File No. 70-8863
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM U-1
___________________________________________________
AMENDMENT NO. 3
TO
APPLICATION / DECLARATION
WITH RESPECT TO POWER BROKERING AND MARKETING ACTIVITIES
Under The
PUBLIC UTILITY HOLDING COMPANY ACT OF 1935
___________________________________________________
Name of Company Filing This Statement And Address of
Principal Executive Offices:
Entergy Corporation
639 Loyola Avenue
New Orleans, Louisiana 70113
Entergy Power Marketing Corp.
900 South Shackleford Road, Suite 210
Little Rock, Arkansas 72211
Name of Top Registered Holding Company Parent of
Applicant / Declarant:
ENTERGY CORPORATION
Name and Address of Agent for Service:
Frederick F. Nugent Laurence M. Hamric
General Counsel General Attorney -- Corporate
Entergy Power Marketing Corp. and Securities
900 South Shackleford Road, Suite 210 Entergy Services, Inc.
Little Rock, Arkansas 72211 639 Loyola Avenue
New Orleans, Louisiana 70113
<PAGE>
The Commission also is requested to send copies of all
notices, orders and communications to:
William S. Scherman
Kathleen A. Foudy
Skadden, Arps, Slate, Meagher & Flom LLP
1440 New York Avenue, N.W.
Washington, D.C. 20005
Item 1: DESCRIPTION OF PROPOSED TRANSACTION
A. Introduction
The fifth paragraph of Item 1 C is hereby
deleted and replaced with the following:
"EPMC also may engage in the retail marketing
of energy commodities in compliance with applicable state
law. As the Commission explained in SEI Holdings, Inc.,
62 SEC Docket 2493, Release No. 35-26581 (September 26,
1996), "[i]n view of the pace of developments in the
industry, the Commission believes that retail marketing
proposals that satisfy the statutory requirements should
not be subject to the delays inherent in a reservation of
jurisdiction." Thus, EPMC respectfully requests that the
Commission, as it has done with other power marketers,
permit EPMC to "engage in all forms of brokering and
marketing transactions involving energy commodities,
including electricity, natural gas, oil and coal, at
wholesale and at retail ... and to provide incidental
related services, such as fuel management, storage and
procurement" as well as to "purchase and [sell] commodity-
based derivative contracts, such as options, swaps and ex
change-traded futures contracts, under which physical
delivery may or may not in fact occur." See id. Like
other power marketers, EPMC "[u]ltimately ... will seek
to manage a 'book' of various energy contracts, involving
purchases, sales and trades of electricity and other
energy commodities ... and will seek to hedge the risks
associated with these contracts through a combination of
physical assets, balance physical purchases and sales,
purchases and sales on futures markets, or other
derivative risk management tools." See id. Therefore,
EPMC respectfully requests that it be granted authority
to engage in such activities.
The second to last paragraph of Item 1 C is
hereby supplemented by inserting the following after the
fourth sentence thereof:
"For example, although EPMC, as an EWG, may engage in
traditional power marketing and brokering activities, it
is not clear whether certain fuel delivery activities
would be consistent with the EWG "exclusivity" require
ment. See, e.g., CSW Development-3, Inc., 73 FERC
61,317 (1995) ("fuel-supply delivery activities to
generating facilities not owned or operated by the EWG
may violate exclusivity requirement for EWG status"
(quotation omitted)).
<PAGE>
SIGNATURE
Pursuant to the requirements of the Public
Utility Holding Company Act of 1935, as amended, the
undersigned companies have duly authorized this amendment
to be signed on their behalf by the undersigned thereunto
duly authorized.
Date: December 18, 1996
Entergy Power Marketing Corp.
By: /s/ Christopher J. Bernard
Christopher J. Bernard
General Counsel
Entergy Corporation
By: /s/ William J. Regan, Jr.
William J. Regan, Jr.
Vice President and Treasurer
<PAGE>
Certificate of Service
I, Kathleen A. Foudy, certify that copies of
the foregoing Amendment No. 3 were served upon the follow
ing by first-class mail, postage prepaid. Dated at Wash
ington, D.C. this 18th day of December 1996.
/s/Kathleen A. Foudy
Kathleen A. Foudy
Kenneth M. Carter, Esq. Mary W. Cochran
Karen R. Carter, Esq. General Counsel
Carter & Cates Arkansas Public Service Commission
Suite 1230 - Energy Centre 1000 Center Street
1100 Poydras Street P.O. Box 400
New Orleans, LA 70163 Little Rock, AR 72203
Jacquelyn Frick, Director D. David Slaton
Council Utilities Chief Administrative
Regulatory Office Law Judge
City Hall - Room 6E07 Arkansas Public Service Commission
1300 Perdido Street 1000 Center Street
New Orleans, LA 70112 P.O. Box 400
Little Rock, AR 72203
Sherry A. Quirk, Esq.
Montina M. Cole, Esq.
Verner, Liipfert, Bernhard,
McPherson and Hand, Chartered
901 15th Street, N.W.
Washington, D.C. 20005
Avis Marie Russell
City Attorney
Law Department
City Hall -Room 5E01
1300 Perdido Street
New Orleans, LA 70112
