SECURITIES AND EXCHANGE COMMISSION
                                
                     Washington, D.C.  20549
                                
                            FORM 8-K
                                
                         CURRENT REPORT
                                
             Pursuant to Section 13 or 15(d) of the
                 Securities Exchange Act of 1934
                                
                                
  Date of Report (Date earliest event reported) March 22, 1996
                                
                                
Commission   Registrant, State of Incorporation,     I.R.S. Employer 
File Number  Address and Telephone Number            Identification No.

1-11299      ENTERGY CORPORATION                     13-5550175
             (a Delaware corporation)
             639 Loyola Avenue
             New Orleans, Louisiana  70113
             Telephone (504) 529-5262
             
1-2703       GULF STATES UTILITIES COMPANY           74-0662730
             (a Texas corporation)
             350 Pine Street
             Beaumont, Texas  77701
             Telephone (409) 838-6631
             
                                
                                

Form 8-K                                                   Page 1
March 22, 1996



Item 5.   Other Events

          Entergy Corporation and Gulf States Utilities Company

          Gulf States Utilities Company, Southwestern Electric
          Power Company, and members of the Cajun Electric Power
          Cooperative, Inc. issued the following press release on
          March 22, 1996:


                SWEPCO, GSU, CO-OP MEMBERS SUBMIT
            PROPOSAL TO END CAJUN ELECTRIC BANKRUPTCY
                                
     SHREVEPORT--Southwestern Electric Power Company (SWEPCO),
Gulf States Utilities Company (GSU), and the Members Committed of
Cajun Electric Power Cooperative, Inc., have filed a joint
proposal to bring an end to the Cajun bankruptcy proceeding.

     SWEPCO is a wholly owned electric operating subsidiary of
Central and South West Corporation (NYSE: CSR).  GSU is a wholly
owned electric operating subsidiary of Entergy Corporation
(NYSB:ETR).  The Members Committee represents 10 of the 12
Louisiana distribution cooperatives that are served by Cajun, a
generation and transmission cooperative.  The co-ops purchase
wholesale electricity from Cajun and provide service to a
population of 1 million people in 56 of the state's 64 parishes.

     The proposal was submitted March 8, 1996, in response to a
formal bid procedure established by Ralph Mabey, the trustee for
Cajun appointed by Judge Frank Polozola of the U.S. District
Court, Middle District of Louisiana.

     "SWEPCO, GSU and the Members Committee filed the joint
proposal because we believe that together we can provide a long-
term solution for many complex issues involved in the
bankruptcy," said SWEPCO President and Chief Executive Officer
Richard H. Bremer.  "Ours is a high road approach that is unique
in at least three important ways."

         It is a comprehensive approach submitted by the key parties
       whose agreement will resolve all existing litigation and the
       current bankruptcy proceeding;

         It provides significant value, both immediately and over the
       long term, to the federal government's Rural Utilities Services
       (RUS), Cajun's largest secured creditor; and




Form 8-K                                                   Page 2
March 22, 1996


         It results in highly competitive wholesale rates which will
       allow the cooperatives to be viable, competitive, efficient and
       reliable suppliers of electricity for Louisiana ratepayers.

     In the joint proposal, SWEPCO would purchase Cajun's non-
nuclear assets, including a three-unit coal plant (Big Cajun II)
and a two-unit natural gas plant (Big Cajun I), and would serve
the member co-ops through new wholesale power supply agreements
at significantly lower rates.  A spokesperson for the Members
Committee stated that the average residential customer may see a
decrease in their monthly billings of as much as 20 to 25
percent, which will allow them to enjoy rates comparable to their
neighbors that are served by municipals and investor owned
utilities.

     The joint proposal also will resolve disputes between GSU
and Cajun over the River Bend nuclear generating station.  GSU
owns 70 percent of River Bend and operates the plant; Cajun owns
30 percent.  As part of the proposal, GSU, which is Cajun's
second largest creditor, would release its claims against Cajun
and would allow Cajun to convey its 30 percent ownership in River
Bend to GSU with decommissioning obligations fully funded by
Cajun.

     "Providing a solution to the complex legal issues between
GSU and Cajun is a hallmark of the joint proposal,"  said Frank
Gallaher, President of GSU.  "It is significant because
litigation was expected to take several years and be costly to
all sides."

     Members of the Louisiana Public Service Commission have
expressed their support for a proposal that would provide
competitively priced wholesale power to the co-ops so as to
reduce rates for their customers throughout the state.  The LPSC
has been furnished with information concerning the proposal, and
the parties have sought the Commission's support.

     The trustee for Cajun has indicated that he expects to
select a lead proposal by April 8, and to file a plan of
reorganization with the bankruptcy court on or before April 22,
1996.  The timing and completion of the transactions proposed by
SWEPCO, GSU and the Members will depend on bankruptcy court
approval of a reorganization plan and any required regulatory
approvals.



                                                                 
Form 8-K                                                   Page 3
March 22, 1996                                                   

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

                                 Entergy Corporation
                                 Gulf States Utilities Company
                                 
                                 
                                 By:    /s/ William J. Regan, Jr.
                                      William J. Regan, Jr.
                                   Vice President and Treasurer
                                 
                                 
                                 
                                 
                                                 
Dated:  March 22, 1996