SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
FORM U5S
ANNUAL REPORT
For the Year Ended December 31, 2000
Filed Pursuant to the
Public Utility Holding Company Act of 1935
by
ENTERGY CORPORATION
639 Loyola Avenue
New Orleans, Louisiana 70113
TABLE OF CONTENTS
PAGE
ITEM TITLE NUMBER
1 System Companies and Investments Therein
as of December 31, 2000 1
2 Acquisitions or Sales of Utility Assets 15
3 Issue, Sale, Pledge, Guarantee or Assumption
of System Securities 16
4 Acquisition, Redemption or Retirement of
System Securities 19
5 Investments in Securities of Non-System
Companies 20
6 Officers and Directors 21
7 Contributions and Public Relations 62
8 Service, Sales and Construction Contracts 64
9 Wholesale Generators and Foreign Utility
Companies 67
10 Financial Statements and Exhibits 73
Signatures 94
ITEM 1. SYSTEM COMPANIES AND INVESTMENTS THEREIN AS OF DECEMBER 31, 2000
Number of % of Issuer Owner's
Name of Company (1) Common Voting Book Book
(and abbreviations used herein) Shares Owned Power Value Value
(000s) (000s)
Entergy Corporation (2,7)
Entergy Arkansas, Inc. (Entergy Arkansas) (2,3,4) 46,980,196 100 $1,139,882 $1,139,882
The Arklahoma Corporation (ARKCO) (4) 170 47.6 $ 216 $ 216
Entergy Gulf States, Inc. (Entergy Gulf States) (2) 100 100 $1,552,378 $1,942,742
Varibus Corporation (Varibus) 100,000 100 $ 27,624 $ 27,624
Prudential Oil and Gas, Inc. (POG) 11,537 100 $ 5,074 $ 5,074
Southern Gulf Railway Company (Southern Gulf) 1,000 100 $ 149 $ 149
GSG&T Inc. (GSG&T) 25,000 100 $ 16,968 $ 16,968
Entergy Louisiana, Inc. (Entergy Louisiana) (2, 3) 165,173,180 100 $1,237,048 $1,237,048
Entergy Mississippi, Inc. (Entergy Mississippi) (2, 3) 8,666,357 100 $ 443,437 $ 443,437
Jackson Gas Light Company (5) 360 100 $ - $ -
Entergy Power & Light Company (5) 75 100 $ - $ -
The Light, Heat, and Water Company of Jackson, Mississippi (5) 75 100 $ - $ -
Entergy New Orleans, Inc. (Entergy New Orleans) (2,3) 8,435,900 100 $ 134,617 $ 134,617
System Energy Resources, Inc. (System Energy) (2) 789,350 100 $ 893,426 $ 893,426
Entergy Services, Inc. (Entergy Services) (2) 2,000 100 $ 20 $ 20
Entergy Operations, Inc. (Entergy Operations) (2) 1,000 100 $ 1,000 $ 1,000
Entergy Enterprises, Inc. (Entergy Enterprises) 57,400 100 $ 28,998 $ 28,998
Entergy Retail Holding Company (7) *** 1,000 100 $ 5,116 $ 3,401
Entergy Retail Texas, Inc. (7) *** 1,000 100 $ 46 $ 46
Entergy Solutions Ltd. (7) *** 1% General - $ 1,454 $ 30
Partnership
Interest
Entergy Solutions Supply Ltd. (7) *** 1% Limited - $ 831 $ 10
Partnership
Interest
Entergy Solutions Ltd. (7) *** 99% Limited - $ 1,454 $ 2,959
Partnership
Interest
Number of % of Issuer Owner's
Name of Company (1) Common Voting Book Book
(and abbreviations used herein) Shares Owned Power Value Value
(000s) (000s)
Entergy Solutions Supply Ltd. (7) *** 99% Limited 0 $ 831 $ 991
Partnership
Interest
Entergy Retail Louisiana LLC-A (7) *** 90% Member 90 $ 284 $ 262
Interest
Entergy Retail Louisiana LLC-B (7) *** 10% Member 10 $ 284 $ 29
Interest
Entergy Retail Louisiana Management 50% Member 50 $ 500 $ 251
Services LLC-A (7) *** Interest
Entergy Retail Louisiana LLC-B (7) *** 90% Member 90 $ 284 $ 262
Interest
Entergy Retail Louisiana LLC-A (7) *** 10% Member 10 $ 284 $ 29
Interest
Entergy Retail Louisiana Management 50% Member 50 $ 500 $ 251
Services LLC-A (7) *** Interest
Entergy Ventures Holding Company, Inc. (7) *** 1,000 100 $ 10,651 $ 10,651
Entergy MHK Investments LLC (7) *** 100% Member 100 $ 10,500 $ 10,500
Interest
Entergy Commerce, Inc. (7) *** 1,000 100 $ 131 $ 131
Entergy MHK Retail LLC (7) *** 100% Member 100 $ 130 $ 130
Interest
Entergy Resources, Inc. (7) 1,000 100 $ - $ -
Entergy Operations Services, Inc. (EOSI) 3,000 100 $ 2,921 $ 2,921
Entergy Power Gas Holdings Corporation (7) 1,000 100 $ 5,000 $ 5,000
Entergy Power Technologies Corporation (7) 1,000 100 $ 1,000 $ 1,000
Entergy Power Gas Operations Corporation (7) 800 80 $ 4,748 $ 3,798
Highland Energy Company (7) 3,844 75 $ 2,132 $ 2,132
Entergy Procurement Exchange Holding Corporation (7) 1 100 $ 4,428 $ 4,428
Entergy Power Generation Corporation (6) 1,000 100 $ 49,002 $ 49,002
EAL Power Generation, LLC 100% Member 100 $ - $ -
Interest
Entergy Power Crete Corporation (7) 1,000 100 $ 21 $ 21
Number of % of Issuer Owner's
Name of Company (1) Common Voting Book Book
(and abbreviations used herein) Shares Owned Power Value Value
(000s) (000s)
Crete Energy Ventures, LLC (7) 50% Member 50 $ 1,267 $ 634
Interest
Crete Turbine Holdings, LLC (7) 50% Member 50 $48,957 $24,479
Interest
Entergy Power Clay County I Corporation (7) 1,000 100 $ 1 $ 1
Clay County Power LLC (7) 50% Member 50 $ - $ -
Interest
Entergy Power Clay County II Corporation (7) 1,000 100 $ 1 $ 1
Clay County Power LLC (7) 50% Member 50 $ - $ -
Interest
Entergy Power DeSoto County Ventures, Inc. (7) 1,000 100 $ - $ -
DeSoto County Generating Company LLC (7) 100% Member 100 $ - $ -
Interest
Entergy Power Franklin County I Corporation (7) 1,000 100 $ - $ -
Franklin County Power, LLC (7) 50% Member 50 $ - $ -
Interest
Entergy Power Franklin County II Corporation (7) 1,000 100 $ - $ -
Franklin County Power, LLC (7) 50% Member 50 $ - $ -
Interest
Entergy Power Greenville Generating Company I (7) 1,000 100 $ - $ -
Greenville Generating Company, LLC (7) 50% Member 50 $ - $ -
Interest
Entergy Power Greenville Generating Company II (7) 1,000 100 $ - $ -
Greenville Generating Company, LLC (7) 50% Member 50 $ - $ -
Interest
Entergy Power Jackson Generating Company I (7) 1,000 100 $ - $ -
Entergy Power Jackson Generating Company II (7) 1,000 100 $ - $ -
Jackson Generating Company, LLC (7) 50% Member 50 $ - $ -
Interest
Entergy Power Ventures Corp. I (7) 1,000 100 $ 1 $ 1
Entergy Power Ventures L.P. (7) 1% General 100 $ 67 $ 33
Partnership
Interest
Number of % of Issuer Owner's
Name of Company (1) Common Voting Book Book
(and abbreviations used herein) Shares Owned Power Value Value
(000s) (000s)
Entergy Power Ventures Corp. II (7) 1,000 100 $ 42 $ 42
Entergy Power Ventures L.P. (7) 99% Limited - $ 67 $ 34
Partnership
Interest
Entergy Power Warren Corporation I (7) 10,000 100 $ (1,138) $ (1,138)
Warren Power, LLC (7) 100% Member 100 $ (1,858) $ (1,858)
Interest
Entergy Power Fairfield Corporation * 1,000 100 $ 186 $ 186
Entergy Power Freestone O & M LP (7) * 1% General 100 $ - $ -
Partnership
Interest
Freestone Power Generation L.P. * 99% Limited - $ - $ -
Partnership
Interest
Entergy Power Freestone O & M LP (7) * 99% Limited - $ - $ -
Partnership
Interest
Entergy Power, Inc. 11,000 100 $ 65,939 $ 65,939
Entergy Power Marketing Corp. (EPMC) 250 100 $105,104 $105,104
Entergy Holdings Inc. (EHI) *** 3,000 100 $ 6,001 $ 3,717
Entergy Business Solutions, LLC *** 100% Member 100 $ (972) $ 5
Interest
Entergy Thermal, LLC *** 100% Member 100 $ 6,758 $ 8,065
Interest
Entergy Nuclear, Inc. (ENI) *** 3,000 100 $ 890 $ 449
TLG Services, Inc. (7) *** 5 100 $ 4,059 $ 4,500
Entergy Nuclear Holding Company # 1 (ENHC #1) (6) 3,000 75 $212,732 $163,769
Entergy Nuclear Generation Corporation (ENGC) (6) *** 1 100 $149,593 $ 89,222
Entergy Nuclear New York Investment Company I (6) *** 1,000 100 $ (2,618) $ 2,501
Entergy Nuclear Indian Point 3 LLC (6) *** 50% Member 50 $ 42,999 $ 15,822
Interest
Entergy Nuclear FitzPatrick LLC (6) *** 50% Member 50 $ 29,895 $ 11,678
Interest
Number of % of Issuer Owner's
Name of Company (1) Common Voting Book Book
(and abbreviations used herein) Shares Owned Power Value Value
(000s) (000s)
Entergy Nuclear Ninemile LLC *** 50% Member 50 ** **
Interest
Entergy Nuclear New York Investment Company II (6) *** 1,000 100 $ (2,618) $ 2,501
Entergy Nuclear Indian Point 3 LLC (6) *** 50% Member 50 $ 42,999 $ 15,822
Interest
Entergy Nuclear FitzPatrick LLC (6) *** 50% Member 50 $ 29,895 $ 11,678
Interest
Entergy Nuclear Ninemile LLC *** 50% Member 50 ** **
Interest
Entergy Nuclear Holding Company #2 (7) *** 1,000 100 $ 2 $ (451)
Entergy Nuclear Operations, Inc. (7) *** 1,000 100 $ (411) $ 1
Entergy Nuclear Fuels Company (7) *** 1,000 100 $ (40) $ 1
Entergy Nuclear Holding Company 3,000 100 ** **
Entergy Nuclear Holding Company # 3 (7) *** 1,000 100 ** **
Entergy Nuclear New York Investment Company III (7) *** 1,000 100 ** **
Entergy Nuclear Indian Point 2 LLC(7) *** 100% Member 100 $ ** **
Interest
Entergy Technology Holding Company (ETHC) *** 10 100 $ 9,537 $ 12,921
Entergy Technology Corporation (ETC) *** 10 100 $ 10,394 $ 7,010
Entergy Wireless, Inc. (*) (***) 10 100 $ - $ -
Entergy International Holdings Ltd. LLC (6) 100% Member 100 $ 836,581 $ 833,705
Interest
Entergy Global Investments, Inc. (7) *** 1,000 100 $ (5,670) $ 1,000
Entergy Nuclear Holding Company #1 (6) *** 3,000 25 $ 144,708 $ 50,000
Entergy Power Development Corporation (6) *** 10,959 15 $ 171,579 $ 47,147
Entergy Power Generation Corporation (6) *** Non-voting - $ 33,000 $ 33,000
common
stock
EWO Marketing Holding, Inc. (7) 1,000 100 $ 1 $ 1
EWO Marketing, LP 99% Limited 0 $ 1 $ 1
Partnership
Interest
Number of % of Issuer Owner's
Name of Company (1) Common Voting Book Book
(and abbreviations used herein) Shares Owned Power Value Value
(000s) (000s)
EWO GP LLC (7) 100% Member 100 $ 1 $ 1
Interest
EWO Marketing, LP (7) 1% General 100 ** **
Partnership
Interest
Entergy International LTD LLC (6) 100% Member 100 $912,527 $ 890,103
Interest
Entergy International Investments No. 2 Ltd., LLC *** 100% Member 100 $406,633 $ 505,593
Interest
Entergy UK Holdings Limited (6) *** 307,310 100 $513,989 $ 505,981
Entergy UK Limited (6) *** 307,310 100 $941,738 $ 507,236
Entergy UK Enterprises Limited (6) *** 574,000 100 $ 70,524 $ 947,444
EWO Holdings Inc.(6) 8,000 33 $ 8,235 $ 8,235
Entergy Power Maritza Holding III, Ltd. 1 - $ - $ -
Entergy US DB I LLC 6,587,940 100 $ 2,924 $ 2,915
Entergy AUS DB I Pty Limited * 3,163,044 >1 $ 206 $ 206
Entergy US DB IV LLC 658,912,260 100 $287,218 $ 291,455
Entergy Australia DB II Pty Limited * 40,000 100 $119,750 $ 119,590
Entergy Australia DB I Pty Limited * 316,447,786 less then 99 $ 206 $ 206
Entergy Victoria , Inc. 311,584 100 $119,750 $ 119,590
Entergy Australia DB I Pty Limited * >1 $ - $ -
10,000
Entergy Australia DB 1 A Pty Limited (6) * 40,000 100 $ - $ -
Entergy Power International Holdings Corporation 1,000 100 $ (793) $ (793)
Entergy Global Power Operations Corporation 1,000 100 $ 3,700 $ 3,700
Entergy Power Operations U.S., Inc. 1,000 100 $ 1 $ 1
Entergy Power Operations Corporation (6) 1,000 100 $ 3,985 $ 3,985
Entergy Power Operations Damhead Creek 99% Limited - $ 931 $ 922
Limited Partnership (6) Partnership
Interest
Entergy Power Operations Holdings, Ltd. (6) 10 100 $ 3,844 $ 3,844
Entergy Power Operations Pakistan LDC (6) 190 95 $ 112 $ 107
Number of % of Issuer Owner's
Name of Company (1) Common Voting Book Book
(and abbreviations used herein) Shares Owned Power Value Value
(000s) (000s)
Entergy Power Operations U.K., Ltd. (6) 1,000 100 $ 3,490 $ 3,490
Entergy Tarong Services Pty., Ltd. 1,000 100 $ 1 $ 1
Entergy Power Operations Damhead Creek Corporation (6) 998 99.8 $ 1 $ 1
Entergy Power Operations Damhead Creek 1% General 100 $ 931 $ 9
Limited Partnership (6) Partnership
Interest
Entergy Power Operations Fairfield Corporation (7) 1,000 100 $ - $ -
Entergy Power Operations Freestone Corporation (7) 1,000 100 $ - $ -
Entergy Power Development Corporation (6) 62,100 85 $238,331 $238,331
Entergy Power Operations Pakistan LDC (6) 10 5 $ 112 $ 6
Entergy Global Trading Holdings, Ltd. 1,000 100 $ 13,157 $ 13,157
EGT Holdings, Ltd. 1,000 100 $ 13,157 $ 13,157
Entergy Trading and Marketing, Ltd. 500 100 $ 21,864 $ 21,864
Entergy Pakistan, Ltd. (6) 378 100 $ 21,811 $ 21,811
Entergy Power Liberty, Ltd. (6) 100 100 $ (1) $ (1)
Entergy Power Asia, Ltd. (6) 1,002 100 $ (970) $ (970)
Entergy Power Saltend Holding, Ltd. (6) 4,716,700 100 $ 65,995 $ 65,995
Entergy Power Saltend, Ltd. (6) 48,147 100 $ 90,372 $ 90,372
Saltend Cogeneration Company, Ltd. (6) 24,001,000 100 $ 89,773 $ 89,773
Entergy Power Europe Holding, Ltd. (6) 1,000 100 $ 64 $ 64
Entergy Power Damhead Creek Holding II, Ltd. (6) 1 .1 $ 1,687 $ 2
Entergy Power Damhead Creek Holding I, Ltd. (6) 2,000 100 $ (7,932) $ (7,932)
Entergy Power Damhead Creek Holding II, Ltd. (6) 999 99.9 $ 1,687 $ 1,685
Entergy Power Properties (Kingsnorth), Ltd. (6) 5,002 100 $ 8 $ 8
Entergy Power Damhead Creek Holding III, Ltd. (6) 2,000 100 $ 43,912 $ 43,912
Damhead Creek Holding Limited (6) 2 100 $ (4,451) $ (4,451)
Damhead Creek Limited (6) 1,200,101 100 $ 51,830 $ 51,830
Damhead Creek Finance Ltd. (6) 200 100 $ (7) $ (7)
Number of % of Issuer Owner's
Name of Company (1) Common Voting Book Book
(and abbreviations used herein) Shares Owned Power Value Value
(000s) (000s)
Entergy Power Operations Damhead 1 0.1 $ 1 $ -
Creek Corporation (6)
Entergy Power Investment Holdings Corporation (6) 1,000 100 $ 1 $ 1
Entergy Power Operations Damhead 1 0.1 $ 1 $ -
Creek Corporation (6)
Entergy Power Investment Holdings Corporation (6) 1,000 100 $ 1 $ 1
Entergy Power Damhead Finco LLC (6) 1% Member 1 $ 415 $ 4
Interest
Entergy Power Damhead Finco LLC (6) 99% Member 99 $ 415 $ 411
Interest
Entergy Power Damhead Finco 1 (6) 1,000 100 $ (4) $ (4)
Damhead Finance LDC (6) 10 1 $ 257 $ 3
Damhead Finance (Netherlands Antilles) N.V. (6) 60 1 $ (161) $ (2)
Damhead Finance (Netherlands) B.V. (6) 4 1 $ 3 $ -
Entergy Power Damhead Finco 2 (6) 1,000 100 $ 252 $ 252
Damhead Finance LDC (6) 990 99 $ 257 $ 254
Damhead Finance (Netherlands Antilles) N.V. (6) 5,940 99 $ (161) $ (159)
Damhead Finance (Netherlands) B.V. (6) 396 99 $ 3 $ 3
Entergy Power Operations Damhead 1 0.1 $ 1 $ -
Creek Corporation (6)
Entergy S.A. (6) 2,230,000 100 $ 11,313 $ 11,313
EWO Holdings Inc. (6) 16,225 67 $ 14,535 $ 14,535
Latin America Holding I, Ltd. (7) 1 100 $ - $ -
Latin America Holding II, Ltd. (7) 1 100 $ - $ -
Entergy Power CBA Holding, Ltd. (6) 12,000 100 $ 3,732 $ 3,732
Entergy Power Chile, S.A. (6) 6,558,511 99.9 $ 10,772 $ 10,761
Inversiones Electricas Quillota S.A. (6) 608,681 50.01 CP14,913,550 CP7,456,775
Compania Electrica San Isidro S.A. (6) 1,025,001 25 CP29,774,268 CP7,443,567
Entergy Power Peru, S.A. (6) 425,702,300 100 $ 142,634 $ 142,634
Generandes Peru S.A. (6) 425,714,721 34.7 SL 1,795,083 SL1,799,042
Number of % of Issuer Owner's
Name of Company (1) Common Voting Book Book
(and abbreviations used herein) Shares Owned Power Value Value
(000s) (000s)
Edegel S.A. (6) 1,338,353,000 68.9 SL 622,894 SL622,894
Entergy Power Chile, Inc. (7) 1 100 $ 14,036 $ 14,036
EP Edegel, Inc. (6) 1,000 100 $ 202,658 $ 202,658
Entergy Power Maritza Holding, Inc. (7) 1,100 100 $ 1 $ 1
Entergy Power Maritza Holding I, Ltd. (7) 200 100 $ - $ -
Entergy Power Maritza Holding II, Ltd. (7) 199 100 $ - $ -
Entergy Power Maritza Holding Limited (7) 999 99.9 $ 1 $ 1
Entergy Power Maritza Holding III, Ltd. (7) 100 100 $ - $ -
Entergy Power Maritza Holding Limited (7) 1 .1 $ - $ -
Maritza East III Power Company AD (7) 816 51 $ 1 $ 1
Entergy Power Netherlands Company BV 800 100 $ (183) $ (183)
Entergy Power Projects Italia, S.R.L. (7) 200,000 1 $ (85) $ (1)
Entergy Power Services Italia, S.R.L. (7) 200,000 50 $ (107) $ (53)
Sabinas Power Company BV 400 100 $ (209) $ (209)
Entergy Power Projects Italia, S.R.L. (7) 19,800,000 99 $ (85) $ (84)
Entergy Power Services Italia, S.R.L. (7) 19,800,000 50 $ (107) $ (54)
Entergy Power Argentina, Ltd. * 1,000 100 $ (17) $ (17)
Entergy Power Generation Argentina LDC * 999 99.9 $ (7) $ (7)
Entergy Power Generation Argentina SRL * 11,999 99.9 $ 2 $ 2
Entergy Power Transmission Argentina SRL * 1 0.1 $ - $ -
Entergy Power Nogales SRL * 1 0.1 $ - $ -
Entergy Power Nogales, Ltd. 1,000 100 $ (14) $ (14)
Entergy Power Nogales LDC 999 99.9 $ (7) $ (7)
Entergy Power Nogales SRL 11,999 99.9 $ - $ -
Entergy Power Generation Argentina SRL 1 0.1 $ 2 $ -
Entergy Power Cayman Investments, Ltd. 1 100 $ (3) $ (3)
Entergy Power Generation Argentina LDC 1 0.1 $ (7) $ -
Number of % of Issuer Owner's
Name of Company (1) Common Voting Book Book
(and abbreviations used herein) Shares Owned Power Value Value
(000s) (000s)
Entergy Power Nogales LDC 1 0.1 $ (7) $ -
Entergy Power Transmission Argentina LDC 1 0.1 $ (4) $ -
Entergy Power Transmission Argentina, Ltd. 1,000 100 $ (9) $ (9)
Entergy Power Transmission Argentina LDC 999 99.9 $ (4) $ (4)
Entergy Power Argentina Transmission SRL 11,999 99.9 $ - $ -
Entergy Power Services Poland Spolka z.o.o. (7) 1,000 100 $ - $ -
Entergy Power Peak Downs, Ltd. * 1,000 100 $ 1 $ 1
Entergy Australia Generation Holdings, Ltd. 1,000 100 $ 921 $ 921
Entergy Australia Generation, Ltd. 1,000 100 $ 928 $ 928
Entergy Wandoan Coal Resources, Pty., Ltd. 1,000 100 $ 935 $ 935
Entergy Peak Downs Generation, Pty., Ltd. 1,000 100 $ - $ -
Entergy Wandoan Generation, Pty., Ltd. 1,000 100 $ - $ -
Entergy Tarong Coal Generation II Pty., Ltd. 1,000 100 $ - $ -
Entergy Tarong Coal Generation, Pty., Ltd. 1,000 100 $ - $ -
Entergy Power Espana, S.A. 60,120 100 $ 65 $ 65
Entergy Power BJE Holding, Ltd. 200 100 $ 2,753 $ 2,753
Bon Jardim Energetica, LTDA. 344,847 99.9 $ 2,303 $ 2,301
Entergy do Brazil LTDA 2,299,999 99.9 $ 58 $ 57
Entergy Power BJE, Ltd. 1,000 100 $ - $ -
Bon Jardim Energetica, LTDA 3,483 .1 $ 2,303 $ 2
Entergy do Brazil LTDA 1 .1 $ 58 $ 1
Entergy Power Operations Pakistan, LDC (6) 10 5 $ 112 $ 5
Entergy Power Holding Espana SL (7) 63,126 100 $ 67 $ 67
Entergy Power Development Espana SL (7) 3,006 100 $ (35) $ (35)
Entergy Power Projects Espana SL (7) 3,006 100 $ 3 $ 3
Entergy Power Holdings USA Corporation 1,000 100 $(1,301) $(1,301)
Entergy Power RS Corporation 1,000 100 $(1,049) $(1,049)
Number of % of Issuer Owner's
Name of Company (1) Common Voting Book Book
(and abbreviations used herein) Shares Owned Power Value Value
(000s) (000s)
RS Cogen LLC 50% Member 50 $ (643) $ (322)
Interest
Entergy Turbine Holding QF, LLC (7) 100% Member 100 $ - $ -
Interest
Entergy Turbine Holding Louisiana, LLC (7) 100% Member 100 $ - $ -
Interest
Entergy Power E & C Holdings, LLC (7) 100% Member 100 $2,000 $2,000
Interest
Entergy Power E & C Corporation (7) 1,000 100 $2,000 $2,000
EntergyShaw, LLC (7) 50% Member 50 $ - $ -
Interest
* Inactive
** Less than $1,000
*** These companies and their subsidiaries are accounted for on a
cost basis, and "Issuer Book Value" is at 100%.
(SL) Peruvian Soles
(CP) Chilean Peso
NOTES
(1) Pursuant to the General Instructions to Form U5S, the companies
listed in the table, together with System Fuels, Inc. (SFI or
System Fuels), are collectively defined herein as "System
Companies" and individually as a "System Company".
(2) During 2000, Entergy Corporation, Entergy Services, Entergy
Arkansas, Entergy Gulf States, Entergy Louisiana, Entergy
Mississippi, Entergy New Orleans, System Fuels, System Energy, and
Entergy Operations participated in a joint money pool arrangement
whereby those companies with available funds made short-term loans
to certain System Companies having short-term borrowing
requirements. As of December 31, 2000, Entergy Operations,
Entergy Corporation, Entergy Gulf States, Entergy Louisiana and
System Energy had total investments in the money pool in the
amounts of $1,621,631, $47,355,154, $53,947,773, $52,728,380, and
$357,475,194, respectively. Entergy Arkansas, Entergy Services,
Entergy Mississippi, Entergy New Orleans and System Fuels had
total borrowings in the money pool in the amounts of $30,719,235,
$66,804,440, $33,254,921, $5,734,405, and $86,409,517,
respectively. The unborrowed balance in the money pool amounted
to $290,205,614 as of December 31, 2000, and was invested in high
quality commercial paper and certificates of deposit.
(3) The percentage ownership of System Fuels' common stock is held as
follows: 35% by Entergy Arkansas, 33% by Entergy Louisiana, 19% by
Entergy Mississippi and 13% by Entergy New Orleans. The numbers
of common shares owned and the book values to both the issuer and
owners are as follows: Entergy Arkansas, 70 shares - $7,000;
Entergy Louisiana, 66 shares - $6,600; Entergy Mississippi, 38
shares - $3,800; and Entergy New Orleans, 26 shares - $2,600.
Under a loan agreement, System Fuels had borrowings outstanding
from its parent companies to finance its fuel supply business. As
of December 31, 2000, approximate loans to System Fuels from its
parent companies were as follows: Entergy Arkansas $11.0 million;
Entergy Louisiana, $14.2 million; Entergy Mississippi, $5.5
million; and Entergy New Orleans, $3.3 million. These loans
mature in 2008.
(4) The Capital Stock of The Arklahoma Corporation (ARKCO) is owned in
the proportions of 47%, 5%, and 48%, respectively, by Entergy
Arkansas, Oklahoma Gas and Electric Company and Southwestern
Electric Power Company. ARKCO owns an electric transmission line
that is leased to these three companies. Information covering
ARKCO is included herein pursuant to the instructions for Form
U5S. Entergy Arkansas is exempted from holding company status
under the Public Utility Holding Company Act of 1935 ("Act")
(except with regard to section 9(a)(2) of the Act) pursuant to the
provisions of Reg. 250.2(a)(2).
(5) Inactive companies held to preserve franchises.
(6) See Items 5 and 9 and Exhibit I for information regarding direct
and indirect holdings in Exempt Wholesale Generators ("EWG") and
Foreign Utility Companies ("FUCO").
(7) During 2000, Entergy Corporation organized the following direct or
indirect subsidiary companies principally to develop, construct, own
and/or operate power generation facilities in the United States:
Entergy Power DeSoto County Ventures, Inc. (under Delaware law, on
October 4, 2000); DeSoto County Generating Company, LLC (under Delaware
law, on October 4, 2000); Clay County Power LLC (under Delaware law, on
April 7, 2000); Entergy Power Clay County I Corporation (under Delaware
law, on March 30, 2000); Entergy Power Clay County II Corporation
(under Delaware law, on March 30, 2000); Entergy Power Franklin County
I Corporation (under Delaware law, on August 15, 2000); Entergy Power
Franklin County II Corporation (under Delaware law, on August 15,
2000); Entergy Power Greenville Generating Company I (under Delaware
law, on October 4, 2000); Entergy Power Greenville Generation Company
II (under Delaware law, on October 4, 2000); Entergy Power Jackson
Generating Company I (under Delaware law, on May 17, 2000); Entergy
Power Jackson Generating Company II (under Delaware law, on May 17,
2000); Entergy Power Operations Fairfield Corporation (under Delaware
law, on February 3, 2000); Entergy Power Operations Freestone
Corporation (under Texas law, on February 4, 2000); Entergy Power
Warren Corporation I (under Delaware law, on February 4, 2000);
Franklin County Power, LLC (under Delaware law, on August 29, 2000);
Greenville Generating Company, LLC (under Delaware law, on October 4,
2000); Jackson Generating Company, LLC (under Delaware law, on May 17,
2000); Warren Power, LLC (under Mississippi law, on February 11, 2000).
During 2000, Entergy Corporation organized the following indirect
subsidiary company principally to own certain turbines: Crete
Turbine Holdings, LLC (under Delaware law, on December 15, 2000).
During 2000, Entergy Corporation organized the following direct or
indirect subsidiary companies to act as a holding company for
membership interests in various permitted businesses: Entergy
Power Holding Espana SL (under Spain law, on June 2, 2000); Latin
America Holding I, Ltd. (under Cayman Islands law, on November 20,
2000); Latin America Holding II, Ltd. (under Cayman Islands law,
on November 20, 2000).
During 2000, Entergy Corporation organized the following direct or
indirect subsidiary companies to develop a natural gas fired
electric power generation project: Entergy Power Crete Corporation
(under Delaware law, on November 13, 2000); Crete Energy Venture,
LLC (under Delaware law, on December 11, 2000).
During 2000, Entergy Corporation organized the following direct or
indirect subsidiary companies to engage in power generation-
related activities: Entergy Power Technologies Corporation (under
Delaware law, on July 5, 2000); Entergy Power Ventures Corp I
(under Delaware law, on August 9, 2000); Entergy Power Ventures
Corp II (under Delaware law, on August 9, 2000); Entergy Power
Ventures, L.P. (under Delaware law, on August 9, 2000).
During 2000, Entergy Corporation organized the following direct or
indirect subsidiary companies to engage in energy trading and
marketing: EWO Marketing Holding, Inc. (Delaware, on October 30,
2000); EWO GP, LLC (Delaware, on October 30, 2000) and EWO
Marketing, L.P. (Delaware, on October 27, 2000).
During 2000, Entergy Corporation organized the following direct or
indirect subsidiary companies principally to develop, construct,
own and/or operate power generation facilities in foreign
countries: Entergy Power Development Espana SL (under Spanish law,
on July 5, 2000); Entergy Power Projects Espana SL (under Spanish
law, on July 18, 2000); Entergy Power Projects Italia, S.R.L.
(under Italian law, on June 22, 2000); Entergy Power Services
Italia, S.R.L. (under Italian law, on June 22, 2000); Entergy
Power Services Poland Spolka z.o.o. (under Polish law, on December
6, 2000).
During 2000, Entergy Corporation organized the following indirect
subsidiary companies principally to provide engineering and
construction services: EntergyShaw, L.L.C. (under Delaware law, on
August 30, 2000); Entergy Power E & C Corporation (under Delaware
law, on August 30, 2000); Entergy Power E & C Holdings, LLC (under
Delaware law, on August 30, 2000).
During 2000, Entergy Corporation organized the following indirect
subsidiary company principally to operate and maintain electric
power production facilities: Entergy Power Freestone O & M LP
(under Texas law, on June 22, 2000).
During 2000, Entergy Corporation organized the following direct or
indirect subsidiary companies principally to develop, acquire,
and/or hold potential investments in nuclear power facilities that
qualify as EWGs: Entergy Nuclear New York Investment Company III
(Delaware, on October 24, 2000); Entergy Nuclear Holding Company
#2 (Delaware, on October 24, 2000); Entergy Nuclear Holding
Company #3 (Delaware, on October 24, 2000); Entergy Nuclear Indian
Point 2, LLC (Delaware, on October 19, 2000).
During 2000, Entergy Corporation organized the following direct or
indirect subsidiary companies to develop, acquire, and/or hold
investments permitted under Rule 58: Entergy Power Gas Holdings
Corporation (Delaware, on June 15, 2000); Entergy Power Gas
Operations Corporation (Delaware on June 22, 2000); Entergy
Turbine Holding QF, LLC (Delaware, on August 30, 2000); Entergy
Turbine Holding Louisiana, LLC (Delaware, on March 24, 2000) and
Entergy Solutions, Ltd. (Texas, on August 30, 2000). Also, during
2000, Entergy Corporation acquired through direct or indirect
subsidiary companies Highland Energy Company (Texas on June 22,
2000) and TLG Services, Inc. (Connecticut on September 19, 2000).
During 2000, Entergy Corporation organized the following direct or
indirect subsidiary companies to develop, acquire, and/or hold
investments in exempt telecommunications companies (ETC) under the
Act: Entergy Ventures Holding Company, Inc. (Delaware, on November
3, 2000); Entergy MHK Investments, LLC, (Delaware, on November 3,
2000; Entergy Commerce, Inc. (Delaware, on November 3, 2000) and
Entergy MHK Retail LLC, an ETC (Delaware, on November 3, 2000);
Entergy Procurement Exchange Holding Corporation (Delaware, on May
30, 2000).
During 2000, Entergy Corporation organized the following direct
subsidiary company to conduct development activities with respect
to thermal energy investment opportunities permitted under Rule
58: Entergy Resources, Inc. (Delaware, on July 11, 2000).
During 2000, Entergy Corporation organized the following direct or
indirect subsidiary companies to directly or indirectly (a)
provide services to retail electric providers and others,
including but not limited to services relating to the acquisition
or sale of electric power, planning, scheduling or operating; (b)
purchase and resell or broker electric power; and (c) to provide
all services and products necessary, convenient, or incidental to
carrying out any and all of the foregoing purposes: Entergy Retail
Holding Company (Delaware, on August 23, 2000); Entergy Retail
Texas, Inc. (Delaware, on August 23, 2000); Entergy Retail
Louisiana LLC-A (Delaware, on August 23, 2000); Entergy Retail
Louisiana LLC-B (Delaware, on August 23, 2000); Entergy Retail
Louisiana Management Services LLC-A (Louisiana, on August 23,
2000); Entergy Solutions Ltd. (formerly Entergy Retail Texas
Limited Partnership A) (Texas on August 30, 2000), which changed
its name to Entergy Solutions Ltd. on December 18, 2000; Entergy
Solutions Supply Ltd., (formerly Entergy Retail Texas LP-B)
(Texas, on August 30, 2000).
During 2000, Entergy Corporation organized the following direct or
indirect subsidiary companies to support Entergy's investments in
certain nuclear facilities: Entergy Nuclear Operations, Inc.
(Delaware, on May 10, 2000): Entergy Nuclear Fuels Company
(Delaware, on September 11, 2000).
During 2000, Entergy Corporation organized the following indirect
subsidiary company to acquire, finance and/or hold investments in
affiliate companies: Entergy Global Investments, Inc. (Arkansas,
on March 21, 2000).
ITEM 2. ACQUISITIONS OR SALES OF UTILITY ASSETS
Company Description of Utility Assets Sold Name of Purchaser Consideration
Entergy Arkansas, Inc. Sale of Facilities (Shady Grove substation) City of West Memphis $ 38,476
Entergy Arkansas, Inc. Sale of Facilities Conway Corporation 197,207
Entergy Arkansas, Inc. Sale of Facilities Conway Corporation 62,420
Entergy Gulf States, Inc. Sale of Facilities (Highway 90, Ames, Texas) Cameron Cooper Tool Co. 34,500
Entergy Gulf States, Inc. Sale of Bunch Gully Substation Chevron Company, LLC 4,692,961
Entergy Arkansas, Inc. Sale of Facilities (Hwy 64, Parkin, AR) Riceland Foods, Inc. 32,524
Entergy Louisiana, Inc. Voltage regulator, 13.8KV, 1,250 KVA Entergy Mississippi 67,044
Entergy Arkansas, Inc. Voltage Regulator 13.8 KV, 1250 KVA Entergy Louisiana, Inc. 19,784
Entergy Mississippi Voltage regulator 13.8KV, 2.5/3.33 MVA Entergy Louisiana, Inc. 171,476
Entergy Louisiana, Inc. Auto Transformer 34.5-13.8 KV, 6.4/8 MVA Entergy Arkansas, Inc. 64,567
Entergy Gulf States, Inc. Transformer 67-13.8 KV, 7.5-9.375/10.5 MVA Entergy Arkansas, Inc. 272,769
Entergy Gulf States, Inc. Transformers and other distribution assets City of Gueydan, Louisiana 127,000
ITEM 3. ISSUE, SALE, PLEDGE, GUARANTEE OR ASSUMPTION OF SYSTEM SECURITIES
In March 2000, Entergy Arkansas issued and sold, pursuant to the
exemption provisions of Rule 52, First Mortgage Bonds in the amount of
$100,000,000, 7.72% Series, due March 1, 2003.
In July 2000, Entergy New Orleans issued and sold, pursuant to
the exemption provisions of Rule 52, First Mortgage Bonds in the
amount of $30,000,000, 8.125% Series, due July 15, 2005.
In November 2000, Entergy Nuclear Holding Company #1 issued and
sold, pursuant to the exemption provisions of Rule 52, 1,000 shares of
its common stock to Entergy Global Investments, Inc. for a purchase
price of $50,000,000.
In July 2000, Entergy Power Development Corporation issued and
sold, pursuant to the exemption provisions of Section 33, 10,959 shares
of its common stock to Entergy Global Investments, Inc. for a purchase
price of $47,147,000.
In December, 2000, Entergy Power Generation Corporation issued and
sold, pursuant to the exemption provisions of Rule 52, 33 shares of its
Class B non-voting common stock to Entergy Global Investments, Inc. for
a purchase price of $33,000,000.
As of December 31, 2000, Entergy UK Enterprises Ltd. had
promissory notes outstanding due from Entergy Global Investments, Inc.
in the amount of $929,512,000 with the highest balance of $941,000,000
being on May 25, 2000. The effective interest rate as of December 31,
2000 was 9.41%. These promissory notes were issued pursuant to the
exemption provisions of Rule 52.
As of December 31, 2000, Entergy Global Investments, Inc. had an
outstanding promissory note due from Entergy Power Development
Corporation in the amount of $67,547,799 with the highest balance of
$67,547,799 being on November 20, 2000. The effective interest rate as
of December 31, 2000 was 9.41%. This promissory note was issued
pursuant to the exemption provisions of Section 33 and/or Rule 52.
As of December 31, 2000, Entergy Global Investments, Inc. had a
second outstanding promissory note due from Entergy Power Development
Corporation in the amount of $123,206,252 with the highest balance of
$123,206,252 being on December 15, 2000. The effective interest rate as
of December 31, 2000 was 7.53%. This promissory note was issued
pursuant to the exemption provisions of Section 33 and/or Rule 52.
During 2000, Entergy Global Investments, Inc. had outstanding
promissory notes due from Entergy International Ltd. with the highest
balance of $402,000,000 being on September 21, 2000. The effective
interest rate was 9.41%. As of December 31, 2000, the balance due on
these notes was $0. These promissory notes were issued pursuant to the
exemption provisions of Section 33 and/or Rule 52.
During 2000, Entergy Global Investments, Inc. had outstanding
promissory notes due from Entergy Nuclear Holding Company #1 with the
highest balance of $67,000,000 being on September 15, 2000. The
effective interest rate was 9.28%. As of December 31, 2000, the balance
due on these notes was $0. These promissory notes were issued pursuant
to the exemption provisions of Section 32 and/or Rule 52.
As of December 31, 2000, Entergy Global Investments, Inc. had
outstanding promissory notes due from Entergy Nuclear FitzPatrick, LLC
in the amount of $3,000,000 with the highest balance of $3,000,000
being on October 25, 2000. The effective interest rate as of December
31, 2000 was 9.41%. These promissory notes were issued pursuant to the
exemption provisions of Section 32 and/or Rule 52.
As of December 31, 2000, Entergy Global Investments, Inc. had
outstanding promissory notes due from Entergy Nuclear Indian Point 3,
LLC in the amount of $3,000,000 with the highest balance of $3,000,000
being on October 25, 2000. The effective interest rate as of December
31, 2000 was 9.41%. These promissory notes were issued pursuant to the
exemption provisions of Section 32 and/or Rule 52.
As of December 31, 2000, Entergy Global Investments, Inc. had
outstanding promissory notes due from Entergy Nuclear New York
Investment Company I in the amount of $289,086,500 with the highest
balance of $289,086,500 being on November 20, 2000. The effective
interest rate as of December 31, 2000 was 11.78%. These promissory
notes were issued pursuant to the exemption provisions of Section 32
and/or Rule 52.
As of December 31, 2000, Entergy Global Investments, Inc. had
outstanding promissory notes due from Entergy Nuclear New York
Investment Company II in the amount of $289,086,500 with the highest
balance of $289,086,500 being on November 20, 2000. The effective
interest rate as of December 31, 2000 was 11.78%. These promissory
notes were issued pursuant to the exemption provisions of Section 32
and/or Rule 52.
During 2000, Entergy Global Investments, Inc. had outstanding
promissory notes due from Entergy Power Generation Corporation in the
amount of $23,000,000 with the highest balance of $23,000,000 being on
October 31, 2000. The effective interest rate was 9.41%. As of
December 31, 2000, the balance due on these notes was $0. These
promissory notes were issued pursuant to the exemption provisions of
Section 32 and/or Rule 52.
During 2000, Entergy Power Marketing Corporation had outstanding
promissory notes due from Entergy International Holding Limited, LLC in
the amount of $26,000,000 with the highest balance of $26,000,000 being
on September 15, 2000. The effective interest rate was 7.4%. As of
December 31, 2000, the balance due on these notes was $0. These
promissory notes were issued pursuant to the exemption provisions of
Rule 52.
During 2000, Entergy Power, Inc. had outstanding promissory notes
due from Entergy International Holding Limited, LLC in the amount of
$32,000,000 with the highest balance of $32,000,000 being on September
15, 2000. The interest rate was 7.40%. As of December 31, 2000, the
balance due on these notes was $0. These promissory notes were issued
pursuant to the exemption provisions of Section 33.
In November 2000, Entergy MHK Retail LLC issued a 100% member
interest to Entergy Commerce, Inc. for a contribution of $1,000. This
transaction was exempt pursuant to Section 34.
In the second quarter of 2000, Entergy Power Gas Holdings
Corporation, an energy-related company, issued 4,999,000 shares of
common stock to Entergy Corporation for a total consideration of
$4,999,000. This transaction was exempt pursuant to Rule 58.
In the second quarter of 2000, Entergy Power Gas Operations
Corporation, an energy-related company, issued 4,999,000 shares of
common stock to Entergy Power Gas Holdings Corporation for a total
consideration of $4,999,000. This transaction was exempt pursuant to
Rule 58.
In the second quarter of 2000, Highland Energy Company, an energy-
related company, issued 4,999,000 shares of common stock to Entergy
Power Gas Operations Corporation for a total consideration of
$4,999,000. This transaction was exempt pursuant to Rule 58.
In the third quarter of 2000, TLG Services, Inc., an energy-
related company, issued 4,999,000 shares of common stock to Entergy
Nuclear, Inc. for a total consideration of $4,999,000. This
transaction was exempt pursuant to Rule 58.
In the third quarter of 2000, Entergy Retail Texas Limited
Partnership A, an energy-related company which changed its name to
Entergy Solutions Ltd. on December 18, 2000, issued a 1% limited
partnership interest to Entergy Retail Texas, Inc for a total
consideration of $10,010. This transaction was exempt pursuant to Rule
58.
In the third quarter of 2000, Entergy Retail Texas Limited
Partnership A, an energy-related company which changed its name to
Entergy Solutions Ltd. on December 18, 2000, issued a 99% limited
partnership interest to Entergy Retail Holding Company for a total
consideration of $990,990. This transaction was exempt pursuant to
Rule 58.
ITEM 4. ACQUISITION, REDEMPTION OR RETIREMENT OF SYSTEM SECURITIES
Calendar Year 2000
Name of Number of
Company Shares or Holding
Name of Acquiring, Principal Company Act
Issuer Redeeming Amount Exemption or
and Security or Retiring Acquired Redeemed Retired Consideration Release Number
Securities
ENTERGY CORPORATION
Common Stock ENTERGY
CORPORATION - 20,916,900 - $550,211,653 Reg. 250.42
ENTERGY ARKANSAS
Long-Term Debt* ENTERGY
ARKANSAS - - $ 220,000 $ 220,000 See Exhibit F
ENTERGY GULF STATES
Preferred Stock* ENTERGY
GULF STATES - 6,076,585 - $157,658,367 See Exhibit F
ENTERGY LOUISIANA
Long-Term Debt* ENTERGY
LOUISIANA - - $100,000,000 $100,000,000 See Exhibit F
ENTERGY MISSISSIPPI
Preferred Stock* ENTERGY
MISSISSIPPI - 1 - $ 100 See Exhibit F
SYSTEM ENERGY
Long-Term Debt* SYSTEM
ENERGY - - $ 77,947,272 $ 77,947,272 See Exhibit F
* See annexed schedules (Exhibit F) which identify the amount acquired,
redeemed or retired for each series or issue.
ITEM 5. INVESTMENTS IN SECURITIES OF NON-SYSTEM COMPANIES
(1) Investments In Persons Operating Within Retail Service Area
of Owner
Amount of
Name of Owner Number of Persons and Description Investment
ECDI A business development and finance $ 5,000,000
organization serving poverty-stricken areas
in western Mississippi, eastern Arkansas,
and northeastern Louisiana
Entergy New Loans in support of a local theme park 2,000,000
Orleans
Entergy Louisiana Loans in support of a local theme park 2,000,000
(2) Other Investments
Number of % of
Name of Issuer and a Description Shares Voting Carrying
Name of Owner of the Issuer's Business Security Owned Power Value to
Owned Owner
Entergy Arkansas Capital Avenue Development Company Limited N/A - $ 2,976,050
(limited partnership engaged in the business Partnership
Of constructing, owning, maintaining, Interest
operating and leasing a 40-story commercial
office building)
Entergy S.A. Central Costanera S.A. Capital stock 8,081,160 6.00 10,527,014
(Owner of a 2,100 MW fossil-fuel steam interest
electric generating facility located in
Buenos Aires, Argentina)
Central Costanera S.A. Central Termoelectric Buenos Aires, S.A. Capital stock 3,301,378 7.80 3,673,508
(Owner of a 220 MW combined-cycle gas turbine interest
located at the Central Costanera Power Plant
in Buenos Aires, Argentina)
Entergy Pakistan, Ltd. Hub Power Company, Ltd. Capital stock 55,671,721 4.80 14,729,993
(Owner of a 4-unit, 1,292 MW oil-fired steam interest
electric generating facility located near
Karachi, Pakistan at the mouth of the Hub
River)
Entergy Enterprises, First Pacific Networks, Inc. Common Stock, 1,715,235 7.9 -
Inc. (A communications company that was developing (.001 Par)
jointly with Entergy utility applications of
patented communication technology)
Entergy Australia DB United Energy Limited (An electric Common Stock 1,000 -
1A Pty Limited distribution utility serving customers in the 1,929
State of Victoria, Australia)
Entergy UK National Grid Group PLC (A holding company American 100 - 3,555
Enterprises Limited whose primary subsidiary is the sole Depositary
independent transmission company for England Receipts
and Wales)
Entergy MHK MyHomeKey.com, Inc. (Engaged in the business Series D 1,197,263 5.17 10,500,000
Investments LLC of owning/operating an internet portal, preferred
bringing together buyers and sellers of home stock
products and services, including electricity
and gas)
Entergy Procurement Pantellos Corporation (An exempt Common Stock 450,783 4.9 4,439,000
Exchange Holding telecommunications company) ($0.01 Par)
Corporation
ITEM 6. OFFICERS AND DIRECTORS
ITEM 6. Part I - Names, Addresses, and Positions Held
ETR = Entergy Corporation
EAI = Entergy Arkansas, Inc.
EGSI = Entergy Gulf States, Inc.
ELI = Entergy Louisiana, Inc.
EMI = Entergy Mississippi, Inc.
ENOI = Entergy New Orleans, Inc.
ESI = Entergy Services, Inc.
ERHC = Entergy Retail Holdings, Inc.
EPE&C = Entergy Power E&C Corporation
As of December 31, 2000 ETR EAI EGSI ELI EMI ENOI ESI ERHI EPE&C
J. Wayne Anderson VP
639 Loyola Avenue DGC
New Orleans, LA 70113
Kay Kelley Arnold VP
425 W. Capitol
Little Rock, AR 72201
Michael D. Bakewell VP
350 Pine Street
Beaumont, TX 77701
Maureen S. Bateman D
225 Franklin Street
Boston, MA 02101
Joseph L. Blount VP
1340 Echelon Parkway S
Jackson, MS 39213
W. Frank Blount D
15 Piedmont Center, Suite 100
Atlanta, GA 30305
Tracie L. Boutte VP
1600 Perdido Street
New Orleans, LA 70112
S.M. Henry Brown, Jr. VP
1776 Eye St., NW
Suite 275
Washington, D.C. 20006
James D. Bruno VP VP VP
446 North Boulevard
Baton Rouge, LA 70802
Theodore Bunting VP
639 Loyola Avenue
New Orleans, LA 70113
C. Gary Clary SVP SVP SVP SVP SVP SVP
639 Loyola Avenue
New Orleans, LA 70113
Elaine E. Coleman VP
1600 Perdido Street
New Orleans, LA 70112
E. Renae Conley P P
4809 Jefferson Hwy. CEO CEO
Jefferson, LA 70121 D COB
Bill F. Cossar VP
308 E. Pearl Street
Jackson, MS 39201
As of December 31, 2000 ETR EAI EGSI ELI EMI ENOI ESI ERHI EPE&C
Robert L. Cushman VP
10055 Grogan's Mill Road
Suite 150
The Woodlands, TX 77380
George W. Davis D
136 Fishers Shore Road
Columbia, SC 29223
Linda A. Delaney D
300 Delaware Ave, 9th Floor
Wilmington, DE 19801
Leo P. Denault VP
639 Loyola Avenue
New Orleans, LA 70113
Joseph F. Domino P
350 Pine Street CEO
Beaumont, TX 77701 COB
Murphy A. Dreher VP VP VP
446 North Boulevard
Baton Rouge, LA 70802
Johnny D. Ervin VP
639 Loyola Avenue
New Orleans, LA 70113
Kent R. Foster VP
425 W. Capitol
Little Rock, AR 72201
Norman C. Francis D
One Drexel Drive
New Orleans, LA 70125
Frank F. Gallaher SVP PFOT PFOT PFOT PFOT PFOT PFOT
639 Loyola Avenue
New Orleans, LA 70113
Janice C. George VP
639 Isbell Road
Reno, Nevada 89509
David C. Harlan VP
639 Loyola Avenue
New Orleans, LA 70113
Randall W. Helmick VP VP VP
446 N. Boulevard
Baton Rouge, LA 70802
Joseph T. Henderson VP VP VP VP VP VP VP
10200 Grogan's Mill Road GTC GTC GTC GTC GTC GTC GTC
Suite 500
The Woodlands, TX 77380
Donald C. Hintz P D D D D D P D
639 Loyola Avenue COB
New Orleans, LA 70113
Jill I. Israel VP
639 Loyola Avenue GA
New Orleans, LA 70113
Jerry D. Jackson EVP GP GP GP GP GP GP
639 Loyola Avenue D D D D D D
New Orleans, LA 70113
As of December 31, 2000 ETR EAI EGSI ELI EMI ENOI ESI ERHI EPE&C
Francis B. Jacobs, II VP
300 Delaware Avenue S
Suite 900
Wilmington, DE 19801
Ray J. Johnson, Jr. VP
639 Loyola Avenue CIO
New Orleans, LA 70113
John T. Kennedy VP
425 W. Capitol
40th Floor
Little Rock, AR 72201
James F. Kenney VP
10055 Grogan's Mill Road
Suite 300
The Woodlands, TX 77380
Doris J. Krick D
639 Isbell Road
Reno, Nevada 89509
Nathan E. Langston VP VP VP VP VP VP VP VP
639 Loyola Avenue CAO CAO CAO CAO CAO CAO CAO CAO
New Orleans, LA 70113
Kimberly Y. Lee VP
639 Loyola Avenue
New Orleans, LA 70113
Peter H. Lendrum VP
639 Loyola Avenue
New Orleans, LA 70113
J. Wayne Leonard CEO CEO
639 Loyola Avenue D
New Orleans, LA 70113
Robert v.d. Luft COB
639 Loyola Avenue
New Orleans, LA 70113
Phillip R. May VP
639 Loyola Avenue
New Orleans, LA 70113
J. Parker McCollough VP
919 Congress Avenue
Suite 740
Austin, TX 78701
Hugh T. McDonald P
425 W. Capitol Avenue CEO
Little Rock, AR 72201 COB
Thomas F. McLarty, III (a) D
425 W. Capitol Avenue
Suite 3810
Little Rock, AR 72201
Steven C. McNeal VP VP VP VP VP VP VP VP P
639 Loyola Avenue T T T T T T T T T
New Orleans, LA 70113 D
Nancy C. Morovich VP
639 Loyola Avenue
New Orleans, LA 70113
Kathleen A. Murphy D
One International Place
Boston, MA 02110
As of December 31, 2000 ETR EAI EGSI ELI EMI ENOI ESI ERHI EPE&C
Paul W. Murrill D
206 Sunset Blvd.
Baton Rouge, LA 70808
James J. Mutch VP
350 Pine Street
Beaumont, TX 77701
James M. Neikirk VP
639 Loyola Avenue CPO
New Orleans, LA 70113
James R. Nichols D
50 Congress Street, Suite 832
Boston, MA 2109
Daniel F. Packer P
1600 Perdido Street COB
New Orleans, LA 70112 CEO
William A. Percy, III D
134 Bayou Road
Greenville, MS 38701
James T. Pickens VP
425 W. Capitol
Little Rock, AR 72201
Tom D. Reagan VP
639 Loyola Avenue
New Orleans, LA 70113
Dennis H. Reilley D
39 Old Ridgebury Road
Danbury, CT 06810
Deanna D. Rodriguez VP
639 Loyola Avenue
New Orleans, LA 70113
Carolyn C. Shanks P
308 E. Pearl Street CEO
Jackson, MS 32901 COB
Richard J. Smith SVP P P
639 Loyola Avenue CEO
New Orleans, LA 70113 D
Wm. Clifford Smith D
P.O. Box 2266
Houma, LA 70361
James Snider D
308 E. Pearl Street
Jackson, MS 39201
Bismark A. Steinhagen D
3850 IS 10 South
Beaumont, TX 77720-0037
Wade H. Stewart VP VP
4809 Jefferson Highway
Jefferson, LA 70121
O. H. "Bud" Storey, III VP D
425 W. Capitol DGC
Little Rock, AR 72201
Michael G. Thompson SVP SVP SVP SVP SVP SVP SVP SVP
639 Loyola Avenue S S S S S S S CLO
New Orleans, LA 70113 GC GC GC GC GC GC GC
As of December 31, 2000 ETR EAI EGSI ELI EMI ENOI ESI ERHI EPE&C
Horace S. Webb SVP SVP
639 Loyola Avenue
New Orleans, LA 70113
Arthur E. F. Wiese VP
639 Loyola Avenue
New Orleans, LA 70113
C. John Wilder EVP EVP EVP EVP EVP EVP EVP EVP
639 Loyola Avenue CFO CFO CFO CFO CFO CFO CFO CFO
New Orleans, LA 70113 D D D D D D D
Thomas J. Wright SVP
639 Loyola Avenue
New Orleans, LA 70113
Jerry W. Yelverton EVP D
1340 Echelon Parkway CNO
Jackson, MS 39213
John H. Zemanek VP
639 Loyola Avenue
New Orleans, LA 70113
(a) Mr. Thomas F. McLarty resigned effective March 12, 2001.
COB = Chairman of the Board CAO = Chief Accounting Officer
CEO = Chief Executive Officer CFO = Chief Financial Officer
P = President CIO = Chief Information Officer
SVP = Senior Vice President CNO = Chief Nuclear Officer
EVP = Executive Vice President CPO = Chief Procurement Officer
VP = Vice President CRO = Chief Risk Officer
D = Director T = Treasurer
GTC = General Tax Counsel S = Secretary
DGC = Deputy General Counsel GC = General Counsel
GP = Group President CLO = Chief Legal Officer
GA = General Auditor PFOT = President Fossil, Operations
& Transmission
SERI = System Entergy Resources, Inc. POGI = Prudential Oil and Gas, LLC
EOI = Entergy Operations, Inc. VARI = Varibus, LLC
EPI = Entergy Power, Inc. EPGHC = Entergy Power Gas Holdings Corp.
SFI = System Fuels, Inc. GSG&T = GSG&T, Inc.
ERI = Entergy Resources, Inc. SGRC = Southern Gulf Railway Company
As of December 31, 2000 SERI EOI EPI SFI ERI POGI VARI EPGHC GSG&T SGRC
Craig G. Anderson VP
1448 S. R. 333
Russellville, AR 72802
Christopher J. Bernard GC
10055 Grogan's Mill Road
The Woodlands, TX 77380
Joseph L. Blount S S VP
1340 Echelon Parkway S
Jackson, MS 39213
William R. Campbell VP
1448 S. R. 333
Russellville, AR 72802
Douglas R. Castleberry VP
425 West Capitol Avenue
Little Rock, AR 72203
Michael P. Childers P
10055 Grogan's Mill Road CEO
Suite 500 D
The Woodlands, TX 77380
C. Gary Clary SVP
639 Loyola Avenue
New Orleans, LA 70113
Deborah S. Dudenhefer M M
639 Loyola Avenue
New Orleans, LA 70113
Charles M. Dugger VP
17265 River Road
Killona, LA 70066
William A. Eaton VP
P.O. Box 756
Port Gibson, MS 39150
Randall K. Edington VP
5485 U. S. Highway 61
St. Francisville, LA 70775
Dale K. Furrow VP
10055 Grogan's Mill Road CFO
The Woodlands, TX 77380
Patricia A. Galbraith M M
639 Loyola Avenue
New Orleans, LA 70113
Janice C. George VP
639 Isbell Road
Reno, Nevada 89509
Joseph T. Henderson VP VP VP VP VP M M VP VP
10200 Grogan's Mill Road GTC GTC GTC GTC GTC GTC GTC
Suite 500
The Woodlands, TX 77380
As of December 31, 2000 SERI EOI EPI SFI ERI POGI VARI EPGHC GSG&T SGRC
Donald C. Hintz D D D D D D
639 Loyola Avenue
New Orleans, LA 70113
James F. Kenney P M M P P
10055 Grogan's Mill Road CEO CEO CEO
Suite 300 COB COB COB
The Woodlands, TX 77380
Doris J. Krick D
639 Isbell Road
Reno, Nevada 89509
Nathan E. Langston VP VP VP M M VP VP
639 Loyola Avenue CAO CAO CAO CAO CAO
New Orleans, LA 70113
John R. McGaha P
1340 Echelon Pkwy
Jackson, MS 39286
Steven C. McNeal VP VP T VP VP M M P VP VP
639 Loyola Avenue T T T T T T
New Orleans, LA 70113 D
Geoffrey D. Roberts P
10055 Grogan's Mill Road CEO
The Woodlands, TX 77380 D
Christopher T. Screen M M
639 Loyola Avenue
New Orleans, LA 70113
James W. Snider D
308 E. Pearl Street
Jackson, MS 39201
Gary J. Taylor SVP
1340 Echelon Parkway COO
Jackson, MS 39213
Michael G. Thompson SVP SVP VP M M SVP SVP
639 Loyola Avenue D S S S S
New Orleans, LA 70113 S
F. W. Titus VP
1340 Echelon Parkway
Jackson, MS 39213
Paul J. Wielgus VP
10055 Grogan's Mill Road
The Woodlands, TX 77380
C. John Wilder EVP EVP D EVP D M M EVP EVP
639 Loyola Avenue CFO CFO CFO CFO CFO
New Orleans, LA 70113 D D D D D
Jerry W. Yelverton COB COB
1340 Echelon Parkway P CEO
Jackson, MS 39213 CEO
COB = Chairman of the Board CAO = Chief Accounting Officer
CEO = Chief Executive Officer CFO = Chief Financial Officer
P = President COO = Chief Operating Officer
SVP = Senior Vice President T = Treasurer
EVP = Executive Vice President S = Secretary
VP = Vice President GTC = General Tax Counsel
D = Director GC = General Counsel
M = Manager
EEI = Entergy Enterprises, Inc.
EOSI = Entergy Operations Services, Inc.
EHI = Entergy Holdings, Inc.
ENI = Entergy Nuclear, Inc.
EPDC = Entergy Power Development Corporation
EPGC = Entergy Power Generation Corporation
EPEHC = Entergy Procurement Exchange Holding Corporation
EPMC = Entergy Power Marketing Corp.
As of December 31, 2000 EEI EOSI EHI ENI EPDC EPGC EPEHC EPMC
Robert M. Bellamy VP
600 Rocky Hill Road
Duxburg, MA 02331
Christopher J. Bernard GC
10055 Grogan's Mill Road
The Woodlands, TX 77380
Douglas R. Castleberry VP
425 West Capitol Avenue
Little Rock, AR 72203
Michael P. Childers SVP SVP SVP
10055 Grogan's Mill Road CDO CDO
The Woodlands, TX 77380
Robert J. Cushman VP VP
10055 Grogan's Mill Road
The Woodlands, TX 77380
F. Mitchell Davidson VP
200 E. Greenway Plaza
Houston, TX 77046
Linda A. Delaney D
300 Delaware Ave, 9th Floor
Wilmington, DE 19801
Cynthia A. Dyer VP
10055 Grogan's Mill Road
The Woodlands, TX 77380
Hamid Fatemi VP VP
Equitable House
47 King William Street
London, UK EC3V9DH
Dale K. Furrow VP CRO
10055 Grogan's Mill Road VP
The Woodlands, TX 77380
Frank F. Gallaher COB
639 Loyola Avenue CEO
New Orleans, LA 70113 P
Turgay Gurun VP VP
Entergy Wholesale Operations
47 King William Street
London, EC4R 9JD
Joseph T. Henderson VP VP VP VP VP VP D
10200 Grogan's Mill Road, GTC GTC GTC GTC GTC GTC
The Woodlands, TX 77380
Donald C. Hintz D D D D D D
639 Loyola Avenue
New Orleans, LA 70113
As of December 31, 2000 EEI EOSI EHI ENI EPDC EPGC EPEHC EPMC
C. Randy Hutchinson SVP
1340 Echelon Parkway
Jackson, MS 39213
Francis B. Jacobs, II VP
300 Delaware Ave, 9th Floor S
Wilmington, DE 19801
Margarita G. Jannasch VP VP VP
10055 Grogan's Mill Road
The Woodlands, TX 77380
Michael R. Kansler SVP
P. O. Box 5029 COO
White Plains, NY 10010
Danny R. Keuter VP
1340 Echelon Parkway
Jackson, MS 39213
Nathan E. Langston VP
639 Loyola Avenue CAO
New Orleans, LA 70113
J. Wayne Leonard P
639 Loyola Avenue COB
New Orleans, LA 70113
Steven C. McNeal VP VP VP VP VP VP VP T
639 Loyola Avenue T T T T T T T
New Orleans, LA 70113
Robert A. Malone VP VP
10055 Grogan's Mill Road
The Woodlands, TX 77380
Robert J. Moore VP VP VP
10055 Grogan's Mill Road
The Woodlands, TX 77380
Uday Narang VP
47 King William Street
London EC4R 9JD
James M. Neikirk P
639 Loyola Avenue
New Orleans, LA 70113
Frederick F. Nugent VP VP VP VP
10055 Grogan's Mill Road GC GC
The Woodlands, TX 77380
Danny L. Pace VP
440 Hamilton Street
White Plains, NY 10601
Geoffrey D. Roberts P P P P
10055 Grogan's Mill Road CEO D D D
The Woodlands, TX 77380 D
Eric E. Silagy VP VP
10055 Grogan's Mill Road
The Woodlands, TX 77380
Theodore A. Sullivan VP
NPP 268 Lake Road
Lycoming, NY 13093
Michael G. Thompson SVP SVP SVP SVP SVP SVP SVP
639 Loyola Avenue S S S S S S S
New Orleans, LA 70113 GC D D
As of December 31, 2000 EEI EOSI EHI ENI EPDC EPGC EPEHC EPMC
Paul J. Wielgus SVP VP VP
10055 Grogan's Mill Road
The Woodlands, TX 77380
C. John Wilder D EVP D EVP EVP EVP D D
639 Loyola Avenue CFO CFO D CFO
New Orleans, LA 70113 D D D
J. Bradley Williams SVP VP VP
10055 Grogan's Mill Road
The Woodlands, TX 77380
Jerry W. Yelverton P
1340 Echelon Parkway COB
Jackson, MS 39213 CEO
COB = Chairman of the Board T = Treasurer
CEO = Chief Executive Officer S = Secretary
COO = Chief Operating Officer D = Director
P = President CFO = Chief Financial Officer
SVP = Senior Vice President GC = General Counsel
EVP = Executive Vice President CDO = Chief Development Officer
VP = Vice President
EGPOC = Entergy Global Power Operations Corporation
ETHC = Entergy Technology Holding Company
EPHUSA = Entergy Power Holdings USA Corp.
EIHL = Entergy International Holdings Ltd., LLC
EVHC = Entergy Ventures Holding Company Inc.
ENHC = Entergy Nuclear Holding Company
ENHC1 = Entergy Nuclear Holding Company # 1.
ENHC2 = Entergy Nuclear Holding Company # 2
EPIHC = Entergy Power International Holdings Corporation
As of December 31, 2000 EGPOC ETHC EPHUSA EIHL EVHC ENHC ENHC1 ENHC2 EPIHC
Douglas Castleberry VP
425 W. Capitol
Little Rock, AR 72201
Michael P. Childers VP P P
10055 Grogan's Mill Road D D
The Woodlands, TX 77380
Robert J. Cushman VP VP VP
10055 Grogan's Mill Road
The Woodlands, TX 77380
Linda A. Delaney D
300 Delaware Ave, 9th Floor
Wilmington, DE 19801
Cynthia A. Dyer VP
10055 Grogan's Mill Road D
The Woodlands, TX 77380
Dave C. Harlan P CFO
639 Loyola Avenue CEO VP
New Orleans, LA 70113 D T
D
Joseph T. Henderson VP VP VP VP VP VP VP VP
10200 Grogan's Mill Road, GTC GTC GTC GTC GTC GTC GTC
The Woodlands, TX 77380
Donald C. Hintz COB D D
639 Loyola Avenue
New Orleans, LA 70113
Francis B. Jacobs, II VP
300 Delaware Avenue S
Suite 900
Wilmington, DE 19801
Michael R. Kansler P
P. O. Box 5029 CEO
White Plains, NY 10010
Nathan E. Langston VP VP VP VP
639 Loyola Avenue CAO CAO CAO CAO
New Orleans, LA 70113
J. Wayne Leonard D
639 Loyola Avenue
New Orleans, LA 70113
Steven C. McNeal VP VP T VP VP VP VP VP
639 Loyola Avenue T T T T T T T
New Orleans, LA 70113
Robert A. Malone VP
10055 Grogan's Mill Road
The Woodlands, TX 77380
As of December 31, 2000 EGPOC ETHC EPHUSA EIHL EVHC ENHC ENHC1 ENHC2 EPIHC
Frederick F. Nugent VP VP VP
10055 Grogan's Mill Road S
The Woodlands, TX 77380 D
Denise R. Redmann S
639 Loyola Avenue
New Orleans, LA 70113
Geoffrey D. Roberts P
10055 Grogan's Mill Road D
The Woodlands, TX 77380
Michael G. Thompson SVP SVP SVP SVP SVP SVP SVP
639 Loyola Avenue S S S CLO S S S
New Orleans, LA 70113 D D
Horace S. Webb D
639 Loyola Avenue
New Orleans, LA 70113
Paul J. Wielgus VP
10055 Grogan's Mill Road
The Woodlands, TX 77380
C. John Wilder EVP CFO P SVP CFO CFO EVP
639 Loyola Avenue D P CFO D EVP EVP D
New Orleans, LA 70113 D D D
Jerry W. Yelverton P P
1340 Echelon Parkway CEO COB
Jackson, MS 39213 D CEO
COB = Chairman of the Board CAO = Chief Accounting Officer
CEO = Chief Executive Officer CFO = Chief Financial Officer
P = President GC = General Counsel
SVP = Senior Vice President GTC = General Tax Council
VP = Vice President S = Secretary
T = Treasurer D = Director
CLO = Chief Legal Officer
ITEM 6. Part II - Financial Connections
As of December 31, 2000
Name and Location Position Applicable
Name of Officer of Held in Financial Exemption
or Director Financial Institution Institution Rule
(1) (2) (3) (4)
W. Frank Blount First Union National Bank Director 70(b)
Atlanta, Georgia
Norman C. Francis Liberty Bank and Trust Director 70(a)
New Orleans, LA
The Equitable Life Assurance Society Director 70(b)
New York, NY
Linda A. DeLaney First Union National Bank Sr. Vice President *
Wilmington, DE
* Effective April 25, 2001 Linda A. DeLaney resigned any positions she held
as a Director of Entergy subsidiaries
Item 6. Part III (a) - Executive Compensation
Summary Compensation Table
The following table includes the Chief Executive Officers and the
four other most highly compensated executive officers in office as of
December 31, 2000 at Entergy Corporation, Entergy Arkansas, Inc.,
Entergy Gulf States, Inc., Entergy Louisiana, Inc., Entergy
Mississippi, Inc., Entergy New Orleans, Inc., System Energy Resources,
Inc., Entergy Services, Inc., System Fuels, Inc., Entergy Operations,
Inc., Entergy Enterprises, Inc., Entergy Retail Holdings, Inc.,
Entergy Ventures Holding Company, Inc., Entergy Resources, Inc.,
Entergy Operations Services, Inc., Entergy Power Gas Holdings
Corporation, Entergy Procurement Exchange Holding Corporation, Entergy
Power Generation Corp., Entergy Power, Inc., Entergy Power Marketing
Corp., Entergy Holdings Inc., Entergy Nuclear, Inc., Entergy Nuclear
Holding Company #1, Entergy Nuclear Holding Company #2, Entergy
Nuclear Holding Company, Entergy Technology Holding Company, Entergy
International Holdings Ltd., LLC, Entergy Global Power Operations
Corporation, Entergy Power Development Corporation, Entergy Power
Holdings USA Corporation, Entergy Power E&C Corporation, Entergy Power
International Holdings Corporation, Varibus LLC, Prudential Oil and
Gas, LLC, Southern Gulf Railway Company, and GSG&T, Inc.
(collectively, the "Named Executive Officers"). This determination
was based on total annual base salary and bonuses from all Entergy
sources earned during the year 2000. See Item 6. Part I, "Names,
Addresses, and Positions Held," above for information on the principal
positions of the Named Executive Officers in the table below.
As shown in Item 6. Part I, most Named Executive Officers are
employed by several Entergy companies. Because it would be
impracticable to allocate such officers' salaries among the various
companies, the table below includes aggregate compensation paid by all
Entergy companies.
Long-Term Compensation
Annual Compensation Awards Payouts
Other Restricted Securities (a) (b) All
Annual Stock Underlying LTIP Other
Name Year Salary Bonus Comp. Awards Options Payouts Comp.
Michael P. Childers 2000 $306,442 $588,316 $39,375 $772,500 (c)(d) 0 shares $197,257 $ 0
E. Renae Conley 2000 $282,642 $280,000 $41,573 (c) 20,000 shares $181,109 $8,559
1999 215,000 344,934 29,662 $84,188 (c)(d) 7,500 0 7,747
Frederick M. Davidson 2000 $235,962 $1,806,600 $ 0 $643,750 (c)(d) 0 shares $ 0 $6,162
1999 210,000 $200,600 15,475 (c) 0 0 34,161
1998 168,077 50,000 0 (c) 0 0 0
Joseph F. Domino 2000 $235,358 $180,732 $51,399 (c) 20,000 shares $142,314 $7,084
1999 223,569 200,210 7,072 (c) 13,487 0 6,838
1998 164,011 39,492 4,558 (c) 0 0 5,409
Frank F. Gallaher 2000 $416,390 $504,642 $127,484 (c) 34,500 shares $328,084 $13,910
1999 401,161 303,855 38,496 (c) 39,500 0 13,545
1998 382,829 280,747 89,137 (c) 2,500 0 12,396
David C. Harlan 2000 $198,673 $185,375 $35,806 (c) 20,000 shares $196,929 $4,736
1999 188,279 114,600 30,064 (c) 16,750 0 4,800
1998 173,421 108,358 39,726 (c) 1,250 0 4,800
Joseph T. Henderson 2000 $285,596 $303,975 $61,818 $220,656 (c)(d) 22,200 shares $172,773 $14,419
1999 222,115 201,100 36,004 (c) 7,500 0 21,983
Donald C. Hintz 2000 $570,096 $743,000 $104,399 (c) 175,000 shares $1,181,837 $26,516
1999 535,713 495,000 76,188 (c) 272,000 0 22,156
1998 423,379 310,571 28,508 (c) 2,500 0 14,236
Long-Term Compensation
Annual Awards Payouts
Compensa
tion
Other Restricted Securities (a) (b) All
Annual Stock Underlying LTIP Other
Name Year Salary Bonus Comp. Awards Options Payouts Comp.
Jerry D. Jackson (e) 2000 $458,223 $554,214 $58,758 (c) 58,500 shares $1,181,575 $15,162
1999 442,809 403,554 39,670 (c) 94,000 0 15,497
1998 408,456 348,156 59,630 (c) 2,500 0 13,849
Michael R. Kansler 2000 $240,885 $424,283 $66,983 $189,375 (c)(d) 35,000 shares $147,894 $47,272
1999 212,708 109,392 13,674 (c) 8,688 0 3,195
1998 44,808 51,491 4,420 (c) 0 0 5,993
James F. Kenney 2000 $208,921 $211,932 $22,433 (c) 15,500 shares $196,929 $6,241
1999 200,947 105,035 26,259 (c) 14,250 0 6,089
1998 189,725 112,948 40,766 (c) 1,250 0 4,863
J. Wayne Leonard 2000 $836,538 $1,190,000 $11,646 (c) 330,600 shares $2,410,413 $ 0
1999 771,938 840,000 2,570 (c) 255,000 0 0
1998 412,843 1,145,416 65,787 $796,860 (c)(d) 0 0 18,125
Hugh T. McDonald 2000 $209,400 $165,000 $53,808 (c) 34,600 shares $172,773 $54,878
1999 181,704 176,267 438 (c) 14,700 0 5,429
1998 131,880 47,788 0 (c) 0 0 0
Steven C. McNeal 2000 $182,333 $129,223 $ 0 (c) 15,000 shares $ 0 $4,606
1999 171,077 78,100 0 (c) 5,925 0 4,800
1998 154,721 94,400 4,432 (c) 0 0 5,145
Uday Narang 2000 $320,911 $1,375,518 $ 0 $412,000 (c)(d) 0 shares $ 0 $5,323
1999 138,462 118,088 0 $192,000 (c)(d) 0 0 0
James M. Neikirk 2000 $232,637 $120,000 $17,645 (c) 18,500 shares $196,995 $8,643
1999 225,000 220,308 32,492 (c) 5,000 0 23,808
Daniel F. Packer 2000 $219,432 $167,382 $16,433 (c) 20,000 shares $196,929 $6,658
1999 211,055 127,920 10,517 (c) 16,750 0 6,583
1998 170,326 123,513 54,208(f) (c) 0 0 4,018
Geoffrey D. Roberts 2000 $439,889 $913,411 $6,200 (c) 58,500 shares $641,184 9,663
1999 351,442 682,500 0 $1,122,480(c)(d) 180,000 0 0
Carolyn C. Shanks 2000 $231,193 $182,530 $2,594 (c) 20,000 shares $104,241 $4,858
1999 208,931 133,950 2,549 (c) 11,050 0 4,800
1998 144,798 41,394 3,901 (c) 0 0 4,340
Richard J. Smith 2000 $298,308 $363,323 $35,316 (c) 50,000 shares $263,032 $50,640
1999 89,904 404,624 3,053 $149,688 (c)(d) 25,000 0 4,065
Michael G. Thompson 2000 $349,691 $433,305 $49,668 (c) 40,000 shares $590,787 $11,294
1999 336,378 254,910 53,407 (c) 28,700 0 11,280
1998 309,958 283,935 25,200 $60,874 (c)(d) 2,500 0 10,091
C. John Wilder 2000 $468,392 $619,370 $148,540 (c) 87,700 shares $953,006 $13,919
1999 445,191 406,693 119,878 (c) 52,500 0 20,035
1998 201,413 513,106 7,255 $758,560 (c)(d) 0 0 3,300
Thomas J. Wright (e) 2000 $298,180 $343,883 $186,470(f) (c) 35,000 shares $196,929 $32,921
1999 263,120 225,458 159,653(f) (c) 18,999 0 32,356
1998 234,361 757,045(g) 519,610(f) (c) 0 0 20,833
Jerry W. Yelverton 2000 $408,846 $510,000 $4,197 $201,875 (c)(d) 58,900 shares $503,482 $12,732
1999 363,997 328,500 8,036 (c) 49,400 0 11,286
1998 282,410 184,959 22,068 (c) 1,250 0 8,886
Individual Grants Potential Realizable
% of Total Value
Number of Options at Assumed Annual
Securities Granted to Exercise Rates of Stock
Underlying Employees Price Price Appreciation
Options in (per Expiration for Option Term(b)
Name Granted (a) 2000 share) (a) Date 5% 10%
E. Renae Conley 20,000 0.3% $23.00 1/27/10 $289,292 $ 733,122
Joseph F. Domino 20,000 0.3% 23.00 1/27/10 289,292 733,122
Frank F. Gallaher 34,500 0.5% 23.00 1/27/10 499,028 1,264,635
David C. Harlan 20,000 0.3% 23.00 1/27/10 289,292 733,122
Joseph T. Henderson 22,200 0.3% 23.00 1/27/10 321,114 813,765
Donald C. Hintz 175,000 2.4% 23.00 1/27/10 2,531,301 6,414,813
Jerry D. Jackson 58,500 0.8% 23.00 1/27/10 846,178 2,144,380
Michael R. Kansler 35,000 0.5% 23.00 1/27/10 506,260 1,282,963
James F. Kenney 15,500 0.2% 23.00 1/27/10 224,201 568,169
J. Wayne Leonard 330,600 4.6% 23.00 1/27/10 4,781,989 12,118,499
Hugh T. McDonald 34,600 0.5% 23.00 1/27/10 500,474 1,268,300
Steven C. McNeal 15,000 0.2% 23.00 1/27/10 216,969 549,841
James M. Neikirk 18,500 0.3% 23.00 1/27/10 267,595 678,137
Daniel F. Packer 20,000 0.3% 23.00 1/27/10 289,292 733,122
Geoffrey D. Roberts 58,500 0.8% 23.00 1/27/10 846,178 2,144,380
Carolyn C. Shanks 20,000 0.3% 23.00 1/27/10 289,292 733,122
Richard J. Smith 50,000 0.7% 23.00 1/27/10 723,229 1,832,804
Michael G. Thompson 40,000 0.6% 23.00 1/27/10 578,583 1,466,243
C. John Wilder 87,700 1.2% 23.00 1/27/10 1,268,543 3,214,738
Thomas J. Wright 35,000 0.5% 23.00 1/27/10 506,260 1,282,963
Jerry W. Yelverton 58,900 0.8% 23.00 1/27/10 851,964 2,159,043
(a) Options were granted on January 27, 2000, pursuant to the Equity
Ownership Plan. All options granted on this date have an exercise
price equal to the closing price of Entergy Corporation common stock on
the New York Stock Exchange Composite Transactions on January 27, 2000.
These options will vest incrementally over a three-year period
beginning in 2001.
(b) Calculation based on the market price of the underlying
securities assuming the market price increases over a
ten-year option period and assuming annual compounding. The
column presents estimates of potential values based on simple
mathematical assumptions. The actual value, if any, a Named
Executive Officer may realize is dependent upon the market
price on the date of option exercise.
Aggregated Option Exercises in 2000 and December 31, 2000 Option
Values
The following table summarizes the number and value of
options exercised during 2000, as well as the number and value of
all unexercised options held by the Named Executive Officers. The
absence, in the table below, of any Named Executive Officer
indicates that no options are held by such officer.
Number of Securities Value of Unexercised
Underlying Unexercised Options In-the-Money Options
Shares Acquired Value as of December 31, 2000 as of December 31, 2000(b)
Name on Exercise Realized (a) Exercisable Unexercisable Exercisable Unexercisable
E. Renae Conley - $ - 2,500 25,000 $35,625 $457,500
Joseph F. Domino - - 5,995 28,992 83,844 497,526
Frank F. Gallaher 34,000 566,563 24,166 60,834 309,054 992,165
David C. Harlan 5,583 63,152 5,750 31,167 94,266 524,442
Joseph T. Henderson - - 2,500 27,200 33,594 495,925
Donald C. Hintz - - 119,000 383,000 1,676,688 5,873,688
Jerry D. Jackson 71,525 960,091 11,719 121,167 68,780 1,905,285
Michael R. Kansler 2,895 11,761 - 40,793 - 747,626
James F. Kenney 2,500 18,250 13,500 25,000 161,047 416,906
J. Wayne Leonard - - 85,000 500,600 1,051,875 8,488,463
Hugh T. McDonald - - 4,899 44,401 68,749 805,751
Steven C. McNeal - - 3,475 18,950 52,659 338,569
James M. Neikirk - - 1,666 21,834 20,617 398,540
Daniel F. Packer - - 5,583 31,167 69,090 524,442
Geoffrey D. Roberts - - 47,500 191,000 676,875 3,017,906
Carolyn C. Shanks 3,683 44,196 - 27,367 - 477,417
Richard J. Smith - - 8,333 66,667 103,121 1,171,879
Michael G. Thompson - - 29,566 59,134 375,879 1,009,283
C. John Wilder - - 17,500 122,700 216,563 2,126,831
Thomas J. Wright - - 6,332 47,667 78,359 832,692
Jerry W. Yelverton - - 24,716 91,834 330,376 1,545,065
(a) Based on the difference between the closing price of Entergy
Corporation's common stock on the New York Stock Exchange Composite
Transactions on the exercise date and the option exercise price.
(b) Based on the difference between the closing price of Entergy
Corporation's common stock on the New York Stock Exchange Composite
Transactions on December 31, 2000, and the option exercise price.
Long-Term Incentive Plan Awards in 2000
The following Table summarizes the awards of restricted units
(equivalent to shares of Entergy Corporation common stock) granted
under the Equity Ownership Plan in 2000 to the Named Executive
Officers.
Estimated Future Payouts Under
Non-Stock Price-Based Plans (#
of units) (a) (b)
Number of Performance Period Until
Name Units Maturation or Payout Threshold Target Maximum
Michael P. Childers 8,800 1/1/00-12/31/02 3,000 5,900 8,800
E. Renae Conley 6,700 1/1/00-12/31/02 2,300 4,517 6,700
Joseph F. Domino 3,100 1/1/00-12/31/02 1,100 2,100 3,100
Frank F. Gallaher 11,800 1/1/00-12/31/02 4,000 7,917 11,800
David C. Harlan 3,100 1/1/00-12/31/02 1,100 2,100 3,100
Joseph T. Henderson 3,100 1/1/00-12/31/02 1,100 2,100 3,100
Donald C. Hintz 28,500 1/1/00-12/31/02 9,500 19,000 28,500
Jerry D. Jackson 12,700 1/1/00-12/31/02 4,300 8,500 12,700
Michael R. Kansler 7,300 1/1/00-12/31/02 2,500 4,919 7,300
James F. Kenney 3,100 1/1/00-12/31/02 1,100 2,100 3,100
J. Wayne Leonard 48,000 1/1/00-12/31/02 16,000 32,000 48,000
Hugh T. McDonald 3,700 1/1/00-12/31/02 1,300 2,503 3,700
Steven C. McNeal 2,100 1/1/00-12/31/02 800 1,458 2,100
James M. Neikirk 3,100 1/1/00-12/31/02 1,100 2,100 3,100
Daniel F. Packer 3,100 1/1/00-12/31/02 1,100 2,100 3,100
Geoffrey D. Roberts 12,700 1/1/00-12/31/02 4,300 8,500 12,700
Carolyn C. Shanks 3,100 1/1/00-12/31/02 1,100 2,100 3,100
Richard J. Smith 7,500 1/1/00-12/31/02 2,500 5,000 7,500
Michael G. Thompson 7,500 1/1/00-12/31/02 2,500 5,000 7,500
C. John Wilder 12,700 1/1/00-12/31/02 4,300 8,500 12,700
Thomas J. Wright 7,500 1/1/00-12/31/02 2,500 5,000 7,500
Jerry W. Yelverton 12,700 1/1/00-12/31/02 4,300 8,500 12,700
(a) Restricted units awarded will vest at the end of a three-year
period, subject to the attainment of approved performance goals for
Entergy. Restrictions are lifted based upon the achievement of the
cumulative result of these goals for the performance period. The value
any Named Executive Officer may realize is dependent upon both the
number of units that vest and the future market price of Entergy
Corporation common stock.
(b) The threshold, target, and maximum levels correspond to the
achievement of 50%, 100%, and 150%, respectively, of Equity Ownership
Plan goals. Achievement of a threshold, target, or maximum level would
result in the award of the number of units indicated in the respective
column. Achievement of a level between these three specified levels
would result in the award of a number of units calculated by means of
interpolation.
Pension Plan Tables
Retirement Income Plan Table
Annual
Covered Years of Service
Compensation 15 20 25 30 35
$100,000 $ 22,500 $ 30,000 $ 37,500 $ 45,000 $ 52,000
200,000 45,500 60,000 75,000 90,000 105,000
300,000 67,500 90,000 112,500 135,000 157,500
400,000 90,000 120,000 150,000 180,000 210,000
500,000 112,500 150,000 187,500 225,000 262,500
650,000 146,250 195,000 243,750 292,500 341,250
950,000 213,750 285,000 356,250 427,500 498,750
All of the Named Executive Officers participate in a Retirement
Income Plan, a defined benefit plan, that provides a benefit for
employees at retirement from Entergy based upon (1) generally all
years of service beginning at age 21 through termination, with a
forty-year maximum, multiplied by (2) 1.5%, multiplied by (3) the
final average compensation. Final average compensation is based on
the highest consecutive 60 months of covered compensation in the last
120 months of service. The normal form of benefit for a single
employee is a lifetime annuity and for a married employee is a 50%
joint and survivor annuity. Other actuarially equivalent options are
available to each retiree. Retirement benefits are not subject to any
deduction for Social Security or other offset amounts. The amount of
the Named Executive Officers' annual compensation covered by the plan
as of December 31, 2000, is represented by the salary column in the
Summary Compensation Table above.
The credited years of service under the Retirement Income Plan,
as of December 31, 2000, for the following Named Executive Officers is
as follows: Ms. Conley 1; Mr. Davidson 3; Mr. Domino 30; Mr. Gallaher
31; Mr. Harlan 18; Mr. Henderson 1; Mr. Jackson 21; Mr. Leonard 2; Mr.
McDonald 18; Mr. McNeal 18; Mr. Narang 1; Mr. Neikirk 2; Mr. Packer
18; Mr. Roberts 1; Ms. Shanks 17; Mr. Wright 31; and Mr. Yelverton 21.
The credited years of service under the Retirement Income Plan, as of
December 31, 2000 for the following Named Executive Officers, as a
result of entering into supplemental retirement agreements, is as
follows: Mr. Childers 10, Mr. Hintz 29, Mr. Kansler 21, Mr. Kenney 22,
Mr. Smith 24, Mr. Thompson 24, and Mr. Wilder 17.
The maximum benefit under the Retirement Income Plan is limited
by Sections 401 and 415 of the Internal Revenue Code of 1986, as
amended; however, certain companies have elected to participate in the
Pension Equalization Plan sponsored by Entergy Corporation. Under
this plan, certain executives, including the Named Executive Officers,
would receive an additional amount equal to the benefit that would
have been payable under the Retirement Income Plan, except for the
Sections 401 and 415 limitations discussed above.
In addition to the Retirement Income Plan discussed above,
certain companies participate in the Supplemental Retirement Plan of
Entergy Corporation and Subsidiaries (SRP) and the Post-Retirement
Plan of Entergy Corporation and Subsidiaries (PRP). Participation is
limited to one of these two plans and is at the invitation of a
participating employer. The participant may receive from the
appropriate Entergy company a monthly benefit payment not in excess of
.025 (under the SRP) or .0333 (under the PRP) times the participant's
average base annual salary (as defined in the plans) for a maximum of
120 months. Mr. Harlan, Mr. Hintz, Mr. Packer and Mr. Yelverton have
entered into a Supplemental Retirement Plan participation contract,
and Mr. Gallaher, Mr. Jackson, and Mr. Wright have entered into Post-
Retirement Plan participation contracts. Current estimates indicate
that the annual payments to each Named Executive Officer under the
above plans would be less than the payments to that officer under the
System Executive Retirement Plan discussed below.
System Executive Retirement Plan Table (1)
Annual
Covered Years of Service
Compensation 15 20 25 30+
$ 200,000 $ 90,000 $100,000 $110,000 $120,000
300,000 135,000 150,000 165,000 180,000
400,000 180,000 200,000 220,000 240,000
500,000 225,000 250,000 275,000 300,000
600,000 270,000 300,000 330,000 360,000
700,000 315,000 350,000 385,000 420,000
1,000,000 450,000 500,000 550,000 600,000
(1) Covered pay includes the average of the highest three years of
annual base pay and incentive awards earned by the executive
during the ten years immediately preceding his retirement.
Benefits shown are based on a target replacement ratio of 50%
based on the years of service and covered compensation shown.
The benefits for 10, 15, and 20 or more years of service at
the 45% and 55% replacement levels would decrease (in the case
of 45%) or increase (in the case of 55%) by the following
percentages: 3.0%, 4.5%, and 5.0%, respectively.
In 1993, Entergy Corporation adopted the System Executive
Retirement Plan (SERP). This plan was amended in 1998. Certain of
the companies are participating employers in the SERP. The SERP is an
unfunded defined benefit plan offered at retirement to certain senior
executives, which would currently include all the Named Executive
Officers (except for Mr. Childers, Mr. Davidson, Mr. Leonard, and Mr.
Narang). Participating executives choose, at retirement, between the
retirement benefits paid under provisions of the SERP or those payable
under the SRP or PRP discussed above. The plan was amended in 1998 to
provide that covered pay is the average of the highest three years
annual base pay and incentive awards earned by the executive during
the ten years immediately preceding his retirement. Benefits paid
under the SERP are calculated by multiplying the covered pay times
target pay replacement ratios (45%, 50%, or 55%, dependent on job
rating at retirement) that are attained, according to plan design, at
20 years of credited service. The target ratios are increased by 1%
for each year of service over 20 years, up to a maximum of 30 years of
service. In accordance with the SERP formula, the target ratios are
reduced for each year of service below 20 years. The credited years
of service under this plan are identical to the years of service for
most of the Named Executive Officers disclosed above in the section
entitled "Pension Plan Tables-Retirement Income Plan Table". The
credited years of service under this plan are identical to the years
of service for Named Executive Officers (other than Mr. Jackson, Mr.
Kansler, Mr. Kenney, Mr. Smith, Mr. Thompson, and Mr. Yelverton)
disclosed above in the section entitled "Pension Plan
Tables-Retirement Income Plan Table". Mr. Jackson, Mr. Kansler, Mr.
Kenney, Mr. Smith, Mr. Thompson, and Mr. Yelverton have 27 years, 2
years, 10 years, 1 year, 19 years, and 31 years, respectively, of
credited service under this plan.
The amended plan provides that a single employee receives a
lifetime annuity and a married employee receives the reduced benefit
with a 50% surviving spouse annuity. Other actuarially equivalent
options are available to each retiree. SERP benefits are offset by
any and all defined benefit plan payments from Entergy. SERP benefits
are not subject to Social Security offsets.
Eligibility for and receipt of benefits under any of the
executive plans described above are contingent upon several factors.
The participant must agree, without the specific consent of the
Entergy company for which such participant was last employed, not to
take employment after retirement with any entity that is in
competition with, or similar in nature to, any Entergy company.
Eligibility for benefits is forfeitable for various reasons, including
violation of an agreement with a participating employer, certain
resignations of employment, or certain terminations of employment
without company permission.
In addition to the Retirement Income Plan discussed above,
Entergy Gulf States provides, among other benefits to officers, an
Executive Income Security Plan for key managerial personnel. The plan
provides participants with certain retirement, disability,
termination, and survivors' benefits. To the extent that such
benefits are not funded by the employee benefit plans of Entergy Gulf
States or by vested benefits payable by the participants' former
employers, Entergy Gulf States is obligated to make supplemental
payments to participants or their survivors. The plan provides that
upon the death or disability of a participant during his employment,
he or his designated survivors will receive (i) during the first year
following his death or disability an amount not to exceed his annual
base salary, and (ii) thereafter for a number of years until the
participant attains or would have attained age 65, but not less than
nine years, an amount equal to one-half of the participant's annual
base salary. The plan also provides supplemental retirement benefits
for life for participants retiring after reaching age 65 equal to 1/2
of the participant's average final compensation rate, with 1/2 of such
benefit upon the death of the participant being payable to a surviving
spouse for life.
Entergy Gulf States amended and restated the plan effective March
1, 1991, to provide such benefits for life upon termination of
employment of a participating officer or key managerial employee
without cause (as defined in the plan) or if the participant separates
from employment for good reason (as defined in the plan), with 1/2 of
such benefits to be payable to a surviving spouse for life. Further,
the plan was amended to provide medical benefits for a participant and
his family when the participant separates from service. These medical
benefits generally continue until the participant is eligible to
receive medical benefits from a subsequent employer; but in the case
of a participant who is over 50 at the time of separation and was
participating in the plan on March 1, 1991, medical benefits continue
for life. By virtue of the 1991 amendment and restatement, benefits
for a participant cannot be modified once he becomes eligible to
participate in the plan. Mr. Domino is a participant in this plan.
Upon completion of a transaction resulting in a change-in-control
of Entergy (a "Merger"), benefits already accrued under Entergy's
System Executive Retirement Plan, Post-Retirement Plan, Supplemental
Retirement Plan and Pension Equalization Plan will become fully vested
if the participant is involuntarily terminated without "cause" or
terminates employment for "good reason" (as such terms are defined in
such plans).
Compensation of Directors
Directors who are Entergy officers do not receive any fee for
service as a director. Each non-employee director receives a fee of
$1,500 for attendance at Board meetings, $1,000 for attendance at
committee meetings scheduled in conjunction with Board meetings, and
$2,000 for attendance at committee meetings not scheduled in
conjunction with a Board meeting. Directors also receive $1,000 for
participation in any inspection trip or conference not held in
conjunction with a Board or Committee meeting. In addition, committee
chairpersons are paid an additional $5,000 annually. Directors
receive only one-half the fees set forth above for telephone
attendance at Board or committee meetings. All non-employee directors
receive on a quarterly basis 150 shares of Common Stock and one-half
the value of the 150 shares in cash. Mr. Luft is paid $200,000
annually to serve as Chairman of the Board. In January 2001, the non-
employee Directors were granted the opportunity to receive annually an
executive physical examination either from their local physician or at
the Mayo Clinic's Jacksonville, Florida location. The Corporation
will pay the cost of the physical examination, and, if at Mayo, travel
and living expenses.
All non-employee directors are credited with 800 "phantom" shares
of Common Stock for each year of service on the Board up to a maximum
of ten years. The "phantom" shares are credited to a specific account
for each director that is maintained solely for accounting purposes.
After separation from Board service, these directors receive an amount
in cash equal to the value of their accumulated "phantom" shares.
Payments are made in at least five but no more than 15 annual
payments. Each "phantom" share is assigned a value on its payment
date equal to the value of a share of Common Stock on that date.
Dividends are earned on each "phantom" share from the date of original
crediting.
The remaining Entergy companies currently have no non-employee
directors, and none of the current directors are compensated for their
responsibilities as directors.
Retired non-employee directors of Entergy Arkansas, Entergy
Louisiana, Entergy Mississippi, and Entergy New Orleans with a minimum
of five years of service on the respective Boards of Directors are
paid $200 a month for a term of years corresponding to the number of
years of active service as directors. Retired non-employee directors
with over ten years of service receive a lifetime benefit of $200 a
month. Years of service as an advisory director are included in
calculating this benefit. System Energy has no retired non-employee
directors.
Retired non-employee directors of Entergy Gulf States receive
retirement benefits under a plan in which all directors who served
continuously for a period of years will receive a percentage of their
retainer fee in effect at the time of their retirement for life. The
retirement benefit is 30 percent of the retainer fee for service of
not less than five nor more than nine years, 40 percent for service of
not less than ten nor more than fourteen years, and 50 percent for
fifteen or more years of service. For those directors who retired
prior to the retirement age, their benefits are reduced. The plan
also provides disability retirement and optional hospital and medical
coverage if the director has served at least five years prior to the
disability. The retired director pays one-third of the premium for
such optional hospital and medical coverage and Entergy Gulf States
pays the remaining two-thirds. Years of service as an advisory
director are included in calculating this benefit.
Before Entergy Gulf States, Inc. became a subsidiary of Entergy,
it established a deferred compensation plan for its officers and non-
employee directors. A director could defer a maximum of 100% of his
salary, and an officer could defer up to a maximum of 50% of his
salary. Both Dr. Murrill, as an officer, and Mr. Steinhagen, as a
director, deferred their salaries. The directors' right to receive
this deferred compensation is an unsecured obligation of the
Corporation, which accrues simple interest compounded annually at the
rate set by Entergy Gulf States, Inc. in 1985. In addition to
payments received prior to 1997, on January 1, 2000, Dr. Murrill began
to receive his deferred compensation plus interest in equal
installments annually for 15 years. Beginning on the January 1 after
Mr. Steinhagen turns 70, he will receive his deferred compensation
plus interest in equal installments annually for 10 years.
On certain occasions, the Corporation provides personal
transportation services for the benefit of non-employee directors.
During 2000, the value of such transportation services provided by
Entergy Corporation to all directors was approximately $11,790.
Executive Retention Agreements
Retention Agreement with Mr. Leonard - The retention agreement with
Mr. Leonard provides that upon a termination of employment while a
Merger is pending (a) by Entergy without "cause" or by Mr. Leonard for
"good reason", as such terms are defined in the agreement, other than
a termination of employment described in the next paragraph, or (b) by
reason of his death or disability:
o Entergy will pay to him a lump sum cash severance payment equal to
three times (in limited circumstances, five times) the sum of Mr.
Leonard's base salary and target annual incentive award;
o Entergy will pay to him a pro rata annual incentive award, based
on an assumed maximum annual achievement of applicable performance
goals;
o his supplemental retirement benefit will fully vest, will be
determined as if he had remained employed with Entergy until the
attainment of age 55, and will commence upon his attainment of age 55;
o he will be entitled to immediate payment of performance awards,
based upon an assumed target achievement (in limited circumstances,
maximum annual achievement) of applicable performance goals;
o all of his stock options will become fully vested and will remain
outstanding for their full ten-year term; and
o Entergy will pay to him a "gross-up" payment in respect of any
excise taxes he might incur.
If Mr. Leonard's employment is terminated by Entergy for "cause" at
any time, or by Mr. Leonard without "good reason" and without
Entergy's permission prior to his attainment of age 55, Mr. Leonard
will forfeit his supplemental retirement benefit. If Mr. Leonard's
employment is terminated by Mr. Leonard without "good reason" with
Entergy's permission prior to his attainment of age 55, Mr. Leonard
will be entitled to a supplemental retirement benefit, reduced by 6.5%
for each year that the termination date precedes his attainment of age
55, payable commencing upon Mr. Leonard's attainment of age 62. If
Mr. Leonard's employment is terminated by Mr. Leonard without "good
reason" following his attainment of age 55, Mr. Leonard will be
entitled to his full supplemental retirement benefit.
Additionally, the Board of Directors has approved a grant to Mr.
Leonard of 200,000 restricted stock units pursuant to Entergy's Equity
Ownership Plan. 50,000 of the restricted stock units (without
dividends) will vest on each of December 31, 2001, December 31, 2002,
December 31, 2003 and December 31, 2004. In addition, the restricted
stock units will vest upon the termination of Mr. Leonard's employment
by Entergy without "cause" or by Mr. Leonard for "good reason" (as
defined in the retention agreement between Mr. Leonard and Entergy).
Retention Agreement with Mr. Gallaher - The retention agreement with
Mr. Gallaher provides that upon termination of employment while a
Merger is pending and for two years after completion of a Merger (a)
by Mr. Gallaher for "good reason" or by Entergy without "cause", as
such terms are defined in the agreement or (b) by reason of Mr.
Gallaher's death or disability:
o Entergy will pay to him a lump sum cash severance payment equal to
four times the sum of his base salary and maximum annual incentive
award;
o Entergy will pay to him a pro rata annual incentive award, based
on an assumed maximum achievement of applicable performance goals;
o he will be entitled to immediate payment of performance awards,
based upon an assumed maximum achievement of applicable performance
goals;
o all of his stock options will become fully vested and will remain
outstanding for their full ten-year term;
o he may elect to receive either a lump sum supplemental retirement
benefit equal to $3.8 million or the benefit he would have earned under
the terms of the SERP applicable to individuals who became participants
on or after March 25, 1998; and
o Entergy will pay to him a "gross-up" payment in respect of any
excise taxes he might incur.
Retention agreement with Mr. Hintz - The retention agreement with Mr.
Hintz provides that Mr. Hintz will be paid an initial retention
payment of approximately $2.8 million on the date on which a Merger is
completed and an additional retention payment of approximately $2.3
million on the second anniversary of the completion of a Merger if he
remains employed on each of those dates. The agreement also provides
that upon termination of employment while a Merger is pending and for
two years after completion (a) by Mr. Hintz for "good reason" or by
Entergy without "cause", as such terms are defined in the agreement or
(b) by reason of Mr. Hintz's death or disability:
o Entergy will pay to him a lump sum cash severance payment equal to
$2.8 million if such termination occurs prior to completion of a Merger
or equal to $2.3 million if such termination occurs following
completion of a Merger;
o Entergy will pay to him a pro rata annual incentive award, based
on an assumed maximum achievement of applicable performance goals, if
such termination occurs following completion of a Merger;
o he will be entitled to immediate payment of performance awards
based upon an assumed target achievement of applicable performance
goals, if such termination occurs prior to completion of a Merger, or
based upon an assumed maximum achievement of applicable performance
goals, if such termination occurs following completion of a Merger;
o all of his stock options will become fully vested and will remain
outstanding for their full ten-year term;
o he will be entitled to receive a supplemental retirement benefit
that, when combined with Mr. Hintz's SERP benefit, equals the benefit
he would have earned under the terms of the SERP as in effect
immediately prior to March 25, 1998; and
o Entergy will pay to him a "gross-up" payment in respect of any
excise taxes he might incur.
Retention Agreement with Mr. Jackson - The retention agreement with
Mr. Jackson provides that upon termination of employment (a) by him
for "good reason" or by Entergy without "cause", as such terms are
defined in the agreement, or by reason of his death or disability, in
each case while a Merger is pending but prior to completion of a
Merger, or (b) for any reason following completion of a Merger:
o Entergy will pay to him a lump sum cash severance payment equal to
four times the sum of his base salary and maximum annual incentive
award;
o Entergy will pay to him a pro rata annual incentive award, based
on an assumed maximum achievement of applicable performance goals;
o Entergy will pay to him a "gross-up" payment in respect of any
excise taxes he might incur;
o he will be entitled to immediate payment of performance awards,
based upon an assumed maximum achievement of applicable performance
goals;
o he may elect to receive either a lump sum supplemental retirement
benefit equal to (a) $4.3 million or (b) the benefit that he would have
earned under the terms of the SERP applicable to individuals who became
participants on or after March 25, 1998; and
o all of his stock options will become fully vested and will remain
outstanding for their full ten-year term.
Retention Agreement with Mr. Wilder - The retention agreement with Mr.
Wilder provides that upon termination of employment (a) by Mr. Wilder
for "good reason" or by Entergy without "cause", as such terms are
defined in the agreement, in each case while a Merger is pending, (b)
by reason of Mr. Wilder's death or disability while a Merger is
pending and for two years after completion of a Merger, or (c) for any
reason following completion of a Merger:
o Entergy will pay to him a lump sum cash severance payment equal to
four times (in limited circumstances, three times) the sum of the his
base salary and maximum annual incentive award;
o Entergy will pay to him a pro rata annual incentive award, based
on an assumed maximum achievement of applicable performance goals;
o except in the case of a termination by reason of death or
disability, he will continue to be employed as a Special Project
Coordinator at an annual base salary of $200,000, and will continue to
participate in all of Entergy's benefit plans, until the earliest of
(a) his attainment of age 55 (at which time he will be deemed eligible
to retire under Entergy's plans then in effect), (b) his employment
with a company listed in the Fortune Global 500 Index or (c) his
employment with any company that has a conflict of interest policy that
would prohibit his continued employment with Entergy;
o Entergy will credit him with 15 additional years of service under
Entergy's supplemental retirement plan and he may elect to receive
either (a) approximately $1.9 million in a cash lump sum in full
settlement of all nonqualified retirement benefits or (b) the benefit
that he would have earned under the terms of the SERP applicable to
individuals who became participants on or after March 25, 1998 (which
amount he may elect to receive upon completion of a Merger);
o he will be entitled to immediate payment of performance awards,
based upon an assumed maximum achievement of applicable performance
goals;
o all of his stock options will become fully vested and will remain
outstanding for their full ten-year term; and
o Entergy will pay to him a "gross-up" payment in respect of any
excise taxes he might incur.
If Mr. Wilder terminates his employment for any reason prior to the
completion of a Merger, Entergy will pay to him a lump sum cash
severance payment equal to three times the sum of the his base salary
and target annual incentive award and a "gross-up" payment in respect
of any excise taxes he might incur.
Retention Agreement with Mr. Thompson - This retention agreement with
Mr. Thompson provides that upon termination of employment (a) by him
for "good reason" or by Entergy without "cause", as such terms are
defined in the agreement, or by reason of his death or disability, in
each case while a Merger is pending but prior to completion of a
Merger, or (b) for any reason following completion of a Merger:
o Entergy will pay to him a lump sum cash severance payment equal to
four times the sum of his base salary and maximum annual incentive
award;
o Entergy will pay to him a pro rata annual incentive award, based
on an assumed maximum achievement of applicable performance goals;
o Entergy will pay to him a "gross-up" payment in respect of any
excise taxes he might incur;
o he will be entitled to immediate payment of performance awards,
based upon an assumed maximum achievement of applicable performance
goals;
o he may elect to receive either a lump sum supplemental retirement
benefit equal to (a) $2.9 million or (b) the benefit that he would have
earned under the terms of Entergy's System Executive Retirement Plan
applicable to individuals who became participants on or after March 25,
1998; and
o all of his stock options will become fully vested and will remain
outstanding for their full ten-year term.
Except in the case of a termination by reason of death or disability,
Mr. Thompson will be, for purposes of all benefit plans and
arrangements, an active employee until the date on which he is eligible
for early retirement, which is December 31, 2001, under Entergy's
qualified retirement plan, with such employee status to be in
substantially the same terms and conditions as in effect immediately
preceding the date of termination.
System Executive Continuity Plan - Ms. Conley, Mr. Childers, Mr.
Domino, Mr. Harlan, Mr. Henderson, Mr. Kansler, Mr. Kenney, Mr.
McDonald, Mr. Neikirk, Mr. Packer, Mr. Roberts, Ms. Shanks, and Mr.
Smith are participants in Entergy's System Executive Continuity Plan,
which provides severance pay and benefits under specified
circumstances following a change in control. In the event that a
participant's employment is involuntarily terminated without "cause"
or if the participant terminates for "good reason" during the "change
in control period" (as such terms are defined, respectively, in the
Continuity Plan), the participant will be entitled to:
o a cash severance payment equal to either three times (Roberts),
two times (Conley, Childers, Kansler, and Smith) or one times (Domino,
Harlan, Henderson, Kenney, McDonald, Neikirk, Shanks, and Packer) the
participant's Base Annual Salary and Target Award (as such terms are
defined, respectively, in the Continuity Plan);
o continued medical and dental insurance coverage (subject to offset
for any similar coverage provided by the participant's new employer);
o immediate payment of performance awards, based upon an assumed
achievement of applicable performance targets; and
o payment of a "gross-up" payment in respect of any excise taxes the
participant might incur.
Participants in the Plan are subject to post-employment restrictive
covenants, including a noncompetition provision.
Employee Retention Bonus Plan - Ms. Conley, Mr. Domino, Mr. McDonald,
Ms. Shanks, Mr. Packer, Mr. Harlan, Mr. Henderson, Mr. McNeal, Mr.
Kansler and Mr. Kenney are participants in the Employee Retention
Bonus Plan of Entergy and its Subsidiaries. Under the Plan, as a
result of the termination of the merger between Entergy and FPL Group,
each of these individuals, except Mr. Kansler and Mr. Kenney, will
receive 50% of his or her annual base salary. Mr. Kansler and Mr.
Kenney will receive, respectively, 37.5% and 25%.
Item 6. Part III (b) - Security Ownership of Certain Beneficial
Owners and Management
The directors, the Names Executive Officers, and the directors and
officers as a group of Entergy Corporation, Entergy Arkansas, Inc.,
Entergy Gulf States, Inc., Entergy Louisiana, Inc., Entergy
Mississippi, Inc., Entergy New Orleans, Inc., System Energy Resources,
Inc., Entergy Services, Inc., System Fuels, Inc., Entergy Operations,
Inc., Entergy Enterprises, Inc., Entergy Retail Holdings, Inc., Entergy
Ventures Holding Company, Inc., Entergy Resources, Inc., Entergy
Operations Services, Inc., Entergy Power Gas Holdings Corporation,
Entergy Procurement Exchange Holding Corporation, Entergy Power
Generation Corp., Entergy Power, Inc., Entergy Power Marketing Corp.,
Entergy Holdings Inc., Entergy Nuclear, Inc., Entergy Nuclear Holding
Company #1, Entergy Nuclear Holding Company #2, Entergy Nuclear Holding
Company, Entergy Technology Holding Company, Entergy International
Holdings Ltd., LLC, Entergy Global Power Operations Corporation,
Entergy Power Development Corporation, Entergy Power Holdings USA
Corporation, Entergy Power E&C Corporation, Entergy Power International
Holdings Corporation, Varibus LLC, Prudential Oil and Gas, LLC.,
Southern Gulf Railway Company, and GSG&T, Inc. beneficially owned
directly and indirectly common stock of Entergy Corporation as
indicated:
As of December 31, 2000
Entergy Corporation
Common Stock
Amount and Nature of
Beneficial Ownership(a)
Sole Voting and Other
Investment Beneficial
Name Power Ownership(b)
Entergy Corporation
Maureen S. Bateman* 300 -
W. Frank Blount* 6,834 -
George W. Davis* 1,500 -
Norman C. Francis* 2,500 -
Frank F. Gallaher** 7,640 24,166
Donald C. Hintz** 3,536 119,000
Jerry D. Jackson** 22,960 11,719
J. Wayne Leonard*** 13,065 85,000
Robert v.d. Luft* 15,052 85,000
Kathleen A. Murphy* 1,300 (c) -
Paul W. Murrill* 2,704 -
James R. Nichols* 8,859 -
William A. Percy, III* 550 -
Dennis H. Reilley* 600 -
Wm. Clifford Smith* 9,485 -
Bismark A. Steinhagen* 9,647 -
C. John Wilder* 9,017 17,500
All directors and executive officers 137,171 367,326
Entergy Arkansas, Inc.
Donald C. Hintz*** 3,536 119,000
Jerry D. Jackson*** 22,960 11,719
J. Wayne Leonard** 13,065 85,000
Hugh T. McDonald*** 3,475 4,899
C. John Wilder*** 9,017 17,500
Thomas J. Wright**(d) 15,332 (c) 6,332
All directors and executive officers 105,303 281,224
As of December 31, 2000
Entergy Corporation
Common Stock
Amount and Nature of
Beneficial Ownership(a)
Sole Voting and Other
Investment Beneficial
Name Power Ownership(b)
Entergy Gulf States, Inc.
E. Renae Conley*** 220 2,500
Joseph F. Domino*** 6,917 5,995
Frank F. Gallaher** 7,640 24,166
Donald C. Hintz*** 3,536 119,000
Jerry D. Jackson***(d) 22,960 11,719
J. Wayne Leonard** 13,065 85,000
C. John Wilder*** 9,017 17,500
All directors and executive officers 104,687 284,238
Entergy Louisiana, Inc.
E. Renae Conley*** 220 2,500
Frank F. Gallaher** 7,640 24,166
Donald C. Hintz*** 3,536 119,000
Jerry D. Jackson***(d) 22,960 11,719
J. Wayne Leonard** 13,065 85,000
C. John Wilder*** 9,017 17,500
All directors and executive officers 97,020 278,243
Entergy Mississippi, Inc.
Donald C. Hintz*** 3,536 119,000
Jerry D. Jackson*** 22,960 11,719
J. Wayne Leonard** 13,065 85,000
Carolyn C. Shanks*** 3,708 -
C. John Wilder*** 9,017 17,500
All directors and executive officers 89,639 269,993
Entergy New Orleans, Inc.
Donald C. Hintz*** 3,536 119,000
Jerry D. Jackson*** 22,960 11,719
J. Wayne Leonard** 13,065 85,000
Daniel F. Packer*** 2,858 5,583
C. John Wilder*** 9,017 17,500
All directors and executive officers 86,470 275,576
System Energy Resources, Inc.
Donald C. Hintz*** 3,536 119,000
Jerry D. Jackson*** 22,960 11,719
J. Wayne Leonard** 13,065 85,000
C. John Wilder*** 9,017 17,500
Jerry W. Yelverton*** 8,349 24,716
All directors and executive officers 72,639 270,543
As of December 31, 2000
Entergy Corporation
Common Stock
Amount and Nature of
Beneficial Ownership(a)
Sole Voting and Other
Investment Beneficial
Name Power Ownership(b)
Entergy Services, Inc.
Frank F. Gallaher** 7,640 24,166
Donald C. Hintz*** 3,536 119,000
Jerry D. Jackson*** 22,960 11,719
J. Wayne Leonard** 13,065 85,000
C. John Wilder*** 9,017 17,500
All directors and executive officers 175,840 391,394
Entergy Operations, Inc.
Donald C. Hintz*** 3,536 119,000
Jerry D. Jackson** 22,960 11,719
J. Wayne Leonard** 13,065 85,000
C. John Wilder*** 9,017 17,500
Jerry W. Yelverton*** 8,349 24,716
All directors and executive officers 105,844 305,100
System Fuels, Inc.
Donald C. Hintz*** 3,536 119,000
Jerry D. Jackson** 22,960 11,719
James F. Kenney*** 3,753 13,500
J. Wayne Leonard** 13,065 85,000
C. John Wilder*** 9,017 17,500
All directors and executive officers 73,490 288,893
Varibus LLC
Donald C. Hintz** 3,536 119,000
Jerry D. Jackson** 22,960 11,719
James F. Kenney** 3,753 13,500
J. Wayne Leonard** 13,065 85,000
C. John Wilder** 9,017 17,500
All directors and executive officers 73,490 288,893
Entergy Ventures Holding Company, Inc.
Linda A. Delaney* - -
David C. Harlan*** 8,005 5,750
Donald C. Hintz** 3,536 119,000
J. Wayne Leonard** 13,065 85,000
Michael G. Thompson** 10,083 29,566
C. John Wilder*** 9,017 17,500
All directors and executive officers 54,782 269,424
Entergy Resources Inc.
Michael P. Childers*** - -
Donald C. Hintz*** 3,536 119,000
J. Wayne Leonard** 13,065 85,000
Geoffrey D. Roberts** 6,875 47,500
C. John Wilder*** 9,017 17,500
All directors and executive officers 49,244 322,107
As of December 31, 2000
Entergy Corporation
Common Stock
Amount and Nature of
Beneficial Ownership(a)
Sole Voting and Other
Investment Beneficial
Name Power Ownership(b)
Prudential Oil and Gas, LLC
Donald C. Hintz** 3,536 119,000
Jerry D. Jackson** 22,960 11,719
James F. Kenney** 3,753 13,500
J. Wayne Leonard** 13,065 85,000
C. John Wilder** 9,017 17,500
All directors and executive officers 73,490 288,893
Southern Gulf Railway Company
Donald C. Hintz*** 3,536 119,000
Jerry D. Jackson** 22,960 11,719
James F. Kenney*** 3,753 13,500
J. Wayne Leonard** 13,065 85,000
C. John Wilder*** 9,017 17,500
All directors and executive officers 73,490 288,893
GSG&T, Inc.
Donald C. Hintz*** 3,536 119,000
Jerry D. Jackson** 22,960 11,719
James F. Kenney*** 3,753 13,500
J. Wayne Leonard** 13,065 85,000
C. John Wilder*** 9,017 17,500
All directors and executive officers 73,490 288,893
Entergy Enterprises, Inc.
Donald C. Hintz*** 3,536 119,000
J. Wayne Leonard** 13,065 85,000
Geoffrey D. Roberts*** 6,875 47,500
Michael G. Thompson** 10,083 29,566
C. John Wilder*** 9,017 17,500
All directors and executive officers 52,841 348,023
Entergy Retail Holdings Inc.
Linda A. Delaney* - -
Donald C. Hintz*** 3,536 119,000
J. Wayne Leonard** 13,065 85,000
Richard J. Smith*** 149 8,333
O. H. Storey, III* 119 2,350
C. John Wilder*** 9,017 17,500
Jerry W. Yelverton*** 8,349 24,716
All directors and executive officers 54,584 296,573
Entergy Operations Services, Inc.
Frank F. Gallaher*** 7,640 24,166
Donald C. Hintz*** 3,536 119,000
J. Wayne Leonard** 13,065 85,000
Michael G. Thompson** 10,083 29,566
C. John Wilder*** 9,017 17,500
All directors and executive officers 47,293 281,207
As of December 31, 2000
Entergy Corporation
Common Stock
Amount and Nature of
Beneficial Ownership(a)
Sole Voting and Other
Investment Beneficial
Name Power Ownership(b)
Entergy Power Gas Holdings Corp.
Donald C. Hintz** 3,536 119,000
Doris J. Krick* - -
J. Wayne Leonard** 13,065 85,000
Steven C. McNeal*** 3,142 3,475
Geoffrey D. Roberts** 6,875 47,500
James W. Snider* - -
C. John Wilder** 9,017 17,500
All directors and executive officers 40,271 272,475
Entergy Procurement Exchange Holding Corporation
Linda A. Delaney* - -
Joseph T. Henderson* 810 2,500
Donald C. Hintz** 3,536 119,000
Jerry D. Jackson** 22,960 11,719
J. Wayne Leonard** 13,065 85,000
James M. Neikirk** 231 1,666
C. John Wilder*** 9,017 17,500
All directors and executive officers 52,761 240,860
Entergy Power Generation Corporation
Donald C. Hintz*** 3,536 119,000
J. Wayne Leonard** 13,065 85,000
Geoffrey D. Roberts*** 6,875 47,500
Michael G. Thompson** 10,083 29,566
C. John Wilder*** 9,017 17,500
All directors and executive officers 51,904 349,306
Entergy Power Inc.
Donald C. Hintz** 3,536 119,000
J. Wayne Leonard** 13,065 85,000
Geoffrey D. Roberts*** 6,875 47,500
Michael G. Thompson*** 10,083 29,566
C. John Wilder*** 9,017 17,500
All directors and executive officers 47,124 313,941
Entergy Power Marketing Corp.
Frederick M. Davidson** 600 -
Donald C. Hintz** 3,536 119,000
J. Wayne Leonard** 13,065 85,000
Uday Narang** 3,198 -
Geoffrey D. Roberts*** 6,875 47,500
Michael G. Thompson* 10,083 29,566
C. John Wilder* 9,017 17,500
All directors and executive officers 50,112 311,441
As of December 31, 2000
Entergy Corporation
Common Stock
Amount and Nature of
Beneficial Ownership(a)
Sole Voting and Other
Investment Beneficial
Name Power Ownership(b)
Entergy Holdings, Inc.
Joseph T. Henderson** 810 2,500
Donald C. Hintz*** 3,536 119,000
J. Wayne Leonard*** 13,065 85,000
Michael G. Thompson*** 10,083 29,566
C. John Wilder*** 9,017 17,500
All directors and executive officers 48,733 267,690
Entergy Nuclear, Inc.
Donald C. Hintz*** 3,536 119,000
J. Wayne Leonard** 13,065 85,000
Michael G. Thompson** 10,083 29,566
C. John Wilder*** 9,017 17,500
Jerry W. Yelverton*** 8,349 24,716
All directors and executive officers 58,512 292,748
Entergy Nuclear Holding Company #1
Donald C. Hintz*** 3,536 119,000
J. Wayne Leonard** 13,065 85,000
Michael G. Thompson** 10,083 29,566
C. John Wilder*** 9,017 17,500
Jerry W. Yelverton*** 8,349 24,716
All directors and executive officers 54,316 285,890
Entergy Nuclear Holding Company #2
David C. Harlan* 8,005 5,750
Donald C. Hintz** 3,536 119,000
Michael R. Kansler** 840 -
J. Wayne Leonard*** 13,065 85,000
Horace S. Webb* 314 4,000
C. John Wilder** 9,017 17,500
Jerry W. Yelverton** 8,349 24,716
All directors and executive officers 43,126 255,966
Entergy Nuclear Holding Company
Donald C. Hintz*** 3,536 119,000
J. Wayne Leonard** 13,065 85,000
Michael G. Thompson** 10,083 29,566
C. John Wilder*** 9,017 17,500
Jerry W. Yelverton*** 8,349 24,716
All directors and executive officers 55,126 288,390
As of December 31, 2000
Entergy Corporation
Common Stock
Amount and Nature of
Beneficial Ownership(a)
Sole Voting and Other
Investment Beneficial
Name Power Ownership(b)
Entergy Technology Holding Company
Joseph T. Henderson** 810 2,500
Donald C. Hintz*** 3,536 119,000
J. Wayne Leonard** 13,065 85,000
Michael G. Thompson** 10,083 29,566
C. John Wilder*** 9,017 17,500
All directors and executive officers 42,190 257,941
Entergy International Holdings Ltd. LLC
Joseph T. Henderson** 810 2,500
Donald C. Hintz** 3,536 119,000
J. Wayne Leonard** 13,065 85,000
Michael G. Thompson** 10,083 29,566
C. John Wilder** 9,017 17,500
All directors and executive officers 46,777 263,674
Entergy Global Power Operations Corporation
Donald C. Hintz** 3,536 119,000
J. Wayne Leonard** 13,065 85,000
Geoffrey D. Roberts*** 6,875 47,500
Michael G. Thompson*** 10,083 29,566
C. John Wilder*** 9,017 17,500
All directors and executive officers 51,855 320,140
Entergy Power Development Corporation
Donald C. Hintz*** 3,536 119,000
J. Wayne Leonard** 13,065 85,000
Geoffrey D. Roberts*** 6,875 47,500
Michael G. Thompson** 10,083 29,566
C. John Wilder*** 9,017 17,500
All directors and executive officers 52,787 351,206
Entergy Power Holdings USA Corp.
Michael P. Childers*** - -
Cynthia A. Dyer* - -
Donald C. Hintz** 3,536 119,000
J. Wayne Leonard** 13,065 85,000
Frederick F. Nugent* 1,956 4,016
Geoffrey D. Roberts** 6,875 47,500
C. John Wilder** 9,017 17,500
All directors and executive officers 41,068 307,240
As of December 31, 2000
Entergy Corporation
Common Stock
Amount and Nature of
Beneficial Ownership(a)
Sole Voting and Other
Investment Beneficial
Name Power Ownership(b)
Entergy Power E & C Corporation
Donald C. Hintz** 3,536 119,000
Doris J. Krick* - -
J. Wayne Leonard** 13,065 85,000
Steven C. McNeal*** 3,142 3,475
Geoffrey D. Roberts** 6,875 47,500
James W. Snider* - -
C. John Wilder** 9,017 17,500
All directors and executive officers 40,271 272,475
Entergy Power International Holdings Corporation
Michael P. Childers*** - -
Donald C. Hintz** 3,536 119,000
J. Wayne Leonard** 13,065 85,000
Geoffrey D. Roberts** 6,875 47,500
C. John Wilder*** 9,017 17,500
All directors and executive officers 50,972 320,140
* Director of the respective Company
** Named Executive Officer of the respective Company
*** Director and Named Executive Officer of the respective
Company
(a) Based on information furnished by the respective individuals.
Except as noted, each individual has sole voting and
investment power. The number of shares of Entergy Corporation
common stock owned by each individual and by all directors
and executive officers as a group does not exceed one percent
of the outstanding Entergy Corporation common stock.
(b) Includes, for the Named Executive Officers, shares of Entergy
Corporation common stock in the form of unexercised stock options
awarded pursuant to the Equity Ownership Plan as follows:
(c) Includes 1,000 shares for Ms. Murphy in which she has joint
ownership. Includes 5,171 shares for Mr. Wright in which he has joint
ownership and 1,793 shares in which he has custodial ownership.
(d) Mr. Wright is the former Chief Executive Officer and a former
director of Entergy Arkansas. Mr. Jackson is the former Chief
Executive Officer of Entergy Gulf States, LA and Entergy Louisiana.
Item 6. Part III (c) - Contracts and Transactions with System
Companies
During 2000, T. Baker Smith & Son, Inc. performed land-
surveying services for, and received payments of approximately
$427,014 from Entergy companies. Mr. Wm. Clifford Smith, a director
of Entergy Corporation, is President of T. Baker Smith & Son, Inc.
Mr. Smith's children own 100% of the voting stock of T. Baker Smith
& Son, Inc.
ITEM 6. Part III (d) - Indebtedness to System Companies
None.
ITEM 6. Part III (e) - Participation in Bonus and Sharing
Arrangements and Other Benefits
See Item 6. Part III (a).
ITEM 6. Part III (f) - Rights to Indemnity
The Certificate of Incorporation of Entergy provides that the
corporation shall indemnify its directors and officers to the
fullest extent permitted by the General Corporation Law of
Delaware, as amended from time to time.
The Certificate of Incorporation also provides that Entergy
may maintain insurance to protect its officers and directors
against such expense, liability or loss, whether or not the
corporation would have the power to indemnify such person against
such expense, liability or loss under the General Corporation Law
of the State of Delaware.
ITEM 7. CONTRIBUTIONS AND PUBLIC RELATIONS
(1)*
CALENDAR YEAR 2000
Name or Account(s)
Name of Number of Beneficiaries Purpose(s) Charged Amount
Company
ENTERGY
CORPORATION Democratic National Committee Building Fund Donations 49,500
Republican National Committee
Building Fund Building Fund Donations 49,500
-------
Total $99,000
=======
* Several of the System Companies have established separate segregated funds
known as political action committees, established pursuant to the Federal
Election Campaign Act, in soliciting employee participation in Federal,
state and local elections.
(2)
CALENDAR YEAR 2000
Name or Account(s)
Name of Number of Beneficiaries Purpose(s) Charged Amount
Company
ENTERGY Chambers of Commerce Civic Activity Donations $125,000
CORPORATION
Foundation for the Midsouth Civic Activity Donations 250,000
Bureau of Governmental Research Research Donations 250
--------
Total $375,250
========
ENTERGY
ARKANSAS Arkansas State and Local
Chambers of Commerce Civic Activity Donations $137,913
Arkansas Governor's Mansion Building Fund Donations 56,000
Clark County Democratic Party Civic Activity Donations 250
--------
Total $194,163
========
(2)
CALENDAR YEAR 2000
Name or Account(s)
Name of Number of Beneficiaries Purpose(s) Charged Amount
Company
ENTERGY
GULF STATES Chambers of Commerce Civic Activity Donations $84,664
Association of Electric Companies
of Texas Civic Activity Donations 15,193
Southern Governors' Association Civic Activity Donations 5,000
Texas Civil Justice League Civic Activity Donations 7,500
--------
Total $112,357
========
ENTERGY
LOUISIANA Chambers of Commerce Civic Activity Donations $33,690
Four Other items Civic Activity Donations 920
-------
Total $34,610
=======
ENTERGY
MISSISSIPPI Chambers of Commerce Civic Activity Donations $16,325
Council of State Governments Civic Activity Donations 6,000
Democratic Governors' Association Civic Activity Donations 5,000
Metropolitan Crime Commission Civic Activity Donations 6,200
Southern Governors' Association Civic Activity Donations 5,000
Two Other Items Civic Activity Donations 5,500
-------
Total $44,025
=======
ENTERGY
NEW ORLEANS Chambers of Commerce Civic Activity Donations $4,650
Bureau of Governmental Research Civic Activity Donations 250
------
Total $4,900
======
ITEM 8. SERVICE, SALES AND CONSTRUCTION CONTRACTS
(I) In Effect
Serving Receiving Date of 12/31/2000
Transaction Company Company Compensation Contract (Yes/No)
Fuel Purchases System Fuels Entergy Arkansas $ 2,203,830 1/12/73 Yes
Fuel Purchases System Fuels Entergy Louisiana $ 19,540,256 1/12/73 Yes
Fuel Purchases System Fuels Entergy Mississippi $ 104,536,921 1/12/73 Yes
Fuel Purchases System Fuels Entergy New Orleans $ 8,025,771 1/12/73 Yes
Certain materials & System Fuels Entergy Arkansas $ 51,092,089 6/15/78 Yes
services required for
fabrication of
Nuclear Fuel
Certain materials & System Fuels Entergy Louisiana $ 29,317,402 6/15/78 Yes
services required for
fabrication of
Nuclear Fuel
Certain materials & System Fuels System Energy $ 7,289 6/15/78 Yes
services required for
fabrication of
Nuclear Fuel
Miscellaneous Spare Entergy Arkansas Entergy Louisiana $ 5,464,201 N/A N/A
Parts Inventory
Miscellaneous Spare Entergy Arkansas Entergy Mississippi $ 3,252,125 N/A N/A
Parts Inventory
Miscellaneous Spare Entergy Arkansas Entergy New Orleans $ 9,149 N/A N/A
Parts Inventory
Miscellaneous Spare Entergy Arkansas Entergy Gulf States $ 117,419 N/A N/A
Parts Inventory
Miscellaneous Spare Entergy Louisiana Entergy Arkansas $ 372,832 N/A N/A
Parts Inventory
Miscellaneous Spare Entergy Louisiana Entergy Mississippi $ 814,592 N/A N/A
Parts Inventory
Miscellaneous Spare Entergy Louisiana Entergy New Orleans $ 7,323,623 N/A N/A
Parts Inventory
Miscellaneous Spare Entergy Louisiana Entergy Gulf States $ 11,179,506 N/A N/A
Parts Inventory
(I) In Effect
Serving Receiving Date Of 12/31/2000
Transaction Company Company Compensation Contract (Yes/No)
Miscellaneous Spare Entergy Mississippi Entergy Arkansas $ 168,535 N/A N/A
Parts Inventory
Miscellaneous Spare Entergy Mississippi Entergy Louisiana $ 474,624 N/A N/A
Parts Inventory
Miscellaneous Spare Entergy Mississippi Entergy Gulf States $ 740 N/A N/A
Parts Inventory
Miscellaneous Spare Entergy New Orleans Entergy Arkansas $ 19,716 N/A N/A
Parts Inventory
Miscellaneous Spare Entergy New Orleans Entergy Louisiana $ 162,232 N/A N/A
Parts Inventory
Miscellaneous Spare Entergy New Orleans Entergy Mississippi $ 11,145 N/A N/A
Parts Inventory
Miscellaneous Spare Entergy New Orleans Entergy Gulf States $ 136,531 N/A N/A
Parts Inventory
Miscellaneous Spare Entergy Gulf States Entergy Arkansas $ 443,579 N/A N/A
Parts Inventory
Miscellaneous Spare Entergy Gulf States Entergy Louisiana $ 454,286 N/A N/A
Parts Inventory
Miscellaneous Spare Entergy Gulf States Entergy Mississippi $ 5,313 N/A N/A
Parts Inventory
Miscellaneous Spare Entergy Gulf States Entergy New Orleans $ 878 N/A N/A
Parts Inventory
Miscellaneous Entergy Mississippi Entergy Louisiana $ 171,476 N/A N/A
transmission and
distribution station
equipment
Miscellaneous Entergy Louisiana Entergy Mississippi $ 67,044 N/A N/A
transmission and
distribution station
equipment
Miscellaneous Entergy Gulf States Entergy Arkansas $ 272,769 N/A N/A
transmission and
distribution station
equipment
Miscellaneous Entergy Louisiana Entergy Arkansas $ 64,567 N/A N/A
transmission and
distribution station
equipment
(I) In Effect
Serving Receiving Date Of 12/31/2000
Transaction Company Company Compensation Contract (Yes/No)
Miscellaneous Entergy Arkansas Entergy Louisiana $ 19,785 N/A N/A
transmission and
distribution station
equipment
Capacity Use of and ETC Entergy Arkansas $ 408,016 5-01-97 Yes
Service of Local
Fiber
Capacity Use of and ETC Entergy Louisiana $ 774.392 5-01-97 Yes
Service of Local Fiber
Capacity Use of and ETC Entergy Mississippi $ 962,941 5-01-97 Yes
Service of Local Fiber
Capacity Use of and ETC Entergy Gulf States $ 1,310,843 5-01-97 Yes
Service of Local Fiber
Construction and ETC Entergy Services $ 872,418 1-01-97 Yes
Service of Local Fiber
The following contract was in effect as of December 31, 2000, though there
was no activity under this contract:
- Contract for web hosting services between MyHomeKey.com, Inc and
Entergy MHK Retail, LLC dated November 6, 2000.
Reference is made to the quarterly certificates filed pursuant to Rule 24
by Entergy Corporation in file #70-9123 for information concerning certain
support services provided by non-utility companies to other non-utility
companies.
ITEM 8. Part II
Reference is made to information under Item 6, Part III(c).
ITEM 8. Part III
Interstate FiberNet acts as exclusive agent to market all of Entergy
Technology Company's available capacity for point-to-point
communication. The compensation amount for 2000 was $4,494,453.35.
SAIC provided information technology support services to Entergy
Corporation during 2000. The compensation amount paid to SAIC for 2000
was $1,350,000.
ITEM 9. EXEMPT WHOLESALE GENERATORS AND FOREIGN UTILITY COMPANIES
(a) In November 1992, Entergy Corporation's subsidiary, Entergy,
S.A., participated in a consortium with other nonaffiliated
companies that acquired a 6% interest in Central Costanera, S.A.
Central Costanera, S.A. is an Argentina steam electric generating
facility consisting of seven natural gas and oil fired generating
units, with total installed capacity of 1,260 MW. Central
Costanera, S.A. is a FUCO under the provisions of the Energy Act. At
December 31, 2000, Entergy Corporation's aggregate investment in
Central Costanera, S.A. was approximately $10.5 million.
In August 1994, Entergy Corporation, through a wholly owned
subsidiary of Entergy Power Development Corporation, Entergy
Pakistan, Ltd., acquired a 10% equity interest in The Hub Power
Company, Ltd., which owns a 1,292 MW steam electric generation
facility in Pakistan. Entergy Pakistan, Ltd. is a FUCO under the
Energy Act. Entergy Pakistan, Ltd.'s initial investment to acquire
its indirect 10% interest in The Hub Power Company, Ltd., was $50.2
million. From 1996 through 1998, Entergy Pakistan, Ltd. sold 52% of
its interest in The Hub Power Company, Ltd. for approximately $56
million. At December 31, 2000, Entergy Pakistan, Ltd. held a 4.8%
interest in The Hub Power Company, Ltd., representing an aggregate
investment of approximately $14.7 million.
In April 1995, Entergy Corporation, through a wholly owned
subsidiary of Entergy Power Development Corporation, Entergy Power
CBA Holding Ltd., purchased a 7.8% interest in Central Buenos Aires,
S.A. Central Buenos Aires, S.A. owns a 220 MW combined cycle gas
turbine at the Central Costanera S. A. power plant in Buenos Aires,
Argentina. Entergy Power CBA Holding Ltd. is a FUCO under the Energy
Act. At December 31, 2000, Entergy's aggregate investment in Central
Buenos Aires, S.A. was approximately $3.7 million.
In November 1995, Entergy Corporation, through a wholly owned
subsidiary of Entergy Power Development Corporation, EP Edegel,
Inc., acquired a 34.7% interest in a consortium, Generandes, Co.,
which purchased 60% of Edegel, S.A., a company that owns 5
hydroelectric generating stations (totaling 547 MW) and one 260 MW
thermal generating station in Peru. EP Edegel, Inc. is a FUCO under
the Energy Act. At December 31, 2000, Entergy's aggregate investment
in Edegel, S.A. was approximately $100 million.
In July 1999, Entergy Corporation, through its wholly owned EWG
subsidiaries, Entergy Nuclear Holding Company # 1 and Entergy
Nuclear Generation Company ("ENGC"), acquired from Boston Edison
Company the Pilgrim Nuclear Power Station, a 670 MW nuclear-powered
electric generating station located in Plymouth, Massachusetts. At
December 31, 2000, Entergy's aggregate investment in ENGC was
approximately $89.2 million.
In November 2000, Entergy Corporation, through its wholly owned
EWG subsidiaries, Entergy Nuclear Holding Company #1, Entergy
Nuclear New York Investment Company I, Entergy Nuclear New York
Investment Company II, Entergy Nuclear Indian Point 3, LLC, and
Entergy Nuclear FitzPatrick, LLC, acquired from the New York Power
Authority the 980 MW Indian Point 3 and the 825 MW James A.
FitzPatrick nuclear power plants. The Indian Point 3 plant is
located in Westchester County, New York, and the James A FitzPatrick
plant is located in Oswego County, New York. At December 31, 2000,
Entergy's aggregate investment in Entergy Nuclear Holding Company
#1, Entergy Nuclear Indian Point 3, LLC and Entergy Nuclear
FitzPatrick, LLC was approximately $0.1 million, $31.6 million, and
$23.4 million, respectively.
Entergy Corporation owns, indirectly through its wholly owned
subsidiaries, Entergy Power Operations Corporation and Entergy Power
Development Corporation, 100% of the outstanding capital stock of
Entergy Power Operations Pakistan LDC ("EPOP"), a FUCO under the
Energy Act formed to provide operations and management services to
the Liberty Power Project in Pakistan. At December 31, 2000,
Entergy's aggregate investment in EPOP totaled approximately
$500,000.
Entergy Corporation owns, indirectly through its wholly owned
subsidiaries, Entergy Power Operations Corporation and Entergy Power
Development Corporation, 100% of the outstanding capital stock of
Entergy Power Operations UK Limited and Entergy Power Operations
Damhead Creek Limited Partnership, each of which is a FUCO formed
under the Energy Act to provide operations and maintenance services
to the Saltend and Damhead Creek power projects, respectively, in
the United Kingdom.
In June 1997, Entergy Corporation, indirectly through its wholly
owned subsidiaries Entergy Power Development Corporation, and
Entergy Power Chile, S.A., acquired an indirect 25% interest in
Compania Electrica San Isidro S.A. Compania Electrica San Isidro
S.A. owns and operates a 375 MW power plant in central Chile.
Compania Electrica San Isidro S.A. is a FUCO under the Energy Act.
At December 31, 2000, Entergy's aggregate investment in Compania
Electrica San Isidro S.A. totaled approximately $15.6 million.
As of December 31, 2000, Entergy Corporation, through a wholly
owned subsidiary, Entergy Power Development Corporation, owned 100%
of the capital stock of Damhead Creek Limited (formerly Kingsnorth
Power Ltd.). Damhead Creek Limited owns a 792 MW power plant in the
United Kingdom and is a FUCO under the Energy Act. Entergy's equity
contribution obligations (BPS36.1 million) under the project
financing are supported by a letter of credit issued through a
credit facility of Entergy Power Development Corporation. As noted
below, Entergy Corporation issued a guarantee of Entergy Power
Development Corporation's credit facility. This guarantee was
originally in the amount of $170 million and as of December 31, 2000
had been reduced to $70 million. At December 31, 2000, Entergy's
aggregate investment in Damhead Creek Limited totaled approximately
$53 million.
Entergy Corporation, through a wholly owned subsidiary of
Entergy Power Development Corporation, Entergy Power Saltend, Ltd.,
owns 100% of the capital stock of Saltend Cogeneration Company
Limited. Saltend Cogeneration Company Limited owns a 1,200-megawatt
power plant in the United Kingdom. Saltend Cogeneration Company
Limited is a FUCO under the Energy Act. At December 31, 2000,
Entergy's aggregate investment in Saltend Cogeneration Company
Limited totaled approximately $47 million.
Entergy Corporation owns 100% of the outstanding capital stock
of Entergy Power Generation Corporation ("EPGC"), which is an EWG
formed under the Entergy Act to develop and hold Entergy's interests
in certain domestic EWG projects including a proposed 300 MW gas-
fired power project in Mississippi, being developed by its wholly
owned subsidiary Warren Power LLC. At December 31, 2000, Entergy's
aggregate investment in EPGC was approximately $16,002,000.
At December 31, 2000, Entergy had provided a guarantee to its
wholly owned FUCO subsidiary, Entergy Power Development Corporation,
in respect of a credit facility entered into by Entergy Power
Development Corporation in connection with the Damhead Creek power
project. This guarantee was originally in the amount of $170 million
and as of December 31, 2000 had been reduced to $70 million.
At December 31, 2000, Entergy Corporation had entered into a
guarantee agreement with Entergy Trading and Marketing Ltd. (a
wholly owned subsidiary of Entergy Power Development Corporation)
obligating Entergy to issue guarantees for the benefit of Entergy
Trading and Marketing Ltd. up to an aggregate maximum amount of $75
million. The amount of such guarantee is included in Entergy's
aggregate investment in Entergy Power Development Corporation.
At December 31, 2000, Entergy Power Marketing Corporation had
entered into a guarantee agreement with NYPA for FitzPatrick and
Indian Point 3 guaranteeing certain contractual obligations up to an
aggregate amount of $20 million.
Reference is hereby made to the application for EWG
determination or Notification of Foreign Utility Company Status on
Form U-57 filed in respect to each EWG or FUCO identified in this
Form U5S in which Entergy owned an interest at December 31, 2000 for
the business address of such EWG or FUCO. See "Item 1 - System
Companies and Investments Therein as of December 31, 2000" for
information concerning the system companies owning interests in such
EWGs and FUCOs and the nature of the interest held.
Part I(b); Part I(c); and Part I(d) are being filed pursuant to Rule
104.
ITEM 9. Part II
See Exhibits H and I.
ITEM 9. Part III is being filed pursuant to Rule 104.
ITEM 10. FINANCIAL STATEMENTS AND EXHIBITS
Financial statements and financial statement schedules filed as
part of the annual report, pursuant to requirements of the Public
Utility Holding Company Act of 1935.
FINANCIAL STATEMENTS PAGE NO.
*Independent Accountants' Consent S-1
Entergy Corporation and Subsidiaries:
*Consolidating Statement of Income (Loss) for the S-2
Year Ended December 31, 2000
*Consolidating Statement of Cash Flows for the Year S-8
Ended December 31, 2000
*Consolidating Balance Sheet as of December 31, 2000 S-14
*Consolidating Statement of Retained Earnings for the S-26
Year Ended December 31, 2000
Entergy Gulf States Corporation and Subsidiaries:
*Consolidating Statement of Income for the Year S-32
Ended December 31, 2000
*Consolidating Statement of Cash Flows for the Year S-33
Ended December 31, 2000
*Consolidating Balance Sheet as of December 31, 2000 S-34
*Consolidating Statement of Retained Earnings for the S-36
Year Ended December 31, 2000
Statutory Subsidiary, accounted for as an equity
investment, the Accounts of which are not included in
the foregoing Consolidating Statements of Entergy
Corporation and Subsidiaries:
The Arklahoma Corporation:
*Statement of Operations and Retained Earnings,
Years Ended November 30, 2000 and 1999 S-38
*Statements of Cash Flows, Years Ended
November 30, 2000 and 1999 S-39
*Balance Sheets, November 30, 2000 and 1999 S-40
*Notes to Financial Statements, November 30, 2000 and 1999 S-41
* Letter, dated April 26, 2001, regarding payment of nuclear
liability insurance premiums by Entergy System companies.
The following financial information indicated by an asterisk is
filed herewith. The balance of the financial information has
heretofore been filed with the Securities and Exchange Commission in
the file numbers indicated and is incorporated herein by reference.
ENTERGY CORPORATION
Independent Accountants' Report and Notes to Consolidated
Financial Statements of Entergy Corporation (Reference is made to
information under the headings "Report of Independent Accountants" and
"Notes to Consolidated Financial Statements," contained in Entergy
Corporation's 2000 Financial Statements included in the Form 10-K for
the year ended December 31, 2000, in File No. 1-11299).
Financial Statement Schedules of Entergy Corporation (Referred to
in Item 14(a)2 to Form 10-K for the year ended December 31, 2000, in
File No. 1-11299 and included in such Form 10-K).
ENTERGY ARKANSAS
Independent Accountants' Report and Notes to Financial Statements
of Entergy Arkansas (Reference is made to information under the
headings "Report of Independent Accountants" and "Notes to Financial
Statements" contained in Entergy Arkansas' 2000 Financial Statements
included in the Form 10-K for the year ended December 31, 2000, in File
No. 1-10764).
Financial Statement Schedules of Entergy Arkansas (Referred to in
Item 14(a)2 to Form 10-K for the year ended December 31, 2000, in File
No. 1-10764 and included in such Form 10-K).
ENTERGY GULF STATES
Independent Accountants' Report and Notes to Financial Statements
of Entergy Gulf States (Reference is made to information under the
headings "Report of Independent Accountants" and "Notes to Financial
Statements" contained in Entergy Gulf States' 2000 Financial Statements
included in the Form 10-K for the year ended December 31, 2000, in File
No. 1-2703).
Financial Statement Schedules of Entergy Gulf States (Referred to
in Item 14(a)2 to Form 10-K for the year ended December 31, 2000, in
File No. 1-2703 and included in such Form 10-K).
ENTERGY LOUISIANA
Independent Accountants' Report and Notes to Financial Statements
of Entergy Louisiana (Reference is made to information under the
headings "Report of Independent Accountants" and "Notes to Financial
Statements" contained in Entergy Louisiana's 2000 Financial Statements
included in the Form 10-K for the year ended December 31, 2000, in File
No. 1-8474).
Financial Statement Schedules of Entergy Louisiana (Referred to in
Item 14(a)2 to Form 10-K for the year ended December 31, 2000, in File
No. 1-8474 and included in such Form 10-K).
ENTERGY MISSISSIPPI
Independent Accountants' Report and Notes to Financial Statements
of Entergy Mississippi (Reference is made to information under the
headings "Report of Independent Accountants" and "Notes to Financial
Statements," contained in Entergy Mississippi's 2000 Financial
Statements included in the Form 10-K for the year ended December 31,
2000, in File No. 0-320).
Financial Statement Schedules of Entergy Mississippi (Referred to
in Item 14(a)2 to Form 10-K for the year ended December 31, 2000, in
File No. 0-320 and included in such Form 10-K).
ENTERGY NEW ORLEANS
Independent Accountants' Report and Notes to Financial Statements
of Entergy New Orleans (Reference is made to information under the
headings "Report of Independent Accountants" and "Notes to Financial
Statements," contained in Entergy New Orleans' 2000 Financial
Statements included in the Form 10-K for the year ended December 31,
2000, in File No. 0-5807).
Financial Statement Schedules of Entergy New Orleans (Referred to
in Item 14(a)2 to Form 10-K for the year ended December 31, 2000, in
File No. 0-5807 and included in such Form 10-K).
SYSTEM ENERGY
Independent Accountants' Report and Notes to Financial Statements
of System Energy (Reference is made to information under the headings
"Report of Independent Accountants" and "Notes to Financial
Statements," contained in System Energy's 2000 Financial Statements
included in the Form 10-K for the year ended December 31, 2000, in File
No. 1-9067).
Financial Statement Schedules of System Energy (Referred to in
Item 14(a)2 to Form 10-K for the year ended December 31, 2000, in File
No. 1-9067 and included in such Form 10-K).
ENTERGY CORPORATION SYSTEM COMPANIES
A-1 Entergy Corporation's Annual Report on Form 10-K for the year
ended December 31, 2000 (Incorporated herein by reference from File No.
1-11299).
A-2 Entergy Arkansas' Annual Report on Form 10-K for the year ended
December 31, 2000 (Incorporated herein by reference from File No. 1-
10764).
A-3 Entergy Gulf States' Annual Report on Form 10-K for the year
ended December 31, 2000 (Incorporated herein by reference from File No.
1-2703).
A-4 Entergy Louisiana's Annual Report on Form 10-K for the year ended
December 31, 2000 (Incorporated herein by reference from File No. 1-
8474).
A-5 Entergy Mississippi's Annual Report on Form 10-K for the year
ended December 31, 2000 (Incorporated herein by reference from File No.
0-320).
A-6 Entergy New Orleans' Annual Report on Form 10-K for the year
ended December 31, 2000 (Incorporated herein by reference from File No.
0-5807).
A-7 System Energy's Annual Report on Form 10-K for the year ended
December 31, 2000 (Incorporated herein by reference from File No. 1-
9067).
ENTERGY CORPORATION
B-1(a) Certificate of Incorporation of Entergy Corporation as executed
December 31, 1993 (A-1(a) to Rule 24 Certificate in 70-8059).
B-1(b) By-Laws of Entergy Corporation as amended January 29, 1999, and
as presently in effect (4.2 to Form S-8 in 333-75097).
ENTERGY ARKANSAS
B-2(a) Amended and Restated Articles of Incorporation of Entergy
Arkansas effective November 12, 1999 (3(i)(c)1 to Form 10-K for the
year ended December 31, 1999 in 1-10764).
B-2(b) By-Laws of Entergy Arkansas effective November 26, 1999, and as
presently in effect (3(ii)(c) to Form 10-K for the year ended December
31, 1999 in 1-10764).
ENTERGY ENTERPRISES, INC.
B-3(a) Restated Articles of Incorporation of Entergy
Enterprises, Inc., as in effect December 28, 1992 (B-3(a) to Form U5S
for the year ended December 31, 1997).
B-3(b) By-Laws of Entergy Enterprises, Inc., as amended as
of July 17, 1990 and currently in effect (A-6(a) to Form U-1 in 70-
7947).
ENTERGY LOUISIANA
B-4(a) Amended and Restated Articles of Incorporation of
Entergy Louisiana effective November 15, 1999 (3(a) to Form S-3 in 333-
93683).
B-4(b) By-Laws of Entergy Louisiana effective November 26, 1999, and as
presently in effect (3(b) to Form S-3 in 333-93683).
ENTERGY MISSISSIPPI
B-5(a) Amended and Restated Articles of Incorporation of Entergy
Mississippi effective November 12, 1999 (3(i)(f)1 to Form 10-K for the
year ended December 31, 1999 in 0-320).
B-5(b) By-Laws of Entergy Mississippi effective November 26, 1999,
and as presently in effect (3(ii)(f) to Form 10-K for the year ended
December 31, 1999 in 0-320).
ENTERGY NEW ORLEANS
B-6(a) Amended and Restated Articles of Incorporation of Entergy New
Orleans effective November 15, 1999 (3(a) to Form S-3 in 333-95599).
B-6(b) By-Laws of Entergy New Orleans effective November 30, 1999, and
as presently in effect (3(b) to Form S-3 in 333-95599).
SYSTEM ENERGY
B-7(a) Amended and Restated Articles of Incorporation of System Energy
and amendments thereto through April 28, 1989 (A-1(a) to Form U-1 in 70-
5399).
B-7(b) By-Laws of System Energy effective July 6, 1998, and as
presently in effect (3(f) to Form 10-Q for the quarter ended June 30,
1998 in 1-9067).
ENTERGY SERVICES
B-8(a) Certificate of Amendment of Certificate of Incorporation of
Entergy Services, as executed May 5, 1998 (B-8(a) to Form U5S for the
year ended December 31, 1998).
B-8(b) By-Laws of Entergy Services, as of July 6, 1999, and as
presently in effect (B-8(b) to Form U5S for the year ended December 31,
1999).
SYSTEM FUELS, INC.
B-9(a) Articles of Incorporation of System Fuels, Inc., as executed
January 3, 1972 (A-1 to Form U-1 in 70-5015).
B-9(b) By-Laws of System Fuels, Inc., as of July 12, 1999, and as
presently in effect (B-9(b) to Form U5S for the year ended December 31,
1999).
ENTERGY OPERATIONS, INC.
B-10(a) Restated Certificate of Incorporation of Entergy
Operations, Inc., effective June 8, 1990 (A-1(b) to Rule 24 Certificate
in 70-7679).
B-10(b) By-Laws of Entergy Operations, Inc., as of August 23, 1999,
and as presently in effect (B-10(b) to Form U5S for the year ended
December 31, 1999).
ENTERGY POWER, INC.
B-11(a) Restated Certificate of Incorporation of Entergy Power,
Inc., effective August 20, 1990 (B-11(a) to Form U5S for the year ended
December 31, 1999).
B-11(b) By-Laws of Entergy Power, Inc., as amended as of October
26, 1995 and currently in effect (B-11(b) to Form U5S for the year
ended December 31, 1999).
ENTERGY POWER DEVELOPMENT CORPORATION
B-12(a) Certificate of Incorporation of Entergy Power Development
Corporation, as executed December 9, 1992 (B-14(a) to Form U5S for the
year ended December 31, 1992).
B-12(b) By-Laws of Entergy Power Development Corporation, as
amended as of October 26, 1995 and currently in effect (B-12(b) to Form
U5S for the year ended December 31, 1999).
ENTERGY GULF STATES
B-13(a) Restated Articles of Incorporation of Entergy Gulf
States effective November 17, 1999 (3(i)(d)1 to Form 10-K for the year
ended December 31, 1999 in 1-27031).
B-13(b) By-Laws of Entergy Gulf States effective November 26, 1999,
and as presently in effect (3(ii)(d) to Form 10-K for the year ended
December 31, 1999 in 1-27031).
VARIBUS CORPORATION
*B-14(a) Articles of Conversion of Varibus L.L.C., as executed
November 6, 2000.
*B-14(b) Certificate of Organization of Varibus Corporation, as
executed November 6, 2000.
PRUDENTIAL OIL AND GAS L.L.C.
*B-15(a) Articles of Conversion of Prudential Oil & Gas L.L.C., as
executed November 6, 2000.
*B-15(b) Certificate of Organization of Prudential, Oil & Gas
L.L.C., as executed November 6, 2000
GSG&T, INC.
B-16(a) Charter (Articles of Association) and Amendments thereto of
GSG&T, Inc., as executed May 15, 1987 (B-19(a) to Form U5B).
B-16(b) By-Laws of GSG&T, Inc., as of August 10, 1998 and
currently in effect (B-16(b) to Form U5S for the year ended December
31, 1998).
SOUTHERN GULF RAILWAY COMPANY
B-17(a) Charter (Articles of Association) and Amendments thereto
of Southern Gulf Railway Company, as executed May 6, 1993 (B-20(a) to
Form U5B).
B-17(b) By-Laws of Southern Gulf Railway Company, as of August
10, 1998 and currently in effect (B-17(b) to Form U5S for the year
ended December 31, 1998).
ENTERGY POWER MARKETING CORPORATION
B-18(a) Certificate of Incorporation of Entergy Power Marketing
Corporation, as executed May 17, 1995 (B-19(a) to Form U5S for the year
ended December 31, 1996).
B-18(b) By-Laws of Entergy Power Marketing Corporation, as of
August 1, 1995 and currently in effect (B-19(b) to Form U5S for the
year ended December 31, 1996).
ENTERGY TECHNOLOGY HOLDING COMPANY
B-19(a) Certificate of Incorporation of Entergy Technology
Holding Company, as executed February 12, 1996 (B-22(a) to Form U5S for
the year ended December 31, 1996).
B-19(b) By-Laws of Entergy Technology Holding Company, as of February
12, 1996 and currently in effect (B-22(a) to Form U5S for the year
ended December 31, 1996).
ENTERGY POWER GENERATION CORPORATION
*B-20(a) Certificate of Amendment of Certificate of Incorporation
of Entergy Power Generation Corporation, as executed October 26, 2000.
B-20(b) By-Laws of Entergy Power Generation Corporation, as of
December 26, 1996 and currently in effect (B-21(b) to Form U5S for the
year ended December 31, 1997).
ENTERGY POWER INTERNATIONAL HOLDINGS CORPORATION
B-21(a) Certificate of Incorporation of Entergy Power
International Holdings Corporation, as executed August 5, 1996 (B-22(a)
to Form U5S for the year ended December 31, 1997).
B-21(b) By-Laws of Entergy Power International Holdings
Corporation, as of January 16, 1996 and currently in effect (B-22(b) to
Form U5S for the year ended December 31, 1997).
ENTERGY HOLDINGS, INC.
B-22(a) Certificate of Amendment of Certificate of Incorporation
of Entergy Holdings, Inc., as executed January 25, 1999 (B-24(a) to
Form U5S for the year ended December 31, 1999).
B-22(b) By-Laws of Entergy Holdings, Inc., as amended November 30,
1998 and currently in effect (B-24(b) to Form U5S for the year ended
December 31, 1998).
ENTERGY NUCLEAR, INC.
B-23(a) Certificate of Incorporation of Entergy Nuclear, Inc.,
as executed April 10, 1996 (B-25(a) to Form U5S for the year ended
December 31, 1998).
B-23(b) By-Laws of Entergy Nuclear, Inc., as amended September
10, 1998 and currently in effect (B-25(b) to Form U5S for the year
ended December 31, 1998).
ENTERGY OPERATIONS SERVICES, INC.
B-24(a) Certificate of Amendment of Certificate of Incorporation
of Entergy Operations Services, Inc., as executed July 9, 1996 (B-26(a)
to Form U5S for the year ended December 31, 1998).
B-24(b) By-Laws of Entergy Operations Services, Inc., as amended
October 9, 1998 and currently in effect (B-26(b) to Form U5S for the
year ended December 31, 1998).
ENTERGY NUCLEAR HOLDING COMPANY # 1
*B-25(a) Certificate of Amendment of Certificate of Incorporation
of Entergy Nuclear Holding Company # 1, as executed November 15, 2000.
B-25(b) By-Laws of Entergy Nuclear Holding Company # 1, as
amended July 6, 1999 and currently in effect (27(b) to Form U5S for the
year ended December 31, 1999).
ENTERGY NUCLEAR HOLDING COMPANY # 2
*B-26(a) Certificate of Incorporation of Entergy Nuclear Holding
Company # 2, as executed May 9, 2000.
*B-26(b) By-Laws of Entergy Nuclear Holding Company # 2, as of
May 9, 2000 and currently in effect.
ENTERGY NUCLEAR HOLDING COMPANY # 3
*B-27(a) Certificate of Incorporation of Entergy Nuclear Holding
Company # 3, as executed October 24, 2000.
*B-27(b) By-Laws of Entergy Nuclear Holding Company # 3, as of
October 24, 2000 and currently in effect.
ENTERGY NUCLEAR HOLDING COMPANY
*B-28(a) Certificate of Incorporation of Entergy Nuclear Holding
Company, as executed October 24, 2000.
*B-28(b) By-Laws of Entergy Nuclear Holding Company, as of
October 24, 2000 and currently in effect.
ENTERGY RETAIL HOLDING COMPANY
*B-29(a) Certificate of Incorporation of Entergy Retail Holding
Company, as executed August 23, 2000.
*B-29(b) By-Laws of Entergy Retail Holding Company, as of August
23, 2000 and currently in effect.
ENTERGY VENTURES HOLDING COMPANY, INC.
*B-30(a) Certificate of Incorporation of Entergy Ventures Holding
Company, Inc., as executed November 3, 2000.
*B-30(b) By-Laws of Entergy Ventures Holding Company, Inc., as of
November 3, 2000 and currently in effect.
ENTERGY RESOURCES, INC.
*B-31(a) Certificate of Amendment of Certificate of Incorporation
of Entergy Resources, Inc., as executed July 26, 2000.
*B-31(b) By-Laws of Entergy Resources, Inc., as of July 26, 2000
and currently in effect.
ENTERGY POWER GAS HOLDINGS CORPORATION
*B-32(a) Certificate of Incorporation of Entergy Power Gas
Holdings Corporation, as executed June 15, 2000.
*B-32(b) By-Laws of Entergy Power Gas Holdings Corporation, as of
June 15, 2000 and currently in effect.
ENTERGY PROCUREMENT EXCHANGE HOLDING CORPORATION
*B-33(a) Certificate of Incorporation of Entergy Procurement
Exchange Holding Corporation, as executed May 30, 2000.
*B-33(b) By-Laws of Entergy Procurement Exchange Holding
Corporation, as of May 30, 2000 and currently in effect.
ENTERGY INTERNATIONAL HOLDING LTD., LLC
*B-34(a) Amendment No. 1 to the Limited Liability Company
Agreement of Entergy International Holdings Ltd., LLC, as executed
March 12, 1998.
ENTERGY GLOBAL POWER OPERATIONS CORPORATION
*B-35(a) Certificate of Incorporation of Entergy Global Power
Operations Corporation, as executed December 31, 1997.
*B-35(b) By-Laws of Entergy Global Power Operations Corporation,
as of December 31, 1997 and currently in effect.
ENTERGY POWER HOLDINGS USA CORPORATION
*B-36(a) Certificate of Incorporation of Entergy Power Holdings
USA Corporation, as executed February 24, 1999.
*B-36(b) By-Laws of Entergy Power Holdings USA Corporation, as of
February 24, 1999 and currently in effect.
ENTERGY POWER E&C CORPORATION
*B-37(a) Certificate of Incorporation of Entergy Power E&C
Corporation, as executed August 30, 2000.
*B-37(b) By-Laws of Entergy Power E&C Corporation, as of August
30, 2000 and currently in effect.
ENTERGY CORPORATION
C-1(a) See C-2 (a) through C-7(f) below for instruments defining the
rights of holders of long-term debt of Entergy Arkansas, Entergy Gulf
States, Entergy Louisiana, Entergy Mississippi, Entergy New Orleans and
System Energy.
C-1(b) Second Amended and Restated Credit Agreement, dated as of May
18, 2000, among Entergy, the Banks (The Bank of New York, The Chase
Manhattan Bank, Citibank, N.A., ABN AMRO Bank N.V., The Bank of Nova
Scotia, Bank One, N.A., Bayerische Landesbank Girozentrale, The Royal
Bank of Scotland PLC, Barclays Bank PLC, Credit Agricole Indosuez, The
Industrial Bank of Japan, KBC Bank NV, Union Bank of California, N.A.,
Westdeutsche Landesbank Girozentrale, and Mellon Bank, N.A.) and
Citibank, N.A., as Agent (4(b) to Form 10-Q for the quarter ended June
30, 2000 in 1-11299).
ENTERGY ARKANSAS
C-2(a) Mortgage and Deed of Trust, as amended by fifty-five
Supplemental Indentures (Filed, respectively, as the exhibits and in
the file numbers indicated: 7(d) in 2-5463 (Mortgage); 7(b) in 2-7121
(First); 7(c) in 2-7605 (Second); 7(d) in 2-8100 (Third); 7(a)-4 in 2-
8482 (Fourth); 7(a)-5 in 2-9149 (Fifth); 4(a)-6 in 2-9789 (Sixth); 4(a)-
7 in 2-10261 (Seventh); 4(a)-8 in 2-11043 (Eighth); 2(b)-9 in 2-11468
(Ninth); 2(b)-10 in 2-15767 (Tenth); D in 70-3952 (Eleventh); D in 70-
4099 (Twelfth); 4(d) in 2-23185 (Thirteenth); 2(c) in 2-24414
(Fourteenth); 2(c) in 2-25913 (Fifteenth); 2(c) in 2-28869 (Sixteenth);
2(d) in 2-28869 (Seventeenth); 2(c) in 2-35107 (Eighteenth); 2(d) in 2-
36646 (Nineteenth); 2(c) in 2-39253 (Twentieth); 2(c) in 2-41080
(Twenty-first); C-1 to Rule 24 Certificate in 70-5151 (Twenty-second);
C-1 to Rule 24 Certificate in 70-5257 (Twenty-third); C to Rule 24
Certificate in 70-5343 (Twenty-fourth); C-1 to Rule 24 Certificate in
70-5404 (Twenty-fifth); C to Rule 24 Certificate in 70-5502 (Twenty-
sixth); C-1 to Rule 24 Certificate in 70-5556 (Twenty-seventh); C-1 to
Rule 24 Certificate in 70-5693 (Twenty-eighth); C-1 to Rule 24
Certificate in 70-6078 (Twenty-ninth); C-1 to Rule 24 Certificate in 70-
6174 (Thirtieth); C-1 to Rule 24 Certificate in 70-6246 (Thirty-first);
C-1 to Rule 24 Certificate in 70-6498 (Thirty-second); A-4b-2 to Rule
24 Certificate in 70-6326 (Thirty-third); C-1 to Rule 24 Certificate in
70-6607 (Thirty-fourth); C-1 to Rule 24 Certificate in 70-6650 (Thirty-
fifth); C-1 to Rule 24 Certificate, dated December 1, 1982, in 70-6774
(Thirty-sixth); C-1 to Rule 24 Certificate, dated February 17, 1983, in
70-6774 (Thirty-seventh); A-2(a) to Rule 24 Certificate, dated December
5, 1984, in 70-6858 (Thirty-eighth); A-3(a) to Rule 24 Certificate in
70-7127 (Thirty-ninth); A-7 to Rule 24 Certificate in 70-7068
(Fortieth); A-8(b) to Rule 24 Certificate, dated July 6, 1989, in 70-
7346 (Forty-first); A-8(c) to Rule 24 Certificate, dated February 1,
1990, in 70-7346 (Forty-second); 4 to Form 10-Q for the quarter ended
September 30, 1990, in 1-10764 (Forty-third); A-2(a) to Rule 24
Certificate, dated November 30, 1990, in 70-7802 (Forty-fourth); and A-
2(b) to Rule 24 Certificate, dated January 24, 1991, in 70-7802 (Forty-
fifth); and 4(d)(2) in 33-54298 (Forty-sixth) 4(c)(2) to Form 10-K for
the year ended December 31, 1992 in 1-10764 (Forty-seventh); 4(b) to
Form 10-Q for the quarter ended June 30, 1993 in 1-10764 (Forty-
eighth); 4(c) to Form 10-Q for the quarter ended June 30, 1993 in 1-
10764 (Forty-ninth); 4(b) to Form 10-Q for the quarter ended September
30, 1993 in 1-10764 (Fiftieth); 4(c) to Form 10-Q for the quarter ended
September 30, 1993 in 1-10764 (Fifty-first); 4(a) to Form 10-Q for the
quarter ended June 30, 1994 (Fifty-second); C-2 to Form U5S for the
year ended December 31, 1995 (Fifty-third); C-2(a) to Form U5S for the
year ended December 31, 1996 (Fifty-fourth); and 4(a) to Form 10-Q for
the quarter ended March 31, 2000 in 1-10764 (Fifty-fifth)).
C-2(b) Indenture for Unsecured Subordinated Debt Securities relating
to Trust Securities between Entergy Arkansas and Bank of New York (as
Trustee), dated as of August 1, 1996 (A-1(a) to Rule 24 Certificate
dated August 26, 1996 in 70-8723).
C-2(c) Amended and Restated Trust Agreement of Entergy Arkansas
Capital I, dated as of August 14, 1996 (A-3(a) to Rule 24 Certificate
dated August 26, 1996 in 70-8723).
C-2(d) Guarantee Agreement between Entergy Arkansas (as Guarantor)
and The Bank of New York (as Trustee), dated as of August 14, 1996,
with respect to Entergy Arkansas Capital I's obligations on its 8 1/2%
Cumulative Quarterly Income Preferred Securities, Series A (A-4(a) to
Rule 24 Certificate dated August 26, 1996 in 70-8723).
ENTERGY LOUISIANA
C-3(a) Mortgage and Deed of Trust, as amended by fifty-five
Supplemental Indentures (Filed, respectively, as the exhibits and in
the file numbers indicated: 7(d) in 2-5317 (Mortgage); 7(b) in 2-7408
(First); 7(c) in 2-8636 (Second); 4(b)-3 in 2-10412 (Third); 4(b)-4 in
2-12264 (Fourth); 2(b)-5 in 2-12936 (Fifth); D in 70-3862 (Sixth); 2(b)-
7 in 2-22340 (Seventh); 2(c) in 2-24429 (Eighth); 4(c)-9 in 2-25801
(Ninth); 4(c)-10 in 2-26911 (Tenth); 2(c) in 2-28123 (Eleventh); 2(c)
in 2-34659 (Twelfth); C to Rule 24 Certificate in 70-4793 (Thirteenth);
2(b)-2 in 2-38378 (Fourteenth); 2(b)-2 in 2-39437 (Fifteenth); 2(b)-2
in 2-42523 (Sixteenth); C to Rule 24 Certificate in 70-5242
(Seventeenth); C to Rule 24 Certificate in 70-5330 (Eighteenth); C-1 to
Rule 24 Certificate in 70-5449 (Nineteenth); C-1 to Rule 24 Certificate
in 70-5550 (Twentieth); A-6(a) to Rule 24 Certificate in 70-5598
(Twenty-first); C-1 to Rule 24 Certificate in 70-5711 (Twenty-second);
C-1 to Rule 24 Certificate in 70-5919 (Twenty-third); C-1 to Rule 24
Certificate in 70-6102 (Twenty-fourth); C-1 to Rule 24 Certificate in
70-6169 (Twenty-fifth); C-1 to Rule 24 Certificate in 70-6278 (Twenty-
sixth); C-1 to Rule 24 Certificate in 70-6355 (Twenty-seventh); C-1 to
Rule 24 Certificate in 70-6508 (Twenty-eighth); C-1 to Rule 24
Certificate in 70-6556 (Twenty-ninth); C-1 to Rule 24 Certificate in 70-
6635 (Thirtieth); C-1 to Rule 24 Certificate in 70-6834 (Thirty-first);
C-1 to Rule 24 Certificate in 70-6886 (Thirty-second); C-1 to Rule 24
Certificate in 70-6993 (Thirty-third); C-2 to Rule 24 Certificate in 70-
6993 (Thirty-fourth); C-3 to Rule 24 Certificate in 70-6993 (Thirty-
fifth); A-2(a) to Rule 24 Certificate in 70-7166 (Thirty-sixth); A-2(a)
to Rule 24 Certificate in 70-7226 (Thirty-seventh); C-1 to Rule 24
Certificate in 70-7270 (Thirty-eighth)); 4(a) to Quarterly Report on
Form 10-Q for the quarter ended June 30, 1988, in 1-8474 (Thirty-
ninth); A-2(b) to Rule 24 Certificate in 70-7553 (Fortieth); A-2(d) to
Rule 24 Certificate in 70-7553 (Forty-first); A-3(a) to Rule 24
Certificate, in 70-7822 (Forty-second); A-3(b) to Rule 24 Certificate
in 70-7822 (Forty-third); A-2(b) to Rule 24 Certificate in 70-7822
(Forty-fourth); and A-3(c) to Rule 24 Certificate in 70-7822 (Forty-
fifth); A-2(c) to Rule 24 Certificate dated April 7, 1993 in 70-7822
(Forty-sixth); A-3(d) to Rule 24 Certificate dated June 4, 1993 in 70-
7822 (Forth-seventh); A-3(e) to Rule 24 Certificate dated December 21,
1993 in 70-7822 (Forty-eighth); A-3(f) to Rule 24 Certificate dated
August 1, 1994 in 70-7822 (Forty-ninth); A-4(c) to Rule 24 Certificate
dated September 28, 1994 in 70-7653 (Fiftieth); A-2(a) to Rule 24
Certificate dated April 4, 1996 in 70-8487 (Fifty-first); A-2(a) to
Rule 24 Certificate dated April 3, 1998 in 70-9141 (Fifty-second); A-
2(b) to Rule 24 Certificate dated April 9, 1999 in 70-9141 (Fifty-
third); A-3(a) to Rule 24 Certificate dated July 6, 1999 in 70-9141
(Fifty-fourth); and A-2(c) to Rule 24 Certificate dated June 2, 2000 in
70-9141 (Fifty-fifth)).
C-3(b) Facility Lease No. 1, dated as of September 1, 1989, between
First National Bank of Commerce, as Owner Trustee, and Entergy La.
(4(c)-1 in 33-30660).
C-3(c) Facility Lease No. 2, dated as of September 1, 1989, between
First National Bank of Commerce, as Owner Trustee, and Entergy La.
(4(c)-2 in 33-30660).
C-3(d) Facility Lease No. 3, dated as of September 1, 1989, between
First National Bank of Commerce, as Owner Trustee, and Entergy La.
(4(c)-3 in 33-30660).
C-3(e) Indenture for Unsecured Subordinated Debt Securities relating
to Trust Securities, dated as of July 1, 1996 (A-14(a) to Rule 24
Certificate dated July 25, 1996 in 70-8487).
C-3(f) Amended and Restated Trust Agreement of Entergy Louisiana
Capital I dated July 16, 1996 of Series A Preferred Securities (A-16(a)
to Rule 24 Certificate dated July 25, 1996 in 70-8487).
C-3(g) Guarantee Agreement between Entergy Louisiana, Inc. (as
Guarantor) and The Bank of New York (as Trustee) dated as of July 16,
1996 with respect to Entergy Louisiana Capital I's obligation on its 9%
Cumulative Quarterly Income Preferred Securities, Series A (A-19(a) to
Rule 24 Certificate dated July 25, 1996 in 70-8487).
ENTERGY MISSISSIPPI
C-4(a) Mortgage and Deed of Trust, dated as of February 1, 1988, as
amended by sixteen Supplemental Indentures (Filed, respectively, as the
exhibits and in the file numbers indicated: A-2(a)-2 to Rule 24
Certificate in 70-7461 (Mortgage); A-2(b)-2 to Rule 24 Certificate in
70-7461 (First); A-5(b) to Rule 24 Certificate in 70-7419 (Second); A-
4(b) to Rule 24 Certificate in 70-7554 (Third); A-1(b)-1 to Rule 24
Certificate in 70-7737 (Fourth); A-2(b) to Rule 24 Certificate in
70-7914 (Fifth); A-2(e) to Rule 24 Certificate in 70-7914 (Sixth); A-
2(g) to Form U-1 in 70-7914 (Seventh); A-2(i) to Rule 24 Certificate in
70-7914 (Eighth); A-2(j) to Rule 24 Certificate dated July 22, 1994 in
70-7914 (ninth); A-2(l) to Rule 24 Certificate dated April 21, 1995 in
70-7914 (Tenth); A-2(a) to Rule 24 Certificate dated June 27, 1997 in
70-8719 (Eleventh); A-2(b) to Rule 24 Certificate dated April 16, 1998
in 70-8719(Twelfth); A-2(c) to Rule 24 Certificate dated May 12, 1999
in 70-8719 (Thirteenth); A-3(a) to Rule 24 Certificate dated June 8,
1999 in 70-8719 (Fourteenth); A-2(d) to Rule 24 Certificate dated
February 24, 2000 in 70-8719 (Fifteenth); and A-2(a) to Rule 24
Certificate dated February 9, 2001 in 70-9757 (Sixteenth)).
ENTERGY NEW ORLEANS
*C-5(a) Mortgage and Deed of Trust, dated as of May 1, 1987, as
amended by eight Supplemental Indentures (Filed, respectively, as the
exhibits and in the file numbers indicated: A-2(c) to Rule 24
Certificate in 70-7350 (Mortgage); A-5(b) to Rule 24 Certificate in 70-
7350 (First); A-4(b) to Rule 24 Certificate in 70-7448 (Second); 4(f)4
to Form 10-K for the year ended December 31, 1992 in 0-5807 (Third);
4(a) to Form 10-Q for the quarter ended September 30, 1993 in 0-5807
(Fourth); 4(a) to Form 8-K dated April 26, 1995 in 0-5807 (Fifth); 4(a)
to Form 8-K dated March 22, 1996 in 0-5807 (Sixth); 4(b) to Form 10-Q
for the quarter ended June 30, 1998 in 0-5807 (Seventh); and 4(d) to
Form 10-Q for the quarter ended June 30, 2000 in 0-5807 (Eighth); and
(Ninth)).
SYSTEM ENERGY
C-6(a) Mortgage and Deed of Trust, as amended by twenty-one
Supplemental Indentures (Filed, respectively, as the exhibits and in
the file numbers indicated: A-1 in 70-5890 (Mortgage); B and C to Rule
24 Certificate in 70-5890 (First); B to Rule 24 Certificate in 70-6259
(Second); 20(a)-5 to Form 10-Q for the quarter ended June 30, 1981, in
1-3517 (Third); A-1(e)-1 to Rule 24 Certificate in 70-6985 (Fourth); B
to Rule 24 Certificate in 70-7021 (Fifth); B to Rule 24 Certificate in
70-7021 (Sixth); A-3(b) to Rule 24 Certificate in 70-7026 (Seventh); A-
3(b) to Rule 24 Certificate in 70-7158 (Eighth); B to Rule 24
Certificate in 70-7123 (Ninth); B-1 to Rule 24 Certificate in 70-7272
(Tenth); B-2 to Rule 24 Certificate in 70-7272 (Eleventh); B-3 to Rule
24 Certificate in 70-7272 (Twelfth); B-1 to Rule 24 Certificate in 70-
7382 (Thirteenth); and B-2 to Rule 24 Certificate in 70-7382
(Fourteenth); A-2(c) to Rule 24 Certificate in 70-7946 (Fifteenth); A-
2(c) to Rule 24 Certificate in 70-7946 (Sixteenth); A-2(d) to Rule 24
Certificate in 70-7946 (Seventeenth); A-2(e) to Rule 24 Certificate in
70-7946 (Eighteenth); A-2(g) to Rule 24 Certificate dated May 6, 1994
in 70-7946 (Nineteenth); A-2(a)(1) to Rule 24 Certificate dated August
8, 1996 in 70-8511 (Twentieth); and A-2(a)(2) to Rule 24 Certificate
dated August 8, 1996 in 70-8511 (Twenty-first)).
C-6(b) Facility Lease No. 1, dated as of December 1, 1988, between
Meridian Trust Company and Stephen M. Carta, (Steven Kaba, Seccessor)
as Owner Trustees, and System Energy (B-2(c)(1) to Rule 24 Certificate,
dated January 9, 1989, in 70-7561), as supplemented by Lease Supplement
No. 1 dated as of April 1, 1989 (B-22(b) (1) to Rule 24 Certificate
dated April 21, 1989 in 70-7561) and Lease Supplement No. 2 dated as of
January 1, 1994 (B-3(d) to Rule 24 Certificate dated January 31, 1994
in 70-8215).
C-6(c) Facility Lease No. 2, dated as of December 1, 1988, between
Meridian Trust Company and Stephen M. Carta, as Owner Trustees, and
System Energy (B-2(c)(2) to Rule 24 Certificate, dated January 9, 1989,
in 70-7561), as supplemented by Lease Supplement No. 1 dated as of
April 1, 1989 (B-22(b) (2) to Rule 24 Certificate dated April 21, 1989
in 70-7561) and Lease Supplement No. 2 dated as of January 1, 1994 (B-
4(d) Rule 24 Certificate dated January 31, 1994 in 70-8215).
C-6(d) Indenture (for Unsecured Debt Securities), dated as of September
1, 1995, between System Energy Resources, Inc., and Chemical Bank (B-
10(a) to Rule 24 Certificate in 70-8511).
ENTERGY GULF STATES
C-7(a) Indenture of Mortgage, as amended by certain Supplemental
Indentures (B-a-I-1 in 2-2449 (Mortgage); 7-A-9 in 2-6893 (Seventh); B
to Form 8-K dated September 1, 1959 (Eighteenth); B to Form 8-K dated
February 1, 1966 (Twenty-second); B to Form 8-K dated March 1, 1967
(Twenty-third); C to Form 8-K dated March 1, 1968 (Twenty-fourth); B to
Form 8-K dated November 1, 1968 (Twenty-fifth); B to Form 8-K dated
April 1, 1969 (Twenty-sixth); 2-A-8 in 2-66612 (Thirty-eighth); 4-2 to
Form 10-K for the year ended December 31, 1984 in 1-27031 (Forty-
eighth); 4-2 to Form 10-K for the year ended December 31, 1988 in 1-
27031 (Fifty-second); 4 to Form 10-K for the year ended December 31,
1991 in 1-27031 (Fifty-third); 4 to Form 8-K dated July 29, 1992 in 1-
27031 (Fifth-fourth); 4 to Form 10-K dated December 31, 1992 in 1-27031
(Fifty-fifth); 4 to Form 10-Q for the quarter ended March 31, 1993 in 1-
27031 (Fifty-sixth); 4-2 to 2-76551 (Fifty-seventh); 4(b) to Form 10-Q
for the quarter ended March 31, 1999 in 1-27031 (Fifty-eighth); and A-
2(a) to Rule 24 Certificate dated June 23, 2000 in 70-8721 (Fifty-
ninth)).
C-7(b) Indenture, dated March 21, 1939, accepting resignation of The
Chase National Bank of the City of New York as trustee and appointing
Central Hanover Bank and Trust Company as successor trustee (B-a-1-6 in
2-4076).
C-7(c) Trust Indenture for 9.72% Debentures due July 1, 1998 (4 in
33-40113).
C-7(d) Indenture for Unsecured Subordinated Debt Securities relating
to Trust Securities, dated as of January 15, 1997 (A-11(a) to Rule 24
Certificate dated February 6, 1997 in 70-8721).
C-7(e) Amended and Restated Trust Agreement of Entergy Gulf States
Capital I dated January 28, 1997 of Series A Preferred Securities (A-
13(a) to Rule 24 Certificate dated February 6, 1997 in 70-8721).
C-7(f) Guarantee Agreement between Entergy Gulf States, Inc. (as
Guarantor) and The Bank of New York (as Trustee) dated as of January
28, 1997 with respect to Entergy Gulf States Capital I's obligation on
its 8.75% Cumulative Quarterly Income Preferred Securities, Series A (A-
14(a) to Rule 24 Certificate dated February 6, 1997 in 70-8721).
ENTERGY CORPORATION SYSTEM COMPANIES
D-1 Copy of the Middle South Utilities, Inc. and Subsidiary Companies
Intercompany Income Tax Allocation Agreement, dated April 28, 1988 (D-1
to Form U5S for the year ended December 31, 1987).
D-2 Copy of First Amendment to the Middle South Utilities, Inc. and
Subsidiary Companies Intercompany Income Tax Allocation Agreement,
dated January 1, 1990 (D-2 to Form U5S for the year ended December 31,
1989).
D-3 Copy of Second Amendment to the Entergy Corporation and
Subsidiary Companies Intercompany Income Tax Allocation Agreement,
dated January 1, 1992 (D-3 to Form U5S for the year ended December 31,
1992).
D-4 Copy of Third Amendment to the Entergy Corporation and Subsidiary
Companies Intercompany Income Tax Allocation Agreement, dated January
1, 1994 (D-3(a) to Form U5S for the year ended December 31, 1993).
D-5 Copy of Fourth Amendment to the Entergy Corporation and
Subsidiary Companies Intercompany Income Tax Allocation Agreement (D-5
to Form U5S for the year ended December 31, 1996).
*F Entergy Arkansas Preferred Stock Redeemed During 2000; Entergy
Arkansas Long-Term Debt, including First Mortgage Bonds, Retired During
2000; Entergy Gulf States Preferred Stock Redeemed During 2000; Entergy
Gulf States Long-Term Debt Retired During 2000; Entergy Louisiana
Preferred Stock Redeemed During 2000; Entergy Louisiana Long-Term Debt,
including First Mortgage Bonds, Retired During 2000; Entergy
Mississippi Preferred Stock Redeemed During 2000; Entergy Mississippi
Long-Term Debt, including First Mortgage Bonds, Retired During 2000;
Entergy New Orleans Preferred Stock Redeemed During 2000; Entergy New
Orleans General & Refunding Mortgage Bonds Retired During 2000; and
System Energy Long-Term Debt, including First Mortgage Bonds Retired
during 2000.
H See "Item 1 System Companies and Investments Therein as of
December 31, 2000" for a copy of the organization chart of Entergy
Corporation and it's subsidiaries, showing the relationship of each EWG
or foreign utility in which the system holds an interest to other
system companies, dated December 31, 2000.
*I-1 Report of Independent Accountants, Financial Statements and Notes
to Financial Statements of Entergy Power Development Corporation for
the year ended December 31, 2000 (Exhibit I-1 is being filed pursuant
to Rule 104.).
*I-2 Report of Independent Accountants, Financial Statements and Notes
to Financial Statements of Entergy Global Power Operations Corporation
for the year ended December 31, 2000 (Exhibit I-2 is being filed
pursuant to Rule 104.).
*I-3 Report of Independent Accountants, Financial Statements and Notes
to Financial Statements of Entergy International Ltd. LLC for the year
ended December 31, 2000 (Exhibit I-3 is being filed pursuant to Rule
104.).
*I-4 Report of Independent Accountants, Financial Statements and Notes
to Financial Statements of Entergy International Holdings Ltd. for the
year ended December 31, 2000 (Exhibit I-4 is being filed pursuant to
Rule 104.).
*I-5 Report of Independent Accountants, Financial Statements and Notes
to Financial Statements of Entergy Power Generation Corporation for the
year ended December 31, 2000 (Exhibit I-5 is being filed pursuant to
Rule 104.).
*I-6 Report of Independent Accountants, Financial Statements and Notes
to Financial Statements of Entergy Nuclear Holding Company #1 for the
year ended December 31, 2000 (Exhibit I-6 is being filed pursuant to
Rule 104.).
_______________________
* Exhibits indicated by an asterisk preceding the exhibit number are
filed herewith. The balance of the exhibits have heretofore been
filed with the Securities and Exchange Commission, respectively, as
the exhibits and in the file numbers indicated and are incorporated
herein by reference.
The Jackson Gas Light Company, Entergy Power & Light Company and The
Light, Heat and Water Company of Jackson, Mississippi are inactive
companies and copies of exhibits are not included for this reason. No
exhibits pertaining to ARKCO are included. (See notes (4) and (5) to
Item 1 of this Form.)
EXHIBIT F
ITEM 4. SUPPORTING SCHEDULES
Entergy Arkansas Long-Term Debt, including First Mortgage Bonds, Retired
During 2000*
Principal
Series Amount Consideration
Jefferson County Pollution Control
& Industrial Development Bonds
8.25% 170,000 170,000
Pope County Pollution
Control Bonds
8.25% 50,000 50,000
------------ ------------
$ 220,000 $ 220,000
============ ============
Entergy Gulf States Preferred Stock Redeemed During 2000*
Shares
Series Redeemed Consideration
NM Preferred Series 7.56% 37,671 $ 3,767,055
M Preference $1.75 Div. Pref. 6,000,000 150,000,000
Adjustable Rate Series A 11,976 1,197,544
Adjustable Rate Series B 26,938 2,693,768
--------- -------------
6,076,585 $ 157,658,367
========= =============
Entergy Louisiana Long-Term Debt, including First Mortgage Bonds,
Retired During 2000*
Principal
Series Amount Consideration
6.00% FMB Series Due 2000 $ 100,000,000 $ 100,000,000
ITEM 4. SUPPORTING SCHEDULES (Continued) EXHIBIT F
Entergy Mississippi Preferred Stock Redeemed During 2000*
Shares
Series Redeemed Consideration
Preferred Series 4.56% 1 $ 100
System Energy Long Term Debt, including First Mortgage Bonds Retired
During 2000*
Principal
Series Amount Consideration
7.38% Debenture Series 1995 $ 30,000,000 $ 30,000,000
7.80% Debenture Series 1996 45,000,000 45,000,000
Grand Gulf sale/leaseback
principal payments 2,947,272 2,947,272
------------ --------------
$ 77,947,272 $ 77,947,272
============ ==============
* All retirements of securities were made in reliance on Rule 42
promulgated under the Holding Company Act.
SIGNATURES
Each undersigned system company has duly caused this annual report
to be signed on its behalf by the undersigned thereunto duly
authorized pursuant to the requirements of the Public Utility
Holding Company Act of 1935. The signature of each undersigned
company shall be deemed to relate only to matters having reference
to such company or its subsidiaries.
ENTERGY CORPORATION
ENTERGY ARKANSAS, INC.
ENTERGY GULF STATES, INC.
ENTERGY LOUISIANA, INC.
ENTERGY MISSISSIPPI, INC.
ENTERGY NEW ORLEANS, INC.
ENTERGY SERVICES, INC.
ENTERGY RETAIL HOLDING COMPANY
SYSTEM ENERGY RESOURCES, INC.
ENTERGY OPERATIONS, INC.
SYSTEM FUELS, INC.
ENTERGY HOLDINGS, INC.
ENTERGY INTERNATIONAL HOLDINGS LTD LLC
ENTERGY VENTURES HOLDING COMPANY
ENTERGY NUCLEAR HOLDING COMPANY #1
By: /s/ Nathan E. Langston
Nathan E. Langston
Vice President, Chief Accounting Officer
ENTERGY POWER, INC.
ENTERGY ENTERPRISES, INC.
ENTERGY POWER MARKETING CORP.
ENTERGY POWER INTERNATIONAL HOLDINGS CORP.
ENTERGY POWER DEVELOPMENT CORPORATION
ENTERGY GLOBAL POWER OPERATIONS CORPORATION
ENTERGY TECHNOLOGY HOLDING COMPANY
ENTERGY NUCLEAR INCORPORATED
ENTERGY OPERATIONS SERVICES INCORPORATED
ENTERGY POWER GENERATION CORPORATION
By: /s/ Michael G. Thompson
Michael G. Thompson
Senior Vice President
ENTERGY POWER GAS HOLDINGS CORPORATION
ENTERGY POWER HOLDINGS USA CORP.
ENTERGY PROCUREMENT EXCHANGE HOLDING CORPORATION
By: /s/ Steven C. McNeal
Steven C. McNeal
Treasurer
Dated: April 30, 2001
Consent of Independent Accountants
We hereby consent to the incorporation by reference in this
Annual Report to the Securities and Exchange Commission on Form
U5S of Entergy Corporation for the year ended December 31, 2000
filed pursuant to the Public Utility Holding Company Act of
1935, of our reports dated February 1, 2001 relating to the
consolidated financial statements of Entergy Corporation and
the financial statements of its subsidiaries (Entergy Arkansas,
Inc., Entergy Gulf States, Inc., Entergy Louisiana, Inc.,
Entergy Mississippi, Inc., Entergy New Orleans, Inc. and System
Energy Resources, Inc., collectively referred to as "the
Companies"), which appear in each of the Companies' Annual
Reports on Form 10-K for the year ended December 31, 2000.
PricewaterhouseCoopers LLP
New Orleans, Louisiana
April 19, 2001
ENTERGY CORPORATION AND SUBSIDIARIES
CONSOLIDATING STATEMENT OF INCOME (LOSS)
YEAR ENDED DECEMBER 31, 2000
(In Thousands, Except Share Data)
INTERCOMPANY
ELIMINATIONS
AND ENTERGY ENTERGY ENTERGY
CONSOLIDATED ADJUSTMENTS ARKANSAS GULF STATES LOUISIANA
Operating Revenues:
Domestic electric $ 7,219,686 $ 2,679,765 $ 1,762,635 $ 2,470,884 $2,062,437
Natural gas 165,872 .... .... 40,356 ....
Competitive businesses 2,630,590 (2,449,132) .... .... ....
---------------------------------------------------------------------
Total 10,016,148 230,633 1,762,635 2,511,240 2,062,437
---------------------------------------------------------------------
Operating Expenses:
Operation:
Fuel for electric generation
and fuel-related expenses 2,645,835 (314,340) 258,294 895,361 560,329
Purchased power 2,662,881 (554,020) 560,793 455,300 537,589
Nuclear refueling outage expenses 70,511 1 25,884 16,663 13,542
Other operation and maintenance 1,901,314 1,148,079 427,409 423,031 318,841
Decommissioning 39,484 .... 3,845 6,273 10,422
Taxes other than income taxes 370,344 48,414 39,662 120,428 77,190
Depreciation and amortization 746,125 11,036 169,806 189,149 171,204
Other regulatory charges (credits) 3,681 1 (33,078) (13,860) 960
Amortization of rate deferrals 30,392 .... .... 5,606 ....
---------------------------------------------------------------------
Total 8,470,567 339,171 1,452,615 2,097,951 1,690,077
---------------------------------------------------------------------
Operating Income 1,545,581 (108,538) 310,020 413,289 372,360
---------------------------------------------------------------------
Other Income (Deductions):
Allowance for equity funds used during
construction 32,022 .... 15,020 7,617 4,328
Gain / (loss) on sale of assets (20,466) 22,817 (8) 2,327 ....
Equity in earnings of subsidiaries .... 698,243 .... .... ....
Miscellaneous - net 190,129 (123,301) 4,339 12,736 6,604
---------------------------------------------------------------------
Total 201,685 597,759 19,351 22,680 10,932
---------------------------------------------------------------------
Interest and Other Charges:
Interest on long-term debt 477,071 (3,522) 88,140 143,053 98,655
Other interest - net 85,635 2,345 8,360 8,458 6,788
Distributions on preferred securities of subsidiary 18,838 .... 5,100 7,438 6,300
Allowance for borrowed funds used during
construction (24,114) .... (9,788) (6,926) (3,775)
---------------------------------------------------------------------
Total 557,430 (1,177) 91,812 152,023 107,968
---------------------------------------------------------------------
Income (Loss) Before Income Taxes 1,189,836 490,398 237,559 283,946 275,324
Income Taxes 478,921 (77,100) 100,512 103,603 112,645
---------------------------------------------------------------------
Net Income (Loss) 710,915 567,498 137,047 180,343 162,679
Preferred and Preference Dividend Requirements
and Other 31,621 2 7,776 9,998 9,514
---------------------------------------------------------------------
Earnings (Loss) Applicable to Common Stock $ 679,294 $ 567,496 $ 129,271 $ 170,345 $ 153,165
=====================================================================
Earnings per average common share
Basic $3.00
Diluted $2.97
Dividends declared per common share $1.22
Average number of common shares outstanding
Basic 226,580,449
Diluted 228,541,307
ENTERGY ENTERGY SYSTEM ENTERGY ENTERGY
MISSISSIPPI NEW ORLEANS ENERGY CORPORATION OPERATIONS
(unaudited)
Operating Revenues:
Domestic electric $ 937,371 $ 514,774 $ 656,749 $ .... $ 701,984
Natural gas .... 125,516 .... .... ....
Competitive businesses .... .... .... .... ....
---------------------------------------------------------------------
Total 937,371 640,290 656,749 .... 701,984
---------------------------------------------------------------------
Operating Expenses:
Operation:
Fuel for electric generation
and fuel-related expenses 221,075 253,869 42,369 .... ....
Purchased power 366,491 173,371 .... .... ....
Nuclear refueling outage expenses .... .... 14,423 .... ....
Other operation and maintenance 168,432 87,254 88,257 25,146 654,944
Decommissioning .... .... 18,944 .... ....
Taxes other than income taxes 45,436 45,132 30,517 661 45,127
Depreciation and amortization 49,046 23,550 127,904 .... 1,107
Other regulatory charges (credits) (6,872) (7,058) 63,590 .... ....
Amortization of rate deferrals .... 24,786 .... .... ....
---------------------------------------------------------------------
Total 843,608 600,904 386,004 25,807 701,178
---------------------------------------------------------------------
Operating Income 93,763 39,386 270,745 (25,807) 806
---------------------------------------------------------------------
Other Income (Deductions):
Allowance for equity funds used during
construction 2,385 1,190 1,482 .... ....
Gain / (loss) on sale of assets 19 .... .... .... ....
Equity in earnings of subsidiaries .... .... .... 698,243 ....
Miscellaneous - net 8,680 2,530 20,446 12,273 (395)
---------------------------------------------------------------------
Total 11,084 3,720 21,928 710,516 (395)
---------------------------------------------------------------------
Interest and Other Charges:
Interest on long-term debt 41,583 14,429 87,689 .... ....
Other interest - net 3,294 1,462 30,830 20,627 429
Distributions on preferred securities of subsidiary .... .... .... .... ....
Allowance for borrowed funds used during
construction (1,871) (900) (854) .... ....
---------------------------------------------------------------------
Total 43,006 14,991 117,665 20,627 429
---------------------------------------------------------------------
Income (Loss) Before Income Taxes 61,841 28,115 175,008 664,082 (18)
Income Taxes 22,868 11,597 81,263 (15,212) (18)
---------------------------------------------------------------------
Net Income (Loss) 38,973 16,518 93,745 679,294 ....
Preferred and Preference Dividend Requirements
and Other 3,370 965 .... .... ....
---------------------------------------------------------------------
Earnings (Loss) Applicable to Common Stock $ 35,603 $ 15,553 $ 93,745 $ 679,294 $ ....
=====================================================================
ENTERGY CORPORATION AND SUBSIDIARIES
CONSOLIDATING STATEMENT OF INCOME (LOSS)
YEAR ENDED DECEMBER 31, 2000
(In Thousands, Except Share Data)
ENTERGY ENTERGY SYSTEM ENTERGY
POWER SERVICES FUELS ENTERPRISES
(unaudited) (unaudited) (unaudited) (unaudited)
Operating Revenues:
Domestic electric $ .... $ 577,833 $ 214,784 $ ....
Natural gas .... .... .... ....
Competitive businesses 128,736 .... .... 52,722
-------------------------------------------------------
Total 128,736 577,833 214,784 52,722
-------------------------------------------------------
Operating Expenses:
Operation:
Fuel for electric generation
and fuel-related expenses 94,343 .... 5,855 ....
Purchased power 15,317 .... .... ....
Nuclear refueling outage expenses .... .... .... ....
Other operation and maintenance 9,174 533,172 204,824 108,909
Decommissioning .... .... .... ....
Taxes other than income taxes 542 13,157 763 143
Depreciation and amortization 3,626 19,572 46 2,151
Other regulatory charges (credits) .... .... .... ....
Amortization of rate deferrals .... .... .... ....
-------------------------------------------------------
Total 123,002 565,901 211,488 111,203
-------------------------------------------------------
Operating Income 5,734 11,932 3,296 (58,481)
-------------------------------------------------------
Other Income (Deductions):
Allowance for equity funds used during
construction .... .... .... ....
Gain / (loss) on sale of assets 13 .... .... ....
Equity in earnings of subsidiaries .... .... .... ....
Miscellaneous - net 6,236 (7,761) .... 1,140
-------------------------------------------------------
Total 6,249 (7,761) .... 1,140
-------------------------------------------------------
Interest and Other Charges:
Interest on long-term debt .... .... .... ....
Other interest - net .... 4,384 3,329 19
Distributions on preferred securities of subsidiary .... .... .... ....
Allowance for borrowed funds used during
construction .... .... .... ....
-------------------------------------------------------
Total .... 4,384 3,329 19
-------------------------------------------------------
Income (Loss) Before Income Taxes 11,983 (213) (33) (57,360)
Income Taxes 4,732 (213) (33) (19,923)
-------------------------------------------------------
Net Income (Loss) 7,251 .... .... (37,437)
Preferred and Preference Dividend Requirements
and Other .... .... .... ....
-------------------------------------------------------
Earnings (Loss) Applicable to Common Stock $ 7,251 $ .... $ .... $ (37,437)
=======================================================
ENTERGY CORPORATION AND SUBSIDIARIES
CONSOLIDATING STATEMENT OF CASH FLOWS
YEAR ENDED DECEMBER 31, 2000
(In Thousands)
INTERCOMPANY
ELIMINATIONS
AND ENTERGY ENTERGY ENTERGY
OPERATING ACTIVITIES: CONSOLIDATED ADJUSTMENTS ARKANSAS GULF STATES LOUISIANA
Net Income (Loss) $ 710,915 $ 567,498 $ 137,047 $ 180,343 $ 162,679
Noncash items included in net income
Amortization of rate deferrals 30,392 .... .... 5,606 ....
Reserve for regulatory adjustments 18,482 (1,999) .... (49,571) 11,456
Other regulatory charges - net 3,681 1 (33,078) (13,860) 960
Depreciation, amortization and decommissioning 785,609 11,998 173,651 195,422 181,626
Deferred income taxes and investment tax credits 124,457 (56,626) 39,776 54,279 16,350
Allowance for equity funds used during construction (32,022) .... (15,020) (7,617) (4,328)
Gain on sale of assets 20,466 (22,804) 8 (2,327) ....
Gain on sale of non-regulated businesses & property .... .... .... .... ....
Equity in earnings of subsidiaries .... (698,243) .... .... ....
Changes in working capital:
Receivables (437,146) 45,261 (47,647) (131,643) (97,154)
Fuel inventory (20,447) (6,846) (6,512) 1,013 ....
Accounts payable 543,606 (167,096) 141,172 130,435 (11,848)
Taxes accrued 20,871 17,912 1,731 30,570 (2,555)
Interest accrued 45,789 (2,041) 5,246 14,969 15,300
Deferred fuel costs (38,001) 1 35,993 (26,291) (81,890)
Other working capital accounts 102,336 97,763 17,162 20,896 38,064
Provision for estimated losses and reserves 6,019 12,707 (895) (1,991) 6,114
Common stock dividends received .... 314,300 .... .... ....
Changes in other regulatory assets (66,903) (3,900) (85,452) (47,777) 25,400
Other 149,743 (38,843) 58,378 51,424 10,249
----------------------------------------------------------------
Net cash flow provided by (used in) operating activities 1,967,847 69,043 421,560 403,880 270,423
----------------------------------------------------------------
INVESTING ACTIVITIES:
Construction expenditures (1,493,717) 409,010 (369,370) (277,635) (203,049)
Allowance for equity funds used during construction 32,022 .... 15,020 7,617 4,328
Nuclear fuel purchases (121,127) 3,393 (44,722) (34,735) (38,270)
Proceeds from sale/leaseback of nuclear fuel 117,154 (1) 44,722 34,154 38,270
Investment in subsidiaries .... 194,665 .... .... ....
Proceeds from sale of businesses 61,519 (61,519) .... .... ....
Investment in nonregulated/nonutility properties (238,062) 238,062 .... .... ....
Proceeds from other temporary investments 321,351 (321,351) .... .... ....
Loans to affiliates .... .... .... .... ....
Proceeds from sale of non-utility property .... .... .... .... ....
Decommissioning trust contributions and realized
change in trust assets (63,805) .... (15,761) (12,051) (12,299)
Other regulatory investments (385,331) .... (97,343) (127,377) ....
Other (44,016) 37,440 .... .... ....
----------------------------------------------------------------
Net cash flow provided by (used in) investing activities (1,814,012) 499,699 (467,454) (410,027) (211,020)
----------------------------------------------------------------
FINANCING ACTIVITIES:
Proceeds from issuance of:
Long-term debt 904,522 (209,109) 99,381 298,819 148,736
Common stock 41,908 .... .... .... ....
Retirement of:
Long-term debt (181,329) 2,977 (220) (185) (100,000)
Repurchase of common stock (550,206) .... .... .... ....
Redemption of preferred stock (157,658) .... .... (157,658) ....
Changes in short-term borrowings 267,000 .... .... .... ....
Dividends paid:
Common stock (271,019) (314,300) (44,600) (88,000) (62,400)
Preferred stock (32,400) (2) (7,691) (10,862) (9,514)
Change in advances from parent company .... .... .... .... ....
Capital contributions returned to parent .... 15,332 .... .... ....
Advances to subsidiaries .... (32,833) .... .... ....
Other .... .... .... .... ....
----------------------------------------------------------------
Net cash flow provided by (used in) financing activities 20,818 (537,935) 46,870 42,114 (23,178)
----------------------------------------------------------------
Effect of exchange rates on cash and cash equivalents (5,948) 5,948 .... .... ....
----------------------------------------------------------------
Net increase (decrease) in cash and cash equivalents 168,705 36,755 976 35,967 36,225
Cash and cash equivalents at beginning of year 1,213,719 (997,604) 6,862 32,312 7,734
----------------------------------------------------------------
Cash and cash equivalents at end of year $1,382,424 $ (960,849) $ 7,838 $ 68,279 $ 43,959
================================================================
ENTERGY ENTERGY SYSTEM ENTERGY ENTERGY
OPERATING ACTIVITIES: MISSISSIPPI NEW ORLEANS ENERGY CORPORATION OPERATIONS
(unaudited)
Net Income (Loss) $ 38,973 $ 16,518 $ 93,745 $ 679,294 $ ....
Noncash items included in net income
Amortization of rate deferrals .... 24,786 .... .... ....
Reserve for regulatory adjustments .... .... 54,598 .... ....
Other regulatory charges - net (6,872) (7,058) 63,590 .... ....
Depreciation, amortization and decommissioning 49,046 23,550 146,848 962 1,107
Deferred income taxes and investment tax credits 51,081 (639) (71,212) (9,014) (331)
Allowance for equity funds used during construction (2,385) (1,190) (1,482) .... ....
Gain on sale of assets (19) .... .... .... ....
Gain on sale of non-regulated businesses & property .... .... .... .... ....
Equity in earnings of subsidiaries .... .... .... (698,243) ....
Changes in working capital:
Receivables (30,628) (45,580) 87,212 2,013 17,815
Fuel inventory 338 (911) .... .... ....
Accounts payable 3,064 29,592 (7,401) (13,822) (18,300)
Taxes accrued (4,106) 5,394 13,147 .... (271)
Interest accrued 3,062 1,163 4,008 .... ....
Deferred fuel costs 47,939 (13,751) .... .... ....
Other working capital accounts 6,160 (223) 20,754 98,489 (613)
Provision for estimated losses and reserves (568) (365) (1,328) .... (110)
Common stock dividends received .... .... .... 314,300 ....
Changes in other regulatory assets (9,929) (11,637) 58,592 .... ....
Other 37,105 10,812 (65,491) (11,694) 2,424
----------------------------------------------------------------
Net cash flow provided by (used in) operating activities 182,261 30,461 395,580 362,285 1,721
----------------------------------------------------------------
INVESTING ACTIVITIES:
Construction expenditures (121,252) (48,902) (36,555) (360) (109)
Allowance for equity funds used during construction 2,385 1,190 1,482 .... ....
Nuclear fuel purchases .... .... (7) .... ....
Proceeds from sale/leaseback of nuclear fuel .... .... 7 .... ....
Investment in subsidiaries .... .... .... 194,665 ....
Proceeds from sale of businesses .... .... .... .... ....
Investment in nonregulated/nonutility properties .... .... .... .... ....
Proceeds from other temporary investments .... .... .... .... ....
Loans to affiliates .... .... .... .... ....
Proceeds from sale of non-utility property .... .... .... .... ....
Decommissioning trust contributions and realized
change in trust assets .... .... (23,694) .... ....
Other regulatory investments (160,611) .... .... .... ....
Other .... .... .... (1,000) ....
----------------------------------------------------------------
Net cash flow provided by (used in) investing activities (279,478) (47,712) (58,767) 193,305 (109)
----------------------------------------------------------------
FINANCING ACTIVITIES:
Proceeds from issuance of:
Long-term debt 118,913 29,564 .... .... ....
Common stock .... .... .... 41,908 ....
Retirement of:
Long-term debt .... .... (77,947) .... ....
Repurchase of common stock .... .... .... (550,206) ....
Redemption of preferred stock .... .... .... .... ....
Changes in short-term borrowings .... .... .... 267,000 ....
Dividends paid:
Common stock (18,000) (9,500) (91,800) (271,019) ....
Preferred stock (3,370) (965) .... .... ....
Change in advances from parent company .... .... .... .... ....
Capital contributions returned to parent .... .... .... .... ....
Advances to subsidiaries .... .... .... (32,833) ....
Other .... .... .... .... ....
----------------------------------------------------------------
Net cash flow provided by (used in) financing activities 97,543 19,099 (169,747) (545,150) ....
----------------------------------------------------------------
Effect of exchange rates on cash and cash equivalents .... .... .... .... ....
----------------------------------------------------------------
Net increase (decrease) in cash and cash equivalents 326 1,848 167,066 10,440 1,612
Cash and cash equivalents at beginning of year 4,787 4,454 35,152 16,493 117
----------------------------------------------------------------
Cash and cash equivalents at end of year $ 5,113 $ 6,302 $ 202,218 $ 26,933 $ 1,729
================================================================
ENTERGY CORPORATION AND SUBSIDIARIES
CONSOLIDATING STATEMENT OF CASH FLOWS
YEAR ENDED DECEMBER 31, 2000
(In Thousands)
ENTERGY ENTERGY SYSTEM ENTERGY
OPERATING ACTIVITIES: POWER SERVICES FUELS ENTERPRISES
(unaudited) (unaudited) (unaudited) (unaudited)
Net Income (Loss) $ 7,251 $ .... $ .... $ (37,437)
Noncash items included in net income
Amortization of rate deferrals .... .... .... ....
Reserve for regulatory adjustments .... .... .... ....
Other regulatory charges - net .... .... .... ....
Depreciation, amortization and decommissioning 3,626 19,572 46 2,151
Deferred income taxes and investment tax credits (1,932) (8,314) 291 (2,504)
Allowance for equity funds used during construction .... .... .... ....
Gain on sale of assets .... .... .... ....
Gain on sale of non-regulated businesses & property .... .... .... ....
Equity in earnings of subsidiaries .... .... .... ....
Changes in working capital:
Receivables (16,870) (64,965) (56,911) (7,527)
Fuel inventory 254 .... (21,475) ....
Accounts payable 14,850 36,518 76,125 (3,875)
Taxes accrued 749 (6,132) 1,451 (1,195)
Interest accrued .... .... .... ....
Deferred fuel costs .... .... .... ....
Other working capital accounts 62 (1,835) 635 548
Provision for estimated losses and reserves .... 8,000 .... 9,869
Common stock dividends received .... .... .... ....
Changes in other regulatory assets .... .... .... ....
Other (33) 13,833 (148) 4,041
----------------------------------------------------
Net cash flow provided by (used in) operating activities 7,957 (3,323) 14 (35,929)
----------------------------------------------------
INVESTING ACTIVITIES:
Construction expenditures (2,236) (23,167) (14) (2,058)
Allowance for equity funds used during construction .... .... .... ....
Nuclear fuel purchases .... .... .... ....
Proceeds from sale/leaseback of nuclear fuel .... .... .... ....
Investment in subsidiaries .... .... .... ....
Proceeds from sale of businesses .... .... .... ....
Investment in nonregulated/nonutility properties .... .... .... ....
Proceeds from other temporary investments .... .... .... ....
Loans to affiliates .... .... .... ....
Proceeds from sale of non-utility property .... .... .... ....
Decommissioning trust contributions and realized
change in trust assets .... .... .... ....
Other regulatory investments .... .... .... ....
Other 229 .... .... (5,805)
----------------------------------------------------
Net cash flow provided by (used in) investing activities (2,007) (23,167) (14) (7,863)
----------------------------------------------------
FINANCING ACTIVITIES:
Proceeds from issuance of:
Long-term debt .... .... .... ....
Common stock .... .... .... ....
Retirement of:
Long-term debt .... .... .... ....
Repurchase of common stock .... .... .... ....
Redemption of preferred stock .... .... .... ....
Changes in short-term borrowings .... .... .... ....
Dividends paid: .... .... .... ....
Common stock .... .... .... ....
Preferred stock .... .... .... ....
Change in advances from parent company .... .... .... ....
Capital contributions returned to parent (32,668) .... .... 48,000
Advances to subsidiaries .... .... .... ....
Other .... .... .... ....
----------------------------------------------------
Net cash flow provided by (used in) financing activities (32,668) .... .... 48,000
----------------------------------------------------
Effect of exchange rates on cash and cash equivalents .... .... .... ....
----------------------------------------------------
Net increase (decrease) in cash and cash equivalents (26,718) (26,490) .... 4,208
Cash and cash equivalents at beginning of year 42,830 45,835 20 19,519
----------------------------------------------------
Cash and cash equivalents at end of year $ 16,112 $ 19,345 $ 20 $ 23,727
====================================================
ENTERGY CORPORATION AND SUBSIDIARIES
CONSOLIDATING BALANCE SHEET
DECEMBER 31, 2000
(In Thousands)
INTERCOMPANY
ELIMINATIONS
AND ENTERGY ENTERGY ENTERGY
ASSETS CONSOLIDATED ADJUSTMENTS ARKANSAS GULF STATES LOUISIANA
Current Assets:
Cash and cash equivalents:
Cash $ 157,550 $ (109,279) $ 7,838 $ 10,726 $ 14,138
Temporary cash investments - at cost
which approximates market 640,038 (266,734) .... 57,553 29,821
Special deposits 584,836 (584,836) .... .... ....
--------------------------------------------------------------------
Total cash and cash equivalents 1,382,424 (960,849) 7,838 68,279 43,959
--------------------------------------------------------------------
Other temporary investments - at cost,
which approximates market .... .... .... .... ....
Notes receivable 3,608 28 .... .... 1,510
Accounts receivable:
Customer 497,821 (50,786) 98,550 125,412 111,292
Allowance for doubtful accounts (9,947) 500 (1,667) (2,131) (1,771)
Associated companies .... 683,813 22,286 27,660 30,518
Other 395,518 (289,805) 26,221 22,837 13,698
Accrued unbilled revenues 415,409 .... 65,887 136,384 152,700
--------------------------------------------------------------------
Total receivables 1,298,801 343,722 211,277 310,162 306,437
--------------------------------------------------------------------
Deferred fuel costs 568,331 .... 102,970 288,126 84,051
Accumulated deferred income taxes .... 1,572 .... .... ....
Fuel inventory - at average cost 93,679 34,951 9,809 37,258 ....
Materials and supplies - at average cost 425,357 (85,254) 80,682 100,018 77,389
Rate deferrals 16,581 (1) .... 5,606 ....
Deferred nuclear refueling outage costs 46,544 (1) 23,541 .... 16,425
Prepayments and other 122,690 (70,387) 5,540 22,332 9,996
--------------------------------------------------------------------
Total 3,958,015 (736,219) 441,657 831,781 539,767
--------------------------------------------------------------------
Other Property and Investments:
Investment in subsidiary companies - at equity 214 7,344,612 11,217 .... 14,230
Decommissioning trust funds 1,315,857 (448,615) 355,852 243,555 110,263
Non-utility property - at cost (less accumulated
depreciation) 334,270 (108,423) 1,469 194,422 21,700
Non-regulated investments 331,604 (323,358) .... .... ....
Other - at cost (less accumulated depreciation) 22,298 (4,440) 3,032 14,826 ....
--------------------------------------------------------------------
Total 2,004,243 6,459,776 371,570 452,803 146,193
--------------------------------------------------------------------
Utility Plant:
Electric 25,137,562 (971,952) 5,274,066 7,574,905 5,357,920
Plant acquisition adjustment 390,664 (390,364) .... .... ....
Property under capital lease 769,370 1 40,289 38,564 238,427
Natural gas 190,989 (56,163) .... .... ....
Construction work in progress 936,785 (572,178) 87,389 56,163 85,299
Nuclear fuel under capital leases 277,673 87,343 107,023 144,814 63,923
Nuclear fuel 157,603 (93,411) 6,720 57,472 ....
--------------------------------------------------------------------
Total 27,860,646 (1,996,724) 5,515,487 7,871,918 5,745,569
Less - Accumulated depreciation and amortization 11,364,021 (4,382) 2,449,821 3,664,415 2,429,495
--------------------------------------------------------------------
Utility plant - net 16,496,625 (1,992,342) 3,065,666 4,207,503 3,316,074
--------------------------------------------------------------------
Deferred Debits and Other Assets:
Regulatory assets:
SFAS 109 regulatory asset - net 980,266 12,608 162,952 403,934 204,810
Unamortized loss on reacquired debt 183,627 1 44,428 37,903 33,244
Deferred fuel costs 95,661 .... .... .... ....
Other regulatory assets 792,515 9,448 221,805 169,405 50,881
Long-term receivables 29,575 11 .... 29,586 ....
Accumulated Deferred Income Taxes .... .... .... .... ....
Other 1,024,700 (902,583) 4,775 17,349 10,882
--------------------------------------------------------------------
Total 3,106,344 (880,515) 433,960 658,177 299,817
--------------------------------------------------------------------
Total $ 25,565,227 $ 2,850,700 $ 4,312,853 $ 6,150,264 $ 4,301,851
====================================================================
ENTERGY ENTERGY SYSTEM ENTERGY ENTERGY
ASSETS MISSISSIPPI NEW ORLEANS ENERGY CORPORATION OPERATIONS
(unaudited)
Current Assets:
Cash and cash equivalents:
Cash $ 5,113 $ 6,302 $ 44 $ .... $ 811
Temporary cash investments - at cost
which approximates market .... .... 202,174 26,933 918
Special deposits .... .... .... .... ....
--------------------------------------------------------------------
Total cash and cash equivalents 5,113 6,302 202,218 26,933 1,729
--------------------------------------------------------------------
Other temporary investments - at cost,
which approximates market .... .... .... .... ....
Notes receivable .... .... .... .... ....
Accounts receivable:
Customer 44,517 67,264 .... .... ....
Allowance for doubtful accounts (1,044) (770) .... .... ....
Associated companies 10,741 2,800 212,551 117,019 2,146
Other 9,964 3,709 2,194 2,012 ....
Accrued unbilled revenues 33,600 26,838 .... .... ....
--------------------------------------------------------------------
Total receivables 97,778 99,841 214,745 119,031 2,146
--------------------------------------------------------------------
Deferred fuel costs 64,950 28,234 .... .... ....
Accumulated deferred income taxes .... .... .... .... 1,572
Fuel inventory - at average cost 3,436 4,204 .... .... ....
Materials and supplies - at average cost 18,485 9,630 52,235 .... ....
Rate deferrals .... 10,974 .... .... ....
Deferred nuclear refueling outage costs .... .... 6,577 .... ....
Prepayments and other 3,004 1,416 2,639 .... 411
--------------------------------------------------------------------
Total 192,766 160,601 478,414 145,964 5,858
--------------------------------------------------------------------
Other Property and Investments:
Investment in subsidiary companies - at equity 5,531 3,259 .... 7,310,589 ....
Decommissioning trust funds .... .... 157,572 .... ....
Non-utility property - at cost (less accumulated depreciation) 6,851 .... .... .... ....
Non-regulated investments .... .... .... .... ....
Other - at cost (less accumulated depreciation) .... .... .... .... ....
--------------------------------------------------------------------
Total 12,382 3,259 157,572 7,310,589 ....
--------------------------------------------------------------------
Utility Plant:
Electric 1,885,501 572,061 3,093,033 .... 12,076
Plant acquisition adjustment .... .... .... .... ....
Property under capital lease 290 .... 449,851 .... ....
Natural gas .... 134,826 .... .... ....
Construction work in progress 44,085 36,489 24,029 .... 178
Nuclear fuel under capital leases .... .... 49,256 .... ....
Nuclear fuel .... .... .... .... ....
--------------------------------------------------------------------
Total 1,929,876 743,376 3,616,169 .... 12,254
Less - Accumulated depreciation and amortization 733,977 394,271 1,407,885 .... 10,977
--------------------------------------------------------------------
Utility plant - net 1,195,899 349,105 2,208,284 .... 1,277
--------------------------------------------------------------------
Deferred Debits and Other Assets:
Regulatory assets:
SFAS 109 regulatory asset - net 25,544 .... 195,634 .... ....
Unamortized loss on reacquired debt 15,122 974 51,957 .... ....
Deferred fuel costs 95,661 .... .... .... ....
Other regulatory assets 140,679 44,676 174,517 .... ....
Long-term receivables .... .... .... .... ....
Accumulated Deferred Income Taxes .... .... .... .... ....
Other 5,886 616 8,172 58,571 ....
--------------------------------------------------------------------
Total 282,892 46,266 430,280 58,571 ....
--------------------------------------------------------------------
Total $ 1,683,939 $ 559,231 $ 3,274,550 $ 7,515,124 $ 7,135
====================================================================
ENTERGY CORPORATION AND SUBSIDIARIES
CONSOLIDATING BALANCE SHEET
DECEMBER 31, 2000
(In Thousands)
ENTERGY ENTERGY SYSTEM ENTERGY
ASSETS POWER SERVICES FUELS ENTERPRISES
(unaudited) (unaudited) (unaudited) (unaudited)
Current Assets:
Cash and cash equivalents:
Cash $ 463 $ 2,223 $ 20 $ 593
Temporary cash investments - at cost
which approximates market 15,649 17,122 .... 23,134
Special deposits .... .... .... ....
-----------------------------------------------------
Total cash and cash equivalents 16,112 19,345 20 23,727
-----------------------------------------------------
Other temporary investments - at cost,
which approximates market .... .... .... ....
Notes receivable .... 62 .... 2,064
Accounts receivable:
Customer .... .... .... ....
Allowance for doubtful accounts .... .... .... (2,064)
Associated companies 19,525 155,396 58,867 24,304
Other 1,913 21,530 1,594 41
Accrued unbilled revenues .... .... .... ....
-----------------------------------------------------
Total receivables 21,438 176,926 60,461 22,281
-----------------------------------------------------
Deferred fuel costs .... .... .... ....
Accumulated deferred income taxes .... .... .... ....
Fuel inventory - at average cost 965 .... 72,958 ....
Materials and supplies - at average cost 1,647 17 .... ....
Rate deferrals .... .... .... ....
Deferred nuclear refueling outage costs .... .... .... ....
Prepayments and other 1,475 5,322 9 159
-----------------------------------------------------
Total 41,637 201,672 133,448 48,231
-----------------------------------------------------
Other Property and Investments:
Investment in subsidiary companies - at equity .... .... .... ....
Decommissioning trust funds .... .... .... ....
Non-utility property - at cost (less accumulated depreciation) .... .... .... 1,405
Non-regulated investments .... .... .... 8,246
Other - at cost (less accumulated depreciation) .... .... .... ....
-----------------------------------------------------
Total .... .... .... 9,651
-----------------------------------------------------
Utility Plant:
Electric 144,727 226,897 24,424 ....
Plant acquisition adjustment 300 .... .... ....
Property under capital lease .... .... 1,950 ....
Natural gas .... .... .... ....
Construction work in progress 5,494 25,265 15 201
Nuclear fuel under capital leases .... .... .... ....
Nuclear fuel .... .... .... ....
-----------------------------------------------------
Total 150,521 252,162 26,389 201
Less - Accumulated depreciation and amortization 87,113 157,296 24,389 ....
-----------------------------------------------------
Utility plant - net 63,408 94,866 2,000 201
-----------------------------------------------------
Deferred Debits and Other Assets:
Regulatory assets:
SFAS 109 regulatory asset - net .... .... .... ....
Unamortized loss on reacquired debt .... .... .... ....
Deferred fuel costs .... .... .... ....
Other regulatory assets .... .... .... ....
Long-term receivables .... .... .... ....
Accumulated Deferred Income Taxes .... .... .... ....
Other .... 3,359 127 12,380
-----------------------------------------------------
Total .... 3,359 127 12,380
-----------------------------------------------------
Total $ 105,045 $ 299,897 $ 135,575 $ 70,463
=====================================================
ENTERGY CORPORATION AND SUBSIDIARIES
CONSOLIDATING BALANCE SHEET
DECEMBER 31, 2000
(In Thousands)
INTERCOMPANY
ELIMINATIONS
AND ENTERGY ENTERGY ENTERGY
LIABILITIES AND SHAREHOLDERS' EQUITY CONSOLIDATED ADJUSTMENTS ARKANSAS GULF STATES LOUISIANA
Current Liabilities:
Currently maturing long-term debt $ 464,215 $ (154,477) $ 100 $ 122,750 $ 35,088
Notes payable:
Associated companies .... .... .... .... ....
Other 388,023 (356) 667 .... ....
Accounts payable:
Associated companies .... 562,205 94,776 66,312 71,948
Other 1,204,227 (312,184) 231,313 258,529 144,841
Customer deposits 172,169 1 29,775 37,489 60,227
Taxes accrued 451,811 (134,314) 40,263 132,368 23,307
Accumulated deferred income taxes 225,649 (20) 55,127 94,032 20,545
Nuclear refueling outage costs 10,209 .... .... 10,209 ....
Interest accrued 172,033 (2,109) 27,624 43,539 35,536
Obligations under capital leases 156,907 .... 45,962 42,524 34,274
Other 192,908 (9,781) 14,942 19,418 102,614
--------------------------------------------------------------------
Total 3,438,151 (51,035) 540,549 827,170 528,380
--------------------------------------------------------------------
Deferred Credits and Other Liabilities:
Accumulated deferred income taxes 3,249,083 64,498 715,891 1,115,119 757,362
Accumulated deferred investment tax credits 494,315 (1) 88,264 171,000 117,393
SFAS 109 regulatory liability - net .... 12,607 .... .... ....
Obligations under capital leases 201,873 (14) 101,350 53,512 29,649
FERC settlement - refund obligation 30,745 .... .... .... ....
Other regulatory liabilities 218,172 (1) 84,642 16,916 12,442
Decommissioning 749,708 (453,907) .... 142,604 ....
Transition to competition 191,934 .... 119,553 72,381 ....
Regulatory reserves 396,789 (2,000) .... 60,965 11,456
Accumulated provisions 390,116 (138,751) 42,393 67,404 64,201
Other 853,137 (434,603) 64,267 98,501 61,724
--------------------------------------------------------------------
Total 6,775,872 (952,172) 1,216,360 1,798,402 1,054,227
--------------------------------------------------------------------
Long-term debt 7,732,093 (1,643,894) 1,239,712 1,808,879 1,276,696
Subsidiaries' preferred stock with sinking fund 65,758 .... .... 30,758 35,000
Company-obligated mandatorily redeemable
preferred securities of subsidiary trust holding
solely junior subordinated deferrable debentures 215,000 .... 60,000 85,000 70,000
Notes payable to associated companies .... .... .... .... ....
Shareholders' Equity:
Subsidiaries' preferred stock without sinking fund 334,688 .... 116,350 47,677 100,500
Common stock, $.01 par value, authorized
500,000,000 shares; issued and outstanding
248,094,614 shares 2,481 .... .... .... ....
Common stock of subsidiaries .... 2,283,345 470 114,055 1,088,900
Paid-in capital 4,660,483 1,893,893 591,127 1,153,195 ....
Capital stock expense and other .... 254,770 .... .... (2,171)
Retained earnings 3,190,639 1,064,758 548,285 285,128 150,319
Cumulative foreign currency translation (73,998) .... .... .... ....
Net unrealized investment losses (1,035) 1,035 .... .... ....
Less - treasury stock at cost (28,490,031 shares in 2000) 774,905 .... .... .... ....
--------------------------------------------------------------------
Total common shareholders' equity 7,338,353 5,497,801 1,256,232 1,600,055 1,337,548
--------------------------------------------------------------------
Total $ 25,565,227 $ 2,850,700 $ 4,312,853 $ 6,150,264 $ 4,301,851
====================================================================
ENTERGY ENTERGY SYSTEM ENTERGY ENTERGY
LIABILITIES AND SHAREHOLDERS' EQUITY MISSISSIPPI NEW ORLEANS ENERGY CORPORATION OPERATIONS
(unaudited)
Current Liabilities:
Currently maturing long-term debt $ .... $ .... $ 151,800 $ .... $ ....
Notes payable:
Associated companies .... .... .... .... ....
Other .... .... .... 387,000 ....
Accounts payable:
Associated companies 92,980 24,637 2,722 2,206 223
Other 26,933 57,566 23,585 3,964 2,572
Customer deposits 26,368 18,311 .... .... ....
Taxes accrued 31,862 5,823 68,530 13,123 ....
Accumulated deferred income taxes 47,734 6,543 1,648 .... ....
Nuclear refueling outage costs .... .... .... .... ....
Interest accrued 13,099 6,119 44,007 .... ....
Obligations under capital leases 79 .... 32,119 .... ....
Other 2,540 3,211 1,674 10,542 5
--------------------------------------------------------------------
Total 241,595 122,210 326,085 416,835 2,800
--------------------------------------------------------------------
Deferred Credits and Other Liabilities:
Accumulated deferred income taxes 306,295 43,754 391,505 .... 14
Accumulated deferred investment tax credits 19,408 5,868 89,516 .... ....
SFAS 109 regulatory liability - net .... 12,607 .... .... ....
Obligations under capital leases 211 .... 17,137 .... ....
FERC settlement - refund obligation .... .... 30,745 .... ....
Other regulatory liabilities .... 537 103,634 .... ....
Decommissioning .... .... 153,197 .... ....
Transition to competition .... .... .... .... ....
Regulatory reserves .... .... 322,368 .... ....
Accumulated provisions 6,806 8,471 689 .... 558
Other 31,339 12,356 15,394 93,588 2,763
--------------------------------------------------------------------
Total 364,059 83,593 1,124,185 93,588 3,335
--------------------------------------------------------------------
Long-term debt 584,467 199,031 930,854 .... ....
Subsidiaries' preferred stock with sinking fund .... .... .... .... ....
Company-obligated mandatorily redeemable
preferred securities of subsidiary trust holding
solely junior subordinated deferrable debentures .... .... .... .... ....
Notes payable to associated companies .... .... .... .... ....
Shareholders' Equity:
Subsidiaries' preferred stock without sinking fund 50,381 19,780 .... .... ....
Common stock, $.01 par value, authorized
500,000,000 shares; issued and outstanding
247,082,345 shares .... .... .... 2,481 ....
Common stock of subsidiaries 199,326 33,744 789,350 .... 5
Paid-in capital .... 36,294 .... 4,660,483 995
Capital stock expense and other (59) .... .... .... ....
Retained earnings 244,170 64,579 104,076 3,190,640 ....
Cumulative foreign currency translation .... .... .... (73,998) ....
Net unrealized investment losses .... .... .... .... ....
Less - treasury stock at cost (8,045,434 shares in 1999) .... .... .... 774,905 ....
--------------------------------------------------------------------
Total common shareholders' equity 493,818 154,397 893,426 7,004,701 1,000
--------------------------------------------------------------------
Total $ 1,683,939 $ 559,231 $ 3,274,550 $ 7,515,124 $ 7,135
====================================================================
ENTERGY CORPORATION AND SUBSIDIARIES
CONSOLIDATING BALANCE SHEET
DECEMBER 31, 2000
(In Thousands)
ENTERGY ENTERGY SYSTEM ENTERGY
LIABILITIES AND SHAREHOLDERS' EQUITY POWER SERVICES FUELS ENTERPRISES
(unaudited) (unaudited) (unaudited) (unaudited)
Current Liabilities:
Currently maturing long-term debt $ .... $ .... $ .... $ ....
Notes payable:
Associated companies .... .... .... ....
Other .... .... .... ....
Accounts payable:
Associated companies 11,290 93,296 87,405 14,410
Other 8,137 124,222 8,621 1,760
Customer deposits .... .... .... ....
Taxes accrued 956 5,798 1,451 (5,984)
Accumulated deferred income taxes .... .... .... ....
Nuclear refueling outage costs .... .... .... ....
Interest accrued .... .... .... ....
Obligations under capital leases .... .... 1,949 ....
Other .... 6,987 442 20,752
------------------------------------------------------
Total 20,383 230,303 99,868 30,938
------------------------------------------------------
Deferred Credits and Other Liabilities:
Accumulated deferred income taxes 18,723 (20,710) 1,522 (15,894)
Accumulated deferred investment tax credits .... 2,700 165 ....
SFAS 109 regulatory liability - net .... .... .... ....
Obligations under capital leases .... .... .... ....
FERC settlement - refund obligation .... .... .... ....
Other regulatory liabilities .... .... .... ....
Decommissioning .... .... .... ....
Transition to competition .... .... .... ....
Regulatory reserves .... .... .... ....
Accumulated provisions .... 50,974 .... 9,869
Other .... 36,610 .... 1,992
------------------------------------------------------
Total 18,723 69,574 1,687 (4,033)
------------------------------------------------------
Long-term debt .... .... 34,000 14,560
Subsidiaries' preferred stock with sinking fund .... .... .... ....
Company-obligated mandatorily redeemable
preferred securities of subsidiary trust holding
solely junior subordinated deferrable debentures .... .... .... ....
Notes payable to associated companies .... .... .... ....
Shareholders' Equity:
Subsidiaries' preferred stock without sinking fund .... .... .... ....
Common stock, $.01 par value, authorized
500,000,000 shares; issued and outstanding
247,082,345 shares .... .... .... ....
Common stock of subsidiaries 55 20 20 57,400
Paid-in capital 112,282 .... .... ....
Capital stock expense and other .... .... .... 257,000
Retained earnings (46,398) .... .... (285,402)
Cumulative foreign currency translation .... .... .... ....
Net unrealized investment losses .... .... .... ....
Less - treasury stock at cost (8,045,434 shares in 1999) .... .... .... ....
------------------------------------------------------
Total common shareholders' equity 65,939 20 20 28,998
------------------------------------------------------
Total $ 105,045 $ 299,897 $ 135,575 $ 70,463
======================================================
ENTERGY CORPORATION AND SUBSIDIARIES
CONSOLIDATING STATEMENT OF RETAINED EARNINGS
YEAR ENDED DECEMBER 31, 2000
(IN THOUSANDS)
INTERCOMPANY
ELIMINATIONS
AND ENTERGY ENTERGY ENTERGY
RETAINED EARNINGS CONSOLIDATED ADJUSTMENTS ARKANSAS GULF STATES LOUISIANA
Retained Earnings, January 1, 2000 $ 2,786,467 $ 811,560 $ 463,614 $ 202,782 $ 59,554
Add:
Net Income (Loss) 679,294 599,119 137,047 180,343 162,679
Increase in Investment in subsidiary .... .... .... .... ....
---------------------------------------------------------------------
Total 3,497,382 1,379,058 600,661 383,125 222,233
---------------------------------------------------------------------
Deduct:
Dividends declared on:
Preferred and preference stock .... 31,558 7,776 9,933 9,514
Common stock 275,929 314,300 44,600 88,000 62,400
Capital stock and other expenses (807) 63 .... 64 ....
Return of capital to parent .... .... .... .... ....
---------------------------------------------------------------------
Total 306,743 314,300 52,376 97,997 71,914
---------------------------------------------------------------------
Retained Earnings, December 31, 2000 $ 3,190,639 $ 1,064,758 $ 548,285 $ 285,128 $ 150,319
=====================================================================
ENTERGY ENTERGY SYSTEM ENTERGY ENTERGY
RETAINED EARNINGS MISSISSIPPI NEW ORLEANS ENERGY CORPORATION OPERATIONS
(unaudited)
Retained Earnings, January 1, 2000 $ 226,567 $ 58,526 $ 102,131 $ 2,786,467 $ ....
Add:
Net Income (Loss) 38,973 16,518 93,745 679,294 ....
Increase in Investment in subsidiary .... .... .... .... ....
---------------------------------------------------------------------
Total 265,540 75,044 195,876 3,465,761 ....
---------------------------------------------------------------------
Deduct:
Dividends declared on:
Preferred and preference stock 3,370 965 .... .... ....
Common stock 18,000 9,500 91,800 275,929 ....
Capital stock and other expenses .... .... .... (808) ....
Return of capital to parent .... .... .... .... ....
---------------------------------------------------------------------
Total 21,370 10,465 91,800 275,121 ....
---------------------------------------------------------------------
Retained Earnings, December 31, 2000 $ 244,170 $ 64,579 $ 104,076 $ 3,190,640 $ ....
=====================================================================
ENTERGY CORPORATION AND SUBSIDIARIES
CONSOLIDATING STATEMENT OF RETAINED EARNINGS
YEAR ENDED DECEMBER 31, 2000
(IN THOUSANDS)
ENTERGY ENTERGY SYSTEM ENTERGY
RETAINED EARNINGS POWER SERVICES FUELS ENTERPRISES
(unaudited) (unaudited) (unaudited) (unaudited)
Retained Earnings, January 1, 2000 $ (53,649) $ .... $ .... $ (247,965)
Add:
Net Income (Loss) 7,251 .... .... (37,437)
Increase in Investment in subsidiary .... .... .... ....
-------------------------------------------------------
Total (46,398) .... .... (285,402)
-------------------------------------------------------
Deduct:
Dividends declared on:
Preferred and preference stock .... .... .... ....
Common stock .... .... .... ....
Capital stock and other expenses .... .... .... ....
Return of capital to parent .... .... .... ....
-------------------------------------------------------
Total .... .... .... ....
-------------------------------------------------------
Retained Earnings, December 31, 2000 $ (46,398) $ .... $ .... $ (285,402)
=======================================================
ENTERGY GULF STATES, INC. AND SUBSIDIARIES
CONSOLIDATING STATEMENT OF INCOME (LOSS)
YEAR ENDED DECEMBER 31, 2000
(In Thousands)
INTERCOMPANY
ELIMINATIONS
AND ENTERGY Southern
CONSOLIDATED ADJUSTMENTS GULF STATES GSG&T Gulf Varibus POG
(unaudited) (unaudited) (unaudited) (unaudited) (unaudited)
Operating Revenues:
Electric $ 2,470,884 $ 3,552 $ 2,470,877 $ 3,535 $ 24 $ .... $ ....
Natural gas 40,356 .... 40,356 .... .... .... ....
Steam products .... .... .... .... .... .... ....
------------------------------------------------------------------------------------------
Total 2,511,240 3,552 2,511,233 3,535 24 .... ....
------------------------------------------------------------------------------------------
Operating Expenses:
Operation:
Fuel for electric generation
and fuel-related expenses 895,361 .... 895,361 .... .... .... ....
Purchased power 455,300 .... 455,300 .... .... .... ....
Nuclear refueling outage expense 16,663 .... 16,663 .... .... .... ....
Other operation and maintenance 423,031 3,537 426,462 .... 106 .... ....
Depreciation and decommissioning 195,422 27 192,957 2,023 469 .... ....
Taxes other than income taxes 120,428 .... 120,428 .... .... .... ....
Other regulatory charges (credits) (13,860) (27) (13,418) .... (469) .... ....
Amortization of rate deferrals 5,606 .... 5,606 .... .... .... ....
------------------------------------------------------------------------------------------
Total 2,097,951 3,537 2,099,359 2,023 106 .... ....
------------------------------------------------------------------------------------------
Operating Income (loss) 413,289 15 411,874 1,512 (82) .... ....
------------------------------------------------------------------------------------------
Other Income:
Allowance for equity funds used during
construction 7,617 .... 7,617 .... .... .... ....
Miscellaneous - net 15,063 3,123 14,976 (63) (112) 3,148 237
------------------------------------------------------------------------------------------
Total 22,680 3,123 22,593 (63) (112) 3,148 237
------------------------------------------------------------------------------------------
Interest and Other Charges:
Interest on long-term debt 143,053 380 143,060 241 132 .... ....
Other interest - net 8,458 .... 8,458 .... .... .... ....
Distributions on preferred securities 7,438 .... 7,438 .... .... .... ....
of subsidiary
Allowance for borrowed funds used during
construction (6,926) .... (6,926) .... .... .... ....
------------------------------------------------------------------------------------------
Total 152,023 380 152,030 241 132 .... ....
------------------------------------------------------------------------------------------
Income before income taxes 283,946 2,758 282,437 1,208 (326) 3,148 237
Income tax expense (benefit) 103,603 .... 102,094 1,304 (529) 666 68
------------------------------------------------------------------------------------------
Net income 180,343 2,758 180,343 (96) 203 2,482 169
Preferred and preference dividend
requirements 9,998 .... 9,998 .... .... .... ....
------------------------------------------------------------------------------------------
Earnings applicable to common stock $ 170,345 $ 2,758 $ 170,345 $ (96) $ 203 $ 2,482 $ 169
==========================================================================================
ENTERGY GULF STATES, INC. AND SUBSIDIARIES
CONSOLIDATING STATEMENT OF CASH FLOWS
YEAR ENDED DECEMBER 31, 2000
(In Thousands)
INTERCOMPANY
ELIMINATIONS
AND ENTERGY Southern
CONSOLIDATED ADJUSTMENTS GULF STATES GSG&T Gulf Varibus POG
(unaudited) (unaudited) (unaudited) (unaudited) (unaudited)
OPERATING ACTIVITIES:
Net Income $ 180,343 $ 2,758 $ 180,343 $ (96) $ 203 $ 2,482 $ 169
Noncash items included in net income
Amortization of rate deferrals 5,606 .... 5,606 .... .... .... ....
Reserve for regulatory adjustments (49,571) .... (49,571) .... .... .... ....
Other regulatory charges (credits) (13,860) (27) (13,418) .... (469) .... ....
Depreciation, amortization and
decommissioning 195,422 27 192,957 2,023 469 .... ....
Deferred income taxes and investment
tax credits 54,279 .... 51,557 1,381 676 .... 665
Allowance for equity funds used
during construction (7,617) .... (7,617) .... .... .... ....
Gain on sale of assets (2,327) .... (2,327) .... .... .... ....
Changes in working capital:
Receivables (131,643) 4,794 (125,605) 131 (1,112) (304) 41
Fuel inventory 1,013 .... 1,013 .... .... .... ....
Accounts payable 130,435 328 130,219 .... 23 520 1
Taxes accrued 30,570 (811) 32,561 (810) (80) (1,274) (638)
Interest accrued 14,969 36 14,969 (86) 122 .... ....
Deferred fuel (26,291) .... (26,291) .... .... .... ....
Other working capital accounts 20,896 .... 20,896 .... .... .... ....
Provision for estimated losses and reserves (1,991) .... (1,991) .... .... .... ....
Changes in other regulatory assets (47,777) .... (47,777) .... .... .... ....
Other 51,424 (7,105) 45,142 (2,537) 1 1,713 ....
---------------------------------------------------------------------------------
Net cash flow provided by operating activities 403,880 .... 400,666 6 (167) 3,137 238
---------------------------------------------------------------------------------
INVESTING ACTIVITIES:
Construction expenditures (277,635) .... (277,635) .... .... .... ....
Allowance for equity funds used during
construction 7,617 .... 7,617 .... .... .... ....
Nuclear fuel purchases (34,735) .... (34,735) .... .... .... ....
Proceeds from sale/leaseback of nuclear fuel 34,154 .... 34,154 .... .... .... ....
Decommissioning trust contributions and realized
change in trust assets (12,051) .... (12,051) .... .... .... ....
Other regulatory investments (127,377) .... (127,377) .... .... .... ....
---------------------------------------------------------------------------------
Net cash flow used by investing activities (410,027) .... (410,027) .... .... .... ....
---------------------------------------------------------------------------------
FINANCING ACTIVITIES:
Proceeds from issuance of long-term debt 298,819 .... 298,819 .... .... .... ....
Retirement of long-term debt (185) .... (185) .... .... .... ....
Redemption of preferred stock (157,658) .... (157,658) .... .... .... ....
Dividends paid:
Common stock (88,000) .... (88,000) .... .... .... ....
Preferred stock (10,862) .... (10,862) .... .... .... ....
---------------------------------------------------------------------------------
Net cash flow used by financing activities 42,114 .... 42,114 .... .... .... ....
---------------------------------------------------------------------------------
Net increase (decrease) in cash and cash
equivalents 35,967 .... 32,753 6 (167) 3,137 238
Cash and cash equivalents at beginning of year 32,312 .... 8,348 69 206 20,109 3,580
---------------------------------------------------------------------------------
Cash and cash equivalents at end of year $68,279 $ .... $ 41,101 $ 75 $ 39 $ 23,246 $ 3,818
=================================================================================
ENTERGY GULF STATES, INC. AND SUBSIDIARIES
CONSOLIDATING BALANCE SHEET
DECEMBER 31, 2000
(In Thousands)
INTERCOMPANY
ELIMINATIONS
AND ENTERGY Southern
CONSOLIDATED ADJUSTMENTS GULF STATES GSG&T Gulf Varibus POG
(unaudited) (unaudited) (unaudited) (unaudited) (unaudited)
ASSETS
Current Assets:
Cash and cash equivalents:
Cash $ 10,726 $ .... $ 10,590 $ 75 $ 39 $ 18 $ 4
Temporary cash investments - at cost
which approximates market 57,553 .... 30,511 .... .... 23,228 3,814
--------------------------------------------------------------------------------------
Total cash and cash equivalents 68,279 .... 41,101 75 39 23,246 3,818
Notes receivable associated companies .... 1,663 1,663 .... .... .... ....
Accounts receivable:
Customer 125,412 .... 124,391 .... .... 1,021 ....
Allowance for doubtful accounts (2,131) .... (2,131) .... .... .... ....
Associated companies 27,660 1,048 25,378 1,755 .... 1,054 521
Other 22,837 .... 22,837 .... .... .... ....
Accrued unbilled revenues 136,384 .... 136,384 .... .... .... ....
Deferred fuel costs 288,126 .... 288,126 .... .... .... ....
Fuel inventory - at average cost 37,258 .... 37,258 .... .... .... ....
Materials and supplies - at average cost 100,018 .... 100,018 .... .... .... ....
Rate deferrals 5,606 .... 5,606 .... .... .... ....
Prepayments and other 22,332 26 20,544 288 252 1,274 ....
--------------------------------------------------------------------------------------
Total 831,781 2,737 801,175 2,118 291 26,595 4,339
--------------------------------------------------------------------------------------
Other Property and Investments:
Decommissioning trust funds 243,555 .... 243,555 .... .... .... ....
Non-utility property - at cost 194,422 185,270 .... 8,504 648 ....
(less accumulated depreciation)
Other 14,826 51,446 66,272 .... .... .... ....
--------------------------------------------------------------------------------------
Total 452,803 51,446 495,097 .... 8,504 648 ....
--------------------------------------------------------------------------------------
Utility Plant:
Electric 7,574,905 .... 7,506,017 68,888 .... .... ....
Property under capital lease 38,564 .... 38,564 .... .... .... ....
Natural gas 56,163 .... 56,163 .... .... .... ....
Construction work in progress 144,814 .... 144,814 .... .... .... ....
Nuclear fuel under capital leases 57,472 .... 57,472 .... .... .... ....
--------------------------------------------------------------------------------------
Total 7,871,918 .... 7,803,030 68,888 .... .... ....
Less - Accumulated depreciation and 3,664,415 .... 3,613,282 51,133 .... .... ....
amortization
--------------------------------------------------------------------------------------
Utility plant - net 4,207,503 .... 4,189,748 17,755 .... .... ....
--------------------------------------------------------------------------------------
Deferred Debits and Other Assets:
Regulatory assets:
SFAS 109 regulatory asset - net 403,934 .... 403,934 .... .... .... ....
Unamortized loss on reacquired debt 37,903 .... 37,903 .... .... .... ....
Other regulatory assets 169,405 .... 169,405 .... .... .... ....
Long-term receivables 29,586 .... 29,586 .... .... .... ....
Other 17,349 .... 17,349 .... .... .... ....
--------------------------------------------------------------------------------------
Total 658,177 .... 658,177 .... .... .... ....
--------------------------------------------------------------------------------------
TOTAL $6,150,264 $ 54,183 $ 6,144,197 $ 19,873 $ 8,795 $ 27,243 $ 4,339
======================================================================================
ENTERGY GULF STATES, INC. AND SUBSIDIARIES
CONSOLIDATING BALANCE SHEET
DECEMBER 31, 2000
(In Thousands)
INTERCOMPANY
ELIMINATIONS
AND ENTERGY Southern
CONSOLIDATED ADJUSTMENTS GULF STATES GSG&T Gulf Varibus POG
(unaudited) (unaudited) (unaudited) (unaudited) (unaudited)
LIABILITIES AND SHAREHOLDER'S EQUITY
Current Liabilities:
Currently maturing long-term debt $ 122,750 $ .... $ 122,750 $ .... $ .... $ .... $ ....
Notes payable - associated companies .... 1,690 .... 1,690 .... .... ....
Accounts payable:
Associated companies 66,312 1,256 67,045 1 519 .... 3
Other 258,529 .... 258,485 .... .... 44 ....
Customer deposits 37,489 .... 37,489 .... .... .... ....
Taxes accrued 132,368 (290) 132,716 .... .... .... (638)
Accumulated deferred income taxes 94,032 .... 94,032 .... .... .... ....
Nuclear refueling reserve 10,209 .... 10,209 .... .... .... ....
Interest accrued 43,539 203 43,538 82 122 .... ....
Obligations under capital leases 42,524 .... 42,524 .... .... .... ....
Other 19,418 .... 19,418 .... .... .... ....
----------------------------------------------------------------------------------------
Total 827,170 2,859 828,206 1,773 641 44 (635)
----------------------------------------------------------------------------------------
Deferred Credits:
Accumulated deferred income taxes 1,115,119 .... 1,115,760 1,132 (1,248) (425) (100)
Accumulated deferred investment
tax credits 171,000 .... 171,000 .... .... .... ....
Obligations under capital leases 53,512 .... 53,512 .... .... .... ....
Other regulatory liabilities 16,916 .... 16,916 .... .... .... ....
Decommissioning 142,604 .... 142,604 .... .... .... ....
Transition to competition 72,381 .... 72,381 .... .... .... ....
Regulatory reserves 60,965 .... 60,965 .... .... .... ....
Accumulated provisions 67,404 .... 67,404 .... .... .... ....
Other 98,501 .... 90,756 .... 7,745 .... ....
----------------------------------------------------------------------------------------
Total 1,798,402 .... 1,791,298 1,132 6,497 (425) (100)
----------------------------------------------------------------------------------------
Long-term debt 1,808,879 .... 1,807,371 .... 1,508 .... ....
Preferred stock with sinking fund 30,758 1,508 32,266 .... .... .... ....
Preference stock .... .... .... .... .... .... ....
Company - obligated mandatorily redeemable
preferred securities of subsidiary trust
holding solely junior subordinated
deferrable debentures 85,000 .... 85,000 .... .... .... ....
Shareholder's Equity:
Preferred stock without sinking fund 47,677 .... 47,677 .... .... .... ....
Common stock, no par value, authorized
200,000,000 shares; issued and outstanding
100 shares 114,055 .... 114,055 .... .... .... ....
Common stock of subsidiaries .... 138 .... 25 1 100 12
Additional paid-in capital 1,153,195 96,838 1,153,196 10,341 .... 40,466 46,030
Capital stock expense and other .... .... .... .... .... .... ....
Retained earnings 285,128 (47,160) 285,128 6,602 148 (12,942) (40,968)
----------------------------------------------------------------------------------------
Total 1,600,055 49,816 1,600,056 16,968 149 27,624 5,074
----------------------------------------------------------------------------------------
TOTAL $6,150,264 $ 54,183 $ 6,144,197 $ 19,873 $ 8,795 $ 27,243 $ 4,339
========================================================================================
ENTERGY GULF STATES, INC. AND SUBSIDIARIES
CONSOLIDATING STATEMENT OF RETAINED EARNINGS
YEAR ENDED DECEMBER 31, 2000
(IN THOUSANDS)
INTERCOMPANY
ELIMINATIONS
AND ENTERGY Southern
RETAINED EARNINGS CONSOLIDATED ADJUSTMENTS GULF STATES GSG&T Gulf Varibus POG
(unaudited) (unaudited) (unaudited) (unaudited) (unaudited)
Retained Earnings, January 1, 2000 $ 202,782 $ (49,918) $ 202,782 $ 6,698 $ (55) $ (15,424) $ (41,137)
Add:
Net Income (Loss) 180,343 2,758 180,343 (96) 203 2,482 169
------------------------------------------------------------------------------------------
Total 383,125 (47,160) 383,125 6,602 148 (12,942) (40,968)
------------------------------------------------------------------------------------------
Deduct:
Dividends declared on:
Preferred and preference stock 9,933 .... 9,933 .... .... .... ....
Common stock 88,000 .... 88,000 .... .... .... ....
Capital stock and other expenses 64 .... 64 .... .... .... ....
------------------------------------------------------------------------------------------
Total 97,997 .... 97,997 .... .... .... ....
------------------------------------------------------------------------------------------
Retained Earnings, December 31, 2000 $ 285,128 $ (47,160) $ 285,128 $ 6,602 $ 148 $ (12,942) $ (40,968)
==========================================================================================
THE ARKLAHOMA CORPORATION
STATEMENT OF OPERATIONS AND RETAINED EARNINGS
YEARS ENDED NOVEMBER 30, 2000 AND 1999
(IN THOUSANDS)
2000 1999
Revenues - Interest income $12 $10
- Other - -
---- ----
Total 12 10
Expenses - Administrative and general 8 8
- Other - -
---- ----
Total 8 8
---- ----
Income before Federal
and state income taxes 4 2
Federal and state income taxes - -
---- ----
Net Income 4 2
---- ----
Retained Earnings - beginning of year 313 311
Less: Dividends Declared - -
---- ----
Retained Earnings - end of year $317 $313
==== ====
The accompanying notes to financial statements
are an integral part of these statements.
THE ARKLAHOMA CORPORATION
STATEMENTS OF CASH FLOWS
YEARS ENDED NOVEMBER 30, 2000 and 1999
(IN THOUSANDS)
2000 1999
OPERATING ACTIVITIES:
Net Income $4 $2
Cumulative effect of a Change in Accounting
for Income Taxes - -
Changes in working capital:
Accounts receivable (61) -
Accounts payable (10) 2
---- ----
Net cash flow used by operating activities (67) 4
---- ----
Net (decrease) in cash
and cash equivalents (67) 4
Cash and cash equivalents at
beginning of year 126 122
---- ----
Cash and cash equivalents at
end of year $59 $126
==== ====
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
Cash paid during the year for income taxes $ - $ -
The accompanying notes to financial statements
are an integral part of these statements.
THE ARKLAHOMA CORPORATION
BALANCE SHEETS
NOVEMBER 30, 2000 AND 1999
(IN THOUSANDS)
ASSETS
2000 1999
Utility Plant:
Electric plant in service - at cost $2,562 $2,562
Less - Accumulated depreciation 2,249 2,249
------ ------
Utility Plant - Net 313 313
------ ------
Current Assets:
Cash and cash equivalents 59 126
Accounts receivable - associated companies 61 -
------ ------
Total 120 126
------ ------
Total $433 $439
====== ======
CAPITALIZATION AND LIABILITIES
Capitalization:
Common stock, $100 par value, authorized
12,000 shares; issued and outstanding, 500
shares $50 $50
Retained earnings 317 313
------ ------
Total 367 363
------ ------
Current Liabilities:
Other accounts payable 6 6
Accounts payable - associated companies - 10
------ ------
Total 6 16
------ ------
Deferred Credits:
Deferred Income Taxes (SFAS 109) 60 60
------ ------
Total $433 $439
====== ======
The accompanying notes to financial statements
are an integral part of these balance sheets.
THE ARKLAHOMA CORPORATION
NOTES TO THE FINANCIAL STATEMENTS
NOVEMBER 30, 2000 AND 1999
1. OPERATIONS:
The Arklahoma Corporation's (the "Company") utility plant consists
principally of transmission facilities which are being leased to its
three stockholder companies from year to year. Pursuant to the terms
of the lease agreement, the lessees have agreed to pay all operating
costs, including maintenance, repairs, insurance and taxes assessed
upon the properties. Such amounts totaled approximately $662,700 and
$689,000 in fiscal years 2000 and 1999, respectively.
Under the terms of the current lease agreement, annual rentals have
been discontinued but can be reinstated upon the agreement of the
Company and the lessees.
2. CASH AND CASH EQUIVALENTS:
For purposes of these financial statements, the Company considers all
highly liquid debt instruments purchased with a maturity of three
months or less to be cash equivalents. These investments are carried
at cost, which approximates market.
3. UTILITY PLANT:
Through fiscal year 1980, depreciation was provided using a straight-
line rate based on the electric plant's estimated composite service
life of 33 years with a salvage value of 10%. The utility plant
became fully depreciated for financial reporting purposes in fiscal
year 1980, and no depreciation was provided in fiscal years 1981, 1982
or 1983. In 1984, the Company acquired additional property, which was
depreciated over the remaining term of the lease. For income tax
reporting purposes, depreciation was calculated using a straight-line
rate with no estimated salvage value and an estimated useful life
extended to December 1988. All property was fully depreciated as of
December 31, 1988.
4. INCOME TAXES:
Income taxes are accounted for in accordance with Statement of
Financial Accounting Standards ("SFAS") No. 109, "Accounting for
Income Taxes." This statement requires the liability method of
accounting for income taxes. Under the liability method, the deferred
tax liability, or asset, is determined based on the difference between
the tax reporting and financial reporting bases of assets and
liabilities. The effect on deferred taxes of a change in tax rates
will be recognized in income in the period of the enactment of the
rate change.
Deferred income taxes resulted from temporary differences in financial
versus tax bases of fixed assets. The net tax liability is reflected
as a deferred income tax liability in the accompanying balance sheets.
The Company has an Oklahoma state net operating loss carryforwards
available to reduce future Oklahoma State income taxes payable. The
carryforward as of November 30, 2000, is $24,782 and begins to expire
in 2002.