-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, NMV06ck3Co74k4qkOwPilddmV9xZyo65AkFvoG3gYrO3ynO/BaXJQosJ8byWpb6a oNy9Ea13IF3CxwR68Dl43Q== 0000065984-98-000012.txt : 19980218 0000065984-98-000012.hdr.sgml : 19980218 ACCESSION NUMBER: 0000065984-98-000012 CONFORMED SUBMISSION TYPE: 35-CERT PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 19980217 SROS: NONE FILER: COMPANY DATA: COMPANY CONFORMED NAME: ENTERGY CORP /DE/ CENTRAL INDEX KEY: 0000065984 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRIC SERVICES [4911] IRS NUMBER: 135550175 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 35-CERT SEC ACT: SEC FILE NUMBER: 070-08010 FILM NUMBER: 98543220 BUSINESS ADDRESS: STREET 1: 639 LOYOLA AVE CITY: NEW ORLEANS STATE: LA ZIP: 70113 BUSINESS PHONE: 5045295262 FORMER COMPANY: FORMER CONFORMED NAME: ENTERGY GSU HOLDINGS INC /DE/ DATE OF NAME CHANGE: 19940329 FORMER COMPANY: FORMER CONFORMED NAME: ENTERGY CORP /FL/ DATE OF NAME CHANGE: 19940329 FORMER COMPANY: FORMER CONFORMED NAME: MIDDLE SOUTH UTILITIES INC DATE OF NAME CHANGE: 19890521 35-CERT 1 UNITED STATES OF AMERICA BEFORE THE SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. * * * * * * * * * * * * * * * * * In the Matter of * * ENTERGY CORPORATION * CERTIFICATE ENTERGY ENTERPRISES, INC. * PURSUANT TO RULE 24 * File No. 70-7851 * File No. 70-8002 * File No. 70-8010 * File No. 70-8105 * * (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), modified by the application(s) - declaration(s), as amended, in the above referenced files and the related orders dated July 25, 1991, December 14, 1992(2), December 28, 1992, July 8, 1993, and June 30, 1995, respectively, this is to certify that the following transactions were carried out during the three (3) months ended December 31, 1997 by Entergy Enterprises, Inc. (Enterprises) pursuant to the authorization of the SEC. Programs Authorized Pursuant to the Orders, Enterprises is authorized to (a) conduct preliminary development activities with respect to various investment opportunities for the Entergy System, (b) market to non-associates the System's expertise and capabilities in energy-related areas, including the expertise of Entergy Power, Inc. (EPI) gained from its bulk power business, (c) market to non-associates intellectual property developed by System companies, (d) provide various consulting, management, administrative and support services to associate companies, excluding certain associate companies (Excluded Companies), (e) provide directly, or indirectly through one or more special purpose subsidiary companies of Entergy Corporation (Entergy) or Enterprises (O&M Subsidiaries), various operations and maintenance services to non-associate or associate companies, and (f) develop and field test telecommunications systems for advanced energy management and other utility applications. During the quarter, Enterprises participated in the following: I. Preliminary Development Activities During the quarter, Enterprises has been engaged in preliminary development activities relating to investigating sites, research, contract drafting and negotiations, acquiring options or rights, partnership selection and other activities necessary to identify and analyze investment opportunities for Entergy. These development activities include domestic and international opportunities. During the quarter, Enterprises expended $192,829 for preliminary development activities associated with potential investments that would qualify as "exempt wholesale generators" under Section 32(a) of the Act. In addition, Enterprises recorded $9,224,639 for preliminary development activities associated with potential investments that would qualify as "foreign utility companies" under Section 33 of the Act. Enterprises also expended $1,018,419 for preliminary development activities associated with potential investments that would qualify as "nonutility business." Finally, Enterprises recorded an expenditure of $4,716,103 for preliminary development activities associated with potential investments in other domestic energy related businesses. II. Management Services Provided to Associate Companies Enterprises provided certain management and support services to its associate companies, EPI, Entergy Power Marketing Corp., Entergy Power Edesur Holding Ltd., Entergy S.A., Entergy Integrated Solutions, Inc. (EIS), Entergy Technology Holding Company (ETHC), Entergy Technology Company (ETC), Entergy Power Development Corporation, Entergy International Holdings, Ltd., LLC (formerly Entergy Power Development International Corporation), Entergy Pakistan, Ltd., EP Edegel, Inc., Entergy Power CBA Holding Ltd., Entergy Operations Services Inc., Entergy Power Operations Corp., Entergy Power International Holdings Corporation, Entergy Power Generation Corporation, and Entergy Nuclear, Inc. (ENI). Enterprises charged these companies for direct costs incurred plus an indirect loading based upon current month Enterprises administrative charges. In regard to EPI ($354,039), these services included marketing of EPI capacity and energy to other utilities 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.($3,196,865) these services included marketing of energy to utilities at wholesale, preparation of contracts and regulatory filings and procurement of transmission services. In regard to EIS ($609,211), Entergy Power Edesur Holding Ltd. ($45,979), ETHC ($860,640), Entergy Technology Company ($222,100) Entergy Power Development Corp. ($11,814,901), Entergy International Holdings, Ltd.,LLC. ($2,692,513), Entergy Pakistan Ltd. ($37,481), EP Edegel, Inc. ($722,743), Entergy Power CBA Holding Ltd. ($16,712), Entergy Operations Services Inc. ($38,472), Entergy Power Operations Corp. ($1,084,222), Entergy Power International Holdings Corp. ($275,474) Entergy Power Generation Corp. ($99,729), and Entergy Nuclear, Inc. ($364,773), these services were related to management oversight and project development. III. Consulting Activities with Non-Associate Companies Enterprises, under contract with Louisiana Hydroelectric Ltd. Partnership, continues to provide an array of technical services/support for a hydro electric transmission line project. Certain Entergy Services, Inc. personnel are providing the services. The Louisiana Hydroelectric Ltd. Partnership was charged $11,723 for services rendered during this quarter. IV. Development and Field Testing of CCLM/AFS As previously reported, Enterprises concluded its CCLM testing program and does not intend to resume testing of CCLM dedicated systems in the foreseeable future. However, consistent with Enterprises' authorization to engage in preliminary development activities, Enterprises continues to investigate other utility and energy related applications of communications technologies, including automated meter reading, power outage reporting and consumer accessible information such as real-time meter information and bill estimation systems. Amounts expended by Enterprises in connection with such preliminary development activities are reported as "nonutility business" related expenses under Item "1" above. V. Formation and Capitalization of O&M Subsidiaries During the fourth quarter 1997, Entergy Corporation acquired 1,000 shares of the common stock of Entergy Global Power Operations Corporation (EGPOC), a Delaware corporation, for a total purchase price of $1,000. EGPOC acquired 1,000 shares of the capital stock of Entergy Power Operations U.S., Inc. (EPOUS), a Delaware corporation, for a total purchase price of $1,000. Each of EGPOC and EPOUS were organized as "O&M Subsidiaries" pursuant to the Commission's order dated June 30, 1995 in File No. 70-8105. VI. Nature and Extent of O&M Services Provided. During the quarter, Enterprises' wholly owned subsidiary, Entergy Nuclear, Inc. (ENI), provided nuclear management services to Maine Yankee Atomic Power Company. A new contract was signed on November 6, 1997, to extend the original agreement to provide management services for initial decommissioning activities through September 30, 1998. ENI was paid a fixed monthly fee for providing these services and was reimbursed its actual expenses for labor and related charges at cost for the services provided. The total amounts billed for services in the fourth quarter were $1,336,603 consisting of a market based fee and reimbursable expenses. In addition, during the quarter, Enterprises' wholly owned subsidiary, Entergy Operations Services, Inc. (EOSI), provided power project related operation and management services to several customers, including professional advice, technical expertise and maintenance services. Specifically, for the City of Austin, EOSI performed a review of the 1998 Nuclear budget and provided a report on outsourcing of O&M services. EOSI also provided (a) management consulting to ESKOM, a South African utility, with respect to technologies pertinent to power plant operations and maintenance and (b) various maintenance and oversight services to Cytec Industries, Georgia Pacific, Maverick Tubes and PSE&G in connection with transmission, substation and transformer facilities/equipment. The total amounts billed for services in the fourth quarter were $209,480, consisting of market based fees and reimbursable expenses. During the quarter, $722,181 was billed to Liberty Power by Entergy Power Operations Pakistan, LDC for providing technical expertise and construction oversight services; such charges to Liberty Power are market based. Entergy and Enterprises represent that no Excepted Company has subsidized the operations of Enterprises or any O&M Subsidiary, and that the rendering of O&M Services by O&M Subsidiaries is in compliance with the applicable rules, regulations and orders of the Commission and has not adversely affected the services provided by any Excepted Company to its customers. During the three months ended December 31, 1997: A. Enterprises incurred amortization expenses relating to the organization of EIS in the amount of $6,310. B. Enterprises' unaudited unconsolidated Balance Sheet and unconsolidated Income Statement for the twelve month period ended December 31, 1997 are included as Exhibit 1. IN WITNESS WHEREOF, the undersigned companies have caused this certificate to be executed on this 17th day of February, 1998. ENTERGY CORPORATION By: /s/ Louis E. Buck Louis E. Buck Vice President, Chief Accounting Officer & Asst. Secretary ENTERGY ENTERPRISES, INC. By: /s/ Stephen Refsell Stephen Refsell Asst. Secretary _______________________________ The Excluded Companies are Entergy's retail operating companies (Entergy Arkansas Inc., Entergy Louisiana Inc., Entergy Mississippi Inc., Entergy New Orleans 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. EX-99 2 ENTERGY ENTERPRISES, INC. UNCONSOLIDATED BALANCE SHEET AS OF DECEMBER 31, 1997 (UNAUDITED) ASSETS PROPERTY Furniture and Equipment $ 6,563,743.70 Intangible Assets (855.68) Construction in Process 275,929.11 -------------- Total Property 6,838,817.13 -------------- INVESTMENTS Investment in FPN 0.00 Investment in Entergy IS, Inc. 53,542,375.03 Investment in EOSI 2,483,564.49 Investment in ENI 3,485,617.59 -------------- 59,511,557.11 -------------- CURRENT & ACCRUED ASSETS Cash 985,948.90 Working Funds/Travel Advances 466,711.97 Special Deposits 372,121.32 Temporary Cash Investments 7,900,669.49 Accounts Receivable 107,464.30 Accounts Receivable - Associated Companies 14,854,532.45 Accounts Receivable - Customer Service (643.41) Accrued Interest 9,389.75 Prepaid Expenses 194,735.68 Misc. Current & Accrued Assets 7,573.92 -------------- Total Current and Accrued Assets 24,898,504.37 -------------- DEFERRED DEBITS Accumulated Deferred Income Tax-Fed & State 6,653,036.82 Miscellaneous Deferred Debits (2,369,746.34) -------------- Total Deferred Debits 4,283,290.48 -------------- Total Assets $95,532,169.09 ============== These are interim financial statements prepared without notes. ENTERGY ENTERPRISES, INC. UNCONSOLIDATED BALANCE SHEET AS OF DECEMBER 31, 1997 (UNAUDITED) CAPITAL Common Stock $ 57,400,000.00 Miscellaneous Paid-in Capital 153,000,000.00 Retained Earnings (141,921,567.53) --------------- Total Capital 68,478,432.47 --------------- LIABILITIES CURRENT & ACCRUED LIABILITIES Accounts Payable 8,774,562.23 Accounts Payable to Associated Companies 5,274,365.53 Taxes Accrued (1,880,913.12) Interest Payable Tax Collections Payable 111,582.66 Miscellaneous Current & Accrued Liabilities 9,033,521.31 --------------- Total Current & Accrued Liabilities 21,313,118.61 --------------- LONG TERM LIABILITIES Notes Payable - Entergy Corp. 4,500,000.00 Accum. Misc. Operating Provision --------------- Total Current & Accrued Liabilities 4,500,000.00 --------------- DEFERRED CREDITS Other Deferred Credits 1,240,618.01 --------------- Total Deferred Credits 1,240,618.01 --------------- Total Liabilities 27,053,736.62 --------------- Total Capital & Liabilities $ 95,532,169.09 =============== These are interim financial statements prepared without notes. ENTERGY ENTERPRISES, INC. UNCONSOLIDATED INCOME STATEMENT TWELVE MONTHS ENDED DECEMBER 31, 1997 (UNAUDITED) REVENUE Services Rendered Non-Associates $ 59,562.50 Services Rendered Associates 48,358,384.06 Equity in Earnings of Subsidiaries (22,937,330.74) Interest Income 342,356.63 Dividend Income 48,346.80 Miscellaneous Income (380,903.26) --------------- Total Revenue 25,490,415.99 --------------- EXPENSES Salaries, Wages and Benefits 26,039,356.78 Outside Services 19,891,428.95 Selling and Marketing Expenses 5,855,005.86 Rent 3,768,987.83 Administrative and General 11,262,663.31 Active Development Credit (5,562,180.05) Insurance 24,576.18 --------------- Total Administrative and General Expense 61,279,838.86 --------------- Taxes Other Than Income 267,465.10 Depreciation and Amortization 2,011,906.62 Amortization of EIS Organization Costs 25,230.45 Miscellaneous Expenses 24,951.21 --------------- Total Expenses 63,609,392.24 --------------- Income (Loss) Before Income Taxes (38,118,976.25) Income Taxes - Federal (6,485,165.64) Income Taxes - State (Benefit) (1,085,819.04) Provision for Deferred Income Taxes - Federal 1,595,566.33 Provision for Deferred Income Taxes - State 826,273.19 --------------- Net Income (Loss) (32,969,831.09) =============== These are interim financial statements prepared without notes. -----END PRIVACY-ENHANCED MESSAGE-----