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


                               FORM 8-K


                            CURRENT REPORT

                       Pursuant to Section 13 or 15(d) of
                       the Securities Exchange Act of 1934


Date of Report (Date of earliest event reported):  March 31, 1997

COMMISSION           REGISTRANT, STATE OF INCORPORATION,       I.R.S. EMPLOYER
FILE NUMBER            ADDRESS AND TELEPHONE NUMBER           IDENTIFICATION NO.


1-1443               CENTRAL AND SOUTH WEST CORPORATION           51-0007707
                     (A Delaware Corporation)
                     1616 Woodall Rodgers Freeway
                     Dallas, TX 75202-1234
                     (214) 777-1000


0-346                CENTRAL POWER AND LIGHT COMPANY              74-0550600
                     (A Texas Corporation)
                     539 North Carancahua Street
                     Corpus Christi, TX 78401-2802
                     (512) 881-5300











          This Combined Form 8-K is separately filed by Central and South West
Corporation and Central Power and Light Company. Information contained herein
relating to an individual company is filed by such company on its own behalf.
Each company makes no representation as to information relating to the other
company.




ITEM 5.  OTHER EVENTS

CENTRAL POWER AND LIGHT COMPANY (CPL) REGULATORY MATTERS

RECENT DEVELOPMENTS

         OVERVIEW
         On March 31, 1997, the Public Utility Commission of Texas (Texas
Commission) issued its final order (Final Order) in CPL's Rate Review Docket No.
14965. The Texas Commission's Final Order lowers the annual retail rates of CPL
by approximately $27 million, or approximately 3.5% in 1997, from CPL's existing
rate level prior to CPL's May 1996 implementation of bonded rates. The Texas
Commission also introduced a Glide Path Methodology whereby CPL's rates will be
reduced by an additional $16 million in 1998 and another $16 million in 1999. As
previously reported, CPL had originally sought to increase its annual retail
base rates by $71 million in this rate proceeding.

         REVENUE REDUCTION
         There are numerous factors that contribute to the difference between
the $71 million retail base rate increase that was originally requested by CPL
and the Texas Commission's final order of a $27 million retail base rate
reduction. These factors include the reduction of CPL's return on equity and the
disallowance of certain costs and expenses.
         In its Final Order, the Texas Commission categorized $859 million of
CPL's investment in the South Texas Project Nuclear Generating Station (STP) as
Excess Cost Over Market (ECOM). The order reduced CPL's return on common equity
on the ECOM portion of CPL's investment in STP to 7.96% as compared with the
10.9% return on common equity approved for all other invested capital. However,
the Final Order also accelerated recovery of this investment.
         A preliminary reconciliation between CPL's original filing and the
Texas Commission's Final Order and other information related to the order are
attached as Exhibit 99.1 and was released to the financial community in a letter
dated April 3, 1997.

         APPEAL OF CPL 1997 RATE ORDER AND ESTIMATED FINANCIAL IMPACT OF CPL 
         RATE ORDER
         CPL intends to file a motion for rehearing and will take other legal
steps, as appropriate, in response to the Texas Commission's Final Order. The
financial impact of this final order is currently being analyzed. If the Texas
Commission's Final Order is ultimately implemented, CPL and CSW could experience
a material adverse effect on their results of operations.

         BACKGROUND
         For further information and earlier developments related to CPL's
regulatory matters, reference is made to CSW's and CPL's 1996 Combined Annual
Report on Form 10-K and Combined Current Report on Form 8-K dated March 31, 1997
and filed April 2, 1997.

         FORWARD LOOKING INFORMATION
         This report, the attached letter to the financial community, and other
presentations made by CSW and CPL contain forward looking statements within the
meaning of Section 21E of the Securities Exchange Act of 1934. Although CSW and
CPL believe that, in making any such statements, its expectations are based on
reasonable assumptions, any such statements may be influenced by factors that
could cause actual outcomes and results to be materially different from those
projected. Important factors that could cause actual results to differ
materially from those in the forward looking statements include, but are not
limited to: the impact of general economic changes in the U.S.; the impact of
deregulation on the U.S. electric utility business; increased competition and
electric utility industry restructuring in the U.S.; federal and state
regulatory developments and changes in law which may have a substantial adverse
impact on the value of CSW System assets; timing and adequacy of rate
proceedings and relief; adverse changes in electric load and customer growth;
climatic changes or unexpected changes in weather patterns; changing fuel
prices, generating plant and distribution facility performance; and
decommissioning costs associated with nuclear generating facilities.



SIGNATURE

         Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrants have duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized. The signature for each undersigned
registrant shall be deemed to relate only to matters having reference to such
registrant or its subsidiaries.




                                 CENTRAL AND SOUTH WEST CORPORATION


Date:  April 3, 1997

                                 By:  /S/ LAWRENCE B. CONNORS
                                          Lawrence B. Connors
                                              Controller



                                 CENTRAL POWER AND LIGHT COMPANY


Date:  April 3, 1997

                                 By:  /S/ R. RUSSELL DAVIS
                                          R. Russell Davis
                                              Controller