8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 or 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported):  February 17, 2010

(Exact name of registrant as specified in its charter)

Connecticut	1-15052	06-1541045
(State or other jurisdiction	(Commission	(IRS Employer
of Incorporation)	File Number)	Identification No.)
157 Church Street, New Haven, Connecticut		06506
(Address of principal executive offices)		(Zip Code)
Registrant's Telephone Number,
Including Area Code		(203) 499-2000

Not Applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

£      Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

£      Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

£      Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17CFR 240.14d-2(b))

£       Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act(17 CFR 240.13e-4(c))

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Item 2.02 Results of Operations and Financial Condition

On February 17, 2010, UIL Holdings Corporation (the Registrant or UIL Holdings) issued a press release that announces its financial results for the three and twelve months ended December 31, 2009 and provides 2010 earnings guidance.  A copy of the Registrant's press release is attached hereto as Exhibit 99.

Item 7.01 Regulation FD Disclosure

On February 18, 2010, UIL Holdings will conduct a web cast conference call with financial analysts, beginning at 10:00 a.m. Eastern Time.  Executive management will present an overview of UIL Holdings’ financial results followed by a question and answer session.  Interested parties, including analysts, investors and the media, may listen live via the internet by logging onto the Investors section of UIL Holdings’ website at http://www.uil.com.

As part of the conference call, James P. Torgerson, President and Chief Executive Officer, and Richard J. Nicholas, Executive Vice President and Chief Financial Officer, will present items previously not disclosed in reports filed by the Registrant with the Securities and Exchange Commission.  Among these items, which relate to the Registrant’s subsidiary, The United Illuminating Company (UI), are (a) the expected filing with the Department of Public Utility Control of an application requesting approval of UI incremental long-term debt for the years 2010-2013 (b) an update on the status of peaking generation projects and (c) a revised capital expenditure forecast for 2010.  A copy of the Registrant's presentation is attached hereto as Exhibit 99.1.

The information in this Form 8-K shall not be deemed to be “filed” for the purposes of Section 18 of the Securities and Exchange Act of 1934 (the Exchange Act), or otherwise subject to the liabilities of such section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

Use of Non-GAAP Measures

UIL Holdings believes earnings per share (EPS) information as presented in its earnings guidance is useful in understanding the earnings expectations for the business, as a whole.  The amounts presented in the earnings guidance show the EPS for each of UIL Holdings’ lines of business.  EPS is calculated by dividing the projected 2010 net income for each line of business by the projected average number of shares of UIL Holdings common stock outstanding for 2010.   Total consolidated EPS is a generally accepted accounting principles (GAAP)-basis presentation.

Certain statements contained herein, regarding matters that are not historical facts, are forward-looking statements (as defined in the Private Securities Litigation Reform Act of 1995).  These include statements regarding management’s intentions, plans, beliefs, expectations or forecasts for the future.  Such forward-looking statements are based on UIL Holdings’ expectations and involve risks and uncertainties; consequently, actual results may differ materially from those expressed or implied in the statements.  Such risks and uncertainties include, but are not limited to, general economic conditions, legislative and regulatory changes, changes in demand for electricity and other products and services, unanticipated weather conditions, changes in accounting principles, policies or guidelines, and other economic, competitive, governmental, and technological factors affecting the operations, markets, products

2

and services of UIL Holdings’ subsidiary, The United Illuminating Company.  The foregoing and other factors are discussed and should be reviewed in UIL Holdings’ most recent Annual Report on Form 10-K and other subsequent periodic filings with the Securities and Exchange Commission.  Forward-looking statements included herein speak only as of the date hereof and UIL Holdings undertakes no obligation to revise or update such statements to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events or circumstances.

Item 9.01 Financial Statements and Exhibits

(d)	Exhibits – The following exhibit is filed as part of this report:
99	Press release, dated February 17, 2010
99.1	Presentation on Fourth Quarter and Full Year 2009 financial results

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

UIL HOLDINGS CORPORATION

Registrant

Date:  2/17/10	By                /s/ Richard J. Nicholas
	Richard J. Nicholas
	Executive Vice President
	and Chief Financial Officer

4

Exhibit Index

Exhibit	Description
99	Press Release dated February 17, 2010
99.1	Presentation on Fourth Quarter and Full Year 2009 financial results

5

EX-99

EXHIBIT 99

UIL Holdings Corporation

157 Church Street

P.O. Box 1564

New Haven, CT  06506-0901

203.499.2812 Fax:  203.499.3626

NEWS RELEASE

February 17, 2010	Analyst Contact:	Susan Allen:	203-499-2409
	Media Contact:	Anita Steeves:	203-499-2901
		After Hours:	203-499-2812

UIL Holdings Corporation Reports 2009 Results and

Provides 2010 Earnings Guidance

UIL Holdings Corporation (NYSE: UIL) today reported consolidated net income of $54.3 million, or $1.94 per share in 2009, an increase of $6.2 million, or $0.02 per share, compared to 2008.  For the fourth quarter of 2009, earnings were $6.7 million, or $0.22 per share, compared to net income of $8.7 million, or $0.35 per share, for the same period in 2008.  The dilutive effect from UIL’s May 2009 issuance of an additional 4.6 million shares of common stock for the full year and fourth quarter 2009 was $0.21 per share and $0.07 per share, respectively.

“2009 was a challenging year, but we successfully achieved year-over-year earnings growth by controlling our operating costs,” commented James P. Torgerson, UIL’s President and CEO.  “In addition, the decoupling of distribution revenues from electricity sales provided us with revenue stability in 2009.”

“Looking forward, 2010 will be an exciting year.  The first peaking generation project of GenConn Energy, a 50-50 joint venture between NRG Energy, Inc. and The United Illuminating Company, located in Devon, Connecticut, is scheduled to be on-line in June 2010.  Major construction is also getting underway at the second project located in Middletown, Connecticut.  Operationally, we will focus on the execution of our 10-year capital expenditure plan while continuing to control our operating costs.”

Net income for the fourth quarter and full year 2009, compared to the same periods in 2008, for continuing operations and discontinued operations and by line of business, are as follows:

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UIL HOLDINGS CORPORATION
SEGMENTED CONSOLIDATED INCOME STATEMENT
	Quarter Ended December 31,									Year Ended December 31,
	2009			2008			Difference			2009			2008			Difference
Net Income (Loss) ($M)
UI
Distribution, CTA and Other	$	1.4		$	3.0		$	(1.6	)	$	31.7		$	27.4		$	4.3
Transmission		6.1			6.7			(0.6	)		25.3			23.7			1.6
Total UI Net Income	$	7.5		$	9.7		$	(2.2	)	$	57.0		$	51.1		$	5.9
UIL Corporate		(0.8	)		(0.9	)		0.1			(2.6	)		(2.7	)		0.1
Total Continuing Operations	$	6.7		$	8.8		$	(2.1	)	$	54.4		$	48.4		$	6.0
Discontinued Operations - Xcelecom		-			(0.1	)		0.1			(0.1	)		(0.3	)		0.2
Total Net Income	$	6.7		$	8.7		$	(2.0	)	$	54.3		$	48.1		$	6.2
Average Shares Outstanding - Basic		30.0			25.2			4.8			28.0			25.1			2.9
EPS	$	0.22		$	0.35		$	(0.13	)	$	1.94		$	1.92		$	0.02

The dilutive effect of the May 2009 issuance of an additional 4,600,000 shares of common stock in the fourth quarter and full year of 2009

was $0.07 per share and $0.21 per share, respectively.

The table below provides the distribution, competitive transition assessment (CTA) and other net income variances for the fourth quarter and full year 2009, compared to the same periods in 2008.  Full year earnings from the distribution business have grown primarily due to an approved rate increase, reduced operation and maintenance (O&M) expenses and the allocation of certain expenses in 2009 to other rate components.

	Distribution, CTA & Other Net Income
	Quarter Ended			Year Ended
	December 31, 2009			December 31, 2009
Favorable/(Unfavorable) ($M)	vs. 2008			vs. 2008
Operating Revenues
Decoupling adjustment	$	(0.7	)	$	3.2
Regulatory true up items		2.2			6.3
Distribution rates & pricing		2.6			4.1
Sales volume		(0.6	)		(5.9	)
Operation and Maintenance (O&M) Expense
Customer service - allocated		(0.9	)		0.3
Uncollectibles		0.8			4.1
Outside services and other expense		(2.1	)		1.6
Pension & postretirement		(1.6	)		(7.0	)
Other		(1.3	)		(2.4	)
Distribution, CTA & Other Net Income variance	$	(1.6	)	$	4.3

 - more -

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The decoupling adjustment reflects an accrual to reconcile actual revenues to the Department of Public Utility Control (DPUC) allowed revenue requirements in accordance with the decoupling mechanism approved in the February 2009 final decision in UI’s 2008 distribution rate case.  The favorable variances in regulatory true up items were mainly due to the absence in 2009 of unfavorable adjustments recorded in 2008 to certain regulatory liabilities.  The favorable variance in distribution rates and pricing was primarily due to increased rates as approved in the rate case final decision.  The unfavorable variance in sales volume was due to the reduction in kilowatt-hour sales usage resulting from milder weather and reduction in customer demand.

Regarding O&M expense, UI allocates customer service expense to transmission in accordance with a Federal Energy Regulatory Commission (FERC) order.  For the year, this allocation provided a favorable variance due to the timing of the FERC order, which was granted in May 2008.  In the fourth quarter, this allocation resulted in an unfavorable variance due to the favorable variance in uncollectible expense, which caused a reduction of the allocation.  The quarterly and full year favorable variances in uncollectibles were primarily due to decreased customer account write-offs and the DPUC-authorized allocation of a portion of the uncollectible expense to the Generation Services Charge, effective in February 2009.  The favorable variance in outside services and other expense resulted from the implementation of cost control measures with the unfavorable variance in the fourth quarter being attributable to timing differences.  The unfavorable variances in pension and postretirement expenses were primarily due to the negative impact of the financial markets on the value of pension and postretirement assets in 2008.  However, the distribution rate case final decision provided for recovery of the increase in pension and postretirement expense for 2009 either in rates or as a regulatory asset for future recovery.  The unfavorable variance noted above is net of those amounts recorded as a regulatory asset.

In 2009, the transmission business earnings experienced underlying growth from higher rate base and equity capitalization with approximately the same allowed return compared to 2008.  The unfavorable variance in the fourth quarter was primarily attributable to a positive true up in 2008 related to the return on equity.  This was partially offset by the underlying growth in rate base and equity capitalization on a quarter-over-quarter basis.  As previously reported, the Middletown-to-Norwalk transmission project went into service in December 2008.

- more - -

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Looking Forward

UIL's consolidated earnings estimate for 2010 is $1.87-$2.02 per share.  Details of the 2010 earnings estimates are summarized as follows:

2010 Earnings Expectations
	Approximate Net Income*		EPS
UI
Distribution, CTA & Other	$	30 - $32	$	0.98 - $1.05
Transmission		26 - 28		0.85 - 0.93
GenConn		2 - 3		0.07 - 0.09
Total UI (1)	$	58 - $62	$	1.93 - $2.05
UIL Corporate		(3) - (2)		(0.09) - (.05)
Total UIL (1)	$	56 - $61	$	1.87 - $2.02
(1) Expectations are not intended to be additive.
* Rounded to nearest million

Factors impacting the earnings per share estimates for 2010 when compared to 2009 earnings are as follows:

·   UIL’s 2010 earnings per share estimates take into account a full year of earnings dilution from the May 2009 equity issuance of 4.6 millions shares.  Earnings per share dilution in 2010 is $0.15 per share, when compared to 2009.

·   CTA earnings are expected to decline by $0.06-$0.08 per share in 2010, as rate base continues to amortize.

·   UI’s investment in GenConn’s peaking generation project in Devon, Connecticut is scheduled to be on-line in June 2010 and is expected to contribute $0.07-$0.09 per share in 2010.

·   The distribution and CTA allowed return on equity of 8.75% is slightly down in 2010, compared to the allowed composite return on equity of 8.84% in 2009, resulting from the rate year beginning February 4, 2009. Expected earnings are based upon the assumption that in 2010 distribution will earn close to its allowed return on equity.

·   The full revenue decoupling, pension tracker and cost of debt tracking mechanisms, approved in the 2008 distribution rate decision, will continue in 2010.

·   The transmission business is expected to earn a weighted average return on equity of 12.3% to 12.5% in 2010.

 - more -

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Fourth Quarter and Year-end Earnings Conference Call

In conjunction with this earnings release, UIL will conduct a webcast conference call with financial analysts on Thursday, February 18, 2010, beginning at 10:00 a.m. eastern time.  UIL’s executive management will present an overview of the financial results followed by a question and answer session.  Interested parties, including analysts, investors and the media, may listen live via the internet by logging onto the Investors section of UIL’s website at http://www.uil.com. Institutional investors can access the call via Thomson Street Events (www.streetevents.com), a password-protected event management site.

UIL Holdings Corporation (NYSE:UIL), headquartered in New Haven, Connecticut, is the holding company for The United Illuminating Company, a regulated utility providing electricity and energy related services to 325,000 customers in the Greater New Haven and Bridgeport areas.  For more information on UIL Holdings, visit us at http://www.uil.com.

Use of Non-GAAP Measures for 2010 Earnings Guidance

UIL Holdings believes earnings per share (EPS) information as presented in its earnings guidance is useful in understanding the earnings expectations for the business, as a whole.  The amounts presented in the earnings guidance show the EPS for each of UIL Holdings’ lines of business.  EPS is calculated by dividing the projected 2010 net income for each line of business by the projected average number of shares of UIL Holdings common stock outstanding for 2010.   Total consolidated EPS is a generally accepted accounting principles (GAAP)-basis presentation.

Certain statements contained herein, regarding matters that are not historical facts, are forward-looking statements (as defined in the Private Securities Litigation Reform Act of 1995).  These include statements regarding management’s intentions, plans, beliefs, expectations or forecasts for the future.  Such forward-looking statements are based on UIL Holdings’ expectations and involve risks and uncertainties; consequently, actual results may differ materially from those expressed or implied in the statements.  Such risks and uncertainties include, but are not limited to, general economic conditions, legislative and regulatory changes, changes in demand for electricity and other products and services, unanticipated weather conditions, changes in accounting principles, policies or guidelines, and other economic, competitive, governmental, and technological factors affecting the operations, markets, products and services of UIL Holdings’ subsidiary, The United Illuminating Company.  The foregoing and other factors are discussed and should be reviewed in UIL Holdings’ most recent Annual Report on Form 10-K and other subsequent periodic filings with the Securities and Exchange Commission.  Forward-looking statements included herein speak only as of the date hereof and UIL Holdings undertakes no obligation to revise or update such statements to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events or circumstances.

The following are summaries of UIL Holdings’ unaudited consolidated financial information for the fourth quarter and full years of 2009 and 2008:

###

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UIL HOLDINGS CORPORATION
CONSOLIDATED STATEMENT OF INCOME
(In Thousands except per share amounts)
(Unaudited)
	Years Ended
	December 31,
	2009			2008
Operating Revenues
Utility	$	895,681		$	947,940
Non-utility		869			780
Total Operating Revenues		896,550			948,720
Operating Expenses
Operation
Purchased power		333,339			424,245
Operation and maintenance		225,603			212,621
Transmission wholesale		57,012			46,368
Depreciation and amortization		98,116			101,129
Taxes - other than income taxes		60,062			50,230
Total Operating Expenses		774,132			834,593
Operating Income		122,418			114,127
Other Income and (Deductions), net		5,586			3,339
Interest Charges, net
Interest on long-term debt		37,297			29,564
Other interest, net		1,286			2,858
		38,583			32,422
Amortization of debt expense and redemption premiums		1,817			1,730
Total Interest Charges, net		40,400			34,152
Income Before Income Taxes, Equity Earnings and
Discontinued Operations		87,604			83,314
Income Taxes		33,204			34,724
Income Before Equity Earnings and Discontinued Operations		54,400			48,590
Income (Loss) from Equity Investments		59			(205	)
Income from Continuing Operations		54,459			48,385
Discontinued Operations, Net of Tax		(142	)		(237	)
Net Income	$	54,317		$	48,148
Average Number of Common Shares Outstanding - Basic		28,027			25,114
Average Number of Common Shares Outstanding - Diluted		28,273			25,477
Earnings Per Share of Common Stock - Basic:
Continuing Operations	$	1.94		$	1.93
Discontinued Operations		-			(0.01	)
Net Earnings	$	1.94		$	1.92
Earnings Per Share of Common Stock - Diluted:
Continuing Operations	$	1.93		$	1.90
Discontinued Operations		-			(0.01	)
Net Earnings	$	1.93		$	1.89
Cash Dividends Declared per share of Common Stock	$	1.728		$	1.728

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UIL HOLDINGS CORPORATION
CONDENSED CONSOLIDATED BALANCE SHEET
(Unaudited)
	December 31,		December 31,
(thousands of dollars)	2009		2008
ASSETS
Current assets	$	229,664	$	252,186
Current assets of discontinued operations held for sale		3,728		5,437
Other investments		10,659		10,307
Net property, plant and equipment		1,153,001		1,073,588
Regulatory assets		676,992		723,079
Deferred Charges and Other Assets		147,716		18,589
Total Assets	$	2,221,760	$	2,083,186
LIABILITIES AND CAPITALIZATION
Current liabilities	$	235,454	$	366,671
Current liabilities of discontinued operations held for sale		4,578		5,467
Noncurrent liabilities		377,508		304,292
Deferred income taxes		273,558		298,824
Regulatory liabilities		82,937		84,322
Total Liabilities		974,035		1,059,576
Long-term debt		673,549		549,031
Net Common Stock Equity		574,176		474,579
Total Capitalization		1,247,725		1,023,610
Total Liabilities and Capitalization	$	2,221,760	$	2,083,186

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EX-99.1

1

4Q & FY 2009 Earnings

- transforming investment into future value

4Q and Full Year Earnings Conference Call

February 18, 2010

EXHIBIT 99.1

2

4Q & FY 2009 Earnings

Certain statements contained herein, regarding matters that are not historical facts, are forward-looking
statements (as defined in the Private Securities Litigation Reform Act of 1995). These include statements
regarding management’s intentions, plans, beliefs, expectations or forecasts for the future. Such forward-
looking statements are based on the Corporation’s expectations and involve risks and uncertainties;
consequently, actual results may differ materially from those expressed or implied in the statements.
Such risks and uncertainties include, but are not limited to, general economic conditions, legislative and
regulatory changes, changes in demand for electricity and other products and services, unanticipated
weather conditions, changes in accounting principles, policies or guidelines, and other economic,
competitive, governmental, and technological factors affecting the operations, timing, markets, products,
services and prices of the Corporation’s subsidiaries. The foregoing and other factors are discussed and
should be reviewed in the Corporation’s most recent Annual Report on Form 10-K and other subsequent
periodic filings with the Securities and Exchange Commission. Forward-looking statements included
herein speak only as of the date hereof and the Corporation undertakes no obligation to revise or update
such statements to reflect events or circumstances after the date hereof or to reflect the occurrence of
unanticipated events or circumstances.

Important Note to Investors

James Torgerson

President and Chief Executive Officer

Richard Nicholas

Executive Vice President and Chief Financial Officer

3

4Q & FY 2009 Earnings

2009 consolidated earnings of $54.3 million, or $1.94 per share, compared to $48.1
million, or $1.92 per share in 2008

4Q ’09 consolidated earnings of $6.7 million, or $0.22 per share, compared to $8.7
million, or $0.35 per share, in 4Q ’08

ØNet income grew by approximately 13%, resulting in favorable earnings of $0.02 per share
compared to 2008; including $0.21 per share earnings dilution from May 2009 equity
offering

»Decoupling adjustment provided Commission-determined distribution revenue requirement

»Controlled operating costs

»Earned slightly above allowed distribution return on equity

»Transmission net income growth - higher rate base and equity capitalization

ØSuccessfully managed through a tumultuous year in the capital markets

»Issued 4.6M shares of common stock in May 2009, raising $91.4M net proceeds

»Refinanced/remarketed $153.5M of long-term debt in 2009

»Completed GenConn $534M project and equity bridge loan financing in April 2009

Full Year & 4Q 2009 Financial Results - Summary

4

4Q & FY 2009 Earnings

Quarter Ended December 31,

Year Ended December 31,

2009

2008

Difference

2009

2008

Difference

UI

Distribution, CTA* and Other

1.4

$

3.0

$

(1.6)

$

31.7

$

27.4

$

4.3

$

Transmission

6.1

6.7

(0.6)

25.3

23.7

1.6

Total UI Net Income

7.5

$

9.7

$

(2.2)

$

57.0

$

51.1

$

5.9

$

UIL Corporate

(0.8)

(0.9)

0.1

(2.6)

(2.7)

0.1

Total Continuing Operations

6.7

$

8.8

$

(2.1)

$

54.4

$

48.4

$

6.0

$

Discontinued Operations - Xcelecom

-

(0.1)

0.1

(0.1)

(0.3)

0.2

Total Net Income

6.7

$

8.7

$

(2.0)

$

54.3

$

48.1

$

6.2

$

Average Shares Outstanding - Basic

30.0

25.2

4.8

28.0

25.1

2.9

EPS

0.22

$

0.35

$

(0.13)

$

1.94

$

1.92

$

0.02

$

The dilutive effect of the May 2009 issuance of an additional 4,600,000 shares of common stock in the fourth quarter and full year of 2009

was $0.07 per share and $0.21 per share, respectively.

* Competitive Transition Assessment

4Q & Full Year 2009 Financial Results

5

4Q & FY 2009 Earnings

ØSuccessfully managed O&M expense in
total for the year

ØDecoupling adjustment provided DPUC-
determined revenue requirement

ØRegulatory true up items include
adjustments made in 2008 that did not
occur in 2009

ØUncollectible expense was lower and a
portion was allocated to Generation
Services Charge

ØPension & postretirement expense
unfavorable variance primarily due to
negative impact of the financial markets
on pension and postretirement assets.
Such cost increases were fully recoverable

Transmission - - growth in net income

ØEarning on higher rate base and equity capitalization

Quarter Ended

Year Ended

December 31, 2009

December 31, 2009

Favorable/(Unfavorable) ($M)

vs. 2008

vs. 2008

Operating Revenues

Decoupling adjustment

(0.7)

$

3.2

$

Regulatory true up items

2.2

6.3

Distribution rates & pricing

2.6

4.1

Sales volume

(0.6)

(5.9)

Operation and Maintenance (O&M) Expense

Customer service - allocated

(0.9)

0.3

Uncollectibles

0.8

4.1

Outside services and other expense

(2.1)

1.6

Pension & postretirement

(1.6)

(7.0)

Other

(1.3)

(2.4)

Distribution, CTA & Other Net Income variance

(1.6)

$

4.3

$

2009 Earnings Details Compared to the Same Periods in 2008

Distribution, CTA & Other

6

4Q & FY 2009 Earnings

* Covenant debt calculation includes total debt plus lease obligations and guarantees

* Covenant requirement - not greater than 65% for both UIL & UI

Solid Liquidity Position Enabling Future Growth

ØSuccessful equity issuance in 2009

ØNo plans to issue additional equity before the end of 2010

ØUnrestricted cash and temporary investments of $15.3M as of 12/31/09

ØYear-end 2009 debt covenant ratios* of 56% and 53%, for UIL & UI,
respectively

ØNo short-term borrowings outstanding under $175M credit facility as of
12/31/09

7

4Q & FY 2009 Earnings

Liquidity outlook

ØUIL & UI have a $175M joint credit facility due
12/22/11 ($50M of limit available for UIL)

»No short-term borrowings outstanding under this
facility as of 12/31/09

ØUIL also has an uncommitted money market
loan facility

»No outstanding balance as of 12/31/09

ØUI must pay off $121.5M equity bridge loan to
fund its portion of the contribution to GenConn
on the commercial operation date for each
facility, Devon 6/2010, Middletown 6/2011

»Borrowings under this facility as of 12/31/09 were
$107.8M

ØApplication requesting approval of UI
incremental long-term debt of $275M for years
2010-2013 expected to be filed with the DPUC
during the 1Q ’10

ØUIL had $49.3M of long-term debt at the
holding company as of 2/16/10

Debt maturity schedule as of 12/31/09($M)

NONE

Solid liquidity position enabling future CapEx plans

$27.5M refunded 2/1/10

$4.3M sinking fund payment 2/16/10

$31.8

*

* To be remarketed

Debt Maturity and Liquidity Details

8

4Q & FY 2009 Earnings

	Approximate 2010 Net Income *	2010 EPS
The United Illuminating Company
Distribution, CTA & Other	$30 - $32	$0.98 - $1.05
Transmission	26 - 28	0.85 -0.93
GenConn	2 - 3	0.07 - 0.09
Total UI	$58 - $62	$1.93 - $2.05
Corporate	(3) - (2)	(0.09) - (0.05)
Total UIL	$56 - $61	$1.87 - $2.02
2009 Actual	$54.3	$1.94

Expectations are not intended to be additive

* Rounded to the nearest million

Ø2010 EPS estimates include $0.15 per share dilution from May 2009 equity issuance, when compared to 2009

ØEarnings from CTA are expected to decline $0.06-$0.08 per share in 2010

ØGenConn Devon is expected to be on-line in June 2010

Ø2010 Distribution & CTA allowed ROE of 8.75% is slightly down from 2009 earned ROE of 8.89%

ØDistribution & CTA has a reasonable opportunity to earn its allowed ROE of 8.75% in 2010

ØTransmission is expected to earn a weighted average return on equity of 12.3% to 12.5%

2010 EPS Guidance as of February 18, 2010

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4Q & FY 2009 Earnings

2010 Outlook

Connecticut’s economy

ØUnemployment remains below national average

»Non-seasonally adjusted rate as of 12/09:8.5% CT // 9.7% national

ØCT has lost 94,500 jobs from the 3/08 peak    predicted to reach 100,000 level by
mid-2010

Our outlook

ØExpect slight to modest economic growth in our service territory in 2010

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4Q & FY 2009 Earnings

2010 Regulatory Update

ØDistribution rate increase effective 1/1/10

»Incremental $19.4M over 2009 plus additional $21.6M ’09 & ’10 pension cash recovery

»$2.4M to the bottom line in equity return

»$10.9M one-time, non-recurring cash recovery of ’09 regulatory assets

ØGeneric ROE proceeding (DN 09-10-06)

»Comments from interested parties filed

»Hearings set for end of May

»Final decision expected end of September

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4Q & FY 2009 Earnings

UI Equity Bridge Loan

Ø$121.5M in total à $107.8M drawn as of
12/31/09

»$57M due 6/1/10 with Devon in-service

»$64.5M due 6/1/11 with Middletown in-service

NRG Equity Bridge Loan

Ø$121.5M in total

GenConn Project Financing

Ø$291M in total à includes $48M working
capital facility

Financing

Ø50/50 debt/equity

Status

ØDevon Plant

ØMiddletown Plant

»Construction underway

ØGenConn rate case for establishment of 2010
revenue requirements filed in December 2009

»Additional information on UIL’s website in the Investors
section on the Regulatory page

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4Q & FY 2009 Earnings

Middletown

In-service June 2011

Devon

In-service June 2010

Construction site photos as of the late December/early January timeframe.

GenConn Energy - Current View of Progress

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4Q & FY 2009 Earnings

Changes from Previous Estimate*

ØDistribution

»Core Support spending accelerated
from future years

ØTransmission

»Grand Ave Switching Station
spending accelerated from future
years

Full 10-year Capex Plan Refresh .... coming Mid 2010

Current ’10 Estimate of $295M

Previous ’10 Estimate of $245M

** No significant change to 2010
rate base.Full 5-year rate base
refresh coming mid 2010. **

* Changes in Capex primarily do not affect rate base until 2012

2010 Capital Expenditure Forecast Update

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4Q & FY 2009 Earnings

	Opportunity / Enabler	Notes / Summary	Distribution	Transmission	In-State Generation
A	Renewable Portfolio Standards	Six of seven New England states have adopted standards.CT has limited means to comply. Possible collaboration among New England Transmission Owners.		ü	ü
B	New England Governors’ Blueprint	Published September ’09. Significant transmission build- out needed (potential $7B to $9B range, could be higher or lower)		ü	ü
C	Smart Grid	Advanced metering, enhanced monitoring and customer applications	ü	ü
D	Reliability, Capacity, Aging Infrastructure	On-going studies to assess future needs	ü	ü
E	Section 83 CT Public Act07-242	Allows UI to purchase, operate existing plants offered for sale within the state			ü

Future Growth - Opportunities / Enablers

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4Q & FY 2009 Earnings

Progressive pure-play
electric utility

Transmission focus

(FERC Regulated)

Regulation

ØVirtually 100% regulated

ØLong history of National 1st quartile reliability performance

Ø20 year leader in Conservation & Load Management programs

ØSmart Grid - - ahead of the curve

Ø2010 composite return on equity of approximately 12.3%-12.5% and capital structure of 50% equity

ØIdentified future investment opportunities

ØProven ability to execute, e.g. Middletown-to-Norwalk transmission line

ØRecent distribution rate case includes favorable items such as revenue decoupling mechanism,

pension tracker and cost of debt tracking mechanism

ØExpected enhanced stability and predictability of earnings

Ø2010 blended transmission & distribution allowed return on equity of approx. 10.1%-10.2%

UIL: progressive pure-play electric utility with significant growth opportunities and an attractive dividend yield

Conservative financial
strategy

ØCommitment to investment grade credit profile

ØDisciplined capital investment program

ØConsistent history of dividend payments

High probability
growth

Ø$1.7 billion 10-year capital expenditure program

ØBase plan provides significant growth - 90+% probability of occurrence

ØGenConn: cost-of-service electric generation development underway

Investment Highlights

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4Q & FY 2009 Earnings

Q&A