As Filed with the Securities and Exchange Commission
                          July 26, 1995

                       File No. 70 - 8623

                          UNITED STATES
               SECURITIES AND EXCHANGE COMMISSION
                      Washington  DC  20549
                                                                 
                                            

                 POST-EFFECTIVE AMENDMENT NO. 1
                        (Amendment No. 2)

                             to the

                   APPLICATION AND DECLARATION

                            UNDER THE

            PUBLIC UTILITY HOLDING COMPANY ACT OF 1935
                                                                 
                                            

                       UNITIL CORPORATION
                    CONCORD ELECTRIC COMPANY
                EXETER & HAMPTON ELECTRIC COMPANY
            FITCHBURG GAS AND ELECTRIC LIGHT COMPANY
                       UNITIL POWER CORP.
                       UNITIL REALTY CORP.
                     UNITIL RESOURCES, INC.
                      UNITIL SERVICE CORP.
                         216 Epping Road
                  Exeter,  New Hampshire  03833         
           (Name of company filing this statement and 
             address of principal executive offices)

                       UNITIL CORPORATION
                         216 Epping Road
                  Exeter, New Hampshire  03833          
                 (Name of top registered holding
         company parent of each applicant or declarant)

                          Gail A. Siart
                     Chief Financial Officer
                       UNITIL CORPORATION
                         216 Epping Road
                  Exeter, New Hampshire  03833          
             (Name and address of agent for service)

         The Commission is requested to mail copies of 
           all orders, notices and communications to:

                          Gail A. Siart
                     Chief Financial Officer
                       UNITIL Corporation
                        216 Epping Road 
                     Exeter, NH  03833 -4571



     The application/declaration in this proceeding, as
previously amended, is hereby further amended as follows:


  1.  The following paragraph is inserted at the end of Item 1:



     Neither UNITIL, nor any subsidiary thereof, has a direct or
  indirect ownership interest in an "exempt wholesale  generator"
  ("EWG") or  "foreign utility  company" ("FUCO")  as defined  in
  Sections 32 and 33 of the  Act and  none of  the proceeds  from
  these transactions will  be used  by UNITIL  or any  subsidiary
  thereof for the direct or indirect acquisition  of an  interest
  in an EWG or FUCO.






                            SIGNATURE

     Pursuant to the requirements of the Public Utility Holding
Company Act of 1935, the undersigned companies have duly caused
this application-declaration to be signed on their behalf by the
undersigned thereunto duly authorized.
     
                              UNITIL CORPORATION
                                                            .
                              
                              By:                    /s/ Gail A. Siart         
                                          Treasurer and Chief Financial Officer

                                   
                              CONCORD ELECTRIC COMPANY
                              EXETER & HAMPTON ELECTRIC COMPANY
                              FITCHBURG GAS AND ELECTRIC LIGHT COMPANY
                              UNITIL POWER CORP.
                              UNITIL REALTY CORP.
                              UNITIL SERVICE CORP.
     
                              
                              By:                 /s/ Mark H. Collin          
                                                  Treasurer



                              UNITIL RESOURCES, INC    

                              
                              By:                 /s/ George R. Gantz          
                                                   President



Date: July 19, 1995