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Proc-Type: 2001,MIC-CLEAR
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<SEC-DOCUMENT>0000065984-02-000070.txt : 20020415
<SEC-HEADER>0000065984-02-000070.hdr.sgml : 20020415
ACCESSION NUMBER:		0000065984-02-000070
CONFORMED SUBMISSION TYPE:	35-CERT
PUBLIC DOCUMENT COUNT:		3
FILED AS OF DATE:		20020301

FILER:

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

	FILING VALUES:
		FORM TYPE:		35-CERT
		SEC ACT:		1935 Act
		SEC FILE NUMBER:	070-09123
		FILM NUMBER:		02564150

	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:	MIDDLE SOUTH UTILITIES INC
		DATE OF NAME CHANGE:	19890521

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	ENTERGY GSU HOLDINGS INC /DE/
		DATE OF NAME CHANGE:	19940329
</SEC-HEADER>
<DOCUMENT>
<TYPE>35-CERT
<SEQUENCE>1
<FILENAME>a06502.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),  as  modified  by  the

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

and  the related orders dated June 22, 1999 (June 1999 Order) and

August 21, 2000 (the August 2000 Order), this is to certify  that

the  following transactions were carried out during the three (3)

months   ended  December  31,  2001  (the  quarter)  by   Entergy

Corporation's   Non-utility   Companies1   (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 and/or the August 2000 Order.



Authorized Transactions

     Pursuant to the June 1999 Order or the August 2000 Order, as

   applicable, (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  Companies2), (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, (h) the Non-Reg  Companies  are

authorized  to pay dividends to their immediate parent  companies

from  capital accounts or other unearned surplus, and (i) Entergy

and the Non-Reg Companies are authorized to provide guarantees or

other  forms of credit support (Guarantees) to or for the benefit

of  Non-Reg Companies through December 31, 2005, in an  aggregate

principal  amount  not  to  exceed $2 billion  at  any  one  time

outstanding  (excluding  any  Guarantees  previously  issued  and

outstanding under the June 1999 Order.)

     During  the  quarter,  Entergy  and  the  Non-Reg  Companies

participated in the following authorized transactions:



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

Technology  Holding  Company (ETHC), Entergy  Technology  Company

(ETC),  Entergy Holdings, Inc., Entergy Business Solutions,  LLC,

Entergy Thermal LLC, Entergy Global Investments, Inc., Entergy UK

Enterprises  Ltd.,  Entergy  Operations  Services,  Inc.  (EOSI),

Entergy   Procurement  Exchange  Corporation,  Entergy  Solutions

Management Services LLC, Entergy  Solutions Select Ltd.,  Entergy

Commerce,  Inc.,  Entergy Power Development  Corporation  (EPDC),

Entergy  International Ltd. LLC, Entergy Pakistan, Ltd.,  Entergy

Power  Asia  Ltd.,  EP Edegel, Inc., EWO Holdings  Inc.,  Entergy

Power  Operations  Corp.,  Entergy Power  International  Holdings

Corp.,  Entergy  Power Crete Corporation, Entergy  Nuclear,  Inc.

(ENI),   Entergy   Nuclear  Operations,  Inc.,  Entergy   Nuclear

Generation  Corporation (ENGC), Entergy Nuclear  Indian  Point  3

LLC,  Entergy  Nuclear FitzPatrick, LLC, Entergy  Nuclear  Indian

Point 2 LLC, TLG Services, Inc., Entergy MHK Retail, LLC, Entergy

Solutions  Ltd., Entergy Solutions Supply Ltd., Entergy Solutions

Essentials  Ltd,  Entergy Power RS Corp., RS Cogen  LLC,  Entergy

Power Ventures LP, EWO Marketing, LP, Entergy Power E&C Holdings,

LLC,  Warren  Power, LLC, and Entergy Power Gas Operations  Corp.

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 ($224,252) for  consulting

and  other  support  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  ETHC   ($40,326),   ETC

($570,325),  Entergy Holdings, Inc. ($248,272),  Entergy  Thermal

LLC  ($121,094), Entergy Business Solutions, LLC ($14,322),  EPDC

($820,968),  Entergy  International Ltd. LLC ($713,876),  Entergy

Global  Investments,  Inc. ($39,156),  Entergy  MHK  Retail,  LLC

($102,193),  Entergy  UK  Enterprises  Ltd.  ($18,475),   Entergy

Operations   Services,  Inc.  ($162,685),   Entergy   Procurement

Exchange  Corporation,  ($12,777), Entergy  Solutions  Management

Services   LLC   ($362,755),  Entergy   Solutions   Select   Ltd.

($534,288),  Entergy Solutions Essentials Ltd. ($1,369),  Entergy

Commerce,   Inc.  ($15,509),  Entergy  Pakistan  Ltd.  ($33,081),

Entergy  Power  Asia Ltd., ($6,104), EP Edegel,  Inc.  ($66,969),

Entergy  Power  Operations Corporation ($153,492), Entergy  Power

International  Holdings  Corp. ($442,164 credit),  Entergy  Power

Crete  Corporation ($155,961), Entergy Solutions Ltd  ($652,961),

Entergy Solutions Supply Ltd. ($334,120), Entergy Power RS  Corp.

($411,803),   RS   Cogen  LLC  ($140,875),  EWO   Marketing,   LP

($765,903),  Entergy  Power  Ventures LP,  ($1,330,056),  Entergy

Power E&C Holdings, LLC ($392,867), Warren Power, LLC ($211,873),

Entergy  Power  Gas Operations Corp. ($226,209), Entergy  Nuclear

Indian Point 3 LLC ($1,583,929), Entergy Nuclear FitzPatrick  LLC

($1,429,245),  Entergy Nuclear Indian Point 2  LLC  ($1,194,164),

TLG  Services,  Inc.  ($49,914), ENI  ($1,022,178),  and  Entergy

Nuclear Operations, Inc. ($23,909), these services were primarily

related  to management oversight and/or project development.   In

regard   to  ENGC  ($1,537,227),  Enterprises  provided  services

related  to the marketing of energy to third parties at wholesale

and  management  oversight, administrative and support  services.

Also,  during the quarter ENI billed Entergy Nuclear Indian Point

2 LLC (IP2) for costs related to development activities performed

during   prior  quarters  on  behalf  of  IP2  relating  to   the

acquisition of Indian Point 2 nuclear plant, which were billed to

IP2 at cost in the amount of $122,525.

     During   the   quarter,  Entergy  Holdings,  Inc.   provided

management/administrative  and  consulting  services  to  Entergy

Business  Solutions LLC and to Entergy Thermal LLC.  The  amounts

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

Thermal  LLC  during  this  quarter  were  $20,803  and  $48,541,

respectively.

     During  the  quarter, Entergy Solutions Management  Services

LLC provided management/administrative and consulting services to

Entergy Solutions Ltd. and to Entergy Solutions Select Ltd.   The

amounts billed, at cost, during this quarter were $1,600,398  and

$525,839, respectively.

     During  the quarter, Entergy Solutions Supply Ltd.  provided

management/administrative  and  consulting  services  to  Entergy

Solutions Ltd. and to Entergy Solutions Select Ltd.  The  amounts

billed,   at   cost,  during  this  quarter  were  $541,788   and

$1,677,489, respectively.

   During  the  quarter,  Entergy  Retail  Texas,  Inc.  provided

management/administrative  and  consulting  services  to  Entergy

Solutions  Ltd. The amounts billed, at cost, during this  quarter

were $63,456.



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  $14,376

for services rendered during the quarter.

     During  the  quarter,  no  other  consulting  services  were

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



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

   Between Non-Reg Companies

   During  the quarter, Entergy Power, Inc. issued a non-interest

bearing  unsecured  promissory  note  to  EWO  Marketing,  LP  to

evidence a borrowing in the amount of $10,000,000 with a maturity

date  of  December  19,  2003  for the  purpose  of  meeting  its

expenses, to repay debt or to return capital to its parent.

   During  the  quarter,  Entergy Power Global  Operations  Corp.

issued  a  non-interest  bearing  unsecured  promissory  note  to

Entergy International Holdings LLC to evidence a borrowing in the

amount  of $3,400,000 with a maturity date of December  20,  2003

for the purpose of meeting its expenses, to repay debt, to return

capital to its parent, or to make loans to affiliate companies.

   During  the  quarter, no other Non-utility  Loans  subject  to

reporting  in  this Certificate were made by Entergy  to  Non-Reg

Companies or between Non-Reg Companies.



IV.  Other Securities Issuances by Non-Reg Companies

     During the quarter, no Other Securities issuances subject to

reporting in this Certificate were made by 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:  EWO

Wind  II,  LLC and EWO Wind I, LLC were formed to hold  Entergy's

investment  in  Northern Iowa Windpower LLC, which  owns  a  wind

powered  electric  generation plant. In addition,  Entergy  Power

Netherlands  Company,  B.V. and Entergy  Power  Projects  Italia,

S.R.L.,  both previously inactive, were formed to hold  Entergy's

investment  in  certain  European electric  generation  projects;

Entergy  Power  DeSoto  County Ventures Inc.  and  DeSoto  County

Generation Company LLC, both previously inactive, were formed  to

hold   Entergy's  investments  in  certain  electric   generation

projects in United States.

     During the quarter, the foregoing companies were capitalized

as follows: EWO Wind II, LLC and EWO Wind I, LLC were capitalized

with  $1,000  and $1,000, respectively. Entergy Power Netherlands

Company,  B.V.,  and Entergy Power Projects Italia,  S.R.L.  were

previously  capitalized  with  $31,034and  $9,709,  respectively.

Also, Entergy Power DeSoto County Ventures Inc. and DeSoto County

Generation  Company LLC were previously capitalized  with  $1,000

and $1,000, respectively.

     In  addition,  during  the quarter, Entergy  Nuclear  Indian

Point  2  LLC  relinquished its status as a New Subsidiary  as  a

result of receiving EWG status.

     During  the quarter, no other amounts were expended to  form

and initially capitalize any New Subsidiaries or O&M Subs.



VI.  Nature and Extent of O&M Services Provided

     During  the quarter, ENI provided decommissioning management

services  to a large non-associate nuclear operating  utility  in

the  Northeast  and  other  services to  non-associate  companies

related  to  the  operation, maintenance, and decommissioning  of

nuclear  generation facilities.  The total amount billed for  all

such  services was $898,536, consisting of certain incentive fees

and reimbursable expenses.

     During  the quarter, Entergy Nuclear Operations, Inc. (ENOI)

billed,   at   cost,  ENI  ($1,601,010),  TLG  ($835,509),   ENGC

($3,515,178),  IP3  ($27,890,485),  JAF  ($26,602,360)  and   IP2

($25,910,002)  for  O&M Services, including professional  advice,

and   technical  support  primarily  related  to  the  operation,

maintenance or decommissioning of nuclear facilities.

     In addition, during the quarter, EOSI provided power project

related   O&M   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; providing O&M consulting services; providing project

management for the installation of a steam turbine; and providing

engineering,   procurement   and   construction    services    on

transmission and substation facilities. The total amounts  billed

for   all  such  services  during  the  quarter  were  $3,739,360

consisting,  in each case, of market-based fees and  reimbursable

expenses,  at  cost. Also, during the quarter, EOSI provided  O&M

Services   related   to   construction  management   support   to

EntergyShaw, LLC, at cost, in the amount of $95,802.

     During  the  quarter,  Entergy Power  Operations  U.S.  Inc.

provided O&M Services to Entergy Power RS Corporation relating to

construction management and administrative support and to  Warren

Power,   LLC,  wholly-owned  indirect  subsidiaries  of   Entergy

relating   to   long-term   operations   and   maintenance,   and

administrative  support, at cost, for which said  companies  were

billed $1,887 and $1,104,791, respectively.

     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, EPI paid a dividend  as  a  return  of

capital  to  its  parent, Entergy Corporation in  the  amount  of

$10,000,000.

     During the quarter, Entergy International Holdings Ltd.  LLC

paid  $23,515,000 as a distribution out of capital to its parent,

Entergy Corporation.

     During  the  quarter,  Entergy Retail Holding  Company  paid

$5,099,000  as  a  return  of  capital  to  its  parent,  Entergy

Corporation.

     During  the quarter, Entergy Retail Texas, Inc. paid $35,000

as  a  return  of  capital to its parent, Entergy Retail  Holding

Company.

     During  the  quarter,  Entergy Solutions  Supply  Ltd.  paid

$1,500,000  as a return of capital to its parent, Entergy  Retail

Holding Company.

     During  the  quarter,  Entergy  PTB  Holding  Company.  paid

$1,910,000  as  a  return  of  capital  to  its  parent,  Entergy

Corporation.

     During the quarter, Entergy Power Warren Corporation I  paid

$83,107,547  as a return of capital to its parent, Entergy  Power

Generation Corporation.

     During  the  quarter, DeSoto County Generating  Company  LLC

paid  $36,161 as a return of capital to its parent, Entergy Power

DeSoto County Ventures, Inc.

     During  the  quarter, Entergy Power DeSoto County  Ventures,

Inc.  paid $5,500,000 as a dividend to its parent, Entergy  Power

Generation Corporation.

     During  the  quarter,  EWO  GP  Ltd.  paid  $60,780   as   a

distribution out of capital to its parent, EWO Marketing  Holding

LLC.

     During  the quarter, EWO Marketing LP paid $6,078,000  as  a

distribution out of capital to its parent, EWO Marketing  Holding

LLC.

     During  the  quarter,  no other dividends  or  distributions

subject  to  reporting in this Certificate were paid  by  Non-Reg

Companies.



VIII.     Reorganizations

     The  Entergy Non-Reg Companies' organizational structure  as

of December 31, 2001 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.  Outstanding Guarantees Issued by Entergy or by Non-utility

   Companies

   As  of the end of the quarter, the total outstanding amount of

Guarantees issued pursuant to the August 2000 Order by Entergy or

by  Non-Reg Companies (to the extent reportable herein) to or for

the  benefit  of  Non-Reg  Companies was $488,299,870,  excluding

Guarantees previously issued and outstanding under the June  1999

Order in the amount of $32,505,000.



X.   Financial Statements

     Entergy  Corporation's unaudited Balance  Sheet  and  Income

Statement  for the year ended December 31, 2001 are  included  in

Exhibit 2.





        IN  WITNESS  WHEREOF, the undersigned company has  caused

this  certificate to be executed on this 1st  day  of  March

2002.



     ENTERGY CORPORATION



     /s/ Nathan E. Langston
     Nathan E. Langston
     Senior Vice President and Chief Accounting Officer
_______________________________
1 Non-utility Companies  are defined in the August 2000 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".

2 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-99
<SEQUENCE>3
<FILENAME>a06502e1.txt
<TEXT>
                                        EXHIBIT 1   page 1 of  6

       ENTERGY CORPORATION'S ORGANIZATION OF NON-REG COMPANIES
                     As of December 31, 2001

Entergy Corporation
  Entergy Enterprises, Inc. (LA) (100%) (an authorized
     subsidiary)
  Entergy Retail Holding Company (100%)(DE)(a new subsidiary)
     Entergy Retail Texas, Inc. (100%)(DE)(a new subsidiary)
       Entergy Solutions Supply Ltd. (formerly Entergy Retail
          Texas LP-B)(1%)(TX)(a new subsidiary)
       Entergy Solutions Ltd (1%)(TX)(an energy-related company)
     Entergy Solutions Supply Ltd. (formerly Entergy Retail Texas
      LP-B) (99%)(TX)(a new subsidiary)
     Entergy Solutions Ltd (99%)(TX)(an energy-related company)
     Entergy Retail Louisiana LLC-A (100%)(DE)(a new subsidiary)
       Entergy Solutions Management Services LLC
          formerly Entergy Retail Louisiana Management Services
          LLC-A) (100%)(LA)(a new subsidiary)
  Entergy PTB Holding Company (100%)(DE)(a new subsidiary)
     Entergy Solutions Select Ltd. (TX)(99%)(an energy-related
       company)
     Entergy Solutions Essentials Ltd. (TX)(99%)(an energy-
       related company)
     Entergy Select LLC (100%)(DE)(a new subsidiary)
       Entergy Solutions Select Ltd. (TX)(1%)(an energy-related
       company)
       Entergy Solutions Essentials Ltd. (TX)(1%)(an energy-
          related company)
  Entergy Ventures Holding Company, Inc. (DE)(100%)(a new
   subsidiary)
     Entergy MHK Investments LLC (DE)(100%)(a new subsidiary)
     Entergy Commerce, Inc. (DE)(100%)(a new subsidiary)
       Entergy MHK Retail LLC (DE)(100%)(an exempt
          telecommunications company)
  Entergy Resources, Inc. (100%)(DE)(a new subsidiary)
  Entergy Operations Services, Inc. (DE)(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)
  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 (DE)(50%)(a new subsidiary)
     Entergy Power Warren Corporation I (DE)(100%)(a new
       subsidiary)
       Warren Power, LLC (MS)(100%)(an EWG)
     Entergy Power DeSoto County Ventures, Inc. (DE)(100%)(a new
       subsidiary)


<PAGE>

                                        EXHIBIT 1   page 2 of  6

       DeSoto County Generating Company LLC (DE)(100%)(a new
          subsidiary)
     Entergy Power Crete Corporation (DE)(100%)(a new subsidiary)
       Crete Turbine Holdings, LLC (DE)(50%)(a new subsidiary)
       Crete Energy Ventures, LLC (DE)(50%)(a new subsidiary)
     Entergy Power Ventures Corp. I (DE)(100%)(a new subsidiary)
       Entergy Power Ventures LP (DE)(1%)(a new subsidiary)
     Entergy Power Ventures Corp. II (DE)(100%)(a new subsidiary)
       Entergy Power Ventures LP (DE)(99%)(a new subsidiary)
     Entergy Power Fairfield Corporation (DE)(100%)(a new
        subsidiary)
  Entergy Power, Inc. (DE) (100%) (an authorized subsidiary)
  Entergy Holdings Inc. (DE)(100%) (an energy-related company)
     Entergy Business Solutions LLC (DE)(100%)(an energy-related
       company)
     Entergy Thermal LLC (DE)(100%)(an energy-related company)
  Entergy Thermal-UNO LLC (100%)(DE)(an energy-related company)
  Entergy Nuclear Finance Holding, Inc. (100%)(DE)(a new
     subsidiary)
     Entergy Nuclear Finance, Inc. (100%)(DE)(a new subsidiary)
  Entergy Nuclear, Inc. (DE)(100%) (an O&M subsidiary)
     TLG Services, Inc. (CT)(100%)(an energy-related company)
  Entergy Nuclear Holding Company #1 (DE)(75%) (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 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 Holding Company #2 (100%)(DE)(a new
     subsidiary)
     Entergy Nuclear Operations, Inc. (100%)(DE)(an O&M
       subsidiary)
     Entergy Nuclear Fuels Company (100%)(DE)(an O&M subsidiary)
  Entergy Nuclear Holding Company (DE)(100%)(a new subsidiary)
     Entergy Nuclear Holding Company #3 (DE)(100%)(a new
       subsidiary)
       Entergy Nuclear New York Investment Company III (DE)
          (100%)(a new subsidiary)
          Entergy Nuclear Indian Point 2 LLC (DE)(100%)(an EWG)
            Private Fuel Storage LLC (14%)(DE)(an energy-related
                company)
          Entergy Nuclear Vermont Investment Company (100%)(DE)(a
            new subsidiary)
            Entergy Nuclear Vermont Yankee, LLC  (100%)(DE)(a
               new subsidiary)
  Entergy Technology Holding Company (DE)(100%) (ETC)
     Entergy Technology Company (DE)(100%) (ETC)
     Entergy Wireless, Inc. (DE)(100%)


<PAGE>

                                         EXHIBIT 1   page 3 of  6


  Entergy International Holdings Ltd., LLC (DE) (100%) (a new
     subsidiary)
     Entergy Global Investments, Inc. (100%)(AR)(a new
       subsidiary)
       Entergy Nuclear Holding Company #1 (DE)(25%) (an EWG)
       Entergy Power Development Corporation (DE) (15%)(FUCO)
       Entergy Power Generation Corp. (DE)(non-voting common
          stock)(EWG)
       Entergy Marketing Corporation (DE)(100%)(a new
          subsidiary)
          EWO Marketing Holding, LLC (DE)(80%)(a new subsidiary)
            EWO GP LLC (DE)(100%)(an energy-related company)
               EWO Marketing, LP (DE)(1%)(an energy-related
                  company)
            Entergy Power International Holdings Corporation
               (DE)(97%)(a new subsidiary)
               EK Holding I LLC (DE)(100%)(a new subsidiary)
                    Entergy-Koch LP (DE)(48.5%)(a new subsidiary)
                      Gulf South Pipeline LP (DE)(99%)(an
                         authorized subsidiary)
                      Gulf South Pipeline LLC (DE)(100%)(a new
                         subsidiary)
                        Gulf South Pipeline LP (DE)(1%)(an
                          authorized subsidiary)
                      Entergy-Koch Trading LP (DE)(99%)(an
                         energy-related company)
                        EIP Holdings LLC (DE)(11.6%)(an energy-
                           related company)
                      EKT LLC (DE)(99%)(a new subsidiary)
                        Entergy-Koch Trading LP (DE)(1%)(an
                          energy-related company)
                      EGT Holding LTD. (Cayman)(100%)(a FUCO)
                           Entergy-Koch Trading, Ltd.
                           (Europe)(UK)(100%)
                              Entergy-Koch Trading GmbH
                                (Germany)(100%)
               EWO Wind II, LLC (DE)(100%)(a new subsidiary)
                    EWO Wind I, LLC (DE)(100%)(a new subsidiary)
                      Northern Iowa Windpower, LLC (DE) (99%)
                         (EWG)
               EK Holding II LLC (DE)(100%)(a new subsidiary)
                    Entergy-Koch LP (DE)(1%)(a new subsidiary)
               EK Holding III LLC (DE)(100%)(a new subsidiary)
                    Entergy-Koch LLC (DE)(50%)(a new subsidiary)
                      Entergy-Koch LP (DE)(.5%)(a new
                         subsidiary)
     Entergy International Ltd., LLC (DE)(100%)(FUCO)
       Entergy International Investments No. 2 Ltd LLC (DE)
          (100%)(a new subsidiary)
          Entergy UK Holdings, Ltd. (UK)(100%)
            Entergy UK Ltd. (UK)(100%)
               Entergy UK Enterprises Ltd. (DE)(100%) (FUCO)


<PAGE>
                                         EXHIBIT 1   page 4 of  6


                    EWO Holdings Inc. (5.85%)(DE)(FUCO)
       Entergy US DB IV LLC (DE)(100%)
          Entergy Australia Debt II (Aus)(100%)
            Entergy Victoria, Inc. (DE)(311,584 shares)
            Entergy Australia DB I Pty Ltd. (Aus)(<99%)
        Entergy US DB I LLC (DE)(100%)
          Entergy Australia Debt I Pty Ltd. (Aus)(>1%)(FUCO)
            Entergy Australia DB IA Pty LTD. (Aus)(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)
     EN Services I Corporation (DE)(100%)(a new subsidiary)
       (formerly Entergy Power Operations Fairfield Corporation)
       EN Services LP (TX)(99% LP)(an O&M subsidiary)(formerly
          Entergy Power Freestone O&M LP)
     EN Services II Corporation (DE)(100%)(a new subsidiary)
       (formerly Entergy Power Operations Freestone Corporation)
       EN Services LP (TX)(1% GP)(an O&M subsidiary) (formerly
          Entergy Power Freestone O&M LP)
     Entergy Power Operations Corporation (DE)(100%)(FUCO)
       Entergy Power Operations Damhead Creek Limited
          Partnership (UK)(98%)(FUCO)
       Entergy Power Operations Damhead Creek Corporation
          (DE)(99%)(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%)
  Entergy Global Trading Holdings, Ltd. (Cayman) (100%)(a new
     subsidiary)
     Entergy Power International Holdings Corporation (DE)(3%)(a
       new subsidiary)
  Entergy Power Development Corporation (DE) (85%) (FUCO)
     Entergy Power Operations Pakistan LDC (Cayman) (5%)
     Entergy Pakistan, Ltd. (DE) (100%) (FUCO)
     Entergy Power Asia, Ltd. (Cayman) (100%) (EWG)
     Entergy Power Saltend Holding, Ltd. (Cayman) (100%) (a new
       subsidiary)
       Entergy Power Saltend, Ltd. (Cayman) (100%)(a new
          subsidiary)
       Entergy Power Europe Holding, Ltd. (Cayman) (100%)(FUCO)
          Entergy Power Damhead Creek Holding II, Ltd.
            (Cayman)(.01%)(FUCO)
     Entergy Power Damhead Creek Holding I, Ltd. (Cayman)
       (47.84%) (FUCO)
       Entergy Power Damhead Creek Holding II, Ltd. (Cayman)
          (99.99%) (FUCO)
          Entergy Power Properties (Kingsnorth) Limited
            (UK)(100%)

<PAGE>

                                              EXHIBIT 1   page 5 of  6


          Entergy Power Damhead Creek Holding III, Ltd. (Cayman)
            (100%) (FUCO)
            Damhead Creek Holding, Ltd. (United Kingdom) (100%)
               (FUCO)
               Damhead Creek, Ltd. (United Kingdom) (100%)(FUCO)
                 Damhead Creek Finance, Ltd. (Cayman)(100%)
                    (FUCO)
                    Entergy Power Operations Damhead Creek
                       Corporation (DE)(1%)(FUCO)
     Entergy Power Investment Holdings Corporation (DE)
       (100%)(FUCO)
       Entergy Power Damhead FinCo LLC (DE) (1%)(FUCO)
     Entergy Power Damhead FinCo LLC (DE) (99%)(FUCO)
       Entergy Power Damhead FinCo 1 (Cayman) (100%)(FUCO)
          Damhead Finance LDC (Cayman)(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) (99%)(FUCO)
            Damhead Finance (Netherlands Antilles) N.V.
               (99%)(FUCO)
               Damhead Finance (Netherlands) B.V. (99%)(FUCO)
                 Entergy Power Operations Damhead Creek
                    Corporation (DE)(1%)(FUCO)
     Entergy Power Netherlands Company, B.V.(Dutch)(100%)(a new
       subsidiary)
       Sabinas Power Company B.V.(Dutch)(100%)(FUCO)
          Maritza East III Power Company AD (Bulgaria) (1%)(FUCO)
          Entergy Power Projects Italia S.R.L (Italy)(99%)(a new
             subsidiary)
     EWO Holdings, Inc. (DE)(34.78%)(FUCO)
       Entergy Power Damhead Creek Holding 1, Ltd. (Cayman)
          (52.16%) (FUCO)
       Entergy Power BJE Holding Ltd. (Cayman)(100%)
          Bom Jardim Energetica LTDA (Brazil)(99.99%)
          Entergy do Brasil LTDA (Brazil)(99.99%)
          Entergy Power BJE Ltd. (Cayman)(100%)
            Bom Jardim Energetica LTDA (Brazil)(.01%)
            Entergy do Brasil LTDA (Brazil)(.01%)
       Latin America Holding I, Ltd. (Cayman)(60.27%)(FUCO)
          Latin America Holding II, Ltd. (Cayman)(100%)(FUCO)
             Entergy Power Peru S.A.(Peru)(>.1%)(FUCO)
             Entergy Power Chile S.A. (Chile)(>.1%)(FUCO)
             Entergy S.A. (Argentina) (>.1%)(FUCO)
          Entergy Power Chile S.A. (Chile)(<99.9%)(FUCO)
            Inversiones Electricas Quillota S.A. (Chile)(25.1%)
               (FUCO)
               Compania Electrica San Isidro S.A. (Chile)(50.1%)
                 (FUCO)

<PAGE>

                                           EXHIBIT 1   page 6 of  6


          Entergy S.A. (Argentina) (<99.9%)(FUCO)
            Central Costanera S.A. (Argentina)(6%)(FUCO)
               Central Thermoelectric Buenos Aires, S.A.
                  (Argentina) (51%)(FUCO)
          Entergy Power CBA Holding, Ltd. (Bermuda) (100%)(FUCO)
            Central Thermoelectric Buenos Aires, S.A.
               (Argentina) (Indirect 7.8%) (FUCO)
       Entergy Power Peru S.A. (Peru)(<99.9%)(FUCO)
        Generandes Peru S.A. (Peru) (38.127%)(FUCO)
           Edegel S.A. (Peru) (63.552%)(FUCO)
     EP Edegel, Inc. (DE) (100%) (FUCO)
       EWO Holdings Inc. (DE)(59.87%)(FUCO)
     Entergy Power Maritza Holding, Inc. (DE)(100%)(FUCO)
       Entergy Power Maritza Holding I, Ltd. (Cayman)(100%)
           (FUCO)
          Entergy Power Maritza Holding II, Ltd. (Cayman)(100%)
            (FUCO)
            Entergy Power Maritza Holding, Limited (Cyprus)(50%)
               (FUCO)
          Entergy Power Maritza Holding III, Ltd.
               (Cayman)(100%)(FUCO)
            Entergy Power Maritza Holding, Limited
               (Cyprus)(50%)(FUCO)
     Maritza East III Power Company AD (Bulgaria)(51%)(FUCO)
     Maritza Power Holdings Maritza BV (Bulgaria)(100%)(FUCO)
       Maritza East 3 Operating Company AD (Bulgaria)(99%)(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)
     Entergy Power RS Corporation (DE)(100%)(an energy related
        company)
       RS Cogen, LLC (LA)(50%) (a qualifying co-generation
          facility under PURPA)
  Entergy Power E&C Corporation (100%)(a new subsidiary)
     Entergy Power E&C Holdings, LLC (100%)(a new subsidiary)
       EntergyShaw LLC (50%)(an O&M subsidiary)
  EWO Marketing Holding LLC (DE)(20%)(a new subsidiary)

</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-99
<SEQUENCE>4
<FILENAME>a06502e2.txt
<TEXT>

                                       Exhibit 2 page 1 of 3

           ENTERGY CORPORATION AND SUBSIDIARIES
                CONSOLIDATED BALANCE SHEET
                    DECEMBER 31, 2001
                      (In Thousands)
                       (Unaudited)

                          ASSETS

                      CURRENT ASSETS
Cash and cash equivalents:
  Cash                                                         $129,866
  Temporary cash investments - at cost,
   which approximates market                                    618,327
  Special deposits                                                3,380
                                                            -----------
     Total cash and cash equivalents                            751,573
                                                            -----------
Other temporary investments                                     150,000
Notes receivable                                                  2,137
Accounts receivable:
  Customer                                                      294,799
  Allowance for doubtful accounts                              (19,255)
  Other                                                         286,671
  Accrued unbilled revenues                                     268,680
                                                            -----------
     Total receivables                                          830,895
                                                            -----------
Deferred fuel costs                                             172,444
Accumulated deferred income taxes                                 6,488
Fuel inventory - at average cost                                 97,497
Materials and supplies - at average cost                        460,644
Deferred nuclear refueling outage costs                          79,755
Prepayments and other                                           129,251
                                                            -----------
TOTAL                                                         2,680,684
                                                            -----------

              OTHER PROPERTY AND INVESTMENTS
Investment in affiliates - at equity                            766,103
Decommissioning trust funds                                   1,775,950
Non-utility property - at cost (less accumulated
  depreciation)                                                 295,616
Other                                                           495,542
                                                            -----------
TOTAL                                                         3,333,211
                                                            -----------

              PROPERTY, PLANT AND EQUIPMENT
Electric                                                     26,359,376
Plant acquisition adjustment                                    374,399
Property under capital lease                                    753,310
Natural gas                                                     201,841
Construction work in progress                                   882,829
Nuclear fuel under capital lease                                265,464
Nuclear fuel                                                    232,387
                                                            -----------
TOTAL PROPERTY, PLANT AND EQUIPMENT                          29,069,606
Less - accumulated depreciation and amortization             11,805,578
                                                            -----------
PROPERTY, PLANT AND EQUIPMENT - NET                          17,264,028
                                                            -----------

             DEFERRED DEBITS AND OTHER ASSETS
Regulatory assets:
  SFAS 109 regulatory asset - net                               946,126
  Unamortized loss on reacquired debt                           166,546
  Other regulatory assets                                       707,439
Long-term receivables                                            28,083
Other                                                           784,194
                                                            -----------
TOTAL                                                         2,632,388
                                                            -----------

TOTAL ASSETS                                                $25,910,311
                                                            ===========



<PAGE>

                                 Exhibit 2  page 2 of 3


           ENTERGY CORPORATION AND SUBSIDIARIES
                CONSOLIDATED BALANCE SHEET
                    DECEMBER 31, 2001
                      (In Thousands)
                       (Unaudited)

           LIABILITIES AND SHAREHOLDERS' EQUITY

                   CURRENT LIABILITIES
Currently maturing long-term debt                              $682,771
Notes payable                                                   351,018
Accounts payable                                                592,529
Customer deposits                                               188,230
Taxes accrued                                                   700,133
Nuclear refueling outage costs                                    2,080
Interest accrued                                                192,420
Obligations under capital leases                                149,352
Other                                                           345,387
                                                            -----------
TOTAL                                                         3,203,920
                                                            -----------

          DEFERRED CREDITS AND OTHER LIABILITIES
Accumulated deferred income taxes                             3,574,664
Accumulated deferred investment tax credits                     471,090
Taxes accrued                                                   250,000
Obligations under capital leases                                181,085
Other regulatory liabilities                                    135,878
Decommissioning                                               1,194,333
Transition to competition                                       231,512
Regulatory reserves                                              37,591
Accumulated provisions                                          425,399
Other                                                           852,269
                                                            -----------
TOTAL                                                         7,353,821
                                                            -----------

Long-term debt                                                7,321,028
Preferred stock with sinking fund                                26,185
Preferred stock without sinking fund                            334,337
Company-obligated mandatorily redeemable
  preferred securities of subsidiary trusts holding
  solely junior subordinated deferrable debentures              215,000

                   SHAREHOLDERS' EQUITY
Common stock, $.01 par value, authorized 500,000,000
  shares; issued 248,174,087 shares in 2001                       2,482
Paid-in capital                                               4,662,704
Retained earnings                                             3,638,448
Accumulated other comprehensive loss                           (88,794)
Less - treasury stock, at cost (27,441,384 shares in 2001)      758,820
                                                            -----------
TOTAL                                                         7,456,020
                                                            -----------


TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY                  $25,910,311
                                                            ===========


<PAGE>

                                                  Exhibit 2 page 3 of 3


                 ENTERGY CORPORATION AND SUBSIDIARIES
                   CONSOLIDATED STATEMENT OF INCOME
                 For the Year Ended December 31, 2001
                            (In Thousands)
                              (Unaudited)


                    OPERATING REVENUES
Domestic electric                                            $7,244,827
Natural gas                                                     185,902
Competitive businesses                                        2,190,170
                                                            -----------
TOTAL                                                         9,620,899
                                                            -----------

                    OPERATING EXPENSES
Operating and Maintenance:
   Fuel, fuel-related expenses, and
     gas purchased for resale                                 3,681,677
   Purchased power                                            1,021,432
   Nuclear refueling outage expenses                             89,145
   Other operation and maintenance                            2,151,742
Decommissioning                                                   3,189
Taxes other than income taxes                                   399,849
Depreciation and amortization                                   721,033
Other regulatory charges (credits) - net                       (37,093)
Amortization of rate deferrals                                   16,583
                                                            -----------
TOTAL                                                         8,047,557
                                                            -----------

OPERATING INCOME                                              1,573,342
                                                            -----------

                       OTHER INCOME
Allowance for equity funds used during construction              26,209
Gain on sale of assets - net                                      5,226
Interest and dividend income                                    159,805
Equity in earnings of unconsolidated equity affiliates          180,956
Miscellaneous - net                                            (22,843)
                                                            -----------
TOTAL                                                           349,353
                                                            -----------

                INTEREST AND OTHER CHARGES
Interest on long-term debt                                      544,920
Other interest - net                                            197,638
Distributions on preferred securities of subsidiaries            18,838
Allowance for borrowed funds used during construction          (21,419)
                                                            -----------
TOTAL                                                           739,977
                                                            -----------

INCOME BEFORE INCOME TAXES AND
CUMULATIVE EFFECT OF ACCOUNTING CHANGE                        1,182,718

Income taxes                                                    455,693
                                                            -----------

INCOME BEFORE CUMULATIVE EFFECT
OF ACCOUNTING CHANGE                                            727,025

CUMULATIVE EFFECT OF ACCOUNTING
CHANGE (net of income taxes of $10,064)                          23,482
                                                            -----------

CONSOLIDATED NET INCOME                                         750,507

Preferred dividend requirements and other                        24,311
                                                            -----------

EARNINGS APPLICABLE TO
COMMON STOCK                                                   $726,196
                                                            ===========

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