EXHIBIT 24.1
                                POWER OF ATTORNEY


The undersigned,  as President and Chief Executive  Officer of Central and South
West Corporation  (the  "Corporation"),  hereby makes,  constitutes and appoints
Glenn D. Rosilier and Lawrence B. Connors and each of them  severally,  his true
and lawful  attorneys-in-fact  and  agents,  each with full power and  authority
(acting  alone and  without  the others) to execute in the name and on behalf of
the undersigned,  in any and all capacities,  the Corporation's Annual Report on
Form 10-K for 1996 and any and all  amendments  thereto,  to be filed  under the
Securities  Exchange  Act of 1934,  as  amended,  and any  other  documents  and
instruments  incidental thereto, and to file the same, with all exhibits thereto
and all  documents in connection  therewith,  with the  Securities  and Exchange
Commission,  hereby granting to such attorneys-in-fact,  and agents, and each of
them,  full power and authority of  substitution  and revocation in the premises
and full  power and  authority  to do and  perform  each and every act and thing
requisite and  necessary to be done in and about the premises,  as fully for all
intents and purposes as the  undersigned  might or could do in person and hereby
ratifying and confirming all that such  attorneys-in-fact  and agents, or any of
them, may do or cause to be done by virtue of this Power of Attorney.

IN WITNESS  WHEREOF,  I have hereunto  executed this Power of Attorney this 23rd
day of January, 1997.


                                                     E. R. Brooks
                                                     President & Chief Executive
                                                     Officer






Subscribed and sworn to before me this 23rd day of January, 1997.


                                                     Kenneth C. Raney, Jr.
                                                     Notary Public

My Commission Expires:
07/09/00