To the Board of Directors and the
Shareholders of Wisconsin Energy Corporation:
We have audited,
in accordance with accounting principles generally accepted in the United
States, the consolidated financial statements of Wisconsin Energy Corporation
(the "Company") as of December 31, 1999 and 1998 and for each of the
three years in the period ended December 31, 1999 appearing in the Annual
Financial Statements and Review of Operations which follows the proxy
statement for the 2000 annual meeting of shareholders of the Company
(which statements are not presented herein); and in our report dated
January 25, 2000, we expressed an unqualified opinion on those consolidated
financial statements. In our opinion, the information set forth in the
accompanying condensed consolidated balance sheets as of December 31,
1999 and 1998 and the related condensed consolidated statements of income
and cash flows for each of the three years in the period ended December
31, 1999, when read in conjunction with the consolidated financial statements
from which it has been derived, is fairly stated in all material respects
in relation thereto.
PRICEWATERHOUSECOOPERS
LLP
Milwaukee,
Wisconsin
January 25, 2000
Some matters discussed
above are forward-looking statements subject to certain risks, uncertainties
and assumptions. Actual results may vary materially. Factors that could
cause actual results to differ materially include, but are not limited
to: business, competitive and regulatory conditions in the energy industry,
in general, and in the Company's service territory; availability of
the Company's generating facilities; changes in purchased power costs;
the economy; weather; the restructuring of the electric and gas utility
industries; and the other Cautionary Factors described in the Management's
Discussion and Analysis of Financial Condition and Results in Wisconsin
Energy's Form 10-K for the year ended December 31, 1999; and other factors
described from time to time in the Company's reports to the Securities
and Exchange Commission.