Exhibit 99(j)
             [LETTERHEAD OF CLARK, THOMAS & WINTERS]
                                
                                
                                
                           May 9, 1995
                                
                                
                                
Gulf States Utilities Company
639 Loyola Avenue
New Orleans, LA  70112
Attn: Scott Forbes


     Re:  SEC Form 10-Q of Gulf States Utilities Company (the
          "Company") for the quarter ending March 31, 1995
     
Dear Mr. Forbes:

     Our firm has rendered to the Company two opinion letters
dated September 30, 1992 and August 8, 1994, concerning
certain issues presented in the appeal of PUCT Docket No.
7195 now pending in the Texas Third District Court of
Appeals.  In connection with the above-referenced Form 10-Q,
we confirm to you as of the date hereof that we continue to
hold the opinions set forth in the letter dated August 8,
1994 and in the September 30, 1992 letter which addressed the
recovery of $1.45 billion of abeyed construction costs.<FN1>



                              CLARK, THOMAS & WINTERS
                              A Professional Corporation


                              /s/ Clark, Thomas & Winters,
                              A Professional Corporation


_______________________________

<FN1>  The opinion letters dated September 30, 1992 indicate that
       the amount of River Bend plant costs held in abeyance was
       $1.45 billion.  The more correct amount, as indicated by the
       Company in its securities filings to which those opinions
       related, is $1.4 billion.