UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM U-13-60
ANNUAL REPORT
FOR THE PERIOD
Beginning January 1, 1998 and Ending December 31, 1998
TO THE
U.S. SECURITIES AND EXCHANGE COMMISSION
OF
ENTERGY ENTERPRISES, INC.
___________________________________________________________________
(Exact Name of Reporting Company)
A Subsidiary Service Company
_____________________________________________
("Mutual " or "Subsidiary")
Date of Incorporation December 30, 1983
__________________
If not Incorporated, Date of Organization
State or Sovereign Power under which Incorporated or Organized Louisiana
----------
Location of Principal Offices of Reporting Company
639 Loyola Avenue, New Orleans, Louisiana 70113
Name, title and address of officer to whom correspondence concerning this
report should be addressed:
Mr. Gary S. Fuqua Vice President-Finance and Treasurer
(Name) (Title)
P.O. Box 61000, New Orleans, La. 70116
(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 becomes 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.
2 of 27 pages
<PAGE>
Listing Of Schedules and Analysis of Accounts
<TABLE>
<CAPTION>
Schedule or Page
Description of Schedules and Accounts Account Number Number
<S> <C> <C>
Comparative Balance Sheets Schedule I 4-5
Service Company Property Schedule II 6
Accumulated Provision for Depreciation and Amortization of Service
Company Property Schedule III 7
Investments Schedule IV 8
Accounts Receivable from Associate Companies Schedule V 8
Fuel Stock Expenses Undistributed Schedule VI 9
Stores Expense Undistributed Schedule VII 9
Miscellaneous Current and Accrued Assets Schedule VIII 10
Miscellaneous Deferred Debits Schedule IX 10
Research, Development, or Demonstration Expenditures Schedule X 10
Proprietary Capital Schedule XI 11
Long-Term Debt Schedule XII 12
Current and Accrued Liabilities Schedule XIII 13
Notes to Financial Statements Schedule XIV 13
Comparative Income Statements Schedule XV 14
Analysis of Billing - Associate Companies Account 457 15
Analysis of Billing - Nonassociate Companies Account 458 16
Analysis of Charges for Service - Associate and Nonassociate Schedule XVI 17
Companies
Schedule of Expense of Department or Service Function Schedule XVII 18
Departmental Analysis of Salaries Account 920 19
Outside Services Employed Account 923 20
Employee Pensions and Benefits Account 926 21
General Advertising Expenses Account 930.1 21
Miscellaneous General Expenses Account 930.2 22
Rents Account 931 22
Taxes Other Than Income Taxes Account 408 23
Donations Account 426.1 23
Other Deductions Account 426.5 24
Notes to Statement of Income Schedule XVIII 24
Financial Data Schedule Schedule XIX 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
Signature Clause 27
3 of 27 pages
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<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
Service Company Property
<S> <C> <C> <C>
101 Service company property (Schedule II) $10,676,142 $9,732,364
107 Construction work in progress (Schedule II) 144,884 275,929
----------- ----------
Total Property 10,821,026 10,008,293
----------- ----------
108 Less accumulated provision for depreciation and amortization of service
company property (Schedule III) 5,349,536 3,169,476
----------- ----------
Net Service Company Property 5,471,490 6,838,817
----------- ----------
Investments
123 Investments in associate companies (Schedule IV) 311,588 59,685,325
124 Other Investments (Schedule IV)
128 Special Funds (Schedule IV) 353,691 372,121
----------- ----------
Total Investments 665,279 60,057,446
----------- ----------
Current and Accrued Assets
131 Cash 5,428,865 985,949
135 Working funds 573,381 466,712
136 Temporary cash investments (Schedule IV) 13,175,394 7,900,669
141 Notes Receivable 2,223,556 -
142 Customer Accounts Receivable - (643)
143 Accounts receivable 84,302 107,464
144 Accumulated provision of uncollectible accounts
146 Accounts receivable from associate companies (Schedule V) 15,370,002 14,854,532
152 Fuel stock expenses undistributed (Schedule VI)
154 Materials and supplies
163 Stores expense undistributed (Schedule VII)
165 Prepayments 506,294 194,736
174 Miscellaneous current and accrued assets (Schedule VIII) 30,976 16,964
----------- ----------
Total Current and Accrued Assets 37,392,770 24,526,383
----------- ----------
Deferred Debits
181 Unamortized debt expense
184 Clearing accounts
186 Miscellaneous deferred debits (Schedule IX) (3,641,258) (2,369,746)
188 Research, development, or demonstration expenditures (Schedule X)
190 Accumulated deferred income taxes 16,538,365 6,653,037
----------- ----------
Total Deferred Debits 12,897,107 4,283,291
----------- ----------
TOTAL ASSETS AND OTHER DEBITS $56,426,646 $95,705,937
=========== ===========
4 of 27 pages
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<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
Proprietary Capital
<S> <C> <C> <C>
201 Common stock issued (Schedule XI) $57,400,000 $57,400,000
211 Miscellaneous paid-in-capital (Schedule XI) 173,000,000 153,000,000
216 Unappropriated retained earnings (Schedule XI) (212,809,519) (141,747,800)
------------ ------------
Total Proprietary Capital 17,590,481 68,652,200
------------ ------------
Long-Term Debt
223 Advances from associate companies (Schedule XII) 17,500,000 4,500,000
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 17,500,000 4,500,000
------------ ------------
Current and Accrued Liabilities
231 Notes payable
232 Accounts payable 10,233,214 8,783,989
233 Notes payable to associate companies (Schedule XIII)
234 Account payable to associate companies (Schedule XIII) 4,462,458 5,274,365
236 Taxes accrued (2,199,104) (1,880,913)
237 Interest accrued
238 Dividends declared
241 Tax collections payable (461,443) 102,156
242 Miscellaneous current and accrued liabilities (Schedule XIII) 9,344,862 9,033,521
------------ ------------
Total Current and Accrued Liabilities 21,379,987 21,313,118
------------ ------------
Deferred Credits
253 Other deferred credits (43,822) 1,240,619
255 Accumulated deferred investment tax credits
------------ ------------
Total Deferred Credits (43,822) 1,240,619
------------ ------------
282 Accumulated Deferred Income Taxes
TOTAL LIABILITIES AND PROPRIETARY CAPITAL $56,426,646 $95,705,937
============ ===========
5 of 27 pages
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<PAGE>
<TABLE>
<CAPTION>
ANNUAL REPORT TO THE SEC OF ENTERGY ENTERPRISES, INC. (UNCONSOLIDATED)
For the Year Ended December 31, 1998
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
Account
<S> <C> <C> <C> <C> <C> <C>
301 Organization $126,136 $126,136
303 Miscellaneous Intangible Plant (856) $856
304 Land and Land Rights
305 Structures and Improvements
306 Leasehold Improvements 3,118,325 208,461 3,326,786
307 Equipment
308 Office Furniture and
Equipment 6,488,759 737,656 $3,195 7,223,220
309 Automobiles, Other Vehicles
and Related Garage Equipment
310 Aircraft and Airport Equipment
311 Other Service Company
Property (3)
----------------------------------------------------------
SUB-TOTAL 9,732,364 946,973 3,195 10,676,142
----------------------------------------------------------
107 Construction Work in Progress 275,929 (131,045) 144,884
----------------------------------------------------------
TOTAL $10,008,293 $815,928 $3,195 $10,821,026
==========================================================
</TABLE>
(1) Provide an explanation of those changes considered material:
(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 Year
Office Furniture Equipment
Furniture $280,768 $3,044,539
Computer Equipment 422,051 2,591,864
Telephone 31,642 1,586,817
-------- ----------
TOTAL $734,461 $7,223,220
======== ==========
(3) Describe other service company property:
6 of 27 pages
<PAGE>
<TABLE>
<CAPTION>
ANNUAL REPORT TO THE SEC OF ENTERGY ENTERPRISES, INC. (UNCONSOLIDATED)
For the Year Ended December 31, 1998
Schedule III - Accumulated Provision for Depreciation and
Amortization of Service Company Property
Balance at Additions Other Balance
Beginning Charged to Changes Add at Close
Description of Year Account 403 Retirements (Deduct) (1) of Year
Account
<S> <C> <C> <C> <C> <C> <C>
301 Organization $126,135 $126,135
303 Miscellaneous Intangible Plant
304 Land and Land Rights
305 Structures and Improvements
306 Leasehold Improvements 700,323 $795,887 ($6,467) 1,489,743
307 Equipment
308 Office Furniture and Fixtures 2,343,018 1,401,600 $2,790 (8,170) 3,733,657
309 Automobiles, Other Vehicles
and Related Garage Equipment
310 Aircraft and Airport Equipment
311 Other Service Company
Property
--------------------------------------------------------------
TOTAL $3,169,476 $2,197,487 $2,790 ($14,637) $5,349,535
==============================================================
</TABLE>
(1) Provide an explanation of those changes considered material:
7 of 27 pages
<PAGE>
<TABLE>
<CAPTION>
ANNUAL REPORT TO THE SEC OF ENTERGY ENTERPRISES, INC. (UNCONSOLIDATED)
For the Year Ended December 31, 1998 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 Close of Year
Year
<S> <C> <C>
Account 123 - Investment in Associate Companies
Entergy Integrated Solutions, Inc. $ 53,542,375 -
Entergy Operations Services, Inc. (420 Shares Common Stock) 2,483,564 $ 311,588
Entergy Nuclear, Inc. 3,659,386 -
------------ ---------
TOTAL $ 59,685,325 $ 311,588
============ =========
Account 128 - Special Funds
California, Florida, Houston, Singapore, Washington,
London, Australia & EOSI office security deposits $ 372,121 $ 353,691
Account 136 - Temporary Cash Investments
Commercial paper 8,448,430 12,046,714
Money market (547,761) 1,128,680
------------ -----------
TOTAL $7,900,669 $13,175,394
============ ===========
ANNUAL REPORT TO THE SEC OF ENTERGY ENTERPRISES, INC. (UNCONSOLIDATED)
For the Year Ended December 31, 1998
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.
Balance at Balance at
Description Beginning of Year Close of Year
Account 146 - Accounts Receivable from Associate Companies
See page 8-A $14,854,532 $15,370,002
----------- -----------
TOTAL $14,854,532 $15,370,002
=========== ===========
Total
Analysis of Convenience or Accommodation Payments: Payments
See page 8-A $5,187,726
----------
TOTAL $5,187,726
==========
8 of 27 pages
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<CAPTION>
ANNUAL REPORT TO THE SEC OF ENTERGY ENTERPRISES, INC. (UNCONSOLIDATED)
For the Year Ended December 31, 1998
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.
Balance at Balance at
Description Beginning of Year Close of Year
<S> <C> <C>
Account 146 - Accounts Receivable from Associate Companies
Entergy Power Development Corp. $1,559,217 $1,144,212
Entergy Enterprises-Retail Services Division 1,112,311 (787,316)
Entergy S.A. 658 (40,679)
Entergy International Holdings, Ltd, LLC 4,009,365 5,561,855
Entergy Power, Inc. 122,380 74,483
Entergy Power Edegel 186,003 82,797
Entergy ISI 348,413 435,710
Entergy Pakistan, Ltd. 18,515 14,327
Entergy Power CBA Holding, Ltd. 118,083 (1,956)
Entergy Power Marketing Corp. 1,286,627 1,224,662
Entergy Operations Services, Inc. 16,507 269,348
Entergy Power Operations Corp. 3,029,507 113,807
Entergy Power Edesur Holding (4,503) 35,752
Entergy Technologies Holding Co. 610,408 351,976
Entergy Services Inc. (160,033) (3,317,340)
Entergy Business Solutions, Inc. 239,341 566,232
Entergy Power Generation Corp. 315,040 438,383
Entergy Power International Holdings Corp. 176,409 2,438,893
Entergy Security Co. 107,412 -
Entergy Technologies Corp. 83,947 125,195
Entergy Enterprises Inc. (Divisions) 809,607 323,039
Entergy International Ltd. 344,881 1,380,299
Entergy Nuclear Inc. 159,010 724,967
Entergy Corporation 2,302,920
Entergy Power Asia 10,398
Entergy Power Chile, Inc. 32,842
Entergy Power Chile S.A. 5,742
Entergy Trading & Marketing 1,854,282
Entergy Global Power Operations Corp. 131
Entergy do Brazil (27,445)
Entergy Power Operations U.S., Inc. 131
Entergy Enterprises, Inc.-London Division 33,969
Kingsnorth Power Ltd. (2,014)
Entergy Power Group-Cayman Holding I 100
Entergy Power Group-Cayman Holding II 100
Entergy Victoria 200
Entergy Arkansas 365,427
----------- -----------
TOTAL $14,854,532 $15,370,002
=========== ===========
Total
Analysis of Convenience or Accommodation Payments: Payments
Entergy Nuclear, Inc. $1,464,732
Entergy Operations Services, Inc. 621,420
Entergy Integrated Solutions, Inc. - Consulting 3,101,574
----------
TOTAL PAYMENTS $5,187,726
==========
8-A of 27 pages
<PAGE>
ANNUAL REPORT TO THE SEC OF ENTERGY ENTERPRISES, INC.
(UNCONSOLIDATED)
For the Year Ended December 31, 1998
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 None None None
Expenses Undistributed
-------------------------------
TOTAL - 0 - - 0 - - 0 -
===============================
Summary:
ANNUAL REPORT TO THE SEC OF ENTERGY ENTERPRISES, INC.
(UNCONSOLIDATED)
For the Year Ended December 31, 1998
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 None None None
Undistributed
------------------------------
TOTAL - 0 - - 0 - - 0 -
==============================
9 of 27 pages
<PAGE>
ANNUAL REPORT TO THE SEC OF ENTERGY ENTERPRISES, INC. (UNCONSOLIDATED)
For the Year Ended December 31, 1998
Schedule VIII - Miscellaneous Current and Accrued Assets
</TABLE>
<TABLE>
<CAPTION>
Instructions:
Provide detail of items in this account. Items less than $10,000 may be
grouped, showing the number of items in each group.
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 $9,390 $18,075
Income Tax Receivable 7,574 12,901
------- -------
Other $16,964 $30,976
======= =======
</TABLE>
ANNUAL REPORT TO THE SEC OF ENTERGY ENTERPRISES, INC. (UNCONSOLIDATED)
For the Year Ended December 31, 1998
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
Employee Benefits and Taxes ($2,433,593) ($3,255,699)
Non-Productive Time 63,847 (724,780)
Note Receivable-Employee 366,555
Intercompany Suspense (27,334)
------------ ------------
TOTAL ($2,369,746) ($3,641,258)
============ ============
ANNUAL REPORT TO THE SEC OF ENTERGY ENTERPRISES, INC. (UNCONSOLIDATED)
For the Year Ended December 31, 1998
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
[S] [C]
Account 188 - Research, Development, or None
Demonstration Expenditures ------
TOTAL - 0 -
======
10 of 27 pages
<PAGE>
ANNUAL REPORT TO THE SEC OF ENTERGY ENTERPRISES, INC. (UNCONSOLIDATED)
For the Year Ended December 31, 1998
Schedule XI - Proprietary Capital
<TABLE>
<CAPTION>
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 57,400 $57,400,000
Instructions:
Classify amounts in each account with brief explanation, disclosing the general nature of transactions which
give rise to the reported amounts.
</TABLE>
<TABLE>
<CAPTION>
Description Amount
<S> <C> <C>
Account 211 Miscellaneous Paid-in Capital $173,000,000
Capital contributions from Entergy Corp. to invest in
other businesses and to fund domestic and international
power development
Account 215 Appropriated Retained Earnings None
------------
TOTAL $173,000,000
============
</TABLE>
<TABLE>
<CAPTION>
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.
Balance at Net Income Dividends Balance at
Beginning of -or (loss) Paid Close of Year
Description Year
<S> <C> <C> <C> <C> <C>
Account 216 - Unappropriated Retained Earnings ($141,747,800) ($71,061,719) None ($212,809,519)
-------------- ------------- ------ --------------
TOTAL ($141,747,800) ($71,061,719) - 0 - ($212,809,519)
============== ============= ====== ==============
Page 11 of 27
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<CAPTION>
ANNUAL REPORT TO THE SEC OF ENTERGY ENTERPRISES, INC. (UNCONSOLIDATED)
For the Year Ended December 31, 1998
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.
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 of Year
<S> <C> <C> <C> <C> <C>
Account 223 - Advances from
Associate Companies:
Entergy Corporation Open account advance - - - $4,500,000 $13,000,000 $0 $17,500,000
Account 224 - Other Long-Term
Debt: None None
--------------------------------------------
TOTAL $4,500,000 $13,000,000 $0 $17,500,000
============================================
12 of 27 pages
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<CAPTION>
ANNUAL REPORT TO THE SEC OF ENTERGY ENTERPRISES, INC. (UNCONSOLIDATED)
For the Year Ended December 31, 1998
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.
Balance at Balance at
Description Beginning of Close of Year
Year
<S> <C> <C>
Account 233 - Notes Payable to Associate Companies None None
------ ------
TOTAL $0 $0
====== ======
Account 234 - Accounts Payable to Associate Companies
Entergy Services, Inc. $2,042,103 ($3,084,869)
Entergy Power S.A. 8,645
Entergy Power Marketing Corp. 165,324
Entergy Corporation 35,576 7,043,822
Entergy Enterprises- Retail Services Division 2,138,110
Entergy Enterprises Inc. (Divisions) 809,607 472,816
Entergy Power Asia Ltd. 75,000
Entergy Louisiana (179)
Entergy Gulf States (2,719)
Entergy Mississippi 33,718
Entergy Arkansas (131)
---------- ----------
TOTAL $5,274,365 $4,462,458
========== ==========
Account 242 - Miscellaneous Current and Accrued Liabilities
Benefit Plans $7,809,672 $7,040,152
Outside Directors Stock Plan (8,833)
Accrued Liabilities - Litigation 1,804,710
Accrued Liabilities - Office Relocations 1,232,682 500,000
---------- ----------
TOTAL $9,033,521 $9,344,862
========== ==========
</TABLE>
ANNUAL REPORT TO THE SEC OF ENTERGY ENTERPRISES, INC. (UNCONSOLIDATED)
For the Year Ended December 31, 1998
Schedule XIV - Notes to Financial Statements
Instructions:
The space below is provided for important notes regarding the financial
statements or any account thereof. Furnish particulars 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 13-A through 13-E
13 of 27 pages
<PAGE>
ANNUAL REPORT TO THE SEC OF ENTERGY ENTERPRISES, INC. (UNCONSOLIDATED)
For the Year Ended December 31, 1998
Schedule XIV - Notes to Financial Statements
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
A. Organization
Entergy Enterprises, Inc. (Enterprises or the Company), formerly
Electec, Inc., is a diversified subsidiary of Entergy Corporation
(Entergy) 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 the Public Utility
Regulatory Policies Act.
Enterprises' principal activities during 1998 included: (1)
preliminary development activities with respect to various
investment opportunities for the Entergy System, (2) market to
non-associates the System's expertise and capabilities in energy-
related areas, including the expertise of Entergy Power, Inc.
gained from its bulk power business, (3) market to non-associates
intellectual property developed by System companies, (4) provide
various consulting, management, administrative and support
services to certain associate companies, (5) 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 certain associate
companies, and (6) develop and field test a proposed
telecommunications systems 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 SEC dated
January 11, 1983.
All transactions between Enterprises and the System companies are
on a full cost reimbursement basis.
B. System of Accounts
The accompanying financial statements include the accounts of
Enterprises, which 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.
D. Depreciation and Amortization
Depreciation is computed on the declining balance method for
Enterprises over the estimated useful lives of the furniture and
equipment. Leasehold costs and improvements are amortized over
their estimated useful lives (five years).
E. Use of Estimates in the Preparation of Financial Statements
The preparation of financial statements in conformity with
generally accepted accounting principles requires management to
make estimates and assumptions that affect the reported amounts
of assets and liabilities at the date of the financial statements
and the reported amounts of revenues and expenses during the
reporting period. Actual results could differ from those
estimates.
F. Income Taxes
The company accounts for income taxes pursuant to Statement of
Financial Accounting Standards No. 109 "Accounting For Income
Taxes" (FAS 109). This standard requires that deferred income
taxes be recorded for all temporary differences between the
financial statement and tax basis of assets, liabilities and loss
carryforwards. Deferred tax balances are based on enacted tax
laws at tax rates that are expected to be in effect when the
temporary differences reverse.
The Company joins its parent and the other Entergy subsidiaries
in filing a consolidated Federal income tax return. Income taxes
(or benefits) are allocated to the Company in proportion to its
contribution to consolidated taxable income.
2. TRANSACTIONS WITH AFFILIATES
Entergy Services provides technical and consulting services and
other assistance to Enterprises at cost which amounted to
$23,151,560 and $16,348,000 for the years 1998 and 1997,
respectively.
3. INCOME TAXES
The tax sharing agreement with Entergy provides that the Company
will receive tax benefit for its taxable loss utilized by other
members of the consolidated group. Accordingly, a long-term
receivable has been recorded at December 31, 1998 to reflect the
tax benefit of the Company's cumulative loss in jurisdictions in
which the Company files combined or consolidated returns (U.S.
Federal, Arkansas, and Mississippi for 1998).
Deferred income taxes are provided in recognition of temporary
differences between the financial reporting and income tax basis
of assets and liabilities and loss carryforwards. Deferred
income tax assets (liabilities) are comprised of the following at
December 31, 1998 and 1997.
<TABLE>
<CAPTION>
<S> <C> <C>
Deferred Tax Assets/(Liabilities) 1998 1997
Equipment and fixed assets $ 354,874 $2,334,895
Deferred charges and other 9,735,589 541,620
Unrealized loss on marketable securities 2,827,178 2,142,726
Other intangible assets 994,272 1,198,646
Business development assignment 2,626,452 435,150
State net operating loss carryforwards 325,753 325,753
----------- -----------
Gross deferred tax asset/(liabilities) 16,864,118 6,978,790
State deferred tax valuation allowance (325,753) (325,753)
----------- -----------
Net Deferred Tax Assets/(Liabilities) $16,538,365 $ 6,653,037
=========== ===========
</TABLE
The ultimate realization of these deferred tax assets is
dependent upon future taxable income sufficient to offset the
related deductions and loss carryforwards within the applicable
carryforward period. The valuation allowance is based upon
management's conclusions that sufficient positive evidence, as
defined by FAS 109, regarding the realization of certain tax
carryforward items does not exist. Such items generally relate to
state loss carryforwards in states in which Entergy or its
subsidiaries do not file a combined or consolidated return.
The provision for intercompany (benefit) expense in lieu of
federal income taxes for the year ended December 31, 1998 and
1997 consisted of the following:
1998 1997
Current:
Federal $(41,940,519) $(6,485,166)
State 1,041,686 (1,085,819)
------------ -----------
Total Current Income Tax Expense (Benefit) (40,898,833) (7,570,985)
Deferred:
Federal 270,801 1,595,566
State 161,844 826,273
------------ -----------
Total Deferred Income Tax Expense 432,645 2,421,839
------------ -----------
Recorded Income Tax Expense (Benefit) $(40,466,188) $(5,149,146)
============ ===========
The Company's total income taxes differ from the amounts computed
by applying the statutory Federal income tax rate to income
before taxes. The primary reason for the difference is the
effect of state income taxes.
At December 31, 1998, the Company had net operating loss
carryforwards available for state income tax reporting purposes
of approximately $4.2 million. These net operating loss
carryforwards expire during various periods through 2011
depending on the taxing jurisdiction.
4 INVESTMENT IN SUBSIDIARIES
During 1998, Enterprises sold 100% of its ownership in Entergy
Nuclear, Inc. to Entergy Corporation. Also, Enterprises sold
approximately 86% of its ownership in Entergy Operation Services,
Inc. to Entergy Corporation. Sales of these two entities were at
net book value and no gain/loss was recognized on the sale.
In 1992, Enterprises formed a new subsidiary, Entergy Integrated
Solutions, Inc. (EISI) formerly Entergy Systems and Service,
Inc., to enter into the business of providing energy management
services with an initial focus on efficient lighting
technologies. In September 1998, Enterprises sold its investment
in EISI. The loss on the sale was approximately $69 million ($36
million net of tax).
5.COMMON STOCK
At December 31, 1998, Enterprises is authorized, by its Charter,
to issue 100,000 shares of its common stock.
It is anticipated that Enterprises' cash flow generated by
ongoing operations may not be sufficient to fund all of
Enterprises' obligations. At December 31, 1998, Entergy did not
have authorization from the SEC to invest in Enterprises through
additional purchases of its common stock. Further investment by
Entergy in Enterprises may take the form of capital
contributions, loans, and/or open account advances (without
interest).
6. COMMITMENTS & CONTINGENCIES
In June 1993, Catalyst Technologies, Inc. (CTI) filed a petition
in the Civil District Court for the Parish of Orleans, Louisiana
(CDC), against Electec, Inc., the predecessor Company of
Enterprises. The petition alleged, among other things, breach of
contract and breach of the obligation of good faith and fair
dealing. In August 1997, a jury in the CDC returned a verdict
against Enterprises in the amount of $346 million plus interest
of approximately $118 million. In November 1997, the trial judge
entered a judgement notwithstanding the verdict in favor of EEI
in the CTI lawsuit. Finding as a matter of law that the jury's
verdict was incorrect, the judge ruled that no contract ever
existed between CTI and Enterprises, and that the verdict was
contrary to the law and the evidence. CTI appealed this ruling
to the Louisiana Court of Appeal for the Fourth Circuit, and oral
argument was heard in November 1998. In March 1999, Enterprises
agreed to settle the lawsuit for a $2.5 million cash payment to
the plaintiffs, and dismissal of the proceeding.
Panda Energy Corporation (Panda) has commenced litigation in the
Dallas District Court naming Entergy, Entergy Power Incorporated,
Entergy Power Asia LTD, and the Company as defendants. The
allegations against the defendants include, among others,
tortuous interference with contractual relations, conspiracy,
misappropriation of corporate opportunity, unfair competition and
fraud, and constructive trust issues. Panda seeks damages of
approximately $4.8 billion, of which $3.6 billion is claimed in
punitive damages. During 1996, the trial court granted an order
that was, in effect, a summary judgment in favor of the
defendants. In August 1998, an appellate court reversed the
dismissal and remanded the lawsuit to the district court.
Entergy and other defendants petitioned the appellate court for
rehearing, but that petition was denied in October 1998.
Entergy's petition to the Texas Supreme Court for review of the
appellate court decision was denied in February 1999, and the
case has been remanded to the district court for further
proceedings. The Company and Entergy believe that Panda's claims
have no merit and that the Company and Entergy will ultimately
prevail in having the case dismissed.
<PAGE>
ANNUAL REPORT TO THE SEC OF ENTERGY ENTERPRISES, INC. (UNCONSOLIDATED)
For the Year Ended December 31, 1998
Schedule XV Statement of Income
Account Description Current Year Prior Year
Income
<S> <C> <C> <C>
457 Services rendered to associate companies $60,194,925 $48,358,384
458 Services rendered to nonassociate companies 50,396 59,562
418 Subsidiary Income (39,505,136) (22,937,331)
419 Interest Income 846,159 390,704
421 Miscellaneous income or loss (46,051,195) (380,904)
----------- -----------
Total Income (24,464,851) 25,490,415
----------- -----------
Expense
920 Salaries and wages 32,241,963 25,216,073
921 Office supplies and expenses 17,723,431 15,751,408
922 Administrative expense transferred - credit (3,128,234) (5,782,215)
923 Outside services employed 34,345,600 20,155,172
924 Property insurance 80,100 24,576
925 Injuries and damages 169,956 157,707
926 Employee pensions and benefits 128,497 665,577
928 Regulatory commission expense - -
930.1 General advertising expenses 16,804 48,156
930.2 Miscellaneous general expenses (2,265,289) 198,205
931 Rents 4,035,310 3,768,988
932 Maintenance of structures and equipment (7,404) 62,496
940 Active Development 800,493 -
403 Depreciation and amortization expense 2,197,487 2,037,137
408 Taxes other than income taxes 184,726 267,465
409 Income taxes (40,898,833) (7,570,985)
410 Provision for deferred income taxes 432,645 2,421,839
416 Cost & Expense of Merchandising - 1,013,697
426.1 Donations 10,571 8,250
426.5 Other deductions 21,916 16,375
431 Other interest expense 507,129 326
----------- -----------
Total Expense 46,596,868 58,460,247
----------- -----------
Net Income or (Loss) ($71,061,719) ($32,969,832)
============ ============
</TABLE>
14 of 27 pages
<PAGE>
<TABLE>
<CAPTION>
ANNUAL REPORT TO THE SEC OF ENTERGY ENTERPRISES, INC. (UNCONSOLIDATED)
For the Year Ended December 31, 1998
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 ISI $2,791,835 $0 $2,791,835
Entergy S.A. 77,295 17,810 95,105
Entergy Power International Holdings Ltd. 2,478,458 508,857 2,987,315
Entergy Edesur Holdings 404,550 97,641 502,190
Entergy Transener S.A. (7,513) (317) (7,830)
Entergy Power Chile, Inc. 31,533 7,151 38,684
Entergy Richmond Power Corp. 5,331 1,538 6,869
Entergy Power Edegel Inc. 907,254 209,128 1,116,381
Entergy Power CBA Holding Ltd. 5,139 1,320 6,459
Entergy Pakistan, Ltd. 148,761 34,522 183,283
Entergy Power, Inc. 637,364 637,364
Entergy Power Development Corp. 10,285,648 5,604,758 15,890,406
Entergy Power Operations Corp. 1,910,091 438,936 2,349,027
Entergy Technologies Holding Company 4,069,293 1,513,963 5,583,256
Entergy Power Marketing Corp. 13,321,948 28,530 13,350,479
Entergy Trading & Marketing 1,556,510 1,556,510
Entergy International Holdings Ltd. 8,266,475 874,103 9,140,578
Entergy Power Generation Corp. 288,630 66,126 354,756
Entergy Corp. 2,119,748 167,044 2,286,792
Entergy Technology Corp. 1,086,598 238,868 1,325,466
-------------------------------------------------
TOTAL $50,384,947 $9,809,978 - 0 - $60,194,925
=================================================
15 of 27 pages
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
ANNUAL REPORT TO THE SEC OF ENTERGY ENTERPRISES, INC. (UNCONSOLIDATED)
For the Year Ended December 31, 1998
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
458-1 458-2 458-3 458-4
<S> <C> <C> <C> <C> <C>
Vidalia-Catalyst (Construction $0 $0 $0 $50,396 $50,396
Management)
----------------------------------------------------------
TOTAL $0 $0 $0 $50,396 $50,396
==========================================================
</TABLE>
16 of 27 pages
<PAGE>
<TABLE>
<CAPTION>
ANNUAL REPORT TO THE SEC OF ENTERGY ENTERPRISES, INC. (UNCONSOLIDATED)
For the Year Ended December 31, 1998
Schedule XVI-Analysis of Charges for Service-Associate and Nonassociate Companies
Instructions:
Total cost of service will equal for associate and nonassociate companies the total amount
billed under their separate analysis of billing schedules.
Associate Company Charges Nonassociate Company Charges Total Charges for Service
Direct Indirect Direct Indirect Direct Indirect
Acct 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 $19,646,905 $ 2,968,753 $22,615,658 $ 19,646,905 $2,968,753 $22,615,658
921 Office Supplies and Expenses 6,564,895 2,374,969 8,939,864 6,564,895 2,374,969 8,939,864
922 Administrative Exp
Transferred - Credit (1,657,309) 13,363 (1,643,946) (1,657,309) 13,363 (1,643,946)
923 Outside Services Employed 23,728,089 2,421,457 26,149,546 23,728,089 2,421,457 26,149,546
924 Property Insurance 56,001 6,805 62,806 56,001 6,805 62,806
925 Injuries and Damages 24,912 8,434 33,346 24,912 8,434 33,346
926 Employee Pensions and
Benefits 9,498 (28,764) (19,266) 9,498 (28,764) (19,266)
930 General Advertising Expenses 16,804 10 16,814 16,804 10 16,814
930.2 Miscellaneous General
Expenses 84,721 511 85,232 84,721 511 85,232
931.0 Rents 1,294,481 1,525,280 2,819,761 1,294,481 1,525,280 2,819,761
932 Maintenance of Structures and
Equip. 3,842 2 3,844 3,842 2 3,844
403 Depreciation and Amortization
Expense 625,391 811,401 1,436,792 625,391 811,401 1,436,792
408 Taxes Other Than Income Taxes 68,315 36,824 105,139 68,315 36,824 105,139
409 Income Taxes (2,658) (2) (2,660) (2,658) (2) (2,660)
410 Provision for Deferred Income
Taxes - - - -
416 Cost & Exp of Merchandising - - - -
419 Interest Income (118,014) (319,255) (437,269) (118,014) (319,255) (437,269)
421 Miscellaneous Income (95) (1,224) (1,319) (95) (1,224) (1,319)
426 Donations 9,178 21,164 30,342 9,178 21,164 30,342
426.5 Other Deductions - - - -
431.0 Other Interest Expense (46) 287 241 (46) 287 241
------------------------------------------------------------------------------------------------
TOTAL EXPENSES 50,354,910 - 50,354,910 - - - 50,354,910 9,840,015 60,194,925
Compensation for use of
Equity Capital
430 Interest on Debt to
Associate Companies - - - - - - - - -
TOTAL COST OF SERVICE $50,354,910 $9,840,015 $60,194,925 $0 $0 $0 $50,354,910 $9,840,015 $60,194,925
================================================================================================
17 of 27 pages
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
ANNUAL REPORT TO THE SEC OF ENTERGY ENTERPRISES, INC. (UNCONSOLIDATED)
For the Year Ended December 31, 1998
Schedule XVII-Schedule of Expense Distribution by Department or Service Function
Instructions:
Indicate each departmnet or service function. (See Instruction 01-3 General
Structure of Accounting System: Uniform System of Accounts).
DEPARTMENT OR SERVICE FUNCTION
Acct Total Develop- Admini- Entergy Technical Security
Number Description of Items Amount Executive Telecom ment Legal stration Power Mktg Services Business
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
920 Salaries and Wages $32,241,963 (120,703) 291,798 12,750,242 1,214,598 5,577,956 8,635,523 3,610,569 281,980
921 Office Supplies and $17,723,431 905,917 21,265 9,809,995 466,632 3,488,373 1,439,055 1,525,749 66,445
Expenses
922 Admin. Expense ($3,128,234) 2,690,682 (4,019,314) (339,111) (494,881) (965,610)
Transferred - Credit
923 Outside Services $34,345,600 7,293,008 1,536,363 12,407,326 777,717 9,087,474 1,960,478 422,064 861,170
Employed
924 Property Insurance $80,100 5,481 74,619
925 Injuries and Damages $169,956 24,975 (750) 763 144,968
926 Employee Pensions and $128,497 1,033 159,047 (28,789) (3,189) 395
Benefits
930.1 General Advertising $16,804 16,804
Expenses
930.2 Miscellaneous General($2,265,289) (2,323,770) (23,832) 82,313
Expenses
931 Rents $4,035,310 586,078 1,813,099 1,210,160 426,353 (380)
932 Maintenance of ($7,404) (11,245) 3,841
Structures and
Equipment
940 Reserve for Active $800,493 631,781 168,712
Development
403 Depreciation and $2,197,487 150,223 887,377 875,650 284,237
Amortization Expense
408 Taxes Other Than $184,726 33,322 30,671 53,219 67,514
Income Taxes
409 Income Taxes ($40,898,833) (99,180) 725,946 (41,525,599)
410 Provision for Defer- $432,645 78,381 (179,201) 533,465
red Income Taxes
416 Cost & Exp of
Merchandising
426.1 Donations $10,571 4,500 2,000 431 1,640 2,000
426.5 Other Deductions $21,916 14,500 3,098 1,048 190 3,080
431 Other Interest $507,129 4,209 502,920
Expenses
---------------------------------------------------------------------------------------------------------
TOTAL EXPENSES $46,596,868 $12,199,998 $1,851,774 $32,301,524 $2,120,267 ($20,597,086) $12,918,118 $4,589,203 $1,213,070
=========================================================================================================
18 of 27 pages
</TABLE>
<PAGE>
ANNUAL REPORT TO THE SEC OF ENTERGY ENTERPRISES, INC. (UNCONSOLIDATED)
For the Year Ended December 31, 1998
Departmental Analysis of Salaries - Account 920
<TABLE>
<CAPTION>
Departmental Salary Expense
Name of Department Included in Amounts Billed to Number of
Indicate each department Total Parent Other Non Personnel
or service function Amount Company Associates Associates End of Year
<S> <C> <C> <C>
Executive ($120,703) ($120,703) 13
Development, Telecom, Power Mkting, 25,570,112 $25,570,112 101
Technical Svcs, Security
Legal 1,214,598 $1,214,598 8
Administration 5,577,956 $5,577,956 109
----------- ----------- -----
TOTAL $32,241,963 $32,241,963 231
=========== =========== =====
19 of 27 pages
</TABLE>
<PAGE>
ANNUAL REPORT TO THE SEC OF ENTERGY ENTERPRISES, INC. (UNCONSOLIDATED)
For the Year Ended December 31, 1998
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 20-A thru 20-J $34,345,600
===========
20 of 27 pages
<PAGE>
<TABLE>
<CAPTION>
ANNUAL REPORT TO THE SEC OF ENTERGY ENTERPRISES, INC. (UNCONSOLIDATED)
For the Year Ended December 31, 1998
Outside Services Employed - Account 923
Relationship
"A"- Associate
"NA" - Non
From Whom Purchased Address Associate Amount
<S> <C> <C> <C>
ABB Power T & D Company, Inc. Electronic Systems Tech. Institute NA 43,175
1021 Main Campus Drive
Raleigh, NC 27606
Adams and Reese 4500 One Shell Square NA 41,876
New Orleans, LA 70139
Akin, Gump, Strauss, Hauer 1900 Penzoil Place NA 872,673
So. Tower 711 Louisiana Street
Houston, TX 77002
Allen & Overy National Westminster NA 54,717
London, England EC2P2AP
Arthur, Robinson & Hedderwicks GPO Box 1776Q NA 167,716
Melbourne, Australia
Bainbridge, I. NA 31,363
Barnes, William 68 Holland Park Avenue NA 49,374
London, England
Barton Willmore Planning Partnership Intercell House NA 53,684
1 Coldhame Lane
Cambridge, England
Berliner Associates 3936 Cedar Bayou Drive N/A 27,603
Dallas, TX 75244
BHP Engineering Pty., Ltd. P.O. Box 1237 N/A 173,714
North Sydney, AU
Black & Veatch P.O. Box 27-258 NA 658,014
Kansas City, MO 64180
Blake, Dawson, Waldron Level 39, 101 Collins Street NA 58,387
Melbourne, AU
Bronson, Bronson & Mckinnon P.O. Box 45952 N/A 27,855
San Francisco, CA 94145
20A of 27 pages
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
ANNUAL REPORT TO THE SEC OF ENTERGY ENTERPRISES, INC. (UNCONSOLIDATED)
For the Year Ended December 31, 1998
Outside Services Employed - Account 923
Relationship
"A"- Associate
"NA" - Non
From Whom Purchased Address Associate Amount
<S> <C> <C> <C>
Brosio, Casati E. Associates 00197 Roma N/A 61,265
Via Bertaloni, Italy
Buchanan Ingersoll One Oxford Centre NA 43,234
301 Grant Street
Pittsburgh, PA 15219
Cambridge Energy Research Asso Charles Square NA 127,596
20 University Rd.
Cambridge, MA 02138
Carbon Consulting International GPO Box 2609 NA 42,889
Brisbane QLD, Australia
Career Placement Temporaries 4444 Richmond Ave. NA 27,605
Houston, TX 77027-6798
Cedant Mobility 400 East Las Colinas Blvd. NA 38,753
Irving, TX 75039
Centurian Computers Limited 82 Sellons Ave. NA 43,324
London, England
Chadbourne & Parke 1101 Vermont Avenue NW NA 666,769
Washington, D.C. 20005
Chittanaranjan Kaul B. 1602 Birchwood NA 120,524
Powai, Mumbai
Cid de Azevedo Costa Junior Rua Cosme Velho 415 NA 108,046
Rio de Saneiro, Brazil 22241-090
Citibank N.A. - London London, England NA 147,886
Clifford Chance 30th Floor Jardine House NA 605,818
One Connaught Place
Hong Kong
Commercial Testing & Engineering 1919 S. Highland Ave, Suite 210-B NA 163,338
Lombard, IL 60148
Cooper, Graham 50806 Mountain Hwy NA 64,233
Eatonville, WA 98328
20B of 27 pages
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
ANNUAL REPORT TO THE SEC OF ENTERGY ENTERPRISES, INC. (UNCONSOLIDATED)
For the Year Ended December 31, 1998
Outside Services Employed - Account 923
Relationship
"A"- Associate
"NA" - Non
From Whom Purchased Address Associate Amount
<S> <C> <C> <C>
Computer Systems Authority 6800 LBJ Freeway NA 27,081
Suite 181
Dallas, TX 75240
Coopers & Lybrand - Checks P. O. Box 841221 NA 831,893
Dallas, TX 75284-1221
Cox, Mickey 900 S. Shackleford Road, Suite 210 NA 39,214
Little Rock, AR 72211
Dames & Moore Pty. Ltd. 135 Wickham Terrace NA 47,667
Brisbane QLD, Australia
Deloitte & Touche LLP P.O. Box 52578 NA 64,230
Los Angeles, CA 90074
Deloitte & Touche Tohmatsu Ave. Presidente Wilson 231,22 NA 60,372
20030-021
Rio De Janeiro, Brazil
Diamond Data Systems 3501 Chateau Blvd NA 65,878
Kenner, LA 70065
Dominguez, Bernardo Los Nieves 3320 Depto 1402 Victacura NA 33,803
Santiago, Chile
Duke/Fluor Daniel Inc. P. O. Box 951311 NA 47,500
Dallas, TX 75395-1311
Ecology and Environment 368 Pleasantview Drive NA 131,861
Lancaster, NY 14086
Ellis, Richard Rua Alexandre Dumas NA 28,058
1711 8 Andar
04717-004 Sao Paulo
EnCon Associates 233 Needham Street NA 111,000
Newton, MA 02164
Energetica-Tech SCN Qd. Ed. Centro Empresarial NA 51,119
Encol - Torre B
Sala 1201 a 1204-Brasilia DF
Brazil
20C of 27 pages
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
ANNUAL REPORT TO THE SEC OF ENTERGY ENTERPRISES, INC. (UNCONSOLIDATED)
For the Year Ended December 31, 1998
Outside Services Employed - Account 923
Relationship
"A"- Associate
"NA" - Non
From Whom Purchased Address Associate Amount
<S> <C> <C> <C>
Energy Resources & Generation 1/3 (FF), Kalkaji Extention NA 128,800
New Delhi, India
Entergy Enterprises, Inc. 900 S. Shackleford Road, Suite 210 A 304,865
Little Rock, AR 72211
Entergy Services, Inc. 639 Loyola Avenue A 15,079,820
New Orleans, LA 70113
Estudio Juridico Otero Huerfanos 835, Piso 10 NA 49,809
Santiago, Chile
Evants, Tommy 1412 West 58th Street NA 67,401
North Little Rock, AR 72118
Fernandez Quiroga & Onetto, Ab Reconguisha 379 Piso NA 286,468
Buenos Aires, Argentina
Fluor Daniel, Inc. 3353 Michelson NA 198,521
Irvine, CA 92698
F.G. Hyde, Inc. 16316 E. Soriano Dr. NA 118,365
Hacienda Heights, CA 91745
General Physics Corporation P. O. Box 630635 NA 44,977
Baltimopre, MD 21263-0635
Geotechnica Consutores S.A. Dario urzua 1944 - Providencia NA 29,835
Santiago, Chile
Glen Irvine International Coutts & Co. NA 233,897
Mayfair London WIY 6DP
Global View Software 223 West Jackson Blvd. NA 63,339
Chicago, IL 60606
Gordon, Arata, McCollam 201 St Charles Ave NA 318,347
40th Floor
New York, NY 70170
Harteneck Lopez y Cia 25 de Mayo 460 NA 40,730
Piso 3 Of. 308
Argentina
20D of 27 pages
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
ANNUAL REPORT TO THE SEC OF ENTERGY ENTERPRISES, INC. (UNCONSOLIDATED)
For the Year Ended December 31, 1998
Outside Services Employed - Account 923
Relationship
"A"- Associate
"NA" - Non
From Whom Purchased Address Associate Amount
<S> <C> <C> <C>
HDH Construction Consultants 619 Severn Ave. NA 103,728
Suite 301
Annapolis, MD 21403
HFS Mobility Services P.O. Box 73049 NA 115,868
Chicago, IL 60673
I.S.I. Enterprises 7312 Western Ave. NA 26,222
Chevy Chase, MD 20815
ILEX Associates The National Westminster Bank NA 115,135
32 Cornmarket Street
Oxford, England
Integrated Partnerships 18300 Van Karman Ave. NA 57,283
Irvine, CA 92612-1025
Intercontinental Executive Group P.O. Box 766 NA 39,600
Richboro, PA 18954-9998
International Network Services P.O. Box 200776 NA 38,700
Dallas, TX 75320-0776
Ivy Hill Partners 7 Shipwright Harbor NA 110,385
Annapolis, MD 21401
Jackson Walker L.L.P. 100 Louisiana NA 42,800
Suite 420, P.O. Box 4771
Houston, TX 77210-4771
Jones, Day, Reavis & Pogue Bucklersubury House NA 51,886
London, UK EC4N 8NA
Jordan, LLC 18101 Von Karman Ave NA 125,983
Suite 1280, Lakeshore Towers
Irvine, CA 92612
Kennedy & Donkin Power Westbrook Mills NA 44,073
Godalming
Surrey GU7 2 AZ, England
Kenneth C Kern Personel Services 4444 Richmond Ave. NA 146,940
Houston, TX 77027
20E of 27 pages
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
ANNUAL REPORT TO THE SEC OF ENTERGY ENTERPRISES, INC. (UNCONSOLIDATED)
For the Year Ended December 31, 1998
Outside Services Employed - Account 923
Relationship
"A"- Associate
"NA" - Non
From Whom Purchased Address Associate Amount
<S> <C> <C> <C>
Larsen, Kent dba KAL NA 184,895
3145 Caminiro Ricardo
Olivenhain, CA 92024
Leboeuf, Lamb, Greene & McRae #1 Minster Court NA 26,868
London, England
Linklaters & Paines 59-67 Gresham Street NA 66,437
Barrington House
London, England
Locke Purnell Rain Harrell 2200 Ross Avenue, Ste. 2200 NA 56,369
Dallas, TX 75201
Luthra & Luthra Law Office 103, Oskoka Estate NA 148,784
Barakhamba Road
New Delhi, India
Marcanthony Simms 40 Roselle Street NA 31,203
Mineola, NY 11501
Charlene Marsh 3 Coray Circle NA 111,137
Little Rock, AR 72211
McDermott, Will & Emery 50 Rockefeller Plaza NA 133,136
New York, NY 10020-1605
Mayer Brown & Platt 190 South Lasalle Street NA 293,437
Chicago, IL 60604
McGrigor, Donald 63 Queen Victoria Street NA 36,521
London, England
McKinsey & Company Inc. Acct. Dept NA 1,363,675
2 Houston Center, Suite 3500
Houston, TX 77010
McLennan Magasanik Associates 76 Bridport St. NA 84,377
Albert Park
Melbourne, Australia
Merz and McLellan Amber Court NA 98,640
William Armstrong Drive
Newcastle Business Park, UK
20F of 27 pages
</TABLE>
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<CAPTION>
ANNUAL REPORT TO THE SEC OF ENTERGY ENTERPRISES, INC. (UNCONSOLIDATED)
For the Year Ended December 31, 1998
Outside Services Employed - Account 923
Relationship
"A"- Associate
"NA" - Non
From Whom Purchased Address Associate Amount
<S> <C> <C> <C>
Michael Myers and Associates 500 N. Michigan Avenue NA 69,457
Chicago, IL 60611
Millbank Tweed Hadley and McCloud 1 Chase Manhattan Plaza NA 26,418
New York, NY 10005- 1413
Morrison & Foerster LLP P.O. Box 60000 NA 125,386
San Francisco, CA 94160
Nations Bank 80 Raffles Place #2 NA 32,730
Singapore
Ned Tennebaum & Partners 9200 South Dadeland NA 61,597
Miami, FL 33156
Nuricon Union (PTE) Ltd. 4th Floor, Mubarak Manzil NA 79,992
39 Garden Road
Karachi, Pakistan
Oman, Carl S. 149 West Patricia Rd NA 39,555
Holland, PA 18966
Paulissen, Peter 10422 Brightwood Drive NA 101,338
Santa Ana, CA 92705
Pellegatta, Carlo CP Marketing 117,659
Via A Dello Pergola II
Milan, Italy 20159
Peregrine Capital Limited The Hong Kong & Shan NA 104,298
Hong Kong
Perez, Alati, Grondona, Benite Suipacha 1111 NA 49,954
Buenos Aires
Phelps Dunbar 400 Poydras Street NA 174,594
Texaco Center
New Orleans, LA 70130
Phillips Fox 255 Elizabeth Street NA 126,336
Sydney, Australia
Pillsbury Madison & Sutro P.O. Box 60000 NA 111,542
San Francisco, CA 94160
20G of 27 pages
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
ANNUAL REPORT TO THE SEC OF ENTERGY ENTERPRISES, INC. (UNCONSOLIDATED)
For the Year Ended December 31, 1998
Outside Services Employed - Account 923
Relationship
"A"- Associate
"NA" - Non
From Whom Purchased Address Associate Amount
<S> <C> <C> <C>
Pinheiro Neto Advogados Bank of Boston Inter NA 98,238
New York, NY 2517533
Power Capital Limited 58/60 Kensington CHU NA 55,832
London, England
Power Generations Inc. 179 Wolf Willow Cres NA 143,106
Edmonton , Albert T5T IT3
Power Security & Quality Consultants Wire NA 273,670
PriceWaterhouseCoopers Various Locations NA 298,060
Project Consultants Int'l Inc. West Wing Bldg., P.O. Box 1111 NA 109,760
Grand Caymen, Caymen Islands
British, West Indies
Rath, Young & Pignatelli PA P.O. Box 1500 NA 87,864
Concord, NH 03302-1500
Raytheon Engineers & Construct P. O. Box 8500- S 5450 NA 472,510
Philadelphia, PA 19178
Reid & Priest 40 West 57th Street NA 95,941
New York, NY 10019
Resch, Kevin 15225 Pocahantas Rd. NA 33,804
Apple Valley, CA 92307
Rieth, Robert J. 12602 RipVan Winkle Drive NA 57,928
Houston, TX 77024
Royal Bank of Scotland Six Battery Rd. NA 30,731
Singapor
Saul Cohen & Assoc. 30 Eliot Lane, Suite 102 NA 41,683
Stanford, CT06903
Sawtell, Joseph 15614 S. Lammer Road NA 32,363
Oregon City, OR 97045
Sidley & Austin One First National Plaza NA 195,143
Chicago, IL 60603
20H of 27 pages
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
ANNUAL REPORT TO THE SEC OF ENTERGY ENTERPRISES, INC. (UNCONSOLIDATED)
For the Year Ended December 31, 1998
Outside Services Employed - Account 923
Relationship
"A"- Associate
"NA" - Non
From Whom Purchased Address Associate Amount
<S> <C> <C> <C>
SSI, Inc. dba Spencer Stuart NA 42,222
P.O. Box 98991
Chicago, IL 60693
Sigla S.A. Wire NA 131,890
Skadden, Arps, Slate, Meagher 919 Third Ave NA 219,104
New York, NY 10022
Skelly & Loy, Inc. 2601 North Front Street NA 195,365
Harrisburg, PA 17110
Skills & Solutions Limited 3 Arden Close NA 46,066
Bovingfon Herts HP3 OQS
Smith, Herbert Exchange House NA 34,290
Primerosa Street
London, England
Source Services Corporation P.O. Box 970956 NA 31,398
Dallas, TX 75397-0956
Star Staffers P.O. Box 926112 NA 87,240
Houston, TX 77292
Stewart, Reid & Co. Level 12 NA 38,791
Sydney, Australia
Stone & Webster Engineering Co. P.O. Box 1611 NA 129,912
Boston, MA 02205-1611
Swiatlo, David 4700 W. Ingraham Ter. NA 30,570
Coral Gables, FL 33133
The Austin Group 11511 Katy Freeway, Suite 290 NA 27,000
Houston, TX 77079
Trans Energy Management 5555 San Felipe # 1750 NA 156,017
Houston, TX 77056
Trans Lux 110 Richards Avenue NA 27,884
Norwalk, CT 06854-1692
20I of 27 pages
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
ANNUAL REPORT TO THE SEC OF ENTERGY ENTERPRISES, INC. (UNCONSOLIDATED)
For the Year Ended December 31, 1998
Outside Services Employed - Account 923
Relationship
"A"- Associate
"NA" - Non
From Whom Purchased Address Associate Amount
<S> <C> <C> <C>
Troutman, Sanders LLP 600 Peachtree St. NA 62,971
Atlanta, GA 30308-2216
Veirano E Advogados Associados CAIXA Postal 2748 NA 211,938
Rio De Janeiro, Brasil
Walker, W. S. & Company Calcdonian House NA 147,544
P.O. Box 265
George Town, Grand Cayman, Cayman
Islands
Warburg Dillon Read Bahnhofstrase 45 NA 113,074
CH-8098
Zurich
Whiting, Douglas B. 8555 Rumex Lane NA 41,441
San Diego, CA 92129
Wink Incorporated 4949 Bullard Ave. NA 85,353
New Orleans, LA 70128
Whitmon Breed Abbott & Morgan 200 Park Avenue NA 54,169
New York, NY 10166
Wong, Rosalind Eng 1005 Concord Avenue NA 54,403
Montebello, CA 9060
Zahra Network Service 174 Empire Rd. NA 55,301
Pervale
Zai*Net Software, Inc. 747 Third Ave NA 32,303
New York, NY 10017
Others (330) Various 2,361,498
-----------
Total $34,345,600
===========
20J of 27 pages
<PAGE>
ANNUAL REPORT TO THE SEC OF ENTERGY ENTERPRISES, INC. (UNCONSOLIDATED)
For the Year Ended December 31, 1998
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
This item includes primarily costs billed from Entergy $128,497
Services, Inc. and are not benefits of EEI
Pension plan and benefits program costs are allocated
as part of payroll costs.
--------
TOTAL $128,497
========
ANNUAL REPORT TO THE SEC OF ENTERGY ENTERPRISES, INC. (UNCONSOLIDATED)
For the Year Ended December 31, 1998
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 aggregate amount applicable
thereto.
Name of Payee Amount Amount
Entergy Power Marketing advertisements Brian's Ads $ 7,823
Other 8,981
-------
TOTAL $16,804
=======
21 of 27 pages
<PAGE>
ANNUAL REPORT TO THE SEC OF ENTERGY ENTERPRISES, INC. (UNCONSOLIDATED)
For the Year Ended December 31, 1998
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
Director Fees and Expenses(includes($26,699) prior year correction) ($18,699)
Entergy Retail Services Billing (Offset in other expense accounts) (2,323,771)
Office Expenses 2,402
Subscriptions 11,393
Dues 42,087
Misc. Employee Expenses 11,518
Training & Recruiting 9,407
Miscellaneous 375
------------
TOTAL ($2,265,288)
============
ANNUAL REPORT TO THE SEC OF ENTERGY ENTERPRISES, INC. (UNCONSOLIDATED)
For the Year Ended December 31, 1998
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 $3,794,457
Office Equipment 237,145
Other 3,708
----------
TOTAL $4,035,310
==========
22 of 27 pages
<PAGE>
ANNUAL REPORT TO THE SEC OF ENTERGY ENTERPRISES, INC. (UNCONSOLIDATED)
For the Year Ended December 31, 1998
Taxes Other Than Income Taxes - 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 & Gross Receipts $ 93,368
Austalian Government & Withholding Tax 1,889
Payroll Tax Loading 14,988
Personal Property Taxes 70,600
California Unitary Tax 3,750
Miscellaneous 131
--------
TOTAL $184,726
========
ANNUAL REPORT TO THE SEC OF ENTERGY ENTERPRISES, INC. (UNCONSOLIDATED)
For the Year Ended December 31, 1998
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 Amount
Camino Health Center Auxiliary $ 4,500
Other (7) 6,071
-------
TOTAL $10,571
=======
23 of 27 pages
<PAGE>
ANNUAL REPORT TO THE SEC OF ENTERGY ENTERPRISES, INC. (UNCONSOLIDATED)
For the Year Ended December 31, 1998
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 Various $21,916
-------
TOTAL $21,916
=======
ANNUAL REPORT OF ENTERGY ENTERPRISES, INC.
For the Year Ended December 31, 1998
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 13A - 13E
24 of 27 pages
<PAGE>
ANNUAL REPORT OF ENTERGY ENTERPRISES, INC.
For the Year Ended December 31, 1998
Schedule XIX - Financial Data Schedule
Item No. Caption Heading Amount
1 Net Service Company Property $5,471,490
2 Total Investments 65,279
3 Total Current and Accrued Assets 37,392,770
4 Total Deferred Debits 12,897,107
5 Balancing Amount For Total Assets and Other Debits -
6 Total Assets and Other Debits 56,426,646
7 Total Proprietary Capital 17,590,481
8 Total Long-Term Debt 17,500,000
9 Notes Payable -
10 Notes Payable to Associated Companies -
11 Balancing Amount For Total Current and
Accrued Liabilities 21,379,987
12 Total Deferred Credits (43,822)
13 Accumulated Deferred Income Taxes -
14 Total Liabilities and Proprietary
Capital 56,426,646
15 Services Rendered to Associate
Companies 60,194,925
16 Services Rendered to Nonassociate
Companies 50,396
17 Miscellaneous Income or Loss (84,710,172)
18 Total Income (24,464,851)
19 Salaries and Wages 32,241,963
20 Employee Pensions and Benefits 128,497
21 Balancing Amount For Total Expenses 14,226,408
22 Total Expenses 46,596,868
23 Net Income (Loss) (71,061,719)
24 Total Expenses (Direct Costs) 36,786,890
25 Total Expenses (Indirect Costs) 9,809,978
26 Total Expenses (Total) $ 46,596,868
27 Number of Personnel End of Year 231
25 of 27 pages
<PAGE>
ANNUAL REPORT TO THE SEC OF ENTERGY ENTERPRISES, INC. (UNCONSOLIDATED)
Organization Chart
See page 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 -
Page 26 of 27 Pages
<PAGE>
ANNUAL REPORT TO THE SEC OF ENTERGY ENTERPRISES, INC.
(UNCONSOLIDATED)
Organization Chart
DIRECTORS
Jerry D. Jackson Chairman
C. John Wilder Director
Gary S. Fuqua Director
OFFICERS
Charles J. Brown, III Group President, Project Development-EPG
Shaid J. Malik Senior Vice President
Gary S. Fuqua Vice President-Finance and Treasurer
Michael G. Thompson Senior Vice President-Law and Secretary
David W. Carter Vice President
Lawrence S. Folks Vice President
Robert A Keegan Vice President
John J. Ludwig Vice President-Operations
James E. Moss Vice President-Business Development
William J. Regan, Jr. Vice President
David Stoner Vice President and General Manager-Europe
Laurence M. Hamric Assistant Secretary
Frederick F. Nugent Assistant Secretary
Stephen T. Refsell Assistant Secretary
26A of 27 pages
<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/ Gary S. Fuqua
(Signature of Signing Officer)
Gary S. Fuqua
Vice President-Finance and Treasurer
(Print Name and Title of Signing Officer)
Date: April 28, 1999
27 of 27 pages
</TABLE>
