-----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, N7jwkoSI6+FceBmeqMQg43TbWQ1g+TBsidqSFB9N+BuwMyyJFP6JMBL/X2yGrPha l9Yabfsfyor5KMGJfkFGVA== 0000065984-97-000034.txt : 19970520 0000065984-97-000034.hdr.sgml : 19970520 ACCESSION NUMBER: 0000065984-97-000034 CONFORMED SUBMISSION TYPE: 35-CERT PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 19970515 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: 1935 Act SEC FILE NUMBER: 070-07851 FILM NUMBER: 97609629 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 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ENTERGY ENTERPRISES INC CENTRAL INDEX KEY: 0000833411 STANDARD INDUSTRIAL CLASSIFICATION: UNKNOWN SIC - 0000 [0000] STATE OF INCORPORATION: LA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 35-CERT SEC ACT: 1935 Act SEC FILE NUMBER: 070-08105 FILM NUMBER: 97609630 BUSINESS ADDRESS: STREET 1: THREE FINANCIAL CENTRE STREET 2: 900 SOUTH SHACKELFORD ROAD CITY: LITTLE ROCK STATE: AR ZIP: 72211 FORMER COMPANY: FORMER CONFORMED NAME: ELECTEC INC DATE OF NAME CHANGE: 19920703 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 March 31, 1997 by Entergy Enterprises, Inc. (formerly Electec, Inc.) pursuant to the authorization of the SEC. Programs Authorized Pursuant to the Orders, Entergy Enterprises, Inc. (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 Companies1), (e) provide directly, or indirectly through one or more special purpose subsidiary companies of Entergy Corporation (Entergy) or Enterprises, 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 $4,548,511 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 a credit of $3,400,634 (includes a reversal of $6,109,919 in expenses accrued in December 1996 related to Entergy's acquisition of London Electricity) for preliminary development activities associated with potential investments that would qualify as "foreign utility companies" under Section 33 of the Act. Enterprises also expended $131,632 for preliminary development activities associated with potential investments that would qualify as "nonutility business." Finally, Enterprises expended $522 and $167,461 for preliminary development activities associated with demand side management activities and non-exempt domestic wholesale generating and transmission facilities, respectively. 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 Power Development Corporation, Entergy Power Development International Corporation, Entergy Pakistan, Ltd., EP Edegel, Inc., Entergy Power CBA Holding Ltd.,(formally Entergy Power Holding I, Ltd.), Entergy Operations Services Inc., Entergy Power Operations Corp., Entergy Richmond Power Corporation and Entergy Nuclear, Inc. (ENI). Enterprises charged these companies for costs incurred plus an indirect loading based upon current month Enterprises administrative charges. In regard to EPI ($183,177), 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.($1,192,752) 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 ($370,322), Entergy Power Edesur Holding Ltd. ($451,849), ETHC ($719,845), Entergy Power Development Corp. ($4,909,645), Entergy Power Development International Corp. (a credit of $5,270,487, which includes a reversal of $6,109,919 in expenses accrued in December 1996 as indicated above), Entergy Pakistan Ltd. ($27,828), EP Edegel, Inc. ($284,358), Entergy Power CBA Holding Ltd. ($15,180), Entergy Operations Services Inc. ($179,206), Entergy Power Operations Corp. ($399,915), Entergy Richmond Power Corp. ($10,432) and Entergy Nuclear, Inc. ($614,982), 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 $12,769 for services rendered during this quarter. IV. First Pacific Networks, Inc. Transactions A. Description of Progress in 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. B. Costs and Revenues Re: CCLM Total costs incurred by Enterprises in connection with CCLM during the three-month period ending March 31, 1997, were $ 522 (consisting solely of costs incurred in removing equipment installed to field test CCLM). VI. Formation and Capitalization of O&M Subsidiaries. During the quarter, Entergy made a capital contribution to Enterprises in the amount of $3,000,000. Enterprises used the funds derived from such capital contribution to acquire 3,000 shares of common stock of Entergy Nuclear, Inc., a Delaware Corporation, for a total purchase price of $3,000,000. VI. Nature and Extent of O&M Services Provided. During the quarter, Enterprises' wholly owned subsidiary, Entergy Nuclear, Inc. (ENI), provided nuclear O&M services to Maine Yankee Atomic Power Company that included (i)assisting Maine Yankee in preparing it's response to the NRC's Independent Safety Assessment; (ii) assisting Maine Yankee in preparing for it's INPO evaluation and reaccreditation reviews with respect to the plant; (iii) supporting, planning, scheduling and implementing the 1997 refueling outage; and (iv) other similar projects related to the Maine Yankee Plant operations that were assigned by the Maine Yankee Board. 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 charges to Maine Yankee for services in the first quarter were $1,142,686, consisting of a market based fee and reimbursable expenses. In addition, during the quarter, Enterprises' wholly owned subsidiary, Entergy Operations Services, Inc. (EOSI), provided professional advice and technical expertise to the City of Austin (the "City") concerning the management and operation of certain coal generating units (at the Fayette Power Project) and nuclear power generating units (at the South Texas Project) that are partially owned by the City. Such services principally involved review and evaluation of the performance of the subject power plants to assist the City in performing oversight with respect to its ownership interest. Total charges for services rendered by EOSI to the City during this period were $15,890. This amount was billed at market prices in accordance with a price schedule that was the result of competitive bidding. ENI and EOSI were organized as O&M subsidiaries pursuant to the Commission's order dated June 30, 1995 in File No. 70-8105. During the quarter, $73,483 was billed to Liberty Power by Entergy Power Operations Pakistan, LDC. for providing technical expertise and construction oversite 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. VII. Financing, Amortization and Financial Statements During the three months ended March 31, 1997: A. Enterprises incurred amortization expenses relating to the organization of EIS in the amount of $6,307. B. Enterprises' unaudited unconsolidated Balance Sheet and unconsolidated Income Statement for the twelve month period ended March 31, 1997 are included as Exhibit 1. IN WITNESS WHEREOF, the undersigned companies have caused this certificate to be executed on this 15th day of May, 1997. ENTERGY CORPORATION By: /s/ William J. Regan --------------------------------- William J. Regan Vice President & Treasurer ENTERGY ENTERPRISES, INC. By: /s/ Robert A. Keegan ---------------------------------- Robert A. Keegan Vice President and General Manager _________________________________________________________________ 1 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 MARCH 31, 1997 (UNAUDITED) ASSETS PROPERTY Furniture and Equipment $ 4,473,683.36 Intangible Assets 18,067.96 ---------------- Total Property 4,491,751.32 ---------------- INVESTMENTS Investment in FPN 0.00 Investment in Entergy EIS, Inc. 72,403,088.03 Investment in EOSI 2,718,266.09 Investment in ENI 3,187,439.88 Active Development 27,109.78 ---------------- 78,335,903.78 ---------------- CURRENT & ACCRUED ASSETS Cash 3,349,360.40 Working Funds/Travel Advances 259,390.12 Special Deposits 142,570.39 Temporary Cash Investments 1,246,709.95 Accounts Receivable 19,552.17 Accounts Receivable - Associated Companies 14,073,060.22 Accounts Receivable - Customer Service 1,581.79 ---------------- Total Current and Accrued Assets 19,092,225.04 ---------------- DEFERRED DEBITS Accumulated Deferred Income Tax-Fed & State 9,093,501.56 Miscellaneous Deferred Debits (1,902,226.29) ---------------- Total Deferred Debits 7,191,275.27 ---------------- Total Assets $ 109,111,155.41 ================ These are interim financial statements prepared without notes. ENTERGY ENTERPRISES, INC. UNCONSOLIDATED BALANCE SHEET AS OF MARCH 31, 1997 (UNAUDITED) CAPITAL Common Stock $57,400,000.00 Miscellaneous Paid-in Capital 155,000,000.00 Retained Earnings (115,700,553.29) ---------------- Total Capital 96,699,446.71 ---------------- LIABILITIES CURRENT & ACCRUED LIABILITIES Accounts Payable 991,444.46 Accounts Payable to Associated Companies 2,275,373.31 Taxes Accrued (102,919.07) Tax Collections Payable 364,748.67 Miscellaneous Current & Accrued Liabilities 4,155,604.25 ---------------- Total Current & Accrued Liabilities 7,684,251.62 ---------------- LONG TERM LIABILITIES Notes Payable - Entergy Corp. 500,000.00 Accum. Misc. Operating Provision 1,000,000.00 ---------------- Total Current & Accrued Liabilities 1,500,000.00 ---------------- DEFERRED CREDITS Other Deferred Credits 3,227,457.08 ---------------- Total Deferred Credits 3,227,457.08 ---------------- Total Liabilities 12,411,708.70 ---------------- Total Capital & Liabilities $ 109,111,155.41 ================ These are interim financial statements prepared without notes. ENTERGY ENTERPRISES, INC. UNCONSOLIDATED INCOME STATEMENT THREE MONTHS ENDED MARCH 31,1997 (UNAUDITED) REVENUE Services Rendered Non-Associates $ 12,769.40 Services Rendered Associates 10,696,270.05 Equity in Earnings of Subsidiaries (5,140,093.85) Interest Income 32,348.29 Dividend Income 2,069.79 ---------------- Total Revenue 5,603,363.68 ---------------- EXPENSES Salaries, Wages and Benefits 6,047,493.88 Outside Services 4,107,187.27 Selling and Marketing Expenses 837,173.77 Rent 702,490.47 Administrative and General 2,515,804.32 Active Development Credit (1,643,991.00) Insurance 4,393.00 ---------------- Total Administrative and General Expense 12,570,551.71 Taxes Other Than Income 83,678.75 Depreciation and Amortization 380,245.64 Amortization of EIS Organization Costs 6,306.81 Miscellaneous Expenses 29,754.94 ---------------- Total Expenses 13,070,537.85 ---------------- Income (Loss) Before Income Taxes (7,467,174.17) Income Taxes - Federal (818,328.97) Income Taxes - State (Benefit) (58,983.86) Provision for Deferred Income Taxes - Federal (15,538.82) Provision for Deferred Income Taxes - State (3,086.40) ---------------- Net Income (Loss) (6,571,236.12) ================ These are interim financial statements prepared without notes. -----END PRIVACY-ENHANCED MESSAGE-----