NORTHERN STATES POWER CO /WI/
10-Q, 1998-08-14
ELECTRIC SERVICES
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			    United States
		  SECURITIES AND EXCHANGE COMMISSION
		       Washington, D.C.  20549

			      Form 10-Q
(Mark one)

  X       Quarterly report pursuant to Section 13 or 15(d) of the
	  Securities Exchange Act of 1934

	  Transition report pursuant to Section 13 or 15(d) of the
	  Securities Exchange Act of 1934

For Quarter Ended June 30, 1998          Commission File Number  10-3140

NORTHERN  STATES  POWER  COMPANY,  A WISCONSIN  CORPORATION,  MEETS  THE
CONDITIONS SET FORTH IN GENERAL INSTRUCTION H (1) AND (2) OF  FORM  10-Q
AND IS THEREFORE FILING THIS FORM WITH THE REDUCED DISCLOSURE FORMAT.


		     Northern States Power Company
	(Exact name of registrant as specified in its charter)

Wisconsin                                             39-0508315       
(State or other jurisdiction of       (I.R.S.Employer Identification No.)
 incorporation or organization)

100 North Barstow Street, Eau Claire, Wisconsin                  54703   
(Address of principal executive officers)                      (Zip Code)

Registrant's telephone number, including area code          (715)839-2578

				    NONE

Former name, former address and former fiscal year, if changed since
last report

      Indicate  by check mark whether the registrant (1) has  filed  all
reports  required to be filed by Section 13 or 15(d) of  the  Securities
Exchange Act of 1934 during the preceding 12 months (or for such  period
that the Registrant was required to file such reports), and (2) has been
subject to such filing requirements for the past 90 days.

			 Yes   X   No

     Indicate the number of shares outstanding of each of the issuer's
classes of common stock, as of the latest practicable date.

		Class                     Outstanding at August 14, 1998
     Common Stock, $100 par value                862,000 Shares

     All outstanding common stock is owned beneficially and of record by
Northern States Power Company, a Minnesota corporation.

 

					PART 1.  FINANCIAL INFORMATION                                             
								
Item 1.  Financial Statements                                         
<TABLE>
<CAPTION>
								
				  Northern States Power Company (Wisconsin)                                                             
				       Statements of Income (Unaudited)                                                         
								
								
									  Three Months Ended              Six Months Ended      
										June 30                       June 30   
									  1998            1997            1998            1997 
											(Thousands of dollars) 
<S>                                                                     <C>             <C>             <C>             <C>
Operating revenues                                                              
 Electric.....................................................          $95,432         $90,162         $193,738        $189,035 
 Gas..........................................................           11,650          13,634           43,413          53,011 
   Total......................................................          107,082         103,796          237,151         242,046 
								
Operating expenses                                                              
 Purchased and interchange power..............................           48,263          44,086           96,380          90,799 
 Fuel for electric generation.................................            3,521           1,667            5,701           3,917 
 Gas purchased for resale.....................................            7,359           8,420           29,105          36,212 
 Other operation..............................................           12,266          11,781           23,308          24,228 
 Maintenance..................................................            6,584           5,615           10,743           9,284 
 Administrative and general...................................            4,737           4,456            9,807           9,127 
 Conservation and demand side management......................            2,234           2,234            4,467           4,467 
 Depreciation and amortization................................            9,734           9,428           19,048          18,778 
 Taxes: Property and general..................................            3,634           3,580            7,305           7,218 
	    Current income tax................................            1,340           2,867            7,998          10,366 
	    Deferred income tax...............................              526             529            1,036           1,478 
	    Investment tax credits recognized.................             (215)           (220)            (429)           (440)
   Total......................................................           99,983          94,443          214,469         215,434 
								
Operating income..............................................            7,099           9,353           22,682          26,612 
								
Other income (expense)                                                          
 Allowance for funds used during construction - equity........               81              48              142              98 
 Other income and deductions - net of applicable income taxes.               95             302               81             314 
 Merger costs - net of applicable income taxes................                0            (523)               0            (523)
  Total other income (expense) net............................              176            (173)             223            (111)
								
Income before interest charges................................            7,275           9,180           22,905          26,501 
								
Interest charges                                                                
 Interest on long-term debt...................................            4,046           4,078            8,117           8,158 
 Other interest and amortization..............................              581             531            1,277           1,236 
 Allowance for funds used during construction - debt..........              (82)            (74)            (155)           (146)
   Total interest charges.....................................            4,545           4,535            9,239           9,248 
								
Net Income ...................................................           $2,730          $4,645          $13,666         $17,253 
								
								
								
Statements of Retained Earnings (Unaudited)                                                             
								
Balance at beginning of period................................         $248,556        $240,360         $244,171        $234,751 
								
Net income for period.........................................            2,730           4,645           13,666          17,253 
								
Dividends paid to parent......................................           (6,551)         (7,000)         (13,102)        (13,999)
								
Balance at end of period......................................         $244,735        $238,005         $244,735        $238,005 
								
</TABLE>                                                                
								
The Notes to Financial Statements are an integral part of the Statements of 
		    Income and Retained Earnings.                                            
								

<TABLE>
<CAPTION>                               
		   Northern States Power Company (Wisconsin)                            
		    Statements of Cash Flows (Unaudited)                                
				
				
										    Six Months Ended            
											June 30         
										  1998            1997
										 (Thousands of dollars)         
<S>                                                                             <C>             <C>                             
Cash Flows from Operating Activities:                            
   Net Income... ............................................... . . . . .      $13,666         $17,253
   Adjustments to reconcile net income to cash from operating activities:                               
     Depreciation and amortization........................................       19,513          19,373
     Deferred income taxes................................................        1,030             563 
     Deferred investment tax credits recognized...........................         (430)           (440)
     Allowance for funds used during construction - equity................         (143)            (98)
   Cash provided by changes in certain working capital items..............       18,914          21,839 
   Cash (used for) provided by changes in other assets and liabilities....       (1,187)            337 
				
  Net cash provided by operating activities...............................       51,363          58,827 
				
				
Cash Flows from Investing Activities:                           
   Capital expenditures...................................................      (24,803)        (20,623)
   Increase (decrease) in construction payables...........................         (212)            595 
   Allowance for funds used during construction - equity..................          143              98 
   Other..................................................................         (144)           (560)
				
  Net cash used for investing activities..................................      (25,016)        (20,490)
				
				
Cash Flows from Financing Activities:                           
   Repayment of notes payable to parent - net.............................      (12,000)        (23,400)
   Dividends paid to parent...............................................      (13,102)        (13,999)
				
  Net cash used for financing activities..................................      (25,102)        (37,399)
				
				
Net increase in cash and cash equivalents.................................        1,245             938 
				
Cash and cash equivalents at beginning of period..........................           31             208 
				
Cash and cash equivalents at end of period................................       $1,276          $1,146
				
</TABLE>                                
						
The Notes to Financial Statements are an integral part of the Statements of 
				Cash Flows.                                             
						

<TABLE>
<CAPTION>
				       Northern States Power Company (Wisconsin)                                
					     Balance Sheets (Unaudited)                         
				
											June 30,                December 31,
											  1998                     1997
											      (Thousands of dollars)    
<S>                                                                                    <C>                    <C>
ASSETS                                                                                                  
Utility Plant                           
  Electric.....................................................................         $945,926                $931,752 
  Gas..........................................................................          107,530                 105,362 
  Other........................................................................           75,385                  70,892 
      Total....................................................................        1,128,841               1,108,006 
    Accumulated provision for depreciation.....................................         (441,876)               (426,723)
      Net utility plant........................................................          686,965                 681,283 
				
Current Assets                          
  Cash.........................................................................            1,276                      31 
  Accounts receivable - net....................................................           28,797                  38,102 
  Unbilled utility revenues....................................................           10,151                  16,376 
  Fuel inventories - at average cost...........................................            6,076                  12,073 
  Other materials and supplies inventories - at average cost...................            6,466                   5,604 
  Prepayments and other........................................................           12,605                  12,135 
    Total current assets.......................................................           65,371                  84,321 
				
Other Assets                            
  Regulatory assets............................................................           35,756                  35,634 
  Other investments............................................................            8,528                   8,166 
  Federal income tax receivable................................................            3,307                   3,307 
  Nonutility property - net of accumulated depreciation........................            2,776                   2,752 
  Unamortized debt expense.....................................................            1,715                   1,761 
  Long-term prepayments and deferred charges...................................            9,749                   7,411 
     Total other assets........................................................           61,831                  59,031 
				
      TOTAL ASSETS.............................................................         $814,167                $824,635 
				
LIABILITIES AND EQUITY                          
Capitalization                          
  Common stock - authorized 1,000,000 shares of $100 par value,                         
      issued shares:  1998 and 1997, 862,000...................................          $86,200                 $86,200 
    Premium on common stock....................................................           10,461                  10,461 
    Retained earnings..........................................................          244,735                 244,171 
      Total common stock equity................................................          341,396                 340,832 
				
  Long-term debt...............................................................          231,819                 231,775 
				
      Total capitalization.....................................................          573,215                 572,607 
				
Current Liabilities                             
  Notes payable - parent company...............................................           33,300                  45,300 
  Accounts payable.............................................................            9,565                  13,844 
  Payable to affiliate companies (principally parent)..........................           19,971                  15,682 
  Salaries, wages, and vacation pay accrued....................................            5,286                   6,089 
  Taxes accrued................................................................                0                   1,775 
  Interest accrued.............................................................            4,094                   4,187 
  Other........................................................................            5,657                   4,897 
      Total current liabilities................................................           77,873                  91,774 
				
Other Liabilities                               
  Accumulated deferred income taxes............................................          107,448                 105,850 
  Accumulated deferred investment tax credits..................................           18,539                  18,970 
  Regulatory liabilities.......................................................           20,183                  19,306 
  Customer advances............................................................            8,701                   8,192 
  Benefit obligations and other................................................            8,208                   7,936 
      Total other liabilities..................................................          163,079                 160,254 
				
 Commitments and Contingent Liabilities (see Note 3)                            
				
	TOTAL LIABILITIES AND EQUITY...........................................         $814,167                $824,635 
</TABLE>
				
The Notes to Financial Statements are an integral part of the Balance Sheets.   
	   
	   Northern States Power Company (Wisconsin)

		 NOTES TO FINANCIAL STATEMENTS

      The Company is a wholly owned subsidiary of Northern States Power Company,
a Minnesota corporation (NSPM).

      In  the  opinion  of  management,  the  accompanying  unaudited  financial
statements  contain  all adjustments necessary to present fairly  the  financial
position  of  Northern  States  Power  Company,  a  Wisconsin  corporation  (the
Company),  as of June 30, 1998 and Dec. 31, 1997, the results of its  operations
for the three and six months ended June 30, 1998 and 1997 and its cash flows for
the  six  months  ended June 30, 1998 and 1997.  Due to the seasonality  of  the
Company's electric and gas sales, operating results on a quarterly and  year-to-
date  basis are not necessarily an appropriate base from which to project annual
results.

      The accounting policies followed by the Company are set forth in Note 1 to
the  Company's financial statements in its Annual Report on Form  10-K  for  the
year ended Dec. 31, 1997 (1997 Form 10-K). The following notes should be read in
conjunction with such policies and other disclosures in the Form 10-K.

1.   Business Developments

      Union  Negotiations  -  Five  locals of the International  Brotherhood  of
Electrical  Workers  have accepted NSPM's and the Company's  proposal  to  begin
midterm contract negotiations to modify or create new work rules, practices  and
operations to improve work force productivity. If these midterm negotiations are
successfully completed by Dec. 31, 1998, NSPM and the Company  will then propose
a  three-year  contract extension with changes to wages and  benefits.   If  the
contract  extension is ratified, new terms and conditions will become  effective
Jan.  1, 2000. The existing agreements will stay in effect through Dec. 31, 1999
unless they are extended or modified in response to these negotiations.

   Increase in Common Stock Authorized - On May 6, 1998,   the   Company's  sole
shareholder approved an increase in the number of common shares authorized  from
870,000 to one million.

       Loss  of  Customer  - In early 1998, officials of the  Fort  James  Corp.
announced  that its Ashland, Wis. paper mill would close on or about  March  21,
1998.  The mill was the third largest employer in Ashland County and was one  of
the  Company's  ten largest electric and gas customers.  The mill  purchased  in
excess  of $2 million of utility services from the Company annually.  The effect
of  losing this customer was incorporated into the Company's 1998 Wisconsin rate
filing.

       Acquisition  of  Natural Gas, Inc. (NGI) - On July 1, 1998,  the  Company
completed  the  acquisition of NGI, a natural gas utility serving  approximately
1,900 customers in the New Richmond, Wis. area.

2. Regulation and Rate Matters

      1997  Wisconsin Rate Filings - The Company continues to collect an interim
surcharge  of $0.00043 per kilowatt-hour (Kwh) from its Wisconsin customers  for
the  recovery  of  certain  fuel and purchased power costs.  The  surcharge  was
requested  because  fuel and purchased power costs had risen beyond  the  amount
included  in  the  Company's current base rates due to  unplanned  and  extended
outages at NSPM's nuclear generating stations and higher than projected wheeling
costs associated with power purchases. The surcharge will continue in effect  on
an  interim basis until the next rate order is issued and is subject  to  refund
pending final Public Service Commission of Wisconsin (PSCW) review.

      In  its  order regarding the Company's 1997 rates, the PSCW denied current
rate recovery of the federal government's assessment for the decommissioning and
decontamination  of  federal  uranium enrichment facilities  based  on  a  court
decision  involving another utility that these assessments were  unlawful.   The
PSCW, however, did state that it would allow future rate recovery of these costs
with  interest  if the courts ultimately decided the assessments must  be  paid.
While  the  case was under appeal, the Company continued to pay the  assessments
and  defer the cost as a regulatory asset. At June 30, 1998, $857,000  had  been
deferred. On May  6, 1997, the United States Court of Appeals reversed the lower
court's earlier decision that these assessments were unlawful. Accordingly,  the
Company  has requested recovery of current and deferred assessments in its  1998
retail electric rate filing as discussed below.

  1998  Wisconsin Rate Filings -  During November 1997, the Company filed retail
electric  and  gas  rate cases with the PSCW requesting an  annual  increase  of
approximately  $12.7 million, or 4.3 percent, in retail electric  rates  and  an
annual decrease of $1.7 million, or 1.9 percent, in retail gas rates.   In April
1998,  the  PSCW staff filed testimony recommending an annual rate  increase  of
$3.8  million  in  retail electric rates and an annual  rate  decrease  of  $2.5
million  in retail gas rates based on a much lower recommended return on  common
equity of 11.25 percent.  In a recent rate case decision by the PSCW for a large
Wisconsin  utility,  a 12.2 percent return was found reasonable.   Although  the
Company requested that the rates become effective in the second quarter of 1998,
a  final  decision by the PSCW has not yet been received, which will  delay  the
implementation of the new rates.  The Company estimates that  a final order will
be received during the third quarter of 1998.

  Recovery  of  Network Transmission Service Costs (NTS) -  In  July  1997,  the
Company  received authorization from the PSCW to defer its share  of  NTS  costs
incurred after May 23, 1997. Beginning in the third quarter of 1997, the Company
began deferring these costs, including a retroactive adjustment to May 23, 1997.
Through June 30, 1998, $2.9 million of NTS costs had been deferred. Recovery  of
deferred  NTS  costs  was requested in the Company's 1998 retail  electric  rate
case.

     Federal Energy Regulatory Commission (FERC) - On Feb. 17, 1998 NSP filed an
application  with the FERC to increase its rates for point-to-point transmission
service.   As  filed, the proposed rates are expected to increase the  Company's
annual transmission revenues by approximately $600,000.

  FERC  Order No. 888 requires utilities to offer, among other services, NTS  to
qualifying  customers.  Under NTS, NSP and other qualifying  regional  utilities
share  the costs of operating and maintaining the regional transmission  network
which  NSP uses, net of related network revenues, based on each company's  share
of  the  total  network load.  Each FERC regulated utility files a  transmission
tariff  containing cost information that is used as the basis for NTS rates.  In
March  1998  NSP filed a revision to update its NTS information with  the  FERC,
which is expected to support reductions in NSP's NTS costs.

  In April 1998, the FERC voted to accept the rates, consolidate both the point-
to-point and NTS transmission filings, and defer the effective date of the  rate
changes  to  Oct.  1, 1998.  The proposed rate increases would  be  placed  into
effect  subject  to refund.  An administrative law judge and a settlement  judge
were  appointed to  hear arguments  and facilitate  possible settlements  in the
case. As of early August 1998, the cases were in the initial hearing stage.

   On June 29, 1998 the FERC issued an order requiring NSP to curtail service to
its  own  retail sales customers proportionally with curtailments  of  wholesale
transmission-only  customers taking service under NSP's Order  888  transmission
tariff.   The  effect of FERC's order would require that, in a  situation  where
NSP's  transmission  lines are constrained or about to  become  overloaded,  NSP
would  reduce or curtail service to retail customers on a comparable basis  with
curtailment of wholesale transactions.  On July 1, 1998, NSP filed an  emergency
request for clarification and rehearing on FERC's June 29 order and a motion  to
stay  its  effective date.  On July 31, 1998, the FERC issued  a  second  order,
denying NSP's request.

  On Aug. 3, 1998, NSP filed an appeal of the FERC orders with the U.S. Court of
Appeals, Eighth Circuit (Court).  NSP believes FERC exceeded its legal authority
because  service  to retail customers is subject to state regulation,  not  FERC
regulation.  In addition, NSP believes FERC has issued inconsistent orders which
NSP  cannot fully comply with and which places reliability of service  to  NSP's
retail  customers  at  risk.    In its petition, NSP  requested  a  court  order
delaying  enforcement of the FERC orders and authorizing NSP to comply with  the
regional  transmission  service interruption procedures developed  by  the  Mid-
Continent  Area Power Pool, pending a final Court decision.  NSP also  requested
an  expedited Court review and ultimate reversal of the FERC orders.  On Aug. 6,
1998,  the  Court  denied the motion for stay and expedited consideration.   The
underlying  appeal will be considered by the Court using its normal  procedures.
NSP believes a final decision will be issued later in 1998.

   In  April  1998  testimony before FERC, NSP proposed to form  an  Independent
Transmission Company (ITC), as an alternative to an Independent System  Operator
(ISO).  The ITC would own  and operate  transmission facilities independent from
vertically integrated utilities and  other  market participants  and satisfy the
regulatory  requirements  for control   of  transmission  facilities.   The  ITC
would operate transmission facilities  as a for-profit entity.  NSP is currently
in discussion  with  other utilities to form an ITC and is seeking  to  reach an
agreement to proceed within  the   next  several months. However there can be no
assurance that such an  agreement will  be  reached.     In  the event   NSP  is
successful  in  forming  an  ITC,  NSP anticipates  at the  present time that as
part of such   transaction,  it  would  divest its electric transmission  assets
through a sale, spin-off or other means. At June 30, 1998, the net book value of
the Company's transmission assets  was approximately $147 million.

     Construction  Authorization  - On April 7,  1998,  the  PSCW  approved  the
Company's  request  to construct a new 161 kilovolt electric  transmission  line
between  Stone  Lake, Wis. and the Bay Front Generating Plant in  Ashland,  Wis.
The  new  line  is needed to maintain reliable electric service to  northwestern
Wisconsin.  Construction is scheduled to begin in 1999 and the line is  expected
to be in service by 2001.  The estimated cost is $37 million.

      On Sept. 21, 1996, the Company and Dairyland Power Cooperative (DPC) filed
an  application  for approval to construct a 230 kilovolt electric  transmission
line  between  the Chisago County substation near North Branch, Minn.,  and  the
Apple River substation near Amery, Wis. with the Minnesota Environmental Quality
Board  and  the  PSCW.   These two agencies are preparing  environmental  review
documents  which will be released during the third quarter of 1998 and  hearings
will  occur  in  the fall of 1998.  The total project cost is  estimated  to  be
approximately $50 million, part of which will be paid by DPC.

  Industry  Restructuring - On April 28, 1998, 1997 Wisconsin Act 204 (Act  204)
became law. Act 204 includes provisions which require the PSCW to order a public
utility   that  owns  transmission  facilities  to  transfer  control   of   its
transmission facilities to an independent system operator (ISO), or  divest  the
public  utility's  interest  in its transmission facilities  to  an  independent
transmission  owner  (ITO)  if the public utility has  not  already  transferred
control  to  an  ISO,  or divested to an ITO by June 30,  2000.   Under  certain
circumstances  the PSCW has authority to waive imposition of such  an  order  on
June  30, 2000.   At Dec. 31, 1997, the Company owned approximately 2,390  miles
of  transmission  lines   with a book value  of  $87.9 million and  transmission
substations with a book value of $59.5 million.   The  Company  may  attempt  to
obtain a legislative amendment in 1999 of the mandatory transfer  or divestiture
requirements and is also considering whether to judicially challenge the  trans-
mission transfer or divestiture requirements of the new law.  See  the  previous
discussion  under  the heading "FERC" for  more  discussion  of  NSP's  possible
divestiture of its transmission assets through the formation of an ITC.

  In  addition to the ISO / ITC provision in Act 204, there are also  provisions
which  require the PSCW to promulgate rules on a number of topics including  the
owning, operating, and controlling of wholesale merchant plants in Wisconsin  by
Wisconsin  investor owned utility affiliates; the cost treatment of  electricity
to customers that the utility does not have an obligation to serve including in-
state   wholesale  contracts  and  out-of-state  retail  sales;  the   reporting
requirements  of utilities necessary for the commission to develop  a  strategic
energy  assessment and the setting of service standards for electric generation,
transmission  and distribution facilities.  The PSCW has subsequently  developed
dockets  for  wholesale  sales and wholesale merchant  plants,  and  anticipates
recommendations and decision on all topics by late 1999.

 Wisconsin Purchased Gas Adjustment Clause - In March 1996, the PSCW conducted a
generic  hearing  to  consider  alternative incentive-based  gas  cost  recovery
mechanisms  to  replace the current purchased gas adjustment clause  (PGA).   In
November  1996, the PSCW issued an order with general guidelines for  incentive-
based  gas cost recovery mechanisms as well as "modified one-for-one"  gas  cost
recovery mechanisms.  All major gas utilities in Wisconsin were required to file
a  proposal  to replace their current PGA.  On Sept. 29, 1997 the Company  filed
its  proposal  with  the  PSCW.  The PSCW has decided to  review  the  Company's
proposal in conjunction with its 1998 rate case.

 In the Company's proposal, allowable gas commodity cost recovery would be based
on  a benchmark index which is, in turn, based on the market price of gas.   The
allowable  cost  recovery of the remaining components of the cost  of  gas  (for
example,  fixed  pipeline transportation costs, supply  reservation  costs,  and
other costs approved by the FERC) would be based on actual costs incurred, as is
the case with the Company's current PGA.

  The  PSCW's decision on the Company's 1998 rate case, including the  gas  cost
recovery  mechanism, is expected in the third quarter of 1998.  If the Company's
proposal  is  approved,  the  financial impact of  the  new  gas  cost  recovery
mechanism will be substantially the same as with the current PGA.  Approximately
70 percent of the Company's gas revenues represent recovery of gas costs through
the PGA mechanism.

   Producer Refund - In September 1997, the FERC  ruled that  Kansas natural gas
producers must refund improperly collected Kansas   ad  valorem   tax  collected
from 1983 to 1988  plus  interest  to  their customers.      During this period,
Northern Natural Gas (NNG) had bought  gas  from Kansas  producers and resold it
to  the Company under terms that require  NNG  to pass    any  refund   from the
producers back to the Company.  In December 1997,  NNG received  one $30 million
refund and, in turn, refunded $538,000 to the Company. In    March,   1998,  NNG
received  an  additional  $4.2 million  of which  $69,000  was  refunded  to the
Company. However, the Kansas producers are appealing the FERC order and are also
pursuing federal legislation to overturn the FERC order. In February  1998,  the
FERC ruled that the Kansas producers could  place  disputed  refunds  in  escrow
and that pipelines such as NNG could recollect refunded amounts if final refunds
are less than those already paid.

    Because regulators have not yet decided whether the refunds must be returned
to  the Kansas gas producers, the Company has not yet passed the refunds back to
its  customers.   A regulatory liability of $607,000 has been recorded  for  the
Company's responsibility to pay the refund either to its customers or NNG.


3. Commitments and Contingent Liabilities

      Environmental  Contingencies - As discussed in Note  8  to  the  Financial
Statements  in the 1997 Form 10-K, the Company has been named as  one  of  three
potentially  responsible parties in connection with environmental  contamination
at a site in Ashland, Wis.

    During the second quarter of 1998, the Company entered into a Spill Response
Agreement  with the Wisconsin Department of Natural Resources (WDNR) formalizing
its commitment to participate in further  investigation of the site.  On July 6,
1998,  the  WDNR issued their report of the first of two risk assessments  which
will  determine the scope of the remediation effort.  During the  last  half  of
1998, the Company expects that the second risk assessment will be completed  and
that  the WDNR will then issue their report of remediation options.  The Company
may  need  to  revise  its  estimate  of  future  remediation  costs  after  the
remediation option report is issued.

       At  June  30,  1998,  the  Company had recorded  a  regulatory  asset  of
approximately  $1,320,000 related to the estimated future remediation  costs  of
the  Ashland site, plus the amount actually paid to date for remediation at that
site less the amount which the PSCW has allowed the Company to recover from  its
customers. The PSCW authorized recovery of amounts paid through 1995,  $353,000,
over  a  two year period beginning in 1997.  In its 1998 rate case, the  Company
has  asked  to  continue  recovery of an additional $293,000  over  a  two  year
period.


4. Pension Costs

      Effective  Jan.  1,  1998, the Company changed its method  of  recognizing
actuarial gains and losses included in pension costs under SFAS No. 87.  The new
method  was  adopted  to  reduce the volatility  of  accrued  pension  costs  by
amortizing actuarial gains and losses related to pension asset performance  over
the  longest  period  allowed by SFAS No. 87.  The  effect  of  this  change  is
expected  to  be  a  decrease in pension costs (represented by  an  increase  in
pension  accrual credits) of approximately $2.5 million for the full year  1998,
including $1.8 million related to periods prior to the change.


Item 2 MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
	       CONDITION AND RESULTS OF OPERATION

      Discussion of financial condition and liquidity is omitted per  conditions
set  forth  in  general instructions H (1) and (2) of Form 10-Q for wholly-owned
subsidiaries (reduced disclosure format).

     The Company's net income for the quarter and six months ended June 30, 1998
was $2.7 million and $13.7 million, respectively, a decrease of $1.9 million and
$3.6  million,  respectively  from  the comparable  periods  a  year  ago.   The
following  analysis summarizes the specific revenue and expense items  impacting
these results.

      Except  for  the  historical  statements  contained  herein,  the  matters
discussed   in   the  following  discussion  and  analysis  are  forward-looking
statements  that  are subject to certain risks, uncertainties  and  assumptions.
Such  forward-looking statements are intended to be identified in this  document
by  the  words  "anticipate",  "estimate",  "expect",  "objective",  "possible",
"potential"  and  similar  expressions.  Actual  results  may  vary  materially.
Factors  that could cause actual results to differ materially include,  but  are
not  limited to: general economic conditions, including their impact on  capital
expenditures;  business conditions in the energy industry; competitive  factors;
unusual  weather;  changes in federal or state legislation; issues  relating  to
year  2000 remediation efforts; and the other risk factors listed from  time  to
time  by  the Company in reports filed with the SEC, including Exhibit 99.01  to
this report on Form 10-Q for the quarter ended June 30, 1998.

Second Quarter 1998 Compared with Second Quarter 1997

    Electric  revenues  in total increased $5.3 million or 5.8  percent  in  the
second  quarter  of  1998 compared with the second quarter  of  1997.   Electric
revenues  from sales to customers increased $3.2 million largely  due  to  sales
growth.   On  a  weather-normalized  basis,  sales increased 4.0 percent in  the
second  quarter  of  1998 compared  to  the same period in 1997.  The  remaining
$2.1 million  increase in electric revenues relates to higher Interchange Agree-
ment billings to NSPM  in 1998, reflecting an increase in the Company's fuel and
transmission expenses.

    Gas revenues decreased $2.0 million or 14.6 percent in the second quarter of
1998  compared  with  the  second quarter of 1997  due  to  lower  sales  levels
partially  offset  by  natural gas related price  increases.   Total  gas  sales
volumes  decreased 15.5 percent in the second quarter of 1998  compared  to  the
same period in 1997 due to less favorable weather and lower interruptible sales.
Higher  costs  per  unit of gas, as discussed below, are reflected  in  customer
rates through the purchased gas adjustment clause mechanism.

    Purchased  and  Interchange Power and Fuel for Electric Generation  together
increased  $6.0  million  or 13.2 percent for second quarter  1998  compared  to
second  quarter 1997 due to additional generation and power purchases to support
increased sales levels and higher demand expenses billed from NSPM in 1998.

   Gas purchased for resale decreased $1.1 million or 12.6 percent in the second
quarter  1998  compared to the second quarter 1997 due to  lower  sales  volumes
partially offset by higher costs per unit of gas charged by suppliers.

    Other  Operation,  Maintenance,  and  Administrative  and  General  expenses
together  increased $1.7 million or 7.9 percent in the second  quarter  of  1998
compared  to  the  same period in 1997 due to higher customer service  expenses,
fixed transmission  expenses, distribution maintenance expenses including  those
related  to  storm  damage, and employee benefit expenses  in  1998.   Partially
offsetting  these  increased  costs in second  quarter  1998  were  lower  hydro
regulatory and transmission operating expenses.  Transmission operating expenses
decreased in 1998 mainly due to $0.9 million in NTS costs incurred in the second
quarter of 1997, before the PSCW approved deferral of such costs as discussed in
Note 2.

    Depreciation and amortization increased $0.3 million or 3.2 percent  in  the
second quarter of 1998 compared with the same period in 1997 due to increases in
the Company's plant in service.

    Income tax decreased $1.5 million in the second quarter 1998 as compared  to
the second quarter 1997 reflecting lower pretax operating income in 1998.

    Other  income (expense) - net  income increased $0.3 million in  the  second
quarter  of  1998 as compared with the same quarter in 1997 largely  due  to  an
expense  write-off  in  1997 for $0.5 million in deferred  merger  costs  offset
partially by lower subsidiary company earnings in 1998.

   Interest expense was approximately the same for both periods.

First Six Months of 1998 Compared with First Six Months of 1997

    Electric  revenues in total increased $4.7 million or 2.5  percent  for  the
first  six months of 1998 compared with the first six months of 1997.   Electric
revenues  from sales to customers increased $3.2 million largely  due  to  sales
growth,  partially  offset by less favorable weather in  1998.   On  a  weather-
normalized  basis, sales increased 3.8 percent in the first six months  of  1998
compared with the first six months of 1997.  The remaining $1.5 million increase
in electric revenues relates to higher Interchange Agreement billings to NSPM in
1998, reflecting an increase in the Company's fuel and transmission expenses.

    Gas revenues for the first six months of 1998 decreased $9.6 million or 18.1
percent as compared with the first six months of 1997 due to lower sales levels,
partially  offset  by  natural gas related price  increases.   Total  gas  sales
volumes decreased 14.8 percent in the first six months of 1998 compared  to  the
same period in 1997 due to less favorable weather and lower interruptible sales.
Higher  costs  per unit of purchased gas, as discussed below, are  reflected  in
customer rates through the purchased gas adjustment clause mechanism.

    Purchased  and  Interchange Power and Fuel for Electric Generation  together
increased  $7.4 million or 7.8 percent in the first six months of 1998  compared
with  the  first  six  months  of 1997 due to additional  generation  and  power
purchases  to support increased sales levels in 1998 and higher demand  expenses
billed from NSPM in 1998.

    Gas purchased for resale decreased $7.1 million or 19.6 percent in the first
six  months of 1998 compared with the first six months of 1997 primarily due  to
lower  sales volumes.  Partially offsetting this decrease were higher costs  per
unit of gas charged by suppliers.
    
    Other  Operation,  Maintenance,  and  Administrative  and  General  expenses
together increased $1.2 million or 2.9 percent in the first six months  of  1998
compared  with the first six months of 1997.  Higher customer service  expenses,
fixed transmission  expenses, distribution maintenance expenses including  those
related  to  storm damage, and employee benefit expenses in 1998 were  partially
offset  by  lower generating and transmission operating expenses.   Transmission
operating  expenses decreased in 1998 mainly due to $1.8 million  in  NTS  costs
incurred  in the first six months of 1997, before the PSCW approved deferral  of
such costs as discussed in Note 2.

    Depreciation and amortization increased $0.3 million or 1.4 percent  in  the
first  six months of 1998 compared with the same period in 1997 due to increases
in the Company's plant in service.

    Income  tax decreased $2.8 million in the first six months of 1998  compared
with  the  first six months of 1997 reflecting lower pretax operating income  in
1998.

    Other income (expense) - net  income increased $0.3 million in the first six
months  of 1998 compared with the same period in 1997 largely due to an  expense
write-off in 1997 for $0.5 million in deferred merger costs offset partially  by
lower subsidiary company earnings in 1998.

   Interest expense was approximately the same for both periods.

Industry Restructure

   Efforts  are  continuing to bring more competition to the  electric  and  gas
industry.   Wisconsin has enacted legislation requiring utilities to form an ISO
or  to  divest its transmission assets to a ITO.  NSP is separately  considering
the  formation of an ITC.  See Note 2 of the Financial Statements for a  further
discussion of these matters.

Technology Changes for the Year 2000

   NSPM  and its subsidiaries (NSP) expects to incur significant costs to modify
or  replace  existing technology, including computer software, for uninterrupted
operation  in  the  year  2000 and beyond. In 1996,  NSP's  Board  of  Directors
approved funding to address development and remediation efforts related  to  the
year 2000. A committee made up of senior management is leading NSP's initiatives
to  identify  year  2000  related  issues and remediate  business  processes  as
necessary in 1998.

   NSP's year 2000 program covers not only NSP's computer applications but  also
the  thousands of hardware and embedded system components in use throughout NSP.
Embedded  systems  perform mission-critical functions in all parts of operations
including   power   generation,   distribution,   communications   and  business
operations. NSP  is  on  track to remediate critical  applications and  critical
embedded components  by  the end of 1998 or during scheduled 1999 plant  outages
and  to devote  1999  to remediating lower priority items,  fine tuning and  re-
testing, and  contingency planning.

   NSP is working with major suppliers to minimize business interruptions due to
year  2000  issues in the suppliers' business processes.  NSP  is  also  working
closely with the Electric Power Research Institute, the Mid-Continent Area Power
Pool,  the  Nuclear  Energy Institute, the North American  Electric  Reliability
Council  and  other  utilities to enhance coordination, system  reliability  and
compliance with industry and regulatory requirements.

   Despite these efforts there can be no assurances that every year 2000 related
issue  will  be  identified and addressed before 2000.   An  unexpected  failure
regarding  a  year 2000 issue could result in an interruption in certain  normal
business  activities  or  operations.   However,  NSP  believes  that  with  the
completion  of  its  year 2000 project, significant interruptions  will  not  be
encountered.

    Through June 30, 1998 the Company had spent approximately $430,000 for  year
2000  remediation.   The  total estimate of development  and  remediation  costs
necessary  for  the  Company to prepare for the year 2000  is  estimated  to  be
approximately $1.1 million.

Item 6.  Exhibits and Reports on Form 8-K

(a)  Exhibits

The following exhibits are filed with this report:


      27.01    Financial Data Schedule for the six months ended June 30, 
	       1998.

      99.01    Statement pursuant to Private Securities Litigation
	       Reform Act of 1995.

(b)  Reports on Form 8-K

     None
     

			       SIGNATURES

      Pursuant  to  the requirements of the Securities Exchange  Act  of
1934,  the  registrant has duly caused this report to be signed  on  its
behalf by the undersigned thereunto duly authorized.

			     NORTHERN STATES POWER COMPANY (WISCONSIN)
					(Registrant)


			     /s/
			     Roger D. Sandeen
			     Treasurer and Controller
			     (Principal Financial and Accounting Officer)


Date:  August 14, 1998

			       EXHIBIT INDEX

Method of    Exhibit           Description
 Filing        No.

   DT         27.01            Financial Data Schedule for the six months    
					       ended June 30, 1998

   DT         99.01            Statement pursuant to Private Securities 
					       Litigation Reform Act of 1995.

     DT = Filed electronically with this Direct Transmission


<TABLE> <S> <C>

<ARTICLE> UT
<LEGEND>
								   EXHIBIT 27.01

This    schedule contains summary    financial information   extracted from  the
Statements of Income and Retained Earnings,    Balance  Sheets  and   Statements
of  Cash  Flows  and  is  qualified  in  its  entirety   by  reference  to  such
financial  statements.
</LEGEND>
<MULTIPLIER>  1,000
       
<S>                             <C>
<PERIOD-TYPE>                   6-MOS
<FISCAL-YEAR-END>               DEC-31-1997
<PERIOD-END>                    JUN-30-1998
<BOOK-VALUE>                     PER-BOOK

<TOTAL-NET-UTILITY-PLANT>           686,965
<OTHER-PROPERTY-AND-INVEST>          11,304
<TOTAL-CURRENT-ASSETS>               65,371
<TOTAL-DEFERRED-CHARGES>             50,527
<OTHER-ASSETS>                            0
<TOTAL-ASSETS>                      814,167
<COMMON>                             86,200
<CAPITAL-SURPLUS-PAID-IN>            10,461
<RETAINED-EARNINGS>                 244,735
<TOTAL-COMMON-STOCKHOLDERS-EQ>      341,396
                     0
                               0
<LONG-TERM-DEBT-NET>                231,819
<SHORT-TERM-NOTES>                   33,300
<LONG-TERM-NOTES-PAYABLE>                 0
<COMMERCIAL-PAPER-OBLIGATIONS>            0
<LONG-TERM-DEBT-CURRENT-PORT>             0
                 0
<CAPITAL-LEASE-OBLIGATIONS>               0
<LEASES-CURRENT>                          0
<OTHER-ITEMS-CAPITAL-AND-LIAB>      207,652
<TOT-CAPITALIZATION-AND-LIAB>       814,167
<GROSS-OPERATING-REVENUE>           237,151
<INCOME-TAX-EXPENSE>                  8,605
<OTHER-OPERATING-EXPENSES>          205,864
<TOTAL-OPERATING-EXPENSES>          214,469
<OPERATING-INCOME-LOSS>              22,682
<OTHER-INCOME-NET>                      223
<INCOME-BEFORE-INTEREST-EXPEN>       22,905
<TOTAL-INTEREST-EXPENSE>              9,239
<NET-INCOME>                         13,666
               0
<EARNINGS-AVAILABLE-FOR-COMM>        13,666
<COMMON-STOCK-DIVIDENDS>             13,102
<TOTAL-INTEREST-ON-BONDS>             8,117
<CASH-FLOW-OPERATIONS>               51,363
<EPS-PRIMARY>                         15.85
<EPS-DILUTED>                         15.85
        

</TABLE>

<PAGE>

Exhibit 99.01

Northern States Power Company Cautionary Factors

      The  Private  Securities Litigation Reform Act of 1995  (the  Act)
provides a new "safe harbor" for forward-looking statements to encourage
such  disclosures  without  the  threat of  litigation  providing  those
statements  are  identified as forward-looking and  are  accompanied  by
meaningful,  cautionary  statements identifying important  factors  that
could cause the actual results to differ materially from those projected
in the statement.  Forward-looking statements have been and will be made
in  written  documents and oral presentations of Northern  States  Power
Company,  a  Wisconsin Corporation (the Company).  Such  statements  are
based  on  management's  beliefs as well  as  assumptions  made  by  and
information  currently  available  to  management.   When  used  in  the
Company's  documents  or  oral presentations,  the  words  "anticipate",
"estimate",  "expect", "objective", "possible", "potential" and  similar
expressions  are  intended to identify forward-looking  statements.   In
addition  to  any assumptions and other factors referred to specifically
in  connection with such forward-looking statements, factors that  could
cause  the  Company's  actual results to differ  materially  from  those
contemplated  in any forward-looking statements include,  among  others,
the following:

o Economic   conditions   including   inflation   rates   and   monetary
  fluctuations;
o Trade,  monetary,  fiscal,  taxation, and  environmental  policies  of
  governments,  agencies and similar organizations in  geographic  areas
  where the Company has a financial interest;
o Customer  business conditions including demand for their  products  or
  services  and  supply of labor and materials used  in  creating  their
  products and services;
o Financial  or regulatory accounting principles or policies imposed  by
  the  Financial Accounting Standards Board, the Securities and Exchange
  Commission,  the  Federal  Energy Regulatory  Commission  and  similar
  entities with regulatory oversight;
o Availability  or  cost of capital such as changes in: interest  rates;
  market  perceptions  of  the  utility industry,  or  the  Company;  or
  security ratings;
o Factors  affecting  operations  such as  unusual  weather  conditions;
  catastrophic  weather-related damage; unscheduled generation  outages,
  maintenance  or repairs; unanticipated changes to fossil fuel  or  gas
  supply   costs  or  availability  due  to  higher  demand,  shortages,
  transportation   problems   or   other   developments;   environmental
  incidents;   or   electric  transmission  or   gas   pipeline   system
  constraints;
o Employee  work  force  factors including loss  or  retirement  of  key
  executives, collective bargaining agreements with union employees,  or
  work stoppages;
o Increased  competition  in the utility industry,  including:  industry
  restructuring   initiatives;  transmission  system  operation   and/or
  administration  initiatives;  recovery  of  investments   made   under
  traditional  regulation; nature of competitors entering the  industry;
  retail  wheeling;  a  new  pricing  structure;  and  former  customers
  entering the generation market;
o Rate-setting policies or procedures of regulatory entities,  including
  environmental   externalities,  which  are   values   established   by
  regulators assigning environmental costs to each method of electricity
  generation when evaluating generation resource options;
o Social attitudes regarding the utility and power industries;
o Cost  and  other  effects  of  legal and  administrative  proceedings,
  settlements, investigations and claims;
o Technological  developments that result in  competitive  disadvantages
  and create the potential for impairment of existing assets;
o Other business or investment considerations that may be disclosed from
  time  to  time  in  the  Company's Securities and Exchange  Commission
  filings or in other publicly disseminated written documents.

The  Company undertakes no obligation to publicly update or  revise  any
forward-looking  statements, whether as a  result  of  new  information,
future  events or otherwise.  The foregoing review factors  pursuant  to
the  Act  should  not  be construed as exhaustive or  as  any  admission
regarding the adequacy of disclosures made by the Company prior  to  the
effective date of the Act.



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