CSW ENERGY INC
35-CERT, 1996-08-30
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                            UNITED STATES OF AMERICA
                                   before the
                       SECURITIES AND EXCHANGE COMMISSION


PUBLIC UTILITY HOLDING COMPANY ACT OF 1935

- ----------------------------------------------
In the matter of

CSW International, Inc.                                     REPORT FOR PERIOD
Dallas, Texas  75266-0789                                   April 1, 1996 to
                                                            June 30, 1996
File No.  070-8423                                          PURSUANT TO RULE 24


        This report is filed under Rule 24 of the Public Utility Holding Company
Act of 1935 by CSW International, Inc. ("CSW International"), a wholly owned
subsidiary of Central and South West Corporation ("CSW"). Under HCAR 35-26383,
CSW International is authorized to participate in foreign utility companies and
exempt wholesale generators and to provide consulting services with respect to
the same. Attached is the information required pursuant to HCAR 35-26383.

(1) Information on each investment made by CSWI, directly or indirectly, in any
    other project parent, indicating the amount and type of such investment and
    identifying the facility with respect to which such project parent was 
    organized. See Exhibit A.

(2) Information about the amount, type, and terms of securities (including 
    interest rate, maturity, and the basis for inflation adjustment in the case
    of non-recoursindebtedness denominated in any currency other than U.S. 
    dollars) issued by any  project parent to a third person.  See Exhibit B.

(3) A balance sheet as of the relevant report date. See Exhibit C.

(4) An income statement for the quarter ended. See Exhibit D.

(5) Information on intercompany transactions with CSW International related to
    CSW International's consulting services, including (a) the name of each
    associate company providing services, (b) a listing of services provided, 
    (c) the total dollar amount of services provided, broken down by associate 
    company, and (d) the aggregate outstanding amount, as of the relevant 
    quarterly reporting date, of all guarantees issued by or for the account of
    CSW, CSWI, or any project parent pursuant to this application declaration. 
    See Exhibit E.



<PAGE>


                                S I G N A T U R E


        As requested by order of this Commission pursuant to the Public Utility
Holding Company Act of 1935, CSW International, Inc. has duly caused this report
to be signed on its behalf on this 26th day of August, 1996.



                                                     CSW International, Inc.


                                                     /s/  EDDIE PEEBLES
                                                          Eddie Peebles
                                                          Controller


<TABLE>

                             CSW International, Inc.
                         Investments in Project Parents
                                  June 30, 1996
                                   (thousands)

<CAPTION>

                       Project                    Wholly Owned
 Facility              Parent                     Subsidiary Of                    Description           Investment
- ------------  --------------------------    -----------------------------   --------------------------  --------------
<S>           <C>                           <C>                             <C>                         <C>
SEEBOARD plc  CSW International, Inc.       Central and South West Corp.    Additional Paid-in-Capital   $     829,000

SEEBOARD plc  CSW International Two, Inc.   CSW International, Inc.         Additional Paid-in-Capital         829,000

SEEBOARD plc  CSW International Three, Inc. CSW International, Inc.         Not Applicable                           0

SEEBOARD plc  CSW UK Investments            CSW International Two, Inc.     AdditionallPaid-in-Capital         829,000
                                            and CSW International
                                            Three, Inc.

SEEBOARD plc  CSW (UK) plc                  CSW UK Investments              Additional Paid-in-Capital         829,000
</TABLE>




                             CSW International, Inc.
                            Non-recourse Indebtedness
                                  June 30, 1996
                                   (thousands)


                                                     Inflation
   Type             Term       Rate     Maturity     Adjustment       Amount
- ---------------- ----------  --------- ----------  -------------  --------------

Credit Facility    30 days    6.4465%   07/03/96        None     Pounds   10,000
Credit Facility    31 days    6.2165%   07/29/96        None     Pounds  803,627
  Loan Notes          NA        5.10%    10/2/02        None     Pounds   62,084




                             CSW International, Inc.
                                  Balance Sheet
                                  June 30, 1996
                                   (Unaudited)
                                    ($000's)


                                                             6/30/96
                                                          --------------

ASSETS

CURRENT ASSETS
            Cash                                        $       317,729
            Marketable Securities                                11,994
            Accounts Receivable                                 269,242
            Other Current Assets                                 20,696
                                                          --------------
                                                                619,661

NONCURRENT ASSETS
            Equity Investments                                   22,829
            Fixed Assets, net                                   948,678
            Goodwill                                          1,373,470
            Deferred Charges and Other                           69,774
                                                          --------------
                                                              2,414,751

TOTAL                                                   $     3,034,412
                                                          ==============


LIABILITIES AND EQUITY

LIABILITIES
            Accounts Payable and Other                  $       381,728
            Borrowings from CSW Corp.                            37,401
            Long Term Debt                                    1,417,084
            Other Liabilities                                    76,482
            Accumulated Deferred Income Taxes                   257,552
                                                          --------------
                                                              2,170,247

EQUITY
            Common Stock                                              1
            Paid in Capital                                     829,000
            Retained Earnings                                    43,785
            Currency Translation Adjustment                      (8,621)
                                                          --------------
                                                                864,165

TOTAL                                                   $     3,034,412
                                                          ==============




                             CSW International, Inc.
                               Statement of Income
                       For the Quarter Ended June 30, 1996
                                   (Unaudited)
                                    ($000's)


                                                           6/30/96
                                                          -----------
Income:

            Sales                                       $    394,215
            Interest Income                                    4,295
            Other Income                                         (86)
                                                          -----------

Total Income                                                 398,424


Expenses:

            Cost of Goods Sold                               286,990
            Other Expenses                                    25,241
            Depreciation and Amortization                     21,427
            Interest Expense                                  30,837
                                                          -----------
Total Expenses                                               364,495

Net Income Before Tax                                         33,929

Provision for Income Taxes                                    14,750
                                                          -----------

Net Income                                              $     19,179
                                                          ===========




                             CSW International, Inc.
                        Intercompany Service Transactions
                       For the Quarter Ended June 30, 1996
                                   (Unaudited)



                 Name                  Type of Service                  Amount
- ----------------------------  ----------------------------------   ------------
Transok, Inc. *               Salaries, overheads, and travel        $   46,733
(Wholly owned subsidiary of   in support of CSW International, Inc.
Central and South West        projects.
Corporation)

CSW Energy, Inc.              Salaries and overheads                 $  344,932
(Wholly owned subsidiary of   in support of CSW International, Inc.
Central and South West        projects.
Corporation)

Central and South West        Salaries, overheads, and travel        $1,288,813
Services, Inc. (Wholly owned  in support of CSW International, Inc.
Subsidiary of Central and     projects.
South West Corporation)


Guarantees issued by or for the account of CSW, CSWI, or any 
  project parent.                                                        None

*Transok was sold to Tejas Gas Corporation on June 6, 1996





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