Exhibit 10.1.2

AMENDMENTS

TO THE

CONSOLIDATED EDISON RETIREMENT PLAN

AUSTERITY RETIREMENT PLAN AMENDMENTS

FOR CONSOLIDATED EDISON COMPANY OF NEW YORK, INC. AND

ORANGE AND ROCKLAND UTILITIES, INC.

DATED: September 29, 2009

Effective July 1, 2009 for Consolidated Edison Company of New York, Inc.

Effective August 1, 2009 for Orange and Rockland Utilities, Inc.

1

Pursuant to resolutions of the Board of Trustees of Consolidated Edison Company of New York, Inc. (“CECONY”), the Board of Directors of Orange and Rockland Utilities, Inc. (“O&R”) and the Board of Directors of Consolidated Edison, Inc. (“CEI”) dated, approved and adopted on May 13, 2009, and June 18, 2009, the undersigned hereby approves the amendments to the Retirement Plan, as set forth below.

1. The, Introduction , is amended by adding the following paragraph immediately before the last paragraph in the Introduction:

On April 21, 2009, the Public Service Commission of New York State issued an “Order Setting Rates” reflecting a proposed downward adjustment to the revenue requirement of CECONY amounting to $60 million (“April ’09 Austerity Order”). In response to the April ’09 Austerity Order, CECONY adopted certain austerity measures, including a temporary salary reduction for CECONY management employees in salary bands three and above, including employees in band numbers 63 up to and including 66, as well as officers (“CECONY Austerity Affected Participants”). CECONY decided that the temporary salary reductions should not have an adverse effect on the long-term pension allowances of CECONY Austerity Affected Participants. Without the Austerity Retirement Plan Amendment, CECONY feared unanticipated and unexpected increases in retirements by CECONY Austerity Affected Participants.

Also, on May 15, 2009, t