EXHIBIT 24.16
                      POWER OF ATTORNEY


The  undersigned,  as  a director of  West  Texas  Utilities
Company  (the  "Company"),  hereby  makes,  constitutes  and
appoints Glenn Files 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.


                              Richard Bacon
                              Director







Subscribed and sworn to before me this 23rd day of  January,
1996 by Richard Bacon.

                              Martha Murray
                              Notary Public

My Commission Expires:
11-19-96


EXHIBIT 24.16
                      POWER OF ATTORNEY


The  undersigned,  as  a director of  West  Texas  Utilities
Company  (the  "Company"),  hereby  makes,  constitutes  and
appoints Glenn Files 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.


                              Harwell Barber
                              Director







Subscribed and sworn to before me this 23rd day of  January,
1996 by Harwell Barber.

                              Martha Murray
                              Notary Public

My Commission Expires:
11-19-96

EXHIBIT 24.16
                      POWER OF ATTORNEY


The  undersigned,  as  a director of  West  Texas  Utilities
Company  (the  "Company"),  hereby  makes,  constitutes  and
appoints Glenn Files 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.


                              Paul J. Brower
                              Director







Subscribed and sworn to before me this 23rd day of  January,
1996 by Paul J. Brower.

                              Martha Murray
                              Notary Public

My Commission Expires:
11-19-96

EXHIBIT 24.16
                      POWER OF ATTORNEY


The  undersigned,  as  a director of  West  Texas  Utilities
Company  (the  "Company"),  hereby  makes,  constitutes  and
appoints Glenn Files 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.


                              T. D. Churchwell
                              Director







Subscribed and sworn to before me this 23rd day of  January,
1996 by T. D. Churchwell.

                              Martha Murray
                              Notary Public

My Commission Expires:
11-19-96

EXHIBIT 24.16
                      POWER OF ATTORNEY


The  undersigned,  as  a director of  West  Texas  Utilities
Company  (the  "Company"),  hereby  makes,  constitutes  and
appoints Glenn Files 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.


                              Harry D. Mattison
                              Director







Subscribed and sworn to before me this 23rd day of  January,
1996 by Harry Mattison.

                              Martha Murray
                              Notary Public

My Commission Expires:
11-19-96

EXHIBIT 24.16
                      POWER OF ATTORNEY


The  undersigned,  as  a director of  West  Texas  Utilities
Company  (the  "Company"),  hereby  makes,  constitutes  and
appoints Glenn Files 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.


                              Tommy Morris
                              Director







Subscribed and sworn to before me this 23rd day of  January,
1996 by Tommy Morris.

                              Martha Murray
                              Notary Public

My Commission Expires:
11-19-96

EXHIBIT 24.16
                      POWER OF ATTORNEY


The  undersigned,  as  a director of  West  Texas  Utilities
Company  (the  "Company"),  hereby  makes,  constitutes  and
appoints Glenn Files 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.


                              Dian G. Owen
                              Director







Subscribed and sworn to before me this 23rd day of  January,
1996 by Dian G. Owen.

                              Martha Murray
                              Notary Public

My Commission Expires:
11-19-96

EXHIBIT 24.16
                      POWER OF ATTORNEY


The  undersigned,  as  a director of  West  Texas  Utilities
Company  (the  "Company"),  hereby  makes,  constitutes  and
appoints Glenn Files 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.


                              James Parker
                              Director







Subscribed and sworn to before me this 23rd day of  January,
1996 by James Parker.

                              Martha Murray
                              Notary Public

My Commission Expires:
11-19-96

EXHIBIT 24.16
                      POWER OF ATTORNEY


The  undersigned,  as  a director of  West  Texas  Utilities
Company  (the  "Company"),  hereby  makes,  constitutes  and
appoints Glenn Files 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.


                              F. L. Stephens
                              Director







Subscribed and sworn to before me this 23rd day of  January,
1996 by F. L. Stephens.

                              Martha Murray
                              Notary Public

My Commission Expires:
11-19-96

EXHIBIT 24.16
                      POWER OF ATTORNEY


The  undersigned,  as  a director of  West  Texas  Utilities
Company  (the  "Company"),  hereby  makes,  constitutes  and
appoints Glenn Files 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.


                              Dennis M. Sharkey
                              Director







Subscribed and sworn to before me this 23rd day of  January,
1996 by Dennis M. Sharkey.

                              Martha Murray
                              Notary Public

My Commission Expires:
11-19-96