U.S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 12b-25
NOTIFICATION OF LATE FILING
(Check One):
[ ] Form 10-K [ ] Form 10-KSB [ ] Form 20-F [X] Form 11-K [ ] Form 10-Q
[ ] Form 10-QSB [ ] Form N-SAR
_____________________
For Period Ended: December 31, 1997 SEC FILE NUMBER
[ ]Transition Report on Form 10-K 1-5663
[ ]Transition Report on Form 20-F _____________________
[ ]Transition Report on Form 11-K CUSIP NUMBER
[ ]Transition Report on Form 10-Q N/A
[ ]Transition Report on Form N-SAR _____________________
For the Transition Period Ended:
_____________________________________________________________________________
Read Attached Instruction Sheet Before Preparing Form. Please Print or Type.
Nothing in this form shall be construed to imply that the Commission has
verified any information contained herein.
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If the notification relates to a portion of the filing checked above, identify
the Item(s) to which the notification relates: N/A
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_______________________________________________________________________________
Part I -Registrant Information
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Full Name of Registrant: 401(k) Savings and Investment Plan of Central
Louisiana Electric Co., Inc.
Former Name if Applicable: N/A
Address of Principal Executive Office (Street and Number)
Cleco Corporation
2030 Donahue Ferry Road
Pineville, LA 71360-5226
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Part II - Rules 12b-25 (b) and (c)
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If the subject report could not be filed without unreasonable effort or expense
and the registrant seeks relief pursuant to Rule 12b-25(b), the following
should be completed. (Check box if appropriate)
[X] (a) The reasons described in reasonable detail in Part III of this
form could not be eliminated without unreasonable effort or expense:
[X] (b) The subject annual report, semi-annual report, transition report on
Form 10-K, Form 20-F, 11-K or Form N-SAR, or portion thereof will be
filed on or before the fifteenth calendar day following the prescribed
due date; or the subject quarterly report or transition report on
Form 10-Q, or portion thereof will be filed on or before the fifth
calendar day following the prescribed due date; and
[X] (c) The accountant's statement or other exhibit required by
Rule 12b-25(c) has been attached if applicable.
______________________________________________________________________________
Part III - Narrative
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State below in reasonable detail the reasons why Form 10-K, and Form 10-KSB
20-F, 11-K, 10-Q, and Form 10-QSB, N-SAR or the transition report or portion
thereof could no be filed within the prescribed time period.
Central Louisiana Electric Company, Inc. 401(k) Savings and Investment
Plan ("Plan") was not able to obtain an independent accountant's report for
the year ended December 31, 1997, prior to the June 30, 1998 filing due date
for its annual report on Form 11-K. The Plan changed trustees during 1997.
Due to conversion difficulties and miscommunication between several parties,
the new trustee was not able to provide required information to Cleco
Corporation personnel ("Plan Administrator") in a timely fashion. This delay
caused a corresponding delay in the Plan Administrator providing information
required by the independent accountant. Accordingly, the preparation of
audited financial statements for the Plan were not commenced until recently
and it would have required unreasonable effort and expense to complete this
work prior to the filing deadline. Please refer to the attached statement from
the Plan's independent accountant required by Rule 12b-25(c).
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Part IV - Other Information
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(1) Name and telephone number of person to contact in regard to this
notification:
Stacy Stubbs 318 484-7530
(Name) (Area Code) (Telephone Number)
(2) Have all other periodic reports required under section 13 or 15(d) of
the Securities Exchange Act of 1934 or section 30 of the Investment
Company Act of 1940 during the preceding 12 months or for such shorter
period that the registrant was required to file such report(s) been
filed? If the answer is no, identify report(s).
[X]Yes [ ]No
(3) Is it anticipated that any significant change in results of
operations from the corresponding period for the last fiscal year
will be reflected by the earnings statements to be included in the
subject report or portion thereof?
[ ]Yes [X]No
If so: attach an explanation of the anticipated change, both narratively
and quantitatively, and, if appropriate, state the reasons why a reasonable
estimate of the results cannot be made.
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401(k) Savings and Investment Plan of Central Louisiana Electric Company, Inc.
(Name of Registrant As Specified in Charter)
has caused this notification to be signed on its behalf by the undersigned
thereunto duly authorized.
By: Cleco Corporation
as Plan Administrator
Dated: June 30, 1998 By: /s/ Robert Pulaski
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Name/Title: Robert Pulaski, Controller
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INSTRUCTION: The form may be signed by an executive officer of the registrant
or by any other duly authorized representative. The name and title of the
person signing the form shall be typed or printed beneath the signature. If
the statement is signed on behalf of the registrant by an authorized
representative ( other than an executive officer), evidence of the
representative's authority to sign on behalf of the registrant shall be filed
with the form.
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ATTENTION
Intentional misstatements or omissions of fact constitute Federal Criminal
Violations (See 18 U.S.C. 1001).
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