CSW ENERGY INC
35-CERT, 1996-03-04
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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                    October 1, 1995 to
                                             December 31, 1995
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-recourse
     indebtedness denominated in any currency other than U.S.
     dollars) issued by any project parent to a third person.
     At 12/31/95, CSWI had a recorded liability,  related to its
     commitment to purchase additional SEEBOARD shares, for $1
     billion which was non-recourse to CSWI.  A credit facility
     has been established to  fund this liability; however, at
     year end 1995, no amounts had been drawn against this
     credit facility.

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

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

(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 D.



                      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 28th day of February, 1996.



                                   CSW International, Inc.


                                   /s/ _Eddie Peebles____
                                        Eddie Peebles
                                        Controller


<TABLE>
                                                                Exhibit A
                              CSW International, Inc.
                           Investments in Project Parents
                               December 31, 1995
                                  (thousands)
<CAPTION>

                        Project                  Wholly Owned
   Facility              Parent                  Subsidiary Of                      Description          Investment
<S>           <S>                            <S>                            <S>                          <C>

SEEBOARD plc   CSW International, Inc.        Central and South West Corp.   Recourse Equity Bridge Loan  $ 744,607
SEEBOARD plc   CSW International Two, Inc.    CSW International, Inc.        Recourse Equity Bridge Loan    744,607
SEEBOARD plc   CSW International Three, Inc.  CSW International, Inc.        Not Applicable                       0
SEEBOARD plc   CSW Investments                CSW International Two, Inc.    Recourse Equity Bridge Loan    744,607
                                              CSW International Three, Inc.
SEEBOARD plc   CSW (UK) plc                   CSW Investments                Recourse Equity Bridge Loan    744,607
Norweb plc     CSW International (UK), Inc(1) CSW International, Inc.        Not Applicable                       0
Norweb plc     Texas Energy Partners plc(1)   CSW International (UK), Inc.   Not Applicable                       0
                                              Houston Industries (UK), Inc.

</TABLE>
(1) Entities were formed in September 1995 to make a cash tender offer for 
    all the outstanding share capital of Norweb plc., a United Kingdom 
    regional electric company.  The offer was subsequently withdrawn, and 
    CSW International is in the process of dissolving these entities.


                                                                 Exhibit B
                           CSW International, Inc.
                                Balance Sheet
                              December 31, 1995
                                 (Unaudited)
                                  ($000's)


                                         12/31/95

ASSETS

CURRENT ASSETS
        Cash                          $   316,014
        Marketable Securities             123,305
        Accounts Receivable               318,906
        Other Current Assets               19,813
                                          778,038

NONCURRENT ASSETS
        Equity Investments                 18,520
        Fixed Assets, net                 908,452
        Goodwill                        1,073,495
        Deferred Charges and Other         42,647
                                        2,043,114

TOTAL                                 $ 2,821,152


LIABILITIES AND EQUITY

LIABILITIES
        Accounts Payable
          and Other                   $ 1,330,912
        Borrowings from CSW Corp.         750,380
        Long Term Debt                    171,260
        Other Liabilities                 176,915
        Accumulated Deferred 
          Income Taxes                    183,873
                                        2,613,340

EQUITY
        Common Stock                            1
        Retained Earnings                   5,776
        Minority Interest                 202,010
        Currency Translation
           Adjustment                          25
                                          207,812

TOTAL                                 $ 2,821,152


                                                                  Exhibit C
                           CSW International, Inc.
                            Statement of Income
                   For the Quarter Ended December 31, 1995
                               (Unaudited)
                                 ($000's)


                                        12/31/95
Income:

         Sales                         $ 207,558
         Interest Income                   2,953
         Other Income                      3,850

Total Income                             214,361


Expenses:

         Cost of Goods Sold              157,783
         Depreciation and Amortization     7,363
         Outside Services                     92
         Taxes                             5,643
         Expenses Transferred Out           (197)
         Interest Expense                  7,507
         General and Administrative
           Expenses                       23,361
         Minority Interest                 4,017

Total Expenses                           205,569

Net Income                             $   8,792



                                                                  Exhibit D
                           CSW International, Inc.
                       Intercompany Service Transactions
                    For the Quarter Ended December 31, 1995 
                                  (Unaudited)



  Name                                Type of Service                   Amount
Transok, Inc.                       Salaries, overheads, and       $    13,193
(Wholly owned subsidiary of         travel in support of CSW 
Central and South West              International Inc. projects.
Corporation) 

CSW Energy, Inc.                    Salaries and overheads          $  341,148
(Wholly owned subsidiary of         in support of CSW 
Central and South West              International Inc. projects.
Corporation)

Central and South West              Salaries, overheads, and       $   151,063
Services, Inc. (Wholly              travel in support of 
owned subsidiary of                 CSW International, Inc.
Central and South West              projects.
Corporation)



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



 


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