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

 _____________________________________________________________



Application of UNITIL Corporation       )
                                        )    CERTIFICATE PURSUANT TO
and its Subsidiaries on Form U-1        )    RULE 24 UNDER THE PUBLIC   
                                        )    UTILITY HOLDING COMPANY ACT
(File No. 70-8074)                      )    OF 1935

______________________________________________________________



     Pursuant to the requirements of Rule 24 under the Public
Utility Holding Company Act of 1935, UNITIL Corporation, on
behalf of itself and its subsidiary, UNITIL Resources, Inc.
hereby files the attached quarterly report as required by the
Securities and Exchange Commission's order approving the
formation of a subsidiary company to provide consulting
services to non affiliates (HCAR. No. 25816; File No. 70-8074;
May 24, 1993).



Exhibit 

Exhibit A -    Description of the various consulting and other activities
               undertaken by UNITIL Resources, Inc.

Exhibit B -    Statement of the amount of funds invested by UNITIL in
               UNITIL Resources, Inc.

Exhibit C -    Description of staffing.

Exhibit D -    Description of the intellectual property.

Exhibit E -    Financial Statements.






                            SIGNATURE


     Pursuant to the requirements of the Public Utility Holding Company
Act of 1935, the undersigned company has duly caused this Certificate
to be signed on its behalf by the undersigned thereunto duly authorized.

                                      UNITIL Resources, Inc.



                                      by:   /s/   GAil A. Siart

                                             Gail A. Siart
                                             Treasurer

Dated: August 31, 1995






                                                         
                                                             EXHIBIT A

    Description of Various Consulting and Other Activities
Undertaken by UNITIL Resources Inc:



     Staff providing services under the assignments listed below
(unless otherwise indicated) are located at UNITIL Service Corp.
(UNITIL Service), 216 Epping Road, Exeter, NH 03833, where most
client work is performed.  From time to time staff visit other
locations, predominately in New England, representing client
interests.

A. Great Bay Power Corporation (GBP) Marketing Agent.  UNITIL
Resources provides marketing services for power sales from GBP's
12.1324% ownership interest in the Seabrook nuclear power
station, pursuant to a Marketing Agent Agreement between GBP and
UNITIL Corporation dated April 1, 1993.  Services provided by
UNITIL Resources in the second quarter of 1995 involved the
marketing of power in the wholesale market.    Charges to GBP
under this contract totalled $56,616 in the second quarter of
1995.

 B. Great Bay Power Corporation (GBP) Management and
Administrative Services.  UNITIL Resources provides
comprehensive management and administrative services to GBP, in
a variety of functional areas including accounting, budgeting,
finance,  risk management (insurance), overview of plant
operations, and general management.  These services are
currently provided pursuant to a Management and Administrative
Services Agreement between GBP and UNITIL Corporation dated
November 23, 1994.  Charges to GBP under this contract totalled
$142,912 in the second quarter of 1995. 

 C. Milford, L.P. Consultancy.  Milford L.P. is a PURPA QF
facility located in Milford MA which had, pursuant to an
agreement dated February 8, 1994, engaged UNITIL Resources for
advice, consultation and support on matters involving the New
England Power Pool, marketing and power contracting.  There were
no charges to Milford L.P. in the second quarter of 1995, and
the agreement with Milford expired as of April 30, 1995.

 D. Kingston-Warren Corporation Consultancy.  An agreement was
signed as of December 30, 1994 between UNITIL Resources and
Kingston-Warren Corporation (K-W) under which UNITIL Resources
will assist K-W in the conduct of studies relating to
alternatives to K-W's current retail power supply arrangements. 
No charges have been assessed to date on this contract. 




                                                                
                                                             EXHIBIT B      

Statement of the Amount of Funds Invested by UNITIL Corporation
in UNITIL Resources, Inc.:                    


The initial investment in UNITIL Resources, Inc. was $10,000. 
There has been no further investment.



                                                             EXHIBIT C

     Description of Staffing:



     Staff involved in providing service to UNITIL Resources,
Inc. (UNITIL Resources) are located at UNITIL Service Corp.
(UNITIL Service).  Service is provided to UNITIL Resources
pursuant to a service agreement between  UNITIL Service and 
UNITIL Resources dated July 1, 1993.  Services provided by
UNITIL Service during the second quarter of 1995 included power
brokering, regulatory, finance, accounting, and administrative
services and ranged in number from twenty-eight to thirty
employees on a part-time basis each month.  The following are
the percentages of UNITIL Service time each month that were
expended on UNITIL Resources activities in the second quarter of
1995:

       April                3.79%
       May                  2.96%
       June                 3.27%






                                                             EXHIBIT D

     Description of the Intellectual Property:     


     No intellectual property was purchased or received during
the quarter.


  
                                                             EXHIBIT E
                                                             Page 1 of 4


                         UNITIL Resources, Inc.
               (A Wholly-owned Subsidiary of UNITIL Corporation)


                          STATEMENTS OF EARNINGS
                             (UNAUDITED)

                                 Three Months Ended     Six Months Ended      
                                      June 30,             June 30,            
                                  1995       1994       1995      1994

Revenues                        199,534     70,641    411,670   176,439

Operating Expenses:
 Administrative and General     122,448     61,767    249,798   141,467
  Total Operating Expenses      122,448     61,767    249,798   141,467
 Operating Income                77,086      8,874    161,872    34,972 


Nonoperating Income                 105        473        105       473  


Earning Before Income Taxes      77,191      9,347    161,977    35,445
Income Taxes:
 Current Federal                 24,408      2,956     51,217    11,208
 Current State                    5,403        654     11,339     2,481
  Total Income Taxes             29,811      3,610     62,556    13,689

Net Income                       47,380      5,737     99,421    21,756



                                                             Exhibit E    
                                                             Page 2 of 4


                          UNITIL Resources, Inc. 
            (A Wholly-owned Subsidiary of UNITIL Corporation)

                              BALANCE SHEETS 
                               (UNAUDITED)

                                                                
                                         June 30,             December  
                                                                 31,
ASSETS:                               1995      1994            1994    

Current Assets:
 Cash                               257,273    20,522          98,715
 Accounts Receivable                  4,996    25,990          65,565   
 Unbilled and Accrued Revenue        21,781    49,581           8,948
  Total Current Assets              284,050    96,093         173,228 


Deferred Debits                        --     145,248           1,483 

Total Assets                        284,050   241,341         174,711



LIABILITIES AND
 STOCKHOLDERS EQUITY:

Current Liabilities:
 Accounts Payable                    44,888   158,714         52,003
 Taxes Accrued & Other               (5,233)   (4,529)       (17,556) 
   Total Current Liabilities         39,655   154,185         34,447

Stockholder's Equity:
 Common Stock, $1.00 par value
 Authorized - 10,000 shares                               
 Outstanding - 10,000 shares            100       100            100 
Premium on Common Stock               9,900     9,900          9,900 
Retained Earnings                   229,685    77,156        130,264
 Total Stockholder's Equity         239,685    87,156        140,264

Total Liabilities and Equity        279,340   241,341        174,711      
                                     





                                                             Exhibit E  
                                                             Page 3 of 4

                            UNITIL Resources, Inc. 
                 (A Wholly-owned Subsidiary of UNITIL Corporation)

                           STATEMENTS OF CASH FLOWS
                                (UNAUDITED)

                                                   
                                           For the Six Months Ended 
                                                   June 30,
                                                1995       1994

Net Cash Flow from Operating Activities:
 Net Income                                    99,421     21,756  


Change in Assets and Liabilities
(Increase) Decrease in:
  Accounts Receivable                          60,569    103,085
  Unbilled and Accrued Revenue                (12,833)   (26,396)
  Deferred Debits                               1,484    (82,885) 
Increase (Decrease) in:
  Accounts Payable                             (7,116)    30,021
  Taxes Accrued & Other                        17,033    (29,435)
Net Cash Provided by Operating Activities     158,558     16,146 



Net Increase in Cash                          158,558     16,146 
Cash at beginning of year                      98,715      4,376 
Cash at June 30,                              257,273     20,522


                                                             Exhibit E    
                                                             Page 4 of 4



                            UNITIL Resources, Inc. 
              (A Wholly-owned Subsidiary of UNITIL Corporation)


                        STATEMENTS OF RETAINED EARNINGS  
                                 (UNAUDITED)



                                                                
                                          For the Three Months Ended
                                                  June 30,              
                                              1995       1994

Retained Earnings, Beginning of Period      182,305     71,419

Net Income                                   47,380      5,737 

Retained Earnings, End of Period            229,685     77,156



                                                                
                                          For the Six Months Ended
                                                  June 30,            
                                               1995      1994

Retained Earnings, Beginning of Period      130,264     55,400

Net Income                                   99,421     21,756 

Retained Earnings, End of Period            229,685     77,156