CENTRAL POWER & LIGHT CO /TX/
35-CERT, 1994-11-29
ELECTRIC SERVICES
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<PAGE> 1

                                
               SECURITIES AND EXCHANGE COMMISSION

                     Washington, D.C.  20549


__________________________________________________
                                                  :
                In the Matter of                  :
                                                  :
            CSW COMMUNICATIONS, INC.              :  CERTIFICATE
                                                  :
      CENTRAL AND SOUTH WEST CORPORATION          :       OF
                                                  :
               File No. 70-8199                   :  NOTIFICATION
                                                  :
  (Public Utility Holding Company Act of 1935)    :
__________________________________________________:


    This  report  is  filed under Rule 24 of the  Public  Utility
Holding  Company  Act  of 1935 by CSW Communications,  Inc.  (CSW
Communications)   a  subsidiary  of  Central   and   South   West
Corporation  (CSW)  authorized  to operate as  a  limited-purpose
communications company. Under HCAR 35-26061 dated June  3,  1994,
it  is  required  that CSW Communications file quarterly  reports
providing:   1)  CSW  Communications'  Balance   Sheet   2)   CSW
Communications'  Statement of Income for the quarter  ended  (for
the  year  ended  in the case of fourth calendar  quarter)  3)  a
concise  description  of  bills to  and  payments  by  associated
companies  for  such  quarter and 4)  a  concise  description  of
payments by CapRock to CSW Communications for such quarter.

1) CSW Communications' Balance Sheet

   Refer to Exhibit 1 for CSW Communications' Balance Sheet at
September 30, 1994.

2) CSW Communications' Statement of Income

   Refer to Exhibit 2 for CSW Communications' Statement of Income
for the Quarter Ended September 30, 1994.

3) Description of Bills to and Payments by Associated Companies

    Bills to Associated Companies:

     There were no bills to associated companies during the
reporting period.

<PAGE> 2
    Payments by Associated Companies:

Description                          Amount
                                  
Fiber Optic Equipment              $ 7,783,233
Network Equipment                      595,375
Organization Costs                     181,173
Interest Charges                        76,769
Installation Charges                   205,442
Total                              $ 8,841,992

4)  Description of Payments by CapRock to CSW Communications

There  were  no payments by CapRock to CSW Communications  during
the reporting period.

     In  addition,  under  HCAR 35-26061, CSW  Communications  is
required  to provide in its first such report, 1)  its accounting
system  2)  its  billing  procedure  for  charges  to  associated
companies and 3) its work order system.

1)  Accounting System

    CSW Communications voluntarily keeps its books and records in
accordance   with   the   Uniform   System   of   Accounts    for
Telecommunications Companies as set forth in Title 47 of Code  of
Federal Regulations Part 32 (47 CFR 32).

2)  Billing Procedure to Associated Companies

    Services performed on behalf of an associated company will be
billed,  at cost,  to the associated company benefiting from  the
service.  Associated companies will be billed for  fiber  leased.
Payments  to CSW Communications by associated companies  will  be
made through the Central and South West Money Pool.

3)  Work Order System

     CSW  Communications does not utilize a  work  order  system.
However,  Central and South West Services (CSWS), which  provides
services  to CSW Communications, utilizes work orders to  capture
costs in accordance with the Securities and Exchange Commission's
Uniform  System  of  Accounts for Mutual  Service  Companies  and
Subsidiary  Service Companies.  Where more than  one  company  is
involved  in or benefits from a transaction or service  performed
by  CSWS,  costs are allocated among the companies on  the  basis
most  directly  related to the transaction or service  performed.
Costs  incurred by CSWS which are not directly chargeable to  one
or  more  of  the  CSW System companies are allocated  among  and
billed   to  the  companies  using  an  appropriate  formula   as
authorized by the Securities and Exchange Commission.
<PAGE> 3
                        S I G N A T U R E


    As requested by order of this Commission pursuant to the
Public Utility Holding Company Act of 1935, CSW Communications,
Inc. has duly caused this report to be signed on its behalf on
this 28th day of November 1994.

                                    CSW COMMUNICATIONS, Inc.


                                    /s/ SHIRLEY BRIONES
                                        Shirley Briones
                                        Treasurer



                                            Exhibit 1
                                                  
                                                  
                 CSW COMMUNICATIONS, INC.
                     BALANCE SHEET
                   SEPTEMBER 30, 1994
                                                  
                                                  
Assets                                            
                                                  
Fiber Optic Equipment and Plant                $    7,988,675
                                                  
Intangibles (Net of Accumulated Amortization)         172,998
                                                  
Deferred Charges                                       50,000
                                                  
Income Tax Benefit Receivable                          29,731
                                                  
Other Assets                                          595,375
                                                  
Total Assets                                   $    8,836,779
                                                  
                                                  
                                                  
Capitalization and Liabilities
                                                  
Common Stock                                   $        1,000
                                                  
Retained Earnings                                     (55,213)
                                                  
Total Capitalization                                  (54,213)
                                                  
Advances from Affiliates                            8,890,992
                                                  
Total Capitalization and Liabilities           $    8,836,779




                                                  Exhibit  2
                                             
                  CSW COMMUNICATIONS, INC.
                    STATEMENT OF INCOME
                   FOR THE QUARTER ENDED
                    SEPTEMBER 30, 1994
                        
                        
Revenue                                             $   - -
                                             
Expenses                                     
                                             
  Interest Expense                                   76,769
                                             
  Amortization                                        8,175
                                             
  Income Taxes                                      (29,731)
                                             
Total Expenses                                       55,213
                                             
Net Income (Loss)                                 $ (55,213)





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