(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, $250 million of which is available to UI, $150 million of which 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, 2012, there was $87 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 $4.4 million, which expire on January 31, 2014 and June 16, 2013. Available credit under the UIL Holdings Credit Facility at December 31, 2012 totaled $308.6 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. On February 15, 2013, UIL Holdings issued an additional standby letter of credit in the amount of $1 million which expires on January 31, 2014.

As of December 31, 2012, UIL Holdings had no short-term borrowings outstanding under its money market loan arrangement with JPMorgan Chase Bank.

In October 2012, UIL Holdings entered into a credit agreement with a borrowing limit of $100 million that expires on October 31, 2013 (the Credit Agreement). As of December 31, 2012, there was $100 million outstanding under the Credit Agreement.

In January 2012, UI entered into a revolving credit agreement with JPMorgan Chase Bank, N.A. that expired 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 provided 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 issued to a group of institutional accredited investors in January 2012, as discussed above. Subsequently, the UI Credit Facility was terminated.

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

	2012			2011
	($ In Thousands)
UIL Holdings

Maximum aggregate principal amount of short-term borrowing outstanding at any month-end	$	168,000		$	46,000
Average aggregate short-term borrowings outstanding during the year*	$	109,268		$	20,310
Weighted average interest rate*		1.61	%		2.02	%
Principal amounts outstanding at year-end	$	157,000		$	35,000

UI

Maximum aggregate principal amount of short-term borrowing outstanding at any month-end	$	243,000		$	200,000
Average aggregate short-term borrowings outstanding during the year*	$	78,533		$	82,690
Weighted average interest rate*		1.58	%		1.91	%
Principal amounts outstanding at year-end	$	30,000		$	200,000

Gas Companies

Maximum aggregate principal amount of short-term borrowing outstanding at any month-end	$	6,000		$	10,000
Average aggregate short-term borrowings outstanding during the year*	$	128		$	1,222
Weighted average interest rate*		1.59	%		1.80	%
Principal amounts outstanding at year-end	$	-		$	-

*	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.