File No. 70-8511
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D. C. 20549
_________________________________
Amendment No. 7
to the
Form U-1/A
__________________________________
APPLICATION - DECLARATION
Under
THE PUBLIC UTILITY HOLDING COMPANY ACT OF 1935
_________________________________
System Energy Resources, Inc. Entergy Corporation
1340 Echelon Parkway P.O. Box 61005
Jackson, Mississippi 39213 New Orleans, Louisiana 70161
Telephone: 601-368-5000 Telephone: 504-529-5262
Arkansas Power & Light Company Louisiana Power & Light Company
P.O. Box 551 639 Loyola Avenue
Little Rock, Arkansas 72203 New Orleans, Louisiana 70113
Telephone: 501-377-4000 Telephone: 504-569-4000
Mississippi Power & Light New Orleans Public Service Inc.
Company 639 Loyola Avenue
P.O. Box 1640 New Orleans, Louisiana 70113
Jackson, Mississippi 39205 Telephone: 504-569-4000
Telephone: 601-969-2311
(Names of companies filing this statement and addresses
of principal executive offices)
__________________________________
ENTERGY CORPORATION
(Name of top registered holding company
parent of each applicant or declarant)
_________________________________
Gerald D. McInvale
Senior Vice President and Chief Financial Officer
System Entergy Resources, Inc.
1340 Echelon Parkway
Jackson, Mississippi 39213
(Name and address of agent for service)
_____________________________________
The Commission is also requested to send copies
of communications in connection with this matter to:
Laurence M. Hamric, Esq. Robert B. McGehee, Esq.
Denise C. Redmann, Esq. Wise Carter Child & Caraway
Entergy Services, Inc. 600 Heritage Building
639 Loyola Avenue P.O. Box 651
New Orleans, Louisiana 70113 Congress at Capitol
(504) 576-2095 Jackson, Mississippi 39205
(601) 968-5500
Thomas J. Igoe, Jr., Esq. David P. Falck, Esq.
Reid & Priest Winthrop, Stimson, Putnam & Roberts
40 West 57th Street One Battery Park Plaza
New York, New York 10019 New York, New York 10004
(212) 603-2110 (212) 858-1438
Steven C. McNeal
Director - Corporate Finance
and Risk Management
Entergy Services, Inc.
639 Loyola Avenue
New Orleans, LA 70113
(504) 569-4363
<PAGE>
Item 1. Description of Proposed Transactions.
Section D. Other
Item 1, Section D is hereby amended by the deletion of the
first sentence of the second full paragraph of Section D, and the
substitution of the following sentences:
The proposed transactions are also subject to Rule
54. Under Rule 54, in determining whether to approve the
issue or sale of a security by a registered holding
company for purposes other than the acquisition of an EWG
or FUCO, or other transactions by such registered holding
company or its subsidiaries other than with respect to
EWG's or FUCO's, the Commission shall not consider the
effect of the capitalization or earnings of any
subsidiary which is an EWG or a FUCO upon the registered
holding company system if Rules 53(a), (b) and (c) are
satisfied. In that regard, assuming consummation of the
transactions proposed in this application, all of the
conditions set forth in Rule 53(a) are and will be
satisfied and none of the conditions set forth in Rule
53(b) exists or, as a result thereof, will exist.
Item 5. Procedure.
The last paragraph of Item 5 is hereby amended in its entirety
and restated to read as follows:
The Company requests that the Commission's order
authorizing the above transactions contain
reservations of jurisdiction over (i) the execution
of and performance under any Reimbursement Agreement
underlying any letter of credit issued as security
for the Company's obligations in connection with the
issuance and sale of Tax-Exempt Bonds and (ii) the
proposed issuance and sale of Debentures, in each
case pending completion of the record with respect
thereto.
<PAGE>
SIGNATURES
Pursuant to the requirements of the Public Utility Holding Company
Act of 1935, the undersigned companies have duly caused this
amendment to be signed on their behalf by the undersigned thereunto
duly authorized.
SYSTEM ENERGY RESOURCES, INC.
ENTERGY CORPORATION
By: /s/ Lee W. Randall
Lee W. Randall
Vice President and Chief Accounting Officer
ARKANSAS POWER & LIGHT COMPANY
LOUISIANA POWER & LIGHT COMPANY
MISSISSIPPI POWER & LIGHT COMPANY
NEW ORLEANS PUBLIC SERVICE INC.
By: /s/ Lee W. Randall
Lee W. Randall
Vice President, Chief Accounting Officer
and Assistant Secretary
Dated: May 8, 1995
