ENTERGY ENTERPRISES INC
U-13-60, 1994-04-29
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                                UNITED STATES 
                      SECURITIES AND EXCHANGE COMMISSION 
                            Washington, D.C. 20549 
                                 
                                 FORM U-13-60
                                                                    
                                ANNUAL REPORT
                                                                    
                               FOR THE PERIOD
                                                                       
   Beginning  January 1, 1993    and Ending   December 31, 1993
                                                                       
                                   TO THE
                                                                    
                  U.S. SECURITIES AND EXCHANGE COMMISSION
                                                                    
                                     OF
                                                                    
                          Entergy Enterprises, Inc.
                     (Exact Name of Reporting Company)
                                                                       
                                                                       
A Subsidiary Service Company Date of Incorporation December 30, 1983 If
  ("Mutual" or "Subsidiary")
                                                                       
not Incorporated, Date of Organization ___________________ State or
                                                                       
Sovereign Power under which Incorporated or Organized Louisiana 
                                                                       
Location of Principal Executive Offices of Reporting Company

900 S. Shackleford, Little Rock, Arkansas 72211 Name, title, and address

of officer to whom correspondence concerning this report should be

addressed:
                                                                       
Mr. Gerald D. McInvale  Chief Financial Officer &    P. O. Box 61000
                           Sr. Vice Presidentr       New Orleans, LA. 70116
(Name)                    (Title)                  (Address)
                                                                       
Name of Principal Holding Company Whose Subsidiaries are served by Reporting
Company:
                                                                    
                             Entergy Corporation
                                                                    
<PAGE>

                       
                     INSTRUCTIONS FOR USE OF FORM U-13-60
                                                          
 1. Time of Filing.
      Rule 94 provides that on or before the first day of May in each calendar 
      year, each mutual service company and each subsidiary service company as 
      to which the Commission shall have made a favorable finding pursuant
      to Rule 88, and every service company whose application for approval or
      declaration pursuant to Rule 88 is pending shall file with the Commission
      an annual report on Form U-13-60 and in accordance with the Instructions 
      for that form.
                                                             
 2. Number of Copies.
      Each annual report shall be filed in duplicate. The company should 
      prepare and retain at least one extra copy for itself in case 
      correspondence with reference to the report become necessary.
                                                         
 3. Period Covered by Report.
      The first report filed by any company shall cover the period from the 
      date the Uniform System of Accounts was required to be made effective
      as to  that company under Rules 82 and 93 to the end of that calendar
      year.   Subsequent reports should cover a calendar year.
                                                                        
 4. Report Format.
      Reports shall be submitted on the forms prepared by the Commission.  If 
      the space provided on any sheet of such form is inadequate, additional 
      sheets may be inserted of the same size as a sheet of the form or folded
      to each size.
                                                               
 5. Money Amounts Displayed.
      All money amounts required to be shown in financial statements may
      be expressed in whole dollars, in thousands of dollars or in hundred 
      thousands of dollars, as appropriate and subject to provisions of
      Regulation S-X (SS210.3-01(b)).
                                                            
 6. Deficits Displayed.
      Deficits and other like entries shall be indicated by the use of
      either brackets or a parenthesis with corresponding reference in 
      footnotes.(Regulation S-X, SS210.3-01(c))
                                                                     
 7. Major Amendments or Corrections.
      Any company desiring to amend or correct a major omission or error
      in a report after it has been filed with the Commission shall submit 
      an amended report including only those pages, schedules, and entries 
      that are to be amended or corrected. A cover letter shall be submitted 
      requesting the Commission to incorporate the amended report changes
      and shall be signed by a duly authorized officer of the company.
                                                                 
 8. Definitions.
      Definitions contained in Instruction 01-8 to the Uniform System of 
      Accounts for Mutual Service Companies and Subsidiary Service 
      Companies, Public Utility Holding Company Act of 1935, as amended 
      February 2, 1979 shall be applicable to words or terms used 
      specifically within this Form U-13-60.
                                                                        
 9. Organization Chart.
      The service company shall submit with each annual report a copy of
      its current organization chart.
                                                                
10. Methods of Allocation.
      The service company shall submit with each annual report a listing
      of the currently effective methods of allocation being used by the 
      service company and on file with the Securities and Exchange Commission 
      pursuant to the Public Utility Holding Company Act of 1935.
                                                                   
11. Annual Statement of Compensation for Use of Capital Billed.
      The service company shall submit with each annual report a copy of
      the annual statement supplied to each associate company in support of 
      the amount of compensation for use of capital billed during the
      calendar year.
                                                       
<PAGE>                                                                         
                 ANNUAL REPORT FOR ENTERGY OPERATIONS, INC.
                    For the Year Ended December 31, 1993
                LISTING OF SCHEDULES AND ANALYSIS OF ACCOUNTS
                                                                         
                                                Schedule or            Page
Description of Schedules and Accounts          Account Number         Number
                                                                         
Comparative Balance Sheet                       Schedule I               5
Service Company Property                        Schedule II              7
Accumulated Provision for Depreciation          Schedule III             8
 and Amortization of Service Company
 Property                                       
Investments                                     Schedule IV              9
Accounts Receivable from Associate Companies    Schedule V               9
Fuel Stock Expenses Undistributed               Schedule VI             10
Stores Expense Undistributed                    Schedule VII            10
Miscellaneous Current and Accrued Assets        Schedule VIII           11
Miscellaneous Deferred Debits                   Schedule IX             11
Research, Development, or Demonstration         Schedule X              11
 Expenditures
Proprietary Capital                             Schedule XI             12
Long-Term Debt                                  Schedule XII            13
Current and Accrued Liabilities                 Schedule XIII           14
Notes to Financial Statements                   Schedule XIV            14
Comparative Income Statement                    Schedule XV             15
Analysis of Billing - Associate Companies       Account 457             16
Analysis of Billing - Nonassociate Companies    Account 458             17
Analysis of Charges for Service -               Schedule XVI            18
 Associate and Nonassociate Companies
Schedule of Expense of Department or            Schedule XVII          19-20
 Service Function
Departmental Analysis of Salaries               Account 920             21
Outside Services Employed                       Account 923             21
Employee Pensions and Benefits                  Account 926             22
General Advertising Expenses                    Account 930.1           22
Miscellaneous General Expenses                  Account 930.2           23
Rents                                           Account 931             23
Taxes Other Than Income Taxes                   Account 408             24
Donations                                       Account 426.1           24
Other Deductions                                Account 426.5           25
Notes to Statement of Income                    Schedule XVIII          25
                                                                         
        Listing of Instructional Filing Requirements
                                                                       Page
    Description of Reports or Statements                              Number
                                                                         
Organization Chart                                                      26
Methods of Allocation                                                   26
Annual Statement of Compensation for Use of Capital Billed              26
Disclaimer of Subsidization                                             26    

<PAGE>
<TABLE>
<CAPTION>

        ANNUAL REPORT TO THE SEC OF ENTERGY ENTERPRISES, INC. (UNCONSOLIDATED) 
                                                                    
                        Schedule I - Comparative Balance Sheet
                                                                    
                                                                    
Give balance sheet of the Company as of December 31 of the current and prior year.
                                                                          
Account     Assets and Other Debits                                               As of December 31
                                                                                 Current      Prior (1)
       Service Company Property                                                                                 
 <S>   <C>                                                                     <C>           <C> 
 101   Service company property (Schedule II)                                  $ 1,004,267   $   204,325
 107   Construction work in progress (Schedule II)                                                      
                                                                               -----------   -----------
           Total Property                                                        1,004,267       204,325
                                                                               -----------   -----------
                                                                                                   
 108   Less accumulated provision for depreciation and amortization of service                                     
       company property (Schedule III)                                             189,479             0
                                                                               -----------   -----------
           Net Service Company Property                                            814,788       204,325
                                                                               -----------   -----------          
       Investments                                                                                  
                                                                                                   
 123   Investments in associate companies (Schedule IV)                          8,140,298     9,751,965
 124   Other Investments (Schedule IV)                                           9,744,147     9,744,147
                                                                                ----------    ----------
           Total Investments                                                    17,884,445    19,496,112
                                                                                ----------    ----------
                                                                                                   
       Current and Accrued Assets                                                                   
                                                                                                   
 131   Cash                                                                         62,260        27,477 
 134   Special deposits                                                                            
 135   Working funds                                                                25,449 
 136   Temporary cash investments (Schedule IV)                                    344,402     2,574,225
 141   Notes receivable                                                                             
 143   Accounts receivable                                                         100,192       199,555
 144   Accumulated provision of uncollectible accounts                                              
 146   Accounts receivable from associate companies (Schedule V)                 2,401,170             0
 152   Fuel stock expenses undistributed (Schedule VI)                                              
 154   Materials and supplies                                                                    
 163   Stores expense undistributed (Schedule VII)                                                  
 165   Prepayments                                                                                 3,931
 174   Miscellaneous current and accrued assets (Schedule VIII)                      2,007           130
                                                                               -----------   -----------
           Total Current and Accrued Assets                                      2,935,480     2,805,318
                                                                               -----------   -----------                
       Deferred Debits                                                                              
                                                                                                   
 181   Unamortized debt expense                                                                     
 184   Clearing accounts                                                           
 186   Miscellaneous deferred debits (Schedule IX)                               5,020,948     6,412,931
 188   Research, development, or demonstration expenditures (Schedule X)                                     
 190   Accumulated deferred income taxes                                         2,627,891       264,723
                                                                               -----------   -----------
           Total Deferred Debits                                                 7,648,839     6,677,654
                                                                               -----------   -----------
                                                                                                   
           TOTAL ASSETS AND OTHER DEBITS                                       $29,283,552   $29,183,409
                                                                               ===========   ===========

(1) Prior period restated to account for Entergy Enterprises, Inc. wholly owned 
    subsidiary, Entergy Systems and Services, Inc., under the equity method of 
    accounting for investments in common stock.
</TABLE>
<PAGE>
<TABLE>
<CAPTION>

        ANNUAL REPORT TO THE SEC OF ENTERGY ENTERPRISES, INC. (UNCONSOLIDATED) 
                                                                    
                                Schedule I - Comparative Balance Sheet
                                                                    
                                                                          
Account   Account Liabilities and Proprietary Capital                       As of December 31,
                                                                         Current         Prior (1)
       Proprietary Capital                                                                  
 <S>   <C>                                                             <C>             <C> 
 201   Common stock issued (Schedule XI)                               $43,550,000     $36,050,000
 211   Miscellaneous paid-in-capital (Schedule XI)                                
 215   Appropriated retained earnings (Schedule XI)                                         
 216   Unappropriated retained earnings (Schedule XI)                  (14,884,541)     (8,131,380)                     
                                                                       -----------     -----------
          Total Proprietary Capital                                     28,665,459      27,918,620
                                                                       -----------     -----------                    
       Long-Term Debt                                                                       
                                                                                           
 223   Advances from associate companies (Schedule XII)                                      
 224   Other long-term debt (Schedule XII)                      
 225   Unamortized premium on long-term debt                                                
 226   Unamortized discount on long-term debt-debit                                         
 227   Capital Leases
                                                                       -----------     -----------
          Total Long-Term Debt                                           
                                                                       -----------     -----------
       Current and Accrued Liabilities                                                      
                                                                                           
 231   Notes payable                                                                        
 232   Accounts payable                                                  1,319,974         417,947
 233   Notes payable to associate companies (Schedule XIII)              
 234   Account payable to associate companies (Schedule XIII)              617,086         800,678
 236   Taxes accrued                                                    (1,667,412)              0
 237   Interest accrued                                                        
 238   Dividends declared                                                      
 241   Tax collections payable                                              11,061               0
 242   Miscellaneous current and accrued liabilities (Schedule XIII)       287,385               0
                                                                       -----------     -----------
          Total Current and Accrued Liabilities                            118,094       1,218,625
                                                                       -----------     -----------               
       Deferred Credits                                                                     
                                                                                           
 253   Other deferred credits (See Note 9)                                 499,999          46,164
 255   Accumulated deferred investment tax credits                                          
                                                                       -----------     -----------
           Total Deferred Credits                                          499,999          46,164
                                                                       -----------     -----------              
 282   Accumulated Deferred Income Taxes                                   
                                                                                           
                                                                       -----------     -----------
            TOTAL LIABILITIES AND PROPRIETARY CAPITAL                  $29,283,552     $29,183,409
                                                                       ===========     ===========
(1) Prior period restated to account for Entergy Enterprises, Inc. wholly 
    owned subsidiary, Entergy Systems and Services, Inc., under the
    equity method of accounting for investments in common stock.



</TABLE>
<PAGE>
<TABLE>                         
<CAPTION>
        ANNUAL REPORT TO THE SEC OF ENTERGY ENTERPRISES, INC. (UNCONSOLIDATED) 
                                                                                                  
                          For the Year Ended December 31, 1993
                                                                                                  
                         Schedule II - Service Company Property
                                                                                                  
                                                                                                        
                                               Balance at               Retirements                 Balance
                                                Beginning                   or        Other (1)    at Close
                      Description                of Year     Additions    Sales       Changes      of Year
                                                                                                               
 Service Company Property
<S>      <C>                                    <C>          <C>          <C>         <C>         <C> 
Account                                                                                                        
  301    Organization                                                                                          
  303    Miscellaneous Intangible Plant         $204,325     $(78,189)                           $  126,136
  304    Land and Land Rights                                                                                  
  305    Structures and Improvements                                                                           
  306    Leasehold Improvements                               218,754                               218,754
  307    Equipment                                                                                   

  308    Office Furniture and Equipment                       664,377     $5,000                    659,377
  309    Automobiles, Other Vehicles                                                                           
         and Related Garage Equipment                                                              
  310    Aircraft and Airport Equipment                                                            
  311    Other Service Company                                                                                 
         Property (3)                                                                                          
                                                --------     --------     ------       -----     ----------
              SUB-TOTAL                          204,325      804,942      5,000                  1,004,267
                                                --------     --------     ------       -----     ----------
  107    Construction Work in Progress                                                           
                                                --------     --------     ------       -----     ----------
              TOTAL                             $204,031     $804,942     $5,000         $0      $1,004,267
                                                ========     ========     ======       =====     ========== 
</TABLE> 

 (1) Provide an explanation of those changes considered material:  N/A
                                         
                                                                  
 (2) Subaccounts are required for each class of equipment owned.  The service 
     company shall provide a listing by subaccount of equipment additions 
     during the year and the balance at the close of the year:
                                                                    
                                                                    Balance at
 Subaccount Description                                Additions     Close of

Office Furniture and Equipment
     Furniture                                          $236,867     $236,867
     Computer Equipment                                  344,646      339,646
     Telephone                                            82,864       82,864
                                                        --------     --------
                TOTAL                                   $664,377     $659,377
                                                        ========     ========
                                    
(3) Describe other service company property:
                                                                         
                                                                       
<PAGE>

        ANNUAL REPORT TO THE SEC OF ENTERGY ENTERPRISES, INC. (UNCONSOLIDATED) 
                                                                         
                         For the Year Ended December 31, 1993
                                                                          
  Schedule III - Accumulated Provision for Depreciation and Amortization of
                                 Service Company Property
                                                                          
<TABLE>                                                                
<CAPTION>                                                                      
                                                   Balance at   Additions                    Other       Balance
                                                   Beginning    Charged to                Changes Add    at Close
                      Description                   of Year    Account 403   Retirements  (Deduct) (1)   of Year
<S>       <C>                                       <C>         <C>            <C>          <C>          <C> 
Account                                                                                                         
  301     Organization                              $      0    $ 25,224       $     0      $     0      $ 25,224   
  303     Miscellaneous Intangible Plant                       
  304     Land and Land Rights                                                                                  
  305     Structures and Improvements                                                                          
  306     Leasehold Improvements                           0      57,603             0            0        57,603 
  307     Equipment                                  
  308     Office Furniture and Fixtures                    0     106,652             0            0       106,652
  309     Automobiles, Other Vehicles                                                                           
          and Related Garage Equipment                      
  310     Aircraft and Airport Equipment 
  311     Other Service Company                                                                                 
          Property                                                                                              
                                                    --------    --------       -------      -------      -------- 
                     TOTAL                          $      0    $189,479       $     0      $     0      $189,479
                                                    ========    ========       =======      =======      ========       
</TABLE>                                          

     (1) Provide an explanation of those changes considered material:
                                                              
                                                                  
<PAGE>                                                                 

        ANNUAL REPORT TO THE SEC OF ENTERGY ENTERPRISES, INC. (UNCONSOLIDATED) 
                                                                
                              For the Year Ended December 31, 1993
                                                                
                                    Schedule IV - Investments
                                                                        
Instructions:                                                          
Complete the following schedule concerning investments.
                                                                      
Under Account 124 "Other Investments," state each investment separately, with 
description, including, the name of issuing company, number of shares or 
principal amount, etc.                                                      
                                                                         
Under Account 136, "Temporary Cash Investments," list each investment 
separately.
                                                              
                                                  Balance at       Balance at
                      Description              Beginning of Year  Close of Year
                                                                   
Account 123 - Investment in Associate Companies         
        Entergy Systems & Service, Inc.                                    
        (13,500 Shares Common Stock)             $ 9,751,965        $ 8,140,298

Account 124 - Other Investments                         
        First Pacific Network, Inc.
        (1,775,235 shares, $.001 Par 
        Common Stock)                              9,744,147          9,744,147
                                                                      
Account 136 - Temporary Cash Investments           2,574,225            344,402
                                                 -----------        -----------
                          
                    TOTAL                        $22,070,337        $18,228,847
                                                 ===========        ===========
                          
                                                                     
        ANNUAL REPORT TO THE SEC OF ENTERGY ENTERPRISES, INC. (UNCONSOLIDATED) 
                                                                     
                         For the Year Ended December 31, 1993
                                                                     
               Schedule V - Accounts Receivable from Associate Companies
                                                                        
                                                                          
Instructions:                                                                
   Complete the following schedule listing accounts receivable from each 
   associate company. Where the service company has provided accommodation 
   or convenience payments for associate companies, a separate listing of 
   total payments for each associate company by subaccount should be 
   provided.                                                      
<TABLE>                                                                
<CAPTION>
                                                            Balance at        Balance at
                        Description                     Beginning of Year   Close of Year
<S>                                                         <C>               <C> 
Account 146 - Accounts Receivable from Associate Companies
        Entergy Richmond Power Corp.                        $ 0               $   86,281
        Entergy Power Development Corp.                       0                      696
        Entergy Argentina, S.A.                               0                  135,184
        Entergy S.A.                                          0                   75,242
        Entergy Transener S.A.                                0                1,186,708
        Entergy Power, Inc.                                                      917,059
                                                                                                         
                                                            ---               ----------                 
                    TOTAL                                   $ 0               $2,401,170
                                                            ===               ==========                 

</TABLE>                                                       Total
                                                             Payments
Analysis of Convenience or Accommodation Payments:                          
   Entergy S.A. - Organizational Costs                      $ 66,541
   Entergy Argentina S.A. - Organization Costs               645,112   
   Entergy Transener, S.A. - Computer Equipment                8,355           
   Entergy Richmond Power Corp. - Corporate Seals                 30
   Entergy Power Development Corp. - Commercial
     Paper Fees and Corporate Seals                              394
                                                            --------
                TOTAL PAYMENTS                              $720,432
                                                            ========
<PAGE>      
      
        ANNUAL REPORT TO THE SEC OF ENTERGY ENTERPRISES, INC. (UNCONSOLIDATED) 
                                                                
                          For the Year Ended December 31, 1993
                                                                    
                    Schedule VI - Fuel Stock Expenses Undistributed
                                                                       
Instructions:                                                          
   Report the amount of labor and expenses incurred with respect to fuel 
   stock expenses during the year and indicate amount attributable to each 
   associate company. Under the section headed "Summary" listed below give 
   an overall report of the fuel functions performed by the service company.
                                                    
                                                                               
                    Description                    Labor     Expenses   Total
                                                                         
Account 152 - Fuel Stock Expenses Undistributed    None        None     None
                                                                  
                                                   -----       -----    -----
                                                 
                         TOTAL                     - 0 -       - 0 -    - 0 -
                                                   =====       =====    =====
                                                 
Summary:                                                         
                                                                      
                                                                        
                                                                      
                                                                        
                                                                        
        ANNUAL REPORT TO THE SEC OF ENTERGY ENTERPRISES, INC. (UNCONSOLIDATED) 
                                                                         
                        For the Year Ended December 31, 1993
                                                                          
                    Schedule VII - Stores Expense Undistributed
                                                                        
                                                                               
Instructions:                                                             
   Report the amount of labor and expenses incurred with respect to stores 
   expense during the year and indicate amount attributable to each 
   associate company.                                                  
                                                                         
                    Description                Labor   Expenses    Total
                                                                              
Account 163 - Stores Expense Undistributed     None      None       None
                                              -----     -----      ----- 
                                                          
                    TOTAL                     - 0 -     - 0 -      - 0 -
                                              =====     =====      =====
                                                           
                                                                         
<PAGE>                                                                         

        ANNUAL REPORT TO THE SEC OF ENTERGY ENTERPRISES, INC. (UNCONSOLIDATED) 
                                                                         
                         For the Year Ended December 31, 1993
                                                                          
                Schedule VIII - Miscellaneous Current and Accrued Assets
                                                                         
                                                                               
Instructions:                                                                 
Provide detail of items in this account. Items less than $10,000 may be 
grouped, showing the number of items in each group.
<TABLE>                                                               
<CAPTION>

                                                           Balance at        Balance at
                     Description                        Beginning of Year   Close of Year
<S>                                                        <C>               <C> 
Account 174 - Miscellaneous Current and Accrued Assets 
     Interest Receivable on Temporary Investments          $130              $2,007
                                                                                                         
                                                           ----              ------                          
                             TOTAL                         $130              $2,007
                                                           ====              ====== 
</TABLE>                 

                            

        ANNUAL REPORT TO THE SEC OF ENTERGY ENTERPRISES, INC. (UNCONSOLIDATED) 
                                                          
                        For the Year Ended December 31, 1993
                                                                   
                    Schedule IX - Miscellaneous Deferred Debits
                                                                        
Instructions:                                                             
  Provide detail of items in this account. Items less than $10,000 may be 
  grouped by class showing the number of items in each class.                  
                                                                      
                                                  Balance at        Balance at
                      Description             Beginning of Year   Close of Year
                                                                       
Account 186 - Miscellaneous Deferred Debits                          
    Restricted Shares Award                      $  237,383         $        0
    Employee Benefits                                                   22,000
    Non-Productive Time                                                (26,531)
    First Pacific Network, Inc. License           6,175,548          5,069,479
                                                 ----------         ----------
                                                  
                      TOTAL                      $6,412,931         $5,020,948
                                                 ==========         ==========
                       
      
        ANNUAL REPORT TO THE SEC OF ENTERGY ENTERPRISES, INC. (UNCONSOLIDATED) 
                                                                  
                          For the Year Ended December 31, 1993
                                                                
          Schedule X - Research, Development or Demonstration Expenditures
                                                                  
                                                                       
Instructions.                                                          
   Provide a description of each material research, development, or 
   demonstration project which incurred costs by the service corporation 
   during the year.                                                 
                                                                           
                          Description                                  Amount
                                                                         
Account 188 - Research, Development, or Demonstration Expenditures       None
                                                                        -----
                        TOTAL                                           - 0 -
                                                                        =====
<PAGE>                                                                  
<TABLE>                             
<CAPTION>
        ANNUAL REPORT TO THE SEC OF ENTERGY ENTERPRISES, INC. (UNCONSOLIDATED) 
                                                                        
                                  For the Year Ended December 31, 1993
                                                                       
                                   Schedule XI - Proprietary Capital
                                                                        
                                      Number of Shares   Par or Stated    Outstanding Close of Period
Account Number        Class of Stock    Authorized      Value Per Share   No. of Shares   Total Amount
<S>                <C>                    <C>               <C>              <C>           <C>
201                Common Stock Issued    100,000           None             43,550        $43,550,000
                                                       
</TABLE>                                                                
                                                                        
Instructions:                                                              
       Classify amounts in each account with brief explanation, disclosing the
       general nature of transactions which give rise to the reported amounts.
                                                                         
             Description                                Amount
                                                                        
  Account 211 - Miscellaneous Paid-in Capital            None  

                                                                         
  Account 215 - Appropriated Retained Earnings           None  
                                                         ----
                   TOTAL                                 - 0 - 
                                                         =====                 
                                                                        
                                                                        
Instructions:                                                             
   Give particulars concerning net income or (loss) during the year, 
   distinguishing between compensation for the use of capital owed or
   net loss remaining from servicing nonassociates per the General
   Instructions of the Uniform System of Accounts. For dividends paid
   during the year in cash or otherwise, provide rate percentage,
   amount of dividend, date declared and date paid.
<TABLE>                    
<CAPTION>
                                                     Balance at        Net Income     Dividends      Balance at
                   Description                    Beginning of Year    -or (loss)       Paid        Close of Year
  <S>                                               <C>               <C>               <C>         <C>
                             
  Account 216 - Unappropriated Retained Earnings    $(8,131,380)      $(6,753,161)      None        $(14,884,541)
                                                       
                                                    -----------       -----------       -----       ------------ 
                    TOTAL                           $(8,131,380)      $(6,753,161)      - 0 -       $(14,884,541)
                                                    ===========       ===========       =====       ============  
                                                    
</TABLE>                                                                
                                                                        
<PAGE>                                                                    
                                                                        
        ANNUAL REPORT TO THE SEC OF ENTERGY ENTERPRISES, INC. (UNCONSOLIDATED) 
                                                                        
                         For the Year Ended December 31, 1993
                                                                         
                             Schedule XII - Long-Term Debt
                                                                       
Instructions:                                                            
  Advances from associate companies should be reported separately for advances 
  on notes, and advances on open account.  Names of associate companies from 
  which advances were received shall be shown under the class and series of
  obligation column.  For Account 224 - Other long-term debt provide the
  name of creditor company or organization, terms of the obligation, date of
  maturity, interest rate, and the amount authorized and outstanding.
<TABLE>                              
<CAPTION>
                                  Terms of                                                                 
                                 Obligation                                      Balance at                           Balance at
                               Class & Series   Date of    Interest    Amount    Beginning                              Close   
     Name of Creditor          of Obligation    Maturity     Rate    Authorized   of Year   Additions  Deductions(1)   of Year
  <S>                         <C>               <C>          <C>      <C>        <C>       <C>          <C>          <C>
                                                                                                  
  Account 223 - Advances from      
     Associate Companies:                                                                                         
      Entergy Corporation                                             None       None                                 None
                                                                                                                                    
  Account 224 -  Other Long-Term                                                                                                    
     Debt                                                             None       None                                 None
                                                                 
                                                                     
                                                                                 -----       -----        -----       -----
           TOTAL                                                                 - 0 -       - 0 -        - 0 -       - 0 - 
                                                                                 =====       =====        =====       ===== 
</TABLE>
<PAGE>


        ANNUAL REPORT TO THE SEC OF ENTERGY ENTERPRISES, INC. (UNCONSOLIDATED) 
                                    For the Year Ended December 31, 1993
                              Schedule XIII - Current and Accrued Liabilities
      
Instructions:
  Provide balance of notes and accounts payable to each associate company. 
  Give description and amount of miscellaneous current and accrued 
  liabilities. Items less than $10,000 may be grouped, showing the number 
  of items in each group.
<TABLE>                                                       
<CAPTION>
                                                       Balance at        Balance at
                  Description                       Beginning of Year   Close of Year
<S>                                                      <C>             <C>
Account 233 - Notes Payable to Associate Companies       None            None

                                                         ----            ----
                           TOTAL                         $  0            $  0
                                                         ====            ====

Account 234 - Accounts Payable to Associate Companies
        Entergy Systems and Service, Inc.                $215,700        $      0
        Arkansas Power & Light Company                          0           1,829
        Entergy Services, Inc.                            301,362         144,378
        Entergy Corporation                               283,616          20,879

                                                         --------        --------
                           TOTAL                         $800,678        $167,086
                                                         ========        ========
Account 242 - Miscellaneous Current and Accrued Liabilities

        Benefit Plans                                    $      0        $287,385
        
                                                         --------        --------
                           TOTAL                         $      0        $287,385
                                                         ========        ========
</TABLE>
        ANNUAL REPORT TO THE SEC OF ENTERGY ENTERPRISES, INC. (UNCONSOLIDATED) 
                              For the Year Ended December 31, 1993
                            Schedule XVI - Notes to Financial Statements     

Instructions:
  The space below is provided for important notes regarding the financial 
  statements or any account thereof.  Furnish particular as to any 
  significant contingent assets or liabilities existing at the end of the 
  year.  Notes relating to financial statements shown elsewhere in this 
  report may be indicated here by reference.


See pages 14(A) through 14(C)



<PAGE>
                                   
ANNUAL REPORT TO THE SEC OF ENTERGY ENTERPRISES, INC. (UNCONSOLIDATED)
                                   
                 For the Year Ended December 31, 1993
                                   
             Schedule XIV - Notes to Financial Statements



1.   SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

  A. Organization

     Entergy Enterprises, Inc. (Enterprises), formerly Electec,  Inc.,
     is  a diversified subsidiary of Entergy Corporation chartered  in
     December  1983  to  market  the  Entergy  System's  (the  System)
     capabilities,  expertise,  and  resources,  and  to   engage   in
     preliminary  development  activity  relating  to  investments  in
     qualifying facilities under PURPA.
     
     Enterprises' principal activities were modified in 1993  and  now
     include  preliminary  development  activities  with  respect   to
     various  investment opportunities for the Entergy System;  market
     management,  operating, technical, training and  other  expertise
     and intellectual properties developed by System companies to non-
     affiliates;  render  various  consulting  services   to   certain
     affiliated companies in connection with investments in Argentina;
     be responsible for marketing the expertise of Entergy Power, Inc.
     (EPI)  gained  through its bulk power business;  provide  certain
     management and support services to associate companies (excluding
     those  which  are  affiliated  retail  electric  companies,  and,
     pending  further  SEC  approval, exempt wholesale  generators  or
     foreign  utility companies) and develop and field test a proposed
     telecommunications  system  for advanced  energy  management  and
     other utility applications.
     
     Enterprises  was  first  authorized  to  conduct  business  as  a
     subsidiary company for the System by order of the Securities  and
     Exchange Commission (SEC) dated January 11, 1983.
     
     All transactions between Enterprises and the System companies are
     on  a  full  cost reimbursement basis.  Pursuant  to  SEC  order,
     Enterprises   is   authorized  to  reimburse  certain   associate
     companies at cost, plus 5%.
     
 B.  System of Accounts
     
     The  accompanying financial statements include  the  accounts  of
     Enterprises.    The  financial  statements  report   Enterprises'
     subsidiary,  Entergy Systems and Service, Inc. (Entergy  Systems)
     under  the equity method of accounting for investments in  common
     stock.   The accounts of Enterprises are maintained in accordance
     with the system of accounts prescribed by the SEC.
     
 C.  Cash and Cash Equivalents
     
     For the purpose of Statement of Cash Flows, Enterprises considers
     all highly liquid instruments purchased with an original maturity
     of three months or less to be cash equivalents.
     

2.   TRANSACTIONS WITH AFFILIATES

     Entergy  Services provides technical and consulting services  and
     other  assistance to Enterprises at cost (except as indicated  in
     Note  1) which amounted to $1,841,043, $1,430,005, and $1,296,590
     for the years 1993, 1992 and 1991, respectively.
     

3.   INCOME TAXES

     Effective  January 1, 1993, Enterprises adopted SFAS  109.   This
     new  standard requires that deferred income taxes be recorded for
     all  temporary differences and carry forwards, and that  deferred
     tax  balances be based on enacted tax laws at tax rates that  are
     expected  to be in effect when the temporary differences reverse.
     The cumulative effect of the adoption of SFAS 109 is included  in
     the  provision  for deferred income taxes.  As a  result  of  the
     adoption  of  SFAS  109, 1993 net income was  increased  by  $1.7
     million.
     
     Enterprises  joins its parent and the other System  companies  in
     filing  a  consolidated Federal income tax return.  Income  taxes
     (or  benefits) are allocated to Enterprises in proportion to  its
     contribution  to consolidated taxable income.  There  are  timing
     differences  in  reporting  certain net  expenses  for  financial
     statements  and  Federal  income  tax  purposes.   The  principal
     differences relate to the period of amortization of the cost of a
     marketing  license  and  the  accounting  for  organization   and
     miscellaneous expenses.  Deferred income taxes are  provided  for
     differences between book and taxable income on these items.
     
     Enterprises  incurred net operating losses  in  1993,  1992,  and
     1991.   The cumulative net operating loss that has not been  used
     to  reduce  consolidated taxable income is a net  operating  loss
     carry forward of approximately $11.7 million.  If not used as  an
     offset  to  taxable income in future years, these tax loss  carry
     forwards   will   expire  in  the  period  2001   through   2008.
     Enterprises  had no unused investment tax credit  or  alternative
     minimum tax credit at December 31, 1993.
     
     The  income  tax  expense  (benefit)  derived  from  Enterprises'
     contribution of a net operating income (loss) to the consolidated
     tax   allocation  arrangement  for  1993,  1992  and   1991   was
     $(1,667,412), $(216,031) and $(6,328) respectively.
     
     
4.   INVESTMENT IN FIRST PACIFIC NETWORKS, INC. (FPN)

     At December 31, 1993, Enterprises had approximately a 9.7% equity
     interest in FPN, a communications company, and a license from FPN
     in  connection with utility applications, being jointly developed
     by   Enterprises  and  FPN,  for  FPN's  patented  communications
     technology.
     

5.   INVESTMENT IN SYSTEMS AND SERVICE INTERNATIONAL, INC.

     In 1992, Enterprises formed a new subsidiary, Entergy Systems and
     Service,  Inc. ("Entergy Systems") (formerly Systems and  Service
     U.S.A.,  Inc.)  to  enter into the business of  providing  energy
     management  services with an initial focus on efficient  lighting
     technologies.  On December 29, 1992, Entergy Systems  acquired  a
     9.95% equity interest in Systems and Service International,  Inc.
     (SASI),  a manufacturer of efficient lighting products.   Entergy
     Systems  also  made  a loan to SASI, acquired  the  business  and
     assets  of  SASI's distribution subsidiary, and entered  into  an
     agreement to distribute SASI's products.
     
6.   COMMON STOCK

     Enterprises  is  authorized, by its  Charter,  to  issue  100,000
     shares  of  its common stock.  During 1993 and 1992,  Enterprises
     sold 7,500 shares, and 18,800 shares, respectively, of its common
     stock  to  Entergy Corporation at $1,000 per share.  The proceeds
     of   these   sales  were  used  primarily  to  fund  Enterprises'
     development  activities  for  potential  investments  by  Entergy
     Corporation,  to acquire stock in FPN, acquire stock  in  Entergy
     Systems,  fund Enterprises' share of development, marketing,  and
     field  trial  costs relating to CCLM/AFS and to pay  for  certain
     ongoing operations.  As of December 31, 1993, Entergy Corporation
     had funded Enterprises' operations up to $43.6 million of a total
     authorized amount by the SEC of $55.1 million.  Authorization  by
     the  SEC for the remaining $11.5 million expires on December  31,
     1994.
     
     Of  this  authorized   amount,  $3.5  million  must  be  used  in
     connection  with the arrangement between Enterprises and  Entergy
     Systems, and $8 million must be used to fund Enterprises' ongoing
     operations.   It  is  anticipated  that  Enterprises'  cash  flow
     generated by ongoing operations may not be sufficient to fund all
     of   Enterprises'  obligations.   Therefore,  during  the  fourth
     quarter  of  1992, Entergy Corporation's Board of  Directors  and
     Enterprises' Board of Directors approved the issuance and sale to
     Entergy Corporation, subject to SEC authorization, of up  to  $13
     million  of Enterprises' common stock through December 31,  1994.
     Authorization for this sale was received from the SEC on July  8,
     1993.   The proceeds from such sales of stock have been and  will
     be used to fund Enterprises' ongoing operations.
     
                             
     
<PAGE>
                                   
   ANNUAL REPORT TO THE SEC OF ENTERGY ENTERPRISES, INC. (UNCONSOLIDATED)
                         For the Year Ended December 31, 1993
                            Schedule XV Statement of Income                   

Account          Description                         Current Year   Prior Year
        
       Income

457    Services rendered to associate companies       $ 2,305,839   $         0
458    Services rendered to nonassociate companies      1,248,551     1,440,159
418    Subsidiary Income                               (4,111,667)   (1,248,035)
419    Interest Income                                     55,613             0
421    Miscellaneous income or loss                           165        76,746
                                                      -----------   -----------
                Total Income                             (501,499)      268,870 

       Expense

920    Salaries and wages                               2,561,758             0
921    Office supplies and expenses                     1,182,516           525
922    Administrative expense transferred - credit
923    Outside services employed                        4,115,397     2,686,891
924    Property insurance                                     662             0
925    Injuries and damages                                27,890        25,495
926    Employee pensions and benefits                     602,687             0
928    Regulatory commission expense                      
930.1  General advertising expenses                         4,489             0
930.2  Miscellaneous general expenses                      67,705        14,020
931    Rents                                               97,484             0
932    Maintenance of structures and equipment                435             0
403    Depreciation and amortization expense            1,295,546     1,012,171
408    Taxes other than income taxes                       48,753        25,246
409    Income taxes                                    (1,667,412)     (216,031)
410    Provision for deferred income taxes             (2,134,626)     (264,723)
411    Provision for deferred income taxes - credit  
411.5  Investment tax credit                            
426.1  Donations                                            2,025             0
426.4  Political Contributions                             15,300             0
426.5  Other deductions                                    20,495             0
427    Interest on long-term debt
430    Interest on debt to associate companies                          
431    Other interest expense                              10,558             0
                                                      -----------   -----------
            Total Expense                               6,251,662     3,283,594

                                                      -----------   -----------
            Net Income or (Loss)                      $(6,753,161)  $(3,014,724)
                                                      ===========   ===========
<PAGE>
<TABLE>                        
<CAPTION>
   ANNUAL REPORT TO THE SEC OF ENTERGY ENTERPRISES, INC. (UNCONSOLIDATED)
                         For the Year Ended December 31, 1993
                                  Analysis of Billing                           
                           Associate Companies - Account 457                    
                                              
                                              Direct        Indirect    Compensation     Total
                                              Costs          Costs        For Use        Amount
     Name of Associate Company                Charged        Charged     of Capital      Billed
                                              457-1          457-2         457-3
 <S>                                         <C>            <C>            <C>          <C>
 Entergy S.A                                 $ 32,175       $ 42,737                   $   74,912
                                                     
 Entergy Argentina S.A.                        63,492         72,023                      135,515 
                                                     
 Entergy Transener, S.A. *                    502,067        676,286                    1,178,353
                                                     
 Entergy Power, Inc.                          417,635        499,424                      917,059

                                           ----------     ----------       -----       ----------
           TOTAL                           $1,015,369     $1,290,470       - 0 -       $2,305,839 
                                           ==========     ==========       =====       ==========
</TABLE>

* Billings to Entergy Transener, S.A. reflect reimbursement of costs incurred
  in connection with the development, closing and post-closing work relating
  to this project.

<PAGE>
<TABLE>
<CAPTION>
                   ANNUAL REPORT TO THE SEC OF ENTERGY ENTERPRISES, INC. (UNCONSOLIDATED)

                                          For the Year Ended December 31, 1993
                                                  Analysis of Billing      
                                          Nonassociate Companies - Account 458 
 
 Instruction:
 Provide a brief description of the services rendered to each nonassociate company:

                                           Direct          Indirect       Compensation                 Excess      Total
                                            Cost             Cost            For Use       Total         or        Amount
    Name of Nonassociate Company           Charged          Charged        of Capital       Cost     Deficiency    Billed 
                                            458-1            458-2            457-3                     458-4
 <S>                                         <C>            <C>              <C>         <C>          <C>         <C>

 Vidalia-Catalyst (Construction Management) $    5,415      $  8,258                     $   13,673   $  32,327  $   46,000
                                                                                                          
 SMUD CIS (Software Consulting)                216,294       329,834                        546,128     159,112     705,240

 PLN (Management Contracting)                  256,279       390,809                        647,088    (164,777)    482,311

 Contract Training (Various)                         0                                            0      15,000      15,000
                                                                                            
                                            ----------      --------                     ----------    --------  ----------
 

                       TOTAL                $  477,988      $728,901                     $1,206,889    $ 41,662  $1,248,551
                                            ==========      ========                     ==========    ========  ==========
        

</TABLE>
<PAGE>
<TABLE>
<CAPTION>

                        ANNUAL REPORT TO THE SEC OF ENTERGY ENTERPRISES, INC. (UNCONSOLIDATED)
                                             For the Year Ended December 31, 1993
                         Schedule XVI - Analysis of Charges for Service Associate and Nonassociate Companies
   
   Instruction:
   Total cost of service will equal for associate and nonassociate companies the total amount 
   billed under their separate analysis of billing schedules.
                                                                           Nonassociate
                                      Associate Company Charges           Company Charges         Total Charges for Service
                                  Direct      Indirect               Direct  Indirect               Direct      Indirect     
Account   Description of Items     Cost         Cost       Total     Cost      Cost       Total      Cost         Cost       Total
 
 <S>    <C>                      <C>         <C>         <C>        <C>       <C>       <C>          <C>        <C>        <C>
      
 920    Salaries and Wages       $148,743    $189,043    $337,786                                    $148,743   $189,043   $337,786
 921    Office Supplies and   
         Expenses                 279,383     355,078     634,461   $16,136   $34,886     $51,022     295,519    389,964    685,483
 
 922    Administrative Expense                                                           
         Transferred - Credit     
 923    Out Services Employed     577,741     734,272   1,312,013   445,052   654,199   1,099,251   1,022,793  1,388,471  2,411,264
 924    Property Insurance                    
 925    Injuries and Damages                
 926    Employee Pensions and 
         Benefits                    (138)       (175)       (313)   16,800    39,816      56,616      16,662     39,641     56,303
 928    Regulatory Commission 
         Expense                  
 930.1  General Advertising 
         Expenses                     
 930.2  Miscellaneous General 
         Expenses                             
 931    Rents                               
 932    Maintenance of Structures  
         and Equipment   
 403    Depreciation and Amortization
         Expense                            
 408    Taxes Other Than Income 
         Taxes                                
 409    Income Taxes                       
 410    Provision for Deferred 
         Income Taxes                         
 411    Provision for Deferred 
         Income Taxes - Credit                   
 411.5  Investment Tax Credit  
 426.1  Donations                                 
 426.4  Political Contributions
 426.5  Other Deductions            9,640      12,252      21,892                                       9,640     12,252     21,892
 427    Interest on Long-Term Debt        
 431    Other Interest Expense      
                               ----------  ----------  ----------  --------  --------  ----------  ---------- ---------- ----------
              TOTAL EXPENSES   $1,015,369  $1,290,470  $2,305,839  $477,988  $728,901  $1,206,889  $1,493,357 $2,019,371 $3,512,728
Compensation for use of 
 Equity Capital   
 430    Interest on Debt to 
         Associate Companies                                              
                               ----------  ----------  ----------  --------  --------  ----------  ---------- ---------- ----------
       TOTAL COST OF SERVICE   $1,015,369  $1,290,470  $2,305,839  $477,988  $728,901  $1,206,889  $1,493,357 $2,019,371 $3,512,728
                               ==========  ==========  ==========  ========  ========  ==========  ========== ========== ==========

</TABLE>
<PAGE>
<TABLE>
<CAPTION>

                       ANNUAL REPORT TO THE SEC OF ENTERGY ENTERPRISES, INC. (UNCONSOLIDATED)
                                             For the Year Ended December 31, 1993
                         Schedule XVII - Schedule of Expense Distribution by Department or Service Function
   
   Instruction:
   Indicate each department or service function.  (See instruction 01-3 General 
   Structure of Accounting System: Uniform System of Accounts).
                                                                               
                                                                               DEPARTMENT OR SERVICE FUNCTION
                                   Total               Demand Side  Interna      Domestic                         Power
Account   Description of Items    Amount    Executive  Management   Development Development Legal      Admin     Marketing
 
 <S>    <C>                     <C>       <C>          <C>          <C>         <C>       <C>        <C>          <C>
 920    Salaries and Wages      $2,561,758$1,389,919                $235,404    $84,083   $142,318   $  442,536   $267,498
 921    Office Supplies and                                                                                    
         Expenses                1,182,516   232,702   $ 15,567      361,146     19,107     31,762      351,072    171,160
          
 922    Administrative Expense                                                           
         Transferred - Credit   
 923    Outside Services 
         Employed                4,115,397 1,249,321    222,203    1,085,828     55,772    718,016      567,370    216,887
 924    Property Insurance             662                                                                  662
 925    Injuries and Damages        27,890                                                               27,890
 926    Employee Pensions and 
         Benefits                  602,687   162,349     16,800                                         416,793      6,745
 928    Regulatory Commission 
         Expense                                                                
 930.1  General Advertising 
         Expenses                    4,489     4,489
 930.2  Miscellaneous General 
         Expenses                   67,705    59,661                   7,320        325                     399
 931    Rents                       97,484       641                                                     96,843
 932    Maintenance of Structures                                                                              
         and Equipment                 435                                                                  435
 403    Depreciation and Amortization
         Expense                 1,295,546 1,131,292                                                    164,254
 408    Taxes Other Than Income 
         Taxes                      48,753       184                                                     48,569
 409    Income Taxes           (1,667,412) (1,667,412)                             
 410    Provision for Deferred 
         Income Taxes          (2,134,626) (2,134,626)                                    
 411    Provision for Deferred                                                                       
         Income Taxes - Credit                                                       
 411.5  Investment Tax Credit  
 421    Miscellaneous Nonoperating
         Income                       
 426.1  Donations                    2,025     1,225                                                        800
 426.4  Political Contributions     15,300    15,300
 426.5  Other Deductions            20,495    20,495        
 427    Interest on Long-Term Debt
 431    Other Interest Expense      10,558    10,558                                   
                                ----------  --------   --------   ----------   --------   --------   ----------   --------
              TOTAL EXPENSES    $6,251,662  $476,098   $254,570   $1,689,698   $159,287   $892,096   $2,117,623   $662,290
                                ==========  ========   ========   ==========   ========   ========   ==========   ========


</TABLE>

<PAGE>
<TABLE>
<CAPTION>

                       ANNUAL REPORT TO THE SEC OF ENTERGY ENTERPRISES, INC. (UNCONSOLIDATED)
                                             For the Year Ended December 31, 1993
                         Schedule XVII - Schedule of Expense Distribution by Department or Service Function
   
   Instruction:
   Indicate each department or service function.  (See instruction 01-3 General 
   Structure of Accounting System: Uniform System of Accounts).
                                                                               
                                                                               DEPARTMENT OR SERVICE FUNCTION
                                   Total  
Account   Description of Items    Amount                                 
 <S>    <C>                     <C>       
 920    Salaries and Wages     
 921    Office Supplies and                                                                                    
         Expenses                                                             
 922    Administrative Expense                                                           
         Transferred - Credit   
 923    Outside Services                  See Page 19 of 28
         Employed                
 924    Property Insurance                            
 925    Injuries and Damages                
 926    Employee Pensions and 
         Benefits                  
 928    Regulatory Commission 
         Expense                                                                
 930.1  General Advertising 
         Expenses                
 930.2  Miscellaneous General 
         Expenses                 
 931    Rents                    
 932    Maintenance of Structures                                                                              
         and Equipment                                      
 403    Depreciation and Amortization
         Expense                 
 408    Taxes Other Than Income 
         Taxes                 
 409    Income Taxes                    
 410    Provision for Deferred 
         Income Taxes                              
 411    Provision for Deferred                                                                       
         Income Taxes - Credit                                                       
 411.5  Investment Tax Credit  
 421    Miscellaneous Nonoperating
         Income                       
 426.1  Donations                     
 426.4  Political Contributions    
 426.5  Other Deductions                   
 427    Interest on Long-Term Debt
 431    Other Interest Expense    
                                ----------  --------   --------   ----------   --------   --------   ----------   --------
              TOTAL EXPENSES  
                                ==========  ========   ========   ==========   ========   ========   ==========   ========


</TABLE>
<PAGE>                   
<TABLE>          
<CAPTION>
          ANNUAL REPORT TO THE SEC OF ENTERGY ENTERPRISES, INC. (UNCONSOLIDATED)
                                 For the Year Ended December 31, 1993
                          Departmental Analysis of Salaries - Account 920    
                                                    
                                                    Departmental Salary Expense
                                                    Included in Amounts Billed to
    Name of Department                                                                 Number of
  Indicate each department        Total         Parent        Other          Non        Personnel
    or service function           Amount       Company      Associates    Associates   End of Year
 <S>                           <C>             <C>            <C>         <C>              <C>
 Executive                     $1,389,919                     $80,703                       4   
 International Development        235,404                      13,668                       3             
 Domestic Development              84,083                       4,882                       3           
 Legal                            142,318                       8,263                       3            
 Administration                   442,536                      25,695                       7             
 Power Marketing                  267,498                      15,532                       4           
                               ----------                    --------                      --

        TOTAL                  $2,561,758                    $148,743                      24
                               ==========                    ========                      ==
</TABLE>

        ANNUAL REPORT TO THE SEC OF ENTERGY ENTERPRISES, INC. (UNCONSOLIDATED)
                            For the Year Ended December 31, 1993
                          Outside Services Employed - Account 923     
 
 Instructions:
 Provide a breakdown by subaccount of outside services employed. If the 
 aggregate amounts paid to any one payee and included within one subaccount 
 is less than $25,000, only the aggregate number and amount of all such 
 payments included within the subaccount need be shown. Provide a subtotal 
 for each type of service.
                                                 Relationship
                                               "A" - Associate
                                                  "NA" - Non
    From Whom Purchased        Address             Associate       Amount

 See pages 21-A thru 21-C                                       $4,115,397
                                                                ==========
<PAGE>                                                                
<TABLE>
<CAPTION>
        ANNUAL REPORT TO THE SEC OF ENTERGY ENTERPRISES, INC. (UNCONSOLIDATED)
                           For the Year Ended December 31, 1993
                         Outside Services Employed - Account 923               

                                                           Relationship
                                                         "A" - Associate
                                                            "NA" - Non
  From Whom Purchased             Address                    Associate       Amount
 <S>                       <C>                                   <C>         <C>
 ABB Funding Partners      c/o Union Bank                        NA          $100,000
                           San Francisco, CA  94104

 Baker & McKenzie          Jet Cargo International               NA            55,448
                           P. O. Box 020010
                           Miami, FL  33102

 Bert H. Early 
  Associates               55 East Monroe Streeet, Suite 4530    NA            37,029
                           Chicago, IL  60603

 Carregal & Funes          Chemical Bank                         NA            25,000
                           Enhiesta, SA

 Chadbourne & Parke        1101 Vermont Avenue NW                NA            48,292
                           Washington, D. C.  20005

 Charlie McBride 
  Associates               1730 M Street N. W.                   NA            32,147
                           Washington, D. C.  20036

 Coopers & Lybrand         317 Seventeenth Street                NA           150,000
                           Denver, CO  80202

 Deloitte & Touche         Suite 3700, One Shell Square          NA           106,490
                           New Orleans, LA  70139

 Dwight D. Cook            3810 Silverstone Dr.                  NA            28,345
                           Plano, TX 75023

 Entergy Services, Inc.    639 Loyola Avenue                     A          1,136,485
                           New Orleans, LA  70113

 Fjeldstad International   116 South Lake Drive                  NA           111,600
                           Stamford, CT  06903

 First Pacific Network, 
   Inc.                    601 West California Avenue            NA           379,198
                           Sunnyvale, CA  94086

 Friday, Eldridge & Clark  400 West Capitol                      NA            32,004
                           Little Rock, AR  72201

 Galvez International      c/o First National Bank               NA            38,500
                           San Antonio, TX  

 Genesis Energy Financial  1040 Great Plain Avenue               NA            49,910
                           Needham, MA  02192

 ICS                       5000 Highlands Parkway                NA            31,556
                           Smyrna, GA  30082

 Joseph Frandolig          P. O. Box 251183                      NA            42,050
                           Little Rock, AR  72225

 Kanwal J. Dhir            4581 Lennox Blvd                      NA            86,200
                           New Orleans, LA  70131
                        
 Krueger Associates        2307 Pine Bend Drive                  NA            64,838
                           Kingwood, TX  77339

 Lamalie Amrop 
  International            P. O. Box 273260                      NA            35,361
                           Tampa, FL  33688

 M.W. Rice                 2222 Breckenridge                     NA            75,979
                           Little Rock, AR  72207

 Oracle Corporation        7000 Central Parkway, #1670           NA            55,169
                           Atlanta, GA  30328

 Paul Arpin Van Lines      P. O. Box 1302                        NA            31,208
                           East Greenwich, RI  02818

 Putnam, Hayes and 
   Bartlett LTD            P. O. Box 1857                        NA           191,643
                           Boston, MA  02106

 Reid & Priest             40 West 57th Street                   NA           595,093
                           New York, NY  10019

 Scott Downing             3935 South Pin Oak                    NA            25,014
                           New Orleans, LA  70131

 Shearson Lehman Brothers  c/o Chemical Bank                     NA            91,208
                           NY, NY

 The Brock Group, Ltd.     1155 Connecticut Avenue               NA            56,628
                           Washington, D. C.  20036

 The PMS Group, Inc.       9200 Dadeland Blvd.                   NA            85,525
                           Miami, FL  33156
                       
 Vector & Associates       2401 Fountainview, Suite 800          NA            39,680
                           Houston, TX  77057

 Williams & Anderson       111 Center Street, 22nd Floor         NA            40,350
                           Little Rock, AR  72201

 Metzler & Associates      520 Lake Cook Road                    NA            29,294
                           Deerfield, IL  60015

 Others (82)               Various                               NA           208,153

                                                                           ----------
                                   Total                                   $4,115,397
                                                                           ==========
</TABLE>
<PAGE>                        
                        
        ANNUAL REPORT TO THE SEC OF ENTERGY ENTERPRISES, INC. (UNCONSOLIDATED)
                          For the Year Ended December 31, 1993      
                       Employee Pensions and Benefits - Account 926         
 
 
 Instructions:
 Provide a listing of each pension plan and benefit program provided by the 
 service company. Such listing should be limited to $25,000.
    
    
    Description                                   Amount
 Moving Expense Reimbursement                    $582,368 
 Executive Physicals                                1,066       
 Education Reimbursement                               59       
 Benefits                                           2,154
 Other                                             17,040                
 
                                                 --------
                TOTAL                            $602,687
                                                 ========

                                             
        ANNUAL REPORT TO THE SEC OF ENTERGY ENTERPRISES, INC. (UNCONSOLIDATED)
                     For the Year Ended December 31, 1993
                  General Advertising Expenses - Account 930.1
 Instructions:
 Provide a listing of the amount included in Account 930.1, "General 
 Advertising Expenses," classifying the items according to the nature of 
 the advertising and as defined in the account definition.  If a 
 particular class includes an amount in excess of $3,000 applicable to 
 a single payee, show separately the name of the payee and the 
 $3,000 applicable to a single payee, show separately the name of the 
 payee and the aggregate amount applicable thereto.
             
             
       Description           Name of Payee                      Amount


Powerview Ad in "Roll Call"    Lewis Advertising                $4,489
        
                                                                ------
                Total                                           $4,489
                                                                ======


<PAGE>                    
                    
      ANNUAL REPORT TO THE SEC OF ENTERGY ENTERPRISES, INC. (UNCONSOLIDATED)
             
                     For the Year Ended December 31, 1993       
             
                Miscellaneous General Expenses - Account 930.2               

Instructions:
 Provide a listing of the amount included in Account 930.2, "Miscellaneous 
 General Expenses," classifying such expenses according to their nature.  
 Payments and expenses permitted by Section 321(b)(2) of the Federal Election 
 Campaign Act, as amended by Public Law 94-283 in 1976 (2 U.S.C. SS441(b)(2)) 
 shall be separately classified.  
     
     Description                                            Amount
                                     
 Club Membership Fees                                      $  7,937
 Recruiting Advertisement                                       350   
 Miscellaneous                                                  521
 Director Fees and Expenses                                  58,897
                                                           --------    
        TOTAL                                              $ 67,705
                                                           ========



      ANNUAL REPORT TO THE SEC OF ENTERGY ENTERPRISES, INC. (UNCONSOLIDATED)
                         For the Year Ended December 31, 1993
                                  Rents - Account 931                       

 Instructions.
 
 Provide a listing of the amount included in Account 931, "Rents," classifying 
 such expenses by major groupings of property, as defined in the account 
 definition of the Uniform System of Accounts.
    
    Type of Property                                        Amount


 Building                                                   $91,009 
 Office Equipment                                             6,475     
                                                            -------

              TOTAL                                         $97,484 
                                                            =======


<PAGE>                      
                      
      ANNUAL REPORT TO THE SEC OF ENTERGY ENTERPRISES, INC. (UNCONSOLIDATED)
                        For the Year Ended December 31, 1993              
                        Taxes Other Than Income - Account 408                  
 
 Instructions:
 Provide an analysis of Account 408, "Taxes Other Than Income Taxes." 
 Separate the analysis into two groups: (1) other than U.S. Government 
 taxes, and (2) U.S. Government taxes.  Specify each of the various kinds 
 of taxes and show the amounts thereof.  Provide a subtotal for each 
 class of tax.
       
       Kind of Tax                                         Amount  

 Franchise                                                $47,753
 Income                                                     1,000      
                                                          -------
                TOTAL                                     $48,753
                                                          =======


      ANNUAL REPORT TO THE SEC OF ENTERGY ENTERPRISES, INC. (UNCONSOLIDATED)
                       For the Year Ended December 31, 1992
                              Donations - Account 426.1                     


 Instructions:
 Provide a listing of the amount included in Account 426.1, "Donations," 
 classifying such expenses by its purpose.  The aggregate number and 
 amount of all items of less than $3,000 may be in lieu of details.

    Name of Recipient                  Purpose of Donation       Amount

 Others (5)                            Various charitable &       
                                        educational              $2,025
                                                                 ------
                                TOTAL                            $2,025
                                                                 ======

<PAGE>                                                 
      ANNUAL REPORT TO THE SEC OF ENTERGY ENTERPRISES, INC. (UNCONSOLIDATED)
                         For the Year Ended December 31, 1993        
                           Other Deductions - Account 426.5                    
 
 Instructions:
 
 Provide a listing of the amount included in Account 426.5, "Other Deductions," 
 classifying such expenses according to their nature.        
                 
      Description                     Name of Payee               Amount
                                                 
Club Memberships and Dues                                         $20,495      
                                                                  -------
                                Total                             $20,495
                                                                  =======


                        ANNUAL REPORT OF ENTERGY SERVICES, INC.

                         For the Year Ended December 31, 1993
              
                     Schedule XVIII - Notes to Statement of Income          

 Instructions:
 The space below is provided for important notes regarding the statement of 
 income or any account thereof.  Furnish particulars as to any significant 
 increases in services rendered or expenses incurred during the year.  
 Notes relating to financial statements shown elsewhere in this report may 
 be indicated here by reference.


 See Notes to Financial Statements on pages 14 (A) through 14 (C).




<PAGE>                                               
                                               
      ANNUAL REPORT TO THE SEC OF ENTERGY ENTERPRISES, INC. (UNCONSOLIDATED)

                      For the Year Ended December 31, 1993

                              Organization Chart 


                        
                                See pages 26-A 




                                Methods of Allocation               

Indirect costs are allocated monthly to each project based on the direct 
dollars charged to the project.




                Annual Statement of Compensation for Use of Capital Billed     

                                       - Not applicable -


                                Disclaimer of Subsidization

Enterprises represents that no Domestic Associate Company has subsidized the
operations of Central Costanera, S.A. or Edesur, S.A. and, further, that the
transfer of any personnel from, and the rendering of services by the Domestic
Associate Companies in connection with these companies have not adversely 
affected the services provided by such companies to their respective customers.


<PAGE>
      ANNUAL REPORT TO THE SEC OF ENTERGY ENTERPRISES, INC. (UNCONSOLIDATED)
                                
              For the Year Ended December 31, 1993
                                
                       Organization Charts
               
               
                     Entergy Enterprises, Inc.                
                                                
                                
Chairman & Chief Executive Officer

  President & COO

    Sr. Vice President, Chief Legal Officer
    Sr. Vice President, Chief Financial Officer Treasurer
    Executive Vice President

        Vice President International Development
        Vice President Finance
        Assistant Secretary



<PAGE>

      ANNUAL REPORT TO THE SEC OF ENTERGY ENTERPRISES, INC. (UNCONSOLIDATED)

                           Signature Clause

Pursuant to the requirements of the Public Utility Holding Company Act of
1935 and the rules and regulations of the Securities and Exchange Commission
issued thereunder, the undersigned company has duly caused this report to
be signed on its behalf by the undersigned officer thereunto duly authorized.


                                        Entergy Enterprises, Inc.
                                       (Name of Reporting Company)


                                  By: /s/ Gerald D. McInvale 
                                      (Signature of Signing Officer)

                                  Gerald D. McInvale
                                  Sr. Vice President & Chief Financial Officer
                                  (Printed Name and Title of Signing Officer)


Dated: April 29, 1994








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