ENOVA CORP
U-3A-2, 1997-03-03
ELECTRIC SERVICES
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               SECURITIES AND EXCHANGE COMMISSION 
                    WASHINGTON, D.C. 20549 
 
                         Form U-3A-2  
 
       Statement by Holding Company Claiming Exemption Under 
             Rule U-3A-2 from the Provisions of the 
           Public Utility Holding Company Act of 1935 
 
             To Be Filed Annually Prior to March 1 
 
                      ENOVA CORPORATION 
 
hereby files with the Securities Exchange Commission, pursuant to Rule 
2, its statement claiming exemption as a holding company from the 
provisions of the Public Utility Holding Company Act of 1935, and 
submits the following information: 
 
1.	NAME, STATE OF ORGANIZATION, LOCATION AND NATURE OF BUSINESS OF  
CLAIMANT AND EVERY SUBSIDIARY THEREOF, OTHER THAN ANY EXEMPT WHOLESALE 
GENERATOR (EWG) OR FOREIGN UTILITY COMPANY IN WHICH CLAIMANT DIRECTLY 
OR  INDIRECTLY HOLDS AN INTEREST. 
 
	 Enova Corporation ("Claimant") is a corporation organized and  
existing under the laws of the State of California.<F1> Enova 
Corporation is a  holding company, organized to acquire and hold 
securities of other  corporations.  Enova Corporation's principal place 
of business is 101 Ash Street,  San Diego, California.  Its mailing 
address is Post Office Box 129400,  San Diego, California 92112-9400.  
Enova Corporation has the following  subsidiaries:  

A.	San Diego Gas & Electric Company ("SDG&E") is a public utility  
organized and existing as a corporation under the laws of the State of 
California.  SDG&E is a wholly owned subsidiary of Enova Corporation.  
SDG&E is  primarily engaged in the business of generating, transmitting 
and distributing electric energy in San Diego County and in an adjacent
portion of Orange County, and distributing natural gas in San Diego County.  
SDG&E's principal  place of business is 101 Ash Street, San Diego, 
California.  Its mailing  address is Post Office Box 1831, San Diego, 
California 92112-4150. 
 
B.	Pacific Diversified Capital Company ("PDCC") is an independently-
operated holding company organized and existing as a corporation under  
the laws of the State of California.  PDCC is a wholly owned subsidiary  
of Enova Corporation.  PDCC owns Phase One Development, Inc. and Phase 
One Construction, Inc. (inactive).  PDCC's principal place of business 
is 101 Ash Street, San Diego, California  92101. 
 
(1)   Phase One Development, Inc. ("Phase One") is a corporation  
organized and existing under the laws of the State of California.  
Phase One is in the business of owning and developing real property.  
Phase One's principal place of  business is 101 Ash Street, San Diego, 
California 92101. 
 
C.   Enova Financial, Inc. ("Enova Financial") is a corporation 
organized and existing under the laws of the State of California.  
Enova Financial is a wholly owned subsidiary of Enova Corporation.  
Enova Financial's principal business is investing as a limited partner 
in affordable- housing projects located throughout the country. Enova 
Financial's principal place of business is 101 Ash Street, San Diego, 
California 92101. 





D.   Califia Company ("Califia") is a corporation organized and 
existing under the laws of the State of California. Except for an 
immaterial number of shares of non-voting preferred stock, Califia is a 
wholly owned subsidiary of Enova Corporation. Califia is an equipment-
leasing company, specializing in leasing computer equipment. Califia's 
principal place of business is 101 Ash Street, San Diego, California 
92101. 
 
E.   Enova Energy, Inc. is a corporation organized and existing under 
the laws of the State of California. It is a wholly owned subsidiary of 
Enova Corporation and is an energy-management-consulting firm.  Its 
primary business is resource management consulting (including 
generation, purchased power and transmission) and fuel and power 
procurement consulting for utilities and large end-users.  Its 
principal place of business is 9855 Scranton Road, Suite 100, San Diego,
 California 92121. 

F.   Enova Technologies, Inc. is a corporation organized and existing 
under the laws of the State of California.  It is a wholly owned 
subsidiary of Enova Corporation. It is in the business of developing 
new technologies generally related to the utility and energy businesses.  
Its principal place of business is 9855 Scranton Road, Suite 100, San Diego, 
California 92121. 

G.   Enova International is a corporation organized and existing under 
the laws of the State of California.  It is a wholly owned subsidiary 
of Enova Corporation and is involved in natural-gas and power 
projects outside the United States.  Its principal place of business is 
101 Ash Street, San Diego, California 92101.

(1)   Enova Mexico S.A. de C.V. is a wholly owned subsidiary of Enova 
International.  It is involved in natural-gas and power projects in Mexico.

2.   A BRIEF DESCRIPTION OF THE PROPERTIES OF CLAIMANT AND EACH OF ITS 
SUBSIDIARY PUBLIC UTILITY COMPANIES USED FOR THE GENERATION, 
TRANSMISSION, AND DISTRIBUTION OF ELECTRIC ENERGY FOR SALE, OR FOR THE 
PRODUCTION, TRANSMISSION, AND DISTRIBUTION OF NATURAL OR MANUFACTURED 
GAS, INDICATING THE LOCATION OF PRINCIPAL GENERATING PLANTS, 
TRANSMISSION LINES, PRODUCING FIELDS, GAS MANUFACTURING PLANTS, AND 
ELECTRIC AND GAS DISTRIBUTION FACILITIES, INCLUDING ALL SUCH PROPERTIES 
WHICH ARE OUTSIDE THE STATE IN WHICH CLAIMANT AND ITS SUBSIDIARIES ARE 
ORGANIZED AND ALL TRANSMISSION OR PIPELINES WHICH DELIVER OR RECEIVE 
ELECTRIC ENERGY OR GAS AT THE BORDERS OF SUCH STATE.  

	Enova Corporation is not a "public utility company" for the 
purposes of the Public Utilities Holding Company Act of 1935 (the 
"Act"), and does not own any such properties. 
















                                              2 
SDG&E Electric Utility Properties: 
- --------------------------------- 
 
     SDG&E operates nine oil and gas-fueled generating units, with net 
capability of 1,641 MW, located in San Diego County.  The four South 
Bay units (690 MW), located in the City of Chula Vista, went into 
operation between 1960 and 1971; the five Encina units (951 MW), 
located in the City of Carlsbad, went into operation between 1954 and 
1978. SDG&E owns 100% of all of these units except Encina 5 (330 MW), 
which SDG&E sold and leased back in 1978, with a lease term through 
2004 and renewal options for up to 15 additional years. SDG&E owns 19 
gas-fired combustion turbines with net capability of 332 MW, which were 
placed in service from 1966 to 1979; these turbines are located at 
various sites in San Diego County and are used only for emergency and 
peak demand.  SDG&E owns 20% of the three nuclear units at San Onofre 
Nuclear Generating Station ("SONGS"), located in San Diego County, 
south of San Clemente at the Camp Pendleton United States Marine Base.  
SONGS is primarily owned and operated by Southern California Edison 
Company ("Edison"). SONGS 1 has been permanently shut down.  SDG&E's 
share of SONGS 2 and 3 amounts to an aggregate of 430 MW. SDG&E owns 
another 230-MW diesel- and gas-fueled plant in San Diego County, which 
is in storage and is not expected to return to service.  

      SDG&E's transmission facilities consist of transmission lines and 
transmission substations operating at various voltages from 69 kV 
(69,000 volts) upwards to 500 kV. SDG&E owns the transmission 
facilities located in the area in which it serves (San Diego County and 
an adjacent portion of Orange County), as well as all or 
portions (specified below) of the three segments of the Southwest 
PowerLink (SWPL), a 500-kV transmission line extending from SDG&E's 
Miguel Substation in Southern San Diego County to the Palo Verde 
Nuclear Generating Station west of Phoenix, Arizona, via two 
intermediary substations at Imperial Valley, California and North Gila, 
Arizona. 
 
      SDG&E's transmission system consists of the following: 
 
              - 500 kV: 279.00 circuit-miles (159.0 miles in  
                        California, 120.0 miles in Arizona) 
              - 230 kV: 358.45 circuit-miles (all in California) 
              - 138 kV: 317.64 circuit-miles (all in California) 
              -  69 kV: 925.18 circuit-miles (all in California) 
 
     SDG&E is interconnected to various utilities for the purpose of 
buying and selling electric power and energy, as well as for mutual 
reliability. SDG&E is interconnected with Edison at the San Onofre 230-
kV bus. SDG&E's system connects to the Mexico utility Comision Federal 
de Electricidad via two 230 kV transmission lines, one from Miguel 
Substation to Tijuana Substation and the other from Imperial Valley 
Substation to La Rosita Substation (each line owned by SDG&E on the 
U.S. side of the international border). The Miguel-Imperial Valley 
segment of the SWPL (100% owned by SDG&E) provides an interconnection 
to the system of Imperial Irrigation District; the Imperial Valley - 
North Gila segment of the SWPL (85.64% owned by SDG&E) provides an 
interconnection with Arizona Public Service; and the North Gila-Palo 
Verde segment of the SWPL (76.22% owned by SDG&E) provides the final 
leg for accessing power at the Palo Verde 500-kV bus, at which power 
from various sources can be obtained by SDG&E. All the substations at 
these interconnections are jointly owned by SDG&E and the respective 
interconnected utilities. 
 
    SDG&E's distribution facilities consist of approximately 8,700  
circuit miles of overhead lines and 9,100 circuit miles of underground  
lines located in San Diego and Orange Counties.  
 
                                         3 
SDG&E Gas Utility Properties: 
- ---------------------------- 
 
     SDG&E owns and operates facilities used for the distribution of 
natural gas to its electric generating units and to retail customers 
for heat, light and power in San Diego County.  SDG&E's natural gas 
facilities are located in San Diego and Riverside Counties. Gas 
facilities consist of transmission facilities (compressor stations of 
16,900 horsepower in Moreno and of 3,080 horsepower in Rainbow), 
approximates 6,830 miles of high-pressure transmission pipelines, 
approximately 6,679 miles of high-pressure and low-pressure distribution 
mains, and approximately 5,512 miles of service lines. All natural gas is 
delivered to SDG&E under a transportation and storage agreement with 
Southern California Gas Company through two transmission pipelines and 
one distribution pipeline owned by Southern California Gas, with a 
combined capacity of 525 million cubic feet per day. 
 
3.     INFORMATION FOR CALENDAR YEAR 1996 WITH RESPECT TO CLAIMANT AND 
EACH OF ITS SUBSIDIARY PUBLIC UTILITY COMPANIES: 
 
(a).   NUMBER OF KWH. OF ELECTRIC ENERGY SOLD (AT RETAIL OR WHOLESALE), 
AND MCF. OF NATURAL OR MANUFACTURED GAS DISTRIBUTED AT RETAIL.<F2> <F3> 

                             Electric(kwh)               Gas(Mcf) 
     Enova Corporation:           None                       None 
     SDG&E:     Retail:      16,045,261,604              94,638,603 
                Wholesale:      649,946,500                  None 

<F2> Excludes customer-owned natural gas transported to retail 
customers by SDG&E. 

<F3> Excludes exchanges of natural gas and electricity with wholesale 
suppliers that are not considered sales or purchases under the Federal 
Power Act. 

(b).   NUMBER OF KWH. OF ELECTRIC ENERGY AND MCF. OF NATURAL OR 
MANUFACTURED GAS DISTRIBUTED AT RETAIL OUTSIDE THE STATE IN WHICH EACH 
SUCH COMPANY IS ORGANIZED. 

      Enova Corporation:                         None 
      SDG&E:                                     None 

 (c).  NUMBER OF KWH. OF ELECTRIC ENERGY AND MCF. OF NATURAL OR 
MANUFACTURED GAS SOLD AT WHOLESALE OUTSIDE THE STATE IN WHICH EACH SUCH 
COMPANY IS ORGANIZED, OR AT THE STATE LINE.<F4> 
 
                             Electric(kwh)           Gas(Mcf) 
                             -------------           --------- 
       Enova Corporation:      None                   None
       SDG&E:                630,115,000             1,010,684 
 
(d).  NUMBER OF KWH. OF ELECTRIC ENERGY AND MCF. OF NATURAL OR 
MANUFACTURED GAS PURCHASED OUTSIDE THE STATE IN WHICH EACH SUCH COMPANY 
IS ORGANIZED, OR AT THE STATE LINE.<F4>
                             
                            Electric(kwh)           Gas(Mcf)  
                            -------------           --------- 
       Enova Corporation:      None                  None     
       SDG&E:               8,409,675,000           96,391,506

<F4>Excludes exchanges of natural gas and electricity with wholesale 
suppliers that are not considered sales or purchases under the Federal 
Power Act. 


                                   4 
4.   THE FOLLOWING INFORMATION FOR THE REPORTING PERIOD WITH RESPECT TO 
CLAIMANT AND EACH INTEREST IT HOLDS DIRECTLY OR INDIRECTLY IN AN EWG OR 
A FOREIGN UTILITY COMPANY, STATING MONETARY AMOUNTS IN UNITED STATES 
DOLLARS: 
 
(a).  NAME, LOCATION, BUSINESS ADDRESS AND DESCRIPTION OF THE 
FACILITIES USED BY THE EWG OR FOREIGN UTILITY COMPANY FOR THE 
GENERATION, TRANSMISSION AND DISTRIBUTION OF ELECTRIC ENERGY FOR SALE 
OR FOR THE DISTRIBUTION AT RETAIL OF NATURAL OR MANUFACTURED GAS. 
 
       None. 
 
(b).   Name of each system company that holds an interest in such EWG 
or foreign utility company; and description of the interest held. 
 
       Not applicable. 
 
(c).   TYPE AND AMOUNT OF CAPITAL INVESTED, DIRECTLY OR INDIRECTLY, BY 
THE HOLDING COMPANY CLAIMING EXEMPTION; ANY DIRECT OR INDIRECT 
GUARANTEE OF THE SECURITY OF THE EWG OR FOREIGN UTILITY COMPANY BY THE 
HOLDING COMPANY CLAIMING EXEMPTION; AND ANY DEBT OR OTHER FINANCIAL 
OBLIGATION FOR WHICH THERE IS RECOURSE, DIRECTLY OR INDIRECTLY, TO THE 
HOLDING COMPANY CLAIMING EXEMPTION OR ANOTHER SYSTEM COMPANY, OTHER 
THAN THE EWG OR FOREIGN UTILITY COMPANY. 
 
       Not applicable. 

(d).   CAPITALIZATION AND EARNINGS OF THE EWG OR FOREIGN UTILITY 
COMPANY DURING THE REPORTING PERIOD. 
 
       Not applicable. 
 
(e).  IDENTIFY ANY SERVICE, SALES OR CONSTRUCTION CONTRACT(S) BETWEEN 
THE EWG OR FOREIGN UTILITY COMPANY AND A SYSTEM COMPANY, AND DESCRIBE 
THE SERVICES TO BE RENDERED OR GOODS SOLD AND FEES OR REVENUES UNDER 
SUCH AGREEMENT(S). 
 
      Not applicable. 
 
EXHIBIT A 
 
      Consolidating Statements of income and surplus of Enova 
Corporation's subsidiary companies for the year ended December 31, 
1996, together with consolidating balance sheets of Enova Corporation's 
subsidiary companies as of the close at December 31, 1996, are attached 
as Exhibit A. 



 















                                          5 
EXHIBIT B 
 
Financial Data Schedule 
 
If, at the time a report on this form is filed, the registrant is required 
to submit this report and any amendments thereto electronically  via EDGAR,
the registrant shall furnish a Financial Data Schedule.  The  Schedule shall set
forth the financial and other data specified below  that are applicable to the 
registrant on a consolidated basis. See Ex-27 

EXHIBIT C 
 
      An organizational chart showing the relationship of each EWG or foreign 
utility company to associate companies in the holding company  system. 
 
Not Applicable. 






                                   6                                  
<PAGE>
      The above-named Enova Corporation has caused this statement to be duly  
executed on its behalf by its authorized officer as of the 28th day of February,
1997. 
 
                                  ENOVA CORPORATION 
 
 
                                  By :      /s/Frank H Ault
                                      -------------------------------
                                               Frank H. Ault
                                       Vice President and Controller
 
Corporate Seal 
 
Attest: 

/s/ Constance K. Goates 
- -----------------------
Constance K. Goates
Assistant Secretary 
 
Name, title and address of officer to whom notices and correspondence 
concerning this statement should be addressed: 
 
                         Frank H. Ault 
                 Vice President and Controller 
                    Post Office Box 129400 
               San Diego, California 92112-9400 


<PAGE>
<TABLE>
Exhibit A
Enova Corporation/
Consolidating Income Statement
In Thousands of Dollars 
For the Year Ended December 31, 1996

<CAPTION>
                                                                 ENOVA     ENOVA           ENOVA
                                 SDG&E      PDCC     CALIFIA   FINANCIAL   ENERGY      INTERNATIONAL
                               ----------  -------  ---------  ---------  ----------   -------------
<S>                            <C>         <C>      <C>        <C>        <C>           <C>         
OPERATING REVENUES                                                                                  
Electric                       $1,590,882  $        $          $           $                        
Gas                               348,035                                                           
Other                                                 53,565                    789                 
                               ----------  -------  ---------  ---------  ------------  ------------
TOTAL OPERATING REVENUES        1,938,917             53,565                    789                 
                               ----------  -------  ---------  ---------  ------------  ------------
OPERATING EXPENSES                                                                                  
Electric fuel                     134,350                                                           
Purchased power                   310,731                                                           
Gas purchased for resale          152,151                                       257                 
Maintenance                        57,652                                                           
Depreciation & decommissioning    314,278             13,672      4,540                             
Property and other taxes           44,761                                                           
General and administrative        247,653      547       575        476       9,088              939
Other                             166,394             41,384      3,933          18                 
Income taxes                      202,185            (12,611)   (31,416)       (149)                
                               ----------  --------  --------  ---------  ------------  ------------
TOTAL OPERATING EXPENSES        1,630,155      547    43,020    (22,467)      9,214              939
                               ----------  --------  --------  ---------  ------------  ------------
Operating Income                  308,762     (547)   10,545     22,467      (8,425)            (939)
                               ----------  --------  --------  ---------  ------------  ------------
Other Income and (Deductions)                                                                       

Allowance for equity funds used
  during construction               5,898                                                           
Taxes on non-operating income       4,227   (1,230)                                                 
Other-net                          (5,431)   3,999       (85)     2,175        (972)               
                               ----------  --------  --------  ---------  ------------  ------------
Total other income & (deductions)   4,694    2,769       (85)     2,175        (972)                
                               ----------  --------  --------  ---------  ------------  ------------
Income Before Interest Charges    313,456    2,222    10,460     24,642      (9,397)            (939)
                               ----------  --------  --------  ---------  ------------  ------------
Interest Charges                                                                                    
Long-term debt                     76,463              1,387     11,348                             
Short-term debt and other          17,516    1,936                               48               13
Allowance for borrowed funds used 
  during construction              (3,288)                                                          
Preferred Dividend of SDG&E
                               ----------  --------  --------  ---------  ------------  ------------
Net interest charges & pref. div.  90,691    1,936     1,387     11,348          48                  
                               ----------  --------  --------  ---------  ------------  ------------
Net Income(loss) (before preferred 
dividend requirements)            222,765      286     9,073     13,294      (9,445)            (952)

Preferred Dividend of SDG&E         6,582      -         -         -             -            -     
                               ----------  --------  --------  ---------  ------------  ------------
Earnings Applicable to 
  Common                       $  216,183
                                ==========
</TABLE>
<TABLE>


Exhibit A
Enova Corporation
Consolidating Income Statement
In Thousands of Dollars 
For the Year Ended December 31, 1996

<CAPTION>

                                                     Adjustments
                                 ENOVA      ENOVA        and
                               TECHNOLOGY   CORP    Eliminations  Consolidated
                               ----------  -------  ------------  ------------
<S>                            <C>         <C>      <C>           <C>         
OPERATING REVENUES                                                            
Electric                       $           $          $             $1,590,882
Gas                                                                    348,035
Other                                 203                               54,557
                               ----------  -------  ------------  ------------
TOTAL OPERATING REVENUES              203                            1,993,474
                               ----------  -------  ------------  ------------
OPERATING EXPENSES                                                            
Electric fuel                                                          134,350
Purchased power                                                        310,731
Gas purchased for resale                                               152,408
Maintenance                                                             57,652
Depreciation & decommissioning                                         332,490
Property and other taxes                3                               44,764
General and administrative          2,451     329                      262,058
Other                                         516                      212,245
Income taxes                               (6,538)            342      151,813
                               ----------- --------  ------------  -----------
TOTAL OPERATING EXPENSES           (2,454) (5,693)            342    1,658,511
                               ----------- --------  ------------  -----------
Operating Income                   (2,251)  5,693            (342)     334,963
                               ----------- --------  ------------  -----------
Other Income and (Deductions)                                                 

Allowance for equity funds used
  during construction                                                    5,898
Taxes on non-operating income                                342         3,339
Other-net                          (1,682)  2,528         (3,797)       (3,265)
                               ----------- --------  ------------  -----------
Total other income & (deductions)  (1,682)  2,528         (3,455)        5,972 
                               ----------- --------  ------------  -----------
Income Before Interest Charges     (3,933)  8,221         (3,797)      340,935
                               ----------- --------  ------------  -----------
Interest Charges                                                              
Long-term debt                                                          89,198
Short-term debt and other               5   1,795         (3,797)       17,516
Allowance for borrowed funds used 
  during construction                                                   (3,288)
Preferred Dividend of SDG&E                                6,582         6,582
                               ----------  --------  ------------  -----------
Net interest charges & pref. div.       5   1,795          2,785       110,008
                               ----------  --------  ------------  -----------
Net Income(loss) (before preferred 
dividend requirements)             (3,938)  6,426         (6,582)      230,927

Preferred Dividend of SDG&E                               (6,582)             
                               ----------- --------  ------------   ----------
Earnings(loss)  Applicable to 
  Common Shares                                                       $230,927
                               =========== ========  ============   ==========


</TABLE>


<PAGE>
<TABLE>

Enova Corporation
Consolidating Statement of Retained Earnings
For the Year Ending December 31, 1996
In Thousands of Dollars 
<CAPTION>
                                                                                                   
                                                                ENOVA      ENOVA          ENOVA    
                                SDG&E       PDCC     CALIFIA  FINANCIAL    ENERGY     INTERNATIONAL
                              ---------   ---------  -------  ---------  ---------    -------------
<S>                           <C>         <C>        <C>      <C>        <C>           <C>         
Balance, December 31, 1995    $ 662,566   $(49,186)  $26,379  $22,409    $             $           
  Net Income                    222,765        286     9,073   13,294    (9,445)               (952)
Subsidiaries transferred to
     Enova Corporation         (150,437)
Dividends declared:
     To Enova Corporation                            (27,000)                                       
     Preferred stock             (6,582)                (550)                                
     Common stock              (181,867)                                                            
                              ----------  ---------  -------  --------  ---------     --------------
Balance December 31, 1996     $ 546,445   $(48,900)  $ 7,902  $35,703   $(9,445)               (952)
                              ==========  =========  =======  ========  =========     ==============
</TABLE>


<TABLE>

Enova Corporation
Consolidating Statement of Retained Earnings
For the Year Ending December 31, 1996
In Thousands of Dollars 
<CAPTION>

                                                     Adjustments               
                                ENOVA       ENOVA       and                    
                              TECHNOLOGY    CORP.    Eliminations  Consolidated
                              ----------  ---------  ------------  ------------
<S>                           <C>         <C>        <C>           <C>         
Balance, December 31, 1995    $           $          $    398      $662,566    
  Net Income                     (3,938)    230,927  (231,083)      230,927    
Subsidiaries transferred to
     Enova Corporation                      150,437                            
Dividends declared:                                                            
     To Enova Corporation                   181,867  (154,867)                 
     Preferred stock                                    7,132                  
     Common stock)                         (181,867)  181,867      (181,867)   
                              ----------  ---------- ----------   -------------
Balance December 31, 1996    $   (3,938)  $ 381,364 $(196,553)     $711,626    
                              ==========  ========== ==========   =============


</TABLE>







<PAGE>
<TABLE>

Enova Corporation
Consolidating Balance Sheet
In Thousands of Dollars 
For the Period Ended December 31, 1996
<CAPTION>
                                                                                        
                                                                  Enova      Enova         Enova    
                                 SDG&E       PDCC     CALIFIA   Financial   Energy     International
                               ----------  --------  ---------  ---------  ------------ ------------
<S>                            <C>         <C>       <C>        <C>        <C>          <C>
ASSETS                                                                              
Utility plant--at original cost $5,704,464  $         $          $          $            $          
Accumulated depreciation                                                                            
    and decommissioning         (2,630,093)                                                         
                               ----------- --------- ---------- ---------- ----------  -------------
  Utility plant--net             3,074,371                                                          
                               ----------- --------- ---------- ---------- ----------  -------------
Investments and other property     337,520    12,164     29,448    266,113        203        2,100  
                               ----------- --------- ---------- ---------- ----------  -------------
CURRENT ASSETS                                                                                     
  Cash and temporary investments    81,409       347        264     73,369        327          165  
  Accounts receivable              187,986        16                    67        335          238  
  Notes receivable                                       33,564                                     
  Inventories                       63,078                                        329               
  Due from affiliates                                    28,906                                 10  
  Other                             33,227        51     13,776                    15               
                                ----------  --------  ---------  ---------  ----------  ------------
     TOTAL CURRENT ASSETS          365,700       414     76,510     73,436      1,006          413  
                                ----------  --------  ---------  ---------  ----------  ------------
Deferred taxes recoverable in rates 189,193                                                         
Deferred income taxes                                     3,864                                     
Deferred charges and other assets   193,732   12,092     20,899      1,073        282               
                                 ----------  --------  ---------  ---------  ----------  -----------
     TOTAL ASSETS                $4,160,516 $ 24,670  $ 130,721  $ 340,622  $   1,491   $    2,513  
                                 ==========  ========  =========  =========  ==========  ===========
                                                                                                    
CAPITALIZATION AND LIABILITIES                           
                                                                    
CAPITALIZATION                                            
  Common equity                  $1,404,136 $ 11,972  $  35,930  $  97,603  $  (2,392)   $   2,274  
  Preferred stock not subject                                                                       
    to mandatory redemption          78,475               5,235                                     
  Preferred stock subject to                                                                        
    mandatory redemption             25,000                                                         
  Long-term debt                  1,284,816               5,473    189,049                          
                                -----------  --------  ---------  ---------  ----------  -----------
     TOTAL CAPITALIZATION         2,792,427   11,972     46,638    286,652     (2,392)       2,274  
                                -----------  --------  ---------  ---------  ----------  -----------
CURRENT LIABILITIES                                                                                 
  Current portion long-term debt     33,639               6,261     30,002                          
  Accounts payable                  174,884       32         41         73        687           21  
  Due to affiliates                   7,214   10,304                            3,094          218  
  Dividends payable                  47,131                  82                                     
  Taxes accrued                                                                                     
  Interest accrued                   12,824                          8,435                          
  Regulatory balancing accounts                                                                     
    overcollected-net                35,338                                                         
  Other                             110,743       67     47,380                    27               
                                -----------  --------  ---------  ---------  ----------  -----------
     TOTAL CURRENT LIABILITIES      421,773   10,403     53,764     38,510      3,808          239  
                                ----------  --------  ---------  ---------  ----------  ------------
Customer advances for construction   34,666                                                         
Accumulated deferred income                                                                         
  taxes                             487,119      376                15,460                          
Accumulated deferred investment                                                                     
  tax credit                         64,410                                                         
Deferred credits and other                                                                          
  liabilities                       360,121    1,919     30,319                    75               
                                 ----------  --------  ---------  ---------  ---------- ------------
TOTAL CAPITALIZATION &           $4,160,516 $ 24,670  $ 130,721  $ 340,622     $1,491  $     2,513  
LIABILITIES                      ==========  ========  =========  =========  ========== ============
</TABLE>


<TABLE>

Enova Corporation
Consolidating Balance Sheet
In Thousands of Dollars 
For the Period Ended December 31, 1996
<CAPTION>

                                                         Adjustments
                                Enova        Enova          and    
                               Technology   Corporation  Eliminations  Consolidated
                               ----------  ------------  ------------  -------------
<S>                            <C>          <C>         <C>            <C>
ASSETS                                                               
Utility plant--at original cost $            $          $                $5,704,464
Accumulated depreciation                                                           
    and decommissioning                                                  (2,630,093)
                               -----------  -----------  ------------  -------------
  Utility plant--net                                                      3,074,371
                               -----------  -----------  ------------  -------------
Investments and other property       2,822   1,609,759   (1,609,941)        650,188
                               -----------  -----------  ------------  -------------
CURRENT ASSETS                                                                     
  Cash and temporary investments     5,271      11,927                      173,079
  Accounts receivable                                        (2,113)        186,529
  Notes receivable                                                           33,564
  Inventories                           30                                   63,437
  Due from affiliates                           16,612      (45,528)               
  Other                                320                     (295)         47,094
                                ----------  ----------  ------------  -------------
     TOTAL CURRENT ASSETS            5,621      28,539      (47,936)        503,703
                                ----------  ----------  ------------  -------------
Deferred taxes recoverable in rates                                         189,193
Deferred income taxes                                        (3,864)             
Deferred charges and other assets    1,027       2,677                      231,782
                                ---------- -----------  ------------- -------------
     TOTAL ASSETS                $   9,470  $1,640,975  $(1,661,741)     $4,649,237
                                ========== ===========  ============= =============
                                                                                                    
CAPITALIZATION AND LIABILITIES                           
                                                                    
CAPITALIZATION                                            
  Common equity                  $   8,884  $1,570,484  $(1,559,221)     $1,569,670
  Preferred stock not subject                                                 
    to mandatory redemption                                  (5,235)         78,475
  Preferred stock subject to                                                  
    mandatory redemption                                                     25,000
  Long-term debt                                                          1,479,338
                                ---------- ----------     -----------    -----------
     TOTAL CAPITALIZATION            8,884  1,570,484     1,564,456)      3,152,483
                                ---------- ----------     -----------    -----------
CURRENT LIABILITIES                                                                
Current portion long-term debt                                               69,902
  Accounts payable                      77                                  175,815
  Due to affiliates                    409     24,711       (45,950)                  
  Dividends payable                            45,485       (45,485)         47,213
  Taxes accrued                                   295          (295)                  
  Interest accrued                                                           21,259
  Regulatory balancing accounts                                                    
    overcollected-net                                                        35,338
  Other                                100                                  158,317
                                ----------   --------    -----------     -------------
     TOTAL CURRENT LIABILITIES         586     70,491       (91,730)        507,844
                                ----------   --------    -----------     -------------
Customer advances for construction                                           34,666
Accumulated deferred income                                                        
  taxes                                                      (5,555)        497,400
Accumulated deferred investment                                                    
  tax credit                                                                 64,410
Deferred credits and other                                                         
  liabilities                                                               392,434
                                ----------  ---------   ------------    --------------
 TOTAL CAPITALIAZATION &           $9,470  $1,640,975   $(1,661,741)    $  4,649,237
   LIABILITIES                  ==========  =========   ============    ==============
</TABLE>








                                                   7



<TABLE> <S> <C>


       

<ARTICLE> OPUR3
<MULTIPLIER> 1000
       
<S>                             <C>
<PERIOD-TYPE>                   YEAR
<FISCAL-YEAR-END>                          DEC-31-1996
<PERIOD-END>                               DEC-31-1996
<BOOK-VALUE>                                  PER-BOOK
<TOTAL-ASSETS>                               4,649,237
<TOTAL-OPERATING-REVENUES>                   1,993,474
<NET-INCOME>                                   230,927
        

        

</TABLE>


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