File No. 70-8839
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Amendment No. 3 to the Form U-1/A
___________________________________
APPLICATION-DECLARATION
under
THE PUBLIC UTILITY HOLDING COMPANY ACT OF 1935
___________________________________
Entergy Corporation
639 Loyola Avenue
New Orleans, LA 70113
(Name of company filing this statement and address
of principal executive offices)
___________________________________
Entergy Corporation
(Name of top registered holding company parent of each
applicant or declarant)
___________________________________
Edwin Lupberger William J. Regan, Jr.
Chairman of the Board, Vice President and
President Treasurer
and Chief Executive Officer Entergy Corporation
Entergy Corporation 639 Loyola Avenue
639 Loyola Avenue New Orleans, LA 70113
New Orleans, LA 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, Esq.
Ann G. Roy, Esq.
Entergy Services, Inc.
639 Loyola Avenue
New Orleans, LA 70113
<PAGE>
Item I is amended to add the following after paragraphs 1.11:
1.12 The Company states that the requirements of rule
53, with respect to exempt wholesale generators ("EWGs")
as defined in section 32 of the Act, and foreign utility
companies ("FUCOs") as defined in section 33 of the Act,
and rule 54 are and, assuming consummation of the proposed
transactions, will be satisfied. As a result, pursuant to
rule 54, the Commission shall not consider the effect of
the capitalization or earnings of its EWG or FUCO
subsidiaries on the registered holding company system in
determining whether to approve the proposed transactions.
<PAGE>
SIGNATURE
Pursuant to the requirements of the Public Utility Holding
Company Act of 1935, the undersigned company has duly
caused this Application/Declaration to be signed on its
behalf by the undersigned thereunto duly authorized.
ENTERGY CORPORATION
By: /s/William J. Regan, Jr.
William J. Regan, Jr.
Vice President and Treasurer
Dated: June 6, 1996
