UNITED STATES

                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                   FORM 12b-25
                           NOTIFICATION OF LATE FILING

                            SEC FILE NUMBER:  1-9894
                           CUSIP Number:  929305 10 0

                                  (Check One):
       [ X ] Form 10-K and Form 10-KSB     [ ] Form 20-F     [ ] Form 11-K
                [ ] Form 10-Q and Form 10-QSB     [ ] Form N-SAR

   For Period Ended: December 31, 1997
        [ ]  Transition Report on Form 10-K
        [ ]  Transition Report on Form 20-F
        [ ]  Transition Report on Form 11-K
        [ ]  Transition Report on Form 10-Q
        [ ]  Transition Report on Form N-SAR
             For the Transition Period Ended:   ________________________


        Read Attached Instruction Sheet Before Preparing Form.  Please Print
   or Type.

        Nothing in this form shall be construed to imply that the Commission
   has verified any information contained herein.
                       ___________________________________

        If the notification relates to a portion of the filing checked above,
   identify the Item(s) to which the notification relates:
   __________________________________________
        __________________________________________________________________

   Part I -- Registrant Information
        __________________________________________________________________

   Full Name of Registrant:      WPL HOLDINGS, INC.
   Former Name if Applicable:
   Address of Principal Executive
      Office (Street and Number):
                                 222 West Washington Avenue
   City, State and Zip Code:     Madison, Wisconsin 53703

   
        __________________________________________________________________

   Part II -- Rules 12b-25(b) and (c)
        __________________________________________________________________

        If the subject report could not be filed without unreasonable effort
   or expense and the registrant seeks relief pursuant to Rule 12b-25(b), the
   following should be completed. (Check box if appropriate)

        [X]  (a)  The reasons described in reasonable detail in Part III of
   this form could not be eliminated without unreasonable effort or expense.

        [X]  (b)  The subject annual report, semi-annual report, transition
   report on Form 10-K, Form 20-F, 11-K or Form N-SAR, or portion thereof
   will be filed on or before the fifteenth calendar day following the
   prescribed due date; or the subject quarterly report or Form 10-Q, or
   portion thereof will be filed on or before the fifth calendar day
   following the prescribed due date; and

        [  ] (c)  The accountant's statement or other exhibit required by
   Rule 12b-25(c) has been attached if applicable.
        __________________________________________________________________

   Part III -- Narrative
        __________________________________________________________________

        State below in reasonable detail the reasons why Form 10-K and
   Form 10-KSB, 20-F, 11-K, 10-Q and 10-QSB, N-SAR, or the transition report
   or potion thereof could not be filed within the prescribed period.

                  WPL Holdings, Inc. (the "Registrant"), Interstate Power
        Company ("IPC"), IES Industries Inc. ("IES") and certain related
        entities have entered into an Agreement and Plan of Merger, dated as
        of November 10, 1995, as amended, providing for the combination of
        all three companies (the "Merger").  Consummation of the Merger is
        conditioned upon the receipt of regulatory approvals from various
        federal and state agencies (including the Securities and Exchange
        Commission (the "SEC") under the Public Utility Holding Company Act
        of 1935, as amended ("PUHCA"), the Federal Energy Regulatory
        Commission ("FERC"), the Nuclear Regulatory Commission, the Justice
        Department and the Federal Trade Commission, the Iowa Utilities
        Board, the Wisconsin Public Service Commission, the Minnesota Public
        Utilities Commission and the Illinois Commerce Commission).  Other
        than the approval of the SEC under PUHCA, the last remaining
        regulatory approval necessary to consummate the Merger (i.e.,
        approval of the FERC) was obtained on November 12, 1997.  No other
        condition precedent to consummation of the Merger remains outstanding
        and the companies are ready to close the Merger once SEC approval is
        obtained.

                  In preparing its schedule for 1997 year-end matters, the
        Registrant considered whether its Form 10-K for the year ended
        December 31, 1997 would be a report regarding the Registrant as an
        individual company or a report encompassing the three combined
        companies (the Registrant will be the surviving holding company in
        the Merger).  The Registrant considered this issue in light of the
        fact that, immediately upon consummation of the Merger, Form 15s will
        be filed deregistering the common stock  of both IES and IPC and
        suspending their obligations to make periodic filings under the
        Securities Exchange Act of 1934.  Based on recent transactions in the
        utility industry, the Registrant made a preliminary conclusion in
        December 1997 that given the timing of the FERC approval of the
        Merger, it was reasonable to conclude that approval of the SEC under
        PUHCA would be obtained well in advance of the March 31, 1998 due
        date for the Form 10-K.  Given this timeframe, the Registrant
        determined not to devote resources to preparing its individual
        company-specific Form 10-K, but instead directed that these resources
        be used to assist in the preparation of (a) the combined companies
        Form 10-K that would be filed by the Registrant, as the surviving
        holding company in the Merger, and (b) the audited restated combined
        financial statements of the merger partners which are expected to be
        filed with the SEC as soon as practicable following the Merger.

             Thereafter, the Registrant continued to monitor the regulatory
        process to ensure that its conclusions regarding the timing of the
        Merger were appropriate.  Based on an ongoing dialogue with the SEC
        Staff, the Registrant continued to believe that the Merger would
        easily be consummated by March 31, 1998 and that its focus on
        preparing (in addition to the restated combined financials of the
        merger partners) a Form 10-K and annual report to shareowners that
        include information about the combined companies as opposed to
        preparing a Registrant-specific Form 10-K was appropriate.

             It was not until nearly the second week in March that the
        Registrant began receiving word that the SEC approval might be
        subject to delay and that therefore the Merger may not be consummated
        prior to the due date for the Form 10-K.  The Registrant immediately
        reassessed the situation and began work toward completion of its own,
        Registrant-specific Form 10-K.  Although the Registrant devoted all
        available resources toward completion of the Registrant-specific Form
        10-K, such filing, under the circumstances, could not be completed by
        its initial due date without unreasonable effort or expense.
        __________________________________________________________________

   Part IV -- Other Information
        __________________________________________________________________

        (1)  Name and telephone number of person to contact in regard to this
   notification:

         Edward M. Gleason           (608) 252-3107
            (Name)           (Area Code) (Telephone Number)

        (2)   Have all other periodic reports required under section 13 or
   15(d) of the Securities Exchange Act of 1934 or section 30 of the
   Investment Company Act of 1940 during the preceding 12 months or for such
   shorter period that the registrant was required to file such report(s)
   been filed?  If the answer is no, identify report(s).

                                                              [X] Yes  [ ] No

        (3)  Is it anticipated that any significant change in results of
   operations from the corresponding period for the last fiscal year will be
   reflected by the earnings statements to be included in the subject report
   or portion thereof?

                                                              [ ] Yes  [X] No

        If so: attach an explanation of the anticipated change, both
   narratively and quantitatively, and, if appropriate, state the reasons why
   a reasonable estimate of the results cannot be made.
                      ____________________________________

                               WPL HOLDINGS, INC.
                  (Name of Registrant as specified in charter)

   has caused this notification to be signed on its behalf by the undersigned
   thereunto duly authorized.



   Date:     April 1, 1998            By:  /s/ Edward M. Gleason
                                           Edward M. Gleason
                                           Vice President, Treasurer 
                                           and Corporate Secretary