NORTHERN STATES POWER CO /WI/
10-Q, 1999-05-14
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   March 31, 1999           Commission File Number      10-3140

NORTHERN STATES POWER COMPANY, A WISCONSIN CORPORATION, MEETS THE CONDITIONS SET
FORTH  IN GENERAL INSTRUCTION J (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)  839-1382


				    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 May 14, 1999
     --------------------------------                ---------------------------
     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.

<PAGE>
PART 1.  FINANCIAL INFORMATION                          
				
Item 1.  Financial Statements                           
<TABLE>
<CAPTION>                               
			  Northern States Power Company (Wisconsin)                             
			      Statements of Income (Unaudited)                          
<S>                                                               <C>         <C>                               
								    Three Months Ended  
									 March 31       
								     1999       1998 
								  (Thousands of dollars)        
				
Operating revenues                              
 Electric                                                          $102,640    $98,305 
 Gas                                                                 34,936     31,763 

   Total                                                            137,576    130,068 
				
Operating expenses                              
 Purchased and interchange power                                     46,844     48,117 
 Fuel for electric generation                                         1,719      2,180 
 Gas purchased for resale                                            23,852     21,746 
 Other operation                                                     12,654     11,043 
 Maintenance                                                          4,365      4,159 
 Administrative and general                                           5,039      5,070 
 Conservation and demand side management                              1,280      2,234 
 Depreciation and amortization                                       10,307      9,314 
 Taxes: Property and general                                          3,735      3,671 
	    Current income tax                                        9,497      6,657 
	    Deferred income tax                                         151        510 
	    Investment tax credits recognized                          (210)      (215)

   Total                                                            119,233    114,486 
				
Operating income                                                     18,343     15,582 
				
Other income (expense)                          
 Other income and deductions - net of applicable income taxes             2        (14)
 Allowance for funds used during construction - equity                   42         62 

  Total other income (expense) net                                       44         48 
				
Income before interest charges                                       18,387     15,630 
				
Interest charges                                
 Interest on long-term debt                                           4,046      4,071 
 Other interest and amortization                                        770        696 
 Allowance for funds used during construction - debt                   (156)       (73)

   Total interest charges                                             4,660      4,694 
				
Net Income                                                          $13,727    $10,936 
								
				
Statements of Retained Earnings (Unaudited)                             
				
Balance at beginning of period                                     $250,890   $244,171 
				
Net income for period                                                13,727     10,936 
				
Dividends paid to parent                                             (6,749)    (6,551)
				
Balance at end of period                                           $257,868   $248,556 
<FN>                            
The Notes to Financial Statements are an integral part of the Statements of
 Income and Retained Earnings.     
</FN>
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
		      Northern States Power Company (Wisconsin)                         
			     Balance Sheets (Unaudited)                         
<S>                                                          <C>            <C>                         
							      March 31,     December 31,
								1999            1998
			  ASSETS                               (Thousands of dollars)           
Utility Plant                           
  Electric                                                    $979,732        $972,442 
  Gas                                                          113,509         113,574 
  Other                                                         82,496          81,040 

      Total                                                  1,175,737       1,167,056 
      Accumulated provision for depreciation                  (464,322)       (457,272)

      Net utility plant                                        711,415         709,784 
				
Current Assets                          
  Cash                                                           1,291              51 
  Accounts receivable - net                                     36,937          34,748 
  Unbilled utility revenues                                     14,033          21,011 
  Fuel inventories - at average cost                             6,921          12,406 
  Other materials and supplies inventories - at average cost     6,561           6,609 
  Prepayments and other                                          9,124          13,472 

    Total current assets                                        74,867          88,297 
				
Other Assets                            
  Regulatory assets                                             41,926          42,467 
  Other investments                                              7,719           7,823 
  Nonutility property - net of accumulated depreciation          2,729           2,803 
  Unamortized debt expense                                       1,645           1,668 
  Long-term prepayments and deferred charges                    11,558          10,869 

     Total other assets                                         65,577          65,630 
				
      TOTAL ASSETS                                            $851,859        $863,711 
				
		     LIABILITIES AND EQUITY                             
Capitalization                          
  Common stock-authorized 1,000,000 shares of $100 par value,                           
      issued shares:  1999 and 1998, 862,000                   $86,200         $86,200 
    Premium on common stock                                     10,541          10,541 
    Retained earnings                                          257,868         250,890 

      Total common stock equity                                354,609         347,631 
				
  Long-term debt                                               231,885         231,863 
				
      Total capitalization                                     586,494         579,494 
				
Current Liabilities                             
  Notes payable - parent company                                34,000          55,900 
  Accounts payable                                               9,918          14,301 
  Payable to affiliate companies (principally parent)           15,299          16,596 
  Salaries, wages, and vacation pay accrued                      4,904           5,910 
  Taxes accrued                                                  8,909           3,418 
  Interest accrued                                               4,166           4,184 
  Other                                                          8,755           4,310 

      Total current liabilities                                 85,951         104,619 
				
Other Liabilities                               
  Accumulated deferred income taxes                            111,053         110,831 
  Accumulated deferred investment tax credits                   17,912          18,122 
  Regulatory liabilities                                        21,515          21,947 
  Customer advances                                              9,504           9,458 
  Benefit obligations and other                                 19,430          19,240 

      Total other liabilities                                  179,414         179,598 
				
 Commitments and Contingent Liabilities (see Note 3)                            
				
	TOTAL LIABILITIES AND EQUITY                          $851,859        $863,711 
<FN>                            
The Notes to Financial Statements are an integral part of the Balance Sheets.                           
</FN>
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
			     Northern States Power Company (Wisconsin)                          
			       Statements of Cash Flows (Unaudited)                             
				
<S>                                                       <C>           <C>                             
							     Three Months Ended         
								  March 31              
							      1999         1998
							   (Thousands of dollars)               
				
Cash Flows from Operating Activities:                            
   Net Income                                               $13,727       $10,936 
   Adjustments to reconcile net income to cash from 
	operating activities:                           
     Depreciation and amortization                           10,535         9,546 
     Deferred income taxes                                      147           507 
     Deferred investment tax credits recognized                (210)         (215)
     Allowance for funds used during construction - equity      (42)          (62)
   Cash provided by changes in working capital               19,043        22,797 
   Cash used for changes in other assets and liabilities       (415)         (415)
				
  Net cash provided by operating activities                  42,785        43,094 
				
				
Cash Flows from Investing Activities:                           
   Capital expenditures                                     (11,887)      (10,523)
   Decrease in construction payables                         (1,154)         (381)
   Allowance for funds used during construction - equity         42            62 
   Other                                                        103          (307)
				
  Net cash used for investing activities                    (12,896)      (11,149)
				
				
Cash Flows from Financing Activities:                           
   Repayment of notes payable to parent - net               (21,900)      (23,100)
   Dividends paid to parent                                  (6,749)       (6,551)
				
  Net cash used for financing activities                    (28,649)      (29,651)
				
				
Net increase in cash and cash equivalents                     1,240         2,294 
				
Cash and cash equivalents at beginning of period                 51            31 
				
Cash and cash equivalents at end of period                   $1,291        $2,325 
				
<FN>                            
The Notes to Financial Statements are an integral part of the Statements of Cash Flows.                         
</FN>
</TABLE>
<PAGE>

     NORTHERN  STATES  POWER  COMPANY  (WISCONSIN)

     NOTES  TO  FINANCIAL  STATEMENTS
     --------------------------------

     Northern States Power Company, a Wisconsin corporation (NSP-Wisconsin) is a
wholly  owned  subsidiary  of  Northern  States  Power  Company,  a  Minnesota
corporation (NSP-Minnesota).  The term NSP refers to NSP-Wisconsin combined with
NSP-Minnesota  and  its  other  subsidiaries.

     In  the  opinion  of  management,  the  accompanying  unaudited  financial
statements  contain  all  adjustments  necessary to present fairly the financial
position  of   NSP-Wisconsin as of March 31, 1999 and Dec. 31, 1998, the results
of  its  operations  for  the three months ended March 31, 1999 and 1998 and its
cash  flows  for  the  three  months  ended March 31, 1999 and 1998.  Due to the
seasonality  of  NSP-Wisconsin'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 NSP-Wisconsin are set forth in Note 1
to  NSP-Wisconsin's  financial  statements in its Annual Report on Form 10-K for
the  year  ended  Dec.  31, 1998 (1998 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
- ------------------------------

     PROPOSED  MERGER  -  As reported in NSP-Wisconsin's 1998 Form 10-K, NSP and
New  Century Energies, Inc. (NCE), a utility based in Denver, Colo., have agreed
to  merge.  It  is  expected  that  NSP-Wisconsin  will  continue to exist as an
operating  subsidiary  of  the  merged  company.

     UNION CONTRACT EXTENSION - In March 1999, NSP management and union business
managers reached agreement on a five year extension of the collective bargaining
agreement,  subject to ratification by the union membership.  On April 12, 1999,
the  five  International  Brotherhood  of  Electrical  Workers  local  unions
representing  NSP  employees  notified  NSP that the membership had ratified the
terms  and conditions of settlement for the contract extension, which will begin
on  Jan.  1,  2000.

     LONG  TERM  DEBT  -  The board of directors of NSP-Wisconsin authorized the
issuance  of up to $80 million of long-term debt in 1999 or 2000.  NSP-Wisconsin
currently expects to issue approximately $50 million of unsecured long-term debt
in  the  second  half  of  1999,  primarily  to  reduce  short-term debt levels.

     LOSS  OF  CUSTOMER  -  One  of NSP-Wisconsin's five largest combined retail
electric  and  gas customers, Heileman Brewing of LaCrosse, is expected to close
its  brewery at the end of  July, 1999.  It purchases approximately $2.8 million
of  utility  services  from  NSP-Wisconsin  annually.    Heileman  employs  550.


<PAGE>
- ------
2.          REGULATION  AND  RATE  MATTERS
- --          ------------------------------

     ELECTRIC  TRANSMISSION  -  In  April  1998,  NSP announced its intention to
transfer  its  electric  transmission  business  to  an  independent company (an
Independent  Transmission  Company or ITC) not affiliated with the rest of NSP's
utility operations. Several developments have occurred since this commitment was
made:

- -     On April 28, 1998, Wisconsin Act 204, "the Reliability Act" became law. It
includes  provisions  which  allow  the  Public  Service Commission of Wisconsin
(PSCW)  to order a public utility that owns transmission facilities in Wisconsin
to  transfer  control  of  its transmission facilities to an ISO (an independent
nonprofit  organization  which  would  operate,  but  not  own,  the  electric
transmission system) or divest the public utility's interest in its transmission
facilities  to  an  ITO  (an  independent  entity that would own and operate the
electric  transmission system) 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  March  31,  1999,  the  net  book value of NSP-Wisconsin's
transmission  assets  was  approximately  $150  million.

- -      As originally proposed, NSP anticipated divesting its transmission assets
as  part of the formation of the ITC.  In light of the proposed merger with NCE,
divestiture  of transmission assets does not seem feasible as it would appear to
trigger  adverse  tax and accounting consequences.  Therefore, NSP is evaluating
alternatives  to  divestiture  of  its transmission assets, which may or may not
include  an  ITC  at  this  time.

     There  is  no  guarantee  that NSP will be successful in forming an ITC. If
NSP  is  not  successful  in forming an ITC, the Reliability Act currently would
require  the  transfer  of  control of NSP-Wisconsin's transmission assets to an
ISO,  unless  a  waiver  is  granted.

	  TRANSMISSION  RATE  CASE  -  As discussed in NSP-Wisconsin's 1998 Form
10-K,  in the first quarter of 1998, NSP filed wholesale electric point-to-point
and  network integration transmission service (or NTS - relating to the costs of
operating  and  maintaining  the regional electric transmission network that NSP
shares  with  other qualifying regional utilities) rate cases with the FERC.  In
March  1999,  NSP filed an offer of settlement which would resolve virtually all
issues  in  the  two  cases. The offer of settlement provides an approximate two
percent  reduction  in  point-to-point  rates  which,  combined with anticipated
reductions  in  non-firm discounting, is expected to have little or no impact on
annual  revenues.    In addition, the settlement calls for increases in existing
ancillary  service rates and, in some cases, initial service rates, resulting in
an  annual  increase  of approximately $1 million in ancillary service revenues.
More  importantly, the settlement provides for a cap on NSP's annual NTS payment
liabilities  to  its  five NTS customers at $10 million per year.  Rates are all
effective  Oct. 1, 1998.  The offer also provides a two or three year moratorium
period  on  future  transmission  rate changes.  The length of the moratorium is
based  on  whether NSP forms an ITC or is ordered to join an ISO (two years), or
voluntarily  joins  an  ISO  (three  years).  All parties filed written comments
generally  recommending  FERC approval of the offer.   NSP expects FERC approval
later  in  1999.


<PAGE>
- ------
3.          COMMITMENTS  AND  CONTINGENT  LIABILITIES
- --          -----------------------------------------

     LEGAL  CONTINGENCIES  -  In the normal course of business, various lawsuits
and  claims  have arisen against NSP.  Management, after consultation with legal
counsel,  has  recorded  an estimate of the probable cost of settlement or other
disposition  of  such  matters.

     ENVIRONMENTAL  CONTINGENCIES  -  As  discussed  in  Note 8 to the Financial
Statements  in  the 1998 Form 10-K, NSP-Wisconsin had been named as one of three
potentially  responsible  parties in connection with environmental contamination
at a site in Ashland, Wis. and the Wisconsin Department of Natural Resources was
evaluating proposed methods of remediating the contamination.  NSP-Wisconsin now
expects a final decision on the remedial strategy to be used at the site will be
made  in  the  fourth  quarter  of  1999.

     In  September  1998 the United States Environmental Protection Agency (EPA)
released  nitrogen  oxide  (NOx)  emission  regulations  affecting  22  states,
including  Wisconsin.    The  goal  of  the  new  regulations  is  to reduce NOx
emissions  by  85  percent  by  May 1, 2003.  Two of NSP-Wisconsin's boilers and
eight  of  its  combustion  turbines may be subject to this action.  If retrofit
technology  to  control  NOx emissions is installed on the two boilers and eight
combustion  turbines,   the worst case compliance cost estimates are up to $62.3
million  for  capital improvements and up to $13.6 million for additional annual
operation  and  maintenance  expenses.    These  estimates  were  required to be
developed  by  the  PSCW  in order to determine the potential scope of financial
impacts  associated  with  retrofit  alternatives.   It should not be construed,
however, that retrofitting the two boilers and eight combustion turbines will be
the  compliance alternative of choice.  If the rules are finalized in their most
stringent form, other alternatives for these older units may be deemed more cost
effective than retrofitting.  The final form of the WDNR's regulations and their
applicability  to  NSP-Wisconsin  is  still  uncertain.

     NSP-Wisconsin  has  joined with two other Wisconsin-based utilities as well
as  the  Wisconsin  Paper  Council  and  Wisconsin  Manufacturers  and  Commerce
industrial  organizations  to  request  a judicial review of the EPA's final NOx
rules.  NSP-Wisconsin believes that the EPA improperly included Wisconsin in the
scope of the regulatory action, and it improperly calculated potential emissions
of  NOx    reducing  the  allowable  emission  limits  for  the  state.
<PAGE>
4. Segment Information

   NSP-Wisconsin  has  two  reportable segments:  Electric  Utility  and  Gas
Utility.   Segment information for the first quarter of 1999 and 1998  is  as
follows:

Business Segments
			       Operating Revenues
3 Mos. Ended 3/31/99              from External   Intersegment    Segment Net
(Thousands of dollars)              Customers       Revenues     Income/(Loss)

Electric Utility                    $102,610            $ 30           $10,264
Gas Utility                           34,051             885             3,463
				      ------             ---             -----
Consolidated Total                  $136,661            $915           $13,727

			       Operating Revenues
3 Mos. Ended 3/31/98              from External   Intersegment     Segment Net
(Thousands of dollars)              Customers           Revenues
Income/(Loss)

Electric Utility                   $  98,268            $ 37          $ 8,264
Gas Utility                           31,129             634            2,672
				      ------             ---            -----
Consolidated Total                  $129,397            $671          $10,936
      
<PAGE>
Item  2          MANAGEMENT'S  DISCUSSION  AND  ANALYSIS  OF  FINANCIAL
		 ------------------------------------------------------
     CONDITION  AND  RESULTS  OF  OPERATIONS
     ---------------------------------------

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

     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 NSP-Wisconsin in reports filed with the SEC, including Exhibit 99.01 to
this  report  on  Form  10-Q  for  the  quarter  ended  March  31,  1999.

     On  March  24,  1999,  NSP  and  NCE  entered into an Agreement and Plan of
Merger,  providing  for  a  strategic  business  combination of NSP and NCE. The
following  discussion  and  analysis  is  based  on  the financial condition and
operations  of  NSP-Wisconsin  and does not reflect the potential effects of the
combination  between  NSP  and  NCE.

First  Quarter  1999  Compared  with  First  Quarter  1998
- ----------------------------------------------------------

     ELECTRIC REVENUES  increased  $4.3 million in total in the first quarter of
1999  compared  with  the  first  quarter  of  1998.     Revenues from sales  to
customers   increased  $3.7 million or 4.6 percent largely due to more favorable
weather  in  1999  as  compared  to  1998  and  a 2.5 percent increase in retail
electric  rates  that  was  approved  by  the  PSCW  in  September  of  1998.
Weather-adjusted  sales decreased 0.4 percent  comparing first quarter 1999 with
first quarter 1998.  The remaining increase in electric revenues of $0.7 million
relates  to  higher  Interchange  Agreement  billings  to  NSP-Minnesota,  which
reflects  increases  in  NSP-Wisconsin's  fuel  and  transmission  expenses.

     GAS  REVENUES    increased  $3.2  million  or 10.0 percent due primarily to
higher sales volumes.  Total gas volumes increased 12.9 percent in first quarter
1999  compared  with  the same period in 1998.  The sales increase was partially
offset  by  a  2.2 percent decrease in retail gas rates effective Sept. 16, 1998
and  lower gas costs per unit.  Lower purchased gas costs per unit, as discussed
below,  are  reflected  in  rates  through  the  purchased gas adjustment clause
mechanism.

      PURCHASED  AND INTERCHANGE POWER and FUEL FOR ELECTRIC GENERATION together
decreased  $1.7  million.  This decrease was caused by lower purchases and lower
generation expenses necessary to support lower sales levels.  In addition, fixed
expenses  billed from NSP-Minnesota were lower in the first quarter of 1999 than
the  first  quarter  of  1998.

     GAS  PURCHASED  FOR RESALE  expenses increased $2.1 million or 9.7 percent.
The  cost  of  additional  purchases required to support 12.9 percent higher gas
sales  volumes  was  partially  offset  by  lower  gas  costs  per  unit.

     OTHER  OPERATION,  MAINTENANCE, ADMINISTRATIVE AND GENERAL AND CONSERVATION
AND DEMAND SIDE MANAGEMENT expenses together  increased  $0.8  million   or  3.7
percent in the first quarter of 1999 compared  to  the  first  quarter  of 1998.
Higher generating and transmission expenses  in  1999  were partially offset  by
lower customer  service  expenses,  conservation  demand  side  management,  and
distribution line clearance expenses. Transmission  operating expenses increased
primarily  due  to  the  amortization  of  $1.1  million   of  deferred  Network
Transmission Service (NTS) costs in the first quarter  of  1999.   In  the first
quarter of 1998,  NTS costs were deferred as authorized  by  the  PSCW.

     DEPRECIATION  AND AMORTIZATION increased $1 million due to increases in the
company's  plant  in  service.

     YEAR  2000  (Y2K) READINESS - To the extent allowed, the information in the
     ---------------------------
following  section  is  designated as a "Year 2000 Readiness Disclosure." NSP is
incurring  significant costs to modify or replace existing technology, including
computer  software,  for  uninterrupted operation in the year 2000 and beyond as
discussed  in  NSP's  1998  Form  10-K.

     NSP  is  on  schedule  for  completion  of  its  Y2K  project.
- -          On  March  31, 1999, 91 percent of NSP's mission-critical systems and
processes  were  Y2K  ready.
- -          By  June  30,  1999,  NSP  expects  to  complete  all  Y2K efforts on
mission-critical  systems  and  processes  and to finalize contingency planning.
- -          By Dec. 31, 1999, NSP expects to complete remediation of low-priority
applications  and  complete  all  Y2K  testing  and  implementation.

     Since  the  Y2K project started in 1996 and through March 31, 1999, NSP has
spent  approximately  $16.3 million for Y2K efforts, which primarily is expensed
as  incurred. The additional development and remediation costs necessary for NSP
to  prepare  for  Y2K  is  estimated  to  be  approximately  $8 million.

      Through  March  31,  1999 NSP-Wisconsin had spent approximately $1 million
for  year  2000  remediation.   The additional development and remediation costs
necessary  for NSP-Wisconsin to prepare for Y2K is estimated to be approximately
$200,000.


<PAGE>
- ------
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 three months ended
			     March  31,  1999.

	    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
				       Vice President, Treasurer and  Controller
				       (Principal  Financial and 
							    Accounting  Officer)


Date:    May  14,  1999
	 --------------
<PAGE>



<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>                   3-MOS
<FISCAL-YEAR-END>               DEC-31-1998
<PERIOD-END>                    MAR-31-1999
<BOOK-VALUE>                     PER-BOOK

<TOTAL-NET-UTILITY-PLANT>           711,415
<OTHER-PROPERTY-AND-INVEST>          10,448
<TOTAL-CURRENT-ASSETS>               74,867
<TOTAL-DEFERRED-CHARGES>             55,129
<OTHER-ASSETS>                            0
<TOTAL-ASSETS>                      851,859
<COMMON>                             86,200
<CAPITAL-SURPLUS-PAID-IN>            10,541
<RETAINED-EARNINGS>                 257,868
<TOTAL-COMMON-STOCKHOLDERS-EQ>      354,609
                     0
                               0
<LONG-TERM-DEBT-NET>                231,885
<SHORT-TERM-NOTES>                   34,000
<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>      231,365
<TOT-CAPITALIZATION-AND-LIAB>       851,859
<GROSS-OPERATING-REVENUE>           137,576
<INCOME-TAX-EXPENSE>                  9,438
<OTHER-OPERATING-EXPENSES>          109,795
<TOTAL-OPERATING-EXPENSES>          119,233
<OPERATING-INCOME-LOSS>              18,343
<OTHER-INCOME-NET>                       44
<INCOME-BEFORE-INTEREST-EXPEN>       18,387
<TOTAL-INTEREST-EXPENSE>              4,660
<NET-INCOME>                         13,727
               0
<EARNINGS-AVAILABLE-FOR-COMM>        13,727
<COMMON-STOCK-DIVIDENDS>              6,749
<TOTAL-INTEREST-ON-BONDS>             4,046
<CASH-FLOW-OPERATIONS>               42,785
<EPS-PRIMARY>                         15.92
<EPS-DILUTED>                         15.92
        

</TABLE>

- ------
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 (NSP-Wisconsin).  Such
statements  are based on management's beliefs as well as assumptions made by and
information  currently  available  to  management.  When used in NSP-Wisconsin'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 NSP-Wisconsin's actual results to differ
materially  from  those  contemplated in any forward-looking statements include,
among  others,  the  following:

- - Economic conditions including inflation rates and monetary fluctuations;
- -          Trade,  monetary,  fiscal,  taxation,  and  environmental policies of
governments,  agencies  and  similar  organizations  in  geographic  areas where
NSP-Wisconsin  has  a  financial  interest;
- -          Customer  business  conditions including demand for their products or
services  and  supply of labor and materials used in creating their products and
services;
- -       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;
- -     Availability or cost of capital such as changes in: interest rates; market
perceptions  of  the  utility  industry,  or NSP-Wisconsin; or security ratings;
- -          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;
- -          Employee  work  force  factors  including  loss  or retirement of key
executives,  collective  bargaining  agreements  with  union  employees, or work
stoppages;
- -          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;
- -          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;
- -  Social  attitudes  regarding  the  utility  and  power  industries;
- -          Cost  and  other  effects  of  legal  and administrative proceedings,
settlements,  investigations  and  claims;
- -        Technological developments that result in competitive disadvantages and
create  the  potential  for  impairment  of  existing  assets;
- -         Other business or investment considerations that may be disclosed from
time to time in NSP-Wisconsin's Securities and Exchange Commission filings or in
other  publicly  disseminated  written  documents.
- -          Factors  associated  with  Y2K  compliance  that might cause material
differences from the expectations disclosed include, but are not limited to, the
availability  of  key  Y2K  personnel,  NSP's  ability to locate and correct all
relevant  computer  codes,  the readiness of third parties, and NSP's ability to
respond to unforeseen Y2K complications.  Such material differences could result
in,  among  other  things, business disruptions, operational problems, financial
loss,  legal  liability,  and  similar  risks.
- -  Regulatory  delays or conditions imposed  by regulatory agencies in approving
   the proposed merger with NCE.

NSP-Wisconsin  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  NSP-Wisconsin  prior  to  the  effective date of the Act.


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