UNITED STATES OF AMERICA
BEFORE THE SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C.
* * * * * * * * * * * * * * * * *
In the Matter of *
*
ENTERGY CORPORATION * CERTIFICATE
ENTERGY ENTERPRISES, INC. * PURSUANT TO RULE 24
*
File No. 70-7851 *
File No. 70-7947 *
File No. 70-8002 *
File No. 70-8010 *
File No. 70-8105 *
*
(Public Utility Holding Company *
Act of 1935) *
* * * * * * * * * * * * * * * * *
Pursuant to Rule 24 promulgated by the Securities and
Exchange Commission (SEC) under the Public Utility Holding
Company Act of 1935, as amended (Act), modified by the
application(s) - declaration(s), as amended, in the above
referenced files and the related orders dated July 25, 1991,
December 14, 1992(2), December 28, 1992 and July 8, 1993,
respectively, this is to certify that the following transactions
were carried out during the three (3) months ended December 31,
1994 by Entergy Enterprises, Inc. (formerly Electec, Inc.)
pursuant to the authorization of the SEC.
Programs Authorized
Pursuant to the Orders, Entergy Enterprises, Inc.
(Enterprises) was authorized during the quarter ended December
31, 1994 to (a) conduct preliminary development activities with
respect to various investment opportunities for the Entergy
System, (b) market management, operating, technical, training
and other expertise and intellectual properties developed by
System companies to non-affiliates, (c) render various consulting
services to certain affiliated companies in connection with
investments in Argentina, (d) be responsible for marketing the
expertise of Entergy Power, Inc. (EPI) gained through its bulk
power business, (e) provide certain management and support
services to associate companies excluding those which are
affiliated retail electric companies, exempt wholesale
generators, or foreign utility companies, and (f) develop and
field test a proposed telecommunications system for advanced
energy management and other utility applications.
During the quarter, Enterprises participated in the
following:
I. Preliminary Development Activities
Enterprises has been engaged in preliminary development
activities relating to investigating sites, research, contract
drafting and negotiations, acquiring options or rights,
partnership selection and other activities necessary to identify
and analyze investment opportunities for Entergy Corporation
(Entergy). These development activities include domestic and
international opportunities.
During the quarter, Enterprises expended $3,321,901 for
preliminary development activities associated with potential
investments that would qualify as "exempt wholesale generators"
under Section 32(a) of the Act. In addition, Enterprises
expended $1,032,208 for preliminary development activities
associated with potential investments that would qualify as
"foreign utility companies" under Section 33 of the Act.
Enterprises also expended $39,094 for preliminary development
activities associated with potential investments that would
qualify as "nonutility business." Finally, Enterprises expended
$1,520,775 and $290,790 for preliminary development activities
associated with retail service activities and non-exempt domestic
wholesale generating and transmission facilities, respectively.
II. Management Services Provided to Associate Companies
Enterprises provided certain management and support services
to its associate companies, EPI, Entergy S.A., Entergy Argentina
S.A., Entergy Systems and Service, Inc. (Entergy SASI), Entergy
Power Development Corporation (EPDC), Entergy Power Asia, Ltd.
(EPAL), and Entergy Pakistan, Ltd. (EPL). In regard to EPI,
these services included marketing of EPI capacity and energy to
other utilities at wholesale, preparation of contracts and
regulatory filings, oversight of plant operations and maintenance
by plant operators, and procurement of transmission services. In
regard to Entergy S.A., Entergy Argentina S.A., Entergy SASI,
EPDC, EPAL, and EPL, these services were related to management
oversight.
III. Consulting Activities with Non-Associate Companies
Enterprises, under contract with Louisiana Hydroelectric
Ltd. Partnership, continues to provide an array of technical
services/support for a hydro electric transmission line project.
Certain Entergy Services, Inc. personnel are providing the
services.
IV. First Pacific Networks, Inc. Transactions
A. Description of Progress in Development and Testing of
CCLM/AFS
During the fourth quarter of 1994, Enterprises and First
Pacific Networks, Inc. (FPN) continued the development and
modification of FPN's PX System in order to create a Customer
Controlled Load Management/Automated Feedback System (CCLM/AFS)
for advanced energy management and other utility applications.
During this period, the testing of the system revealed a
potential problem with the in-house communications protocol. A
decision has been made to replace the existing proprietary in-
home communications protocol with a more open system. This is
requiring some hardware and software changeouts and/or upgrades
to both the in-home network and the Intelligent Utility Units.
All changeouts and upgrades should be completed during the first
quarter of 1995. Further testing will continue after these
changes are made.
B. Costs and Revenues Re: CCLM/AFS
Total costs incurred by Enterprises in connection with the
development, field testing and marketing of CCLM/AFS during the
three month period ending December 31, 1994 were $1,356,732.
Total costs incurred by FPN and billed for 1993 and 1994 in
connection with the development, field testing and marketing of
CCLM/AFS were $1,173,432. No billings have been received from
FPN for product development since April 1993 and for field
testing since July 1994.
Enterprises received $350,000 from Sprint in connection with
the CCLM/AFS product. In exchange for this fee, Sprint and
Southern Company are allowed to obtain information from the field
testing of the CCLM/AFS product.
V. Financing, Amortization and Financial Statements
During the three months ended December 31, 1994:
A. Enterprises incurred amortization expenses relating to
the FPN license in the amount of $156,517 and to the organization
of Entergy SASI in the amount of $6,307.
B. Enterprises' unaudited unconsolidated Balance Sheet and
unconsolidated Income Statement for the twelve month period ended
December 31, 1994 are included as Exhibit 1.
<PAGE>
IN WITNESS WHEREOF, the undersigned companies have caused
this certificate to be executed on this 13th day of February,
1995.
ENTERGY CORPORATION
By: /s/ Gerald D. McInvale
Gerald D. McInvale
Senior Vice President and
Chief Financial Officer
ENTERGY ENTERPRISES, INC.
By: /s/ Terry L. Ogletree
Terry L. Ogletree
Executive Vice President
Exhibit 1
Page 1 of 3
ENTERGY ENTERPRISES, INC.
UNCONSOLIDATED BALANCE SHEET
AS OF DECEMBER 31, 1994 (UNAUDITED)
ASSETS
PROPERTY
Furniture and Equipment $ 1,102,393.79
Intangible Assets 75,684.89
---------------
Total Property 1,178,078.68
---------------
INVESTMENTS
Investment in FPN 6,688,705.35
Investment in Entergy SASI, Inc. 13,500,000.00
Earnings from Entergy SASI, Inc. (16,246,947.23)
Special Deposits 30,000.00
--------------
3,971,758.12
--------------
CURRENT & ACCRUED ASSETS
Cash 3,877,744.48
Working Funds/Travel Advances 52,850.00
Temporary Cash Investments 0.00
Accounts Receivable 45,244.23
Accounts Receivable - Associated Companies 9,577,119.93
Accrued Interest 0.00
--------------
Total Current and Accrued Assets 13,552,958.64
--------------
DEFERRED DEBITS
FPN License (Net of Amortization) 2,243,410.80
Accumulated Deferred Income Tax-Fed & State 3,440,593.50
Miscellaneous Deferred Debits 0.00
--------------
Total Deferred Debits 5,684,004.30
--------------
Total Assets $24,386,799.74
==============
These are interim financial statements prepared without notes.
<PAGE>
Exhibit 1
Page 2 of 3
ENTERGY ENTERPRISES, INC.
UNCONSOLIDATED BALANCE SHEET
AS OF DECEMBER 31, 1994 (UNAUDITED)
CAPITAL
Common Stock $ 54,400,000.00
Retained Earnings (29,366,245.13)
Retained Earnings - Unrealized Holding Losses (2,842,534.65)
----------------
Total Capital 22,191,220.22
----------------
LIABILITIES
CURRENT & ACCRUED LIABILITIES
Accounts Payable 1,433,794.27
Accounts Payable to Associated Companies 224,150.44
Taxes Accrued (2,896,487.28)
Tax Collections Payable 86,986.81
Miscellaneous Current & Accrued Liabilities 1,313,294.63
----------------
Total Current & Accrued Liabilities 161,738.87
----------------
DEFERRED CREDITS
Other Deferred Credits 2,033,840.65
----------------
Total Deferred Credits 2,033,840.65
----------------
Total Liabilities 2,195,579.52
----------------
Total Capital & Liabilities $ 24,386,799.74
================
These are interim financial statements prepared without notes.
<PAGE>
Exhibit 1
Page 3 of 3
ENTERGY ENTERPRISES, INC.
UNCONSOLIDATED INCOME STATEMENT
TWELVE MONTHS ENDED DECEMBER 31, 1994
(UNAUDITED)
REVENUE
Services Rendered Non-Associates $ 212,489.45
Services Rendered Associates 11,818,915.14
Equity in Earnings of Subsidiaries (10,887,245.38)
Interest Income 106,179.49
Miscellaneous Income 548,164.19
-----------------
Total Revenue 1,798,502.89
-----------------
EXPENSES
Salaries, Wages and Benefits 7,339,226.48
Outside Services 6,911,732.06
Rent 597,618.28
Administrative and General 2,221,101.49
Active Development Reserve 115,460.79
Insurance 35,664.20
Directors' Fees and Expenses 37,481.00
-----------------
Total Administrative and General Expense 17,258,284.30
-----------------
Taxes Other Than Income (10,886.24)
Depreciation and Amortization 417,883.61
Amortization of SASI Organization Costs 25,227.22
Amortization of FPN Organization Costs 826,068.15
Miscellaneous Expenses 36,322.33
-----------------
Total Expenses 18,552,899.37
-----------------
Interest Expense 0.00
-----------------
Income (Loss) Before Income Taxes (16,754,396.48)
Income Taxes - Federal (Benefit) (1,218,207.62)
Income Taxes - State (Benefit) (241,781.66)
Provision for Deferred Income Taxes - Federal (678,114.91)
Provision for Deferred Income Taxes - State (134,587.69)
-----------------
Net Income (Loss) $ (14,481,704.60)
=================
These are interim financial statements prepared without notes.