Exhibit 11(c)

CLECO CORPORATION
COMPUTATION OF NET INCOME PER COMMON SHARE(UNAUDITED)

|                                                                                                                                                                     | For the nine months ended September 30         
|-------------------------------------------------------------------------------------------------------------------------------------------------------------------- | -----------------------------------------------
|                                                                                                                                                                     | 2001                                           
|                                                                                                                                                                     | (Thousands, except share and per share amounts)
|BASIC                                                                                                                                                                |                                                
|                                                                                                                                                                     |                                                
|Net income applicable to common stock                                                                                                                                | $      53,417                                  
|                                                                                                                                                                     | ========                                       
|Weighted average number of shares of common
     stock outstanding during the period                                                                                 | 45,008,890                                     
|                                                                                                                                                                     | ========                                       
|Basic net income per common share                                                                                                                                    | $          1.19                                
|                                                                                                                                                                     | ========                                       
|                                                                                                                                                                     |                                                
|DILUTED                                                                                                                                                              |                                                
|                                                                                                                                                                     |                                                
|Net income applicable to common stock                                                                                                                                | $       53,417                                 
|                                                                                                                                                                     |                                                
|Adjustments to net income related to Employee
   Stock Ownership Plan (ESOP) under the
   "if-converted" method:                                                     |                                                
|Add loss of deduction from net income for actual
   dividends paid on convertible preferred stock,
   net of tax                                                     | 997                                            
|Deduct additional cash contribution
   required, which is equal to dividends
   on preferred stock less dividends
   paid at the common dividend rate, net
   of tax | (24)                                           
|Add tax benefit associated with dividends
   paid on allocated common shares                                                                                         | 384                                            
|Adjusted income applicable to common stock                                                                                                                           | $      54,774                                  
|                                                                                                                                                                     | ========                                       
|                                                                                                                                                                     |                                                
|Weighted average number of shares of common
   stock outstanding during the period                                                                                   | 45,008,890                                     
|                                                                                                                                                                     |                                                
|Number of equivalent common shares
   attributable to ESOP                                                                                                           | 2,557,946                                      
|                                                                                                                                                                     |                                                
|Common stock under stock option grants                                                                                                                               | 250,336                                        
|                                                                                                                                                                     |                                                
|Average shares                                                                                                                                                       | 47,817,172                                     
|                                                                                                                                                                     | ========                                       
|Diluted net income per common share                                                                                                                                  | $          1.14                                
|                                                                                                                                                                     | ========                                       
|                                                                                                                                                                     |