EXHIBIT 24.7
                                POWER OF ATTORNEY

The  undersigned,  as a  director  of  Central  Power  and  Light  Company  (the
"Company"), hereby makes, constitutes and appoints M. Bruce Evans and R. Russell
Davis,  and each of them severally,  his true and lawful  attorneys-in-fact  and
agents, each with full power and authority (acting alone and without the others)
to  execute  in the  name  and on  behalf  of the  undersigned,  in any  and all
capacities,  the  Company's  Annual Report on Form 10-K for 1996 and any and all
amendments  thereto,  to be filed under the Securities  Exchange Act of 1934, as
amended, and any other documents and instruments incidental thereto, and to file
the same, with all exhibits  thereto and all documents in connection  therewith,
with  the  Securities  and  Exchange   Commission,   hereby   granting  to  such
attorneys-in-fact,  and agents,  and each of them,  full power and  authority of
substitution  and  revocation in the premises and full power and authority to do
and perform each and every act and thing  requisite  and necessary to be done in
and about the premises, as fully for all intents and purposes as the undersigned
might or could do in person and hereby  ratifying and  confirming  all that such
attorneys-in-fact  and  agents,  or any of  them,  may do or cause to be done by
virtue of this Power of Attorney.

IN WITNESS  WHEREOF,  I have hereunto  executed this Power of Attorney this 16th
day of January, 1997.

                                                     John F. Brimberry
                                                     Director


Subscribed and sworn to before me this 16th day of January, 1997 by John F.
Brimberry.


                                                     JoAnne V. Garza
                                                     Notary Public

My Commission Expires:
11-15-99


<PAGE>


EXHIBIT 24.7
                                POWER OF ATTORNEY

The  undersigned,  as a  director  of  Central  Power  and  Light  Company  (the
"Company"), hereby makes, constitutes and appoints M. Bruce Evans and R. Russell
Davis,  and each of them severally,  his true and lawful  attorneys-in-fact  and
agents, each with full power and authority (acting alone and without the others)
to  execute  in the  name  and on  behalf  of the  undersigned,  in any  and all
capacities,  the  Company's  Annual Report on Form 10-K for 1996 and any and all
amendments  thereto,  to be filed under the Securities  Exchange Act of 1934, as
amended, and any other documents and instruments incidental thereto, and to file
the same, with all exhibits  thereto and all documents in connection  therewith,
with  the  Securities  and  Exchange   Commission,   hereby   granting  to  such
attorneys-in-fact,  and agents,  and each of them,  full power and  authority of
substitution  and  revocation in the premises and full power and authority to do
and perform each and every act and thing  requisite  and necessary to be done in
and about the premises, as fully for all intents and purposes as the undersigned
might or could do in person and hereby  ratifying and  confirming  all that such
attorneys-in-fact  and  agents,  or any of  them,  may do or cause to be done by
virtue of this Power of Attorney.

IN WITNESS  WHEREOF,  I have hereunto  executed this Power of Attorney this 14th
day of January, 1997.

                                                     E. R. Brooks
                                                     Director


Subscribed and sworn to before me this 14th day of January, 1997 by E. R.
Brooks.


                                                     Alice G. Crisp
                                                     Notary Public


My Commission Expires:
8-3-98



<PAGE>


EXHIBIT 24.7
                                POWER OF ATTORNEY

The  undersigned,  as a  director  of  Central  Power  and  Light  Company  (the
"Company"), hereby makes, constitutes and appoints M. Bruce Evans and R. Russell
Davis,  and each of them severally,  his true and lawful  attorneys-in-fact  and
agents, each with full power and authority (acting alone and without the others)
to  execute  in the  name  and on  behalf  of the  undersigned,  in any  and all
capacities,  the  Company's  Annual Report on Form 10-K for 1996 and any and all
amendments  thereto,  to be filed under the Securities  Exchange Act of 1934, as
amended, and any other documents and instruments incidental thereto, and to file
the same, with all exhibits  thereto and all documents in connection  therewith,
with  the  Securities  and  Exchange   Commission,   hereby   granting  to  such
attorneys-in-fact,  and agents,  and each of them,  full power and  authority of
substitution  and  revocation in the premises and full power and authority to do
and perform each and every act and thing  requisite  and necessary to be done in
and about the premises, as fully for all intents and purposes as the undersigned
might or could do in person and hereby  ratifying and  confirming  all that such
attorneys-in-fact  and  agents,  or any of  them,  may do or cause to be done by
virtue of this Power of Attorney.

IN WITNESS  WHEREOF,  I have hereunto  executed this Power of Attorney this 14th
day of January, 1997.

                                                     Glenn Files
                                                     Director


Subscribed and sworn to before me this 14th day of January, 1997 by Glenn Files.


                                                     Alice G. Crisp
                                                     Notary Public


My Commission Expires:
8-3-98


<PAGE>


EXHIBIT 24.7
                                POWER OF ATTORNEY

The  undersigned,  as a  director  of  Central  Power  and  Light  Company  (the
"Company"), hereby makes, constitutes and appoints M. Bruce Evans and R. Russell
Davis,  and each of them severally,  his true and lawful  attorneys-in-fact  and
agents, each with full power and authority (acting alone and without the others)
to  execute  in the  name  and on  behalf  of the  undersigned,  in any  and all
capacities,  the  Company's  Annual Report on Form 10-K for 1996 and any and all
amendments  thereto,  to be filed under the Securities  Exchange Act of 1934, as
amended, and any other documents and instruments incidental thereto, and to file
the same, with all exhibits  thereto and all documents in connection  therewith,
with  the  Securities  and  Exchange   Commission,   hereby   granting  to  such
attorneys-in-fact,  and agents,  and each of them,  full power and  authority of
substitution  and  revocation in the premises and full power and authority to do
and perform each and every act and thing  requisite  and necessary to be done in
and about the premises, as fully for all intents and purposes as the undersigned
might or could do in person and hereby  ratifying and  confirming  all that such
attorneys-in-fact  and  agents,  or any of  them,  may do or cause to be done by
virtue of this Power of Attorney.

IN WITNESS  WHEREOF,  I have hereunto  executed this Power of Attorney this 15th
day of January, 1997.

                                                     Ruben M. Garcia
                                                     Director


Subscribed and sworn to before me this 16th day of January, 1997 by Ruben M.
Garcia.


                                                     Julia Anne Clark
                                                     Notary Public


My Commission Expires:
7-23-98



<PAGE>


EXHIBIT 24.7
                                POWER OF ATTORNEY

The  undersigned,  as a  director  of  Central  Power  and  Light  Company  (the
"Company"), hereby makes, constitutes and appoints M. Bruce Evans and R. Russell
Davis,  and each of them severally,  his true and lawful  attorneys-in-fact  and
agents, each with full power and authority (acting alone and without the others)
to  execute  in the  name  and on  behalf  of the  undersigned,  in any  and all
capacities,  the  Company's  Annual Report on Form 10-K for 1996 and any and all
amendments  thereto,  to be filed under the Securities  Exchange Act of 1934, as
amended, and any other documents and instruments incidental thereto, and to file
the same, with all exhibits  thereto and all documents in connection  therewith,
with  the  Securities  and  Exchange   Commission,   hereby   granting  to  such
attorneys-in-fact,  and agents,  and each of them,  full power and  authority of
substitution  and  revocation in the premises and full power and authority to do
and perform each and every act and thing  requisite  and necessary to be done in
and about the premises, as fully for all intents and purposes as the undersigned
might or could do in person and hereby  ratifying and  confirming  all that such
attorneys-in-fact  and  agents,  or any of  them,  may do or cause to be done by
virtue of this Power of Attorney.

IN WITNESS  WHEREOF,  I have hereunto  executed this Power of Attorney this 14th
day of January, 1997.

                                                     Robert A. McAllen
                                                     Director


Subscribed  and sworn to before me this 14th day of  January,  1997 by Robert A.
McAllen.


                                                     Alice G. Crisp
                                                     Notary Public


My Commission Expires:
8-3-98


<PAGE>


EXHIBIT 24.7
                                POWER OF ATTORNEY

The  undersigned,  as a  director  of  Central  Power  and  Light  Company  (the
"Company"), hereby makes, constitutes and appoints M. Bruce Evans and R. Russell
Davis,  and each of them severally,  his true and lawful  attorneys-in-fact  and
agents, each with full power and authority (acting alone and without the others)
to  execute  in the  name  and on  behalf  of the  undersigned,  in any  and all
capacities,  the  Company's  Annual Report on Form 10-K for 1996 and any and all
amendments  thereto,  to be filed under the Securities  Exchange Act of 1934, as
amended, and any other documents and instruments incidental thereto, and to file
the same, with all exhibits  thereto and all documents in connection  therewith,
with  the  Securities  and  Exchange   Commission,   hereby   granting  to  such
attorneys-in-fact,  and agents,  and each of them,  full power and  authority of
substitution  and  revocation in the premises and full power and authority to do
and perform each and every act and thing  requisite  and necessary to be done in
and about the premises, as fully for all intents and purposes as the undersigned
might or could do in person and hereby  ratifying and  confirming  all that such
attorneys-in-fact  and  agents,  or any of  them,  may do or cause to be done by
virtue of this Power of Attorney.

IN WITNESS  WHEREOF,  I have hereunto  executed this Power of Attorney this 14th
day of January, 1997.

                                                     Pete J. Morales, Jr.
                                                     Director


Subscribed and sworn to before me this 14th day of January, 1997 by Pete J.
Morales, Jr.


                                                     Alice G. Crisp
                                                     Notary Public


My Commission Expires:
8-3-98


<PAGE>


EXHIBIT 24.7
                                POWER OF ATTORNEY

The  undersigned,  as a  director  of  Central  Power  and  Light  Company  (the
"Company"), hereby makes, constitutes and appoints M. Bruce Evans and R. Russell
Davis,  and each of them severally,  his true and lawful  attorneys-in-fact  and
agents, each with full power and authority (acting alone and without the others)
to  execute  in the  name  and on  behalf  of the  undersigned,  in any  and all
capacities,  the  Company's  Annual Report on Form 10-K for 1996 and any and all
amendments  thereto,  to be filed under the Securities  Exchange Act of 1934, as
amended, and any other documents and instruments incidental thereto, and to file
the same, with all exhibits  thereto and all documents in connection  therewith,
with  the  Securities  and  Exchange   Commission,   hereby   granting  to  such
attorneys-in-fact,  and agents,  and each of them,  full power and  authority of
substitution  and  revocation in the premises and full power and authority to do
and perform each and every act and thing  requisite  and necessary to be done in
and about the premises, as fully for all intents and purposes as the undersigned
might or could do in person and hereby  ratifying and  confirming  all that such
attorneys-in-fact  and  agents,  or any of  them,  may do or cause to be done by
virtue of this Power of Attorney.

IN WITNESS  WHEREOF,  I have hereunto  executed this Power of Attorney this 14th
day of January, 1997.

                                                     S. Loyd Neal, Jr.
                                                     Director


Subscribed and sworn to before me this 14th day of January, 1997 by S. Loyd
Neal, Jr.


                                                     Alice G. Crisp
                                                     Notary Public


My Commission Expires:
8-3-98


<PAGE>


EXHIBIT 24.7
                                POWER OF ATTORNEY

The  undersigned,  as a  director  of  Central  Power  and  Light  Company  (the
"Company"), hereby makes, constitutes and appoints M. Bruce Evans and R. Russell
Davis,  and each of them severally,  his true and lawful  attorneys-in-fact  and
agents, each with full power and authority (acting alone and without the others)
to  execute  in the  name  and on  behalf  of the  undersigned,  in any  and all
capacities,  the  Company's  Annual Report on Form 10-K for 1996 and any and all
amendments  thereto,  to be filed under the Securities  Exchange Act of 1934, as
amended, and any other documents and instruments incidental thereto, and to file
the same, with all exhibits  thereto and all documents in connection  therewith,
with  the  Securities  and  Exchange   Commission,   hereby   granting  to  such
attorneys-in-fact,  and agents,  and each of them,  full power and  authority of
substitution  and  revocation in the premises and full power and authority to do
and perform each and every act and thing  requisite  and necessary to be done in
and about the premises, as fully for all intents and purposes as the undersigned
might or could do in person and hereby  ratifying and  confirming  all that such
attorneys-in-fact  and  agents,  or any of  them,  may do or cause to be done by
virtue of this Power of Attorney.

IN WITNESS  WHEREOF,  I have hereunto  executed this Power of Attorney this 14th
day of January, 1997.

                                                     H. Lee Richards
                                                     Director


Subscribed and sworn to before me this 14th day of January, 1997 by H. Lee 
Richards.


                                                     Alice G. Crisp
                                                     Notary Public


My Commission Expires:
8-3-98


<PAGE>


EXHIBIT 24.7
                                POWER OF ATTORNEY

The  undersigned,  as a  director  of  Central  Power  and  Light  Company  (the
"Company"), hereby makes, constitutes and appoints M. Bruce Evans and R. Russell
Davis,  and each of them severally,  his true and lawful  attorneys-in-fact  and
agents, each with full power and authority (acting alone and without the others)
to  execute  in the  name  and on  behalf  of the  undersigned,  in any  and all
capacities,  the  Company's  Annual Report on Form 10-K for 1996 and any and all
amendments  thereto,  to be filed under the Securities  Exchange Act of 1934, as
amended, and any other documents and instruments incidental thereto, and to file
the same, with all exhibits  thereto and all documents in connection  therewith,
with  the  Securities  and  Exchange   Commission,   hereby   granting  to  such
attorneys-in-fact,  and agents,  and each of them,  full power and  authority of
substitution  and  revocation in the premises and full power and authority to do
and perform each and every act and thing  requisite  and necessary to be done in
and about the premises, as fully for all intents and purposes as the undersigned
might or could do in person and hereby  ratifying and  confirming  all that such
attorneys-in-fact  and  agents,  or any of  them,  may do or cause to be done by
virtue of this Power of Attorney.

IN WITNESS  WHEREOF,  I have hereunto  executed this Power of Attorney this 14th
day of January, 1997.

                                                     J. Gonzalo Sandoval
                                                     Director


Subscribed and sworn to before me this 14th day of January, 1997 by J. Gonzalo
Sandoval.


                                                     Alice G. Crisp
                                                     Notary Public


My Commission Expires:
8-3-98


<PAGE>


EXHIBIT 24.7
                                POWER OF ATTORNEY

The  undersigned,  as a  director  of  Central  Power  and  Light  Company  (the
"Company"), hereby makes, constitutes and appoints M. Bruce Evans and R. Russell
Davis,  and each of them severally,  his true and lawful  attorneys-in-fact  and
agents, each with full power and authority (acting alone and without the others)
to  execute  in the  name  and on  behalf  of the  undersigned,  in any  and all
capacities,  the  Company's  Annual Report on Form 10-K for 1996 and any and all
amendments  thereto,  to be filed under the Securities  Exchange Act of 1934, as
amended, and any other documents and instruments incidental thereto, and to file
the same, with all exhibits  thereto and all documents in connection  therewith,
with  the  Securities  and  Exchange   Commission,   hereby   granting  to  such
attorneys-in-fact,  and agents,  and each of them,  full power and  authority of
substitution  and  revocation in the premises and full power and authority to do
and perform each and every act and thing  requisite  and necessary to be done in
and about the premises, as fully for all intents and purposes as the undersigned
might or could do in person and hereby  ratifying and  confirming  all that such
attorneys-in-fact  and  agents,  or any of  them,  may do or cause to be done by
virtue of this Power of Attorney.

IN WITNESS  WHEREOF,  I have hereunto  executed this Power of Attorney this 14th
day of January, 1997.

                                                     Gerald E. Vaughn
                                                     Director


Subscribed and sworn to before me this 14th day of January, 1997 by Gerald E.
Vaughn.


                                                     Alice G. Crisp
                                                     Notary Public


My Commission Expires:
8-3-98