EXHIBIT 24.2



                                March 11, 1998
Armando A. Pena
1 Riverside Plaza
Columbus, Ohio 43215

Richard C. Kelly
1225 Seventeenth Street
Denver, Colorado 80502

Dear Sirs:

            Yorkshire Power Finance Limited (the "Company") proposes to file a
registration statement with the Securities and Exchange Commission under the
Securities Act of 1933, as amended, relating to (i) $275 million of Trust
Securities of Yorkshire Capital Trust I, a Delaware business trust, (ii) $275
million of Junior Subordinated Deferrable Interest Debentures of the Company and
(iii) guarantees of the above-mentioned securities by Yorkshire Power Group
Limited, the parent of the Company.

            The Company and the undersigned directors and officers of the
Company, individually as a director and/or as an officer of the Company, hereby
make, constitute and appoint each of you our true and lawful attorney for each
of us and in each of our names, places and steads to sign and cause to be filed
with the Securities and Exchange Commission said registration statement and any
appropriate amendments thereto, to be accompanied by a prospectus and any
appropriately amended prospectus and any necessary exhibits.

            The Company hereby authorizes you or any one of you to execute said
registration statement and amendments thereto on its behalf as attorney-in-fact
for it and its authorized officers, and to file the same as aforesaid.

            The undersigned directors and officers of the Company hereby
authorize you or any one of you to sign said registration statement on their
behalf as attorney-in-fact and to amend, or remedy any deficiencies with
respect to, said registration statement by appropriate amendment or amendments
and to file the same as aforesaid.

                                        Very truly yours,
                        
                                        YORKSHIRE POWER FINANCE LIMITED
                        
                                        By:  ROGER DICKINSON
                                           ----------------------
                                           Name:   Roger Dickinson
                                           Title:  Director

 
GRAHAM J. HALL
- ----------------------------------------
Graham J. Hall
Director and Principal Executive Officer

ROGER DICKINSON
- ----------------------------------------
Roger Dickinson
Director

ANDREW G. DONNELLY
- ----------------------------------------
Andrew G. Donnelly
Director and Principal Financial Officer
and Principal Accounting Officer


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