SYSTEM FUELS INC
35-CERT, 1996-07-31
Previous: SUNDSTRAND CORP /DE/, 10-Q, 1996-07-31
Next: SYSTEM FUELS INC, 35-CERT, 1996-07-31



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

 . . . . . . . . . . . . . . . . . . . . . . . . . .
                                                   .
        In the Matter of                           .
                                                   .
ENTERGY ARKANSAS, INC.                             .
ENTERGY LOUISIANA, INC.                            .
ENTERGY MISSISSIPPI, INC.                          .
ENTERGY NEW ORLEANS, INC.                          .
                                                   .
     File No. 70-5015                              .
     ________________                              . CERTIFICATE
                                                   . PURSUANT TO
     In the Matter of                              . RULE 24
                                                   .
SYSTEM FUELS, INC.                                 .
SYSTEM ENERGY RESOURCES, INC.                      .
ENTERGY ARKANSAS, INC.                             .
ENTERGY LOUISIANA, INC.                            .
ENTERGY MISSISSIPPI, INC.                          .
ENTERGY NEW ORLEANS, 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, 1996, 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

I. File No. 70-5015 and File No. 70-5889 - 1996 Fuel Supply
   Programs

  Expenditures for SFI's fuel program for 1996 during the 2nd
  quarter and year to date are indicated below:

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

1996 Fuel Supply Program:
  1. Gas and Oil Development and Production .$      83  $    494
  2. Nuclear Fuel Procurement ...............    1,591    19,991
  3. Fuel Oil Program .......................    1,678    (7,051)
                                              --------   -------
Total Expenditures ..........................    3,352    13,434
                                              --------   -------

Less funds derived through amortization and
   depreciation charges:
  Amortization of Gas and Oil Development and
   Production Costs ...........................   (956)   (1,591)
  Depreciation and other amortization .........   (124)     (253)
                                              --------   -------
Total depreciation and amortization ........... (1,080)   (1,844)
                                              --------   -------
Net Expenditures ..............................  2,272    11,590

(Increase) decrease in:
  Outside financing ........................... 30,000    30,000
  System Money Pool borrowings ................(23,732)  (45,854)
                                              --------   -------
Total (increase) decrease in borrowings .......  6,268   (15,854)
                                              --------   -------
Increase (decrease) in working capital       $  (8,540) $  4,264
                                              =========  =======
  1. Gas and Oil Development and Production
                                                Net Expenditures
                                                 During     Year
                                                2nd Qtr   To Date
                                                 (In Thousands)

  Gas and Oil Development and Production ....$      83 $    494
                                              ========  =======
   a) During the quarter, there was no drilling activity.

      b)    During the 2nd quarter of 1996, SFI produced  277,973
      MCFs of natural gas and 14,974 barrels of oil from it's  Gas
      and  Oil Development and Production Program (Program) which
      were sold to non-System parties.

                 During  the 2nd quarter of 1996, SFI placed  its
      Gas  and Oil Development and Production properties for sale
      on  the  open  market.  Several  bids  were  received,  and
      reviewed,  before one was accepted. As is the usual  custom
      in  these type proceedings, a deposit was tendered  by  the
      prospective buyer, and negotiations are in progress.  As  a
      result,  SFI's  expenditures  in  the  Program  are   being
      limited   to  amounts  required  to  protect  its  existing
      investment  in the properties.  Investments in  new  leases
      are not being made at this time.

                 During  this  quarter, SFI recorded  $83,000  to
      expenditures  and  $956,000  to excess  amortization.  This
      activity   increased   accumulated   excess   proceeds   to
      approximately $2,067,000, at June 30, 1996.

            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
                                                1st Qtr   To Date
                                                  (In Thousands)
  Sales to non-System parties:
   Natural gas ............................... $    710  $  1,507
   Condensate ................................       25        39
   Crude oil .................................      233       327
                                               --------  --------
 Total .......................................      968     1,873

 Miscellaneous income from non-System parties..      62       119
                                               --------  --------
 Total ........................................   1,030     1,992

 General and administrative expense ...........     (44)     (167)
 Operating expense ............................    (273)     (524)
 Interest expense .............................      41        55
 Amortization adjustment ......................     202       235
                                               --------   -------
 Net proceeds .................................$    956  $  1,591
                                               ========  ========


2.  Nuclear Fuel Procurement (See Item III)

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

  Nuclear Fuel Procurement ................... $  1,591  $ 19,991
                                               ========  ========

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

 Activities during the period:
  Expenditures for nuclear materials and processing
    services ..................................$    522  $ 36,051
  General and administrative expense ..........      22        49
  Interest expense ............................   1,047     2,361
                                               --------  --------
  Total .......................................   1,591    38,461
                                               --------  --------
  Sales of nuclear materials and processing
    services to System companies ..............       0    18,470
                                               --------  --------
   Net effect on inventory ....................$  1,591  $ 19,991
                                               ========  ========

  During  the  2nd quarter of 1996, SFI's purchases  totaled  $.5
  million  for  nuclear  materials and  services.  Also,  no  new
  contracts were entered into during this period.

  During  this  reporting period, SFI did not  sell  any  nuclear
  materials and services.



3. Fuel Oil Program (See Item II)

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

  Fuel Oil Inventory ......................... $  1,678  $ (7,051)
                                               ========  ========
   a) Fuel Oil Inventory:

                                                          Book
      Inventory as of:                          Barrels   Value
                                                (In Thousands)

        June 30, 1996........................    1,038  $ 20,898
        March 31, 1996 ......................      949  $ 19,764
        December 31, 1995 ...................    1,747  $ 27,950
        September 30, 1995 ..................    1,729  $ 27,518
        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 ......................    26,186  $  24.61
           #6 Fuel Oil ......................    16,341  $  14.56


SFI has a fuel oil contract with Marathon Oil Company dated April
15,  1982  that was originally scheduled to terminate on December
31,  1996.  On January 1, 1994 Marathon 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  the  first quarter, SFI and Marathon reached a negotiated
settlement to the dispute, and Marathon resumed delivery  of  the
high sulfur product portion of the contract.  This began on March
1,  1996  and will continue through February 28, 1999 to  satisfy
the final three years of the agreement. The product delivered  is
being sold to a third party.

4.     Other Items:

      a)    As  of  June  30,  1996, 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 ...................   48,687
          Banks ...............................        0
                                                --------
          Total ............................... $ 82,707
                                                ========

      b)     As   of  January  1,  1987,  SFI's  employees   were
      transferred  to Entergy Services, Inc. (Entergy  Services).
      Entergy  Services bills SFI for labor associated  with  the
      operation  of  continuing  activities  for  SFI  and  other
      services    provided    to    SFI    (financial,     legal,
      administrative,  and  other  activities).   For   the   2nd
      quarter  of  1996, SFI was billed by Entergy  Services  for
      the following amounts:
                                                            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    $ 18,533 $  19,690 $ 18,526  $ 56,749
   Other direct cost ........   1,991     2,941    3,194     8,126
        Indirect cost .......       0         0        0         0
                             --------  -------- --------  --------
          Total .............  20,524    22,631   21,720    64,875
                             --------  -------- --------  --------
Cost of services charged to
Service Requests not related
to transfer of SFI personnel: 161,168   123,611  (31,023)  253,756
                             --------  -------- --------  --------
Total cost of services
performed by Entergy
Services ................... $181,692  $146,242 $ (9,303) $318,631
                             ========  ======== ========  ========
Amounts billed to Operating
Companies for the Fuel Oil
Program * .................. $130,066  $ 92,643 $ (8,924) $213,785

Deferred Cost and services .        0         0        0         0

Charged to Nuclear Fuel
Procurement ................    9,384     9,849    2,592    21,825

Charged to Gas and Oil
Development and Production .   42,242    43,750   (2,971)   83,021
                             --------  -------- --------  --------
   Total ................... $181,692  $146,242 $ (9,303) $318,631
                             ========  ======== ========= ========

    *       Charged  to  the Fuel Oil Program as a  component  of
    period  costs.  For the 1st quarter of 1996 Fuel Oil  Program
    period  costs  were allocated 8% to ENTERGY  ARKANSAS,  INC.,
    56%  to  ENTERGY LOUISIANA, INC., 26% to ENTERGY MISSISSIPPI,
    INC., and 10% to ENTERGY NEW ORLEANS, 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

       This   financing  agreement  expired  January  31,   1996.
Commitment  fees,  incurred and paid for the  month  of  January,
1996, were $6,458 on the unused portion of that agreement. As  of
June 30, 1996, there are no plans to renew this agreement.


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

      During the quarter, SFI did not borrow under this financing
agreement, but, repaid the $30.0 million which was outstanding at
last  reporting. Commitment fees of $11,819 were incurred on  the
unused   portion  of  the  agreement.   The  average  outstanding
principal balance, was $14,835,000 and accrued interest cost  was
$143,551 for the quarter.

      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 27, 1996.  A copy  of  the  amended
credit agreement was previously filed with the SEC.

    As  of June 30, 1996, the book value of the nuclear fuel  was
$67,585,000 and there was no amount outstanding under the  Yasuda
financing 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  expires  on
December 31, 1996.

      As  of the period ended June 30, 1996, SFI had borrowed  no
funds under this agreement.

<PAGE>

      IN  WITNESS WHEREOF, SFI has caused this certificate to  be
executed as of the 31st of July, 1996.



                           ENTERGY ARKANSAS, INC.
                           ENTERGY LOUISIANA, INC.
                           ENTERGY MISSISSIPPI, INC.
                           ENTERGY NEW ORLEANS, INC.
                           SYSTEM ENERGY RESOURCES, INC.
                           ENTERGY CORPORATION

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



                           SYSTEM FUELS, INC.

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



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