CLECO POWER LLC
2030 Donahue Ferry Road
Pineville, Louisiana 71360
August 29, 2011
VIA EDGAR TRANSMISSION
Securities and Exchange Commission
Division of Corporation Finance
100 F Street, N.E.
Washington, D.C. 20549
Re: Withdrawal of Post-Effective Amendment to Registration Statement on Form S-3
Ladies and Gentlemen:
Pursuant to Rule 477(a) under the Securities Act of 1933, as amended, Cleco Power LLC, a Louisiana limited liability company (the “Company”), hereby requests the immediate withdrawal of its Post-Effective Amendment No. 1 to Form S-3 Registration Statement (Accession No. 0001089819-11-000053; File No. 333-176453), together with all exhibits thereto, which was filed with the Commission on August 24, 2011 (the “Amendment”).
The Amendment was filed inadvertently by the Company using the submission type S-3ASR rather than POSASR. No securities have been sold pursuant to the Amendment. Accordingly, the Company hereby requests the immediate withdrawal of the Amendment and has re-filed the post-effective amendment under the submission type POSASR.
If you have any questions or concerns with regard to the foregoing, please contact Timothy S. Taylor (713) 229-1184 of Baker Botts L.L.P.
Sincerely,
CLECO POWER LLC
By: /s/ R. Russell Davis______
By: R. Russell Davis
Title: Vice President – Investor
Relations & Chief Accounting Officer
Cc: Timothy S. Taylor