UNITED STATES OF AMERICA
BEFORE THE SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C.
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:
In the Matter of :
:
ENTERGY GULF STATES, INC. : CERTIFICATE PURSUANT TO
: RULE 24
File No. 70-8721 :
:
(Public Utility Holding Company Act of 1935) :
:
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This is to certify, pursuant to Rule 24 under the
Public Utility Holding Company Act of 1935, as amended, that the
transactions described below, which were proposed by Entergy Gulf
States, Inc. (the "Company") in its Application-Declaration, as
amended, in the above file, have been carried out in accordance
with the terms and conditions of and for the purposes represented
by said Application-Declaration, as amended, and pursuant to the
order of the Securities and Exchange Commission with respect
thereto dated January 16, 1996.
On June 1, 2000, the Company issued and sold, by
private placement, to Lehman Brothers, as underwriters,
$300,000,000 of its First Mortgage Bonds, Floating Rate Series
due June 2, 2003 (the "Bonds"), issued pursuant to the Fifty-
ninth Supplemental Indenture to the Company's Mortgage and Deed
of Trust, as supplemented. A portion of the proceeds of such
sale are to be used to redeem the Company's 7% Cumulative
Preference Stock.
Attached hereto are:
Exhibit A-2(a) - Execution form of the Fifty-ninth
Supplemental Indenture relating to the
Bonds.
Exhibit B-9(a) - Execution form of the Purchase
Agreement relating to the Bonds.
Exhibit F-1(e) - Post-effective opinion of Laurence
M. Hamric, Associate General Counsel -
Corporate and Securities of Entergy
Services, Inc., counsel for the Company.
Exhibit F-2(e) - Post-effective opinion of Thelen
Reid & Priest LLP, counsel for the
Company.
IN WITNESS WHEREOF, Entergy Gulf States, Inc. has
caused this certificate to be executed this the 23rd day of June
2000.
ENTERGY GULF STATES, INC.
By: /s/ Steven C. McNeal
Steven C. McNeal
Vice President and Treasurer
