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. 70-8002 *
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, July 8, 1993, and June
30, 1995, respectively, this is to certify that the following
transactions were carried out during the three (3) months ended
September 30, 1995 by Entergy Enterprises, Inc. (formerly
Electec, Inc.) pursuant to the authorization of the SEC.
Programs Authorized
Pursuant to the Orders, Entergy Enterprises, Inc.
(Enterprises) is authorized to (a) conduct preliminary
development activities with respect to various investment
opportunities for the Entergy System, (b) market to non-
associates the System's expertise and capabilities in energy-
related areas, including the expertise of Entergy Power, Inc.
(EPI) gained from its bulk power business, (c) market to non-
associates intellectual property developed by System companies,
(d) provide various consulting, management, administrative and
support services to associate companies, excluding certain
associate companies (Excluded Companies<FN1>), (e) provide directly,
or indirectly through one or more special purpose subsidiary
companies of Entergy or Enterprises, various operations and
maintenance services to non-associate or associate companies
(other than Excluded Companies), and (f) develop and field test a
proposed telecommunications system for advanced energy management
and other utility applications.
_______________________
<FN1> The Excluded Companies are Entergy's retail operating
companies (Arkansas Power & Light Company, Louisiana
Power & Light Company, Mississippi Power & Light Company,
New Orleans Public Service Inc. and Gulf States Utilities
Company), System Energy Resources, Inc., System Fuels,
Inc., Entergy Operations, Inc., Entergy Services, Inc.,
and any other subsidiaries that Entergy may create whose
activities and operations are primarily related to the
domestic sale of electric energy at retail or at wholesale
to affiliates or the provision of goods or services
thereto.
<PAGE>
During the quarter, Enterprises participated in the
following:
I. Preliminary Development Activities
During the quarter, 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 $1,831,201 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 $504,476 for preliminary development activities
associated with potential investments that would qualify as
"foreign utility companies" under Section 33 of the Act.
Enterprises also expended $118,445 for preliminary development
activities associated with potential investments that would
qualify as "nonutility business." Finally, Enterprises expended
$270,848 and $326,365 for preliminary development activities
associated with demand side management 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), and Entergy Pakistan, Ltd.
(EPL). Enterprises charged these companies for costs incurred
plus an indirect loading based upon current month Enterprises
administrative charges. In regard to EPI ($633,000.64), 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.($53,633.37), Entergy Argentina S.A.
($155,319.16), Entergy SASI ($48,484.31), EPDC
($6,001,329.91),and EPL ($45,181.54), these services were related
to management oversight and project development.
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. The Louisiana Hydroelectric Ltd. Partnership was
charged $11,000 for services rendered during this quarter.
IV. First Pacific Networks, Inc. Transactions
A. Description of Progress in Development and Field
Testing of CCLM/AFS
As set forth in Enterprises' Rule 24 Certificate for
the three month period ending June 30, 1995, on May 24,
1995, Enterprises and FPN entered into an amendment to the
Product License Agreement (License Agreement) terminating
the parties' joint effort to complete the development of
CCLM/AFS. Enterprises, nevertheless, reported that it
intended to continue to investigate other
products/technologies that could be used to establish a low
cost and reliable customer controlled load management (CCLM)
system and was seeking to identify other technology
providers that could assist in the development of such a
system. Enterprises proposed to test a CCLM system using
FPN equipment as a means of data transport only, with other
system hardware/software provided by a number of other
vendors, as well as software developed by Entergy System
personnel. Pursuant to the amended License Agreement, FPN
would continue to support CCLM system testing through
September, 1995.
During the third quarter of 1995, Enterprises concluded
its CCLM testing program and does not intend to resume
testing of CCLM dedicated systems in the foreseeable future.
However, consistent with Enterprises' authorization to
engage in preliminary development activities, Enterprises
continues to investigate other utility and energy related
applications of communications technologies, including
automated meter reading, power outage reporting and consumer
accessible information such as real-time meter information
and bill estimation systems. Amounts expended by
Enterprises in connection with such preliminary development
activities are reported as "nonutility business" related
expenses under Item "1" above.
B. Costs and Revenues Re: CCLM
Total costs incurred by Enterprises in connection with the
development, field testing and marketing of CCLM or other CCLM
systems during the three-month period ending September 30, 1995,
were $270,848. Total costs incurred by FPN and billed for the
three-month period ending September 30, 1995 with respect to the
testing and support of CCLM or other CCLM systems were $75,000.
Enterprises has no information on costs incurred by FPN in
connection with the development or marketing of CCLM/AFS.
As previously reported, notwithstanding the amendment to the
License Agreement noted above, FPN may proceed independently with
the development of a CCLM system. Pursuant to the License
Agreement, as amended, in the event that FPN unilaterally
completes development of a CCLM system and makes it available for
commercialization, Enterprises has retained a license to use or
market CCLM within the service territory of the Entergy System.
Furthermore, Enterprises has rights under the amended License
Agreement to share in the revenues derived from the marketing of
CCLM by FPN to non-affiliates of Entergy. No such revenues were
received during the quarter.
V. Financing, Amortization and Financial Statements
During the three months ended September 30, 1995:
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 three month period ended
September 30, 1995 are included as Exhibit 1.
<PAGE>
IN WITNESS WHEREOF, the undersigned companies have caused
this certificate to be executed on this 14th day of
November, 1995.
ENTERGY CORPORATION
By: /s/ Gerald D. McInvale
Gerald D. McInvale
Executive Vice President & Chief Financial Officer
ENTERGY ENTERPRISES, INC.
By: /s/ Terry L. Ogletree
Terry L. Ogletree
Executive Vice President
Exhibit 1
ENTERGY ENTERPRISES, INC.
UNCONSOLIDATED BALANCE SHEET
AS OF SEPTEMBER 30, 1995
(UNAUDITED)
ASSETS
PROPERTY
Furniture and Equipment $1,256,994.50
Intangible Assets 56,764.47
-------------
Total Property 1,313,758.97
-------------
INVESTMENTS
Investment in FPN 3,108,863.44
Investment in Entergy SASI, Inc. 138,500,000.00
Earnings from Entergy SASI, Inc. (33,503,130.03)
Other Investments 1,026.00
Special Deposits 30,000.00
--------------
108,136,759.41
--------------
CURRENT & ACCRUED ASSETS
Cash 1,805,742.79
Working Funds/Travel Advances 116,550.00
Temporary Cash Investments 1,994,328.68
Accounts Receivable 35,333.66
Accounts Receivable - Associated Companies 13,070,205.56
Accrued Interest 931.17
--------------
Total Current and Accrued Assets 17,023,091.86
--------------
DEFERRED DEBITS
FPN License (Net of Amortization) 1,773,859.65
Accumulated Deferred Income Tax-Fed & State 6,181,678.84
Miscellaneous Deferred Debits (504,582.45)
---------------
Total Deferred Debits 7,450,956.04
---------------
Total Assets $133,924,566.28
===============
These are interim financial statements prepared without notes.
<PAGE>
ENTERGY ENTERPRISES, INC.
UNCONSOLIDATED BALANCE SHEET
AS OF SEPTEMBER 30, 1995
(UNAUDITED)
CAPITAL
Common Stock $ 54,400,000.00
Miscellaneous Paid-in Capital 125,000,000.00
Retained Earnings (48,595,185.51)
Retained Earnings - Unrealized Holding Losses (3,903,199.56)
----------------
Total Capital 126,901,614.93
----------------
LIABILITIES
CURRENT & ACCRUED LIABILITIES
Accounts Payable 1,364,789.10
Accounts Payable to Associated Companies 598,139.35
Taxes Accrued (643,620.63)
Tax Collections Payable (34,191.84)
Miscellaneous Current & Accrued Liabilities 1,733,735.85
----------------
Total Current & Accrued Liabilities 3,018,851.83
----------------
DEFERRED CREDITS
Other Deferred Credits 4,004,099.52
----------------
Total Deferred Credits 4,004,099.52
----------------
Total Liabilities 7,022,951.35
----------------
Total Capital & Liabilities $ 133,924,566.28
================
These are interim financial statements prepared without notes.
<PAGE>
ENTERGY ENTERPRISES, INC.
UNCONSOLIDATED INCOME STATEMENT
NINE MONTHS ENDED SEPTEMBER 30, 1995
(UNAUDITED)
REVENUE
Services Rendered Non-Associates $ 115,723.98
Services Rendered Associates 11,427,803.81
Equity in Earnings of Subsidiaries (17,256,182.80)
Miscellaneous Income 0.00
Interest Income 123,849.70
---------------
Total Revenue (5,588,805.31)
---------------
EXPENSES
Salaries, Wages and Benefits 8,587,236.76
Outside Services 4,244,951.79
Rent 878,778.64
Administrative and General 3,357,118.52
Active Development Credit (2,490,545.72)
Insurance 50,500.30
Directors' Fees and Expenses 25,937.00
---------------
Total Administrative and General Expense 14,653,977.29
---------------
Taxes Other Than Income 12,113.52
Depreciation and Amortization 362,488.49
Amortization of SASI Organization Costs 18,920.42
Amortization of FPN Organization Costs 469,551.15
Miscellaneous Expenses 55,125.89
---------------
Total Expenses 15,572,176.76
---------------
Interest Expense 0.00
---------------
Income (Loss) Before Income Taxes (21,160,982.07)
Income Taxes - Federal 53,236.95
Income Taxes - State (Benefit) (356,434.30)
Provision for Deferred Income Taxes - Federal (1,359,099.42)
Provision for Deferred Income Taxes - State (269,744.92)
---------------
Net Income (Loss) $(19,228,940.38)
===============
These are interim financial statements prepared without notes.
