SEC FORM 4

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

SMITH RICHARD J

(Last)

(First)

(Middle)

639 LOYOLA AVENUE

(Street)

NEW ORLEANS

70113

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
ENTERGY CORP /DE/ [ ETR ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Officer purs to Sec 16 rules

3. Date of Earliest Transaction (Month/Day/Year)
03/11/2004

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Equity Units	$45.7	03/11/2004		A⁽¹⁾		3,000		03/11/2004⁽¹⁾	03/11/2004⁽¹⁾	ETR Common	3,000	$45.7	9,139	D
Equity Units	$57.13	03/11/2004		A⁽²⁾		11,000		03/11/2004⁽²⁾	03/11/2004⁽²⁾	ETR Common	11,000	$57.13	11,000	D
Equity Units	$57.13	03/11/2004		D			8,250	03/11/2004⁽²⁾	03/11/2004⁽²⁾	ETR Common	8,250	$57.13	2,750	D

Explanation of Responses:

1. Based on performance in 2003, the filing individual earned incentive income. Under the terms of the Company's Executive Annual Incentive Plan, the filing individual chose to defer 36% of his 2003 incentive income into phantom stock units purchased at 80% of the market value of Entergy Corporation common stock on 12/31/03 and held in a brokerage account. Entergy Corporation common stock closed at 57.13 on 12/31/03. On March 11, 2004, the amount of 2003 incentive income under the Executive Annual Incentive Plan was determined with finality for the filing individual, and the phantom stock units were placed in the brokerage account. The deferral period is until the earlier of January 2, 2006 or retirement from the Company.

2. These represent restricted phantom stock units under the Company's 2001-2003 Long Term Incentive Plan. On March 11, 2004, the filing individual received a pay-out of 11,000 units and chose to receive 50% of the value of the units in cash, chose to defer 25% of the value of the units into a cash brokerage account and chose to defer 25% of the value of the units in phantom Entergy units held in a brokerage account. The deferral is until the earlier of January 2, 2006 or retirement from the company.

Remarks:

	Christopher T. Screen for Richard J. Smith	03/15/2004
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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