-----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, N9yH5RB6ncmTqnzBZXaIvx3T++9Bp15QhWqfLNGr1ybDunJxsPwP0FMmvGT+14dL 4OSFMS+Uk+P2Vo/mzVO23w== 0000065984-99-000056.txt : 19990218 0000065984-99-000056.hdr.sgml : 19990218 ACCESSION NUMBER: 0000065984-99-000056 CONFORMED SUBMISSION TYPE: 35-CERT PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 19990217 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ENTERGY CORP /DE/ CENTRAL INDEX KEY: 0000065984 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRIC SERVICES [4911] IRS NUMBER: 721229752 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 35-CERT SEC ACT: SEC FILE NUMBER: 070-07851 FILM NUMBER: 99543874 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: SEC FILE NUMBER: 070-08105 FILM NUMBER: 99543875 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 December 31, 1998 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(FRN1)), (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 $440,861 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 an expenditure of $11,614,910 for preliminary development activities associated with potential investments that would qualify as "foreign utility companies" under Section 33 of the Act. Enterprises also expended $1,486,771 for preliminary development activities associated with potential investments that would qualify as "nonutility business" and $320,402 for preliminary development activities related to non-exempt wholesale generating facilities. Finally, Enterprises received a credit of $152,173 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 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, Entergy Business Solutions, Inc., Entergy Trading and Marketing Ltd. and Entergy Nuclear, Inc.. Enterprises charged these companies for direct costs incurred plus an indirect loading based upon current month Enterprises administrative charges. In regard to EPI ($171,115), these services related to the 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. ($3,519,663) and Entergy Trading and Marketing Ltd. ($649,313) these services related to the marketing of energy commodities to third parties at wholesale, preparation of contracts and regulatory filings and procurement of transmission services. In regard to Entergy Business Solutions, Inc. ($557,986) these were primarily administrative services. In regard to , Entergy Power Edesur Holding Ltd. ($113,901), ETHC ($1,158,945), Entergy Technology Company ($390,583), Entergy Power Development Corp. ($4,554,792), Entergy International Holdings, Ltd., LLC (3,835,041), Entergy Pakistan Ltd. (40,620), EP Edegel, Inc. (191,318), , Entergy Operations Services Inc. ($219,137), Entergy Power Operations Corp. ($244,710), Entergy Power International Holdings Corp. ($1,454,622) Entergy Power Generation Corp. ($85), and Entergy Nuclear, Inc. ($643,999) these services were primarily 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 $12,600 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 quarter, no amounts were expended to form and capitalize any O&M Subsidiaries. VI. Nature and Extent of O&M Services Provided During the quarter, Entergy's subsidiary, Entergy Nuclear, Inc. (ENI), provided nuclear management services to Maine Yankee Atomic Power Company (Maine Yankee). On September 30, 1998, a long-term contract was executed, effective October 1, 1998, authorizing ENI to continue to provide management services in respect of the decommissioning of Maine Yankee through 2004, the end of plant decommissioning. ENI is paid a fixed monthly fee and certain incentive fees for providing these services and is 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 $879,584 consisting primarily of Maine Yankee fees and reimbursable expenses. In addition, during the quarter, Entergy's 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, EOSI's services included installation of a transformer for Conway Corporation. Design and installation of new substation switches at an Exxon oil refinery; consulting work for the City of Austin's municipal utility (Austin Energy) on the coal industry; and on site ground testing for continuity and capacity on all ground leads for Birmingham Southeast, LLC. EOSI also provided the following: an ongoing load flow and coordination study for Grace Davison, Inc.; preventive maintenance on 35kV OCB's and insulator cleaning relay test for Cytec, Industries; repaired and replaced insulators for Industrial Specialty Contractors, Inc.; design, engineering and construction at Echo substation for Engineered Carbons, Inc.; maintenance services to Occidental Chemical Corporation that included testing a transformer, replacing arrestors, repairing and replacing S&C interrupters on 230kV lines and assistance in closing 230kV lines and preventive maintenance services to Vulcan Chemical. The total amounts billed for services in the fourth quarter were $1,494,721 consisting of market-based fees and reimbursable expenses. During the quarter, EOSI also provided management oversight services to the Entergy Business Solutions, Inc. District Energy Project. The amount billed in the fourth quarter was $31,812, primarily for reimbursable expenses. Entergy and Enterprises represent that no Excluded 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 Excluded Company to its customers. VII. Financing, Amortization and Financial Statements Enterprises' unaudited Balance Sheet and Income Statement for the twelve month period ended December 31, 1998 are included as Exhibit 1. IN WITNESS WHEREOF, the undersigned companies have caused this certificate to be executed on this 15th day of February , 1999. ENTERGY CORPORATION By:/s/ Nathan E. Langston Nathan E. Langston Vice-President and Chief Accounting Officer ENTERGY ENTERPRISES, INC. By: /s/ Gary S. Fuqua Gary S. Fuqua Vice-President-Finance and Treasurer _______________________________ FRN1 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 BALANCE SHEET AS OF DECEMBER 31, 1998 (UNAUDITED) ASSETS PROPERTY Furniture and Equipment $ 5,326,606.09 Intangible Assets Construction in Process 144,883.51 _________________ Total Property 5,471,489.60 _________________ INVESTMENTS Investment in EOSI 311,587.76 _________________ 311,587.76 _________________ CURRENT & ACCRUED ASSETS Cash 5,428,864.81 Working Funds/Travel Advances 573,381.21 Special Deposits 353,690.63 Temporary Cash Investments 13,175,394.47 Accounts Receivable 84,301.58 Accounts Receivable - Associated Companies 15,370,002.23 Notes Receivable 2,223,555.67 Accounts Receivable - Customer Service 0.35 Accrued Interest 18,075.16 Prepaid Expenses 506,294.25 Income Taxes Receivable 12,901.22 _________________ Total Current and Accrued Assets 37,746,461.58 _________________ DEFERRED DEBITS Accumulated Deferred Income Tax-Fed & State 16,538,365.15 Miscellaneous Deferred Debits (3,641,258.17) _________________ Total Deferred Debits 12,897,106.98 _________________ Total Assets $ 56,426,645.92 ================= These are interim financial statements prepared without notes. ENTERGY ENTERPRISES, INC BALANCE SHEET AS OF DECEMBER 31, 1998 (UNAUDITED) CAPITAL Common Stock $ 57,400,000.00 Additional Paid-in Capital 20,000,000.00 Miscellaneous Paid-in Capital 153,000,000.00 Retained Earnings (212,809,519.04) __________________ Total Capital 17,590,480.96 __________________ LIABILITIES CURRENT & ACCRUED LIABILITIES Accounts Payable 10,233,214.49 Accounts Payable to Associated Companies 4,462,457.80 Taxes Accrued (2,199,104.35) Tax Collections Payable (461,443.49) Miscellaneous Current & Accrued Liabilities 9,344,862.26 __________________ Total Current & Accrued Liabilities 21,379,986.71 __________________ LONG TERM LIABILITIES Notes Payable - Entergy Corp. 17,500,000.00 __________________ Total Current & Accrued Liabilities 17,500,000.00 __________________ DEFERRED CREDITS Other Deferred Credits (43,821.75) __________________ Total Deferred Credits (43,821.75) __________________ Total Liabilities 38,836,164.96 __________________ Total Capital & Liabilities $ 56,426,645.92 ================== These are interim financial statements prepared without notes. ENTERGY ENTERPRISES, INC INCOME STATEMENT TWELVE MONTHS ENDED DECEMBER 31, 1998 (UNAUDITED) REVENUE Services Rendered Non-Associates $ 50,395.62 Services Rendered Associates 60,194,924.97 Equity in Earnings of Subsidiaries (39,505,136.19) Miscellaneous Income 1,320.13 Interest Income 846,158.90 _________________ Total Revenue 21,587,663.43 _________________ EXPENSES Salaries, Wages and Benefits 32,540,416.03 Outside Services 33,360,763.87 Selling and Marketing Expenses 937,770.41 Rent 4,035,309.57 Administrative and General 15,418,276. Active Development Credit (2,951,804.22) Active Development Reserve 800,492.87 Directors' Fees and Expenses _________________ Total Administrative and General Expense 84,141,225.50 Taxes Other Than Income 184,726.19 Depreciation and Amortization 2,197,487.77 Miscellaneous Expenses 539,616.15 Loss on Sale of EISI 46,052,514.52 _________________ Total Expenses 133,115,570.13 _________________ Income (Loss) Before Income Taxes (111,527,906.70) Income Taxes - Federal (Benefit) (41,940,518.67) Income Taxes - State 1,041,685.54 Provision for Deferred Income Taxes - Federal 270,801.35 Provision for Deferred Income Taxes - State 161,843.59 __________________ Net Income (Loss) (71,061,718.51) ================== These are interim financial statements prepared without notes. -----END PRIVACY-ENHANCED MESSAGE-----