ENTERGY ENTERPRISES INC
POS AMC, 1995-06-26
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                                                 File No. 70-8105

               SECURITIES AND EXCHANGE COMMISSION
                    Washington, D.C.  20549

                            FORM U-1
               _________________________________

                 POST-EFFECTIVE AMENDMENT NO. 4
                               to
                    APPLICATION-DECLARATION
                             Under
         THE PUBLIC UTILITY HOLDING COMPANY ACT OF 1935
               _________________________________

     Entergy Corporation                Entergy Enterprises, Inc.
     639 Loyola Avenue                  Three Financial Centre
     New Orleans, LA 70113              900 S. Shackleford Road - Suite 210
                                        Little Rock, AR 72211

         (Names of companies filing this statement and
           addresses of principal executive offices)
                ________________________________

                      Entergy Corporation

         (Name of top registered holding company parent
                of each applicant or declarant)
                ________________________________

                        Jerry D. Jackson
              Executive Vice President - Marketing
                      and External Affairs
                      Entergy Corporation
                       639 Loyola Avenue
                  New Orleans, Louisiana 70113

            (Name and address of agent for service)
               _________________________________

     The Commission is also requested to send copies of any
       communications in connection with this matter to:

     Frederick F. Nugent                Laurence M. Hamric
     General Counsel                    General Attorney
     Entergy Enterprises, Inc.          Entergy Services, Inc.
     Three Financial Centre, Suite 210  639 Loyola Avenue
     Little Rock, Arkansas 72211        New Orleans, LA 70113

                      William T. Baker, Jr.
                      Reid & Priest
                      40 West 57th Street
                      New York, New York 10019


<PAGE>

Item 1.   Description of Proposed Transactions.

     1.   Paragraph 10 of Item 1 of Post-Effective Amendment No.

2 in this File is hereby amended by adding at the end thereof the

following:

          "Entergy and Enterprises acknowledge that the
Commission's authorization herein for Enterprises to provide
Consulting Services and O&M Services (as discussed below) not
based on cost (as determined in accordance with rules 90 and 91)
to its associate companies (excluding the Retail Electric
Companies) which are associate power projects as set forth in
this paragraph, shall not be binding upon the FERC or any state
public utility commission having jurisdiction over the rates
charged by any such associate company, and represent and agree
that they will not assert or take any position to the contrary in
any administrative or judicial proceeding involving the
determination of rates that may be charged by any such associate
company.

     2.   Paragraph 14 of Item 1 of Post-Effective Amendment No.

2 in this File is hereby amended by adding at the end thereof the

following:

          "Generally, under such project-based accounting system,
all direct expenses and revenues are posted to the specific
project to which such items relate, while indirect expenses are
allocated and charged to specific projects based upon one or more
allocation methods.  Reference is made to Exhibit B-1 in this
File for further information with respect to the project-based
accounting system, including the various allocation methods used
by Enterprises."


<PAGE>
                            SIGNATURE

          Pursuant to the requirements of the Public Utility
Holding Company Act of 1935, the undersigned companies have duly
caused this amendment to be signed on their behalf by the
undersigned thereunto duly authorized.


                                   ENTERGY CORPORATION


                                   By:     /s/ Gerald D. McInvale
                                         Gerald D. McInvale
                                         Executive Vice President and
                                         Chief Financial Officer

                                   ENTERGY ENTERPRISES, INC.


                                   By:    /s/ Gerald D. McInvale
                                              Gerald D. McInvale
                                         Executive Vice President,
                                         Chief Financial Officer
                                                and Treasurer


Dated:  June 26, 1995



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