Exhibit F-2(e)



                                             New York, New York
                                             June 2, 2000


Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C.  20549


Ladies and Gentlemen:

          With   respect   to   (1)  the  Application-Declaration
("Application-Declaration") on Form U-1, as amended (File No. 70-
9141),  filed  by  Entergy Louisiana, Inc. ("Company")  with  the
Securities  and  Exchange  Commission  ("Commission")  under  the
Public   Utility  Holding  Company  Act  of  1935,  as   amended,
contemplating, among other things, the issuance and sale  by  the
Company of one or more new series of the Company's First Mortgage
Bonds;  (2) the Commission's order dated March 12, 1998 ("Order")
permitting  the  Application-Declaration, as amended,  to  become
effective  with respect to the issuance and sale  of  said  First
Mortgage  Bonds; and (3) the issuance and sale by the Company  on
May 23, 2000 of $150,000,000 in aggregate principal amount of its
First  Mortgage  Bonds,  8 1/2% Series  due  June  1,  2003  (the
"Bonds"), we advise you that in our opinion:

          (a)    the   Company  is  a  corporation   duly
     organized and validly existing under the laws of the
     State of Louisiana;

          (b)   the  issuance and sale of the Bonds  have
     been consummated in accordance with the Application-
     Declaration, as amended, and the Order;

          (c)    all  state  laws  that  relate  or   are
     applicable  to the issuance and sale  of  the  Bonds
     (other  than  so-called "blue sky" or similar  laws,
     upon which we do not pass herein) have been complied
     with;

          (d)    the   Bonds   are  valid   and   binding
     obligations of the Company in accordance with  their
     terms,  except  as  may  be  limited  by  applicable
     bankruptcy,   insolvency,   fraudulent   conveyance,
     reorganization  or  other  similar  laws   affecting
     enforcement  of  mortgagees'  and  other  creditors'
     rights  and by general equitable principles (whether
     considered in a proceeding in equity or at law); and

          (e)   the consummation of the issuance and sale
     of  the  Bonds has not violated the legal rights  of
     the  holders of any securities issued by the Company
     or any associate company thereof.


          We are members of the New York Bar and, for purposes of
this opinion, do not hold ourselves out as experts on the laws of
any  other state.  In giving this opinion, we have relied, as  to
all  matters  governed by the laws of any other state,  upon  the
opinion  of  Denise C. Redmann, Esq., Senior Counsel -  Corporate
and  Securities  of  Entergy  Services,  Inc.,  counsel  for  the
Company,  which  is to be filed as an exhibit to the  Certificate
pursuant to Rule 24.

          Our  consent is hereby given to the use of this opinion
as an exhibit to the Certificate pursuant to Rule 24.

                                   Very truly yours,

                                   /s/ Thelen Reid & Priest LLP

                                   THELEN REID & PRIEST LLP