UNITED STATES OF AMERICA
BEFORE THE SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C.
* * * * * * * * * * * * * * * * *
In the Matter of *
*
ENTERGY CORPORATION * CERTIFICATE
ENTERGY POWER, INC. * PURSUANT TO RULE 24
*
File No. 70-8535 *
*
(Public Utility Holding Company *
Act of 1935) *
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This is to certify, pursuant to Rule 24 promulgated by the
Securities and Exchange Commission (SEC) under the Public Utility
Holding Company Act of 1935, as amended (Act), that the following
transactions were carried out in accordance with the terms and
conditions of, and for the purposes represented by, the
Application-Declaration on Form U-1, as amended, in the above-
referenced File, and pursuant to the order of the SEC with
respect thereto (Order), dated April 18, 1995:
Effective April 18, 1995, Entergy Power, Inc. (EPI) issued
and sold, and Entergy Corporation (Entergy) purchased, 10,000
shares of the common stock, $5.00 par value (Common Stock), of
EPI, for an aggregate consideration of $250,000,000. EPI applied
the proceeds thereof to repay all amounts of principal and
accrued interest due and owing to Entergy under the Loan
Agreement between EPI and Entergy (totaling $238,531,512).
Subsequently, the Loan Agreement was terminated, and the note
issued thereunder by EPI to Entergy was canceled. The balance of
the proceeds from the sale of Common Stock will be used by EPI
for its working capital needs, in accordance with the Order.
IN WITNESS WHEREOF, the undersigned companies have caused
this certificate to be executed on this 12th day of July, 1995.
ENTERGY CORPORATION
By: /s/ Gerald D. McInvale
Gerald D. McInvale
Executive Vice President and
Chief Financial Officer
ENTERGY POWER, INC.
By: /s/ Terry L. Ogletree
Terry L. Ogletree
Executive Vice President
