UNITED STATES
                 SECURITIES AND EXCHANGE COMMISSION
                       Washington, D.C.  20549
                  FORM U-12(I)-B (ANNUAL STATEMENT)
                         Calendar Year 1999
                                  
  STATEMENT PURSUANT TO SECTION 12(I) OF PUBLIC UTILITY HOLDING COMPANY
 ACT OF 1935 BY A PERSON REGULARLY EMPLOYED OR RETAINED BY A REGISTERED 
HOLDING COMPANY OR A SUBSIDIARY THEREOF AND WHOSE EMPLOYMENT CONTEMPLATES 
         ONLY ROUTINE EXPENSES AS SPECIFIED IN RULE U-71(b)
  (To be filed in DUPLICATE.  If acknowledgment is desired, file in
                            triplicate.)
                                  
1.    Name and business address of person filing statement.
      
      VADM George W. Davis
      41 Manters Point
      Plymouth, MA  02360
      
2.    Names and business addresses of any persons through whom the
      undersigned proposes to act in matters included within the
      exemption provided by paragraph (b) of Rule U-71.
      
      None
      
3.    Registered holding companies and subsidiary companies by which
      the undersigned is regularly employed or retained.
      
      Entergy Corporation
      
4.    Position or relationship in which the undersigned is employed or
      retained by each of the companies named in Item 3, and  brief
      description of nature of services to be rendered in each such
      position or relationship.
      
      As a member of the Board for Directors, my duties may include,
      from time to time, presenting, advocating or opposing matters
      affecting Entergy Corporation and its subsidiary companies before
      Congress and members and committees thereof, and before this
      Commission and the Federal Energy Regulatory Commission and
      members, officers and employees of such Commissions.
      
      The services required to be described in this form under Section
      12(i) of the Public Utility Holding Company Act of 1935 are
      incidental to the undersigned's primary and principal duties and,
      although such services vary in extent from time to time, they
      represent overall only a comparatively minor portion of the total
      services rendered.
      
5(a)  Compensation received during the prior year and to be received
      during  the calendar year by the undersigned or others, directly
      or indirectly, for services rendered by the undersigned, from
      each of  the companies designated in Item 3.  (Use column (a) as
      supplementary statement only.)

                     Salary or other compensation
        Name of      During Prior    To be    Person or company
       Recipient         Year      received  from whom received
                         (a)          (b)     or to be received
    G. W. Davis        $35,359      $50,000   Entergy Corporation
                                  
5(b)  Basis for compensation if other than salary.
      
      Board of Directors Compensation
      
6.    (To be answered in supplementary statement only.  See
      instructions.)  Expenses incurred by the undersigned or any
      person named in Item 2, above, during the calendar year in
      connection with the activities described in Item 4, above, and
      the source or sources of reimbursement for same.
      
      (a) Total amount of routine      $1,606
          expenses charged to client:
      (b) Itemized list of all other   No other expenses
          expenses:
      
In accordance with the provisions of subdivision (c) of Rule U-71,
the undersigned files this statement as an advance statement.

                                   
(Signed)  /s/ George W. Davis      Dated:  December 4, 1998