EXHIBIT 24.1
                                POWER OF ATTORNEY


The undersigned, as Chairman 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 1997 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 21st
day of January, 1998.


                                  E. R. Brooks
                                  Chairman & Chief Executive Officer






Subscribed and sworn to before me this 21st day of January, 1998.


                                  Judy A. Hall
                                  Notary Public

My Commission Expires:

July 20, 1999