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 14, 1996










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  
(File No. 70-8074)                     )       ACT 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) and its order
approving the provision by that subsidiary of additional services including
energy marketing and energy management services (HCAR. No. 26487; File No.
70-8773; May 31, 1996).


Exhibits
Exhibit A -	Description of the various consulting, energy marketing,
                energy management 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 -	Statement of energy marketing expenses incurred by Unitil
                Resources, Inc.

Exhibit F -	Statement of energy sales.

Exhibit G -	Financial Statements.



                                                                EXHIBIT A
                                                                Page 1 of 1
											

Description of Various Consulting, Energy Marketing, Energy Management and
        Other Activities Undertaken by Unitil Resources Inc:


     Staff providing services under the activities listed below (unless
otherwise indicated) are located at Unitil Service Corp. (Unitil Service),
6 Liberty Lane West, Hampton, NH 03842-1720, where most client work is
performed.  From time to time staff visit other locations, predominately in
New England, representing client interests.

Consulting Services

A. Great Bay Power Corporation (GBP) Management and Administrative Services.
Unitil Resources provided transition-related management and administrative
services to GBP during the first quarter of 1996, in a variety of functional
areas including accounting,  finance, and general management. These services
relate to the conclusion on December 31, 1995 of  the Management and
Administrative Services Agreement between GBP and Unitil Corporation, dated
November 23, 1994, and the transfer to GBP of activities which were being
handled by Unitil Resources under the concluded contract.  Charges to GBP
totalled ($358) in the second quarter of 1996 and $15,427 for the year-to-date.

B. 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.


Energy Marketing Activities

A.  New Hampshire Pilot Program.  As of July 1, 1996, Unitil Resources became
eligible to begin marketing electricity at retail to statewide participants in
the New Hampshire Pilot Program.  This 24-month program allows 3% of all
electric customers in the State of New Hampshire to purchase unbundled
electricity from the supplier of their choice.  Due to the starting date of
this program no revenues were generated from this activity during the second
quarter of 1996, or for the year-to-date.


Energy Management Services

No contracts/activities to date.



			
                                                                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 1996, and cumulatively to date, included
regulatory, finance, accounting, marketing, energy management and
administrative services and ranged in number from nineteen to sixty-two
employees on a part-time basis each month.  The following are the percentages
of Unitil Service time that were expended on Unitil Resources activities in
the second quarter of 1996 and cumulatively to date:

	

                     Consulting     Energy       Energy
                       & Other     Marketing      Mgmt.       Total
                       
First  Quarter          0.20%        0.00%        0.00%        0.20%
								
Second Quarter          0.00%        3.40%        0.00%        3.40%
								
Third  Quarter								
								
Fourth Quarter								
								
Year To Date            0.10%        1.70%        0.00%        1.80%









								EXHIBIT D


Description of the Intellectual Property:


     No intellectual property was purchased or received during the quarter.






                                                                EXHIBIT E

Statement of Energy Marketing Expenses:





		Quarter Ended		Year-To-Date
		June 30, 1996		Period
				
Retail Energy Marketing Expenses		418,298		418,298
Wholesale Energy Marketing Expenses		--   		--   
				
Total Energy Marketing Expenses		418,298		418,298







EXHIBIT F

Statement of Energy Sales:



There have been no retail or wholesale energy sales in 1996. 





                                                                EXHIBIT G
                                                                Page 1 of 5

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

STATEMENTS OF EARNINGS
(UNAUDITED)

                   Three Months Ended June 30,      Six Months Ended June 30,
                        1996           1995            1996             1995
							
Revenues                  $(358)       $199,534       $15,427        $411,670
							
Operating Expenses:							
   Administrative
     and General        421,178         122,448       434,460         249,798
      Total Operating
        Expenses        421,178         122,448       434,460         249,798
 Operating Income      (421,536)         77,086      (419,033)        161,872
							
 Nonoperating Income      4,941             105        10,141             105
							
Earning Before
  Income Taxes         (416,595)         77,191      (408,892)        161,977
Income Taxes:
 Current Federal       (131,614)         24,408      (129,178)         51,217
 Current State          (29,137)          5,404       (28,598)         11,339
  Total Income Taxes   (160,751)         29,812      (157,776)         62,556
							
Net Income            $(255,844)        $47,379     $(251,116)        $99,421



                                                                Exhibit G
                                                                Page 2 of 5

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

BALANCE SHEETS
(UNAUDITED)

                                         June 30              December 31
ASSETS:                            1996            1995            1995
					
Current Assets:					
  Cash                          $307,714         $257,273       $411,781
  Accounts Receivable              5,000            4,996            258
  Unbilled and Accrued Revenue       --            21,781          4,181
    Total Current Assets         312,714          284,050        416,220
					
Deferred Debits                      --               --             --  
					
Total Assets                    $312,714         $284,050       $416,220
					
LIABILITIES AND					
  STOCKHOLDERS EQUITY:					
					
Current Liabilities:					
 Accounts Payable                $30,412          $44,888        $50,862
 Taxes Accrued & Other           189,722             (523)        21,663
  Total Current Liabilities      220,134           44,365         72,525
					
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                82,580          229,685        333,695
  Total Stockholder's Equity      92,580          239,685        343,695
					
Total Liabilities and Equity    $312,714         $284,050       $416,220





                                                                Exhibit G
                                                                Page 3 of 5

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

STATEMENTS OF CASH FLOWS
(UNAUDITED)


                                        For the Six Months Ended June 30, 
                                                1996            1995
Net Cash Flow from Operating Activities:			
  Net Income                                    $(251,116)      $99,421
			
			
  Change in Assets and Liabilities			
   (Increase) Decrease in:			
     Accounts Receivable                           (4,742)       60,569
     Unbilled and Accrued Revenue                   4,182       (12,833)
     Deferred Debits                                  --          1,484
   Increase (Decrease) in:			
     Accounts Payable                             (20,450)       (7,116)
     Taxes Accrued & Other                        168,059        17,033
Net Cash Provided by Operating Activities        (104,067)      158,558
			
Net  Increase in Cash                            (104,067)      158,558
Cash at beginning of year                         411,781        98,715
Cash at June 30,                                 $307,714      $257,273




                                                                Exhibit G
                                                                Page 4 of 5

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

STATEMENTS OF CASH FLOWS
(UNAUDITED)

For the Six Months Ended June 30, 1996
                                                            Energy
                         Consulting               Energy    Mgmt. &
                           & Other    Power     Commodity  Marketing   
                          Services   Marketing    Sales     Services   Total

Net Cash Flow from
Operating Activities:                                                         
 Net Income                 $3,646   $(254,762)      --       --     $(251,116)
									
Change in Assets									
 and Liabilities                                                               
 (Increase) Decrease in:                                                      
   Accounts Receivable         258      (5,000)      --       --        (4,742)
   Unbilled and                                                                
    Accrued Revenue          4,182         --        --       --         4,182
   Deferred Debits             --          --        --       --           --  
 Increase (Decrease) in:                                                      
   Accounts Payable        (20,450)        --        --       --       (20,450)
   Taxes Accrued & Other      (954)    169,013       --       --       168,059
Net Cash Provided									
 by Operating Activities   (17,500)    (90,749)      --       --      (104,067)
									
									
Net  Increase in Cash                                                 (104,067)
Cash at beginning of year                                              411,781
Cash at June 30,                                                      $307,714
	
	



                                                                Exhibit G
                                                                Page 5 of 5

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

STATEMENTS OF RETAINED EARNINGS
(UNAUDITED)


                                     For the Three Months Ended June 30,      
                                         1996               1995
			
Retained Earnings,
  Beginning of Period                  $338,424           $182,305
			
Net Income                             (255,844)            47,380
			
Retained Earnings,
  End of Period                         $82,580           $229,685




	
                                     For the Six Months Ended June 30,        
                                         1996               1995
			
Retained Earnings,
  Beginning of Period                  $333,696           $130,264
			
Net Income                             (251,116)            99,421
			
Retained Earnings,
  End of Period                         $82,580           $229,685