CSW CREDIT INC
35-CERT, 1996-02-14
Previous: BEAUTICONTROL COSMETICS INC, SC 13G/A, 1996-02-14
Next: OHM CORP, SC 13G/A, 1996-02-14







               SECURITIES AND EXCHANGE COMMISSION

                     Washington, D.C.  20549



__________________________________________________
                                                  :
                In the Matter of                  :
                                                  :
                CSW CREDIT, INC.                  :  CERTIFICATE
                                                  :
      CENTRAL AND SOUTH WEST CORPORATION          :       OF
                                                  :
               File No. 70-7218                   :  NOTIFICATION
                                                  :
  (Public Utility Holding Company Act of 1935)    :
__________________________________________________:



      1.   CSW Credit, Inc. (Credit) hereby files a balance sheet
as  of December 31, 1995, statements of income for the three  and
twelve  month periods ended December 31, 1995, and notes  to  the
financial statements as Exhibit 1 attached hereto.

      2.   Credit hereby certifies that on December 31, 1995,  it
had $646,300,000 face amount of commercial paper outstanding at a
weighted  average  cost  of  5.83%.   This  amount  consisted  of
$272,200,000 issued and sold to Lehman Commercial Paper, Inc., as
dealer, and $374,100,000 issued and sold to Goldman Sachs &  Co.,
as  dealer, as shown in Exhibit 2 attached hereto.  Credit hereby
further  certifies  that  it  had no  other  material  borrowings
outstanding on December 31, 1995.

      3.   Credit  hereby files as Exhibit 3 attached hereto  the
earnings  coverage for Credit's indebtedness for the period  from
October  1,  1995 through December 31, 1995 and Credit's  capital
structure at December 31, 1995.  Credit hereby files as Exhibit 4
attached  hereto the twelve month average as of the end  of  each
month  of outstanding accounts receivable and bad debt write-offs
related to non-affiliated companies during said period.

      4.   With  respect to affiliated companies,  Credit  hereby
certifies  that  effective October 1,  1995  the  allowed  retail
returns on common equity for CPL and WTU changed from 13% and 12%
to  11.75%  and  11.375%,  respectively.   PSO's,  SWEPCO's,  and
Transok's  allowed return on common equity remained unchanged  in
all  regulatory  jurisdictions from the previous  certificate  of
notification.  Credit also hereby files the discount  calculation
for  affiliated companies, an analysis of the allowed returns  on
common  equity  and the factoring expense savings for  affiliated
companies as shown in Exhibits 5, 6 and 7, respectively, attached
hereto.
      5.  With respect to Houston Lighting & Power Company (HLP),
Credit  had  month ending average net receivables of $327,062,000
outstanding  during  the twelve months ended December  31,  1995.
During  the  quarter ended December 31, 1995  the  daily  maximum
borrowing  relating to the purchase of accounts  receivable  from
HLP was $370,791,000.

      6.   Credit hereby certifies it was in accordance with  the
50%  restriction on non-affiliated receivables during the quarter
ended December 31, 1995, as shown in Exhibit 4 attached hereto.

      7.   Credit  hereby  certifies  that  any  HLP  receivables
acquired during the quarter were retained by Credit.

      8.   Said  transactions have been carried out in accordance
with the terms and conditions of, and for the purpose represented
in,  the  Form U-1 Application-Declaration of Central  and  South
West  Corporation (CSW) and Credit, in File No. 70-7218,  and  in
accordance  with  the  terms and conditions of  the  Commission's
orders dated July 31, 1986, February 8, 1988, December 27,  1989,
August  30, 1990, December 21, 1990, December 24, 1991,  December
9, 1992, December 21, 1993, and December 16, 1994 permitting said
Application-Declaration to become effective,  and  the  Form  U-1
Application-Declaration of CSW, Central Power and  Light  Company
and Credit, in File No. 70-8037, and in accordance with the terms
and  conditions of the Commission's orders dated December 8, 1992
and December 29, 1992, permitting said Application-Declaration to
become effective.



























                             Page 2
                            
                            
                            SIGNATURE
                                


As requested by order of the Securities and Exchange Commission

pursuant to the Public Utility Holding Company Act of 1935,

Central and South West Services, Inc. has duly caused this report

to be signed on the 14th day of February 1996.






                         By :   /s/ Wendy G. Hargus
                                    Wendy G. Hargus
                                    Controller
                                    CSW Credit, Inc.




1616 Woodall Rodgers Freeway
P.O. Box 660164
Dallas, Texas 75266-0164
Telephone (214) 777-1000
                          
                          
                          EXHIBIT INDEX
                          -------------


Exhibit                                              Transmission
Number                    Exhibit                       Method
- -------                   -------                    ------------

   1         Balance sheet as of December 31,         Electronic
             1995, statements of income for the
             three and twelve month periods
             ended December 31, 1995, and
             notes to the financial statements.

   2         Commercial paper outstanding at          Electronic
             December 31, 1995.

   3         Earnings coverage for the period         Electronic
             from October 1, 1995 through
             December 31, 1995 and capital
             structure at December 31, 1995.

   4         Twelve month average as of the           Electronic
             end of each month of outstanding
             accounts receivable of affiliated
             and non-affiliated companies and bad
             debt write-offs related to non-
             affiliated companies during the
             period October 1, 1995 through
             December 31, 1995.

   5         Discount calculation for affiliated      Electronic
             companies for the three months
             ended December 31, 1995.

   6         Analysis of the allowed returns on       Electronic
             common equity for affiliated
             companies at December 31, 1995.

   7         Factoring expense savings for            Electronic
             affiliated companies for the three
             months ended December 31, 1995.










                             Page 4
                                


                                                        EXHIBIT 1
                                                        ---------

                        CSW CREDIT, INC.
                          BALANCE SHEET
                        DECEMBER 31, 1995
                           (thousands)
                            UNAUDITED


                             ASSETS
                             -------
                                
                                
Accounts receivable-affiliated                           $341,701
Accounts receivable-non-affiliated                        323,086
Less:  Allowance for doubtful accounts                      6,632
                                                         --------
                                                          658,155

Cash and temporary cash investments                        41,777
Other assets                                                7,708
                                                         --------
                                                         $707,640
                                                         ========



              LIABILITIES AND STOCKHOLDER'S EQUITY
              ------------------------------------


Short-term debt                                          $646,300
Deferred credit                                            13,415
Other liabilities                                           1,830
Unearned revenues                                           2,492


Stockholder's equity
  Common stock, no par; authorized
    1,000 shares; issued and
    outstanding 234 shares                                      1
  Paid-in capital                                          43,602
                                                         --------
                                                         $707,640
                                                         ========


         The accompanying notes to financial statements
            are an integral part of these statements.

                             Page 5


                        CSW CREDIT, INC.
                      STATEMENTS OF INCOME
             FOR THE PERIODS ENDED DECEMBER 31
                           (thousands)
                            UNAUDITED
                                
                                
                      Three Months Ended         Twelve Months Ended
                  --------------------------  --------------------------
                         1995       1994          1995         1994
                  ------------ -------------  ------------ -------------
REVENUES             $17,031      $15,771       $70,550      $59,362
                      ------      -------       -------      -------
OPERATING EXPENSES
  Interest             9,802        9,006        40,100       31,201
  Provision for
    bad debts          3,080        2,174        12,129        9,347
  Credit line fees       287          836           945        2,153
  General and
    administrative       990        1,769         5,377        6,940
                      ------      -------      --------       ------
                      14,159       13,785        58,551       49,641
                      ------      -------      --------       ------

INCOME BEFORE TAXES    2,872        1,986        11,999        9,721
                      ------      -------       -------      -------

FEDERAL INCOME TAXES
  Current              2,219           54           220        3,755
  Deferred            (1,485)         641         4,250         (987)
                      ------      -------       -------      -------
                         734          695         4,470        2,768
                      ------      -------       -------      -------
NET INCOME           $ 2,138      $ 1,291       $ 7,529      $ 6,953
                      ======      =======        ======     ========

           The accompanying notes to financial statements
               are an integral part of these statements.












                             Page 6
                                
                        CSW CREDIT, INC.
                  NOTES TO FINANCIAL STATEMENTS
                        DECEMBER 31, 1995
                            UNAUDITED

(1)  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

      CSW Credit, Inc. (Company) is a wholly owned subsidiary  of
Central  and South West Corporation (CSW), and purchases, without
recourse,  the accounts receivable of CSW's operating  subsidiary
companies  and  non-affiliated companies.  The  more  significant
accounting policies are summarized below:

       Revenue Recognition-

      Revenues are generally recorded for the difference  between
the  face  amount of the receivables purchased and  the  purchase
price.

       Allowance for Doubtful Accounts-

      The Company maintains an allowance for doubtful accounts at
a  level  which reflects the amount of receivables not reasonably
expected   to   be  collected.   The  allowance   is   determined
principally  on the basis of collection experience.   Receivables
are charged off when they are determined to be uncollectable.

       Federal Income Taxes-

      The  Company, together with affiliated companies,  files  a
consolidated  Federal  income tax  return.   Federal  income  tax
expense  resulted  in an effective rate of  37%  for  the  twelve
months ended December 31, 1995.

      Deferred income taxes resulted from the differences between
tax  deductions  for  bad  debts  and  those  expensed  for  book
purposes.   The Internal Revenue Code provides for tax deductions
for bad debts when they are charged off.

       Related Party Transactions-

      The  Company is managed by Central and South West Services,
Inc.  (CSWS),  a  wholly owned subsidiary of CSW.  CSWS  provides
administrative services to the Company and is reimbursed for  the
cost of such services.

(2)  REGULATION

      The  Company is subject to regulation by the SEC under  the
Public Utility Holding Company Act of 1935, as amended.  The  SEC
has  approved  the Company's method of calculating  the  discount
associated   with  the  purchase  of  CSW  subsidiary  companies'
accounts receivable.




                             Page 7

(3)  SHORT-TERM FINANCING

      The Company issues commercial paper that is secured by  the
assignment  of  its receivables.  The weighted  average  interest
rate for the twelve months ended December 31, 1995, was 6.0%.  At
December  31, 1995, the Company had a revolving credit  agreement
aggregating $900 million to back up its commercial paper program.

(4)  Houston Lighting & Power Company (HLP)-

      The  Company  is  currently subject  to  a  Securities  and
Exchange Commission (SEC) restriction (50% Restriction) such that
the average amount of non-affiliated receivables is less than the
average  amount of affiliated receivables outstanding as  of  the
end of each calendar month during the preceding 12 month period.

      The Company has complied with the 50% Restriction since the
purchase  of  HLP receivables and has received SEC  authority  to
sell  a  sufficient  amount of HLP receivables  acquired  by  the
Company  from HLP to unrelated third parties so that the  Company
remains in compliance with the 50% Restriction.































                             Page 8

                                                        EXHIBIT 2
                                                        ---------
                        CSW CREDIT, INC.
                  COMMERCIAL PAPER OUTSTANDING
                  LEHMAN COMMERCIAL PAPER, INC.
                        DECEMBER 31, 1995
                           (thousands)

     MATURITY          ISSUE           PAR         DISCOUNT       WEIGHTED
      DATE             DATE           AMOUNT         RATE       AVERAGE COST
     --------         --------      ---------      --------     ------------
     01/19/96         11/06/95      $ 18,000       5.7800%         5.8495%
     01/23/96         10/30/95        17,400       5.8000          5.8805
     01/24/96         11/08/95        40,000       5.8100          5.8831
     01/26/96         11/02/95        13,600       5.7800          5.8600
     01/30/96         11/09/95        25,000       5.8000          5.8777
     02/09/96         11/13/95        22,500       5.7500          5.8320
     02/12/96         12/05/95        16,500       5.7500          5.8141
     02/13/96         11/22/95        10,300       5.7200          5.7964
     02/13/96         12/07/95        21,600       5.7500          5.8131
     02/14/96         12/04/95         9,300       5.7500          5.8169
     02/14/96         11/21/95         6,500       5.7200          5.7983
     02/16/96         11/15/95        20,200       5.7200          5.8058
     02/20/96         12/13/95        25,000       5.7300          5.7936
     02/20/96         11/17/95         5,800       5.7200          5.8077
     02/22/96         12/12/95        10,500       5.7200          5.7862
     02/23/96         12/06/95        10,000       5.7200          5.7927

                                    --------
                                    $272,200
                                    ========
                                
                                
                                
                                
                                
                                
                                
                                
                                
                                
                                
                                
                                
                                
                                
                                
                                
                                
                                
                                
                                
                             Page 9

                        CSW CREDIT, INC.
                  COMMERCIAL PAPER OUTSTANDING
                       GOLDMAN SACHS & CO.
                        DECEMBER 31, 1995
                           (thousands)

     MATURITY          ISSUE           PAR         DISCOUNT       WEIGHTED
      DATE             DATE           AMOUNT         RATE       AVERAGE COST
     --------         --------      ---------      --------     ------------
     01/11/96         10/27/95      $ 12,900       5.8000%          5.8719%
     01/12/96         10/26/95        15,500       5.7800           5.8533
     01/17/96         11/03/95        17,104       5.8000           5.8709
     01/18/96         11/08/95         1,907       5.8000           5.8671
     01/18/96         11/08/95        15,693       5.8000           5.8671
     01/18/96         11/07/95         8,200       5.8000           5.8681
     01/22/96         11/10/95        18,000       5.7900           5.8588
     01/22/96         11/14/95         6,900       5.8000           5.8652
     01/22/96         11/16/95         1,600       5.7800           5.8429
     01/25/96         11/03/95         1,596       5.7800           5.8581
     01/25/96         11/03/95         4,000       5.7750           5.8529
     01/25/96         11/09/95        18,400       5.7800           5.8524
     01/29/96         11/17/95         1,000       5.7700           5.8383
     01/29/96         11/13/95         4,000       5.7800           5.8524
     02/05/96         12/06/95        12,500       5.7500           5.8066
     02/06/96         11/27/95         2,000       5.7500           5.8160
     02/06/96         11/27/95        20,200       5.7500           5.8160
     02/07/96         11/15/95        15,000       5.7300           5.8076
     02/08/96         11/17/95        27,700       5.7300           5.8067
     02/09/96         11/13/95        31,000       5.7500           5.8320
     02/15/96         11/16/95        13,700       5.7300           5.8142
     02/20/96         12/13/95        15,000       5.7400           5.8039
     02/21/96         12/13/95         1,700       5.7400           5.8048
     02/21/96         12/08/95        14,300       5.7200           5.7890
     02/22/96         12/13/95        11,800       5.7400           5.8057
     02/22/96         12/11/95         8,200       5.7200           5.7871
     02/27/96         12/14/95        48,700       5.7500           5.8197
     02/28/96         12/15/95        25,500       5.7500           5.8197
                                    --------
                                    $374,100
                                    ========



 TOTAL COMMERCIAL PAPER OUTSTANDING:
 Lehman Commercial Paper, Inc.      $272,200
 Goldman Sachs & Co.                 374,100
                                    --------
                                    $646,300
                                    ========



                             Page 10


                                                        EXHIBIT 3
                                                        ---------

                        CSW CREDIT, INC.
                        EARNINGS COVERAGE
                   (thousands, except ratios)



                                           1995
                         ----------------------------------------
                          OCTOBER        NOVEMBER       DECEMBER
                         ---------      ----------     ----------

Net Income                $    689       $    651       $    798
Income Taxes                   371            (66)           429
Interest Expense             3,690          3,049          3,063
                         ---------      ----------     ----------
                          $  4,750       $  3,633       $  4,290
                          ========       ========       ========


Interest Expense          $  3,690       $  3,049       $  3,063



Ratio of Earnings
  to Fixed Charges            1.29           1.19           1.40
                          --------        -------       --------




                        CAPITAL STRUCTURE
                        DECEMBER 31, 1995
                           (thousands)



Short-term Debt                  $ 604,600         93%
Common Equity                       43,603          7%
                                 ---------       -----
     Total                       $ 648,203        100%
                                 =========       =====








                             Page 11


                                                        EXHIBIT 4
                                                        ---------


                        CSW CREDIT, INC.
              AVERAGE MONTH END ACCOUNTS RECEIVABLE
                           (thousands)



                                            1995
                        ---------------------------------------------
                         Twelve Months  Twelve Months  Twelve Months
                             Ended          Ended          Ended
                          October 31     November 30     December 31
                        --------------  -------------  --------------
Non-Affiliated-HL&P       $ 329,632       $ 327,779       $ 327,062



HLP net receivables         329,632         327,779         327,062
Non-Affiliated-Other         26,666          27,167          27,675

Total Non-Affiliated        356,298         354,946         354,737

Less: Affiliated            361,545         361,668         363,931

Excess Restriction        $  (5,247)      $  (6,722)     $   (9,194)









                              BAD DEBT WRITE-OFFS
                                  (thousands)


                                     1995
                      ----------------------------------------

                       OCTOBER       NOVEMBER       DECEMBER
                      ---------     ----------     ----------

Non-Affiliated       $   553        $   719        $ 1,088




                             Page 12


                                                        EXHIBIT 5
                                                        ---------


                 CENTRAL POWER AND LIGHT COMPANY
                      DISCOUNT CALCULATION
              THREE MONTHS ENDED DECEMBER 31, 1995




                                                 Retail      Wholesale
                                                --------     ---------

Weighted Cost of Capital (Annualized)           0.064904      0.065874
Average Days Outstanding                           36.93         52.79
                                                --------      --------
Weighted Cost of Capital (Average               0.006575      0.009540
Days Outstanding)
Collection Experience Factor                    0.002457      0.000000
Agency Fee Rate                                 0.020000      0.020000
                                                --------      --------
Total Discount Factor                           0.029031      0.029540
                                                ========      ========





ASSUMPTIONS
- -----------
INTEREST RATE                              0.05830
RETAIL ROCE                                0.11750
WHOLESALE ROCE                             0.12980
TAX RATE                                   0.38000
DEBT RATIO                                 0.95000
EQUITY RATIO                               0.05000














                             Page 13
               PUBLIC SERVICE COMPANY OF OKLAHOMA
                      DISCOUNT CALCULATION
              THREE MONTHS ENDED DECEMBER 31, 1995





                                                 Retail      Wholesale
                                                --------     ---------

Weighted Cost of Capital (Annualized)            0.064277     0.065874
Average Days Outstanding                            46.93        95.61
                                                 --------     --------
Weighted Cost of Capital (Average                0.008261     0.017233
Days Outstanding)
Collection Experience Factor                     0.002958     0.000000
Agency Fee Rate                                  0.020000     0.020000
                                                 --------     --------
Total Discount Factor                            0.031218     0.037233
                                                 ========     ========





ASSUMPTIONS
- -----------
INTEREST RATE                              0.05830
RETAIL ROCE                                0.11000
WHOLESALE ROCE                             0.12980
TAX RATE                                   0.38000
DEBT RATIO                                 0.95000
EQUITY RATIO                               0.05000

















                             Page 14
               SOUTHWESTERN ELECTRIC POWER COMPANY
                      DISCOUNT CALCULATION
              THREE MONTHS ENDED DECEMBER 31, 1995
                                





                                       Arkansas  Louisiana   Texas   Wholesale
                                       --------  ---------  -------  ---------

Weighted Cost of Capital (Annualized)  0.065890  0.067100  0.068067   0.065874
Average Days Outstanding                  43.87     49.93     37.64      65.75
                                       --------  --------  --------   --------
Weighted Cost of Capital (Average      0.007915  0.009188  0.007016   0.011861
Days Outstanding)
Collection Experience Factor           0.001566  0.001693  0.001254   0.000000
Agency Fee Rate                        0.020000  0.020000  0.020000   0.020000
                                       --------  --------  --------   --------
Total Discount Factor                  0.029482  0.030881  0.028270   0.031861
                                       ========  ========  ========   ========





ASSUMPTIONS
- -----------
INTEREST RATE                          0.05830
ARKANSAS ROCE                          0.13000
LOUISIANA ROCE                         0.14500
TEXAS ROCE                             0.15700
WHOLESALE ROCE                         0.12980
TAX RATE                               0.38000
DEBT RATIO                             0.95000
EQUITY RATIO                           0.05000














                             Page 15
                  WEST TEXAS UTILITIES COMPANY
                      DISCOUNT CALCULATION
              THREE MONTHS ENDED DECEMBER 31, 1995




                                                 Retail      Wholesale
                                                --------     ---------

Weighted Cost of Capital (Annualized)           0.064590      0.065874
Average Days Outstanding                           58.41         29.18
                                                --------      --------
Weighted Cost of Capital (Average               0.010340      0.005265
Days Outstanding)
Collection Experience Factor                    0.002805      0.000000
Agency Fee Rate                                 0.020000      0.020000
                                                --------      --------
Total Discount Factor                           0.033145      0.025265
                                                ========      ========





ASSUMPTIONS
- -----------
INTEREST RATE                              0.05830
RETAIL ROCE                                0.11375
WHOLESALE ROCE                             0.12980
TAX RATE                                   0.38000
DEBT RATIO                                 0.95000
EQUITY RATIO                               0.05000


















                             Page 16
                          TRANSOK, INC.
                      DISCOUNT CALCULATION
              THREE MONTHS ENDED DECEMBER 31, 1995






Weighted Cost of Capital (Annualized)             0.065874

Daily Rate                                        0.000180

Collection Experience Factor                      0.000000

Agency Fee Rate                                   0.020000
                                                  --------
Total Discount Factor                                (A)
                                                  ========




ASSUMPTIONS
- -----------
INTEREST RATE                                     0.05830
RETURN ALLOWED                                    0.12980
TAX RATE                                          0.38000
DEBT RATIO                                        0.95000
EQUITY RATIO                                      0.05000





(A) Total discount factor varies for each customer and is
    calculated using average days outstanding for that customer.














                             Page 17


                                                        EXHIBIT 6
                                                        ---------

                        CSW CREDIT, INC.
                ALLOWED RETURNS ON COMMON EQUITY
                        DECEMBER 31, 1995




                              ALLOWED
                              RETURN (1)
                              ----------

CPL
   - RETAIL                   11.750%
   - WHOLESALE                12.980%

PSO
   - RETAIL                   11.000%
   - WHOLESALE                12.980%

SWEPCO
   - ARKANSAS                 13.000%
   - LOUISIANA                14.500%
   - TEXAS                    15.700%
   - WHOLESALE                12.980%

WTU
   - RETAIL                   11.375%
   - WHOLESALE                12.980%

TRANSOK                       12.980%





(1) Monthly adjustments are made to compensate for fluctuations
in interest rates and average days outstanding to ensure that
actual returns on common equity do not exceed those allowed on
common equity.










                             Page 18


                                                        EXHIBIT 7
                                                        ---------



                        CSW CREDIT, INC.
                      AFFILIATED COMPANIES
                    FACTORING EXPENSE SAVINGS
              THREE MONTHS ENDED DECEMBER 31, 1995
                           (thousands)






                     20% Equity        5% Equity        Savings
                     ----------        ---------        -------

CPL                  $    2,353       $    1,804       $    549
PSO                       1,721            1,340            381
SWEPCO                    1,983            1,423            560
WTU                         609              468            141
TRANSOK                   1,754            1,304            450
                       --------         --------        -------
TOTAL                $    8,420        $   6,339       $  2,081
                       ========         ========        =======
























                             Page 19





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