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
March 31, 1997 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 Companies1), (e) provide directly,
or indirectly through one or more special purpose subsidiary
companies of Entergy Corporation (Entergy) or Enterprises,
various operations and maintenance services to non-associate or
associate companies, and (f) develop and field test
telecommunications systems for advanced energy management and
other utility applications.
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. These development activities include domestic and
international opportunities.
During the quarter, Enterprises expended $4,548,511 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
recorded a credit of $3,400,634 (includes a reversal of
$6,109,919 in expenses accrued in December 1996 related to
Entergy's acquisition of London Electricity) for preliminary
development activities associated with potential investments that
would qualify as "foreign utility companies" under Section 33 of
the Act. Enterprises also expended $131,632 for preliminary
development activities associated with potential investments that
would qualify as "nonutility business." Finally, Enterprises
expended $522 and $167,461 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 Power Marketing Corp.,
Entergy Power Edesur Holding Ltd., Entergy S.A., Entergy
Integrated Solutions, Inc. (EIS), Entergy Technology Holding
Company (ETHC), Entergy Power Development Corporation, Entergy
Power Development International Corporation, Entergy Pakistan,
Ltd., EP Edegel, Inc., Entergy Power CBA Holding Ltd.,(formally
Entergy Power Holding I, Ltd.), Entergy Operations Services Inc.,
Entergy Power Operations Corp., Entergy Richmond Power
Corporation and Entergy Nuclear, Inc. (ENI). Enterprises
charged these companies for costs incurred plus an indirect
loading based upon current month Enterprises administrative
charges. In regard to EPI ($183,177), 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
Power Marketing Corp.($1,192,752) these services included
marketing of energy to utilities at wholesale, preparation of
contracts and regulatory filings and procurement of transmission
services. In regard to EIS ($370,322), Entergy Power Edesur
Holding Ltd. ($451,849), ETHC ($719,845), Entergy Power
Development Corp. ($4,909,645), Entergy Power Development
International Corp. (a credit of $5,270,487, which includes a
reversal of $6,109,919 in expenses accrued in December 1996 as
indicated above), Entergy Pakistan Ltd. ($27,828), EP Edegel,
Inc. ($284,358), Entergy Power CBA Holding Ltd. ($15,180),
Entergy Operations Services Inc. ($179,206), Entergy Power
Operations Corp. ($399,915), Entergy Richmond Power Corp.
($10,432) and Entergy Nuclear, Inc. ($614,982), 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 $12,769 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 previously reported, 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
CCLM during the three-month period ending March 31, 1997,
were $ 522 (consisting solely of costs incurred in removing
equipment installed to field test CCLM).
VI. Formation and Capitalization of O&M Subsidiaries.
During the quarter, Entergy made a capital contribution to
Enterprises in the amount of $3,000,000. Enterprises used the
funds derived from such capital contribution to acquire 3,000
shares of common stock of Entergy Nuclear, Inc., a Delaware
Corporation, for a total purchase price of $3,000,000.
VI. Nature and Extent of O&M Services Provided.
During the quarter, Enterprises' wholly owned subsidiary,
Entergy Nuclear, Inc. (ENI), provided nuclear O&M services to
Maine Yankee Atomic Power Company that included (i)assisting
Maine Yankee in preparing it's response to the NRC's Independent
Safety Assessment; (ii) assisting Maine Yankee in preparing for
it's INPO evaluation and reaccreditation reviews with respect to
the plant; (iii) supporting, planning, scheduling and
implementing the 1997 refueling outage; and (iv) other similar
projects related to the Maine Yankee Plant operations that were
assigned by the Maine Yankee Board. ENI was paid a fixed monthly
fee for providing these services and was reimbursed its actual
expenses for labor and related charges at cost for the services
provided. The total charges to Maine Yankee for services in the
first quarter were $1,142,686, consisting of a market based fee
and reimbursable expenses.
In addition, during the quarter, Enterprises' wholly owned
subsidiary, Entergy Operations Services, Inc. (EOSI), provided
professional advice and technical expertise to the City of Austin
(the "City") concerning the management and operation of certain
coal generating units (at the Fayette Power Project) and nuclear
power generating units (at the South Texas Project) that are
partially owned by the City. Such services principally involved
review and evaluation of the performance of the subject power
plants to assist the City in performing oversight with respect to
its ownership interest. Total charges for services rendered by
EOSI to the City during this period were $15,890. This amount
was billed at market prices in accordance with a price schedule
that was the result of competitive bidding.
ENI and EOSI were organized as O&M subsidiaries pursuant to
the Commission's order dated June 30, 1995 in File No. 70-8105.
During the quarter, $73,483 was billed to Liberty Power by
Entergy Power Operations Pakistan, LDC. for providing technical
expertise and construction oversite services; such charges to
Liberty Power are market based.
Entergy and Enterprises represent that no Excepted Company
has subsidized the operations of Enterprises or any O&M
Subsidiary, and that the rendering of O&M Services by O&M
Subsidiaries is in compliance with the applicable rules,
regulations and orders of the Commission and has not adversely
affected the services provided by any Excepted Company to its
customers.
VII. Financing, Amortization and Financial Statements
During the three months ended March 31, 1997:
A. Enterprises incurred amortization expenses relating to
the organization of EIS in the amount of $6,307.
B. Enterprises' unaudited unconsolidated Balance Sheet and
unconsolidated Income Statement for the twelve month period ended
March 31, 1997 are included as Exhibit 1.
IN WITNESS WHEREOF, the undersigned companies have caused
this certificate to be executed on this 15th day of May, 1997.
ENTERGY CORPORATION
By: /s/ William J. Regan
---------------------------------
William J. Regan
Vice President & Treasurer
ENTERGY ENTERPRISES, INC.
By: /s/ Robert A. Keegan
----------------------------------
Robert A. Keegan
Vice President and General Manager
_________________________________________________________________
1 The Excluded Companies are Entergy's retail operating
companies (Entergy Arkansas Inc., Entergy Louisiana Inc., Entergy
Mississippi Inc., Entergy New Orleans Inc. and Entergy Gulf
States Inc.), 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>
ENTERGY ENTERPRISES, INC.
UNCONSOLIDATED BALANCE SHEET
AS OF MARCH 31, 1997
(UNAUDITED)
ASSETS
PROPERTY
Furniture and Equipment $ 4,473,683.36
Intangible Assets 18,067.96
----------------
Total Property 4,491,751.32
----------------
INVESTMENTS
Investment in FPN 0.00
Investment in Entergy EIS, Inc. 72,403,088.03
Investment in EOSI 2,718,266.09
Investment in ENI 3,187,439.88
Active Development 27,109.78
----------------
78,335,903.78
----------------
CURRENT & ACCRUED ASSETS
Cash 3,349,360.40
Working Funds/Travel Advances 259,390.12
Special Deposits 142,570.39
Temporary Cash Investments 1,246,709.95
Accounts Receivable 19,552.17
Accounts Receivable - Associated Companies 14,073,060.22
Accounts Receivable - Customer Service 1,581.79
----------------
Total Current and Accrued Assets 19,092,225.04
----------------
DEFERRED DEBITS
Accumulated Deferred Income Tax-Fed & State 9,093,501.56
Miscellaneous Deferred Debits (1,902,226.29)
----------------
Total Deferred Debits 7,191,275.27
----------------
Total Assets $ 109,111,155.41
================
These are interim financial statements prepared without notes.
<PAGE>
ENTERGY ENTERPRISES, INC.
UNCONSOLIDATED BALANCE SHEET
AS OF MARCH 31, 1997
(UNAUDITED)
CAPITAL
Common Stock $57,400,000.00
Miscellaneous Paid-in Capital 155,000,000.00
Retained Earnings (115,700,553.29)
----------------
Total Capital 96,699,446.71
----------------
LIABILITIES
CURRENT & ACCRUED LIABILITIES
Accounts Payable 991,444.46
Accounts Payable to Associated Companies 2,275,373.31
Taxes Accrued (102,919.07)
Tax Collections Payable 364,748.67
Miscellaneous Current & Accrued Liabilities 4,155,604.25
----------------
Total Current & Accrued Liabilities 7,684,251.62
----------------
LONG TERM LIABILITIES
Notes Payable - Entergy Corp. 500,000.00
Accum. Misc. Operating Provision 1,000,000.00
----------------
Total Current & Accrued Liabilities 1,500,000.00
----------------
DEFERRED CREDITS
Other Deferred Credits 3,227,457.08
----------------
Total Deferred Credits 3,227,457.08
----------------
Total Liabilities 12,411,708.70
----------------
Total Capital & Liabilities $ 109,111,155.41
================
These are interim financial statements prepared without notes.
<PAGE>
ENTERGY ENTERPRISES, INC.
UNCONSOLIDATED INCOME STATEMENT
THREE MONTHS ENDED MARCH 31,1997
(UNAUDITED)
REVENUE
Services Rendered Non-Associates $ 12,769.40
Services Rendered Associates 10,696,270.05
Equity in Earnings of Subsidiaries (5,140,093.85)
Interest Income 32,348.29
Dividend Income 2,069.79
----------------
Total Revenue 5,603,363.68
----------------
EXPENSES
Salaries, Wages and Benefits 6,047,493.88
Outside Services 4,107,187.27
Selling and Marketing Expenses 837,173.77
Rent 702,490.47
Administrative and General 2,515,804.32
Active Development Credit (1,643,991.00)
Insurance 4,393.00
----------------
Total Administrative and General Expense 12,570,551.71
Taxes Other Than Income 83,678.75
Depreciation and Amortization 380,245.64
Amortization of EIS Organization Costs 6,306.81
Miscellaneous Expenses 29,754.94
----------------
Total Expenses 13,070,537.85
----------------
Income (Loss) Before Income Taxes (7,467,174.17)
Income Taxes - Federal (818,328.97)
Income Taxes - State (Benefit) (58,983.86)
Provision for Deferred Income Taxes - Federal (15,538.82)
Provision for Deferred Income Taxes - State (3,086.40)
----------------
Net Income (Loss) (6,571,236.12)
================
These are interim financial statements prepared without notes.
