File No. 70-8055
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM U-1
______________________________________
POST-EFFECTIVE AMENDMENT NO. 5
TO
APPLICATION-DECLARATION
UNDER
THE PUBLIC UTILITY HOLDING COMPANY ACT OF 1935
______________________________________
Entergy Services, Inc. Arkansas Power & Light Company
225 Baronne Street 425 West Capitol Avenue
New Orleans, Louisiana 70112 Little Rock, Arkansas 72201
Entergy Corporation Louisiana Power & Light Company
225 Baronne Street 639 Loyola Avenue
New Orleans, Louisiana 70112 New Orleans, Louisiana 70113
System Fuels, Inc. Mississippi Power & Light Company
639 Loyola Avenue 308 East Pearl Street
New Orleans, Louisiana 70113 Jackson, Mississippi 39201
System Energy Resources, Inc. New Orleans Public Service Inc.
1340 Echelon Parkway 639 Loyola Avenue
Jackson, Mississippi 39213 New Orleans, Louisiana 70113
Entergy Operations, Inc. Gulf States Utilities Company
1340 Echelon Parkway 350 Pine Street
Jackson, Mississippi 39213 Beaumont, Texas 77701
(Names of companies filing this statement and
addresses of principal executive offices)
______________________________________
Entergy Corporation
(Name of top registered holding company parent
of each applicant or declarant)
______________________________________
Senior Vice President Jerry L. Maulden
and Chief Financial Officer Vice Chairman and
Entergy Corporation Chief Operating Officer
639 Loyola Avenue Arkansas Power & Light Company
New Orleans, Louisiana 70113 425 West Capitol Avenue
Little Rock, Arkansas 72201
Glenn E. Harder
Vice President - Jerry L. Maulden
Financial Strategies Vice Chairman and
and Treasurer Chief Operating Officer
Entergy Services, Inc. Louisiana Power & Light
639 Loyola Avenue Company
New Orleans, Louisiana 70113 317 Baronne Street
New Orleans, Louisiana 70112
Glenn E. Harder
Treasurer
System Fuels, Inc. Jerry L. Maulden
639 Loyola Avenue Vice Chairman and
New Orleans, Louisiana 70113 Chief Operating Officer
Mississippi Power & Light
Company
Donald C. Hintz P.O. Box 1640
President and Jackson, Mississippi 39215
Chief Executive Officer
System Energy Resources, Inc. Jerry L. Maulden
Entergy Operations, Inc. Vice Chairman and
1340 Echelon Parkway Chief Operating Officer
Jackson, Mississippi 39213 New Orleans Public Service
Inc.
Don M. Clements, Jr. 317 Baronne Street
Senior Vice President - New Orleans, Louisiana 70112
External Affairs
Gulf States Utilities Company
350 Pine Street
Beaumont, Texas 77701
(Names and addresses of agents for service)
_____________________________________________
The Commission is also requested to send copies of any
communications in connection with this matter to:
Robert B. McGehee, Esq.
Susan P. Engle Wise Carter Child & Caraway,
Assistant Treasurer Professional Association
Entergy Services, Inc. P.O. Box 651
639 Loyola Avenue Jackson, Mississippi 39205
New Orleans, Louisiana 70113
Benny H. Hughes, Jr., Esq.
Laurence M. Hamric, Esq. Orgain, Bell & Tucker, L.L.P.
General Attorney - 470 Orleans Street
Corporate and Securities Beaumont, Texas 77701
Entergy Services, Inc.
225 Baronne Street
New Orleans, Louisiana 70112
Paul B. Benham, III, Esq.
Friday, Eldredge & Clark
2000 First Commercial Building
400 West Capitol Avenue
Little Rock, Arkansas 72201-
3493
Melvin I. Schwartzman, Esq.
McChord Carrico, Esq.
Monroe & Lemann
(A Professional Corporation)
201 St. Charles Avenue
New Orleans, Louisiana 70170
Thomas J. Igoe, Jr., Esq.
Reid & Priest
40 West 57th Street
New York, New York 10019
<PAGE>
Item 1. Description of Proposed Transactions.
Section V. Use of Proceeds of Item 1 of the
Application-Declaration, as previously amended and supplemented,
is hereby further supplemented to include the following paragraph
at the end of such section:
"While Gulf States anticipates that it will have
adequate cash resources from funds on hand to meet its interim
requirements through November 30, 1994, the $125,000,000 of short-
term borrowing authorization initially sought herein is intended
to provide Gulf States with flexibility to meet unexpected
requirements, including expenses associated with natural
disasters and litigation recoveries. This authorization will
also give Gulf States flexibility in managing potential
significant swings in cash requirements within any given month."
<PAGE>
SIGNATURES
Pursuant to the requirements of the Public Utility Holding
Company Act of 1935, the undersigned companies have duly caused
this amendment to be signed on their behalf by the undersigned
thereunto duly authorized.
By: /s/ Lee W. Randall
Lee W. Randall
Vice President, Chief Accounting
Officer and Assistant Secretary
Dated: March 14, 1994
