(D) SHORT-TERM CREDIT ARRANGEMENTS

UIL Holdings, UI, CNG, SCG, and Berkshire are parties to a revolving credit agreement with a group of banks that will expire on November 30, 2016 (the UIL Holdings Credit Facility). The borrowing limit under the UIL Holdings Credit Facility is $400 million, all of which is available to UIL Holdings, of which $250 million is available to UI, of which $150 million is available to each of CNG and SCG, and $25 million of which is available to Berkshire. The UIL Holdings Credit Facility permits borrowings at fluctuating interest rates and also permits borrowings for fixed periods of time specified by each Borrower at fixed interest rates determined by the Eurodollar interbank market in London (LIBOR). The UIL Holdings Credit Facility also permits the issuance of letters of credit of up to $50 million.

As of December 31, 2011, there was $235 million outstanding under the UIL Holdings Credit Facility. Under the UIL Holdings Credit Facility, UIL Holdings has outstanding standby letters of credit in the aggregate amount of $3.9 million, which expire on January 31, 2013 and June 16, 2012, but can be extended under a provision that automatically extends letters of credit for one year periods from the expiration date (or any future expiration date), unless the issuer bank elects not to extend. In addition, UI has an outstanding standby letter of credit in the amount of $0.4 million, which expires on December 31, 2012. Available credit under the UIL Holdings Credit Facility at December 31, 2011 totaled $160.7 million for UIL Holdings and its subsidiaries in the aggregate. UIL Holdings records borrowings under the UIL Holdings Credit Facility as short-term debt, but the UIL Holdings Credit Facility provides for longer term commitments from banks allowing UIL Holdings to borrow and reborrow funds, at its option, until its expiration on November 17, 2014, thus affording UIL Holdings flexibility in managing its working capital requirements.

As of December 31, 2011, UIL Holdings had no short-term borrowings outstanding under its money market loan arrangement with JPMorgan Chase Bank.

On January 13, 2012, UI entered into a revolving credit agreement with JPMorgan Chase Bank, N.A. that was due to expire on July 13, 2012 (the UI Credit Facility). The borrowing limit under the UI Credit Facility was $105 million. The use of funds under the UI Credit Facility was to provide additional liquidity for UI's obligation to either remarket or repay and cancel $103.5 million of pollution control revenue bonds, due to be remarketed in the municipal bond market on February 1, 2012. The pollution control revenue bonds were repaid and cancelled with the issuance of senior unsecured notes that UI entered into with a group of institutional accredited investors on January 30, 2012, as discussed above. Subsequently, the UI Credit Facility was terminated.

Information with respect to short-term borrowings is set forth below:

	2011			2010			2009
	($ In Thousands)
UIL Holdings

Maximum aggregate principal amount of short-term borrowing outstanding at any month-end	$	46,000		$	5,000		$	6,900
Average aggregate short-term borrowings outstanding during the year*	$	20,310		$	1,699		$	2,298
Weighted average interest rate*		2.02	%		0.65	%		3.26	%
Principal amounts outstanding at year-end	$	35,000		$	-		$	-
Annualized interest rate on principal amounts outstanding at year-end		1.59	%		N/A			N/A
Fees*	$	224		$	115		$	58

UI

Maximum aggregate principal amount of short-term borrowing outstanding at any month-end	$	200,000		$	25,000		$	174,000
Average aggregate short-term borrowings outstanding during the year*	$	82,690		$	10,778		$	65,526
Weighted average interest rate*		1.91	%		0.67	%		0.88	%
Principal amounts outstanding at year-end	$	200,000		$	-		$	-
Annualized interest rate on principal amounts outstanding at year-end		1.39	%		N/A			0.00	%
Fees*	$	559		$	273		$	513

Gas Companies **

Maximum aggregate principal amount of short-term borrowing outstanding at any month-end	$	10,000		$	7,000			N/A
Average aggregate short-term borrowings outstanding during the year*	$	1,222		$	6,067			N/A
Weighted average interest rate*		1.80	%		0.26	%		N/A
Principal amounts outstanding at year-end	$	-		$	7,000			N/A
Annualized interest rate on principal amounts outstanding at year-end		N/A			1.75	%		N/A
Fees*	$	783		$	75			N/A

Average short-term borrowings represent the sum of daily borrowings outstanding, weighted for the number of days outstanding and divided by the number of days in the period. The weighted average interest rate is determined by dividing interest expense by the amount of average borrowings. Fees are excluded from the calculation of the weighted average interest rate.

**	Gas Company information for 2010 relates to the 45-day period ending December 31, 2010.