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UNITED STATES Commission Registrant, State of Incorporation, I.R.S. Employer 1-8474 ENTERGY LOUISIANA, INC. 72-0245590
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 of earliest event reported) March 18, 2005
File Number
Address and Telephone Number
Identification No.
(a Louisiana corporation)
4809 Jefferson Highway
Jefferson, Louisiana 70121
Telephone (504) 840-2734
Item 8.01 Other Events.
On March 18, 2005, J.P. Morgan Trust Company, National Association (the "Trustee"), in its capacity as successor trustee under three certain trust indentures with the Parish of St. Charles, State of Louisiana (the "Issuer") released to nationally recognized municipal securities information repositories three voluntary municipal secondary market disclosure notices of events (collectively, the "Notices"), copies of which are filed herewith as Exhibits 99.1, 99.2, and 99.3 and incorporated herein by reference. As reported in the Notices, on March 14, 2005, the Internal Revenue Service (the "Service") made a preliminary adverse determination, with respect to the 7 1/2% Pollution Control Revenue Bonds (Louisiana Power & Light Company Project) Series 1991 of the Issuer (the "1991 Bonds") and the 7.05% Solid Waste Disposal Revenue Bonds (Louisiana Power & Light Company Project) Series 1992 of the Issuer (the "1992 Bonds"), and a proposed adverse determination, with respect to the 7% Solid Waste Disposal Revenue Bonds (Louisiana Power & Light Company Project) Series 1992-A of the Issuer (the "1992-A Bonds"), that the interest on the 1991 Bonds, the 1992 Bonds, and the 1992-A Bonds (collectively, the "Bonds") is not excludable from gross income under Section 103 of the Internal Revenue Code of 1986, as amended (the "Code"). The Bonds were issued to finance previously unfinanced costs of the acquisition by Entergy Louisiana, Inc. (formerly Louisiana Power & Light Company and hereinafter the "Company") of certain solid waste disposal facilities (the "Facilities") at Unit 3 (Nuclear) of the Waterford Steam Electric Generating Station of the Company. The stated basis for such determinations was that, because the waste that the Facilities disposed of was radioactive, it did not constitute "solid waste" within the meaning of Section 142(a)(6) of the Code and therefore the Facilities did not qualify as solid waste disposal facilities within the meaning of that provision. The Issuer and the Company intend to contest vigorously these matters.
The 1991 Bonds, the 1992 Bonds, and the 1992-A Bonds are the only series of bonds issued by the Issuer for the benefit of the Company that are the subject of an audit by the Service.
Item 9.01 Financial Statements and Exhibits.
(c) Exhibits.
Exhibit No. |
Description |
99.1 |
Municipal secondary market disclosure voluntary notice of event released on March 18, 2005, with respect to the 1991 Bonds. |
99.2 |
Municipal secondary market disclosure voluntary notice of event released on March 18, 2005, with respect to the 1992 Bonds. |
99.3 |
Municipal secondary market disclosure voluntary notice of event released on March 18, 2005, with respect to the 1992-A Bonds. |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
ENTERGY LOUISIANA, INC. |
|
Date: March 21, 2005 |
By: /s/ Steven C. McNeal |
EXHIBIT INDEX
Exhibit No. |
Description |
Sequentially |
99.1 |
Municipal secondary market disclosure voluntary notice of event released on March 18, 2005, with respect to the 1991 Bonds. |
|
99.2 |
Municipal secondary market disclosure voluntary notice of event released on March 18, 2005, with respect to the 1992 Bonds. |
|
99.3 |
Municipal secondary market disclosure voluntary notice of event released on March 18, 2005, with respect to the 1992-A Bonds. |
Exhibit 99.1
MUNICIPAL SECONDARY MARKET DISCLOSURE
VOLUNTARY NOTICE OF EVENT
* * * * *
Description of Event:
On March 4, 2005, the Internal Revenue Service (the "Service") notified the Parish of St. Charles, State of Louisiana (the "Issuer") that an audit of the Bonds had been initiated. The Bonds were issued to finance previously unfinanced costs of the acquisition by Entergy Louisiana, Inc. (formerly Louisiana Power & Light Company and hereinafter the "Company") of certain solid waste disposal facilities (the "Facilities") at Unit 3 (Nuclear) of the Waterford Steam Electric Generating Station ("Waterford 3") of the Company.
On March 14, 2005, the Service notified the Issuer that the Service has made a preliminary adverse determination that interest on the Bonds is not excludable from gross income under Section 103 of the Internal Revenue Code of 1986, as amended (the "Code"). The stated basis for this determination was that, because the waste that the Facilities disposed of was radioactive, it did not constitute "solid waste" within the meaning of Section 142(a)(6) of the Code and therefore the Facilities did not qualify as solid waste disposal facilities within the meaning of that provision.
In November, 2000, the Service notified the Issuer that an audit of its 7% Solid Waste Disposal Revenue Bonds (Louisiana Power & Light Company Project) Series 1992-A (the "1992-A Bonds") had been initiated. The 1992-A Bonds were also issued to finance previously unfinanced costs of the acquisition by the Company of certain solid waste disposal facilities at Waterford 3. In January, 2002, the Service notified the Issuer of a preliminary adverse determination that interest on the 1992-A Bonds is not excludable from gross income under Section 103 of the Code. The stated basis for this determination was the same as that stated in the preliminary adverse determination with respect to the Bonds. In October, 2004, the Service forwarded to the Issuer a technical advice memorandum issued by the Service National Office that concurred with the preliminary adverse determination with respect to the 1992-A Bonds. On March 14, 2005, the Service notified the Issuer that the Service has concluded its examination of the 1992-A Bonds and made a proposed adverse determination that interest on the 1992-A Bonds is not excludable from gross income under Section 103 of the Code. The stated basis for this determination was the same as that stated in the preliminary adverse determination with respect to the Bonds.
The Issuer and the Company intend to contest vigorously these matters.
The Company is voluntarily giving this notice and has neither a contractual obligation nor an obligation pursuant to Rule 15c2-12 under the Securities Exchange Act of 1934, as amended, to do so. In giving this voluntary notice, the Company is not undertaking any duty to make continuing disclosure concerning further developments with respect to the audit of the Bonds, the preliminary adverse determination described in this notice, or any other matters relating to the Bonds.
For further information about this matter, please call Steven C. McNeal, Vice President and Treasurer, Entergy Louisiana, Inc., (504) 576-4366.
Exhibit 99.2
MUNICIPAL SECONDARY MARKET DISCLOSURE
VOLUNTARY NOTICE OF EVENT
* * * * *
Description of Event:
On March 4, 2005, the Internal Revenue Service (the "Service") notified the Parish of St. Charles, State of Louisiana (the "Issuer") that an audit of the Bonds had been initiated. The Bonds were issued to finance previously unfinanced costs of the acquisition by Entergy Louisiana, Inc. (formerly Louisiana Power & Light Company and hereinafter the "Company") of certain solid waste disposal facilities (the "Facilities") at Unit 3 (Nuclear) of the Waterford Steam Electric Generating Station ("Waterford 3") of the Company.
On March 14, 2005, the Service notified the Issuer that the Service has made a preliminary adverse determination that interest on the Bonds is not excludable from gross income under Section 103 of the Internal Revenue Code of 1986, as amended (the "Code"). The stated basis for this determination was that, because the waste that the Facilities disposed of was radioactive, it did not constitute "solid waste" within the meaning of Section 142(a)(6) of the Code and therefore the Facilities did not qualify as solid waste disposal facilities within the meaning of that provision.
In November, 2000, the Service notified the Issuer that an audit of its 7% Solid Waste Disposal Revenue Bonds (Louisiana Power & Light Company Project) Series 1992-A (the "1992-A Bonds") had been initiated. The 1992-A Bonds were also issued to finance previously unfinanced costs of the acquisition by the Company of certain solid waste disposal facilities at Waterford 3. In January, 2002, the Service notified the Issuer of a preliminary adverse determination that interest on the 1992-A Bonds is not excludable from gross income under Section 103 of the Code. The stated basis for this determination was the same as that stated in the preliminary adverse determination with respect to the Bonds. In October, 2004, the Service forwarded to the Issuer a technical advice memorandum issued by the Service National Office that concurred with the preliminary adverse determination with respect to the 1992-A Bonds. On March 14, 2005, the Service notified the Issuer that the Service has concluded its examination of the 1992-A Bonds and made a proposed adverse determination that interest on the 1992-A Bonds is not excludable from gross income under Section 103 of the Code. The stated basis for this determination was the same as that stated in the preliminary adverse determination with respect to the Bonds.
The Issuer and the Company intend to contest vigorously these matters.
The Company is voluntarily giving this notice and has neither a contractual obligation nor an obligation pursuant to Rule 15c2-12 under the Securities Exchange Act of 1934, as amended, to do so. In giving this voluntary notice, the Company is not undertaking any duty to make continuing disclosure concerning further developments with respect to the audit of the Bonds, the preliminary adverse determination described in this notice, or any other matters relating to the Bonds.
For further information about this matter, please call Steven C. McNeal, Vice President and Treasurer, Entergy Louisiana, Inc., (504) 576-4366.
Exhibit 99.3
MUNICIPAL SECONDARY MARKET DISCLOSURE
VOLUNTARY NOTICE OF EVENT
* * * * *
Description of Event:
In November, 2000, the Internal Revenue Service (the "Service") notified the Parish of St. Charles, State of Louisiana (the "Issuer") that an audit of the Bonds had been initiated. The Bonds were issued to finance previously unfinanced costs of the acquisition by Entergy Louisiana, Inc. (formerly Louisiana Power & Light Company and hereinafter the "Company") of certain solid waste disposal facilities (the "Facilities") at Unit 3 (Nuclear) of the Waterford Steam Electric Generating Station of the Company.
In January, 2002, the Service notified the Issuer of a preliminary adverse determination that interest on the Bonds is not excludable from gross income under Section 103 of the Internal Revenue Code of 1986, as amended (the "Code"). The stated basis for this determination was that, because the waste that the Facilities disposed of was radioactive, it did not constitute "solid waste" within the meaning of Section 142(a)(6) of the Code and therefore the Facilities did not qualify as solid waste disposal facilities within the meaning of that provision. In October, 2004, the Service forwarded to the Issuer a technical advice memorandum issued by the Service National Office that concurred with the preliminary adverse determination.
On March 14, 2005, the Service notified the Issuer that the Service has concluded its examination of the Bonds and made a proposed adverse determination that interest on the Bonds is not excludable from gross income under Section 103 of the Code. The stated basis for this determination was the same as that stated in the preliminary adverse determination.
The Issuer and the Company intend to continue to contest vigorously this matter.
The Company is voluntarily giving this notice and has neither a contractual obligation nor an obligation pursuant to Rule 15c2-12 under the Securities Exchange Act of 1934, as amended, to do so. In giving this voluntary notice, the Company is not undertaking any duty to make continuing disclosure concerning further developments with respect to the audit of the Bonds, the proposed adverse determination described in this notice, or any other matters relating to the Bonds.
For further information about this matter, please call Steven C. McNeal, Vice President and Treasurer, Entergy Louisiana, Inc., (504) 576-4366.