UNITED STATES OF AMERICA
BEFORE THE SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C.
* * * * * * * * * * * * * * * * *
In the Matter of *
*
ENTERGY CORPORATION, * CERTIFICATE
ENTERGY ENTEPRISES, INC., et al * PURSUANT TO RULE 24
*
File No. 70-9123 *
*
(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-declaration, as amended, in the above referenced file
and the related order dated June 22, 1999 (June 1999 Order), this
is to certify that the following transactions were carried out
during the three (3) months ended June 30, 2000 by Entergy
Corporation's Non-utility Companies<FN1> (Non-Reg Companies),
pursuant to the authorization of the SEC. Capitalized terms used
in this Certificate, unless otherwise defined, have the meanings
set forth in the June 1999 Order.
Authorized Transactions
Pursuant to the June 1999 Order (a) the Non-Reg Companies
are authorized to conduct development activities with respect to
various investment opportunities for Entergy Corporation
(Entergy), (b) the Non-Reg Companies are authorized to provide
various consulting services to other Non-Reg Companies and to non-
associates, including to market to non-associates the Entergy
System's expertise and capabilities in energy-related areas, and
to market to non-associates intellectual property developed or
acquired by System companies, (c) the Non-Reg Companies are
authorized to provide various management, administrative and
support services to associate companies, excluding certain
associate companies (Excepted Companies<FN2>), (d) Entergy is
authorized to create O&M Subs to provide various operations and
maintenance services to non-associate or associate companies, (e)
Entergy is authorized to create one or more New Subsidiaries,(f)
Entergy and the Non-Reg Companies are authorized to make Non-
utility Loans to certain Non-Reg Companies, (g) the Non-Reg
Companies are authorized to issue Other Securities of any type to
Entergy, to other Non-Reg Companies or to third parties, and (h)
the Non-Reg Companies are authorized to pay dividends to their
immediate parent companies from capital accounts or other
unearned surplus.
During the quarter, the Non-Reg Companies participated in
the following:
I. Administrative, Consulting, Management, and Other Services to
Associate Companies
During the quarter, Entergy Enterprises Inc. (Enterprises)
provided certain management and support services, at cost, to its
associate companies, Entergy Power, Inc. (EPI), Entergy Power
Marketing Corp., Entergy Trading and Marketing Ltd., Entergy
Technology Holding Company (ETHC), Entergy Technology Company
(ETC), Entergy Holdings, Inc., Entergy Thermal LLC, Entergy Power
Development Corporation, Entergy International Holdings Ltd LLC,
Entergy Pakistan, Ltd., EP Edegel, Inc., Entergy Power CBA
Holding Ltd., EWO Holdings Inc. (formerly Entergy Power Chile,
Inc.), Entergy Power Operations Corp., Entergy Power
International Holdings Corp., Entergy Nuclear, Inc. (ENI) and
Entergy Nuclear Generation Corporation (ENGC). Enterprises'
billings to all such associate companies included direct costs
incurred plus, to the extent applicable, an indirect loading
based upon current month administrative charges.
Enterprises billed, at cost, EPI ($258,489) for services
related to the marketing of EPI capacity and energy to third
parties 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. ($7,483,513) and Entergy Trading
and Marketing Ltd. ($14,119), these services related to
management oversight, the marketing of energy commodities to
third parties at wholesale, the preparation of contracts and
regulatory filings and the procurement of transmission services.
In regard to ETHC ($32,809, ETC ($106,240), Entergy Holdings,
Inc. ($215), Entergy Thermal LLC ($203,505), Entergy Power
Development Corp. ($3,869,684), Entergy International Holdings,
Ltd LLC ($32,007), Entergy Pakistan Ltd. ($256,070), EP Edegel,
Inc. ($215,440), Entergy Power CBA Holding, Ltd. ($23,468), EWO
Holdings Inc. ($129,038), Entergy Power Operations Corporation
($250,275), Entergy Power International Holdings Corp. ($45,629),
and ENI ($10,545), these services were primarily related to
management oversight and/or project development. In regard to
ENGC ($17,786), Enterprises provided services related to the
marketing of energy to third parties at wholesale.
During the quarter, ENI provided management oversight
services to ENGC relating to the operation of the Pilgrim nuclear
plant, at cost ($42,620). ENI also provided consulting services,
at cost, to Entergy Nuclear Indian Point 3 and Entergy Nuclear
Fitzpatrick in the amount of $1,871,555 and $1,871,555,
respectively.
During the quarter, Entergy Operations Services, Inc. (EOSI)
provided management and other administrative services to Entergy
Thermal LLC. The amount billed, at cost, during the quarter was
$16,616. Also, during the quarter, EOSI provided technical
support to EPDC's Saltend project, at cost, for $1,211,819.
During the quarter, Entergy Holdings, Inc. provided
management/administrative and consulting services to Entergy
Business Solutions LLC and to Entergy Thermal LLC. The amount
billed, at cost, to Entergy Business Solutions LLC and Entergy
Thermal LLC during this quarter was $55,946 and $151,
respectively.
II. Consulting Services Provided to Non-Associate Companies
Enterprises, under contract with a hydroelectric
partnership, continues to provide an array of technical
services/support and maintenance for a hydroelectric transmission
line. Certain Entergy Services, Inc. personnel are providing the
services. Enterprises is paid a fixed annual fee plus market
based rates for performing maintenance on the transmission line
owned by the partnership. The partnership was charged $13,860
for services rendered during the second quarter. Also,
Enterprises provided services to a third-party related to the
marketing by EPMC of such party's excess energy capacity to third
parties at wholesale. These services were billed at cost in the
amount of $40,915.
During the quarter, no other consulting services were
provided by Non-Reg Companies to non-associate companies.
III. Nonutility Loans Made by Entergy to Non-Reg Companies, or
Between Non-Reg Companies
During the quarter, no Nonutility Loans subject to reporting
in this Certificate were made by Entergy to Non-Reg Companies,
nor were any such loans made between Non-Reg Companies.
IV. Other Securities Issuances by Non-Reg Companies
During the quarter, no Other Securities subject to reporting
in this Certificate were issued by any Non-Reg Companies.
V. Formation and Capitalization of New Subsidiaries and O&M
Subs
During the quarter, Entergy formed the following companies
as New Subsidiaries in accordance with the June 1999 Order:
Entergy Nuclear Ninemile, LLC which was formed to acquire and/or
hold Entergy's investments in nuclear generating facilities;
Entergy Turbine Holding QF LLC and Entergy Turbine Holding
Louisiana LLC, each of which was formed to finance the
construction of turbine generator units to be installed at
Entergy's RS Cogen project; Entergy Procurement Exchange Holding
Corporation which was formed to acquire and/or hold Entergy's
interest in Pantellos Corporation, an exempt telecommunications
company (ETC) under the Act; Entergy Power Warren Corporation I,
Entergy Power Warren Corporation II, and Warren Power LLC were
formed to construct and own a 300MW gas-fired peaking plant to be
located near Vicksburg, Mississippi.
During the quarter, Entergy Nuclear Ninemile LLC, Entergy
Procurement Exchange Holding Corporation, Entergy Power Warren
Corporation I, and Entergy Power Warren Corporation II were
capitalized in the amounts of $1,000, $4,439,210, $10,000, and
$10,000, respectively.
During the quarter, no other amounts were expended to form
and capitalize any New Subsidiaries or O&M Subs.
VI. Nature and Extent of O&M Services Provided
During the quarter, Entergy's subsidiary, Entergy Nuclear,
Inc. (ENI), provided decommissioning management services to two
large nuclear operating utilities in the Northeast. ENI is paid a
fixed monthly fee and certain incentive fees and is reimbursed
for its actual expenses for labor and related charges at cost for
all services provided. Also, ENI provided to two non-associate
companies consulting services related to the operation,
maintenance and decommissioning of nuclear generation facilities.
These services were billed at market prices. The total amount
billed by ENI for all such services during the quarter was
$2,144,422.
In addition, during the quarter, Entergy's subsidiary, EOSI,
provided power project related operation and management services
to several non-associate customers, including professional
advice, technical expertise and maintenance services.
Specifically, EOSI's services to non-associate customers included
performing preventive maintenance on substations; completing work
on a merchant plant substation installation; providing project
management for the installation of a steam turbine; completing
technical evaluation of an outage scope and schedule for a power
plant; providing project management for the construction of a
230kV switchyard for a merchant plant; and providing laser
inspection services of a SP6 gas line located at an electric
transmission facility substation. The total amount billed for
all such services during the quarter was $1,221,796 consisting,
in each case, of market-based fees and reimbursable expenses.
Entergy represents that no Excepted Company has subsidized
the operations of any Non-Reg Company and that the rendering of
O&M Services by O&M Subs is in compliance with the applicable
rules, regulations and orders of the SEC and has not adversely
affected the services provided by any Excepted Company to its
customers.
VII. Payment of Dividends By Certain Non-Reg Companies
During the quarter, no other dividends subject to reporting
in this Certificate were paid by Non-Reg Companies.
VIII. Reorganizations
The current Entergy Non-Reg Companies' organizational
structure as of June 30, 2000 is included in Exhibit 1.
No reorganizations of Entergy's ownership interests in Non-
Reg Companies subject to reporting in this Certificate were
effected during the quarter.
IX. Financial Statements
Entergy Corporation's unaudited Balance Sheet and Income
Statement for the quarter ended June 30, 2000 are included in
Exhibit 2.
IN WITNESS WHEREOF, the undersigned company has caused
this certificate to be executed on this 28th day of August
2000.
ENTERGY CORPORATION
By: /s/ Nathan E. Langston
Nathan E. Langston
Vice President and Chief Accounting Officer
ENTERGY ENTERPRISES, INC.
By: /s/ Steven C. McNeal
Steven C. McNeal
Vice President and Treasurer
_______________________________
<FN1> Non-utility Companies are defined in the June 1999 Order as
"exempt wholesale generators" ("EWGs"), "foreign utility
companies" ("FUCOs"), "exempt telecommunications companies"
("ETCs"), "O&M Subs", "Authorized Subsidiary Companies", "New
Subsidiaries" and "Energy-related Companies".
<FN2> The Excepted 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.
