SECURITIES AND EXCHANGE COMMISSION

                     Washington, D.C. 20549

                           FORM 10-Q

         QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF

              THE SECURITIES EXCHANGE ACT OF 1934

(Mark one)
[X]  QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)  OF  THE
     SECURITIES EXCHANGE  ACT OF 1934

For  the  quarterly period ended       September  30, 1994

                              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                 0-4117-1

                          IES UTILITIES INC.
    (Exact name of registrant as specified in its charter)

          Iowa                                    42-0331370
(State or other jurisdiction of                (I.R.S. Employer
 incorporation or organization)                 Identification No.)

 IE Tower, Cedar Rapids, Iowa                        52401
(Address of principal executive offices)          (Zip Code)

Registrant's telephone number, including area code (319) 398-4411


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

Indicate  the  number of shares outstanding  of  each  of  the
issuer's classes of common stock, as of the latest practicable
date.


            Class                     Outstanding at October 31, 1994
Common Stock, $2.50 par value                13,370,788 shares




                      IES UTILITIES INC.

                             INDEX

                                                           Page No.
 

Part I.  Financial Information.



Item 1.   Financial Statements.

     Balance Sheets -
       September 30, 1994 and December 31, 1993                3 - 4

     Statements of Income -
       Three, Nine and Twelve Months Ended
       September 30, 1994 and 1993                               5

     Statements of Cash Flows -
       Three, Nine and Twelve Months Ended
       September 30, 1994 and 1993                               6

      Notes to Financial Statements                            7 - 18

Item 2.   Management's Discussion and Analysis of the
            Results of Operations and Financial Condition.    19 - 30



Part II.  Other Information.                                  31 - 33



Signatures.                                                     34





          PART 1. - FINANCIAL INFORMATION
ITEM 1. - FINANCIAL STATEMENTS
                  BALANCE SHEETS


                                                   September 30,
                                                      1994        December 31,
ASSETS                                             (Unaudited)       1993
                                                           (in thousands)
Utility plant, at original cost:
  Plant in service -
    Electric                                       $ 1,750,922    $ 1,707,278
    Gas                                                155,861        147,956
    Other                                               79,277         75,845
                                                     1,986,060      1,931,079
   Less - Accumulated depreciation                     869,029        813,312
                                                     1,117,031      1,117,767
   Leased nuclear fuel, net of amortization             50,349         51,681
   Construction work in progress                        65,115         41,937
                                                     1,232,495      1,211,385

Current assets:
  Cash and temporary cash investments                      200         18,313
  Accounts receivable -
    Customer, less reserve                              11,473         22,679
    Other                                                6,591         10,330
  Income tax refunds receivable                          7,458          8,767
  Production fuel, at average cost                      12,848         14,338
  Materials and supplies, at average cost               26,654         26,861
  Adjustment clause balances                               499              0
  Regulatory assets                                     14,984         13,319
  Prepayments and other                                 26,094         31,502
                                                       106,801        146,109

Other assets:
  Regulatory assets                                    177,020        143,080
  Nuclear decommissioning trust funds                   32,681         28,059
  Other investments                                      3,793          2,821
  Deferred charges and other                            18,413         15,524
                                                       231,907        189,484
                                                   $ 1,571,203    $ 1,546,978


                                                   September 30,
                                                      1994        December 31,
CAPITALIZATION AND LIABILITIES                     (Unaudited)       1993
                                                          (in thousands)
Capitalization:
  Common stock - par value $2.50 per share - 
    authorized 24,000,000 shares; 13,370,788 
    shares outstanding                             $    33,427    $    33,427
  Paid-in surplus                                      279,042        279,042
  Retained earnings ($18,209,000 restricted as 
     to payment of cash dividends)                     201,107        188,862
      Total common equity                              513,576        501,331
  Cumulative preferred stock - par value $50 
      per share - authorized 466,406 shares; 
      366,406 shares outstanding                        18,320         18,320
  Long-term debt                                       430,277        480,074
                                                       962,173        999,725

Current liabilities:
  Notes payable to associated companies                  2,608              0
  Short-term borrowings                                      0         24,000
  Capital lease obligations                             14,241         15,345
  Maturities and sinking funds                          50,224            224
  Accounts payable                                      40,348         47,179
  Dividends payable                                        229          5,229
  Accrued interest                                      11,090          9,438
  Accrued taxes                                         60,491         39,763
  Accumulated refueling outage provision                12,049          2,660
  Adjustment clause balances                                 0          5,149
  Provision for rate refund liability                        0          8,670
  Other                                                 22,413         22,369
                                                       213,693        180,026

Long-term liabilities:
  Capital lease obligations                             36,108         36,336
  Liability under National Energy Policy 
    Act of 1992                                         11,967         11,984
  Environmental liabilities                             18,434          9,130
  Other                                                 38,181         29,866
                                                       104,690         87,316

Deferred credits:
  Accumulated deferred income taxes                    250,185        237,464
  Accumulated deferred investment tax credits           40,462         42,447
                                                       290,647        279,911

Commitments and contingencies (Note 7 )

                                                   $ 1,571,203    $ 1,546,978


The accompanying Notes to Financial Statements are an integral 
part of these statements.




  STATEMENTS OF INCOME (UNAUDITED)


                                      For the Three         For the Nine          For the Twelve
                                      Months Ended          Months Ended          Months Ended
                                      September 30          September 30          September 30
                                         1994       1993       1994       1993       1994       1993
                                                                (in thousands)
                                                                               
 Operating revenues:
  Electric                             $ 165,621 $  170,224 $  412,610 $  419,157 $  543,974 $  527,057
  Gas                                     12,209     15,427    100,506    104,568    150,256    160,146
  Steam                                    1,647      1,741      6,393      6,370      8,932      8,815
                                         179,477    187,392    519,509    530,095    703,162    696,018

Operating expenses:
  Fuel for production                     29,419     20,107     68,067     63,375     92,394     79,763
  Purchased power                         17,305     32,410     48,132     71,690     69,892     89,948
  Gas purchased for resale                 5,388      8,766     69,386     73,550    104,958    115,247
  Other operating expenses                34,563     28,696     96,515     88,367    131,358    118,617
  Maintenance                             11,577     13,289     35,772     35,683     46,307     46,458
  Depreciation and amortization           18,960     17,882     57,280     53,200     73,487     69,128
  Property taxes                           9,261     10,300     29,449     28,099     37,776     35,489
  Federal and state income taxes:
    Current                               18,030     14,948     33,278     29,972     31,667     39,229
    Deferred                                 286      4,150      3,968      5,818     14,061      2,058
    Amortization of investment
      tax credits                           -662       -696     -1,984     -2,087     -4,758     -2,779
  Miscellaneous taxes                      1,227      1,445      4,104      4,137      4,852      5,140
                                         145,354    151,297    443,967    451,804    601,994    598,298

Operating income                          34,123     36,095     75,542     78,291    101,168     97,720

Other income and deductions:
  Allowance for equity funds
    used during construction                 647         64      1,800        305      2,320        669
  Miscellaneous, net                         779       -643      2,442      1,313      3,376      2,092
                                           1,426       -579      4,242      1,618      5,696      2,761

Interest:
  Long-term debt                           9,471      7,881     28,448     25,419     37,955     34,522
  Other                                      785      1,438      2,568      4,039      3,774      5,054
  Allowance for debt funds
     used during construction               -440        -17     -1,164       -676     -1,638       -929
                                           9,816      9,302     29,852     28,782     40,091     38,647

Net income                                25,733     26,214     49,932     51,127     66,773     61,834
Preferred dividend
  requirements                               229        229        686        686        914        914
Net income available for
  common stock                         $  25,504 $   25,985 $   49,246 $   50,441 $   65,859 $   60,920


The accompanying Notes to Financial Statements are an integral part of these statements.




          STATEMENTS OF CASH FLOWS (UNAUDITED)

                                                                 For the Three           For the Nine            For the Twelve
                                                                 Months Ended           Months Ended              Months Ended
                                                                   September 30           September 30             September 30
                                                             1994       1993        1994         1993       1994       1993
                                                                                  (in thousands)
                                                                                                              
Cash flows from operating activities:
  Net income                                                 $ 25,733 $   26,214 $     49,932 $    51,127 $   66,773 $   61,834
  Adjustments to reconcile net income to
    net cash flows from operating activities -
    Depreciation and amortization                              18,960     17,882       57,280      53,200     73,487     69,128
    Principal payments under capital lease obligations          4,079        877       12,584       7,709     16,304     10,147
    Deferred taxes and investment tax credits                    -511      2,925        1,471       2,713      9,290     -1,299
    Amortization of deferred charges                              277        265          821         678      1,092        884
    Refueling outage provision                                  3,338     -8,182        9,389      -3,548      8,048       -534
    Allowance for equity funds used during construction          -647        -64       -1,800        -305     -2,320       -669
    Other                                                       1,115        295        1,666         302      1,913        777
  Other changes in assets and liabilities -
    Accounts receivable                                         2,431     -8,754       15,145      -4,107     10,934    -20,057
    Sale of utility accounts receivable                             0     -3,300         -200      10,490       -200     18,200
    Production fuel, materials and supplies                    -1,323      1,253        1,559       8,012       -545     11,793
    Accounts payable                                            3,644     18,302       -4,942       8,089    -10,714     18,021
    Accrued taxes                                              21,574        514       22,037      -3,835     14,521       -863
    Provision for rate refunds                                      0      1,278       -8,670      -1,168     -7,852     -4,798
    Adjustment clause balances                                 -3,575     -6,741       -5,648       1,009       -291        610
    Gas in storage                                             -5,994     -9,111        2,963        -253        907     -2,767
    Deferred energy efficiency costs                           -4,340     -2,135      -11,511      -6,036    -15,221     -8,032
    Accrued interest                                            1,625         64        1,652      -1,371      3,213     -2,507
    Other                                                       2,664      3,832        4,044       5,359      2,412      1,037
      Net cash flows from operating activities                 69,050     35,414      147,772     128,065    171,751    150,905

Cash flows from financing activities:
  Dividends declared on common stock                          -15,000     -3,800      -37,000     -19,500    -48,800    -23,528
  Dividends declared on preferred stock                          -229       -229         -686        -686       -914       -914
  Dividends payable                                                 0          0       -5,000           0          0        229
  Equity infusion from parent company                               0          0            0      50,000          0     50,000
  Proceeds from issuance of long-term debt                          0          0            0           0    119,400          0
  Reductions in long-term debt                                      0          0         -224     -60,224    -19,624    -60,224
  Net change in short-term borrowings                         -14,658      5,140      -21,392      -9,172    -81,192     65,791
  Principal payments under capital lease obligations           -4,078     -3,415      -12,225     -10,400    -13,102    -13,816
    Net cash flows from financing activities                  -33,965     -2,304      -76,527     -49,982    -44,232     17,538

Cash flows from investing activities:
  Construction and acquisition expenditures                   -33,369    -32,814      -81,704     -74,982   -119,933   -165,000
  Nuclear decommissioning trust funds                          -1,383     -1,383       -4,149      -4,149     -5,532     -5,532
  Other                                                          -824      1,458       -3,505       1,314     -4,276      1,897
    Net cash flows from investing activities                  -35,576    -32,739      -89,358     -77,817   -129,741   -168,635

Net increase (decrease) in cash and
  temporary cash investments                                     -491        371      -18,113         266     -2,222       -192

Cash and temporary cash investments
  at beginning of period                                          691      1,638       18,313       1,743      2,422      2,201

Cash and temporary cash investments
  at end of period                                           $    200 $    2,009 $        200 $     2,009 $      200 $    2,009

Supplemental cash flow information:
  Cash paid during the period for -
    Interest                                                 $  8,578 $    9,187 $     30,526 $    30,739 $   39,079 $   41,757
    Income taxes                                             $  5,442 $    7,921 $     22,049 $    29,261 $   32,917 $   43,495
  Noncash investing and financing activities -
    Capital lease obligations incurred                       $ 10,828 $    1,001 $     11,252 $    14,398 $   11,460 $   13,572


The accompanying Notes to Financial Statements
 are an integral part of these statements.




           NOTES TO FINANCIAL STATEMENTS (UNAUDITED)

                      September 30, 1994

(1)  GENERAL:

      The  interim Financial Statements have been prepared  by
IES  Utilities Inc. (the Company), without audit, pursuant  to
the  rules  and  regulations of the  Securities  and  Exchange
Commission.  The Company is a wholly-owned subsidiary  of  IES
Industries Inc. (Industries) and was formed as a result of the
merger    of    Industries'   former   wholly-owned    utility
subsidiaries, Iowa Electric Light and Power Company  (IE)  and
Iowa    Southern    Utilities    Company    (IS),    effective
December   31,   1993.   Certain  information   and   footnote
disclosures normally included in financial statements prepared
in  accordance  with generally accepted accounting  principles
have  been  condensed or omitted pursuant to  such  rules  and
regulations,   although   the  Company   believes   that   the
disclosures are adequate to make the information presented not
misleading.   In  the  opinion of the Company,  the  Financial
Statements  include  all adjustments,  which  are  normal  and
recurring  in  nature, necessary for the fair presentation  of
the  results  of  operations and financial position.   Certain
prior  period  amounts  have  been  reclassified  on  a  basis
consistent with the 1994 presentation.

      It  is suggested that these Financial Statements be read
in  conjunction with the Financial Statements  and  the  notes
thereto included in the Company's Form 10-K for the year ended
December  31,  1993.   The accounting and  financial  policies
relative  to the following items have been described in  those
notes  and  have  been omitted herein because  they  have  not
changed materially through the date of this report:

     General
     Summary  of significant accounting policies (other  than
        discussed in Note 2)
     Acquisition of Iowa service territory of Union  Electric
        Company
     Leases (other than discussed in Note 6)
     Income taxes
     Benefit plans (other than discussed in Note 2(a))
     Preferred and preference stock
     Debt (other than discussed in Note 5)
     Estimated fair value of financial instruments (other than
       discussed in Note 2(b))
     Commitments
     Jointly-owned electric utility plant
     Segments of business

(2)  NEW ACCOUNTING STANDARDS:
          (a)  Accounting for Postemployment Benefits -

     On January 1, 1994, the Company adopted the provisions of
Statement  of  Financial  Accounting  Standards  (SFAS)   112,
"Employers' Accounting for Postemployment Benefits,"  and  its
adoption  did  not  have a material effect  on  the  Company's
financial  position or results of operations.  This  statement
requires that benefits offered to former or inactive employees
after  termination  of employment, but before  retirement,  be
accrued over the service lives of the employees if all of  the
following  conditions  are met: 1) the obligation  relates  to
services already performed; 2) the employees' rights vest;  3)
the  payments are probable; and 4) the amounts are  reasonably
determinable.    Otherwise,  such  obligations   are   to   be
recognized  at  the time they become probable  and  reasonably
determinable.   Prior  to  1994,  the  Company  had  generally
accounted for these obligations as they were paid.

      (b)   Accounting  for Certain Investments  in  Debt  and
              Equity Securities -

      On  January  1,  1994,  the Company  adopted  SFAS  115,
"Accounting  for  Certain  Investments  in  Debt  and   Equity
Securities."   This standard, which applies to  the  Company's
nuclear  decommissioning trust funds at  September  30,  1994,
requires  that unrealized gains and losses on such investments
be  included in the reported balance of such investments.   At
September   30,   1994,   the   balance   of   the    "Nuclear
decommissioning  trust funds" as shown in the  Balance  Sheets
included  $0.6 million of unrealized losses on the investments
held  in  the  trust  funds.  The reserve for  decommissioning
costs,  included in "Accumulated depreciation" in the  Balance
Sheets  was adjusted by a corresponding amount, and there  was
no effect on net income from adopting this standard.

(3)  RATE MATTERS:
     (a)  1991 Electric Rate Case -

      In  October 1991, IE applied to the Iowa Utilities Board
(IUB)  for  an  increase  in retail electric  rates  of  $18.9
million  annually, or 6.0%.  The IUB approved an interim  rate
increase of $15.6 million, annually, which became effective in
December 1991, subject to refund.

       In  December  1992,  the  IUB  issued  its  "Order   On
Rehearing," which affirmed its original decision approving  an
annual  electric rate increase of $7.9 million.   IE  appealed
one  issue  in  the  IUB's Order to the  Iowa  District  Court
(Court)  and, in December 1993, the Court issued its  decision
upholding  the  IUB's  Order.  As  a  result  of  the  Court's
decision,  the  Company completed a refund  of  $9.2  million,
including interest, in the second quarter of 1994.  There  was
no  effect on electric revenues or net income when the  refund
was made because the Company had been reserving for the effect
of the refund.

     (b)  1994 Electric Rate Case -

      On  July 8, 1994, the Company applied to the IUB for  an
increase in retail electric rates of approximately $21 million
annually,   or   4.3%.    The  Company's   proposal   includes
approximately  $19  million  in  annual  revenue   requirement
related  to increased recovery levels of depreciation expense,
nuclear  decommissioning  expense and post-employment  benefit
costs.  To the extent these proposals are approved by the IUB,
corresponding increases in expense would be recorded and there
would  be  no effect on net income.  Any increase approved  by
the  IUB is not expected to be effective before May 1995.   No
interim increase was requested.

      Included  in  the requested increase is  a  proposal  to
increase   the  annual  recovery  of  anticipated   costs   to
decommission  the  Duane  Arnold  Energy  Center  (DAEC),  the
Company's   nuclear   generating   plant,   to   approximately
$12  million annually, from the current level of $5.5 million.
Decommissioning  expense  is  included  in  "Depreciation  and
amortization"  in the Statements of Income and the  cumulative
amount  is  included  in  "Accumulated  depreciation"  in  the
Balance  Sheets  to the extent recovered through  rates.   The
proposal  is based on the following assumptions:  1)  cost  to
decommission the DAEC of $252.7 million in 1993 dollars, based
on  the  Nuclear  Regulatory Commission (NRC) minimum  formula
(which exceeds the amount in the current site-specific study);
2)  inflation  of  5.56%  annually  to  the  year  2014,  when
decommissioning   is  expected  to  begin;   3)   the   prompt
dismantling and removal method of decommissioning; 4)  monthly
funding  of  all future collections into external trust  funds
and funded on a tax-qualified basis to the extent possible; 5)
an   average  after-tax  return  of  5.88%  for  all  external
investments;  and  6) a collection method that  levelizes  the
recovery through rates, in real terms, through 2014.   Current
levels  of rate recovery: 1) do not recognize estimated future
inflation for the entire period prior to commencement  of  the
decommissioning process; 2) assume that decommissioning begins
in  2010;  and  3)  provide recovery on a straight-line  basis
without considering the effects of inflation.  Earnings on the
external  trust funds are recorded as interest  income  and  a
corresponding  interest  expense  payable  to  the  funds   is
recorded.  The earnings accumulate in the external trust  fund
balances and in accumulated depreciation.

      On  October  21,  1994, the Office of Consumer  Advocate
(OCA)  filed a petition in connection with this proceeding  to
reduce  the rates for retail electric service by approximately
$40  million  or  8.2%.  The primary differences  between  the
amount  of  the  increase requested by  the  Company  and  the
decrease proposed by the OCA are: 1) a 12.9% return on  common
equity requested by the Company compared to 10.05% proposed by
the  OCA;  2)  OCA's  rejection of the Company's  proposal  to
increase  collections for decommissioning the DAEC;  3)  OCA's
rejection  of  the Company's proposal to increase depreciation
rates;  4) OCA's rejection of the Company's request to recover
an  acquisition adjustment associated with its acquisition  of
the  Iowa service territory of Union Electric Company; and  5)
an  adjustment to test year sales levels proposed by the  OCA.
If  a  rate  reduction is ultimately ordered by the  IUB,  the
reduction  would  be  effective from  October  21,  1994,  and
revenues collected beyond that date would be subject to refund
to  the  extent of the reduction approved by the IUB, if  any.
As  of  September 30, 1994, no revenues were collected subject
to refund.

      Other   parties  also  filed on  October  21,  1994,  as
intervenors  in the proceeding.  The parties, which  primarily
represent individual or groups of customers, generally  object
to  the  price  increase.  Certain intervenors  made  specific
comments  on  various aspects of the Company's  proposal,  and
those  that  quantified their positions have generally  argued
for  a  price decrease, but none as large as that proposed  by
the OCA.

      The  Company  will file its rebuttal  testimony  to  the
intervenors'  positions in December 1994,  and  a  hearing  is
scheduled for February 1995.

     (c)  1994 Energy Efficiency Cost Recovery Filing -

      The  IUB has adopted rules which mandate the Company  to
spend  2%  of electric and 1.5% of gas gross retail  operating
revenues for energy efficiency programs.  On August 15,  1994,
the  Company  applied to the IUB for recovery of approximately
$23 million and $13 million for the electric and gas programs,
respectively, related to costs incurred through 1993 for  such
programs.   The  $36 million total for the  electric  and  gas
programs  is  comprised of $21 million of direct  expenditures
(recorded  as a "Regulatory asset" in the Balance Sheets)  and
carrying  costs,  $7 million for a return on the  expenditures
and $8 million for a reward based on a sharing of the benefits
of such programs.

      On  October 31, 1994, the OCA and another intervenor  in
the  proceeding filed their direct testimony.   The  principal
difference  between the Company and the OCA  is  approximately
$7  million in the reward calculation.  Rebuttal testimony  by
all  parties will be filed during the fourth quarter of  1994,
and  a  hearing is scheduled for January 1995.   Any  increase
approved  by  the  IUB is not expected to be effective  before
March  1995,  and  recovery is likely to be over  a  four-year
period  with a return allowed on the unrecovered portion  over
the recovery period.

(4)  UTILITY ACCOUNTS RECEIVABLE:

      The Company has entered into an agreement, which expires
in  1999,  with a financial institution to sell, with  limited
recourse,   an  undivided  fractional  interest   of   up   to
$65  million  in its pool of utility accounts receivable.   At
September 30, 1994, $53 million was sold under the agreement.

(5)  SHORT-TERM DEBT:

      At  September  30, 1994, the Company had bank  lines  of
credit  aggregating $67.7 million, of which $7.7  million  was
being   used   to   support  pollution  control   obligations.
Commitment fees are paid to maintain these lines and there are
no  conditions that restrict the unused lines of  credit.   In
addition  to the above, the Company has an uncommitted  credit
facility with a financial institution whereby it can borrow up
to   $40   million,   of   which  none  was   outstanding   at
September  30, 1994.  Rates are set at the time  of  borrowing
and  no  fees are paid to maintain this facility.  The Company
also  has  a  letter of credit in the amount of  $3.4  million
supporting its variable rate pollution control obligations.

(6)  OFFICE LEASE GUARANTY:

      The  Company  entered into a lease agreement,  effective
July  1,  1994, as lessee for its corporate general office  in
Cedar  Rapids,  Iowa.   The lessor is a trust  (IES  Utilities
Trust,  not  affiliated with the Company)  formed  by  various
financial institutions.  The term of the lease is five  years,
with  two  one-year  extensions  available  at  the  Company's
option.   The Company had previously been leasing the building
from  a different lessor.  Pursuant to its Guaranty associated
with  the  lease,  if the Company defaults on its  obligations
under  the lease, it will be required to pay all debt  service
payments  related  to  the debt incurred  by  the  lessor  for
purchase of the building, all amounts payable with respect  to
the   equity   contributions  (including  a  return   on   the
contributions)   made   to   the  trust   by   the   financial
institutions,  and other payments associated  with  the  lease
transaction.   The aggregate amount of the potential  payments
with respect to the Guaranty is approximately $20 million.

(7)  CONTINGENCIES:
          (a)  Nuclear Insurance Programs -

      The  Price-Anderson Amendments Act of  1988  (1988  Act)
provides  the  Company with the benefit  of  $9.0  billion  of
public  liability  coverage  consisting  of  $200  million  of
insurance   and   $8.8   billion  of   potential   retroactive
assessments  from the owners of nuclear power  plants.   Based
upon  its  ownership  of the DAEC, under  the  1988  Act,  the
Company  could  be  assessed a maximum of  $79.3  million  per
nuclear  incident, with a maximum of $10 million per year  (of
which   the   Company's  70%  ownership   portion   would   be
approximately  $55  million and $7 million,  respectively)  if
losses relating to the incidents exceeded $200 million.  These
limits  are  subject  to adjustments for inflation  in  future
years.

      The  Company  is a member of Nuclear Electric  Insurance
Limited (NEIL), which provides insurance coverage for the cost
of  certain property losses at nuclear generating stations and
for  the  cost  of  replacement power during certain  outages.
Companies  insured  through NEIL are  subject  to  retroactive
premium  adjustments  if  losses  exceed  accumulated  reserve
funds.    NEIL's  accumulated  reserve  funds  are   currently
sufficient to more than cover its exposure in the event  of  a
single incident under the property damage or replacement power
coverages.  However, the Company could be assessed annually  a
maximum  of  $8.5  million  for certain  property  losses  and
$0.7  million for replacement power if NEIL's losses  relating
to  accidents  exceeded its accumulated  reserve  funds.   The
Company is not aware of any losses that it believes are likely
to result in an assessment.

     (b)  Environmental Liabilities -

      At  September  30,  1994, the Company's  Balance  Sheets
reflect  $22.7 million (including $4.3 million as current)  of
liabilities for investigation and remediation of environmental
issues.  The recorded amount represents the Company's estimate
of  the  minimum  aggregate amount that will be  incurred  for
investigation    and   remediation   of   the    environmental
contamination,  which  amount  is  substantially  related   to
clean-up costs associated with certain former manufactured gas
plant  (FMGP)  sites.   In April 1994,  the  Company  received
updated investigation reports on a number of sites, which,  at
some  sites,  indicated a greater volume of contaminated  soil
surface  and  ground water needing treatment,  and  a  greater
volume of substances requiring higher cost incineration,  than
was  anticipated  in  prior estimates.  Prior  estimates  were
based on investigations conducted at what were expected to  be
representative  sites.   It  is  possible  that  future   cost
estimates  will  be  greater than  the  current  estimates  as
further  investigations are conducted and as additional  facts
become known.  The Company has not initiated the investigation
on  two of its 27 sites for which it has been identified as  a
Potentially Responsible Party (PRP), but intends to do so, and
is continuing work on sites requiring remediation.

     The Company has been named as a PRP for its FMGP sites by
either the Iowa Department of Natural Resources (IDNR) or  the
United  States  Environmental Protection  Agency  (EPA).   The
Company  is working pursuant to the requirements of  the  IDNR
and EPA to investigate, mitigate, prevent and remediate, where
necessary,  damage  to property, including damage  to  natural
resources,  at  and around its 27 sites in  order  to  protect
public  health  and the environment.  Such investigations  are
expected   to   be   completed  by  1999   and   site-specific
remediations, based on recommendations from the IDNR and  EPA,
are  anticipated to be completed within three years after  the
completion  of the investigations of each site.   The  Company
may  be required to monitor these sites for a number of  years
upon completion of remediation.  Such monitoring costs are not
included in the estimates above.

       The   Company   has   begun   pursuing   coverage   for
investigation,   mitigation,   prevention,   remediation   and
monitoring   costs  from  its  insurance   carriers   and   is
investigating the potential for third party cost  sharing  for
FMGP  investigation and clean-up costs.  The amount of  shared
costs,   if  any,  can  not  be  reasonably  determined   and,
accordingly,  no  potential  sharing  has  been  recorded   at
September  30, 1994.  Regulatory assets of $22.5 million  have
been  recorded in the Balance Sheets, which reflect the future
recovery  that  is being provided through rates.   Considering
the  recorded reserves for environmental liabilities  and  the
past  rate  treatment allowed by the IUB, management  believes
that the clean-up costs incurred by the Company for these FMGP
sites will not have a material adverse effect on its financial
position or results of operations.

     (c)  Clean Air Act -

      The  Clean Air Act Amendments Act of 1990 (Act) requires
emission  reductions of sulfur dioxide and nitrogen oxides  to
achieve reductions of atmospheric chemicals believed to  cause
acid  rain.  The provisions of the Act will be implemented  in
two  phases with Phase I affecting two of the Company's  units
beginning  in 1995 and Phase II affecting all units  beginning
in the year 2000.

      The Company expects to meet the requirements of the  Act
by  switching  to  lower  sulfur  fuels  and  through  capital
expenditures  primarily related to fuel burning equipment  and
boiler   modifications.    The   Company   estimates   capital
expenditures   at   approximately   $28   million,   including
$5 million in 1994, in order to meet these requirements of the
Act.

     (d)  National Energy Policy Act of 1992 -

     The National Energy Policy Act of 1992 requires owners of
nuclear  power  plants  to  pay a special  assessment  into  a
"Uranium Enrichment Decontamination and Decommissioning Fund."
The assessment is based upon prior nuclear fuel purchases and,
for the DAEC, averages $1.4 million annually through 2007,  of
which the Company's 70% share is $1.0 million.  The Company is
recovering  the costs associated with this assessment  through
its electric fuel adjustment clauses over the period the costs
are   assessed.   The  Company's  70%  share  of  the   future
assessment,  $12.7  million payable  through  2007,  has  been
recorded  as  a  liability  in the Balance  Sheets,  including
$0.8 million included in "Current liabilities - Other," with a
related regulatory asset for the unrecovered amount.

      (e)    Federal Energy Regulatory Commission (FERC) Order
               No. 636 -

     The FERC issued Order No. 636 (Order 636) in 1992.  Order
636,  as  modified  on  rehearing: 1) requires  the  Company's
pipeline  suppliers  to unbundle their services  so  that  gas
supplies  are obtained separately from transportation service,
and  transportation  and  storage services  are  operated  and
billed  as  separate and distinct services;  2)  requires  the
pipeline suppliers to offer "no notice" transportation service
under  which  firm  transporters (such  as  the  Company)  can
receive delivery of gas up to their contractual capacity level
on  any  day without prior scheduling; 3) allows pipelines  to
abandon  long-term  (one year or more) transportation  service
provided to a customer under an expiring contract whenever the
customer fails to match the highest rate and longest term  (up
to  20  years) offered to the pipeline by other customers  for
the particular capacity; and 4) provides for a mechanism under
which  pipelines  can  recover prudently  incurred  transition
costs  associated with the restructuring process.  The Company
has  enhanced  access to competitively priced gas  supply  and
more   flexible  transportation  services  as  a   result   of
Order  636.   However, the Company will  be  required  to  pay
certain  transition costs incurred and billed by its  pipeline
suppliers as Order 636 is implemented.

     The Company's three pipeline suppliers have filed tariffs
with  the  FERC implementing Order 636 and the pipelines  have
also  made  filings  with the FERC to begin  collecting  their
respective  transition costs.  The Company  began  paying  the
transition costs in November 1993, and, at September 30, 1994,
has  recorded a liability of $6.6 million for those transition
costs  that  have  been  incurred by the  pipelines  to  date,
including   $2.5   million  expected  to  be  billed   through
September  1995.   The  Company is  currently  recovering  the
transition costs from its customers through its Purchased  Gas
Adjustment  Clause as such costs are billed by the  pipelines.
While   the  magnitude  of  the  total  transition  costs   to
ultimately be charged to the Company cannot yet be determined,
the  Company  believes any transition costs,  which  the  FERC
would  allow the pipelines to collect from the Company,  would
be   recovered  from  its  customers,  based  upon  regulatory
treatment of these costs currently and similar past  costs  by
the   IUB.    Accordingly,  regulatory  assets,   in   amounts
corresponding  to  the  liabilities,  have  been  recorded  to
reflect the anticipated recovery.




         ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS
     OF THE RESULTS OF OPERATIONS AND FINANCIAL CONDITION

      The following discussion analyzes significant changes in
the  components of net income and financial condition from the
prior periods for IES Utilities Inc. (the Company).

                     RESULTS OF OPERATIONS

      The  Company's net income available for common stock  as
compared to the same periods last year decreased $0.5  million
and  $1.2  million  for  the three  and  nine  month  periods,
respectively, and increased $4.9 million for the twelve  month
period  ended  September  30, 1994.  The  Company's  operating
income  decreased $2.0 million and $2.7 million for the  three
and   nine   month   periods,  respectively,   and   increased
$3.4 million during the twelve month period.  Reasons for  the
changes  in  the  results of operations are explained  in  the
following discussion.

                       ELECTRIC REVENUES

     Electric revenues and Kwh sales (before off-system sales)
increased    or    (decreased)   for   the    periods    ended
September 30, 1994, compared with prior periods, as follows:

                         Revenues        Kwh
                                        Sales
                        (millions)
 
     Three months      $   (4.6)         8.0%
     Nine months       $   (6.5)         5.3%
     Twelve months     $   16.9          9.0%


      After  adjusting  for  the  effects  of  weather,  sales
increased  8.7%, 4.6% and 8.5% for the three, nine and  twelve
month  periods, respectively.  The underlying  growth  in  the
Company's  service  territory is  reflected  in  increases  in
commercial and industrial sales for all periods.  The increase
for  the twelve month period also reflects the acquisition  of
the Iowa service territory from Union Electric Company (UE) on
December  31,  1992, for the full 1994 period,  but  for  only
three  quarters of the 1993 period.  Excluding the effects  of
the  sales  to the former UE customers, sales for  the  twelve
month period increased 4.7%.

      The Company's electric tariffs include energy adjustment
clauses (EAC) that are designed to currently recover the costs
of  fuel and the energy portion of purchased power billings to
customers.

      The  revenue  decreases for the  three  and  nine  month
periods were primarily the result of lower average revenue per
Kwh  sold,  in  part because of the sales mix  among  customer
classes,  and  lower  off-system  sales  to  other  utilities,
partially offset by the overall increase in Kwh sales.   Lower
fuel  costs collected through the EAC also contributed to  the
revenue decrease for the nine month period.

      The  revenue  increase for the twelve month  period  was
primarily because of the increase in Kwh sales, partly related
to   the  acquisition  of  the  UE  territory,  and  increased
recoveries of fuel costs through the EAC.  The effect  of  the
sales  increase was partially offset by lower off-system sales
and lower average revenue per Kwh sold.

                         GAS REVENUES

      Gas  revenues decreased $3.2 million, $4.1  million  and
$9.9  million  for the three, nine and twelve  month  periods,
respectively.  The Company's gas tariffs include purchased gas
adjustment  clauses  (PGA)  that  are  designed  to  currently
recover  the  cost  of gas sold. Sales, including  transported
volumes,  were  flat for the three month period and  decreased
0.5%  and  2.0%  for   the  nine  and  twelve  month  periods,
respectively.  The reduction in gas revenues for  all  periods
was  attributable to lower gas costs recovered through the PGA
and,  for  the nine and twelve month periods, lower  dekatherm
sales.   After  adjusting for the effects  of  weather,  sales
increased 1.5% and 1.0% for the three and nine month  periods,
respectively, and were flat for the twelve month period.

                       OPERATING EXPENSES

      Fuel for production increased $9.3 million, $4.7 million
and  $12.6  million during the three, nine  and  twelve  month
periods,   respectively,  primarily  because   of    increased
generation   at   the  Company's  nuclear  and   fossil-fueled
generating   stations.   The  Company's   nuclear   generating
station, the Duane Arnold Energy Center (DAEC),  was down  for
a refueling outage in the third quarter of 1993, which was the
primary reason for increased nuclear generation in 1994.   The
underlying  reason for the generation increases in  total  was
the increased Kwh sales discussed earlier.

     Purchased  power decreased $15.1 million,  $23.6  million
and  $20.1  million during the three, nine  and  twelve  month
periods, respectively. The decreases were primarily because of
lower   energy   purchases  resulting   from   the   increased
generation, as explained above, and lower capacity  costs  for
the  nine  and  twelve month periods. The  decreased  capacity
charges were attributable to the expiration, in April 1993, of
the Muscatine purchase power agreement, net of higher capacity
costs associated with other contracts, in part related to  the
acquisition of the UE territory.

       Gas   purchased  for  resale  decreased  $3.4  million,
$4.2  million and $10.3 million for the three, nine and twelve
month periods, respectively.  The decrease for all periods  is
largely  related to a reduction in gas purchases caused  by  a
decrease in sales to ultimate consumers.  Transported  volumes
increased during all periods but the Company does not incur  a
purchased gas cost for such volumes.

       Other   operating  expenses  increased  $5.9   million,
$8.1  million and $12.7 million for the three, nine and twelve
month  periods, respectively.  The increases for  all  periods
are  primarily attributable to increased costs  at  the  DAEC,
higher information systems costs and increased clean-up  costs
for  former manufactured gas plant sites.  Increased labor and
benefit  costs also contributed to the increase for  the  nine
and twelve month periods.

      Maintenance expenditures decreased $1.7 million for  the
three  month  period  primarily because  of  less  maintenance
activities at the Company's fossil generating stations.

       Depreciation  and  amortization  increased  during  all
periods  primarily because of increases in  utility  plant  in
service.   Depreciation  and amortization  expenses  for  both
years  include a provision for decommissioning the DAEC  ($5.5
million annually), which is collected through rates.

     The staff of the Securities and Exchange Commission (SEC)
has  questioned  certain of the current  accounting  practices
regarding  the recognition, measurement and classification  of
decommissioning costs for nuclear generating stations  in  the
financial  statements of electric utilities.  In  response  to
these questions, the Financial Accounting Standards Board  has
agreed  to  review the accounting for removal costs, including
decommissioning.   If such current electric  utility  industry
accounting  practices  are  changed,  annual  provisions   for
decommissioning  could  increase,  the  estimated   cost   for
decommissioning could be recorded as a liability  rather  than
as  accumulated depreciation, and the liability for the entire
expected cost to decommission the DAEC may be required  to  be
recorded currently.  If such changes are required, the Company
believes  that  there would not be an adverse  effect  on  its
financial  position or results of operations based on  current
rate  making  practices.   (See Note  3(b)  of  the  Notes  to
Financial   Statements  for  a  discussion  of  the  Company's
proposal  for collection of decommissioning costs included  in
its current rate filing).

     Property taxes decreased $1.0 million for the three month
period primarily because of an adjustment recorded to property
tax  accruals.   Property  taxes increased  $1.4  million  and
$2.3  million  during  the  nine  and  twelve  month  periods,
respectively,  primarily because of increased  property  taxes
associated  with  increases  in assessed  property  values  of
utility property.

                           INTEREST

      Interest  expense on long-term and other debt  increased
$0.9  million, $1.6 million and $2.2 million during the three,
nine  and twelve month periods, primarily because of increases
in  the  average  amount  of  debt outstanding.   The  average
interest rate for all periods remained fairly constant.


                LIQUIDITY AND CAPITAL RESOURCES

       The   Company's  capital  requirements  are   primarily
attributable to its construction programs, debt maturities and
sinking   fund   requirements.   Cash  flows  from   operating
activities  for  the twelve months ended September  30,  1994,
were  approximately $172 million.  These funds were  primarily
used  for  construction expenditures and dividends  on  common
stock.

      It  is  anticipated  that the Company's  future  capital
requirements  will be met by both cash flows  from  operations
and   external  financing.   The  level  of  cash  flows  from
operations  is  partially dependent upon economic  conditions,
legislative activities, environmental matters and timely  rate
relief.   See  Note  3  and Note 7 of the Notes  to  Financial
Statements  for  a discussion of rate cases and contingencies,
respectively.  Access to the long-term and short-term  capital
and   credit   markets  is  necessary  for   obtaining   funds
externally.   The  Company's debt  ratings  currently  are  as
follows:

                              Moody's        Standard & Poors
                                           
        Long-term debt          A1                 A
        Short-term debt         P1                 A1


      The  Company's liquidity and capital resources  will  be
affected  by  environmental and legislative issues,  including
the ultimate disposition of remediation issues surrounding the
former manufactured gas plant (FMGP) issue, the Clean Air  Act
as  amended,  the  National Energy Policy  Act  of  1992,  and
Federal  Energy  Regulatory Commission (FERC)  Order  636,  as
discussed  in  Note  7  of the Notes to Financial  Statements.
Consistent  with  rate making principles, management  believes
that the costs incurred for the above matters will not have  a
material  adverse effect on the financial position or  results
of operations of the Company.

      The  Iowa Utilities Board (IUB) has adopted rules  which
mandate  the Company to spend 2% of electric and 1.5%  of  gas
gross   retail   operating  revenues  for  energy   efficiency
programs.  Energy efficiency costs in excess of the amount  in
the most recent electric and gas rate cases are being recorded
as  regulatory assets.  At September 30, 1994, the Company had
$30  million  of  such  costs recorded as  regulatory  assets.
Under  this  mandate, the Company made its initial filing  for
recovery  of certain of these costs in August 1994,  but  does
not expect to begin recovering the costs until 1995.  See Note
3(c)  of  the  Notes  to Financial Statements  for  a  further
discussion of the filing.

              CONSTRUCTION AND ACQUISITION PROGRAM

        The   Company's   construction   program   anticipates
expenditures  of $150 million for 1994, of which approximately
44%  represents  expenditures for  electric  transmission  and
distribution    facilities,   18%   represents   fossil-fueled
generation  expenditures and 10% represents nuclear generation
expenditures.   The Company had construction  expenditures  of
approximately   $82   million  for  the  nine   months   ended
September 30, 1994.  Substantial commitments have been made in
connection with the expenditures anticipated before the end of
1994.

      The  Company's  levels of construction expenditures  are
projected  to be $149 million in 1995, $144 million  in  1996,
$149  million  in  1997,  and $160 million  in  1998.   It  is
estimated  that approximately 80% of construction expenditures
will  be  provided  by cash from operating  activities  (after
payment of dividends) for the five year period 1994-1998.

      Capital expenditure, investment and financing plans  are
subject   to   continual  review  and  change.   The   capital
expenditure   and   investment   programs   may   be   revised
significantly  as  a  result of many considerations  including
changes in economic conditions, variations in actual sales and
load   growth   compared   to   forecasts,   requirements   of
environmental,  nuclear  and  other  regulatory   authorities,
acquisition  opportunities,  the  availability  of   alternate
energy  and  purchased power sources, the  ability  to  obtain
adequate  and  timely rate relief, escalations in construction
costs and conservation and energy efficiency programs.

                      LONG-TERM FINANCING

      Other than periodic sinking fund requirements, which the
Company  intends  to  meet  by pledging  additional  property,
approximately  $124  million of long-term debt  has  scheduled
maturities prior to December 31, 1998.  The Company intends to
refinance  the majority of the debt maturities with  long-term
debt.

     The Indentures pursuant to which the Company issues First
Mortgage  Bonds  constitute direct first mortgage  liens  upon
substantially all tangible public utility property and contain
covenants  that restrict the amount of additional  bonds  that
may be issued.  At September 30, 1994, such restrictions would
have  allowed the Company to issue $290 million of  additional
First Mortgage Bonds.  The Company has received authority from
the FERC to issue $250 million of First Mortgage Bonds and  is
currently  authorized  by  the SEC to  issue  $50  million  of
long-term debt under an existing registration statement.

      The  Company's Articles of Incorporation  authorize  and
limit  the aggregate amount of additional shares of Cumulative
Preferred Stock and Cumulative Preference Stock which  may  be
issued.  At September 30, 1994, the Company could have  issued
700,000 shares of Cumulative Preference Stock, $100 par value,
and  100,000 additional shares of Cumulative Preferred  Stock,
$50 par value.

     The Company's capitalization ratios at September 30, were
as follows:

                                         1994       1993

        Long-term debt                    47%      43%
        Preferred stock                    2        2
        Common equity                     51       55
                                         100%     100%


     The  1994  ratios include $50 million of  long-term  debt
     that  is  due  in less than one year because  it  is  the
     Company's  intention to refinance the debt with long-term
     issues.   The  1993 common equity ratio  was  temporarily
     high  because  the  Company had not yet issued  long-term
     debt  to  replace  other long-term  debt  that  had  been
     recently redeemed.

                               
                     SHORT-TERM FINANCING

      For interim financing, the Company is authorized by  the
FERC  to issue, through 1994, up to $125 million of short-term
notes.  In the fourth quarter of 1994, the Company filed  with
the  FERC  to  increase  its authorized  level  of  short-term
borrowings  to $200 million through 1996.  Approval  from  the
FERC  is expected before December 31, 1994.  This availability
of  short-term financing provides flexibility in the  issuance
of  long-term securities.  At September 30, 1994, the  Company
had  $2.6  million  of  notes payable to associated  companies
outstanding.

     The Company has an agreement, which expires in 1999, with
a  financial  institution to sell, with limited  recourse,  an
undivided  fractional interest of $65 million in its  pool  of
utility   accounts   receivable.   At  September   30,   1994,
$53 million was sold under the agreement.

      At  September  30, 1994, the Company had bank  lines  of
credit  aggregating $67.7 million, of which $7.7  million  was
being   used   to   support  pollution  control   obligations.
Commitment fees are paid to maintain these lines and there are
no  conditions that restrict the unused lines of  credit.   In
addition  to the above, the Company has an uncommitted  credit
facility with a financial institution whereby it can borrow up
to $40 million, of which none was outstanding at September 30,
1994.  Rates are set at the time of borrowing and no fees  are
paid to maintain this facility.  The Company also has a letter
of  credit  in  the  amount  of $3.4  million  supporting  its
variable rate pollution control obligations.

                     ENVIRONMENTAL MATTERS

      At  September  30,  1994, the Company's  Balance  Sheets
reflect  $22.7  million of liabilities for  investigation  and
remediation  of  environmental issues.   The  recorded  amount
represents  the  Company's estimate of the  minimum  aggregate
amount that will be incurred for investigation and remediation
of   the   environmental  contamination,   which   amount   is
substantially  related  to  clean-up  costs  associated   with
certain  former  manufactured  gas  plant  (FMGP)  sites.   In
April 1994, the Company received updated investigation reports
on  a  number  of  sites, which, at some  sites,  indicated  a
greater  volume of contaminated soil surface and ground  water
needing   treatment,  and  a  greater  volume  of   substances
requiring  higher cost incineration, than was  anticipated  in
prior estimates.  Prior estimates were based on investigations
conducted at what were expected to be representative sites. It
is  possible  that future cost estimates will be greater  than
the  current estimates as further investigations are conducted
and  as  additional facts become known.  The Company  has  not
initiated  the investigation on two of its 27 sites for  which
it  has  been  identified as a Potentially  Responsible  Party
(PRP),  but intends to do so, and is continuing work on  sites
requiring remediation.

       The   Company   has   begun   pursuing   coverage   for
investigation,   mitigation,   prevention,   remediation   and
monitoring   costs  from  its  insurance   carriers   and   is
investigating the potential for third party cost  sharing  for
FMGP  investigation and clean-up costs.  The amount of  shared
costs,   if  any,  can  not  be  reasonably  determined   and,
accordingly,  no  potential  sharing  has  been  recorded   at
September 30, 1994.

      Considering  the  recorded  reserves  for  environmental
liabilities  and the past rate treatment allowed by  the  IUB,
management  believes that the clean-up costs incurred  by  the
Company  for these FMGP sites will not have a material adverse
effect on its financial position or results of operations.

      Refer to Note 7 of the Notes to Financial Statements for
information  relating  to potential environmental  liabilities
associated with certain FMGP sites.

      The Low-Level Radioactive Waste Policy Amendments Act of
1985   (Act),  which  mandated  that  each  state  must   take
responsibility for the storage of low-level radioactive  waste
produced  within its borders, will have an impact on  disposal
practices  for  low-level  radioactive  waste  over  the  next
several  years.   The  State of Iowa has  joined  the  Midwest
Interstate  Low-Level  Radioactive  Waste  Compact  Commission
(Midwest  Compact  Commission), which is  planning  a  storage
facility to be located in Ohio to store waste generated by the
six   states   in   the   Midwest  Compact   Commission.    At
September  30,  1994,  the  Company  has  prepaid   costs   of
approximately   $1  million  (included  in   "Current   assets
- - Prepayments and other" in the Balance Sheets) to the Midwest
Compact  Commission for the building of such a facility.   Due
to  the  legal and political uncertainties, the Company cannot
estimate the future payments, if any, that will be made to the
Midwest Compact Commission.

      The Company and the other members of the Midwest Compact
Commission  shipped their low-level wastes to waste management
facilities  in  Barnwell, South Carolina, Hanford,  Washington
and/or Beatty, Nevada, through June 30, 1994.  Currently,  the
Company  is storing its low-level radioactive waste  generated
at  the  DAEC  on-site  until  new disposal  arrangements  are
finalized  among  the  Midwest  Compact  Commission   members.
On-site  storage  capability currently  exists  for  low-level
radioactive  waste  expected  to  be  generated  under  normal
operating conditions through the DAEC's license life.

     In February 1993, the Nuclear Regulatory Commission (NRC)
proposed  a  rule  that would not permit  on-site  storage  of
low-level radioactive waste after January 1, 1996, unless  the
generator  of  such waste can document that it  has  exhausted
other  reasonable waste management options.   The  Company  is
currently  investigating its options for the disposal  of  its
low-level radioactive waste.




                  PART II. - OTHER INFORMATION

Item 1.  Legal Proceedings.

      Reference  is  made to Notes 3 and 7  of  the  Notes  to
Financial  Statements for a discussion  of  rate  matters  and
environmental matters, respectively.

Item  2.   Changes  in  the Rights of the  Company's  Security
             Holders.

None.

Item 3.  Default Upon Senior Securities.

None.

Item 4.  Results of Votes of Security Holders.

None.

Item 5.  Other Information.

(a)  The Company has calculated the ratio of earnings to fixed
     charges  pursuant to Item 503 of Regulation  S-K  of  the
     Securities and Exchange Commission as follows:

       For the twelve months ended:
                                     
        September 30, 1994           3.28
        December 31, 1993            3.41
        December 31, 1992            2.49
        December 31, 1991            2.64
        December 31, 1990            2.65
        December 31, 1989            2.82


(b)  Mr.  Stephen  W.  Southwick  was  named  Vice  President,
     General  Counsel & Secretary effective November 2,  1994.
     Mr.  Southwick  had  previously  been  Vice  President  &
     General Counsel.

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

(a)  Exhibits -

       3(a)    Bylaws of Registrant, as amended
               May   17,  1994  (Filed  as  Exhibit  3(a)   to
               Company's Form 10-Q for the quarter ended  June
               30, 1994).

      10(a)    Receivables Purchase and  Sale
               Agreement dated as of June 30, 1989, as Amended
               and  Restated as of April 15, 1994,  among  IES
               Utilities Inc. (as Seller) and CIESCO L.P.  (as
               the  Investor) and Citicorp North America, Inc.
               (as  Agent).   (Filed as Exhibit 10(a)  to  the
               Company's  Form  10-Q  for  the  quarter  ended
               March 31, 1994).

      10(b)    Guaranty (IES Utilities  Trust
               No.  1994-A) from IES Utilities Inc., dated  as
               of  June 29, 1994.  (Filed as Exhibit 10(b)  to
               the  Company's Form 10-Q for the quarter  ended
               June 30, 1994).

     *12       Ratio of Earnings to Fixed Charges.

     *27       Financial Data Schedule.

     *  Exhibits designated by an asterisk are filed herewith.

(b)  Reports on Form 8-K -

     None.


                          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.


 
                                           IES UTILITIES INC.
                                              (Registrant)




Date  November 10, 1994       By /s/     Dr. Robert J. Latham
                                              (Signature)
                                         Dr. Robert J. Latham
                                    Senior   Vice   President, Finance
                                    and Corporate Affairs, & Treasurer




                              By /s/    Richard A. Gabbianelli
                                              (Signature)
                                        Richard A. Gabbianelli
                                    Controller & Chief Accounting Officer