CSW ENERGY INC
35-CERT, 1996-08-29
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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 Energy, Inc.                                            REPORT FOR PERIOD
Dallas, Texas  75266-0789                                   April 1, 1996 to
                                                            June 30, 1996
File No.  070-07758                                         PURSUANT TO RULE 24


        This report is filed under Rule 24 of the Public Utility Holding Company
Act of 1935 by CSW Energy, Inc. ("CSW Energy"), a wholly owned subsidiary of
Central and South West Corporation ("CSW"). Under HCAR 35-26417, CSW Energy is
authorized to participate in cogeneration projects and to provide consulting
services with respect to IPPs. Attached is the information required pursuant to
HCAR 35-26417.

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

(2)     Income statements for the twelve months ended. See Exhibit B.

(3)     Name, owner, and location of each IPP served by CSW Energy during the
        quarter.  None.

(4)     The amount of compensation received for each IPP project. None.

(5)     Information on intercompany transactions with CSW Energy related to CSW
        Energy's consulting services, including (a) the name of each associate
        company providing services, (b) a listing of services provided and (c)
        the total dollar amount of services provided, broken down by associate 
        company. See Exhibit C.


<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 Energy, Inc. has duly caused this report to be
signed on its behalf on this 26th day of August 1996.



                                                     CSW Energy, Inc.


                                                     /s/  EDDIE PEEBLES
                                                          Eddie Peebles
                                                          Controller


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


ASSETS

Current Assets
            Accounts Receivable                          $1,882
            Other Current Assets                             14
                                                      ---------
                                                          1,896
                                                      ---------

Other Assets
            Equity Investments                          193,023
            Notes Receivable                              1,425
            Deferred Charges and Other                    9,996
                                                      ---------
                                                        204,444

                                                      ---------
TOTAL                                                  $206,340
                                                      =========


LIABILITIES AND EQUITY

Current Liabilities
            Accounts Payable and Other                  $36,862
            Borrowings from CSW Corp.                    68,043
                                                      ---------
                                                        104,905
                                                      ---------
Deferred Credits
            Other Liabilities                             5,304
            Accumulated Deferred Income Taxes            33,639
                                                      ---------
                                                         38,943
                                                      ---------

Stockholder's Equity
            Common Stock                                      1
            Paid in Capital                              70,728
            Retained Earnings                            (8,237)
                                                      ---------
                                                         62,492

                                                      ---------
TOTAL                                                  $206,340
                                                      =========

                                CSW Energy, Inc.
                              Statements of Income
               For the Twelve Months Ended June 30, 1996 and 1995
                                   (Unaudited)
                                    ($000's)


Income:                                                6/30/96    6/30/95
                                                      --------    -------

       Income from Equity Investments                  $14,702    $15,266
       Interest Income                                   6,910     18,543
       Misc. Income                                      4,021     25,660
                                                      --------    -------
                                                        25,633     59,469


Expenses:
       Depreciation and Amortization                     2,466      1,289
       Outside Services                                  3,929      4,032
       Interest Expense                                 10,198     11,338
       General and Administrative Expense, net          23,557     29,128
                                                      --------    -------
                                                        40,150     45,787

Net Income/(Loss) Before Tax                           (14,517)    13,682

(Credit)/Expense  for Income Taxes                      (5,635)     5,383
                                                      --------    -------

Net Income/(Loss)                                       (8,882)     8,299
                                                      ========    =======

                                CSW Energy, Inc.
                        Intercompany Service Transactions
                     For the Six Months Ended June 30, 1996
                                   (Unaudited)



    Name                                    Type of Service             Amount
- -------------                            ----------------------       ----------
Central and South West Services,     Salaries, overheads, and travel  $1,262,373
Inc. (Wholly owned subsidiary of     in support of CSW Energy, Inc.
Central and South West Corporation)  projects.


Transok, Inc. *                      Salaries, overheads, and travel  $   41,486
(Wholly owned subsidiary of          in support of CSW Energy, Inc.
Central and South West Corporation)  projects.


Central and South West Corporation   Interest on cash advances        $2,049,062
(Parent)                             provided to CSW Energy, Inc.


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


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