SYSTEM FUELS INC
35-CERT, 1995-07-31
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                    UNITED STATES OF AMERICA
          BEFORE THE SECURITIES AND EXCHANGE COMMISSION
                                
                        Washington, D. C.

 . . . . . . . . . . . . . . . . . . . . . . . . .. .
                                                   .
        In the Matter of                           .
                                                   .
ARKANSAS POWER & LIGHT COMPANY                     .
LOUISIANA POWER & LIGHT COMPANY                    .
MISSISSIPPI POWER & LIGHT COMPANY                  .
NEW ORLEANS PUBLIC SERVICE INC.                    .
                                                   .
     File No. 70-5015                              .
     ________________                              . CERTIFICATE
                                                   . PURSUANT TO
     In the Matter of                              . RULE 24
                                                   .
SYSTEM FUELS, INC.                                 .
SYSTEM ENERGY RESOURCES, INC.                      .
ARKANSAS POWER & LIGHT COMPANY                     .
LOUISIANA POWER & LIGHT COMPANY                    .
MISSISSIPPI POWER & LIGHT COMPANY                  .
NEW ORLEANS PUBLIC SERVICE INC.                    .
                                                   .
        File No.  70-5889                          .
        File No.  70-7574                          .
        File No.  70-7668                          .
     ________________                              .
                                                   .
     In the Matter of                              .
                                                   .
SYSTEM FUELS, INC.                                 .
ENTERGY CORPORATION                                .
                                                   .
        File No.  70-8331                          .
                                                   .
     (Public Utility Holding Company Act of 1935)  .
 . . . . . . . . . . . . . . . . . . . . . . . . .. .

Pursuant  to  Rule 24 promulgated by the Securities and  Exchange
Commission (SEC) under the Public Utility Holding Company Act  of
1935,  modified by request in the application(s) - declaration(s)
referenced   above,  this  is  to  certify  that  the   following
transactions  were carried out and borrowings  made,  during  the
quarter  ended  June 30, 1995, pursuant to System  Fuels,  Inc.'s
(SFI)  function as a supplier of fuel for the Entergy Corporation
Operating  Companies (System) in accordance with  the  terms  and
conditions   of   and  for  the  purposes  represented   in   the
application(s) - declaration(s), as amended, and pursuant to  the
Orders of the SEC, indicated below:

70-5015 December 17, 1971 ...................................  I
70-5889 April 28, 1978 ......................................  I
70-7574 January 31, 1989 ...................................  II
70-7668 September 27, 1989 ................................  III
70-8331 March 16, 1994 .....................................  IV

<PAGE>

I. File No. 70-5015 and File No. 70-5889 - 1995 Fuel Supply
   Programs

  Expenditures for SFI's fuel program for 1995 during the 2nd
  quarter and year to date are indicated below:

                                                           Net Expenditures
                                                           During    Year
                                                           2nd Qtr   To Date
                                                             (In Thousands)
   1995 Fuel Supply Program:
     1.  Gas and Oil Development and Production ......... $      0 $       1
     2.  Nuclear Fuel Procurement .......................   (3,034)   (6,173)
     3.  Fuel Oil Program ...............................      100       (67)
                                                         ---------  --------
  Total Expenditures ....................................   (2,934)   (6,239)
                                                         ---------  --------
  Less funds derived through amortization and
       depreciation charges:
     Amortization of Gas and Oil Development and
       Production Costs .................................     (464)     (874)
     Depreciation and other amortization ................     (141)     (282)
                                                         ---------  --------
  Total depreciation and amortization ...................     (605)   (1,156)
                                                         ---------  --------
  Net Expenditures ......................................   (3,539)  (7,395)

  (Increase) Decrease in:
     Outside financing ..................................        0     8,000
     System Money Pool borrowings .......................   11,957    12,590
     Parent Companies borrowings ........................        0         0
                                                         ---------  --------
  Total (increase) decrease in borrowings ...............   11,957    20,590
                                                         ---------  --------
  (Increase) Decrease in working capital ................$  (8,418) $(13,195)
                                                         =========  ========


  1. Gas and Oil Development and Production
                                                              Net Expenditures
                                                           During    Year
                                                          2nd Qtr   To Date
                                                            (In Thousands)

    Gas and Oil Development and Production ............. $      0   $      1
                                                         ========   ========

   a) During the quarter, there was no drilling activity



      b)    SFI  produced,  during the quarter,  399,500  MCF  of
      natural gas and 14,000 barrels of oil from its Gas and  Oil
      Development  and  Production Program (Program)  which  were
      sold to non-System parties.

                 During  the  2nd quarter of 1995, all  of  SFI's
      natural  gas  production  was sold to  non-System  parties.
      This condition is expected to continue indefinitely.  As  a
      result,  SFI's  expenditures  in  the  Program  are   being
      limited   to  amounts  required  to  protect  its  existing
      investments  in  the  properties.  No  investments  in  new
      leases are being made at this time.

                 During  this  quarter, SFI recorded  net  excess
      amortization  of  $464,000, which  results  in  accumulated
      excess amortization of $874,000 at the end of this period.

            c)    Calculation  of  net  proceeds  from  sales  to
      non-System  parties from the Program used to  amortize  the
      investment in the Program:

                                                              Net Expenditures
                                                           During      Year
                                                         2nd  Qtr     To Date
                                                              (In Thousands)
       Sales to non-System parties:
         Natural Gas ..................................  $   654    $  1,245
         Condensate ...................................       56          99
         Crude Oil ....................................      194         385
                                                         -------    --------
        Total .........................................      904       1,729

        Miscellaneous income from non-System parties..        70         137
                                                         -------    --------
        Total .........................................      974       1,866

        General and administrative expense ............      (15)        (86)
        Operating expense .............................     (470)       (654)
        Interest expense ..............................      (14)        (19)
        Amortization adjustment .......................      (11)       (233)
                                                        --------    --------
        Net proceeds .................................. $   (464)   $   (874)
                                                         ========   ========


2.  Nuclear Fuel Procurement (See Item III)

                                                          Net Expenditures
                                                          During       Year
                                                         2nd  Qtr     To Date
                                                            (In Thousands)

   Nuclear Fuel Procurement ........................... $ (3,034)    $ (6,172)
                                                         ========    ========


                                                          Net Expenditures
                                                          During       Year
                                                         2nd  Qtr    To Date
                                                           (In Thousands)

   Activities during the period:
     Expenditures for nuclear materials and processing
         services ..................................... $  69,430   $ 77,179
      General and administrative expense ..............        36         75
      Interest expense ................................       617      1,326
                                                        ---------   --------
      Total  ...........................................   70,083     78,580
                                                        ---------   --------
     Sales of nuclear materials and processing
         services to System companies .................    73,117     84,752
                                                        ---------   --------
    Net effect on inventory ........................... $  (3,034)  $ (6,172)
                                                         ========   ========

  During  the  quarter,  SFI's purchases totaled  $70.1   million
  for  nuclear materials and services. Also, SFI entered into two
  contracts for the purchase of uranium and conversion services.

  During  this  reporting period, SFI sold, to Arkansas  Power  &
  Light  Company, and , Louisiana Power & Light Company,  nuclear
  materials and services totaling $73.1 million.


3. Fuel Oil Program (See Item II)
                                                           Net Expenditures
                                                           During      Year
                                                          2nd Qtr    To Date
                                                           (In Thousands)

   Fuel Oil Inventory ................................. $     100   $    (67)
                                                         ========   ========

   a) Fuel Oil Inventory:

                                                                      Book
       Inventory as of:                                   Barrels    Value
                                                            (In Thousands)

         December 31, 1994 ............................     1,759   $ 28,526
         March 31, 1995 ...............................     1,757   $ 28,359
         June  30, 1995 ................................    1,755   $ 28,459


                                                           During 2nd Qtr.
                                                          Barrels     Cost

     Sales price per barrel to System companies
       excluding period cost:
            #2 Fuel Oil ...............................    29,603   $  21.63
            #6 Fuel Oil ...............................       645   $  11.21

   SFI  has  a fuel oil supply contract with Marathon Oil Company
   dated  April  15,  1982.  On January  1,  1994,  Marathon  Oil
   Company  breached the contract by refusing to deliver product,
   and  on  December 29, 1994 SFI filed suit against Marathon  in
   federal  court in New Orleans, Louisiana. During this quarter,
   SFI  continued  with  preparations for  the  trial  which  was
   rescheduled  from November 27, 1995 to January  29,  1996,  at
   the request of the court.



4.     Other Items:

      a)    As  of  June  30,  1995, SFI's outstanding  debt  and
      Parent Companies investment consisted of:
                                                       (In Thousands)
          Parent Companies:
             Common stock .............................. $     20
             Notes payable .............................   34,000
                                                         --------
                Total ..................................   34,020
                                                         --------
          System Money Pool ............................        0
                                                         --------
          Outside Financing:
             Bank borrowings ...........................   15,000
                                                         --------
          Total ........................................ $ 49,020
                                                         ========

      b)     As   of  January  1,  1987,  SFI's  employees   were
      transferred  to  Entergy Services, Inc. (Entergy  Services)
      where  some  of  them  continue to operate  the  continuing
      activities  of SFI.  For the 2nd quarter of 1995,  SFI  was
      billed by Entergy Services, Inc. the following amounts  for
      services  performed for SFI that were previously  performed
      by  SFI  employees.  SFI also reimbursed Entergy  Services,
      at  cost,  for  other services received (financial,  legal,
      administrative and other activities).

                                                                   Total
                                                                   During
                                      Apr      May       Jun      2nd Qtr
     Cost of services charged to
     Service Requests established
     to track cost of functions
     previously performed by SFI
     personnel:
        Direct Cost:
           Labor and related cost  $ 17,359  $ 26,917 $  20,089  $ 64,365
           Other direct cost .....    2,808     2,170     3,499     8,477
        Indirect cost ............      593     3,306     2,904     6,803
                                   --------  -------- ---------  --------
              Total ..............   20,760    32,393    26,492    79,645
                                   --------  -------- ---------  --------
     Cost of services charged to
     Service Requests not related
     to transfer of SFI personnel.  140,077   129,770   136,864   406,711
                                   --------  -------- ---------  --------
     Total cost of services
     performed by Entergy
     Services .................... $160,837  $162,163  $163,356  $486,356
                                   ========  ========  ========  ========

     Amounts billed to Operating
     Companies for the Fuel Oil
     Program * ................... $121,156  $111,851  $105,364  $338,371

     Deferred Cost/Services.......        0         0         0         0

     Charged to Nuclear Fuel
     Procurement .................    8,976    14,593     8,779    32,348

     Charged to Gas and Oil
     Development and Production ..   30,705    35,719    49,213   115,637
                                   --------  --------  --------  --------
        Total .................... $160,837  $162,163  $163,356  $486,356
                                   ========  ========  ========  ========


    *      Charged to the Fuel Oil Program as a component of
    period costs.  For the 2nd quarter of 1995 Fuel Oil Program
    period costs were allocated 6% to Arkansas Power & Light
    Company, 61% to Louisiana Power & Light Company, 23% to
    Mississippi Power & Light Company and 10% to New Orleans
    Public Service Inc.

       c)  As previously reported, the System's fuels planning
       and procurement administration was reorganized during
       1988, redefining the fuels management roles and placing
       the responsibility for most fuel procurement decisions
       with Entergy Corporation System Executives.

SFI,  utilizing  Entergy  Services  personnel,  continues  to  be
responsible  for gas and oil production, financing  nuclear  fuel
inventory  and fuel oil inventory and facilities, and  accounting
functions related to these continuing activities.





II.  File No 70-7574 Bank of America Agreement (B of A)

     During the quarter, SFI did not borrow, or repay, any amount
under this financing agreement.  Commitment fees of $11,766  were
incurred on the unused portion of the agreement.  There  were  no
outstanding   borrowings,  during  this   quarter,   under   this
agreement.

     As of June 30, 1995, the sum of the Aggregate Borrowing Base
of Eligible Fuel Oil Inventory and Receivables was $10,655,000.

III. File No 70-7668 Yasuda Trust and Banking Co., Ltd. Agreement
     (Yasuda)

      During  the  quarter,  SFI did not borrow,  or  repay,  any
amounts  under  this  financing  agreement.  Commitment  fees  of
$13,463  were  incurred on the unused portion of  the  agreement.
The  average outstanding principal balance, for the quarter,  was
$15,000,000 and interest cost totaled $269,948.

      As  previously  reported, the Yasuda credit  agreement  was
amended, pursuant to SEC authorization (See HCAR No. 25634, dated
September  17, 1992) to increase the commitment fees and  margins
payable  on certain loans and to extend the termination  date  of
the  agreement  to  September 30, 1995.  A copy  of  the  amended
credit agreement was previously filed with the SEC.

    As  of June 30, 1995, the book value of the nuclear fuel  was
$31,118,000  and  there  was $15,000,000  outstanding  under  the
Yasuda agreement.


       IV. File No 70-8331 Entergy Corporation Revolving Credit
       Agreement (Entergy)

            Pursuant to the Order issued on March 16, 1994, (Release
       35-26006), SFI entered into a loan agreement with Entergy
       Corporation on March 21, 1994. The agreement allows SFI to borrow
       and reborrow from Entergy Corporation amounts not to exceed
       $30,000,000 at any one time. This agreement terminates
       on December 31, 1996.

            During the quarter ended June 30, 1995, SFI did not
       borrow under this agreement.

<PAGE>

        IN WITNESS WHEREOF, SFI has caused this certificate to be
executed as of the 31st of July, 1995.





                           ARKANSAS POWER & LIGHT COMPANY
                           LOUISIANA POWER & LIGHT COMPANY
                           MISSISSIPPI POWER & LIGHT COMPANY
                           NEW ORLEANS PUBLIC SERVICE INC.
                           SYSTEM ENERGY RESOURCES, INC
                           ENTERGY CORPORATION


                           BY:   /s/William J. Regan, Jr.
                                    William J. Regan, Jr.
                                     Vice President
                                     and Treasurer

                           SYSTEM FUELS, INC.


                           BY:   /s/William J. Regan, Jr.
                                    William J. Regan, Jr.
                                 Vice President, Treasurer
                                  and Assistant Secretary




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