---

EXHIBIT 11

CLECO CORPORATION

COMPUTATION OF EARNINGS (LOSS) PER COMMON SHARE

(UNAUDITED)



|                                                                            | For the three months
  ended June 30,          
|--------------------------------------------------------------------------- | -----------------------------------------------
|                                                                            | 2004                                           
|                                                                            | (Thousands, except share and per share amounts)
|Basic earnings per share                                                    |                                                
|Net income (loss) from continuing operations                                | $                                              
|Deduct:  Non-participating stock dividends (4.5%
  preferred dividends)     |                                                
|Deduct:  Participating preferred stock dividends                            |                                                
|Income (loss) available to common shareholders from
  continuing operations |                                                
|Basic net earnings (loss) per common share from continuing
  operations     |                                                
|                                                                            |                                                
|(Loss) income from discontinued operations                                  | $                                              
|Basic (loss) earnings per common share from discontinued
  operations       |                                                
|                                                                            |                                                
|Total basic net income (loss)
  applicable to common stock                  | $                                              
|Basic earnings (loss) per common share                                      |                                                
|                                                                            |                                                
|Weighted average common shares
  outstanding                                |                                                
|                                                                            |                                                
|Diluted earnings per share                                                  |                                                
|Net income (loss) from continuing operations                                | $                                              
|Deduct:  Non-participating stock dividends (4.5%
  preferred dividends)     |                                                
|Deduct:  Participating preferred stock dividends                            |                                                
|Income (loss) available to common shareholders from
  continuing operations |                                                
|Diluted net earnings (loss) per common share from
  continuing operations   |                                                
|                                                                            |                                                
|(Loss) income from discontinued operations                                  | $                                              
|Diluted (loss) earnings per common share from discontinued
  operations     |                                                
|                                                                            |                                                
|Total diluted net income (loss) applicable
  to common stock                | $                                              
|Diluted earnings (loss) per common
  share                                  |                                                
|                                                                            |                                                
|Weighted average common shares
  outstanding                                |                                                
|Average
  shares of common
  stock under stock option grants                |                                                
|                                                                            |                                                
|Average diluted shares                                                      |                                                
|                                                                            |                                                



---

EXHIBIT 11

CLECO CORPORATION

COMPUTATION OF EARNINGS (LOSS) PER COMMON SHARE

(UNAUDITED)



| |                                                                             | For the six months
  ended June 30,            
| | --------------------------------------------------------------------------- | -----------------------------------------------
| | 2004                                                                        |                                                
| |                                                                             | (Thousands, except share and per share amounts)
| | Basic earnings per share                                                    |                                                
| | Net income (loss) from continuing operations                                | $                                              
| | Deduct:  Non-participating stock dividends (4.5%
  preferred dividends)     |                                                
| | Deduct:  Participating preferred stock dividends                            |                                                
| | Deduct:  Amount allocated to participating preferred
  shareholders         |                                                
| | Income (loss) available to common shareholders from
  continuing operations |                                                
| | Basic net earnings (loss) per common share from continuing
  operations     |                                                
| |                                                                             |                                                
| | Loss from discontinued operations                                           | $                                              
| | Basic (loss) per common share from discontinued
  operations                |                                                
| |                                                                             |                                                
| | Total basic net income (loss)
  applicable to common stock                  | $                                              
| | Basic earnings (loss) per common share                                      |                                                
| |                                                                             |                                                
| | Weighted average common shares
  outstanding                                |                                                
| |                                                                             |                                                
| | Diluted earnings per share                                                  |                                                
| | Net income (loss) from continuing operations                                | $                                              
| | Deduct:  Non-participating stock dividends (4.5%
  preferred dividends)     |                                                
| | Deduct:  Participating preferred stock dividends                            |                                                
| | Deduct:  Amount allocated to participating preferred
  shareholders         |                                                
| | Income (loss) available to common shareholders from
  continuing operations |                                                
| | Diluted net earnings (loss) per common share from
  continuing operations   |                                                
| |                                                                             |                                                
| | Loss from discontinued operations                                           | $                                              
| | Diluted (loss) per common share from discontinued
  operations              |                                                
| |                                                                             |                                                
| | Total diluted net income (loss) applicable
  to common stock                | $                                              
| | Diluted earnings (loss) per common
  share                                  |                                                
| |                                                                             |                                                
| | Weighted average common shares
  outstanding                                |                                                
| | Average
  shares of common
  stock under stock option grants                |                                                
| | Restricted stock (LTICP)                                                    |                                                
| |                                                                             |                                                
| | Average diluted shares                                                      |                                                
| |                                                                             |                                                



---