<PAGE>

                                                                     EXHIBIT 4.3

                    ____% NOTES/DEBENTURES DUE _____________

                          SECURITIES RESOLUTION NO. __

                                       OF

                         WISCONSIN ENERGY CORPORATION

     The actions described below are taken by the Board (as defined in the
Indenture referred to below) of WISCONSIN ENERGY CORPORATION (the "Company") or
by an Officer or committee of Officers pursuant to Board delegation, pursuant to
resolutions adopted by the Board of Directors of the Company as of _____________
___, _______, resolutions adopted by the Finance Committee of the Board of
Directors as of __________________, _________ and Section 2.01 of the Indenture
dated as of March 15, 1999 (the "Indenture") between the Company and Bank One
Trust Company, National Association (successor to The First National Bank of
Chicago), as trustee. Terms used herein and not defined have the same meaning as
in the Indenture.

     RESOLVED, that a new series of Securities is authorized as follows:

     1.  The title of the series is ____% Notes/Debentures due ____________
("____% Debentures").

     2.  The form of the ____% Notes/Debentures shall be substantially in the
form of Exhibit 1 hereto.

     3.  The ____% Notes/Debentures shall have the terms set forth in Exhibit 1.

     4.  The ____% Notes/Debentures shall have such other terms as are set
forth in Exhibit 2 hereto.

     5.  The ____% Notes/Debentures shall be sold to the underwriter(s) named
in the Prospectus Supplement dated ___________, ____ on the following terms:

          Price to Public:  ______%
          Underwriting Discount:  _____%
          Closing Date:  __________, ____

     This Securities Resolution shall be effective as of ___________, ____.
<PAGE>

                                   EXHIBIT 1

No. _____________                                               $_____________

                         WISCONSIN ENERGY CORPORATION
                    _____% Notes/Debentures due ___________

     WISCONSIN ENERGY CORPORATION


promises to pay to ______________________________________________


or registered assigns
the principal sum of ____________________________________________ Dollars
on ______________

Interest Payment Dates: ____________ and ____________

Record Dates:           _____________________________

                                             Dated:

BANK ONE TRUST COMPANY,                      WISCONSIN ENERGY CORPORATION
NATIONAL ASSOCIATION
Transfer Agent and Paying Agent
                                             by______________________________
                                               [Title of Authorized Officer]

Authenticated:

BANK ONE TRUST COMPANY,                      (CORPORATE SEAL)
NATIONAL ASSOCIATION
Registrar, by

________________________________             ________________________________
Authorized Signature                         Secretary/Assistant Secretary
<PAGE>

                         WISCONSIN ENERGY CORPORATION
                     ____% Notes/Debentures due ___________

1.   Interest.

     Wisconsin Energy Corporation (the "Company"), a Wisconsin corporation,
     promises to pay interest on the principal amount of this Security at the
     rate per annum shown above. The Company will pay interest semiannually on
     ______ and __________ of each year commencing ___________, ____. Interest
     on the Securities will accrue from the most recent date to which interest
     has been paid or, if no interest has been paid, from ________, _____.
     Interest will be computed on the basis of a 360-day year of twelve 30-day
     months.

2.   Method of Payment.

     The Company will pay interest on the Securities to the persons who are
     registered holders of Securities at the close of business on the record
     date for the next interest payment date, except as otherwise provided in
     the Indenture.  Holders must surrender Securities to a Paying Agent to
     collect principal payments.  The Company will pay principal and interest in
     money of the United States that at the time of payment is legal tender for
     payment of public and private debts.  The Company may pay principal and
     interest by check payable in such money.  It may mail an interest check to
     a holder's registered address.

3.   Securities Agents.

     Initially, Bank One Trust Company, National Association  (successor to The
     First National Bank of Chicago) will act as Paying Agent, Transfer Agent
     and Registrar.  The Company may change any Paying Agent or Transfer Agent
     without notice.  The Company or any Affiliate may act in any such capacity.
     Subject to certain conditions, the Company may change the Trustee.

4.   Indenture.

     The Company issued the securities of this series (the "Securities") under
     an Indenture dated as of March 15, 1999 (the "Indenture") between the
     Company and Bank One Trust Company, National Association (successor to The
     First National Bank of Chicago) (the "Trustee").  The terms of the
     Securities include those stated in the Indenture and in the Securities
     Resolution establishing the Securities and those made part of the Indenture
     by the Trust Indenture Act of 1939 (15 U.S. Code Sections 77aaa-77bbbb).
<PAGE>

                                     -2-

     Securityholders are referred to the Indenture, the Securities Resolution
     and such Act for a statement of such terms.

5.   Redemption.

     [The Securities will not be redeemable prior to maturity.] or [Description
     of redemption provisions.]

6.   Denominations, Transfer, Exchange.

     The Securities are in registered form without coupons in denominations of
     $1,000 and whole multiples of $1,000.  The transfer of Securities may be
     registered and Securities may be exchanged as provided in the Indenture.
     The Transfer Agent may require a holder, among other things, to furnish
     appropriate endorsements and transfer documents and to pay any taxes and
     fees required by law or the Indenture.  The Transfer Agent need not
     exchange or register the transfer of any Security or portion of a Security
     selected for redemption.  Also, it need not exchange or register the
     transfer of any Securities for a period of 15 days before a selection of
     Securities to be redeemed.

7.   Persons Deemed Owners.

     The registered holder of a Security may be treated as its owner for all
     purposes.

8.   Amendments and Waivers.

     Subject to certain exceptions, the Indenture or the Securities may be
     amended with the consent of the holders of a majority in principal amount
     of the securities of all series affected by the amendment.  Subject to
     certain exceptions, a default on a series may be waived with the consent of
     the holders of a majority in principal amount of the series.

     Without the consent of any Securityholder, the Indenture or the Securities
     may be amended, among other things, to cure any ambiguity, omission, defect
     or inconsistency; to provide for assumption of Company obligations to
     Securityholders; or to make any change that does not materially adversely
     affect the rights of any Securityholder.

9.   Restrictive Covenants.
     The Securities are unsecured general obligations of the Company limited to
     $___________ principal amount.  The Indenture does not limit other
     unsecured debt.
<PAGE>

                                     -3-

10.  Successors.

     When a successor assumes all the obligations of the Company under the
     Securities and the Indenture, the Company will be released from those
     obligations.

11.  Defeasance Prior to Redemption or Maturity.

     Subject to certain conditions, the Company at any time may terminate some
     or all of its obligations under the Securities and the Indenture if the
     Company deposits with the Trustee money or U.S. Government Obligations for
     the payment of principal and interest on the Securities to redemption or
     maturity.  U.S. Government Obligations are securities backed by the full
     faith and credit of the United States of America or certificates
     representing an ownership interest in such Obligations.

12.  Defaults and Remedies.

     An Event of Default includes: default for 60 days in payment of interest on
     the Securities; default in payment of principal on the Securities; default
     for 60 days in the payment of any sinking fund obligation; default by the
     Company for a specified period after notice to it in the performance of any
     of its other agreements applicable to the Securities; certain events of
     bankruptcy or insolvency; and any other Event of Default provided for in
     the series.  If an Event of Default occurs and is continuing, the Trustee
     or the holders of at least 25% in principal amount of the Securities may
     declare the principal of all the Securities to be due and payable
     immediately.

     Securityholders may not enforce the Indenture or the Securities except as
     provided in the Indenture.  The Trustee may require indemnity satisfactory
     to it before it enforces the Indenture or the Securities.  Subject to
     certain limitations, holders of a majority in principal amount of the
     Securities may direct the Trustee in its exercise of any trust or power.
     The Trustee may withhold from Securityholders notice of any continuing
     default (except a default in payment of principal or interest) if it
     determines that withholding notice is in their interests.  The Company must
     furnish an annual compliance certificate to the Trustee.

13.  Trustee Dealings with Company.

     Bank One Trust Company, National Association (successor to The First
     National Bank of Chicago), the Trustee under the Indenture, in its
     individual or any other capacity, may make loans to, accept deposits from,
     and perform services for the Company or its Affiliates, and may otherwise
     deal with those persons, as if it were not Trustee.
<PAGE>

                                     -4-

14.  No Recourse Against Others.

     A director, officer, employee or stockholder, as such, of the Company shall
     not have any liability for any obligations of the Company under the
     Securities or the Indenture or for any claim based on, in respect of or by
     reason of such obligations or their creation.  Each Securityholder by
     accepting a Security waives and releases all such liability.  The waiver
     and release are part of the consideration for the issue of the Securities.

15.  Authentication.

     This Security shall not be valid until authenticated by a manual signature
     of the Registrar.

16.  Abbreviations.

     Customary abbreviations may be used in the name of a Securityholder or an
     assignee, such as: TEN COM (=tenants in common), TEN ENT (=tenants by the
     entirety), JT TEN (=joint tenants with right of survivorship and not as
     tenants in common), CUST (=custodian), U/G/M/A (=Uniform Gifts to Minors
     Act), and U/T/M/A (=Uniform Transfers to Minors Act).

     The Company will furnish to any Securityholder upon written request and
     without charge a copy of the Indenture and the Securities Resolution, which
     contains the text of this Security in larger type. Requests may be made to:

     Corporate Secretary, Wisconsin Energy Corporation, 231 West Michigan
     Street, P.O. Box 2949, Milwaukee, WI  53201.
<PAGE>

                                                                       EXHIBIT 2
                            _____% Notes/Debentures

                               Supplemental Terms

     In addition to the terms set forth in Exhibit 1 to Securities Resolution
No. 1, the _____% Debentures shall have the following terms:

     Section 1.  Definitions.  Capitalized terms used and not defined herein
shall have the meaning given such terms in the Indenture. The following is an
additional definition applicable to the _____% Notes/Debentures:

     "Depositary" means, with respect to the _____% Notes/Debentures issued as a
     global Security, The Depository Trust Company, New York, New York, or any
     successor thereto registered under the Securities Exchange Act of 1934 or
     other applicable statute or regulation.

     Section 2.  Securities Issuable as Global Securities.

     (a)  The ____% Notes/Debentures shall be issued in the form of one or more
permanent global Securities and shall, except as otherwise provided in this
Section 2, be registered only in the name of the Depositary or its nominee.
Each global Security shall bear a legend substantially to the following
effect:

     "Unless this certificate is presented by an authorized representative of
     The Depository Trust Company, a New York corporation ("DTC"), to the
     Company or its agent for registration of transfer, exchange, or payment,
     and any certificate issued is registered in the name of Cede & Co. or in
     such other name as is requested by an authorized representative of DTC (and
     any payment is made to Cede & Co. or to such other entity as is requested
     by an authorized representative of DTC), ANY TRANSFER, PLEDGE, OR OTHER USE
     HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL inasmuch as
     the registered owner hereof, Cede & Co., has an interest herein."

     (b)  If at any time (i) the Depositary with respect to the ____%
Notes/Debentures notifies the Company that it is unwilling or unable to
continue as Depositary for such global Security or (ii) the Depositary for the
____% Notes/Debentures shall no longer be eligible or in good standing under
the Securities Exchange Act of 1934 or other applicable statute or regulation,
the Company shall appoint a successor Depositary with respect to such global
Security. If a successor Depositary for such global Security is not appointed
by the Company within 90 days after the Company receives such notice or
becomes aware of such ineligibility,
<PAGE>

                                     -2-

the Transfer Agent shall register the exchange of such global Security for an
equal principal amount of Registered Securities in the manner provided in
Section 2.07 of the Indenture.

     (c)  The Transfer Agent shall register the transfer or exchange of a global
Security for Registered Securities pursuant to Section 2.07 of the Indenture
if (i) a Default or Event of Default shall have occurred and be continuing
with respect to the ____% Notes/Debentures or (ii) the Company determines that
the _____% Notes/Debentures shall no longer be represented by global
Securities.

     (d)  In any exchange provided for in the preceding paragraphs (b) or (c),
the Company will execute and the Registrar will authenticate and deliver
Registered Securities. Registered Securities issued in exchange for a global
Security shall be in such names and denominations as the Depositary for such
global Security shall instruct the Registrar. The Registrar shall deliver such
Registered Securities to the persons in whose names such Securities are so
registered.

     (e)  The ____% Notes/Debentures will trade in the Depositary's Same-Day
Funds Settlement System.  All payments of principal and interest on global
Securities will be made by the Company in immediately available funds.
<PAGE>


                             OFFICERS' CERTIFICATE
                                  RELATING TO
                          SECURITIES RESOLUTION NO.__
                                      OF
                         WISCONSIN ENERGY CORPORATION



     The undersigned, as Officers of Wisconsin Energy Corporation (the
"Company"), do hereby certify that the foregoing is a true and correct copy of
Securities Resolution No. __, relating to the Indenture between the Company and
Bank One Trust Company, National Association (successor to The First National
Bank of Chicago), as trustee (the "Indenture"), which has been duly adopted by
the Board (as defined in the Indenture) of the Company or by an Officer or a
committee of Officers pursuant to the authorized delegation of the Board on the
___ day of _______; and that said resolution has not been rescinded and remains
in full force and effect. Capitalized terms used but not defined herein have the
meanings given such terms in the Indenture.

     IN WITNESS WHEREOF, this Officers' Certificate has been duly executed on
this __ day of ____________.




                             By: ________________________
                                 Name:
                                 Title:


                             By: ________________________
                                 Name:
                                 Title: