CSW ENERGY INC
35-CERT, 1997-12-01
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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                                   July 1, 1997 to
                                                            September 30, 1997
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 25th day of November 1997.



                                                     CSW Energy, Inc.


                                                     /s/  Sandra S. Bennett
                                                          Controller




                                CSW Energy, Inc.
                                  Balance Sheet
                               September 30, 1997
                                   (Unaudited)
                                    ($000's)


                         Assets

Current Assets
   Cash and cash equivalents                                               $10
   Accounts receivable                                                     999
   Prepaid expenses                                                         69
                                                                     ---------
            Total current assets                                         1,078

Investments In and Advances to Energy Projects                         114,383

Notes Receivable - Affiliate                                           129,502

Other Assets
   Construction in progress and project development costs              176,517
   Other - net                                                           7,538
                                                                     ---------
            Total other assets                                         184,055

                                                                     =========
               Total assets                                           $429,018
                                                                     =========


          Liabilities and Shareholder's Equity

Current Liabilities
   Accounts payable                                                    $14,748
   Accrued liabilities and other                                         8,813
                                                                     ---------
            Total current liabilities                                   23,561

Long Term Debt                                                         199,835

Deferred Income Taxes                                                   38,978

Other                                                                   59,181
                                                                     ---------
            Total liabilities                                          321,555


Shareholder's Equity
   Common stock                                                              1
   Additional paid-in-capital                                          108,120
   Accumulated retained earnings                                          (658)
                                                                     ---------
            Total shareholder's equity                                 107,463

                                                                     ---------
               Total liabilities and shareholder's equity             $429,018
                                                                     =========



                                CSW Energy, Inc.
                              Statements of Income
             For the Twelve Months Ended September 30, 1997 and 1996
                                   (Unaudited)
                                    ($000's)

                                                      Sept 30,        Sept 30,
                                                        1997           1996
                                                      --------       --------
OPERATING REVENUE:
       Equity in income from energy projects           $17,042        $17,425
       Operation and maintenance services                4,049          4,051
       Other                                             1,232           --
                                                      --------       --------
                  Total operating revenue               22,323         21,476


OPERATING EXPENSES:
       Salaries, wages, and benefits                     5,207          5,311
       Loss on construction contract                      --              206
       Operation and maintenance services                3,417          2,558
       General and administrative                          590          6,676
       Nonrecoverable project development costs           --            6,187
                                                      --------       --------
                  Total operating expenses               9,214         20,938
                                                      --------       --------

INCOME FROM OPERATIONS                                  13,109            538

OTHER INCOME (EXPENSE)
       Interest income                                   6,746          1,624
       Interest expense                                 (9,898)        (8,552)
       Other, net                                          799         (9,128)
                                                      --------       --------
                  Total other income (expense)          (2,353)       (16,056)
                                                      --------       --------

INCOME (LOSS) BEFORE INCOME TAXES                       10,756        (15,518)

PROVISION (BENEFIT) FOR INCOME TAXES                     4,334         (6,032)
                                                      --------       --------

                  Net income (loss)                     $6,422        $(9,486)
                                                      ========       ========






                                CSW Energy, Inc.
                        Intercompany Service Transactions
                  For the Nine Months Ended September 30, 1997
                                   (Unaudited)



              Name                         Type of Service             Amount
- ----------------------------------     ------------------------     -----------

Central and South West Services, Inc.  Salaries, overheads, and      $2,181,568
(Wholly owned subsidiary of            travel in support of CSW
Central and South West Corporation)    Energy, Inc. projects.

Central Power and Light Company        Salaries, overheads, and          29,067
(Wholly owned subsidiary of            travel in support of CSW
Central and South West Corporation)    Energy, Inc. projects.

Central and South West Corporation     Net Interest on cash           1,515,001
(Parent)                               advances provided to CSW
                                       Energy, Inc.






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