AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON JANUARY 18, 1994.
REGISTRATION NO. 2-98011
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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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Post-Effective Amendment No. 3
to
FORM S-8
Under
THE SECURITIES ACT OF 1933
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GULF STATES UTILITIES COMPANY
(Exact name of registrant as specified in charter)
TEXAS 74-0662730
(State or other jurisdiction (I.R.S. Employer
of incorporation or organization) Identification No.)
350 PINE STREET, BEAUMONT, TEXAS 77701
(409) 838-6631
(Address, including zip code, and telephone number, including area code,
of registrant's principal executive offices)
GULF STATES UTILITIES COMPANY
EMPLOYEE STOCK OWNERSHIP PLAN
(Full Title of Plan)
Gerald D. McInvale
Senior Vice President and Chief Financial Officer
Gulf States Utilities Company
P. O. Box 2951
Beaumont, Texas 77704
(409) 838-6631
(Name, address, including zip code, and telephone number,
including area code, of agent for service)
Approximate date of commencement of proposed commencement of sales pursuant
to the Plan: As soon as practicable after the effective date of the
Registration Statement.
Amending: Part 1 -- Prospectus
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Pursuant to that certain Agreement and Plan of Reorganization
dated as of June 5, 1992, as amended (the "Agreement"), between
Entergy Corporation ("Entergy") and Gulf States Utilities Company
(the "Company"), all of the outstanding shares of common stock of
the Company have been acquired on December 31, 1993, by Entergy-GSU
Holdings, Inc., a Delaware corporation the name of which has been
changed to Entergy Corporation, in exchange for cash and shares of
common stock of Entergy Corporation. As a consequence, there will
be no further issuance of the Company's common stock.
By virtue of Registration Statement No. 2-98011 for the
Company's Employee Stock Ownership Plan filed on May 24, 1985, with
the Securities and Exchange Commission on Form S-8, the Company
registered 1,500,000 shares of its common stock for issuance to
participants in the Employee Stock Ownership Plan. As of this
date, 1,271,078 of those shares remain authorized but unissued. As
a result of consummation of the reorganization pursuant to the
Agreement, the Company hereby files this Post-Effective Amendment
No. 3 and requests deregistration of the 1,271,078 shares of the
Company's common stock previously registered for the Employee Stock
Ownership Plan. Nothing contained herein will affect the
continuing registration of participations in the Plan pursuant to
the Registration Statement.
SIGNATURES
The Registrant. Pursuant to the requirements of the
Securities Act of 1933, the registrant certifies that it has
reasonable grounds to believe that it meets all of the requirements
for filing on Form S-8 and has duly caused this Registration
Statement to be signed on its behalf by the undersigned, thereunto
duly authorized, in the City of Beaumont, State of Texas, on the
18th day of January, 1994.
GULF STATES UTILITIES COMPANY
By: /S/EDWIN LUPBERGER
Edwin Lupberger,
Chairman and Chief
Executive Officer
Pursuant to the requirements of the Securities Act of 1933,
this Registration Statement has been signed below by the following
persons in their capacities and on the date indicated.
Signature Title Date
/S/EDWIN LUPBERGER
(Edwin Lupberger) Chairman and Chief
Executive Officer January 18, 1994
/S/GERALD D. MCINVALE
(Gerald D. McInvale) Senior Vice President
and Chief Financial Officer January 18, 1994
/S/LEE W. RANDALL
(Lee W. Randall) Vice President, Chief
Accounting Officer and
Assistant Secretary January 18, 1994
*Paul M. Murrill, Monroe J.
Rathbone, Jr., Bismark A.
Steinhagen, James Taussig II,
Frank W. Harrison, Jr., Robert H. Directors
Barrow, Sam F. Segnar, Eugene H.
Owen, Bookman Peters, William F.
Klausing
*By: /S/B. H. HUGHES January 7, 1994
(B. H. Hughes,
Attorney-in-Fact)
