File No. 70-7580

               SECURITIES AND EXCHANGE COMMISSION
                     Washington, D. C. 20549
                            Form U- 1
            ________________________________________

                 POST-EFFECTIVE AMENDMENT NO. 6
                               to
                     APPLICATION-DECLARATION
                              under
         THE PUBLIC UTILITY HOLDING COMPANY ACT OF 1935
             _______________________________________

                     Entergy Louisiana, Inc.
                        639 Loyola Avenue
                  New Orleans, Louisiana 70113

       (Name of company filing this statement and address
                 of principal executive offices)

            ________________________________________

                       Entergy Corporation
     (Name of top registered holding company parent of each
                     applicant or declarant)
            ________________________________________

                         C. John Wilder
                  Executive Vice President and
                     Chief Financial Officer
                     Entergy Louisiana, Inc.
                        639 Loyola Avenue
                  New Orleans, Louisiana 70113

             (Name and address of agent for service)
             ______________________________________
     The Commission is also requested to send copies of any
        communications in connection with this matter to:



Laurence M. Hamric, Esq,               William T. Baker, Jr., Esq.
Denise C. Redmann, Esq.                Daniel Guetta, Esq.
Entergy Services, Inc.                 Thelen Reid & Priest LLP
639 Loyola Avenue                      40 West 57th Street
New Orleans, Louisiana 70113           New York, New York 10019





         Item 1.   Description of Proposed Transactions.

          Item 1 of the Application-Declaration in File 70-7580,
as previously supplemented, is hereby further supplemented by
adding the following paragraphs to the end thereof:

          "The proceeds to be received by River Fuel pursuant to
borrowings under the Amended and Restated Credit Agreement will
not be used to invest directly or indirectly in an exempt
wholesale generator ("EWG") or foreign utility company ("FUCO"),
as defined in Sections 32 or 33, respectively, of the Act.

          The proposed transactions are also subject to Rule 54.
In determining whether to approve the issue or sale of a security
by a registered holding company for purposes other than the
acquisition of an EWG or FUCO, or other transactions by such
registered holding company or its subsidiaries other than with
respect to EWGs or FUCOs, the Commission shall not consider the
effect of the capitalization or earnings of any subsidiary which
is an EWG or FUCO upon the registered holding company system if
Rules 53(a), (b) and (c) are satisfied.  In that regard, assuming
consummation of the transactions proposed in this application,
all of the conditions set forth in Rule 53(a) are and will be
satisfied and none of the conditions set forth in Rule 53(b)
exists or, as a result thereof, will exist.

          The Entergy System's "aggregate investment" in EWGs and
FUCO's was approximately $1,058,822,020, representing
approximately 42.15% of the Entergy System's consolidated
retained earnings, as of  June 30, 1999.  Furthermore, the
Entergy System has complied with and will continue to comply with
the record keeping requirements of Rule 53(a) (2) concerning
affiliated EWGs and FUCOs.  In addition, as required by Rule
53(a)(3), no more than 2% of the employees of the Entergy
System's domestic public utility subsidiary companies would
render services to affiliated EWG's and FUCO's.  Finally, none of
the conditions set forth in Rule 53(b), under which the
provisions of Rule 53 would not be available, have been met."


            Item 3.   Fees, Commissions and Expenses.

             The fees, commissions and expenses to be paid or
incurred by Entergy Louisiana in connection with the transactions
described herein are not expected to exceed $40,000, including
legal fees estimated not to exceed $25,000, and fees of Entergy
Services, Inc., estimated not to exceed $5,000.


                            SIGNATURE

          Pursuant to the requirements of the Public Utility
Holding Company Act of 1935, the undersigned company has duly
caused this amendment to be signed on its behalf by the
undersigned thereunto duly authorized.


                              ENTERGY LOUISIANA , INC.



                              By: /S/ Michael G. Thompson
                                  ----------------------------
                                  Michael G. Thompson
                                  Senior Vice President, General
				  Counsel and Secretary




Dated:  October 14, 1999