SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF
X THE SECURITIES EXCHANGE ACT OF 1934
-----
For the quarterly period ended March 31, 1994
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 1-9894
------
WPL HOLDINGS, INC.
(Exact name of registrant as specified in its Charter)
Wisconsin 39-1380265
(State or other jurisdiction (I.R.S. Employer Identification
of incorporation or organization) No.)
222 West Washington Avenue, Madison, Wisconsin 53703
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code 608-252-3311
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.
Outstanding at April 30, 1994: 30,574,194 shares
CONTENTS
PAGE
PART I. Financial Information:
Consolidated Financial Statements of WPL Holdings, Inc.:
Consolidated Balance Sheets as of March 31, 1994
and 1993 and December 31, 1993...................... 2
Consolidated Statements of Income for the Three
Months Ended March 31, 1994 and 1993................ 4
Consolidated Statements of Cash Flows - Three
Months Ended March 31, 1994 and 1993................ 5
Notes to Consolidated Financial Statements........... 6
Management's Discussion and Analysis of Financial
Condition and Results of Operations................. 6
PART II. Other Information.................................... 11
Signatures.................................................... 12
WPL HOLDINGS, INC. AND SUBSIDIARIES
Consolidated Balance Sheets
March 31, March 31, December 31,
1994 1993 1993
(Thousands of dollars)
ASSETS
UTILITY PLANT:
Plant in service--
Electric........................................................ $1,529,537 $1,453,273 $1,518,701
Gas............................................................. 194,319 182,480 194,283
Water........................................................... 20,848 19,690 20,437
Common.......................................................... 111,608 96,796 106,803
--------- --------- ---------
1,856,312 1,752,239 1,840,224
Dedicated decommissioning funds................................... 51,541 40,995 49,803
--------- --------- ---------
1,907,853 1,793,234 1,890,027
Less: Accumulated provision for depreciation...................... 776,483 730,560 763,027
--------- --------- ---------
1,131,370 1,062,674 1,127,000
Construction work in progress..................................... 69,546 59,311 75,732
Nuclear fuel, net................................................. 16,926 16,071 18,000
--------- --------- ---------
Total utility plant............................................. 1,217,842 1,138,056 1,220,732
--------- --------- ---------
OTHER PROPERTY AND EQUIPMENT, NET:
Other property and equipment..................................... 135,875 132,680 135,204
Less: Accumulated provision for depreciation.................... 18,232 12,978 16,817
--------- --------- ---------
117,643 119,702 118,387
--------- --------- ---------
INVESTMENTS, at cost................................................ 12,728 14,373 15,525
--------- --------- ---------
CURRENT ASSETS:
Cash and equivalents.............................................. 9,135 5,695 19,468
Net accounts receivable and unbilled revenue,
less allowance for doubtful accounts of $1,608
$1,976 and $732, respectively................................... 55,668 45,714 67,623
Fossil fuel, at average cost...................................... 12,633 13,783 16,042
Materials and supplies, at average cost........................... 23,240 22,943 21,679
Gas in storage, at average cost................................... 1,846 197 8,754
Prepayments and other............................................. 21,411 19,866 23,251
--------- --------- ---------
Total current assets............................................ 123,933 108,198 156,817
--------- --------- ---------
Restricted cash..................................................... 5,993 12,244 6,712
--------- --------- ---------
Environmental remediation costs..................................... 82,330 82,584 82,380
--------- --------- ---------
Deferred charges and other.......................................... 151,171 131,974 161,346
--------- --------- ---------
TOTAL ASSETS........................................................ $1,711,640 $1,607,131 $1,761,899
========= ========= =========
The accompanying notes are an integral part of the consolidated financial
statements.
WPL HOLDINGS, INC. AND SUBSIDIARIES
Consolidated Balance Sheets
March 31, March 31, December 31,
1994 1993 1993
(Thousands of dollars)
CAPITALIZATION AND LIABILITIES
COMMON SHAREOWNERS' INVESTMENT:
Common stock, $.01 par value, authorized--
100,000,000 shares; issued and
outstanding--30,568,500, 28,467,161 and
30,438,654 shares, respectively................................. $ 306 $ 285 $ 305
Premium on capital stock & capital surplus........................ 301,901 225,249 297,916
Reinvested earnings............................................... 296,383 285,968 284,745
--------- --------- ---------
598,590 511,502 582,966
PREFERRED STOCK NOT MANDATORILY REDEEMABLE:
Cumulative, without par value, $100 stated value, authorized
3,750,000 shares, maximum aggregate stated
value $150,000,000; 449,765, 599,630 and 449,765 shares,
respectively, outstanding....................................... 44,977 59,963 44,977
Cumulative, without par value, $25 stated value, 599,460,
0 and 599,460 shares, respectively, outstanding................ 14,986 - 14,986
REDEEMABLE CONVERTIBLE PREFERRED STOCK:
Jones and Neuse, $.10 par value, 1,923,077 shares
authorized, issued and outstanding................................ - 2,486 -
LONG TERM DEBT, NET................................................. 423,788 420,565 425,105
--------- --------- ---------
Total capitalization............................................ 1,082,341 994,516 1,068,034
--------- --------- ---------
CURRENT LIABILITIES:
Current maturities of long-term debt.............................. 1,545 953 782
Variable rate demand bonds........................................ 56,975 57,075 56,975
Short-term debt................................................... 40,954 56,300 91,902
Accounts payable.................................................. 62,055 70,151 78,195
Accrued payroll and vacation...................................... 15,012 13,847 17,287
Accrued taxes..................................................... 12,490 1,483 (570)
Accrued interest.................................................. 6,860 6,962 9,282
Other............................................................. 29,239 22,457 21,168
--------- --------- ---------
Total current liabilities....................................... 225,130 229,228 275,021
--------- --------- ---------
OTHER CREDITS:
Accumulated deferred income taxes................................. 219,153 195,869 212,844
Accumulated deferred investment tax credits....................... 42,203 44,164 42,684
Accrued environmental remediation costs........................... 80,480 81,342 80,973
Other............................................................. 62,333 62,012 82,343
--------- --------- ---------
Total other credits............................................. 404,169 383,387 418,844
--------- --------- ---------
TOTAL CAPITALIZATION AND LIABILITIES................................ $1,711,640 $1,607,131 $1,761,899
========= ========= =========
The accompanying notes are an integral part of the consolidated financial
statements.
WPL HOLDINGS, INC. AND SUBSIDIARIES
Consolidated Statements of Income
Three Months Ended
March 31,
1994 1993
(In Thousands Except
for Per Share Data)
OPERATING REVENUES:
Electric.......................................................... $ 137,197 $ 125,610
Gas............................................................... 63,135 55,499
Fees, rents and other............................................. 33,846 28,141
--------- ---------
234,178 209,250
--------- ---------
OPERATING EXPENSES:
Electric production fuels......................................... 32,286 32,553
Purchased power................................................... 9,487 5,983
Purchased gas..................................................... 41,745 37,339
Other operation................................................... 63,594 60,292
Maintenance....................................................... 9,372 10,871
Depreciation and amortization..................................... 21,465 17,312
Taxes other than income........................................... 8,984 8,411
--------- ---------
186,933 172,761
--------- ---------
NET OPERATING INCOME................................................ 47,245 36,489
--------- ---------
OTHER INCOME AND (DEDUCTIONS):
Allowance for equity funds used during
construction ................................................... 449 248
Other, net........................................................ 4,822 (711)
--------- ---------
5,271 (463)
INCOME BEFORE INTEREST EXPENSE...................................... 52,516 36,026
--------- ---------
INTEREST EXPENSE:
Interest on debt.................................................. 9,475 9,249
Allowance for borrowed funds used during
construction (credit)........................................... (189) (156)
--------- ---------
9,286 9,093
--------- ---------
INCOME BEFORE INCOME TAXES.......................................... 43,230 26,933
INCOME TAXES........................................................ 16,033 6,214
PREFERRED STOCK DIVIDENDS OF SUBSIDIARY............................. 828 953
--------- ---------
NET INCOME.......................................................... $ 26,369 $ 19,766
========= =========
EARNINGS PER SHARE OF COMMON STOCK.................................. $ 0.87 $ 0.70
========= =========
CASH DIVIDENDS PER SHARE OF COMMON STOCK............................ $ 0.480 $ 0.475
========= =========
WEIGHTED AVERAGE COMMON SHARES OUTSTANDING 30,500 28,228
========= =========
The accompanying notes are an integral part of the consolidated financial
statements.
WPL HOLDINGS, INC.
CONSOLIDATED STATEMENT OF CASH FLOWS
Three Months Ended
March 31,
1994 1993
Cash flows from (used for) operating activities:
Net Income...................................................... $ 26,369 $ 19,766
Adjustments to reconcile net income to net cash
from operating activities:
Depreciation and amortization................................. 21,465 17,312
Amortization of nuclear fuel.................................. 1,825 1,527
Allowance for equity funds used during construction........... (449) (248)
Investment tax credit restored................................ (481) (487)
Other......................................................... 1,773 5,394
Changes in assets and liabilities:
Net accounts receivable and unbilled revenues................. 11,955 10,954
Coal.......................................................... 3,409 5,202
Materials and supplies........................................ (1,561) (1,270)
Gas in storage................................................ 6,908 4,094
Prepayments and other......................................... 1,840 2,159
Accounts payable and accruals................................. (16,140) (7,284)
Accrued taxes................................................. 13,060 3,491
Other......................................................... 43 1,432
-------- ---------
Net cash from (used for) operating activities.............. 70,016 62,042
-------- ---------
Cash flows from (used for) financing activities:
Issuance of long-term debt...................................... - 2,611
Long-term debt maturities, redemptions and sinking
fund requirements............................................. (569) (68)
Net change in short term debt................................... (50,948) (15,127)
Common stock cash dividends, less dividends reinvested.......... (10,791) (8,181)
Preferred stock issuance expense................................ (120) -
Other........................................................... 166 56
-------- ---------
Net cash from (used for) financing activities................ (62,262) (20,709)
-------- ---------
Cash flows from (used for) investing activities:
Additions to utility plant, excluding AFUDC..................... (17,263) (26,627)
Allowance for borrowed funds used during construction........... (189) (156)
Dedicated decommissioning funding............................... (1,738) (618)
Additions to other property and equipment....................... (573) (11,807)
Restricted bond proceeds........................................ 719 (115)
Other........................................................... 999 (653)
-------- ---------
Net cash (used for) investing activities...................... (18,045) (39,976)
-------- ---------
Net increase (decrease) in cash and equivalents................... (10,291) 1,357
Cash and equivalents at beginning of period....................... 19,468 4,338
-------- ---------
Cash and equivalents at end of period............................. $ 9,177 $ 5,695
======== =========
Supplemental disclosures of cash flow information:
Cash paid during the period for:
Interest on debt, less amount capitalized..................... $ 11,897 $ 10,219
Preferred stock dividends of subsidiary....................... $ 828 $ 953
Income taxes.................................................. $ 1,745 $ 1,133
Noncash financing activities:
Dividends reinvested........................................... $ 3,821 $ 4,840
The accompanying notes are an integral part of the consolidated financial
statements.
The consolidated financial statements included herein have been
prepared by WPL Holdings, Inc. (the "Company"), without audit, pursuant to
the rules and regulations of the Securities and Exchange Commission.
Accordingly, certain information and footnote disclosures normally
included in financial statements prepared in accordance with generally
accepted accounting principles have been condensed or omitted. The
consolidated financial statements include the Company and its wholly owned
consolidated subsidiaries. Wisconsin Power and Light Company ("WP&L") is
a wholly-owned subsidiary of WPL Holdings, Inc. These financial
statements should be read in conjunction with the financial statements and
the notes thereto included in the Company's latest annual report on
Form 10-K.
In the opinion of the Company, the consolidated interim financial
statements reflect all adjustments necessary to fairly state the results
of operations for the interim periods presented. However, because of the
seasonal nature of the Company's operations, the results shown for
portions of a year are not indicative of annual results.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
1. In November 1989, the Public Service Commission of Wisconsin
("PSCW") concluded that WP&L did not properly administer a coal
contract, resulting in an assessment to compensate ratepayers for
excess fuel costs having been incurred. As a result, WP&L recorded a
reserve in 1989 which had an after-tax affect of reducing 1989 net
income by $4.9 million. The PSCW decision was found to represent
unlawful retroactive ratemaking by both the Dane County Circuit Court
and the Wisconsin Court of Appeals. The case was then appealed to
the Wisconsin Supreme Court. In February 1994, the Wisconsin Supreme
Court affirmed the decisions of the Dane County Circuit Court and
Wisconsin Court of Appeals. In management's judgement, all avenues
for appeal have been exercised.
As a result, WP&L reversed the unrefunded portion of the
assessment represented by a reserve which related to amounts due
to Wisconsin Public Service Corporation and Madison Gas and
Electric Company. This resulted in an increase in net income of
$2.9 million. As to the portion of the assessment which was
refunded to WP&L's ratepayers, a proposed plan for recollection
was submitted to the PSCW on February 15, 1994 and is pending
approval. Once a plan is approved, WP&L management will be able
to evaluate the collectibility of this portion of the assessment
and estimate its financial impact.
2. WP&L's share of the decommissioning costs related to its joint
ownership in the Kewaunee Nuclear Power Plant is estimated to be
$149.3 million in 1993 dollars. The undiscounted amount of
decommissioning costs is approximately $1.02 billion (assuming a 6.5%
rate of inflation). The estimates assume operation of the plant
through 2013 and the use of the immediate dismantlement method. As
of March 31, 1994, WP&L has accrued $53.9 million of this cost in
accumulated depreciation. The provision for this accrual is included
in depreciation expense. The funded status of this liability as of
March 31, 1994 totalled $51.5 million in assets. The earnings on
these assets are included in "Other, net" in the Consolidated
Statements of Income. Currently, WP&L expects to continue to recover
and fund the remaining decommissioning liability through electric
rates and has assumed a 6.1% rate of return on assets in estimating
such future funding requirements.
MANAGEMENT'S DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
THREE MONTHS ENDED MARCH 31, 1994 VS. MARCH 31, 1993:
OVERVIEW
Earnings per share of the Company common stock increased to $.87 during
the first-quarter of 1994 compared with $.70 for the same period in 1992.
The increase in earnings primarily reflects an increase in earnings from
the Company's utility subsidiary, WP&L. The principle factors leading to
increased earnings include colder winter weather, which yielded higher
electric margins ($5.0 Million) and gas margins ($2.0 million) for the
Company. Additionally, net income benefitted from decreased other
operation expense due to the Company's cost management efforts ($1.2
million) and maintenance expense which decreased from the timing of the
maintenance shut down at the Kewaunee Nuclear Power Plant ($1.0 million).
Also, first-quarter 1994 net income was increased by $2.9 million through
the reversal of a reserve representing a penalty assessment by the PSCW
relating to the administration of a coal contract.
Offsetting the above was an increase in depreciation expense which was
attributable to increased investment in plant and increased
decommissioning costs which reduced net income by $2.2 million.
Electric Operations
Revenues &
Costs Per
kWhs Sold, kWh Sold
Revenues % Generated % Generated Customers at
and Costs Change and Purchased Change & Purch. End of Quarter
----------------------------------------------------------------------------------------------
1994 1993 1994 1993 1994 1993 1994 1993
---- ---- ---- ---- ---- ---- ---- ----
(In Thousands) (In Thousands)
Residential and farm $ 54,555 $ 48,702 12% 786,866 742,805 6% $.069 $.066 316,870 310,702
Industrial 32,212 31,088 4 867,043 822,397 5 .037 .038 714 727
Commercial 25,550 23,599 8 427,983 401,053 7 .060 .059 42,884 42,287
Wholesale and Class A 22,362 19,072 17 706,117 585,549 21 .032 .033 39 39
Other 2,518 3,149 (20) 16,783 13,850 21 .150 .227 1,236 950
-------- -------- --------- --------- ------- -------
Total 137,197 125,610 9 2,804,792 2,565,654 9 .049 .049 361,743 354,705
========= ========= ======= =======
Elec. production fuels 32,286 32,553 .1 2,453,010 2,281,197 8 .0132 .0143
Purchased power 9,487 5,983 59 430,781 351,079 23% .0220 .0170
-------- --------
Margin $ 95,424 $ 87,074 10%
======== ========
WP&L's electric margin, in dollars, increased during the first-
quarter 1994 compared with the same period in 1993 due to increased demand
for electricity brought on by colder winter weather. Class A sales
increased because of plant maintenance shutdowns by other utilities in the
region creating a demand for WP&L's excess bulk power. These increases
were coupled with declining electric production fuel costs per kWh from
WP&L's aggressive pursuit of additional spot coal purchase opportunities
as its longer term contracts continue to expire. Additionally, a highly
competitive rail transportation environment has significantly reduced the
cost of transporting the coal. The additional operating availability due
to the timing of annual maintenance of the more cost-effective Kewaunee
Nuclear Power Plant in the first quarter of 1994 versus the first quarter
of 1993 also reduced fuel cost per kWh.
Gas Operations
Revenues &
Revenues % Therms Sold % Costs per Therms Customers at
and Costs Change & Purchased Change Sold & Purch. End of Quarter
-------------------------------------------------------------------------------------------------
1994 1993 1994 1993 1994 1993 1994 1993
---- ---- ---- ---- ---- ---- ---- ----
(In Thousands) (In Thousands)
Residential $ 34,753 $ 30,790 13% 60,245 55,227 9% $.58 $.56 120,829 116,642
Firm 20,130 17,315 16 44,067 38,628 14 .46 .45 15,088 14,656
Interruptible 2,845 4,862 (41) 6,994 10,696 (35) .41 .45 261 262
Transportation 4,961 2,934 69 25,064 23,903 5 .20 .12 85 109
Other 446 (402) 211 1,158 479 142 .38 (.84) - -
-------- -------- ------- ------- ------- -------
Total 63,135 55,499 14 137,528 128,933 7 .46 .43 136,263 131,669
======= ======= ======= =======
Purchased gas 41,745 37,339 12 117,114 94,805 20% $.29 $.31
-------- --------
Margin $ 21,390 $ 18,160 18%
======== ========
WP&L's gas margin, in dollars, increased during the first-
quarter 1994 compared with the same period in 1993 due to increased demand
for natural gas brought on by colder winter weather. As an offset, the
extremely cold weather during the first two months of 1994 led to market
shortages of supplemental supplies of gas, which forced WP&L to interrupt
certain of its large commercial and industrial natural gas customers.
Fees, Rents and Other Operating Revenues ("Other Revenues") and Other
Operation Expense
Other revenues and other operation expense increased between
quarters primarily as a result of RMT, Inc.'s ("RMT") growth in its
business. Additionally, a full quarter's operating impact of HDC's 1993
acquisitions represented a portion of this increase.
Maintenance and Depreciation
Maintenance expense decreased for the first-quarter of 1994
compared with the same period in 1993, primarily due to the timing of
scheduled maintenance at the Kewaunee Nuclear Power Plant. The plant was
shut down for its annual scheduled maintenance and refueling outage on
March 28, 1994. This outage is scheduled to last until mid-May. During
1993 the scheduled outage occurred from March 7 through mid-April.
Depreciation expense increased, principally reflecting increased property
additions.
Other, Net
Other, net increased for the first-quarter of 1994 compared
with the same period in 1993, primarily due to the reversal of the reserve
discussed in Note 1 of the Notes to Consolidated Financial Statements.
Income Taxes
Income taxes increased between periods, primarily due to higher
taxable income.
LIQUIDITY AND CAPITAL RESOURCES
Rates and Regulatory Matters
See Part II -- Other Information, Item 1. Legal Proceedings.
Electric Sales Outlook
To deal with competitive pressures arising from regulatory
changes, WP&L is forecasting to hold retail electric rates flat through
1996. The National Energy Policy Act contains a provision calling for
"open transmission access". WP&L anticipates that retail wheeling will
become a reality within a few years. In order to meet these new
competitive challenges and maintain a low cost pricing advantage, WP&L's
objective is to manage costs to maintain profitability while limiting any
rate changes until 1997. These forecasts are subject to a number of
assumptions, including the economy and weather. WP&L anticipates that its
customer base will remain strong in the electric sectors. Growth in
customers' demand for electric service will require capacity additions.
Capacity requirements will be met through increased generating capacity
(two combustion-turbines in mid-1994), continuation of existing long-term
contracts for purchase of capacity, increased efficiency at existing power
plants from capital improvements and continued emphasis on cost effective
demand-side management programs such as direct load control rate options
including interruptible rates and conservation programs.
Financing and Capital Structure
The level of short-term borrowings fluctuates based on seasonal
corporate needs, the timing of long-term financing and capital market
conditions. To maintain flexibility in its capital structure and to take
advantage of favorable short-term rates, the Company also uses proceeds
from the sales of accounts receivable and unbilled revenues to finance a
portion of its long term cash needs.
The Company's capitalization at March 31, 1994, including the
current maturities of long-term debt, variable rate demand bonds and
short-term debt, consisted of 50.7 percent common equity, 5.1 percent
preferred stock and 44.2 percent long-term debt. The common equity to
total capitalization ratio at March 31, 1994 increased to 50.7 percent
from 47.9 percent at December 31, 1993 due to increased earnings and the
issuance of $3.8 million of WP&L, Holdings, Inc. stock during the first
quarter of 1994.
Construction.
The Company's liquidity is primarily determined by the level of
cash generated from operations and the funding requirements of WP&L's
ongoing construction and maintenance programs and HDC's capital
requirements for future acquisitions and development of affordable
housing. Cash flows from operating activities after dividends paid
provided approximately $59.2 million and $53.9 million for the three
months ended March 31, 1994 and 1993, respectively. One of the Company's
objectives is to finance construction expenditures through internally
generated funds supplemented, when required by outside financing.
The estimated construction expenditures for the remainder of
1994 are $115.1 million. The company forecasts to finance approximately
69% of these expenditures through internally generated funds. Included in
the construction expenditure estimates, in addition to the recurring
additions and improvements to the distribution and transmission systems,
are the following: expenditures for managing and controlling electric line
losses and for the electric delivery system which will save electric line
losses and enhancing interconnection capability with other utilities;
expenditures related to environmental compliance issues including the
installation of additional emissions monitoring equipment and coal
handling equipment; and expenditures associated with the construction of
two 86-megawatt combustion-turbine generators expected to become
operational in 1994 through 1996. Construction expenditures, similar to
the utility operations, are seasonal in nature, with greater expenditures
usually occurring between April and September.
The expenditures for the decommissioning of the Kewaunee
Nuclear Power Plant are estimated to begin in 2014. It is anticipated
that expenditures related to the actual decommissioning of the plant will
occur between 2014 and 2021 of which WP&L's share approximates $581
million. A remaining $435 million relates to the storage of spent nuclear
fuel on site and other maintenance of the site that will likely occur from
2022 to 2050. By 2013, the Company currently expects to have the cost
collected through electric rates and funded in an external trust.
Therefore, such expenditures will not have a direct impact on the
liquidity or the availability of capital resources.
PART II--OTHER INFORMATION
Item 1. Legal Proceedings
On February 4, 1994, the Company filed its annual retail rate
application with the PSCW requesting no change in electric rates and a
slight increase in natural gas and water rates. The application filed
with the PSCW requests an overall increase of $3.6 million, or 2.7 percent
for natural gas and a nominal water rate increase. If approved the new
rates become effective January 1, 1995 and would remain in effect for two
years. The requested rate increase in natural gas rates is needed to
cover construction expenditures, regulatory compliance and rising
operational costs, while the requested water increases are needed for
system upgrades and general construction related maintenance.
In February, 1994, a State Supreme Court decision reversed a
PSCW penalty assessment relating to the administration of a coal contract.
See Note 1 in the "Notes to Consolidated Financial Statements" for further
discussion of this event.
Item 5. Other Information
None
Item 6. Exhibits and Reports on Form 8-K
1. Exhibits: None.
2. Reports on Form 8-K: None
SIGNATURE
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.
WPL Holdings, Inc.
------------------
(Registrant)
Date 05/10/94 /s/ Edward M. Gleason
------------------------------
Edward M. Gleason, Vice
President, Treasurer and
Corportate Secretary (principal
financial officer)
Date 05/10/94 /s/ Daniel A. Doyle
-----------------------------
Daniel A. Doyle, Controller and
Treasurer-Wisconsin Power and
Light Company (principal
accounting officer)