ENTERGY OPERATIONS INC
U-13-60/A, 1995-05-01
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                          UNITED STATES
               SECURITIES AND EXCHANGE COMMISSION
                     WASHINGTON, D.C. 20549
                                
                   FORM U-13-60/AMENDMENT NO. 1

                          ANNUAL REPORT

                         FOR THE PERIOD

     Beginning  January 1, 1994  and Ending   December 31, 1994

                             TO THE

             U.S. SECURITIES AND EXCHANGE COMMISSION

                               OF


                     ENTERGY OPERATIONS, INC.
_________________________________________________________________
                (Exact Name of Reporting Company)


A                    Subsidiary               Service Company
          ("Mutual " or "Subsidiary")


Date of Incorporation June 6, 1990.  If not Incorporated, Date of Organization


State or Sovereign Power under which Incorporated or Organized    Delaware


Location of Principal Offices of Reporting Company  
1340 Echelon Parkway, Jackson, Mississippi


Name, title and address of officer to whom correspondence concerning this 

report should be addressed:


Mr. Lee W. Randall   VP, Chief Accounting Officer    P.O. Box 61000, 

New Orleans, La. 70161

 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, 1994
          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 and             Schedule III       8
  Amortization of Service Company
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 Expenditures   Schedule X         11
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 - Associate and        Schedule XVI       18
  Nonassociate Companies
Schedule of Expense of Department or Service           Schedule XVII      19-20
  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



                                                                  Page         
Description of Reports or Statements                             Number

Organization Chart                                                 26
Methods of Allocation                                              26
Annual Statement of Compensation for Use of Capital Billed         26



<PAGE>

              ANNUAL REPORT OF ENTERGY OPERATIONS, INC.
               SCHEDULE I - COMPARATIVE BALANCE SHEETS
<TABLE>


Give balance sheet of the Company as of December 31 of the current and prior
year.
<CAPTION>                                                                               
ACCOUNT        ASSETS AND OTHER DEBITS                            AT DECEMBER 31
                                                                1994         1993
        SERVICE COMPANY PROPERTY                                                     
<S>     <C>                                                 <C>           <C>                              
101     Service company property (Schedule II)               10,434,031   $9,566,634
107     Construction work in progress (Schedule II)             615,365    1,171,791
                                                            -----------  -----------
            Total Property                                   11,049,396   10,738,425
                                                            -----------  -----------                        
108     Less accumulated provision for depreciation and                             
          amortization of service company property 
          (Schedule III)                                      4,575,886    3,307,162
                                                            -----------  -----------
            Net Service Company Property                      6,473,510    7,431,263
                                                            -----------  -----------                        
        INVESTMENTS                                                                  
                                                                                    
123     Investments in associate companies (Schedule IV)                            
124     Other Investments (Schedule IV)                                             
                                                            -----------  -----------
            Total Investments                                                       
                                                            -----------  -----------                        
        CURRENT AND ACCRUED ASSETS                                                   
                                                                                    
131     Cash                                                  2,988,542    6,270,580
134     Special deposits                                                            
135     Working funds                                             4,935        4,241
136     Temporary cash investments (Schedule IV)                                    
141     Notes receivable                                                            
143     Accounts receivable                                      31,797       11,040
144     Accumulated provision of uncollectible accounts                             
146     Accounts receivable from associate companies         16,680,189    3,394,130
          (Schedule V)
152     Fuel stock expenses undistributed (Schedule VI)                             
154     Materials and supplies                                    6,679             
163     Stores expense undistributed (Schedule VII)                                 
165     Prepayments                                             112,840        1,048
174     Miscellaneous current and accrued assets (Schedule      899,729      593,154
          VIII)
                                                            -----------  -----------
            Total Current and Accrued Assets                 20,724,711   10,274,193
                                                            -----------  -----------                        
        DEFERRED DEBITS                                                              
                                                                                    
181     Unamortized debt expense                                                    
184     Clearing accounts                                        10,212       (2,864)
186     Miscellaneous deferred debits (Schedule IX)             313,697      258,726
188     Research, development, or demonstration                                     
          expenditures (Schedule X)
190     Accumulated deferred income taxes                     1,044,887       30,647
                                                            -----------  -----------
            Total Deferred Debits                             1,368,795      286,509
                                                            -----------  -----------                        
            TOTAL ASSETS AND OTHER DEBITS                   $28,567,017  $17,991,965
                                                            ===========  ===========                   
</TABLE>                                
<PAGE>
              ANNUAL REPORT OF ENTERGY OPERATIONS, INC.
               SCHEDULE I - COMPARATIVE BALANCE SHEETS
<TABLE>

                                                                             
<CAPTION>                                                                             
ACCOUNT        LIABILITIES AND PROPRIETARY CAPITAL                 AS OF DECEMBER 31
                                                                  1994          1993
         PROPRIETARY CAPITAL                                                          
<S>      <C>                                                  <C>          <C>                                
201      Common stock issued (Schedule XI)                        $5,000       $5,000
211      Miscellaneous paid-in-capital (Schedule XI)             995,000      995,000
215      Appropriated retained earnings (Schedule XI)                                
216      Unappropriated retained earnings (Schedule XI)                              
                                                             -----------  -----------
            Total Proprietary Capital                          1,000,000    1,000,000
                                                             -----------  -----------                       
         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                                
                                                             -----------  -----------                       
                                                                                    
                                                             -----------  -----------                        
         OTHER NON-CURRENT LIABILITIES                                                
                                                                                     
228      Accumulated Provision for Pensions & Benefits         2,610,205    1,367,095
                                                             -----------  -----------
          Total Long-Term Debt                                 2,610,205    1,367,095
                                                             -----------  -----------                        
                                                                                     
         CURRENT AND ACCRUED LIABILITIES                                              
                                                                                    
231      Notes payable                                                               
232      Accounts payable                                        524,604    5,153,592
233      Notes payable to associate companies (Schedule       12,342,696    7,841,000
           XIII)
234      Account payable to associate companies (Schedule     11,142,848    1,885,906
           XIII)
236      Taxes accrued                                           639,463      308,739
237      Interest accrued                                                            
238      Dividends declared                                                          
241      Tax collections payable                                  52,813       20,128
242      Miscellaneous current and accrued liabilities            21,643        6,056
           (Schedule XIII)
                                                             -----------  -----------
            Total Current and Accrued Liabilities             24,724,066   15,215,420
                                                             -----------  -----------                       
         DEFERRED CREDITS                                                             
                                                                                    
253      Other deferred credits                                  322,290      265,604
255      Accumulated deferred investment tax credits                                 
                                                             -----------  -----------
         Total Deferred Credits                                  322,290      265,604
                                                             -----------  -----------                       
282      Accumulated Deferred Income Taxes - Other Prop.         212,961      143,846
283      Accumulated Deferred Income Taxes - Other              (302,506)             
                                                             -----------  -----------                       
             TOTAL LIABILITIES AND PROPRIETARY CAPITAL       $28,567,017  $17,991,965
                                                             ===========  ===========              
</TABLE>       
<PAGE>
              ANNUAL REPORT OF ENTERGY OPERATIONS, INC.
               For the Year Ended December 13, 1994
               SCHEDULE II - SERVICE COMPANY PROPERTY
<TABLE>
<CAPTION>
                                         Balance at               Retirements    Other    Balance at
                                          Beginning   Additions       or        Changes    Close of
      Description                           of Year                  Sales        (1)        Year
                                                                              
Service Company Property 
Account
 <S>  <C>                                <C>           <C>            <C>        <C>      <C>  
 301  Organization                                                             
 303  Miscellaneous Intangible Plant         434,520    329,936                              764,456
 304  Land and Land Rights                                                     
 305  Structures and Improvements
 306  Leasehold Improvements               3,239,633                                       3,239,633
 307  Equipment (2)                        3,230,416    500,926                            3,731,342
 308  Office Furniture and Equipment       2,166,349     36,535                            2,202,884
 309  Automobiles, Other Vehicles              5,767                                           5,767
      and Related Garage Equipment
 310  Aircraft and Airport Equipment         489,949                                         489,949
 311  Other Service Company
      Property (3)                                                             
                                         -----------------------------------------------------------
            SUB-TOTAL                      9,566,634    867,397                           10,434,031
                                         -----------------------------------------------------------
 107  Construction Work in Progress (4)    1,171,791   (556,426)                             615,365
                                         -----------------------------------------------------------
              TOTAL                      $10,738,425   $310,971       $0         $0      $11,049,396
                                         ===========================================================                             
</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 Year
                                                                            
307.02 Communications and Dispatch                            $1,548,279
307.03 Data Processing                           500,926       2,183,063
307.04 Information Storage                                                    
                                                --------      ----------
                                                                            
                                                                            
                                                                            
                                                                            
                                    TOTAL       $500,926      $3,731,342
                                                ========      ==========
  (3) Description other service company property:
      N/A                                                              
                                                                      
                                                                      
  (4) Describe construction work in progress:
                                                                      
      Purchase of office equipment and lease hold improvements to corporate
      offices.
                                                                      
<PAGE>                                                             
                    ANNUAL REPORT OF ENTERGY OPERATIONS, INC.
                      For the Year Ended December 13, 1994
    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
                                                                                                                  
Account
<S>   <C>                                     <C>             <C>                                       <C>                   
301   Organization                                                                                                
303   Miscellaneous Intangible Plant              86,904          86,904                                  $173,808
304   Land and Land Rights                                                                                        
305   Structures and Improvements                                                                                 
306   Leasehold Improvements                     818,685        $227,722                                $1,046,407
307   Equipment                                  967,568         535,194                                $1,502,762
308   Office Furniture and Fixtures            1,043,206         309,836                                $1,353,042
309   Automobiles, Other Vehicles                  4,133           1,153                                    $5,286
      and Related Garage Equipment                                                                                
310   Aircraft and Airport Equipment             386,666         107,915                                  $494,581
311   Other Service Company                                                                                       
      Property                                                                                                    
                                              --------------------------------------------------------------------
                 
                                      TOTAL   $3,307,162      $1,268,724                                $4,575,886
                                              ====================================================================      
                                              
 (1) Provide an explanation of those changes considered material:
                                                                     
      Other changes for account 307 and 308 are account 108.25, Salvage.
                                                                     

<PAGE>                                                                    
                    ANNUAL REPORT OF ENTERGY OPERATIONS, INC.
                      For the Year Ended December 13, 1994

                           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     None              None
                                                                            
  Account 124 - Other Investments                     None              None
                                                                            
  Account 136 - Temporary Cash Investments            None              None
                                                      ----              ----
                                           TOTAL        0                 0
                                                      ====              ====
                                                                    
                        ANNUAL REPORT OF ENTERGY OPERATIONS, INC.
                                                                    
                         For the Year Ended December 31, 1994
                                                                    
               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
                                          Beginning of    Close of
Description                                   Year          Year
   tion
                                                                    
Account 146 - Accounts Receivable from Associate Companies                                                            
        Arkansas Power & Light              1,373,087     2,767,248
        System Energy Resources, Inc.       1,636,728     2,135,340
        Louisiana Power & Light               126,061             
        Mississippi Power & Light                                          
        Entergy Services, Inc.                              125,718
        Entergy Corporation                   258,254       (55,261)
        Gulf States Utilities                            11,707,144
                                            ---------    ----------                             
                                TOTAL       3,394,130    16,680,189
                                            =========    ==========                        
                                                           
                                                           Total
Analysis of Convenience or Accommodation Payments:        Payments
                                                                    
                                                            None
                                                              
                                                            ----
                                         TOTAL PAYMENTS      0
                                                            ====    
                                                                    
<PAGE>                                                          
                                                                    
                        ANNUAL REPORT OF ENTERGY OPERATIONS, INC.
                                                                    
                         For the Year Ended December 31, 1994

                     Schedule VI - Fuel Stock Expense 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 OF ENTERGY OPERATIONS, INC.
                                                                                  
                                                                                  
                      For the Year Ended December 31, 1994
                                                                                  
                                             
                  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 OF ENTERGY OPERATIONS, INC.
                                                                    
                         For the Year Ended December 31, 1994

                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.
                                                                                     
                                                      Balance at   Balance at
                 Description                         Beginning of   Close of
                                                         Year         Year
                                                                                     
 Account                                                                             
   174 - Miscellaneous Current and Accrued Assets
         174.1  Unbilled Jobbing Cost                   591,873     847,501
         174.899 Misc. Current & Accrued Assets - P/R     1,281      52,228
                                                       --------    --------
                       TOTAL                            593,154     899,729
                                                       ========    ========                              
                                      
                                     
                        ANNUAL REPORT OF ENTERGY OPERATIONS, INC.
                                                                                     
                                                                                     
                           For the Year Ended December 31, 1994
                                                                                     
                                      
                       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   Close of
                                                     Year         Year
                                                                                     
1861     Miscellaneous Other/Suspense              $50,463          $263
186907   Deferred Executive Compensation            64,916        64,916
186908   Deferred Executive Compensation            44,029        44,029
186909   Deferred Outplacement Costs                45,815        45,815
186910   Org. Costs                                  9,771         2,874
186920   Deferred Executive Compensation               341           341
18694    Recoverable State Income Taxes                                              
18696    Federal Non-curr Recoverable Income Tax    43,391       155,459
                                                                          
                                                                          
                                                  --------      --------                                   
                                  TOTAL           $258,726      $313,696
                                                  ========      ========                                   
                                      
                      ANNUAL REPORT OF ENTERGY OPERATIONS, INC.
                                                                                     
                                                                                     
                        For the Year Ended December 31, 1994
                                                                                     
                                      
         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           None
     Expenditures
                                                                                     
                                                                 -----                     
                                      TOTAL                      - 0 -
                                                                 =====                    
                                                                                     
                                                                                     
<PAGE>
                      ANNUAL REPORT OF ENTERGY OPERATIONS, INC.
                                                                    
                        For the Year Ended December 31, 1994
                                                                        
                         Schedule XI - Proprietary Capital           

</TABLE>
<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>
     Account 201-Common Stock Issued                    1,000         $5.00              1,000         $5,000
                                                                                                    
</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                  995,000
                                                                      
    Account 215 - Appropriated Retained Earnings                    None
                                                                --------       
                       TOTAL                                    $995,000
                                                                ========  
                          
                                                                    
                                                                        
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
                                                     Beginning of Year   -or (loss)     Paid      Close of Year
                 Description                                                             
    <S>                                                   <C>               <C>         <C>            <C> 
      
    Account 216 - Unappropriated Retained Earnings        None              None        None           None
                                                                                                    
                                                         -----             -----       -----          -----                 
                                              TOTAL      - 0 -             - 0 -       - 0 -          - 0 -
                                                         =====             =====       =====          =====                   
</TABLE>                                                              
<PAGE>
                      ANNUAL REPORT OF ENTERGY OPERATIONS, INC.
                                                               
                        For the Year Ended December 31, 1994
                                                                        
                            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    
                                Class &                                       Balance at                              Balance at
                                 Series       Date of   Interest    Amount    Beginning                                 Close
                              of Obligation   Maturity    Rate    Authorized    of Year   Additions(1)  Deductions(1)  of Year
  Name of Creditor                                                                          
  <S>                                                                <C>         <C>          <C>           <C>         <C>
                                                    
  Account 223 - Advances from                                                                                        
          Associate                                                                                
          Companies:                                                 - 0 -       - 0 -                                  - 0 -
                                                                                                  
                                                                                                  
                                                                                                  
                                                                                                  
                                                                                                  
  Account 224 - Other Long-Term
          Debt:                                                      - 0 -       - 0 -                                  - 0 -
                                                                                                  
                                                                                                  
                                                                                                  
                                ---------------------------------------------------------------------------------------------
                                            
                TOTAL                                                            - 0 -        - 0 -         - 0 -       - 0 -
                                =============================================================================================
                                                            
</TABLE> 

 (1) Give an explanation of Deductions:
                                                                       
<PAGE>                                                                 

                        ANNUAL REPORT OF ENTERGY OPERATIONS, INC.
                          
                          For the Year Ending December 31, 1994
                    
                    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    Close of
                                                         of Year       Year
                                                                    
Account 233 - Notes Payable to Associate Companies      7,841,000   12,342,696
                                                                  
                                                        ---------   ----------
                   
                                                 TOTAL  7,841,000   12,342,696
                                                        =========   ==========
                       
Account 234 - Accounts Payable to Associate Companies
Arkansas Power & Light                                      
System Energy Resources, Inc.                               1,273           
Louisiana Power & Light                                              5,841,977
Entergy Services, Inc.                                  1,884,286    5,243,031
Entergy Corporation                                                     14,983
Money Pool Interest Payable                                             54,145
Agency A/P  to ESI                                                     (11,288)
Mississippi Power & Light Co.                                 347           
                                                        ---------   ----------
                                                 TOTAL  1,885,906   11,142,848
                                                        ---------   ----------
                       
Account 242 - Miscellaneous Current and Accrued Liabilities
                                                                 
242003   Audit Expense                                     12,200           (2)
242901   Other - Ext.Dir.Stock Plan                        (6,144)      21,645
                                                        ---------   ----------
           
                                                 TOTAL      6,056       21,643
                                                        =========   ==========
                    
                                                                 
                                                              
                               
                     ANNUAL REPORT OF ENTERGY OPERATIONS, INC.
                                                                 
                               
                       For the Year Ended December 31, 1994
                                                                 
                               
                   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 14 ( 2 ) through 14 ( 7 )
<PAGE>            

            ANNUAL REPORT OF ENTERGY OPERATIONS, INC.
                                
              For the Year Ended December 31, 1994
                                
          Schedule XIV - Notes to Financial Statements
                                
                                
NOTE 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Organization

      Entergy  Operations, Inc. (Entergy Operations),  a  nuclear
management  service  company wholly owned by Entergy  Corporation
(Entergy),  has  operating responsibility for  Arkansas  Power  &
Light  Company's  (AP&L) Arkansas Nuclear One Generating  Station
Units  1  and  2 (ANO), Louisiana Power & Light Company's  (LP&L)
Waterford Steam Electric Generating Station Unit No. 3 (Waterford
3),  and  System Energy Resources, Inc.'s (System  Energy)  Grand
Gulf   Nuclear   Station  Unit  1  (Grand   Gulf   1),   subject,
respectively,  to AP&L's, LP&L's, and System Energy's  oversight.
Additionally,  upon  consummation of the Entergy  -  Gulf  States
Utilities  (GSU) Merger on December 31, 1993, Entergy  Operations
assumed  operating  responsibility for  GSU's  River  Bend  Steam
Electric  Generating  Station  (River  Bend),  subject  to  GSU's
oversight.   AP&L, GSU, LP&L, System Energy and the  other  Grand
Gulf 1, River Bend co-owners  retained  their ownership interests 
in their respective nuclear generating units.  Further, AP&L, GSU,  
LP&L,  and System  Energy  retained their associated capacity and 
energy   entitlements   and   pay directly  or reimburse  Entergy 
Operations  for  the  costs  associated  with  the operation  and 
maintenance of  these  units.  Entergy  entered   into   separate  
guarantee agreements  with  AP&L, GSU, LP&L,  and  System  Energy  
whereby  Entergy  guaranteed  the  financial  ability  of Entergy  
Operations to meet its various financial obligations  to AP&L, GSU,   
LP&L,  and  System Energy  under  the   operating agreements,  as  
long  as  AP&L, GSU,  LP&L, and  System  Energy continue  to meet 
their  payment  obligations  to  Entergy  Operations   under  the 
applicable operating agreements.

System of Accounts

     Entergy Operations maintains its accounts in accordance with
the  system of accounts prescribed by the Securities and Exchange
Commission (SEC).  Certain previously reported amounts have  been
reclassified to conform to current classifications.

Depreciation and Amortization

      Depreciation is computed on a straight-line basis at  rates
based  on  the estimated service lives of the various classes  of
property.  Amortization of leasehold improvements is computed  on
a straight-line basis over the lease terms.

Income Taxes

      Entergy  Operations,  its parent,  and  affiliates  file  a
consolidated  federal  income  tax  return.   Income  taxes   are
allocated to Entergy Operations in proportion to its contribution
to  consolidated taxable income.  SEC regulations require that no
System company pay more income taxes than it would have paid  had
a  separate  income tax return been filed.  In addition,  Entergy
Operations  files  a consolidated Mississippi income  tax  return
with certain other System companies.

      In  1993, Entergy Operations adopted Statement of Financial
Accounting Standards (SFAS) No. 109, "Accounting for Income Taxes."
This  standard  requires  that  deferred income taxes be reported
for  all temporary differences between the book and tax basis  of
assets  and liabilities and carryforwards, 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.
No  significant  impact to Entergy Operations' accounts  resulted
from the adoption of SFAS 109.

      The  1994  income  tax  benefit of  approximately  $161,000
resulted  primarily from an adjustment of prior year  taxes.   At
December   31,   1994,   deferred  income  tax   assets   totaled 
approximately  $1.3  million,  resulting  primarily  from  timing  
differences  related  to  the  operating reserves and to deferred 
compensation,  and  deferred  income  tax   liabilities   totaled 
approximately $0.2  million, resulting primarily from differences 
between book and tax depreciation.

Fair Value Disclosure

       Entergy  Operations  considers  the  carrying  amounts  of
financial   instruments   classified  as   current   assets   and
liabilities  to  be  a reasonable estimate of  their  fair  value
because  of the short maturity of these instruments. Due  to  its
related party nature, determination of the fair value of advances
from stockholder is not considered practicable.

Statements of Cash Flows

     Entergy Operations considers all highly liquid instruments
purchased with an original maturity of three months or less to be
cash equivalents.


NOTE 2. LINES OF CREDIT AND RELATED BORROWINGS

      Entergy  Operations, through a line of credit with interest
at  rates  based on the prime rate at a New York  bank,  has  SEC
authorization,  through November 30, 1996, to  effect  short-term
borrowings from Entergy in an aggregate amount outstanding at any
one  time of up to $15 million.  This line of credit was not used
during 1994 or 1993.

      Entergy  Operations participates with certain other  System
companies  in the System Money Pool (Money Pool), an intra-system
borrowing  arrangement designed to reduce the System's dependence
on  external short-term borrowings. As authorized by the SEC, the
borrowings  by  Entergy Operations from the Money  Pool  may  not
exceed  the  amount of the unused portion of the line  of  credit
discussed above.

      The  borrowings from the Money Pool and applicable interest
rates for 1994, 1993 and 1992 were as follows:
<TABLE>
<CAPTION>
                                                       1994         1993         1992
   <S>                                             <C>          <C>           <C>
   Average borrowing                                $6,482,000   $7,737,521   $6,459,071
   Maximum borrowing at month end                  $13,325,000  $11,081,000   $6,970,000
   Average effective interest rate during the year        4.2%         3.1%         3.7%
   Effective interest rate at end of year                 6.1%         3.2%         3.3%
</TABLE>


NOTE 3. COMMITMENTS AND CONTINGENCIES

Entergy-GSU Merger

      In July and August 1992, Entergy and GSU filed applications
with  the  Federal  Energy  Regulatory  Commission  (FERC),   the
Louisiana  Public  Service Commission (LPSC)  ,  and  the  Public
Utility   Commission  of  Texas  (PUCT),  and  Entergy,   Entergy
Operations,  and Entergy Services, Inc. (Entergy Services)  filed
an  application  with  the  SEC under the  Holding  Company  Act,
seeking  authorization of various aspects of the  combination  of
Entergy  and  GSU.   In January 1993, GSU filed two  applications
with the Nuclear Regulatory Commission (NRC) seeking approval  of
the  change of ownership of GSU and an amendment to the operating
license  for  River  Bend  to reflect its  operation  by  Entergy
Operations.  All requested regulatory approvals were obtained  in
1993, and the Merger was consummated on December 31, 1993.

      On  August 6, 1993, Cajun Electric Power Cooperative,  Inc.
(Cajun),  the  owner of 30% of River Bend, filed  a  petition  to
intervene  and  a  request for a hearing in the NRC  proceedings.
The  petition was referred to an NRC Atomic Safety and  Licensing
Board  (ASLB) for consideration.  On December 16, 1993,  the  NRC
Staff issued the two requested license amendments for River Bend,
making  them effective immediately upon consummation of  the  GSU
and  Entergy Merger.  On January 27, 1994, and subsequent to  the
effective  date  of the amendments, an NRC ASLB issued  an  order
granting  Cajun's petition to intervene and ordered a hearing  on
one  of Cajun's contentions.  On February 15, 1994, GSU filed  an
appeal  of the ASLB order with the NRC.  On August 23, 1994,  the
NRC  issued  an  order  disallowing  GSU's  appeal  in  the  ASLB
proceeding and upholding the ASLB's January 27, 1994 order.   The
hearing  on  the proceeding before the ASLB on Cajun's contention
has been set for May 9, 1995.

      On  December 30, 1993, Entergy Services submitted  to  FERC
tariff  revisions  to  comply  with FERC's  order  approving  the
Merger.   On  February  4,  1994,  the  Arkansas  Public  Service
Commission  (APSC) and Arkansas Electric Energy Consumers  (AEEC)
filed  with FERC a joint protest to the compliance filing.   They
alleged that Entergy must insulate the ratepayers of AP&L,  LP&L,
MP&L,  and NOPSI from all litigation liabilities related to GSU's
River  Bend  nuclear  facility.  In its May 17,  1994,  order  on
rehearing,  FERC addressed Entergy's commitment to  insulate  the
customers  of  AP&L,  LP&L,  MP&L, and  NOPSI  against  liability
resulting  from  certain  litigation involving  River  Bend.   In
response to FERC's clarification of Entergy's commitment, Entergy
Services  filed  a  compliance filing on  June  16,  1994,  which
amended  certain  System Agreement language  submitted  with  the
December 20, 1993, filing.  The APSC and AEEC subsequently  filed
protests  questioning the adequacy of Entergy's  June  16,  1994,
compliance   filing.   Entergy  filed  an   answer   to   protest
reiterating its full compliance with the requirements  of  FERC's
May  17, 1994, order of rehearing.  FERC has not yet acted on the
compliance filings.

      FERC's  orders  approving the Merger were appealed  to  the
United  States  Court  of Appeals for the  District  of  Columbia
Circuit  by Entergy Services, the City of New Orleans, Louisiana,
the  AEEC,  the  APSC,  Cajun,  the  Mississippi  Public  Service
Commission, the American Forest and Paper Association, the  State
of  Mississippi, the Cities of Benton and others, and  Occidental
Chemical Corporation.  Entergy seeks review of FERC's deletion of
a  40%  cap on the amount of fuel savings GSU may be required  to
transfer  to other Entergy operating companies under  a  tracking
mechanism  designed to protect the other companies  from  certain
unexpected  increases  in  fuel costs.   The  other  parties  are
seeking   to  overturn  FERC's  decisions  on  various   grounds,
including  the  issues of whether FERC appropriately  conditioned
the  Merger  to protect various interested parties  from  alleged
harm  and  FERC's  reliance on Entergy's transmission  tariff  to
mitigate any potential anticompetitive impacts of the Merger.
                                
      On November 18, 1994, the D.C. Circuit denied motions filed
by Cajun, Occidental, and AEEC for a remand to FERC and a partial
summary grant of the petitions for review.  At the same time, the
D.C.  Circuit ordered that the cases be held in abeyance  pending
FERC's issuance of (1) a final order on remand in the proceedings
on  Entergy's  transmission tariff, and  (2)  a  final  order  on
competition issues in the proceedings on the Merger.

      Requests for rehearing of the SEC order were filed with the
SEC  by  Houston Industries Incorporated and Houston  Lighting  &
Power  Company  on  December 28, 1993, and petitions  for  review
seeking  to  set  aside the SEC order were filed  with  the  D.C.
Circuit  by these parties on February 15, 1994, and by  Cajun  on
February  14,  1994.  The matter has been remanded  by  the  D.C.
Circuit  to  the  SEC  for  further  consideration  in  light  of
developments at FERC relating to Entergy's transmission tariffs.

      On  February  14, 1994, Cajun filed with the  D.C.  Circuit
petitions  for review of the NRC's issuance of two Merger-related
license amendments for River Bend.  The D.C. Circuit consolidated
the  cases  and assigned the cases to be heard by the same  panel
and  on  the same day as the petitions to review the SEC  Merger-
related  orders.  On December 29, 1994, the D.C. Circuit  ordered
the  parties to file options governing further proceedings within
thirty  days.   Subsequently, the NRC and Entergy requested  that
the D.C. Circuit hold the case in abeyance;  Cajun asked the D.C.
Circuit to remand the proceeding to the NRC.  On March 14,  1995,
the  D.C. Circuit denied the NRC's and Entergy's request, ordered
the original NRC order be set aside, and remanded the case to the
NRC for further consideration.


NOTE 4. OPERATING LEASES

      Upon  formation  of Entergy Operations,  certain  operating
leases  were  either  assigned to Entergy  Operations  by  System
Energy, or entered into directly by Entergy Operations.

      Total  rental charges to expense for 1994, 1993,  and  1992
were  approximately  $13.2  million, $13.9  million,  and   $17.8
million, respectively, of which approximately $9.5 million, $10.3
million, and $14.0 million, respectively, related to rent expense
associated directly with AP&L, LP&L, or System Energy leases  and
approximately  $3.7  million, $3.6  million,  and  $3.8  million,
respectively,  related  to rent expense associated  with  Entergy
Operations  leases  discussed above.  As of  December  31,  1994,
Entergy  Operations  had  non-cancelable  operating  leases  with
future minimum rental commitments on building space as follows:

                              Minimum Lease
                                 Payments
                              (In Thousands)

          1995                  $   2,189
          1996                      2,202
          1997                      2,215
          1998                      2,229
          1999                      2,243
          For years thereafter     11,459
                                ---------
             TOTAL              $  22,537
                                =========


NOTE 5. POSTRETIREMENT BENEFITS

Pension Plans

     Effective June 1990, all of System Energy's employees became
employees  of  Entergy Operations.  However, the employees  still
remain under System Energy's postretirement benefit plan, and  no
transfers  of  related pension liabilities and assets  have  been
made.  In addition, ANO and Waterford 3 employees who transferred
to  Entergy  Operations  in June 1990, remain  under  AP&L's  and
LP&L's  plans, respectively, and no transfers of related  pension
liabilities  and  assets  have been  made.   Entergy  Operations'
employees, not formerly in the Entergy System, participate in the
postretirement plans of either AP&L, GSU, LP&L, or System Energy,
depending  upon their work location.  The System's policy  is  to
fund  pension  costs  in accordance with contribution  guidelines
established  by  the Employee Retirement Income Security  Act  of
1974,  as  amended, and the Internal Revenue  Code  of  1986,  as
amended.

Other Postretirement Benefits

      Entergy  Operations provides certain health care  and  life
insurance  benefits  for  retired employees.   Substantially  all
employees  may become eligible for these benefits if  they  reach
retirement age while still working for the System companies.   In
1992,  Entergy Operations recognized the cost of providing  these
benefits  by  expensing  the amounts as  incurred  and  was  then
reimbursed  by AP&L, LP&L, and System Energy for their  share  of
these expenses.  Entergy Operations reimbursement for the cost of
providing  these  benefits to retirees in 1992 was  approximately
$35,000  for  AP&L,  $22,000 for LP&L,  and  $24,000  for  System
Energy.

      Effective January 1, 1993, Entergy Operations adopted  SFAS
No. 106, "Employers' Accounting for Postretirement Benefits Other
Than   Pensions."  This  standard  requires a change from a  cash
method  to  an  accrual method of accounting  for  postretirement
benefits  other  than  pensions.  The System operating  companies
(other than MP&L and NOPSI) continue to fund these benefits on  a
pay-as-you-go   basis.  At  January  1,  1993,  the   actuarially
determined  accumulated postretirement benefit obligation  (APBO)
earned by retirees and active employees of Entergy Operations was
estimated  to be approximately $5.2 million.  This obligation  is
being amortized over a 20-year period beginning in 1993.

      Total  1994 and 1993 postretirement benefit cost of Entergy
Operations  including amounts capitalized and deferred,  included
the following components:

                                                     1994        1993
Service cost - benefits earned during the period   $642,000     $599,000
Interest cost on APBO                               337,000      429,000
Net amortizations and deferral                      167,000      262,000
                                                 ----------   ----------
Net periodic postretirement benefit cost         $1,146,000   $1,290,000
                                                 ==========   ==========    

     The funded status of Entergy Operations' postretirement plan
as of December 31, 1994 and 1993, was:

Accumulated postretirement benefit obligation:      1994          1993
   Retirees                                        $509,000      $627,000
   Other fully eligible participants              1,563,000     1,908,000
   Other active participants                      2,580,000     4,897,000
                                                -----------   -----------
                                                  4,652,000     7,432,000
Unrecognized transition obligation                4,718,000     4,980,000
Unrecognized net (gain) loss                     (2,332,000)    1,232,000
                                                -----------   -----------
Accrued postretirement benefit liability        $(2,266,000)  $(1,220,000)
                                                ===========   ===========

      The  assumed health care cost trend rate used in  measuring
the  APBO  of  the System companies was 9.4% for 1995,  gradually
decreasing each successive year until it reaches 5.0% in 2011.  A
one  percentage-point increase in the assumed  health  care  cost
trend  rate  for each year would have increased the APBO  of  the
System  companies, as of December 31, 1994, by 9.2%, and the  sum
of  the  service  cost and interest cost by approximately  13.5%.
The  assumed  discount  rate  and  rate  of  increase  in  future
compensation used in determining the APBO for 1994  and 1993 were
as follows:

                                                    1994     1993

        Assumed discount rate                       8.5%     7.5%
        Rate of increase in future compensation     5.1%     5.5%


NOTE 6. TRANSACTIONS WITH AFFILIATES

      Entergy Operations has been authorized, pursuant to certain
operating agreements, to act as an agent for AP&L, GSU, LP&L, and
System Energy in the operations, but not ownership, of ANO, River
Bend,  Waterford 3, and Grand Gulf 1, respectively.   In  return,
AP&L,  GSU,  LP&L,  and System Energy pay directly  or  reimburse
Entergy Operations for the costs associated with operating  those
units.

       Entergy   Operations  receives,  pursuant  to  a   service
agreement, technical and advisory services from Entergy Services,
Inc.   These services amounted to $27.5  million  in 1994,  $27.3 
million in 1993, and $16.5 million in 1992 with AP&L,  LP&L,  and 
System   Energy   reimbursing   Entergy   Operations   for  their 
respective portions.
                                                                 

<PAGE>                                                               
<TABLE>
<CAPTION>
                        ANNUAL REPORT OF ENTERGY OPERATIONS, INC.
                          For the Year Ended December 31, 1994
                           Schedule XV - Statement of Income                                                             
                                                                                       

Account               Description                         Current Year      Prior Year

<S>   <C>                                                  <C>             <C>
                        
      Income                                                                           
                                                                                       
457   Services rendered to associate companies             $763,524,781    $496,415,748
458   Services rendered to nonassociate companies                                      
421   Miscellaneous income or loss                                                     
                                                           ------------    ------------
                                        Total Income        763,524,781     496,415,748
                                                           ------------    ------------                            
      Expense                                                                          
                                                                                       
920   Salaries and wages                                    252,951,770     187,029,996
921   Office supplies and expenses                          206,205,831      92,616,298
922   Administrative expense transferred - credit                        
923   Outside services employed                             242,842,742     167,224,889
924   Property insurance                                      6,509,771       1,922,804
925   Injuries and damages                                      237,932         123,993
926   Employee pensions and benefits                         25,760,795      18,884,816
928   Regulatory commission expense                                   0          13,022
930.1 General advertising expenses                                       
930.2 Miscellaneous general expenses                            474,491         285,277
931   Rents                                                  13,203,147      13,867,118
932   Maintenance of structures and equipment                                          
403   Depreciation and amortization expense                   1,268,684       1,306,410
408   Taxes other than income taxes                          13,401,797      14,523,103
409   Income taxes                                            1,086,069      (1,742,921)
410   Provision for deferred income taxes                       533,869         (19,560)
411   Provision for deferred income taxes - credit           (1,781,376)        (74,103)
411.5 Investment tax credit                                                            
421.0 Miscellaneous Non-Operating Income                              0              (5)
426.1 Donations                                                 178,603         159,553
426.4 Civic Political & Related Activities                        4,037                
426.5 Other deductions                                          337,525          49,416
427   Interest on long-term debt                                                       
430   Interest on debt to associate companies                   306,801         244,876
431   Other interest expense                                      2,293             766
                                                           ------------    ------------                            
                                       Total Expense        763,524,781     496,415,748
                                                           ------------    ------------                        
                                                                                       
                                Net Income or (Loss)                 $0              $0
                                                           ============    ============                        
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
                        ANNUAL REPORT OF ENTERGY OPERATIONS, INC.
                          For the Year Ended December 31, 1994
                                  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>                                   
Arkansas Nuclear One                $203,439,688  $18,379,898                $221,819,586
                                                                                         
Waterford 3 Nuclear Station          137,851,520   14,181,757                $152,033,277
                                                                                         
Grand Gulf Nuclear Station *         160,011,027   19,256,298                $179,267,325
                                                                                         
Riverbend Nuclear Station *          200,935,787    9,468,806                $210,404,593
                                    ------------  -----------     -----      ------------
                            TOTAL   $702,238,022  $61,286,759     - 0 -      $763,524,781
                                    ============  ===========     =====      ============
</TABLE>
                                                            
                                                               
  * - EOI does not render bills directly to non-associate owners of this 
      facility.
     
      EOI renders a bill to Associate Companies who provide invoices
      to the co-owners for their allocated costs
                                                

                                                                   
<PAGE>
                      ANNUAL REPORT OF ENTERGY OPERATIONS, INC.
                                                            
                        For the Year Ended December 31, 1994
                                                                     
                                Analysis of Billing 

                       Nonassociate Companies - Account 458
                                                                        
                                                                      
Instruction:
Provide a brief description of the services rendered to each nonassociate
company:
<TABLE>                                                                                                 
<CAPTION>
                              Direct    Indirect    Compensation             Excess      Total
                               Cost       Cost        For Use     Total        Or        Amount
                              Charged   Charged      of Capital    Cost    Deficiency    Billed
<S>                            <C>         <C>          <C>        <C>         <C>         <C>
Name of Nonassociate Company
                               458-1       458-2        457-3                  458-4               
                                                                                                 
                               None        None         None       None        None        None
                                                                                                 
                               ----------------------------------------------------------------- 
                          
                                                                                                 
                    TOTAL      - 0 -       - 0 -        - 0 -      - 0 -       - 0 -       - 0 -
                               =================================================================
                               
</TABLE>                                                                
<PAGE>
<TABLE>
<CAPTION>
                        ANNUAL REPORT OF ENTERGY OPERATIONS, INC.
                          For the Year Ended December 31, 1994
           Schedule XVI - Analysis of Charges for Service Associate and Nonassociate Companies
                                                                            
   Total cost of service will equal for associate and nonassociate companies 
   the total amount billed under their separate analysis of billing schedules.
                                                                     
                                   Associated Company Charges      Nonassociate 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>
920    Salaries and Wages        237,611,567  15,340,203  252,951,770                           237,611,567  15,340,203 252,951,770
921    Office Supplies and 
         Expenses                193,795,846  12,409,985  206,205,831                           193,795,846  12,409,985 206,205,831
922    Administrative Expense 
        Transferred - Credit                                              
923    Outside Services Employed 226,273,452  16,569,290  242,842,742                           226,273,452  16,569,290 242,842,742
924    Property Insurance          6,398,717     111,054    6,509,771                             6,398,717     111,054   6,509,771
925    Injuries and Damages            1,750     236,182      237,932                                 1,750     236,182     237,932
926    Employee Pensions and 
        Benefits                  15,482,308  10,278,487   25,760,795                            15,482,308  10,278,487  25,760,795
928    Regulatory Commission 
        Expense                                                 
930.1  General Advertising 
        Expenses                                                       
930.2  Miscellaneous General 
        Expenses                     309,116     165,375      474,491                               309,116     165,375     474,491
931    Rents                       8,724,055   4,479,092   13,203,147                             8,724,055   4,479,092  13,203,147
932    Maintenance of Structures 
        and Equipment                                                 
403    Depreciation and 
        Amortization Expense                   1,268,684    1,268,684                                         1,268,684   1,268,684
408    Taxes Other Than 
        Income Taxes              13,134,081     267,716   13,401,797                            13,134,081     267,716  13,401,797
409    Income Taxes                            1,086,069    1,086,069                                         1,086,069   1,086,069
410    Provision for Deferred 
        Income Taxes                             533,869      533,869                                           533,869     533,869
411    Provision for Deferred 
        Income Taxes - Credit                 (1,781,376)  (1,781,376)                                       (1,781,376) (1,781,376)
411.5  Investment Tax Credit                                              
421    Miscellaneous Nonoperating 
        Income                                                       
426.1  Donations                     183,554      (4,951)     178,603                               183,554      (4,951)    178,603
426.4  Civic Political & 
        Related Activities                         4,037        4,037                                             4,037       4,037
426.5  Other Deductions              323,576      13,949      337,525                               323,576      13,949     337,525
427    Interest on Long-Term Debt                                       
431    Other Interest Expense                      2,293        2,293                                             2,293       2,293
                                 --------------------------------------------------------------------------------------------------
                                                                          
              TOTAL EXPENSES     702,238,022  60,979,958  763,217,980                           702,238,022  60,979,958 763,217,980
                                 --------------------------------------------------------------------------------------------------
       Compensation for use of 
        Equity Capital                                              
                                 --------------------------------------------------------------------------------------------------
430    Interest on Debt to 
        Associate Companies                      306,801      306,801                                           306,801     306,801
                                 --------------------------------------------------------------------------------------------------
         TOTAL COST OF SERVICE   702,238,022  61,286,759  763,524,781                           702,238,022  61,286,759 763,524,781
                                 ==================================================================================================
                                                                              
</TABLE>
<PAGE>
<TABLE>
<CAPTION>

                        ANNUAL REPORT OF ENTERGY OPERATIONS, INC.
                          For the Year Ended December 31, 1994
    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                    Arkansas    Grand Gulf  Waterford 3   Riverbend
Account              Description of Items               Directs &      Total       Nuclear      Nuclear      Nuclear      Nuclear
 Number                                                 Indirects     Directs        One        Station      Station      Station
<S>     <C>                                            <C>          <C>           <C>          <C>          <C>          <C>
                                                                  
920     Salaries and Wages                             $252,951,770 $237,611,567  $80,304,665  $49,631,355  $49,581,577  $58,093,970
921     Office Supplies and Expenses                    206,205,831  193,795,846   47,529,022   68,236,166   33,226,627   44,804,031
922     Administrative Expense Transferred - Credit                          
923     Outside Services Employed                       242,842,742  226,273,452   63,934,134   28,468,751   46,847,405   87,023,162
924     Property Insurance                                6,509,771    6,398,717      602,598    4,539,419      574,990      681,710
925     Injuries and Damages                                237,932        1,750                       394          884          472
926     Employee Pensions and Benefits                   25,760,795   15,482,308    1,979,779    4,011,207    2,495,886    6,995,436
928     Regulatory Commission Expense                                        
930.1   General Advertising Expense                                  
930.2   Miscellaneous General Expense                       474,491      309,116        1,651       89,833          (46)     217,678
931     Rents                                            13,203,147    8,724,055    3,425,533    1,255,573    1,365,339    2,677,610
932     Maintenance of Structures and Equipment            
403     Depreciation and Amortization Expense             1,268,684        
408     Taxes Other Than Income Taxes                    13,401,797   13,134,081    5,583,172    3,745,200    3,589,744      215,965
409     Income Taxes                                      1,086,069            
410     Provision for Deferred Income Taxes                 533,869            
411     Provision for Deferred Income Taxes - Credit     (1,781,376)           
411.5   Investment Tax Credit                                        
421     Miscellaneous Nonoperating Income                            
426.1   Donations                                           178,603      183,554       78,027       52,341       50,168        3,018
426.4   Civic, Political & Related Activities                 4,037  
426.5   Other Deductions                                    337,525      323,576        1,107      (19,212)     118,946      222,735
427     Interest on Long-Term Debt                                   
430     Interest on Debt to Associate Companies             306,801     
431     Other Interest Expense                                2,293 
                                                       -----------------------------------------------------------------------------
                                        TOTAL EXPENSES  763,524,781  702,238,022  203,439,688  160,011,027  137,851,520  200,935,787
                                                       =============================================================================
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
                        ANNUAL REPORT OF ENTERGY OPERATIONS, INC.
                          For the Year Ended December 31, 1994
      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      Indirects   Indirects   Indirects   Indirects
Account             Description of Items              Indirects    Arkansas      Grand                           
 Number                                                 (Memo)    Nuclear One     Gulf    Waterford 3  Riverbend
<S>     <C>                                           <C>          <C>         <C>         <C>         <C>
920     Salaries and Wages                            $15,340,203  $4,600,527  $4,819,892  $3,549,723  $2,370,061
921     Office Supplies and Expenses                   12,409,985   3,721,755   3,899,217   2,871,671   1,917,342
922     Administrative Expense Transferred - Credit                                                              
923     Outside Services Employed                      16,569,290   4,969,130   5,206,070   3,834,134   2,559,956
924     Property Insurance                                111,054      33,305      34,893      25,698      17,158
925     Injuries and Damages                              236,182      70,831      74,208      54,652      36,491
926     Employee Pensions and Benefits                 10,278,487   3,082,518   3,229,500   2,378,442   1,588,027
928     Regulatory Commission Expense                                                                            
930.1   General Advertising Expense                                                                              
930.2   Miscellaneous General Expense                     165,375      49,596      51,961      38,268      25,550
931     Rents                                           4,479,092   1,343,279   1,407,330   1,036,462     692,021
932     Maintenance of Structures and Equipment                                                                  
403     Depreciation and Amortization Expense           1,268,684     380,478     398,621     293,574     196,011
408     Taxes Other Than Income Taxes                     267,716      80,288      84,116      61,949      41,363
409     Income Taxes                                    1,086,069     325,712     341,243     251,316     167,798
410     Provision for Deferred Income Taxes               533,869     160,107     167,742     123,537      82,483
411     Provision for Deferred Income Taxes - Credit   (1,781,376)   (534,235)   (559,708)   (412,210)   (275,223)
411.5   Investment Tax Credit                                                                                    
421     Miscellaneous Nonoperating Income                                                                        
426.1   Donations                                          (4,951)     (1,485)     (1,556)     (1,146)       (764)
426.4   Civic, Political & Related Activities               4,037       1,211       1,268         934         624
426.5   Other Deductions                                   13,949       4,183       4,383       3,228       2,155
427     Interest on Long-Term Debt                                                                               
430     Interest on Debt to Associate Companies           306,801      92,010      96,397      70,994      47,400
431     Other Interest Expense                              2,293         688         721         531         353
                                                      -----------------------------------------------------------
                                      TOTAL EXPENSES   61,286,759  18,379,898  19,256,298  14,181,757   9,468,806
                                                      ===========================================================
</TABLE>
<PAGE>                                                             
                      ANNUAL REPORT OF ENTERGY OPERATIONS, INC.
                                                        
                        For the Year Ended December 31, 1994
                            
                   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>
Directs - ANO             $80,304,665            $80,304,665                  1,391
Directs - RiverBend        58,093,970            $58,093,970                    891
Directs - Grand Gulf       49,631,355            $49,631,355                    945
Directs - Waterford 3      49,581,577            $49,581,577                    871
Indirects - ANO             4,600,527             $4,600,527                     51
Indirects - RiverBend       2,370,061             $2,370,061                     26
Indirects - Grand Gulf      4,819,892             $4,819,892                     53
Indirects - Waterford 3     3,549,723             $3,549,723                     39
                                                                       
                          ------------          ------------                  -----                                             
          TOTAL           $252,951,770          $252,951,770                  4,267
                          ============          ============                  =====
</TABLE>                                                                       
* EOI does not render bills directly to non-associate owners of
  this facility.  EOI renders a bill to Associate Companies who
  provide invoices to the co-owners for their allocated costs.
                                                                       
                                                                       
                                                                       
                        
                ANNUAL REPORT OF ENTERGY OPERATIONS, INC.
                                                                       
                   For the Year Ended December 31, 1994
                                                                       
                 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 (2) through 21 (20)
                                                                       


<PAGE>
<TABLE>

            ANNUAL REPORT OF ENTERGY OPERATIONS, INC.
              For the Year ended December 31, 1994
            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.
<CAPTION>                                                                                      
                                                                                  
                                                                     Relationship
                                                                    "A" - Associate
                                                                     "N/A" - Non
              From Whom Purchased                      Address         Associate       Amount
<S>                                                                       <C>         <C>
Outside Services - Auditing                                                               
                                                                                          
NONE                                                                                      
                                                                                                  
                                                                                                  
                                                                                                  
Outside Services - Engineering                                                                    
                                                                                                  
ABB CE NUCLEAR POWER                                                      N/A            3,304,256
ATOMIC ENERGY OF CANADA LTD                                               N/A               53,600
AURA ENERGY CORP                                                          N/A               53,452
AURORA NUCLEAR TECH SVCS INC                                              N/A              982,243
B & W FUEL COMPANY                                                        N/A              109,659
B&W NUCLEAR SERVICE COMPANY                                               N/A            5,411,612
BARNHART CRANE & RIGGING                                                  N/A               61,310
BCP TECHNICAL SERVICES INC                                                N/A              800,973
BECHTEL POWER CORPORATION                                                 N/A           20,358,211
BW/IP INTERNATIONAL INC                                                   N/A              206,364
CE NUCLEAR POWER                                                          N/A            4,349,406
CHANDLER MAY INC                                                          N/A              117,572
CONAM NUCLEAR INC                                                         N/A            1,082,787
COOPER ENERGY SERVICES GROUP                                              N/A              799,906
DUKE ENGINEERING SERVICES                                                 N/A              211,152
EBASCO SERVICES INC                                                       N/A              746,009
ENERGY SERVICES GROUP                                                     N/A               85,085
ENGINEERING & RESEARCH INC                                                N/A               73,117
EPRI                                                                      N/A            1,284,017
ERIN ENGINEERING                                                          N/A              233,134
GENERAL ELECTRIC CO.                                                      N/A           17,436,025
GILBERT ASSOCIATES INC                                                    N/A              620,088
GP INT'L ENGINEERING                                                      N/A              194,940
GP INTERNATIONAL ENG                                                      N/A            1,205,655
GROVE ENGINEERING INC                                                     N/A               29,358
GULF ENGINEERING CO                                                       N/A            1,323,628
HALLIBURTON NUS ENVIRONMENTAL                                             N/A              417,030
IMPELL CORP                                                               N/A               58,465
JACOBS ENGINEERING GROUP                                                  N/A              120,165
JOHNSTON ENG INC                                                          N/A              676,946
KRANCO CRANE SERVICES                                                     N/A               65,643
LIFE CYCLE ENGINEERING                                                    N/A               40,000
NAI ENGINEERING SVCS                                                      N/A               53,150
NASH ENGINEERING CO                                                       N/A               53,445
NISYS CORPORATION                                                         N/A              113,825
NUTECH ENGINEERS GROUP                                                    N/A               36,465
OMEGA TECHNICAL SERVICES INC                                              N/A              152,665
ONSITE ENGINEERING & MGMT INC                                             N/A              448,688
PACIFIC NUCLEAR SYSTEMS                                                   N/A              168,147
PACKER ENGINEERING                                                        N/A               25,500
PATSCO                                                                    N/A              252,867
PCI ENERGY SERVICES                                                       N/A               50,256
POWER COMPUTING                                                           N/A               25,841
POWER GENERATION TECHNOLOGIES                                             N/A               57,152
PRC ENGINEERING SYSTEMS INC                                               N/A            1,197,108
RAYTHEON ENGINEERS                                                        N/A            2,580,698
RYAN NUCLEAR INC                                                          N/A               41,528
SCIENCE APPLICATION                                                       N/A            4,074,310
SENIOR ENGINEERING CO                                                     N/A            1,939,893
SIEMENS POWER CORP.                                                       N/A            3,811,011
SPENCE ENGINEERING CO                                                     N/A               29,215
SPENCER-ENGINEERS INC                                                     N/A               37,631
STONE & WEBSTER ENGINEERING CO                                            N/A            2,898,354
STRUCTURAL INTEGRITY ASSOC INC                                            N/A              251,208
TELEDYNE BROWN ENGINEERING                                                N/A              127,851
TETRA ENGINEERING GROUP                                                   N/A               51,680
UE&C NUCLEAR INC                                                          N/A               75,207
UNITED ENERGY SERVICES CORP                                               N/A               62,572
VECTRA TECHNOLOGIES INC                                                   N/A           16,482,647
VOLT TECHNICAL SERVICES                                                   N/A            9,450,935
WESTINGHOUSE ELECTRIC CORP                                                N/A            5,586,901
                                                                                                  
                                                                        Subtotal       112,648,558
                                                                                                  
                                                                                                  
Outside Services - Legal                                                                          
                                                                                                  
REID & PRIEST                                                             N/A               52,678
                                                                                                  
                                                                        Subtotal            52,678
                                                                                                  
                                                                                                  
       Outside Services - Management Consultants                                                  
                                                                                                  
3M BUSINESS PRODUCTS                                                      N/A               57,772
ACOUSTIC CONSULTANTS                                                      N/A               47,433
CALDON INC                                                                N/A            2,074,020
CONNALLY CONSULTING                                                       N/A              197,426
EBASCO BUSINESS CONSULTING CO                                             N/A            1,150,635
ENERCON SERVICES INC                                                      N/A            5,121,060
HYDRO CONSULTANTS INC                                                     N/A               63,443
IEPSON CONSULTING ENGINEERS                                               N/A              106,797
INDEPENDENT CONSULTANTS                                                   N/A              473,017
JOHN W HALLAM CONSULTANT                                                  N/A               27,000
NUCLEAR CONSULTING SERVICES                                               N/A               51,628
PACIFIC-ATLANTIC TECHNICAL                                                N/A            1,361,239
PRISM CONSULTING INC                                                      N/A              450,494
SPEC CONSULTANTS INC                                                      N/A              251,218
SYNERGY CONSULTING SVCS CORP                                              N/A              328,066
                                                                                                  
                                                                        Subtotal        11,761,248
                                                                                                  
                                                                                                  
Outside Services - Other                                                                          
                                                                                                  
A & W INDUSTRIAL PAINTING                                                 N/A              392,889
A E C L TECHNOLOGIES                                                      N/A               36,580
ABB AMDATA INC                                                            N/A              376,439
ABB IMPELL CORP                                                           N/A              271,480
ACCENT JANITORIAL SERVICE INC                                             N/A              318,613
ACTION TECHNICAL SERVICES                                                 N/A              133,696
AD WYNNE CO INC                                                           N/A              205,948
AEA O'DONNELL INC                                                         N/A              514,669
AECL TECHNOLOGIES                                                         N/A              385,398
AL GEORGE INC                                                             N/A               42,342
ALGOR INCORPORATED                                                        N/A               28,753
AMERICAN CONTRACTOR                                                       N/A              620,462
AMERICAN REMEDIATION TECH INC                                             N/A              145,585
AMERICAN TECHNICAL INSTITUTE                                              N/A              205,113
ANALYSIS & MEASUREMENT                                                    N/A              107,022
ANALYTICS INC                                                             N/A               32,824
ANCHOR DARLING VALVE                                                      N/A              126,564
ANCO INSULATIONS INC                                                      N/A            1,746,600
ARD CORPORATION                                                           N/A              109,004
ARKANSAS TECH UNIVERSITY                                                  N/A               51,190
ARKWRIGHT MUTUAL INSURANCE                                                N/A              323,814
ARNOLD CARPETS                                                            N/A               60,236
ARROW ELECTRONICS INC                                                     N/A               50,496
ARROWHEAD INDUSTRIAL                                                      N/A              119,840
ASI SIGN SYSTEMS                                                          N/A              474,870
ASK GROUP                                                                 N/A               26,962
ASSOCIATED TECHNICAL                                                      N/A              156,212
ATLANTIC GROUP INC                                                        N/A            2,283,089
ATWOOD & MORRILL CO INC                                                   N/A              303,743
AVNET COMPUTER                                                            N/A               55,616
BAILEY PAINT CO                                                           N/A               35,456
BALL MECHANICAL SERVICES                                                  N/A               28,071
BARRIERE CONSTRUCTION                                                     N/A               66,813
BARROW ROOFING                                                            N/A               37,200
BARTLETT NUCLEAR INC                                                      N/A            2,016,540
BECHTEL SOFTWARE INC                                                      N/A               67,300
BELCAN SERVICES GROUP                                                     N/A               60,967
BELLSOUTH COMMUNICATIONS                                                  N/A               26,504
BETZ INDUSTRIAL                                                           N/A               34,249
BETZ WATER MANAGEMENT                                                     N/A               90,045
BOH BROS CONSTRUCTION CO INC                                              N/A              460,273
BRAND SCAFFOLD BUILD                                                      N/A               49,274
BRAND UTILITY SERVICES                                                    N/A            1,144,837
BRICE BLDG CO INC                                                         N/A              610,350
BROOKS SUPPORT SYSTEMS                                                    N/A               58,814
BROWNING-FERRIS INDUSTRIES                                                N/A              121,043
BURNS INTERNATIONAL                                                       N/A            1,597,806
C-K ASSOC INC                                                             N/A              162,431
CAIN INDUSTRIAL SERVICES                                                  N/A              559,761
CANBERRA INDUSTRIES INC                                                   N/A              387,460
CARTER CHAMBERS SUPPLY                                                    N/A               40,524
CATARACT INC                                                              N/A              340,158
CENTRAL INTERSTATE WASTE COMPACT                                          N/A              130,000
CHAR SERVICES INC                                                         N/A               35,600
CHELAN INC                                                                N/A              114,621
CHEM CLEAN                                                                N/A               42,782
CHEM NUCLEAR SYSTEMS INC                                                  N/A            2,041,184
CHEM-NUCLEAR SYSTEMS INC                                                  N/A              582,132
CHEM-SPRAY SOUTH INC                                                      N/A              166,500
CHURCHILL ENVIRONMENTAL                                                   N/A              733,629
CIVIL CONSTRUCTION CO                                                     N/A               88,040
CLEVELAND ELECTRIC CO                                                     N/A               43,279
CLOCKWORK  DESIGNS INC                                                    N/A               28,344
COLT CONTRACTORS INC                                                      N/A            1,106,437
COMMUNICATIONS SPECIALIST                                                 N/A               58,593
COMPUTATIONAL FLUID DYNAMICS                                              N/A               61,260
COMPUTERVISION CORP                                                       N/A               33,562
CONSTRUCTION SYSTEMS                                                      N/A              129,049
CONTINENTAL FIELD SYSTEMS                                                 N/A               57,800
CONTROL TECHNOLOGIES                                                      N/A               77,240
COOPER OIL TOOL DIVISION                                                  N/A              109,909
COOPERHEAT INC                                                            N/A              132,124
CORROSION SERVICES, INC                                                   N/A               41,930
CRANCH-HARDY & ASSOCIATES                                                 N/A               78,873
CROSBY VALVE & GAGE                                                       N/A              358,166
CSE INC                                                                   N/A              188,894
DATAPLEX CORP                                                             N/A               44,296
DAVENPORT COOLING TECHNOLOGIES                                            N/A              193,409
DAY & ZIMMERMANN                                                          N/A            1,877,522
DDI CUSTOMER SERVICE INC                                                  N/A              126,844
DEFENDER SERVICES INC                                                     N/A              438,391
DELTA WASTE SYSTEMS                                                       N/A              117,435
DEVELOPMENT DIMENSIONS INTL                                               N/A               25,500
DEVONRUE LTD                                                              N/A              116,347
DIGITAL EQUIPMENT CORP                                                    N/A              163,181
DIONEX CORP                                                               N/A              254,344
DIVERSIFIED TECHNOLOGIES                                                  N/A               44,624
DIXSON INC                                                                N/A               25,000
DONNELLEY RECEIVABLE                                                      N/A               73,112
DOVER ELEVATOR CO                                                         N/A              119,919
EASTMAN KODAK CO                                                          N/A              114,755
ECAD DIV OF CM TECH                                                       N/A               31,026
EDCOM DATA INC                                                            N/A               43,000
EDISON ELECTRIC INST                                                      N/A               45,980
ENCORE COMPUTER CORP                                                      N/A               29,682
ENERTECH                                                                  N/A              331,810
ENTERGY SERVICES INC                                                       A            19,730,550
ENVIRO SOLVE                                                              N/A               85,103
EPRI M & D CENTER                                                         N/A               36,850
EQUIFAX SERVICES INC                                                      N/A               77,348
EXCEL SERVICE CORP                                                        N/A              381,705
EXECUTIVE PRODUCTION                                                      N/A               55,810
EXPRESS SERVICES INC                                                      N/A              192,570
FAILURE ANALYSIS ASSESSMENT                                               N/A               75,337
FILENET CORPORATION                                                       N/A              272,401
FIRST NATL BANK OF RUSSELLVILLE                                           N/A               60,219
FISCAL SERVICES                                                           N/A              285,910
FLEXONICS INC                                                             N/A              147,400
FPI INTERNATIONAL                                                         N/A               64,000
FREEZE TECHNOLOGY INTL INC                                                N/A              190,646
FURMANITE                                                                 N/A              186,584
GARDEN AND PET CENTER                                                     N/A               62,091
GE CAPITAL MODULAR SPACE                                                  N/A              220,686
GE POWER & GENERATION                                                     N/A              101,569
GENERAL ELECTRIC NAVAL                                                    N/A              158,851
GENERAL PHYSICS CORP                                                      N/A            1,839,976
GLOBAL DIVERS & CONTRACTORS                                               N/A              102,378
GMW MAINTENANCE CO                                                        N/A              134,832
GOOTEE CONSTRUCTION INC                                                   N/A            2,377,620
GRANT THORNTON                                                            N/A               72,330
GROUND WATER ASSOCIATES                                                   N/A               61,164
HAYWARD BAKER INC                                                         N/A               44,429
HELGESON SCIENTIFIC SERVICES                                              N/A               28,681
HENDERSON SPECIALTIES                                                     N/A              117,574
HENDRIE JOSEPH M                                                          N/A               34,899
HEPCO INC                                                                 N/A              175,674
HERGUTH LABORATORIES                                                      N/A               54,733
HEWLETT PACKARD                                                           N/A               27,997
HILSMAN GRAY MDPA                                                         N/A               69,111
HINDS COMMUNITY COLLEGE                                                   N/A               25,920
HOLMAN BOILER WORKS INC                                                   N/A               60,340
HOLTEC INTERNATIONAL                                                      N/A               95,121
HONEYWELL INC                                                             N/A              284,637
HSB PROFESSIONAL LOSS CONTROL                                             N/A               80,374
HUBER LAWRENCE & ABELL                                                    N/A               38,168
HYDRATIGHT                                                                N/A               72,080
IBM CORPORATION                                                           N/A               42,388
ICESOLV INC                                                               N/A              300,483
INDEPENDENT ROOFING                                                       N/A              356,098
INDUSTRIAL LEAK DETECTION INC                                             N/A               85,875
INFORMATION HANDLING                                                      N/A               79,684
INGERSOLL DRESSER PUMP                                                    N/A              123,271
INS CORP                                                                  N/A              623,907
INSTITUTE OF NUCLEAR POWER OPS                                            N/A              102,439
INSULATION INC                                                            N/A            1,115,949
INTEGRATED MANAGEMENT                                                     N/A            1,083,215
INTERGRAPH CORPORATION                                                    N/A              190,609
INTERNATIONAL MAINTENANCE CORP                                            N/A              161,121
INTERSTATE NUCLEAR SVCS CORP                                              N/A              705,007
INTERTECH SYSTEMS GR                                                      N/A               91,118
ION TRACK INSTRUMENTS INC                                                 N/A               48,898
IONICS INC                                                                N/A              646,978
J D R  INCORPORATED                                                       N/A              490,710
JAMES CLEANERS                                                            N/A               35,800
JE MERIT CONSTRUCTORS INC                                                 N/A              208,714
JOHN H CARTER CO INC                                                      N/A               42,918
JOHNSON BAILEY HENDERSON                                                  N/A              594,502
JONSOG ASSOCIATES                                                         N/A               26,955
KIDD'S ENTERPRISES INC                                                    N/A            1,918,697
KINETICS INC                                                              N/A               92,223
KING & CO INC                                                             N/A               75,600
LA DEPT ENVIR QLTY                                                        N/A              206,000
LA MAINTENANCE SERVICES                                                   N/A              647,310
LANIER BUSINESS PRODUCTS                                                  N/A               75,051
LASLEY ACOUSTICS CO                                                       N/A               38,522
LEAK REPAIRS INC                                                          N/A               36,986
LEASETEC SYSTEMS                                                          N/A               50,522
LIBERTY TECHNOLOGIES                                                      N/A               61,434
LORAL INSTRUMENTATION                                                     N/A               51,236
LOUISIANA MAINTENANCE SERVICES                                            N/A              228,541
LOUISIANA STATE UNIVERSITY                                                N/A               34,584
LOVEJOY CONTROLS CORP                                                     N/A               89,788
LUCAS MANAGEMENT SYSTEMS                                                  N/A               28,899
M S I INDUSTRIES INC                                                      N/A              354,955
MARTIN ROBERT D                                                           N/A               26,576
MATHES GROUP                                                              N/A               46,315
MECHANICAL DYNAMICS                                                       N/A               46,076
MERLIN GERIN, INC.                                                        N/A               58,330
MERRIHUE, H J                                                             N/A              173,361
MONTGOMERY ELEVATOR                                                       N/A               53,922
MOODY'S INVESTORS SERVICE                                                 N/A              105,750
MPR ASSOCIATES INC                                                        N/A              305,476
MS TECHNOLOGY TRANS CENTER                                                N/A              154,108
N & D TECHNICAL SERVICE                                                   N/A              410,557
NALCO CHEMICAL CO                                                         N/A              759,104
NATIONAL ELECTRIC SUPPLY CO                                               N/A              117,542
NATIONAL FIRE & MEDICAL SVCS                                              N/A               39,241
NATIONAL INSPECTION                                                       N/A               28,799
NCS CORPORATION                                                           N/A               56,701
NEPTUNE SCIENCES INC                                                      N/A               41,304
NES INC                                                                   N/A              189,270
NICHOLAS ACOUSTICS CO                                                     N/A               27,661
NOBLE BRENT                                                               N/A              289,526
NSS NUMANCO INC                                                           N/A            4,166,282
NUMANCO                                                                   N/A               68,096
OCHSNER CLINIC                                                            N/A              109,836
OGDEN ENVIRONMENTAL                                                       N/A               92,788
ORACLE CORPORATION                                                        N/A               51,019
OTHER SERVICES - < $25,000                                                N/A              419,933
PANASONIC INDUSTRIAL                                                      N/A               46,400
PAR SYSTEMS INC                                                           N/A               59,921
PDMA CORPORATION                                                          N/A               65,402
PEICO                                                                     N/A               56,405
PERFORMANCE CONTRACT                                                      N/A               28,434
PERKIN ELMER CORP                                                         N/A               28,696
PINKERTONS INC                                                            N/A               59,907
PLANT TRACK SPECIALTIES                                                   N/A               27,446
PLASTOCOR                                                                 N/A              501,000
PMCI                                                                      N/A               50,862
POLAROID CORPORATION                                                      N/A               44,822
POWER TOOL REPAIR SERVICE                                                 N/A               25,525
PRECISION SURVEILLANCE                                                    N/A               50,150
PRIME COMPUTER INC                                                        N/A               36,384
PROFESSIONAL BUILDING SERVICES                                            N/A              453,936
PROMAX                                                                    N/A               36,797
PROSTAFF TEMPORARY S                                                      N/A               47,960
QES INC                                                                   N/A              144,532
QUADREX RECYCLE CENTER                                                    N/A               48,289
QUALITY GROUP INC                                                         N/A               30,450
RACE CARPET AND VINYL                                                     N/A               38,242
RAIN FOR RENT INC                                                         N/A               46,255
RALPH A HILLER CO                                                         N/A               59,375
RAZORBACK DISPOSAL INC                                                    N/A               47,280
RELIABILITY AND PERFORMANCE                                               N/A              547,258
RHR INTERNATIONAL CO                                                      N/A              151,199
RICHARDSON PAINT CO                                                       N/A            1,111,216
RIVER PARISH MAINTENANCE INC                                              N/A            1,648,411
ROBINSON INC                                                              N/A               61,814
ROOFMASTERS ROOFING                                                       N/A               29,060
RUST UTILITY SERVICE                                                      N/A              904,274
S & W TECHNICAL SERVICES INC                                              N/A            2,906,883
SAIC                                                                      N/A              206,441
SALCO CONSTRUCTION INC                                                    N/A               36,931
SARGENT & LUNDY ENGINEERS                                                 N/A              240,980
SCIENTECH INC                                                             N/A              197,611
SCIENTIFIC ECOLOGY GROUP INC                                              N/A            1,106,716
SENIOR FLEXONICS INC                                                      N/A              108,323
SGS INDUSTRIAL SERVICES                                                   N/A            1,054,866
SIERRA NUCLEAR CORP                                                       N/A            3,939,722
SIMULATION SYSTEMS & SERVICES                                             N/A              867,000
SMITHKLINE BEECHAM CLINIC                                                 N/A               33,001
SOLID STATE CONTROLS                                                      N/A              384,087
SONNERSCHEIN NATH                                                         N/A               25,000
SOUTH LOUISIANA BANK                                                      N/A            1,410,916
SOUTH MISSISSIPPI EPA                                                     N/A               28,576
SOUTHEAST COMPACT COMMISSION                                              N/A              456,500
SOUTHERN ELECTRIC INTL INC                                                N/A               37,250
SOUTHERN ENTERPRISES INC                                                  N/A               41,900
SOUTHWEST RESEARCH INC                                                    N/A               64,707
SPACE MASTER INTL INC                                                     N/A               85,633
SPECTRA INC                                                               N/A               28,709
ST CHARLES PARISH                                                         N/A               90,000
ST JOHN THE BAPTIST                                                       N/A               90,000
STAMM-SCHEELE INC                                                         N/A               41,027
STANDARD & POORS CORP                                                     N/A              124,000
STAR SERVICE INC                                                          N/A              268,202
STATE OF ARKANSAS                                                         N/A               77,923
STATE OF LA MILITARY                                                      N/A               43,125
STATE OF MS EMERGENCY PLANNING                                            N/A              267,253
STEVENSON & ASSOCIATES                                                    N/A              647,684
STUDSVIK OF AMERICA                                                       N/A               40,000
T C H D INC                                                               N/A               30,217
TAD TECHNICAL SERVICES CORP                                               N/A               68,207
TAYLOR NURSERY                                                            N/A              185,610
TEAM ENVIRONMENTAL S                                                      N/A               33,841
TENSAS PARISH OEP                                                         N/A               89,551
TERRY TRANE SERVICE                                                       N/A              139,147
TESCOBRAND INC                                                            N/A               28,899
THE ATLANTIC GROUP                                                        N/A              389,518
THE HARTFORD STEAM BOILER                                                 N/A              109,471
THE MARLEY COOLING TOWER CO                                               N/A              112,802
THRASHER WATERPROOFING                                                    N/A               46,000
TL JAMES & CO INC                                                         N/A              161,814
TMA NORCAL                                                                N/A               27,128
TODAY'S OFFICE                                                            N/A              984,618
TODD ELECTRIC INC                                                         N/A              409,101
TRENTEC INC                                                               N/A              258,006
TRIANGLE COMPUTER                                                         N/A               26,755
UNION PUMP COMPANY                                                        N/A               32,132
UNITED STATES TESTING                                                     N/A              158,276
UNIVERSITY OF MARALYN                                                     N/A              132,852
UT STATE UNIVERSITY                                                       N/A               30,500
UTILITY SYSTEMS SERVICE INC                                               N/A              272,728
VANCE & ASSOCIATES                                                        N/A               33,143
VOLIAN ENTERPRISES INC                                                    N/A               94,500
VPA CORP                                                                  N/A               66,962
VRATSINAS CONSTRUCTION                                                    N/A            1,788,958
WACKENHUT CORPORATION                                                     N/A           12,970,778
WAIS & ASSOCIATES INC                                                     N/A              218,493
WARING OIL COMPANY                                                        N/A               28,964
WASTE MANAGEMENT OF                                                       N/A               86,836
WELDING SERVICES INC                                                      N/A              168,044
WELLFLEET COMMUNICATIONS                                                  N/A               58,040
WESTROPE IND COATING                                                      N/A               48,881
WITTNER COMPUTER SYSTEMS INC                                              N/A               29,847
WOOD RESOURCES CORP                                                       N/A               32,496
WYLE LABORATORIES                                                         N/A              326,963
XEROX CORPORATION                                                         N/A              418,234
YORK INTL CORP                                                            N/A            1,064,386
ZETEC INC                                                                 N/A              252,614
                                                                                                  
                                                                        Subtotal       118,380,258
                                                                         TOTAL         242,842,742

</TABLE>
<PAGE>                                                      

                ANNUAL REPORT OF ENTERGY OPERATIONS, INC.

                   For the Year Ended December 31, 1994

              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
Group Dental Insurance                                       $63,043
Group Life Insurance                                         424,394
Group LTD Insurance                                          133,128
Group Medical Insurance                                   17,353,185
Pension Plan                                                     408
Savings Plan                                               6,200,742
Special Services - ESI                                       470,378
FAS 106 Expenses                                           1,115,516
                                                                    
                                                         -----------         
                                                  TOTAL  $25,760,795
                                                         ===========           
                                                         
                 ANNUAL REPORT OF ENTERGY OPERATIONS, INC.
                                                                    
                    For the Year Ended December 31, 1994
                                                                    
               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.
                                                                    
       Description         Name of Payee Amount        Amount
                                                                    
                                                                    
    None                                                             
                                                                    
                                                                    
                                                        -----            
                                               TOTAL    - 0 -
                                                        =====            
                                                                    
<PAGE>                                                      

                ANNUAL REPORT OF ENTERGY OPERATIONS, INC.

                   For the Year Ended December 31, 1994

              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 & Expenses                                   $123,181
Trustee Fees                                                166,247
EPRI Membership                                             185,063
                                                           --------
                                                   TOTAL   $474,491
                                                           ========
                                                                   
                                                                   
                                                                   
                    ANNUAL REPORT OF ENTERGY OPERATIONS, INC.
                                                                   
                      For the Year Ended December 31, 1994
                                                                   
                              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 Rental                                          $4,602,190
Office Equipment                                          2,140,428
Tool Rental                                                   5,605
Computer Equipment                                        2,815,006
ESI Billings                                              1,242,380
Other                                                     2,397,539
                                                        -----------
                                                  TOTAL $13,203,147
                                                        ===========
                                                                   
                                                                   
<PAGE>                                                      

                ANNUAL REPORT OF ENTERGY OPERATIONS, INC.

                   For the Year Ended December 31, 1994

                   Taxes Other Than Income - Account 408

                             (In Thousands)
                                                                     
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
 1) OTHER THAN US GOV'T TAXES:
    Ad Valorem                                                    $199
    Franchise                                                        6
    State Unemployment                                             504
    Other Payroll                                                  (30)
                                                                  ----
    SUBTOTAL                                                       679
                                                                  ----   
 2) TAXES-US GOV'T:
    FICA                                                        12,142
    Federal Unemployment                                           206
    Environmental                                                    2
    Other Payroll Taxes                                            372
                                                               -------
    SUBTOTAL                                                    12,722
                                                               -------
                                                       TOTAL   $13,402
                                                               =======      
                                                                     
                                                                     
                    ANNUAL REPORT OF ENTERGY OPERATIONS, INC.
                                                                     
                       For the Year Ended December 31, 1994
                                                                     
                            Donations-Account 426.1
                                                                     
                               (In Thousands)
                                                                     
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                  Amount
                                   Donation
                                                                     
MS State University             Educational Gift                 $7
Van Winkle Elementary           Educational Gift                  3
Various Schools & Universities  Educational Gift                 25
Edison Electric Institute       Contribution                     29
Port Gibson Main Street         Contribution                      4
United Way of the Capital Area  Charity                          87
Junior Achievement              Charity                           3
Cultural Crossroads             Charity                           2
Various Other Charities         Charity                          18
                                                                     
                                                               ----       
                                                    TOTAL      $179
                                                               ====      
<PAGE>

                        ANNUAL REPORT OF ENTERGY OPERATIONS, INC.
                          
                          For the Year Ending December 31, 1994
                    
                             Other Deductions - Account 426.5

                                    (In Thousands)
                                                                           
Instructions:
Provide a listing of the amount included in Account 426.5, "Other Deductions,"
classifying such expenses according to their nature.
                                                                           
         Description               Name of                           Amount
                                    Payee
                                                                           
Membership Dues & Fees         Country Club of Jackson                   $3
                               Annadale Country Club                     10
                               Association of Electric Companies          6
                                                                           
                                                                           
                                                                           
SEC Season Football Tickets    Veterans Memorial Stadium                  3
                                                                           
Contributions                  Metro Jackson Chamber of Commerce          4
                                                                           
Miscellaneous                  Various                                    7
                               Adjustments                              (30)
                                                                           
Civic & Political Activities   Employee Wages & Expense                   6
                                                                           
Penalties                      Treasurer of the United States           325
                               West Feliciana Parish                      4
                                                                           
                                                                            
                                                                        ---
                                             Total                      338
                                                                        ===
                                                                           
                       ANNUAL REPORT OF ENTERGY OPERATIONS, INC.
                                                                           
                        For the Year Ended December 31, 1994
                                                                           
                    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 ( 1 ) through 14( 7 ).



<PAGE>                           
                                                      

                ANNUAL REPORT OF ENTERGY OPERATIONS, INC.

                   For the Year Ended December 31, 1994

                           Organization Chart 

                      See pages 26(1) through 26(6)
                                                                           
                                                                           
                                                                           
                                                                           
                                                                           
                                                                          
               ANNUAL REPORT OF ENTERGY OPERATIONS, INC.
                                                                           
                         Methods of Allocation
                                                                           
The allocation of expenses not directly attributable to a particular nuclear
station are based on factors such as generating capacity, number of employees,
number of plant sites, number of vouchers, and man hours worked.  These 
expenses are allocated using expense work orders which have a fixed 
allocation method assigned.  New allocation methods are added and existing
methods are modified as needed.
                                                                           
                                                                           
                                                                           
                                                                           
                     ANNUAL REPORT OF ENTERGY OPERATIONS, INC.
                                                                           
           Annual Statement of Compensation for Use of Capital Billed
                                                                           
                                - None -
                                                                           

<PAGE>                            
          ANNUAL REPORT OF ENTERGY OPERATIONS, INC.
                              
            For the Year Ended December 31, 1994
                              
                     Organization Charts
                              
                              
             Chart #1 - President & COO Nuclear

                              
President & CEO-Nuclear

            Sr Exec Secretary

DIRECT REPORTS:

Dir, Business Services
Dir, Nuclear Fuels
Dir, Total Quality
Exec VP & COO
VP, Nuclear Integration
SR  Nuclear Fuels Engineer
                              
          Chart #2 - Director of Business Services
                              
Dir, Business Services

          Senior Secretary

Direct Reports:

Analyst, Financial Sr.
Analyst, Financial Sr.
Analyst, Financial Sr.
Accountant Sr.
Accountant III
Accountant I
Mgr, Financial Control

                              
<PAGE>                              
                              
          ANNUAL REPORT OF ENTERGY OPERATIONS, INC.
                              
            For the Year Ended December 31, 1994
                              
                     Organization Charts



             Chart #3 - Director, Nuclear Fuels
                              
Dir, Nuclear Fuels

          Secretary, Sr.

Direct Reports:

Coord, Nuclear Fuels Supply
Engineer, Sr.
                              




             Chart # 4 - Director, Total Quality
                              
Dir, Total Quality

          Secretary, Sr.

Direct Reports:

Facilitator, Sr. Lead
Facilitator, Sr. Lead
Facilitator, Sr. Lead
Facilitator, Sr. Lead
Facilitator  Sr.
Facilitator  Sr.



<PAGE>                              
                              
          ANNUAL REPORT OF ENTERGY OPERATIONS, INC.
                              
            For the Year Ended December 31, 1994
                              
                     Organization Charts



                Chart #5 - Executive VP & COO
                              
Exec VP & COO

          Sr Exec Secretary

Direct Reports:

VP Engineering
VP Operations Support
VP Operations - W-3
VP Operations - ANO
VP Operations - GGNS
VP Operations - River Bend



         Chart #6 - VP Nuclear Engineering & Support
                              
VP Nuc Eng & Suppt

          Executive Secretary

Direct Reports:

Mgr, Engr Support
Mgr, Engr Programs
Mgr, Nuc Engr Analysis
Dir, Design Engineering
Dir, Design Engineering
Dir, Design Engineering
Dir, Design Engineering


                              
<PAGE>                              
                              
          ANNUAL REPORT OF ENTERGY OPERATIONS, INC.
                              
            For the Year Ended December 31, 1994
                              
                     Organization Charts


              Chart #7 - VP Operations Support
                              
VP Operations Support

          Executive Secretary

Direct Reports:

Coord, Corp Radwaste                    Dir, Mat, Purch & Contr
Coord, Corp Chemistry                   Corp Health Physicist (RTNL)
Mgr, Security                           Dir, Information Technology
Mgr, Management Services                Coord, Nuc Support Sr. Staff
Mgr, Plant Support & Assessment         Coord, Technical 
Mgr, Nuc Support-Chem, Envir & RP       Proj. Mgr, Corp Radwaste
Dir, Info Sys & Tele                    Spec, Environmental Sr. Lead
Dir, Central Licensing - IN SRO TRG     Specialist Sr.
Dir, Central Licensing                  Specialist III
Dir, Nuc Suppt-Ops, Maint & Tech



                Chart # 8 - VP Operations W-3
                              
VP Operations W-3

          Executive Secretary

Direct Reports:

Coord, Site Admin Prog
Mgr, Training
Dir, Site Support
Dir, Nuclear Safety
Gen Mgr, Plant Operations
Dir, Plant Mods & Constr


<PAGE>                              

          ANNUAL REPORT OF ENTERGY OPERATIONS, INC.
                              
            For the Year Ended December 31, 1994
                              
                     Organization Charts



                Chart # 9 - VP Operations ANO
                              
VP Operations ANO

          Senior Secretary
          Executive Secretary

Direct Reports:

Business Agent
Mgr, Plt Modifications
Mgr, Training & EP
Dir, Support
Dir, Design Engr
Dir, Quality
Gen Mgr, Plant Operations
Dir, Licensing
Coord, Site Admin Prog



                 Chart #10 - VP Operations GGNS

VP Operations GGNS

          Executive Secretary

Direct Reports:

Dir, Nuc Safety & Reg Affairs
Dir, Plt Proj & Support
Dir, Quality
Gen Mgr, Plant Ops
Mgr, Training (RTNL)
Tech Asst - VP Ops



<PAGE>
          ANNUAL REPORT OF ENTERGY OPERATIONS, INC.
                              
            For the Year Ended December 31, 1994
                              
                     Organization Charts


              Chart #11 - VP Operations River Bend

VP Operations River Bend

          Executive Secretary

Direct Reports:

Dir, Nuclear Safety
Dir, Plt Proj & Support
Gen Mgr, Plant Ops
Mgr, Site Business Svs
Mgr, Training
Coord, Site Admin Prog
Trainee, Ops Mgmt (RTNL)



<PAGE>




                 ANNUAL REPORT OF ENTERGY OPERATIONS, INC.
                                                              
                             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 Operations, Inc.
                                            (Name of Reporting Company)
                                                              
                                                              
                               By:         /s/ Lee W. Randall
                                           (Signature of Signing Officer)
                                                              
                                                              
                               
                                                Lee W. Randall 
                                     Vice President and Chief Accounting Officer
                                     (Printed Name and Title of Signing Officer)
                                                              
Date: May 1, 1995
                                                              
                                                              
                                                              



<TABLE> <S> <C>

<ARTICLE> OPUR2
<CIK> 0000867439
<NAME> ENTERGY OPERATIONS, INC.
<MULTIPLIER> 1
       
<S>                             <C>                     <C>
<PERIOD-TYPE>                   YEAR                   YEAR
<FISCAL-YEAR-END>                          DEC-31-1994             DEC-31-1993
<PERIOD-END>                               DEC-31-1994             DEC-31-1993
<BOOK-VALUE>                                  PER-BOOK                PER-BOOK
<NET-SERVICE-COMPANY-PROPERTY>               6,473,510               7,431,263
<TOTAL-INVESTMENTS>                                  0                       0
<TOTAL-CURRENT-ASSETS>                      20,724,711              10,274,193
<TOTAL-DEFERRED-DEBITS>                      1,368,795                 286,509
<OTHER-ASSETS-AND-DEBITS>                            0                       0
<TOTAL-ASSETS-AND-DEBITS>                   28,567,017              17,991,965
<TOTAL-PROPRIETARY-CAPITAL>                  1,000,000               1,000,000
<TOTAL-LONG-TERM-DEBT>                       2,610,205               1,367,095
<NOTES-PAYABLE>                                      0                       0
<NOTES-PAYABLE-ASSOCIATE-COMP>              12,342,696               7,841,000
<OTHER-CURR-AND-ACCRUED-LIAB>               12,381,370               7,374,420
<TOTAL-DEFERRED-CREDITS>                       322,290                 265,604
<DEFERRED-INCOME-TAX>                         (89,545)                 143,846
<TOT-LIABIL-AND-PROPRIET-CAP>               28,567,017              17,991,965
<SERVICES-ASSOCIATE-COMPANIES>             763,524,781             496,415,748
<SERVICES-NON-ASSOCIATE-COMP>                        0                       0
<MISC-INCOME-OR-LOSS>                                0                       0
<TOTAL-INCOME>                             763,524,781             496,415,748
<SALARIES-AND-WAGES>                       252,951,770             187,029,996
<EMPLOYEE-PENSION-AND-BENEFIT>              25,760,795              18,884,816
<OTHER-EXPENSES>                           484,812,216             290,500,936
<TOTAL-EXPENSES>                           763,524,781             496,415,748
<NET-INCOME>                                         0                       0
<TOTAL-EXPENSES-DIRECT-COST>               702,238,022             452,003,854
<TOTAL-EXPENSES-INDIRECT-COST>              61,286,759              44,411,894
<TOT-EXP-DIRECT-AND-INDIRECT>              763,524,781             496,415,748
<PERSONNEL-END-OF-YEAR>                          4,267                   3,467
        


</TABLE>


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