WISCONSIN ENERGY CORP
U-1/A, 1996-04-12
ELECTRIC & OTHER SERVICES COMBINED
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<PAGE>


        As filed with the Securities and Exchange Commission on April 12, 1996

   
                                                               File No. 70-08833
    
                                    UNITED STATES
                          SECURITIES AND EXCHANGE COMMISSION
                               WASHINGTON, D.C.  20549

                             ----------------------------
   
                                  AMENDMENT NO. 1 TO
    
                           FORM U-1 APPLICATION-DECLARATION

                                        UNDER

                    THE PUBLIC UTILITY HOLDING COMPANY ACT OF 1935

                           -------------------------------
   
       Northern States Power Company     Wisconsin Electric Power Company
       414 Nicollet Mall                 231 West Michigan Street
       Minneapolis, Minnesota  55401     Milwaukee, Wisconsin  53201

       Wisconsin Energy Corporation      Northern Power Wisconsin Corp.
       231 West Michigan Street          414 Nicollet Mall
       Milwaukee, Wisconsin  53203       Minneapolis, Minnesota  55401

       Northern States Power Company 
       100 North Barstow Street
       Eau Claire, Wisconsin   54703
    


                       (Name of companies filing this statement
                     and address of principal executive offices)

                                         None

                   (Name of top registered holding company parent)


James J. Howard                           Richard A. Abdoo
Chairman of the Board, President and      Chairman of the Board, President and
Chief Executive Officer                   Chief Executive Officer
Northern States Power Company             Wisconsin Energy Corporation
414 Nicollet Mall                         231 West Michigan Street
Minneapolis, Minnesota  55401             Milwaukee, Wisconsin  53203

                      (Name and addresses of agents for service)

The Commission is requested to send copies of all notices, orders and
communications in connection with this Application-Declaration to:

Gary R. Johnson                           Walter T. Woelfle
Vice President, General Counsel           Director, Legal Services Department
and Secretary                             Wisconsin Electric Power Company
Northern States Power Company             231 West Michigan Street
414 Nicollet Mall                         Milwaukee, Wisconsin  53203
Minneapolis, Minnesota  55401

Peter D. Clarke                           Gary W. Wolf
Gardner, Carton & Douglas                 Cahill Gordon & Reindel
321 North Clark Street                    80 Pine Street
Suite 3400                                New York, New York  10005
Chicago, Illinois  60610

<PAGE>

   
Northern States Power Company, a Minnesota corporation currently exempt from
registration under the Public Utility Holding Company Act, as amended (the
"Act") pursuant to Section 3(a)(2), and Wisconsin Energy Corporation, a
Wisconsin corporation currently exempt from registration under the Act pursuant
to Section 3(a)(1), hereby file this Amendment No. 1 to the Form U-1 Application
in this File No. 70-08833 for the purpose of amending the Application in the
manner described below and for the purpose of amending the cover page and 
signature page of the Application to add Wisconsin Electric Power Company, 
Northern Power Wisconsin Corp. and Northern States Power Company, a Wisconsin 
corporation, as applicants.  In all other respects, the Application as 
previously filed will remain the same.

Item 6.  Exhibits and Financial Statements

    Item 6 is hereby amended by deleting all reference to Exhibits D-1.1, 
D-1.2, D-1.3, D-2.1, D-3.1, D-4.1, D-5.1 and D-6.1 and inserting the following 
in its place:

         D-1.1     Original and supplemental testimony of Dr. Joe D. Pace to
                   the FERC
         D-1.2     Supplemental testimony of Jose M. Delgado before the FERC
         D-1.3     Application of NSP, WEC and WEPCO before the FERC
         D-1.4     Supplemental Application of NSP, WEC and WEPCO before the
                   FERC
         D-1.5     Motion to Supplement Application, dated March 15, 1996, of
                   NSP, WEC and WEPCO before the FERC
         D-2.1     Application of NSP before the MPUC
         D-3.1     Application of NSP, WEC, NSP-W and WEPCO before PSCW
         D-4.1     Application of NSP before NDPSC
         D-5.1     Application of NSP, WEC, NSP-W and WEPCO before MPSC
         D-6.1     Letter of NSP to SDPUC requesting SDPUC to disclaim
                   jurisdiction
         D-6.2     Order of SDPUC disclaiming jurisdiction

Index of Exhibits

    The Index of Exhibits is hereby amended by deleting all reference to 
Exhibits D-1.1, D-1.2, D-1.3, D-2.1, D-3.1, D-4.1, D-5.1 and D-6.1 and inserting
the following in its place:

<TABLE>
<CAPTION>
Method of               Exhibit
 Filing                 Number                   Description
 ------                 ------                   -----------
<S>                     <C>            <C>
   P                    D-1.1          Original and supplemental testimony of
                                       Dr. Joe D. Pace to the FERC
</TABLE>

                                         II 1
    

<PAGE>

   
<TABLE>
<CAPTION>
Method of                   Exhibit
 Filing                     Number              Description
 ------                     ------              -----------
<S>                         <C>        <C>  
   P                         D-1.2     Supplemental testimony of Jose M.
                                       Delgado before the FERC

   P                         D-1.3     Application of NSP, WEC and WEPCO
                                       before the FERC

   P                         D-1.4     Supplemental Application of NSP, WEC
                                       and WEPCO before the FERC

   P                         D-1.5     Motion to Supplement Application, dated
                                       March 15, 1996, of NSP, WEC and
                                       WEPCO before the FERC

   P                         D-2.1     Application of NSP before the MPUC

   P                         D-3.1     Application of NSP, WEC, NSP-W and
                                       WEPCO before PSCW

   P                         D-4.1     Application of NSP before NDPSC

   P                         D-5.1     Application of NSP, WEC, NSP-W and
                                       WEPCO before MPSC

   P                         D-6.1     Letter of NSP to SDPUC requesting
                                       SDPUC to disclaim jurisdiction

   P                         D-6.2     Order of SDPUC disclaiming jurisdiction

</TABLE>

                                         II 2
    

<PAGE>

   
                                      SIGNATURE

    Pursuant to the requirements of the Public Utility Holding Company Act of
1935, each of the undersigned companies has duly caused this amendment to be
signed on its behalf by the undersigned thereunto duly authorized.

NORTHERN STATES POWER COMPANY          WISCONSIN ENERGY CORPORATION
(a Minnesota corporation)

BY: /s/ E. J. McIntyre                 BY:  /S/ Calvin H. Baker
    E. J. McIntyre                          Calvin H. Baker
    Vice President and                      Treasurer and
    Chief Financial Officer                 Chief Financial Officer


NORTHERN POWER WISCONSIN CORP.         WISCONSIN ELECTRIC POWER COMPANY

BY: /s/ E. J. McIntyre                 BY:  /s/ Calvin H. Baker
    E. J. McIntyre                          Calvin H. Baker
    Vice President                          Treasurer and Chief Financial
                                             Officer


NORTHERN STATES POWER COMPANY
  (a Wisconsin corporation)

BY: /s/ Neal A. Siikarla
    Neal A. Siikarla
    Treasurer and Chief Financial
     Officer

Date:    April 11, 1996

                                         II 3
    


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