ALLEGHENY POWER SYSTEM INC
35-CERT, 1995-02-27
ELECTRIC SERVICES
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                                           :
           IN THE MATTER OF                :          
                                           :                
      ALLEGHENY POWER SYSTEM, INC.         :
                                           :          CERTIFICATE PURSUANT
           File No. 70-8411                :               TO RULE 24
                                           :          FOR THE QUARTER ENDED
         (Public Utility Holding           :            DECEMBER 31, 1994
          Company Act of 1935)             :
                                           :
                                           




            AYP Capital, Inc. was incorporated in Delaware on August 18, 1994. 
To date, Allegheny Power System, Inc. has not purchased any shares of AYP
Capital, Inc.'s common stock, nor has it made any capital contributions to AYP
Capital, Inc.
            During the quarter, AYP Capital, Inc. performed studies and
assessed various opportunities in connection with the ownership of (1)
companies in the areas of emerging technologies closely related to Allegheny
Power System's core utility business and (2) companies for the acquisition and
ownership of EWG's.
                                                ALLEGHENY POWER SYSTEM, INC.



                                                By      NANCY H. GORMLEY  
                                                        Nancy H. Gormley
                                                         Vice President


Dated:  February 27, 1995


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