additional information see Enterprise Earnings.)

  EXTERNAL FINANCING ACTIVITIES

     Book value per share was $21.95 at June 30, 1995, compared to
$21.48 at June 30, 1994.

     On February 22, 1995 the BPU authorized PSE&G to issue $370
million of First and Refunding Mortgage Bonds (Bonds)/Medium-Term
Notes (MTNs) through 1996 for refunding purposes.  On April 5, 1995
PSE&G issued $100 million of its MTNs for the purpose of redeeming
$100 million of its Series JJ Bonds which matured on June 1, 1995.

     The BPU has authorized PSE&G to issue and have outstanding at any
one time not more than $1 billion of its short-term obligations,
consisting of commercial paper and other unsecured borrowings from
banks and other lenders through January 1, 1997.  On June 30, 1995,
PSE&G had $623 million of short-term debt outstanding.

     PSE&G has an $800 million revolving credit agreement with a group
of commercial banks through September 14, 1995. On June 30, 1995,
there were no short-term borrowings outstanding under this credit
agreement.  Negotiations are in progress, and PSE&G expects to extend
this agreement.

     The BPU has authorized PSE&G to issue an additional $180 million
of Preferred Stock through 1995.
      <PAGE>

                 PUBLIC SERVICE ENTERPRISE GROUP INCORPORATED
           MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
                      AND RESULTS OF OPERATIONS (Concluded)

     PSCRC has a $30 million revolving credit facility supported by
a PSE&G subscription agreement in an aggregate amount of $30 million
which terminates on March 6, 1996.  As of June 30, 1995 PSCRC, had $23
million outstanding under this facility.

     PSE&G Fuel Corporation (Fuelco) has a $150 million commercial
paper program to finance a 42.49% share of Peach Bottom nuclear fuel,
supported by a $150 million revolving credit facility with a group of
banks, which expires on June 28, 1996. PSE&G has guaranteed repayment
of Fuelco's respective obligations.  As of June 30, 1995, Fuelco had
commercial paper of $80 million outstanding under such program.

     Enterprise Capital Funding Corporation (Funding) has a commercial
paper program, supported by a commercial bank letter of credit and
credit facility, in the amount of $225 million expiring March 1998.
As of June 30, 1995, Funding had $158 million of borrowings
outstanding under this program.

     Additionally, Funding has a $225 million revolving credit
facility expiring March 1998.  As of June 30, 1995, Funding had no
borrowings outstanding under this facility.

     PSEG Capital Corporation's (Capital) MTN program has previously
provided for an aggregate principal amount of up to $750 million of
MTNs so that its total debt outstanding at any time, including MTNs,
would not exceed such amount.  Effective January 31, 1995, Capital
will not have more than $650 million of debt outstanding at any time.
At June 30, 1995, Capital had total debt outstanding of $615 million,
including $467 million of MTNs.


 <PAGE>
                 PUBLIC SERVICE ELECTRIC AND GAS COMPANY

      MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
                       AND RESULTS OF OPERATIONS

     Following are changes in or additions to the significant factors
reported in PSE&G's Annual Report to the SEC on Form 10-K for 1994 and
Quarterly Report on Form 10-Q for March 1995, affecting the
consolidated financial condition of PSE&G and its subsidiaries as
reflected in their consolidated results of operations.  This
discussion refers to the consolidated financial statements and related
notes herein of PSE&G and should be read in conjunction with such
statements and notes.

     Except as modified below, the information required by this item
is incorporated herein by reference to the following portions of
Enterprise's MD&A, insofar as they relate to PSE&G and its
subsidiaries: Competition; Enterprise Earnings - PSE&G; Dividends;
Liquidity and Capital Resources - PSE&G, Long Term Investments and
Real Estate and External Financings Activities.

LIQUIDITY AND CAPITAL RESOURCES

  INTERNAL GENERATION OF CASH FROM OPERATIONS

     PSE&G's cash provided by operating activities for the six months
ended June 30, 1995 increased $300 million to $492 million when
compared to the corresponding period in 1994.  This increase was
primarily due to a net decrease in prepaid/accrued taxes of $227
million primarily the result of  lower gross receipts taxes, a greater
recovery of electric energy and gas costs through PSE&G's LEAC and
LGAC of $134 million, a smaller decrease in accounts payable of $87
million, a positive net change in certain noncurrent assets and
liabilities, primarily deferred amounts, of $30 million, and increased
depreciation and amortization of $21 million. Partially offsetting
these cash inflows were a decrease in net income of $31 million, a
smaller increase in deferred income taxes of $50 million, a smaller
decrease in inventory - fuel and materials and supplies of $57
million, and a negative net change in certain other current assets and
liabilities of $56 million.  (For additional information see
Enterprise Earnings.)

     PSE&G's cash provided by operating activities for the twelve
months ended June 30, 1995 increased $450 million to $1.361 billion
when compared to the corresponding period in 1994.  This increase was
primarily due to a higher recovery of electric energy and gas costs
through PSE&G's LEAC and LGAC of $241 million, a net decrease in
prepaid/accrued taxes of $196 million primarily the result of lower

 <PAGE>
                 PUBLIC SERVICE ELECTRIC AND GAS COMPANY
      MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
                       AND RESULTS OF OPERATIONS

LIQUIDITY AND CAPITAL RESOURCES - (Concluded)

  INTERNAL GENERATION OF CASH FROM OPERATIONS - (Concluded)

gross receipts taxes, a decrease in accounts receivable of $69
million,   greater depreciation and amortization of $38 million, and
a positive net change in certain noncurrent assets and liabilities,
primarily deferred amounts, of $82 million.  Partially offsetting
these cash inflows were a smaller increase in deferred income taxes
of $118 million, an increase in inventory - fuel and materials and
supplies of $48 million.  (For additional information see Enterprise
Earnings.)
 <PAGE>
                 PUBLIC SERVICE ENTERPRISE GROUP INCORPORATED

                          PART II.  OTHER INFORMATION

Item 5.  Other Information
------    -----------------
     Certain information reported under Item 1 - Business of Part I
of Enterprise's  and PSE&G's Annual Reports to the SEC on Form 10-K
for 1994 Form 10-K) and Part II of Enterprise's and PSE&G's Quarterly
Report to the SEC on Form 10-Q for the period ended March 31, 1995
(Form 10-Q) are updated herein at the respective pages indicated.
References are to the related pages and paragraph(s) of the Form 10-K
and 10-Q.

  Form 10-K, Page 3, Paragraph 3 and Form 10-Q, Page 40, Paragraph 2
  ------------------------------------------------------------------
  Competition - Electric

     PSE&G has filed its initial comments on the FERC's NOPR on August
7, 1995.  PSE&G indicated in its comments that it supported the FERC's
goal of making regulatory changes that will promote more competition,
increase efficiency and lead to lower electricity rates.  PSE&G also
indicated that the following actions were necessary to facilitate
transition to a more competitive wholesale market through open access:
creation of institutions necessary to ensure that reliability of
service is preserved and that the market will work openly, fairly, and
efficiently for consumers and competitors, avoidance of making native
load customers the repository of residual costs, allowance for
recovery of stranded costs including those costs that are not
currently included in rates and establishment of a firm legal
foundation for the actions to be taken by the FERC in transitioning
to open access.  Reply comments are due to be filed with the FERC by
October 4, 1995.  PSE&G cannot predict the impact of any regulations
that may be adopted.  See Management's Discussion and Analysis --
Competition.

     Form 10-K, Page 7, Paragraph 5
     ------------------------------

     On July 24, 1995, PSE&G, its second largest industrial customer,
BPU Staff and the New Jersey Office of the Ratepayer Advocate entered
into a stipulation for the implementation of a proposed pricing tariff
modification for this customer.
 <PAGE>
                 PUBLIC SERVICE ENTERPRISE GROUP INCORPORATED

                        PART II.  OTHER INFORMATION

Item 5.  Other Information - (Continued)
------   -------------------------------
Form 10-K, Page 11, Paragraph 1 and Form 10-Q, Page 40, Paragraph 4
--------------------------------------------------------------------

  PSE&G - Nuclear Operations - Salem

     As previously reported, Salem Unit 1 and Unit 2 were taken out
of service on May 16, 1995 and June 7, 1995, respectively.  PSE&G
subsequently informed the Nuclear Regulatory Commission (NRC) that it
had determined to keep the Salem units shut down pending review and
resolution of certain equipment and management issues, and NRC
agreement that each unit is sufficiently prepared to restart.  On June
9, 1995, the NRC issued a Confirmatory Action Letter documenting these
commitments by PSE&G.

     Also on June 9, 1995, the NRC reported the results of a NRC
Special Inspection Team (SIT) it formed to assess how effectively
Salem is currently performing from a safety perspective in the areas
of problem identification, prioritizing and conducting work on plant
equipment, and management oversight of plant performance.  While the
SIT identified some areas of strength at Salem as well as areas where
improvements are being made, including equipment problem
identification systems and some aspects of work control and root cause
analysis, the team also identified a number of findings that reveal
that the day-to-day focus on priority issues and trends were not
managed well from a safety perspective.  In the report the NRC noted
its concern that the SIT found that historically poor performance in
the areas of configuration control, operator work-arounds and
equipment operability determinations, have not substantially improved
and constitute a burden on the plant operators to safely operate the
Salem units, especially during plant events.

     As previously reported, PSE&G is engaged in a thorough assessment
of equipment issues that have affected Salem's operation and the
related management systems and will keep the units off line until it
is satisfied that they are ready to return to service and operate
reliably over the long term.  While PSE&G has not yet finalized its
analysis and assessment activities, it currently estimates that Unit
1 will be ready to return to service in the first quarter of 1996 and
Unit 2 during the second quarter of 1996, although no assurances can
be given.  During the outages, Unit 1 will undergo a previously
scheduled refueling and Unit 2 will undergo a partial refueling which
will allow PSE&G to eliminate a full refueling outage for Unit 2
scheduled for 1996.  The restart plan is focused on improving
equipment reliability before restarting the units.
 <PAGE>
                 PUBLIC SERVICE ENTERPRISE GROUP INCORPORATED

                        PART II.  OTHER INFORMATION

Item 5.  Other Information - (Continued)
------   -------------------------------
Form 10-K, Page 11, Paragraph 1 and Form 10-Q, Page 40, Paragraph 4
--------------------------------------------------------------------

  PSE&G - Nuclear Operations - Salem - (Continued)

     PSE&G has developed and is implementing a number of detailed
action plans designed to improve performance in a number of key areas.
Before restarting the units, PSE&G will complete a thorough review of
station systems and gain concurrence from the NRC that management
action has positioned the plant for reliable and safe operation.

     PSE&G has recently undertaken a number of senior nuclear
management changes, including the hiring from outside of PSE&G of a
Senior Vice President - Nuclear Operations, a Senior Vice President -
Nuclear Engineering, a General Manager - Salem Operations, and a
Director - Quality Assurance and Nuclear Safety Review.  PSE&G is
committed to achieving high standards of safety and operational
performance for its nuclear program.  PSE&G's objective is to restart
and run the Salem plants in accord with these standards so as to
assure long-term reliability and reduce overall production costs in
order to provide customers serviced by Salem with reliable and
economic energy.

     PSE&G estimates that its share of additional operating and
maintenance expenses associated with restart activities will amount
to approximately $17 million.  Included in the $17 million is the 1996
net impact of the restart costs exceeding costs previously budgeted
for the Salem 1996 refueling outage which is preliminarily estimated
at $2 million.  The remaining $15 million represents the 1995 impact
and results in a total of $104 million of operating and maintenance
expenses for Salem for the year.  Replacement power costs incurred
while the units are out of service are expected to be approximately
$5 million per month, per unit.  In addition, PSE&G currently
anticipates that the 1995 aggregate capacity factor of its five
nuclear units will be below the 65% minimum annual standard
established by the BPU.  See Note 2, Commitments and Contingent
Liabilities of Notes.
 <PAGE>
                 PUBLIC SERVICE ENTERPRISE GROUP INCORPORATED

                        PART II.  OTHER INFORMATION

Item 5.  Other Information - (Continued)
------   -------------------------------
Form 10-K, Page 11, Paragraph 1 and Form 10-Q, Page 40, Paragraph 4
--------------------------------------------------------------------

  PSE&G - Nuclear Operations - Salem - (Concluded)

     As part of PSE&G's ongoing coordination with the NRC regarding
the restart of the Salem units, on August 10, 1995, PSE&G met with
representatives of the NRC concerning the Salem restart plan (Plan).
PSE&G presented an overview of the Plan and discussed independent
oversight and engineering performance issues to gain alignment with
the NRC's expectations for improvement at Salem.

     A Salem NRC enforcement conference, originally scheduled for June
1, 1995, was held on July 28, 1995.  Apparent violations discussed
included valves that were incorrectly positioned following a plant
modification in May 1993, nonconservatisms in setpoints for a
pressurizer overpressure protection system and several examples of
inadequate root cause determination of events, leading to insufficient
corrective actions at Salem.  PSE&G cannot predict what action, if
any, the NRC may take as a result of this meeting.


     Form 10-K, Page 11, Paragraph 6
     -------------------------------
PSE&G - Nuclear Operations - Hope Creek

     On June 29, 1995, the NRC provided PSE&G with the latest periodic
SALP report for Hope Creek, for the period between June 20, 1993 and
April 22, 1995.  This was the first report for Hope Creek issued under
the revised SALP process, utilizing four assessment areas.  The
Operations, Maintenance and Engineering areas each received a rating
of "2", while the Plant Support area received a rating of "1".  The
NRC noted an overall decline in performance in the Operations,
Maintenance and Engineering areas compared to the previous SALP period
and cited weak root cause analysis as a dominant factor.

 <PAGE>
                 PUBLIC SERVICE ENTERPRISE GROUP INCORPORATED

                        PART II.  OTHER INFORMATION

Item 5.  Other Information - (Continued)
------   -------------------------------

     Form 10-K, Page 12 and Form 10-Q, Page 42, Paragraph 3
     ------------------------------------------------------
PSE&G - Nuclear Operations - Hope Creek

     A small amount of low-level radioactive materials was released
to the atmosphere at Hope Creek Generating Station on April 5, 1995.
The release did not exceed federal limits nor pose any danger to the
public or plant employees; however, a trailer driven offsite had
exceeded the limit for releasing materials and was later cleaned.
PSE&G and the NRC have investigated the event, and on June 16, 1995
an enforcement conference was held.  On July 20, 1995, the NRC issued
a Notice Of Violation (NOV) for the Hope Creek unplanned release which
noted four violations.  No fine was issued, partly because of the
comprehensive corrective actions taken following the event and the
plant's history of limited enforcement action.

  New Matter
 ------------
     On July 8, 1995, during a manual shutdown of Hope Creek in order
to repair control room ventilation equipment, operators partially
opened a valve for a period of time and inadvertently reduced the
effectiveness of the shutdown cooling system.  Although the impact of
the event to plant safety was minimal, the positioning of the valve
and the resulting temperature change violated plant procedures and
technical specifications.  On July 31, 1995, NRC staff met with plant
management concerning this issue and subsequently determined to assign
a special inspection team to independently evaluate this event as well
as PSE&G's response to it, including PSE&G's procedures and training
for operator handling of abnormal conditions.  PSE&G cannot predict
what the team's findings may be nor what other actions, if any, the
NRC may take in this matter.

     Form 10-K, Page 12
     ------------------
     PSE&G - Nuclear Operations - Peach Bottom

     New Matter
     ----------

     PSE&G has been advised by PECO that on August 2, 1995, the NRC
held an enforcement conference regarding three alleged violations
identified by the NRC at Peach Bottom Atomic Power Station.  The NRC's

 <PAGE>
                 PUBLIC SERVICE ENTERPRISE GROUP INCORPORATED

                        PART II.  OTHER INFORMATION

Item 5.  Other Information - (Continued)
------   -------------------------------
     Form 10-K, Page 12 - (Concluded)
     ---------------------------------
     PSE&G - Nuclear Operations - Peach Bottom - (Concluded)


findings include alleged violations in control and design activities
and technical specification requirements regarding operability of the
emergency diesel generators.  PSE&G cannot predict what action, if
any, the NRC may take as a result of the enforcement conference.

     Form 10-K, Page 16, Paragraph 5
     -------------------------------

     In June 1995, South Carolina approved legislation to extend
operation of the Barnwell low-level radioactive waste (LLRW) disposal
facility, which opened to waste generators in all states except North
Carolina on July 1, 1995.  PSE&G has begun to ship all waste currently
stored in the on-site LLRW storage facility to Barnwell.

     Form 10-K, Page 20, Paragraph 1
     -------------------------------

     On July 28, 1995, the BPU reported to PSE&G that it had fully
evaluated all available information regarding the 18 recommendations
of the Focused Audit conducted by the Liberty Consulting Group and
determined that 17 have been implemented pursuant to the Board's Order
Approving Audit Implementation Plans.  The remaining issue regarding
Enterprise sharing the benefits of consolidated taxes with PSE&G or
its ratepayers may be considered in the context of a future base rate
case, or in a filing that considers an alternative form of regulation.
PSE&G cannot predict what actions, if any, the BPU may take regarding
the consolidated tax issue.
 <PAGE>
                 PUBLIC SERVICE ENTERPRISE GROUP INCORPORATED

                        PART II.  OTHER INFORMATION


Item 6.   Exhibits and Reports on Form 8-K
------    --------------------------------

(a)  A listing of exhibits being filed with this document is as
follows:

     Exhibit
     Number                           Document
     -------       --------------------------------------------------
     10a(15)        Letter Agreement with Louis F. Storz signed July
                    7, 1995.

     10a(16)        Letter Agreement with Elbert C. Simpson signed
                    May 31, 1995.

     12             Computation of Ratios of Earnings to Fixed
                    Charges plus Preferred Securities Dividend
                    Requirements (Enterprise).

     12(A)          Computation of Ratios of Earnings to Fixed
                    Charges (PSE&G).

     12(B)          Computation of Ratios of Earnings to Fixed
                    Charges plus Preferred Securities Dividend
                    Requirements (PSE&G).

     27 (A)         Financial Data Schedule (Enterprise).

     27 (B)         Financial Data Schedule (PSE&G).

(b)  Reports on Form 8-K.

     Registrant            Date of Report         Item Reported
    ------------          ----------------        ------------
Enterprise and PSE&G         6/13/95              Item 5.  Other
                                                  events (Nuclear
                                                  Operations -
                                                  Salem and Hope
                                                  Creek)

Enterprise and PSE&G         7/19/95              Item 5.  Other
                                                  events (Nuclear
                                                  Operations -
                                                  Salem)

<PAGE>
                 PUBLIC SERVICE ENTERPRISE GROUP INCORPORATED



                               SIGNATURES
                               ----------


     Pursuant to the requirements of the Securities Exchange Act of
1934, the registrants have duly caused these reports to be signed on
their respective behalf by the undersigned thereunto duly authorized.




                          PUBLIC SERVICE ENTERPRISE GROUP INCORPORATED
                          PUBLIC SERVICE ELECTRIC AND GAS COMPANY
                          --------------------------------------------
                                         (Registrants)


                            By:           PATRICIA A. RADO
                                --------------------------------------
                                          Patricia A. Rado
                                    Vice President and Controller
                                   (Principal Accounting Officer)

Date:  August 14, 1995

<PAGE>

PSE&G's Logo
Public Service Electric and Gas Company

M. Peter Mellett
Vice President - Human Resources

80 Park Plaza
Newark, New Jersey 07107
201-430-7620

Mailing Address:
PO Box 570
Newark, New Jersey, 07101
Fax: 201-642-1689

June 30, 1995

Mr. Louis F. Storz
Rural Route 2, Box 123
Howard Road
Fulton, New York, 13065

Dear Mr. Storz:

          In Conjunction with your employment as Senior Vice President -
Nuclear Operations of Public Service Electric and Gas Company (PSE&G), the
agreed terms of employment are as follows:

               1.   The Effective date of your employment with PSE&G shall
          be July 28, 1995 or such earlier date as may be agreed to in
          writing (the Date of Employment (DOE)).

               2.   You shall be paid a salary at the annual rate of
          $250,000, which salary may be increased, but shall not be reduced,
          thereafter during the five - year period commencing on the DOE.
          This initial annual rate of salary shall remain in effect until
          December 31, 1996.

               3.   PSE&G will make a cash payment to you on the DOE in the
          amount of $70,000 as inducement for you to commence employment with
          PSE&G.

               4.   You shall be entitled to those benefits from time to
          time available to officers and employees of PSE&G generally, except
          as otherwise provided in this letter.  You shall be initially
          eligible for a minimum of four weeks of vacation per year.  In
          addition, financial counseling will be available to you on the same
          terms and conditions that it is provided to officers of PSE&G.

               5.   PSE&G will compensate you for reasonably incurred
          moving and relocation expenses in accordance with PSE&G's
          Relocation Program.  Such compensation shall specifically include
          either the purchase of the residence you presently have under

 <PAGE>
          construction at appraised value, which shall be no less than your
          investment therein, plus reimbursement of any sales commissions,
          or reimbursement to you of the costs incurred in such construction.
          In addition, PSE&G will provide you, and your spouse temporary
          living expenses in New Jersey, Delaware, or Pennsylvania for a
          period of up to six months from DOE and will provide for the taxes
          associated with providing you such housing during such 6-  month
          period.

               6.   You may be discharged with or without cause at any
          time.  If you should be discharged without cause during the five -
          year period commencing on DOE, PSE&G will pay to you the salary in
          effect pursuant to Paragraph 1 above at the time of your discharge
          for a period of twelve months following such discharge, or for the
          remainder of such five - year period, whichever is less.  "Cause"
          shall mean (i) the willful or negligent dereliction of, and
          continued failure by you to perform your duties with PSE&G (other
          than any such failure resulting from your incapacity due to
          physical or mental illness), after a written demand for performance
          is delivered to you by the Chief Executive Officer or Chief Nuclear
          Officer of PSE&G which identifies the manner in which the CEO or
          CNO believes that you have not so performed your duties, or (ii)
          any conduct constituting a felony or moral turpitude.

               7.   Your participation in PSE&G's Management Incentive
          Compensation Plan (MICP) for 1995 will reflect a full year's award.
          Your target incentive award as Senior Vice President - Nuclear
          Operations will initially be 20% of salary.  This may be adjusted
          from time to time in accordance with established plan procedures.
          In addition, to provide an appropriate transition adjustment,
          because any MICP awards are paid out one third annually over a
          three-year period, PSE&G will pay to you the following lump sum
          cash payments in January of the following years: 1996 - $50,000;
          1997 - $35,000; 1998 - $20,000; in addition to any payouts which
          may result from your participation in the MICP itself.  Copies of
          the MICP and the calculation determining the 1994 corporate factor
          have previously been forwarded to you.

               8.   As Senior Vice President - Nuclear Operations, you will
          participate in the Long - Term Incentive Plan (LTIP) of Public
          Service Enterprise Group Incorporated (Enterprise), the parent of
          PSE&G.  The LTIP provides senior officers selected by the
          Organization and Compensation Committee with options to purchase
          shares of Enterprise Common Stock.  The options are generally
          granted in January and become exercisable three years after the
          date of grant, and the LTIP provides for payments to be made,
          dependant upon dividends paid by Enterprise and future financial
          performance by Enterprise in comparison to other corporations, to
          assist the officers in exercising the options granted.  It will be
          recommended to the Organization and Compensation Committee that you
          be granted 1,200 options in January 1996 (which would be
          exercisable in 1999).  In addition, it will be recommended to the
          Organization and Compensation Committee that you also be granted
          600 stock options under the LTIP which are exercisable in 1996, 800
          stock options exercisable in 1997 and 1,000 stock options
          exercisable in 1998.  Such options would be subject to all of the
          provisions of the LTIP and would permit the purchase by you of

 <PAGE>
          numbers of shares granted by the Organization and Compensation
          Committee that appropriately reflect your responsibilities and
          ability to contribute to the long term success of Enterprise.

               9.   In light of your allied work experience, you shall be
          granted credited service, in addition to that earned as a result
          of your employment by PSE&G, for the purpose of determining any
          pension benefits from PSE&G in accordance with the following
          schedule:

                                                   Additional Years
               Date of Termination of Employment       of Credited Service
               ---------------------------------       ------------------
               On or after DOE plus 4 years and
                 prior to DOE plus 5 years                  15

               On or after DOE plus 5 years and
                 prior to DOE plus 6 years                  18

               On or after DOE plus 7 years and
                 prior to DOE plus 7 years                  20

               On or after DOE plus 7 years                 25

               The additional credited service shown in the table above is
          not cumulative, but is applied from the table depending upon when
          you retire.  For example, assuming you are currently age 55, the
          additional credited service set forth above, together with the
          Board's current policy of granting 5 years of additional credited
          service to officers who retire between age 60 and age 65 1/2, and
          your actual credited service, will afford you a total of 28 years
          of credited service at age 60, and 40 years of credited service at
          age 65, dependent upon your actual date of birth and DOE.  You will
          be a participant in PSE&G's Pension Plan and in its Limited
          Supplemental Death Benefits and Retirement Plan.  The Limited Plan
          provides a retirement benefit of a percentage of final average
          compensation as defined in the Plan that is equal to credited
          service plus 30 years.  This would result in a target retirement
          benefit of 58% (28 years plus 30) at age 60 and 70% at age 65 times
          final average compensation, adjusted for any survivorship benefit
          you may choose, and reduced by Social Security benefits and
          pensions from other employers as provided in the Plan.  Under these
          pension programs as presently in effect, you would be eligible to
          retire at age 60 without an early retirement penalty, dependent
          upon your actual date of birth and DOE.  The amount of your pension
          or survivorship benefits paid by your present employer (or any
          other employer) shall be deducted from the pension benefits payable
          to you or your beneficiary by PSE&G on account of such service with
          your present employer (or other employer).

               10.  In recognition of your need for an automobile for
          business purposes, PSE&G will provide you with a full size American
          made automobile (Oldsmobile, Buick or other comparable model) and
          shall provide the related maintenance, repairs, insurance and costs
          of operation thereof.

               11.  As part of PSE&G's requirement for a work force that
          is free from the influence of foreign chemical substances, you will
          be required to complete a medical examination which will include
          definitive analysis of freshly voided urine specimen for the
          presence of commonly abused drugs, including marijuana.
 <PAGE>

               If the foregoing is in accordance with your understanding,
          please sign the enclosed copy of this letter and return it to me.


                                   Sincerely,

                                   By:  M. PETER MELLETT
                                   -------------------------
                                       M. Peter Mellett
                                   Vice President - Human Resources

Agreed to this 7th day
of July, 1995

By:  LOUIS F. STORZ
--------------------
Louis F. Storz


<PAGE>

PSE&G's Logo
Public Service Electric and Gas Company

80 Park Plaza
Newark, New Jersey 07107
201-430-7620

Mailing Address:
PO Box 570
Newark, New Jersey, 07101

May 27, 1995

Mr. Elbert C. Simpson
13618 S. 34th Street
Phoenix, Arizona 85044

Dear Mr. Simpson:

          In Conjunction with your employment as Senior Vice President -
Nuclear Engineering of Public Service Electric and Gas Company (PSE&G), the
agreed terms of employment are as follows:

               1.   The effective date of your employment with PSE&G shall
          be June 30, 1995 or such earlier date as may be agreed to in
          writing (the Date of Employment (DOE)).

               2.   You shall be paid a salary at the annual rate of
          $225,000, which salary may be increased, but shall not be reduced,
          thereafter during the five - year period commencing on the DOE.
          This initial annual rate of salary shall remain in effect until
          December 31, 1996.

               3.   PSE&G will make a cash payment to you on the DOE in the
          amount of $126,000 to compensate you for the loss of benefits under
          plans of your present employer.  You agree to repay this amount
          ($126,000) to PSE&G if you voluntarily terminate your employment
          with PSE&G prior to five years from the DOE.

               4.   PSE&G will make a further cash payment to you on the
          DOE in the amount of $60,000 as inducement for you to commence
          employment with PSE&G.

               5.   You shall be entitled to those benefits from time to
          time available to officers and employees of PSE&G generally, except
          as otherwise provided in this letter.  You shall be initially
          eligible for a minimum of four weeks of vacation per year.  In
          addition, financial counseling will be available to you on the same
          terms and conditions that it is provided to officers of PSE&G.

               6.   PSE&G will compensate you for reasonably incurred
          moving and relocation expenses in accordance with PSE&G's
          Relocation Program.  Such compensation shall specifically include

 <PAGE>
          reimbursement of any sales commissions on your existing principal
          residence and will also include, if you so elect, the purchase of
          your principal residence at an appraised value.  In addition, PSE&G
          will provide your, spouse and children temporary living expenses
          in New Jersey for a period of up to six months and will provide for
          the taxes associated with providing you housing in New Jersey
          during such 6 - month period.

               7.   You may be discharged with or without cause at any
          time.  If you should be discharged without cause during the five -
          year period commencing on DOE, PSE&G will pay to you the salary in
          effect pursuant to Paragraph 1 above at the time of your discharge
          for a period of twelve months following such discharge, or for the
          remainder of such five - year period, whichever is less.  "Cause"
          shall mean (i) the willful or negligent dereliction of, and
          continued failure by you to perform your duties with PSE&G (other
          than any such failure resulting from your incapacity due to
          physical or mental illness), after a written demand for performance
          is delivered to you by the Chief Executive Officer or Chief Nuclear
          Officer of PSE&G which identifies the manner in which the CEO or
          CNO believes that you have not so performed your duties, or (ii)
          any conduct constituting a felony or moral turpitude.

               8.   Your participation in PSE&G's Management Incentive
          Compensation Plan (MICP) for 1995 will reflect a full year's award.
          Your target incentive award as Senior Vice President - Nuclear
          Engineering will initially be 20% of salary.  This may be adjusted
          from time to time in accordance with established plan procedures.
          In addition, to provide an appropriate transition adjustment,
          because any MICP awards are paid out one third annually over a
          three-year period, PSE&G will pay to you the following lump sum
          cash payments in January of the following years: 1996 - $45,000;
          1997 - $30,000; 1998 - $15,000; in addition to any payouts which
          may result from your participation in the MICP itself.  Copies of
          the MICP and the calculation determining the 1994 corporate factor
          have previously been forwarded to you.

               9.   As Senior Vice President - Nuclear Engineering, you
          will participate in the Long - Term Incentive Plan (LTIP) of Public
          Service Enterprise Group Incorporated (Enterprise), the parent of
          PSE&G.  The LTIP provides senior officers selected by the
          Organization and Compensation Committee with options to purchase
          shares of Enterprise Common Stock.  The options generally are
          granted in January and become exercisable three years after the
          date of grant, and the LTIP provides for payments to be made,
          dependant upon dividends paid by Enterprise and future financial
          performance by Enterprise in comparison to other corporations, to
          assist the officers in exercising the options granted.  I will
          recommend to the Organization and Compensation Committee that you
          be granted 1,200 options in January 1996 (which would be
          exercisable in 1999).  In addition, I will recommend to the
          Organization and Compensation Committee that you also be granted
          600 stock options under the LTIP which are exercisable in 1996, 800
          stock options exercisable in 1997, and 1,000 stock options
          exercisable in 1998.  Such options would be subject to all of the
          provisions of the LIPT and would permit the purchase by you of
          numbers of shares granted by the Organization and Compensation
          Committee that appropriately reflect your responsibilities and
          ability to contribute to the long term success of Enterprise.
 <PAGE>

               10.  In light of your allied work experience, you shall be
          granted credited service, in addition to that earned as a result
          of your employment by PSE&G, for the purpose of determining any
          pension benefits from PSE&G in accordance with the following
          schedule:

                                                   Additional Years
               Date of Termination of Employment       of Credited Service
               ---------------------------------       ------------------
               On or after DOE plus 5 years and
                 prior to DOE plus 6 years                  13

               On or after DOE plus 6 years and
                 prior to DOE plus 7 years                  15

               On or after DOE plus 7 years and
                 prior to DOE plus 8 years                  17

               On or after DOE plus 8 years and
                 prior to DOE plus 9 years                  19

               On or after DOE plus 9 years and
                 prior to DOE plus 10 years                 21

               On or after DOE plus 10 years                23

               The additional credited service shown in the table above is
          not cumulative, but is applied from the table depending upon when
          you retire.  For example, assuming you are currently age 47, the
          additional credited service set forth above, together with the
          Board's current policy of granting 5 years of additional credited
          service to officers who retire between age 60 and age 65 - 1/2, and
          your actual credited service, will afford you a total of 41 years
          of credited service at age 60, and 46 years of credited service at
          age 65, dependent upon your actual date of birth and DOE.  You will
          be a participant in PSE&G's Pension Plan and in its Limited
          Supplemental Death Benefits and Retirement Plan.  The Limited Plan
          provides a retirement benefit of a percentage of final average
          compensation as defined in the Plan that is equal to credited
          service plus 30 years.  This would result in a target retirement
          benefit of 71% (41 years plus 30) at age 60 and 75% at age 64 (the
          maximum replacement value under the program) times final average
          compensation, adjusted for any survivorship benefit you may choose,
          and reduced by Social Security benefits and pensions from other
          employers as provided in the Plan.  Under these pension programs
          as presently in effect, you would be eligible to retire at age 56
          with a reduced pension, or at age 57 with an unreduced pension,
          dependent upon your actual date of birth and DOE.  Specifically,
          the amount of your pension or survivorship benefits paid by your
          present employer (or any other employer) shall be deducted from the
          pension benefits payable to you or your beneficiary by PSE&G on
          account of such service with your present employer (or other
          employer).

               11.  In recognition of your need for an automobile for
          business purposes, PSE&G will provide you with a full size American
          made automobile (Oldsmobile, Buick or other comparable model) and
          shall provide the related maintenance, repairs, insurance and costs
          of operation thereof.
 <PAGE>
               12.  As part of PSE&G's requirement for a work force that
          is free from the influence of foreign chemical substances, you will
          be equired to complete a medical examination which will include
          definitive analysis of freshly voided urine specimen for the
          presence of commonly abused drugs, including marijuana.

               If the foregoing is in accordance with your understanding,
          please sign the enclosed copy of this letter and return it to me.


                                   Sincerely,

                                   By:  M. PETER MELLETT
                                   ---------------------------
                                       M. Peter Mellett
                                   Vice President - Human Resources

Agreed to this 31st day
of May, 1995

By: ELBERT C. SIMPSON
-------------------------
Elbert C. Simpson


<PAGE>

<TABLE>
<CAPTION>

                                                                               EXHIBIT 12

                  PUBLIC SERVICE ENTERPRISE GROUP INCORPORATED

               COMPUTATION OF RATIOS OF EARNINGS TO FIXED CHARGES
                 PLUS PREFERRED SECURITIES DIVIDEND REQUIREMENTS
                                                                                                        12 Months
                                                         YEARS ENDED DECEMBER 31,                         Ended
                                    ----------------------------------------------------------------     June 30,
                                     1990(A)      1991(A)      1992(A)        1993           1994         1995
                                    ---------    ---------    ----------   ----------     ----------    ---------
                                                                   (THOUSANDS OF DOLLARS)
<S>                                     <C>          <C>          <C>          <C>            <C>           <C>
Net Income........................  $ 403,663    $ 543,035    $  504,117   $  595,519(A)  $  679,033    $  642,280
Plus Income Taxes (B).............    144,652      274,146       253,276      316,010        322,824       295,441
                                    ---------    ---------    ----------   ----------     ----------    ----------
Income Before Income Taxes........    548,315      817,181       757,393      911,529      1,001,857       937,721
                                    ---------    ---------    ----------   ----------     ----------    ----------
Fixed Charges and Preferred
  Securities Dividend Requirements:
  Interest Charges (C)............    457,017      478,321       524,025      502,534        495,925       502,520
  Interest Factor in Rentals......      9,162        9,311         9,591       11,090         12,120        12,131
  Preferred Securities Dividend
    Requirements (Pre-tax) (D)....     38,544       42,676        46,748       58,112         60,566        64,427
                                    ---------    ---------    ----------   ----------     ----------    ----------
          Total...................    504,723      530,308       580,364      571,736        568,611       579,078
                                    ---------    ---------    ----------   ----------     ----------    ----------
Earnings Before Fixed Charges and
  Preferred Securities Dividend
    Requirements.................. $1,053,038   $1,347,489    $1,337,757   $1,483,265     $1,570,468    $1,516,799
                                   ==========   ==========    ==========   ==========     ==========    ==========

Ratio.............................       2.09         2.54          2.30         2.59           2.76          2.62
                                         ====         ====          ====         ====           ====          ====

(A)  Excludes cumulative effect of $5.4 million credit to income reflecting a change in income taxes.
     (See Note 9 -- Federal Income Taxes of Notes to Consolidated Financial Statements.)

(B)  Includes state income taxes and federal income taxes for other incomes.

(C)  Excludes 1991 and 1992 interest expense on decommissioning costs of $6,956 and $5,208, respectively.
     Effective January 1, 1992, accounting was changed to follow Federal Energy Regulatory Commission
     guidelines.

(D)  Includes a reduction for tax-deductible preferred dividends in accordance with Sections 244(a) and
     11(b) of the Internal Revenue Code of 1986, as amended, before applying accounting Rule S-K of
     Regulation 229.503,  Item 503 (d)(6).
</TABLE>



<PAGE>

<TABLE>
<CAPTION>

                                                                           EXHIBIT 12(A)

                    PUBLIC SERVICE ELECTRIC AND GAS COMPANY

               COMPUTATION OF RATIOS OF EARNINGS TO FIXED CHARGES
                                                                                                    12 Months
                                                      YEARS ENDED DECEMBER 31,                        Ended
                                  --------------------------------------------------------------     June 30,
                                     1990         1991         1992         1993         1994          1995
                                  ----------   ----------   ----------   ----------   ----------    ---------
                                                            (THOUSANDS OF DOLLARS)
<S>                               <C>          <C>           <C>         <C>         <C>            <C>
Net Income....................... $  537,619   $  545,479   $  475,936   $  614,868   $  659,406    $  590,645
Plus Income Taxes (A)............    209,360      261,912      223,782      307,414      301,447       278,730
                                  ----------   ----------   ----------   ----------   ----------    ----------
Income Before Income Taxes.......    746,979      807,391      699,718      922,282      960,853       869,375
                                  ----------   ----------   ----------   ----------   ----------    ----------
Fixed Charges
  Interest Charges (B)...........    346,020      358,517      401,902      389,956      395,925       408,534
  Interest Factor in Rentals.....      9,162        9,311        9,591       11,090       12,120        12,131
                                  ----------   ----------   ----------   ----------   ----------    ----------
          Total..................    355,182      367,828      411,493      401,046      408,045       420,665
                                  ----------   ----------   ----------   ----------   ----------    ----------
Earnings Before Fixed Charges.... $1,102,161   $1,175,219   $1,111,211   $1,323,328   $1,368,898    $1,290,040
                                  ==========   ==========   ==========   ==========   ==========    ==========

Ratio............................       3.10         3.20         2.70         3.30         3.35          3.07
                                        ====         ====         ====         ====         ====          ====

(A)  Includes state income taxes and federal income taxes for other income.

(B)  Excludes 1991 and 1992 interest expense on decommissioning costs of $6,956 and $5,208,
     respectively.  Effective January 1, 1992, accounting was changed to follow Federal Energy
     Regulatory Commission guidelines.
</TABLE>


<PAGE>

<TABLE>
<CAPTION>

                                                                           EXHIBIT 12(B)

                    PUBLIC SERVICE ELECTRIC AND GAS COMPANY

               COMPUTATION OF RATIOS OF EARNINGS TO FIXED CHARGES
                 PLUS PREFERRED SECURITIES DIVIDEND REQUIREMENTS
                                                                                                       12 Months
                                                          YEARS ENDED DECEMBER 31,                       Ended
                                       -------------------------------------------------------------    June 30,
                                          1990         1991         1992        1993         1994        1995
                                       ----------   ----------   ----------  ----------   ----------   ---------
                                                                   (THOUSANDS OF DOLLARS)
<S>                                    <C>          <C>         <C>         <C>           <C>          <C>
Net Income............................ $  537,619   $  545,479  $  475,936   $  614,868   $  659,406   $  590,645
Plus Income Taxes (A).................    209,361      261,912     223,782      307,414      301,447      278,730
                                       ----------   ----------   ---------   ----------   ----------   ----------
Income Before Income Taxes............    746,980      807,391     699,718      922,282      960,853      869,375
                                       ----------   ----------   ---------   ----------   ----------   ----------
Fixed Charges and Preferred Securities
  Dividend Requirements:
  Interest Charges (B)................    346,020      358,517     401,902      389,956      395,925      408,534
  Interest Factor in Rentals..........      9,162        9,311       9,591       11,090       12,120       12,131
  Preferred Securities Dividend
    Requirements (Pre-tax) (C)........     40,116       42,703      46,675       56,957       60,910       65,994
                                       ----------   ----------   ---------   ----------   ----------   ----------
          Total.......................    395,298      410,531     458,168      458,003      468,955      486,659
                                       ----------   ----------   ---------   ----------   ----------   ----------
Earnings Before Fixed Charges and
  Preferred Securities Dividend
  Requirements........................ $1,102,162   $1,175,219  $1,111,211   $1,323,328   $1,368,898   $1,290,040
                                       ==========   ==========  ==========   ==========   ==========   ==========

Ratio.................................       2.79         2.86        2.43         2.89         2.92         2.65
                                             ====         ====        ====         ====         ====         ====

(A)  Includes state income taxes and federal income taxes for other income.

(B)  Excludes 1991 and 1992 interest expense on decommissioning costs of $6,956 and $5,208, respectively.
     Effective January 1, 1992, accounting was changed to follow Federal Energy Regulatory Commission
     guidelines.

(C)  Includes a reduction for tax-deductible preferred dividends in accordance with Sections 244(a) and
     11(b) of the Internal Revenue Code of 1986, as amended, before applying accounting Rule S-K of
     Regulation 229.503,  Item 503 (d)(6).
</TABLE>


<TABLE> <S> <C>

<PAGE>
<ARTICLE> UT
<LEGEND>
This schedule contains summary financial information extracted from SEC Form 10-Q and is
qualified in its entirety by reference to such financial statements.  The referenced
financial statements are unaudited but, in the opinion of Enterprise's management, reflect
all adjustments, consisting only of normal recurring accruals, necessary for a fair
presentation.
</LEGEND>
<CIK> 0000788784
<NAME> PUBLIC SERVICE ENTERPRISE GROUP INCORPORATED
<MULTIPLIER> 1000
       
<S>                             <C>
<PERIOD-TYPE>                   6-MOS
<FISCAL-YEAR-END>                          DEC-31-1994
<PERIOD-START>                             JAN-01-1995
<PERIOD-END>                               JUN-30-1995
<BOOK-VALUE>                                  PER-BOOK
<TOTAL-NET-UTILITY-PLANT>                   11,132,783
<OTHER-PROPERTY-AND-INVEST>                  2,750,932
<TOTAL-CURRENT-ASSETS>                       1,508,044
<TOTAL-DEFERRED-CHARGES>                     1,590,428
<OTHER-ASSETS>                                       0
<TOTAL-ASSETS>                              16,982,187
<COMMON>                                     3,801,157
<CAPITAL-SURPLUS-PAID-IN>                            0
<RETAINED-EARNINGS>                          1,568,995
<TOTAL-COMMON-STOCKHOLDERS-EQ>               5,370,152
                          300,000
                                    384,994
<LONG-TERM-DEBT-NET>                         5,235,367
<SHORT-TERM-NOTES>                                   0
<LONG-TERM-NOTES-PAYABLE>                            0
<COMMERCIAL-PAPER-OBLIGATIONS>                 883,055
<LONG-TERM-DEBT-CURRENT-PORT>                  242,806
                            0
<CAPITAL-LEASE-OBLIGATIONS>                     53,450
<LEASES-CURRENT>                                     0
<OTHER-ITEMS-CAPITAL-AND-LIAB>               4,512,363
<TOT-CAPITALIZATION-AND-LIAB>               16,982,187
<GROSS-OPERATING-REVENUE>                    2,997,923
<INCOME-TAX-EXPENSE>                           166,761<F1>
<OTHER-OPERATING-EXPENSES>                   2,264,555
<TOTAL-OPERATING-EXPENSES>                   2,430,349
<OPERATING-INCOME-LOSS>                        567,574
<OTHER-INCOME-NET>                               6,826<F1>
<INCOME-BEFORE-INTEREST-EXPEN>                 574,400
<TOTAL-INTEREST-EXPENSE>                       249,049
<NET-INCOME>                                   323,259
                     24,394
<EARNINGS-AVAILABLE-FOR-COMM>                  323,259
<COMMON-STOCK-DIVIDENDS>                       264,274
<TOTAL-INTEREST-ON-BONDS>                      222,797
<CASH-FLOW-OPERATIONS>                         549,474
<EPS-PRIMARY>                                     1.32
<EPS-DILUTED>                                     1.32
<FN>
<CAPTION>
<F1>State Income Taxes of $3,363 and Federal Income Taxes for Other Income  of $967 were
incorporated into this line item for FDS purposes.  In the referenced financial statements,
State Income Taxes are included in Taxes - Other and Federal Income Taxes for Other Income
are included in Other Income - Miscellaneous.
</FN>
        

</TABLE>

<TABLE> <S> <C>

<PAGE>
<ARTICLE> UT
<LEGEND>
This schedule contains summary financial information extracted from SEC form  10-Q and is
qualified in its entirety by reference to such financial statements.  The financial
statements are unaudited but, in the opinion of PSE&G's management, reflect all adjustments,
consisting only of normal recurring accruals, necessary for a fair presentation.
</LEGEND>
<CIK> 0000081033
<NAME> PUBLIC SERVICE ELECTRIC AND GAS COMPANY
<MULTIPLIER> 1000
       
<S>                             <C>
<PERIOD-TYPE>                   6-MOS
<FISCAL-YEAR-END>                          DEC-31-1994
<PERIOD-START>                             JAN-01-1995
<PERIOD-END>                               JUN-30-1995
<BOOK-VALUE>                                  PER-BOOK
<TOTAL-NET-UTILITY-PLANT>                   11,132,783
<OTHER-PROPERTY-AND-INVEST>                    362,944
<TOTAL-CURRENT-ASSETS>                       1,365,894
<TOTAL-DEFERRED-CHARGES>                     1,588,241
<OTHER-ASSETS>                                       0
<TOTAL-ASSETS>                              14,449,862
<COMMON>                                     2,563,003
<CAPITAL-SURPLUS-PAID-IN>                            0
<RETAINED-EARNINGS>                          1,337,284
<TOTAL-COMMON-STOCKHOLDERS-EQ>               4,434,682
                          300,000
                                    384,994
<LONG-TERM-DEBT-NET>                         4,586,428
<SHORT-TERM-NOTES>                                   0
<LONG-TERM-NOTES-PAYABLE>                            0
<COMMERCIAL-PAPER-OBLIGATIONS>                 725,881
<LONG-TERM-DEBT-CURRENT-PORT>                   60,200
                            0
<CAPITAL-LEASE-OBLIGATIONS>                     53,450
<LEASES-CURRENT>                                     0
<OTHER-ITEMS-CAPITAL-AND-LIAB>               3,904,227
<TOT-CAPITALIZATION-AND-LIAB>               14,449,862
<GROSS-OPERATING-REVENUE>                    2,807,822
<INCOME-TAX-EXPENSE>                           158,046<F1>
<OTHER-OPERATING-EXPENSES>                   2,147,705
<TOTAL-OPERATING-EXPENSES>                   2,304,784
<OPERATING-INCOME-LOSS>                        503,038
<OTHER-INCOME-NET>                               6,619<F1>
<INCOME-BEFORE-INTEREST-EXPEN>                 509,657
<TOTAL-INTEREST-EXPENSE>                       203,428
<NET-INCOME>                                   318,196
                     17,362
<EARNINGS-AVAILABLE-FOR-COMM>                  300,834
<COMMON-STOCK-DIVIDENDS>                       255,750
<TOTAL-INTEREST-ON-BONDS>                      183,102
<CASH-FLOW-OPERATIONS>                         492,454
<EPS-PRIMARY>                                        0
<EPS-DILUTED>                                        0
<FN>
<CAPTION>
<F1>State Income Taxes of $1,219 and Federal Income Taxes for Other Income  of $967 were
incorporated into this line item for FDS purposes.  In the referenced financial statements,
State Income Taxes are included in Taxes - Other and Federal Income Taxes for Other Income
are included in Other Income - Miscellaneous.
</FN>
        

</TABLE>


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