ENTERGY CORP /DE/
35-CERT, 1997-02-18
ELECTRIC SERVICES
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                    UNITED STATES OF AMERICA
          BEFORE THE SECURITIES AND EXCHANGE COMMISSION
                        WASHINGTON, D.C.




In the Matter of                             .
                                             .
Entergy Corporation                          .
Entergy Enterprises, Inc.                    .
Entergy Integrated Solutions, Inc.           .
(formerly Entergy Systems and Service, Inc.  .
and prior thereto Systems and                .
Service U.S.A., Inc.)                        .    CERTIFICATE PURSUANT
                                             .    TO RULE 24
     File No. 70-7947                        .
     File No. 70-8509                        .
                                             .
(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, modified by the application(s)-

declaration(s)  in  the above referenced files  and  the  related

orders  dated  December 28, 1992 and July 27, 1995 (collectively,

the  "Orders"), this is to certify that the following  paragraphs

report  transactions carried out by Entergy Integrated Solutions,

Inc. (EIS)<FN1> during the three (3)  months  ended September 30, 

1996 pursuant to  the  authorization of  the SEC and provide such  

other  information  as  is  required to be reported in accordance 

with the provisions of the Orders.

I.   Development of Energy Efficiency Technology and
Manufacturing Processes of Systems & Service International,
Inc. (SASI)


      During  the  third  quarter of 1996, SASI  failed  to  make

additional progress in lowering overall production costs.   Given

anticipated  production  levels and the cost  reduction  measures

previously implemented by SASI, EIS does not anticipate that  any

additional significant cost reductions will be achieved  by  SASI

in the foreseeable future.



II.  Use of SASI's Products Within the BASE Region

      EIS  has  utilized  the Monitor and the Ballast  in  energy

service  applications in the "Base Region."  The following  is  a

summary  which indicates such installations and projected  energy

conservation which will result in savings of generating capacity.


          Number of             Annual Projected Savings
        Installations               kW          kWh
                                             
              25                  156.68     669,884.37


III. Summary of Total Assets and Revenues of EIS By Type of

Activity



               Energy Management                Funding of other
                     & DSM         Consulting      Contractors
                                                     
Total Assets *  $89,210,193.03                                   
Total Revenues   $7,002,041.00                                    

*  Excludes assets that are not appropriately allocated to any

specific business activity, but which support EIS's general

business operations.



IV.  Summary of Total Assets and Revenues of EIS By Geographic

Region


                                     U.S. (excluding        World
                    Base Region        Base Region)    (excluding U.S.)
Total Assets **    $22,652,755.09     $40,988,091.28     
Total Revenues      $2,362,612.45      $4,639,428.55     


**  Excludes assets that are not dedicated to EIS's business

activities in any specific geographic region.



V.   Financial Statements

      EIS's  unaudited Balance Sheets, as of September 30,  1996,

and as of the reporting date, respectively, and Income Statements

for  the  three month periods ending September 30, 1996, and  for

the calendar year to date, respectively, are attached hereto.


<PAGE>

     IN WITNESS WHEREOF, the undersigned companies have caused

this certificate to be executed this 18th day of February, 1997.


                              Entergy Corporation


                              By:  /s/ Michael G. Thompson
                                   Michael G. Thompson
                                   Senior Vice President,
                                   General Counsel and Secretary


                              Entergy Enterprises, Inc.


                              By:  /s/ Michael G. Thompson
                                   Michael G. Thompson
                                   Senior Vice President -
                                   Law and Secretary


                              Entergy Integrated Solutions, Inc.


                              By:  /s/ Michael G. Thompson
                                   Michael G. Thompson
                                   Vice President and Secretary

_______________________________
<FN1>  By amendment to its Certificate of Incorporation, Entergy
       Systems and Service, Inc. changed its name to "Entergy Integrated
       Solutions, Inc.", effective May 7, 1996


Entergy Systems and Service, Inc.                                            
Statement of Operations                                                      
Quarter Ended September 30, 1996                                             
(Unaudited)                                                                  
                                                                             
Revenue                                                   $      7,002,041.00
                                                                             
Operating Expense                                                7,751,964.00
                                                          -------------------
Gross Margin                                                      (749,923.00)
                                                                             
Selling Expense                                                  3,734,542.00
Marketing                                                          471,591.00
Administrative & General Expense                                 4,596,862.00
Other Expense/Income                                             1,734,259.00
                                                          -------------------
Net Operating Profit (Loss) Before Taxes                       (11,287,177.00)
                                                                             
Income taxes                                                    (3,843,269.00)
                                                          -------------------
Net Profit (Loss)                                         $     (7,443,908.00)
                                                          ===================
                                                                             

<PAGE>

Entergy Systems and Service, Inc.                                            
Balance Sheet                                                                
September 30, 1996                                                           
(Unaudited)                                                                  
                                                                             
ASSETS                                                                       
                                                                             
Current assets:                                                              
   Cash and cash equivalents                              $     29,663,710.84
   Accounts receivable                                           1,932,057.78
   Other current assets                                            210,702.01
                                                          -------------------
      Total current assets                                      31,806,470.63
                                                          -------------------
Investments:                                                                 
   Investment in SASI, Inc.                                         -
   Note receivable - SASI, Inc.                                  2,430,000.00
   HES service contracts, net                                    3,382,280.44
                                                          -------------------
      Total investments                                          5,812,280.44
                                                          -------------------
Fixed Assets:                                                                
   Furniture and equipment, net                                 11,133,011.02
   Intangible assets, net                                          403,651.10
   Equipment inventory held for installation                    25,569,346.66
   Installations in process                                      6,224,863.96
   Installed equipment                                          52,101,644.19
                                                          -------------------
      Total fixed assets                                        95,432,516.93
                                                          -------------------
Deferred Debits:                                                             
   Miscellaneous deferred debits                                 9,368,526.53
   SASI technology                                               8,626,816.55
   Deferred income taxes                                         4,392,291.10
   Other assets, net                                             2,463,505.36
                                                          -------------------
      Total deferred debits                                     24,851,139.54
                                                          -------------------
      TOTAL ASSETS                                        $    157,902,407.54
                                                          ===================

<PAGE>

Entergy Systems and Service, Inc.                                            
Balance Sheet                                                                
September 30, 1996                                                           
(Unaudited)                                                                  
                                                                             
LIABILITIES AND CAPITAL                                                      
                                                                             
Current & accrued liabilities:                                               
   Accounts payable                                       $        367,124.92
   Accrued liabilities                                           5,571,808.98
   Current portion of capital lease obligations                    116,521.40
                                                          -------------------
      Total current & accrued liabilities                        6,055,455.30
                                                          -------------------
Long-term liabilities:                                                       
   Note payable - Entergy Corp.                                     -
   Capital lease obligations                                       103,168.66
   Other long-term liabilities                                   6,386,586.00
                                                          -------------------
      Total long-term liabilities                                6,489,754.66
                                                          -------------------
Deferred Credits:                                                            
   Service contract revenue                                     49,909,096.50
                                                          -------------------
      Total deferred credits                                    49,909,096.50
                                                          -------------------
Capital:                                                                     
   Common stock, no par value, 50,000 shares authorized,                     
   13,500 shares issued and outstanding                         13,500,000.00
   Paid in capital                                             150,000,000.00
   Accumulated deficit                                         (68,051,898.92)
                                                          -------------------
      Total capital                                             95,448,101.08
                                                          -------------------
      Total liabilities and capital                       $    157,902,407.54
                                                          ===================

<PAGE>

Entergy Systems and Service, Inc.                                            
Total Assets & Revenues by Activity                                          
September 30, 1996                                                           
(Unaudited)                                                                  
                                                                             
                                                                             
                                                                             
Assets by Activity:                                                          
  Energy Management & DSM Services                        $     89,210,193.03
                                                          ===================
                                                                             
                                                                             
Revenues by Activity:                                                        
  Energy Management & DSM Services                        $      7,002,041.00
                                                          ===================
                                                                             

<PAGE>

Entergy Systems and Service, Inc.                                            
Total Assets & Revenues by Geographic Region
September 30, 1996                                                           
(Unaudited)                                                                  
                                                                             
                                                                             
                                                                             
Assets by Region:                                                            
  Inside Base Region                                      $     22,652,755.09
                                                                             
  Outside Base Region                                           40,988,091.28
                                                          -------------------
    Total Assets                                                63,640,846.37
                                                          ===================
                                                                             
                                                                             
Revenues by Region:                                                          
  Inside Base Region                                      $      2,362,612.45
  Outside Base Region                                            4,639,428.55
                                                          -------------------
    Total Revenues                                               7,002,041.00
                                                          ===================
                                                                             
                                                                             
                                                                             
                                                                             



Entergy Systems and Service, Inc.                                              
Statement of Operations                                                        
Year-to-Date December 31, 1996                                               
(Unaudited)                                                                    
                                                                               
Revenue                                                     $     26,848,824.00
                                                                               
Operating Expense                                                 27,412,886.00
                                                            -------------------
Gross Margin                                                        (564,062.00)
                                                                               
Selling Expense                                                   15,593,270.00
Marketing                                                          2,715,863.00
Administrative & General Expense                                  17,605,231.00
Other Expense/Income                                               9,025,158.00
Restructuring Expenses                                            14,678,878.00
                                                            -------------------
Net Operating Profit (Loss) Before Taxes                         (60,182,462.00)
                                                                               
Income taxes                                                     (21,005,895.00)
                                                            -------------------
Net Profit (Loss)                                           $    (39,176,567.00)
                                                            ===================
                                                                               

<PAGE>

Entergy Systems and Service, Inc.                                              
Balance Sheet                                                                  
December 31, 1996                                                              
(Unaudited)                                                                    
                                                                               
ASSETS                                                                         
                                                                               
Current assets:                                                                
   Cash and cash equivalents                                $     16,183,050.62
   Accounts receivable                                             2,946,133.16
   Other current assets                                              165,794.73
                                                            -------------------
      Total current assets                                        19,294,978.51
                                                            -------------------
Investments:                                                                   
   Investment in SASI, Inc.                                           -
   Note receivable - SASI, Inc.                                    2,430,000.00
   HES service contracts, net                                      2,726,102.33
                                                            -------------------
      Total investments                                            5,156,102.33
                                                            -------------------
Fixed Assets:                                                                  
   Furniture and equipment, net                                   11,171,644.00
   Intangible assets, net                                            310,500.85
   Equipment inventory held for installation                      23,667,752.05
   Installations in process                                        6,749,751.45
   Installed equipment                                            54,812,970.14
                                                            -------------------
      Total fixed assets                                          96,712,618.49
                                                            -------------------
Deferred Debits:                                                               
   Miscellaneous deferred debits                                   9,238,003.39
   SASI technology                                                    -
   Deferred income taxes                                           9,099,544.66
   Other assets, net                                               2,299,692.54
                                                            -------------------
      Total deferred debits                                       20,637,240.59
                                                            -------------------
      TOTAL ASSETS                                          $    141,800,939.92
                                                            ===================


<PAGE>

Entergy Systems and Service, Inc.                                              
Balance Sheet                                                                  
December 31, 1996                                                              
(Unaudited)                                                                    
                                                                               
LIABILITIES AND CAPITAL                                                        
                                                                               
Current & accrued liabilities:                                                 
   Accounts payable                                         $      1,048,152.82
   Accrued liabilities                                            10,591,174.34
   Current portion of capital lease obligations                      107,298.23
                                                            -------------------
      Total current & accrued liabilities                         11,746,625.39
                                                            -------------------
Long-term liabilities:                                                         
   Note payable - Entergy Corp.                                       -
   Capital lease obligations                                          83,214.84
   Other long-term liabilities                                     6,200,367.00
                                                            -------------------
      Total long-term liabilities                                  6,283,581.84
                                                            -------------------
Deferred Credits:                                                              
   Service contract revenue                                       46,151,364.94
                                                            -------------------
      Total deferred credits                                      46,151,364.94
                                                            -------------------
Capital:                                                                       
   Common stock, no par value, 50,000 shares authorized,                       
   13,500 shares issued and outstanding                           13,500,000.00
   Paid in capital                                               150,000,000.00
   Accumulated deficit                                           (85,880,632.25)
                                                            -------------------
      Total capital                                               77,619,367.75
                                                            -------------------
      Total liabilities and capital                         $    141,800,939.92
                                                            ===================
                                                                               
                                                                               
                                                                               




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