content: SECURITIES AND EXCHANGE COMMISSION
  
                       Washington, D.C.  20549
  
                 __________________________________
  
                              FORM 8-K
                 __________________________________
  
                           CURRENT REPORT
  
  
               Pursuant to Section 13 or 15(d) of the
                   Securities Exchange Act of 1934
  
                 Date of Report:  February 22, 2000
   Date of Event (or earliest event) being reported:  February 22, 2000
  
                      IPALCO ENTERPRISES, INC.
       (Exact name of registrant as specified in its charter)
  
  
             Indiana             1-8644              35-1575582
  (State or other jurisdiction   (Commission         (IRS Employer
       of incorporation)         File Number)        Identification No.)
  
  
          One Monument Circle, Indianapolis, Indiana  46204
        (Address of principal executive offices)  (Zip Code)
  
  
     Registrant's telephone number, including area code:  (317) 261-8261
  
  Item 5.  Other Event
  
       IPALCO Enterprises, Inc. announced the sale by Mid-America
  Capital Resources, Inc. of an additional 500,000 shares of its
  investment in Internet Capital Group, Inc. as disclosed in the
  following press release:
  
  
                               IPALCO
                            ENTERPRISES
  
  
                  One Monument Circle  P.O. Box 1595
                  Indianapolis, Indiana 46206-1595
               World Wide Web:  http://www.ipalco.com
  
            N   E   W   S       R   E   L   E   A   S   E
  
  Media Contact:      Marni Lemons  (317) 261-8219
                      e-mail - mlemons@ipalco.com
  Investor Contact:   Tracy Venable  (317) 261-8259
                      e-mail - tvenable@ipalco.com
  
  
  
     - IPALCO Announces Sale of Additional ICGE Stock Holdings -
  
  
  
  Indianapolis, February 22, 2000 - IPALCO Enterprises, Inc.,
  (NYSE:IPL), the parent company of Indianapolis Power & Light
  Company and Mid-America Capital Resources, Inc., today announced
  the sale of an additional 500,000 shares of Internet Capital
  Group, Inc. (Nasdaq:ICGE), representing substantially all of Mid-
  America's remaining interest in ICGE.  The stock sold at an
  average price of $113.62 per share.  On February 3, 2000, IPALCO
  announced that Mid-America sold 500,000 shares of ICGE at an
  average price of $112.73 per share.
  
  Prior to both sales, Mid-America held 1,030,600 shares of ICGE,
  an internet holding company, at a cost of $1.2 million.
  
  "The after-tax proceeds from the sales of stock will be applied
  primarily to the reduction of IPALCO's outstanding unsecured
  debt," said John R. Hodowal, IPALCO Chairman and President.
  
  Hodowal said the ICGE transaction was one element of the overall
  investment strategy of Mid-America Capital Resources, which
  recently announced its investment of $15 million in EnerTech
  Capital Partners II L.P., a venture capital fund affiliated with
  Safeguard Scientifics, Inc.
  
  IPALCO Enterprises, Inc. is a multi-state energy company
  providing a variety of energy products and services. Its primary
  subsidiary, Indianapolis Power & Light Company, provides retail
  electric service to approximately 430,000 commercial,
  residential, and industrial customers in Indianapolis and
  portions of other Central Indiana counties.
  
  News releases and other information about IPALCO can be found on
  the World Wide Web at www.ipalco.com.
  
                              #   #   #
  
  
  
                              SIGNATURE
  
       Pursuant to the requirements of the Securities Exchange Act
  of 1934, the registrant has duly caused this report to be signed
  on its behalf by the undersigned hereunto duly authorized.
  
  
  Dated: February 22, 2000
  
                           IPALCO ENTERPRISES, INC.
  
  
  
                           By /s/ John R. Brehm
                                Name:     John R. Brehm
                                Title:    Vice President and Treasurer
metadata_documents: [{"type": "8-K", "sequence": "1", "secsgml_size_bytes": 3862}]
metadata_filer: {"company-data": {"conformed-name": "IPALCO ENTERPRISES INC", "cik": "0000728391", "assigned-sic": "4911", "irs-number": "351575582", "state-of-incorporation": "IN", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "001-08644", "film-number": "550906"}, "business-address": {"street1": "25 MONUMENT CIRCLE", "street2": "PO BOX 1595", "city": "INDIANAPOLIS", "state": "IN", "zip": "46206-1595", "phone": "3172618261"}, "mail-address": {"street1": "25 MONUMENT CIRCLE", "street2": "P.O. BOX 1595", "city": "INDIANAPOLIS", "state": "IN", "zip": "46206-1595"}}
text: SECURITIES AND EXCHANGE COMMISSION
  
                       Washington, D.C.  20549
  
                 __________________________________
  
                              FORM 8-K
                 __________________________________
  
                           CURRENT REPORT
  
               Pursuant to Section 13 or 15(d) of the
                   Securities Exchange Act of 1934
  
                 Date of Report:  February 22, 2000
   Date of Event (or earliest event) being reported:  February 22, 2000
  
                      IPALCO ENTERPRISES, INC.
       (Exact name of registrant as specified in its charter)
  
             Indiana             1-8644              35-1575582
  (State or other jurisdiction   (Commission         (IRS Employer
       of incorporation)         File Number)        Identification No.)
  
          One Monument Circle, Indianapolis, Indiana  46204
        (Address of principal executive offices)  (Zip Code)
  
     Registrant's telephone number, including area code:  (317) 261-8261
  
  Item 5.  Other Event
  
       IPALCO Enterprises, Inc. announced the sale by Mid-America
  Capital Resources, Inc. of an additional 500,000 shares of its
  investment in Internet Capital Group, Inc. as disclosed in the
  following press release:
  
                               IPALCO
                            ENTERPRISES
  
                  One Monument Circle  P.O. Box 1595
                  Indianapolis, Indiana 46206-1595
               World Wide Web:  http://www.ipalco.com
  
            N   E   W   S       R   E   L   E   A   S   E
  
  Media Contact:      Marni Lemons  (317) 261-8219
                      e-mail - mlemons@ipalco.com
  Investor Contact:   Tracy Venable  (317) 261-8259
                      e-mail - tvenable@ipalco.com
  
     - IPALCO Announces Sale of Additional ICGE Stock Holdings -
  
  Indianapolis, February 22, 2000 - IPALCO Enterprises, Inc.,
  (NYSE:IPL), the parent company of Indianapolis Power & Light
  Company and Mid-America Capital Resources, Inc., today announced
  the sale of an additional 500,000 shares of Internet Capital
  Group, Inc. (Nasdaq:ICGE), representing substantially all of Mid-
  America's remaining interest in ICGE.  The stock sold at an
  average price of $113.62 per share.  On February 3, 2000, IPALCO
  announced that Mid-America sold 500,000 shares of ICGE at an
  average price of $112.73 per share.
  
  Prior to both sales, Mid-America held 1,030,600 shares of ICGE,
  an internet holding company, at a cost of $1.2 million.
  
  "The after-tax proceeds from the sales of stock will be applied
  primarily to the reduction of IPALCO's outstanding unsecured
  debt," said John R. Hodowal, IPALCO Chairman and President.
  
  Hodowal said the ICGE transaction was one element of the overall
  investment strategy of Mid-America Capital Resources, which
  recently announced its investment of $15 million in EnerTech
  Capital Partners II L.P., a venture capital fund affiliated with
  Safeguard Scientifics, Inc.
  
  IPALCO Enterprises, Inc. is a multi-state energy company
  providing a variety of energy products and services. Its primary
  subsidiary, Indianapolis Power & Light Company, provides retail
  electric service to approximately 430,000 commercial,
  residential, and industrial customers in Indianapolis and
  portions of other Central Indiana counties.
  
  News releases and other information about IPALCO can be found on
  the World Wide Web at www.ipalco.com.
  
                              #   #   #
  
                              SIGNATURE
  
       Pursuant to the requirements of the Securities Exchange Act
  of 1934, the registrant has duly caused this report to be signed
  on its behalf by the undersigned hereunto duly authorized.
  
  Dated: February 22, 2000
  
                           IPALCO ENTERPRISES, INC.
  
                           By /s/ John R. Brehm
                                Name:     John R. Brehm
                                Title:    Vice President and Treasurer