-----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, QdeY3U116h0FDCwCGopxv1w2qDldYJ32+3JIyAwKn9hwmaOC0D4NTOxgktrCclpD tzqWMTSAj3kWcb0YUiEBkw== 0000066901-99-000004.txt : 19990517 0000066901-99-000004.hdr.sgml : 19990517 ACCESSION NUMBER: 0000066901-99-000004 CONFORMED SUBMISSION TYPE: 35-CERT PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 19990514 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: 99621775 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: 99621776 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, 1999 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), (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 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 included domestic and international opportunities. During the quarter, Enterprises expended $322,490 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 $2,469,623 for preliminary development activities associated with potential investments that would qualify as "foreign utility companies" under Section 33 of the Act. Enterprises also expended $929,593 for preliminary development activities associated with potential investments that would qualify as "non-utility business" and $233,120 for preliminary development activities related to non-exempt wholesale generating facilities. Finally, Enterprises expended $5,341 for preliminary development activities associated with potential investments in other domestic energy related businesses. II. Management Services Provided to Associate Companies During the quarter, Enterprises provided certain management and support services, at cost, 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, Entergy Pakistan, Ltd., EP Edegel, Inc., Entergy Power CBA Holding Ltd., Entergy Power Chile, Inc., Entergy do Brasil Ltd., Entergy Power Operations U.S., Inc., Entergy Global Power Operations Corporation, Entergy Operations Services Inc., Entergy Power Operations Corp., Entergy Power International Holdings Corporation, Entergy Power Generation Corporation, Entergy Nuclear Generation Corporation, Entergy Holdings, Inc. formerly 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 ($176,296), 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. ($4,461,835) and Entergy Trading and Marketing Ltd. ($731,736) 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. ($177,489) these were primarily administrative services. In regard to Entergy Power Edesur Holding Ltd. ($209,807), ETHC ($885,157), ETC ($380,694), Entergy Power Development Corp. ($138,030), Entergy International Holdings, Ltd., LLC ($820,873), Entergy Pakistan Ltd. ($54,206), EP Edegel, Inc. ($220,468), Entergy Power Chile, Inc. ($12,823), Entergy do Brasil Ltd. ($13,647), Entergy Global Power Operations Corporation ($50), Entergy Power Operations U.S., Inc. ($50), Entergy Power Operations Corporation ($220,639), Entergy Power International Holdings Corp. ($1,468,111), Entergy Power Generation Corp. ($331,422), Entergy Nuclear Generation Corp. ($318,005), Entergy Operations Services Inc. ($133,111), and Entergy Nuclear, Inc. ($319,442), 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 "non-utility 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 current quarter were $1,088,155 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 preventive maintenance on substations for Conway Corporation; engineering services for E. Braxton Jenkins; consulting work for the City of Austin's municipal utility (Austin Energy) on the nuclear industry; emergency repairs on a transformer for Maverick Tubes; tested for PCB's on transformer for Folgers Coffee. EOSI also provided the following: an ongoing load flow and coordination study for Grace Davison, Inc.; technical services to test and verify equipment at LA Station for Industrial Specialty Contractors, Inc.; emergency distribution repairs for Anthony Timberlands; repaired tapchanger controls on four transformers for CITGO; repaired two vacuum breakers, two oil circuit reclosers and provided troubleshooting of DPU relay for the City of Thayer; and, replacement of vacuum bottle for Air Liquide. The total amounts billed for services in the first quarter were $91,843 consisting of market-based fees and reimbursable expenses. During the quarter, pursuant to Rule 84(B)(1), EOSI also provided management expertise and oversight services to Entergy Holdings, Inc., formerly Entergy Business Solutions, Inc., and to its wholly owned subsidiary Entergy Thermal LLC related to the District Energy Project. The amount billed at cost for `loaned' expertise in the first quarter was $29,932. 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 three month period ended March 31, 1999 are included as Exhibit 1. IN WITNESS WHEREOF, the undersigned companies have caused this certificate to be executed on this 14th day of May 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 _______________________________ 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 MARCH 31, 1999 (UNAUDITED) ASSETS PROPERTY Furniture and Equipment $ 5,072,439.63 Construction in Process 9,085.62 --------------- Total Property 5,081,525.25 INVESTMENTS Investment in EOSI 311,587.59 --------------- Total Investments 311,587.59 CURRENT & ACCRUED ASSETS Cash 826,271.70 Working Funds/Travel Advances 471,124.04 Special Deposits 359,467.11 Temporary Cash Investments 19,386,009.10 Accounts Receivable 75,190.21 Accounts Receivable - Associated Companies 12,035,432.90 Notes Receivable 2,255,961.99 Accrued Interest 14,893.10 Prepaid Expenses 486,095.88 Income Taxes Receivable 12,901.22 --------------- Total Current and Accrued Assets 35,923,347.25 DEFERRED DEBITS Accumulated Deferred Income Tax-Fed & State 16,522,156.84 Miscellaneous Deferred Debits (4,280,570.21) --------------- Total Deferred Debits 12,241,586.63 --------------- Total Assets $ 53,558,046.72 =============== These are interim financial statements prepared without notes. ENTERGY ENTERPRISES, INC. BALANCE SHEET AS OF MARCH 31, 1999 (UNAUDITED) CAPITAL Common Stock $ 57,400,000.00 Additional Paid-in Capital 20,000,000.00 Miscellaneous Paid-in Capital 163,000,000.00 Retained Earnings (219,376,606.19) ----------------- Total Capital 21,023,393.81 LIABILITIES CURRENT & ACCRUED LIABILITIES Accounts Payable 4,805,690.83 Accounts Payable to Associated Companies 7,958,000.92 Taxes Accrued (5,617,462.49) Miscellaneous Current & Accrued Liabilities 7,641,087.78 ----------------- Total Current & Accrued Liabilities 14,787,317.04 LONG TERM LIABILITIES Advances from Associated Company - Entergy Corp. 17,500,000.00 ----------------- Total Long Term Liabilities 17,500,000.00 DEFERRED CREDITS Other Deferred Credits 247,335.87 ----------------- Total Deferred Credits 247,335.87 ----------------- Total Liabilities 32,534,652.91 ----------------- Total Capital & Liabilities $ 53,558,046.72 ================= These are interim financial statements prepared without notes. ENTERGY ENTERPRISES, INC. INCOME STATEMENT THREE MONTHS ENDED MARCH 31, 1998 (UNAUDITED) REVENUE Services Rendered Non-Associates $ 12,600.00 Services Rendered Associates 10,268,917.62 Interest Income 265,347.97 ---------------- Total Revenue 10,546,865.59 EXPENSES Operation & Maintenance Expense Operation Expenses 183,368.64 Maintenance Expenses 141,263.38 ---------------- Total Operation & Maintenance Expenses 324,632.02 General & Administration Expenses Salaries, Wages and Benefits 9,414,733.12 Outside Services 9,523,997.86 Rent 904,464.49 Administrative and General (466,098.39) Active Development Credit (69,875.33) ---------------- Total Administrative and General Expense 19,307,221.75 Taxes Other Than Income 83,515.72 Depreciation and Amortization 468,570.94 Miscellaneous Expenses 8,610.00 ---------------- Total Expenses 20,192,550.43 Interest Expense 66,020.18 ---------------- Income (Loss) Before Income Taxes (9,711,705.02) Income Taxes - (Benefit) (3,160,826.18) Provision for Deferred Income Taxes 16,208.31 ---------------- Total Income Taxes (3,144,617.87) ---------------- Net Income (Loss) $ (6,567,087.15) ================ These are interim financial statements prepared without notes. -----END PRIVACY-ENHANCED MESSAGE-----