10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C.  20549

__________________

FORM 10-K

[X]  ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended December 31, 2011

Or

[  ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

__________________

Commission file number 1-15759

CLECO CORPORATION

(Exact name of registrant as specified in its charter)

Louisiana (State or other jurisdiction of incorporation or organization)	72-1445282 (I.R.S. Employer Identification No.)
2030 Donahue Ferry Road, Pineville, Louisiana (Address of principal executive offices)	71360-5226 (Zip Code)
Registrant’s telephone number, including area code:  (318) 484-7400
Securities registered pursuant to Section 12(b) of the Act:
Title of each class	Name of each exchange on which registered
Common Stock, $1.00 par value, and associated rights to purchase Preferred Stock	New York Stock Exchange
Securities registered pursuant to Section 12(g) of the Act:
Title of each class
4.50% Cumulative Preferred Stock, $100 Par Value

__________________

Commission file number 1-05663

CLECO POWER LLC

(Exact name of registrant as specified in its charter)

Louisiana (State or other jurisdiction of incorporation or organization)	72-0244480 (I.R.S. Employer Identification No.)
2030 Donahue Ferry Road, Pineville, Louisiana (Address of principal executive offices)	71360-5226 (Zip Code)
Registrant’s telephone number, including area code:  (318) 484-7400
Securities registered pursuant to Section 12(b) of the Act:
Title of each class	Name of each exchange on which registered
6.50% Senior Notes due 2035	New York Stock Exchange
Securities registered pursuant to Section 12(g) of the Act:
Title of each class
Membership Interests
Cleco Power LLC, a wholly owned subsidiary of Cleco Corporation, meets the conditions set forth in General Instruction (I)(1)(a) and (b) of Form 10-K and is therefore filing this Form 10-K with the reduced disclosure format.
Indicate by check mark if Cleco Corporation is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.  Yes x  No ¨
Indicate by check mark if Cleco Power LLC is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.  Yes ¨    No x
Indicate by check mark if the Registrants are not required to file reports pursuant to Section 13 or Section 15(d) of the Act.  Yes ¨    No x
Indicate by check mark whether the Registrants: (1) have filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrants were required to file such reports) and (2) have been subject to such filing requirements for the past 90 days.  Yes x   No ¨
Indicate by check mark whether the Registrants have submitted electronically and posted on their corporate website, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the Registrants were required to submit and post such files).  Yes x  No ¨
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of each of the Registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K.  ¨
Indicate by check mark whether Cleco Corporation is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company.  See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.  (Check one):   Large accelerated filer x             Accelerated filer ¨                           Non-accelerated filer ¨  (Do not check if a smaller reporting company)                    Smaller reporting company ¨
Indicate by check mark whether Cleco Power LLC is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company.  See definitions of “large accelerated filer,” accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.  (Check one):   Large accelerated filer ¨               Accelerated filer ¨                           Non-accelerated filer x (Do not check if a smaller reporting company)                   Smaller reporting company ¨
Indicate by check mark whether the Registrants are shell companies (as defined in Rule 12b-2 of the Exchange Act)  Yes ¨ No x

CLECO CORPORATION CLECO POWER 2011 FORM 10-K

(Continuation of cover page)

The aggregate market value of the Cleco Corporation voting stock held by non-affiliates was $2,075,188,126 as of the last business day of Cleco Corporation’s most recently completed second fiscal quarter, based on a price of $34.85 per common share, the closing price of Cleco Corporation’s common stock as reported on the New York Stock Exchange on such date. Cleco Corporation’s Cumulative Preferred Stock is not listed on any national securities exchange, nor are prices for the Cumulative Preferred Stock quoted on any national automated quotation system; therefore, its market value is not readily determinable and is not included in the foregoing amount.

As of February 1, 2012, there were 60,825,604 outstanding shares of Cleco Corporation’s Common Stock, par value $1.00 per share. As of February 1, 2012, all of Cleco Power’s membership interests were owned by Cleco Corporation.

DOCUMENTS INCORPORATED BY REFERENCE

Portions of Cleco Corporation’s definitive Proxy Statement relating to its Annual Meeting of Shareholders to be held on April 27, 2012, are incorporated by reference into Part III herein.

This combined Form 10-K is separately filed by Cleco Corporation and Cleco Power. Information in this filing relating to Cleco Power is filed by Cleco Corporation and separately by Cleco Power on its own behalf. Cleco Power makes no representation as to information relating to Cleco Corporation (except as it may relate to Cleco Power) or any other affiliate or subsidiary of Cleco Corporation.

This report should be read in its entirety as it pertains to each respective Registrant. The Notes to the Financial Statements for the Registrants and certain other sections of this report are combined.

TABLE OF CONTENTS

		PAGE
GLOSSARY OF TERMS		3
CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS		5
PART I
ITEM 1.	Business
	General	7
	Operations	7
	Regulatory Matters, Industry Developments, and Franchises	12
	Environmental Matters	13
ITEM 1A.	Risk Factors	18
ITEM 1B.	Unresolved Staff Comments	23
ITEM 2.	Properties	23
ITEM 3.	Legal Proceedings	24
ITEM 4.	Mine Safety Disclosures	24
	Board of Directors of Cleco	25
	Executive Officers of Cleco	26
PART II
ITEM 5.	Market for Registrants’ Common Equity, Related Stockholder Matters and Cleco Corporation’s Purchases of Equity Securities	28
ITEM 6.	Selected Financial Data	29
ITEM 7.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	30
ITEM 7A.	Quantitative and Qualitative Disclosures About Market Risk	57
ITEM 8.	Financial Statements and Supplementary Data	60
ITEM 9.	Changes in and Disagreements with Accountants on Accounting and Financial Disclosure	117
ITEM 9A.	Controls and Procedures	117
ITEM 9B.	Other Information	117
PART III
ITEM 10.	Directors, Executive Officers and Corporate Governance of the Registrants	118
ITEM 11.	Executive Compensation	118
ITEM 12.	Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters	118
ITEM 13.	Certain Relationships and Related Transactions, and Director Independence	119
ITEM 14.	Principal Accountant Fees and Services	119
PART IV
ITEM 15.	Exhibits and Financial Statement Schedules	120
	Signatures	132

2

CLECO CORPORATION CLECO POWER 2011 FORM 10-K

GLOSSARY OF TERMS

References in this filing, including all items in Parts I, II, III, and IV, to “Cleco” mean Cleco Corporation and its subsidiaries, including Cleco Power, and references to “Cleco Power” mean Cleco Power LLC and its subsidiaries, unless the context clearly indicates otherwise. Additional abbreviations or acronyms used in this filing, including all items in Parts I, II, III, and IV are defined below:

ABBREVIATION OR ACRONYM	DEFINITION
401(k) Plan	Cleco Power 401(k) Savings and Investment Plan
ABR	Alternate Base Rate
Acadia	Acadia Power Partners, LLC, a wholly owned subsidiary of APH.  Acadia no longer owns any materials and supply inventory, property, plant, and equipment, or land as a result of the disposition of Acadia Unit 2 to Entergy Louisiana on April 29, 2011.  From February 23, 2010 to April 29, 2011, Acadia was owned 100% by Cajun and consisted of Acadia Unit 2.  Prior to February 23, 2010, Acadia was 50% owned by APH and 50% owned by Cajun and consisted of Acadia Unit 1 and Acadia Unit 2.
Acadia Unit 1	Cleco Power’s 580-MW unit, combined cycle, natural gas-fired power plant located at the Acadia Power Station near Eunice, Louisiana
Acadia Unit 2	Entergy Louisiana’s 580-MW unit, combined cycle, natural gas-fired power plant located at the Acadia Power Station near Eunice, Louisiana.  Prior to April 29, 2011, Acadia Unit 2 was owned by Acadia.
Acadiana Load Pocket	An area in south central Louisiana that has experienced transmission constraints caused by local load and lack of generation.  Transmission within the Acadiana Load Pocket is owned by several entities, including Cleco Power.
AFUDC	Allowance for Funds Used During Construction
Amended EPC Contract	Amended and Restated EPC Contract between Cleco Power and Shaw, executed on May 12, 2006, for engineering, procurement, and construction of Madison Unit 3, as amended by Amendment No. 1 thereto effective March 9, 2007, Amendment No. 2 thereto dated as of July 2, 2008, Amendment No. 3 thereto dated as of July 22, 2009, and Amendment No. 4 thereto dated October 19, 2009.
Amended Lignite Mining Agreement	Amended and restated lignite mining agreement effective December 29, 2009
AMI	Advanced Metering Infrastructure
APH	Acadia Power Holdings LLC, a wholly owned subsidiary of Midstream
ARO	Asset Retirement Obligation
Attala	Attala Transmission LLC, a wholly owned subsidiary of Cleco Corporation
Brame Energy Center	Facility consisting of Nesbitt Unit 1, Rodemacher Unit 2, and Madison Unit 3.  On June 11, 2010, Rodemacher Power Station was renamed Brame Energy Center.
CAA	Clean Air Act
CAH	Calpine Acadia Holdings, LLC
Cajun	Cajun Gas Energy L.L.C., a wholly owned subsidiary of third parties.  In conjunction with the disposition of Acadia Unit 2 on April 29, 2011, APH no longer has any ownership interest in Cajun.  From February 23, 2010 to April 29, 2011, Cajun was 50% owned by APH and 50% owned by third parties.  Prior to February 23, 2010, Cajun was 100% owned by third parties.
CSAPR	The Cross-State Air Pollution Rule
CCN	Certificate of Public Convenience and Necessity
CES	Calpine Energy Services, L.P.
CLE Intrastate	CLE Intrastate Pipeline Company LLC, a wholly owned subsidiary of Evangeline
Cleco Innovations LLC	A wholly owned subsidiary of Cleco Corporation
Cleco Katrina/Rita	Cleco Katrina/Rita Hurricane Recovery Funding LLC, a wholly owned subsidiary of Cleco Power
CO2	Carbon dioxide
Coughlin	Coughlin Power Station, a combined-cycle, natural gas-fired power plant located in Evangeline Parish, Louisiana.  On June 11, 2010, Evangeline Power Station was renamed Coughlin Power Station.
DHLC	Dolet Hills Lignite Company, LLC, a wholly owned subsidiary of SWEPCO
Diversified Lands	Diversified Lands LLC, a wholly owned subsidiary of Cleco Innovations LLC
Dodd-Frank Act	The Dodd-Frank Wall Street Reform and Consumer Protection Act, signed into law on July 21, 2010.  Section 1503 under Title XV – Miscellaneous Provisions include requirements for reporting mine safety.
DOE	United States Department of Energy
EAC	Environmental Adjustment Clause
Entergy	Entergy Corporation
Entergy Arkansas	Entergy Arkansas, Inc.
Entergy Gulf States	Entergy Gulf States Louisiana, L.L.C., formerly Entergy Gulf States, Inc.
Entergy Louisiana	Entergy Louisiana, LLC
Entergy Mississippi	Entergy Mississippi, Inc.
Entergy Services	Entergy Services, Inc., as agent for Entergy Louisiana and Entergy Gulf States
EPA	United States Environmental Protection Agency
EPC	Engineering, Procurement, and Construction
ERO	Electric Reliability Organization
ESPP	Cleco Corporation Employee Stock Purchase Plan
Evangeline	Cleco Evangeline LLC, a wholly owned subsidiary of Midstream, and its combined cycle, natural gas-fired power plant located in Evangeline Parish, Louisiana.  On June 11, 2010, the power plant was renamed Coughlin Power Station.
Evangeline 2010 Tolling Agreement	Capacity Sale and Tolling Agreement between Evangeline and JPMVEC, which was executed in February 2010 and expired on December 31, 2011

3

CLECO CORPORATION CLECO POWER 2011 FORM 10-K

ABBREVIATION OR ACRONYM	DEFINITION
Evangeline Restructuring Agreement	Purchase, Sale and Restructuring Agreement entered into on February 22, 2010, by Evangeline and JPMVEC
Evangeline Tolling Agreement	Capacity Sale and Tolling Agreement between Evangeline and BE Louisiana LLC (as successor to Williams Power Company, Inc.) which was set to expire in 2020 and was terminated in February 2010.  In September 2008, BE Louisiana LLC was merged into JPMVEC.
FASB	Financial Accounting Standards Board
FERC	Federal Energy Regulatory Commission
FRP	Formula Rate Plan
GAAP	Generally Accepted Accounting Principles in the United States
GDP-IPD	Gross Domestic Product – Implicit Price Deflator
Generation Services	Cleco Generation Services LLC, a wholly owned subsidiary of Midstream
GO Zone	Gulf Opportunity Zone Act of 2005 (Public Law 109-135)
ICT	Independent Coordinator of Transmission
Interconnection Agreement	One of two Interconnection Agreement and Real Estate Agreements, one between Attala and Entergy Mississippi, and the other between Perryville and Entergy Louisiana
IRP	Integrated Resource Planning
IRS	Internal Revenue Service
JPMVEC	J.P. Morgan Ventures Energy Corporation.  In September 2008, BE Louisiana LLC was merged into JPMVEC.
kWh	Kilowatt-hour(s) as applicable
LDEQ	Louisiana Department of Environmental Quality
LIBOR	London Inter-Bank Offer Rate
Lignite Mining Agreement	Dolet Hills Mine Lignite Mining Agreement, dated as of May 31, 2001
LPSC	Louisiana Public Service Commission
LTICP	Cleco Corporation Long-Term Incentive Compensation Plan
Madison Unit 3	A 600-MW solid-fuel generating unit at Cleco Power’s plant site in Boyce, Louisiana that commenced commercial operation on February 12, 2010.  Prior to June 11, 2010, Madison Unit 3 was known as Rodemacher Unit 3.
MATS	Mercury and Air Toxics Standards
Midstream	Cleco Midstream Resources LLC, a wholly owned subsidiary of Cleco Corporation
MMBtu	Million British thermal units
Moody’s	Moody’s Investors Service
MW	Megawatt(s) as applicable
MWh	Megawatt-hour(s) as applicable
NAC	North American Coal Corporation
NERC	North American Electric Reliability Corporation
Not Meaningful	A percentage comparison of these items is not statistically meaningful because the percentage difference is greater than 1,000%
NO2	Nitrogen dioxide
NOx	Nitrogen oxides
OATT	Open Access Transmission Tariff
OCI	Other Comprehensive Income
Oxbow	Oxbow Lignite Company, LLC, 50% owned by Cleco Power and 50% owned by SWEPCO
PCAOB	Public Company Accounting Oversight Board
PCB	Polychlorinated biphenyl
PEH	Perryville Energy Holdings LLC, a wholly owned subsidiary of Midstream
Perryville	Perryville Energy Partners, L.L.C., a wholly owned subsidiary of Cleco Corporation
Perryville and PEH Bankruptcy Court	U.S. Bankruptcy Court for the Western District of Louisiana, Alexandria Division
Power Purchase Agreement	Power Purchase Agreement, dated as of January 28, 2004, between Perryville and Entergy Services
PPACA	Patient Protection and Affordable Care Act (HR 3590)
PRP	Potentially responsible party
Registrant(s)	Cleco Corporation and Cleco Power
RFP	Request for Proposal
RTO	Regional Transmission Organization
Sale Agreement	Purchase and Sale Agreement, dated as of January 28, 2004, between Perryville and Entergy Louisiana
SEC	Securities and Exchange Commission
SERP	Cleco Corporation Supplemental Executive Retirement Plan
Shaw	Shaw Contractors, Inc., a subsidiary of The Shaw Group Inc.
SO2	Sulfur dioxide
SPP	Southwest Power Pool
SPP RE	Southwest Power Pool Regional Entity
Support Group	Cleco Support Group LLC, a wholly owned subsidiary of Cleco Corporation
SWEPCO	Southwestern Electric Power Company, a wholly owned subsidiary of American Electric Power Company, Inc.
Teche	Teche Electric Cooperative, Inc.
VaR	Value-at-risk
VIE	Variable Interest Entity

4

CLECO CORPORATION CLECO POWER 2011 FORM 10-K

CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS

This Annual Report on Form 10-K includes “forward-looking statements” about future events, circumstances, and results. All statements other than statements of historical fact included in this Annual Report are forward-looking statements, including, without limitation, future capital expenditures; projections, including with respect to base revenue; business strategies; goals, beliefs, plans and objectives; competitive strengths; market developments; development and operation of facilities; growth in sales volume; meeting capacity requirements, including through RFPs; expansion of service to certain customers and service to new customers; future environmental regulations and remediation liabilities; electric customer credits; and the anticipated outcome of various regulatory and legal proceedings. Although the Registrants believe that the expectations reflected in such forward-looking statements are reasonable, such forward-looking statements are based on numerous assumptions (some of which may prove to be incorrect) and are subject to risks and uncertainties that could cause the actual results to differ materially from the Registrants’ expectations. In addition to any assumptions and other factors referred to specifically in connection with these forward-looking statements, the following list identifies factors that could cause the Registrants’ actual results to differ materially from those contemplated in any of the Registrants’ forward-looking statements:

• factors affecting utility operations, such as unusual weather conditions or other natural phenomena, catastrophic weather-related damage (such as hurricanes and other storms or severe drought conditions), unscheduled generation outages, unanticipated maintenance or repairs, unanticipated changes to fuel cost, fuel supply costs or availability constraints due to higher demand, shortages, transportation problems, or other developments, fuel mix of Cleco’s generation facilities, decreased customer load, environmental incidents, environmental compliance costs, and power transmission system constraints,

• Cleco Corporation’s holding company structure and its dependence on the earnings, dividends, or distributions from its subsidiaries to meet its debt obligations and pay dividends on its common stock, 

• Cleco Power’s participation in any government grants,

• Cleco Power's ability to maintain its right to sell wholesale generation at market-based rates within its control area, 

• dependence of Cleco Power for energy from sources other than its facilities and the uncertainty of future sources of such additional energy, 

• nonperformance by and creditworthiness of counterparties under tolling and power purchase agreements, or the restructuring of those agreements, including possible termination, 

• nonperformance by and creditworthiness of the guarantor counterparty of the U.S. Bank New Markets Tax Credit Fund 2008-1 LLC, 

• regulatory factors such as changes in rate-setting

policies, recovery of investments made under traditional regulation, recovery of storm restoration costs, the frequency and timing of rate increases or decreases, the results of periodic NERC audits and LPSC audits, the formation of ICTs, including possible participation in an RTO and Cleco Power’s ability to recover related transmission upgrade costs, and the compliance with the ERO reliability standards for bulk power systems by Cleco Power and Evangeline, 

• financial or regulatory accounting principles or policies imposed by FASB, the SEC, the PCAOB, FERC, the LPSC, or similar entities with regulatory or accounting oversight, 

• economic conditions, including the ability of customers to continue paying for utility bills, related growth and/or down-sizing of businesses in Cleco’s service area, monetary fluctuations, changes in commodity prices, and inflation rates, 

• the current global and U.S. economic environment, 

• credit ratings of Cleco Corporation and Cleco Power, 

• ability to remain in compliance with debt covenants,

• changing market conditions and a variety of other factors associated with physical energy, financial transactions, and energy service activities, including, but not limited to, price, basis, credit, liquidity, volatility, capacity, transmission, interest rates, and warranty risks, 

• the availability and use of alternative sources of energy and technologies, 

• the imposition of energy efficiency requirements or of increased conservation efforts of customers, 

• reliability of all Cleco Power and Midstream generating facilities, particularly Madison Unit 3, 

• acts of terrorism or other man-made disasters, 

• availability or cost of capital resulting from changes in Cleco’s business or financial condition, interest rates, or market perceptions of the electric utility industry and energy-related industries, 

• changes in tax laws or disallowances of uncertain tax positions that may result in a change to tax benefits or expenses,

• employee work force factors, including work stoppages and changes in key executives, 

• legal, environmental, and regulatory delays and other obstacles associated with mergers, acquisitions, reorganizations, investments in joint ventures, or other capital projects, including the joint project to upgrade the Acadiana Load Pocket transmission system and the AMI project, 

• costs and other effects of legal and administrative proceedings, settlements, investigations, claims and other matters, 

• changes in federal, state, or local laws, and changes

5

CLECO CORPORATION CLECO POWER 2011 FORM 10-K

in tax laws or rates, or regulating policies, 

• the impact of current or future environmental laws and regulations, including those related to greenhouse gases and energy efficiency, which could limit, or terminate, the operation of certain generating units, increase costs, reduce customer demand for electricity or otherwise materially adversely impact the Registrants’ financial condition or results of operations, 

• ability of Cleco Power to recover from its customers the costs of compliance with environmental laws and

regulations, and 

• ability of the Dolet Hills lignite reserve to provide sufficient fuel to the Dolet Hills Power Station until at least 2026.

For more discussion of these factors and other factors that could cause actual results to differ materially from those contemplated in the Registrants’ forward-looking statements, see Item 1A, “Risk Factors” and Part II, Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations — Cleco Power — Significant Factors Affecting Cleco Power” and “— Midstream — Significant Factors Affecting Midstream,” in this Annual Report.

All subsequent written and oral forward-looking statements attributable to the Registrants or persons acting on their behalf are expressly qualified in their entirety by the factors identified above.

The Registrants undertake no obligation to update any forward-looking statements, whether as a result of changes in actual results, changes in assumptions, or other factors affecting such statements.

6

CLECO CORPORATION CLECO POWER 2011 FORM 10-K

PART I

ITEM 1. BUSINESS

GENERAL

Cleco Corporation was incorporated on October 30, 1998, under the laws of the State of Louisiana. Cleco Corporation is a public utility holding company which holds investments in several subsidiaries, including Cleco Power and Midstream, which are its operating business segments. Cleco Corporation, subject to certain limited exceptions, is exempt from regulation as a public utility holding company pursuant to provisions of the Public Utility Holding Company Act of 2005.

Cleco Power’s predecessor was incorporated on January 2, 1935, under the laws of the State of Louisiana. Cleco Power was organized on December 12, 2000. Cleco Power is an electric utility engaged principally in the generation, transmission, distribution and sale of electricity within Louisiana. Cleco Power is regulated by the LPSC and FERC, along with other governmental authorities, which determine the rates Cleco Power can charge its customers. Cleco Power serves approximately 281,000 customers in Louisiana through its retail business and 10 communities across Louisiana and Mississippi through wholesale power contracts. Cleco Power’s operations are described below in the consolidated description of Cleco’s business segments.

Midstream, organized effective September 1, 1998, under the laws of the State of Louisiana, is a merchant energy subsidiary that owns and operates a merchant power plant (Coughlin). Prior to April 29, 2011, Midstream also owned an indirect interest in a merchant power plant (Acadia). During 2009, Cleco Power and Entergy Louisiana executed definitive agreements whereby Cleco Power and Entergy Louisiana would each acquire one 580-MW unit of the Acadia Power Station. The transaction with Cleco Power was completed in February 2010, and the transaction with Entergy Louisiana was completed in April 2011. For more information, see Part II, Item 8, “Financial Statements and Supplementary Data — Notes to the Financial Statements — Note 14 — Litigation, Other Commitments and Contingencies, and Disclosures about Guarantees — Other Commitments — Acadia Transactions” and Note 18 — “Acadia Transactions.”

At December 31, 2011, Cleco had 1,234 employees.

Cleco’s mailing address is P.O. Box 5000, Pineville, Louisiana 71361-5000, and its telephone number is (318) 484-7400.

Cleco’s homepage on the Internet is located at http://www.cleco.com. Cleco Corporation’s and Cleco Power’s Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K and other filings with the SEC are available, free of charge, through Cleco’s website after those reports or filings are filed electronically with or furnished to the SEC. Cleco’s filings also can be obtained at the SEC’s Public Reference Room at 100 F Street, NE, Room 1580, Washington, DC 20549. Information on the operation of the Public Reference Room may be obtained by calling the SEC at 1-800-SEC-0330. Cleco’s electronically filed reports also can be obtained on the SEC’s Internet site located at http://www.sec.gov. Cleco’s corporate governance guidelines, code of business conduct, ethics and business standards, and the charters of its board of directors’ audit, compensation, executive, finance, nominating/governance, and qualified legal compliance committees are available on its website and available in print to any shareholder upon request. Information on Cleco’s website or any other website is not incorporated by

reference into this Report and does not constitute a part of this Report.

At December 31, 2011, Cleco Power had 975 employees. Cleco Power’s mailing address is P.O. Box 5000, Pineville, Louisiana, 71361-5000, and its telephone number is (318) 484-7400.

Cleco Power meets the conditions specified in General Instructions I(1)(a) and (b) to Form 10-K and therefore is permitted to use the reduced disclosure format for wholly owned subsidiaries of reporting companies. Accordingly, Cleco Power has omitted from this Report the information called for by the following Part II items of Form 10-K: Item 6 (Selected Financial Data) and Item 7 (Management’s Discussion and Analysis of Financial Condition and Results of Operations); and the following Part III items of Form 10-K: Item 10 (Directors, Executive Officers, and Corporate Governance of the Registrants), Item 11 (Executive Compensation), Item 12 (Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters), and Item 13 (Certain Relationships and Related Transactions, and Director Independence).

OPERATIONS

Cleco Power

Segment Financial Information

Summary financial results of the Cleco Power segment for years 2011, 2010, and 2009 are presented in the following table.

(THOUSANDS)	2011			2010			2009
Revenue
Electric operations	$	1,051,956		$	1,086,102		$	808,646
Other operations	$	50,948		42,578			33,558
Electric customer credits	$	(6,811	)	(9,596		)	—
Affiliate revenue	$	1,389		1,371			1,395
Operating revenue, net	$	1,097,482		$	1,120,455		$	843,599
Depreciation expense	$	112,846		$	105,586		$	77,064
Interest charges	$	97,090		$	78,731		$	58,562
Interest income	$	630		$	379		$	1,449
Federal and state income taxes	$	69,409		$	75,107		$	15,297
Segment profit	$	142,835		$	147,405		$	111,166
Additions to long-lived assets	$	201,980		$	449,052		$	235,385
Equity investment in investee	$	14,532		$	13,073		$	12,873
Segment assets	$	3,726,471		$	3,795,205		$	3,363,962

For more information on Cleco Power’s results of operations, see Part II, Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations — Results of Operations — Cleco Power’s Results of Operations.”

Certain Factors Affecting Cleco Power

As an electric utility, Cleco Power is affected, to varying degrees, by a number of factors influencing the electric utility industry in general. These factors include, among others, fluctuations in the price of fuel, an increasingly competitive business environment, the cost of compliance with environmental and reliability regulations, conditions in the credit markets and global economy, changes in the federal and state regulation of generation, transmission, and the sale

7

CLECO CORPORATION CLECO POWER 2011 FORM 10-K

of electricity, and the increasing uncertainty of future federal regulatory and environmental policies. For a discussion of various regulatory changes and competitive forces affecting Cleco Power and other electric utilities, see “Cautionary Note Regarding Forward-Looking Statements” and “— Regulatory Matters, Industry Developments, and Franchises” and Part II, Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations — Financial Condition — Regulatory and Other Matters — Market Restructuring.” For a discussion of risk factors affecting Cleco Power’s business, see Item 1A, “Risk Factors — Transmission Constraints,” “— LPSC Audits,” “— Hedging and Risk Management Activities,” “— Commodity Prices,” “— Global Economic Environment and Uncertainty,” “— Future Electricity Sales,” “— Cleco Power Generation Facilities,” “— Reliability and Infrastructure Protection Standards Compliance,” “— Environmental

Compliance,” “— Regulatory Compliance,” “— Weather Sensitivity,” “— Retail Electric Service,” “— Wholesale Electric Service,” “— Cleco Credit Ratings,” “— Cleco Power’s Rates” “— Alternative Generation Technology,” “— Insurance,” “— Litigation,” “— Taxes,” “— Health Care Reform,” “— Technology and Terrorism Threats,” and “— Cleco Power Unsecured and Unsubordinated Obligations.”

Power Generation

In December 2011, Cleco Power retired Teche Unit 2. As of December 31, 2011, Cleco Power’s aggregate net electric generating capacity was 2,488 MW. This amount reflects the maximum production capacity these units can sustain over a specified period of time. The following table sets forth certain information with respect to Cleco Power’s generating facilities:

GENERATING STATION	YEAR OF INITIAL OPERATION	NAMEPLATE CAPACITY (MW)		NET CAPACITY (MW) (1)	TYPE OF FUEL USED  FOR GENERATION(2)	GENERATION TYPE
Brame Energy Center
Nesbitt Unit 1	1975	440		422	natural gas/oil	steam
Rodemacher Unit 2	1982	157	(3)	148	coal/natural gas	steam
Madison Unit 3	2010	600		628	petroleum coke/coal	steam
Acadia Unit 1	2002	580		583	natural gas	combined cycle
Teche Unit 1	1953	23		18	natural gas	steam
Teche Unit 3	1971	359		328	natural gas/oil	steam
Teche Unit 4	2011	33		34	natural gas	simple cycle
Dolet Hills Power Station	1986	325	(4)	319	lignite/natural gas	steam
Franklin Gas Turbine	1973	7		8	natural gas	gas
Total generating capability		2,524		2,488

⁽¹⁾ Based on capacity testing of the generating units performed between June and September 2011.

⁽²⁾ When oil is used on a standby basis, capacity may be reduced.

⁽³⁾Represents Cleco Power’s 30% ownership interest in the capacity of Rodemacher Unit 2, a 523-MW generating unit.

⁽⁴⁾ Represents Cleco Power’s 50% ownership interest in the capacity of Dolet Hills, a 650-MW generating unit.

The following table sets forth the amounts of power generated by Cleco Power for the years indicated.

PERIOD	THOUSAND MWh	PERCENT OF TOTAL ENERGY REQUIREMENTS
2011	10,025	86.5
2010	8,753	74.7
2009	4,943	46.4
2008	4,747	44.3
2007	4,504	42.0

The primary factor causing the increase in power generated at Cleco Power’s own facilities was a result of the acquisition of Acadia Unit 1 and the completion of Madison Unit 3 during 2010.

Fuel and Purchased Power

Changes in fuel and purchased power expenses reflect fluctuations in types and pricing of fuel used for electric generation, fuel transportation and delivery costs, availability of economical power for purchase, and deferral of expenses for recovery from customers through the fuel adjustment clause in subsequent months. For a discussion of certain risks associated with changes in fuel costs and their impact on utility customers, see Item 1A, “Risk Factors — LPSC Audits” and “— Transmission Constraints.”

The following table sets forth the percentages of power generated from various fuels at Cleco Power’s electric generating plants, the cost of fuel used per MWh attributable to each such fuel, and the weighted average fuel cost per MWh.

			LIGNITE			COAL			NATURAL GAS				BIOMASS	PETROLEUM COKE
YEAR	COST PER MWh		PERCENT OF GENERATION	COST PER MWh		PERCENT OF GENERATION	COST PER MWh			PERCENT OF GENERATION	COST PER MWh		PERCENT OF GENERATION	COST PER MWh		PERCENT OF GENERATION	WEIGHTED AVERAGE  COST PER MWh
2011	$	30.99	23.6	$	29.48	15.6	$	46.39		33.8	$	65.06	—	$	31.70	27.0	$	36.12
2010	$	27.56	26.9	$	27.35	12.1	$	55.61		40.4	$	—	—	$	23.14	20.6	$	37.96
2009	$	26.04	45.1	$	27.10	21.5	$	105.22		33.1	$	—	—	$	34.64	0.3	$	52.49
2008	$	24.09	51.3	$	27.50	18.4	$	108.48		30.3	$	—	—	$	—	—	$	50.27
2007	$	19.80	42.2	$	26.07	24.8	$	129.80		33.0	$	—	—	$	—	—	$	57.65

8

CLECO CORPORATION CLECO POWER 2011 FORM 10-K

Power Purchases

When the market price of power is more economical than self-generation of power or when Cleco Power needs power to supplement its own electric generation, and when transmission capacity is available, Cleco Power purchases power from energy marketing companies or neighboring utilities. These purchases are made from the wholesale power market. During 2011, power purchases were made at prevailing market prices.

The following table sets forth the average cost and amounts of power purchased by Cleco Power on the wholesale market.

PERIOD	COST PER MWh		THOUSAND MWh	PERCENT OF TOTAL ENERGY REQUIREMENTS
2011	$	38.94	1,569	13.5
2010	$	43.66	2,966	25.3
2009	$	34.57	5,712	53.6
2008	$	73.72	5,959	55.7
2007	$	58.08	6,221	58.0

During 2011, 13.5% of Cleco Power’s energy requirements were met with purchased power, down from 25.3% in 2010. The primary factor causing the decrease was the absence of power purchase agreements and increased generation from Cleco Power’s own facilities as a result of the acquisition of Acadia Unit 1 and the completion of Madison Unit 3. The lower cost per MWh of purchased power was primarily due to lower natural gas prices. For information on Cleco Power’s ability to pass on to its customers substantially all of its fuel and purchased power expenses, see “— Regulatory Matters, Industry Developments, and Franchises — Rates.”

During 2011, Cleco Power met its capacity requirements with its owned generation and one long-term power purchase agreement. This long-term contract, which expires in April 2018, is for the purchase of 20 MW of power from the Sabine River Authority, which operates a hydroelectric generating plant. Cleco expects to meet its native load demand in 2012 with Cleco Power’s own generation capacity and the contracts with NRG Power Marketing LLC and Evangeline. For more information on these contracts, see Part II, Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations — Financial Condition — Regulatory and Other Matters — Generation RFP.”

Due to its location on the transmission grid, Cleco Power relies on two main suppliers of electric transmission when accessing external power markets. At times, constraints limit the amount of purchased power these transmission providers can deliver into Cleco Power’s service territory. Cleco Power’s power contracts, as well as spot market power purchases, may be affected by these transmission constraints. For information on the Acadiana Load Pocket project and how transmission constraints in this area are expected to be reduced, see Part II, Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations — Overview — Cleco Power — Acadiana Load Pocket Project.”

Coal, Petroleum Coke, and Lignite Supply

Cleco Power uses coal for generation at Rodemacher Unit 2. In 2007, Cleco Power entered into agreements with Rio Tinto Energy America and Peabody Energy to provide the majority of coal needs through 2014. The coal supply agreements are fixed-priced for each year of the contract and together provide for the full requirements to support Cleco Power’s minimum planned dispatch of Rodemacher Unit 2 (four million tons total

over the seven-year period). To the extent that the actual dispatch of the unit exceeds the planned dispatch, Cleco Power expects to make additional spot purchases to maintain inventory within targeted levels. The volume commitment was designed to reasonably assure that excess inventory will not accumulate during the term of the agreement. With respect to transportation of coal, Cleco Power has amended and extended an agreement with Union Pacific Railroad Company for transportation of coal from Wyoming’s Powder River Basin to Rodemacher Unit 2 through December 31, 2016. Cleco Power leases approximately 241 railcars to transport its coal under two long-term leases. One of the railcar leases expires in March 2017, and the other expires in March 2021.

Cleco Power uses a combination of petroleum coke and Illinois Basin Coal for generation at Madison Unit 3. The blending of this coal with petroleum coke has proven to be a fuel mix that ensures reliable operation of Madison Unit 3. Petroleum coke is a by-product of the oil refinery process and is not considered a fuel specifically produced for a market; however, more than adequate petroleum coke supplies are produced from refineries each year throughout the world particularly in the Gulf Coast region. During 2011, Cleco received the majority of its petroleum coke supply from Valero Energy and Marathon Petroleum, while a small volume was purchased from ConocoPhillips’ newly constructed Coking Unit at its Wood River Refinery located near Roxana, Illinois on the Upper Mississippi River. The majority of the petroleum coke purchases were in accordance with existing contracts ranging in terms of three to five years ending December 31, 2014. The ConocoPhillips purchase was a short-term purchase for delivery over a two-month term. Each of the agreements are priced per the Jacobs Consultancy Petroleum Coke Quarterly Monthly Price Index or the “PACE” Monthly Index.

During 2011, Cleco purchased approximately 370,000 tons of Illinois Basin Coal from Peabody Energy and approximately 40,000 tons from Knight Hawk Coal, LLC. Cleco has entered into an agreement with Knight Hawk Coal, LLC for delivery of 400,000 and 200,000 tons in 2012 and 2013, respectively. Cleco continues to use Louisiana waterways such as the Mississippi and the Red Rivers to deliver both petroleum coke and Illinois Basin Coal to the plant site. Savage Services continues to be Cleco's exclusive transportation provider pursuant to an agreement that ends December 31, 2013. Cleco has an option to extend the agreement for an additional five years. Additional equipment was chartered per the existing transportation agreement to deliver fuel during 2011. Product delivery during 2012 is anticipated to require 54 barges and 4 tug boats dedicated to Cleco for service to transport petroleum coke, Illinois Basin Coal, and limestone from each of the suppliers to the plant, as well as provide logistics coordination and terminaling operations at Cleco’s unloading dock located near the plant. At December 31, 2011, Cleco Power’s petroleum coke inventory at Madison Unit 3 was approximately 143,000 tons (approximately a 44-day supply), and Cleco Power’s Illinois Basin Coal inventory at Madison Unit 3 was approximately 198,000 tons (approximately a 113-day supply).

Cleco Power uses lignite for generation at the Dolet Hills Power Station. Cleco Power and SWEPCO each own an undivided 50% interest in the other’s leased and owned lignite reserves within the Dolet Hills mine in northwestern Louisiana. Additionally, through Oxbow, which is owned 50% by Cleco Power and 50% by SWEPCO, Cleco Power and SWEPCO control approximately 43 million tons of estimated recoverable lignite reserves in the Red River mine, also located in

9

CLECO CORPORATION CLECO POWER 2011 FORM 10-K

northwestern Louisiana. Cleco Power and SWEPCO have entered into a long-term agreement with DHLC for the mining and delivery of lignite reserves at both mines, the operations of which are conducted together by SWEPCO. The Amended Lignite Mining Agreement requires Cleco Power and SWEPCO to purchase the lignite mined and delivered by DHLC at cost plus a specified management fee. The term of this contract runs until all economically mineable lignite has been mined. The reserves from these mines are expected to be sufficient to fuel the Dolet Hills Power Station until at least 2026. At December 31, 2011, Cleco Power’s investment in Oxbow was $14.5 million. For information regarding deferred mining costs and obligations associated with this mining agreement see, Part II, Item 8, “Financial Statements and Supplementary Data — Notes to the Financial Statements — Note 3 — Regulatory Assets and Liabilities — Mining Costs” and Note 14 — “Litigation, Other Commitments and Contingencies, and Disclosures about Guarantees — Off-Balance Sheet Commitments.” For more information on Oxbow, see Part II, Item 8, “Financial Statements and Supplementary Data — Notes to the Financial Statements — Note 12 — Variable Interest Entities — Equity Method VIEs — Oxbow.”

The continuous supply of coal and lignite may be subject to interruption due to adverse weather conditions or other factors that may disrupt mining operations or transportation to the plant site. At December 31, 2011, Cleco Power’s coal inventory at Rodemacher Unit 2 was approximately 140,000 tons (approximately a 64-day supply), and Cleco Power’s lignite inventory at Dolet Hills was approximately 223,000 tons (approximately a 37-day supply).

Natural Gas Supply

During 2011, Cleco Power purchased 32.7 million MMBtus of natural gas for the generation of electricity. The annual and average per-day quantities of gas purchased by Cleco Power from each supplier are shown in the following table.

NATURAL GAS SUPPLIER	2011 PURCHASES (MMBtu)	AVERAGE AMOUNT PURCHASED PER DAY (MMBtu)	PERCENT OF TOTAL NATURAL GAS USED
Gavilon, LLC	10,034,834	27,500	30.7	%
Shell Energy North America	4,819,522	13,200	14.7	%
Citigroup Energy Inc.	3,324,822	9,100	10.2	%
Southwestern Energy Services Co.	3,145,900	8,600	9.6	%
QEP Energy Company	2,733,414	7,500	8.4	%
Tauber Oil Company	2,201,175	6,000	6.7	%
Total Gas & Power North America	1,622,000	4,400	5.0	%
Others	4,816,750	13,200	14.7	%
Total	32,698,417	89,500	100.0	%

Cleco Power owns natural gas pipelines and interconnections at all of its generating facilities which allow it to access various natural gas supply markets and maintain a more economical fuel supply for Cleco Power’s customers.

Natural gas was available without interruption throughout 2011. Cleco Power expects to continue to meet its natural gas requirements with purchases on the spot market through daily, monthly, and seasonal contracts with various natural gas suppliers. However, future supplies to Cleco Power remain vulnerable to disruptions due to weather events and transportation delays. Large industrial users of natural gas, including electric utilities, generally have low priority among gas users in the event pipeline suppliers are forced to curtail deliveries due to inadequate supplies. As a result, prices may increase rapidly in response to temporary supply interruptions.

Partially addressing potential natural gas fuel curtailments and interruptions during 2011, Cleco contracted for natural gas storage with Pine Prairie Energy Center in 2010 for a period of five years ending in April 2015. Gas storage will be used to supply gas to Cleco Power’s generating facilities in the event of an interruption of supply due to events of force majeure and to operationally balance gas supply to the units. It will also be used to mitigate short-term natural gas price spikes that may occur. The storage volume is contracted by paying a capacity reservation charge at a fixed rate. There are also variable charges incurred to withdraw and inject gas from storage. During 2011, Cleco’s Board of Directors approved a capital project to connect Pine Prairie Energy Center to Acadia. This new pipeline is expected to provide added flexibility and reduce the cost of gas transportation to Acadia. The project is expected to be complete by December 31, 2012. Currently, Cleco Power anticipates that its diverse supply options, gas storage, and alternative fuel capability, combined with its solid-fuel generation resources, are adequate to meet its fuel needs during any temporary interruption of natural gas supplies.

Fuel Oil Supply

Cleco Power has in the past stored fuel oil at its Brame Energy Center and its Teche Power Station. The Brame Energy Center has storage capacity for an approximate 95-day supply, and the Teche Power Station has storage capacity for an approximate 28-day supply. During 2011, Cleco Power sold its entire fuel oil supply. Cleco Power does not anticipate a need to use fuel oil as a fuel source going forward.

Sales

Cleco Power’s 2011 and 2010 system peak demands, which occurred on August 3, 2011, and August 2, 2010, were 2,355 MW and 2,348 MW, respectively. Sales and system peak demand are affected by weather and are typically highest during the summer air-conditioning season. In 2010, Cleco Power experienced above-normal summer and winter conditions. In 2011, Cleco Power experienced above-normal summer weather conditions and a milder winter. For information on the effects of future energy sales on Cleco Power’s financial condition, results of operations, and cash flows, see Item 1A, “Risk Factors — Weather Sensitivity” and “— Future Electricity Sales.” For information on the financial effects of seasonal demand on Cleco Power’s quarterly operating results, see Part II, Item 8, “Financial Statements and Supplementary Data — Notes to the Financial Statements — Note 20 — Miscellaneous Financial Information (Unaudited).”

Capacity margin is the net capacity resources (either owned or purchased) less native load demand divided by net capacity resources. Each year, members of the SPP submit forecasted native load demand and the forecasted mix of net capacity resources to meet this demand. During 2010, Cleco Power’s capacity margin was 13.9%, which is above the SPP’s capacity margin benchmark of 12.0%, primarily due to the addition of Acadia Unit 1 and Madison Unit 3 to Cleco Power’s capacity resources. During 2011, Cleco Power’s capacity margin was 13.0%. Cleco Power expects to meet the SPP’s capacity benchmark of 12.0% in 2012.

Capital Investment Projects

For a discussion of Cleco Power’s capital investment projects, see Part II, Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations — Overview — Cleco Power — Acadiana Load Pocket Project,” and “— AMI Project.”

10

CLECO CORPORATION CLECO POWER 2011 FORM 10-K

Midstream

Summary financial results of the Midstream segment for 2011, 2010, and 2009 are presented in the following table. In accordance with authoritative guidance during 2010, Cleco was required to reconsolidate Evangeline with its consolidated financial statements and discontinue reporting its investment in Evangeline on the equity method of accounting. As a result, effective January 1, 2010, the assets and liabilities of Evangeline are no longer represented by one line item corresponding to Midstream’s equity investment in Evangeline but instead are being reported in the corresponding line items in the consolidated financial statements of Midstream. Effective January 1, 2010, Evangeline’s revenues and expenses were reported on several line items, as compared to previously being netted and reported on one line item as equity income (loss) from investees on the consolidated financial statements of Midstream.

(THOUSANDS)	2011			2010		2009
Revenue
Tolling operations	$	19,004		$	26,067	$	—
Other operations	9			3		1
Affiliate revenue	45			960		8,748
Operating revenue, net	$	19,058		$	27,030	$	8,749
Depreciation expense	$	5,872		$	5,779	$	177
Interest charges	$	(28,996	)	$	7,140	$	7,408
Equity income (loss) from investees, before tax	$	62,053		$	38,848	$	(19,339	)
Gain on toll settlement	$	—		$	148,402	$	—
Federal and state income tax expense (benefit)	$	44,637		$	71,255	$	(11,027	)
Segment profit (loss)	$	42,792		$	114,467	$	(17,730	)
Additions to long-lived assets	$	8,437		$	2,113	$	55
Equity investment in investees	$	—		$	73,648	$	223,652
Total segment assets	$	233,666		$	316,165	$	270,713

As of December 31, 2011, Midstream wholly and directly owned three active limited liability companies that operated mainly in Louisiana.

• Evangeline, which owns and operates Coughlin, a combined-cycle natural gas-fired power plant and owns a natural gas interconnection that allows for access to the natural gas supply market.

• APH, which prior to April 29, 2011, owned a 50% indirect interest in Acadia, a combined-cycle natural gas-fired power plant.

• Generation Services, which prior to December 24, 2011, offered power station operations and maintenance services. Its customers were Evangeline and Acadia. On December 24, 2011, Generation Services’ employees were transferred to Midstream.

The following table sets forth certain information with respect to Midstream’s operating generating facilities.

GENERATING STATION	COMMENCEMENT  OF COMMERCIAL OPERATION	NAMEPLATE CAPACITY  (MW)	NET CAPACITY (MW)		TYPE OF FUEL USED FOR GENERATION
Coughlin Unit 6	2000	264	258	(1)	natural gas
Coughlin Unit 7	2000	511	497	(1)	natural gas
Total capacity		775	755
(1)Based on capacity testing of generating units performed in June 2009.

Midstream competes against regional and national companies that own and operate merchant power stations.

Prior to December 31, 2011, Evangeline’s capacity was dedicated to one customer, JPMVEC. On February 22, 2010, Evangeline and JPMVEC terminated the Evangeline Tolling Agreement which was set to expire in 2020 and entered into the Evangeline 2010 Tolling Agreement, effective March 1, 2010. The new tolling agreement was an exclusive, market-based tolling agreement for Coughlin’s generating Units 6 and 7, expiring December 31, 2011, with an option for JPMVEC to extend the term of the agreement through December 31, 2012. The tolling agreement gave the tolling counterparty the right to own, dispatch, and market all of the electric generation capacity of the respective facility. Under the tolling agreement, the tolling counterparty was responsible for providing its own natural gas to the facility and paid a fixed fee and a variable fee for operating and maintaining the respective facility. JPMVEC did not exercise the option to extend the tolling agreement and as a result, Coughlin’s capacity and energy became available to Midstream beginning January 1, 2012. In January 2012, Evangeline began serving Cleco Power 250 MW of capacity and energy under an agreement through April 30, 2012, with the remaining output at Evangeline being marketed through an energy management services agreement with a third party marketer. In December 2011, Evangeline was notified that Cleco Power selected its proposal to fulfill Cleco Power’s capacity and energy needs as defined in the Cleco Power RFP for contractual resources to meet CSAPR beginning in May 2012. The proposal was for a 730-MW product beginning May 1, 2012, and ending April 30, 2015. The definitive agreement between Evangeline and Cleco Power was executed in January 2012 and has been submitted to the LPSC and FERC for approval. Currently, Midstream is marketing Coughlin’s capacity for periods beginning after April 30, 2015 and is evaluating various options to optimize Coughlin’s value. For more information about CSAPR, see "— Environmental Matters.” For information on the RFP, see Part II, Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations — Financial Condition — Regulatory and Other Matters — Generation RFP.”

During 2009, Acadia executed definitive agreements with both Cleco Power and Entergy Louisiana whereby Cleco Power and Entergy Louisiana would each acquire one 580-MW unit of the Acadia plant. In February 2010, the transaction with Cleco Power was completed and in April 2011, the transaction with Entergy Louisiana was completed. Cleco Power assumed responsibility for operation of both units and continues to operate both units at the Acadia Power Station. For more information on these related transactions and risks and uncertainties, see Part II, Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations — Results of Operations — Midstream — Significant Factors Affecting Midstream — Earnings are primarily affected by the following factors.” For more information on Acadia’s transactions with Cleco Power and Entergy Louisiana, see Part II, Item 8, “Financial Statements and Supplementary Data — Notes to the Financial Statements — Note 14 — Litigation, Other Commitments and Contingencies, and Disclosures about Guarantees — Other Commitments — Acadia Transactions,” and Note 18 — “Acadia Transactions.”

In December 2011, Midstream contributed all of its ownership interests in CLE Intrastate to Evangeline. Prior to this transaction, CLE Intrastate’s revenue was generated primarily from a monthly reservation fee paid by Evangeline for access to the Columbia Gulf interconnect and from a

11

CLECO CORPORATION CLECO POWER 2011 FORM 10-K

transportation fee that varied depending on the amount of gas transported through the interconnect for use by Coughlin.

At December 31, 2011, Midstream had 32 employees.

For more information on Midstream’s operations, see Part II, Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations — Results of Operations — Midstream.”

Customers

No single customer accounted for 10% or more of Cleco’s consolidated revenue or Cleco Power’s consolidated revenue in 2011, 2010, or 2009. For more information regarding Cleco’s sales and revenue, see Part II, Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations — Results of Operations.”

Capital Expenditures and Financing

For information on Cleco’s capital expenditures, financing and related matters, see Part II, Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations — Financial Condition — Liquidity and Capital Resources — Cash Generation and Cash Requirements.”

REGULATORY MATTERS, INDUSTRY DEVELOPMENTS, AND FRANCHISES

Rates

Cleco Power’s electric operations are subject to the jurisdiction of the LPSC with respect to retail rates, standards of service, accounting, and other matters. Cleco Power also is subject to the jurisdiction of FERC with respect to rates for wholesale service, accounting, interconnections with other utilities, and the transmission of power and reliability. Periodically, Cleco Power has sought and received from both the LPSC and FERC increases in base rates to cover increases in operating costs and costs associated with additions to generation, transmission, and distribution facilities.

Beginning in 2010, the amount of Cleco Power’s yearly retail earnings is subject to the terms of a FRP established by the LPSC. The new rates and the FRP became effective upon commencement of commercial operations at Madison Unit 3 on February 12, 2010. The 2010 FRP establishes a target return on equity and requires all or a portion of regulated earnings for each yearly review period above the targeted regulatory rate of return on equity to be credited to Cleco Power’s retail customers. The 2010 FRP allows Cleco Power the opportunity to earn a target return on equity of 10.7%, including returning to retail customers 60.0% of retail earnings between 11.3% and 12.3% and all retail earnings over 12.3%.The amount of credits due customers, if any, is determined by Cleco Power and the LPSC annually. The capital structure assumes an equity ratio of 51.0%. The 2010 FRP included a mechanism that allowed for the recovery of revenue requirements related to Cleco Power’s acquisition of Acadia Unit 1, which was completed in February 2010 and the Acadiana Load Pocket transmission project, which is expected to be completed by December 2012. The 2010 FRP allows Cleco Power to propose additional capital projects to the LPSC during its initial four-year term. For more information on Cleco Power’s acquisition of Acadia Unit 1 and the Acadiana Load Pocket project, see Part II, Item 8, “Financial Statements and Supplementary Data — Notes to the Financial Statements — Note 18 — Acadia Transactions — Acadia Unit 1” and Part II, Item 7, “Managements Discussion and Analysis of Financial Condition and Results of Operations — Financial Condition —

Regulatory and Other Matters — Acadiana Load Pocket Project.”

Cleco Power’s electric rates include a fuel and purchased power cost adjustment clause that enables it to adjust rates for monthly fluctuations in the cost of fuel and purchased power. Revenue from certain off-system sales to other utilities and energy marketing companies is passed on to customers through a reduction in fuel cost adjustment billing factors. Fuel adjustment clause costs are subject to monthly approval from the LPSC and recovery is subject to refund pending the completion of a periodic fuel audit by the LPSC. The LPSC Fuel Adjustment Clause General Order issued November 6, 1997, in Docket No. U-21497 provides that an audit of fuel adjustment clause filings will be performed not less than every other year. Cleco Power’s last fuel audit was for the years 2001 and 2002. Cleco Power currently has fuel adjustment clause filings for 2003 through 2011 subject to audit. In March 2009, the LPSC proceeded with the audit of fuel adjustment clause filings for the years 2003 through 2008. The total amount of fuel expenses included in the audit is approximately $3.26 billion. Cleco Power has responded to several sets of data requests from the LPSC and the responses are currently under review. The LPSC has not stated an amount of the fuel costs, if any, that would be disallowed and result in a refund to the customers. Management is not able to predict or give a reasonable estimate of the possible range of the disallowance, if any, related to this audit. However, if a disallowance of fuel costs is ordered resulting in a refund, any such refund could have a material adverse effect on the Registrants’ results of operations, financial condition, and cash flows.

In July 2009, the LPSC issued Docket No. U-29380 Subdocket A, which provides for an EAC to recover certain costs of environmental compliance as an adder to customers’ bills. The costs eligible for recovery are prudently incurred air emissions credits associated with complying with federal, state, and local air emission regulations that apply to the generation of electricity reduced by the sale of such allowances. Also eligible for recovery are variable emission mitigation costs, which are the cost of reagents such as ammonia and limestone that are used to reduce air emissions. These variable emission mitigation costs were historically recovered through the Fuel Adjustment Clause. On November 11, 2011, the LPSC opened Docket No. X-32150 to audit the costs for the periods October 2009 through October 2010. The total amount of environmental expenses included in the audit is approximately $2.4 million. Cleco Power has responded to data requests from the LPSC. These responses are currently under review by the LPSC. The LPSC has not stated an amount of the environmental costs, if any, that would be disallowed and result in a refund to customers. However, if a disallowance of environmental costs is ordered resulting in a refund, any such refund is not expected to have a material effect on the Registrants’ results of operations, financial condition, and cash flows.

For more information on Cleco Power’s retail and wholesale rates, including Cleco Power’s FRP, see Item 1A, “Risk Factors — LPSC Audits,” “— Retail Electric Service,” “— Wholesale Electric Service,” and “— Cleco Power’s Rates” and Part II, Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations — Financial Condition — Regulatory and Other Matters — Retail Rates of Cleco Power,” and — “Wholesale Rates of Cleco.”

12

CLECO CORPORATION CLECO POWER 2011 FORM 10-K

Franchises

Cleco Power operates under nonexclusive franchise rights granted by governmental units, such as municipalities and parishes (counties), and enforced by state regulation. These franchises are for fixed terms, which may vary from 10 years to 50 years or more. Historically, Cleco Power has been substantially successful in the timely renewal of franchises as each neared the end of its term. Cleco Power’s next municipal franchise expires in July 2014.

Franchise Renewals

Cleco Power renewed the following franchise agreements during 2010 and 2011.

DATE	CITY	TERM	NUMBER OF CUSTOMERS
July 2010	Pearl River	35 years	1,250
September 2010	Lecompte	30 years	711
October 2010	Crowley	20 years	6,195
November 2010	Grand Cane	30 years	160
December 2010	South Mansfield	30 years	180
July 2011	Opelousas	10 years	10,000
July 2011	Colfax	30 years	800
November 2011	Keachi	30 years	60
November 2011	Patterson	22 years	2,760
December 2011	Baldwin	22 years	945

Other Franchise Matters

On March 9, 2010, a complaint was filed in the 27th Judicial District Court of St. Landry Parish, State of Louisiana, on behalf of three Cleco Power customers in Opelousas, Louisiana. The complaint alleges that Cleco Power overcharged the plaintiffs. In addition, on May 11, 2010, a second complaint repeating the allegations of the first was filed on behalf of a number of Opelousas residents. For more information regarding these complaints, see Part II, Item 8, “Financial Statements and Supplementary Data — Notes to the Financial Statements — Note 14 — Litigation, Other Commitments and Contingencies, and Disclosures about Guarantees — Litigation — City of Opelousas.”

Industry Developments

For information on industry developments, see Part II, Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations — Financial Condition — Regulatory and Other Matters — Market Restructuring.”

Wholesale Electric Competition

For a discussion of wholesale electric competition, see Part II, Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations — Financial Condition — Regulatory and Other Matters — Market Restructuring — Wholesale Electric Markets.”

Retail Electric Competition

For a discussion of retail electric competition, see Part II, Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations — Financial Condition — Regulatory and Other Matters — Market Restructuring — Retail Electric Markets.”

Legislative and Regulatory Changes and Matters

Various federal and state legislative and regulatory bodies are considering a number of issues that could shape the future of the electric utility industry. Such issues include, among others:

• the ability of electric utilities to recover stranded costs,

• the role of electric utilities, independent power producers and competitive bidding in the purchase, construction and operation of new generating capacity,

• the pricing of transmission service on an electric utility’s transmission system,

• FERC’s assessment of market power and utilities’ ability to buy generation assets,

• mandatory transmission reliability standards,

• the authority of FERC to grant utilities the power of eminent domain,

• increasing requirements for renewable energy sources,

• demand response and energy efficiency standards,

• comprehensive multi-emissions environmental regulation in the areas of air, water, and waste,

• regulation of greenhouse gas emissions,

• FERC’s increased ability to impose financial penalties,

• the American Recovery and Reinvestment Act of 2009,

• the Dodd-Frank Act, and

• the SEC’s requirement of financial statements prepared in accordance with International Financial Reporting Standards as issued by the International Accounting Standards Board by U.S. issuers for purposes of their filings with the SEC.

The Registrants are unable, at this time, to predict the outcome of such issues or effects on their financial position, results of operations, or cash flows.

For information on certain regulatory matters and regulatory accounting affecting Cleco, see Part II, Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations — Financial Condition — Regulatory and Other Matters.”

ENVIRONMENTAL MATTERS

Environmental Quality

Cleco is subject to federal, state, and local laws and regulations governing the protection of the environment. Violations of these laws and regulations may result in substantial fines and penalties. Cleco has obtained the environmental permits necessary for its operations, and management believes Cleco is in compliance in all material respects with these permits, as well as all applicable environmental laws and regulations. Environmental requirements affecting electric power generation facilities are complex, change frequently, and have become more stringent over time as a result of new legislation, administrative actions, and judicial interpretations. Therefore, the capital costs and other expenditures necessary to comply with existing and new environmental requirements are difficult to determine. Cleco Power may request recovery, from its retail customers, of the costs to comply with environmental laws and regulations. If revenue relief were to be approved by the LPSC, then Cleco Power’s retail rates could increase. If the LPSC were to deny Cleco Power’s request to recover all or part of its environmental compliance costs, then Cleco Power would bear those costs directly. Such a decision could negatively impact, perhaps significantly, the Registrants’ results of operations, financial condition, and cash flows. Cleco’s capital expenditures related to environmental compliance were $8.1 million during

13

CLECO CORPORATION CLECO POWER 2011 FORM 10-K

2011 and are estimated to be $41.0 million in 2012. The following table lists capital expenditures for environmental matters by subsidiary. All amounts include AFUDC.

SUBSIDIARY (THOUSANDS)	ENVIRONMENTAL CAPITAL EXPENDITURES FOR 2011		PROJECTED ENVIRONMENTAL CAPITAL EXPENDITURES FOR 2012
Cleco Power	$	6,980	$	41,000
Evangeline	1,103		—
Total	$	8,083	$	41,000

Projected environmental capital expenditures for 2012 include $22.0 million related to compliance with MATS, $11.0 million related to compliance with CSAPR, and $6.0 million related to the expansion of the ash disposal landfill for Madison Unit 3.

Air Quality

Air emissions from each of Cleco’s generating units are strictly regulated by the EPA and the LDEQ. The LDEQ has authority over and implements certain air quality programs established by the EPA under the federal CAA, as well as its own air quality regulations. The LDEQ establishes standards of performance and requires permits for electric generating units in Louisiana. All of Cleco’s generating units are subject to these requirements.

The EPA has proposed and adopted rules under the authority of the CAA relevant to the emissions of SO₂ and NO_x from Cleco’s generating units. The CAA established the Acid Rain Program to address the effects of acid rain and imposed restrictions on SO₂ emissions from certain generating units. The CAA requires these generating units to possess a regulatory “allowance” for each ton of SO₂ emitted beginning in the year 2000. The EPA allocates a set number of allowances to each affected unit based on its historic emissions. As of December 31, 2011, Cleco Power and Midstream had sufficient allowances for 2011 operations and expect to have sufficient allowances for 2012 operations under the Acid Rain Program.

The Acid Rain Program also established emission rate limits on NO_x emissions for certain generating units. Cleco Power is able to achieve compliance with the acid rain permit limits for NO_x at all of its affected facilities.

On July 6, 2011, the EPA finalized a rule titled “Federal Implementation Plans to Reduce Interstate Transport of Fine Particulate Matter and Ozone” known as CSAPR that would require significant reductions in SO₂ and NO_x emissions from electric generating units (EGUs) in 28 states, including Louisiana. Under CSAPR, the EPA would set total emissions limits for each state allowing limited interstate trading (and unlimited intrastate trading) of emission allowances among power plants to comply with these limits beginning May 1, 2012. Specifically for Louisiana, CSAPR would limit NO_xemissions for the ozone season, consisting of the months of May through September.

On December 30, 2011, in response to numerous petitions by both state and industry participants, the D.C. Circuit Court of Appeals issued an order staying implementation of CSAPR pending resolution of legal challenges to the rule. The Court further ordered that the Clean Air Interstate Rule, a predecessor rule to CSAPR, remain in place while CSAPR is stayed. Oral arguments are scheduled to be heard in April 2012 and the Court could decide the case as early as the summer of 2012. Cleco is considering various options for meeting the NO_x allocation established by CSAPR for Cleco’s

generating units, in the event the stay is eventually lifted. These options include the installation of additional emission controls, the purchase of allowances, the implementation of alternate dispatch schedules for generation units, and the acquisition of alternate generation resources. For more information, see the chart above detailing Cleco Power’s anticipated capital expenditures and Part II, Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations — Financial Condition — Regulatory and Other Matters — Generation RFP” for a discussion of Cleco Power’s RFP for contractual resources to meet CSAPR requirements. If the stay is lifted and Cleco cannot obtain sufficient ozone season allowances to cover its ozone season emissions then despite the implementation of one or more of the above options, Cleco may not be able to meet its customers’ demand without incurring significant fines and penalties.

The EPA also has adopted rules under Section 112 of the CAA governing the emissions of mercury and other hazardous air pollutants from certain EGUs. The EPA established maximum achievable control technology (MACT) standards for coal-fired EGUs in late 2011, and signed a final rule setting forth national emissions standards for hazardous air pollutants (NESHAP) from coal- and oil-fired electric utility steam generating units on December 16, 2011. The final rule is now known as MATS. MATS requires affected EGUs to meet specific numeric emission standards and work practice standards to address hazardous air pollutants.

MATS imposes strict emission limits on new and existing coal- and liquid oil-fired EGUs for mercury, acid gases (hydrochloric acid, or HCI, as a surrogate), and non-mercury metallic pollutants (filterable particulate matter (filterable PM) as a surrogate). Affected EGUs also have to comply with certain work practice standards to control the emission of organic air toxins.

MATS allows existing sources approximately three years to comply with the rule. The actual compliance deadline is April 16, 2015. A one-year compliance extension is available with approval from the relevant permitting authority, which in Cleco’s case is the LDEQ, if that facility is actively installing control equipment to comply with the rule.

Cleco continues its evaluation of control technology options for Dolet Hills, Madison Unit 3, and Rodemacher Unit 2. Significant capital expenditures could be required beginning in 2012 to engineer, procure, and install pollution controls and emissions monitoring equipment to ensure Cleco will be in a position to comply with MATS in a timely manner. Cleco’s liquid oil-fired units should not be affected by the rule. For more information, see the chart above and the language that follows for a discussion of Cleco Power’s anticipated control installations and associated capital expenditures required to comply with MATS.

Greenhouse gases (GHG) and their role in climate change have been the focus of recent study and legal action, including proposed federal legislation, final and proposed federal rulemakings, and civil actions. Fossil fuel-fired EGUs emit a significant amount of GHG in the combustion process. Congress has attempted to craft specific legislation that would reduce emissions of GHG by utilities, industrial facilities, and other manufacturing sectors of the economy. While Congressional attempts have not been successful, the possibility exists that federal GHG legislation may be enacted within the next several years.

In the absence of federal legislation, the EPA has recently adopted a series of rules under the CAA that, taken together,

14

CLECO CORPORATION CLECO POWER 2011 FORM 10-K

regulate GHG emissions from both mobile and stationary sources. As a result, beginning July 1, 2011, new major stationary sources of GHG emissions and major modifications of existing stationary sources are required to obtain a permit for their GHG emissions. In its May 13, 2010, Prevention of Significant Deterioration (PSD) and Title V GHG “Tailoring Rule,” the EPA set the threshold for new major sources and major modifications of existing sources of GHG emissions at 100,000 tons per year and 75,000 tons per year of CO₂ equivalents, respectively.

At this time, Cleco does not anticipate a modification at any of its existing sources that would trigger PSD and an associated Best Available Control Technology (BACT) demonstration for GHG.

In addition to its program for applying PSD and Title V permitting requirements to the largest stationary sources of GHG, the EPA has also committed to establish New Source Performance Standards (NSPS) for GHG emissions from fossil fuel power plants and refineries. On December 23, 2010, the EPA announced that it had settled litigation with states and environmental groups that sought to compel the EPA to establish NSPS. The EPA and the petitioners in the case are in the process of negotiating a revised schedule for the NSPS rulemaking. Under the settlement, the EPA committed to issue standards for new and modified facilities, and the power plant settlement also commits the EPA to issue standards for existing facilities. Cleco expects that the EPA will issue guidelines to the states requiring them to adopt and submit to the EPA for approval standards for existing, unmodified facilities that conform to those guidelines. Once the state standards are approved by the EPA and become effective, existing unmodified facilities must be given a reasonable amount of time to comply with the standards. At this time, Cleco cannot predict what these standards will entail or what level of GHG controls the EPA and the state of Louisiana will require. However, any new rules that require significant reductions of GHG emissions from EGUs could require potentially significant expenditures by Cleco, or modification or curtailment of operations, to maintain or achieve compliance.

The enactment of federal or state renewable portfolio standards (RPS) mandating the use of renewable and alternative fuel sources, such as wind, solar, biomass, and geothermal, could result in certain changes in Cleco’s business or its competitive position. These changes could include additional costs for renewable energy credits, alternate compliance payments, or capital expenditures for renewable generation resources. RPS legislation has been enacted in many states and Congress is considering various bills that would create a national RPS. Cleco continues to evaluate the impacts of potential RPS legislation on its businesses based on the RPS programs in other states. Cleco will continue to monitor developments related to RPS at the federal and state levels. For information on Cleco’s actions resulting from the LPSC’s recently passed Renewable Energy Order, see Part II, Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations — Financial Condition — Regulatory and Other Matters — Generation RFP — Renewable Energy Pilot Program.”

As part of its periodic re-evaluation of the protectiveness of the National Ambient Air Quality Standards (NAAQS), the EPA has adopted rules that strengthen the NAAQS for specific criteria pollutants including ozone, NO₂, and SO₂. In 2008, the EPA issued a NAAQS for ozone of 75 parts per billion (ppb). The EPA subsequently proposed to lower that standard, but dropped its proposed reconsideration and is currently moving

ahead with states, including Louisiana, to implement the 75 ppb ozone under the 2008 NAAQS. The EPA has recommended the five parish area around Baton Rouge as a non-attainment area for ozone under the 2008 NAAQS, which will require Louisiana to establish a state implementation plan to bring those areas back into attainment by 2015. Since NO_x emissions are a precursor to ozone formation, existing fossil fuel-fired EGUs located in or near ozone non-attainment areas could be targeted for installation of additional NO_x emission controls. Cleco cannot determine the potential impact of this rule on its generating units until Louisiana finalizes its state implementation plan for this rule.

A revised primary NAAQS for NO₂ promulgated by the EPA took effect on April 12, 2010. The EPA established a new one-hour standard at a level of 100 ppb to supplement the existing annual standard. The LDEQ has recommended designating two portions of highway in the Baton Rouge and New Orleans areas as non-attainment for NO₂; however, the EPA may redesignate areas based on new data it receives from states. Due to the fact that fossil fuel-fired EGUs are a significant source of NO₂ emissions in the country, a non-attainment designation could result in utilities such as Cleco being required to substantially reduce their NO₂ emissions. However, because no state implementation plan has been proposed, Cleco cannot predict the potential impacts of such a rule on its generating units at this time.

The EPA revised the NAAQS for SO₂ on June 22, 2010. The new standard is now a one-hour health standard of 75 ppb, designed to reduce short-term exposures to SO₂ ranging from five minutes to 24 hours. An important aspect of the new SO₂ standard is a revised emission monitoring network combined with a new ambient air modeling approach to determine compliance with the new standard. The LDEQ has recommended St. Bernard and East Baton Rouge as non-attainment areas. The EPA expects to identify or designate areas not meeting the new standard by July 2012. Utilities could be required to substantially reduce their SO₂ emissions to comply with this NAAQS. However, because no state implementation plan has been proposed, Cleco is unable to determine the potential impacts of this rule on its generating units at this time.

In February 2005, Cleco Power received notices from the EPA requesting information relating to the Brame Energy Center and the Dolet Hills Power Station. The apparent purpose of the data request is to determine whether Cleco Power has complied with New Source Review and NSPS requirements under the CAA in connection with capital expenditures, modifications, or operational changes made at these facilities. Cleco Power has completed its response to the initial data request. It is unknown at this time whether the EPA will take further action as a result of the information provided by Cleco Power.

Water Quality

Cleco’s facilities are also subject to federal and state laws and regulations regarding wastewater discharges. Cleco has received from the EPA and the LDEQ permits required under the federal Clean Water Act (CWA) for wastewater discharges from its generating stations. Wastewater discharge permits have fixed dates of expiration, and Cleco applies for renewal of these permits within the applicable time periods.

On March 28, 2011, the EPA proposed regulations which would establish standards for cooling water intake structures at existing power plants and other facilities pursuant to Section 316(b) of the CWA. The standards are intended to protect fish

15

CLECO CORPORATION CLECO POWER 2011 FORM 10-K

and other aquatic wildlife by minimizing capture both in screens attached to intake structures (impingement mortality), and in the actual intake structures themselves (entrainment mortality). For existing facilities that are designed to draw at least two million gallons per day of water from waters of the United States and use at least 25% of the water they withdraw exclusively for cooling, the proposed standards would (1) set a performance standard, measured as a fish mortality rate due to impingement, or reduce the flow velocity at cooling water intakes to less than 0.5 feet per second, and (2) require entrainment standards to be determined on a case-by-case basis by state delegated permitting authorities. Facilities subject to the proposed standards would have a maximum of eight years to comply with the impingement requirements, although state permitting authorities would have discretion to set a shorter deadline. Compliance with entrainment standards would be required “as soon as possible,”

by a date to be determined by the same permitting authorities. As presently drafted, portions of the proposed rule could apply to all of Cleco’s fossil fuel steam electric generating stations. Until more thorough studies are conducted, including technical and economic evaluations of the control options available and a final rule is issued, Cleco remains uncertain which technology options or retrofits would be required to be installed on its affected facilities. However, the costs of required technology options and retrofits could be significant, especially if closed cycle cooling is required.

The CWA requires the EPA to periodically review and, if appropriate, revise technology based effluent limitations guidelines for categories of industrial facilities, including power generating facilities. The EPA is currently expected to issue proposed revised steam electric effluent limitations guidelines by July 2012, and final revised steam electric effluent limitations guidelines by January 2014. The revised effluent limitations guidelines could require costly technological upgrades at Cleco’s existing facilities, in particular if additional wastewater treatment systems are required to be installed. Since the revised regulations are yet to be proposed, Cleco is unable to predict what the new effluent limitations guidelines will be or how significant the costs may be for Cleco to comply.

Solid Waste Disposal

In the course of operations, Cleco’s facilities generate solid and hazardous waste materials requiring management or eventual disposal. With the exception of coal combustion by-products or residuals (CCRs), Cleco does not dispose of wastes generated by its facilities on-site. The Solid Waste Division of the LDEQ has adopted a permitting system for the management and disposal of solid waste generated by power stations. Cleco has received all required permits from the LDEQ for the on-site disposal of solid waste from its generating stations. Cleco has renewed the solid waste permits for the existing Brame Energy Center and Dolet Hills solid waste units and has upgraded them according to the current Solid Waste Regulations and permit requirements.

On May 18, 2010, the EPA released a proposed rule for regulating the disposal and management of CCRs from coal-fired power plants. Rather than offering a single approach, the EPA requested comments on two options for regulating CCRs. The first, known as the “Subtitle C” option, would regulate CCRs as a new special waste subject to many of the requirements for hazardous waste, while the second, known as the “Subtitle D” option, would regulate CCRs in a manner similar to industrial solid waste. Either of the EPA proposed options represents a shift toward more comprehensive and

costly requirements for CCR disposal and management, but the Subtitle C option contains significantly more stringent requirements and will require greater capital and operating costs to comply with that rule, if finalized. Both options seem to allow the continued use of ash for certain beneficial reuses. Depending upon the outcome of the final rule, this regulatory proposal could significantly impact the manner and cost in which Cleco Power manages its CCRs. The final CCR rule is now expected to be issued by the EPA in late 2012 or early 2013. Any stricter requirements imposed on coal ash and associated ash management units by the EPA as a result of this new rule could significantly increase the cost of operating existing units or require them to be significantly upgraded. Until a final rule is promulgated, Cleco is unable to determine how significant the costs associated with potentially stricter requirements is likely to be.

Cleco produces certain wastes that are classified as hazardous at its electric generating stations and at other locations. Cleco does not treat, store long-term, or dispose of these wastes on-site; therefore, no permits are required. All hazardous wastes produced by Cleco are properly disposed of at permitted hazardous waste disposal sites.

Toxic Substances Control Act (TSCA)

The TSCA directs the EPA to regulate the marketing, disposal, manufacturing, processing, distribution in commerce, and use of PCBs. Cleco may continue to operate equipment containing PCBs under the TSCA. Once the equipment reaches the end of its usefulness, the EPA regulates handling and disposal of the equipment and fluids containing PCBs. Within these regulations, the handling and disposal is allowed only through the EPA approved and permitted facilities. Cleco properly disposes its PCB waste material at TSCA permitted disposal facilities.

Toxics Release Inventory (TRI)

The TRI requires an annual report from industrial facilities on about 650 substances that the facilities release into air, water, and land. The TRI ranks companies based on how much of a particular substance they release on a state and parish (county) level. Annual reports are due to the EPA on July 1 following the reporting year-end. Cleco has submitted required TRI reports on its activities, and the TRI rankings are available to the public. The rankings do not result in any federal or state penalties.

Electric and Magnetic Fields (EMFs)

The possibility that exposure to EMFs emanating from electric power lines, household appliances, and other electric devices may result in adverse health effects or damage to the environment has been a subject of some public attention. Cleco Power funds scientific research on EMFs through various organizations. To date, there are no definitive results, but research is continuing. Lawsuits alleging that the presence of electric power transmission and distribution lines has an adverse effect on health and/or property values have arisen in several states. Cleco Power is not a party in any lawsuits related to EMFs.

Comprehensive Environmental Response, Compensation and Liability Act (CERCLA)

In October 2007, Cleco received a Special Notice for Remedial Investigation and Feasibility Study (RI/FS) from the EPA pursuant to CERCLA (also known as the Superfund statute). CERCLA establishes several classes of PRPs for a

16

CLECO CORPORATION CLECO POWER 2011 FORM 10-K

contaminated site, and imposes strict, joint and several liability on those PRPs for the cost of response to the contamination. The special notice requested that Cleco Corporation and Cleco Power, along with many other listed PRPs, enter into negotiations with the EPA for the performance of an RI/FS at an area known as the Devil’s Swamp Lake site just northwest of Baton Rouge, Louisiana. The EPA has identified Cleco as one of many companies sending PCB wastes for disposal to the site. The Devil’s Swamp Lake site has been proposed to be added to the National Priorities List (NPL) based on the release of PCBs to fisheries and wetlands located on the site. The EPA has yet to make a final determination on whether to add Devil’s

Swamp Lake site to the NPL. The PRPs began discussing a potential proposal to the EPA in February 2008. Negotiations among the PRPs and the EPA are ongoing in regard to the RI/FS at the Devil’s Swamp Lake site, with little progress having been made since February 2008. The PRPs alleged to have disposed PCBs at the site have proposed a tentative cost-sharing formula with the facility owner to fund the RI/FS. The response to the proposal has been pending for months. Management is unable to determine how significant Cleco’s share of the costs associated with the RI/FS and possible response action at the facility site may be.

17

CLECO CORPORATION CLECO POWER 2011 FORM 10-K

ITEM 1A. RISK FACTORS

The following risk factors could have a material adverse effect on results and cause results to differ materially from those expressed in any forward-looking statements made by, or on behalf of, the Registrants.

Transmission Constraints

Transmission constraints could have a material adverse effect on the Registrants’ results of operations, financial condition, and cash flows.

Cleco Power relies on two main suppliers of electric transmission when accessing external power markets. At times, even after completion of the Acadiana Load Pocket project, physical constraints limit the amount of purchased power these transmission providers can deliver into Cleco Power’s service territory, which in turn can affect capacity or power purchases under long-term contracts, as well as spot market power purchases. If the amount of purchased power actually delivered into Cleco’s transmission system were to be less than the amount of power contracted for delivery, Cleco Power may rely on its own generation facilities to meet customer demand. Cleco Power’s incremental generation cost at that time could be higher than the cost to purchase power from the wholesale power market, thereby increasing its customers’ ultimate cost. In addition, the LPSC may not allow Cleco Power to recover part or all of its incremental generation cost, which could be substantial.

LPSC Audits

The LPSC conducts fuel audits that could result in Cleco Power making substantial refunds of previously recorded revenue.

Generally, fuel and purchased power expenses are recovered through the LPSC-established fuel adjustment clause, which enables Cleco Power to pass on to its customers substantially all such expenses. Recovery of fuel adjustment clause costs is subject to a periodic fuel audit by the LPSC. The LPSC Fuel Adjustment Clause General Order issued November 6, 1997, in Docket No. U-21497 provides that an audit will be performed not less than every other year.

Cleco Power currently has fuel adjustment clause filings for 2003 through 2011 subject to audit. In March 2009, the LPSC proceeded with the audit of fuel adjustment clause filings for the years 2003 through 2008. The total amount of fuel expenses included in the audit is approximately $3.26 billion. Cleco Power has responded to several data requests from the LPSC. These responses are currently under review by the LPSC. The LPSC has not stated an amount of the fuel costs, if any, that would be disallowed and result in a refund to the customers. Management is not able to predict or give a reasonable estimate of the possible range of the disallowance, if any, related to this audit. However, if a disallowance of fuel costs is ordered resulting in a refund, any such refund could have a material adverse effect on the Registrants’ results of operations, financial condition, and cash flows. The most recent fuel audit completed by the LPSC covered 2001 and 2002 and resulted in a refund of $16.0 million to Cleco Power’s retail customers in the first quarter of 2005.

The LPSC conducts environmental audits that could result in Cleco Power making substantial refunds of previously recorded revenue.

In July 2009, the LPSC issued Docket No. U-29380 Subdocket A, which provides for an EAC to recover certain costs of

environmental compliance as an adder to customers’ bills. The costs eligible for recovery are prudently incurred air emissions credits associated with complying with federal, state, and local air emission regulations that apply to the generation of electricity reduced by the sale of such allowances. Also eligible for recovery are variable emission mitigation costs, which are the cost of reagents such as ammonia and limestone that are used to reduce air emissions. These variable emission mitigation costs were historically recovered through the Fuel Adjustment Clause. On November 11, 2011, the LPSC opened Docket No. X-32150 to audit the costs for the periods October 2009 through October 2010. The total amount of environmental expenses included in the audit is approximately $2.4 million. Cleco Power has responded to data requests from the LPSC. These responses are currently under review by the LPSC. The LPSC has not stated an amount of the environmental costs, if any, that would be disallowed and result in a refund to customers. However, if a disallowance of environmental costs is ordered resulting in a refund, any such refund could affect the Registrants’ results of operations, financial condition, and cash flows.

Hedging and Risk Management Activities

Cleco Power is subject to market risk associated with fuel cost hedges relating to open natural gas contracts. Cleco has risk management policies which cannot eliminate all risk involved in its energy commodity activities.

Cleco Power enters into fuel cost hedge positions to mitigate the volatility in fuel costs passed through to its retail customers. When these positions close, actual gains or losses are deferred and included in the fuel adjustment clause in the month the physical contract settles. However, recovery of any of these fuel adjustment clause costs is subject to, and may be disallowed as part of, a prudency review or a periodic fuel audit conducted by the LPSC.

Cleco Power manages its exposure to energy commodity activities by maintaining risk management policies and establishing and enforcing risk limits and risk management procedures. These risk limits and risk management procedures cannot eliminate all risk associated with these activities, particularly if intentional misconduct is involved.

Financial derivatives reforms could increase the liquidity needs and costs of Cleco Power’s commercial trading operations.

In July 2010, Congress enacted federal legislation to reform financial markets that significantly altered how over-the-counter (OTC) derivatives are regulated. The law increased regulatory oversight of OTC energy derivatives, including (1) requiring standardized OTC derivatives to be traded on registered exchanges regulated by the Commodity Futures Trading Commission (CFTC), (2) imposing new and potentially higher capital and margin requirements and (3) authorizing the establishment of overall volume and position limits. The law gave the CFTC authority to exempt end users of energy commodities which could reduce, but not eliminate, the applicability of these measures to Cleco Power and other end users. These requirements could cause Cleco Power’s future OTC transactions to be more costly and have an adverse effect on its liquidity due to additional capital requirements. In addition, by standardizing OTC products, these reforms could limit the effectiveness of Cleco Power’s hedging programs because Cleco Power would have less ability to tailor OTC

18

CLECO CORPORATION CLECO POWER 2011 FORM 10-K

derivatives to match the precise risk it is seeking to protect.

Commodity Prices

Cleco Power is subject to the fluctuation in the market prices of various commodities which may increase the cost of producing power.

Cleco Power purchases natural gas, petroleum coke, lignite, and coal under long-term contracts and on the spot market. Historically, the markets for natural gas, petroleum coke, and coal have been volatile and are likely to remain volatile in the future. Cleco Power’s retail and wholesale rates include a fuel adjustment clause that enables it to adjust rates for monthly fluctuations in the cost of fuel and purchased power. However, recovery of any of these fuel adjustment clause costs is subject to, and may be disallowed as part of, a prudency review or a periodic fuel audit conducted by the LPSC or FERC.

Global Economic Environment and Uncertainty

The global economic environment and uncertainty may negatively impact Cleco’s business and financial condition, pension plan, lenders, and customers.

The global economic environment and uncertainty may have an impact on Cleco’s business and financial condition. Cleco’s ability to access capital markets could be severely restricted. This could have a material adverse impact on Cleco’s ability to fund capital expenditures or debt service, or on Cleco’s flexibility to react to changing economic and business conditions. Cleco’s pension plan portfolio has experienced significant volatility due to market conditions and may experience material losses in the future. The losses, in conjunction with plan funding requirements, could result in required pension plan contributions significantly higher and earlier than previously anticipated, which could have a material adverse impact on Cleco’s results of operations, financial condition, and cash flows. Further, the current economic environment and uncertainty could have a material adverse impact on Cleco’s lenders or its customers, causing them to fail to meet their obligations to Cleco or to delay payment of such obligations. Additionally, the current economic environment and uncertainty could lead to reduced electricity usage, which could have a material adverse impact on the Registrants’ results of operations, financial condition, and cash flows.

Future Electricity Sales

Cleco Power’s future electricity sales and corresponding base revenue and cash flows could be adversely affected by general economic conditions.

General economic conditions can negatively impact the businesses of Cleco Power’s industrial and commercial customers, resulting in decreased power purchases and lower base revenue. The recent recession adversely affected MWh sales due to closures and a reduction in load requirements across Cleco Power’s industrial customer base, particularly among manufacturers of wood and paper products. The paper industry remains vulnerable to decreasing demand for its products, and the downturn in residential home construction has also caused a significant reduction in the demand and prices for lumber and other wood products. Reduced production or the shut down of any of these customers’ facilities could substantially reduce Cleco Power’s base

revenue.

Future electricity sales could be impacted by industrial customers switching to alternative sources of energy, including on-site power generation, and retail customers consuming less electricity due to increased conservation efforts or increased electric usage efficiency.

Cleco Power Generation Facilities

Cleco Power’s generation facilities are susceptible to unplanned outages, significant maintenance requirements, and interruption of fuel deliveries.

The operation of power generation facilities involves many risks, including breakdown or failure of equipment, fuel supply interruption, and performance below expected levels of output or efficiency. Almost one-third of Cleco Power’s net capacity is at facilities that were originally constructed before 1980. Older equipment, even if maintained in accordance with good engineering practices, may require significant expenditures to operate at peak efficiency or availability, or in compliance with environmental permits. If Cleco Power fails to make adequate expenditures for equipment maintenance, Cleco Power risks incurring more frequent unplanned outages, higher than anticipated operating and maintenance expenditures, increased fuel or power purchase costs, and potentially the loss of revenue related to competitive opportunities. Newer equipment, such as that installed at Madison Unit 3, can be subject to startup issues, such as failures due to immaturity of control equipment safeguards and experience with operating under forced outage conditions.

Cleco Power’s generating facilities are fueled primarily by coal, natural gas, petroleum coke, and lignite. The deliverability of these fuel sources may be constrained due to such factors as higher demand, production shortages, weather-related disturbances or lack of transportation capacity. If the suppliers are unable to deliver the contracted volume of fuel, Cleco Power would have to replace any deficiency with alternative sources, which may not be as favorable and could increase the ultimate cost of fuel to customers. Fuel and purchased power expenses are recovered from customers through the fuel adjustment clause, which is subject to refund until either a prudency review or a periodic fuel audit is conducted by the LPSC.

Competition for access to other natural resources, particularly oil and natural gas, could negatively impact Cleco Power’s ability to access its lignite reserves. Land owners may grant other parties access for oil and natural gas drilling in the same area to which Cleco has been granted access for lignite reserves. Placement of drilling rigs and pipelines for developing oil and gas reserves can preclude access to lignite in the same areas, making right of first access critical with respect to extracting lignite. Competition for the right of first access may need to be determined through legal processes. Additionally, Cleco Power could be liable for the impacts of other companies’ activities on lands that have been mined and reclaimed by Cleco Power. Loss of access to lignite reserves or the liability for impacts on reclaimed lands could have material adverse effects to the Registrants’ results of operations, financial condition, and cash flows.

19

CLECO CORPORATION CLECO POWER 2011 FORM 10-K

Reliability and Infrastructure Protection Standards Compliance

Cleco is subject to mandatory reliability and critical infrastructure protection standards. Fines and civil penalties are imposed on those who fail to comply with these standards.

NERC serves as the ERO with authority to establish and enforce mandatory reliability and infrastructure protection standards, subject to FERC approval, for users of the nation’s transmission system. FERC enforces compliance with these standards. New standards are being developed and existing standards are continuously being modified.

As these standards continue to be adopted and modified, they may impose additional compliance requirements on Cleco Power and Midstream operations, which may result in an increase in capital expenditures and operating expenses. Failure to comply with these standards can result in the imposition of material fines and civil penalties.

In February 2010, the SPP RE notified Cleco that an audit would be conducted to determine Cleco’s compliance with the NERC Reliability Standard and Critical Infrastructure Protection cybersecurity standard requirements. The audit was conducted in April 2010. Cleco submitted mitigation plans and evidence of remedial efforts in connection with the SPP’s initial findings from the audit. Cleco and the SPP agreed to a financial settlement totaling less than $0.1 million, which has been approved by NERC. Cleco’s next scheduled audit will begin in 2013. Management is unable to predict the outcome of the future audit or whether it will have a material adverse effect on the Registrants’ results of operations, financial condition, and cash flows.

Environmental Compliance

Cleco’s costs of compliance with environmental laws and regulations are significant. The costs of compliance with new environmental laws and regulations, as well as the incurrence of incremental environmental liabilities, could be significant to the Registrants.

Cleco is subject to extensive environmental oversight by federal, state, and local authorities and is required to comply with numerous environmental laws and regulations related to air quality, water quality, waste management, natural resources, and health and safety. Cleco also is required to obtain and comply with numerous governmental permits in operating its facilities. Existing environmental laws, regulations, and permits could be revised or reinterpreted, and new laws and regulations could be adopted or become applicable to Cleco. For example, the EPA has announced rules that regulate CO₂ and hazardous air pollutants from electric generating units. Cleco may incur significant capital expenditures or additional operating costs to comply with these revisions, reinterpretations, and new requirements. If Cleco fails to comply, it could be subject to civil or criminal liabilities and fines or may be forced to shut down or reduce production from its facilities. Cleco cannot predict the outcome of pending or future legislative and rulemaking proposals.

Environmental advocacy groups, states, other organizations, some government agencies, and the presidential administration are focusing considerable attention on the potential role in climate change from power generation facilities emissions, including CO₂ emissions. Future changes in environmental regulations governing power plant emissions could make some of Cleco’s electric generating units uneconomical to maintain or operate. In addition, any legal

obligation that would require Cleco to substantially reduce its emissions beyond present levels could require extensive mitigation efforts and could raise uncertainty about the future viability of some fossil fuels as an energy source for new and existing electric generation facilities. Cleco cannot predict the outcome of pending or future legislative and rulemaking proposals.

Cleco Power may request recovery from its customers of its costs to comply with new environmental laws and regulations. If the LPSC were to deny Cleco Power’s request to recover all or part of its environmental compliance costs, there could be a material adverse effect on the Registrants’ results of operations, financial condition, and cash flows.

Regulatory Compliance

Cleco operates in a highly regulated environment, and adverse regulatory decisions or changes in applicable regulations could have a material adverse effect on the Registrants’ businesses or result in significant additional costs.

Cleco’s business is subject to extensive federal, state, and local energy, environmental and other laws and regulations. The LPSC regulates Cleco’s retail operations, and FERC regulates Cleco’s wholesale operations. The construction, planning, and siting of Cleco’s power plants and transmission lines also are subject to the jurisdiction of the LPSC and FERC. Additional regulatory authorities have jurisdiction over some of Cleco’s operations and construction projects including the EPA, the U.S. Bureau of Land Management, the U.S. Fish and Wildlife Services, the U.S. Department of Energy, the U.S. Army Corps of Engineers, the U.S. Department of Homeland Security, the Occupational Safety and Health Administration, the U.S. Department of Transportation, the LDEQ, the Louisiana Department of Health and Hospitals, the Louisiana Department of Natural Resources, the Louisiana Department of Public Safety, regional water quality boards, and various local regulatory districts.

Cleco must periodically apply for licenses and permits from these various regulatory authorities and abide by their respective orders. Should Cleco be unsuccessful in obtaining necessary licenses or permits or should these regulatory authorities initiate any investigations or enforcement actions or impose penalties or disallowances on Cleco, Cleco’s business could be adversely affected. Existing regulations may be revised or reinterpreted and new laws and regulations may be adopted or become applicable to Cleco or Cleco’s facilities in a manner that may have a detrimental effect on the Registrants’ business or result in significant additional costs because of Cleco’s need to comply with those requirements.

Weather Sensitivity

The operating results of Cleco Power are affected by weather conditions and may fluctuate on a seasonal and quarterly basis.

Weather conditions directly influence the demand for electricity, particularly kWh sales to residential customers. In Cleco Power’s service territory, demand for power typically peaks during the hot summer months. As a result, Cleco Power’s financial results may fluctuate on a seasonal basis. In addition, Cleco Power has sold less power, and consequently earned less income, when weather conditions were milder. Unusually mild weather in the future could have a material adverse impact on the Registrants’ results of operations, financial condition, and cash flows.

Severe weather, including hurricanes and winter storms,

20

CLECO CORPORATION CLECO POWER 2011 FORM 10-K

can be destructive, causing outages and property damage that can potentially result in additional expenses and lower revenue. Extreme drought conditions can impact the availability of cooling water to support the operations of generating plants, which can also result in additional expenses and lower revenue.

Retail Electric Service

Cleco Power’s retail electric rates and business practices are regulated by the LPSC, and reviews may result in refunds to customers.

Cleco Power’s retail rates for residential, commercial, and industrial customers and other retail sales are regulated by the LPSC, which conducts an annual review of Cleco Power’s earnings and regulatory return on equity. Through 2009, Cleco Power filed annual monitoring reports with the LPSC for 12-month periods ended September 30. In 2010, the reports were filed for 12-month periods ended June 30 and September 30. Beginning in 2011, Cleco Power filed the annual monitoring report for the 12-month period ended June 30. Cleco Power could be required to make a substantial refund of previously recorded revenue as a result of the LPSC review, and such refund could result in a material adverse effect on the Registrants’ results of operations, financial condition, and cash flows.

Wholesale Electric Service

Cleco Power’s wholesale electric rates and business practices are regulated by FERC, and Cleco could lose the right to sell at market-based rates.

Cleco Power’s wholesale rates are regulated by FERC, which conducts a review of Cleco Power’s generation market power every three years in addition to each time generation capacity changes. If FERC determines Cleco Power possesses generation market power in excess of certain thresholds, Cleco Power could lose the right to sell wholesale generation at market-based rates within its control area, which could result in a material adverse effect on the Registrants’ results of operations, financial condition, and cash flows.

Cleco Credit Ratings

A downgrade in Cleco Corporation’s or Cleco Power’s credit rating could result in an increase in their respective borrowing costs and a reduced pool of potential investors and funding sources.

While the senior unsecured debt ratings of Cleco Corporation and Cleco Power are currently investment grade, in recent years such ratings have been downgraded or put on negative watch by Moody’s and Standard & Poor’s. Neither Cleco Corporation nor Cleco Power can assure that its current debt ratings will remain in effect for any given period of time or that one or more of its debt ratings will not be lowered or withdrawn entirely by a rating agency. Credit ratings are not recommendations to buy, sell, or hold securities and each rating should be evaluated independently of any other rating. If Moody’s and Standard & Poor’s were to downgrade Cleco Corporation’s or Cleco Power’s long-term ratings, particularly below investment grade, the value of their debt securities would likely be adversely affected, and the borrowing cost of Cleco Corporation or Cleco Power, as the case may be, would likely increase. In addition, Cleco Corporation or Cleco Power, as the case may be, would likely be required to pay higher interest rates in future debt financings and be subject to more

onerous debt covenants, and its pool of potential investors and funding sources could decrease.

Holding Company

Cleco Corporation is a holding company, and its ability to meet its debt obligations and pay dividends on its common stock is dependent on the cash generated by its subsidiaries.

Cleco Corporation is a holding company and conducts its operations primarily through its subsidiaries. Substantially all of Cleco’s consolidated assets are held by its subsidiaries. Accordingly, Cleco Corporation’s ability to meet its debt obligations and to pay dividends on its common stock is largely dependent upon the cash generated by these subsidiaries. Cleco Corporation’s subsidiaries are separate and distinct entities and have no obligation to pay any amounts due on Cleco Corporation’s debt or to make any funds available for such payment. In addition, Cleco Corporation’s subsidiaries’ ability to make dividend payments or other distributions to Cleco Corporation may be restricted by their obligations to holders of their outstanding securities and to other general business creditors. Cleco Corporation’s right to receive any assets of any subsidiary, and therefore the right of its creditors to participate in those assets, will be effectively subordinated to the claims of that subsidiary’s creditors, including trade creditors. In addition, even if Cleco Corporation were a creditor of any subsidiary, its rights as a creditor would be subordinated to any security interest in the assets of that subsidiary and any indebtedness of the subsidiary senior to that held by Cleco Corporation. Moreover, Cleco Power, Cleco Corporation’s principal subsidiary, is subject to regulation by the LPSC, which may impose limits on the amount of dividends that Cleco Power may pay Cleco Corporation.

Midstream Generation Facility

Midstream’s generation facility is susceptible to unplanned outages, significant maintenance requirements, interruption of fuel deliveries, and transmission constraints.

The operation of power generation facilities involves many risks, including breakdown or failure of equipment, fuel interruption, and performance below expected levels of output or efficiency. If adequate expenditures for equipment maintenance are not made, a facility may incur more frequent unplanned outages, higher than anticipated operating and maintenance expenditures, increased fuel costs, and potentially the loss of revenue related to competitive opportunities.

Midstream’s generation facility is fueled by natural gas. The deliverability of this fuel source may be constrained due to such factors as higher demand, production shortages, weather-related disturbances, or lack of transportation capacity.

Due to Midstream’s generation facility’s location on the transmission grid, Midstream relies on one main supplier of electric transmission when accessing external power markets. However, at times, physical constraints limit the amount of power this transmission provider can deliver.

Cleco Power’s Rates

The LPSC and FERC regulate the rates that Cleco Power can charge its customers.

Cleco Power’s ongoing financial viability depends on its ability

21

CLECO CORPORATION CLECO POWER 2011 FORM 10-K

to recover its costs from its LPSC-jurisdictional customers in a timely manner through its LPSC-approved rates and its ability to pass through to its FERC customers in rates its FERC-authorized revenue requirements. Cleco Power’s financial viability also depends on its ability to recover in rates an adequate return on capital, including long-term debt and equity. If Cleco Power is unable to recover any material amount of its costs in rates in a timely manner or recover an adequate return on capital, the Registrants’ results of operations, financial condition, and cash flows could be materially adversely affected.

Cleco Power’s revenues and earnings are substantially affected by regulatory proceedings known as rate cases. During those cases, the LPSC or FERC determines Cleco Power’s rate base, depreciation rates, operation and maintenance costs, and administrative and general costs that Cleco Power may recover from its retail or wholesale customers through its rates. These proceedings may examine, among other things, the prudence of Cleco Power’s operation and maintenance practices, level of subject expenditures, allowed rates of return, and previously incurred capital expenditures. The LPSC and FERC have the authority to disallow costs found not to have been prudently incurred. These regulatory proceedings typically involve multiple parties, including governmental bodies and officials, consumer advocacy groups, and various consumers of energy, who have differing concerns but who have the common objective of limiting rate increases or reducing rates. Rate cases generally have long timelines, which may be limited by statute. Decisions are typically subject to appeal, potentially leading to additional uncertainty.

Alternative Generation Technology

Changes in technology may negatively impact the value of the Cleco Power and Midstream generation facilities.

A basic premise of Cleco’s business is that generating electricity at central power plants achieves economies of scale and produces electricity at a relatively low price. There are alternative technologies to produce electricity, most notably fuel cells, microturbines, wind turbines, and photovoltaic (solar) cells. Many companies and organizations conduct research and development activities to seek improvements in alternative technologies. It is possible that advances will reduce the cost of alternative methods of electricity production to a level that is equal to or below that of most central station production. Also, as new technologies are developed and become available, the quantity and pattern of electricity usage by customers could decline, with a corresponding decline in revenues derived by generators. In addition, the current presidential administration and certain members of the U.S. Congress have voiced support for such alternative energy sources. As a result, the value of the Cleco Power and Midstream generation facilities could be significantly reduced.

Insurance

Cleco’s insurance coverage may not be sufficient.

Cleco currently has general liability and property insurance in place to cover certain of its facilities in amounts that it considers appropriate. Such policies are subject to certain limits and deductibles and do not include business interruption coverage. Insurance coverage may not be available in the future at current costs or on commercially reasonable terms, and the insurance proceeds received for any loss of, or any

damage to, any of Cleco’s facilities may not be sufficient to restore the loss or damage without negative impact on Cleco’s results of operations, financial condition, and cash flows.

Like other utilities that serve coastal regions, Cleco does not have insurance covering its transmission and distribution system, other than substations, because it believes such insurance to be cost prohibitive. In the future, Cleco may not be able to recover the costs incurred in restoring transmission and distribution properties following hurricanes or other natural disasters through issuance of storm recovery bonds or a change in Cleco Power’s regulated rates or otherwise, or any such recovery may not be timely granted. Therefore, Cleco may not be able to restore any loss of, or damage to, any of its transmission and distribution properties without negative impact on its results of operations, financial condition, and cash flows.

Litigation

The outcome of legal proceedings cannot be predicted. An adverse finding could have a material adverse effect on the Registrants’ financial condition.

The Registrants are party to various litigation matters arising out of their business operations. The ultimate outcome of these matters cannot presently be determined, nor, in many cases, can the liability that could potentially result from a negative outcome in each case presently be reasonably estimated. The liability that the Registrants may ultimately incur with respect to any of these cases in the event of a negative outcome may be in excess of amounts currently reserved and insured against with respect to such matters and, as a result, these matters may have a material adverse effect on the Registrants’ results of operations, financial condition, and cash flows.

Taxes

Changes in taxation as well as the inherent difficulty in quantifying potential tax effects of business decisions could negatively impact the Registrants’ financial condition.

The Registrants make judgments regarding the potential tax effects of various financial transactions and results of operations to estimate their obligations to taxing authorities. These tax obligations include income, franchise, real estate, sales and use, and employment-related taxes. These judgments include reserves for potential adverse outcomes regarding tax positions that have been taken. Changes in federal, state, or local tax laws, adverse tax audit results, or adverse tax rulings on positions taken by the Registrants could negatively affect their results of operations, financial condition, and cash flows.

Health Care Reform

Cleco may experience increased costs arising from health care reform.

In March 2010, Congress passed, and the President signed, the PPACA. This law may have a significant impact on health care providers, insurers, and others associated with the health care industry. Cleco is continuing to evaluate the impact of this comprehensive law on its business and has made the required changes to its health plan for 2012. Federal and state governments may propose other health care initiatives and revisions to the health care and health insurance systems. It is uncertain what legislative programs, if any, will be adopted in

22

CLECO CORPORATION CLECO POWER 2011 FORM 10-K

the future, or what action Congress or state legislatures may take regarding other health care reform proposals or legislation. Although the law has passed, many regulations have yet to be written; therefore, management cannot quantify the impact of these regulations, including those relating to the establishment of exchanges and the applicability of excise taxes on excess health benefits. The new regulations may have a material adverse effect on the Registrants’ results of operations, financial condition, and cash flows.

Technology and Terrorism Threats

Man-made problems such as computer viruses or terrorism may negatively impact the Registrants’ operating results.

Man-made problems such as computer viruses or terrorism may disrupt the Registrants’ operations and harm the Registrants’ operating results. The Registrants operate in a highly regulated industry that requires the continued operation of sophisticated information technology systems and network infrastructure. Despite the implementation of security measures, all of the Registrants’ technology systems are vulnerable to disability or failures due to hacking, viruses, acts of war or terrorism, and other causes. If the Registrants’ technology systems were to fail and the Registrants were unable to recover in a timely way, the Registrants would be unable to fulfill critical business functions, which could have a material adverse effect on the Registrants’ business, operating results, financial condition, and cash flows. In addition, the Cleco Power and Midstream generation plants, fuel storage facilities, transmission, and distribution facilities may be targets of terrorist activities that could disrupt the Registrants’ ability to produce or distribute some portion of their energy products. Any such disruption could result in a material decrease in revenues and significant additional costs to repair and insure the Registrants’ assets, which could have a material adverse effect on the Registrants’ business, operating results, financial condition, and cash flows. The continued threat of terrorism and heightened security and military action in response to this

threat, or any future acts of terrorism, may cause further disruptions to the economies of the U.S. and other countries and create further uncertainties or otherwise materially harm the Registrants’ business, operating results, financial condition, and cash flows.

Cleco Power Unsecured and Unsubordinated Obligations

Cleco Power’s unsecured and unsubordinated obligations, including, without limitation, its senior notes, will be effectively subordinated to any secured debt of Cleco Power and the debt and any preferred equity of any of Cleco Power’s subsidiaries.

Cleco Power’s senior notes and its obligations under various loan agreements and refunding agreements with the Rapides Finance Authority, the Louisiana Public Facilities Authority and other issuers of tax-exempt bonds for the benefit of Cleco Power are unsecured and rank equally with all of Cleco Power’s existing and future unsecured and unsubordinated indebtedness. As of December 31, 2011, Cleco Power had an aggregate of $1.21 billion of unsecured and unsubordinated indebtedness. The unsecured and unsubordinated indebtedness of Cleco Power will be effectively subordinated to, and thus have a junior position to, any secured debt that Cleco Power may have outstanding from time to time (including any mortgage bonds) with respect to the assets securing such debt. As of December 31, 2011, Cleco Power had no secured indebtedness outstanding. Cleco Power may issue mortgage bonds in the future under its Indenture of Mortgage, and holders of mortgage bonds would have a prior claim on certain Cleco Power material assets upon dissolution, winding up, liquidation or reorganization. Additionally, Cleco Power’s ability (and the ability of Cleco Power’s creditors, including holders of its senior notes) to participate in the assets of Cleco Power’s subsidiary, Cleco Katrina/Rita, is subject to the prior claims of the subsidiary’s creditors. As of December 31, 2011, Cleco Katrina/Rita had $143.2 million of indebtedness outstanding.

ITEM 1B. UNRESOLVED STAFF COMMENTS

None.

ITEM 2. PROPERTIES

CLECO CORPORATION

Electric Transmission Substations

As of December 31, 2011, Cleco Corporation, through two wholly owned subsidiaries, owned one transmission substation in Louisiana and one transmission substation in Mississippi.  

CLECO POWER

All of Cleco Power’s electric generating stations and all other electric operating properties are located in the state of Louisiana. Cleco Power considers all of its properties to be well maintained, in good operating condition, and suitable for their intended purposes. For information on Cleco Power’s generating facilities, see Item 1, “Business — Operations — Cleco Power — Power Generation.”

Electric Generating Stations

As of December 31, 2011, Cleco Power either owned or had an ownership interest in three steam electric generating

stations, one gas turbine, one combined cycle unit, and one simple cycle unit with a combined nameplate capacity of 2,524 MW, and a combined electric net generating capacity of 2,488 MW. The net generating capacity is the result of capacity tests performed between June and September 2011, as required by NERC. This amount reflects the maximum production capacity these units can sustain over a specified period of time. For more information on Cleco Power’s generating facilities, see Item 1, “Business — Operations — Cleco Power — Power Generation.”

Electric Substations

As of December 31, 2011, Cleco Power owned 72 active transmission substations and 223 active distribution substations.

Electric Lines

As of December 31, 2011, Cleco Power’s transmission system consisted of approximately 67 circuit miles of 500-kiloVolt (kV) lines; 510 circuit miles of 230-kV lines; 685 circuit miles of 138

23

CLECO CORPORATION CLECO POWER 2011 FORM 10-K

kV lines; and 21 circuit miles of 69-kV lines.  Cleco Power’s distribution system consisted of approximately 3,521 circuit miles of 34.5-kV lines and 8,199 circuit miles of other lines.

General Properties

Cleco Power owns various properties throughout Louisiana, which include a headquarters office building, regional offices, service centers, telecommunications equipment, and other general-purpose facilities.

Title

Cleco Power’s electric generating plants and certain other principal properties are owned in fee. Electric transmission and distribution lines are located either on private rights-of-way or along streets or highways by public consent.

Substantially all of Cleco Power’s property, plant, and equipment are subject to a lien of Cleco Power’s Indenture of Mortgage, which does not impair the use of such properties in the operation of its business. As of December 31, 2011, no mortgage bonds were outstanding under the Indenture of Mortgage. The unsecured and unsubordinated indebtedness of Cleco Power will be effectively subordinated to, and thus have a junior position to, any mortgage bonds that Cleco Power may have outstanding from time to time with respect to the assets subject to the lien of the Indenture of Mortgage. Cleco Power may issue mortgage bonds in the future under its Indenture of Mortgage, and holders of mortgage bonds would have a prior claim on certain Cleco Power material assets upon dissolution, winding up, liquidation, or reorganization.

MIDSTREAM

Midstream considers all of its properties to be well maintained, in good operating condition, and suitable for their intended purposes. For information on Midstream’s generating facilities, see Item 1, “Business — Operations — Midstream.”

Electric Generation

As of December 31, 2011, Midstream, through one wholly owned subsidiary, owned one electric generating station, with a nameplate capacity of 775 MW and an electric net generating capacity of 755 MW. For information on Midstream’s generating facilities, see Item 1, “Business — Operations — Midstream.”

Title

Midstream’s assets are owned in fee. Prior to the Evangeline Restructuring Agreement and the associated extinguishment of debt, Evangeline was subject to a lien securing obligations under an Indenture of Mortgage, which did not impair the use of such properties in the operation of its business. On February 22, 2010, Evangeline and JPMVEC terminated the Evangeline Tolling Agreement and executed the Evangeline 2010 Tolling Agreement. The Evangeline 2010 Tolling Agreement expired on December 31, 2011, (with a JPMVEC option to extend one year). JPMVEC did not exercise the option to extend the tolling agreement and as a result, Coughlin's capacity was available to Midstream beginning January 1, 2012. For more information, see Part II, Item 8, “Financial Statements and Supplementary Data — Notes to the Financial Statements — Note 17 — Evangeline Transactions.”

ITEM 3. LEGAL PROCEEDINGS

CLECO

For information on legal proceedings affecting Cleco, see Part I, Item I, “Business — Environmental Matters — Environmental Quality — Air Quality” and “— Water Quality” and Part II, Item 8, “Financial Statements and Supplementary Data — Notes to the Financial Statements — Note 14 — Litigation, Other Commitments and Contingencies, and Disclosures about Guarantees — Litigation.”

CLECO POWER

For information on legal proceedings affecting Cleco Power, see Part II, Item 8, “Financial Statements and Supplementary Data — Notes to the Financial Statements — Note 14 — Litigation, Other Commitments and Contingencies, and Disclosures about Guarantees — Litigation.”

ITEM 4.MINE SAFETY DISCLOSURES

The information concerning mine safety violations or other regulatory matters required by Section 1503(a) of the Dodd-Frank Wall Street Reform and Consumer Protection Act and Item 104 of Regulation S-K is included in Exhibit 95 of this Annual Report on Form 10-K.

24

CLECO CORPORATION CLECO POWER 2011 FORM 10-K

Board of Directors of Cleco

The names of the members of the Board of Directors of Cleco, their ages, dates of election, employment history and committee assignments as of December 31, 2011, are as follows. The term of each directorship is three years, and directors are divided among three classes. The terms of the three classes are staggered in a manner so that only one class is elected by the shareholders annually.

NAME OF DIRECTOR	AGES AS OF DECEMBER 31, 2011
Sherian G. Cadoria	Age 71; Elected 1993 Brigadier General, U.S. Army (retired) Retired President, Cadoria Speaker and Consultancy Service, Mansura, LA Member of the Audit, Nominating/Governance and Qualified Legal Compliance Committees
J. Patrick Garrett	Age 68; Elected 1981 Retired President and Chief Executive Officer, Windsor Food Company, Ltd., Houston, TX Chairman of the Board and chairman of the Executive, Nominating/Governance and Qualified Legal Compliance Committees
Elton R. King	Age 65; Elected 1999 Retired President of Network and Carrier Services Group, BellSouth Telecommunications, Inc., Atlanta, GA.  Also retired President and Chief Executive Officer of Visual Networks, Inc. Member of the Finance, Nominating/Governance and Qualified Legal Compliance Committees
Logan W. Kruger	Age 61; Elected 2008 Former President, Chief Executive Officer and Director of Century Aluminum Company, Monterey, CA Member of the Audit and Compensation Committees
William L. Marks	Age 68; Elected 2001 Retired Chairman and Chief Executive Officer, Whitney Holding Corporation and Whitney National Bank, New Orleans, LA Chairman of the Finance Committee and member of the Compensation and Executive Committees
Robert T. Ratcliff Sr.	Age 69; Elected 1993 Chairman and Chief Executive Officer, The Ratcliff Companies, Alexandria, LA Member of the Audit and Finance Committees
Peter M. Scott III	Age 62; Elected 2009 Retired Executive Vice President and Chief Financial Officer, Progress Energy, Inc., Raleigh, NC.  Also retired President and Chief Executive Officer of Progress Energy Service Company, LLC Chairman of the Audit Committee and member of the Compensation and Executive Committees
Shelley Stewart Jr.	Age 58; Elected 2010 Senior Vice President, Operational Excellence & Chief Procurement Officer, Tyco International Limited, Princeton, NJ Member of the Audit, Nominating/Governance and Qualified Legal Compliance Committees
William H. Walker Jr.	Age 66; Elected 1996 Retired Chairman, Howard Weil, Inc., New Orleans, LA Chairman of the Compensation Committee and member of the Executive, Finance, Nominating/Governance and Qualified Legal Compliance Committees
Bruce A. Williamson	Age 52; Elected 2011 President and Chief Executive Officer, Cleco Corporation, Pineville, LA since July 2011; Chairman, President and Chief Executive Officer, Dynegy, Inc. from 2004 to 2011 Member of the Executive Committee

25

CLECO CORPORATION CLECO POWER 2011 FORM 10-K

Executive Officers of Cleco

The names of the executive officers of Cleco and certain subsidiaries, their positions held, five-year employment history, ages, and years of service as of December 31, 2011, are as follows. Executive officers are appointed annually to serve for the ensuing year or until their successors have been appointed.

NAME OF EXECUTIVE	POSITION AND FIVE-YEAR EMPLOYMENT HISTORY
Bruce A. Williamson Cleco Corporation Cleco Power	President and Chief Executive Officer since July 2011; Chairman, President and Chief Executive Officer, Dynegy, Inc. from 2004 to 2011.   Chief Executive Officer since July 2011. (Age 52; less than one year of service)
George W. Bausewine Cleco Corporation Cleco Power	Senior Vice President - Corporate Services from May 2005 to August 2010. President and Chief Operating Officer since August 2010; Senior Vice President - Corporate Services from May 2005 to August 2010. (Age 56; 26 years of service)
Darren J. Olagues Cleco Corporation Cleco Power Midstream	Senior Vice President, Chief Financial Officer and Treasurer since November 2011; Senior Vice President and Chief Financial Officer from May 2009 to November 2011. Senior Vice President from July 2007 to May 2009; Vice President, Power - Asset Management and Development, Exelon Corporation from November 2006 to July 2007; Director - Corporate Development, Exelon Corporation from March 2005 to November 2006. (Age 41; 4 years of service)
R. Russell Davis Cleco Corporation Cleco Power	Senior Vice President - External Relations and Information Technology since November 2011; Vice President - Investor Relations and Chief Accounting Officer from May 2009 to November 2011; Vice President, Chief Accounting Officer & Interim CFO from June 2008 to May 2009; Vice President and Chief Accounting Officer from May 2005 to June 2008. (Age 55; 12 years of service)
Jeffrey W. Hall Cleco Corporation Cleco Power	Senior Vice President - Governmental Affairs and Chief Diversity Officer since July 2006; Vice President - Governmental and Community Affairs from July 2005 to July 2006. Senior Vice President - Governmental Affairs and Chief Diversity Officer since July 2006; Vice President - Governmental and Community Affairs from October 2004 to July 2006. (Age 60; 30 years of service)
Wade A. Hoefling Cleco Corporation Cleco Power	Senior Vice President, General Counsel & Director - Regulatory Compliance since April 2008; Senior Vice President, General Counsel, Director - Regulatory Compliance and Assistant Corporate Secretary from January 2007 to April 2008; General Counsel, Northeast Utilities Enterprises, Inc. from July 2004 to January 2007. (Age 56; 5 years of service)
Judy P. Miller Cleco Corporation Cleco Power	Senior Vice President - Corporate Services and Internal Audit since November 2011; Corporate Secretary from January 2004 to November 2011. (Age 54; 27 years of service)
Keith D. Crump Cleco Corporation Cleco Power	Treasurer from May 2005 to March 2007. Group Vice President since March 2010; Vice President - Regulatory, Retail Operations and Resource Planning from March 2007 to March 2010. (Age 50; 22 years of service)
William G. Fontenot Cleco Power	Group Vice President since March 2010; Vice President - Regulated Generation Development from July 2005 to March 2010. (Age 48; 26 years of service)

26

CLECO CORPORATION CLECO POWER 2011 FORM 10-K

NAME OF EXECUTIVE	POSITION AND FIVE-YEAR EMPLOYMENT HISTORY
Anthony L. Bunting Cleco Power	Vice President - Customer Services and Energy Delivery since October 2004. (Age 52; 20 years of service)
Stephen M. Carter Cleco Power	Vice President - Regulated Generation since April 2003.   (Age 52; 23 years of service)
Robert R. LaBorde, Jr. Cleco Corporation Cleco Power	Vice President - Strategic Planning, Development and Environmental Policy since November 2011; General Manager - Environmental Services from August 2006 to November 2011; General Manager - Project Development from May 2004 to August 2006. (Age 44; 20 years of service)
Terry L. Taylor Cleco Corporation Cleco Power	Controller and Chief Accounting Officer since November 2011; Assistant Controller from August 2006 to November 2011; Director of Accounting Services and Affiliate Compliance from January 2004 to August 2006. (Age 56; 11 years of service)
Julia E. Callis Cleco Corporation Cleco Power	Associate General Counsel and Corporate Secretary since November 2011; Senior Attorney from August 2007 to November 2011; Partner, Thompson & Knight LLP from 2004 to 2007. (Age 43; 4 years of service)
W. Keith Johnson Jr. Midstream	Acting Vice President since May 2009; General Manager - Midstream Commercial Operations from October 2007 to May 2009; Director - Business Development from October 2002 to October 2007. (Age 50; 17 years of service)

In January 2004, Perryville entered into an agreement to sell its 718-MW power plant to Entergy Louisiana. As part of the sales process, Perryville and PEH filed voluntary petitions in the Perryville and PEH Bankruptcy Court for protection under Chapter 11 of the U.S. Bankruptcy Code. Mr. Fontenot was a manager of Perryville and/or PEH within the two years preceding the voluntary bankruptcy filing.

27

CLECO CORPORATION CLECO POWER 2011 FORM 10-K

PART II

ITEM 5. MARKET FOR REGISTRANTS’ COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND CLECO CORPORATION’S PURCHASES OF EQUITY SECURITIES

CLECO CORPORATION

Cleco Corporation’s common stock is listed for trading on the New York Stock Exchange (NYSE). For information on the high and low sales prices for Cleco Corporation’s common stock as reported on the NYSE Composite Tape and dividends paid per share during each calendar quarter of 2011 and 2010, see Item 8, “Financial Statements and Supplementary Data — Notes to the Financial Statements — Note 20 — Miscellaneous Financial Information (Unaudited).” During the year ended December 31, 2011, Cleco Corporation repurchased 400,000 shares of common stock. For information on Cleco Corporation’s common stock repurchase program, see Item 8, “Financial Statements and Supplementary Data — Notes to the Financial Statements — Note 7 — Common and Preferred Stock — Common Stock Repurchase Program.”

Dividends, as determined by the Board of Directors of Cleco Corporation, may be declared and paid on the common stock from time to time out of funds legally available, subject to prior rights to dividends on any outstanding series of preferred stock. The provisions of Cleco Corporation’s amended and restated articles of incorporation applicable to preferred stock and certain provisions contained in the debt instruments of Cleco under certain circumstances restrict the amount of retained earnings available for the payment of dividends by Cleco Corporation. The most restrictive covenant, which is in Cleco Corporation’s credit facility, requires Cleco Corporation’s total indebtedness to be less than or equal to 65% of total capitalization. At December 31, 2011, approximately $661.5 million of retained earnings were unrestricted.

On January 27, 2012, Cleco Corporation’s Board of Directors declared a quarterly dividend of $0.3125 per share payable on February 15, 2012, to common shareholders of record at the close of business on February 6, 2012.

As of January 31, 2012, there were 6,120 holders of record of Cleco Corporation’s common stock, and the closing price of Cleco Corporation’s common stock as reported on the NYSE Composite Tape was $39.76 per share.

In April 2011, the Board of Directors of Cleco Corporation declared a dividend of $0.28 per share of common stock payable on May 16, 2011. In October 2011, the Board of Directors raised the quarterly dividend from $0.28 per share of common stock to $0.3125 per share of common stock, payable on November 15, 2011. The declaration of dividend payments is at the Board of Directors’ sole discretion and future dividends are subject to numerous factors that ordinarily affect the dividend policy, including the result of Cleco’s operations and its financial position, as well as general economic and business conditions.

In January 2011, Cleco Corporation’s Board of Directors authorized and approved the redemption of all outstanding shares of the 4.5% cumulative preferred stock not subject to mandatory redemption, provided that no shares of such preferred stock were redeemed prior to the repayment in full and termination of the $150.0 million bank term loan that matured on August 19, 2011. During 2011, the $150.0 million bank term loan was repaid and on June 24, 2011, Cleco Corporation redeemed all 10,288 outstanding shares of its 4.5% preferred stock. The redemption price was $101 per share, plus accrued and unpaid dividends to the redemption date, or $101.296 per share.

CLECO POWER

There is no market for Cleco Power’s membership interests. All of Cleco Power’s outstanding membership interests are owned by Cleco Corporation. Distributions on Cleco Power’s membership interests are paid when and if declared by Cleco Power’s Board of Managers. Any future distributions also may be restricted by any credit or loan agreements that Cleco Power may enter into from time to time.

Some provisions in Cleco Power’s debt instruments restrict the amount of equity available for distribution to Cleco Corporation by Cleco Power under specified circumstances. The most restrictive covenant requires Cleco Power’s total indebtedness to be less than or equal to 65% of total capitalization. At December 31, 2011, approximately $519.7 million of member’s equity was unrestricted.

During 2011, 2010, and 2009, Cleco Power made $130.0 million, $150.0 million, and $30.0 million of distribution payments to Cleco Corporation, respectively.

During 2010, Cleco Power received $225.7 million in non-cash equity contributions from Cleco Corporation relating to Acadia Unit 1. For more information regarding this transaction, see Item 8, “Financial Statements and Supplementary Data — Notes to the Financial Statements — Note 18 — Acadia Transactions — Acadia Unit 1.” Cleco Power received no equity contributions from Cleco Corporation in 2011 or 2009. 

28

CLECO CORPORATION CLECO POWER 2011 FORM 10-K

ITEM 6.SELECTED FINANCIAL DATA

CLECO

The information set forth in the following table should be read in conjunction with the Consolidated Financial Statements and the related Notes in Item 8, “Financial Statements and Supplementary Data.”

Cleco’s consolidated financial results for 2007 include the settlement of Acadia’s pre-petition unsecured claims against CES and Calpine Corporation and amounts received by APH relating to Cajun’s purchase of CAH’s 50% equity ownership interest in Acadia, offset by a pre-tax impairment loss.

Cleco’s consolidated financial results for 2010 include the gain on toll settlement due to transactions related to the termination of the Evangeline Tolling Agreement and the execution of the Evangeline 2010 Tolling Agreement and also include the gain related to the acquisition of Acadia Unit 1 and half of Acadia Power Station’s related common facilities.

Cleco’s consolidated financial results for 2011 include the gain related to the disposition of Acadia Unit 2 and the remaining half of Acadia Power Station’s related common facilities.

Five-Year Selected Financial Data

(THOUSANDS, EXCEPT PER SHARE AND PERCENTAGES)	2011			2010			2009			2008			2007
Operating revenue, net (excluding intercompany revenue)
Cleco Power	$	1,096,093		$	1,119,084		$	842,227		$	1,069,674		$	1,023,411
Midstream	19,013			27,030			8,749			7,921			5,066
Other	2,207			2,552			2,782			2,603			2,139
Total	$	1,117,313		$	1,148,666		$	853,758		$	1,080,198		$	1,030,616
Income from continuing operations before income taxes	$	298,745		$	397,889		$	115,886		$	120,598		$	222,561
Net income applicable to common stock	$	195,710		$	255,345		$	106,261		$	102,095		$	151,331
Basic earnings per share applicable to common stock	$	3.24		$	4.23		$	1.77		$	1.70		$	2.55
Diluted earnings per share applicable to common stock	$	3.22		$	4.20		$	1.76		$	1.70		$	2.54
Capitalization
Common shareholders’ equity	51.50		%	48.46		%	45.77		%	48.89		%	56.74		%
Preferred stock	—			0.04		%	0.04		%	0.05		%	0.06		%
Long-term debt	48.50		%	51.50		%	54.19		%	51.06		%	43.20		%
Common shareholders’ equity	$	1,419,857		$	1,317,178		$	1,115,043		$	1,059,836		$	1,010,340
Preferred stock	$	—		$	1,029		$	1,029		$	1,029		$	1,029
Long-term debt, net	$	1,337,056		$	1,399,709		$	1,320,299		$	1,106,819		$	769,103
Total assets	$	4,050,202		$	4,161,410		$	3,694,847		$	3,341,204		$	2,706,623
Cash dividends declared per common share	$	1.1225		$	0.975		$	0.900		$	0.900		$	0.900

CLECO POWER

The information called for by Item 6 with respect to Cleco Power is omitted pursuant to General Instruction I(2)(a) to Form 10-K (Omission of Information by Certain Wholly Owned Subsidiaries).

29

CLECO CORPORATION CLECO POWER 2011 FORM 10-K

ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

OVERVIEW

Cleco is a regional energy company that conducts substantially all of its business operations through its two primary subsidiaries:

• Cleco Power, a regulated electric utility company, which owns 9 generating units with a total nameplate capacity of 2,524 MW and serves approximately 281,000 customers in Louisiana through its retail business and 10 communities across Louisiana and Mississippi through wholesale power contracts, and

• Midstream, a wholesale energy business, which owns Evangeline (which operates Coughlin).

Cleco Power

Many factors affect Cleco Power’s primary business of selling electricity. These factors include the presence of a stable regulatory environment, which can impact cost recovery and return on equity, as well as the recovery of costs related to growing energy demand and rising fuel prices; the ability to increase energy sales while containing costs; and the ability to meet increasingly stringent regulatory and environmental standards. Key initiatives that Cleco Power is currently working on include the Acadiana Load Pocket project, the AMI project, and power supply options for 2012 and beyond. These initiatives are discussed below.

Acadiana Load Pocket Project

In September 2008, Cleco Power entered into an agreement with two other utilities to upgrade and expand interconnected transmission systems in south central Louisiana in an area known as the Acadiana Load Pocket. The project received LPSC and SPP approval in February 2009. Cleco Power’s initial portion of the estimated cost was approximately $150.0 million, including AFUDC. Due to lower material and labor costs than initially expected, Cleco Power’s estimated costs for its portion of the project were reduced to $125.0 million, including AFUDC. At December 31, 2011, Cleco Power had spent $96.2 million on the project. A return on and recovery of the costs associated with the completed portions of the Acadiana Load Pocket project are included in base revenue. The project is estimated to be 87% complete with the completion expected by December 2012. For information on the impact the Acadiana Load Pocket project is expected to have on base revenue, see “— Cleco Power’s Results of Operations — Year Ended December 31, 2011 Compared to Year Ended December 31, 2010 — Base.” For more information, see “— Financial Condition — Regulatory and Other Matters — Acadiana Load Pocket Project.”

AMI Project

In May 2010, Cleco Power accepted the terms of a $20.0 million grant from the DOE under the DOE’s small-grant process to implement advanced metering technology for all of Cleco Power’s retail customers. Cleco Power estimates the project will cost $73.0 million, with the DOE grant providing $20.0 million toward the project and Cleco Power providing the remaining $53.0 million. The grant program is a part of the American Recovery and Reinvestment Act of 2009, an economic stimulus package passed by Congress in February 2009. Advanced metering technology includes the installation of electric meters that enable two-way communication

capabilities between a home or business and a utility company. At December 31, 2011, Cleco Power had incurred $9.8 million in project costs, of which $4.4 million has been submitted to the DOE for reimbursement. As of December 31, 2011, Cleco Power had received $3.5 million in payments from the DOE. The project is expected to be completed in the third quarter of 2013. For more information on the AMI Project, see “— Financial Condition — Regulatory and Other Matters — AMI Project.”

The risks associated with cybersecurity issues increase as Cleco moves toward more dependence on digital technology to conduct its daily operations, such as, but not limited to, AMI. Cleco has security measures in place to protect its technology systems from hacking, viruses, and other causes. In addition, Cleco is under the jurisdiction of the NERC Critical Infrastructure Protection cybersecurity standards and has implemented mechanisms, policies, and procedures to meet those standards. If Cleco’s security measures were to fail, revenues could decrease and costs to repair the assets could have a material adverse effect on the Registrants’ business, operating results, financial condition, and cash flows. For more information on cybersecurity, see Part 1, Item 1A, “Risk Factors — Technology and Terrorism Threats.”

Power Supply Options

Cleco Power is evaluating a range of capacity and energy supply options for 2012 and beyond. Cleco Power is continuing to update its IRP to look at future sources of supply to meet its capacity and energy requirements and to comply with new environmental standards, primarily CSAPR. In August 2011, Cleco Power issued one RFP for resources to enhance reliability for January through April 2012 and has since selected and negotiated two agreements from the RFP, a power purchase agreement with NRG Power Marketing LLC and a tolling agreement with Evangeline. Both agreements began on January 1, 2012. In October 2011, a second RFP, seeking up to approximately 750 MW of capacity and energy, for a three- or five-year period was issued for supply starting May 1, 2012, to meet CSAPR. Cleco Power selected Evangeline’s proposal for a 730-MW product beginning May 1, 2012, and ending April 30, 2015. The definitive agreement between Evangeline and Cleco Power was executed in January 2012 and has been submitted to the LPSC and FERC for approval. Cleco Power also expects to issue an additional RFP in 2012 seeking long-term access to resources beyond April 2015. For more information on CSAPR, see Part 1, Item 1, “Business — Environmental Matters” and for information on the RFP, see “— Financial Condition — Regulatory and Other Matters — Generation RFP.”

Cleco Midstream

Evangeline

In March 2010, Evangeline restructured its tolling agreement with JPMVEC and shortened the expiration of the prior long-term agreement from 2020 to December 31, 2011 (with a JPMVEC option to extend one year). JPMVEC did not exercise the option to extend the tolling agreement and as a result, Coughlin’s capacity and energy became available to Midstream beginning January 1, 2012. Evangeline was one of the successful bidders in Cleco Power’s RFP for short-term 2012 resources beginning January 1, 2012, and currently is providing 250 MW of capacity and energy to Cleco Power

30

CLECO CORPORATION CLECO POWER 2011 FORM 10-K

under a tolling agreement through April 30, 2012. In addition to Cleco Power’s RFP referenced above, in December 2011, Evangeline was also notified that Cleco Power selected its proposal to fulfill Cleco Power’s capacity and energy needs as defined in the Cleco Power RFP for contractual resources to meet CSAPR beginning in 2012. The proposal was for a 730-MW product beginning May 1, 2012, and ending April 30, 2015. The definitive agreement between Evangeline and Cleco Power was executed in January 2012 and has been submitted to the LPSC and FERC for approval. Currently, Midstream is marketing Coughlin’s capacity for periods beginning after April 30, 2015, and is evaluating various options to optimize Coughlin’s value. For more information, see “— Financial Condition — Regulatory and Other Matters — Generation RFP.”

Acadia

In October 2009, Acadia and Entergy Louisiana executed definitive agreements whereby Entergy Louisiana would purchase Acadia Unit 2. On April 29, 2011, Acadia completed its disposition of Acadia Unit 2 to Entergy Louisiana for $298.8 million. APH’s portion of the proceeds from the sale were used to repay Cleco Corporation’s $150.0 million bank term loan. For more information on the Acadia Unit 2 transaction, see Item 8, “Financial Statements and Supplementary Data — Notes to the Financial Statements — Note 18 — Acadia Transactions — Acadia Unit 2.”

RESULTS OF OPERATIONS

Use of Estimates

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ materially from those estimates.

Cleco Consolidated Results of Operations — Year ended December 31, 2011, Compared to Year ended December 31, 2010
				FOR THE YEAR ENDED DECEMBER 31,
							FAVORABLE/(UNFAVORABLE)
(THOUSANDS)	2011			2010			VARIANCE			CHANGE
Operating revenue, net	$	1,117,313		$	1,148,666		$	(31,353	)	(2.7	)%
Operating expenses	816,278			853,325			37,047			4.3	%
Operating income	$	301,035		$	295,341		$	5,694		1.9	%
Allowance for other funds used during construction	$	4,947		$	12,413		$	(7,466	)	(60.1	)%
Equity income from investees, before tax	$	62,050		$	38,849		$	23,201		59.7	%
Gain on toll settlement	$	—		$	148,402		$	(148,402	)	(100.0	)%
Other income	$	8,914		$	5,242		$	3,672		70.0	%
Other expense	$	(8,434	)	$	(6,991	)	$	(1,443	)	(20.6	)%
Interest charges	$	70,658		$	95,776		$	25,118		26.2	%
Federal and state income taxes	$	102,897		$	142,498		$	39,601		27.8	%
Net income applicable to common stock	$	195,710		$	255,345		$	(59,635	)	(23.4	)%

Consolidated net income applicable to common stock decreased$59.6 million, or 23.4%, in 2011 compared to 2010 primarily due to the absence of 2010 gains at Midstream related to the termination of the Evangeline Tolling Agreement and Acadia Unit 1 transaction, partially offset by the 2011 gain from the Acadia Unit 2 transaction. Also contributing to the decrease were lower Cleco Power earnings. Partially offsetting these decreases were higher corporate earnings.

Operating revenue, net decreased$31.4 million, or 2.7%, in 2011 compared to 2010 largely as a result of lower fuel cost recovery revenue at Cleco Power due to lower per unit costs of fuel used for electric generation and lower per unit costs and volumes of power purchased for utility customers.

Operating expenses decreased$37.0 million, or 4.3%, in 2011 compared to 2010 primarily due to lower per unit costs and volumes of power purchased for utility customers.

Allowance for other funds used during construction decreased$7.5 million, or 60.1%, in 2011 compared to 2010, primarily due to the cessation of AFUDC accruals related to the completion of construction activity at Madison Unit 3.

Equity income from investees increased$23.2 million, or 59.7%, in 2011 compared to 2010 primarily due to increased equity earnings at APH primarily from the recognition of a $62.0 million gain from the disposition of Acadia Unit 2 and Acadia Power Station’s remaining common facilities to Entergy Louisiana. Partially offsetting this increase was the absence of the $41.0 million gain from Cleco Power’s acquisition of Acadia Unit 1 and half of Acadia Power Station’s related common facilities during 2010. For more information on the Acadia Unit 1 and 2 transactions, see Item 8, “Financial Statements and Supplementary Data — Notes to the Financial Statements — Note 18 — Acadia Transactions.”

Gain on toll settlement was $148.4 million in 2010 due to transactions related to the termination of the existing Evangeline Tolling Agreement and the execution of the Evangeline 2010 Tolling Agreement. For more information, see Item 8, “Financial Statements and Supplementary Data — Notes to the Financial Statements — Note 17 — Evangeline Transactions.”

Other income increased$3.7 million, or 70.0%, in 2011 compared to 2010 primarily due to death benefits paid on life insurance policies at Cleco Corporation and higher royalty payments and higher revenue from mutual assistance to other utilities for restoration efforts at Cleco Power.

Other expense increased$1.4 million, or 20.6%, in 2011 compared to 2010 primarily due to a decrease in the cash surrender value of life insurance policies at Cleco Corporation.

Interest charges decreased$25.1 million, or 26.2%, in 2011 compared to 2010 largely due to an IRS settlement at Evangeline and the retirement of Evangeline’s debt in 2010. Also contributing to the decrease were lower corporate interest charges related to uncertain tax positions and the repayment of a bank term loan in April 2011. Partially offsetting these decreases was higher interest charges at Cleco Power.

Federal and state income taxes decreased$39.6 million, or 27.8%, in 2011 compared to 2010 primarily due to a decrease in pre-tax income excluding AFUDC equity, partially offset by adjustments related to the settlement of the 2001 through 2003 IRS audit. The effective income tax rate is different than the federal statutory rate primarily due to prior year adjustments related to the settlement of the 2001 through 2003 IRS audit and state tax expense.

Results of operations for Cleco Power and Midstream are more fully described below.

31

CLECO CORPORATION CLECO POWER 2011 FORM 10-K

CLECO POWER

Significant Factors Affecting Cleco Power

Revenue is primarily affected by the following factors:

As an electric utility, Cleco Power is affected, to varying degrees, by a number of factors influencing the electric utility industry in general. These factors include, among others, an increasingly competitive business environment, the cost of compliance with environmental and reliability regulations, conditions in the credit markets and global economy, and changes in the federal and state regulation of generation, transmission, and the sale of electricity. For a discussion of various regulatory changes and competitive forces affecting Cleco Power and other electric utilities, see Part I, Item 1 “Business — Regulatory Matters, Industry Developments, and Franchises — Franchises” and “— Financial Condition — Regulatory and Other Matters — Market Restructuring.” For a discussion of risk factors affecting Cleco Power’s business, see Item 1A, “Risk Factors — Transmission Constraints,” “— LPSC Audits,” “— Hedging and Risk Management Activities,” “— Commodity Prices,” “— Global Economic Environment and Uncertainty,” “— Future Electricity Sales,” “— Cleco Power Generation Facilities,” “— Reliability and Infrastructure Protection Standards Compliance,” “— Environmental Compliance,” “— Regulatory Compliance,” “— Weather Sensitivity,” “— Retail Electric Service,” “— Wholesale Electric Service,” “— Cleco Credit Ratings,” “— Cleco Power’s Rates” “— Alternative Generation Technology,” “— Insurance,” “— Litigation,” “— Taxes,” “— Health Care Reform,” and “— Technology and Terrorism Threats.”

Cleco Power’s residential customers’ demand for electricity largely is affected by weather. Weather generally is measured in cooling degree-days and heating degree-days. A cooling degree-day is an indication of the likelihood that a consumer will use air conditioning, while a heating degree-day is an indication of the likelihood that a consumer will use heating. An increase in heating degree-days does not produce the same increase in revenue as an increase in cooling degree-days, because alternative heating sources are more available and because winter energy is priced below the rate charged for energy used in the summer. Normal heating degree-days and cooling degree-days are calculated for a month by separately calculating the average actual heating and cooling degree-days for that month over a period of 30 years.

Cleco Power has experienced over the last five years, and anticipates over the next five years, moderate growth in retail non-industrial sales volume. For the retail industrial class, Cleco Power expects new industrial load to be added during 2012 and 2013 principally driven by expected development in northwestern Louisiana associated with the development of Haynesville shale gas recently discovered in that area. In addition, Cleco Power also expects to begin providing service to expansions of current customers’ operations, as well as service to a new customer. These expansions of service to current customers and service to a new customer are expected to contribute base revenue of $1.8 million in 2012 and an additional $0.4 million in 2013. Cleco Power’s expectations and projections regarding retail sales are dependent upon factors such as weather conditions, natural gas prices, customer conservation efforts, retail marketing and business development programs, and the economy of Cleco Power’s service area. For more information, see “Cautionary Note Regarding Forward-Looking Statements.”

Other issues facing the electric utility industry that could affect sales include:

• imposition of federal and/or state renewable portfolio standards,

• imposition of energy efficiency mandates,

• legislative and regulatory changes,

• increases in environmental regulations and compliance costs,

• cost of power impacted by the price movement of natural gas, the addition of solid-fuel plants which could increase or decrease costs depending on environmental regulations and commodity costs, and the addition of new generation capacity,

• increase in capital and operations and maintenance costs due to higher construction and labor costs,

• changes in electric rates compared to customers’ ability to pay,

• access to transmission systems,

• need for additional transmission capacity for reliability purposes,

• changes in the credit markets and global economy, and

• implementation of automated metering initiatives or advanced metering technologies.

For more information on energy legislation in regulatory matters that could affect Cleco, see “— Financial Condition — Regulatory and Other Matters — Market Restructuring — Wholesale Electric Markets.”

Cleco Power’s revenues and earnings also are substantially affected by regulatory proceedings known as rate cases. During those cases, the LPSC and FERC determine Cleco Power’s rate base, depreciation rates, operation and maintenance costs, and administrative and general costs that Cleco Power may recover from its customers through the rates charged for electric service. These proceedings may examine, among other things, the prudence of Cleco Power’s operation and maintenance practices, level of subject expenditures, allowed rates of return, and previously incurred capital expenditures. The LPSC has the authority to disallow costs found not to have been prudently incurred. These regulatory proceedings typically involve multiple parties, including governmental bodies and officials, consumer advocacy groups, and various consumers of energy, who have differing concerns but who have the common objective of limiting rate increases or reducing rates. Rate cases generally have long timelines, which may be limited by statute. Decisions are typically subject to appeal, leading to additional uncertainty.

Other expenses are primarily affected by the following factors:

The majority of Cleco Power’s non-fuel cost recovery expenses consist of other operations, maintenance, depreciation, and taxes other than income taxes. Other operations expenses are affected by, among other things, the cost of employee benefits, insurance expenses, and the costs associated with energy delivery and customer service. Maintenance expenses associated with Cleco Power’s plants generally depend upon their physical characteristics, as well as the effectiveness of their preventive maintenance programs. Transmission and distribution maintenance expenses are generally affected by the level of repair and rehabilitation of lines to maintain reliability. Depreciation expense primarily is affected by the

32

CLECO CORPORATION CLECO POWER 2011 FORM 10-K

cost of the facilities in service, the time the facilities were placed in service, and the estimated useful life of the facilities. Taxes other than income taxes generally include payroll taxes and ad valorem taxes. Cleco Power anticipates certain non-fuel cost recovery expenses to be higher in 2012 compared to 2011. These expenses include higher depreciation expense, higher generation expenses, and higher taxes other than income taxes. In addition, Cleco Power expects its postretirement benefit expenses to be affected by changes in discount rates, actual returns on plan assets, level of benefits provided and actuarial assumptions used in the calculations.

Cleco Power’s Results of Operations — Year ended December 31, 2011, Compared to Year ended December 31, 2010
	FOR THE YEAR ENDED DECEMBER 31,
							FAVORABLE/(UNFAVORABLE)
(THOUSANDS)	2011			2010			VARIANCE			CHANGE
Operating revenue
Base	$	605,024		$	592,676		$	12,348		2.1	%
Fuel cost recovery	446,932			493,426			(46,494		)	(9.4	)%
Electric customer credits	(6,811		)	(9,596		)	2,785			29.0	%
Other operations	50,948			42,578			8,370			19.7	%
Affiliate revenue	1,389			1,371			18			1.3	%
Total operating revenue	1,097,482			1,120,455			(22,973		)	(2.1	)%
Operating expenses
Fuel used for electric generation – recoverable	379,771			355,425			(24,346		)	(6.8	)%
Power purchased for utility customers – recoverable	67,167			138,051			70,884			51.3	%
Non-recoverable fuel and power purchased	4,214			11,938			7,724			64.7	%
Other operations	119,553			111,966			(7,587		)	(6.8	)%
Maintenance	74,603			72,048			(2,555		)	(3.5	)%
Depreciation	112,846			105,586			(7,260		)	(6.9	)%
Taxes other than income taxes	32,157			32,744			587			1.8	%
(Gain) loss on sales of assets	(9		)	47			56			119.1	%
Total operating expenses	790,302			827,805			37,503			4.5	%
Operating income	$	307,180		$	292,650		$	14,530		5.0	%
Allowance for other funds used during construction	$	4,947		$	12,413		$	(7,466	)	(60.1	)%
Other income	$	3,163		$	2,007		$	1,156		57.6	%
Interest charges	$	97,090		$	78,731		$	(18,359	)	(23.3	)%
Federal and state income taxes	$	69,409		$	75,107		$	5,698		7.6	%
Net income	$	142,835		$	147,405		$	(4,570	)	(3.1	)%

Cleco Power’s net income for 2011decreased$4.6 million, or 3.1%, compared to 2010. Contributing factors include:

• higher interest charges,

• higher other operations and maintenance expenses,

• lower allowance for other funds used during construction, and

• higher depreciation expense.

These were partially offset by:

• higher base revenue,

• higher other operations revenue,

• lower non-recoverable fuel and power purchased,

• lower electric customer credits, and

• lower effective income tax rate.

	FOR THE YEAR ENDED DECEMBER 31,
				FAVORABLE/
(MILLION kWh)	2011		2010	(UNFAVORABLE)
Electric sales
Residential	3,877		3,978	(2.5	)%
Commercial	2,650		2,605	1.7	%
Industrial	2,366		2,271	4.2	%
Other retail	134		138	(2.9	)%
Total retail	9,027		8,992	0.4	%
Sales for resale	1,888		1,983	(4.8	)%
Unbilled	(139	)	46	(402.2	)%
Total retail and wholesale customer sales	10,776		11,021	(2.2	)%

	FOR THE YEAR ENDED DECEMBER 31,
							FAVORABLE/
(THOUSANDS)	2011			2010			(UNFAVORABLE)
Electric sales
Residential	$	294,076		$	271,781		8.2	%
Commercial	179,786			160,039			12.3	%
Industrial	85,965			78,158			10.0	%
Other retail	9,815			9,186			6.8	%
Surcharge	10,695			8,888			20.3	%
Other	(6,426		)	(6,005		)	(7.0	)%
Total retail	573,911			522,047			9.9	%
Sales for resale	45,633			47,954			(4.8	)%
Unbilled	(14,520		)	22,675			(164.0	)%
Total retail and wholesale customer sales	$	605,024		$	592,676		2.1	%

The following chart shows how cooling and heating degree-days varied from normal conditions and from the prior period. Cleco Power uses temperature data collected by the National Oceanic and Atmospheric Administration to determine cooling and heating degree-days.

			FOR THE YEAR ENDED DECEMBER 31,
				2011 CHANGE
	2011	2010	NORMAL	PRIOR YEAR		NORMAL
Cooling degree-days	3,255	3,150	2,689	3.3	%	21.0	%
Heating degree-days	1,510	1,967	1,620	(23.2	)%	(6.8	)%

Base

Base revenue increased$12.3 million, or 2.1%, during 2011 compared to 2010 primarily due to the base rate increase that became effective in February 2010, which included Madison Unit 3 and the investment in Acadia Unit 1. Also included in base revenue were amounts related to the completed portions of the Acadiana Load Pocket transmission project. Partially offsetting these increases were lower kWh electric sales, primarily related to milder winter weather in 2011.

Cleco Power expects new industrial load to be added during 2012 and 2013, principally driven by expected development of Haynesville shale recently discovered in Northwestern Louisiana. In addition, Cleco Power also

33

CLECO CORPORATION CLECO POWER 2011 FORM 10-K

expects to begin providing service to expansions of current customers’ operations, as well as service to a new customer. These expansions of service to current customers and service to a new customer are expected to contribute base revenue of $1.8 million in 2012 and an additional $0.4 million in 2013. Cleco Power also anticipates an additional $3.9 million of base revenue in 2012 associated with the completed portions of the Acadiana Load Pocket transmission project. In January 2012, Cleco Power signed a new 10-year wholesale power contract with service to begin in April 2014 pending LPSC approval. The contract is expected to grow Cleco Power’s load by more than 20%. For information on other effects of future energy sales on Cleco Power’s financial condition, results of operations, and cash flows, see “— Significant Factors Affecting Cleco Power” and Part I, Item 1A, “Risk Factors — Future Electricity Sales.”

Fuel Cost Recovery

Fuel cost recovery revenue billed to customers during 2011 compared to 2010decreased$46.5 million, or 9.4%, primarily due to decreases in the per-unit costs of fuel used for electric generation and power purchased for utility customers, and lower volumes of power purchased for utility customers. Partially offsetting the decrease were higher volumes of fuel used for electric generation and lower volumes of power purchased, primarily due to Madison Unit 3 being placed in service and the acquisition of Acadia Unit 1 during 2010.

Electric Customer Credits

Electric customer credits decreased$2.8 million, or 29.0%, in 2011 compared to 2010 as a result of a lower estimated accrual for a rate refund. For more information on the accrual of electric customer credits, see Item 8, “Financial Statements and Supplementary Data — Notes to the Financial Statements — Note 11 — Electric Customer Credits.”

Other Operations

Other operations revenue increased$8.4 million, or 19.7%, in 2011 compared to 2010, primarily due to a $4.1 million gain on the sale of Cleco Power’s fuel oil supply, $2.5 million of higher mineral lease payments, $0.7 million of higher transmission revenue, $0.7 million related to the absence of net unfavorable results relating to economic hedge transactions associated with fixed-price power that was provided to a wholesale customer, and $0.4 million of higher customer fees.

Operating Expenses

Operating expenses decreased$37.5 million, or 4.5%, in 2011 compared to 2010. Fuel used for electric generation (recoverable) increased$24.3 million, or 6.8%, primarily due to higher volumes of fuel used as compared to 2010. Partially offsetting this increase were lower per unit costs of fuel used for electric generation. Power purchased for utility customers (recoverable) decreased$70.9 million, or 51.3%, largely due to lower volumes and lower per-unit costs of purchased power. Lower volumes of power purchased were primarily due to Madison Unit 3 being placed in service and the acquisition of Acadia Unit 1. Fuel used for electric generation and power purchased for utility customers generally are influenced by natural gas prices, as well as availability of transmission. However, other factors such as scheduled and/or unscheduled outages, unusual maintenance or repairs, or other developments may affect fuel used for electric generation and power purchased for utility customers. Non-recoverable fuel and power purchased decreased$7.7 million, or 64.7%,

primarily due to the absence of non-recoverable expenses related to fixed-price power that was provided to a wholesale customer during 2010 and lower capacity payments made during 2011. Other operations expense increased$7.6 million, or 6.8%, primarily due to higher generating station, transmission, and distribution expenses and higher employee benefit costs and administrative expenses. Partially offsetting these increases were lower professional fees. Maintenance expenses increased$2.6 million, or 3.5%, during 2011 compared to 2010 primarily due to higher generating station and distribution maintenance work performed during 2011. Other operations and maintenance expenses were impacted during 2011 as a result of Madison Unit 3 being placed in service and the acquisition of Acadia Unit 1. Depreciation expense increased$7.3 million, or 6.9%, largely due to Madison Unit 3 being placed in service and the acquisition of Acadia Unit 1.

Allowance for Other Funds Used During Construction

Allowance for other funds used during construction decreased$7.5 million, or 60.1%, during 2011 compared to 2010 primarily due to the cessation of AFUDC accruals related to the completion of construction activity at Madison Unit 3.

Other Income

Other income increased$1.2 million, or 57.6%, during 2011 compared to 2010 primarily due to higher royalty payments and higher revenue from mutual assistance to other utilities for restoration efforts.

Interest Charges

Interest charges increased$18.4 million, or 23.3%, during 2011 compared to 2010 primarily due to $13.3 million related to the November 2010 issuance of $250.0 million of senior notes, $8.9 million related to uncertain tax positions, and $2.8 million of lower interest charges capitalized in 2011 compared to 2010 associated with Madison Unit 3. Partially offsetting this increase was $3.3 million from the repayment of insured quarterly notes and a bank term loan in October 2010 and November 2010, respectively, and $3.3 million of other miscellaneous interest charges.

Income Taxes

Federal and state income taxes decreased$5.7 million, or 7.6%, during 2011 compared to 2010, primarily due to a decrease in pre-tax income excluding AFUDC equity. The effective income tax rate is different than the federal statutory rate due to state tax expense.

MIDSTREAM

Significant Factors Affecting Midstream

Earnings are primarily affected by the following factors:

Midstream’s earnings were derived in 2011 primarily from the Evangeline 2010 Tolling Agreement and, prior to April 29, 2011, from its 50% indirect interest in Acadia, which derived its revenue from energy sales. On April 29, 2011, Acadia completed its disposition of Acadia Unit 2 to Entergy Louisiana. In 2011, Acadia’s revenues were primarily derived from a short-term capacity agreement with Entergy Louisiana. The expiration of the Evangeline 2010 Tolling Agreement was December 31, 2011, (with a JPMVEC option to extend one year). JPMVEC did not exercise the option to extend the tolling agreement and as a result, Coughlin’s capacity and

34

CLECO CORPORATION CLECO POWER 2011 FORM 10-K

energy became available to Midstream beginning January 1, 2012. Evangeline was one of the successful bidders in Cleco Power’s RFP for short-term 2012 resources beginning January 1, 2012, and currently is providing 250 MW of capacity and energy to Cleco Power under a tolling agreement through April 30, 2012. In addition to Cleco Power’s RFP referenced above, in December 2011, Evangeline was also notified that Cleco Power selected its proposal to fulfill Cleco Power’s capacity and energy needs as defined in the Cleco Power RFP for contractual resources to meet CSAPR beginning in 2012. The proposal was for a 730-MW product beginning May 1, 2012, and ending April 30, 2015. The definitive agreement between Evangeline and Cleco Power was executed in January 2012 and has been submitted to the LPSC and FERC for approval. Currently, Midstream is marketing Coughlin’s capacity for periods beginning after April 30, 2015 and is evaluating various options to optimize Coughlin’s value. For more information, see “— Financial Condition — Regulatory and Other Matters — Generation RFP.”

The Evangeline 2010 Tolling Agreement was accounted for as an executory contract and revenue under this agreement was reflected in operating revenue. Evangeline’s 2011 revenue was recognized in the following manner:

• 15% in the first quarter,

• 22% in the second quarter,

• 48% in the third quarter, and

• 15% in the fourth quarter.

Evangeline’s 2012 revenue is expected to be recognized in the following manner:

• 5% in the first quarter,

• 32% in the second quarter,

• 49% in the third quarter, and

• 14% in the fourth quarter.

For more information on recognition of revenue from the Evangeline 2010 Tolling Agreement, see “— Critical Accounting Policies — Midstream” and Item 8, “Financial Statements and Supplementary Data — Notes to the Financial Statements — Note 2 — Summary of Significant Accounting Policies — Revenue and Fuel Costs — Evangeline” and “— Note 17 — Evangeline Transactions.”

For more information on the factors affecting Midstream, see Part I, Item 1A, “Risk Factors — Midstream Generation Facility.”

Expenses are primarily affected by the following factors:

Midstream’s expenses include depreciation, maintenance, and other operations expenses. Depreciation expense is affected by the cost of the facility in service, the time the facility was placed in service, and the estimated useful life of the facility. Maintenance expenses generally depend on the physical characteristics of the facility, the frequency and duration of the facility’s operations, and the effectiveness of preventive maintenance. Other operating expenses mainly relate to administrative expenses, employee benefits, and generation operating expenses.

Other Factors Affecting Midstream

Evangeline

In accordance with the authoritative guidance on consolidations, Cleco reported its investment in Evangeline on

the equity method of accounting and reflected Evangeline’s net operating results in the equity income (loss) from investees’ line during 2009. Effective January 1, 2010, the requirements for consolidation changed. On and after January 1, 2010, Evangeline’s assets, liabilities, revenues, expenses, and cash flows were presented in the corresponding line items of the consolidated financial statements. For more information, see “— Critical Accounting Policies.” For more information on the consolidation guidelines, see Item 8, “Financial Statements and Supplementary Data — Notes to the Financial Statements — Note 12 — Variable Interest Entities.” On February 22, 2010, Evangeline and JPMVEC terminated the Evangeline Tolling Agreement and executed the Evangeline 2010 Tolling Agreement. For more information, see Item 8, “Financial Statements and Supplementary Data — Notes to the Financial Statements — Note 17 — Evangeline Transactions.”

Midstream’s Results of Operations — Year ended December 31, 2011, Compared to Year ended December 31, 2010
	FOR THE YEAR ENDED DECEMBER 31,
						FAVORABLE/(UNFAVORABLE)
(THOUSANDS)	2011			2010		VARIANCE			CHANGE
Operating revenue
Tolling operations	$	19,004		$	26,067	$	(7,063	)	(27.1	)%
Other operations	9			3		6			200.0	%
Affiliate revenue	45			960		(915		)	(95.3	)%
Total operating revenue	19,058			27,030		(7,972		)	(29.5	)%
Operating expenses
Other operations	8,408			8,082		(326		)	(4.0	)%
Maintenance	7,204			8,868		1,664			18.8	%
Depreciation	5,872			5,779		(93		)	(1.6	)%
Taxes other than income taxes	2,399			342		(2,057		)	(601.5	)%
Loss on sales of assets	404			387		(17		)	(4.4	)%
Total operating expenses	24,287			23,458		(829		)	(3.5	)%
Operating (loss) income	$	(5,229	)	$	3,572	$	(8,801	)	(246.4	)%
Equity income from investees, before tax	$	62,053		$	38,848	$	23,205		59.7	%
Gain on toll settlement	$	—		$	148,402	$	(148,402	)	(100.0	)%
Interest charges	$	(28,996	)	$	7,140	$	36,136		506.1	%
Federal and state income tax expense	$	44,637		$	71,255	$	26,618		37.4	%
Net income	$	42,792		$	114,467	$	(71,675	)	(62.6	)%

Factors affecting Midstream during 2011 are described below.

Operating Revenue

Operating revenue decreased$8.0 million, or 29.5%, in 2011 compared to 2010, largely as a result of lower tolling revenue resulting from the Evangeline restructuring and pricing of the Evangeline 2010 Tolling Agreement. Affiliate revenue decreased$0.9 million, or 95.3%, in 2011 compared to 2010 primarily due to a decrease in services provided by Generation Services employees who were transferred to Cleco Power during 2010 as a result of Cleco Power’s acquisition of Acadia Unit 1.

Operating Expenses

Maintenance expenses decreased$1.7 million, or 18.8%, in 2011 compared to 2010, largely as a result of lower turbine maintenance expenses at Evangeline. Taxes other than

35

CLECO CORPORATION CLECO POWER 2011 FORM 10-K

income taxes increased$2.1 million, or 601.5%, primarily due to higher property taxes at Evangeline as a result of the expiration of a 10-year property tax exemption. For more information on Evangeline, see Item 8, “Financial Statements and Supplementary Data — Notes to the Financial Statements — Note 12 — Variable Interest Entities — Consolidated VIEs — Evangeline.”

Equity Income from Investees

Equity income from investees increased$23.2 million, or 59.7%, in 2011 compared to 2010 primarily due to increased equity earnings at APH primarily from the recognition of a $62.0 million gain from the disposition of Acadia Unit 2 and Acadia Power Station’s remaining common facilities to Entergy Louisiana. Partially offsetting this increase was the absence of the gain from Cleco Power’s acquisition of Acadia Unit 1 and half of Acadia Power Station’s related common facilities during 2010. For more information on the Acadia Unit 1 and 2 transactions, see Item 8, “Financial Statements and Supplementary Data — Notes to the Financial Statements — Note 18 — Acadia Transactions.”

Gain on Toll Settlement

Gain on toll settlement was $148.4 million in 2010 due to transactions related to the termination of the Evangeline Tolling Agreement and the execution of the Evangeline 2010 Tolling Agreement. For more information, see Item 8, “Financial Statements and Supplementary Data — Notes to the Financial Statements — Note 17 — Evangeline Transactions.”

Interest Charges

Interest charges decreased$36.1 million, or 506.1%, during 2011 compared to 2010 largely as a result of an IRS settlement at Evangeline and the retirement of Evangeline’s debt in 2010. For more information on the IRS settlement, see Item 8, “Financial Statements and Supplementary Data — Notes to the Financial Statements — Note 9 — Income Taxes.”

Income Taxes

Federal and state income taxes decreased$26.6 million, or 37.4%, during 2011 compared to 2010, primarily due to a decrease in pre-tax income, partially offset by adjustments related to the settlement of the 2001 through 2003 IRS audit. The effective income tax rate is different than the federal statutory rate primarily due to prior year adjustments related to the settlement of the 2001 through 2003 IRS audit and state tax expense.

Cleco Consolidated Results of Operations — Year ended December 31, 2010, Compared to Year ended December 31, 2009
				FOR THE YEAR ENDED DECEMBER 31,
							FAVORABLE/(UNFAVORABLE)
(THOUSANDS)	2010			2009			VARIANCE			CHANGE
Operating revenue, net	$	1,148,666		$	853,758		$	294,908		34.5	%
Operating expenses	853,325			746,949			(106,376		)	(14.2	)%
Operating income	$	295,341		$	106,809		$	188,532		176.5	%
Interest income	$	409		$	1,512		$	(1,103	)	(72.9	)%
Allowance for other funds used during construction	$	12,413		$	73,269		$	(60,856	)	(83.1	)%
Equity income (loss) from investees, before tax	$	38,849		$	(17,423	)	$	56,272		323.0	%
Gain on toll settlement	$	148,402		$	—		$	148,402		—
Other expense	$	(6,991	)	$	(2,807	)	$	(4,184	)	(149.1	)%
Interest charges	$	95,776		$	51,055		$	(44,721	)	(87.6	)%
Federal and state income taxes	$	142,498		$	9,579		$	(132,919	)	*
Net income applicable to common stock	$	255,345		$	106,261		$	149,084		140.3	%
* Not meaningful

Consolidated net income applicable to common stock increased $149.1 million, or 140.3%, in 2010 compared to 2009 primarily due to increased Midstream and Cleco Power earnings. Midstream’s earnings were significantly impacted due to transactions related to the termination of the Evangeline Tolling Agreement and the execution of the Evangeline 2010 Tolling Agreement. Cleco Power’s earnings were significantly impacted by the new retail base rate increase that became effective in February 2010. Partially offsetting this increase were lower corporate earnings.

Operating revenue, net increased $294.9 million, or 34.5%, in 2010 compared to 2009 largely as a result of higher base revenue at Cleco Power.

Operating expenses increased $106.4 million, or 14.2%, in 2010 compared to 2009 primarily due to higher volumes of fuel used for electric generation, higher depreciation expense, and higher other operations and maintenance expenses at Cleco Power.

Interest income decreased $1.1 million, or 72.9%, in 2010 compared to 2009 primarily due to lower interest income at Cleco Power.

Allowance for other funds used during construction decreased $60.9 million, or 83.1%, in 2010 compared to 2009, primarily due to the cessation of AFUDC accruals related to the completion of construction activity at Madison Unit 3.

Equity income from investees increased $56.3 million, or 323.0%, in 2010 compared to 2009 largely due to increased equity earnings at APH primarily from the recognition of a $41.0 million gain from Cleco Power’s acquisition of Acadia Unit 1 and half of Acadia Power Station’s related common facilities. Also contributing to the increased equity earnings at APH were lower net operating expenses.

Gain on toll settlement was $148.4 million in 2010 due to transactions related to the termination of the existing Evangeline Tolling Agreement and the execution of the Evangeline 2010 Tolling Agreement. For more information, see Item 8, “Financial Statements and Supplementary Data — Notes to the Financial Statements — Note 17 — Evangeline Transactions.”

Other expense increased $4.2 million, or 149.1%, in 2010 compared to 2009 primarily due to the amortization of a plant

36

CLECO CORPORATION CLECO POWER 2011 FORM 10-K

acquisition adjustment related to Cleco Power’s acquisition of Acadia Unit 1 and half of Acadia Power Station’s related common facilities, and amounts related to the November 2010 termination of an interest rate swap at Cleco Power.

Interest charges increased $44.7 million, or 87.6%, in 2010 compared to 2009 primarily due to higher interest charges at Cleco Power and higher corporate interest charges primarily related to a bank term loan executed in February 2010, the absence of a 2009 favorable settlement of a franchise tax lawsuit, and net interest charges related to uncertain tax positions.

Federal and state income taxes increased $132.9 million in 2010 compared to 2009 primarily due to an increase in pre-tax income excluding equity AFUDC. The effective income tax rate is different than the federal statutory rate due to state tax expense.

Results of operations for Cleco Power and Midstream are more fully described below.

Cleco Power’s Results of Operations — Year ended December 31, 2010, Compared to Year ended December 31, 2009
	FOR THE YEAR ENDED DECEMBER 31,
							FAVORABLE/(UNFAVORABLE)
(THOUSANDS)	2010			2009			VARIANCE			CHANGE
Operating revenue
Base	$	592,676		$	355,091		$	237,585		66.9	%
Fuel cost recovery	493,426			453,555			39,871			8.8	%
Electric customer credits	(9,596		)	—			(9,596		)	—
Other operations	42,578			33,558			9,020			26.9	%
Affiliate revenue	1,371			1,395			(24		)	(1.7	)%
Total operating revenue	1,120,455			843,599			276,856			32.8	%
Operating expenses
Fuel used for electric generation – recoverable	355,425			253,911			(101,514		)	(40.0	)%
Power purchased for utility  customers – recoverable	138,051			199,619			61,568			30.8	%
Non-recoverable fuel and power purchased	11,938			24,832			12,894			51.9	%
Other operations	111,966			99,704			(12,262		)	(12.3	)%
Maintenance	72,048			47,179			(24,869		)	(52.7	)%
Depreciation	105,586			77,064			(28,522		)	(37.0	)%
Taxes other than income taxes	32,744			29,758			(2,986		)	(10.0	)%
Loss on sales of assets	47			70			23			32.9	%
Total operating expenses	827,805			732,137			(95,668		)	(13.1	)%
Operating income	$	292,650		$	111,462		$	181,188		162.6	%
Interest income	$	379		$	1,449		$	(1,070	)	(73.8	)%
Allowance for other funds used during construction	$	12,413		$	73,269		$	(60,856	)	(83.1	)%
Other expense	$	(6,206	)	$	(3,525	)	$	(2,681	)	(76.1	)%
Interest charges	$	78,731		$	58,562		$	(20,169	)	(34.4	)%
Federal and state income taxes	$	75,107		$	15,297		$	(59,810	)	(391.0	)%
Net income	$	147,405		$	111,166		$	36,239		32.6	%

Cleco Power’s net income for 2010 increased $36.2 million, or 32.6%, compared to 2009. Contributing factors include:

• higher base revenue,

• lower non-recoverable fuel and power purchased, and

• higher other operations revenue.

These were partially offset by:

• lower allowance for other funds used during construction,

• higher other operations and maintenance expenses,

• higher interest charges,

• higher electric customer credits,

• higher taxes other than income taxes,

• higher other expense,

• lower interest income, and

• higher effective income tax rate.

	FOR THE YEAR ENDED DECEMBER 31,
			FAVORABLE/
(MILLION kWh)	2010	2009	(UNFAVORABLE)
Electric sales
Residential	3,978	3,637	9.4	%
Commercial	2,605	2,484	4.9	%
Industrial	2,271	2,232	1.7	%
Other retail	138	136	1.5	%
Total retail	8,992	8,489	5.9	%
Sales for resale	1,983	1,390	42.7	%
Unbilled	46	60	(23.3	)%
Total retail and wholesale customer sales	11,021	9,939	10.9	%

	FOR THE YEAR ENDED DECEMBER 31,
						FAVORABLE/
(THOUSANDS)	2010			2009		(UNFAVORABLE)
Electric sales
Residential	$	271,781		$	157,672	72.4	%
Commercial	160,039			95,453		67.7	%
Industrial	78,158			50,957		53.4	%
Other retail	9,186			5,715		60.7	%
Storm surcharge	8,888			19,661		(54.8	)%
Other	(6,005		)	—		—
Total retail	522,047			329,458		58.5	%
Sales for resale	47,954			23,371		105.2	%
Unbilled	22,675			2,262		902.4	%
Total retail and wholesale customer sales	$	592,676		$	355,091	66.9	%

The following chart shows how cooling and heating degree-days varied from normal conditions and from the prior period. Cleco Power uses temperature data collected by the National Oceanic and Atmospheric Administration to determine cooling and heating degree-days.

	FOR THE YEAR ENDED DECEMBER 31,
				2010 CHANGE
	2010	2009	NORMAL	PRIOR YEAR		NORMAL
Cooling degree-days	3,150	2,977	2,662	5.8	%	18.3	%
Heating degree-days	1,967	1,447	1,645	35.9	%	19.6	%

Base

Base revenue increased $237.6 million, or 66.9%, during 2010 compared to 2009. The base rate increases that became effective in February 2010, which included Madison Unit 3 and Acadia Unit 1, accounted for approximately $208.9 million of

37

CLECO CORPORATION CLECO POWER 2011 FORM 10-K

the increase, while the impact from favorable weather and new service to a wholesale customer accounted for approximately $28.7 million of the increase. For information on other effects of future energy sales on Cleco Power’s financial condition, results of operations, and cash flows, see “— Significant Factors Affecting Cleco Power” and Part I, Item 1A, “Risk Factors — Future Electricity Sales.”

Fuel Cost Recovery

Fuel cost recovery revenue billed to customers during 2010 compared to 2009 increased $39.9 million, or 8.8%, primarily due to higher volumes of fuel used for electric generation and increases in the per-unit cost of power purchased for utility customers. Partially offsetting the increase were decreases in the per-unit cost of fuel used for electric generation and lower volumes of power purchased for utility customers. Higher volumes of fuel used for electric generation and lower volumes of power purchased were primarily due to Madison Unit 3 being placed in service and the acquisition of Acadia Unit 1 during 2010.

Electric Customer Credits

Electric customer credits increased $9.6 million in 2010 compared to 2009 as a result of recording an estimated accrual for a rate refund based on actual results for the 12 months ended September 30, 2010. Beginning in 2011, potential refunds are based on results for the 12-month period ended June 30. For more information on the accrual for electric customer credits, see Item 8, “Financial Statements and Supplementary Data — Notes to the Financial Statements — Note 11 — Electric Customer Credits.”

Other Operations

Other operations revenue increased $9.0 million, or 26.9%, in 2010 compared to 2009, primarily due to $4.3 million related to mineral lease payments, $2.2 million of higher transmission revenue, $1.1 million of favorable results relating to economic hedge transactions associated with fixed-price power being provided to a wholesale customer, $0.8 million of higher customer forfeited discounts, and $0.6 million of higher other miscellaneous revenue. For information on Cleco’s energy commodity activities, see Item 7A, “Quantitative and Qualitative Disclosures about Market Risk — Risk Overview — Commodity Price Risks.”

Operating Expenses

Operating expenses increased $95.7 million, or 13.1%, in 2010 compared to 2009. Fuel used for electric generation (recoverable) increased $101.5 million, or 40.0%, primarily due to higher volumes of fuel used as compared to 2009. Partially offsetting this increase were lower per-unit costs of fuel used for electric generation. Power purchased for utility customers (recoverable) decreased $61.6 million, or 30.8%, largely due to lower volumes of purchased power. Partially offsetting this decrease were higher per-unit costs of purchased power. Lower volumes of power purchased were the result of the commencement of commercial operations of Madison Unit 3 and the acquisition of Acadia Unit 1. Fuel used for electric generation and power purchased for utility customers generally are influenced by natural gas prices, as well as availability of transmission. However, other factors such as scheduled and/or unscheduled outages, unusual maintenance or repairs, or other developments may affect fuel used for electric generation and power purchased for utility customers. Non-recoverable fuel and power purchased decreased $12.9

million, or 51.9%, primarily due to the commencement of commercial operations of Madison Unit 3 and the acquisition of Acadia Unit 1, which resulted in less capacity purchased from third parties. Other operations expense increased $12.3 million, or 12.3%, primarily due to higher transmission and generating station expenses, higher customer service expenses, and higher professional fees. Partially offsetting these increases was lower general liability expense. Maintenance expenses increased $24.9 million, or 52.7%, during 2010 compared to 2009 primarily due to higher generating station maintenance work performed during 2010. Other operations and maintenance expenses include the impact of Madison Unit 3 being placed in service and the acquisition of Acadia Unit 1. Depreciation expense increased $28.5 million, or 37.0%, largely due to Madison Unit 3 being placed in service and the acquisition of Acadia Unit 1. Taxes other than income taxes increased $3.0 million, or 10.0%, primarily due to higher payroll taxes and state franchise taxes.

Interest Income

Interest income decreased $1.1 million, or 73.8%, during 2010 compared to 2009 primarily due to the absence of interest income related to deferred tree trimming costs. For more information, see Item 8, “Financial Statements and Supplementary Data — Notes to the Financial Statements — Note 3 — Regulatory Assets and Liabilities — Tree Trimming Costs.”

Allowance for Other Funds Used During Construction

Allowance for other funds used during construction decreased $60.9 million, or 83.1%, during 2010 compared to 2009 primarily due to the cessation of AFUDC accruals related to the completion of construction activity at Madison Unit 3.

Other Expense

Other expense increased $2.7 million, or 76.1%, during 2010 compared to 2009 primarily due to the amortization of a plant acquisition adjustment related to Cleco Power’s acquisition of Acadia Unit 1 and amounts related to the November 2010 termination of an interest rate swap.

Interest Charges

Interest charges increased $20.2 million, or 34.4%, during 2010 compared to 2009 primarily due to a $21.6 million decrease in interest charges capitalized (allowance for borrowed funds used during construction) associated with Madison Unit 3, $10.1 million related to the November 2009 and 2010 issuances of senior notes, and $1.2 million related to a variable-rate bank loan executed in August 2009. Partially offsetting this increase was $8.8 million of lower interest charges primarily related to uncertain tax positions, $3.4 million related to the repayment of medium-term notes and insured quarterly notes in May 2009 and August 2009, respectively, and $0.5 related to other miscellaneous interest charges.

Income Taxes

Federal and state income taxes increased $59.8 million, or 391.0%, during 2010 compared to 2009, primarily due to an increase in pre-tax income excluding equity AFUDC. The effective income tax rate is different than the federal statutory rate due to state tax expense.

38

CLECO CORPORATION CLECO POWER 2011 FORM 10-K

Midstream’s Results of Operations — Year ended December 31, 2010, Compared to Year ended December 31, 2009
	FOR THE YEAR ENDED DECEMBER 31,
						FAVORABLE/(UNFAVORABLE)
(THOUSANDS)	2010		2009				VARIANCE			CHANGE
Operating revenue
Tolling operations	$	26,067	$	—			$	26,067		—
Other operations	3		1				2			200.0	%
Affiliate revenue	960		8,748				(7,788		)	(89.0	)%
Total operating revenue	27,030		8,749				18,281			208.9	%
Operating expenses
Other operations	8,082		6,292				(1,790		)	(28.4	)%
Maintenance	8,868		3,887				(4,981		)	(128.1	)%
Depreciation	5,779		177				(5,602		)	*
Taxes other than income taxes	342		403				61			15.1	%
Loss on sales of assets	387		5				(382		)	*
Total operating expenses	23,458		10,764				(12,694		)	(117.9	)%
Operating income (loss)	3,572		(2,015		)		5,587			277.3	%
Equity income (loss) from investees, before tax	$	38,848	$	(19,339	)		$	58,187		300.9	%
Gain on toll settlement	$	148,402	$	—			$	148,402		—
Other income	$	2,071	$	37			$	2,034		*
Federal and state income tax expense (benefit)	$	71,255	$	(11,027	)		$	(82,282	)	(746.2	)%
Net income (loss)	$	114,467	$	(17,730	)		$	132,197		745.6	%
* Not meaningful

Factors affecting Midstream during 2010 are described below.

Operating Revenue

Operating revenue increased $18.3 million, or 208.9%, in 2010 compared to 2009 largely as a result of the accounting treatment of tolling operations revenue at Evangeline. As a result of Evangeline’s reconsolidation with Cleco, Evangeline’s $26.1 million of revenue for 2010 is reflected in tolling operations revenue. Evangeline’s revenue of $59.9 million for 2009 was reported in equity income from investees. This $33.8 million decrease in Evangeline’s revenue was primarily due to lower tolling revenue resulting from the Evangeline restructuring and the pricing of the Evangeline 2010 Tolling Agreement. Affiliate revenue decreased $7.8 million, or 89.0%, in 2010 compared to 2009 primarily due to affiliate transactions with Evangeline now being eliminated as a result of Evangeline’s reconsolidation with Cleco and Generation Services’ employees who were transferred to Cleco Power as a result of the acquisition of Acadia Unit 1. For more information on Evangeline, see Item 8, “Financial Statements and Supplementary Data — Notes to the Financial Statements — Note 12 — Variable Interest Entities — Consolidated VIEs — Evangeline.”

Operating Expenses

Operating expenses increased $12.7 million, or 117.9%, in 2010 compared to 2009 primarily as a result of the reconsolidation of Evangeline with Cleco. Evangeline’s operating expenses of $20.9 million for 2010 are included in the table above in total operating expenses. Evangeline’s operating expenses of $33.3 million for 2009 were reported in equity income from investees. The $12.4 million decrease in Evangeline’s operating expenses was primarily due to lower maintenance expenses resulting from the absence of a 2009

outage. For more information on Evangeline, see Item 8, “Financial Statements and Supplementary Data — Notes to the Financial Statements — Note 12 — Variable Interest Entities — Consolidated VIEs — Evangeline.”

Equity Income from Investees

Equity income from investees increased $58.2 million, or 300.9%, in 2010 compared to 2009 primarily due to increased equity earnings at APH primarily from the recognition of a $41.0 million gain from Cleco Power’s acquisition of Acadia Unit 1 and half of Acadia Power Station’s related common facilities. Also contributing to the increase was the absence of 2009 equity losses from Evangeline and the subsequent change in method of accounting for Evangeline effective January 1, 2010. For more information on Cleco Power’s acquisition of Acadia Unit 1, see Item 8, “Financial Statements and Supplementary Data — Notes to the Financial Statements — Note 18 — Acadia Transactions — Acadia Unit 1.”

Gain on Toll Settlement

Gain on toll settlement was $148.4 million in 2010 due to transactions related to the termination of the Evangeline Tolling Agreement and the execution of the Evangeline 2010 Tolling Agreement. For more information, see Item 8, “Financial Statements and Supplementary Data — Notes to the Financial Statements — Note 17 — Evangeline Transactions.”

Other Income

Other income increased $2.0 million during 2010 compared to 2009 largely as a result of the contractual expiration of an underlying indemnification resulting from the acquisition of Acadia Unit 1 by Cleco Power. For more information, see Item 8, “Financial Statements and Supplementary Data — Notes to the Financial Statements — Note 14 — Litigation, Other Commitments and Contingencies, and Disclosures about Guarantees — Disclosures about Guarantees.”

Income Taxes

Federal and state income taxes increased $82.3 million, or 746.2%, during 2010 compared to 2009, primarily due to an increase in pre-tax income. The effective income tax rate is different than the federal statutory rate due to state tax expense.

CLECO POWER LLC — NARRATIVE ANALYSIS OF RESULTS OF OPERATIONS

For a narrative analysis of the results of operations explaining the reasons for material changes in the amount of revenue and expense items of Cleco Power between the year ended December 31, 2011, and the year ended December 31, 2010, see “Results of Operations — Cleco Power’s Results of Operations — Year ended December 31, 2011, Compared to Year ended December 31, 2010.”

For a narrative analysis of the results of operations explaining the reasons for material changes in the amount of revenue and expense items of Cleco Power between the year ended December 31, 2010, and the year ended December 31, 2009, see “Results of Operations — Cleco Power’s Results of Operations — Year ended December 31, 2010, Compared to Year ended December 31, 2009.”

The narrative analyses referenced above should be read in combination with Cleco Power’s Financial Statements and the Notes contained in this Form 10-K.

39

CLECO CORPORATION CLECO POWER 2011 FORM 10-K

CRITICAL ACCOUNTING POLICIES

Cleco’s critical accounting policies include those accounting policies that are both important to Cleco’s financial condition and results of operations and those that require management to make difficult, subjective, or complex judgments about future events, which could result in a material impact to the financial statements of Cleco Corporation’s segments or to Cleco as a consolidated entity. The financial statements contained in this report are prepared in accordance with GAAP, which require Cleco to make estimates and assumptions. Estimates and assumptions about future events and their effects cannot be made with certainty. Management bases its current estimates and assumptions on historical experience and on various other factors that are believed to be reasonable under the circumstances. On an ongoing basis, these estimates and assumptions are evaluated and, if necessary, adjustments are made when warranted by new or updated information or by a change in circumstances or environment. Actual results may differ significantly from these estimates under different assumptions or conditions. For more information on Cleco’s accounting policies, see Item 8, “Financial Statements and Supplementary Data — Notes to the Financial Statements — Note 2 — Summary of Significant Accounting Policies.”

Cleco believes that the following are the most significant critical accounting policies:

• Cleco accounts for pension and other postretirement benefits under applicable GAAP. To determine assets, liabilities, income, and expense relating to pension and other postretirement benefits, management must make assumptions about future trends. Assumptions and estimates include, but are not limited to, discount rate, expected return on plan assets, future rate of compensation increases, and medical inflation trend rates. These assumptions are reviewed and updated on an annual basis. Changes in the rates from year to year and newly enacted laws could have a material effect on Cleco’s financial condition and results of operations by changing the recorded assets, liabilities, income, expense, or required funding of the pension plan obligation. One component of pension expense is the expected return on plan assets. It is an assumed percentage return on the market-related value of plan assets. The market-related value of plan assets differs from the fair value of plan assets by the amount of deferred asset gains or losses. Actual asset returns that differ from the expected return on plan assets are deferred and recognized in the market-related value of assets on a straight-line basis over a five-year period. The 2011 return on plan assets was 8.7% compared to an expected long-term return of 7.8%. For 2010, the return on plan assets was 13.6% compared to an expected long-term return of 7.8%. For the calculation of the 2012 periodic expense, Cleco is lowering the expected long-term return on plan assets to 6.61%. This decrease was caused by a shift in investment policies from equity investments to fixed income investments. The decrease is expected to increase expense by $3.7 million.

Historically, Cleco used the Citigroup Pension Liability Index, adjusted for differences in cash flows, in determining the discount rate applied to its pension

plans. For the December 31, 2011 measurement of liabilities, management ceased using the Citigroup Pension Liability Index because the index’s cash flows were not similar to those of Cleco’s pension plans. Instead, Cleco began using a theoretical bond portfolio in order to calculate the discount rate as it is more representative of Cleco’s expected cash outflows. As a result of the annual review of assumptions, the discount rate decreased from 5.43% to 5.08%.

A change in the assumed discount rate creates a deferred actuarial gain or loss. Generally, when the assumed discount rate decreases compared to the prior measurement date, a deferred actuarial loss is created. When the assumed discount rate increases compared to the prior measurement date, a deferred actuarial gain is created. Actuarial gains and losses also are created when actual results, such as compensation increases, differ from assumptions. Deferred actuarial gains and losses are recorded as a regulatory asset or liability. The net of the deferred gains and losses is amortized to pension expense over the average service life of the remaining plan participants, 11.3 years for Cleco’s plan, when it exceeds certain thresholds. This approach to amortization of gains and losses has the effect of reducing the volatility of pension expense attributable to investment returns. Over time, it is not expected to reduce or increase the pension expense relative to an approach that immediately recognizes losses and gains.

The decrease in the discount rate is expected to increase pension expense by $1.7 million in 2012 compared to 2011. Since the assumption is evaluated yearly, the increase may not extend past 2012.

Cleco Power made a $60.0 million contribution to the pension plan during 2011 as compared to a $5.0 million required contribution to the pension plan in 2010. During 2009, Cleco Power made a discretionary contribution of $18.8 million to the pension plan. The $60.0 million contribution in 2011 was primarily a pre-funding of expected minimum contributions through 2014. Based on current funding assumptions, management estimates future pension contributions of $33.7 million through 2016, none of which is required in 2012. Future discretionary contributions may be made depending on changes in assumptions, the ability to utilize the contribution as a tax deduction, and requirements concerning recognizing a minimum pension liability. Future required contributions are driven by liability funding target percentages set by law which could cause the required contributions to change from year to year. The ultimate amount and timing of the contributions will be affected by changes in the discount rate, changes in the funding regulations, and actual returns on fund assets. Adverse changes in assumptions, or adverse actual events could cause additional minimum contributions.

In March 2010, the President signed the PPACA, a comprehensive health care law. The PPACA contained an excise tax beginning in 2018 on health care benefits that exceeded certain dollar limits. If a company sponsors a postretirement medical plan and

40

CLECO CORPORATION CLECO POWER 2011 FORM 10-K

it expects to be required to pay the excise tax starting in 2018, it must reflect the effects of the tax liability and expense currently as a part of its normal accounting for postretirement benefits. Cleco’s assumption, based upon the ability to blend post-65 and pre-65 retiree benefits is that it will not be required to pay the tax starting in 2018. If the assumption is incorrect, Cleco expects an increase in the post-retiree medical liability of approximately $3.3 million and the related increase in expense of $1.0 million.

For more information on pension and other postretirement benefits, see Item 8, “Financial Statements and Supplementary Data — Notes to the Financial Statements — Note 8 — Pension Plan and Employee Benefits.”

• Income tax expense and related balance sheet amounts are comprised of a “current” portion and a “deferred” portion. The current portion represents Cleco’s estimate of the income taxes payable or receivable for the current year. The deferred portion represents Cleco’s estimate of the future income tax effects of events that have been recognized in the financial statements or income tax returns in the current or prior years. Cleco makes assumptions and estimates when it records income taxes, such as its ability to deduct items on its tax returns, the timing of the deduction, and the effect of regulation by the LPSC on income taxes. Cleco’s income tax expense and related assets and liabilities could be affected by changes in its assumptions and estimates and by ultimate resolution of assumptions and estimates with taxing authorities. The actual results may differ from the estimated results based on these assumptions and may have a material effect on Cleco’s results of operations. For more information about Cleco Corporation’s income taxes, see Item 8, “Financial Statements and Supplementary Data — Notes to the Financial Statements — Note 9 — Income Taxes.”

The provisions of the authoritative guidance relating to uncertain tax positions require management to estimate the reliability of positions taken on tax returns. These estimates could differ significantly from the ultimate outcome. For more information on income taxes, see Item 8, “Financial Statements and Supplemental Data — Notes to the Financial Statements — Note 9 — Income Taxes.”

• Cleco Corporation consolidates entities as required by GAAP. Generally, a parent consolidates entities in which it controls, either directly or indirectly, the majority of the voting interest. Additionally, a parent could be required to consolidate an entity in which it does not control a majority voting interest if the subsidiary is a variable interest entity and meets certain criteria making the parent the primary beneficiary of an entity. An entity is a variable interest entity if it lacks the ability to finance its activities without support from other parties; if its owners lack controlling financial interest in the entity; or if the entity either conducts substantially all of its activities with or on behalf of an investor or if voting rights are disproportional to risks and rewards. While consolidation or the equity method of accounting will not affect net income applicable to common shareholders, it may affect specific line items within

the income statement, such as revenue, specific expense line items, and income from equity investees. Consolidation or the equity method of accounting of an entity will affect specific balance sheet items such as property, plant, and equipment, and long-term debt, which will cause changes in total assets and total liabilities. Shareholders’ equity should not be affected by consolidation or the equity method of accounting of entities. Effective January 1, 2010, the requirements for consolidation changed, requiring Cleco Corporation to consolidate three wholly owned subsidiaries that had been accounted for using the equity method. Prior to January 1, 2010, Perryville, Attala, and Evangeline were presented in the consolidated financial statements as follows;

◦ all entities’ results of operations before taxes as one line item on the consolidated statements of income entitled equity income (loss) from investees,

◦ all entities’ assets and liabilities on the consolidated balance sheets as one line item entitled equity investment in investees, and

◦ all entities’ cash flows in the consolidated statement of cash flows as return on equity investment in investee, return of equity investment in investee and equity investment in investee.

On and after January 1, 2010, all entities’ assets, liabilities, revenues, expenses and cash flows are presented on the corresponding line items of the consolidated financial statements. Cleco has chosen to implement the consolidation prospectively and not retrospectively, therefore the consolidation was not carried back to comparative prior periods in financial statements issued after implementation. For more information on Perryville, Attala and Evangeline, see Item 8, “Financial Statements and Supplementary Data — Note 2 — Summary of Significant Accounting Policies — Recent Authoritative Guidance” and Note 12 — “Variable Interest Entities.”

• Part of the compensation employees and directors receive is in the form of equity instruments. The instruments may take the form of restricted stock, stock options, stock equivalent units, or other types of equity instruments as described in the compensatory plans. Cleco recognizes equity compensation at the grant date fair value for instruments settled in equity and reporting date fair value for equity compensation settled in cash. Estimates used in the calculation require management judgments and could cause volatility in earnings. For more information on stock-based compensation, see Item 8, “Financial Statements and Supplemental Data — Notes to the Financial Statements — Note 7 — Common and Preferred Stock — Common Stock — Stock-Based Compensation.”

Cleco Power

Cleco Power’s prices are regulated by the LPSC and FERC. By determining what costs can be recovered by Cleco Power through the price it charges its customers, regulatory assets and liabilities are recognized. Future changes made by the regulatory bodies could have a material impact on the

41

CLECO CORPORATION CLECO POWER 2011 FORM 10-K

operations and financial condition of Cleco Power. Three areas that could be materially impacted by future actions of regulators are:

• The LPSC determines the ability of Cleco Power to recover prudent costs incurred in developing long-lived assets. If the LPSC were to rule that the cost of current or future long-lived assets was imprudent and not recoverable, Cleco Power could be required to write down the imprudent cost and incur a corresponding impairment loss. At December 31, 2011, the carrying value of Cleco Power’s long-lived assets was $2.56 billion. Currently, Cleco Power has concluded that none of its long-lived assets are impaired.

• Cleco Power has concluded it is probable that regulatory assets can be recovered from ratepayers in future rates. At December 31, 2011, Cleco Power had $458.7 million in regulatory assets, net of regulatory liabilities. Actions by the LPSC could limit the recovery of these regulatory assets, causing Cleco Power to record a loss on some or all of the regulatory assets. For more information on the LPSC and regulatory assets, see Item 8, “Financial Statements and Supplementary Data — Notes to the Financial Statements — Note 2 — Summary of Significant Accounting Policies — Regulation,” Note 3 — “Regulatory Assets and Liabilities,” and “— Financial Condition — Regulatory and Other Matters — Lignite Deferral.”

• The LPSC determines the amount and type of fuel and purchased power costs that Cleco Power can charge customers through the fuel adjustment clause. Changes in the determination of allowable costs already incurred by Cleco Power could cause material changes in fuel revenue. For the years ended December 31, 2011, 2010, and 2009, Cleco Power reported fuel revenue of $446.9 million, $493.4 million, and $453.6 million, respectively.

During 2011, Cleco Power entered into two derivative instruments designated as cash flow hedges, one treasury rate lock and one forward starting interest rate swap. Also, during 2011, Cleco Power entered into a treasury rate lock extension which did not qualify for hedge accounting. The treasury rate locks were settled during the fourth quarter of 2011 for a combined loss of $26.7 million. At December 31, 2011, Cleco Power recorded $22.3 million in other comprehensive income and deferred $4.4 million of losses and ineffectiveness as a regulatory asset related to the settlement of the two treasury rate locks. As a result of management’s assessment that it is probable that the losses and ineffectiveness will be recovered through the rate-making process, Cleco Power will amortize the regulatory asset over the 30-year term of the related debt. The amount recorded in other comprehensive income will also be amortized as interest expense over the 30-year term of the related debt issuance. Of the $26.7 million loss, $8.1 million is related to interest payments on a forecasted $50.0 million debt issuance that will be issued on or before May 2013. If management determines that the forecasted future interest payments will not occur and the LPSC determines the costs were imprudent, then the $8.1 million settled loss and any gain or loss on the forward starting swap will be required to be recognized in income immediately. For more information on these interest rate derivatives, see Item 8, “Financial

Statements and Supplementary Data — Notes to the Financial Statements — Note 5 — “Fair Value Accounting — Interest Rate Derivatives — Treasury Rate Locks" and "— Forward Starting Interest Rate Swap.”

Midstream

Generally, Midstream is most affected by market conditions and changes in contract counterparty credit ratings and financial condition. The most important are:

• Certain triggering events could cause Midstream to determine that its long-lived assets may be impaired according to applicable accounting guidance. Triggering events which apply to long-lived assets include, but are not limited to, a significant decrease in the market value of long-lived assets, a significant change in legal factors, such as adverse changes in environmental laws, or a current operating or cash flow loss combined with a projection of continued losses in the future. Any impairment calculated is subject to many assumptions and estimations. Management must make assumptions about expected future cash flows, long-term interest rates, estimates about the probability of the occurrence of future events, and estimates of market value of assets without a readily observable market price. Differences between the estimate made at a particular balance sheet date and actual events could cause material adjustments to an impairment charge. In February 2010, a triggering event occurred at Evangeline when the long-term Evangeline Tolling Agreement was terminated. An impairment charge was not recorded since the undiscounted expected future net cash flows exceeded the carrying value of Evangeline’s property, plant, and equipment. Due to the lack of a long-term agreement, the expected future net cash flows of Evangeline are subject to an increased potential for variability as compared to prior years. Consequently, future impairment tests could occur more frequently and might result in an impairment charge. At December 31, 2011, Midstream had $183.1 million in long-lived assets. For more information on the Evangeline transactions, see Item 8, “Financial Statements and Supplementary Data — Notes to the Financial Statements — Note 17 — Evangeline Transactions.”

• At December 31, 2011, Midstream had $29.4 million in indemnification liabilities related to the Acadia Unit 1 and Acadia Unit 2 transactions. The indemnification liabilities contain management’s assumptions and estimates concerning the amount, timing, and probability of potential payments. If those assumptions and estimates do not reflect actual results, then certain triggering events could cause Midstream to make payments in excess of the liability, which could result in additional expenses. For more information regarding these transactions, see Item 8, “Financial Statements and Supplementary Data — Notes to the Financial Statements — Note 14 — Litigation, Other Commitments and Contingencies, and Disclosures about Guarantees — Disclosures about Guarantees."

42

CLECO CORPORATION CLECO POWER 2011 FORM 10-K

FINANCIAL CONDITION

Liquidity and Capital Resources

General Considerations and Credit-Related Risks

Credit Ratings and Counterparties

Financing for operational needs and capital expenditure requirements not satisfied by operating cash flows depends upon the cost and availability of external funds through both short- and long-term financing. The inability to raise capital on favorable terms could negatively affect Cleco’s or Cleco Power’s ability to maintain or expand its businesses. Access to funds is dependent upon factors such as general economic and capital market conditions, regulatory authorizations and policies, Cleco Corporation’s and Cleco Power’s credit ratings, the cash flows from routine operations, and the credit ratings of project counterparties. After assessing the current operating performance, liquidity, and credit ratings of Cleco and Cleco Power, management believes that Cleco and Cleco Power will have access to the capital markets at prevailing market rates for companies with comparable credit ratings. The following table presents the credit ratings of Cleco Corporation and Cleco Power at December 31, 2011:

	SENIOR UNSECURED DEBT
	MOODY’S	STANDARD & POOR’S
Cleco Corporation	Baa3	BBB-
Cleco Power	Baa2	BBB

Cleco notes that credit ratings are not recommendations to buy, sell, or hold securities and may be subject to revision or withdrawal at any time by the assigning rating agency. Each rating should be evaluated independently of any other rating.

At December 31, 2011, Moody’s and Standard & Poor’s outlooks for both Cleco Corporation and Cleco Power were stable. Cleco Corporation and Cleco Power pay fees and interest under their bank credit agreements based on the highest rating held. If Cleco Corporation or Cleco Power’s credit rating were to be downgraded by Moody’s and Standard & Poor’s, Cleco Corporation and/or Cleco Power would be required to post additional fees and incur higher interest rates under their bank credit agreements. Cleco Power’s collateral for derivatives is based on the lowest rating held. If Cleco Power’s credit ratings were to be downgraded by Standard & Poor’s or Moody’s, Cleco Power would be required to post additional collateral for derivatives.

With respect to any open power or natural gas trading positions that Cleco may initiate in the future, Cleco may be required to provide credit support or pay liquidated damages. The amount of credit support that Cleco may be required to provide at any point in the future is dependent on the amount of the initial transaction, changes in the market price of power and natural gas, the changes in open power and gas positions, and changes in the amount counterparties owe Cleco. Changes in any of these factors could cause the amount of requested credit support to increase or decrease.

Global and U.S. Economic Environment

The current economic environment and uncertainty may have an impact on Cleco’s business and financial condition. Access to capital markets is a significant source of funding for both short- and long-term capital requirements not satisfied by operating cash flows. Market conditions during the past few years have limited the availability and have increased the

costs of capital for many companies. Although the Registrants have not experienced restrictions in the financial markets, their ability to access the capital markets may be restricted at a time when the Registrants would like, or need, to do so. Any restrictions could have a material impact on the Registrants’ ability to fund capital expenditures or debt service, or on their flexibility to react to changing economic and business conditions. Credit constraints could have a material negative impact on the Registrants’ lenders or customers, causing them to fail to meet their obligations to the Registrants or to delay payment of such obligations. The lower interest rates that the Registrants have been exposed to have been beneficial to recent debt issuances; however, these rates have negatively affected interest income for the Registrants’ short-term investments.

Fair Value Measurements

Various accounting pronouncements require certain assets and liabilities to be measured at their fair values. Some assets and liabilities are required to be measured at their fair value each reporting period, while others are required to be measured only one time, generally the date of acquisition or debt issuance. Cleco and Cleco Power are required to disclose the fair value of certain assets and liabilities by one of three levels when required for recognition purposes under GAAP. Other financial assets and liabilities, such as long-term debt, are reported at their carrying values at their date of issuance on the consolidated balance sheets with their fair values disclosed without regard to the three levels. For more information about fair value levels, see Item 8, “Financial Statements and Supplementary Data — Notes to the Financial Statements — Note 5 — Fair Value Accounting.”

Cash Generation and Cash Requirements

Restricted Cash

Various agreements to which Cleco is subject contain covenants that restrict its use of cash. As certain provisions under these agreements are met, cash is transferred out of related escrow accounts and becomes available for its intended purposes and/or general corporate purposes. Cleco’s restricted cash consisted of:

	AT DECEMBER 31,
(THOUSANDS)	2011		2010
Diversified Lands’ mitigation escrow	$	97	$	97
Cleco Katrina/Rita’s storm recovery bonds	8,761		8,822
Cleco Power’s future storm restoration costs	24,876		25,992
Cleco Power’s renewable energy grant	381		—
Cleco Power’s GO Zone bonds	—		6,137
Cleco Power’s NOx allowance escrow	1,713		—
Total restricted cash	$	35,828	$	41,048

Cleco Katrina/Rita has the right to bill and collect storm restoration costs from Cleco Power’s customers. As cash is collected, it is restricted for payment of operating expenses, interest, and principal on storm recovery bonds. During 2011, Cleco Katrina/Rita collected $19.7 million net of operating expenses. In March and September 2011, Cleco Katrina/Rita used $6.3 million and $6.0 million, respectively for scheduled storm recovery bond principal payments and $3.8 million and $3.7 million, respectively for related interest. In 2011, Cleco Power received a $0.6 million renewable energy grant from the Louisiana Department of Natural Resources.

43

CLECO CORPORATION CLECO POWER 2011 FORM 10-K

At December 31, 2011, and 2010, Midstream had no restricted cash.

Debt

Cleco Consolidated

Cleco had no short-term debt outstanding at December 31, 2011, compared to $150.0 million outstanding at December 31, 2010. Cleco’s short-term debt outstanding at December 31, 2010, was a bank term loan entered into in February 2010. The bank term loan had an interest rate of LIBOR plus 2.75% and was set to mature in February 2011. In January 2011, Cleco extended the bank term loan to mature August 19, 2011, and lowered the interest rate to LIBOR plus 2.50% or ABR plus 1.50%. In April 2011, Cleco repaid the $150.0 million bank term loan. As part of the repayment, Cleco paid $0.6 million for accrued interest on the term loan.

At December 31, 2011, Cleco’s long-term debt outstanding was $1.36 billion, of which $24.3 million was due within one year, compared to $1.41 billion outstanding at December 31, 2010, which included $12.3 million due within one year. The long-term debt due within one year at December 31, 2011, represents $13.1 million of principal payments for the Cleco Katrina/Rita storm recovery bonds and $11.2 million of 5.875% Rapides pollution control revenue bonds that Cleco Power redeemed at par on January 25, 2012, prior to maturity.  In December 2011, Cleco Power issued the notice of redemption and as part of the redemption, paid $0.3 million of accrued interest on the redeemed notes.

For Cleco, long-term debt decreased$50.7 million primarily due to $132.0 millionof debt reacquired in October and December 2011, consisting of $32.0 million of solid waste disposal bonds and $100.0 million of GO Zone bonds. Also contributing to the decrease was $12.3 million of scheduled Cleco Katrina/Rita storm recovery bond principal payments made in March and September 2011, a $5.0 milliondecrease in credit facility draws outstanding, and $1.8 million of capital lease payments. These decreases were partially offset by $100.0 millionof senior notes issued in December 2011 and debt premium amortizations of $0.4 million.

Cash and cash equivalents available at December 31, 2011, were $93.6 million combined with $540.0 million credit facility capacity ($240.0 million from Cleco Corporation and $300.0 million from Cleco Power) for total liquidity of $633.6 million. Cash and cash equivalents available at December 31, 2011, decreased$97.6 million when compared to cash and cash equivalents available at December 31, 2010. This decrease is primarily due to a contribution to the pension plan, additions to property, plant, and equipment, the net repayment of debt, the repurchase of common and preferred stock, and the payment of common dividends.

At December 31, 2011, Cleco and Cleco Power were exposed to concentrations of credit risk through their short-term investments classified as cash equivalents. In order to mitigate potential credit risk, Cleco and Cleco Power have established guidelines for short-term investments. For more information on the concentration of credit risk through short-term investments classified as cash equivalents, see Item 8, “Financial Statements and Supplementary Data — Notes to the Financial Statements — Note 5 — Fair Value Accounting.”

At December 31, 2011, and 2010, Cleco had a working capital surplus of $135.8 million and $131.2 million, respectively. The $4.6 millionincrease in working capital is primarily due to:

• $150.0 million repayment of a bank term loan in April 2011,

• $34.2 million net decrease related to changes in the recognition of current taxes and uncertain tax positions and related interest charges expected to be settled in the next 12 months, and

• $10.5 million reduction in the deferred construction carrying costs owed to customers in the next 12 months.

These increases in working capital were partially offset by:

• $97.6 million decrease in cash and cash equivalents as discussed above,

• $40.9 million reduction of fuel inventories,

• $22.7 million decrease in accumulated deferred fuel and unbilled revenue,

• $12.0 million increase in long-term debt due within one year,

• $10.5 million decrease in other accounts receivable, primarily due to the return of the amounts drawn on Shaw’s letter of credit as a result of the arbitration settlement, and

• $6.2 million net reduction of current restricted cash used for GO Zone projects and Cleco Katrina/Rita debt service payments.

At December 31, 2011, Cleco’s Consolidated Balance Sheet reflected $2.63 billion of total liabilities compared to $2.84 billion at December 31, 2010. The $212.9 milliondecrease in total liabilities was primarily due to the decrease in short- and long-term debt, and the decrease in postretirement benefit obligations. As discussed above, short-term debt decreased $150.0 million from the repayment of a bank term loan in April 2011. Long-term debt decreased$50.7 million during 2011, as discussed above. Postretirement benefit obligations decreased $33.1 million primarily due to a $60.0 million contribution made to the pension plan in January 2011.

Cleco Corporation (Holding Company Level)

Cleco Corporation had no short-term debt outstanding at December 31, 2011, compared to $150.0 million outstanding at December 31, 2010. Cleco Corporation’s short-term debt outstanding at December 31, 2010, was a bank term loan entered into in February 2010. The bank term loan had an interest rate of LIBOR plus 2.75% and was set to mature in February 2011. In January 2011, Cleco extended the bank term loan to mature August 19, 2011, and lowered the interest rate to LIBOR plus 2.50% or ABR plus 1.50%. In April 2011, Cleco repaid the $150.0 million bank term loan. As part of the repayment, Cleco paid $0.6 million for accrued interest on the term loan.

At December 31, 2011, Cleco Corporation had $10.0 million outstanding under its $250.0 million credit facility compared to $15.0 million outstanding on its $200.0 million credit facility at December 31, 2010. The interest rate of outstanding borrowings under the credit facility at December 31, 2011 was 1.78%. The borrowings had a 30-day term and matured on January 16, 2012. The borrowings were repaid at maturity. Cleco Corporation and Cleco Power have uncommitted lines of credit with a bank that allow up to $10.0 million each in short term borrowings, but no more than $10.0 million in aggregate, to support their working capital needs.

Cash and cash equivalents available at December 31, 2011, were $22.6 million. Cash and cash equivalents available

44

CLECO CORPORATION CLECO POWER 2011 FORM 10-K

at December 31, 2011, increased$17.3 million when compared to cash and cash equivalents available at December 31, 2010, primarily due to routine working capital fluctuations. At December 31, 2011, outstanding credit facility borrowings reduced available borrowings by $10.0 million, leaving an available capacity of $240.0 million.

Cleco Power

There was no short-term debt outstanding at Cleco Power at December 31, 2011, or 2010. At December 31, 2011, Cleco Power’s long-term debt outstanding was $1.35 billion, of which $24.3 million was due within one year, compared to $1.40 billion at December 31, 2010, of which $12.3 million was due within one year. The $24.3 million of long-term debt due within one year at December 31, 2011, represents $13.1 million principal payments for the Cleco Katrina/Rita storm recovery bonds and $11.2 million of 5.875% Rapides pollution control revenue bonds that Cleco Power redeemed at par on January 25, 2012, prior to maturity. In December 2011, Cleco Power issued the notice of redemption and as part of the redemption, Cleco Power paid $0.3 million of accrued interest on the redeemed notes.

For Cleco Power, long-term debt decreased$45.7 million primarily due to $132.0 millionof debt reacquired in October and December 2011, consisting of $32.0 million of solid waste disposal bonds and $100.0 million of GO Zone bonds. Also contributing to the decrease was $12.3 million of scheduled Cleco Katrina/Rita storm recovery bond principal payments made in March and September 2011, and $1.8 million of capital lease payments. These decreases were partially offset by $100.0 millionof senior notes issued in December 2011 and debt premium amortizations of $0.4 million.

At December 31, 2011, no borrowings were outstanding under Cleco Power’s $300.0 million credit facility. This facility provides for working capital and other needs. Cleco Corporation and Cleco Power have uncommitted lines of credit with a bank that allow up to $10.0 million each in short term borrowings, but no more than $10.0 million in aggregate, to support their working capital needs.

Cash and cash equivalents available at December 31, 2011, were $67.5 million combined with $300.0 million credit facility capacity for total liquidity of $367.5 million. Cash and cash equivalents decreased$117.5 million, when compared to cash and cash equivalents at December 31, 2010, primarily due to a contribution to the pension plan, additions to property, plant, and equipment, the payment of intercompany dividends, and the net repayment of debt.

At December 31, 2011, and 2010, Cleco Power had a working capital surplus of $36.4 million and $259.1 million, respectively. The $222.7 milliondecrease in working capital is primarily due to:

• $117.5 million decrease in cash and cash equivalents as discussed above,

• $40.9 million reduction of fuel inventories,

• $22.7 million decrease in accumulated deferred fuel and unbilled revenue,

• $22.4 million net decrease related to changes in the recognition of current taxes and uncertain tax positions and related interest charges expected to be settled in the next 12 months,

• $12.4 million decrease in other accounts receivable, primarily due to the return of the amounts drawn on Shaw’s letter of credit as a result of the arbitration settlement,

• $12.0 million increase in long-term debt due within one year, and

• $6.2 million net reduction of current restricted cash used for GO Zone projects and Cleco Katrina/Rita debt service payments.

These decreases in working capital were partially offset by:

• $10.5 million reduction in the deferred construction carrying costs owed to customers in the next 12 months.

The $32.0 million solid waste disposal facility bonds due in 2038, which were issued by the Rapides Finance Authority for the benefit of Cleco Power in October 2008, were required to be mandatorily tendered by the bondholders for purchase on October 1, 2011, pursuant to the terms of the indenture. The bonds were issued by the Rapides Finance Authority in connection with a loan agreement between the Rapides Finance Authority and Cleco Power. On October 3, 2011, Cleco Power purchased all $32.0 million outstanding bonds at face value plus $1.0 million of accrued interest. In connection with the purchase, the interest rate of the bonds was converted to a weekly mode and resets each week based on the SIFMA (Securities Industry and Financial Markets Association) index. Interest expense is recorded with a corresponding amount recorded as interest income, excluding amortization of debt issuance costs. Although the bonds remain outstanding, Cleco Power has the right to redeem and cancel the debt at any time without approval of the issuer. In accordance with the authoritative guidance, the bonds are considered extinguished and Cleco Power is holding the debt as treasury bonds, resulting in a net presentation on Cleco and Cleco Power’s Consolidated Balance Sheets. Cleco Power has the option to remarket the bonds for new terms and new interest rates, both to be determined by market conditions.

The $100.0 million GO Zone bonds due in 2038, which were issued by the Louisiana Public Facilities Authority for the benefit of Cleco Power, were required to be mandatorily tendered by the holders for purchase on December 1, 2011, pursuant to the terms of the indenture. The bonds were issued by the Louisiana Public Facilities Authority in connection with a loan agreement between the Louisiana Public Facilities Authority and Cleco Power. On December 1, 2011, Cleco Power purchased all $100.0 million outstanding bonds at face value plus $3.5 million of accrued interest. In connection with the purchase, the interest rate of the bonds was converted to a weekly mode and resets each week based on the SIFMA index. Interest expense is recorded with a corresponding amount recorded as interest income, excluding amortization of debt issuance costs. Although the bonds remain outstanding, Cleco Power has the right to redeem and cancel the debt at any time without approval of the issuer. In accordance with the authoritative guidance, the bonds are considered extinguished and Cleco Power is holding the debt as treasury bonds, resulting in a net presentation on Cleco and Cleco Power’s Consolidated Balance Sheets. Cleco Power has the option to remarket the bonds for new terms and new interest rates, both to be determined by market conditions.

In December 2011, Cleco Power issued $100.0 million aggregate principal amount of 5.12% senior unsecured notes in a private placement. The notes will mature on December 16, 2041. The net proceeds from the issuance, along with short-term liquidity, were used to finance the mandatory tender

45

CLECO CORPORATION CLECO POWER 2011 FORM 10-K

of $32.0 million and $100.0 million tax exempt bonds in October 2011 and December 2011, respectively. The private placement bonds have a covenant requiring Cleco Power to maintain total indebtedness equal to or less than 65% of total capitalization. At December 31, 2011, approximately $519.7 million of Cleco Power’s retained earnings was unrestricted.

At December 31, 2011, Cleco Power’s Consolidated Balance Sheet reflected $2.50 billion of total liabilities compared to $2.56 billion at December 31, 2010. The $65.7 milliondecrease in total liabilities during 2011 was primarily due to decreases in long-term debt and postretirement benefit obligations. Long-term debt decreased$45.7 million during 2011, as discussed above. Postretirement benefit obligations decreased $36.6 million primarily due to a $60.0 million contribution made to the pension plan in January 2011.

Credit Facilities

In November 2010, Cleco Corporation entered into a $200.0 millionfour-year revolving credit facility. On October 7, 2011, Cleco Corporation amended its credit facility agreement. Under the amended agreement, Cleco Corporation’s maximum capacity was increased from $200.0 million to $250.0 million, the maturity date was extended to October 7, 2016, and the borrowing costs were lowered to equal LIBOR plus 1.50% or ABR plus 0.50%, plus facility fees of 0.25%. If Cleco Corporation’s credit ratings were to be downgraded one level, Cleco Corporation would be required to pay fees and interest at a rate of 0.25% higher than the level for its current amended $250.0 million credit facility. Under covenants contained in Cleco Corporation’s credit facility, Cleco Corporation is required to maintain total indebtedness equal to or less than 65% of total capitalization. At December 31, 2011, approximately $661.5 million of Cleco’s retained earnings was unrestricted.

In November 2010, Cleco Power entered into a $300.0 millionfour-year revolving credit facility. On October 7, 2011, Cleco Power amended its credit facility agreement. Under the amended agreement, the maturity date was extended to October 7, 2016, and the borrowing costs were lowered to equal LIBOR plus 1.275% or ABR plus 0.275%, plus facility fees of 0.225%. If Cleco Power’s credit ratings were to be downgraded one level, Cleco Power would be required to pay fees and interest at a rate of 0.25% higher than the level on its current amended $300.0 million credit facility. Under covenants contained in Cleco Power’s credit facility, Cleco Power is required to maintain total indebtedness equal to or less than 65% of total capitalization. At December 31, 2011, approximately $519.7 million of Cleco Power’s retained earnings was unrestricted.

At December 31, 2011, Cleco Corporation and Cleco Power were in compliance with the covenants in their credit facilities. If Cleco Corporation were to default under the covenants in its credit facility or other debt agreements, it would be unable to borrow additional funds under the facility, and the lenders could accelerate all principal and interest outstanding. Further, if Cleco Power were to default under its credit facility or other debt agreements, Cleco Corporation would be considered in default under its credit facility.

Midstream

Midstream had no debt outstanding at December 31, 2011, or 2010.

Cleco Consolidated Cash Flows

Net Operating Cash Flow

Net cash provided by operating activities was $308.0 million during 2011, $215.2 million during 2010, and $141.5 million in 2009.

Cash provided by operating activities during 2011increased$92.8 million from 2010, primarily due to the following items:

• return on equity investment in Acadia of $58.7 million,

• absence of 2010 Madison Unit 3 construction carrying costs, Acadia Unit 1 acquisition costs, rate case costs, and IRP/FRP costs of $47.2 million,

• higher collection of receivables of $37.2 million,

• fuel oil inventory sales of $31.5 million,

• lower income taxes paid of $28.9 million,

• lower petroleum coke inventory purchases of $23.3 million due to the build-up of inventory in 2010,

• lower natural gas purchases of $3.9 million due to the build-up of inventory in 2010, and

• lower postretirement plan carrying costs of $2.4 million.

These were partially offset by:

• higher pension plan contributions of $55.0 million,

• absence of the 2010 collection of a $28.0 million long-term receivable related to the Evangeline Restructuring Agreement,

• higher coal inventory purchases of $16.7 million,

• absence of the 2010 cash portion of the gain related to the Evangeline Restructuring Agreement of $18.5 million, and

• higher vendor payments of $9.3 million.

Cash provided by operating activities during 2010 increased $73.7 million from 2009, primarily due to the following items:

• higher net income of $149.1 million, largely due to the base rate increases that became effective on February 12, 2010, and favorable weather,

• the collection of a $28.0 million long-term receivable related to the Evangeline Restructuring Agreement,

• lower fuel inventory purchases of $19.2 million, primarily due to the 2009 purchase of initial fuel inventory for Madison Unit 3,

• lower pension plan payments of $14.1 million, and

• lower retainage payments of $13.0 million, primarily due to the completion of Madison Unit 3.

These were partially offset by:

• the 2010 $74.0 million refund to customers of Madison Unit 3 carrying costs, compared to the 2009 $57.6 million collection from customers, for a net decrease of $131.6 million, and

• lower receipts on customer accounts of $24.5 million.

Net Investing Cash Flow

Net cash used in investing activities was $101.7 million during 2011, $306.9 million during 2010, and $183.4 million in 2009. Net cash used in investing activities in 2011 was lower than 2010 primarily due to lower additions to property, plant, and

46

CLECO CORPORATION CLECO POWER 2011 FORM 10-K

equipment, the return of equity investment in Acadia, returns of investment in the tax credit fund, the absence of a 2010 repayment of a company-owned life insurance loan, lower investments in equity investees, and more cash from the reconsolidation of variable interest entities. These were partially offset by lower transfers of cash from restricted accounts and higher contributions to the tax credit fund. Net cash used in investing activities in 2010 was higher than 2009 primarily due to higher additions to property, plant, and equipment, and the repayment of a company-owned life insurance loan.

During 2011, Cleco had additions to property, plant, and equipment, net of AFUDC, of $190.9 million and a $43.9 million investment in new markets tax credits. This was partially offset by an $89.7 million return of equity investment in Acadia, a $33.4 million return of investment in the tax credit fund, the transfer of $5.2 million of cash from restricted accounts, primarily related to GO Zone bonds and cash restricted for storm costs, and $3.9 million of cash from the reconsolidation of Acadia.

During 2010, Cleco had additions to property, plant, and equipment, net of AFUDC of $292.7 million, primarily from the Acadia Unit 1 transaction, the Acadiana Load Pocket project and the Teche Unit 4 Blackstart project. For more information on these projects, see "— Regulatory and Other Matters — Acadiana Load Pocket Project" and "— Teche Unit 4 Blackstart Project." Cleco also made investments in new markets tax credits of $35.9 million, an $8.5 million investment in Acadia, and a $0.2 million investment in Oxbow. Cleco used $14.4 million to repay a loan on company-owned life insurance. These investments were partially offset by the transfer of $45.5 million of cash from restricted accounts, primarily related to the termination of the Evangeline Tolling Agreement and to GO Zone bonds.

During 2009, Cleco had additions to property, plant, and equipment, net of AFUDC of $183.3 million, a $15.7 million investment in new markets tax credits, a $16.9 million investment in Acadia, and a $12.9 million investment in Oxbow. This was partially offset by the transfer of $46.5 million of cash from restricted accounts, primarily related to solid waste disposal and GO Zone bonds.

Net Financing Cash Flow

Net cash used in financing activities was $303.9 million during 2011, compared to net cash provided by financing activities of $137.7 million during 2010 and $89.7 million in 2009. Net cash used in financing activities during 2011 was higher than 2010 primarily due to higher repayments of short-term debt, the absence of 2010 short-term debt issuances, lower issuances of long-term debt, the repurchase of long-term debt, higher settlement of treasury rate lock, the repurchase of common stock, and higher dividends paid on common stock. This was partially offset by lower retirements of long-term debt and higher draws on the credit facility. Net cash provided by financing activities in 2010 was higher than 2009 primarily due to issuance of short- and long-term debt, partially offset by lower credit facility draws, higher credit facility payments, and higher retirements of long-term debt.

During 2011, Cleco repaid a $150.0 million bank term loan and $112.3 million of long-term debt, consisting of $100.0 million of credit facility draws and $12.3 million of long-term bonds. Cleco repurchased $132.0 million of long-term debt, consisting of $100.0 million of GO Zone bonds and $32.0 million of solid waste disposal facility bonds, both of which were issued in 2008. Cleco also used $68.0 million for the

payment of common stock dividends and $13.0 million for the repurchase of common stock. Cleco paid $18.6 million on the settlement of the $100.0 million extended treasury rate lock, which included an other-than-insignificant financing component. These payments were partially offset by the issuance of $100.0 million of long-term debt and $95.0 million in credit facility draws.

During 2010, Cleco received proceeds of $247.2 million for the issuance of long-term bonds and made $20.0 million of draws on the credit facility. Cleco also received net proceeds of $150.0 million for the issuance of a bank term loan, which was used to facilitate the Acadia Unit 1 transaction. These cash proceeds were partially offset by $120.9 million of repayments of retail notes and storm recovery bonds, $59.0 million of common stock dividends, and $100.0 million of payments on the credit facility.

During 2009, Cleco received net proceeds of $190.4 million for the issuance of long-term debt, consisting of $145.0 million of long-term bonds and a $50.0 million bank term loan. Cleco also made $93.0 million of draws on the credit facilities. These proceeds were partially offset by $114.8 million of repayments of medium term notes and storm recovery bonds, $54.2 million of common stock dividends, and $28.0 million of payments on the credit facilities.

Cleco Power Cash Flows

Net Operating Cash Flow

Net cash provided by operating activities was $249.7 million during 2011, $170.8 million during 2010, and $148.1 million in 2009.

Cash provided by operating activities during 2011increased$78.9 million from 2010 primarily due to the following items:

• absence of 2010 Madison 3 construction carrying costs, Acadia Unit 1 acquisition costs, rate case costs, and IRP/FRP costs of $47.2 million,

• higher collection of receivables of $37.2 million,

• fuel oil inventory sales of $31.5 million,

• lower petroleum coke inventory purchases of $23.3 million due to the build-up of inventory in 2010,

• lower payments to affiliates of $19.2 million,

• lower natural gas purchases of $3.9 million due to the build-up of inventory in 2010, and

• lower postretirement plan carrying costs of $2.4 million.

These were partially offset by:

• higher pension plan contributions of $55.0 million,

• higher coal inventory purchases of $16.7 million, and

• higher vendor payments of $11.0 million.

Cash provided by operating activities during 2010 increased $22.7 million from 2009 primarily due to the following items:

• higher revenues, primarily due to the base rate increases that became effective on February 12, 2010 and favorable weather, partially offset by higher fuel, operating, and maintenance costs and lower capitalized interest, for a net increase of $181.4 million,

• lower fuel inventory purchases of $19.5 million,

47

CLECO CORPORATION CLECO POWER 2011 FORM 10-K

primarily due to the 2009 purchase of initial fuel inventory for Madison Unit 3,

• lower pension plan payments of $14.1 million, and

• lower retainage payments of $13.0 million.

These were partially offset by:

• the 2010 $74.0 million refund to customers of Madison Unit 3 carrying costs, compared to the 2009 $57.6 million collection from customers, for a net decrease of $131.6 million,

• higher payments to vendors and affiliates of $45.8 million, and

• lower receipts on customer accounts of $25.9 million.

Net Investing Cash Flow

Net cash used in investing activities was $170.2 million during 2011, $134.7 million during 2010, and $148.3 million in 2009. Net cash used in investing activities during 2011 was higher than 2010 primarily due to higher additions to property, plant, and equipment. Net cash used in investing activities in 2010 was lower than 2009 primarily due to lower additions to property, plant, and equipment, and lower investment in equity investees, partially offset by lower transfers from restricted accounts and the repayment of a company-owned life insurance loan.

During 2011, Cleco Power had additions to property, plant, and equipment, net of AFUDC of $177.6 million. This was partially offset by the transfer of $5.2 million of cash from restricted accounts, primarily related to GO Zone bonds and cash restricted for storm costs.

During 2010, Cleco Power had additions to property, plant, and equipment, net of AFUDC of $136.8 million, primarily related to the Acadiana Load Pocket project and the Teche Unit 4 Blackstart project. Cleco Power also used $14.4 million to repay a company-owned life insurance loan. These payments were partially offset by the transfer of $15.4 million of cash from restricted accounts related to GO Zone bonds.

During 2009, Cleco Power had additions to property, plant, and equipment, net of AFUDC of $182.3 million and a $12.9 million investment in Oxbow. These investments were partially offset by the transfer of $46.5 million of cash from restricted accounts, primarily related to solid waste disposal and GO Zone bonds.

Net Financing Cash Flow

Net cash used in financing activities was $197.0 million in 2011, compared to net cash provided by financing activities of $10.7 million during 2010 and $46.8 million in 2009. Net cash used in financing activities during 2011 was higher than 2010 primarily due to lower issuances of long-term debt, the repurchase of long-term debt, higher payments on the credit facility, and higher payments to settle the treasury rate lock. These were partially offset by lower retirements of long-term debt, higher draws on the credit facility, and $20.0 million of lower distributions made to Cleco Corporation. Net cash provided by financing activities in 2010 was lower than 2009 primarily due to $120.0 million of higher distributions to Cleco Corporation, partially offset by higher issuances and lower retirements of long-term debt.

Capital Expenditures

Cleco allocates its capital expenditure budget among its major first-tier subsidiaries — Cleco Power and Midstream. Cleco Power capital expenditures relate primarily to assets that may

be included in Cleco Power’s rate base and, if considered prudent by the LPSC, can be recovered from its customers. Those assets also earn a rate of return authorized by the LPSC and are subject to the rate agreement. Such assets consist of improvements to Cleco Power’s distribution system, transmission system, and generating stations. Midstream’s capital expenditure activities pertain predominately to Coughlin. Cleco believes cash and cash equivalents on hand, together with cash generated from operations, borrowings from credit facilities, and the net proceeds of any issuances of equity or debt securities, will be adequate to fund normal ongoing capital expenditures, working capital, and debt service requirements for the foreseeable future.

Cleco Power’s capital expenditures, excluding AFUDC, totaled $177.6 million in 2011, $136.8 million in 2010, and $182.3 million in 2009. In 2011 and 2010, 100.0% of Cleco Power’s capital expenditure requirements were funded internally. In 2009, 81.2% of Cleco Power’s capital expenditure requirements were funded internally. In 2012 and for the five-year period ending 2016, 100.0% of Cleco Power’s capital expenditure requirements are expected to be funded internally. All computations of internally funded capital expenditures exclude AFUDC.

Other subsidiaries had capital expenditures of $13.3 million, $155.9 million, and $1.0 million during the years ended December 31, 2011, 2010, and 2009, respectively. The increase during 2010 was primarily due to Cleco Corporation’s facilitation of the Acadia Unit 1 transaction. Other subsidiary expenditures for capital expenditures and debt payments in 2012 are estimated to total $7.0 million. For the five-year period ending 2016, estimated capital expenditures and debt payments for other subsidiaries are expected to total $34.0 million.

Cleco’s estimated capital expenditures and debt maturities for 2012 and for the five-year period ending 2016 are presented in the following tables. All amounts exclude AFUDC.

Cleco
PROJECT (THOUSANDS)	2012		%		2012-2016		%
Acadia Pipeline	$	9,000	4	%	$	9,000	1	%
CSAPR	11,000		5	%	11,000		2	%
Acadiana Load Pocket	27,000		12	%	27,000		4	%
AMI	36,000		15	%	47,000		6	%
MATS	21,000		9	%	105,000		14	%
New business	25,000		11	%	134,000		18	%
General (1)	105,000		44	%	405,000		55	%
Total capital expenditures	$	234,000	100	%	$	738,000	100	%
Debt payments	24,000				221,000
Total capital expenditures and debt payments	$	258,000			$	959,000
(1) Refers to the rehabilitation of older transmission, distribution, and generation assets at Cleco Power, plant maintenance at Coughlin, and hardware and software upgrades at Support Group.

48

CLECO CORPORATION CLECO POWER 2011 FORM 10-K

Cleco Power
PROJECT (THOUSANDS)	2012		%		2012-2016		%
Acadia Pipeline	$	9,000	4	%	$	9,000	1	%
CSAPR	11,000		5	%	11,000		2	%
Acadiana Load Pocket	27,000		12	%	27,000		4	%
AMI	36,000		16	%	47,000		7	%
MATS	21,000		9	%	105,000		15	%
New business	25,000		11	%	134,000		19	%
General (1)	98,000		43	%	371,000		52	%
Total capital expenditures	$	227,000	100	%	$	704,000	100	%
Debt payments	24,000				211,000
Total capital expenditures and debt payments	$	251,000			$	915,000
(1) Refers to the rehabilitation of older transmission, distribution, and generation assets at Cleco Power.

For more information on the Acadiana Load Pocket project, see “— Regulatory and Other Matters — Acadiana Load Pocket Project.” For more information on the AMI project, see “— Regulatory and Other Matters — AMI Project.”

Other Cash Requirements

Cleco Power’s regulated operations and Midstream’s merchant power plant are Cleco’s primary sources of internally generated funds. These funds, along with the issuance of additional debt and equity in future years, will be used for general corporate purposes, capital expenditures, and repayment of corporate debt.

Shelf Registrations

On October 30, 2009, a registration statement (No. 333-162772) providing for the issuance of up to $300.0 million of Cleco Corporation debt securities was declared effective by the SEC. On November 30, 2010, an amendment to this registration statement (No. 333-170886) was filed which increased the amount to $500.0 million, along with a modification to include the ability to issue common stock in addition to debt securities. At December 31, 2011, all $500.0 million remained available. On October 30, 2009, a registration statement (No. 333-162773) providing for the issuance of up to $500.0 million of Cleco Power debt securities was declared effective by the SEC. During 2009 and 2010, Cleco Power issued $145.0 million and $250.0 million, respectively, in publicly issued debt which reduced the remaining capacity to $105.0 million. On August 23, 2011, an amendment to this registration statement (No. 333-176453) was filed, which increased the amount to $400.0 million. At

December 31, 2011, this registration statement had remaining capacity allowing for the issuance of up to $400.0 million of debt securities.

Common Stock Repurchase Program

In January 2011, Cleco Corporation’s Board of Directors approved the implementation of a new common stock repurchase program. This program authorizes management to repurchase, from time to time, shares of common stock so that Cleco’s diluted average shares of common stock outstanding remain approximately equal to its diluted average shares of common stock outstanding for 2010. Under this program, purchases may be made on a discretionary basis at times and in amounts as determined by management, subject to market conditions, legal requirements and other factors. Purchases under the program will not be announced in advance and may be made in the open market or through privately negotiated transactions. In August 2011, Cleco Corporation repurchased 400,000 shares of common stock.

Authorized Preferred Stock Redemption

Cleco Corporation’s 4.5% cumulative preferred stock not subject to mandatory redemption has an optional redemption price of $101 per share. In January 2011, Cleco Corporation’s Board of Directors authorized and approved the redemption of all outstanding shares of the 4.5% cumulative preferred stock not subject to mandatory redemption, provided that no shares of such preferred stock were redeemed prior to the repayment in full and termination of the $150.0 million bank term loan that matured on August 19, 2011. During 2011, the $150.0 million bank term loan was repaid and on June 24, 2011, Cleco Corporation redeemed all 10,288 outstanding shares of its 4.5% preferred stock. The redemption price was $101 per share, plus accrued and unpaid dividends to the redemption date, or $101.296 per share.

Contractual Obligations and Other Commitments

Cleco, in the course of normal business activities, enters into a variety of contractual obligations.  Some of these result in direct obligations that are reflected in Cleco Corporation’s Consolidated Balance Sheets while others are commitments, some firm and some based on uncertainties, that are not reflected in the consolidated financial statements.  The obligations listed in the following table do not include amounts for ongoing needs for which no contractual obligation existed as of December 31, 2011, and represent only the projected future payments that Cleco was contractually obligated to make as of December 31, 2011.

49

CLECO CORPORATION CLECO POWER 2011 FORM 10-K

							PAYMENTS DUE BY PERIOD
CONTRACTUAL OBLIGATIONS (THOUSANDS)	TOTAL		LESS THAN ONE YEAR		1-3 YEARS		3-5 YEARS		MORE THAN 5 YEARS
Cleco Corporation
Long-term debt obligations(1)	$	13,261	$	900	$	1,250	$	11,111	$	—
Operating lease obligations(3)	33		24		9		—		—
Purchase obligations (4)	11,884		7,833		2,538		1,038		475
Other long-term liabilities (5)	13,852		2,212		2,609		3,852		5,179
Pension obligations (6)	199,006		5,148		27,803		29,793		136,262
Total Cleco Corporation	$	238,036	$	16,117	$	34,209	$	45,794	$	141,916
Cleco Power
Long-term debt obligations (1)	$	2,905,820	$	110,177	$	254,468	$	225,340	$	2,315,835
Capital lease obligations (2)	32,808		4,681		9,337		9,349		9,441
Operating lease obligations (3)	53,061		12,412		16,588		7,225		16,836
Purchase obligations (4)	614,279		207,903		237,447		153,436		15,493
Other long-term liabilities (5)	148,811		14,039		29,290		30,482		75,000
Total Cleco Power	$	3,754,779	$	349,212	$	547,130	$	425,832	$	2,432,605
Midstream
Purchase obligations (4)	$	4,205	$	605	$	1,200	$	1,200	$	1,200
Other long-term liabilities (5)	18		18		—		—		—
Total Midstream	$	4,223	$	623	$	1,200	$	1,200	$	1,200
Total long-term debt obligations (1)	$	2,919,081	$	111,077	$	255,718	$	236,451	$	2,315,835
Total capital lease obligations (2)	$	32,808	$	4,681	$	9,337	$	9,349	$	9,441
Total operating lease obligations (3)	$	53,094	$	12,436	$	16,597	$	7,225	$	16,836
Total purchase obligations (4)	$	630,368	$	216,341	$	241,185	$	155,674	$	17,168
Total other long-term liabilities (5)	$	162,681	$	16,269	$	31,899	$	34,334	$	80,179
Total pension obligations (6)	$	199,006	$	5,148	$	27,803	$	29,793	$	136,262
Total	$	3,997,038	$	365,952	$	582,539	$	472,826	$	2,575,721

⁽¹⁾Long-term debt existing as of December 31, 2011, is debt that has a final maturity of January 1, 2013, or later (current maturities of long-term debt are due within one-year).  Cleco’s anticipated interest payments related to long-term debt also are included in this category.  Scheduled maturities of debt will total $24.3 million for 2012 and $1.34 billion for the years thereafter.  These amounts also include capital lease maturities.  For more information regarding Cleco’s long-term debt, see Item 8, “Financial Statements and Supplementary Data — Notes to the Financial Statements — Note 6 — Debt” and “— Debt” above.

⁽²⁾ Capital leases are maintained in the ordinary course of Cleco’s business activities.  These leases include barges.  For more information regarding these leases, including Cleco Power’s obligation to purchase the barges, see Item 8, “Financial Statement and Supplementary Data — Notes to the Financial Statements — Note 14 — Litigation, Other Commitments and Contingencies, and Disclosures about Guarantees — Other Commitments — Fuel Transportation Agreement.”

⁽³⁾ Operating leases are maintained in the ordinary course of Cleco’s business activities.  These leases include towboat, railcar, vehicle, office space, operating facilities, and office equipment leases and have various terms and expiration dates from 1 to 15 years.  For more information regarding Cleco’s operating leases, see Item 8, “Financial Statements and Supplementary Data — Notes to the Financial Statements — Note 13 — Operating Leases.”

⁽⁴⁾Significant purchase obligations for Cleco are:

Fuel Contracts:  To supply a portion of the fuel requirements for Cleco Power’s generating plants, Cleco has entered into various commitments to obtain and deliver coal, lignite, petroleum coke, and natural gas.  Some of these contracts contain provisions for price escalation and minimum purchase commitments.  Generally, fuel and purchased power expenses are recovered through the LPSC-established fuel adjustment clause, which enables Cleco Power to pass on to customers substantially all such charges.  For more information regarding fuel contracts, see Part I, Item 1, “Business — Operations — Cleco Power — Fuel and Purchased Power.”

Power Purchase Agreements:  Cleco Power has entered into agreements with energy suppliers for purchased power to meet system load and energy requirements, replace generation from Cleco Power owned units under maintenance and during outages, and meet operating reserve obligations.  Cleco Power also has entered into agreements to purchase transmission capacity.  For more information regarding power purchase agreements, see Part I, Item 1, “Business — Operations — Fuel and Purchased Power — Power Purchases.”

Purchase orders:  Cleco has entered into purchase orders in the course of normal business activities.

⁽⁵⁾ Other long-term liabilities primarily consist of obligations for franchise payments, deferred compensation, facilities use, and various operating and maintenance agreements.

⁽⁶⁾Pension obligations consist of obligations for SERP and other postretirement obligations.  For more information regarding Cleco’s pension plan, see Item 8, “Financial Statements and Supplementary Data — Notes to the Financial Statements — Note 8 — Pension Plan and Employee Benefits.”

For purposes of this table, it is assumed that all terms and rates related to the above obligations will remain the same, and all franchises will be renewed according to the rates used in the table.

50

CLECO CORPORATION CLECO POWER 2011 FORM 10-K

Other Commitments

The obligations listed in the following table represent the projected future payments that Cleco may be obligated to make relative to uncertain tax positions as of December 31, 2011. For more information on Cleco’s uncertain tax positions, see Item 8, “Financial Statements and Supplementary Data — Notes to the Financial Statements — Note 9 — Income Taxes — Uncertain Tax Positions.”

UNCERTAIN TAX POSITIONS (THOUSANDS)	AT DECEMBER 31, 2011
Tax liability	56,235
Interest	13,843
Total*	$	70,078
Cleco	70,078		(1)
Cleco Power	69,885		(2)
Midstream	2,965		(3)
*Uncertain federal and state tax positions as of December 31, 2011, that will be settled at some future date with the IRS and Louisiana Department of Revenue. (1)Includes interest of $13,843 (2)Includes interest of $17,327 (3)Includes interest of $(712)

Off-Balance Sheet Commitments

Cleco Corporation and Cleco Power have entered into various off-balance sheet commitments, in the form of guarantees and standby letters of credit, in order to facilitate their activities and the activities of Cleco Corporation’s subsidiaries and equity investees (affiliates). Cleco Corporation and Cleco Power have also agreed to contractual terms that require them to pay third parties if certain triggering events occur. These contractual terms generally are defined as guarantees in the authoritative guidance.

Cleco Corporation entered into these off-balance sheet commitments in order to entice desired counterparties to contract with its affiliates by providing some measure of credit assurance to the counterparty in the event Cleco’s affiliates do not fulfill certain contractual obligations. If Cleco Corporation had not provided the off-balance sheet commitments, the desired counterparties may not have contracted with Cleco’s affiliates, or may have contracted with them on terms less favorable to its affiliates.

The off-balance sheet commitments are not recognized on Cleco Corporation’s Consolidated Balance Sheets because management has determined that Cleco’s affiliates are able to perform these obligations under their contracts and that it is not probable that payments by Cleco will be required. Cleco’s off-balance sheet commitments as of December 31, 2011, are summarized in the following table, and a discussion of the off-balance sheet commitments follows the table. The discussion should be read in conjunction with the table to understand the impact of the off-balance sheet commitments on Cleco’s financial condition.

			AT DECEMBER 31, 2011
(THOUSANDS)	FACE AMOUNT		REDUCTIONS		NET AMOUNT
Cleco Corporation
Guarantee issued to Entergy Mississippi on behalf of Attala	$	500	$	—	$	500
Cleco Power
Obligations under standby letter of credit issued to the Louisiana Department of Labor	3,725		—		3,725
Total	$	4,225	$	—	$	4,225

In 2006, Cleco Corporation provided a $0.5 million guarantee to Entergy Mississippi for Attala’s obligations under the Interconnection Agreement. This guarantee will be effective through the life of the agreement.

The State of Louisiana allows employers of certain financial net worth to self-insure their workers’ compensation benefits. Cleco Power has a certificate of self-insurance from the Louisiana Office of Workers’ Compensation and is required to post a $3.7 million letter of credit, an amount equal to 110% of the average losses over the previous three years, as surety.

Disclosures about Guarantees

Cleco Corporation provided a limited guarantee and an indemnification to Entergy Louisiana and Entergy Gulf States for Perryville’s performance, indemnity, representation, and warranty obligations under the Sale Agreement, the Power Purchase Agreement, and other ancillary agreements related to the sale of the Perryville facility in 2004. This is a continuing guarantee and all obligations of Cleco Corporation shall continue until the guaranteed obligations have been fully performed or otherwise extinguished. The discounted probability-weighted liability under the guarantees and indemnifications recognized on Cleco Corporation’s Consolidated Balance Sheets as of December 31, 2011, was $0.2 million. The maximum amount of the potential payment to Entergy Louisiana and Entergy Gulf States is $42.4 million. Currently, management does not expect to be required to pay Entergy Louisiana and Entergy Gulf States under the guarantee.

In February 2010, Cleco Power acquired Acadia Unit 1 and half of Acadia Power Station’s related common facilities. Acadia provided limited guarantees and indemnifications to Cleco Power under the Master Reorganization and Redemption Agreement. The maximum amount of the potential payment to Cleco Power for indemnifications is $30.0 million, except for the indemnifications relating to the fundamental organizational structure of Acadia against which there is no maximum amount. Acadia recorded an indemnification liability and a corresponding reduction of the gain of $13.5 million which represents the fair value of these indemnifications. 

Acadia and APH will reduce the indemnification liabilities either through expiration of the contractual life or through a reduction in the probability of a claim arising. The indemnification obligation is expected to have a term of approximately three years. After the three-year period, a residual value of less than $0.1 million will remain. At December 31, 2011, Acadia had an indemnification liability of $7.6 million, which represents the risk of payment, as a contingent sale obligation recorded on Cleco Corporation’s Consolidated Balance Sheet. Acadia recognized income of $1.2 million for the year ended December 31, 2011, and no income for the year ended December 31, 2010, primarily due to the contractual expiration of the underlying indemnification. During the years ended December 31, 2011, and 2010, APH recognized income of $0.5 million and $2.0 million, respectively, primarily due to the contractual expiration of the underlying indemnification. For more information regarding this transaction, see Item 8, “Financial Statements and Supplementary Data — Notes to the Financial Statements — Note 14 — Litigation, Other Commitments and Contingencies, and Disclosures about Guarantees — Disclosures about Guarantees.”

On April 29, 2011, Acadia completed its disposition of Acadia Unit 2 and Acadia Power Station’s remaining common

51

CLECO CORPORATION CLECO POWER 2011 FORM 10-K

facilities to Entergy Louisiana. Acadia provided limited guarantees and indemnifications to Entergy Louisiana and recorded an indemnification liability and a corresponding reduction of the gain of $21.8 million, which represents the fair value of these indemnifications.

Acadia and APH will reduce the indemnification liabilities either through expiration of the contractual life or through a reduction in the probability of a claim arising. The indemnification obligation is expected to have a term of three years. After the three-year period, a residual value of approximately $0.2 million will remain. At December 31, 2011, Acadia had an indemnification liability of $21.8 million, which represents the risk of payment, as a contingent sale obligation recorded on Cleco Corporation’s Consolidated Balance Sheet. Acadia recognized no income for the year ended December 31, 2011, due to the contractual expiration of the underlying indemnification. The maximum amount of the potential payment to Entergy Louisiana for the indemnifications is the purchase price of $298.8 million, except for the liabilities retained by Acadia, for which there is no maximum amount. Cleco Corporation is obligated to pay the same maximum amounts as Acadia if Acadia is unable to pay claims to Entergy Louisiana pursuant to the guarantee. For more information regarding this transaction, see Item 8, “Financial Statements and Supplementary Data — Notes to the Financial Statements — Note 14 — Litigation, Other Commitments and

Contingencies, and Disclosures about Guarantees — Disclosures about Guarantees.”

As part of the Lignite Mining Agreement amended in 2009, Cleco Power and SWEPCO, joint owners of Dolet Hills, have agreed to pay the lignite miner’s loan and lease principal obligations when due, if the lignite miner does not have sufficient funds or credit to pay. Any amounts paid on behalf of the miner would be credited by the lignite miner against the next invoice for lignite delivered. At December 31, 2011, Cleco Power had a liability of $3.8 million related to the amended agreement. The maximum projected payment by Cleco Power under this obligation is estimated to be $72.5 million; however, the Amended Lignite Mining Agreement does not contain a cap. The projection is based on the forecasted loan and lease obligations to be incurred by DHLC, primarily for purchases of equipment. Cleco Power has the right to dispute the incurrence of loan and lease obligations through the review of the mining plan before the incurrence of such loan and lease obligations. The Amended Lignite Mining Agreement does not terminate pursuant to its terms until 2026 and does not affect the amount the Registrants can borrow under their credit facilities. Currently, management does not expect to be required to pay DHLC under the guarantee.

The following table summarizes the expected termination dates of the off-balance sheet commitments and on-balance sheet guarantees discussed above:

							AT DECEMBER 31, 2011
			AMOUNT OF COMMITMENT EXPIRATION PER PERIOD
(THOUSANDS)	NET AMOUNT COMMITTED		LESS THAN ONE YEAR		1-3 YEARS		3-5 YEARS		MORE THAN 5 YEARS
Off-balance sheet commitments	$	4,225	$	3,725	$	—	$	—	$	500
On-balance sheet guarantees	33,363		—		29,357		—		4,006
Total	$	37,588	$	3,725	$	29,357	$	—	$	4,506

In its bylaws, Cleco Corporation has agreed to indemnify directors, officers, agents and employees who are made a party to a pending or completed suit, arbitration, investigation, or other proceeding whether civil, criminal, investigative or administrative, if the basis of inclusion arises as the result of acts conducted in the discharge of their official capacity. Cleco Corporation has purchased various insurance policies to reduce the risks associated with the indemnification. In its operating agreement, Cleco Power provides for the same indemnification as described above with respect to its managers, officers, agents, and employees.

Generally, neither Cleco Corporation nor Cleco Power has recourse that would enable them to recover amounts paid under their guarantee or indemnification obligations. The one exception is the insurance contracts associated with the indemnification of directors, managers, officers, agents, and employees. There are no assets held as collateral for third parties that either Cleco Corporation or Cleco Power could obtain and liquidate to recover amounts paid pursuant to the guarantees or indemnification obligations.

Regulatory and Other Matters

Inflation

Annual inflation rates, as measured by the U.S. Consumer Price Index, have averaged approximately 1.49% during the three years ended December 31, 2011. Cleco believes inflation, at this level, does not materially affect its results of operations or financial condition. However, under existing

regulatory practice, only the historical cost of a plant is recoverable from customers. As a result, Cleco Power’s cash flows designed to provide recovery of historical plant costs may not be adequate to replace property, plant, and equipment in future years.

Generation RFP

Renewable Energy Pilot Program

In November 2010, the LPSC established a two-part renewable energy pilot program implementation plan consisting of a research component and an RFP component. Cleco Power is meeting the requirements of the research component by developing a minimum of three self-build renewable energy projects, each with a maximum nameplate rating of 300 kilowatts.The RFP component of the program requires each LPSC jurisdictional utility to conduct an RFP for new long-term renewable resources, while prohibiting the utilities from bidding self-build projects into the long-term RFP. Cleco Power’s requirement is 43 MW of renewable energy with a minimum term of 10 years and a maximum term of 20 years, and can reasonably be expected to be deliverable within the 2011-2014 time period. However, because Madison Unit 3 is designed to burn biomass fuel, with minor modifications, in addition to its primary fuel, Cleco Power has been given an exception allowing it to conduct an RFP for biomass fuel along with identifying the costs to co-fire biomass fuel in Madison Unit 3. In October 2011, Cleco Power received LPSC approval for recovery of test burn costs, and performed a biomass test

52

CLECO CORPORATION CLECO POWER 2011 FORM 10-K

burn at Madison Unit 3 during the fourth quarter of 2011. Cleco Power issued its final RFP for biomass fuel in February 2012, and plans to file in late 2012 a written report to the LPSC regarding the cost of co-firing biomass fuel in Madison Unit 3. Following its review of the results of Cleco Power’s RFP and Cleco Power’s written report, the LPSC may authorize Cleco Power to pursue co-firing biomass fuel in Madison Unit 3 or require Cleco Power to conduct an additional RFP for 43 MW of renewable energy as discussed above.

RFP for Short-Term 2012 Resources

In August 2011, Cleco Power issued an RFP for short-term 2012 resources to enhance reliability for the period January through April 2012. Cleco Power selected and negotiated two agreements from the RFP, a power purchase agreement with NRG Power Marketing LLC, and a tolling agreement with Evangeline. Cleco Power filed with the LPSC an application for a certificate of public convenience and necessity for the two agreements, and additionally filed an application with the FERC for authorization to make power sales between affiliates pursuant to Section 205 of the Federal Power Act. Cleco Power has since received the appropriate approvals from both the LPSC and FERC for the two agreements. The NRG agreement provides 200 MW of capacity and energy beginning January 1, 2012, through April 30, 2012, while the Evangeline agreement provides 250 MW of capacity and energy beginning January 1, 2012, through April 30, 2012.

RFP for Contractual Resources to Meet CSAPR Beginning in May 2012

In September 2011, Cleco Power issued a draft RFP for resources to meet CSAPR. A bidders conference was conducted on October 13, 2011, and its final RFP seeking up to approximately 750 MW of capacity and energy for a three-or-five year term was published on October 21, 2011. In January 2012, Cleco Power filed an application with the LPSC requesting a CCN for a three-year power purchase agreement providing 730 MW of capacity and energy with Evangeline for a delivery term beginning May 1, 2012 and ending April 30, 2015. Because Cleco Power and Evangeline are affiliates, Cleco Power must also receive approval from FERC to make power sales between affiliates pursuant to Section 205 of the Federal Power Act. Cleco Power also expects to issue an additional RFP in 2012 seeking long-term access to resources beyond April 2015. For more information on CSAPR, see Part 1, Item 1, “Business — Environmental Matters.”

Madison Unit 3

In May 2006, Cleco Power began construction of Madison Unit 3, a 600-MW solid fuel power plant. The unit commenced commercial operations on February 12, 2010, whereby Cleco Power accepted care, custody, and control of the unit. Madison Unit 3 including AFUDC, Amended EPC Contract costs, and other development expenses was completed at a cost of $1.0 billion.

In May 2006, Cleco Power and Shaw entered into an Amended EPC Contract to construct the unit, which was subsequently amended by the parties. On April 30, 2010, Shaw filed a demand for arbitration asserting claims of $32.0 million. On August 5, 2011, the arbitrator announced his decision in favor of Shaw’s claims of Cleco Power owing Shaw $32.5 million (including the return of $19.0 million previously drawn on a Shaw letter of credit). Cleco Power paid this amount on August 22, 2011, which was included as a cost of Madison Unit 3 and reflected as property, plant, and equipment.

Shaw had not reached project completion as defined in the Amended EPC Contract, as various performance tests, the reliability test, and specified boiler performance criteria had not been met. Under the Amended EPC Contract, Shaw had to correct the identified items, complete the performance guarantee tests, meet a 30-day reliability performance test, and correct certain warranty issues to meet final acceptance, or pay certain liquidated damages and financially settle incomplete work. On December 7, 2011, these matters were resolved in a settlement whereby Shaw paid Cleco Power $8.0 million in return for granting project completion under the Amended EPC Contract. Cleco Power has returned the letters of credit, performance and payment bonds, and Shaw’s parent guarantee and Shaw has effectively met its obligations under the Amended EPC Contract.

CCN

In May 2006, the LPSC issued its order granting Cleco Power a CCN to construct, own, and operate Madison Unit 3. The LPSC approved a Madison Unit 3 post-certification monitoring plan that required, at least quarterly, reports addressing construction progress, expenditures, project financing, environmental compliance, and other related matters. As of December 31, 2011, Cleco Power was in compliance with this monitoring plan. The monitoring plan has remained in place since the unit began commercial operation on February 12, 2010. In February 2012, Cleco Power provided its final monitoring document to the LPSC. Cleco Power is effectively relieved of its monitoring plan requirements and will no longer provide updates to the LPSC.

Environmental Matters

For information on environmental matters, see Part I, Item 1, “Business — Environmental Matters.”

Retail Rates of Cleco Power

Retail rates regulated by the LPSC accounted for approximately 93% and 92% of Cleco Power’s 2011 and 2010 revenue, respectively.

Fuel Rates

The cost of fuel used for electric generation and the cost of power purchased for utility customers are recovered through an LPSC-established fuel adjustment clause that enables Cleco Power to pass on to its customers substantially all such charges. The LPSC Fuel Adjustment Clause General Order issued November 6, 1997, in Docket No. U-21497 provides that an audit of fuel adjustment clause filings will be performed not less than every other year. Cleco Power’s last completed fuel audit was for the years 2001 and 2002. Cleco Power currently has fuel adjustment clause filings for 2003 through 2011 subject to audit. In March 2009, the LPSC proceeded with the audit of fuel adjustment clause filings for the years 2003 through 2008. The total amount of fuel expenses included in the audit is approximately$3.26 billion. Cleco Power has responded to several sets of data requests from the LPSC and the responses are currently under review. The LPSC has not stated an amount of the fuel costs, if any, that would be disallowed and result in a refund to customers. Management is not able to predict or give a reasonable estimate of the possible range of the disallowance, if any, related to this audit. However, if a disallowance of fuel costs is ordered resulting in a refund, any such refund could have a material adverse effect on the Registrants’ results of operations, financial condition, and cash flows.

53

CLECO CORPORATION CLECO POWER 2011 FORM 10-K

To help stabilize electricity costs, the LPSC in 2001 encouraged hedging the exposure to natural gas price volatility through the use of financial instruments. Cleco Power hedges a portion of the projected natural gas volumes used to serve its native electric load during each year. The hedge quantity is reviewed and adjusted periodically based on projected market indicators.

In February 2008, the LPSC opened an inquiry and issued a request for comments to investigate the potential for incentive-based mechanisms for fuel cost recovery. This docket has been dormant since 2008. Management is unable to predict the time of completion and cannot determine the impact any potential rulemaking may have on the financial condition, results of operations, and cash flows of Cleco Power.

In August 2009, the LPSC opened a docket to study the promotion of energy efficiency by jurisdictional electric and natural gas utilities. The LPSC Staff issued a request for comments on a proposed rule by January 13, 2012. These comments are currently under review. Management is unable to predict the time of completion and cannot determine the impact any potential rulemaking may have on the financial condition, results of operations, and cash flows of Cleco Power.

Environmental Rates

In July 2009, the LPSC issued Docket No. U-29380 Subdocket A, which provides for an EAC to recover certain costs of environmental compliance as an adder to customers’ bills. The costs eligible for recovery are prudently incurred air emissions credits associated with complying with federal, state, and local air emission regulations that apply to the generation of electricity reduced by the sale of such allowances. Also eligible for recovery are variable emission mitigation costs, which are the cost of reagents such as ammonia and limestone that are used to reduce air emissions. These variable emission mitigation costs were historically recovered through the Fuel Adjustment Clause. On November 11, 2011, the LPSC opened Docket No. X-32150 to audit the costs for the period October 2009 through October 2010. The total amount of environmental expenses included in the audit is approximately$2.4 million. Cleco Power has responded to data requests from the LPSC. These responses are currently under review by the LPSC. The LPSC has not stated an amount of the environmental costs, if any, that would be disallowed and result in a refund to customers. However, if a disallowance of environmental costs is ordered resulting in a refund, any such refund is not expected to have a material effect on the Registrants’ results of operations, financial condition, and cash flows.

Base Rates

Beginning in 2010, the amount of Cleco Power’s yearly retail earnings is subject to the terms of a FRP established by the LPSC. The new rates and the FRP became effective upon commencement of commercial operations at Madison Unit 3 on February 12, 2010. The 2010 FRP establishes a target return on equity and requires all or a portion of regulated earnings for each yearly review period above the targeted regulatory rate of return on equity to be credited to Cleco Power’s retail customers. The 2010 FRP allows Cleco Power the opportunity to earn a target return on equity of 10.7%, including returning to retail customers 60.0% of retail earnings between 11.3% and 12.3% and all retail earnings over 12.3%.The amount of credits due customers, if any, is determined by

Cleco Power and the LPSC annually. Credits are typically included on customers’ bills the following summer, but the timing of the refunds is ultimately at the discretion of the LPSC. The capital structure assumes an equity ratio of 51.0%. The 2010 FRP included a mechanism that allowed for the recovery of revenue requirements related to Cleco Power’s acquisition of Acadia Unit 1, which was completed in February 2010. The 2010 FRP also includes a mechanism allowing for recovery of revenue requirements for the Acadiana Load Pocket transmission project, which is expected to be completed by December 2012. The 2010 FRP allows Cleco Power to propose additional capital projects to the LPSC during its initial four-year term.

For information concerning amounts accrued and refunded by Cleco Power as a result of the FRP and information on the Staff’s FRP reviews, see Item 8, “Financial Statements and Supplementary Data — Notes to the Financial Statements — Note 11 — Electric Customer Credits.”

Wholesale Rates of Cleco

Power Sales

Cleco’s wholesale electric power sales are regulated by FERC via cost- and market-based tariffs.

In April 2004, FERC issued an order revising the methodology to be used in assessing whether a jurisdictional electric utility has generation market power, requiring a utility to pass a screening test as a condition for securing and/or retaining approval to sell electricity in wholesale markets at market-based rates. An updated market power analysis is to be filed with FERC every three years or upon the occurrence of a change in status as defined by FERC regulation.

In March 2010, Cleco Power filed a scheduled market power analysis after acquiring Acadia Unit 1. The reviews conducted by FERC for this filing concluded that Cleco demonstrated a lack of market power in Cleco Power’s control area, and the power marketing entities may continue to charge market-based rates for wholesale power.

In January 2012, Cleco filed a market power analysis after the expiration of the Evangeline 2010 Tolling Agreement. The filing demonstrated a lack of market power in Cleco Power’s control area. The power marketing entities may continue to charge market-based rates for wholesale power, pending review and acceptance by FERC.

Transmission Service

Cleco’s electric transmission rates are regulated by FERC via cost-based, pro forma OATTs, a FERC-approved document outlining rates, charges, rules and conditions under which a utility provides electric transmission service. The pro forma OATT was instituted by FERC in 1996 with the issuance of Order Nos. 888 and 889. These orders required FERC-regulated electric utilities to offer third parties access to transmission under terms and conditions comparable to the terms and conditions followed by the utilities for use of their own systems. The goal of these orders was to ensure that the provision of transmission service is reasonable and not unduly discriminatory or preferential.

On February 15, 2007, FERC issued Order No. 890 amending its regulations and the pro forma tariff adopted in FERC Order Nos. 888 and 889. The amendments addressed apparent deficiencies in the pro forma tariff and standardized several industry practices relating to the provision of wholesale transmission service. In November 2009, FERC issued Order 890-D affirming its basic determinations in Order Nos. 890,

54

CLECO CORPORATION CLECO POWER 2011 FORM 10-K

890-A, 890-B, and 890-C, granting clarification regarding certain revisions to its regulations and the pro forma open-access transmission tariff adopted in Order Nos. 888 and 889 to ensure that transmission services are provided on a basis that is just, reasonable, and not unduly discriminatory. FERC granted clarification regarding the requirement to undesignate network resources used to serve off-system sales. Cleco Power has incorporated these new requirements and business practices into its operations, which had no significant impact on Cleco Power. On July 21, 2011, FERC issued Order No. 1000 that reforms the electric transmission planning and cost allocation requirements for public utility transmission providers. The rule builds on the reforms of Order No. 890 and corrects remaining deficiencies with respect to transmission planning processes and cost allocation methods. Cleco Power is currently reviewing the new requirements and business practices. Management is unable, at this time, to determine if this order will have a material adverse effect on the Registrants’ results of operations, financial condition, and cash flows.

Market Restructuring

Wholesale Electric Markets

Regional Transmission Organization

In 1999, FERC issued Order No. 2000, which established a general framework for all transmission-owning entities in the nation to voluntarily place their transmission facilities under the control of an appropriate RTO. Although participation was voluntary, FERC made it clear that any jurisdictional entity not participating in a RTO likely would be subject to regulatory directives. FERC later relaxed its mandate to participate in a RTO, but continued to insist upon large regional models. Many transmission-owning entities and system operators have been trying to interpret and implement FERC’s directives by attempting to organize and/or join acceptable RTOs. In October 2004, FERC granted the SPP status as a RTO.

In April 2004, Entergy filed at FERC to make potentially significant modifications to its transmission tariff. The modifications would incorporate an independent third-party entity, the ICT, into its transmission operations, with the ICT having access to pertinent information regarding the Entergy transmission system. After receiving approval from FERC and state commissions (including the LPSC), the SPP began a four-year trial as Entergy’s acting ICT on November 17, 2006.

In early 2009, the Arkansas Public Service Commission directed SPP to perform a comprehensive Cost Benefit Analysis Study (CBA Study) of full SPP membership by all the Entergy operating companies as compared to participation under the existing ICT services arrangement and full SPP membership by Entergy Arkansas, Inc. as a standalone entity, compared to continuing under the existing ICT services arrangement.

The study was completed on September 30, 2010. Additional addendum studies were performed during 2011, which included all the Entergy operating companies joining the Midwest Independent System Operator (MISO) RTO. Based on these addendum studies, Entergy has announced that MISO provides more overall savings for their customers than SPP. Currently, Entergy Arkansas, Entergy Gulf States, and Entergy Louisiana have indicated their intent to join MISO by January 1, 2014.

As with RTO developments at large, other various parties, including several state commissions, utilities, and other

industry participants, are participants in the RTO and Entergy proceedings described above. As both the SPP and Entergy proceedings could impact the ability to transport power into and out of the Cleco control area, Cleco will continue monitoring developments in these proceedings and plans to be a participant in these and all other proceedings affecting the availability and sale of power in and around Louisiana.

Electric Reliability Organization

The Energy Policy Act of 2005 added Section 215 to the Federal Power Act, which provides for a uniform system of mandatory, enforceable reliability standards. In July 2006, FERC named NERC as the ERO that will be required to develop and enforce the mandatory reliability standards. All registered utilities subject to NERC’s authority are required to comply with the reliability standards and could be subjected to financial penalties if they violate NERC’s reliability standards.

In April 2010, the SPP RE conducted an audit of Cleco to determine Cleco’s compliance with the NERC Reliability Standard Requirements. Cleco submitted mitigation plans and evidence of remedial efforts in connection with the SPP’s findings from the April 2010 audit. In October 2010, Cleco and SPP agreed to a financial settlement totaling less than $0.1 million, which has been approved by NERC. Cleco’s next scheduled audit will begin in 2013.

For a discussion of risks associated with FERC’s regulation of Cleco Power’s wholesale electric business, see Part I, Item 1A, “Risk Factors — Reliability Standards Compliance.”

Retail Electric Markets

In 2002, the LPSC adopted order R-26172 governing the way electric generation sources are to be solicited and tested versus self-build options of a utility. In 2004, the LPSC amended the order to add the requirement that the soliciting utility employ an independent monitor. The independent monitor’s role is to assure the RFP process is run fairly, that bidder data is treated confidentially, and that no preference is afforded bids from affiliate companies of the utility or the utility’s own self-build proposals.

Currently, the LPSC does not provide exclusive service territories for electric utilities under its jurisdiction. Instead, retail service is obtained through a long-term nonexclusive franchise. The LPSC uses a “300-foot rule” for determining the supplier for new customers. The “300-foot rule” requires a customer to take service from the electric utility that is within 300 feet of the respective customer. If the customer is beyond 300 feet from any existing utility service, they may choose their electric supplier. The “300-foot rule” (Docket No. R-28955) is currently under review by the LPSC. Management is unable to predict the time of completion and cannot determine the impact any potential rulemaking may have on the financial condition, results of operations, and cash flows of Cleco Power. The application of the current rule has led to competition with neighboring utilities for retail customers at the borders of Cleco Power’s service areas. Such competition has led to complaints by competitors that Cleco Power has violated the 300-foot rule. Several complaints have been made by competitors who operate as rural electric cooperatives and, if the LPSC were to rule in favor of such competitors, Cleco Power may be fined. Management does not believe any such fines, if imposed, would have a material impact on Cleco Power’s financial condition. Cleco Power also competes in its service area with suppliers of alternative forms of energy, some of which may be less costly than electricity for certain applications. Cleco Power could experience some

55

CLECO CORPORATION CLECO POWER 2011 FORM 10-K

competition for electric sales to industrial customers in the form of cogeneration or from independent power producers.

For information on dual franchise attempts, see Part I, Item 1, “Business — Regulatory Matters, Industry Developments, and Franchises — Franchises.”

Lignite Deferral

Cleco Power operates a generating unit jointly owned with SWEPCO that uses lignite as its fuel source.

In May 2001, Cleco Power (along with SWEPCO) entered into the Lignite Mining Agreement with DHLC, the operator of the Dolet Hills mine. As ordered then by the LPSC, Cleco Power’s retail customers began receiving fuel cost savings equal to 2% of the projected costs under the previous mining contract (the benchmark price) through the year 2011. Actual mining costs incurred above 98% of the benchmark price were deferred, and can be recovered from retail customers through the fuel adjustment clause only when the actual mining costs are below 98% of the benchmark price.

In 2006, Cleco Power recognized that there was a possibility it may not recover all or part of the lignite mining costs it had deferred. In November 2006, Cleco Power and SWEPCO submitted a joint application to the LPSC requesting approval for Cleco Power to recover its existing deferral balance, and eliminate any future benchmarking of lignite mining costs. In December 2007, the LPSC approved a settlement agreement between Cleco Power, SWEPCO and the LPSC Staff authorizing Cleco Power to recover the existing deferred mining cost balance, including interest, over approximately 11.5 years. The settlement also established a new benchmark utilizing the contract’s escalators to assure a minimum 2% savings to customers compared to the costs under the prior mining contract. Under the settlement, the benchmarking was scheduled to end after April 2011. Cleco Power and SWEPCO also agreed to commit to continued operation of the mining operation through 2016 as long as the operation of the mine was considered prudent. Cleco Power did not record any additional deferred fuel costs under the new benchmarking method.

In September 2009, in connection with its approval of the Oxbow Lignite Mine acquisition, the LPSC agreed to discontinue benchmarking and the corresponding potential to defer future lignite mining costs while preserving the recovery of the legacy deferred fuel balance previously authorized. At December 31, 2011, and 2010, Cleco Power had $19.1 million and $21.7 million, respectively, in deferred costs remaining uncollected.

Oxbow Lignite Mine Acquisition

In April 2009, Cleco Power entered into an agreement with SWEPCO to purchase Oxbow from NAC. In September 2009, the LPSC approved the joint application authorizing the acquisition of Oxbow. In December 2009, Cleco Power and SWEPCO completed the transaction. Cleco Power’s 50% portion of the purchase price for the lignite reserves was $12.9 million. SWEPCO likewise paid $12.9 million for its 50% interest in the lignite reserves. SWEPCO’s subsidiary, DHLC, acquired the mining equipment and related assets and permits for $15.6 million and operates the new mine along with its current operations at the Dolet Hills Lignite Mine on similar terms. The controlled lignite reserves of approximately 43 million tons contained within the Oxbow Mine permit area, together with the reserves from the Dolet Hills Lignite Mine are expected to be sufficient to fuel the Dolet Hills Power Station until at least 2026. The Red River Lignite Supply and

Transportation Agreement with NAC terminated upon the closing of this transaction.

Acadiana Load Pocket Project

In September 2008, Cleco Power entered into an agreement with two other utilities to upgrade and expand interconnected transmission systems in south central Louisiana in an area known as the Acadiana Load Pocket. The project received LPSC and SPP approval in February 2009. Cleco Power’s initial portion of the estimated cost was approximately $150.0 million, including AFUDC. Due to lower material and labor costs than initially expected, Cleco Power’s estimated costs for its portion of the project were reduced to $125.0 million, including AFUDC. At December 31, 2011, Cleco Power had spent $96.2 million on the project, including AFUDC. The costs associated with the completed portions of the Acadiana Load Pocket project are included in base revenue. The project is estimated to be 87% complete with the completion expected by December 2012. Upgrading the interconnected transmission system is expected to increase capacity, reduce transmission constraints, and improve electric service for customers served by all three utilities.

AMI Project

In October 2009, Cleco Power received notification of its selection to receive a $20.0 million grant from the DOE to deploy advanced metering infrastructure technology for Cleco Power’s customers. Cleco Power applied to the DOE under a small grant process, which capped the grant award at $20.0 million. The DOE selected 100 smart-grid initiatives out of approximately 400 applications for funding under the smart-grid investment grant program. The grant program is a part of the American Recovery and Reinvestment Act of 2009, an economic stimulus package passed by Congress in February 2009. In May 2010, Cleco Power accepted the terms of the $20.0 million grant from the DOE and the DOE assistance agreement was executed.

Implementing advanced metering technology includes installing smart meters with two-way communication capabilities along with implementing a territory-wide communication network and data management system. The primary initial benefit is savings gained through operational efficiencies. Another benefit is increased information about customer usage, which will give Cleco Power better distribution system planning data, better response to customer usage questions, and faster detection and restoration of system outages. Future benefits could include providing customers with near real-time energy usage information and rate options. These benefits may also require other significant capital investments.

Cleco Power estimates the project will cost approximately $73.0 million, with the DOE grant providing $20.0 million toward the project and Cleco Power providing the remaining $53.0 million. In April 2010, Cleco Power received board approval for the project conditioned upon approval by the LPSC. Cleco Power filed an application with the LPSC in June 2010 and requested expedited approval of the project prior to the end of 2010. A July 2010 status conference established a procedural schedule for the docket. On October 15, 2010, Cleco Power, the LPSC Staff, and the interveners in the docket executed a Proposed Uncontested Stipulated Settlement, which was filed with the LPSC. An uncontested stipulation hearing was conducted on October 25, 2010 before the Administrative Law Judge, during which the Proposed Uncontested Stipulated Settlement, as well as Cleco Power’s

56

CLECO CORPORATION CLECO POWER 2011 FORM 10-K

and the LPSC Staff’s respective testimony, were made part of the docket’s evidentiary record. In November 2010, the LPSC requested that Cleco Power levelize the impact to customers’ bills by utilizing deferrals of initial net incremental costs in the early years, which would then reverse as net cost savings materialize later in the project cycle. Cleco Corporation’s Board of Directors approved the realigned recovery mechanism on January 28, 2011, and the LPSC approved the project at its February 23, 2011, Business and Executive Session. At December 31, 2011, Cleco Power had incurred $9.8 million in project costs, of which $4.4 million has been submitted to the DOE for reimbursement. As of December 31, 2011, Cleco Power had received $3.5 million in payments from the DOE. The project is expected to be completed in the third quarter of 2013.

Teche Unit 4 Blackstart Project

In January 2009, Cleco Power filed an application with the LPSC to improve its “blackstart” process by constructing a 33-MW gas turbine sited at the Teche Power Station, which has been designated as Teche Unit 4. This project allows Cleco Power to return its generating system to service more

efficiently than was previously possible in the event of a total system shutdown, and can also be dispatched in peaking service to meet system load requirements. As part of the Teche Power Station, Teche Unit 4 is located in a region known as the Acadiana Load Pocket, an area that has experienced considerable growth in recent years. The LPSC approved the application with estimated costs of $31.0 million in December 2009, and construction began in April 2010. The new unit was placed into commercial operation in April 2011. The project was completed at a total cost of $29.6 million.

Franchises

For information on franchises, see Part I, Item 1, “Business — Regulatory Matters, Industry Developments, and Franchises — Franchises.”

Recent Authoritative Guidance

For a discussion of recent authoritative guidance, see Item 8, “Financial Statements and Supplementary Data — Notes to the Financial Statements — Note 2 — Summary of Significant Accounting Policies — Recent Authoritative Guidance.”

ITEM 7A.QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Risk Overview

Market risk inherent in Cleco’s market risk-sensitive instruments and positions includes potential changes arising from changes in interest rates and the commodity market prices of power and natural gas in the industry on different energy exchanges.

Cleco applies the authoritative guidance as it relates to derivatives and hedging to determine whether the market risk-sensitive instruments and positions are required to be marked-to-market. Generally, Cleco Power’s market risk-sensitive instruments and positions qualify for the normal-purchase, normal-sale exception to mark-to-market accounting since Cleco Power takes physical delivery and the instruments and positions are used to satisfy customer requirements. When positions close, actual gains or losses are included in the fuel adjustment clause and reflected on customers’ bills as a component of the fuel cost adjustment.

Cleco’s exposure to market risk, as discussed below, represents an estimate of possible changes in the fair value or future earnings that would occur, assuming possible future movements in the interest rates and commodity prices of power and natural gas. Management’s views on market risk are not necessarily indicative of actual results, nor do they represent the maximum possible gains or losses. The views do represent, within the parameters disclosed, what management estimates may happen.

Cleco monitors credit risk exposure through reviews of counterparty credit quality, aggregate counterparty credit exposure, and aggregate counterparty concentration levels. Cleco manages these risks by establishing appropriate credit and concentration limits on transactions with counterparties and requiring contractual guarantees, cash deposits or letters of credit from counterparties or their affiliates, as deemed necessary. Cleco Power has agreements in place with various counterparties that authorize the netting

of financial transactions and contract payments to mitigate credit risk for transactions entered into for risk management purposes.

Access to capital markets is a significant source of funding for both short- and long-term capital requirements not satisfied by operating cash flows. Market conditions during the past few years have limited the availability and have increased the costs of capital for many companies. The inability to raise capital on favorable terms could negatively affect Cleco’s ability to maintain and expand its businesses. After assessing the current operating performance, liquidity, and credit ratings of Cleco, management believes that it will have access to the capital markets at prevailing market rates for companies with comparable credit ratings. Cleco Corporation and Cleco Power pay fees and interest under their respective credit facilities based on the highest rating held. If Cleco Corporation or Cleco Power’s credit ratings were to be downgraded by Moody’s and Standard & Poor’s, Cleco Corporation or Cleco Power, as the case may be, would be required to pay additional fees and higher interest rates under their respective credit facilities. Cleco Power’s collateral for derivatives is based on the lowest rating held. If Cleco Power’s credit ratings were to be downgraded by Standard & Poor’s or Moody’s, Cleco Power would be required to pay additional collateral for derivatives.

Interest Rate Risks

Cleco monitors its mix of fixed- and variable-rate debt obligations in light of changing market conditions and from time to time may alter that mix, for example, refinancing balances outstanding under its variable-rate credit facility with fixed-rate debt. For details, see Item 8, “Financial Statements and Supplementary Data — Notes to the Financial Statements — Note 6 — Debt.”

Sensitivity to changes in interest rates for fixed-rate obligations is computed by calculating the current fair market value using a net present value model based upon a 1% change in the average interest rate applicable to such debt. Calculations of the changes in fair market value and interest expense of the debt securities are made over a one-year period. Sensitivity to changes in interest rates for variable-rate obligations is computed by assuming a 1% change in the

57

CLECO CORPORATION CLECO POWER 2011 FORM 10-K

current interest rate applicable to such debt.

As of December 31, 2011, the carrying value of Cleco’s long-term fixed-rate debt was approximately $1.34 billion, with a fair market value of approximately $1.53 billion. The $188.3 million difference between the carrying value of the debt and the market value of such debt is driven by the spread between the stated rate of Cleco’s debt as compared to the current market yield for debt with similar risk profiles, maturities, and terms as Cleco’s debt. Fair value was determined using quoted market prices. Each 1% increase in the average interest rates applicable to such debt would result in a corresponding decrease of approximately $97.7 million in the fair value of these instruments. If these instruments are held to maturity, no change in stated value will be realized.

At December 31, 2011, Cleco had no short-term variable rate debt outstanding.

At December 31, 2011, Cleco Corporation had $10.0 million borrowings outstanding under its $250.0 million credit facility at an interest rate of 1.78%. The borrowings under the credit facility are considered to be long-term as the credit facility expires in 2016. The borrowing costs under the facility are equal to one-month LIBOR plus 1.50% or ABR plus 0.50%, plus facility fees of 0.25%. The existing borrowings had 30-day terms and matured on January 16, 2011. Each 1% increase in the interest rate applicable to such debt would have resulted in a decrease in Cleco's pre-tax earnings of $0.1 million.

On November 14, 2011, Cleco Power entered into a forward starting interest rate swap contract in order to mitigate the interest rate exposure on coupon payments related to a $50.0 million fixed-rate forecasted debt issuance. The forward starting interest rate swap has a spot 30-year all-in swap rate of 3.05%, notional amount of $50.0 million, with the pricing date of May 14, 2013, or the issuance of the notes, whichever is earlier. The forward starting interest rate swap meets the criteria of a cash flow hedge under the authoritative guidance as it relates to derivatives and hedging. The fair market value of the forward starting interest rate swap is the net of the present value of the fixed payments to be paid by Cleco Power and the present value of the three-month LIBOR payments to be received by Cleco Power. Cleco Power recognized $3.3 million unrealized mark-to-market loss in other comprehensive income for the year ended December 31, 2011. The offsetting liability was recorded on Cleco Corporation and Cleco Power's Consolidated Balance Sheets as an interest rate risk management liability. There was no impact to earnings due to ineffectiveness for the year ended December 31, 2011. For every 0.01% change in the three-month LIBOR forward curve, the value of the forward starting interest rate swap changes by approximately $0.1 million.

Commodity Price Risks

Management believes Cleco has controls in place to minimize the risks involved in its financial and energy commodity activities. Independent controls over energy commodity functions consist of a middle office (risk management), a back office (accounting), and regulatory compliance staff, as well as monitoring by a risk management committee comprised of officers and the General Manager – Internal Audit, who are approved by Cleco Corporation’s Board of Directors. Risk limits are recommended by the Risk Management Committee and monitored through a daily risk report that identifies the current VaR, current market conditions, and concentration of energy market positions.

Cleco Power provides fuel for generation and purchases

power to meet the power demands of customers. Cleco Power has entered into positions to mitigate the volatility in customer fuel costs, as encouraged by an LPSC order. Cleco Power’s fuel stabilization policy targets certain levels of hedging percentages to help mitigate the volatility in customer fuel costs. The change in positions could result in increased volatility in the marked-to-market amounts for the financial positions. These positions are marked-to-market with the resulting gain or loss recorded on the balance sheet as a component of the accumulated deferred fuel asset or liability and a component of the energy risk management assets or liabilities. When these positions close, actual gains or losses are deferred and included in the fuel adjustment clause in the month the physical contract settles. Based on market prices at year end, the net mark-to-market impact related to open natural gas positions at December 31, 2011, and 2010, were losses of $5.3 million and $15.1 million, respectively. All of these natural gas positions will close over the next 12 months. Deferred losses relating to closed natural gas positions at December 31, 2011, and 2010, totaled $1.2 million and $1.6 million, respectively.

Cleco utilizes a VaR model to assess the market risk of its hedging portfolios, including derivative financial instruments. VaR represents the potential loss in fair value for an instrument from adverse changes in market factors over a defined period of time with a specified confidence level. VaR is calculated daily, using the variance/covariance method with delta approximation, assuming a holding period of one day, and a 95% confidence level for natural gas and power positions. Volatility is calculated daily from historical forward prices using the exponentially weighted moving average method.

Based on these assumptions, the VaR relating to Cleco Power’s hedge transactions for 2011, as well as the VaR at December 31, 2011, and 2010, are summarized in the following table.

	FOR THE YEAR ENDED DECEMBER 31, 2011						AT DECEMBER 31,
(THOUSANDS)	HIGH		LOW		AVERAGE		2011		2010
Fuel cost hedges	$	453.1	$	195.9	$	312.1	$	196.1	$	1,346.0

All open positions were transacted by Cleco Power. The decrease in VaR for fuel cost hedges at December 31, 2011, compared to December 31, 2010, is due to the decrease in hedged positions.

The following table summarizes the market value maturities of open natural gas contracts at December 31, 2011. All contracts were transacted by Cleco Power.

(THOUSANDS)	MATURITY  LESS THAN  ONE YEAR		MATURITY  1-3 YEARS		MATURITY OVER THREE YEARS		TOTAL FAIR VALUE
Liabilities	$	6,656	$	—	$	—	$	6,656

For more information on the market value maturities of contracts, see Item 8, “Financial Statements and Supplementary Data — Notes to the Financial Statements — Note 5 — Fair Value Accounting.”

Cleco Power

Please refer to “— Risk Overview” above for a discussion of market risk inherent in Cleco Power’s market risk-sensitive instruments.

Cleco Power has entered into various fixed- and variable-rate debt obligations. For details, see Item 8, “Financial Statements and Supplementary Data — Notes to the Financial

58

CLECO CORPORATION CLECO POWER 2011 FORM 10-K

Statements — Note 6 — Debt.” Please refer to “— Interest Rate Risks” above for a discussion of how Cleco Power monitors its mix of fixed- and variable-rate debt obligations and the manner of calculating changes in fair market value and interest expense of its debt obligations.

As of December 31, 2011, the carrying value of Cleco Power’s long-term fixed-rate debt was approximately $1.34 billion, with a fair market value of approximately $1.53 billion. The $188.3 million difference between the carrying value of the debt and the market value of such debt is driven by the spread between the stated rate of Cleco Power’s debt as compared to the current market yield for debt with similar risk profiles,

maturities, and terms as Cleco Power’s debt. Fair value was

determined using quoted market prices. Each 1% increase in the average interest rates applicable to such debt would result in a corresponding decrease of approximately $97.7 million in the fair values of these instruments. If these instruments are held to maturity, no change in stated value will be realized.

Cleco Power had no short- or long-term variable-rate debt as of December 31, 2011. At December 31, 2011, Cleco Power had no borrowings outstanding under its $300.0 million credit facility.

Please refer to “— Commodity Price Risks” above for a discussion of controls, transactions, VaR, and market value maturities associated with Cleco Power’s energy commodity activities.  

59

CLECO CORPORATION CLECO POWER 2011 FORM 10-K

ITEM 8.FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

Report of Independent Registered Public Accounting Firm

To the Shareholders and Board of

Directors of Cleco Corporation:

In our opinion, the consolidated financial statements listed in the index appearing under Item 15(a)(1) present fairly, in all material respects, the financial position of Cleco Corporation (the “Company”) and its subsidiaries at December 31, 2011 and 2010, and the results of their operations and their cash flows for each of the three years in the period ended December 31, 2011 in conformity with accounting principles generally accepted in the United States of America. In addition, in our opinion, the financial statement schedules listed in the index appearing under Item 15(a)(2) presents fairly, in all material respects, the information set forth therein when read in conjunction with the consolidated financial statements. Also in our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2011, based on criteria established in Internal Control - Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO). The Company’s management is responsible for these financial statements and financial statement schedules, for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting, included in Management’s Report on Internal Control over Financial Reporting appearing under Item 9A. Our responsibility is to express opinions on these financial statements, on the financial statement schedules, and on the Company’s internal control over financial reporting based on our integrated audits. We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement and whether effective internal control over financial reporting was maintained in all material respects. Our audits of the financial statements included examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audits also included performing such other procedures as we considered necessary in the circumstances. We believe that our audits provide a reasonable basis for our opinions.

A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

/s/  PricewaterhouseCoopers LLP

New Orleans, Louisiana

February 22, 2012

60

CLECO CORPORATION CLECO POWER 2011 FORM 10-K

CLECO CORPORATION

Consolidated Statements of Income

	FOR THE YEAR ENDED DECEMBER 31,
(THOUSANDS, EXCEPT SHARE AND PER SHARE AMOUNTS)	2011			2010			2009
Operating revenue
Electric operations	$	1,051,956		$	1,086,102		$	808,646
Tolling operations	19,004			26,067			—
Other operations	52,962			44,529			33,651
Affiliate revenue	202			1,564			11,461
Gross operating revenue	1,124,124			1,158,262			853,758
Electric customer credits	(6,811		)	(9,596		)	—
Operating revenue, net	1,117,313			1,148,666			853,758
Operating expenses
Fuel used for electric generation	383,254			363,550			261,456
Power purchased for utility customers	67,898			141,864			216,906
Other operations	126,413			119,516			109,060
Maintenance	82,076			81,228			51,300
Depreciation	119,790			112,203			78,204
Taxes other than income taxes	36,356			34,626			29,947
Loss on sales of assets	491			338			76
Total operating expenses	816,278			853,325			746,949
Operating income	301,035			295,341			106,809
Interest income	891			409			1,512
Allowance for other funds used during construction	4,947			12,413			73,269
Equity income (loss) from investees, before tax	62,050			38,849			(17,423		)
Gain on toll settlement	—			148,402			—
Other income	8,914			5,242			5,581
Other expense	(8,434		)	(6,991		)	(2,807		)
Interest charges
Interest charges, including amortization of debt expense, premium, and discount, net	72,445			100,339			77,228
Allowance for borrowed funds used during construction	(1,787		)	(4,563		)	(26,173		)
Total interest charges	70,658			95,776			51,055
Income before income taxes	298,745			397,889			115,886
Federal and state income tax expense	102,897			142,498			9,579
Net income	195,848			255,391			106,307
Preferred dividends requirements	26			46			46
Preferred stock redemption costs	112			—			—
Net income applicable to common stock	$	195,710		$	255,345		$	106,261
Average number of basic common shares outstanding	60,488,740			60,431,142			60,187,894
Average number of diluted common shares outstanding	60,833,564			60,754,589			60,498,205
Basic earnings per share
Net income applicable to common stock	$	3.24		$	4.23		$	1.77
Diluted earnings per share
Net income applicable to common stock	$	3.22		$	4.20		$	1.76
Cash dividends paid per share of common stock	$	1.1225		$	0.975		$	0.900
The accompanying notes are an integral part of the consolidated financial statements.

61

CLECO CORPORATION CLECO POWER 2011 FORM 10-K

CLECO CORPORATION

Consolidated Balance Sheets

	AT DECEMBER 31,
(THOUSANDS)	2011			2010
Assets
Current assets
Cash and cash equivalents	$	93,576		$	191,128
Restricted cash	8,761			14,959
Customer accounts receivable (less allowance for doubtful accounts of $1,128 in 2011 and $1,046 in 2010)	37,813			38,820
Accounts receivable – affiliate	—			831
Other accounts receivable (less allowance for doubtful accounts of $8 in 2011 and $2,409 in 2010)	42,051			52,546
Taxes receivable	44,584			50,104
Unbilled revenue	30,129			44,649
Fuel inventory, at average cost	41,845			82,737
Material and supplies inventory, at average cost	53,714			48,265
Accumulated deferred federal and state income taxes, net	29,249			4,106
Accumulated deferred fuel	2,136			10,348
Cash surrender value of company-/trust-owned life insurance policies	51,073			49,789
Prepayments	5,384			6,399
Regulatory assets – other	13,028			13,508
Other current assets	3,442			661
Total current assets	456,785			608,850
Property, plant and equipment
Property, plant, and equipment	4,023,655			3,810,896
Accumulated depreciation	(1,230,783		)	(1,162,456		)
Net property, plant, and equipment	2,792,872			2,648,440
Construction work in progress	101,027			135,785
Total property, plant and equipment, net	2,893,899			2,784,225
Equity investment in investees	14,540			86,732
Prepayments	4,770			5,274
Restricted cash, less current portion	27,067			26,089
Regulatory assets and liabilities – deferred taxes, net	214,421			203,696
Regulatory assets – other	269,444			266,431
Net investment in direct financing lease	13,633			13,817
Intangible asset	133,595			145,374
Other deferred charges	22,048			20,922
Total assets	$	4,050,202		$	4,161,410
The accompanying notes are an integral part of the consolidated financial statements.

(Continued on next page)

62

CLECO CORPORATION CLECO POWER 2011 FORM 10-K

CLECO CORPORATION

Consolidated Balance Sheets (Continued)

	AT DECEMBER 31,
(THOUSANDS)	2011			2010
Liabilities and shareholders’ equity
Liabilities
Current liabilities
Short-term debt	$	—		$	150,000
Long-term debt due within one year	24,258			12,269
Accounts payable	125,721			123,042
Retainage	3,587			2,726
Accounts payable – affiliate	—			155
Customer deposits	43,091			38,934
Provision for rate refund	7,323			9,598
Interest accrued	22,642			34,462
Energy risk management liability	5,336			9,027
Interest rate risk management liability	3,330			—
Regulatory liabilities - other	33,019			43,562
Deferred compensation	8,302			7,751
Uncertain tax positions	27,239			31,853
Other current liabilities	17,154			14,302
Total current liabilities	321,002			477,681
Deferred credits
Accumulated deferred federal and state income taxes, net	649,926			553,211
Accumulated deferred investment tax credits	7,432			8,669
Postretirement benefit obligations	133,274			166,387
Regulatory liabilities – other	7,303			44,313
Restricted storm reserve	24,880			25,993
Uncertain tax positions	23,494			60,395
Tax credit fund investment, net	61,507			44,514
Contingent sale obligations	29,357			4,714
Other deferred credits	35,114			57,617
Total deferred credits	972,287			965,813
Long-term debt, net	1,337,056			1,399,709
Total liabilities	2,630,345			2,843,203
Commitments and Contingencies (Note 14)
Shareholders’ equity
Preferred stock
Not subject to mandatory redemption, $100 par value, authorized 1,491,900 shares, issued zero and 10,288 shares at December 31, 2011, and 2010, respectively	—			1,029
Common shareholders’ equity
Common stock, $1 par value, authorized 100,000,000 shares, issued 60,702,342 and 60,539,624 shares and outstanding 60,291,939 and 60,526,126 shares at December 31, 2011, and 2010, respectively	60,702			60,540
Premium on common stock	409,904			405,313
Retained earnings	990,605			863,237
Treasury stock, at cost, 410,403 and 13,498 shares at December 31, 2011, and 2010, respectively	(13,215		)	(274		)
Accumulated other comprehensive loss	(28,139		)	(11,638		)
Total common shareholders’ equity	1,419,857			1,317,178
Total shareholders’ equity	1,419,857			1,318,207
Total liabilities and shareholders’ equity	$	4,050,202		$	4,161,410
The accompanying notes are an integral part of the consolidated financial statements.

63

CLECO CORPORATION CLECO POWER 2011 FORM 10-K

CLECO CORPORATION

Consolidated Statements of Cash Flows

	FOR THE YEAR ENDED DECEMBER 31,
(THOUSANDS)	2011			2010			2009
Operating activities
Net income	$	195,848		$	255,391		$	106,307
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization	160,765			168,363			121,436
Gain on forgiveness of debt	—			(129,870		)	—
Return on equity investment in investees	58,665			—			750
(Income) loss from equity investments	(62,050		)	(38,849		)	17,423
Unearned compensation expense	7,416			5,587			6,087
Allowance for other funds used during construction	(4,947		)	(12,413		)	(73,269		)
Net deferred income taxes	23,618			54,873			(5,983		)
Deferred fuel costs	653			21,086			7,223
Cash surrender value of company-/trust-owned life insurance	1,687			(2,759		)	(5,180		)
Changes in assets and liabilities:
Accounts receivable	(15,798		)	(16,156		)	8,310
Accounts and notes receivable, affiliate	1,161			2,109			(8,701		)
Unbilled revenue	14,520			(22,675		)	(2,262		)
Fuel, materials and supplies inventory	35,442			(7,465		)	(26,680		)
Prepayments	1,520			(2,316		)	1,575
Accounts payable	(1,137		)	8,167			18,593
Accounts and notes payable, affiliate	(552		)	(2,215		)	(22,796		)
Customer deposits	12,693			12,313			12,906
Long-term receivable	—			27,976			—
Postretirement benefit obligations	(55,529		)	2,975			(11,173		)
Regulatory assets and liabilities, net	(43,131		)	(88,333		)	32,922
Contingent sale obligations	10,900			4,714			—
Other deferred accounts	(1,084		)	1,813			(46,051		)
Retainage payable	(2,481		)	(27		)	(13,011		)
Taxes accrued	5,171			(34,266		)	23,612
Interest accrued	(38,103		)	2,466			(4,138		)
Energy risk management assets and liabilities, net	4,646			7,885			4,406
Other operating	(1,873		)	(3,201		)	(854		)
Net cash provided by operating activities	308,020			215,173			141,452
Investing activities
Additions to property, plant, and equipment	(195,882		)	(305,157		)	(256,558		)
Allowance for other funds used during construction	4,947			12,413			73,269
Cash from reconsolidation of VIEs	3,879			812			—
Return of equity investment in investees	89,654			—			850
Equity investment in investees	(1,460		)	(8,700		)	(29,809		)
Return of equity investment in tax credit fund	33,430			—			—
Contributions to tax credit fund	(43,921		)	(35,871		)	(15,730		)
Repayment of company-owned life insurance loan	—			(14,355		)	—
Transfer of cash from restricted accounts	5,220			45,535			46,531
Other investing	2,458			(1,582		)	(2,002		)
Net cash used in investing activities	(101,675		)	(306,905		)	(183,449		)
(Continued on next page)

64

CLECO CORPORATION CLECO POWER 2011 FORM 10-K

CLECO CORPORATION

Consolidated Statements of Cash Flows (Continued)

	FOR THE YEAR ENDED DECEMBER 31,
(THOUSANDS)	2011			2010			2009
Financing activities
Issuance of short-term debt	—			150,000			—
Retirement of short-term debt	(150,000		)	—			—
Draws on credit facility	95,000			20,000			93,000
Payments on credit facility	(100,000		)	(100,000		)	(28,000		)
Issuance of long-term debt	100,000			247,245			190,369
Retirement of long-term debt	(12,269		)	(120,867		)	(114,846		)
Repurchase of long-term debt	(132,000		)	—			—
Repurchase of common stock	(13,009		)	—			—
Redemption of preferred stock	(1,039		)	—			—
Settlement of treasury rate lock	(18,636		)	5,675			4,696
Dividends paid on preferred stock	(26		)	(46		)	(46		)
Dividends paid on common stock	(68,023		)	(58,988		)	(54,221		)
Other financing	(3,895		)	(5,352		)	(1,245		)
Net cash (used in) provided by financing activities	(303,897		)	137,667			89,707
Net (decrease) increase in cash and cash equivalents	(97,552		)	45,935			47,710
Cash and cash equivalents at beginning of period	191,128			145,193			97,483
Cash and cash equivalents at end of period	$	93,576		$	191,128		$	145,193
Supplementary cash flow information
Interest paid (net of amount capitalized)	$	87,359		$	90,773		$	84,629
Interest paid on treasury rate lock settlement	$	8,128		$	—		$	—
Income taxes paid (refunded), net	$	46,636		$	75,498		$	(30,309	)
Supplementary non-cash investing and financing activities
Accrued additions to property, plant, and equipment	$	17,525		$	6,032		$	11,396
Issuance of treasury stock – LTICP	$	68		$	93		$	117
Issuance of common stock – LTICP/ESPP	$	328		$	299		$	290
Incurrence of capital lease obligation - barges	$	—		$	—		$	22,050
Non-cash additions to property, plant, and equipment	$	4,586		$	152,067		$	—
Non-cash return of investment	$	—		$	152,067		$	—
Non-cash contribution to subsidiary, net of tax	$	—		$	225,732		$	—
The accompanying notes are an integral part of the consolidated financial statements.

65

CLECO CORPORATION CLECO POWER 2011 FORM 10-K

CLECO CORPORATION

Consolidated Statements of Comprehensive Income

	FOR THE YEAR ENDED DECEMBER 31,
(THOUSANDS)	2011			2010			2009
Net income	$	195,848		$	255,391		$	106,307
Other comprehensive loss, net of tax:
Amortization of postretirement benefit net loss (gain) (net of tax expense of $605 in 2011, and tax benefit of $20 in 2010 and $158 in 2009)	1,213			(31		)	(160		)
Postretirement benefit loss incurred during the year (net of tax benefit of $949 in 2011 and $2,553 in 2009, and tax expense of $131 in 2010)	(1,721		)	(4,241		)	(3,403		)
Cash flow hedges:
Net derivative (loss) gain (net of tax benefit of $9,873 in 2011, and tax expense of $1,823 in 2010 and $1,208 in 2009)	(15,788		)	2,916			1,930
Reclassification of net (gain) loss to interest charges (net of tax benefit of $129 in 2011, and tax expense of $197 in 2010 and $110 in 2009)	(205		)	315			175
Reclassification of net loss to other expense (net of tax expense of $434 in 2010)	—			694			—
Total other comprehensive loss, net of tax	(16,501		)	(347		)	(1,458		)
Comprehensive income, net of tax	$	179,347		$	255,044		$	104,849
The accompanying notes are an integral part of the consolidated financial statements.

Consolidated Statements of Changes in Common Shareholders’ Equity

	COMMON STOCK									TREASURY STOCK
(THOUSANDS, EXCEPT SHARE AMOUNTS)	SHARES	AMOUNT			PREMIUM ON COMMON STOCK		RETAINED EARNINGS			SHARES		COST			ACCUMULATED OTHER COMPREHENSIVE LOSS			TOTAL COMMON EQUITY
Balances, December 31, 2008	60,066,345	$	60,066		$	394,517	$	615,514		(23,831	)	$	(428	)	$	(9,833	)	$	1,059,836
Common stock issued for compensatory plans	211,117	211			4,615		—			—		—			—			4,826
Issuance of treasury stock	—	—			16		—			5,737		117			—			133
Dividend requirements, preferred stock, net	—	—			—		(46		)	—		—			—			(46		)
Dividends on common stock, $0.900 per share	—	—			—		(54,555		)	—		—			—			(54,555		)
Net income	—	—			—		106,307			—		—			—			106,307
Other comprehensive loss, net of tax	—	—			—		—			—		—			(1,458		)	(1,458		)
Balances, December 31, 2009	60,277,462	$	60,277		$	399,148	$	667,220		(18,094	)	$	(311	)	$	(11,291	)	$	1,115,043
Common stock issued for compensatory plans	262,162	263			6,129		—								—			6,392
Issuance of treasury stock	—	—			36		—			4,596		37			—			73
Dividend requirements, preferred stock, net	—	—			—		(46		)	—		—			—			(46		)
Dividends on common stock, $0.975 per share	—	—			—		(59,328		)	—		—			—			(59,328		)
Net income	—	—			—		255,391			—		—			—			255,391
Other comprehensive loss, net of tax	—	—			—		—			—		—			(347		)	(347		)
Balances, December 31, 2010	60,539,624	$	60,540		$	405,313	$	863,237		(13,498	)	$	(274	)	$	(11,638	)	$	1,317,178
Common stock issued for compensatory plans	162,718	162			4,523		—			—		—			—			4,685
Issuance of treasury stock	—	—			68		—			3,095		68			—			136
Repurchase of treasury stock	—	—			—		—			(400,000	)	(13,009		)	—			(13,009		)
Dividend requirements, preferred stock, net	—	—			—		(26		)	—		—			—			(26		)
Stock redemption costs, preferred stock, net	—	—		—	—		(112		)	—		—			—			(112		)
Dividends on common stock, $1.1225 per share	—	—			—		(68,342		)	—		—			—			(68,342		)
Net income	—	—			—		195,848			—		—			—			195,848
Other comprehensive loss, net of tax	—	—			—		—			—		—			(16,501		)	(16,501		)
Balances, December 31, 2011	60,702,342	$	60,702		$	409,904	$	990,605		(410,403	)	$	(13,215	)	$	(28,139	)	$	1,419,857
The accompanying notes are an integral part of the consolidated financial statements.

66

CLECO CORPORATION CLECO POWER 2011 FORM 10-K

Report of Independent Registered Public Accounting Firm

To the Member and Board of

Managers of Cleco Power LLC:

In our opinion, the consolidated financial statements listed in the index appearing under Item 15(a)(1) present fairly, in all material respects, the financial position of Cleco Power LLC (the “Company”) and its subsidiaries at December 31, 2011 and 2010, and the results of their operations and their cash flows for each of the three years in the period ended December 31, 2011 in conformity with accounting principles generally accepted in the United States of America. In addition, in our opinion, the financial statement schedule listed in the index appearing under Item 15(a)(2) presents fairly, in all material respects, the information set forth therein when read in conjunction with the consolidated financial statements. Also in our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2011, based on criteria established in Internal Control - Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO). The Company’s management is responsible for these financial statements and financial statement schedule, for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting, included in Management’s Report on Internal Control over Financial Reporting appearing under Item 9A. Our responsibility is to express opinions on these financial statements, on the financial statement schedule, and on the Company’s internal control over financial reporting based on our integrated audits. We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement and whether effective internal control over financial reporting was maintained in all material respects. Our audit of the financial statements included examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audits also included performing such other procedures as we considered necessary in the circumstances. We believe that our audits provide a reasonable basis for our opinions.

A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

/s/ PricewaterhouseCoopers LLP

New Orleans, Louisiana

February 22, 2012

67

CLECO CORPORATION CLECO POWER 2011 FORM 10-K

CLECO POWER

Consolidated Statements of Income

	FOR THE YEAR ENDED DECEMBER 31,
(THOUSANDS)	2011			2010			2009
Operating revenue
Electric operations	$	1,051,956		$	1,086,102		$	808,646
Other operations	50,948			42,578			33,558
Affiliate revenue	1,389			1,371			1,395
Gross operating revenue	1,104,293			1,130,051			843,599
Electric customer credits	(6,811		)	(9,596		)	—
Operating revenue, net	1,097,482			1,120,455			843,599
Operating expenses
Fuel used for electric generation	383,254			363,550			261,456
Power purchased for utility customers	67,898			141,864			216,906
Other operations	119,553			111,966			99,704
Maintenance	74,603			72,048			47,179
Depreciation	112,846			105,586			77,064
Taxes other than income taxes	32,157			32,744			29,758
(Gain) loss on sales of assets	(9		)	47			70
Total operating expenses	790,302			827,805			732,137
Operating income	307,180			292,650			111,462
Interest income	630			379			1,449
Allowance for other funds used during construction	4,947			12,413			73,269
Other income	3,163			2,007			2,370
Other expense	(6,586		)	(6,206		)	(3,525		)
Interest charges
Interest charges, including amortization of debt expense, premium, and discount, net	98,877			83,294			84,735
Allowance for borrowed funds used during construction	(1,787		)	(4,563		)	(26,173		)
Total interest charges	97,090			78,731			58,562
Income before income taxes	212,244			222,512			126,463
Federal and state income taxes	69,409			75,107			15,297
Net income	$	142,835		$	147,405		$	111,166
The accompanying notes are an integral part of the consolidated financial statements.

68

CLECO CORPORATION CLECO POWER 2011 FORM 10-K

CLECO POWER

Consolidated Balance Sheets

	AT DECEMBER 31,
(THOUSANDS)	2011			2010
Assets
Utility plant and equipment
Property, plant, and equipment	$	3,759,541		$	3,552,779
Accumulated depreciation	(1,153,004		)	(1,085,945		)
Net property, plant, and equipment	2,606,537			2,466,834
Construction work in progress	97,595			130,396
Total utility plant, net	2,704,132			2,597,230
Current assets
Cash and cash equivalents	67,458			184,912
Restricted cash	8,761			14,959
Customer accounts receivable (less allowance for doubtful accounts of $1,128 in 2011 and $1,046 in 2010)	37,813			38,820
Accounts receivable – affiliate	2,405			2,738
Other accounts receivable (less allowance for doubtful accounts of $8 in 2011 and $2,349 in 2010)	35,618			47,992
Taxes receivable	3,197			4,123
Unbilled revenue	30,129			44,649
Fuel inventory, at average cost	41,845			82,737
Material and supplies inventory, at average cost	51,132			45,913
Accumulated deferred federal and state income taxes, net	19,829			2,811
Accumulated deferred fuel	2,136			10,348
Cash surrender value of company-owned life insurance policies	20,433			20,051
Prepayments	4,155			4,944
Regulatory assets – other	13,028			13,508
Other current assets	375			412
Total current assets	338,314			518,917
Equity investment in investee	14,532			13,073
Prepayments	4,770			5,274
Restricted cash, less current portion	26,970			25,992
Regulatory assets and liabilities – deferred taxes, net	214,421			203,696
Regulatory assets – other	269,444			266,431
Intangible asset	133,595			145,374
Other deferred charges	20,293			19,218
Total assets	$	3,726,471		$	3,795,205
(Continued on next page)

69

CLECO CORPORATION CLECO POWER 2011 FORM 10-K

CLECO POWER

Consolidated Balance Sheets (Continued)

	AT DECEMBER 31,
(THOUSANDS)	2011		2010
Liabilities and member’s equity
Member’s equity	$	1,230,862	$	1,233,923
Long-term debt, net	1,327,056		1,384,709
Total capitalization	2,557,918		2,618,632
Current liabilities
Long-term debt due within one year	24,258		12,269
Accounts payable	111,504		112,487
Retainage	3,587		2,726
Accounts payable – affiliate	9,311		7,945
Customer deposits	43,091		38,934
Provision for rate refund	7,323		9,598
Interest accrued	22,540		13,450
Energy risk management liability, net	5,336		9,027
Interest rate risk management liability	3,330		—
Regulatory liabilities – other	33,019		43,562
Uncertain tax positions	27,465		—
Other current liabilities	11,193		9,862
Total current liabilities	301,957		259,860
Commitments and Contingencies (Note 14)
Deferred credits
Accumulated deferred federal and state income taxes, net	675,835		601,574
Accumulated deferred investment tax credits	7,432		8,669
Postretirement benefit obligations	94,147		130,757
Regulatory liabilities – other	7,303		44,313
Restricted storm reserve	24,880		25,993
Uncertain tax positions	19,906		54,835
Other deferred credits	37,093		50,572
Total deferred credits	866,596		916,713
Total liabilities and member’s equity	$	3,726,471	$	3,795,205
The accompanying notes are an integral part of the consolidated financial statements.

70

CLECO CORPORATION CLECO POWER 2011 FORM 10-K

CLECO POWER

Consolidated Statements of Cash Flows

	FOR THE YEAR ENDED DECEMBER 31,
(THOUSANDS)	2011			2010			2009
Operating activities
Net income	$	142,835		$	147,405		$	111,166
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization	127,109			119,940			88,843
Unearned compensation expense	1,796			1,846			1,855
Allowance for other funds used during construction	(4,947		)	(12,413		)	(73,269		)
Net deferred income taxes	45,608			34,555			3,230
Deferred fuel costs	653			21,086			7,223
Cash surrender value of company-owned life insurance	(383		)	(345		)	(454		)
Changes in assets and liabilities:
Accounts receivable	(14,858		)	(16,261		)	9,646
Accounts and notes receivable, affiliate	464			349			(656		)
Unbilled revenue	14,520			(22,675		)	(2,262		)
Fuel, materials and supplies inventory	35,673			(7,202		)	(26,680		)
Prepayments	1,294			(2,016		)	1,386
Accounts payable	(2,017		)	8,934			18,254
Accounts and notes payable, affiliate	600			(18,598		)	17,855
Customer deposits	12,693			12,313			12,906
Postretirement benefit obligations	(57,531		)	647			(13,469		)
Regulatory assets and liabilities, net	(43,131		)	(88,333		)	32,922
Other deferred accounts	(7,788		)	(8,082		)	(37,021		)
Retainage payable	(2,481		)	(27		)	(13,011		)
Taxes accrued	926			(7,561		)	9,430
Interest accrued	(5,609		)	1,594			(4,140		)
Energy risk management assets and liabilities, net	4,646			7,885			4,406
Other operating	(355		)	(2,282		)	(101		)
Net cash provided by operating activities	249,717			170,759			148,059
Investing activities
Additions to property, plant, and equipment	(182,574		)	(149,211		)	(255,585		)
Allowance for other funds used during construction	4,947			12,413			73,269
Equity investment in investees	(1,460		)	(200		)	(12,873		)
Repayment of company-owned life insurance loan	—			(14,355		)	—
Transfer of cash from restricted accounts	5,220			15,404			46,531
Other investing	3,674			1,277			327
Net cash used in investing activities	(170,193		)	(134,672		)	(148,331		)
(Continued on next page)

71

CLECO CORPORATION CLECO POWER 2011 FORM 10-K

CLECO POWER

Consolidated Statements of Cash Flows (Continued)

	FOR THE YEAR ENDED DECEMBER 31,
(THOUSANDS)	2011			2010			2009
Financing activities
Draws on credit facility	60,000			—			45,000
Payments on credit facility	(60,000		)	—			(45,000		)
Issuance of long-term debt	100,000			247,245			190,369
Retirement of long-term debt	(12,269		)	(85,704		)	(114,846		)
Repurchase of long-term debt	(132,000		)	—			—
Settlement of treasury rate lock	(18,636		)	5,675			4,696
Distribution to parent	(130,000		)	(150,000		)	(30,000		)
Other financing	(4,073		)	(6,504		)	(3,376		)
Net cash (used in) provided by financing activities	(196,978		)	10,712			46,843
Net (decrease) increase in cash and cash equivalents	(117,454		)	46,799			46,571
Cash and cash equivalents at beginning of period	184,912			138,113			91,542
Cash and cash equivalents at end of period	$	67,458		$	184,912		$	138,113
Supplementary cash flow information
Interest paid (net of amount capitalized)	$	85,607		$	79,044		$	81,508
Interest paid on treasury rate lock settlement	$	8,128		$	—		$	—
Income taxes paid (refunded), net	$	2,233		$	(5,425	)	$	4,444
Supplementary non-cash investing and financing activities
Accrued additions to property, plant, and equipment	$	21,007		$	5,697		$	11,335
Incurrence of capital lease obligation - barges	$	—		$	—		$	22,050
Non-cash additions to property, plant, and equipment	$	4,586		$	304,134		$	—
Non-cash assumption of deferred tax liability	$	—		$	78,402		$	—
The accompanying notes are an integral part of the consolidated financial statements.

72

CLECO CORPORATION CLECO POWER 2011 FORM 10-K

CLECO POWER

Consolidated Statements of Comprehensive Income

	FOR THE YEAR ENDED DECEMBER 31,
(THOUSANDS)	2011			2010			2009
Net income	$	142,835		$	147,405		$	111,166
Other comprehensive loss, net of tax:
Amortization of postretirement benefit net loss (gain) (net of tax expense of $303 in 2011 and tax benefit of $239 in 2010 and $322 in 2009)	692			(381		)	(433		)
Postretirement benefit loss incurred during the year (net of tax benefit of $266 in 2011 and $1,715 in 2009, and tax expense of $725 in 2010)	(595		)	(2,607		)	(2,167		)
Cash flow hedges:
Net derivative (loss) gain (net of tax benefit of $9,873 in 2011, and tax expense of $1,823 in 2010 and $1,208 in 2009)	(15,788		)	2,916			1,930
Reclassification of net (gain) loss to interest charges (net of tax benefit of $129 in 2011, and tax expense of $197 in 2010 and $110 in 2009)	(205		)	315			175
Reclassification of net loss to other expense (net of tax expense of $434 in 2010)	—			694			—
Total other comprehensive (loss) income, net of tax	(15,896		)	937			(495		)
Comprehensive income, net of tax	$	126,939		$	148,342		$	110,671
The accompanying notes are an integral part of the consolidated financial statements.

Consolidated Statements of Changes in Member’s Equity

(THOUSANDS)	MEMBER’S EQUITY			ACCUMULATED OTHER COMPREHENSIVE (LOSS) INCOME			TOTAL MEMBER’S EQUITY
Balances, December 31, 2008	$	934,354		$	(5,176	)	$	929,178
Other comprehensive loss, net of tax	—			(495		)	(495		)
Distribution to parent	(30,000		)	—			(30,000		)
Net income	111,166			—			111,166
Balances, December 31, 2009	1,015,520			(5,671		)	1,009,849
Other comprehensive income, net of tax	—			937			937
Distribution to parent	(150,000		)	—			(150,000		)
Non-cash property donation, net of tax	225,732			—			225,732
Net income	147,405			—			147,405
Balances, December 31, 2010	1,238,657			(4,734		)	1,233,923
Other comprehensive income, net of tax	—			(15,896		)	(15,896		)
Distribution to parent	(130,000		)	—			(130,000		)
Net income	142,835			—			142,835
Balances, December 31, 2011	$	1,251,492		$	(20,630	)	$	1,230,862
The accompanying notes are an integral part of the consolidated financial statements.

73

CLECO CORPORATION CLECO POWER 2011 FORM 10-K

Index to Applicable Notes to the Financial Statements of Registrants

Note 1	The Company	Cleco Corporation and Cleco Power
Note 2	Summary of Significant Accounting Policies	Cleco Corporation and Cleco Power
Note 3	Regulatory Assets and Liabilities	Cleco Corporation and Cleco Power
Note 4	Jointly Owned Generation Units	Cleco Corporation and Cleco Power
Note 5	Fair Value Accounting	Cleco Corporation and Cleco Power
Note 6	Debt	Cleco Corporation and Cleco Power
Note 7	Common and Preferred Stock	Cleco Corporation and Cleco Power
Note 8	Pension Plan and Employee Benefits	Cleco Corporation and Cleco Power
Note 9	Income Taxes	Cleco Corporation and Cleco Power
Note 10	Disclosures about Segments	Cleco Corporation
Note 11	Electric Customer Credits	Cleco Corporation and Cleco Power
Note 12	Variable Interest Entities	Cleco Corporation and Cleco Power
Note 13	Operating Leases	Cleco Corporation and Cleco Power
Note 14	Litigation, Other Commitments and Contingencies, and Disclosures about Guarantees	Cleco Corporation and Cleco Power
Note 15	Affiliate Transactions	Cleco Corporation and Cleco Power
Note 16	Intangible Asset	Cleco Corporation and Cleco Power
Note 17	Evangeline Transactions	Cleco Corporation
Note 18	Acadia Transactions	Cleco Corporation and Cleco Power
Note 19	Accumulated Other Comprehensive Loss	Cleco Corporation and Cleco Power
Note 20	Miscellaneous Financial Information (Unaudited)	Cleco Corporation and Cleco Power

Notes to the Financial Statements

Note 1 — The Company

General

Cleco Corporation is a holding company composed of the following:

• Cleco Power, a regulated electric utility subsidiary, which owns nine generating units with a total nameplate capacity of 2,524 MW and serves approximately 281,000 customers in Louisiana through its retail business and 10 communities across Louisiana and Mississippi through wholesale power contracts. Cleco Power also owns a 50% interest in an entity that owns lignite reserves. Cleco Power owns all of the outstanding membership interests in Cleco Katrina/Rita, a special purpose entity, that is consolidated with Cleco Power in its financial statements.

• Midstream is a wholesale energy subsidiary regulated by FERC which owns Evangeline (which operates Coughlin).

• Cleco Corporation’s other operations consist of a holding company, two transmission interconnection facility subsidiaries, a shared services subsidiary, and an investment subsidiary.

Note 2 — Summary of Significant Accounting Policies

Use of Estimates

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual

results could differ from those estimates.

Principles of Consolidation

The accompanying consolidated financial statements of Cleco include the accounts of Cleco and its majority-owned subsidiaries after elimination of intercompany accounts and transactions.

On January 1, 2010, Cleco implemented the amended authoritative guidance with respect to the consolidation of Perryville, Attala, and Evangeline. For more information on the consolidation of these entities, see Note 12 — “Variable Interest Entities.”

Reclassifications

Certain reclassifications have been made to the 2009 and 2010 financial statements to conform them to the presentation used in the 2011 financial statements. These reclassifications had no effect on Cleco Corporation’s net income applicable to common stock or total common shareholders’ equity or Cleco Power’s net income or total member’s equity.

The Registrants determined that an error existed in the statement of cash flow methodology for determining non-cash transactions related to property, plant, and equipment, specifically the dollar amount of property, plant, and equipment acquisitions included in accounts payable. This caused errors between the operating activities section and investing activities section for prior years, including 2009 and 2010.

Cleco Corporation and Cleco Power’s Consolidated Statements of Cash Flows for the years ended December 31, 2010, and 2009, have been adjusted to correct the presentation of cash flows related to accruals for property, plant, and equipment. These corrections had no impact on the Registrants’ financial condition or results of operations. Management believes that these corrections did not have a material effect on the Registrants’ Consolidated Statements of Cash Flows. The corrections to the December 31, 2010, and

74

CLECO CORPORATION CLECO POWER 2011 FORM 10-K

2009 Consolidated Statements of Cash Flows are presented in the following tables.

Cleco
	FOR THE YEAR ENDED
				2009						2010
(THOUSANDS)	AS REPORTED			AS ADJUSTED			AS REPORTED			AS ADJUSTED
Accounts receivable	$	8,310		$	8,310		$	(35,156	)	$	(16,156	)
Accounts payable	$	11,231		$	18,593		$	3,459		$	8,167
Retainage payable	$	(11,921	)	$	(13,011	)	$	1,913		$	(27	)
Net cash provided by operating activities	$	135,179		$	141,452		$	193,405		$	215,173
Additions to property, plant, and equipment	$	(250,286	)	$	(256,558	)	$	(283,389	)	$	(305,157	)
Net cash used in investing activities	$	(177,176	)	$	(183,449	)	$	(285,137	)	$	(306,905	)
Net increase in cash and cash equivalents	$	47,710		$	47,710		$	45,935		$	45,935
Cash and cash equivalents at the beginning of the period	$	97,483		$	97,483		$	145,193		$	145,193
Cash and cash equivalents at the end of the period	$	145,193		$	145,193		$	191,128		$	191,128
Accrued additions to property, plant, and equipment	$	3,069		$	11,396		$	17,765		$	6,032

Cleco Power
	FOR THE YEAR ENDED
				2009						2010
(THOUSANDS)	AS REPORTED			AS ADJUSTED			AS REPORTED			AS ADJUSTED
Accounts receivable	$	9,646		$	9,646		$	(35,261	)	$	(16,261	)
Accounts payable	$	10,831		$	18,254		$	3,936		$	8,934
Retainage payable	$	(11,921	)	$	(13,011	)	$	1,913		$	(27	)
Net cash provided by operating activities	$	141,726		$	148,059		$	148,701		$	170,759
Additions to property, plant, and equipment	$	(249,252	)	$	(255,585	)	$	(127,153	)	$	(149,211	)
Net cash used in investing activities	$	(141,998	)	$	(148,331	)	$	(112,614	)	$	(134,672	)
Net increase in cash and cash equivalents	$	46,571		$	46,571		$	46,799		$	46,799
Cash and cash equivalents at the beginning of the period	$	91,542		$	91,542		$	138,113		$	138,113
Cash and cash equivalents at the end of the period	$	138,113		$	138,113		$	184,912		$	184,912
Accrued additions to property, plant, and equipment	$	3,069		$	11,335		$	17,765		$	5,697

Statements of Cash Flows

Cleco Corporation and Cleco Power’s Consolidated Statements of Cash Flows are prepared using the indirect method described in the authoritative guidance for the presentation of the statement of cash flows. This method requires that net income be adjusted to remove the effects of all deferrals and accruals of operating cash receipts and payments and the effects of all investing and financing cash flow items. Derivatives meeting the definition of an accounting hedge are classified in the same category as the item being hedged.

Regulation

Cleco Power maintains its accounts in accordance with the Uniform System of Accounts prescribed for electric utilities by FERC, as adopted by the LPSC. Cleco Power’s retail rates are regulated by the LPSC, and its rates for transmission services and wholesale power sales are regulated by FERC. Cleco Power follows the authoritative guidelines for industry regulated operations, which allows utilities to capitalize or defer certain costs based on regulatory approval, and management’s ongoing assessment that it is probable these items will be recovered through the ratemaking process.

Pursuant to this authoritative guidance, Cleco Power has recorded regulatory assets and liabilities primarily for the effects of income taxes, postretirement plan costs, AFUDC equity gross-up, mining costs, and construction carrying costs. For more information regarding the regulatory assets and liabilities recorded by Cleco Power, see Note 3 — “Regulatory Assets and Liabilities.”

Any future plan adopted by the LPSC for purposes of transitioning utilities from LPSC regulation to retail competition may affect the regulatory assets and liabilities recorded by Cleco Power if the criteria for the application of the authoritative guidelines for industry regulated operations cannot continue to be met. At this time, Cleco cannot predict whether any legislation or regulation affecting Cleco Power will be enacted or adopted and, if enacted, what form such legislation or regulation may take.

Asset Retirement Obligation

Cleco has recorded asset retirement obligations (liabilities) in accordance with the authoritative guidance. This authoritative guidance requires an entity to record an ARO when there is a legal obligation under existing or enacted law, statute, written or oral contract, or by legal construction under the doctrine of promissory estoppel to incur costs to remove an asset when the asset is retired. These guidelines also require an ARO which is conditional on a future event to be recorded even if the event has not yet occurred.

At the point the liability for asset retirement is incurred, the authoritative guidance requires capitalization of the costs to the related property, plant, and equipment asset. For AROs existing at the time of adoption, the statement requires capitalization of costs at the level that existed at the point of incurring the liability. These capitalized costs are depreciated over the same period as the related property asset. Cleco Power also defers the current depreciation of the asset retirement cost as a regulatory asset.

75

CLECO CORPORATION CLECO POWER 2011 FORM 10-K

Under the authoritative guidance, the initial ARO liability recorded is accreted to its present value each accounting period. Cleco Power defers this accretion as a regulatory asset based on its determination that these costs can be collected from customers. For more information on Cleco’s AROs, see Note 3 — “Regulatory Assets and Liabilities — Asset Removal Costs.”

Property, Plant, and Equipment

Property, plant, and equipment consist primarily of regulated utility generation and energy transmission assets. Regulated assets, utilized primarily for retail operations and electric transmission and distribution, are stated at the cost of construction, which includes certain materials, labor, payroll taxes and benefits, administrative and general costs, and the estimated cost of funds used during construction. Jointly owned assets are reflected in property, plant, and equipment at Cleco Power’s share of the cost to construct or purchase the assets. For information on jointly owned assets, see Note 4 — “Jointly Owned Generation Units.”

Cleco’s cost of improvements to property, plant, and equipment is capitalized. Costs associated with repairs and major maintenance projects are expensed as incurred. Cleco capitalizes the cost to purchase or develop software for internal use. The amounts of unamortized computer software costs at December 31, 2011, and 2010 were $3.3 million and $3.8 million, respectively. Amortization of capitalized computer software costs charged to expense for the years ending December 31, 2011, 2010, and 2009 was $1.5 million, $1.7 million, and $1.5 million, respectively.

Upon retirement or disposition, the cost of Cleco Power’s depreciable plant and the cost of removal, net of salvage value, are charged to accumulated depreciation. For Cleco’s other depreciable assets, upon disposition or retirement, the difference between the net book value of the property and any proceeds received for the property is recorded as a gain or loss on asset disposition on Cleco Corporation’s Consolidated Statements of Income. Any cost incurred to remove the asset is charged to expense. Annual depreciation provisions expressed as a percentage of average depreciable property for Cleco Power were 2.80% for 2011, 2.55% for 2010, and 3.22% for 2009. The 0.25% increase in the percentage of average depreciable property for Cleco Power from 2010 to 2011 was primarily due to Cleco Power’s new retail rate plan, the addition of Madison Unit 3, the acquisition of Acadia Unit 1, and the addition of Teche Unit 4.

Depreciation on property, plant, and equipment is calculated primarily on a straight-line basis over the useful lives of the assets, as follows:

	YEARS
Utility plant	5-58
Other	5-44

During 2011, Cleco’s investment in regulated utility plant increased primarily due to the Acadiana Load Pocket project and the completion of Teche Unit 4. Teche Unit 4 has a useful life of 23 years.

Property, plant, and equipment consist of:

	AT DECEMBER 31,
(THOUSANDS)	2011			2010
Regulated utility plants	$	3,759,541		$	3,552,054
Other	264,114			258,842
Total property, plant, and equipment	4,023,655			3,810,896
Accumulated depreciation	(1,230,783		)	(1,162,456		)
Net property, plant, and equipment	$	2,792,872		$	2,648,440

In 2010, Cleco Power’s acquisition of Acadia Unit 1 resulted in a plant acquisition adjustment. The plant acquisition adjustment represents the fair market value of the assets acquired in excess of their carrying value. In January 2010, the LPSC approved the full recovery of the $304.0 million purchase price for the acquisition of Acadia Unit 1, which includes a plant acquisition adjustment in the amount of $95.6 million. The plant acquisition adjustment in the amount of $5.4 million relates primarily to the 1997 acquisition of Teche. For more information on the Acadia Unit 1 transaction, see Note 18 — “Acadia Transactions — Acadia Unit 1.” The following table discloses the amounts of plant acquisition adjustments reported in Cleco Power’s property, plant, and equipment and the associated accumulated amortization reported in accumulated depreciation at December 31, 2011, and December 31, 2010.

(THOUSANDS)	AT DECEMBER 31, 2011		AT DECEMBER 31, 2010
Acadia Unit 1
Plant acquisition adjustment	$	95,578	$	95,578
Less:  accumulated amortization	5,836		2,653
Net plant acquisition adjustment	$	89,742	$	92,925
Teche
Plant acquisition adjustment	5,359		$	5,359
Less:  accumulated amortization	3,724		3,470
Net plant acquisition adjustment	$	1,635	$	1,889

Deferred Project Costs

Cleco Power defers costs related to the initial stage of a construction project during which time the feasibility of the construction of property, plant, and equipment is being investigated. Cleco Power had spent approximately $1.2 million and $0.2 million as of December 31, 2011, and December 31, 2010, respectively, for various resource planning projects. These projects are still in the initial stages of development and as a result are classified as other deferred charges on Cleco Power’s Consolidated Balance Sheets.

Inventories

Fuel inventories consist of petroleum coke, coal, lignite, and natural gas used to generate electricity.

Materials and supplies inventory consists of transmission and distribution line construction and repair material, and generating station and transmission and distribution substation repair materials.

Both fuel and materials and supplies inventories are stated at average cost and are issued from inventory using the average cost of existing inventory. The amount of storeroom operating expenses allocated to inventory for the years ended December 31, 2011, and 2010 was $4.7 million and $3.2 million, respectively. Deferred storeroom operating expenses remaining in materials and supplies inventory as of December 31, 2011, and 2010 were $5.0 million and $1.9 million, respectively.

During 2010 and 2011, no fuel oil was purchased or burned. During 2011, Cleco Power sold its entire fuel oil

76

CLECO CORPORATION CLECO POWER 2011 FORM 10-K

supply. Cleco Power does not anticipate a need to use fuel oil as a fuel source going forward.

Accounts Receivable

Accounts receivable are recorded at the invoiced amount and do not bear interest. It is the policy of management to review the outstanding accounts receivable monthly, as well as the bad debt write-offs experienced in the past, and establish an allowance for doubtful accounts. Account balances are charged off against the allowance when management determines it is probable the receivable will not be recovered. As of December 31, 2011, and 2010, the allowance for doubtful accounts amounted to $1.1 million and $3.5 million, respectively. There is no off-balance sheet credit exposure related to Cleco’s customers.

Financing Receivables

Cleco, through Perryville and Attala, has a combined net investment in direct financing lease long-term asset of $13.6 million. Each subsidiary leases its respective transmission assets to a single counterparty. Both counterparties are considered credit worthy and are expected to pay their obligations when due, thus, no allowance for credit loss has been recognized. Management bases this assessment on the following common factors of each counterparty:

• both counterparties use the respective transmission facilities to move electricity from its power plants to the regional transmission grid,

• neither counterparty has another avenue to move electricity from its respective power plants to the regional transmission grid,

• the stream of payments was approved by the FERC through respective rate orders, and

• both counterparties serve retail and wholesale customers in their respective service territories under LPSC oversight that allows recovery of prudent costs, of which, the stream of payments under the direct financing leases appear to be prudent.

Management monitors both entities for indication of adverse actions by their respective public service commissions and market conditions which would indicate an inability to pay their obligations under the direct financing leases when due. Since the inception of the agreements, each counterparty has paid their respective obligations when due and at December 31, 2011, no amounts were past due.

Reserves

Cleco maintains property insurance on generating stations, buildings and contents, and substations. Cleco is self-insured for any damage to transmission and distribution lines. To mitigate the exposure to potential financial loss for damage to lines, Cleco maintains an LPSC-approved funded storm reserve.

Cleco also maintains liability and workers’ compensation insurance to mitigate financial losses due to injuries and damages to the property of others. Cleco’s insurance covers claims that exceed certain self-insured limits. For claims that do not meet the limits to be covered by insurance, Cleco maintains reserves. The general liability and workers compensation reserves are immaterial because the balance of these items as of December 31, 2011, together represented 0.2% of total liabilities.

Cash Equivalents

Cleco considers highly liquid, marketable securities, and other similar instruments with original maturity dates of three months or less at the time of purchase to be cash equivalents.

Restricted Cash

Various agreements to which Cleco is subject contain covenants that restrict its use of cash. As certain provisions under these agreements are met, cash is transferred out of related escrow accounts and becomes available for its intended purposes and/or general corporate purposes. Cleco’s restricted cash consisted of:

	AT DECEMBER 31,
(THOUSANDS)	2011		2010
Diversified Lands’ mitigation escrow	$	97	$	97
Cleco Katrina/Rita’s storm recovery bonds	8,761		8,822
Cleco Power’s future storm restoration costs	24,876		25,992
Cleco Power’s renewable energy grant	381		—
Cleco Power’s GO Zone bonds	—		6,137
Cleco Power’s NOx allowance escrow	1,713		—
Total restricted cash	$	35,828	$	41,048

Cleco Katrina/Rita has the right to bill and collect storm restoration costs from Cleco Power’s customers. As cash is collected, it is restricted for payment of operating expenses, interest, and principal on storm recovery bonds. During 2011, Cleco Katrina/Rita collected $19.7 million net of operating expenses. In March and September 2011, Cleco Katrina/Rita used $6.3 million and $6.0 million, respectively for scheduled storm recovery bond principal payments and $3.8 million and $3.7 million, respectively for related interest. In 2011, Cleco Power received a $0.6 million renewable energy grant from the Louisiana Department of Natural Resources.

Equity Investments

Cleco reports its investment in unconsolidated affiliated companies on the equity method of accounting, as defined in the authoritative guidance on investments. The amounts reported on Cleco Corporation and Cleco Power's Consolidated Balance Sheets represent assets contributed by Cleco Corporation or Cleco Power, plus their share of the net income of the affiliate, less any distributions of earnings (dividends) received from the affiliate. The revenues and expenses of these affiliates are netted and reported on one line item as equity income from investees on Cleco Corporation and Cleco Power's Consolidated Statements of Income. For more information, see Note 12 — “Variable Interest Entities.”

Cleco applies the provisions of the authoritative guidance on investments to account for equity method investment impairments. Under this standard, Cleco evaluates at each balance sheet date whether events and circumstances have occurred that indicate a possible other-than-temporary decline in the fair value of the investment and the possible inability to recover the carrying value through operations. Cleco uses estimates of the future cash flows from the investee and observable market transactions in order to calculate fair value and recoverability. An impairment is recognized when an other-than-temporary decline in market value occurs and recovery of the carrying value is not probable. No impairments were recorded for 2011, 2010, or 2009. For more information, see Note 12 — “Variable Interest Entities.”

Prior to April 30, 2011, Cleco reported its investment in Cajun on the equity method of accounting. In conjunction with the disposition of Acadia Unit 2 to Entergy Louisiana, APH

77

CLECO CORPORATION CLECO POWER 2011 FORM 10-K

received 100% ownership in Acadia in exchange for its 50% ownership interest in Cajun, and Acadia became a consolidated subsidiary of APH. Following the transaction, Acadia’s assets, liabilities, revenues, expenses, and cash flows are presented on the corresponding line items of Cleco Corporation’s consolidated financial statements, prospectively. For more information on the Acadia Unit 2 transaction, see Note 18 — “Acadia Transactions — Acadia Unit 2.”

Effective January 1, 2010, FASB amended the authoritative guidance on consolidation. Beginning January 1, 2010, the assets, liabilities, revenues, expenses, and cash flows for Evangeline, Perryville, and Attala are presented in the corresponding line items of the consolidated financial statements. For more information, see Note 12 — “Variable Interest Entities.”

Income Taxes

Cleco accounts for income taxes under the appropriate authoritative guidance. Cleco’s income tax expense and related regulatory assets and liabilities could be affected by changes in its assumptions and estimates and by ultimate resolution of assumptions and estimates with taxing authorities. Cleco files a federal consolidated income tax return for all wholly owned subsidiaries. Cleco computes its federal and state income taxes as if it were a standalone taxpayer. The LPSC generally requires Cleco Power to flow the state tax benefit of deductions immediately to customers. The LPSC specifically requires that the state tax benefits associated with the deductions related to storm damages be normalized. For more information on income taxes, see Note 9 — “Income Taxes.”

Investment Tax Credits

Investment tax credits, which were deferred for financial statement purposes, are amortized to income over the estimated service lives of the properties that gave rise to the credits.

New Markets Tax Credits

In August 2008, Cleco Corporation acquired a membership interest in U.S. Bank New Markets Tax Credit Fund 2008-1 LLC which was formed by U.S. Bancorp Community Development Corporation which purpose is to invest in projects located in qualified active low-income communities that are underserved by typical debt capital markets. These investments are designed to generate new markets tax credits and historical rehabilitation tax credits. In July 2011, the operating agreement of the Fund was amended to include renewable energy investments qualifying for grants under Section 1603 of the American Recovery and Reinvestment Tax Act of 2009. For more information, see Note 14 — “Litigation, Other Commitments and Contingencies, and Disclosures About Guarantees — Other Commitments — New Markets Tax Credits.”

Debt Expenses, Premiums, and Discounts

Expenses, premiums, and discounts applicable to debt securities are amortized to income ratably over the lives of the related issues. Expenses and call premiums related to refinanced Cleco Power debt are deferred and amortized over the life of the new issue.

Revenue and Fuel Costs

Utility RevenueRevenue from sales of electricity is recognized based upon the amount of energy delivered. The costs of fuel

and purchased power used for retail customers currently are recovered from customers through the fuel adjustment clause. These costs are subject to audit and final determination by regulators. Excise taxes and pass-through fees collected on the sale of electricity are not recorded in utility revenue.

Unbilled Revenue Cleco Power accrues estimated revenue monthly for energy delivered since the latest billings. The monthly estimated unbilled revenue amounts are recorded as revenue and a receivable and are reversed the following month.

Other Revenue Other revenue is recognized at the time products or services are provided to and accepted by customers.

Evangeline Midstream owns 100% of Evangeline. On February 22, 2010, Evangeline and JPMVEC entered into the Evangeline Restructuring Agreement whereby the parties agreed to terminate the existing Evangeline Tolling Agreement and enter into the Evangeline 2010 Tolling Agreement, which was considered to be an executory contract, whereby Evangeline’s revenues were derived. Some provisions, such as penalties and bonuses, were considered to be contingent and were recognized when the contingencies were fulfilled. A significant portion of Evangeline’s revenue was derived from a capacity payment, which it received when the plant was available to produce electricity. Evangeline also recognized variable revenue from the Evangeline 2010 Tolling Agreement which depended on the dispatch of the unit and the electricity generated. The Evangeline 2010 Tolling Agreement expired on December 31, 2011. Beginning January 1, 2012, Coughlin’s capacity and energy became available to Midstream. Evangeline was one of the successful bidders in Cleco Power’s RFP for short-term 2012 resources beginning January 1, 2012, and is currently providing 250 MW of capacity and energy to Cleco Power under a tolling agreement through April 30, 2012. In addition to Cleco Power’s RFP referenced above, in December 2011, Evangeline was also notified that Cleco Power selected its proposal to fulfill Cleco Power’s capacity and energy needs as defined in the Cleco Power RFP for contractual resources to meet CSAPR beginning in May 2012. The proposal was for a 730-MW product beginning May 1, 2012, and ending April 30, 2015. The definitive agreement between Evangeline and Cleco Power was executed in January 2012 and has been submitted to the LPSC and FERC for approval. Currently, Midstream is marketing Coughlin’s capacity for periods beginning after April 30, 2015, and is evaluating various options to optimize Coughlin’s value.

For more information on Evangeline, see Note 17 — “Evangeline Transactions.”

Perryville and Attala Cleco Corporation owns 100% of Perryville and Attala. Both companies provide transmission to a single customer. The transmission tariffs charged by both companies are regulated by FERC.

Franchise Fees Cleco Power collects a consumer fee for one of its franchise agreements. This fee is not recorded on Cleco’s income statement as revenue and expense, but is reflected at gross amounts on Cleco’s balance sheet as a receivable until it is collected and as a payable until the liability is paid. Cleco currently does not have any excise taxes reflected on its income statement.

78

CLECO CORPORATION CLECO POWER 2011 FORM 10-K

AFUDC

The capitalization of AFUDC by Cleco Power is a utility accounting practice prescribed by FERC and the LPSC. AFUDC represents the estimated cost of financing construction and is not a current source of cash. Under regulatory practices, a return on and recovery of AFUDC is permitted in setting rates charged for utility services. The composite AFUDC rate, including borrowed and other funds, was 12.0% on a pre-tax basis (7.5% net of tax) for 2011, 11.9% on a pre-tax basis (7.4% net of tax) for 2010, and 12.3% on a pre-tax basis (7.6% net of tax) for 2009.

Capitalized Interest

Cleco and its subsidiaries, except Cleco Power (see AFUDC above), capitalize interest costs related to longer-term construction projects. Other than AFUDC at Cleco Power, no interest was capitalized in 2011, 2010, or 2009.

Fair Value Measurements and Disclosures

Various accounting pronouncements require certain assets and liabilities to be measured at their fair values. Some assets and liabilities are required to be measured at their fair value each reporting period, while others are required to be measured only one time, generally the date of acquisition or debt issuance. Cleco and Cleco Power are required to disclose the fair value of certain assets and liabilities by one of three levels when required for recognition purposes under GAAP.  Other financial assets and liabilities, such as long-term debt, are reported at their carrying values at their date of issuance on the consolidated balance sheets with their fair values disclosed without regard to the three levels. For more information about fair value levels, see Note 5 — “Fair Value Accounting.”

Risk Management

Market risk inherent in Cleco Power’s market risk-sensitive instruments and positions includes potential changes arising from changes in interest rates and the commodity market prices of power and natural gas on different energy exchanges. Cleco’s Energy Market Risk Management Policy authorizes the use of various derivative instruments, including exchange traded futures and option contracts, forward purchase and sales contracts, and swap transactions to reduce exposure to fluctuations in the price of power and natural gas. Cleco applies the authoritative guidance as it relates to derivatives and hedging to determine whether the market risk-sensitive instruments and positions are required to be marked-to-market. Generally, Cleco Power’s market risk-sensitive instruments and positions qualify for the normal-purchase, normal-sale exception to mark-to-market accounting because Cleco Power takes physical delivery and the instruments and positions are used to satisfy customer requirements. Cleco Power entered into certain financial transactions it considered economic hedges to mitigate the risk associated with the fixed-price power provided to a wholesale customer through December 2010.

Cleco Power may enter into positions to mitigate the volatility in customer fuel costs. These positions are marked-to-market with the resulting gain or loss recorded on the balance sheet as a component of energy risk management assets or liabilities. Such gain or loss is deferred as a component of deferred fuel assets or liabilities. When these positions close, actual gains or losses will be included in the fuel adjustment clause and reflected on customers’ bills as a component of the fuel cost adjustment.

Cleco Power maintains margin accounts with commodity brokers used to partially fund the acquisition of natural gas futures, options and swap contracts. These contracts/positions are used to mitigate the risks associated with the volatility in customer fuel costs noted above. The current and long-term portions of collateral are reported as a component of energy risk management assets or liabilities and other deferred credits, respectively.

Cleco and Cleco Power maintain a master netting agreement policy and monitor credit risk exposure through review of counterparty credit quality, counterparty credit exposure, and counterparty concentration levels. Cleco manages these risks by establishing appropriate credit and concentration limits on transactions with counterparties and by requiring contractual guarantees, cash deposits, or letters of credit from counterparties or their affiliates, as deemed necessary. Cleco Power has agreements in place with various counterparties that authorize the netting of financial buys and sells and contract payments to mitigate credit risk for transactions entered into for risk management purposes.

Cleco has entered into various contracts to mitigate the volatility in interest rate risk. These contracts include, but are not limited to, interest rate swaps and treasury rate locks. For these contracts in which Cleco is hedging the variability of cash flows related to forecasted transactions that qualify as cash flow hedges, the changes in the fair value of such derivative instruments are reported in other comprehensive income. To qualify for hedge accounting, the relationship between the hedging instrument and the hedged item must be documented to include the risk management objective and strategy and, at inception and on an ongoing basis, the effectiveness of the hedge in offsetting the changes in the cash flows of the item being hedged. Gains or losses accumulated in other comprehensive income are reclassified as earnings in the periods in which earnings are affected by the variability of the cash flows of the hedged item. The ineffective portions of hedges will be recognized in current-period earnings unless management determines that it is probable that the costs will be recovered through the rate making process. If management determines that it is probable that the costs will be recovered, then they will be recognized as a regulatory asset or liability and amortized to earnings over the life of the related debt. For those contracts in which Cleco is hedging the variability of cash flows related to forecasted transactions that do not qualify as cash flow hedges, the changes in the fair value of such derivative instruments will be recognized in current period earnings unless management determines that it is probable that the costs will be recovered through the rate-making process. If management determines that it is probable that the costs will be recovered, then they will be recognized as a regulatory asset or liability and amortized to earnings over the life of the related debt. For more information on the interest rate risk contracts, see Note 5 — “Fair Value Accounting — Interest Rate Derivatives.”

Recent Authoritative Guidance

The Registrants adopted, or will adopt, the following recent authoritative guidance on their respective effective dates.

In July 2010, FASB amended the authoritative guidance on receivables, which required companies to improve their disclosures about the credit quality of their financing receivables and the credit reserves held against them. For public companies, the amendment was effective for interim and annual reporting periods ending on or after December 15, 2010, with specific items, such as allowance rollforward and

79

CLECO CORPORATION CLECO POWER 2011 FORM 10-K

modification disclosures, effective for periods beginning after December 15, 2010. The adoption of this amendment did not have any effect on the financial condition or results of operations of the Registrants.

In December 2010, FASB amended the authoritative guidance on business combinations to expand supplemental pro forma disclosures and to require comparative prior period financial statement disclosures as if the combination occurred as of the beginning of the prior annual period. The amendment was effective prospectively for business combination acquisition dates on or after the beginning of the first annual reporting period beginning on or after December 15, 2010. The adoption of this amendment did not have any effect on the financial condition or results of operations of the Registrants.

In April 2011, FASB issued additional guidance to creditors for evaluating whether a modification or restructuring of a receivable is a troubled debt restructuring. The implementation of this guidance was effective in the first interim or annual period beginning on or after June 15, 2011. The adoption of this guidance did not have an impact on the financial condition or results of operations of the Registrants.

In April 2011, FASB issued guidance to improve the accounting for repurchase agreements and other similar agreements. Specifically, this guidance modifies the criteria for determining when these transactions would be accounted for as financings as opposed to sales or purchases with commitments to repurchase or resale. The adoption of this guidance is effective in the first interim or annual period beginning on or after December 15, 2011. The adoption of this guidance is not expected to have an impact on the financial condition or results of operations of the Registrants.

In May 2011, FASB issued guidance on fair value measurements. This guidance results in a consistent definition of fair value and common requirements for measurement of and disclosure about fair value between GAAP and IFRS (International Financial Reporting Standards). The adoption of this guidance is effective prospectively for interim and annual periods beginning after December 15, 2011. The adoption of this guidance is not expected to have a material impact on the financial condition or results of operations of the Registrants.

In June 2011, FASB issued guidance on the presentation of comprehensive income. This guidance eliminates the

current option to report other comprehensive income and its components in the statement of changes in equity. The adoption of this guidance is effective for interim and annual periods beginning after December 15, 2011. In December 2011, the FASB deferred the requirements relating to the presentation of reclassifications of items out of accumulated other comprehensive income until a later date to be determined by the FASB. The other provisions of the June 2011 guidance are not affected by this deferral. The adoption of this guidance will not have any impact on the financial condition or results of operations of the Registrants.

In September 2011, FASB revised the testing of goodwill for impairment. The revision provides entities the option to first use qualitative factors to determine whether it is necessary to perform the quantitative two-step test. The adoption of this guidance is effective for interim and annual goodwill impairment tests performed for fiscal years beginning after December 15, 2011, with some provisions for early adoption. The adoption of this guidance will not have any impact on the financial condition or results of operations of the Registrants.

In December 2011, FASB revised the accounting for a parent that ceases to have a controlling financial interest in a subsidiary due to a default on the subsidiary’s non-recourse debt when the subsidiary is in substance real estate by requiring the application of real estate sales guidance. This revision is effective for events occurring on or after June 15, 2012. The adoption of this guidance will not have any impact on the financial condition or results of operations of the Registrants.

In December 2011, FASB revised the disclosure requirements related to balance sheet offsetting. After the effective date, entities must disclose both the gross and net information about instruments and transactions eligible for offsetting on the balance sheet, including transactions under master netting agreements. The adoption of this revision is required for interim and annual periods beginning on or after January 1, 2013. The adoption of this revision will not have any effect on the financial condition or results of operations of the Registrants since it relates to disclosures.

Earnings per Average Common Share

The following table shows the calculation of basic and diluted earnings per share.

	FOR THE YEAR ENDED DECEMBER 31,
				2011					2010					2009
(THOUSANDS, EXCEPT SHARES AND PER SHARE AMOUNTS)	INCOME		SHARES	PER SHARE AMOUNT		INCOME		SHARES	PER SHARE AMOUNT		INCOME		SHARES	PER SHARE AMOUNT
Income from continuing operations	$	195,848				$	255,391				$	106,307
Deduct:  non-participating stock dividends (4.5% preferred stock)	26					46					46
Deduct:  non-participating stock redemption costs (4.5% preferred stock)	112					—					—
Basic net income applicable to common stock	$	195,710	60,488,740	$3.24		$	255,345	60,431,142	$	4.23	$	106,261	60,187,894	$	1.77
Effect of dilutive securities
Add:  stock option grants			20,647					32,080					32,050
Add:  restricted stock (LTICP)			324,177					291,367					278,261
Diluted net income applicable to common stock	$	195,710	60,833,564	$	3.22	$	255,345	60,754,589	$	4.20	$	106,261	60,498,205	$	1.76

80

CLECO CORPORATION CLECO POWER 2011 FORM 10-K

Stock option grants excluded from the computation of 2009 diluted earnings per share are presented in the following table. These stock option grants were excluded from the computation of 2009 diluted earnings per share because they had exercise prices higher than the average market price. There were no stock option grants excluded from the computation of 2011 or 2010 diluted earnings per share.

	FOR THE YEAR ENDED DECEMBER 31, 2009
	STRIKE PRICE	AVERAGE MARKET  PRICE	SHARES
Stock option grants excluded	$ 23.31 - $ 24.25	$23.28	57,766

Preferred Stock Redemption

On June 24, 2011, Cleco Corporation redeemed all 10,288 outstanding shares of its 4.5% preferred stock. The redemption price was $101 per share plus accrued and unpaid dividends to the redemption date, or $101.296 per share. As of the redemption date, no shares of 4.5% preferred stock were outstanding. Holders are no longer entitled to dividends and all rights of such holders as shareholders of Cleco Corporation by reason of their ownership of such 4.5% preferred stock have ceased.

Stock-Based Compensation

For information on Cleco’s stock-based compensation, see Note 7 — “Common and Preferred Stock — Common Stock — Stock-Based Compensation.”

Note 3 — Regulatory Assets and Liabilities

Cleco Power follows the authoritative guidance on regulated operations, which allows utilities to capitalize or defer certain costs based on regulatory approval and management’s ongoing assessment that it is probable these items will be recovered through the ratemaking process.

Under the current regulatory environment, Cleco Power believes these regulatory assets will be fully recoverable; however, if in the future, as a result of regulatory changes or competition, Cleco Power’s ability to recover these regulatory assets would no longer be probable, then to the extent that such regulatory assets were determined not to be recoverable, Cleco Power would be required to write-down such assets. In addition, potential deregulation of the industry or possible future changes in the method of rate regulation of Cleco Power could require discontinuance of the application of these authoritative guidelines.

The following chart summarizes Cleco Power’s regulatory assets and liabilities at December 31, 2011, and 2010.

	AT DECEMBER 31,						REMAINING RECOVERY PERIOD
(THOUSANDS)	2011			2010
Total federal regulatory asset — income taxes	$	34,127		$	41,344		—
Total state regulatory asset — income taxes	51,720			36,394			—
AFUDC	132,802			130,890			—
Total investment tax credit	(4,228		)	(4,932		)	—
Total regulatory assets and liabilities — deferred taxes, net	214,421			203,696
Mining costs	19,117			21,666			7.5 yrs.
Interest costs	6,667			7,033			28 yrs.
Asset removal costs	829			768			38 yrs.
Postretirement plan costs	132,556			117,651			—
Tree trimming costs	8,371			11,086			3 yrs.
Training costs	7,486			7,642			48 yrs.
Storm surcredits, net	9,254			10,633			11 yrs.
Construction carrying costs	10,883			18,830			3 yrs.
Mining agreement contingency	3,781			3,781			—
AFUDC equity gross-up	74,346			74,859			—
Rate case costs	1,117			1,654			2 yrs.
Acadia Unit 1 acquisition costs	2,971			3,076			28 yrs.
IRP/RFP costs	508			977			1 yr.
AMI pilot costs	153			283			1.5 yrs.
Financing costs	4,433			—			30 yrs.
Total regulatory assets - other	282,472			279,939
Construction carrying costs	(40,322		)	(87,875		)	2 yrs.
Fuel and purchased power	2,136			10,348			—
Total regulatory assets, net	$	458,707		$	406,108

Income Taxes

Cleco Power has recorded a net regulatory asset related to deferred income taxes in accordance with the authoritative guidance on income taxes. The related regulatory asset or liability recorded represents the effect of tax benefits or detriments that must be flowed through to customers as they are received or paid. Generally, the recovery periods for regulatory assets and liabilities are based on assets’ lives, which are typically 30 years or greater. The amounts deferred are attributable to differences between book and tax recovery periods.

Mining Costs

Cleco Power operates a generating unit jointly owned with SWEPCO that uses lignite as its fuel source.

In May 2001, Cleco Power (along with SWEPCO) entered into the Lignite Mining Agreement with DHLC, the operator of the Dolet Hills mine. As ordered then by the LPSC, Cleco Power’s retail customers began receiving fuel cost savings equal to 2% of the projected costs under the previous mining contract (the benchmark price) through the year 2011. Actual mining costs incurred above 98% of the benchmark price were deferred, and could be recovered from retail customers through the fuel adjustment clause only when the actual mining costs are below 98% of the benchmark price. The benchmark price used the GDP-IPD index as a proxy for the numerous escalators in the previous mining contract. During the course of the contract, Cleco Power and SWEPCO determined that the GDP-IPD index did not appropriately reflect the increase in mining costs caused by sharp increases in diesel fuel and electricity costs associated with the mining operation. Because of this disconnect between the GDP-IPD index and actual mining costs, a significant amount of mining costs was being deferred by Cleco Power.

81

CLECO CORPORATION CLECO POWER 2011 FORM 10-K

In 2006, Cleco Power recognized that there was a possibility it may not recover all or part of the lignite mining costs it had deferred. In November 2006, Cleco Power and SWEPCO submitted a joint application to the LPSC requesting approval for Cleco Power to recover its existing deferral balance, and eliminate any future benchmarking of lignite mining costs. In December 2007, the LPSC approved a settlement agreement between Cleco Power, SWEPCO and the LPSC Staff authorizing Cleco Power to recover the existing deferred mining cost balance, including interest, over approximately 11.5 years. The settlement also established a new benchmark utilizing the contract’s escalators to assure a minimum 2% savings to customers compared to the costs under the prior mining contract. Under the settlement, the benchmarking was scheduled to end after April 2011. Cleco Power and SWEPCO also agreed to commit to continued operation of the mining operation through 2016 as long as the operation of the mine was considered prudent. Cleco Power did not record any additional deferred fuel costs under the new benchmarking method.

On September 30, 2009, in connection with its approval of the Oxbow Lignite Mine acquisition, the LPSC agreed to discontinue benchmarking and the corresponding potential to defer future lignite mining costs while preserving the recovery of the legacy deferred fuel balance previously authorized.

Interest Costs

Cleco Power’s deferred interest costs include additional deferred capital construction financing costs authorized by the LPSC. These costs are being amortized over the estimated lives of the respective assets constructed.

Asset Removal Costs

Under the authoritative guidance for asset retirement and environmental obligations, Cleco Power determined that a liability exists for cleanup and closing costs of solid waste facilities associated with its generating stations that use lignite and coal for fuel. Applying these guidelines, Cleco Power determined that a liability exists for costs which may be incurred in the future for removal of asbestos from its general service buildings, the removal of transmission towers on leased right-of-ways and for the abatement of PCBs in transformers.

At December 31, 2011, and 2010, the liability for solid waste facility closure costs at the generating station using lignite is estimated at $0.5 million and is included in other deferred credits. At December 31, 2011, and 2010, Cleco Power’s liability for removal of asbestos is estimated at $0.3 million and also is included in other deferred credits.

Postretirement Costs

Authoritative guidance on retirement benefits compensation requires companies to recognize the funded status of their postretirement benefit plans as a net liability or asset. The net liability or asset is defined as the difference between the benefit obligation and the fair market value of plan assets. For defined benefit pension plans, the benefit obligation is the projected benefit obligation. Historically, the LPSC has allowed Cleco Power to recover pension plan expense. Cleco Power, therefore, recognizes a regulatory asset based on its determination that these costs can be collected from customers. The amount and timing of the recovery will be based on the changing funded status of the pension plan in future periods. For more information on Cleco’s pension plan and adoption of these authoritative guidelines, see Note 8 —

“Pension Plan and Employee Benefits.”

Tree Trimming Costs

In January 2008, the LPSC approved Cleco Power’s request to establish a regulatory asset for costs incurred to trim, cut, or remove trees that were damaged by hurricanes Katrina and Rita, but were not addressed as part of the restoration efforts. The regulatory asset is capped at $12.0 million in actual expenditures plus a 12.4% grossed-up rate of return. Recovery of these expenditures was requested in Cleco Power’s base rate application filed in July 2008 and was approved by the LPSC in October 2009. On February 12, 2010, Madison Unit 3 commenced commercial operations and Cleco Power began amortizing the regulatory asset over a five-year period.

Training Costs

In February 2008, the LPSC approved Cleco Power’s request to establish a regulatory asset which is being charged with training costs associated with existing processes and technology for new employees at Madison Unit 3. Recovery of these expenditures was requested in Cleco Power’s base rate application filed in July 2008 and were covered by the retail rate plan which was approved by the LPSC in October 2009. On February 12, 2010, Madison Unit 3 commenced commercial operations and Cleco Power began amortizing the regulatory asset over a 50-year period.

Storm Surcredits, Net

Cleco Power has recorded a storm surcredit as the result of a settlement with the LPSC that addressed, among other things, the recovery of the storm damages related to hurricanes Katrina and Rita. In the settlement, Cleco Power was required to implement a surcredit to provide ratepayers with the economic benefit of the carrying charges of all accumulated deferred income tax liabilities due to the storm damage costs at a 12.2% rate of return which was set in LPSC Order No. U-29157A. The accumulated deferred income tax liability includes the tax benefit on deductions for operation and maintenance expenses, casualty loss, and depreciation against taxable income in the year incurred and all subsequent periods. The settlement, through a true-up mechanism, allows the surcredit to be adjusted to reflect the actual tax deductions allowed by the IRS.

Cleco Power also was allowed to record a corresponding regulatory asset in an amount representing the flow back of the carrying charges to ratepayers. This amount is being amortized over the life of the storm recovery bonds. The corresponding regulatory asset will be adjusted through the same surcredit true-up mechanism at the time of a final determination of the tax benefit for storm damage costs by the IRS.

As a result of the settlement with the LPSC, Cleco Power is required to implement a surcredit when funds are withdrawn from the restricted storm reserve. In September 2011, Cleco Power withdrew $2.0 million from the restricted storm reserve to pay for storm damages resulting in the establishment of a surcredit. Cleco Power will replenish the restricted storm reserve with the surcredit.

Construction Carrying Costs

In February 2006, the LPSC approved Cleco Power’s plans to build Madison Unit 3. Terms of the approval included authorization for Cleco Power to collect from customers an amount equal to 75% of the LPSC-jurisdictional portion of the

82

CLECO CORPORATION CLECO POWER 2011 FORM 10-K

carrying costs of capital during the construction phase of the unit. In any calendar year during the construction period, the amount collected from customers was not to exceed 6.5% of Cleco Power’s projected retail revenues. Cleco Power began collection of the carrying costs and established a regulatory liability in May 2006. In October 2009, the LPSC voted unanimously to approve Cleco Power’s retail rate plan. The retail rate plan established that Cleco Power return $183.2 million of carrying costs to customers over a five-year period and record a regulatory asset for all carrying costs incurred by Cleco Power above the actual amount collected from customers. On February 12, 2010, Madison Unit 3 commenced commercial operation and the new rates became effective. At that time, Cleco Power began returning the construction carrying costs to customers and amortizing the regulatory asset over a five-year period. In March 2010, the LPSC issued an order changing the period of return from five years to four years and established that Cleco Power return approximately $166.4 million over the four-year period. At December 31, 2011, the regulatory liability and the related regulatory asset were $40.3 million and $10.9 million, respectively. As of December 31, 2011, Cleco Power had returned $126.0 million to customers. At December 31, 2011, $33.0 million was due to be returned to customers within one year.

Amended Lignite Mining Agreement Contingency

In April 2009, Cleco Power and SWEPCO entered into a series of transactions to acquire additional lignite reserves and mining equipment from NAC. Cleco Power and SWEPCO each agreed to purchase a 50% ownership interest in Oxbow from NAC for a combined price of $25.7 million. Through mineral lease agreements and ownership of fee land, Oxbow controls approximately 43 million tons of lignite reserves in an area referred to as the Oxbow Mine. In a separate, but related, transaction DHLC agreed to purchase all of the mining equipment located at the Oxbow Mine from NAC. Cleco Power, SWEPCO, and DHLC also entered into the Amended Lignite Mining Agreement which requires DHLC to mine lignite at the existing Dolet Hills Mine along with the Oxbow Mine and deliver the lignite to the Dolet Hills Power Station. The Amended Lignite Mining Agreement requires Cleco Power and SWEPCO to purchase the lignite mined and delivered by DHLC at cost plus a specified management fee. The two mining areas are expected to be sufficient to provide the Dolet Hills Power Station with lignite fuel until at least 2026. In September 2009, the LPSC approved the joint application authorizing the transactions, which were completed in December 2009.

Among the provisions of the Amended Lignite Mining Agreement, it is a requirement that if DHLC is unable to pay for loans and lease payments when due, Cleco Power will pay 50% of the amounts due. Any payments under this provision will be considered a prepayment of lignite to be delivered in the future and will be credited to future invoices from DHLC. This provision meets the recognition requirements as a guarantee to an unrelated third party. Cleco Power recognized a liability of $3.8 million upon the closing of the transactions. A regulatory asset of $3.8 million was also recognized due to Cleco Power’s ability to recover prudent fuel costs from customers through the fuel adjustment clause. The liability and related regulatory asset will be derecognized when the Amended Lignite Mining Agreement terminates. The maximum projected payment by Cleco Power under this guarantee is estimated to be $72.5 million; however, the

Amended Lignite Mining Agreement does not contain a cap. The projection is based on the forecasted loan and lease obligations to be incurred by DHLC, primarily for purchases of equipment. Cleco Power has the right to dispute the incurrence of loan and lease obligations through the review of the mining plan before the incurrence of such loan and lease obligations.

AFUDC Equity Gross-Up

Cleco Power capitalizes equity AFUDC as a cost component of construction projects in accordance with the authoritative guidance for regulated operations. Cleco Power has recorded a regulatory asset to recover the tax gross-up related to the equity component of AFUDC. These costs are being amortized over the estimated lives of the respective assets constructed. In the first quarter of 2010, AFUDC equity gross-up was reclassed from Regulatory assets and liabilities – deferred taxes, net to Regulatory assets – other. For more information regarding the reclassification, see Note 2 — “Summary of Significant Accounting Policies — Reclassifications.”

Rate Case Costs

In October 2009, the LPSC approved Cleco Power’s request to recover costs incurred as a result of Cleco Power’s rate case filed in July 2008. The new rates became effective upon the commercial operation of Madison Unit 3 on February 12, 2010, and Cleco Power began amortizing the regulatory asset over a four-year period.

Acadia Unit 1 Acquisition Costs

In October 2009, the LPSC approved Cleco Power’s request to establish a regulatory asset for costs incurred as a result of the acquisition by Cleco Power of Acadia Unit 1 and half of Acadia Power Station’s related common facilities. Recovery of these expenditures was requested in Cleco Power’s base rate application filed in July 2008, and these expenditures were covered by the retail rate plan which was approved by the LPSC in October 2009. The new rates became effective upon the commencement of commercial operation of Madison Unit 3 and Cleco Power began amortizing the regulatory asset over a 30-year period. For more information regarding the Acadia Unit 1 transaction, see Note 18 — “Acadia Transactions — Acadia Unit 1.”

IRP/RFP Costs

In October 2009, the LPSC approved Cleco Power’s request to establish a regulatory asset for IRP and RFP costs incurred. Recovery of these expenditures was requested in Cleco Power’s base rate application filed in July 2008, and these expenditures were covered by the retail rate plan which was approved by the LPSC in October 2009. The new rates became effective upon the commencement of commercial operation of Madison Unit 3 and Cleco Power began amortizing the regulatory asset over a three-year period.

AMI Pilot Costs

In September 2009, the LPSC approved Cleco Power’s request to establish a regulatory asset for AMI pilot costs incurred. Recovery of these expenditures was requested in Cleco Power’s base rate application filed in July 2008, and these expenditures were covered by the retail rate plan which was approved by the LPSC in October 2009. The new rates became effective upon the commercial operation of Madison Unit 3. In March 2010, Cleco Power began amortizing these

83

CLECO CORPORATION CLECO POWER 2011 FORM 10-K

costs over a three-year period.

Financing Costs

In August and November 2011, Cleco Power entered into two treasury rate locks related to forecasted debt issuances. The treasury rate locks were settled during the fourth quarter of 2011. At December 31, 2011, Cleco Power deferred $4.4 million of losses and ineffectiveness related to the treasury rate locks as a regulatory asset. As a result of management's assessment that it is probable that these costs will be recovered through the rate-making process, Cleco Power will amortize the regulatory asset over the 30-year term of the related debt. For more information on these interest rate derivatives, see Note 5 — “Fair Value Accounting — Interest Rate Derivatives — Treasury Rate Locks.”

Fuel and Purchased Power Costs

The cost of fuel used for electric generation and the cost of power purchased for utility customers are recovered through the LPSC-established fuel adjustment clause, which enables Cleco Power to pass on to its customers substantially all such charges. For the year 2011, approximately 93% of Cleco Power’s total fuel cost was regulated by the LPSC, while the remainder was regulated by FERC.

The $8.2 milliondecrease in the under-recovered costs was primarily due to a $9.8 milliondecrease in mark-to-market losses on natural gas positions. Partially offsetting this decrease was $2.0 million in additional deferred fuel and purchased power costs.

Note 4 — Jointly Owned Generation Units

Two electric generation units operated by Cleco Power are jointly owned with other utilities. The joint-owners are responsible for their own share of the capital and the operating and maintenance costs of the respective units. Cleco Power

recognized $131.8 million, $118.3 million, and $111.9 million as its proportionate share of operating and maintenance expenses associated with these two units, which include fuel costs of $109.2 million, $97.9 million, and $91.9 million during the years ended December 31, 2011, 2010, and 2009, respectively.

				AT DECEMBER 31, 2011
(DOLLAR AMOUNTS IN THOUSANDS)	RODEMACHER UNIT #2			DOLET HILLS			TOTAL
Utility plant in service	$	91,645		$	304,876		$	396,521
Accumulated depreciation	$	68,293		$	193,686		$	261,979
Ownership	30		%	50		%
Nameplate capacity (MW)	523			650
Cleco Power’s ownership interest (MW)	157			325

Note 5 — Fair Value Accounting

The amounts reflected in Cleco Corporation and Cleco Power’s Consolidated Balance Sheets at December 31, 2011, and December 31, 2010, for cash and cash equivalents, accounts receivable, other accounts receivable, accounts payable, and short-term debt approximate fair value because of their short-term nature.  Estimates of the fair value of Cleco and Cleco Power’s long-term debt and Cleco’s nonconvertible preferred stock are based upon the quoted market price for the same or

similar issues or by a discounted present value analysis of future cash flows using current rates obtained by Cleco and Cleco Power for debt and by Cleco for preferred stock with similar maturities. In June 2011, Cleco Corporation redeemed all of its outstanding preferred stock. For more information on the preferred stock redemption, see Note 2 — “Summary of Significant Accounting Policies — Preferred Stock Redemption.”

Cleco
					AT DECEMBER 31,
			2011				2010
(THOUSANDS)	CARRYING VALUE		ESTIMATED FAIR VALUE		CARRYING VALUE		ESTIMATED FAIR VALUE
Financial instruments not marked-to-market
Cash and cash equivalents	$	93,576	$	93,576	$	191,128	$	191,128
Restricted cash	$	35,828	$	35,828	$	41,048	$	41,048
Long-term debt, excluding debt issuance costs	$	1,354,567	$	1,542,867	$	1,403,835	$	1,462,063
Preferred stock not subject to mandatory redemption	$	—	$	—	$	1,029	$	844

Cleco Power
					AT DECEMBER 31,
			2011				2010
(THOUSANDS)	CARRYING VALUE		ESTIMATED FAIR VALUE		CARRYING VALUE		ESTIMATED FAIR VALUE
Financial instruments not marked-to-market
Cash and cash equivalents	$	67,458	$	67,458	$	184,912	$	184,912
Restricted cash	$	35,731	$	35,731	$	40,951	$	40,951
Long-term debt, excluding debt issuance costs	$	1,344,567	$	1,532,867	$	1,388,835	$	1,447,063

At December 31, 2011, Cleco and Cleco Power were exposed to concentrations of credit risk through their short-term investments classified as cash equivalents and restricted cash. Cleco had $119.3 million ($83.5 million of cash and $35.8 million of restricted cash) in short-term investments in institutional money market funds. If the money market funds

failed to perform under the terms of the investment, Cleco would be exposed to a loss of the invested amounts. Cleco Power had $100.3 million ($64.6 million of cash and $35.7 million of restricted cash) in short-term investments in institutional money market funds. If the money market funds failed to perform under the terms of the investments, Cleco

84

CLECO CORPORATION CLECO POWER 2011 FORM 10-K

Power would be exposed to a loss of the invested amounts. Collateral on these types of investments is not required by either Cleco or Cleco Power. In order to mitigate credit risk, Cleco and Cleco Power have established guidelines for short-term investments. Money market funds must have at least $1.0 billion in assets under management; must have been in existence for not less than two years; must have portfolios not comprised of more than 50% of securities issued by foreign entities; and must be rated in the top two ratings categories by at least one nationally recognized rating agency. Commercial paper must be issued by a company with headquarters in the U.S. and rated not less than A1 by Standard & Poor’s or P1 by Moody’s. For split-rated issuers, the second rating must not be lower than either A2 or P2; the issuer’s long-term debt must be rated not lower than A by Standard & Poor’s or A2 by Moody’s; and the issuer cannot be on negative credit watch. Investments in commercial paper rated A2 by Standard & Poor’s or P2 by Moody’s may be made if approved by the appropriate level of management.

Interest Rate Derivatives

Interest Rate Swap

In August 2009, Cleco Power entered into a $50.0 millionbank loan with variable interest, paid monthly, and calculated at 3.00% plus the one-month LIBOR. The loan was set to mature on August 19, 2012. In order to mitigate the risk of future floating interest rates, Cleco Power entered into an interest rate swap in the third quarter of 2009. Based on the notional amount of the bank loan, the swap required a monthly net settlement between Cleco Power’s fixed payment of 1.84% and the swap counterparty’s floating payment of the one-month LIBOR. The swap was set to mature on May 31, 2012. Both the bank loan and the swap were effective the same day and required monthly payments on the same day near the end of the month. From the inception of the loan to the termination of the loan, Cleco Power recognized net interest expense equal to an annual rate of 4.84% on the bank loan. Since both the bank loan and the swap required payments on the same day near the end of the month, the cash payments were materially close to the interest expense recognized.

The swap met the criteria of a cash flow hedge under the authoritative guidance as it related to derivatives and hedging. Changes in the swap’s fair value related to the effective portion were recognized in other comprehensive income, whereas changes in the fair value related to the ineffective portion were recognized in earnings. As settlements were made, the swap’s other comprehensive income fair values were reclassified into earnings as a component of interest expense. In November 2010, Cleco Power terminated the interest rate swap and repaid in full the associated $50.0 million bank loan. At the time of the termination, the remaining $1.1 million of losses in accumulated other comprehensive income were reclassified to other expense. For the years ended December 31, 2010 and 2009, there were $0.7 million and $0.3 million respectively, of reclassification adjustments from accumulated other comprehensive income to interest expense as a result of monthly settlements. There was no impact to earnings due to ineffectiveness for the years ended December 31, 2010, and 2009.

Treasury Rate Locks

In August 2011, Cleco Power entered into a treasury rate lock contract in order to mitigate the interest rate exposure on coupon payments related to a forecasted debt issuance. The

notional amount of the treasury rate lock was $150.0 million, with a pricing date of November 14, 2011, or the date of issuance of the debt, whichever was earlier. The treasury rate lock met the criteria of a cash flow hedge under the authoritative guidance as it relates to derivatives and hedging. The 3.77% rate lock was based on the 30-year treasury note yield as of August 12, 2011.

On November 14, 2011, Cleco Power settled the $150.0 million treasury rate lock and extended the treasury rate lock contract at a notional amount of $100.0 million, with a pricing date of December 21, 2011, or the date of issuance of the debt, whichever was earlier. The 3.89% rate lock was based on the 30-year treasury note yield as of November 14, 2011, and two-thirds of the fair market value of the previous treasury rate lock. This treasury rate lock extension did not qualify for hedge accounting due to ineffectiveness resulting from the embedded loss related to the previous treasury rate lock. On December 16, 2011, Cleco Power issued $100.0 million senior unsecured private placement notes at an interest rate of 5.12%. The maturity date of the notes is December 16, 2041. On December 2, 2011, the pricing date of the notes, Cleco Power settled the treasury rate lock extension. At December 31, 2011, Cleco Power recorded $22.3 million in other comprehensive income and deferred $4.4 million of losses and ineffectiveness as a regulatory asset related to the settlement of the two treasury rate locks. As a result of management’s assessment that it is probable that the losses and ineffectiveness will be recovered through the rate-making process, Cleco Power will amortize the regulatory asset over the 30-year term of the related debt. The amount recorded in other comprehensive income will also be amortized as interest expense over the 30-year term of the related debt issuance. For more information on the $50.0 million forecast debt issuance, see — “Forward Starting Interest Rate Swap.”

Forward Starting Interest Rate Swap

On November 14, 2011, Cleco Power entered into a pay fixed/receive variable forward starting interest rate swap contract in order to mitigate the interest rate exposure on coupon payments related to the remaining $50.0 million fixed-rate forecasted debt issuance. The forward starting interest rate swap has a spot 30-year all-in swap rate of 3.05%, notional amount of $50.0 million, with the pricing date of May 14, 2013, or the issuance of the notes, whichever is earlier. The forward starting interest rate swap meets the criteria of a cash flow hedge under the authoritative guidance as it relates to derivatives and hedging and is carried on the balance sheet at its fair value. The fair market value of the forward starting interest rate swap is calculated by the net of the present value of the fixed payments to be paid by Cleco Power and the present value of the three-month LIBOR payments to be received by Cleco Power. Since future LIBOR rates are not available for each month until termination, quoted LIBOR rates from an active exchange for observable time periods were used to create a forward LIBOR curve for all months until termination. Because of the inputs and common techniques used to calculate fair value, the swap valuation was considered Level 2. Cleco Power recognized $3.3 million unrealized mark-to-market loss in other comprehensive income for the year ended December 31, 2011. The offsetting liability was recorded on Cleco Corporation and Cleco Power’s Consolidated Balance Sheets as an interest rate risk management liability. There was no impact to earnings due to ineffectiveness for the year ended December 31, 2011.

85

CLECO CORPORATION CLECO POWER 2011 FORM 10-K

Fair Value Measurements and Disclosures

The authoritative guidance on fair value measurements requires entities to classify assets and liabilities measured at their fair value according to three different levels depending on the inputs used in determining fair value.

The following tables disclose for Cleco and Cleco Power the fair value of financial assets and liabilities measured on a recurring basis and within the scope of the authoritative guidance for fair value measurements and disclosures.

Cleco
	CLECO CONSOLIDATED FAIR VALUE MEASUREMENTS AT REPORTING DATE USING:
(THOUSANDS)	AT DECEMBER 31, 2011		QUOTED PRICES IN ACTIVE MARKETS FOR IDENTICAL ASSETS (LEVEL 1)		SIGNIFICANT OTHER OBSERVABLE INPUTS (LEVEL 2)		SIGNIFICANT UNOBSERVABLE INPUTS (LEVEL 3)		AT DECEMBER 31, 2010		QUOTED PRICES IN ACTIVE MARKETS FOR IDENTICAL ASSETS (LEVEL 1)		SIGNIFICANT OTHER OBSERVABLE INPUTS (LEVEL 2)		SIGNIFICANT UNOBSERVABLE INPUTS (LEVEL 3)
Asset Description
Energy market derivatives	$	—	$	—	$	—	$	—	$	97	$	—	$	97	$	—
Institutional money market funds	119,327		—		119,327		—		229,748		—		229,748		—
Total assets	$	119,327	$	—	$	119,327	$	—	$	229,845	$	—	$	229,845	$	—
Liability Description
Energy market derivatives	$	5,336	$	—	$	5,336	$	—	$	15,245	$	3,317	$	11,928	$	—
Interest rate derivatives	3,330		—		3,330		—		—		—		—		—
Total liabilities	$	8,666	$	—	$	8,666	$	—	$	15,245	$	3,317	$	11,928	$	—

Cleco Power
	CLECO POWER FAIR VALUE MEASUREMENTS AT REPORTING DATE USING:
(THOUSANDS)	AT DECEMBER 31, 2011		QUOTED PRICES IN ACTIVE MARKETS FOR IDENTICAL ASSETS (LEVEL 1)		SIGNIFICANT OTHER OBSERVABLE INPUTS (LEVEL 2)		SIGNIFICANT UNOBSERVABLE INPUTS (LEVEL 3)		AT DECEMBER 31, 2010		QUOTED PRICES IN ACTIVE MARKETS FOR IDENTICAL ASSETS (LEVEL 1)		SIGNIFICANT OTHER OBSERVABLE INPUTS (LEVEL 2)		SIGNIFICANT UNOBSERVABLE INPUTS (LEVEL 3)
Asset Description
Energy market derivatives	$	—	$	—	$	—	$	—	$	97	$	—	$	97	$	—
Institutional money market funds	100,331		—		100,331		—		224,451		—		224,451		—
Total assets	$	100,331	$	—	$	100,331	$	—	$	224,548	$	—	$	224,548	$	—
Liability Description
Energy market derivatives	$	5,336	$	—	$	5,336	$	—	$	15,245	$	3,317	$	11,928	$	—
Interest rate derivatives	3,330		—		3,330		—		—		—		—		—
Total liabilities	$	8,666	$	—	$	8,666	$	—	$	15,245	$	3,317	$	11,928	$	—

The derivative assets and liabilities are classified as either current or non-current depending on when the positions close. All energy market derivative current assets and current liabilities are reported as a net current energy risk management asset or liability. All energy market derivative non-current assets and non-current liabilities are reported net in other deferred charges or other deferred credits. Net presentation is appropriate due to the right of offset included in the master netting agreements. On the balance sheet, the net current and net non-current derivative positions are netted with the applicable margin deposits. At December 31, 2011, a net current energy risk management liability of $5.3 million represented the current derivative positions with no reduction for margin deposits or option premiums. The institutional money market funds were reported on the Cleco Consolidated Balance Sheet in cash and cash equivalents, current restricted cash, and non-current restricted cash of $83.5 million, $8.7 million, and $27.1 million, respectively. At Cleco Power, cash and cash equivalents, current restricted cash, and non-current restricted cash were $64.6 million, $8.7 million, and $27.0 million, respectively, as of December 31, 2011. The forward starting interest rate swap lock was reported on Cleco Corporation and Cleco Power’s Consolidated Balance Sheets as a current liability in the line item interest rate risk management liability as of December 31, 2011.

Cleco utilizes different valuation techniques for fair value calculations. In order to measure the fair value for Level 1

assets and liabilities, Cleco obtains the closing price from published indices in active markets for the various instruments and multiplies this price by the appropriate number of instruments held. Level 2 fair values for assets and liabilities are determined by obtaining the closing price from published indices in active markets for instruments that are similar to Cleco’s assets and liabilities. The fair value obtained is then discounted to the current period using a U.S. Treasury published interest rate as a proxy for a risk-free rate of return. For some options, Cleco uses the Black-Scholes model using observable and available inputs to calculate the fair value, consistent with the income approach. These techniques have been applied consistently from fiscal period to fiscal period. Level 3 fair values allow for situations in which there is little, if any, market activity for the asset or liability at the measurement date. Cleco had no Level 3 assets or liabilities at December 31, 2011, or 2010.

The assets and liabilities reported at fair value are grouped into classes based on the underlying nature and risks associated with the individual asset or liability. Level 1 of energy market derivative assets and liabilities consists of a single class that includes natural gas futures with quoted prices on a liquid, national exchange. As the future price of natural gas is affected by market expectations, such as the supply of natural gas relative to demand, the fair value of Cleco’s natural gas futures fluctuates.

86

CLECO CORPORATION CLECO POWER 2011 FORM 10-K

Level 2 of energy market derivative assets and liabilities consists of two classes. The first class contains natural gas swaps which fluctuate in value as the underlying natural gas futures fair value changes and as market interest rates change. Cleco records the natural gas swaps at the net present value. The second class consists of natural gas options. The fair value of natural gas options fluctuates with the volatility in the fair value of natural gas, the number of days until the options expire, the underlying natural gas futures price fluctuations, and market interest rates. Cleco records natural gas options at the net present value. Both of these energy market derivative classes also contain counterparty execution risk because the transactions are entered into with a direct counterparty and are not traded through an exchange.

The Level 2 institutional money market funds asset consists of a single class. In order to capture interest income and minimize risk, cash is invested in money market funds that invest primarily in short-term securities issued by the U.S. Treasury in order to maintain liquidity and achieve the goal of a net asset value of a dollar. The risks associated with this class are counterparty risk of the fund manager and risk of price volatility associated with the underlying securities of the fund.

The Level 2 forward starting interest rate swap liability consisted of a single class that only contains one instrument.

The risks are changes in the three-month LIBOR rate and counterparty risk. This instrument is with a direct counterparty and not traded through an exchange.

Cleco has a policy which states that transfers between Levels 1, 2, and 3 are recognized at the end of a reporting period. During the years ended December 31, 2011, 2010, and 2009, Cleco did not experience any transfers between levels.

Derivatives and Hedging

The authoritative guidance on derivatives and hedging requires entities to provide transparency disclosures about a company’s derivative activities and how the related hedged items affect a company’s financial position, financial performance, and cash flows. Cleco is required to provide qualitative disclosures about derivative fair value, gains and losses, and credit-risk-related contingent features in derivative agreements.

The following table presents the fair values of derivative instruments and their respective line items as recorded on Cleco Corporation and Cleco Power’s Consolidated Balance Sheets as of December 31, 2011, and 2010:

	DERIVATIVES NOT DESIGNATED AS HEDGING INSTRUMENTS
	LIABILITY DERIVATIVES
(THOUSANDS)	BALANCE SHEET LINE ITEM	AT DECEMBER 31, 2011			AT DECEMBER 31, 2010
Commodity contracts
Fuel cost hedges:
Current	Energy risk management liability, net	$	(5,336	)	$	(13,497	)
Long-term	Other deferred credits	—			(1,651		)
Total		$	(5,336	)	$	(15,148	)

The following table presents the effect of derivatives not designated as hedging instruments on Cleco Corporation and

Cleco Power’s Consolidated Statements of Income for the years December 31, 2011, 2010, and 2009.

					FOR THE YEAR ENDED DECEMBER 31,
		2011			2010				2009
(THOUSANDS)	LOSS IN INCOME OF DERIVATIVES LINE ITEM	AMOUNT OF LOSS RECOGNIZED IN INCOME ON DERIVATIVES			AMOUNT OF LOSS RECOGNIZED IN INCOME ON DERIVATIVES				AMOUNT OF LOSS RECOGNIZED IN INCOME ON DERIVATIVES
Commodity contracts
Economic hedges	Other operations revenue	$	—		$	(667	)	(1)	$	(1,805	)	(1)
Fuel cost hedges(2)	Fuel used for electric generation	(18,119		)	(36,818		)		$	(92,609	)
Total		$	(18,119	)	$	(37,485	)		$	(94,414	)

⁽¹⁾ For the year ended December 31, 2010 and 2009, Cleco recognized $0.4 million of mark-to-market gains and $0.2 million of mark-to market losses, respectively. related to economic hedges.

⁽²⁾ In accordance with the authoritative guidance for regulated operations, an additional $5.3 million of unrealized losses and $1.2 million of deferred losses associated with fuel cost hedges are reported in Accumulated Deferred Fuel on the balance sheet as of December 31, 2011, compared to $15.1 million of unrealized losses and $1.6 million of deferred losses as of December 31, 2010 and to $24.9 million of unrealized losses and $2.6 million of deferred losses associated with fuel costs hedges as of December 31, 2009. As gains and losses are realized in future periods, they will be recorded as Fuel Used for Electric Generation on the Income Statement.

At December 31, 2011, Cleco Power had 2.2 million MMBtus hedged for natural gas fuel costs, which is approximately 3% of the estimated natural gas requirements for a two-year period. At December 31, 2010, Cleco Power had 9.4 million MMBtus hedged or approximately 11% of gas requirements for a two-year period. The decrease in

percentage hedged is primarily due to a decrease in natural gas positions entered into.

The following table presents the effect of derivatives designated as hedging instruments on Cleco Corporation and Cleco Power’s Consolidated Statements of Income for the years ended December 31, 2011, 2010, and 2009:

87

CLECO CORPORATION CLECO POWER 2011 FORM 10-K

													FOR THE YEAR ENDED DECEMBER 31,
				2011					2010						2009
(THOUSANDS)	AMOUNT OF LOSS RECOGNIZED IN OCI			AMOUNT OF NET GAIN RECLASSIFIED FROM ACCUMULATED OCI INTO INCOME (EFFECTIVE PORTION)			AMOUNT OF GAIN RECOGNIZED IN OCI		AMOUNT OF NET LOSS RECLASSIFIED FROM ACCUMULATED OCI INTO INCOME (EFFECTIVE PORTION)				AMOUNT OF GAIN RECOGNIZED IN OCI		AMOUNT OF NET LOSS RECLASSIFIED FROM ACCUMULATED OCI INTO INCOME (EFFECTIVE PORTION)
Interest rate derivatives(1)	$	(25,661	)	$	334	*	$	4,739	$	(512	)	*	$	3,138	$	(285	)	*

* The (loss) gain reclassified from accumulated OCI into income is reflected in interest charges.

⁽¹⁾In November 2010, an interest rate swap was terminated. The remaining $1.1 million of losses in accumulated OCI was reclassified to other expense.

At December 31, 2011, Cleco Power expected $0.4 million of net losses related to interest rate derivatives to be reclassed from accumulated other comprehensive income into earnings over the next 12 months. 

Note 6 — Debt

Cleco

Cleco’s total indebtedness as of December 31, 2011, and 2010 was as follows.

	AT DECEMBER 31,
(THOUSANDS)	2011			2010
Bonds
Cleco Power’s senior notes, 5.375%, due 2013	$	75,000		$	75,000
Cleco Power’s senior notes, 4.95%, due 2015	50,000			50,000
Cleco Power’s senior notes, 6.65%, due 2018	250,000			250,000
Cleco Power’s senior notes, 6.50%, due 2035	295,000			295,000
Cleco Power’s senior notes, 6.00%, due 2040	250,000			250,000
Cleco Power's senior notes, 5.12%, due 2041	100,000			—
Cleco Power’s pollution control revenue bonds, 5.875%, due 2029, callable after September 1, 2009	61,260			61,260
Cleco Power’s solid waste disposal facility bonds, 4.70%, due 2036, callable after November 1, 2016	60,000			60,000
Cleco Power’s solid waste disposal facility bonds, 5.25%, due 2037, mandatory tender on March 1, 2013	60,000			60,000
Cleco Power's solid waste disposal facility bonds, 6.00%, due 2038,reacquired on October 1, 2011	—			32,000
Cleco Power’s GO Zone bonds, 7.00%, due 2038, reacquired on December 1, 2011	—			100,000
Cleco Katrina/Rita’s storm recovery bonds, 4.41%, due 2020	75,707			87,975
Cleco Katrina/Rita’s storm recovery bonds, 5.61%, due 2023	67,600			67,600
Total bonds	1,344,567			1,388,835
Other long-term debt
Cleco Corporation’s credit facility draws	10,000			15,000
Barge lease obligations, ending December 31, 2013	17,538			19,200
Gross amount of long-term debt	1,372,105			1,423,035
Less:  long-term debt due within one year	24,258			12,269
Less:  lease obligations due within one year	1,841			1,662
Unamortized premium and discount, net	(8,950		)	(9,395		)
Total long-term debt, net	$	1,337,056		$	1,399,709

The amounts payable under long-term debt agreements for each year through 2016 and thereafter are as follows.

(THOUSANDS)
Amounts payable under long-term debt agreements
2012	$	24,258
2013	$	88,969
2014	$	14,876
2015	$	65,824
2016	$	26,815
Thereafter	$	1,133,825

At December 31, 2011, Cleco had no short-term debt outstanding compared to $150.0 million outstanding at December 31, 2010. The short-term debt outstanding at December 31, 2010, was a bank term loan Cleco Corporation entered into in February 2010. The bank term loan had an interest rate of LIBOR plus 2.75% and was set to mature in February 2011. In January 2011, Cleco extended the bank term loan to mature August 19, 2011 and lowered the interest rate to LIBOR plus 2.50% or ABR plus 1.50%. On April 29, 2011, Cleco repaid the $150.0 million bank term loan. As part of the repayment, Cleco paid $0.6 million for accrued interest on the term loan.

At December 31, 2011, Cleco’s long-term debt outstanding was $1.36 billion, of which $24.3 million was due within one year, compared to $1.41 billion outstanding at December 31, 2010, of which $12.3 million was due within one year. The long-term debt due within one year at December 31, 2011, represents $13.1 million of principal payments for the Cleco Katrina/Rita storm recovery bonds and $11.2 million of 5.875% Rapides pollution control revenue bonds that Cleco Power redeemed prior to maturity on January 25, 2012. 

The amounts payable under the capital lease agreements for each year through 2016 and thereafter are as follows.

(THOUSANDS)
Amounts payable under capital lease agreements
2012	$	1,841
2013	$	2,017
2014	$	2,221
2015	$	2,446
2016	$	2,703
Thereafter	$	6,310

Cleco Power

Cleco Power’s total indebtedness as of December 31, 2011, and 2010, was as follows.

88

CLECO CORPORATION CLECO POWER 2011 FORM 10-K

	AT DECEMBER 31,
(THOUSANDS)	2011			2010
Bonds
Senior notes, 5.375%, due 2013	$	75,000		$	75,000
Senior notes, 4.95%, due 2015	50,000			50,000
Senior notes, 6.65%, due 2018	250,000			250,000
Senior notes, 6.50%, due 2035	295,000			295,000
Senior notes, 6.00%, due 2040	250,000			250,000
Senior notes, 5.12%, due 2041	100,000			—
Pollution control revenue bonds, 5.875%, due 2029, callable after September 1, 2009	61,260			61,260
Solid waste disposal facility bonds, 4.70%, due 2036,callable after November 1, 2016	60,000			60,000
Solid waste disposal facility bonds, 5.25%, due 2037, mandatory tender on March 1, 2013	60,000			60,000
Solid waste disposal facility bonds, 6.00%, due 2038, reacquired on October 1, 2011	—			32,000
GO Zone bonds, 7.00%, due 2038, reacquired on December 1, 2011	—			100,000
Cleco Katrina/Rita’s storm recovery bonds, 4.41%, due 2020	75,707			87,975
Cleco Katrina/Rita’s storm recovery bonds, 5.61%, due 2023	67,600			67,600
Total bonds	1,344,567			1,388,835
Other long-term debt
Barge lease obligations, ending December 31, 2013	17,538			19,200
Gross amount of long-term debt	1,362,105			1,408,035
Less:  long-term debt due within one year	24,258			12,269
Less:  lease obligations due within one year	1,841			1,662
Unamortized premium and discount, net	(8,950		)	(9,395		)
Total long-term debt, net	$	1,327,056		$	1,384,709

The amounts payable under long-term debt agreements for each year through 2016 and thereafter are as follows.

(THOUSANDS)
Amounts payable under long-term debt agreements
2012	$	24,258
2013	$	88,969
2014	$	14,876
2015	$	65,824
2016	$	16,815
Thereafter	$	1,133,825

At December 31, 2011, and 2010, Cleco Power had no outstanding short-term debt.

At December 31, 2011, Cleco Power’s long-term debt outstanding was $1.35 billion, of which $24.3 million was due within one year, compared to $1.40 billion outstanding at December 31, 2010, of which $12.3 million was due within one year. The long-term debt due within one year at December 31, 2011, represents $13.1 million of principal payments for the Cleco Katrina/Rita storm recovery bonds and $11.2 million of 5.875% Rapides pollution control revenue bonds that Cleco Power redeemed at par prior to maturity on January 25, 2012. In December 2011, Cleco Power issued the notice of redemption and as part of the redemption, Cleco Power paid $0.3 million of accrued interest on the redeemed notes.

In August 2011, Cleco Power entered into a treasury rate lock contract in order to mitigate the interest rate exposure on coupon payments related to a forecasted debt issuance. The notional amount of the treasury rate lock was $150.0 million, with a pricing date of November 14, 2011, or the date of issuance of the debt, whichever was earlier. The treasury rate lock met the criteria of a cash flow hedge under the authoritative guidance as it relates to derivatives and hedging.

The 3.77% rate lock was based on the 30-year treasury note yield as of August 12, 2011.

On November 14, 2011, Cleco Power settled the $150.0 million treasury rate lock contract and extended the treasury rate lock contract at a notional amount of $100.0 million, with a pricing date of December 21, 2011, or the date of issuance of the debt, whichever was earlier. The 3.89% rate lock was based on the 30-year treasury note yield as of November 14, 2011, and two-thirds of the fair market value of the previous treasury rate lock. This treasury rate lock extension did not qualify for hedge accounting due to ineffectiveness resulting from the embedded loss related to the previous treasury rate lock. On December 16, 2011, Cleco Power issued $100.0 million senior unsecured private placement notes at an interest rate of 5.12%. The maturity date of the notes is December 16, 2041. The proceeds were used for general corporate purposes and for the repurchase of debt. On December 2, 2011, the pricing date of the notes, Cleco Power settled the treasury rate lock extension. At December 31, 2011, Cleco Power recorded $22.3 million in other comprehensive income and deferred $4.4 million in losses and ineffectiveness as a regulatory asset related to the settlement of the two treasury rate locks. As a result of management’s assessment that it is probable that the losses and ineffectiveness will be recovered through the rate-making process, Cleco Power will amortize the regulatory asset over the 30-year term of the related debt. The amount recorded in other comprehensive income, will also be amortized as interest expense over the 30-year term of the related debt issuance.

Also, on November 14, 2011, Cleco Power entered into a forward starting swap contract in order to mitigate the interest rate exposure on coupon payments related to a forecasted debt issuance. The notional amount of the forward starting swap is $50.0 million, with a pricing date of May 14, 2013, or the date of issuance of the debt, whichever is earlier. The forward starting swap meets the criteria of a cash flow hedge under the authoritative guidance as it relates to derivatives and hedging. The 3.05% swap was based on the 30-year treasury note yield as of November 14, 2011.

The $32.0 million solid waste disposal facility bonds due in 2038, which were issued by the Rapides Finance Authority for the benefit of Cleco Power in October 2008, were required to be mandatorily tendered by the bondholders for purchase on October 1, 2011, pursuant to the terms of the indenture. The bonds were issued by the Rapides Finance Authority in connection with a loan agreement between the Rapides Finance Authority and Cleco Power. On October 3, 2011, Cleco Power purchased all $32.0 million outstanding bonds at face value plus $1.0 million of accrued interest. In connection with the purchase, the interest rate of the bonds will reset each week based on the SIFMA (Securities Industry and Financial Markets Association) index. The initial interest rate of the bonds at October 3, 2011, was 0.16% per annum. Interest expense will continue to be recorded with a corresponding amount recorded as interest income, excluding amortization of debt issuance costs. Although the bonds remain outstanding, Cleco Power has the right to redeem and cancel the debt at any time without approval of the issuer. In accordance with the authoritative guidance, the bonds are considered extinguished and Cleco Power is holding the debt as treasury bonds, resulting in a net presentation on Cleco and Cleco Power’s Consolidated Balance Sheets. Cleco Power has the option to remarket the bonds for new terms and new interest rates, both to be determined by market conditions.

89

CLECO CORPORATION CLECO POWER 2011 FORM 10-K

The $100.0 million GO Zone bonds due in 2038, which were issued by the Louisiana Public Facilities Authority for the benefit of Cleco Power, were required to be mandatorily tendered by the holders for purchase on December 1, 2011, pursuant to the terms of the indenture. The bonds were issued by the Louisiana Public Facilities Authority in connection with a loan agreement between the Louisiana Public Facilities Authority and Cleco Power. On December 1, 2011, Cleco Power purchased all $100.0 million outstanding bonds at face value plus $3.5 million of accrued interest. In connection with the purchase, the interest rate of the bonds resets each week based on the SIFMA index. The initial interest rate of the bonds at December 1, 2011, was 0.12% per annum. Interest expense is recorded with a corresponding amount recorded as interest income, excluding amortization of debt issuance costs. Although the bonds remain outstanding, Cleco Power has the right to redeem and cancel the debt at any time without approval of the issuer. In accordance with the authoritative guidance, the bonds are considered extinguished and Cleco Power is holding the debt as treasury bonds, resulting in a net presentation on Cleco and Cleco Power’s Consolidated Balance Sheets. Cleco Power has the option to remarket the bonds for new terms and new interest rates, both to be determined by market conditions.

The amounts payable under the capital lease agreements for each year through 2016 and thereafter are as follows.

(THOUSANDS)
Amounts payable under capital lease agreements
2012	$	1,841
2013	$	2,017
2014	$	2,221
2015	$	2,446
2016	$	2,703
Thereafter	$	6,310

Credit Facilities

At December 31, 2011, Cleco had two separate revolving credit facilities, one for Cleco Corporation and one for Cleco Power, with a maximum aggregate capacity of $550.0 million.

In November 2010, Cleco Corporation entered into a $200.0 millionfour-year revolving credit facility. The credit facility was set to mature on November 23, 2014, and provided for working capital and other needs. Cleco Corporation’s borrowing costs under this facility were equal to LIBOR plus 2.05%, plus facility fees of 0.45%. On October 7, 2011, Cleco Corporation amended its credit facility agreement. Under the amended agreement, Cleco Corporation’s maximum capacity was increased from $200.0 million to $250.0 million, the maturity date was extended to October 7, 2016, and the borrowing costs were lowered to equal LIBOR plus 1.50% or ABR plus 0.50%, plus facility fees of 0.25%. At December 31, 2011, Cleco Corporation had $10.0 million in borrowings outstanding under its existing credit facility, leaving an available borrowing capacity of $240.0 million. Under covenants contained in Cleco Corporation’s credit facility, Cleco is required to maintain total indebtedness equal to or less than 65% of total capitalization. At December 31, 2011, approximately $661.5 million of Cleco’s retained earnings was unrestricted. If Cleco Power defaults under the Cleco Power facility, then Cleco Corporation would be considered in default under the Cleco Corporation facility. At December 31, 2011, Cleco Corporation was in compliance with the covenants in its credit facility.

In November 2010, Cleco Power entered into a $300.0 millionfour-year revolving credit facility. The credit facility was set to mature on November 23, 2014, and provided for working capital and other needs. Cleco Power’s borrowing costs under this facility were equal to LIBOR plus 1.90%, plus facility fees of 0.35%. On October 7, 2011, Cleco Power amended its credit facility agreement. Under the amended agreement, the maturity date was extended to October 7, 2016, and the borrowing costs were lowered to equal LIBOR plus 1.275% or ABR plus 0.275%, plus facility fees of 0.225% and the borrowing capacity remained $300.0 million. At December 31, 2011, Cleco Power had no borrowings outstanding under its existing credit facility. Under covenants contained in Cleco Power’s credit facility, Cleco Power is required to maintain total indebtedness equal to or less than 65% of total capitalization. At December 31, 2011, approximately $519.7 million of Cleco Power’s retained earnings was unrestricted. At December 31, 2011, Cleco Power was in compliance with the covenants in its credit facility.

Note 7 — Common and Preferred Stock

Common Stock

Stock-Based Compensation

At December 31, 2011, and 2010, Cleco had two stock-based plans: the ESPP and the LTICP. Substantially all employees, excluding officers and general managers, may choose to participate in the ESPP and purchase a limited amount of common stock at a discount through a stock option agreement. Options or restricted shares of stock, known as non-vested stock as defined by the authoritative guidance on stock-based compensation, common stock equivalents, and stock appreciation rights may be granted to certain officers, key employees, or directors of Cleco pursuant to the LTICP.

On January 28, 2011, Cleco granted 145,002 shares of non-vested stock to certain officers, key employees, and directors of Cleco pursuant to the LTICP. On July 5, 2011, Cleco granted an additional 40,000 shares of non-vested stock to certain officers of Cleco pursuant to the LTICP.

The fair market value of non-vested stock was recorded as compensation expense during the service periods, which are generally three years, after which the restrictions lapse, and assuming obtainment of vesting requirements was probable. All stock-based compensation cost is measured at the grant date, based on the fair value of the award, and is recognized as an expense in the income statement over the grant’s requisite service period. Awards that vest pro rata during the requisite service period that contain only a service condition could be viewed not as one award, but instead as multiple awards with separate vesting schedules and are defined as having a graded vesting schedule. Cleco has elected to view grants with graded vesting schedules as one award and recognize the related compensation expense on a straight-line basis over the requisite service period. The ESPP’s discount rate is 5% and the plan does not contain optionality features beyond those listed by the authoritative guidance on stock-based compensation. Cleco is not required to recognize a fair-value expense related to the ESPP.

Cleco recorded compensation expense for all non-vested options and non-vested stock. This cost was based on the grant-date fair value. The cost for all stock-based awards represents the grant-date fair value. Cleco and Cleco Power reported pre-tax compensation expense for their share-based compensation plans as shown in the following table:

90

CLECO CORPORATION CLECO POWER 2011 FORM 10-K

	CLECO						CLECO POWER
			FOR THE YEAR ENDED DECEMBER 31,						FOR THE YEAR ENDED DECEMBER 31,
(THOUSANDS)	2011		2010		2009		2011		2010		2009
Equity classification
Non-vested stock	$	3,391	$	2,276	$	2,084	678		$	575	$	549
Stock options(1)	103		51		51		—		—		—
Total equity classification	$	3,494	$	2,327	$	2,135	$	678	$	575	$	549
Liability classification
Common stock equivalent units	$	3,509	$	2,812	$	3,545	$	1,118	$	1,271	$	1,306
Total pre-tax compensation expense	$	7,003	$	5,139	$	5,680	$	1,796	$	1,846	$	1,855
Tax benefit (excluding income tax gross-up)	$	2,695	$	1,977	$	2,186	$	691	$	710	$	714

⁽¹⁾ For the years ended December 31, 2011, 2010, and 2009 compensation expense charged against income for non-forfeitable dividends paid on non-vested stock not expected to vest and stock options was $0.1 million.

As required by the authoritative guidance on stock-based compensation, the amount of stock-based compensation capitalized in property, plant, and equipment for the years ended December 31, 2011, and 2010 was $2.3 million and $1.8 million, respectively.

Cash received from options exercised under all stock-based compensation plans for the years ended December 31, 2011, and 2010 was $0.9 million and $3.2 million, respectively. The associated tax benefit for options exercised for each of the years ended December 31, 2011, and 2010 was $0.2 million and $0.4 million, respectively. No cash was paid to settle equity instruments granted under the stock-based compensation plans for the years ended December 31, 2011, or 2010.

Stock-Based Plan Descriptions and Share Information

Stock Options

LTICP stock options may be granted to certain officers, key employees, or directors of Cleco. The directors’ stock options have an exercise price calculated by averaging the high and low stock price on the grant date rounded to the nearest one-eighth, are immediately exercisable, and expire after 10 years. The officers’ and employees’ stock options have an exercise price calculated by averaging the high and low stock price on the grant date rounded to the nearest one-eighth, vest one-third each year, beginning on the third anniversary of the grant date, and expire after 10 years. The estimated fair value was calculated using the Black-Scholes option pricing model and was included in the pro forma disclosures. There were no stock options granted in 2011, 2010, or 2009.

A summary of LTICP stock option activity during the year ended December 31, 2011, is presented in the following table.

	SHARES		WEIGHTED- AVERAGE EXERCISE PRICE		WEIGHTED- AVERAGE REMAINING  CONTRACTUAL TERM (YEARS)	AGGREGATE INTRINSIC  VALUE (THOUSANDS)
Outstanding at January 1, 2011	134,070		$	21.32	11.04	$	1,266
Exercised	(39,700	)	$	21.77	—	$	—
Forfeited	(300	)	$	22.25	—	$	—
Outstanding at December 31, 2011	94,070		$	21.12	14.92	$	1,597
Exercisable at December 31, 2011	90,570		$	21.03	15.34	$	1,546

The total intrinsic value of options exercised during the years ended December 31, 2011, 2010, and 2009 was $0.5 million, $1.1 million, and $0.4 million, respectively.

Non-Vested Stock and Common Stock Equivalent Units

In 2011, 2010, and 2009, Cleco granted non-vested stock and in 2010 and 2009 common stock equivalent units (CEUs) were granted to certain employees. The non-vested stock is classified as equity since the grant can only be settled in shares of Cleco Corporation common stock. The recipients of the non-vested stock can vote the shares; however, dividends are not paid until the end of the service period and only in proportion to the non-vested stock that actually vests. The CEUs granted are classified as liabilities since the grant is currently settled in cash. Recipients of the CEUs will receive a dividend equivalent under the same terms as the dividends paid on the non-vested stock. In order to vest, both instruments require the satisfaction of a service requirement and a market-based requirement. Recipients of both types of instruments are eligible to receive opportunity instruments if certain market-based measures are exceeded.

At December 31, 2011, the number of target and opportunity restricted shares and CEUs previously granted for which restrictions had not lapsed totaled 825,254. Cleco also grants to employees and directors non-vested stock with only a service period requirement. These grants require the satisfaction of a pre-determined service period in order for the shares to vest. The employees and directors can vote these shares and, with the exception of non-vested shares granted to three officers during 2011, receive dividends on the shares during the vesting period. Dividends on the non-vested shares granted to officers during 2011 will be accrued during the vesting period and paid upon lapse of restrictions. At December 31, 2011, the number of shares of non-vested stock previously granted with only a service period requirement for which the period had not ended was 151,314.

The fair value of shares of non-vested stock granted in 2011, 2010, and 2009 under the LTICP is estimated on the date of grant, and the CEUs granted in 2010 and 2009 under the LTICP are marked-to-market using the Monte Carlo simulation model with the assumptions listed in the following table. There were no CEUs granted in 2011.

91

CLECO CORPORATION CLECO POWER 2011 FORM 10-K

												AT DECEMBER 31,
				2011					2010						2009
	NON-VESTED STOCK			CEUs		NON-VESTED  STOCK			CEUs			NON-VESTED  STOCK			CEUs
Expected term (in years)(1)	3.0			—		3.0			3.0			3.0			3.0
Volatility of Cleco stock (2)	28.5		%	—		30.6		%	28.6		%	29.9		%	30.0		%
Correlation between Cleco stock volatility and peer group	63.2		%	—		60.6		%	62.5		%	62.5		%	63.0		%
Expected dividend yield	3.3		%	—		3.5		%	3.9		%	4.1		%	4.0		%
Weighted average fair value (Monte Carlo model)	$	34.88		$	—	$	27.92		$	32.81		$	25.93		$	30.81

(1) The expected term was based on the service period of the award.

(2) The volatility rate is based on historical stock prices over an appropriate period, generally equal to the expected term.

A summary of non-vested stock activity during the year ended December 31, 2011, is presented in the following table.

	SHARES		WEIGHTED-AVERAGE GRANT-DATE FAIR VALUE		UNITS		WEIGHTED-AVERAGE FAIR VALUE
	NON-VESTED STOCK				CEUs
Non-vested at January 1, 2011	263,709		$	25.34	126,547		$	38.86
Granted	223,662		$	34.72	—		$	—
Vested	(112,049	)	$	24.78	(66,663	)	$	73.62
Forfeited	(4,591	)	$	34.88	—		$	—
Non-vested at December 31, 2011	370,731		$	31.05	59,884		$	42.22

The fair value of shares of non-vested stock which vested during the years ended December 31, 2011, 2010, and 2009 was $4.0 million, $2.4 million, and $2.6 million, respectively.

During the years ended December 31, 2011, 2010, and 2009, Cleco did not modify any of the terms of outstanding awards. In all periods presented, Cleco has recognized stock-based compensation expense for these provisions, which is known as the non-substantive vesting period approach. The grants of non-vested stock to employees in January 2011, 2010, and 2009 did not contain the accelerated vesting provisions included in the prior years’ grants.

On January 1, 2010, the 2010 LTICP became effective. A maximum of 2,250,000 shares of Cleco Corporation common stock could be granted under the 2010 LTICP. As of December 31, 2011, there were 1,728,489 shares available for future grants under the 2010 LTICP. Grants and awards made under the 2000 LTICP will remain outstanding in accordance with its existing terms. At December 31, 2011, there were stock options to purchase 94,070 shares of Cleco Corporation common stock and 62,386 shares of non-vested Cleco Corporation common stock outstanding under the 2000 LTICP. Equity instruments awarded to employees and directors historically have come from issuing new shares of common stock; however, future awards may come from purchasing outstanding shares of common stock through Cleco Corporation’s common stock repurchase program. As of December 31, 2011, there were 167,248 non-vested share-based compensation arrangements granted under the LTICP that are expected to vest over an average period of 1.4 years. The total unrecognized before-tax compensation cost was $4.8 million for non-vested stock-based compensation arrangements granted under the LTICP.

Employee Stock Purchase Plan

Regular, full-time, and part-time employees of Cleco Corporation and its participating subsidiaries, except officers, general managers, and employees who own 5% or more of Cleco Corporation’s stock, may participate in the ESPP. An eligible employee enters into an option agreement to become a participant in the ESPP. Under the agreement, the employee authorizes payroll deductions in an amount not less than $10 but not more than $350 each pay period. Payroll deductions

are accumulated during a calendar quarter and applied to the purchase of common stock at the end of each quarter, which is referred to as an “offering period.” Pending the purchase of common stock, payroll deductions remain as general assets of Cleco. No trust or other fiduciary account has been established in connection with the ESPP. At the end of each offering period, payroll deductions are automatically applied to the purchase of shares of common stock. The number of shares of common stock purchased is determined by dividing each participant’s payroll deductions during the offering period by the option price of a share of common stock.

A maximum of 734,000 shares of common stock may be purchased under the ESPP, subject to adjustment for changes in the capitalization of Cleco Corporation. The Compensation Committee of Cleco Corporation’s Board of Directors administers the ESPP. The Compensation Committee and the Board of Directors each possess the authority to amend the ESPP, but shareholder approval is required for any amendment that increases the number of shares covered by the ESPP. In January 2009, the Board of Directors approved and authorized an additional 50,000 shares of common stock to be reserved for issuance under the DRIP Feature of the ESPP. As of December 31, 2011, there were 432,756 shares of common stock left to be purchased under the ESPP.

Common Stock Repurchase Program

In January 2011, Cleco Corporation’s Board of Directors approved the implementation of a new common stock repurchase program. This program authorizes management to repurchase, from time to time, shares of common stock so that Cleco’s diluted average shares of common stock outstanding remain approximately equal to its diluted average shares of common stock outstanding for 2010. Under this program, purchases may be made on a discretionary basis at times and in amounts as determined by management, subject to market conditions, legal requirements and other factors. Purchases under the program will not be announced in advance and may be made in the open market or through privately negotiated transactions. In August 2011, Cleco Corporation repurchased 400,000 shares of common stock.

92

CLECO CORPORATION CLECO POWER 2011 FORM 10-K

Preferred Stock

On June 24, 2011, Cleco Corporation redeemed all 10,288 outstanding shares of its 4.5% preferred stock. The redemption price was $101 per share plus accrued and unpaid dividends to the redemption date, or $101.296 per share. As of the redemption date, no shares of 4.5% preferred stock were outstanding.  Holders are no longer entitled to dividends and all rights of such holders as shareholders of Cleco Corporation by reason of their ownership of such 4.5% preferred stock have ceased.

Note 8 — Pension Plan and Employee Benefits

In accordance with the authoritative guidance for compensation of retirement benefits, Cleco’s measurement date is the same as its fiscal year end.

Pension Plan and Other Benefits Plan

Most employees hired before August 1, 2007, are covered by a non-contributory, defined benefit pension plan. Benefits under the plan reflect an employee’s years of service, age at retirement, and highest total average compensation for any consecutive five calendar years during the last 10 years of employment with Cleco.  Cleco’s policy is to base its contributions to the employee pension plan upon actuarial computations utilizing the projected unit credit method, subject to the IRS’s full funding limitation. During January 2011, Cleco made $60.0 million in discretionary contributions to the pension plan, with $40.1 million designated for the 2010 plan year and the remaining $19.9 million designated for the 2011 plan year. During 2012, Cleco Power does not expect to make any required or discretionary contributions to the plan. The required contributions are driven by liability funding target percentages set by law which could cause the required contributions to be uneven among the years. The ultimate amount and timing of the contributions may be affected by changes in the discount rate, changes in the funding regulations, and actual returns on fund assets. Cleco Power is considered the plan sponsor, and Support Group is considered the plan administrator.

Cleco’s retirees and their dependents are eligible to receive medical, dental, vision, and life insurance benefits (other benefits). Cleco recognizes the expected cost of these other benefits during the periods in which the benefits are earned.

The employee pension plan and other benefits obligation plan assets and funded status at December 31, 2011, and 2010 are presented in the following table.

	PENSION BENEFITS						OTHER BENEFITS
(THOUSANDS)	2011			2010			2011			2010
Change in benefit obligation
Benefit obligation at beginning of year	$	330,342		$	295,528		$	41,444		$	39,209
Service cost	8,390			7,451			1,532			1,511
Interest cost	17,629			17,145			1,818			1,965
Plan participants’ contributions	—			—			1,251			1,176
Actuarial loss	19,452			23,540			141			1,231
Expenses paid	(1,208		)	(1,262		)	—			—
Medicare D	—			—			206			424			(1)
Other adjustments (2)	—			—			452			—
Benefits paid	(12,619		)	(12,060		)	(4,164		)	(4,072		)
Benefit obligation at end of year	361,986			330,342			42,680			41,444
Change in plan assets
Fair value of plan assets at beginning of year	242,513			221,067			—			—
Actual return on plan assets	23,709			29,768			—			—
Employer contributions	60,000			5,000			—			—
Expenses paid	(1,208		)	(1,262		)	—			—
Benefits paid	(12,619		)	(12,060		)	—			—
Fair value of plan assets at end of year	312,395			242,513			—			—
Unfunded status	$	(49,591	)	$	(87,829	)	$	(42,680	)	$	(41,444	)

⁽¹⁾Medicare D reimbursement of $0.2 million was related to the 2009 Plan year.

⁽²⁾ During 2011, Cleco received $0.5 million for the Early Retiree Reinsurance Program.

The employee pension plan accumulated benefit obligation at December 31, 2011, and 2010 is presented in the following table.

	PENSION BENEFITS
(THOUSANDS)	2011		2010
Accumulated benefit obligation	$	330,193	$	292,529

The authoritative guidelines for compensation of retirement benefits require the disclosure of the net actuarial gains/losses, transition obligations/assets, and prior period service costs included in other comprehensive income as a result of being included as a component of net periodic benefit costs. The following table presents those items for the employee pension plan and other benefits plan at December 31, 2011, and 2010.

	PENSION BENEFITS						OTHER BENEFITS
(THOUSANDS)	2011			2010			2011			2010
Net actuarial loss (gain) occurring during year	$	20,389		$	14,001		$	141		$	1,231
Net actuarial loss (gain) amortized during year	$	5,556		$	3,156		$	1,011		$	972
Transition obligation (asset) amortized during year	$	—		$	—		$	20		$	20
Prior service cost (credit) amortized during year	$	(71	)	$	(71	)	$	(206	)	$	(2,021	)

The authoritative guidelines also require the disclosure of the net gains/losses, transition obligations/assets, and prior period service costs/credits in accumulated other comprehensive income that have not been recognized as components of net periodic benefit costs and the amounts

expected to be recognized in 2012. The following table presents those items for the employee pension plan and other benefits plans for December 31, 2012, 2011, and 2010.

93

CLECO CORPORATION CLECO POWER 2011 FORM 10-K

			PENSION BENEFITS									OTHER BENEFITS
(THOUSANDS)	2012		2011			2010			2012			2011		2010
Net actuarial loss (gain)	$	7,750	$	133,186		$	118,353		$	876	(1)	$	12,620	$	13,491
Transition obligation (asset)	$	—	$	—		$	—		$	20		$	55	$	76
Prior service cost (credit)	$	71	$	(630	)	$	(702	)	$	—		$	—	$	(206	)

⁽¹⁾Net of the estimated Medicare Part D subsidy through 2012 of $139 thousand.

The components of net periodic pension and other benefits costs for 2011, 2010, and 2009 are as follows.

				PENSION BENEFITS									OTHER BENEFITS
(THOUSANDS)	2011			2010			2009			2011			2010			2009
Components of periodic benefit costs
Service cost	$	8,390		$	7,451		$	7,010		$	1,532		$	1,511		$	1,414
Interest cost	17,629			17,145			16,454			1,818			1,965			2,140
Expected return on plan assets	(24,646		)	(20,229		)	(19,464		)	—			—			—
Amortizations:
Transition obligation	—			—			—			20			20			20
Prior period service cost	(71		)	(71		)	(71		)	(206		)	(2,021		)	(2,065		)
Net loss	5,556			3,156			1,930			1,011			972			897
Net periodic benefit cost	$	6,858		$	7,452		$	5,859		$	4,175		$	2,447		$	2,406

Since Cleco Power is the pension plan sponsor and the related trust holds the assets, the net unfunded status of the pension plan is reflected at Cleco Power. The liability of Cleco Corporation’s other subsidiaries is transferred, with a like amount of assets, to Cleco Power monthly. The expense of the pension plan related to Cleco Corporation’s other subsidiaries for the years ended December 31, 2011, 2010, and 2009 was $2.1 million, $1.9 million, and $1.8 million, respectively.

Cleco Corporation is the plan sponsor for the other benefit plans. There are no assets set aside in a trust, and the liabilities are reported on the individual subsidiaries’ financial statements. At December 31, 2011, and 2010 the current portion of the other benefits liability for Cleco was $3.1 million and $3.0 million, respectively. At December 31, 2011, and 2010 the current portion of the other benefits liability for Cleco Power was $2.9 million and $2.8 million, respectively. The expense related to other benefits reflected in Cleco Power’s Consolidated Statements of Income for the years ended December 31, 2011, 2010, and 2009 was $3.6 million, $2.1 million, and $2.4 million, respectively, net of the Medicare Part D subsidy of $0.3 million in 2009. Cleco Power had no reduction of other benefits expense during 2011 and 2010 as a result of the Medicare Part D subsidy due to the PPACA eliminating the subsidies by 2013. Cleco Power’s allocated amount of the other benefit liability was $33.2 million and $32.3 million at December 31, 2011, and 2010, respectively.

In March 2010, the President signed the PPACA, a comprehensive health care law. While the provisions of the PPACA are not effective immediately, the provisions could increase the Registrants’ retiree medical unfunded liability and related expenses before the effective date. Management will continue to monitor this law and its possible impact on the Registrants.

In June 2010, the President signed into law a defined benefit pension funding relief bill. If the Registrants elect to take advantage of the funding relief, required pension contributions would be deferred for at least two years. After the deferral period, required pension contributions would sharply increase. A company electing to take the funding relief would be required to make contributions to the pension plan during the deferral period if it pays excess employee compensation, declares extraordinary dividends or redeems company stock above certain thresholds. Currently, management does not intend to elect to take the funding relief.

The measurement date used to determine the pension and other postretirement benefits is December 31. The assumptions used to determine the benefit obligation and the periodic costs are as follows.

	PENSION BENEFITS				OTHER BENEFITS
	2011		2010		2011		2010
Weighted-average assumptions used to determine the benefit obligation as of December 31:
Discount rate	5.08	%	5.43	%	4.51	%	4.61	%
Rate of compensation increase	3.415	%	4.265	%	N/A		N/A

			PENSION BENEFITS						OTHER BENEFITS
	2011		2010		2009		2011		2010		2009
Weighted-average assumptions used to determine the net benefit cost (income) for the year ended December 31:
Discount rate	5.43	%	5.91	%	6.01	%	4.61	%	5.29	%	6.27	%
Expected return on plan assets	7.80	%	7.80	%	7.80	%	N/A		N/A		N/A
Rate of compensation increase	4.119	%	4.265	%	4.447	%	N/A		N/A		N/A

The expected return on plan assets was determined by examining the risk profile of each target category as compared to the expected return on that risk, within the parameters determined by the retirement committee. The result was also compared to the expected rate of return of other comparable plans. In assessing the risk as compared to return profile, historical returns as compared to risk was considered. The historical risk compared to returns was adjusted for the expected future long-term relationship between risk and return. The adjustment for the future risk compared to returns was, in part, subjective and not based on any measurable or observable events. For the calculation of the 2012 periodic expense, Cleco lowered the expected long-term return on plan

94

CLECO CORPORATION CLECO POWER 2011 FORM 10-K

assets to 6.61%. This decrease was caused by a change in investment policies from equity investments to fixed income investments. The decrease is expected to increase expense by $3.7 million.

Employee pension plan assets may be invested in publicly traded domestic common stocks, including Cleco Corporation common stock; U.S. Government, federal agency and corporate obligations; an international equity fund, commercial real estate funds; a hedge fund-of-funds; and pooled temporary investments. Investments in securities (obligations of U.S. Government and U.S. Government Agencies, corporate debt, common/collective trust funds, mutual funds, common stocks, and preferred stock) traded on a national securities exchange are valued at the last reported sales price on the last business day of the year.

Real estate funds and the pooled separate accounts are stated at estimated market value based on appraisal reports prepared annually by independent real estate appraisers (members of the American Institute of Real Estate Appraisers). The estimated market value of recently acquired properties is assumed to approximate cost.

The hedge fund-of-funds is stated at fair value based upon financial statements and other financial information reported by the management of the underlying funds. In

January 2009, the relationship with the hedge fund-of-funds manager was restructured to redemption status only.

Fair Value Disclosures

The authoritative guidance for fair value measurements and disclosures requires entities to classify assets and liabilities measured at their fair value according to three different levels, depending on the inputs used in determining fair value.

• Level 1 – unadjusted quoted prices in active, liquid markets for the identical asset or liability,

• Level 2 – quoted prices for similar assets and liabilities in active markets or other inputs that are observable for the asset or liability, including inputs that can be corroborated by observable market data, observable interest rate yield curves and volatilities, and

• Level 3 – unobservable inputs based upon the entities own assumptions.

The following tables disclose the pension plan’s fair value of financial assets measured on a recurring basis and within the scope of the authoritative guidance for fair value measurements and disclosures.

(THOUSANDS)	AT DECEMBER 31, 2011		QUOTED PRICES IN ACTIVE MARKETS FOR IDENTICAL ASSETS (LEVEL 1)		SIGNIFICANT OTHER OBSERVABLE INPUTS (LEVEL 2)		SIGNIFICANT UNOBSERVABLE INPUTS (LEVEL 3)
Asset Description
Cash and cash equivalents	$	7,775	$	—	$	7,775	$	—
Common stock	15,242		—		15,242		—
Preferred stock	291		—		291		—
Obligations of U.S. Government and U.S. Government Agencies	28,501		—		28,501		—
Mutual funds	9,144		9,144		—		—
Common/collective trust fund	94,677		—		94,677		—
Real estate funds	16,349		—		—		16,349
Hedge fund-of-funds	2,892		—		—		2,892
Corporate debt	135,326		—		135,326		—
Total	$	310,197	$	9,144	$	281,812	$	19,241

Interest accrual	2,198
Total net assets	$	312,395

(THOUSANDS)	AT DECEMBER 31, 2010		QUOTED PRICES IN ACTIVE MARKETS FOR IDENTICAL ASSETS (LEVEL 1)		SIGNIFICANT OTHER OBSERVABLE INPUTS (LEVEL 2)		SIGNIFICANT UNOBSERVABLE INPUTS (LEVEL 3)
Asset Description
Cash and cash equivalents	$	6,512	$	—	$	6,512	$	—
Common stock	29,651		—		29,651		—
Preferred stock	1,446		—		1,446		—
Obligations of U.S. Government and U.S. Government Agencies	24,038		—		24,038		—
Mutual funds	12,294		12,294		—		—
Common/collective trust fund	113,529		—		113,529		—
Real estate funds	14,568		—		—		14,568
Hedge fund-of-funds	3,271		—		—		3,271
Corporate debt	36,535		—		36,535		—
Total	$	241,844	$	12,294	$	211,711	$	17,839

Interest accrual	669
Total net assets	$	242,513

95

CLECO CORPORATION CLECO POWER 2011 FORM 10-K

Level 3 valuations are derived from other valuation methodologies including pricing models, discounted cash flow models and similar techniques. Level 3 valuations incorporate subjective judgments and consider assumptions including capitalization rates, discounts rates, cash flows, and other factors that are not observable in the market.

The following is a reconciliation of the beginning and ending balances of the pension plan’s real estate funds and hedge fund-of-funds measured at fair value on a recurring basis using significant unobservable inputs (Level 3) during the years ended December 31, 2011, and 2010.

(THOUSANDS)	REAL ESTATE FUNDS		HEDGE FUND OF FUNDS			TOTAL
December 31, 2009	$	13,627	$	6,529		$	20,156
Realized loss	—		81			81
Unrealized (loss) gain	612		168			780
Purchases, issuances, and settlements, net	329		(3,507		)	(3,178		)
Transfer out	—		—			—
December 31, 2010	$	14,568	$	3,271		$	17,839
Realized gain	—		17			17
Unrealized gain (loss)	1,454		77			1,531
Purchases, issuances, and settlements, net	327		(473		)	(146		)
Transfer out	—		—			—
December 31, 2011	$	16,349	$	2,892		$	19,241

The market-related value of plan assets differs from the fair value of plan assets by the amount of deferred asset gains or losses. Actual asset returns that differ from the expected return on plan assets are deferred and recognized in the market-related value of assets on a straight-line basis over a five-year period. For 2011, the return on plan assets was 8.7% compared to an expected long-term return of 7.8%. The 2010 return on pension plan assets was 13.6% compared to an expected long-term return of 7.8%.

As of December 31, 2011, the pension plan held no shares of Cleco Corporation common stock. None of the plan participants’ future annual benefits is covered by insurance contracts. As a result of the significant 2008 market declines, the pension plan portfolio experienced significant losses during 2008 that resulted in a significant decrease in the funded status of the plan for 2008. These losses, in conjunction with funding requirements, may lead to increased or earlier contributions than previously anticipated. In December 2008, Cleco became aware that, through its hedge fund-of-funds manager, a portion of its pension plan assets were invested in the Madoff feeder fund investment, Ascot Fund Limited. In January 2009, Cleco Power elected to liquidate the holdings of the hedge fund-of-funds manager. At December 31, 2011, the fund had $2.9 million remaining to be liquidated. Proceeds from the hedge fund-of-funds manager will be reallocated to the plan’s other investment managers.

Pension Plan Investment Objectives

Cleco Corporation’s retirement committee has established investment performance objectives of the pension plan assets. Over a three- to five-year period, the objectives are for the pension plan’s annualized total return to:

• Exceed the assumed rate of return on plan assets,

• Exceed the annualized total return of a customized index consisting of a mixture of Standard & Poor’s 500 Index; Russell 2500 Index, Morgan Stanley Capital International Europe, Australia, Far East Index;

Morgan Stanley Capital International Emerging Markets Index, Barclays Capital Long Credit Index, Barclays Capital Long Government/Credit Index, National Council of Real Estate Investment Fiduciaries Index, and U.S. Treasury Bills plus 5%, and

• Rank in the upper 50% of a universe of composite pension funds.

In order to meet the objectives and to control risk, the retirement committee has established guidelines that the investment managers must follow.

Domestic Equity Portfolios

• Equity holdings of a single company must not exceed 10% of the manager’s portfolio.

• A minimum of 25 stocks should be owned.

• Equity holdings in a single sector should not exceed the lesser of three times the sector’s weighting in the Standard & Poor’s 500 Index or 35% of the portfolio.

• Equity holdings should represent at least 90% of the portfolio.

• Marketable common stocks, preferred stocks convertible on common stocks, and fixed income securities convertible into common stocks are the only permissible equity investments.

• Securities in foreign entities denominate in U.S. dollars are limited to 10%. Securities denominated in currencies other than U.S. dollars are not permitted.

• The purchase of securities on margin and short sales is prohibited.

International Equity Portfolios

Developed Markets

• Equity holdings of a single company should not exceed 5% of the manager’s portfolio.

• A minimum of 30 stocks should be owned.

• Equity holdings in a single sector should not exceed 35%.

• A minimum of 50% of the countries within the MSCI EAFE Index should be represented within the portfolio. The allocation to an individual country should not exceed the lesser of 30% or 5 times the country’s weighting within the MSCI EAFE Index.

• The purchase of securities on margin and short sales is prohibited.

• Currency hedging decisions are at the discretion of the investment manager.

Emerging Markets

• Equity holdings in any single company should not exceed 10% of the manager’s portfolio.

• A minimum of 30 individual stocks should be owned.

• Equity holdings of a single industry should not exceed 25%.

• Equity investments must represent at least 75% of the manager’s portfolio.

• A minimum of three countries should be represented within the manager’s portfolio.

• Liquid securities which are not readily marketable may represent no more than 10% of the manager’s portfolio.

• The purchase of securities on margin and short sales is prohibited.

• Currency hedging decisions are at the discretion of

96

CLECO CORPORATION CLECO POWER 2011 FORM 10-K

the investment manager.

Fixed Income Portfolio - Long Government/Credit

• Only U.S. Dollar denominated assets permitted, including U.S. government and agency securities, corporate securities, structured securities, other interest bearing securities, and short-term investments.

• At least 85% of the debt securities should be investment grade securities (BBB- by Standard & Poor’s or Baa3 by Moody’s) or higher.

• Debt holdings of a single issue or issuer must not exceed 5% of the manager’s portfolio.

• Aggregate net notional exposure of futures, options, and swaps must not exceed 30% of the manager’s portfolio. Manager will only execute swaps with counterparties whose credit rating is A2/A or better.

• Margin purchases or leverage is prohibited.

Fixed Income Portfolio - Long Credit

• Permitted assets include U.S. government and agency securities, corporate securities, mortgage-backed securities, investment-grade private placements, surplus notes, trust preferred, e-caps, and hybrids, money-market securities, and senior and subordinated debt.

• At least 90% of securities must be U.S. Dollar denominated.

• At least 70% of the securities must be investment credit.

• Maximum position size of 5% or A rated securities and 3% for BBB rated securities.

Real Estate Portfolios

• Real estate funds should be invested primarily in direct equity positions, with debt and other investments representing less than 25% of the fund.

• Leverage should be no more than 70% of the market value of the fund.

• Investments should be focused on existing income-producing properties, with land and development properties representing less than 40% of the fund.

Hedge Fund-of-Funds

• The fund should be invested in a minimum of 20 individual partnerships.

• No individual partnership should exceed 10% of the fund-of-funds.

• The fund should be diversified across several different “styles” of partnerships, including event-driven strategies, fixed income arbitrage and trading, and other arbitrage strategies.  The fund generally should not be invested in emerging markets, short-term only, traditional Commodity Trading Advisor’s or derivative-only strategies.

The use of futures and options positions which leverage portfolio positions through borrowing, short sales, or other encumbrances of the Plan’s assets is prohibited:

• Debt portfolios and hedge fund-of-funds are exempt from the prohibition on derivative use.

• Execution of target allocation rebalancing may be implemented through short to intermediate-term use of derivatives overlay strategies.

• The notional value of derivative positions shall not exceed 20% of the total pension fund’s value at any given time.

During 2011, the retirement committee changed the pension plan’s investment policy to create a liability hedging portfolio based on the plan’s funded ratio. The following chart shows the resulting dynamic asset allocation based on the funded ratio at December 31, 2011:

	PERCENT OF TOTAL PLAN ASSETS*
	MINIMUM		TARGET		MAXIMUM
Return-seeking
Domestic equity			19	%
International equity			18	%
Real estate			8	%
Hedge fund-of-funds			2	%
Total return-seeking	42	%	47	%	52	%
Liability hedging
Fixed income- long government/credit			18	%
Fixed income - long credit			35	%
Total liability hedging	48	%	53	%	58	%
*Minimums and maximums within subcategories not intended to equal total for category.

The estimated impact of future Medicare subsidies reduced the January 1, 2011, and 2010 accumulated postretirement benefit obligation by $0.4 million and $0.8 million, respectively, and reduced the other benefit costs for the years ended December 31, 2011, and 2010 as follows.

	AT DECEMBER 31,
(THOUSANDS)	2011			2010
Components of other benefit costs:
(Increase) reduction in interest cost	$	(24	)	$	(45	)
Reduction in net loss amortization	195			222
Reduction in prior period service cost amortization	50			397
Reduction in net other benefit cost	$	221		$	574

The assumed health care cost trend rates used to measure the expected cost of other benefits was 9.0% in 2012, 2011, and 2010. The rate declines to 5.0% by 2030 and remains at 5.0% thereafter. Assumed health care cost trend rates have a significant effect on the amount reported for the health care plans. A one-percentage point change in assumed health care cost trend rates would have the following effects on other benefits.

	ONE-PERCENTAGE POINT
(THOUSANDS)	INCREASE		DECREASE
Effect on total of service and interest cost components	$	8	$	(90	)
Effect on postretirement benefit obligation	$	361	$	(285	)

The projected benefit payments and projected receipts pursuant to Medicare Part D subsidy, the employee pension plan, and other benefits obligation plan for each year through 2016 and the next five years thereafter are listed in the following table.

97

CLECO CORPORATION CLECO POWER 2011 FORM 10-K

(THOUSANDS)	PENSION BENEFITS		OTHER BENEFITS, GROSS		MEDICARE D, RECEIPTS
2012	$	13,867	$	3,075	$	374
2013	$	14,681	$	3,254	$	—
2014	$	15,573	$	3,503	$	—
2015	$	16,459	$	3,732	$	—
2016	$	17,446	$	3,940	$	—
Next five years	$	105,623	$	20,591	$	—

SERP

Certain Cleco executive officers are covered by the SERP. The SERP is a non-qualified, non-contributory, defined benefit pension plan.  Benefits under the plan reflect an employee’s years of service, age at retirement, and the sum of the highest base salary paid out of the last five calendar years and the average of the three highest bonuses paid during the 60 months prior to retirement, reduced by benefits received from any other defined benefit pension plan, SERP Plan or Cleco contributions under the enhanced 401(k) Plan to the extent such contributions exceed the limits of the 401(k) Plan.  Cleco Corporation does not fund the SERP liability, but instead pays for current benefits out of the general funds available. Cleco Power has formed a Rabbi Trust designated as the beneficiary for life insurance policies issued on the SERP participants. Proceeds from the life insurance policies are expected to be used to pay the SERP participants’ life insurance benefits, as well as future SERP payments. However, since SERP is a non-qualified plan, the assets of the trust could be used to satisfy general creditors of Cleco Power in the event of insolvency. All SERP benefits are paid out of the general cash available of the respective companies from which the officer retired. No contributions to the SERP were made during the three-year period ended December 31, 2011. Cleco Power is considered the plan sponsor, and Support Group is considered the plan administrator.

The SERP’s funded status at December 31, 2011, and 2010 is presented in the following table.

	SERP BENEFITS
(THOUSANDS)	2011			2010
Change in benefit obligation
Benefit obligation at beginning of year	$	42,160		$	37,227
Service cost	1,566			1,531
Interest cost	2,105			2,122
Actuarial loss	2,529			2,878
Benefits paid	(2,096		)	(1,598		)
Benefit obligation at end of year	$	46,264		$	42,160

The SERP’s accumulated benefit obligation at December 31, 2011, and 2010 is presented in the following table.

	SERP BENEFITS
(THOUSANDS)	2011		2010
Accumulated benefit obligation	$	42,410	$	38,337

The authoritative guidelines on compensation for retirement benefits require the disclosure of the net actuarial gains/losses, transition obligations/assets, and prior period service costs included in other comprehensive income as a result of being amortized as a component of net periodic benefit costs. The following table presents those items for the SERP at December 31, 2011, and 2010.

	SERP BENEFITS
(THOUSANDS)	2011		2010
Net actuarial loss occurring during year	$	2,529	$	2,878
Net actuarial loss amortized during year	$	940	$	925
Prior service cost amortized during year	$	54	$	54

The authoritative guidelines on compensation for retirement benefits also require the disclosure of the net gains/losses, transition obligations/assets, and prior period service costs/credit in accumulated other comprehensive income that have not been recognized as components of net periodic benefit costs and the amounts expected to be recognized in 2012. The following table presents those items for SERP for December 31, 2012, 2011, and 2010.

			SERP BENEFITS
(THOUSANDS)	2012		2011		2010
Net actuarial loss	$	1,195	$	15,588	$	13,969
Prior service cost	$	54	$	334	$	387

The components of the net SERP cost for 2011, 2010, and 2009 are as follows.

			SERP BENEFITS
(THOUSANDS)	2011		2010		2009
Components of periodic benefit costs:
Service cost	$	1,566	$	1,531	$	1,608
Interest cost	2,105		2,122		2,015
Amortizations:
Prior period service cost	54		54		54
Net loss	940		925		777
Net periodic benefit cost	$	4,665	$	4,632	$	4,454

The measurement date used to determine the SERP benefits is December 31. The assumptions used to determine the benefit obligation and the periodic costs are as follows.

	SERP
	2011		2010
Weighted-average assumptions used to determine the benefit obligation as of December 31:
Discount rate	4.99	%	5.26	%
Rate of compensation increase	5.00	%	5.00	%

			SERP
	2011		2010		2009
Weighted-average assumptions used to determine the net benefit cost (income) for the year ended December 31:
Discount rate	5.26	%	5.78	%	6.15	%
Rate of compensation increase	5.00	%	5.00	%	5.00	%

Liabilities relating to the SERP are reported on the individual subsidiaries’ financial statements. At December 31, 2011, and 2010, the current portion of the SERP liability for Cleco was $2.2 million and $2.0 million, respectively. At December 31, 2011, and 2010, the current portion of the SERP liability for Cleco Power was $0.8 million and $0.6 million, respectively. The expense related to the SERP reflected on Cleco Power’s Consolidated Statements of Income for the years ended December 31, 2011, 2010, and 2009 was $1.1 million, $1.2 million, and $1.1 million, respectively. Cleco Power’s allocated amount of the SERP liability was $15.0

98

CLECO CORPORATION CLECO POWER 2011 FORM 10-K

million and $14.1 million at December 31, 2011, and 2010, respectively.

The projected benefit payments for the SERP for each year through 2016 and the next five years thereafter are shown in the following table.

(THOUSANDS)	2012	2013	2014	2015	2016	NEXT FIVE YEARS
SERP	2,185	2,490	2,505	2,713	2,878	15,756

401(k)

Most employees are eligible to participate in the 401(k) Plan. Under the 401(k) Plan, Cleco Corporation makes matching contributions and funds dividend reinvestments with cash. Cleco’s 401(k) Plan expense for the years ended December 31, 2011, 2010, and 2009 is as follows:

	FOR THE YEAR ENDED DECEMBER 31,
(THOUSANDS)	2011		2010		2009
401(k) Plan expense	$	3,917	$	3,709	$	3,751

Cleco Power is the plan sponsor for the 401(k) Plan. The expense of the 401(k) Plan related to Cleco Corporation’s other subsidiaries was $0.9 million, $0.8 million, and $1.0 million for the years ended December 31, 2011, 2010, and 2009, respectively.

Note 9 — Income Taxes

Cleco

For the years ended December 31, 2011, and 2009, income tax expense was lower than the amount computed by applying the statutory federal rate to income before tax. For the year ended December 31, 2010, income tax expense was higher than the amount computed by applying the statutory federal rate to income before tax. The differences are as follows.

	FOR THE YEAR ENDED DECEMBER 31,
(THOUSANDS, EXCEPT FOR %)	2011			2010			2009
Income before tax	$	298,745		$	397,889		$	115,886
Statutory rate	35.0		%	35.0		%	35.0		%
Tax at federal statutory rate	$	104,561		$	139,261		$	40,560
Increase (decrease):
Plant differences, including AFUDC flowthrough	(1,758		)	(7,757		)	(30,212		)
Amortization of investment tax credits	(1,238		)	(1,285		)	(1,332		)
State tax expense	2,155			11,897			4,763
Audit settlement	10,782			—			—
Other	(11,605		)	382			(4,200		)
Total taxes	$	102,897		$	142,498		$	9,579
Effective Rate	34.4		%	35.8		%	8.3		%

Information about current and deferred income tax expense is as follows.

	FOR THE YEAR ENDED DECEMBER 31,
(THOUSANDS)	2011			2010			2009
Current federal income tax expense	$	77,659		$	75,337		$	16,080
Deferred federal income tax expense (benefit)	26,577			56,047			(9,880		)
Amortization of accumulated deferred investment tax credits	(1,238		)	(1,285		)	(1,332		)
Total federal income tax expense	$	102,998		$	130,099		$	4,868
Current state income tax expense	2,857			13,572			814
Deferred state income tax (benefit) expense	(2,958		)	(1,173		)	3,897
Total state income tax (benefit) expense	$	(101	)	$	12,399		$	4,711
Total federal and state income tax expense	$	102,897		$	142,498		$	9,579
Items charged or credited directly to shareholders’ equity
Federal deferred	(8,908		)	2,210			(1,200		)
State deferred	(1,439		)	357			(194		)
Total tax benefit from items charged directly to shareholders’ equity	$	(10,347	)	$	2,567		$	(1,394	)
Total federal and state income tax expense	$	92,550		$	145,065		$	8,185

The $12.9 million change in total tax benefit from items charged directly to shareholders' equity in 2011 compared to 2010 was primarily due to the tax effect of other post-employment benefit adjustments booked to accumulated other comprehensive income and interest rate derivatives.

The balance of accumulated deferred federal and state income tax assets and liabilities at December 31, 2011, and 2010 was comprised of the following.

	AT DECEMBER 31,
(THOUSANDS)	2011			2010
Depreciation and property basis differences	$	(594,135	)	$	(527,014	)
Net operating loss	18,542			—
Fuel costs	(6,135		)	(6,500		)
Mark-to-market	—			1,845
Deferred carrying charges	11,327			26,567
SERP – other comprehensive income	16,621			6,274
Regulated operations regulatory liability	(83,965		)	(75,080		)
Postretirement benefits other than pension	(9,486		)	9,902
New markets tax credit	36,398			16,667
Other	(9,844		)	(1,766		)
Accumulated deferred federal and state income taxes	$	(620,677	)	$	(549,105	)

Valuation allowances are recorded to reduce deferred tax assets when it is more likely than not that a tax benefit will not be realized. In 2010, a $1.2 million valuation allowance against the $2.7 million deferred tax asset on capital loss carryforwards was reflected on the Consolidated Balance Sheet of Cleco. The previously recorded $1.2 million valuation allowance was reversed in the second quarter of 2011 due to capital gains generated by the disposition of Acadia Unit 2. In addition, as of December 31, 2011, Cleco had a deferred tax asset resulting from new markets tax credit carryforwards of $55.2 million. If the new markets tax credit carryforwards are not utilized, they will begin to expire in 2029. Management considers it more likely than not that all deferred tax assets related to new markets tax credit carryforwards will be realized; therefore, no valuation allowance has been recorded.

As of December 31, 2011, Cleco generated federal net operating losses and state net operating losses of $47.3 million and $40.1 million, respectively, which will expire in 2031 and 2026. Cleco considers it more likely than not that these losses will be utilized to reduce future income taxes.

99

CLECO CORPORATION CLECO POWER 2011 FORM 10-K

Cleco Power

Income tax expense is lower than the amount computed by applying the statutory rate to income before tax, as follows.

	FOR THE YEAR ENDED DECEMBER 31,
(THOUSANDS, EXCEPT FOR %)	2011			2010			2009
Income before tax	$	212,244		$	222,512		$	126,463
Statutory rate	35.0		%	35.0		%	35.0		%
Tax at federal statutory rate	$	74,285		$	77,879		$	44,262
Increase (decrease):
Plant differences, including AFUDC flowthrough	(1,758		)	(7,757		)	(30,212		)
Amortization of investment tax credits	(1,238		)	(1,285		)	(1,332		)
State tax expense	(853		)	5,798			5,131
Other	(1,027		)	472			(2,552		)
Total tax expense	$	69,409		$	75,107		$	15,297
Effective Rate	32.7		%	33.8		%	12.1		%

Information about current and deferred income tax expense is as follows.

	FOR THE YEAR ENDED DECEMBER 31,
(THOUSANDS)	2011			2010			2009
Current federal income tax expense	$	23,347		$	35,132		$	11,920
Deferred federal income tax expense	47,763			40,237			912
Amortization of accumulated deferred investment tax credits	(1,238		)	(1,285		)	(1,332		)
Total federal income tax expense	$	69,872		$	74,084		$	11,500
Current state income tax expense	1,691			6,704			1,480
Deferred state income tax (benefit) expense	(2,154		)	(5,681		)	2,317
Total state income tax (benefit) expense	$	(463	)	$	1,023		$	3,797
Total federal and state income taxes	$	69,409		$	75,107		$	15,297
Items charged or credited directly to shareholders’ equity
Federal deferred	(8,580		)	2,532			(620		)
State deferred	(1,386		)	409			(100		)
Total tax benefit from items charged directly to shareholders’ equity	$	(9,966	)	$	2,941		$	(720	)
Total federal and state income tax expense	$	59,443		$	78,048		$	14,577

The $12.9 million change in total tax benefit from items charged directly to shareholders' equity in 2011 compared to 2010 was primarily due to the tax effect of other post-employment benefit adjustments booked to accumulated other comprehensive income and interest rate derivatives.

The balance of accumulated deferred federal and state income tax assets and liabilities at December 31, 2011, and 2010 was comprised of the following.

	AT DECEMBER 31,
(THOUSANDS)	2011			2010
Depreciation and property basis differences	$	(592,634	)	$	(551,909	)
Net operating loss	16,390			—
Fuel costs	(6,125		)	(6,490		)
Mark-to-market	—			1,628
Deferred carrying charges	11,327			26,567
SERP - other comprehensive income	11,984			2,019
Regulated operations regulatory liability	(83,965		)	(75,080		)
Postretirement benefits other than pension	(22,461		)	(2,503		)
Other	9,478			7,005
Accumulated deferred federal and state income taxes	$	(656,006	)	$	(598,763	)

Valuation allowances are recorded to reduce deferred tax assets when it is more likely than not that a tax benefit will not be realized. In 2010, a $1.2 million valuation allowance against the $2.7 million deferred tax asset on capital loss carryforwards was reflected on the Consolidated Balance Sheet of Cleco Power. The previously recorded $1.2 million valuation allowance was reversed in the second quarter of 2011 due to capital gains generated by the disposition of Acadia Unit 2.

As of December 31, 2011, Cleco Power generated federal net operating losses and state net operating losses of $43.7 million and $36.0 million, respectively, which will expire in 2031 and 2026. Cleco Power considers it more likely than not that these losses will be utilized to reduce future income taxes.

Uncertain Tax Positions

Cleco classifies all interest related to uncertain tax positions as a component of interest payable and interest expense. The total amounts of uncertain tax positions and related interest payable and interest expense, as reflected on Cleco Corporation and Cleco Power’s Consolidated Balance Sheets and Statements of Income, are shown in the following tables:

	AT DECEMBER 31,
(THOUSANDS)	2011		2010
Interest payable
Cleco Corporation	$	13,843	$	41,018
Cleco Power	$	17,327	$	15,211

	FOR THE YEAR ENDED DECEMBER 31,
(THOUSANDS)	2011			2010			2009
Interest charges
Cleco Corporation	$	(25,795	)	$	3,930		$	8,239
Cleco Power	$	3,495		$	(5,448	)	$	3,336

The total liability for unrecognized tax benefits for Cleco and Cleco Power at December 31, 2011, 2010, and 2009 is shown in the following table:

Cleco
(THOUSANDS)	LIABILITY FOR UNRECOGNIZED TAX BENEFITS
Balance at January 1, 2009	$	84,918
Reduction for tax positions of current period	(15,126		)
Additions for tax positions of prior years	59,443
Reduction for tax positions of prior years	—
Reduction for lapse of statute of limitations	—
Balance at December 31, 2009	$	129,235
Reduction for tax positions of current period	(5,738		)
Additions for tax positions of prior years	511
Reduction for tax positions of prior years	(6,146		)
Reduction for settlement with tax authority	(15,077		)
Reduction for lapse of statute of limitations	—
Balance at December 31, 2010	$	102,785
Reduction for tax positions of current period	(4,129		)
Additions for tax positions of prior years	11,031
Reduction for tax positions of prior years	(8,670		)
Reduction for settlement with tax authority	(44,782		)
Reduction for lapse of statute of limitations	—
Balance at December 31, 2011	$	56,235

100

CLECO CORPORATION CLECO POWER 2011 FORM 10-K

Cleco Power
(THOUSANDS)	LIABILITY FOR UNRECOGNIZED TAX BENEFITS
Balance at January 1, 2009	$	60,536
Reduction for tax positions of current period	(11,499		)
Additions for tax positions of prior years	35,323
Reduction for tax positions of prior years	—
Reduction for lapse of statute of limitations	—
Balance at December 31, 2009	$	84,360
Reduction for tax positions of current period	(2,202		)
Additions for tax positions of prior years	3
Reduction for tax positions of prior years	(6,109		)
Reduction for settlement with tax authority	(15,077		)
Reduction for lapse of statute of limitations	—
Balance at December 31, 2010	$	60,975
Reduction for tax positions of current period	(4,018		)
Additions for tax positions of prior years	4,271
Reduction for tax positions of prior years	(8,670		)
Reduction for settlement with tax authority	—
Reduction for lapse of statute of limitations	—
Balance at December 31, 2011	$	52,558

The federal income tax years that remain subject to examination by the IRS are 2001 through 2011. The Louisiana state income tax years that remain subject to examination by the Louisiana Department of Revenue are 2001 through 2011. In December 2010, Cleco deposited $52.2 million with the IRS associated with the years currently under audit, of which $45.9 million reduced accrued income taxes payable and $6.3 million reduced accrued interest payable. In February 2011, Cleco deposited an additional $8.2 million with the IRS associated with the years currently under audit, which reduced income taxes payable. Of the $60.4 million deposited, $42.8 million remains to offset tax and interest liabilities for tax years subsequent to 2003.

Cleco is currently under audit by the IRS which has proposed adjustments to taxes for various issues, including but not limited to, depreciable tax lives, bonus depreciation, deductible storm costs, research and experimentation costs, domestic production activities deduction, and repair allowance deductions. Cleco estimates that it is reasonably possible that the balance of unrecognized tax benefits as of December 31, 2011, could decrease by a maximum of $27.2 million for Cleco and $27.5 million for Cleco Power in the next 12 months as a result of reaching a settlement with the IRS. The settlement could involve the payment of additional taxes, the adjustment of deferred taxes, and/or the recognition of tax benefits, which may have an effect on Cleco’s effective tax rate.

On October 13, 2011, Cleco entered into an agreement to settle the 2001 through 2003 audit cycle with the IRS. As a

result of the agreement, Cleco made a miscellaneous other federal income tax payment in accordance with Revenue Procedure 2001-18 in the amount of $13.2 million, and no interest was assessed. Cleco has reversed $31.6 million of previously accrued federal and state interest expense and the corresponding deferred tax benefit of $12.1 million.

Note 10 — Disclosures about Segments

Cleco

Cleco’s reportable segments are based on its method of internal reporting, which disaggregates business units by first-tier subsidiary. Cleco’s reportable segments are Cleco Power and Midstream. The reconciling items in the following tables consist of the holding company, a shared services subsidiary, two transmission interconnection facilities, and an investment subsidiary.

Each reportable segment engages in business activities from which it earns revenue and incurs expenses. Segment managers report periodically to Cleco’s Chief Executive Officer (the chief operating decision-maker) with discrete financial information and, at least quarterly, present discrete financial information to Cleco Corporation’s Board of Directors. Each reportable segment prepared budgets for 2011 that were presented to and approved by Cleco Corporation’s Board of Directors.

The financial results of Cleco’s segments are presented on an accrual basis. Management evaluates the performance of its segments and allocates resources to them based on segment profit and the requirements to implement new strategic initiatives and projects to meet current business objectives. Material intercompany transactions occur on a regular basis. These intercompany transactions relate primarily to joint and common administrative support services provided by Support Group. For information on these services, see Note 15 — “Affiliate Transactions.”

In accordance with authoritative guidance, Cleco was required to reconsolidate Evangeline with its consolidated financial statements and discontinue reporting its investment in Evangeline on the equity method of accounting. As a result, effective January 1, 2010, the assets and liabilities of Evangeline are no longer represented by one line item corresponding to Midstream’s equity investment in Evangeline but instead are being reported in the corresponding line items in the consolidated financial statements of Midstream. Effective January 1, 2010, Evangeline’s revenues and expenses are being reported on several line items, as compared to previously being netted and reported on one line item as equity income (loss) from investees on Midstream.

101

CLECO CORPORATION CLECO POWER 2011 FORM 10-K

SEGMENT INFORMATION
2011 (THOUSANDS)	CLECO POWER			MIDSTREAM			RECONCILING ITEMS			ELIMINATIONS			CONSOLIDATED
Revenue
Electric operations	$	1,051,956		$	—		$	—		$	—		$	1,051,956
Tolling operations	—			19,004			—			—			19,004
Other operations	50,948			9			2,011			(6		)	52,962
Electric customer credits	(6,811		)	—			—			—			(6,811		)
Affiliate revenue	1,389			45			53,068			(54,300		)	202
Operating revenue, net	$	1,097,482		$	19,058		$	55,079		$	(54,306	)	$	1,117,313
Depreciation	$	112,846		$	5,872		$	1,072		$	—		$	119,790
Interest charges	$	97,090		$	(28,996	)	$	2,405		$	159		$	70,658
Interest income	$	630		$	25		$	77		$	159		$	891
Equity income (loss) from investees, before tax	$	—		$	62,053		$	(3	)	$	—		$	62,050
Federal and state income tax expense (benefit)	$	69,409		$	44,637		$	(11,149	)	$	—		$	102,897
Segment profit(1)	$	142,835		$	42,792		$	10,221		$	—		$	195,848
Additions to long-lived assets	$	201,980		$	8,437		$	1,278		$	—		$	211,695
Equity investment in investees	$	14,532		$	—		$	8		$	—		$	14,540
Total segment assets	$	3,726,471		$	233,666		$	201,074		$	(111,009	)	$	4,050,202
(1) Reconciliation of segment profit to consolidated profit:	Segment profit									$	195,848
	Unallocated items:
	Preferred dividends requirements									26
	Preferred stock redemption costs									112
	Net income applicable to common stock									$	195,710

2010 (THOUSANDS)	CLECO POWER			MIDSTREAM		RECONCILING ITEMS			ELIMINATIONS			CONSOLIDATED
Revenue
Electric operations	$	1,086,102		$	—	$	—		$	—		$	1,086,102
Tolling operations	—			26,067		—			—			26,067
Other operations	42,578			3		1,959			(11		)	44,529
Electric customer credits	(9,596		)	—		—			—			(9,596		)
Affiliate revenue	1,371			960		47,924			(48,691		)	1,564
Operating revenue, net	$	1,120,455		$	27,030	$	49,883		$	(48,702	)	$	1,148,666
Depreciation	$	105,586		$	5,779	$	838		$	—		$	112,203
Interest charges	$	78,731		$	7,140	$	10,551		$	(646	)	$	95,776
Interest income	$	379		$	—	$	675		$	(645	)	$	409
Equity income from investees, before tax	$	—		$	38,848	$	1		$	—		$	38,849
Gain on toll settlement	$	—		$	148,402	$	—		$	—		$	148,402
Federal and state income tax expense (benefit)	$	75,107		$	71,255	$	(3,864	)	$	—		$	142,498
Segment profit (loss)(1)	$	147,405		$	114,467	$	(6,480	)	$	(1	)	$	255,391
Additions to long-lived assets	$	449,052		$	2,113	$	2,056		$	—		$	453,221
Equity investment in investees	$	13,073		$	73,648	$	11		$	—		$	86,732
Total segment assets	$	3,795,205		$	316,165	$	401,663		$	(351,623	)	$	4,161,410
(1) Reconciliation of segment profit to consolidated profit:	Segment profit								$	255,391
	Unallocated items:
	Preferred dividends requirements								46
	Net income applicable to common stock								$	255,345

102

CLECO CORPORATION CLECO POWER 2011 FORM 10-K

2009 (THOUSANDS)	CLECO POWER		MIDSTREAM			RECONCILING ITEMS			ELIMINATIONS			CONSOLIDATED
Revenue
Electric operations	$	808,646	$	—		$	—		$	—		$	808,646
Other operations	33,558		1			102			(10		)	33,651
Affiliate revenue	1,395		8,748			46,308			(44,990		)	11,461
Operating revenue, net	$	843,599	$	8,749		$	46,410		$	(45,000	)	$	853,758
Depreciation	$	77,064	$	177		$	963		$	—		$	78,204
Interest charges	$	58,562	$	7,408		$	(9,717	)	$	(5,198	)	$	51,055
Interest income	$	1,449	$	—		$	5,261		$	(5,198	)	$	1,512
Equity (loss) income from investees, before tax	$	—	$	(19,339	)	$	1,916		$	—		$	(17,423	)
Federal and state income tax expense (benefit)	$	15,297	$	(11,027	)	$	5,309		$	—		$	9,579
Segment profit (loss)(1)	$	111,166	$	(17,730	)	$	12,871		$	—		$	106,307
Additions to long-lived assets	$	235,385	$	55		$	980		$	—		$	236,420
Equity investment in investees	$	12,873	$	223,652		$	15,093		$	(1	)	$	251,617
Total segment assets	$	3,363,962	$	270,713		$	383,058		$	(322,886	)	$	3,694,847
(1) Reconciliation of segment profit to consolidated profit:	Segment profit								$	106,307
	Unallocated items:
	Preferred dividends requirements								46
	Net income applicable to common stock								$	106,261

Cleco Power

Cleco Power is a vertically integrated, regulated electric utility operating within Louisiana and is viewed as one unit by management. Discrete financial reports are prepared only at the company level. This approach is consistent with the standards applicable to segment reporting as defined by the authoritative guidance on segment reporting.

Note 11 — Electric Customer Credits

Beginning in 2010, the amount of Cleco Power’s yearly retail earnings is subject to the terms of a FRP established by the LPSC. The new rates and the FRP became effective upon commencement of commercial operations at Madison Unit 3 on February 12, 2010. The 2010 FRP establishes a target return on equity and requires all or a portion of regulated earnings for each yearly review period above the targeted regulatory rate of return on equity to be credited to Cleco Power’s retail customers. The 2010 FRP allows Cleco Power the opportunity to earn a target return on equity of 10.7%, including returning to retail customers 60.0% of retail earnings between 11.3% and 12.3% and all retail earnings over 12.3%.The amount of credits due customers, if any, is determined by Cleco Power and the LPSC annually. The 2010 FRP established that Cleco Power file monitoring reports for both the 12 months ended June 30, 2010, and September 30, 2010, on or before October 31, 2010, and January 31, 2011, respectively. Beginning in 2011, Cleco Power began filing annual monitoring reports no later than October 31 for the 12-month period ending June 30.

On October 29, 2010, Cleco Power filed its report for the 12 months ended June 30, 2010, which indicated that no refund was due for this period. On January 28, 2011, Cleco Power filed its report for the 12 months ended September 30, 2010, which indicated that $9.0 million was due to be returned to customers. On June 23, 2011, the LPSC Staff completed its review of this report and determined that the results presented by Cleco Power in the September 30, 2010 filing were consistent with the terms of the 2010 FRP and that no changes were necessary. Cleco Power issued refunds for this filing on customers’ bills in the third quarter of 2011. On October 31, 2011, Cleco Power filed its report for the 12 months ended June 30, 2011. As of December 31, 2011, Cleco Power had accrued $5.1 million to be returned to customers based on the

results for the 12-month period ended June 30, 2011. The ultimate amount of any customer refund is subject to LPSC approval. The accrual for estimated electric customer credits reflected on Cleco Corporation and Cleco Power’s Consolidated Balance Sheets at December 31, 2011, and 2010 was $7.3 million and $9.6 million, respectively.

Note 12 — Variable Interest Entities

Cleco reports its investments in VIEs in accordance with the authoritative guidance. Cleco and Cleco Power report the investment in Oxbow on the equity method of accounting. Under the equity method, the assets and liabilities of this entity are reported as equity investment in investees on Cleco Corporation and Cleco Power’s Consolidated Balance Sheets. The revenue and expenses (excluding income taxes) of this entity are netted and reported as equity income or loss from investees on Cleco Corporation and Cleco Power’s Consolidated Statements of Income.

Prior to April 30, 2011, Cleco also reported its investment in Cajun on the equity method of accounting. In conjunction with the disposition of Acadia Unit 2, APH received 100% ownership in Acadia in exchange for its 50% interest in Cajun, and Acadia became a consolidated subsidiary of APH.

Prior to January 1, 2010, Cleco also reported its investment in Evangeline and certain other subsidiaries on the equity method of accounting. In compliance with authoritative guidance, Cleco prospectively reconsolidated these subsidiaries on January 1, 2010. Beginning January 1, 2010, Evangeline’s and certain other subsidiaries’ assets, liabilities, revenues, expenses, and cash flows are prospectively presented on the corresponding line items of Cleco’s financial statements.

Consolidated VIEs

Acadia

On April 29, 2011, Acadia completed its disposition of Acadia Unit 2 to Entergy Louisiana for $298.8 million. Following the disposition, Acadia no longer owns any materials and supply inventory, property, plant, and equipment, or land. Acadia has minimal ongoing operations relating only to settling accounts receivable and accounts payable resulting from operations prior to the closing of the transaction and servicing

103

CLECO CORPORATION CLECO POWER 2011 FORM 10-K

indemnifications Cleco assumed in the transaction. For more information on the Acadia Unit 2 transaction, see Note 18 — “Acadia Transactions — Acadia Unit 2.”

The following tables contain summarized financial information for Cajun through the disposition of Acadia Unit 2.

(THOUSANDS)	AT DECEMBER 31, 2010
Current assets	$	7,133
Property, plant, and equipment, net	203,793
Total assets	$	210,926
Current liabilities	$	1,950
Other liabilities	9,429
Partners’ capital	199,547
Total liabilities and partners’ capital	$	210,926

	FOR THE YEAR ENDED DECEMBER 31,
(THOUSANDS)	2011		*	2010
Operating revenue	$	5,227		$	49,273
Operating expenses	5,914			57,496
Gain on sale of assets	71,422			81,845
Other income	929			4,074
Income before taxes	$	71,664		$	77,696

* The 2011 income statement includes only activity prior to the April 29, 2011, reconsolidation.

Other liabilities at December 31, 2010, represented an indemnification liability related to the Cleco Power transaction. For more information on Acadia’s indemnification liability, see Note 14 — “Litigation, Other Commitments and Contingencies, and Disclosures about Guarantees — Disclosures about Guarantees.”

Prior to the reconsolidation, income tax expenses related to Cajun were recorded on APH’s financial statements. For the four months ended April 30, 2011, income taxes related to Cajun on APH’s financial statements were $24.0 million. For the year ended December 31, 2010, tax expenses recorded on APH’s financial statements were $14.7 million.

In connection with the Entergy Louisiana transaction, APH has agreed to indemnify the third-party owners of Cajun and their affiliates against their share of Acadia’s contingent obligations related to the transaction. For more information on the Entergy Louisiana indemnification, see Note 14 — “Litigation, Other Commitments and Contingencies, and Disclosures about Guarantees — Disclosures about Guarantees.”

Evangeline

Based on an analysis using authoritative guidance regarding consolidations in effect prior to January 1, 2010, Cleco determined it was not the primary beneficiary of Evangeline and used the equity method to account for its investment in the prior periods. Upon implementation of amended authoritative guidance regarding consolidations effective January 1, 2010, Cleco determined it was the primary beneficiary and began to prospectively consolidate Evangeline. Cleco’s determination was primarily based on Cleco’s ability to control Evangeline’s significant activities. Cleco recognized no gain or loss upon the consolidation of Evangeline.

Evangeline’s creditors do not have recourse to Cleco’s general credit and there are no terms of agreement that could require Cleco to provide financial support to Evangeline.

The following table contains summarized financial information for Evangeline.

(THOUSANDS)	FOR THE YEAR ENDED DECEMBER 31, 2009
Operating revenue		$	59,852
Operating expenses		27,721
Depreciation		5,535
Interest charges		28,675
Other expense		(17		)
Loss before taxes		$	(2,096	)

Evangeline recorded an income tax benefit of $0.7 million for the year ended December 31, 2009.

Other Subsidiaries 100% owned by Cleco Corporation

The information for Perryville and Attala is aggregated because their method of operation, size, and risk are materially similar. Both entities own transmission assets, provide transmission services to one customer under a long-term contract at a FERC-approved cost of service rate, and are capitalized with 100% equity.

Based on an analysis using authoritative guidance regarding consolidations in effect prior to January 1, 2010, Cleco determined it was not the primary beneficiary of these entities and used the equity method to account for its investment in the prior periods. Upon implementation of amended authoritative guidance regarding consolidations effective January 1, 2010, Cleco determined it was the primary beneficiary and began to prospectively consolidate these two entities. Cleco’s determination was primarily based on Cleco’s ability to control Perryville and Attala’s significant activities. Cleco recognized no gain or loss upon the consolidation of Perryville and Attala.

Perryville and Attala’s creditors do not have recourse to Cleco’s general credit, and there are no terms of agreement that could require Cleco to provide financial support to Perryville and Attala.

The following table contains summarized financial information for Perryville and Attala.

(THOUSANDS)	FOR THE YEAR ENDED DECEMBER 31, 2009
Operating revenue		$	1,959
Operating expense		586
Other income		34
Interest income		501
Income before taxes		$	1,908

Interest income for the year ended December 31, 2009, includes $0.5 million of interest related to amended tax returns. Perryville and Attala recorded income tax expense of $0.7 million for the year ended December 31, 2009.

Equity Method VIEs

Equity investment in investees at December 31, 2011, primarily represented Cleco Power’s $14.5 million investment in Oxbow. Equity investments which are less than 100% owned by Cleco Innovations LLC represented less than $0.1 million of the total balance.

The following table presents the equity income (loss) from each investment accounted for using the equity method. For more information regarding the balances for Cleco’s equity investments in Cajun, Evangeline, and certain other subsidiaries, see “— Consolidated VIEs” above.

104

CLECO CORPORATION CLECO POWER 2011 FORM 10-K

	FOR THE YEAR ENDED DECEMBER 31,
(THOUSANDS)	2011			2010		2009
Cajun	$	62,053		$	38,848	$	(17,243	)
Evangeline	—			—		(2,096		)
Other subsidiaries 100% owned by Cleco Corporation	—			—		1,908
Subsidiaries less than 100% owned by Innovations LLC	(3		)	1		8
Total equity income (loss)	$	62,050		$	38,849	$	(17,423	)

Oxbow

Oxbow is owned 50% by Cleco Power and 50% by SWEPCO and is accounted for as an equity method investment. Cleco Power is not the primary beneficiary because it shares the power to control Oxbow’s significant activities with SWEPCO. Cleco’s current assessment of its maximum exposure to loss related to Oxbow at December 31, 2011, consisted of its equity investment of $14.5 million. The following table presents the components of Cleco Power’s equity investment in Oxbow.

	AT DECEMBER 31,
INCEPTION TO DATE (THOUSANDS)	2011		2010
Purchase price	$	12,873	$	12,873
Cash contributions	1,659		200
Total equity investment in investee	$	14,532	$	13,073

The following table compares the carrying amount of Oxbow’s assets and liabilities with Cleco’s maximum exposure to loss related to its investment in Oxbow.

	AT DECEMBER 31,
(THOUSANDS)	2011		2010
Oxbow’s net assets/liabilities	$	29,065	$	26,146
Cleco Power’s 50% equity	$	14,532	$	13,073
Cleco’s maximum exposure to loss	$	14,532	$	13,073

The following tables contain summarized financial information for Oxbow.

	AT DECEMBER 31,
(THOUSANDS)	2011		2010
Current assets	$	1,711	$	583
Property, plant, and equipment, net	23,339		23,597
Other assets	4,128		2,141
Total assets	$	29,178	$	26,321
Current liabilities	$	40	$	175
Other liabilities	73		—
Partners’ capital	29,065		26,146
Total liabilities and partners’ capital	$	29,178	$	26,321

	FOR THE YEAR ENDED DECEMBER 31,
(THOUSANDS)	2011		2010		*	2009
Operating revenue	$	1,781	$	931		$	—
Operating expenses	1,781		931			—
Income before taxes	$	—	$	—		$	—

* 2010 was Oxbow’s first full year of operation.

Oxbow’s property, plant, and equipment, net consists of land and lignite reserves. The lignite reserves are intended to be used to provide fuel to the Dolet Hills Power Station. DHLC mines the lignite reserves at Oxbow through the Amended Lignite Mining Agreement.

Oxbow has no third-party agreements, guarantees, or other third-party commitments that contain obligations affecting Cleco Power’s investment in Oxbow.

Note 13 — Operating Leases

The following is a schedule of operating leases that Cleco maintains in the ordinary course of business activities. The majority of Cleco’s operating leases are for line construction and operating vehicles and for railcars for coal deliveries, which are utilized by Cleco Power. The remaining leases provide for office and operating facilities and office equipment. These leases have various terms and expiration dates. The following table is a summary of expected operating lease payments for Cleco and Cleco Power for the years indicated.

			YEAR ENDING DECEMBER 31,
(THOUSANDS)	CLECO		CLECO POWER		TOTAL
2012	$	24	$	12,412	$	12,436
2013	4		12,540		12,544
2014	5		4,048		4,053
2015	—		3,900		3,900
2016	—		3,325		3,325
Thereafter	—		16,836		16,836
Total operating lease payments	$	33	$	53,061	$	53,094

Cleco’s operating leases for line construction and maintenance vehicles have a term of seven years with an additional one-year renewal. The lease payment is determined by taking the equipment’s original cost multiplied by the adjusted rental factor. Contingent rents are based on the change in the LIBOR rate at May 15, 2001, compared to December 31, 2011, 2010, and 2009. For the years ended December 31, 2011, 2010, and 2009, lease expenses of $1.0 million, $1.1 million, and $1.4 million, respectively, were recognized. Contingent rents were less than $0.1 million for each of the years ended December 31, 2011, 2010, and 2009.

The railcar leases are divided into two groups. The first group has 120 railcars, and the lease expires on March 31, 2021. The second group has 121 railcars, and the lease expires on March 31, 2017. Cleco Power pays a monthly rental fee per car. For each of the years ended December 31, 2011, 2010, and 2009, an operating lease expense of $1.1 million was recognized. The railcar leases do not contain contingent rent payments.

Cleco Power’s operating leases for line construction and service vehicles have lease terms from five to seven years. The lease payment is determined by taking the equipment’s acquisition cost multiplied by the rental payment factor. For the years ended December 31, 2011, and 2010, an operating lease expense of $0.4 million and $0.2 million was recognized, respectively. The vehicle leases do not contain contingent rent payments.

Cleco’s operating leases for vehicles, office and operating facilities, and office equipment had lease terms from three to ten years. The monthly lease payment was determined by summing the monthly equipment amortization with the lowest monthly interest rate multiplied by the amortized value. Contingent rents were calculated by comparing the difference between the lowest rate at December 1984 to the lowest rate at December of each year. In November 2009, Cleco Power purchased all vehicles and equipment under this lease agreement and as a result there was no lease expense or contingent rent recognized for the years ended December 31, 2011, and 2010. For the year ended December 31, 2009,

105

CLECO CORPORATION CLECO POWER 2011 FORM 10-K

lease expenses of $6.5 million was recognized. For the year ended December 31, 2009, contingent rents were $0.5 million. For more information regarding operating leases, see Note 14 — “Litigation, Other Commitments and Contingencies, and Disclosures about Guarantees — Other Commitments — CBL Capital Corporation.”

Note 14 — Litigation, Other Commitments and Contingencies, and Disclosures about Guarantees

Litigation

City of Alexandria

On June 22, 2005, the City of Alexandria, Louisiana (the City), a current wholesale municipal customer of Cleco Power, filed a lawsuit in Ninth Judicial District Court against Cleco Corporation, Cleco Power, and certain other subsidiaries. The lawsuit alleged unspecified damages as a result of certain sales made to the City, revenue derived by Cleco using the City’s power generating facilities under contracts with the City, and other alleged improper conduct, including, without limitation, allegations that Cleco fraudulently mishandled the management of the City’s power requirements under the contracts. The lawsuit was removed to the U.S. District Court for the Western District of Louisiana in July 2005. On February 23, 2010, the Alexandria City Council approved a settlement of the case, and on February 24, 2010, the court dismissed the case with prejudice. The settlement included a $3.0 million litigation expense reimbursement to the City and a new five-year, energy-only power supply agreement with Cleco Power. The supply agreement may be extended, at Cleco Power’s option, for two additional one-year terms. If the City performs its obligations under the new power supply agreement, then Cleco Power will pay a one-time $6.5 million performance bonus at the end of the five-year term to the City. At December 31, 2011, Cleco Power had accrued $5.8 million related to the performance bonus.

Devil’s Swamp

In October 2007, Cleco received a Special Notice for Remedial Investigation and Feasibility Study (RI/FS) from the EPA pursuant to CERCLA (also known as the Superfund statute). CERCLA establishes several classes of potentially responsible parties (PRPs) for a contaminated site, and imposes strict, joint and several liability on those PRPs for the cost of response to the contamination. The special notice requested that Cleco Corporation and Cleco Power, along with many other listed PRPs, enter into negotiations with the EPA for the performance of an RI/FS at an area known as the Devil’s Swamp Lake site just northwest of Baton Rouge, Louisiana. The EPA has identified Cleco as one of many companies sending PCB wastes for disposal to the site. The Devil’s Swamp Lake site has been proposed to be added to the National Priorities List (NPL) based on the release of PCBs to fisheries and wetlands located on the site. The EPA has yet to make a final determination on whether to add Devil’s Swamp Lake site to the NPL. The PRPs began discussing a potential proposal to the EPA in February 2008. Negotiations among the PRPs and the EPA are ongoing in regard to the RI/FS for the Devil’s Swamp Lake site, with little progress having been made since February 2008. Since this investigation is in the preliminary stages, management is unable to determine how significant Cleco’s share of the costs associated with the RI/FS and possible response action at the facility site, if any, may be a material adverse effect on the Registrants’ financial condition,

results of operations, or cash flows. 

Discrimination Complaints

On December 11, 2009, a complaint was filed in the U.S. District Court for the Western District of Louisiana (the Court) on behalf of eight current employees and four former employees alleging that Cleco discriminated against each of them on the basis of race. Each is seeking various remedies provided under applicable statutes prohibiting racial discrimination in the workplace, and together, the plaintiffs seek monetary compensation exceeding $35.0 million. On July 29, 2010, the plaintiffs moved to add an additional current employee alleging that Cleco had discriminated on the basis of race. The additional plaintiff seeks compensation of no less than $2.5 million and became the thirteenth plaintiff. On April 13, 2011, Cleco entered into a settlement with one of the current employees which resulted in a dismissal of one of the thirteen cases with prejudice. On September 22, 2011, the Court ruled on Cleco’s summary judgment motions. The judge granted and denied the motions in part, with the end result that eleven out of twelve of the remaining plaintiffs have at least one claim remaining. The Court has severed the cases of the eleven remaining plaintiffs for further proceedings, and, if necessary, trial. The discovery cut-off date is February 10, 2012, and the deadline for filing additional motions for summary judgment is March 9, 2012. None of these matters have been set for trial. In view of the uncertainty of the claims, management is not able to predict or give a reasonable estimate of the possible range, if any, of these claims.

On September 23, 2010, the New Orleans Field Office of the U.S. Equal Employment Opportunity Commission (EEOC) issued its determination that there is reason to believe that violations of Title VII of the Civil Rights Act of 1964 had occurred at one of Cleco’s training facilities on October 5, 2007. In its initial determination, the EEOC suggested that Cleco pay the charging party $0.1 million in satisfaction of any compensatory or punitive damages. Under EEOC procedures, Cleco pursued conciliation efforts to resolve the charge which resulted in a complete settlement with the charging party and the EEOC.

City of Opelousas

On March 9, 2010, a complaint was filed in the 27th Judicial District Court of St. Landry Parish, State of Louisiana, on behalf of three Cleco Power customers in Opelousas, Louisiana.  The complaint alleges that Cleco Power overcharged the plaintiffs by applying to customers in Opelousas the same retail rates as Cleco Power applies to all of its retail customers.  The plaintiffs claim that Cleco Power owes customers in Opelousas more than $30.0 million as a result of the alleged overcharges. The plaintiffs allege that Cleco Power should have established, solely for customers in Opelousas, retail rates that are separate and distinct from the retail rates that apply to other customers of Cleco Power and that Cleco Power should not collect from customers in Opelousas the storm surcharge approved by the LPSC following hurricanes Katrina and Rita. Cleco Power currently operates in Opelousas pursuant to a franchise granted to Cleco Power by the City of Opelousas in 1986 and an operating and franchise agreement dated May 14, 1991, pursuant to which Cleco Power operates its own electric facilities and leases and operates electric facilities owned by the City of Opelousas. In April 2010, Cleco Power filed a petition with the LPSC appealing to its expertise in declaring that the ratepayers of Opelousas have been properly charged the rates that are applicable to Cleco Power’s retail customers

106

CLECO CORPORATION CLECO POWER 2011 FORM 10-K

and that no overcharges have been collected. In addition, Cleco Power removed the purported class action lawsuit filed on behalf of Opelousas electric customers from the state court to the U.S. District Court for the Western District of Louisiana in April 2010, so that it could be properly addressed under the terms of the Class Action Fairness Act. On May 11, 2010, a second class action lawsuit was filed in the 27th Judicial District Court of St. Landry Parish, State of Louisiana, repeating the allegations of the first complaint, which was submitted on behalf of 249 Opelousas residents. Cleco Power has responded in the same manner as with the first class action lawsuit. On September 29, 2010, the federal court remanded both cases to the state court in which they were originally filed for further proceedings. On January 21, 2011, the presiding judge in the state court proceeding ruled that the jurisdiction to hear the two class actions resides in the state court and not with the LPSC as argued by both Cleco and the LPSC Staff. Both Cleco and the LPSC Staff appealed this ruling to the Third Circuit Court of Appeals for the State of Louisiana (Third Circuit). On September 9, 2011, the Third Circuit denied both appeals. On October 10, 2011, both Cleco and the LPSC appealed the Third Circuit’s ruling to the Louisiana Supreme Court. On November 23, 2011, the Louisiana Supreme Court granted the appeals and remanded the case to the Third Circuit for further briefing, argument, and opinion. On February 7, 2011, the administrative law judge (ALJ) in the LPSC proceeding ruled that the LPSC has jurisdiction to decide the claims raised by the class action plaintiffs. At its December 14, 2011, Business and Executive Session,the LPSC adopted the ALJ’s recommendation that Cleco be granted summary judgment in its declaratory action finding that Cleco’s ratepayers in the City of Opelousas have been served under applicable rates and policies approved by the LPSC and Cleco’s Opelousas ratepayers have not been overcharged in connection with LPSC rates or ratemaking. On January 30, 2012, the class action plaintiffs filed their appeal of such LPSC decision to the nineteenth Judicial District Court for Baton Rouge Parish, State of Louisiana. On February 15, 2012, the Third Circuit ruled that the State Court, and not the LPSC, has jurisdiction to hear the case. Cleco Power plans to seek another writ from the Louisiana Supreme Court asking that it overturn the Third Circuit decision and confirm the LPSC’s exclusive jurisdiction over this matter. In view of the uncertainty of the claims, management is not able to predict or give a reasonable estimate of the possible range of liability, if any, of these claims. However, if it is found that Cleco Power overcharged customers resulting in a refund, any such refund could have a material adverse effect on the Registrants’ results of operations, financial condition, and cash flows.

Madison Unit 3

In August 2005, Cleco Power entered into an EPC contract with Shaw to construct Madison Unit 3. Construction of Madison Unit 3 began in May 2006. In May 2006, Cleco Power and Shaw entered into an Amended EPC Contract, which contract was subsequently amended by the parties. The project achieved commercial operations on February 12, 2010, whereby Cleco Power accepted care, custody, and control of the unit. Cleco Power and Shaw submitted various claims, relating to the Amended EPC Contract, to arbitration. On April 30, 2010, Shaw filed a demand for arbitration asserting claims of $32.0 million. On June 24, 2011, Cleco and Shaw each submitted their proposed resolutions to all of the matters in dispute in this arbitration proceeding. On August 5, 2011, the arbitrator announced his decision in favor of Shaw’s claims of

Cleco Power owing Shaw $32.5 million. Cleco Power paid this amount on August 22, 2011, which was included as a cost of Madison Unit 3 and reflected as property, plant, and equipment.

At that time, Shaw had not reached project completion as defined in the Amended EPC Contract, as various performance tests, the reliability test, and specified boiler performance criteria had not been met. Under the Amended EPC Contract, Shaw had to correct the identified items, complete the performance guarantee tests, meet a 30-day reliability performance test, and correct certain warranty issues to meet final acceptance, or pay certain liquidated damages and financially settle incomplete work. The disputed items related to the liquidated damages for Shaw’s inability to meet performance guarantees, as well as for completion of minor or warranty work, were bifurcated from the arbitration proceedings. On December 7, 2011, these matters were resolved in a settlement, whereby Shaw paid Cleco Power $8.0 million in return for Cleco Power granting Shaw project completion under the Amended EPC Contract. Cleco Power has returned the letters of credit, performance and payment bonds, and Shaw’s parent guarantee and Shaw has effectively met its obligations under the Amended EPC Contract and all disputed matters are resolved.

LPSC Audits

Fuel Audit

The cost of fuel used for electric generation and the cost of power purchased for utility customers are recovered through an LPSC-established fuel adjustment clause that enables Cleco Power to pass on to its customers substantially all such charges. The LPSC Fuel Adjustment Clause General Order issued November 6, 1997, in Docket No. U-21497 provides that an audit of fuel adjustment clause filings will be performed not less than every other year. Cleco Power’s last completed fuel audit was for the years 2001 and 2002. Cleco Power currently has fuel adjustment clause filings for 2003 through 2011 subject to audit. In March 2009, the LPSC proceeded with the audit of fuel adjustment clause filings for the years 2003 through 2008. The total amount of fuel expenses included in the audit is approximately$3.26 billion. Cleco Power has responded to several sets of data requests from the LPSC and the responses are currently under review. The LPSC has not stated an amount of the fuel costs, if any, that would be disallowed and result in a refund to customers. Management is not able to predict or give a reasonable estimate of the possible range of the disallowance, if any, related to this audit. However, if a disallowance of fuel costs is ordered resulting in a refund, any such refund could have a material adverse effect on the Registrants’ results of operations, financial condition, and cash flows.

Environmental Audit

In July 2009, the LPSC issued Docket No. U-29380 Subdocket A, which provides for an EAC to recover certain costs of environmental compliance as an adder to customers’ bills. The costs eligible for recovery are prudently incurred air emissions credits associated with complying with federal, state, and local air emission regulations that apply to the generation of electricity reduced by the sale of such allowances. Also eligible for recovery are variable emission mitigation costs, which are the cost of reagents such as ammonia and limestone that are used to reduce air emissions. These variable emission mitigation costs were historically

107

CLECO CORPORATION CLECO POWER 2011 FORM 10-K

recovered through the Fuel Adjustment Clause. On November 11, 2011, the LPSC opened Docket No. X-32150 to audit the costs for the period October 2009 through October 2010. The total amount of environmental expenses included in the audit is approximately$2.4 million. Cleco Power has responded to data requests from the LPSC. These responses are currently under review by the LPSC. The LPSC has not stated an amount of the environmental costs, if any, that would be disallowed and result in a refund to customers. Management believes the amount of probable and reasonably estimable liabilities related to the disallowance of these matters will not exceed$2.4 million. However, if a disallowance of environmental costs is ordered resulting in a refund, any such refund is not expected to have a material effect on the Registrants results of operations, financial condition, and cash flows.

Other

Cleco is involved in various litigation matters, including regulatory, environmental, and administrative proceedings before various courts, regulatory commissions, arbitrators, and governmental agencies regarding matters arising in the ordinary course of business. The liability Cleco may ultimately incur with respect to any one of these matters in the event of a negative outcome may be in excess of amounts currently accrued. Management regularly analyzes current information and, as of December 31, 2011, believes the range of probable and reasonably estimable liabilities based on the eventual disposition of these matters is between $2.0 million and $9.0 million.

Off-Balance Sheet Commitments

Cleco Corporation and Cleco Power have entered into various off-balance sheet commitments, in the form of guarantees and standby letters of credit, in order to facilitate their activities and the activities of Cleco Corporation’s subsidiaries and equity investees (affiliates). Cleco Corporation and Cleco Power also have agreed to contractual terms that require them to pay third parties if certain triggering events occur. These contractual terms generally are defined as guarantees in the authoritative guidance.

Cleco Corporation entered into these off-balance sheet commitments in order to entice desired counterparties to contract with its affiliates by providing some measure of credit assurance to the counterparty in the event Cleco’s affiliates do not fulfill certain contractual obligations. If Cleco Corporation had not provided the off-balance sheet commitments, the desired counterparties may not have contracted with Cleco’s affiliates, or may have contracted with them on terms less favorable to its affiliates.

The off-balance sheet commitments are not recognized on Cleco Corporation’s Consolidated Balance Sheets because management has determined that Cleco’s affiliates are able to perform these obligations under their contracts and that it is not probable that payments by Cleco will be required. Cleco’s off-balance sheet commitments as of December 31, 2011, are summarized in the following table, and a discussion of the off-balance sheet commitments follows the table. The discussion should be read in conjunction with the table to understand the impact of the off-balance sheet commitments on Cleco’s financial condition.

			AT DECEMBER 31, 2011
(THOUSANDS)	FACE AMOUNT		REDUCTIONS		NET AMOUNT
Cleco Corporation
Guarantee issued to Entergy Mississippi on behalf of Attala	$	500	$	—	$	500
Cleco Power
Obligations under standby letter of credit issued to the Louisiana Department of Labor	3,725		—		3,725
Total	$	4,225	$	—	$	4,225

In January 2006, Cleco Corporation provided a $0.5 million guarantee to Entergy Mississippi for Attala’s obligations under the Interconnection Agreement. This guarantee will be effective through the life of the agreement.

Acadia provided limited guarantees and indemnifications to Cleco Power under the Master Reorganization and Redemption Agreement related to the acquisition of Acadia Unit 1 and half of Acadia Power Station’s related common facilities in February 2010. In connection with this transaction, Acadia became 100% owned by Cajun. Prior to April 30, 2011, Cleco reported the investment in Cajun on the equity method of accounting and therefore APH’s 50% portion of the indemnity was off-balance sheet. On April 29, 2011, in conjunction with the disposition of Acadia Unit 2, APH received 100% ownership in Acadia in exchange for its 50% interest in Cajun, and Acadia became a consolidated subsidiary of APH.

Acadia and Entergy Services entered into an amended capacity sale and fuel conversion services agreement on June 30, 2010, with an effective date of October 1, 2010. In conjunction with the agreement, Cleco Corporation provided to Entergy Louisiana a limited guarantee, in an amount not to exceed $10.0 million, for certain performance obligations by Acadia under the agreement. On April 29, 2011, the agreement and the related guarantee terminated as a result of the Acadia Unit 2 transaction. For more information regarding this transaction, see Note 18 — “Acadia Transactions — Acadia Unit 2.”

The State of Louisiana allows employers of certain financial net worth to self-insure their workers’ compensation benefits. Cleco Power has a certificate of self-insurance from the Louisiana Office of Workers’ Compensation and is required to post a $3.7 million letter of credit, an amount equal to 110% of the average losses over the previous three years, as surety.

Disclosures about Guarantees

Cleco Corporation provided a limited guarantee and an indemnification to Entergy Louisiana and Entergy Gulf States for Perryville’s performance, indemnity, representation, and warranty obligations under the Sale Agreement, the Power Purchase Agreement, and other ancillary agreements related to the sale of the Perryville facility in 2004. This is a continuing guarantee and all obligations of Cleco Corporation shall continue until the guaranteed obligations have been fully performed or otherwise extinguished. The discounted probability-weighted liability under the guarantees and indemnifications recognized on Cleco Corporation’s Consolidated Balance Sheets as of December 31, 2011, was $0.2 million. The maximum amount of the potential payment to Entergy Louisiana and Entergy Gulf States is $42.4 million. Currently, management does not expect to be required to pay Entergy Louisiana and Entergy Gulf States under the guarantee.

108

CLECO CORPORATION CLECO POWER 2011 FORM 10-K

In February 2010, Cleco Power acquired Acadia Unit 1 and half of Acadia Power Station’s related common facilities. Acadia provided limited guarantees and indemnifications to Cleco Power under the Master Reorganization and Redemption Agreement. The maximum amount of the potential payment to Cleco Power for indemnifications is $30.0 million, except for the indemnifications relating to the fundamental organizational structure of Acadia against which there is no maximum amount. Cleco Corporation is obligated to pay a maximum of $10.0 million if Acadia is unable to pay claims to Cleco Power pursuant to the guarantee. Acadia recorded an indemnification liability and a corresponding reduction of the gain of $13.5 million which represents the fair value of these indemnifications. In a related agreement, APH agreed to accept 50% of Acadia’s indemnification liability that would be held by the third parties who indirectly owned 50% of Acadia in return for $6.8 million received from the third parties. The $6.8 million was recorded as an indemnification liability by APH. Events that would require payments to Cleco Power pursuant to the indemnity include, but are not limited to:

• environmental costs that were caused by events occurring before the closing of the transaction,

• claims against Cleco Power for liabilities retained by Acadia,

• certain conditions of Acadia Unit 1 that were discovered prior to September 30, 2010, and

• breach of fundamental representations of Acadia, such as legal existence, ownership of Acadia Unit 1 and valid authorization to dispose of Acadia Unit 1.

Acadia and APH will reduce the indemnification liabilities either through expiration of the contractual life or through a reduction in the probability of a claim arising. The indemnification obligation is expected to have a term of approximately three years, which reflects both contractual expiration of the underlying indemnifications and management’s assumptions about the decreasing probability of a payment due to the passage of time. After the three-year period, a residual value of less than $0.1 million will remain. At December 31, 2011, Acadia had an indemnification liability of $7.6 million, which represents the risk of payment, as a contingent sale obligation recorded on Cleco Corporation’s Consolidated Balance Sheet. Acadia recognized income of $1.2 million for the year ended December 31, 2011, and no income for the year ended December 31, 2010, primarily due to the contractual expiration of the underlying indemnification. During the years ended December 31, 2011, and 2010, APH recognized income of $0.5 million and $2.0 million, respectively, primarily due to the contractual expiration of the underlying indemnification.

On April 29, 2011, Acadia completed its disposition of Acadia Unit 2 and Acadia Power Station’s remaining common facilities to Entergy Louisiana. Acadia provided limited guarantees and indemnifications to Entergy Louisiana and recorded an indemnification liability and a corresponding reduction of the gain of $21.8 million, which represents the fair value of these indemnifications. APH agreed to indemnify the third-party owners of Cajun and their affiliates against 50% of Acadia’s liabilities and other obligations related to the Acadia Unit 2 transaction in exchange for $10.9 million received from the third parties. The $10.9 million was recorded as an indemnification liability by APH. In conjunction with the

disposition of Acadia Unit 2, APH received 100% ownership in Acadia in exchange for its 50% interest in Cajun, and Acadia became a consolidated subsidiary of APH. Events that would require payments to Entergy Louisiana pursuant to the indemnity include, but are not limited to:

• environmental costs that were caused by events occurring before the closing of the transaction,

• claims against Entergy Louisiana for liabilities retained by Acadia,

• certain conditions of Acadia Unit 2 that were discovered prior to September 30, 2010, and

• breach of fundamental representations of Acadia, such as legal existence, ownership of Acadia Unit 2, and valid authorization to dispose of Acadia Unit 2.

Acadia and APH will reduce the indemnification liabilities either through expiration of the contractual life or through a reduction in the probability of a claim arising. The indemnification obligation is expected to have a term of three years, which reflects both contractual expiration of the underlying indemnifications and management’s assumptions about the decreasing probability of a payment due to the passage of time. After the three-year period, a residual value of approximately $0.2 million will remain. At December 31, 2011, Acadia had an indemnification liability of $21.8 million, which represents the risk of payment, as a contingent sale obligation recorded on Cleco Corporation’s Consolidated Balance Sheet. Acadia recognized no income for the year ended December 31, 2011, due to the contractual expiration of the underlying indemnification. The maximum amount of the potential payment to Entergy Louisiana for the indemnifications is the purchase price of $298.8 million, except for the liabilities retained by Acadia, for which there is no maximum amount. Cleco Corporation is obligated to pay the same maximum amounts as Acadia if Acadia is unable to pay claims to Entergy Louisiana pursuant to the guarantee.

As part of the Lignite Mining Agreement amended in 2009, Cleco Power and SWEPCO, joint owners of Dolet Hills, have agreed to pay the lignite miner’s loan and lease principal obligations when due, if the lignite miner does not have sufficient funds or credit to pay. Any amounts paid on behalf of the miner would be credited by the lignite miner against the next invoice for lignite delivered. At December 31, 2011, Cleco Power had a liability of $3.8 million related to the amended agreement. The maximum projected payment by Cleco Power under this guarantee is estimated to be $72.5 million; however, the Amended Lignite Mining Agreement does not contain a cap. The projection is based on the forecasted loan and lease obligations to be incurred by DHLC, primarily for purchases of equipment. Cleco Power has the right to dispute the incurrence of loan and lease obligations through the review of the mining plan before the incurrence of such loan and lease obligations. The Amended Lignite Mining Agreement does not terminate pursuant to its terms until 2026 and does not affect the amount the Registrants can borrow under their credit facilities. Currently, management does not expect to be required to pay DHLC under the guarantee.

The following table summarizes the expected termination dates of the off-balance sheet commitments and on-balance sheet guarantees discussed above:

109

CLECO CORPORATION CLECO POWER 2011 FORM 10-K

							AT DECEMBER 31, 2011
			AMOUNT OF COMMITMENT EXPIRATION PER PERIOD
(THOUSANDS)	NET AMOUNT COMMITTED		LESS THAN ONE YEAR		1-3 YEARS		3-5 YEARS		MORE THAN 5 YEARS
Off-balance sheet commitments	$	4,225	$	3,725	$	—	$	—	$	500
On-balance sheet guarantees	33,363		—		29,357		—		4,006
Total	$	37,588	$	3,725	$	29,357	$	—	$	4,506

In its bylaws, Cleco Corporation has agreed to indemnify directors, officers, agents, and employees who are made a party to a pending or completed suit, arbitration, investigation, or other proceeding whether civil, criminal, investigative or administrative, if the basis of inclusion arises as the result of acts conducted in the discharge of their official capacity. Cleco Corporation has purchased various insurance policies to reduce the risks associated with the indemnification. In its Operating Agreement, Cleco Power provides for the same indemnification as described above with respect to its managers, officers, agents, and employees.

Generally, neither Cleco Corporation nor Cleco Power has recourse that would enable them to recover amounts paid under their guarantee or indemnification obligations. The one exception is the insurance contracts associated with the indemnification of directors, managers, officers, agents, and employees. There are no assets held as collateral for third parties that either Cleco Corporation or Cleco Power could obtain and liquidate to recover amounts paid pursuant to the guarantees or indemnification obligations.

Long-Term Purchase Obligations

Cleco Corporation had no unconditional long-term purchase obligations at December 31, 2011. Cleco Power has several unconditional long-term purchase obligations related to the purchase of coal, petroleum coke, limestone, and energy delivery facilities. The aggregate amount of payments required under such obligations at December 31, 2011, is as follows.

YEAR ENDING DECEMBER 31,	(THOUSANDS)
2012	$	85,057
2013	70,240
2014	47,670
2015	21,300
2016	21,639
Total long-term purchase obligations	$	245,906

Payments under these agreements for the years ended December 31, 2011, 2010, and 2009 were $97.4 million, $56.7 million, and $43.5 million, respectively.

Other Commitments

Acadia Transactions

In February 2009, Cleco Power announced that it had chosen the acquisition of Acadia Unit 1 as the lowest bid in its 2007 long-term RFP for capacity beginning in 2010. Beginning in January 2010, Acadia operated the plant and served Cleco Power under a short-term tolling agreement covering Acadia Unit 1. In February 2010, the transaction was completed and the tolling agreement was terminated. For more information regarding the Cleco Power transaction, see Note 18 — “Acadia Transactions — Acadia Unit 1.”

In October 2009, Acadia and Entergy Louisiana announced that definitive agreements had been executed whereby Entergy Louisiana would acquire Acadia Unit 2. A

capacity sale and fuel conversion services agreement between Acadia and Entergy Louisiana began in June 2010. Effective October 1, 2010, this agreement was subject to a $10.0 million guarantee by Cleco Corporation. For more information regarding this guarantee, please refer to “— Off-Balance Sheet Commitments” above. On April 29, 2011, the transaction was completed and the agreement terminated. Cleco Power will continue to operate both units at the Acadia Power Station. In connection with this transaction and in exchange for reasonable consideration, APH has indemnified the third-party owners of Cajun and their affiliates against their 50% of Acadia’s liabilities and other obligations related to the Entergy Louisiana transaction. For more information on the Acadia Unit 2 transaction, see Note 18 — “Acadia Transactions — Acadia Unit 2.”

General Electric Services Corporation

Cleco Power has entered into an operating lease agreement that expires in March 2017, with General Electric Equipment Services Corporation for leasing railcars in order to transport coal to Rodemacher Unit 2. The lease contained a provision for early termination, along with an associated termination fee that could have been exercised by Cleco Power in December 2010. Cleco Power did not exercise this right.

New Markets Tax Credits

In August 2008, Cleco Corporation acquired a 99.9% membership interest in U.S. Bank New Markets Tax Credit Fund 2008-1 LLC (Fund). The Fund was formed by U.S. Bancorp Community Development Corporation (USBCDC). The purpose of the Fund is to invest in projects located in qualified active low-income communities that are underserved by typical debt capital markets. These investments are designed to generate new markets tax credits and historical rehabilitation tax credits.

In July 2011, the operating agreement of the Fund was amended to include renewable energy investments qualifying for grants under Section 1603 of the American Recovery and Reinvestment Tax Act of 2009. As part of the amendment, the guarantee performance targets provided to Cleco by the Fund were increased. U.S. Bank is the parent company of the managing member of the Fund and is the guarantor of the performance targets.

The tax benefits received from the Fund reduce the federal income tax obligations of Cleco Corporation. In total, Cleco Corporation will contribute $286.3 million of equity contributions to the Fund and will receive at least $304.6 million of net tax benefits and cash from the inception of the investment in 2008 over the life of the investment, which ends in 2018. The $18.3 million difference between equity contributions and total benefits received will be recognized over the life of the Fund as net tax benefits are delivered. The following table reflects remaining future equity contributions.

110

CLECO CORPORATION CLECO POWER 2011 FORM 10-K

(THOUSANDS)	CONTRIBUTION
2012	$	76,629
2013	36,225
2014	22,927
2015	21,904
2016	7,584
Thereafter	13,224
Total	$	178,493

Of the $178.5 million, $76.6 million is due to be paid within the next twelve months. Due to the right of offset, the investment and associated debt are presented on Cleco Corporation’s Consolidated Balance Sheet in the line item titled tax credit fund investment, net. The amount of tax benefits delivered in excess of capital contributions as of December 31, 2011, was $84.0 million. The amount of tax benefits received but not utilized as of December 31, 2011, was $54.5 million and is reflected as a deferred tax asset.

The equity contribution does not contain a stated rate of interest. Cleco Corporation has recorded the liability and investment at its calculated fair value within the framework of the authoritative guidance. In order to calculate the fair value, management used an imputed rate of interest assuming that Cleco Corporation obtained financing of a similar nature from a third-party. The imputed interest rate was used in a net present value model in order to calculate the fair value of the remaining portion of the delayed equity contributions. The following table contains the disclosures required by the authoritative guidelines for equity investments with an imputed interest rate.

(THOUSANDS)
Equity contributions, imputed interest rate 6%
Principal payment schedule above:	$	178,493
Less:  unamortized discount	19,579
Total	$	158,914

The gross investment amortization expense will be recognized over a ten-year period, with seven years remaining, using the cost method in accordance with the authoritative guidance for investments. The grants received under Section 1603 reduce the basis of the investment. Periodic amortization of the investment and the deferred taxes generated by the basis reduction temporary difference are included as components of income tax expense.

Fuel Transportation Agreement

Cleco Power has entered into an agreement that meets the accounting definition of a capital lease for barges in order to transport petroleum coke and limestone to Madison Unit 3. The 42 dedicated barges were delivered in January and February 2009.

The lease rate contains a fixed fee of $225 per day per barge and a variable component of $75 adjusted by the Producer Price Index (PPI) annually for executory costs. If the barges are idle, the lessor is required to attempt to sublease the barges to third parties, with the revenue reducing Cleco Power’s lease payment. During each of the years ended December 31, 2011, and 2010, Cleco Power paid approximately $4.7 million in lease payments and did not receive any revenue from subleases for each of the years 2011 and 2010.

The initial term of this agreement is five years and unless renewed, the agreement will terminate on December 31, 2013.  Cleco Power has an option to renew this agreement for

a second five-year term in full or in part and, at its option, purchase any or all of the dedicated barges. If Cleco Power does not renew this agreement for the renewal term, then the lessor has the option to require Cleco Power to purchase any or all of the barges. If Cleco Power purchases the barges on December 31, 2013, the purchase price of all 42 barges will be $21.7 million. This agreement contains a provision for early termination upon the occurrence of any one of four specified cancellation events.

The following is an analysis of the leased property under capital leases by major classes:

	AT DECEMBER 31,
CLASSES OF PROPERTY (THOUSANDS)	2011		2010
Barges	$	22,050	$	22,050
Less: accumulated amortization	6,567		4,362
Net capital leases	$	15,483	$	17,688

The following is a schedule by years of future minimum lease payments under capital leases together with the present value of the net minimum lease payments as of December 31, 2011.

(THOUSANDS)
Years ending December 31,
2012	$	4,681
2013	4,668
2014	4,668
2015	4,668
2016	4,681
Thereafter	9,441
Total minimum lease payments	$	32,807
Less:  executory costs	8,567
Net minimum lease payments	$	24,240
Less:  amount representing interest	6,702
Present value of net minimum lease payments	$	17,538
Current liabilities	$	1,841
Non-current liabilities	$	15,697

During the years ended December 31, 2011, and 2010, Cleco Power incurred immaterial amounts of contingent rent under the barge agreement related to the increase in the PPI.

Oxbow Lignite Mine Acquisition

In April 2009, Cleco Power entered into an agreement with SWEPCO to purchase Oxbow from NAC. In September 2009, the LPSC approved the joint application authorizing the acquisition of Oxbow. In December 2009, Cleco Power and SWEPCO completed the transaction. Cleco Power’s 50% portion of the purchase price for the lignite reserves was $12.9 million. SWEPCO likewise paid $12.9 million for its 50% interest in the lignite reserves. SWEPCO’s subsidiary, DHLC, acquired the mining equipment and related assets and permits for $15.6 million and operates the new mine along with its current operations at the Dolet Hills Lignite Mine on similar terms. The controlled lignite reserves of approximately 43 million tons contained within the Oxbow Mine permit area, together with the reserves from the Dolet Hills Lignite Mine, are expected to be sufficient to fuel the Dolet Hills Power Station until at least 2026. The Red River Lignite Supply and Transportation Agreement with NAC terminated upon the closing of this transaction.

111

CLECO CORPORATION CLECO POWER 2011 FORM 10-K

Other

Cleco has accrued for liabilities related to third parties and employee medical benefits.

Risks and Uncertainties

Cleco Corporation

Cleco could be subject to possible adverse consequences if Cleco’s counterparties fail to perform their obligations or if Cleco is not in compliance with loan agreements or bond indentures.

Evangeline Tolling Agreement

JPMorgan Chase & Co. guaranteed JPMVEC’s obligations under the Evangeline 2010 Tolling Agreement. This agreement expired on December 31, 2011.

For more information regarding the Evangeline 2010 Tolling Agreement, see Note 17 — “Evangeline Transactions.”

Other

Access to capital markets is a significant source of funding for both short- and long-term capital requirements not satisfied by operating cash flows. After assessing the current operating performance, liquidity, and credit ratings of Cleco, management believes that Cleco will have access to the capital markets at prevailing market rates for companies with comparable credit ratings. If Cleco Corporation’s credit ratings were to be downgraded by Moody’s and Standard & Poor’s, Cleco Corporation would be required to pay additional fees and higher interest rates under its bank credit and other debt agreements.

Changes in the regulatory environment or market forces could cause Cleco to determine its assets have suffered an other-than-temporary decline in value, whereby an impairment would be required to be taken and Cleco’s financial condition could be materially adversely affected.

Cleco Power

Cleco Power supplies the majority of its customers’ electric power requirements from its own generation facilities. In addition to power obtained from power purchase agreements, Cleco Power purchases power from other utilities and marketers to supplement its generation at times of relatively high demand or when the purchase price of power is less than its own cost of generation. Due to its location on the transmission grid, Cleco Power relies on two main suppliers of electric transmission when accessing external power markets. At times, constraints limit the amount of purchased power these transmission providers can deliver into Cleco Power’s service territory.

Access to capital markets is a significant source of funding for both short- and long-term capital requirements not satisfied by operating cash flows. After assessing the current operating performance, liquidity, and credit ratings of Cleco Power, management believes that Cleco Power will have access to the capital markets at prevailing market rates for companies with comparable credit ratings. Cleco Power pays fees and interest under its bank credit agreements based on the highest rating held. If Cleco Power’s credit ratings were to be downgraded by Moody’s and Standard & Poor’s, Cleco Power would be required to pay additional fees and higher interest rates under its bank credit agreements. Cleco Power’s collateral for derivatives is based on the lowest rating held. If Cleco Power’s credit ratings were to be downgraded by Moody’s or Standard & Poor’s, Cleco Power would be required

to pay additional collateral for derivatives.

Note 15 — Affiliate Transactions

Cleco

At December 31, 2011, Cleco had no affiliate balances that were payable to or due from its non-consolidated affiliates. Cleco had affiliate balances that were not eliminated as of December 31, 2010. The balances were not eliminated due to the use of the equity method of accounting for Acadia. For information on the Acadia equity investments, see Note 12 — “Variable Interest Entities.”

Cleco entered into service agreements with affiliates that provide Cleco access to professional services and goods. Services and goods provided by Cleco Power are charged at management’s estimate of fair market value or fully loaded cost, whichever is higher. Services provided to Cleco Power are charged at management’s estimate of fair market value or fully loaded cost, whichever is lower, with the exception of Support Group, which charges only fully loaded cost in order to comply with Cleco’s affiliate policy.

Affiliate goods and services received by Cleco primarily involve services provided by Support Group. Support Group provides joint and common administrative support services in the areas of information technology; finance, cash management, accounting and auditing; human resources; corporate communications; project consulting; risk management; strategic and corporate development; legal, ethics and regulatory compliance; facilities management; supply chain and inventory management and other administrative services. Prior to December 24, 2011, Generation Services provided electric power plant operations and maintenance expertise.

On January 1, 2010, Cleco implemented the amended authoritative guidance with respect to the consolidation of Perryville, Attala, and Evangeline. These entities’ assets, liabilities, revenues, expenses, and cash flows are presented on the corresponding line items of Cleco’s consolidated financial statements prospectively. Prior to January 2010, the equity method of accounting was used for Perryville, Attala, and Evangeline. Therefore, these entities were presented on the consolidated financial statements as one line item corresponding to Cleco’s equity investment in them. For more information on the consolidation of these entities, see Note 2 — “Summary of Significant Accounting Policies — Recent Authoritative Guidance” and Note 12 — “Variable Interest Entities.”

A summary of charges from each affiliate included in Cleco Corporation’s Consolidated Statements of Income for 2009 follows. There were no charges from affiliates for 2011 and 2010.

112

CLECO CORPORATION CLECO POWER 2011 FORM 10-K

(THOUSANDS)	FOR THE YEAR ENDED DECEMBER 31, 2009
Support Group
Other operations		$	2,417
Maintenance		$	38
Taxes other than income taxes		$	(18	)
Other expenses		$	17
Cleco Power
Other operations		$	29
Maintenance		$	30
Generation Services
Other operations		$	3,365
Maintenance		$	4,157
CLE Intrastate
Fuel purchased		$	917

Following is a reconciliation of Cleco affiliate revenue.

	FOR THE YEAR ENDED DECEMBER 31,
(THOUSANDS)	2011		2010		2009
Evangeline	$	—	$	—	$	5,999
Perryville	—		—		81
Attala	—		—		3
Acadia	202		1,564		5,378
Total	$	202	$	1,564	$	11,461

At December 31, 2011, Cleco Corporation had no affiliate receivable or payable balances from its non-consolidated affiliates. At December 31, 2010, the affiliate receivable balance from Acadia was $0.8 million and the payable balance to Acadia was $0.2 million associated with the service agreements between Cleco Corporation and its affiliates.

Cleco Power

Cleco Power entered into service agreements with affiliates that provide Cleco Power access to professional services and goods. The services and goods are charged to Cleco Power at management’s estimate of fair market value or fully loaded cost, whichever is lower, with the exception of Support Group, which charges only fully loaded cost in order to comply with Cleco’s affiliate policy.

Affiliate goods and services received by Cleco Power primarily involve services provided by Support Group. Support Group provides joint and common administrative support services in the areas of information technology; finance, cash management, accounting and auditing; human resources; corporate communications; project consulting; risk management; strategic and corporate development; legal, ethics and regulatory compliance; facilities management; supply chain and inventory management and other administrative services. A summary of charges from each affiliate included in Cleco Power’s Consolidated Statements of Income follows.

	FOR THE YEAR ENDED DECEMBER 31,
(THOUSANDS)	2011			2010			2009
Support Group
Other operations	$	43,124		$	39,633		$	36,593
Maintenance	$	1,625		$	1,650		$	1,916
Taxes other than income taxes	$	(1	)	$	(5	)	$	(199	)
Other expenses	$	1,244		$	1,050		$	1,080
Evangeline
Other expenses	$	4		$	—		$	—
Diversified Lands
Other expenses	$	82		$	19		$	4

Cleco Power also entered into agreements to provide goods and services to affiliated companies. The goods and services are charged by Cleco Power at fully loaded cost or management’s estimate of fair market value, whichever is higher, in order to comply with Cleco’s affiliate policy. The majority of the services provided by Cleco Power to affiliates relates to the lease of office space to Support Group. Following is a reconciliation of Cleco Power’s affiliate revenue.

	FOR THE YEAR ENDED DECEMBER 31,
(THOUSANDS)	2011		2010		2009
Support Group	$	1,349	$	1,332	$	1,352
Midstream	$	14	$	13	$	20
Evangeline	$	26	$	26	$	22
Acadia	$	—	$	—	$	1
Total	$	1,389	$	1,371	$	1,395

Cleco Power had the following affiliate receivable and payable balances associated with the service agreements between Cleco Power and its affiliates.

					AT DECEMBER 31,
			2011				2010
(THOUSANDS)	ACCOUNTS RECEIVABLE		ACCOUNTS PAYABLE		ACCOUNTS RECEIVABLE		ACCOUNTS PAYABLE
Cleco Corporation	$	18	$	827	$	348	$	1,145
Support Group	2,207		8,066		1,536		6,646
Midstream	24		5		5		2
Evangeline	12		214		3		—
Generation Services	—		—		18		2
Diversified Lands	20		3		14		—
Acadia	124		196		810		150
Others	—		—		4		—
Total	$	2,405	$	9,311	$	2,738	$	7,945

During 2011, 2010, and 2009, Cleco Power made $130.0 million, $150.0 million, and $30.0 million of distribution payments to Cleco Corporation, respectively.

During 2010, Cleco Power received $225.7 million in non-cash equity contributions from Cleco Corporation relating to Acadia Unit 1. Cleco Power received no equity contributions from Cleco Corporation in 2011 or 2009. 

Affiliates that participate in the defined benefit pension plan sponsored by Cleco Power transfer their liability and an equal amount of cash on a periodic basis to Cleco Power. The following table shows the amounts transferred by affiliates during 2011 and 2010.

	FOR THE YEAR ENDED DECEMBER 31,
(THOUSANDS)	2011		2010
Support Group	$	1,844	$	1,678
Generation Services	220		220
Midstream	37		25
Total	$	2,101	$	1,923

Note 16 — Intangible Asset

During 2008, Cleco Katrina/Rita acquired a $177.5 million intangible asset which includes $176.0 million for the right to bill and collect storm recovery charges from customers of Cleco Power and $1.5 million of financing costs. This intangible asset is expected to have a life of 12 years, but could have a life of up to 15 years depending on the time period required to collect the required amount from Cleco Power’s customers. The intangible asset’s expected

113

CLECO CORPORATION CLECO POWER 2011 FORM 10-K

amortization expense is based on the estimated collections from Cleco Power’s customers. At the end of its life, this asset will have no residual value. During the years ended December 31, 2011, 2010, and 2009, Cleco Katrina/Rita recognized amortization expense of $11.8 million, $11.7 million, and $10.7 million, respectively, based on actual collections. The following tables provide more information about this intangible asset.

	AT DECEMBER 31,
(THOUSANDS)	2011		2010
Gross carrying amount	$	177,537	$	177,537
Accumulated amortization	43,942		32,163
Intangible asset	$	133,595	$	145,374

(THOUSANDS)
Expected amortization expense
For the year ending December 31, 2012	$	13,167
For the year ending December 31, 2013	$	14,026
For the year ending December 31, 2014	$	14,931
For the year ending December 31, 2015	$	15,876
For the year ending December 31, 2016	$	16,864
After 2016	$	58,731

Note 17 — Evangeline Transactions

On February 22, 2010, Evangeline and JPMVEC entered into the Evangeline Restructuring Agreement whereby the parties agreed to terminate the existing Evangeline Tolling Agreement and enter into the Evangeline 2010 Tolling Agreement, effective March 1, 2010. The Evangeline 2010 Tolling Agreement expired on December 31, 2011. The other significant terms of the Evangeline Restructuring Agreement were:

• the tolling agreement was a market-based tolling agreement, for Coughlin Units 6 and 7, ending on December 31, 2011, with an option for JPMVEC to extend the term through December 31, 2012. The agreement also gave Evangeline the right to terminate its Coughlin Unit 6 obligations prior to the expiration of the term. JPMVEC did not exercise the option to extend the tolling agreement,

• $126.6 million of Evangeline’s 8.82% Senior Secured bonds due 2019, owned by JPMVEC, were transferred to Evangeline and subsequently retired and $5.3 million of accrued interest associated with the bonds transferred to Evangeline was eliminated,

• JPMVEC paid Evangeline $56.7 million,

• JPMVEC returned Cleco Corporation’s $15.0 million letter of credit issued under the Evangeline Tolling Agreement and the letter of credit was canceled, and

• Evangeline recorded a gain of $148.4 million.

The termination of the Evangeline Tolling Agreement was considered a termination of an operating lease and a triggering event requiring an asset impairment analysis. Management made assumptions about expected future cash flows, long-term interest rates, estimates about the probability of the occurrence of future events, and estimates of market values of assets without a readily observable market price. An impairment charge was not recorded since the undiscounted expected future net cash flows exceeded the carrying value of Evangeline’s property, plant, and equipment. Due to the lack of a long-term agreement, the expected future net cash flows

of Evangeline are subject to an increased potential for variability as compared to prior years. Consequently, future impairment tests could occur more frequently and might result in an impairment charge.

Under the terms of the Evangeline Restructuring Agreement entered into on February 22, 2010, Evangeline issued an irrevocable redemption notice to redeem the remaining $35.2 million of 8.82% Senior Secured bonds outstanding pursuant to their terms on February 25, 2010, and paid the debtholders $1.5 million of accrued interest and a $10.2 million make-whole payment. As a result of the debt retirement, Evangeline expensed $2.1 million in unamortized debt issuance costs associated with the Evangeline bonds. The Evangeline bonds were non-recourse to Cleco Corporation and redemption of the bonds was permitted under Cleco Corporation’s revolving credit facility. Upon the redemption of the bonds, $30.1 million of restricted cash was released to Evangeline.

The impacts of these transactions are reflected in the Midstream segment, which includes Evangeline. In accordance with the authoritative guidance, effective January 1, 2010, the financial results for Evangeline are no longer presented as equity income (loss), but presented in the corresponding line items in the consolidated financials of Midstream.

Due to the expiration of the Evangeline 2010 Tolling Agreement on December 31, 2011, Coughlin’s capacity and energy was available to Midstream beginning January 1, 2012. Evangeline was one of the successful bidders in Cleco Power’s RFP for short-term 2012 resources beginning January 1, 2012, and currently is providing 250 MW of capacity and energy to Cleco Power under a tolling agreement through April 30, 2012. In addition to Cleco Power’s RFP referenced above, in December 2011, Evangeline was also notified that Cleco Power selected its proposal to fulfill Cleco Power’s capacity and energy needs as defined in the Cleco Power RFP for contractual resources to meet CSAPR beginning in May 2012. The proposal was for a 730-MW product beginning May 1, 2012, and ending April 30, 2015. The definitive agreement between Evangeline and Cleco Power was executed in January 2012 and has been submitted to the LPSC and FERC for approval. Currently, Midstream is marketing Coughlin’s capacity for periods beginning after April 30, 2015, and is evaluating various options to optimize Coughlin’s value.

Note 18 — Acadia Transactions

Acadia Unit 1

In February 2010, Cleco Power completed the acquisition of Acadia Unit 1 and half of Acadia Power Station’s related common facilities. Cleco Power and the parties executed the definitive agreements in 2009, and received LPSC and FERC approvals for the transaction in January 2010 and February 2010, respectively. The significant terms of the transaction were:

• Cleco Power acquired Acadia Unit 1 and half of the common facilities for $304.0 million,

• Cleco Power recognized $78.4 million of deferred taxes on the transaction,

• Acadia recognized a gain of $82.0 million,

• APH received $6.8 million from third parties in return for APH’s indemnification against the third parties’ 50% share of Acadia’s liabilities and other obligations related to the Cleco Power transaction, and

114

CLECO CORPORATION CLECO POWER 2011 FORM 10-K

• Cleco Power owns and operates Acadia Unit 1. Prior to April 29, 2011, Cleco Power operated Acadia Unit 2 on behalf of Acadia. On April 29, 2011, Acadia completed its disposition of Acadia Unit 2 to Entergy Louisiana. Cleco Power now operates Acadia Unit 2 on behalf of Entergy Louisiana.

Acadia Unit 2

On April 29, 2011, Acadia completed its disposition of Acadia Unit 2 and Acadia Power Station’s remaining common facilities to Entergy Louisiana. The significant terms of the transaction were:

• Entergy Louisiana acquired Acadia Unit 2 for $298.8 million,

• In exchange for $10.9 million, APH indemnified the third-party owners of Cajun and their affiliates against 50% of Acadia’s liabilities and other obligations related to the Acadia Unit 2 transaction,

• APH recognized a gain of $62.0 million, which included $26.2 million of equity income that

represents the 2007 investment impairment charge of $45.9 million, partially offset by $19.7 million of capitalized interest during the construction of Acadia,

• APH received 100% ownership in Acadia in exchange for its 50% interest in Cajun, and Acadia became a consolidated subsidiary of APH, and

• Cleco Power operates Acadia Unit 2 on behalf of Entergy Louisiana.

Following the transaction, ongoing operations at Acadia were minimal, relating only to the previously established accounts receivable and accounts payable and servicing of indemnities. Therefore, Acadia did not meet the definition of a business.

Note 19 — Accumulated Other Comprehensive Loss

The components of accumulated other comprehensive loss are summarized in the following tables for Cleco and Cleco Power. Where applicable, transactions are reported net of income taxes.

Cleco
(THOUSANDS)	(LOSS) GAIN AND PRIOR SERVICE COST			NET LOSS ARISING DURING PERIOD			NET GAIN (LOSS) ON CASH FLOW HEDGES			TOTAL ACCUMULATED OTHER COMPREHENSIVE LOSS
Balances, December 31, 2009	$	(9,794	)	$	(3,602	)	$	2,105		$	(11,291	)
Current-period change	(31		)	(4,241		)	3,925			(347		)
Balances, December 31, 2010	$	(9,825	)	$	(7,843	)	$	6,030		$	(11,638	)
Current-period change	$	1,213		$	(1,721	)	$	(15,993	)	$	(16,501	)
Balances, December 31, 2011	$	(8,612	)	$	(9,564	)	$	(9,963	)	$	(28,139	)

Cleco Power
(THOUSANDS)	(LOSS) GAIN AND PRIOR SERVICE COST			NET LOSS ARISING DURING PERIOD			NET GAIN (LOSS) ON CASH FLOW HEDGES			TOTAL ACCUMULATED OTHER COMPREHENSIVE (LOSS) GAIN
Balances, December 31, 2009	$	(5,698	)	$	(2,078	)	$	2,105		$	(5,671	)
Current-period change	(381		)	(2,607		)	3,925			937
Balances, December 31, 2010	$	(6,079	)	$	(4,685	)	$	6,030		$	(4,734	)
Current-period change	$	692		$	(595	)	$	(15,993	)	$	(15,896	)
Balances, December 31, 2011	$	(5,387	)	$	(5,280	)	$	(9,963	)	$	(20,630	)

115

CLECO CORPORATION CLECO POWER 2011 FORM 10-K

Note 20 — Miscellaneous Financial Information (Unaudited)

Cleco

Quarterly information for Cleco for 2011 and 2010 is shown in the following tables.

							2011
(THOUSANDS, EXCEPT PER SHARE AMOUNTS)	1ST QUARTER		2ND QUARTER		3RD QUARTER		4TH QUARTER
Operating revenue, net	$	253,690	$	272,923	$	351,581	$	239,119
Operating income	$	65,234	$	70,295	$	116,180	$	49,326
Net income applicable to common stock	$	29,004	$	70,221	$	65,842	$	30,643
Basic net income per average share	$	0.48	$	1.16	$	1.09	$	0.51
Diluted net income per average common share	$	0.48	$	1.15	$	1.08	$	0.51
Dividends paid per common share	$	0.25	$	0.28	$	0.28	$	0.3125
Market sales price per share
High	$	34.51	$	35.66	$	36.14	$	38.31
Low	$	30.56	$	33.68	$	30.06	$	32.36

							2010
(THOUSANDS, EXCEPT PER SHARE AMOUNTS)	1ST QUARTER		2ND QUARTER		3RD QUARTER		4TH QUARTER
Operating revenue, net	$	272,287	$	275,903	$	343,892	$	256,584
Operating income	$	55,901	$	80,094	$	99,987	$	59,359
Net income applicable to common stock	$	149,958	$	35,174	$	49,600	$	20,613
Basic net income per average share	$	2.49	$	0.58	$	0.82	$	0.34
Diluted net income per average common share	$	2.48	$	0.58	$	0.82	$	0.34
Dividends paid per common share	$	0.225	$	0.250	$	0.250	$	0.250
Market sales price per share
High	$	27.67	$	28.28	$	30.00	$	31.76
Low	$	24.32	$	24.91	$	25.95	$	29.59

Cleco Corporation’s common stock is listed for trading on the New York Stock Exchange under the ticker symbol “CNL.” Cleco Corporation’s preferred stock is not listed on any stock exchange. On December 31, 2011, Cleco had 6,144 common shareholders and no preferred shareholders, as determined from the records of the transfer agent.

On January 27, 2012, Cleco Corporation’s Board of Directors declared a quarterly dividend of $0.3125 per share payable on February 15, 2012, to common shareholders of record at the close of business on February 6, 2012.

In April 2011, the Board of Directors of Cleco Corporation declared a dividend of $0.28 per share of common stock payable on May 16, 2011. In October 2011, the Board of Directors raised the quarterly dividend from $0.28 per share of common stock to $0.3125 per share of common stock, payable on November 15, 2011. The declaration of dividend payments is at the Board of Directors’ sole discretion and future dividends are subject to numerous factors that ordinarily affect dividend policy, including the result of Cleco’s operations and its financial position, as well as general economic and business conditions.

In January 2011, Cleco Corporation’s Board of Directors authorized and approved the redemption of all outstanding shares of the 4.5% cumulative preferred stock not subject to mandatory redemption, provided that no shares of such preferred stock were redeemed prior to the repayment in full and termination of the $150.0 million bank term loan that matured on August 19, 2011. During 2011, the $150.0 million bank term loan was repaid and on June 24, 2011, Cleco Corporation redeemed all 10,288 outstanding shares of its 4.5% preferred stock. The redemption price was $101 per share, plus accrued and unpaid dividends to the redemption date, or $101.296 per share. 

Cleco Power

Quarterly information for Cleco Power for 2011 and 2010 is shown in the following tables.

							2011
(THOUSANDS)	1ST QUARTER		2ND QUARTER		3RD QUARTER		4TH QUARTER
Operating revenue, net	$	250,623	$	268,464	$	342,296	$	236,099
Operating income	$	67,819	$	75,548	$	110,175	$	53,638
Net income	$	30,030	$	35,694	$	53,833	$	23,278
Distribution to Cleco Corporation (as sole member)	$	30,000	$	25,000	$	25,000	$	50,000

							2010
(THOUSANDS)	1ST QUARTER		2ND QUARTER		3RD QUARTER		4TH QUARTER
Operating revenue, net	$	263,527	$	271,200	$	332,477	$	253,251
Operating income	$	53,869	$	81,308	$	94,989	$	62,484
Net income	$	32,160	$	39,089	$	52,335	$	23,821
Distribution to Cleco Corporation (as sole member)	$	25,000	$	50,000	$	50,000	$	25,000

116

CLECO CORPORATION CLECO POWER 2011 FORM 10-K

ITEM 9.    CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE

None.

ITEM 9A. CONTROLS AND PROCEDURES

Evaluation of Disclosure Controls and Procedures

As of December 31, 2011, evaluations were performed under the supervision and with the participation of Cleco Corporation and Cleco Power management, including the Chief Executive Officer (CEO) and Chief Financial Officer (CFO). The evaluations assessed the effectiveness of the Registrants’ disclosure controls and procedures. Based on the evaluations, the CEO and CFO have concluded that the Registrants’ disclosure controls and procedures are effective to ensure that information required to be disclosed by each Registrant in reports that it files or submits under the Securities Exchange Act of 1934 is recorded, processed, summarized, and reported within the time periods specified in Securities and Exchange Commission rules and forms; and that the Registrants’ disclosure controls and procedures are also effective in ensuring that such information is accumulated and communicated to the Registrants’ management, including the CEO and CFO, as appropriate to allow timely decisions regarding required disclosure.

Changes in Internal Controls over Financial Reporting

Under the supervision and with the participation of the Registrants’ management, including the CEO and CFO, the Registrants evaluated changes in internal control over financial reporting that occurred during the quarter ended December 31, 2011, and found no change that has materially affected, or is reasonably likely to materially affect, internal control over financial reporting.

Management’s Reports on Internal Control Over Financial Reporting

The management of Cleco and Cleco Power is responsible for establishing and maintaining adequate internal control over financial reporting, as such term is defined in Rule 13a-15(f) or 15d-15(f) promulgated under the Securities Exchange Act of 1934. Cleco and Cleco Power’s internal control over financial reporting is a process designed by, or under the supervision of, each of Cleco and Cleco Power’s principal executive and financial officers and effected by Cleco and Cleco Power’s board of directors or managers, as the case may be, management and other personnel, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with accounting principles generally accepted in the United States of America.

Management has designed its internal control over financial reporting to provide reasonable assurance regarding the reliability of financial reporting and the preparation of

financial statements in accordance with accounting principles generally accepted in the United States of America. Management’s assessments included review and testing of both the design effectiveness and operating effectiveness of controls over relevant assertions related to significant accounts and disclosures in the financial statements.

All internal control systems, no matter how well designed, have inherent limitations. Therefore, even those systems determined to be effective can provide only reasonable assurance with respect to financial statement preparation and presentation.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

The management of Cleco and Cleco Power, under the supervision of each of the Registrants’ principal executive officer and principal financial officer, conducted an assessment of the effectiveness of Cleco and Cleco Power’s respective internal control over financial reporting as of December 31, 2011. In making this assessment, management used the criteria in Internal Control—Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission. Based on this assessment, the management of Cleco and Cleco Power concluded that, as of December 31, 2011, the Registrants’ internal control over financial reporting was effective.

The effectiveness of Cleco and Cleco Power’s internal control over financial reporting as of December 31, 2011, has been audited by PricewaterhouseCoopers LLP, an independent registered public accounting firm, as stated in their reports which appear on pages 60 and 67, respectively, of this Annual Report on Form 10-K.

Certifications

The certifications of the Registrants’ CEO and CFO required by Section 302 of the Sarbanes-Oxley Act of 2002 are filed as Exhibits 31.1, 31.2, 31.3, and 31.4 to this Annual Report on Form 10-K. Additionally, as required by Section 303A.12(a) of the New York Stock Exchange (NYSE) Listed Company Manual, Cleco’s CEO filed a certification with the NYSE on May 23, 2011, reporting that he was not aware of any violation by Cleco of the NYSE’s Corporate Governance listing standards.

ITEM 9B.    OTHER INFORMATION

None.

117

CLECO CORPORATION CLECO POWER 2011 FORM 10-K

PART III

ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE OF THE REGISTRANTS

Audit Committee Financial Expert

Cleco’s board of directors has determined that Mr. Peter M. Scott III, who serves as the Chairman of the Audit Committee of the Board of Directors, fulfills the requirements for an independent audit committee financial expert for Cleco Corporation.

Financial Manager’s Code of Conduct

Both Cleco Corporation and Cleco Power have a code of conduct that applies to their principal executive officer, principal financial officer, principal accounting officer, and treasurer. This code of conduct is posted on Cleco’s homepage on the Internet’s World Wide Web located at http://www.cleco.com. This code of conduct also is available free of charge by request sent to: Shareholder Services, Cleco, P.O. Box 5000, Pineville, LA 71361-5000.

CLECO

The information set forth, (i) under the caption “Proposal Number I — Election of Three Class III Directors,” (ii) under the caption “Section 16(a) Beneficial Ownership Reporting Compliance” and (iii) under the caption “Report of the Audit Committee” in the 2012 Proxy Statement relating to the Annual Meeting of Shareholders to be held on April 27, 2012, filed with the SEC pursuant to Regulation 14A under the Securities Exchange Act of 1934 (2012 Proxy Statement), is incorporated herein by reference. See also “Part I — Board of Directors of Cleco” and “ — Executive Officers of Cleco.”

CLECO POWER

The information called for by Item 10 with respect to Cleco Power is omitted pursuant to General Instruction I(2)(c) to Form 10-K (Omission of Information by Certain Wholly Owned Subsidiaries).

ITEM 11.EXECUTIVE COMPENSATION

CLECO

The information set forth, (i) under the subcaption “Independence and Organization of the Board of Directors” under the caption “Proposal Number I — Election of Three Class III Directors,” (ii) under the caption “Compensation Discussion and Analysis,” (iii) under the caption “Executive Officers Compensation,” (iv) under the caption “Director Compensation,” and (v) under the caption “Report of the Compensation Committee” in the 2012 Proxy Statement is incorporated herein by reference.

CLECO POWER

The information called for by Item 11 with respect to Cleco Power is omitted pursuant to General Instruction I(2)(c) to Form 10-K (Omission of Information by Certain Wholly Owned Subsidiaries).

ITEM 12.    SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS

CLECO

Security Ownership

The information set forth, (i) under the caption “Security Ownership of Directors and Management” and (ii) under the caption “Security Ownership of Certain Beneficial Owners” in the 2012 Proxy Statement is incorporated herein by reference.

Equity Compensation Plan Information

Cleco has compensation plans under which equity securities of Cleco Corporation are authorized for issuance as approved by security holders. Cleco does not have such plans that have not been approved by security holders. The following table provides information about compensation plans under which equity securities of Cleco Corporation were authorized for issuance at December 31, 2011.

PLAN CATEGORY	NUMBER OF SECURITIES TO BE ISSUED UPON EXERCISE OF OUTSTANDING OPTIONS, WARRANTS OR RIGHTS		WEIGHTED-AVERAGE EXERCISE PRICE OF OUTSTANDING OPTIONS,  WARRANTS AND RIGHTS		NUMBER OF SECURITIES REMAINING AVAILABLE FOR FUTURE ISSUANCE UNDER EQUITY COMPENSATION PLANS (EXCLUDING SECURITIES REFLECTED IN COLUMN (a))
	(a)		(b)		(c)
Equity compensation plans approved by security holders
Employee Stock Purchase Plan	2,395	(1)	$	36.20	432,756
Long-term incentive compensation plans	94,070		$	21.12	1,728,489	(2)
Total	96,465		$	21.49	2,161,245
(1) The number of options in column (a) for the Employee Stock Purchase Plan represents the number of options granted at December 31, 2011, based on employee withholdings and the option grant calculation under the plan.
(2) Stock options and restricted stock may be issued pursuant to the 2010 LTICP. This plan requires the number of securities available to be issued to be reduced by the number of options and the number of restricted shares previously awarded, net of forfeitures. At December 31, 2011, there were 375,446 shares of restricted stock awarded, net of forfeitures, pursuant to the 2010 LTICP. New options or restricted stock cannot be issued pursuant to the 2000 LTICP, which expired on December 31, 2009. However, stock options issued prior to December 31, 2009 under the 2000 LTICP remain outstanding until they expire.

For more information on compensation plans using equity securities, see Item 8, “Financial Statements and Supplementary Data — Notes to the Financial Statements —

Note 7 — Common and Preferred Stock.” This information should be read in conjunction with the Consolidated Financial Statements and related Notes thereto.

118

CLECO CORPORATION CLECO POWER 2011 FORM 10-K

CLECO POWER

The information called for by Item 12 with respect to Cleco Power is omitted pursuant to General Instruction I(2)(c) to Form 10-K (Omission of Information by Certain Wholly Owned Subsidiaries).

ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE

CLECO

The information set forth under the subcaptions “Independence and Organization of the Board of Directors,” and “Cleco’s Code of Business Conduct & Ethics” under the caption “Proposal Number I — Election of Three Class III Directors” in the 2012 Proxy Statement is incorporated herein by reference.

CLECO POWER

The information called for by Item 13 with respect to Cleco Power is omitted pursuant to General Instruction I(2)(c) to Form 10-K (Omission of Information by Certain Wholly Owned Subsidiaries).

ITEM 14.PRINCIPAL ACCOUNTANT FEES AND SERVICES

CLECO

The information set forth under “Relationship with Accountants” regarding fees paid to Cleco’s independent auditors in the 2012 Proxy Statement is incorporated herein by reference.

CLECO POWER

The information set forth under “Relationship with Accountants” regarding fees paid to Cleco’s independent auditors in the 2012 Proxy Statement is incorporated herein by reference.

PricewaterhouseCoopers LLP provides professional services for Cleco Power that are directly billed to Cleco Corporation, the cost of which is allocated to Cleco Power though not billed directly to them.

119

CLECO CORPORATION CLECO POWER 2011 FORM 10-K

PART IV

ITEM 15.EXHIBITS AND FINANCIAL STATEMENT SCHEDULES

		FORM 10-K ANNUAL REPORT
	Report of Independent Registered Public Accounting Firm	60
	Report of Independent Registered Public Accounting Firm	67
15(a)(1)	Financial Statements of Cleco Corporation
	Consolidated Statements of Income for the years ended December 31, 2011, 2010, and 2009	61
	Consolidated Balance Sheets at December 31, 2011, and 2010	62
	Consolidated Statements of Cash Flows for the years ended December 31, 2011, 2010, and 2009	64
	Consolidated Statements of Comprehensive Income for the years ended December 31, 2011, 2010, and 2009	66
	Consolidated Statements of Changes in Common Shareholders’ Equity for the years ended December 31, 2011, 2010, and 2009	66
	Financial Statements of Cleco Power
	Cleco Power Consolidated Statements of Income for the years ended December 31, 2011, 2010, and 2009	68
	Cleco Power Consolidated Balance Sheets at December 31, 2011, and 2010	69
	Cleco Power Consolidated Statements of Cash Flows for the years ended December 31, 2011, 2010, and 2009	71
	Cleco Power Consolidated Statements of Comprehensive Income for the years ended December 31, 2011, 2010, and 2009	73
	Cleco Power Consolidated Statements of Changes in Member’s Equity for the years ended December 31, 2011, 2010, and 2009	73
	Notes to the Financial Statements	74
15(a)(2)	Financial Statement Schedules
	Schedule I — Financial Statements of Cleco Corporation (Parent Company Only)
	Condensed Statements of Income for the years ended December 31, 2011, 2010, and 2009	126
	Condensed Balance Sheets at December 31, 2011, and 2010	127
	Condensed Statements of Cash Flows for the years ended December 31, 2011, 2010, and 2009	128
	Condensed Statements of Comprehensive Income for the years ended December 31, 2011, 2010, and 2009	129
	Notes to the Condensed Financial Statements	130
	Schedule II — Valuation and Qualifying Accounts
	Cleco Corporation	131
	Cleco Power	131
	Financial Statement Schedules other than those shown in the above index are omitted because they are either not required or are not applicable or the required information is shown in the Consolidated Financial Statements and Notes thereto
15(a)(3)	List of Exhibits	121

The Exhibits designated by an asterisk are filed herewith, except for Exhibits 32.1, 32.2, 32.3, 32.4, and the XBRL information, which are furnished herewith (and not filed for purposes of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liability of that section). The Exhibits not so designated previously have been filed with the SEC and are incorporated herein by reference. The Exhibits designated by two asterisks are management contracts and compensatory plans and arrangements required to be filed as Exhibits to this Report.

120

CLECO CORPORATION CLECO POWER 2011 FORM 10-K

EXHIBITS

CLECO			SEC FILE OR REGISTRATION NUMBER	REGISTRATION STATEMENT OR REPORT	EXHIBIT NUMBER
	3(a)(1)	Amended and Restated Articles of Incorporation of the Company, dated November 2, 2010	1-15759	8-K(11/2/10)	3.1
	3(b)(1)	Bylaws of Cleco Corporation, revised effective October 29, 2011	1-15759	10-Q(9/11)	3.1
	4(a)(1)	Indenture of Mortgage dated as of July 1, 1950, between Cleco Power (as successor) and First National Bank of New Orleans, as Trustee	1-5663	10-K(1997)	4(a)(1)
	4(a)(2)	Eighteenth Supplemental Indenture dated as of December 1, 1982, to Exhibit 4(a)(1)	1-5663	10-K(1993)	4(a)(8)
	4(a)(3)	Nineteenth Supplemental Indenture dated as of January 1, 1983, to Exhibit 4(a)(1)	1-5663	10-K(1993)	4(a)(9)
	4(a)(4)	Twenty-Sixth Supplemental Indenture dated as of March 15, 1990, to Exhibit 4(a)(1)	1-5663	8-K(3/90)	4(a)(27)
	4(b)(1)	Indenture between Cleco Power (as successor) and Bankers Trust Company, as Trustee, dated as of October 1, 1988	33-24896	S-3(10/11/88)	4(b)
	4(b)(2)	Agreement Appointing Successor Trustee dated as of April 1, 1996, by and among Central Louisiana Electric Company, Inc., Bankers Trust Company, and The Bank of New York	333-02895	S-3(4/29/96)	4(a)(2)
	4(b)(3)	First Supplemental Indenture, dated as of December 1, 2000, between Cleco Utility Group Inc. and the Bank of New York	333-52540	S-3/A(1/26/01)	4(a)(2)
	4(b)(4)	Second Supplemental Indenture, dated as of January 1, 2001, between Cleco Power LLC and The Bank of New York	333-52540	S-3/A(1/26/01)	4(a)(3)
	4(b)(5)	Third Supplemental Indenture, dated as of April 26, 2001, between Cleco Power LLC and the Bank of New York	1-5663	8-K(4/26/01)	4(a)
	4(b)(6)	Sixth Supplemental Indenture providing for the issuance of $75,000,000 principal amount of 5.375% Notes due May 1, 2013	1-5663	8-K(4/28/03)	4.1
	4(b)(7)	Seventh Supplemental Indenture, dated as of July 6, 2005, between Cleco Power LLC and the Bank of New York Trust Company, N.A.	1-5663	8-K(7/6/05)	4.1
	4(b)(8)	Eighth Supplemental Indenture, dated as of November 30, 2005, between Cleco Power LLC and the Bank of New York Trust Company, N.A.	1-5663	8-K(11/28/05)	4.1
	4(b)(9)	Ninth Supplemental Indenture, dated as of June 3, 2008, between Cleco Power LLC and The Bank of New York Trust Company, N.A.	1-5663	8-K(6/2/08)	4.1
	4(b)(10)	Tenth Supplemental Indenture, dated as of November 13, 2009, between Cleco Power LLC and The Bank of New York Trust Company, N.A. (as successor trustee)	1-5663	8-K(11/12/09)	4.1
	4(b)(11)	Eleventh Supplemental Indenture, dated as of November 15, 2010, between Cleco Power LLC and The Bank of New York Mellon Trust Company, N.A. (as successor trustee)	1-5663	8-K(11/15/10)	4.1
	4(c)	Agreement Under Regulation S-K Item 601(b)(4)(iii)(A)	1-5663	10-Q(9/99)	4(c)
**	10(a)(1)	2000 Long-Term Incentive Compensation Plan	333-71643-01	2000 Proxy Statement(3/00)	A
**	10(a)(2)	2000 Long-Term Incentive Compensation Plan, Amendment Number 1, Effective as of December 12, 2003	1-15759	10-Q(3/05)	10(a)
**	10(a)(3)	2000 Long-Term Incentive Compensation Plan, Amendment Number 2, Effective as of July 23, 2004	1-15759	10-Q(9/04)	10(a)
**	10(a)(4)	2000 Long-Term Incentive Compensation Plan, Amendment Number 3, Dated as of January 28, 2005	1-15759	10-Q(3/05)	10(b)
**	10(a)(5)	2000 Long-Term Incentive Compensation Plan, Amendment Number 4, Dated as of November 4, 2008	1-15759	10-K(2008)	10(a)(6)
**	10(a)(6)	2000 Long-Term Incentive Compensation Plan, Amendment Number 5, Dated as of December 8, 2008	1-15759	8-K(12/9/08)	10.1
**	10(a)(7)	2000 Long-Term Incentive Compensation Plan, Administrative Procedure No. 1	1-15759	10-K(2005)	10(a)(6)
**	10(a)(8)	2010 Long-Term Incentive Compensation Plan, effective as of January 1, 2010	1-15759	2009 Proxy Statement (3/12/09)	C
**	10(a)(9)	Cleco Corporation 2010 Long-Term Incentive Compensation Plan Amendment, effective October 28, 2011	1-15759	10-Q(9/11)	10.4
**	10(a)(10)	Form of Notice and Acceptance of Directors’ Grant of Nonqualified Stock Options under Cleco’s 2000 Long-Term Incentive Compensation Plan	1-15759	10-Q(6/00)	10(a)
**	10(a)(11)	Form of Notice and Acceptance of Grant of Nonqualified Stock Options, with fixed option price under Cleco’s 2000 Long-Term Incentive Compensation Plan	1-15759	10-Q(6/00)	10(c)
**	10(a)(12)	Form of Notice and Acceptance of Grant of Nonqualified Stock Options, with variable option price under Cleco’s 2000 Long-Term Incentive Compensation Plan	1-15759	10-Q(6/00)	10(d)
**	10(a)(13)	Form of Notice and Acceptance of Director’s Grant of Nonqualified Stock Option	1-5663	10-Q(9/01)	10
	10(a)(14)	Form of Notice and Acceptance of Grant of Restricted Stock under Cleco’s 2000 Long-Term Incentive Compensation Plan	1-15759	10-Q(6/00)	10(b)
	10(a)(15)	Form of Notice and Acceptance of Grant of Restricted Stock and Allocation of Opportunity Shares	1-15759	10-Q(9/05)	10(c)
	10(a)(16)	Form of Notice and Acceptance of Grant of Restricted Stock and Common Stock Equivalent Units and Allocation of Opportunity Shares and Opportunity Common Stock Equivalent Units – 2007 Performance Cycle	1-15759	10-K(2006)	10(n)(3)
	10(a)(17)	Form of Notice and Acceptance of Grant of Restricted Stock and Common Stock Equivalent Units and Allocation of Opportunity Shares and Opportunity Common Stock Equivalent Units – 2008 Performance Cycle	1-15759	10-K(2007)	10(m)(4)
	10(a)(18)	Form of Notice and Acceptance of Grant of Restricted Stock and Common Stock Equivalent Units and Allocation of Opportunity Shares and Opportunity Common Stock Equivalent Units – 2009 Performance Cycle	1-15759	10-K(2008)	10(m)(4)
	10(a)(19)	Form of Notice and Acceptance of Grant of Restricted Stock and Common Stock Equivalent Units and Allocation of Opportunity Shares and Opportunity Common Stock Equivalent Units – 2010 Performance Cycle	1-15759	10-K(2009)	10(g)(2)
	10(a)(20)	Form of Notice and Acceptance of Grant of Restricted Stock and Common Stock Equivalent Units and Allocation of Opportunity Shares and Opportunity Common Stock Equivalent Units – 2011 Performance Cycle	1-15759	10-K(2010)	10(a)(19)
	10(a)(21)	Form of Notice and Acceptance of Grant of Restricted Stock under Cleco Corporation 2010 Long-Term Incentive Compensation Plan	1-15759	8-K(2/1/11)	10.1
	10(a)(22)	Notice and Acceptance of Award of Restricted Stock under Cleco Corporation 2010 Long-Term Incentive Compensation Plan, by and between Cleco Corporation and Michael H. Madison	1-15759	8-K(2/1/11)	10.2
*	10(a)(23)	Form of Notice and Acceptance of Grant of Restricted Stock and Common Stock Equivalent Units and Allocation of Opportunity Shares and Opportunity Common Stock Equivalent Units – 2012 Performance Cycle

121

CLECO CORPORATION CLECO POWER 2011 FORM 10-K

CLECO			SEC FILE OR REGISTRATION NUMBER	REGISTRATION STATEMENT OR REPORT	EXHIBIT NUMBER
**	10(b)(1)	Annual Incentive Compensation Plan amended and restated as of January 23, 2003	1-15759	10-K(2003)	10(b)
**	10(b)(2)	First Amendment to Annual Incentive Compensation Plan, effective as of January 1, 2009	1-15759	10-K(2008)	10(b)(2)
**	10(b)(3)	Participation Agreement, Annual Incentive Compensation Plan	1-5663	10-K(1995)	10(c)
**	10(c)(1)	Deferred Compensation Plan for Directors	1-5663	10-K(1992)	10(n)
**	10(c)(2)	Summary of Director Compensation, Benefits and Policies, last revised on July 29, 2011	1-15759	10-Q(9/11)	10.3
**	10(d)(1)	Supplemental Executive Retirement Plan	1-5663	10-K(1992)	10(o)(1)
**	10(d)(2)	First Amendment to Supplemental Executive Retirement Plan effective July 1, 1999	1-15759	10-K(2003)	10(e)(1)(a)
**	10(d)(3)	Second Amendment to Supplemental Executive Retirement Plan dated July 28, 2000	1-15759	10-K(2003)	10(e)(1)(b)
**	10(d)(4)	Supplemental Executive Retirement Plan Amended and Restated January 1, 2009	1-15759	10-K(2008)	10(f)(4)
**	10(d)(5)	Supplemental Executive Retirement Plan (Amended and Restated January 1, 2009), Amendment No. 1	1-15759	8-K(12/9/08)	10.3
**	10(d)(6)	Supplemental Executive Retirement Trust dated December 13, 2000	1-15759	10-K(2003)	10(e)(1)(c)
**	10(d)(7)	Supplemental Executive Retirement Plan Participation Agreement between Cleco Corporation and Dilek Samil	1-15759	10-K(2002)	10(z)(1)
**	10(d)(8)	Supplemental Executive Retirement Plan Participation Agreement between Cleco Corporation and Michael H. Madison	1-15759	10-K(2004)	10(v)(3)
**	10(d)(9)	Cleco Corporation Supplemental Executive Retirement Plan Amendment, effective October 28, 2011	1-15759	10-Q(9/11)	10.2
**	10(e)(1)	Executive Employment Agreement between Cleco Corporation and George W. Bausewine effective as of May 5, 2009	1-15759	10-Q(6/09)	10.1
**	10(e)(2)	Executive Employment Agreement Compliance Addendum – Code Section 409A, effective January 1, 2009	1-15759	8-K(12/9/08)	10.4
**	10(e)(3)	Form of Cleco Corporation Executive Employment Agreement (Level 1)	1-15759	8-K(1/9/09)	10.1
**	10(e)(4)	Executive Employment Agreement (Level 1) and addendum to Executive Employment Agreement (Level 1) between Cleco Corporation and Darren J. Olagues, dated July 30, 2010	1-15759	10-Q(6/10)	10.1
**	10(e)(5)	Executive Employment Agreement (Level 1) between Cleco Corporation and Michael H. Madison, effective October 1, 2009	1-15759	10-K(2009)	10(e)(5)
**	10(e)(6)	Executive Employment Agreement (Level 1) between Cleco Corporation and Dilek Samil effective, January 1, 2009	1-15759	10-K(2009)	10(e)(6)
**	10(e)(7)	Executive Employment Agreement (Level 2) between Cleco Corporation and William G. Fontenot, effective July 28, 2009	1-15759	10-K(2009)	10(e)(7)
**	10(e)(8)	Executive Employment Agreement (Level 2) between Cleco Corporation and R. Russell Davis, effective July 28, 2009	1-15759	10-K(2009)	10(e)(8)
**	10(e)(9)	Executive Employment Agreement (Level 1) and addendum to Executive Employment Agreement (Level 1) between Cleco Corporation and Wade A. Hoefling, effective January 29, 2010	1-15759	10-K(2009)	10(e)(9)
**	10(e)(10)	Separation Agreement between Cleco Corporation and Dilek Samil, dated October 22, 2010	1-15759	8-K(10/22/10)	10.1
**	10(e)(11)	Cleco Corporation Executive Severance Plan, effective October 28, 2011	1-15759	10-Q(9/11)	3.1
**	10(e)(12)	Executive Employment Agreement, dated April 21, 2011, by and between Cleco Corporation and Bruce A. Williamson	1-15759	8-K(4/27/11)	10.1
**	10(e)(13)	Retirement Agreement, dated April 21, 2011, by and between Cleco Corporation and Michael H. Madison	1-15759	8-K(4/27/11)	10.2
**	10(e)(14)*	Waiver of 2012 salary increases by Bruce A. Williamson, President and Chief Executive Officer
	10(f)	401(k) Savings and Investment Plan Trust Agreement dated as of August 1, 1997, between UMB Bank, N.A. and Cleco	1-5663	10-K(1997)	10(m)
	10(g)(1)	Cleco Corporation Employee Stock Purchase Plan	333-44364	S-8(8/23/00)	4.3
	10(g)(2)	Employee Stock Purchase Plan, Amendment No. 1, dated January 22, 2004	1-15759	10-K(2003)	10(s)(1)
	10(g)(3)	Employee Stock Purchase Plan, Amendment No. 2, effective as of January 1, 2006	1-15759	10-Q(6/05)	10(a)
*	10(g)(4)	Cleco Corporation Pay for Performance Plan
**	10(h)(1)	Cleco Corporation Deferred Compensation Plan	333-59696	S-8(4/27/01)	4.3
**	10(h)(2)	First Amendment to Cleco Corporation Deferred Compensation Plan	1-15759	10-K(2008)	10(n)(5)
**	10(h)(3)	Cleco Corporation Deferred Compensation Plan, Corrective Section 409A Amendment	1-15759	8-K(12/9)08)	10.2
	10(h)(4)	Deferred Compensation Trust dated January 2001	1-15759	10-K(2003)	10(u)
	10(h)(5)	Cleco Corporation Deferred Compensation Plan Amendment, effective October 28, 2011	1-15759	10-Q(9/11)	10.5
	10(i)(1)	Credit Agreement dated as of November 23, 2010 by and among Cleco Corporation, JPMorgan Chase Bank, N.A., as Administrative Agent, and the lenders and other parties thereto	1-15759	8-K(11/30/10)	10.1
	10(i)(2)	Loan Agreement dated as of February 19, 2010, among Cleco Corporation, JPMorgan Chase Bank, N.A., as Administrative Agent, and the lenders party thereto	1-15759	10-K(2009)	10(j)(3)
	10(i)(3)	Amendment No. 1 Dated as of January 27, 2011 to Loan Agreement Dated as of February 19, 2010	1-15759	10-K(2010)	10(i)(3)
	10(i)(4)	First Amendment, dated as of October 7, 2011, to Credit Agreement dated as of November 23, 2010 by and among Cleco Corporation, JPMorgan Chase Bank, N.A., as Administrative Agent, and the lenders and other parties thereto	1-15759	8-K(10/14/11)	10.1
	10(j)	Acadia Power Partners, LLC – Third Amended and Restated Limited Liability Company Agreement dated February 23, 2010	1-5759	10-K(2010)	10(j)
*	12(a)	Computation of Ratios of Earnings (loss) to Fixed Charges and of Earnings (loss) to Combined Fixed Charges and Preferred Stock Dividends
*	21	Subsidiaries of the Registrant
*	23(a)	Consent of Independent Registered Public Accounting Firm
*	24(a)	Power of Attorney from each Director of Cleco Corporation whose signature is affixed to this Form 10-K for the fiscal year ended December 31, 2011
*	31.1	CEO Certification in accordance with section 302 of the Sarbanes-Oxley Act of 2002
*	31.2	CFO Certification in accordance with section 302 of the Sarbanes-Oxley Act of 2002
*	32.1	CEO Certification pursuant to section 906 of the Sarbanes-Oxley Act of 2002
*	32.2	CFO Certification pursuant to section 906 of the Sarbanes-Oxley Act of 2002
*	95	Mine Safety Disclosures

122

CLECO CORPORATION CLECO POWER 2011 FORM 10-K

CLECO			SEC FILE OR REGISTRATION NUMBER	REGISTRATION STATEMENT OR REPORT	EXHIBIT NUMBER
*	101.INS(1)	XBRL Instance Document
*	101.SCH(1)	XBRL Taxonomy Extension Schema
*	101.CAL(1)	XBRL Taxonomy Extension Calculation Linkbase
*	101.DEF(1)	XBRL Taxonomy Extension Definition Linkbase
*	101.LAB(1)	XBRL Taxonomy Extension Label Linkbase
*	101.PRE(1)	XBRL Taxonomy Extension Presentation Linkbase

⁽¹⁾  XBRL information is furnished and not filed for purposes of Sections 11 and 12 of the Securities Act of 1933 and Section 18 of the Securities Exchange Act of 1934, and is not subject to liability under those sections, is not part of any registration statement or prospectus to which it relates and is not incorporated or deemed to be incorporated by reference into any registration statement, prospectus or other document.

123

CLECO CORPORATION CLECO POWER 2011 FORM 10-K

CLECO POWER			SEC FILE OR REGISTRATION NUMBER	REGISTRATION STATEMENT OR REPORT	EXHIBIT NUMBER
	3(a)	First Amended and Restated Articles of Organization of Cleco Power LLC, dated April 30, 2010	1-5663	10-Q(3/10)	3.2
	3(b)	First Amended and Restated Operating Agreement of Cleco Power LLC, dated April 30, 2010	1-5663	10-Q(3/10)	3.3
	4(a)(1)	Indenture of Mortgage dated as of July 1, 1950, between the Company and First National Bank of New Orleans, as Trustee	1-5663	10-K(1997)	4(a)(1)
	4(a)(2)	Eighteenth Supplemental Indenture dated as of December 1, 1982, to Exhibit 4(a)(1)	1-5663	10-K(1993)	4(a)(8)
	4(a)(3)	Nineteenth Supplemental Indenture dated as of January 1, 1983, to Exhibit 4(a)(1)	1-5663	10-K(1993)	4(a)(9)
	4(a)(4)	Twenty-Sixth Supplemental Indenture dated as of March 15, 1990, to Exhibit 4(a)(1)	1-5663	8-K(3/90)	4(a)(27)
	4(b)(1)	Indenture between the Company and Bankers Trust Company, as Trustee, dated as of October 1, 1988	33-24896	S-3(10/11/88)	4(b)
	4(b)(2)	Agreement Appointing Successor Trustee dated as of April 1, 1996, by and among Central Louisiana Electric Company, Inc., Bankers Trust Company, and The Bank of New York	333-02895	S-3(4/26/96)	4(a)(2)
	4(b)(3)	First Supplemental Indenture, dated as of December 1, 2000, between Cleco Utility Group Inc. and the Bank of New York	333-52540	S-3/A(1/26/01)	4(a)(2)
	4(b)(4)	Second Supplemental Indenture, dated as of January 1, 2001, between Cleco Power LLC and The Bank of New York	333-52540	S-3/A(1/26/01)	4(a)(3)
	4(b)(5)	Third Supplemental Indenture, dated as of April 26, 2001, between Cleco Power LLC and the Bank of New York	1-5663	8-K(4/26/01)	4(a)
	4(b)(6)	Sixth Supplemental Indenture providing for the issuance of $75,000,000 principal amount of 5.375% Notes due May 1, 2013	1-5663	8-K(4/28/03)	4.1
	4(b)(7)	Seventh Supplemental Indenture, dated as of July 6, 2005, between Cleco Power LLC and the Bank of New York Trust Company, N.A.	1-5663	8-K(7/6/05)	4.1
	4(b)(8)	Eighth Supplemental Indenture, dated as of November 30, 2005, between Cleco Power LLC and the Bank of New York Trust Company, N.A.	1-5663	8-K(11/28/05)	4.1
	4(b)(9)	Ninth Supplemental Indenture, dated as of June 3, 2008, between Cleco Power LLC and The Bank of New York Trust Company, N.A.	1-5663	8-K(6/2/08)	4.1
	4(b)(10)	Tenth Supplemental Indenture, dated as of November 13, 2009, between Cleco Power LLC and The Bank of New York Mellon Trust Company, N.A. (as successor trustee)	1-5663	8-K(11/12/09)	4.1
	4(b)(11)	Eleventh Supplemental Indenture, dated as of November 15, 2010, between Cleco Power LLC and The Bank of New York Mellon Trust Company, N.A. (as successor trustee)	1-5663	8-K(11/12/09)	4.1
	4(c)	Agreement Under Regulation S-K Item 601(b)(4)(iii)(A)	333-71643-01	10-Q(9/99)	4(c)
	4(d)	Loan Agreement, dated as of November 1, 2006, between Cleco Power LLC and the Rapides Finance Authority	1-5663	8-K(11/27/06)	4.1
	4(e)	Loan Agreement, dated as of November 1, 2007, between Cleco Power LLC and the Rapides Finance Authority	1-5663	8-K(11/20/07)	4.1
	4(f)	Loan Agreement, dated as of October 1, 2008, between Cleco Power LLC and the Rapides Finance Authority	1-5663	10-Q(3/10)	4.1
	4(g)	Loan Agreement, dated as of December 1, 2008, between Cleco Power LLC and the Louisiana Public Facilities Authority	1-5663	10-Q(3/10)	4.2
**	10(a)(1)	Supplemental Executive Retirement Plan	1-5663	10-K(1992)	10(o)(1)
**	10(a)(2)	Form of Cleco Corporation Executive Employment Agreement (Level 1)	1-15759	8-K(1/9/09)	10.1
	10(b)(1)	401(k) Savings and Investment Plan Trust Agreement dated as of August 1, 1997, between UMB Bank, N.A. and the Company	1-5663	10-K(1997)	10(m)
	10(b)(2)	401(k) Savings and Investment Plan, Stock Trust Agreement, Amendment Number 1, Effective January 1, 1999	1-5663	10-K(2009)	10(b)(3)
	10(b)(3)	401(k) Savings and Investment Plan, Stock Trust Agreement, Amendment Number 2, Effective January 1, 2004	1-5663	10-Q(6/04)	10(b)
	10(b)(4)	401(k) Savings and Investment Plan, Stock Trust Agreement, Amendment Number 3, Effective October 1, 2005	1-5663	10-Q(9/05)	10(e)
	10(b)(5)	401(k) Savings and Investment Plan, Stock Trust Agreement, Amendment Number 4 (designated as Amendment Number 3 in exhibit 10(b), effective January 1, 2007	1-5663	10-Q(3/07)	10(b)
	10(b)(6)	401(k) Savings and Investment Plan, Amended and Restated Generally Effective November 1, 2010	1-5669	10-K(2010)	10(b)(14)
*	10(b)(7)	401(k) Savings and Investment Plan, As Amended and Restated Effective November 1, 2010, Amendment Number 1
	10(c)(1)	Credit Agreement dated as of November 23, 2010 by and among Cleco Power LLC, JPMorgan Chase Bank, N.A., as Administrative Agent, and the lenders and other parties thereto	1-5663	8-K(11/30/10)	10.2
	10(c)(2)	First Amendment, dated as of October 7, 2011, to Credit Agreement dated as of November 23, 2010 by and among Cleco Power LLC, JPMorgan Chase Bank, N.A., as Administrative Agent, and the lenders and other parties thereto	1-05663	8-K(10/14/11)	10.2
	10(c)(3)	Notes Purchase Agreement dated as of December 16,2011 among Cleco Power, various financial institutions and Credit Agricole Securities (USA) Inc., JPMorgan Securities Inc. and KeyBanc Capital Markets Inc., as agents.	1-05663	8-K(12/16/11)	10.1
	10(d)(1)	Storm Recovery Property Sale Agreement between Cleco Katrina/Rita Hurricane Recovery Funding LLC and Cleco Power LLC, dated March 6, 2008	1-5663	8-K(3/6/08)	10.1
	10(d)(2)	Storm Recovery Property Servicing Agreement between Cleco Katrina/Rita Hurricane Recovery Funding LLC and Cleco Power LLC, dated March 6, 2008	1-5663	8-K(3/6/08)	10.2
	10(d)(3)	Administration Agreement between Cleco Katrina/Rita Hurricane Recovery Funding LLC and Cleco Power LLC, dated March 6, 2008	1-5663	8-K(3/6/08)	10.3
*	12(b)	Computation of Ratios of Earnings to Fixed Charges
*	23(b)	Consent of Independent Registered Public Accounting Firm
*	31.3	CEO Certification in accordance with section 302 of the Sarbanes-Oxley Act of 2002
*	31.4	CFO Certification in accordance with section 302 of the Sarbanes-Oxley Act of 2002
*	32.3	CEO Certification pursuant to section 906 of the Sarbanes-Oxley Act of 2002
*	32.4	CFO Certification pursuant to section 906 of the Sarbanes-Oxley Act of 2002
*	95	Mine Safety Disclosures

124

CLECO CORPORATION CLECO POWER 2011 FORM 10-K

CLECO POWER			SEC FILE OR REGISTRATION NUMBER	REGISTRATION STATEMENT OR REPORT	EXHIBIT NUMBER
*	101.INS(1)	XBRL Instance Document
*	101.SCH(1)	XBRL Taxonomy Extension Schema
*	101.CAL (1)	XBRL Taxonomy Extension Calculation Linkbase
*	101.DEF(1)	XBRL Taxonomy Extension Definition Linkbase
*	101.LAB(1)	XBRL Taxonomy Extension Label Linkbase
*	101.PRE (1)	XBRL Taxonomy Extension Presentation Linkbase

⁽¹⁾  XBRL information is furnished and not filed for purposes of Sections 11 and 12 of the Securities Act of 1933 and Section 18 of the Securities Exchange Act of 1934, and is not subject to liability under those sections, is not part of any registration statement or prospectus to which it relates and is not incorporated or deemed to be incorporated by reference into any registration statement, prospectus or other document.

125

CLECO CORPORATION CLECO POWER 2011 FORM 10-K

CLECO CORPORATION (Parent Company Only)	SCHEDULE I
Condensed Statements of Income

	FOR THE YEAR ENDED DECEMBER 31,
(THOUSANDS)	2011			2010			2009
Operating expenses
Administrative and general	$	1,184		$	2,058		$	4,045
Other operating expense (income)	650			447			(1,363		)
Total operating expenses	$	1,834		$	2,505		$	2,682
Operating loss	(1,834		)	(2,505		)	(2,682		)
Equity income from subsidiaries, net of tax	184,951			262,629			94,566
Interest, net	(2,874		)	(9,988		)	14,974
Other income	4,699			1,467			4,157
Other expense	(2,282		)	(740		)	(110		)
Income before income taxes	182,660			250,863			110,905
Income tax (benefit) expense	(13,188		)	(4,528		)	4,598
Net income	195,848			255,391			106,307
Preferred dividends requirements	26			46			46
Preferred stock redemption costs	$	112		$	—		$	—
Income applicable to common stock	$	195,710		$	255,345		$	106,261
The accompanying notes are an integral part of the condensed financial statements.

126

CLECO CORPORATION CLECO POWER 2011 FORM 10-K

CLECO CORPORATION (Parent Company Only)	SCHEDULE I
Condensed Balance Sheets

	AT DECEMBER 31,
(THOUSANDS)	2011			2010
Assets
Current assets
Cash and cash equivalents	$	22,642		$	5,320
Accounts receivable - affiliate	13,386			8,189
Other accounts receivable	1			1,202
Taxes receivable	8,431			11,565
Accumulated deferred federal and state income taxes, net	7,153			—
Cash surrender value of life insurance policies	30,639			29,738
Total current assets	82,252			56,014
Equity investment in investees	1,392,693			1,475,118
Deferred charges	39,089			23,351
Total assets	$	1,514,034		$	1,554,483
Liabilities and shareholders’ equity
Liabilities
Current liabilities
Short-term debt	$	—		$	150,000
Accounts payable - affiliate	13,739			16,453
Other current liabilities	8,903			10,281
Total current liabilities	22,642			176,734
Deferred credits	61,535			44,542
Long-term debt	10,000			15,000
Total liabilities	94,177			236,276
Commitments and Contingencies (Note 5)
Shareholders’ equity
Preferred stock
Not subject to mandatory redemption, $100 par value, authorized 1,491,900 shares, issued zero and 10,288 shares at December 31, 2011, and 2010, respectively	—			1,029
Common shareholders’ equity
Common stock, $1 par value, authorized 100,000,000 shares, issued 60,702,342 and 60,539,624 shares and outstanding 60,291,939 and 60,526,126 shares at December 31, 2011, and 2010, respectively	60,702			60,540
Premium on common stock	409,904			405,313
Retained earnings	990,605			863,237
Treasury stock, at cost, 410,403 and 13,498 shares at December 31, 2011, and 2010, respectively	(13,215		)	(274		)
Accumulated other comprehensive loss	(28,139		)	(11,638		)
Total common shareholders’ equity	1,419,857			1,317,178
Total shareholders’ equity	1,419,857			1,318,207
Total liabilities and shareholders’ equity	$	1,514,034		$	1,554,483
The accompanying notes are an integral part of the condensed financial statements.

127

CLECO CORPORATION CLECO POWER 2011 FORM 10-K

CLECO CORPORATION (Parent Company Only)	SCHEDULE I
Condensed Statements of Cash Flows

	FOR THE YEAR ENDED DECEMBER 31,
(THOUSANDS)	2011			2010			2009
Operating activities
Net cash provided by operating activities	$	175,624		$	174,912		$	6,007
Investing activities
Additions to property, plant, and equipment, net	—			(152,067		)	—
Equity investment in tax credit fund	(43,921		)	(35,871		)	(16,254		)
Return of equity investment in tax credit fund	33,430			—			—
Return of equity investment in investees	89,654			—			850
Other investing	(1,232		)	(2,900		)	(2,328		)
Net cash provided by (used in) investing activities	77,931			(190,838		)	(17,732		)
Financing activities
Issuance of short-term debt	—			150,000			—
Retirement of short-term debt	(150,000		)	—			—
Draws on credit facility	35,000			20,000			93,000
Payments on credit facility	(40,000		)	(100,000		)	(28,000		)
Repurchase of common stock	(13,009		)	—			—
Redemption of preferred stock	(1,039		)	—			—
Dividends paid on preferred stock	(26		)	(46		)	(46		)
Dividends paid on common stock	(68,023		)	(58,988		)	(54,221		)
Other financing	864			3,200			2,131
Net cash (used in) provided by financing activities	(236,233		)	14,166			12,864
Net increase (decrease) in cash and cash equivalents	17,322			(1,760		)	1,139
Cash and cash equivalents at beginning of period	5,320			7,080			5,941
Cash and cash equivalents at end of period	$	22,642		$	5,320		$	7,080
Supplementary cash flow information
Interest paid	$	1,752		$	8,205		$	3,119
Income tax paid (refunded), net	$	31,180		$	80,905		$	(34,792	)
Supplementary non-cash investing and financing activity
Issuance of treasury stock – LTICP	$	68		$	93		$	117
Issuance of common stock - LTICP/ESPP	$	328		$	299		$	290
Non-cash additions to property, plant, and equipment	$	—		$	152,067		$	—
Non-cash return of investment	$	—		$	152,067		$	—
Non-cash contribution to subsidiary, net of tax	$	—		$	225,732		$	—
The accompanying notes are an integral part of the condensed financial statements.

128

CLECO CORPORATION CLECO POWER 2011 FORM 10-K

CLECO CORPORATION (Parent Company Only)	SCHEDULE I
Condensed Statements of Comprehensive Income

	FOR THE YEAR ENDED DECEMBER 31,
(THOUSANDS)	2011			2010			2009
Net income	$	195,848		$	255,391		$	106,307
Other comprehensive loss, net of tax:
Amortization of postretirement benefit net loss (gain) (net of tax expense of $605 in 2011, and tax benefit of $20 in 2010 and $158 in 2009)	1,213			(31		)	(160		)
Postretirement benefit loss incurred during the year (net of tax benefit of $949 in 2011 and $2,553 in 2009, and tax expense of $131 in 2010)	(1,721		)	(4,241		)	(3,403		)
Cash flow hedges:
Net derivative (loss) gain (net of tax benefit of $9,873 in 2011, and tax expense of $1,823 in 2010 and $1,208 in 2009)	(15,788		)	2,916			1,930
Reclassification of net (gain) loss to interest charges (net of tax benefit of $129 in 2011, and tax expense of $197 in 2010 and $110 in 2009)	(205		)	315			175
Reclassification of net loss to other expense (net of tax expense of $434 in 2010)	—			694			—
Total other comprehensive loss, net of tax	(16,501		)	(347		)	(1,458		)
Comprehensive income, net of tax	$	179,347		$	255,044		$	104,849
The accompanying notes are an integral part of the consolidated financial statements.

129

CLECO CORPORATION CLECO POWER 2011 FORM 10-K

CLECO CORPORATION (Parent Company Only) Notes to the Condensed Financial Statements

Note 1 — Summary of Significant Accounting Policies

The condensed financial statements represent the financial information required by SEC Regulation S-X 5-04 for Cleco Corporation, which requires the inclusion of parent company only financial statements if the restricted net assets of consolidated subsidiaries exceed 25% of total consolidated net assets as of the last day of its most recent fiscal year. As of December 31, 2011, Cleco Corporation’s restricted net assets of consolidated subsidiaries were $723.5 million and exceeded 25% of its total consolidated net assets.

Cleco Corporation’s major, first-tier subsidiaries consist of Cleco Power and Midstream.

Cleco Power contains the LPSC-jurisdictional generation, transmission, and distribution electric utility operations serving Cleco’s traditional retail and wholesale customers. Midstream owns and operates a merchant power plant (Coughlin).

The accompanying financial statements have been prepared to present the financial position, results of operations, and cash flows of Cleco Corporation on a stand-alone basis as a holding company. Investments in subsidiaries and other investees are stated at cost plus equity in undistributed earnings from the date of acquisition. These financial statements should be read in conjunction with Cleco’s consolidated financial statements.

Note 2 — Debt

At December 31, 2011, Cleco Corporation had no short-term debt outstanding compared to $150.0 million at December 31, 2010. The short-term debt outstanding at December 31, 2010, was a bank term loan Cleco Corporation entered into in February 2010. The bank term loan had an interest rate of one-month LIBOR plus 2.75% and was set to mature in February 2011. In January 2011, Cleco extended the bank term loan to mature on August 19, 2011, and lowered the interest rate to one-month LIBOR plus 2.50% or ABR plus 1.50%. On April 29, 2011, Cleco repaid the $150.0 million bank term loan. As part of the repayment, Cleco paid $0.6 million for accrued interest on the term loan.

At December 31, 2011, Cleco Corporation’s long-term debt outstanding was $10.0 million, of which none was due within one year, compared to $15.0 million of long-term debt at December 31, 2010, of which none was due within one year. The long-term debt at December 31, 2011, and 2010, was the result of outstanding draws on Cleco Corporation’s credit facilities.

In November 2010, Cleco Corporation entered into a $200.0 millionfour-year revolving credit facility. The credit facility was set to mature on November 23, 2014, and provided for working capital and other needs. Cleco Corporation’s borrowing costs under this facility were equal to LIBOR plus 2.05%, plus facility fees of 0.45%. On October 7, 2011, Cleco Corporation amended its credit facility agreement. Under the amended agreement, Cleco Corporation’s maximum capacity was increased from $200.0 million to $250.0 million, the maturity date was extended to October 7, 2016, and the borrowing costs were lowered to equal LIBOR plus 1.50% or ABR plus 0.50%, plus facility fees of 0.25%. At December 31, 2011, Cleco Corporation was in compliance with the covenants in its credit facility.

At December 31, 2011, Cleco Corporations' outstanding

credit facility borrowings reduced available borrowings by $10.0 million, leaving an available borrowing capacity of $240.0 million.

Note 3 — Dividends and Equity Contributions

Some provisions in Cleco Power’s debt instruments restrict the amount of equity available for distribution to Cleco Corporation by Cleco Power under specified circumstances. The most restrictive covenant requires Cleco Power’s total indebtedness to be less than or equal to 65% of total capitalization. At December 31, 2011, approximately $661.5 million of member’s equity were unrestricted. Cleco Corporation received $130.0 million, $150.0 million, and $30.0 million in distributions from Cleco Power in 2011, 2010, and 2009, respectively. During 2010, Cleco Corporation made $225.7 million in non-cash equity contributions to Cleco Power relating to Acadia Unit 1. No equity contributions were made to Cleco Power in 2011 or 2009.

Cleco Corporation received $159.2 million and $32.0 million in distributions from Midstream during the years ended December 31, 2011, and 2010, respectively. Cleco Corporation received no distributions from Midstream during the year ended December 31, 2009. For the years ended December 31, 2011, 2010, and 2009, Cleco Corporation made no equity contributions to Midstream.

Note 4 — Income Taxes

Cleco Corporation (Parent Company Only) Condensed Statements of Income reflect income tax benefit of $13.2 million, income tax benefit of $4.5 million, and income tax expense of $4.6 million for the years ended December 31, 2011, 2010, and 2009, respectively. In addition to these amounts, income tax expense of $116.1 million, $147.0 million, and $5.0 million is reflected in equity income of subsidiaries, net of tax for the years ended December 31, 2011, 2010, and 2009, respectively.

Note 5 — Commitments and Contingencies

For information regarding commitments and contingencies related to Cleco Corporation, see Part II, Item 8, “Financial Statements and Supplementary Data — Notes to the Financial Statements — Note 14 — Litigation, Other Commitments and Contingencies, and Disclosures about Guarantees — Off-Balance Sheet Commitments and Disclosures about Guarantees.”

130

CLECO CORPORATION CLECO POWER 2011 FORM 10-K

CLECO CORPORATION

SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS Years Ended December 31, 2011, 2010, and 2009
Allowance for Uncollectible Accounts (THOUSANDS)	BALANCE AT BEGINNING OF PERIOD		ADDITIONS CHARGED TO COSTS AND EXPENSES		UNCOLLECTIBLE ACCOUNT WRITE-OFFS LESS RECOVERIES		BALANCE AT END OF  PERIOD (1)
Year Ended December 31, 2011	$	3,455	$	1,992	$	4,311	$	1,136
Year Ended December 31, 2010	$	1,173	$	3,756	$	1,474	$	3,455
Year Ended December 31, 2009	$	1,632	$	1,657	$	2,116	$	1,173
(1)Deducted in the consolidated balance sheet

Restricted and Unrestricted Storm Reserves (THOUSANDS)	BALANCE AT BEGINNING OF  PERIOD		ADDITIONS		DEDUCTIONS		BALANCE AT END OF PERIOD
Unrestricted Storm Reserve
Year Ended December 31, 2011	$	1,454	$	2,000	$	2,051	$	1,403
Year Ended December 31, 2010	$	1,146	$	543	$	235	$	1,454
Year Ended December 31, 2009	$	210	$	3,643	$	2,707	$	1,146
Restricted Storm Reserve
Year Ended December 31, 2011	$	25,993	$	887	$	2,000	$	24,880
Year Ended December 31, 2010	$	25,434	$	857	$	298	$	25,993
Year Ended December 31, 2009	$	27,410	$	825	$	2,801	$	25,434

CLECO POWER

SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS Years Ended December 31, 2011, 2010, and 2009
Allowance for Uncollectible Accounts (THOUSANDS)	BALANCE AT BEGINNING OF PERIOD		ADDITIONS CHARGED TO COSTS AND EXPENSES		UNCOLLECTIBLE ACCOUNT WRITE-OFFS LESS RECOVERIES		BALANCE AT END OF PERIOD (1)
Year Ended December 31, 2011	$	3,395	$	1,972	$	4,231	$	1,136
Year Ended December 31, 2010	$	1,173	$	3,696	$	1,474	$	3,395
Year Ended December 31, 2009	$	1,632	$	1,657	$	2,116	$	1,173
(1)Deducted in the consolidated balance sheet

Restricted and Unrestricted Storm Reserves (THOUSANDS)	BALANCE AT BEGINNING OF PERIOD		ADDITIONS		DEDUCTIONS		BALANCE AT END OF PERIOD
Unrestricted Storm Reserve
Year Ended December 31, 2011	$	1,454	$	2,000	$	2,051	$	1,403
Year Ended December 31, 2010	$	1,146	$	543	$	235	$	1,454
Year Ended December 31, 2009	$	210	$	3,643	$	2,707	$	1,146
Restricted Storm Reserve
Year Ended December 31, 2011	$	25,993	$	887	$	2,000	$	24,880
Year Ended December 31, 2010	$	25,434	$	857	$	298	$	25,993
Year Ended December 31, 2009	$	27,410	$	825	$	2,801	$	25,434

131

CLECO CORPORATION CLECO POWER 2011 FORM 10-K

Signatures

Pursuant to the requirements of Section 13 or 15(d) 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.

	CLECO CORPORATION
	(Registrant)
By:	/s/  Bruce A. Williamson
	(Bruce A. Williamson)
	(President, Chief Executive Officer and Director)

Date: February 22, 2012

Pursuant to the requirements of the Securities Exchange Act of 1934, this Report has been signed below by the following persons on behalf of the Registrant and in the capacities and on the dates indicated.

SIGNATURE	TITLE	DATE
/s/  Bruce A. Williamson	President, Chief Executive Officer and Director	February 22, 2012
(Bruce A. Williamson)	(Principal Executive Officer)
/s/ Darren J. Olagues	Senior Vice President, CFO and Treasurer	February 22, 2012
(Darren J. Olagues)	(Principal Financial Officer)
/s/ Terry L. Taylor	Controller & Chief Accounting Officer	February 22, 2012
(Terry L. Taylor)	(Principal Accounting Officer)

DIRECTORS*

SHERIAN G. CADORIA

J. PATRICK GARRETT

ELTON R. KING

LOGAN W. KRUGER

WILLIAM L. MARKS

ROBERT T. RATCLIFF, SR.

PETER M. SCOTT III

SHELLEY STEWART, JR.

WILLIAM H. WALKER, JR.

*By:	/s/  Bruce A. Williamson	February 22, 2012
	(Bruce A. Williamson, as Attorney-in-Fact)

132

CLECO CORPORATION CLECO POWER 2011 FORM 10-K

Signatures

Pursuant to the requirements of Section 13 or 15(d) 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.

	CLECO POWER LLC
	(Registrant)
By:	/s/  Bruce A. Williamson
	(Bruce A. Williamson)
	(Chief Executive Officer and Sole Manager)

Date: February 22, 2012

Pursuant to the requirements of the Securities Exchange Act of 1934, this Report has been signed below by the following persons on behalf of the Registrant and in the capacities and on the dates indicated.

SIGNATURE	TITLE	DATE
/s/  Bruce A. Williamson	Chief Executive Officer and Sole Manager	February 22, 2012
(Bruce A. Williamson)	(Principal Executive Officer)
/s/  Darren J. Olagues	Senior Vice President, CFO and Treasurer	February 22, 2012
(Darren J. Olagues)	(Principal Financial Officer)
/s/ Terry L. Taylor	Controller and Chief Accounting Officer	February 22, 2012
(Terry L. Taylor)	(Principal Accounting Officer)

133

EX-10.A3

Exhibit 10(a)(23)

CLECO CORPORATION

2030 Donahue Ferry Road

Pineville, LA 71360

«Date»

«Name»

«Location»

Re:Awards -Performance Cycle

Dear «Nickname»:

The Compensation Committee of the Board of Directors of Cleco Corporation, which is appointed to administer the Cleco Corporation 2010 Long-Term Incentive Compensation Plan, or the “LTIP,” has awarded to you shares of the Company's common stock, par value $1.00 per share, or our “Common Stock,” subject to the terms and conditions set forth herein.

1.Award. The Committee has awarded to you an aggregate of «Target_Shares» shares of Common Stock, provided that during the Performance Cycle (as defined below), the shares shall not be sold, assigned, transferred, pledged, hypothecated or otherwise subject to disposition, your “Restricted Stock.”

2.Performance Objectives, Vesting, and Delivery. A summary of the Performance Objectives and a payment matrix, each established by the Committee and applicable during the period beginning January 1, , and ending December 31, , the “ Performance Cycle,” is attached hereto as Exhibit A. The number of shares of Restricted Stock that vest and are delivered to you will be determined by the Committee at the end of the cycle in accordance with the terms of Exhibit A. Shares of Restricted Stock that are not vested at the end of the Performance Cycle will be forfeited and the affected certificates or book entries canceled by the Company.

As soon as practicable after the end of the Performance Cycle, the Committee will notify you of the number of shares of Restricted Stock, if any, to which you are entitled. Payment will be made by delivery of Common Stock representing your vested shares, which may be made in the form of certificates or book entry securities.

3.Dividend Equivalent Units. If cash dividends are declared and paid on Common Stock during the Performance Cycle, dividends paid on your Restricted Stock will be credited to a bookkeeping account maintained for your benefit by the Company, referred to as “Dividend Equivalent Units.” Units will be accumulated in your account during the Performance Cycle, without interest. At the end of the cycle, you will forfeit any Dividend Equivalent Units attributable to unvested shares of Restricted Stock, and payment of the remaining units will be made in the form of cash.

«Name»

«Date»

Page 2

4.Separation From Service. If you Separate From Service with the Company or its Affiliates before the end of the Performance Cycle, your Restricted Stock and Dividend Equivalent Units will be forfeited as of your Separation Date, except as may be expressly provided in the LTIP with respect to your Retirement, involuntary termination of employment without Cause, death or Disability. For this purpose, the terms “Cause” and “Disability” are defined in the LTIP; the term “Retirement” means that at the time of your separation you have satisfied the age and service conditions for normal, early or late retirement under our separate tax-qualified pension plan, whether or not you actually participate in the plan.

5.Recovery Policy. Because the final amount of your award is contingent upon the financial performance of the Company, your award is subject to the Company's recovery policy. In the event the Company is required to restate its financial statements or financial results for any portion of the period included in the Performance Cycle, this policy may require that you forfeit or return to the Company all or some portion of your award, whether or not then vested, including payments made or shares delivered to you. You will receive additional notice from the Committee if your award is subject to adjustment on account of the policy.

6.Tax Withholding. As a condition of any payment or the delivery of Common Stock hereunder, the Company is entitled to withhold all income and employment taxes required by law to be withheld. The Company will ordinarily satisfy this obligation by “netting” or withholding the number of shares of Common Stock having a Fair Market Value not in excess of the applicable supplemental withholding rate, the maximum marginal tax rate applicable for state income tax purposes, and the applicable employment tax rate.

7.No Assignment. Your award is not subject in any manner to sale, transfer, pledge, assignment or other encumbrance or disposition, whether by operation of law or otherwise and whether voluntarily or involuntarily, except by will or the laws of descent and distribution.

8.Stock Ownership Guidelines. You may be subject to stock ownership guidelines adopted by the Company. If the guidelines apply and you do not own the number of shares of Common Stock required under the guidelines, you can dispose of not more than one-half of the number of shares of Common Stock delivered to you hereunder (determined after any netting for tax withholding) until the share ownership guidelines are satisfied.

9.Additional Requirements. You acknowledge that Common Stock issued hereunder may bear such legends as the Committee or the Company deems appropriate to comply with applicable Federal or state securities laws or the terms of the LTIP. In connection therewith and prior to the issuance of such shares, you may be required to deliver to the Company such other documents as may be reasonably required to ensure compliance with applicable Federal or state securities laws.

«Name»

«Date»

Page 3

10.Employment Rights. Nothing contained in this letter or the LTIP shall be deemed to confer upon you any right to continue in the employ of the Company or any Affiliate or interfere, in any manner, with the right of the Company or any of its Affiliates to terminate your employment, whether with or without Cause, in its sole discretion.

11.Amendment. The Committee or the Board of Directors may amend the terms and conditions set forth herein, except that any such amendment may not materially impair your award without your prior consent.

12.Shareholder Rights. During the Performance Cycle, you shall be entitled to vote your shares of Restricted Stock; dividends payable with respect to such shares shall be subject to the provisions of paragraph 3 hereof.

In addition to the terms of this letter, your award is subject to terms and conditions set forth in the LTIP. A prospectus is attached; you can obtain a copy of the full plan document by contacting Carla Works at Carla.Works@cleco.com. Capitalized terms used in this letter have the meanings ascribed to them in the LTIP. Please indicate your consent to be bound by the foregoing terms and conditions and the delivery of the prospectus by execution below, and return this agreement to Carla at PVGO2 not later than March 1, .

Very truly yours,

CLECO CORPORATION

By:__________________________________

Its: Senior Vice President

Corporate Services & Internal Audit

Attachment: Prospectus

ACKNOWLEDGED AND AGREED TO

THIS _____ DAY OF ______________, 2012

__________________________________

«Name»

«Name»

«Date»

Page 4

EXHIBIT A

CLECO CORPORATION

2010 LONG-TERM INCENTIVE COMPENSATION PLAN

PERFORMANCE OBJECTIVES

The Cleco Corporation 2010 Long-Term Incentive Compensation Plan (the “LTIP”) requires the Compensation Committee of the Board of Directors (the “Committee”) of Cleco Corporation (the “Company”) to establish performance measures for each Performance Cycle.

For the Performance Cycle, the comparative performance measure approved is the relative price appreciation plus dividends paid per share on Common Stock (“Total Shareholder Return” or “TSR”) during the Performance Cycle as compared to the Total Shareholder Return of companies in the peer group listed in Exhibit B (“Peer Group”). The Company's TSR must rank at or above the 30th percentile level in order for any award to be paid. Actual awards are determined by the Committee based on the Company's rank within the peer group, as follows:

Relative Rank	1	2	3	4	5	6	7	8	9	10	11	12	13 - 18
Percentile Rank	100%	94.1%	88.2%	82.3%	76.4%	70.5%	64.7%	58.8%	52.9%	47.0%	41.1%	35.2%	< 30th
Payout as % of Target	200%	188.2%	176.4%	164.6%	152.8%	141.0%	129.4%	117.6%	105.8%	89.5%	68.9%	48.2%	0%

Restrictions will lapse upon receipt by you of written notice from the Committee that the Company has achieved the Performance Objectives established for the Performance Cycle; notice will be given by the Committee as soon as practicable after the close of the cycle.

«Name»

«Date»

Page 5

EXHIBIT B

CLECO CORPORATION

PEER GROUP FOR TSR COMPARISON

Peer Company Name *	Ticker Symbol
AGL Resources, Inc.	AGL
Allete, Inc.	ALE
Aliant Energy Corporation	LNT
Avista Corporation	AVA
Black Hills Corporation	BKH
Calpine Corporation	CPN
El Paso Electric Company	EE
Energen Corporation	EGN
Great Plains Energy Inc.	GXP
IDACORP Inc.	IDA
Northwestern Corporation	NEW
NV Energy, Inc.	NVE
OGE Energy Corporation	OGE
Pinnacle West Capital Corporation	PNW
PNM Resources, Inc.	PNM
Portland General Electric Company	POR
TECO Energy, Inc.	TE
Unisource Energy Corporation	UNS
Vectren Corporation	VVC

* The Compensation Committee reserves the right to adjust the number of peers and/or replace peer companies during the three-year performance cycle to reflect changes (e.g., merger or acquisition) that may make a company no longer comparable to Cleco.

EX-10.B7

Exhibit 10(b)(7)

Page 1 of 4

CLECO POWER LLC

401(k) SAVINGS AND INVESTMENT PLAN

(As Amended and Restated Effective November 1, 2010)

AMENDMENT NUMBER 1

WHEREAS, Cleco Power LLC sponsors the Cleco Power LLC 401(k) Savings and Investment Plan (the “Plan”), which was originally established effective as of January 1, 1985; and

WHEREAS, the Plan most recently was amended and restated effective November 1, 2010; and

WHEREAS, Cleco Power LLC desires to amend the Plan to add automatic increases to employee deferral percentages and establish new automatic enrollment dates.

NOW, THEREFORE, Section 4.2 is deleted in its entirety and replaced with the following:

4.2Pre-Tax Contributions: Each Participant who has chosen to defer a portion of his Compensation as a Pre-Tax Basic Contribution to the Plan pursuant to Section 3.4 may elect to defer any whole percentage, up to a maximum of six (6%) of his Compensation as a Pre-Tax Basic Contribution. In addition, the Participant may elect to defer any whole percentage, up to a maximum of forty-four (44%) of his Compensation, as a Pre-Tax Excess Contribution. Each such contribution, if any, will be determined as of the last day of each payroll period and contributed to the Trust Fund by the Employer as soon as administratively feasible thereafter. Each Participant's Pre-Tax Contribution Account will be fully vested and nonforfeitable at all times.

(a)Notification of Deferral Elections: Each Participant must notify the Committee of the amount he elects to defer as a Pre-Tax Basic Contribution and as a Pre-Tax Excess Contribution, according to administrative procedures the Committee may establish, until such time as the Committee authorizes the discontinuance of the Pre-Tax Contributions according to uniform, nondiscriminatory policies the Committee may develop. Except as otherwise provided in this Section, a Participant's deferral election or automatic deferral under Section 4.2(f) will continue in effect during subsequent Plan Years unless the Participant notifies the Committee of his choice to change or discontinue his Pre-Tax Basic Contribution or his Pre-Tax Excess Contribution election according to administrative procedures the Committee may establish.

(b)Changes in Deferral Elections: A Participant may change or discontinue the amount of his Pre-Tax Basic Contribution and/or Pre-Tax Excess Contribution at any time during the Plan Year by directing the Committee, according to administrative procedures the Committee may establish.

Page 2 of 4

(c)Automated Response Unit: The Committee may, as a part of the administrative procedures it establishes and in lieu of written procedures contemplated in this Plan, authorize use of an “automated response unit” which generates written acknowledgments of transactions.

(d)Limits on Deferrals: No Participant will be permitted to have Pre-Tax Contributions made under this Plan, or any other qualified plan the Company maintains during any taxable year, in excess of the dollar limitation of Code Section 402(g) in effect for such taxable year, except to the extent permitted by Code Section 414(v). If a Participant's Pre-Tax Contributions exceed the applicable limit described in the preceding sentence, or if the Participant submits a written claim to the Committee, at the time and in the manner the Committee prescribes specifying the amount of Pre-Tax Contributions that exceeds the applicable limit of Code Section 402(g) when added to the amounts the Participant deferred in other plans or arrangements, then such excess (the “Excess Deferrals”), plus any income and minus any loss allocable to such amount, will be returned to the Participant by April 15 of the following year.

(e)Catch-Up Contributions: All Employees who are eligible to make Pre-Tax Contributions under this Plan and who have attained age 50 before the close of the Plan Year will be eligible to make catch-up contributions according to and subject to the limitations of Code Section 414(v). Such catch-up contributions will not be taken into account for purposes of the provisions of the Plan implementing the required limitations of Code Sections 402(g) and 415. The Plan will not be treated as failing to satisfy the provisions of the Plan implementing the requirements of Code Sections 401(k)(3), 401(k)(11), 401(k)(12), 410(b), or 416, as applicable, by reason of the making of such catch-up contributions.

(f)Automatic Deferrals and Automatic Increases:

(i)Automatic Deferrals - Newly Eligible Employees: If, on or before the 45^th day after the date an Employee becomes eligible to participate under Section 3.1, the Employee has not affirmatively chosen to defer a portion of his Compensation as a Pre-Tax Contribution to the Plan (including a zero Pre-Tax Contribution percentage), the Employee automatically will be enrolled to defer four percent (4%) of his Compensation as a Pre-Tax Contribution.

(ii)Automatic Deferrals - Existing Participants: If, during the 45-day period before (as applicable) March 31, 2012 or such future date as the Committee may designate, a Participant has not made an affirmative election to defer a portion of his Compensation as a Pre-Tax Contribution to the Plan (including a zero Pre-Tax Contribution percentage), the Participant automatically will be enrolled to defer four percent (4%) of his Compensation as a Pre-Tax Contribution. This Section 4.2(f)(ii) shall not apply to a Participant:

Page 3 of 4

(1)To which Section 4.2(f)(i) applies, or

(2)Who has in effect an election (either through an affirmative election or automatic deferral) to defer at least four percent (4%) of his Compensation as a Pre-Tax Contribution.

(iii)Automatic Increases: If, as of March 31 of each Plan Year,

(1)a Participant has not affirmatively elected to have no automatic deferral percentage increases apply to the Participant, and

(2)the Participant is deferring less than 8% of the Participant's Compensation as a Pre-Tax Contribution,

then effective as of the immediately following April 1, the Participant's deferral percentage automatically will be increased to the next higher whole percentage, or at least 4% if the Participant is deferring less than the automatic enrollment rate of 4%.

(g)Employee's Effective Date of Automatic Deferrals: An “Employee's Effective Date of Automatic Deferrals” means, as applicable:

(i)The date the Employee becomes eligible to participate under Section 3.1;

(ii)March 31, 2012; or

(iii)Such future dates as the Committee designates from time to time.

(h)Opting Out Before Becoming a Participant: At any time before the Employee's Effective Date of Automatic Deferrals, the Employee may affirmatively elect, according to rules the Committee prescribes, a Pre-Tax Contribution percentage that is different from that specified in Section 4.2(f) (including a zero Pre-Tax Contribution percentage). The Employee's election will become effective as soon as administratively feasible after the Employee properly files his application according to rules the Committee prescribes.

(i)Opting Out After Becoming a Participant: If, before an Employees Effective Date of Automatic Deferrals, the Employee has not affirmatively elected, according to rules the Committee prescribes, a Pre-Tax Contribution percentage that is different from that specified in Section 4.2(f) (including a zero Pre-Tax Contribution percentage), then at any time thereafter the Employee may affirmatively elect, according to rules the Committee prescribes, a Pre-Tax Contribution percentage that is different from those specified in Section 4.2(f) (including a zero Pre-Tax Contribution percentage). The Employee's election will become effective as soon as administratively feasible after the Employee properly files his application according to rules the Committee prescribes.

Page 4 of 4

IN WITNESS WHEREOF, Cleco Power LLC has executed this amendment this 27^thday of January 2012.

CLECO POWER LLC

By:	/s/ Darren J. Olagues
	Darren J. Olagues
	Senior Vice President, CFO & Treasurer

EX-10.E4

EXHIBIT 10(e)(14)

	Cleco Corporation 2030 Donahue Ferry Road P.O. Box 5000 Pineville, LA 71361-5000 Tel 318-484-7765 Fax 318-484-7777
	Bruce A. Williamson President & Chief Executive Officer

This note will serve as formal notification to the Compensation Committee of the Board of Directors of Cleco Corporation (the “Company”) and the Company's Human Resource Management of the following:

I intend to forego, and I hereby waive, the minimum increase in my base compensation and the related impacts on my cash and equity bonus opportunities for 2012 as set forth in my Executive Employment Agreement with the Company. This action keeps me, as CEO, aligned with other members of senior management who will not be receiving a base pay increase in 2012 consistent with my desire to shift more compensation to performance-based pay among senior management of the Company.

/s/ Bruce A. Williamson

Bruce A. Williamson

President and Chief Executive Officer

EX-10.G4

EXHIBIT 10(g)(4)

CLECO CORPORATION

PAY FOR PERFORMANCE PLAN

Cleco Corporation, a corporation organized and existing under the laws of the State of Louisiana (the “Company”), hereby establishes this Pay for Performance Plan, subject to the terms and conditions set forth below (the “Plan”).

Section 1 - Purpose:

The purposes of the Plan are to: (a) provide annual cash incentives to officers and employees of the Company; (b) attract and retain officers and employees; and (c) further align the interests of employees and officers of the Company with the interests of its shareholders. This Plan is further intended to replace and supersede, as of the Effective Date (as defined below), the Company's Annual Incentive Plan and Employee Incentive Plan (the “Prior Plans”).

Section 2 - Definitions:

2.1“Affiliate” means any corporation or other form of entity of which the Company owns, from time to time, directly or indirectly, at least 50% of the total combined voting power of all classes of stock or other equity interests.

2.2“Award” means a cash payment made in accordance with the terms and conditions of the Plan.

2.3“Board” means the Board of Directors of the Company; “Committee” means the Compensation Committee of the Board.

2.4“Code” means the Internal Revenue Code of 1986, as amended, including any regulation, rule or other guidance promulgated thereunder.

2.5“Company Goals” means Company financial or operational metrics designated by the Committee, which metrics shall include but not be limited to: EBITDA (earnings before interest, taxes, depreciation and amortization); EBIT (earnings before interest and taxes); net income; earnings per share or diluted earnings per share; operating cash flow; cash flow; return on equity; sales; budget achievement; productivity; price of Company common stock; market share; total shareholder return (TSR); return on capital; net cash flow; net operating profit after taxes (NOPAT); economic value added (EVA); profit margin, whether gross or net; market capitalization or market value; debt or equity ratio; return on assets; customer growth or satisfaction; and safety. Company Goals may relate to the Company or to an Affiliate, division, business unit or profit center thereof. A single Corporate Goal may be established with respect to all Participants hereunder, or goals may be established with respect to groups of Participants, whether by job title, classification or other reasonable method.

2.6“Determination Year” means the Company's fiscal year during which the services giving rise to an Award hereunder are rendered; “Determination Date” means the last business day of the first quarter of each Determination Year.

2.7“Eligible Compensation” means a Participant's regular, annualized rate of base compensation in effect as of the last day of a Determination Year; provided that as to any Eligible Employee who receives overtime, his or her Eligible Compensation shall include any overtime paid during such Determination Year.

Cleco Corporation

Pay for Performance Plan

Page 2 of 9

2.8“Eligible Employee” means a regular, full-time, common law employee of the Company and/or its Affiliates, including officers, determined in accordance with the Company's standard personnel policies and practices, but excluding individuals who are classified by the Company as leased or otherwise employed by a third party, independent contractors or intermittent or temporary employees, even if any such classification is modified by audit, administrative proceeding, litigation or otherwise.

2.9“Effective Date” means the Company's fiscal year commencing January 1, 2012; provided that awards payable under the Prior Plans on or after the Effective Date with respect to services rendered prior to such date shall be determined and paid in accordance with the terms of the Prior Plans.

2.10“Performance Goals” means individual performance objectives, other than Company financial or operational metrics, which objectives may be established individually with respect to each Participant hereunder or expressed with respect to groups or categories of Participants.

2.11“Plan” means this Pay for Performance Plan, as the same may be amended or restated from time to time.

Section 3 - Participation:

Eligible Employees of the Company and its Affiliates shall be eligible to receive Awards hereunder, when designated by the Committee (each a “Participant”). Eligible Employees may be designated individually or by groups or categories, in the discretion of the Committee. Unless otherwise provided by the Committee with respect to a Determination Year, any such designation shall be made not later than the Determination Date.

Section 4 - Determination of Awards:

4.1Composition of Award: Each Participant's Award hereunder shall equal the sum of: (a) an amount attributable to the attainment of Company Goals (the “Company Component”), and (b) an amount attributable to the attainment of Performance Goals (the “Performance Component”). Such amounts shall be determined in accordance with the provisions of this Section 4 and paid in accordance with the provisions of Section 5 hereof.

4.2Determination ofTargets and Goals: Not later than each Determination Date, the Committee:

a. Shall determine the percentage of each Participant's Eligible Compensation that may be payable as an Award hereunder (a “Target Award”);

b. Shall determine the Company and Performance Goals applicable for the Determination Year;

c. Shall determine as to each Participant, the percentage of his or her aggregate Award that shall constitute the Company Component and the percentage that shall constitute the Performance Component, which determinations shall be set forth on Exhibit A hereto, as the same may be modified from time to time.

d. May specify a threshold level below which no Award shall be made and a maximum level above which no additional Award shall be made. Such threshold and maximum

Cleco Corporation

Pay for Performance Plan

Page 3 of 9

levels may be imposed with respect to Company Goals, Performance Goals, or the aggregate amount of any Award hereunder.

Any determination hereunder shall be made, in writing, and shall be communicated to each Participant not later than the Determination Date, or as soon as practicable thereafter. The Committee may delegate to the appropriate officers, managers and supervisors of the Company the authority to determine Performance Goals hereunder; provided, however, that no such delegation shall be made with respect to the Company's executive officers.

4.3Attainment of Goals. As of the last day of each Determination Year, or as soon as practicable thereafter, the Committee shall determine whether and to what extent the Company Goals applicable with respect to such year have been attained. The Committee, or one or more of its designees, shall further determine with respect to each Participant hereunder whether and to what extent Performance Goals have been attained with respect to such year, which determination shall be expressed as a numerical ranking (a “Performance Factor”), as more fully set forth on Exhibit B hereto, as the same may be modified from time to time.

Determinations hereunder shall be made in writing and communicated to each affected Participant as soon as practicable following the last day of each Determination Year.

4.4Adjustment of Target Awards. The Committee shall increase or decrease the Target Award applicable to the Company Component based upon the attainment of Company Goals; such increase or decrease shall be made in accordance with the provisions of Exhibit C hereto, as the same may be modified from time to time. The Committee shall further increase or decrease the amount of each Participant's Target Award applicable to the Performance Component based upon such Participant's Performance Factor; such increase or decrease shall be made in accordance with the provisions of Exhibit B hereto.

4.5Participant's Change in Status. If during a Determination Year a Participant is promoted, such Participant shall be eligible to receive an Award equal to the sum of (a) the pro-rated Award applicable to the portion of such year spent in the position from which the Participant was promoted, and (b) the pro-rated Award applicable to the portion of the Determination Year spent in the position to which the Participant was promoted. If during a Determination Year a Participant is demoted, such Participant shall be eligible to receive an Award hereunder based upon his or her position as of the Determination Date.

4.6Final Discretion. Except as may be provided in Section 7.13 hereof and notwithstanding any provision of this Plan to the contrary, the Committee shall possess the final discretion to adjust the amount of any Award determined and payable hereunder, which adjustment may be made with respect to the total Award or either component thereof. Designees of the Committee, including appropriate officers, managers and supervisors, shall further possess the discretion to adjust the amount of any Award payable hereunder; provided that delegation shall not be made with respect to the Company's executive officers.

Section 5 - Payment:

5.1Time and Form of Payment. Awards hereunder shall be paid in the form of a single sum no later than the 15th day of the third calendar month following the end of each Determination Year (the “Payment Date”).

Cleco Corporation

Pay for Performance Plan

Page 4 of 9

5.2Payment Conditions. Except as expressly provided herein, a Participant shall be employed by the Company or an Affiliate on the Payment Dateas a condition of the receipt of an Award hereunder.

5.3Retirement, Death and Disability. Notwithstanding the provisions of Section 5.2 hereof and unless the Committee otherwise provides, if a Participant separates from service with the Company and all Affiliates during a Determination Year on account of his or her death, Disability or Retirement, the Award otherwise payable to such Participant with respect to such year: (a) shall be determined as provided herein; (b) such amount shall be multiplied by a fraction, the numerator of which is the number of days he or she was employed during the Determination Year and the denominator of which is 365; and (c) such prorated amount shall be paid as of the Payment Date otherwise applicable to such Award. For this purpose:

a. The term “Disability” means that a Participant is receiving long-term disability benefits under a separate plan or policy maintained by the Company.

b. The term “Retirement” means that a Participant has voluntarily separated from service with the Company and its affiliates; provided that at the time of such separation he or she has attained age 55.

Section 6 - Administration:

6.1Powers. In addition to the power and authority provided elsewhere in this Plan, the Committee shall have the discretionary power and authority to: (a) designate Participants hereunder; (b) determine Company and Performance Goals; (c) determine the amount of any Award finally payable hereunder; (d) construe and interpret the provisions of the Plan and any form or agreement related thereto; (e) establish and adopt such rules, regulations, and procedures as may be necessary or advisable in connection with the administration of the Plan; and (f) make any other determination which it believes necessary or advisable for the proper administration of the Plan.

6.2Determinations Binding. Decisions, interpretations and actions of the Committee concerning matters related to the Plan shall be final and conclusive on the Company, its Affiliates and Participants and their beneficiaries or heirs. The Committee may make determinations selectively among Participants who receive or are eligible to receive Awards hereunder, whether or not such Participants are similarly situated.

6.3Delegation. The Committee may delegate to the appropriate officers, managers and supervisors of the Company any portion of the administrative authority afforded to it hereunder; provided that no such delegation shall be made with respect to the Company's executive officers.

Section 7 - General Provisions:

7.1No Continued Employment. Participation hereunder shall not confer upon any Participant the right to continue in the employ of the Company or an Affiliate for any period of time or any right to continue at his or her present or any other rate of compensation or job classification.

7.2Non-transferability. No Award, or the expectation to receive an Award, shall be subject to transfer, pledge, assignment, hypothecation, alienation or otherwise encumbered or disposed of by a Participant hereunder, whether by operation of law or otherwise, and whether voluntarily or involuntarily (except in the event of a Participant's death or by will or the laws of descent and distribution). Neither

Cleco Corporation

Pay for Performance Plan

Page 5 of 9

the Committee nor the Company shall be required to recognize any attempted assignment of such rights by any Participant or his or her heirs or beneficiaries.

7.3Taxes. The Company shall have the right to withhold from any Award hereunder any taxes required by law to be withheld.

7.4Other Benefits. Awards hereunder shall not impair or otherwise reduce a Participant's compensation, life insurance, retirement or other benefits provided by the Company or its Affiliates; provided, however, that the value of any Award hereunder shall not be treated as compensation for purposes of computing the value or amount of any such benefit unless otherwise provided in the separate plan or policy providing for the establishment and administration of such benefit.

7.5Source of Awards. Awards hereunder shall be made from the general assets of the Company. The status of any Participant with respect to an Award hereunder shall be that of a general unsecured creditor of the Company, and no Participant shall have any right, title, or interest in or to any asset of the Company. Nothing contained in this Agreement shall be deemed or be construed to create a trust of any kind or other fiduciary relationship between the Company and Participant or any other person.

7.6Successors and Assigns. Any obligation of the Company hereunder shall be binding upon and inure to the benefit of its successors and assigns; any such obligation shall inure to the benefit of and be binding upon each Participant, including his or her heirs, estate, legatees and legal representative. If a Participant dies before an Award is paid hereunder, payment shall be made to his or her surviving spouse or estate, as determined in the discretion of the Committee.

7.7Recovery Policy. Any Award hereunder shall be subject to the terms of any compensation recovery agreement or policy or policies established by the Company, as may be in effect from time to time and with respect to which a Participant is a party or is bound.

7.8Governing Law. The Plan shall be construed and interpreted in accordance with the internal laws of the State of Louisiana, without regard to the conflicts of law provisions thereof.

7.9Severability. The invalidity or unenforceability of any provision hereof shall in no way affect the validity or enforceability of any other provision.

7.10Amendment and Termination. Except as provided herein, the Company has no obligation to maintain this Plan for any particular length of time. The Committee shall possess the right, at any time, to amend or terminate this Plan, in whole or in part, by providing 30 days prior written notice to each affected Participant hereunder. Notwithstanding the foregoing: (a) no amendment or termination shall impair an Award otherwise payable with respect to a Determination Year, as determined before the adoption or effective date of any such amendment or termination, and (b) prior written notice shall not be required with respect to the modification of any exhibit hereto.

7.11Code Section 409A. It is intended that Awards hereunder shall be excluded from the provisions of Code Section 409A under the short-term deferral exclusion available thereunder, and that the provisions and administration of this Plan shall be interpreted, construed and conducted in accordance with such exclusion. Nevertheless, should any individual Award be deemed deferred compensation subject to the provisions of Code Section 409A, such Award shall be administered in accordance with the applicable provisions of such section.

Cleco Corporation

Pay for Performance Plan

Page 6 of 9

7.12Arbitration. As a condition of the receipt of an Award, each Participant shall be deemed to agree that any dispute or controversy that arises hereunder shall be resolved by arbitration. Any arbitration proceeding shall be conducted in accordance with the employment rules of the American Arbitration Association (“AAA”). Any dispute or claim shall be presented to a single arbitrator selected by the mutual agreement of the parties (or the arbitrator will be selected in accordance with the rules of the AAA). All determinations of the arbitrator will be final and binding. Each party to the arbitration proceeding will bear its own costs in connection with the proceedings, except that the costs and expenses of the arbitrator will be divided evenly between the parties. The venue for any arbitration proceeding and for any judicial proceeding related to this arbitration provision (including a judicial proceeding to enforce this provision) will be in Pineville, Louisiana.

THIS PAY FOR PERFORMANCE PLAN was adopted by the Board of Directors of Cleco Corporation on January 27 , 2012, to be effective as provided herein.

CLECO CORPORATION

By: /s/ Judy P. Miller

Date: 1-27-2012

Exhibits:

Exhibit A - Allocation Matrix

Exhibit B - Target Adjustments for Performance Factors

Exhibit C - Company Goals; Target Adjustments for Company Goals

Cleco Corporation

Pay for Performance Plan

Page 7 of 9

CLECO CORPORATION

PAY FOR PERFORMANCE PLAN

Exhibit A

Allocation Matrix

Effective as of 1/1/2012

Employee Group	Company Goal Weighting	Performance Goal Weighting	Total
CEO	100%	NA	100%
Officers (EMT)	80%	20%	100%
Officers (VPs)	70%	30%	100%
General Managers	60%	40%	100%
Managers, Supervisors and Directors	50%	50%	100%
Exempt	40%	60%	100%
Non-Exempt	20%	80%	100%

Cleco Corporation

Pay for Performance Plan

Page 8 of 9

CLECO CORPORATION

PAY FOR PERFORMANCE PLAN

Exhibit B

Target Adjustments for Performance Factors

Effective 1/1/2012

Performance Factor	Description	Payout as a % of Target Award
1	Far Exceeds Expectations Performance far exceeds that expected; consistently makes significant contributions beyond goals and expectations.	200%
2	Exceeds Expectations Results achieved exceed that expected; makes contributions beyond goals and expectations.	150%
3	Meets Expectations Fully and consistently meets goals and expectations; fully competent.	100%
4	Inconsistently Meets Expectations Needs improvement to reach competent level.	50%
5	Does Not Meet Expectations Fails to achieve results expected or agreed to; requires more than expected supervision.	0%

Cleco Corporation

Pay for Performance Plan

Page 9 of 9

CLECO CORPORATION

PAY FOR PERFORMANCE PLAN

Exhibit C

Company Goals; Target Adjustments for Company Goals

Effective 1/1/2012

Company Goal	Target	Weighting	Target Adjustments
Earnings Per Share (EPS)	$2.420	70%	Below $2.239 - 0% $2.239 - 50% $2.420 - 100% $2.662 - 200%
Customer Satisfaction	% of very satisfied customers 12 - 19 percentage points above the LA utility average	10%	Below 12 - 0% 12-19 - 100% Above 19 - 200%
SAFETY Personal Injuries	Incident rate ranks in top quartile of EEI companies	5%	Below 2nd quartile - 0% 2nd quartile - 50% Top Quartile - 100% Top Decile - 200%
SAFETY Vehicle Accidents	Accident rate ranks in top quartile of EEI companies	5%	Below 2nd quartile - 0% 2nd quartile - 50% Top Quartile - 100% Top Decile - 200%
Quality Performance Factor (QPF)	Gives the Committee discretion to consider the effect of external/economic factors on the quality of earnings	10%	0% - 200%
TOTAL		100%

EX-12.A

CLECO CORPORATION	EXHIBIT 12(a)
Computation of Ratios of Earnings to Fixed Charges and of Earnings to Combined Fixed Charges and Preferred Stock Dividends

UNAUDITED (THOUSANDS, EXCEPT RATIOS)	2011				2010				2009			2008			2007
Earnings from continuing operations	$	195,848			$	255,391			$	106,307		$	102,141		$	151,789
Equity (income) loss and dividends from investees	(3,385		)		(38,849		)		19,023			10,648			(84,327		)
Income tax expense	102,897				142,498				9,579			18,457			70,772
Earnings from continuing operations before income taxes	$	295,360			$	359,040			$	134,909		$	131,246		$	138,234
Fixed charges:
Interest	$	69,428			$	97,325			$	75,331		$	69,800		$	49,139
Amortization of debt expense, premium, net	3,017				3,014				1,897			2,242			1,972
Portion of rentals representative of an interest factor	494				431				536			523			558
Interest of capitalized lease	1,787				3,972				1,545			—			—
Total fixed charges	$	74,726			$	104,742			$	79,309		$	72,565		$	51,669
Earnings from continuing operations before income taxes	$	295,360			$	359,040			$	134,909		$	131,246		$	138,234
Plus:  total fixed charges from above	74,726				104,742				79,309			72,565			51,669
Plus:  amortization of capitalized interest	545				545				407			407			407
Earnings from continuing operations before income taxes and fixed charges	$	370,631			$	464,327			$	214,625		$	204,218		$	190,310
Ratio of earnings to fixed charges	4.96			x	4.43			x	2.71		x	2.81		x	3.68			x
Total fixed charges from above	$	74,726			$	104,742			$	79,309		$	72,565		$	51,669
Preferred stock dividends	40				72				50			55			480
Total fixed charges and preferred stock dividends	$	74,766			$	104,814			$	79,359		$	72,620		$	52,149
Ratio of earnings to combined fixed charges and preferred stock dividends	4.96			x	4.43			x	2.70		x	2.81		x	3.65			x

EX-12.B

CLECO POWER LLC	EXHIBIT 12(b)
Computation of Ratios of Earnings to Fixed Charges

UNAUDITED (THOUSANDS, EXCEPT RATIOS)	2011			2010			2009			2008			2007
Earnings from continuing operations	142,835			$	147,405		$	111,166		$	113,832		$	84,673
Income taxes	69,409			75,107			15,297			27,956			29,613
Earnings from continuing operations before income taxes	212,244			$	222,512		$	126,463		$	141,788		$	114,286
Fixed charges:
Interest	96,495			$	81,015		$	82,971		$	65,033		$	41,311
Amortization of debt expense, premium, net	2,382			2,279			1,764			1,892			1,399
Portion of rentals representative of an interest factor	493			431			536			523			558
Interest of capitalized lease	1,787			3,972			1,545			—			—
Total fixed charges	101,157			$	87,697		$	86,816		$	67,448		$	43,268
Earnings from continuing operations before income taxes	$	212,244		$	222,512		$	126,463		$	141,788		$	114,286
Total fixed charges from above	101,157			87,697			86,816			67,448			43,268
Earnings from continuing operations before income taxes and fixed charges	$	313,401		$	310,209		$	213,279		$	209,236		$	157,554
Ratio of earnings to fixed charges	3.10		x	3.54		x	2.46		x	3.10		x	3.64		x

EX-21

CLECO CORPORATION	EXHIBIT 21
Subsidiaries of the Registrant as of December 31, 2011

SUBSIDIARIES OF REGISTRANT OR ORGANIZATION	STATE OF INCORPORATION
Acadia Partners Pipeline, LLC	Louisiana
Acadia Power Holdings LLC	Louisiana
Acadia Power Partners, LLC	Delaware
Attala Transmission LLC	Louisiana
CLE Intrastate Pipeline Company LLC	Louisiana
Cleco Evangeline LLC	Louisiana
Cleco Generation Services LLC	Louisiana
Cleco Innovations LLC	Louisiana
Cleco Katrina/Rita Hurricane Recovery Funding LLC	Louisiana
Cleco Midstream Resources LLC	Louisiana
Cleco Power LLC	Louisiana
Cleco Support Group LLC	Louisiana
DeSoto Pipeline Company, Inc.	Louisiana
Diversified Lands LLC	Louisiana
Oxbow Lignite Company, LLC (50% interest)	Delaware
Perryville Energy Partners, L.L.C.	Delaware

EX-23.A

CLECO CORPORATION	EXHIBIT 23(a)
Consent of Independent Registered Public Accounting Firm

We hereby consent to the incorporation by reference in the Registration Statement on Form S-8 (Nos. 33-10169, 33-26726, 33-38362, 33-44663, 333-44364, 333-59692, 333-59696, 333-124716, 333-127496, 333-158994, and 333-164066) and the Registration Statement on Form S-3 (Nos. 333-162772, and 333-170886) of Cleco Corporation of our report dated February 22, 2012 relating to the financial statements, financial statement schedules and the effectiveness of internal control over financial reporting, which appears in this Form 10‑K.

/s/  PricewaterhouseCoopers LLP

New Orleans, Louisiana

February 22, 2012

EX-23.B

CLECO POWER LLC	EXHIBIT 23(b)
Consent of Independent Registered Public Accounting Firm

We hereby consent to the incorporation by reference in the Registration Statement on Form S-8 (Nos. 33-10169, 33-26726, 33-38362, and 33-44663) and in the Registration Statement on Form S‑3 (Nos. 333-162773, and 333-176453) of Cleco Power LLC of our report dated February 22, 2012 relating to the financial statements, financial statement schedule and the effectiveness of internal control over financial reporting, which appears in this Form 10‑K.

/s/  PricewaterhouseCoopers LLP

New Orleans, Louisiana

February 22, 2012

EX-24.A

EXHIBIT 24(a)

CLECO CORPORATION

POWER OF ATTORNEY

WHEREAS,Cleco Corporation, a Louisiana corporation (the “Company”), intends to file with the Securities and Exchange Commission (the “Commission”) under the Securities Exchange Act of 1934, as amended (the “Act”), an Annual Report on Form 10-K (the “Form 10-K”) for the Company's fiscal year ended December 31, 2011, with any and all amendments thereto as may be necessary or appropriate, together with any and all exhibits and other documents having relation to the Form 10-K;

NOW, THEREFORE,the undersigned, in the capacity of a director or officer or both a director and officer of the Company, as the case may be, does hereby appoint Bruce A. Williamson, Darren J. Olagues, Wade A. Hoefling, and Julia E. Callis, and each of them severally, his true and lawful attorney(s)-in-fact and agent(s) with power to act without the other, with full power of substitution and resubstitution, to execute in his name, place and stead, in any and all capacities, the Form 10-K and any and all amendments thereto and any and all instruments necessary or incidental in connection therewith, to file the same with the Commission and to appear before the Commission in connection with any matter relating thereto. Each of said attorneys-in-fact and agents shall have full power and authority to do and perform in the name and on behalf of the undersigned, in any and all capacities, every act whatsoever necessary or desirable to be done in the premises, as fully and to all intents and purposes as the undersigned might or could do in person, the undersigned hereby ratifying, approving and confirming the acts that said attorneys-in-fact and agents and each of them, or their or his substitutes or substitute, may lawfully do or cause to be done by virtue hereof.

IN WITNESS WHEREOF,the undersigned has executed this power of attorney as of the 27^th day of January, 2012.

/s/ Sherian G. Cadoria

Sherian G. Cadoria

CLECO CORPORATION

POWER OF ATTORNEY

WHEREAS,Cleco Corporation, a Louisiana corporation (the “Company”), intends to file with the Securities and Exchange Commission (the “Commission”) under the Securities Exchange Act of 1934, as amended (the “Act”), an Annual Report on Form 10-K (the “Form 10-K”) for the Company's fiscal year ended December 31, 2011, with any and all amendments thereto as may be necessary or appropriate, together with any and all exhibits and other documents having relation to the Form 10-K;

NOW, THEREFORE,the undersigned, in the capacity of a director or officer or both a director and officer of the Company, as the case may be, does hereby appoint Bruce Williamson, Darren J. Olagues, Wade A. Hoefling, Julia E. Callis, and each of them severally, his true and lawful attorney(s)-in-fact and agent(s) with power to act without the other, with full power of substitution and resubstitution, to execute in his name, place and stead, in any and all capacities, the Form 10-K and any and all amendments thereto and any and all instruments necessary or incidental in connection therewith, to file the same with the Commission and to appear before the Commission in connection with any matter relating thereto. Each of said attorneys-in-fact and agents shall have full power and authority to do and perform in the name and on behalf of the undersigned, in any and all capacities, every act whatsoever necessary or desirable to be done in the premises, as fully and to all intents and purposes as the undersigned might or could do in person, the undersigned hereby ratifying, approving and confirming the acts that said attorneys-in-fact and agents and each of them, or their or his substitutes or substitute, may lawfully do or cause to be done by virtue hereof.

IN WITNESS WHEREOF,the undersigned has executed this power of attorney as of the 27^th day of January, 2012.

/s/ J. Patrick Garrett

J. Patrick Garrett

CLECO CORPORATION

POWER OF ATTORNEY

WHEREAS,Cleco Corporation, a Louisiana corporation (the “Company”), intends to file with the Securities and Exchange Commission (the “Commission”) under the Securities Exchange Act of 1934, as amended (the “Act”), an Annual Report on Form 10-K (the “Form 10-K”) for the Company's fiscal year ended December 31, 2011, with any and all amendments thereto as may be necessary or appropriate, together with any and all exhibits and other documents having relation to the Form 10-K;

NOW, THEREFORE,the undersigned, in the capacity of a director or officer or both a director and officer of the Company, as the case may be, does hereby appoint Bruce A. Williamson, Darren J. Olagues, Wade A. Hoefling, and Julia E. Callis, and each of them severally, his true and lawful attorney(s)-in-fact and agent(s) with power to act without the other, with full power of substitution and resubstitution, to execute in his name, place and stead, in any and all capacities, the Form 10-K and any and all amendments thereto and any and all instruments necessary or incidental in connection therewith, to file the same with the Commission and to appear before the Commission in connection with any matter relating thereto. Each of said attorneys-in-fact and agents shall have full power and authority to do and perform in the name and on behalf of the undersigned, in any and all capacities, every act whatsoever necessary or desirable to be done in the premises, as fully and to all intents and purposes as the undersigned might or could do in person, the undersigned hereby ratifying, approving and confirming the acts that said attorneys-in-fact and agents and each of them, or their or his substitutes or substitute, may lawfully do or cause to be done by virtue hereof.

IN WITNESS WHEREOF,the undersigned has executed this power of attorney as of the 27^th day of January, 2012.

/s/ Elton R. King

Elton R. King

CLECO CORPORATION

POWER OF ATTORNEY

WHEREAS,Cleco Corporation, a Louisiana corporation (the “Company”), intends to file with the Securities and Exchange Commission (the “Commission”) under the Securities Exchange Act of 1934, as amended (the “Act”), an Annual Report on Form 10-K (the “Form 10-K”) for the Company's fiscal year ended December 31, 2011, with any and all amendments thereto as may be necessary or appropriate, together with any and all exhibits and other documents having relation to the Form 10-K;

NOW, THEREFORE,the undersigned, in the capacity of a director or officer or both a director and officer of the Company, as the case may be, does hereby appoint Bruce A. Williamson, Darren J. Olagues, Wade A. Hoefling, and Julia E. Callis, and each of them severally, his true and lawful attorney(s)-in-fact and agent(s) with power to act without the other, with full power of substitution and resubstitution, to execute in his name, place and stead, in any and all capacities, the Form 10-K and any and all amendments thereto and any and all instruments necessary or incidental in connection therewith, to file the same with the Commission and to appear before the Commission in connection with any matter relating thereto. Each of said attorneys-in-fact and agents shall have full power and authority to do and perform in the name and on behalf of the undersigned, in any and all capacities, every act whatsoever necessary or desirable to be done in the premises, as fully and to all intents and purposes as the undersigned might or could do in person, the undersigned hereby ratifying, approving and confirming the acts that said attorneys-in-fact and agents and each of them, or their or his substitutes or substitute, may lawfully do or cause to be done by virtue hereof.

IN WITNESS WHEREOF,the undersigned has executed this power of attorney as of the 27^th day of January, 2012.

/s/ Logan W. Kruger

Logan W. Kruger

CLECO CORPORATION

POWER OF ATTORNEY

WHEREAS,Cleco Corporation, a Louisiana corporation (the “Company”), intends to file with the Securities and Exchange Commission (the “Commission”) under the Securities Exchange Act of 1934, as amended (the “Act”), an Annual Report on Form 10-K (the “Form 10-K”) for the Company's fiscal year ended December 31, 2011, with any and all amendments thereto as may be necessary or appropriate, together with any and all exhibits and other documents having relation to the Form 10-K;

NOW, THEREFORE,the undersigned, in the capacity of a director or officer or both a director and officer of the Company, as the case may be, does hereby appoint Bruce A. Williamson, Darren J. Olagues, Wade A. Hoefling, and Julia E. Callis, and each of them severally, his true and lawful attorney(s)-in-fact and agent(s) with power to act without the other, with full power of substitution and resubstitution, to execute in his name, place and stead, in any and all capacities, the Form 10-K and any and all amendments thereto and any and all instruments necessary or incidental in connection therewith, to file the same with the Commission and to appear before the Commission in connection with any matter relating thereto. Each of said attorneys-in-fact and agents shall have full power and authority to do and perform in the name and on behalf of the undersigned, in any and all capacities, every act whatsoever necessary or desirable to be done in the premises, as fully and to all intents and purposes as the undersigned might or could do in person, the undersigned hereby ratifying, approving and confirming the acts that said attorneys-in-fact and agents and each of them, or their or his substitutes or substitute, may lawfully do or cause to be done by virtue hereof.

IN WITNESS WHEREOF,the undersigned has executed this power of attorney as of the 27^th day of January, 2012.

/s/ William L. Marks

William L. Marks

CLECO CORPORATION

POWER OF ATTORNEY

WHEREAS,Cleco Corporation, a Louisiana corporation (the “Company”), intends to file with the Securities and Exchange Commission (the “Commission”) under the Securities Exchange Act of 1934, as amended (the “Act”), an Annual Report on Form 10-K (the “Form 10-K”) for the Company's fiscal year ended December 31, 2011, with any and all amendments thereto as may be necessary or appropriate, together with any and all exhibits and other documents having relation to the Form 10-K;

NOW, THEREFORE,the undersigned, in the capacity of a director or officer or both a director and officer of the Company, as the case may be, does hereby appoint Bruce A. Williamson, Darren J. Olagues, Wade A. Hoefling, and Julia E. Callis, and each of them severally, his true and lawful attorney(s)-in-fact and agent(s) with power to act without the other, with full power of substitution and resubstitution, to execute in his name, place and stead, in any and all capacities, the Form 10-K and any and all amendments thereto and any and all instruments necessary or incidental in connection therewith, to file the same with the Commission and to appear before the Commission in connection with any matter relating thereto. Each of said attorneys-in-fact and agents shall have full power and authority to do and perform in the name and on behalf of the undersigned, in any and all capacities, every act whatsoever necessary or desirable to be done in the premises, as fully and to all intents and purposes as the undersigned might or could do in person, the undersigned hereby ratifying, approving and confirming the acts that said attorneys-in-fact and agents and each of them, or their or his substitutes or substitute, may lawfully do or cause to be done by virtue hereof.

IN WITNESS WHEREOF,the undersigned has executed this power of attorney as of the 27^th day of January, 2012.

/s/ Robert T. Ratcliff, Sr.

Robert T. Ratcliff, Sr.

CLECO CORPORATION

POWER OF ATTORNEY

WHEREAS,Cleco Corporation, a Louisiana corporation (the “Company”), intends to file with the Securities and Exchange Commission (the “Commission”) under the Securities Exchange Act of 1934, as amended (the “Act”), an Annual Report on Form 10-K (the “Form 10-K”) for the Company's fiscal year ended December 31, 2011, with any and all amendments thereto as may be necessary or appropriate, together with any and all exhibits and other documents having relation to the Form 10-K;

NOW, THEREFORE,the undersigned, in the capacity of a director or officer or both a director and officer of the Company, as the case may be, does hereby appoint Bruce A. Williamson, Darren J. Olagues, Wade A. Hoefling, and Julia E. Callis, and each of them severally, his true and lawful attorney(s)-in-fact and agent(s) with power to act without the other, with full power of substitution and resubstitution, to execute in his name, place and stead, in any and all capacities, the Form 10-K and any and all amendments thereto and any and all instruments necessary or incidental in connection therewith, to file the same with the Commission and to appear before the Commission in connection with any matter relating thereto. Each of said attorneys-in-fact and agents shall have full power and authority to do and perform in the name and on behalf of the undersigned, in any and all capacities, every act whatsoever necessary or desirable to be done in the premises, as fully and to all intents and purposes as the undersigned might or could do in person, the undersigned hereby ratifying, approving and confirming the acts that said attorneys-in-fact and agents and each of them, or their or his substitutes or substitute, may lawfully do or cause to be done by virtue hereof.

IN WITNESS WHEREOF,the undersigned has executed this power of attorney as of the 27^th day of January, 2012.

/s/ Peter M. Scott III

Peter M. Scott III

CLECO CORPORATION

POWER OF ATTORNEY

WHEREAS,Cleco Corporation, a Louisiana corporation (the “Company”), intends to file with the Securities and Exchange Commission (the “Commission”) under the Securities Exchange Act of 1934, as amended (the “Act”), an Annual Report on Form 10-K (the “Form 10-K”) for the Company's fiscal year ended December 31, 2011, with any and all amendments thereto as may be necessary or appropriate, together with any and all exhibits and other documents having relation to the Form 10-K;

NOW, THEREFORE,the undersigned, in the capacity of a director or officer or both a director and officer of the Company, as the case may be, does hereby appoint Bruce A. Williamson, Darren J. Olagues, Wade A. Hoefling, and Julia E. Callis, and each of them severally, his true and lawful attorney(s)-in-fact and agent(s) with power to act without the other, with full power of substitution and resubstitution, to execute in his name, place and stead, in any and all capacities, the Form 10-K and any and all amendments thereto and any and all instruments necessary or incidental in connection therewith, to file the same with the Commission and to appear before the Commission in connection with any matter relating thereto. Each of said attorneys-in-fact and agents shall have full power and authority to do and perform in the name and on behalf of the undersigned, in any and all capacities, every act whatsoever necessary or desirable to be done in the premises, as fully and to all intents and purposes as the undersigned might or could do in person, the undersigned hereby ratifying, approving and confirming the acts that said attorneys-in-fact and agents and each of them, or their or his substitutes or substitute, may lawfully do or cause to be done by virtue hereof.

IN WITNESS WHEREOF,the undersigned has executed this power of attorney as of the 27^th day of January, 2012.

/s/ Shelley Stewart, Jr.

Shelley Stewart, Jr.

CLECO CORPORATION

POWER OF ATTORNEY

WHEREAS,Cleco Corporation, a Louisiana corporation (the “Company”), intends to file with the Securities and Exchange Commission (the “Commission”) under the Securities Exchange Act of 1934, as amended (the “Act”), an Annual Report on Form 10-K (the “Form 10-K”) for the Company's fiscal year ended December 31, 2011, with any and all amendments thereto as may be necessary or appropriate, together with any and all exhibits and other documents having relation to the Form 10-K;

NOW, THEREFORE,the undersigned, in the capacity of a director or officer or both a director and officer of the Company, as the case may be, does hereby appoint Bruce A. Williamson, Darren J. Olagues, Wade A. Hoefling, and Julia E. Callis, and each of them severally, his true and lawful attorney(s)-in-fact and agent(s) with power to act without the other, with full power of substitution and resubstitution, to execute in his name, place and stead, in any and all capacities, the Form 10-K and any and all amendments thereto and any and all instruments necessary or incidental in connection therewith, to file the same with the Commission and to appear before the Commission in connection with any matter relating thereto. Each of said attorneys-in-fact and agents shall have full power and authority to do and perform in the name and on behalf of the undersigned, in any and all capacities, every act whatsoever necessary or desirable to be done in the premises, as fully and to all intents and purposes as the undersigned might or could do in person, the undersigned hereby ratifying, approving and confirming the acts that said attorneys-in-fact and agents and each of them, or their or his substitutes or substitute, may lawfully do or cause to be done by virtue hereof.

IN WITNESS WHEREOF,the undersigned has executed this power of attorney as of the 27^th day of January, 2012.

/s/ William H. Walker, Jr.

William H. Walker, Jr.

EX-31.1

CLECO CORPORATION	EXHIBIT 31.1
Certification

I, Bruce A. Williamson, certify that:

1. I have reviewed this annual report on Form 10-K of Cleco Corporation;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date:	February 22, 2012
/s/  Bruce A. Williamson
Bruce A. Williamson President and Chief Executive Officer

EX-31.2

CLECO CORPORATION	EXHIBIT 31.2
Certification

I, Darren J. Olagues, certify that:

1. I have reviewed this annual report on Form 10-K of Cleco Corporation;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date:	February 22, 2012
/s/  Darren J. Olagues
Darren J. Olagues Senior Vice President, CFO and Treasurer

EX-31.3

CLECO POWER LLC	EXHIBIT 31.3
Certification

I, Bruce A. Williamson, certify that:

1. I have reviewed this annual report on Form 10-K of Cleco Power LLC;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date:	February 22, 2012
/s/  Bruce A. Williamson
Bruce A. Williamson Chief Executive Officer

EX-31.4

CLECO POWER LLC	EXHIBIT 31.4
Certification

I, Darren J. Olagues, certify that:

1. I have reviewed this annual report on Form 10-K of Cleco Power LLC;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date:	February 22, 2012
/s/  Darren J. Olagues
Darren J. Olagues Senior Vice President, CFO and Treasurer

EX-32.1

CLECO CORPORATION	EXHIBIT 32.1
Cleco Corporation
CERTIFICATION PURSUANT TO
18 U.S.C. SECTION 1350,
AS ADOPTED PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Annual Report of Cleco Corporation (the “Company”) on Form 10-K for the fiscal year ended December 31, 2011, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Bruce A. Williamson, President and Chief Executive Officer of the Company, certify, pursuant to 18 U.S.C. § 1350, as adopted pursuant to § 906 of the Sarbanes-Oxley Act of 2002, that:

(1) The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934;

(2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

Date:	February 22, 2012
/s/  Bruce A. Williamson
Bruce A. Williamson President and Chief Executive Officer

EX-32.2

CLECO CORPORATION	EXHIBIT 32.2
Cleco Corporation
CERTIFICATION PURSUANT TO
18 U.S.C. SECTION 1350,
AS ADOPTED PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Annual Report of Cleco Corporation (the “Company”) on Form 10-K for the fiscal year ended December 31, 2011, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Darren J. Olagues, Senior Vice President, CFO and Treasurer of the Company, certify, pursuant to 18 U.S.C. § 1350, as adopted pursuant to § 906 of the Sarbanes-Oxley Act of 2002, that:

(1) The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934;

(2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

Date:	February 22, 2012
/s/  Darren J. Olagues
Darren J. Olagues Senior Vice President, CFO and Treasurer

EX-32.3

CLECO POWER LLC	EXHIBIT 32.3
Cleco Power LLC
CERTIFICATION PURSUANT TO
18 U.S.C. SECTION 1350,
AS ADOPTED PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Annual Report of Cleco Power LLC (the “Company”) on Form 10-K for the fiscal year ended December 31, 2011, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Bruce A. Williamson, Chief Executive Officer of the Company, certify, pursuant to 18 U.S.C. § 1350, as adopted pursuant to § 906 of the Sarbanes-Oxley Act of 2002, that:

(1) The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934;

(2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

Date:	February 22, 2012
/s/  Bruce A. Williamson
Bruce A. Williamson President and Chief Executive Officer

EX-32.4

CLECO POWER LLC	EXHIBIT 32.4
Cleco Power LLC
CERTIFICATION PURSUANT TO
18 U.S.C. SECTION 1350,
AS ADOPTED PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Annual Report of Cleco Power LLC (the “Company”) on Form 10-K for the fiscal year ended December 31, 2011, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Darren J. Olagues, Senior Vice President, CFO and Treasurer of the Company, certify, pursuant to 18 U.S.C. § 1350, as adopted pursuant to § 906 of the Sarbanes-Oxley Act of 2002, that:

(1) The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934;

(2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

Date:	February 22, 2012
/s/  Darren J. Olagues
Darren J. Olagues Senior Vice President, CFO and Treasurer

EX-95

EXHIBIT 95

MINE SAFETY DISCLOSURES

Cleco Power does not have control over the day-to-day operations, including safety, of either the Dolet Hills mine or the Red River mine.  Pursuant to a mining joint operating agreement governing the mines, Cleco Power and SWEPCO each have two representatives on a four member executive committee.  The main purpose of the executive committee is to enhance communication among the mine operator, Cleco Power, and SWEPCO.  The executive committee’s duties include:  reviewing the status of the mine; providing policy recommendations concerning basic planning, land acquisition, geological and engineering activities; recommending economic limits and personnel requirements; reviewing mining and lignite delivery issues; and reviewing the financial information and operational records of DHLC.  

Under Section 1503 of the Dodd-Frank Act, public reporting companies that meet the definition of an “operator” of a mine under the Federal Mine Safety and Health Act of 1977 (MSHA) are required to report notices of violations and proposed assessments under the MSHA.  The MSHA defines an operator as any owner, lessee, or other person who operates, controls, or supervises a coal or other mine or any independent contractor performing services or construction at such mine.  Cleco Power might meet the definition of an “operator” under the MSHA through its two representatives on the executive committee.  Therefore, Cleco Power has chosen to include the disclosures required by Section 1503 of the Dodd-Frank Act.  During 2010, DHLC received one notice of violation of mandatory health or safety standards under Section 104 of the MSHA, for which DHLC estimated the dollar value of the proposed assessment relating to the notice of violation to be less than $0.1 million.  In 2010, DHLC had two legal actions pending before the MSHA challenging four violations issued by the MSHA following the fatality of an employee of DHLC at the Dolet Hills mine in March 2009.  One of the two legal actions pending was settled in 2011. In 2011, DHLC had 16 violations and the assessment total was less than $0.1 million. However, 14 of the violations were Non-Significant and Substantial and are not subject to the MSHA's reporting requirements. The MSHA definition of control is not the same as the definition of control pursuant to accounting pronouncements relating to consolidation and equity method investments.  Management has determined that its relationship with DHLC does not meet the definition of control under accounting pronouncements; therefore, Cleco Power has not included any financial information about DHLC in its periodic reports.

XML

Common and Preferred Stock (Tables)

12 Months Ended

Dec. 31, 2011

Equity [Abstract]

Stock Based Compensation

Cleco and Cleco Power reported pre-tax compensation expense for their share-based compensation plans as shown in the following table:

	CLECO						CLECO POWER
			FOR THE YEAR ENDED DECEMBER 31,						FOR THE YEAR ENDED DECEMBER 31,
(THOUSANDS)	2011		2010		2009		2011		2010		2009
Equity classification
Non-vested stock	$	3,391	$	2,276	$	2,084	678		$	575	$	549
Stock options(1)	103		51		51		—		—		—
Total equity classification	$	3,494	$	2,327	$	2,135	$	678	$	575	$	549
Liability classification
Common stock equivalent units	$	3,509	$	2,812	$	3,545	$	1,118	$	1,271	$	1,306
Total pre-tax compensation expense	$	7,003	$	5,139	$	5,680	$	1,796	$	1,846	$	1,855
Tax benefit (excluding income tax gross-up)	$	2,695	$	1,977	$	2,186	$	691	$	710	$	714

⁽¹⁾ For the years ended December 31, 2011, 2010, and 2009 compensation expense charged against income for non-forfeitable dividends paid on non-vested stock not expected to vest and stock options was $0.1 million.

Summary of Stock Option Activity

A summary of LTICP stock option activity during the year ended December 31, 2011, is presented in the following table.

	SHARES		WEIGHTED- AVERAGE EXERCISE PRICE		WEIGHTED- AVERAGE REMAINING  CONTRACTUAL TERM (YEARS)	AGGREGATE INTRINSIC  VALUE (THOUSANDS)
Outstanding at January 1, 2011	134,070		$	21.32	11.04	$	1,266
Exercised	(39,700	)	$	21.77	—	$	—
Forfeited	(300	)	$	22.25	—	$	—
Outstanding at December 31, 2011	94,070		$	21.12	14.92	$	1,597
Exercisable at December 31, 2011	90,570		$	21.03	15.34	$	1,546

Fair Value Assumptions of Non-Vested Stock

The fair value of shares of non-vested stock granted in 2011, 2010, and 2009 under the LTICP is estimated on the date of grant, and the CEUs granted in 2010 and 2009 under the LTICP are marked-to-market using the Monte Carlo simulation model with the assumptions listed in the following table. There were no CEUs granted in 2011.

												AT DECEMBER 31,
				2011					2010						2009
	NON-VESTED STOCK			CEUs		NON-VESTED  STOCK			CEUs			NON-VESTED  STOCK			CEUs
Expected term (in years)(1)	3.0			—		3.0			3.0			3.0			3.0
Volatility of Cleco stock (2)	28.5		%	—		30.6		%	28.6		%	29.9		%	30.0		%
Correlation between Cleco stock volatility and peer group	63.2		%	—		60.6		%	62.5		%	62.5		%	63.0		%
Expected dividend yield	3.3		%	—		3.5		%	3.9		%	4.1		%	4.0		%
Weighted average fair value (Monte Carlo model)	$	34.88		$	—	$	27.92		$	32.81		$	25.93		$	30.81

(1) The expected term was based on the service period of the award.

(2) The volatility rate is based on historical stock prices over an appropriate period, generally equal to the expected term.

Summary of Non-Vested Stock Activity

A summary of non-vested stock activity during the year ended December 31, 2011, is presented in the following table.

	SHARES		WEIGHTED-AVERAGE GRANT-DATE FAIR VALUE		UNITS		WEIGHTED-AVERAGE FAIR VALUE
	NON-VESTED STOCK				CEUs
Non-vested at January 1, 2011	263,709		$	25.34	126,547		$	38.86
Granted	223,662		$	34.72	—		$	—
Vested	(112,049	)	$	24.78	(66,663	)	$	73.62
Forfeited	(4,591	)	$	34.88	—		$	—
Non-vested at December 31, 2011	370,731		$	31.05	59,884		$	42.22

XML

Miscellaneous Financial Information (Unaudited), Dividends and Preferred Stock Redemption (Details) (USD $)	0 Months Ended	1 Months Ended		0 Months Ended	12 Months Ended
	Jan. 27, 2012 Common Stock [Member]	Oct. 31, 2011 Common Stock [Member]	Apr. 30, 2011 Common Stock [Member]	Jun. 24, 2011 Cumulative Preferred Stock, $100 Par Value, Not subject to mandatory redemption 4.5% [Member]	Dec. 31, 2011 Cumulative Preferred Stock, $100 Par Value, Not subject to mandatory redemption 4.5% [Member]
Dividends Payable [Line Items]
Dividend payable (in dollars per share)	$ 0.3125	$ 0.3125	$ 0.28
Dividend, declaration date	Jan. 27, 2012
Dividend, declaration date		2011-10	2011-04
Dividend, payable date	Feb. 15, 2012	Nov. 15, 2011	May 16, 2011
Dividend, date of record	Feb. 06, 2012
Redemption date					Jun. 24, 2011
Preferred stock redeemed (in shares)				10,288
Preferred stock not subject to mandatory redemption, dividend rate (in hundredths)				4.50%
Redemption price (in dollars per share)				$ 101
Redemption price, plus accrued and unpaid dividends to the redemption date (in dollars per share)				$ 101.296

XML

Summary of Significant Accounting Policies, Deferred Project Costs, Inventories, Accounts Receivable, Financing Receivables and Reserves (Details) (USD $) In Millions, unless otherwise specified	12 Months Ended
	Dec. 31, 2011	Dec. 31, 2010
Inventories
Storeroom operating expenses allocated to inventory	$ 4.7	$ 3.2
Deferred storeroom operating expenses remaining in materials and supplies inventory	5.0	1.9
Accounts Receivable
Allowance for doubtful accounts	1.1	3.5
Financing Receivables
Net investment in direct financing lease	13.6
Reserves
Percentage of total liabilities represented by general liability and workers compensation reserves (in hundredths)	0.20%
Cleco Power [Member]
Deferred Project Costs [Abstract]
Resource planning projects	$ 1.2	$ 0.2

XML

Accumulated Other Comprehensive Loss (Tables)

12 Months Ended

Dec. 31, 2011

Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract]

Components of Accumulated Other Comprehensive Loss

taxes.

Cleco
(THOUSANDS)	(LOSS) GAIN AND PRIOR SERVICE COST			NET LOSS ARISING DURING PERIOD			NET GAIN (LOSS) ON CASH FLOW HEDGES			TOTAL ACCUMULATED OTHER COMPREHENSIVE LOSS
Balances, December 31, 2009	$	(9,794	)	$	(3,602	)	$	2,105		$	(11,291	)
Current-period change	(31		)	(4,241		)	3,925			(347		)
Balances, December 31, 2010	$	(9,825	)	$	(7,843	)	$	6,030		$	(11,638	)
Current-period change	$	1,213		$	(1,721	)	$	(15,993	)	$	(16,501	)
Balances, December 31, 2011	$	(8,612	)	$	(9,564	)	$	(9,963	)	$	(28,139	)

Cleco Power
(THOUSANDS)	(LOSS) GAIN AND PRIOR SERVICE COST			NET LOSS ARISING DURING PERIOD			NET GAIN (LOSS) ON CASH FLOW HEDGES			TOTAL ACCUMULATED OTHER COMPREHENSIVE (LOSS) GAIN
Balances, December 31, 2009	$	(5,698	)	$	(2,078	)	$	2,105		$	(5,671	)
Current-period change	(381		)	(2,607		)	3,925			937
Balances, December 31, 2010	$	(6,079	)	$	(4,685	)	$	6,030		$	(4,734	)
Current-period change	$	692		$	(595	)	$	(15,993	)	$	(15,896	)
Balances, December 31, 2011	$	(5,387	)	$	(5,280	)	$	(9,963	)	$	(20,630	)

XML

Schedule I Financial Statements of Cleco Corporation, Income Taxes (Details) (USD $)	12 Months Ended
	Dec. 31, 2011	Dec. 31, 2010	Dec. 31, 2009
Income Taxes [Abstract]
Income tax expense (benefit)	$ 102,897,000	$ 142,498,000	$ 9,579,000
CLECO CORPORATION (Parent Company Only) [Member]
Income Taxes [Abstract]
Income tax expense (benefit)	(13,188,000)	(4,528,000)	4,598,000
Income tax expense reflected in equity income of subsidiaries, net of tax	$ 116,100,000	$ 147,000,000	$ 5,000,000

XML

Debt, Capital Lease Agreements (Details) (Barge lease obligations, ending December 31, 2013 [Member], USD $) In Thousands, unless otherwise specified	Dec. 31, 2011
Amounts payable under capital lease agreements [Abstract]
2012	$ 1,841
2013	2,017
2014	2,221
2015	2,446
2016	2,703
Thereafter	6,310
Cleco Power [Member]
Amounts payable under capital lease agreements [Abstract]
2012	1,841
2013	2,017
2014	2,221
2015	2,446
2016	2,703
Thereafter	$ 6,310

XML

Summary of Significant Accounting Policies, Restricted Cash (Details) (USD $)	3 Months Ended		12 Months Ended
	Sep. 30, 2011	Mar. 31, 2011	Dec. 31, 2011	Dec. 31, 2010
Restricted Cash [Abstract]
Restricted cash			$ 35,828,000	$ 41,048,000
Diversified Lands Mitigation Escrow Agreement [Member]
Restricted Cash [Abstract]
Restricted cash			97,000	97,000
Katrina/Rita Bond Payments [Member]
Restricted Cash [Abstract]
Restricted cash			8,761,000	8,822,000
Collection net of operating expenses			19,700,000
Bond principal payments	6,000,000	6,300,000
Bond interest payments	3,700,000	3,800,000
Future Storm Restoration Costs [Member]
Restricted Cash [Abstract]
Restricted cash			24,876,000	25,992,000
Renewable Energy Grant [Member]
Restricted Cash [Abstract]
Restricted cash			381,000	0
GO Zone Project Costs [Member]
Restricted Cash [Abstract]
Restricted cash			0	6,137,000
Nox Allowance Escrow [Member]
Restricted Cash [Abstract]
Restricted cash			1,713,000	0
Cleco Power [Member]
Restricted Cash [Abstract]
Renewable energy grant			$ 600,000

XML

Pension Plan and Employee Benefits, Benefit Obligation, Plan Assets, and Funded Status (Details) (USD $)	1 Months Ended	12 Months Ended
	Dec. 31, 2011	Dec. 31, 2011		Dec. 31, 2010		Dec. 31, 2009
Pension Benefits [Member]
Defined Benefit Plan Disclosure [Line Items]
General information		Benefits under the plan reflect an employee’s years of service, age at retirement, and highest total average compensation for any consecutive five calendar years during the last 10 years of employment with Cleco.
Discretionary contributions to pension plan	$ 60,000,000
Change in benefit obligation [Roll Forward]
Benefit obligation at beginning of year		330,342,000		295,528,000
Service cost		8,390,000		7,451,000		7,010,000
Interest cost		17,629,000		17,145,000		16,454,000
Plan participants' contributions		0		0
Actuarial loss		19,452,000		23,540,000
Expenses paid		(1,208,000)		(1,262,000)
Medicare D		0		0
Benefits paid		(12,619,000)		(12,060,000)
Benefit obligation at end of year	361,986,000	361,986,000		330,342,000		295,528,000
Change in plan assets [Roll Forward]
Fair value of plan assets at beginning of year		242,513,000		221,067,000
Actual return on plan assets		23,709,000		29,768,000
Employer contributions		60,000,000		5,000,000
Expenses paid		(1,208,000)		(1,262,000)
Benefits paid		(12,619,000)		(12,060,000)
Fair value of plan assets at end of year	312,395,000	312,395,000		242,513,000		221,067,000
Unfunded status	(49,591,000)	(49,591,000)		(87,829,000)
Pension Benefits [Member] | Current Plan Year [Member]
Defined Benefit Plan Disclosure [Line Items]
Contributions designated for current plan year	19,900,000
Pension Benefits [Member] | Prior Plan Year [Member]
Defined Benefit Plan Disclosure [Line Items]
Contributions designated for prior plan year	40,100,000
Other Benefits [Member]
Change in benefit obligation [Roll Forward]
Benefit obligation at beginning of year		41,444,000		39,209,000
Service cost		1,532,000		1,511,000		1,414,000
Interest cost		1,818,000		1,965,000		2,140,000
Plan participants' contributions		1,251,000		1,176,000
Actuarial loss		141,000		1,231,000
Expenses paid		0		0
Other adjustments		452,000	[1]
Medicare D		206,000		424,000	[2]
Benefits paid		(4,164,000)		(4,072,000)
Benefit obligation at end of year	42,680,000	42,680,000		41,444,000		39,209,000
Change in plan assets [Roll Forward]
Expenses paid		0		0
Benefits paid		(4,164,000)		(4,072,000)
Unfunded status	(42,680,000)	(42,680,000)		(41,444,000)
Other Benefits [Member] | 2009 Plan Year [Member]
Change in benefit obligation [Roll Forward]
Medicare D				200,000
SERP Benefits [Member]
Defined Benefit Plan Disclosure [Line Items]
General information		Benefits under the plan reflect an employee’s years of service, age at retirement, and the sum of the highest base salary paid out of the last five calendar years and the average of the three highest bonuses paid during the 60 months prior to retirement, reduced by benefits received from any other defined benefit pension plan, SERP Plan or Cleco contributions under the enhanced 401(k) Plan to the extent such contributions exceed the limits of the 401(k) Plan.
Change in benefit obligation [Roll Forward]
Benefit obligation at beginning of year		42,160,000		37,227,000
Service cost		1,566,000		1,531,000		1,608,000
Interest cost		2,105,000		2,122,000		2,015,000
Actuarial loss		2,529,000		2,878,000
Benefits paid		(2,096,000)		(1,598,000)
Benefit obligation at end of year	46,264,000	46,264,000		42,160,000		37,227,000
Change in plan assets [Roll Forward]
Benefits paid		$ (2,096,000)		$ (1,598,000)

[1] During 2011, Cleco received $0.5 million for the Early Retiree Reinsurance Program.

[2] Medicare D reimbursement of $0.2 million was related to the 2009 Plan year. (2) During 2011, Cleco received $0.5 million for the Early Retiree Reinsurance Program.

XML

Litigation, Other Commitments and Contingencies, and Disclosures about Guarantees Oxbow Lignite Mine Acquisition and Risks and Uncertainties (Details) (Cleco Power [Member], Oxbow [Member], USD $)	12 Months Ended
	Dec. 31, 2011 T
Cleco Power [Member] | Oxbow [Member]
Business Acquisition [Line Items]
Variable interest entity, ownership percentage (in hundredths)	50.00%
Purchase price of lignite reserves	$ 12,900,000
Amount paid by third party for mining equipment and related assets and permits	$ 15,600,000
Amount of controlled lignite reserves (in tons)	43,000,000

XML

Affiliate Transactions (Tables)

12 Months Ended

Dec. 31, 2011

Summary of Charges from Affiliates

A summary of charges from each affiliate included in Cleco Corporation’s Consolidated Statements of Income for 2009 follows. There were no charges from affiliates for 2011 and 2010.

(THOUSANDS)	FOR THE YEAR ENDED DECEMBER 31, 2009
Support Group
Other operations		$	2,417
Maintenance		$	38
Taxes other than income taxes		$	(18	)
Other expenses		$	17
Cleco Power
Other operations		$	29
Maintenance		$	30
Generation Services
Other operations		$	3,365
Maintenance		$	4,157
CLE Intrastate
Fuel purchased		$	917

Reconciliation of Affiliate Revenue

Following is a reconciliation of Cleco affiliate revenue.

	FOR THE YEAR ENDED DECEMBER 31,
(THOUSANDS)	2011		2010		2009
Evangeline	$	—	$	—	$	5,999
Perryville	—		—		81
Attala	—		—		3
Acadia	202		1,564		5,378
Total	$	202	$	1,564	$	11,461

Cleco Power [Member]

Summary of Charges from Affiliates

A summary of charges from each affiliate included in Cleco Power’s Consolidated Statements of Income follows.

	FOR THE YEAR ENDED DECEMBER 31,
(THOUSANDS)	2011			2010			2009
Support Group
Other operations	$	43,124		$	39,633		$	36,593
Maintenance	$	1,625		$	1,650		$	1,916
Taxes other than income taxes	$	(1	)	$	(5	)	$	(199	)
Other expenses	$	1,244		$	1,050		$	1,080
Evangeline
Other expenses	$	4		$	—		$	—
Diversified Lands
Other expenses	$	82		$	19		$	4

Reconciliation of Affiliate Revenue

Following is a reconciliation of Cleco Power’s affiliate revenue.

	FOR THE YEAR ENDED DECEMBER 31,
(THOUSANDS)	2011		2010		2009
Support Group	$	1,349	$	1,332	$	1,352
Midstream	$	14	$	13	$	20
Evangeline	$	26	$	26	$	22
Acadia	$	—	$	—	$	1
Total	$	1,389	$	1,371	$	1,395

Affiliate Receivable and Payable Balances

Cleco Power had the following affiliate receivable and payable balances associated with the service agreements between Cleco Power and its affiliates.

					AT DECEMBER 31,
			2011				2010
(THOUSANDS)	ACCOUNTS RECEIVABLE		ACCOUNTS PAYABLE		ACCOUNTS RECEIVABLE		ACCOUNTS PAYABLE
Cleco Corporation	$	18	$	827	$	348	$	1,145
Support Group	2,207		8,066		1,536		6,646
Midstream	24		5		5		2
Evangeline	12		214		3		—
Generation Services	—		—		18		2
Diversified Lands	20		3		14		—
Acadia	124		196		810		150
Others	—		—		4		—
Total	$	2,405	$	9,311	$	2,738	$	7,945

Affiliates Pension Plan Liabilities and Related Cash Transfers

The following table shows the amounts transferred by affiliates during 2011 and 2010.

	FOR THE YEAR ENDED DECEMBER 31,
(THOUSANDS)	2011		2010
Support Group	$	1,844	$	1,678
Generation Services	220		220
Midstream	37		25
Total	$	2,101	$	1,923

XML

Summary of Significant Accounting Policies (Policies)

12 Months Ended

Dec. 31, 2011

Accounting Policies [Abstract]

Use of Estimates

Use of Estimates

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates.

Principles of Consolidation

Principles of Consolidation

The accompanying consolidated financial statements of Cleco include the accounts of Cleco and its majority-owned subsidiaries after elimination of intercompany accounts and transactions.

On January 1, 2010, Cleco implemented the amended authoritative guidance with respect to the consolidation of Perryville, Attala, and Evangeline. For more information on the consolidation of these entities, see Note 12 — “Variable Interest Entities.”

Statements of Cash Flows

Statements of Cash Flows

Cleco Corporation and Cleco Power’s Consolidated Statements of Cash Flows are prepared using the indirect method described in the authoritative guidance for the presentation of the statement of cash flows. This method requires that net income be adjusted to remove the effects of all deferrals and accruals of operating cash receipts and payments and the effects of all investing and financing cash flow items. Derivatives meeting the definition of an accounting hedge are classified in the same category as the item being hedged.

Regulation

Regulation

Cleco Power maintains its accounts in accordance with the Uniform System of Accounts prescribed for electric utilities by FERC, as adopted by the LPSC. Cleco Power’s retail rates are regulated by the LPSC, and its rates for transmission services and wholesale power sales are regulated by FERC. Cleco Power follows the authoritative guidelines for industry regulated operations, which allows utilities to capitalize or defer certain costs based on regulatory approval, and management’s ongoing assessment that it is probable these items will be recovered through the ratemaking process.

Pursuant to this authoritative guidance, Cleco Power has recorded regulatory assets and liabilities primarily for the effects of income taxes, postretirement plan costs, AFUDC equity gross-up, mining costs, and construction carrying costs. For more information regarding the regulatory assets and liabilities recorded by Cleco Power, see Note 3 — “Regulatory Assets and Liabilities.”

Any future plan adopted by the LPSC for purposes of transitioning utilities from LPSC regulation to retail competition may affect the regulatory assets and liabilities recorded by Cleco Power if the criteria for the application of the authoritative guidelines for industry regulated operations cannot continue to be met. At this time, Cleco cannot predict whether any legislation or regulation affecting Cleco Power will be enacted or adopted and, if enacted, what form such legislation or regulation may take.

Asset Retirement Obligation

Asset Retirement Obligation

Cleco has recorded asset retirement obligations (liabilities) in accordance with the authoritative guidance. This authoritative guidance requires an entity to record an ARO when there is a legal obligation under existing or enacted law, statute, written or oral contract, or by legal construction under the doctrine of promissory estoppel to incur costs to remove an asset when the asset is retired. These guidelines also require an ARO which is conditional on a future event to be recorded even if the event has not yet occurred.

At the point the liability for asset retirement is incurred, the authoritative guidance requires capitalization of the costs to the related property, plant, and equipment asset. For AROs existing at the time of adoption, the statement requires capitalization of costs at the level that existed at the point of incurring the liability. These capitalized costs are depreciated over the same period as the related property asset. Cleco Power also defers the current depreciation of the asset retirement cost as a regulatory asset.

Under the authoritative guidance, the initial ARO liability recorded is accreted to its present value each accounting period. Cleco Power defers this accretion as a regulatory asset based on its determination that these costs can be collected from customers. For more information on Cleco’s AROs, see Note 3 — “Regulatory Assets and Liabilities — Asset Removal Costs.”

Property, Plant and Equipment

Property, Plant, and Equipment

Property, plant, and equipment consist primarily of regulated utility generation and energy transmission assets. Regulated assets, utilized primarily for retail operations and electric transmission and distribution, are stated at the cost of construction, which includes certain materials, labor, payroll taxes and benefits, administrative and general costs, and the estimated cost of funds used during construction. Jointly owned assets are reflected in property, plant, and equipment at Cleco Power’s share of the cost to construct or purchase the assets. For information on jointly owned assets, see Note 4 — “Jointly Owned Generation Units.”

Cleco’s cost of improvements to property, plant, and equipment is capitalized. Costs associated with repairs and major maintenance projects are expensed as incurred. Cleco capitalizes the cost to purchase or develop software for internal use. The amounts of unamortized computer software costs at December 31, 2011, and 2010 were $3.3 million and $3.8 million, respectively. Amortization of capitalized computer software costs charged to expense for the years ending December 31, 2011, 2010, and 2009 was $1.5 million, $1.7 million, and $1.5 million, respectively.

Upon retirement or disposition, the cost of Cleco Power’s depreciable plant and the cost of removal, net of salvage value, are charged to accumulated depreciation. For Cleco’s other depreciable assets, upon disposition or retirement, the difference between the net book value of the property and any proceeds received for the property is recorded as a gain or loss on asset disposition on Cleco Corporation’s Consolidated Statements of Income. Any cost incurred to remove the asset is charged to expense. Annual depreciation provisions expressed as a percentage of average depreciable property for Cleco Power were 2.80% for 2011, 2.55% for 2010, and 3.22% for 2009. The 0.25% increase in the percentage of average depreciable property for Cleco Power from 2010 to 2011 was primarily due to Cleco Power’s new retail rate plan, the addition of Madison Unit 3, the acquisition of Acadia Unit 1, and the addition of Teche Unit 4.

Deferred Project Costs

Deferred Project Costs

Cleco Power defers costs related to the initial stage of a construction project during which time the feasibility of the construction of property, plant, and equipment is being investigated. Cleco Power had spent approximately $1.2 million and $0.2 million as of December 31, 2011, and December 31, 2010, respectively, for various resource planning projects. These projects are still in the initial stages of development and as a result are classified as other deferred charges on Cleco Power’s Consolidated Balance Sheets.

Inventories

Both fuel and materials and supplies inventories are stated at average cost and are issued from inventory using the average cost of existing inventory.

Accounts Receivable

Accounts Receivable

Accounts receivable are recorded at the invoiced amount and do not bear interest. It is the policy of management to review the outstanding accounts receivable monthly, as well as the bad debt write-offs experienced in the past, and establish an allowance for doubtful accounts. Account balances are charged off against the allowance when management determines it is probable the receivable will not be recovered.

Financing Receivables

Financing Receivables

Cleco, through Perryville and Attala, has a combined net investment in direct financing lease long-term asset of $13.6 million. Each subsidiary leases its respective transmission assets to a single counterparty. Both counterparties are considered credit worthy and are expected to pay their obligations when due, thus, no allowance for credit loss has been recognized. Management bases this assessment on the following common factors of each counterparty:

• both counterparties use the respective transmission facilities to move electricity from its power plants to the regional transmission grid,

• neither counterparty has another avenue to move electricity from its respective power plants to the regional transmission grid,

• the stream of payments was approved by the FERC through respective rate orders, and

• both counterparties serve retail and wholesale customers in their respective service territories under LPSC oversight that allows recovery of prudent costs, of which, the stream of payments under the direct financing leases appear to be prudent.

Management monitors both entities for indication of adverse actions by their respective public service commissions and market conditions which would indicate an inability to pay their obligations under the direct financing leases when due.

Reserves

Reserves

Cleco maintains property insurance on generating stations, buildings and contents, and substations. Cleco is self-insured for any damage to transmission and distribution lines. To mitigate the exposure to potential financial loss for damage to lines, Cleco maintains an LPSC-approved funded storm reserve.

Cleco also maintains liability and workers’ compensation insurance to mitigate financial losses due to injuries and damages to the property of others. Cleco’s insurance covers claims that exceed certain self-insured limits. For claims that do not meet the limits to be covered by insurance, Cleco maintains reserves.

Cash Equivalents

Cash Equivalents

Cleco considers highly liquid, marketable securities, and other similar instruments with original maturity dates of three months or less at the time of purchase to be cash equivalents.

Restricted Cash

Restricted Cash

Various agreements to which Cleco is subject contain covenants that restrict its use of cash. As certain provisions under these agreements are met, cash is transferred out of related escrow accounts and becomes available for its intended purposes and/or general corporate purposes

Equity Investments

Equity Investments

Cleco reports its investment in unconsolidated affiliated companies on the equity method of accounting, as defined in the authoritative guidance on investments. The amounts reported on Cleco Corporation and Cleco Power's Consolidated Balance Sheets represent assets contributed by Cleco Corporation or Cleco Power, plus their share of the net income of the affiliate, less any distributions of earnings (dividends) received from the affiliate. The revenues and expenses of these affiliates are netted and reported on one line item as equity income from investees on Cleco Corporation and Cleco Power's Consolidated Statements of Income. For more information, see Note 12 — “Variable Interest Entities.”

Cleco applies the provisions of the authoritative guidance on investments to account for equity method investment impairments. Under this standard, Cleco evaluates at each balance sheet date whether events and circumstances have occurred that indicate a possible other-than-temporary decline in the fair value of the investment and the possible inability to recover the carrying value through operations. Cleco uses estimates of the future cash flows from the investee and observable market transactions in order to calculate fair value and recoverability. An impairment is recognized when an other-than-temporary decline in market value occurs and recovery of the carrying value is not probable. No impairments were recorded for 2011, 2010, or 2009. For more information, see Note 12 — “Variable Interest Entities.”

Prior to April 30, 2011, Cleco reported its investment in Cajun on the equity method of accounting. In conjunction with the disposition of Acadia Unit 2 to Entergy Louisiana, APH received 100% ownership in Acadia in exchange for its 50% ownership interest in Cajun, and Acadia became a consolidated subsidiary of APH. Following the transaction, Acadia’s assets, liabilities, revenues, expenses, and cash flows are presented on the corresponding line items of Cleco Corporation’s consolidated financial statements, prospectively. For more information on the Acadia Unit 2 transaction, see Note 18 — “Acadia Transactions — Acadia Unit 2.”

Effective January 1, 2010, FASB amended the authoritative guidance on consolidation. Beginning January 1, 2010, the assets, liabilities, revenues, expenses, and cash flows for Evangeline, Perryville, and Attala are presented in the corresponding line items of the consolidated financial statements. For more information, see Note 12 — “Variable Interest Entities.”

Income Taxes

Income Taxes

Cleco accounts for income taxes under the appropriate authoritative guidance. Cleco’s income tax expense and related regulatory assets and liabilities could be affected by changes in its assumptions and estimates and by ultimate resolution of assumptions and estimates with taxing authorities. Cleco files a federal consolidated income tax return for all wholly owned subsidiaries. Cleco computes its federal and state income taxes as if it were a standalone taxpayer. The LPSC generally requires Cleco Power to flow the state tax benefit of deductions immediately to customers. The LPSC specifically requires that the state tax benefits associated with the deductions related to storm damages be normalized. For more information on income taxes, see Note 9 — “Income Taxes.”

Investment Tax Credits

Investment Tax Credits

Investment tax credits, which were deferred for financial statement purposes, are amortized to income over the estimated service lives of the properties that gave rise to the credits.

Debt Expenses, Premiums, and Discounts

Debt Expenses, Premiums, and Discounts

Expenses, premiums, and discounts applicable to debt securities are amortized to income ratably over the lives of the related issues. Expenses and call premiums related to refinanced Cleco Power debt are deferred and amortized over the life of the new issue.

Revenue and Fuel Costs

Revenue and Fuel Costs

Utility RevenueRevenue from sales of electricity is recognized based upon the amount of energy delivered. The costs of fuel and purchased power used for retail customers currently are recovered from customers through the fuel adjustment clause. These costs are subject to audit and final determination by regulators. Excise taxes and pass-through fees collected on the sale of electricity are not recorded in utility revenue.

Unbilled Revenue Cleco Power accrues estimated revenue monthly for energy delivered since the latest billings. The monthly estimated unbilled revenue amounts are recorded as revenue and a receivable and are reversed the following month.

Other Revenue Other revenue is recognized at the time products or services are provided to and accepted by customers.

Evangeline Midstream owns 100% of Evangeline. On February 22, 2010, Evangeline and JPMVEC entered into the Evangeline Restructuring Agreement whereby the parties agreed to terminate the existing Evangeline Tolling Agreement and enter into the Evangeline 2010 Tolling Agreement, which was considered to be an executory contract, whereby Evangeline’s revenues were derived. Some provisions, such as penalties and bonuses, were considered to be contingent and were recognized when the contingencies were fulfilled. A significant portion of Evangeline’s revenue was derived from a capacity payment, which it received when the plant was available to produce electricity. Evangeline also recognized variable revenue from the Evangeline 2010 Tolling Agreement which depended on the dispatch of the unit and the electricity generated. The Evangeline 2010 Tolling Agreement expired on December 31, 2011. Beginning January 1, 2012, Coughlin’s capacity and energy became available to Midstream. Evangeline was one of the successful bidders in Cleco Power’s RFP for short-term 2012 resources beginning January 1, 2012, and is currently providing 250 MW of capacity and energy to Cleco Power under a tolling agreement through April 30, 2012. In addition to Cleco Power’s RFP referenced above, in December 2011, Evangeline was also notified that Cleco Power selected its proposal to fulfill Cleco Power’s capacity and energy needs as defined in the Cleco Power RFP for contractual resources to meet CSAPR beginning in May 2012. The proposal was for a 730-MW product beginning May 1, 2012, and ending April 30, 2015. The definitive agreement between Evangeline and Cleco Power was executed in January 2012 and has been submitted to the LPSC and FERC for approval. Currently, Midstream is marketing Coughlin’s capacity for periods beginning after April 30, 2015, and is evaluating various options to optimize Coughlin’s value.

For more information on Evangeline, see Note 17 — “Evangeline Transactions.”

Perryville and Attala Cleco Corporation owns 100% of Perryville and Attala. Both companies provide transmission to a single customer. The transmission tariffs charged by both companies are regulated by FERC.

Franchise Fees Cleco Power collects a consumer fee for one of its franchise agreements. This fee is not recorded on Cleco’s income statement as revenue and expense, but is reflected at gross amounts on Cleco’s balance sheet as a receivable until it is collected and as a payable until the liability is paid. Cleco currently does not have any excise taxes reflected on its income statement.

Allowance for Funds Used During Construction (AFUDC)

AFUDC

The capitalization of AFUDC by Cleco Power is a utility accounting practice prescribed by FERC and the LPSC. AFUDC represents the estimated cost of financing construction and is not a current source of cash. Under regulatory practices, a return on and recovery of AFUDC is permitted in setting rates charged for utility services.

Capitalized Interest

Capitalized Interest

Cleco and its subsidiaries, except Cleco Power (see AFUDC above), capitalize interest costs related to longer-term construction projects.

Fair Value Measurements and Disclosures

Fair Value Measurements and Disclosures

Various accounting pronouncements require certain assets and liabilities to be measured at their fair values. Some assets and liabilities are required to be measured at their fair value each reporting period, while others are required to be measured only one time, generally the date of acquisition or debt issuance. Cleco and Cleco Power are required to disclose the fair value of certain assets and liabilities by one of three levels when required for recognition purposes under GAAP.  Other financial assets and liabilities, such as long-term debt, are reported at their carrying values at their date of issuance on the consolidated balance sheets with their fair values disclosed without regard to the three levels. For more information about fair value levels, see Note 5 — “Fair Value Accounting.”

Fair Value, Transfers

Cleco has a policy which states that transfers between Levels 1, 2, and 3 are recognized at the end of a reporting period. During the years ended December 31, 2011, 2010, and 2009, Cleco did not experience any transfers between levels.

Risk Management

Risk Management

Market risk inherent in Cleco Power’s market risk-sensitive instruments and positions includes potential changes arising from changes in interest rates and the commodity market prices of power and natural gas on different energy exchanges. Cleco’s Energy Market Risk Management Policy authorizes the use of various derivative instruments, including exchange traded futures and option contracts, forward purchase and sales contracts, and swap transactions to reduce exposure to fluctuations in the price of power and natural gas. Cleco applies the authoritative guidance as it relates to derivatives and hedging to determine whether the market risk-sensitive instruments and positions are required to be marked-to-market. Generally, Cleco Power’s market risk-sensitive instruments and positions qualify for the normal-purchase, normal-sale exception to mark-to-market accounting because Cleco Power takes physical delivery and the instruments and positions are used to satisfy customer requirements. Cleco Power entered into certain financial transactions it considered economic hedges to mitigate the risk associated with the fixed-price power provided to a wholesale customer through December 2010.

Cleco Power may enter into positions to mitigate the volatility in customer fuel costs. These positions are marked-to-market with the resulting gain or loss recorded on the balance sheet as a component of energy risk management assets or liabilities. Such gain or loss is deferred as a component of deferred fuel assets or liabilities. When these positions close, actual gains or losses will be included in the fuel adjustment clause and reflected on customers’ bills as a component of the fuel cost adjustment.

Cleco Power maintains margin accounts with commodity brokers used to partially fund the acquisition of natural gas futures, options and swap contracts. These contracts/positions are used to mitigate the risks associated with the volatility in customer fuel costs noted above. The current and long-term portions of collateral are reported as a component of energy risk management assets or liabilities and other deferred credits, respectively.

Cleco and Cleco Power maintain a master netting agreement policy and monitor credit risk exposure through review of counterparty credit quality, counterparty credit exposure, and counterparty concentration levels. Cleco manages these risks by establishing appropriate credit and concentration limits on transactions with counterparties and by requiring contractual guarantees, cash deposits, or letters of credit from counterparties or their affiliates, as deemed necessary. Cleco Power has agreements in place with various counterparties that authorize the netting of financial buys and sells and contract payments to mitigate credit risk for transactions entered into for risk management purposes.

Cleco has entered into various contracts to mitigate the volatility in interest rate risk. These contracts include, but are not limited to, interest rate swaps and treasury rate locks. For these contracts in which Cleco is hedging the variability of cash flows related to forecasted transactions that qualify as cash flow hedges, the changes in the fair value of such derivative instruments are reported in other comprehensive income. To qualify for hedge accounting, the relationship between the hedging instrument and the hedged item must be documented to include the risk management objective and strategy and, at inception and on an ongoing basis, the effectiveness of the hedge in offsetting the changes in the cash flows of the item being hedged. Gains or losses accumulated in other comprehensive income are reclassified as earnings in the periods in which earnings are affected by the variability of the cash flows of the hedged item. The ineffective portions of hedges will be recognized in current-period earnings unless management determines that it is probable that the costs will be recovered through the rate making process. If management determines that it is probable that the costs will be recovered, then they will be recognized as a regulatory asset or liability and amortized to earnings over the life of the related debt. For those contracts in which Cleco is hedging the variability of cash flows related to forecasted transactions that do not qualify as cash flow hedges, the changes in the fair value of such derivative instruments will be recognized in current period earnings unless management determines that it is probable that the costs will be recovered through the rate-making process. If management determines that it is probable that the costs will be recovered, then they will be recognized as a regulatory asset or liability and amortized to earnings over the life of the related debt. For more information on the interest rate risk contracts, see Note 5 — “Fair Value Accounting — Interest Rate Derivatives.”

Regulatory Assets and Liabilities

Cleco Power follows the authoritative guidance on regulated operations, which allows utilities to capitalize or defer certain costs based on regulatory approval and management’s ongoing assessment that it is probable these items will be recovered through the ratemaking process.

Stock-Based Compensation

Stock-Based Compensation

At December 31, 2011, and 2010, Cleco had two stock-based plans: the ESPP and the LTICP. Substantially all employees, excluding officers and general managers, may choose to participate in the ESPP and purchase a limited amount of common stock at a discount through a stock option agreement. Options or restricted shares of stock, known as non-vested stock as defined by the authoritative guidance on stock-based compensation, common stock equivalents, and stock appreciation rights may be granted to certain officers, key employees, or directors of Cleco pursuant to the LTICP.

On January 28, 2011, Cleco granted 145,002 shares of non-vested stock to certain officers, key employees, and directors of Cleco pursuant to the LTICP. On July 5, 2011, Cleco granted an additional 40,000 shares of non-vested stock to certain officers of Cleco pursuant to the LTICP.

The fair market value of non-vested stock was recorded as compensation expense during the service periods, which are generally three years, after which the restrictions lapse, and assuming obtainment of vesting requirements was probable. All stock-based compensation cost is measured at the grant date, based on the fair value of the award, and is recognized as an expense in the income statement over the grant’s requisite service period. Awards that vest pro rata during the requisite service period that contain only a service condition could be viewed not as one award, but instead as multiple awards with separate vesting schedules and are defined as having a graded vesting schedule. Cleco has elected to view grants with graded vesting schedules as one award and recognize the related compensation expense on a straight-line basis over the requisite service period. The ESPP’s discount rate is 5% and the plan does not contain optionality features beyond those listed by the authoritative guidance on stock-based compensation. Cleco is not required to recognize a fair-value expense related to the ESPP.

Variable Interest Entity

Cleco reports its investments in VIEs in accordance with the authoritative guidance. Cleco and Cleco Power report the investment in Oxbow on the equity method of accounting. Under the equity method, the assets and liabilities of this entity are reported as equity investment in investees on Cleco Corporation and Cleco Power’s Consolidated Balance Sheets. The revenue and expenses (excluding income taxes) of this entity are netted and reported as equity income or loss from investees on Cleco Corporation and Cleco Power’s Consolidated Statements of Income.

Prior to April 30, 2011, Cleco also reported its investment in Cajun on the equity method of accounting. In conjunction with the disposition of Acadia Unit 2, APH received 100% ownership in Acadia in exchange for its 50% interest in Cajun, and Acadia became a consolidated subsidiary of APH.

XML

Pension Plan and Employee Benefits, Amounts Recognized in Other Comprehensive Income (Details) (USD $) In Thousands, unless otherwise specified	12 Months Ended
	Dec. 31, 2011		Dec. 31, 2010
Pension Benefits [Member]
Defined Benefit Plan Disclosure [Line Items]
Accumulated benefit obligation	$ 330,193		$ 292,529
Amounts recognized in other comprehensive income [Abstract]
Net actuarial loss (gain) occurring during year	20,389		14,001
Net actuarial loss (gain) amortized during year	5,556		3,156
Transition obligation (asset) amortized during year	0		0
Prior service cost (credit) amortized during year	(71)		(71)
Amounts in accumulated other comprehensive income to be recognized in next fiscal year [Abstract]
Net actuarial loss (gain)	7,750
Transition obligation (asset)	0
Prior service cost (credit)	71
Amounts in accumulated other comprehensive income [Abstract]
Net actuarial loss (gain)	133,186		118,353
Transition obligation (asset)	0		0
Prior service cost (credit)	(630)		(702)
Other Benefits [Member]
Amounts recognized in other comprehensive income [Abstract]
Net actuarial loss (gain) occurring during year	141		1,231
Net actuarial loss (gain) amortized during year	1,011		972
Transition obligation (asset) amortized during year	20		20
Prior service cost (credit) amortized during year	(206)		(2,021)
Amounts in accumulated other comprehensive income to be recognized in next fiscal year [Abstract]
Net actuarial loss (gain)	876	[1]
Transition obligation (asset)	20
Prior service cost (credit)	0
Amounts in accumulated other comprehensive income [Abstract]
Net actuarial loss (gain)	12,620		13,491
Transition obligation (asset)	55		76
Prior service cost (credit)	0		(206)
Estimated Medicare Part D subsidy through 2012 in net actuarial loss	(139)
SERP Benefits [Member]
Defined Benefit Plan Disclosure [Line Items]
Accumulated benefit obligation	42,410		38,337
Amounts recognized in other comprehensive income [Abstract]
Net actuarial loss (gain) occurring during year	2,529		2,878
Net actuarial loss (gain) amortized during year	940		925
Prior service cost (credit) amortized during year	54		54
Amounts in accumulated other comprehensive income to be recognized in next fiscal year [Abstract]
Net actuarial loss (gain)	1,195
Prior service cost (credit)	54
Amounts in accumulated other comprehensive income [Abstract]
Net actuarial loss (gain)	15,588		13,969
Prior service cost (credit)	$ 334		$ 387

[1] )Net of the estimated Medicare Part D subsidy through 2012 of $139 thousand

XML

Schedule I Financial Statements of Cleco Corporation, Summary of Significant Accounting Policies (Details) (CLECO CORPORATION (Parent Company Only) [Member], USD $) In Millions, unless otherwise specified	Dec. 31, 2011
CLECO CORPORATION (Parent Company Only) [Member]
Summary of Significant Accounting Policies [Abstract]
Amount of restricted net assets for consolidated subsidiaries	$ 723.5
Percent of total consolidated net assets over which parent company only financial statements are required (in hundredths)	25.00%

XML

Common and Preferred Stock, Stock-Based Plan Descriptions and Share Information (Details) (USD $)	12 Months Ended			12 Months Ended				1 Months Ended	0 Months Ended	12 Months Ended
	Dec. 31, 2011	Dec. 31, 2010	Dec. 31, 2011 LTICP 2010 [Member]	Dec. 31, 2011 Non-vested Stock [Member]	Dec. 31, 2011 Stock Options [Member] Y	Dec. 31, 2010 Stock Options [Member] Y	Dec. 31, 2009 Stock Options [Member]	Jan. 31, 2011 Certain Officers, Key Employees, and Directors [Member] Non-vested Stock [Member]	Jul. 05, 2011 Certain Officers [Member] Non-vested Stock [Member]	Dec. 31, 2011 Director [Member] Stock Options [Member] LTIP [Member]	Dec. 31, 2011 Office and Employees [Member] Stock Options [Member] LTIP [Member]	Dec. 31, 2011 Employee Stock [Member]
Stock-Based Compensation [Line Items]
Number of shares available for future grants			1,728,489
Stock-Based Compensation [Abstract]
Number of stock-based plans	2	2
Number of shares granted								145,002	40,000
Service period (in years)				3 years
Discount rate of ESPP (in hundredths)	5.00%
Stock-Based Plan Descriptions and Share Information [Abstract]
Amount rounded for calculation in exercise										0.125	0.125
Expiration period, maximum										10 years	10 years
Annual vesting percentage											33.30%
Stock options activity [Roll Forward]
Outstanding, beginning of period (in shares)					134,070
Exercised (in shares)					(39,700)
Forfeited (in shares)					(300)
Outstanding, end of period (in shares)					94,070	134,070
Exercisable, end of period (in shares)					90,570							432,756
WEIGHTED-AVERAGE EXERCISE PRICE
Weighted average exercise price, outstanding, beginning of period (in dollars per share)					$ 21.32
Weighted average exercise price, exercised (in dollars per share)					$ 21.77
Weighted average exercise price, forfeited (in dollars per share)					$ 22.25
Weighted average exercise price, outstanding, end of period (in dollars per share)					$ 21.12	$ 21.32
Weighted average exercise price, exercisable, end of period (in dollars per share)					$ 21.03
WEIGHTED-AVERAGE REMAINING CONTRACTUAL TERM
Weighted average remaining contractual term, outstanding, beginning of period (in years)					11.04
Weighted average remaining contractual term, outstanding, end of period (in years)					14.92	11.04
Weighted average remaining contractual term, exercisable, end of period (in years)					15.34
AGGREGATE INTRINSIC VALUE
Aggregate intrinsic value, outstanding, beginning of period					$ 1,266,000
Aggregate intrinsic value, outstanding, end of period					1,597,000	1,266,000
Agregate instrinsic value, exercisable end of period					1,546,000
Total intrinsic value of options exercised					$ 500,000	$ 1,100,000	$ 400,000

XML

Income Taxes, Capital Loss and Tax Credit Carryforwards (Details) (USD $) In Millions, unless otherwise specified	3 Months Ended	12 Months Ended
	Jun. 30, 2011	Dec. 31, 2011	Dec. 31, 2010
Capital Loss Carryforwards [Line Items]
Valuation allowance on deferred tax asset			$ 1.2
Deferred tax asset			2.7
Reversal of valuation allowance	1.2
Tax credit carryforwards		55.2
Expiration date		2029
Cleco Power [Member]
Capital Loss Carryforwards [Line Items]
Valuation allowance on deferred tax asset			1.2
Deferred tax asset			2.7
Reversal of valuation allowance	$ 1.2

XML

Summary of Significant Accounting Policies, Earnings Per Average Common Share (Details) (USD $) In Thousands, except Share data, unless otherwise specified	3 Months Ended								12 Months Ended
	Dec. 31, 2011	Sep. 30, 2011	Jun. 30, 2011	Mar. 31, 2011	Dec. 31, 2010	Sep. 30, 2010	Jun. 30, 2010	Mar. 31, 2010	Dec. 31, 2011	Dec. 31, 2010	Dec. 31, 2009
INCOME
Net income									$ 195,848	$ 255,391	$ 106,307
Deduct: non-participating stock dividends (4.5% preferred stock)									26	46	46
Deduct: non-participating stock redemption costs (4.5% preferred stock)									112	0	0
Net income applicable to common stock	30,643	65,842	70,221	29,004	20,613	49,600	35,174	149,958	195,710	255,345	106,261
Diluted net income applicable to common stock									$ 195,710	$ 255,345	$ 106,261
SHARES
Average number of basic common shares outstanding (in shares)									60,488,740	60,431,142	60,187,894
Effect of dilutive securities
Add: stock option grants (in shares)									20,647	32,080	32,050
Add: restricted stock (LTICP) (in shares)									324,177	291,367	278,261
Average number of diluted common shares outstanding (in shares)									60,833,564	60,754,589	60,498,205
PER SHARE AMOUNT
Net income applicable to common stock (in dollars per share)	$ 0.51	$ 1.09	$ 1.16	$ 0.48	$ 0.34	$ 0.82	$ 0.58	$ 2.49	$ 3.24	$ 4.23	$ 1.77
Diluted net income per average common share (in dollars per share)	$ 0.51	$ 1.08	$ 1.15	$ 0.48	$ 0.34	$ 0.82	$ 0.58	$ 2.48	$ 3.22	$ 4.20	$ 1.76
Stock option grants [Member]
Excluded from computation of earnings per share [Abstract]
Strike price, low (in dollars per share)											$ 23.31
Strike price, high (in dollars per share)											$ 24.25
Average market price (in dollars per share)											$ 23.28
Shares (in shares)											57,766

XML

Accumulated Other Comprehensive Loss (Details) (USD $) In Thousands, unless otherwise specified	12 Months Ended
	Dec. 31, 2011	Dec. 31, 2010	Dec. 31, 2009
Accumulated Other Comprehensive Loss [Roll Forward]
Balance	$ (11,638)	$ (11,291)
Other comprehensive income (loss), net of tax	(16,501)	(347)	(1,458)
Balance	(28,139)	(11,638)	(11,291)
Cleco Power [Member]
Accumulated Other Comprehensive Loss [Roll Forward]
Balance	(4,734)	(5,671)
Other comprehensive income (loss), net of tax	(15,896)	937	(495)
Balance	(20,630)	(4,734)	(5,671)
(Loss) Gain and Prior Service Cost [Member]
Accumulated Other Comprehensive Loss [Roll Forward]
Balance	(9,825)	(9,794)
Other comprehensive income (loss), net of tax	1,213	(31)
Balance	(8,612)	(9,825)
(Loss) Gain and Prior Service Cost [Member] | Cleco Power [Member]
Accumulated Other Comprehensive Loss [Roll Forward]
Balance	(6,079)	(5,698)
Other comprehensive income (loss), net of tax	692	(381)
Balance	(5,387)	(6,079)
Net Loss Arising During Period [Member]
Accumulated Other Comprehensive Loss [Roll Forward]
Balance	(7,843)	(3,602)
Other comprehensive income (loss), net of tax	(1,721)	(4,241)
Balance	(9,564)	(7,843)
Net Loss Arising During Period [Member] | Cleco Power [Member]
Accumulated Other Comprehensive Loss [Roll Forward]
Balance	(4,685)	(2,078)
Other comprehensive income (loss), net of tax	(595)	(2,607)
Balance	(5,280)	(4,685)
Net Gain (Loss) on Cash Flow Hedges [Member]
Accumulated Other Comprehensive Loss [Roll Forward]
Balance	6,030	2,105
Other comprehensive income (loss), net of tax	(15,993)	3,925
Balance	(9,963)	6,030
Net Gain (Loss) on Cash Flow Hedges [Member] | Cleco Power [Member]
Accumulated Other Comprehensive Loss [Roll Forward]
Balance	6,030	2,105
Other comprehensive income (loss), net of tax	(15,993)	3,925
Balance	$ (9,963)	$ 6,030

XML

Common and Preferred Stock, Employee Stock Purchase Plan (Details) (USD $)	1 Months Ended	12 Months Ended
	Aug. 31, 2011	Dec. 31, 2011
Employee Stock Purchase Plan [Abstract]
Employee eligibility threshold		5.00%
Employee payroll deductions, minimum		$ 10
Employee payroll deductions maximum		$ 350
Repurchase of common stock	400,000
Employee Stock [Member]
Employee Stock Purchase Plan [Abstract]
Maximum number of shares of common stock which may be purchased under the ESPP (in shares)		734,000
Additional shares of common stock to be reserved for issuance under the DRIP Feature of the ESPP (in shares)		50,000
Number of shares of common stock available for purchase under the ESPP (in shares)		432,756

XML

Income Taxes, Effective Tax Rate Reconciliation (Details) (USD $) In Thousands, unless otherwise specified	12 Months Ended
	Dec. 31, 2011	Dec. 31, 2010	Dec. 31, 2009
Income tax reconciliation [Abstract]
Income before tax	$ 298,745	$ 397,889	$ 115,886
Statutory rate (in hundredths)	35.00%	35.00%	35.00%
Tax at federal statutory rate	104,561	139,261	40,560
Increase (decrease):
Plant differences, including AFUDC flowthrough	(1,758)	(7,757)	(30,212)
Amortization of investment tax credits	(1,238)	(1,285)	(1,332)
State tax expense	2,155	11,897	4,763
Audit settlement	10,782	0	0
Other	(11,605)	382	(4,200)
Total taxes	102,897	142,498	9,579
Effective Rate (in hundredths)	34.40%	35.80%	8.30%
Cleco Power [Member]
Income tax reconciliation [Abstract]
Income before tax	212,244	222,512	126,463
Statutory rate (in hundredths)	35.00%	35.00%	35.00%
Tax at federal statutory rate	74,285	77,879	44,262
Increase (decrease):
Plant differences, including AFUDC flowthrough	(1,758)	(7,757)	(30,212)
Amortization of investment tax credits	(1,238)	(1,285)	(1,332)
State tax expense	(853)	5,798	5,131
Other	(1,027)	472	(2,552)
Total taxes	$ 69,409	$ 75,107	$ 15,297
Effective Rate (in hundredths)	32.70%	33.80%	12.10%

XML

Pension Plan and Employee Benefits, Fair Value of Pension Plan Assets (Details) (Pension Benefits [Member], USD $) In Thousands, unless otherwise specified	Dec. 31, 2011	Dec. 31, 2010	Dec. 31, 2009
Defined Benefit Plan Disclosure [Line Items]
Fair value of plan assets	$ 310,197	$ 241,844
Interest accrual	2,198	669
Total net assets	312,395	242,513	221,067
Cash and cash equivalents [Member]
Defined Benefit Plan Disclosure [Line Items]
Fair value of plan assets	7,775	6,512
Common Stock [Member]
Defined Benefit Plan Disclosure [Line Items]
Fair value of plan assets	15,242	29,651
Preferred Stock [Member]
Defined Benefit Plan Disclosure [Line Items]
Fair value of plan assets	291	1,446
Obligations of U.S. Government and U.S. Government Agencies [Member]
Defined Benefit Plan Disclosure [Line Items]
Fair value of plan assets	28,501	24,038
Mutual funds [Member]
Defined Benefit Plan Disclosure [Line Items]
Fair value of plan assets	9,144	12,294
Common/collective trust fund [Member]
Defined Benefit Plan Disclosure [Line Items]
Fair value of plan assets	94,677	113,529
Real estate funds [Member]
Defined Benefit Plan Disclosure [Line Items]
Fair value of plan assets	16,349	14,568
Hedge fund-of-funds [Member]
Defined Benefit Plan Disclosure [Line Items]
Fair value of plan assets	2,892	3,271
Corporate debt [Member]
Defined Benefit Plan Disclosure [Line Items]
Fair value of plan assets	135,326	36,535
Level 1 [Member]
Defined Benefit Plan Disclosure [Line Items]
Fair value of plan assets	9,144	12,294
Level 1 [Member] | Cash and cash equivalents [Member]
Defined Benefit Plan Disclosure [Line Items]
Fair value of plan assets	0	0
Level 1 [Member] | Common Stock [Member]
Defined Benefit Plan Disclosure [Line Items]
Fair value of plan assets	0	0
Level 1 [Member] | Preferred Stock [Member]
Defined Benefit Plan Disclosure [Line Items]
Fair value of plan assets	0	0
Level 1 [Member] | Obligations of U.S. Government and U.S. Government Agencies [Member]
Defined Benefit Plan Disclosure [Line Items]
Fair value of plan assets	0	0
Level 1 [Member] | Mutual funds [Member]
Defined Benefit Plan Disclosure [Line Items]
Fair value of plan assets	9,144	12,294
Level 1 [Member] | Common/collective trust fund [Member]
Defined Benefit Plan Disclosure [Line Items]
Fair value of plan assets	0	0
Level 1 [Member] | Real estate funds [Member]
Defined Benefit Plan Disclosure [Line Items]
Fair value of plan assets	0	0
Level 1 [Member] | Hedge fund-of-funds [Member]
Defined Benefit Plan Disclosure [Line Items]
Fair value of plan assets	0	0
Level 1 [Member] | Corporate debt [Member]
Defined Benefit Plan Disclosure [Line Items]
Fair value of plan assets	0	0
Level 2 [Member]
Defined Benefit Plan Disclosure [Line Items]
Fair value of plan assets	281,812	211,711
Level 2 [Member] | Cash and cash equivalents [Member]
Defined Benefit Plan Disclosure [Line Items]
Fair value of plan assets	7,775	6,512
Level 2 [Member] | Common Stock [Member]
Defined Benefit Plan Disclosure [Line Items]
Fair value of plan assets	15,242	29,651
Level 2 [Member] | Preferred Stock [Member]
Defined Benefit Plan Disclosure [Line Items]
Fair value of plan assets	291	1,446
Level 2 [Member] | Obligations of U.S. Government and U.S. Government Agencies [Member]
Defined Benefit Plan Disclosure [Line Items]
Fair value of plan assets	28,501	24,038
Level 2 [Member] | Mutual funds [Member]
Defined Benefit Plan Disclosure [Line Items]
Fair value of plan assets	0	0
Level 2 [Member] | Common/collective trust fund [Member]
Defined Benefit Plan Disclosure [Line Items]
Fair value of plan assets	94,677	113,529
Level 2 [Member] | Real estate funds [Member]
Defined Benefit Plan Disclosure [Line Items]
Fair value of plan assets	0	0
Level 2 [Member] | Hedge fund-of-funds [Member]
Defined Benefit Plan Disclosure [Line Items]
Fair value of plan assets	0	0
Level 2 [Member] | Corporate debt [Member]
Defined Benefit Plan Disclosure [Line Items]
Fair value of plan assets	135,326	36,535
Level 3 [Member]
Defined Benefit Plan Disclosure [Line Items]
Fair value of plan assets	19,241	17,839	20,156
Level 3 [Member] | Cash and cash equivalents [Member]
Defined Benefit Plan Disclosure [Line Items]
Fair value of plan assets	0	0
Level 3 [Member] | Common Stock [Member]
Defined Benefit Plan Disclosure [Line Items]
Fair value of plan assets	0	0
Level 3 [Member] | Preferred Stock [Member]
Defined Benefit Plan Disclosure [Line Items]
Fair value of plan assets	0	0
Level 3 [Member] | Obligations of U.S. Government and U.S. Government Agencies [Member]
Defined Benefit Plan Disclosure [Line Items]
Fair value of plan assets	0	0
Level 3 [Member] | Mutual funds [Member]
Defined Benefit Plan Disclosure [Line Items]
Fair value of plan assets	0	0
Level 3 [Member] | Common/collective trust fund [Member]
Defined Benefit Plan Disclosure [Line Items]
Fair value of plan assets	0	0
Level 3 [Member] | Real estate funds [Member]
Defined Benefit Plan Disclosure [Line Items]
Fair value of plan assets	16,349	14,568	13,627
Level 3 [Member] | Hedge fund-of-funds [Member]
Defined Benefit Plan Disclosure [Line Items]
Fair value of plan assets	2,892	3,271	6,529
Level 3 [Member] | Corporate debt [Member]
Defined Benefit Plan Disclosure [Line Items]
Fair value of plan assets	$ 0	$ 0

XML

Income Taxes, Current and Deferred Income Tax Expense (Details) (USD $)	12 Months Ended
	Dec. 31, 2011	Dec. 31, 2010	Dec. 31, 2009
Components of Income Tax Expense [Line Items]
Change in total tax benefit from items charged directly to shareholder's equity	$ 12,900,000
Current and deferred income tax expense [Abstract]
Current federal income tax expense	77,659,000	75,337,000	16,080,000
Deferred federal income tax expense (benefit)	26,577,000	56,047,000	(9,880,000)
Amortization of accumulated deferred investment tax credits	(1,238,000)	(1,285,000)	(1,332,000)
Total federal income tax expense	102,998,000	130,099,000	4,868,000
Current state income tax expense	2,857,000	13,572,000	814,000
Deferred state income tax (benefit) expense	(2,958,000)	(1,173,000)	3,897,000
Total state income tax (benefit) expense	(101,000)	12,399,000	4,711,000
Total taxes	102,897,000	142,498,000	9,579,000
Items charged or credited directly to shareholders' equity
Federal deferred	(8,908,000)	2,210,000	(1,200,000)
State deferred	(1,439,000)	357,000	(194,000)
Total tax benefit from items charged directly to shareholders' equity	(10,347,000)	2,567,000	(1,394,000)
Total federal and state income tax expense	92,550,000	145,065,000	8,185,000
Cleco Power [Member]
Components of Income Tax Expense [Line Items]
Change in total tax benefit from items charged directly to shareholder's equity	12,900,000
Current and deferred income tax expense [Abstract]
Current federal income tax expense	23,347,000	35,132,000	11,920,000
Deferred federal income tax expense (benefit)	47,763,000	40,237,000	912,000
Amortization of accumulated deferred investment tax credits	(1,238,000)	(1,285,000)	(1,332,000)
Total federal income tax expense	69,872,000	74,084,000	11,500,000
Current state income tax expense	1,691,000	6,704,000	1,480,000
Deferred state income tax (benefit) expense	(2,154,000)	(5,681,000)	2,317,000
Total state income tax (benefit) expense	(463,000)	1,023,000	3,797,000
Total taxes	69,409,000	75,107,000	15,297,000
Items charged or credited directly to shareholders' equity
Federal deferred	(8,580,000)	2,532,000	(620,000)
State deferred	(1,386,000)	409,000	(100,000)
Total tax benefit from items charged directly to shareholders' equity	(9,966,000)	2,941,000	(720,000)
Total federal and state income tax expense	$ 59,443,000	$ 78,048,000	$ 14,577,000

XML

Common and Preferred Stock, Preferred Stock (Details) (Cumulative Preferred Stock, $100 Par Value, Not subject to mandatory redemption 4.5% [Member], USD $)	0 Months Ended	12 Months Ended
	Jun. 24, 2011	Dec. 31, 2011
Cumulative Preferred Stock, $100 Par Value, Not subject to mandatory redemption 4.5% [Member]
Preferred Stock [Abstract]
Redemption date		Jun. 24, 2011
Preferred stock redeemed (in shares)	10,288
Preferred stock not subject to mandatory redemption, dividend rate (in hundredths)	4.50%
Redemption price (in dollars per share)	$ 101
Redemption price, plus accrued and unpaid dividends to the redemption date (in dollars per share)	$ 101.296

XML

Debt, Treasury Rate Lock (Details) (Cleco Power [Member], USD $)	0 Months Ended
	Nov. 14, 2011	Aug. 12, 2011	Dec. 31, 2011
Treasury Rate Locks [Member]
Treasury rate lock [Abstract]
Notional amount	$ 100,000,000	$ 150,000,000
Interest lock rate (in hundredths)	3.89%	3.77%
Rate basis	30-year treasury note yield as of November 14, 2011, and two-thirds of the fair market value of the previous treasury rate lock	30-year treasury note yield as of August 12, 2011
Cash flow hedges amount recorded in other comprehensive income			22,300,000
Derivative loss deferred as regulatory asset			4,400,000
Amortization period of amount recorded in other comprehensive income			30-year term
Amortization period of amount deferred as regulatory asset			30-year term
Swap [Member]
Treasury rate lock [Abstract]
Rate basis	30-year treasury note yield as of November 14, 2011
Fixed-rate forecasted debt issuance	$ 50,000,000
Reference rate as of contract date	3.05%

XML

Affiliate Transactions

12 Months Ended

Dec. 31, 2011

Related Party Transactions [Abstract]

Affiliate Transactions

Affiliate Transactions

Cleco

At December 31, 2011, Cleco had no affiliate balances that were payable to or due from its non-consolidated affiliates. Cleco had affiliate balances that were not eliminated as of December 31, 2010. The balances were not eliminated due to the use of the equity method of accounting for Acadia. For information on the Acadia equity investments, see Note 12 — “Variable Interest Entities.”

Cleco entered into service agreements with affiliates that provide Cleco access to professional services and goods. Services and goods provided by Cleco Power are charged at management’s estimate of fair market value or fully loaded cost, whichever is higher. Services provided to Cleco Power are charged at management’s estimate of fair market value or fully loaded cost, whichever is lower, with the exception of Support Group, which charges only fully loaded cost in order to comply with Cleco’s affiliate policy.

Affiliate goods and services received by Cleco primarily involve services provided by Support Group. Support Group provides joint and common administrative support services in the areas of information technology; finance, cash management, accounting and auditing; human resources; corporate communications; project consulting; risk management; strategic and corporate development; legal, ethics and regulatory compliance; facilities management; supply chain and inventory management and other administrative services. Prior to December 24, 2011, Generation Services provided electric power plant operations and maintenance expertise.

On January 1, 2010, Cleco implemented the amended authoritative guidance with respect to the consolidation of Perryville, Attala, and Evangeline. These entities’ assets, liabilities, revenues, expenses, and cash flows are presented on the corresponding line items of Cleco’s consolidated financial statements prospectively. Prior to January 2010, the equity method of accounting was used for Perryville, Attala, and Evangeline. Therefore, these entities were presented on the consolidated financial statements as one line item corresponding to Cleco’s equity investment in them. For more information on the consolidation of these entities, see Note 2 — “Summary of Significant Accounting Policies — Recent Authoritative Guidance” and Note 12 — “Variable Interest Entities.”

A summary of charges from each affiliate included in Cleco Corporation’s Consolidated Statements of Income for 2009 follows. There were no charges from affiliates for 2011 and 2010.

(THOUSANDS)	FOR THE YEAR ENDED DECEMBER 31, 2009
Support Group
Other operations		$	2,417
Maintenance		$	38
Taxes other than income taxes		$	(18	)
Other expenses		$	17
Cleco Power
Other operations		$	29
Maintenance		$	30
Generation Services
Other operations		$	3,365
Maintenance		$	4,157
CLE Intrastate
Fuel purchased		$	917

Following is a reconciliation of Cleco affiliate revenue.

	FOR THE YEAR ENDED DECEMBER 31,
(THOUSANDS)	2011		2010		2009
Evangeline	$	—	$	—	$	5,999
Perryville	—		—		81
Attala	—		—		3
Acadia	202		1,564		5,378
Total	$	202	$	1,564	$	11,461

At December 31, 2011, Cleco Corporation had no affiliate receivable or payable balances from its non-consolidated affiliates. At December 31, 2010, the affiliate receivable balance from Acadia was $0.8 million and the payable balance to Acadia was $0.2 million associated with the service agreements between Cleco Corporation and its affiliates.

Cleco Power

Cleco Power entered into service agreements with affiliates that provide Cleco Power access to professional services and goods. The services and goods are charged to Cleco Power at management’s estimate of fair market value or fully loaded cost, whichever is lower, with the exception of Support Group, which charges only fully loaded cost in order to comply with Cleco’s affiliate policy.

Affiliate goods and services received by Cleco Power primarily involve services provided by Support Group. Support Group provides joint and common administrative support services in the areas of information technology; finance, cash management, accounting and auditing; human resources; corporate communications; project consulting; risk management; strategic and corporate development; legal, ethics and regulatory compliance; facilities management; supply chain and inventory management and other administrative services. A summary of charges from each affiliate included in Cleco Power’s Consolidated Statements of Income follows.

	FOR THE YEAR ENDED DECEMBER 31,
(THOUSANDS)	2011			2010			2009
Support Group
Other operations	$	43,124		$	39,633		$	36,593
Maintenance	$	1,625		$	1,650		$	1,916
Taxes other than income taxes	$	(1	)	$	(5	)	$	(199	)
Other expenses	$	1,244		$	1,050		$	1,080
Evangeline
Other expenses	$	4		$	—		$	—
Diversified Lands
Other expenses	$	82		$	19		$	4

Cleco Power also entered into agreements to provide goods and services to affiliated companies. The goods and services are charged by Cleco Power at fully loaded cost or management’s estimate of fair market value, whichever is higher, in order to comply with Cleco’s affiliate policy. The majority of the services provided by Cleco Power to affiliates relates to the lease of office space to Support Group. Following is a reconciliation of Cleco Power’s affiliate revenue.

	FOR THE YEAR ENDED DECEMBER 31,
(THOUSANDS)	2011		2010		2009
Support Group	$	1,349	$	1,332	$	1,352
Midstream	$	14	$	13	$	20
Evangeline	$	26	$	26	$	22
Acadia	$	—	$	—	$	1
Total	$	1,389	$	1,371	$	1,395

Cleco Power had the following affiliate receivable and payable balances associated with the service agreements between Cleco Power and its affiliates.

					AT DECEMBER 31,
			2011				2010
(THOUSANDS)	ACCOUNTS RECEIVABLE		ACCOUNTS PAYABLE		ACCOUNTS RECEIVABLE		ACCOUNTS PAYABLE
Cleco Corporation	$	18	$	827	$	348	$	1,145
Support Group	2,207		8,066		1,536		6,646
Midstream	24		5		5		2
Evangeline	12		214		3		—
Generation Services	—		—		18		2
Diversified Lands	20		3		14		—
Acadia	124		196		810		150
Others	—		—		4		—
Total	$	2,405	$	9,311	$	2,738	$	7,945

During 2011, 2010, and 2009, Cleco Power made $130.0 million, $150.0 million, and $30.0 million of distribution payments to Cleco Corporation, respectively.

During 2010, Cleco Power received $225.7 million in non-cash equity contributions from Cleco Corporation relating to Acadia Unit 1. Cleco Power received no equity contributions from Cleco Corporation in 2011 or 2009. 

Affiliates that participate in the defined benefit pension plan sponsored by Cleco Power transfer their liability and an equal amount of cash on a periodic basis to Cleco Power. The following table shows the amounts transferred by affiliates during 2011 and 2010.

	FOR THE YEAR ENDED DECEMBER 31,
(THOUSANDS)	2011		2010
Support Group	$	1,844	$	1,678
Generation Services	220		220
Midstream	37		25
Total	$	2,101	$	1,923

XML

The Company (Details)	Dec. 31, 2011 entity MW
Schedule of Equity Method Investments [Line Items]
Number of generation units owned	9
Name plate capacity (MW)	2,524
Approximate number of customers served	281,000
Number of communities served across Louisiana and Mississippi through wholesale power contracts	10
Number of transmission interconnection facility subsidiaries	2
Cleco Power [Member] | Oxbow [Member]
Schedule of Equity Method Investments [Line Items]
Ownership interest received (in hundredths)	50.00%

XML

Disclosures about Segments (Tables)

12 Months Ended

Dec. 31, 2011

Segment Reporting [Abstract]

Segment Information

SEGMENT INFORMATION
2011 (THOUSANDS)	CLECO POWER			MIDSTREAM			RECONCILING ITEMS			ELIMINATIONS			CONSOLIDATED
Revenue
Electric operations	$	1,051,956		$	—		$	—		$	—		$	1,051,956
Tolling operations	—			19,004			—			—			19,004
Other operations	50,948			9			2,011			(6		)	52,962
Electric customer credits	(6,811		)	—			—			—			(6,811		)
Affiliate revenue	1,389			45			53,068			(54,300		)	202
Operating revenue, net	$	1,097,482		$	19,058		$	55,079		$	(54,306	)	$	1,117,313
Depreciation	$	112,846		$	5,872		$	1,072		$	—		$	119,790
Interest charges	$	97,090		$	(28,996	)	$	2,405		$	159		$	70,658
Interest income	$	630		$	25		$	77		$	159		$	891
Equity income (loss) from investees, before tax	$	—		$	62,053		$	(3	)	$	—		$	62,050
Federal and state income tax expense (benefit)	$	69,409		$	44,637		$	(11,149	)	$	—		$	102,897
Segment profit(1)	$	142,835		$	42,792		$	10,221		$	—		$	195,848
Additions to long-lived assets	$	201,980		$	8,437		$	1,278		$	—		$	211,695
Equity investment in investees	$	14,532		$	—		$	8		$	—		$	14,540
Total segment assets	$	3,726,471		$	233,666		$	201,074		$	(111,009	)	$	4,050,202
(1) Reconciliation of segment profit to consolidated profit:	Segment profit									$	195,848
	Unallocated items:
	Preferred dividends requirements									26
	Preferred stock redemption costs									112
	Net income applicable to common stock									$	195,710

2010 (THOUSANDS)	CLECO POWER			MIDSTREAM		RECONCILING ITEMS			ELIMINATIONS			CONSOLIDATED
Revenue
Electric operations	$	1,086,102		$	—	$	—		$	—		$	1,086,102
Tolling operations	—			26,067		—			—			26,067
Other operations	42,578			3		1,959			(11		)	44,529
Electric customer credits	(9,596		)	—		—			—			(9,596		)
Affiliate revenue	1,371			960		47,924			(48,691		)	1,564
Operating revenue, net	$	1,120,455		$	27,030	$	49,883		$	(48,702	)	$	1,148,666
Depreciation	$	105,586		$	5,779	$	838		$	—		$	112,203
Interest charges	$	78,731		$	7,140	$	10,551		$	(646	)	$	95,776
Interest income	$	379		$	—	$	675		$	(645	)	$	409
Equity income from investees, before tax	$	—		$	38,848	$	1		$	—		$	38,849
Gain on toll settlement	$	—		$	148,402	$	—		$	—		$	148,402
Federal and state income tax expense (benefit)	$	75,107		$	71,255	$	(3,864	)	$	—		$	142,498
Segment profit (loss)(1)	$	147,405		$	114,467	$	(6,480	)	$	(1	)	$	255,391
Additions to long-lived assets	$	449,052		$	2,113	$	2,056		$	—		$	453,221
Equity investment in investees	$	13,073		$	73,648	$	11		$	—		$	86,732
Total segment assets	$	3,795,205		$	316,165	$	401,663		$	(351,623	)	$	4,161,410
(1) Reconciliation of segment profit to consolidated profit:	Segment profit								$	255,391
	Unallocated items:
	Preferred dividends requirements								46
	Net income applicable to common stock								$	255,345

2009 (THOUSANDS)	CLECO POWER		MIDSTREAM			RECONCILING ITEMS			ELIMINATIONS			CONSOLIDATED
Revenue
Electric operations	$	808,646	$	—		$	—		$	—		$	808,646
Other operations	33,558		1			102			(10		)	33,651
Affiliate revenue	1,395		8,748			46,308			(44,990		)	11,461
Operating revenue, net	$	843,599	$	8,749		$	46,410		$	(45,000	)	$	853,758
Depreciation	$	77,064	$	177		$	963		$	—		$	78,204
Interest charges	$	58,562	$	7,408		$	(9,717	)	$	(5,198	)	$	51,055
Interest income	$	1,449	$	—		$	5,261		$	(5,198	)	$	1,512
Equity (loss) income from investees, before tax	$	—	$	(19,339	)	$	1,916		$	—		$	(17,423	)
Federal and state income tax expense (benefit)	$	15,297	$	(11,027	)	$	5,309		$	—		$	9,579
Segment profit (loss)(1)	$	111,166	$	(17,730	)	$	12,871		$	—		$	106,307
Additions to long-lived assets	$	235,385	$	55		$	980		$	—		$	236,420
Equity investment in investees	$	12,873	$	223,652		$	15,093		$	(1	)	$	251,617
Total segment assets	$	3,363,962	$	270,713		$	383,058		$	(322,886	)	$	3,694,847
(1) Reconciliation of segment profit to consolidated profit:	Segment profit								$	106,307
	Unallocated items:
	Preferred dividends requirements								46
	Net income applicable to common stock								$	106,261

XML

Common and Preferred Stock, Non-vested Stock and Common Stock Equivalent Units (Details) (USD $) In Millions, except Share data, unless otherwise specified	12 Months Ended
	Dec. 31, 2011 Y		Dec. 31, 2010 Y		Dec. 31, 2009 Y
LTICP 2010 [Member]
WEIGHTED-AVERAGE FAIR VALUE
Maximum number of shares authorized for issuance (in shares)			2,250,000
Non-vested Stock [Member]
Non-Vested Stock and Common Stock Equivalent Units [Abstract]
Number of shares of non-vested stock previously granted with only a service period requirement for which the service period had not ended	151,314
Fair value assumptions [Abstract]
Expected term (in years)	3.0	[1]	3.0	[1]	3.0	[1]
Volatility of Cleco stock (in hundredths)	28.50%	[2]	30.60%	[2]	29.90%	[2]
Correlation between Cleco stock volatility and peer group (in hundredths)	63.20%		60.60%		62.50%
Expected dividend yield (in hundredths)	3.30%		3.50%		4.10%
Weighted average fair value (Monte Carlo model) (in dollars per share)	$ 34.88		$ 27.92		$ 25.93
Non-vested stock activity [Roll Forward]
Non-vested, beginning of period (in shares)	263,709
Granted (in shares)	223,662
Vested (in shares)	(112,049)
Forfeited (in shares)	(4,591)
Non-vested, end of period (in shares)	370,731		263,709
WEIGHTED-AVERAGE GRANT DATE FAIR VALUE
Weighted average grant date fair value, non-vested, beginning of period (in dollars per share)	$ 25.34
Weighted average grant date fair value, non-vested, granted (in dollars per share)	$ 34.72
Weighted average grant date fair value, non-vested, vested (in dollars per share)	$ 24.78
Weighted average grant date fair value, non-vested, forfeited (in dollars per share)	$ 34.88
Weighted average grant date fair value, non-vested, end of period (in dollars per share)	$ 31.05		$ 25.34
WEIGHTED-AVERAGE FAIR VALUE
Fair value of shares of non-vested stock vested during period	$ 4.0		$ 2.4		$ 2.6
Non-vested Stock [Member] | LTICP 2000 [Member]
Non-vested stock activity [Roll Forward]
Non-vested, end of period (in shares)	62,386
Common Stock Equivalent Units [Member]
Fair value assumptions [Abstract]
Expected term (in years)	0.0	[1]	3.0	[1]	3.0	[1]
Volatility of Cleco stock (in hundredths)	0.00%	[2]	28.60%	[2]	30.00%	[2]
Correlation between Cleco stock volatility and peer group (in hundredths)	0.00%		62.50%		63.00%
Expected dividend yield (in hundredths)	0.00%		3.90%		4.00%
Weighted average fair value (Monte Carlo model) (in dollars per share)	$ 0.00		$ 32.81		$ 30.81
Non-vested stock activity [Roll Forward]
Non-vested, beginning of period (in shares)	126,547
Granted (in shares)	0
Vested (in shares)	(66,663)
Forfeited (in shares)	0
Non-vested, end of period (in shares)	59,884		126,547
WEIGHTED-AVERAGE FAIR VALUE
Weighted-average fair value, common stock equivalent units, beginning of period (in dollars per share)	$ 38.86
Weighted-average fair value, common stock equivalent units, granted (in dollars per share)	$ 0.00
Weighted-average fair value, common stock equivalent units, vested (in dollars per share)	$ 73.62
Weighted-average fair value, common stock equivalent units, forfeited (in dollars per share)	$ 0.00
Weighted-average fair value, common stock equivalent units, end of period (in dollars per share)	$ 42.22		$ 38.86
Non-Vested Stock and Common Stock Equivalent Units [Member]
Non-Vested Stock and Common Stock Equivalent Units [Abstract]
Target and opportunity restricted shares and common stock equivalent units previously issued for which restrictions had not lapsed (in shares)	825,254
WEIGHTED-AVERAGE FAIR VALUE
Non-vested share-based compensation arrangements granted and expected to vest (in shares)	167,248
Non-vested share-based compensation arrangements, average vesting period	1 year 3 months
Total unrecognized before-tax compensation cost	$ 4.8

[1] The expected term was based on the service period of the award

[2] The volatility rate is based on historical stock prices over an appropriate period, generally equal to the expected term.

XML

Operating Leases (Details) (USD $)	12 Months Ended
	Dec. 31, 2011 Y	Dec. 31, 2010	Dec. 31, 2009
Expected operating lease payments [Abstract]
2012	$ 12,436,000
2013	12,544,000
2014	4,053,000
2015	3,900,000
2016	3,325,000
Thereafter	16,836,000
Total operating lease payments	53,094,000
Line Construction and Maintenance Vehicles [Member]
Operating Leased Assets [Line Items]
Operating lease terms (years)	7
Operating lease renewal terms (years)	1
Operating leases, additional disclosures [Abstract]
Lease expenses recognized	1,000,000	1,100,000	1,400,000
Contingent rents	100,000	100,000	100,000
Vehicles, Office and Operating Facilities, and Office Equipment [Member]
Operating leases, additional disclosures [Abstract]
Operating lease terms, minimum (years)	3
Operating lease renewal terms, maximum (years)	10
Cleco Corporation [Member]
Expected operating lease payments [Abstract]
2012	24,000
2013	4,000
2014	5,000
2015	0
2016	0
Thereafter	0
Total operating lease payments	33,000
Cleco Power [Member]
Expected operating lease payments [Abstract]
2012	12,412,000
2013	12,540,000
2014	4,048,000
2015	3,900,000
2016	3,325,000
Thereafter	16,836,000
Total operating lease payments	53,061,000
Cleco Power [Member] | Railcars [Member]
Operating leases, additional disclosures [Abstract]
Lease expenses recognized	1,100,000	1,100,000	1,100,000
Number of groups of railcar leases	2
Cleco Power [Member] | Railcars Group 1 [Member]
Operating leases, additional disclosures [Abstract]
Number of railcars	120
Lease terms	lease expires on March 31, 2021
Cleco Power [Member] | Railcars Group 2 [Member]
Operating leases, additional disclosures [Abstract]
Number of railcars	121
Lease terms	lease expires on March 31, 2017
Cleco Power [Member] | Line Construction and Service Vehicles [Member]
Operating leases, additional disclosures [Abstract]
Lease expenses recognized	400,000	200,000
Operating lease terms, minimum (years)	5
Operating lease renewal terms, maximum (years)	7
Cleco Power [Member] | Vehicles, Office and Operating Facilities, and Office Equipment [Member]
Operating leases, additional disclosures [Abstract]
Lease expenses recognized	0	0	6,500,000
Contingent rents			$ 500,000

XML

Fair Value Accounting (Tables)

12 Months Ended

Dec. 31, 2011

Fair Value [Line Items]

Fair Value By Balance Sheet Grouping

Cleco
					AT DECEMBER 31,
			2011				2010
(THOUSANDS)	CARRYING VALUE		ESTIMATED FAIR VALUE		CARRYING VALUE		ESTIMATED FAIR VALUE
Financial instruments not marked-to-market
Cash and cash equivalents	$	93,576	$	93,576	$	191,128	$	191,128
Restricted cash	$	35,828	$	35,828	$	41,048	$	41,048
Long-term debt, excluding debt issuance costs	$	1,354,567	$	1,542,867	$	1,403,835	$	1,462,063
Preferred stock not subject to mandatory redemption	$	—	$	—	$	1,029	$	844

Fair Value of Financial Assets and Liabilities Measured On A Recurring Basis

The following tables disclose for Cleco and Cleco Power the fair value of financial assets and liabilities measured on a recurring basis and within the scope of the authoritative guidance for fair value measurements and disclosures.

Cleco
	CLECO CONSOLIDATED FAIR VALUE MEASUREMENTS AT REPORTING DATE USING:
(THOUSANDS)	AT DECEMBER 31, 2011		QUOTED PRICES IN ACTIVE MARKETS FOR IDENTICAL ASSETS (LEVEL 1)		SIGNIFICANT OTHER OBSERVABLE INPUTS (LEVEL 2)		SIGNIFICANT UNOBSERVABLE INPUTS (LEVEL 3)		AT DECEMBER 31, 2010		QUOTED PRICES IN ACTIVE MARKETS FOR IDENTICAL ASSETS (LEVEL 1)		SIGNIFICANT OTHER OBSERVABLE INPUTS (LEVEL 2)		SIGNIFICANT UNOBSERVABLE INPUTS (LEVEL 3)
Asset Description
Energy market derivatives	$	—	$	—	$	—	$	—	$	97	$	—	$	97	$	—
Institutional money market funds	119,327		—		119,327		—		229,748		—		229,748		—
Total assets	$	119,327	$	—	$	119,327	$	—	$	229,845	$	—	$	229,845	$	—
Liability Description
Energy market derivatives	$	5,336	$	—	$	5,336	$	—	$	15,245	$	3,317	$	11,928	$	—
Interest rate derivatives	3,330		—		3,330		—		—		—		—		—
Total liabilities	$	8,666	$	—	$	8,666	$	—	$	15,245	$	3,317	$	11,928	$	—

Fair Values of Derivative Instruments

The following table presents the fair values of derivative instruments and their respective line items as recorded on Cleco Corporation and Cleco Power’s Consolidated Balance Sheets as of December 31, 2011, and 2010:

	DERIVATIVES NOT DESIGNATED AS HEDGING INSTRUMENTS
	LIABILITY DERIVATIVES
(THOUSANDS)	BALANCE SHEET LINE ITEM	AT DECEMBER 31, 2011			AT DECEMBER 31, 2010
Commodity contracts
Fuel cost hedges:
Current	Energy risk management liability, net	$	(5,336	)	$	(13,497	)
Long-term	Other deferred credits	—			(1,651		)
Total		$	(5,336	)	$	(15,148	)

Effect of Derivatives On Consolidated Statements of Income

The following table presents the effect of derivatives not designated as hedging instruments on Cleco Corporation and

Cleco Power’s Consolidated Statements of Income for the years December 31, 2011, 2010, and 2009.

					FOR THE YEAR ENDED DECEMBER 31,
		2011			2010				2009
(THOUSANDS)	LOSS IN INCOME OF DERIVATIVES LINE ITEM	AMOUNT OF LOSS RECOGNIZED IN INCOME ON DERIVATIVES			AMOUNT OF LOSS RECOGNIZED IN INCOME ON DERIVATIVES				AMOUNT OF LOSS RECOGNIZED IN INCOME ON DERIVATIVES
Commodity contracts
Economic hedges	Other operations revenue	$	—		$	(667	)	(1)	$	(1,805	)	(1)
Fuel cost hedges(2)	Fuel used for electric generation	(18,119		)	(36,818		)		$	(92,609	)
Total		$	(18,119	)	$	(37,485	)		$	(94,414	)

⁽¹⁾ For the year ended December 31, 2010 and 2009, Cleco recognized $0.4 million of mark-to-market gains and $0.2 million of mark-to market losses, respectively. related to economic hedges.

⁽²⁾ In accordance with the authoritative guidance for regulated operations, an additional $5.3 million of unrealized losses and $1.2 million of deferred losses associated with fuel cost hedges are reported in Accumulated Deferred Fuel on the balance sheet as of December 31, 2011, compared to $15.1 million of unrealized losses and $1.6 million of deferred losses as of December 31, 2010 and to $24.9 million of unrealized losses and $2.6 million of deferred losses associated with fuel costs hedges as of December 31, 2009. As gains and losses are realized in future periods, they will be recorded as Fuel Used for Electric Generation on the Income Statement

The following table presents the effect of derivatives designated as hedging instruments on Cleco Corporation and Cleco Power’s Consolidated Statements of Income for the years ended December 31, 2011, 2010, and 2009:

													FOR THE YEAR ENDED DECEMBER 31,
				2011					2010						2009
(THOUSANDS)	AMOUNT OF LOSS RECOGNIZED IN OCI			AMOUNT OF NET GAIN RECLASSIFIED FROM ACCUMULATED OCI INTO INCOME (EFFECTIVE PORTION)			AMOUNT OF GAIN RECOGNIZED IN OCI		AMOUNT OF NET LOSS RECLASSIFIED FROM ACCUMULATED OCI INTO INCOME (EFFECTIVE PORTION)				AMOUNT OF GAIN RECOGNIZED IN OCI		AMOUNT OF NET LOSS RECLASSIFIED FROM ACCUMULATED OCI INTO INCOME (EFFECTIVE PORTION)
Interest rate derivatives(1)	$	(25,661	)	$	334	*	$	4,739	$	(512	)	*	$	3,138	$	(285	)	*

* The (loss) gain reclassified from accumulated OCI into income is reflected in interest charges.

⁽¹⁾In November 2010, an interest rate swap was terminated. The remaining $1.1 million of losses in accumulated OCI was reclassified to other expense

Cleco Power [Member]

Fair Value [Line Items]

Fair Value By Balance Sheet Grouping

Cleco Power
					AT DECEMBER 31,
			2011				2010
(THOUSANDS)	CARRYING VALUE		ESTIMATED FAIR VALUE		CARRYING VALUE		ESTIMATED FAIR VALUE
Financial instruments not marked-to-market
Cash and cash equivalents	$	67,458	$	67,458	$	184,912	$	184,912
Restricted cash	$	35,731	$	35,731	$	40,951	$	40,951
Long-term debt, excluding debt issuance costs	$	1,344,567	$	1,532,867	$	1,388,835	$	1,447,063

Fair Value of Financial Assets and Liabilities Measured On A Recurring Basis

Cleco Power
	CLECO POWER FAIR VALUE MEASUREMENTS AT REPORTING DATE USING:
(THOUSANDS)	AT DECEMBER 31, 2011		QUOTED PRICES IN ACTIVE MARKETS FOR IDENTICAL ASSETS (LEVEL 1)		SIGNIFICANT OTHER OBSERVABLE INPUTS (LEVEL 2)		SIGNIFICANT UNOBSERVABLE INPUTS (LEVEL 3)		AT DECEMBER 31, 2010		QUOTED PRICES IN ACTIVE MARKETS FOR IDENTICAL ASSETS (LEVEL 1)		SIGNIFICANT OTHER OBSERVABLE INPUTS (LEVEL 2)		SIGNIFICANT UNOBSERVABLE INPUTS (LEVEL 3)
Asset Description
Energy market derivatives	$	—	$	—	$	—	$	—	$	97	$	—	$	97	$	—
Institutional money market funds	100,331		—		100,331		—		224,451		—		224,451		—
Total assets	$	100,331	$	—	$	100,331	$	—	$	224,548	$	—	$	224,548	$	—
Liability Description
Energy market derivatives	$	5,336	$	—	$	5,336	$	—	$	15,245	$	3,317	$	11,928	$	—
Interest rate derivatives	3,330		—		3,330		—		—		—		—		—
Total liabilities	$	8,666	$	—	$	8,666	$	—	$	15,245	$	3,317	$	11,928	$	—

XML

Summary of Significant Accounting Policies, Property, Plant and Equipment (Details) (USD $)	12 Months Ended
	Dec. 31, 2011	Dec. 31, 2010	Dec. 31, 2009
Property, Plant and Equipment [Abstract]
Unamortized computer software costs	$ 3,300,000	$ 3,800,000
Amortization of capitalized computer software costs	1,500,000	1,700,000	1,500,000
Useful lives of property, plant and equipment [Abstract]
Utility plant (in years)	5-58
Other (in years)	5-44
Property, plant and equipment consist of:
Regulated utility plants	3,759,541,000	3,552,054,000
Other	264,114,000	258,842,000
Property, plant and equipment	4,023,655,000	3,810,896,000
Accumulated depreciation	(1,230,783,000)	(1,162,456,000)
Net property, plant and equipment	2,792,872,000	2,648,440,000
Teche [Member]
Useful lives of property, plant and equipment [Abstract]
Utility plant (in years)	23
Cleco Power [Member]
Property, Plant and Equipment [Abstract]
Annual depreciation provisions expressed as a percentage of average depreciable property (in hundredths)	2.80%	2.55%	3.22%
Increase in the percentage of average depreciable property	0.25%
Property, plant and equipment consist of:
Property, plant and equipment	3,759,541,000	3,552,779,000
Accumulated depreciation	(1,153,004,000)	(1,085,945,000)
Net property, plant and equipment	$ 2,606,537,000	$ 2,466,834,000

XML

Fair Value Accounting, Effect of Derivatives on Consolidated Statements of Income (Details) (USD $)	12 Months Ended
	Dec. 31, 2011		Dec. 31, 2010		Dec. 31, 2009
Natural gas requirements hedged [Abstract]
Millions MMBtus hedged for natural gas fuel costs	2,200,000		9,400,000
Estimated natural gas requirements covered (in hundredths)	3.00%		11.00%
Estimated natural gas requirements period (in years)	2 years		2 years
Derivatives Not Designated As Hedging Instruments [Member]
Derivative, gain (loss) recognized in income [Abstract]
Amount of loss recognized in income on derivatives	$ (18,119,000)		$ (37,485,000)		$ (94,414,000)
Derivatives Not Designated As Hedging Instruments [Member] | Fuel Cost Hedges [Member] | Fuel Used For Electric Generation [Member]
Derivative, gain (loss) recognized in income [Abstract]
Amount of loss recognized in income on derivatives	(18,119,000)	[1]	(36,818,000)	[1]	(92,609,000)	[1]
Unrealized gains (losses)	(5,300,000)		(15,100,000)		(24,900,000)
Deferred gains (losses)	(1,200,000)		(1,600,000)		(2,600,000)
Derivatives Not Designated As Hedging Instruments [Member] | Economic Hedges [Member] | Other Operations Revenue [Member]
Derivative, gain (loss) recognized in income [Abstract]
Amount of loss recognized in income on derivatives	0		(667,000)	[2]	(1,805,000)	[2]
Mark-to-market gains (losses)			400,000		(200,000)
Derivatives Designated as Hedging Instruments [Member] | Interest Rate Derivatives [Member]
Derivative, gain (loss) recognized in income [Abstract]
Amount of (loss) gain recognized in OCI	(25,661,000)		4,739,000		3,138,000
Amount of (loss) gain reclassified from accumulated OCI into income (effective portion)	334,000	[3]	(512,000)	[3]	(285,000)	[3]
Cleco Power [Member] | Interest Rate Derivatives [Member]
Derivative, gain (loss) recognized in income [Abstract]
Cash flow hedge gain (loss) expected to be reclassed from accumulated OCI over the next 12 months	$ (400,000)

[1] 2) In accordance with the authoritative guidance for regulated operations, an additional $5.3 million of unrealized losses and $1.2 million of deferred losses associated with fuel cost hedges are reported in Accumulated Deferred Fuel on the balance sheet as of December 31, 2011, compared to $15.1 million of unrealized losses and $1.6 million of deferred losses as of December 31, 2010 and to $24.9 million of unrealized losses and $2.6 million of deferred losses associated with fuel costs hedges as of December 31, 2009. As gains and losses are realized in future periods, they will be recorded as Fuel Used for Electric Generation on the Income Statemen

[2] (1) For the year ended December 31, 2010 and 2009, Cleco recognized $0.4 million of mark-to-market gains and $0.2 million of mark-to market losses, respectively. related to economic hedges.

[3] The (loss) gain reclassified from accumulated OCI into income is reflected in interest charges.

XML

Miscellaneous Financial Information (Unaudited), Shareholders (Details)	Dec. 31, 2011 shareholder
Common Stock [Member]
Class of Stock [Line Items]
Number of shareholders	6,144
Preferred Stock [Member]
Class of Stock [Line Items]
Number of shareholders	0

XML

Jointly Owned Generation Units (Details) (USD $)	12 Months Ended
	Dec. 31, 2011	Dec. 31, 2010	Dec. 31, 2009
Jointly Owned Utility Plant Interests [Line Items]
Name plate capacity (MW)	2,524
Cleco Power [Member]
Jointly Owned Utility Plant Interests [Line Items]
Number of generation units jointly owned	2
Utility plant in service	$ 396,521,000
Accumulated depreciation	261,979,000
Cleco Power [Member] | Jointly Owned Electricity Generation Plant [Member]
Jointly Owned Utility Plant Interests [Line Items]
Operating and maintenance expenses associated with jointly owned generation units	131,800,000	118,300,000	111,900,000
Fuel costs included in operating and maintenance expenses associated with jointly owned generation units	109,200,000	97,900,000	91,900,000
Cleco Power [Member] | Rodemacher Unit #2 [Member]
Jointly Owned Utility Plant Interests [Line Items]
Utility plant in service	91,645,000
Accumulated depreciation	68,293,000
Ownership (in hundredths)	30.00%
Name plate capacity (MW)	523
Cleco Power's ownership interest (MW)	157
Cleco Power [Member] | Dolet Hills [Member]
Jointly Owned Utility Plant Interests [Line Items]
Utility plant in service	304,876,000
Accumulated depreciation	$ 193,686,000
Ownership (in hundredths)	50.00%
Name plate capacity (MW)	650
Cleco Power's ownership interest (MW)	325

XML

Intangible Asset (Tables)

12 Months Ended

Dec. 31, 2011

Goodwill and Intangible Assets Disclosure [Abstract]

Intangible Asset, Net

	AT DECEMBER 31,
(THOUSANDS)	2011		2010
Gross carrying amount	$	177,537	$	177,537
Accumulated amortization	43,942		32,163
Intangible asset	$	133,595	$	145,374

Expected Amortization Expense

le asset.

	AT DECEMBER 31,
(THOUSANDS)	2011		2010
Gross carrying amount	$	177,537	$	177,537
Accumulated amortization	43,942		32,163
Intangible asset	$	133,595	$	145,374

(THOUSANDS)
Expected amortization expense
For the year ending December 31, 2012	$	13,167
For the year ending December 31, 2013	$	14,026
For the year ending December 31, 2014	$	14,931
For the year ending December 31, 2015	$	15,876
For the year ending December 31, 2016	$	16,864
After 2016	$	58,731

XML

Consolidatd Statements of Changes in Common Shareholders' Equity (Parentheticals) (USD $)	3 Months Ended								12 Months Ended
	Dec. 31, 2011	Sep. 30, 2011	Jun. 30, 2011	Mar. 31, 2011	Dec. 31, 2010	Sep. 30, 2010	Jun. 30, 2010	Mar. 31, 2010	Dec. 31, 2011	Dec. 31, 2010	Dec. 31, 2009
Statement of Stockholders' Equity [Abstract]
Dividends paid per common share (in dollars per share)	$ 0.3125	$ 0.28	$ 0.28	$ 0.25	$ 0.250	$ 0.250	$ 0.250	$ 0.225	$ 1.1225	$ 0.975	$ 0.900

XML

Schedule I Financial Statements of Cleco Corporation, Condensed Statements of Cash Flows (Details) (USD $) In Thousands, unless otherwise specified	12 Months Ended
	Dec. 31, 2011	Dec. 31, 2010	Dec. 31, 2009
Operating activities
Net cash provided by operating activities	$ 308,020	$ 215,173	$ 141,452
Investing activities
Additions to property, plant and equipment, net	(195,882)	(305,157)	(256,558)
Equity investment in tax credit fund	(43,921)	(35,871)	(15,730)
Return of equity investment in tax credit fund	33,430	0	0
Return of equity investment in investees	89,654	0	850
Other investing	2,458	(1,582)	(2,002)
Net cash provided by (used in) investing activities	(101,675)	(306,905)	(183,449)
Financing activities
Issuance of short-term debt	0	150,000	0
Retirement of short-term debt	(150,000)	0	0
Draws on credit facility	95,000	20,000	93,000
Payments on credit facility	(100,000)	(100,000)	(28,000)
Repurchase of common stock	(13,009)	0	0
Redemption of preferred stock	(1,039)	0	0
Dividends paid on preferred stock	(26)	(46)	(46)
Dividends paid on common stock	(68,023)	(58,988)	(54,221)
Other financing	(3,895)	(5,352)	(1,245)
Net cash (used in) provided by financing activities	(303,897)	137,667	89,707
Net (decrease) increase in cash and cash equivalents	(97,552)	45,935	47,710
Cash and cash equivalents at beginning of period	191,128	145,193	97,483
Cash and cash equivalents at end of period	93,576	191,128	145,193
Supplementary cash flow information
Interest paid	87,359	90,773	84,629
Income taxes paid (refunded), net	46,636	75,498	(30,309)
Supplementary non-cash investing and financing activities
Issuance of treasury stock - LTICP	68	93	117
Issuance of common stock - LTICP/ESPP	328	299	290
Non-cash additions to property, plant, and equipment	4,586	152,067	0
Non-cash return of investment	0	152,067	0
Non-cash contribution to subsidiary, net of tax	0	225,732	0
CLECO CORPORATION (Parent Company Only) [Member]
Operating activities
Net cash provided by operating activities	175,624	174,912	6,007
Investing activities
Additions to property, plant and equipment, net	0	(152,067)	0
Equity investment in tax credit fund	(43,921)	(35,871)	(16,254)
Return of equity investment in tax credit fund	33,430	0	0
Return of equity investment in investees	89,654	0	850
Other investing	(1,232)	(2,900)	(2,328)
Net cash provided by (used in) investing activities	77,931	(190,838)	(17,732)
Financing activities
Issuance of short-term debt	0	150,000	0
Retirement of short-term debt	(150,000)	0	0
Draws on credit facility	35,000	20,000	93,000
Payments on credit facility	(40,000)	(100,000)	(28,000)
Repurchase of common stock	(13,009)	0	0
Redemption of preferred stock	(1,039)	0	0
Dividends paid on preferred stock	(26)	(46)	(46)
Dividends paid on common stock	(68,023)	(58,988)	(54,221)
Other financing	864	3,200	2,131
Net cash (used in) provided by financing activities	(236,233)	14,166	12,864
Net (decrease) increase in cash and cash equivalents	17,322	(1,760)	1,139
Cash and cash equivalents at beginning of period	5,320	7,080	5,941
Cash and cash equivalents at end of period	22,642	5,320	7,080
Supplementary cash flow information
Interest paid	1,752	8,205	3,119
Income taxes paid (refunded), net	31,180	80,905	(34,792)
Supplementary non-cash investing and financing activities
Issuance of treasury stock - LTICP	68	93	117
Issuance of common stock - LTICP/ESPP	328	299	290
Non-cash additions to property, plant, and equipment	0	152,067	0
Non-cash return of investment	0	152,067	0
Non-cash contribution to subsidiary, net of tax	$ 0	$ 225,732	$ 0

XML

Fair Value Accounting, Carrying Value and Estimated Fair Value (Details) (USD $) In Thousands, unless otherwise specified	Dec. 31, 2011	Dec. 31, 2010
Carrying Value [Member]
Financial instruments not marked-to-market [Abstract]
Cash and cash equivalents	$ 93,576	$ 191,128
Restricted cash	35,828	41,048
Long-term debt, excluding debt issuance costs	1,354,567	1,403,835
Preferred stock not subject to mandatory redemption fair value disclosure	0	1,029
Estimated Fair Value [Member]
Financial instruments not marked-to-market [Abstract]
Cash and cash equivalents	93,576	191,128
Restricted cash	35,828	41,048
Long-term debt, excluding debt issuance costs	1,542,867	1,462,063
Preferred stock not subject to mandatory redemption fair value disclosure	0	844
Cleco Power [Member] | Carrying Value [Member]
Financial instruments not marked-to-market [Abstract]
Cash and cash equivalents	67,458	184,912
Restricted cash	35,731	40,951
Long-term debt, excluding debt issuance costs	1,344,567	1,388,835
Cleco Power [Member] | Estimated Fair Value [Member]
Financial instruments not marked-to-market [Abstract]
Cash and cash equivalents	67,458	184,912
Restricted cash	35,731	40,951
Long-term debt, excluding debt issuance costs	$ 1,532,867	$ 1,447,063

XML

Variable Interest Entities (Tables)

12 Months Ended

Dec. 31, 2011

Variable Interest Entities [Abstract]

Equity Method Investments - Summarized Financial Information

The following tables contain summarized financial information for Cajun through the disposition of Acadia Unit 2.

(THOUSANDS)	AT DECEMBER 31, 2010
Current assets	$	7,133
Property, plant, and equipment, net	203,793
Total assets	$	210,926
Current liabilities	$	1,950
Other liabilities	9,429
Partners’ capital	199,547
Total liabilities and partners’ capital	$	210,926

	FOR THE YEAR ENDED DECEMBER 31,
(THOUSANDS)	2011		*	2010
Operating revenue	$	5,227		$	49,273
Operating expenses	5,914			57,496
Gain on sale of assets	71,422			81,845
Other income	929			4,074
Income before taxes	$	71,664		$	77,696

The following tables contain summarized financial information for Oxbow.

	AT DECEMBER 31,
(THOUSANDS)	2011		2010
Current assets	$	1,711	$	583
Property, plant, and equipment, net	23,339		23,597
Other assets	4,128		2,141
Total assets	$	29,178	$	26,321
Current liabilities	$	40	$	175
Other liabilities	73		—
Partners’ capital	29,065		26,146
Total liabilities and partners’ capital	$	29,178	$	26,321

	FOR THE YEAR ENDED DECEMBER 31,
(THOUSANDS)	2011		2010		*	2009
Operating revenue	$	1,781	$	931		$	—
Operating expenses	1,781		931			—
Income before taxes	$	—	$	—		$	—

The following table contains summarized financial information for Evangeline.

(THOUSANDS)	FOR THE YEAR ENDED DECEMBER 31, 2009
Operating revenue		$	59,852
Operating expenses		27,721
Depreciation		5,535
Interest charges		28,675
Other expense		(17		)
Loss before taxes		$	(2,096	)

The following table contains summarized financial information for Perryville and Attala.

(THOUSANDS)	FOR THE YEAR ENDED DECEMBER 31, 2009
Operating revenue		$	1,959
Operating expense		586
Other income		34
Interest income		501
Income before taxes		$	1,908

Equity Income (Loss) from Investments Accounted for Using the Equity Method

The following table presents the equity income (loss) from each investment accounted for using the equity method. For more information regarding the balances for Cleco’s equity investments in Cajun, Evangeline, and certain other subsidiaries, see “— Consolidated VIEs” above.

	FOR THE YEAR ENDED DECEMBER 31,
(THOUSANDS)	2011			2010		2009
Cajun	$	62,053		$	38,848	$	(17,243	)
Evangeline	—			—		(2,096		)
Other subsidiaries 100% owned by Cleco Corporation	—			—		1,908
Subsidiaries less than 100% owned by Innovations LLC	(3		)	1		8
Total equity income (loss)	$	62,050		$	38,849	$	(17,423	)

Components of Equity Investments

The following table presents the components of Cleco Power’s equity investment in Oxbow.

	AT DECEMBER 31,
INCEPTION TO DATE (THOUSANDS)	2011		2010
Purchase price	$	12,873	$	12,873
Cash contributions	1,659		200
Total equity investment in investee	$	14,532	$	13,073

Comparison of Investee's Assets and Liabilities with Maximum Exposure to Loss

The following table compares the carrying amount of Oxbow’s assets and liabilities with Cleco’s maximum exposure to loss related to its investment in Oxbow.

	AT DECEMBER 31,
(THOUSANDS)	2011		2010
Oxbow’s net assets/liabilities	$	29,065	$	26,146
Cleco Power’s 50% equity	$	14,532	$	13,073
Cleco’s maximum exposure to loss	$	14,532	$	13,073

XML

Accumulated Other Comprehensive Loss

12 Months Ended

Dec. 31, 2011

Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract]

Accumulated Other Comprehensive Loss

Accumulated Other Comprehensive Loss

The components of accumulated other comprehensive loss are summarized in the following tables for Cleco and Cleco Power. Where applicable, transactions are reported net of income taxes.

Cleco
(THOUSANDS)	(LOSS) GAIN AND PRIOR SERVICE COST			NET LOSS ARISING DURING PERIOD			NET GAIN (LOSS) ON CASH FLOW HEDGES			TOTAL ACCUMULATED OTHER COMPREHENSIVE LOSS
Balances, December 31, 2009	$	(9,794	)	$	(3,602	)	$	2,105		$	(11,291	)
Current-period change	(31		)	(4,241		)	3,925			(347		)
Balances, December 31, 2010	$	(9,825	)	$	(7,843	)	$	6,030		$	(11,638	)
Current-period change	$	1,213		$	(1,721	)	$	(15,993	)	$	(16,501	)
Balances, December 31, 2011	$	(8,612	)	$	(9,564	)	$	(9,963	)	$	(28,139	)

Cleco Power
(THOUSANDS)	(LOSS) GAIN AND PRIOR SERVICE COST			NET LOSS ARISING DURING PERIOD			NET GAIN (LOSS) ON CASH FLOW HEDGES			TOTAL ACCUMULATED OTHER COMPREHENSIVE (LOSS) GAIN
Balances, December 31, 2009	$	(5,698	)	$	(2,078	)	$	2,105		$	(5,671	)
Current-period change	(381		)	(2,607		)	3,925			937
Balances, December 31, 2010	$	(6,079	)	$	(4,685	)	$	6,030		$	(4,734	)
Current-period change	$	692		$	(595	)	$	(15,993	)	$	(15,896	)
Balances, December 31, 2011	$	(5,387	)	$	(5,280	)	$	(9,963	)	$	(20,630	)

XML

Acadia Transactions

12 Months Ended

Dec. 31, 2011

Acquisition and Disposal Transactions [Abstract]

Acadia Transactions

Acadia Transactions

Acadia Unit 1

In February 2010, Cleco Power completed the acquisition of Acadia Unit 1 and half of Acadia Power Station’s related common facilities. Cleco Power and the parties executed the definitive agreements in 2009, and received LPSC and FERC approvals for the transaction in January 2010 and February 2010, respectively. The significant terms of the transaction were:

• Cleco Power acquired Acadia Unit 1 and half of the common facilities for $304.0 million,

• Cleco Power recognized $78.4 million of deferred taxes on the transaction,

• Acadia recognized a gain of $82.0 million,

• APH received $6.8 million from third parties in return for APH’s indemnification against the third parties’ 50% share of Acadia’s liabilities and other obligations related to the Cleco Power transaction, and

• Cleco Power owns and operates Acadia Unit 1. Prior to April 29, 2011, Cleco Power operated Acadia Unit 2 on behalf of Acadia. On April 29, 2011, Acadia completed its disposition of Acadia Unit 2 to Entergy Louisiana. Cleco Power now operates Acadia Unit 2 on behalf of Entergy Louisiana.

Acadia Unit 2

On April 29, 2011, Acadia completed its disposition of Acadia Unit 2 and Acadia Power Station’s remaining common facilities to Entergy Louisiana. The significant terms of the transaction were:

• Entergy Louisiana acquired Acadia Unit 2 for $298.8 million,

• In exchange for $10.9 million, APH indemnified the third-party owners of Cajun and their affiliates against 50% of Acadia’s liabilities and other obligations related to the Acadia Unit 2 transaction,

• APH recognized a gain of $62.0 million, which included $26.2 million of equity income that represents the 2007 investment impairment charge of $45.9 million, partially offset by $19.7 million of capitalized interest during the construction of Acadia,

• APH received 100% ownership in Acadia in exchange for its 50% interest in Cajun, and Acadia became a consolidated subsidiary of APH, and

• Cleco Power operates Acadia Unit 2 on behalf of Entergy Louisiana.

Following the transaction, ongoing operations at Acadia were minimal, relating only to the previously established accounts receivable and accounts payable and servicing of indemnities. Therefore, Acadia did not meet the definition of a business.

XML

Litigation, Other Commitments and Contingencies, and Disclosures about Guarantees Disclosures about Guarantees (Details) (USD $)								12 Months Ended				12 Months Ended
	Dec. 31, 2011	Dec. 31, 2011 Cleco Corporation [Member] Guarantee Issued to Entergy Louisiana and Entergy Gulf States for Performance Obligations of Perryville [Member]	Dec. 31, 2011 Cleco Corporation [Member] Guarantee Issued to Entergy Louisiana on behalf of Acadia [Member]	Dec. 31, 2011 Cleco Power [Member] Lignite Mining Agreement Guarantee [Member]	Feb. 28, 2010 Cleco Power [Member] Acadia Unit 1 Transaction [Member]	Dec. 31, 2011 Cleco Power [Member] Guarantee Issued to Cleco Power on behalf of Acadia [Member]	Apr. 29, 2011 APH [Member]	Dec. 31, 2011 APH [Member] Acadia Unit 1 Transaction [Member]	Dec. 31, 2010 APH [Member] Acadia Unit 1 Transaction [Member]	Dec. 31, 2011 APH [Member] Acadia Unit 2 Transaction [Member]	Apr. 29, 2011 APH [Member] Acadia Unit 2 Transaction [Member]	Dec. 31, 2011 Acadia Power Partners [Member] Acadia Unit 1 Transaction [Member]	Dec. 31, 2010 Acadia Power Partners [Member] Acadia Unit 1 Transaction [Member]
Disclosures about Guarantees [Abstract]
Liability recognized on the balance sheets	$ 33,363,000	$ 200,000		$ 3,800,000				$ 6,800,000		$ 10,900,000
Percentage of ownership by affiliate (in hundredths)							100.00%
Fair value of indemnification liability recorded								13,500,000
Percentage of affiliates indemnification liability accepted by entity (in hundredths)							50.00%	50.00%		50.00%
Indemnification received from third parties								6,800,000		10,900,000
Term of indemnification obligation								3 years		3 years
Maximum residual value of indemnification obligation								100,000		200,000
Indemnification liability representing risk of payment								7,600,000		21,800,000	21,800,000
Income from contractual expiration of indemnification								500,000	2,000,000			1,200,000	0
Estimated maximum projected payment			298,800,000	72,500,000	30,000,000	10,000,000
Off-balance sheet commitments, expected termination dates [Abstract]
NET AMOUNT COMMITTED	4,225,000	42,400,000
LESS THAN ONE YEAR	3,725,000
1-3 YEARS	0
3-5 YEARS	0
MORE THAN 5 YEARS	500,000
On-balance sheet guarantees, expected termination dates [Abstract]
NET AMOUNT COMMITTED	33,363,000	200,000		3,800,000				6,800,000		10,900,000
LESS THAN ONE YEAR	0
1-3 YEARS	29,357,000
3-5 YEARS	0
MORE THAN 5 YEARS	4,006,000
Total off-balance sheet commitments and on-balance sheet guarantees, expected termination dates [Abstract]
Total NET AMOUNT COMMITTED	37,588,000
Total LESS THAN ONE YEAR	3,725,000
Total 1-3 YEARS	29,357,000
Total 3-5 YEARS	0
Total MORE THAN 5 YEARS	$ 4,506,000

XML

Summary of Significant Accounting Policies, Equity Investments, Revenue and Fuel Costs, AFUDC (Details)					12 Months Ended				12 Months Ended
	Dec. 31, 2011 Attala [Member]	Dec. 31, 2010 Perryville [Member]	Apr. 29, 2011 APH [Member] Acadia Power Partners [Member]	Apr. 29, 2011 APH [Member] Cajun [Member]	Dec. 31, 2011 Cleco Power [Member]	Dec. 31, 2010 Cleco Power [Member]	Dec. 31, 2009 Cleco Power [Member]	Dec. 31, 2010 Midstream [Member] Evangeline [Member]	Dec. 31, 2011 Short-term RFP [Member] MW	Dec. 31, 2011 Long-term RFP [Member] MW
Equity Income
Ownership interest (in hundredths)	100.00%	100.00%	100.00%					100.00%
Capacity and energy									250	730
AFUDC
Composite AFUDC rate, pre-tax (in hundredths)					12.00%	11.90%	12.30%
Composite AFUDC rate, net of tax (in hundredths)					7.50%	7.40%	7.60%
Ownership interest exchanged (in hundredths)				50.00%

XML

Operating Leases (Tables)

12 Months Ended

Dec. 31, 2011

Leases [Abstract]

Summary of Expected Operating Lease Payments

The following table is a summary of expected operating lease payments for Cleco and Cleco Power for the years indicated.

			YEAR ENDING DECEMBER 31,
(THOUSANDS)	CLECO		CLECO POWER		TOTAL
2012	$	24	$	12,412	$	12,436
2013	4		12,540		12,544
2014	5		4,048		4,053
2015	—		3,900		3,900
2016	—		3,325		3,325
Thereafter	—		16,836		16,836
Total operating lease payments	$	33	$	53,061	$	53,094

XML

Miscellaneous Financial Information (Unaudited)

12 Months Ended

Dec. 31, 2011

Quarterly Financial Information Disclosure [Abstract]

Miscellaneous Financial Information (Unaudited)

Miscellaneous Financial Information (Unaudited)

Cleco

Quarterly information for Cleco for 2011 and 2010 is shown in the following tables.

							2011
(THOUSANDS, EXCEPT PER SHARE AMOUNTS)	1ST QUARTER		2ND QUARTER		3RD QUARTER		4TH QUARTER
Operating revenue, net	$	253,690	$	272,923	$	351,581	$	239,119
Operating income	$	65,234	$	70,295	$	116,180	$	49,326
Net income applicable to common stock	$	29,004	$	70,221	$	65,842	$	30,643
Basic net income per average share	$	0.48	$	1.16	$	1.09	$	0.51
Diluted net income per average common share	$	0.48	$	1.15	$	1.08	$	0.51
Dividends paid per common share	$	0.25	$	0.28	$	0.28	$	0.3125
Market sales price per share
High	$	34.51	$	35.66	$	36.14	$	38.31
Low	$	30.56	$	33.68	$	30.06	$	32.36

							2010
(THOUSANDS, EXCEPT PER SHARE AMOUNTS)	1ST QUARTER		2ND QUARTER		3RD QUARTER		4TH QUARTER
Operating revenue, net	$	272,287	$	275,903	$	343,892	$	256,584
Operating income	$	55,901	$	80,094	$	99,987	$	59,359
Net income applicable to common stock	$	149,958	$	35,174	$	49,600	$	20,613
Basic net income per average share	$	2.49	$	0.58	$	0.82	$	0.34
Diluted net income per average common share	$	2.48	$	0.58	$	0.82	$	0.34
Dividends paid per common share	$	0.225	$	0.250	$	0.250	$	0.250
Market sales price per share
High	$	27.67	$	28.28	$	30.00	$	31.76
Low	$	24.32	$	24.91	$	25.95	$	29.59

Cleco Corporation’s common stock is listed for trading on the New York Stock Exchange under the ticker symbol “CNL.” Cleco Corporation’s preferred stock is not listed on any stock exchange. On December 31, 2011, Cleco had 6,144 common shareholders and no preferred shareholders, as determined from the records of the transfer agent.

On January 27, 2012, Cleco Corporation’s Board of Directors declared a quarterly dividend of $0.3125 per share payable on February 15, 2012, to common shareholders of record at the close of business on February 6, 2012.

In April 2011, the Board of Directors of Cleco Corporation declared a dividend of $0.28 per share of common stock payable on May 16, 2011. In October 2011, the Board of Directors raised the quarterly dividend from $0.28 per share of common stock to $0.3125 per share of common stock, payable on November 15, 2011. The declaration of dividend payments is at the Board of Directors’ sole discretion and future dividends are subject to numerous factors that ordinarily affect dividend policy, including the result of Cleco’s operations and its financial position, as well as general economic and business conditions.

In January 2011, Cleco Corporation’s Board of Directors authorized and approved the redemption of all outstanding shares of the 4.5% cumulative preferred stock not subject to mandatory redemption, provided that no shares of such preferred stock were redeemed prior to the repayment in full and termination of the $150.0 million bank term loan that matured on August 19, 2011. During 2011, the $150.0 million bank term loan was repaid and on June 24, 2011, Cleco Corporation redeemed all 10,288 outstanding shares of its 4.5% preferred stock. The redemption price was $101 per share, plus accrued and unpaid dividends to the redemption date, or $101.296 per share. 

Cleco Power

Quarterly information for Cleco Power for 2011 and 2010 is shown in the following tables.

							2011
(THOUSANDS)	1ST QUARTER		2ND QUARTER		3RD QUARTER		4TH QUARTER
Operating revenue, net	$	250,623	$	268,464	$	342,296	$	236,099
Operating income	$	67,819	$	75,548	$	110,175	$	53,638
Net income	$	30,030	$	35,694	$	53,833	$	23,278
Distribution to Cleco Corporation (as sole member)	$	30,000	$	25,000	$	25,000	$	50,000

							2010
(THOUSANDS)	1ST QUARTER		2ND QUARTER		3RD QUARTER		4TH QUARTER
Operating revenue, net	$	263,527	$	271,200	$	332,477	$	253,251
Operating income	$	53,869	$	81,308	$	94,989	$	62,484
Net income	$	32,160	$	39,089	$	52,335	$	23,821
Distribution to Cleco Corporation (as sole member)	$	25,000	$	50,000	$	50,000	$	25,000

XML

Schedule I Financial Statements of Cleco Corporation

12 Months Ended

Dec. 31, 2011

Condensed Financial Information of Parent Company Only Disclosure [Abstract]

Schedule I - Financial Statements of Cleco Corporation

CLECO CORPORATION (Parent Company Only)	SCHEDULE I
Condensed Statements of Income

	FOR THE YEAR ENDED DECEMBER 31,
(THOUSANDS)	2011			2010			2009
Operating expenses
Administrative and general	$	1,184		$	2,058		$	4,045
Other operating expense (income)	650			447			(1,363		)
Total operating expenses	$	1,834		$	2,505		$	2,682
Operating loss	(1,834		)	(2,505		)	(2,682		)
Equity income from subsidiaries, net of tax	184,951			262,629			94,566
Interest, net	(2,874		)	(9,988		)	14,974
Other income	4,699			1,467			4,157
Other expense	(2,282		)	(740		)	(110		)
Income before income taxes	182,660			250,863			110,905
Income tax (benefit) expense	(13,188		)	(4,528		)	4,598
Net income	195,848			255,391			106,307
Preferred dividends requirements	26			46			46
Preferred stock redemption costs	$	112		$	—		$	—
Income applicable to common stock	$	195,710		$	255,345		$	106,261
The accompanying notes are an integral part of the condensed financial statements.

CLECO CORPORATION (Parent Company Only)	SCHEDULE I
Condensed Balance Sheets

	AT DECEMBER 31,
(THOUSANDS)	2011			2010
Assets
Current assets
Cash and cash equivalents	$	22,642		$	5,320
Accounts receivable - affiliate	13,386			8,189
Other accounts receivable	1			1,202
Taxes receivable	8,431			11,565
Accumulated deferred federal and state income taxes, net	7,153			—
Cash surrender value of life insurance policies	30,639			29,738
Total current assets	82,252			56,014
Equity investment in investees	1,392,693			1,475,118
Deferred charges	39,089			23,351
Total assets	$	1,514,034		$	1,554,483
Liabilities and shareholders’ equity
Liabilities
Current liabilities
Short-term debt	$	—		$	150,000
Accounts payable - affiliate	13,739			16,453
Other current liabilities	8,903			10,281
Total current liabilities	22,642			176,734
Deferred credits	61,535			44,542
Long-term debt	10,000			15,000
Total liabilities	94,177			236,276
Commitments and Contingencies (Note 5)
Shareholders’ equity
Preferred stock
Not subject to mandatory redemption, $100 par value, authorized 1,491,900 shares, issued zero and 10,288 shares at December 31, 2011, and 2010, respectively	—			1,029
Common shareholders’ equity
Common stock, $1 par value, authorized 100,000,000 shares, issued 60,702,342 and 60,539,624 shares and outstanding 60,291,939 and 60,526,126 shares at December 31, 2011, and 2010, respectively	60,702			60,540
Premium on common stock	409,904			405,313
Retained earnings	990,605			863,237
Treasury stock, at cost, 410,403 and 13,498 shares at December 31, 2011, and 2010, respectively	(13,215		)	(274		)
Accumulated other comprehensive loss	(28,139		)	(11,638		)
Total common shareholders’ equity	1,419,857			1,317,178
Total shareholders’ equity	1,419,857			1,318,207
Total liabilities and shareholders’ equity	$	1,514,034		$	1,554,483
The accompanying notes are an integral part of the condensed financial statements.

CLECO CORPORATION (Parent Company Only)	SCHEDULE I
Condensed Statements of Cash Flows

	FOR THE YEAR ENDED DECEMBER 31,
(THOUSANDS)	2011			2010			2009
Operating activities
Net cash provided by operating activities	$	175,624		$	174,912		$	6,007
Investing activities
Additions to property, plant, and equipment, net	—			(152,067		)	—
Equity investment in tax credit fund	(43,921		)	(35,871		)	(16,254		)
Return of equity investment in tax credit fund	33,430			—			—
Return of equity investment in investees	89,654			—			850
Other investing	(1,232		)	(2,900		)	(2,328		)
Net cash provided by (used in) investing activities	77,931			(190,838		)	(17,732		)
Financing activities
Issuance of short-term debt	—			150,000			—
Retirement of short-term debt	(150,000		)	—			—
Draws on credit facility	35,000			20,000			93,000
Payments on credit facility	(40,000		)	(100,000		)	(28,000		)
Repurchase of common stock	(13,009		)	—			—
Redemption of preferred stock	(1,039		)	—			—
Dividends paid on preferred stock	(26		)	(46		)	(46		)
Dividends paid on common stock	(68,023		)	(58,988		)	(54,221		)
Other financing	864			3,200			2,131
Net cash (used in) provided by financing activities	(236,233		)	14,166			12,864
Net increase (decrease) in cash and cash equivalents	17,322			(1,760		)	1,139
Cash and cash equivalents at beginning of period	5,320			7,080			5,941
Cash and cash equivalents at end of period	$	22,642		$	5,320		$	7,080
Supplementary cash flow information
Interest paid	$	1,752		$	8,205		$	3,119
Income tax paid (refunded), net	$	31,180		$	80,905		$	(34,792	)
Supplementary non-cash investing and financing activity
Issuance of treasury stock – LTICP	$	68		$	93		$	117
Issuance of common stock - LTICP/ESPP	$	328		$	299		$	290
Non-cash additions to property, plant, and equipment	$	—		$	152,067		$	—
Non-cash return of investment	$	—		$	152,067		$	—
Non-cash contribution to subsidiary, net of tax	$	—		$	225,732		$	—
The accompanying notes are an integral part of the condensed financial statements.

CLECO CORPORATION (Parent Company Only)	SCHEDULE I
Condensed Statements of Comprehensive Income

	FOR THE YEAR ENDED DECEMBER 31,
(THOUSANDS)	2011			2010			2009
Net income	$	195,848		$	255,391		$	106,307
Other comprehensive loss, net of tax:
Amortization of postretirement benefit net loss (gain) (net of tax expense of $605 in 2011, and tax benefit of $20 in 2010 and $158 in 2009)	1,213			(31		)	(160		)
Postretirement benefit loss incurred during the year (net of tax benefit of $949 in 2011 and $2,553 in 2009, and tax expense of $131 in 2010)	(1,721		)	(4,241		)	(3,403		)
Cash flow hedges:
Net derivative (loss) gain (net of tax benefit of $9,873 in 2011, and tax expense of $1,823 in 2010 and $1,208 in 2009)	(15,788		)	2,916			1,930
Reclassification of net (gain) loss to interest charges (net of tax benefit of $129 in 2011, and tax expense of $197 in 2010 and $110 in 2009)	(205		)	315			175
Reclassification of net loss to other expense (net of tax expense of $434 in 2010)	—			694			—
Total other comprehensive loss, net of tax	(16,501		)	(347		)	(1,458		)
Comprehensive income, net of tax	$	179,347		$	255,044		$	104,849
The accompanying notes are an integral part of the consolidated financial statements.

Summary of Significant Accounting Policies

The condensed financial statements represent the financial information required by SEC Regulation S-X 5-04 for Cleco Corporation, which requires the inclusion of parent company only financial statements if the restricted net assets of consolidated subsidiaries exceed 25% of total consolidated net assets as of the last day of its most recent fiscal year. As of December 31, 2011, Cleco Corporation’s restricted net assets of consolidated subsidiaries were $723.5 million and exceeded 25% of its total consolidated net assets.

Cleco Corporation’s major, first-tier subsidiaries consist of Cleco Power and Midstream.

Cleco Power contains the LPSC-jurisdictional generation, transmission, and distribution electric utility operations serving Cleco’s traditional retail and wholesale customers. Midstream owns and operates a merchant power plant (Coughlin).

The accompanying financial statements have been prepared to present the financial position, results of operations, and cash flows of Cleco Corporation on a stand-alone basis as a holding company. Investments in subsidiaries and other investees are stated at cost plus equity in undistributed earnings from the date of acquisition. These financial statements should be read in conjunction with Cleco’s consolidated financial statements.

Debt

At December 31, 2011, Cleco Corporation had no short-term debt outstanding compared to $150.0 million at December 31, 2010. The short-term debt outstanding at December 31, 2010, was a bank term loan Cleco Corporation entered into in February 2010. The bank term loan had an interest rate of one-month LIBOR plus 2.75% and was set to mature in February 2011. In January 2011, Cleco extended the bank term loan to mature on August 19, 2011, and lowered the interest rate to one-month LIBOR plus 2.50% or ABR plus 1.50%. On April 29, 2011, Cleco repaid the $150.0 million bank term loan. As part of the repayment, Cleco paid $0.6 million for accrued interest on the term loan.

At December 31, 2011, Cleco Corporation’s long-term debt outstanding was $10.0 million, of which none was due within one year, compared to $15.0 million of long-term debt at December 31, 2010, of which none was due within one year. The long-term debt at December 31, 2011, and 2010, was the result of outstanding draws on Cleco Corporation’s credit facilities.

In November 2010, Cleco Corporation entered into a $200.0 millionfour-year revolving credit facility. The credit facility was set to mature on November 23, 2014, and provided for working capital and other needs. Cleco Corporation’s borrowing costs under this facility were equal to LIBOR plus 2.05%, plus facility fees of 0.45%. On October 7, 2011, Cleco Corporation amended its credit facility agreement. Under the amended agreement, Cleco Corporation’s maximum capacity was increased from $200.0 million to $250.0 million, the maturity date was extended to October 7, 2016, and the borrowing costs were lowered to equal LIBOR plus 1.50% or ABR plus 0.50%, plus facility fees of 0.25%. At December 31, 2011, Cleco Corporation was in compliance with the covenants in its credit facility.

At December 31, 2011, Cleco Corporations' outstanding credit facility borrowings reduced available borrowings by $10.0 million, leaving an available borrowing capacity of $240.0 million.

Dividends and Equity Contributions

Some provisions in Cleco Power’s debt instruments restrict the amount of equity available for distribution to Cleco Corporation by Cleco Power under specified circumstances. The most restrictive covenant requires Cleco Power’s total indebtedness to be less than or equal to 65% of total capitalization. At December 31, 2011, approximately $661.5 million of member’s equity were unrestricted. Cleco Corporation received $130.0 million, $150.0 million, and $30.0 million in distributions from Cleco Power in 2011, 2010, and 2009, respectively. During 2010, Cleco Corporation made $225.7 million in non-cash equity contributions to Cleco Power relating to Acadia Unit 1. No equity contributions were made to Cleco Power in 2011 or 2009.

Cleco Corporation received $159.2 million and $32.0 million in distributions from Midstream during the years ended December 31, 2011, and 2010, respectively. Cleco Corporation received no distributions from Midstream during the year ended December 31, 2009. For the years ended December 31, 2011, 2010, and 2009, Cleco Corporation made no equity contributions to Midstream.

Income Taxes

Cleco Corporation (Parent Company Only) Condensed Statements of Income reflect income tax benefit of $13.2 million, income tax benefit of $4.5 million, and income tax expense of $4.6 million for the years ended December 31, 2011, 2010, and 2009, respectively. In addition to these amounts, income tax expense of $116.1 million, $147.0 million, and $5.0 million is reflected in equity income of subsidiaries, net of tax for the years ended December 31, 2011, 2010, and 2009, respectively.

Commitments and Contingencies

For information regarding commitments and contingencies related to Cleco Corporation, see Part II, Item 8, “Financial Statements and Supplementary Data — Notes to the Financial Statements — Note 14 — Litigation, Other Commitments and Contingencies, and Disclosures about Guarantees — Off-Balance Sheet Commitments and Disclosures about Guarantees.”

XML

Consolidated Statements of Changes in Common Shareholders' Equity (USD $) In Thousands, except Share data	Total	Common Stock [Member]	Premium on Common Stock [Member]	Retained Earnings [Member]	Treasury Stock [Member]	Accumulated Other Comprehensive Loss [Member]
Shareholders' equity, balance at Dec. 31, 2008	$ 1,059,836	$ 60,066	$ 394,517	$ 615,514	$ (428)	$ (9,833)
Shareholders' equity, balance (in shares) at Dec. 31, 2008		(60,066,345)			(23,831)
Common stock issued for compensatory plans	4,826	211	4,615	0
Common stock issued for compensatory plans (in shares)		211,117
Issuance of treasury stock	133		16		117
Issuance of treasury stock (in shares)					5,737
Dividend requirements, preferred stock, net	(46)			(46)
Dividends on common stock	(54,555)			(54,555)
Net income	106,307			106,307
Other comprehensive loss, net of tax	(1,458)					(1,458)
Shareholders' equity, balance at Dec. 31, 2009	1,115,043	60,277	399,148	667,220	(311)	(11,291)
Shareholders' equity, balance (in shares) at Dec. 31, 2009		(60,277,462)			(18,094)
Common stock issued for compensatory plans	6,392	263	6,129	0
Common stock issued for compensatory plans (in shares)		262,162
Issuance of treasury stock	73		36		37
Issuance of treasury stock (in shares)					4,596
Dividend requirements, preferred stock, net	(46)			(46)
Dividends on common stock	(59,328)			(59,328)
Net income	255,391			255,391
Other comprehensive loss, net of tax	(347)					(347)
Shareholders' equity, balance at Dec. 31, 2010	1,317,178	60,540	405,313	863,237	(274)	(11,638)
Shareholders' equity, balance (in shares) at Dec. 31, 2010		(60,539,624)			(13,498)
Common stock issued for compensatory plans	4,685	162	4,523	0
Common stock issued for compensatory plans (in shares)		162,718
Issuance of treasury stock	136		68		68
Issuance of treasury stock (in shares)					3,095
Repurchase of treasury stock	(13,009)				(13,009)
Repurchase of treasury stock (in shares)					(400,000)
Dividend requirements, preferred stock, net	(26)			(26)
Stock redemption costs, preferred stock, net	(112)			(112)
Dividends on common stock	(68,342)			(68,342)
Net income	195,848			195,848
Other comprehensive loss, net of tax	(16,501)					(16,501)
Shareholders' equity, balance at Dec. 31, 2011	$ 1,419,857	$ 60,702	$ 409,904	$ 990,605	$ (13,215)	$ (28,139)
Shareholders' equity, balance (in shares) at Dec. 31, 2011		(60,702,342)			(410,403)

XML

Schedule II Valuation and Qualifying Accounts

12 Months Ended

Dec. 31, 2011

Valuation and Qualifying Accounts [Abstract]

Schedule II - Valuation and Qualifying Accounts

CLECO CORPORATION

SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS Years Ended December 31, 2011, 2010, and 2009
Allowance for Uncollectible Accounts (THOUSANDS)	BALANCE AT BEGINNING OF PERIOD		ADDITIONS CHARGED TO COSTS AND EXPENSES		UNCOLLECTIBLE ACCOUNT WRITE-OFFS LESS RECOVERIES		BALANCE AT END OF  PERIOD (1)
Year Ended December 31, 2011	$	3,455	$	1,992	$	4,311	$	1,136
Year Ended December 31, 2010	$	1,173	$	3,756	$	1,474	$	3,455
Year Ended December 31, 2009	$	1,632	$	1,657	$	2,116	$	1,173
(1)Deducted in the consolidated balance sheet

Restricted and Unrestricted Storm Reserves (THOUSANDS)	BALANCE AT BEGINNING OF  PERIOD		ADDITIONS		DEDUCTIONS		BALANCE AT END OF PERIOD
Unrestricted Storm Reserve
Year Ended December 31, 2011	$	1,454	$	2,000	$	2,051	$	1,403
Year Ended December 31, 2010	$	1,146	$	543	$	235	$	1,454
Year Ended December 31, 2009	$	210	$	3,643	$	2,707	$	1,146
Restricted Storm Reserve
Year Ended December 31, 2011	$	25,993	$	887	$	2,000	$	24,880
Year Ended December 31, 2010	$	25,434	$	857	$	298	$	25,993
Year Ended December 31, 2009	$	27,410	$	825	$	2,801	$	25,434

CLECO POWER

SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS Years Ended December 31, 2011, 2010, and 2009
Allowance for Uncollectible Accounts (THOUSANDS)	BALANCE AT BEGINNING OF PERIOD		ADDITIONS CHARGED TO COSTS AND EXPENSES		UNCOLLECTIBLE ACCOUNT WRITE-OFFS LESS RECOVERIES		BALANCE AT END OF PERIOD (1)
Year Ended December 31, 2011	$	3,395	$	1,972	$	4,231	$	1,136
Year Ended December 31, 2010	$	1,173	$	3,696	$	1,474	$	3,395
Year Ended December 31, 2009	$	1,632	$	1,657	$	2,116	$	1,173
(1)Deducted in the consolidated balance sheet

Restricted and Unrestricted Storm Reserves (THOUSANDS)	BALANCE AT BEGINNING OF PERIOD		ADDITIONS		DEDUCTIONS		BALANCE AT END OF PERIOD
Unrestricted Storm Reserve
Year Ended December 31, 2011	$	1,454	$	2,000	$	2,051	$	1,403
Year Ended December 31, 2010	$	1,146	$	543	$	235	$	1,454
Year Ended December 31, 2009	$	210	$	3,643	$	2,707	$	1,146
Restricted Storm Reserve
Year Ended December 31, 2011	$	25,993	$	887	$	2,000	$	24,880
Year Ended December 31, 2010	$	25,434	$	857	$	298	$	25,993
Year Ended December 31, 2009	$	27,410	$	825	$	2,801	$	25,434

XML

Pension Plan and Employee Benefits, Pension Plan Asset Investment Objectives (Details)	12 Months Ended
	Dec. 31, 2011
Defined Benefit Plan Disclosure [Line Items]
Maximum notional value of derivative positions of the total pension fund's value	20.00%
Pension Benefits [Member]
Defined Benefit Plan Disclosure [Line Items]
Investment performance objectives	Over a three- to five-year period, the objectives are for the pension plan’s annualized total return to: Exceed the assumed rate of return on plan assets, Exceed the annualized total return of a customized index consisting of a mixture of Standard & Poor’s 500 Index; Russell 2500 Index, Morgan Stanley Capital International Europe, Australia, Far East Index; Morgan Stanley Capital International Emerging Markets Index, Barclays Capital Long Credit Index, Barclays Capital Long Government/Credit Index, National Council of Real Estate Investment Fiduciaries Index, and U.S. Treasury Bills plus 5%, and Rank in the upper 50% of a universe of composite pension funds.
Pension Benefits [Member] | Domestic Equity [Member]
Defined Benefit Plan Disclosure [Line Items]
Investment guidelines	Equity holdings of a single company must not exceed 10% of the manager’s portfolio. A minimum of 25 stocks should be owned. Equity holdings in a single sector should not exceed the lesser of three times the sector’s weighting in the Standard & Poor’s 500 Index or 35% of the portfolio. Equity holdings should represent at least 90% of the portfolio. Marketable common stocks, preferred stocks convertible on common stocks, and fixed income securities convertible into common stocks are the only permissible equity investments. Securities in foreign entities denominate in U.S. dollars are limited to 10%. Securities denominated in currencies other than U.S. dollars are not permitted. The purchase of securities on margin and short sales is prohibited.
Investment asset allocation target percentage of total plan assets [Abstract]
Target plan allocations	19.00%
Pension Benefits [Member] | International Equity [Member]
Investment asset allocation target percentage of total plan assets [Abstract]
Target plan allocations	18.00%
Pension Benefits [Member] | International Equity Developed Markets [Member]
Defined Benefit Plan Disclosure [Line Items]
Investment guidelines	Equity holdings of a single company should not exceed 5% of the manager’s portfolio. A minimum of 30 stocks should be owned. Equity holdings in a single sector should not exceed 35%. A minimum of 50% of the countries within the MSCI EAFE Index should be represented within the portfolio. The allocation to an individual country should not exceed the lesser of 30% or 5 times the country’s weighting within the MSCI EAFE Index. The purchase of securities on margin and short sales is prohibited. Currency hedging decisions are at the discretion of the investment manager.
Pension Benefits [Member] | International Equity Emerging Markets [Member]
Defined Benefit Plan Disclosure [Line Items]
Investment guidelines	Equity holdings in any single company should not exceed 10% of the manager’s portfolio. A minimum of 30 individual stocks should be owned. Equity holdings of a single industry should not exceed 25%. Equity investments must represent at least 75% of the manager’s portfolio. A minimum of three countries should be represented within the manager’s portfolio. Liquid securities which are not readily marketable may represent no more than 10% of the manager’s portfolio. The purchase of securities on margin and short sales is prohibited. Currency hedging decisions are at the discretion of the investment manager.
Pension Benefits [Member] | Real estate funds [Member]
Defined Benefit Plan Disclosure [Line Items]
Investment guidelines	Real estate funds should be invested primarily in direct equity positions, with debt and other investments representing less than 25% of the fund. Leverage should be no more than 70% of the market value of the fund. Investments should be focused on existing income-producing properties, with land and development properties representing less than 40% of the fund.
Investment asset allocation target percentage of total plan assets [Abstract]
Target plan allocations	8.00%
Pension Benefits [Member] | Hedge fund-of-funds [Member]
Defined Benefit Plan Disclosure [Line Items]
Investment guidelines	The fund should be invested in a minimum of 20 individual partnerships. No individual partnership should exceed 10% of the fund-of-funds. The fund should be diversified across several different “styles” of partnerships, including event-driven strategies, fixed income arbitrage and trading, and other arbitrage strategies. The fund generally should not be invested in emerging markets, short-term only, traditional Commodity Trading Advisor’s or derivative-only strategies.
Investment asset allocation target percentage of total plan assets [Abstract]
Target plan allocations	2.00%
Pension Benefits [Member] | Return Seeking [Member]
Investment asset allocation target percentage of total plan assets [Abstract]
Target plan allocations, minimum	42.00%
Target plan allocations	47.00%
Target plan allocations, maximum	52.00%
Pension Benefits [Member] | Fixed income- long government/credit [Member]
Defined Benefit Plan Disclosure [Line Items]
Investment guidelines	Only U.S. Dollar denominated assets permitted, including U.S. government and agency securities, corporate securities, structured securities, other interest bearing securities, and short-term investments. At least 85% of the debt securities should be investment grade securities (BBB- by Standard & Poor’s or Baa3 by Moody’s) or higher. Debt holdings of a single issue or issuer must not exceed 5% of the manager’s portfolio. Aggregate net notional exposure of futures, options, and swaps must not exceed 30% of the manager's portfolio. Manager will only execute swaps with counterparties whose credit rating is A2/A or better.Margin purchases or leverage is prohibited.
Investment asset allocation target percentage of total plan assets [Abstract]
Target plan allocations	18.00%
Pension Benefits [Member] | Fixed income- long credit [Member]
Defined Benefit Plan Disclosure [Line Items]
Investment guidelines	Permitted assets include U.S. government and agency securities, corporate securities, mortgage-backed securities, investment-grade private placements, surplus notes, trust preferred, e-caps, and hybrids, money-market securities, and senior and subordinated debt. At least 90% of securities must be U.S. Dollar denominated. At least 70% of the securities must be investment credit. Maximum position size of 5% or A rated securities and 3% for BBB rated securities.
Investment asset allocation target percentage of total plan assets [Abstract]
Target plan allocations	35.00%
Pension Benefits [Member] | Liability Hedging [Member]
Investment asset allocation target percentage of total plan assets [Abstract]
Target plan allocations, minimum	48.00%
Target plan allocations	53.00%
Target plan allocations, maximum	58.00%

XML

Schedule I Financial Statements of Cleco Corporation, Condensed Statements of Income (Details) (USD $) In Thousands, unless otherwise specified	3 Months Ended								12 Months Ended
	Dec. 31, 2011	Sep. 30, 2011	Jun. 30, 2011	Mar. 31, 2011	Dec. 31, 2010	Sep. 30, 2010	Jun. 30, 2010	Mar. 31, 2010	Dec. 31, 2011	Dec. 31, 2010	Dec. 31, 2009
Operating expenses
Total operating expenses									$ 816,278	$ 853,325	$ 746,949
Operating income	49,326	116,180	70,295	65,234	59,359	99,987	80,094	55,901	301,035	295,341	106,809
Other income									8,914	5,242	5,581
Other expense									(8,434)	(6,991)	(2,807)
Income before income taxes									298,745	397,889	115,886
Income tax expense (benefit)									102,897	142,498	9,579
Net income									195,848	255,391	106,307
Preferred dividends requirements									26	46	46
Preferred stock redemption costs									112	0	0
Net income applicable to common stock	30,643	65,842	70,221	29,004	20,613	49,600	35,174	149,958	195,710	255,345	106,261
CLECO CORPORATION (Parent Company Only) [Member]
Operating expenses
Administrative and general									1,184	2,058	4,045
Other operating expense (income)									650	447	(1,363)
Total operating expenses									1,834	2,505	2,682
Operating income									(1,834)	(2,505)	(2,682)
Equity income from subsidiaries, net of tax									184,951	262,629	94,566
Interest, net									(2,874)	(9,988)	14,974
Other income									4,699	1,467	4,157
Other expense									(2,282)	(740)	(110)
Income before income taxes									182,660	250,863	110,905
Income tax expense (benefit)									(13,188)	(4,528)	4,598
Net income									195,848	255,391	106,307
Preferred dividends requirements									26	46	46
Preferred stock redemption costs									112	0	0
Net income applicable to common stock									$ 195,710	$ 255,345	$ 106,261

XML

Pension Plan and Employee Benefits (Tables)

12 Months Ended

Dec. 31, 2011

Defined Benefit Plan Disclosure [Line Items]

Reconciliation of Benefit Obligations, Plan Assets and Funded Status of Pension Plans

The employee pension plan and other benefits obligation plan assets and funded status at December 31, 2011, and 2010 are presented in the following table.

	PENSION BENEFITS						OTHER BENEFITS
(THOUSANDS)	2011			2010			2011			2010
Change in benefit obligation
Benefit obligation at beginning of year	$	330,342		$	295,528		$	41,444		$	39,209
Service cost	8,390			7,451			1,532			1,511
Interest cost	17,629			17,145			1,818			1,965
Plan participants’ contributions	—			—			1,251			1,176
Actuarial loss	19,452			23,540			141			1,231
Expenses paid	(1,208		)	(1,262		)	—			—
Medicare D	—			—			206			424			(1)
Other adjustments (2)	—			—			452			—
Benefits paid	(12,619		)	(12,060		)	(4,164		)	(4,072		)
Benefit obligation at end of year	361,986			330,342			42,680			41,444
Change in plan assets
Fair value of plan assets at beginning of year	242,513			221,067			—			—
Actual return on plan assets	23,709			29,768			—			—
Employer contributions	60,000			5,000			—			—
Expenses paid	(1,208		)	(1,262		)	—			—
Benefits paid	(12,619		)	(12,060		)	—			—
Fair value of plan assets at end of year	312,395			242,513			—			—
Unfunded status	$	(49,591	)	$	(87,829	)	$	(42,680	)	$	(41,444	)

⁽¹⁾Medicare D reimbursement of $0.2 million was related to the 2009 Plan year.

⁽²⁾ During 2011, Cleco received $0.5 million for the Early Retiree Reinsurance Program.

Accumulated Benefit Obligation

The employee pension plan accumulated benefit obligation at December 31, 2011, and 2010 is presented in the following table.

	PENSION BENEFITS
(THOUSANDS)	2011		2010
Accumulated benefit obligation	$	330,193	$	292,529

Amounts Recognized in Other Comprehensive Income

The authoritative guidelines for compensation of retirement benefits require the disclosure of the net actuarial gains/losses, transition obligations/assets, and prior period service costs included in other comprehensive income as a result of being included as a component of net periodic benefit costs. The following table presents those items for the employee pension plan and other benefits plan at December 31, 2011, and 2010.

	PENSION BENEFITS						OTHER BENEFITS
(THOUSANDS)	2011			2010			2011			2010
Net actuarial loss (gain) occurring during year	$	20,389		$	14,001		$	141		$	1,231
Net actuarial loss (gain) amortized during year	$	5,556		$	3,156		$	1,011		$	972
Transition obligation (asset) amortized during year	$	—		$	—		$	20		$	20
Prior service cost (credit) amortized during year	$	(71	)	$	(71	)	$	(206	)	$	(2,021	)

Amounts Recognized in Accumulated Other Comprehensive Income

The authoritative guidelines also require the disclosure of the net gains/losses, transition obligations/assets, and prior period service costs/credits in accumulated other comprehensive income that have not been recognized as components of net periodic benefit costs and the amounts expected to be recognized in 2012. The following table presents those items for the employee pension plan and other benefits plans for December 31, 2012, 2011, and 2010.

			PENSION BENEFITS									OTHER BENEFITS
(THOUSANDS)	2012		2011			2010			2012			2011		2010
Net actuarial loss (gain)	$	7,750	$	133,186		$	118,353		$	876	(1)	$	12,620	$	13,491
Transition obligation (asset)	$	—	$	—		$	—		$	20		$	55	$	76
Prior service cost (credit)	$	71	$	(630	)	$	(702	)	$	—		$	—	$	(206	)

⁽¹⁾Net of the estimated Medicare Part D subsidy through 2012 of $139 thousand.

Components of Net Periodic Pension and Other Benefit Costs

The components of net periodic pension and other benefits costs for 2011, 2010, and 2009 are as follows.

				PENSION BENEFITS									OTHER BENEFITS
(THOUSANDS)	2011			2010			2009			2011			2010			2009
Components of periodic benefit costs
Service cost	$	8,390		$	7,451		$	7,010		$	1,532		$	1,511		$	1,414
Interest cost	17,629			17,145			16,454			1,818			1,965			2,140
Expected return on plan assets	(24,646		)	(20,229		)	(19,464		)	—			—			—
Amortizations:
Transition obligation	—			—			—			20			20			20
Prior period service cost	(71		)	(71		)	(71		)	(206		)	(2,021		)	(2,065		)
Net loss	5,556			3,156			1,930			1,011			972			897
Net periodic benefit cost	$	6,858		$	7,452		$	5,859		$	4,175		$	2,447		$	2,406

Weighted-Average Assumptions Used to Determine Benefit Obligation and Net Periodic Costs

The assumptions used to determine the benefit obligation and the periodic costs are as follows.

	PENSION BENEFITS				OTHER BENEFITS
	2011		2010		2011		2010
Weighted-average assumptions used to determine the benefit obligation as of December 31:
Discount rate	5.08	%	5.43	%	4.51	%	4.61	%
Rate of compensation increase	3.415	%	4.265	%	N/A		N/A

			PENSION BENEFITS						OTHER BENEFITS
	2011		2010		2009		2011		2010		2009
Weighted-average assumptions used to determine the net benefit cost (income) for the year ended December 31:
Discount rate	5.43	%	5.91	%	6.01	%	4.61	%	5.29	%	6.27	%
Expected return on plan assets	7.80	%	7.80	%	7.80	%	N/A		N/A		N/A
Rate of compensation increase	4.119	%	4.265	%	4.447	%	N/A		N/A		N/A

Fair Value Allocation of Pension Plan Assets

The following tables disclose the pension plan’s fair value of financial assets measured on a recurring basis and within the scope of the authoritative guidance for fair value measurements and disclosures.

(THOUSANDS)	AT DECEMBER 31, 2011		QUOTED PRICES IN ACTIVE MARKETS FOR IDENTICAL ASSETS (LEVEL 1)		SIGNIFICANT OTHER OBSERVABLE INPUTS (LEVEL 2)		SIGNIFICANT UNOBSERVABLE INPUTS (LEVEL 3)
Asset Description
Cash and cash equivalents	$	7,775	$	—	$	7,775	$	—
Common stock	15,242		—		15,242		—
Preferred stock	291		—		291		—
Obligations of U.S. Government and U.S. Government Agencies	28,501		—		28,501		—
Mutual funds	9,144		9,144		—		—
Common/collective trust fund	94,677		—		94,677		—
Real estate funds	16,349		—		—		16,349
Hedge fund-of-funds	2,892		—		—		2,892
Corporate debt	135,326		—		135,326		—
Total	$	310,197	$	9,144	$	281,812	$	19,241

Interest accrual	2,198
Total net assets	$	312,395

Pension Plan Unobservable Input Reconciliation

The following is a reconciliation of the beginning and ending balances of the pension plan’s real estate funds and hedge fund-of-funds measured at fair value on a recurring basis using significant unobservable inputs (Level 3) during the years ended December 31, 2011, and 2010.

(THOUSANDS)	REAL ESTATE FUNDS		HEDGE FUND OF FUNDS			TOTAL
December 31, 2009	$	13,627	$	6,529		$	20,156
Realized loss	—		81			81
Unrealized (loss) gain	612		168			780
Purchases, issuances, and settlements, net	329		(3,507		)	(3,178		)
Transfer out	—		—			—
December 31, 2010	$	14,568	$	3,271		$	17,839
Realized gain	—		17			17
Unrealized gain (loss)	1,454		77			1,531
Purchases, issuances, and settlements, net	327		(473		)	(146		)
Transfer out	—		—			—
December 31, 2011	$	16,349	$	2,892		$	19,241

Investment Asset Allocation Targets

The following chart shows the resulting dynamic asset allocation based on the funded ratio at December 31, 2011:

	PERCENT OF TOTAL PLAN ASSETS*
	MINIMUM		TARGET		MAXIMUM
Return-seeking
Domestic equity			19	%
International equity			18	%
Real estate			8	%
Hedge fund-of-funds			2	%
Total return-seeking	42	%	47	%	52	%
Liability hedging
Fixed income- long government/credit			18	%
Fixed income - long credit			35	%
Total liability hedging	48	%	53	%	58	%
*Minimums and maximums within subcategories not intended to equal total for category.

Impact of Future Medicare Subsidies on Other Benefit costs

The estimated impact of future Medicare subsidies reduced the January 1, 2011, and 2010 accumulated postretirement benefit obligation by $0.4 million and $0.8 million, respectively, and reduced the other benefit costs for the years ended December 31, 2011, and 2010 as follows.

	AT DECEMBER 31,
(THOUSANDS)	2011			2010
Components of other benefit costs:
(Increase) reduction in interest cost	$	(24	)	$	(45	)
Reduction in net loss amortization	195			222
Reduction in prior period service cost amortization	50			397
Reduction in net other benefit cost	$	221		$	574

Assumed Health Care Cost Trend Rates

A one-percentage point change in assumed health care cost trend rates would have the following effects on other benefits.

	ONE-PERCENTAGE POINT
(THOUSANDS)	INCREASE		DECREASE
Effect on total of service and interest cost components	$	8	$	(90	)
Effect on postretirement benefit obligation	$	361	$	(285	)

Projected Benefit Payments and Projected Receipts

The projected benefit payments and projected receipts pursuant to Medicare Part D subsidy, the employee pension plan, and other benefits obligation plan for each year through 2016 and the next five years thereafter are listed in the following table.

(THOUSANDS)	PENSION BENEFITS		OTHER BENEFITS, GROSS		MEDICARE D, RECEIPTS
2012	$	13,867	$	3,075	$	374
2013	$	14,681	$	3,254	$	—
2014	$	15,573	$	3,503	$	—
2015	$	16,459	$	3,732	$	—
2016	$	17,446	$	3,940	$	—
Next five years	$	105,623	$	20,591	$	—

SERP Benefits [Member]

Defined Benefit Plan Disclosure [Line Items]

Reconciliation of Benefit Obligations, Plan Assets and Funded Status of Pension Plans

The SERP’s funded status at December 31, 2011, and 2010 is presented in the following table.

	SERP BENEFITS
(THOUSANDS)	2011			2010
Change in benefit obligation
Benefit obligation at beginning of year	$	42,160		$	37,227
Service cost	1,566			1,531
Interest cost	2,105			2,122
Actuarial loss	2,529			2,878
Benefits paid	(2,096		)	(1,598		)
Benefit obligation at end of year	$	46,264		$	42,160

Accumulated Benefit Obligation

The SERP’s accumulated benefit obligation at December 31, 2011, and 2010 is presented in the following table.

	SERP BENEFITS
(THOUSANDS)	2011		2010
Accumulated benefit obligation	$	42,410	$	38,337

Amounts Recognized in Other Comprehensive Income

The authoritative guidelines on compensation for retirement benefits require the disclosure of the net actuarial gains/losses, transition obligations/assets, and prior period service costs included in other comprehensive income as a result of being amortized as a component of net periodic benefit costs. The following table presents those items for the SERP at December 31, 2011, and 2010.

	SERP BENEFITS
(THOUSANDS)	2011		2010
Net actuarial loss occurring during year	$	2,529	$	2,878
Net actuarial loss amortized during year	$	940	$	925
Prior service cost amortized during year	$	54	$	54

Amounts Recognized in Accumulated Other Comprehensive Income

The authoritative guidelines on compensation for retirement benefits also require the disclosure of the net gains/losses, transition obligations/assets, and prior period service costs/credit in accumulated other comprehensive income that have not been recognized as components of net periodic benefit costs and the amounts expected to be recognized in 2012. The following table presents those items for SERP for December 31, 2012, 2011, and 2010.

			SERP BENEFITS
(THOUSANDS)	2012		2011		2010
Net actuarial loss	$	1,195	$	15,588	$	13,969
Prior service cost	$	54	$	334	$	387

Components of Net Periodic Pension and Other Benefit Costs

The components of the net SERP cost for 2011, 2010, and 2009 are as follows.

			SERP BENEFITS
(THOUSANDS)	2011		2010		2009
Components of periodic benefit costs:
Service cost	$	1,566	$	1,531	$	1,608
Interest cost	2,105		2,122		2,015
Amortizations:
Prior period service cost	54		54		54
Net loss	940		925		777
Net periodic benefit cost	$	4,665	$	4,632	$	4,454

Weighted-Average Assumptions Used to Determine Benefit Obligation and Net Periodic Costs

The assumptions used to determine the benefit obligation and the periodic costs are as follows.

	SERP
	2011		2010
Weighted-average assumptions used to determine the benefit obligation as of December 31:
Discount rate	4.99	%	5.26	%
Rate of compensation increase	5.00	%	5.00	%

			SERP
	2011		2010		2009
Weighted-average assumptions used to determine the net benefit cost (income) for the year ended December 31:
Discount rate	5.26	%	5.78	%	6.15	%
Rate of compensation increase	5.00	%	5.00	%	5.00	%

Projected Benefit Payments and Projected Receipts

The projected benefit payments for the SERP for each year through 2016 and the next five years thereafter are shown in the following table.

(THOUSANDS)	2012	2013	2014	2015	2016	NEXT FIVE YEARS
SERP	2,185	2,490	2,505	2,713	2,878	15,756

Defined Contribution Pension [Member]

Defined Benefit Plan Disclosure [Line Items]

401(k) Plan Expense

Cleco’s 401(k) Plan expense for the years ended December 31, 2011, 2010, and 2009 is as follows:

	FOR THE YEAR ENDED DECEMBER 31,
(THOUSANDS)	2011		2010		2009
401(k) Plan expense	$	3,917	$	3,709	$	3,751

XML

Summary of Significant Accounting Policies, Plant Acquisition Adjustments (Details) (USD $)	Jan. 31, 2010 Acadia Unit 1 and Facilities [Member]	Dec. 31, 2011 Cleco Power [Member] Acadia Unit 1 and Facilities [Member]	Dec. 31, 2010 Cleco Power [Member] Acadia Unit 1 and Facilities [Member]	Dec. 31, 2011 Cleco Power [Member] Teche [Member]	Dec. 31, 2010 Cleco Power [Member] Teche [Member]
Significant Acquisitions and Disposals [Line Items]
Purchase price for the acquisition	$ 304,000,000
Plant acquisition adjustment		95,578,000	95,578,000	5,359,000	5,359,000
Less: accumulated amortization		5,836,000	2,653,000	3,724,000	3,470,000
Net plant acquisition adjustment		$ 89,742,000	$ 92,925,000	$ 1,635,000	$ 1,889,000

XML

Debt, Credit Facilities (Details) (USD $)	0 Months Ended	1 Months Ended	12 Months Ended
	Oct. 07, 2011	Nov. 30, 2010	Dec. 31, 2011
Cleco Power [Member]
Credit Facilities [Abstract]
Total indebtedness to total capitalization, maximum			65.00%
Unrestricted retained earnings			$ 661,500,000
Revolving Credit Facility [Member]
Credit Facilities [Abstract]
Maximum borrowing capacity			550,000,000
Revolving Credit Facility [Member] | Cleco Corporation [Member]
Credit Facilities [Abstract]
Term (in years)		4 years
Maximum borrowing capacity	250,000,000	200,000,000
Maturity date	October 7, 2016	November 23, 2014
Interest rate description		LIBOR plus 2.05%
Fees (in hundredths)	0.25%	0.45%
Amount outstanding			10,000,000
Covenant compliance status			in compliance
Remaining borrowing capacity			240,000,000
Total indebtedness to total capitalization, maximum			65.00%
Unrestricted retained earnings			661,500,000
Revolving Credit Facility [Member] | Cleco Power [Member]
Credit Facilities [Abstract]
Term (in years)		4 years
Maximum borrowing capacity		300,000,000	300,000,000
Maturity date	October 7, 2016	November 23, 2014
Interest rate description		LIBOR plus 1.90%
Fees (in hundredths)	0.225%	0.35%
Amount outstanding			0
Covenant compliance status			in compliance
Total indebtedness to total capitalization, maximum			65.00%
Unrestricted retained earnings			$ 519,700,000
Revolving Credit Facility [Member] | LIBOR [Member] | Cleco Corporation [Member]
Credit Facilities [Abstract]
Interest rate description	LIBOR plus 1.50%
Revolving Credit Facility [Member] | LIBOR [Member] | Cleco Power [Member]
Credit Facilities [Abstract]
Interest rate description	LIBOR plus 1.275%
Revolving Credit Facility [Member] | ABR [Member] | Cleco Corporation [Member]
Credit Facilities [Abstract]
Interest rate description	ABR plus 0.50%
Revolving Credit Facility [Member] | ABR [Member] | Cleco Power [Member]
Credit Facilities [Abstract]
Interest rate description	ABR plus 0.275%

XML

Consolidated Statements of Income (USD $) In Thousands, except Share data, unless otherwise specified	12 Months Ended
	Dec. 31, 2011	Dec. 31, 2010	Dec. 31, 2009
Operating revenue
Electric operations	$ 1,051,956	$ 1,086,102	$ 808,646
Tolling operations	19,004	26,067	0
Other operations	52,962	44,529	33,651
Affiliate revenue	202	1,564	11,461
Gross operating revenue	1,124,124	1,158,262	853,758
Electric customer credits	(6,811)	(9,596)	0
Operating revenue, net	1,117,313	1,148,666	853,758
Operating expenses
Fuel used for electric generation	383,254	363,550	261,456
Power purchased for utility customers	67,898	141,864	216,906
Other operations	126,413	119,516	109,060
Maintenance	82,076	81,228	51,300
Depreciation	119,790	112,203	78,204
Taxes other than income taxes	36,356	34,626	29,947
Loss on sales of assets	491	338	76
Total operating expenses	816,278	853,325	746,949
Operating income	301,035	295,341	106,809
Interest income	891	409	1,512
Allowance for other funds used during construction	4,947	12,413	73,269
Equity income (loss) from investees, before tax	62,050	38,849	(17,423)
Gain on toll settlement	0	148,402	0
Other income	8,914	5,242	5,581
Other expense	(8,434)	(6,991)	(2,807)
Interest charges
Interest charges, including amortization of debt expenses, premium and discount, net	72,445	100,339	77,228
Allowance for borrowed funds used during construction	(1,787)	(4,563)	(26,173)
Total interest charges	70,658	95,776	51,055
Income before income taxes	298,745	397,889	115,886
Federal and state income tax expense	102,897	142,498	9,579
Net income	195,848	255,391	106,307
Preferred dividends requirements	26	46	46
Preferred stock redemption costs	112	0	0
Net income applicable to common stock	195,710	255,345	106,261
Average shares of common stock outstanding
Average number of basic common shares outstanding (in shares)	60,488,740	60,431,142	60,187,894
Average number of diluted common shares outstanding (in shares)	60,833,564	60,754,589	60,498,205
Basic earnings per share
Net income applicable to common stock (in dollars per share)	$ 3.24	$ 4.23	$ 1.77
Diluted earnings per share
Net income applicable to common stock (in dollars per share)	$ 3.22	$ 4.20	$ 1.76
Cash dividends paid per share of common stock (in dollars per share)	$ 1.1225	$ 0.975	$ 0.900
Cleco Power [Member]
Operating revenue
Electric operations	1,051,956	1,086,102	808,646
Tolling operations	0	0
Other operations	50,948	42,578	33,558
Affiliate revenue	1,389	1,371	1,395
Gross operating revenue	1,104,293	1,130,051	843,599
Electric customer credits	(6,811)	(9,596)	0
Operating revenue, net	1,097,482	1,120,455	843,599
Operating expenses
Fuel used for electric generation	383,254	363,550	261,456
Power purchased for utility customers	67,898	141,864	216,906
Other operations	119,553	111,966	99,704
Maintenance	74,603	72,048	47,179
Depreciation	112,846	105,586	77,064
Taxes other than income taxes	32,157	32,744	29,758
Loss on sales of assets	(9)	47	70
Total operating expenses	790,302	827,805	732,137
Operating income	307,180	292,650	111,462
Interest income	630	379	1,449
Allowance for other funds used during construction	4,947	12,413	73,269
Equity income (loss) from investees, before tax	0	0	0
Gain on toll settlement		0
Other income	3,163	2,007	2,370
Other expense	(6,586)	(6,206)	(3,525)
Interest charges
Interest charges, including amortization of debt expenses, premium and discount, net	98,877	83,294	84,735
Allowance for borrowed funds used during construction	(1,787)	(4,563)	(26,173)
Total interest charges	97,090	78,731	58,562
Income before income taxes	212,244	222,512	126,463
Federal and state income tax expense	69,409	75,107	15,297
Net income	$ 142,835	$ 147,405	$ 111,166

XML

Litigation, Other Commitments and Contingencies, and Disclosures about Guarantees (Tables)

12 Months Ended

Dec. 31, 2011

Litigation, Other Commitments and Contingencies, and Disclosures about Guarantees [Abstract]

Off-Balance Sheet Commitments

Cleco’s off-balance sheet commitments as of December 31, 2011, are summarized in the following table, and a discussion of the off-balance sheet commitments follows the table. The discussion should be read in conjunction with the table to understand the impact of the off-balance sheet commitments on Cleco’s financial condition.

			AT DECEMBER 31, 2011
(THOUSANDS)	FACE AMOUNT		REDUCTIONS		NET AMOUNT
Cleco Corporation
Guarantee issued to Entergy Mississippi on behalf of Attala	$	500	$	—	$	500
Cleco Power
Obligations under standby letter of credit issued to the Louisiana Department of Labor	3,725		—		3,725
Total	$	4,225	$	—	$	4,225

Expected Termination Dates of Off-Balance Sheet Commitments and On-Balance Sheet Guarantees

The following table summarizes the expected termination dates of the off-balance sheet commitments and on-balance sheet guarantees discussed above:

							AT DECEMBER 31, 2011
			AMOUNT OF COMMITMENT EXPIRATION PER PERIOD
(THOUSANDS)	NET AMOUNT COMMITTED		LESS THAN ONE YEAR		1-3 YEARS		3-5 YEARS		MORE THAN 5 YEARS
Off-balance sheet commitments	$	4,225	$	3,725	$	—	$	—	$	500
On-balance sheet guarantees	33,363		—		29,357		—		4,006
Total	$	37,588	$	3,725	$	29,357	$	—	$	4,506

Long-Term Purchase Obligations

The aggregate amount of payments required under such obligations at December 31, 2011, is as follows.

YEAR ENDING DECEMBER 31,	(THOUSANDS)
2012	$	85,057
2013	70,240
2014	47,670
2015	21,300
2016	21,639
Total long-term purchase obligations	$	245,906

Future Equity Contributions

The following table reflects remaining future equity contributions.

(THOUSANDS)	CONTRIBUTION
2012	$	76,629
2013	36,225
2014	22,927
2015	21,904
2016	7,584
Thereafter	13,224
Total	$	178,493

Equity Investments with an Imputed Interest Rate

The following table contains the disclosures required by the authoritative guidelines for equity investments with an imputed interest rate.

(THOUSANDS)
Equity contributions, imputed interest rate 6%
Principal payment schedule above:	$	178,493
Less:  unamortized discount	19,579
Total	$	158,914

Capital Leases by Major Classes

The following is an analysis of the leased property under capital leases by major classes:

	AT DECEMBER 31,
CLASSES OF PROPERTY (THOUSANDS)	2011		2010
Barges	$	22,050	$	22,050
Less: accumulated amortization	6,567		4,362
Net capital leases	$	15,483	$	17,688

Future Minimum Capital Lease Payments

The following is a schedule by years of future minimum lease payments under capital leases together with the present value of the net minimum lease payments as of December 31, 2011.

(THOUSANDS)
Years ending December 31,
2012	$	4,681
2013	4,668
2014	4,668
2015	4,668
2016	4,681
Thereafter	9,441
Total minimum lease payments	$	32,807
Less:  executory costs	8,567
Net minimum lease payments	$	24,240
Less:  amount representing interest	6,702
Present value of net minimum lease payments	$	17,538
Current liabilities	$	1,841
Non-current liabilities	$	15,697

XML

Variable Interest Entities (Details) (USD $)	12 Months Ended
	Dec. 31, 2011		Dec. 31, 2010	Dec. 31, 2009	Apr. 29, 2011
Equity income (loss) from equity method investments [Abstract]
Total equity income (loss)	$ 62,050,000		$ 38,849,000	$ (17,423,000)
Components of equity method investments [Abstract]
Total equity investment in investee	14,540,000		86,732,000	251,617,000
Cajun [Member]
Variable Interest Entity [Line Items]
Value of plant acquisition (proceeds)					298,800,000
Summarized financial information [Abstract]
Current assets			7,133,000
Property, plant and equipment, net			203,793,000
Total assets			210,926,000
Current liabilities			1,950,000
Other liabilities			9,429,000
Partner's capital			199,547,000
Total liabilities and partners' capital			210,926,000
Operating revenue	5,227,000	[1]	49,273,000
Operating expenses	5,914,000	[1]	57,496,000
Gain on sale of assets	71,422,000	[1]	81,845,000
Other income	929,000	[1]	4,074,000
Income (loss) before taxes	71,664,000	[1]	77,696,000
Equity method investment, income tax expense (benefit)	24,000,000	[1]	14,700,000
Equity income (loss) from equity method investments [Abstract]
Total equity income (loss)	62,053,000		38,848,000	(17,243,000)
Evangeline [Member]
Summarized financial information [Abstract]
Operating revenue				59,852,000
Operating expenses				27,721,000
Depreciation				5,535,000
Interest charges				28,675,000
Other expense				(17,000)
Income (loss) before taxes				(2,096,000)
Equity method investment, income tax expense (benefit)				(700,000)
Equity income (loss) from equity method investments [Abstract]
Total equity income (loss)	0		0	(2,096,000)
Other subsidiaries 100% owned by Cleco Corporation [Member]
Variable Interest Entity [Line Items]
Percentage of equity capitalization (in hundredths)	100.00%
Number of entities 100% owned by Cleco Corporation prospectively consolidated	2
Summarized financial information [Abstract]
Operating revenue				1,959,000
Operating expenses				586,000
Other income				34,000
Interest income				501,000
Income (loss) before taxes				1,908,000
Interest related to amended tax returns included in interest income				500,000
Equity method investment, income tax expense (benefit)				700,000
Equity income (loss) from equity method investments [Abstract]
Total equity income (loss)	0		0	1,908,000
Subsidiaries less than 100% owned by Cleco Innovations LLC [Member]
Variable Interest Entity [Line Items]
Equity investment in investees, description	less than $0.1 million
Equity income (loss) from equity method investments [Abstract]
Total equity income (loss)	(3,000)		1,000	8,000
Oxbow [Member]
Variable Interest Entity [Line Items]
Variable interest entity, ownership percentage (in hundredths)	50.00%
Ownership percentage by other parties (in hundredths)	50.00%
Summarized financial information [Abstract]
Current assets	1,711,000		583,000
Property, plant and equipment, net	23,339,000		23,597,000
Other assets	4,128,000		2,141,000
Total assets	29,178,000		26,321,000
Current liabilities	40,000		175,000
Other liabilities	73,000		0
Partner's capital	29,065,000		26,146,000
Total liabilities and partners' capital	29,178,000		26,321,000
Operating revenue	1,781,000		931,000	0
Operating expenses	1,781,000		931,000	0
Income (loss) before taxes	0		0	0
Components of equity method investments [Abstract]
Purchase price	12,873,000		12,873,000
Cash contributions	1,659,000		200,000
Total equity investment in investee	14,532,000		13,073,000
Comparison of carrying amount of assets and liabilities to maximum loss exposure [Abstract]
Net assets/liabilities	29,065,000		26,146,000
Entity's 50% equity	14,532,000		13,073,000
Cleco's maximum exposure to loss	$ 14,532,000		$ 13,073,000

[1] The 2011 income statement includes only activity prior to the April 29, 2011, reconsolidation.

XML

Miscellaneous Financial Information (Unaudited), Debt Repayment (Details) (USD $) In Thousands, unless otherwise specified			1 Months Ended
	Dec. 31, 2011	Dec. 31, 2010	Jan. 31, 2011 Bank Term Loan [Member]
Short-term Debt [Line Items]
Short-term debt	$ 0	$ 150,000	$ 150,000
Maturity date			Aug. 19, 2011

XML

Consolidated Statements of Comprehensive Income (USD $) In Thousands, unless otherwise specified	12 Months Ended
	Dec. 31, 2011	Dec. 31, 2010	Dec. 31, 2009
Net income	$ 195,848	$ 255,391	$ 106,307
Other comprehensive loss, net of tax:
Amortization of postretirement benefit net loss (gain) (net of tax)	1,213	(31)	(160)
Postretirement benefit loss incurred during the year (net of tax)	(1,721)	(4,241)	(3,403)
Cash flow hedges:
Net derivatives (loss) gain (net of tax)	(15,788)	2,916	1,930
Total other comprehensive loss, net of tax	(16,501)	(347)	(1,458)
Comprehensive income, net of tax	179,347	255,044	104,849
Interest Expense [Member]
Cash flow hedges:
Reclassification of net (gain) loss (net of tax)	(205)	315	175
Other Expense [Member]
Cash flow hedges:
Reclassification of net (gain) loss (net of tax)	0	694	0
Cleco Power [Member]
Net income	142,835	147,405	111,166
Other comprehensive loss, net of tax:
Amortization of postretirement benefit net loss (gain) (net of tax)	692	(381)	(433)
Postretirement benefit loss incurred during the year (net of tax)	(595)	(2,607)	(2,167)
Cash flow hedges:
Net derivatives (loss) gain (net of tax)	(15,788)	2,916	1,930
Total other comprehensive loss, net of tax	(15,896)	937	(495)
Comprehensive income, net of tax	126,939	148,342	110,671
Cleco Power [Member] | Interest Expense [Member]
Cash flow hedges:
Reclassification of net (gain) loss (net of tax)	(205)	315	175
Cleco Power [Member] | Other Expense [Member]
Cash flow hedges:
Reclassification of net (gain) loss (net of tax)	$ 0	$ 694	$ 0

XML

Electric Customer Credits (Details) (USD $)	12 Months Ended
	Jun. 30, 2011	Sep. 30, 2010	Jun. 30, 2010	Dec. 31, 2011	Feb. 12, 2011	Dec. 31, 2010
Provision for rate refund				$ 7,323,000		$ 9,598,000
Cleco Power [Member]
Target return on equity allowed by FRP (in hundredths)					10.70%
Percentage of retail earnings within range to be returned to customers (in hundredths)					60.00%
Return on equity for customer credit, low range (in hundredths)					11.30%
Return on equity for customer credit, high range (in hundredths)					12.30%
Total customer credits	5,100,000	9,000,000	0
Provision for rate refund				$ 7,323,000		$ 9,598,000

XML

Regulatory Assets and Liabilities, Summary of Regulatory Assets and Liabilities (Details) (USD $) In Thousands, unless otherwise specified	12 Months Ended
	Dec. 31, 2011	Dec. 31, 2010
Schedule of Regulatory Assets and Liabilities, Net [Line Items]
Regulatory assets and liabilities - deferred taxes, net	$ 214,421	$ 203,696
Cleco Power [Member]
Schedule of Regulatory Assets and Liabilities, Net [Line Items]
Total regulatory assets-other	458,707	406,108
Regulatory assets and liabilities - deferred taxes, net	214,421	203,696
Cleco Power [Member] | Total federal regulatory asset - income taxes [Member]
Schedule of Regulatory Assets and Liabilities, Net [Line Items]
Regulatory assets	34,127	41,344
Cleco Power [Member] | Total state regulatory asset - income taxes [Member]
Schedule of Regulatory Assets and Liabilities, Net [Line Items]
Regulatory assets	51,720	36,394
Cleco Power [Member] | AFUDC [Member]
Schedule of Regulatory Assets and Liabilities, Net [Line Items]
Regulatory assets	132,802	130,890
Cleco Power [Member] | Total investment tax credit [Member]
Schedule of Regulatory Assets and Liabilities, Net [Line Items]
Total regulatory assets-other	(4,228)	(4,932)
Cleco Power [Member] | Total regulatory assets and liabilities - deferred taxes, net [Member]
Schedule of Regulatory Assets and Liabilities, Net [Line Items]
Regulatory assets and liabilities - deferred taxes, net	214,421	203,696
Cleco Power [Member] | Deferred mining costs [Member]
Schedule of Regulatory Assets and Liabilities, Net [Line Items]
Regulatory assets	19,117	21,666
Remaining recovery period- regulatory assets	7 years 6 months
Cleco Power [Member] | Deferred interest costs [Member]
Schedule of Regulatory Assets and Liabilities, Net [Line Items]
Regulatory assets	6,667	7,033
Remaining recovery period- regulatory assets	28 years
Cleco Power [Member] | Deferred asset removal costs [Member]
Schedule of Regulatory Assets and Liabilities, Net [Line Items]
Regulatory assets	829	768
Remaining recovery period- regulatory assets	38 years
Cleco Power [Member] | Deferred postretirement plan costs [Member]
Schedule of Regulatory Assets and Liabilities, Net [Line Items]
Regulatory assets	132,556	117,651
Remaining recovery period- regulatory assets	0 years
Cleco Power [Member] | Deferred tree trimming costs [Member]
Schedule of Regulatory Assets and Liabilities, Net [Line Items]
Regulatory assets	8,371	11,086
Remaining recovery period- regulatory assets	3 years
Cleco Power [Member] | Deferred training costs [Member]
Schedule of Regulatory Assets and Liabilities, Net [Line Items]
Regulatory assets	7,486	7,642
Remaining recovery period- regulatory assets	48 years
Cleco Power [Member] | Deferred storm surcredits, net [Member]
Schedule of Regulatory Assets and Liabilities, Net [Line Items]
Regulatory assets	9,254	10,633
Remaining recovery period- regulatory assets	11 years
Cleco Power [Member] | Deferred construction carrying costs - asset [Member]
Schedule of Regulatory Assets and Liabilities, Net [Line Items]
Regulatory assets	10,883	18,830
Remaining recovery period- regulatory assets	3 years
Cleco Power [Member] | Lignite mining agreement contingency [Member]
Schedule of Regulatory Assets and Liabilities, Net [Line Items]
Regulatory assets	3,781	3,781
Remaining recovery period- regulatory assets	0 years
Cleco Power [Member] | AFUDC equity gross-up [Member]
Schedule of Regulatory Assets and Liabilities, Net [Line Items]
Regulatory assets	74,346	74,859
Remaining recovery period- regulatory assets	0 years
Cleco Power [Member] | Deferred rate case costs [Member]
Schedule of Regulatory Assets and Liabilities, Net [Line Items]
Regulatory assets	1,117	1,654
Remaining recovery period- regulatory assets	2 years
Cleco Power [Member] | Deferred Acadia Unit 1 acquisition costs [Member]
Schedule of Regulatory Assets and Liabilities, Net [Line Items]
Regulatory assets	2,971	3,076
Remaining recovery period- regulatory assets	28 years
Cleco Power [Member] | Deferred IRP/RFP costs [Member]
Schedule of Regulatory Assets and Liabilities, Net [Line Items]
Regulatory assets	508	977
Remaining recovery period- regulatory assets	1 year
Cleco Power [Member] | Deferred AMI pilot costs [Member]
Schedule of Regulatory Assets and Liabilities, Net [Line Items]
Regulatory assets	153	283
Remaining recovery period- regulatory assets	1 year 6 months
Cleco Power [Member] | Deferred Financing costs [Member]
Schedule of Regulatory Assets and Liabilities, Net [Line Items]
Regulatory assets	4,433	0
Remaining recovery period- regulatory assets	30 years
Cleco Power [Member] | Total regulatory assets - other [Member]
Schedule of Regulatory Assets and Liabilities, Net [Line Items]
Total regulatory assets-other	282,472	279,939
Cleco Power [Member] | Deferred construction carrying costs - liability [Member]
Schedule of Regulatory Assets and Liabilities, Net [Line Items]
Regulatory liabilities	(40,322)	(87,875)
Remaining recovery period- regulatory liabilities	2 years
Cleco Power [Member] | Deferred fuel and purchased power [Member]
Schedule of Regulatory Assets and Liabilities, Net [Line Items]
Regulatory assets	$ 2,136	$ 10,348

XML

Litigation, Other Commitments and Contingencies, and Disclosures about Guarantees Balance Sheet Commitments (Details) (USD $) In Thousands, unless otherwise specified	Dec. 31, 2011	Dec. 31, 2011 Cleco Corporation [Member] Guarantee Issued to Entergy Mississippi on behalf of Attala [Member]	Jun. 30, 2010 Cleco Corporation [Member] Guarantee Issued to Entergy Louisiana on behalf of Acadia [Member]	Dec. 31, 2011 Cleco Power [Member] Obligations Under Standby Letter of Credit Issued to the Louisiana Department of Labor [Member]	Apr. 29, 2011 APH [Member]	Apr. 29, 2011 APH [Member] Acadia Unit 2 and Facilities [Member]
Guarantor Obligations [Line Items]
FACE AMOUNT	$ 4,225	$ 500	$ 10,000	$ 3,725
REDUCTIONS	0	0		0
NET AMOUNT	$ 4,225	$ 500		$ 3,725
Percentage of ownership by affiliate (in hundredths)					100.00%
Percentage of affiliates indemnification liability accepted by entity (in hundredths)					50.00%
Ownership interest received in conjunction with disposition (in hundredths)						100.00%
Ownership interest exchanged to third parties in conjunction with disposition (in hundredths)						50.00%
Percentage of average losses on which letter of credit is based (in hundredths)				110.00%
Period over which average losses are determined				3 years

XML

Regulatory Assets and Liabilities (Tables)

12 Months Ended

Dec. 31, 2011

Regulatory Assets and Liabilities Disclosure [Abstract]

Regulatory Assets and Liabilities

The following chart summarizes Cleco Power’s regulatory assets and liabilities at December 31, 2011, and 2010.

	AT DECEMBER 31,						REMAINING RECOVERY PERIOD
(THOUSANDS)	2011			2010
Total federal regulatory asset — income taxes	$	34,127		$	41,344		—
Total state regulatory asset — income taxes	51,720			36,394			—
AFUDC	132,802			130,890			—
Total investment tax credit	(4,228		)	(4,932		)	—
Total regulatory assets and liabilities — deferred taxes, net	214,421			203,696
Mining costs	19,117			21,666			7.5 yrs.
Interest costs	6,667			7,033			28 yrs.
Asset removal costs	829			768			38 yrs.
Postretirement plan costs	132,556			117,651			—
Tree trimming costs	8,371			11,086			3 yrs.
Training costs	7,486			7,642			48 yrs.
Storm surcredits, net	9,254			10,633			11 yrs.
Construction carrying costs	10,883			18,830			3 yrs.
Mining agreement contingency	3,781			3,781			—
AFUDC equity gross-up	74,346			74,859			—
Rate case costs	1,117			1,654			2 yrs.
Acadia Unit 1 acquisition costs	2,971			3,076			28 yrs.
IRP/RFP costs	508			977			1 yr.
AMI pilot costs	153			283			1.5 yrs.
Financing costs	4,433			—			30 yrs.
Total regulatory assets - other	282,472			279,939
Construction carrying costs	(40,322		)	(87,875		)	2 yrs.
Fuel and purchased power	2,136			10,348			—
Total regulatory assets, net	$	458,707		$	406,108

XML

Fair Value Accounting, Fair Value of Financial Assets and Liabilities Measured on a Recurring Basis (Details) (USD $)	Dec. 31, 2011	Dec. 31, 2010
Liability Description
Institutional money market funds cash and cash equivalents	$ 83,500,000
Institutional money market funds current restricted cash	8,700,000
Institutional money market funds non-current restricted cash	27,100,000
Energy Market Derivatives [Member]
Liability Description
Net current liability	5,300,000
Measured On A Recurring Basis [Member] | Estimated Fair Value [Member]
Asset Description
Institutional money market funds	119,327,000	229,748,000
Total Assets	119,327,000	229,845,000
Liability Description
Total Liabilities	8,666,000	15,245,000
Measured On A Recurring Basis [Member] | Estimated Fair Value [Member] | Energy Market Derivatives [Member]
Asset Description
Derivative assets	0	97,000
Liability Description
Derivative liabilities	5,336,000	15,245,000
Measured On A Recurring Basis [Member] | Estimated Fair Value [Member] | Interest Rate Derivatives [Member]
Liability Description
Derivative liabilities	3,330,000	0
Measured On A Recurring Basis [Member] | Quoted Prices in Active Markets for Identical Assets (Level 1) [Member]
Asset Description
Institutional money market funds	0	0
Total Assets	0	0
Liability Description
Total Liabilities	0	3,317,000
Measured On A Recurring Basis [Member] | Quoted Prices in Active Markets for Identical Assets (Level 1) [Member] | Energy Market Derivatives [Member]
Asset Description
Derivative assets	0	0
Liability Description
Derivative liabilities	0	3,317,000
Measured On A Recurring Basis [Member] | Quoted Prices in Active Markets for Identical Assets (Level 1) [Member] | Interest Rate Derivatives [Member]
Liability Description
Derivative liabilities	0	0
Measured On A Recurring Basis [Member] | Significant Other Observable Inputs (Level 2) [Member]
Asset Description
Institutional money market funds	119,327,000	229,748,000
Total Assets	119,327,000	229,845,000
Liability Description
Total Liabilities	8,666,000	11,928,000
Measured On A Recurring Basis [Member] | Significant Other Observable Inputs (Level 2) [Member] | Energy Market Derivatives [Member]
Asset Description
Derivative assets	0	97,000
Liability Description
Derivative liabilities	5,336,000	11,928,000
Measured On A Recurring Basis [Member] | Significant Other Observable Inputs (Level 2) [Member] | Interest Rate Derivatives [Member]
Liability Description
Derivative liabilities	3,330,000	0
Measured On A Recurring Basis [Member] | Significant Unobservable Inputs (Level 3) [Member]
Asset Description
Institutional money market funds	0	0
Total Assets	0	0
Liability Description
Total Liabilities	0	0
Measured On A Recurring Basis [Member] | Significant Unobservable Inputs (Level 3) [Member] | Energy Market Derivatives [Member]
Asset Description
Derivative assets	0	0
Liability Description
Derivative liabilities	0	0
Measured On A Recurring Basis [Member] | Significant Unobservable Inputs (Level 3) [Member] | Interest Rate Derivatives [Member]
Liability Description
Derivative liabilities	0	0
Cleco Power [Member]
Liability Description
Institutional money market funds cash and cash equivalents	64,600,000
Institutional money market funds current restricted cash	8,700,000
Institutional money market funds non-current restricted cash	27,000,000
Cleco Power [Member] | Measured On A Recurring Basis [Member] | Estimated Fair Value [Member]
Asset Description
Institutional money market funds	100,331,000	224,451,000
Total Assets	100,331,000	224,548,000
Liability Description
Total Liabilities	8,666,000	15,245,000
Cleco Power [Member] | Measured On A Recurring Basis [Member] | Estimated Fair Value [Member] | Energy Market Derivatives [Member]
Asset Description
Derivative assets	0	97,000
Liability Description
Derivative liabilities	5,336,000	15,245,000
Cleco Power [Member] | Measured On A Recurring Basis [Member] | Estimated Fair Value [Member] | Interest Rate Derivatives [Member]
Liability Description
Derivative liabilities	3,330,000	0
Cleco Power [Member] | Measured On A Recurring Basis [Member] | Quoted Prices in Active Markets for Identical Assets (Level 1) [Member]
Asset Description
Institutional money market funds	0	0
Total Assets	0	0
Liability Description
Total Liabilities	0	3,317,000	[1]
Cleco Power [Member] | Measured On A Recurring Basis [Member] | Quoted Prices in Active Markets for Identical Assets (Level 1) [Member] | Energy Market Derivatives [Member]
Asset Description
Derivative assets	0	0
Liability Description
Derivative liabilities	0	3,317,000
Cleco Power [Member] | Measured On A Recurring Basis [Member] | Quoted Prices in Active Markets for Identical Assets (Level 1) [Member] | Interest Rate Derivatives [Member]
Liability Description
Derivative liabilities	0	0
Cleco Power [Member] | Measured On A Recurring Basis [Member] | Significant Other Observable Inputs (Level 2) [Member]
Asset Description
Institutional money market funds	100,331,000	224,451,000
Total Assets	100,331,000	224,548,000
Liability Description
Total Liabilities	8,666,000	11,928,000	[1]
Cleco Power [Member] | Measured On A Recurring Basis [Member] | Significant Other Observable Inputs (Level 2) [Member] | Energy Market Derivatives [Member]
Asset Description
Derivative assets	0	97,000
Liability Description
Derivative liabilities	5,336,000	11,928,000
Cleco Power [Member] | Measured On A Recurring Basis [Member] | Significant Other Observable Inputs (Level 2) [Member] | Interest Rate Derivatives [Member]
Liability Description
Derivative liabilities	3,330,000	0
Cleco Power [Member] | Measured On A Recurring Basis [Member] | Significant Unobservable Inputs (Level 3) [Member]
Asset Description
Institutional money market funds	0	0
Total Assets	0	0
Liability Description
Total Liabilities	0	0
Cleco Power [Member] | Measured On A Recurring Basis [Member] | Significant Unobservable Inputs (Level 3) [Member] | Energy Market Derivatives [Member]
Asset Description
Derivative assets	0	0
Liability Description
Derivative liabilities	0	0
Cleco Power [Member] | Measured On A Recurring Basis [Member] | Significant Unobservable Inputs (Level 3) [Member] | Interest Rate Derivatives [Member]
Liability Description
Derivative liabilities	$ 0	$ 0

[1] ges.(1) In November 2010, an interest rate swap was terminated. The rem

XML

Variable Interest Entities

12 Months Ended

Dec. 31, 2011

Variable Interest Entities [Abstract]

Variable Interest Entities

Variable Interest Entities

Cleco reports its investments in VIEs in accordance with the authoritative guidance. Cleco and Cleco Power report the investment in Oxbow on the equity method of accounting. Under the equity method, the assets and liabilities of this entity are reported as equity investment in investees on Cleco Corporation and Cleco Power’s Consolidated Balance Sheets. The revenue and expenses (excluding income taxes) of this entity are netted and reported as equity income or loss from investees on Cleco Corporation and Cleco Power’s Consolidated Statements of Income.

Prior to April 30, 2011, Cleco also reported its investment in Cajun on the equity method of accounting. In conjunction with the disposition of Acadia Unit 2, APH received 100% ownership in Acadia in exchange for its 50% interest in Cajun, and Acadia became a consolidated subsidiary of APH.

Prior to January 1, 2010, Cleco also reported its investment in Evangeline and certain other subsidiaries on the equity method of accounting. In compliance with authoritative guidance, Cleco prospectively reconsolidated these subsidiaries on January 1, 2010. Beginning January 1, 2010, Evangeline’s and certain other subsidiaries’ assets, liabilities, revenues, expenses, and cash flows are prospectively presented on the corresponding line items of Cleco’s financial statements.

Consolidated VIEs

Acadia

On April 29, 2011, Acadia completed its disposition of Acadia Unit 2 to Entergy Louisiana for $298.8 million. Following the disposition, Acadia no longer owns any materials and supply inventory, property, plant, and equipment, or land. Acadia has minimal ongoing operations relating only to settling accounts receivable and accounts payable resulting from operations prior to the closing of the transaction and servicing indemnifications Cleco assumed in the transaction. For more information on the Acadia Unit 2 transaction, see Note 18 — “Acadia Transactions — Acadia Unit 2.”

The following tables contain summarized financial information for Cajun through the disposition of Acadia Unit 2.

(THOUSANDS)	AT DECEMBER 31, 2010
Current assets	$	7,133
Property, plant, and equipment, net	203,793
Total assets	$	210,926
Current liabilities	$	1,950
Other liabilities	9,429
Partners’ capital	199,547
Total liabilities and partners’ capital	$	210,926

	FOR THE YEAR ENDED DECEMBER 31,
(THOUSANDS)	2011		*	2010
Operating revenue	$	5,227		$	49,273
Operating expenses	5,914			57,496
Gain on sale of assets	71,422			81,845
Other income	929			4,074
Income before taxes	$	71,664		$	77,696

* The 2011 income statement includes only activity prior to the April 29, 2011, reconsolidation.

Other liabilities at December 31, 2010, represented an indemnification liability related to the Cleco Power transaction. For more information on Acadia’s indemnification liability, see Note 14 — “Litigation, Other Commitments and Contingencies, and Disclosures about Guarantees — Disclosures about Guarantees.”

Prior to the reconsolidation, income tax expenses related to Cajun were recorded on APH’s financial statements. For the four months ended April 30, 2011, income taxes related to Cajun on APH’s financial statements were $24.0 million. For the year ended December 31, 2010, tax expenses recorded on APH’s financial statements were $14.7 million.

In connection with the Entergy Louisiana transaction, APH has agreed to indemnify the third-party owners of Cajun and their affiliates against their share of Acadia’s contingent obligations related to the transaction. For more information on the Entergy Louisiana indemnification, see Note 14 — “Litigation, Other Commitments and Contingencies, and Disclosures about Guarantees — Disclosures about Guarantees.”

Evangeline

Based on an analysis using authoritative guidance regarding consolidations in effect prior to January 1, 2010, Cleco determined it was not the primary beneficiary of Evangeline and used the equity method to account for its investment in the prior periods. Upon implementation of amended authoritative guidance regarding consolidations effective January 1, 2010, Cleco determined it was the primary beneficiary and began to prospectively consolidate Evangeline. Cleco’s determination was primarily based on Cleco’s ability to control Evangeline’s significant activities. Cleco recognized no gain or loss upon the consolidation of Evangeline.

Evangeline’s creditors do not have recourse to Cleco’s general credit and there are no terms of agreement that could require Cleco to provide financial support to Evangeline.

The following table contains summarized financial information for Evangeline.

(THOUSANDS)	FOR THE YEAR ENDED DECEMBER 31, 2009
Operating revenue		$	59,852
Operating expenses		27,721
Depreciation		5,535
Interest charges		28,675
Other expense		(17		)
Loss before taxes		$	(2,096	)

Evangeline recorded an income tax benefit of $0.7 million for the year ended December 31, 2009.

Other Subsidiaries 100% owned by Cleco Corporation

The information for Perryville and Attala is aggregated because their method of operation, size, and risk are materially similar. Both entities own transmission assets, provide transmission services to one customer under a long-term contract at a FERC-approved cost of service rate, and are capitalized with 100% equity.

Based on an analysis using authoritative guidance regarding consolidations in effect prior to January 1, 2010, Cleco determined it was not the primary beneficiary of these entities and used the equity method to account for its investment in the prior periods. Upon implementation of amended authoritative guidance regarding consolidations effective January 1, 2010, Cleco determined it was the primary beneficiary and began to prospectively consolidate these two entities. Cleco’s determination was primarily based on Cleco’s ability to control Perryville and Attala’s significant activities. Cleco recognized no gain or loss upon the consolidation of Perryville and Attala.

Perryville and Attala’s creditors do not have recourse to Cleco’s general credit, and there are no terms of agreement that could require Cleco to provide financial support to Perryville and Attala.

The following table contains summarized financial information for Perryville and Attala.

(THOUSANDS)	FOR THE YEAR ENDED DECEMBER 31, 2009
Operating revenue		$	1,959
Operating expense		586
Other income		34
Interest income		501
Income before taxes		$	1,908

Interest income for the year ended December 31, 2009, includes $0.5 million of interest related to amended tax returns. Perryville and Attala recorded income tax expense of $0.7 million for the year ended December 31, 2009.

Equity Method VIEs

Equity investment in investees at December 31, 2011, primarily represented Cleco Power’s $14.5 million investment in Oxbow. Equity investments which are less than 100% owned by Cleco Innovations LLC represented less than $0.1 million of the total balance.

The following table presents the equity income (loss) from each investment accounted for using the equity method. For more information regarding the balances for Cleco’s equity investments in Cajun, Evangeline, and certain other subsidiaries, see “— Consolidated VIEs” above.

	FOR THE YEAR ENDED DECEMBER 31,
(THOUSANDS)	2011			2010		2009
Cajun	$	62,053		$	38,848	$	(17,243	)
Evangeline	—			—		(2,096		)
Other subsidiaries 100% owned by Cleco Corporation	—			—		1,908
Subsidiaries less than 100% owned by Innovations LLC	(3		)	1		8
Total equity income (loss)	$	62,050		$	38,849	$	(17,423	)

Oxbow

Oxbow is owned 50% by Cleco Power and 50% by SWEPCO and is accounted for as an equity method investment. Cleco Power is not the primary beneficiary because it shares the power to control Oxbow’s significant activities with SWEPCO. Cleco’s current assessment of its maximum exposure to loss related to Oxbow at December 31, 2011, consisted of its equity investment of $14.5 million. The following table presents the components of Cleco Power’s equity investment in Oxbow.

	AT DECEMBER 31,
INCEPTION TO DATE (THOUSANDS)	2011		2010
Purchase price	$	12,873	$	12,873
Cash contributions	1,659		200
Total equity investment in investee	$	14,532	$	13,073

The following table compares the carrying amount of Oxbow’s assets and liabilities with Cleco’s maximum exposure to loss related to its investment in Oxbow.

	AT DECEMBER 31,
(THOUSANDS)	2011		2010
Oxbow’s net assets/liabilities	$	29,065	$	26,146
Cleco Power’s 50% equity	$	14,532	$	13,073
Cleco’s maximum exposure to loss	$	14,532	$	13,073

The following tables contain summarized financial information for Oxbow.

	AT DECEMBER 31,
(THOUSANDS)	2011		2010
Current assets	$	1,711	$	583
Property, plant, and equipment, net	23,339		23,597
Other assets	4,128		2,141
Total assets	$	29,178	$	26,321
Current liabilities	$	40	$	175
Other liabilities	73		—
Partners’ capital	29,065		26,146
Total liabilities and partners’ capital	$	29,178	$	26,321

	FOR THE YEAR ENDED DECEMBER 31,
(THOUSANDS)	2011		2010		*	2009
Operating revenue	$	1,781	$	931		$	—
Operating expenses	1,781		931			—
Income before taxes	$	—	$	—		$	—

* 2010 was Oxbow’s first full year of operation.

Oxbow’s property, plant, and equipment, net consists of land and lignite reserves. The lignite reserves are intended to be used to provide fuel to the Dolet Hills Power Station. DHLC mines the lignite reserves at Oxbow through the Amended Lignite Mining Agreement.

Oxbow has no third-party agreements, guarantees, or other third-party commitments that contain obligations affecting Cleco Power’s investment in Oxbow.

XML

Jointly Owned Generation Units (Tables)

12 Months Ended

Dec. 31, 2011

Jointly Owned Generation Units [Abstract]

Jointly Owned Generation Units

				AT DECEMBER 31, 2011
(DOLLAR AMOUNTS IN THOUSANDS)	RODEMACHER UNIT #2			DOLET HILLS			TOTAL
Utility plant in service	$	91,645		$	304,876		$	396,521
Accumulated depreciation	$	68,293		$	193,686		$	261,979
Ownership	30		%	50		%
Nameplate capacity (MW)	523			650
Cleco Power’s ownership interest (MW)	157			325

XML

Litigation, Other Commitments and Contingencies, and Disclosures about Guarantees Litigation (Details) (USD $)	3 Months Ended	0 Months Ended	12 Months Ended						12 Months Ended			3 Months Ended	12 Months Ended					0 Months Ended		1 Months Ended
	Mar. 31, 2010 City of Alexandria [Member]	Apr. 13, 2011 Discrimiation Complaint [Member] claim	Dec. 31, 2010 Discrimiation Complaint [Member] plaintiff	Dec. 31, 2009 Discrimiation Complaint [Member]	Dec. 31, 2011 Discrimiation Complaint [Member] plaintiff	Dec. 11, 2009 Discrimiation Complaint [Member] employee	Oct. 05, 2007 Discrimiation Complaint [Member] facility	Mar. 09, 2010 City of Opelousas Litigation [Member]	Dec. 31, 2011 Madison Unit 3 Commitments [Member]	Dec. 31, 2011 Other Litigation Matters [Member]	Dec. 31, 2011 Cleco Power [Member]	Mar. 31, 2010 Cleco Power [Member] City of Alexandria [Member]	Dec. 31, 2011 Cleco Power [Member] City of Alexandria [Member]	Dec. 31, 2010 Cleco Power [Member] City of Alexandria [Member]	Jan. 21, 2011 Cleco Power [Member] City of Opelousas Litigation [Member] claim	May 11, 2010 Cleco Power [Member] City of Opelousas Litigation [Member] resident	Mar. 09, 2010 Cleco Power [Member] City of Opelousas Litigation [Member] Minimum [Member]	Aug. 05, 2011 Cleco Power [Member] Madison Unit 3 Commitments [Member]	Apr. 30, 2010 Cleco Power [Member] Madison Unit 3 Commitments [Member]	Dec. 31, 2011 Cleco Power [Member] Madison Unit 3 Commitments [Member]
Litigation [Abstract]
Litigation expense reimbursement to City of Alexandria	$ 3,000,000
Length of new power supply agreement	5 years
Number of extension options on power supply agreement												2
Length of each extension	1 year
Performance bonus payment													6,500,000
Loss contingency, accrual														5,800,000
Number of current employees who filed complaint						8
Number of former employees who filed complaint						4
Minimum amount sought by plaintiffs				35,000,000															32,000,000
Minimum amount sought by additional plaintiff			2,500,000
Number of plaintiffs			13
Number of claims settled and dismissed		1
Number of pending claims					12										2
Number of training facilities where the EEOC has determined that there is a reason to believe that violations had occurred							1
Settlement agreement with charging party and EEOC			100000
Amount owed as result of alleged overcharges																	30,000,000
Number of customers in Opelousas, Louisiana in complaint								3
Number of residents in second class action lawsuit																249
Arbitration decision in favor of Shaw's claims																		32,500,000
Payment from Shaw due to inability to meet performance guarantees and completion of minor or warranty work																				8,000,000
Length of reliability performance test									30 days
Fuel expenses included in audit											3,260,000,000
Environmental expenses included in audit											2,400,000
Range of possible loss, maximum										9,000,000
Range of possible loss, minimum										$ 2,000,000

XML

Litigation, Other Commitments and Contingencies, and Disclosures about Guarantees

12 Months Ended

Dec. 31, 2011

Litigation, Other Commitments and Contingencies, and Disclosures about Guarantees [Abstract]

Litigation, Other Commitments and Contingencies, and Disclosures about Guarantees

Litigation, Other Commitments and Contingencies, and Disclosures about Guarantees

Litigation

City of Alexandria

On June 22, 2005, the City of Alexandria, Louisiana (the City), a current wholesale municipal customer of Cleco Power, filed a lawsuit in Ninth Judicial District Court against Cleco Corporation, Cleco Power, and certain other subsidiaries. The lawsuit alleged unspecified damages as a result of certain sales made to the City, revenue derived by Cleco using the City’s power generating facilities under contracts with the City, and other alleged improper conduct, including, without limitation, allegations that Cleco fraudulently mishandled the management of the City’s power requirements under the contracts. The lawsuit was removed to the U.S. District Court for the Western District of Louisiana in July 2005. On February 23, 2010, the Alexandria City Council approved a settlement of the case, and on February 24, 2010, the court dismissed the case with prejudice. The settlement included a $3.0 million litigation expense reimbursement to the City and a new five-year, energy-only power supply agreement with Cleco Power. The supply agreement may be extended, at Cleco Power’s option, for two additional one-year terms. If the City performs its obligations under the new power supply agreement, then Cleco Power will pay a one-time $6.5 million performance bonus at the end of the five-year term to the City. At December 31, 2011, Cleco Power had accrued $5.8 million related to the performance bonus.

Devil’s Swamp

In October 2007, Cleco received a Special Notice for Remedial Investigation and Feasibility Study (RI/FS) from the EPA pursuant to CERCLA (also known as the Superfund statute). CERCLA establishes several classes of potentially responsible parties (PRPs) for a contaminated site, and imposes strict, joint and several liability on those PRPs for the cost of response to the contamination. The special notice requested that Cleco Corporation and Cleco Power, along with many other listed PRPs, enter into negotiations with the EPA for the performance of an RI/FS at an area known as the Devil’s Swamp Lake site just northwest of Baton Rouge, Louisiana. The EPA has identified Cleco as one of many companies sending PCB wastes for disposal to the site. The Devil’s Swamp Lake site has been proposed to be added to the National Priorities List (NPL) based on the release of PCBs to fisheries and wetlands located on the site. The EPA has yet to make a final determination on whether to add Devil’s Swamp Lake site to the NPL. The PRPs began discussing a potential proposal to the EPA in February 2008. Negotiations among the PRPs and the EPA are ongoing in regard to the RI/FS for the Devil’s Swamp Lake site, with little progress having been made since February 2008. Since this investigation is in the preliminary stages, management is unable to determine how significant Cleco’s share of the costs associated with the RI/FS and possible response action at the facility site, if any, may be a material adverse effect on the Registrants’ financial condition, results of operations, or cash flows. 

Discrimination Complaints

On December 11, 2009, a complaint was filed in the U.S. District Court for the Western District of Louisiana (the Court) on behalf of eight current employees and four former employees alleging that Cleco discriminated against each of them on the basis of race. Each is seeking various remedies provided under applicable statutes prohibiting racial discrimination in the workplace, and together, the plaintiffs seek monetary compensation exceeding $35.0 million. On July 29, 2010, the plaintiffs moved to add an additional current employee alleging that Cleco had discriminated on the basis of race. The additional plaintiff seeks compensation of no less than $2.5 million and became the thirteenth plaintiff. On April 13, 2011, Cleco entered into a settlement with one of the current employees which resulted in a dismissal of one of the thirteen cases with prejudice. On September 22, 2011, the Court ruled on Cleco’s summary judgment motions. The judge granted and denied the motions in part, with the end result that eleven out of twelve of the remaining plaintiffs have at least one claim remaining. The Court has severed the cases of the eleven remaining plaintiffs for further proceedings, and, if necessary, trial. The discovery cut-off date is February 10, 2012, and the deadline for filing additional motions for summary judgment is March 9, 2012. None of these matters have been set for trial. In view of the uncertainty of the claims, management is not able to predict or give a reasonable estimate of the possible range, if any, of these claims.

On September 23, 2010, the New Orleans Field Office of the U.S. Equal Employment Opportunity Commission (EEOC) issued its determination that there is reason to believe that violations of Title VII of the Civil Rights Act of 1964 had occurred at one of Cleco’s training facilities on October 5, 2007. In its initial determination, the EEOC suggested that Cleco pay the charging party $0.1 million in satisfaction of any compensatory or punitive damages. Under EEOC procedures, Cleco pursued conciliation efforts to resolve the charge which resulted in a complete settlement with the charging party and the EEOC.

City of Opelousas

On March 9, 2010, a complaint was filed in the 27th Judicial District Court of St. Landry Parish, State of Louisiana, on behalf of three Cleco Power customers in Opelousas, Louisiana.  The complaint alleges that Cleco Power overcharged the plaintiffs by applying to customers in Opelousas the same retail rates as Cleco Power applies to all of its retail customers.  The plaintiffs claim that Cleco Power owes customers in Opelousas more than $30.0 million as a result of the alleged overcharges. The plaintiffs allege that Cleco Power should have established, solely for customers in Opelousas, retail rates that are separate and distinct from the retail rates that apply to other customers of Cleco Power and that Cleco Power should not collect from customers in Opelousas the storm surcharge approved by the LPSC following hurricanes Katrina and Rita. Cleco Power currently operates in Opelousas pursuant to a franchise granted to Cleco Power by the City of Opelousas in 1986 and an operating and franchise agreement dated May 14, 1991, pursuant to which Cleco Power operates its own electric facilities and leases and operates electric facilities owned by the City of Opelousas. In April 2010, Cleco Power filed a petition with the LPSC appealing to its expertise in declaring that the ratepayers of Opelousas have been properly charged the rates that are applicable to Cleco Power’s retail customers and that no overcharges have been collected. In addition, Cleco Power removed the purported class action lawsuit filed on behalf of Opelousas electric customers from the state court to the U.S. District Court for the Western District of Louisiana in April 2010, so that it could be properly addressed under the terms of the Class Action Fairness Act. On May 11, 2010, a second class action lawsuit was filed in the 27th Judicial District Court of St. Landry Parish, State of Louisiana, repeating the allegations of the first complaint, which was submitted on behalf of 249 Opelousas residents. Cleco Power has responded in the same manner as with the first class action lawsuit. On September 29, 2010, the federal court remanded both cases to the state court in which they were originally filed for further proceedings. On January 21, 2011, the presiding judge in the state court proceeding ruled that the jurisdiction to hear the two class actions resides in the state court and not with the LPSC as argued by both Cleco and the LPSC Staff. Both Cleco and the LPSC Staff appealed this ruling to the Third Circuit Court of Appeals for the State of Louisiana (Third Circuit). On September 9, 2011, the Third Circuit denied both appeals. On October 10, 2011, both Cleco and the LPSC appealed the Third Circuit’s ruling to the Louisiana Supreme Court. On November 23, 2011, the Louisiana Supreme Court granted the appeals and remanded the case to the Third Circuit for further briefing, argument, and opinion. On February 7, 2011, the administrative law judge (ALJ) in the LPSC proceeding ruled that the LPSC has jurisdiction to decide the claims raised by the class action plaintiffs. At its December 14, 2011, Business and Executive Session,the LPSC adopted the ALJ’s recommendation that Cleco be granted summary judgment in its declaratory action finding that Cleco’s ratepayers in the City of Opelousas have been served under applicable rates and policies approved by the LPSC and Cleco’s Opelousas ratepayers have not been overcharged in connection with LPSC rates or ratemaking. On January 30, 2012, the class action plaintiffs filed their appeal of such LPSC decision to the nineteenth Judicial District Court for Baton Rouge Parish, State of Louisiana. On February 15, 2012, the Third Circuit ruled that the State Court, and not the LPSC, has jurisdiction to hear the case. Cleco Power plans to seek another writ from the Louisiana Supreme Court asking that it overturn the Third Circuit decision and confirm the LPSC’s exclusive jurisdiction over this matter. In view of the uncertainty of the claims, management is not able to predict or give a reasonable estimate of the possible range of liability, if any, of these claims. However, if it is found that Cleco Power overcharged customers resulting in a refund, any such refund could have a material adverse effect on the Registrants’ results of operations, financial condition, and cash flows.

Madison Unit 3

In August 2005, Cleco Power entered into an EPC contract with Shaw to construct Madison Unit 3. Construction of Madison Unit 3 began in May 2006. In May 2006, Cleco Power and Shaw entered into an Amended EPC Contract, which contract was subsequently amended by the parties. The project achieved commercial operations on February 12, 2010, whereby Cleco Power accepted care, custody, and control of the unit. Cleco Power and Shaw submitted various claims, relating to the Amended EPC Contract, to arbitration. On April 30, 2010, Shaw filed a demand for arbitration asserting claims of $32.0 million. On June 24, 2011, Cleco and Shaw each submitted their proposed resolutions to all of the matters in dispute in this arbitration proceeding. On August 5, 2011, the arbitrator announced his decision in favor of Shaw’s claims of Cleco Power owing Shaw $32.5 million. Cleco Power paid this amount on August 22, 2011, which was included as a cost of Madison Unit 3 and reflected as property, plant, and equipment.

At that time, Shaw had not reached project completion as defined in the Amended EPC Contract, as various performance tests, the reliability test, and specified boiler performance criteria had not been met. Under the Amended EPC Contract, Shaw had to correct the identified items, complete the performance guarantee tests, meet a 30-day reliability performance test, and correct certain warranty issues to meet final acceptance, or pay certain liquidated damages and financially settle incomplete work. The disputed items related to the liquidated damages for Shaw’s inability to meet performance guarantees, as well as for completion of minor or warranty work, were bifurcated from the arbitration proceedings. On December 7, 2011, these matters were resolved in a settlement, whereby Shaw paid Cleco Power $8.0 million in return for Cleco Power granting Shaw project completion under the Amended EPC Contract. Cleco Power has returned the letters of credit, performance and payment bonds, and Shaw’s parent guarantee and Shaw has effectively met its obligations under the Amended EPC Contract and all disputed matters are resolved.

LPSC Audits

Fuel Audit

The cost of fuel used for electric generation and the cost of power purchased for utility customers are recovered through an LPSC-established fuel adjustment clause that enables Cleco Power to pass on to its customers substantially all such charges. The LPSC Fuel Adjustment Clause General Order issued November 6, 1997, in Docket No. U-21497 provides that an audit of fuel adjustment clause filings will be performed not less than every other year. Cleco Power’s last completed fuel audit was for the years 2001 and 2002. Cleco Power currently has fuel adjustment clause filings for 2003 through 2011 subject to audit. In March 2009, the LPSC proceeded with the audit of fuel adjustment clause filings for the years 2003 through 2008. The total amount of fuel expenses included in the audit is approximately$3.26 billion. Cleco Power has responded to several sets of data requests from the LPSC and the responses are currently under review. The LPSC has not stated an amount of the fuel costs, if any, that would be disallowed and result in a refund to customers. Management is not able to predict or give a reasonable estimate of the possible range of the disallowance, if any, related to this audit. However, if a disallowance of fuel costs is ordered resulting in a refund, any such refund could have a material adverse effect on the Registrants’ results of operations, financial condition, and cash flows.

Environmental Audit

In July 2009, the LPSC issued Docket No. U-29380 Subdocket A, which provides for an EAC to recover certain costs of environmental compliance as an adder to customers’ bills. The costs eligible for recovery are prudently incurred air emissions credits associated with complying with federal, state, and local air emission regulations that apply to the generation of electricity reduced by the sale of such allowances. Also eligible for recovery are variable emission mitigation costs, which are the cost of reagents such as ammonia and limestone that are used to reduce air emissions. These variable emission mitigation costs were historically recovered through the Fuel Adjustment Clause. On November 11, 2011, the LPSC opened Docket No. X-32150 to audit the costs for the period October 2009 through October 2010. The total amount of environmental expenses included in the audit is approximately$2.4 million. Cleco Power has responded to data requests from the LPSC. These responses are currently under review by the LPSC. The LPSC has not stated an amount of the environmental costs, if any, that would be disallowed and result in a refund to customers. Management believes the amount of probable and reasonably estimable liabilities related to the disallowance of these matters will not exceed$2.4 million. However, if a disallowance of environmental costs is ordered resulting in a refund, any such refund is not expected to have a material effect on the Registrants results of operations, financial condition, and cash flows.

Other

Cleco is involved in various litigation matters, including regulatory, environmental, and administrative proceedings before various courts, regulatory commissions, arbitrators, and governmental agencies regarding matters arising in the ordinary course of business. The liability Cleco may ultimately incur with respect to any one of these matters in the event of a negative outcome may be in excess of amounts currently accrued. Management regularly analyzes current information and, as of December 31, 2011, believes the range of probable and reasonably estimable liabilities based on the eventual disposition of these matters is between $2.0 million and $9.0 million.

Off-Balance Sheet Commitments

Cleco Corporation and Cleco Power have entered into various off-balance sheet commitments, in the form of guarantees and standby letters of credit, in order to facilitate their activities and the activities of Cleco Corporation’s subsidiaries and equity investees (affiliates). Cleco Corporation and Cleco Power also have agreed to contractual terms that require them to pay third parties if certain triggering events occur. These contractual terms generally are defined as guarantees in the authoritative guidance.

Cleco Corporation entered into these off-balance sheet commitments in order to entice desired counterparties to contract with its affiliates by providing some measure of credit assurance to the counterparty in the event Cleco’s affiliates do not fulfill certain contractual obligations. If Cleco Corporation had not provided the off-balance sheet commitments, the desired counterparties may not have contracted with Cleco’s affiliates, or may have contracted with them on terms less favorable to its affiliates.

The off-balance sheet commitments are not recognized on Cleco Corporation’s Consolidated Balance Sheets because management has determined that Cleco’s affiliates are able to perform these obligations under their contracts and that it is not probable that payments by Cleco will be required. Cleco’s off-balance sheet commitments as of December 31, 2011, are summarized in the following table, and a discussion of the off-balance sheet commitments follows the table. The discussion should be read in conjunction with the table to understand the impact of the off-balance sheet commitments on Cleco’s financial condition.

			AT DECEMBER 31, 2011
(THOUSANDS)	FACE AMOUNT		REDUCTIONS		NET AMOUNT
Cleco Corporation
Guarantee issued to Entergy Mississippi on behalf of Attala	$	500	$	—	$	500
Cleco Power
Obligations under standby letter of credit issued to the Louisiana Department of Labor	3,725		—		3,725
Total	$	4,225	$	—	$	4,225

In January 2006, Cleco Corporation provided a $0.5 million guarantee to Entergy Mississippi for Attala’s obligations under the Interconnection Agreement. This guarantee will be effective through the life of the agreement.

Acadia provided limited guarantees and indemnifications to Cleco Power under the Master Reorganization and Redemption Agreement related to the acquisition of Acadia Unit 1 and half of Acadia Power Station’s related common facilities in February 2010. In connection with this transaction, Acadia became 100% owned by Cajun. Prior to April 30, 2011, Cleco reported the investment in Cajun on the equity method of accounting and therefore APH’s 50% portion of the indemnity was off-balance sheet. On April 29, 2011, in conjunction with the disposition of Acadia Unit 2, APH received 100% ownership in Acadia in exchange for its 50% interest in Cajun, and Acadia became a consolidated subsidiary of APH.

Acadia and Entergy Services entered into an amended capacity sale and fuel conversion services agreement on June 30, 2010, with an effective date of October 1, 2010. In conjunction with the agreement, Cleco Corporation provided to Entergy Louisiana a limited guarantee, in an amount not to exceed $10.0 million, for certain performance obligations by Acadia under the agreement. On April 29, 2011, the agreement and the related guarantee terminated as a result of the Acadia Unit 2 transaction. For more information regarding this transaction, see Note 18 — “Acadia Transactions — Acadia Unit 2.”

The State of Louisiana allows employers of certain financial net worth to self-insure their workers’ compensation benefits. Cleco Power has a certificate of self-insurance from the Louisiana Office of Workers’ Compensation and is required to post a $3.7 million letter of credit, an amount equal to 110% of the average losses over the previous three years, as surety.

Disclosures about Guarantees

Cleco Corporation provided a limited guarantee and an indemnification to Entergy Louisiana and Entergy Gulf States for Perryville’s performance, indemnity, representation, and warranty obligations under the Sale Agreement, the Power Purchase Agreement, and other ancillary agreements related to the sale of the Perryville facility in 2004. This is a continuing guarantee and all obligations of Cleco Corporation shall continue until the guaranteed obligations have been fully performed or otherwise extinguished. The discounted probability-weighted liability under the guarantees and indemnifications recognized on Cleco Corporation’s Consolidated Balance Sheets as of December 31, 2011, was $0.2 million. The maximum amount of the potential payment to Entergy Louisiana and Entergy Gulf States is $42.4 million. Currently, management does not expect to be required to pay Entergy Louisiana and Entergy Gulf States under the guarantee.

In February 2010, Cleco Power acquired Acadia Unit 1 and half of Acadia Power Station’s related common facilities. Acadia provided limited guarantees and indemnifications to Cleco Power under the Master Reorganization and Redemption Agreement. The maximum amount of the potential payment to Cleco Power for indemnifications is $30.0 million, except for the indemnifications relating to the fundamental organizational structure of Acadia against which there is no maximum amount. Cleco Corporation is obligated to pay a maximum of $10.0 million if Acadia is unable to pay claims to Cleco Power pursuant to the guarantee. Acadia recorded an indemnification liability and a corresponding reduction of the gain of $13.5 million which represents the fair value of these indemnifications. In a related agreement, APH agreed to accept 50% of Acadia’s indemnification liability that would be held by the third parties who indirectly owned 50% of Acadia in return for $6.8 million received from the third parties. The $6.8 million was recorded as an indemnification liability by APH. Events that would require payments to Cleco Power pursuant to the indemnity include, but are not limited to:

• environmental costs that were caused by events occurring before the closing of the transaction,

• claims against Cleco Power for liabilities retained by Acadia,

• certain conditions of Acadia Unit 1 that were discovered prior to September 30, 2010, and

• breach of fundamental representations of Acadia, such as legal existence, ownership of Acadia Unit 1 and valid authorization to dispose of Acadia Unit 1.

Acadia and APH will reduce the indemnification liabilities either through expiration of the contractual life or through a reduction in the probability of a claim arising. The indemnification obligation is expected to have a term of approximately three years, which reflects both contractual expiration of the underlying indemnifications and management’s assumptions about the decreasing probability of a payment due to the passage of time. After the three-year period, a residual value of less than $0.1 million will remain. At December 31, 2011, Acadia had an indemnification liability of $7.6 million, which represents the risk of payment, as a contingent sale obligation recorded on Cleco Corporation’s Consolidated Balance Sheet. Acadia recognized income of $1.2 million for the year ended December 31, 2011, and no income for the year ended December 31, 2010, primarily due to the contractual expiration of the underlying indemnification. During the years ended December 31, 2011, and 2010, APH recognized income of $0.5 million and $2.0 million, respectively, primarily due to the contractual expiration of the underlying indemnification.

On April 29, 2011, Acadia completed its disposition of Acadia Unit 2 and Acadia Power Station’s remaining common facilities to Entergy Louisiana. Acadia provided limited guarantees and indemnifications to Entergy Louisiana and recorded an indemnification liability and a corresponding reduction of the gain of $21.8 million, which represents the fair value of these indemnifications. APH agreed to indemnify the third-party owners of Cajun and their affiliates against 50% of Acadia’s liabilities and other obligations related to the Acadia Unit 2 transaction in exchange for $10.9 million received from the third parties. The $10.9 million was recorded as an indemnification liability by APH. In conjunction with the disposition of Acadia Unit 2, APH received 100% ownership in Acadia in exchange for its 50% interest in Cajun, and Acadia became a consolidated subsidiary of APH. Events that would require payments to Entergy Louisiana pursuant to the indemnity include, but are not limited to:

• environmental costs that were caused by events occurring before the closing of the transaction,

• claims against Entergy Louisiana for liabilities retained by Acadia,

• certain conditions of Acadia Unit 2 that were discovered prior to September 30, 2010, and

• breach of fundamental representations of Acadia, such as legal existence, ownership of Acadia Unit 2, and valid authorization to dispose of Acadia Unit 2.

Acadia and APH will reduce the indemnification liabilities either through expiration of the contractual life or through a reduction in the probability of a claim arising. The indemnification obligation is expected to have a term of three years, which reflects both contractual expiration of the underlying indemnifications and management’s assumptions about the decreasing probability of a payment due to the passage of time. After the three-year period, a residual value of approximately $0.2 million will remain. At December 31, 2011, Acadia had an indemnification liability of $21.8 million, which represents the risk of payment, as a contingent sale obligation recorded on Cleco Corporation’s Consolidated Balance Sheet. Acadia recognized no income for the year ended December 31, 2011, due to the contractual expiration of the underlying indemnification. The maximum amount of the potential payment to Entergy Louisiana for the indemnifications is the purchase price of $298.8 million, except for the liabilities retained by Acadia, for which there is no maximum amount. Cleco Corporation is obligated to pay the same maximum amounts as Acadia if Acadia is unable to pay claims to Entergy Louisiana pursuant to the guarantee.

As part of the Lignite Mining Agreement amended in 2009, Cleco Power and SWEPCO, joint owners of Dolet Hills, have agreed to pay the lignite miner’s loan and lease principal obligations when due, if the lignite miner does not have sufficient funds or credit to pay. Any amounts paid on behalf of the miner would be credited by the lignite miner against the next invoice for lignite delivered. At December 31, 2011, Cleco Power had a liability of $3.8 million related to the amended agreement. The maximum projected payment by Cleco Power under this guarantee is estimated to be $72.5 million; however, the Amended Lignite Mining Agreement does not contain a cap. The projection is based on the forecasted loan and lease obligations to be incurred by DHLC, primarily for purchases of equipment. Cleco Power has the right to dispute the incurrence of loan and lease obligations through the review of the mining plan before the incurrence of such loan and lease obligations. The Amended Lignite Mining Agreement does not terminate pursuant to its terms until 2026 and does not affect the amount the Registrants can borrow under their credit facilities. Currently, management does not expect to be required to pay DHLC under the guarantee.

The following table summarizes the expected termination dates of the off-balance sheet commitments and on-balance sheet guarantees discussed above:

							AT DECEMBER 31, 2011
			AMOUNT OF COMMITMENT EXPIRATION PER PERIOD
(THOUSANDS)	NET AMOUNT COMMITTED		LESS THAN ONE YEAR		1-3 YEARS		3-5 YEARS		MORE THAN 5 YEARS
Off-balance sheet commitments	$	4,225	$	3,725	$	—	$	—	$	500
On-balance sheet guarantees	33,363		—		29,357		—		4,006
Total	$	37,588	$	3,725	$	29,357	$	—	$	4,506

In its bylaws, Cleco Corporation has agreed to indemnify directors, officers, agents, and employees who are made a party to a pending or completed suit, arbitration, investigation, or other proceeding whether civil, criminal, investigative or administrative, if the basis of inclusion arises as the result of acts conducted in the discharge of their official capacity. Cleco Corporation has purchased various insurance policies to reduce the risks associated with the indemnification. In its Operating Agreement, Cleco Power provides for the same indemnification as described above with respect to its managers, officers, agents, and employees.

Generally, neither Cleco Corporation nor Cleco Power has recourse that would enable them to recover amounts paid under their guarantee or indemnification obligations. The one exception is the insurance contracts associated with the indemnification of directors, managers, officers, agents, and employees. There are no assets held as collateral for third parties that either Cleco Corporation or Cleco Power could obtain and liquidate to recover amounts paid pursuant to the guarantees or indemnification obligations.

Long-Term Purchase Obligations

Cleco Corporation had no unconditional long-term purchase obligations at December 31, 2011. Cleco Power has several unconditional long-term purchase obligations related to the purchase of coal, petroleum coke, limestone, and energy delivery facilities. The aggregate amount of payments required under such obligations at December 31, 2011, is as follows.

YEAR ENDING DECEMBER 31,	(THOUSANDS)
2012	$	85,057
2013	70,240
2014	47,670
2015	21,300
2016	21,639
Total long-term purchase obligations	$	245,906

Payments under these agreements for the years ended December 31, 2011, 2010, and 2009 were $97.4 million, $56.7 million, and $43.5 million, respectively.

Other Commitments

Acadia Transactions

In February 2009, Cleco Power announced that it had chosen the acquisition of Acadia Unit 1 as the lowest bid in its 2007 long-term RFP for capacity beginning in 2010. Beginning in January 2010, Acadia operated the plant and served Cleco Power under a short-term tolling agreement covering Acadia Unit 1. In February 2010, the transaction was completed and the tolling agreement was terminated. For more information regarding the Cleco Power transaction, see Note 18 — “Acadia Transactions — Acadia Unit 1.”

In October 2009, Acadia and Entergy Louisiana announced that definitive agreements had been executed whereby Entergy Louisiana would acquire Acadia Unit 2. A capacity sale and fuel conversion services agreement between Acadia and Entergy Louisiana began in June 2010. Effective October 1, 2010, this agreement was subject to a $10.0 million guarantee by Cleco Corporation. For more information regarding this guarantee, please refer to “— Off-Balance Sheet Commitments” above. On April 29, 2011, the transaction was completed and the agreement terminated. Cleco Power will continue to operate both units at the Acadia Power Station. In connection with this transaction and in exchange for reasonable consideration, APH has indemnified the third-party owners of Cajun and their affiliates against their 50% of Acadia’s liabilities and other obligations related to the Entergy Louisiana transaction. For more information on the Acadia Unit 2 transaction, see Note 18 — “Acadia Transactions — Acadia Unit 2.”

General Electric Services Corporation

Cleco Power has entered into an operating lease agreement that expires in March 2017, with General Electric Equipment Services Corporation for leasing railcars in order to transport coal to Rodemacher Unit 2. The lease contained a provision for early termination, along with an associated termination fee that could have been exercised by Cleco Power in December 2010. Cleco Power did not exercise this right.

New Markets Tax Credits

In August 2008, Cleco Corporation acquired a 99.9% membership interest in U.S. Bank New Markets Tax Credit Fund 2008-1 LLC (Fund). The Fund was formed by U.S. Bancorp Community Development Corporation (USBCDC). The purpose of the Fund is to invest in projects located in qualified active low-income communities that are underserved by typical debt capital markets. These investments are designed to generate new markets tax credits and historical rehabilitation tax credits.

In July 2011, the operating agreement of the Fund was amended to include renewable energy investments qualifying for grants under Section 1603 of the American Recovery and Reinvestment Tax Act of 2009. As part of the amendment, the guarantee performance targets provided to Cleco by the Fund were increased. U.S. Bank is the parent company of the managing member of the Fund and is the guarantor of the performance targets.

The tax benefits received from the Fund reduce the federal income tax obligations of Cleco Corporation. In total, Cleco Corporation will contribute $286.3 million of equity contributions to the Fund and will receive at least $304.6 million of net tax benefits and cash from the inception of the investment in 2008 over the life of the investment, which ends in 2018. The $18.3 million difference between equity contributions and total benefits received will be recognized over the life of the Fund as net tax benefits are delivered. The following table reflects remaining future equity contributions.

(THOUSANDS)	CONTRIBUTION
2012	$	76,629
2013	36,225
2014	22,927
2015	21,904
2016	7,584
Thereafter	13,224
Total	$	178,493

Of the $178.5 million, $76.6 million is due to be paid within the next twelve months. Due to the right of offset, the investment and associated debt are presented on Cleco Corporation’s Consolidated Balance Sheet in the line item titled tax credit fund investment, net. The amount of tax benefits delivered in excess of capital contributions as of December 31, 2011, was $84.0 million. The amount of tax benefits received but not utilized as of December 31, 2011, was $54.5 million and is reflected as a deferred tax asset.

The equity contribution does not contain a stated rate of interest. Cleco Corporation has recorded the liability and investment at its calculated fair value within the framework of the authoritative guidance. In order to calculate the fair value, management used an imputed rate of interest assuming that Cleco Corporation obtained financing of a similar nature from a third-party. The imputed interest rate was used in a net present value model in order to calculate the fair value of the remaining portion of the delayed equity contributions. The following table contains the disclosures required by the authoritative guidelines for equity investments with an imputed interest rate.

(THOUSANDS)
Equity contributions, imputed interest rate 6%
Principal payment schedule above:	$	178,493
Less:  unamortized discount	19,579
Total	$	158,914

The gross investment amortization expense will be recognized over a ten-year period, with seven years remaining, using the cost method in accordance with the authoritative guidance for investments. The grants received under Section 1603 reduce the basis of the investment. Periodic amortization of the investment and the deferred taxes generated by the basis reduction temporary difference are included as components of income tax expense.

Fuel Transportation Agreement

Cleco Power has entered into an agreement that meets the accounting definition of a capital lease for barges in order to transport petroleum coke and limestone to Madison Unit 3. The 42 dedicated barges were delivered in January and February 2009.

The lease rate contains a fixed fee of $225 per day per barge and a variable component of $75 adjusted by the Producer Price Index (PPI) annually for executory costs. If the barges are idle, the lessor is required to attempt to sublease the barges to third parties, with the revenue reducing Cleco Power’s lease payment. During each of the years ended December 31, 2011, and 2010, Cleco Power paid approximately $4.7 million in lease payments and did not receive any revenue from subleases for each of the years 2011 and 2010.

The initial term of this agreement is five years and unless renewed, the agreement will terminate on December 31, 2013.  Cleco Power has an option to renew this agreement for a second five-year term in full or in part and, at its option, purchase any or all of the dedicated barges. If Cleco Power does not renew this agreement for the renewal term, then the lessor has the option to require Cleco Power to purchase any or all of the barges. If Cleco Power purchases the barges on December 31, 2013, the purchase price of all 42 barges will be $21.7 million. This agreement contains a provision for early termination upon the occurrence of any one of four specified cancellation events.

The following is an analysis of the leased property under capital leases by major classes:

	AT DECEMBER 31,
CLASSES OF PROPERTY (THOUSANDS)	2011		2010
Barges	$	22,050	$	22,050
Less: accumulated amortization	6,567		4,362
Net capital leases	$	15,483	$	17,688

The following is a schedule by years of future minimum lease payments under capital leases together with the present value of the net minimum lease payments as of December 31, 2011.

(THOUSANDS)
Years ending December 31,
2012	$	4,681
2013	4,668
2014	4,668
2015	4,668
2016	4,681
Thereafter	9,441
Total minimum lease payments	$	32,807
Less:  executory costs	8,567
Net minimum lease payments	$	24,240
Less:  amount representing interest	6,702
Present value of net minimum lease payments	$	17,538
Current liabilities	$	1,841
Non-current liabilities	$	15,697

During the years ended December 31, 2011, and 2010, Cleco Power incurred immaterial amounts of contingent rent under the barge agreement related to the increase in the PPI.

Oxbow Lignite Mine Acquisition

In April 2009, Cleco Power entered into an agreement with SWEPCO to purchase Oxbow from NAC. In September 2009, the LPSC approved the joint application authorizing the acquisition of Oxbow. In December 2009, Cleco Power and SWEPCO completed the transaction. Cleco Power’s 50% portion of the purchase price for the lignite reserves was $12.9 million. SWEPCO likewise paid $12.9 million for its 50% interest in the lignite reserves. SWEPCO’s subsidiary, DHLC, acquired the mining equipment and related assets and permits for $15.6 million and operates the new mine along with its current operations at the Dolet Hills Lignite Mine on similar terms. The controlled lignite reserves of approximately 43 million tons contained within the Oxbow Mine permit area, together with the reserves from the Dolet Hills Lignite Mine, are expected to be sufficient to fuel the Dolet Hills Power Station until at least 2026. The Red River Lignite Supply and Transportation Agreement with NAC terminated upon the closing of this transaction.

Other

Cleco has accrued for liabilities related to third parties and employee medical benefits.

Risks and Uncertainties

Cleco Corporation

Cleco could be subject to possible adverse consequences if Cleco’s counterparties fail to perform their obligations or if Cleco is not in compliance with loan agreements or bond indentures.

Evangeline Tolling Agreement

JPMorgan Chase & Co. guaranteed JPMVEC’s obligations under the Evangeline 2010 Tolling Agreement. This agreement expired on December 31, 2011.

For more information regarding the Evangeline 2010 Tolling Agreement, see Note 17 — “Evangeline Transactions.”

Other

Access to capital markets is a significant source of funding for both short- and long-term capital requirements not satisfied by operating cash flows. After assessing the current operating performance, liquidity, and credit ratings of Cleco, management believes that Cleco will have access to the capital markets at prevailing market rates for companies with comparable credit ratings. If Cleco Corporation’s credit ratings were to be downgraded by Moody’s and Standard & Poor’s, Cleco Corporation would be required to pay additional fees and higher interest rates under its bank credit and other debt agreements.

Changes in the regulatory environment or market forces could cause Cleco to determine its assets have suffered an other-than-temporary decline in value, whereby an impairment would be required to be taken and Cleco’s financial condition could be materially adversely affected.

Cleco Power

Cleco Power supplies the majority of its customers’ electric power requirements from its own generation facilities. In addition to power obtained from power purchase agreements, Cleco Power purchases power from other utilities and marketers to supplement its generation at times of relatively high demand or when the purchase price of power is less than its own cost of generation. Due to its location on the transmission grid, Cleco Power relies on two main suppliers of electric transmission when accessing external power markets. At times, constraints limit the amount of purchased power these transmission providers can deliver into Cleco Power’s service territory.

Access to capital markets is a significant source of funding for both short- and long-term capital requirements not satisfied by operating cash flows. After assessing the current operating performance, liquidity, and credit ratings of Cleco Power, management believes that Cleco Power will have access to the capital markets at prevailing market rates for companies with comparable credit ratings. Cleco Power pays fees and interest under its bank credit agreements based on the highest rating held. If Cleco Power’s credit ratings were to be downgraded by Moody’s and Standard & Poor’s, Cleco Power would be required to pay additional fees and higher interest rates under its bank credit agreements. Cleco Power’s collateral for derivatives is based on the lowest rating held. If Cleco Power’s credit ratings were to be downgraded by Moody’s or Standard & Poor’s, Cleco Power would be required to pay additional collateral for derivatives.

XML

Debt, Long-Term Debt (Details) (USD $)	12 Months Ended																12 Months Ended		12 Months Ended		12 Months Ended		12 Months Ended		12 Months Ended		12 Months Ended		12 Months Ended		12 Months Ended		12 Months Ended		12 Months Ended		12 Months Ended		1 Months Ended	12 Months Ended		12 Months Ended		1 Months Ended	12 Months Ended		12 Months Ended		12 Months Ended		12 Months Ended		12 Months Ended		12 Months Ended		1 Months Ended	12 Months Ended			12 Months Ended		1 Months Ended	12 Months Ended				12 Months Ended		12 Months Ended		12 Months Ended		12 Months Ended		12 Months Ended		0 Months Ended	1 Months Ended
	Dec. 31, 2011	Dec. 31, 2010	Dec. 31, 2009	Dec. 31, 2011 Cleco Power [Member]	Dec. 31, 2010 Cleco Power [Member]	Dec. 31, 2009 Cleco Power [Member]	Dec. 31, 2011 Cleco Corporation's credit facility draws [Member]	Dec. 31, 2010 Cleco Corporation's credit facility draws [Member]	Dec. 31, 2011 Barge lease obligations, ending December 31, 2013 [Member]	Dec. 31, 2010 Barge lease obligations, ending December 31, 2013 [Member]	Dec. 31, 2011 Barge lease obligations, ending December 31, 2013 [Member] Cleco Power [Member]	Dec. 31, 2010 Barge lease obligations, ending December 31, 2013 [Member] Cleco Power [Member]	Dec. 31, 2011 Bonds [Member]	Dec. 31, 2010 Bonds [Member]	Dec. 31, 2011 Bonds [Member] Cleco Power [Member]	Dec. 31, 2010 Bonds [Member] Cleco Power [Member]	Dec. 31, 2011 Bonds [Member] Cleco Power's senior notes, 5.375%, due 2013 [Member]	Dec. 31, 2010 Bonds [Member] Cleco Power's senior notes, 5.375%, due 2013 [Member]	Dec. 31, 2011 Bonds [Member] Cleco Power's senior notes, 5.375%, due 2013 [Member] Cleco Power [Member]	Dec. 31, 2010 Bonds [Member] Cleco Power's senior notes, 5.375%, due 2013 [Member] Cleco Power [Member]	Dec. 31, 2011 Bonds [Member] Cleco Power's senior notes, 4.95%, due 2015 [Member]	Dec. 31, 2010 Bonds [Member] Cleco Power's senior notes, 4.95%, due 2015 [Member]	Dec. 31, 2011 Bonds [Member] Cleco Power's senior notes, 4.95%, due 2015 [Member] Cleco Power [Member]	Dec. 31, 2010 Bonds [Member] Cleco Power's senior notes, 4.95%, due 2015 [Member] Cleco Power [Member]	Dec. 31, 2011 Bonds [Member] Cleco Power's senior notes, 6.65%, due 2018 [Member]	Dec. 31, 2010 Bonds [Member] Cleco Power's senior notes, 6.65%, due 2018 [Member]	Dec. 31, 2011 Bonds [Member] Cleco Power's senior notes, 6.65%, due 2018 [Member] Cleco Power [Member]	Dec. 31, 2010 Bonds [Member] Cleco Power's senior notes, 6.65%, due 2018 [Member] Cleco Power [Member]	Dec. 31, 2011 Bonds [Member] Cleco Power's senior notes, 6.50%, due 2035 [Member]	Dec. 31, 2010 Bonds [Member] Cleco Power's senior notes, 6.50%, due 2035 [Member]	Dec. 31, 2011 Bonds [Member] Cleco Power's senior notes, 6.50%, due 2035 [Member] Cleco Power [Member]	Dec. 31, 2010 Bonds [Member] Cleco Power's senior notes, 6.50%, due 2035 [Member] Cleco Power [Member]	Dec. 31, 2011 Bonds [Member] Cleco Power's senior notes, 6.00%, due 2040 [Member]	Dec. 31, 2010 Bonds [Member] Cleco Power's senior notes, 6.00%, due 2040 [Member]	Dec. 31, 2011 Bonds [Member] Cleco Power's senior notes, 6.00%, due 2040 [Member] Cleco Power [Member]	Dec. 31, 2010 Bonds [Member] Cleco Power's senior notes, 6.00%, due 2040 [Member] Cleco Power [Member]	Dec. 31, 2011 Bonds [Member] Cleco Power's senior notes 5.12% due 2041 [Member]	Dec. 31, 2010 Bonds [Member] Cleco Power's senior notes 5.12% due 2041 [Member]	Dec. 31, 2011 Bonds [Member] Cleco Power's senior notes 5.12% due 2041 [Member] Cleco Power [Member]	Dec. 31, 2011 Bonds [Member] Cleco Power's senior notes 5.12% due 2041 [Member] Cleco Power [Member]	Dec. 31, 2010 Bonds [Member] Cleco Power's senior notes 5.12% due 2041 [Member] Cleco Power [Member]	Dec. 31, 2011 Bonds [Member] Cleco Power's pollution control revenue bonds, 5.875%, due 2029, callable after September 1, 2009 [Member]	Dec. 31, 2010 Bonds [Member] Cleco Power's pollution control revenue bonds, 5.875%, due 2029, callable after September 1, 2009 [Member]	Dec. 31, 2011 Bonds [Member] Cleco Power's pollution control revenue bonds, 5.875%, due 2029, callable after September 1, 2009 [Member] Cleco Power [Member]	Dec. 31, 2011 Bonds [Member] Cleco Power's pollution control revenue bonds, 5.875%, due 2029, callable after September 1, 2009 [Member] Cleco Power [Member]	Dec. 31, 2010 Bonds [Member] Cleco Power's pollution control revenue bonds, 5.875%, due 2029, callable after September 1, 2009 [Member] Cleco Power [Member]	Dec. 31, 2011 Bonds [Member] Cleco Power's solid waste disposal facility bonds, 4.70%, due 2036, callable after November 1, 2016 [Member]	Dec. 31, 2010 Bonds [Member] Cleco Power's solid waste disposal facility bonds, 4.70%, due 2036, callable after November 1, 2016 [Member]	Dec. 31, 2011 Bonds [Member] Cleco Power's solid waste disposal facility bonds, 4.70%, due 2036, callable after November 1, 2016 [Member] Cleco Power [Member]	Dec. 31, 2010 Bonds [Member] Cleco Power's solid waste disposal facility bonds, 4.70%, due 2036, callable after November 1, 2016 [Member] Cleco Power [Member]	Dec. 31, 2011 Bonds [Member] Cleco Power's solid waste disposal facility bonds, 5.25%, due 2037, mandatory tender on March 1, 2013 [Member]	Dec. 31, 2010 Bonds [Member] Cleco Power's solid waste disposal facility bonds, 5.25%, due 2037, mandatory tender on March 1, 2013 [Member]	Dec. 31, 2011 Bonds [Member] Cleco Power's solid waste disposal facility bonds, 5.25%, due 2037, mandatory tender on March 1, 2013 [Member] Cleco Power [Member]	Dec. 31, 2010 Bonds [Member] Cleco Power's solid waste disposal facility bonds, 5.25%, due 2037, mandatory tender on March 1, 2013 [Member] Cleco Power [Member]	Dec. 31, 2011 Bonds [Member] Cleco Power's solid waste disposal facility bonds, 6.00%, due 2038, mandatory tender on October 1, 2011 [Member]	Dec. 31, 2010 Bonds [Member] Cleco Power's solid waste disposal facility bonds, 6.00%, due 2038, mandatory tender on October 1, 2011 [Member]	Oct. 31, 2011 Bonds [Member] Cleco Power's solid waste disposal facility bonds, 6.00%, due 2038, mandatory tender on October 1, 2011 [Member] Cleco Power [Member]	Dec. 31, 2011 Bonds [Member] Cleco Power's solid waste disposal facility bonds, 6.00%, due 2038, mandatory tender on October 1, 2011 [Member] Cleco Power [Member]	Oct. 03, 2011 Bonds [Member] Cleco Power's solid waste disposal facility bonds, 6.00%, due 2038, mandatory tender on October 1, 2011 [Member] Cleco Power [Member]	Dec. 31, 2010 Bonds [Member] Cleco Power's solid waste disposal facility bonds, 6.00%, due 2038, mandatory tender on October 1, 2011 [Member] Cleco Power [Member]	Dec. 31, 2011 Bonds [Member] Cleco Power's GO Zone bonds, 7.00%, due 2038, mandatory tender on December 1, 2011 [Member]	Dec. 31, 2010 Bonds [Member] Cleco Power's GO Zone bonds, 7.00%, due 2038, mandatory tender on December 1, 2011 [Member]	Dec. 31, 2011 Bonds [Member] Cleco Power's GO Zone bonds, 7.00%, due 2038, mandatory tender on December 1, 2011 [Member] Cleco Power [Member]	Dec. 31, 2011 Bonds [Member] Cleco Power's GO Zone bonds, 7.00%, due 2038, mandatory tender on December 1, 2011 [Member] Cleco Power [Member]	Dec. 31, 2010 Bonds [Member] Cleco Power's GO Zone bonds, 7.00%, due 2038, mandatory tender on December 1, 2011 [Member] Cleco Power [Member]	Dec. 31, 2011 Bonds [Member] Cleco Katrina/Ritas Storm Recovery Bonds [Member]	Dec. 31, 2011 Bonds [Member] Cleco Katrina/Ritas Storm Recovery Bonds [Member] Cleco Power [Member]	Dec. 31, 2011 Bonds [Member] Cleco Katrina/Rita's storm recovery bonds, 4.41%, due 2020 [Member]	Dec. 31, 2010 Bonds [Member] Cleco Katrina/Rita's storm recovery bonds, 4.41%, due 2020 [Member]	Dec. 31, 2011 Bonds [Member] Cleco Katrina/Rita's storm recovery bonds, 4.41%, due 2020 [Member] Cleco Power [Member]	Dec. 31, 2010 Bonds [Member] Cleco Katrina/Rita's storm recovery bonds, 4.41%, due 2020 [Member] Cleco Power [Member]	Dec. 31, 2011 Bonds [Member] Cleco Katrina/Rita's storm recovery bonds, 5.61%, due 2023 [Member]	Dec. 31, 2010 Bonds [Member] Cleco Katrina/Rita's storm recovery bonds, 5.61%, due 2023 [Member]	Dec. 31, 2011 Bonds [Member] Cleco Katrina/Rita's storm recovery bonds, 5.61%, due 2023 [Member] Cleco Power [Member]	Dec. 31, 2010 Bonds [Member] Cleco Katrina/Rita's storm recovery bonds, 5.61%, due 2023 [Member] Cleco Power [Member]	Dec. 31, 2011 Bonds [Member] Barge lease obligations, ending December 31, 2013 [Member]	Dec. 31, 2011 Bonds [Member] Barge lease obligations, ending December 31, 2013 [Member] Cleco Power [Member]	Apr. 29, 2011 Bank Term Loan [Member]	Jan. 31, 2011 Bank Term Loan [Member]
Debt Instrument [Line Items]
Gross amount of long-term debt	$ 1,372,105,000	$ 1,423,035,000		$ 1,362,105,000	$ 1,408,035,000		$ 10,000,000	$ 15,000,000	$ 17,538,000	$ 19,200,000	$ 17,538,000	$ 19,200,000	$ 1,344,567,000	$ 1,388,835,000	$ 1,344,567,000	$ 1,388,835,000	$ 75,000,000	$ 75,000,000	$ 75,000,000	$ 75,000,000	$ 50,000,000	$ 50,000,000	$ 50,000,000	$ 50,000,000	$ 250,000,000	$ 250,000,000	$ 250,000,000	$ 250,000,000	$ 295,000,000	$ 295,000,000	$ 295,000,000	$ 295,000,000	$ 250,000,000	$ 250,000,000	$ 250,000,000	$ 250,000,000	$ 100,000,000	$ 0	$ 100,000,000	$ 100,000,000	$ 0	$ 61,260,000	$ 61,260,000	$ 61,260,000	$ 61,260,000	$ 61,260,000	$ 60,000,000	$ 60,000,000	$ 60,000,000	$ 60,000,000	$ 60,000,000	$ 60,000,000	$ 60,000,000	$ 60,000,000	$ 0	$ 32,000,000		$ 0		$ 32,000,000	$ 0	$ 100,000,000	$ 0	$ 0	$ 100,000,000			$ 75,707,000	$ 87,975,000	$ 75,707,000	$ 87,975,000	$ 67,600,000	$ 67,600,000	$ 67,600,000	$ 67,600,000
Less: long-term due within one year	24,258,000	12,269,000		24,258,000	12,269,000																																					11,200,000		11,200,000	11,200,000																					13,100,000	13,100,000
Less: lease obligations due within one year	1,841,000	1,662,000		1,841,000	1,662,000
Less: unamortized premium and discount, net	(8,950,000)	(9,395,000)		(8,950,000)	(9,395,000)
Long-term debt, net	1,337,056,000	1,399,709,000		1,327,056,000	1,384,709,000
Interest rate (in hundredths)																	5.375%		5.375%		4.95%		4.95%		6.65%		6.65%		6.50%		6.50%		6.00%		6.00%		5.12%		5.12%	5.12%		5.875%		5.875%	5.875%		4.70%		4.70%		5.25%		5.25%		6.00%			6.00%			7.00%		7.00%	7.00%				4.41%		4.41%		5.61%		5.61%
Maturity date																	May 01, 2013		May 01, 2013		Jul. 15, 2015		Jul. 15, 2015		Jun. 15, 2018		Jun. 15, 2018		Dec. 01, 2035		Dec. 01, 2035		Dec. 01, 2040		Dec. 01, 2040		Dec. 16, 2041		Dec. 16, 2041	Dec. 16, 2041		Sep. 01, 2029			Sep. 01, 2029		Nov. 01, 2036		Nov. 01, 2036		Nov. 01, 2037		Nov. 01, 2037		Oct. 01, 2038			Oct. 01, 2038			Dec. 01, 2038			Dec. 01, 2038				Mar. 01, 2020		Mar. 01, 2020		Mar. 01, 2023		Mar. 01, 2023		Dec. 31, 2013	Dec. 31, 2013		Aug. 19, 2011
Earliest call date																																										Sep. 01, 2009			Sep. 01, 2009		Nov. 01, 2016		Nov. 01, 2016
Mandatory tender date																																																			Mar. 01, 2013		Mar. 01, 2013
Reacquired date																																																							Oct. 01, 2011			Oct. 01, 2011			Dec. 01, 2011			Dec. 01, 2011
Initial termination date of barge lease agreement																																																																												12/31/2013	12/13/2013
Long-term outstanding	1,361,314,000	1,411,978,000		1,351,314,000	1,396,978,000
Repayments of long-term debt	12,269,000	120,867,000	114,846,000	12,269,000	85,704,000	114,846,000																																																			32,000,000							100,000,000
Interest Paid																																												300,000													1,000,000						3,500,000															600,000
Interest rate initial percentage																																																											0.16%				0.12%	0.12%
Amounts payable under long-term debt agreements [Abstract]
2012	24,258,000	12,269,000		24,258,000	12,269,000																																					11,200,000		11,200,000	11,200,000																					13,100,000	13,100,000
2013	88,969,000			88,969,000
2014	14,876,000			14,876,000
2015	65,824,000			65,824,000
2016	26,815,000			16,815,000
Thereafter	$ 1,133,825,000			$ 1,133,825,000

XML

Acadia Transactions (Details) (USD $) In Millions, unless otherwise specified	Dec. 31, 2011 Cleco Power [Member] Acadia Unit 1 and Facilities [Member]	Dec. 31, 2011 APH [Member] Acadia Unit 1 and Facilities [Member]	Dec. 31, 2011 APH [Member] Acadia Unit 2 and Facilities [Member]	Dec. 31, 2011 Acadia Power Partners [Member] Acadia Unit 1 and Facilities [Member]	Dec. 31, 2011 Acadia Power Partners [Member] Acadia Unit 2 and Facilities [Member]	Apr. 29, 2011 Acadia Power Partners [Member] APH [Member]	Apr. 29, 2011 Cajun [Member] APH [Member]
Significant Acquisitions and Disposals [Line Items]
Proceeds from plant disposition				$ (304.0)	$ (298.8)
Deferred taxes recognized	78.4
Recognized gain on transaction			62.0	82.0
Indemnification against third parties		6.8	10.9
Third parties' share of entity's liabilities (in hundredths)		50.00%	50.00%
Net adjustment to equity income			26.2
Impairment of investment			45.9
Capitalized interest and other			$ 19.7
Ownership interest received (in hundredths)						100.00%
Ownership interest exchanged (in hundredths)							50.00%

XML

Consolidated Statements of Comprehensive Income (Parenthetical) (USD $) In Thousands, unless otherwise specified	12 Months Ended
	Dec. 31, 2011	Dec. 31, 2010	Dec. 31, 2009
Other comprehensive income (loss), net of tax:
Net tax expense (benefit) of amortization of postretirement benefit net loss (gain)	$ 605	$ (20)	$ (158)
Net tax (benefit) expense of postretirement benefit loss incurred during the year	(949)	131	(2,553)
Cash flow hedges:
Net tax (benefit) expense of net derivative (loss) gain	(9,873)	1,823	1,208
Interest Expense [Member]
Cash flow hedges:
Net tax (benefit) expense of reclassification of net (gain) loss	(129)	197	110
Other Expense [Member]
Cash flow hedges:
Net tax (benefit) expense of reclassification of net (gain) loss		434
Cleco Power [Member]
Other comprehensive income (loss), net of tax:
Net tax expense (benefit) of amortization of postretirement benefit net loss (gain)	303	(239)	(322)
Net tax (benefit) expense of postretirement benefit loss incurred during the year	(266)	725	(1,715)
Cash flow hedges:
Net tax (benefit) expense of net derivative (loss) gain	(9,873)	1,823	1,208
Cleco Power [Member] | Interest Expense [Member]
Cash flow hedges:
Net tax (benefit) expense of reclassification of net (gain) loss	(129)	197	110
Cleco Power [Member] | Other Expense [Member]
Cash flow hedges:
Net tax (benefit) expense of reclassification of net (gain) loss		$ 434

XML

Consolidated Balance Sheets (USD $) In Thousands, unless otherwise specified	Dec. 31, 2011	Dec. 31, 2010
Current assets
Cash and cash equivalents	$ 93,576	$ 191,128
Restricted cash	8,761	14,959
Customer accounts receivable (less allowance for doubtful accounts of $1,128 in 2011 and $1,046 in 2010)	37,813	38,820
Accounts receivable - affiliate	0	831
Other accounts receivable, less allowance for doubtful accounts	42,051	52,546
Taxes receivable	44,584	50,104
Unbilled revenue	30,129	44,649
Fuel inventory, at average cost	41,845	82,737
Material and supplies inventory, at average cost	53,714	48,265
Accumulated deferred federal and state income taxes, net	29,249	4,106
Accumulated deferred fuel	2,136	10,348
Cash surrender value of company-/trust-owned life insurance policies	51,073	49,789
Prepayments	5,384	6,399
Regulatory assets- other	13,028	13,508
Other current assets	3,442	661
Total current assets	456,785	608,850
Property, plant and equipment
Property, plant, and equipment	4,023,655	3,810,896
Accumulated depreciation	(1,230,783)	(1,162,456)
Net property, plant, and equipment	2,792,872	2,648,440
Construction work in progress	101,027	135,785
Total property, plant and equipment, net	2,893,899	2,784,225
Equity investment in investees	14,540	86,732
Prepayments	4,770	5,274
Restricted cash, less current portion	27,067	26,089
Regulatory assets and liabilities - deferred taxes, net	214,421	203,696
Regulatory assets - other	269,444	266,431
Net investment in direct financing lease	13,633	13,817
Intangible asset	133,595	145,374
Other deferred charges	22,048	20,922
Total assets	4,050,202	4,161,410
Current liabilities
Short-term debt	0	150,000
Long-term debt due within one year	24,258	12,269
Accounts payable	125,721	123,042
Retainage	3,587	2,726
Accounts payable - affiliate	0	155
Customer deposits	43,091	38,934
Provision for rate refund	7,323	9,598
Interest accrued	22,642	34,462
Energy risk management liability	5,336	9,027
Interest rate risk management liability	3,330	0
Regulatory liabilities - other	33,019	43,562
Deferred compensation	8,302	7,751
Uncertain tax positions	27,239	31,853
Other current liabilities	17,154	14,302
Total current liabilities	321,002	477,681
Deferred credits
Accumulated deferred federal and state income taxes, net	649,926	553,211
Accumulated deferred investment tax credits	7,432	8,669
Postretirement benefit obligations	133,274	166,387
Regulatory liabilities - other	7,303	44,313
Restricted storm reserve	24,880	25,993
Uncertain tax positions	23,494	60,395
Tax credit fund investment, net	61,507	44,514
Contingent sale obligations	29,357	4,714
Other deferred credits	35,114	57,617
Total deferred credits	972,287	965,813
Long-term debt, net	1,337,056	1,399,709
Total liabilities	2,630,345	2,843,203
Commitments and Contingencies (Note 14)
Preferred stock
Not subject to mandatory redemption, $100 par value, authorized 1,491,900 shares, issued zero and 10,288 shares at December 31, 2011, and 2010, respectively	0	1,029
Common shareholders' equity
Common stock, $1 par value, authorized 100,000,000 shares, issued 60,702,342 and 60,539,624 shares and outstanding 60,291,939 and 60,526,126 shares at December 31, 2011, and 2010, respectively	60,702	60,540
Premium on common stock	409,904	405,313
Retained earnings	990,605	863,237
Treasury stock, at cost, 410,403 and 13,498 shares at December 31, 2011, and 2010, respectively	(13,215)	(274)
Accumulated other comprehensive loss	(28,139)	(11,638)
Total common shareholders' equity	1,419,857	1,317,178
Total shareholders' equity	1,419,857	1,318,207
Total liabilities and shareholders' equity	4,050,202	4,161,410
Cleco Power [Member]
Current assets
Cash and cash equivalents	67,458	184,912
Restricted cash	8,761	14,959
Customer accounts receivable (less allowance for doubtful accounts of $1,128 in 2011 and $1,046 in 2010)	37,813	38,820
Accounts receivable - affiliate	2,405	2,738
Other accounts receivable, less allowance for doubtful accounts	35,618	47,992
Taxes receivable	3,197	4,123
Unbilled revenue	30,129	44,649
Fuel inventory, at average cost	41,845	82,737
Material and supplies inventory, at average cost	51,132	45,913
Accumulated deferred federal and state income taxes, net	19,829	2,811
Accumulated deferred fuel	2,136	10,348
Cash surrender value of company-/trust-owned life insurance policies	20,433	20,051
Prepayments	4,155	4,944
Regulatory assets- other	13,028	13,508
Other current assets	375	412
Total current assets	338,314	518,917
Property, plant and equipment
Property, plant, and equipment	3,759,541	3,552,779
Accumulated depreciation	(1,153,004)	(1,085,945)
Net property, plant, and equipment	2,606,537	2,466,834
Construction work in progress	97,595	130,396
Total property, plant and equipment, net	2,704,132	2,597,230
Equity investment in investees	14,532	13,073
Prepayments	4,770	5,274
Restricted cash, less current portion	26,970	25,992
Regulatory assets and liabilities - deferred taxes, net	214,421	203,696
Regulatory assets - other	269,444	266,431
Intangible asset	133,595	145,374
Other deferred charges	20,293	19,218
Total assets	3,726,471	3,795,205
Current liabilities
Short-term debt	0	0
Long-term debt due within one year	24,258	12,269
Accounts payable	111,504	112,487
Retainage	3,587	2,726
Accounts payable - affiliate	9,311	7,945
Customer deposits	43,091	38,934
Provision for rate refund	7,323	9,598
Interest accrued	22,540	13,450
Energy risk management liability	5,336	9,027
Interest rate risk management liability	3,330	0
Regulatory liabilities - other	33,019	43,562
Uncertain tax positions	27,465	0
Other current liabilities	11,193	9,862
Total current liabilities	301,957	259,860
Deferred credits
Accumulated deferred federal and state income taxes, net	675,835	601,574
Accumulated deferred investment tax credits	7,432	8,669
Postretirement benefit obligations	94,147	130,757
Regulatory liabilities - other	7,303	44,313
Restricted storm reserve	24,880	25,993
Uncertain tax positions	19,906	54,835
Other deferred credits	37,093	50,572
Total deferred credits	866,596	916,713
Member's equity	1,230,862	1,233,923
Long-term debt, net	1,327,056	1,384,709
Total capitalization	2,557,918	2,618,632
Commitments and Contingencies (Note 14)
Common shareholders' equity
Accumulated other comprehensive loss	(20,630)	(4,734)
Total liabilities and shareholders' equity	$ 3,726,471	$ 3,795,205

XML

Common and Preferred Stock

12 Months Ended

Dec. 31, 2011

Equity [Abstract]

Common and Preferred Stock

Common and Preferred Stock

Common Stock

Stock-Based Compensation

At December 31, 2011, and 2010, Cleco had two stock-based plans: the ESPP and the LTICP. Substantially all employees, excluding officers and general managers, may choose to participate in the ESPP and purchase a limited amount of common stock at a discount through a stock option agreement. Options or restricted shares of stock, known as non-vested stock as defined by the authoritative guidance on stock-based compensation, common stock equivalents, and stock appreciation rights may be granted to certain officers, key employees, or directors of Cleco pursuant to the LTICP.

On January 28, 2011, Cleco granted 145,002 shares of non-vested stock to certain officers, key employees, and directors of Cleco pursuant to the LTICP. On July 5, 2011, Cleco granted an additional 40,000 shares of non-vested stock to certain officers of Cleco pursuant to the LTICP.

The fair market value of non-vested stock was recorded as compensation expense during the service periods, which are generally three years, after which the restrictions lapse, and assuming obtainment of vesting requirements was probable. All stock-based compensation cost is measured at the grant date, based on the fair value of the award, and is recognized as an expense in the income statement over the grant’s requisite service period. Awards that vest pro rata during the requisite service period that contain only a service condition could be viewed not as one award, but instead as multiple awards with separate vesting schedules and are defined as having a graded vesting schedule. Cleco has elected to view grants with graded vesting schedules as one award and recognize the related compensation expense on a straight-line basis over the requisite service period. The ESPP’s discount rate is 5% and the plan does not contain optionality features beyond those listed by the authoritative guidance on stock-based compensation. Cleco is not required to recognize a fair-value expense related to the ESPP.

Cleco recorded compensation expense for all non-vested options and non-vested stock. This cost was based on the grant-date fair value. The cost for all stock-based awards represents the grant-date fair value. Cleco and Cleco Power reported pre-tax compensation expense for their share-based compensation plans as shown in the following table:

	CLECO						CLECO POWER
			FOR THE YEAR ENDED DECEMBER 31,						FOR THE YEAR ENDED DECEMBER 31,
(THOUSANDS)	2011		2010		2009		2011		2010		2009
Equity classification
Non-vested stock	$	3,391	$	2,276	$	2,084	678		$	575	$	549
Stock options(1)	103		51		51		—		—		—
Total equity classification	$	3,494	$	2,327	$	2,135	$	678	$	575	$	549
Liability classification
Common stock equivalent units	$	3,509	$	2,812	$	3,545	$	1,118	$	1,271	$	1,306
Total pre-tax compensation expense	$	7,003	$	5,139	$	5,680	$	1,796	$	1,846	$	1,855
Tax benefit (excluding income tax gross-up)	$	2,695	$	1,977	$	2,186	$	691	$	710	$	714

⁽¹⁾ For the years ended December 31, 2011, 2010, and 2009 compensation expense charged against income for non-forfeitable dividends paid on non-vested stock not expected to vest and stock options was $0.1 million.

As required by the authoritative guidance on stock-based compensation, the amount of stock-based compensation capitalized in property, plant, and equipment for the years ended December 31, 2011, and 2010 was $2.3 million and $1.8 million, respectively.

Cash received from options exercised under all stock-based compensation plans for the years ended December 31, 2011, and 2010 was $0.9 million and $3.2 million, respectively. The associated tax benefit for options exercised for each of the years ended December 31, 2011, and 2010 was $0.2 million and $0.4 million, respectively. No cash was paid to settle equity instruments granted under the stock-based compensation plans for the years ended December 31, 2011, or 2010.

Stock-Based Plan Descriptions and Share Information

Stock Options

LTICP stock options may be granted to certain officers, key employees, or directors of Cleco. The directors’ stock options have an exercise price calculated by averaging the high and low stock price on the grant date rounded to the nearest one-eighth, are immediately exercisable, and expire after 10 years. The officers’ and employees’ stock options have an exercise price calculated by averaging the high and low stock price on the grant date rounded to the nearest one-eighth, vest one-third each year, beginning on the third anniversary of the grant date, and expire after 10 years. The estimated fair value was calculated using the Black-Scholes option pricing model and was included in the pro forma disclosures. There were no stock options granted in 2011, 2010, or 2009.

A summary of LTICP stock option activity during the year ended December 31, 2011, is presented in the following table.

	SHARES		WEIGHTED- AVERAGE EXERCISE PRICE		WEIGHTED- AVERAGE REMAINING  CONTRACTUAL TERM (YEARS)	AGGREGATE INTRINSIC  VALUE (THOUSANDS)
Outstanding at January 1, 2011	134,070		$	21.32	11.04	$	1,266
Exercised	(39,700	)	$	21.77	—	$	—
Forfeited	(300	)	$	22.25	—	$	—
Outstanding at December 31, 2011	94,070		$	21.12	14.92	$	1,597
Exercisable at December 31, 2011	90,570		$	21.03	15.34	$	1,546

The total intrinsic value of options exercised during the years ended December 31, 2011, 2010, and 2009 was $0.5 million, $1.1 million, and $0.4 million, respectively.

Non-Vested Stock and Common Stock Equivalent Units

In 2011, 2010, and 2009, Cleco granted non-vested stock and in 2010 and 2009 common stock equivalent units (CEUs) were granted to certain employees. The non-vested stock is classified as equity since the grant can only be settled in shares of Cleco Corporation common stock. The recipients of the non-vested stock can vote the shares; however, dividends are not paid until the end of the service period and only in proportion to the non-vested stock that actually vests. The CEUs granted are classified as liabilities since the grant is currently settled in cash. Recipients of the CEUs will receive a dividend equivalent under the same terms as the dividends paid on the non-vested stock. In order to vest, both instruments require the satisfaction of a service requirement and a market-based requirement. Recipients of both types of instruments are eligible to receive opportunity instruments if certain market-based measures are exceeded.

At December 31, 2011, the number of target and opportunity restricted shares and CEUs previously granted for which restrictions had not lapsed totaled 825,254. Cleco also grants to employees and directors non-vested stock with only a service period requirement. These grants require the satisfaction of a pre-determined service period in order for the shares to vest. The employees and directors can vote these shares and, with the exception of non-vested shares granted to three officers during 2011, receive dividends on the shares during the vesting period. Dividends on the non-vested shares granted to officers during 2011 will be accrued during the vesting period and paid upon lapse of restrictions. At December 31, 2011, the number of shares of non-vested stock previously granted with only a service period requirement for which the period had not ended was 151,314.

The fair value of shares of non-vested stock granted in 2011, 2010, and 2009 under the LTICP is estimated on the date of grant, and the CEUs granted in 2010 and 2009 under the LTICP are marked-to-market using the Monte Carlo simulation model with the assumptions listed in the following table. There were no CEUs granted in 2011.

												AT DECEMBER 31,
				2011					2010						2009
	NON-VESTED STOCK			CEUs		NON-VESTED  STOCK			CEUs			NON-VESTED  STOCK			CEUs
Expected term (in years)(1)	3.0			—		3.0			3.0			3.0			3.0
Volatility of Cleco stock (2)	28.5		%	—		30.6		%	28.6		%	29.9		%	30.0		%
Correlation between Cleco stock volatility and peer group	63.2		%	—		60.6		%	62.5		%	62.5		%	63.0		%
Expected dividend yield	3.3		%	—		3.5		%	3.9		%	4.1		%	4.0		%
Weighted average fair value (Monte Carlo model)	$	34.88		$	—	$	27.92		$	32.81		$	25.93		$	30.81

(1) The expected term was based on the service period of the award.

(2) The volatility rate is based on historical stock prices over an appropriate period, generally equal to the expected term.

A summary of non-vested stock activity during the year ended December 31, 2011, is presented in the following table.

	SHARES		WEIGHTED-AVERAGE GRANT-DATE FAIR VALUE		UNITS		WEIGHTED-AVERAGE FAIR VALUE
	NON-VESTED STOCK				CEUs
Non-vested at January 1, 2011	263,709		$	25.34	126,547		$	38.86
Granted	223,662		$	34.72	—		$	—
Vested	(112,049	)	$	24.78	(66,663	)	$	73.62
Forfeited	(4,591	)	$	34.88	—		$	—
Non-vested at December 31, 2011	370,731		$	31.05	59,884		$	42.22

The fair value of shares of non-vested stock which vested during the years ended December 31, 2011, 2010, and 2009 was $4.0 million, $2.4 million, and $2.6 million, respectively.

During the years ended December 31, 2011, 2010, and 2009, Cleco did not modify any of the terms of outstanding awards. In all periods presented, Cleco has recognized stock-based compensation expense for these provisions, which is known as the non-substantive vesting period approach. The grants of non-vested stock to employees in January 2011, 2010, and 2009 did not contain the accelerated vesting provisions included in the prior years’ grants.

On January 1, 2010, the 2010 LTICP became effective. A maximum of 2,250,000 shares of Cleco Corporation common stock could be granted under the 2010 LTICP. As of December 31, 2011, there were 1,728,489 shares available for future grants under the 2010 LTICP. Grants and awards made under the 2000 LTICP will remain outstanding in accordance with its existing terms. At December 31, 2011, there were stock options to purchase 94,070 shares of Cleco Corporation common stock and 62,386 shares of non-vested Cleco Corporation common stock outstanding under the 2000 LTICP. Equity instruments awarded to employees and directors historically have come from issuing new shares of common stock; however, future awards may come from purchasing outstanding shares of common stock through Cleco Corporation’s common stock repurchase program. As of December 31, 2011, there were 167,248 non-vested share-based compensation arrangements granted under the LTICP that are expected to vest over an average period of 1.4 years. The total unrecognized before-tax compensation cost was $4.8 million for non-vested stock-based compensation arrangements granted under the LTICP.

Employee Stock Purchase Plan

Regular, full-time, and part-time employees of Cleco Corporation and its participating subsidiaries, except officers, general managers, and employees who own 5% or more of Cleco Corporation’s stock, may participate in the ESPP. An eligible employee enters into an option agreement to become a participant in the ESPP. Under the agreement, the employee authorizes payroll deductions in an amount not less than $10 but not more than $350 each pay period. Payroll deductions are accumulated during a calendar quarter and applied to the purchase of common stock at the end of each quarter, which is referred to as an “offering period.” Pending the purchase of common stock, payroll deductions remain as general assets of Cleco. No trust or other fiduciary account has been established in connection with the ESPP. At the end of each offering period, payroll deductions are automatically applied to the purchase of shares of common stock. The number of shares of common stock purchased is determined by dividing each participant’s payroll deductions during the offering period by the option price of a share of common stock.

A maximum of 734,000 shares of common stock may be purchased under the ESPP, subject to adjustment for changes in the capitalization of Cleco Corporation. The Compensation Committee of Cleco Corporation’s Board of Directors administers the ESPP. The Compensation Committee and the Board of Directors each possess the authority to amend the ESPP, but shareholder approval is required for any amendment that increases the number of shares covered by the ESPP. In January 2009, the Board of Directors approved and authorized an additional 50,000 shares of common stock to be reserved for issuance under the DRIP Feature of the ESPP. As of December 31, 2011, there were 432,756 shares of common stock left to be purchased under the ESPP.

Common Stock Repurchase Program

In January 2011, Cleco Corporation’s Board of Directors approved the implementation of a new common stock repurchase program. This program authorizes management to repurchase, from time to time, shares of common stock so that Cleco’s diluted average shares of common stock outstanding remain approximately equal to its diluted average shares of common stock outstanding for 2010. Under this program, purchases may be made on a discretionary basis at times and in amounts as determined by management, subject to market conditions, legal requirements and other factors. Purchases under the program will not be announced in advance and may be made in the open market or through privately negotiated transactions. In August 2011, Cleco Corporation repurchased 400,000 shares of common stock.

Preferred Stock

On June 24, 2011, Cleco Corporation redeemed all 10,288 outstanding shares of its 4.5% preferred stock. The redemption price was $101 per share plus accrued and unpaid dividends to the redemption date, or $101.296 per share. As of the redemption date, no shares of 4.5% preferred stock were outstanding.  Holders are no longer entitled to dividends and all rights of such holders as shareholders of Cleco Corporation by reason of their ownership of such 4.5% preferred stock have ceased.

XML

Litigation, Other Commitments and Contingencies, and Disclosures about Guarantees Fuel Transportation Agreement and Capital Leases (Details) (USD $)	12 Months Ended
	Dec. 31, 2011	Dec. 31, 2010
Future minimum lease payments under capital leases [Abstract]
Current liabilities	$ 1,841,000	$ 1,662,000
Cleco Power [Member]
Analysis of leased property under capital leases by major classes [Abstract]
Less: accumulated amortization	6,567,000	4,362,000
Net capital leases	15,483,000	17,688,000
Future minimum lease payments under capital leases [Abstract]
2012	4,681,000
2013	4,668,000
2014	4,668,000
2015	4,668,000
2016	4,681,000
Thereafter	9,441,000
Total minimum lease payments	32,807,000
Less: executory costs	8,567,000
Net minimum lease payments	24,240,000
Less: amount representing interest	6,702,000
Present value of net minimum lease payments	17,538,000
Current liabilities	1,841,000	1,662,000
Non-current liabilities	15,697,000
Cleco Power [Member] | Barges [Member]
Fuel Transportation Agreement [Abstract]
Number of barges under capital lease (in units)	42
Lease rate - fixed component (in dollars per day per unit)	225
Lease rate - variable component (in dollars per day per unit)	75
Basis of variable component	Producer Price Index (PPI)
Payments made under capital lease	4,700,000	4,700,000
Term of capital lease and extensions thereto	The initial term of this agreement is five years and unless renewed, the agreement will terminate on December 31, 2013.  Cleco Power has an option to renew this agreement for a second five-year term in full or in part and, at its option, purchase any or all of the dedicated barges.
Capital lease term	5 years
Barge purchase option, purchase amount	21,700,000
Analysis of leased property under capital leases by major classes [Abstract]
Total capital leases	$ 22,050,000	$ 22,050,000

XML

Disclosures about Segments (Details) (USD $) In Thousands, unless otherwise specified	3 Months Ended								12 Months Ended
	Dec. 31, 2011 entity	Sep. 30, 2011	Jun. 30, 2011	Mar. 31, 2011	Dec. 31, 2010	Sep. 30, 2010	Jun. 30, 2010	Mar. 31, 2010	Dec. 31, 2011 entity	Dec. 31, 2010	Dec. 31, 2009
Revenue
Electric operations									$ 1,051,956	$ 1,086,102	$ 808,646
Tolling operations									19,004	26,067	0
Other operations									52,962	44,529	33,651
Electric customer credits									(6,811)	(9,596)	0
Affiliate revenue									202	1,564	11,461
Operating revenue, net	239,119	351,581	272,923	253,690	256,584	343,892	275,903	272,287	1,117,313	1,148,666	853,758
Depreciation expense									119,790	112,203	78,204
Interest charges									70,658	95,776	51,055
Interest income									891	409	1,512
Equity income (loss) from investees, before tax									62,050	38,849	(17,423)
Gain on toll settlement									0	148,402	0
Federal and state income tax expense									102,897	142,498	9,579
Segment profit (loss)									195,848	255,391	106,307
Additions to long-lived assets									211,695	453,221	236,420
Equity investment in investees	14,540				86,732				14,540	86,732	251,617
Total segment assets	4,050,202				4,161,410				4,050,202	4,161,410	3,694,847
Reconciliation of segment profit to consolidated profit:
Number of transmission interconnection facility subsidiaries	2								2
Unallocated items:
Preferred dividends requirements									26	46	46
Preferred stock redemption costs									112	0	0
Net income applicable to common stock	30,643	65,842	70,221	29,004	20,613	49,600	35,174	149,958	195,710	255,345	106,261
Midstream [Member]
Revenue
Electric operations									0	0	0
Tolling operations									19,004	26,067
Other operations									9	3	1
Electric customer credits									0	0
Affiliate revenue									45	960	8,748
Operating revenue, net									19,058	27,030	8,749
Depreciation expense									5,872	5,779	177
Interest charges									(28,996)	7,140	7,408
Interest income									25	0	0
Equity income (loss) from investees, before tax									62,053	38,848	(19,339)
Gain on toll settlement										148,402
Federal and state income tax expense									44,637	71,255	(11,027)
Segment profit (loss)									42,792	114,467	(17,730)
Additions to long-lived assets									8,437	2,113	55
Equity investment in investees	0				73,648				0	73,648	223,652
Total segment assets	233,666				316,165				233,666	316,165	270,713
Reconciling Items [Member]
Revenue
Electric operations									0	0	0
Tolling operations									0	0
Other operations									2,011	1,959	102
Electric customer credits									0	0
Affiliate revenue									53,068	47,924	46,308
Operating revenue, net									55,079	49,883	46,410
Depreciation expense									1,072	838	963
Interest charges									2,405	10,551	(9,717)
Interest income									77	675	5,261
Equity income (loss) from investees, before tax									(3)	1	1,916
Gain on toll settlement										0
Federal and state income tax expense									(11,149)	(3,864)	5,309
Segment profit (loss)									10,221	(6,480)	12,871
Additions to long-lived assets									1,278	2,056	980
Equity investment in investees	8				11				8	11	15,093
Total segment assets	201,074				401,663				201,074	401,663	383,058
Eliminations [Member]
Revenue
Electric operations									0	0	0
Tolling operations									0	0
Other operations									(6)	(11)	(10)
Electric customer credits									0	0
Affiliate revenue									(54,300)	(48,691)	(44,990)
Operating revenue, net									(54,306)	(48,702)	(45,000)
Depreciation expense									0	0	0
Interest charges									159	(646)	(5,198)
Interest income									159	(645)	(5,198)
Equity income (loss) from investees, before tax									0	0	0
Gain on toll settlement										0
Federal and state income tax expense									0	0	0
Segment profit (loss)									0	(1)	0
Additions to long-lived assets									0	0	0
Equity investment in investees	0				0				0	0	(1)
Total segment assets	(111,009)				(351,623)				(111,009)	(351,623)	(322,886)
Unallocated Amount to Segment [Member]
Unallocated items:
Preferred dividends requirements									26	46	46
Preferred stock redemption costs									112
Cleco Power [Member]
Revenue
Electric operations									1,051,956	1,086,102	808,646
Tolling operations									0	0
Other operations									50,948	42,578	33,558
Electric customer credits									(6,811)	(9,596)	0
Affiliate revenue									1,389	1,371	1,395
Operating revenue, net	236,099	342,296	268,464	250,623	253,251	332,477	271,200	263,527	1,097,482	1,120,455	843,599
Depreciation expense									112,846	105,586	77,064
Interest charges									97,090	78,731	58,562
Interest income									630	379	1,449
Equity income (loss) from investees, before tax									0	0	0
Gain on toll settlement										0
Federal and state income tax expense									69,409	75,107	15,297
Segment profit (loss)	23,278	53,833	35,694	30,030	23,821	52,335	39,089	32,160	142,835	147,405	111,166
Additions to long-lived assets									201,980	449,052	235,385
Equity investment in investees	14,532				13,073				14,532	13,073	12,873
Total segment assets	$ 3,726,471				$ 3,795,205				$ 3,726,471	$ 3,795,205	$ 3,363,962

XML

Income Taxes, Income Tax Uncertainties (Details) (USD $) In Thousands, unless otherwise specified	12 Months Ended
	Dec. 31, 2011	Dec. 31, 2010	Dec. 31, 2009
Uncertain Tax Positions [Abstract]
Interest payable associated with uncertain tax positions	$ 13,843	$ 41,018
Interest charges related to uncertain tax positions	(25,795)	3,930	8,239
Liability for unrecognized tax benefit [Roll Forward]
Balance at beginning of period	102,785	129,235	84,918
Reduction for tax positions of current period	(4,129)	(5,738)	(15,126)
Additions for tax positions of prior years	11,031	511	59,443
Reduction for tax positions of prior years	(8,670)	(6,146)	0
Reduction for settlement with tax authority	(44,782)	(15,077)
Reduction for lapse of statute of limitations	0	0	0
Balance at end of period	56,235	102,785	129,235
Cleco Power [Member]
Uncertain Tax Positions [Abstract]
Interest payable associated with uncertain tax positions	17,327	15,211
Interest charges related to uncertain tax positions	3,495	(5,448)	3,336
Liability for unrecognized tax benefit [Roll Forward]
Balance at beginning of period	60,975	84,360	60,536
Reduction for tax positions of current period	(4,018)	(2,202)	(11,499)
Additions for tax positions of prior years	4,271	3	35,323
Reduction for tax positions of prior years	(8,670)	(6,109)	0
Reduction for settlement with tax authority	0	(15,077)
Reduction for lapse of statute of limitations	0	0	0
Balance at end of period	$ 52,558	$ 60,975	$ 84,360

XML

Schedule II Valuation and Qualifying Accounts (Details) (USD $) In Thousands, unless otherwise specified	12 Months Ended
	Dec. 31, 2011	Dec. 31, 2010	Dec. 31, 2009
Allowance for Uncollectible Accounts [Member]
Movement in Valuation Allowances and Reserves [Roll Forward]
Balance at beginning of period	$ 3,455	$ 1,173	$ 1,632
Additions	1,992	3,756	1,657
Uncollectible account write-offs less recoveries	4,311	1,474	2,116
Balance at end of period	1,136	3,455	1,173
Unrestricted Storm Reserve [Member]
Movement in Valuation Allowances and Reserves [Roll Forward]
Balance at beginning of period	1,454	1,146	210
Additions	2,000	543	3,643
Deductions	2,051	235	2,707
Balance at end of period	1,403	1,454	1,146
Restricted Storm Reserve [Member]
Movement in Valuation Allowances and Reserves [Roll Forward]
Balance at beginning of period	25,993	25,434	27,410
Additions	887	857	825
Deductions	2,000	298	2,801
Balance at end of period	24,880	25,993	25,434
Cleco Power [Member] | Allowance for Uncollectible Accounts [Member]
Movement in Valuation Allowances and Reserves [Roll Forward]
Balance at beginning of period	3,395	1,173	1,632
Additions	1,972	3,696	1,657
Uncollectible account write-offs less recoveries	4,231	1,474	2,116
Balance at end of period	1,136	3,395	1,173
Cleco Power [Member] | Unrestricted Storm Reserve [Member]
Movement in Valuation Allowances and Reserves [Roll Forward]
Balance at beginning of period	1,454	1,146	210
Additions	2,000	543	3,643
Deductions	2,051	235	2,707
Balance at end of period	1,403	1,454	1,146
Cleco Power [Member] | Restricted Storm Reserve [Member]
Movement in Valuation Allowances and Reserves [Roll Forward]
Balance at beginning of period	25,993	25,434	27,410
Additions	887	857	825
Deductions	2,000	298	2,801
Balance at end of period	$ 24,880	$ 25,993	$ 25,434

XML

Schedule I Financial Statements of Cleco Corporation, Debt (Details) (USD $)	12 Months Ended					0 Months Ended	1 Months Ended			12 Months Ended			0 Months Ended	1 Months Ended	0 Months Ended	1 Months Ended		0 Months Ended
	Dec. 31, 2011	Dec. 31, 2010	Dec. 31, 2009	Dec. 31, 2011 Cleco Corporation's credit facility draws [Member]	Dec. 31, 2010 Cleco Corporation's credit facility draws [Member]	Apr. 29, 2011 Bank Term Loan [Member]	Jan. 31, 2011 Bank Term Loan [Member]	Dec. 31, 2010 Bank Term Loan [Member]	Dec. 31, 2011 Revolving Credit Facility [Member]	Dec. 31, 2011 CLECO CORPORATION (Parent Company Only) [Member]	Dec. 31, 2010 CLECO CORPORATION (Parent Company Only) [Member]	Dec. 31, 2009 CLECO CORPORATION (Parent Company Only) [Member]	Apr. 29, 2011 CLECO CORPORATION (Parent Company Only) [Member] Bank Term Loan [Member]	Jan. 31, 2011 CLECO CORPORATION (Parent Company Only) [Member] Bank Term Loan [Member]	Oct. 07, 2011 CLECO CORPORATION (Parent Company Only) [Member] Revolving Credit Facility [Member]	Nov. 30, 2010 CLECO CORPORATION (Parent Company Only) [Member] Revolving Credit Facility [Member]	Dec. 31, 2011 CLECO CORPORATION (Parent Company Only) [Member] Revolving Credit Facility [Member]	Oct. 07, 2011 CLECO CORPORATION (Parent Company Only) [Member] Revolving Credit Facility [Member] LIBOR [Member]	Oct. 07, 2011 CLECO CORPORATION (Parent Company Only) [Member] Revolving Credit Facility [Member] ABR [Member]	Jan. 31, 2011 Option 1 [Member] Bank Term Loan [Member]	Jan. 31, 2011 Option 2 [Member] Bank Term Loan [Member]
Debt [Abstract]
Short-term debt outstanding	$ 0	$ 150,000,000					$ 150,000,000			$ 0	$ 150,000,000
Interest rate								2.75%												2.50%	1.50%
Maturity date, subsequent to extension							Aug. 19, 2011							Aug. 19, 2011
Retirement of short-term debt	150,000,000	0	0			150,000,000				150,000,000	0	0	150,000,000
Interest Paid						600,000							600,000
Long-term debt outstanding										10,000,000	15,000,000
Maximum borrowing capacity									550,000,000						250,000,000	200,000,000
Term (in years)																4 years
Maturity date															October 7, 2016	November 23, 2014
Interest rate description																LIBOR plus 2.05%		LIBOR plus 1.50%	ABR plus 0.50%
Fees (in hundredths)															0.25%	0.45%
Gross amount of long-term debt and capital lease obligations	1,372,105,000	1,423,035,000		10,000,000	15,000,000
Amount outstanding																	10,000,000
Available borrowing capacity																	$ 240,000,000

XML

Document And Entity Information (USD $)	12 Months Ended
	Dec. 31, 2011	Feb. 01, 2012	Jun. 30, 2011
Entity Information [Line Items]
Entity Registrant Name	CLECO CORP
Entity Central Index Key	0001089819
Current Fiscal Year End Date	--12-31
Entity Filer Category	Large Accelerated Filer
Document Type	10-K
Document Period End Date	Dec. 31, 2011
Document Fiscal Year Focus	2011
Document Fiscal Period Focus	FY
Amendment Flag	false
Entity Common Stock, Shares Outstanding		60,825,604
Entity Well-known Seasoned Issuer	Yes
Entity Voluntary Filers	No
Entity Current Reporting Status	Yes
Entity Public Float			$ 2,075,188,126
Cleco Power [Member]
Entity Information [Line Items]
Entity Registrant Name	CLECO POWER LLC
Entity Central Index Key	0000018672
Current Fiscal Year End Date	--12-31
Entity Filer Category	Non-accelerated Filer
Document Fiscal Year Focus	2011
Document Fiscal Period Focus	FY
Entity Well-known Seasoned Issuer	No
Entity Voluntary Filers	No
Entity Current Reporting Status	Yes

XML

Pension Plan and Employee Benefits

12 Months Ended

Dec. 31, 2011

Compensation and Retirement Disclosure [Abstract]

Pension Plan and Employee Benefits

Pension Plan and Employee Benefits

In accordance with the authoritative guidance for compensation of retirement benefits, Cleco’s measurement date is the same as its fiscal year end.

Pension Plan and Other Benefits Plan

Most employees hired before August 1, 2007, are covered by a non-contributory, defined benefit pension plan. Benefits under the plan reflect an employee’s years of service, age at retirement, and highest total average compensation for any consecutive five calendar years during the last 10 years of employment with Cleco.  Cleco’s policy is to base its contributions to the employee pension plan upon actuarial computations utilizing the projected unit credit method, subject to the IRS’s full funding limitation. During January 2011, Cleco made $60.0 million in discretionary contributions to the pension plan, with $40.1 million designated for the 2010 plan year and the remaining $19.9 million designated for the 2011 plan year. During 2012, Cleco Power does not expect to make any required or discretionary contributions to the plan. The required contributions are driven by liability funding target percentages set by law which could cause the required contributions to be uneven among the years. The ultimate amount and timing of the contributions may be affected by changes in the discount rate, changes in the funding regulations, and actual returns on fund assets. Cleco Power is considered the plan sponsor, and Support Group is considered the plan administrator.

Cleco’s retirees and their dependents are eligible to receive medical, dental, vision, and life insurance benefits (other benefits). Cleco recognizes the expected cost of these other benefits during the periods in which the benefits are earned.

The employee pension plan and other benefits obligation plan assets and funded status at December 31, 2011, and 2010 are presented in the following table.

	PENSION BENEFITS						OTHER BENEFITS
(THOUSANDS)	2011			2010			2011			2010
Change in benefit obligation
Benefit obligation at beginning of year	$	330,342		$	295,528		$	41,444		$	39,209
Service cost	8,390			7,451			1,532			1,511
Interest cost	17,629			17,145			1,818			1,965
Plan participants’ contributions	—			—			1,251			1,176
Actuarial loss	19,452			23,540			141			1,231
Expenses paid	(1,208		)	(1,262		)	—			—
Medicare D	—			—			206			424			(1)
Other adjustments (2)	—			—			452			—
Benefits paid	(12,619		)	(12,060		)	(4,164		)	(4,072		)
Benefit obligation at end of year	361,986			330,342			42,680			41,444
Change in plan assets
Fair value of plan assets at beginning of year	242,513			221,067			—			—
Actual return on plan assets	23,709			29,768			—			—
Employer contributions	60,000			5,000			—			—
Expenses paid	(1,208		)	(1,262		)	—			—
Benefits paid	(12,619		)	(12,060		)	—			—
Fair value of plan assets at end of year	312,395			242,513			—			—
Unfunded status	$	(49,591	)	$	(87,829	)	$	(42,680	)	$	(41,444	)

⁽¹⁾Medicare D reimbursement of $0.2 million was related to the 2009 Plan year.

⁽²⁾ During 2011, Cleco received $0.5 million for the Early Retiree Reinsurance Program.

The employee pension plan accumulated benefit obligation at December 31, 2011, and 2010 is presented in the following table.

	PENSION BENEFITS
(THOUSANDS)	2011		2010
Accumulated benefit obligation	$	330,193	$	292,529

The authoritative guidelines for compensation of retirement benefits require the disclosure of the net actuarial gains/losses, transition obligations/assets, and prior period service costs included in other comprehensive income as a result of being included as a component of net periodic benefit costs. The following table presents those items for the employee pension plan and other benefits plan at December 31, 2011, and 2010.

	PENSION BENEFITS						OTHER BENEFITS
(THOUSANDS)	2011			2010			2011			2010
Net actuarial loss (gain) occurring during year	$	20,389		$	14,001		$	141		$	1,231
Net actuarial loss (gain) amortized during year	$	5,556		$	3,156		$	1,011		$	972
Transition obligation (asset) amortized during year	$	—		$	—		$	20		$	20
Prior service cost (credit) amortized during year	$	(71	)	$	(71	)	$	(206	)	$	(2,021	)

The authoritative guidelines also require the disclosure of the net gains/losses, transition obligations/assets, and prior period service costs/credits in accumulated other comprehensive income that have not been recognized as components of net periodic benefit costs and the amounts expected to be recognized in 2012. The following table presents those items for the employee pension plan and other benefits plans for December 31, 2012, 2011, and 2010.

			PENSION BENEFITS									OTHER BENEFITS
(THOUSANDS)	2012		2011			2010			2012			2011		2010
Net actuarial loss (gain)	$	7,750	$	133,186		$	118,353		$	876	(1)	$	12,620	$	13,491
Transition obligation (asset)	$	—	$	—		$	—		$	20		$	55	$	76
Prior service cost (credit)	$	71	$	(630	)	$	(702	)	$	—		$	—	$	(206	)

⁽¹⁾Net of the estimated Medicare Part D subsidy through 2012 of $139 thousand.

The components of net periodic pension and other benefits costs for 2011, 2010, and 2009 are as follows.

				PENSION BENEFITS									OTHER BENEFITS
(THOUSANDS)	2011			2010			2009			2011			2010			2009
Components of periodic benefit costs
Service cost	$	8,390		$	7,451		$	7,010		$	1,532		$	1,511		$	1,414
Interest cost	17,629			17,145			16,454			1,818			1,965			2,140
Expected return on plan assets	(24,646		)	(20,229		)	(19,464		)	—			—			—
Amortizations:
Transition obligation	—			—			—			20			20			20
Prior period service cost	(71		)	(71		)	(71		)	(206		)	(2,021		)	(2,065		)
Net loss	5,556			3,156			1,930			1,011			972			897
Net periodic benefit cost	$	6,858		$	7,452		$	5,859		$	4,175		$	2,447		$	2,406

Since Cleco Power is the pension plan sponsor and the related trust holds the assets, the net unfunded status of the pension plan is reflected at Cleco Power. The liability of Cleco Corporation’s other subsidiaries is transferred, with a like amount of assets, to Cleco Power monthly. The expense of the pension plan related to Cleco Corporation’s other subsidiaries for the years ended December 31, 2011, 2010, and 2009 was $2.1 million, $1.9 million, and $1.8 million, respectively.

Cleco Corporation is the plan sponsor for the other benefit plans. There are no assets set aside in a trust, and the liabilities are reported on the individual subsidiaries’ financial statements. At December 31, 2011, and 2010 the current portion of the other benefits liability for Cleco was $3.1 million and $3.0 million, respectively. At December 31, 2011, and 2010 the current portion of the other benefits liability for Cleco Power was $2.9 million and $2.8 million, respectively. The expense related to other benefits reflected in Cleco Power’s Consolidated Statements of Income for the years ended December 31, 2011, 2010, and 2009 was $3.6 million, $2.1 million, and $2.4 million, respectively, net of the Medicare Part D subsidy of $0.3 million in 2009. Cleco Power had no reduction of other benefits expense during 2011 and 2010 as a result of the Medicare Part D subsidy due to the PPACA eliminating the subsidies by 2013. Cleco Power’s allocated amount of the other benefit liability was $33.2 million and $32.3 million at December 31, 2011, and 2010, respectively.

In March 2010, the President signed the PPACA, a comprehensive health care law. While the provisions of the PPACA are not effective immediately, the provisions could increase the Registrants’ retiree medical unfunded liability and related expenses before the effective date. Management will continue to monitor this law and its possible impact on the Registrants.

In June 2010, the President signed into law a defined benefit pension funding relief bill. If the Registrants elect to take advantage of the funding relief, required pension contributions would be deferred for at least two years. After the deferral period, required pension contributions would sharply increase. A company electing to take the funding relief would be required to make contributions to the pension plan during the deferral period if it pays excess employee compensation, declares extraordinary dividends or redeems company stock above certain thresholds. Currently, management does not intend to elect to take the funding relief.

The measurement date used to determine the pension and other postretirement benefits is December 31. The assumptions used to determine the benefit obligation and the periodic costs are as follows.

	PENSION BENEFITS				OTHER BENEFITS
	2011		2010		2011		2010
Weighted-average assumptions used to determine the benefit obligation as of December 31:
Discount rate	5.08	%	5.43	%	4.51	%	4.61	%
Rate of compensation increase	3.415	%	4.265	%	N/A		N/A

			PENSION BENEFITS						OTHER BENEFITS
	2011		2010		2009		2011		2010		2009
Weighted-average assumptions used to determine the net benefit cost (income) for the year ended December 31:
Discount rate	5.43	%	5.91	%	6.01	%	4.61	%	5.29	%	6.27	%
Expected return on plan assets	7.80	%	7.80	%	7.80	%	N/A		N/A		N/A
Rate of compensation increase	4.119	%	4.265	%	4.447	%	N/A		N/A		N/A

The expected return on plan assets was determined by examining the risk profile of each target category as compared to the expected return on that risk, within the parameters determined by the retirement committee. The result was also compared to the expected rate of return of other comparable plans. In assessing the risk as compared to return profile, historical returns as compared to risk was considered. The historical risk compared to returns was adjusted for the expected future long-term relationship between risk and return. The adjustment for the future risk compared to returns was, in part, subjective and not based on any measurable or observable events. For the calculation of the 2012 periodic expense, Cleco lowered the expected long-term return on plan assets to 6.61%. This decrease was caused by a change in investment policies from equity investments to fixed income investments. The decrease is expected to increase expense by $3.7 million.

Employee pension plan assets may be invested in publicly traded domestic common stocks, including Cleco Corporation common stock; U.S. Government, federal agency and corporate obligations; an international equity fund, commercial real estate funds; a hedge fund-of-funds; and pooled temporary investments. Investments in securities (obligations of U.S. Government and U.S. Government Agencies, corporate debt, common/collective trust funds, mutual funds, common stocks, and preferred stock) traded on a national securities exchange are valued at the last reported sales price on the last business day of the year.

Real estate funds and the pooled separate accounts are stated at estimated market value based on appraisal reports prepared annually by independent real estate appraisers (members of the American Institute of Real Estate Appraisers). The estimated market value of recently acquired properties is assumed to approximate cost.

The hedge fund-of-funds is stated at fair value based upon financial statements and other financial information reported by the management of the underlying funds. In January 2009, the relationship with the hedge fund-of-funds manager was restructured to redemption status only.

Fair Value Disclosures

The authoritative guidance for fair value measurements and disclosures requires entities to classify assets and liabilities measured at their fair value according to three different levels, depending on the inputs used in determining fair value.

• Level 1 – unadjusted quoted prices in active, liquid markets for the identical asset or liability,

• Level 2 – quoted prices for similar assets and liabilities in active markets or other inputs that are observable for the asset or liability, including inputs that can be corroborated by observable market data, observable interest rate yield curves and volatilities, and

• Level 3 – unobservable inputs based upon the entities own assumptions.

The following tables disclose the pension plan’s fair value of financial assets measured on a recurring basis and within the scope of the authoritative guidance for fair value measurements and disclosures.

(THOUSANDS)	AT DECEMBER 31, 2011		QUOTED PRICES IN ACTIVE MARKETS FOR IDENTICAL ASSETS (LEVEL 1)		SIGNIFICANT OTHER OBSERVABLE INPUTS (LEVEL 2)		SIGNIFICANT UNOBSERVABLE INPUTS (LEVEL 3)
Asset Description
Cash and cash equivalents	$	7,775	$	—	$	7,775	$	—
Common stock	15,242		—		15,242		—
Preferred stock	291		—		291		—
Obligations of U.S. Government and U.S. Government Agencies	28,501		—		28,501		—
Mutual funds	9,144		9,144		—		—
Common/collective trust fund	94,677		—		94,677		—
Real estate funds	16,349		—		—		16,349
Hedge fund-of-funds	2,892		—		—		2,892
Corporate debt	135,326		—		135,326		—
Total	$	310,197	$	9,144	$	281,812	$	19,241

Interest accrual	2,198
Total net assets	$	312,395

(THOUSANDS)	AT DECEMBER 31, 2010		QUOTED PRICES IN ACTIVE MARKETS FOR IDENTICAL ASSETS (LEVEL 1)		SIGNIFICANT OTHER OBSERVABLE INPUTS (LEVEL 2)		SIGNIFICANT UNOBSERVABLE INPUTS (LEVEL 3)
Asset Description
Cash and cash equivalents	$	6,512	$	—	$	6,512	$	—
Common stock	29,651		—		29,651		—
Preferred stock	1,446		—		1,446		—
Obligations of U.S. Government and U.S. Government Agencies	24,038		—		24,038		—
Mutual funds	12,294		12,294		—		—
Common/collective trust fund	113,529		—		113,529		—
Real estate funds	14,568		—		—		14,568
Hedge fund-of-funds	3,271		—		—		3,271
Corporate debt	36,535		—		36,535		—
Total	$	241,844	$	12,294	$	211,711	$	17,839

Interest accrual	669
Total net assets	$	242,513

Level 3 valuations are derived from other valuation methodologies including pricing models, discounted cash flow models and similar techniques. Level 3 valuations incorporate subjective judgments and consider assumptions including capitalization rates, discounts rates, cash flows, and other factors that are not observable in the market.

The following is a reconciliation of the beginning and ending balances of the pension plan’s real estate funds and hedge fund-of-funds measured at fair value on a recurring basis using significant unobservable inputs (Level 3) during the years ended December 31, 2011, and 2010.

(THOUSANDS)	REAL ESTATE FUNDS		HEDGE FUND OF FUNDS			TOTAL
December 31, 2009	$	13,627	$	6,529		$	20,156
Realized loss	—		81			81
Unrealized (loss) gain	612		168			780
Purchases, issuances, and settlements, net	329		(3,507		)	(3,178		)
Transfer out	—		—			—
December 31, 2010	$	14,568	$	3,271		$	17,839
Realized gain	—		17			17
Unrealized gain (loss)	1,454		77			1,531
Purchases, issuances, and settlements, net	327		(473		)	(146		)
Transfer out	—		—			—
December 31, 2011	$	16,349	$	2,892		$	19,241

The market-related value of plan assets differs from the fair value of plan assets by the amount of deferred asset gains or losses. Actual asset returns that differ from the expected return on plan assets are deferred and recognized in the market-related value of assets on a straight-line basis over a five-year period. For 2011, the return on plan assets was 8.7% compared to an expected long-term return of 7.8%. The 2010 return on pension plan assets was 13.6% compared to an expected long-term return of 7.8%.

As of December 31, 2011, the pension plan held no shares of Cleco Corporation common stock. None of the plan participants’ future annual benefits is covered by insurance contracts. As a result of the significant 2008 market declines, the pension plan portfolio experienced significant losses during 2008 that resulted in a significant decrease in the funded status of the plan for 2008. These losses, in conjunction with funding requirements, may lead to increased or earlier contributions than previously anticipated. In December 2008, Cleco became aware that, through its hedge fund-of-funds manager, a portion of its pension plan assets were invested in the Madoff feeder fund investment, Ascot Fund Limited. In January 2009, Cleco Power elected to liquidate the holdings of the hedge fund-of-funds manager. At December 31, 2011, the fund had $2.9 million remaining to be liquidated. Proceeds from the hedge fund-of-funds manager will be reallocated to the plan’s other investment managers.

Pension Plan Investment Objectives

Cleco Corporation’s retirement committee has established investment performance objectives of the pension plan assets. Over a three- to five-year period, the objectives are for the pension plan’s annualized total return to:

• Exceed the assumed rate of return on plan assets,

• Exceed the annualized total return of a customized index consisting of a mixture of Standard & Poor’s 500 Index; Russell 2500 Index, Morgan Stanley Capital International Europe, Australia, Far East Index; Morgan Stanley Capital International Emerging Markets Index, Barclays Capital Long Credit Index, Barclays Capital Long Government/Credit Index, National Council of Real Estate Investment Fiduciaries Index, and U.S. Treasury Bills plus 5%, and

• Rank in the upper 50% of a universe of composite pension funds.

In order to meet the objectives and to control risk, the retirement committee has established guidelines that the investment managers must follow.

Domestic Equity Portfolios

• Equity holdings of a single company must not exceed 10% of the manager’s portfolio.

• A minimum of 25 stocks should be owned.

• Equity holdings in a single sector should not exceed the lesser of three times the sector’s weighting in the Standard & Poor’s 500 Index or 35% of the portfolio.

• Equity holdings should represent at least 90% of the portfolio.

• Marketable common stocks, preferred stocks convertible on common stocks, and fixed income securities convertible into common stocks are the only permissible equity investments.

• Securities in foreign entities denominate in U.S. dollars are limited to 10%. Securities denominated in currencies other than U.S. dollars are not permitted.

• The purchase of securities on margin and short sales is prohibited.

International Equity Portfolios

Developed Markets

• Equity holdings of a single company should not exceed 5% of the manager’s portfolio.

• A minimum of 30 stocks should be owned.

• Equity holdings in a single sector should not exceed 35%.

• A minimum of 50% of the countries within the MSCI EAFE Index should be represented within the portfolio. The allocation to an individual country should not exceed the lesser of 30% or 5 times the country’s weighting within the MSCI EAFE Index.

• The purchase of securities on margin and short sales is prohibited.

• Currency hedging decisions are at the discretion of the investment manager.

Emerging Markets

• Equity holdings in any single company should not exceed 10% of the manager’s portfolio.

• A minimum of 30 individual stocks should be owned.

• Equity holdings of a single industry should not exceed 25%.

• Equity investments must represent at least 75% of the manager’s portfolio.

• A minimum of three countries should be represented within the manager’s portfolio.

• Liquid securities which are not readily marketable may represent no more than 10% of the manager’s portfolio.

• The purchase of securities on margin and short sales is prohibited.

• Currency hedging decisions are at the discretion of the investment manager.

Fixed Income Portfolio - Long Government/Credit

• Only U.S. Dollar denominated assets permitted, including U.S. government and agency securities, corporate securities, structured securities, other interest bearing securities, and short-term investments.

• At least 85% of the debt securities should be investment grade securities (BBB- by Standard & Poor’s or Baa3 by Moody’s) or higher.

• Debt holdings of a single issue or issuer must not exceed 5% of the manager’s portfolio.

• Aggregate net notional exposure of futures, options, and swaps must not exceed 30% of the manager’s portfolio. Manager will only execute swaps with counterparties whose credit rating is A2/A or better.

• Margin purchases or leverage is prohibited.

Fixed Income Portfolio - Long Credit

• Permitted assets include U.S. government and agency securities, corporate securities, mortgage-backed securities, investment-grade private placements, surplus notes, trust preferred, e-caps, and hybrids, money-market securities, and senior and subordinated debt.

• At least 90% of securities must be U.S. Dollar denominated.

• At least 70% of the securities must be investment credit.

• Maximum position size of 5% or A rated securities and 3% for BBB rated securities.

Real Estate Portfolios

• Real estate funds should be invested primarily in direct equity positions, with debt and other investments representing less than 25% of the fund.

• Leverage should be no more than 70% of the market value of the fund.

• Investments should be focused on existing income-producing properties, with land and development properties representing less than 40% of the fund.

Hedge Fund-of-Funds

• The fund should be invested in a minimum of 20 individual partnerships.

• No individual partnership should exceed 10% of the fund-of-funds.

• The fund should be diversified across several different “styles” of partnerships, including event-driven strategies, fixed income arbitrage and trading, and other arbitrage strategies.  The fund generally should not be invested in emerging markets, short-term only, traditional Commodity Trading Advisor’s or derivative-only strategies.

The use of futures and options positions which leverage portfolio positions through borrowing, short sales, or other encumbrances of the Plan’s assets is prohibited:

• Debt portfolios and hedge fund-of-funds are exempt from the prohibition on derivative use.

• Execution of target allocation rebalancing may be implemented through short to intermediate-term use of derivatives overlay strategies.

• The notional value of derivative positions shall not exceed 20% of the total pension fund’s value at any given time.

During 2011, the retirement committee changed the pension plan’s investment policy to create a liability hedging portfolio based on the plan’s funded ratio. The following chart shows the resulting dynamic asset allocation based on the funded ratio at December 31, 2011:

	PERCENT OF TOTAL PLAN ASSETS*
	MINIMUM		TARGET		MAXIMUM
Return-seeking
Domestic equity			19	%
International equity			18	%
Real estate			8	%
Hedge fund-of-funds			2	%
Total return-seeking	42	%	47	%	52	%
Liability hedging
Fixed income- long government/credit			18	%
Fixed income - long credit			35	%
Total liability hedging	48	%	53	%	58	%
*Minimums and maximums within subcategories not intended to equal total for category.

The estimated impact of future Medicare subsidies reduced the January 1, 2011, and 2010 accumulated postretirement benefit obligation by $0.4 million and $0.8 million, respectively, and reduced the other benefit costs for the years ended December 31, 2011, and 2010 as follows.

	AT DECEMBER 31,
(THOUSANDS)	2011			2010
Components of other benefit costs:
(Increase) reduction in interest cost	$	(24	)	$	(45	)
Reduction in net loss amortization	195			222
Reduction in prior period service cost amortization	50			397
Reduction in net other benefit cost	$	221		$	574

The assumed health care cost trend rates used to measure the expected cost of other benefits was 9.0% in 2012, 2011, and 2010. The rate declines to 5.0% by 2030 and remains at 5.0% thereafter. Assumed health care cost trend rates have a significant effect on the amount reported for the health care plans. A one-percentage point change in assumed health care cost trend rates would have the following effects on other benefits.

	ONE-PERCENTAGE POINT
(THOUSANDS)	INCREASE		DECREASE
Effect on total of service and interest cost components	$	8	$	(90	)
Effect on postretirement benefit obligation	$	361	$	(285	)

The projected benefit payments and projected receipts pursuant to Medicare Part D subsidy, the employee pension plan, and other benefits obligation plan for each year through 2016 and the next five years thereafter are listed in the following table.

(THOUSANDS)	PENSION BENEFITS		OTHER BENEFITS, GROSS		MEDICARE D, RECEIPTS
2012	$	13,867	$	3,075	$	374
2013	$	14,681	$	3,254	$	—
2014	$	15,573	$	3,503	$	—
2015	$	16,459	$	3,732	$	—
2016	$	17,446	$	3,940	$	—
Next five years	$	105,623	$	20,591	$	—

SERP

Certain Cleco executive officers are covered by the SERP. The SERP is a non-qualified, non-contributory, defined benefit pension plan.  Benefits under the plan reflect an employee’s years of service, age at retirement, and the sum of the highest base salary paid out of the last five calendar years and the average of the three highest bonuses paid during the 60 months prior to retirement, reduced by benefits received from any other defined benefit pension plan, SERP Plan or Cleco contributions under the enhanced 401(k) Plan to the extent such contributions exceed the limits of the 401(k) Plan.  Cleco Corporation does not fund the SERP liability, but instead pays for current benefits out of the general funds available. Cleco Power has formed a Rabbi Trust designated as the beneficiary for life insurance policies issued on the SERP participants. Proceeds from the life insurance policies are expected to be used to pay the SERP participants’ life insurance benefits, as well as future SERP payments. However, since SERP is a non-qualified plan, the assets of the trust could be used to satisfy general creditors of Cleco Power in the event of insolvency. All SERP benefits are paid out of the general cash available of the respective companies from which the officer retired. No contributions to the SERP were made during the three-year period ended December 31, 2011. Cleco Power is considered the plan sponsor, and Support Group is considered the plan administrator.

The SERP’s funded status at December 31, 2011, and 2010 is presented in the following table.

	SERP BENEFITS
(THOUSANDS)	2011			2010
Change in benefit obligation
Benefit obligation at beginning of year	$	42,160		$	37,227
Service cost	1,566			1,531
Interest cost	2,105			2,122
Actuarial loss	2,529			2,878
Benefits paid	(2,096		)	(1,598		)
Benefit obligation at end of year	$	46,264		$	42,160

The SERP’s accumulated benefit obligation at December 31, 2011, and 2010 is presented in the following table.

	SERP BENEFITS
(THOUSANDS)	2011		2010
Accumulated benefit obligation	$	42,410	$	38,337

The authoritative guidelines on compensation for retirement benefits require the disclosure of the net actuarial gains/losses, transition obligations/assets, and prior period service costs included in other comprehensive income as a result of being amortized as a component of net periodic benefit costs. The following table presents those items for the SERP at December 31, 2011, and 2010.

	SERP BENEFITS
(THOUSANDS)	2011		2010
Net actuarial loss occurring during year	$	2,529	$	2,878
Net actuarial loss amortized during year	$	940	$	925
Prior service cost amortized during year	$	54	$	54

The authoritative guidelines on compensation for retirement benefits also require the disclosure of the net gains/losses, transition obligations/assets, and prior period service costs/credit in accumulated other comprehensive income that have not been recognized as components of net periodic benefit costs and the amounts expected to be recognized in 2012. The following table presents those items for SERP for December 31, 2012, 2011, and 2010.

			SERP BENEFITS
(THOUSANDS)	2012		2011		2010
Net actuarial loss	$	1,195	$	15,588	$	13,969
Prior service cost	$	54	$	334	$	387

The components of the net SERP cost for 2011, 2010, and 2009 are as follows.

			SERP BENEFITS
(THOUSANDS)	2011		2010		2009
Components of periodic benefit costs:
Service cost	$	1,566	$	1,531	$	1,608
Interest cost	2,105		2,122		2,015
Amortizations:
Prior period service cost	54		54		54
Net loss	940		925		777
Net periodic benefit cost	$	4,665	$	4,632	$	4,454

The measurement date used to determine the SERP benefits is December 31. The assumptions used to determine the benefit obligation and the periodic costs are as follows.

	SERP
	2011		2010
Weighted-average assumptions used to determine the benefit obligation as of December 31:
Discount rate	4.99	%	5.26	%
Rate of compensation increase	5.00	%	5.00	%

			SERP
	2011		2010		2009
Weighted-average assumptions used to determine the net benefit cost (income) for the year ended December 31:
Discount rate	5.26	%	5.78	%	6.15	%
Rate of compensation increase	5.00	%	5.00	%	5.00	%

Liabilities relating to the SERP are reported on the individual subsidiaries’ financial statements. At December 31, 2011, and 2010, the current portion of the SERP liability for Cleco was $2.2 million and $2.0 million, respectively. At December 31, 2011, and 2010, the current portion of the SERP liability for Cleco Power was $0.8 million and $0.6 million, respectively. The expense related to the SERP reflected on Cleco Power’s Consolidated Statements of Income for the years ended December 31, 2011, 2010, and 2009 was $1.1 million, $1.2 million, and $1.1 million, respectively. Cleco Power’s allocated amount of the SERP liability was $15.0 million and $14.1 million at December 31, 2011, and 2010, respectively.

The projected benefit payments for the SERP for each year through 2016 and the next five years thereafter are shown in the following table.

(THOUSANDS)	2012	2013	2014	2015	2016	NEXT FIVE YEARS
SERP	2,185	2,490	2,505	2,713	2,878	15,756

401(k)

Most employees are eligible to participate in the 401(k) Plan. Under the 401(k) Plan, Cleco Corporation makes matching contributions and funds dividend reinvestments with cash. Cleco’s 401(k) Plan expense for the years ended December 31, 2011, 2010, and 2009 is as follows:

	FOR THE YEAR ENDED DECEMBER 31,
(THOUSANDS)	2011		2010		2009
401(k) Plan expense	$	3,917	$	3,709	$	3,751

Cleco Power is the plan sponsor for the 401(k) Plan. The expense of the 401(k) Plan related to Cleco Corporation’s other subsidiaries was $0.9 million, $0.8 million, and $1.0 million for the years ended December 31, 2011, 2010, and 2009, respectively.

XML

Pension Plan and Employee Benefits, Components of Periodic Benefit Costs and Weighted-Average Assumptions (Details) (USD $)	12 Months Ended
	Dec. 31, 2011	Dec. 31, 2010	Dec. 31, 2009
Pension Benefits [Member]
Components of periodic benefit costs
Service cost	$ 8,390,000	$ 7,451,000	$ 7,010,000
Interest cost	17,629,000	17,145,000	16,454,000
Expected return on plan assets	(24,646,000)	(20,229,000)	(19,464,000)
Transition obligation	0	0	0
Prior period service cost	(71,000)	(71,000)	(71,000)
Net loss	5,556,000	3,156,000	1,930,000
Net periodic benefit cost	6,858,000	7,452,000	5,859,000
Minimum period of required contributions deferral if funding relief is elected (in years)	2 years
Weighted-average assumptions used to determine the benefit obligation as of December 31:
Discount rate (in hundredths)	5.08%	5.43%
Rate of compensation increase (in hundredths)	3.415%	4.265%
Weighted-average assumptions used to determine the net benefit cost (income) for the year ended December 31:
Discount rate (in hundredths)	5.43%	5.91%	6.01%
Rate of compensation increase (in hundredths)	4.119%	4.265%	4.447%
Expected return on plan assets (in hundredths)	7.80%	7.80%	7.80%
Decrease expected return on plan assets	6.61%
Expected increase in expense due to change in investment policies	3,700,000
Pension Benefits [Member] | Other Subsidiaries [Member]
Components of periodic benefit costs
Net periodic benefit cost	2,100,000	1,900,000	1,800,000
Other Benefits [Member]
Components of periodic benefit costs
Service cost	1,532,000	1,511,000	1,414,000
Interest cost	1,818,000	1,965,000	2,140,000
Expected return on plan assets	0	0	0
Transition obligation	20,000	20,000	20,000
Prior period service cost	(206,000)	(2,021,000)	(2,065,000)
Net loss	1,011,000	972,000	897,000
Net periodic benefit cost	4,175,000	2,447,000	2,406,000
Current portion of other benefits liability	3,100,000	3,000,000
Medicare Part D subsidy on postretirement benefit cost	(221,000)	(574,000)
Weighted-average assumptions used to determine the benefit obligation as of December 31:
Discount rate (in hundredths)	4.51%	4.61%
Weighted-average assumptions used to determine the net benefit cost (income) for the year ended December 31:
Discount rate (in hundredths)	4.61%	5.29%	6.27%
Other Benefits [Member] | Cleco Power [Member]
Components of periodic benefit costs
Net periodic benefit cost	3,600,000	2,100,000	2,400,000
Current portion of other benefits liability	2,900,000	2,800,000
Medicare Part D subsidy on postretirement benefit cost			300,000
Allocated amount of other benefits liability	33,200,000	32,300,000
SERP Benefits [Member]
Components of periodic benefit costs
Service cost	1,566,000	1,531,000	1,608,000
Interest cost	2,105,000	2,122,000	2,015,000
Prior period service cost	54,000	54,000	54,000
Net loss	940,000	925,000	777,000
Net periodic benefit cost	4,665,000	4,632,000	4,454,000
Weighted-average assumptions used to determine the benefit obligation as of December 31:
Discount rate (in hundredths)	4.99%	5.26%
Rate of compensation increase (in hundredths)	5.00%	5.00%
Weighted-average assumptions used to determine the net benefit cost (income) for the year ended December 31:
Discount rate (in hundredths)	5.26%	5.78%	6.15%
Rate of compensation increase (in hundredths)	5.00%	5.00%	5.00%
SERP Benefits [Member] | Cleco Power [Member]
Components of periodic benefit costs
Net periodic benefit cost	$ 1,100,000	$ 1,200,000	$ 1,100,000

XML

Income Taxes, Net Operating Losses (Details) (USD $) In Millions, unless otherwise specified	12 Months Ended
	Dec. 31, 2011
Federal [Member]
Net Operating Losses [Abstract]
Net operating loss carryforwards	$ 47.3
Year that net operating losses begin to expire	2031
State [Member]
Net Operating Losses [Abstract]
Net operating loss carryforwards	40.1
Year that net operating losses begin to expire	2026
Cleco Power [Member] | Federal [Member]
Net Operating Losses [Abstract]
Net operating loss carryforwards	43.7
Year that net operating losses begin to expire	2031
Cleco Power [Member] | State [Member]
Net Operating Losses [Abstract]
Net operating loss carryforwards	$ 36.0
Year that net operating losses begin to expire	2026

XML

Consolidated Balance Sheets (Parenthetical) (USD $) In Thousands, except Share data, unless otherwise specified	Dec. 31, 2011	Dec. 31, 2010
Current assets
Customer accounts receivable, allowance for doubtful accounts	$ 1,128	$ 1,046
Other accounts receivable, allowance for doubtful accounts	8	2,409
Shareholders' equity
Preferred stock, not subject to mandatory redemption, par value (in dollars per share)	$ 100	$ 100
Preferred stock, not subject to mandatory redemption, authorized (in shares)	1,491,900	1,491,900
Preferred stock, not subject to mandatory redemption, issued (in shares)	0	10,288
Common stock, par value (in dollars per share)	$ 1	$ 1
Common stock, authorized (in shares)	100,000,000	100,000,000
Common stock, issued (in shares)	60,702,342	60,539,624
Common stock, outstanding (in shares)	60,291,939	60,526,126
Treasury stock, at cost (in shares)	410,403	13,498
Cleco Power [Member]
Current assets
Customer accounts receivable, allowance for doubtful accounts	1,128	1,046
Other accounts receivable, allowance for doubtful accounts	$ 8	$ 2,349

XML

Summary of Significant Accounting Policies

12 Months Ended

Dec. 31, 2011

Accounting Policies [Abstract]

Summary of Significant Accounting Policies

Use of Estimates

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates.

Principles of Consolidation

The accompanying consolidated financial statements of Cleco include the accounts of Cleco and its majority-owned subsidiaries after elimination of intercompany accounts and transactions.

On January 1, 2010, Cleco implemented the amended authoritative guidance with respect to the consolidation of Perryville, Attala, and Evangeline. For more information on the consolidation of these entities, see Note 12 — “Variable Interest Entities.”

Reclassifications

Certain reclassifications have been made to the 2009 and 2010 financial statements to conform them to the presentation used in the 2011 financial statements. These reclassifications had no effect on Cleco Corporation’s net income applicable to common stock or total common shareholders’ equity or Cleco Power’s net income or total member’s equity.

The Registrants determined that an error existed in the statement of cash flow methodology for determining non-cash transactions related to property, plant, and equipment, specifically the dollar amount of property, plant, and equipment acquisitions included in accounts payable. This caused errors between the operating activities section and investing activities section for prior years, including 2009 and 2010.

Cleco Corporation and Cleco Power’s Consolidated Statements of Cash Flows for the years ended December 31, 2010, and 2009, have been adjusted to correct the presentation of cash flows related to accruals for property, plant, and equipment. These corrections had no impact on the Registrants’ financial condition or results of operations. Management believes that these corrections did not have a material effect on the Registrants’ Consolidated Statements of Cash Flows. The corrections to the December 31, 2010, and 2009 Consolidated Statements of Cash Flows are presented in the following tables.

Cleco
	FOR THE YEAR ENDED
				2009						2010
(THOUSANDS)	AS REPORTED			AS ADJUSTED			AS REPORTED			AS ADJUSTED
Accounts receivable	$	8,310		$	8,310		$	(35,156	)	$	(16,156	)
Accounts payable	$	11,231		$	18,593		$	3,459		$	8,167
Retainage payable	$	(11,921	)	$	(13,011	)	$	1,913		$	(27	)
Net cash provided by operating activities	$	135,179		$	141,452		$	193,405		$	215,173
Additions to property, plant, and equipment	$	(250,286	)	$	(256,558	)	$	(283,389	)	$	(305,157	)
Net cash used in investing activities	$	(177,176	)	$	(183,449	)	$	(285,137	)	$	(306,905	)
Net increase in cash and cash equivalents	$	47,710		$	47,710		$	45,935		$	45,935
Cash and cash equivalents at the beginning of the period	$	97,483		$	97,483		$	145,193		$	145,193
Cash and cash equivalents at the end of the period	$	145,193		$	145,193		$	191,128		$	191,128
Accrued additions to property, plant, and equipment	$	3,069		$	11,396		$	17,765		$	6,032

Cleco Power
	FOR THE YEAR ENDED
				2009						2010
(THOUSANDS)	AS REPORTED			AS ADJUSTED			AS REPORTED			AS ADJUSTED
Accounts receivable	$	9,646		$	9,646		$	(35,261	)	$	(16,261	)
Accounts payable	$	10,831		$	18,254		$	3,936		$	8,934
Retainage payable	$	(11,921	)	$	(13,011	)	$	1,913		$	(27	)
Net cash provided by operating activities	$	141,726		$	148,059		$	148,701		$	170,759
Additions to property, plant, and equipment	$	(249,252	)	$	(255,585	)	$	(127,153	)	$	(149,211	)
Net cash used in investing activities	$	(141,998	)	$	(148,331	)	$	(112,614	)	$	(134,672	)
Net increase in cash and cash equivalents	$	46,571		$	46,571		$	46,799		$	46,799
Cash and cash equivalents at the beginning of the period	$	91,542		$	91,542		$	138,113		$	138,113
Cash and cash equivalents at the end of the period	$	138,113		$	138,113		$	184,912		$	184,912
Accrued additions to property, plant, and equipment	$	3,069		$	11,335		$	17,765		$	5,697

Statements of Cash Flows

Cleco Corporation and Cleco Power’s Consolidated Statements of Cash Flows are prepared using the indirect method described in the authoritative guidance for the presentation of the statement of cash flows. This method requires that net income be adjusted to remove the effects of all deferrals and accruals of operating cash receipts and payments and the effects of all investing and financing cash flow items. Derivatives meeting the definition of an accounting hedge are classified in the same category as the item being hedged.

Regulation

Cleco Power maintains its accounts in accordance with the Uniform System of Accounts prescribed for electric utilities by FERC, as adopted by the LPSC. Cleco Power’s retail rates are regulated by the LPSC, and its rates for transmission services and wholesale power sales are regulated by FERC. Cleco Power follows the authoritative guidelines for industry regulated operations, which allows utilities to capitalize or defer certain costs based on regulatory approval, and management’s ongoing assessment that it is probable these items will be recovered through the ratemaking process.

Pursuant to this authoritative guidance, Cleco Power has recorded regulatory assets and liabilities primarily for the effects of income taxes, postretirement plan costs, AFUDC equity gross-up, mining costs, and construction carrying costs. For more information regarding the regulatory assets and liabilities recorded by Cleco Power, see Note 3 — “Regulatory Assets and Liabilities.”

Any future plan adopted by the LPSC for purposes of transitioning utilities from LPSC regulation to retail competition may affect the regulatory assets and liabilities recorded by Cleco Power if the criteria for the application of the authoritative guidelines for industry regulated operations cannot continue to be met. At this time, Cleco cannot predict whether any legislation or regulation affecting Cleco Power will be enacted or adopted and, if enacted, what form such legislation or regulation may take.

Asset Retirement Obligation

Cleco has recorded asset retirement obligations (liabilities) in accordance with the authoritative guidance. This authoritative guidance requires an entity to record an ARO when there is a legal obligation under existing or enacted law, statute, written or oral contract, or by legal construction under the doctrine of promissory estoppel to incur costs to remove an asset when the asset is retired. These guidelines also require an ARO which is conditional on a future event to be recorded even if the event has not yet occurred.

At the point the liability for asset retirement is incurred, the authoritative guidance requires capitalization of the costs to the related property, plant, and equipment asset. For AROs existing at the time of adoption, the statement requires capitalization of costs at the level that existed at the point of incurring the liability. These capitalized costs are depreciated over the same period as the related property asset. Cleco Power also defers the current depreciation of the asset retirement cost as a regulatory asset.

Under the authoritative guidance, the initial ARO liability recorded is accreted to its present value each accounting period. Cleco Power defers this accretion as a regulatory asset based on its determination that these costs can be collected from customers. For more information on Cleco’s AROs, see Note 3 — “Regulatory Assets and Liabilities — Asset Removal Costs.”

Property, Plant, and Equipment

Property, plant, and equipment consist primarily of regulated utility generation and energy transmission assets. Regulated assets, utilized primarily for retail operations and electric transmission and distribution, are stated at the cost of construction, which includes certain materials, labor, payroll taxes and benefits, administrative and general costs, and the estimated cost of funds used during construction. Jointly owned assets are reflected in property, plant, and equipment at Cleco Power’s share of the cost to construct or purchase the assets. For information on jointly owned assets, see Note 4 — “Jointly Owned Generation Units.”

Cleco’s cost of improvements to property, plant, and equipment is capitalized. Costs associated with repairs and major maintenance projects are expensed as incurred. Cleco capitalizes the cost to purchase or develop software for internal use. The amounts of unamortized computer software costs at December 31, 2011, and 2010 were $3.3 million and $3.8 million, respectively. Amortization of capitalized computer software costs charged to expense for the years ending December 31, 2011, 2010, and 2009 was $1.5 million, $1.7 million, and $1.5 million, respectively.

Upon retirement or disposition, the cost of Cleco Power’s depreciable plant and the cost of removal, net of salvage value, are charged to accumulated depreciation. For Cleco’s other depreciable assets, upon disposition or retirement, the difference between the net book value of the property and any proceeds received for the property is recorded as a gain or loss on asset disposition on Cleco Corporation’s Consolidated Statements of Income. Any cost incurred to remove the asset is charged to expense. Annual depreciation provisions expressed as a percentage of average depreciable property for Cleco Power were 2.80% for 2011, 2.55% for 2010, and 3.22% for 2009. The 0.25% increase in the percentage of average depreciable property for Cleco Power from 2010 to 2011 was primarily due to Cleco Power’s new retail rate plan, the addition of Madison Unit 3, the acquisition of Acadia Unit 1, and the addition of Teche Unit 4.

Depreciation on property, plant, and equipment is calculated primarily on a straight-line basis over the useful lives of the assets, as follows:

	YEARS
Utility plant	5-58
Other	5-44

During 2011, Cleco’s investment in regulated utility plant increased primarily due to the Acadiana Load Pocket project and the completion of Teche Unit 4. Teche Unit 4 has a useful life of 23 years.

Property, plant, and equipment consist of:

	AT DECEMBER 31,
(THOUSANDS)	2011			2010
Regulated utility plants	$	3,759,541		$	3,552,054
Other	264,114			258,842
Total property, plant, and equipment	4,023,655			3,810,896
Accumulated depreciation	(1,230,783		)	(1,162,456		)
Net property, plant, and equipment	$	2,792,872		$	2,648,440

In 2010, Cleco Power’s acquisition of Acadia Unit 1 resulted in a plant acquisition adjustment. The plant acquisition adjustment represents the fair market value of the assets acquired in excess of their carrying value. In January 2010, the LPSC approved the full recovery of the $304.0 million purchase price for the acquisition of Acadia Unit 1, which includes a plant acquisition adjustment in the amount of $95.6 million. The plant acquisition adjustment in the amount of $5.4 million relates primarily to the 1997 acquisition of Teche. For more information on the Acadia Unit 1 transaction, see Note 18 — “Acadia Transactions — Acadia Unit 1.” The following table discloses the amounts of plant acquisition adjustments reported in Cleco Power’s property, plant, and equipment and the associated accumulated amortization reported in accumulated depreciation at December 31, 2011, and December 31, 2010.

(THOUSANDS)	AT DECEMBER 31, 2011		AT DECEMBER 31, 2010
Acadia Unit 1
Plant acquisition adjustment	$	95,578	$	95,578
Less:  accumulated amortization	5,836		2,653
Net plant acquisition adjustment	$	89,742	$	92,925
Teche
Plant acquisition adjustment	5,359		$	5,359
Less:  accumulated amortization	3,724		3,470
Net plant acquisition adjustment	$	1,635	$	1,889

Deferred Project Costs

Cleco Power defers costs related to the initial stage of a construction project during which time the feasibility of the construction of property, plant, and equipment is being investigated. Cleco Power had spent approximately $1.2 million and $0.2 million as of December 31, 2011, and December 31, 2010, respectively, for various resource planning projects. These projects are still in the initial stages of development and as a result are classified as other deferred charges on Cleco Power’s Consolidated Balance Sheets.

Inventories

Fuel inventories consist of petroleum coke, coal, lignite, and natural gas used to generate electricity.

Materials and supplies inventory consists of transmission and distribution line construction and repair material, and generating station and transmission and distribution substation repair materials.

Both fuel and materials and supplies inventories are stated at average cost and are issued from inventory using the average cost of existing inventory. The amount of storeroom operating expenses allocated to inventory for the years ended December 31, 2011, and 2010 was $4.7 million and $3.2 million, respectively. Deferred storeroom operating expenses remaining in materials and supplies inventory as of December 31, 2011, and 2010 were $5.0 million and $1.9 million, respectively.

During 2010 and 2011, no fuel oil was purchased or burned. During 2011, Cleco Power sold its entire fuel oil supply. Cleco Power does not anticipate a need to use fuel oil as a fuel source going forward.

Accounts Receivable

Accounts receivable are recorded at the invoiced amount and do not bear interest. It is the policy of management to review the outstanding accounts receivable monthly, as well as the bad debt write-offs experienced in the past, and establish an allowance for doubtful accounts. Account balances are charged off against the allowance when management determines it is probable the receivable will not be recovered. As of December 31, 2011, and 2010, the allowance for doubtful accounts amounted to $1.1 million and $3.5 million, respectively. There is no off-balance sheet credit exposure related to Cleco’s customers.

Financing Receivables

Cleco, through Perryville and Attala, has a combined net investment in direct financing lease long-term asset of $13.6 million. Each subsidiary leases its respective transmission assets to a single counterparty. Both counterparties are considered credit worthy and are expected to pay their obligations when due, thus, no allowance for credit loss has been recognized. Management bases this assessment on the following common factors of each counterparty:

• both counterparties use the respective transmission facilities to move electricity from its power plants to the regional transmission grid,

• neither counterparty has another avenue to move electricity from its respective power plants to the regional transmission grid,

• the stream of payments was approved by the FERC through respective rate orders, and

• both counterparties serve retail and wholesale customers in their respective service territories under LPSC oversight that allows recovery of prudent costs, of which, the stream of payments under the direct financing leases appear to be prudent.

Management monitors both entities for indication of adverse actions by their respective public service commissions and market conditions which would indicate an inability to pay their obligations under the direct financing leases when due. Since the inception of the agreements, each counterparty has paid their respective obligations when due and at December 31, 2011, no amounts were past due.

Reserves

Cleco maintains property insurance on generating stations, buildings and contents, and substations. Cleco is self-insured for any damage to transmission and distribution lines. To mitigate the exposure to potential financial loss for damage to lines, Cleco maintains an LPSC-approved funded storm reserve.

Cleco also maintains liability and workers’ compensation insurance to mitigate financial losses due to injuries and damages to the property of others. Cleco’s insurance covers claims that exceed certain self-insured limits. For claims that do not meet the limits to be covered by insurance, Cleco maintains reserves. The general liability and workers compensation reserves are immaterial because the balance of these items as of December 31, 2011, together represented 0.2% of total liabilities.

Cash Equivalents

Cleco considers highly liquid, marketable securities, and other similar instruments with original maturity dates of three months or less at the time of purchase to be cash equivalents.

Restricted Cash

Various agreements to which Cleco is subject contain covenants that restrict its use of cash. As certain provisions under these agreements are met, cash is transferred out of related escrow accounts and becomes available for its intended purposes and/or general corporate purposes. Cleco’s restricted cash consisted of:

	AT DECEMBER 31,
(THOUSANDS)	2011		2010
Diversified Lands’ mitigation escrow	$	97	$	97
Cleco Katrina/Rita’s storm recovery bonds	8,761		8,822
Cleco Power’s future storm restoration costs	24,876		25,992
Cleco Power’s renewable energy grant	381		—
Cleco Power’s GO Zone bonds	—		6,137
Cleco Power’s NOx allowance escrow	1,713		—
Total restricted cash	$	35,828	$	41,048

Cleco Katrina/Rita has the right to bill and collect storm restoration costs from Cleco Power’s customers. As cash is collected, it is restricted for payment of operating expenses, interest, and principal on storm recovery bonds. During 2011, Cleco Katrina/Rita collected $19.7 million net of operating expenses. In March and September 2011, Cleco Katrina/Rita used $6.3 million and $6.0 million, respectively for scheduled storm recovery bond principal payments and $3.8 million and $3.7 million, respectively for related interest. In 2011, Cleco Power received a $0.6 million renewable energy grant from the Louisiana Department of Natural Resources.

Equity Investments

Cleco reports its investment in unconsolidated affiliated companies on the equity method of accounting, as defined in the authoritative guidance on investments. The amounts reported on Cleco Corporation and Cleco Power's Consolidated Balance Sheets represent assets contributed by Cleco Corporation or Cleco Power, plus their share of the net income of the affiliate, less any distributions of earnings (dividends) received from the affiliate. The revenues and expenses of these affiliates are netted and reported on one line item as equity income from investees on Cleco Corporation and Cleco Power's Consolidated Statements of Income. For more information, see Note 12 — “Variable Interest Entities.”

Cleco applies the provisions of the authoritative guidance on investments to account for equity method investment impairments. Under this standard, Cleco evaluates at each balance sheet date whether events and circumstances have occurred that indicate a possible other-than-temporary decline in the fair value of the investment and the possible inability to recover the carrying value through operations. Cleco uses estimates of the future cash flows from the investee and observable market transactions in order to calculate fair value and recoverability. An impairment is recognized when an other-than-temporary decline in market value occurs and recovery of the carrying value is not probable. No impairments were recorded for 2011, 2010, or 2009. For more information, see Note 12 — “Variable Interest Entities.”

Prior to April 30, 2011, Cleco reported its investment in Cajun on the equity method of accounting. In conjunction with the disposition of Acadia Unit 2 to Entergy Louisiana, APH received 100% ownership in Acadia in exchange for its 50% ownership interest in Cajun, and Acadia became a consolidated subsidiary of APH. Following the transaction, Acadia’s assets, liabilities, revenues, expenses, and cash flows are presented on the corresponding line items of Cleco Corporation’s consolidated financial statements, prospectively. For more information on the Acadia Unit 2 transaction, see Note 18 — “Acadia Transactions — Acadia Unit 2.”

Effective January 1, 2010, FASB amended the authoritative guidance on consolidation. Beginning January 1, 2010, the assets, liabilities, revenues, expenses, and cash flows for Evangeline, Perryville, and Attala are presented in the corresponding line items of the consolidated financial statements. For more information, see Note 12 — “Variable Interest Entities.”

Income Taxes

Cleco accounts for income taxes under the appropriate authoritative guidance. Cleco’s income tax expense and related regulatory assets and liabilities could be affected by changes in its assumptions and estimates and by ultimate resolution of assumptions and estimates with taxing authorities. Cleco files a federal consolidated income tax return for all wholly owned subsidiaries. Cleco computes its federal and state income taxes as if it were a standalone taxpayer. The LPSC generally requires Cleco Power to flow the state tax benefit of deductions immediately to customers. The LPSC specifically requires that the state tax benefits associated with the deductions related to storm damages be normalized. For more information on income taxes, see Note 9 — “Income Taxes.”

Investment Tax Credits

Investment tax credits, which were deferred for financial statement purposes, are amortized to income over the estimated service lives of the properties that gave rise to the credits.

New Markets Tax Credits

In August 2008, Cleco Corporation acquired a membership interest in U.S. Bank New Markets Tax Credit Fund 2008-1 LLC which was formed by U.S. Bancorp Community Development Corporation which purpose is to invest in projects located in qualified active low-income communities that are underserved by typical debt capital markets. These investments are designed to generate new markets tax credits and historical rehabilitation tax credits. In July 2011, the operating agreement of the Fund was amended to include renewable energy investments qualifying for grants under Section 1603 of the American Recovery and Reinvestment Tax Act of 2009. For more information, see Note 14 — “Litigation, Other Commitments and Contingencies, and Disclosures About Guarantees — Other Commitments — New Markets Tax Credits.”

Debt Expenses, Premiums, and Discounts

Expenses, premiums, and discounts applicable to debt securities are amortized to income ratably over the lives of the related issues. Expenses and call premiums related to refinanced Cleco Power debt are deferred and amortized over the life of the new issue.

Revenue and Fuel Costs

Utility RevenueRevenue from sales of electricity is recognized based upon the amount of energy delivered. The costs of fuel and purchased power used for retail customers currently are recovered from customers through the fuel adjustment clause. These costs are subject to audit and final determination by regulators. Excise taxes and pass-through fees collected on the sale of electricity are not recorded in utility revenue.

Unbilled Revenue Cleco Power accrues estimated revenue monthly for energy delivered since the latest billings. The monthly estimated unbilled revenue amounts are recorded as revenue and a receivable and are reversed the following month.

Other Revenue Other revenue is recognized at the time products or services are provided to and accepted by customers.

Evangeline Midstream owns 100% of Evangeline. On February 22, 2010, Evangeline and JPMVEC entered into the Evangeline Restructuring Agreement whereby the parties agreed to terminate the existing Evangeline Tolling Agreement and enter into the Evangeline 2010 Tolling Agreement, which was considered to be an executory contract, whereby Evangeline’s revenues were derived. Some provisions, such as penalties and bonuses, were considered to be contingent and were recognized when the contingencies were fulfilled. A significant portion of Evangeline’s revenue was derived from a capacity payment, which it received when the plant was available to produce electricity. Evangeline also recognized variable revenue from the Evangeline 2010 Tolling Agreement which depended on the dispatch of the unit and the electricity generated. The Evangeline 2010 Tolling Agreement expired on December 31, 2011. Beginning January 1, 2012, Coughlin’s capacity and energy became available to Midstream. Evangeline was one of the successful bidders in Cleco Power’s RFP for short-term 2012 resources beginning January 1, 2012, and is currently providing 250 MW of capacity and energy to Cleco Power under a tolling agreement through April 30, 2012. In addition to Cleco Power’s RFP referenced above, in December 2011, Evangeline was also notified that Cleco Power selected its proposal to fulfill Cleco Power’s capacity and energy needs as defined in the Cleco Power RFP for contractual resources to meet CSAPR beginning in May 2012. The proposal was for a 730-MW product beginning May 1, 2012, and ending April 30, 2015. The definitive agreement between Evangeline and Cleco Power was executed in January 2012 and has been submitted to the LPSC and FERC for approval. Currently, Midstream is marketing Coughlin’s capacity for periods beginning after April 30, 2015, and is evaluating various options to optimize Coughlin’s value.

For more information on Evangeline, see Note 17 — “Evangeline Transactions.”

Perryville and Attala Cleco Corporation owns 100% of Perryville and Attala. Both companies provide transmission to a single customer. The transmission tariffs charged by both companies are regulated by FERC.

Franchise Fees Cleco Power collects a consumer fee for one of its franchise agreements. This fee is not recorded on Cleco’s income statement as revenue and expense, but is reflected at gross amounts on Cleco’s balance sheet as a receivable until it is collected and as a payable until the liability is paid. Cleco currently does not have any excise taxes reflected on its income statement.

AFUDC

The capitalization of AFUDC by Cleco Power is a utility accounting practice prescribed by FERC and the LPSC. AFUDC represents the estimated cost of financing construction and is not a current source of cash. Under regulatory practices, a return on and recovery of AFUDC is permitted in setting rates charged for utility services. The composite AFUDC rate, including borrowed and other funds, was 12.0% on a pre-tax basis (7.5% net of tax) for 2011, 11.9% on a pre-tax basis (7.4% net of tax) for 2010, and 12.3% on a pre-tax basis (7.6% net of tax) for 2009.

Capitalized Interest

Cleco and its subsidiaries, except Cleco Power (see AFUDC above), capitalize interest costs related to longer-term construction projects. Other than AFUDC at Cleco Power, no interest was capitalized in 2011, 2010, or 2009.

Fair Value Measurements and Disclosures

Various accounting pronouncements require certain assets and liabilities to be measured at their fair values. Some assets and liabilities are required to be measured at their fair value each reporting period, while others are required to be measured only one time, generally the date of acquisition or debt issuance. Cleco and Cleco Power are required to disclose the fair value of certain assets and liabilities by one of three levels when required for recognition purposes under GAAP.  Other financial assets and liabilities, such as long-term debt, are reported at their carrying values at their date of issuance on the consolidated balance sheets with their fair values disclosed without regard to the three levels. For more information about fair value levels, see Note 5 — “Fair Value Accounting.”

Risk Management

Market risk inherent in Cleco Power’s market risk-sensitive instruments and positions includes potential changes arising from changes in interest rates and the commodity market prices of power and natural gas on different energy exchanges. Cleco’s Energy Market Risk Management Policy authorizes the use of various derivative instruments, including exchange traded futures and option contracts, forward purchase and sales contracts, and swap transactions to reduce exposure to fluctuations in the price of power and natural gas. Cleco applies the authoritative guidance as it relates to derivatives and hedging to determine whether the market risk-sensitive instruments and positions are required to be marked-to-market. Generally, Cleco Power’s market risk-sensitive instruments and positions qualify for the normal-purchase, normal-sale exception to mark-to-market accounting because Cleco Power takes physical delivery and the instruments and positions are used to satisfy customer requirements. Cleco Power entered into certain financial transactions it considered economic hedges to mitigate the risk associated with the fixed-price power provided to a wholesale customer through December 2010.

Cleco Power may enter into positions to mitigate the volatility in customer fuel costs. These positions are marked-to-market with the resulting gain or loss recorded on the balance sheet as a component of energy risk management assets or liabilities. Such gain or loss is deferred as a component of deferred fuel assets or liabilities. When these positions close, actual gains or losses will be included in the fuel adjustment clause and reflected on customers’ bills as a component of the fuel cost adjustment.

Cleco Power maintains margin accounts with commodity brokers used to partially fund the acquisition of natural gas futures, options and swap contracts. These contracts/positions are used to mitigate the risks associated with the volatility in customer fuel costs noted above. The current and long-term portions of collateral are reported as a component of energy risk management assets or liabilities and other deferred credits, respectively.

Cleco and Cleco Power maintain a master netting agreement policy and monitor credit risk exposure through review of counterparty credit quality, counterparty credit exposure, and counterparty concentration levels. Cleco manages these risks by establishing appropriate credit and concentration limits on transactions with counterparties and by requiring contractual guarantees, cash deposits, or letters of credit from counterparties or their affiliates, as deemed necessary. Cleco Power has agreements in place with various counterparties that authorize the netting of financial buys and sells and contract payments to mitigate credit risk for transactions entered into for risk management purposes.

Cleco has entered into various contracts to mitigate the volatility in interest rate risk. These contracts include, but are not limited to, interest rate swaps and treasury rate locks. For these contracts in which Cleco is hedging the variability of cash flows related to forecasted transactions that qualify as cash flow hedges, the changes in the fair value of such derivative instruments are reported in other comprehensive income. To qualify for hedge accounting, the relationship between the hedging instrument and the hedged item must be documented to include the risk management objective and strategy and, at inception and on an ongoing basis, the effectiveness of the hedge in offsetting the changes in the cash flows of the item being hedged. Gains or losses accumulated in other comprehensive income are reclassified as earnings in the periods in which earnings are affected by the variability of the cash flows of the hedged item. The ineffective portions of hedges will be recognized in current-period earnings unless management determines that it is probable that the costs will be recovered through the rate making process. If management determines that it is probable that the costs will be recovered, then they will be recognized as a regulatory asset or liability and amortized to earnings over the life of the related debt. For those contracts in which Cleco is hedging the variability of cash flows related to forecasted transactions that do not qualify as cash flow hedges, the changes in the fair value of such derivative instruments will be recognized in current period earnings unless management determines that it is probable that the costs will be recovered through the rate-making process. If management determines that it is probable that the costs will be recovered, then they will be recognized as a regulatory asset or liability and amortized to earnings over the life of the related debt. For more information on the interest rate risk contracts, see Note 5 — “Fair Value Accounting — Interest Rate Derivatives.”

Recent Authoritative Guidance

The Registrants adopted, or will adopt, the following recent authoritative guidance on their respective effective dates.

In July 2010, FASB amended the authoritative guidance on receivables, which required companies to improve their disclosures about the credit quality of their financing receivables and the credit reserves held against them. For public companies, the amendment was effective for interim and annual reporting periods ending on or after December 15, 2010, with specific items, such as allowance rollforward and modification disclosures, effective for periods beginning after December 15, 2010. The adoption of this amendment did not have any effect on the financial condition or results of operations of the Registrants.

In December 2010, FASB amended the authoritative guidance on business combinations to expand supplemental pro forma disclosures and to require comparative prior period financial statement disclosures as if the combination occurred as of the beginning of the prior annual period. The amendment was effective prospectively for business combination acquisition dates on or after the beginning of the first annual reporting period beginning on or after December 15, 2010. The adoption of this amendment did not have any effect on the financial condition or results of operations of the Registrants.

In April 2011, FASB issued additional guidance to creditors for evaluating whether a modification or restructuring of a receivable is a troubled debt restructuring. The implementation of this guidance was effective in the first interim or annual period beginning on or after June 15, 2011. The adoption of this guidance did not have an impact on the financial condition or results of operations of the Registrants.

In April 2011, FASB issued guidance to improve the accounting for repurchase agreements and other similar agreements. Specifically, this guidance modifies the criteria for determining when these transactions would be accounted for as financings as opposed to sales or purchases with commitments to repurchase or resale. The adoption of this guidance is effective in the first interim or annual period beginning on or after December 15, 2011. The adoption of this guidance is not expected to have an impact on the financial condition or results of operations of the Registrants.

In May 2011, FASB issued guidance on fair value measurements. This guidance results in a consistent definition of fair value and common requirements for measurement of and disclosure about fair value between GAAP and IFRS (International Financial Reporting Standards). The adoption of this guidance is effective prospectively for interim and annual periods beginning after December 15, 2011. The adoption of this guidance is not expected to have a material impact on the financial condition or results of operations of the Registrants.

In June 2011, FASB issued guidance on the presentation of comprehensive income. This guidance eliminates the current option to report other comprehensive income and its components in the statement of changes in equity. The adoption of this guidance is effective for interim and annual periods beginning after December 15, 2011. In December 2011, the FASB deferred the requirements relating to the presentation of reclassifications of items out of accumulated other comprehensive income until a later date to be determined by the FASB. The other provisions of the June 2011 guidance are not affected by this deferral. The adoption of this guidance will not have any impact on the financial condition or results of operations of the Registrants.

In September 2011, FASB revised the testing of goodwill for impairment. The revision provides entities the option to first use qualitative factors to determine whether it is necessary to perform the quantitative two-step test. The adoption of this guidance is effective for interim and annual goodwill impairment tests performed for fiscal years beginning after December 15, 2011, with some provisions for early adoption. The adoption of this guidance will not have any impact on the financial condition or results of operations of the Registrants.

In December 2011, FASB revised the accounting for a parent that ceases to have a controlling financial interest in a subsidiary due to a default on the subsidiary’s non-recourse debt when the subsidiary is in substance real estate by requiring the application of real estate sales guidance. This revision is effective for events occurring on or after June 15, 2012. The adoption of this guidance will not have any impact on the financial condition or results of operations of the Registrants.

In December 2011, FASB revised the disclosure requirements related to balance sheet offsetting. After the effective date, entities must disclose both the gross and net information about instruments and transactions eligible for offsetting on the balance sheet, including transactions under master netting agreements. The adoption of this revision is required for interim and annual periods beginning on or after January 1, 2013. The adoption of this revision will not have any effect on the financial condition or results of operations of the Registrants since it relates to disclosures.

Earnings per Average Common Share

The following table shows the calculation of basic and diluted earnings per share.

	FOR THE YEAR ENDED DECEMBER 31,
				2011					2010					2009
(THOUSANDS, EXCEPT SHARES AND PER SHARE AMOUNTS)	INCOME		SHARES	PER SHARE AMOUNT		INCOME		SHARES	PER SHARE AMOUNT		INCOME		SHARES	PER SHARE AMOUNT
Income from continuing operations	$	195,848				$	255,391				$	106,307
Deduct:  non-participating stock dividends (4.5% preferred stock)	26					46					46
Deduct:  non-participating stock redemption costs (4.5% preferred stock)	112					—					—
Basic net income applicable to common stock	$	195,710	60,488,740	$3.24		$	255,345	60,431,142	$	4.23	$	106,261	60,187,894	$	1.77
Effect of dilutive securities
Add:  stock option grants			20,647					32,080					32,050
Add:  restricted stock (LTICP)			324,177					291,367					278,261
Diluted net income applicable to common stock	$	195,710	60,833,564	$	3.22	$	255,345	60,754,589	$	4.20	$	106,261	60,498,205	$	1.76

Stock option grants excluded from the computation of 2009 diluted earnings per share are presented in the following table. These stock option grants were excluded from the computation of 2009 diluted earnings per share because they had exercise prices higher than the average market price. There were no stock option grants excluded from the computation of 2011 or 2010 diluted earnings per share.

	FOR THE YEAR ENDED DECEMBER 31, 2009
	STRIKE PRICE	AVERAGE MARKET  PRICE	SHARES
Stock option grants excluded	$ 23.31 - $ 24.25	$23.28	57,766

Preferred Stock Redemption

On June 24, 2011, Cleco Corporation redeemed all 10,288 outstanding shares of its 4.5% preferred stock. The redemption price was $101 per share plus accrued and unpaid dividends to the redemption date, or $101.296 per share. As of the redemption date, no shares of 4.5% preferred stock were outstanding. Holders are no longer entitled to dividends and all rights of such holders as shareholders of Cleco Corporation by reason of their ownership of such 4.5% preferred stock have ceased.

Stock-Based Compensation

For information on Cleco’s stock-based compensation, see Note 7 — “Common and Preferred Stock — Common Stock — Stock-Based Compensation.”

XML

The Company

12 Months Ended

Dec. 31, 2011

Organization, Consolidation and Presentation of Financial Statements [Abstract]

The Company

The Company

General

Cleco Corporation is a holding company composed of the following:

• Cleco Power, a regulated electric utility subsidiary, which owns nine generating units with a total nameplate capacity of 2,524 MW and serves approximately 281,000 customers in Louisiana through its retail business and 10 communities across Louisiana and Mississippi through wholesale power contracts. Cleco Power also owns a 50% interest in an entity that owns lignite reserves. Cleco Power owns all of the outstanding membership interests in Cleco Katrina/Rita, a special purpose entity, that is consolidated with Cleco Power in its financial statements.

• Midstream is a wholesale energy subsidiary regulated by FERC which owns Evangeline (which operates Coughlin).

• Cleco Corporation’s other operations consist of a holding company, two transmission interconnection facility subsidiaries, a shared services subsidiary, and an investment subsidiary.

XML

Operating Leases

12 Months Ended

Dec. 31, 2011

Leases [Abstract]

Operating Leases

Operating Leases

The following is a schedule of operating leases that Cleco maintains in the ordinary course of business activities. The majority of Cleco’s operating leases are for line construction and operating vehicles and for railcars for coal deliveries, which are utilized by Cleco Power. The remaining leases provide for office and operating facilities and office equipment. These leases have various terms and expiration dates. The following table is a summary of expected operating lease payments for Cleco and Cleco Power for the years indicated.

			YEAR ENDING DECEMBER 31,
(THOUSANDS)	CLECO		CLECO POWER		TOTAL
2012	$	24	$	12,412	$	12,436
2013	4		12,540		12,544
2014	5		4,048		4,053
2015	—		3,900		3,900
2016	—		3,325		3,325
Thereafter	—		16,836		16,836
Total operating lease payments	$	33	$	53,061	$	53,094

Cleco’s operating leases for line construction and maintenance vehicles have a term of seven years with an additional one-year renewal. The lease payment is determined by taking the equipment’s original cost multiplied by the adjusted rental factor. Contingent rents are based on the change in the LIBOR rate at May 15, 2001, compared to December 31, 2011, 2010, and 2009. For the years ended December 31, 2011, 2010, and 2009, lease expenses of $1.0 million, $1.1 million, and $1.4 million, respectively, were recognized. Contingent rents were less than $0.1 million for each of the years ended December 31, 2011, 2010, and 2009.

The railcar leases are divided into two groups. The first group has 120 railcars, and the lease expires on March 31, 2021. The second group has 121 railcars, and the lease expires on March 31, 2017. Cleco Power pays a monthly rental fee per car. For each of the years ended December 31, 2011, 2010, and 2009, an operating lease expense of $1.1 million was recognized. The railcar leases do not contain contingent rent payments.

Cleco Power’s operating leases for line construction and service vehicles have lease terms from five to seven years. The lease payment is determined by taking the equipment’s acquisition cost multiplied by the rental payment factor. For the years ended December 31, 2011, and 2010, an operating lease expense of $0.4 million and $0.2 million was recognized, respectively. The vehicle leases do not contain contingent rent payments.

Cleco’s operating leases for vehicles, office and operating facilities, and office equipment had lease terms from three to ten years. The monthly lease payment was determined by summing the monthly equipment amortization with the lowest monthly interest rate multiplied by the amortized value. Contingent rents were calculated by comparing the difference between the lowest rate at December 1984 to the lowest rate at December of each year. In November 2009, Cleco Power purchased all vehicles and equipment under this lease agreement and as a result there was no lease expense or contingent rent recognized for the years ended December 31, 2011, and 2010. For the year ended December 31, 2009, lease expenses of $6.5 million was recognized. For the year ended December 31, 2009, contingent rents were $0.5 million. For more information regarding operating leases, see Note 14 — “Litigation, Other Commitments and Contingencies, and Disclosures about Guarantees — Other Commitments — CBL Capital Corporation.”

XML

Income Taxes

12 Months Ended

Dec. 31, 2011

Income Tax Disclosure [Abstract]

Income Taxes

Income Taxes

Cleco

For the years ended December 31, 2011, and 2009, income tax expense was lower than the amount computed by applying the statutory federal rate to income before tax. For the year ended December 31, 2010, income tax expense was higher than the amount computed by applying the statutory federal rate to income before tax. The differences are as follows.

	FOR THE YEAR ENDED DECEMBER 31,
(THOUSANDS, EXCEPT FOR %)	2011			2010			2009
Income before tax	$	298,745		$	397,889		$	115,886
Statutory rate	35.0		%	35.0		%	35.0		%
Tax at federal statutory rate	$	104,561		$	139,261		$	40,560
Increase (decrease):
Plant differences, including AFUDC flowthrough	(1,758		)	(7,757		)	(30,212		)
Amortization of investment tax credits	(1,238		)	(1,285		)	(1,332		)
State tax expense	2,155			11,897			4,763
Audit settlement	10,782			—			—
Other	(11,605		)	382			(4,200		)
Total taxes	$	102,897		$	142,498		$	9,579
Effective Rate	34.4		%	35.8		%	8.3		%

Information about current and deferred income tax expense is as follows.

	FOR THE YEAR ENDED DECEMBER 31,
(THOUSANDS)	2011			2010			2009
Current federal income tax expense	$	77,659		$	75,337		$	16,080
Deferred federal income tax expense (benefit)	26,577			56,047			(9,880		)
Amortization of accumulated deferred investment tax credits	(1,238		)	(1,285		)	(1,332		)
Total federal income tax expense	$	102,998		$	130,099		$	4,868
Current state income tax expense	2,857			13,572			814
Deferred state income tax (benefit) expense	(2,958		)	(1,173		)	3,897
Total state income tax (benefit) expense	$	(101	)	$	12,399		$	4,711
Total federal and state income tax expense	$	102,897		$	142,498		$	9,579
Items charged or credited directly to shareholders’ equity
Federal deferred	(8,908		)	2,210			(1,200		)
State deferred	(1,439		)	357			(194		)
Total tax benefit from items charged directly to shareholders’ equity	$	(10,347	)	$	2,567		$	(1,394	)
Total federal and state income tax expense	$	92,550		$	145,065		$	8,185

The $12.9 million change in total tax benefit from items charged directly to shareholders' equity in 2011 compared to 2010 was primarily due to the tax effect of other post-employment benefit adjustments booked to accumulated other comprehensive income and interest rate derivatives.

The balance of accumulated deferred federal and state income tax assets and liabilities at December 31, 2011, and 2010 was comprised of the following.

	AT DECEMBER 31,
(THOUSANDS)	2011			2010
Depreciation and property basis differences	$	(594,135	)	$	(527,014	)
Net operating loss	18,542			—
Fuel costs	(6,135		)	(6,500		)
Mark-to-market	—			1,845
Deferred carrying charges	11,327			26,567
SERP – other comprehensive income	16,621			6,274
Regulated operations regulatory liability	(83,965		)	(75,080		)
Postretirement benefits other than pension	(9,486		)	9,902
New markets tax credit	36,398			16,667
Other	(9,844		)	(1,766		)
Accumulated deferred federal and state income taxes	$	(620,677	)	$	(549,105	)

Valuation allowances are recorded to reduce deferred tax assets when it is more likely than not that a tax benefit will not be realized. In 2010, a $1.2 million valuation allowance against the $2.7 million deferred tax asset on capital loss carryforwards was reflected on the Consolidated Balance Sheet of Cleco. The previously recorded $1.2 million valuation allowance was reversed in the second quarter of 2011 due to capital gains generated by the disposition of Acadia Unit 2. In addition, as of December 31, 2011, Cleco had a deferred tax asset resulting from new markets tax credit carryforwards of $55.2 million. If the new markets tax credit carryforwards are not utilized, they will begin to expire in 2029. Management considers it more likely than not that all deferred tax assets related to new markets tax credit carryforwards will be realized; therefore, no valuation allowance has been recorded.

As of December 31, 2011, Cleco generated federal net operating losses and state net operating losses of $47.3 million and $40.1 million, respectively, which will expire in 2031 and 2026. Cleco considers it more likely than not that these losses will be utilized to reduce future income taxes.

Cleco Power

Income tax expense is lower than the amount computed by applying the statutory rate to income before tax, as follows.

	FOR THE YEAR ENDED DECEMBER 31,
(THOUSANDS, EXCEPT FOR %)	2011			2010			2009
Income before tax	$	212,244		$	222,512		$	126,463
Statutory rate	35.0		%	35.0		%	35.0		%
Tax at federal statutory rate	$	74,285		$	77,879		$	44,262
Increase (decrease):
Plant differences, including AFUDC flowthrough	(1,758		)	(7,757		)	(30,212		)
Amortization of investment tax credits	(1,238		)	(1,285		)	(1,332		)
State tax expense	(853		)	5,798			5,131
Other	(1,027		)	472			(2,552		)
Total tax expense	$	69,409		$	75,107		$	15,297
Effective Rate	32.7		%	33.8		%	12.1		%

Information about current and deferred income tax expense is as follows.

	FOR THE YEAR ENDED DECEMBER 31,
(THOUSANDS)	2011			2010			2009
Current federal income tax expense	$	23,347		$	35,132		$	11,920
Deferred federal income tax expense	47,763			40,237			912
Amortization of accumulated deferred investment tax credits	(1,238		)	(1,285		)	(1,332		)
Total federal income tax expense	$	69,872		$	74,084		$	11,500
Current state income tax expense	1,691			6,704			1,480
Deferred state income tax (benefit) expense	(2,154		)	(5,681		)	2,317
Total state income tax (benefit) expense	$	(463	)	$	1,023		$	3,797
Total federal and state income taxes	$	69,409		$	75,107		$	15,297
Items charged or credited directly to shareholders’ equity
Federal deferred	(8,580		)	2,532			(620		)
State deferred	(1,386		)	409			(100		)
Total tax benefit from items charged directly to shareholders’ equity	$	(9,966	)	$	2,941		$	(720	)
Total federal and state income tax expense	$	59,443		$	78,048		$	14,577

The $12.9 million change in total tax benefit from items charged directly to shareholders' equity in 2011 compared to 2010 was primarily due to the tax effect of other post-employment benefit adjustments booked to accumulated other comprehensive income and interest rate derivatives.

The balance of accumulated deferred federal and state income tax assets and liabilities at December 31, 2011, and 2010 was comprised of the following.

	AT DECEMBER 31,
(THOUSANDS)	2011			2010
Depreciation and property basis differences	$	(592,634	)	$	(551,909	)
Net operating loss	16,390			—
Fuel costs	(6,125		)	(6,490		)
Mark-to-market	—			1,628
Deferred carrying charges	11,327			26,567
SERP - other comprehensive income	11,984			2,019
Regulated operations regulatory liability	(83,965		)	(75,080		)
Postretirement benefits other than pension	(22,461		)	(2,503		)
Other	9,478			7,005
Accumulated deferred federal and state income taxes	$	(656,006	)	$	(598,763	)

Valuation allowances are recorded to reduce deferred tax assets when it is more likely than not that a tax benefit will not be realized. In 2010, a $1.2 million valuation allowance against the $2.7 million deferred tax asset on capital loss carryforwards was reflected on the Consolidated Balance Sheet of Cleco Power. The previously recorded $1.2 million valuation allowance was reversed in the second quarter of 2011 due to capital gains generated by the disposition of Acadia Unit 2.

As of December 31, 2011, Cleco Power generated federal net operating losses and state net operating losses of $43.7 million and $36.0 million, respectively, which will expire in 2031 and 2026. Cleco Power considers it more likely than not that these losses will be utilized to reduce future income taxes.

Uncertain Tax Positions

Cleco classifies all interest related to uncertain tax positions as a component of interest payable and interest expense. The total amounts of uncertain tax positions and related interest payable and interest expense, as reflected on Cleco Corporation and Cleco Power’s Consolidated Balance Sheets and Statements of Income, are shown in the following tables:

	AT DECEMBER 31,
(THOUSANDS)	2011		2010
Interest payable
Cleco Corporation	$	13,843	$	41,018
Cleco Power	$	17,327	$	15,211

	FOR THE YEAR ENDED DECEMBER 31,
(THOUSANDS)	2011			2010			2009
Interest charges
Cleco Corporation	$	(25,795	)	$	3,930		$	8,239
Cleco Power	$	3,495		$	(5,448	)	$	3,336

The total liability for unrecognized tax benefits for Cleco and Cleco Power at December 31, 2011, 2010, and 2009 is shown in the following table:

Cleco
(THOUSANDS)	LIABILITY FOR UNRECOGNIZED TAX BENEFITS
Balance at January 1, 2009	$	84,918
Reduction for tax positions of current period	(15,126		)
Additions for tax positions of prior years	59,443
Reduction for tax positions of prior years	—
Reduction for lapse of statute of limitations	—
Balance at December 31, 2009	$	129,235
Reduction for tax positions of current period	(5,738		)
Additions for tax positions of prior years	511
Reduction for tax positions of prior years	(6,146		)
Reduction for settlement with tax authority	(15,077		)
Reduction for lapse of statute of limitations	—
Balance at December 31, 2010	$	102,785
Reduction for tax positions of current period	(4,129		)
Additions for tax positions of prior years	11,031
Reduction for tax positions of prior years	(8,670		)
Reduction for settlement with tax authority	(44,782		)
Reduction for lapse of statute of limitations	—
Balance at December 31, 2011	$	56,235

Cleco Power
(THOUSANDS)	LIABILITY FOR UNRECOGNIZED TAX BENEFITS
Balance at January 1, 2009	$	60,536
Reduction for tax positions of current period	(11,499		)
Additions for tax positions of prior years	35,323
Reduction for tax positions of prior years	—
Reduction for lapse of statute of limitations	—
Balance at December 31, 2009	$	84,360
Reduction for tax positions of current period	(2,202		)
Additions for tax positions of prior years	3
Reduction for tax positions of prior years	(6,109		)
Reduction for settlement with tax authority	(15,077		)
Reduction for lapse of statute of limitations	—
Balance at December 31, 2010	$	60,975
Reduction for tax positions of current period	(4,018		)
Additions for tax positions of prior years	4,271
Reduction for tax positions of prior years	(8,670		)
Reduction for settlement with tax authority	—
Reduction for lapse of statute of limitations	—
Balance at December 31, 2011	$	52,558

The federal income tax years that remain subject to examination by the IRS are 2001 through 2011. The Louisiana state income tax years that remain subject to examination by the Louisiana Department of Revenue are 2001 through 2011. In December 2010, Cleco deposited $52.2 million with the IRS associated with the years currently under audit, of which $45.9 million reduced accrued income taxes payable and $6.3 million reduced accrued interest payable. In February 2011, Cleco deposited an additional $8.2 million with the IRS associated with the years currently under audit, which reduced income taxes payable. Of the $60.4 million deposited, $42.8 million remains to offset tax and interest liabilities for tax years subsequent to 2003.

Cleco is currently under audit by the IRS which has proposed adjustments to taxes for various issues, including but not limited to, depreciable tax lives, bonus depreciation, deductible storm costs, research and experimentation costs, domestic production activities deduction, and repair allowance deductions. Cleco estimates that it is reasonably possible that the balance of unrecognized tax benefits as of December 31, 2011, could decrease by a maximum of $27.2 million for Cleco and $27.5 million for Cleco Power in the next 12 months as a result of reaching a settlement with the IRS. The settlement could involve the payment of additional taxes, the adjustment of deferred taxes, and/or the recognition of tax benefits, which may have an effect on Cleco’s effective tax rate.

On October 13, 2011, Cleco entered into an agreement to settle the 2001 through 2003 audit cycle with the IRS. As a result of the agreement, Cleco made a miscellaneous other federal income tax payment in accordance with Revenue Procedure 2001-18 in the amount of $13.2 million, and no interest was assessed. Cleco has reversed $31.6 million of previously accrued federal and state interest expense and the corresponding deferred tax benefit of $12.1 million.

XML

Pension Plan and Employee Benefits, Additional Disclosures (Details) (USD $)	12 Months Ended
	Dec. 31, 2011	Dec. 31, 2010	Dec. 31, 2009
Pension Benefits [Member]
Defined Benefit Plan Disclosure [Line Items]
Actual return on plan assets (in hundredths)	8.70%	13.60%
Amortization period for actual asset returns different from expected returns (in years)	5 years
Projected benefit payments [Abstract]
2012	$ 13,867,000
2013	14,681,000
2014	15,573,000
2015	16,459,000
2016	17,446,000
Next five years	105,623,000
Other Benefits [Member]
Defined Benefit Plan Disclosure [Line Items]
Estimated impact of future Medicare subsidies on accumulated postretirement benefit obligation	(400,000)	800,000
Impact of future Medicare subsidies on the components of other benefit costs [Abstract]
(Increase) reduction in interest cost	(24,000)	(45,000)
Reduction in net loss amortization	195,000	222,000
Reduction in prior period service cost amortization	50,000	397,000
Reduction in net other benefit cost	(221,000)	(574,000)
Assumed health care cost trend rates (in hundredths)	9.00%	9.00%	9.00%
Ultimate health care trend rate (in hundredths)	5.00%
Year that rate reaches ultimate trend rate	2030
Effect of one-percentage point change in assumed health care cost trend rates [Abstract]
Effect of one-percentage point increase on total of service and interest cost components	8,000
Effect of one-percentage point decrease on total of service and interest cost components	90,000
Effect of one-percentage point increase on postretirement benefit obligation	361,000
Effect of one-percentage point decrease on postretirement benefit obligation	285,000
Projected benefit payments [Abstract]
2012	3,075,000
2013	3,254,000
2014	3,503,000
2015	3,732,000
2016	3,940,000
Next five years	20,591,000
Medicare Part D subsidy receipts [Abstract]
2012	374,000
2013	0
2014	0
2015	0
2016	0
Next five years	0
Other Benefits [Member] | Cleco Power [Member]
Impact of future Medicare subsidies on the components of other benefit costs [Abstract]
Reduction in net other benefit cost			300,000
SERP Benefits [Member]
Defined Benefit Plan Disclosure [Line Items]
Current portion of SERP liability	2,200,000	2,000,000
Projected benefit payments [Abstract]
2012	2,185,000
2013	2,490,000
2014	2,505,000
2015	2,713,000
2016	2,878,000
Next five years	15,756,000
SERP Benefits [Member] | Cleco Power [Member]
Defined Benefit Plan Disclosure [Line Items]
Allocated amount of SERP liability	15,000,000	14,100,000
Current portion of SERP liability	$ 800,000	$ 600,000

XML

Fair Value Accounting

12 Months Ended

Dec. 31, 2011

Fair Value Disclosures [Abstract]

Fair Value Accounting

Fair Value Accounting

The amounts reflected in Cleco Corporation and Cleco Power’s Consolidated Balance Sheets at December 31, 2011, and December 31, 2010, for cash and cash equivalents, accounts receivable, other accounts receivable, accounts payable, and short-term debt approximate fair value because of their short-term nature.  Estimates of the fair value of Cleco and Cleco Power’s long-term debt and Cleco’s nonconvertible preferred stock are based upon the quoted market price for the same or

similar issues or by a discounted present value analysis of future cash flows using current rates obtained by Cleco and Cleco Power for debt and by Cleco for preferred stock with similar maturities. In June 2011, Cleco Corporation redeemed all of its outstanding preferred stock. For more information on the preferred stock redemption, see Note 2 — “Summary of Significant Accounting Policies — Preferred Stock Redemption.”

Cleco
					AT DECEMBER 31,
			2011				2010
(THOUSANDS)	CARRYING VALUE		ESTIMATED FAIR VALUE		CARRYING VALUE		ESTIMATED FAIR VALUE
Financial instruments not marked-to-market
Cash and cash equivalents	$	93,576	$	93,576	$	191,128	$	191,128
Restricted cash	$	35,828	$	35,828	$	41,048	$	41,048
Long-term debt, excluding debt issuance costs	$	1,354,567	$	1,542,867	$	1,403,835	$	1,462,063
Preferred stock not subject to mandatory redemption	$	—	$	—	$	1,029	$	844

Cleco Power
					AT DECEMBER 31,
			2011				2010
(THOUSANDS)	CARRYING VALUE		ESTIMATED FAIR VALUE		CARRYING VALUE		ESTIMATED FAIR VALUE
Financial instruments not marked-to-market
Cash and cash equivalents	$	67,458	$	67,458	$	184,912	$	184,912
Restricted cash	$	35,731	$	35,731	$	40,951	$	40,951
Long-term debt, excluding debt issuance costs	$	1,344,567	$	1,532,867	$	1,388,835	$	1,447,063

At December 31, 2011, Cleco and Cleco Power were exposed to concentrations of credit risk through their short-term investments classified as cash equivalents and restricted cash. Cleco had $119.3 million ($83.5 million of cash and $35.8 million of restricted cash) in short-term investments in institutional money market funds. If the money market funds failed to perform under the terms of the investment, Cleco would be exposed to a loss of the invested amounts. Cleco Power had $100.3 million ($64.6 million of cash and $35.7 million of restricted cash) in short-term investments in institutional money market funds. If the money market funds failed to perform under the terms of the investments, Cleco Power would be exposed to a loss of the invested amounts. Collateral on these types of investments is not required by either Cleco or Cleco Power. In order to mitigate credit risk, Cleco and Cleco Power have established guidelines for short-term investments. Money market funds must have at least $1.0 billion in assets under management; must have been in existence for not less than two years; must have portfolios not comprised of more than 50% of securities issued by foreign entities; and must be rated in the top two ratings categories by at least one nationally recognized rating agency. Commercial paper must be issued by a company with headquarters in the U.S. and rated not less than A1 by Standard & Poor’s or P1 by Moody’s. For split-rated issuers, the second rating must not be lower than either A2 or P2; the issuer’s long-term debt must be rated not lower than A by Standard & Poor’s or A2 by Moody’s; and the issuer cannot be on negative credit watch. Investments in commercial paper rated A2 by Standard & Poor’s or P2 by Moody’s may be made if approved by the appropriate level of management.

Interest Rate Derivatives

Interest Rate Swap

In August 2009, Cleco Power entered into a $50.0 millionbank loan with variable interest, paid monthly, and calculated at 3.00% plus the one-month LIBOR. The loan was set to mature on August 19, 2012. In order to mitigate the risk of future floating interest rates, Cleco Power entered into an interest rate swap in the third quarter of 2009. Based on the notional amount of the bank loan, the swap required a monthly net settlement between Cleco Power’s fixed payment of 1.84% and the swap counterparty’s floating payment of the one-month LIBOR. The swap was set to mature on May 31, 2012. Both the bank loan and the swap were effective the same day and required monthly payments on the same day near the end of the month. From the inception of the loan to the termination of the loan, Cleco Power recognized net interest expense equal to an annual rate of 4.84% on the bank loan. Since both the bank loan and the swap required payments on the same day near the end of the month, the cash payments were materially close to the interest expense recognized.

The swap met the criteria of a cash flow hedge under the authoritative guidance as it related to derivatives and hedging. Changes in the swap’s fair value related to the effective portion were recognized in other comprehensive income, whereas changes in the fair value related to the ineffective portion were recognized in earnings. As settlements were made, the swap’s other comprehensive income fair values were reclassified into earnings as a component of interest expense. In November 2010, Cleco Power terminated the interest rate swap and repaid in full the associated $50.0 million bank loan. At the time of the termination, the remaining $1.1 million of losses in accumulated other comprehensive income were reclassified to other expense. For the years ended December 31, 2010 and 2009, there were $0.7 million and $0.3 million respectively, of reclassification adjustments from accumulated other comprehensive income to interest expense as a result of monthly settlements. There was no impact to earnings due to ineffectiveness for the years ended December 31, 2010, and 2009.

Treasury Rate Locks

In August 2011, Cleco Power entered into a treasury rate lock contract in order to mitigate the interest rate exposure on coupon payments related to a forecasted debt issuance. The notional amount of the treasury rate lock was $150.0 million, with a pricing date of November 14, 2011, or the date of issuance of the debt, whichever was earlier. The treasury rate lock met the criteria of a cash flow hedge under the authoritative guidance as it relates to derivatives and hedging. The 3.77% rate lock was based on the 30-year treasury note yield as of August 12, 2011.

On November 14, 2011, Cleco Power settled the $150.0 million treasury rate lock and extended the treasury rate lock contract at a notional amount of $100.0 million, with a pricing date of December 21, 2011, or the date of issuance of the debt, whichever was earlier. The 3.89% rate lock was based on the 30-year treasury note yield as of November 14, 2011, and two-thirds of the fair market value of the previous treasury rate lock. This treasury rate lock extension did not qualify for hedge accounting due to ineffectiveness resulting from the embedded loss related to the previous treasury rate lock. On December 16, 2011, Cleco Power issued $100.0 million senior unsecured private placement notes at an interest rate of 5.12%. The maturity date of the notes is December 16, 2041. On December 2, 2011, the pricing date of the notes, Cleco Power settled the treasury rate lock extension. At December 31, 2011, Cleco Power recorded $22.3 million in other comprehensive income and deferred $4.4 million of losses and ineffectiveness as a regulatory asset related to the settlement of the two treasury rate locks. As a result of management’s assessment that it is probable that the losses and ineffectiveness will be recovered through the rate-making process, Cleco Power will amortize the regulatory asset over the 30-year term of the related debt. The amount recorded in other comprehensive income will also be amortized as interest expense over the 30-year term of the related debt issuance. For more information on the $50.0 million forecast debt issuance, see — “Forward Starting Interest Rate Swap.”

Forward Starting Interest Rate Swap

On November 14, 2011, Cleco Power entered into a pay fixed/receive variable forward starting interest rate swap contract in order to mitigate the interest rate exposure on coupon payments related to the remaining $50.0 million fixed-rate forecasted debt issuance. The forward starting interest rate swap has a spot 30-year all-in swap rate of 3.05%, notional amount of $50.0 million, with the pricing date of May 14, 2013, or the issuance of the notes, whichever is earlier. The forward starting interest rate swap meets the criteria of a cash flow hedge under the authoritative guidance as it relates to derivatives and hedging and is carried on the balance sheet at its fair value. The fair market value of the forward starting interest rate swap is calculated by the net of the present value of the fixed payments to be paid by Cleco Power and the present value of the three-month LIBOR payments to be received by Cleco Power. Since future LIBOR rates are not available for each month until termination, quoted LIBOR rates from an active exchange for observable time periods were used to create a forward LIBOR curve for all months until termination. Because of the inputs and common techniques used to calculate fair value, the swap valuation was considered Level 2. Cleco Power recognized $3.3 million unrealized mark-to-market loss in other comprehensive income for the year ended December 31, 2011. The offsetting liability was recorded on Cleco Corporation and Cleco Power’s Consolidated Balance Sheets as an interest rate risk management liability. There was no impact to earnings due to ineffectiveness for the year ended December 31, 2011.

Fair Value Measurements and Disclosures

The authoritative guidance on fair value measurements requires entities to classify assets and liabilities measured at their fair value according to three different levels depending on the inputs used in determining fair value.

The following tables disclose for Cleco and Cleco Power the fair value of financial assets and liabilities measured on a recurring basis and within the scope of the authoritative guidance for fair value measurements and disclosures.

Cleco
	CLECO CONSOLIDATED FAIR VALUE MEASUREMENTS AT REPORTING DATE USING:
(THOUSANDS)	AT DECEMBER 31, 2011		QUOTED PRICES IN ACTIVE MARKETS FOR IDENTICAL ASSETS (LEVEL 1)		SIGNIFICANT OTHER OBSERVABLE INPUTS (LEVEL 2)		SIGNIFICANT UNOBSERVABLE INPUTS (LEVEL 3)		AT DECEMBER 31, 2010		QUOTED PRICES IN ACTIVE MARKETS FOR IDENTICAL ASSETS (LEVEL 1)		SIGNIFICANT OTHER OBSERVABLE INPUTS (LEVEL 2)		SIGNIFICANT UNOBSERVABLE INPUTS (LEVEL 3)
Asset Description
Energy market derivatives	$	—	$	—	$	—	$	—	$	97	$	—	$	97	$	—
Institutional money market funds	119,327		—		119,327		—		229,748		—		229,748		—
Total assets	$	119,327	$	—	$	119,327	$	—	$	229,845	$	—	$	229,845	$	—
Liability Description
Energy market derivatives	$	5,336	$	—	$	5,336	$	—	$	15,245	$	3,317	$	11,928	$	—
Interest rate derivatives	3,330		—		3,330		—		—		—		—		—
Total liabilities	$	8,666	$	—	$	8,666	$	—	$	15,245	$	3,317	$	11,928	$	—

Cleco Power
	CLECO POWER FAIR VALUE MEASUREMENTS AT REPORTING DATE USING:
(THOUSANDS)	AT DECEMBER 31, 2011		QUOTED PRICES IN ACTIVE MARKETS FOR IDENTICAL ASSETS (LEVEL 1)		SIGNIFICANT OTHER OBSERVABLE INPUTS (LEVEL 2)		SIGNIFICANT UNOBSERVABLE INPUTS (LEVEL 3)		AT DECEMBER 31, 2010		QUOTED PRICES IN ACTIVE MARKETS FOR IDENTICAL ASSETS (LEVEL 1)		SIGNIFICANT OTHER OBSERVABLE INPUTS (LEVEL 2)		SIGNIFICANT UNOBSERVABLE INPUTS (LEVEL 3)
Asset Description
Energy market derivatives	$	—	$	—	$	—	$	—	$	97	$	—	$	97	$	—
Institutional money market funds	100,331		—		100,331		—		224,451		—		224,451		—
Total assets	$	100,331	$	—	$	100,331	$	—	$	224,548	$	—	$	224,548	$	—
Liability Description
Energy market derivatives	$	5,336	$	—	$	5,336	$	—	$	15,245	$	3,317	$	11,928	$	—
Interest rate derivatives	3,330		—		3,330		—		—		—		—		—
Total liabilities	$	8,666	$	—	$	8,666	$	—	$	15,245	$	3,317	$	11,928	$	—

The derivative assets and liabilities are classified as either current or non-current depending on when the positions close. All energy market derivative current assets and current liabilities are reported as a net current energy risk management asset or liability. All energy market derivative non-current assets and non-current liabilities are reported net in other deferred charges or other deferred credits. Net presentation is appropriate due to the right of offset included in the master netting agreements. On the balance sheet, the net current and net non-current derivative positions are netted with the applicable margin deposits. At December 31, 2011, a net current energy risk management liability of $5.3 million represented the current derivative positions with no reduction for margin deposits or option premiums. The institutional money market funds were reported on the Cleco Consolidated Balance Sheet in cash and cash equivalents, current restricted cash, and non-current restricted cash of $83.5 million, $8.7 million, and $27.1 million, respectively. At Cleco Power, cash and cash equivalents, current restricted cash, and non-current restricted cash were $64.6 million, $8.7 million, and $27.0 million, respectively, as of December 31, 2011. The forward starting interest rate swap lock was reported on Cleco Corporation and Cleco Power’s Consolidated Balance Sheets as a current liability in the line item interest rate risk management liability as of December 31, 2011.

Cleco utilizes different valuation techniques for fair value calculations. In order to measure the fair value for Level 1 assets and liabilities, Cleco obtains the closing price from published indices in active markets for the various instruments and multiplies this price by the appropriate number of instruments held. Level 2 fair values for assets and liabilities are determined by obtaining the closing price from published indices in active markets for instruments that are similar to Cleco’s assets and liabilities. The fair value obtained is then discounted to the current period using a U.S. Treasury published interest rate as a proxy for a risk-free rate of return. For some options, Cleco uses the Black-Scholes model using observable and available inputs to calculate the fair value, consistent with the income approach. These techniques have been applied consistently from fiscal period to fiscal period. Level 3 fair values allow for situations in which there is little, if any, market activity for the asset or liability at the measurement date. Cleco had no Level 3 assets or liabilities at December 31, 2011, or 2010.

The assets and liabilities reported at fair value are grouped into classes based on the underlying nature and risks associated with the individual asset or liability. Level 1 of energy market derivative assets and liabilities consists of a single class that includes natural gas futures with quoted prices on a liquid, national exchange. As the future price of natural gas is affected by market expectations, such as the supply of natural gas relative to demand, the fair value of Cleco’s natural gas futures fluctuates.

Level 2 of energy market derivative assets and liabilities consists of two classes. The first class contains natural gas swaps which fluctuate in value as the underlying natural gas futures fair value changes and as market interest rates change. Cleco records the natural gas swaps at the net present value. The second class consists of natural gas options. The fair value of natural gas options fluctuates with the volatility in the fair value of natural gas, the number of days until the options expire, the underlying natural gas futures price fluctuations, and market interest rates. Cleco records natural gas options at the net present value. Both of these energy market derivative classes also contain counterparty execution risk because the transactions are entered into with a direct counterparty and are not traded through an exchange.

The Level 2 institutional money market funds asset consists of a single class. In order to capture interest income and minimize risk, cash is invested in money market funds that invest primarily in short-term securities issued by the U.S. Treasury in order to maintain liquidity and achieve the goal of a net asset value of a dollar. The risks associated with this class are counterparty risk of the fund manager and risk of price volatility associated with the underlying securities of the fund.

The Level 2 forward starting interest rate swap liability consisted of a single class that only contains one instrument. The risks are changes in the three-month LIBOR rate and counterparty risk. This instrument is with a direct counterparty and not traded through an exchange.

Cleco has a policy which states that transfers between Levels 1, 2, and 3 are recognized at the end of a reporting period. During the years ended December 31, 2011, 2010, and 2009, Cleco did not experience any transfers between levels.

Derivatives and Hedging

The authoritative guidance on derivatives and hedging requires entities to provide transparency disclosures about a company’s derivative activities and how the related hedged items affect a company’s financial position, financial performance, and cash flows. Cleco is required to provide qualitative disclosures about derivative fair value, gains and losses, and credit-risk-related contingent features in derivative agreements.

The following table presents the fair values of derivative instruments and their respective line items as recorded on Cleco Corporation and Cleco Power’s Consolidated Balance Sheets as of December 31, 2011, and 2010:

	DERIVATIVES NOT DESIGNATED AS HEDGING INSTRUMENTS
	LIABILITY DERIVATIVES
(THOUSANDS)	BALANCE SHEET LINE ITEM	AT DECEMBER 31, 2011			AT DECEMBER 31, 2010
Commodity contracts
Fuel cost hedges:
Current	Energy risk management liability, net	$	(5,336	)	$	(13,497	)
Long-term	Other deferred credits	—			(1,651		)
Total		$	(5,336	)	$	(15,148	)

The following table presents the effect of derivatives not designated as hedging instruments on Cleco Corporation and

Cleco Power’s Consolidated Statements of Income for the years December 31, 2011, 2010, and 2009.

					FOR THE YEAR ENDED DECEMBER 31,
		2011			2010				2009
(THOUSANDS)	LOSS IN INCOME OF DERIVATIVES LINE ITEM	AMOUNT OF LOSS RECOGNIZED IN INCOME ON DERIVATIVES			AMOUNT OF LOSS RECOGNIZED IN INCOME ON DERIVATIVES				AMOUNT OF LOSS RECOGNIZED IN INCOME ON DERIVATIVES
Commodity contracts
Economic hedges	Other operations revenue	$	—		$	(667	)	(1)	$	(1,805	)	(1)
Fuel cost hedges(2)	Fuel used for electric generation	(18,119		)	(36,818		)		$	(92,609	)
Total		$	(18,119	)	$	(37,485	)		$	(94,414	)

⁽¹⁾ For the year ended December 31, 2010 and 2009, Cleco recognized $0.4 million of mark-to-market gains and $0.2 million of mark-to market losses, respectively. related to economic hedges.

⁽²⁾ In accordance with the authoritative guidance for regulated operations, an additional $5.3 million of unrealized losses and $1.2 million of deferred losses associated with fuel cost hedges are reported in Accumulated Deferred Fuel on the balance sheet as of December 31, 2011, compared to $15.1 million of unrealized losses and $1.6 million of deferred losses as of December 31, 2010 and to $24.9 million of unrealized losses and $2.6 million of deferred losses associated with fuel costs hedges as of December 31, 2009. As gains and losses are realized in future periods, they will be recorded as Fuel Used for Electric Generation on the Income Statement.

At December 31, 2011, Cleco Power had 2.2 million MMBtus hedged for natural gas fuel costs, which is approximately 3% of the estimated natural gas requirements for a two-year period. At December 31, 2010, Cleco Power had 9.4 million MMBtus hedged or approximately 11% of gas requirements for a two-year period. The decrease in

percentage hedged is primarily due to a decrease in natural gas positions entered into.

The following table presents the effect of derivatives designated as hedging instruments on Cleco Corporation and Cleco Power’s Consolidated Statements of Income for the years ended December 31, 2011, 2010, and 2009:

													FOR THE YEAR ENDED DECEMBER 31,
				2011					2010						2009
(THOUSANDS)	AMOUNT OF LOSS RECOGNIZED IN OCI			AMOUNT OF NET GAIN RECLASSIFIED FROM ACCUMULATED OCI INTO INCOME (EFFECTIVE PORTION)			AMOUNT OF GAIN RECOGNIZED IN OCI		AMOUNT OF NET LOSS RECLASSIFIED FROM ACCUMULATED OCI INTO INCOME (EFFECTIVE PORTION)				AMOUNT OF GAIN RECOGNIZED IN OCI		AMOUNT OF NET LOSS RECLASSIFIED FROM ACCUMULATED OCI INTO INCOME (EFFECTIVE PORTION)
Interest rate derivatives(1)	$	(25,661	)	$	334	*	$	4,739	$	(512	)	*	$	3,138	$	(285	)	*

* The (loss) gain reclassified from accumulated OCI into income is reflected in interest charges.

⁽¹⁾In November 2010, an interest rate swap was terminated. The remaining $1.1 million of losses in accumulated OCI was reclassified to other expense.

At December 31, 2011, Cleco Power expected $0.4 million of net losses related to interest rate derivatives to be reclassed from accumulated other comprehensive income into earnings over the next 12 months

XML

Regulatory Assets and Liabilities, Additional Disclosures (Details) (USD $)			12 Months Ended	1 Months Ended				12 Months Ended		12 Months Ended	1 Months Ended		12 Months Ended																											12 Months Ended							12 Months Ended		12 Months Ended		12 Months Ended		1 Months Ended		12 Months Ended				12 Months Ended
	Dec. 31, 2011	Dec. 31, 2010	Dec. 31, 2011 Total regulatory assets and liabilities - deferred taxes, net [Member]	Dec. 31, 2007 Deferred mining costs [Member]	May 31, 2001 Deferred mining costs [Member]	Dec. 31, 2011 Solid waste facility closure costs [Member]	Dec. 31, 2010 Solid waste facility closure costs [Member]	Dec. 31, 2011 Deferred tree trimming costs [Member]	Jan. 31, 2008 Deferred tree trimming costs [Member]	Dec. 31, 2011 Deferred training costs [Member]	Sep. 30, 2011 Deferred storm surcredits, net [Member]	Dec. 31, 2011 Deferred storm surcredits, net [Member]	Dec. 31, 2011 Deferred rate case costs [Member]	Dec. 31, 2011 Cleco Power [Member]	Dec. 31, 2010 Cleco Power [Member]	Dec. 31, 2011 Cleco Power [Member] Total federal regulatory asset - income taxes [Member]	Dec. 31, 2010 Cleco Power [Member] Total federal regulatory asset - income taxes [Member]	Dec. 31, 2011 Cleco Power [Member] Total state regulatory asset - income taxes [Member]	Dec. 31, 2010 Cleco Power [Member] Total state regulatory asset - income taxes [Member]	Dec. 31, 2011 Cleco Power [Member] AFUDC [Member]	Dec. 31, 2010 Cleco Power [Member] AFUDC [Member]	Dec. 31, 2011 Cleco Power [Member] Deferred mining costs [Member]	Dec. 31, 2010 Cleco Power [Member] Deferred mining costs [Member]	Dec. 31, 2011 Cleco Power [Member] Deferred interest costs [Member]	Dec. 31, 2010 Cleco Power [Member] Deferred interest costs [Member]	Dec. 31, 2011 Cleco Power [Member] Asset Retirement Obligation Costs [Member]	Dec. 31, 2010 Cleco Power [Member] Asset Retirement Obligation Costs [Member]	Dec. 31, 2011 Cleco Power [Member] Removal of asbestos [Member]	Dec. 31, 2010 Cleco Power [Member] Removal of asbestos [Member]	Dec. 31, 2011 Cleco Power [Member] Deferred postretirement plan costs [Member]	Dec. 31, 2010 Cleco Power [Member] Deferred postretirement plan costs [Member]	Dec. 31, 2011 Cleco Power [Member] Deferred tree trimming costs [Member]	Dec. 31, 2010 Cleco Power [Member] Deferred tree trimming costs [Member]	Dec. 31, 2011 Cleco Power [Member] Deferred training costs [Member]	Dec. 31, 2010 Cleco Power [Member] Deferred training costs [Member]	Dec. 31, 2011 Cleco Power [Member] Deferred storm surcredits, net [Member]	Dec. 31, 2010 Cleco Power [Member] Deferred storm surcredits, net [Member]	Dec. 31, 2011 Cleco Power [Member] Deferred construction carrying costs - asset [Member]	Dec. 31, 2010 Cleco Power [Member] Deferred construction carrying costs - asset [Member]	Dec. 31, 2009 Cleco Power [Member] Lignite mining agreement contingency [Member] T area	Dec. 31, 2011 Cleco Power [Member] Lignite mining agreement contingency [Member]	Dec. 31, 2010 Cleco Power [Member] Lignite mining agreement contingency [Member]	Dec. 31, 2011 Cleco Power [Member] AFUDC equity gross-up [Member]	Dec. 31, 2010 Cleco Power [Member] AFUDC equity gross-up [Member]	Dec. 31, 2011 Cleco Power [Member] Deferred rate case costs [Member]	Dec. 31, 2010 Cleco Power [Member] Deferred rate case costs [Member]	Dec. 31, 2011 Cleco Power [Member] Deferred Acadia Unit 1 acquisition costs [Member]	Dec. 31, 2010 Cleco Power [Member] Deferred Acadia Unit 1 acquisition costs [Member]	Dec. 31, 2011 Cleco Power [Member] Deferred IRP/RFP costs [Member]	Dec. 31, 2010 Cleco Power [Member] Deferred IRP/RFP costs [Member]	Dec. 31, 2011 Cleco Power [Member] Deferred AMI pilot costs [Member]	Dec. 31, 2010 Cleco Power [Member] Deferred AMI pilot costs [Member]	May 31, 2006 Cleco Power [Member] Deferred construction carrying costs - liability [Member]	Feb. 28, 2006 Cleco Power [Member] Deferred construction carrying costs - liability [Member]	Dec. 31, 2011 Cleco Power [Member] Deferred construction carrying costs - liability [Member]	Dec. 31, 2010 Cleco Power [Member] Deferred construction carrying costs - liability [Member]	Mar. 31, 2010 Cleco Power [Member] Deferred construction carrying costs - liability [Member]	Oct. 31, 2009 Cleco Power [Member] Deferred construction carrying costs - liability [Member]	Dec. 31, 2011 Cleco Power [Member] Deferred fuel and purchased power [Member]	Dec. 31, 2010 Cleco Power [Member] Deferred fuel and purchased power [Member]
Schedule of Regulatory Assets and Liabilities, Net [Line Items]
Original recovery period (in years)			30 years	11 years 5 months				5 years		50 years			4 years																																		30 years		3 years		3 years				5 years
Revised recovery period (in years)																																																							4 years
Deferred Mining Costs [Abstract]
Percentage of projected costs benchmark received by customers as fuel cost savings (in hundredths)					2.00%
Percentage of benchmark price above which actual mining costs incurred were deferred (in hundredths)					98.00%
Minimum percentage savings to customers (in hundredths)				2.00%
Deferred Asset Removal Costs [Abstract]
Regulatory liabilities																																																							$ 40,322,000	$ 87,875,000
Regulatory assets						500,000	500,000									34,127,000	41,344,000	51,720,000	36,394,000	132,802,000	130,890,000	19,117,000	21,666,000	6,667,000	7,033,000	829,000	768,000	300,000	300,000	132,556,000	117,651,000	8,371,000	11,086,000	7,486,000	7,642,000	9,254,000	10,633,000	10,883,000	18,830,000		3,781,000	3,781,000	74,346,000	74,859,000	1,117,000	1,654,000	2,971,000	3,076,000	508,000	977,000	153,000	283,000							2,136,000	10,348,000
Deferred Tree Trimming Costs [Abstract]
Regulatory asset - cap									12,000,000
Grossed-up rate of return (in hundredths)									12.40%
Deferred Storm Surcredits, Net [Abstract]
Rate of return to customers (in hundredths)												12.20%
Withdrawal from restricted storm reserve											2,000,000
Deferred Construction Carrying Costs [Abstract]
Percentage of jurisdictional portion of construction carrying costs to be collected from customers (in hundredths)																																																						75.00%
Maximum percentage of projected retail revenues collected from customers (in hundredths)																																																					6.50%
Amount of construction carrying costs to be returned to customers																																																										183,200,000
Revised amount of construction carrying costs to be returned to customers																																																									166,400,000
Amount of construction carrying costs returned to customers																																																							126,000,000
Current portion of regulatory costs (e.g. to be returned within one year)	13,028,000	13,508,000												13,028,000	13,508,000																																								33,000,000
Amended Lignite Mining Agreement Contingency [Abstract]
Ownership interest (in hundredths)																																								50.00%
Combined amount paid for interests in jointly owned lignite mining operation																																								25,700,000
Approximate lignite reserves (in tons)																																								43,000,000
Number of mining areas																																								2
Percentage of loans and lease payments guaranteed by Cleco Power (in hundredths)																																								50.00%
Liability recognized for guarantee of loan and lease payments	33,363,000																																								3,800,000
Maximum projected payment under guarantee	4,225,000																																								72,500,000
Deferred Fuel and Purchased Power Costs [Abstract]
Percentage of total fuel cost was regulated by the LPSC (in hundredths)																																																											93.00%
Change in under-recovered fuel costs																																																											(8,200,000)
Change in mark-to-market of open gas positions																																																											(9,800,000)
Change in deferred fuel and purchased power costs																																																											$ 2,000,000

XML

Miscellaneous Financial Information (Unaudited) (Details) (USD $)	3 Months Ended								12 Months Ended
	Dec. 31, 2011	Sep. 30, 2011	Jun. 30, 2011	Mar. 31, 2011	Dec. 31, 2010	Sep. 30, 2010	Jun. 30, 2010	Mar. 31, 2010	Dec. 31, 2011	Dec. 31, 2010	Dec. 31, 2009
Quarterly Information [Line Items]
Operating revenue, net	$ 239,119,000	$ 351,581,000	$ 272,923,000	$ 253,690,000	$ 256,584,000	$ 343,892,000	$ 275,903,000	$ 272,287,000	$ 1,117,313,000	$ 1,148,666,000	$ 853,758,000
Operating income	49,326,000	116,180,000	70,295,000	65,234,000	59,359,000	99,987,000	80,094,000	55,901,000	301,035,000	295,341,000	106,809,000
Net income									195,848,000	255,391,000	106,307,000
Net income applicable to common stock	30,643,000	65,842,000	70,221,000	29,004,000	20,613,000	49,600,000	35,174,000	149,958,000	195,710,000	255,345,000	106,261,000
Basic net income per average share (in dollars per share)	$ 0.51	$ 1.09	$ 1.16	$ 0.48	$ 0.34	$ 0.82	$ 0.58	$ 2.49	$ 3.24	$ 4.23	$ 1.77
Diluted net income per average common share (in dollars per share)	$ 0.51	$ 1.08	$ 1.15	$ 0.48	$ 0.34	$ 0.82	$ 0.58	$ 2.48	$ 3.22	$ 4.20	$ 1.76
Dividends paid per common share (in dollars per share)	$ 0.3125	$ 0.28	$ 0.28	$ 0.25	$ 0.250	$ 0.250	$ 0.250	$ 0.225	$ 1.1225	$ 0.975	$ 0.900
Closing market price per share
High (in dollars per share)	$ 38.31	$ 36.14	$ 35.66	$ 34.51	$ 31.76	$ 30.00	$ 28.28	$ 27.67
Low (in dollars per share)	$ 32.36	$ 30.06	$ 33.68	$ 30.56	$ 29.59	$ 25.95	$ 24.91	$ 24.32
Cleco Power [Member]
Quarterly Information [Line Items]
Operating revenue, net	236,099,000	342,296,000	268,464,000	250,623,000	253,251,000	332,477,000	271,200,000	263,527,000	1,097,482,000	1,120,455,000	843,599,000
Operating income	53,638,000	110,175,000	75,548,000	67,819,000	62,484,000	94,989,000	81,308,000	53,869,000	307,180,000	292,650,000	111,462,000
Net income	23,278,000	53,833,000	35,694,000	30,030,000	23,821,000	52,335,000	39,089,000	32,160,000	142,835,000	147,405,000	111,166,000
Distribution to Cleco Corporation (as sole member)	$ 50,000,000	$ 25,000,000	$ 25,000,000	$ 30,000,000	$ 25,000,000	$ 50,000,000	$ 50,000,000	$ 25,000,000	$ 130,000,000	$ 150,000,000	$ 30,000,000

XML

Regulatory Assets and Liabilities

12 Months Ended

Dec. 31, 2011

Regulatory Assets and Liabilities Disclosure [Abstract]

Regulatory Assets and Liabilities

Regulatory Assets and Liabilities

Cleco Power follows the authoritative guidance on regulated operations, which allows utilities to capitalize or defer certain costs based on regulatory approval and management’s ongoing assessment that it is probable these items will be recovered through the ratemaking process.

Under the current regulatory environment, Cleco Power believes these regulatory assets will be fully recoverable; however, if in the future, as a result of regulatory changes or competition, Cleco Power’s ability to recover these regulatory assets would no longer be probable, then to the extent that such regulatory assets were determined not to be recoverable, Cleco Power would be required to write-down such assets. In addition, potential deregulation of the industry or possible future changes in the method of rate regulation of Cleco Power could require discontinuance of the application of these authoritative guidelines.

The following chart summarizes Cleco Power’s regulatory assets and liabilities at December 31, 2011, and 2010.

	AT DECEMBER 31,						REMAINING RECOVERY PERIOD
(THOUSANDS)	2011			2010
Total federal regulatory asset — income taxes	$	34,127		$	41,344		—
Total state regulatory asset — income taxes	51,720			36,394			—
AFUDC	132,802			130,890			—
Total investment tax credit	(4,228		)	(4,932		)	—
Total regulatory assets and liabilities — deferred taxes, net	214,421			203,696
Mining costs	19,117			21,666			7.5 yrs.
Interest costs	6,667			7,033			28 yrs.
Asset removal costs	829			768			38 yrs.
Postretirement plan costs	132,556			117,651			—
Tree trimming costs	8,371			11,086			3 yrs.
Training costs	7,486			7,642			48 yrs.
Storm surcredits, net	9,254			10,633			11 yrs.
Construction carrying costs	10,883			18,830			3 yrs.
Mining agreement contingency	3,781			3,781			—
AFUDC equity gross-up	74,346			74,859			—
Rate case costs	1,117			1,654			2 yrs.
Acadia Unit 1 acquisition costs	2,971			3,076			28 yrs.
IRP/RFP costs	508			977			1 yr.
AMI pilot costs	153			283			1.5 yrs.
Financing costs	4,433			—			30 yrs.
Total regulatory assets - other	282,472			279,939
Construction carrying costs	(40,322		)	(87,875		)	2 yrs.
Fuel and purchased power	2,136			10,348			—
Total regulatory assets, net	$	458,707		$	406,108

Income Taxes

Cleco Power has recorded a net regulatory asset related to deferred income taxes in accordance with the authoritative guidance on income taxes. The related regulatory asset or liability recorded represents the effect of tax benefits or detriments that must be flowed through to customers as they are received or paid. Generally, the recovery periods for regulatory assets and liabilities are based on assets’ lives, which are typically 30 years or greater. The amounts deferred are attributable to differences between book and tax recovery periods.

Mining Costs

Cleco Power operates a generating unit jointly owned with SWEPCO that uses lignite as its fuel source.

In May 2001, Cleco Power (along with SWEPCO) entered into the Lignite Mining Agreement with DHLC, the operator of the Dolet Hills mine. As ordered then by the LPSC, Cleco Power’s retail customers began receiving fuel cost savings equal to 2% of the projected costs under the previous mining contract (the benchmark price) through the year 2011. Actual mining costs incurred above 98% of the benchmark price were deferred, and could be recovered from retail customers through the fuel adjustment clause only when the actual mining costs are below 98% of the benchmark price. The benchmark price used the GDP-IPD index as a proxy for the numerous escalators in the previous mining contract. During the course of the contract, Cleco Power and SWEPCO determined that the GDP-IPD index did not appropriately reflect the increase in mining costs caused by sharp increases in diesel fuel and electricity costs associated with the mining operation. Because of this disconnect between the GDP-IPD index and actual mining costs, a significant amount of mining costs was being deferred by Cleco Power.

In 2006, Cleco Power recognized that there was a possibility it may not recover all or part of the lignite mining costs it had deferred. In November 2006, Cleco Power and SWEPCO submitted a joint application to the LPSC requesting approval for Cleco Power to recover its existing deferral balance, and eliminate any future benchmarking of lignite mining costs. In December 2007, the LPSC approved a settlement agreement between Cleco Power, SWEPCO and the LPSC Staff authorizing Cleco Power to recover the existing deferred mining cost balance, including interest, over approximately 11.5 years. The settlement also established a new benchmark utilizing the contract’s escalators to assure a minimum 2% savings to customers compared to the costs under the prior mining contract. Under the settlement, the benchmarking was scheduled to end after April 2011. Cleco Power and SWEPCO also agreed to commit to continued operation of the mining operation through 2016 as long as the operation of the mine was considered prudent. Cleco Power did not record any additional deferred fuel costs under the new benchmarking method.

On September 30, 2009, in connection with its approval of the Oxbow Lignite Mine acquisition, the LPSC agreed to discontinue benchmarking and the corresponding potential to defer future lignite mining costs while preserving the recovery of the legacy deferred fuel balance previously authorized.

Interest Costs

Cleco Power’s deferred interest costs include additional deferred capital construction financing costs authorized by the LPSC. These costs are being amortized over the estimated lives of the respective assets constructed.

Asset Removal Costs

Under the authoritative guidance for asset retirement and environmental obligations, Cleco Power determined that a liability exists for cleanup and closing costs of solid waste facilities associated with its generating stations that use lignite and coal for fuel. Applying these guidelines, Cleco Power determined that a liability exists for costs which may be incurred in the future for removal of asbestos from its general service buildings, the removal of transmission towers on leased right-of-ways and for the abatement of PCBs in transformers.

At December 31, 2011, and 2010, the liability for solid waste facility closure costs at the generating station using lignite is estimated at $0.5 million and is included in other deferred credits. At December 31, 2011, and 2010, Cleco Power’s liability for removal of asbestos is estimated at $0.3 million and also is included in other deferred credits.

Postretirement Costs

Authoritative guidance on retirement benefits compensation requires companies to recognize the funded status of their postretirement benefit plans as a net liability or asset. The net liability or asset is defined as the difference between the benefit obligation and the fair market value of plan assets. For defined benefit pension plans, the benefit obligation is the projected benefit obligation. Historically, the LPSC has allowed Cleco Power to recover pension plan expense. Cleco Power, therefore, recognizes a regulatory asset based on its determination that these costs can be collected from customers. The amount and timing of the recovery will be based on the changing funded status of the pension plan in future periods. For more information on Cleco’s pension plan and adoption of these authoritative guidelines, see Note 8 — “Pension Plan and Employee Benefits.”

Tree Trimming Costs

In January 2008, the LPSC approved Cleco Power’s request to establish a regulatory asset for costs incurred to trim, cut, or remove trees that were damaged by hurricanes Katrina and Rita, but were not addressed as part of the restoration efforts. The regulatory asset is capped at $12.0 million in actual expenditures plus a 12.4% grossed-up rate of return. Recovery of these expenditures was requested in Cleco Power’s base rate application filed in July 2008 and was approved by the LPSC in October 2009. On February 12, 2010, Madison Unit 3 commenced commercial operations and Cleco Power began amortizing the regulatory asset over a five-year period.

Training Costs

In February 2008, the LPSC approved Cleco Power’s request to establish a regulatory asset which is being charged with training costs associated with existing processes and technology for new employees at Madison Unit 3. Recovery of these expenditures was requested in Cleco Power’s base rate application filed in July 2008 and were covered by the retail rate plan which was approved by the LPSC in October 2009. On February 12, 2010, Madison Unit 3 commenced commercial operations and Cleco Power began amortizing the regulatory asset over a 50-year period.

Storm Surcredits, Net

Cleco Power has recorded a storm surcredit as the result of a settlement with the LPSC that addressed, among other things, the recovery of the storm damages related to hurricanes Katrina and Rita. In the settlement, Cleco Power was required to implement a surcredit to provide ratepayers with the economic benefit of the carrying charges of all accumulated deferred income tax liabilities due to the storm damage costs at a 12.2% rate of return which was set in LPSC Order No. U-29157A. The accumulated deferred income tax liability includes the tax benefit on deductions for operation and maintenance expenses, casualty loss, and depreciation against taxable income in the year incurred and all subsequent periods. The settlement, through a true-up mechanism, allows the surcredit to be adjusted to reflect the actual tax deductions allowed by the IRS.

Cleco Power also was allowed to record a corresponding regulatory asset in an amount representing the flow back of the carrying charges to ratepayers. This amount is being amortized over the life of the storm recovery bonds. The corresponding regulatory asset will be adjusted through the same surcredit true-up mechanism at the time of a final determination of the tax benefit for storm damage costs by the IRS.

As a result of the settlement with the LPSC, Cleco Power is required to implement a surcredit when funds are withdrawn from the restricted storm reserve. In September 2011, Cleco Power withdrew $2.0 million from the restricted storm reserve to pay for storm damages resulting in the establishment of a surcredit. Cleco Power will replenish the restricted storm reserve with the surcredit.

Construction Carrying Costs

In February 2006, the LPSC approved Cleco Power’s plans to build Madison Unit 3. Terms of the approval included authorization for Cleco Power to collect from customers an amount equal to 75% of the LPSC-jurisdictional portion of the carrying costs of capital during the construction phase of the unit. In any calendar year during the construction period, the amount collected from customers was not to exceed 6.5% of Cleco Power’s projected retail revenues. Cleco Power began collection of the carrying costs and established a regulatory liability in May 2006. In October 2009, the LPSC voted unanimously to approve Cleco Power’s retail rate plan. The retail rate plan established that Cleco Power return $183.2 million of carrying costs to customers over a five-year period and record a regulatory asset for all carrying costs incurred by Cleco Power above the actual amount collected from customers. On February 12, 2010, Madison Unit 3 commenced commercial operation and the new rates became effective. At that time, Cleco Power began returning the construction carrying costs to customers and amortizing the regulatory asset over a five-year period. In March 2010, the LPSC issued an order changing the period of return from five years to four years and established that Cleco Power return approximately $166.4 million over the four-year period. At December 31, 2011, the regulatory liability and the related regulatory asset were $40.3 million and $10.9 million, respectively. As of December 31, 2011, Cleco Power had returned $126.0 million to customers. At December 31, 2011, $33.0 million was due to be returned to customers within one year.

Amended Lignite Mining Agreement Contingency

In April 2009, Cleco Power and SWEPCO entered into a series of transactions to acquire additional lignite reserves and mining equipment from NAC. Cleco Power and SWEPCO each agreed to purchase a 50% ownership interest in Oxbow from NAC for a combined price of $25.7 million. Through mineral lease agreements and ownership of fee land, Oxbow controls approximately 43 million tons of lignite reserves in an area referred to as the Oxbow Mine. In a separate, but related, transaction DHLC agreed to purchase all of the mining equipment located at the Oxbow Mine from NAC. Cleco Power, SWEPCO, and DHLC also entered into the Amended Lignite Mining Agreement which requires DHLC to mine lignite at the existing Dolet Hills Mine along with the Oxbow Mine and deliver the lignite to the Dolet Hills Power Station. The Amended Lignite Mining Agreement requires Cleco Power and SWEPCO to purchase the lignite mined and delivered by DHLC at cost plus a specified management fee. The two mining areas are expected to be sufficient to provide the Dolet Hills Power Station with lignite fuel until at least 2026. In September 2009, the LPSC approved the joint application authorizing the transactions, which were completed in December 2009.

Among the provisions of the Amended Lignite Mining Agreement, it is a requirement that if DHLC is unable to pay for loans and lease payments when due, Cleco Power will pay 50% of the amounts due. Any payments under this provision will be considered a prepayment of lignite to be delivered in the future and will be credited to future invoices from DHLC. This provision meets the recognition requirements as a guarantee to an unrelated third party. Cleco Power recognized a liability of $3.8 million upon the closing of the transactions. A regulatory asset of $3.8 million was also recognized due to Cleco Power’s ability to recover prudent fuel costs from customers through the fuel adjustment clause. The liability and related regulatory asset will be derecognized when the Amended Lignite Mining Agreement terminates. The maximum projected payment by Cleco Power under this guarantee is estimated to be $72.5 million; however, the Amended Lignite Mining Agreement does not contain a cap. The projection is based on the forecasted loan and lease obligations to be incurred by DHLC, primarily for purchases of equipment. Cleco Power has the right to dispute the incurrence of loan and lease obligations through the review of the mining plan before the incurrence of such loan and lease obligations.

AFUDC Equity Gross-Up

Cleco Power capitalizes equity AFUDC as a cost component of construction projects in accordance with the authoritative guidance for regulated operations. Cleco Power has recorded a regulatory asset to recover the tax gross-up related to the equity component of AFUDC. These costs are being amortized over the estimated lives of the respective assets constructed. In the first quarter of 2010, AFUDC equity gross-up was reclassed from Regulatory assets and liabilities – deferred taxes, net to Regulatory assets – other. For more information regarding the reclassification, see Note 2 — “Summary of Significant Accounting Policies — Reclassifications.”

Rate Case Costs

In October 2009, the LPSC approved Cleco Power’s request to recover costs incurred as a result of Cleco Power’s rate case filed in July 2008. The new rates became effective upon the commercial operation of Madison Unit 3 on February 12, 2010, and Cleco Power began amortizing the regulatory asset over a four-year period.

Acadia Unit 1 Acquisition Costs

In October 2009, the LPSC approved Cleco Power’s request to establish a regulatory asset for costs incurred as a result of the acquisition by Cleco Power of Acadia Unit 1 and half of Acadia Power Station’s related common facilities. Recovery of these expenditures was requested in Cleco Power’s base rate application filed in July 2008, and these expenditures were covered by the retail rate plan which was approved by the LPSC in October 2009. The new rates became effective upon the commencement of commercial operation of Madison Unit 3 and Cleco Power began amortizing the regulatory asset over a 30-year period. For more information regarding the Acadia Unit 1 transaction, see Note 18 — “Acadia Transactions — Acadia Unit 1.”

IRP/RFP Costs

In October 2009, the LPSC approved Cleco Power’s request to establish a regulatory asset for IRP and RFP costs incurred. Recovery of these expenditures was requested in Cleco Power’s base rate application filed in July 2008, and these expenditures were covered by the retail rate plan which was approved by the LPSC in October 2009. The new rates became effective upon the commencement of commercial operation of Madison Unit 3 and Cleco Power began amortizing the regulatory asset over a three-year period.

AMI Pilot Costs

In September 2009, the LPSC approved Cleco Power’s request to establish a regulatory asset for AMI pilot costs incurred. Recovery of these expenditures was requested in Cleco Power’s base rate application filed in July 2008, and these expenditures were covered by the retail rate plan which was approved by the LPSC in October 2009. The new rates became effective upon the commercial operation of Madison Unit 3. In March 2010, Cleco Power began amortizing these costs over a three-year period.

Financing Costs

In August and November 2011, Cleco Power entered into two treasury rate locks related to forecasted debt issuances. The treasury rate locks were settled during the fourth quarter of 2011. At December 31, 2011, Cleco Power deferred $4.4 million of losses and ineffectiveness related to the treasury rate locks as a regulatory asset. As a result of management's assessment that it is probable that these costs will be recovered through the rate-making process, Cleco Power will amortize the regulatory asset over the 30-year term of the related debt. For more information on these interest rate derivatives, see Note 5 — “Fair Value Accounting — Interest Rate Derivatives — Treasury Rate Locks.”

Fuel and Purchased Power Costs

The cost of fuel used for electric generation and the cost of power purchased for utility customers are recovered through the LPSC-established fuel adjustment clause, which enables Cleco Power to pass on to its customers substantially all such charges. For the year 2011, approximately 93% of Cleco Power’s total fuel cost was regulated by the LPSC, while the remainder was regulated by FERC.

The $8.2 milliondecrease in the under-recovered costs was primarily due to a $9.8 milliondecrease in mark-to-market losses on natural gas positions. Partially offsetting this decrease was $2.0 million in additional deferred fuel and purchased power costs.

XML

Jointly Owned Generation Units

12 Months Ended

Dec. 31, 2011

Jointly Owned Generation Units [Abstract]

Jointly Owned Generation Units

Jointly Owned Generation Units

Two electric generation units operated by Cleco Power are jointly owned with other utilities. The joint-owners are responsible for their own share of the capital and the operating and maintenance costs of the respective units. Cleco Power recognized $131.8 million, $118.3 million, and $111.9 million as its proportionate share of operating and maintenance expenses associated with these two units, which include fuel costs of $109.2 million, $97.9 million, and $91.9 million during the years ended December 31, 2011, 2010, and 2009, respectively.

				AT DECEMBER 31, 2011
(DOLLAR AMOUNTS IN THOUSANDS)	RODEMACHER UNIT #2			DOLET HILLS			TOTAL
Utility plant in service	$	91,645		$	304,876		$	396,521
Accumulated depreciation	$	68,293		$	193,686		$	261,979
Ownership	30		%	50		%
Nameplate capacity (MW)	523			650
Cleco Power’s ownership interest (MW)	157			325

XML

Debt

12 Months Ended

Dec. 31, 2011

Debt Disclosure [Abstract]

Debt

Debt

Cleco

Cleco’s total indebtedness as of December 31, 2011, and 2010 was as follows.

	AT DECEMBER 31,
(THOUSANDS)	2011			2010
Bonds
Cleco Power’s senior notes, 5.375%, due 2013	$	75,000		$	75,000
Cleco Power’s senior notes, 4.95%, due 2015	50,000			50,000
Cleco Power’s senior notes, 6.65%, due 2018	250,000			250,000
Cleco Power’s senior notes, 6.50%, due 2035	295,000			295,000
Cleco Power’s senior notes, 6.00%, due 2040	250,000			250,000
Cleco Power's senior notes, 5.12%, due 2041	100,000			—
Cleco Power’s pollution control revenue bonds, 5.875%, due 2029, callable after September 1, 2009	61,260			61,260
Cleco Power’s solid waste disposal facility bonds, 4.70%, due 2036, callable after November 1, 2016	60,000			60,000
Cleco Power’s solid waste disposal facility bonds, 5.25%, due 2037, mandatory tender on March 1, 2013	60,000			60,000
Cleco Power's solid waste disposal facility bonds, 6.00%, due 2038,reacquired on October 1, 2011	—			32,000
Cleco Power’s GO Zone bonds, 7.00%, due 2038, reacquired on December 1, 2011	—			100,000
Cleco Katrina/Rita’s storm recovery bonds, 4.41%, due 2020	75,707			87,975
Cleco Katrina/Rita’s storm recovery bonds, 5.61%, due 2023	67,600			67,600
Total bonds	1,344,567			1,388,835
Other long-term debt
Cleco Corporation’s credit facility draws	10,000			15,000
Barge lease obligations, ending December 31, 2013	17,538			19,200
Gross amount of long-term debt	1,372,105			1,423,035
Less:  long-term debt due within one year	24,258			12,269
Less:  lease obligations due within one year	1,841			1,662
Unamortized premium and discount, net	(8,950		)	(9,395		)
Total long-term debt, net	$	1,337,056		$	1,399,709

The amounts payable under long-term debt agreements for each year through 2016 and thereafter are as follows.

(THOUSANDS)
Amounts payable under long-term debt agreements
2012	$	24,258
2013	$	88,969
2014	$	14,876
2015	$	65,824
2016	$	26,815
Thereafter	$	1,133,825

At December 31, 2011, Cleco had no short-term debt outstanding compared to $150.0 million outstanding at December 31, 2010. The short-term debt outstanding at December 31, 2010, was a bank term loan Cleco Corporation entered into in February 2010. The bank term loan had an interest rate of LIBOR plus 2.75% and was set to mature in February 2011. In January 2011, Cleco extended the bank term loan to mature August 19, 2011 and lowered the interest rate to LIBOR plus 2.50% or ABR plus 1.50%. On April 29, 2011, Cleco repaid the $150.0 million bank term loan. As part of the repayment, Cleco paid $0.6 million for accrued interest on the term loan.

At December 31, 2011, Cleco’s long-term debt outstanding was $1.36 billion, of which $24.3 million was due within one year, compared to $1.41 billion outstanding at December 31, 2010, of which $12.3 million was due within one year. The long-term debt due within one year at December 31, 2011, represents $13.1 million of principal payments for the Cleco Katrina/Rita storm recovery bonds and $11.2 million of 5.875% Rapides pollution control revenue bonds that Cleco Power redeemed prior to maturity on January 25, 2012. 

The amounts payable under the capital lease agreements for each year through 2016 and thereafter are as follows.

(THOUSANDS)
Amounts payable under capital lease agreements
2012	$	1,841
2013	$	2,017
2014	$	2,221
2015	$	2,446
2016	$	2,703
Thereafter	$	6,310

Cleco Power

Cleco Power’s total indebtedness as of December 31, 2011, and 2010, was as follows.

	AT DECEMBER 31,
(THOUSANDS)	2011			2010
Bonds
Senior notes, 5.375%, due 2013	$	75,000		$	75,000
Senior notes, 4.95%, due 2015	50,000			50,000
Senior notes, 6.65%, due 2018	250,000			250,000
Senior notes, 6.50%, due 2035	295,000			295,000
Senior notes, 6.00%, due 2040	250,000			250,000
Senior notes, 5.12%, due 2041	100,000			—
Pollution control revenue bonds, 5.875%, due 2029, callable after September 1, 2009	61,260			61,260
Solid waste disposal facility bonds, 4.70%, due 2036,callable after November 1, 2016	60,000			60,000
Solid waste disposal facility bonds, 5.25%, due 2037, mandatory tender on March 1, 2013	60,000			60,000
Solid waste disposal facility bonds, 6.00%, due 2038, reacquired on October 1, 2011	—			32,000
GO Zone bonds, 7.00%, due 2038, reacquired on December 1, 2011	—			100,000
Cleco Katrina/Rita’s storm recovery bonds, 4.41%, due 2020	75,707			87,975
Cleco Katrina/Rita’s storm recovery bonds, 5.61%, due 2023	67,600			67,600
Total bonds	1,344,567			1,388,835
Other long-term debt
Barge lease obligations, ending December 31, 2013	17,538			19,200
Gross amount of long-term debt	1,362,105			1,408,035
Less:  long-term debt due within one year	24,258			12,269
Less:  lease obligations due within one year	1,841			1,662
Unamortized premium and discount, net	(8,950		)	(9,395		)
Total long-term debt, net	$	1,327,056		$	1,384,709

The amounts payable under long-term debt agreements for each year through 2016 and thereafter are as follows.

(THOUSANDS)
Amounts payable under long-term debt agreements
2012	$	24,258
2013	$	88,969
2014	$	14,876
2015	$	65,824
2016	$	16,815
Thereafter	$	1,133,825

At December 31, 2011, and 2010, Cleco Power had no outstanding short-term debt.

At December 31, 2011, Cleco Power’s long-term debt outstanding was $1.35 billion, of which $24.3 million was due within one year, compared to $1.40 billion outstanding at December 31, 2010, of which $12.3 million was due within one year. The long-term debt due within one year at December 31, 2011, represents $13.1 million of principal payments for the Cleco Katrina/Rita storm recovery bonds and $11.2 million of 5.875% Rapides pollution control revenue bonds that Cleco Power redeemed at par prior to maturity on January 25, 2012. In December 2011, Cleco Power issued the notice of redemption and as part of the redemption, Cleco Power paid $0.3 million of accrued interest on the redeemed notes.

In August 2011, Cleco Power entered into a treasury rate lock contract in order to mitigate the interest rate exposure on coupon payments related to a forecasted debt issuance. The notional amount of the treasury rate lock was $150.0 million, with a pricing date of November 14, 2011, or the date of issuance of the debt, whichever was earlier. The treasury rate lock met the criteria of a cash flow hedge under the authoritative guidance as it relates to derivatives and hedging. The 3.77% rate lock was based on the 30-year treasury note yield as of August 12, 2011.

On November 14, 2011, Cleco Power settled the $150.0 million treasury rate lock contract and extended the treasury rate lock contract at a notional amount of $100.0 million, with a pricing date of December 21, 2011, or the date of issuance of the debt, whichever was earlier. The 3.89% rate lock was based on the 30-year treasury note yield as of November 14, 2011, and two-thirds of the fair market value of the previous treasury rate lock. This treasury rate lock extension did not qualify for hedge accounting due to ineffectiveness resulting from the embedded loss related to the previous treasury rate lock. On December 16, 2011, Cleco Power issued $100.0 million senior unsecured private placement notes at an interest rate of 5.12%. The maturity date of the notes is December 16, 2041. The proceeds were used for general corporate purposes and for the repurchase of debt. On December 2, 2011, the pricing date of the notes, Cleco Power settled the treasury rate lock extension. At December 31, 2011, Cleco Power recorded $22.3 million in other comprehensive income and deferred $4.4 million in losses and ineffectiveness as a regulatory asset related to the settlement of the two treasury rate locks. As a result of management’s assessment that it is probable that the losses and ineffectiveness will be recovered through the rate-making process, Cleco Power will amortize the regulatory asset over the 30-year term of the related debt. The amount recorded in other comprehensive income, will also be amortized as interest expense over the 30-year term of the related debt issuance.

Also, on November 14, 2011, Cleco Power entered into a forward starting swap contract in order to mitigate the interest rate exposure on coupon payments related to a forecasted debt issuance. The notional amount of the forward starting swap is $50.0 million, with a pricing date of May 14, 2013, or the date of issuance of the debt, whichever is earlier. The forward starting swap meets the criteria of a cash flow hedge under the authoritative guidance as it relates to derivatives and hedging. The 3.05% swap was based on the 30-year treasury note yield as of November 14, 2011.

The $32.0 million solid waste disposal facility bonds due in 2038, which were issued by the Rapides Finance Authority for the benefit of Cleco Power in October 2008, were required to be mandatorily tendered by the bondholders for purchase on October 1, 2011, pursuant to the terms of the indenture. The bonds were issued by the Rapides Finance Authority in connection with a loan agreement between the Rapides Finance Authority and Cleco Power. On October 3, 2011, Cleco Power purchased all $32.0 million outstanding bonds at face value plus $1.0 million of accrued interest. In connection with the purchase, the interest rate of the bonds will reset each week based on the SIFMA (Securities Industry and Financial Markets Association) index. The initial interest rate of the bonds at October 3, 2011, was 0.16% per annum. Interest expense will continue to be recorded with a corresponding amount recorded as interest income, excluding amortization of debt issuance costs. Although the bonds remain outstanding, Cleco Power has the right to redeem and cancel the debt at any time without approval of the issuer. In accordance with the authoritative guidance, the bonds are considered extinguished and Cleco Power is holding the debt as treasury bonds, resulting in a net presentation on Cleco and Cleco Power’s Consolidated Balance Sheets. Cleco Power has the option to remarket the bonds for new terms and new interest rates, both to be determined by market conditions.

The $100.0 million GO Zone bonds due in 2038, which were issued by the Louisiana Public Facilities Authority for the benefit of Cleco Power, were required to be mandatorily tendered by the holders for purchase on December 1, 2011, pursuant to the terms of the indenture. The bonds were issued by the Louisiana Public Facilities Authority in connection with a loan agreement between the Louisiana Public Facilities Authority and Cleco Power. On December 1, 2011, Cleco Power purchased all $100.0 million outstanding bonds at face value plus $3.5 million of accrued interest. In connection with the purchase, the interest rate of the bonds resets each week based on the SIFMA index. The initial interest rate of the bonds at December 1, 2011, was 0.12% per annum. Interest expense is recorded with a corresponding amount recorded as interest income, excluding amortization of debt issuance costs. Although the bonds remain outstanding, Cleco Power has the right to redeem and cancel the debt at any time without approval of the issuer. In accordance with the authoritative guidance, the bonds are considered extinguished and Cleco Power is holding the debt as treasury bonds, resulting in a net presentation on Cleco and Cleco Power’s Consolidated Balance Sheets. Cleco Power has the option to remarket the bonds for new terms and new interest rates, both to be determined by market conditions.

The amounts payable under the capital lease agreements for each year through 2016 and thereafter are as follows.

(THOUSANDS)
Amounts payable under capital lease agreements
2012	$	1,841
2013	$	2,017
2014	$	2,221
2015	$	2,446
2016	$	2,703
Thereafter	$	6,310

Credit Facilities

At December 31, 2011, Cleco had two separate revolving credit facilities, one for Cleco Corporation and one for Cleco Power, with a maximum aggregate capacity of $550.0 million.

In November 2010, Cleco Corporation entered into a $200.0 millionfour-year revolving credit facility. The credit facility was set to mature on November 23, 2014, and provided for working capital and other needs. Cleco Corporation’s borrowing costs under this facility were equal to LIBOR plus 2.05%, plus facility fees of 0.45%. On October 7, 2011, Cleco Corporation amended its credit facility agreement. Under the amended agreement, Cleco Corporation’s maximum capacity was increased from $200.0 million to $250.0 million, the maturity date was extended to October 7, 2016, and the borrowing costs were lowered to equal LIBOR plus 1.50% or ABR plus 0.50%, plus facility fees of 0.25%. At December 31, 2011, Cleco Corporation had $10.0 million in borrowings outstanding under its existing credit facility, leaving an available borrowing capacity of $240.0 million. Under covenants contained in Cleco Corporation’s credit facility, Cleco is required to maintain total indebtedness equal to or less than 65% of total capitalization. At December 31, 2011, approximately $661.5 million of Cleco’s retained earnings was unrestricted. If Cleco Power defaults under the Cleco Power facility, then Cleco Corporation would be considered in default under the Cleco Corporation facility. At December 31, 2011, Cleco Corporation was in compliance with the covenants in its credit facility.

In November 2010, Cleco Power entered into a $300.0 millionfour-year revolving credit facility. The credit facility was set to mature on November 23, 2014, and provided for working capital and other needs. Cleco Power’s borrowing costs under this facility were equal to LIBOR plus 1.90%, plus facility fees of 0.35%. On October 7, 2011, Cleco Power amended its credit facility agreement. Under the amended agreement, the maturity date was extended to October 7, 2016, and the borrowing costs were lowered to equal LIBOR plus 1.275% or ABR plus 0.275%, plus facility fees of 0.225% and the borrowing capacity remained $300.0 million. At December 31, 2011, Cleco Power had no borrowings outstanding under its existing credit facility. Under covenants contained in Cleco Power’s credit facility, Cleco Power is required to maintain total indebtedness equal to or less than 65% of total capitalization. At December 31, 2011, approximately $519.7 million of Cleco Power’s retained earnings was unrestricted. At December 31, 2011, Cleco Power was in compliance with the covenants in its credit facility.

XML

Fair Value Accounting, Derivatives (Details) (USD $)	12 Months Ended	1 Months Ended	12 Months Ended			0 Months Ended			0 Months Ended	12 Months Ended	1 Months Ended	12 Months Ended
	Dec. 31, 2011 Bonds [Member] Cleco Power's senior notes 5.12% due 2041 [Member]	Nov. 30, 2010 Cleco Power [Member] Interest Rate Swap [Member]	Dec. 31, 2010 Cleco Power [Member] Interest Rate Swap [Member]	Dec. 31, 2009 Cleco Power [Member] Interest Rate Swap [Member]	Aug. 31, 2009 Cleco Power [Member] Interest Rate Swap [Member]	Nov. 14, 2011 Cleco Power [Member] Treasury Rate Locks [Member]	Aug. 12, 2011 Cleco Power [Member] Treasury Rate Locks [Member]	Dec. 31, 2011 Cleco Power [Member] Treasury Rate Locks [Member]	Nov. 14, 2011 Cleco Power [Member] Forward Starting Interest Rate Swap [Member]	Dec. 31, 2011 Cleco Power [Member] Forward Starting Interest Rate Swap [Member]	Dec. 31, 2011 Cleco Power [Member] Bonds [Member] Cleco Power's senior notes 5.12% due 2041 [Member]	Dec. 31, 2011 Cleco Power [Member] Bonds [Member] Cleco Power's senior notes 5.12% due 2041 [Member]
Interest rate cash flow hedge [Abstract]
Fixed interest rate (in hundredths)					1.84%	3.89%	3.77%		3.05%
Net interest expense recognized on hedged item (in hundredths)		4.84%
Gain (loss) on discontinuation of interest rate cash flow hedge		$ (1,100,000)
Reclassification adjustments of interest rate cash flow hedge			700,000	300,000
Notional amount					50,000,000	100,000,000	150,000,000		50,000,000
Rate basis						30-year treasury note yield as of November 14, 2011, and two-thirds of the fair market value of the previous treasury rate lock	30-year treasury note yield as of August 12, 2011		spot 30-year all-in swap
Amount of original notional amount issuance delayed									50,000,000
Debt instrument amount											100,000,000	100,000,000
Interest rate (in hundredths)	5.12%										5.12%	5.12%
Maturity date	Dec. 16, 2041										Dec. 16, 2041	Dec. 16, 2041
Cash flow hedges amount recorded in other comprehensive income								22,300,000
Derivative loss deferred as regulatory asset								4,400,000
Amortization period of amount recorded in other comprehensive income								30-year term
Amortization period of amount deferred as regulatory asset								30-year term
Unrealized mark-to-market loss in other comprehensive income										$ 3,300,000

XML

Schedule I Financial Statements of Cleco Corporation, Dividends and Equity Contributions (Details) (USD $)	3 Months Ended								12 Months Ended
	Dec. 31, 2011	Sep. 30, 2011	Jun. 30, 2011	Mar. 31, 2011	Dec. 31, 2010	Sep. 30, 2010	Jun. 30, 2010	Mar. 31, 2010	Dec. 31, 2011	Dec. 31, 2010	Dec. 31, 2009
Cleco Power [Member]
Dividends and Equity Contributions [Abstract]
Total indebtedness to total capitalization ratio, maximum (in hundredths)	65.00%								65.00%
Unrestricted member's equity	$ 661,500,000								$ 661,500,000
Distribution payments to parent	50,000,000	25,000,000	25,000,000	30,000,000	25,000,000	50,000,000	50,000,000	25,000,000	130,000,000	150,000,000	30,000,000
Non-cash equity contributions to consolidated subsidiaries									0	225,700,000	0
Midstream [Member]
Dividends and Equity Contributions [Abstract]
Distribution payments to parent									159,200,000	32,000,000	0
Non-cash equity contributions to consolidated subsidiaries									$ 0	$ 0	$ 0

XML

Pension Plan and Employee Benefits Pension Plan and Employee Benefits, 401 (K) Plans (Details) (USD $) In Thousands, unless otherwise specified	12 Months Ended
	Dec. 31, 2011	Dec. 31, 2010	Dec. 31, 2009
401(k) Plan [Abstract]
401 (k) Plan expense	$ 3,917	$ 3,709	$ 3,751
Other Subsidiaries [Member]
401(k) Plan [Abstract]
401 (k) Plan expense	$ 900	$ 800	$ 1,000

XML

Fair Value Accounting, Fair Values of Derivative Instruments (Details) (Derivatives Not Designated As Hedging Instruments [Member], USD $) In Thousands, unless otherwise specified	Dec. 31, 2011	Dec. 31, 2010
Fair values of derivative instruments [Abstract]
Total	$ (5,336)	$ (15,148)
Energy Risk Management Liability, Net [Member] | Fuel Cost Hedges [Member]
Fair values of derivative instruments [Abstract]
Current	(5,336)	(13,497)
Other Deferred Credits [Member] | Fuel Cost Hedges [Member]
Fair values of derivative instruments [Abstract]
Long-term	$ 0	$ (1,651)

XML

Litigation, Other Commitments and Contingencies, and Disclosures about Guarantees Operating Lease, and New Markets Tax Credits (Details) (USD $)	12 Months Ended
	Dec. 31, 2011	Aug. 31, 2008
New Markets Tax Credits [Abstract]
Membership interest in U.S Bank New Markets Tax Credit Fund (in hundredths)		99.90%
Equity contributions to be made to the Fund	$ 286,300,000
Net tax benefits to be received from the Fund	304,600,000
Difference between equity contributions and total benefits received will be recognized over the life of the Fund as net tax benefits	18,300,000
Future equity contributions [Abstract]
2012	76,629,000
2013	36,225,000
2014	22,927,000
2015	21,904,000
2016	7,584,000
Thereafter	13,224,000
Total	178,493,000
Equity contributions with an imputed interest rate [Abstract]
Principal payment schedule above:	178,493,000
Less: unamortized discount	19,579,000
Total	158,914,000
Imputed interest rate (in hundredths)	6.00%
Tax benefits in excess of capital contributions	84,000,000
Tax benefits not utilized	$ 54,500,000
Period over which gross investment amortization expense is recognized	10 years
Remaining period of recognition of gross investment amortization expense	7 years

XML

Fair Value Accounting Fair Value Accounting, Concentration of Risk (Details) (USD $)	12 Months Ended
	Dec. 31, 2011
Established guidelines for short-term investments to mitigate potential credit risk [Abstract]
Minimum assets under management in money market funds	$ 1,000,000,000
Minimum existence of investments (in years)	2 years
Maximum portfolios' composition securities issued by foreign entities (in hundredths)	50.00%
Maximum Amount of Loss [Member]
Fair Value, Concentration of Risk, Financial Statement Captions [Line Items]
Concentrations of credit risk through short-term investments	119,327,000
Concentrations of credit risk through their short-term investments in cash	83,500,000
Concentrations of credit risk through their short-term investments in restricted cash	35,800,000
Cleco Power [Member] | Maximum Amount of Loss [Member]
Fair Value, Concentration of Risk, Financial Statement Captions [Line Items]
Concentrations of credit risk through short-term investments	100,331,000
Concentrations of credit risk through their short-term investments in cash	64,600,000
Concentrations of credit risk through their short-term investments in restricted cash	$ 35,700,000

XML

Income Taxes Income Taxes, Income Tax Examination (Details) (USD $) In Millions, unless otherwise specified	1 Months Ended	12 Months Ended
	Oct. 31, 2011	Dec. 31, 2011	Feb. 28, 2011	Dec. 31, 2010
Summary of income tax examinations [Abstract]
Amounts deposited with the IRS- accrued income taxes payable		$ 45.9
Internal Revenue Service (IRS) [Member]
Summary of income tax examinations [Abstract]
Deposits with IRS		60.4	8.2	52.2
Amounts deposited with IRS- accrued interest payable		6.3
Amounts deposited with IRS- remaining amount to offset tax and interest liabilities		42.8
Maximum decrease in unrecognized tax benefits as a result of settlement with the IRS		27.2
Income tax years that remain subject to examination		2001 through 2011
Miscellaneous other federal income tax payment	13.2
Reversal of previously accrued federal and state interest expense	31.6
Reversal of previously accrued deferred tax benefit	12.1
State and Local Jurisdiction [Member]
Summary of income tax examinations [Abstract]
Income tax years that remain subject to examination		2001 through 2011
Cleco Power [Member] | Internal Revenue Service (IRS) [Member]
Summary of income tax examinations [Abstract]
Maximum decrease in unrecognized tax benefits as a result of settlement with the IRS		$ 27.5

XML

Summary of Significant Accounting Policies (Tables)

12 Months Ended

Dec. 31, 2011

Accounting Policies [Abstract]

Reclassifications

The corrections to the December 31, 2010, and 2009 Consolidated Statements of Cash Flows are presented in the following tables.

Cleco
	FOR THE YEAR ENDED
				2009						2010
(THOUSANDS)	AS REPORTED			AS ADJUSTED			AS REPORTED			AS ADJUSTED
Accounts receivable	$	8,310		$	8,310		$	(35,156	)	$	(16,156	)
Accounts payable	$	11,231		$	18,593		$	3,459		$	8,167
Retainage payable	$	(11,921	)	$	(13,011	)	$	1,913		$	(27	)
Net cash provided by operating activities	$	135,179		$	141,452		$	193,405		$	215,173
Additions to property, plant, and equipment	$	(250,286	)	$	(256,558	)	$	(283,389	)	$	(305,157	)
Net cash used in investing activities	$	(177,176	)	$	(183,449	)	$	(285,137	)	$	(306,905	)
Net increase in cash and cash equivalents	$	47,710		$	47,710		$	45,935		$	45,935
Cash and cash equivalents at the beginning of the period	$	97,483		$	97,483		$	145,193		$	145,193
Cash and cash equivalents at the end of the period	$	145,193		$	145,193		$	191,128		$	191,128
Accrued additions to property, plant, and equipment	$	3,069		$	11,396		$	17,765		$	6,032

Cleco Power
	FOR THE YEAR ENDED
				2009						2010
(THOUSANDS)	AS REPORTED			AS ADJUSTED			AS REPORTED			AS ADJUSTED
Accounts receivable	$	9,646		$	9,646		$	(35,261	)	$	(16,261	)
Accounts payable	$	10,831		$	18,254		$	3,936		$	8,934
Retainage payable	$	(11,921	)	$	(13,011	)	$	1,913		$	(27	)
Net cash provided by operating activities	$	141,726		$	148,059		$	148,701		$	170,759
Additions to property, plant, and equipment	$	(249,252	)	$	(255,585	)	$	(127,153	)	$	(149,211	)
Net cash used in investing activities	$	(141,998	)	$	(148,331	)	$	(112,614	)	$	(134,672	)
Net increase in cash and cash equivalents	$	46,571		$	46,571		$	46,799		$	46,799
Cash and cash equivalents at the beginning of the period	$	91,542		$	91,542		$	138,113		$	138,113
Cash and cash equivalents at the end of the period	$	138,113		$	138,113		$	184,912		$	184,912
Accrued additions to property, plant, and equipment	$	3,069		$	11,335		$	17,765		$	5,697

Useful Lives of Property, Plant and Equipment

Depreciation on property, plant, and equipment is calculated primarily on a straight-line basis over the useful lives of the assets, as follows:

	YEARS
Utility plant	5-58
Other	5-44

Property, Plant and Equipment

Property, plant, and equipment consist of:

	AT DECEMBER 31,
(THOUSANDS)	2011			2010
Regulated utility plants	$	3,759,541		$	3,552,054
Other	264,114			258,842
Total property, plant, and equipment	4,023,655			3,810,896
Accumulated depreciation	(1,230,783		)	(1,162,456		)
Net property, plant, and equipment	$	2,792,872		$	2,648,440

Plant Acquisition Adjustments

The following table discloses the amounts of plant acquisition adjustments reported in Cleco Power’s property, plant, and equipment and the associated accumulated amortization reported in accumulated depreciation at December 31, 2011, and December 31, 2010.

(THOUSANDS)	AT DECEMBER 31, 2011		AT DECEMBER 31, 2010
Acadia Unit 1
Plant acquisition adjustment	$	95,578	$	95,578
Less:  accumulated amortization	5,836		2,653
Net plant acquisition adjustment	$	89,742	$	92,925
Teche
Plant acquisition adjustment	5,359		$	5,359
Less:  accumulated amortization	3,724		3,470
Net plant acquisition adjustment	$	1,635	$	1,889

Restricted Cash

Cleco’s restricted cash consisted of:

	AT DECEMBER 31,
(THOUSANDS)	2011		2010
Diversified Lands’ mitigation escrow	$	97	$	97
Cleco Katrina/Rita’s storm recovery bonds	8,761		8,822
Cleco Power’s future storm restoration costs	24,876		25,992
Cleco Power’s renewable energy grant	381		—
Cleco Power’s GO Zone bonds	—		6,137
Cleco Power’s NOx allowance escrow	1,713		—
Total restricted cash	$	35,828	$	41,048

Earnings Per Average Common Share

The following table shows the calculation of basic and diluted earnings per share.

	FOR THE YEAR ENDED DECEMBER 31,
				2011					2010					2009
(THOUSANDS, EXCEPT SHARES AND PER SHARE AMOUNTS)	INCOME		SHARES	PER SHARE AMOUNT		INCOME		SHARES	PER SHARE AMOUNT		INCOME		SHARES	PER SHARE AMOUNT
Income from continuing operations	$	195,848				$	255,391				$	106,307
Deduct:  non-participating stock dividends (4.5% preferred stock)	26					46					46
Deduct:  non-participating stock redemption costs (4.5% preferred stock)	112					—					—
Basic net income applicable to common stock	$	195,710	60,488,740	$3.24		$	255,345	60,431,142	$	4.23	$	106,261	60,187,894	$	1.77
Effect of dilutive securities
Add:  stock option grants			20,647					32,080					32,050
Add:  restricted stock (LTICP)			324,177					291,367					278,261
Diluted net income applicable to common stock	$	195,710	60,833,564	$	3.22	$	255,345	60,754,589	$	4.20	$	106,261	60,498,205	$	1.76

Stock Option Grants Excluded From Calculation of Diluted Earnings Per Share

Stock option grants excluded from the computation of 2009 diluted earnings per share are presented in the following table. These stock option grants were excluded from the computation of 2009 diluted earnings per share because they had exercise prices higher than the average market price. There were no stock option grants excluded from the computation of 2011 or 2010 diluted earnings per share.

	FOR THE YEAR ENDED DECEMBER 31, 2009
	STRIKE PRICE	AVERAGE MARKET  PRICE	SHARES
Stock option grants excluded	$ 23.31 - $ 24.25	$23.28	57,766

XML

Summary of Significant Accounting Policies, Reclassifications (Details) (USD $) In Thousands, unless otherwise specified	12 Months Ended
	Dec. 31, 2011	Dec. 31, 2010	Dec. 31, 2009
Reclassifications [Abstract]
Accounts receivable	$ (15,798)	$ (16,156)	$ 8,310
Accounts payable	(1,137)	8,167	18,593
Retainage payable	(2,481)	(27)	(13,011)
Net cash provided by operating activities	308,020	215,173	141,452
Additions to property, plant, and equipment	(195,882)	(305,157)	(256,558)
Net cash used in investing activities	(101,675)	(306,905)	(183,449)
Net increase in cash and cash equivalents	(97,552)	45,935	47,710
Cash and cash equivalents at beginning of period	191,128	145,193	97,483
Cash and cash equivalents at end of period	93,576	191,128	145,193
Accrued additions to property, plant, and equipment	17,525	6,032	11,396
Cash Flows Related To Accruals for Property, Plant and Equipment [Member]
Reclassifications [Abstract]
Accounts receivable		(16,156)	8,310
Accounts payable		8,167	18,593
Retainage payable		(27)	(13,011)
Net cash provided by operating activities		215,173	141,452
Additions to property, plant, and equipment		(305,157)	(256,558)
Net cash used in investing activities		(306,905)	(183,449)
Net increase in cash and cash equivalents		45,935	47,710
Cash and cash equivalents at beginning of period		145,193	97,483
Cash and cash equivalents at end of period		191,128	145,193
Accrued additions to property, plant, and equipment		6,032	11,396
Cash Flows Related To Accruals for Property, Plant and Equipment [Member] | As Reported [Member]
Reclassifications [Abstract]
Accounts receivable		(35,156)	8,310
Accounts payable		3,459	11,231
Retainage payable		1,913	(11,921)
Net cash provided by operating activities		193,405	135,179
Additions to property, plant, and equipment		(283,389)	(250,286)
Net cash used in investing activities		(285,137)	(177,176)
Net increase in cash and cash equivalents		45,935	47,710
Cash and cash equivalents at beginning of period		145,193	97,483
Cash and cash equivalents at end of period		191,128	145,193
Accrued additions to property, plant, and equipment		17,765	3,069
Cleco Power [Member]
Reclassifications [Abstract]
Accounts receivable	(14,858)	(16,261)	9,646
Accounts payable	(2,017)	8,934	18,254
Retainage payable	(2,481)	(27)	(13,011)
Net cash provided by operating activities	249,717	170,759	148,059
Additions to property, plant, and equipment	(182,574)	(149,211)	(255,585)
Net cash used in investing activities	(170,193)	(134,672)	(148,331)
Net increase in cash and cash equivalents	(117,454)	46,799	46,571
Cash and cash equivalents at beginning of period	184,912	138,113	91,542
Cash and cash equivalents at end of period	67,458	184,912	138,113
Accrued additions to property, plant, and equipment	21,007	5,697	11,335
Cleco Power [Member] | Cash Flows Related To Accruals for Property, Plant and Equipment [Member]
Reclassifications [Abstract]
Accounts receivable		(16,261)	9,646
Accounts payable		8,934	18,254
Retainage payable		(27)	(13,011)
Net cash provided by operating activities		170,759	148,059
Additions to property, plant, and equipment		(149,211)	(255,585)
Net cash used in investing activities		(134,672)	(148,331)
Net increase in cash and cash equivalents		46,799	46,571
Cash and cash equivalents at beginning of period		138,113	91,542
Cash and cash equivalents at end of period		184,912	138,113
Accrued additions to property, plant, and equipment		5,697	11,335
Cleco Power [Member] | Cash Flows Related To Accruals for Property, Plant and Equipment [Member] | As Reported [Member]
Reclassifications [Abstract]
Accounts receivable		(35,261)	9,646
Accounts payable		3,936	10,831
Retainage payable		1,913	(11,921)
Net cash provided by operating activities		148,701	141,726
Additions to property, plant, and equipment		(127,153)	(249,252)
Net cash used in investing activities		(112,614)	(141,998)
Net increase in cash and cash equivalents		46,799	46,571
Cash and cash equivalents at beginning of period		138,113	91,542
Cash and cash equivalents at end of period		184,912	138,113
Accrued additions to property, plant, and equipment		$ 17,765	$ 3,069

XML

Electric Customer Credits

12 Months Ended

Dec. 31, 2011

Regulated Operations [Abstract]

Electric Customer Credits

Electric Customer Credits

Beginning in 2010, the amount of Cleco Power’s yearly retail earnings is subject to the terms of a FRP established by the LPSC. The new rates and the FRP became effective upon commencement of commercial operations at Madison Unit 3 on February 12, 2010. The 2010 FRP establishes a target return on equity and requires all or a portion of regulated earnings for each yearly review period above the targeted regulatory rate of return on equity to be credited to Cleco Power’s retail customers. The 2010 FRP allows Cleco Power the opportunity to earn a target return on equity of 10.7%, including returning to retail customers 60.0% of retail earnings between 11.3% and 12.3% and all retail earnings over 12.3%.The amount of credits due customers, if any, is determined by Cleco Power and the LPSC annually. The 2010 FRP established that Cleco Power file monitoring reports for both the 12 months ended June 30, 2010, and September 30, 2010, on or before October 31, 2010, and January 31, 2011, respectively. Beginning in 2011, Cleco Power began filing annual monitoring reports no later than October 31 for the 12-month period ending June 30.

On October 29, 2010, Cleco Power filed its report for the 12 months ended June 30, 2010, which indicated that no refund was due for this period. On January 28, 2011, Cleco Power filed its report for the 12 months ended September 30, 2010, which indicated that $9.0 million was due to be returned to customers. On June 23, 2011, the LPSC Staff completed its review of this report and determined that the results presented by Cleco Power in the September 30, 2010 filing were consistent with the terms of the 2010 FRP and that no changes were necessary. Cleco Power issued refunds for this filing on customers’ bills in the third quarter of 2011. On October 31, 2011, Cleco Power filed its report for the 12 months ended June 30, 2011. As of December 31, 2011, Cleco Power had accrued $5.1 million to be returned to customers based on the results for the 12-month period ended June 30, 2011. The ultimate amount of any customer refund is subject to LPSC approval. The accrual for estimated electric customer credits reflected on Cleco Corporation and Cleco Power’s Consolidated Balance Sheets at December 31, 2011, and 2010 was $7.3 million and $9.6 million, respectively.

XML

Schedule I Financial Statements of Cleco Corporation, Condensed Balance Sheets (Details) (USD $) In Thousands, except Share data, unless otherwise specified	Dec. 31, 2011	Dec. 31, 2010	Dec. 31, 2009	Dec. 31, 2008
Current assets
Cash and cash equivalents	$ 93,576	$ 191,128	$ 145,193	$ 97,483
Accounts receivable - affiliate	0	831
Other accounts receivable	42,051	52,546
Taxes receivable	44,584	50,104
Accumulated deferred federal and state income taxes, net	29,249	4,106
Cash surrender value of life insurance policies	51,073	49,789
Total current assets	456,785	608,850
Equity investment in investees	14,540	86,732	251,617
Total assets	4,050,202	4,161,410	3,694,847
Current liabilities
Short-term debt	0	150,000
Accounts payable - affiliate	0	155
Other current liabilities	17,154	14,302
Total current liabilities	321,002	477,681
Deferred credits	972,287	965,813
Total liabilities	2,630,345	2,843,203
Commitments and Contingencies (Note 5)
Preferred stock
Not subject to mandatory redemption, $100 par value, authorized 1,491,900 shares, issued zero and 10,288 shares at December 31, 2011, and 2010, respectively	0	1,029
Common shareholders' equity
Common stock, $1 par value, authorized 100,000,000 shares, issued 60,702,342 and 60,539,624 shares and outstanding 60,291,939 and 60,526,126 shares at December 31, 2011, and 2010, respectively	60,702	60,540
Premium on common stock	409,904	405,313
Retained earnings	990,605	863,237
Treasury stock, at cost, 410,403 and 13,498 shares at December 31, 2011, and 2010, respectively	(13,215)	(274)
Accumulated other comprehensive loss	(28,139)	(11,638)	(11,291)
Total common shareholders' equity	1,419,857	1,317,178	1,115,043	1,059,836
Total shareholders' equity	1,419,857	1,318,207
Total liabilities and shareholders' equity	4,050,202	4,161,410
Condensed Balance Sheets (Parenthetical) [Abstract]
Preferred stock, not subject to mandatory redemption, par value (in dollars per share)	$ 100	$ 100
Preferred stock, not subject to mandatory redemption, authorized (in shares)	1,491,900	1,491,900
Preferred stock, not subject to mandatory redemption, issued (in shares)	0	10,288
Common stock, par value (in dollars per share)	$ 1	$ 1
Common stock, authorized (in shares)	100,000,000	100,000,000
Common stock, issued (in shares)	60,702,342	60,539,624
Common stock, outstanding (in shares)	60,291,939	60,526,126
Treasury stock, at cost (in shares)	410,403	13,498
CLECO CORPORATION (Parent Company Only) [Member]
Current assets
Cash and cash equivalents	22,642	5,320	7,080	5,941
Accounts receivable - affiliate	13,386	8,189
Other accounts receivable	1	1,202
Taxes receivable	8,431	11,565
Accumulated deferred federal and state income taxes, net	7,153	0
Cash surrender value of life insurance policies	30,639	29,738
Total current assets	82,252	56,014
Equity investment in investees	1,392,693	1,475,118
Deferred charges	39,089	23,351
Total assets	1,514,034	1,554,483
Current liabilities
Short-term debt	0	150,000
Accounts payable - affiliate	13,739	16,453
Other current liabilities	8,903	10,281
Total current liabilities	22,642	176,734
Deferred credits	61,535	44,542
Long-term debt	10,000	15,000
Total liabilities	94,177	236,276
Commitments and Contingencies (Note 5)
Preferred stock
Not subject to mandatory redemption, $100 par value, authorized 1,491,900 shares, issued zero and 10,288 shares at December 31, 2011, and 2010, respectively	0	1,029
Common shareholders' equity
Common stock, $1 par value, authorized 100,000,000 shares, issued 60,702,342 and 60,539,624 shares and outstanding 60,291,939 and 60,526,126 shares at December 31, 2011, and 2010, respectively	60,702	60,540
Premium on common stock	409,904	405,313
Retained earnings	990,605	863,237
Treasury stock, at cost, 410,403 and 13,498 shares at December 31, 2011, and 2010, respectively	(13,215)	(274)
Accumulated other comprehensive loss	(28,139)	(11,638)
Total common shareholders' equity	1,419,857	1,317,178
Total shareholders' equity	1,419,857	1,318,207
Total liabilities and shareholders' equity	$ 1,514,034	$ 1,554,483
Condensed Balance Sheets (Parenthetical) [Abstract]
Preferred stock, not subject to mandatory redemption, par value (in dollars per share)	$ 100	$ 100
Preferred stock, not subject to mandatory redemption, authorized (in shares)	1,491,900	1,491,900
Preferred stock, not subject to mandatory redemption, issued (in shares)	0	10,288
Common stock, par value (in dollars per share)	$ 1	$ 1
Common stock, authorized (in shares)	100,000,000	100,000,000
Common stock, issued (in shares)	60,702,342	60,539,624
Common stock, outstanding (in shares)	60,291,939	60,526,126
Treasury stock, at cost (in shares)	410,403	13,498

XML

Intangible Asset

12 Months Ended

Dec. 31, 2011

Goodwill and Intangible Assets Disclosure [Abstract]

Intangible Asset

Intangible Asset

During 2008, Cleco Katrina/Rita acquired a $177.5 million intangible asset which includes $176.0 million for the right to bill and collect storm recovery charges from customers of Cleco Power and $1.5 million of financing costs. This intangible asset is expected to have a life of 12 years, but could have a life of up to 15 years depending on the time period required to collect the required amount from Cleco Power’s customers. The intangible asset’s expected amortization expense is based on the estimated collections from Cleco Power’s customers. At the end of its life, this asset will have no residual value. During the years ended December 31, 2011, 2010, and 2009, Cleco Katrina/Rita recognized amortization expense of $11.8 million, $11.7 million, and $10.7 million, respectively, based on actual collections. The following tables provide more information about this intangible asset.

	AT DECEMBER 31,
(THOUSANDS)	2011		2010
Gross carrying amount	$	177,537	$	177,537
Accumulated amortization	43,942		32,163
Intangible asset	$	133,595	$	145,374

(THOUSANDS)
Expected amortization expense
For the year ending December 31, 2012	$	13,167
For the year ending December 31, 2013	$	14,026
For the year ending December 31, 2014	$	14,931
For the year ending December 31, 2015	$	15,876
For the year ending December 31, 2016	$	16,864
After 2016	$	58,731

XML

Variable Interest Entities, Ownership Interest (Details) (APH [Member])	Apr. 29, 2011
Acadia Power Partners [Member]
Significant Acquisitions and Disposals [Line Items]
Ownership interest received (in hundredths)	100.00%
Cajun [Member]
Significant Acquisitions and Disposals [Line Items]
Ownership interest exchanged (in hundredths)	50.00%

XML

Miscellaneous Financial Information (Unaudited) (Tables)

12 Months Ended

Dec. 31, 2011

Quarterly Financial Information Disclosure [Abstract]

Quarterly Financial Information

Cleco Power

Quarterly information for Cleco Power for 2011 and 2010 is shown in the following tables.

							2011
(THOUSANDS)	1ST QUARTER		2ND QUARTER		3RD QUARTER		4TH QUARTER
Operating revenue, net	$	250,623	$	268,464	$	342,296	$	236,099
Operating income	$	67,819	$	75,548	$	110,175	$	53,638
Net income	$	30,030	$	35,694	$	53,833	$	23,278
Distribution to Cleco Corporation (as sole member)	$	30,000	$	25,000	$	25,000	$	50,000

							2010
(THOUSANDS)	1ST QUARTER		2ND QUARTER		3RD QUARTER		4TH QUARTER
Operating revenue, net	$	263,527	$	271,200	$	332,477	$	253,251
Operating income	$	53,869	$	81,308	$	94,989	$	62,484
Net income	$	32,160	$	39,089	$	52,335	$	23,821
Distribution to Cleco Corporation (as sole member)	$	25,000	$	50,000	$	50,000	$	25,000

Cleco

Quarterly information for Cleco for 2011 and 2010 is shown in the following tables.

							2011
(THOUSANDS, EXCEPT PER SHARE AMOUNTS)	1ST QUARTER		2ND QUARTER		3RD QUARTER		4TH QUARTER
Operating revenue, net	$	253,690	$	272,923	$	351,581	$	239,119
Operating income	$	65,234	$	70,295	$	116,180	$	49,326
Net income applicable to common stock	$	29,004	$	70,221	$	65,842	$	30,643
Basic net income per average share	$	0.48	$	1.16	$	1.09	$	0.51
Diluted net income per average common share	$	0.48	$	1.15	$	1.08	$	0.51
Dividends paid per common share	$	0.25	$	0.28	$	0.28	$	0.3125
Market sales price per share
High	$	34.51	$	35.66	$	36.14	$	38.31
Low	$	30.56	$	33.68	$	30.06	$	32.36

							2010
(THOUSANDS, EXCEPT PER SHARE AMOUNTS)	1ST QUARTER		2ND QUARTER		3RD QUARTER		4TH QUARTER
Operating revenue, net	$	272,287	$	275,903	$	343,892	$	256,584
Operating income	$	55,901	$	80,094	$	99,987	$	59,359
Net income applicable to common stock	$	149,958	$	35,174	$	49,600	$	20,613
Basic net income per average share	$	2.49	$	0.58	$	0.82	$	0.34
Diluted net income per average common share	$	2.48	$	0.58	$	0.82	$	0.34
Dividends paid per common share	$	0.225	$	0.250	$	0.250	$	0.250
Market sales price per share
High	$	27.67	$	28.28	$	30.00	$	31.76
Low	$	24.32	$	24.91	$	25.95	$	29.59

XML

Affiliate Transactions (Details) (USD $)	3 Months Ended								12 Months Ended
	Dec. 31, 2011	Sep. 30, 2011	Jun. 30, 2011	Mar. 31, 2011	Dec. 31, 2010	Sep. 30, 2010	Jun. 30, 2010	Mar. 31, 2010	Dec. 31, 2011	Dec. 31, 2010	Dec. 31, 2009
Related Party Transaction [Line Items]
Affiliate revenue									$ 202,000	$ 1,564,000	$ 11,461,000
ACCOUNTS RECEIVABLE	0				831,000				0	831,000
ACCOUNTS PAYABLE	0				155,000				0	155,000
Support Group [Member]
Related Party Transaction [Line Items]
Other operations											2,417,000
Maintenance											38,000
Taxes other than income taxes											(18,000)
Other expenses											17,000
Cleco Power [Member]
Related Party Transaction [Line Items]
Other operations											29,000
Maintenance											30,000
Generation Services [Member]
Related Party Transaction [Line Items]
Other operations											3,365,000
Maintenance											4,157,000
CLE Intrastate [Member]
Related Party Transaction [Line Items]
Fuel purchased											917,000
Evangeline [Member]
Related Party Transaction [Line Items]
Affiliate revenue									0	0	5,999,000
Perryville [Member]
Related Party Transaction [Line Items]
Affiliate revenue									0	0	81,000
Attala [Member]
Related Party Transaction [Line Items]
Affiliate revenue									0	0	3,000
Acadia [Member]
Related Party Transaction [Line Items]
Affiliate revenue									202,000	1,564,000	5,378,000
ACCOUNTS RECEIVABLE					800,000					800,000
ACCOUNTS PAYABLE					200,000					200,000
Cleco Power [Member]
Related Party Transaction [Line Items]
Affiliate revenue									1,389,000	1,371,000	1,395,000
ACCOUNTS RECEIVABLE	2,405,000				2,738,000				2,405,000	2,738,000
ACCOUNTS PAYABLE	9,311,000				7,945,000				9,311,000	7,945,000
Distribution payments to parent	50,000,000	25,000,000	25,000,000	30,000,000	25,000,000	50,000,000	50,000,000	25,000,000	130,000,000	150,000,000	30,000,000
Non-cash equity contributions from parent									0	225,700,000	0
Transfer of pension plan liability and an equal amount of cash									2,101,000	1,923,000
Cleco Power [Member] | Acadia Unit 1 [Member]
Related Party Transaction [Line Items]
Non-cash equity contributions from parent									0	225,700,000	0
Cleco Power [Member] | Cleco Corporation [Member]
Related Party Transaction [Line Items]
ACCOUNTS RECEIVABLE	18,000				348,000				18,000	348,000
ACCOUNTS PAYABLE	827,000				1,145,000				827,000	1,145,000
Cleco Power [Member] | Support Group [Member]
Related Party Transaction [Line Items]
Other operations									43,124,000	39,633,000	36,593,000
Maintenance									1,625,000	1,650,000	1,916,000
Taxes other than income taxes									(1,000)	(5,000)	(199,000)
Other expenses									1,244,000	1,050,000	1,080,000
Affiliate revenue									1,349,000	1,332,000	1,352,000
ACCOUNTS RECEIVABLE	2,207,000				1,536,000				2,207,000	1,536,000
ACCOUNTS PAYABLE	8,066,000				6,646,000				8,066,000	6,646,000
Transfer of pension plan liability and an equal amount of cash									1,844,000	1,678,000
Cleco Power [Member] | Generation Services [Member]
Related Party Transaction [Line Items]
ACCOUNTS RECEIVABLE	0				18,000				0	18,000
ACCOUNTS PAYABLE	0				2,000				0	2,000
Transfer of pension plan liability and an equal amount of cash									220,000	220,000
Cleco Power [Member] | Evangeline [Member]
Related Party Transaction [Line Items]
Other expenses									4,000	0	0
Affiliate revenue									26,000	26,000	22,000
ACCOUNTS RECEIVABLE	12,000				3,000				12,000	3,000
ACCOUNTS PAYABLE	214,000				0				214,000	0
Cleco Power [Member] | Acadia [Member]
Related Party Transaction [Line Items]
Affiliate revenue									0	0	1,000
ACCOUNTS RECEIVABLE	124,000				810,000				124,000	810,000
ACCOUNTS PAYABLE	196,000				150,000				196,000	150,000
Cleco Power [Member] | Diversified Lands [Member]
Related Party Transaction [Line Items]
Other expenses									82,000	19,000	4,000
ACCOUNTS RECEIVABLE	20,000				14,000				20,000	14,000
ACCOUNTS PAYABLE	3,000				0				3,000	0
Cleco Power [Member] | Midstream [Member]
Related Party Transaction [Line Items]
Affiliate revenue									14,000	13,000	20,000
ACCOUNTS RECEIVABLE	24,000				5,000				24,000	5,000
ACCOUNTS PAYABLE	5,000				2,000				5,000	2,000
Transfer of pension plan liability and an equal amount of cash									37,000	25,000
Cleco Power [Member] | Others [Member]
Related Party Transaction [Line Items]
ACCOUNTS RECEIVABLE	0				4,000				0	4,000
ACCOUNTS PAYABLE	$ 0				$ 0				$ 0	$ 0

XML

Income Taxes (Tables)

12 Months Ended

Dec. 31, 2011

Effective Income Tax Rate Reconciliation

Cleco

For the years ended December 31, 2011, and 2009, income tax expense was lower than the amount computed by applying the statutory federal rate to income before tax. For the year ended December 31, 2010, income tax expense was higher than the amount computed by applying the statutory federal rate to income before tax. The differences are as follows.

	FOR THE YEAR ENDED DECEMBER 31,
(THOUSANDS, EXCEPT FOR %)	2011			2010			2009
Income before tax	$	298,745		$	397,889		$	115,886
Statutory rate	35.0		%	35.0		%	35.0		%
Tax at federal statutory rate	$	104,561		$	139,261		$	40,560
Increase (decrease):
Plant differences, including AFUDC flowthrough	(1,758		)	(7,757		)	(30,212		)
Amortization of investment tax credits	(1,238		)	(1,285		)	(1,332		)
State tax expense	2,155			11,897			4,763
Audit settlement	10,782			—			—
Other	(11,605		)	382			(4,200		)
Total taxes	$	102,897		$	142,498		$	9,579
Effective Rate	34.4		%	35.8		%	8.3		%

Current and Deferred Income Tax Expense

Information about current and deferred income tax expense is as follows.

	FOR THE YEAR ENDED DECEMBER 31,
(THOUSANDS)	2011			2010			2009
Current federal income tax expense	$	77,659		$	75,337		$	16,080
Deferred federal income tax expense (benefit)	26,577			56,047			(9,880		)
Amortization of accumulated deferred investment tax credits	(1,238		)	(1,285		)	(1,332		)
Total federal income tax expense	$	102,998		$	130,099		$	4,868
Current state income tax expense	2,857			13,572			814
Deferred state income tax (benefit) expense	(2,958		)	(1,173		)	3,897
Total state income tax (benefit) expense	$	(101	)	$	12,399		$	4,711
Total federal and state income tax expense	$	102,897		$	142,498		$	9,579
Items charged or credited directly to shareholders’ equity
Federal deferred	(8,908		)	2,210			(1,200		)
State deferred	(1,439		)	357			(194		)
Total tax benefit from items charged directly to shareholders’ equity	$	(10,347	)	$	2,567		$	(1,394	)
Total federal and state income tax expense	$	92,550		$	145,065		$	8,185

Deferred Tax Assets and Liabilities

The balance of accumulated deferred federal and state income tax assets and liabilities at December 31, 2011, and 2010 was comprised of the following.

	AT DECEMBER 31,
(THOUSANDS)	2011			2010
Depreciation and property basis differences	$	(594,135	)	$	(527,014	)
Net operating loss	18,542			—
Fuel costs	(6,135		)	(6,500		)
Mark-to-market	—			1,845
Deferred carrying charges	11,327			26,567
SERP – other comprehensive income	16,621			6,274
Regulated operations regulatory liability	(83,965		)	(75,080		)
Postretirement benefits other than pension	(9,486		)	9,902
New markets tax credit	36,398			16,667
Other	(9,844		)	(1,766		)
Accumulated deferred federal and state income taxes	$	(620,677	)	$	(549,105	)

Uncertain Tax Positions, Interest Payable and Interest Expense

The total amounts of uncertain tax positions and related interest payable and interest expense, as reflected on Cleco Corporation and Cleco Power’s Consolidated Balance Sheets and Statements of Income, are shown in the following tables:

	AT DECEMBER 31,
(THOUSANDS)	2011		2010
Interest payable
Cleco Corporation	$	13,843	$	41,018
Cleco Power	$	17,327	$	15,211

	FOR THE YEAR ENDED DECEMBER 31,
(THOUSANDS)	2011			2010			2009
Interest charges
Cleco Corporation	$	(25,795	)	$	3,930		$	8,239
Cleco Power	$	3,495		$	(5,448	)	$	3,336

Liability for Unrecognized Tax Benefits

The total liability for unrecognized tax benefits for Cleco and Cleco Power at December 31, 2011, 2010, and 2009 is shown in the following table:

Cleco
(THOUSANDS)	LIABILITY FOR UNRECOGNIZED TAX BENEFITS
Balance at January 1, 2009	$	84,918
Reduction for tax positions of current period	(15,126		)
Additions for tax positions of prior years	59,443
Reduction for tax positions of prior years	—
Reduction for lapse of statute of limitations	—
Balance at December 31, 2009	$	129,235
Reduction for tax positions of current period	(5,738		)
Additions for tax positions of prior years	511
Reduction for tax positions of prior years	(6,146		)
Reduction for settlement with tax authority	(15,077		)
Reduction for lapse of statute of limitations	—
Balance at December 31, 2010	$	102,785
Reduction for tax positions of current period	(4,129		)
Additions for tax positions of prior years	11,031
Reduction for tax positions of prior years	(8,670		)
Reduction for settlement with tax authority	(44,782		)
Reduction for lapse of statute of limitations	—
Balance at December 31, 2011	$	56,235

Cleco Power [Member]

Effective Income Tax Rate Reconciliation

Cleco Power

Income tax expense is lower than the amount computed by applying the statutory rate to income before tax, as follows.

	FOR THE YEAR ENDED DECEMBER 31,
(THOUSANDS, EXCEPT FOR %)	2011			2010			2009
Income before tax	$	212,244		$	222,512		$	126,463
Statutory rate	35.0		%	35.0		%	35.0		%
Tax at federal statutory rate	$	74,285		$	77,879		$	44,262
Increase (decrease):
Plant differences, including AFUDC flowthrough	(1,758		)	(7,757		)	(30,212		)
Amortization of investment tax credits	(1,238		)	(1,285		)	(1,332		)
State tax expense	(853		)	5,798			5,131
Other	(1,027		)	472			(2,552		)
Total tax expense	$	69,409		$	75,107		$	15,297
Effective Rate	32.7		%	33.8		%	12.1		%

Current and Deferred Income Tax Expense

Information about current and deferred income tax expense is as follows.

	FOR THE YEAR ENDED DECEMBER 31,
(THOUSANDS)	2011			2010			2009
Current federal income tax expense	$	23,347		$	35,132		$	11,920
Deferred federal income tax expense	47,763			40,237			912
Amortization of accumulated deferred investment tax credits	(1,238		)	(1,285		)	(1,332		)
Total federal income tax expense	$	69,872		$	74,084		$	11,500
Current state income tax expense	1,691			6,704			1,480
Deferred state income tax (benefit) expense	(2,154		)	(5,681		)	2,317
Total state income tax (benefit) expense	$	(463	)	$	1,023		$	3,797
Total federal and state income taxes	$	69,409		$	75,107		$	15,297
Items charged or credited directly to shareholders’ equity
Federal deferred	(8,580		)	2,532			(620		)
State deferred	(1,386		)	409			(100		)
Total tax benefit from items charged directly to shareholders’ equity	$	(9,966	)	$	2,941		$	(720	)
Total federal and state income tax expense	$	59,443		$	78,048		$	14,577

Deferred Tax Assets and Liabilities

The balance of accumulated deferred federal and state income tax assets and liabilities at December 31, 2011, and 2010 was comprised of the following.

	AT DECEMBER 31,
(THOUSANDS)	2011			2010
Depreciation and property basis differences	$	(592,634	)	$	(551,909	)
Net operating loss	16,390			—
Fuel costs	(6,125		)	(6,490		)
Mark-to-market	—			1,628
Deferred carrying charges	11,327			26,567
SERP - other comprehensive income	11,984			2,019
Regulated operations regulatory liability	(83,965		)	(75,080		)
Postretirement benefits other than pension	(22,461		)	(2,503		)
Other	9,478			7,005
Accumulated deferred federal and state income taxes	$	(656,006	)	$	(598,763	)

Liability for Unrecognized Tax Benefits

Cleco Power
(THOUSANDS)	LIABILITY FOR UNRECOGNIZED TAX BENEFITS
Balance at January 1, 2009	$	60,536
Reduction for tax positions of current period	(11,499		)
Additions for tax positions of prior years	35,323
Reduction for tax positions of prior years	—
Reduction for lapse of statute of limitations	—
Balance at December 31, 2009	$	84,360
Reduction for tax positions of current period	(2,202		)
Additions for tax positions of prior years	3
Reduction for tax positions of prior years	(6,109		)
Reduction for settlement with tax authority	(15,077		)
Reduction for lapse of statute of limitations	—
Balance at December 31, 2010	$	60,975
Reduction for tax positions of current period	(4,018		)
Additions for tax positions of prior years	4,271
Reduction for tax positions of prior years	(8,670		)
Reduction for settlement with tax authority	—
Reduction for lapse of statute of limitations	—
Balance at December 31, 2011	$	52,558

XML

Evangeline Transactions (Details) (USD $)	12 Months Ended
	Dec. 31, 2011	Dec. 31, 2010	Dec. 31, 2009	Mar. 02, 2010	Feb. 26, 2010	Feb. 25, 2010	Feb. 22, 2010
Bonds Transferred from JPMVEC to Evangeline [Abstract]
Senior Secured bonds transferred and retired						$ 126,600,000
Stated interest rate of bonds transferred and retired (in hundredths)						8.82%
Accrued interest on transferred bonds eliminated						5,300,000
Payment by JPMVEC to Evangeline							56,700,000
Cancellation of letter of credit				15,000,000
Gain recorded on termination of operating lease	0	148,402,000	0
Redemption of remaining bonds [Abstract]
Face amount of remaining Senior Secured bonds						35,200,000
Accrued interest paid to debtholders						1,500,000
Make-whole payment on bond redemption						10,200,000
Deferred debt issuance costs						2,100,000
Restricted cash released upon redemption of bonds					$ 30,100,000
Short-term RFP [Member]
Servicing Assets at Fair Value [Line Items]
Capacity and energy	250
Long-term RFP [Member]
Servicing Assets at Fair Value [Line Items]
Capacity and energy	730

XML

Consolidated Statements of Cash Flows (USD $) In Thousands, unless otherwise specified	12 Months Ended
	Dec. 31, 2011	Dec. 31, 2010	Dec. 31, 2009
Operating activities
Net income	$ 195,848	$ 255,391	$ 106,307
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization	160,765	168,363	121,436
Gain on forgiveness of debt	0	(129,870)	0
Return on equity investment in investees	58,665	0	750
(Income) loss from equity investments	(62,050)	(38,849)	17,423
Unearned compensation expense	7,416	5,587	6,087
Allowance for other funds used during construction	(4,947)	(12,413)	(73,269)
Net deferred income taxes	23,618	54,873	(5,983)
Deferred fuel costs	653	21,086	7,223
Cash surrender value of company-owned life insurance	1,687	(2,759)	(5,180)
Changes in assets and liabilities:
Accounts receivable	(15,798)	(16,156)	8,310
Accounts and notes receivable, affiliate	1,161	2,109	(8,701)
Unbilled revenue	14,520	(22,675)	(2,262)
Fuel, materials and supplies inventory	35,442	(7,465)	(26,680)
Prepayments	1,520	(2,316)	1,575
Accounts payable	(1,137)	8,167	18,593
Accounts and notes payable, affiliate	(552)	(2,215)	(22,796)
Customer deposits	12,693	12,313	12,906
Long-term receivable	0	27,976	0
Postretirement benefit obligations	(55,529)	2,975	(11,173)
Regulatory assets and liabilities, net	(43,131)	(88,333)	32,922
Contingent sale obligations	10,900	4,714	0
Other deferred accounts	(1,084)	1,813	(46,051)
Retainage payable	(2,481)	(27)	(13,011)
Taxes accrued	5,171	(34,266)	23,612
Interest accrued	(38,103)	2,466	(4,138)
Energy risk management assets and liabilities, net	4,646	7,885	4,406
Other operating	(1,873)	(3,201)	(854)
Net cash provided by operating activities	308,020	215,173	141,452
Investing activities
Additions to property, plant, and equipment	(195,882)	(305,157)	(256,558)
Allowance for other funds used during construction	4,947	12,413	73,269
Cash from reconsolidation of VIEs	3,879	812	0
Return of equity investment in investees	89,654	0	850
Equity investment in investees	(1,460)	(8,700)	(29,809)
Return of equity investment in tax credit fund	33,430	0	0
Contributions to tax credit fund	(43,921)	(35,871)	(15,730)
Repayment of company-owned life insurance loan	0	(14,355)	0
Transfer of cash from restricted accounts	5,220	45,535	46,531
Other investing	2,458	(1,582)	(2,002)
Net cash provided by (used in) investing activities	(101,675)	(306,905)	(183,449)
Financing activities
Issuance of short-term debt	0	150,000	0
Retirement of short-term debt	(150,000)	0	0
Draws on credit facility	95,000	20,000	93,000
Payments on credit facility	(100,000)	(100,000)	(28,000)
Issuance of long-term debt	100,000	247,245	190,369
Retirement of long-term debt	(12,269)	(120,867)	(114,846)
Repurchase of long-term debt	(132,000)	0	0
Repurchase of common stock	(13,009)	0	0
Redemption of preferred stock	(1,039)	0	0
Settlement of treasury rate lock	(18,636)	5,675	4,696
Dividends paid on preferred stock	(26)	(46)	(46)
Dividends paid on common stock	(68,023)	(58,988)	(54,221)
Other financing	(3,895)	(5,352)	(1,245)
Net cash (used in) provided by financing activities	(303,897)	137,667	89,707
Net (decrease) increase in cash and cash equivalents	(97,552)	45,935	47,710
Cash and cash equivalents at beginning of period	191,128	145,193	97,483
Cash and cash equivalents at end of period	93,576	191,128	145,193
Supplementary cash flow information
Interest paid (net of amount capitalized)	87,359	90,773	84,629
Interest paid on treasury rate lock settlement	8,128	0	0
Income taxes paid (refunded), net	46,636	75,498	(30,309)
Supplementary non-cash investing and financing activities
Accrued additions to property, plant, and equipment	17,525	6,032	11,396
Issuance of treasury stock - LTICP	68	93	117
Issuance of common stock - LTICP/ESPP	328	299	290
Incurrence of capital lease obligation - barges	0	0	22,050
Non-cash additions to property, plant, and equipment	4,586	152,067	0
Non-cash return of investment	0	152,067	0
Non-cash contribution to subsidiary, net of tax	0	225,732	0
Cleco Power [Member]
Operating activities
Net income	142,835	147,405	111,166
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization	127,109	119,940	88,843
(Income) loss from equity investments	0	0	0
Unearned compensation expense	1,796	1,846	1,855
Allowance for other funds used during construction	(4,947)	(12,413)	(73,269)
Net deferred income taxes	45,608	34,555	3,230
Deferred fuel costs	653	21,086	7,223
Cash surrender value of company-owned life insurance	(383)	(345)	(454)
Changes in assets and liabilities:
Accounts receivable	(14,858)	(16,261)	9,646
Accounts and notes receivable, affiliate	464	349	(656)
Unbilled revenue	14,520	(22,675)	(2,262)
Fuel, materials and supplies inventory	35,673	(7,202)	(26,680)
Prepayments	1,294	(2,016)	1,386
Accounts payable	(2,017)	8,934	18,254
Accounts and notes payable, affiliate	600	(18,598)	17,855
Customer deposits	12,693	12,313	12,906
Postretirement benefit obligations	(57,531)	647	(13,469)
Regulatory assets and liabilities, net	(43,131)	(88,333)	32,922
Other deferred accounts	(7,788)	(8,082)	(37,021)
Retainage payable	(2,481)	(27)	(13,011)
Taxes accrued	926	(7,561)	9,430
Interest accrued	(5,609)	1,594	(4,140)
Energy risk management assets and liabilities, net	4,646	7,885	4,406
Other operating	(355)	(2,282)	(101)
Net cash provided by operating activities	249,717	170,759	148,059
Investing activities
Additions to property, plant, and equipment	(182,574)	(149,211)	(255,585)
Allowance for other funds used during construction	4,947	12,413	73,269
Equity investment in investees	(1,460)	(200)	(12,873)
Repayment of company-owned life insurance loan	0	(14,355)	0
Transfer of cash from restricted accounts	5,220	15,404	46,531
Other investing	3,674	1,277	327
Net cash provided by (used in) investing activities	(170,193)	(134,672)	(148,331)
Financing activities
Draws on credit facility	60,000	0	45,000
Payments on credit facility	(60,000)	0	(45,000)
Issuance of long-term debt	100,000	247,245	190,369
Retirement of long-term debt	(12,269)	(85,704)	(114,846)
Repurchase of long-term debt	(132,000)	0	0
Settlement of treasury rate lock	(18,636)	5,675	4,696
Distribution to parent	(130,000)	(150,000)	(30,000)
Other financing	(4,073)	(6,504)	(3,376)
Net cash (used in) provided by financing activities	(196,978)	10,712	46,843
Net (decrease) increase in cash and cash equivalents	(117,454)	46,799	46,571
Cash and cash equivalents at beginning of period	184,912	138,113	91,542
Cash and cash equivalents at end of period	67,458	184,912	138,113
Supplementary cash flow information
Interest paid (net of amount capitalized)	85,607	79,044	81,508
Interest paid on treasury rate lock settlement	8,128	0	0
Income taxes paid (refunded), net	2,233	(5,425)	4,444
Supplementary non-cash investing and financing activities
Accrued additions to property, plant, and equipment	21,007	5,697	11,335
Incurrence of capital lease obligation - barges	0	0	22,050
Non-cash additions to property, plant, and equipment	4,586	304,134	0
Non-cash assumption of deferred tax liability	$ 0	$ 78,402	$ 0

XML

Income Taxes, Deferred Tax Assets and Liabilities (Details) (USD $) In Thousands, unless otherwise specified	Dec. 31, 2011	Dec. 31, 2010
Components of deferred tax assets and liabilities [Abstract]
Depreciation and property basis differences	$ (594,135)	$ (527,014)
Net operating loss	18,542	0
Fuel costs	(6,135)	(6,500)
Mark-to-market	0	1,845
Deferred carrying charges	11,327	26,567
SERP - other comprehensive income	16,621	6,274
Regulated operations regulatory liability	(83,965)	(75,080)
Postretirement benefits other than pension	(9,486)	9,902
New market tax credit	36,398	16,667
Other	(9,844)	(1,766)
Accumulated deferred federal and state income taxes	(620,677)	(549,105)
Cleco Power [Member]
Components of deferred tax assets and liabilities [Abstract]
Depreciation and property basis differences	(592,634)	(551,909)
Net operating loss	16,390	0
Fuel costs	(6,125)	(6,490)
Mark-to-market	0	1,628
Deferred carrying charges	11,327	26,567
SERP - other comprehensive income	11,984	2,019
Regulated operations regulatory liability	(83,965)	(75,080)
Postretirement benefits other than pension	(22,461)	(2,503)
Other	9,478	7,005
Accumulated deferred federal and state income taxes	$ (656,006)	$ (598,763)

XML

Consolidated Statements of Changes in Member's Equity (USD $)	Total	Accumulated Other Comprehensive (Loss) Income [Member]	Cleco Power [Member]	Cleco Power [Member] Member's Equity [Member]	Cleco Power [Member] Accumulated Other Comprehensive (Loss) Income [Member]
Member's Equity, Balance at Dec. 31, 2008			$ 929,178,000	$ 934,354,000	$ (5,176,000)
Other comprehensive income (loss), net of tax	(1,458,000)	(1,458,000)	(495,000)		(495,000)
Distribution to parent			(30,000,000)	(30,000,000)
Net income	106,307,000		111,166,000	111,166,000
Member's Equity, Balance at Dec. 31, 2009			1,009,849,000	1,015,520,000	(5,671,000)
Distribution to parent			(25,000,000)
Net income			32,160,000
Member's Equity, Balance at Mar. 31, 2010
Member's Equity, Balance at Dec. 31, 2009			1,009,849,000	1,015,520,000	(5,671,000)
Other comprehensive income (loss), net of tax	(347,000)	(347,000)	937,000	0	937,000
Distribution to parent			(150,000,000)	(150,000,000)
Non-cash property donation, net of tax			225,732,000	225,732,000
Net income	255,391,000		147,405,000	147,405,000
Member's Equity, Balance at Dec. 31, 2010			1,233,923,000	1,238,657,000	(4,734,000)
Member's Equity, Balance at Sep. 30, 2010
Distribution to parent			(25,000,000)
Net income			23,821,000
Member's Equity, Balance at Dec. 31, 2010			1,233,923,000
Distribution to parent			(30,000,000)
Net income			30,030,000
Member's Equity, Balance at Mar. 31, 2011
Member's Equity, Balance at Dec. 31, 2010			1,233,923,000	1,238,657,000	(4,734,000)
Other comprehensive income (loss), net of tax	(16,501,000)	(16,501,000)	(15,896,000)	0	(15,896,000)
Distribution to parent			(130,000,000)	(130,000,000)
Net income	195,848,000		142,835,000	142,835,000
Member's Equity, Balance at Dec. 31, 2011			1,230,862,000	1,251,492,000	(20,630,000)
Member's Equity, Balance at Sep. 30, 2011
Distribution to parent			(50,000,000)
Net income			23,278,000
Member's Equity, Balance at Dec. 31, 2011			$ 1,230,862,000

XML

Summary of Significant Accounting Policies, Preferred Stock Redemption (Details) (Cumulative Preferred Stock, $100 Par Value, Not subject to mandatory redemption 4.5% [Member], USD $)	0 Months Ended	12 Months Ended
	Jun. 24, 2011	Dec. 31, 2011
Cumulative Preferred Stock, $100 Par Value, Not subject to mandatory redemption 4.5% [Member]
Preferred Stock Redemption [Abstract]
Redemption date		Jun. 24, 2011
Preferred stock redeemed (in shares)	10,288
Preferred stock not subject to mandatory redemption, dividend rate (in hundredths)	4.50%
Redemption price (in dollars per share)	$ 101
Redemption price, plus accrued and unpaid dividends to the redemption date (in dollars per share)	$ 101.296

XML

Pension Plan and Employee Benefits, Unobservable Input Reconciliation (Details) (Pension Benefits [Member], USD $) In Thousands, unless otherwise specified	12 Months Ended
	Dec. 31, 2011	Dec. 31, 2010
Fair value of plan assets [Roll Forward]
Fair value of plan assets, end of period	$ 310,197	$ 241,844
Preferred Stock [Member]
Fair value of plan assets [Roll Forward]
Fair value of plan assets, end of period	291	1,446
Common/collective trust fund [Member]
Fair value of plan assets [Roll Forward]
Fair value of plan assets, end of period	94,677	113,529
Real estate funds [Member]
Fair value of plan assets [Roll Forward]
Fair value of plan assets, end of period	16,349	14,568
Hedge fund-of-funds [Member]
Fair value of plan assets [Roll Forward]
Fair value of plan assets, end of period	2,892	3,271
Level 3 [Member]
Fair value of plan assets [Roll Forward]
Fair value of plan assets, beginning of period	17,839	20,156
Realized gain (loss)	17	81
Unrealized gain (loss)	1,531	780
Purchases, issuances, and settlements, net	(146)	(3,178)
Transfer out	0	0
Fair value of plan assets, end of period	19,241	17,839
Level 3 [Member] | Preferred Stock [Member]
Fair value of plan assets [Roll Forward]
Fair value of plan assets, end of period	0	0
Level 3 [Member] | Common/collective trust fund [Member]
Fair value of plan assets [Roll Forward]
Fair value of plan assets, end of period	0	0
Level 3 [Member] | Real estate funds [Member]
Fair value of plan assets [Roll Forward]
Fair value of plan assets, beginning of period	14,568	13,627
Realized gain (loss)	0	0
Unrealized gain (loss)	1,454	612
Purchases, issuances, and settlements, net	327	329
Transfer out	0	0
Fair value of plan assets, end of period	16,349	14,568
Level 3 [Member] | Hedge fund-of-funds [Member]
Fair value of plan assets [Roll Forward]
Fair value of plan assets, beginning of period	3,271	6,529
Realized gain (loss)	17	81
Unrealized gain (loss)	77	168
Purchases, issuances, and settlements, net	(473)	(3,507)
Transfer out	0	0
Fair value of plan assets, end of period	$ 2,892	$ 3,271

XML

Intangible Asset (Details) (USD $)	12 Months Ended
	Dec. 31, 2011	Dec. 31, 2010	Dec. 31, 2009	Dec. 31, 2011 Right to bill and collect storm recovery charges from customers and financing costs [Member]	Dec. 31, 2008 Right to bill and collect storm recovery charges from customers and financing costs [Member] Y	Dec. 31, 2010 Right to bill and collect storm recovery charges from customers and financing costs [Member]	Dec. 31, 2008 Right to bill and collect storm recovery charges from customers [Member]	Dec. 31, 2008 Financing costs [Member]
Acquired Finite-Lived Intangible Assets [Line Items]
Acquired intangible asset					$ 177,500,000		$ 176,000,000	$ 1,500,000
Intangible asset expected useful life, minimum (in years)					12
Intangible asset expected useful life, maximum (in years)					15
Amortization expense	11,800,000	11,700,000	10,700,000
Intangible asset, net [Abstract]
Gross carrying amount				177,537,000		177,537,000
Accumulated amortization				43,942,000		32,163,000
Intangible asset	133,595,000	145,374,000		133,595,000		145,374,000
Expected amortization expense
For the year ending December 31, 2012				13,167,000
For the year ending December 31, 2013				14,026,000
For the year ending December 31, 2014				14,931,000
For the year ending December 31, 2015				15,876,000
For the year ending December 31, 2016				16,864,000
After 2016				$ 58,731,000

XML

Debt, Short-Term Debt (Details) (USD $) In Thousands, unless otherwise specified	12 Months Ended			0 Months Ended	1 Months Ended	12 Months Ended
	Dec. 31, 2011	Dec. 31, 2010	Dec. 31, 2009	Apr. 29, 2011 Bank Term Loan [Member]	Jan. 31, 2011 Bank Term Loan [Member]	Dec. 31, 2010 Bank Term Loan [Member]	Jan. 31, 2011 Bank Term Loan [Member] Option 1 [Member]	Jan. 31, 2011 Bank Term Loan [Member] Option 2 [Member]	Dec. 31, 2011 Cleco Power [Member]	Dec. 31, 2010 Cleco Power [Member]
Short-Term Debt [Abstract]
Short-term debt outstanding	$ 0	$ 150,000			$ 150,000				$ 0	$ 0
Issuance date						February 2010
Interest rate						2.75%	2.50%	1.50%
Maturity date, prior to extension						February 2011
Maturity date, subsequent to extension					Aug. 19, 2011
Repayment of debt	$ 150,000	$ 0	$ 0	$ 150,000

XML

Evangeline Transactions

12 Months Ended

Dec. 31, 2011

Restructuring Agreement [Abstract]

Evangeline Transactions

Evangeline Transactions

On February 22, 2010, Evangeline and JPMVEC entered into the Evangeline Restructuring Agreement whereby the parties agreed to terminate the existing Evangeline Tolling Agreement and enter into the Evangeline 2010 Tolling Agreement, effective March 1, 2010. The Evangeline 2010 Tolling Agreement expired on December 31, 2011. The other significant terms of the Evangeline Restructuring Agreement were:

• the tolling agreement was a market-based tolling agreement, for Coughlin Units 6 and 7, ending on December 31, 2011, with an option for JPMVEC to extend the term through December 31, 2012. The agreement also gave Evangeline the right to terminate its Coughlin Unit 6 obligations prior to the expiration of the term. JPMVEC did not exercise the option to extend the tolling agreement,

• $126.6 million of Evangeline’s 8.82% Senior Secured bonds due 2019, owned by JPMVEC, were transferred to Evangeline and subsequently retired and $5.3 million of accrued interest associated with the bonds transferred to Evangeline was eliminated,

• JPMVEC paid Evangeline $56.7 million,

• JPMVEC returned Cleco Corporation’s $15.0 million letter of credit issued under the Evangeline Tolling Agreement and the letter of credit was canceled, and

• Evangeline recorded a gain of $148.4 million.

The termination of the Evangeline Tolling Agreement was considered a termination of an operating lease and a triggering event requiring an asset impairment analysis. Management made assumptions about expected future cash flows, long-term interest rates, estimates about the probability of the occurrence of future events, and estimates of market values of assets without a readily observable market price. An impairment charge was not recorded since the undiscounted expected future net cash flows exceeded the carrying value of Evangeline’s property, plant, and equipment. Due to the lack of a long-term agreement, the expected future net cash flows of Evangeline are subject to an increased potential for variability as compared to prior years. Consequently, future impairment tests could occur more frequently and might result in an impairment charge.

Under the terms of the Evangeline Restructuring Agreement entered into on February 22, 2010, Evangeline issued an irrevocable redemption notice to redeem the remaining $35.2 million of 8.82% Senior Secured bonds outstanding pursuant to their terms on February 25, 2010, and paid the debtholders $1.5 million of accrued interest and a $10.2 million make-whole payment. As a result of the debt retirement, Evangeline expensed $2.1 million in unamortized debt issuance costs associated with the Evangeline bonds. The Evangeline bonds were non-recourse to Cleco Corporation and redemption of the bonds was permitted under Cleco Corporation’s revolving credit facility. Upon the redemption of the bonds, $30.1 million of restricted cash was released to Evangeline.

The impacts of these transactions are reflected in the Midstream segment, which includes Evangeline. In accordance with the authoritative guidance, effective January 1, 2010, the financial results for Evangeline are no longer presented as equity income (loss), but presented in the corresponding line items in the consolidated financials of Midstream.

Due to the expiration of the Evangeline 2010 Tolling Agreement on December 31, 2011, Coughlin’s capacity and energy was available to Midstream beginning January 1, 2012. Evangeline was one of the successful bidders in Cleco Power’s RFP for short-term 2012 resources beginning January 1, 2012, and currently is providing 250 MW of capacity and energy to Cleco Power under a tolling agreement through April 30, 2012. In addition to Cleco Power’s RFP referenced above, in December 2011, Evangeline was also notified that Cleco Power selected its proposal to fulfill Cleco Power’s capacity and energy needs as defined in the Cleco Power RFP for contractual resources to meet CSAPR beginning in May 2012. The proposal was for a 730-MW product beginning May 1, 2012, and ending April 30, 2015. The definitive agreement between Evangeline and Cleco Power was executed in January 2012 and has been submitted to the LPSC and FERC for approval. Currently, Midstream is marketing Coughlin’s capacity for periods beginning after April 30, 2015, and is evaluating various options to optimize Coughlin’s value.

XML

Schedule I Financial Statements of Cleco Corporation, Condensed Statements of Comprehensive Income (Details) (USD $) In Thousands, unless otherwise specified	12 Months Ended
	Dec. 31, 2011	Dec. 31, 2010	Dec. 31, 2009
Condensed Statements of Comprehensive Income [Abstract]
Net income	$ 195,848	$ 255,391	$ 106,307
Other comprehensive loss, net of tax:
Amortization of postretirement benefit net loss (gain) (net of tax expense of $605 in 2011, and tax benefit of $20 in 2010 and $158 in 2009)	1,213	(31)	(160)
Postretirement benefit loss incurred during the year (net of tax benefit of $949 in 2011 and $2,553 in 2009, and tax expense of $131 in 2010)	(1,721)	(4,241)	(3,403)
Cash flow hedges:
Net derivatives (loss) gain (net of tax)	(15,788)	2,916	1,930
Net tax (benefit) expense of net derivative (loss) gain	(9,873)	1,823	1,208
Total other comprehensive loss, net of tax	(16,501)	(347)	(1,458)
Comprehensive income, net of tax	179,347	255,044	104,849
Condensed Statements of Comprehensive Income (Parenthetical) [Abstract]
Net tax expense (benefit) of amortiztion of postretirement benefit net loss (gain)	605	(20)	(158)
Net tax (benefit) expense of postretirement loss incurred during the year	(949)	131	(2,553)
Interest Expense [Member]
Cash flow hedges:
Reclassification of net (gain) loss (net of tax)	(205)	315	175
Net tax (benefit) expense of reclassification of net (gain) loss	(129)	197	110
Other Expense [Member]
Cash flow hedges:
Reclassification of net (gain) loss (net of tax)	0	694	0
Net tax (benefit) expense of reclassification of net (gain) loss		434
CLECO CORPORATION (Parent Company Only) [Member]
Condensed Statements of Comprehensive Income [Abstract]
Net income	195,848	255,391	106,307
Other comprehensive loss, net of tax:
Amortization of postretirement benefit net loss (gain) (net of tax expense of $605 in 2011, and tax benefit of $20 in 2010 and $158 in 2009)	1,213	(31)	(160)
Postretirement benefit loss incurred during the year (net of tax benefit of $949 in 2011 and $2,553 in 2009, and tax expense of $131 in 2010)	(1,721)	(4,241)	(3,403)
Cash flow hedges:
Net derivatives (loss) gain (net of tax)	(15,788)	2,916	1,930
Net tax (benefit) expense of net derivative (loss) gain	(9,873)	1,823	1,208
Total other comprehensive loss, net of tax	(16,501)	(347)	(1,458)
Comprehensive income, net of tax	179,347	255,044	104,849
Condensed Statements of Comprehensive Income (Parenthetical) [Abstract]
Net tax expense (benefit) of amortiztion of postretirement benefit net loss (gain)	605	(20)	(158)
Net tax (benefit) expense of postretirement loss incurred during the year	(949)	131	(2,553)
CLECO CORPORATION (Parent Company Only) [Member] | Interest Expense [Member]
Cash flow hedges:
Reclassification of net (gain) loss (net of tax)	(205)	315	175
Net tax (benefit) expense of reclassification of net (gain) loss	(129)	197	110
CLECO CORPORATION (Parent Company Only) [Member] | Other Expense [Member]
Cash flow hedges:
Reclassification of net (gain) loss (net of tax)	0	694	0
Net tax (benefit) expense of reclassification of net (gain) loss		$ 434

XML

Common and Preferred Stock, Stock-Based Compensation (Details) (USD $)	12 Months Ended
	Dec. 31, 2011		Dec. 31, 2010		Dec. 31, 2009
Classification
Common stock equivalent units	$ 3,509,000		$ 2,812,000		$ 3,545,000
Total pre-tax compensation expense	7,003,000		5,139,000		5,680,000
Tax benefit (excluding income tax gross-up)	2,695,000		1,977,000		2,186,000
Compensation expense charged against income for non-forfeitable dividends paid on non-vested stock not expected to vest and stock options	103,000	[1]	100,000		100,000
Stock-based compensation capitalized in property, plant and equipment	2,300,000		1,800,000
Cash received from options exercised under all stock-based compensation plans	900,000		3,200,000
Tax benefit realized from exercise of options	200,000		400,000
Cash paid to settle equity instruments under stock-based compensation plans	0		0
Cleco Power [Member]
Classification
Common stock equivalent units	1,118,000		1,271,000		1,306,000
Total pre-tax compensation expense	1,796,000		1,846,000		1,855,000
Tax benefit (excluding income tax gross-up)	691,000		710,000		714,000
Non-vested Stock [Member]
Classification
Total pre-tax compensation expense	3,391,000		2,276,000		2,084,000
Non-vested Stock [Member] | Cleco Power [Member]
Classification
Total pre-tax compensation expense	678,000		575,000		549,000
Stock Options [Member]
Classification
Total pre-tax compensation expense	103,000	[1]	51,000	[1]	51,000	[1]
Stock Options [Member] | Cleco Power [Member]
Classification
Total pre-tax compensation expense	0	[1]	0	[1]	0	[1]
Equity Classification [Member]
Classification
Total pre-tax compensation expense	3,494,000		2,327,000		2,135,000
Equity Classification [Member] | Cleco Power [Member]
Classification
Total pre-tax compensation expense	$ 678,000		$ 575,000		$ 549,000

[1] (1) For the years ended December 31, 2011, 2010, and 2009 compensation expense charged against income for non-forfeitable dividends paid on non-vested stock not expected to vest and stock options was $0.1 million.

XML

Debt (Tables)

12 Months Ended

Dec. 31, 2011

Total Indebtedness

Cleco

Cleco’s total indebtedness as of December 31, 2011, and 2010 was as follows.

	AT DECEMBER 31,
(THOUSANDS)	2011			2010
Bonds
Cleco Power’s senior notes, 5.375%, due 2013	$	75,000		$	75,000
Cleco Power’s senior notes, 4.95%, due 2015	50,000			50,000
Cleco Power’s senior notes, 6.65%, due 2018	250,000			250,000
Cleco Power’s senior notes, 6.50%, due 2035	295,000			295,000
Cleco Power’s senior notes, 6.00%, due 2040	250,000			250,000
Cleco Power's senior notes, 5.12%, due 2041	100,000			—
Cleco Power’s pollution control revenue bonds, 5.875%, due 2029, callable after September 1, 2009	61,260			61,260
Cleco Power’s solid waste disposal facility bonds, 4.70%, due 2036, callable after November 1, 2016	60,000			60,000
Cleco Power’s solid waste disposal facility bonds, 5.25%, due 2037, mandatory tender on March 1, 2013	60,000			60,000
Cleco Power's solid waste disposal facility bonds, 6.00%, due 2038,reacquired on October 1, 2011	—			32,000
Cleco Power’s GO Zone bonds, 7.00%, due 2038, reacquired on December 1, 2011	—			100,000
Cleco Katrina/Rita’s storm recovery bonds, 4.41%, due 2020	75,707			87,975
Cleco Katrina/Rita’s storm recovery bonds, 5.61%, due 2023	67,600			67,600
Total bonds	1,344,567			1,388,835
Other long-term debt
Cleco Corporation’s credit facility draws	10,000			15,000
Barge lease obligations, ending December 31, 2013	17,538			19,200
Gross amount of long-term debt	1,372,105			1,423,035
Less:  long-term debt due within one year	24,258			12,269
Less:  lease obligations due within one year	1,841			1,662
Unamortized premium and discount, net	(8,950		)	(9,395		)
Total long-term debt, net	$	1,337,056		$	1,399,709

Future Amounts Payable Under Long-Term Debt Agreements

The amounts payable under long-term debt agreements for each year through 2016 and thereafter are as follows.

(THOUSANDS)
Amounts payable under long-term debt agreements
2012	$	24,258
2013	$	88,969
2014	$	14,876
2015	$	65,824
2016	$	26,815
Thereafter	$	1,133,825

Future Amounts Payable Under Barge Capital Lease Agreements

The amounts payable under the capital lease agreements for each year through 2016 and thereafter are as follows.

(THOUSANDS)
Amounts payable under capital lease agreements
2012	$	1,841
2013	$	2,017
2014	$	2,221
2015	$	2,446
2016	$	2,703
Thereafter	$	6,310

Cleco Power [Member]

Total Indebtedness

Cleco Power

Cleco Power’s total indebtedness as of December 31, 2011, and 2010, was as follows.

	AT DECEMBER 31,
(THOUSANDS)	2011			2010
Bonds
Senior notes, 5.375%, due 2013	$	75,000		$	75,000
Senior notes, 4.95%, due 2015	50,000			50,000
Senior notes, 6.65%, due 2018	250,000			250,000
Senior notes, 6.50%, due 2035	295,000			295,000
Senior notes, 6.00%, due 2040	250,000			250,000
Senior notes, 5.12%, due 2041	100,000			—
Pollution control revenue bonds, 5.875%, due 2029, callable after September 1, 2009	61,260			61,260
Solid waste disposal facility bonds, 4.70%, due 2036,callable after November 1, 2016	60,000			60,000
Solid waste disposal facility bonds, 5.25%, due 2037, mandatory tender on March 1, 2013	60,000			60,000
Solid waste disposal facility bonds, 6.00%, due 2038, reacquired on October 1, 2011	—			32,000
GO Zone bonds, 7.00%, due 2038, reacquired on December 1, 2011	—			100,000
Cleco Katrina/Rita’s storm recovery bonds, 4.41%, due 2020	75,707			87,975
Cleco Katrina/Rita’s storm recovery bonds, 5.61%, due 2023	67,600			67,600
Total bonds	1,344,567			1,388,835
Other long-term debt
Barge lease obligations, ending December 31, 2013	17,538			19,200
Gross amount of long-term debt	1,362,105			1,408,035
Less:  long-term debt due within one year	24,258			12,269
Less:  lease obligations due within one year	1,841			1,662
Unamortized premium and discount, net	(8,950		)	(9,395		)
Total long-term debt, net	$	1,327,056		$	1,384,709

Future Amounts Payable Under Long-Term Debt Agreements

The amounts payable under long-term debt agreements for each year through 2016 and thereafter are as follows.

(THOUSANDS)
Amounts payable under long-term debt agreements
2012	$	24,258
2013	$	88,969
2014	$	14,876
2015	$	65,824
2016	$	16,815
Thereafter	$	1,133,825

Future Amounts Payable Under Barge Capital Lease Agreements

The amounts payable under the capital lease agreements for each year through 2016 and thereafter are as follows.

(THOUSANDS)
Amounts payable under capital lease agreements
2012	$	1,841
2013	$	2,017
2014	$	2,221
2015	$	2,446
2016	$	2,703
Thereafter	$	6,310

XML

Disclosures about Segments

12 Months Ended

Dec. 31, 2011

Segment Reporting [Abstract]

Disclosures about Segments

Disclosures about Segments

Cleco

Cleco’s reportable segments are based on its method of internal reporting, which disaggregates business units by first-tier subsidiary. Cleco’s reportable segments are Cleco Power and Midstream. The reconciling items in the following tables consist of the holding company, a shared services subsidiary, two transmission interconnection facilities, and an investment subsidiary.

Each reportable segment engages in business activities from which it earns revenue and incurs expenses. Segment managers report periodically to Cleco’s Chief Executive Officer (the chief operating decision-maker) with discrete financial information and, at least quarterly, present discrete financial information to Cleco Corporation’s Board of Directors. Each reportable segment prepared budgets for 2011 that were presented to and approved by Cleco Corporation’s Board of Directors.

The financial results of Cleco’s segments are presented on an accrual basis. Management evaluates the performance of its segments and allocates resources to them based on segment profit and the requirements to implement new strategic initiatives and projects to meet current business objectives. Material intercompany transactions occur on a regular basis. These intercompany transactions relate primarily to joint and common administrative support services provided by Support Group. For information on these services, see Note 15 — “Affiliate Transactions.”

In accordance with authoritative guidance, Cleco was required to reconsolidate Evangeline with its consolidated financial statements and discontinue reporting its investment in Evangeline on the equity method of accounting. As a result, effective January 1, 2010, the assets and liabilities of Evangeline are no longer represented by one line item corresponding to Midstream’s equity investment in Evangeline but instead are being reported in the corresponding line items in the consolidated financial statements of Midstream. Effective January 1, 2010, Evangeline’s revenues and expenses are being reported on several line items, as compared to previously being netted and reported on one line item as equity income (loss) from investees on Midstream.

SEGMENT INFORMATION
2011 (THOUSANDS)	CLECO POWER			MIDSTREAM			RECONCILING ITEMS			ELIMINATIONS			CONSOLIDATED
Revenue
Electric operations	$	1,051,956		$	—		$	—		$	—		$	1,051,956
Tolling operations	—			19,004			—			—			19,004
Other operations	50,948			9			2,011			(6		)	52,962
Electric customer credits	(6,811		)	—			—			—			(6,811		)
Affiliate revenue	1,389			45			53,068			(54,300		)	202
Operating revenue, net	$	1,097,482		$	19,058		$	55,079		$	(54,306	)	$	1,117,313
Depreciation	$	112,846		$	5,872		$	1,072		$	—		$	119,790
Interest charges	$	97,090		$	(28,996	)	$	2,405		$	159		$	70,658
Interest income	$	630		$	25		$	77		$	159		$	891
Equity income (loss) from investees, before tax	$	—		$	62,053		$	(3	)	$	—		$	62,050
Federal and state income tax expense (benefit)	$	69,409		$	44,637		$	(11,149	)	$	—		$	102,897
Segment profit(1)	$	142,835		$	42,792		$	10,221		$	—		$	195,848
Additions to long-lived assets	$	201,980		$	8,437		$	1,278		$	—		$	211,695
Equity investment in investees	$	14,532		$	—		$	8		$	—		$	14,540
Total segment assets	$	3,726,471		$	233,666		$	201,074		$	(111,009	)	$	4,050,202
(1) Reconciliation of segment profit to consolidated profit:	Segment profit									$	195,848
	Unallocated items:
	Preferred dividends requirements									26
	Preferred stock redemption costs									112
	Net income applicable to common stock									$	195,710

2010 (THOUSANDS)	CLECO POWER			MIDSTREAM		RECONCILING ITEMS			ELIMINATIONS			CONSOLIDATED
Revenue
Electric operations	$	1,086,102		$	—	$	—		$	—		$	1,086,102
Tolling operations	—			26,067		—			—			26,067
Other operations	42,578			3		1,959			(11		)	44,529
Electric customer credits	(9,596		)	—		—			—			(9,596		)
Affiliate revenue	1,371			960		47,924			(48,691		)	1,564
Operating revenue, net	$	1,120,455		$	27,030	$	49,883		$	(48,702	)	$	1,148,666
Depreciation	$	105,586		$	5,779	$	838		$	—		$	112,203
Interest charges	$	78,731		$	7,140	$	10,551		$	(646	)	$	95,776
Interest income	$	379		$	—	$	675		$	(645	)	$	409
Equity income from investees, before tax	$	—		$	38,848	$	1		$	—		$	38,849
Gain on toll settlement	$	—		$	148,402	$	—		$	—		$	148,402
Federal and state income tax expense (benefit)	$	75,107		$	71,255	$	(3,864	)	$	—		$	142,498
Segment profit (loss)(1)	$	147,405		$	114,467	$	(6,480	)	$	(1	)	$	255,391
Additions to long-lived assets	$	449,052		$	2,113	$	2,056		$	—		$	453,221
Equity investment in investees	$	13,073		$	73,648	$	11		$	—		$	86,732
Total segment assets	$	3,795,205		$	316,165	$	401,663		$	(351,623	)	$	4,161,410
(1) Reconciliation of segment profit to consolidated profit:	Segment profit								$	255,391
	Unallocated items:
	Preferred dividends requirements								46
	Net income applicable to common stock								$	255,345

2009 (THOUSANDS)	CLECO POWER		MIDSTREAM			RECONCILING ITEMS			ELIMINATIONS			CONSOLIDATED
Revenue
Electric operations	$	808,646	$	—		$	—		$	—		$	808,646
Other operations	33,558		1			102			(10		)	33,651
Affiliate revenue	1,395		8,748			46,308			(44,990		)	11,461
Operating revenue, net	$	843,599	$	8,749		$	46,410		$	(45,000	)	$	853,758
Depreciation	$	77,064	$	177		$	963		$	—		$	78,204
Interest charges	$	58,562	$	7,408		$	(9,717	)	$	(5,198	)	$	51,055
Interest income	$	1,449	$	—		$	5,261		$	(5,198	)	$	1,512
Equity (loss) income from investees, before tax	$	—	$	(19,339	)	$	1,916		$	—		$	(17,423	)
Federal and state income tax expense (benefit)	$	15,297	$	(11,027	)	$	5,309		$	—		$	9,579
Segment profit (loss)(1)	$	111,166	$	(17,730	)	$	12,871		$	—		$	106,307
Additions to long-lived assets	$	235,385	$	55		$	980		$	—		$	236,420
Equity investment in investees	$	12,873	$	223,652		$	15,093		$	(1	)	$	251,617
Total segment assets	$	3,363,962	$	270,713		$	383,058		$	(322,886	)	$	3,694,847
(1) Reconciliation of segment profit to consolidated profit:	Segment profit								$	106,307
	Unallocated items:
	Preferred dividends requirements								46
	Net income applicable to common stock								$	106,261

Cleco Power

Cleco Power is a vertically integrated, regulated electric utility operating within Louisiana and is viewed as one unit by management. Discrete financial reports are prepared only at the company level. This approach is consistent with the standards applicable to segment reporting as defined by the authoritative guidance on segment reporting.

XML

Litigation, Other Commitments and Contingencies, and Disclosures about Guarantees Long-Term Purchase Obligations (Details) (Cleco Power [Member], Purchase of coal, petroleum coke, limestone, entergy capacity and energy delivery facilities [Member], USD $)	12 Months Ended
	Dec. 31, 2011	Dec. 31, 2010	Dec. 31, 2009
Cleco Power [Member] | Purchase of coal, petroleum coke, limestone, entergy capacity and energy delivery facilities [Member]
Payments required under long-term purchase obligations [Abstract]
2012	$ 85,057,000
2013	70,240,000
2014	47,670,000
2015	21,300,000
2016	21,639,000
Total long-term purchase obligations	245,906,000
Long-Term Purchase Obligations [Abstract]
Payments under long-term purchase obligations	$ 97,400,000	$ 56,700,000	$ 43,500,000