CH Energy Group (CHG)

How You Can Vote

          Shareholders of record can give a proxy to be voted at the Annual Meeting (i) by telephone, (ii) electronically, using the Internet, at www.cesvote.com, or (iii) by mail. Shareholders who hold their shares in “street name” must vote their shares in the manner prescribed by their brokers.

          The telephone and Internet voting procedures have been set up for shareholder convenience, and have been designed to authenticate shareholder identity, to allow shareholders to give voting instructions, and to confirm that those instructions have been recorded properly. If shareholders of record wish to vote by proxy card, by telephone, or by using the Internet, please refer to the specific instructions set forth on the enclosed proxy card. If shareholders vote by telephone or by the Internet or wish to vote using a paper format and return their signed proxy cards before the Annual Meeting, their shares will be voted as directed.

          Whether shareholders choose to vote by telephone, electronically using the Internet, or by mail, each proxy will be voted in accordance with the shareholder’s instructions with respect to (i) the election of Directors, (ii) the amendment to the Corporation’s Restated Certificate of Incorporation to provide for the annual election of Directors, and (iii) the ratification of PricewaterhouseCoopers LLP as the Corporation’s independent registered public accounting firm for 2009.

          If shareholders do not specify on their proxy card (or when giving their proxy by telephone or by using the Internet) how they want to vote their shares, it is the intention of the persons named on the proxy card to vote (1) “FOR” the election of the nominees for Director as set forth in Proposal No. 1, (2) “FOR” the amendment to the Corporation’s Restated Certificate of Incorporation to provide for the annual election of Directors as set forth in Proposal No. 2, and (3) “FOR” the ratification of the appointment of PricewaterhouseCoopers LLP as the Corporation’s independent registered public accounting firm for 2009 as set forth in Proposal No. 3.

          With regard to Proposal No. 1 and Proposal No. 3, abstentions and broker non-votes are voted neither “FOR” nor “AGAINST” and have no effect on the vote but are counted in the determination of a quorum. With regard to Proposal No. 2, abstentions, broker non-votes and failures to vote have the same effect as a vote against Proposal No. 2.

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