No. 70-8511
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D. C. 20549
_________________________________
Post-Effective Amendment No. 8
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
Entergy Arkansas, Inc. Entergy Louisiana, Inc.
P.O. Box 551 639 Loyola Avenue
Little Rock, Arkansas 72203 New Orleans, Louisiana 70113
Telephone: 501-377-4000 Telephone: 504-576-4000
Entergy Mississippi, Inc. Entergy New Orleans, Inc.
P.O. Box 1640 639 Loyola Avenue
Jackson, Mississippi 39205 New Orleans, Louisiana 70113
Telephone: 601-969-2311 Telephone: 504-576-4000
(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)
_________________________________
<PAGE>
Steven C. McNeal
Vice President, Corporate Finance
Entergy Services, Inc.
639 Loyola Avenue
New Orleans, LA 70113
(504) 576-4363
(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.
Ann G. Roy, Esq.
Entergy Services, Inc.
639 Loyola Avenue
New Orleans, Louisiana
70113
(504) 576-2095
<PAGE>
The Application-Declaration is amended as follows:
Item 1. Description of Proposed Transactions
Section D. Other
The second sentence of the third paragraph is amended and
restated as follows:
" However, as of March 31, 1998, London Electricity's senior
debt ratings have not changed due to the enactment of the
windfall profits tax."
Item 2. Fees, Commissions and Expenses
Item 2, Fees, Commissions and Expenses is amended and
restated in its entirety as follows:
"The fees, commissions and expenses, other than those of the
underwriters, to be incurred in connection with the issuance and
sale of the Bonds and Debentures are not expected to exceed the
following:
Each
Initial Additional
Sale Sale
*Registration Statement $ 110,625(FN1) $ -
Application - Declaration 2,000 -
*Rating Agencies' Fees 25,000 25,000
*Trustee's Fees 7,000 5,000
*Fees of Company Counsel:
Friday, Eldredge & Clark 10,000 5,000
Wise, Carter, Child & Caraway 10,000 5,000
Thelen Reid & Priest 40,000 25,000
*Fees of Entergy Services, Inc. 35,000 25,000
*Accountants' Fees 18,000 12,000
*Printing and engraving costs 25,000 20,000
*Miscellaneous expenses (including 20,000 15,000
Blue-sky expenses)
------------- ---------
*TOTAL $ 280,125 $ 137,000
============= =========
(FN1) Based on $375 million principal amount of Bonds and
Debentures which is the amount of Bonds and Debentures
requested herein ($685 million) less the amount of Bonds
and Debentures issued to date under this file ($310 million).
The fees, commissions and expenses, other than those of the
underwriters, to be incurred in connection with the issuance and
sale of the Tax-Exempt Bonds (including the expenses related to
the issuance and pledge of the Collateral Bonds) are not expected
to exceed the following:
Each
Initial Additional
Sale Sale
*Rating Agencies' Fees 25,000 25,000
*Trustee's Fees 55,000 15,000
*Fees of Bond Counsel 80,000 80,000
*Fees of State Bond Commission 30,000 30,000
*Fees of Company Counsel:
Friday, Eldredge & Clark 10,000 5,000
Wise, Carter, Child & Caraway 10,000 5,000
Thelen Reid & Priest 40,000 25,000
*Fees of Entergy Services, Inc. 35,000 25,000
*Accountants' Fees 18,000 12,000
*Printing and engraving costs 25,000 20,000
*Miscellaneous expenses (including 20,000 15,000
Blue-sky expenses)
----------- --------
*TOTAL $ 348,000 257,000
=========== ========
_________________
* Estimated"
<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.
ENTERGY CORPORATION
SYSTEM ENERGY RESOURCES, INC.
ENTERGY ARKANSAS, INC.
ENTERGY LOUISIANA, INC.
ENTERGY MISSISSIPPI, INC.
ENTERGY NEW ORLEANS, INC.
By: /s/ Steven C. McNeal
Steven C. McNeal
Vice President and Treasurer
September 16, 1998
