SYSTEM FUELS INC
35-CERT, 1997-08-01
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                         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, 1997, 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 - 1997 Fuel Supply Programs

  Expenditures for SFI's fuel program for 1997 during the 2nd quarter and
  year to date are indicated below:

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

   1997 Fuel Supply Program:
     1.  Gas and Oil Development and Production  $     7   $   (8)
     2.  Nuclear Fuel Procurement ............     1,129    6,719
     3.  Fuel Oil Program .....................    1,000   (6,853)
                                                   -----   -------
   Total Expenditures ........................     2,136     (142)
                                                   -----   -------
  Less funds derived through amortization and
       depreciation charges:
     Amortization of Gas and Oil Development and
       Production Costs .........................     (7)      (7)
     Depreciation and other amortization ........    (91)    (198)
                                                     ----    -----
  Total depreciation and amortization ........       (98)    (205)
                                                     ----    -----
  Net Expenditures ...........................     2,038     (347)

  (Increase) decrease in:
     Outside financing ..........................     -        -
     System Money Pool borrowings ............    (4,513)   7,971
                                                  -------   -----
  Total (increase) decrease in borrowings ....    (4,513)   7,971
                                                  -------   -----
  Increase (decrease) in working capital       $   2,475  $(7,623)
                                               =========  ========
  1. Gas and Oil Development and Production
                                                Net Expenditures
                                                During     Year
                                                2nd Qtr   To Date
                                                 (In Thousands)

    Gas and Oil Development and Production ..  $   -      $   - 
                                                 =======    =======


     Effective  July  1,  1996,  SFI sold its interest  in  the  properties
      associated  with  its Gas and Oil Development and Production  Program
      (the "program").


                 During  this  quarter, SFI had insignificant  expenditures
      relative  to the continuing shutdown of this operation. As previously
      reported,  SFI  distributed  $3.5  million  of  the  accumulated  net
      proceeds  to  its  parent  companies,  on  December  31,  1996.   The
      remaining  accumulated proceeds of approximately $300,000  are  being
      retained  by  SFI  to  cover  continuing shut  down  expenses  to  be
      completed  in 1997.  Following completion of this work, any remaining
      proceeds, or costs, will be distributed to the parent companies.

             Calculation  of  the  net  expenditures  (proceeds)  from  the
      continuing shutdown activities of the Program, is

                                                 Net Expenditures
                                                During     Year
                                                2nd Qtr   To Date
                                                 (In Thousands)
Sales to non-System parties:
Natural gas ..................................    $   -    $    -
Condensate ...................................        -         -
Crude oil    .................................        -         0
                                                  -------   ------
Total ........................................        -         -
Miscellaneous income(including sale of assets).       -         0
                                                  -------    -----
       Total .................................        -         -

       General and administrative expense .....      (7)       (8)
       Operating expense ......................       -         -
       Interest expense .......................       -         -
       Amortization adjustment                        -        (7)
                                                   ------   -------
       Net proceeds ...........................   $  (7)  $   (15)
                                                   ======   =======

2.  Nuclear Fuel Procurement (See Item III)

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

  Nuclear Fuel Procurement ....................   $ 1,129  $ 6,719
                                                   =======   ======

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

   Activities during the period:
     Expenditures for nuclear materials and processing
        services .................................... $      98  $  4,709
     General and administrative expense ..............      188       318
     Interest expense ................................      924     1,773
                                                      ---------  --------
     Total ...........................................    1,210     6,800
                                                      ---------  --------
     Sales of nuclear materials and processing
        services to System companies .................       81        81
                                                       --------  --------
   Net effect on inventory ........................... $  1,129  $  6,719
                                                       ========  ========
  During the 2nd quarter of 1997, SFI's purchases of nuclear materials  and
  services  totaled  $1.1 million. No new contracts for  nuclear  materials
  and services were entered into during this period.

  Sales  for  this  quarter  were  final  true-up  charges  for  enrichment
  services  purchased  during  the  last  quarter  of  1996.  During   this
  reporting period, SFI had no sales of nuclear materials and services.



3. Fuel Oil Program (See Item II)

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

  Fuel Oil Inventory ................................. $  1,000   $(6,853)
                                                        =======    =======
   a) Fuel Oil Inventory:

                                                                   Book
      Inventory as of:                                   Barrels   Value
                                                          (In Thousands)

        June 30, 1997 ................................    1,368  $ 27,319
        March 31, 1997 ...............................    1,255  $ 26,319
        December 31, 1996.............................    1,657  $ 34,171
        September 30, 1996 ...........................    1,008  $ 20,761
        June 30, 1996 ................................    1,038  $ 20,898


                                                          During 2nd Qtr.
                                                         Barrels      Cost

     Sales price per barrel to System companies
       excluding period cost:

           #2 Fuel Oil ...............................    37,750  $  26.78
           #6 Fuel Oil ...............................   143,821  $  17.69


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 1996,  SFI  and
Marathon  reached  a  negotiated settlement to the  dispute,  and  Marathon
resumed  delivery. However, a different grade of fuel oil  was  substituted
for  the  fuel oil originally required to be delivered under the  contract.
Deliveries  of  the substitute fuel oil began on March  1,  1996  and  will
continue through February 28, 1999.

During  the second quarter 1997, SFI purchased 1,172,931 barrels of  Bunker
Grade  oil  from  Marathon, and sold this product  to  a  third  party  for
approximately $15.9 million.

4.     Other Items:

      a)    As  of  June  30,  1997,  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 ............................   48,467
          Banks ........................................        0
                                                         --------
          Total ........................................ $ 82,487
                                                         ========

      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  1997,
      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  $  6,291 $   6,172  $  3,973  $ 16,436
           Other direct cost .....       40       340      (850)     (470)
        Indirect cost ............      634       509       320     1,463
                                   --------  --------  --------- ---------
              Total ..............    6,965     7,021     3,443    17,429
                                   --------  --------  --------- ---------
     Cost of services charged to
     Service Requests not related
     to transfer of SFI personnel:  163,516    73,975   133,590   371,081
                                   --------  --------  --------  ---------
     Total cost of services
     performed by Entergy
     Services .................... $170,481  $ 80,996 $ 137,033  $388,510
                                   ========  ======== =========  ========

     Amounts billed to Operating
     Companies for the Fuel Oil
     Program * ................... $ 84,995  $ 35,901 $  85,735  $206,631


     Charged to Nuclear Fuel
     Procurement .................   85,486    45,095    51,298   181,879
                                   --------  --------  --------  --------

        Total .................... $170,481  $ 80,996 $ 137,033  $388,510
                                   ========  ======== =========  ========

    *      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 shut down, 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.


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

      As  indicated in the previous filing pursuant to the SEC order  dated
November  27,  1996, (Release No. 35-26617) in File No.  70-8899,  activity
pertaining  to  this loan agreement will be reported by  Entergy  Services,
Inc. under File No. 70-8899.


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

      As  indicated in the previous filing pursuant to the SEC order  dated
November  26,  1996, (Release No. 35-26617) in File No.  70-8899,  activity
pertaining  to  this loan agreement will be reported by  Entergy  Services,
Inc. under File No. 70-8899.


      IN WITNESS WHEREOF, SFI has caused this certificate to be executed as
of the 1st of August, 1997.



                           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



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