EXHIBIT 24.7
                      POWER OF ATTORNEY

The  undersigned, as a director of Central Power  and  Light
Company  (the  "Company"),  hereby  makes,  constitutes  and
appoints Robert R. Carey 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  1995  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 19th day of January, 1996.


                              John F. Brimberry
                              Director


Subscribed and sworn to before me this 19th day of  January,
1996 by John F. Brimberry.



                              Alice G. Crisp
                              Notary Public


My Commission Expires:
8-3-98

EXHIBIT 24.7
                      POWER OF ATTORNEY

The  undersigned, as a director of Central Power  and  Light
Company  (the  "Company"),  hereby  makes,  constitutes  and
appoints Robert R. Carey 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  1995  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 23rd day of January, 1996.


                              E. R. Brooks
                              Director


Subscribed and sworn to before me this 23rd day of  January,
1996 by E. R. Brooks.



                              Alice G. Crisp
                              Notary Public


My Commission Expires:
8-3-98

EXHIBIT 24.7
                      POWER OF ATTORNEY

The  undersigned, as a director of Central Power  and  Light
Company  (the  "Company"),  hereby  makes,  constitutes  and
appoints Robert R. Carey 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  1995  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 24th day of January, 1996.


                              Ruben M. Garcia
                              Director


Subscribed and sworn to before me this 24th day of  January,
1996 by Ruben M. Garcia.



                              Phyllis A. Pego
                              Notary Public


My Commission Expires:
12-9-97

EXHIBIT 24.7
                      POWER OF ATTORNEY

The  undersigned, as a director of Central Power  and  Light
Company  (the  "Company"),  hereby  makes,  constitutes  and
appoints Robert R. Carey 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  1995  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 19th day of January, 1996.


                              David L. Hooper
                              Director


Subscribed and sworn to before me this 19th day of  January,
1996 by David L. Hooper.



                              Alice G. Crisp
                              Notary Public


My Commission Expires:
8-3-98

EXHIBIT 24.7
                      POWER OF ATTORNEY

The  undersigned, as a director of Central Power  and  Light
Company  (the  "Company"),  hereby  makes,  constitutes  and
appoints Robert R. Carey 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  1995  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 19th day of January, 1996.


                              Harry D. Mattison
                              Director


Subscribed and sworn to before me this 19th day of  January,
1996 by Harry D. Mattison.



                              Alice G. Crisp
                              Notary Public


My Commission Expires:
8-3-98


EXHIBIT 24.7
                      POWER OF ATTORNEY

The  undersigned, as a director of Central Power  and  Light
Company  (the  "Company"),  hereby  makes,  constitutes  and
appoints Robert R. Carey 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  1995  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 19th day of January, 1996.


                              Robert A. McAllen
                              Director


Subscribed and sworn to before me this 19th day of  January,
1996 by Robert A. McAllen.



                              Alice G. Crisp
                              Notary Public


My Commission Expires:
8-3-98


EXHIBIT 24.7
                      POWER OF ATTORNEY

The  undersigned, as a director of Central Power  and  Light
Company  (the  "Company"),  hereby  makes,  constitutes  and
appoints Robert R. Carey 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  1995  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 19th day of January, 1996.


                              Pete J. Morales, Jr.
                              Director


Subscribed and sworn to before me this 19th day of  January,
1996 by Pete J. Morales, Jr.



                              Alice G. Crisp
                              Notary Public


My Commission Expires:
8-3-98


EXHIBIT 24.7
                      POWER OF ATTORNEY

The  undersigned, as a director of Central Power  and  Light
Company  (the  "Company"),  hereby  makes,  constitutes  and
appoints Robert R. Carey 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  1995  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 19th day of January, 1996.


                              S. Loyd Neal, Jr.
                              Director


Subscribed and sworn to before me this 19th day of  January,
1996 by S. Loyd Neal, Jr.



                              Alice G. Crisp
                              Notary Public


My Commission Expires:
8-3-98


EXHIBIT 24.7
                      POWER OF ATTORNEY

The  undersigned, as a director of Central Power  and  Light
Company  (the  "Company"),  hereby  makes,  constitutes  and
appoints Robert R. Carey 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  1995  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 19th day of January, 1996.


                              H. Lee Richards
                              Director


Subscribed and sworn to before me this 22nd day of  January,
1996 by H. Lee Richards.



                              Marilyn M. Wilkins
                              Notary Public


My Commission Expires:
10-29-98


EXHIBIT 24.7
                      POWER OF ATTORNEY

The  undersigned, as a director of Central Power  and  Light
Company  (the  "Company"),  hereby  makes,  constitutes  and
appoints Robert R. Carey 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  1995  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 19th day of January, 1996.


                              Melanie J. Richardson
                              Director


Subscribed and sworn to before me this 19th day of  January,
1996 by Melanie J. Richardson.



                              Alice G. Crisp
                              Notary Public


My Commission Expires:
8-3-98


EXHIBIT 24.7
                      POWER OF ATTORNEY

The  undersigned, as a director of Central Power  and  Light
Company  (the  "Company"),  hereby  makes,  constitutes  and
appoints Robert R. Carey 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  1995  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 19th day of January, 1996.


                              J. Gonzalo Sandoval
                              Director


Subscribed and sworn to before me this 19th day of  January,
1996 by J. Gonzalo Sandoval.



                              Alice G. Crisp
                              Notary Public


My Commission Expires:
8-3-98



EXHIBIT 24.7
                      POWER OF ATTORNEY

The  undersigned, as a director of Central Power  and  Light
Company  (the  "Company"),  hereby  makes,  constitutes  and
appoints Robert R. Carey 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  1995  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 19th day of January, 1996.


                              Gerald E. Vaughn
                              Director


Subscribed and sworn to before me this 19th day of  January,
1996 by Gerald E. Vaughn.



                              Alice G. Crisp
                              Notary Public


My Commission Expires:
8-3-98