ENTERGY GULF STATES INC
11-K/A, 1996-06-20
ELECTRIC SERVICES
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                    SECURITIES AND EXCHANGE COMMISSION
                                     
                          Washington, D.C.  20549
                                     
                                     
                        FORM 11-K (Amendment No. 1)


(Mark One)

  [X] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE
                        ACT OF 1934 [FEE REQUIRED]
                                     
                For the Fiscal Year Ended December 31, 1995
                                     
                                    OR
                                     
     [ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES
                  EXCHANGE ACT OF 1934 [NO FEE REQUIRED]
                                     
                                     
                                     
                     Commission File Number 000-20371
                                     
                                     
                                     
                                     
                                     
                                     
        GULF STATES UTILITIES COMPANY EMPLOYEE STOCK OWNERSHIP PLAN
                         (Full title of the plan)
                                     
                                     
                                     
                                     
                                     
                                     
                            ENTERGY CORPORATION
                                639 Loyola
                       New Orleans, Louisiana  70113
            (Issuer and address of principal executive office)
                                     
                                     
<PAGE>

        Amendment No. 1 to the Gulf States Utilities Company  Employee
   Stock Ownership Plan Form 11-K for year ended December 31, 1995  is
   made  to  amend  the  Report  of  Independent  Accountants  in  its
   entirety.

<PAGE>

                     REPORT OF INDEPENDENT ACCOUNTANTS
                                     
                                     
   
   To  the  Trustee and Participants of the Savings Plan  of  the  Gulf
   State Utilities Company Employee Stock Ownership Plan:
   
   We  have audited the accompanying statements of net assets available
   for  benefits  of  Gulf  States  Utilities  Company  Employee  Stock
   Ownership Plan (the Plan) as of December 31, 1995 and 1994, and  the
   related  statements of changes in net assets available for  benefits
   for  the  years  then  ended.  These financial  statements  are  the
   responsibility of the Plan's management.  Our responsibility  is  to
   express  an  opinion  on  these financial statements  based  on  our
   audits.
   
   We  conducted  our  audits  in accordance  with  generally  accepted
   auditing  standards.   Those standards  require  that  we  plan  and
   perform  the audit to obtain reasonable assurance about whether  the
   financial  statements are free of material misstatement.   An  audit
   includes  examining,  on  a  test  basis,  evidence  supporting  the
   amounts and disclosures in the financial statements.  An audit  also
   includes  assessing the accounting principles used  and  significant
   estimates  made  by  management, as well as evaluating  the  overall
   financial  statement  presentation.   We  believe  that  our  audits
   provide a reasonable basis for our opinion.
   
   In  our  opinion, the financial statements referred to above present
   fairly,  in  all  material respects, the net  assets  available  for
   benefits  of  the  Plan as of December 31, 1995 and  1994,  and  the
   changes  in  net  assets available for benefits for the  years  then
   ended in conformity with generally accepted accounting principles.
   
   Our  audits were performed for the purpose of forming an opinion  on
   the  basic  financial statements taken as a whole.  The supplemental
   schedules  listed in the table of contents on page 2  are  presented
   for  the purpose of additional analysis and are not a required  part
   of  the basic financial statements but are supplementary information
   required  by  the  Department of Labor's Rules and  Regulations  for
   Reporting  and  Disclosure  under  the  Employee  Retirement  Income
   Security   Act  of  1974.   The  supplemental  schedules  and   Fund
   Information  have been subjected to the auditing procedures  applied
   in  the  audits  of  the  basic financial  statements  and,  in  our
   opinion,  are fairly stated in all material respects in relation  to
   the basic financial statements taken as a whole.
   
   
   
   /s/Coopers & Lybrand LLP
   
   New Orleans, Louisiana
   June 19, 1996
   
<PAGE>

                                 SIGNATURE
                                     
                                     
   The  Plan.   Pursuant  to the requirements of  the  Securities  and
   Exchange  Act  of  1934, the Employee Benefits Committee  has  duly
   caused  this  annual  report to be signed  on  its  behalf  by  the
   undersigned hereunto duly authorized.


                                   GULF STATES UTILITIES COMPANY
                                   EMPLOYEE STOCK OWNERSHIP PLAN


                                   By:/s/ William O. VanAs
                                      William O. VanAs
                                      Director of
                                      Employee Benefits



Date: June 20, 1996




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