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
September 30, 1997 by Entergy Enterprises, Inc. (Enterprises)
pursuant to the authorization of the SEC.
Programs Authorized
Pursuant to the Orders, 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 Companies<FN1>), (e)
provide directly, or indirectly through one or more special
purpose subsidiary companies of Entergy Corporation (Entergy) or
Enterprises (O&M Subsidiaries), 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 $129,533 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 $8,109,397 for preliminary development activities
associated with potential investments that would qualify as
"foreign utility companies" under Section 33 of the Act.
Enterprises also expended $1,663,046 for preliminary development
activities associated with potential investments that would
qualify as "nonutility business." Finally, Enterprises recorded
an expenditure of $1,818,457 for preliminary development
activities associated with potential investments in other
domestic energy related businesses.
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 Technology Company (ETC), Entergy Power
Development Corporation, Entergy Power Development International
Corporation, Entergy Pakistan, Ltd., EP Edegel, Inc., Entergy
Power CBA Holding Ltd., Entergy Operations Services Inc., Entergy
Power Operations Corp., Entergy Richmond Power Corporation,
Entergy Power International Holdings Corporation and Entergy
Nuclear, Inc. (ENI). Enterprises charged these companies for
direct costs incurred plus an indirect loading based upon current
month Enterprises administrative charges. In regard to EPI
($336,575), 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.($2,398,993)
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
($641,338), Entergy Power Edesur Holding Ltd. ($135,617), ETHC
($1,128,913), Entergy Technology Company ($1,111,954) Entergy
Power Development Corp. ($10,010,373), Entergy Power Development
International Corp. ($2,605,832), Entergy Pakistan Ltd. ($6,886),
EP Edegel, Inc. ($504,111), Entergy Power CBA Holding Ltd.
($6,493), Entergy Operations Services Inc. ($24,292), Entergy
Power Operations Corp. ($1,625,386), Entergy Richmond Power Corp.
($5,980), Entergy Power International Holdings Corp. ($40,172)
and Entergy Nuclear, Inc. ($238,518), 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 $11,722 for services rendered during this quarter.
IV. 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.
V. Formation and Capitalization of O&M Subsidiaries
During the quarter, no amounts were expended to form or
capitalize any O&M Subsidiaries pursuant to the Commission's
order dated September 30, 1995.
VI. Nature and Extent of O&M Services Provided.
During the quarter, Enterprises' wholly owned subsidiary,
Entergy Nuclear, Inc. (ENI), provided nuclear management services
to Maine Yankee Atomic Power Company. On August 6, 1997, the
board of directors of Maine Yankee announced the permanent
closure of the nuclear plant based on economic concerns and
uncertainty about the operation of the plant. ENI continued to
provide management services under its short-term contract to
prepare for decommissioning. 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 amounts billed for services in the third
quarter were $2,008,311 consisting of a market based fee and
reimbursable expenses. A new contract was signed on November 6,
1997 to extend the agreement to provide management services for
initial decommissioning activities through September 30, 1998.
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 revenue received for services
rendered by EOSI to the City during this period were $15,510.
This amount was billed at market prices.
Also during the quarter, EOSI entered into a contract to
provide professional advice and technical expertise to Global
Utility Institute for the evaluation of Entergy's "Best in Class"
technologies and analysis of transferability to ESKOM, a South
African utility. Such services principally involved the review
of Entergy's "Best in Class" initiatives at White Bluff coal
plant and how they could be transferred to the coal plants that
ESKOM owns and operates in South Africa. Services billed in the
third quarter were $8,481. Services were billed at market
prices.
During the quarter, $1,020,525 was billed to Liberty Power
by Entergy Power Operations Pakistan, LDC for providing technical
expertise and construction oversight services; such charges to
Liberty Power are market based. Additionally, $48,000 was billed
to National Power Supply Co., Ltd. by Entergy Power Operations
Corporation for providing technical expertise and construction
oversight services; such charges to National Power Supply Co.,
Ltd. 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 September 30, 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 nine month period ended
September 30, 1997 are included as Exhibit 1.
<PAGE>
IN WITNESS WHEREOF, the undersigned companies have caused
this certificate to be executed on this 14th day of November,
1997.
ENTERGY CORPORATION
By: /s/ William J. Regan
William J. Regan
Vice President & Treasurer
ENTERGY ENTERPRISES, INC.
By: /s/ Stephen Refsell
Stephen Refsell
Asst. Secretary
_______________________________
<FN1> 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.
ENTERGY ENTERPRISES, INC. Exhibit 1
UNCONSOLIDATED BALANCE SHEET
AS OF SEPTEMBER 30, 1997
(UNAUDITED)
ASSETS
PROPERTY
Furniture and Equipment $ 5,691,477.07
Intangible Assets 5,454.35
------------
Total Property 5,696,931.42
------------
INVESTMENTS
Investment in FPN 0.00
Investment in Entergy IS, Inc. 66,802,562.03
Investment in EOSI 2,511,767.77
Investment in ENI 4,512,855.43
-------------
73,827,185.23
-------------
CURRENT & ACCRUED ASSETS
Cash 2,987,787.39
Working Funds/Travel Advances 432,818.64
Special Deposits 227,870.29
Temporary Cash Investments 3,776,816.48
Accounts Receivable 60,273.42
Accounts Receivable -
Associated Companies 11,624,218.44
Accounts Receivable -
Customer Service 64.54
Accrued Interest 1,750.00
-------------
Total Current and Accrued 19,111,599.20
-------------
Assets
DEFERRED DEBITS
Accumulated Deferred Income Tax- 9,214,169.93
Fed & State
Miscellaneous Deferred Debits (3,776,764.88)
--------------
Total Deferred Debits 5,437,405.05
--------------
Total Assets $ 104,073,120.90
=================
These are interim financial statements prepared without notes.
<PAGE>
ENTERGY ENTERPRISES, INC.
UNCONSOLIDATED BALANCE SHEET
AS OF SEPTEMBER 30, 1997
(UNAUDITED)
CAPITAL
Common Stock $ 57,400,000.00
Miscellaneous Paid-in Capital 153,000,000.00
Retained Earnings (123,824,358.05)
----------------
Total Capital 86,575,641.95
----------------
LIABILITIES
CURRENT & ACCRUED LIABILITIES
Accounts Payable 3,980,720.67
Accounts Payable to
Associated Companies 3,619,858.29
Taxes Accrued (1,930,174.22)
Interest Payable (343,529.51)
Tax Collections Payable 260,803.31
Miscellaneous Current & Accrued
Liabilities 8,783,727.35
--------------
Total Current & Accrued
Liabilities 14,371,405.89
--------------
LONG TERM LIABILITIES
Notes Payable - Entergy Corp. 2,000,000.00
Accum. Misc. Operating Provision 1,000,000.00
--------------
Total Current & Accrued
Liabilities 3,000,000.00
--------------
DEFERRED CREDITS
Other Deferred Credits 126,073.06
--------------
Total Deferred Credits 126,073.06
--------------
Total Liabilities 17,497,478.95
--------------
Total Capital & Liabilities $ 104,073,120.90
=================
These are interim financial statements prepared without notes.
<PAGE>
ENTERGY ENTERPRISES, INC.
UNCONSOLIDATED INCOME STATEMENT
NINE MONTHS ENDED SEPTEMBER 30, 1997
(UNAUDITED)
REVENUE
Services Rendered Non-Associates $ 36,213.80
Services Rendered Associates 33,341,907.26
Equity in Earnings of Subsidiaries (9,621,702.62)
Interest Income 215,819.70
Dividend Income 35,329.60
Miscellaneous Income (279,090.04)
-----------------
Total Revenue 23,728,477.70
----------------
EXPENSES
Salaries, Wages and Benefits 19,004,540.46
Outside Services 11,254,584.55
Selling and Marketing Expenses 3,588,924.76
Rent 2,481,324.91
Administrative and General 7,812,658.78
Active Development Credit (4,166,224.33)
Insurance 4,736.00
--------------
Total Administrative and 39,980,545.13
General Expense
Taxes Other Than Income 223,618.35
Depreciation and Amortization 1,383,488.05
Amortization of EIS Organization Costs 18,920.42
Miscellaneous Expenses 19,734.98
--------------
Total Expenses 41,626,306.93
--------------
Income (Loss) Before Income Taxes (17,897,829.23)
Income Taxes - Federal (2,407,687.50)
Income Taxes - State (Benefit) (478,226.53)
Provision for Deferred Income
Taxes - Federal (116,211.16)
Provision for Deferred Income
Taxes - State (23,082.43)
----------------
Net Income (Loss) (14,872,621.61)
================
These are interim financial statements prepared without notes.
<PAGE>