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<SEC-DOCUMENT>/in/edgar/work/20000828/0000065984-00-000095/0000065984-00-000095.txt : 20000922
<SEC-HEADER>0000065984-00-000095.hdr.sgml : 20000922
ACCESSION NUMBER:		0000065984-00-000095
CONFORMED SUBMISSION TYPE:	35-CERT
PUBLIC DOCUMENT COUNT:		3
FILED AS OF DATE:		20000828

FILER:

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			ENTERGY CORP /DE/
		CENTRAL INDEX KEY:			0000065984
		STANDARD INDUSTRIAL CLASSIFICATION:	 [4911
]		IRS NUMBER:				721229752
		STATE OF INCORPORATION:			DE
		FISCAL YEAR END:			1231
</COMPANY-DATA>

		FILING VALUES:
			FORM TYPE:		35-CERT
			SEC ACT:		
			SEC FILE NUMBER:	070-09123
			FILM NUMBER:		711274
</FILING-VALUES>

			BUSINESS ADDRESS:	
				STREET 1:		639 LOYOLA AVE
				CITY:			NEW ORLEANS
				STATE:			LA
				ZIP:			70113
				BUSINESS PHONE:		5045295262
</BUSINESS-ADDRESS>

				MAIL ADDRESS:	
					STREET 1:		PO BOX 61000
					CITY:			NEW ORLEANS
					STATE:			LA
					ZIP:			70161
</MAIL-ADDRESS>

					FORMER COMPANY:	
						FORMER CONFORMED NAME:	ENTERGY GSU HOLDINGS INC /DE/
						DATE OF NAME CHANGE:	19940329
</FORMER-COMPANY>

						FORMER COMPANY:	
							FORMER CONFORMED NAME:	ENTERGY CORP /FL/
							DATE OF NAME CHANGE:	19940329
</FORMER-COMPANY>

							FORMER COMPANY:	
								FORMER CONFORMED NAME:	MIDDLE SOUTH UTILITIES INC
								DATE OF NAME CHANGE:	19890521
</FORMER-COMPANY>
</FILER>
</SEC-HEADER>
<DOCUMENT>
<TYPE>35-CERT
<SEQUENCE>1
<FILENAME>0001.txt
<TEXT>



                    UNITED STATES OF AMERICA

          BEFORE THE SECURITIES AND EXCHANGE COMMISSION

                        WASHINGTON, D.C.



* * * * * * * * * * * * * * * * *
In the Matter of                *
                                *
ENTERGY CORPORATION,            *           CERTIFICATE
ENTERGY ENTEPRISES, INC., et al *       PURSUANT TO RULE 24
                                *
File No. 70-9123                *
                                *
(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,  as  amended  (Act),  modified   by   the

application-declaration, as amended, in the above referenced file

and the related order dated June 22, 1999 (June 1999 Order), this

is  to  certify that the following transactions were carried  out

during  the  three  (3) months ended June  30,  2000  by  Entergy

Corporation's  Non-utility  Companies<FN1> (Non-Reg   Companies),

pursuant to the authorization of the SEC.  Capitalized terms used

in  this Certificate, unless otherwise defined, have the meanings

set forth in the June 1999 Order.





Authorized Transactions

      Pursuant  to the June 1999 Order (a) the Non-Reg  Companies

are authorized to conduct development activities with respect  to

various   investment   opportunities  for   Entergy   Corporation

(Entergy),  (b) the Non-Reg Companies are authorized  to  provide

various consulting services to other Non-Reg Companies and to non-

associates,  including  to market to non-associates  the  Entergy

System's expertise and capabilities in energy-related areas,  and

to  market  to non-associates intellectual property developed  or

acquired  by  System  companies, (c) the  Non-Reg  Companies  are

authorized  to  provide  various management,  administrative  and

support   services  to  associate  companies,  excluding  certain

associate companies (Excepted  Companies<FN2>), (d)  Entergy   is

authorized  to create O&M Subs to provide various operations  and

maintenance services to non-associate or associate companies, (e)

Entergy  is authorized to create one or more New Subsidiaries,(f)

Entergy  and  the Non-Reg Companies are authorized to  make  Non-

utility  Loans  to  certain Non-Reg Companies,  (g)  the  Non-Reg

Companies are authorized to issue Other Securities of any type to

Entergy, to other Non-Reg Companies or to third parties, and  (h)

the  Non-Reg Companies are authorized to pay dividends  to  their

immediate  parent  companies  from  capital  accounts  or   other

unearned surplus.

      During  the quarter, the Non-Reg Companies participated  in

the following:



I.  Administrative, Consulting, Management, and Other Services to

    Associate Companies

      During  the quarter, Entergy Enterprises Inc. (Enterprises)

provided certain management and support services, at cost, to its

associate  companies,  Entergy Power, Inc. (EPI),  Entergy  Power

Marketing  Corp.,  Entergy Trading and  Marketing  Ltd.,  Entergy

Technology  Holding  Company (ETHC), Entergy  Technology  Company

(ETC), Entergy Holdings, Inc., Entergy Thermal LLC, Entergy Power

Development Corporation, Entergy International Holdings Ltd  LLC,

Entergy  Pakistan,  Ltd.,  EP Edegel,  Inc.,  Entergy  Power  CBA

Holding  Ltd., EWO Holdings Inc. (formerly Entergy  Power  Chile,

Inc.),   Entergy   Power   Operations   Corp.,   Entergy    Power

International  Holdings Corp., Entergy Nuclear,  Inc.  (ENI)  and

Entergy   Nuclear  Generation  Corporation  (ENGC).  Enterprises'

billings  to  all such associate companies included direct  costs

incurred  plus,  to  the extent applicable, an  indirect  loading

based upon current month administrative charges.

     Enterprises  billed,  at cost, EPI ($258,489)  for  services

related  to  the  marketing of EPI capacity and energy  to  third

parties  at  wholesale, preparation of contracts  and  regulatory

filings,  oversight of plant operations and maintenance by  plant

operators, and procurement of transmission services.   In  regard

to Entergy Power Marketing Corp. ($7,483,513) and Entergy Trading

and   Marketing  Ltd.  ($14,119),  these  services   related   to

management  oversight,  the marketing of  energy  commodities  to

third  parties  at  wholesale, the preparation of  contracts  and

regulatory filings and the procurement of transmission  services.

In  regard  to  ETHC ($32,809, ETC ($106,240), Entergy  Holdings,

Inc.  ($215),  Entergy  Thermal  LLC  ($203,505),  Entergy  Power

Development  Corp. ($3,869,684), Entergy International  Holdings,

Ltd  LLC  ($32,007), Entergy Pakistan Ltd. ($256,070), EP Edegel,

Inc.  ($215,440), Entergy Power CBA Holding, Ltd. ($23,468),  EWO

Holdings  Inc.  ($129,038), Entergy Power Operations  Corporation

($250,275), Entergy Power International Holdings Corp. ($45,629),

and  ENI  ($10,545),  these services were  primarily  related  to

management  oversight and/or project development.  In  regard  to

ENGC  ($17,786),  Enterprises provided services  related  to  the

marketing of energy to third parties at wholesale.

     During   the  quarter,  ENI  provided  management  oversight

services to ENGC relating to the operation of the Pilgrim nuclear

plant, at cost ($42,620).  ENI also provided consulting services,

at  cost,  to Entergy Nuclear Indian Point 3 and Entergy  Nuclear

Fitzpatrick   in   the  amount  of  $1,871,555  and   $1,871,555,

respectively.

     During the quarter, Entergy Operations Services, Inc. (EOSI)

provided management and other administrative services to  Entergy

Thermal LLC.  The amount billed, at cost, during the quarter  was

$16,616.   Also,  during  the quarter,  EOSI  provided  technical

support to EPDC's Saltend project, at cost, for $1,211,819.

     During   the   quarter,  Entergy  Holdings,  Inc.   provided

management/administrative  and  consulting  services  to  Entergy

Business  Solutions LLC and to Entergy Thermal LLC.   The  amount

billed,  at  cost, to Entergy Business Solutions LLC and  Entergy

Thermal   LLC   during  this  quarter  was  $55,946   and   $151,

respectively.



II.  Consulting Services Provided to Non-Associate Companies

       Enterprises,   under   contract   with   a   hydroelectric

partnership,   continues  to  provide  an  array   of   technical

services/support and maintenance for a hydroelectric transmission

line.  Certain Entergy Services, Inc. personnel are providing the

services.   Enterprises is paid a fixed annual  fee  plus  market

based  rates for performing maintenance on the transmission  line

owned  by  the partnership.  The partnership was charged  $13,860

for   services   rendered  during  the  second  quarter.    Also,

Enterprises  provided services to a third-party  related  to  the

marketing by EPMC of such party's excess energy capacity to third

parties at wholesale.  These services were billed at cost in  the

amount of $40,915.

     During  the  quarter,  no  other  consulting  services  were

provided by Non-Reg Companies to non-associate companies.



III. Nonutility  Loans Made by Entergy to Non-Reg  Companies,  or

     Between Non-Reg Companies

     During the quarter, no Nonutility Loans subject to reporting

in  this  Certificate were made by Entergy to Non-Reg  Companies,

nor were any such loans made between Non-Reg Companies.



IV.  Other Securities Issuances by Non-Reg Companies

     During the quarter, no Other Securities subject to reporting

in this Certificate were issued by any Non-Reg Companies.



V.   Formation  and  Capitalization of New Subsidiaries  and  O&M

     Subs

     During  the quarter, Entergy formed the following  companies

as  New  Subsidiaries  in accordance with the  June  1999  Order:

Entergy Nuclear Ninemile, LLC which was formed to acquire  and/or

hold  Entergy's  investments  in nuclear  generating  facilities;

Entergy  Turbine  Holding  QF  LLC and  Entergy  Turbine  Holding

Louisiana   LLC,  each  of  which  was  formed  to  finance   the

construction  of  turbine  generator units  to  be  installed  at

Entergy's RS Cogen project; Entergy Procurement Exchange  Holding

Corporation  which  was formed to acquire and/or  hold  Entergy's

interest  in  Pantellos Corporation, an exempt telecommunications

company (ETC) under the Act; Entergy Power Warren Corporation  I,

Entergy  Power Warren Corporation II, and Warren Power  LLC  were

formed to construct and own a 300MW gas-fired peaking plant to be

located near Vicksburg, Mississippi.

     During  the  quarter, Entergy Nuclear Ninemile LLC,  Entergy

Procurement  Exchange Holding Corporation, Entergy  Power  Warren

Corporation  I,  and  Entergy Power Warren  Corporation  II  were

capitalized  in the amounts of $1,000, $4,439,210,  $10,000,  and

$10,000, respectively.

     During  the quarter, no other amounts were expended to  form

and capitalize any New Subsidiaries or O&M Subs.



VI.  Nature and Extent of O&M Services Provided

      During  the quarter, Entergy's subsidiary, Entergy Nuclear,

Inc.  (ENI), provided decommissioning management services to  two

large nuclear operating utilities in the Northeast. ENI is paid a

fixed  monthly  fee and certain incentive fees and is  reimbursed

for its actual expenses for labor and related charges at cost for

all  services  provided. Also, ENI provided to two  non-associate

companies   consulting  services  related   to   the   operation,

maintenance and decommissioning of nuclear generation facilities.

These  services were billed at market prices.  The  total  amount

billed  by  ENI  for  all such services during  the  quarter  was

$2,144,422.

     In addition, during the quarter, Entergy's subsidiary, EOSI,

provided  power project related operation and management services

to   several   non-associate  customers,  including  professional

advice,    technical   expertise   and   maintenance    services.

Specifically, EOSI's services to non-associate customers included

performing preventive maintenance on substations; completing work

on  a  merchant plant substation installation; providing  project

management  for  the installation of a steam turbine;  completing

technical evaluation of an outage scope and schedule for a  power

plant;  providing  project management for the construction  of  a

230kV  switchyard  for  a  merchant plant;  and  providing  laser

inspection  services  of a SP6 gas line located  at  an  electric

transmission  facility substation.  The total amount  billed  for

all  such  services during the quarter was $1,221,796 consisting,

in each case, of market-based fees and reimbursable expenses.

      Entergy  represents that no Excepted Company has subsidized

the  operations of any Non-Reg Company and that the rendering  of

O&M  Services  by O&M Subs is in compliance with  the  applicable

rules,  regulations and orders of the SEC and has  not  adversely

affected  the  services provided by any Excepted Company  to  its

customers.



VII. Payment of Dividends By Certain Non-Reg Companies

     During  the quarter, no other dividends subject to reporting

in this Certificate were paid by Non-Reg Companies.



VIII.       Reorganizations

     The   current   Entergy  Non-Reg  Companies'  organizational

structure as of June 30, 2000 is included in Exhibit 1.

     No  reorganizations of Entergy's ownership interests in Non-

Reg  Companies  subject  to reporting in  this  Certificate  were

effected during the quarter.



IX.  Financial Statements

     Entergy  Corporation's unaudited Balance  Sheet  and  Income

Statement  for  the quarter ended June 30, 2000 are  included  in

Exhibit 2.





          IN  WITNESS WHEREOF, the undersigned company has caused

     this  certificate to be executed on this 28th day of  August

     2000.



ENTERGY CORPORATION



By:  /s/ Nathan E. Langston
      Nathan E. Langston
Vice President and Chief Accounting Officer


ENTERGY ENTERPRISES, INC.


By:  /s/ Steven C. McNeal
     Steven C. McNeal
Vice President and Treasurer


_______________________________
<FN1>	Non-utility Companies  are defined in the June 1999 Order as
	"exempt wholesale generators" ("EWGs"), "foreign utility
	companies" ("FUCOs"), "exempt telecommunications companies"
	("ETCs"), "O&M Subs", "Authorized Subsidiary Companies", "New
	Subsidiaries" and "Energy-related Companies".

<FN2>	The Excepted Companies are Entergy's retail operating
	companies (Entergy Arkansas Inc., Entergy Louisiana Inc., Entergy
	Mississippi Inc., Entergy New Orleans Inc. and Entergy Gulf
	States Inc.), System Energy Resources, Inc., System Fuels, Inc.,
	Entergy Operations, Inc., Entergy Services, Inc., and any other
	subsidiaries that Entergy may create whose activities and
	operations are primarily related to the domestic sale of electric
	energy at retail or at wholesale to affiliates or the provision
	of goods or services thereto.

</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-1
<SEQUENCE>2
<FILENAME>0002.txt
<TEXT>

		                                      EXHIBIT 1

       ENTERGY CORPORATION'S ORGANIZATION OF NON-REG COMPANIES
                       As of June 30, 2000

Entergy Corporation
  Entergy Enterprises, Inc. (LA) (100%) (an authorized
     subsidiary)
  Entergy Operations Services, Inc. (100%) (an O&M subsidiary)
  Entergy Power Gas Holdings Corporation (100%)(DE)(an energy-
     related company)
    Entergy Power Gas Operations Corporation (80%)(DE) (an
     energy-related company)
      Highland Energy Company (75%)(TX)(an energy-related
        company)
  Entergy Procurement Exchange Holding Corporation (100%)(DE)
         (a new subsidiary)
    Pantellos Corporation (5%) (an exempt telecommunications
      company)
  Entergy Power Generation Corp. (DE) (100%) (EWG)
    EAL Power Generation, LLC (50%)(a new subsidiary)
    Entergy Power Warren Corporation I (DE)(100%)(a new
      subsidiary)
       Warren Power, LLC (MS)(50%)(a new subsidiary)
    Entergy Power Warren Corporation II (DE)(100%)(a new
      subsidiary)
       Warren Power LLC (MS)(50%)(a new subsidiary)
  Entergy Power, Inc. (DE) (100%) (an authorized subsidiary)
  Entergy Power Marketing Corp. (DE) (100%) (an energy-related
     company)
  Entergy Holdings Inc. (100%) (an energy-related company)
    Entergy Business Solutions LLC (100%)(an energy-related
       company)
    Entergy Thermal LLC (100%)(an energy-related company)
  Entergy Nuclear, Inc. (100%) (an O&M subsidiary)
  Entergy Nuclear Holding Company #1 (100%) (an EWG)
    Entergy Nuclear Generation Corporation (DE)(100%) (an EWG)
    Entergy Nuclear New York Investment Company I(DE)(100%) (an
      EWG)
       Entergy Nuclear Indian Point 3 LLC (DE)(50%)(an EWG)
       Entergy Nuclear Fitzpatrick LLC (DE)(50%)(an EWG)
       Entergy Nuclear Ninemile LLC (DE) (50%)(a new subsidiary)
    Entergy Nuclear New York Investment Company II(DE)(100%)(an
      EWG)
       Entergy Nuclear Indian Point 3 LLC (DE)(50%)(an EWG)
       Entergy Nuclear Fitzpatrick LLC (DE)(50%)(an EWG)
       Entergy Nuclear Ninemile LLC (DE) (50%)(a new subsidiary)
  Entergy Technology Holding Company (100%) (ETC)
    Entergy Technology Company (100%) (ETC)
  Entergy International Holdings Ltd., LLC (DE) (100%) (FUCO)
    Entergy Global Investments, Inc. (100%) (AR) (a new
      subsidiary)
    Entergy International Ltd., LLC (100%) (FUCO)
      Entergy International Investment No. 2 LLC (100%)



<PAGE>
                                         EXHIBIT 1   page 2 of  4

       ENTERGY CORPORATION'S ORGANIZATION OF NON-REG COMPANIES
                       As of June 30, 2000


          Entergy UK Holdings, Ltd (100%)
               Entergy UK Ltd (100%)
                    Entergy UK Enterprises Ltd (100%) (FUCO)
                         EWO Holdings Inc. (33%)(DE)(FUCO)
       Entergy US DB IV LLC (100%)
          Entergy AUS Debt 2 (100%)
            Entergy Victoria, Inc. (311,584 shares)
       Entergy US DB I LLC (100%)
               ENT AUS Debt 1(100%)(FUCO)
  Entergy Global Power Operations Corporation (DE)(100%)(an O&M
    subsidiary)
     Entergy Power Operations U.S., Inc. (DE)(100%)(an O&M
       subsidiary)
     Entergy Power Operations Corporation (DE)(100%)(FUCO)
       Entergy Power Operations Damhead Creek Limited
         Partnership(UK)(99%)(FUCO)
       Entergy Power Operations Damhead Creek
         Corporation(DE)(100%)(FUCO)
         Entergy Power Operations Damhead Creek Limited
            Partnership(UK)(1%)(FUCO)
       Entergy Power Operations Holdings Ltd(Cayman)(100%)(FUCO)
         Entergy Power Operations UK Limited(UK)(100%)(FUCO)
         Entergy Power Operations Pakistan LDC
            (Cayman)(95%)(FUCO)
  Entergy Power Development Corporation (DE) (100%) (FUCO)
     Entergy Power Operations Pakistan LDC (Cayman) (5%) (FUCO)
     Entergy Global Trading Holdings, Ltd. (Cayman) (100%)
       EGT Holding, Ltd. (Cayman) (100%)
         Entergy Trading & Marketing Ltd.(United Kingdom)(100%)
     Entergy Pakistan, Ltd. (DE) (100%) (FUCO)
       Hub Power Co., Ltd. (Pakistan) (<5%) (FUCO)
       Entergy Power Liberty, Ltd. (Mauritius) (100%) (FUCO)
     Entergy Power Asia, Ltd. (Cayman) (100%) (EWG)
     Entergy Power Saltend Holding, Ltd. (Cayman) (100%) (FUCO)
       Entergy Power Saltend, Ltd. (Cayman) (100%) (FUCO)
         Saltend Cogeneration Company, Ltd. (United Kingdom)
            (100%) (FUCO)
       Entergy Power Europe Holding, Ltd. (Cayman) (100%)
        (FUCO)
     Entergy Power Damhead Creek Holding 1, Ltd. (Cayman)(100%)
        (FUCO)
       Entergy Power Damhead Creek Holding II, Ltd. (Cayman)
          (99.99%) (FUCO)
         Entergy Power Damhead Creek Holding III, Ltd. (Cayman)
            (100%) (FUCO)



<PAGE>
                                         EXHIBIT 1   page 3 of  4

       ENTERGY CORPORATION'S ORGANIZATION OF NON-REG COMPANIES
                       As of June 30, 2000


            Damhead Creek Holding, Ltd. (United Kingdom) (100%)
               (FUCO)
              Damhead Creek, Ltd. (United Kingdom) (100%) (FUCO)
                 Damhead Creek Finance, Ltd. (Cayman) (100%)
                    (FUCO)
    Entergy Power Investment Holdings Corporation (DE)
            (100%)(FUCO)
      Entergy Power Damhead Finco., LLC (Delaware)(1%) (FUCO)
    Entergy Power Damhead Finco., LLC (Delaware) (99%) (FUCO)
      Entergy Power Damhead Finco. 1 (Cayman) (100%) (FUCO)
        Damhead Finance LDC (Cayman) (fka Entergy Power Damhead
           Cayman 1 LDC) (1%) (FUCO)
          Damhead Finance (Netherlands Antilles) N.V. (99%)
              (FUCO)
             Damhead Finance (Netherlands) B.V. (99%) (FUCO)
        Damhead Finance (Netherlands Antilles) N.V. (1%) (FUCO)
        Damhead Finance (Netherlands) B.V. (1%) (FUCO)
      Entergy Power Damhead Finco. 2 (Cayman) (100%) (FUCO)
        Damhead Finance LDC (Cayman) (fka Entergy Power Damhead
           Cayman 1 LDC) (99%) (FUCO)
         Damhead Finance (Netherlands Antilles) N.V. (99%)
            (FUCO)
           Damhead Finance (Netherlands) B.V. (99%) (FUCO)
     Entergy S.A. (Argentina) (100%) (FUCO)
       Central Costanera S.A. (Argentina) (6%) (FUCO)
         Central Thermoelectric Buenos Aires, S.A. (Argentina)
            (3%) (FUCO)
     Entergy Power CBA Holding, Ltd. (Bermuda) (100%) (FUCO)
       Central Thermoelectric Buenos Aires, S.A. (Argentina)
          (Indirect 7.8%) (FUCO)
     EWO Holdings Inc. (Delaware) (67%) (FUCO)
       Entergy Power Chile, S.A. (Chile) (100%) (FUCO)
         Inversiones Electricas Quillota S.A. (Chile) (50%)
            (FUCO)
           Compania Electrica San Isidro S.A. (Chile) (50%)
               (FUCO)
     EP Edegel, Inc. (Delaware) (100%) (FUCO)
       Entergy Power Peru S.A. (Peru) (100%) (FUCO)
          Generandes Peru S.A. (Peru) (33%) (FUCO)
            Edegel S.A. (Peru) (60%) (FUCO)
  Entergy Power Holdings USA Corporation (DE)(100%)(an energy
       related company)
    Entergy Turbine Holding QF LLC (100%) (DE)(a new subsidiary)
      Entergy Turbine Holding Louisiana, LLC (100%)(DE)(a new
        subsidiary)



<PAGE>
                                         EXHIBIT 1   page 4 of  4

       ENTERGY CORPORATION'S ORGANIZATION OF NON-REG COMPANIES
                       As of June 30, 2000

    Entergy Power RS Corporation (DE)(100%)(an energy related
      company)
      RS Cogen, LLC (LA)(50%) (a qualifying cogeneration
      facility under PURPA)

</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-99
<SEQUENCE>3
<FILENAME>0003.txt
<TEXT>

                                                               Exhibit 2
		       ENTERGY CORPORATION AND SUBSIDIARIES
			CONSOLIDATED STATEMENT OF INCOME
                      For the Six Months Ended June 30, 2000
                                    (Unaudited)

                                    (Thousands)


                     OPERATING REVENUES
  Domestic electric                                            $3,017,570
  Natural gas                                                      74,292
  Competitive businesses                                          857,418
                                                               -----------
  TOTAL                                                         3,949,280
                                                               -----------
                     OPERATING EXPENSES
  Operating and Maintenance:
     Fuel, fuel-related expenses, and
       gas purchased for resale                                   962,190
     Purchased power                                              872,064
     Nuclear refueling outage expenses                             35,186
     Other operation and maintenance                              827,634
  Decommissioning                                                  17,106
  Taxes other than income taxes                                   163,158
  Depreciation and amortization                                   357,025
  Other regulatory credits-net
                                                                  (20,506)
                                                               -----------
  Amortization of rate deferrals                                   15,279
  TOTAL                                                         3,229,136
                                                               -----------
  OPERATING INCOME                                                720,144
                                                               -----------
                        OTHER INCOME
  Allowance for equity funds used during construction              15,735
  Gain on sale of assets - net                                     21,574
  Miscellaneous - net                                             102,633
                                                               -----------
  TOTAL                                                           139,942
                                                               -----------
                 INTEREST AND OTHER CHARGES
  Interest on long-term debt                                      232,121
  Other interest - net                                             43,652
  Distributions on preferred securities of subsidiaries             9,419
  Allowance for borrowed funds used during construction           (11,977)
                                                                ----------
  TOTAL                                                           273,215
                                                                ----------
  INCOME BEFORE INCOME TAXES                                      586,871

  Income taxes                                                    232,688
                                                                ----------
  CONSOLIDATED NET INCOME                                         354,183

  Preferred dividend requirements and other                        18,131
                                                                ----------
  EARNINGS APPLICABLE TO
  COMMON STOCK                                                   $336,052
                                                                ==========




<PAGE>
                                                          Exhibit 2
                 ENTERGY CORPORATION AND SUBSIDIARIES
                      CONSOLIDATED BALANCE SHEET
                                ASSETS
                             June 30, 2000
                              (Unaudited)
                            (In Thousands)


                   CURRENT ASSETS
   Cash and cash equivalents:
      Cash                                                      $156,068
      Temporary cash investments - at cost,
       which approximates market                               1,637,028
      Special deposits                                             3,978
                                                              -----------
          Total cash and cash equivalents                      1,797,074
                                                              -----------
   Other temporary investments - at cost,
       which approximates market                                  23,100
   Notes receivable                                                3,643
   Accounts receivable:
     Customer                                                    299,948
     Allowance for doubtful accounts                              (9,007)
     Other                                                       354,719
     Accrued unbilled revenues                                   375,983
                                                              -----------
          Total receivables                                    1,021,643
                                                              -----------
   Deferred fuel costs                                           394,875
   Fuel inventory - at average cost                              122,835
   Materials and supplies - at average cost                      358,217
   Rate deferrals                                                 24,265
   Deferred nuclear refueling outage costs                        33,708
   Prepayments and other                                         101,796
                                                              -----------
   TOTAL                                                       3,881,156
                                                              -----------
           OTHER PROPERTY AND INVESTMENTS
   Investment in subsidiary companies - at equity                    214
   Decommissioning trust funds                                 1,284,301
   Non-utility property-at cost(less accumulated depreciation)   327,191

   Non-regulated investments                                     264,442
   Other - at cost (less accumulated depreciation)                22,145
                                                              -----------
   TOTAL                                                       1,898,293
                                                              -----------
                    UTILITY PLANT
   Electric                                                   23,421,808
   Plant acquisition adjustment                                  398,797
   Property under capital lease                                  771,466
   Natural gas                                                   190,000
   Construction work in progress                               1,960,517
   Nuclear fuel under capital lease                              262,996
   Nuclear fuel                                                  109,098
                                                              -----------
   TOTAL UTILITY PLANT                                        27,114,682
   Less - accumulated depreciation and amortization           11,248,370
                                                              -----------
   UTILITY PLANT - NET                                        15,866,312
                                                              -----------
          DEFERRED DEBITS AND OTHER ASSETS
   Regulatory assets:
       Rate deferrals                                              7,430
       SFAS 109 regulatory asset - net                         1,031,503
       Unamortized loss on reacquired debt                       192,493
       Other regulatory assets                                   706,401
   Long-term receivables                                          30,970
   Other                                                         709,718
                                                              -----------
   TOTAL                                                       2,678,515
                                                              -----------
   TOTAL ASSETS                                              $24,324,276
                                                             ============


<PAGE>
                                                          Exhibit 2
        ENTERGY CORPORATION AND SUBSIDIARIES
             CONSOLIDATED BALANCE SHEET
                       ASSETS
                    June 30, 2000
                     (Unaudited)

                   (In Thousands)

                 CURRENT LIABILITIES
   Currently maturing long-term debt                            $194,108
   Notes payable                                                 435,716
   Accounts payable                                              796,560
   Customer deposits                                             164,986
   Taxes accrued                                                 580,593
   Accumulated deferred income taxes                             115,987
   Nuclear refueling outage costs                                  2,329
   Interest accrued                                              153,388
   Co-owner advances                                              14,382
   Obligations under capital leases                              175,466
   Other                                                         173,865
                                                              -----------
   TOTAL                                                       2,807,380
                                                              -----------
       DEFERRED CREDITS AND OTHER LIABILITIES
   Accumulated deferred income taxes                           3,224,430
   Accumulated deferred investment tax credits                   506,142
   Obligations under capital leases                              177,874
   FERC settlement - refund obligation                            34,143
   Other regulatory liabilities                                  225,843
   Decommissioning                                               725,858
   Transition to competition                                     176,722
   Regulatory reserves                                           415,420
   Accumulated provisions                                        280,378
   Other                                                         818,711
                                                              -----------
   TOTAL                                                       6,585,521
                                                              -----------
   Long-term debt                                              7,378,602
   Preferred stock with sinking fund                              69,650
   Company-obligated mandatorily redeemable
    preferred securities of subsidiary trusts
    holding solely junior subordinated deferrable
    debentures                                                   215,000

                SHAREHOLDERS' EQUITY
   Preferred stock without sinking fund                          335,961
   Common stock, $.01 par value, authorized
    500,000,000 shares; issued 247,172,239 shares in 2000          2,472
   Paid-in capital                                             4,636,407
   Retained earnings                                           2,982,495
   Accumulated other comprehensive loss:
      Cumulative foreign currency translation adjustment        (69,811)
      Net unrealized investment losses                           (6,275)
   Less - treasury stock, at cost (23,709,144 shares in 2000)   613,126
                                                             -----------
   TOTAL                                                      7,268,123
                                                             -----------


       TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY           $24,324,276
                                                            ============


</TEXT>
</DOCUMENT>
</SEC-DOCUMENT>
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