CENTRAL & SOUTH WEST CORP
8-K, 1995-06-28
ELECTRIC SERVICES
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             SECURITIES AND EXCHANGE COMMISSION
                  WASHINGTON, D.C.   20549
                              
                              
                          FORM  8-K
                              
                              
                       CURRENT REPORT
                              
             Pursuant to Section 13 or 15(d) of
             the Securities Exchange Act of 1934
                              
                              
Date of Report (Date of earliest event reported):     June 9, 1995

Commission        Registrant, State of Incorporation,    I.R.S. Employer
File Number       Address and Telephone Number           Identification No.


1-1443            Central and South West Corporation     51-0007707
                  (A Delaware Corporation)
                  1616 Woodall Rodgers Freeway
                  Dallas, TX 75202-1234
                  (214) 777-1000















ITEM 5. OTHER EVENTS

CENTRAL AND SOUTH WEST CORPORATION (CSW) AND EL PASO
ELECTRIC COMPANY (EL PASO) LITIGATION

Recent Developments
On June 9, 1995, following CSW's notification that it was
terminating its proposed merger with El Paso and withdrawing
the Modified Third Amended Plan of Reorganization, El Paso
filed suit (El Paso Suit) against CSW in state district
court in El Paso, Texas.  El Paso's suit seeks a $25 million
termination fee from CSW, CSW's share of certain costs
related to the Modified Third Amended Plan and additional
unspecified damages.  On June 15, 1995, CSW filed suit
against El Paso in the United States Bankruptcy Court in
Austin, Texas seeking a $25 million termination fee from El
Paso due to El Paso's breach of the companies' terminated
merger agreement, at least $3.6 million in rate case
expenses incurred by CSW on behalf of El Paso related to
state regulatory merger proceedings and a declaratory
judgment that CSW properly terminated the agreement.  CSW
also removed the El Paso Suit from state district court to
the United States Bankruptcy Court in El Paso, Texas and
requested that the action be transferred to the United
States Bankruptcy Court in Austin, Texas (the bankruptcy
court that has jurisdiction over El Paso's bankruptcy case).

Background Information
For background information and earlier developments related
to the proposed merger with El Paso, reference is made to
CSW's 1994 Annual Report on Form 10-K, Quarterly Report on
Form 10-Q for the quarter ended March 31, 1995, Current
Report on Form 8-K dated May 23, 1995 and the documents
referenced therein.  For information related to the
termination of the proposed merger, reference is made to
CSW's Current Report on Form 8-K dated and filed June 9, 1995
and the documents referenced therein.

SIGNATURE

     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 hereunto duly
authorized.




                                     CENTRAL AND SOUTH WEST CORPORATION


Date:  June 28, 1995

                                     By:  /s/ Wendy G. Hargus
                                          Wendy G. Hargus
                                           Controller



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