
EXHIBIT (99)-1







                      [LETTERHEAD OF NORTHERN STATES POWER]


         May 1, 1995


                     NORTHERN STATES POWER, WISCONSIN ENERGY
                     ANNOUNCE STRATEGIC BUSINESS COMBINATION


                   Minneapolis, Minn., and Milwaukee, Wis. -- Northern
         States Power Company (NYSE: NSP) of Minneapolis, and Wisconsin
         Energy Corporation (NYSE: WEC) of Milwaukee, two of the na-
         tion's leading utility companies, today announced that they
         have signed a definitive agreement to engage in a strategic
         business combination.

                   The merger-of-equals transaction, which was unani-
         mously approved by both companies' Boards of Directors, will
         join two companies whose current combined market capitalization
         is approximately $6.0 billion, and will create the tenth-
         largest investor-owned utility company in the United States,
         based on market capitalization.  For the year ended December
         31, 1994, the combined revenues of Wisconsin Energy and North-
         ern States Power were $4.2 billion, with assets of more than
         $10.0 billion.  

                   In view of both companies' management teams, this
         transaction creates a combined enterprise well-positioned for
         an increasingly competitive energy industry environment.  It is
         designed to achieve continued competitive energy rates over the
         long term for the companies' respective customers and to en-
         hance value for the shareholders of both companies.  A pre-
         liminary estimate indicates that the merger will result in net
         savings of approximately $2.0 billion over 10 years.  

                   Upon completion of the merger, the synergies created
         will allow the companies to implement a modest retail electric
         rate reduction followed by a rate freeze for retail electric
         customers through the year 2000.  

                   As a result of the transaction, a registered public
         utility holding company, which will be known as Primergy Cor-
         poration (Primergy), will be the parent of both NSP and the
         current operating subsidiaries of Wisconsin Energy.  Primergy
         will serve 2.3 million electric customers and 750,000 natural
         gas customers, and its service territory will include portions
         of Minnesota, Wisconsin, North Dakota, South Dakota and the
         Upper Peninsula of Michigan.  The business of Primergy will<PAGE>







         consist of utility operations and various non-utility enter-
         prises, including independent power projects.  

                   After giving effect to the transaction, holders of
         Northern States Power (NSP) common stock will own 1.626 shares
         of stock of Primergy for each share of NSP stock they own, and
         Wisconsin Energy (WEC) shareholders will own one share of
         Primergy common stock for each share of Wisconsin Energy common
         stock they own.  As of April 20, 1995, Wisconsin Energy had
         109.4 million shares outstanding, and Northern States Power had
         67.3 million shares outstanding.  Accordingly, based on the
         number of outstanding common shares, 50% of the common equity
         of Primergy would be held by existing Northern States Power
         Company shareholders and 50% by existing Wisconsin Energy com-
         mon shareholders.  The holders of preferred stock of Northern
         States Power will receive preferred stock in a successor cor-
         poration with identical terms.  The preferred stock of Wiscon-
         sin Electric Power Company will remain outstanding after the
         transaction.  It is a condition of closing that the parties
         receive an Internal Revenue Service ruling that the exchange of
         stock qualifies as a tax-free transaction, and obtain appro-
         priate accounting assurances that the transaction will be
         accounted for as a pooling of interests.

                   It is anticipated that Primergy will adopt NSP's
         dividend payment level adjusted for the exchange ratio.  NSP
         currently pays $2.64 per share annually, and WEC's annual div-
         idend rate is currently $1.47 per share.  Based on the exchange
         ratio and NSP's current dividend rate, the pro forma dividend
         rate for Primergy would be $1.62 per share.  Both companies
         have historically increased their dividends consistently, and
         anticipate that such policies will continue, both before and
         after the merger, subject to earnings performance and regula-
         tory constraints.  

                   James J. Howard, chairman, president and chief exec-
         utive officer of NSP, said:  "This transaction is the best and
         most financially conservative way to ensure continued competi-
         tive rates over the long term for the customers of both compa-
         nies.  By doing that, we will help our communities attract new
         business, add jobs and strengthen the economy in our combined
         service territory.  That, in turn, will position the combined
         company to build long-term value for all its shareholders --
         many of whom are also customers." 

                   Richard A. Abdoo, chairman, president and chief ex-
         ecutive officer of Wisconsin Energy Corporation, said:  "This
         merger gets us in front of the changing energy marketplace.  We
         are initiating a thoughtful combining of resources and talents
         to manage successfully in the much more demanding times ahead.<PAGE>







         Our common goal is to be a premier investor-owned energy com-
         pany -- in meeting customer needs, having competitive rates and
         creating shareholder value." 

                   Following completion of the merger, Howard, 59, will
         serve as chairman and chief executive officer of Primergy.
         Abdoo, 51, will become vice chairman, president and chief op-
         erating officer of Primergy.  Abdoo will become chief executive
         officer of Primergy in May 1998.  Howard will continue as
         chairman of the new company until his expected normal retire-
         ment date in July 2000, at which time Abdoo will become chair-
         man.  

                   After the merger, Northern States Power Company and
         Wisconsin Energy Company (a consolidation of Wisconsin Energy's
         existing utility subsidiaries Wisconsin Electric Power Company
         and Wisconsin Natural Gas Company) will continue to operate
         under those names as the principal subsidiaries of Primergy.
         It is anticipated that, following the merger, NSP-Wisconsin
         will merge into Wisconsin Energy.  The headquarters of the two
         utilities will remain in their current locations, NSP's in
         Minneapolis and Wisconsin Energy's in Milwaukee.  The head-
         quarters of Primergy, a Wisconsin corporation, will be in Min-
         neapolis.  The Board of Directors of Primergy will be composed
         of six current directors of NSP and six current directors of
         WEC.  

                   "The benefits of this strategic combination for
         shareholders are expected to be substantial," Howard said.
         "Value will be obtained from the strengthening and improved
         cost-efficiency of our combined product lines.  The profes-
         sional, productive attitudes of both employee groups will com-
         bine to enhance solid traditions of quality customer service." 

                   "We intend to be a winner in the new market ahead,"
         Abdoo stated, "and that means first and foremost a clear focus
         on customers.  Knowing what our customers want, and meeting
         those needs quickly, efficiently and with quality is what this
         merger of two great companies is all about."

                   According to Howard and Abdoo, an additional benefit
         of the merger is that it will leverage the complementary envi-
         ronmental expertise and leadership of both companies.  The
         combined entity will utilize the most efficient, least-pol-
         luting generation sources available to provide customers with
         reliable electricity systemwide.  

                   Both NSP and WEC recognize that the divestiture of
         their existing gas operations and certain non-utility opera-
         tions is a possibility under the new registered holding company<PAGE>







         structure, but will seek approval from the Securities and Ex-
         change Commission to maintain such businesses.  If divestiture
         is ultimately required, the SEC has historically allowed com-
         panies sufficient time to accomplish divestitures in a manner
         that protects shareholder values.  

                   The merger is subject to approval by the shareholders
         of both companies and various regulatory agencies including the
         Securities and Exchange Commission; the Federal Energy Regula-
         tory Commission; state regulators in Minnesota, Wisconsin and
         certain other states where the companies conduct business; and
         the Nuclear Regulatory Commission.  The merger is also subject
         to the termination or expiration of the applicable waiting pe-
         riod under the Hart-Scott-Rodino Antitrust Improvements Act.
         It is expected that preliminary proxy materials will be filed
         with the Securities and Exchange Commission in the near future.
         While the timing of the regulatory process cannot be predicted
         with certainty, the parties currently expect completion of the
         transaction in the fourth quarter of 1996.

                                   #    #    #

         Wisconsin Energy Corporation 

                   Wisconsin Energy (WEC), headquartered in Milwaukee,
         is a holding company with seven wholly owned subsidiaries and
         approximately 5,000 employees.  The utility subsidiaries are
         Wisconsin Electric Power Company (WEPCO) and Wisconsin Natural
         Gas Company (WNG). 

                   WEPCO serves about 945,000 electric customers in
         three non-contiguous areas which include southeastern Wisconsin
         (including the Milwaukee area), eastern Wisconsin (including
         Appleton), and northeastern Wisconsin and the Upper Peninsula
         of Michigan.  WEPCO also sells steam utility service in down-
         town Milwaukee to both space heating and manufacturing cus-
         tomers.  

                   WEC's electric energy mix is 64% coal, 27% nuclear,
         7% purchased power and 2% other.  The Point Beach nuclear units
         1 and 2 provide 19% of company-owned generating capability.  

                   WNG services about 350,000 gas customers in south-
         eastern Wisconsin, the Fox Valley, and in the Prairie du Chien
         area.  In 1994, WNG acquired Wisconsin Southern Gas Company,
         Inc.  If regulatory approvals are obtained, WNG will merge with
         WEPCO December 31, 1995.  

                   Wisconsin Energy's non-utility subsidiaries --
         WisPark Corp., Witech Corp., Wisvest Corp., Badger Service Co.,<PAGE>







         and Wisconsin Michigan Investment Corp. -- are devoted prima-
         rily to stimulating economic growth in the utilities' service
         territories and to capitalizing on diversified investment op-
         portunities for shareholders.

         Northern States Power Company

                   Northern States Power Company (NSP), with headquar-
         ters in Minneapolis, serves customers in Minnesota, Wisconsin,
         North Dakota, South Dakota and Michigan.  NSP generates,
         transmits and distributes electricity to about 1.4 million
         customers and distributes natural gas to approximately 400,000
         customers.  The company employs approximately 7,000 people.  

                   NSP-Minnesota operates in Minnesota, North Dakota and
         South Dakota.  NSP-Wisconsin is a wholly owned subsidiary op-
         erating in Wisconsin and the Upper Peninsula of Michigan.  

                   NSP's electric energy mix is 48% coal, 28% nuclear,
         20% purchased power and 4% hydro and renewables.  NSP's Prairie
         Island and Monticello nuclear plants provide 22% of company-
         owned generating capability.  

                   NRG Energy, Inc., with headquarters in Minneapolis,
         is a wholly owned subsidiary operating non-regulated energy
         business activities.  

                   Cenergy, Inc., a wholly owned subsidiary of NSP,
         markets natural gas and energy-related services throughout the
         United States.  In December 1994, the Federal Energy Regulatory
         Commission granted the company a license to also market elec-
         tricity.  

                   Viking Gas Transmission Company, also a wholly owned
         subsidiary, owns and operates a 500-mile natural gas pipeline
         serving the Upper Midwest.  The pipeline provides transporta-
         tion services and has direct access to four major interstate
         and international pipelines linked to the majority of natural
         gas supplies in North America.  <PAGE>







         CONTACTS
         For Northern States Power Company  For Wisconsin Energy Corporation

         Investor inquiries:                Investor inquiries:

         Dick Kolkmann                      Cal Baker
              612/330-6622                       414/221-2126
         Jackie Currier                     Jeff West
              612/330-6020                       414/221-2590
         Jim McIntyre
              612/330-7712


         Media inquiries:                   Media inquiries:

         Margaret Papin                     Rick James
         612/337-2167                       414/221-4444 (Monday, 5/1)
                                            414/221-3818 (Tuesday, 5/2 and
                                            following)
