NORTHERN STATES POWER CO /WI/
10-Q, 1999-11-08
ELECTRIC SERVICES
Previous: NORTHERN STATES POWER CO /MN/, 8-K, 1999-11-08
Next: WELLS FARGO & CO/MN, S-4, 1999-11-08



			     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 Sept. 30, 1999                 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)

1414  W.  Hamilton  Ave,  Eau  Claire,  Wisconsin                        54701
- -------------------------------------------------                        ------
   (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 Nov. 5, 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>          <C>         <C>

								   Three Months Ended        Nine Months Ended
								       September 30             September 30
								       ------------             ------------
								     1999        1998         1999        1998
								     ----        ----         ----        ----
									    (Thousands of dollars)

OPERATING  REVENUES
Electric                                                         $109,344    $104,348     $309,149     $298,085
Gas                                                                 8,634       9,447       54,872       52,861
								  -------     -------      -------      -------
Total                                                             117,978     113,795      364,021      350,946

OPERATING  EXPENSES
Purchased and interchange power                                    53,191      49,314      148,772      145,694
fuel for electric generation                                        3,985       4,002        8,362        9,704
Gas purchased for resale                                            5,138       6,172       35,803       35,277
Other operation                                                    13,104      12,238       38,995       35,547
Maintenance                                                         5,930       5,311       16,736       16,054
Administrative and general                                          5,056       4,353       14,469       14,160
Conservation and demand side management                             1,280       2,079        3,841        6,547
Depreciation and amortization                                      10,485       9,856       31,396       28,904
Taxes: Property and general                                         3,759       3,630       11,258       10,935
Current income tax                                                  4,647       4,750       16,664       12,747
Deferred income tax                                                   461         374          713        1,409
Investment tax credits recognized                                    (210)       (215)        (629)        (644)
								  -------     -------      -------      -------
Total                                                             106,826     101,864      326,380      316,334
								  -------     -------      -------      -------

OPERATING INCOME                                                   11,152      11,931       37,641       34,612

OTHER  INCOME  (EXPENSE)
Allowance for funds used during construction - equity                  95         115          195          258
Other income and deductions - net of applicable income taxes          189         499          224          580
								      ---         ---          ---          ---
Total other income (expense) net                                      284         614          419          838
								      ---         ---          ---          ---
INCOME BEFORE INTEREST CHARGES                                     11,436      12,545       38,060       35,450

INTEREST  CHARGES
Interest on long-term debt                                          4,046       4,046       12,139       12,163
Other interest and amortization                                       840         757        2,237        2,034
Allowance for funds used during construction - debt                  (314)       (143)        (684)        (298)
								    -----       -----       ------       ------
Total interest charges                                              4,572       4,660       13,692       13,899
								    -----       -----       ------       ------
NET INCOME                                                         $6,864      $7,885      $24,368      $21,551
								   ======      ======      =======      =======

		   STATEMENTS OF RETAINED EARNINGS (UNAUDITED)
		   -------------------------------------------

Balance at beginning of period                                   $254,895    $244,735     $250,890     $244,171

Net income for period                                               6,864       7,885       24,368       21,551
Dividends paid to parent                                           (6,749)     (6,552)     (20,248)     (19,654)
Merger with Natural Gas, Inc                                            0         730            0          730
									-         ---            -          ---
Balance at end of period                                         $255,010    $246,798     $255,010     $246,798
								 ========    ========     ========     ========
<FN>
The  Notes  to  Financial  Statements  are an integral part of the Statements of
Income  and  Retained  Earnings.
</FN>
</TABLE>
<PAGE>
<TABLE>
<CAPTION>                                        1
		    NORTHERN STATES POWER COMPANY (WISCONSIN)
		      STATEMENTS OF CASH FLOWS (UNAUDITED)
		      ------------------------------------
<S>                                                                               <C>            <C>
										       Nine Months Ended
											    Sept. 30
											    --------
										      1999           1998
										      ----           ----
										    (Thousands of dollars)

CASH  FLOWS  FROM  OPERATING  ACTIVITIES:

Net Income                                                                          $24,368          $21,551

Adjustments  to  reconcile  net  income  to  cash  from operating activities:

Depreciation and amortization                                                        32,086           29,600
Deferred income taxes                                                                   702            1,401
Deferred investment tax credits recognized                                             (629)            (644)
Allowance  for  funds  used  during  construction  -  equity                           (195)            (258)
Undistributed  equity  in  subsidiary  company  earnings                               (223)            (398)
Cash provided by changes in working capital                                          21,698           11,886
Cash provided by changes in other assets and liabilities                                559            6,380
										     ------           ------
Net cash provided by operating activities                                            78,366           69,518

CASH  FLOWS  FROM  INVESTING  ACTIVITIES:

Capital expenditures                                                                (58,949)         (44,236)
Decrease in construction payables                                                      (575)            (729)
Allowance for funds used during construction - equity                                   195              258
Other                                                                                  (985)             630
										    --------         --------
Net cash used for investing activities                                              (60,314)         (44,077)


CASH  FLOWS  FROM  FINANCING  ACTIVITIES:

Issuances (repayment) of notes payable to parent - net                                2,900           (5,400)
Repayment of other notes payable - net                                                    0             (200)
Repayment of long term debt                                                               0             (167)
Dividends paid to parent                                                            (20,248)         (19,654)
										    --------         --------
Net cash used for financing activities                                              (17,348)         (25,421)
										    --------         --------

Net increase in cash and cash equivalents                                               704               20

Cash and cash equivalents at beginning of period                                         51               31
											 --               --
Cash and cash equivalents at end of period                                             $755              $51
										       ====              ===

<FN>
The Notes to Financial Statements are an integral part of the Statements of Cash
Flows.
</FN>

					2
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
		    NORTHERN STATES POWER COMPANY (WISCONSIN)
			   BALANCE SHEETS (UNAUDITED)
			   --------------------------
<S>                                                <C>              <C>
						    September 30,    December 31,
							 1999           1998
							 ----           ----
ASSETS                                                 (Thousands of dollars)

UTILITY  PLANT

Electric                                            $1,013,355          $972,442
Gas                                                    117,113           113,574
Other                                                   85,753            81,040
						       -------           -------
Total                                                1,216,221         1,167,056
Accumulated provision for depreciation                (479,215)         (457,272)
						       -------           -------
Net utility plant                                      737,006           709,784

CURRENT  ASSETS

Cash                                                       755                51
Accounts receivable - net                               28,736            34,748
Unbilled utility revenues                               11,642            21,011
Fuel inventories - at average cost                       7,382            12,406
Other materials and supplies inventories
     -at average cost                                    6,825             6,609
Prepayments and other                                   10,478            13,472
						       -------           -------
Total current assets                                    65,818            88,297

OTHER  ASSETS

Regulatory assets                                       39,112            42,467
Other investments                                        9,371             7,823
Nonutility property-net of accumulated depreciation      2,767             2,803
Unamortized debt expense                                 1,598             1,668
Long-term prepayments and deferred charges              12,812            10,869
						       -------           -------
Total other assets                                      65,660            65,630

TOTAL ASSETS                                          $868,484          $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                                      255,010           250,890
						       -------           -------
Total common stock equity                              351,751           347,631

Long-term debt                                         231,928           231,863
						       -------           -------
Total capitalization                                   583,679           579,494

CURRENT  LIABILITIES

Notes payable - parent company                          58,800            55,900
Accounts payable                                        11,774            14,301
Payable to affiliate companies (principally parent)     19,325            16,596
Salaries, wages, and vacation pay accrued                5,799             5,910
Taxes accrued                                                0             3,418
Interest accrued                                         4,262             4,184
Other                                                    5,903             4,310
						       -------           -------
Total current liabilities                              105,863           104,619

OTHER  LIABILITIES

Accumulated deferred income taxes                      111,390           110,831
Accumulated deferred investment tax credits             17,491            18,122
Regulatory liabilities                                  19,552            21,947
Customer advances                                       11,408             9,458
Benefit obligations and other                           19,101            19,240
						       -------           -------
Total other liabilities                                178,942           179,598

COMMITMENTS  AND  CONTINGENT  LIABILITIES  (SEE  NOTE  3)

TOTAL LIABILITIES AND EQUITY                          $868,484          $863,711
						      ========          ========
<FN>
The  Notes  to  Financial Statements are an integral part of the Balance Sheets.
</FN>
</TABLE>

					3
<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 Sept. 30, 1999 and Dec. 31, 1998, the results
of  its  operations  for the three and nine months ended Sept. 30, 1999 and 1998
and  its  cash  flows for the nine months ended Sept. 30, 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.

      LONG  TERM  DEBT  - The board of directors of NSP-Wisconsin has authorized
the  issuance of up to $80 million of long-term debt in 1999 or 2000. In October
1999,  NSP-Wisconsin  received  approval  from  the Public Service Commission of
Wisconsin  (PSCW)  to  issue up to $80 million of long term debt and to increase
its  short  term  borrowing limit to $100 million.  NSP-Wisconsin plans to issue
unsecured  long  term  debt during the first quarter of 2000.  The funds will be
used  primarily  to  reduce  short  term  debt  levels.

     LOSS  OF  LARGE  CUSTOMER  -  One  of NSP-Wisconsin's five largest combined
retail electric and gas customers, Heileman Brewing of La Crosse, has been sold.
Stroh's  Brewery  has  sold  the beer labels and decided to close its breweries,
including  the  La  Crosse brewery. Even though Heileman purchased approximately
$2.8  million  of  utility services annually, NSP-Wisconsin's total electric and
gas  sales  are  expected  to  continue  to  grow.

      Platinum  Holdings,  a New York based investment company has purchased the
brewery  and  will  begin  operating  before  the end of 1999.  The brewery will
initially  employ 50 employees and has plans to have 300 employees by the end of
2000  producing  some  regional  beers,  juices and bottled water. The estimated
annual  revenue  for gas and electric service for the first year of operation is
$500,000  and  is  expected  to  grow  as  they increase production and possibly
convert  some  of  the  plant  to  produce  ethanol.


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

     ELECTRIC  TRANSMISSION - In April 1998, NSP announced its intention to form
an Independent Transmission Company or ITC (an independent entity that would own
and  operate  an electric transmission system) unaffiliated with the rest of its
utility  operations.  As  originally  proposed,  NSP  anticipated  divesting its
transmission  assets  to  an  ITC.    In  light of the proposed merger with NCE,
divestiture  of  transmission  assets  would  appear  to trigger adverse tax and
accounting  consequences.   As an alternative to divestiture of its transmission
assets,  NSP  has agreed to join and transfer control, but not ownership, of its
transmission  assets  to  the  Midwest  independent  system  operator or ISO (an
independent  nonprofit organization which will operate, but not own, an electric
transmission  system).   The Midwest ISO expects to be operational by the middle
of  2001.

     In  April  1998,  Wisconsin  state legislators enacted a law which includes
provisions  that  require  the  PSCW  to  order  a  public  utility  that  owns
transmission  facilities  in  Wisconsin  to transfer control of its transmission
facilities to an ISO or divest its interest in its transmission facilities to an
ITC  if  the  public  utility  has  not already transferred control to an ISO or
divested to an ITC by June 30, 2000.  NSP has agreed to join the Midwest ISO and
will  file  for  PSCW  approval  by  March  2000.

	  TRANSMISSION RATE CASE -  As discussed in NSP's 1998 Form 10-K, in the
first  quarter  of  1998 NSP filed wholesale electric point-to-point and network
integration  transmission  service  (NTS)  rate  cases  with  the Federal Energy
Regulatory  Commission  (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 revenue.  In addition, the settlement
calls  for  an  annual increase of approximately $1 million in ancillary service
revenues.    Finally,  the  settlement  places a cap on NSP's annual NTS payment
liabilities  to its five current NTS customers at $10 million per year, about 15
percent  of  which  relates  to NSP-Wisconsin.  The point-to-point and ancillary
rates  would  be  effective  June 1, 1998.  The offer also includes a three year
moratorium  period  on  future  transmission  rate  changes.   All parties filed
written comments generally recommending FERC approval of the offer.  NSP expects
FERC  approval  later  in  1999.

     MIDCONTINENT AREA POWER POOL (MAPP) TRANSMISSION TARIFF - In May 1999, MAPP
members  voted to approve a MAPP regional transmission service tariff which will
supercede  MAPP  members'  individual  electric transmission service tariffs for
most  wholesale  transactions.  The proposed MAPP tariff was filed with the FERC
in  July  1999.   MAPP proposed that the new tariff be effective 90 days after a
FERC order accepting the tariff for filing. NSP estimates that the MAPP regional
transmission  service  tariff  will  reduce  NSP's  year 2000 pretax earnings by
between  $5  million  and  $16  million,  of  which  about 15 percent relates to
NSP-Wisconsin.  NSP and several other parties filed protests to the MAPP tariff,
asking  the  FERC  to modify and/or delay implementation of the new tariff.  The
tariff  is  pending  FERC  action,  which  is  expected  later  in  1999.

<PAGE>

     CONSTRUCTION  AUTHORIZATION  -    In  1996,         NSP and Dairyland Power
Cooperative  of LaCrosse, Wis. proposed building an electric transmission system
between  NSP-Minnesota's Chisago substation in eastern Minnesota and Dairyland's
Apple  River  substation  in  northwestern  Wisconsin  in response to a need for
additional  reliability and capacity in both regions.  During the second quarter
of  1999,  the  PSCW  granted  permission  to  build  the system.  Approval from
Minnesota regulators is still needed. The Minnesota Department of Public Service
(DPS)  recommended  not  building  the line as it is proposed, although they did
acknowledge the need for more transmission capacity.  Its recommendation will be
considered  by  the  Minnesota Environmental Quality Board (MEQB), which has the
authority  to  approve  or  deny  the  project.  NSP  is currently responding to
additional  data  requests from the DPS to be used in the regulatory proceedings
in  Minnesota.    A  decision  from  the  MEQB  is  expected  in  early  2000.

     2000  WISCONSIN  RATE  FILING  -  On  October  28,  1999  the PSCW approved
NSP-Wisconsin's  application  for authority to maintain base retail electric and
natural  gas  service  rates  in  Wisconsin  at  current  levels  through  2001.
NSP-Wisconsin  is required to make a biennial rate filing in odd-numbered years.
Current  rates  were  placed  in  effect  in  September  1998.

     TEMPORARY  FUEL  COST  SURCHARGE  -  In  October 1999 the PSCW authorized a
temporary  surcharge  to retail electric rates of $0.00195 per kWh, to partially
recover  generating  station  fuel  and purchased power costs in excess of those
provided  in base rates.  Purchased power costs were substantially higher during
the  summer  of  1999 due to extreme weather and its effect on market prices for
purchased  power.    The surcharge will be applied to electricity billed between
October  26 and December 31, 1999 and will generate about $2 million of revenue.

PLANT  DEPRECIATION  -  In  May 1999 NSP-Wisconsin filed an application with the
PSCW for recertification of certain plant depreciation rates and for approval of
a  change  to  the remaining life technique for the calculation of straight line
depreciation  for  production facilities. The PSCW issued its order in the third
quarter  of  1999.  NSP-Wisconsin expects to implement that decision at the same
time  as  it  implements the PSCW's decision on its rate filing in January 2000.
Annual  depreciation  expense  will decrease by about $340,000 effective Jan. 1,
2000.

      "RELIABILITY  2000"  -  In  the  third  quarter  of  1999, Wisconsin state
lawmakers   passed  "Reliability   2000"  legislation,  meant  to  increase  the
reliability  and  reduce the cost of electric utility service in Wisconsin.  Its
provisions  which  affect  NSP-Wisconsin  are:

     -     an  increase  in  the  amount  of  money  that must be collected from
	   NSP-Wisconsin's   customers   to    fund  low-income  assistance  and
	   conservation programs,  and

     -     partial  protection  from  potential  costs  related  to the proposed
	   Nitrogen Oxide emission regulations  (as  discussed  in  "Commitments
	   and Contingent Liabilities"  below).

<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  these  matters.

     As discussed in Item 3 of the 1998 Form 10-K, on Feb. 20, 1999 a person who
was  not  an  NSP  employee  was  killed while working with a hydraulic press at
NSP-Wisconsin's  Western  Avenue  Service  Center.    NSP-Wisconsin was recently
notified  of  a  claim  on  behalf  of  the decedent's family and is involved in
discussions  to  resolve  the  claim.

     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.  As discussed below, the Wisconsin Department of
Natural  Resources  (WDNR) continues to evaluate proposed methods of remediating
the  contamination.

    The  United  States  Environmental  Protection  Agency  (EPA) has accepted a
petition from a local environmental group to conduct a preliminary assessment of
the  Ashland  site  under  Section  105(d)  of  the  Comprehensive Environmental
Response,  Compensation and Liability Act (CERCLA).  A preliminary assessment is
a  limited scope investigation to evaluate the potential for hazardous substance
releases  from a site.  If the preliminary assessment of the site concludes that
further  investigation  is  necessary,  the  site  may  proceed  through several
evaluative  steps  up  to and including listing on the national priorities list.
The preliminary assessment of the Ashland site  must  be completed by the spring
of 2000. The WDNR will perform this preliminary assessment  for the EPA and will
also  continue  to  serve  as  the  lead  regulatory  agency  for  the  site.

     As  discussed  in Note 8 to the Financial Statements in the 1998 Form 10-K,
NSP-Wisconsin   was   also   investigating   its   responsibility  to  remediate
contamination  found  at  a  former  landfill site in Amery, Wis.  NSP-Wisconsin
reached a settlement with the owner of the landfill during the second quarter of
1999  which  released  NSP-Wisconsin  from  liability.

     In   September  1998  the  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 affected by
this action.  If the existing boilers and combustion turbines are made compliant
using   retrofit   technology  to  control  NOx  emissions,   it  could  require
NSP-Wisconsin  to  incur  up to $62.3 million for capital improvements and up to
$13.6 million for additional annual operation and maintenance expenses.  This is
the  highest  compliance  cost  estimate  and  is not necessarily 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.  How the WDNR will implement the new EPA NOx 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.

      In  the  second  quarter of 1999, the EPA was ordered by a federal appeals
panel  to  suspend  implementation of the NOx  rules pending further action on a
lawsuit  brought  by  another  trade  group.  It  is  possible that the State of
Wisconsin  will  now  either  not  be  required  to  meet the more stringent NOx
requirements  or  that  their  implementation  will  be  delayed  substantially.

4.            SEGMENT  INFORMATION
- --          ----------------------

     NSP-Wisconsin  has  two  reportable  segments:  Electric  Utility  and  Gas
Utility.   Segment information for the three- and nine-month periods ended Sept.
30,  1999  and  1998  is  as  follows:

BUSINESS  SEGMENTS
			  Operating  Revenues
3  MOS.  ENDED  9/30/99      from External      Intersegment     Segment  Net
(Thousands  of  dollars)       Customers          Revenues       Income/(Loss)
- --------------------------------------------------------------------------------
Electric  Utility         $  109 309            $     35         $    8 025
Gas  Utility                   7 424               1 210             (1 161)
- --------------------------------------------------------------------------------
Consolidated  Total       $  116 733            $  1 245         $    6 864

			  Operating  Revenues
3  MOS.  ENDED  9/30/98      from External      Intersegment     Segment  Net
(Thousands  of  dollars)       Customers          Revenues       Income/(Loss)
- --------------------------------------------------------------------------------
Electric  Utility         $  104 314            $     34         $    9 096
Gas  Utility                   7 206               2 241             (1 211)
- --------------------------------------------------------------------------------
Consolidated  Total       $  111 520            $  2 275         $    7 885

			  Operating  Revenues
9  MOS.  ENDED  9/30/99      from External      Intersegment     Segment  Net
(Thousands  of  dollars)       Customers          Revenues       Income/(Loss)
- --------------------------------------------------------------------------------
Electric  Utility         $  309 052            $     97         $   22 483
Gas  Utility                  52 495               2 377              1 885
- --------------------------------------------------------------------------------
Consolidated Total        $  361 547            $  2 474         $   24 368

			  Operating  Revenues
9  MOS.  ENDED  9/30/98      from External      Intersegment     Segment  Net
(Thousands  of  dollars)       Customers          Revenues       Income/(Loss)
- --------------------------------------------------------------------------------
Electric  Utility         $  297 979            $    106         $   20 878
Gas  Utility                  48 904               3 957                673
- --------------------------------------------------------------------------------
Consolidated  Total       $ 346 883             $  4 063         $   21 551


<PAGE>

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).

     Except  for the historical statements contained in this report, 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;
- -          regulation;
- -          issues  relating  to  Year  2000  remediation  efforts;
- -          the  items  set  forth  below  under  "Factors  Affecting  Results of
	   Operations";
- -          and the other risk factors listed from time to time by NSP in reports
	   filed  with the  SEC, including  Exhibit 99.01 to this report on Form
	   10-Q for the quarter  ended  Sept.  30,  1999.


			      RESULTS OF OPERATIONS
			      ---------------------

     On  March  24,  1999, NSP and NCE  agreed to merge.  As stated in Note 1 to
the  Financial Statements of this report, it is expected that NSP-Wisconsin will
continue  to  exist  as  an  operating  subsidiary  of  the merged company.  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.

FACTORS  AFFECTING  RESULTS  OF  OPERATIONS
- -------------------------------------------

     In  addition to items noted in the 1998 10-K and the Notes to the Financial
Statements  of  this report, the historical and future trends of NSP's operating
results  are  affected  by  the  following  factors:

     VARIATIONS  IN WEATHER CONDITIONS -  Both electric and gas sales levels are
significantly affected by variations in weather conditions.  NSP estimates sales
levels  under  normal  weather conditions and analyzes the approximate effect of
variations  from  historical  average  temperatures on actual sales levels.  The
estimated  impact  of  weather  on operating revenues in relation to sales under
normal  weather  conditions  is shown in the discussion of electric revenues and
gas  revenues.

     SALES  GROWTH  -  The  following  table  summarizes  NSP's growth in actual
electric  and  gas  sales and growth on a weather normalized (W/N) basis for the
9-month  period  ended  September  30, 1999, as compared with the same period in
1998.  NSP's weather normalization process removes the estimated impact on sales
of  temperature  variations  from  historical  averages.

	     PERCENTAGE SALES GROWTH             9 MONTHS ENDED
	     -----------------------             --------------
						 ACTUAL    W/N
						 ------    ---
	     Electric Residential                 2.6 %   0.8 %
	     Electric Industrial and Commercial   1.1 %   1.0 %
	     Total Electric Retail                1.5 %   0.9 %
	     Electric Resale                      2.0 %   1.4 %
	     Firm Gas Sales                      14.7 %   4.7 %

FIRST  NINE  MONTHS  1999  VS.  FIRST  NINE  MONTHS  1998
- ---------------------------------------------------------

     ELECTRIC  REVENUES  for  the  first  nine  months  of  1999 increased $11.1
million,  or  3.7  percent,  compared  with  the first nine months of 1998.  The
following  table  summarizes  the change in electric revenues.  Power supply and
transmission  revenue  relates  to  interchange agreement revenues received from
NSP-Minnesota  and  reflect  a  net  decrease  in  NSP-Wisconsin's  fuel  and
transmission  expenses.

	 ELECTRIC REVENUES                             1ST NINE MONTHS
	 (MILLIONS OF DOLLARS)                          1999 VS. 1998
	 ---------------------                          -------------
						    $ CHANGE     % CHANGE
						    --------     --------

	 Sales growth (excluding weather impact)      $ 2.7         1.2 %
	 Weather impact                                 1.5         0.6 %
	 Rate changes                                   6.2         2.6 %
						      ------       ------
	 Total electric sales revenue                 $10.4         4.4 %
	 Power supply revenue                           0.7         1.7 %
						      ------       ------
	 Total electric revenue increase              $11.1         3.7 %
						      ======       ======

     ELECTRIC  MARGIN  equals  electric   revenues  minus  production  expenses,
consisting  of purchased and interchange power and fuel for electric generation.
Electric margin increased $9.3 million, or 6.5% in the first nine months of 1999
compared with the first nine months of 1998.  Production expenses increased $1.8
million,  or  1.1  percent.    Higher  variable  costs  of energy purchased from
NSP-Minnesota  in  1999  were  partially offset by lower fuel costs for electric
generation  and  lower  fixed  demand  expenses  billed  from  NSP-Minnesota.

     GAS  REVENUES for the first nine months of 1999 increased  $2.0 million, or
3.8  percent,  compared with the first nine months of 1998.  The following table
summarizes  the  change  in  gas  revenues.    Changes in per unit gas costs are
reflected  in  customer  rates  through  the  purchased  gas  adjustment  clause
mechanism.

	 GAS REVENUES                                 1ST NINE MONTHS
	 (MILLIONS OF DOLLARS)                         1999 VS. 1998
	 ---------------------                         -------------
						    $ CHANGE     % CHANGE
						    --------     --------

	 Sales growth (excluding weather impact)     $ 2.0        3.8 %
	 Weather impact                                1.2        2.3 %
	 Rate changes                                 (1.2)      (2.3 %)
						   --------     ---------
	 Total gas revenue increase                  $ 2.0        3.8 %
						   ========     =========

     GAS  MARGIN equals gas revenues minus the cost of purchased gas.   Electric
margin  increased $1.5 million or 8.4% in the first nine months of 1999 compared
to  the first nine months of 1998.  Purchased gas expense increased $0.5 million
or 1.5%.  The cost of additional gas purchases to support 6.1% higher unit sales
volumes  was  partially offset by lower per unit gas costs charged by suppliers.

     OTHER  OPERATING,  MAINTENANCE,  CONSERVATION DEMAND SIDE MANAGEMENT (DSM),
AND  ADMINISTRATIVE  AND GENERAL (A&G) expenses together increased $1.7 million,
or  2.4  percent,  in  the  first nine months of 1999 compared to the first nine
months  of  1998.    The  increase is due primarily to increased maintenance and
amortization  of  regulatory  deferred  network  transmission service (NTS) fees
offset  by  lower  authorized  DSM  in  the  first  nine  months  of  1999.

     DEPRECIATION  AND  AMORTIZATION  expense  increased  $2.5  million,  or 8.6
percent, in the first nine months of 1999 compared with the same period of 1998.
The  increase  is  due  mainly  to  normal  increases  in  plant  in service and
additional  depreciation  authorized  by  the  PSCW  in  September  1998.

<PAGE>

     YEAR 2000 (Y2K) READINESS -  This information 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,  including NSP-Wisconsin, is on schedule for completion of its Y2K project.

- -    On  September 30, 1999, 99 percent of both NSP's mission-critical and  non-
     critical  systems  and  processes  were  Y2K  Ready.
- -    On  June  30, 1999,  NSP completed its contingency plans as required by the
     North American  Electric  Reliability  Council.    NSP's  contingency plans
     are comprehensive and  include the following actions:  the establishment of
     back-up  or   alternative   data   and  voice  communications,   increasing
     generation  reserves,  coordination  with  government  agencies,  increased
     staffing   levels  during   Y2K  critical   time  periods,  and  conducting
     readiness drills.
- -    By December 31,  1999, NSP expects to have completed the implementation and
     testing  of  all  applications.

     Since  the  start  of  the  Y2K project in 1996 through September 30, 1999,
NSP-Wisconsin  has spent approximately $1.2 million for Y2K remediation efforts,
which has been expensed as incurred.  The additional development and remediation
costs  necessary  for  NSP-Wisconsin  to  prepare  for  Y2K  is  estimated to be
approximately  $170,000.

     ACCOUNTING  CHANGE  -  In June 1998, the FASB issued Statement of Financial
Accounting  Standard  (SFAS) No. 133, "Accounting for Derivative Instruments and
Hedging  Activities." This statement requires that all derivatives be recognized
at  fair  value in the balance sheet and all changes in fair value be recognized
currently  in earnings or deferred as a component of other comprehensive income,
depending  on the intended use of the derivative, its resulting designation, and
its  effectiveness.  NSP plans to adopt this standard in 2001, as required.  NSP
has  not  yet  determined  that potential impact of implementing this statement.

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 nine months ended Sept.
			 30,  1999.

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

(B)          REPORTS  ON  FORM  8-K

	       None

<PAGE>

				   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:    Nov.  8,  1999
	 --------------

<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>                   9-MOS
<FISCAL-YEAR-END>               DEC-31-1998
<PERIOD-END>                    SEP-30-1999
<BOOK-VALUE>                     PER-BOOK

<TOTAL-NET-UTILITY-PLANT>           737,006
<OTHER-PROPERTY-AND-INVEST>          12,138
<TOTAL-CURRENT-ASSETS>               65,818
<TOTAL-DEFERRED-CHARGES>             53,522
<OTHER-ASSETS>                            0
<TOTAL-ASSETS>                      868,484
<COMMON>                             86,200
<CAPITAL-SURPLUS-PAID-IN>            10,541
<RETAINED-EARNINGS>                 255,010
<TOTAL-COMMON-STOCKHOLDERS-EQ>      351,751
                     0
                               0
<LONG-TERM-DEBT-NET>                231,928
<SHORT-TERM-NOTES>                   58,800
<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>      226,005
<TOT-CAPITALIZATION-AND-LIAB>       868,484
<GROSS-OPERATING-REVENUE>           364,021
<INCOME-TAX-EXPENSE>                 16,748
<OTHER-OPERATING-EXPENSES>          309,632
<TOTAL-OPERATING-EXPENSES>          326,380
<OPERATING-INCOME-LOSS>              37,641
<OTHER-INCOME-NET>                      419
<INCOME-BEFORE-INTEREST-EXPEN>       38,060
<TOTAL-INTEREST-EXPENSE>             13,692
<NET-INCOME>                         24,368
               0
<EARNINGS-AVAILABLE-FOR-COMM>        24,368
<COMMON-STOCK-DIVIDENDS>             20,248
<TOTAL-INTEREST-ON-BONDS>            12,139
<CASH-FLOW-OPERATIONS>               78,366
<EPS-BASIC>                         28.27
<EPS-DILUTED>                         28.27


</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.


© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission