UNITED STATES SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D. C. 20549

                                    FORM 10-Q

(MarkOne)
(X)  COMBINED QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
     EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 1996

                                       or

(  ) TRANSITION  REPORT  PURSUANT  TO  SECTION  13 OR  15(d)  OF THE  SECURITIES
     EXCHANGE ACT OF 1934 For the transition period from to


--------------------------------------------------------------------------------
                         Commission File Number: 1-8847

                              TNP ENTERPRISES, INC.
             (Exact name of registrant as specified in its charter)

        Texas                                         75-1907501
(State of incorporation)                (I.R.S. employer identification number)

        4100 International Plaza, P. O. Box 2943, Fort Worth, Texas 76113
              (Address and zip code of principal executive offices)

         Registrant's telephone number, including area code 817-731-0099

Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the  preceding 12 months (or for such  shorter  period that the  registrant  was
required  to file  such  reports),  and  (2) has  been  subject  to such  filing
requirements for the past 90 days. Yes \X\ No \ \

TNP Enterprises,  Inc. had 12,990,982  shares of common stock  outstanding as of
October 24, 1996.

--------------------------------------------------------------------------------
                         Commission File Number: 2-97230

                         TEXAS-NEW MEXICO POWER COMPANY
             (Exact name of registrant as specified in its charter)

        Texas                                      75-0204070
(State of incorporation)                (I.R.S. employer identification number)

        4100 International Plaza, P. O. Box 2943, Fort Worth, Texas 76113
              (Address and zip code of principal executive offices)

         Registrant's telephone number, including area code 817-731-0099

Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the  preceding 12 months (or for such  shorter  period that the  registrant  was
required  to file  such  reports),  and  (2) has  been  subject  to such  filing
requirements for the past 90 days. Yes \X\ No \ \

TNP Enterprises,  Inc. holds all 10,705  outstanding  common shares of Texas-New
Mexico Power Company.


<PAGE>



                     TNP Enterprises, Inc. And Subsidiaries
                 Texas New-Mexico Power Company And Subsidiaries
 Combined Quarterly Report on Form 10-Q for the period ended September 30, 1996

This  Combined  Quarterly  Report  on  Form  10-Q  is  filed  separately  by TNP
Enterprises,  Inc., and Texas-New  Mexico Power Company.  Texas-New Mexico Power
Company makes no representation  as to information  relating to TNP Enterprises,
Inc., except as it may relate to Texas-New Mexico Power Company, or to any other
affiliate or subsidiary of TNP Enterprises, Inc. <TABLE> <CAPTION>

                                TABLE OF CONTENTS

                          PART I. FINANCIAL INFORMATION

<S>                                                                                                           <C>
Item 1.    Financial Statements.
           (Unaudited for Periods Ended September 30, 1996, and 1995)

           TNP Enterprises, Inc. ("TNPE") and Subsidiaries:

                 Consolidated Statements of Operations
                 Three- and Nine-Month Periods Ended September 30, 1996, and 1995                              3

                 Consolidated Statements of Cash Flows
                 Nine-Month Periods Ended September 30, 1996, and 1995                                         4

                 Consolidated Balance Sheets
                 September 30, 1996, and December 31, 1995                                                     5

           Texas-New Mexico Power Company ("TNP") and Subsidiaries:

                 Consolidated Statements of Operations
                 Three- and Nine-Month Periods Ended September 30, 1996, and 1995                              6

                 Consolidated Statements of Cash Flows
                 Nine-Month Periods Ended September 30, 1996, and 1995                                         7

                 Consolidated Balance Sheets
                 September 30, 1996, and December 31, 1995                                                     8

           Notes to Consolidated Financial Statements                                                          9

  Item 2.  Management's Discussion and Analysis of Financial Condition and Results of Operations.              9


                           PART II. OTHER INFORMATION

  Item 1.  Legal Proceedings.                                                                                  13

  Item 6.  Exhibits and Reports on Form 8-K.                                                                   14
           (a)   Exhibit Index                                                                                 14
           (b)   Reports on Form 8-K                                                                           14
  Signature page (TNPE and TNP)                                                                                14
</TABLE>
<PAGE>
                     TNP ENTERPRISES, INC. AND SUBSIDIARIES
                  Consolidated Statements of Income (Unaudited)
<TABLE>
<CAPTION>


                                                                       Three Months Ended        Nine Months Ended
                                                                          September 30,            September 30,
                                                                       1996        1995          1996        1995
                                                                    ---------    ---------    ---------    ---------
                                                                         (In Thousands Except Per Share Amounts)
<S>                                                                 <C>          <C>          <C>          <C>
OPERATING REVENUES ..............................................   $ 157,453    $ 151,586    $ 379,300    $ 378,470
                                                                    ---------    ---------    ---------    ---------

OPERATING EXPENSES:
  Purchased power ...............................................      63,904       52,060      137,865      138,715
  Fuel ..........................................................      15,167       15,815       38,404       38,040
  Other operating and general expenses ..........................      17,517       18,172       54,886       53,985
  Maintenance ...................................................       2,622        2,843        7,771        8,567
  Depreciation of utility plant .................................       9,562        9,544       28,566       28,458
  Taxes other than income taxes .................................       9,195        8,158       24,670       21,866
  Income taxes ..................................................       8,249        9,847       12,788       11,548
                                                                    ---------    ---------    ---------    ---------
       Total operating expenses .................................     126,216      116,439      304,950      301,179
                                                                    ---------    ---------    ---------    ---------

NET OPERATING INCOME ............................................      31,237       35,147       74,350       77,291
                                                                    ---------    ---------    ---------    ---------

OTHER INCOME :
  Gain on sale of Texas Panhandle properties ....................        --         14,583         --         14,583
  Other income and deductions, net ..............................        (994)         572       (1,046)       1,097
  Income taxes ..................................................       1,263       (5,299)       1,308       (5,697)
                                                                    ---------    ---------    ---------    ---------
       Other income, net of taxes ...............................         269        9,856          262        9,983
                                                                    ---------    ---------    ---------    ---------
EARNINGS BEFORE INTEREST CHARGES
  AND CHANGE IN ACCOUNTING ......................................      31,506       45,003       74,612       87,274
                                                                    ---------    ---------    ---------    ---------
INTEREST CHARGES:
  Interest on long-term debt ....................................      16,256       17,638       49,380       54,227
  Other interest and amortization of debt-related costs .........         958          637        2,547        2,509
                                                                    ---------    ---------    ---------    ---------
            Total interest charges ..............................      17,214       18,275       51,927       56,736
                                                                    ---------    ---------    ---------    ---------

EARNINGS BEFORE CUMULATIVE EFFECT
  OF CHANGE IN ACCOUNTING .......................................      14,292       26,728       22,685       30,538
Cumulative effect of change in accounting for
    unbilled revenues, net of taxes (note 4) ....................        --           --           --          8,445
                                                                    ---------    ---------    ---------    ---------

NET EARNINGS ....................................................      14,292       26,728       22,685       38,983
Dividends on preferred stock ....................................          42          152          126          520
                                                                    ---------    ---------    ---------    ---------

EARNINGS APPLICABLE TO COMMON STOCK .............................   $  14,250    $  26,576    $  22,559    $  38,463
                                                                    =========    =========    =========    =========

EARNINGS PER SHARE OF COMMON STOCK:
  Earnings before cumulative effect of change in accounting .....   $    1.29    $    2.44    $    2.05    $    2.75
  Cumulative effect of change in accounting for unbilled revenues        --           --           --           0.78
                                                                    ---------    ---------    ---------    ---------
  Earnings per share ............................................   $    1.29    $    2.44    $    2.05    $    3.53
                                                                    =========    =========    =========    =========
DIVIDENDS PER SHARE OF COMMON STOCK .............................   $   0.245    $    0.20    $   0.685    $    0.60
                                                                    =========    =========    =========    =========

WEIGHTED AVERAGE NUMBER OF COMMON AND
 COMMON EQUIVALENT  SHARES OUTSTANDING ..........................      11,080       10,909       11,029       10,896
                                                                    =========    =========    =========    =========

See accompanying Notes to Consolidated Financial Statements.
</TABLE>
<PAGE>
                     TNP ENTERPRISES, INC. AND SUBSIDIARIES
                Consolidated Statements of Cash Flows (Unaudited)

<TABLE>
<CAPTION>
                                                                                         Nine Months Ended
                                                                                   September 30,     September 30,
                                                                                       1996               1995
                                                                                 --------------   -----------------
                                                                                           (In Thousands)
<S>                                                                                     <C>          <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
  Cash received from customers ......................................................   $ 374,529    $ 373,127
  Purchased power ...................................................................    (138,326)    (138,838)
  Fuel costs paid ...................................................................     (37,292)     (32,434)
  Cash paid for payroll and to other suppliers ......................................     (63,226)     (52,551)
  Interest paid, net of amounts capitalized .........................................     (62,137)     (58,929)
  Income taxes paid .................................................................     (11,596)        (781)
  Other taxes paid, net of amounts capitalized ......................................     (23,777)     (24,652)
  Other operating cash receipts and payments, net ...................................       2,579          916
                                                                                        ---------    ---------

NET CASH PROVIDED BY OPERATING ACTIVITIES ...........................................      40,754       65,858
                                                                                        ---------    ---------

CASH FLOWS FROM INVESTING ACTIVITIES:
  Additions to utility plant, net of capitalized depreciation and interest ..........     (20,563)     (19,956)
  Net proceeds from sale of Texas Panhandle properties ..............................        --         29,009
  Purchases of temporary investments ................................................        --        (11,171)
  Maturities of temporary investments ...............................................        --         10,612
                                                                                        ---------    ---------

NET CASH PROVIDED BY (USED IN) INVESTING ACTIVITIES .................................     (20,563)       8,494
                                                                                        ---------    ---------

CASH FLOWS FROM FINANCING ACTIVITIES:
  Dividends paid on preferred and common stocks .....................................      (7,644)      (7,062)
  Issuances:
     Common stock ...................................................................       1,410          743
     Borrowings under revolving credit facility .....................................      93,000       28,000
     Other long-term debt ...........................................................         835
  Redemptions:
     Preferred stock ................................................................        --         (1,100)
     Repayments under revolving credit facility .....................................    (103,000)     (64,000)
     First mortgage bonds ...........................................................     (10,550)      (1,070)
                                                                                        ---------    ---------

NET CASH USED IN FINANCING ACTIVITIES ...............................................     (25,949)     (44,489)
                                                                                        ---------    ---------

NET CHANGE IN CASH AND CASH EQUIVALENTS .............................................      (5,758)      29,863
CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD ....................................      21,105       15,297
                                                                                        ---------    ---------
CASH AND CASH EQUIVALENTS AT END OF PERIOD ..........................................   $  15,347    $  45,160
                                                                                        =========    =========

RECONCILIATION OF NET EARNINGS TO NET
     CASH PROVIDED BY OPERATING ACTIVITIES:
  Net earnings ......................................................................   $  22,685    $  38,983
  Adjustments to reconcile net earnings to net cash provided by operating activities:
     Cumulative effect of change in accounting for unbilled revenues, net of taxes ..        --         (8,445)
     Recognition of deferred revenues ...............................................        --         (4,782)
     Gain on sale of Texas Panhandle properties .....................................        --        (14,583)
     Depreciation of utility plant ..................................................      28,566       28,458
     Amortization of debt-related costs and other deferred charges ..................       3,390        3,634
     Allowance for borrowed funds used during construction ..........................         (78)        (126)
     Deferred income taxes (excluding effect of change in accounting) ...............       4,711        4,138
     Investment tax credits .........................................................         926        2,263

Cash flows impacted by changes in current assets and liabilities:
     Customer receivables ...........................................................      (4,754)           3
     Deferred purchased power and fuel costs ........................................      (1,171)       5,959
     Accounts payable ...............................................................       8,893        7,195
     Accrued interest ...............................................................      (7,739)      (4,454)
     Accrued taxes ..................................................................      (4,468)       7,615
     Purchased power costs subject to refund ........................................      (5,688)        --
     Changes in other current assets and liabilities ................................      (3,967)       1,232
Other, net ..........................................................................        (552)      (1,232)
                                                                                        ---------    ---------

NET CASH PROVIDED BY OPERATING ACTIVITIES ...........................................   $  40,754    $  65,858
                                                                                        =========    =========
See accompanying Notes to Consolidated Financial Statements.
</TABLE>
<PAGE>
                 TEXAS-NEW MEXICO POWER COMPANY AND SUBSIDIARIES (a wholly owned
              subsidiary of TNP Enterprises, Inc.)
                           Consolidated Balance Sheets
<TABLE>
<CAPTION>
                                                               Sept 30 1996    December 31,
                                                                (Unaudited)       1995
                                                               -------------- --------------
                                                                       (In Thousands)
<S>                                                              <C>          <C>
ASSETS
UTILITY PLANT:
  Electric plant .............................................   $1,211,000   $1,193,538
  Construction work in progress ..............................        1,755        3,334
                                                                 ----------   ----------
            Total ............................................    1,212,755    1,196,872
  Less accumulated depreciation ..............................      276,676      252,868
                                                                 ----------   ----------
            Net utility plant ................................      936,079      944,004
                                                                 ----------   ----------

NONUTILITY PROPERTY, at cost .................................          213          175
                                                                 ----------   ----------

CURRENT ASSETS:
  Cash and cash equivalents ..................................        8,713       14,450
  Customer receivables .......................................       18,616       15,569
  Inventories, at lower of average cost or market:
       Fuel ..................................................          383          492
       Materials and supplies ................................        6,983        7,287
  Deferred purchased power and fuel costs ....................       10,432        9,261
  Accumulated deferred income taxes ..........................        2,276          144
  Other current assets .......................................        2,898        1,274
                                                                 ----------   ----------
            Total current assets .............................       50,301       48,477
                                                                 ----------   ----------

DEFERRED CHARGES .............................................       30,300       32,287
                                                                 ----------   ----------
                                                                 $1,016,893   $1,024,943
                                                                 ==========   ==========
CAPITALIZATION AND LIABILITIES

CAPITALIZATION:
  Common stockholder's equity:
       Common stock, $10 par value per share
            Authorized 12,000,000 shares; issued 10,705 shares   $      107   $      107
       Capital in excess of par value ........................      174,931      174,931
       Retained earnings .....................................       65,604       49,313
                                                                 ----------   ----------
            Total common stockholder's equity ................      240,642      224,351

  Redeemable cumulative preferred stock ......................        3,600        3,600
  Long-term debt, less current maturities ....................      490,601      611,925
                                                                 ----------   ----------
            Total capitalization .............................      734,843      839,876
                                                                 ----------   ----------

CURRENT LIABILITIES:
  Current maturities of long-term debt .......................      101,870        1,070
  Accounts payable ...........................................       30,117       22,040
  Accrued interest ...........................................        6,243       13,982
  Accrued taxes ..............................................       20,915       25,330
  Customers' deposits ........................................        2,475        2,493
  Purchased power costs subject to refund ....................         --          5,688
  Other current liabilities ..................................        9,333       12,472
                                                                 ----------   ----------
            Total current liabilities ........................      170,953       83,075
                                                                 ----------   ----------

REGULATORY TAX LIABILITIES ...................................       24,253       26,826
ACCUMULATED DEFERRED INCOME TAXES ............................       56,363       47,066
ACCUMULATED DEFERRED INVESTMENT TAX CREDITS ..................       18,345       17,398
DEFERRED CREDITS .............................................       12,136       10,702
COMMITMENTS AND CONTINGENCIES (Notes 2 and 3)
                                                                 ----------   ----------
                                                                 $1,016,893   $1,024,943
                                                                 ==========   ==========

See accompanying Notes to Consolidated Financial Statements.
</TABLE>
<PAGE>
                     TNP ENTERPRISES, INC. AND SUBSIDIARIES
                           Consolidated Balance Sheets
<TABLE>
<CAPTION>
                                                                            September 30,
                                                                                1996      December 31,
                                                                            (Unaudited)       1995
                                                                            ------------   ----------
                                                                                 (In Thousands)
<S>                                                                           <C>          <C>
ASSETS
UTILITY PLANT:
  Electric plant ..........................................................   $1,211,000   $1,193,538
  Construction work in progress ...........................................        1,755        3,334
                                                                              ----------   ----------
            Total .........................................................    1,212,755    1,196,872
  Less accumulated depreciation ...........................................      276,676      252,868
                                                                              ----------   ----------
            Net utility plant .............................................      936,079      944,004
                                                                              ----------   ----------

NONUTILITY PROPERTY, at cost ..............................................        1,525        1,156
                                                                              ----------   ----------

CURRENT ASSETS:
  Cash and cash equivalents ...............................................       15,347       21,105
  Customer receivables ....................................................       20,323       15,569
  Inventories, at lower of average cost or market:
       Fuel ...............................................................          383          492
       Materials and supplies .............................................        7,052        7,287
  Deferred purchased power and fuel costs .................................       10,432        9,261
  Accumulated deferred income taxes .......................................        2,276          144
  Other current assets ....................................................        2,115          960
                                                                              ----------   ----------
            Total current assets ..........................................       57,928       54,818
                                                                              ----------   ----------

DEFERRED CHARGES ..........................................................       28,480       30,455
                                                                              ----------   ----------
                                                                              $1,024,012   $1,030,433
                                                                              ==========   ==========
CAPITALIZATION AND LIABILITIES

CAPITALIZATION:
  Common stockholders' equity:
       Common stock - no par value per share.  Authorized 50,000,000
            shares; issued 10,986,397 shares in 1996 and 10,920,060 in 1995   $  136,383   $  134,973
       Retained earnings ..................................................       97,525       82,484
                                                                              ----------   ----------
            Total common stockholders' equity .............................      233,908      217,457

  Preferred stock .........................................................        3,600        3,600
  Long-term debt, less current maturities .................................      491,399      611,925
                                                                              ----------   ----------
            Total capitalization ..........................................      728,907      832,982
                                                                              ----------   ----------

CURRENT LIABILITIES:
  Current maturities of long-term debt ....................................      101,907        1,070
  Accounts payable ........................................................       30,933       22,040
  Accrued interest ........................................................        6,243       13,982
  Accrued taxes ...........................................................       21,737       26,205
  Customers' deposits .....................................................        2,476        2,493
  Purchased power costs subject to refund .................................         --          5,688
  Other current liabilities ...............................................        9,333       12,472
                                                                              ----------   ----------
            Total current liabilities .....................................      172,629       83,950
                                                                              ----------   ----------

REGULATORY TAX LIABILITIES ................................................       24,253       26,826
ACCUMULATED DEFERRED INCOME TAXES .........................................       66,405       57,381
ACCUMULATED DEFERRED INVESTMENT TAX CREDITS ...............................       19,518       18,592
DEFERRED CREDITS ..........................................................       12,300       10,702
COMMITMENTS AND CONTINGENCIES (Notes 2 and 3)
                                                                              ----------   ----------
                                                                              $1,024,012   $1,030,433
                                                                              ==========   ==========
</TABLE>
See accompanying Notes to Consolidated Financial Statements.
<PAGE>
                 TEXAS-NEW MEXICO POWER COMPANY AND SUBSIDIARIES (a wholly owned
              subsidiary of TNP Enterprises, Inc.)
                  Consolidated Statements of Income (Unaudited)

<TABLE>
<CAPTION>
                                                            Three Months Ended       Nine Months Ended
                                                               September 30,            September 30,
                                                             1996       1995          1996        1995
                                                          ---------   ---------    ---------   ---------
                                                                          (In Thousands)
<S>                                                       <C>         <C>          <C>         <C>
OPERATING REVENUES ....................................   $ 157,453   $ 151,586    $ 379,300   $ 378,470
                                                          ---------   ---------    ---------   ---------

OPERATING EXPENSES:
  Purchased power .....................................      63,904      52,060      137,865     138,715
  Fuel ................................................      15,167      15,815       38,404      38,040
  Other operating and general expenses ................      17,517      18,172       54,886      53,985
  Maintenance .........................................       2,622       2,843        7,771       8,567
  Depreciation of utility plant .......................       9,562       9,544       28,566      28,458
  Taxes other than income taxes .......................       9,195       8,158       24,670      21,866
  Income taxes ........................................       8,249       9,847       12,788      11,548
                                                          ---------   ---------    ---------   ---------
       Total operating expenses .......................     126,216     116,439      304,950     301,179
                                                          ---------   ---------    ---------   ---------

NET OPERATING INCOME ..................................      31,237      35,147       74,350      77,291
                                                          ---------   ---------    ---------   ---------

OTHER INCOME :
  Gain on sale of Texas Panhandle properties ..........        --        14,583         --        14,583
  Other income and deductions, net ....................         226         657          584       1,252
  Income taxes ........................................       1,008      (5,329)         910      (5,593)
                                                          ---------   ---------    ---------   ---------
       Other income, net of taxes .....................       1,234       9,911        1,494      10,242
                                                          ---------   ---------    ---------   ---------
EARNINGS BEFORE INTEREST CHARGES
  AND CHANGE IN ACCOUNTING ............................      32,471      45,058       75,844      87,533
                                                          ---------   ---------    ---------   ---------
INTEREST CHARGES:
  Interest on long-term debt ..........................      16,256      17,638       49,380      54,227
  Other interest and amortization of debt-related costs         958         637        2,547       2,509
                                                          ---------   ---------    ---------   ---------
            Total interest charges ....................      17,214      18,275       51,927      56,736
                                                          ---------   ---------    ---------   ---------

EARNINGS BEFORE CUMULATIVE EFFECT
  OF CHANGE IN ACCOUNTING .............................      15,257      26,783       23,917      30,797
Cumulative effect of change in accounting for
  unbilled revenues, net of taxes (note 4) ............        --          --           --         8,445
                                                          ---------   ---------    ---------   ---------

NET EARNINGS ..........................................      15,257      26,783       23,917      39,242
Dividends on preferred stock ..........................          42         152          126         520
                                                          ---------   ---------    ---------   ---------

EARNINGS APPLICABLE TO COMMON STOCK ...................   $  15,215   $  26,631    $  23,791   $  38,722
                                                          =========   =========    =========   =========
</TABLE>

See accompanying Notes to Consolidated Financial Statements.
<PAGE>
                 TEXAS-NEW MEXICO POWER COMPANY AND SUBSIDIARIES (a wholly owned
              subsidiary of TNP Enterprises, Inc.)
                Consolidated Statements of Cash Flows (Unaudited)

<TABLE>
<CAPTION>
                                                                                        Nine Months Ended
                                                                                    September 30,  September 30,
                                                                                         1996          1995
                                                                                       ----------   ----------
                                                                                            (In Thousands)
<S>                                                                                     <C>          <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
  Cash received from customers ......................................................   $ 376,235    $ 373,127
  Purchased power ...................................................................    (138,326)    (138,838)
  Fuel costs paid ...................................................................     (37,292)     (32,434)
  Cash paid for payroll and to other suppliers ......................................     (64,594)     (52,327)
  Interest paid, net of amounts capitalized .........................................     (62,137)     (58,929)
  Income taxes paid .................................................................     (10,538)      (1,037)
  Other taxes paid, net of amounts capitalized ......................................     (24,887)     (24,301)
  Other operating cash receipts and payments, net ...................................       4,541          595
                                                                                        ---------    ---------

NET CASH PROVIDED BY OPERATING ACTIVITIES ...........................................      43,002       65,856
                                                                                        ---------    ---------

CASH FLOWS FROM INVESTING ACTIVITIES:
  Additions to utility plant, net of capitalized depreciation and interest ..........     (20,563)     (19,956)
  Net proceeds from sale of Texas Panhandle properties ..............................        --         29,009
                                                                                        ---------    ---------

CASH FLOWS PROVIDED BY (USED IN) INVESTING ACTIVITIES ...............................     (20,563)       9,053
                                                                                        ---------    ---------

CASH FLOWS FROM FINANCING ACTIVITIES:
  Dividends paid on preferred and common stocks .....................................      (7,626)        (525)
  Issuances:
     Borrowings under revolving credit facility .....................................      93,000       28,000
  Redemptions:
     Preferred stock ................................................................        --         (1,100)
     Repayments under revolving credit facility .....................................    (103,000)     (64,000)
     First mortgage bonds ...........................................................     (10,550)      (1,070)
                                                                                        ---------    ---------

NET CASH USED IN FINANCING ACTIVITIES ...............................................     (28,176)     (38,695)
                                                                                        ---------    ---------

NET CHANGE IN CASH AND CASH EQUIVALENTS .............................................      (5,737)      36,214
CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD ....................................      14,450        8,614
                                                                                        ---------    ---------
CASH AND CASH EQUIVALENTS AT END OF PERIOD ..........................................   $   8,713    $  44,828
                                                                                        =========    =========

RECONCILIATION OF NET EARNINGS TO NET
     CASH PROVIDED BY OPERATING ACTIVITIES:
  Net earnings ......................................................................   $  23,917    $  39,242
  Adjustments to reconcile net earnings to net cash provided by operating activities:
     Cumulative effect of change in accounting for unbilled revenues, net of taxes ..        --         (8,445)
     Recognition of deferred revenues ...............................................        --         (4,782)
     Gain on sale of Texas Panhandle properties .....................................        --        (14,583)
     Depreciation of utility plant ..................................................      28,566       28,458
     Amortization of debt-related costs and other deferred charges ..................       3,390        3,634
     Allowance for borrowed funds used during construction ..........................         (78)        (126)
     Deferred income taxes (excluding effect of change in accounting) ...............       4,787        4,003
     Investment tax credits .........................................................         947        2,271

Cash flows impacted by changes in current assets and liabilities:
     Customer receivables ...........................................................      (3,047)           3
     Deferred purchased power and fuel costs ........................................      (1,171)       5,959
     Accounts payable ...............................................................       8,077        7,195
     Accrued interest ...............................................................      (7,739)      (4,454)
     Accrued taxes ..................................................................      (4,415)       7,398
     Purchased power costs subject to refund ........................................      (5,688)        --
     Changes in other current assets and liabilities ................................      (4,368)       1,493
Other, net ..........................................................................        (176)      (1,410)
                                                                                        ---------    ---------

NET CASH PROVIDED BY OPERATING ACTIVITIES ...........................................   $  43,002    $  65,856
                                                                                        =========    =========

See accompanying Notes to Consolidated Financial Statements.
</TABLE>
<PAGE>
                      TNP Enterprises Inc. and Subsidiaries
                 Texas-New Mexico Power Company and Subsidiaries
                   Notes to Consolidated Financial Statements


(1)      Interim Financial Statements

     The interim consolidated financial statements of TNPE and subsidiaries, and
TNP and subsidiaries are unaudited.  The 1996 financial statements include a net
loss from the start-up operations of Community Public Service Company ("CPS"), a
wholly owned subsidiary of TNPE. The 1995 financial  statements reflect one-time
items  consisting  of the sale of the Texas  Panhandle  properties,  a change in
accounting for unbilled revenues,  and recognition of certain deferred revenues.
In management's  opinion, the financial statements reflect all other adjustments
(consisting only of normal recurring accruals) necessary to state fairly results
for  the  interim  periods  presented.  Results  for  interim  periods  are  not
necessarily  indicative  of  results  to be  expected  for a  full  year  or for
previously reported periods, due in part to seasonal revenue fluctuations,  CPS'
start-up operations, and the 1995 one-time items. Amounts shown for TNPE and TNP
at December 31, 1995,  are based on audited  consolidated  financial  statements
appearing in TNPE's and TNP's 1995 Combined Annual Report on Form 10-K.

(2)      Income Taxes

     As indicated in the 1995  Combined  Annual Report on Form 10-K, an Internal
Revenue  Service  revenue  agent  involved  in  auditing  TNPE's  1990  and 1991
consolidated  federal  income tax returns  recommended,  in March  1995,  that a
private letter ruling concerning eligibility of the TNP One generating plant for
Investment Tax Credits  ("ITC") be revoked  retroactively.  Management  believes
that TNP's claim for ITC is valid and is contesting the agent's  recommendation.
Of the $22.5 million of ITC at issue,  TNPE and its  subsidiaries  have utilized
$8.2 million in the  consolidated  returns  through 1995;  TNP's portion is $7.0
million.  However, since 1990, TNPE and TNP have only recognized $1.5 million of
the ITC in results of operations.

(3)      Accounting for the Effects of Regulation

     TNPE's and TNP's consolidated  financial statements reflect the application
of certain accounting  standards,  including  Statement of Financial  Accounting
Standard  ("SFAS")  71,   "Accounting  for  the  Effects  of  Certain  Types  of
Regulation,"  which  provide for  recognition  of the  economic  effects of rate
regulation.  On May 2,  1996,  TNP  filed a  request  with  the  Public  Utility
Commission of Texas ("PUCT") seeking  approval of a proposal  designed to better
position TNP for a  competitive  future.  On June 21,  1996,  TNP made a similar
filing  with the New Mexico  Public  Utility  Commission  ("NMPUC").  Additional
information  regarding  these two  filings is provided  under  "MD&A--Regulatory
Matters."  Continued  applicability  of SFAS 71 to TNPE's  and  TNP's  financial
statements   requires  that  rates  set  by  an   independent   regulator  on  a
cost-of-service  basis can actually be charged to and collected from  customers.
Management  believes  that as of  September  30, 1996,  and for the  foreseeable
future, TNPE and TNP satisfy the criteria for accounting in accordance with SFAS
71.

(4)      Change in Accounting for Unbilled Revenues

     Effective  January 1,  1995,  TNP  changed  its  method of  accounting  for
operating  revenues  from cycle  billing to accrual.  This change  required  the
recognition  on January  1, 1995 of  $12,993,000  ($8,445,000,  net of taxes) of
additional  revenues.  Accruing  unbilled revenues more closely matches revenues
and expenses and conforms to common utility industry practice.

(5)      Issuance of Common Stock

     In October  1996 TNPE issued 2 million  shares of common  stock in a public
offering,  with net proceeds of approximately $47 million. The net proceeds were
transferred to TNP where a portion was used to repay the outstanding  balance of
its revolving credit facility.


Item 2. Management's  Discussion and Analysis of Financial Condition and Results
        of Operations ("MD&A").

     The following  discussion  should be read in  conjunction  with the related
consolidated  financial statements and notes.  References to "Note(s)" will mean
Notes to Consolidated Financial Statements.


Results Of Operations

   Overall Results

     TNPE's  earnings  applicable  to common  stock were $14.3  million  for the
quarter  ended  September  30,  1996.  Excluding  the net loss from the start-up
operations  of CPS and 1995 one-time  items,  earnings  were $15.1  million,  an
increase  of  $1.0  million  as  compared  to the  corresponding  1995  quarter,
primarily due to a reduction in interest expense.  The 1995 items consist of the
gain  on  sale  of its  Texas  Panhandle  properties  of  $9.5  million  and the
recognition of deferred revenues of $3.0 million.

     CPS, a wholly owned subsidiary of TNPE, began operations early in 1996, and
provides  energy-related  services and products to  residential  and  commercial
customers. For the quarter and nine months ended September 30, 1996, CPS had net
losses of $0.8 million and $1.0 million, respectively.

     Earnings were $22.6 million for the nine-month  period ended  September 30,
1996.  Excluding one-time items and CPS operating  results,  earnings were $23.6
million,  a $6.0 million increase as compared to the corresponding  1995 period.
The $6.0 million earnings  improvement resulted from increased base revenues and
lower interest expense  partially offset by higher income and other tax expenses
and  other  operating  expenses.  The  one-time  items  consist  of those  items
previously  listed  and the $8.4  million  change  in  accounting  for  unbilled
revenues described in Note 4.

     Since the operations of TNP (the principal  subsidiary) currently represent
most of TNPE's operations, the following discussion focuses on TNP's operations.

   Operating Revenues

     The components of operating  revenues are summarized in the following table
(in thousands):
<TABLE>
<CAPTION>

                                                Three Months Ended September 30,       Nine Months Ended September 30,
                                                --------------------------------       ------------------------------
                                                                         Increase                                 Increase
                                                 1996         1995      (Decrease)        1996         1995      (Decrease)
                                                ------       ------      --------        ------       ------     ----------
<S>                                           <C>          <C>          <C>           <C>          <C>           <C>
         Operating revenues                   $ 157,453    $  151,586   $   5,867     $  379,300   $  378,470    $    830

          Effect of recognizing deferred
           revenue from private letter ruling        -         (4,128)     (4,128)            -        (4,128)     (4,128)
                                              ---------     ---------     -------      ---------    ---------       -----
               Subtotal                         157,453       147,458       9,995        379,300      374,342       4,958


         Less pass-through items                 78,372        68,150      10,222        176,577      178,063      (1,486)
                                              ---------     ---------     -------      ---------    ---------       -----

         Base revenues                        $  79,081    $   79,308   $    (227)    $  202,723   $  196,279    $  6,444
                                              =========    ==========   =========     ==========   ==========    ========

</TABLE>

     Pass-through  items are the portion of operating revenues that recover from
customers the costs of purchased  power,  fuel, and standby  power.  These items
affect customer rates but do not affect operating  income.  Explanations for the
three-  and  nine-month   period  variances  are  discussed  under  "Results  of
Operations -- Operating Expenses."

     Current  quarter base revenues were  comparable to the  corresponding  1995
period.  Although  current  quarter sales  increased by 13.6%,  the increase was
attributed  to economy rate sales to industrial  customers  which are low margin
and high volume.  Base revenues from the increase in economy sales was offset by
a slight decrease in residential  sales,  which resulted from milder than normal
weather in September 1996.

     Current  nine-month period base revenues  exceeded the  corresponding  1995
period by $6.4  million.  The base revenue  increase is  attributed to increased
sales to residential and commercial customers due to weather-related conditions,
higher usage by certain industrial customers, and the addition of new customers.

     The  components  of  gigawatt-hours  ("GWH")  sales are  summarized  in the
following table:
<TABLE>
<CAPTION>

                                                Three Months Ended September 30,       Nine Months Ended September 30,
                                                --------------------------------       -------------------------------
                                                                         Increase                                 Increase
                                                 1996         1995      (Decrease)        1996         1995      (Decrease)
                                                 ----         ----       --------         ----         ----       --------
         GWH sales:
<S>                                                 <C>         <C>           <C>          <C>          <C>          <C>
         Residential                                749           766         (17)         1,764        1,689          75
         Commercial                                 516           515           1          1,315        1,281          34
         Industrial:
           Firm                                     309           388         (79)         1,010        1,111        (101)
           Economy                                  696           321         375          1,475          895         580
         Other                                       28            33          (5)            87           87          -
                                                 ------        ------       -----          -----        -----         ---
               Total GWH sales                    2,298         2,023         275          5,651        5,063         588
                                                 ======        ======       =====          =====        =====         ===

</TABLE>

     Current  quarter sales of 2,298 GWH increased over the  corresponding  1995
quarter  sales of 2,023 GWH due to increased  industrial  economy  sales and the
addition of new customers.  Contributing to the 41.8%  industrial sales increase
were new contractual agreements with two existing cogeneration customers.  Also,
approximately  4,000 customers have been added to TNP's system since the sale of
the Texas Panhandle properties in September 1995.

     Current   nine-month  period  sales  of  5,651  GWH  represented  an  11.6%
improvement over the corresponding  1995 period due to the reasons stated above.
In addition, TNP's Texas customers experienced colder than normal weather during
the first quarter of 1996 and warmer than normal  weather in the second  quarter
of 1996 causing increased consumption among the residential customers.


   Operating Expenses

     The components of operating  expenses are summarized in the following table
(in thousands):
<TABLE>
<CAPTION>

                                                Three Months Ended September 30,       Nine Months Ended September 30,
                                                -------------------------------        -------------------------------
                                                                         Increase                                 Increase
                                                 1996         1995      (Decrease)        1996         1995      (Decrease)
                                                 ----         ----       --------         ----         ----       --------
<S>                                            <C>          <C>         <C>           <C>          <C>           <C>
         Pass-through expenses:
           Purchased power                     $ 64,240     $  53,406   $  10,834     $  140,973   $  143,091    $ (2,118)
           Fuel                                  14,132        14,744        (612)        35,604       34,972         632
                                               --------     ---------   ---------     ----------   ----------    --------
               Total pass-through items          78,372        68,150      10,222        176,577      178,063      (1,486)

         Other operating expenses                30,400        30,284         116         90,915       89,702       1,213

         Income and other tax expenses           17,444        18,005        (561)        37,458       33,414       4,044
                                               --------     ---------   ---------     ----------   ----------    --------
         Total operating expenses              $126,216     $ 116,439   $   9,777     $  304,950   $  301,179    $  3,771
                                               ========     =========   =========     ==========   ==========    ========

</TABLE>

     Total operating  expenses for the current quarter increased by $9.8 million
as  compared  to the same  quarter  last year  primarily  due to an  increase in
pass-through expenses (as discussed below).

     Current  nine-month period operating  expenses increased by $3.8 million as
compared to the  corresponding  1995 period primarily due to increases in income
and other tax  expenses  of $4.0  million and other  operating  expenses of $1.2
million offset by decreased  pass-through expenses of $1.5 million (as discussed
below).


         Pass-through Expenses

     Pass-through  expenses  consist of purchased  power and certain fuel costs.
Current quarter  pass-through  expenses  increased due to higher purchased power
costs  offset  in  part  by  reduced  fuel  costs.   Current  nine-month  period
pass-through  expenses  decreased  slightly as lower  purchased power costs were
partially offset by increased fuel costs.

     Purchased  Power.  Purchased  power costs increased by $11.8 million in the
current  quarter due to increased GWH sales  primarily to industrial  customers.
These industrial  sales are at lower costs and resulted from the  implementation
of TNP's control area.  The control area,  which became  operational on July 31,
1996, is an electrical system which enables TNP to  instantaneously  balance its
system resources with loads. TNP had previously  contracted with another utility
for these services. Purchased power costs decreased slightly by $0.9 million for
the current  nine-month  period primarily due to cost reductions,  offset by the
increased GWH sales.  Contributing  to the cost reductions were (1) lower prices
obtained  from existing  suppliers,  (2) shifting  purchases to new,  lower cost
suppliers,  and (3) TNP passing through to its Texas customers  refunds from two
suppliers of $6.7 million.

     Fuel.  The  decrease in the current  quarter  fuel costs of $0.6 million is
attributed to decreased sales to residential and firm rate industrial customers.
No fuel cost is recovered as part of industrial  economy sales.  The increase in
the current  nine-month  period is attributed to increased firm  residential and
commercial  sales.  The majority of TNP's  monthly  fuel costs are  recovered in
revenues through a fixed fuel factor per kilowatt-hour approved by the PUCT. TNP
records as fuel expense the amount collected through this fixed fuel factor. Any
difference  between  the  amount  collected  and  actual  cost is  deferred  for
collection/refund  in future  periods.  TNP has  under-recovered  fuel  costs at
September 30, 1996 of $4.2 million.

         Other Operating Expenses, Income and Other Tax Expenses

     Other  operating  expenses for the current quarter  approximated  the prior
year  quarter.  Other  operating  expenses  for the  current  nine-month  period
increased by $1.2 million due to increased  labor and employee  benefits  costs,
and severance payments in June 1996 related to workforce reductions.

     Income  and  other  tax-related   expenses  consist  primarily  of  income,
franchise,  property,  and payroll taxes.  Current  quarter income and other tax
expenses  approximated  the prior year  quarter.  The  increase  for the current
nine-month period is due to higher pre-tax income and increased property taxes.

         Other Income and Deductions, net

     TNPE's other income and  deductions-net  decreased in the current three-and
nine-month periods due to the inclusion of CPS' start-up operations.

   Interest Expense

     Interest charges during the current three- and nine-month periods decreased
by $1.1 million and $4.8 million,  respectively. The decreases are attributed to
reduced  long-term debt levels and decreased  interest rates associated with the
revolving credit facility. Contributing to the long-term debt reduction were the
retirement of $29.2 million of Series T First Mortgage Bonds in October 1995 and
reductions in the amount of borrowings under the revolving credit facility.


Financial Condition

   Liquidity

     As of September 30, 1996, available unused credit under the existing credit
facility ("1995  Facility") was $117 million,  subject to interest  coverage and
capitalization  tests. TNP can borrow up to $67 million of the unused commitment
with no additional  collateral and borrow the remainder of the unused commitment
($50 million) by pledging  first  mortgage bonds ("FMBs") equal to the principal
amount of such  borrowings.  The 1995 Facility was used during September 1996 to
retire $8.9 million of 10.5% Series L FMBs.

     TNP  entered  into  a  new  credit  facility  ("1996  Facility")  effective
September 10, 1996.  The 1996 Facility  provides for a total  commitment of $100
million and supplements  the 1995 Facility.  The interest rate margins under the
1996 Facility are linked to the London Interbank  Offered Rate ("LIBOR") and are
lower  than  those for the 1995  Facility.  The  interest  rate  margins on both
facilities  will decrease as the ratings on TNP's FMBs  improve.  At the time of
the common stock issuance described in Note 5, Moody's raised the long-term debt
ratings for TNP by one ratings level which will reduce interest costs associated
with both facilities. The collateral securing the 1996 Facility are non-interest
bearing FMBs. The 1996 Facility  expires  September 2001 and TNP has the ability
to draw on it to redeem other  outstanding debt. As of September 30, 1996, there
were no borrowings under the new revolving credit facility.

     In  addition  to the new  credit  facility,  TNP  purchased  a $50  million
interest rate collar to mitigate exposure to variable interest rates. The collar
sets a floor and  ceiling on the  90-day  LIBOR  rate at 5.25  percent  and 7.50
percent,  respectively.  The term of the interest rate collar is September  1997
through September 2000.

     TNP has  sufficient  liquidity  to  satisfy  the  possibility  of any known
contingencies.  Management  believes  cash flow  from  operations  and  periodic
borrowings  under its two revolving  credit  facilities  should be sufficient to
meet working  capital  requirements  and planned  capital  expenditures at least
through 1998.

     During  October  1996,  TNPE issued 2 million  shares of common stock which
provided  net  proceeds  of $47  million.  The  proceeds  were used as a capital
contribution  to TNP for repayment of certain  indebtedness,  to provide working
capital,  and for other  general  corporate  purposes.  Initially,  TNP used the
proceeds  to pay down  the $33  million  outstanding  on the  1995  Facility  at
September 30, 1996. TNP intends to use borrowings from its credit  facilities to
retire the $100.8 million of 11.25% Series T FMBs due January 1997.

Regulatory Matters

   Community ChoiceSM

     On May 2, 1996, TNP filed an application with the PUCT requesting  approval
of a program  known as  Community  Choice that would apply to electric  services
provided by TNP in Texas.  On June 21, 1996, TNP filed an  application  with the
NMPUC requesting approval of a similar Community Choice program that would apply
to  electric  services  provided  by TNP in New  Mexico.  Community  Choice is a
transition plan designed to address the opportunities  and challenges  presented
by the  increasingly  deregulated  and  competitive  environment of the electric
services  industry.  Each of  these  filings  requests  that TNP be  allowed  to
implement the Community Choice program beginning in January 1997.

     As proposed by TNP,  Community  Choice  provides for transition  periods of
four  years in New  Mexico  and five  years in Texas.  During  these  transition
periods,  TNP's  rates for  electric  service in New  Mexico and Texas  would be
structured  to provide  TNP a  reasonable  opportunity  to reduce its  so-called
potential  "stranded costs." "Stranded costs" is the difference  between what it
currently  costs TNP to provide  electric  service and what a customer  would be
willing to pay in a competitive retail electric services market. In Texas, TNP's
potential  stranded  cost relates to TNP One, its 300 MW  generating  unit,  and
could  potentially  be more than $250 million.  In New Mexico,  TNP's  potential
stranded cost relates to its purchased power contracts and could  potentially be
more  than  $30  million.  At the  end  of the  transition  periods,  TNP  would
aggregate,  or combine,  its customers at the  community  level and permit these
aggregated  electrical loads to choose the types and nature of electric services
that will be available to individual customers within each aggregated load.

     There can be no  assurance  that  Community  Choice will be approved by the
PUCT or the NMPUC, or that Community  Choice,  if approved,  will be successful.
The success of Community  Choice and its impact on the financial  performance of
TNP depends on many factors,  including regulatory  approval,  customer interest
and satisfaction, and its ability to develop and implement programs tailored for
its customers  individually.  TNP is actively seeking the resolution of a number
of issues with the PUCT,  NMPUC, and the various  intervenors.  TNP continues to
evaluate the effect of these and other issues on the  likelihood  of approval of
its application by the PUCT and NMPUC.

   Texas Transmission Access Filing

     The PUCT  recently  passed  a  wholesale  transmission  access  rule  which
establishes a regional method of transmission  pricing,  terms,  and conditions.
The purpose is to increase  competition  in wholesale  energy sales within Texas
and  establish an  Independent  System  Operator  for the  Electric  Reliability
Council of Texas ("ERCOT")  transmission system. As a direct result,  filings of
cost data from all Texas  utilities  were made with the PUCT in May 1996.  These
filings will be used by the PUCT to set the  transmission  pricing rules for the
ERCOT region.  TNP believes it should  benefit from the new rules as competition
should  increase in the wholesale  power market and result in reduced  purchased
power and wheeling costs.  TNP expects the PUCT to finalize the transmission fee
structure by the end of 1996.

Statement Regarding Forward-Looking Information

     The discussions in this document that are not historical facts,  including,
but not limited  to,  statements  regarding  TNP's and TNPE's  current  business
strategy,  projected  sources and uses of cash,  and projected  operations,  are
based upon current expectations. Actual results may differ materially. Among the
facts  that could  cause the  results to differ  materially  are the  following:
changes in regulations;  results of regulatory proceedings;  future acquisitions
or strategic partnerships;  general business and economic conditions;  and other
factors  described  from time to time in TNP's and TNPE's reports filed with the
Securities and Exchange Commission.  TNP and TNPE wish to caution readers not to
place undue  reliance  on any such  forward-looking  statements,  which are made
pursuant to the Private  Litigation  Reform Act of 1995 and, as such, speak only
as of the date made.

                           PART II - OTHER INFORMATION

Item 1.  Legal Proceedings.

   Wholesale Purchase Power Agreement

     As set forth in TNPE's and TNP's 1995  Combined  Annual Report on Form 10-K
and the Form 10-Qs for the quarters  ended March 31 and June 30, 1996, TNP filed
a complaint  with the PUCT and in a Texas state  district court to declare TNP's
wholesale  purchased  power  agreement  ("TU  Agreement")  with Texas  Utilities
Electric  Company ("TU") null and void. TNP requested a declaration that certain
provisions of the TU agreement are against public policy and violate Texas law.

     On August 29, 1996, the PUCT entered an order declaring two of the terms of
the TU  Agreement  void,  but  upholding  the  validity of the  remainder of the
contract.  The PUCT order also  orders  the  parties to reform the  transmission
services  portion of the TU  Agreement.  The PUCT order became  administratively
final and  appealable  by operation  of law on October 18, 1996.  Appeals of the
PUCT order must be filed,  if at all, on or before  November  17,  1996.  TNP is
currently  assessing  whether it will appeal the PUCT order.  TNP cannot predict
whether TU will appeal the PUCT order.

   Early Redemption of Series T FMBs

     The  discussions  in TNPE's and TNP's 1995  Combined  Annual Report of Form
10-K on page 31, and in Part II, Item 1 of the Form 10-Q for the  quarter  ended
March 31, 1996,  concerning  litigation in the matter of the early redemption of
$29.2  million of Series T FMBs,  is  incorporated  in this report by reference.
This  litigation,  styled  Texas-New  Mexico Power  Company v. John Hancock Life
Insurance  Co. et. al., is pending in the United States  District  Court for the
Northern  District of Texas,  Fort Worth  Division.  TNP continues to vigorously
contest this matter.

     On August 20, 1996,  the court  granted a motion by Jackson  National  Life
Insurance Company  ("Jackson") to certify the treatment of its counterclaim as a
class action on behalf of all parties who were holders of Series T FMBs when the
partial redemption was announced.  The court also named Jackson and John Hancock
Life Insurance Company as co-class representatives.


<PAGE>



     Both parties to the litigation have filed motions for summary judgment that
are currently  pending.  In June 1996,  TNP filed a motion for summary  judgment
regarding  Jackson's  counterclaim  under the Texas  Securities  Act. In October
1996,  Jackson filed a motion for summary  judgment  regarding  liability on the
breach  of  contract  claim.  Also in  October  1996,  TNP filed a  response  to
Jackson's  motion for summary  judgment,  a  cross-motion  for  partial  summary
judgment  that the partial  early  redemption of the Series T FMBs complied with
the terms of the indenture governing the FMBs, and a motion for summary judgment
regarding the remaining  claims  asserted under the Trust Indenture Act of 1939,
federal securities laws and the Federal Declaratory Judgment Act.


Item 6.  Exhibits and Reports on Form 8-K.

   (a)      Exhibits

            The following exhibits are filed with this report:

            4(t)    Twenty-Fifth Supplemental Indenture dated as of
                    September 10, 1996.

             10     Revolving  Credit  Facility  Agreement,  dated as of

                    September 10, 1996, among TNP,  certain  lenders,  The First
                    National Bank of Chicago,  as  Administrative  Agent and The
                    First National Bank of Chicago and Union Bank of California,
                    N.A., as Co-Agents.

           10(a)    Form of Bond Agreement, dated as of September 10, 1996,
                    between TNP, certain lenders, The First
                    National Bank of Chicago, as Collateral Agent, and The First
                    National Bank of Chicago and Union Bank of California,  N.A.
                    as  Co  -Agents  (Exhibit  E to  Revolving  Credit  Facility
                    Agreement)

           27(a)    Financial Data Schedule for TNPE

           27(b)    Financial Data Schedule for TNP

             (b)    Reports on Form 8-K

                    The Company  filed a report on Form 8-K dated  September 27,
                    1996,  in which the  Company  provided  pricing  information
                    relating to its Common Stock offering  conducted pursuant to
                    a  registration  statement  on Form  S-3.  The  underwriting
                    agreement between the Company and the underwriters  relating
                    to the offering was attached as an exhibit to the Form 8-K.
<PAGE>
                     TNP ENTERPRISES, INC. AND SUBSIDIARIES
                 TEXAS-NEW MEXICO POWER COMPANY AND SUBSIDIARIES


                                   SIGNATURES


     Pursuant to the  requirements  of the Securities  Exchange Act of 1934, the
registrant  has duly  caused  this  report  to be  signed  on its  behalf by the
undersigned thereunto duly authorized.


(Registrant)                      TNP ENTERPRISES, INC.


                               By \s\ MANJIT S. CHEEMA
                                  ---------------------------------
                                  Manjit S. Cheema
Date: November 4, 1996            Vice President and as Chief Financial Officer



(Registrant)                      TEXAS-NEW MEXICO POWER COMPANY


                               By \s\ MELISSA D. DAVIS
                                  --------------------------------
                                  Melissa D. Davis
Date: November 4, 1996            Controller and as Chief Accounting Officer