ENTERGY OPERATIONS INC
U-13-60, 1996-05-01
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                          UNITED STATES
               SECURITIES AND EXCHANGE COMMISSION
                     WASHINGTON, D.C. 20549
                                
                          FORM U-13-60

                          ANNUAL REPORT

                         FOR THE PERIOD

  Beginning   January 1, 1995      and Ending   December 31, 1995

                             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. Louis E Buck   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, 1995
        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 
   Amortization of Service Company                Schedule III     8
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 Nonassociate Companies                     Schedule XVI     18
Schedule of Expense of Department or Service 
   Function                                       Schedule XVII    19-20
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>  
<TABLE>
<CAPTION>

                ANNUAL REPORT OF ENTERGY OPERATIONS, INC.
                SCHEDULE I - COMPARATIVE BALANCE SHEETS
  
  
  Give balance sheet of the Company as of December 31 of the current and
  prior year.
                                                                                
ACCOUNT     ASSETS AND OTHER DEBITS                                                   AT DECEMBER 31
                                                                                    1995         1994
           SERVICE COMPANY PROPERTY                                                                          
<S>     <C>                                                                      <C>          <C>                    
101     Service company property (Schedule II)                                    11,254,383   10,434,031
107     Construction work in progress (Schedule II)                                  344,035      615,365
                                                                                 -----------  -----------
            Total Property                                                        11,598,418   11,049,396
                                                                                 -----------  -----------                        
108     Less accumulated provision for depreciation and amortization of service                          
        company property (Schedule III)                                            5,861,030    4,575,886
                                                                                 -----------  -----------
            Net Service Company Property                                           5,737,388    6,473,510
                                                                                 -----------  -----------                        
       INVESTMENTS                                                                                       
                                                                                                         
123     Investments in associate companies (Schedule IV)                                   -            -  
124     Other Investments (Schedule IV)                                                    -            -  
                                                                                 -----------  -----------
            Total Investments                                                              -            -  
                                                                                 -----------  -----------                        
       CURRENT AND ACCRUED ASSETS                                                                        
                                                                                                         
131     Cash                                                                       1,240,628    2,988,542
134     Special deposits                                                                                 
135     Working funds                                                                (14,224)       4,935
136     Temporary cash investments (Schedule IV)                                                         
141     Notes receivable                                                                                 
143     Accounts receivable                                                       (1,023,550)      31,797
144     Accumulated provision of uncollectible accounts                                                  
146     Accounts receivable from associate companies (Schedule V)                 27,453,256   16,680,189
152     Fuel stock expenses undistributed (Schedule VI)                                                  
154     Materials and supplies                                                                      6,679
163     Stores expense undistributed (Schedule VII)                                  106,065             
165     Prepayments                                                                   14,441      112,840
174     Miscellaneous current and accrued assets (Schedule VIII)                     291,137      899,729
                                                                                 -----------  -----------
            Total Current and Accrued Assets                                      28,067,753   20,724,711
                                                                                 -----------  -----------                        
       DEFERRED DEBITS                                                                                   
                                                                                                         
181     Unamortized debt expense                                                                         
184     Clearing accounts                                                                          10,212
186     Miscellaneous deferred debits (Schedule IX)                                  586,161      313,697
188     Research, development, or demonstration expenditures (Schedule X)                                
190     Accumulated deferred income taxes                                            707,949    1,044,887
                                                                                 -----------  -----------
            Total Deferred Debits                                                  1,294,110    1,368,795
                                                                                 -----------  -----------                        
            TOTAL ASSETS AND OTHER DEBITS                                        $35,099,251  $28,567,017
                                                                                 ===========  ===========                        
</TABLE>                                          
<PAGE>
<TABLE>
<CAPTION>
                                                                                
                ANNUAL REPORT OF ENTERGY OPERATIONS, INC.
                SCHEDULE I - COMPARATIVE BALANCE SHEETS
                                                                     
                                                                                   AS OF
ACCOUNT               LIABILITIES AND PROPRIETARY CAPITAL                       DECEMBER 31
                                                                              1995         1994
       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                         198,963    2,610,205
                                                                         -----------  -----------
        Total Long-Term Debt                                                 198,963    2,610,205
                                                                         -----------  -----------                        
                                                                                                 
       CURRENT AND ACCRUED LIABILITIES                                                           
                                                                                                
231     Notes payable                                                                            
232     Accounts payable                                                  14,477,799      524,604
233     Notes payable to associate companies (Schedule XIII)               5,779,521   12,342,696
234     Account payable to associate companies (Schedule XIII)            11,313,009   11,142,848
236     Taxes accrued                                                      1,298,350      639,463
237     Interest accrued                                                                         
238     Dividends declared                                                                        
241     Tax collections payable                                             (574,151)      52,813
242     Miscellaneous current and accrued liabilities (Schedule XIII)      1,022,043       21,643
                                                                         -----------  -----------
           Total Current and Accrued Liabilities                          33,316,571   24,724,067
                                                                         -----------  -----------                       
       DEFERRED CREDITS                                                                          
                                                                                                
253     Other deferred credits                                               752,979      322,290
255     Accumulated deferred investment tax credits                                              
                                                                         -----------  -----------
        Total Deferred Credits                                               752,979      322,290
                                                                         -----------  -----------                       
282     Accumulated Deferred Income Taxes - Other Prop.                     (201,515)     212,961
283     Accumulated Deferred Income Taxes - Other                             32,255     (302,506)
                                                                         -----------  -----------                       
            TOTAL LIABILITIES AND PROPRIETARY CAPITAL                    $35,099,253  $28,567,017
                                                                         ===========  ===========                       
</TABLE>
<PAGE>
<TABLE>
<CAPTION>

                 ANNUAL REPORT FOR ENTERGY OPERATIONS, INC.
                    FOR THE YEAR ENDED DECEMBER 31, 1995
                   SCHEDULE II - SERVICE COMPANY PROPERTY


                                             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            764,456     507,266                         1,271,722
 304  Land and Land Rights                                                                           
 305  Structures and Improvements                                                                    
 306  Leasehold Improvements                  3,239,633                                     3,239,633
 307  Equipment (2)                           3,731,342     225,338                         3,956,680
 308  Office Furniture and                    2,202,884      87,748                         2,290,632
      Equipment                                                                                      
 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                  10,434,031     820,352                        11,254,383
                                            -----------    --------       --          --  -----------
 107  Construction Work in Progress (4)         615,365    (271,330)                          344,035
                                            -----------    --------       --          --  -----------
                    TOTAL                   $11,049,396    $549,022       $0          $0  $11,598,418
                                            ===========    ========       ==          ==  ===========                      
                                                                      
</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 Close
           Subaccount Description                   Additions     of Year

307.02   Communications and Dispatch                            $1,597,340
307.03   Data Processing                             225,338     2,359,340
307.04   Information Storage                                           
                                                    --------    ---------- 
           
                  TOTAL                             $225,338    $3,956,680
                                                    ========    ==========

(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>
<TABLE>
<CAPTION>

                  ANNUAL REPORT FOR ENTERGY OPERATIONS, INC.
                     FOR THE YEAR ENDED DECEMBER 31, 1995
          SCHEDULE III - ACCUMULATED PROVISION FOR DEPRECIATION AND 
                  AMORTIZATION OF SERVICE COMPANY PROPERTY                                 
          
                                           
                                           
                                           Balance at  Additions                 Other       Balance
                                           Beginning   Charged to             Changes Add    at Close
                   Description              of Year     Account   Retirements (Deduct) (1)   of Year
                                                          403
                                                                                                       
Account                                                                                                
  <S>    <C>                               <C>         <C>                        <C>        <C>
  301    Organization                                                                                  
  303    Miscellaneous Intangible Plant       173,808     191,634                   31,168     $396,610
  304    Land and Land Rights                                                                          
  305    Structures and Improvements                                                                   
  306    Leasehold Improvements             1,046,407    $232,722                            $1,279,129
  307    Equipment                          1,502,762     538,230                 ($29,493)  $2,011,499
  308    Office Furniture and Fixtures      1,353,042     320,210                            $1,673,252
  309    Automobiles, Other Vehicles            5,286         673                                $5,959
         and Related Garage Equipment                                                                  
  310    Aircraft and Airport Equipment       494,581                                          $494,581
  311    Other Service Company                                                                         
         Property                                                                                      
                                           ----------  ----------                 --------   ----------
                            
                                     TOTAL $4,575,886  $1,283,469                   $1,675   $5,861,030
                                           ==========  ==========                 ========   ==========

</TABLE>

  (1) Provide an explanation of those changes considered material:
                                                                          
         Other changes for account 307 are account 108.25, Salvage and a
         reclassification to account 303.
                                                                          
                                                                          
<PAGE>
                  ANNUAL REPORT FOR ENTERGY OPERATIONS, INC.
                     FOR THE YEAR ENDED DECEMBER 31, 1995
                          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
                                                  Beginning of    Close of
                                                      Year          Year
Description
                                                                    
Account 123 - Investment in Associated 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, 1995
                                                                    
               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

Account 146 - Accounts Receivable from Associate Companies
        Arkansas Power & Light                         2,767,248    5,733,169
        System Energy Resources, Inc.                  2,135,340   17,079,711
        Louisiana Power & Light                                       956,993
        Mississippi Power & Light                                         333
        Entergy Services, Inc.                           125,718       69,497
        Entergy Corporation                              (55,261)      23,887
        Gulf States Utilities                         11,707,144    3,589,666
                                                      ----------   ----------
                  
                                          TOTAL       16,680,189   27,453,256
                                                      ==========   ==========
          


                                                           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, 1995
                                                                    
                    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, 1995
                                                          
                                     
                 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     0      106,065     106,065
                                                          
                                              ---     -------     -------       
                                TOTAL         -0-     106,065     106,065
                                              ===     =======     =======     
                                                          
<PAGE>

                ANNUAL REPORT OF ENTERGY OPERATIONS, INC.
                  FOR THE YEAR ENDED DECEMBER 31, 1995
        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    Balance
                                                    at         at
            Description                          Beginning  Close of
                                                  of Year     Year
                                                                    
Account 174 - Miscellaneous Current and 
                Accrued Assets
              174.1  Unbilled Jobbing Cost        847,501    285,622
              174.899 Misc. Current & Accrued      52,228      5,515
                Assets - P/R                      -------    -------
                                          TOTAL   899,729    291,137
                                                  =======    =======
                              
                ANNUAL REPORT OF ENTERGY OPERATIONS, INC.
                  FOR THE YEAR ENDED DECEMBER 31, 1995
                                                                    
                              
               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      Balance
                                                    at           at
            Description                          Beginning    Close of
                                                  of Year       Year
                                                               
186001 Restricted Share Awards - Executive                      $40,099
186008 Strategic Performance Plan                               153,975
186009 Travel Advance Suspense                                  (10,462)
186011 Telephone & Cell/Page - Operations                            41
186013 ARM Vouchers                                              84,948
1861   Miscellaneous Other/Suspense                    263        7,000
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                                    2,874          
186920 Deferred Executive Compensation                 341          341
186961 Federal Non-curr Recoverage Income Tax      155,459      155,459
                                                  --------     --------
                                           TOTAL  $313,697     $586,161
                                                  ========     ========
                              
                ANNUAL REPORT OF ENTERGY OPERATIONS, INC.
                  FOR THE YEAR ENDED DECEMBER 31, 1995
                                                                    
                              
       Schedule X - Research, Development or Demonstration Expenditures
                                                                    
                                                                    
                                                                    
Instructions.
Provide a description of each material research, development, or demonstration
project which incurred costs by the service corporation during the year.
                                                                    
            Description                                                 Amount
                                                                    
Account 188 - Research, Development, or Demonstration Expenditures       None
                                                                    
                                                                         -----
                                                     TOTAL               - 0 -
                                                                         =====


<PAGE>
<TABLE>
<CAPTION>
                ANNUAL REPORT OF ENTERGY OPERATIONS, INC.
                  FOR THE YEAR ENDED DECEMBER 31, 1995
                                                                     
                    SCHEDULE XI - PROPRIETARY CAPITAL                      
                                                               Par or 
                                                  Number       Stated   Outstanding Close of Period
                                                 of Shares      Value       No. of     Total
Account Number                  Class of Stock  Authorized    Per Share     Shares     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  -or (loss)     Paid      Close of
                 Description                        Year                                 Year
                                                                                                    
<S>                                                 <C>          <C>         <C>         <C>
Account 216 - Unappropriated Retained Earnings      None         None        None        None
                                                   -----         -----       -----       -----
                                         TOTAL     - 0 -         - 0 -       - 0 -       - 0 -
                                                   =====         =====       =====       =====                          
                                                                                                    
</TABLE>                                                             


<PAGE>
<TABLE>
<CAPTION>
                
                ANNUAL REPORT OF ENTERGY OPERATIONS, INC.
                  FOR THE YEAR ENDED DECEMBER 31, 1995

                     SCHEDULE XII - LONG TERM DEBT
                                                                                                  
                                                                                                  
Instructions:
  Advances from associate companies should be reported separately for
  advances on notes, and advances on open account.  Names of associate
  companies from which advances were received shall be shown under the
  class and series of obligation column.  For Account 224 - Other long-term
  debt provide the name of creditor company or organization, terms of
  the obligation, date of maturity, interest rate, and the amount 
  authorized and outstanding.
                                                                                                  
                                 Terms of
                                Obligation                                      Balance at                           Balance at
                              Class & Series   Date of    Interest    Amount    Beginning                               Close
  Name of Creditor             of Obligation   Maturity     Rate    Authorized   of Year   Additions   Deductions(1)   of Year
<S>                                                                     <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 -
                                                                                                  
 (1) Give an explanation of Deductions:
                                                                                                  
                                                                                                  
                                                                                                  
</TABLE>                                                      
<PAGE>

                ANNUAL REPORT OF ENTERGY OPERATIONS, INC.
                  FOR THE YEAR ENDED DECEMBER 31, 1995

             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              12,342,696    5,779,521
                Associate Companies
                                            ----------    ---------
                                      TOTAL 12,342,696    5,779,521
                                            ----------    ---------


Account 234 - Accounts Payable to Associate Companies
Arkansas Power & Light                                      256,035
System Energy Resources, Inc.                                      
Louisiana Power & Light                      5,841,977    5,286,354
Entergy Services, Inc.                       5,243,031    4,203,493
Entergy Corporation                             14,983    2,493,096
Money Pool Interest Payable                     54,145       37,713
Agency A/P  to ESI                             (11,288)           
Gulf States Utilities                                      (963,682)
                                            ----------   ----------
                                      TOTAL 11,142,848   11,313,009
                                            ----------   ----------
Account 242 - Miscellaneous Current and Accrued Liabilities
                                                                 
242002   Severance Payroll Accruals                       1,008,445
242003   Audit Expense                              (2)     (10,688)
242901   Other - Ext.Dir.Stock Plan             21,645       24,286
                                            ----------   ----------       
                                      TOTAL     21,643    1,022,043
                                            ==========   ==========         
                                                                 
                                                                 
                                                                 
               ANNUAL REPORT OF ENTERGY OPERATIONS, INC.
                                                                 
                                                                 
                 For the Year Ended December 31, 1995
                                                                 
                                                                 
              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, 1995
                     
                     
              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),   Gulf  States  Utilities'  (GSU)  River  Bend  Steam  Electric
Generating  Station (River Bend), 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, GSU's, LP&L's, and System Energy's oversight.
AP&L,  GSU, LP&L, System Energy and the other Grand Gulf 1  and  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 with no  effect  on
net income.

   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
   
      The  company accounts for income taxes pursuant to Statement  of
Financial  Accounting Standards No. 109 "Accounting For Income  Taxes"
(SFAS  109).   This standard requires that deferred  income  taxes  be
recorded for all temporary differences between the financial statement
and  tax  basis of assets and liabilities and loss 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.

      The  Company joins its parent and the other Entergy Subsidiaries
in  filing a consolidated Federal income tax return.  Income taxes (or
benefits)  are  allocated  to  the  Company  in  proportion   to   its
contribution to consolidated taxable income.  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,   Inc.   files  a  consolidated  Arkansas   and   combined
Mississippi income tax return with certain other System companies.

   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.

   Cash and Cash Equivalents

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

     Use of Estimates in the Preparation of Financial Statements

      The  preparation of Entergy Operations' financial statements  in
conformity  with  generally  accepted accounting  principles  requires
management  to  make  estimates and assumptions that  affect  reported
amounts of assets and liabilities and disclosure of contingent  assets
and  liabilities  as of December 31, 1995 and 1994  and  the  reported
amounts  of revenues and expenses during fiscal years 1995, 1994,  and
1993.   Adjustments to the reported amounts of assets and  liabilities
may be necessary in the future to the extent that future estimates  or
actual results are different from the estimates used in 1995 financial
statements.


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
1995, 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 1995, 1994 and 1993 were as follows:
                                          1995         1994         1993
    
    Average borrowing                 $ 9,521,240  $ 6,482,000  $ 7,737,521
    Maximum borrowing at month end    $11,519,300  $13,325,000  $11,081,000
    Average effective interest rate       6.0%         4.2%         3.1%
      during the year
    Effective interest rate at end        5.9%         6.1%         3.2%
      of year


NOTE 3. COMMITMENTS AND CONTINGENCIES

   Entergy-GSU Merger

      In  connection with the Entergy-GSU Merger,which was consummated
on  December 1993, GSU filed two applications with the NRC in  January
1993  to  amend  the River Bend operating license.   The  applications
sought the NRC's consent to the Merger and to a change in the licensed
operator  of the facility from GSU to Entergy Operations.   In  August
1993  Cajun filed a petition to intervene and a request for a  hearing
in  the  proceeding.  In January 1994, the presiding NRC Atomic Safety
and  Licensing Board (ASLB) issued an order granting Cajun's  petition
to intervene and ordering a hearing on one of Cajun's contentions.  In
1994, subsequent to Cajun's intervention in such proceedings, the  NRC
Staff  issued  the two license amendments for River Bend,  which  were
effective  immediately upon consummation of the Merger.  A hearing  on
the proceeding before the ASLB has been postponed, pending approval of
a  petition  by Cajun to withdraw such a proceeding.  On February  14,
1994,  Cajun filed with the D.C. Circuit petitions for review  of  the
two  license  amendments  for River Bend.  In  March  1995,  the  D.C.
Circuit ordered the original NRC order and license amendments  be  set
aside,  and  remanded  the case to the NRC for further  consideration.
Subsequently, the NRC affirmed its original findings and reissued  the
two  license  amendments approving the Merger and the  change  in  the
licensed  operator  of  River Bend.  Cajun has filed  a  petition  for
review with the D. C. Circuit, and oral arguments are expected  to  be
heard in May 1996.  These two amendments are in full force and effect,
but are subject to the outcome of the two proceedings.


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 1995, 1994, and  1993  were
approximately  $14.3  million,  $13.2  million,  and   $13.9  million,
respectively, of which approximately $10.8 million, $9.5 million,  and
$10.3  million,  respectively,  related  to  rent  expense  associated
directly  with  AP&L, LP&L, or System Energy leases and  approximately
$3.5 million, $3.7 million, and $3.6 million, respectively, related to
rent  expense  associated  with Entergy  Operations  leases  discussed
above.  As of December 31, 1995, Entergy Operations had non-cancelable
operating  leases with future minimum rental commitments  on  building
space as follows:
                                Minimum Lease
                                  Payments
                               (In Thousands)
   
          1995                     $3,058
          1996                      2,510
          1997                      2,365
          1998                      2,335
          1999                      2,321
          For years thereafter      9,202
                                  -------
             TOTAL                $21,791
                                  =======


NOTE 5. POSTRETIREMENT BENEFITS
   
   Pension Plans

      Effective  June  1990, all of System Energy's  employees  became
employees  of  Entergy  Operations.   However,  the  employees   still
remained  under System Energy's postretirement benefit  plan,  and  no
transfers of related pension liabilities and assets were made.   Also,
ANO and Waterford 3 employees who transferred to Entergy Operations in
June  1990, remained under AP&L's and LP&L's plans, respectively,  and
no  transfers  of  related pension liabilities and assets  were  made.
Additionally, River Bend employees who became EOI employees in January
1994 remained under the GSU pension plan.
   
      Effective January 1, 1995 the System Companies Retirement Income
Plans  were  amended to transfer assets and related liabilities  to  a
single  Entergy  Corporation Retirement Plan  for  all  non-bargaining
employees.   Entergy  Operations'  bargaining  employees  continue  to
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

   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.
   
      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 1995, 1994 and 1993 postretirement benefit cost of Entergy
Operations  including amounts capitalized and deferred,  included  the
following components:


                                                     1995    1994    1993
                                                        (In Thousands)

Service cost - benefits earned during the period   $  687     642      599
Interest cost on APBO                                 603     337      429
Net amortization and deferral                         262     167      262
                                                   ------  ------   ------
Net postretirement benefit cost                    $1,552  $1,146   $1,290
                                                   ======  ======   ======
            

      The funded status of Entergy Operations' postretirement plan  as
of December 31, 1995 and 1994, was:

                                                         1995        1994
                                                           (In Thousands)     
     Accumulated postretirement benefit obligation:                 
       Retirees                                        $ 2,951     $   509
       Other fully eligible participants                 1,550       1,563
       Other active participants                         4,165       2,580
                                                       -------     -------
                                                         8,666       4,652
     Unrecognized transition obligation                  4,456       4,718
     Unrecognized net loss (gain)/other                    428      (2,332)
                                                       -------     -------
     Accrued postretirement benefit liability          $(3,782)    $(2,266)
                                                       =======     =======

      The  assumed  health care cost trend rate used in measuring  the
APBO  was  8.4%  for 1996, gradually decreasing each  successive  year
until it reaches 5.0% in 2005.  A one percentage-point increase in the
assumed health care cost trend rate for each year would have increased
the APBO as of December 31, 1995, by 14.3%, and the sum of the service
cost  and  interest cost by approximately 16.6%.  The assumed discount
rate  and  rate of increase in future compensation used in determining
the APBO were 7.5% for 1995, 8.5% for 1994, and 7.5% for 1993 and 4.6%
for 1995, 5.1% for 1994 and 5.5% for 1993, respectively.


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 $27.3 million in 1995, $27.5 million in 1994, and
$27.3  million  in 1993 with AP&L, LP&L and System Energy  reimbursing
Entergy Operations for their respective portions.


NOTE 7. INCOME TAXES

      Deferred  income taxes are provided in recognition of  temporary
differences  between the financial reporting and income tax  basis  of
assets  and  liabilities and loss carryforwards.  Deferred income  tax
assets  (liabilities) are comprised of the following at  December  31,
1995 and 1994:


                                       1995           1994
Deferred Tax Assets:                                          
  Excess capital loss               $  402,968      $        -
  Severance reserve                    385,730               -
  Deferred compensation                183,777         328,576
  Operating reserves                    98,023         998,403
  Other                                  8,161          20,412
                                    ----------      ----------
    Total                           $1,078,659      $1,347,391
Deferred Tax Liablities:                                                
  Depreciation                      $ (201,450)     $ (212,959)
  Other                                      -               -
                                    ----------      ----------
    Total                           $ (201,450)     $ (212,959)
                                                                        
Net Deferred Tax Assets             $  877,209      $1,134,432
                                    ==========      ==========          
                                                                       

      The  ultimate  realization  of  these  deferred  tax  assets  is
dependent upon future taxable income sufficient to offset the  related
deductions  and loss carryforwards within the applicable  carryforward
period.

      The  provision  for intercompany (benefit) expense  in  lieu  of
federal  income taxes for the year ended December 31, 1995  and   1994
consisted of the following:

                                For the Years Ended December 31,
                                    1995            1994
                                                                    
Current:                                                                       
  Federal                         $ 64,295       $1,024,579
  State                            (57,641)          61,490
                                  --------       ----------
    Total                            6,654        1,086,069
                                  --------       ----------
Deferred:                                                                     
  Federal                          223,598       (1,056,300)
  State                             33,625         (191,207)
                                  --------       ----------
    Total                          257,223       (1,247,507)
                                  --------       ----------
Recorded income tax expense       $263,877       $ (161,438)
                                  ========       ==========

                                                                 
<PAGE>                                                                
                                                                
                ANNUAL REPORT OF ENTERGY OPERATIONS, INC.
                  FOR THE YEAR ENDED DECEMBER 31, 1995

                    SCHEDULE XV - STATEMENT OF INCOME

Account        Description                         Current Year     Prior Year
      
      
      Income                                                    
                                                                
457   Services rendered to associate companies     $682,065,184   $763,524,781
458   Services rendered to nonassociate companies  
421   Miscellaneous income or loss                              
                                                   ------------   ------------
              Total income                          682,065,184    763,524,781
                                                   ------------   ------------
      Expense                                                   
                                                                
920   Salaries and wages                            262,548,829    252,951,770
921   Office supplies and expenses                  136,560,869    206,205,831
922   Administrative expense transferred - credit    
923   Outside services employed                     214,170,394    242,842,742
924   Property insurance                             10,248,530      6,509,771
925   Injuries and damages                            1,152,869        237,932
926   Employee pensions and benefits                 21,260,843     25,760,795
928   Regulatory commission expense                      78,367              0
930.1 General advertising expenses                   
930.2 Miscellaneous general expenses                    292,740        474,491
931   Rents                                          14,287,159     13,203,147
932   Maintenance of structures and equipment                            
403   Depreciation and amortization expense           1,283,469      1,268,684
408   Taxes other than income taxes                  19,263,851     13,401,797
409   Income taxes                                        6,654      1,086,069
410   Provision for deferred income taxes                     0        533,869
411   Provision for deferred income taxes - credit      257,223     (1,781,376)
411.5 Investment tax credit                                     
421.0 Miscellaneous Non-Operating Income                      0              0
426.1 Donations                                          69,075        178,603
426.4 Civic Political & Related Activities                5,617          4,037
426.5 Other deductions                                    2,927        337,525
427   Interest on long-term debt                                
430   Interest on debt to associate companies           575,768        306,801
431   Other interest expense                                  0          2,293
                                                   ------------   ------------
           Total Expense                            682,065,184    763,524,781
                                                   ------------   ------------
                                                                
                Net Income or (Loss)                         $0             $0
                                                   ============   ============
                                                                

<PAGE>
                ANNUAL REPORT OF ENTERGY OPERATIONS, INC.
                  FOR THE YEAR ENDED DECEMBER 31, 1995

                          ANALYSIS OF BILLING               
                          
                    ASSOCIATE COMPANIES - ACCOUNT 457
                                                         
                                                         Compensation 
                                    Direct      Indirect    For         Total
                                    Costs         Costs    Use of      Amount
   Name of Associate Company       Charged       Charged   Capital     Billed
                                     457-1        457-2     457-3           
                                                                       
Arkansas Nuclear one             $203,591,297  $25,054,793          $228,646,090

Waterford 3 Nuclear Station       116,615,386   20,340,781          $136,956,167

Grand Gulf Nuclear Station *      143,804,682   22,446,632          $166,251,314

Riverbend Nuclear Station *       127,754,385   22,457,228          $150,211,613
                                                                       
                                                                       
                                 ------------  -----------   -----  ------------
               TOTAL             $591,765,750  $90,299,434   - 0 -  $682,065,184
                                 ============  ===========   =====  ============
                                                                       
                                                                       
  * - 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>
<TABLE>                
<CAPTION>
                
                ANNUAL REPORT OF ENTERGY OPERATIONS, INC.
                  FOR THE YEAR ENDED DECEMBER 31, 1995

                          ANALYSIS OF BILLING

                    NONASSOCIATE COMPANIES - ACCOUNT 458


Instructions:

   Provide a brief description of the services rendered to each nonassociate
   company:
                                      Direct     Indirect  Compensation           Excess      Total
                                       Cost        Cost      For Use     Total      or       Amount
Name of Nonassociate companies       Charged     Charged    of Capital   Cost   Deficiency   Billed
                                       458-1      458-2        457-3               458-4  
<S>                                    <C>        <C>           <C>       <C>       <C>       <C>
                                       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, 1995
                     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.
                                                                        
                                                                                                                      
                                                                            Nonassociate   
                                       Associate Company Charges          Company Charges          Total Charges for Service
                                     Direct     Indirect               Direct  Indirect          Direct     Indirect         
Account   Description of Items        Cost        Cost        Total     Cost     Cost   Total     Cost        Cost       Total
<S>    <C>                         <C>          <C>        <C>                                 <C>         <C>        <C>   
920    Salaries and Wages          225,333,727  37,215,102 262,548,829                         225,333,727 37,215,102 262,548,829
921    Office Supplies & Expenses  123,100,966  13,459,903 136,560,869                         123,100,966 13,459,903 136,560,869
922    Administrative Expense                                                                                                 
         Transferred - Credit
923    Outside Services Employed   197,068,360  17,102,034 214,170,394                         197,068,360 17,102,034 214,170,394
924    Property Insurance           10,152,801      95,729  10,248,530                          10,152,801     95,729  10,248,530
925    Injuries and Damages            921,357     231,512   1,152,869                             921,357    231,512   1,152,869
926    Employee Pensions and 
         Benefits                    6,528,832  14,732,011  21,260,843                           6,528,832 14,732,011  21,260,843
928    Regulatory Commission Expense                78,367      78,367                                         78,367      78,367
930.1  General Advertising Expenses                                                                                          
930.2  Miscellaneous General Expenses  220,947      71,793     292,740                             220,947     71,793     292,740
931    Rents                        10,738,776   3,548,383  14,287,159                          10,738,776  3,548,383  14,287,159
932    Maintenance of Structures and                                                                                    
         Equipment
403    Depreciation and Amortization             1,283,469   1,283,469                                      1,283,469   1,283,469
         Expense
408    Taxes Other Than Income Taxes17,633,539   1,630,312  19,263,851                          17,633,539  1,630,312  19,263,851
409    Income Taxes                                  6,654       6,654                                          6,654       6,654
410    Provision for Deferred Income Taxes                                                                                   
411    Provision for Deferred Income Taxes         257,223     257,223                                        257,223     257,223
         - Credit
411.5  Investment Tax Credit                                                                                             
421    Miscellaneous Nonoperating Income                                                                                    
426.1  Donations                        65,218       3,857      69,075                              65,218      3,857      69,075
426.4  Civic Political & Related Activities          5,617       5,617                                          5,617       5,617
426.5  Other Deductions                  1,227       1,700       2,927                               1,227      1,700       2,927
427    Interest on Long-Term Debt                                                                                             
431    Other Interest Expense                                                                                                  
                                   ----------------------------------------------------------------------------------------------
                    TOTAL EXPENSES 591,765,750  89,723,666 663,857,000                         591,765,750 89,723,666 681,489,416
                                   ----------------------------------------------------------------------------------------------
       Compensation for use of Equity Capital                                                                               
                                   ----------------------------------------------------------------------------------------------
430    Interest on Debt to 
          Associate Companies                      575,768     575,768                                        575,768     575,768
                                   ----------------------------------------------------------------------------------------------
             TOTAL COST OF SERVICE 591,765,750  90,299,434 664,432,768                         591,765,750 90,299,434 682,065,184
                                   ==============================================================================================
                                                                                                         
                                                                                              
</TABLE>
<PAGE>
<TABLE>
<CAPTION>

                        ANNUAL REPORT OF ENTERGY OPERATIONS, INC.
                          FOR THE YEAR ENDED DECEMBER 31, 1995

                     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                  $262,548,829  $225,333,727 $79,235,420  $52,672,540 $46,751,661  $46,674,106
921    Office Supplies and Expenses        $136,560,869   123,100,966  44,604,235   22,718,546  30,350,523   25,427,662
922    Administrative Expense Transferred                                                                              
         - Credit
923    Outside Services Employed           $214,170,394   197,068,360  66,426,196   53,733,842  31,168,022   45,740,300
924    Property Insurance                   $10,248,530    10,152,801   1,053,379    7,284,684     727,878    1,086,860
925    Injuries and Damages                  $1,152,869       921,357     217,823      135,518     238,027      329,989
926    Employee Pensions and Benefits       $21,260,843     6,528,832   2,937,582    2,165,092   2,380,606    (954,448)
928    Regulatory Commission Expense            $78,367                                                                
930.1  General Advertising Expense                                                                                     
930.2  Miscellaneous General Expense           $292,740       220,947                  184,000                   36,947
931    Rents                                $14,287,159    10,738,776   2,809,121    1,272,680   1,139,153    5,517,822
932    Maintenance of Structures and                                                                                   
         Equipment
403    Depreciation and Amortization         $1,283,469                                                                
         Expense
408    Taxes Other Than Income Taxes        $19,263,851    17,633,539   6,306,766    3,572,973   3,859,247    3,894,553
409    Income Taxes                              $6,654                                                                
410    Provision for Deferred Income                                                                                   
         Taxes
411    Provision for Deferred Income           $257,223                                                                
         Taxes - Credit
411.5  Investment Tax Credit                                                                                           
421    Miscellaneous Nonoperating Income                                                                               
426.1  Donations                                $69,075        65,218         355       64,538                      325
426.4  Civic, Political & Related                $5,617                                                                
         Activities
426.5  Other Deductions                          $2,927         1,227         420          269         269          269
427    Interest on Long-Term Debt                                                                                      
430    Interest on Debt to Associate           $575,768                                                                
         Companies
431    Other Interest Expense                                                                                          
                                            ---------------------------------------------------------------------------
                           TOTAL EXPENSES   682,065,184   591,765,750 203,591,297  143,804,682 116,615,386  127,754,385
                                            ===========================================================================

                        
</TABLE>                
<PAGE>
<TABLE>
<CAPTION>
                        ANNUAL REPORT OF ENTERGY OPERATIONS, INC.
                          FOR THE YEAR ENDED DECEMBER 31, 1995

                     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                $37,215,102 $10,864,915  $7,981,145  $8,960,514  $9,408,528
921     Office Supplies and Expenses      $13,459,903   3,885,287   3,910,091   3,243,679   2,420,846
922     Administrative Expense                                                                       
          Transferred - Credit
923     Outside Services Employed         $17,102,034   5,119,130   5,206,071   3,834,134   2,942,699
924     Property Insurance                    $95,729      21,446      29,941      20,574      23,768
925     Injuries and Damages                 $231,512    (95,248)     123,366       4,649     198,745
926     Employee Pensions and Benefits    $14,732,011   3,463,263   3,229,500   2,378,442   5,660,806
928     Regulatory Commission Expense         $78,367      19,532      19,860      18,783      20,192
930.1   General Advertising Expense                                                                  
930.2   Miscellaneous General Expense         $71,793      17,167      20,502      17,109      17,015
931     Rents                              $3,548,383     911,054     851,223     977,425     808,681
932     Maintenance of Structures and                                                                
          Equipment
403     Depreciation and Amortization      $1,283,469     304,963     378,203     310,919     289,384
          Expense
408     Taxes Other Than Income Taxes      $1,630,312     330,288     484,116     361,949     453,959
409     Income Taxes                           $6,654       1,544       1,664       1,723       1,723
410     Provision for Deferred Income                                                                
          Taxes
411     Provision for Deferred Income        $257,223      64,439      64,307      64,238      64,239
          Taxes - Credit
411.5   Investment Tax Credit                                                                        
421     Miscellaneous Nonoperating                                                                   
          Income
426.1   Donations                              $3,857       1,241         872         872         872
426.4   Civic, Political & Related             $5,617       1,405       1,404       1,404       1,404
          Activities
426.5   Other Deductions                       $1,700         425         425         425         425
427     Interest on Long-Term Debt                                                                   
430     Interest on Debt to Associate        $575,768     143,942     143,942     143,942     143,942
          Companies
431     Other Interest Expense                                                                       
                                           ----------------------------------------------------------
                          TOTAL EXPENSES   90,299,434  25,054,793  22,446,632  20,340,781  22,457,228
                                           ==========================================================
</TABLE>
<PAGE>                                                          
<TABLE>
<CAPTION>

                ANNUAL REPORT OF ENTERGY OPERATIONS, INC.
                  FOR THE YEAR ENDED DECEMBER 31, 1995
            DEPARTMENTAL ANALYSIS OF SALARIES - ACCOUNT 920
     
     
                                                                                   
                                             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                  $79,235,420            $79,235,420                1,319
Directs - RiverBend             46,674,106            $46,674,106                  864
Directs - Grand Gulf            52,672,540            $52,672,540                  905
Directs - Waterford 3           46,751,661            $46,751,661                  817
Indirects - ANO                 10,864,916            $10,864,916                   46
Indirects - RiverBend            9,408,527             $9,408,527                   40
Indirects - Grand Gulf           7,981,145             $7,981,145                   34
Indirects - Waterford 3          8,960,514             $8,960,514                   38
                                                                                      
                                                                                      
                              ------------           ------------                -----
                       TOTAL  $262,548,829           $262,548,829                4,063
                              ============           ============                =====
       
</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, 1995
                                                           
                            
                        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 (15)
                                                                           
<PAGE>

                ANNUAL REPORT OF ENTERGY OPERATIONS, INC.
                   FOR THE YEAR ENDED DECEMBER 31, 1995
                 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
                                               "N/A" - Non
         From Whom Purchased           Address  Associate    Amount
                                                                
Outside Services - Auditing                                     
                                                                
COOPERS & LYBRAND                                  N/A         104,718
                                                          ------------
                                                 Subtotal      104,718
                                                          ------------
                                                                      
Outside Services - Engineering                                        
                                                                      
ABB CE NUCLEAR POWER                               N/A       9,239,929
ADVANCED CORROSION ENGINEERING                     N/A          26,484
AURA ENERGY CORP                                   N/A         149,218
AURORA NUCLEAR TECH SVCS INC                       N/A         442,753
B & W FUEL COMPANY                                 N/A          58,005
B&W NUCLEAR SERVICE COMPANY                        N/A       8,225,780
BARNHART CRANE & RIGGING                           N/A          67,600
BCP TECHNICAL SERVICES INC                         N/A       1,769,829
BECHTEL POWER CORPORATION                          N/A      27,772,105
BW/IP INTERNATIONAL INC                            N/A          74,623
CE NUCLEAR POWER                                   N/A       4,708,164
CHANDLER MAY INC                                   N/A         183,173
COHASSET ASSOC, INC.                               N/A          67,148
CONAM NUCLEAR INC                                  N/A          84,754
COOPER ENERGY SERVICES GROUP                       N/A         588,129
ENERGY SERVICES GROUP                              N/A          58,067
EPRI                                               N/A       1,209,929
ERIN ENGINEERING                                   N/A         194,247
GENERAL ELECTRIC CO.                               N/A         960,632
GEOSCIENCE ENGINEERS LLC                           N/A          36,095
GILBERT ASSOCIATES INC                             N/A       1,340,482
GULF ENGINEERING CO                                N/A       1,424,315
HALLIBURTON NUS ENVIRONMENTAL                      N/A         156,294
IMPELL CORP                                        N/A          85,564
LAKE ENGINEERING                                   N/A          25,073
NAI ENGINEERING SVCS                               N/A          82,100
NTS TECHNICAL SERVICES                             N/A       1,111,924
OAK RIDGE RISK MANAGEMENT                          N/A          80,914
OMEGA TECHNICAL SERVICES INC                       N/A         156,549
ONSITE ENGINEERING & MGMT INC                      N/A         137,620
PACKER ENGINEERING                                 N/A          25,001
PATSCO                                             N/A         402,682
PRC ENGINEERING SYSTEMS INC                        N/A       1,282,280
RAYTHEON ENGINEERS                                 N/A         541,048
SCIENCE APPLICATION                                N/A       1,938,656
SENIOR ENGINEERING CO                              N/A         223,011
SIEMENS POWER CORP.                                N/A      18,807,122
SOIL TESTING ENGINEERS, INC.                       N/A          35,558
STONE & WEBSTER ENGINEERING CO                     N/A       9,533,864
STONER ASSOCIATES                                  N/A          31,239
STRUCTURAL INTEGRITY ASSOC INC                     N/A         338,597
TELEDYNE BROWN ENGINEERING                         N/A          29,488
TETRA ENGINEERING GROUP                            N/A         172,122
VECTRA TECHNOLOGIES INC                            N/A       6,748,862
VOLT TECHNICAL SERVICES                            N/A       3,044,738
WESTINGHOUSE ELECTRIC CORP                         N/A      10,548,162
                                                          ------------
                                                 Subtotal  114,219,929
Outside Services - Legal                                  ------------
                                                                      
REID & PRIEST                                      N/A          13,402
                                                          ------------
                                                 Subtotal       13,402
                                                          ------------
                                                                      
Outside Services - Management Consultants
                                                                      
AMERICAN ENGINEERING CONSULTANTS                   N/A          59,159
CALGON INC                                         N/A       1,851,567
CONNALLY CONSULTING                                N/A          99,289
ENERCON SERVICES INC                               N/A       5,034,256
HAYES CONSULTING & TRAINING                        N/A          57,408
HURST CONSULTING, INC                              N/A          60,413
HYDRO CONSULTANTS                                  N/A          29,207
IEPSON CONSULTING ENGINEERS                        N/A         441,868
INVENTORY MANAGEMENT CORP                          N/A          68,413
JANUS MANAGEMENT  ASSOC                            N/A          43,920
NUCLEAR CONSULTING SERVICES                        N/A          40,188
PRISM CONSULTING INC                               N/A          76,662
RESOURCE CAPITAL MANAGEMENT                        N/A         180,300
RIC GROUP ADMINISTRATIVE                           N/A          62,500
SPEC CONSULTANTS INC                               N/A       1,305,734
STRATEGIC BUSINESS SOLUTIONS                       N/A          57,885
SYSTEM IMPROVEMENTS INC                            N/A          30,947
TIM MARTIN & ASSOCIATES                            N/A          73,505
ULTIMATE POWER SOLUTIONS                           N/A          35,427
                                                          ------------
                                                 Subtotal    9,608,648
                                                          ------------
                                                                      
Outside Services - Other                                              
                                                                      
A & W INDUSTRIAL PAINTING                          N/A          73,775
A E C L TECHNOLOGIES                         38    N/A         188,221
ACTION TECHNICAL SERVICES                          N/A          59,930
AIRETECH CORP                                      N/A         194,306
ALGOR INCORPORATED                                 N/A          29,535
AMERICAN ECOLOGY CONSULTANTS                       N/A         581,947
AMERICAN REMEDIATION TECH INC                      N/A         146,900
AMERICAN SOCIETY OF MECHANICAL ENGINEERS           N/A          27,274
AMERICAN TECHNICAL INSTITUTE                       N/A         121,155
ANALYTICS INC                                      N/A          29,966
ANCHOR DARLING VALVE                               N/A         976,612
APPLIED ENERGY CO.                                 N/A          39,000
APPLIED RADIOLOGY CONTROL                          N/A          60,536
APPLIED RESEARCH AND ENGINEERING                   N/A          39,535
APPLIED TECHNOLOGY SERVICES                        N/A          56,787
APTECH ENGINEERING SERVICES                        N/A          25,055
ARKANSAS DEPT OF FINANCE                           N/A         797,013
ARKANSAS RAILROAD CONTRACTORS                      N/A          37,500
ARKANSAS TECH UNIVERSITY                           N/A          43,630
ARKWRIGHT MUTUAL INSURANCE                         N/A         352,862
ARNOLD CARPETS                                     N/A          38,602
ARROW ELECTRONICS INC                              N/A          30,107
ASSOCIATED TECHNICAL                               N/A         127,913
ATLANTIC GROUP INC                                 N/A       2,770,785
ATLAS CONSULTING GROUP                             N/A          38,142
BALL MECHANICAL SERVICES                           N/A          58,911
BARRIERE CONSTRUCTION                              N/A         110,767
BARTLETT NUCLEAR INC                               N/A       1,638,414
BECHTEL SOFTWARE INC                               N/A         152,893
BECKMAN INSTRUMENTS, INC.                          N/A          27,268
BELCAN SERVICES GROUP                              N/A         574,461
BETZ INDUSTRIAL                                    N/A          28,831
BETZ WATER MANAGEMENT                              N/A         113,375
BIG RIVER TIRE                                     N/A          27,024
BLC LEASE                                          N/A          42,030
BLUESTONE CO                                       N/A          48,559
BOE TEL                                            N/A          31,838
BRENT NOBLE CARPENTRY                              N/A          69,118
BROOKS SUPPORT SYSTEMS                             N/A          48,215
BROWNING-FERRIS INDUSTRIES                         N/A          36,447
BUFORD CONSTRUCTION CO.                            N/A         123,910
BUQUET & LEBLANC                                   N/A       3,382,763
CAIN INDUSTRIAL SERVICES                           N/A         344,851
CAJUN CONTRACTORS                                  N/A       1,272,099
CALVERT CO.                                        N/A         163,122
CAMBAR SOFTWARE                                    N/A          96,000
CANBERRA INDUSTRIES INC                            N/A          78,139
CAROLINA POWER & LIGHT                             N/A       1,350,000
CASSIDY INC                                        N/A          45,867
CATARACT INC                                       N/A         782,714
C&C MACHINE SHOP                                   N/A          88,665
CEGELEC AUTOMATION                                 N/A          25,359
CENTRAL INTERSTATE WASTE COMPACT                   N/A         102,500
CHAR SERVICES INC                                  N/A          30,350
CHELAN INC                                         N/A         265,768
CHEM NUCLEAR SYSTEMS INC                           N/A       4,074,091
CIVIL CONSTRUCTION CO                              N/A         520,717
CLARKLIFT                                          N/A          25,001
CLEVELAND ELECTRIC CO                              N/A          57,403
CLOCKWORK  DESIGNS INC                             N/A          25,343
CLOVIS HENRY INDUSTRIES                            N/A          35,769
CK ASSOCIATES, INC                                 N/A          42,527
COMMUNICATIONS SPECIALIST                          N/A          55,018
COMPUTATIONAL FLUID DYNAMICS                       N/A          61,260
COMPUTER ASSOCIATES                                N/A          59,666
COMPUTERVISION CORP                                N/A          65,792
COOPERHEAT INC                                     N/A         319,676
CRANCH-HARDY & ASSOCIATES                          N/A          60,198
CROSBY VALVE & GAGE                                N/A         526,488
CSE INC                                            N/A         299,188
CYGNA ENERGY                                       N/A          62,520
DAVIS, DENNIS D.                                   N/A          27,174
DAY & ZIMMERMANN                                   N/A       2,108,539
DEFENDER SERVICES INC                              N/A         479,854
DELTA WASTE SYSTEMS                                N/A          72,600
DEPOSIT GUARANTY NATIONAL BANK                     N/A         109,556
DEVONRUE LTD                                       N/A          44,728
DIALOGIC COMMUNICATIONS CORP                       N/A         253,967
DIGITAL EQUIPMENT CORP                             N/A         176,039
DIVERSIFIED TECHNOLOGIES                           N/A          45,700
DIXSON INC                                         N/A          25,000
DOBLE ENGINEERING CO, INC                          N/A          26,400
DOVER ELEVATOR CO                                  N/A          91,313
EASTERN TECHNOLOGIES                               N/A         435,804
ECAD DIV OF CM TECH                                N/A          25,140
ENCORE COMPUTER CORP                               N/A          30,790
ENERTECH                                           N/A          45,480
ENTERGY SERVICES INC                                A       18,686,474
ENVIRO SOLVE                                       N/A          55,858
EQUIFAX SERVICES INC                               N/A          34,622
ERGONOMICS IN ACTION                               N/A          25,484
EXCEL SERVICE CORP                                 N/A         202,179
EXECUTRAIN                                         N/A         172,693
EXPRESS SERVICES INC                               N/A         133,766
FAILURE ANALYSIS ASSESSMENT                        N/A          75,337
FEDERAL EMERGENCY MANAGEMENT                       N/A         151,760
FILENET CORPORATION                                N/A         173,419
FIRST INTERSTATE BANK                              N/A          60,267
FIRST NATL BANK OF CHICAGO                         N/A          38,008
FISCAL SERVICES                                    N/A         514,000
FLEXCON INC                                        N/A          76,853
FLOWMORE SERVICES                                  N/A          28,476
FPI INTERNATIONAL                                  N/A         125,381
FREEZE TECHNOLOGY INTL INC                         N/A         102,077
FURMANITE                                          N/A         358,879
GARDEN AND PET CENTER                              N/A         104,891
GDS ASSOCIATES                                     N/A          82,200
GENERAL PHYSICS CORP                               N/A       1,486,083
GLOBAL DIVERS & CONTRACTORS                        N/A         102,378
GRANT THORNTON                                     N/A          25,407
GREENBRIAR DIGGING SERVICE                         N/A         628,442
GRINNELL FIRE PROTECTION                           N/A          40,197
HAMON COOLING TOWERS                               N/A         218,620
HAMON POWER SERVICES                               N/A          69,405
HARTFORD STEAM BOILER INSPECTIONS                  N/A          39,910
HEAT EXCHANGER SYSTEMS                             N/A          77,080
HEMINGBOUGH                                        N/A          27,025
HENDERSON SPECIALTIES                              N/A         156,306
HENDRIE JOSEPH M                                   N/A          29,342
HILSMAN GRAY MDPA                                  N/A          34,311
HILTON COMPUTER SERVICES                           N/A          32,400
HINDS COMMUNITY COLLEGE                            N/A          43,477
HI TECH SERVICES, INC                              N/A         158,060
HOLMAN BOILER WORKS INC                            N/A          80,510
HOLTEC INTERNATIONAL                               N/A          46,105
HONEYWELL INC                                      N/A         264,782
HUTCHISON EQUIPMENT                                N/A         179,609
HYDRAULIC SPECIALISTS                              N/A          44,356
IBM CORPORATION                                    N/A          28,335
ICESOLV INC                                        N/A         104,997
ILD INC                                            N/A          39,002
INCHCAPE TESTING SERVICES                          N/A          50,668
INDUSTRIAL EQUIPMENT & VEHICLE                     N/A          25,000
INDUSTRIAL MEDICAL CENTER                          N/A          54,072
INDUSTRIAL PRESSURE INC                            N/A          56,455
INFORMATION HANDLING                               N/A          92,963
INFORMIX SOFTWARE                                  N/A          31,362
INGERSOLL DRESSER PUMP                             N/A         120,701
INSTITUTE OF NUCLEAR POWER OPS                     N/A          49,936
INSULATION INC                                     N/A         791,881
INTERGRAPH CORPORATION                             N/A         116,486
INTERSTATE NUCLEAR SVCS CORP                       N/A         312,476
INTERTECH SYSTEMS GR                               N/A          68,939
IONICS INC                                         N/A         772,253
JOHN H CARTER CO INC                               N/A          44,037
JOHNSON BAILEY HENDERSON                           N/A         449,894
JOY TECHNOLOGIES                                   N/A          41,615
JULIUS A PAYNE CO, INC.                            N/A         556,919
K A R V RADIO                                      N/A          25,000
KEPNER TREGOE INC                                  N/A         138,365
KEYSTONE ENGINEERING                               N/A         146,180
KIDD'S ENTERPRISES INC                             N/A       2,386,957
KINEMETRICS                                        N/A          35,000
KING & CO INC                                      N/A          75,600
LA MAINTENANCE SERVICES                            N/A       1,038,561
LA OFFICE OF EMERGENCY PREPAREDNESS                N/A          34,500
LAIDLAW ENVIRONMENTAL SERVICES                     N/A          41,390
LAYNE CENTRAL CO                                   N/A         218,860
LIBERTY TECHNOLOGIES                               N/A         176,741
LORAL INSTRUMENTATION                              N/A          35,986
LOUISIANA POWER & LIGHT                             A           45,840
LOUISIANA STATE UNIVERSITY                         N/A          93,064
LOVEJOY CONTROLS CORP                              N/A         306,910
LUCAS MANAGEMENT SYSTEMS                           N/A          28,450
M S I INDUSTRIES INC                               N/A         354,955
MERIDIAN BANK & TRUST                              N/A          85,835
MERRIHUE, H J                                      N/A         204,499
MISSISSIPPI MANAGEMENT AGENCY                      N/A         159,075
MISSISSIPPI ENTERPRISE FOR TECHNOLOGY              N/A         113,947
MJW CORPORATION                                    N/A          44,388
MKW POWER SYSTEMS                                  N/A          43,459
MPR ASSOCIATES INC                                 N/A         128,123
MPW INDUSTRIAL SERVICES                            N/A          60,280
MS TECHNOLOGY TRANS CENTER                         N/A          86,009
MSI INDUSTRIES INC                                 N/A          98,051
N & D TECHNICAL SERVICE                            N/A          25,212
NATIONAL INSPECTION                                N/A          37,786
NATIONAL NUCLEAR CORPORATION                       N/A          39,831
NCS CORPORATION                                    N/A          68,450
NES INC                                            N/A          47,040
NICHOLS CONSTRUCTION CORP                          N/A         113,578
NORTH AMERICAN CONTRACT EMP.                       N/A         250,470
NSS NUMANCO INC                                    N/A       2,777,631
NWT CORPORATION                                    N/A          39,595
OCHSNER CLINIC                                     N/A         133,851
OIL MOP INCORPORATED                               N/A          95,670
ON TARGET TECHNOLOGIES                             N/A          41,000
ORACLE CORPORATION                                 N/A          54,327
OTHER SERVICES - < $25,000  (715)                  N/A         479,822
PANASONIC INDUSTRIAL                               N/A          25,420
PARKER, H. & CO., INC.                             N/A          39,300
PAR SYSTEMS INC                                    N/A         119,509
PDMA CORPORATION                                   N/A          44,356
PERFORMANCE CONTRACT                               N/A          35,792
PICKETT INDUSTRIES                                 N/A          34,806
PINKERTONS INC                                     N/A          35,895
PITTSBURGH TANK & TOWER CO                         N/A         184,809
PLANT MACHINE WORKS                                N/A          46,205
PN SERVICES, INC                                   N/A          86,006
PROFESSIONAL BUILDING SERVICES                     N/A         406,701
PROMAX                                             N/A          78,327
PROSTAFF TEMPORARY S                               N/A          35,186
PROVANCE                                           N/A          35,684
PYTHON CORP                                        N/A          33,814
QUALITY ENGINEERED PRODUCTS                        N/A          28,600
RADIATION MANAGEMENT                               N/A          37,268
RAINES, R.D.                                       N/A          41,258
RAZORBACK DISPOSAL INC                             N/A          78,860
RED SIMPSON INC                                    N/A         107,137
RED STICK ARMATURE                                 N/A         122,869
REEDY ASSOCIATES                                   N/A          28,602
RHR INTERNATIONAL CO                               N/A         141,637
RICHARDSON PAINT CO                                N/A       1,226,756
RIVER PARISH MAINTENANCE INC                       N/A         241,099
ROCKRIDGE TECHNOLOGIES                             N/A         488,356
RUST UTILITY SERVICE                               N/A          87,149
S3 TECHNOLOGIES                                    N/A         244,603
S & W TECHNICAL SERVICES INC                       N/A          94,785
SARGENT & LUNDY ENGINEERS                          N/A         753,010
SCIENTECH INC                                      N/A          25,496
SCIENTIFIC ECOLOGY GROUP INC                       N/A       5,726,137
SEA BREX MARINE                                    N/A         356,548
SGS INDUSTRIAL SERVICES                            N/A       1,977,316
SIERRA NUCLEAR CORP                                N/A       1,998,854
S LEVY INC.                                        N/A          62,798
SOLID STATE CONTROLS                               N/A         180,120
SONIC SYSTEMS INTL INC                             N/A          58,593
SOUTH LOUISIANA BANK                               N/A          26,083
SOUTH MISSISSIPPI EPA                              N/A          28,576
SOUTHWEST RESEARCH INC                             N/A         679,892
SPACE MASTER INTL INC                              N/A          26,374
SPH CRANE & HOIST                                  N/A          58,442
ST CHARLES PARISH                                  N/A         128,688
ST JOHN THE BAPTIST                                N/A          95,750
STATE OF LA MILITARY                               N/A          43,125
STATE OF MS EMERGENCY PLANNING                     N/A          52,775
STEVENSON & ASSOCIATES                             N/A          89,934
SUN MICROSYSTEMS                                   N/A          59,325
TAYLOR NURSERY                                     N/A         146,047
TEAM ENVIRONMENTAL S                               N/A          26,981
TELEROBOTIC INSPECTION SERVICE                     N/A          25,080
TEMPO INC                                          N/A         129,053
TENSAS PARISH OEP                                  N/A          75,538
TERRY TRANE SERVICE                                N/A          75,923
TL JAMES & CO INC                                  N/A         743,710
TMA NORCAL                                         N/A          47,016
TODAY'S OFFICE                                     N/A          78,137
TODD ELECTRIC INC                                  N/A          42,216
TRIANGLE COMPUTER                                  N/A          30,871
UNION PUMP COMPANY                                 N/A          30,679
UNITED STATES TESTING                              N/A         314,472
UNIVERSITY OF MARYLAND                             N/A         130,387
UTILITY SYSTEMS SERVICE INC                        N/A         411,309
VECTRA WASTE SERVICES                              N/A       1,201,057
VOLIAN ENTERPRISES INC                             N/A          54,618
VPA CORP                                           N/A          66,962
WACKENHUT CORPORATION                              N/A         425,592
WARING OIL COMPANY                                 N/A          34,544
WASTE MANAGEMENT OF                                N/A          95,856
WEATHERPROOF ROOFING                               N/A         154,539
WELDING SERVICES INC                               N/A          26,577
WESTERN TEMPORARY SERVICES                         N/A          36,741
WESTROPE IND COATING                               N/A         103,811
WILLIAMS INDUSTRIAL SERVICES                       N/A         325,301
WIND RIVER SYSTEMS                                 N/A          36,889
WYLE LABORATORIES                                  N/A         602,760
XEROX CORPORATION                                  N/A          94,873
ZETEC INC                                          N/A         476,738
                                                          ------------
                                                 Subtotal   90,223,697
                                                          ------------
                                                  TOTAL    214,170,394
                                                          ============

<PAGE>                                                          

                ANNUAL REPORT OF ENTERGY OPERATIONS, INC.
                  FOR THE YEAR ENDED DECEMBER 31, 1995
              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                                      $287,189
Group Life Insurance                                       2,761,668
Group LTD Insurance                                        1,242,617
Group Medical Insurance                                    8,533,023
Savings Plan                                               6,895,617
Special Services - ESI                                     1,540,729
                                                                    
                                                         -----------
                                                   TOTAL $21,260,843
                                                         ===========
                ANNUAL REPORT OF ENTERGY OPERATIONS, INC.
                                                                    
                  For the Year Ended December 31, 1995
                                                                    
              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                Amount
                                        Payee
                                       Amount
                                                                    
                                                                    
    None                                                             
                                                                    
                                                                    
                                                    TOTAL    - 0 -
                                                                    
                                                                    
                                                                    
                                                                    
                                                                    
                                                                    
                                                                    
<PAGE>

                ANNUAL REPORT OF ENTERGY OPERATIONS, INC.
                  FOR THE YEAR ENDED DECEMBER 31, 1995
              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.
                                                                           
                               Descri                              Amount
                                ption
                                                                           
Director Fees & Expenses                                            $33,200
Trustee Fees                                                        204,473
Information Systems Consulting                                       42,781
Telecommunications Consulting                                        12,286
                                                                           
                                                                   -------- 
                                                          TOTAL    $292,740
                                                                   ========    
                                                                           
                                                                           
                                                                           
                     ANNUAL REPORT OF ENTERGY OPERATIONS, INC.
                                                                           
                       For the Year Ended December 31, 1995
                                                                           
                                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                                                   5,548,617
Control Room Simulator                                           $2,245,856
Office Equipment                                                    151,080
Tool Rental                                                          70,349
Computer Equipment                                                1,942,793
Telecommunications                                                  238,221
ESI Billings                                                      1,113,932
Other                                                             2,976,311
                                                                -----------
                                                          TOTAL $14,287,159
                                                                ===========    
                                                                           
<PAGE>                                                                        
                                                                           
                                                                           
                     ANNUAL REPORT OF ENTERGY OPERATIONS, INC.
                                                                           
                       For the Year Ended December 31, 1995

                        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 U.S. GOV'T TAXES:                                    
    Ad Valorem                                                    $170
    Franchise                                                       20
    State Unemployment                                              21
    Other Payroll                                                  (60)
                                                                  ----
    SUBTOTAL                                                       151
                                                                  ----   
 2) TAXES-US GOV'T:
    FICA                                                        17,881
    Federal Unemployment                                            13
    Environmental                                                    1
    Other Payroll Taxes                                          1,217
                                                                ------
    SUBTOTAL                                                    19,113
                                                                ------
                                                      TOTAL    $19,264
                                                                ======     
                                                                     
                                                                     
                                                                           
                     ANNUAL REPORT OF ENTERGY OPERATIONS, INC.
                                                                           
                       For the Year Ended December 31, 1995
                                                                     
                             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             $1
Rebul Academy                       Educational Gift              1
Stanford University                 Educational Gift              1
Various Schools and Universities    Educational Gift              5
Various Assocations                 Contribution                  2
United Way                          Charity                      57
Various Other Charities             Charity                       2
                                                                      
                                                                ---      
                                                      TOTAL     $69
                                                                ===     
                                                                     
                                                                     
<PAGE>                                                                       
                                                                           
                                                                           
                     ANNUAL REPORT OF ENTERGY OPERATIONS, INC.
                                                                           
                       For the Year Ended December 31, 1995
                                                                     
                         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                $1
                                                                           
                                                                           
SEC Season Footbal Tickets   Veterans Memorial Stadium               2
                                                                           
                                                                           
Miscellaneous                Various                                 1
                             Adjustments                            (1)        
                                                                            
                                                                    --       
                                             Total                   3
                                                                    ==       
                                                                           
                                                                           
                     ANNUAL REPORT OF ENTERGY OPERATIONS, INC.
                                                                           
                       For the Year Ended December 31, 1995
                                                                           
                    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 hereby 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, 1995
                                                                           
                              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, 1995

                               Organization Charts


                          Chart #1 - President & CEO - EOI
                                                                           

President & CEO - EOI

        Sr. Exec Secretary
        Sr. Exec Secretary

Direct Reports:

Dir, Business Services
Dir, Nuclear Fuels
Dir, Total Quality
Exec VP - EOI
VP, Nuclear Integration


                        Chart #2 - Director of Business Services

Dir, Business Services

        Senior Secretary

Direct Reports:

Analyst, Financial, Sr
Analyst, Financial, Sr
Analyst, Financial, Sr
Analyst II
Accountant Sr. Lead
Accountant Sr.
Accountant III
Mgr, Financial Control
Coord, Legal and Risk Mgt
Aide, Management Sr

<PAGE>                                                            
                                                                           
                                                                           
                     ANNUAL REPORT OF ENTERGY OPERATIONS, INC.
                                                                           
                       For the Year Ended December 31, 1995

                               Organization Charts


                          Chart #3 - MGR, Financial Control

Mgr, Financial Control

Direct Reports:

Analyst, Financial Sr.
Analyst, Financial III
Analyst, Financial II
Analyst, Financial II
Analyst, Financial I
Accountant III
Specialist IV


                        Chart #4 - Director, Nuclear Fuels

Dir, Nuclear Fuel

        Senior Secretary

Direct Reports:

Coord, Nuclear Fuels Supply
Engineer, Sr


<PAGE>                                                           
                                                                           
                                                                           
                     ANNUAL REPORT OF ENTERGY OPERATIONS, INC.
                                                                           
                       For the Year Ended December 31, 1995

                               Organization Charts


                        Chart #5 - Director, Total Quality


Dir, Total Quality

        Senior Secretary

Direct Reports:

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



                        Chart #6 - Executive VP - EOI

Exec VP - EOI

        Sr Exec Secretary

Direct Reports:

Mgr, Plt Suppt & Assessment
VP Engineering
VP Operations Support
VP Operations GGNS
VP Operations W-3
VP Operations ANO
VP Operations River Bend



<PAGE>                                                               
                                                                           
                                                                           
                     ANNUAL REPORT OF ENTERGY OPERATIONS, INC.
                                                                           
                       For the Year Ended December 31, 1995

                               Organization Charts


                          Chart #7 - VP Engineering


VP Engineering

        Exec 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


                        Chart #8 - VP Operations GGNS

VP Operations GGNS

        Exec Secretary

Direct Reports:

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


<PAGE>                                                              
                                                                           
                                                                           
                     ANNUAL REPORT OF ENTERGY OPERATIONS, INC.
                                                                           
                       For the Year Ended December 31, 1995

                               Organization Charts


                          Chart #9 - VP Operations Support

VP Operations Support

        Executive Secretary

Direct Reports:

Coord, Admin I
Mgr, Security
Mgr, Management Services
Mgr, Nuc Support - Chem, Evir & RP
Dir, Info Technology
Dir, Nuc Safety & Licensing
Dir, Nuc Suppt-Ops, Maint & Tech (RTNL)
Dir, Mat, Purch & Contr
Dir, Central Licensing - IN SRO TRG


                        Chart #10 - VP Operations W-3

VP Operations W-3

        Executive Secretary

Direct Reports:

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


<PAGE>      
                                                                           
                                                                           
                     ANNUAL REPORT OF ENTERGY OPERATIONS, INC.
                                                                           
                       For the Year Ended December 31, 1995

                               Organization Charts


                          Chart #11 - VP Operations ANO


VP Operations ANO

        Executive Secretary


Direct Reports:

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


                        Chart #12 - VP Operations River Bend

VP Operations River Bend

        Executive Secretary

Direct Reports:

Dir, Nuclear Safety
Dir, Plt Proj & Support
Gen Mgr, Plant Ops
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/ Louis E. Buck, Jr.
                                           (Signature of Signing Officer)
                                                              
                                                              
                               
                              Louis E. Buck, Jr. Vice President and 
                                  Chief Accounting Officer
                         (Printed Name and Title of Signing Officer)
                                                              
Date:  April 30, 1996
                                                              
                                                              
                                                              
                                                              




<TABLE> <S> <C>

<ARTICLE> OPUR2
<CIK> 0000867439
<NAME> ENTERGY OPERATIONS, INC.
<SUBSIDIARY>
   <NUMBER> 020
   <NAME> ENTERGY OPERATIONS, INC.
       
<S>                             <C>                     <C>
<PERIOD-TYPE>                   YEAR                   YEAR
<FISCAL-YEAR-END>                          DEC-31-1995             DEC-31-1994
<PERIOD-END>                               DEC-31-1995             DEC-31-1994
<BOOK-VALUE>                                  PER-BOOK                PER-BOOK
<NET-SERVICE-COMPANY-PROPERTY>               5,737,388               6,473,510
<TOTAL-INVESTMENTS>                                  0                       0
<TOTAL-CURRENT-ASSETS>                      28,067,753              20,724,711
<TOTAL-DEFERRED-DEBITS>                      1,294,110               1,368,796
<OTHER-ASSETS-AND-DEBITS>                            0                       0
<TOTAL-ASSETS-AND-DEBITS>                   35,099,251              28,567,017
<TOTAL-PROPRIETARY-CAPITAL>                  1,000,000               1,000,000
<TOTAL-LONG-TERM-DEBT>                         198,963               2,610,205
<NOTES-PAYABLE>                                      0                       0
<NOTES-PAYABLE-ASSOCIATE-COMP>               5,779,521              12,342,696
<OTHER-CURR-AND-ACCRUED-LIAB>               27,537,050              12,381,371
<TOTAL-DEFERRED-CREDITS>                       752,979                 322,290
<DEFERRED-INCOME-TAX>                        (169,260)                (89,545)
<TOT-LIABIL-AND-PROPRIET-CAP>               35,099,253              28,567,017
<SERVICES-ASSOCIATE-COMPANIES>             682,065,184             763,524,781
<SERVICES-NON-ASSOCIATE-COMP>                        0                       0
<MISC-INCOME-OR-LOSS>                                0                       0
<TOTAL-INCOME>                             682,065,184             763,524,781
<SALARIES-AND-WAGES>                       262,548,829             252,951,770
<EMPLOYEE-PENSION-AND-BENEFIT>              21,260,843              25,760,795
<OTHER-EXPENSES>                           398,255,512             484,812,216
<TOTAL-EXPENSES>                           682,065,184             763,524,781
<NET-INCOME>                                         0                       0
<TOTAL-EXPENSES-DIRECT-COST>               591,765,750             702,238,022
<TOTAL-EXPENSES-INDIRECT-COST>              90,299,434              61,286,759
<TOT-EXP-DIRECT-AND-INDIRECT>              682,065,184             763,524,781
<PERSONNEL-END-OF-YEAR>                          4,063                   4,267
        


</TABLE>


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