SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

                             -----------------------

                                    FORM 8-K


                                 CURRENT REPORT


                       Pursuant to Section 13 or 15(d) of
                       the Securities Exchange Act of 1934

                             -----------------------


                           Date of Report
                           (Date of earliest
                           event reported): October 27, 1998


                        Wisconsin Power and Light Company
             (Exact name of registrant as specified in its charter)


  Wisconsin                           0-337                       39-0714890   
(State or other                 (Commission File                (IRS Employer
jurisdiction of                      Number)                 Identification No.)
incorporation)


              222 West Washington Avenue,  Madison,  Wisconsin 53703
          (Address of principal executive offices, including zip code)


                                 (608) 252-3311
                         (Registrant's telephone number)





Item 5.  Other Events.

         On October 27, 1998,  Wisconsin Power and Light Company (the "Company")
agreed to sell $60,000,000  principal amount of its 5.70% Debentures due October
15, 2008 (the "Debentures") in a public offering through Merrill Lynch,  Pierce,
Fenner & Smith  Incorporated,  Robert W. Baird & Co. Incorporated and Legg Mason
Wood  Walker,  Incorporated.  The  closing  for the  sale of the  Debentures  is
scheduled for October 30, 1998.  The Debentures are registered on a Registration
Statement on Form S-3  (Registration No. 333-60375) as filed with the Securities
and  Exchange  Commission.  Final  versions of the  Purchase  Agreement,  by and
between the Company  and the  underwriters,  including  Merrill  Lynch,  Pierce,
Fenner  &  Smith  Incorporated,  and  the  Officers'  Certificate  creating  the
Debentures are filed herewith.

Item 7.  Financial Statements and Exhibits.

                  (a)      Not applicable.

                  (b)      Not applicable.

                  (c)      Exhibits.

                           The exhibits listed in the accompanying Exhibit Index
                           are filed as part of this Current Report on Form 8-K.


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                                   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.



                                         WISCONSIN POWER AND LIGHT COMPANY



Date:  October 28, 1998                           By: /s/ Robert A. Rusch  
                                                           Robert A. Rusch
                                                           Assistant Treasurer



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                        WISCONSIN POWER AND LIGHT COMPANY

                            EXHIBIT INDEX TO FORM 8-K
                          Report Dated October 27, 1998



                                         Exhibit

(1)    Purchase  Agreement,  dated  as of  October  27,  1998,  by  and  between
       Wisconsin Power and Light Company and the underwriters, including Merrill
       Lynch, Pierce, Fenner & Smith Incorporated.

(4)    Officers'  Certificate,  dated  as of  October  27,  1998,  executed  and
       delivered in connection with the issuance and sale of Wisconsin Power and
       Light Company's 5.70% Debentures due October 15, 2008.




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