CENTRAL POWER & LIGHT CO /TX/
AW, 1994-06-08
ELECTRIC SERVICES
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                      Central and South West Corporation
                         1616 Woodall Rodgers Freeway
                                P.O. Box 660164
                           Dallas, Texas  75266-0164


                                        June 8, 1994



Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C.  20549

  Attention:   William C. Weeden
               Associate Director

         Re:   Central Power and Light Company, et al.
               Amendment No. 4 to Form U-1 
               Application (File No. 70-8345)


Dear Mr. Weeden:

         Central Power and Light Company, et al. hereby withdraws
the above captioned amendment to Form U-1 Application dated 
June 7, 1994 in its entirety, relating to the request for
authority through July 1, 1999 to lease owned unit trains and
railcars to nonaffiliated third parties.  A new Amendment No. 4
will be retransmitted following this Withdrawal Notification.

                                   Sincerely,


                                     STEPHEN J. MCDONNELL
                                   Stephen J. McDonnell
                                   Treasurer




/db
cc:  Steve Wise - CSW





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