ENERGY INITIATIVES INC
35-CERT, 1994-07-27
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                                                         SEC FILE NO. 70-8179






                           SECURITIES AND EXCHANGE COMMISSION

                                WASHINGTON, D.C.  20549












                                CERTIFICATE PURSUANT TO

                                        RULE 24

                                OF PARTIAL COMPLETION OF

                                      TRANSACTIONS















                                ENERGY INITIATIVES, INC.
<PAGE>






                           SECURITIES AND EXCHANGE COMMISSION

                                WASHINGTON, D.C.  20549


                                             
                                             )
               In the Matter of              )
                                             )
               ENERGY INITIATIVES, INC.      )         Certificate Pursuant
                                             )         to Rule 24 of Partial
               SEC File No. 70-8179          )         Completion of
                                             )         Transactions
               (Public Utility Holding       )
               Company Act of 1935)          )
                                             )
                                             )


          TO THE MEMBERS OF THE SECURITIES AND EXCHANGE COMMISSION:

                    The  undersigned, Energy Initiatives, Inc. ("EI"), hereby

          certifies  pursuant to Rule 24  of the Rules  and Regulations under

          the Public Utility Holding Company Act of 1935 ("Act"), as follows:

               A.   Polsky  Energy Corporation  ("Cogen  Corp."),  through  a

          wholly owned subsidiary, has  acquired general and limited partner-

          ship  interests in  Illinois Wood  Energy Partners,  L.P. ("IWEP"),

          which  has  filed with  the  Federal  Energy Regulatory  Commission

          ("FERC") a  notice  pursuant to  18  C.F.R. Section 292.207(a)(2)

          of its intention to build a qualifying cogenerating facility ("QF").

                    1.   IWEP's  business  address   is  c/o  Polsky   Energy

          Corporation, Edens  Corporate Center,  650 Dundee Road,  Suite 150,

          Northbrook, Illinois 60062.

                    2.   The  location of  the  project proposed  to be  con-

          structed  ("Project") by  IWEP is  Bloom Township,  Illinois.   The

          Project's  net electrical output is expected  to be 23.15 megawatts

          ("MW").

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                    3.   Total  project construction  costs are  estimated at

          approximately US$42 million.

                    4.   Neither  EI  nor any  associate  company  of EI  has

          guaranteed any of IWEP's securities.

                    5.   The Project's electrical output will be purchased by

          Commonwealth Edison Company.

                    6.   The type of fuel to be used by the Project is wood.

                    7.   There   are  no   service,  sales   or  construction

          contracts between EI or any associate company of EI and IWEP.

                    8.   Cogen Corp.'s ownership interest in IWEP is 50%.

                    9.   The Project is a QF.

               B.   Cogen  Corp.,  through  a  wholly-owned  subsidiary,  has

          acquired  the general  and  limited partnership  interests in  Wood

          River Partners, LLC ("Wood River"), which has filed with the FERC a

          notice  pursuant to  18 C.F.R.  Section 292.207(a)(2) of its

          intention to build a QF.

                    1.   Wood River's business  address is c/o Polsky  Energy

          Corporation, Edens  Corporate Center,  650 Dundee Road,  Suite 150,

          Northbrook, Illinois 60062.

                    2.   The  location of  the proposed project  ("Wood River

          Project")  is Wood River, Illinois.   The net  electrical output is

          expected to be 28.3 MW.

                    3.   Total  project construction  costs are  estimated at

          US$42 million.

                    4.   Neither  EI  nor any  associate  company  of EI  has

          guaranteed any of Wood River's securities.


                                           2
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                    5.   The   Wood  River  Project's  electrical  output  is

          proposed to be sold to Illinois Power Company.

                    6.   The  type of  fuel  to be  used  by the  Wood  River

          Project is wood.

                    7.   There   are  no   service,  sales   or  construction

          contracts between EI or any associate company of EI and Wood River.

                    8.   Cogen Corp.'s  ownership interest  in Wood River  is

          100%.

                    9.   The Project is a QF.

               C.   Cogen  Corp. has filed with the FERC a notice pursuant to

          18 C.F.R. Section 292.207(a)(2)  of its  intention to  build a  QF

          in St. Lucie  Florida.  EI understands  that the foregoing  project

          is not being actively developed.




























                                           3
<PAGE>






                                       SIGNATURE

               PURSUANT  TO THE  REQUIREMENTS OF  THE PUBLIC  UTILITY HOLDING

          COMPANY ACT OF 1935,  THE UNDERSIGNED COMPANY HAS DULY  CAUSED THIS

          STATEMENT TO BE SIGNED  ON ITS BEHALF BY THE  UNDERSIGNED THEREUNTO

          DULY AUTHORIZED.



                                        ENERGY INITIATIVES, INC.



                                        By:___________________________
                                           B. L. Levy, President


          Dated:  July 27, 1994
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