ENTERGY ARKANSAS INC
35-CERT, 1996-10-09
ELECTRIC SERVICES
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                  UNITED STATES OF AMERICA
        BEFORE THE SECURITIES AND EXCHANGE COMMISSION
                      WASHINGTON, D.C.
                              

       In the Matter of                          
                                       CERTIFICATE PURSUANT
    Entergy Arkansas, Inc.                  TO RULE 24
                                                 
       File No. 70-8001                          
                                                 
Public Utility Holding Company                   
                                                 
          Act of 1935                            


Entergy Arkansas, Inc.           Entergy Louisiana, Inc.
425 West Capitol Avenue          639 Loyola Avenue
Little Rock, Arkansas  72201     New Orleans, Louisiana  70113
                                 
Entergy Mississippi, Inc.        Entergy New Orleans, Inc.
308 East Pearl Street            639 Loyola Avenue
Jackson, Mississippi  39201      New Orleans, Louisiana  70113

                     System Fuels, Inc.
                       350 Pine Street
                   Beaumont, Texas  77701
                              
<PAGE>
           This is to certify, pursuant to Rule 24 under  the
Public Utility Holding Company Act of 1935, as amended,  that
certain  of  the  transactions proposed by Entergy  Arkansas,
Inc.  ("EAI") in the Application-Declaration on form  U-1  in
the  above  file, as amended, have been executed  during  the
third   quarter  1996  in  accordance  with  the  terms   and
conditions  of,  and  for the purposes  represented  by,  the
Application-Declaration and pursuant  to  the  order  of  the
Securities   and  Exchange  Commission  ("Commission")   with
respect thereto dated June 13, 1995 (Release No. 70-8001).

          The following table describes the transactions that
have  been  executed by Entergy Arkansas Inc. ("EAI")  during
the third quarter 1996.
                              
                    Date     Expiration Number of      Rent
Transaction/Party  Executed     Date     Railcars  Railcar/Mo.
- -----------------  --------  ---------- ---------  -----------
Subleases
- ---------
No new railcar subleases have been initiated during Third
Quarter 1996.


Assignment
- ----------

Exhibits and Financial Statements
- ---------------------------------

Leases: All  executed  leases  are similar  to  the  Master
- ------  Railcar Lease submitted for reference January  10,
        1996.

Assignments:
- -----------

<PAGE>

           IN  WITNESS  WHEREOF, Entergy Arkansas,  Inc.  has
caused  this  certificate to be executed  this  9th  day  of
October, 1996.

                            Entergy Arkansas, Inc.
                            Entergy Louisiana, Inc.
                            Entergy Mississippi, Inc.
                            Entergy New Orleans, Inc.
                            
                            
                            By: /s/ William J. Regan, Jr.
                                   William J. Regan, Jr.
                                Vice President and Treasurer
                                              
                                              
                                              
                                              
                            System Fuels, Inc.
                            
                            
                            By:  /s/ William J. Regan, Jr.
                                    William J. Regan, Jr.
                                Vice President, Treasurer and
                                     Assistant Secretary
                            




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