File No. 70-9757
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
___________________________________
Pre-Effective Amendment No. 2
to the
Form U-l
___________________________________
APPLICATION-DECLARATION
under
THE PUBLIC UTILITY HOLDING COMPANY ACT OF 1935
___________________________________
Entergy Mississippi, Inc.
308 East Pearl Street
Jackson, MS 39201
(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)
___________________________________
Carolyn C. Shanks Steven C. McNeal
President and Chief Executive Officer Vice President and Treasurer
Entergy Mississippi, Inc. Entergy Services, Inc.
308 East Pearl Street 639 Loyola Avenue
Jackson, MS 39201 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:
Denise C. Redmann, Esq. John Hood,
Esq.
Entergy Services, Inc. LLP Thelen Reid &
Priest
639 Loyola Avenue 40 West 57th
Street
New Orleans, LA 70113 New York, NY
10019
(504) 576-2272 (212) 603-
2140
(504) 576-4150 (fax) (212) 503-
2001 (fax)
Betty Collins
Wise Carter Child & Caraway,
Professional Association
P.O. Box 651
Jackson, MS 39205
(601) 968-5563
(601) 968-5519 (fax)
Item 1, Section A of the Application/Declaration is hereby
amended in its entirety and restated to read as follows:
Item 1. Description of Proposed Transactions
Section A. Overview
Entergy Mississippi, Inc., a Mississippi corporation
("Company"), and a subsidiary of Entergy Corporation
("Entergy"), a registered holding company under the Public
Utility Holding Company Act of 1935, as amended, ("Holding
Company Act"), proposes, from time to time through December
31, 2003, through negotiated public offering or competitive
bidding, (1) to issue and sell one or more series of the
Company's first mortgage bonds ("Bonds") and/or one or more
series of the Company's debentures ("Debentures") in a
combined aggregate principal amount of Bonds and Debentures
not to exceed $540 million, and/or the purchasing of
insurance as collateral security for such Bonds and/or
Debentures, and/or (2) to issue and sell (a) through one or
more special purpose subsidiaries of the Company, one or
more series of preferred securities of such subsidiary
having a stated per share liquidation preference ("Entity
Interests") and/or (b) one or more new series of the
Company's Preferred Stock ("Preferred"), in a combined
aggregate amount of Entity Interests and Preferred not to
exceed $50 million (the issuance of the Entity Interests to
include the issuance of one or more series of the Company's
junior subordinated debentures to said special purpose
subsidiaries, each series of junior subordinated debentures
in an amount not to exceed the amount of the respective
series of Entity Interests plus an equity contribution and
in addition to, and not to be included in the $540 million
combined aggregate principal amount of Bonds and Debentures
requested in subsection (1) above), and/or (3) to enter into
arrangements for the issuance and sale of one or more series
of tax-exempt bonds ("Tax-Exempt Bonds") in an aggregate
principal amount not to exceed $46 million for the financing
of certain pollution control facilities, including but not
limited to sewage and/or solid waste disposal facilities
that have not heretofore been the subject of such financing
or for the refinancing of outstanding tax-exempt bonds
issued for that purpose, including the possible issuance and
pledge of one or more new series of Bonds ("Collateral
Bonds") as collateral security for such Tax-Exempt Bonds in
an aggregate principal amount not to exceed $52 million
which amount of said Collateral Bonds is not included in the
$540 million combined aggregate principal amount of Bonds
and Debentures referred to in subsection (1) above and/or
the purchasing of letters of credit and/or insurance as
collateral security for such Tax-Exempt Bonds, and/or (4) to
enter into arrangements for the issuance of municipal
securities in an aggregate principal amount not to exceed
$100,000,000 ("Municipal Securities") to be issued in one or
more series through a state or local municipal entity
("Municipal Entity") (the financings contemplated in (1)
through (4) above being hereinafter collectively referred to
as "New Financing Plan"). Each of these proposed
transactions is discussed in detail below.
Item 1, Section G, Paragraph 1 of the
Application/Declaration is hereby amended in its entirety
and restated to read as follows:
1. The Company also may seek to enter into arrangements
for the issuance of Tax-Exempt Bonds, and the Company
proposes from time to time through December 31, 2003 to
enter into one or more leases, subleases, installment sale
agreements, refunding agreements or other agreements and/or
supplements and/or amendments thereto (each and all of the
foregoing being referred to herein as the "Facilities
Agreement") with one or more issuing governmental
authorities (each an "Issuer") that will contemplate the
issuance and sale by the Issuer(s) of one or more series of
Tax-Exempt Bonds in an aggregate principal amount not to
exceed $46 million pursuant to one or more trust indentures
and/or supplements thereto (individually and collectively,
the "Indenture") between the Issuer and one or more trustees
(individually and collectively, the "Trustee").
Item 1, Section H, Paragraph 1 of the
Application/Declaration is hereby amended in its entirety
and restated to read as follows:
Section H. Issuance and Sale of Municipal Securities
1. The Company may also seek to enter into arrangements
for the issuance of up to $100,000,000 aggregate principal
amount of Municipal Securities. The Company proposes from
time to time through December 31, 2003 to enter into one or
more agreements, either directly or through an affiliate of
the Company, with such governmental authority as may be
authorized by state or local law (collectively referred to
herein as the "Municipal Entity"), whereby the Municipal
Entity will issue securities to the public on behalf of the
Company or will loan money to the Company through a bank, an
affiliate of the Company, or other person, where the
proceeds of such financing will be used to pay certain of
the Company's costs. The Company will enter into such
arrangements to benefit from certain tax exemptions offered
by a state or local taxing authority. Certain purchasers of
Municipal Securities may benefit from state or local income
tax exemptions on interest they receive from the Municipal
Securities.
SIGNATURE
Pursuant to the requirements of the Public Utility
Holding Company Act of 1935, the undersigned company has duly
caused this Pre-effective Amendment No. 2 to the Application-
Declaration to be signed on its behalf by the undersigned
thereunto duly authorized.
ENTERGY MISSISSIPPI, INC.
By: /s/ Steven C. McNeal
Steven C. McNeal
Vice President and Treasurer
Dated: December 28, 2000
