ENTERGY ENTERPRISES INC
35-CERT, 1996-02-16
Previous: AMSOUTH MUTUAL FUNDS, 497, 1996-02-16
Next: DEFINED ASSET FUNDS MUNICIPAL INVT TR FD MULTISTATE SER 5A, 24F-2NT, 1996-02-16



                    UNITED STATES OF AMERICA
                                
          BEFORE THE SECURITIES AND EXCHANGE COMMISSION
                                
                        WASHINGTON, D.C.
                                


* * * * * * * * * * * * * * * * *
In the Matter of                *
                                *
ENTERGY CORPORATION             *CERTIFICATE
ENTERGY ENTERPRISES, INC.       *PURSUANT TO RULE 24
                                *
File No. 70-7851                *
File No. 70-8002                *
File No. 70-8010                *
File No. 70-8105                *
                                *
(Public Utility Holding Company *
Act of 1935)                    *
* * * * * * * * * * * * * * * * *


     Pursuant to Rule 24 promulgated by the Securities and

Exchange Commission (SEC) under the Public Utility Holding

Company Act of 1935, as amended (Act), modified by the

application(s) - declaration(s), as amended, in the above

referenced files and the related orders dated July 25, 1991,

December 14, 1992(2), December 28, 1992, July 8, 1993, and June

30, 1995, respectively, this is to certify that the following

transactions were carried out during the three (3) months ended

December 31, 1995 by Entergy Enterprises, Inc. (formerly Electec,

Inc.) pursuant to the authorization of the SEC.





Programs Authorized

     Pursuant to the Orders, Entergy Enterprises, Inc.

(Enterprises) is authorized to (a) conduct preliminary

development activities with respect to various investment

opportunities for the Entergy System,  (b) market to non-

associates the System's expertise and capabilities in energy-

related areas, including the expertise of Entergy Power, Inc.

(EPI) gained from its bulk power business, (c) market to non-

associates intellectual property developed by System companies,

(d) provide various consulting, management, administrative and

support services to associate companies, excluding certain

associate companies (Excluded Companies [FN]The Excluded

Companies are Entergy's retail operating companies (Arkansas

Power & Light Company, Louisiana Power & Light Company,

Mississippi Power & Light Company, New Orleans Public Service

Inc. and Gulf States Utilities Company), System Energy Resources,

Inc., System Fuels, Inc., Entergy Operations, Inc., Entergy

Services, Inc., and any other subsidiaries that Entergy may

create whose activities and operations are primarily related to

the domestic sale of electric energy at retail or at wholesale to

affiliates or the provision of goods or services thereto.), (e)

provide directly, or indirectly through one or more special

purpose subsidiary companies of Entergy or Enterprises, various

operations and maintenance services to non-associate or associate

companies (other than Excluded Companies), and (f) develop and

field test a proposed telecommunications system for advanced

energy management and other utility applications.

     During the quarter, Enterprises participated in the

following:

I.  Preliminary Development Activities

     During the quarter, Enterprises has been engaged in

preliminary development activities relating to investigating

sites, research, contract drafting and negotiations, acquiring

options or rights, partnership selection and other activities

necessary to identify and analyze investment opportunities for

Entergy Corporation (Entergy).  These development activities

include domestic and international opportunities.

     During the quarter, Enterprises expended $3,371,873 for

preliminary development activities associated with potential

investments that would qualify as "exempt wholesale generators"

under Section 32(a) of the Act.  In addition, Enterprises

expended $3,678,004 for preliminary development activities

associated with potential investments that would qualify as

"foreign utility companies" under Section 33 of the Act.

Enterprises also expended $275,446 for preliminary development

activities associated with potential investments that would

qualify as "nonutility business."  Finally, Enterprises recorded

a credit due to prior overbilling of ($198,595)(due to $361,000

correction of expenses accrued in a previous quarter) and

$256,099 for preliminary development activities associated with

demand side management activities and non-exempt domestic

wholesale generating and transmission facilities, respectively.



II.  Management Services Provided to Associate Companies

     Enterprises provided certain management and support services

to its associate companies, EPI, Entergy S.A., Entergy Argentina

S.A., Entergy Systems and Service, Inc. (Entergy SASI), Entergy

Power Development Corporation (EPDC), and Entergy Pakistan, Ltd.

(EPL).  Enterprises charged these companies for costs incurred

plus an indirect loading based upon current month Enterprises

administrative charges.  In regard to EPI ($388,152.03), these

services included marketing of EPI capacity and energy to other

utilities at wholesale, preparation of contracts and regulatory

filings, oversight of plant operations and maintenance by plant

operators, and procurement of transmission services.  In regard

to Entergy S.A.($53,564.50), Entergy Argentina S.A.

($160,738.11), Entergy SASI ($16,113.78), EPDC

($9,100,306.81),and EPL ($78,302.23), these services were related

to management oversight and project development.

III.  Consulting Activities with Non-Associate Companies

     Enterprises, under contract with Louisiana Hydroelectric

Ltd. Partnership, continues to provide an array of technical

services/support for a hydro electric transmission line project.

Certain Entergy Services, Inc. personnel are providing the

services.  The Louisiana Hydroelectric Ltd. Partnership was

charged $13,000 for services rendered during this quarter.



IV.  First Pacific Networks, Inc. Transactions

   A.     Description of Progress in Development and Field
Testing of CCLM/AFS

     

          As previously reported during the third quarter of

     1995, Enterprises concluded  its CCLM testing program and

     does not intend to resume testing of CCLM dedicated systems

     in the foreseeable future.   However, consistent with

     Enterprises' authorization to engage in preliminary

     development activities,  Enterprises continues to

     investigate other utility and energy related applications of

     communications technologies, including automated meter

     reading, power outage reporting and consumer accessible

     information such as real-time meter information and bill

     estimation systems.     Amounts expended by Enterprises in

     connection with such preliminary development activities are

     reported as "nonutility business" related expenses under

     Item "1" above.

   B.     Costs and Revenues Re: CCLM

     Total costs incurred by Enterprises in connection with the

development, field testing and marketing of CCLM or other CCLM

systems during the three-month period ending December 31, 1995,

included a credit due to prior overbilling of ($237,544), due to

$361,000 correction of expenses accrued in a previous quarter.

Total costs incurred by FPN and billed for the three-month period

ending December 31, 1995 with respect to the testing and support

of CCLM or other CCLM systems were $75,000.     Enterprises has

no information on costs incurred by FPN in connection with the

development or marketing of CCLM/AFS.

     As previously reported, notwithstanding the amendment to the

License Agreement noted above, FPN may proceed independently with

the development of a CCLM system.  Pursuant to the License

Agreement, as amended, in the event that FPN unilaterally

completes development of a CCLM system and makes it available for

commercialization, Enterprises has retained a license  to use or

market CCLM within the service territory of the Entergy System.

Furthermore, Enterprises has rights under the amended License

Agreement to share in the revenues derived from the marketing of

CCLM by FPN to non-affiliates of Entergy.  No such revenues were

received during the quarter.

V.   Financing, Amortization and Financial Statements

     During the three months ended December 31, 1995:

     A.  Enterprises incurred amortization expenses relating to

the FPN license in the amount of $156,517 and to the organization

of Entergy SASI in the amount of $6,307.

     B.  Enterprises' unaudited unconsolidated Balance Sheet and

unconsolidated Income Statement for the twelve month period ended

December 31, 1995 are included as Exhibit 1.

<PAGE>

     IN WITNESS WHEREOF, the undersigned companies have caused

this certificate to be executed on this 16th day of February, 1996.



ENTERGY CORPORATION





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


ENTERGY ENTERPRISES, INC.




By:
     Terry L. Ogletree
     Executive Vice President


ENTERGY ENTERPRISES, INC.                                Exhibit 1
UNCONSOLIDATED BALANCE SHEET
AS OF DECEMBER 31, 1995
(UNAUDITED)


                      ASSETS

 PROPERTY
 Furniture and Equipment                         $       2,085,140.27
 Intangible Assets                                          50,457.67
                                                  --------------------
      Total Property                                     2,135,597.94
                                                  --------------------
 INVESTMENTS
 Investment in FPN                                       1,876,038.29
 Investment in Entergy SASI, Inc.                      138,500,000.00
 Earnings from Entergy SASI, Inc.                      (46,704,063.45)
 Special Deposits                                           30,000.00
                                                  --------------------
                                                        93,701,974.84
                                                  --------------------
 CURRENT & ACCRUED ASSETS
 Cash                                                      361,927.03
 Working Funds/Travel Advances                             113,750.00
 Temporary Cash Investments                              4,482,334.17
 Accounts Receivable                                        24,285.99
 Accounts Receivable - Associated Companies             14,506,717.05
 Accrued Interest                                            9,758.53
                                                  --------------------
      Total Current and Accrued Assets                  19,498,772.77
                                                  --------------------
 DEFERRED DEBITS
 Accumulated Deferred Income Tax-Fed & State             7,741,825.72
 Miscellaneous Deferred Debits                            (215,678.69)
                                                  --------------------
      Total Deferred Debits                              7,526,147.03
                                                  --------------------
           Total Assets                          $     122,862,492.58
                                                  ====================

These are interim financial statements prepared without notes.


ENTERGY ENTERPRISES, INC.
UNCONSOLIDATED BALANCE SHEET
AS OF DECEMBER 31, 1995
(UNAUDITED)


                     CAPITAL

 Common Stock                                    $      54,400,000.00
 Miscellaneous Paid-in Capital                         125,000,000.00
 Retained Earnings                                     (67,387,676.97)
                                                  --------------------
      Total Capital                                    112,012,323.03
                                                  --------------------
                   LIABILITIES

 CURRENT & ACCRUED LIABILITIES
 Accounts Payable                                        2,828,275.71
 Accounts Payable to Associated Companies                  542,368.96
 Taxes Accrued                                           1,086,097.09
 Tax Collections Payable                                    61,245.86
 Miscellaneous Current & Accrued Liabilities             2,149,908.12
                                                  --------------------
      Total Current & Accrued Liabilities                6,667,895.74
                                                  --------------------
                 DEFERRED CREDITS

 Other Deferred Credits                                  4,182,273.81
                                                  --------------------
      Total Deferred Credits                             4,182,273.81
                                                  --------------------
      Total Liabilities                                 10,850,169.55
                                                  --------------------
           Total Capital & Liabilities           $     122,862,492.58
                                                  ====================

These are interim financial statements prepared without notes.



ENTERGY ENTERPRISES, INC.
UNCONSOLIDATED INCOME STATEMENT
YEAR ENDED DECEMBER 31, 1995
(UNAUDITED)


                     REVENUE

 Services Rendered Non-Associates                $         137,673.61
 Services Rendered Associates                           15,879,035.80
 Equity in Earnings of Subsidiaries                    (30,457,116.22)
 Interest Income                                           149,722.74
                                                  --------------------
      Total Revenue                                    (14,290,684.07)
                                                  --------------------
                     EXPENSES

 Salaries, Wages and Benefits                           11,258,954.27
 Outside Services                                        6,558,580.78
 Rent                                                    1,427,145.45
 Administrative and General                              5,019,313.03
 Active Development Credit                              (5,935,364.17)
 Insurance                                                  87,560.30
 Directors' Fees and Expenses                               59,003.22
                                                  --------------------
      Total Administrative and General Expense          18,475,192.88

 Taxes Other Than Income                                    15,148.52
 Write-down of FPN License                               1,617,342.60
 Write-down of FPN Stock                                 7,655,201.72
 Depreciation and Amortization                             777,192.17
 Amortization of SASI Organization Costs                    25,227.22
 Amortization of FPN Organization Costs                    626,068.20
 Miscellaneous Expenses                                     57,306.31
                                                  --------------------
      Total Expenses                                    29,248,679.62
                                                  --------------------
 Interest Expense                                                0.00
                                                  --------------------
 Income (Loss) Before Income Taxes                     (43,539,363.69)

 Income Taxes - Federal                                    464,955.53
 Income Taxes - State (Benefit)                           (274,719.16)
 Provision for Deferred Income Taxes - Federal          (4,762,866.49)
 Provision for Deferred Income Taxes - State              (945,301.73)
                                                  --------------------
 Net Income (Loss)                               $     (38,021,431.84)
                                                  ====================

These are interim financial statements prepared without notes.



© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission