SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 11-K
(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>
Table of Contents
Page
Number
Herein
(a)Financial Statements and Supplemental Schedules:
Report of Independent Accountants 3
Statement of Net Assets Available for Benefits
as of December 31, 1995 and 1994 4
Statement of Changes in Net Assets Available for
Benefits for the years ended December 31, 1995,
and 1994 5
Notes to Financial Statements 6
(b)Supplemental Schedules
Item 27a - Schedule of Assets Held for Investment
Purposes - December 31, 1995 10
Item 27d - Schedule of Reportable Transactions -
December 31, 1995 11
Signature 12
(c)Exhibit:
Consent of Coopers & Lybrand L.L.P. 13
<PAGE>
REPORT OF INDEPENDENT ACCOUNTANTS
To the Trustee and Participants of the Savings Plan of
Entergy Corporation and Subsidiaries:
We have audited the accompanying statements of net assets
available for benefits of the Savings Plan of Entergy Corporation
and Subsidiaries (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 Fund
Information in the statement of net assets available for benefits
and statement of changes in net assets available for benefits is
presented for purposes of additional analysis rather than to
present the net assets available for plan benefits and changes in
net assets available for benefits of each fund. 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.
New Orleans, Louisiana
June 19, 1996
<PAGE>
GULF STATES UTILITIES COMPANY
EMPLOYEE STOCK OWNERSHIP PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS
as of December 31
1995 1994
Cash $3 $127,941
Investment in Entergy Corporation common stock,
at fair value, 238,139 and 281,694 shares,
in 1995 and 1994 respectively (cost of $5,531,001
and $6,530,056, in 1995 and 1994 respectively) 6,965,566 6,162,056
---------- ----------
Net Assets Available for Benefits $6,965,569 $6,289,997
========== ==========
See Notes to Financial Statements.
<PAGE>
<TABLE>
<CAPTION>
GULF STATES UTILITIES COMPANY
EMPLOYEE STOCK OWNERSHIP PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
for the years ended December 31
1995 1994
<S> <C> <C>
Earnings on Investments:
Dividend Income $474,921 $554,350
Interest Income 1,814 1,756
---------- ----------
476,735 556,106
---------- ----------
Net realized and unrealized Appreciation (Depreciation)
in Market Value of Investments 1,793,621 (4,500,095)
---------- ----------
Distributions:
Cash (18,359) (23,280)
Securities withdrawn in kind (1,576,425) (1,262,593)
---------- ----------
(1,594,784) (1,285,873)
---------- ----------
Increase/(decrease) in Net Assets Available for Benefits 675,572 (5,229,862)
Net Assets Available for Benefits, Beginning of Year 6,289,997 11,519,859
---------- ----------
Net Assets Available for Benefits, End of Year $6,965,569 $6,289,997
========== ==========
See Notes to Financial Statements.
</TABLE>
<PAGE>
1. Summary of Significant Accounting Policies
Basis of presentation: The accompanying financial statements have
been prepared on the accrual basis and present the net assets
available for benefits and the changes in net assets available for
benefits for Gulf States Utilities Company (GSU) Employee Stock
Ownership Plan (Plan).
Benefits payable for terminations and withdrawals are included in
net assets available for benefits and are charged against net
assets when paid. This accounting method differs from that
required in the Department of Labor Form 5500 which requires
benefits payable to be accrued and charged against net assets in
the period the liability arises. Net assets available for benefits
as of December 31, 1995 and 1994 and the net increase in net assets
available for benefits for each of the years in the two-year period
ended December 31, 1995 differ from that to be reported in the Form
5500 as follows:
Net Assets Available
for Benefits
---------------------------
1995 1994
---------- ----------
As reported herein $6,965,569 $6,289,997
Accrued benefits payable (271,188) (159,918)
---------- ----------
To be reported in Form 5500 $6,694,381 $6,130,079
========== ==========
Net Increase(Decrease) in
Net Assets Available for Benefits
---------------------------------
1995 1994
-------- -----------
As reported herein $675,572 $(5,229,862)
Accrued benefits payable (111,270) (159,918)
-------- -----------
To be reported in Form 5500 $564,302 $(5,389,780)
======== ===========
Investments: Investments in common stock are stated at their fair
value as determined by quoted market prices on the valuation date,
in compliance with the Department of Labor Rules and Regulations
for Reporting and Disclosure under the Employee Retirement Income
Security Act of 1974 (ERISA), as amended. Any brokerage
commissions, transfer taxes, fees and other similar expenses
arising in connection with stock purchases are charged to the
accounts of the affected participants. Dividend income is accrued
on the ex-dividend date and subsequently reinvested to purchase
additional common stock for the participants' accounts. Cash
equivalents are valued at cost, which approximates fair value.
Purchases and sales of securities are accounted for on the trade
date.
Expenses: All administrative expenses incurred by the Plan are
borne by the Company. However, the Company reserves the right to
have future administrative expenses paid from certain Plan assets
in accordance with the terms of the Plan and applicable law.
Tax status: The Internal Revenue Service has issued a favorable
determination letter on August 7, 1986 stating that the Plan
qualifies under the provisions of Section 401(a) of the Internal
Revenue Code (Code) and is exempt from federal income taxes under
Section 501(a) of the Code. In March 1995, GSU submitted an
application for favorable determination pursuant to the Tax Reform
Act of 1986 (TRA `86) for the Plan which was amended and restated.
It is expected that the Plan, as amended, will comply with the
provisions of TRA `86, and will continue to meet the requirements
of the Code. Accordingly, no provisions for federal income taxes
have been made in the accompanying financial statements.
Use of Estimates in the Preparation of Financial Statements: The
preparation of the Plan financial statements, in conformity with
generally accepted accounting principles, requires management to
make estimates and assumptions that affect reported amounts on the
Statement of Net Assets Available for Benefits as of December 31,
1995 and 1994, and the reported amounts on the Statement of Changes
in Net Assets Available for Benefits during fiscal years 1995 and
1994. Adjustments to the reported amounts may be necessary in the
future to the extent that future estimates or actual results are
different from the estimates used in 1995 Plan financial statements.
2. Summary of Plan Provisions
The following description of the Plan is provided for general
information purposes only. Plan participants should refer to the
Summary Plan Description and/or Plan document for a more complete
description of the Plan's provisions.
General: The Plan is a defined contribution plan sponsored by GSU
and is subject to the provisions of ERISA. The ERISA provisions
set forth certain requirements for participation, vesting of
benefits, fiduciary conduct for administering and handling Plan
assets, and for disclosure of Plan information. At December 31,
1994, all assets of the Plan were held by Texas Commerce Bank
Beaumont, N.A., as Trustee for the Plan. Effective January 1,
1995, First National Bank of Commerce (FNBC) became the Trustee for
the Plan. Plan assets were transferred to FNBC in early January
1995.
Eligibility: The Plan is available to all GSU employees, pre-
merger GSU employees and post-merger employees of Entergy
Operations, Inc. whose primary work location is River Bend nuclear
plant. Employees become eligible to participate under the Plan on
the first of the year in which the employee completes one year of
service and worked a minimum of 1,000 hours.
Contributions: All contributions to the Plan are invested in
shares of Entergy common stock. The Company's "Basic Contribution"
to the Plan for each Plan year is an amount equivalent to the
additional 1% investment tax credit claimed by the Company on its
federal income tax return. The Company's Basic Contribution is
allocated to eligible participants' accounts in the form of cash
and/or common stock, based on a proportion of the participant's
eligible compensation during the Plan year as compared to the
eligible compensation of all eligible participants (up to $100,000
per participant). No contributions of any type are required of a
participant in order for the participant to receive his or her
proportionate share of the Company's Basic Contribution.
The Company may also elect to contribute to the Plan for each Plan
year an amount equivalent to an additional 1/2% investment tax
credit, to the extent that the Company's contribution is matched by
participants' contributions. For purposes of the Plan, the
Company's contribution is the "Matching Contribution" and the
participants' contributions are the "Voluntary Contributions." The
Voluntary Contributions are also invested in common stock and
credited to the participants' accounts along with common stock
attributable to the Matching Contribution. The Plan allows
employees to make Voluntary Contributions to the Plan for those
Plan years in which the Company elects to make a Matching
Contribution. In the event the Company does not elect to make a
Matching Contribution, no Voluntary Contributions will be permitted
for that Plan year.
For the Plan year ended December 31, 1995, the number of employees
who participated in the Plan was approximately 718.
As required by the Economic Recovery Tax Act of 1981 ("ERTA"), the
1% and the additional 1/2% investment tax credits, which formed the
basis of the Plan, are not available to the Company for qualified
investments made after December 31, 1982. At December 31, 1995,
the Company had unused 1% and 1/2% additional investment tax
credits which were generated prior to December 31, 1982, of
approximately $12.8 million and $6.4 million, respectively. Under
the provisions of ERTA, the Company will be allowed to carryforward
such credits until such time as they are fully utilized to reduce
the Company's tax liability, but only through 1998. Of these
amounts, $4.1 million and $2.7 million, respectively, represent a
reversal of tax credits which were utilized by the Company and
served as the basis for its contributions to the Plan for 1982.
Such reversal was necessitated by the carryback of a net operating
loss generated for tax purposes during 1985 by the Company. The
Company's contributions for 1982 have been, and will remain,
allocated to the participants' accounts under the Plan.
Accordingly, no additional contributions will be made by the
Company to the Plan until the Company is able to re-utilize the
reversed tax credits.
The Internal Revenue Code of 1986, as amended (the "Code"), limits
the total amount of all contributions which highly compensated
employees may make to the Plan as a percentage of all contributions
made by all other employees. Additionally, the Code also limits
the total amount of all contributions which can be made for an
employee who is a participant in any other tax-qualified, Entergy
System-sponsored retirement plan.
Vesting: Amounts contributed by participants and the Company are
fully vested at time of deposit.
Plan Termination: Although it has not expressed any intent to do
so, the Company has the right under the Plan to discontinue its
contributions at any time and to terminate the Plan subject to the
provisions of ERISA. In the event of Plan termination,
participants will receive the total share balance of their
accounts.
In-Service Withdrawals: While employed, participants may, with
certain restrictions, withdraw a portion of his or her account
after the participant completes an 84-month holding period or after
the participant reaches age 55 and completes 10 years of Plan
participation. The amount of in-service withdrawal is limited by
provisions of the Internal Revenue Code applicable to the Plan and
may be subject to an additional 10 percent penalty unless the
participant is age 59-1/2 or older. Withdrawals from the Plan are
in the form of stock certificates, plus cash for the value of any
fractional share.
Distributions Upon Separation from Service: Upon leaving the
Company, participants become eligible to receive a single-sum
distribution of the entire share balance of their Plan account,
with certain additional provisions regarding distribution deferral
of account balances in excess of $3,500 and mandatory distribution
upon attaining age 70-1/2. Generally, there are tax consequences
associated with receiving a distribution from the Plan, unless the
taxable portion is rolled over to an individual retirement account
or tax qualified. Additionally, a 10 percent penalty tax for early
withdrawal applies, unless the distribution is received after age
59-1/2 or the participant satisfies one of the legal exemptions to
such tax. Distributions from the plan are in the form of stock
certificates, plus cash for the value of any fractional share.
<PAGE>
GULF STATES UTILITIES COMPANY
EMPLOYEE STOCK OWNERSHIP PLAN
ITEM 27 (a) - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
as of December 31, 1995
Current
Description of Investment Shares Cost Value
- --------------------------------- --------- ---------- ----------
Cash - $3 $3
Entergy Corporation, common stock,
$.01 par value 238,139 5,531,001 6,965,566
------- ---------- ----------
Total investments 238,139 $5,531,004 $6,965,569
======= ========== ==========
<PAGE>
GULF STATES UTILITIES COMPANY
EMPLOYEE STOCK OWNERSHIP PLAN
ITEM 27 (d) - SCHEDULE OF REPORTABLE TRANSACTIONS
for the year ended December 31, 1995
Purchase or
Description Selling Cost Gain/
Price Loss
- ------------------------------------ ------------ --------- ---------
Aggregate of transactions with
First National Bank of Commerce -
New Orleans, N.A., Trustee:
Sale of 149 shares of Entergy
Corporation common stock 4,117 3,494 623
Purchase of 24,575 shares of
Entergy Corporation common stock 580,865 580,865 -
Distribution of 67,981 shares of
Entergy Corporation common stock
to 122 participants - 1,576,425 -
<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 19, 1996
<PAGE>
CONSENT OF INDEPENDENT ACCOUNTANTS
We consent to the incorporation by reference in the registration
statement of Gulf States Utilities Company on Form S-8 (File No.
2-98011) of our report dated June 19, 1996, on our audits of the
financial statements and supplemental schedules of Gulf States
Utilities Company Employee Stock Ownership Plan as of December
31, 1995 and 1994 and for the two years ended December 31, 1995
which report is included in this Annual Report on Form 11-K.
New Orleans, Louisiana
June 19, 1996
