Iowa-Illinois Gas and Electric Company
                     206 East Second Street
                     Davenport, Iowa  52801

                          June 29, 1994




Securities and Exchange Commission
Division of Corporate Finance
450 Fifth Street, N.W.
Washington, D.C.  20549

          Re:  Iowa-Illinois Gas and Electric Company
               (File No. 1-3573)                     

Ladies and Gentlemen:

          Transmitted herewith for filing pursuant to Rules 12g-4
and 12h-3 under the Securities Exchange Act of 1934, as amended
(the "Exchange Act"), is a copy of a Form 15 Certification and
Notification of Termination of Registration under Section 12(g)
of the Exchange Act with respect to the $4.36 Series Cumulative
Preferred Shares of Iowa-Illinois Gas and Electric Company.  This
filing is being made by EDGAR electronic filing pursuant to Rule
101 of Regulation S-T under the Exchange Act.

          Pursuant to Rule 901(d) of Registration S-T under the
Exchange Act, a conforming paper copy of the enclosed Form 15
will be submitted to the Securities and Exchange Commission
within the required time period.

          Should you have any questions regarding this matter,
please do not hesitate to contact Keith M. Giger at
(319) 326-7485.

                                   Very truly yours,



                                   Keith M. Giger



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