Exhibit 23.2



                       Consent of Independent Accountants

We  hereby  consent  to  the   incorporation  by  reference  in  the  Prospectus
constituting part of the Registration  Statement on Form S-3 (No.  333-71061) of
our report dated February 26, 1999,  appearing on page a-18 of the Annual Report
to  Shareholders  in the  Appendix to the  Illinois  Power  Company  Information
Statement which is incorporated in this Annual Report on Form 10-K.





/s/ PricewaterhouseCoopers LLP
PricewaterhouseCoopers LLP

March 26, 1999