FORM 10-Q

                     SECURITIES AND EXCHANGE COMMISSION
                          Washington, D.C.  20549


                QUARTERLY REPORT UNDER SECTION 13 OR 15(d)
                  OF THE SECURITIES EXCHANGE ACT OF 1934


For Quarter Ended       September 30, 1996       


Commission File Number   1-8858  

                           Unitil Corporation           
           (Exact name of registrant as specified in its charter)


       New Hampshire                                         02-0381573     
(State or other jurisdiction of                            (I.R.S. Employer
incorporation or organization)                              entification No.)


6 Liberty Lane West, Hampton, New Hampshire                      03842     
  (Address of principal executive office)                      (Zip Code)


                                  (603) 772-0775          
                (Registrant's telephone number, including area code)


                                       NONE                    
                   (Former name, former address and former fiscal year,
                           if changed since last report.)


Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act
of 1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to
such filing requirements for the past 90 days.


                                                                 Yes  X   No    


Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date.

       Class                                   Outstanding at  November 1, 1996
   -----------------                           --------------------------------
   Common Stock, No par value                             4,371,298  Shares



UNITIL CORPORATION AND SUBSIDIARY COMPANIES


INDEX


Part I. Financial Information								                Page No.


Consolidated Statements of Earnings - Three and Nine
        Months Ended September 30, 1996 and 1995                     3

Consolidated Balance Sheets, September 30, 1996,
        September 30, 1995 and December 31, 1995                   4-5

Consolidated Statements of Cash Flows - Nine Months
        Ended September 30, 1996 and 1995                            6

Notes to Consolidated Financial Statements                         7-8

Management's Discussion and Analysis of Results of
        Operations and Financial Condition                        9-11

Exhibit 11 - Computation of Earnings per Average
        Common Share Outstanding                                    12

Part II.  Other Information                                         13


PART 1. FINANCIAL INFORMATION

UNITIL CORPORATION AND SUBSIDIARY COMPANIES
CONSOLIDATED STATEMENTS OF EARNINGS
(UNAUDITED)

                             Three Months Ended         Nine Months Ended
                                September 30,              September 30,
                              1996         1995          1996          1995
Operating Revenues:							
 Electric                  $39,101,212  $35,001,463  $112,148,628  $103,682,242 
 Gas                         3,284,853    2,555,376    14,986,474    12,160,726 
 Other                           7,500      247,090        37,927       673,760
                            ----------   ----------   -----------   -----------
 Total Operating Revenues   42,393,565   37,803,929   127,173,029   116,516,728 
Operating Expenses:							
 Fuel and Purchased Power   26,686,015   23,357,969    75,663,636    69,607,589 
 Gas Purchased for Resale    2,394,395    1,715,648     9,549,829     7,300,969 
 Operating and Maintenance   6,025,177    5,642,261    18,233,160    16,759,414 
 Depreciation                1,723,618    1,588,587     5,024,333     4,707,329 
 Amort. of Cost of
   Abandoned Properties        542,262      416,288     1,446,977     1,233,876
 Provisions for Taxes:							
  Local Property and Other   1,249,066    1,138,261     3,822,024     3,489,152 
  Federal and State Income     678,077      683,629     3,311,296     2,913,382
                            ----------   ----------   -----------   -----------
  Total Operating Expenses  39,298,610   34,542,643   117,051,255   106,011,711
                            ----------   ----------   -----------   ----------- 
Operating Income             3,094,955    3,261,286    10,121,774    10,505,017 
  Non-Operating
    (Income) Expense             8,175       37,506      (634,546)      210,070
                             ---------    ---------    ----------    ----------
Income Before
   Interest Expense          3,086,780    3,223,780    10,756,320    10,294,947
   Interest Expense, Net     1,568,798    1,404,819     4,445,446     4,229,775
                             ---------    ---------     ---------     ---------
Net Income                   1,517,982    1,818,961     6,310,874     6,065,172
   Less Dividends on
     Preferred Stock            67,307       70,813       204,922       212,949
                             ---------    ---------     ---------    ----------
Net Income Applicable
  to Common Stock           $1,450,675   $1,748,148    $6,105,952    $5,852,223
							
Average Common
  Shares Outstanding         4,361,641    4,307,733     4,346,768     4,291,100
							
Earnings Per Share
  of Common Stock                $0.33        $0.40         $1.40         $1.36

Dividends Declared per Share							
   of Common Stock (Note 1)      $0.33        $0.32         $1.32         $1.28 


  (The accompanying notes are an integral part of these statements.)



UNITIL CORPORATION AND SUBSIDIARY COMPANIES
CONSOLIDATED BALANCE SHEETS
(UNAUDITED)

                                        September 30,            December 31,
                                     1996            1995            1995
ASSETS:					
					
Utility Plant:					
 Electric                        $155,617,076    $146,164,526     $148,458,414 
 Gas                               28,089,232      26,561,471       27,220,705 
 Common                             7,787,699       7,319,241        8,494,093 
 Construction Work in Progress     12,500,635       4,800,757        6,003,991
                                  -----------     -----------      -----------
Total Utility Plant               203,994,642     184,845,995      190,177,203 
 Less: Accumulated Depreciation    63,549,814      59,895,314       60,682,742
                                  -----------     -----------      -----------
Net Utility Plant                 140,444,828     124,950,681      129,494,461 
					
Other Property & Investments           42,448          42,448           42,448 
					
Current Assets:                                 
  Cash                              2,670,888       3,642,708        3,397,931 
  Accounts Receivable - Less
   Allowance for Doubtful
   Accounts of $676,843
   $584,988 and $622,596           14,297,301      14,211,372       14,931,699 
  Materials and Supplies            2,671,346       2,570,264        2,275,865 
  Prepayments                         614,399         510,332          435,106 
  Accrued Revenue                   5,326,016       1,336,992        2,577,715
                                   ----------      ----------       ----------
      Total Current Assets         25,579,950      22,271,668       23,618,316 
					
Deferred Assets:					
  Debt Issuance Costs                 842,819         899,408          885,258 
  Cost of Abandoned Properties     25,807,814      27,538,962       27,254,791 
  Prepaid Pension Costs             7,277,514       6,466,963        6,688,714 
  Other Deferred Assets            23,739,263      23,767,202       23,718,296
                                   ----------      ----------       ----------
      Total Deferred Assets        57,667,410      58,672,535       58,547,059 
                                  -----------     -----------      -----------
TOTAL                            $223,734,636    $205,937,332     $211,702,284 



(The accompanying notes are an integral part of these statements.)


UNITIL CORPORATION AND SUBSIDIARY COMPANIES
CONSOLIDATED BALANCE SHEETS
(UNAUDITED)

                                        September 30,            December 31,
                                     1996            1995            1995
CAPITALIZATION AND LIABILITIES:					
					
Capitalization:					
					
Common Stock Equity               $65,330,456     $61,396,196      $63,894,789 
Preferred Stock,
 Non-Redeemable, Non-Cumulative       225,000         225,000          225,000
Preferred Stock,
 Redeemable, Cumulative             3,665,900       3,773,900        3,773,900
Long-Term Debt, Less
  Current Portion                  61,022,000      63,466,000       62,211,000
                                  -----------     -----------      -----------
      Total Capitalization        130,243,356     128,861,096      130,104,689 
					
Capitalized Leases, Less
  Current Portion                   3,221,226       3,243,496        3,732,947
					
Current Liabilities:					
 Long-Term Debt, Current Portion    1,294,000         144,000        1,294,000 
 Short-Term Debt                   11,600,000             --         2,700,000 
 Accounts Payable                  16,549,819      12,286,058       14,565,075 
 Dividends Declared and Payable     1,670,588       1,545,403          170,796 
 Refundable Customer Deposits       1,797,560       2,556,291        2,237,851 
 Taxes Accrued                        226,748         662,483          216,596 
 Interest Accrued                   1,497,470       1,453,500        1,425,876 
 Capitalized Leases,
   Current Portion                  1,165,117         589,177          741,832
 Accrued and Other
   Current Liabilities              3,378,991       2,314,465        2,202,096
                                   ----------      ----------       ----------
      Total Current Liabilities    39,180,293      21,551,377       25,554,122 
					
Deferred Liabilities:					    
  Investment Tax Credits            1,655,906       1,854,408        1,803,821 
  Other Deferred Liabilities        8,707,323       9,555,830        9,763,878
                                   ----------      ----------       ----------
    Total Deferred Liabilities     10,363,229      11,410,238       11,567,699 

Deferred Income Taxes              40,726,532      40,871,125       40,742,827
                                  -----------     -----------      -----------
TOTAL                            $223,734,636    $205,937,332     $211,702,284 


(The accompanying notes are an integral part of these statements.)


UNITIL CORPORATION AND SUBSIDIARY COMPANIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED)

                                              Nine Months Ended September 30,  
                                                  1996               1995
Net Cash Flow from Operating Activities:			
 Net Income                                    $6,310,874         $6,065,172 
 Adjustments to Reconcile Net
    Income to Net Cash
   Depreciation and Amortization                6,471,310          5,941,205 
   Deferred Taxes                                 382,361           (155,070)
   Amortization of Investment Tax Credit         (147,915)          (151,760)
   Provision of Doubtful Accounts                 702,615            648,313 
   Amortization of Debt Issuance Costs             42,439             58,101 
   (Gain) Loss on Taking of Land and Building    (875,000)           140,698 
 Changes in Assets and Liabilities:             
 (Increase) Decrease in:               
   Accounts Receivable                            (68,216)        (1,577,999)
   Materials and Supplies                        (395,481)          (480,285)
   Prepayments and Prepaid Pension               (768,093)          (766,880)
   Accrued Revenue                             (2,748,301)           955,305 
  Increase (Decrease) in:               
   Accounts Payable                             1,984,744           (204,983)
   Refundable Customer Deposits                  (440,291)            73,512 
   Taxes and Interest Accrued                      81,746          1,084,749 
   Other, Net                                    (247,368)         1,835,724
                                               ----------         ----------
  Net Cash Provided by Operating Activities    10,285,424         13,465,802

Net Cash Flows from  Investing Activities:	 		
 Acquisition of Property, Plant and Equip.    (15,338,235)        (9,589,262)
  Proceeds from Taking of Land & Building         875,000          2,000,000
                                              ------------        -----------
    Net Cash Used in Investing Activities     (14,463,235)        (7,589,262)

Cash Flows from Financing Activities:			
  Net (Decrease) in Short-Term Debt             8,900,000                --    
  Net (Decrease) in Long-Term Debt             (1,189,000)        (1,970,321)
  Dividends Paid                               (4,448,572)        (4,314,805)
  Issuance of Common Stock                        866,666            797,449 
  Retirement of Preferred Stock                  (108,000)           (94,700)
  Repayment of  Capital Lease Obligations        (570,326)          (461,578)
                                                ---------          ---------
   Net  Cash Flows from Financing Activities    3,450,768         (6,043,955)

Net Increase (Decrease) in Cash                  (727,043)          (167,415)
Cash at Beginning of  Year                      3,397,931          3,810,123
                                                ---------          ---------
Cash at September 30,                          $2,670,888         $3,642,708 
Supplemental Cash Flow Information:			
  Cash Paid for:			
    Interest Paid                              $4,128,505         $4,573,329 
    Federal Income Taxes Paid                  $3,032,000         $2,455,000 
    Non-Cash Financing Activities:			
       Capital Leases Incurred                   $481,889           $456,709 


(The accompanying notes are an integral part of these statements.)


UNITIL CORPORATION AND SUBSIDIARY COMPANIES
NOTES TO FINANCIAL STATEMENTS
(UNAUDITED)


Note 1.		Dividends:
       
     Four regular quarterly common stock dividends were declared during the
nine month periods ended September 30, 1996 and 1995.
	
     On September 19, 1996, the Company's Board of Directors declared its
regular quarterly dividend on the Company's Common Stock of $0.33 per share
which is payable on November 15, 1996 to shareholders of record  as of
November 1, 1996.

     On June 20, 1996, the Company's Board of Directors declared its regular
quarterly dividend on the Company's Common Stock of $0.33 per share which was
payable on August 15, 1996 to shareholders of record  as of August 1, 1996.

     On March 7, 1996, the Company's Board of Directors declared its regular
quarterly dividend on the Company's Common Stock of $0.33 per share which was
payable on May 15, 1996 to shareholders of record  as of May 1, 1996.

     On January 16, 1996, the Company's Board of Directors approved a 3.1%
increase to the dividend rate on its common stock.  The new regular dividend
rate is $0.33 per share and was payable February 15, 1996 to shareholders of
record as of February 1, 1996.


Note 2.		Common Stock:

     During the third quarter of 1996, the Company sold 14,263 shares of Common
Stock, at an average price of $21.25 per share, in connection with its Dividend
Reinvestment and Stock Purchase Plan and its 401(k) plans.  Net proceeds of
$303,103 were used to reduce short-term borrowings.


Note 3.		Preferred Stock:

Details on preferred stock at September 30, 1996, September 30, 1995 and
December 31, 1995 are shown below:

                                       September 30,           December 31,
                                    1996            1995            1995
Preferred Stock:					
  Non-Redeemable, Non-Cumulative,					
    6%, $100 Par Value              $225,000        $225,000        $225,000
  Redeemable, Cumulative,					
    $100 Par Value:					
    8.70% Series                     215,000         215,000         215,000
    5% Dividend Series                91,000          98,000          98,000
    6% Dividend Series               168,000         168,000         168,000
    8.75% Dividend Series            344,300         344,300         344,300
    8.25% Dividend Series            406,000         406,000         406,000
    5.125% Dividend Series         1,034,600       1,076,600       1,076,600
    8% Dividend Series             1,407,000       1,466,000       1,466,000
                                   ---------       ---------       ---------
 Total Redeemable Preferred Stock  3,665,900       3,773,900       3,773,900
                                   ---------       ---------       ---------
 Total Preferred Stock            $3,890,900      $3,998,900      $3,998,900


Note 4.		Long-term Debt:

Details on long-term debt at September 30, 1996, September 30, 1995 and
December 31, 1995 are shown below:

                                            September 30,        December 31,
                                           1996         1995         1995
					
Concord Electric Company:					
  First Mortgage Bonds:					
Series C, 6 3/4%, due January 15, 1998   $1,552,000   $1,584,000   $1,584,000
Series H, 9.43%, due September 1, 2003    5,850,000    6,500,000    6,500,000
Series I, 8.49%, due October 14, 2024     6,000,000    6,000,000    6,000,000
					
Exeter & Hampton Electric Company:					
  First Mortgage Bonds:					
Series E, 6 3/4%, due January 15, 1998      504,000      511,000      511,000
Series H, 8.50%, due December 15, 2002      910,000    1,015,000      910,000
Series J, 9.43%, due September 1, 2003    4,500,000    5,000,000    5,000,000
Series K, 8.49%, due October 14, 2024     9,000,000    9,000,000    9,000,000
					
Fitchburg Gas and Electric Light Company:					
  Promissory Notes:					
8.55% Notes due March 31, 2004           15,000,000   15,000,000   15,000,000
6.75% Notes due November 30, 2023        19,000,000   19,000,000   19,000,000
                                         ----------   ----------   ----------
Total                                    62,316,000   63,610,000   63,505,000
Less: Installments due within one year    1,294,000      144,000    1,294,000
                                         ----------   ----------   ----------
Total Long-term Debt                    $61,022,000  $63,466,000  $62,211,000



Note 5.

     In the opinion of the Company, the accompanying unaudited consolidated
financial statements contain all adjustments (consisting only of normal
recurring accruals) necessary to present fairly the consolidated financial
position as of September 30, 1996 and 1995; and results of operations for the
three and nine months ended  September 30, 1996 and 1995; and consolidated
statements of cash flows for the nine months ended September 30, 1996 and
1995.  Reclassifications of amounts are made periodically to previously issued
financial statements to conform with the current year presentation.

     The results of operations for the nine months ended September 30, 1996
and 1995 are not necessarily indicative of the results to be expected for the
full year.


UNITIL CORPORATION AND SUBSIDIARY COMPANIES

MANAGEMENT'S DISCUSSION AND ANALYSIS OF RESULTS OF OPERATIONS
AND FINANCIAL CONDITION

EARNINGS

     Consolidated earnings for the third quarter of 1996 were $0.33 per average
common share outstanding, compared to $0.40 per share for the same three-month
period in 1995. This decrease of $0.07 per share primarily reflects increased
expenses and taxes in support of the Company's operations and business
development initiatives, an increase in electric production expenses and lower
energy consulting income in the third quarter of 1996 compared to the same
period in 1995. In addition, sales of electricity to residential and small
commercial customers were dampened in the current quarter due to comparatively
cool summer weather.

     Total electric KWH sales were up 9.7% to 401,118,336 KWH, from 365,533,151
KWH in the same three month period a year earlier.   More than two thirds of
this increase in electric energy sales reflects the addition of a major new
customer early this year under a special competitive market pricing
arrangement.  This major customer recently curtailed its operations and has
notified the Company that it will be making alterations and improvements to
its facility.  As a result, the Company now anticipates that energy sales to
this customer will be significantly reduced in the fourth quarter of 1996.
The remaining increase in electric energy sales in the third quarter is due
to higher overall energy usage by Unitil's largest commercial and industrial
customers. Electric KWH sales to this customer group (excluding sales to the
major customer mentioned above) increased 6.4% to 134,175,160 KWH, from
126,101,215 KWH in the same period a year earlier. In contrast, sales of
electricity to Unitil's residential and small commercial customers declined
1.4% during the quarter to 227,014,524 KWH, from 230,239,903 KWH, reflecting
the impact that the comparatively mild summer weather this year had on the
demand for electricity for cooling purposes. Total gas firm therm sales, which
comprise 11% of the system's total revenues on an annual basis, increased 2.8%
during the third quarter of 1996 to 1,989,674 therms from 1,935,210 therms in
the year earlier period.

     Higher expenses during the third quarter reflect increases in utility
operating costs, as the Company has begun operating in a more competitive
retail energy marketplace. Higher property taxes and the absence of a
nonrecurring income tax benefit realized by the Company in a prior period
from a donation of land to an industrial economic development project also
contributed to higher tax expenses in the current period.

     Earnings for the nine month period have benefited from two significant
factors: (1) higher utility gas and electric energy sales, and (2) a payment
from the state of New Hampshire in an eminent domain taking of the Company's
former corporate headquarters for a highway expansion project. Earnings for
the same nine-month period have been negatively impacted by a one-time charge
to earnings for costs the Company estimates it will incur under the New
Hampshire Retail Pilot Program, increased operating expenses and taxes and
reduced consulting income.

     For the first nine months of 1996 total electric energy sales increased
10.6% to 1,171,404,174 KWH, from 1,058,740,558 KWH in the year earlier period.
Approximately half of the increase in total electric sales through the first
nine-months of 1996 reflects the addition of a major new customer early this
year under a special competitive market pricing arrangement. As discussed
above the Company anticipates that energy sales to this major customer will
be significantly reduced in the fourth quarter of 1996. Sales of electricity
to the company's largest industrial and commercial customers increased 8.4%
to 387,241,613 KWH in the current nine-month period, from 357,121,800 KWH in
the prior period. Residential KWH sales increased 3.2% to 397,111,328 KWH,
compared to 384,866,512 KWH during the first nine months of 1995. KWH sales
to commercial customers have increased a modest 0.2% in 1996, to 292,377,066
KWH from 291,781,417. Total gas firm therm sales, which benefited in the
early part of the year from the colder weather, increased by 12.1% during the
first nine months of 1996 to 18,285,883 therms from 16,315,507 therms in the
year earlier period.

Millstone Unit No. 3

     Unitil's Massachusetts operating subsidiary, Fitchburg Gas and Electric
Light Company (FG&E), has a 0.217% ownership in the Millstone Unit No. 3
nuclear generating unit which supplies it with 2.49 MW of electric capacity.
In January 1996 the Nuclear Regulatory Commission (NRC) placed Millstone No. 3
on its watch list as a Category 2 facility, which calls for increased NRC
inspection attention. In March 1996 the NRC requested additional information
about the operation of the unit from Northeast Utilities (NU), the unit's
managing owner. As a result of an engineering evaluation completed by NU,
Millstone Unit No. 3 was taken out of service on March 30, 1996. The NRC later
informed NU, in a letter dated June 28, 1996, that it had reclassified
Millstone Station as a Category 3 facility. The NRC assigns this rating to
plants which it deems to have significant weaknesses that warrant maintaining
the plant in shutdown condition until the operator demonstrates that adequate
programs have been established and implemented to ensure substantial
improvement in the operation of the plant. The NRC's letter also informed NU
that this designation would require the NRC staff to obtain NRC approval by
vote prior to a restart of the unit.

     The Company cannot predict when Millstone 3 will be allowed by the NRC
to restart, but believes that the unit will remain shut down for a very
protracted period. During the period that Millstone No. 3 is out of service,
FG&E will continue to incur its proportionate share of the unit's ongoing
Operations and Maintenance (O&M) costs, and may incur additional O&M costs
and capital expenditures to meet NRC requirements.  FG&E will also incur costs
to replace the power that was expected to be generated by the unit.   During
the outage FG&E has been recovering approximately $35,000 per month in
replacement power costs through its fuel adjustment clause, which is subject
to periodic review by the Massachusetts Department of Public Utilities (MDPU).

Competition and Restructuring
	
     In both New Hampshire and Massachusetts, the pace of restructuring the
electric utility industry to allow retail customers to choose there electricity
supplier continues to quicken, as new legislation and regulations are targeting
January 1, 1998 as universal "Choice Date" for all customers. Under these
restructuring proposal customers would be allowed to choose their electricity
supplier from the competitive market, with the local utility required to
provide delivery of that energy over its transmission and distribution systems
at regulated rates.   Unitil has been preparing for this date by developing a
transition plan that will move our utility subsidiaries into this new market
structure in a way that will ensure fairness in the treatment of our assets
and obligations that are dedicated to our current franchises and, at the same
time, achieve customer choice for all. Simultaneously with this transition
process for Unitil's regulated utilities, the Company is moving to position
its non-utility subsidiary, Unitil Resources, to pursue growth areas beyond
the Company's historical franchises in all energy-related sectors, including
electricity, gas, oil and propane.

New Hampshire	

     In New Hampshire, the Retail Competition Pilot Program (Pilot Program)
initiated by the New Hampshire Public Utilities Commission (NHPUC) has been
operating since June 1996. Beginning on May 1, 1996, all regulated electric
utilities in the State, including Concord Electric Company (CECo) and Exeter
& Hampton Electric Company (E&H), Unitil's New Hampshire based retail operating
utilities, released lists of customers who had been selected as participants
in the Pilot Program. The guidelines provide that up to 3% of each utility's
retail customers will be allowed to select from among competing electric
energy suppliers during the Pilot Program period, and have this supply
delivered across the local utility system.

     More than thirty competitive electric suppliers, including Unitil
Resources, Inc., the Company's competitive market subsidiary, are currently
authorized to market the sale of electricity to pilot program participants.
Unitil Resources began marketing electricity to Pilot Program participants in
late May, and actual sale by Unitil Resources and other suppliers began in
June in some areas of the state.

     Under the charge of New Hampshire House Bill 1392, state regulators have
set an aggressive procedural schedule to restructure and open up the state to
full retail competition by the end of next year. In October, 1996, the Company
filed with state regulators its "Customer Choice" Plan  a transition plan to
a fully open retail energy supply market in New Hampshire. Under this proposal,
all Unitil's New Hampshire customers will continue to enjoy Unitil's very
competitive electric rates, among the lowest in New England, and will benefit
from future market competition and power supply savings. Key elements of the
Customer Choice proposal include: competitive retail prices for all Unitil
customers, open and nondiscriminatory access for all Unitil customers to any
qualified competing electric supplier; guaranteed reliable electric service
for all Unitil customers; and consumer protection standards for all New
Hampshire consumers. The Customer Choice Plan achieves these customer benefits
and safeguards while providing for the recovery of Unitil's assets and
obligations that are dedicated to serving customers in the Company's New
Hampshire franchises.

Massachusetts

     In May 1996 the Massachusetts Department of Public Utilities (MDPU)
issued proposed rules and regulations to allow all customers of Massachusetts's
investor owned utilities to choose their electricity supplier beginning in
early 1998. In late October, the Massachusetts Attorney General proposed a
formal plan in the context of a settlement agreement with the state's largest
investor owned utility and several other parties that has the potential for
becoming the benchmark restructuring plan for the state. Under this plan, all
customers would be allowed the option of choosing a new electricity supplier
beginning January 1, 1998 and would be guaranteed a minimum of 10% savings on
their electric bills. Utilities would fully recover stranded investments;
low-income consumers would be protected; and the environment would be both
protected and improved. The MDPU has established a procedural schedule under
which it will issue a decision on the settlement agreement by January 10, 1987.
The settlement agreement will also be subject to approval by the Federal
Energy Regulatory Commission (FERC). In addition, the Company believes that
the implementation of retail competition in Massachusetts will require changes
in legislation by the Massachusetts legislature.


CAPITAL REQUIREMENTS

     Capital expenditures for the nine months ended September 30, 1996 were
approximately $15,300,000. This compares to $9,500,000 during the same period
last year.  Capital expenditures for the year 1996 are estimated to be
approximately $18,300,000 as compared to $14,600,000 for 1995. This projection
reflects capital expenditures of approximately $13,900,000 million for normal
utility system expansions, replacements and other improvements and capital
expenditures of approximately $4,400,000 related to the completion of
construction of Unitil's new corporate headquarters.

  

PART I.  EXHIBIT 11.

UNITIL CORPORATION AND SUBSIDIARY COMPANIES

COMPUTATION OF EARNINGS PER AVERAGE COMMON SHARE OUTSTANDING
(UNAUDITED)



 PRIMARY                        Three Months Ended        Nine Months Ended
                                   September 30,            September 30,
EARNINGS PER SHARE              1996         1995        1996          1995
							
Net Income                   $1,517,982   $1,818,961   $6,310,874   $6,065,172
Less: Dividend Requirement							
     on Preferred Stock          67,307       70,813      204,922      212,949
Net Income Applicable							
    to Common Stock          $1,450,675   $1,748,148   $6,105,952   $5,852,223
							
Average Number of Common							
    Shares Outstanding        4,361,641    4,307,733   4,346,768     4,291,100
                                             
Earnings Per Common Share         $0.33        $0.40       $1.40         $1.36



                               Three Months Ended        Nine Months Ended
FULLY-DILUTED                      September 30,            September 30,
EARNINGS PER SHARE              1996         1995        1996          1995
							
Net Income                   $1,517,982   $1,818,961  $6,310,874    $6,065,172
Less: Dividend Requirement							
     on Preferred Stock          67,307       70,813     204,922       212,949
Net Income Applicable							
    to Common Stock          $1,450,675   $1,748,148  $6,105,952    $5,852,223
							
Average Number of Common							
    Shares Outstanding        4,470,103    4,390,143   4,457,989     4,370,279
							
Earnings Per Common Share         $0.32        $0.39       $1.37         $1.34


PART II.  OTHER INFORMATION




Item 6.  Exhibits and Reports on Form 8-K.

      (a)     Exhibits

      Exhibit No.     Description of Exhibit                  Reference

              11      Computation in Support of
                      Earnings Per Average Common Share        Filed herewith
                      

	(b)	Reports on Form 8-K

	During the quarter ended September 30, 1996, the Company did not 
	file any reports on Form 8-K.













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 thereunto duly authorized.




                                                         Unitil Corporation 
                                                             (Registrant)




Date:  November 14, 1996                                Gail A. Siart
                                                    ---------------------
                                                   Gail A. Siart, Treasurer 
                                                 and Chief Financial Officer

                                               (Gail A. Siart is the Principal
                                                 Financial Officer and has
                                                 been duly authorized to sign
                                                 on behalf of the registrant.)



 
                        
UT DEC-31-1996 JAN-1-1996 SEP-30-1996 9-MOS PER-BOOK 140,444,828 42,448 25,579,950 57,667,410 0 223,734,636 1,505,667 30,135,450 65,330,456 33,689,339 3,665,900 225,000 61,022,000 11,600,000 0 0 1,294,000 0 3,221,226 1,165,117 76,210,937 223,734,636 127,173,029 3,311,296 113,739,959 117,051,255 10,121,774 634,546 10,756,320 4,445,446 6,310,874 204,922 6,105,952 4,243,650 3,824,801 10,285,424 1.40 1.37