CSW ENERGY INC
35-CERT, 1999-02-26
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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                             October 1, 1998 to
                                                      December 31, 1998

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.     None.



<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 February, 1999.

                                          CSW Energy, Inc.


                                          /s/ Sandra S. Bennett
                                              Sandra S. Bennett
                                              Controller




                                                                       Exhibit A
                                CSW Energy, Inc.
                                  Balance Sheet
                                December 31, 1998
                                   (Unaudited)
                                    ($000's)


Assets

Current Assets
   Cash and cash equivalents                                      $29,308
   Accounts receivable                                             13,721
   Prepaid expenses                                                   893
                                                                ----------
                   Total current assets                            43,922

                                                                 
Investments In and Advances to Energy Projects                    113,619

Notes Receivable - Affiliate                                      102,696

Notes Receivable                                                   68,506

Other Assets
  Construction in progress and project development costs           84,019
  Property, Plant, and Equipment, net                             195,996
  Other - net                                                      10,757
                                                                ----------
                   Total other assets                             290,772

                      Total assets                               $619,515
                                                                ==========


Liabilities and Shareholder's Equity

Current Liabilities                                
   Accounts payable                                               $26,418
   Accrued liabilities and other                                   12,472
                                                                ----------
                   Total current liabilities                       38,890
 
Long Term Debt                                                    348,887

Deferred Income Taxes                                              37,408

Other                                                              66,175
                                                                ----------
                   Total liabilities                              491,360
                    

Minority Interest                                                  16,648

Shareholder's Equity
   Common stock                                                         1
   Additional paid-in-capital                                     108,139
   Accumulated retained earnings                                    3,367
                                                                ----------
                   Total shareholder's equity                     111,507

                      Total liabilities, shareholder's 
                        equity and minority interest             $619,515
                                                                ==========



                                                                       Exhibit B
                                   CSW Energy, Inc.
                                 Statements of Income
                 For the Twelve Months Ended December 31, 1998 & 1997
                                     (Unaudited)
                                       ($000's)


                                                  1998                 1997
                                              -------------         ------------
OPERATING REVENUE:
      Equity in income from energy projects       $ 14,344             $ 15,805
      Electric and Thermal Revenue                 109,036                  863
      Operation and maintenance services             6,635                4,271
      Other                                         11,580                  299
                                              -------------         ------------
              Total operating revenue              141,595               21,238


OPERATING EXPENSES:
      Salaries, wages, and benefits                  9,249                5,186
      Fuel expense                                  68,107                  656
      Operation and maintenance services            31,165                3,804
      General and administrative                    20,350                1,056
                                              -------------         ------------
              Total operating expenses             128,871               10,702
                                              -------------         ------------
                                                      
INCOME FROM OPERATIONS                              12,724               10,536
                                                  
OTHER INCOME (EXPENSE)                                
      Interest income                               41,877                8,460
      Interest expense                             (49,754)             (10,027)
      Other, net                                     2,994                2,959
                                              -------------         ------------
              Total other income (expense)          (4,883)               1,392
                                              -------------         ------------
                                                      
INCOME  BEFORE INCOME TAXES                          7,841               11,928
                                                      
PROVISION  FOR INCOME TAXES                          5,182                4,766
                                              -------------         ------------
                                                      
              Net income (loss)                    $ 2,659              $ 7,162
                                              =============         ============


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