35-CERT

UNITED STATES OF AMERICA

BEFORE THE SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C.

* * * * * * * * * * * * * * * *  *
In the Matter of                 *
                                 *
ENTERGY CORPORATION,             *                 CERTIFICATE
ENTERGY ENTEPRISES, INC., et al. *             PURSUANT TO RULE 24
                                 *
File No. 70-9123                 *
                                 *
(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), as modified by the application-declaration, as amended, in the above referenced file and the related orders dated June 22, 1999 (June 1999 Order), August 21, 2000 (the August 2000 Order) and December 20, 2002 (the December 2002 Order), this is to certify that the following transactions were carried out during the three (3) months ended March 31, 2005 (the quarter) by Entergy Corporation's Non-utility Companies1 (Non-Reg Companies), pursuant to the authorization of the SEC. Capitalized terms used in this Certificate, unless otherwise defined, have the meanings set forth in the June 1999 Order, the August 2000 Order, and/or the December 2002 Order.

Authorized Transactions

Pursuant to the June 1999 Order, the August 2000 Order, or the December 2002 Order, as applicable, (a) the Non-Reg Companies are authorized to conduct development activities with respect to various investment opportunities for Entergy Corporation (Entergy), (b) the Non-Reg Companies are authorized to provide various consulting services to other Non-Reg Companies and to non-associates, including to market to non-associates the Entergy System's expertise and capabilities in energy-related areas, and to market to non-associates intellectual property developed or acquired by System companies, (c) the Non-Reg Companies are authorized to provide various management, administrative and support services to associate companies, excluding certain associate companies (Excepted Companies2), (d) Entergy is authorized to create O&M Subs to provide various operations and maintenance services to non-associate or associate companies, (e) Entergy is authorized to create one or more New Subsidiari es, (f) the Non-Reg Companies are authorized to issue Other Securities of any type to Entergy, to other Non-Reg Companies or to third parties, (g) the Non-Reg Companies are authorized to pay dividends to their immediate parent companies from capital accounts or other unearned surplus, and (h) Entergy and the Non-Reg Companies are authorized to provide guarantees or other forms of credit support (Guarantees) to or for the benefit of Non-Reg Companies through December 31, 2005, in an aggregate principal amount not to exceed $2 billion at any one time outstanding (excluding any Guarantees previously issued and outstanding under the June 1999 Order.)

During the quarter, Entergy and the Non-Reg Companies participated in the following authorized transactions:

I. Administrative, Consulting, Management, and Other Services to Associate Companies

During the quarter, Entergy Enterprises Inc. (Enterprises) provided certain management, consulting, project development and other support services, at cost, to its associate companies, Entergy Power, Inc., Entergy Technology Holding Company, Entergy Technology Company, Entergy Holdings, LLC., Entergy Thermal LLC, Entergy International Holdings Ltd LLC, Entergy Power Gas Operations Corporation, Entergy Power Gas Holdings Corporation, Entergy Power International Holding Corporation, Entergy Global, LLC, Entergy Resources, Inc., Entergy UK Enterprises Ltd., Entergy Operations Services, Inc., Entergy Procurement Exchange Corporation, Entergy Solutions Management Services LLC, Entergy Commerce, Inc., Entergy International Ltd. LLC, Entergy Power Operations U.S., Inc., Entergy Nuclear, Inc., Entergy Nuclear Operations, Inc., Entergy Nuclear Generation Company, Entergy Nuclear Indian Point 3 LLC, Entergy Nuclear FitzPatrick LLC, Entergy Nuclear Indian Point 2 LLC, TLG Services, Inc., Ente rgy Nuclear Vermont Yankee LLC, Entergy Nuclear Finance Holding, Inc., Entergy Solutions Ltd., Entergy Solutions Select Ltd., Entergy Solutions Supply Ltd., Entergy Retail Texas, Inc., Entergy Solutions District Cooling LP, Entergy Ventures Holding Company, Inc., EK Holding III, LLC, EWO Wind II, LLC, Entergy Nuclear Nebraska, LLC, Entergy Nuclear Fuels Company, Entergy Nuclear Holding Company #1, EWO Marketing, LP, Entergy Power E&C Holdings LLC, Entergy Power Development Corporation, Entergy Asset Management Inc., Entergy Power RS LLC, Warren Power LLC, EN Services, LP, and Entergy Power Generation, LLC. Enterprises' billings to all such associate companies included direct costs incurred plus, to the extent applicable, an indirect loading based upon the appropriate authorized billing method.

Enterprises billed Entergy Power, Inc., at cost, $3,719 for consulting and other support services related to the marketing of capacity and energy to third parties 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 International Holdings Ltd LLC ($7,632), Entergy Power Gas Operations Corporation ($8,979), Entergy Power Gas Holdings Corporation ($3,496), EWO Marketing, LP ($138,485), Entergy Power International Holding Corporation ($778,252), Entergy Technology Holding Company ($34,367), Entergy Technology Company ($426,567), Entergy Holdings, LLC. ($13,623), Entergy Thermal LLC ($89,325), Entergy Resources, Inc. ($79,935), Entergy International Ltd. LLC ($231,665), Entergy Global, LLC ($39,130), Entergy UK Enterprises Ltd. ($15,155), Entergy Operations Services, Inc. ($144,509), Entergy Procurement Exchange Corporation ($14,538), Entergy Solutions Mana gement Services LLC ($1,578), Entergy Solutions Ltd. ($1,457,004), Entergy Solutions Select Ltd. ($676), Entergy Solutions Supply Ltd. ($5,111), Entergy Retail Texas, Inc. ($634), Entergy Solutions District Cooling LP ($80,557), Entergy Ventures Holding Company, Inc. ($2,159), EK Holding III, LLC ($5,299), EWO Wind II, LLC ($78,447), Entergy Commerce, Inc. ($13,692), Entergy Power Operations U.S., Inc. ($1,092,081), Entergy Power E&C Holdings LLC ($13,067), Entergy Nuclear Generation Company ($1,715,867), Entergy Nuclear Indian Point 3 LLC ($1,722,494), Entergy Nuclear FitzPatrick LLC ($1,639,929), Entergy Nuclear Indian Point 2 LLC ($2,072,918), TLG Services, Inc. ($135,192), Entergy Nuclear, Inc. ($1,384,343) Entergy Nuclear Vermont Yankee LLC ($1,263,346), Entergy Nuclear Operations, Inc. ($11,574 credit), Entergy Nuclear Finance Holding, Inc. ($3,166), Entergy Nuclear Nebraska, LLC ($164,788), Entergy Nuclear Fuels Company ($12,832), Entergy Nuclear Holding Company #1 ($21,490), Entergy Power Develo pment Corporation ($337,413), Entergy Asset Management, Inc. ($1,611,522), Entergy Power RS LLC ($83,663), Warren Power LLC ($53,405), EN Services, LP ($89,080), and Entergy Power Generation, LLC ($992,096), the services rendered by Enterprises primarily consisted of management oversight, administrative services, support services, and/or project development and were also billed on an "at cost" basis.

During the quarter, Entergy Solutions Management Services LLC provided management/administrative and consulting services to Entergy Solutions Ltd., Entergy Resources Inc., Entergy Solutions District Cooling LP, and Entergy Thermal, LLC. The amounts billed, at cost, to such companies for such services during this quarter were $5,085,572, $1,132, $86,802, and $100,234, respectively.

During the quarter, Entergy Power RS LLC provided management and administrative services to RS Cogen LLC, a 50% owned 'qualifying facility'. The amount billed for such services was $68,722, consisting of market-based fees and reimbursable expenses.

During the quarter, EWO Wind II LLC billed Northern Iowa WindPower, LLC $75,000, and Entergy Nuclear Operations, Inc. billed Entergy Nuclear Environmental Services, LLC $40 consisting of administrative fees which were reimbursed at cost.

Entergy notes that in the fourth quarter of 2004, Entergy-Koch sold its energy trading and pipeline businesses to third parties. Accordingly, services in support of these businesses were no longer required in the first quarter of 2005.

II. Consulting Services Provided to Non-Associate Companies

Enterprises, under contract with a hydroelectric partnership, continues to provide an array of technical services/support and maintenance for a hydroelectric transmission line. Certain Entergy Services, Inc. personnel are providing the services. Enterprises is paid a fixed annual fee plus market based rates for performing maintenance on the transmission line owned by the partnership. The partnership was charged $15,819 for services rendered during the quarter.

During the quarter, no other Consulting Services subject to reporting in this Certificate were provided by Non-Reg Companies to non-associate companies.

3. Loans (other than Exempt Loans under Rule 52(b)) Made by Entergy to Non-Reg Companies, or Between Non-Reg Companies

During the quarter, no Loans subject to reporting in this Certificate were made by Entergy to Non-Reg Companies or between Non-Reg Companies.
 

4. Other Securities Issuances by Non-Reg Companies

During the quarter, no Other Securities issuances subject to reporting in this Certificate were made by Non-Reg Companies.

V. Formation and Capitalization of New Subsidiaries and O&M Subs

During the quarter, Entergy did not form or initially capitalize any New Subsidiary or O&M Sub.

VI. Nature and Extent of O&M Services Provided

During the quarter, Entergy Nuclear, Inc. provided decommissioning management services to a large non-associate nuclear operating utility in the Northeast and other services to non-associate companies related to the operation, maintenance, and decommissioning of nuclear electric generation facilities. The total amount billed for all such services was $179,322,consisting of market-based fees, incentive fees and reimbursable expenses. Also during the quarter, Entergy Nuclear, Inc. billed, at cost, Entergy Nuclear Generation Company $250,515 and Entergy Nuclear Vermont Yankee LLC $176,953 for license renewal management services. In addition, during the quarter, Entergy Nuclear, Inc. billed TLG Services, Inc., at cost, $148,976 for O&M Services, including professional advice and technical support primarily related to the decommissioning of nuclear electric generating facilities.

During the quarter, Entergy Nuclear Nebraska LLC provided management services to a large non-associate nuclear operating utility. The total amount billed for such services during the quarter has been reported separately under a request for confidential treatment pursuant to Rule 104 (b).

During the quarter, Entergy Nuclear Fuels Company billed, at cost, Entergy Nuclear Generation Company ($1,699), Entergy Nuclear Vermont Yankee LLC ($1,699), Entergy Nuclear Indian Point 3 LLC ($1,699), Entergy Nuclear FitzPatrick LLC ($1,699), and Entergy Nuclear Indian Point 2 LLC ($1,699) for O&M Services related to the procurement of nuclear fuel and fuel services for the nuclear power plants owned by these companies.

During the quarter, Entergy Nuclear Operations, Inc. billed, at cost, Entergy Nuclear, Inc. ($1,425,959), TLG Services, Inc. ($231,948), Entergy Nuclear Nebraska LLC ($83,683), Entergy Nuclear Generation Company ($19,263,215), Entergy Nuclear Indian Point 3 LLC ($29,347,766), Entergy Nuclear FitzPatrick LLC ($20,695,842), Entergy Nuclear Indian Point 2 LLC ($19,537,756), and Entergy Nuclear Vermont Yankee LLC ($14,387,148) for O&M Services, including professional advice and technical support related to the operation, maintenance or decommissioning of nuclear electric generating facilities.

In addition, during the quarter, Entergy Operations Services, Inc. provided power project related O&M Services to several non-associate customers, including professional advice, technical expertise and maintenance services. Specifically, Entergy Operations Services, Inc.'s services to non-associate customers included performing preventive maintenance on substations; providing O&M consulting services; and providing project management, engineering, ground testing, procurement and construction services on transmission and substation facilities. The total amounts billed for all such services during the quarter were $567,273 consisting, in each case, of market-based fees and reimbursable expenses. Also during the quarter, Entergy Operations Services, Inc. provided high voltage preventive maintenance, corrective maintenance, capital expansions and power uprate support for Entergy Nuclear Indian Point 2 LLC, and Entergy Nuclear Vermont Yankee LLC. The amount billed, at cost, for such s ervices was $144,340 and $19,465, respectively.

During the quarter, Entergy Power Operations U.S. Inc. provided O&M Services to Warren Power LLC, an exempt wholesale generator, relating to long-term operations and maintenance, and administrative support of its electric generating facilities. For such services Warren Power LLC was billed at cost in the amount of $240,426. In addition, Entergy Power Operations U.S., Inc. provided O&M Services to Entergy Power Ventures, LP, an exempt wholesale generator, and to a non-affiliate electric cooperative, consisting of administrative support for certain electric generating facilities that are co-owned by such companies (the 'Co-owned Facilities'). For such services, Entergy Power Ventures, LP and the non-affiliate electric cooperatives (collectively, the 'Co-Owners') were billed through EN Services, LP, as agent for the Co-Owners, a market based management fee plus reimbursable costs of $1,041,028 and $446,155, respectively.

During the quarter, EN Services, LP provided O&M Services to the Co-Owners relating to the operation of the Co-owned Facilities. For such services the Co-owners were billed a market based management fee plus reimbursable costs of $1,811,324 and $1,217,750, respectively.

Entergy represents that no Excepted Company has subsidized the operations of any Non-Reg Company and that the rendering of O&M Services by O&M Subs is in compliance with the applicable rules, regulations and orders of the SEC and has not adversely affected the services provided by any Excepted Company to its customers.

VII. Payment of Dividends By Certain Non-Reg Companies

During the quarter, the following companies made distributions out of capital or unearned surplus to their respective parent companies: Entergy Retail Holding Company ($10,000,000) to Entergy Corporation; Entergy Retail Texas, Inc. ($90,000) to Entergy Retail Holding Company; Entergy Solutions Supply Ltd ($10,000) to Entergy Retail Texas, Inc.; Entergy Solutions Supply Ltd ($990,000) to Entergy Retail Holding Company; Entergy Solutions LTD ($80,000) to Entergy Retail Texas, Inc.; Entergy Solutions LTD ($7,920,000) to Entergy Retail Holding Company; Entergy Solutions Management Services LLC ($1,000,000) to Entergy Retail Louisiana LLC-A; Entergy Retail Louisiana LLC-A ($1,000,000) to Entergy Retail Holding Company; Top Deer Wind Ventures LLC ($690,227) to Entergy Power Gas Operations Corporation; Top Deer Wind Ventures LLC ($33,821,116) to EWO Wind II, LLC; Top Deer Wind Ventures LLC ($34,511,342) to Shell Wind Energy, Inc.; EWO Wind II, LLC ($33,821,116) to Entergy Power Generatio n, LLC; EP Edegel Inc. ($8,611) to Entergy Power Development Corporation; During the quarter, no other dividends or distributions subject to reporting in this Certificate were paid by Non-Reg Companies.

VIII. Reorganizations

The Entergy Non-Reg Companies' organizational structure as of March 31, 2005 (including any reorganizations or changes from the organization structure in effect as of 12/31/04) is included in Exhibit 1.

IX. Outstanding Guarantees Issued by Entergy or by Non-Reg Companies

As of the end of the quarter, the total outstanding amount of Guarantees issued pursuant to the August 2000 Order by Entergy or by Non-Reg Companies (to the extent reportable herein) to or for the benefit of Non-Reg Companies was $1,249,742,681.

X. New Subsidiary Issuances of Securities to Nonaffiliates

As of March 31, 2005, no New Subsidiary had any outstanding securities issued to a nonaffiliate for the purpose of financing investments in Non-Reg Companies.

Entergy Corporation represents that (i) the financial statements of Entergy Corporation are in accordance with generally accepted accounting principles, and (ii) it maintains sufficient internal controls to enable it to monitor the creation and use of any New Subsidiary.

XI. Financial Statements

Unaudited Entergy Corporation and Subsidiaries' Consolidated Balance Sheet and Income Statement for the three months ended March 31, 2005 are included in Exhibit 2.

_________________________
1  Non-utility Companies are defined in the December 2002 Order as "exempt wholesale generators" ("EWGs"), "foreign utility companies" ("FUCOs"), "exempt telecommunications companies" ("ETCs"), "O&M Subs", "Authorized Subsidiary Companies", "New Subsidiaries" and "Energy-related Companies".
2  The Excepted 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.

IN WITNESS WHEREOF, the Undersigned Company has caused this certificate to be executed on this 26th day of May 2005.

ENTERGY CORPORATION

/s/ Nathan E. Langston
Nathan E. Langston
Senior Vice President and Chief Accounting Officer

EX-99

EXHIBIT 1 page 1 of 6

ENTERGY CORPORATION'S ORGANIZATION OF NON-REG COMPANIES

As of March 31, 2005

Entergy Corporation

Entergy Enterprises, Inc. (LA) (100%) (an authorized subsidiary)

Entergy Retail Holding Company (100%)(DE)(a new subsidiary)

Entergy Retail Texas, Inc. (100%)(DE)(a new subsidiary)

Entergy Solutions Supply Ltd. (1% GP)(TX)(an energy-related company)

Entergy Solutions Ltd. (1%)(TX GP)(an energy-related company)

Entergy Solutions Select Ltd. (TX)(1% GP)(an energy-related company)

Entergy Solutions Supply Ltd. (99% LP)(TX)(an energy-related company)

             Entergy Solutions Ltd. (99%)(TX)(an energy-related company)

Entergy Retail Louisiana LLC-A (100%)(DE)(a new subsidiary)

Entergy Solutions Management Services LLC (100%)(LA)(a new subsidiary)

Entergy Solutions Select Ltd. (TX)(99% LP)(an energy-related company)

    Entergy Select LLC (100%)(DE)(a new subsidiary)

   Entergy Solutions Select Ltd. (TX)(1% GP)(an energy-related company)

Entergy Ventures Holding Company, Inc. (DE)(100%)(a new subsidiary)

             SourceOne, Inc. (DE)(~15.9% non-voting preferred stock)(an energy-related company)

    Entergy Commerce, Inc. (DE)(100%)(a new subsidiary)

Entergy Resources, Inc. (100%)(DE)(a new subsidiary)

Entergy Thermal, LLC (DE)(100%)(an energy-related company)

Entergy Solutions District Cooling LP (DE)(99.5% LP)(an energy-related company)

Entergy Solutions District GP, LLC (DE)(100%)(an energy-related company)

Entergy Solutions District Cooling LP (DE)(0.5% GP)(an energy-related company)

Entergy Operations Services, Inc. (DE)(100%) (an O&M subsidiary)

     EntergyKoontz, LLC (DE)(70%)(an O&M subsidiary)

 Entergy Operations Services North Carolina, Inc. (formerly Avery-Williams Builders, Inc.) (NC) (100%) (an O&M subsidiary)

EXHIBIT 1 page 2 of 6

Entergy Procurement Exchange Holding Corporation (100%) (DE) (a new subsidiary)

Pantellos Corporation (4.9%) (an exempt telecommunications company)

         Entergy Power Generation, LLC (DE) (3.7% of Class A voting common stock) (a new subsidiary)

         Entergy Power, Inc. (DE) (100%) (a public utility company)Entergy Nuclear Finance Holding,
         Inc. (100%)(DE)(a new subsidiary)

Entergy Nuclear Finance, LLC (100%)(DE)(a new subsidiary)

Entergy Nuclear, Inc. (DE)(100%) (an O&M subsidiary)

             Nu Start Energy Development LLC (12.5%)(a new subsidiary)

TLG Services, Inc. (CT)(100%)(an energy-related company)

Entergy Nuclear Potomac Company (DE)(100%)(an O&M subsidiary)

Entergy Nuclear PFS Company (DE)(100%)(an energy-related company)

Private Fuel Storage LLC (DE)(9.9%) (an energy-related company)Entergy Nuclear Services, LLC (DE) (100%) (an energy-related company)

    Entergy Nuclear Services, LLC (DE) (100%) (an energy- related company)

Entergy Nuclear Environmental Services, LLC (DE) (100%) (an energy-related company)

Entergy Nuclear Operation Services, LLC (DE) (100%) (an energy-related company)

Entergy Nuclear Holding Company #1 (DE)(75%) (a new subsidiary)

Entergy Nuclear Generation Company (DE)(100%) (an EWG)

             Entergy Nuclear New York Investment Company I (DE)(100%) (a new subsidiary)

Entergy Nuclear Indian Point, 3 LLC (DE)(100%)(an EWG)

Entergy Nuclear FitzPatrick, LLC (DE)(100%)(an EWG)

Entergy Nuclear Holding Company #2 (100%)(DE)(a new subsidiary)

Entergy Nuclear Operations, Inc. (100%)(DE)(an O&M subsidiary)

Entergy Nuclear Fuels Company (100%)(DE)(an O&M subsidiary)

Entergy Nuclear Holding Company (DE)(100%)(a new subsidiary)

Entergy Nuclear Holding Company #3, LLC (DE)(100%)(a new subsidiary)

Entergy Nuclear Investment Company, LLC (DE) (100%)(a new subsidiary)

   Entergy Nuclear Nebraska, LLC (DE)(100%)(an O&M subsidiary)

   Entergy Indian Point Peaking Facility, LLC (DE) (100%)(a new subsidiary)

   Entergy Nuclear Indian Point 2, LLC (DE)(100%)(an EWG)

 Entergy Nuclear Capital Management I, LLC (DE)(100%)(a new subsidiary)

EXHIBIT 1 page 3 of 6

Entergy Nuclear Vermont Investment Company, LLC (100%)(DE)(a new subsidiary)

Entergy Nuclear Vermont Yankee, LLC (100%)(DE)(an EWG)

Entergy Nuclear Capital Management II, LLC (DE)(100%)(a new subsidiary)

Entergy Technology Holding Company (DE)(100%) (an exempt telecommunications company)

Entergy Technology Company (DE)(100%) (an exempt telecommunications company)

Entergy International Holdings Ltd. (DE) (100%) (a new subsidiary)

Entergy Power Gas Holdings Corporation (100%)(DE)(a new subsidiary)

Entergy Power Gas Operations Corporation (100%)(DE)(a new subsidiary)

Top Deer Wind Ventures LLC (formerly EWO Wind, LLC) (DE)(1%)(a new subsidiary)

Warren Power, LLC (MS)(100%)(an EWG)

Entergy Asset Management, Inc. (DE)(0.01% of Class A voting common stock)(a new subsidiary)

Entergy Power International Holdings Corporation (DE)(4.1%)(a new subsidiary)

Entergy Global, LLC (100%)(AR)(a new subsidiary)

Entergy Nuclear Holding Company #1 (DE)(25%) (a new subsidiary)

Entergy Power Development Corporation (DE) (14%)(a new subsidiary)

Entergy Power Generation, LLC (DE)(100% Class B non-voting common stock)(a new subsidiary)

EWO GP LLC (DE)(100%)(an energy-related company)

EWO Marketing, LP (DE)(1% GP)(an energy-related company)

EWO Marketing, LP (DE)(99% LP)(an energy-related company)

Entergy Power International Holdings Corporation (DE)(95.9%)(a new subsidiary)

EK Holding III, LLC (DE)(100%)(a new subsidiary)

EKLP, LLC (DE)(50%)(a new subsidiary)

Entergy-Koch, LP (DE)(1%)(a new subsidiary)

Entergy Power Generation, LLC (DE)(96.3%)(a new subsidiary)

Entergy-Koch, LP (DE)(49.5%)(a new subsidiary)

Entergy-Koch Trading, LP (DE)(99%)(an energy-related company)

EKT,LLC (DE)(100%)(a new subsidiary)

Entergy-Koch Trading, LP (DE)(1%)(an energy-related company)

EGT Holding Ltd (Cayman)(100%)(a new subsidiary)

EWO Wind II, LLC (DE)(100%)(a new subsidiary)

                                       Top Deer Wind Ventures LLC (formerly EWO Wind, LLC)
                                       (DE)(49%)(a new subsidiary)

EXHIBIT 1 page 4 of 6

Northern Iowa Windpower LLC (DE) (100%) (an EWG)

                                            WindEnergy LP LLC (100%)(DE)(a new subsidiary)

                                               Llano Estacado Wind, LP (TX)(99%)(an EWG)

                                            WindEnergy GP LLC (100%)(DE) (a new subsidiary)

                                               Llano Estacado Wind, LP (TX)(1%)(an EWG)

    Entergy International Ltd., LLC (DE)(100%)(a new subsidiary)

  Entergy International Investments No. 2 Ltd LLC (DE) (100%)(a new subsidiary)

  Entergy UK Holdings, Ltd. (UK)(100%) (a new subsidiary)

     Entergy UK Ltd. (UK)(100%) (a new subsidiary

Entergy UK Enterprises Ltd. (DE)(100%) (a new subsidiary)

                                  Entergy Asset Management, Inc. (DE)(11.12% of Class A voting
                                  common stock)(a new subsidiary)

       Entergy Global Power Operations Corporation (DE)(100%)(a new subsidiary)

     Entergy Power Operations U.S., Inc. (DE)(100%)(an O&M subsidiary)

     EN Services II Corporation (DE)(100%)(a new subsidiary)

   EN Services LP (TX)(1% GP)(an O&M subsidiary)

    Entergy Power Development Corporation (DE)(5%)(a new subsidiary)

      Entergy Global Trading Holdings, Ltd. (Cayman) (100%)(a new subsidiary)

    Entergy Power Gas Operations Corporation (DE)(5.94%)(a new subsidiary)

  Top Deer Wind Ventures LLC (formerly EWO Wind, LLC)(DE)(1%)(a new subsidiary)

      Entergy Power Development Corporation (DE) (81%) (a new subsidiary)

    Entergy Asset Management, Inc. (DE)(65.09% of Class A voting common stock)(a new
    subsidiary)

Entergy Investments Holding Company, Inc. (DE)(100%)(a new subsidiary)

EN Services LP (DE)(99% LP)(O&M)

                                  Entergy Power Ventures LP (DE)(99% LP)(an EWG)

    Entergy Power RS Holding Company LLC (DE)(100%)(a new subsidiary)

    Entergy Power RS LLC (DE)(100%)(an energy-related company)

                                  RS Cogen LLC (LA)(50%) (an energy-related company)

    Entergy Power BJE Holding Ltd. (Cayman)(100%)(a new subsidiary)

   Bom Jardim Energetica LTDA (Brazil)(99.99%)(a new subsidiary)

   Entergy Power BJE Ltd. (Cayman)(100%)(a new subsidiary)

EXHIBIT 1 page 5 of 6

 Bom Jardim Energetica LTDA (Brazil)(.01%)(a new subsidiary)

   Entergy Power Operations Holdings Ltd. (Cayman) (90.9%)(a new subsidiary)

Entergy Power Hull Ltd. (Cayman)(88.25%)(a new subsidiary)

Entergy Europe Operations Ltd. (UK)(57.545%)(a new subsidiary)

Damhead Finance LDC (Cayman) (99%) (a new subsidiary)

Damhead Finance (Netherlands Antilles) N.V. (99%)(a new subsidiary)

    Entergy Power Operations UK Ltd. (UK)(100%)(a new subsidiary)

    Entergy Power Properties (Kingsnorth) Ltd. (UK)(100%)(a new
    subsidiary)

  Entergy Power Damhead Creek Holding II, Ltd. (Cayman) (100%) (a new subsidiary)

Entergy Europe Operations Ltd. (United Kingdom) (42.454%)(a new subsidiary)

Entergy Power Hull, Ltd. (Cayman) (11.75%)(a new subsidiary)

Entergy Europe Operations Ltd. (United Kingdom) (57.545%) (a new subsidiary)

 Entergy Power Damhead FinCo LLC (DE) (100%) (a new subsidiary)

Entergy Power Damhead FinCo 1 (Cayman) (100%) (a new subsidiary)

Damhead Finance LDC (Cayman)(1%)(a new subsidiary)

    Damhead Finance (Netherlands Antilles) N.V. (1%)(a new subsidiary)

Entergy Power Operations Holdings Ltd. (Cayman) (9.1%)(a new subsidiary)

Entergy Power Europe Ltd. (DE) (100%) (a new subsidiary)

Entergy Power Bulgaria Ltd. (DE) (100%) (a new subsidiary)

Maritza East III Power Holding B.V. (Netherlands)(40%)(a FUCO)

   Maritza East III Power Company AD (Bulgaria)(73%)(a FUCO)

Entergy Power Netherlands B.V. (Netherlands)(100%)(a new subsidiary)

   Maritza East 3 Operating Company AD (Bulgaria)(73%)(a FUCO)

     Entergy Power Netherlands Company, B.V.(Dutch)(100%)(a new subsidiary)

                              Entergy Power Projects Italia S.r.L (Italy)(1%)(a new subsidiary)

   Entergy Power Services Italia S.r.L (Italy)(1%)(a new subsidiary)

EXHIBIT 1 page 6 of 6

   Entergy Power Development Italia S.r.L (Italy)(1%)(a new subsidiary)

   Sabinas Power Company B.V. (Dutch)(100%)(a new subsidiary)

Entergy Power Projects Italia S.r.L (Italy)(99%)(a new subsidiary)

Entergy Power Services Italia S.r.L (Italy)(99%)(a new subsidiary)

Entergy Power Development Italia S.r.L (Italy)(99%)(a new subsidiary)

EP Edegel, Inc. (DE) (100%)(a new subsidiary)

Entergy Asset Management, Inc. (DE)(22.74% of Class A voting common stock)(a new subsidiary)

Entergy Mississippi Turbine Company (DE)(100%)(a new subsidiary)

Entergy Power Maritza Holding Limited (Cyprus)(100%)(a new subsidiary)

Entergy Power E&C Holdings, LLC (DE)(100%)(a new subsidiary)

EntergyShaw LLC (DE)(50%)(an O&M subsidiary)

EntergyShaw Investments of Nevada LLC (DE)(100%)(an O&M subsidiary)

EntergyShaw Project Management LP (DE)(99% LP)(an O&M subsidiary)

EntergyShaw Investments of Texas LLC (DE)(100%)(an O&M subsidiary)

EntergyShaw Project Management LP (DE)(.9% GP)(an O&M subsidiary)

EntergyShaw General Management LLC (DE)(100%)(an O&M subsidiary)

EntergyShaw Project Management LP (DE)(.1% GP)(an O&M subsidiary)

EX-99

	Exhibit 2 Page 1 of 3
ENTERGY CORPORATION AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS ASSETS As of March 31, 2005 (Unaudited) (In Thousands)
CURRENT ASSETS
Cash and cash equivalents:
Cash		$73,455
Temporary cash investments - at cost, which    approximates market		405,947
Total cash and cash equivalents		479,402
Other temporary investments		476,950
Notes receivable		2,064
Accounts receivable:
Customer		365,366
Allowance for doubtful accounts		(21,941)
Other		346,686
Accrued unbilled revenues		378,070
Total receivables		1,068,181
Deferred fuel costs		21,331
Accumulated deferred income taxes		83,752
Fuel inventory - at average cost		126,240
Materials and supplies - at average cost		575,671
Deferred nuclear refueling outage costs		116,575
Prepayments and other		207,100
TOTAL		3,157,266
OTHER PROPERTY AND INVESTMENTS
Investment in affiliates - at equity		192,333
Decommissioning trust funds		2,476,143
Non-utility property - at cost (less accumulated depreciation)		223,765
Other		90,455
TOTAL		2,982,696
PROPERTY, PLANT AND EQUIPMENT
Electric		29,192,580
Property under capital lease		737,638
Natural gas		266,867
Construction work in progress		1,290,830
Nuclear fuel under capital lease		292,392
Nuclear fuel		327,965
TOTAL PROPERTY, PLANT AND EQUIPMENT		32,108,272
Less - accumulated depreciation and amortization		13,330,130
PROPERTY, PLANT AND EQUIPMENT - NET		18,778,142
DEFERRED DEBITS AND OTHER ASSETS
Regulatory assets:
SFAS 109 regulatory asset - net		739,575
Other regulatory assets		1,436,946
Long-term receivables		38,259
Goodwill		377,172
Other		916,845
TOTAL		3,508,797
TOTAL ASSETS		$28,426,901
		Exhibit 2 Page 2 of 3
ENTERGY CORPORATION AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS LIABILITIES AND SHAREHOLDERS' EQUITY As of March 31, 2005 (Unaudited) (In Thousands)
CURRENT LIABILITIES
Currently maturing long-term debt		$490,286
Notes payable		118
Accounts payable		718,118
Customer deposits		227,568
Taxes accrued		255,506
Interest accrued		132,175
Obligations under capital leases		133,899
Other		311,829
TOTAL		2,269,499
NON-CURRENT LIABILITIES
Accumulated deferred income taxes and taxes accrued		5,069,208
Accumulated deferred investment tax credits		394,142
Obligations under capital leases		175,174
Other regulatory liabilities		395,945
Decommissioning and retirement cost liabilities		2,077,101
Transition to competition		79,101
Regulatory reserves		29,543
Accumulated provisions		563,161
Long-term debt		7,444,901
Preferred stock with sinking fund		15,150
Other		1,533,952
TOTAL		17,777,378
Preferred stock without sinking fund		365,337
SHAREHOLDERS' EQUITY
Common stock, $.01 par value, authorized    500,000,000 shares; issued 248,174,087 shares in    2005 and in 2004		2,482
Paid-in capital		4,826,797
Retained earnings		5,040,655
Accumulated other comprehensive loss		(116,797)
Less - treasury stock, at cost (35,335,147 shares in 2005		1,738,450
TOTAL		8,014,687
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY		$28,426,901

Exhibit 2 Page 3 of 3
ENTERGY CORPORATION AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF INCOME For the Three Months Ended March 31, 2005 (Unaudited) (In Thousands)
OPERATING REVENUES
Domestic electric	$1,744,383
Natural gas	86,950
Competitive businesses	492,081
TOTAL	2,323,414
OPERATING EXPENSES
Operating and Maintenance:
Fuel, fuel-related expenses, and gas purchased for resale	580,082
Purchased power	499,778
Nuclear refueling outage expenses	39,810
Other operation and maintenance	534,666
Decommissioning	36,998
Taxes other than income taxes	102,989
Depreciation and amortization	224,177
Other regulatory credits - net	(16,765)
TOTAL	2,001,735
OPERATING INCOME	321,679
OTHER INCOME
Allowance for equity funds used during construction	12,884
Interest and dividend income	30,890
Equity in earnings (loss) of unconsolidated equity affiliates	(2,193)
Miscellaneous - net	25,802
TOTAL	67,383
INTEREST AND OTHER CHARGES
Interest on long-term debt	110,752
Other interest - net	12,164
Allowance for borrowed funds used during construction	(7,509)
TOTAL	115,407
INCOME BEFORE INCOME TAXES	273,655
Income taxes	95,035
CONSOLIDATED NET INCOME	178,620
Preferred dividend requirements and other	6,624
EARNINGS APPLICABLE TO
COMMON STOCK	$171,996