CENTRAL POWER & LIGHT CO /TX/
U-1/A, 1995-07-13
ELECTRIC SERVICES
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  <PAGE> 




                                                 File No. 70-8597



               SECURITIES AND EXCHANGE COMMISSION

                     Washington, D.C.  20549

                         AMENDMENT NO. 4

                               TO

                FORM U-1 APPLICATION-DECLARATION

                           UNDER THE 

           PUBLIC UTILITY HOLDING COMPANY ACT OF 1935
                ________________________________

                 CENTRAL POWER AND LIGHT COMPANY
                   539 North Carancahua Street
                  Corpus Christi, Texas  78401

       (Name of company filing this statement and address
                 of principal executive office)
                _________________________________

               CENTRAL AND SOUTH WEST CORPORATION

         (Name of top registered holding company parent)

                _________________________________

                  Shirley S. Briones, Treasurer
                 Central Power and Light Company
                        Williams Tower II
                      2 West Second Street
                   Tulsa, Oklahoma  74103-3102

                 Stephen J. McDonnell, Treasurer
               Central and South West Corporation
                  1616 Woodall Rodgers Freeway
                         P.O. Box 660164
                    Dallas, Texas  75266-0164

                      Joris M. Hogan, Esq.
                 Milbank, Tweed, Hadley & McCloy
                     1 Chase Manhattan Plaza
                    New York, New York  10005

           (Names and addresses of agents for service)


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         Central Power and Light Company (the "Company"), a Texas
corporation and a wholly-owned electric public utility subsidiary of Central
and South West Corporation, a Delaware corporation and a registered holding
company under the Public Utility Holding Company Act of 1935, as amended,
hereby files this Amendment No. 4 to the Form U-1 Application-Declaration in
File No. 70-8597 for the purpose of amending Item 1 to include the following
additional information.
Item 1.  Description of Proposed Transaction.  
         The principal amount of the Matagorda County Navigation District
Number One (Texas) Pollution Control Revenue Refunding Bonds (Central Power
and Light Company Project) Series 1995 (the "Series 1995 Bonds") will be
$100,635,000.  The Series 1995 Bonds will mature on July 1, 2028 and will bear
interest at the rate of 6.10% per annum.  The Series 1995 Bonds will be sold
to the public at 100% of their principal amount.  The underwriters' fees will
be .82% of the principal amount of the Series 1995 Bonds ($825,207 total). 
The insurance premium will be .275% of par to be paid at closing, plus .06% of
outstanding par annually thereafter, premium rounded to the nearest thousand. 
This results in an all-in cost of money to the Company of 6.30%.
         The Series 1995 Bonds will be subject to optional redemption as
follows:
                                                    Redemption   
              Redemption Dates                        Prices  
   
     July 1, 2000 through June 30, 2001                102%

     July 1, 2001 through June 30, 2002                101%

     July 1, 2002 and thereafter                       100%



  <PAGE>  
                        S I G N A T U R E
                        - - - - - - - - -


         Pursuant to the requirements of the Public Utility Holding Company
Act of 1935, as amended, the undersigned company has duly caused this document
to be signed on its behalf by the undersigned thereunto duly authorized.
         Dated:  June 13, 1995



                                           CENTRAL POWER AND LIGHT COMPANY
   


                                           By/s/SHIRLEY S. BRIONES
                                             Shirley S. Briones
                                             Treasurer




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