SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 11-K
(Mark One)
[X] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934 [FEE REQUIRED]
For the Fiscal Year Ended December 31, 1998
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934 [NO FEE REQUIRED]
Commission File Number 2-62223
SAVINGS PLAN OF ENTERGY CORPORATION AND SUBSIDIARIES
(Full title of the plan)
ENTERGY CORPORATION
639 Loyola Avenue
New Orleans, Louisiana 70113
(Issuer and address of principal executive office)
<PAGE>
SAVINGS PLAN OF ENTERGY CORPORATION AND SUBSIDIARIES
Table of Contents
Page
Number
Herein
(a)Financial Statements:
Report of Independent Accountants 2
Statement of Net Assets Available for Benefits
with Fund Information as of December 31, 1998 3
Statement of Net Assets Available for Benefits
with Fund Information as of December 31, 1997 4
Statement of Changes in Net Assets Available for
Benefits with Fund Information for the Year
Ended December 31, 1998 5
Notes to Financial Statements 6
(b)Supplemental Schedules:
Item 27a - Schedule of Assets Held for Investment
Purposes - as of December 31, 1998 19
Item 27d - Schedule of Reportable Transactions
for the Year Ended December 31, 1998 24
Signature 25
(c)Exhibit:
Consent of PricewaterhouseCoopers LLP 26
<PAGE>
REPORT OF INDEPENDENT ACCOUNTANTS
To the Trustee and Participants of the Savings
Plan of Entergy Corporation and Subsidiaries
In our opinion, the accompanying statements of net assets
available for benefits and the related statement of changes in net
assets available for benefits present fairly, in all material respects,
the net assets available for benefits of the Savings Plan of Entergy
Corporation and Subsidiaries (the "Plan") at December 31, 1998 and
1997, and the changes in net assets available for benefits for the year
ended December 31, 1998 in conformity with generally accepted
accounting principles. These financial statements are the
responsibility of the Plan's management; our responsibility is to
express an opinion on these financial statements based on our audits.
We conducted our audits of these statements in accordance with
generally accepted auditing standards which require that we plan and
perform the audit to obtain reasonable assurance about whether the
financial statements are free of material misstatement. An audit
includes examining, on a test basis, evidence supporting the amounts
and disclosures in the financial statements, assessing the accounting
principles used and significant estimates made by management, and
evaluating the overall financial statement presentation. We believe
that our audits provide a reasonable basis for the opinion expressed
above.
Our audits were conducted for the purpose of forming an opinion on
the basic financial statements taken as a whole. The supplemental
schedules of Item 27(a)-Schedule of Assets Held for Investment Purposes
and Item 27(d)-Schedule of Reportable Transactions are presented for
the purpose of additional analysis and are not a required part of the
basic financial statements but are supplementary information required
by the Department of Labor's Rules and Regulations for Reporting and
Disclosure under the Employee Retirement Income Security Act of 1974.
The Fund Information in the statement of net assets available for
benefits and statement of changes in net assets available for benefits
is presented for purposes of additional analysis rather than to present
the net assets available for plan benefits and changes in net assets
available for each fund. These supplemental schedules and Fund
Information are the responsibility of the Plan's management. The
supplemental schedules have been subjected to the auditing procedures
applied in the audits of the basic financial statements and, in our
opinion, are fairly stated in all material respects in relation to the
basic financial statements taken as a whole.
June 23, 1999
<PAGE>
<TABLE>
<CAPTION>
SAVINGS PLAN OF ENTERGY CORPORATION AND SUBSIDIARIES
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS WITH FUND INFORMATION
As of December 31, 1998
PARTICIPANT DIRECTED FUND INFORMATION
Entergy Entergy Equity
Corporation Stable Equity Index Blue Chip
Common Income Balanced Income Trust Growth
Total Stock Fund Fund Fund Fund Fund
<S> <C> <C> <C> <C> <C> <C> <C>
Assets:
Investments:
Cash and temporary cash investments $37,386,017 $90,636 $37,295,381 - - - -
Equity securities:
Entergy Corporation common
stock - 14,018,160 shares 436,315,231 50,617,747 - - - - -
Mutual funds 371,669,596 - - $45,873,503 $125,667,401 - $130,192,719
Common trust funds 94,857,180 - - - - $94,857,180 -
Fixed income securities:
Guaranteed investment contracts 40,763,433 - 40,763,433 - - - -
Synthetic investment contracts 157,866,975 - 157,866,975 - - - -
Loans to participants 28,286,458 - - - - - -
------------------------------------------------------------------------------------------
Total investments 1,167,144,890 50,708,383 235,925,789 45,873,503 125,667,401 94,857,180 130,192,719
Contributions receivable 1,058,728 29,046 175,595 56,667 113,676 128,443 180,855
Investment income receivables and other 55 3 25 - 1 - 12
------------------------------------------------------------------------------------------
Total assets 1,168,203,673 50,737,432 236,101,409 45,930,170 125,781,078 94,985,623 130,373,586
------------------------------------------------------------------------------------------
Net Assets Available for Benefits $1,168,203,673 $50,737,432 $236,101,409 $45,930,170 $125,781,078 $94,985,623 $130,373,586
==========================================================================================
See Notes to Financial Statements.
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
SAVINGS PLAN OF ENTERGY CORPORATION AND SUBSIDIARIES
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS WITH FUND INFORMATION
As of December 31, 1998
NON-PARTICIPANT
DIRECTED FUND
PARTICIPANT DIRECTED FUND INFORMATION INFORMATION
Entergy Employee
New New International Corporation Stock
Horizons Income Stock Participants' Common Ownership
Fund Fund Fund Loans Stock Plan
<S> <C> <C> <C> <C> <C> <C>
Assets:
Investments:
Cash and temporary cash investments - - - - - -
Equity securities:
Entergy Corporation common
stock - 14,018,160 shares - - - - $258,401,194 $127,296,290
Mutual funds $ 53,835,730 $7,654,579 $ 8,445,664 - - -
Common trust funds - - - - - -
Fixed income securities:
Guaranteed investment contracts - - - - - -
Synthetic investment contracts - - - - - -
Loans to participants - - - $28,286,458 - -
-------------------------------------------------------------------------------
Total investments 53,835,730 7,654,579 8,445,664 28,286,458 258,401,194 127,296,290
Contributions receivable 74,925 14,128 20,270 - 265,123 -
Investment income receivables and other 14 - - - - -
-------------------------------------------------------------------------------
Total assets 53,910,669 7,668,707 8,465,934 28,286,458 258,666,317 127,296,290
-------------------------------------------------------------------------------
Net Assets Available for Benefits $53,910,669 $7,668,707 $8,465,934 $28,286,458 $258,666,317 $127,296,290
===============================================================================
See Notes to Financial Statements.
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
SAVINGS PLAN OF ENTERGY CORPORATION AND SUBSIDIARIES
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS WITH FUND INFORMATION
As of December 31, 1997
PARTICIPANT DIRECTED FUND INFORMATION
Entergy Entergy Equity
Corporation Stable Equity Index
Common Income Balanced Income Trust
Total Stock Fund Fund Fund Fund
<S> <C> <C> <C> <C> <C> <C>
Assets:
Investments:
Cash and temporary cash investments $28,067,680 $1,052,696 $26,815,816 - - -
Equity securities:
Entergy Corporation common
stock - 13,784,066 shares 412,660,477 57,605,862 - - - -
Mutual funds 307,721,468 - - $37,372,119 $120,337,455 -
Common trust funds 61,110,045 - - - - $61,110,045
Fixed income securities:
Guaranteed investment contracts 56,854,555 - 56,854,555 - - -
Synthetic investment contracts 148,798,098 - 148,798,098 - - -
Investments held by prior trustee 7,179,631 1,018,504 1,956,578 60,090 422,459
Loans to participants 24,129,072 - - - - -
----------------------------------------------------------------------------------
Total investments 1,046,521,026 59,677,062 234,425,047 37,432,209 120,759,914 61,110,045
Contributions receivable 1,302,262 47,054 227,010 68,487 145,717 113,561
Investment income receivables and other 1,600,718 65,777 17,149 642,803 837,196 1,826
----------------------------------------------------------------------------------
Total assets 1,049,424,006 59,789,893 234,669,206 38,143,499 121,742,827 61,225,432
----------------------------------------------------------------------------------
Liabilities:
Other liabilities 140,976 29,746 - - 111,230 -
----------------------------------------------------------------------------------
Net Assets Available for Benefits $1,049,283,030 $59,760,147 $234,669,206 $38,143,499 $121,631,597 $61,225,432
==================================================================================
See Notes to Financial Statements.
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
SAVINGS PLAN OF ENTERGY CORPORATION AND SUBSIDIARIES
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS WITH FUND INFORMATION
As of December 31, 1997
NON-PARTICIPANT
DIRECTED FUND
PARTICIPANT DIRECTED FUND INFORMATION INFORMATION
Entergy Employee
Blue Chip New New International Corporation Stock
Growth Horizons Income Stock Participants' Common Ownership
Fund Fund Fund Fund Loans Stock Plan
<S> <C> <C> <C> <C> <C> <C> <C>
Assets:
Investments:
Cash and temporary cash investments - - - - - $199,168 -
Equity securities:
Entergy Corporation common
stock - 13,784,066 shares - - - - - 243,867,095 $111,187,520
Mutual funds $88,522,409 $51,913,913 $3,882,083 $5,693,489 - - -
Common trust funds - - - - - - -
Fixed income securities:
Guaranteed investment contracts - - - - - - -
Synthetic investment contracts - - - - - - -
Investments held by prior trustee 3,200,959 $521,041 -
Loans to participants - - - - 24,129,072 - -
--------------------------------------------------------------------------------------------
Total investments 88,522,409 55,114,872 3,882,083 5,693,489 24,650,113 244,066,263 111,187,520
Contributions receivable 175,218 141,642 8,602 19,143 - 355,828 -
Investment income receivables and other 3,852 8,418 173 222 - 23,302 -
--------------------------------------------------------------------------------------------
Total assets 88,701,479 55,264,932 3,890,858 5,712,854 24,650,113 244,445,393 111,187,520
--------------------------------------------------------------------------------------------
Liabilities:
Other liabilities - - - - - - -
--------------------------------------------------------------------------------------------
Net Assets Available for
Benefits $88,701,479 $55,264,932 $3,890,858 $5,712,854 $24,650,113 $244,445,393 $111,187,520
============================================================================================
See Notes to Financial Statements.
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
SAVINGS PLAN OF ENTERGY CORPORATION AND SUBSIDIARIES
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS WITH FUND INFORMATION
For the Year Ended December 31, 1998
PARTICIPANT DIRECTED FUND INFORMATION
Entergy Entergy Equity
Corporation Stable Equity Index
Common Income Balanced Income Trust
Total Stock Fund Fund Fund Fund
<S> <C> <C> <C> <C> <C> <C>
Net Assets Available for Benefits -
Beginning of Year $1,049,283,030 $59,760,147 $234,669,206 $38,143,499 $121,631,597 $61,225,432
Increases:
Investment income:
Dividend 35,630,083 2,684,318 3,869 1,339,233 9,627,632 1,934
Interest 2,256,862 - - - - -
Net realized and unrealized
appreciation/(depreciation) of investments 81,489,657 1,853,296 13,995,099 4,907,138 1,271,668 19,354,794
----------------------------------------------------------------------------------
Total investment income 119,376,602 4,537,614 13,998,968 6,246,371 10,899,300 19,356,728
----------------------------------------------------------------------------------
Employee contributions 45,602,255 1,993,362 10,349,947 3,167,204 7,329,680 7,149,172
Employer contributions - net
of forfeitures 13,748,345 - - - - -
----------------------------------------------------------------------------------
Total increases 178,727,202 6,530,976 24,348,915 9,413,575 18,228,980 26,505,900
----------------------------------------------------------------------------------
Decreases:
Distributions to withdrawing
participants 77,004,724 4,067,992 24,788,412 2,428,146 8,675,203 4,291,079
----------------------------------------------------------------------------------
Total decreases 77,004,724 4,067,992 24,788,412 2,428,146 8,675,203 4,291,079
----------------------------------------------------------------------------------
Net increase (decrease) before transfers 101,722,478 2,462,984 (439,497) 6,985,429 9,553,777 22,214,821
Net transfers from affiliated plans 17,198,165 - - - - -
Net transfers between the funds - (11,485,699) 1,871,700 801,242 (5,404,296) 11,545,370
----------------------------------------------------------------------------------
Net increase (decrease) 118,920,643 (9,022,715) 1,432,203 7,786,671 4,149,481 33,760,191
----------------------------------------------------------------------------------
Net Assets Available for Benefits -
End of Year $1,168,203,673 $50,737,432 $236,101,409 $45,930,170 $125,781,078 $94,985,623
==================================================================================
See Notes to Financial Statements.
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
SAVINGS PLAN OF ENTERGY CORPORATION AND SUBSIDIARIES
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS WITH FUND INFORMATION
For the Year Ended December 31, 1998
NON-PARTICIPANT
DIRECTED FUND
PARTICIPANT DIRECTED FUND INFORMATION INFORMATION
Entergy Employee
Blue Chip New New International Corporation Stock
Growth Horizons Income Stock Participants' Common Ownership
Fund Fund Fund Fund Loans Stock Plan
<S> <C> <C> <C> <C> <C> <C> <C>
Net Assets Available for Benefits -
Beginning of Year $88,701,479 $55,264,932 $ 3,890,858 $ 5,712,854 $24,650,113 $244,445,393 $111,187,520
Increases:
Investment income:
Dividend 2,094,307 2,776,760 484,915 309,587 - 11,300,295 5,007,233
Interest - - - - 2,256,862 - -
Net realized and unrealized appreciation/
(depreciation) of investments 25,287,259 367,851 (216,336) 646,149 - 10,065,752 3,956,987
---------------------------------------------------------------------------------------------
Total investment income 27,381,566 3,144,611 268,579 955,736 2,256,862 21,366,047 8,964,220
---------------------------------------------------------------------------------------------
Employee contributions 9,645,166 4,279,128 585,535 1,103,061 - - -
Employer contributions - net
of forfeitures - - - - - 13,748,345 -
---------------------------------------------------------------------------------------------
Total increases 37,026,732 7,423,739 854,114 2,058,797 2,256,862 35,114,392 8,964,220
---------------------------------------------------------------------------------------------
Decreases:
Distributions to withdrawing
participants 5,362,701 2,482,801 359,042 307,116 934,579 14,343,447 8,964,206
---------------------------------------------------------------------------------------------
Total decreases 5,362,701 2,482,801 359,042 307,116 934,579 14,343,447 8,964,206
---------------------------------------------------------------------------------------------
Net increase (decrease) before
transfers 31,664,031 4,940,938 495,072 1,751,681 1,322,283 20,770,945 14
Net transfers from affiliated plans - - - - - - 17,198,165
Net transfers between the funds 10,008,076 (6,295,201) 3,282,777 1,001,399 2,314,062 (6,550,021) (1,089,409)
---------------------------------------------------------------------------------------------
Net increase (decrease) 41,672,107 (1,354,263) 3,777,849 2,753,080 3,636,345 14,220,924 16,108,770
---------------------------------------------------------------------------------------------
Net Assets Available for Benefits -
End of Year $130,373,586 $53,910,669 $7,668,707 $8,465,934 $28,286,458 $258,666,317 $127,296,290
=============================================================================================
See Notes to Financial Statements.
</TABLE>
<PAGE>
SAVINGS PLAN OF ENTERGY CORPORATION AND SUBSIDIARIES
Notes to Financial Statements
1. Trustee
The Savings Plan of Entergy Corporation and Subsidiaries (Entergy
Savings Plan) utilizes T. Rowe Price Trust Company as its trustee
and T. Rowe Price Retirement Plan Services, Inc. as its recordkeeper.
The following table represents the Entergy Savings Plan's
investments, which are managed by its trustee or affiliates of its
trustee.
Entergy Corporation Common Stock
Entergy Stable Income Fund
T. Rowe Price Balanced Fund
T. Rowe Price Equity Income Fund
T. Rowe Price Equity Index Trust Fund
T. Rowe Price Blue Chip Growth Fund
T. Rowe Price New Horizons Fund
T. Rowe Price New Income Fund
T. Rowe Price International Stock Fund
Participants' Loans
Employee Stock Ownership Plan
2. GSU ESOP and Entergy Savings Plan Merger
The Entergy Savings Plan was amended on December 16, 1998, to add
certain provisions related to the GSU ESOP in anticipation of the
upcoming merger. See Note 6 herein for a discussion of the
provisions added by the amendment. Effective December 31, 1998,
Gulf States Utilities Company Employee Stock Ownership Plan (GSU
ESOP) was merged into the Entergy Savings Plan. As of that date,
the GSU ESOP transferred all assets into the Entergy Savings Plan,
and there was no loss of benefit options to participants or
reduction of accrued benefits as a result of the plan merger.
3. Entergy ESOP and Entergy Savings Plan Merger
Effective December 31, 1997, the Employee Stock Ownership Plan of
Entergy Corporation and Subsidiaries (Entergy ESOP) was merged into
the Entergy Savings Plan. The transfer had no effect on
participants' benefits and no changes were made to the
participants' investments. The Entergy Savings Plan was amended on
December 12, 1997, as further discussed below, to add certain
provisions related to the Entergy ESOP in anticipation of the
upcoming merger.
4. GSU Thrift Plan and Entergy Savings Plan Merger
Effective December 31, 1997, the Gulf States Utilities Company
Employee's Thrift Plan (GSU Thrift Plan) was merged into the
Entergy Savings Plan. The merger resulted in the transfer of the
remaining assets from the respective funds in the GSU Thrift Plan
to similar funds available under the Entergy Savings Plan. The
transfer had no effect on participants' benefits. The table below
represents the conversion for the transfer of funds from the GSU
Thrift Plan to the Entergy Savings Plan:
From the GSU Thrift Plan To the Entergy Savings Plan
Entergy Corporation Common Stock Entergy Corporation Common Stock
Acorn Fund New Horizons Fund
Guardian Fund Equity Income Fund
Puritan Fund Balanced Fund
Savings Fund Entergy Stable Income Fund
Investment Contract Fund Entergy Stable Income Fund
Participants' Loans Participants' Loans
5. Summary of Significant Accounting Policies
Basis of presentation: The accompanying financial statements have
been prepared on the accrual basis of accounting and present the
Statement of Net Assets Available for Benefits with Fund
Information and the Statement of Changes in Net Assets Available
for Benefits with Fund Information for the Entergy Savings Plan.
Benefits payable for terminations and withdrawals are included in
net assets available for benefits and are charged to net assets
when paid. This accounting method differs from that required in
the Internal Revenue Service and Department of Labor Form 5500
which requires benefits payable to be accrued and charged to net
assets in the period the liability arises. However, at December
31, 1998 and 1997, there was no difference in net assets available
for benefits or in the net increase in net assets available for
benefits for the year ended December 31, 1998 from that reported in
the Form 5500.
The Entergy Savings Plan presents in the Statement of Changes in
Net Assets Available for Benefits with Fund Information the net
appreciation (depreciation) in the fair value of its investments
which consists of the realized gains or losses and the unrealized
appreciation (depreciation) on those investments.
As discussed in Note 4 above, the GSU Thrift Plan was merged into
the Entergy Savings Plan on December 31, 1997. However, Hibernia
National Bank, as the former trustee for the GSU Thrift Plan, did
not tranfer the assets of the GSU Thrift Plan to the trustee for
the Entergy Savings Plan until January 1, 1998. As the merger was
effective December 31, 1997, these assets are presented on the
Statement of Net Assets Available for Benefits with Fund
Information as of December 31, 1997 as "investments held by prior
trustee" and are comprised of the following:
Investments
Cost Current Value
Cash and temporary cash investments $1,756,512 $1,756,512
Entergy Corporation Common Stock 805,318 1,018,504
Mutual Funds:
Acorn Investment Trust - Acorn Fund 2,494,920 3,094,502
American Express Trust Fund 714,829 789,072
Participants' Loans - 521,041
----------
Total $7,179,631
==========
Interest and Dividend Income: Interest income is recorded on the
accrual basis. Dividends are recorded on the ex-dividend date.
Investments: Cash and temporary cash investments are valued at
cost, which approximates fair value. Investments in equity and
fixed income securities are stated at their fair value as
determined by quoted market prices on the valuation date, in
compliance with the Department of Labor Rules and Regulations for
Reporting and Disclosure under the Employee Retirement Income
Security Act of 1974 (ERISA), as amended. Purchases and sales of
securities are accounted for on the trade date.
The values of guaranteed investment contracts (GICs) are recorded
at contract value, which approximates fair market value. Contract
value represents amounts invested under the GICs, plus interest
earned and reinvested through the valuation date at the contracted
rate. The values of synthetic investment contracts (SICs) are
recorded at contract value, which approximates fair market value,
because participants are guaranteed a return of principal and
accrued interest. SICs are similar to GICs except that the assets
of a SIC are placed in a trust with ownership by the Entergy
Savings Plan and a financially responsible third party issues a
wrapper contract. A wrapper contract is an insurance policy that
guarantees a stated rate of return on specific Entergy Savings Plan
assets placed in the trust. The fair value of the SIC assets in
trust at December 31, 1998 is $160,596,887. Listed below are the
GICs and SICs as of December 31, 1998.
Guaranteed investment contracts:
Contract
Interest Rate Value
STABLE INCOME FUND:
New York Life Insurance Company 6.30% $4,303,554
Life of Virginia Insurance Company 6.06% 5,279,120
Life of Virginia Insurance Company 6.10% 5,233,200
Pacific Mutual Insurance Company 6.28% 7,446,469
Protective Life Insurance Company 6.49% 6,228,476
Protective Life Insurance Company 6.60% 5,673,826
Transamerica Life Insurance and Annuity Company 6.48% 6,598,788
-----------
Total guaranteed investment contracts $40,763,433
===========
Synthetic investment contracts:
Contract
Interest Rate Value
STABLE INCOME FUND:
Caisse des Depots et Consignations Investment
Management Corporation 6.49% $22,394,463
Commonwealth Life Insurance Company 6.52% 45,457,642
Rabobank Nederland 6.32% 44,613,608
Transamerica Life Insurance and Annuity Company 6.55% 45,401,262
------------
Total synthetic investment contracts $157,866,975
============
The carrying value of loans to participants approximates fair
value.
Tax status: The Entergy Savings Plan obtained its latest
determination letter on March 26, 1997, in which the Internal
Revenue Service stated that the plan, as then designed, was in
compliance with the applicable requirements of the Internal Revenue
Code. The Entergy Savings Plan has been amended since receiving
the determination letter. However, the plan administrator and the
plan's tax counsel believe that the Entergy Savings Plan is
currently designed and being operated in compliance with the
applicable requirements of the Internal Revenue Code. Accordingly,
no provision for income taxes has been included in the Entergy
Savings Plan's financial statements.
Use of estimates in the preparation of financial statements: The
preparation of the Entergy Savings Plan financial statements, in
conformity with generally accepted accounting principles, requires
management to make estimates and assumptions that affect reported
amounts in the Statement of Net Assets Available for Benefits with
Fund Information and the Statement of Changes in Net Assets
Available for Benefits with Fund Information. Adjustments to the
reported amounts may be necessary in the future to the extent that
future estimates or actual results are different from the estimates
used in the 1998 financial statements.
Concentration of credit risk: The Entergy Savings Plan invests in
GICs and SICs which are subject to credit risk with respect to the
insurance companies. The potential credit risk of the GICs as of
December 31, 1998 is $40,763,433. The potential credit risk for
the SICs represents the amount by which the contract value exceeds
the fair value of the SIC assets in the trust. As of December 31,
1998, the fair value of the SIC assets in the trust exceeded the
contract value by $2.7 million and no potential credit risk
existed. The Entergy Savings Plan provisions set investment
guidelines addressing investment diversification, quality, maturity
and performance standards prescribed to mitigate the potential
credit risk.
6. Summary of Entergy Savings Plan Provisions
The following description of the Entergy Savings Plan is provided
for general information purposes only. Entergy Savings Plan
participants should refer to the Entergy Savings Plan document for
a more complete description of the Entergy Savings Plan's
provisions.
General: The Entergy Savings Plan is a defined contribution plan
of Entergy Corporation and Subsidiaries subject to the provisions
of ERISA. The ERISA provisions set forth the requirements for
participation, vesting of benefits, fiduciary conduct for
administering and handling of assets, and disclosure of Entergy
Savings Plan information. Subsequent to the December 16, 1998 plan
amendment and the mergers of the GSU Thrift Plan, GSU ESOP, and the
Entergy ESOP into the Entergy Savings Plan, the Entergy Savings
Plan constitutes two plans qualified under Internal Revenue Code
Section 401 as follows:
- A Profit Sharing Plan which is a defined contribution plan and
consists of an Employee After-Tax Account, Deferral Account, Employee
Tax Deductible Account, GSU Prior Company Match Account, Rollover
Account, and Loan Account; and
- A Stock Bonus Plan which constitutues an Employee Stock Ownership
Plan (ESOP) and which consists of the Company Stock Account, Plan
Forfeiture Account, ESOP Loan Account, an After Tax Entergy Tax Credit
ESOP Account, a Before Tax Entergy Tax Credit ESOP Account, an After
Tax GSU Tax Credit ESOP Account, and a Before Tax GSU Tax Credit ESOP
Account. The ESOP portion of the Plan is designed to invest primarily
in Entergy Corporation Common Stock.
Eligibility: At December 31, 1998, the Profit Sharing Plan was
available to all employees of Entergy Corporation and its
subsidiary companies (System) who satisfied a six-month System
service requirement.
The Entergy ESOP is available to all System employees. Employees
become eligible to participate the day on which the earlier of the
following occurs: (a) the end of the 12-month period following
commencement of employment during which the employee performs 1,000
or more hours of service; or (b) the completion of 1,000 hours of
service by the employee in a 12-month period measured from the
anniversary date of commencement of employment. However, as a
result of the Company fully utilizing all of its investment tax
credits, there will be no future enrollments of eligible employees
in the Entergy ESOP.
Contributions: Profit Sharing Plan Contributions made by or on
behalf of participants are deposited with T. Rowe Price as Trustee
for the Entergy Savings Plan. Participants may elect to
contribute, through payroll deductions, one to six percent of their
base salary (basic). The employing System company will make
matching contributions to the Entergy Savings Plan in an amount
equal to fifty percent of a participant's basic contribution
(matching). Participants may contribute an additional one to ten
percent of their base salary (supplemental) for which there are no
matching contributions. Basic and supplemental contributions may
be made on a before-tax basis (401(k) contributions), an after-tax
basis, or a combination of both. Contributions are monitored and
limited by federal tax legislation. The limit for the 1998 401(k)
contribution was $10,000 per participant.
The Entergy Savings Plan provides that certain taxable amounts
received by an employee which originated from an employee benefit
plan qualified under Section 401(a) of the Code may be accepted
under the Entergy Savings Plan as rollover contributions
(Rollover). Prior to January 1, 1987, the Entergy Savings Plan
accepted tax-deductible (IRA-type) contributions as System
Individual Retirement Account (SIRA) contributions and continues to
maintain such accounts under the Entergy Savings Plan until
distribution.
Entergy ESOP Contributions were contributed based on the expected
utilitzation of additional investment tax credits in the applicable
Federal income tax return of Entergy Corporation and its
subsidiaries and on expected voluntary participant contributions.
As a result of the Company fully utilizing all of its investment
tax credits, there were no 1998 contributions to the Entergy ESOP
and there will be no future contributions by Entergy Corporation,
it subsidiaries or participants. The Entergy ESOP continues to
invest the accumulated fund balance and any income thereon in
shares of Entergy Corporation common stock.
Prior to the GSU ESOP merger into the Entergy Savings Plan, Entergy
Gulf States contributed $7.7 million to the GSU ESOP.
Investments: Matching contributions related to the Profit Sharing
Plan made on behalf of participants are invested by the Trustee in
the non-participant directed Entergy Corporation Common Stock Fund.
Participant contributions are invested as directed by participants
in accordance with the Profit Sharing Plan's investment options.
Earnings on participant contributions are allocated based on
participants' account balances.
Effective March 1996, a new diversification feature was added to
the Entergy Savings Plan. Under the Entergy Savings Plan, Company-
matching contributions are invested in Entergy Common Stock and
generally cannot be moved to other Entergy Savings Plan investment
funds. However, the new diversification feature allows
participants to transfer a portion of their matching contributions
into other Entergy Savings Plan investment funds if they are at
least 55 years of age and have 10 years of participation in the
Entergy Savings Plan. Years of participation in the GSU Thrift
Plan also count for this purpose.
The value of investments may fluctuate with changes in market
conditions. The amount of risk varies based on the fund's
investment goals and composition. Participants should realize the
risk associated with each investment when determining how to invest
their contributions.
Upon enrollment in the Profit Sharing Plan, a participant may
direct contributions to any of the following funds. The investment
strategies and objectives of the funds are detailed below.
Entergy Corporation Common Stock Fund - Funds are
invested in common stock of Entergy Corporation.
Entergy Stable Income Fund - Funds are invested in high-
quality, fixed-income securities, stable value
portfolios, and investment contracts with insurance
companies. These investment contracts offer a specified
annual interest rate over a stated period of time.
Investments in the Entergy Stable Income Fund include
SICs, as well as high quality GICs.
Balanced Fund - Funds are invested in a mix of common
stocks, fixed-income securities, and cash reserves for
the purpose of capital appreciation, current income, and
preservation of capital.
Equity Income Fund - Funds are invested in the common
stocks of large, well-established companies that pay
above-average dividends and have the potential for
increased dividends for the purpose of capital
appreciation and a high level of income.
Equity Index Trust Fund - Funds are primarily invested
in the portfolio of common stocks that make up the
Standard & Poor's 500 Composite Stock Index (S&P Index).
The objective of these investments is to provide long-
term capital appreciation equivalent to the performance
of the S&P Index.
Blue Chip Growth Fund - Funds are invested in the common
stocks of large, well-established companies with
favorable long-term growth potential. Current income is
a secondary objective.
New Horizons Fund - Funds are invested in emerging
growth companies still in the early stages of their life
cycle which are expected to grow more rapidly than the
economy as a whole. Investments are made with the
objective of long-term capital growth.
New Income Fund - Funds are invested primarily in
marketable debt securities with the objective of
providing the highest level of income while preserving
capital over time.
International Stock Fund - Funds are invested in well-
established, non-U.S. companies for the purpose of long-
term growth of capital and income. The fund's share
price will fluctuate with changes in market, political,
economic, and foreign currency exchange conditions.
As of December 31, 1998, the Entergy Savings Plan had the following
number of participants in each investment option:
Number of
Participants
Entergy Corporation Common Stock 3,073
Stable Income Fund 8,040
Balanced Fund 3,141
Equity Income Fund 5,875
Equity Index Trust Fund 4,974
Blue Chip Growth Fund 6,216
New Horizons Fund 3,666
New Income Fund 687
International Stock Fund 1,131
Participants' Loans 3,545
Entergy Corporation Common Stock ESOP 12,787
Administrative Expenses: All costs and expenses of administering
the Profit Sharing Plan, except expenses incurred in the direct
acquisition or disposition of stock and investment manager fees,
are paid first by forfeitures of the Profit Sharing Plan and then
by the Company.
The Entergy Savings Plan provisions related to the Entergy ESOP
require the Company to absorb all administrative costs of the
investment tax credit-based contributions of the Entergy ESOP, but
allows the Company to reduce its contributions or dividends by, or
recover from the Entergy ESOP, the amount of such costs equal to
the lesser of (1) $100,000 or (2) the sum of 10% of the first
$100,000 of dividends paid to the Entergy ESOP and 5% in excess of
$100,000. Unless the Company contributes an amount to cover
administrative expenses for the non-tax based contributions of the
Entergy ESOP, expenses are to be paid out of the assets thereof.
Vesting: Amounts contributed by participants in the Profit Sharing
Plan are fully vested at all times. Profit Sharing Plan
participants become fully vested in the matching account upon
completion of five years of System service except for all Entergy
Gulf States employees who were eligible to participate in the GSU
Thrift Plan and who transferred into the Entergy Savings Plan on
January 1, 1995 or December 31, 1997. These employees were
immediately vested in all past and future matching contributions.
See Note 4 for a discussion of the GSU Thrift Plan and the Entergy
Savings Plan merger. Amounts contributed to the Entergy ESOP by
participants and the Company are fully vested at the time of
deposit.
Entergy Savings Plan termination: Although it has not expressed
any intent to do so, the System has the right under the Entergy
Savings Plan to discontinue its contributions at any time and to
terminate the Entergy Savings Plan subject to the provisions of
ERISA. In the event of a plan termination, participants would
receive the total value of their accounts, determined as of the
date of termination.
In-Service withdrawals: While employed, participants of the Profit
Sharing Plan may, with certain restrictions, withdraw all or a
portion of the value of their basic and supplemental contributions
after-tax, Rollover, and SIRA accounts. Such withdrawals may
include all or a portion of the value of their basic and
supplemental before-tax accounts if the participant has attained
age 59-1/2. Withdrawals of before-tax contributions may be subject
to a 10% premature distribution tax unless the participant is age
59-1/2 or older. The Profit Sharing Plan also has a financial
hardship withdrawal provision.
Effective January 1, 1995, the dividend pass through feature was
added to the Profit Sharing Plan allowing eligible participants to
either receive a cash distribution of their Entergy Corporation
common stock dividends held in the non-participant directed Entergy
Corporation Common Stock Fund or reinvest it in the Profit Sharing
Plan. Eligible participants include all participants who are fully
vested in their balance in the non-participant directed Entergy
Corporation Common Stock Fund.
While employed, participants of the Entergy ESOP may, with certain
restrictions, withdraw a portion of their account or trnasfer
it to another fund after the participant completes an 84-month
holding period or after the participant reaches age 55 and
completes 10 years of plan participation. The amount of
in-service withdrawal is limited by provisions of the Internal
Revenue Code of 1986, as amended (the Code), applicable to the
Entergy ESOP and may be subject to an additional 10% premature
distribution tax unless the participant is age 59-1/2 or older.
Withdrawals from the Entergy ESOP are in the form of stock
certificates, plus cash for the value of any fractional share.
Participants of the Entergy Savings Plan who meet the same age and
plan participation requirement may also transfer a portion of their
account balance to another fund.
Loans to participants: The Entergy Savings Plan has a loan
provision whereby participants who are actively employed may borrow
an amount from their eligible account based on the balance of such
account. The amount borrowed is deducted from the participant's
eligible account and repaid with interest in accordance with an
established schedule. If a participant with an outstanding loan
separates from service, the remaining principal balance of the loan
is treated as a taxable distribution to the participant unless the
amount is repaid in full within a specified period from the date of
separation.
Distributions upon separation from service: Upon leaving a System
company, participants of the Profit Sharing Plan become eligible to
receive a single-sum distribution of the entire vested value of the
Profit Sharing Plan accounts. There are certain provisions
regarding deferral of distributions, installment distributions for
terminated participants, retirees, and disabled participants,
minimum account balances, and mandatory distributions.
Upon leaving a System company, participants of the Entergy ESOP
become eligible to receive a single-sum distribution of the entire
share balance of their Entergy ESOP account, with certain
additional provisions regarding distribution deferral of account
balances in excess of $5,000 and mandatory distribution upon
attaining age 70-1/2. Generally, there are tax consequences
associated with receiving a distribution from the Plan, unless the
taxable portion is rolled over to an individual retirement account
or another retirement plan account which qualifies under Internal
Revenue Code Sections 401(a) or 408(a). Additionally, a 10% penalty
tax for early withdrawal applies, unless the distribution is
received after age 59-1/2 or the participant satisfies one of the
legal exemptions to such tax. Distributions from the Entergy ESOP
are in the form of stock certificates, plus cash for the value of
any fractional share.
Asset value per unit: The number of units and net asset value per
unit for the funds as of December 31, 1998 and December 31, 1997
were as follows:
1998 1997
Entergy Corporation Common Stock:
Number of Units 9,928,319 10,104,099(1)
Net Asset Value per unit $31.16 $30.11
Entergy Stable Income Fund:
Number of Units 20,933,965 23,526,386
Net Asset Value per unit $11.28 $9.97
Balanced Fund:
Number of Units 2,467,644 2,677,989
Net Asset Value per unit $18.61 $14.24
Equity Income Fund:
Number of Units 4,774,597 5,254,182
Net Asset Value per unit $26.34 $23.15
Equity Index Trust Fund:
Number of Units 2,977,313 2,466,104
Net Asset Value per unit $31.90 $24.83
Blue Chip Growth Fund:
Number of Units 4,254,664 3,662,491
Net Asset Value per unit $30.64 $24.22
New Horizons Fund:
Number of Units 2,306,586 3,959,355
Net Asset Value per unit $23.37 $13.96
New Income Fund:
Number of Units 868,851 428,014
Net Asset Value per unit $8.83 $9.09
International Stock Fund:
Number of Units 563,420 424,254
Net Asset Value per unit $15.02 $13.47
Entergy Corporation Common Stock ESOP:
Number of Units 4,089,841 3,713,988
Net Asset Value per unit $31.13 $29.94
(1) Number of units as of December 31, 1997 in the Entergy Corporation
Stock Fund includes 34,021 shares which are reflected as Investments
held by prior trustee in the 1997 Statement of Net Assets Available
for Plan Benefits with Fund Information.
Inactive accounts: Participants are allowed, under the provisions
of the Entergy Savings Plan, to defer receipt of their vested
account balance upon separation from the Entergy Savings Plan until
age 70-1/2. The amount allocated to such participants was
$183,670,740 at December 31, 1998.
Forfeitures: Upon termination of employment for reasons other than
retirement, disability, or death, the portion of the employee's
account in which he/she is not vested at the time of termination
shall be forfeited and credited to the Profit Sharing Plan
Forfeiture Account. Contributions forfeited for the year ended
December 31, 1998 were $259,888.
Other: The following represents investments in excess of
five percent of the current value of net assets available for
benefits as of December 31, 1998 and 1997:
<TABLE>
<CAPTION>
Investment December 31, 1998 December 31, 1997
<S> <C> <C>
Entergy Corporation Common Stock $436,315,231 $412,660,477
Equity Index trust fund $94,857,180 $61,110,045
Mutual Funds:
Equity Income Fund $125,667,401 $120,337,455
Blue Chip Growth Fund $130,192,719 $88,522,409
Fixed Income Securities:
Stable Income Fund:
Guaranteed Investment Contracts - $56,854,555
Synthetic Investment Contracts $157,866,975 $148,798,098
</TABLE>
The following represents investments at cost as of December 31,
1998 and 1997:
<TABLE>
<CAPTION>
Investment December 31, 1998 December 31, 1997
<S> <C> <C>
Cash and temporary cash investments $37,386,017 $28,067,680
Entergy Corporation Common Stock $337,787,328 $321,682,911
Mutual Funds:
Balanced Fund $38,140,718 $33,480,221
Equity Income Fund $113,792,433 $107,185,854
Blue Chip Growth Fund $92,727,774 $72,787,698
New Horizons Fund $50,609,593 $48,691,239
New Income Fund $7,782,726 $3,813,104
International Stock Fund $8,207,936 $6,151,424
Equity Index Trust Fund $67,010,363 $49,269,678
Fixed Income Securities:
Guaranteed investment contracts $40,763,433 $56,854,555
Synthetic investment contracts $154,472,799 $145,725,781
Investments held by prior trustee:
Cash and temporary cash investments - $1,756,512
Entergy Corporation Common Stock - $805,318
Mutual Funds:
Acorn Investment Trust - Acorn Fund - $2,494,920
American Express Trust Fund - $714,829
</TABLE>
<PAGE>
SUPPLEMENTAL SCHEDULES
<PAGE>
<TABLE>
<CAPTION>
SAVINGS PLAN OF ENTERGY CORPORATION AND SUBSIDIARIES
Item 27 (a) - Schedule of Assets Held for Investment Purposes
December 31, 1998
E.I.N. 72-1229752 (Plan No. 003)
Number Current
Description of Shares Cost Value
<S> <C> <C> <C>
Cash and temporary cash investments N/A $37,386,017 $37,386,017
============ ============
EQUITY SECURITIES:
Entergy Corporation common stock, $.01 par * 9,928,319 226,313,730 309,018,941
Entergy ESOP* 4,089,841 111,473,598 127,296,290
---------- ------------ ------------
TOTAL EQUITY SECURITIES 14,018,160 $337,787,328 $436,315,231
========== ============ ============
MUTUAL FUNDS:
Balanced Fund * 2,467,644 38,140,718 45,873,503
Equity Income Fund * 4,774,597 113,792,433 125,667,401
Blue Chip Growth Fund * 4,254,664 92,727,774 130,192,719
New Horizons Fund * 2,306,586 50,609,593 53,835,730
New Income Fund * 868,851 7,782,726 7,654,579
International Stock Fund * 563,420 8,207,936 8,445,664
---------- ------------ ------------
TOTAL MUTUAL FUNDS 15,235,762 $311,261,180 $371,669,596
========== ============ ============
COMMON TRUST FUND:
Equity Index Trust Fund * 2,997,313 $67,010,363 $94,857,180
========== ============ ============
Interest Maturity Cost Contract
Rate Date Value
ENTERGY STABLE INCOME FUND:
Guaranteed Investment Contracts (GICs):
New York Life Insurance Company 6.30% 12/27/00 4,303,554 4,303,554
Life of Virginia Insurance Company 6.06% 6/27/01 5,279,120 5,279,120
Life of Virginia Insurance Company 6.10% 9/26/01 5,233,200 5,233,200
Pacific Life Insurance Company 6.28% 3/17/99 7,446,469 7,446,469
Protective Life Insurance Company 6.49% 3/15/00 6,228,476 6,228,476
Protective Life Insurance Company 6.60% 3/20/01 5,673,826 5,673,826
Transamerica Life Insurance and Annuity Company 6.48% 12/29/99 6,598,788 6,598,788
----------- -----------
Total GICs $40,763,433 $40,763,433
----------- -----------
Synthetic Investment Contracts (SICs):
Caisse des Depots et Cosignations Investment
Management Corporation SIC Assets:
Government obligations:
FHR 2038 PO 0.00% 5/15/06 1,437,319 1,556,581
FHR 1724 PO 0.00% 5/15/01 11,858,929 12,354,997
FNR 1993-95 FE 5.66% 6/25/08 1,588,825 1,583,897
FNR 1994-42 E 5.75% 9/25/18 1,711,062 1,704,427
FN 391277 6.76% 1/1/27 728,839 720,507
GNR 1997-8 PB 6.75% 1/16/23 1,527,555 1,530,086
GNMA 8660 6.63% 7/20/25 1,032,841 1,021,889
----------- -----------
Total Caisse des Depots et Cosignations Investment
Management Corporation SIC Assets: $19,885,370 $20,472,384
----------- -----------
Interest Maturity Cost Contract
Rate Date Value
Non-government obligations:
ABBEY NATIONAL MTN 6.69% 10/17/05 311,220 317,764
ALLTEL CORP DEB 6.75% 9/15/05 277,150 292,951
AMERICAN HOME PRODUCTS 7.70% 2/15/00 316,050 316,323
AMERITECH CAP 6.15% 1/15/08 549,098 595,077
ANZ BANKING GR 7.55% 9/15/06 499,240 553,065
AT&T CORP NT 7.00% 5/15/05 321,180 328,504
BANKAMERICA CORP 10.00% 2/1/03 571,705 598,198
BHP FINANCE USA 7.88% 12/1/02 392,273 402,305
CHASE MANHATTAN SUB NT 7.13% 6/15/09 516,110 546,288
COX COMMUNICATION NEW NT 6.38% 6/15/00 497,455 507,512
DAIMLER BENZ NO AMER MTN 7.38% 9/15/06 510,885 565,263
EOG UNNT 6.00% 12/15/08 968,480 989,433
FARMERS INS EXCH 144A 8.50% 8/1/04 543,545 583,283
FORD MOTOR CREDIT CORP 6.63% 6/30/03 496,480 496,572
GMAC NOTE 5.63% 2/1/99 488,370 511,814
HELLER FINANCIAL INC NTS 6.44% 10/6/02 498,200 512,578
INGERSOLL-RAND CO 6.26% 2/15/01 1,000,000 1,039,200
INTL LEASE FIN CORP NT 5.75% 1/15/99 492,405 513,327
KANSALLIS-OSAKE-PANKKI 10.00% 5/1/02 566,925 572,538
LEHMAN BROS HLDGS MTN 7.00% 5/24/00 499,585 517,007
LIBERTY MUTUAL INS 144A 8.20% 5/4/07 536,300 566,852
MET LIFE 144A SURPLUS NT 6.30% 11/1/03 484,235 512,595
MORGAN STANLEY GROUP NTS 9.38% 6/15/01 542,145 545,163
NATIONWIDE MUTUAL LIFE 6.50% 2/15/04 495,100 526,788
NATL RURAL UTIL NTS 6.38% 10/15/04 1,003,480 1,054,008
PACIFIC GAS & ELECTRIC CO 7.88% 3/1/02 529,425 538,496
PDVSA FINANCE 144A 6.65% 2/15/06 499,038 465,674
PENNEY JC & CO NT 7.60% 4/1/07 498,195 555,335
PHILIP MORRIS 6.80% 12/1/03 498,670 524,363
PUBLIC SERVICE ELECTRIC & GAS 8.88% 6/1/03 414,221 429,047
SALOMON SMITH BARNEY 6.25% 1/15/05 496,925 517,055
SANTANDER FIN ISS LTD 7.00% 4/1/06 498,390 528,735
SOUTHERN CAL EDISON 6.38% 1/15/06 496,380 539,548
SOUTHWEST AIR DEB 8.75% 10/15/03 109,269 114,441
THE GAP INC NOTES 6.90% 9/15/07 310,953 335,606
----------- -----------
Subtotal non-government obligations: $17,729,082 $18,512,708
----------- -----------
Government obligations:
FED FARM CREDIT BANK MTN 8.80% 1/31/02 $326,016 $343,757
FED HOME LOAN MTG 6.55% 4/19/99 4,048,480 4,109,615
FNMA 313586P94 8.90% 6/12/00 2,639,476 2,542,841
FNMA 3135866A2 6.80% 1/10/03 1,040,300 1,092,340
FNMA 31359MDF7 5.25% 1/15/03 1,469,760 1,545,658
FNMA 31359MDJ9 5.75% 2/15/08 2,021,120 2,110,364
FNMA MTN 5.82% 12/5/00 979,766 1,020,753
FEDERAL HOME LOAN BANKS 7.56% 2/27/02 4,826,250 4,945,423
FHLMC 15 YR GOLD B7-2049 6.00% 9/1/13 46,966 47,215
FHLMC 15 YR GOLD B7- 3619 6.00% 12/1/13 846,540 851,021
GNMA II 002359M 7.00% 1/20/27 910,895 947,426
GNMA I 392442X 8.00% 7/15/24 50,670 52,492
GNMA I 403923X 8.00% 7/15/24 295,388 306,012
GNMA I 414564X 7.50% 8/15/25 277,687 285,201
GNMA I 416123X 7.50% 1/15/26 306,635 322,467
GNMA I 317516X 8.50% 2/15/22 123,789 127,328
GNMA I 317696X 8.50% 2/15/22 149,732 154,011
GNMA I 336918X 8.50% 12/15/22 219,921 226,207
GNMA I 421739X 7.50% 6/15/26 306,276 323,421
GNMA I 424000X 7.50% 9/15/26 246,437 260,232
GNMA I NEW 387187X 6.50% 2/15/24 676,157 709,403
U.S. TREASURY NOTES 7.88% 11/15/04 4,967,266 4,967,419
----------- -----------
Subtotal government obligations: $26,775,526 $27,290,606
----------- -----------
Total Rabobank Nederland SIC Assets: $44,504,608 $45,803,314
----------- -----------
Non-government obligations:
ABN AMRO BK SUB NT 7.13% 6/18/07 517,915 542,886
ALLTEL CORP DEB 6.75% 9/15/05 698,006 737,803
AMERITECH CAP 6.15% 1/15/08 499,180 540,979
AMLT 98-1 AG 6.43% 3/25/28 1,797,398 1,823,145
AMRES 96-5 A6 6.93% 6/25/25 606,750 611,893
ARISTAR INC SR NT 6.30% 7/15/00 980,950 1,038,200
BANC ONE CORP 7.60% 5/1/07 1,063,880 1,131,287
BANKBOSTON CORP 7.00% 9/15/07 1,019,990 1,065,991
BAXTER INTERNATIONAL INC 9.50% 6/15/08 1,222,290 1,269,282
BHP FINANCE USA 5.63% 11/1/00 956,850 1,010,705
BK OF NY 7.78% 12/1/26 771,975 821,980
BOEING CO DEB 8.75% 8/15/21 1,136,010 1,306,136
CITIZENS UTILITY DEB 7.00% 11/1/25 933,110 1,103,057
COX COMMUNICATION NEW NT 6.38% 6/15/00 497,455 507,512
CSFB 98-C1 A 1B 6.48% 5/17/08 913,922 934,461
DAIMLER BENZ NO AMER MTN 7.38% 9/15/06 1,021,770 1,130,525
ELI LILLY & CO NT 7.13% 6/1/25 933,470 1,148,248
GMAC 9.38% 4/1/00 1,062,750 1,069,608
GOLDMAN SACHS GR LP 6.38% 6/15/00 490,370 504,747
GTE CALIFORNIA DEB 6.70% 9/1/09 981,140 1,115,333
HERTZ CORP 6.63% 5/15/08 1,992,560 2,084,751
HOUSTON LTG & PWR 9.15% 3/15/21 1,141,340 1,323,172
LEHMAN BROS BLDGS MTN 9.17% 2/28/02 1,095,240 1,109,092
LIBERTY MUTUAL INS 8.20% 5/4/07 1,072,600 1,133,703
LUCENT TECHNOLOGIES, INC. 5.50% 11/15/08 572,482 584,248
MATTEL INC NT 6.75% 5/15/00 1,172,603 1,202,489
MERRILL LYNCH NOTES 6.25% 10/15/08 971,340 1,034,204
MIDLAND BANK PLC 7.63% 6/15/06 267,690 277,202
NATIONWIDE MUTUAL LIFE 7.50% 2/15/24 935,820 1,007,293
PDVSA FINANCE 144A 6.80% 11/15/08 997,879 898,359
PENNEY JC & CO NT 7.60% 4/1/07 996,390 1,110,670
PHILIP MORRIS COS INC 7.25% 9/15/01 798,080 848,190
PUB SVE ELEC & GAS CO FMG 6.25% 1/1/07 984,740 1,068,610
SALOMON SMITH BARNEY 6.88% 6/15/05 1,029,910 1,046,996
SANTANDER FIN ISSUE LTD 6.38% 2/15/11 944,230 1,000,413
THE GAP INC NOTES 6.90% 9/15/07 1,036,510 1,118,687
ZURICH REINS CENTRE BLDG 7.13% 10/15/23 989,667 1,120,614
----------- -----------
Subtotal non-government obligations: $35,104,262 $37,382,471
----------- -----------
Government obligations:
FNMA 5.25% 1/15/03 5,877,646 6,182,630
FEDERAL HOME LOAN BANKS 7.31% 6/16/04 2,137,734 2,201,412
FEDERAL HOME LOAN BANKS 7.56% 2/27/02 1,930,500 1,978,169
FNMA - SM-2005-C 6.35% 6/10/05 811,568 797,598
FHLM 6.00% 8/15/07 964,375 1,004,380
FJLMC GOLD C1-9469 6.00% 12/1/28 2,997,806 3,008,214
FNMA MTN 6.79% 6/2/04 2,501,813 2,587,847
GNMA 225774X 9.50% 10/15/17 7,709 7,795
GNMA 184544X 9.50% 12/15/16 23,668 23,959
GNMA 293344X 9.50% 11/15/20 18,198 18,368
GNMA 299157X 9.50% 11/15/20 23,369 23,587
GNMA 149980X 10.00% 7/15/16 23,460 23,903
GNMA 152051X 10.00% 7/15/16 22,068 22,485
GNMA 152601X 10.00% 3/15/16 1,983 2,020
GNMA 153604X 10.00% 3/15/16 57,677 58,766
GNMA 156268X 10.00% 5/15/16 8,316 8,473
GNMA 156464X 10.00% 9/15/16 259,351 264,251
GNMA 158223X 10.00% 4/15/16 70,372 71,702
GNMA 164608X 10.00% 9/15/16 11,864 12,088
GNMA 166275X 10.00% 6/15/16 34,081 34,725
GNMA 166276X 10.00% 5/15/16 61,381 62,541
GNMA 174601X 10.00% 8/15/16 58,111 59,209
GNMA 206492X 10.00% 12/15/17 343,706 350,200
GNMA 234666X 10.00% 11/15/17 612,913 624,493
GNMA 255692X 10.00% 4/15/18 5,123 5,216
GNMA 285106X 10.00% 4/15/20 617,854 628,105
GNMA 780081X 10.00% 2/15/25 218,860 222,292
GNMA 780531X 8.00% 3/15/12 694,904 696,330
GNMA II 002359M 7.00% 1/20/27 1,012,658 1,053,270
GNMA II 002433M 8.00% 5/20/27 628,404 641,529
GNMA 344570X 6.00% 12/15/23 190,234 201,364
GNMA 354710X 6.00% 12/15/23 222,878 235,918
GNMA 357966X 6.00% 12/15/23 281,098 297,545
GNMA 359638X 6.00% 12/15/23 183,326 194,052
GNMA 359978X 6.00% 1/15/24 94,884 100,436
GNMA 372951X 6.00% 1/15/24 173,121 183,250
GNMA 375103X 6.00% 4/15/24 185,346 196,191
GNMA 381437X 6.00% 1/15/24 196,458 207,952
GNMA 405597X 8.00% 3/15/26 41,574 43,032
GNMA 314529X 6.00% 1/15/24 308,593 326,648
GNMA 780006X 8.50% 11/15/24 261,068 267,595
GNMA 780162X 8.50% 6/15/25 348,970 356,339
GNMA 267832X 9.50% 11/15/17 381,939 385,513
GNMA I 344710X 8.50% 2/15/23 24,172 24,777
GNMA I 349384X 7.50% 6/15/23 59,808 61,445
GNMA I 353245X 8.50% 4/15/23 23,613 24,203
GNMA I 354361X 7.50% 4/15/23 69,490 71,392
GNMA I 365444X 7.50% 9/15/25 30,596 31,424
GNMA I 366144X 8.00% 7/15/25 254,934 258,277
GNMA I 372172X 9.00% 11/15/24 12,149 12,368
GNMA I 387064X 8.00% 7/15/25 422,997 428,544
GNMA I 390328X 8.50% 2/15/25 70,609 72,100
GNMA I 390625X 9.00% 6/15/24 30,588 31,140
GNMA I 390628X 9.00% 7/15/24 30,925 31,483
GNMA I 391605X 8.00% 5/15/24 376,133 389,663
GNMA I 393816X 7.50% 7/15/25 21,963 22,557
GNMA I 394224X 8.00% 4/15/25 15,829 16,388
GNMA I 394783X 8.00% 7/15/25 8,861 8,977
GNMA I 400883X 8.00% 7/15/25 1,069,454 1,083,478
GNMA I 402013X 9.00% 12/15/24 81,934 83,412
GNMA I 402149X 8.00% 7/15/25 190,357 192,856
GNMA I 407187X 8.00% 4/15/25 361,294 374,068
GNMA I 408788X 7.00% 8/15/25 995,234 1,034,505
GNMA I 409485X 8.00% 7/15/25 120,791 122,375
GNMA I 409511X 7.50% 9/15/25 35,527 36,488
GNMA I 409912X 8.00% 7/15/25 514,535 521,282
GNMA I 409924X 7.00% 8/15/25 958,514 996,336
GNMA I 412044X 8.00% 7/15/25 48,316 48,949
GNMA I 412478X 7.50% 8/15/25 280,626 295,204
GNMA I 413401X 8.00% 7/15/25 107,370 108,778
GNMA I 418828X 7.50% 10/15/25 588,736 604,666
GNMA I 418836X 7.50% 10/15/25 733,037 752,872
GNMA I 419341X 7.50% 12/15/25 201,413 211,875
GNMA I 421167X 7.50% 2/15/26 250,502 265,623
GNMA I 312859X 8.50% 1/15/22 153,746 158,140
GNMA I 318023X 8.50% 5/15/22 191,140 196,603
GNMA I 320837X 8.50% 4/15/22 228,737 235,275
GNMA I 323079X 8.50% 5/15/22 222,544 228,905
GNMA I 339175X 8.50% 1/15/23 21,847 22,394
GNMA I 340414X 8.50% 12/15/22 260,751 268,204
GNMA I 341924X 8.50% 5/15/23 39,011 39,986
GNMA I 342527X 7.50% 2/15/23 23,806 24,457
GNMA I 342841X 8.50% 12/15/22 307,326 316,111
GNMA I 342846X 9.00% 1/15/23 160,532 163,713
GNMA I 780029X 9.00% 11/15/24 368,835 375,488
GNMA I 372358X 7.50% 6/15/26 155,012 164,370
GNMA I 423558X 7.50% 5/15/26 195,806 207,626
GNMA I 423781X 7.50% 5/15/26 193,937 205,644
GNMA I 400102X 7.00% 2/15/26 344,238 372,255
GNMA I 417290X 7.00% 3/15/26 70,173 75,884
GNMA I 421473X 7.00% 6/15/26 407,086 440,218
GNMA I 422305X 7.00% 2/15/26 75,622 81,776
GNMA I 437983X 7.50% 11/15/26 247,432 253,659
GNMA I 429541X 7.50% 10/15/26 126,249 129,426
GNMA I 429164X 7.50% 8/15/26 481,837 493,962
GNMA I 167450X 9.50% 9/15/19 541,869 546,941
GNMA I NEW 347713X 6.50% 1/15/24 198,583 208,348
GNMA I NEW 355015X 6.50% 1/15/24 65,292 68,502
GNMA I NEW 364488X 6.50% 1/15/24 279,034 292,754
GNMA I NEW 366710X 6.50% 2/15/24 901,700 946,036
GNMA I NEW 375870X 6.50% 3/15/24 79,469 83,377
GNMA I NEW 376894X 6.50% 3/15/24 950,920 997,676
GNMA I NEW 387187X 6.50% 2/15/24 358,134 375,743
US TREASURY BONDS 7.63% 2/15/25 2,973,586 3,023,732
US TREASURY NOTES 6.38% 8/15/02 6,565,969 6,911,421
US TREASURY NOTES 7.25% 5/15/04 4,891,078 5,141,195
----------- -----------
Subtotal government obligations: $54,978,569 $56,938,718
----------- -----------
Total Commonwealth Life Insurance Company and
Transamerica Life
Insurance and Annuity Company SIC Assets (1) $90,082,831 $94,321,189
------------ ------------
Grand total SIC Assets $154,472,809 $160,596,887
------------ ------------
Issuing agent's gain on guarantee of SICs (wrapper) ($2,729,912)
------------
Contract value of SICs $157,866,975
------------
TOTAL ENTERGY STABLE INCOME FUND GICs & SICs $195,236,242 $198,630,408
============ ============
Loans to participants (Bearing interest rates of prime +1% with N/A $28,286,458
terms of up to 20 years) ============ ============
Total Assets Held for Investment Purposes $948,681,130 $1,167,144,890
============ ==============
(1) Commonwealth Life Insurance Company and Transamerica Life Insurance
and Annuity Company jointly issued SIC wrappers over 50% of the Entergy
Lehman Aggregate Managed SIC.
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
SAVINGS PLAN OF ENTERGY CORPORATION AND SUDSIDIARIES
ITEM 27 (d) - SCHEDULE OF REPORTABLE TRANSACTIONS
For the Year Ended December 31, 1998
E.I.N. 72-1229752 (Plan No. 003)
Selling or
Number of Purchase Redemption
Description Transactions Price Price Cost Gain/(Loss)
<S> <C> <C> <C> <C> <C>
Purchase Transactions:
Entergy Corporation Common Stock * 129 $34,997,701
Entergy ESOP Fund* 5 $105,498,941
Entergy Stable Income Fund * 110 $31,595,958
Selling Transactions:
Entergy Corporation Common Stock * 376 $39,571,302 $32,302,319 $7,268,983
Entergy ESOP Fund* 223 $9,877,958 $9,114,717 $763,241
Entergy Stable Income Fund * 143 $42,277,819 $40,645,819 $1,632,000
* Denotes a party-in-interest to the Entergy Savings Plan
</TABLE>
<PAGE>
SIGNATURE
The Entergy Savings Plan. Pursuant to the requirements of the
Securities and Exchange Act of 1934, the Employee Benefits Committee
has duly caused this annual report to be signed on its behalf by the
undersigned hereunto duly authorized.
SAVINGS PLAN OF ENTERGY
CORPORATION AND SUBSIDIARIES
By: /s/ Darrell A. Guidroz
Darrell A. Guidroz
Director, HR Compensation
and Benefits
Dated: June 28, 1999
<PAGE>
CONSENT OF INDEPENDENT ACCOUNTANTS
We consent to the incorporation by reference in the registration
statement on Form S-8 (File No. 33-54298) of Entergy Corporation of our
report dated June 23, 1999, relating to the financial statements and
supplemental schedules of the Savings Plan of Entergy Corporation and
Subsidiaries, which appears in this Form 11-K.
New Orleans, Louisiana
June 24, 1999
