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OF AMERICA

BEFORE THE SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C.

* * * * * * * * * * * * * * * * * In the Matter of * * ENTERGY CORPORATION, * CERTIFICATE ENTERGY ENTEPRISES, INC., et al.* PURSUANT TO RULE 24 * File No. 70-9123 * * (Public Utility Holding Company * Act of 1935) * * * * * * * * * * * * * * * * * *

Pursuant to Rule 24 promulgated by the Securities and

Exchange Commission (SEC) under the Public Utility Holding

Company Act of 1935, as amended (Act), as modified by the application-declaration, as amended, in the above referenced file and the related order dated June 22, 1999 (June 1999 Order), this is to certify that the following transactions were carried out during the three (3) months ended September 30, 2000 by Entergy

Corporation's Non-utility Companies (Non-Reg Companies), pursuant to the authorization of the SEC. Capitalized terms used in this Certificate, unless otherwise defined, have the meanings set forth in the June 1999 Order.

Authorized Transactions

Pursuant to the June 1999 Order (a) the Non-Reg Companies are authorized to conduct development activities with respect to various investment opportunities for Entergy Corporation

(Entergy), (b) the Non-Reg Companies are authorized to provide various consulting services to other Non-Reg Companies and to non- associates, including to market to non-associates the Entergy

System's expertise and capabilities in energy-related areas, and to market to non-associates intellectual property developed or acquired by System companies, (c) the Non-Reg Companies are authorized to provide various management, administrative and support services to associate companies, excluding certain associate companies (Excepted Companies), (d) Entergy is authorized to create O&M Subs to provide various operations and maintenance services to non-associate or associate companies, (e)

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

Entergy and the Non-Reg Companies are authorized to make Non- utility Loans to certain Non-Reg Companies, (g) the Non-Reg

Companies are authorized to issue Other Securities of any type to

Entergy, to other Non-Reg Companies or to third parties, and (h) the Non-Reg Companies are authorized to pay dividends to their immediate parent companies from capital accounts or other unearned surplus.

During the quarter, the Non-Reg Companies participated in the following:

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

Associate Companies

During the quarter, Entergy Enterprises Inc. (Enterprises) provided certain management and support services, at cost, to its associate companies, Entergy Power, Inc. (EPI), Entergy Power

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

Technology Holding Company (ETHC), Entergy Technology Company

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

Development Corporation (EPDC), Entergy International Ltd LLC,

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

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

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

Entergy Power International Holdings Corp., Entergy Nuclear, Inc.

(ENI), Entergy Nuclear Generation Corporation (ENGC), and Entergy

Retail LP-A. Enterprises' billings to all such associate companies included direct costs incurred plus, to the extent applicable, an indirect loading based upon current month administrative charges.

Enterprises billed, at cost, EPI ($193,023) for services related to the marketing of EPI capacity and energy to third parties at wholesale, preparation of contracts and regulatory filings, oversight of plant operations and maintenance by plant operators, and procurement of transmission services. In regard to Entergy Power Marketing Corp. ($9,004,061) and Entergy Trading and Marketing Ltd. ($12,602), these services related to management oversight, the marketing of energy commodities to third parties at wholesale, the preparation of contracts and regulatory filings and the procurement of transmission services.

In regard to ETHC ($19,913), ETC ($96,435), Entergy Holdings,

Inc. ($215), Entergy Thermal LLC ($215,923), Entergy Power

Development Corp. ($3,256,649), Entergy International, Ltd LLC

($13,360 credit), Entergy Pakistan Ltd. ($158,376), Entergy Power

Asia Ltd., ($244,075), EP Edegel, Inc. ($145,627), Entergy Power

CBA Holding, Ltd. ($12,356 credit), EWO Holdings Inc. ($161,395),

Entergy Power Operations Corporation ($196,372), Entergy Power

International Holdings Corp. ($250,559), Entergy Retail Texas LP-

A ($11,394), and ENI ($36,618), these services were primarily related to management oversight and/or project development. In regard to ENGC, ($55,614), Enterprises provided services related to the marketing of energy to third parties at wholesale.

During the quarter, ENI provided management oversight services to ENGC relating to the operation of the Pilgrim nuclear plant, at cost ($45,851). ENI provided management support services, at cost, in the amount of $47,671 to TLG Services,

Inc., a subsidiary of ENI that provides nuclear decommissioning consulting and related services to non-affiliates. ENI also engaged in project development activities on behalf of Entergy

Nuclear Indian Point 3 LLC and Entergy Nuclear Fitzpatrick LLC for which these entities were billed, at cost, in the amount of

$2,022,484 and $2,022,484, respectively.

During the quarter, Entergy Operations Services, Inc. (EOSI) provided management and technical support to EPDC's Saltend and

Damhead Creek projects, at cost, in the amount of $490,629,and to

Warren Power LLC, a wholly-owned indirect subsidiary of Entergy, at cost, for $552,475.

During the quarter, Entergy Holdings, Inc. provided management/administrative and consulting services to Entergy

Business Solutions LLC and to Entergy Thermal LLC. The amounts billed, at cost, to Entergy Business Solutions LLC and Entergy

Thermal LLC during this quarter were $151 and $65, respectively.

II. Consulting Services Provided to Non-Associate Companies

Enterprises, under contract with a hydroelectric partnership, continues to provide an array of technical services/support and maintenance for a hydroelectric transmission line. Certain Entergy Services, Inc. personnel are providing the services. Enterprises is paid a fixed annual fee plus market based rates for performing maintenance on the transmission line owned by the partnership. The partnership was charged $13,860 for services rendered during the second quarter. Also,

Enterprises provided consulting services to a third-party related to the marketing of such party's excess energy capacity to third parties at wholesale. These services were billed at cost in the amount of $30,390.

During the quarter, no other consulting services were provided by Non-Reg Companies to non-associate companies.

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

Between Non-Reg Companies

During the quarter, Entergy Global Investments, Inc. loaned

$10,000,000 to Entergy Power Generation Corp. to finance the acquisition of turbine generator units to be installed at

Entergy's EWG projects.

During the quarter, no Nonutility Loans subject to reporting in this Certificate were made by Entergy to Non-Reg Companies.

IV. Other Securities Issuances by Non-Reg Companies

During the quarter, ENI issued a note for $1,500,000 to Mr.

Thomas LaGuardia as part of the purchase price settlement for

ENI's acquisition of the capital stock of TLG Services, Inc.

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

Subs

During the quarter, Entergy formed the following companies as New Subsidiaries in accordance with the June 1999 Order:

Entergy Retail Holding Company, which was formed to acquire and hold Entergy's investment in certain Non-Reg Companies; Entergy

Retail LLC-A and Entergy Retail Louisiana LLC-B which were formed to acquire and hold Entergy's investments in certain

Non-Reg Companies; Entergy Retail Louisiana Management Services

LLC which was formed to provide various management, administrative and support services, as well as consulting services, to other Non-Reg Companies; Entergy Retail Texas, Inc. which was formed to acquire and hold Entergy's investments in certain Non-Reg Companies; Entergy Retail Texas LP-B which was formed to provide various management, administrative, and support services, as well as consulting services, to certain Non-Reg

Companies; Entergy Power E&C Corporation and Entergy Power E&C

Holdings LLC, which were formed to acquire and hold Entergy's investment in EntergyShaw, L.L.C. (as described below); Entergy

Resources, Inc. which was formed to conduct development activities with respect to thermal energy investment opportunities for Entergy; Entergy Nuclear Holding Company #2 which was formed to acquire and hold Entergy's investments in certain Non-Reg Companies.

During the quarter, certain of the foregoing companies were capitalized in the following amounts: Entergy Retail Holding

Company for $27,500; Entergy Retail Louisiana LLC-A for $9,000;

Entergy Retail Louisiana LLC-B for $9,000; Entergy Retail

Louisiana Management Services LLC for $1,000; Entergy Retail

Texas, Inc. for $1,000; Entergy Retail Texas LP-B for $1,000;

Entergy Resources, Inc. for $1,000; and Entergy Nuclear Holding

Company #2 for $1,000.

During the quarter, Entergy formed the following companies as O&M Subs in accordance with the June 1999 Order: EntergyShaw

LLC, a joint venture between Entergy and The Shaw Group, Inc., which was formed to provide design, engineering, procurement and construction management services to affiliated and potentially, non-affiliated owners of electric power plants worldwide.

Entergy's initial capital investment in EntergyShaw, LLC of

$2,000,000 was made in October 2000. In addition, during the quarter, Entergy formed Entergy Nuclear Fuels Company (ENF) as an

O&M Sub. ENF was organized to provide fuel procurement and related management and supervision services to affiliate EWG owners of plants. Entergy's initial capital investment in ENF during the quarter was $1,000. Also, Entergy Nuclear Operations, Inc. was formed to provide O&M Services and

Administrative Services for affiliate EWG owners of nuclear power plants as well as to perform Development Activities with respect to prospective EWG nuclear power projects. The initial capital investment in Entergy Nuclear Operations, Inc. during the quarter was $1,000.

During the quarter, no other amounts were expended to form and capitalize any New Subsidiaries or O&M Subs.

VI. Nature and Extent of O&M Services Provided

During the quarter, ENI provided decommissioning management services to two large nuclear operating utilities in the

Northeast. ENI is paid a fixed monthly fee and certain incentive fees and is reimbursed for its actual expenses for labor and related charges for all services provided. The total amount billed by ENI for all such services during the quarter was

$1,903,269.

In addition, during the quarter, EOSI provided power project related operation and management services to several non- associate customers, including professional advice, technical expertise and maintenance services. Specifically, EOSI's services to non-associate customers included performing preventive maintenance on substations; completing work on a merchant plant substation installation; providing project management for the installation of a steam turbine; providing project management for the construction of a 230kV switchyard for a merchant plant; making modifications to a 69kV and a 15kV substation; performing transmission line repairs at a power plant; installation of a 230kV breaker; constructing a substation and relay design; and starting installation of a 500kV switchyard. The total amount billed for all such services during the quarter was $2,794,696 consisting, in each case, of market- based fees and reimbursable expenses.

Entergy represents that no Excepted Company has subsidized the operations of any Non-Reg Company and that the rendering of

O&M Services by O&M Subs is in compliance with the applicable rules, regulations and orders of the SEC and has not adversely affected the services provided by any Excepted Company to its customers.

VII. Payment of Dividends By Certain Non-Reg Companies

During the quarter, no dividends subject to reporting in this Certificate were paid by Non-Reg Companies.

VIII. Reorganizations

The Entergy Non-Reg Companies' organizational structure as of September 30, 2000 is included in Exhibit 1.

No reorganizations of Entergy's ownership interests in Non-

Reg Companies subject to reporting in this Certificate were effected during the quarter.

IX. Financial Statements

Entergy Corporation's unaudited Balance Sheet and Income

Statement for the quarter ended September 30, 2000 are included in Exhibit 2.

IN WITNESS WHEREOF, the undersigned company has caused

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

2000.

ENTERGY CORPORATION

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

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

The Excepted Companies are Entergy's retail operating companies (Entergy Inc., Entergy Louisiana Inc., Entergy Inc., Entergy Inc. and Entergy Gulf States Inc.), System Energy Resources, Inc., System Fuels, Inc., Entergy Operations, Inc., Entergy Services, Inc., and any other subsidiaries that Entergy may create whose activities and operations are primarily related to the domestic sale of electric energy at retail or at wholesale to affiliates or the provision of goods or services thereto. EXHIBIT 1 page 1 of 4

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

Entergy Corporation Entergy Enterprises, Inc. (LA) (100%) (an authorized subsidiary) Entergy Retail Holdings, Inc. (100%)(DE)(a new subsidiary) Entergy Retail Texas, Inc. (100%)(TX)(a new subsidiary) Entergy Retail Texas LP-A (1%)(TX)(an energy-related company) Entergy Retail Texas LP-B (1%)(TX)(a new subsidiary) Entergy Retail Texas LP-A (99%)(TX)(an energy-related company) Entergy Retail Texas LP-B (99%)(TX)(a new subsidiary) Entergy Retail Louisiana LLC-A (90%)(DE)(a new subsidiary) Entergy Retail Louisiana LLC-B (10%)(DE)(a new subsidiary) Entergy Retail Louisiana Management Services LLC- A (50%)(LA)(a new subsidiary) Entergy Retail Louisiana LLC-B (90%)(DE)(a new subsidiary) Entergy Retail Louisiana LLC-A (10%)(DE)(a new subsidiary) Entergy Retail Louisiana Management Services LLC-A (50%)(LA)(a new subsidiary) Entergy Resources, Inc. (100%)(DE)(a new subsidiary) Entergy Operations Services, Inc. (100%) (an O&M subsidiary) Entergy Power Gas Holdings Corporation (100%)(DE)(an energy- related company) Entergy Power Gas Operations Corporation (80%)(DE) (an energy-related company) Highland Energy Company (75%)(TX)(an energy- related company) Entergy Procurement Exchange Holding Corporation (100%) (DE) (a new subsidiary) Pantellos Corporation (5%) (an exempt telecommunications company) Entergy Power Generation Corp. (DE) (100%) (EWG) EAL Power Generation, LLC (50%)(a new subsidiary) Entergy Power Warren Corporation I (DE)(100%)(a new subsidiary) Warren Power, LLC (MS)(100%)(a new subsidiary) Entergy Power, Inc. (DE) (100%) (an authorized subsidiary) Entergy Power Marketing Corp. (DE) (100%) (an energy-related company) Entergy Holdings Inc. (100%) (an energy-related company) Entergy Business Solutions LLC (100%)(an energy-related company) Entergy Thermal LLC (100%)(an energy-related company) Entergy Nuclear, Inc. (100%) (an O&M subsidiary) TLG Services, Inc. (100%)(an energy-related company)

EXHIBIT 1 page 2 of 4

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

Entergy Nuclear Holding Company #1 (100%) (an EWG) Entergy Nuclear Generation Corporation (DE)(100%) (an EWG) Entergy Nuclear New York Investment Company I (DE)(100%) (an EWG) Entergy Nuclear Indian Point 3 LLC (DE)(50%)(an EWG) Entergy Nuclear Fitzpatrick LLC (DE)(50%)(an EWG) Entergy Nuclear Ninemile LLC (DE) (50%)(a new subsidiary) Entergy Nuclear New York Investment Company II (DE)(100%)(an EWG) Entergy Nuclear Indian Point 3 LLC (DE)(50%)(an EWG) Entergy Nuclear Fitzpatrick LLC (DE)(50%)(an EWG) Entergy Nuclear Ninemile LLC (DE) (50%)(a new subsidiary) Entergy Nuclear Holding Company #2 (100%)(DE)(a new subsidiary) Entergy Nuclear Operations, Inc.(100%)DE)(an O&M subsidiary) Entergy Nuclear Fuels Company (100%)(DE)(an O&M subsidiary) Entergy Technology Holding Company (100%) (ETC) Entergy Technology Company (100%) (ETC) Entergy International Holdings Ltd., LLC (DE) (100%) (FUCO) Entergy Global Investments, Inc. (100%) (AR) (a new subsidiary) Entergy Power Development Corporation (DE) (15%) (FUCO) Entergy International Ltd., LLC (100%) (FUCO) Entergy International Investment No. 2 LLC (100%) Entergy UK Holdings, Ltd (100%) Entergy UK Ltd (100%) Entergy UK Enterprises Ltd (100%) (FUCO) EWO Holdings Inc. (33%)(DE)(FUCO) Entergy US DB IV LLC (100%) Entergy AUS Debt 2 (100%) Entergy Victoria, Inc. (311,584 shares) Entergy US DB I LLC (100%) ENT AUS Debt 1(100%)(FUCO) Entergy Global Power Operations Corporation (DE)(100%)(an O&M subsidiary) Entergy Power Operations U.S., Inc. (DE)(100%)(an O&M subsidiary) Entergy Power Operations Corporation (DE)(100%)(FUCO) Entergy Power Operations Damhead Creek Limited Partnership(UK)(99%)(FUCO) Entergy Power Operations Damhead Creek Corporation(DE)(100%)(FUCO) Entergy Power Operations Damhead Creek Limited Partnership(UK)(1%)(FUCO) Entergy Power Operations Holdings Ltd. (Cayman)(100%)(FUCO) Entergy Power Operations UK Limited (UK)(100%)(FUCO) Entergy Power Operations Pakistan LDC (Cayman)(95%)(FUCO) Entergy Power Development Corporation (DE) (85%) (FUCO) Entergy Power Operations Pakistan LDC (Cayman) (5%) (FUCO)

EXHIBIT 1 page 3 of 4

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

Entergy Global Trading Holdings, Ltd. (Cayman) (100%) EGT Holding, Ltd. (Cayman) (100%) Entergy Trading & Marketing Ltd. (United Kingdom)(100%) Entergy Pakistan, Ltd. (DE) (100%) (FUCO) Hub Power Co., Ltd. (Pakistan) (<5%) (FUCO) Entergy Power Liberty, Ltd. (Mauritius) (100%) (FUCO) Entergy Power Asia, Ltd. (Cayman) (100%) (EWG) Entergy Power Saltend Holding, Ltd. (Cayman) (100%) (FUCO) Entergy Power Saltend, Ltd. (Cayman) (100%) (FUCO) Saltend Cogeneration Company, Ltd. (United Kingdom) (100%) (FUCO) Entergy Power Europe Holding, Ltd. (Cayman) (100%) (FUCO) Entergy Power Damhead Creek Holding 1, Ltd. (Cayman) (100%) (FUCO) Entergy Power Damhead Creek Holding II, Ltd. (Cayman) (99.99%) (FUCO) Entergy Power Damhead Creek Holding III, Ltd. (Cayman) (100%) (FUCO) Damhead Creek Holding, Ltd. (United Kingdom) (100%) (FUCO) Damhead Creek, Ltd. (United Kingdom) (100%) (FUCO) Damhead Creek Finance, Ltd. (Cayman) (100%) (FUCO) Entergy Power Investment Holdings Corporation (DE) (100%)(FUCO) Entergy Power Damhead Finco., LLC (Delaware) (1%) (FUCO) Entergy Power Damhead Finco., LLC (Delaware) (99%) (FUCO) Entergy Power Damhead Finco. 1 (Cayman) (100%) (FUCO) Damhead Finance LDC (Cayman) (fka Entergy Power Damhead Cayman 1 LDC) (1%) (FUCO) Damhead Finance (Netherlands Antilles) N.V. (99%) (FUCO) Damhead Finance (Netherlands) B.V. (99%) (FUCO) Damhead Finance (Netherlands Antilles) N.V. (1%) (FUCO) Damhead Finance (Netherlands) B.V. (1%) (FUCO) Entergy Power Damhead Finco. 2 (Cayman) (100%) (FUCO) Damhead Finance LDC (Cayman) (fka Entergy Power Damhead Cayman 1 LDC) (99%) (FUCO) Damhead Finance (Netherlands Antilles) N.V. (99%) (FUCO) Damhead Finance (Netherlands) B.V. (99%) (FUCO) Entergy S.A. (Argentina) (100%) (FUCO) Central Costanera S.A. (Argentina) (6%) (FUCO) Central Thermoelectric Buenos Aires, S.A. (Argentina) (3%) (FUCO) Entergy Power CBA Holding, Ltd. (Bermuda) (100%) (FUCO)

EXHIBIT 1 page 4 of 4

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

Central Thermoelectric Buenos Aires, S.A. (Argentina) (Indirect 7.8%) (FUCO) EWO Holdings Inc. (Delaware) (67%) (FUCO) Entergy Power Chile, S.A. (Chile) (100%) (FUCO) Inversiones Electricas Quillota S.A. (Chile) (50%) (FUCO) Compania Electrica San Isidro S.A. (Chile) (50%) (FUCO) EP Edegel, Inc. (Delaware) (100%) (FUCO) Entergy Power Peru S.A. (Peru) (100%) (FUCO) Generandes Peru S.A. (Peru) (33%) (FUCO) Edegel S.A. (Peru) (60%) (FUCO) Entergy Power Holdings USA Corporation (DE)(100%)(an energy related company) Entergy Turbine Holding QF LLC (100%) (DE)(a new subsidiary) Entergy Turbine Holding Louisiana, LLC (100%)(DE)(a new subsidiary) Entergy Power RS Corporation (DE)(100%)(an energy related company) RS Cogen, LLC (LA)(50%) (a qualifying cogeneration facility under PURPA) Entergy Power E&C Corporation (100%)(a new subsidiary) Entergy Power E&C Holdings, LLC (100%)(a new subsidiary) EntergyShaw LLC (50%)(an O&M subsidiary) Exhibit 2

ENTERGY CORPORATION AND SUBSIDIARIES CONSOLIDATED STATEMENT OF INCOME For the Nine Months Ended Septmeber 30, 2000 (Unaudited)

(Thousands)

OPERATING REVENUES Domestic electric $5,402,657 Natural gas 96,107 Competitive businesses 1,882,071 ------TOTAL 7,380,835 ------OPERATING EXPENSES Operating and Maintenance: Fuel, fuel-related expenses, and gas purchased for resale 1,756,972 Purchased power 2,030,210 Nuclear refueling outage expenses 53,625 Other operation and maintenance 1,332,012 Decommissioning 28,611 Taxes other than income taxes 266,346 Depreciation and amortization 545,991 Other regulatory credits-net 27,311 Amortization of rate deferrals 25,776 ------TOTAL 6,066,854 ------OPERATING INCOME 1,313,981 ------OTHER INCOME Allowance for equity funds used during construction 24,898 Gain on sale of assets - net 21,291 Miscellaneous - net 156,505 ------TOTAL 202,694 ------INTEREST AND OTHER CHARGES Interest on long-term debt 353,585 Other interest - net 66,227 Distributions on preferred securities of subsidiaries 14,128 Allowance for borrowed funds used during construction (18,753) ------TOTAL 415,187 ------INCOME BEFORE INCOME TAXES 1,101,488

Income taxes 440,616 ------CONSOLIDATED NET INCOME 660,872

Preferred dividend requirements and other 24,886 ------EARNINGS APPLICABLE TO COMMON STOCK $635,986 ======

Exhibit 2 ENTERGY CORPORATION AND SUBSIDIARIES CONSOLIDATED BALANCE SHEET ASSETS September 30, 2000 (Unaudited)

(In Thousands)

CURRENT ASSETS Cash and cash equivalents: Cash $111,255 Temporary cash investments - at cost, which approximates market 1,120,292 Special deposits 1,542 ------Total cash and cash equivalents 1,233,089 ------Other temporary investments - at cost, which approximates market 21,897 Notes receivable 4,166 Accounts receivable: Customer 543,708 Allowance for doubtful accounts (9,007) Other 373,228 Accrued unbilled revenues 433,784 ------Total receivables 1,341,713 ------Deferred fuel costs 539,000 Fuel inventory - at average cost 121,079 Materials and supplies - at average cost 362,807 Rate deferrals 19,797 Deferred nuclear refueling outage costs 28,621 Prepayments and other 77,285 ------TOTAL 3,749,454 ------OTHER PROPERTY AND INVESTMENTS Investment in subsidiary companies - at equity 214 Decommissioning trust funds 1,354,785 Non-utility property - at cost (less accumulated depreciation) 330,699 Non-regulated investments 300,691 Other - at cost (less accumulated depreciation) 22,368 ------TOTAL 2,008,757 ------UTILITY PLANT Electric 23,672,355 Plant acquisition adjustment 394,731 Property under capital lease 768,135 Natural gas 190,895 Construction work in progress 1,938,654 Nuclear fuel under capital lease 271,021 Nuclear fuel 81,662 ------TOTAL UTILITY PLANT 27,317,453 Less - accumulated depreciation and amortization 11,403,267 ------UTILITY PLANT - NET 15,914,186 ------DEFERRED DEBITS AND OTHER ASSETS Regulatory assets: Rate deferrals 1,402 SFAS 109 regulatory asset - net 1,002,350 Unamortized loss on reacquired debt 188,025 Other regulatory assets 703,639 Long-term receivables 30,281 Other 429,009 ------TOTAL 2,354,706 ------TOTAL ASSETS $24,027,103 ======

Exhibit 2 ENTERGY CORPORATION AND SUBSIDIARIES CONSOLIDATED BALANCE SHEET LIABILITIES September 30, 2000 (Unaudited)

(In Thousands)

CURRENT LIABILITIES Currently maturing long-term debt $406,858 Notes payable 1,036 Accounts payable 866,587 Customer deposits 168,163 Taxes accrued 773,641 Accumulated deferred income taxes 159,730 Nuclear refueling outage costs 6,854 Interest accrued 155,748 Co-owner advances 5,121 Obligations under capital leases 176,224 Other 213,668 ------TOTAL 2,933,630 ------DEFERRED CREDITS AND OTHER LIABILITIES Accumulated deferred income taxes 3,188,681 Accumulated deferred investment tax credits 500,229 Obligations under capital leases 181,825 FERC settlement - refund obligation 32,471 Other regulatory liabilities 252,173 Decommissioning 737,269 Transition to competition 201,797 Regulatory reserves 341,551 Accumulated provisions 292,294 Other 566,489 ------TOTAL 6,294,779 ------Long-term debt 7,106,769 Preferred stock with sinking fund 69,650 Company-obligated mandatorily redeemable preferred securities of subsidiary trusts holding solely junior subordinated deferrable debentures 215,000

SHAREHOLDERS' EQUITY Preferred stock without sinking fund 331,240 Common stock, $.01 par value, authorized 500,000,000 shares; issued 247,172,239 shares in 2000 2,472 Paid-in capital 4,636,811 Retained earnings 3,216,395 Accumulated other comprehensive loss: Cumulative foreign currency translation adjustment (71,081) Net unrealized investment losses 6,588 Less - treasury stock, at cost (27,040,581 shares in 2000) 715,150 ------TOTAL 7,407,275 ------

TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY $24,027,103 ======