EXHIBIT 10.33










                          ALLIANT ENERGY

                            EXCESS PLAN

                           November 2000






























                                                     01/25/01
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                          ALLIANT ENERGY
                            EXCESS PLAN
                            -----------

                             PREAMBLE
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The Alliant Energy Excess Plan (the "Excess Plan") is designed to
attract, retain and motivate key executives and employees by
providing competitive retirement benefits.   The Plan compensates
Participants for the loss in benefits payable from the Alliant
Energy Cash Balance Pension Plan (the "Qualified Plan") resulting
from application of Internal Revenue Code sections 401(a) (17)
and 415, and exclusion of amounts deferred under "Key Employee
Deferred Compensation Plans" from the compensation used for
determining benefits under the Qualified Plan.

The Excess Plan is an unfunded plan for purposes of the Employee
Retirement Income Security Act of 1974, as amended; however,
nothing herein shall prevent the Company, in its sole discretion,
from establishing a trust of the type commonly known as a "rabbi
trust" to assist in meeting its obligations under the Plan. It is
a nonqualified plan for purposes of Section 401 of the Internal
Revenue Code of 1986, as amended.

This plan is effective on August 1, 1998.


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                          ALLIANT ENERGY
                            EXCESS PLAN
                            -----------


                             ARTICLE I
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                            DEFINITIONS
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Whenever used herein with the initial letter capitalized, words
and phrases shall have the meanings stated below unless a
different meaning is plainly required by the context.  All
masculine terms shall include the feminine and all singular terms
shall include the plural in all cases in which they could thus be
applied unless the context clearly indicates the gender or the
number.

1.1   "Accrued Normal Retirement Benefit" means the amount of a
      Participant's Retirement Benefit, determined as of the date
      of his termination of employment, commencing as soon as
      administratively practicable following that date, and
      payable as an annuity in the normal form of payment
      available to the Participant under the Qualified Plan (or
      the Actuarial Equivalent of such amount when payable in
      another form).  The amount of the Accrued Normal Retirement
      Benefit is defined in section 3.1.

1.2   "Actuarial Equivalent" means the procedure for converting a
      Participant's Accrued Normal Retirement Benefit to a single
      lump sum or to an optional form of payment, as defined in
      the Alliant Energy Cash Balance Pension Plan.

1.3   "Administrator" means the Employee Total Compensation
      Committee, as authorized by the Company to control and
      manage the operation and administration of this Plan under
      the definition and applicable provisions set forth in the
      Alliant Energy Cash Balance Pension Plan.

1.4   "Affiliate" means any entity that meets the definition of
      "Affiliate" set forth in the Alliant Energy Cash Balance
      Pension Plan.

1.5   "Board" or "Board of Directors" means the Board of Directors
      of the Company.

1.6   "Code" means the Internal Revenue Code of 1986, as amended,
      and the regulations thereunder.

1.7   "Committee" means the Compensation and Personnel Committee
      of the Board.

1.8   "Company" means Alliant Energy Corporate Services, Inc. and
      any successor or successors thereto.

1.9   "Compensation" means an employee's wages from a
      Participating Employer, as defined in the Cash Balance
      Pension Plan, but also including amounts excluded from the
      Cash Balance Pension Plan's definition of compensation by
      the operation of Code section 401(a)(17) and due to
      deferrals under the Key Employee Deferred Compensation Plans.

(1)   For purposes of calculating Average Monthly Compensation
           under the continuing provisions of the IES Pension Plan
           set forth in Appendix D of the Cash Balance Pension
           Plan, "Compensation" shall have the same meaning as
           provided under those provisions, except that any
           amounts excluded by operation of Code section
           401(a)(17)  or due to deferrals under the Key Employee
           Deferred Compensation Plans will be included as
           "Compensation."
<PAGE>

(2)   For purposes of calculating "Average Monthly Compensation"
           under the continuing provisions of the of the
           Interstate Power Company Retirement Income Plan set
           forth in Appendix E of the Cash Balance Pension Plan,
           "Compensation" shall have the same meaning as provided
           under those provisions, except that any amounts
           excluded by operation of Code section 401(a)(17) or due
           to deferrals under the Key Employee Deferred
           Compensation Plans will be included as "Compensation."

(3)   For purposes of calculating "Pension Wages" under the
           continuing provisions of the Wisconsin Power and Light
           Company Retirement Plan A set forth in Appendix C of
           the Cash Balance Pension Plan, "Compensation" shall
           have the same meaning as provided under those
           provisions, except that any amounts excluded by
           operation of Code section 401(a)(17) or due to
           deferrals under the Key Employee Deferred Compensation
           Plans will be included as "Compensation."


1.10  "Excess Plan Cash Balance Account" means the notational
      accounts established for all Participants strictly for
      purposes of determining benefits under this Excess Plan.

1.11   "Key Employee Deferred Compensation Plans" means the
      Alliant Energy Key Employee Deferred Compensation Plan, the
      Wisconsin Power & Light Company Deferred Compensation Plans,
      and the IES Utilities Key Employee Deferred Compensation
      Plan.

1.12  "Normal Retirement Age" has the same meaning that appears in
      the Alliant Energy Cash Balance Pension Plan.

1.13  "Normal Retirement Date" has the same meaning that appears
      in the Alliant Energy Cash Balance Pension Plan.

1.14  "Participant" means an employee who has been determined by
      the Participating Employer to be eligible to participate in
      the Plan in accordance with Article II or who has entered
      into the Plan, and who has not ceased to have rights to a
      Retirement Benefit hereunder.

1.15  "Participating Employer" has the same meaning that appears
      in the Alliant Energy Cash Balance Pension Plan.  The term
      also includes any successor corporation or firm which shall,
      by written agreement, assume the obligations of this Plan.

1.16  "Plan" means the Alliant Energy Excess Plan, as set forth
      herein, and as it may be amended from time to time.

1.17  "Plan Effective Date" means August 1, 1998.

1.18  "Plan Year" means August 1 through December 31, 1998, and
      every calendar year (January 1 through December 31)
      thereafter.

1.19  "Qualified Plan" means the Alliant Energy Cash Balance
      Pension Plan, which is qualified under Code Section 401(a).
<PAGE>

1.20  "Retirement Benefit" means a pension or any other payment or
      payments payable under the terms of this Plan to a
      Participant or the Participant's Spouse.

1.21  "Retirement Date" means the date on which a Participant's
      Retirement Benefit commences.

1.22   "Spouse" means an individual who is legally married to a
      Participant as of the earlier of the date of the
      Participant's death or the Participant's Retirement Date.

<PAGE>

                            ARTICLE II
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                           PARTICIPATION
                           -------------


2.1   Participating Employees.  Each employee: (1) who is a
      ------------------------
      Participant in the Qualified Plan on or after January 1,
      1999 and (2) whose benefits or compensation under the
      Qualified Plan are limited due to the application of Code
      sections 401(a)(17), 415(b), or 415(e) or due to deferrals
      under the Key Employee Deferred Compensation Plans.  Each
      Participant's right to benefits under this Plan shall vest
      in accordance with Article V hereof.

2.2   Cessation of Participation.  A Participant shall cease to be
      ---------------------------
      an active Participant in this Plan and such Participant
      shall become an inactive Participant as of the date such
      Participant ceases to be an Employee of a Participating
      Employer, if they are not vested in accordance with Article
      V.

<PAGE>

                            ARTICLE III
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                 FORM AND AMOUNT OF PLAN BENEFITS
                 --------------------------------


3.1   Accrued Normal Retirement Benefit.  The Accrued Normal
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      Retirement Benefit payable to a Participant shall be a
      single lump sum distribution, payable as soon as
      administratively practicable after the Participant's date of
      termination of employment.  The Accrued Normal Retirement
      Benefit shall equal the excess, if any of (a) over (b),
      where:

(a)   equals the total benefit otherwise payable to a Participant
           under the terms of the Qualified Plan, but such benefit
           shall be based on the definition of Compensation that
           appears in this Excess Plan and without regard to the
           Code section 415 or the requirements set forth in
           article 8 of the Qualified Plan, and

(b)   equals the actual benefit payable to the Participant under
           the Qualified Plan.

3.2   No Duplication between Excess Plan and Supplement Retirement
      -------------------------------------------------------------
      Agreement.  Strictly for purposes of determining the amount,
      -----------
      if any, of benefit payable to an employee in accordance with
      a Supplemental Retirement Agreement between such employee
      and the Company, benefits payable to such employee from this
      Excess Plan will be combined with benefits payable from the
      Qualified Plan and any other offsets, if any, with the
      effect that there shall be no duplication of benefits
      between the Excess Plan and any Supplemental Retirement
      Agreement.

3.3   Notational Excess Plan Cash Balance Accounts.  Strictly for
      ---------------------------------------------
      purposes of determining benefits under the Excess Plan,
      notational Excess Plan Cash Balance Accounts shall be
      established for all Participants.  No Company funds or
      assets shall be used to fund these accounts.  Benefit
      payments will be made from the Company's general assets when
      due.

3.4   Timing of Payment.  All payments shall begin as soon as
      ------------------
      administratively practical following a Participant's
      termination of employment with a Participating Employer.

3.5   Normal Form of Retirement Benefit Payment.  A Participant's
      -----------------------------------------
      Accrued Normal Retirement Benefit shall be paid as a lump
      sum distribution unless the Participant elects one of the
      Optional Forms of Benefit at least 12 months before the
      Participant's date of termination of employment.

      Notwithstanding anything to the contrary herein, the
      Employee Total Compensation Committee, may in its sole
      discretion, authorize or decline Optional Forms of Benefit
      where the election of such Optional Form of Benefit is
      received on or before December 1, 2000.

      Notwithstanding anything to the contrary herein, the
      Employee Total Compensation Committee, may in its sole
      discretion, determine that a lump sum payment shall be made
      in lieu of any small annuity payments.

3.6   Optional Forms of Benefit.   In lieu of the normal form of
      -------------------------
      to receive the Actuarial Equivalent of his benefit under any
      of the Normal or Optional Forms of Benefit available to the
      Participant under the Qualified Plan.

3.7   Treatment of Payments Under Other Plans.  Benefits earned by
      ----------------------------------------
      a Participant under this Plan shall not be considered
      "Compensation" as that term is defined in other Alliant
      Energy  Plans.

<PAGE>


                            ARTICLE IV
                            ----------

                 DEATH BENEFITS BEFORE RETIREMENT
                 --------------------------------


4.1   Preretirement Death Benefits.  If the Participant dies
      -----------------------------
      before retirement, the Plan provides a Preretirement Death
      Benefit to his surviving Spouse or designated Beneficiary.
      This benefit shall be equal to the Actuarial Equivalent
      present value of the Participant's Excess Plan Cash Balance
      Account and payable in a single lump sum as soon as
      administratively feasible following the Participant's death.

4.2   Beneficiary Designation.  A Participant may designate any
      ------------------------
      person or persons, including a trust, as the Beneficiary or
      Contingent Beneficiary to receive this Preretirement Death
      Benefit.  A beneficiary designation shall be made in a
      manner approved by the Administrator.  The Participant may
      change or cancel this designation at any time prior to
      death.  If a Participant fails to designate a Beneficiary,
      the benefits payable on account of the Participant's death
      shall be paid to the Participant's surviving Spouse, or, if
      none, to the Participant's estate.


<PAGE>


                             ARTICLE V
                             ---------

                              VESTING
                              -------



5.1   Vesting.  A Participant shall vest in his entire Accrued
      --------
      Normal Retirement Benefit according to the vesting
      provisions set forth in Article 3 of the Qualified Plan.


<PAGE>

                            ARTICLE VI
                            ----------

                   PAYMENT OF RETIREMENT BENEFIT
                   -----------------------------


6.1   Survival.  Payment of any Retirement Benefit hereunder which
      ---------
      is contingent upon the survival of the payee shall cease
      with the last payment due the payee before the payee's death.

6.2   Administrative Powers Relating to Payments.  If a
      -------------------------------------------
      Participant or Spouse is under a legal disability or, by
      reason of illness or mental or physical disability, is
      unable, in the opinion of the Committee, to attend properly
      to such Participant's personal financial matters, the
      Committee may make such payments in such of the following
      ways as the Committee shall direct:

(a)   Directly to such Participant or Spouse;
(b)   To the legal representative of such Participant or Spouse; or
(c)   To some relative by blood or marriage, or friend, for the
        benefit of such Participant or Spouse.

      Any payment made pursuant to this section 6.2 shall be in
     complete discharge of the obligation for such payment under
     the Plan.

6.3   Restrictions Upon Assignments and Creditors' Claims.  Except
      -----------------------------------------------------
      as otherwise provided in the Plan, no Participant, former
      Participant or any Spouse, or the estate of any such person,
      shall have the power to assign, pledge, encumber or transfer
      any interest in the Plan while the same shall be possession
      of the Company.  Any such attempt at alienation shall be
      void.  No such interest shall be subject to attachment,
      garnishment, execution, levy or any other legal equitable
      proceeding or process and any such attempt shall be void.

6.4   Incompetency.  If a person receiving payments under this
      -------------
      Plan is determined mentally to be incompetent by a court of
      competent jurisdiction, any remaining benefit payments under
      this Plan will be made to the court-appointed guardian or
      conservator.

6.5   Claim for Benefits.  To receive benefits, the Participant or
      ------------------
      Beneficiary must file a written claim with the Committee on
      forms provided by the Committee.  The Participant shall be
      subject to the same application procedures that apply to the
      Alliant Energy Cash Balance Plan.   If a claim for benefits
      is denied, in whole or in part, the claimant will receive a
      notice that states (1) the specific reason or reasons for
      the denial; (2) refers to relevant provisions of the Plan
      documents on which the denial is based; (3) describes and
      explains the needs for any additional material or
      information that the claim must supply to validate his
      claim; and (4) explains the steps that the claimant must
      take to submit his claim for review.

6.6   Right to Appeal.  If a Participant's request for benefits is
      ----------------
      denied, the Participant has the right to appeal the denial
      in writing by following the Claim Appeal Procedures outlined
      in section 11.3 of the Alliant Energy Cash Balance Plan.

<PAGE>
                            ARTICLE VII
                            -----------

                        GENERAL PROVISIONS
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7.1   Continuation of the Plan.  The Plan shall be binding upon
      --------------------------
      the Company and any successors or assigns of the Company
      including any corporation with or into which the Company or
      its successors or assigns shall consolidate or merge and any
      transferred of substantially all of the assets of the
      Company or its successors or assigns.

7.2   Right to Amend, Suspend or Terminate.  The Company reserves
      --------------------------------------
      the right at any time and from time to time to amend,
      suspend or terminate the Plan by action of its Board of
      Directors without the consent of any Participant, Spouse, or
      other persons claiming a right under the Plan.  No amendment
      of the Plan shall reduce the benefits of any Participant
      below the amount to which such Participant has become vested
      pursuant to section 5.1 prior to the date of amendment.

7.3   Rights to Benefits and Possible Forfeitures.  No person
      --------------------------------------------
      shall have any right to a benefit under the Plan except as
      such benefit has accrued to such person in accordance with
      the terms of the Plan, and such right shall be no greater
      than the rights of any unsecured general creditors of the
      Company.  Notwithstanding any other provisions of this Plan,
      if a Participant shall be terminated for cause, all of such
      Participant's rights to benefits under this Plan shall be
      forfeited.  The Board of Directors shall determine whether a
      Participant has been terminated for cause.  For purposes of
      this Plan, "cause" includes, but is not limited to (i)
      embezzlement of company funds; (ii) fraud; and (iii) acts
      that cause harm to the company or its reputation.

7.4   Titles. The titles of the Articles and sections herein are
      --------
      included for convenience of reference only and shall not be
      construed as part of this Plan, or have any effect upon the
      meaning of the provisions hereof.

7.5   Separability.  If any term or provision of this Plan as
      -------------
      presently in effect or as amended from time to time, or the
      application thereof to any payments or circumstances, shall
      to any extent be invalid or unenforceable, the remainder of
      the Plan, and the application of such term or provisions to
      payments or circumstances other than those as to which it is
      invalid or unenforceable, shall not be affected thereby, and
      each term or provision of the Plan shall be valid and
      enforced to the fullest extent permitted by law.

7.6   Authorized Officers.  Whenever the Company under the terms
      --------------------
      of the Plan is permitted or required to do or to perform any
      act or matter or thing, it shall be done and performed by
      any officer duly authorized by the Board of Directors of the
      Company, provided that the authority to approve Participants
      shall be bested in the Committee.

7.7   No Contract of Employment.  Nothing herein contained shall
      -------------------------
      be construed to constitute a contract of employment between
      any Participating Employer and any Employee.  The employment
      records of the Participating Employers and the Company's
      records shall be final and binding upon all Employees as to
      liability and participation.

7.8   Data.  It shall be a condition precedent to the payment of
      ------
      all benefits under the Plan that each Participant, former
      Participant and Spouse must furnish to the Company such
      documents, evidence or information as the Company considers
      necessary or desirable for the purpose of administering the
      Plan, or to protect the Company.

7.9   Applicable Law.  The Plan shall be construed and
      ---------------
      administered in accordance with the laws of Wisconsin to the
      extent such laws are not preempted by ERISA.