GULF STATES UTILITIES CO
8-K, 1994-10-28
ELECTRIC SERVICES
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          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 (Date earliest event reported) October 21, 1994


                 GULF STATES UTILITIES COMPANY
      (Exact name of registrant as specified in charter)


                            TEXAS
         (State or other jurisdiction of incorporation)


     1-2703                                74-0662730
(Commission file number)        (IRS Employer Identification No.)


 350 Pine Street. Beaumont, Texas              77701
(Address of principal executive offices)     (Zip Code)


  Registrant's telephone number, including area code (409) 838-6631
                         
                         
<PAGE>                         
                         INDEX

Item 1.   Changes in Control of Registrant - (none)


Item 2.   Acquisition or Disposition of Assets - (none)


Item 3.   Bankruptcy or Receivership - (none)


Item 4.   Changes in Registrant's Certifying Accountant - (none)


Item 5.   Other Materially Important Events - p. 1


Item 6.   Resignations of Registrant's Directors - (none)


Item 7.   Financial Statements and Exhibits - (none)



<PAGE>

Form 8-K            Gulf States Utilities Company         Page 1
October 28, 1994


Item 5.   Other Materially Important Events

          As previously reported, Cajun Electric Power
Cooperative ("Cajun"), which owns a 30% undivided
interest in the River Bend Steam Electric Generating
Station (nuclear) ("River Bend"), since 1992 , has not
paid its full share of operating and maintenance
expenses and other costs for repairs and improvements
to that power station.  In addition, certain costs and
expenses paid by Cajun were paid under protest.  These
actions were taken by Cajun based on its contention,
with which GSU disagrees, that River Bend's operating
and maintenance expenses were excessive.

          In a letter dated October 21, 1994, and at a
subsequent meeting, Cajun representatives advised
Entergy Corporation ("Entergy") and Gulf States
Utilities Company ("GSU") that on October 25, 1994,
Cajun would exhaust its 1994 budget for operating and
maintenance expenses for River Bend, and that it would
not make any further payments to GSU in 1994 for River
Bend operating, maintenance or capital costs.  Cajun
also advised that it does not expect the Rural
Electrification Administration (which provided funding
to Cajun for its investment in River Bend) to permit it
to budget funds in 1995 to pay its share of operating
and maintenance expenses or capital costs for River
Bend.  However, Cajun stated that it will continue to
fund its share of the nuclear decommissioning trust
payments for River Bend, as well as insurance and
safety-related expenses.  GSU estimates that the unpaid
portion of Cajun's River Bend operating, maintenance
and capital costs for the remainder of 1994 will
aggregate approximately $10 million.  Cajun's share of
River Bend annual operating (including nuclear fuel)
and maintenance expenses and capital costs was
approximately $69 million in 1993.

          GSU is evaluating its options in light of
Cajun's most recent actions, and will take appropriate
steps to enforce Cajun's obligations for the payment of
its share of River Bend costs and to recover from Cajun
the additional costs borne by GSU for Cajun's share of
the facility.  However, Cajun's weak financial
condition may affect the ultimate collectability of
amounts owed to GSU, including any amounts that may be
awarded in litigation.

          During the period in which Cajun is not
paying its share of River Bend costs, GSU intends to
fund all costs necessary for the safe, continuing
operation of the unit, and will seek to market Cajun's
30% share of the power output from River Bend and apply
any proceeds towards amounts due to GSU from Cajun.
The responsibilities of Entergy Operations, Inc., as
the licensed operator of River Bend, for safely
operating and maintaining the unit are not affected by
Cajun's actions.


<PAGE>

Form 8-K            Gulf States Utilities Company       Page 2
October 28, 1994


                            SIGNATURE



          Pursuant to the requirements of the
Securities Exchange Act 1934, the registrant has duly
caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.

                             GULF STATES UTILITIES COMPANY
                             
                             
                             By:        /s/ Lee W. Randall
                                          Lee W. Randall
                               Vice President, Chief Accounting Officer
                                      and Assistant Secretary
                                                
                                                
Dated:  October 28, 1994                        







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