ENTERGY ARKANSAS INC
35-CERT, 1999-07-30
ELECTRIC SERVICES
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                    UNITED STATES OF AMERICA
          BEFORE THE SECURITIES AND EXCHANGE COMMISSION

                        Washington, D. C.

 . . . . . . . . . . . . . . . . . . . . . . . . . .
                                                   .
        In the Matter of                           .
                                                   .
ENTERGY ARKANSAS, INC.                             .
ENTERGY LOUISIANA, INC.                            .
ENTERGY MISSISSIPPI, INC.                          .
ENTERGY NEW ORLEANS, INC.                          .
                                                   .
     File No. 70-5015                              .
     ________________                               CERTIFICATE
                                                    PURSUANT TO
     In the Matter of                               RULE 24
                                                   .
SYSTEM FUELS, INC.                                 .
SYSTEM ENERGY RESOURCES, INC.                      .
ENTERGY ARKANSAS, INC.                             .
ENTERGY LOUISIANA, INC.                            .
ENTERGY MISSISSIPPI, INC.                          .
ENTERGY NEW ORLEANS, INC.                          .
                                                   .
     File No.  70-5889                             .
     File No.  70-7574                             .
     File No.  70-7668                             .
     ________________                              .
                                                   .
     In the Matter of                              .
                                                   .
SYSTEM FUELS, INC.                                 .
ENTERGY CORPORATION                                .
                                                   .
     File No.  70-8331                             .
                                                   .
     (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,  modified by request in the application(s) - declaration(s)
referenced   above,  this  is  to  certify  that  the   following
transactions  were carried out and borrowings  made,  during  the
quarter ended June, 1998, pursuant to System Fuels, Inc.'s  (SFI)
function  as  a  supplier  of fuel for  the  Entergy  Corporation
Operating  Companies (System) in accordance with  the  terms  and
conditions   of   and  for  the  purposes  represented   in   the
application(s) - declaration(s), as amended, and pursuant to  the
Orders of the SEC, indicated below:

70-5015 December 17, 1971 ..................................   I
70-5889 April 28, 1978 .....................................   I
70-7574 January 31, 1989 ...................................  II
70-7668 September 27, 1989 ................................. III
70-8331 March 16, 1994 .....................................  IV

<PAGE>

I. File No. 70-5015 and File No. 70-5889 - 1998 Fuel Supply
   Programs

  Expenditures for SFI's fuel program for 1998 during the 2nd
  quarter are indicated below:

                                         Net Expenditures
                                          (In Thousands)
                                   2nd Quarter   Year-To-Date
1998 Fuel Supply Program:
1.  Gas and Oil Development
     and Production                      (4)          (183)
2.  Nuclear Fuel Procurement         23,322         62,449
3.  Fuel Oil Program                     12              4
                                    -------        -------
TOTAL EXPENDITURES                   36,147         66,318
                                    -------        -------

Less funds derived through
   amortization & depreciation
   Charges
  Amortization of Gas & Oil
   Development & Production Costs       366            541
  Depreciation & Other
   Amortization                         (45)           (96)
                                    -------        -------
TOTAL depreciation & amortization       222            444
                                    -------        -------
Net Expenditures                     36,469         66,763

(Increase) decrease in:
   Outside financing                                     -
   System Money Pool borrowings           8             60
                                    -------        -------

TOTAL (increase)decrease
  in borrowings                           8             60
                                    -------        -------

Increase (decrease) in working
  Capital                            $  (45)       $  (127)
                                    =======        =======
1. Gas and Oil Development and
   Production
                                         Net Expenditures
                                          (In Thousands)
                                   2nd Quarter   Year-To-Date
Gas and Oil Development
and Production                       $   (4)       $  (183)
                                     ======        =======

      Effective  July  1,  1996, SFI sold  its  interest  in  the
      properties associated with its Gas and Oil Development  and
      Production Program (the "program").

      During  this  quarter,  SFI had insignificant  expenditures
      relative  to the continuing shutdown of this operation.  As
      of   June   30,   1999,   accumulated   net   proceeds   of
      approximately  $60,000  are  retained  at   SFI   for   the
      continuing shutdown activities.




      Calculation  of  the net expenditures (proceeds)  from  the
      continuing shutdown activities of the Program, is:

                                         Net Expenditures
                                          (In Thousands)
                                   2nd Quarter   Year-To-Date
Sales to non-System parties:
   Natural gas                           (1)         (1)
   Condensate                                         -
   Crude oil                                          -
                                       ----        ----
TOTAL                                    (1)         (1)
Miscellaneous income (including                       -
   sale of assets)
                                       ----        ----
TOTAL                                    (1)         (1)

General and administrative
  expense                                (2)         (2)
Operating expense                         -          (1)
Interest expense                        364         364
Amortization adjustment                   4         183
                                       ----        ----

Net proceeds                         $ (362)      $(362)
                                     ======       =====
2.  Nuclear Fuel Procurement
   (See Item III)
                                         Net Expenditures
                                          (In Thousands)
                                   2nd Quarter   Year-To-Date
Nuclear Fuel Procurement            $   23        $  62
                                    ======        =====

                                         Net Expenditures
                                          (In Thousands)
                                   2nd Quarter   Year-To-Date
Activities during the period:
  Expenditures for nuclear
   materials and processing
   services                         $   584       $     14
  General and administrative
   expense                              111            186
  Interest expense                      486          1,005
                                    -------       --------
TOTAL                                 1,180         15,364
                                    -------       --------
Sales of nuclear materials and
   processing services to
   System companies                 (22,142)       (22,142)
                                    -------       --------

Net effect on inventory             $23,322       $ 62,449
                                    =======       ========



3.  Fuel Oil Program
    (See Item II)
                                       Net Expenditures
                                        (In Thousands)
                                  2nd Quarter    Year-To-Date
Fuel Oil Inventory                 $12,829      $ 4,052
                                   =======      =======
a)  Fuel Oil Inventory:
                                    Barrels       Book Value
Inventory as of:                        (In Thousands)


   June 30, 1998                    2,616          45,131
   March 31, 1998                   1,649          32,302
   December 31, 1997                2,613          33,412
   September 30, 1997               2,017          29,650
   June 30, 1997                    2,406          31,647

                                      During 2nd Quarter
                                        (In Thousands)
                                    Barrels         Value
Sales price per barrel
  to System companies
  excluding period cost:
     #2 Fuel Oil                        33          17.38
     #6 Fuel Oil                       349           9.30


SFI has a fuel oil contract with Marathon Oil Company dated April
15,  1982  that was originally scheduled to terminate on December
31,  1996.  On January 1, 1994 Marathon breached the contract  by
refusing  to deliver product and on December 29, 1994  SFI  filed
suit against Marathon in federal court in New Orleans, Louisiana.
During  the  first  quarter  1996, SFI  and  Marathon  reached  a
negotiated  settlement  to  the  dispute,  and  Marathon  resumed
delivery.  However, a different grade of fuel oil was substituted
for  the  fuel oil originally required to be delivered under  the
contract. Deliveries of the substitute fuel oil began on March 1,
1996 and will continue through February 28, 1999.
4.     Other Items:

   a) As  of  June  30,1998, SFI's outstanding  debt  and  Parent
      Companies investment consisted of:

Parent Companies:                       In Thousands
     Common Stock                              20
     Notes payable                         34,000
                                          -------
          TOTAL                            34,020
System Money Pool                          (4,432)
Banks                                           0
                                          -------
TOTAL                                     $29,588
                                          =======

  b) As  of January 1, 1987, SFI's employees were transferred  to
      Entergy   Services,   Inc.  (Entergy   Services).   Entergy
      Services  bills SFI for labor associated with the operation
      of   continuing  activities  for  SFI  and  other  services
      provided  to  SFI  (financial, legal,  administrative,  and
      other  activities).  For the 2nd quarter of 1998,  SFI  was
      billed by Entergy Services for the following amounts:

                                                            Total
                          April       May        June      2nd Qtr
Cost of service
charged to
Service Requests
established to
track cost of functions
previously performed by
SFI personnel:

  Direct Cost:
   Labor and related
    cost                    6,904     5,483      5,300      17,686
   Other direct cost        2,904     1,855      1,757       6,517
  Indirect Cost             1,629     1,271      1,233       4,132
                         --------  --------   --------   ---------
        TOTAL              11,437     8,609      8,291      28,337
                         --------  --------   --------   ---------

Cost of services
charged to Service
Requests not related
to transfer of SFI
personnel:                 70,209    94,146     96,006     260,362
                         --------  --------   --------   ---------

Total cost of services
performed by Entergy
Services                 $ 81,645  $102,755   $104,297   $ 288,698
                         ========  ========   ========   =========
Amounts billed to
Operating Companies for
the Fuel Oil Program*    $ 35,517  $ 70,175   $ 65,080   $ 170,774

Charged to Nuclear Fuel
Procurement                46,128    32,580     39,216     117,924
                         --------  --------   --------   ---------

TOTAL                    $ 81,645  $102,755   $104,297   $ 288,698
                         ========  ========   ========   =========


   - Charged to the Fuel Oil Program as a component of period
     costs.  Effective January 1, 1998, Fuel Oil Program period costs
     are recorded by plant, to the extent possible, and direct billed
     to the operating company that owns the facility where incurred.
     Costs which cannot be directly associated with a facility or an
     operating company, continue to be allocated as before. For the
     2nd quarter of 1999, such Fuel Oil Program period costs were
     allocated  10%  to ENTERGY ARKANSAS, INC.,  53%  to  ENTERGY
     LOUISIANA, INC., 28% to ENTERGY MISSISSIPPI, INC., and 10% to
     ENTERGY NEW ORLEANS, INC.


   c)  As previously reported, the System's fuels planning and
       procurement administration was reorganized during 1988,
       redefining the fuels management roles and placing the
       responsibility for most fuel procurement decisions with
       Entergy Corporation System Executives.


SFI,  utilizing  Entergy  Services  personnel,  continues  to  be
responsible  for  gas  and oil production  shut  down,  financing
nuclear fuel inventory and fuel oil inventory and facilities, and
accounting functions related to these continuing activities.

On  September  2, 1997, SFI filed an Application-Declaration,  on
Form U-1, with the SEC, in File No. 70-9103 (the "U-1"). SFI  has
requested  authorization, among other things, for it to  function
as  a supplier of transmission and distribution related equipment
and  materials  for the Entergy Corporation Operating  Companies.
Also  requested, is for Entergy Gulf States, Inc. to  acquire  an
ownership  interest  in  SFI  and assume  a  share  of  the  debt
financing  for SFI on the same proportionate basis as  the  other
operating  companies.  The U-1 is pending, and  an  amendment  is
forthcoming.

II.  File No 70-7574 Bank of America Agreement

     This financing agreement expired January 31, 1996.


III. File No 70-7668 Yasuda Trust and Banking Co., Ltd. Agreement
     (Yasuda)

      This loan agreement expired September 26, 1997 and was  not
renewed nor replaced.


IV.  File   No  70-8331  Entergy  Corporation  Revolving   Credit
     Agreement (Entergy)

      As  indicated previously, in a filing pursuant to  the  SEC
order dated November 26, 1996, (Release No. 35-26617) in File No.
70-8899,  activity  pertaining to this  loan  agreement  will  be
reported by Entergy Services, Inc. under File No. 70-8899.


      IN  WITNESS WHEREOF, SFI has caused this certificate to  be
executed as of the 29th of July 1999.



                                ENTERGY ARKANSAS, INC.
                                ENTERGY LOUISIANA, INC.
                                ENTERGY MISSISSIPPI, INC.
                                ENTERGY NEW ORLEANS, INC.
                                SYSTEM ENERGY RESOURCES, INC.
                                ENTERGY CORPORATION



                                BY:   /s/ Nathan E. Langston
                                      Nathan E. Langston
                                      Vice President and
                                      Chief Accounting Officer


                                SYSTEM FUELS, INC.



                                BY:  /s/ Steven C. McNeal
                                       Steven C. McNeal
                                       Vice President
                                       and Treasurer




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