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Proc-Type: 2001,MIC-CLEAR
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<SEC-DOCUMENT>0000065984-01-500049.txt : 20010816
<SEC-HEADER>0000065984-01-500049.hdr.sgml : 20010816
ACCESSION NUMBER:		0000065984-01-500049
CONFORMED SUBMISSION TYPE:	8-K
PUBLIC DOCUMENT COUNT:		3
CONFORMED PERIOD OF REPORT:	20010815
ITEM INFORMATION:		Other events
ITEM INFORMATION:		Financial statements and exhibits
ITEM INFORMATION:		
FILED AS OF DATE:		20010815

FILER:

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			ENTERGY CORP /DE/
		CENTRAL INDEX KEY:			0000065984
		STANDARD INDUSTRIAL CLASSIFICATION:	ELECTRIC SERVICES [4911]
		IRS NUMBER:				135550175
		STATE OF INCORPORATION:			DE
		FISCAL YEAR END:			1231

	FILING VALUES:
		FORM TYPE:		8-K
		SEC ACT:		1934 Act
		SEC FILE NUMBER:	001-11299
		FILM NUMBER:		1715774

	BUSINESS ADDRESS:	
		STREET 1:		639 LOYOLA AVE
		CITY:			NEW ORLEANS
		STATE:			LA
		ZIP:			70113
		BUSINESS PHONE:		5045764000

	MAIL ADDRESS:	
		STREET 1:		PO BOX 61000
		CITY:			NEW ORLEANS
		STATE:			LA
		ZIP:			70161

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

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

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	MIDDLE SOUTH UTILITIES INC
		DATE OF NAME CHANGE:	19890521
</SEC-HEADER>
<DOCUMENT>
<TYPE>8-K
<SEQUENCE>1
<FILENAME>a11201.txt
<TEXT>


                  SECURITIES AND EXCHANGE COMMISSION

                        Washington, D.C.  20549

                               FORM 8-K
                            CURRENT REPORT

                Pursuant to Section 13 or 15(d) of the
                    Securities Exchange Act of 1934


     Date of Report (Date earliest event reported) August 15, 2001


Commission   Registrant, State of Incorporation,     I.R.S.
File Number  Address and Telephone Number            Employer
                                                     Identification
                                                     No.
1-11299      ENTERGY CORPORATION                     13-5550175
             (a Delaware corporation)
             639 Loyola Avenue
             New Orleans, Louisiana  70113
             Telephone (504) 576-4000




Form 8-K


Item 5.Other Events

On  August  15,  2001, Entergy's domestic non-utility nuclear  business
agreed  to  purchase the 510 MW Vermont Yankee Nuclear Power  Plant  in
Vernon,  Vermont from Vermont Yankee Nuclear Power Corporation  (VYNPC)
for  $180  million,  to  be paid in cash upon  closing.   Entergy  will
receive  the plant, nuclear fuel, inventories and related real  estate.
The   liability  to  decommission  the  plant,  as  well   as   related
decommissioning trust funds of approximately $280 million, will also be
transferred to Entergy.  Under a 10-year power purchase agreement (PPA)
executed in conjunction with the transaction, Entergy will sell 100% of
the  plant's output up to 510 MW to VYNPC's owner-utilities.   The  PPA
includes an adjustment clause whereby the prices specified in  the  PPA
will  be adjusted downward annually, beginning in 2006, if power market
prices  drop  below the PPA prices.  Management expects  to  close  the
transaction  by the spring of 2002, pending the approvals of  the  NRC,
the Public Service Board of Vermont, and other regulatory agencies.

Item 7.   Financial Statements, Pro Forma Financial Statements and
Exhibits

     (c) Exhibits.

   Exhibit                       Description
     No.
     99.1    Release, dated August 15, 2001, issued by Entergy.
     99.2    Release, dated August 15, 2001, issued by Entergy.



Item 9.   Regulation FD Disclosure

Entergy Corporation

     On August 15, 2001, Entergy Corporation ("Entergy") issued two
public announcements, which are attached as exhibits hereto and
incorporated herein by reference.


                               SIGNATURE


     Pursuant to the requirements of the Securities Exchange Act of
1934, the registrant has duly caused this report to be signed on its
behalf by the undersigned hereunto duly authorized.


                                        Entergy Corporation


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



Dated: August 15, 2001


</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-99
<SEQUENCE>3
<FILENAME>a11201991.txt
<TEXT>


[Logo of Entergy]

                                           For Further Information
                Nancy Morovich, Vice President, Investor Relations
                                    Phone 504/576-5506, Fax - 2897
INVESTOR NEWS                                  nmorovi@entergy.com

August 15, 2001

Entergy  Will  Buy  Vermont  Yankee, Expanding  Northeast  Nuclear
Portfolio to 4,000 MW

Entergy  Corporation  today  announced  that  it  has  reached  an
agreement  to  acquire  the  Vermont  Yankee  nuclear  plant  near
Brattleboro,  Vermont.  The acquisition of Vermont  Yankee  brings
Entergy's   Northeast  generation  portfolio   to   nearly   4,000
megawatts, and makes Entergy the largest nuclear operator  in  the
region.    The   Vermont  Yankee  plant  will  be   acquired   for
approximately  $284/kW  and is expected  to  contribute  $0.03  to
Entergy's  EPS  in  2002 for a partial year  of  operation.   This
amount  is reflected in Entergy's previously-issued 2002  earnings
guidance of $3.30 to $3.50 per share.

Entergy will pay $145 million to the owners of Vermont Yankee  for
the 510 MW plant.  In  addition, the owners agreed to sell fuel at
Vermont  Yankee  to  Entergy for its book value  at  the  time  of
closing, which is estimated to be $35 million.

As  part of the Vermont Yankee purchase, Entergy and twelve owners
of  the plant executed a 10-year Purchase Power Agreement for 100%
of  the plant's output up to 510 MW.  The PPA  price, which varies
by  year, averages $42 per megawatt hour. From 2002 through  2005,
the  PPA contract price is fixed.  Thereafter, the PPA includes  a
"low  market adjuster" that protects VY owner-utilities and  their
power consumers in case market power prices decline significantly.
If  a prior year's average market price of power is more than five
percent  below the annual PPA price for the current year, the  PPA
price  would  drop to 105% of the previous year's  average  market
price.

Vermont  Yankee  will  become the third General  Electric  boiling
water  reactor  in  Entergy's Northeast fleet.  Because  of  this,
Entergy expects to achieve operating efficiencies in the areas  of
purchasing,   inventory  management  and  resource   sharing.   In
addition, Entergy expects to uprate the capacity of Vermont Yankee
by  10%,  or 50 MW, over the next  three years.  The PPA does  not
cover output associated with uprates.

The  transaction  is  targeted to close in  Spring  2002,  pending
approval  by  the  U.S.  Nuclear Regulatory Commission  and  other
regulatory and state agencies.

Description

Plant                        Vermont Yankee
Location               near Brattleboro, Vermont
Reactor type     General Electric boiling water reactor

Capacity                         510 MW
                    (uprates expected to add 50 MW)
Next   refueling       Fall 2002 (18-month cycle)
outage
1991-2000                     89% average
capacity factor
License                           2012
expiration


Terms of Sale

 ETR cash requirements  $180 million ($35 for fuel, $145 for
                        plant and other assets)
 Decommissioning        Owners will transfer $280 million trust
                        fund at closing
 Purchase power         Owners will purchase 100% of VY's 510 MW
 agreement (PPA)        output for 10 years on a unit contingent
                        basis at PPA prices that average $42/MWH
                             o    From 2002 through 2005, PPA price
                                is fixed.
                             o    From 2006 through 2012, PPA price
                                may be adjusted.  The "low market
                                adjuster" applies if a prior year's
                                average market price of power is more
                                than 5% below the annual PPA price for
                                the current year.  In this scenario, the
                                PPA price drops to 105% of the previous
                                year's average market price.


Economic Value of the Transaction

What Entergy is buying:               $Millions
    Fuel                                 35
    Plant & Other assets                 145
    Total                                180
        A purchase price of $145 million for
   510 MW of nuclear generation equates to $284/kW

Expected EPS Contribution1          Range 2002-05
     Annual EPS contribution       $0.07  to  0.10
     from VY                      $(0.04) to (0.03)
     Lost interest income at        $0.03 to 0.07
     Parent
     Total EPS impact

                                       Average
Project Metrics                        2002-05
     Operating Margin                    30%
     Net Margin                          12%
     Coverage                            11X
     ROE                                 15%
     ROIC                                12%





Entergy Nuclear's Northeast Presence

Inserted here is a map showing location and reactor type of
Entergy's Northeastern U.S. non-regulated nuclear plants.

The nuclear businesses of Entergy Corporation are headquartered in
Jackson, Mississippi.  Entergy's nuclear businesses encompass five
power  reactors  at  four locations in Arkansas,  Mississippi  and
Louisiana  under regulatory jurisdictions, and the Corporation  is
expanding   into  the  competitive  power  market  nationally   by
purchasing additional nuclear plants.  The Vermont Yankee purchase
will  be  Entergy's fourth purchase in the Northeast.  The company
purchased Pilgrim Nuclear Station in 1999-the first nuclear  plant
sale in a competitive bidding process, and the Indian Point 3  and
Fitzpatrick Nuclear Stations in 2000.  The company is expected  to
close  the purchase of Indian Point 2 Nuclear Station in September
2001.

Entergy  is  a major global energy company with power  production,
distribution   operations,  and  related   diversified   services.
Entergy owns, manages, or invests in power plants generating  more
than   30,000   megawatts   of   electricity   domestically    and
internationally,  and delivers electricity to  about  2.6  million
customers  in  portions of Arkansas, Louisiana,  Mississippi,  and
Texas.   Through Entergy-Koch, L.P., it is also a leading provider
of wholesale energy marketing and trading services.
                               -30-




          Entergy's on-line address is: www.entergy.com.

The  following  constitutes a "Safe Harbor"  statement  under  the
Private  Securities Litigation Reform Act of 1995:  Investors  are
cautioned  that forward-looking statements contained  herein  with
respect   to  the  revenues,  earnings,  performance,  strategies,
prospects   and   other  aspects  of  the  business   of   Entergy
Corporation,  Entergy Arkansas, Inc., Entergy Gulf  States,  Inc.,
Entergy  Louisiana, Inc., Entergy Mississippi, Inc.,  Entergy  New
Orleans,  Inc.,  and  System  Energy  Resources,  Inc.  and  their
affiliated  companies  may  involve risks  and  uncertainties.   A
number of factors could cause actual results or outcomes to differ
materially   from   those   indicated  by   such   forward-looking
statements.  These factors include, but are not limited to,  risks
and  uncertainties  relating  to:  the  effects  of  weather,  the
performance  of  generating  units and transmission  systems,  the
possession  of nuclear materials, fuel and purchased power  prices
and  availability, the effects of regulatory decisions and changes
in  law,  litigation, capital spending requirements, the onset  of
competition,  including  the ability  to  recover  net  regulatory
assets  and other potential stranded costs, the effects of  recent
developments in the California electricity market on  the  utility
industry nationally, advances in technology, changes in accounting
standards,   corporate  restructuring  and  changes   in   capital
structure,  the success of new business ventures, changes  in  the
markets  for  electricity  and  other energy-related  commodities,
changes  in  interest rates and in financial and foreign  currency
markets  generally, the economic climate and growth  in  Entergy's
service  territories, changes in corporate strategies,  and  other
factors.

_______________________________
1 Assuming 40% debt financing.

</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-99
<SEQUENCE>4
<FILENAME>a11201992.txt
<TEXT>



[Logo of Entergy]                            [Logo of Vermont Yankee]




      Date:      August 15, 2001

      For        Immediate
      Release:

      Contacts:  Entergy Nuclear        Vermont Yankee

                 Carl Crawford          Rob Williams
                 (News Media)           (802) 258-4181
                 (601) 368-5658 office  rob.williams@vynpc.com
                 (888) 432-5493 pager
                 ccrawfo@entergy.com

                 Nancy Morovich         JPMorgan
                 (Investor Relations)   Paul Dabbar
                 (504) 576-5506         (212) 622-2287
                 nmorovi@entergy.com







        Entergy Will Buy Vermont Yankee for $180 Million

     NEW ORLEANS - Entergy Corporation (NYSE: ETR) and the

Vermont Yankee Nuclear Power Corporation have reached an

agreement to sell the Vermont Yankee nuclear power plant in

Vernon, VT, to Entergy for $180 million.

     Vermont Yankee will become Entergy's 10th nuclear unit and

its fifth in the Northeast.  Entergy Nuclear has operated five

nuclear units in Arkansas, Mississippi and Louisiana for more than

20 years and began buying its properties in the Northeast in 1999.

     The $180 million in cash represents $145 million for the

plant and related assets, and $35 million for nuclear fuel.

     "We expect to realize significant operating efficiencies

since Vermont Yankee is a sister plant to our Pilgrim plant in

Plymouth, Mass., and our FitzPatrick plant in Oswego County,

N.Y.," said Wayne Leonard, Chief Executive Officer of Entergy.

All three are boiling water reactors designed by General Electric

and, as a result, many resources such as inventories and spare

parts, best safety practices, group purchasing, specialized

technical skills, manpower, key management and financing can be

shared.

     Ross Barkhurst, President and Chief Executive Officer of

Vermont Yankee, said, "We are pleased to be selling this

outstanding nuclear plant to a national leader in nuclear plant

operations with a strong track record of safe operations. We are

very pleased that the auction process run by JPMorgan has been so

successful.  We were able to execute the auction on a timely basis

with a process which garnered significant interest and clearly

maximized the value of the plant."

     In addition to $180 million, Entergy will retain the plant's

450 employees at their same salary and comparable benefits.

     Entergy will also receive nuclear fuel and all materials and

spare parts inventory as well as the plant, switchyard and related

real estate in nearby Brattleboro.  Entergy will also assume

decommissioning liability for the plant and the plant's

decommissioning trust fund, which is required by the U.S. Nuclear

Regulatory Commission.  No decommissioning top-off or any other

financing by Vermont Yankee Nuclear Power Corporation is

anticipated with the transaction.

     For the benefit of power consumers of the Vermont Yankee

owner-utilities, the deal includes a power purchase agreement

requiring Entergy to sell all the plant's power to present Vermont

Yankee sponsors through 2012, the remaining years of the plant's

operating license, at  average annual prices ranging from $39 to

$45 a megawatt-hour.

     The agreement includes a "low market adjuster" that protects

Vermont Yankee owner-utilities and their power consumers in case

power market prices drop significantly.  If a prior year's average

market price of power is more than five percent below the annual

agreement price for the current year, the agreement price would

drop to 105 percent of the previous year's average market price.

     The Vermont Yankee Nuclear Power Corporation is owned by 12

New England utilities.  The largest shareholder is Central

Vermont Public Service Corp. in Rutland, VT, 31.3 percent, and

the others are New England Power Co., 22.5 percent; Green

Mountain Power Corp., 17.9 percent; Connecticut Light and Power

Co., 9.5 percent; Central Maine Power Co. and Public Service

Company of New Hampshire, 4 percent each; Burlington Electric

Department, 3.6 percent; Cambridge Electric Light and Western

Massachusetts Electric Co., 2.5 percent each; Vermont Electric

Cooperative, Inc., 1 percent, and Washington Electric Cooperative

Inc. and Village of Lyndonville Electric Department, 0.6 percent

each.

     Entergy Nuclear Chief Executive Officer Jerry Yelverton said

the power purchase agreement benefits Entergy as well as New

England.  "New England power consumers will have a reliable source

of electricity with built-in price stability.  That reduces our

risk and allows us to focus our time and attention on increasing

the plant's capacity factor, achieving cost synergies with other

plants, and maintaining the highest level of safe operations."

     The sale is subject to the approval of the Public Service

Board of Vermont, the U.S. Nuclear Regulatory Commission, the

Federal Energy Regulatory Commission and other regulatory

authorities.  After their approvals, a closing is targeted for the

spring of 2002.

     Vermont Yankee is the largest power generator in Vermont,

producing about 30 percent of the power used by Vermont consumers.

With a 510-megawatt capacity, the unit can produce enough power to

supply about 500,000 homes.

     The plant has been an excellent performer with an average

capacity factor of 89 percent over the past 10 years, the second

highest of all boiling water power reactors in the nation.

     "The men and women of Vermont Yankee have worked hard

fulfilling our commitment to a high standard of operations," said

Barkhurst, Vermont Yankee's president.  "Entergy's purchase is a

clear indication that our hard work is valued by a nuclear

industry leader.  Our employees' culture of excellence will be

welcomed by Entergy's successful national operation."

     Yelverton, Entergy Nuclear's CEO, said Entergy will be

committed to high environmental standards and close, supportive

relations with local communities, as the current Vermont Yankee

owners have been.

     Vermont Yankee Chairman Robert Young said, "This agreement

preserves the economic benefits that Vermont Yankee provides the

state and the region and the price stability inherent in the

purchase power agreement helps protect New England's electric

consumers from the volatility of the electricity market. We look

forward to bringing this agreement before our regulators for a

thorough review in the coming months."

     The plant and related assets will be transferred to Entergy

Nuclear Vermont Yankee LLC, an Entergy subsidiary, and will become

part of the Entergy Nuclear Northeast fleet.

     In addition to the three boiling water reactors mentioned,

Entergy also owns and operates the Indian Point 3 unit, purchased

from the New York Power Authority last November, and is preparing

to close the purchase of the Indian Point 2 plant from Con Edison

this fall.  Both are Westinghouse pressurized water reactors and

located on the same site in north Westchester County, N.Y.

     The nuclear businesses of Entergy Corporation are

headquartered in Jackson, Miss.  As a global energy company,

Entergy, based in New Orleans, is the third largest power

generator in the nation with more than 30,000 megawatts of

generating capacity, about $9 billion in annual revenue and over

2.6 million customers in Arkansas, Mississippi, Louisiana and

Texas.

     Entergy Nuclear South operates five nuclear units from its

regional office in Jackson, Miss.  Its newly acquired units are

managed from its Entergy Nuclear Northeast regional office in

White Plains, N.Y.  Entergy Nuclear also manages decommissioning

activities and furnishes license renewal engineering services to

the U.S. nuclear power industry.

     JPMorgan acted as exclusive financial advisor to Vermont

Yankee on the sale, and has been advisor on the sale of 11 of the

last 13 nuclear units sold in the U.S., including Millstone, Nine

Mile Point, Indian Point 3 and James A. Fitzpatrick.

                              -30-

      Entergy's on-line address is www.entergy-nuclear.com
    Vermont Yankee's on-line address is www.vermontyankee.com

The  following  constitutes a "Safe Harbor" statement  under  the
Private Securities Litigation Reform Act of 1995:  Investors  are
cautioned  that forward-looking statements contained herein  with
respect  to  the  revenues,  earnings,  performance,  strategies,
prospects   and  other  aspects  of  the  business   of   Entergy
Corporation,  Entergy Arkansas, Inc., Entergy Gulf States,  Inc.,
Entergy  Louisiana, Inc., Entergy Mississippi, Inc., Entergy  New
Orleans,  Inc.,  and  System  Energy Resources,  Inc.  and  their
affiliated  companies  may involve risks  and  uncertainties.   A
number  of  factors  could cause actual results  or  outcomes  to
differ  materially  from those indicated by such  forward-looking
statements.  These factors include, but are not limited to, risks
and  uncertainties  relating to:  the  effects  of  weather,  the
performance  of  generating units and transmission  systems,  the
possession of nuclear materials, fuel and purchased power  prices
and availability, the effects of regulatory decisions and changes
in  law, litigation, capital spending requirements, the onset  of
competition,  including  the ability to  recover  net  regulatory
assets  and other potential stranded costs, the effects of recent
developments in the California electricity market on the  utility
industry   nationally,   advances  in  technology,   changes   in
accounting  standards,  corporate restructuring  and  changes  in
capital  structure, the success of new business ventures, changes
in   the   markets   for  electricity  and  other  energy-related
commodities,  changes  in interest rates  and  in  financial  and
foreign  currency  markets generally, the  economic  climate  and
growth  in  Entergy's service territories, changes  in  corporate
strategies, and other factors.

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