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|                                                                               | EXHIBIT 11                                          |                                                                                                                                                                                                               
|CLECO
  CORPORATION
  COMPUTATION OF NET INCOME PER COMMON SHARE
  (UNAUDITED) |                                                    
|                                                                               | For the three months
  ended June 30,               |                                                                                                                                                                                                               
|                                                                               | 2003                                                |                                                                                                                                                                                                                | 2002                                                                    |           
|                                                                               | (Thousands, except
  share and
  per share amounts) |                                                                                                                                                                                                               
|Basic                                                                          |                                                     |                                                                                                                                                                                                                |                                                                         |           
|                                                                               |                                                     | Net income (loss)
  before preferred dividend requirements                                                                                                                                                     | $         (66,401)                                                      |           
|                                                                               |                                                     | Preferred dividend
  requirements, net                                                                                                                                                                         | (457)                                                                   |           
|                                                                               |                                                     |                                                                                                                                                                                                                |                                                                         |           
|                                                                               |                                                     | Net income (loss)
  applicable to common stock                                                                                                                                                                 | (66,858)                                                                |           
|                                                                               |                                                     |                                                                                                                                                                                                                |                                                                         |           
|                                                                               |                                                     | Total basic net income
  (loss) applicable to common stock                                                                                                                                                     | (66,858)                                                                |           
|                                                                               |                                                     | Total basic net income
  (loss) per common share                                                                                                                                                               | $             (1.42)                                                    |           
|                                                                               |                                                     |                                                                                                                                                                                                                |                                                                         |           
|                                                                               |                                                     | Weighted average number
  of shares of common stock                                                                                                                                                            |                                                                         |           
|                                                                               |                                                     |                                                                                                                                                                                                                | outstanding during the
  year                                           | 47,225,304
|                                                                               |                                                     |                                                                                                                                                                                                                |                                                                         |           
|Diluted                                                                        |                                                     |                                                                                                                                                                                                                |                                                                         |           
|                                                                               |                                                     | Net income (loss)
  applicable to common stock                                                                                                                                                                 | $         (66,858)                                                      |           
|                                                                               |                                                     | Adjustments to net
  income related to Employee Stock                                                                                                                                                          |                                                                         |           
|                                                                               |                                                     |                                                                                                                                                                                                                | Ownership Plan (ESOP)
  under the "if-converted" method:                |           
|                                                                               |                                                     | Add: Loss of deduction
  for actual dividends paid on convertible preferred
       stock, net of tax                                                                                                           | -                                                                       |           
|                                                                               |                                                     | Deduct: Tax benefit
  lost on above @ 38.48%                                                                                                                                                                   | -                                                                       |           
|                                                                               |                                                     | Deduct:  Additional
  cash contribution equal to preferred dividends                                                                                                                                           |                                                                         |           
|                                                                               |                                                     |                                                                                                                                                                                                                | less dividends paid at
  common dividend  rate                          | -         
|                                                                               |                                                     | Add: tax benefit gained
  on above @ 38.48%                                                                                                                                                                    | -                                                                       |           
|                                                                               |                                                     | Add: tax benefit on
  dividends paid on ESOP common shares assuming                                                                                                                                            |                                                                         |           
|                                                                               |                                                     |                                                                                                                                                                                                                | plan was based on
  common stock and benefit reduced income tax expense |           
|                                                                               |                                                     |                                                                                                                                                                                                                | on income statement @
  38.48% (as of 1/1/95 only on allocated shares)  | -         
|                                                                               |                                                     | Adjusted net income
  (loss) applicable to common stock                                                                                                                                                        | (66,858)                                                                |           
|                                                                               |                                                     |                                                                                                                                                                                                                |                                                                         |           
|                                                                               |                                                     | Total adjusted net
  income (loss) applicable to common stock                                                                                                                                                  | (66,858)                                                                |           
|                                                                               |                                                     | Total diluted net
  income (loss) per common stock                                                                                                                                                             | $             (1.42)                                                    |           
|                                                                               |                                                     |                                                                                                                                                                                                                |                                                                         |           
|                                                                               |                                                     | Weighted average number
  of shares of common stock                                                                                                                                                            |                                                                         |           
|                                                                               |                                                     |                                                                                                                                                                                                                | outstanding during the
  year                                           | 47,225,304
|                                                                               |                                                     | Number of equivalent
  common shares attributable to ESOP                                                                                                                                                      | -                                                                       |           
|                                                                               |                                                     | Common stock under
  stock option grants average shares                                                                                                                                                        | -                                                                       |           
|                                                                               |                                                     |                                                                                                                                                                                                                |                                                                         |           
|                                                                               |                                                     | Average diluted shares                                                                                                                                                                                         | 47,225,304                                                              | *         
|                                                                               |                                                     |                                                                                                                                                                                                                |                                                                         |           
|                                                                               |                                                     |                                                                                                                                                                                                                |                                                                         |           
|                                                                               | *                                                   | For the three months
  ended  June 30, 2003, as Cleco incurred a loss from operations,
  there is no assumption of any 
       potentially dilutive shares in the computation
  of diluted earnings per share.
|                                                                               |                                                     |                                                                                                                                                                                                                |                                                                         |           
|                                                                               |                                                     |                                                                                                                                                                                                                |                                                                         |           



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EXHIBIT 11CLECO
  CORPORATION
  COMPUTATION OF NET INCOME PER COMMON SHARE
  (UNAUDITED)For the six months
  ended June 30,2003
  
  2002(Thousands, except
  share and
  per share amounts)BasicNet income (loss)
  before preferred dividend requirements
  $         (48,588)
  
  $        31,835Preferred dividend
  requirements, net
  (934)
  
  (937)Net income (loss)
  applicable to common stock
  (49,522)
  
  30,898Total basic net income
  (loss) applicable to common stock
  (49,522)
  
  30,898Total basic net income
  (loss) per common share
  $             (1.05)
  
  $            0.68Weighted average number
  of shares of common stockoutstanding during the
  year
  47,138,454
  
  45,569,170DilutedNet income (loss)
  applicable to common stock
  $         (49,522)
  
  $        30,898Adjustments to net
  income related to Employee StockOwnership Plan (ESOP)
  under the "if-converted" method:Add: Loss of deduction
  for actual dividends paid on convertible preferred
       stock, net of tax
  -
  
  1,054Deduct: Tax  benefit
  lost on above @ 38.48%
  -
  
  (406)Deduct: Additional cash
  contribution equal to preferred dividendsless dividends paid at
  common dividend  rate
  -
  
  (54)Add: tax benefit gained
  on above @ 38.48%
  -
  
  21Add: tax benefit on
  dividends paid on ESOP common shares assumingplan was based on
  common stock and benefit reduced income tax  expenseon income statement @
  38.48% (as of 1/1/95 only on allocated shares)
  -
  
  299Adjusted net income
  (loss) applicable to common stock
  (49,522)
  
  31,812Total adjusted net
  income (loss) applicable to common stock
  (49,522)
  
  31,812Total diluted net
  income (loss) per common stock
  $             (1.05)
  
  $            0.66Weighted average number
  of shares of common stockoutstanding during the
  year
  47,138,454
  
  45,569,170Number of equivalent
  common shares attributable to ESOP
  -
  
  2,502,367Common stock under
  stock option grants average shares
  -
  
  198,376Average diluted shares
  47,138,454
  *
  48,269,913*
  For the six months
  ended  June 30, 2003, as Cleco incurred a loss from operations,
  there is no assumption of any 
       potentially dilutive shares in the computation
  of diluted earnings per share.




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