File No. 70-8839
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Post Effective Amendment No. 3 to the
Form U-1/A
___________________________________
APPLICATION-DECLARATION
under
THE PUBLIC UTILITY HOLDING COMPANY ACT OF 1935
___________________________________
Entergy Corporation
639 Loyola Avenue
New Orleans, LA 70113
(Name of company filing this statement and address
of principal executive offices)
___________________________________
Entergy Corporation
(Name of top registered holding company parent of each
applicant or declarant)
___________________________________
J. Wayne Leonard Steven C. McNeal
Chairman of the Board, President Vice President and Treasurer
and Chief Executive Officer Entergy Corporation
Entergy Corporation 639 Loyola Avenue
639 Loyola Avenue New Orleans, LA 70113
New Orleans, LA 70113
(Names and addresses of agents for service)
___________________________________
The Commission is also requested to send copies of any
communications in connection with this matter to:
Ann G. Roy, Esq.
Entergy Services, Inc.
639 Loyola Avenue
New Orleans, LA 70113
<PAGE>
Item I. Description of the Proposed Transactions
Item 1, paragraph 1.1 is amended by deleting in the 6th
line, "December 31, 2000" and inserting "December 31, 2005".
D. Compliance with Rules 53 and 54.
The proposed transactions are also subject to Rule 54. In
determining whether to approve the issue or sale of a security by
a registered holding company for purposes other than the
acquisition of an EWG or FUCO, or other transactions by such
registered holding company or its subsidiaries other than with
respect to EWGs or FUCOs, the Commission shall not consider the
effect of capitalization or earnings of any subsidiary which is
an EWG or FUCO upon the registered holding company system if Rule
53(a), (b) and (c) are satisfied. In that regard, assuming
consummation of the transactions proposed in this application,
all of the conditions set forth in Rule 53(a) are and will be
satisfied and none of the conditions set forth in Rule 53(b)
exists or, as a result thereof, will exist.
Entergy's "aggregate investment" in EWGs and FUCOs was
approximately representing 40.2% of Entergy's consolidated
retained earnings as of March 31, 2000 was $112,322,020.
Furthermore, Entergy has complied with and will continue to
comply with the record keeping requirements of Rule 53(a)(2)
concerning affiliated EWGs and FUCOs. In addition, as required
by Rule 53(a)(3), no more than 2% of the employees of Entergy's
domestic public utility subsidiary companies would render
services to affiliated EWGs and FUCOs. Finally, none of the
conditions set forth in Rule 53(b), under which the provisions of
Rule 53 would not be available, have been met.
Item 2. Fees, Commissions and Expenses
Item 2 is supplemented by the following paragraph:
All additional expenses related to the additional shares
of common stock are not expected to deviate materially
from those fees and expenses customarily incurred in
connection with similar plans. The Company will disclose
such additional fees and expenses in a certificate filed
pursuant to Rule 24 under the Act.
Item 5. Procedure
Item 5, is deleted in its entirety and restated as
follows:
The Company requests that the Commission's notice of
proposed transactions published pursuant to Rule 23(e) be
issued by July 14, 2000.
The Company further requests that the Commission's order
permitting the Application-Declaration to become effective
issue by October 1, 2000 with respect to the transactions
described herein, so that the Company will be in a
position to issue the additional shares to Participants
commencing as soon thereafter as practicable.
The Company hereby waives a recommended decision by a
hearing officer or any other responsible officer of the
Commission and hereby consents that the Division of
Investment Management may assist in the preparation of the
Commission's decisions and/or order in this matter.
Item 6Exhibits and Financial Statements
Item 6 is amended to include the following:
F-2 Opinion of Ann G. Roy, Esq. Assistant General
Counsel, Corporate & Securities, Entergy
Services, Inc.
H-2 Suggested form of Supplemental Notice of
Proposed Transaction in the Federal Register
<PAGE>
SIGNATURE
Pursuant to the requirements of the Public Utility Holding
Company Act of 1935, the undersigned company has duly
caused this Application/Declaration to be signed on its
behalf by the undersigned thereunto duly authorized.
ENTERGY CORPORATION
By: /s/ Steven C. McNeal
Steven C. McNeal
Vice President and Treasurer
Dated: June 27, 2000
