File No. 70-8535
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM U-1
__________________________________
AMENDMENT NO. 2
to
APPLICATION-DECLARATION
under
THE PUBLIC UTILITY HOLDING COMPANY ACT OF 1935
___________________________________
Entergy Corporation Entergy Power, Inc.
639 Loyola Avenue Three Financial Centre
New Orleans, Louisiana 70113 Little Rock, Arkansas 72211
(Names of companies filing this statement and
address of principal executive offices)
__________________________________
Entergy Corporation
(Name of top registered holding company parent of
each applicant or declarant)
_________________________________
Gerald D. McInvale Terry L. Ogletree
Senior Vice President and President
Chief Financial Officer Entergy Power, Inc.
Entergy Corporation Three Financial Centre
639 Loyola Avenue Little Rock, Arkansas 72211
New Orleans, Louisiana 70113
(Names and addresses of agents for service)
________________________________
The Commission is also requested to send copies of any
communications in connection with this matter to:
Laurence M. Hamric Frederick F. Nugent
General Attorney General Counsel
Entergy Services, Inc. Entergy Enterprises, Inc.
639 Loyola Avenue Three Financial Centre
New Orleans, Louisiana 70112 Little Rock, Arkansas 72211
William T. Baker, Jr.
Reid & Priest
40 West 57th Street
New York, New York 10019
<PAGE>
Item 1. Description of Proposed Transactions.
Item 1 of the Application-Declaration in this File, as
previously amended, is hereby further amended to add at the end
thereof the following:
"EPI will not use the additional investments from
Entergy to acquire, directly or indirectly, any interest in, or
related to, an "exempt wholesale generator" or a "foreign utility
company" as defined in Sections 32 and 33, respectively, of the
Act."
<PAGE>
SIGNATURE
Pursuant to the requirements of the Public Utility
Holding Company Act of 1935, the undersigned companies have duly
caused this amendment to be signed on their behalf by the
undersigned thereunto duly authorized.
ENTERGY CORPORATION
By: /s/ Gerald D. McInvale
Gerald D. McInvale
Senior Vice President
and Chief Financial Officer
ENTERGY POWER, INC.
By: /s/ Gerald D. McInvale
Gerald D. McInvale
Vice President and Treasurer
Dated: February 16, 1995