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, 1996
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 EMPLOYEES' THRIFT PLAN
(Full title of the plan)
ENTERGY CORPORATION
639 Loyola
New Orleans, Louisiana 70113
(Issuer and address of principal executive office)
<PAGE>
GULF STATES UTILITIES COMPANY
EMPLOYEES' THRIFT PLAN
Table of Contents
Page
Number
Herein
(a)Financial Statements:
Report of Independent Accountants 3
Statement of Net Assets Available for Benefits
with Fund Information as of December 31, 1996 4
Statement of Net Assets Available for Benefits
with Fund Information as of December 31, 1995 5
Statement of Changes in Net Assets Available for
Benefits with Fund Information- For the Year Ended
December 31, 1996 6
Notes to Financial Statements 7
(b)Supplemental Schedules:
Item 27a - Schedule of Assets Held for Investment
Purposes - as of December 31, 1996 13
Item 27d - Schedule of Reportable Transactions -For the
Year Ended December 31, 1996 14
Signature 15
(c)Exhibit:
Consent of Coopers & Lybrand L.L.P. 16
<PAGE>
REPORT OF INDEPENDENT ACCOUNTANTS
To the Trustee and Participants of the
Gulf States Utilities Company Employees' Thrift Plan:
We have audited the accompanying statements of net assets
available for benefits of Gulf States Utilities Company
Employees' Thrift Plan (the Plan) as of December 31, 1996 and
1995, and the related statement of changes in net assets
available for benefits for the year ended December 31, 1996.
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, 1996 and
1995, and the changes in net assets available for benefits for
the year ended December 31, 1996 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 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.
COOPERS & LYBRAND L.L.P.
New Orleans, Louisiana
June 20, 1997
<PAGE>
<TABLE>
<CAPTION>
GULF STATES UTILITIES COMPANY
EMPLOYEES' THRIFT PLAN
STATEMENT OF NET ASSETS AVAILABLE BENEFITS WITH FUND INFORMATION
As of December 31, 1996
Fund Information
Entergy Investment
Corporation Acorn Guardian Puritan Savings Contract Participant
Total Stock Fund Fund Fund Fund Fund Fund Loans
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Assets:
Investments:
Cash and temporary cash
investments $1,610,704 $ 11,679 $ 74,708 - $ 17,324 $1,442,026 $ 11,126 $ 53,841
Equity securities:
Entergy Corporation common
stock, 36,648 shares 1,012,401 1,012,401 - - - -
Mutual funds 2,908,372 2,159,459 $417,529 331,384 - - -
Fixed income securities:
U. S. Treasury and govern-
ment agency securities 200,500 - 200,500 - -
Guaranteed investment contracts 352,679 - - 352,679 -
American Express Trust Fund 756,917 - - 756,917 -
Loans to Participant 473,355 - - - 473,355
----------------------------------------------------------------------------------------------
Total investments 7,314,928 1,024,080 2,234,167 417,529 348,708 1,642,526 1,120,722 527,196
Contributions receivable 70,582 36,112 8,786 6,634 8,502 10,548 -
Other receivables 281,378 11,458 223,319 24,831 8,095 11,620 2,055 -
----------------------------------------------------------------------------------------------
Total assets 7,666,888 1,035,538 2,493,598 451,146 363,437 1,662,648 1,133,325 527,196
Liabilities:
Other liabilities 849,130 21,727 18,525 - 803,598 5,280 -
----------------------------------------------------------------------------------------------
Net Assets Available for
Benefits $6,817,758 $1,013,811 $2,493,598 $432,621 $363,437 $ 859,050 $1,128,045 $527,196
==============================================================================================
See Notes to Financial Statements.
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
GULF STATES UTILITIES COMPANY
EMPLOYEES' THRIFT PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS WITH FUND INFORMATION
As of December 31, 1995
Fund Information
Entergy Investment
Corporation Acorn Guardian Puritan Savings Contract Participant
Total Stock Fund Fund Fund Fund Fund Fund Loans
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Assets:
Investments:
Cash and temporary cash
investments $757,049 $ 16,352 $36,760 $7,181 $11,713 $589,706 $95,300 $37
Equity securities:
Entergy Corporation common
stock, 32,587 shares 953,170 953,170 - - - - - -
Mutual funds 1,805,835 - 1,441,281 210,303 154,251 - - -
Fixed income securities:
U. S. Treasury & government
agency securities 348,250 - - - - 348,250 - -
Guaranteed investment
contracts 596,682 - - - - - 596,682 -
American Express Trust Fund 407,955 - - - - - 407,955 -
Loans to Participant 9,907,170 - - - - - - 9,907,170
---------------------------------------------------------------------------------------------
Total investments 14,776,111 969,522 1,478,041 217,484 165,964 937,956 1,099,937 9,907,207
Contributions receivable 111,718 15,265 43,936 8,730 5,025 16,849 21,913 -
Other receivables 24,880 3,042 4,953 1,756 337 11,181 3,611 -
---------------------------------------------------------------------------------------------
Total assets 14,912,709 987,829 1,526,930 227,970 171,326 965,986 1,125,461 9,907,207
Liabilities:
Other liabilities 16,300 7,091 8,039 - - - 1,170 -
---------------------------------------------------------------------------------------------
Net Assets Available for Benefits $14,896,409 $980,738 $1,518,891 $227,970 $171,326 $965,986 $1,124,291 $9,907,207
==============================================================================================
See Notes to Financial Statements
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
GULF STATES UTILITIES COMPANY
EMPLOYEES' THRIFT PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS WITH FUND INFORMATION
For the Year Ended December 31, 1996
Fund Information
Entergy Investment
Corporation Acorn Guardian Puritan Savings Contract Participant
Total Stock Fund Fund Fund Fund Fund Fund Loans
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Net Assets Available for Benefits
Beginning of Year $ 14,896,409 $ 980,738 $ 1,518,891 $ 227,970 $ 171,326 $ 965,986 $ 1,124,291 $9,907,207
Increases:
Investment income:
Dividends 123,028 63,230 24,991 25,290 9,268 - 249 -
Interest 385,374 8,999 205,570 6,114 5,813 69,442 68,756 20,680
Net realized and unrealized
appreciation (depreciation)
of investments 209,698 (62,086) 140,172 37,243 25,358 (22,618) 91,629 -
----------------------------------------------------------------------------------------------
Total investment income 718,100 10,143 370,733 68,647 40,439 46,824 160,634 20,680
----------------------------------------------------------------------------------------------
Employee contributions 715,597 85,685 310,986 72,756 55,103 83,451 107,616 -
Employer contributions -net of
forfeitures 295,714 34,135 118,282 28,759 25,809 40,493 48,236 -
----------------------------------------------------------------------------------------------
Total increases 1,729,411 129,963 800,001 170,162 121,351 170,768 316,486 20,680
----------------------------------------------------------------------------------------------
Decreases:
Distributions to withdrawing
participants and other, net 125,938 9,415 4,117 1,705 - 117,776 47,634 (54,709)
----------------------------------------------------------------------------------------------
Total decreases 125,938 9,415 4,117 1,705 - 117,776 47,634 (54,709)
Net increases before transfers 1,603,473 120,548 795,884 168,457 121,351 52,992 268,852 75,389
Net transfers to affiliated plans (9,682,124) - (23,179) - (48,211) (91,487)(9,519,247)
Net transfers between the funds (87,475) 202,002 36,194 70,760 (111,717) (173,611) 63,847
----------------------------------------------------------------------------------------------
Net increase (decrease) (8,078,651) 33,073 974,707 204,651 192,111 (106,936) 3,754 (9,380,011)
----------------------------------------------------------------------------------------------
Net Assets Available for Benefits
End of Year $ 6,817,758 $1,013,811 $ 2,493,598 $ 432,621 $ 363,437 $859,050 $1,128,045 $ 527,196
==============================================================================================
See Notes to Financial Statements.
</TABLE>
<PAGE>
GULF STATES UTILITIES COMPANY
EMPLOYEES' THRIFT PLAN
Notes to Financial Statements
1. Summary of Significant Accounting Policies
Basis of presentation: The accompanying financial statements have
been prepared on the accrual basis and present the Statement of Net
Assets Available for Benefits With Fund Information and the
Statement of Changes in Net Assets Available for Benefits With Fund
Information for the Gulf States Utilities Company Employees' Thrift
Plan (Plan).
Benefits payable for terminations and withdrawals are included in
net assets available for benefits and are charged to net assets
when paid. This accounting method differs from that required in
the Internal Revenue Service and 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, 1996 and 1995, and the
net decrease in net assets available for benefits for each of the
years differ from that reported in the Form 5500 as follows:
Net Assets Available
for Benefits
1996 1995
As reported herein $6,817,758 $14,896,409
Accrued benefits payable (5,477) (16,300)
---------- -----------
To be reported in Form 5500 $6,812,281 $14,880,109
========== ===========
Net Decrease in
Net Assets Available for Benefits
1996 1995
As reported herein ($8,078,651) ($130,871,292)
Accrued benefits payable 10,823 4,993,319
----------- -------------
To be reported in Form 5500 ($8,067,828) ($125,877,973)
=========== =============
The Plan presents in the Statement of Changes in Net Assets Available
for Benefits with Fund Information the net appreciation (depreciation)
in the fair value of its investments which consists of the realized
gains or losses and the unrealized appreciation (depreciation) on
those investments.
Interest and Dividend Income: Interest income is recorded on the
accrual basis. Dividends are recorded on the ex-dividend date.
Investments: Cash equivalents are valued at cost, which
approximates fair value. Investments in equity and fixed income
securities 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. Purchases and sales of securities are
accounted for on the trade date.
<PAGE>
The values of guaranteed investment contracts (GICs) are recorded
at contract value, which approximates fair value. Contract value
represents amounts invested under the GICs, plus interest earned
and reinvested through the valuation date at the contracted rate.
Listed below are the investment contracts as of December 31, 1996:
Interest Contract
Rate Value
Allmerica Financial 5.42% $117,358
Continental Assurance Company 5.72% 119,480
Provident Life & Accident Insurance 5.53% 115,841
--------
Total guaranteed investment contracts $352,679
========
The carrying value of loans to participants approximates fair
value.
Expenses: All costs and expenses incurred in the direct purchase or
sale of securities and fees charged under the Investment Contract
Fund are charged to participants' accounts. All administrative
expenses of the Plan are borne by Entergy Gulf States, Inc. (formerly
Gulf States Utilities Company, referred to herein as the Company),
except for those of the Savings Fund which are paid from plan assets.
The Plan reserves the right to have future administrative expenses
for the other funds paid from the Plan's assets.
Tax status: The Internal Revenue Service issued a favorable
determination letter on June 19, 1995, 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. 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 in the
Statement of Net Assets Available for Benefits with Fund
Information as of December 31, 1996 and 1995, and the reported
amounts in the Statement of Changes in Net Assets Available for
Benefits with Fund Information during fiscal year 1996. 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 1996 Plan financial statements.
Concentration of credit risk: The Plan provisions include an option
to invest in certificates of deposit with a small number of banks.
For deposit insurance purposes, the certificates of deposit are
considered to be owned by each participant and insured up to
$100,000 per participant. However, the insurance coverage of
$100,000 per participant will be available only if the bank issuing
the certificate of deposit is eligible to accept "brokered
deposits" under the FDIC Improvement Act of 1991. Currently, there
are no Plan investments in such assets.
<PAGE>
The Plan invests in government notes and securities which include
direct obligations of the United States Government (U.S.), or
obligations of agencies or instrumentalities thereof, which are
backed by the full faith and credit of the U.S.
The Plan invests in GICs which are subject to credit risk with
respect to the insurance companies. The potential credit risk of
the GICs as of December 31, 1996 is $352,679. The Plan provisions
set investment guidelines addressing investment diversification,
quality, maturity and performance standards prescribed to mitigate
the potential credit risk.
2. Summary of Plan Provisions
The following description of the Plan is provided for general
information purposes only. Plan participants should refer to the
Plan document for a more complete description of the Plan's
provisions.
General: The Plan is a defined contribution plan of the Company
and is subject to the provisions of ERISA. The ERISA
provisions set forth the requirements for participation, vesting of
benefits, fiduciary conduct for administering and handling Plan
assets, and for disclosure of Plan information.
Eligibility: The Plan is available to active River Bend Steam
Electric Generating Station (River Bend) bargaining employees of
Entergy Operations, Inc. as of October 31, 1995 who have completed
one year of service and worked 1,000 or more hours. See "Entergy
Corporation/Gulf States Utilities Company Merger" below.
Contributions: Contributions made by or on behalf of participants
are deposited with Hibernia National Bank of New Orleans as Trustee
for the Plan. Participants may elect to contribute, through
payroll deductions, two to six percent of their base salary
(basic). The Company will make matching contributions to the
Plan in an amount equal to fifty percent of a participant's basic
contribution (matching). Participants may contribute an additional
two to ten percent of their base salary (supplemental) for which
there are no matching contributions. Basic and supplemental
contributions may be made on a before-tax basis (401(k)
contributions), an after-tax basis, or a combination of both.
Contributions are monitored and limited by federal tax legislation.
The limit for the 1996 401(k) contribution was $9,500 per
participant.
Investments: Employee and Company contributions made on behalf of
participants are invested by the Trustee as specified by each
participant. Earnings on participant contributions are allocated
based on participants' account balances as of the first day of each
month.
In 1977, the Company amended the Plan to eliminate the investment
option in the Company's $4.40 and $9.75 Dividend Preferred Stocks;
consequently, no employees are making contributions under this
option. In 1995, the remaining balances in the Preferred Stock
fund were transferred or withdrawn.
<PAGE>
Participants may direct contributions to the following investment
options:
Entergy Corporation Stock Fund - Funds are invested in
common stock of Entergy Corporation.
Acorn Fund - Funds are invested in common stocks of small
and medium sized companies, including international
companies. This mutual fund invests with the objective
of long-term capital appreciation.
Guardian Fund - Funds are invested in a large number of
common stocks of long-established, high quality
companies. This mutual fund invests with the objective
of capital appreciation first, and then secondarily for
current income.
Puritan Fund - Funds are invested in a broadly
diversified portfolio of high-yielding securities,
including common stocks, preferred stocks, and bonds.
This mutual fund invests with the objective of obtaining
as much income as possible, consistent with the
preservation and conservation of capital.
Savings Fund - Funds are invested in savings accounts and
certificates of deposit, and other investments backed by
the full faith and credit of the United States of America
and its agencies and instrumentalities.
Investment Contract Fund - Funds are invested in various
investment contracts and cash reserves and pooled or
commingled funds holding investment contracts and similar
fixed income investments.
As of December 31, 1996, the Plan had the following number of
participants in each investment option:
Number of
Participants
Entergy Corporation Stock Fund 102
Acorn Fund 178
Guardian Fund 79
Puritan Fund 63
Savings Fund 95
Investment Contract Fund 98
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 would receive the total value of their accounts,
determined as of the date of termination.
<PAGE>
In-Service withdrawals: While employed, participants may, with
certain restrictions, withdraw all or a portion of the value of
their basic and supplemental contributions after-tax. These
withdrawals may be subject to a ten percent premature distribution
tax unless the participant is age 59-1/2 or older. The Plan also
has a financial hardship withdrawal provision.
Loans to participants: The Plan has a loan provision whereby
participants who are actively employed may borrow an amount from
their eligible account(s) based on the balance of such account(s).
The amount borrowed is deducted from the participant's eligible
account(s) and repaid with interest in accordance with an
established schedule. If a participant with an outstanding loan
separates from service and is not retired, the remaining principal
balance of the loan is treated as a taxable distribution and may be
subject to a ten percent penalty unless the amount is repaid in
full within a specified period from the date of separation.
Distributions upon separation from service: Upon leaving the
Company, participants become eligible to receive a single-sum
distribution of the entire vested value of the Plan accounts.
There are certain provisions regarding account balances under
$3,500 and attaining age 70-1/2.
Asset value per unit: The number of units and net asset value per
unit for the funds as of December 31, 1996 and December 31, 1995
were as follows:
1996 1995
Entergy Corporation Stock Fund:
Number of units 36,648 32,587
Net Asset Value per unit $27.66 $30.10
Acorn Fund:
Number of units 1,669,406 1,203,618
Net Asset Value per unit $1.49 $1.26
Guardian Fund:
Number of units 277,458 169,839
Net Asset Value per unit $1.56 $1.34
Puritan Fund:
Number of units 260,159 137,688
Net Asset Value per unit $1.40 $1.24
Savings Fund:
Number of units 744,802 863,356
Net Asset Value per unit $1.15 $1.12
Investment Contract Fund:
Number of units 968,921 1,015,379
Net Asset Value per unit $1.16 $1.11
<PAGE>
Inactive accounts: Participants are allowed, under the provisions
of the Plan, to defer receipt of their vested account balance upon
separation from the Plan until age 70 1/2. The amount allocated to
such participants was $85,904 at December 31, 1996.
Other: The following represents investments in excess of
five percent of the current value of net assets available for
benefits as of December 31, 1996 and 1995:
Investment December 31, 1996 December 31, 1995
Entergy Corporation
Common Stock Fund $1,012,401 $ 953,170
Acorn Fund - mutual funds $2,159,459 $1,441,281
Guardian Fund - mutual funds $ 417,529 -
American Express Trust $ 756,917 -
Participant Loans $ 473,355 $9,907,170
3. Entergy Corporation/Gulf States Utilities Company Merger
On May 5, 1994, the Board of Directors of Entergy Corporation
(Board) approved the combination of the Savings Plan of Entergy
Corporation and Subsidiaries (Entergy Savings Plan) and the Plan.
This combination was approved by the Entergy Gulf States Board of
Directors on May 23, 1994.
On January 1, 1995, the non-bargaining employees of Entergy Gulf
States began making new contributions to the Entergy Savings Plan.
In April 1995, the non-bargaining employees' and inactive
participants' assets were transferred from the Plan to the Entergy
Savings Plan. Bargaining unit employees, other than River Bend
bargaining employees, joined the Entergy Savings Plan on October 1,
1995 and their assets were transferred in October 1995. The River
Bend bargaining employees elected to remain in the Plan. During
1995, the Plan transferred $71,777,638 in cash and $39,867,964 in
securities to the Entergy Savings Plan.
During 1996, the plan transferred the outstanding loan balance to
the Savings Plan of Entergy Corporation and Subsidiaries for
bargaining unit employees of Entergy Gulf States, other than River
Bend.
<PAGE>
GULF STATES UTILITIES COMPANY
EMPLOYEES' THRIFT PLAN
ITEM 27 (a) - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
As of December 31, 1996
<TABLE>
<CAPTION>
Number of
Description of Investment Shares Cost Current Value
<S> <C> <C> <C> <C>
Cash and temporary cash investments $1,610,704 $1,610,704
========== ==========
Entergy Corporation Common Stock, $.01 par * 36,648 $ 857,085 $1,012,401
========== ==========
Mutual Funds:
Acorn Investment Trust - Acorn Fund 143,581 $1,819,827 $2,159,459
Neuberger & Berman Equity Trust - Guardian Fund 16,291 391,024 417,529
Fidelity Puritan Fund Incorporated - Puritan Fund 19,222 325,293 331,384
---------- ----------
Total Mutual Funds $2,536,144 $2,908,372
========== ==========
Government Notes and Securities:
U.S. Treasury Notes
5.875% due 7/31/97 DD 7/31/95 200,000 $ 200,531 $ 200,500
========== ==========
Investment Contracts: Interest Maturity
Rate Date
-------- --------
Allmerica Financial
GA-#92030 5.42% 09/30/97 $ 117,358 $ 117,358
Continental Assurance Company
Group Number GP 12825 5.72% 03/31/97 119,480 119,480
Provident Life & Accident Insurance
Contract #62-05486 5.53% 09/30/97 115,841 115,841
---------- ----------
$ 352,679 $ 352,679
========== ==========
American Express Trust Fund 17,824 $ 714,233 $ 756,917
========== ==========
Participant Loans (Rate 8.25% - 8.5%) $ - $ 473,355
========== ==========
Total Assets Held for Investment Purposes $6,271,376 $7,314,928
========== ==========
* Denotes a party-in-interest to the plan
</TABLE>
<PAGE>
GULF STATES UTILITIES COMPANY
EMPLOYEES' THRIFT PLAN
ITEM 27 (d) - SCHEDULE OF REPORTABLE TRANSACTIONS
For the Year Ended December 31, 1996
<TABLE>
<CAPTION>
Selling or
Number of Purchase Redemption Gain/
Description of Transactions Transactions Price (1) Price (1) Cost (1) (Loss)
<S> <C> <C> <C> <C> <C>
Purchase Transactions
Fidelity U.S.
Treasury Portfolio II, B 242 $7,131,516 - - -
Selling Transactions
Fidelity U.S.
Treasury Portfolio II, B 128 - $5,056,930 $5,056,930 -
(1) Amounts include all fees incurred in connection with the transaction.
</TABLE>
<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
EMPLOYEES' THRIFT PLAN
By: /s/ William O. VanAs
William O. VanAs
Director of
Employee Benefits
Dated: June 30, 1997
<PAGE>
CONSENT OF INDEPENDENT ACCOUNTANTS
We consent to the incorporation by reference in the registration
statement of Entergy Gulf States, Inc. (formerly Gulf States
Utilities Company) on Form S-8 (File No. 2-76551) of our report
dated June 20, 1997, on our audits of the financial statements
and supplemental schedules of the Gulf States Utilities Company
Employees' Thrift Plan as of December 31, 1996 and 1995 and for
the year ended December 31, 1996 which report is included in this
Annual Report on Form 11-K.
COOPERS & LYBRAND L.L.P.
New Orleans, Louisiana
June 23, 1997
