File No. 70-8863
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM U-1
______________________________________________
AMENDMENT NO. 4
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
Parkwood 2 Building, Suite 325
10055 Grogans Mill Road
The Woodlands, TX 77380
Name of Top Registered Holding Company Parent of Appli
cant/Declarant:
ENTERGY CORPORATION
Name and Address of Agent for Service:
Christopher J. Bernard, Esq. Laurence M. Hamric
General Counsel General Attorney -- Corporate
Entergy Power Marketing Corp. and Securities
Parkwood 2 Building, Suite 325 Entergy Services, Inc.
10055 Grogans Mill Road 639 Loyola Avenue
The Woodlands, TX 77380 New Orleans, Louisiana 70113
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
1440 New York Avenue, N.W.
Washington, D.C. 20005
<PAGE>
ITEM 1: DESCRIPTION OF PROPOSED TRANSACTION
A. Introduction
Applicant/Declarant Entergy Power Marketing
Corporation ("EPMC"), a Delaware corporation, is a wholly-
owned subsidiary of Entergy Corporation ("Entergy"), a
registered public utility holding company as defined in
the Public Utility Holding Company Act of 1935 ("PUHCA").
EPMC hereby seeks authority, to the extent required, to
engage in a variety of power brokering and marketing
transactions, including traditional wholesale bulk power
transactions as well as the provision of innovative value-
added financial products and services designed to meet
the evolving needs of customers in competitive markets.
In addition, Entergy seeks authorization, to the extent
necessary, for its investment in EPMC and to provide
credit support, in the form of guarantees, for certain of
EPMC's proposed transactions.
B. Background
Entergy directly owns 100 percent of the common
stock of the following electric utilities, which operate
in the states of Arkansas, Louisiana, Mississippi, and
Texas: Entergy Arkansas, Inc., Entergy Gulf States,
Inc., Entergy Louisiana, Inc., Entergy Mississippi, Inc.,
and Entergy New Orleans, Inc.
Other Entergy subsidiaries include: Entergy
Services, Inc. ("ESI"), a mutual service company that
provides financial, technical, administrative, corporate,
and other support services; System Energy Resources,
Inc., a corporation established to own the Grand Gulf
nuclear station; Entergy Operations, Inc., a corporation
established to operate the Entergy nuclear-fueled
electric generating units; System Fuels, Inc., a fuel
acquisition corporation; Entergy Power Development
Corporation, a corporation formed to hold certain Entergy
interests in non-utility generating facilities and
related ventures in the United States and overseas;
Entergy Power Development International Corporation, a
corporation owning a foreign utility company located in
Melbourne, Australia; Entergy Power Inc., a corporation
owning generating resources from which wholesale sales
are made to non-affiliated entities at market-based
rates; Entergy Enterprises, Inc. ("EEI"), a corporation
organized to market the expertise and capabilities of the
Entergy utility system to nonassociates and to investi
gate and develop investment opportunities in power-
related areas; and several exempt wholesale generators
and foreign utility companies in accordance with the
requirements of Sections 32 and 33, respectively, of
PUHCA.
C. Proposed Transactions
EPMC proposes to engage in a variety of power
brokering and marketing transactions, including
traditional wholesale bulk power transactions as well as
the provision of innovative value-added financial prod
ucts and services designed to meet the evolving needs of
customers in competitive markets. Like Energy Alliance
Partnership, a Consolidated Natural Gas Co. subsidiary
the Commission recently allowed to engage in power market
ing and brokering activities, EPMC will
provide choices to major customers with respect to
the purchase, sale, borrowing and lending of
electricity, natural gas and other fuels, and the
management of their operations. In connection with
these activities, [EPMC] will purchase, sell,
supply, market, broker, or otherwise trade electrici
ty, gas or other fuels,<FN1> provide electricity or fuel
management services, and engage in activities or
perform services, related to the foregoing.
Consolidated Natural Gas Company, Release No. 35-26512;
70-8631 (April 30, 1996), slip op. at 3 ("CNG"). In
addition, EPMC will
provide instantaneous supply and sales options to
electric generators; ... help customers manage price
changes in electricity and fuel relative to time and
location; and assist electric utilities and
nonutility generators by managing fuel supply and
transportation contracts, banking electricity until
needed and providing price and delivery flexibility.
Id. at 3 n.10.<FN2>
EPMC's activities will include traditional
power marketing and brokering activities. Traditional
power marketing transactions typically will involve the
purchase of electricity from and the sale of electricity
to utilities, non-utility generators and other power
marketers. In connection with such purchases and sales,
EPMC anticipates that it may arrange for transmission
capacity and services necessary to effectuate its sales
of electricity. EPMC also anticipates that it may engage
in fuel delivery, or fuel conversion, activities, whereby
EPMC would deliver fuel supplies to a utility or non-
utility generator for the conversion of such fuel into
electric energy which then would be delivered to EPMC for
resale. See Northeast Utilities Service Co., 60 SEC
Docket 93 (1995) (authorizing subsidiary of registered
holding company to engage in traditional power marketing
and "fuel-for energy" transactions). With respect to
traditional power brokering activities, EPMC will act as
an agent or broker for utilities, non-utility generators
and other power marketers, to effectuate such parties'
sales and purchases of electric energy at wholesale. See
id. (authorizing subsidiary of registered holding company
to engage in such brokering activities).
EPMC also intends to play a role in the
increasingly competitive and integrated energy market
described by the Commission in CNG. As the Commission
noted, "[i]t appears that the restructuring of the
electric industry now underway will dramatically affect
all United States energy markets as a result of the
growing interdependence of natural gas transmission and
electric generation, and the interchangability of
different forms of energy, particularly gas and
electricity." CNG, slip op. at 11. Thus, like other
power marketers, EPMC plans to deal in risk management
transactions, including swaps, options and futures
contracts that will assist its customers in hedging
against adverse price impacts. See id. at 6-7. Like
Energy Alliance Partnership, the Consolidated Natural Gas
Co. subsidiary, EPMC "will employ risk-reduction measures
to limit potential losses that could be incurred through
its activities. Through market hedging techniques,
matching of obligations to market prices, contractual
limitation of damages and volume limitations, and
relatively short-term contracts, [EPMC] will seek to
minimize the financial exposure of [Entergy] through its
guarantees. ... [EPMC] will not engage in speculative
trading in the energy market ... [and] will use market
hedging measures solely to minimize risk, and will limit
hedging activity to no more than the total amount of
commodities of [EPMC] that are subject to market price
fluctuation." Id. at 7. EPMC plans to offer flexible
and competitively packaged energy services, and to
provide its customers alternatives with respect to the
purchase, sale, borrowing and lending of electricity,
natural gas and other fuels.
The Commission recently has permitted SEI
Holdings, Inc. ("Holding"), a wholly-owned non-utility
subsidiary of the Southern Company to engage in similar
activities. See SEI Holdings, Inc., 62 SEC Docket 2493,
Rel. No. 35-26581 (1996). Thus, EPMC requests that it be
permitted to engage in the same activities authorized in
SEI Holdings, Inc. Such activities include:
(i) electric power and/or fuel
arbitrage transactions, which consist
of simple exchange of fuel for
electric power; (ii) dispatch control
of energy assets, which involves an
exchange of fixed-price electric
power for dispatch control of
electric power generation facilities;
(iii) sales of options on capacity or
energy; and (iv) national energy
supply agreements, which involve
retail sales to large energy
consumers, having facilities in many
different locations, that wish to
obtain all of their energy needs from
one supplier to achieve volume
discounts and eliminate the high cost
of separate procurement programs.
SEI Holding, Inc. (footnotes omitted). The activities in
which EPMC, like Holdings, intends to engage also
include:
tak[ing] appropriate measures in
the normal course of [EPMC's]
business to mitigate the risks
associated with electric power and
fuel purchase or sales contracts.
Such measures may include matches
between long-term firm or variable
price electric power sales contracts
and long-term firm or variable price
fuel purchase contracts. [EPMC] also
may hedge fuel price risk through the
purchase of fuel or fuel reserves or
options on fuel reserves. In
addition, [EPMC] may purchase or sell
commodity-based derivative
instruments, such as electricity or
gas futures contracts and options on
electricity or gas futures, similar
to those traded on the New York
Mercantile Exchange, and gas and oil
price swap agreements and other,
primarily commodity-based derivative
instruments. [EPMC] may also offset
price risk exposure under a purchase
or sales contract through an opposite
position to that purchase or sale.
Similarly, in a portfolio of purchase
and sales contracts, risk also could
be limited through an appropriate mix
of long-term and short-term con
tracts, and diversification of the
mix of customers and suppliers
regionally and across industry lines.
Id. As explained in SEI Holdings, Inc., EPMC "will seek
to manage a 'book' of various energy contracts involving
purchases, sales and trades of electricity and other
energy commodities. [EPMC] will seek to hedge the risks
associated with these contracts through a combination of
physical assets, balanced physical purchases and sales,
purchases and sales on futures markets, or other
derivative risk management tools." Id.
Like Energy Alliance Partnership, EPMC intends
to engage in the above-described energy transactions,
including the provision of brokering services to its
associate companies. See CNG at 4. With respect to
transactions with associate companies, EPMC will comply
with the applicable requirements of Section 13 of PUHCA
and with Federal Energy Regulatory Commission ("FERC")
standards. Moreover, without additional approval of the
FERC, EPMC will not sell electricity to the Entergy
operating companies. See SEI Holdings, Inc. In addi
tion, EPMC will enter into a service contract with
EEI,whereby EEI will provide EPMC with administrative
services, including maintaining books and records and
preparing corporate filings. In accordance with PUHCA,
and unless and until the Commission approves two
settlement agreements entered into in 1992 by Entergy and
its state regulators,<FN3> any service contracts between EPMC
and EEI will provide for services to be rendered on a
basis consistent with Section 13 and FERC requirements.
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.
EPMC has received an order from FERC
determining that it is an exempt wholesale generator
("EWG") in accordance with the requirements of Section 32
of PUHCA. In accordance with Section 32, Entergy was
free to invest in EPMC without prior Commission approval,
provided that Entergy's investment complied with the
requirements of PUHCA and the Commission's rules
implementing PUHCA, in particular Section 32 of PUHCA and
Rule 53. Entergy did so comply. However, due to
uncertainty surrounding the requirement that exempt
wholesale generators be engaged solely and exclusively in
the business of owning and/or operating eligible facili
ties and selling electric energy at wholesale, EPMC has
notified the FERC that EPMC no longer seeks to maintain
its status as an EWG and therefore surrenders its EWG
status. 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"
requirement. 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)). A copy of the notice is filed as
part of this fourth amendment to this Application. Since
EPMC has surrendered its EWG status, EPMC is not a public-
utility company. EPMC will neither own nor operate any
facilities used for the generation, transmission or
distribution of electric energy for sale nor own or
operate any facilities used for the distribution at
retail of natural or manufactures gas for heat, light or
power. Nor will EPMC own any public utility company.
In light of the foregoing, Entergy and EPMC
seek Commission approval for the financing of EPMC's
proposed activities. In addition, Entergy seeks
Commission approval to serve as a guarantor for certain
of EPMC's power marketing activities. Specifically,
Entergy will hold 100% of the authorized and issued
common stock of EPMC. Entergy requests authority to
capitalize EPMC in an amount up to $20 million. At this
time, Entergy has committed $5 million towards EPMC's
capitalization, but requests authority for such
additional capitalization in light of the developing
nature of the power marketing industry. Entergy's
investment will constitute EPMC's total capitalization.
In addition, certain transactions in which EPMC proposes
to engage require that EPMC's participation be
guaranteed. Accordingly, EPMC and Entergy request that
Entergy be permitted to provide up to $150 million in
credit support, i.e., guarantees or other similar
commitments, to EPMC. At this time, Entergy has
committed $50 million in credit support to EPMC. Entergy
requests the additional authorization because, as noted
in CNG, with respect to energy marketing companies,
"parent companies often guarantee their [subsidiary
marketing company's] contractual obligations to provide
financial stability and to enable them to compete
effectively." CNG at 6 n.20. Both Entergy's proposed
investment and credit support are de minimis in relation
to Entergy's consolidated assets, as of December 31,
1995, of approximately $22.5 billion.
As noted above, Entergy has committed $5
million towards EPMC's capitalization. At this point,
Entergy has provided EPMC with approximately $2.5 million
of the total $5 million that has been committed. Entergy
provided EPMC with the $2.5 million as a cash
contribution. As also noted above, Entergy, like CNG,
requests authority to provide EPMC with up to $150
million in credit support. This credit support, which
will be in the form of guarantees or other similar commit
ments, will be used by EPMC when setting up brokerage
accounts and also will guarantee EPMC's physical
marketing and brokering activities.
D. Discussion
EPMC's participation in the marketing and
brokering activities discussed above may be construed as
the acquisition of an interest in a business pursuant to
Section 9(a) of PUHCA, and, therefore, be subject to
Commission approval pursuant to Section 10 of PUHCA.
Section 10 requires that the Commission approve an
acquisition of an interest in a business only if such
acquisition complies with Section 11 of PUHCA. Section
11, in turn, requires that the operations of a registered
holding company system be limited to a single integrated
public utility system and to such other businesses as are
reasonably incidental or economically necessary or
appropriate to the operations of such integrated public
utility system. Pursuant to Section 11(b), the Commis
sion also may permit, as reasonably incidental or economi
cally necessary or appropriate to the operations of one
or more integrated public utility systems, the retention
of an interest in any business which the Commission finds
necessary or appropriate in the public interest or for
the protection of investors or consumers and not
detrimental to the proper functioning of such public
utility system.
The activities, discussed above, in which EPMC
plans to engage as a power marketer and broker satisfy
the standards of Section 11. EPMC's proposed
transactions are reasonably incidental and economically
necessary and appropriate to the operations of Entergy's
integrated public utility system and are in the public
interest. Moreover, allowing EPMC to engage in the
transactions proposed above is in accord with Commission
precedent and policy.
As noted above, in CNG, the Commission recently
granted an application allowing the subsidiary of a
registered utility holding company to engage in power
marketing and brokering activities similar to EPMC's
proposed transactions. In doing so, the Commission found
that such transactions "would not be 'detrimental to the
carrying out of the provisions of section 11' and so
require an adverse finding under section 10(c)(1)." CNG
at 14. The Commission also
note[d] that the transactions would appear to
be within the plain meaning of the statute,
viz, the proposed brokering and marketing and
related activities are reasonably incidental,
or economically necessary or appropriate on a
finding that they are necessary or appropriate
in the public interest or for the protection of
investors or consumers and not detrimental to
the proper functioning of the [integrated
public-utility] system.
Id. (citation omitted). Similarly, in Northeast
Utilities Service Co., 60 SEC Docket 93 (1995), the Com
mission also allowed a subsidiary of a registered holding
company to engage in power marketing, including fuel
conversion, and power brokering transactions, recognizing
that the proposed marketing and brokering activities
"would not be 'detrimental to the carrying out of the
provisions of section 11.'"
The Commission's recent Notice of Proposed
Rulemaking recognizes that the transactions proposed
herein are economically necessary and appropriate to the
operations of a public utility holding company system
like Entergy and are in the public interest. Exemption
of Acquisition by Registered Public Utility Holding
Companies of Securities of Nonutility Companies Engaged
in Certain Energy-Related and Gas-Related Businesses;
Exemption of Capital Contributions and Advances to Such
Companies, 59 SEC Docket 1490 (1995) (Notice of Proposed
Rulemaking). Recognizing that "the utility industry is
evolving toward a broadly based energy-related business
that is no longer focused solely on the traditional,
regulated, production and distribution functions of a
utility" and that "almost all utilities engage in a
variety of other energy-related activities that involve
applications of resources and capabilities developed in
the conduct of utility operations," the Commission has
proposed a new Rule 58. Id. Proposed Rule 58 would
allow a registered holding company to acquire the
securities of an "energy-related company" without prior
Commission approval. An energy-related company is
defined as a company that derives substantially all of
its revenues from certain categories of activities,
including: the "brokering and marketing of energy
commodities, including, but not limited to electricity or
natural or manufactured gas." Id. Proposed rule 58 also
would remove any geographic limits on such activities.
Id. Thus, through its proposed Rule 58, the Commission
has acknowledged the increasingly competitive and
integrated nature and economic realities of the energy
industry and recognized that in today's energy industry,
power marketing and brokering activities are "closely
related to a [public utility holding company] system's
core utility business." Id. And, as the Commission
stated in CNG, "[t]he participation of registered system
companies in these activities should promote greater
competition and thus further the public interest in a
sound electric and gas utility industry." Id. at 12.
The Commission recently adopted Proposed Rule 58 as a
Final Rule.
Moreover, as required by FERC, EPMC and Entergy
have filed codes of conduct with FERC that will provide
protections for the customers of the Entergy
subsidiaries. See Entergy Services, Inc., 74 FERC
61,137 (1996); Entergy Power Marketing Corp., 75 FERC
61,282 (1996). These codes of conduct, the requirements
of which are mandated by the FERC, have been designed by
the FERC to preclude the possibility of affiliate abuse
between power marketers and their associate utility compa
nies. See id. The codes of conduct provide that without
the additional approval of FERC, EPMC may not sell
electricity to the Entergy operating companies. Id. The
codes also preclude EPMC from obtaining and using non-
public price and customer information available to the
Entergy operating companies regarding wholesale
electricity opportunities. Id. In addition, the codes
require that EPMC will not sell non-power goods or
services to the operating companies at a price above
market value and that EPMC will purchase non-power goods
or services from the Entergy operating companies at a
price equal to the higher of cost or market value. Id.
The FERC-mandated codes of conduct ensure that the
customers of the Entergy operating companies are not
harmed by the activities of EPMC and that no affiliate
abuse results from the relationship of EPMC to the
Entergy operating companies. The Commission has acknowl
edged that these code of conduct provisions serve as safe
guard to "insulate . . . utility customers against the
risks inherent in any commodity marketing business." See
SEI Holdings, Inc.
E. Financial Matters
EPMC is a direct, wholly-owned subsidiary of
Entergy. Entergy will own 100% of the authorized and
issued common stock of EPMC. Entergy requests authority
to capitalize EPMC in an amount up to $20 million. At
this time, Entergy has committed $5 million towards
EPMC's capitalization, but requests authority for such
additional capitalization in light of the developing
nature of the power marketing industry. In addition,
certain transactions in which EPMC proposes to engage
require that EPMC's participation be guaranteed.
Accordingly, EPMC and Entergy request that Entergy be
permitted to provide up to $150 million in credit
support, i.e., guarantees or other similar commitments,
to EPMC. At this time, Entergy has committed $50 million
in credit support to EPMC. As noted above, Entergy's
potential total investment in EPMC and the potential
aggregate amount of Entergy's guarantees of EPMC's
transactions are quite de minimis when compared to
Entergy's total consolidated assets of approximately
$22.5 billion.
F. Reporting Requirements
As the Commission has required of other
applicants seeking authority to engage in power marketing
and brokering activities (see, e.g., American Electric
Power Company, Inc., 62 SEC Docket 2370 (1996)), Entergy
and EPMC hereby agree to comply with the following
reporting requirement: the Applicants will file
quarterly certificates of notification not later than 60
days after the end of the first three calendar quarters
of the fiscal year concerning the activities for which
they hereby seek authority, including: (1) a quarter-end
balance sheet and three-month and twelve-month income and
cash flow statements for EPMC; (2) a listing of any
guarantees or assumptions of liability by Entergy on
behalf of EPMC; and (3) a description of services
obtained by EPMC from associate companies, specifying the
type of service, the number of personnel from each
associate company providing services during the quarter
and the total dollar value of the services.
ITEM 2: FEES, COMMISSIONS AND EXPENSES
A. It is estimated that the fees, commissions or
expenses paid or incurred, directly or indirectly,
in connection with the proposed transaction will not
exceed $30,000, consisting of the $2,000 filing fee
under PUHCA, $10,000 payable to EEI for services,
including regularly employed counsel, on a cost
basis for the preparation of this application-
declaration, $15,000 payable to non-affiliated
professionals, and $3,000 for miscellaneous other
expenses.
B. The fees to be paid to EEI for services, including
regularly employed counsel, on a cost basis for the
preparation of this application-declaration will be,
as discussed above, in connection with a service
agreement between EEI and EPMC for EEI's provision
of administrative services to EPMC.
ITEM 3: APPLICABLE STATUTORY PROVISIONS
A. The following sections of PUHCA are or may be
applicable to the proposed transaction: 6(a), 7, 9(a),
10, 12(b), and 13(b). The following Commission rules may
be applicable to the proposed transaction: 45, 54,
87(b)(1), 90, and 91.
ITEM 4: REGULATORY APPROVAL
A. The FERC has jurisdiction over the rates and charges
EPMC may impose with respect to wholesale power marketing
activities. EPMC filed an application with the FERC for
power marketer status, including authority to sell elec
tricity at market-based rates, which was accepted by the
Commission on February 14, 1996, subject to EPMC's
accepting the conditions set forth in the FERC's order.
EPMC made its compliance filing with the FERC on February
29, 1996. The FERC accepted this compliance filing as
modified on June 13, 1996. Entergy Power Marketing
Corp., 75 FERC 61,282 (1996).
ITEM 5: PROCEDURE
A. It is hereby respectfully requested that the
Commission issue an order with respect to the
transactions proposed herein at the earliest
possible date.
B. Applicant/Declarant respectfully submits that a
recommended decision by a hearing or other
responsible officer of the Commission is not
necessary with respect to the proposed transactions.
The Office of the Division of Investment Management
may assist in the preparation of the Commission's
decision. There should not be any waiting period
between the issuance of the Commission's order and
the date on which it is to become effective.
ITEM 6: EXHIBITS AND FINANCIAL STATEMENTS
The following exhibits and financial statements
are made a part of this statement:
Exhibits
- - Notice to Federal Energy Regulatory Commission of
Subsequent Withdrawal of Exempt Wholesale Generator
Status
ITEM 7: INFORMATION AS TO ENVIRONMENTAL EFFECTS
A. The proposed transactions do not involve major
federal action having a significant effect on the
human environment.
B. No federal agency has prepared or is preparing an
environmental impact statement with respect to the
proposed transactions.
SIGNATURE:
Pursuant to the requirements of the Public Utility
Holding Company Act of 1935, the undersigned company has
duly caused this statement to be signed on its behalf by
the undersigned thereunto duly authorized.
Date:May 30, 1997 Entergy Power Marketing Corp.
/s/ Christopher J. Bernard
By: Christopher J. Bernard
General Counsel
Entergy Corporation
/s/ William J. Regan, Jr.
By: William J. Regan, Jr.
Vice President and Treasurer
<PAGE>
Certificate of Service
I, Michael A. Bardee, certify that copies of
the foregoing Amendment No. 4 were served upon the follow
ing by first-class mail, postage prepaid. Dated at Wash
ington, D.C. this 30th day of May 1997.
/s/ Michael A. Bardee
Michael A. Bardee
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
_______________________________
<FN1> Like Energy Alliance, EPMC anticipates that such
fuels will "include those likely to be involved in
transactions concerning natural gas, such as oil and
other hydrocarbons, wood chips, wastes and other
combustible substances." CNG at 3 n.9.
<FN2> In the future, EPMC may "help electric utilities
find the best way to met Clean Air Act requirements
through a combination of new gas technologies,
emission credits, cross-fuel management and
wholesale electricity purchases and sales." CNG at
3 n.10.
<FN3> Such approvals have been sought in Docket No. 70-
8529, but have not been granted by the Commission.
May 6, 1997
Lois D. Cashell, Secretary
Federal Energy Regulatory Commission
888 First Street, N.E.
Washington, D. C. 20426
RE: Entergy Power Marketing Corp.
Docket No. EG95-87-000
Dear Ms. Cashell:
I am writing to advise the Federal Energy Regulatory
Commission ("Commission") that Entergy Power Marketing Corp.
("EPMC") no longer seeks to maintain its status as an exempt
wholesale generator ("EWG") effective as of March 24, 1997.
EPMC is required by Section 365.8 of the Commission's
regulations to make this notification within 60 days of the
date that its status changed 18 C.F.R. $365.8 (1997).
EPMC applied for and received a determination of EWG status
in Docket No. EG95-87-000. EPMC has determined that it no
longer seeks to maintain its status as an EWG. Accordingly,
EPMC hereby informs the Commission that it has ceased to be
an EWG effective as of March 27, 1997.
Yours truly,
/s/ Michael A. Bardee
Michael A. Bardee
