SEC Form 4

FORM 4		UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
X	Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person* Randell Linda L (Last) (First) (Middle) C/O UIL HOLDINGS CORPORATION 157 CHURCH STREET (Street) NEW HAVEN CT 06510 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol UIL HOLDINGS CORP [ UIL ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director 10% Owner X Officer (give title below) Other (specify below) Sr VP, Gen Counsel, Corp Scty
	3. Date of Earliest Transaction (Month/Day/Year) 12/16/2015
	4. If Amendment, Date of Original Filed (Month/Day/Year) 12/18/2015	6. Individual or Joint/Group Filing (Check Applicable Line) X Form filed by One Reporting Person Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	12/16/2015		D		35,557.581	D	$0.00(1)	0	D
Common Stock	12/16/2015		D		2,337.757	D	$0.00(1)	0	I(2)	By UIL Employee Stock Ownership Plan (KSOP)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Deferred Stock Units	(3)	12/16/2015		D			24,195.99	(3)	(3)	Common Stock	24,195.99	$0.00(4)	0	D

Explanation of Responses:

1. Disposed of pursuant to the merger of UIL Holdings Corporation (UIL) and Avangrid, Inc. (AGR) in exchange for a like number of shares of common stock of AGR plus $10.50 per share.

2. This amendment is being filed to correct an administrative error that reported the ownership as direct and did not include the type of security on the Form 4 filed 12/18/2015.

3. Deferred Stock Units represent shares granted to the recipient and deferred under UIL's Deferred Compensation Plan (DCP). Payment of the deferred stock underlying the deferred stock unit is made at the time elected by the recipient pursuant to the terms and provisions of the DCP.

4. Each share disposed of pursuant to the merger of UIL and AGR in exchange for 1.28059748557929000 Deferred Stock Units of AGR.

Remarks:

All securities listed on this amendment were incorrectly labelled as acquisitions on the Form 4 filed 12/18/2015.

	Patricia C. Cosgel, attorney-in-fact for Linda L. Randell	01/06/2016
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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