UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 10-Q

(Mark One)

 

X

QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934

  
 

For the Quarterly Period Ended June 30, 2006March 31, 2007

 

OR

 

TRANSITION REPORT PURSUANT TO SECTION 13
OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

  
 

For the transition period from ____________ to ____________


Commission
File Number

Registrant, State of Incorporation, Address of
Principal Executive Offices, Telephone Number, and
IRS Employer Identification No.

 


Commission
File Number

Registrant, State of Incorporation, Address of
Principal Executive Offices, Telephone Number, and
IRS Employer Identification No.

1-11299

ENTERGY CORPORATION
(a Delaware corporation)
639 Loyola Avenue
New Orleans, LA 70113
Telephone (504) 576-4000
72-1229752

 

1-31508

ENTERGY MISSISSIPPI, INC.
(a Mississippi corporation)
308 East Pearl Street
Jackson, Mississippi 39201
Telephone (601) 368-5000
64-0205830

     

1-10764

ENTERGY ARKANSAS, INC.
(an Arkansas corporation)
425 West Capitol Avenue
Little Rock, Arkansas 72201
Telephone (501) 377-4000
71-0005900

 

0-5807

ENTERGY NEW ORLEANS, INC.
(a Louisiana corporation)
1600 Perdido Street, Building 529
New Orleans, Louisiana 70112
Telephone (504) 670-3620
72-0273040

     

1-27031

ENTERGY GULF STATES, INC.
(a Texas corporation)
350 Pine Street
Beaumont, Texas 77701
Telephone (409) 838-6631
74-0662730

 

1-9067

SYSTEM ENERGY RESOURCES, INC.
(an Arkansas corporation)
Echelon One
1340 Echelon Parkway
Jackson, Mississippi 39213
Telephone (601) 368-5000
72-0752777

     

1-32718

ENTERGY LOUISIANA, LLC
(a Texas limited liability company)
446 North Boulevard
Baton Rouge, LA 70802
Telephone (225) 381-5868
75-3206126

   
     

Indicate by check mark whether the registrants (1) have filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrants were required to file such reports), and (2) have been subject to such filing requirements for the past 90 days. Yesþ Noo

Yes

X

No

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, or a non-accelerated filer. See definition of "accelerated filer and large accelerated filer" in Rule 12b-2 of the Exchange Act.

 

Large
accelerated
filer

 



Accelerated filer

 


Non-accelerated filer

Entergy Corporation

Ö

    

Entergy Arkansas, Inc.

    

Ö

Entergy Gulf States, Inc.

    

Ö

Entergy Louisiana, LLC

    

Ö

Entergy Mississippi, Inc.

    

Ö

Entergy New Orleans, Inc.

    

Ö

System Energy Resources, Inc.

    

Ö

Indicate by check mark whether the registrants are shell companies (as defined in Rule 12b-2 of the Exchange Act). Yeso Noþ

Yes

No

X

Common Stock Outstanding

 

Outstanding at July 31, 2006April 30, 2007

Entergy Corporation

($0.01 par value)

208,357,426197,264,890

Entergy Corporation, Entergy Arkansas, Inc., Entergy Gulf States, Inc., Entergy Louisiana, LLC, Entergy Mississippi, Inc., Entergy New Orleans, Inc., and System Energy Resources, Inc. separately file this combined Quarterly Report on Form 10-Q. Information contained herein relating to any individual company is filed by such company on its own behalf. Each company reports herein only as to itself and makes no other representations whatsoever as to any other company. This combined Quarterly Report on Form 10-Q supplements and updates the Annual Report on Form 10-K for the calendar year ended December 31, 2005, and the Quarterly Report on Form 10-Q for the quarter ended March 31, 2006, filed by the individual registrants with the SEC, and should be read in conjunction therewith.

ENTERGY CORPORATION AND SUBSIDIARIES
INDEX TO QUARTERLY REPORT ON FORM 10-Q
June 30, 2006March 31, 2007

 

Page Number

  

Definitions

1

Entergy Corporation and Subsidiaries

 
 

Management's Financial Discussion and Analysis

 
  

Hurricane Katrina and Hurricane Rita

4

  

Results of Operations

76

  

Liquidity and Capital Resources

128

  

Significant Factors and Known Trends

1511

  

Critical Accounting Estimates

2214

New Accounting Pronouncements

14

 

Consolidated Statements of Income

2316

 

Consolidated Statements of Cash Flows

2418

 

Consolidated Balance Sheets

2620

 

Consolidated Statements of Retained Earnings, Comprehensive Income, and
Paid-In Capital

2822

 

Selected Operating Results

2923

Notes to Consolidated Financial Statements

3024

Part I. Item 4. Controls and Procedures

39

Entergy Arkansas, Inc.

 
 

Management's Financial Discussion and Analysis

 
  

Results of Operations

4340

  

Liquidity and Capital Resources

4542

  

Significant Factors and Known Trends

4743

  

Critical Accounting Estimates

4844

New Accounting Pronouncements

44

 

Income Statements

5045

 

Statements of Cash Flows

5147

 

Balance Sheets

5248

 

Selected Operating Results

5450

Entergy Gulf States, Inc.

 
 

Management's Financial Discussion and Analysis

 
  

Hurricane Rita and Hurricane Katrina

5551

  

Results of Operations

5651

  

Liquidity and Capital Resources

6053

  

Significant Factors and Known Trends

6154

  

Critical Accounting Estimates

6355

New Accounting Pronouncements

55

 

Income Statements

6456

 

Statements of Cash Flows

6557

 

Balance Sheets

6658

 

Statements of Retained Earnings and Comprehensive Income

6860

 

Selected Operating Results

6961

Entergy Louisiana, LLC

 
 

Management's Financial Discussion and Analysis

 
  

Hurricane Rita and Hurricane Katrina

7062

  

Results of Operations

7162

  

Liquidity and Capital Resources

7464

  

Significant Factors and Known Trends

7565

  

Critical Accounting Estimates

7666

New Accounting Pronouncements

66

 

Income Statements

7767

 

Statements of Cash Flows

7969

 

Balance Sheets

80

Statements of Members' Equity

82

Selected Operating Results

8370

ENTERGY CORPORATION AND SUBSIDIARIES
INDEX TO QUARTERLY REPORT ON FORM 10-Q
June 30, 2006March 31, 2007

 

Page Number

Statements of Members' Equity and Comprehensive Income

72

Selected Operating Results

73

Entergy Mississippi, Inc.

 
 

Management's Financial Discussion and Analysis

 
  

Hurricane Katrina

84

Results of Operations

8574

 

Liquidity and Capital Resources

8775

  

Significant Factors and Known Trends

8977

Critical Accounting Estimates

9077

New Accounting Pronouncements

77

 

Income Statements

9178

 

Statements of Cash Flows

9379

 

Balance Sheets

9480

 

Selected Operating Results

9682

Entergy New Orleans, Inc. (Debtor-in-possession)

 
 

Management's Financial Discussion and Analysis

 
  

Hurricane Katrina

9783

  

Bankruptcy Proceedings

9783

  

Results of Operations

9884

  

Liquidity and Capital Resources

10085

  

Significant Factors and Known Trends

10287

  

Critical Accounting Estimates

10387

New Accounting Pronouncements

87

 

Income Statements

10488

 

Statements of Cash Flows

10589

 

Balance Sheets

10690

 

Selected Operating Results

10892

System Energy Resources, Inc.

 
 

Management's Financial Discussion and Analysis

 
  

Results of Operations

10993

  

Liquidity and Capital Resources

10993

  

Significant Factors and Known Trends

11094

  

Critical Accounting Estimates

11094

New Accounting Pronouncements

94

 

Income Statements

11295

 

Statements of Cash Flows

11397

 

Balance Sheets

114

Notes to Respective Financial Statements

116

Part I, Item 4. Controls and Procedures

13098

Part II. Other Information

 
 

Item 1. Legal Proceedings

131100

 

Item 1A. Risk Factors

132100

 

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

132

Item 4. Submission of Matters to a Vote of Security Holders

132100

 

Item 5. Other Information

134100

 

Item 6. Exhibits

136103

Signature

139106

FORWARD-LOOKING INFORMATION

In this filingcombined report and from time to time, Entergy Corporation and the Registrant Subsidiaries each makes statements as a registrant concerning its expectations, beliefs, plans, objectives, goals, strategies, and future events or performance. Such statements are "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. Words such as "believes," "intends," "plans," "predicts" and "estimates" and similar expressions are intended to identify forward-looking statements but are not the only means to identify these statements. Although Entergyeach of these registrants believes that these forward-looking statements and the underlying assumptions are reasonable, it cannot provide assurance that they will prove correct. Any forward-looking statement is based on information current as of the date of this combined report and speaks only as of the date on which such statement is made. Except to the extent required by the federal securities laws, Entergy undertakesthese registrants undertake no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise.

Forward-looking statements involve a number of risks and uncertainties, and thereuncertainties. There are factors that could cause actual results to differ materially from those expressed or implied in the statements. Some offorward-looking statements, including those factors discussed or incorporated by reference in (a) Item 1A. Risk Factors in the Form 10-K, (b) Management's Financial Discussion and Analysis in the Form 10-K and in this report, and (c) the following factors (in addition to the risk factors in the Form 10-K as well as others described elsewhere in this combined report and in subsequent securities filings) include::

FORWARD-LOOKING INFORMATION (Concluded)

 

(Page left blank intentionally)

DEFINITIONS

Certain abbreviations or acronyms used in the text are defined below:

Abbreviation or Acronym

Term

AEEC

Arkansas Electric Energy Consumers

AFUDC

Allowance for Funds Used During Construction

ALJ

Administrative Law Judge

ANO 1 and 2

Units 1 and 2 of Arkansas Nuclear One Steam Electric Generating Station (nuclear), owned by Entergy Arkansas

APSC

Arkansas Public Service Commission

average contractAverage realized price per MWh or

per kW per month

Price at which generation output and/or capacity is expected to be sold to third parties, given existing contract or option exercise prices based on expected dispatch or capacity

average contract revenue per MWh

Price at which the combination of generation output and capacity are expected to be sold to third parties, given existing contract or option exercise prices based on expected dispatchRevenue per MWh billed

Board

Board of Directors of Entergy Corporation

bundled capacity and energy contractCajun

A contract for the sale of installed capacity and related energy, priced per megawatt-hour sold

capacity contract

For Non-Utility Nuclear, a contract for the sale of the installed capacity product in regional markets managed by ISO New England and the New York Independent System Operator; For Energy Commodity Services, a contract for the sale of capacity and related energy, in which capacity and energy are priced separatelyCajun Electric Power Cooperative, Inc.

capacity factor

Actual plant output divided by maximum potential plant output for the period

City Council or Council

Council of the City of New Orleans, Louisiana

CPI-U

Consumer Price Index - Urban

DOE

United States Department of Energy

domestic utility companies

Entergy Arkansas, Entergy Gulf States, Entergy Louisiana, Entergy Mississippi, and Entergy New Orleans, collectively

EITF

FASB's Emerging Issues Task Force

Energy Commodity Services

Entergy's business segment that includes Entergy-Koch, LP and Entergy's non-nuclear wholesale assets business

Entergy

Entergy Corporation and its direct and indirect subsidiaries

Entergy Corporation

Entergy Corporation, a Delaware corporation

Entergy-Koch

Entergy-Koch, LP, a joint venture equally owned by subsidiaries of Entergy and Koch Industries, Inc.

Entergy Louisiana

Entergy Louisiana Holdings, Inc. and Entergy Louisiana, LLC

EPA

United States Environmental Protection Agency

EPDC

Entergy Power Development Corporation, a wholly-owned subsidiary of Entergy Corporation

ERCOT

Electric Reliability Council of Texas

FASB

Financial Accounting Standards Board

FEMA

Federal Emergency Management Agency

FERC

Federal Energy Regulatory Commission

firm liquidated damages

Transaction that requires receipt or delivery of energy at a specified delivery point (usually at a market hub not associated with a specific asset) or settles financially on notional quantities;; if a party fails to deliver or receive energy, the defaulting party must compensate the other party as specified in the contract

1

DEFINITIONS (Continued)

Abbreviation or AcronymForm 10-K

TermAnnual Report on Form 10-K for the calendar year ended December 31, 2006 filed by Entergy Corporation and its Registrant Subsidiaries with the SEC

FSP

FASB Staff Position

Grand Gulf

Unit No. 1 of Grand Gulf Steam Electric Generating Station (nuclear), 90% owned or leased by System Energy

GWh

Gigawatt-hour(s), which equals one million kilowatt-hours

GWh billed

Total number of GWh billed to all customers

Independence

Independence Steam Electric Station (coal), owned 16% by Entergy Arkansas, 25% by Entergy Mississippi, and 7% by Entergy Power

IRS

Internal Revenue Service

ISO

Independent System Operator

kV

Kilovolt

kW

Kilowatt

1

DEFINITIONS(Continued)

Abbreviation or Acronym

Term

kWh

Kilowatt-hour(s)

LDEQ

Louisiana Department of Environmental Quality

LPSC

Louisiana Public Service Commission

Mcf

One thousand cubic feet of gas

MMBtu

One million British Thermal Units

MPSC

Mississippi Public Service Commission

MW

Megawatt(s), which equals one thousand kilowatt(s)

MWh

Megawatt-hour(s)

Nelson Unit 6

Unit No. 6 (coal) of the Nelson Steam Electric Generating Station, owned 70% by Entergy Gulf States

Net debt ratio

Gross debt less cash and cash equivalents divided by total capitalization less cash and cash equivalents

Net MW in operation

Installed capacity owned orand operated

Net revenue

Operating revenue net of fuel, fuel-related, and purchased power expenses; and other regulatory credits

Non-Utility Nuclear

Entergy's business segment that owns and operates fivesix nuclear power plants and sells electric power produced by those plants primarily to wholesale customers

NRC

Nuclear Regulatory Commission

NYPA

New York Power Authority

OASIS

Open Access Same Time Information Systems

percent of planned generation

sold forward

Percent of planned generation output sold forward under contracts, forward physical contracts, forward financial contracts, or options that may or may not require regulatory approval

planned net MW in operation

Amount of capacity to be available to generate power considering uprates planned to be completed within the calendar year

planned TWh of generation

Amount of output expected to be generated by Non-Utility Nuclear for nuclear units, or by non-nuclear wholesale assets for fossil and wind units, considering plant operating characteristics, outage schedules, and expected market conditions that impact dispatch

PPA

Purchased power agreement

production cost

Cost in $/MMBtu associated with delivering gas, excluding the cost of the gas

PRP

Potentially responsible party (a person or entity that may be responsible for remediation of environmental contamination)

PUCT

Public Utility Commission of Texas

PUHCA 1935

Public Utility Holding Company Act of 1935, as amended

PUHCA 2005

Public Utility Holding Company Act of 2005, which repealed PUHCA 1935, among other things

2

DEFINITIONS(Concluded)

Abbreviation or Acronym

Term

PURPA

Public Utility Regulatory Policies Act of 1978

Registrant Subsidiaries

Entergy Arkansas, Inc., Entergy Gulf States, Inc., Entergy Louisiana, LLC, Entergy Mississippi, Inc., Entergy New Orleans, Inc., and System Energy Resources, Inc.

Ritchie Unit 2

Unit 2 of the R.E. Ritchie Steam Electric Generating Station (gas/oil)

River Bend

River Bend Steam Electric Generating Station (nuclear), owned by Entergy Gulf States

SEC

Securities and Exchange Commission

SFAS

Statement of Financial Accounting Standards as promulgated by the FASB

SMEPA

South Mississippi Electric Power Agency, which owns a 10% interest in Grand Gulf

spark spread

Dollar difference between electricity prices per unit and natural gas prices after assuming a conversion ratio for the number of natural gas units necessary to generate one unit of electricity

System Agreement

Agreement, effective January 1, 1983, as modified, among the domestic utility companies relating to the sharing of generating capacity and other power resources

2

DEFINITIONS(Concluded)

Abbreviation or Acronym

Term

System Energy

System Energy Resources, Inc.

System Fuels

System Fuels, Inc.

TWh

Terawatt-hour(s), which equals one billion kilowatt-hours

unit-contingent

Transaction under which power is supplied from a specific generation asset; if the specified generation asset is unavailable as a result of forced or planned outage or unanticipated event or circumstance, the seller is not liable to the buyer for any damages resulting from the seller's failure to deliver power

unit-contingent with
availability guarantees

Transaction under which power is supplied from a specific generation asset; if the specified generation asset is unavailable as a result of forced or planned outage or unanticipated event or circumstance, the seller is not liable to the buyer for any damages resulting from the seller's failure to deliver power unless the actual availability over a specified period of time is below an availability threshold specified in the contract

Unit Power Sales Agreement

Agreement, dated as of June 10, 1982, as amended and approved by FERC, among Entergy Arkansas, Entergy Louisiana, Entergy Mississippi, Entergy New Orleans, and System Energy, relating to the sale of capacity and energy from System Energy's share of Grand Gulf

UK

The United Kingdom of Great Britain and Northern Ireland

Utility

Entergy's business segment that generates, transmits, distributes, and sells electric power, with a small amount of natural gas distribution

Utility operating companies

Entergy Arkansas, Entergy Gulf States, Entergy Louisiana, Entergy Mississippi, and Entergy New Orleans

Waterford 3

Unit No. 3 (nuclear) of the Waterford Steam Electric Generating Station, 100% owned or leased by Entergy Louisiana

weather-adjusted usage

Electric usage excluding the estimated effects of deviations from normal weather

White Bluff

White Bluff Steam Electric Generating Station, 57% owned by Entergy Arkansas

3

ENTERGY CORPORATION AND SUBSIDIARIES

MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS

Entergy operates primarily through two business segments: Utility and Non-Utility Nuclear.

In addition to its two primary, reportable, operating segments, Entergy also operates the Energy Commodity Services segment and the Competitive Retail Services business. Energy Commodity Services includes Entergy-Koch, LP and Entergy's non-nuclear wholesale assets business. Entergy-Koch soldThe non-nuclear wholesale assets business sells to wholesale customers the electric power produced by power plants that it owns while it focuses on improving performance and exploring sales or restructuring opportunities for its businesses in the fourth quarter of 2004 and is no longer an operating entity. In April 2006, Entergy sold the retail electric portion of the Competitive Retail Services business operating in the ERCOT region of Texas, and now reports this portion of the business as a discontinued operation. Entergy reports Energy Commodity Services and Competitive Retail Services as part of All Other in its segment disclosures.power plants.

Hurricane Katrina and Hurricane Rita

See the Form 10-K for a discussion of the effects of Hurricanes Katrina and Rita, which in August and September 2005 caused catastrophic damage to portions of the Utility's service territory in Louisiana, Mississippi, and Texas, including the effect of extensive flooding that resulted from levee breaks in and around the greater New Orleans area. Following are updates

Entergy has reached an agreement with one of its excess insurers under which Entergy will receive $69.5 million in settlement of its Hurricane Katrina claim. Entergy expects that $53.7 million of this amount will be allocated to Entergy New Orleans. Entergy New Orleans submitted the agreement to the discussion inbankruptcy court, which approved the Form 10-K.agreement on April 25, 2007. Entergy expects to receive the proceeds under the settlement agreement by the end of May 2007.

Community Development Block Grants (CDBG)

As discussed inSee the Form 10-K for a federaldiscussion of the Katrina Relief Bill, a hurricane aid package became law that includes funding for$11.5 billion in Community Development Block Grants (CDBG)(for the states affected by Hurricanes Katrina, Rita, and Wilma) that allows state and local leaders to fund individual recovery priorities. The law permits funding for infrastructure restoration. It is uncertain how much funding, if any, will be designated for utility reconstruction and the timing of such decisions is also uncertain. The U.S. Department of Housing and Urban Development has allocated approximately $10.4 billion for Louisiana, $5.1 billion for Mississippi, and $74 million for Texas, with an additional $1 billion approved by Congress but not yet allocated to the states. The states, in turn, will administer the grants. Entergy is currently preparing applications to seek CDBG funding.

In March 2006,2007, the City Council certified that Entergy New Orleans has incurred $205 million in storm-related costs through December 2006 that are eligible for CDBG funding under the state action plan, and certified Entergy Louisiana, and Entergy Gulf States-Louisiana provided justification statements to state and local officials. The statements, which will be reviewed by the Louisiana Recovery Authority, include theNew Orleans' estimated costs of Hurricanes Katrina and Rita damage, as well as$465 million for the gas system rebuild. In April 2007, Entergy New Orleans a lost customer base component intendedexecuted an agreement with the Louisiana Office of Community Development under which $200 million of CDBG funds will be made available to help offset the need for storm-related rate increases. The statements include justification for requests for CDBG funding of $718 million byEntergy New Orleans. Entergy New Orleans $472 million bysubmitted the agreement to the bankruptcy court, which approved it on April 25, 2007. Entergy Louisiana, and $164 million by Entergy Gulf States-Louisiana. As discussed further below, in June 2006 Entergy Mississippi filed a request with the Mississippi Development Authority for $89New Orleans received $171.7 million of CDBG funding for reimbursement of its Hurricane Katrina infrastructure restorationthe funds on April 27, 2007, and the remainder will be paid to Entergy New Orleans as it incurs and submits additional eligible costs.

Storm Costs Recovery Filings with Retail Regulators

On July 31, 2006, Entergy Louisiana and Entergy Gulf States filed a supplemental and amending storm cost recovery application with the LPSC, in which Entergy Louisiana and Entergy Gulf States requested that the LPSC (1) review Entergy Louisiana's and Entergy Gulf States' testimony and exhibits relating to the costs associated with Hurricanes Katrina and Rita, and declare that those verified, actual storm-related costs through May 31, 2006 are $466.8 million for Entergy Louisiana and $200.3 million for Entergy Gulf States in the Louisiana jurisdiction and that

4

those costs were prudently incurred; (2) declare that the annual revenue requirements associated with the recovery of those costs, based on a ten-year levelized rate are $54.4 million for Entergy Louisiana and $26.2 million for Entergy Gulf States; (3) authorize Entergy Louisiana and Entergy Gulf States to recover the costs through Storm Cost Recovery Riders (SCRRs) proposed by Entergy Louisiana and Entergy Gulf States; (4) declare that the storm costs incurred subsequent to May 31, 2006 are to be filed by Entergy Louisiana and Entergy Gulf States with the LPSC on an annual basis in connection with their annual formula rate plan (FRP) filings, and that the SCRRs be adjusted annually to reflect such costs and any insurance proceeds or CDBG funds actually received, with the adjusted amounts to be collected through the SCRRs to take effect contemporaneous with the effective date of rate changes under the FRP; (5) declare that the storm-related costs incurred by Entergy Louisiana an d Entergy Gulf States meet the conditions set forth in the FRP for exclusion from the sharing provisions in those FRPs and authorize the permanent recovery of storm costs outside of the FRPs adopted by the LPSC for Entergy Louisiana and Entergy Gulf States; and (6) authorize the funding of a storm reserve through securitization sufficient to fund a storm cost reserve of $132 million for Entergy Louisiana and $81 million for Entergy Gulf States. Hearings on the application are scheduled for the first quarter 2007.

In July 2006, Entergy Gulf States filed an application with the PUCT with respect to the $393.2 million of Hurricane Rita reconstruction costs incurred in its Texas retail jurisdiction through March 31, 2006. The filing asks the PUCT to determine that $393.2 million is the amount of reasonable and necessary hurricane reconstruction costs eligible for securitization and recovery, approve the recovery of carrying costs, and approve the manner in which Entergy Gulf States-Texas allocates those costs among its retail customer classes.  If approved, Entergy Gulf States' application will ultimately affect all its retail customers in Texas. Entergy Gulf States' filing does not request recovery of costs through a specific rider on customer bills or through any other means at this time. The hearing before the PUCT on the filing is scheduled for November 2006. This is the first of two filings authorized by a law passed earlier this year in a special session of the Texas Legislature. A second filing will request securitization and recovery of the eligible costs through retail rates and tariffs. Entergy Gulf States expects to make the second filing following the conclusion of the reconstruction cost case.

As discussed in the Form 10-K, in December 2005, Entergy Mississippi filed with the MPSC a Notice of Intent to change rates by implementing a Storm Damage Rider to recover storm damage restoration costs associated with Hurricanes Katrina and Rita totaling approximately $84 million as of November 30, 2005.  In February 2006, Entergy Mississippi filed an Application for an Accounting Order seeking certification by the MPSC of Entergy Mississippi's estimated $36 million of storm restoration costs not included in the December 2005 filing. In March 2006, the Governor signed a law that established a mechanism by which the MPSC may authorize and certify an electric utility financing order and the state may issue general obligation bonds to pay the costs of repairing damage caused by Hurricane Katrina to the systems of investor-owned electric utilities.  Because of the passage of this law and the possibility of Entergy Mississippi obtaining CDBG funds for Hurricane Katrina stor m restoration costs, in March 2006, the MPSC issued an order approving a Joint Stipulation between Entergy Mississippi and the Mississippi Public Utilities Staff that provided for the review of Entergy Mississippi's total storm restoration costs in the Application for an Accounting Order proceeding.  The Stipulation stated that the procedural schedule of the December 2005 Notice of Intent filing should be suspended until the MPSC issues a final order in the Application for an Accounting Order proceeding. 

In June 2006, the MPSC issued an order certifying Entergy Mississippi's Hurricane Katrina restoration costs incurred through March 31, 2006 of $89 million, net of estimated insurance proceeds. Two days later Entergy Mississippi filed a request with the Mississippi Development Authority for $89 million of CDBG funding for reimbursement of its infrastructure restoration costs. Entergy Mississippi also filed a Petition for Financing Order with the MPSC for authorization of state general obligation bond financing of $169 million for Hurricane Katrina restoration costs and future storm costs. The $169 million amount includes Hurricane Katrina restoration costs plus $80 million to build Entergy Mississippi's storm damage reserve for the future. The amount financed through the bonds will be reduced dollar for dollar by any CDBG funds that Entergy Mississippi receives. Pursuant to the legislation, the MPSC must issue a financing order by the end of October 2006.

5

See State and Local Rate Regulationbelow for a discussion of Entergy New Orleans' filings with the City Council directed at recovery of its storm costs.

Insurance Recovery

As discussed more fully in the Form 10-K, Entergy estimates that its net insurance recoveries for the losses caused by Hurricanes Katrina and Rita will be approximately $382 million. Entergy has received $15 million thus far on its insurance claims, as it continues working towards insurance payment of its covered losses.

Entergy New Orleans Bankruptcy

See the Form 10-K for a discussion of the Entergy New Orleans bankruptcy proceeding. Following is an update to the discussion in the Form 10-K. In April 2006,On May 7, 2007, the bankruptcy judge extended the exclusivity period for filing aentered an order confirming Entergy New Orleans' plan of reorganization. With the receipt of CDBG funds, and the agreement on insurance recovery with one of its excess insurers, Entergy New Orleans waived the conditions precedent in its plan of reorganization, and the plan became effective on May 8, 2007.

4

Following are significant terms in Entergy New Orleans' plan of reorganization:

Entergy New Orleans currently estimates that the prepetition claims that will be allowed and paid (either in cash or by notes) in the bankruptcy case will approximate the prepetition liabilities currently recorded by Entergy New Orleans, including interest.

With confirmation of the plan of reorganization, Entergy expects to August 21, 2006.reconsolidate Entergy New Orleans has filed another motion to extend the exclusivity period for filing its plan of reorganization, requesting that the deadline be extended an additional 120 days until December 19, 2006. The court entered an order extending the August 21, 2006 date for Entergy New Orleans' exclusive right to file a plan of reorganization until the court can hear and rule on Entergy New Orleans' motion to extend, which was set for hearing on September 18, 2006. In order to file a plan of reorganization no later than December 2006, Entergy New Orleans believes that it needs resolution of its June 2006 formula rate plan and storm rider filings and commitme nt on timing and amount of CDBG funds. If the motion to extend is granted, Entergy New Orleans will have the exclusive right to file its plan of reorganization until December 19, 2006, and will have until February 15, 2007 to obtain acceptances of its plan by each class of impaired creditors.

In addition, the bankruptcy judge had set a date of April 19, 2006 by which creditors with prepetition claims against Entergy New Orleans must, with certain exceptions, file their proofs of claim in the bankruptcy case. Approximately 500 claims have been filed thus far in Entergy New Orleans' bankruptcy proceeding. Entergy New Orleans is currently analyzing the accuracy and validity of the claims filed, and has begun seeking withdrawal or modification of claims or objecting to claims with which it disagrees.

Since the filing of the bankruptcy proceedings, Entergy New Orleans has not been able to declare and pay dividends on its 4.75% preferred stock for three quarters. As discussed further in the Form 10-K, if dividends with respect to the 4.75% preferred stock are not paid for four quarters, the holders of these shares would have the right to elect a majority of the Entergy New Orleans board of directors.  Entergy New Orleans filed a motion in the bankruptcy court seeking authority to recommence paying dividends to the holders of the 4.75% preferred shares. After a hearing on the motion on May 3, 2006, the court granted Entergy New Orleans the authority to pay dividends to the holders of the 4.75% preferred shares, beginning with the dividend due on July 1, 2006, and thereafter, unless objections are filed by creditors forty-five days in advance of a dividend payment date. If any objections are filed, the matter would be heard by the bankruptcy court. En tergy New Orleans declared and paid the dividend due on July 1, 2006, and intends to declare and pay the dividends on the 4.75% preferred shares eachsecond quarter pending resolution of its plan of reorganization.

Municipalization is one potential outcome of Entergy New Orleans' recovery effort. In June 2006 Louisiana passed a law that establishes a governance structure for a public power authority, if municipalization of Entergy New Orleans' utility business is pursued.

As discussed in the Form 10-K, as a result of the Entergy New Orleans bankruptcy proceeding, Entergy deconsolidated Entergy New Orleans for financial reporting purposes2007, retroactive to January 1, 2005.2007. Because Entergy owns all of the common stock of Entergy New Orleans, this changereconsolidation will not affect the amount of net income that Entergy records resulting from Entergy New Orleans' operations for any current or prior period, but will result in Entergy New Orleans' net income or loss being presented as "Equity in earnings of unconsolidated equity affiliates" rather than its results being included in each individual income statement line item in 2007, rather than just its net income being presented as is"Equity in earnings (loss) of unconsolidated equity affiliates," as will remain the case for periods prior to 2005.2005 and 2006.

5

6

Results of Operations

Second Quarter 2006 Compared to Second Quarter 2005

Following are income statement variances for Utility, Non-Utility Nuclear, Parent & Other, business segments, and Entergy comparing the secondfirst quarter 20062007 to the secondfirst quarter 20052006 showing how much the line item increased or (decreased) in comparison to the prior period:

 


Utility

 

Non-Utility
Nuclear

 

Parent & Other


Entergy

 


Utility

 

Non-Utility
Nuclear

 

Parent & Other (1)


Entergy

(In Thousands)

(In Thousands)

2nd Quarter 2005 Consolidated Net Income

 

$217,260  

 

$58,277  

 

$17,011  

$292,548 

 

 

 

 

 

 

Net revenue (operating revenue less fuel
expense, purchased power, and other
regulatory credits - net)

 



(38,406)



17,693 



19,697 



(1,016)

2006 Consolidated Net Income

 

$119,752 

 

$81,530 

 

($7,654)

$193,628 

Net revenue (operating revenue less fuel
expense, purchased power, and other
regulatory charges/credits)

 



34,212 



72,267 



(26,998)



79,481 

Other operation and maintenance expenses

 

(1,957)

10,196 

6,260 

14,499 

 

26,208 

(3,459)

(11,210)

11,539 

Taxes other than income taxes

 

(2,164)

(741)

(981)

(3,886)

 

6,680 

(1,270)

4,161 

9,571 

Depreciation

 

11,754 

1,958 

(189)

13,523 

 

17,413 

1,146 

384 

18,943 

Other income

 

7,721 

4,822 

(12,672)

(129)

 

9,900 

(442)

7,101 

16,559 

Interest charges

 

10,107 

(2,857)

12,190 

19,440 

 

5,848 

(5,163)

10,080 

10,765 

Other expenses

 

610 

2,504 

17 

3,131 

Discontinued operations (net-of-tax)

 

15,932 

15,932 

Other expenses and discontinued operations

 

1,058 

2,112 

(2,238)

932 

Income taxes

 

(38,317)

6,353 

3,016 

(28,948)

 

2,207 

31,819 

(8,303)

25,723 

2nd Quarter 2006 Consolidated Net Income

 

$206,542  

 

$63,379  

 

$19,655  

$289,576  

2007 Consolidated Net Income

 

$104,450 

 

$128,170 

 

($20,425)

$212,195 

(1)

Parent & Other includes eliminations, which are primarily intersegment activity.

Refer to "ENTERGY CORPORATION AND SUBSIDIARIES -SELECTED OPERATING RESULTS" for further information with respect to Utility operating statistics.

Net Revenue

Utility

Following is an analysis of the change in net revenue which is Entergy's measure of gross margin, comparing the secondfirst quarter of 20062007 to the secondfirst quarter of 2005.2006.

  

 

Amount

  

 

(In Millions)

 

 

 

2nd Quarter 20052006 net revenue

 

$1,114.2 

Price applied to unbilled electric sales

(100.4)924.2 

Volume/weather

 

26.568.1 

Base revenues/Attala cost deferralrevenues

 

18.9 26.8 

Pass-through rider revenue

8.5 

Net wholesale revenue

(19.0)

Fuel recovery

 

15.8 (25.6)

Purchased power capacity

(37.2)

Other

 

0.812.6 

2nd Quarter 20062007 net revenue

 

$1,075.8958.4 

The price applied to unbilled sales variance is due to the exclusion in 2006 of the fuel cost component in the calculation of the price applied to unbilled sales. Effective January 1, 2006, the fuel cost component is no longer included in the unbilled revenue calculation at Entergy Louisiana and the Louisiana jurisdiction at Entergy Gulf States, which is in accordance with regulatory treatment. Entergy expects that the effect of this factor will be less for its annual results for 2006. See "MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS -Critical Accounting Estimates" herein.

7

6

The volume/weather variance resulted primarily from more favorable weather in the second quarter of 2006 compared to the second quarter of 2005 in addition to an increase in weather-adjusted usage. Billedincreased electricity usage, including increased a total of 801 GWh in the residential and commercial sectors and decreased 87 GWh in the industrial sector. The increase was partially offset by decreased usage during the unbilled period.sales period and more favorable weather compared to the same period in 2006. Billed usage increased by a total of 1,015 GWh, an increase of 5%. See Note 1 to the financial statements in the Form 10-K for a discussion of the accounting for unbilled revenues.

The base revenues variance resulted primarily from rate increases primarily at Entergy Gulf States in the Louisiana jurisdiction effective October 2005September 2006 for the 20042005 formula rate plan filing to recover LPSC-approved incremental deferred and ongoing purchased power capacity costs and for the annual revenue requirement relatedinterim recovery of storm costs. The formula rate plan filing is discussed in Note 2 to the purchase of power from the Perryville generating station, and increases at Entergy Gulf Statesfinancial statements in the Texas jurisdiction relatedForm 10-K.

The pass-through rider revenue variance is due to a change in 2006 in the accounting for city franchise tax revenues in Arkansas as directed by the APSC. The change results in an incremental purchased capacity recoveryincrease in rider that beganrevenue with a corresponding increase in December 2005 and a transition to competition rider that began in March 2006. The Attala cost deferral variance resulted from deferred under-recovered Attala power plant costs at Entergy Mississippi that will be recovered through the power management rider. The net income effect of the Attala cost deferral is partially offset by Attala costs in other operation and maintenance expenses, depreciation expense, and taxes other than income taxes.taxes, resulting in no effect on net income.

The net wholesale revenue variance is primarily due to decreased results from wholesale contracts and lower wholesale prices.

The fuel recovery variance resulted primarily from the under-recovery in 2005adjustments of fuel costs from retail customersclause recoveries in addition to increased fuel cost recoverythe first quarter of 2006 in 2006Entergy Gulf States' Louisiana jurisdiction and a reserve for potential rate refunds in the first quarter of 2007 in Entergy Gulf States' Texas jurisdiction as a result of speciala PUCT ruling related to the application of past PUCT rulings addressing transition to competition in Texas.

The purchased power capacity variance is due to higher capacity charges and new purchased power contracts that began in mid-2006. A portion of the variance is due to the amortization of deferred capacity costs and is offset in base revenues due to base rate contracts.increases implemented to recover incremental deferred and ongoing purchased power capacity charges at Entergy Louisiana, as discussed above.

Non-Utility Nuclear

Net revenue increased for Non-Utility Nuclear primarily due to higher pricing in its contracts to sell power. Also contributing to the increase in revenues was increased generation in 2006 due to a power, uprate completed since the second quarter of 2005, partially offset by the effect of refueling outages on available generation output. The total number of refueling days was essentially the same in the second quarter of 2006 compared to the second quarter of 2005. However, the outage in the second quarter of 2006 was at a larger unit, Indian Point 2, while most of the outage days in the second quarter of 2005 were at a smaller unit, Pilgrim. Following are key performance measures for Non-Utility Nuclear for the second quarters of 2006 and 2005:

 

 

2006

 

2005

 

 

 

 

 

Net MW in operation at June 30

 

4,200

 

4,105

Average realized price per MWh

 

$43.93

 

$42.63

Generation in GWh for the quarter

 

8,249

 

8,156

Capacity factor for the quarter

 

90%

 

91%

Parent & Other

Net revenue increased for Parent & Other primarily due to the $14.1 million gain ($8.6 million net-of-tax) realized on the sale of the non-nuclear wholesale asset business' remaining interest in a power development project.

Other Operation and Maintenance Expenses

Other operation and maintenance expenses increased for Non-Utility Nuclear from $145 million for the second quarter of 2005 to $155 million for the second quarter of 2006 primarily due to higher refueling outage expenses.

Interest Charges

Interest charges increased for the Utility and Parent & Other primarily due to additional borrowing to fund the significant storm restoration costs associated with Hurricanes Katrina and Rita.

8

Discontinued Operations

Income from discontinued operations increased primarily due to the $17.1 million gain (net-of-tax) on the sale of the retail electric portion of the Competitive Retail Services business operating in the ERCOT region of Texas.

Income Taxes

The effective income tax rates for the second quarters of 2006 and 2005 were 31.0% and 33.9%, respectively. The difference in the effective income tax rate for the second quarter of 2006 versus the federal statutory rate of 35.0% is primarily due to the recognition of an income tax benefit related to ANO 1 steam generator removal cost and the favorable resolution of a tax audit issue, partially offset by state income taxes. The difference in the effective income tax rate for the second quarter of 2005 versus the federal statutory rate of 35.0% is primarily due to tax benefits from the American Jobs Creation Act of 2004 and investment tax credit amortization, partially offset by state income taxes and book and tax differences on utility plant items.

Six Months Ended June 30, 2006 Compared to Six Months Ended June 30, 2005

Following are income statement variances for Utility, Non-Utility Nuclear, Parent & Other business segments, and Entergy comparing the six months ended June 30, 2006 to the six months ended June 30, 2005 showing how much the line item increased or (decreased) in comparison to the prior period:

 


Utility

 

Non-Utility
Nuclear

 

Parent & Other


Entergy

(In Thousands) 

2005 Consolidated Net Income

 

$313,286 

 

$136,242 

 

$21,399 

$470,927 

Net revenue (operating revenue less fuel
  expense, purchased power, and other
  regulatory credits - net)

 



27,066 



54,883 



29,951 



111,900 

Other operation and maintenance expenses

 

11,147 

17,995 

11,147 

40,289 

Taxes other than income taxes

 

4,643 

4,079 

114 

8,836 

Depreciation

 

1,866 

2,176 

(651)

3,391 

Other income

 

20,475 

(14,898)

(21,492)

(15,915)

Interest charges

 

15,001 

(3,349)

25,008 

36,660 

Other expenses

 

1,562 

2,316 

31 

3,909 

Discontinued operations (net-of-tax)

 

15,056 

15,056 

Income taxes

 

(6,869)

8,102 

(3,593)

(2,360)

2006 Consolidated Net Income

 

$333,477 

 

$144,908 

 

$12,858 

$491,243 

Refer to "ENTERGY CORPORATION AND SUBSIDIARIES -SELECTED OPERATING RESULTS" for further information with respect to Utility operating statistics.

9

Net Revenue

Utility

Following is an analysis of the change in net revenue, which is Entergy's measure of gross margin, comparing the six months ended June 30, 2006 to the six months ended June 30, 2005.

Amount

(In Millions)

2005 net revenue

$1,972.9 

Base revenues/Attala cost deferral

46.5 

Fuel recovery

32.7 

Volume/weather

18.0 

Transmission revenue

11.9 

Storm cost recovery

 7.3 

Price applied to unbilled electric sales

 (95.8)

Other

 6.5 

2006 net revenue

$2,000.0 

The base revenues variance resulted primarily from increases at Entergy Gulf States in the Louisiana jurisdiction effective October 2005 for the 2004 formula rate plan filing and the annual revenue requirement related to the purchase of power from the Perryville generating station, and increases at Entergy Gulf States in the Texas jurisdiction related to an incremental purchased capacity recovery rider that began in December 2005 and a transition to competition rider that began in March 2006. The Attala cost deferral variance resulted from deferred under-recovered Attala power plant costs at Entergy Mississippi that will be recovered through the power management rider. The net income effect of the Attala cost deferral is partially offset by Attala costs in other operation and maintenance expenses, depreciation expense, and taxes other than income taxes.

The fuel recovery variance resulted primarily from adjustments of fuel clause recoveries in Entergy Gulf States' Louisiana jurisdiction, the under-recovery in 2005 of fuel costs from retail customers, and increased recovery in 2006 of fuel costsreduced production as a result of special rate contracts. The increase was partially offset by the Entergy Arkansas energy cost recovery true-up madea refueling outage in the first quarter of 2005.

The volume/weather variance resulted primarily from increased usage, including the effect of weather on billed sales, compared to the same period in 2006. Billed usage increased a total of 657 GWh2007. There were no refueling outages in the residential and commercial sectors and decreased 486 GWh in the industrial sector. The increase was partially offset by decreased usage during the unbilled period.

The transmission revenue variance is primarily due to new transmission customers in 2006. Also contributing to the increase was an increase in rates effective June 2006.

The storm cost recovery variance is due to the return earned on the interim recoveryfirst quarter of storm-related costs at Entergy Louisiana and the Louisiana jurisdiction of Entergy Gulf States as allowed by the LPSC effective March 2006.

The price applied to unbilled sales variance is due to the exclusion in 2006 of the fuel cost component in the calculation of the price applied to unbilled sales. Effective January 1, 2006, the fuel cost component is no longer included in the unbilled revenue calculation at Entergy Louisiana and the Louisiana jurisdiction at Entergy Gulf States, which is in accordance with regulatory treatment. Entergy expects that the effect of this factor will be less for its annual results for 2006. See "MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS -Critical Accounting Estimates" herein.

10

Non-Utility Nuclear

Net revenue increased for Non-Utility Nuclear primarily due to higher pricing in its contracts to sell power. Also contributing to the increase in revenues was increased generation in 2006 due to power uprates at certain plants completed in 2005 and 2006 and fewer refueling outages in 2006. Following are key performance measures for Non-Utility Nuclear for the six months ended June 30, 2006first quarters of 2007 and 2005:2006:

 

 

2006

 

2005

 

 

 

 

 

Net MW in operation at June 30

 

4,200

 

4,105

Average realized price per MWh

 

$44.16

 

$42.09

Generation in GWh for the period

 

16,990

 

16,422

Capacity factor for the period

 

94%

 

92%

 

 

2007

 

2006

 

 

 

 

 

Net MW in operation at March 31

 

4,200

 

4,135

Average realized price per MWh

 

$55.11

 

$44.28

GWh billed

 

8,315

 

8,763

Capacity factor

 

90.5%

 

97.1%

Parent & Other

Net revenue increaseddecreased for Parent & Other primarily due to lower production as a result of an additional plant outage in the $14.1 million gain ($8.6 million net-of-tax) realized onfirst quarter 2007 compared to the sale of the non-nuclear wholesale asset business' remaining interestsame period in a power development project.2006.

7

Other Operation and Maintenance Expenses

Utility

Other operation and maintenance expenses increased from $359 million for the Utility from $750first quarter of 2006 to $385 million in 2005 to $761 million in 2006for the first quarter of 2007 primarily due to the following:to:

The increase was partially offset by a decrease of $10 million in benefits and payroll costs and a decrease of $10 million in distribution costs, including lower planned spending for vegetation maintenance.

Parent & Other

Other operation and maintenance expenses increaseddecreased from $20 million for Non-Utility Nuclear from $288the first quarter of 2006 to $9 million in 2005 to $306 million in 2006for the first quarter of 2007 primarily due to higher refueling outage expenses.restoration expenses at the Harrison County plant incurred in the first quarter of 2006.

Other Income

Other incomeUtility

Depreciation and amortization expenses increased from $186 million for the Utility from $59first quarter of 2006 to $203 million in 2005 to $79 million in 2006for the first quarter of 2007 primarily due to an increase in interest income recorded on the deferred fuel costs balance. plant in service.

Other income decreasedincreased from $43 million for Non-Utility Nuclear from $48the first quarter of 2006 to $53 million in 2005 to $33 million in 2006for the first quarter of 2007 primarily due to miscellaneous income of $26 million in 2005 resulting from a reduction in the decommissioning liability for a plant in conjunction with a new decommissioning cost study. The decrease for Non-Utility Nuclear was partially offset by an increase of $5 million in interest income. The decrease in other income for Parent & Other was primarily due to a decrease in interest income and the proceeds in 2005 from the sale of SO2 allowances.carrying charges on storm costs.

Interest Charges

Interest charges increased for the Utility and Parent & Other primarily due to additional borrowing to fund the significant storm restoration costs associated with Hurricanes Katrina and Rita.

11

Discontinued Operations

Income from discontinued operations increased primarily due to the $17.1 million gain (net-of-tax) on the sale of the retail electric portion of the Competitive Retail Services business operating in the ERCOT region of Texas.

Income Taxes

The effective income tax rates for the six months ended June 30,first quarters of 2007 and 2006 were 39.9% and 2005 were 33.5% and 33.9%36.8%, respectively. The difference in the effective income tax rate for the six months ended June 30, 2006 versus the federal statutory rate of 35.0%35% for the first quarter of 2007 is primarily due to the recognition of anbook and tax timing differences for utility plant items and state income tax benefit related to ANO 1 steam generator removal cost and the favorable resolution of a tax audit issue,taxes, partially offset by state income taxes. The difference in the effective income tax rate for the six months ended June 30, 2005 versus the federal statutory rate of 35.0% is primarily due to tax benefits from the American Jobs Creation Act of 2004, investment tax credit amortization, and a downward revision in the estimate of federal income tax expense related to tax depreciation. These factors were partially offset by state income taxes and book and tax differences on utility plant items.related to the allowance for equity funds used during construction and the amortization of investment tax credits.

Liquidity and Capital Resources

See "MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS -Liquidity and Capital Resources" in the Form 10-K for a discussion of Entergy's capital structure, capital expenditure plans and other uses of capital, and sources of capital. Following are updates to that discussion.

Debtor-in-Possession Credit Facility

See the Form 10-K for a discussion of the Entergy New Orleans debtor-in-possession (DIP) credit facility between Entergy New Orleans as borrower and Entergy Corporation as lender. Following is an update to that discussion.

As discussed in the Form 10-K, the bankruptcy court issued its order in December 2005 giving final approval for the $200 million DIP credit facility, and the indenture trustee for Entergy New Orleans' first mortgage bonds appealed the order. On March 29, 2006 the bankruptcy court approved a settlement among Entergy New Orleans, Entergy Corporation, and the indenture trustee, and the indenture trustee dismissed its appeal. As of June 30, 2006, Entergy New Orleans had approximately $40 million of outstanding borrowings under the DIP credit facility.

As discussed in the Form 10-K, borrowings under the DIP credit facility are due in full, and the agreement will terminate, at the earliest of several times or events, including August 23, 2006. Entergy and Entergy New Orleans have agreed to an amendment to the DIP credit agreement that extends the August 23, 2006 maturity date to August 23, 2007, and this amendment is subject to bankruptcy court approval. Entergy New Orleans has filed a motion with the bankruptcy court to authorize Entergy New Orleans to enter into the amendment, which is set for hearing August 16, 2006.8

Capital Structure

Entergy's capitalization is balanced between equity and debt, as shown in the following table. The increase in the debt to capital percentage from 2006 to 2007 is the result of additional borrowings under Entergy Corporation's revolving credit facilities, along with a decrease in shareholders' equity primarily due to repurchases of common stock.

 

June 30,
2006

 

December 31,
2005

 

March 31,
2007

 

December 31,
2006

 

 

 

 

 

 

 

 

Net debt to net capital

 

50.3%

 

51.5%

 

51.8%

 

49.4%

Effect of subtracting cash from debt

 

2.1%

 

1.6%

 

2.9%

 

2.9%

Debt to capital

 

52.4%

 

53.1%

 

54.7%

 

52.3%

12

Net debt consists of debt less cash and cash equivalents. Debt consists of notes payable, capital lease obligations, preferred stock with sinking fund, and long-term debt, including the currently maturing portion. Capital consists of debt, common shareholders' equity, and preferred stock without sinking fund. Net capital consists of capital less cash and cash equivalents. Entergy uses the net debt to net capital ratio in analyzing its financial condition and believes it provides useful information to its investors and creditors in evaluating Entergy's financial condition.

As discussed in the Form 10-K, Entergy Corporation has in place two separate revolving credit facilities, a five-year credit facility and a three-year credit facility. The five-year credit facility expires in May 2010 and the three-year facility expires in December 2008. Entergy canCorporation also has the ability to issue letters of credit against the total borrowing capacity of both the three-year and the five-year credit facilities. Following is a summary of the borrowings outstanding and capacity available under these facilities as of June 30, 2006:March 31, 2007:


Facility

 


Capacity

 


Borrowings

 

Letters
of Credit

 

Capacity
Available

  

(In Millions)

         

5-Year Facility

 

$2,000 

 

$805 

 

$144 

 

$1,051

3-Year Facility

 

$1,500 

 

$- 

 

$-  

 

$1,500

Entergy Arkansas, Entergy Gulf States, and Entergy Mississippi each have credit facilities available as of June 30, 2006 as follows:


Company


Expiration Date

Amount of
Facility

Amount Drawn as of
June 30, 2006

Entergy Arkansas

April 2007

$85 million

-

Entergy Gulf States

February 2011

$25 million (a)

-

Entergy Mississippi

May 2007

$30 million (b)

-

Entergy Mississippi

May 2007

$20 million (b)

-

(a)

The credit facility allows Entergy Gulf States to issue letters of credit against the borrowing capacity of the facility. As of June 30, 2006, $1.4 million in letters of credit had been issued.

(b)

Borrowings under the Entergy Mississippi facilities may be secured by a security interest in its accounts receivable.


Facility

 


Capacity

 


Borrowings

 

Letters
of Credit

 

Capacity
Available

  

(In Millions)

         

5-Year Facility

 

$2,000 

 

$895 

 

$79 

 

$1,026

3-Year Facility

 

$1,500 

 

$540 

 

$-  

 

$960

See Note 4 to the consolidated financial statements for additional discussion of Entergy's credit facilities.facilities, and see Part II, Item 5 for an update of the borrowings outstanding as of May 8, 2007.

Capital Expenditure Plans and Other Uses of Capital

See the table in the Form 10-K under "MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS -Liquidity and Capital Resources - Capital Expenditure Plans and Other Uses of Capital," which sets forth the amounts of planned construction and other capital investments by operating segment for 20062007 through 2008. Following is an update to that discussion:2009.

In July 2006,April 2007, Entergy's Non-Utility Nuclear business reached an agreement to purchase Consumers Energy Company'spurchased the 798 MW Palisades nuclear energy plant located near South Haven, Michigan from Consumers Energy Company for a cash payment of $380 million. Entergy received the plant, nuclear fuel, inventories, and other assets. The liability to decommission the plant, as well as related decommissioning trust funds of approximately $250 million, was also transferred to Entergy's Non-Utility Nuclear business. Entergy's Non-Utility Nuclear business will acquire the plant, nuclear fuel, and other assets. In the near-term, Entergy intends to finance the acquisition through borrowings from Entergy Corporation's revolving credit facilities. As part of the purchase, Entergy's Non-Utility Nuclear business also executed a unit contingent, 15-year purchased power agreement (PPA) with Consumers Energy for 100% of the plant's output. Entergy's Non-Utility Nuclear business will assume responsibility for eventual decommissioning ofoutput, excluding any future uprates. Prices under the plant. Consumers Energy will retain $200 million ofPPA range from $43.50/MWh in 2007 to $61.50/MWh in 2022, and the current $566 million Palisades decommissioning trust fund balance, and Entergy may return an additional approximately $100 million ofaverage price under the trust fund to Consumers Energy depending upon a pending tax ruling.PPA is $51/MWh. In the first quarter 2007, the NRC renewed Palisades' operating license until 2031. Also as pa rtpart of the transaction, Consumers Energy will paypaid Entergy's Non-Utility Nuclear business $30 million to acceptassume responsibility for spent fuel at the

13

decommissioned Big Rock Point nuclear plant, which is located near Charlevoix, Michigan. Management

9

In April 2007, Entergy Louisiana announced that it plans to pursue the self-build solid fuel repowering of a 538MW unit at its Little Gypsy plant.  Petroleum coke will be the unit's primary fuel source.  Entergy Louisiana expects to closespend $1.02 billion on the transactionproject, and expects the project to be completed in 2011-2012.The planned capital investment estimate in the first quarter 2007, pendingForm 10-K included the approvalscapital required for a project of this type.

Debtor-in-Possession Credit Agreement

See the Form 10-K for a discussion of the NRC,Entergy New Orleans debtor-in-possession (DIP) credit facility between Entergy New Orleans as borrower and Entergy Corporation as lender. As of March 31, 2007, Entergy New Orleans had $42 million of outstanding borrowings under the FERC,DIP credit agreement. During April 2007, at the Michigan Public Service Commission,same time that it made a scheduled pension plan contribution, Entergy New Orleans borrowed under the DIP credit agreement, and other regulatory agencies.on May 8, 2007 had $67 million of outstanding borrowings under the DIP credit agreement.

Cash Flow Activity

As shown in Entergy's Statements of Cash Flows, cash flows for the sixthree months ended June 30,March 31, 2007 and 2006 and 2005 were as follows:

 

2006

 

2005

 

2007

 

2006

 

(In Millions)

 

(In Millions)

 

 

 

 

 

 

 

 

Cash and cash equivalents at beginning of period

Cash and cash equivalents at beginning of period

 

$583 

 

$620 

Cash and cash equivalents at beginning of period

 

$1,016 

 

$583 

 

 

 

 

 

 

 

 

Effect of deconsolidating Entergy New Orleans in 2005

(8)

Cash flow provided by (used in):

Cash flow provided by (used in):

 

 

 

 

Cash flow provided by (used in):

 

 

 

 

Operating activities

 

 1,480 

 

773 

Operating activities

 

476 

 

1,012 

Investing activities

 

(1,054)

 

(674)

Investing activities

 

(253)

 

(859)

Financing activities

 

(279)

 

(104)

Financing activities

 

(159)

 

16 

Effect of exchange rates on cash and cash equivalents

(1)

Net increase (decrease) in cash and cash equivalents

 

146 

 

(5)

Net increase in cash and cash equivalents

Net increase in cash and cash equivalents

 

64 

 

169 

 

 

 

 

 

 

 

 

Cash and cash equivalents at end of period

Cash and cash equivalents at end of period

 

$729 

 

$607 

Cash and cash equivalents at end of period

 

$1,080 

 

$752 

Operating Activities

Entergy's cash flow provided by operating activities increaseddecreased by $707$536 million for the sixthree months ended June 30, 2006March 31, 2007 compared to the sixthree months ended June 30, 2005 primarily due to the following activity:March 31, 2006. Following are cash flows from operating activities by segment:

Entergy Corporation received a $344 million income tax refund in 2006. The income tax refund was received by Entergy Corporation (including $71 million attributable to Entergy New Orleans) as a result of net operating loss carrybackcarry back provisions contained in the Gulf Opportunity Zone Act of 2005, as discussed in the Form 10-K.2005. In accordance with Entergy's intercompany tax allocation agreement, $273 million of the refund was distributed to the Utility (including Entergy New Orleans)business in April 2006, with most of the remainder distributed primarily to Non-Utility Nuclear.

10

Investing Activities

Net cash used in investing activities increaseddecreased by $380$606 million for the sixthree months ended June 30, 2006March 31, 2007 compared to the sixthree months ended June 30, 2005March 31, 2006 primarily due to the following activity:

14

The increase was partially offset by:

Financing Activities

Net

Financing activities used $159 million of cash used in financing activities increased by $175 million for the sixthree months ended June 30, 2006March 31, 2007 compared to providing $16 million of cash for the sixthree months ended June 30, 2005. Following is a description ofMarch 31, 2006 primarily due to the significant financing activity occurring during the first six months of 2006 and 2005:following activity:

This activity was offset by Entergy Corporation increasing the net borrowings onunder its credit facilities by $615 million in the first quarter 2007, compared to increasing the net borrowings under its credit facilities by $20 million duringin the six months ended June 30, 2006 compared to $585 million during the six months ended June 30, 2005.first quarter 2006. See Note 4 to the consolidated financial statements for a description of the Entergy Corporation credit facilities.

  • Entergy Corporation repurchased $640 million of its common stock during the six months ended June 30, 2005.
  • See Note 4 to the consolidated financial statements for the details of long-term debt activity in the six months ended June 30, 2006.

    Significant Factors and Known Trends

    See "MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS -Significant Factors and Known Trends" in the Form 10-K for discussions of rate regulation, federal regulation, and market and credit risks, utility restructuring, and nuclear matters.risk sensitive instruments. Following are updates to the information provided in the Form 10-K.

    State and Local Rate Regulation

    See the Form 10-K for thea chart summarizing material rate proceedings. Following are updates to that chart. See alsoHurricanes Katrina and Ritaabove for updates regarding storm cost recovery proceedings.

    Entergy Arkansas

    In March 2006, Entergy Arkansas filed with the APSC its annual redetermination of the energy cost rate for application to the period April 2006 through March 2007. The filed energy cost rate of $0.02827 per kWh was proposed to replace the interim rate of $0.01900 per kWh that had been in place since October 2005. The interim energy cost rate is discussed in the Form 10-K, along with the investigation that the APSC commenced concerning Entergy Arkansas' interim energy cost rate. The increase in the energy cost rate is due to increases in the cost of purchased power primarily due to the natural gas cost increase and the effect that Hurricanes Katrina and Rita had on market conditions, increased demand for purchased power during the ANO 1 refueling and steam generator replacement outage in the fall of 2005, and coal plant generation curtailments during off-peak periods due to coal delivery problems.

    15

    On March 31, 2006, the APSC suspended implementation of the $0.02827 per kWh energy cost rate, and ordered that the $0.01900 per kWh interim rate remain in effect pending the APSC proceedings on the energy cost recovery filings. The APSC also extended its investigation into Entergy Arkansas' interim energy cost rate to cover the costs included in Entergy Arkansas' March 2006 filing. The extended investigation does not identify new issues in addition to the four issues listed in the Form 10-K and covers the same time period. On April 7, 2006, the APSC issued a show cause order in the investigation proceeding that ordered Entergy Arkansas to file a cost of service study by June 8, 2006. The order also directed Entergy Arkansas to file testimony to support the cost of service study, to support the $0.02827 per kWh cost rate, and to address the general topic of elimination of the energy cost recovery rider.

    Entergy Arkansas filed for rehearing of the APSC's orders, asking that the energy cost rate filed in March 2006 be implemented in May 2006 subject to refund, asserting that the APSC did not follow appropriate procedures in suspending the operation of the energy cost recovery rider, and asking the APSC to rescind its show cause order. On May 8, 2006 the APSC denied Entergy Arkansas' requests for rehearing. Entergy Arkansas appealed the APSC's decision, but later filed a motion to dismiss the appeal following the APSC's decision described below.

    In June 2006, Entergy Arkansas once again filed a motion with the APSC seeking to implement the redetermined energy cost rate of $0.02827 per kWh. After a hearing the APSC approved Entergy Arkansas' request and the redetermined rate was implemented in July 2006, subject to refund pending the outcome of the APSC energy cost recovery investigation. Because of the delay in implementing the redetermined energy cost rate, Entergy Arkansas estimated in its motion that $46 million of energy costs would remain under-recovered at December 31, 2006.

    A hearing in the APSC energy cost recovery investigation is scheduled for October 2006.

    On June 7, 2006, Entergy Arkansas filed the cost of service study ordered by the APSC. On that date Entergy Arkansas also filed notice with the APSC that it intends to file for a change in base rates within 60 to 90 days of its notice. Entergy Arkansas expects to make that filing in August 2006.

    See "System Agreement Litigation" herein for a discussion of Entergy's compliance filing in that proceeding. If the FERC approves the compliance tariff as filed, then payments under that tariff will be classified as energy costs, which would then be included in setting the retail energy cost rate as part of the normal working of the energy cost recovery rider.  As noted above the APSC has given notice that it is considering the prospective elimination of the energy cost recovery rider.  Therefore, Entergy Arkansas plans to propose an alternative to the energy cost recovery rider for recovery of the costs allocated to it as a result of the System Agreement litigation should the energy cost recovery rider be lawfully terminated by the APSC.  A separate exact recovery rider, similar to the energy cost recovery rider or a production cost allocation rider, would ensure that Entergy Arkansas' customers pay only the amount allocated by the FERC. 

    Entergy Gulf States-Louisiana

    In January 2006, Entergy Gulf States filed with the LPSC its gas rate stabilization plan. The filing showed a revenue deficiency of $4.1 million based on an ROE mid-point of 10.5%. On May 1, 2006, Entergy Gulf States implemented a $3.5 million rate increase pursuant to an uncontested agreement with the LPSC Staff.

    In March 2006, the LPSC approved an uncontested stipulated settlement in Entergy Gulf States' formula rate plan filing for the 2004 test year. The settlement includes a revenue requirement increase of $36.8 million and calls for Entergy Gulf States to apply a refund liability of $744 thousand to capacity deferrals. The refund liability pertained to the periods 2004-2005 as well as the interim period in which a $37.8 million revenue increase was in place.

    In May 2006, Entergy Gulf States made its formula rate plan filing with the LPSC for the 2005 test year. The filing shows that Entergy Gulf States' return on equity was within the allowed bandwidth. The filing also indicates that under the formula rate plan rider for approved capacity additions, a $7.1 million rate increase is required to recover LPSC-approved incremental

    16

    deferred and ongoing capacity requirements. The filing is subject to a period of LPSC Staff review, and rate changes associated with the formula rate plan are scheduled to take effect with the first billing cycle of September 2006.

    Entergy Gulf States -Texas

    As discussed in Note 2 to the consolidated financial statements herein for updates to the proceedings discussed in the Form 10-K, in August 2005, Entergy Gulf States filed with the PUCT an application for recovery of its transition to competition costs. Entergy Gulf States requested recovery of $189 million in transition to competition costs through implementation of a 15-year rider to be effective no later than March 1, 2006. The $189 million represents transition to competition costs Entergy Gulf States incurred from June 1, 1999 through June 17, 2005 in preparing for competition in its service area, including attendant AFUDC, and all carrying costs projected to be incurred on the transition to competition costs through February 28, 2006. The $189 million is before any gross-up for taxes or carrying costs over the 15-year recovery period. Entergy Gulf States reached a unanimous settlement agreement on all issues with the active parties in the transition to competition cost recovery case. The agreement allows Entergy Gulf States to recover $14.5 million per year in transition to competition costs over a 15-year period. Entergy Gulf States implemented interim rates based on this revenue level on March 1, 2006. The PUCT approved the settlement agreement in June 2006.

    Entergy Louisiana

    In May 2006, Entergy Louisiana made its formula rate plan filing with the LPSC for the 2005 test year. The filing shows that Entergy Louisiana's return on equity was within the allowed bandwidth. The filing also indicates that under the formula rate plan rider for approved capacity additions, a $121 million rate increase is required to recover LPSC-approved incremental deferred and ongoing capacity requirements. Entergy Louisiana requested recovery of the capacity deferrals over a three-year period, including carrying charges. $51 million of the rate increase is associated with these deferrals. The remaining $70 million of the rate increase is associated with ongoing capacity costs. The filing is subject to a period of LPSC Staff review, and rate changes associated with the formula rate plan are scheduled to take effect with the first billing cycle of September 2006.

    Entergy Mississippi

    In March 2006, Entergy Mississippi made its annual scheduled formula rate plan filing with the MPSC.  The filing was amended by an April 2006 filing.  The amended filing showed that an increase of $3.1 million in electric revenues is warranted.  The MPSC has approved a settlement providing for a $1.8 million rate increase, which will be implemented in August 2006.

    Entergy New Orleans

    In June 2006, Entergy New Orleans made its annual formula rate plan filings with the City Council.  The filings show various alternatives to reflect the effect of Entergy New Orleans' lost customers and decreased revenue. Entergy New Orleans' recommended alternative adjusts for lost customers and assumes that the City Council's June 2006 decision to allow recovery of all Grand Gulf costs through the fuel adjustment clause stays in place (a portion of Grand Gulf costs was previously recovered through base rates). Under that alternative, annual increases of $6.4 million in electric base rate revenues (an increase of 4.4%) and $22.8 million in gas base rate revenues (an increase of 160.9%) are warranted. The filings triggered the prescribed four-month period for review by the City Council's Advisors and other parties, and rate adjustments, if any, could be implemented as soon as the first billing cycle of November 2006.

    At the same time as it made its formula rate plan filings, Entergy New Orleans also filed with the City Council a request to implement two storm-related riders. With the first rider, Entergy New Orleans seeks to recover over a ten-year period the $114 million in electric restoration costs and the $25 million in gas restoration costs that it has actually spent through March 31, 2006. Entergy New Orleans also proposed semiannual filings to update the rider for additional restoration spending and also to consider the receipt of CDBG funds or insurance proceeds that it may

    17

    receive. With the second rider, Entergy New Orleans seeks to establish over a ten-year period a $150 million storm reserve to provide for the risk of another storm. Entergy New Orleans requested that the City Council consider the proposed riders within the same time frame as the formula rate plans, which would allow implementation as soon as the first billing cycle of November 2006.chart.

    Federal Regulation

    System Agreement Litigation

    See the Form 10-K for a discussion of the federal regulatory proceedings. Following are updates to that discussion.

    System Agreement litigation proceedings atProceedings

    During March and April 2007, the FERC. In April 2006, Entergy filedUtility operating companies made four separate filings with the FERC its compliance filing to implement the provisions of the FERC's decision. The filing amends the System Agreement to provide for the calculation of production costs, average production costs, and payments/receipts among the domestic utility companiesproposing modifications to the extent requiredformula used to maintaincalculate the rough production cost equalization pursuantpayments/receipts.  The proposed modifications will (1) continue to reflect in the FERC's decision,calculation the results of the Utility operating companies' gas hedging program for boiler fuel; (2) confirm the allocation of an individual Utility operating company's bandwidth payment/receipt to its wholesale loads, if any, and makes clearestablish the allocation between retail jurisdictions in the case of Entergy Louisiana and Entergy Gulf States that all payments/receipts will be classified as energy costs. The payments/receipts would be based on calendar year 2006 productionprovide retail service to customers in two separate jurisdictions; (3) modify the basis for functionalizing certain categories of costs with any payments/receipts among the domestic utilityUtility operating companies to be made in twelve equal monthly installments, commencing in June 2007.

    Motions to intervene without protest were filed by the City of New Orleans, the MPSC, the Louisiana Energy Users Group, and Occidental Chemical Corporation. Protests to the compliance filing were filed by the APSC, the LPSC, Arkansas Electric Energy Consumers, Inc. (AEEC), and the Arkansas Attorney General (Arkansas AG). Amongconsistent with other things, the LPSC urged the FERC: (1) to require any payments/receipts to commence in January 2007, rather than June 2007, and to require such payments to be made in a single lump sum payment, rather than in twelve equal monthly installments, orservice schedules in the alternativeSystem Agreement; and (4) properly reflect in the calculation property under capital lease.  The Utility operating comp anies have requested that all four

    11

    filings be allowed to require a paying utility company to complete all payments within the calendar year following the year in which the disparity occurred; (2) to find that the bandwidth remedy is analogous to a "cost-of-service tariff with deferred billing," as opposed to a prospective remedy,become effective no later than May 29, 2007 so that a utility company couldthey can be required to make a payment based on a previous year's production costs even if such utilit y company has exitedreflected in the System Agreement and so that interest would be due on the amount of any payment; and (3) to order interest on any payments to the extent they are not made in a single lump sum amount. In addition to the above issues, the LPSC and the other parties filing protests urged the FERC to require the bandwidth calculation to be set forth in a separate service schedule within the System Agreement, rather than the existing Service Schedule MSS-3 as proposed by Entergy. The APSC's protest urged the FERC to require that the bandwidth formula include all bandwidth payments as a production cost of the paying utility company for the year in which the payment is made, instead of excluding such costs as proposed in the compliance filing. The AEEC, among other things, urges the FERC to segregate the capacity and energy cost components of any bandwidthfirst payments/receipts.  The domestic utility companies responded toAPSC, LPSC, MPSC, City Council, and the issues raisedAEEC have each intervened and in some instances protested one or more of these four filings. Separately, on April 3, 2007, the protests and urged the FERC to approve the compliance filing as submitted by Entergy. The LPSC filed a reply to Entergy's response reasserting its previous positions and alleging, among other things, that Entergy was trying to delay the bandwidth payment in an effort to protect purported excess profits at Entergy Arkansas.

    Separately, in July 2006 the LPSC filedcomplaint with the FERC in which it seeks to have the FERC order the following modifications to the rough production costs equalization calculation: (1) elimination of interruptible loads from the methodology used to allocate demand-related capacity costs; and (2) change of the method used to re-price energy from the Vidalia hydroelectric project for purposes of calculating production cost disparities. Entergy has filed an intervention and protest in this proceeding.

    In conjunction with the recent application of Entergy Gulf States and Calcasieu Power, LLC seeking FERC approval of Entergy Gulf States' acquisition of the Calcasieu Generating Facility, the Utility operating companies filed a MotionPetition for Summary Disposition on the same issuesDeclaratory Order requesting that the LPSC had raisedFERC find either (1) that in its proteststhose circumstances where a resource to be acquired or constructed has been determined by Entergy's Operating Committee to be a resource devoted to serving Entergy System load and has been approved by the compliance filing. The domestic utility companies filed an answer urgingapplicable retail regulator, the FERC to rejectcost of such resource shall be reflected in the LPSC's Motion for Summary Disposition and asking the FERC for summary disposition of several issues in favorproduction cost disparity calculation; or (2) that Entergy Gulf States' acquisition of the domestic utility companies' positions.Calcasieu facility is prudent and the costs are properly reflected in the production cost disparity calculation.  The APSC, LPSC, MPSC, City Council, NRG, Occidental, LEUG, AEEC, and EPSA have intervened in the proceeding, with the APSC, LPSC, and City Council filing protests.

    The FERC's decision inOn April 3, 2007, the System Agreement proceeding is currently pending before the United StatesU.S. Court of Appeals for the D.C. Circuit. The partiesCircuit issued its opinion in the LPSC's appeal of the FERC's March 2004 and April 2005 orders related to the proceeding reached agreement on a proposed briefing schedule that would result intreatment under the various parties submitting initial and reply briefs between August and November 2006. The proposed briefing schedule has been submitted to the Court of Appeals.

    The FERC's decision would reallocate total production costsSystem Agreement of the domestic utilityUtility operating companies' interruptible loads.  In its opinion, the D.C. Circuit concluded that the FERC (1) acted arbitrarily and capriciously by allowing the Utility operating companies whose relative total production costs expressed as a percentage of Entergy System average production costs are outside an upper or lower bandwidth. This would be accomplished by payments from domestic utility companies whose production costs are more than 11% below Entergy System average production costs to domestic utility companies whose production costs are more thanphase-in the Entergy System average production cost, with payments going first to those

    18

    domestic operating utilities whose total production costs are farthest above the Entergy System average. For purposes of the Entergy Arkansas rate filings discussed above in "State and Local Rate Regulation" that are expected to be made in mid-August 2006, an assessment of the potential effects of the FERC's June 2005 order, as amended by its December 2005 order on rehearing, has been calculated on the basis of a 2006 test year, using a 2006 gas price that consists of a non-weighted average of twelve months of gas prices calculated as follows: January through May 2006 are actual, volume-weighted monthly averages of day-ahead cash prices as reported byEnergy Intelligence Natural Gas Week; the June 2006 price is the Firstelimination of the Month Index price as reported byPlatts Inside FERC's Gas Market Report; the July 2006 price is the 5/31/06 NYMEX Henry Hub settlement price; and August through December 2006 are 30 calendar - -day rolling averages asinterruptible load over a 12-month period of May 31, 2006 of forward NYMEX Henry Hub gas contracts.  For example the August 2006 price is an average of all the daily NYMEX settlement prices for the August 2006 contract for each trading day from the period 5/2/06 - - 5/31/06 inclusive.  A similar calculation is made using the daily settlements of the September 2006 through December 2006 NYMEX contractstime; (2) failed to arrive at those monthly prices. This resulted in an average annual gas price of $7.49/mmBtu. If the FERC's June 2005 order, as amended by its December 2005 order on rehearing, becomes final and if an annual average gas price of $7.49/ mmBtu occurs for 2006 as assumed, the following potential annual production cost reallocation among the domestic utility companiesadequately explain why refunds could result:

    Annual Payments
    or (Receipts) (in millions)

    Entergy Arkansas

    $284

    Entergy Gulf States

    ($197)

    Entergy Louisiana

    ($59)

    Entergy Mississippi

    ($28)

    Entergy New Orleans

    $0

    In calculating the production costs for this purposenot be ordered under the FERC's order, output from the Vidalia hydroelectric power plant does not reflect the actual Vidalia price for the year but is priced at that year's average price paid by Entergy Louisiana for the exchange of electric energy under Service Schedule MSS-3 of the System Agreement, thereby reducing the amount of Vidalia costs reflected in the comparison of the domestic utility companies' total production costs.

    APSC Complaint at the FERC

    In June 2006, the APSC filed a complaint with the FERC against Entergy Services as the representative of Entergy Corporation and the domestic utility companies, pursuant to Sections 205, 206 and 207Section 206(c) of the Federal Power Act.Act; and (3) exercised appropriately its discretion to defer addressing the cost of sulfur dioxide allowances until a later time.  The APSC states that "The purpose ofD.C. Circuit remanded the complaint ismatter to institute an investigation into the prudence of Entergy's practices affecting the wholesale rates that flow through its System Agreement." The complaint requests, among other things, that the FERC disallow any costs found to be imprudent, withfor a refund effective date to be set atmore considered determination on the earliest possible time. Specific areasissue of requested investigation include:

    The complaint also requests that the FERC exercise its authority under Section 207 of the FPA to investigate the adequacy of Entergy's transmission system and direct it to make all necessary upgrades to ensure that its transmission facilities provide reliable, adequate and economic service.

    19

    refunds.

    On July 31, 2006, the domestic utility companies submitted their answer to the APSC complaint. In their answer, the domestic utility companies acknowledge that whileApril 27, 2007, the FERC isdenied the appropriate forumrequests for rehearing filed regarding the Utility operating companies' compliance filing to considerimplement the issues raised in the APSC's complaint, the APSC has provided no probative evidence supporting its allegations and has not met the standards under the Federal Power Act (FPA) to have a matter set for hearing. Under the FPA standards, the APSC must create "serious doubt" as to the propriety of the challenged actions. As indicated in the domestic utility companies' answer, the APSC complaint does not raise a "serious doubt" but instead largely relies on unsupported assertions, many of which have been investigated in other proceedings. In those limited instances when the APSC complaint references "evidence" in an attempt to support its request for a hearing, the "evidence" to which it refers in fact does nothing to support its position but, rather, shows that Entergy has acted prudently. As further indicated in the domestic utility companies' answer, following the issuance of the FERC's System Agreement decision, allwith one exception regarding the issue of the production costs of the domestic utility companies are now inputs to a formula rate that will result in bandwidth payments among the domestic utility companies in order to roughly equalize production costs. Based on well-established Supreme Court precedent, the FERC has exclusive jurisdiction over all inputs thatretrospective refunds. That issue will be includedaddressed subsequent to the remanded proceeding involving the interruptible load decision discussed in the System Agreement bandwidth formula rates filed in compliance with the FERC's System Agreement decision and retail regulators are preempted from taking any action that disturbs the FERC's findings with respect to these production cost inputs and the FERC-determined allocation of production costs among the domestic utility companies. The domestic utility companies believe that their conduct with respect to these issues has been prudent and will vigorously defend such conduct.

    Several parties have intervened in the proceeding, including the MPSC, the LPSC, and the City Council. The LPSC's answer and comments in response to the APSC Complaint ask the FERC to investigate whether Entergy Arkansas' withdrawal from the System Agreement is fair, just, and reasonable.

    APSC System Agreement Investigation

    In 2004, the APSC commenced an investigation into whether Entergy Arkansas' continued participation in the System Agreement is in the best interests of its customers. Citing its concerns that the benefits of its continued participation in the current form of the System Agreement have been seriously eroded, in December 2005, Entergy Arkansas submitted its notice that it will terminate its participation in the current System Agreement effective 96 months from December 19, 2005 or such earlier date as authorized by the FERC. Entergy Arkansas indicated, however, that a properly structured replacement agreement could be a viable alternative. In June 2006 the APSC issued an order in its investigation requiring Entergy Arkansas President Hugh McDonald to file testimony in response to several questions involving details of what action Entergy Arkansas or Entergy has taken to insure that Entergy Arkansas' customers are protected from additional costs including those related to the following area s: construction of new generating plants located outside of Arkansas, costs of the Entergy New Orleans bankruptcy, and costs associated with restoration of facilities damaged by Hurricanes Katrina and Rita. Mr. McDonald was also directed to describe actions taken since December 19, 2005 to encourage or persuade the FERC to authorize Entergy Arkansas to exit the Entergy System Agreement sooner than 96 months, and to describe current and future actions related to development of a replacement system agreement. Responsive testimony was filed with the APSC in July 2006. A public hearing for the purpose of cross-examination of Mr. McDonald on his testimony and for questioning by the APSC was also conducted in July 2006.previous paragraph.

    Independent Coordinator of Transmission (ICT)

    InAs discussed in the Form 10-K, in the FERC's April 2006 the FERC issued an order approving with modification Entergy's ICT proposal, filed in May 2005. In its order, the FERC: (1) approvedFERC stated that the establishment of the ICT, with modifications; (2) approved Entergy's proposed pricing policy, with modifications; (3) approved the implementation of a weekly procurement process (WPP); and (4) ordered Entergy to submit a compliance filing and an executed contract with the Southwest Power Pool (SPP), the approved ICT, within 60 days of the order. Several parties have filed requests for rehearing of the FERC order, and those requests are still pending.

    The proposed modifications include, among other things: (1) Entergy must file with the FERC the criteria used to grant and deny transmission service, including calculating available flowgate capacity; (2) the FERC extended the initial term of the ICT from two years to four years; and Entergy is precluded from terminating the ICT prior to the end of the four year period; (3) the

    20

     establishment of a transmission users group that will provide input directly to the ICT on the effectiveness of the ICT Proposal and also will propose to the FERC an appropriate means by which they could be given access to inputs in the process and models under the direction of the ICT; (4) with regard to any dispute between the ICT and Entergy concerning transmission service requests, transmission planning, and interconnection requests, the ICT's position will prevail during the pendency of the dispute resolution; and (5) the WPP must be operational within approximately 14 months of the FERC order, or June 24, 2007, or the FERC may reevaluate all approvals to proceed with the ICT.

      The Utility operating companies have been working with the ICT and a software vendor to develop the software and systems necessary to implement the WPP and currently expect that the WPP will commence operations on June 18, 2007.  The software and systems are still being developed and tested, however.  Entergy made its compliance filingwill notify the FERC as soon as practicable if it and the ICT determine that the June 24, 2007 deadline for implementing the WPP cannot be met. The Utility operating companies also filed with the FERC on April 24, 2007 a request to make certain corrections and limited modifications to the current WPP tariff provisions and requested that the F ERC allow these proposed changes to go into effect no later than June 18, 2007.  Additionally, Entergy Gulf States and Entergy Louisiana are required to file with the LPSC a compliance filing for review of the model to be used in the WPP prior to receiving final approval for implementation of the WPP.  The Utility operating companies currently expect to submit the required compliance filing during May 24, 2006, including2007.

    Available Flowgate Capacity (AFC) Proceeding

    In accordance with the executed ICT agreement with SPP. Entergy informedprovisions of the FERC that, assuming it has received all required approvals, Entergy intends to install SPP asorder approving the ICT, within 30 daysduring the first quarter 2007 the Utility operating companies notified the FERC, the ICT, and the stakeholders that certain instances had been identified in which software errors related to the AFC process had resulted in the reporting of FERC approvalinaccurate data.  Following the reporting of the initial errors, certain market participants urged the FERC to move forward with

    12

    the AFC hearing process in light of those errors.  In April 2007, the FERC issued an order terminating the AFC hearing, now that Entergy's ICT agreement. Several parties have filed protests regarding Entergy's compliance filing, and considerationhas been installed. Requests for rehearing of Entergy's compliance filing is pending at the FERC.

    The LPSC voted to approveFERC order canceling the ICT proposalAFC hearing are due in July 2006.May 2007.

    Market and Credit RisksRisk Sensitive Instruments

    Commodity Price Risk

    Power Generation

    As discussed more fully in the Form 10-K, the sale of electricity from the power generation plants owned by Entergy's Non-Utility Nuclear business, and Energy Commodity Services business, unless otherwise contracted, is subject to the fluctuationvariability of market power prices. Following is an updated summary of the amount of the Non-Utility Nuclear business' output that is sold forward as of March 31, 2007 under physical or financial contracts (2006(2007 represents the remaining twothree quarters of the year):

     

    2006

     

    2007

     

    2008

     

    2009

     

    2010

     

    2007

     

    2008

     

    2009

     

    2010

     

    2011

    Non-Utility Nuclear:

              

    Non-Utility Nuclear (including Palisades acquisition):

    Non-Utility Nuclear (including Palisades acquisition):

              

    Percent of planned generation sold forward:

    Percent of planned generation sold forward:

              

    Percent of planned generation sold forward:

              

    Unit-contingent

     

    34%

     

    39%

     

    34%

     

    25%

     

    12%

    Unit-contingent

     

    44%

     

    48%

     

    38%

     

    25%

     

    23%

    Unit-contingent with guarantee of availability (1)

     

    53%

     

    47%

     

    32%

     

    13%

     

    5%

    Unit-contingent with availability guarantees (1)

     

    45%

     

    36%

     

    28%

     

    22%

     

    7%

    Firm liquidated damages

     

    4%

     

    8%

     

    0%

     

    0%

     

    0%

    Firm liquidated damages

     

    6%

     

    4%

     

    0%

     

    0%

     

    0%

    Total

     

    91%

     

    94%

     

    66%

     

    38%

     

    17%

    Total

     

    95%

     

    88%

     

    66%

     

    47%

     

    30%

    Planned generation (TWh)

    Planned generation (TWh)

     

    17

     

    34

     

    34

     

    35

     

    34

    Planned generation (TWh)

     

    30

     

    41

     

    41

     

    41

     

    42

    Average contracted price per MWh

    Average contracted price per MWh

     

    $41

     

    $49

     

    $53

     

    $58

     

    $46

    Average contracted price per MWh

     

    $48

     

    $54

     

    $57

     

    $53

     

    $47

    1. (1)

      A sale of power on a unit contingent basis coupled with a guarantee of availability provides for the payment to the power purchaser of contract damages, if incurred, in the event the seller fails to deliver power as a result of the failure of the specified generation unit to generate power at or above a specified availability threshold. All of Entergy's outstanding guarantees of availability provide for dollar limits on Entergy's maximum liability under such guarantees.

      The Vermont Yankee acquisition included a 10-year PPA under which the former owners will buy the power produced by the plant through the expiration in 2012 of the current operating license for the payment toplant. The PPA includes an adjustment clause under which the power purchaser of contract damages, if incurred,prices specified in the eventPPA will be adjusted downward monthly if power market prices drop below PPA prices, which has not happened thus far and is not expected in the seller fails to deliver power as a result of the failure of the specified generation unit to generate power at or above a specified availability threshold. All of Entergy's outstanding guarantees of availability provide for dollar limits on Entergy's maximum liability under such guarantees.

    foreseeable future.

    See the Form 10-K for a discussion of Non-Utility Nuclear's value sharing agreements with NYPA involving energy sales from the Fitzpatrick and Indian Point 3 power plantsplants. Non-Utility Nuclear calculated that nothing was owed to NYPA under the value sharing agreements for 2005. On November 1, 2006, NYPA filed a demand for arbitration claiming that $90.5 million was due to NYPA under these agreements for 2005. Non-Utility Nuclear filed a motion in New York state court to determine whether NYPA's claim should be decided by a court as opposed to an arbitrator. In February 2007, the court issued an order denying Non-Utility Nuclear's request, and a discussionNYPA's claim is now in binding arbitration. Non-Utility Nuclear has also calculated that nothing was owed to NYPA under the value sharing agreements for 2006. On April 24, 2007, NYPA filed an amended demand for arbitration claiming that an additional $54 million was due to NYPA under the value sharing agreements for 2006. With respect to bot h of these claims, Non-Utility Nuclear disagrees with NYPA's interpretation of the Vermont Yankee PPA price adjustment clause.value sharing agreements, believes it has meritorious defenses to NYPA's claims, and intends to defend against those claims vigorously.

    Some of the agreements to sell the power produced by Entergy's Non-Utility Nuclear power plants contain provisions that require an Entergy subsidiary to provide collateral to secure its obligations under the agreements. The Entergy subsidiary will beis required to provide collateral based upon the difference between the current market and contracted power prices in the regions where Non-Utility Nuclear sells power. The primary form of

    13

    collateral to satisfy these requirements would beis an Entergy Corporation guaranty.  Cash and letters of credit are also acceptable

    21

    forms of collateral.  At June 30, 2006,March 31, 2007, based on power prices at that time, Entergy had in place as collateral $1,275$797 million of Entergy Corporation guarantees for wholesale transactions, including $100$73 million of guarantees that support letters of credit. The assurance requirement associated with Non-Utility Nuclear is estimated to increase by an amount of up to $445$297 million if gas prices increase $1 per MMBtu in both the short- and long-term markets. In the event of a decrease in Entergy Corporation's credit rating to below investment grade, Entergy will be required to replace Entergy Corporation guarantees with cash or letters of credit under some of the agreements.

    In addition to selling the power produced by its plants, the Non-Utility Nuclear business sells installed capacity to load-serving distribution companies in order for those companies to meet requirements placed on them by the ISO in their area. Following is a summary of the amount of the Non-Utility Nuclear business' installed capacity that is currently sold forward, and the blended amount of the Non-Utility Nuclear business' planned generation output and installed capacity that is currently sold forward (2006as of March 31, 2007 (2007 represents the remaining twothree quarters of the year):

     

    2006

     

    2007

     

    2008

     

    2009

     

    2010

     

    2007

     

    2008

     

    2009

     

    2010

     

    2011

    Non-Utility Nuclear:

              

    Non-Utility Nuclear (including Palisades acquisition):

    Non-Utility Nuclear (including Palisades acquisition):

              

    Percent of capacity sold forward:

    Percent of capacity sold forward:

              

    Percent of capacity sold forward:

              

    Bundled capacity and energy contracts

     

    13%

     

    12%

     

    12%

     

    12%

     

    12%

    Bundled capacity and energy contracts

     

    23%

     

    27%

     

    27%

     

    27%

     

    26%

    Capacity contracts

     

    77%

     

    48%

     

    36%

     

    24%

     

    3%

    Capacity contracts

     

    63%

     

    39%

     

    26%

     

    9%

     

    3%

    Total

     

    90%

     

    60%

     

    48%

     

    36%

     

    15%

    Total

     

    86%

     

    66%

     

    53%

     

    36%

     

    29%

    Planned net MW in operation

    Planned net MW in operation

     

    4,200

     

    4,200

     

    4,200

     

    4,200

     

    4,200

    Planned net MW in operation

     

    4,998

     

    4,998

     

    4,998

     

    4,998

     

    4,998

    Average capacity contract price per kW per month

    Average capacity contract price per kW per month

     

    $1.1

     

    $1.1

     

    $1.1

     

    $1.0

     

    $0.9

    Average capacity contract price per kW per month

     

    $1.7

     

    $1.4

     

    $1.3

     

    $1.7

     

    $2.0

    Blended Capacity and Energy (based on revenues)

    Blended Capacity and Energy (based on revenues)

              

    Blended Capacity and Energy (based on revenues)

              

    % of planned generation and capacity sold forward

    % of planned generation and capacity sold forward

     

    86%

     

    88%

     

    57%

     

    33%

     

    11%

    % of planned generation and capacity sold forward

     

    92%

     

    83%

     

    60%

     

    39%

     

    22%

    Average contract revenue per MWh

    Average contract revenue per MWh

     

    $42

     

    $50

     

    $53

     

    $59

     

    $46

    Average contract revenue per MWh

     

    $49

     

    $54

     

    $58

     

    $54

     

    $47

    As of March 31, 2007, approximately 98% of Non-Utility Nuclear's counterparty exposure from energy and capacity contracts is with counterparties with investment grade credit ratings.

    Critical Accounting Estimates

    See "MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS -Critical Accounting Estimates" in the Form 10-K for a discussion of the estimates and judgments necessary in Entergy's accounting for nuclear decommissioning costs, unbilled revenue, impairment of long-lived assets, qualified pension and other postretirement benefits, and other contingencies. Following is an update to that discussion.

    Unbilled Revenue

    As discussed in Note 10 to the consolidated financial statements, effective January 1, 2006, Entergy Louisiana and the Louisiana portion of Entergy Gulf States reclassified the fuel component of unbilled accounts receivable to deferred fuel and will no longer include the fuel component in their unbilled revenue calculations, which is in accordance with regulatory treatment.

    Recently IssuedNew Accounting Pronouncements

    The FASB Interpretationissued Statement of Financial Accounting Standards No. 48, "Accounting159, "The Fair Value Option for Uncertainty in Income Taxes" (FIN 48) was issued in July 2006Financial Assets and is effective for Entergy inFinancial Liabilities" (SFAS 159) during the first quarter of 2007. SFAS 159 provides an option for companies to select certain financial assets and liabilities to be accounted for at fair value with changes in the fair value of those assets or liabilities being reported through earnings. The FASB's objective in issuing this interpretationintent of the standard is to increase comparability amongmitigate volatility in reported earnings caused by the application of the more complicated fair value hedging accounting rules. Under SFAS 159, companies in financial reportingcan select existing assets or liabilities for this fair value option concurrent with the effective date of income taxes. FIN 48 establishes a "more-likely-than-not" recognition threshold that must be met before a tax benefitJanuary 1, 2008 for companies with fiscal years ending December 31 or can be recognizedselect future assets or liabilities as they are acquired or entered into. Entergy is in the financial statements. Ifprocess of evaluating the potential effect of making this accounting election.

    In June 2006, the EITF reached a consensus on EITF Issue 06-3 "How Taxes Collected from Customers and Remitted to Governmental Authorities Should Be Presented in the Income Statement (That Is, Gross versus Net Presentation)" (EITF 06-3). The scope of this issue includes any tax deductionassessed by a governmental authority that is takenboth imposed on and concurrent with a specific revenue-producing transaction between a seller and a customer, and may include, but is not limited to, sales, use, value added, and some excise taxes. Under EITF 06-3, the presentation of taxes within the scope of this issue on either a gross basis (included in revenues and costs) or a net basis (excluded from revenues) basis is an

    14

    accounting policy decision that should be disclosed. For any such taxes reported on a tax return, but doesgross basis, the amounts of those taxes in interim and annual financial statements, for each period for which an income statement is presented, should be disclosed if those amounts are significant. Entergy's policy is to present such taxes on a net basis. EITF 06-3 did not meet the more-likely-than-not recognition threshold, an increase in income tax liability, above what is payable on the tax return, is required to be recorded. Entergy does not expect that the adoption of FIN 48 will materially affect itsEntergy's financial position, results of operations, or cash flows.statements.

    15

    ENTERGY CORPORATION AND SUBSIDIARIES
    CONSOLIDATED STATEMENTS OF INCOME
    For the Three Months Ended March 31, 2007 and 2006
    (Unaudited)
      2007 2006
      (In Thousands, Except Share Data)
         
    OPERATING REVENUES    
    Electric $2,064,653  $2,092,933 
    Natural gas 37,928  37,415 
    Competitive businesses 497,649  437,683 
    TOTAL 2,600,230  2,568,031 
         
    OPERATING EXPENSES    
    Operating and Maintenance:    
      Fuel, fuel-related expenses, and    
       gas purchased for resale 709,981  840,171 
      Purchased power 477,753  461,370 
      Nuclear refueling outage expenses 42,975  41,993 
      Other operation and maintenance 540,969  529,430 
    Decommissioning 37,785  35,596 
    Taxes other than income taxes 112,909  103,338 
    Depreciation and amortization 224,331  205,388 
    Other regulatory charges (credits) - net 22,507  (44,018)
    TOTAL 2,169,210  2,173,268 
         
    OPERATING INCOME 431,020  394,763 
         
    OTHER INCOME    
    Allowance for equity funds used during construction 16,067  15,459 
    Interest and dividend income 57,768  43,831 
    Equity in earnings of unconsolidated equity affiliates 4,534  3,586 
    Miscellaneous - net (5,141) (6,207)
    TOTAL 73,228  56,669 
         
    INTEREST AND OTHER CHARGES    
    Interest on long-term debt 119,854  120,481 
    Other interest - net 31,297  17,261 
    Allowance for borrowed funds used during construction (9,631) (9,045)
    Preferred dividend requirements and other 5,980  8,038 
    TOTAL 147,500  136,735 
         
    INCOME FROM CONTINUING OPERATIONS BEFORE INCOME TAXES 356,748  314,697 
         
    Income taxes 144,553  118,830 
         
    INCOME FROM CONTINUING OPERATIONS 212,195  195,867 
          
    LOSS FROM DISCONTINUED OPERATIONS (net of income tax    
    benefit of ($1,204))  (2,239)
         
    CONSOLIDATED NET INCOME $212,195  $193,628 
         
         
    Basic earnings (loss) per average common share:    
      Continuing operations $1.06  $0.94 
      Discontinued operations  ($0.01)
      Basic earnings per average common share $1.06  $0.93 
    Diluted earnings (loss) per average common share:     
      Continuing operations $1.03  $0.93 
      Discontinued operations  ($0.01)
      Diluted earnings per average common share $1.03  $0.92 
    Dividends declared per common share $0.54  $0.54 
         
    Basic average number of common shares outstanding 200,549,935  207,732,341 
    Diluted average number of common shares outstanding 206,133,440  211,374,512 
         
    See Notes to Financial Statements.    

    16

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    17

    ENTERGY CORPORATION AND SUBSIDIARIES
    CONSOLIDATED STATEMENTS OF CASH FLOWS
    For the Three Months Ended March 31, 2007 and 2006
    (Unaudited)
      2007 2006
      (In Thousands)
      
    OPERATING ACTIVITIES    
    Consolidated net income $212,195  $193,628 
    Adjustments to reconcile consolidated net income to net cash flow    
     provided by operating activities:    
      Reserve for regulatory adjustments 10,931  42,162 
      Other regulatory charges (credits) - net 22,507  (44,018)
      Depreciation, amortization, and decommissioning 262,117  241,807 
      Deferred income taxes, investment tax credits, and non-current taxes accrued 368,709  370,774 
      Equity in earnings of unconsolidated equity affiliates - net of dividends (4,534) (1,412)
      Changes in working capital:    
        Receivables 63,874  328,019 
        Fuel inventory (4,648) (28,607)
        Accounts payable (288,421) (256,420)
        Taxes accrued (187,324) 35,968 
        Interest accrued (20,827) (16,861)
        Deferred fuel 151,853  199,619 
        Other working capital accounts (110,493) 140,795 
      Provision for estimated losses and reserves (15,918) 15,029 
      Changes in other regulatory assets 68,790  (75,674)
      Other (52,702) (132,294)
    Net cash flow provided by operating activities 476,109  1,012,515 
         
    INVESTING ACTIVITIES    
    Construction/capital expenditures (284,731) (664,178)
    Allowance for equity funds used during construction 16,067  15,459 
    Nuclear fuel purchases (184,806) (91,027)
    Proceeds from sale/leaseback of nuclear fuel 114,486  8,827 
    Proceeds from sale of assets and businesses 2,617  
    Payment for purchase of plant  (88,199)
    Decrease in other investments 113,027  12,340 
    Proceeds from nuclear decommissioning trust fund sales 160,007  283,874 
    Investment in nuclear decommissioning trust funds (189,536) (312,417)
    Other regulatory investments  (23,448)
    Net cash flow used in investing activities (252,869) (858,769)
         
    See Notes to Financial Statements.    
         
         
         

    18

         
         
         
    ENTERGY CORPORATION AND SUBSIDIARIES
    CONSOLIDATED STATEMENTS OF CASH FLOWS
    For the Three Months Ended March 31, 2007 and 2006
    (Unaudited)
      2007 2006
      (In Thousands)
       
    FINANCING ACTIVITIES    
    Proceeds from the issuance of:    
      Long-term debt 820,016  748,584 
      Preferred stock  73,354 
      Common stock and treasury stock 30,889  11,805 
    Retirement of long-term debt (334,873) (655,649)
    Repurchase of common stock (558,186) 
    Redemption of preferred stock (2,250) (2,250)
    Changes in credit line borrowings - net  (40,000)
    Dividends paid:    
      Common stock (108,967) (112,190)
      Preferred stock (5,987) (7,661)
    Net cash flow provided by (used in) financing activities (159,358) 15,993 
         
    Effect of exchange rates on cash and cash equivalents (11) (173)
         
    Net increase in cash and cash equivalents 63,871  169,566 
         
    Cash and cash equivalents at beginning of period 1,016,152  582,820 
         
    Cash and cash equivalents at end of period $1,080,023  $752,386 
         
         
    SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:    
      Cash paid/(received) during the period for:    
        Interest - net of amount capitalized $165,856  $146,429 
        Income taxes $31,433  ($345,366)
         
    See Notes to Financial Statements.    
         
         

    19

    ENTERGY CORPORATION AND SUBSIDIARIES
    CONSOLIDATED BALANCE SHEETS
    ASSETS
    March 31, 2007 and December 31, 2006
    (Unaudited)
      2007 2006
      (In Thousands)
         
    CURRENT ASSETS    
    Cash and cash equivalents:    
      Cash $113,975  $117,379 
      Temporary cash investments - at cost,    
       which approximates market 966,048  898,773 
         Total cash and cash equivalents 1,080,023  1,016,152 
    Note receivable - Entergy New Orleans DIP loan 42,026  51,934 
    Notes receivable 614  699 
    Accounts receivable:    
      Customer 405,416  410,512 
      Allowance for doubtful accounts (19,386) (19,348)
      Other 446,710  487,264 
      Accrued unbilled revenues 230,980  249,165 
         Total receivables 1,063,720  1,127,593 
    Accumulated deferred income taxes 19,533  11,680 
    Fuel inventory - at average cost 197,746  193,098 
    Materials and supplies - at average cost 616,893  604,998 
    Deferred nuclear refueling outage costs 144,176  147,521 
    Prepayments and other 131,377  171,759 
    TOTAL 3,296,108  3,325,434 
          
    OTHER PROPERTY AND INVESTMENTS    
    Investment in affiliates - at equity 233,520  229,089 
    Decommissioning trust funds 2,905,580  2,858,523 
    Non-utility property - at cost (less accumulated depreciation) 210,285  212,726 
    Other 41,777  47,115 
    TOTAL 3,391,162  3,347,453 
          
    PROPERTY, PLANT AND EQUIPMENT    
    Electric 30,950,535  30,713,284 
    Property under capital lease 729,443  730,182 
    Natural gas 94,785  92,787 
    Construction work in progress 778,900  786,147 
    Nuclear fuel under capital lease 222,203  269,485 
    Nuclear fuel 646,191  561,291 
    TOTAL PROPERTY, PLANT AND EQUIPMENT 33,422,057  33,153,176 
    Less - accumulated depreciation and amortization 13,883,748  13,715,099 
    PROPERTY, PLANT AND EQUIPMENT - NET 19,538,309  19,438,077 
         
    DEFERRED DEBITS AND OTHER ASSETS    
    Regulatory assets:    
      SFAS 109 regulatory asset - net 744,424  740,110 
      Other regulatory assets 2,653,282  2,768,352 
      Deferred fuel costs 168,122  168,122 
    Long-term receivables 17,875  19,349 
    Goodwill 377,172  377,172 
    Other 960,388  898,662 
    TOTAL 4,921,263  4,971,767 
         
    TOTAL ASSETS $31,146,842  $31,082,731 
         
    See Notes to Financial Statements.    
     
    20
     
     
     
    ENTERGY CORPORATION AND SUBSIDIARIES
    CONSOLIDATED BALANCE SHEETS
    LIABILITIES AND SHAREHOLDERS' EQUITY
    March 31, 2007 and December 31, 2006
    (Unaudited)
      2007 2006
      (In Thousands)
         
    CURRENT LIABILITIES    
    Currently maturing long-term debt $271,942  $181,576 
    Notes payable 25,039  25,039 
    Accounts payable 812,018  1,122,596 
    Customer deposits 256,753  248,031 
    Taxes accrued  187,324 
    Interest accrued 140,004  160,831 
    Deferred fuel costs 224,883  73,031 
    Obligations under capital leases 153,186  153,246 
    Pension and other postretirement liabilities 33,726  41,912 
    Other 170,902  271,544 
    TOTAL 2,088,453  2,465,130 
         
    NON-CURRENT LIABILITIES    
    Accumulated deferred income taxes and taxes accrued 6,142,823  5,820,700 
    Accumulated deferred investment tax credits 354,102  358,550 
    Obligations under capital leases 218,118  188,033 
    Other regulatory liabilities 506,016  449,237 
    Decommissioning and asset retirement cost liabilities 2,058,544  2,023,846 
    Transition to competition 79,098  79,098 
    Accumulated provisions 91,286  88,902 
    Pension and other postretirement liabilities 1,438,754  1,410,433 
    Long-term debt 9,197,328  8,798,087 
    Preferred stock with sinking fund 8,250  10,500 
    Other 780,099  847,415 
    TOTAL 20,874,418  20,074,801 
         
    Commitments and Contingencies    
         
    Preferred stock without sinking fund 344,915  344,913 
         
    SHAREHOLDERS' EQUITY    
    Common stock, $.01 par value, authorized 500,000,000    
     shares; issued 248,174,087 shares in 2007 and in 2006 2,482  2,482 
    Paid-in capital 4,831,803  4,827,265 
    Retained earnings 6,211,617  6,113,042 
    Accumulated other comprehensive loss (54,560) (100,512)
    Less - treasury stock, at cost (50,353,826 shares in 2007 and    
     45,506,311 shares in 2006) 3,152,286  2,644,390 
    TOTAL 7,839,056  8,197,887 
         
    TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY $31,146,842  $31,082,731 
         
    See Notes to Financial Statements.    
         

    21

    ENTERGY CORPORATION AND SUBSIDIARIES
    CONSOLIDATED STATEMENTS OF RETAINED EARNINGS, COMPREHENSIVE INCOME, AND PAID-IN CAPITAL
    For the Three Months Ended March 31, 2007 and 2006
    (Unaudited)
         
        2007 2006
        (In Thousands)
               
    RETAINED EARNINGS          
               
    Retained Earnings - Beginning of period   $6,113,042    $5,433,931   
               
      Add:          
        Consolidated net income   212,195  $212,195  193,628  $193,628 
        Adjustment related to FIN 48 implementation   (4,600)   -   
          Total   207,595    193,628   
               
      Deduct:          
        Dividends declared on common stock   109,020    112,138   
        Capital stock and other expenses   -    -   
          Total   109,020    112,138   
               
    Retained Earnings - End of period   $6,211,617    $5,515,421   
               
               
    ACCUMULATED OTHER COMPREHENSIVE LOSS          
    Balance at beginning of period:          
      Accumulated derivative instrument fair value changes   ($105,578)   ($392,614)  
               
      Pension and other postretirement liabilities   (105,909)   -   
               
      Net unrealized investment gains   104,551    67,923   
               
      Foreign currency translation   6,424    3,217   
               
      Minimum pension liability   -    (22,345)  
          Total   (100,512)   (343,819)  
               
               
    Net derivative instrument fair value changes          
     arising during the period (net of tax expense of $28,325 and $120,392)   41,467  41,467  191,313  191,313 
               
    Pension and other postretirement liabilities (net of tax expense of $274)   478  478  -  - 
               
    Net unrealized investment gains (net of tax expense of $2,790 and $2,314)   3,996  3,996  3,327  3,327 
               
    Foreign currency translation (net of tax expense of $6 and $93)   11  11  173  173 
               
               
               
    Balance at end of period:          
      Accumulated derivative instrument fair value changes   (64,111)   (201,301)  
               
      Pension and other postretirement liabilities   (105,431)   -   
               
      Net unrealized investment gains   108,547    71,250   
               
      Foreign currency translation   6,435    3,390   
               
      Minimum pension liability   -    (22,345)  
          Total   ($54,560)   ($149,006)  
    Comprehensive Income     $258,147    $388,441 
               
               
    PAID-IN CAPITAL          
               
    Paid-in Capital - Beginning of period   $4,827,265    $4,817,637   
               
      Add (Deduct):          
        Common stock issuances related to stock plans   4,538    (1,600)  
               
               
    Paid-in Capital - End of period   $4,831,803    $4,816,037   
               
               
               
    See Notes to Financial Statements.          

    22

    ENTERGY CORPORATION AND SUBSIDIARIES
    CONSOLIDATED STATEMENTS OF INCOME
    For the Three and Six Months Ended June 30, 2006 and 2005
    (Unaudited)
             
      Three Months Ended Six Months Ended
      2006 2005 2006 2005
      (In Thousands, Except Share Data)
             
    OPERATING REVENUES        
    Domestic electric $2,177,710  $2,044,666  $4,270,646  $3,746,683 
    Natural gas 13,612  12,532  51,027  39,387 
    Competitive businesses 437,180  388,193  874,864  769,502 
    TOTAL 2,628,502  2,445,391  5,196,537  4,555,572 
             
    OPERATING EXPENSES        
    Operating and Maintenance:        
      Fuel, fuel-related expenses, and        
       gas purchased for resale 661,619  419,360  1,501,791  918,345 
      Purchased power 577,408  608,562  1,038,778  1,040,184 
      Nuclear refueling outage expenses 42,546  39,150  84,540  78,960 
      Other operation and maintenance 573,234  558,735  1,102,664  1,062,375 
    Decommissioning 36,258  36,525  71,854  73,524 
    Taxes other than income taxes 91,130  95,016  194,468  185,632 
    Depreciation and amortization 217,943  204,420  423,332  419,941 
    Other regulatory credits - net (58,929) (31,951) (102,946) (49,971)
    TOTAL 2,141,209  1,929,817  4,314,481  3,728,990 
             
    OPERATING INCOME 487,293  515,574  882,056  826,582 
             
    OTHER INCOME        
    Allowance for equity funds used during construction 8,908  10,918  24,367  23,521 
    Interest and dividend income 35,139  34,441  78,968  65,059 
    Equity in earnings of unconsolidated equity affiliates 8,483  10,291  12,070  13,593 
    Miscellaneous - net (7,965) (10,956) (14,170) 14,977 
    TOTAL 44,565  44,694  101,235  117,150 
             
    INTEREST AND OTHER CHARGES        
    Interest on long-term debt 122,670  105,781  243,151  213,048 
    Other interest - net 15,235  13,275  32,495  24,761 
    Allowance for borrowed funds used during construction (5,405) (5,996) (14,450) (13,273)
    TOTAL 132,500  113,060  261,196  224,536 
             
    INCOME FROM CONTINUING OPERATIONS BEFORE INCOME TAXES 399,358  447,208  722,095  719,196 
             
    Income taxes 122,901  151,849  241,732  244,092 
             
    INCOME FROM CONTINUING OPERATIONS 276,457  295,359  480,363  475,104 
             
    INCOME (LOSS) FROM DISCONTINUED OPERATIONS (net of income tax        
    expense (benefit) of $7,190, ($1,502), $5,986 and ($2,234) , respectively) 13,119  (2,811) 10,880  (4,177)
             
             
    CONSOLIDATED NET INCOME 289,576  292,548  491,243  470,927 
             
    Preferred dividend requirements and other 7,774  6,398  15,812  12,781 
             
    EARNINGS APPLICABLE TO        
    COMMON STOCK $281,802  $286,150  $475,431  $458,146 
             
    Basic earnings (loss) per average common share:        
      Continuing operations $1.29  $1.37  $2.24  $2.17 
      Discontinued operations $0.06  ($0.01) $0.05  ($0.02)
      Basic earnings per average common share $1.35  $1.36  $2.29  $2.15 
    Diluted earnings (loss) per average common share:        
      Continuing operations $1.27  $1.34  $2.20  $2.13 
      Discontinued operations $0.06  ($0.01) $0.05  ($0.02)
      Diluted earnings per average common share $1.33  $1.33  $2.25  $2.11 
    Dividends declared per common share $0.54  $0.54  $1.08  $1.08 
             
    Basic average number of common shares outstanding 207,982,485  211,134,467  207,858,104  212,622,976 
    Diluted average number of common shares outstanding 211,557,985  215,568,534  211,467,674  217,091,580 
             
    See Notes to Consolidated Financial Statements.        
             
    ENTERGY CORPORATION AND SUBSIDIARIES
    SELECTED OPERATING RESULTS
    For the Three Months Ended March 31, 2007 and 2006
    (Unaudited)
     
             
          Increase/  
    Description 2007 2006 (Decrease) %
      (Dollars in Millions)  
    Utility Electric Operating Revenues:        
      Residential $719 $697  $22  
      Commercial 518 541  (23) (4)
      Industrial 623 667  (44) (7)
      Governmental 37 40  (3) (8)
         Total retail 1,897 1,945  (48) (2)
      Sales for resale 131 175  (44) (25)
      Other 37 (27) 64  237 
         Total $2,065 $2,093  ($28) (1)
             
    Utility Billed Electric Energy        
     Sales (GWh):        
      Residential 7,558 6,917  641  
      Commercial 5,721 5,499  222  
      Industrial 9,186 9,042  144  
      Governmental 385 377   
         Total retail 22,850 21,835  1,015  
      Sales for resale 2,536 2,761  (225) (8)
         Total 25,386 24,596  790  
             
             

    23

    ENTERGY CORPORATION AND SUBSIDIARIES
    CONSOLIDATED STATEMENTS OF CASH FLOWS
    For the Six Months Ended June 30, 2006 and 2005
    (Unaudited)
      2006 2005
      (In Thousands)
      
    OPERATING ACTIVITIES    
    Consolidated net income $491,243  $470,927 
    Adjustments to reconcile consolidated net income to net cash flow    
     provided by operating activities:    
      Reserve for regulatory adjustments 41,683  (73,922)
      Other regulatory credits - net (102,946) (49,971)
      Depreciation, amortization, and decommissioning 496,632  494,458 
      Deferred income taxes and investment tax credits (84,441) 92,579 
      Equity in earnings of unconsolidated equity affiliates - net of dividends (9,896) (11,993)
      Changes in working capital:    
        Receivables 318,480  (124,234)
        Fuel inventory (13,650) 9,065 
        Accounts payable (285,750) (14,685)
        Taxes accrued 535,654  68,495 
        Interest accrued (21,754) (17,715)
        Deferred fuel 272,835  (76,262)
        Other working capital accounts 103,790  (48,972)
      Provision for estimated losses and reserves 25,037  11,536 
      Changes in other regulatory assets (165,527) 21,298 
      Other (120,847) 22,548 
    Net cash flow provided by operating activities 1,480,543  773,152 
         
    INVESTING ACTIVITIES    
    Construction/capital expenditures (942,102) (616,004)
    Allowance for equity funds used during construction 24,367  23,521 
    Nuclear fuel purchases (124,250) (184,445)
    Proceeds from sale/leaseback of nuclear fuel 41,109  125,680 
    Proceeds from sale of assets and businesses 77,159  
    Payment for purchase of plant (88,199) (162,075)
    Decrease in other investments 50,070  63,193 
    Purchases of other temporary investments  (1,591,025)
    Liquidation of other temporary investments  1,778,975 
    Proceeds from nuclear decommissioning trust fund sales 523,806  430,226 
    Investment in nuclear decommissioning trust funds (573,921) (478,753)
    Other regulatory investments (42,479) (63,800)
    Net cash flow used in investing activities (1,054,440) (674,507)
         
    See Notes to Consolidated Financial Statements.    
         
         
         
    24
         
         
    ENTERGY CORPORATION AND SUBSIDIARIES
    CONSOLIDATED STATEMENTS OF CASH FLOWS
    For the Six Months Ended June 30, 2006 and 2005
    (Unaudited)
      2006 2005
      (In Thousands)
       
    FINANCING ACTIVITIES    
    Proceeds from the issuance of:    
      Long-term debt 1,237,865  1,362,424 
      Preferred stock 73,354  30,000 
      Common stock and treasury stock 15,372  89,868 
    Retirement of long-term debt (1,143,746) (701,914)
    Repurchase of common stock  (639,820)
    Redemption of preferred stock (181,060) (2,250)
    Changes in credit line borrowings - net (40,000) (150)
    Dividends paid:    
      Common stock (224,458) (229,353)
      Preferred stock (16,760) (12,779)
    Net cash flow used in financing activities (279,433) (103,974)
         
    Effect of exchange rates on cash and cash equivalents (556) 129 
         
    Net increase (decrease) in cash and cash equivalents 146,114  (5,200)
         
    Cash and cash equivalents at beginning of period 582,820  619,786 
         
    Effect of the deconsolidation of Entergy New Orleans on cash and cash equivalents  (7,954)
         
    Cash and cash equivalents at end of period $728,934  $606,632 
         
         
         
    SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:    
    Cash paid (received) during the period for:    
      Interest - net of amount capitalized $282,454  $242,420 
      Income taxes ($231,325) $80,781 
    Noncash financing activities:    
      Proceeds from long-term debt issued for the purpose    
       of refunding other long-term debt $54,700  
         
    See Notes to Consolidated Financial Statements.    
         
         

    25

    ENTERGY CORPORATION AND SUBSIDIARIES
    CONSOLIDATED BALANCE SHEETS
    ASSETS
    June 30, 2006 and December 31, 2005
    (Unaudited)
      2006 2005
      (In Thousands)
         
    CURRENT ASSETS    
    Cash and cash equivalents:    
      Cash $120,273  $221,773 
      Temporary cash investments - at cost,    
       which approximates market 608,661  361,047 
         Total cash and cash equivalents 728,934  582,820 
    Note receivable - Entergy New Orleans DIP loan 39,749  90,000 
    Notes receivable 1,135  3,227 
    Accounts receivable:     
      Customer 435,254  629,717 
      Allowance for doubtful accounts (24,591) (30,805)
      Other 531,553  459,152 
      Accrued unbilled revenues 279,696  477,570 
         Total receivables 1,221,912  1,535,634 
    Deferred fuel costs 246,969  543,927 
    Fuel inventory - at average cost 219,845  206,195 
    Materials and supplies - at average cost 578,557  610,932 
    Deferred nuclear refueling outage costs 131,484  157,764 
    Prepayments and other 133,389  325,795 
    TOTAL 3,301,974  4,056,294 
         
    OTHER PROPERTY AND INVESTMENTS    
    Investment in affiliates - at equity 307,817  296,784 
    Decommissioning trust funds 2,637,784  2,606,765 
    Non-utility property - at cost (less accumulated depreciation) 219,507  228,833 
    Other 41,480  81,535 
    TOTAL 3,206,588  3,213,917 
         
    PROPERTY, PLANT AND EQUIPMENT    
    Electric 30,225,525  29,161,027 
    Property under capital lease 724,290  727,565 
    Natural gas 88,029  86,794 
    Construction work in progress 836,016  1,524,085 
    Nuclear fuel under capital lease 273,878  271,615 
    Nuclear fuel 383,817  436,646 
    TOTAL PROPERTY, PLANT AND EQUIPMENT 32,531,555  32,207,732 
    Less - accumulated depreciation and amortization 13,223,563  13,010,687 
    PROPERTY, PLANT AND EQUIPMENT - NET 19,307,992  19,197,045 
         
    DEFERRED DEBITS AND OTHER ASSETS    
    Regulatory assets:    
      SFAS 109 regulatory asset - net 730,503  735,221 
      Other regulatory assets 2,394,171  2,133,724 
      Deferred fuel costs 168,122  120,489 
    Long-term receivables 23,640  25,572 
    Goodwill 377,172  377,172 
    Other 1,053,511  991,835 
    TOTAL 4,747,119  4,384,013 
         
    TOTAL ASSETS $30,563,673  $30,851,269 
         
    See Notes to Consolidated Financial Statements.    
     
    26
     
    ENTERGY CORPORATION AND SUBSIDIARIES
    CONSOLIDATED BALANCE SHEETS
    LIABILITIES AND SHAREHOLDERS' EQUITY
    June 30, 2006 and December 31, 2005
    (Unaudited)
      2006 2005
      (In Thousands)
         
    CURRENT LIABILITIES    
    Currently maturing long-term debt $108,191  $103,517 
    Notes payable 41  40,041 
    Accounts payable 984,941  1,655,787 
    Customer deposits 232,607  222,206 
    Taxes accrued 212,100  188,159 
    Accumulated deferred income taxes 101,045  143,409 
    Nuclear refueling outage costs 1,022  15,548 
    Interest accrued 133,101  154,855 
    Obligations under capital leases 136,943  130,882 
    Other 323,413  473,510 
    TOTAL 2,233,404  3,127,914 
         
    NON-CURRENT LIABILITIES    
    Accumulated deferred income taxes and taxes accrued 5,625,264  5,279,228 
    Accumulated deferred investment tax credits 367,618  376,550 
    Obligations under capital leases 165,324  175,005 
    Other regulatory liabilities 409,041  408,667 
    Decommissioning and retirement cost liabilities 1,991,617  1,923,971 
    Transition to competition 79,098  79,101 
    Regulatory reserves 17,397  18,624 
    Accumulated provisions 566,796  556,028 
    Long-term debt 8,979,735  8,824,493 
    Preferred stock with sinking fund 11,700  13,950 
    Other 1,562,709  1,879,017 
    TOTAL 19,776,299  19,534,634 
         
    Commitments and Contingencies    
         
    Preferred stock without sinking fund 344,893  445,974 
         
    SHAREHOLDERS' EQUITY    
    Common stock, $.01 par value, authorized 500,000,000    
     shares; issued 248,174,087 shares in 2006 and in 2005 2,482  2,482 
    Paid-in capital 4,817,628  4,817,637 
    Retained earnings 5,676,094  5,428,407 
    Accumulated other comprehensive loss (153,825) (343,819)
    Less - treasury stock, at cost (40,104,825 shares in 2006 and    
     40,644,602 shares in 2005) 2,133,302  2,161,960 
    TOTAL 8,209,077  7,742,747 
         
    TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY $30,563,673  $30,851,269 
         
    See Notes to Consolidated Financial Statements.    
         
    27

    ENTERGY CORPORATION AND SUBSIDIARIES
    CONSOLIDATED STATEMENTS OF RETAINED EARNINGS, COMPREHENSIVE INCOME, AND PAID-IN CAPITAL
    For the Three and Six Months Ended June 30, 2006 and 2005
    (Unaudited)
               
        Three Months Ended
        2006 2005
        (In Thousands)
    RETAINED EARNINGS          
    Retained Earnings - Beginning of period   $5,509,897    $5,040,655   
      Add: Earnings applicable to common stock   281,802  $281,802  286,150  $286,150 
      Deduct:          
        Dividends declared on common stock   112,295    113,820   
        Capital stock and other expenses   3,310      
          Total   115,605    113,820   
    Retained Earnings - End of period   $5,676,094    $5,212,985   
               
    ACCUMULATED OTHER COMPREHENSIVE LOSS          
    Balance at beginning of period          
      Accumulated derivative instrument fair value changes   ($201,301)   ($161,446)  
      Other accumulated comprehensive income items   52,295    44,649   
         Total   (149,006)   (116,797)  
               
    Net derivative instrument fair value changes          
     arising during the period (net of tax expense (benefit) of $11,151 and ($25,082))   6,672  6,672  (46,621) (46,621)
               
    Foreign currency translation (net of tax expense (benefit) of $206 and ($46))   383  383  (85) (85)
               
    Net unrealized investment gains (net of tax expense (benefit) of ($10,117) and $13,692)   (11,874) (11,874) 16,496  16,496 
               
    Balance at end of period:          
      Accumulated derivative instrument fair value changes   ($194,629)   ($208,067)  
      Other accumulated comprehensive income items   40,804    61,060   
         Total   ($153,825)   ($147,007)  
    Comprehensive Income     $276,983    $255,940 
               
    PAID-IN CAPITAL          
    Paid-in Capital - Beginning of period   $4,816,037    $4,826,797   
      Add: Common stock issuances related to stock plans   1,591    18,240   
    Paid-in Capital - End of period   $4,817,628    $4,845,037   
               
        Six Months Ended
        2006 2005
        (In Thousands)
    RETAINED EARNINGS          
    Retained Earnings - Beginning of period   $5,428,407    $4,984,302   
      Add: Earnings applicable to common stock   475,431  $475,431  458,146  $458,146 
      Deduct:          
        Dividends declared on common stock   224,434    229,448   
        Capital stock and other expenses   3,310    15   
         Total   227,744    229,463   
    Retained Earnings - End of period   $5,676,094    $5,212,985   
               
    ACCUMULATED OTHER COMPREHENSIVE LOSS          
    Balance at beginning of period          
      Accumulated derivative instrument fair value changes   ($392,614)   ($141,411)  
      Other accumulated comprehensive income items   48,795    47,958   
         Total   (343,819)   (93,453)  
               
    Net derivative instrument fair value changes          
     arising during the period (net of tax expense (benefit) of $131,543 and ($37,692))   197,985  197,985  (66,655) (66,655)
               
    Foreign currency translation (net of tax expense (benefit) of $299 and ($69))   556  556  (129) (129)
               
    Minimum pension liability (net of tax benefit of ($1,344))     (2,054) (2,054)
               
    Net unrealized investment gains (net of tax expense (benefit) of ($7,802) and $9,445)   (8,547) (8,547) 15,284  15,284 
               
    Balance at end of period:          
      Accumulated derivative instrument fair value changes   ($194,629)   ($208,066)  
      Other accumulated comprehensive income items   40,804    61,059   
         Total   ($153,825)   ($147,007)  
    Comprehensive Income     $665,425   $404,592 
               
    PAID-IN CAPITAL          
    Paid-in Capital - Beginning of period   $4,817,637    $4,835,375   
      Add: Common stock issuances related to stock plans   (9)   9,662   
    Paid-in Capital - End of period   $4,817,628    $4,845,037   
               
               
    See Notes to Consolidated Financial Statements.          
               
     28

    ENTERGY CORPORATION AND SUBSIDIARIES
    SELECTED OPERATING RESULTS
    For the Three and Six Months Ended June 30, 2006 and 2005
    (Unaudited)
     
             
      Three Months Ended Increase/  
    Description 2006 2005 (Decrease) %
      (Dollars in Millions)  
    Utility Electric Operating Revenues:        
      Residential $697 $569 $128  23 
      Commercial 546 440 106  24 
      Industrial 620 551 69  13 
      Governmental 36 32  13 
         Total retail 1,899 1,592 307  19 
      Sales for resale 161 148 13  
      Other 118 305 (187) (61)
         Total $2,178 $2,045 $133  
             
    Utility Billed Electric Energy        
     Sales (GWh):        
      Residential 7,034 6,558 476  
      Commercial 6,060 5,735 325  
      Industrial 9,561 9,648 (87) (1)
      Governmental 378 377  - - 
         Total retail 23,033 22,318 715  
      Sales for resale 2,816 2,944 (128) (4)
         Total 25,849 25,262 587  
             
     
             
      Six Months Ended Increase/  
    Description 2006 2005 (Decrease) %
      (Dollars in Millions)  
    Utility Electric Operating Revenues:        
      Residential $1,394 $1,162 $232  20 
      Commercial 1,087 868 219  25 
      Industrial 1,287 1,100 187  17 
      Governmental 76 64 12  19 
         Total retail 3,844 3,194 650  20 
      Sales for resale 336 287 49  17 
      Other 91 266 (175) (66)
         Total $4,271 $3,747 $524  14 
             
    Utility Billed Electric Energy        
     Sales (GWh):        
      Residential 13,997 13,728 269  
      Commercial 11,594 11,206 388  
      Industrial 18,613 19,100 (487) (3)
      Governmental 760 761 (1) - - 
         Total retail 44,964 44,795 169  - - 
      Sales for resale 5,577 5,627 (50) (1)
         Total 50,541 50,422 119  - - 
             

    29

    ENTERGY CORPORATION AND SUBSIDIARIES

    NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
    (Unaudited)

    NOTE 1. COMMITMENTS AND CONTINGENCIES

    Entergy New Orleans Bankruptcy

    See Note 9 to the consolidated financial statements for information on the Entergy New Orleans bankruptcy proceeding.

    Nuclear Insurance

    See Note 8 to the consolidated financial statements in the Form 10-K for information on nuclear liability and property insurance associated with Entergy's nuclear power plants. Following is an update to that information.

    Property Insurance

    In April 2007, the excess layer coverage for the Utility nuclear plants was increased to $750 million per occurrence per plant and the blanket layer coverage (shared among the plants) for the Utility nuclear plants was decreased to $350 million per occurrence.

    Non-Nuclear Property Insurance

    See Note 8 to the consolidated financial statements in the Form 10-K for information on Entergy's non-nuclear property insurance program. BeginningFollowing is an update to that information.

    Entergy has reached an agreement with one of its excess insurers under which Entergy will receive $69.5 million in June 2006,settlement of its Hurricane Katrina claim. Entergy expects that $53.7 million of this amount will be allocated to Entergy New Orleans. Entergy New Orleans submitted the aggregation limit for all parties insuredagreement to the bankruptcy court, which approved the agreement on April 25, 2007. Entergy expects to receive the proceeds under the settlement agreement by Oil Insurance Limited (OIL) for any one occurrence was reduced to $500 million. Mostthe end of Entergy's non-nuclear excess property insurance coverage includes a $75 million drop-down feature in the event of an OIL aggregation loss to which an Entergy loss contributes.May 2007.

    Nuclear Decommissioning and Other Asset Retirement CostsNYPA Value Sharing Agreements

    See Note 8 to the consolidated financial statements in the Form 10-K for information on nuclear decommissioningthe NYPA Value Sharing Agreements. Non-Utility Nuclear calculated that nothing was owed to NYPA under the value sharing agreements for 2005. On November 1, 2006, NYPA filed a demand for arbitration claiming that $90.5 million was due to NYPA under these agreements for 2005. Non-Utility Nuclear filed a motion in New York state court to determine whether NYPA's claim should be decided by a court as opposed to an arbitrator. In February 2007, the court issued an order denying Non-Utility Nuclear's request, and other retirement costs.NYPA's claim is now in binding arbitration. Non-Utility Nuclear has also calculated that nothing was owed to NYPA under the value sharing agreements for 2006. On April 24, 2007, NYPA filed an amended demand for arbitration claiming that an additional $54 million was due to NYPA under the value sharing agreements for 2006. With respect to both of these claims, Non-Utility Nuclear disagrees with NYPA's interpretation of the value sharing agreements, believes it has meritorious defenses to NYPA's claims, and intends to defend against those claims vigorously.

    CashPoint Bankruptcy(Entergy Arkansas, Entergy Gulf States, Entergy Louisiana, Entergy Mississippi, and Entergy New Orleans)

    See Note 8 to the financial statements in the Form 10-K for information regarding the bankruptcy of CashPoint, which managed a network of payment agents for the Utility operating companies.

    24

    Employment Litigation

    Entergy Corporation and certain subsidiariesthe Registrant Subsidiaries are defendants in numerous lawsuits and other labor-related proceedings filed by former employees asserting that they were wrongfully terminated and/or discriminated against on the basis of age, race, sex, and/or other protected characteristics. The defendant companiesEntergy Corporation and these subsidiaries are vigorously defending these suits and deny any liability to the plaintiffs. Nevertheless, no assurance can be given as to the outcome of these cases.

    Asbestos and Hazardous Material Litigation(Entergy Gulf States, Entergy Louisiana, Entergy Mississippi, and Entergy New Orleans)

    See Note 8 to the financial statements in the Form 10-K for information regarding asbestos and hazardous material litigation at Entergy Gulf States, Entergy Louisiana, Entergy Mississippi, and Entergy New Orleans.

    NOTE 2. RATE AND REGULATORY MATTERS

    Storm Costs Recovery Filings with Retail RegulatorsRegulatory Assets

    On July 31, 2006, Entergy Louisiana and Entergy Gulf States filed a supplemental and amending storm cost recovery application with the LPSC, in which Entergy Louisiana and Entergy Gulf States requested that the LPSC (1) review Entergy Louisiana's and Entergy Gulf States' testimony and exhibits relatingOther Regulatory Assets

    See Note 2 to the costs associated with Hurricanes Katrina and Rita, and declare that those verified, actual storm-related costs through May 31, 2006 are $466.8 million for Entergy Louisiana and $200.3 million for Entergy Gulf States in the Louisiana jurisdiction and that those costs were prudently incurred; (2) declare that the annual revenue requirements associated with the recovery of those costs, based on a ten-year levelized rate are $54.4 million for Entergy Louisiana and $26.2 million for Entergy Gulf States; (3) authorize Entergy Louisiana and Entergy Gulf States to recover the costs through Storm Cost Recovery Riders (SCRRs) proposed by Entergy Louisiana and Entergy Gulf States; (4) declare that the storm costs incurred subsequent to May 31, 2006 are to be filed by Entergy Louisiana and Entergy Gulf States with the LPSC on an annual basis in connection with their annual formula rate plan (FRP) filings, and that the SCRRs be adjusted annually to reflect such costs and any insurance proceeds or CDBG funds actually received, with the adjusted amounts to be collected through the SCRRs to take effect contemporaneous with the effective date of rate changes under the FRP; (5)

    30

    declare that the storm-related costs incurred by Entergy Louisiana and Entergy Gulf States meet the conditions set forth in the FRP for exclusion from the sharing provisions in those FRPs and authorize the permanent recovery of storm costs outside of the FRPs adopted by the LPSC for Entergy Louisiana and Entergy Gulf States; and (6) authorize the funding of a storm reserve through securitization sufficient to fund a storm cost reserve of $132 million for Entergy Louisiana and $81 million for Entergy Gulf States. Hearings on the application are scheduled for the first quarter 2007.

    In July 2006, Entergy Gulf States filed an application with the PUCT with respect to the $393.2 million of Hurricane Rita reconstruction costs incurred in its Texas retail jurisdiction through March 31, 2006. The filing asks the PUCT to determine that $393.2 million is the amount of reasonable and necessary hurricane reconstruction costs eligible for securitization and recovery, approve the recovery of carrying costs, and approve the manner in which Entergy Gulf States-Texas allocates those costs among its retail customer classes.  If approved, Entergy Gulf States' application will ultimately affect all its retail customers in Texas. Entergy Gulf States' filing does not request recovery of costs through a specific rider on customer bills or through any other means at this time. The hearing before the PUCT on the filing is scheduled for November 2006. This is the first of two filings authorized by a law passed earlier this year in a special session of the Texas Legislature. A second filing will request securitization and recovery of the eligible costs through retail rates and tariffs. Entergy Gulf States expects to make the second filing following the conclusion of the reconstruction cost case.

    As discussedfinancial statements in the Form 10-K for information regarding regulatory assets in December 2005, Entergy Mississippi filed with the MPSC a Notice of Intent to change rates by implementing a Storm Damage Rider to recover storm damage restoration costs associated with Hurricanes Katrina and Rita totaling approximately $84 million as of November 30, 2005.   In February 2006, Entergy Mississippi filed an Application for an Accounting Order seeking certification byUtility business reflected on the MPSCbalance sheets of Entergy Mississippi's estimated $36 million of storm restoration costs not included in the December 2005 filing. In March 2006, the Governor signed a law that established a mechanism by which the MPSC may authorize and certify an electric utility financing order and the state may issue general obligation bonds to pay the costs of repairing damage caused by Hurricane Katrina to the systems of investor-owned electric utilities.  Because of the passage of this law and the possibility of Entergy Mississippi obtaining CDBG funds for H urricane Katrina storm restoration costs, in March 2006, the MPSC issued an order approving a Joint Stipulation between Entergy Mississippi and the Mississippi Public Utilities Staff that provided for the review of Entergy Mississippi's total storm restoration costs in the Application for an Accounting Order proceeding.  The Stipulation stated that the procedural schedule of the December 2005 Notice of Intent filing should be suspended until the MPSC issues a final order in the Application for an Accounting Order proceeding. 

    In June 2006, the MPSC issued an order certifying Entergy Mississippi's Hurricane Katrina restoration costs incurred through March 31, 2006 of $89 million, net of estimated insurance proceeds. Two days later Entergy Mississippi filed a request with the Mississippi Development Authority for $89 million of CDBG funding for reimbursement of its infrastructure restoration costs. Entergy Mississippi also filed a Petition for Financing Order with the MPSC for authorization of state general obligation bond financing of $169 million for Hurricane Katrina restoration costs and future storm costs. The $169 million amount includes Hurricane Katrina restoration costs plus $80 million to build Entergy Mississippi's storm damage reserve for the future. The amount financed through the bonds will be reduced dollar for dollar by any CDBG funds that Entergy Mississippi receives. Pursuant to the legislation, the MPSC must issue a financing order by the end of October 2006.Registrant Subsidiaries.

    Deferred Fuel Costs

    See Note 2 to the consolidated financial statements in the Form 10-K for information regarding fuel proceedings involving the domestic utilityUtility operating companies. Following are updates to that information.

    Entergy Arkansas

    In March 2006,2007, in order to allow further consideration by the APSC, the APSC granted Entergy Arkansas' petition for rehearing and for stay of the APSC's January 2007 order in the proceeding investigating Entergy Arkansas' interim energy cost rate.

    In March 2007, Entergy Arkansas filed with the APSC its annual redetermination of the energy cost rate for application to the period April 20062007 through March 2007.2008. The filed energy cost rate of $0.02827 per decreased from $0.02827/kWh was proposed to replace the interim rate of $0.01900 per kWh that had been in place since October 2005. The interim energy cost rate is discussed in the Form

    31

    10-K, along with the investigation that the APSC commenced concerning Entergy Arkansas' interim energy cost rate. The increase in the energy cost rate is due to increases in the cost of purchased power primarily due to the natural gas cost increase and the effect that Hurricanes Katrina and Rita had on market conditions, increased demand for purchased power during the ANO 1 refueling and steam generator replacement outage in the fall of 2005, and coal plant generation curtailments during off-peak periods due to coal delivery problems.

    On March 31, 2006, the APSC suspended implementation of the $0.02827 per kWh energy cost rate, and ordered that the $0.01900 per kWh interim rate remain in effect pending the APSC proceedings on the energy cost recovery filings. The APSC also extended its investigation into Entergy Arkansas' interim energy cost rate to cover the costs included in Entergy Arkansas' March 2006 filing. The extended investigation does not identify new issues in addition to the four issues listed in the Form 10-K and covers the same time period. On April 7, 2006, the APSC issued a show cause order in the investigation proceeding that ordered Entergy Arkansas to file a cost of service study by June 8, 2006. The order also directed Entergy Arkansas to file testimony to support the cost of service study, to support the $0.02827 per kWh cost rate, and to address the general topic of elimination of the energy cost recovery rider.

    Entergy Arkansas filed for rehearing of the APSC's orders, asking that the energy cost rate filed in March 2006 be implemented in May 2006 subject to refund, asserting that the APSC did not follow appropriate procedures in suspending the operation of the energy cost recovery rider, and asking the APSC to rescind its show cause order. On May 8, 2006 the APSC denied Entergy Arkansas' requests for rehearing. Entergy Arkansas appealed the APSC's decision, but later filed a motion to dismiss the appeal following the APSC's decision described below.

    In June 2006, Entergy Arkansas once again filed a motion with the APSC seeking to implement the redetermined energy cost rate of $0.02827 per $0.01179/kWh. After a hearing the APSC approved Entergy Arkansas' request and the redetermined rate was implemented in July 2006, subject to refund pending the outcome of the APSC energy cost recovery investigation. Because of the delay in implementing the redetermined energy cost rate, Entergy Arkansas estimated in its motion that $46 million of energy costs would remain under-recovered at December 31, 2006.

    A hearing in the APSC energy cost recovery investigation is scheduled for October 2006.

    On June 7, 2006, Entergy Arkansas filed the cost of service study ordered by the APSC. On that date Entergy Arkansas also filed notice with the APSC that it intends to file for a change in base rates within 60 to 90 days of its notice. Entergy Arkansas expects to make that filing in August 2006.

    Entergy Gulf States

    On March 1, 2006, Entergy Gulf States filed with the PUCT an application to implement an interim fuel surcharge in connection with the under-recovery of $97 million including interest of eligible fuel costs for the period August 2005 through January 2006. This surcharge is in addition to an interim surcharge that went into effect in January 2006. Entergy Gulf States entered into a unanimous settlement that reduced the requested surcharge for actual over-collections from the months of February and March 2006, resulting in a surcharge of $78.8 million to be implemented over a twelve-month period beginning in June 2006. The PUCT approved the surcharge in June 2006. Amounts collected through the interim fuel surcharges are subject to final reconciliation in a future fuel reconciliation proceeding. (Texas)

    In May 2006,March 2007, Entergy Gulf States filed with the PUCT a request to refund $78.5 million, including interest, of fuel and purchased power reconciliation case coveringcost recovery over-collections for the period September 2003 through December 2005 for costs recoverable through the Texas fixed fuel factor rate and the incremental purchased capacity recovery rider.January 2007. Entergy Gulf States requested that the proposed refund be made over a six-month period beginning June 2007; however, the refund period is reconciling $1.6 billionsubject to the PUCT's discretion.

    25

    Storm Cost Recovery Filings

    See Note 2 to the financial statements in the Form 10-K for information regarding storm cost recovery filings involving the Utility operating companies. The following are updates to the Form 10-K.

    Entergy Gulf States - Texas

    In April 2007, the PUCT issued its financing order authorizing the issuance of fuelsecuritization bonds to recover $353 million of hurricane reconstruction costs and purchased powerup to $6 million of transaction costs, on a Texas retail basis. Hearings are scheduled for February 2007offset by $32 million of related deferred income tax benefits. Entergy Gulf States expects by mid-2007 to implement rates to recover revenues to pay the securitization bonds, and a PUCT decision is expected in Julyexpects to receive securitization funding by the end of the third quarter 2007.

    32

    Entergy Gulf States - Louisiana and Entergy Louisiana

    In November 2005, the LPSC authorized its staff to initiate an expedited proceeding to audit the fuel and power procurement activities ofFebruary 2007, Entergy Louisiana and Entergy Gulf States for the period January 1, 2005 through October 31, 2005. In April 2006,filed rebuttal testimony and filed a second supplemental and amending application by which they seek authority from the LPSC acceptedto securitize their storm cost recovery and storm reserve amounts, together with certain debt retirement costs and upfront and ongoing costs of the LPSC Staff's audit report findingsecuritized debt issued. Securitization is authorized by a law signed by the Governor of Louisiana in May 2006. The filing updates actual storm-related costs through January 2007 and estimated future costs, declaring that Entergy Louisiana's costs are $561 million and Entergy Gulf States' costs are $219 million.  The filing also updates the prices paidrequested storm reserve amounts, requesting $141 million for natural gas and purchased power were reasonable and that given the market conditions surrounding Hurricanes Katrina and Rita, Entergy Louisiana and $87 million for Entergy Gulf States.  Hearings began in late-April 2007. At the start of the hearing, a stipulation among Entergy Gulf States, acted reasonablyEntergy Louisiana, the LPSC staff, and prudentlymost other parties in responsethe proceeding was read into the record. The stipulation quantifies the balance of storm restoration costs for recovery as $545 million for Entergy Louisiana and $187 million for Entergy Gulf States, and sets the storm reserve amounts at $152 million for Entergy Louisiana and $87 million for Entergy Gulf States. The stipulation also calls for securitization of the storm restoration costs and storm reserves in those same amounts. The LPSC has not issued a decision in the proceeding.

    Entergy New Orleans

    In March 2007, the City Council certified that Entergy New Orleans has incurred $205 million in storm-related costs through December 2006 that are eligible for CDBG funding under the state action plan, and certified Entergy New Orleans' estimated costs of $465 million for the gas system rebuild. In April 2007, Entergy New Orleans executed an agreement with the Louisiana Office of Community Development under which $200 million of CDBG funds will be made available to an extremely difficult environment.Entergy New Orleans. Entergy New Orleans submitted the agreement to the bankruptcy court, which approved it on April 25, 2007. Entergy New Orleans received $171.7 million of the funds on April 27, 2007, and the remainder will be paid to Entergy New Orleans as it incurs and submits additional eligible costs.

    Retail Rate Proceedings

    See Note 2 to the consolidated financial statements in the Form 10-K for information regarding retail rate proceedings involving the domestic utilityUtility operating companies. The following are updates to the Form 10-K.

    Filings with the PUCT and Texas CitiesAPSC (Entergy Arkansas)

    As discussedIn March 2007, Entergy Arkansas filed rebuttal testimony in the Form 10-K,rate case that it filed in August 2005,2006.  The rebuttal testimony requests an annual rate increase of $106.5 million, and retains a return on common equity (ROE) of 11.25%.  A primary reason for the decline in the rate request from the original request of $150 million is the removal of the revenue requirement for the proposed acquisition of a load-following, combined cycle gas-fired generation resource, because Entergy Gulf States filedArkansas was not able to complete negotiations with the PUCTowner within the time requirements of the rate case.  Also, in March 2007 and April 2007, the APSC staff and intervenors filed additional testimony.  The APSC staff's filings indicate that an application for recoveryannual rate increase of its transition to competition costs.$2 million is warranted, with a proposed ROE of 9.9%.  The APSC staff has also taken positions, which Entergy Gulf States requested recovery of $189 million

    26

    Arkansas opposes, regarding costs accumulated in transition to competitionthe storm reserve, FERC-allocated System Agreement cost allocation, and removal costs through implementationassociated with the termination of a 15-year rider to be effective no later than March 1, 2006. The $189 million represents transition to competition costs Entergy Gulf States incurred from June 1, 1999 through June 17, 2005 in preparing for competition in its service area, including attendant AFUDC, and all carrying costs projected to be incurredlease that could have an adverse effect on the transition to competition costs through February 28, 2006. The $189 million is before any gross-up for taxes or carrying costs over the 15-year recovery period. Entergy Gulf States reached a unanimous settlement agreement on all issues with the active partiesfuture financial results.  An evidentiary hearing in the transition to competition cost recovery case. The agreement allows Entergy Gulf States to recover $14.5 million per yearrate case proceeding ended in tr ansition to competition costs over a 15-year period. Entergy Gulf States implemented interim rates based on this revenue level on March 1, 2006. The PUCT approved the settlement agreement in June 2006.early-May 2007.

    Filings with the LPSC

    Retail Rates - Electric

    (Entergy Gulf States)

    In March 2006, the LPSC approved an uncontested stipulated settlement in Entergy Gulf States' formula rate plan filing for the 2004 test year. The settlement includes a revenue requirement increase of $36.8 million and calls for Entergy Gulf States to apply a refund liability of $744 thousand to capacity deferrals. The refund liability pertained to the periods 2004-2005 as well as the interim period in which a $37.8 million revenue increase was in place.

    In May 2006, Entergy Gulf States made its formula rate plan filing with the LPSC for the 2005 test year. The filing shows that Entergy Gulf States' return on equity was within the allowed bandwidth. The filing also indicates that under the formula rate plan rider for approved capacity additions, a $7.1 million rate increase is required to recover LPSC-approved incremental deferred and ongoing capacity requirements. The filing is subject to a period of LPSC Staff review, and rate changes associated with the formula rate plan are scheduled to take effect with the first billing cycle of September 2006.

    (Entergy Louisiana)

    In May 2006, Entergy Louisiana made its formula rate plan filing with the LPSC for the 2005 test year. The filing shows that Entergy Louisiana's return on equity was within the allowed bandwidth. The filing also indicates that under the formula rate plan rider for approved capacity additions, a $121 million rate increase is required to recover LPSC-approved incremental deferred and ongoing capacity requirements. Entergy Louisiana requested recovery of the capacity deferrals over a three-year period, including carrying charges. $51 million of the rate

    33

     increase is associated with these deferrals. The remaining $70 million of the rate increase is associated with ongoing capacity costs. The filing is subject to a period of LPSC Staff review, and rate changes associated with the formula rate plan are scheduled to take effect with the first billing cycle of September 2006.

    Retail Rates - Gas (Entergy Gulf States)

    In January 2006,2007, Entergy Gulf States filed with the LPSC its gas rate stabilization plan.plan for the test year ending September 30, 2006.  The filing showed a revenue deficiency of $4.1$3.5 million based on an ROE mid-point of 10.5%.  On May 1, 2006,In March 2007, Entergy Gulf States filed a set of rate and rider schedules that reflected all proposed LPSC staff adjustments and implemented a $3.5$2.4 million base rate increase effective with the first billing cycle of April 2007 pursuant to an uncontested agreement with the LPSC Staff.rate stabilization plan. 

    Filings with the MPSC (Entergy Mississippi)

    In March 2006,2007, Entergy Mississippi made its annual scheduled formula rate plan filing for the 2006 test year with the MPSC.  The filing was amended by an April 2006 filing.  The amended filing showedshows that an increase of $3.1$12.9 million in annual electric revenues is warranted.  The MPSC has approved a settlement providing for a $1.8 million rate increase, which will be implemented in August 2006.Mississippi Public Utilities Staff is reviewing the filing.

    Electric Industry Restructuring

    Filings withTexas (Entergy Gulf States)

    Refer to Note 2 to the City Councilfinancial statements in the Form 10-K for the current Texas legislation and Entergy Gulf States' proposed transition to competition plan.

    In JuneDecember 2006, Entergy New Orleans made its annual formula rate plan filings with the City Council.  The filings show various alternativesPUCT asked for parties to reflectbrief the effecteffects of the 2005 legislation on the competition dockets of Entergy New Orleans' lost customers and decreased revenue. Entergy New Orleans' recommended alternative adjusts for lost customers and assumesGulf States, most notably, the settlement that the City Council's June 2006 decisionparties entered with respect to allow recoverythe unbundling of all GrandEntergy Gulf costs through the fuel adjustment clause stays in place (a portion of Grand Gulf costs was previously recovered through base rates). Under that alternative, annual increases of $6.4 million in electric base rate revenues (an increase of 4.4%) and $22.8 million in gas base rate revenues (an increase of 160.9%) are warranted. The filings triggered the prescribed four-month periodStates for review by the City Council's Advisors and other parties, and rate adjustments, if any, could be implemented as soon as the first billing cycle of November 2006.

    At the same time as it made its formula rate plan filings, Entergy New Orleans also filed with the City Council a request to implement two storm-related riders. With the first rider, Entergy New Orleans seeks to recover over a ten-year period the $114 million in electric restoration costs and the $25 million in gas restoration costs that it has actually spent through March 31, 2006. Entergy New Orleans also proposed semiannual filings to update the rider for additional restoration spending and also to consider the receipt of CDBG funds or insurance proceeds that it may receive. With the second rider, Entergy New Orleans seeks to establish over a ten-year period a $150 million storm reserve to provide for the risk of another storm. Entergy New Orleans requestedretail open access. Finding that the City Council consider2005 legislation now provides the proposed riders withinmechanism by which Entergy Gulf States will transition to competition, the same time frame asPUCT, on February 1, 2007, dismissed Entergy Gulf States' unbundled cost of service proceeding. After analyzing the formula rate plans, which would allow implementation as soon as the first billing cycle of November 2006.PUCT's decision, Entergy Gulf States recorded a provision for its estimated exposure related to certain past fuel cost recoveries that may be credited to customers.

    27

     

    NOTE 3. COMMON EQUITY

    Common Stock

    Earnings per Share

    The following tables present Entergy's basic and diluted earnings per share (EPS) calculations included on the consolidated income statement:

    34

     

     

    For the Three Months Ended June 30,

     

     

    2006

     

    2005

     

     

    (In Millions, Except Per Share Data)

     

     

     

     

    $/share

     

     

     

    $/share

    Earnings applicable to common stock

     

    $281.8

     

     

     

    $286.2

     

     

     

     

     

     

     

     

     

     

     

    Average number of common shares
      outstanding - basic

     


    208.0

     


    $1.35 

     


    211.1

     


    $1.36 

    Average dilutive effect of:

     

     

     

     

     

     

     

     

     

    Stock Options

     

    3.4

     

    (0.022)

     

    4.2

     

    (0.027)

     

    Deferred Units

     

    0.2

     

    (0.001)

     

    0.2

     

    (0.001)

    Average number of common shares
      outstanding - diluted

     


    211.6

     


    $1.33 

     


    215.5

     


    $1.33 

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

    For the Six Months Ended June 30,

     

    For the Three Months Ended March 31,

     

    2006

     

    2005

     

    2007

     

    2006

     

    (In Millions, Except Per Share Data)

     

    (In Millions, Except Per Share Data)

     

     

     

    $/share

     

     

     

    $/share

     

     

     

    $/share

     

     

     

    $/share

    Earnings applicable to common stock

    Earnings applicable to common stock

     

    $475.4

     

     

     

    $458.1

     

     

    Earnings applicable to common stock

     

    $212.2

     

     

     

    $193.6

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

    Average number of common shares
    outstanding - basic

    Average number of common shares
    outstanding - basic

     


    207.9

     


    $2.29 

     


    212.6

     


    $2.15 

    Average number of common shares
    outstanding - basic

     


    200.5

     


    $1.06 

     


    207.7

     


    $0.93 

    Average dilutive effect of:

    Average dilutive effect of:

     

     

     

     

     

     

     

     

    Average dilutive effect of:

     

     

     

     

     

     

     

     

    Stock Options

     

    3.4

     

    (0.037)

     

    4.3

     

    (0.042)

    Stock Options

     

    4.8

     

    (0.025)

     

    3.5

     

    (0.015)

    Deferred Units

     

    0.2

     

    (0.002)

     

    0.2

     

    (0.002)

    Equity Units

     

    0.7

     

    (0.003)

     

    -

     

    Deferred Units

     

    0.1

     

    (0.001)

     

    0.2

     

    (0.001)

    Average number of common shares
    outstanding - diluted

    Average number of common shares
    outstanding - diluted

     


    211.5

     


    $2.25 

     


    217.1

     


    $2.11 

    Average number of common shares
    outstanding - diluted

     


    206.1

     


    $1.03 

     


    211.4

     


    $0.92 

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

    Entergy's stock option and other equity compensation plans are discussed in Note 712 to the consolidated financial statements in the Form 10-K.

    Treasury Stock

    During the six months ended June 30, 2006,first quarter of 2007, Entergy Corporation issued 539,777824,527 shares of its previously repurchased common stock to satisfy stock option exercises and other stock-based awards. During the first quarter of 2007, Entergy Corporation purchased 5,672,042 shares of common stock for a total purchase price of $558.2 million.

    Retained Earnings

    On AugustApril 4, 2006,2007, Entergy Corporation's Board of Directors declared a common stock dividend of $0.54 per share, payable on SeptemberJune 1, 20062007 to holders of record as of August 15, 2006.May 10, 2007.

    Accumulated Other Comprehensive Income

    Cash flow hedges with net unrealized losses of approximately $126$67.8 million net-of-tax at June 30, 2006March 31, 2007 are scheduledexpected to maturebe reclassified into earnings during the next twelve months.

    3528

     

    NOTE 4. LINES OF CREDIT, RELATED SHORT-TERM BORROWINGS, AND LONG-TERM DEBT

    Entergy Corporation has in place two separate revolving credit facilities, a five-year credit facility and a three-year credit facility. The five-year credit facility, which expires in May 2010, has a borrowing capacity of $2 billion of which $805 million was outstanding as of June 30, 2006. Theand the three-year facility, which expires in December 2008, has a borrowing capacity of $1.5 billion, none of which was outstanding as of June 30, 2006.billion. Entergy canCorporation also has the ability to issue letters of credit against the total borrowing capacity of both credit facilities, and letters of credit totaling $144 million had been issued against the five-year facility at June 30, 2006. The total unused capacity for these facilities as of June 30, 2006 was approximately $2.6 billion.facilities. The commitment fee for this facilitythese facilities is currently 0.13% per annum of the unused amount. Commitment fees and interest rates on loans under the credit facility can fluctuate depending on the senior debt ratings of the domestic utility companie s.Utility operating companies. Following is a summary of the borrowings outstanding and capacity available under these facilities as of March 31, 2007.


    Facility

     


    Capacity

     


    Borrowings

     

    Letters
    of Credit

     

    Capacity
    Available

      

    (In Millions)

             

    5-Year Facility

     

    $2,000 

     

    $895 

     

    $79 

     

    $1,026

    3-Year Facility

     

    $1,500 

     

    $540 

     

    $- 

     

    $960

    See Part II, Item 5 for an update of the borrowings outstanding as of May 8, 2007.

    Entergy Corporation's facilities require it to maintain a consolidated debt ratio of 65% or less of its total capitalization. If Entergy fails to meet this ratio, or if Entergy or the Utility operating companies (except Entergy New Orleans) and System Energy default on other indebtedness or are in bankruptcy or insolvency proceedings, an acceleration of the facilities' maturity dates may occur.

    Entergy Arkansas, Entergy Gulf States, and Entergy Mississippi, each havehad credit facilities available as of June 30, 2006March 31, 2007 as follows:


    Company

     


    Expiration Date

     

    Amount of
    Facility

     

    Amount Drawn as of
    June 30, 2006March 31, 2007

     

     

     

     

     

     

     

    Entergy Arkansas

     

    April 2007

     

    $85 million

     

    -

    Entergy Gulf States

     

    February 2011

     

    $2550 million (a)

     

    -

    Entergy Mississippi

    May 2007

    $30 million (b)

    -

    Entergy Mississippi

     

    May 2007

     

    $20 million (b)

     

    -

    (a)

    The credit facility allows Entergy Gulf States to issue letters of credit against the borrowing capacity of the facility. As of June 30, 2006,March 31, 2007, $1.4 million in letters of credit had been issued.

    (b)

    Borrowings under the Entergy Mississippi credit facilities may be secured by a security interest in its accounts receivable.

    In May 2006,April 2007, Entergy MississippiArkansas renewed its credit facility through April 2008 and increased its $25 millionthe amount of the credit facility to $30 million and renewed$100 million. Prior to expiration on May 31, 2007, it through May 2007.is expected that Entergy Mississippi also entered into a new $20 million credit facility through May 2007.

    In August 2006, Entergy Gulf States increased the capacitywill renew both of its credit facility to $50 million.facilities.

    The credit facilities have variable interest rates and the average commitment fee is 0.13%. The $85 million Entergy Arkansas credit facility requires that it maintain total shareholders' equity of at least 25% of its total assets.

    The FERC has issued an order ("FERC Short-Term Order") approving the short-term borrowing limitsborrowings of the domestic utility companies (exceptRegistrant Subsidiaries (other than Entergy New Orleans) and System Energycertain other Entergy subsidiaries are limited to amounts authorized by the FERC. The current FERC-authorized limits are effective through March 31, 2008. Entergy New Orleans may rely on existing SEC PUHCA 1935 orders for its financing authority, subject to bankruptcy court approval. In addition to borrowings from commercial banks, thethese companies are authorized under a FERC Short-Term Order authorized the domestic utility companies (except Entergy New Orleans which is authorized by an SEC PUHCA 1935 order) and System Energyorder to continue as participants inborrow from the Entergy System money pool. The money pool is an inter-company borrowing arrangement designed to reduce Entergy's subsidiaries' dependence on external short-term borrowings. Borrowings from the money pool and external short-term borrowings combined may not exceed the FERC authorized limits. As of June 30, 2006,March 31, 2007, Entergy's subsidiaries' aggregate money pool and external short-term borrowings authorized limit was $2.0 billion, and the aggregate outstanding borrowing fr omfrom the money pool was $200.6 million.$330.1 million, and Entergy's subsidiaries' had no outstanding short-term borrowing from external sources.

    3629

    Long-term Debt

    The following long-term debt has been issued by Entergy in 2006:

    Issue Date

    Amount

    (In Thousands)

    U.S. Utility

    Mortgage Bonds:

    5.92% Series due February 2016- Entergy Mississippi

    January 2006

    $100,000

    Other Long-term Debt:

    4.60% Series due October 2017, Jefferson County - Arkansas
      (Entergy Arkansas) (secured by a series of collateral first
      mortgage bonds)



    June 2006



    $54,700

    The following long-term debt was retiredare the FERC-authorized limits for short-term borrowings effective February 8, 2006 and the outstanding short-term borrowings from the money pool for the Registrant Subsidiaries (other than Entergy New Orleans) as of March 31, 2007:

     

     

    Authorized

     

    Borrowings

     

     

    (In Millions)

     

     

     

     

     

    Entergy Arkansas

     

    $250

     

    -

    Entergy Gulf States

     

    $350

     

    -

    Entergy Louisiana

     

    $250

     

    $67.1

    Entergy Mississippi

     

    $175

     

    -

    System Energy

     

    $200

     

    -

    Under a savings provision in PUHCA 2005, which repealed PUHCA 1935, Entergy New Orleans may continue to be a participant in the money pool to the extent authorized by its SEC PUHCA 1935 order. However, Entergy New Orleans has not made, and does not expect to make, any additional money pool borrowings while it is in 2006:bankruptcy proceedings. Entergy New Orleans had $37.2 million in borrowings outstanding from the money pool as of its bankruptcy filing date, September 23, 2005.

    Retirement Date

    Amount

    (In Thousands)

    U.S. Utility

    Other Long-term Debt:

    5.95% Series due December 2023, St. Charles Parish -
      (Entergy Louisiana)

    June 2006

    $25,000

    Grand Gulf Lease Obligation payment

    N/A

    $22,989

    Retirements after the balance sheet date:

    5.6% Series due October 2017, Jefferson County - Arkansas
    (Entergy Arkansas)

    July 2006

    $45,500

    6.3% Series due June 2018, Jefferson County -
      Arkansas (Entergy Arkansas)

    July 2006

    $9,200

    In January 2007, Entergy Mississippi used the proceeds from the January 2006 issuanceredeemed, prior to purchase the Attala power plant from Central Mississippi Generating Company, LLC and to repay short-term indebtedness.maturity, $100 million of 4.35% Series of First Mortgage Bonds due April 2008.

    Entergy Arkansas usedNew Orleans Debtor-in-Possession Credit Facility

    See Note 4 in the proceeds fromForm 10-K for a discussion of the June 2006 issuance to redeem, prior to maturity, $45.5Entergy New Orleans $200 million debtor-in-possession (DIP) credit facility. As of March 31, 2007, Entergy New Orleans had $42 million of 5.6% Series of Jefferson County bondsoutstanding borrowings under the DIP credit agreement. During April 2007, at the same time that it made a scheduled pension plan contribution, Entergy New Orleans borrowed under the DIP credit agreement, and $9.2on May 8, 2007 had $67 million of 6.3% Series of Jefferson County bonds in July 2006. The issuance is shown as a non-cash transaction onoutstanding borrowings under the cash flow statement since the proceeds were placed in a trust and never held as cash by Entergy Arkansas.DIP credit agreement.

     

    NOTE 5. PREFERRED STOCKACQUISITIONS

    In March 2006,April 2007, Entergy's Non-Utility Nuclear business purchased the 798 MW Palisades nuclear energy plant located near South Haven, Michigan from Consumers Energy Company for a cash payment of $380 million. Entergy Arkansas issued 3,000,000 sharesreceived the plant, nuclear fuel, inventories, and other assets. The liability to decommission the plant, as well as related decommissioning trust funds of $25 par value 6.45% Series Preferred Stock, allapproximately $250 million, was also transferred to Entergy's Non-Utility Nuclear business. Entergy's Non-Utility Nuclear business executed a unit contingent, 15-year purchased power agreement (PPA) with Consumers Energy for 100% of which were outstandingthe plant's output, excluding any future uprates. Prices under the PPA range from $43.50/MWh in 2007 to $61.50/MWh in 2022, and the average price under the PPA is $51/MWh. In the first quarter 2007, the NRC renewed Palisades' operating license until 2031. Also as part of June 30, 2006. The dividends are cumulative and payable quarterly beginning July 1, 2006. The preferred stock is redeemable on or after April 1, 2011, at Entergy Arkansas' option,the transaction, Consumers Energy paid Entergy's Non-Utility Nuclear business $30 million to assume responsibility for spent fuel at the call price of $25 per share. In April 2006, Entergy Arkansas used the proceeds from this issuance to redeem the following preferred stock:

    Series of Entergy Arkansas Preferred Stock

    Redemption Price Per Share

    7.32% Preferred Stock, Cumulative, $100.00 par value

    $103.17

    7.80% Preferred Stock, Cumulative, $100.00 par value

    $103.25

    7.40% Preferred Stock, Cumulative, $100.00 par value

    $102.80

    7.88% Preferred Stock, Cumulative, $100.00 par value

    $103.00

    $1.96 Preferred Stock, Cumulative, $0.01 par value

    $ 25.00

    37decommissioned Big Rock Point nuclear plant, which is located near Charlevoix, Michigan.

    30

    In June 2006, Entergy Louisiana Holdings redeemed all of its preferred stock and amended its charter to eliminate authority to issue any future series of preferred stock. The redemption was made at the following respective redemption prices as provided in the Entergy Louisiana Holdings amended and restated articles of incorporation:

    Series of Entergy Louisiana Holdings Preferred Stock

    Redemption Price Per Share

    4.96% Preferred Stock, Cumulative, $100.00 par value

    $104.25

    4.16% Preferred Stock, Cumulative, $100.00 par value

    $104.21

    4.44% Preferred Stock, Cumulative, $100.00 par value

    $104.06

    5.16% Preferred Stock, Cumulative, $100.00 par value

    $104.18

    5.40% Preferred Stock, Cumulative, $100.00 par value

    $103.00

    6.44% Preferred Stock, Cumulative, $100.00 par value

    $102.92

    7.84% Preferred Stock, Cumulative, $100.00 par value

    $103.78

    7.36% Preferred Stock, Cumulative, $100.00 par value

    $103.36

    8% Preferred Stock, Cumulative, $25.00 par value

    $ 25.00

    NOTE 6. STOCK-BASED COMPENSATION PLANS

    Entergy grants stock options, which are described more fully in Note 712 to the consolidated financial statements in the Form 10-K. Entergy adopted SFAS 123R, "Share-Based Payment" on January 1, 2006. The impact of adoption of the standard did not materially affect Entergy's financial position, results of operations, or cash flows because Entergy adopted the fair value based method of accounting for stock options prescribed by SFAS 123, "Accounting for Stock-Based Compensation" on January 1, 2003. Prior to 2003, Entergy applied the recognition and measurement principles of APB Opinion 25, "Accounting for Stock Issued to Employees," and related Interpretations in accounting for those plans. Awards under Entergy's plans generally vest over three years. Stock-based compensation expense included in earnings applicable to common

    The following table includes financial information for stock netoptions for each of related tax effects, for the secondyears presented:

     

    2007

     

    2006

     

    (In Millions)

    Compensation expense included in Entergy's Net Income for the first quarter

    $3.3

     

    $2.8

    Tax benefit recognized in Entergy's Net Income for the first quarter

    $1.3

     

    $1.1

    Compensation cost capitalized as part of fixed assets and inventory as of
    March 31,


    $0.5

     


    $0.5

    Entergy granted 1,854,900 stock options during the first quarter 2006 and six months ended June 30, 2006 is $2.0 million and $3.7 million, respective ly. Stock-based compensation expense included in earnings applicable to commonof 2007 with a weighted-average fair value of $14.15. At March 31, 2007, there were 11,834,930 stock netoptions outstanding with a weighted-average exercise price of related tax effects, for$57.54. The aggregate intrinsic value of the second quarter 2005 and six months ended June 30, 2005 is $2.0 million and $3.8 million, respectively.stock options outstanding was $561 million.

     

    NOTE 7. RETIREMENT AND OTHER POSTRETIREMENT BENEFITS

    Components of Net Pension Cost

    Entergy's qualified pension cost, including amounts capitalized, for the secondfirst quarters of 20062007 and 2005,2006, included the following components:

     

    2006

     

    2005

     

    2007

     

    2006

     

    (In Thousands)

     

    (In Thousands)

     

     

     

     

     

     

     

     

    Service cost - benefits earned during the period

     

    $23,176 

     

    $21,010 

     

    $23,428 

     

    $23,176 

    Interest cost on projected benefit obligation

     

    41,814 

     

    37,484 

     

    44,602 

     

    41,814 

    Expected return on assets

     

    (44,482)

     

    (38,781)

     

    (49,179)

     

    (44,482)

    Amortization of transition asset

     

     

    (166)

    Amortization of prior service cost

     

    1,365 

     

    1,306 

     

    1,338 

     

    1,365 

    Amortization of loss

     

    10,931 

     

    7,305 

     

    11,075 

     

    10,931 

    Net pension costs

     

    $32,804 

     

    $28,158 

     

    $31,264 

     

    $32,804 

    3831

    Entergy'sThe Registrant Subsidiaries' qualified pension cost, including amounts capitalized, for the six months ended June 30,first quarters of 2007 and 2006, and 2005, included the following components:

     

     

    2006

     

    2005

     

     

    (In Thousands)

     

     

     

     

     

    Service cost - benefits earned during the period

     

    $46,352 

     

    $42,020 

    Interest cost on projected benefit obligation

     

    83,628 

     

    74,968 

    Expected return on assets

     

    (88,964)

     

    (77,563)

    Amortization of transition asset

     

     

    (332)

    Amortization of prior service cost

     

    2,730 

     

    2,611 

    Amortization of loss

     

    21,862 

     

    14,612 

    Net pension costs

     

    $65,608 

     

    $56,316 

     

     

    Entergy

     

    Entergy

     

    Entergy

     

    Entergy

     

    Entergy

     

    System

    2007

     

    Arkansas

     

    Gulf States

     

    Louisiana

     

    Mississippi

     

    New Orleans

     

    Energy

     

     

    (In Thousands)

    Service cost - benefits earned

     

     

     

     

     

     

     

     

     

     

     

     

      during the period

     

    $3,638 

     

    $3,011 

     

    $2,231 

     

    $1,089 

     

    $470 

     

    $1,021 

    Interest cost on projected

     

     

     

     

     

     

     

     

     

     

     

     

      benefit obligation

     

    10,498 

     

    8,139 

     

    6,251 

     

    3,371 

     

    1,260 

     

    1,710 

    Expected return on assets

     

    (11,009)

     

    (10,750)

     

    (7,808)

     

    (3,837)

     

    (1,446)

     

    (2,136)

    Amortization of prior service cost

     

    412 

     

    304 

     

    160 

     

    114 

     

    44 

     

    12 

    Amortization of loss

     

    2,721 

     

    623 

     

    1,433 

     

    749 

     

    368 

     

    151 

    Net pension cost

     

    $6,260 

     

    $1,327 

     

    $2,267 

     

    $1,486 

     

    $696 

     

    $758 

     

     

    Entergy

     

    Entergy

     

    Entergy

     

    Entergy

     

    Entergy

     

    System

    2006

     

    Arkansas

     

    Gulf States

     

    Louisiana

     

    Mississippi

     

    New Orleans

     

    Energy

     

     

    (In Thousands)

    Service cost - benefits earned

     

     

     

     

     

     

     

     

     

     

     

     

      during the period

     

    $3,626 

     

    $2,993 

     

    $2,182 

     

    $1,077 

     

    $501 

     

    $1,031 

    Interest cost on projected

     

     

     

     

     

     

     

     

     

     

     

     

      benefit obligation

     

    9,915 

     

    7,914 

     

    6,052 

     

    3,252 

     

    1,282 

     

    1,604 

    Expected return on assets

     

    (9,834)

     

    (10,176)

     

    (7,114)

     

    (3,683)

     

    (884)

     

    (1,775)

    Amortization of prior service cost

     

    415 

     

    309 

     

    141 

     

    128 

     

    56 

     

    12 

    Amortization of loss

     

    2,438 

     

    640 

     

    1,509 

     

    725 

     

    509 

     

    167 

    Net pension cost

     

    $6,560 

     

    $1,680 

     

    $2,770 

     

    $1,499 

     

    $1,464 

     

    $1,039 

    Entergy recognized $3.9$4.0 million and $4.0$3.9 million in pension cost for its non-qualified pension plans in the secondfirst quarters of 2007 and 2006, and 2005, respectively. Entergy

    The Registrant Subsidiaries recognized $7.8 million and $8.1 million inthe following pension cost for itstheir non-qualified pension plans forin the six months ended June 30, 2006first quarters of 2007 and 2005, respectively.2006:

     

     

    Entergy

     

    Entergy

     

    Entergy

     

    Entergy

     

    Entergy

     

     

     

    Arkansas

     

    Gulf States

     

    Louisiana

     

    Mississippi

     

    New Orleans

     

     

     

    (In Thousands)

    Non-Qualified Pension Cost First
      Quarter 2007

     

    $123 

     

    $317 

     

    $6 

     

    $44 

     

    $57 

     

    Non-Qualified Pension Cost First
      Quarter 2006

     

    $113 

     

    $220 

     

    $5 

     

    $36 

     

    $54 

     

    32

    Components of Net Other Postretirement Benefit Cost

    Entergy's other postretirement benefit cost, including amounts capitalized, for the secondfirst quarters of 20062007 and 2005,2006, included the following components:

     

    2006

     

    2005

     

    2007

     

    2006

     

    (In Thousands)

     

    (In Thousands)

     

     

     

     

     

     

     

     

    Service cost - benefits earned during the period

     

    $10,370 

     

    $9,208 

     

    $10,638 

     

    $10,370 

    Interest cost on APBO

     

    14,316 

     

    13,501 

     

    14,816 

     

    14,316 

    Expected return on assets

     

    (4,756)

     

    (4,363)

     

    (5,577)

     

    (4,756)

    Amortization of transition obligation

     

    542 

     

    1,340 

     

    542 

     

    542 

    Amortization of prior service cost

     

    (3,688)

     

    (1,989)

     

    (4,049)

     

    (3,688)

    Amortization of loss

     

    5,698 

     

    5,271 

     

    4,461 

     

    5,698 

    Net other postretirement benefit cost

     

    $22,482 

     

    $22,968 

     

    $20,831 

     

    $22,482 

    Entergy'sThe Registrant Subsidiaries' other postretirement benefit cost, including amounts capitalized, for the six months ended June 30,first quarters of 2007 and 2006, and 2005, included the following components:

     

    2006

     

    2005

     

    Entergy

     

    Entergy

     

    Entergy

     

    Entergy

     

    Entergy

     

    System

    2007

     

    Arkansas

     

    Gulf States

     

    Louisiana

     

    Mississippi

     

    New Orleans

     

    Energy

     

    (In Thousands)

     

    (In Thousands)

     

     

     

     

    Service cost - benefits earned during the period

     

    $20,740 

     

    $18,416 

    Service cost - benefits earned

     

     

     

     

     

     

     

     

     

     

     

     

    during the period

     

    $1,525 

     

    $1,547 

     

    $973 

     

    $476 

     

    $255 

     

    $451 

    Interest cost on APBO

     

    28,632 

     

    27,002 

     

    3,037 

     

    2,876 

     

    1,941 

     

    1,049 

     

    870 

     

    433 

    Expected return on assets

     

    (9,512)

     

    (8,726)

     

    (2,231)

     

    (1,697)

     

     

    (819)

     

    (682)

     

    (470)

    Amortization of transition obligation

     

    1,084 

     

    2,680 

     

    205 

     

    151 

     

    96 

     

    88 

     

    416 

     

    Amortization of prior service cost

     

    (7,376)

     

    (3,978)

     

    (197)

     

    218 

     

    117 

     

    (62)

     

    90 

     

    (283)

    Amortization of loss

     

    11,396 

     

    10,542 

     

    1,500 

     

    793 

     

    764 

     

    613 

     

    282 

     

    149 

    Net other postretirement benefit cost

     

    $44,964 

     

    $45,936 

     

    $3,839 

     

    $3,888 

     

    $3,891 

     

    $1,345 

     

    $1,231 

     

    $282 

     

     

    Entergy

     

    Entergy

     

    Entergy

     

    Entergy

     

    Entergy

     

    System

    2006

     

    Arkansas

     

    Gulf States

     

    Louisiana

     

    Mississippi

     

    New Orleans

     

    Energy

     

     

    (In Thousands)

    Service cost - benefits earned

     

     

     

     

     

     

     

     

     

     

     

     

      during the period

     

    $1,337 

     

    $1,254 

     

    $854 

     

    $419 

     

    $232 

     

    $414 

    Interest cost on APBO

     

    2,844 

     

    2,747 

     

    1,856 

     

    944 

     

    856 

     

    407 

    Expected return on assets

     

    (1,797)

     

    (1,489)

     

     

    (709)

     

    (611)

     

    (421)

    Amortization of transition obligation

     

    205 

     

    151 

     

    96 

     

    88 

     

    416 

     

    Amortization of prior service cost

     

    (408)

     

     

    (24)

     

    (137)

     

    10 

     

    (301)

    Amortization of loss

     

    1,671 

     

    1,002 

     

    893 

     

    644 

     

    343 

     

    207 

    Net other postretirement benefit cost

     

    $3,852 

     

    $3,665 

     

    $3,675 

     

    $1,249 

     

    $1,246 

     

    $308 

    Employer Contributions

    Entergy expects to contribute $349$176 million to its qualified pension plans in 2006 (including $107 million delayed from 2005 as a result of the Katrina Emergency Tax Relief Act).2007. As of the end of July 2006,April 2007, Entergy had contributed $189$96 million to its pension plans. Therefore, Entergy presently anticipates contributing an additional $160$80 million to fund its qualified pension plans in 2006.2007.

    3933

    The Registrant Subsidiaries expect to contribute the following to qualified pension plans in 2007:

     

    Entergy

     

    Entergy

     

    Entergy

     

    Entergy

     

    Entergy

     

    System

     

     

    Arkansas

     

    Gulf States

     

    Louisiana

     

    Mississippi

     

    New Orleans

     

    Energy

     

     

    (In Thousands)

    Expected 2007 pension contributions
      disclosed in Form 10-K

     


    $6,987

     


    $25,346

     


    $ -

     


    $784

     


    $43,585

     


    $5,688

    Pension contributions made through
      April 2007

     

    $ -

     

    $16,550

     


    $ -

     

    $ -

     

    $28,459

     

    $3,538

    Remaining estimated pension
      contributions to be made in 2007

     

    $6,987

     

    $8,796

     


    $ -

     

    $784

     

    $15,126

     

    $2,150

    Medicare Prescription Drug, Improvement and Modernization Act of 2003 (Medicare Act)

    Based on actuarial analysis, the estimated impact of future Medicare subsidies reduced the December 31, 20052006 Accumulated Postretirement Benefit Obligation (APBO) by $176$183 million, and reduced the secondfirst quarter 20062007 and 20052006 other postretirement benefit cost by $6.3 million and $6.9 million, and $6.4respectively. In the first quarter 2007, Entergy received $0.9 million respectively. Itin Medicare subsidies for prescription drug claims during the third quarter 2006.

    Based on actuarial analysis, the estimated impact of future Medicare subsidies reduced the six months ended June 30,December 31, 2006 APBO and 2005the first quarters 2007 and 2006 other postretirement benefit cost by $13.9 million and $12.9 million, respectively. Referfor the Registrant Subsidiaries as follows:

     

     

    Entergy

     

    Entergy

     

    Entergy

     

    Entergy

     

    Entergy

     

    System

     

     

    Arkansas

     

    Gulf States

     

    Louisiana

     

    Mississippi

     

    New Orleans

     

    Energy

     

     

    (In Thousands)

    Reduction in 12/31/2006 APBO

     

    ($40,636)

     

    ($35,991)

     

    ($22,486)

     

    ($13,560)

     

    ($10,110)

     

    ($5,966)

    Reduction in first quarter 2007

     

     

     

     

     

     

     

     

     

     

     

     

      other postretirement benefit cost

     

    ($1,376)

     

    ($1,222)

     

    ($762)

     

    ($438)

     

    ($311)

     

    ($246)

    Reduction in first quarter 2006

     

     

     

     

     

     

     

     

     

     

     

     

      other postretirement benefit cost

     

    ($1,562)

     

    ($1,332)

     

    ($865)

     

    ($512)

     

    ($376)

     

    ($268)

    Medicare subsidies received in
      the first quarter 2007 for third
      quarter 2006 claims



    $296 

     



    $205 

     



    $129 

     



    $75 

     



    $74 

     



    $15 

    For further information on the Medicare Act refer to Note 1011 to the consolidated financial statements in the Form 10-K for further discussion.10-K.

    34

     

    NOTE 8. BUSINESS SEGMENT INFORMATION

    Entergy's reportable segments as of June 30, 2006March 31, 2007 are Utility and Non-Utility Nuclear. "All Other" includes the parent company, Entergy Corporation, and other business activity, including the Energy Commodity Services segment, the Competitive Retail Servicesnon-nuclear wholesale assets business and earnings on the proceeds of sales of previously-owned businesses. As a result of the Entergy New Orleans bankruptcy filing, Entergy has discontinued the consolidation of Entergy New Orleans retroactive to January 1, 2005, and is reporting Entergy New Orleans results under the equity method of accounting in the Utility segment. As discussed more thoroughly in Note 9 to the financial statements, Entergy expects to reconsolidate Entergy New Orleans in the second quarter 2007, retroactive to January 1, 2007.

    Entergy's segment financial information for the secondfirst quarters of 20062007 and 20052006 is as follows:

     



    Utility

     


    Non-Utility
    Nuclear*

     



    All Other*

     



    Eliminations

     



    Consolidated

    (In Thousands)

    2006

     

     

     

     

     

     

     

     

     

    Operating revenues

    $2,191,891

     

    $362,363

     

    $82,785 

     

    ($8,537)

     

    $2,628,502 

    Equity in earnings (loss) of
      unconsolidated equity affiliates


    10,682

     


    - -

     


    (2,199)

     


    - - 

     


    8,483 

    Income taxes (benefit)

    93,776

     

    41,331

     

    (12,206)

     

     

    122,901 

    Income from continuing operations

    206,542

    63,379

    6,619 

    (83)

    276,457 

    Income from discontinued
      operations (net of income taxes)


    - -

    -

    13,119 

    -

    13,119 

    Net income

    206,542

     

    63,379

     

    19,738 

     

    (83)

     

    289,576 

     

     

     

     

     

     

     

    2005

     

     

     

     

     

     

     

     

     

    Operating revenues

    $2,057,526

     

    $347,706

     

    $59,092 

     

    ($18,933)

     

    $2,445,391 

     

     

     

     

     

     

     

     

     

     

    Equity in earnings of
      unconsolidated equity affiliates


    8,133

     


    - -

     


    2,158 

     


    - - 

     


    10,291 

    Income taxes (benefit)

    132,093

     

    34,978

     

    (15,222)

     

     

    151,849 

    Income from continuing operations

    217,260

    58,277

    19,795 

    27 

    295,359 

    Loss from discontinued operations
      (net of income tax benefit)


    - -


    - -


    (2,811)


    - - 


    (2,811)

    Net income

    217,260

     

    58,277

     

    16,984 

     

    27 

     

    292,548 

    40

    Entergy's segment financial information for the six months ended June 30, 2006 and 2005 is as follows:

     



    Utility

     


    Non-Utility
    Nuclear*

     



    All Other*

     



    Eliminations

     



    Consolidated

    (In Thousands)

    2006

     

     

     

     

     

     

     

     

     

    Operating revenues

    $4,322,913 

     

    $750,372 

     

    $149,476 

     

    ($26,224)

     

    $5,196,537 

    Equity in earnings (loss) of
      unconsolidated equity affiliates


    16,325 

     


    - - 

     


    (4,255)

     


    - - 

     


    12,070 

    Income taxes (benefit)

    170,749 

     

    94,248 

     

    (23,265)

     

     

    241,732 

    Income from continuing operations

    333,477 

    144,908 

    2,093 

    (115)

    480,363 

    Income from discontinued
      operations (net of income taxes)


    - - 


    - - 


    10,880 


    - - 


    10,880 

    Net income

    333,477 

     

    144,908 

     

    12,973 

     

    (115)

     

    491,243 

    Total assets

    24,763,451 

     

    5,138,175 

     

    3,127,773 

     

    (2,465,726)

     

    30,563,673 

     

     

     

     

     

     

     

     

     

     

    2005

     

     

     

     

     

     

     

     

     

    Operating revenues

    $3,786,866 

     

    $691,281 

     

    $113,418 

     

    ($35,993)

     

    $4,555,572 

    Equity in earnings (loss) of
      unconsolidated equity affiliates


    13,628 

     


    - - 

     


    (35)

     


    - - 

     


    13,593 

    Income taxes (benefit)

    177,618 

     

    86,146 

     

    (19,672)

     

     

    244,092 

    Income from continuing operations

    313,287 

    136,242 

    25,621 

    (46)

    475,104 

    Loss from discontinued operations
      (net of income tax benefit)


    - - 


    - - 


    (4,177)


    - - 


    (4,177)

    Net income

    313,287 

     

    136,242 

     

    21,444 

     

    (46)

     

    470,927 

    Total assets

    22,674,291 

     

    4,733,230 

     

    3,260,502 

     

    (2,512,415)

     

    28,155,608 

     



    Utility

     


    Non-Utility
    Nuclear*

     



    All Other*

     



    Eliminations

     



    Consolidated

    (In Thousands)

    2007

     

     

     

     

     

     

     

     

     

    Operating Revenues

    $2,103,269

     

    $458,251

     

    $45,048 

     

    ($6,338)

     

    $2,600,230 

    Equity in earnings of

     

     

     

     

     

      unconsolidated equity affiliates

    $2,909

     

    $-

     

    $1,625 

     

    $- 

     

    $4,534 

    Income Taxes (Benefit)

    $79,180

     

    $84,735

     

    ($19,362)

     

    $- 

     

    $144,553 

    Net Income (Loss)

    $104,450

     

    $128,170

     

    ($20,425)

     

    $- 

     

    $212,195 

    Total Assets

    $25,167,308

    $5,513,662

    $2,887,861 

    ($2,421,989)

    $31,146,842 

     

     

     

     

     

     

    2006

     

     

     

     

     

     

     

     

     

    Operating Revenues

    $2,131,020

     

    $388,010

     

    $66,688 

     

    ($17,687)

     

    $2,568,031 

    Equity in earnings (loss) of

     

     

     

     

     

      unconsolidated equity affiliates

    $5,643

     

    $-

     

    ($2,057)

     

    $- 

     

    $3,586 

    Income Taxes (Benefit)

    $76,973

     

    $52,916

     

    ($11,059)

     

    $- 

     

    $118,830 

    Net Income (Loss)

    $119,752

     

    $81,530

     

    ($7,622)

     

    ($32)

     

    $193,628 

    Total Assets

    $24,736,486

    $5,037,167

    $3,451,763 

    ($2,709,370)

    $30,516,046 

    Businesses marked with * are sometimes referred to as the "competitive businesses," with the exception of the parent company, Entergy Corporation. Eliminations are primarily intersegment activity.

    In April 2006, Entergy sold Almost all of Entergy's goodwill is related to the retail electric portion of the Competitive Retail Services business operating in the ERCOT region of Texas, and now reports this portion of the business as a discontinued operation. Entergy realized a $26.3 million gain ($17.1 million net-of-tax) on the sale.Utility segment.

     

    NOTE 9. ENTERGY NEW ORLEANS BANKRUPTCY PROCEEDING

    See Note 1618 to the consolidated financial statements in the Form 10-K for a discussion of the Entergy New Orleans bankruptcy proceeding,proceeding. On May 7, 2007, the bankruptcy judge entered an order confirming Entergy New Orleans' plan of reorganization. With the receipt of CDBG funds, and a discussionthe agreement on insurance recovery with one of Entergy's decision to deconsolidate its investmentexcess insurers, Entergy New Orleans waived the conditions precedent in its plan of reorganization, and the plan became effective on May 8, 2007.

    35

    Following are significant terms in Entergy New Orleans' plan of reorganization:

    Entergy New Orleans currently estimates that the prepetition claims that will be allowed and paid (either in cash or by notes) in the bankruptcy case will approximate the prepetition liabilities currently recorded by Entergy New Orleans, including interest.

    (Entergy Corporation)

    Entergy's income statement for the three and six months ended June 30, 2006March 31, 2007 includes $67$41 million and $128 million, respectively, in operating revenues and $4$34 million and $11 million, respectively, in purchased power expenses from transactions with Entergy New Orleans. Entergy's income statement for the three and six months ended June 30, 2005March 31, 2006 includes $44$61 million and $87 million, respectively, in operating revenues and $35$7 million and $81 million, respectively, in purchased power expenses from transactions with Entergy New Orleans. Entergy's balance sheet as of June 30, 2006March 31, 2007 includes $111.4$98 million of accounts receivable that are payable to Entergy or its subsidiariesaffiliates by Entergy New Orleans, includi ng $64.9Orleans. Entergy's balance sheet as of December 31, 2006 includes $95 million of pre-petition accounts.accounts that are payable to Entergy affiliates by Entergy New Orleans.

    As discussedWith confirmation of the plan of reorganization, Entergy expects to reconsolidate Entergy New Orleans in the Form 10-K, becausesecond quarter 2007, retroactive to January 1, 2007. Because Entergy owns all of the common stock of Entergy New Orleans, Entergy's deconsolidation of Entergy New Orleans doesreconsolidation will not affect the amount of net income that Entergy records resulting from Entergy New Orleans' operations.operations for any current or prior period, but will result in Entergy New Orleans' results being included in each individual income statement line item in 2007, rather than just its net income being presented as "Equity in earnings (loss) of unconsolidated equity affiliates," as will remain the case for 2005 and 2006.

    41(Entergy New Orleans)

    NOTE 10. ACCOUNTING POLICY UPDATE

    RevenueReorganization items reported as operating expenses in the income statements for the three months ended March 31, 2007 and Fuel Costs2006 primarily consist of professional fees associated with the bankruptcy case.

    Entergy recognizes revenue from electric power and gas sales when it delivers power or gas to its customers. To the extent that deliveries have occurred but a bill has not been issued, the domestic utility companies accrue an estimate of the revenues for energy delivered since the latest billings. Entergy calculates the estimate based upon several factors including billings through the last billing cycle in a month, actual generation in the month, historical line loss factors, and prices in effect in the domestic utility companies' various jurisdictions. Each month the estimated unbilled revenue amounts are recorded as revenue and unbilled accounts receivable, and the prior month's estimate is reversed. Therefore, changes in price and volume differences resulting from factors such as weather affect the calculation of unbilled revenues from one period to the next, and may result in variability in reported revenues from one period to the next as prior estimates are so recorded and re versed.

    Prior to 2006, Entergy Louisiana and the Louisiana portion of Entergy Gulf States included a component of fuel cost recovery in their unbilled revenue calculations. Effective January 1, 2006, this fuel component of unbilled accounts receivable was reclassified to deferred fuel and is no longer included in the unbilled revenue calculations for Entergy Louisiana and the Louisiana portion of Entergy Gulf States, which is in accordance with regulatory treatment.

    36

     

    NOTE 10. INCOME TAXES

    Entergy or one of its subsidiaries files income tax returns in the U.S. federal jurisdiction, and various state and foreign jurisdictions. With few exceptions, Entergy is no longer subject to U.S. federal, state and local, or non-U.S. income tax examinations by taxing authorities for years before 2002. Entergy's U.S. income tax returns for 2002 and 2003 are currently under examination by the IRS, and the examination is anticipated to be completed by the end of 2007. As of March 31, 2007, the IRS has not proposed any significant adjustments resulting from the current examination.

    On November 16, 2006, the IRS issued a Notice of Deficiency to Entergy for the tax years 1997 and 1998. The Notice asserts that Entergy owes additional tax of $17.3 million for 1997 and $61.7 million for 1998. Entergy and the IRS have settled all issues for 1997 and 1998 except for those raised in the Notice which are described as follows: 1) The IRS believes that U.K. Windfall Tax paid by London Electricity, a former subsidiary of Entergy, was not an eligible tax under the foreign tax credit provisions of the Internal Revenue Code. Entergy believes that it properly claimed a foreign tax credit for the tax year 1998 attributable to the Windfall Tax paid by London Electricity. This issue accounts for $59.7 million of the 1998 deficiency. 2) The IRS denied Entergy's change in method of accounting for street lighting assets and the related increase in depreciation deductions for 1997 and 1998. Entergy believes that street lighting assets are a separate line of business not subject to the same 20-year depreciable life as distribution assets, but rather are properly classified as having a 7-year depreciable life. This issue accounts for all of the 1997 deficiency of $17.3 million and $2 million of the 1998 deficiency. On December 6, 2006, Entergy filed a petition in the U.S. Tax Court requesting a redetermination of these issues and the resulting deficiencies.

    Entergy expects the IRS to issue another Notice of Deficiency in 2007 for the years 1999 - 2001 related to the U.K. Windfall Tax credit and street lighting issues indicating deficiencies of approximately $29 million and $7 million, respectively. In addition, Entergy expects the IRS to include in the Notice an amount related to depreciation deductions that resulted from Entergy's purchase price allocations on its acquisitions of the Pilgrim and Indian Point 2 power plants. Entergy's allocation methodology results in nuclear plant depreciation deductions which have been disallowed by the IRS. Entergy estimates that the 1999 - 2001 deficiency related to nuclear plant depreciation will be approximately $11 million.

    For years after 2001, the U.K. Windfall Tax, street lighting, and nuclear plant depreciation issues resulted in federal and state tax benefits of approximately $63 million, $6 million, and $52 million, respectively for each issue, for a total of $121 million.

    In summary, these three issues have resulted in tax reductions of approximately $152 million for foreign tax credits, $32 million for street lighting, and $63 million for nuclear depreciation, for a total of $247 million for all years. The potential for accrued federal and state interest on these three issues for all years is estimated to be approximately $69 million, after-tax and net of deposit offsets. Entergy believes that the provisions recorded in its financial statements and as shown in the table below are sufficient to address these three issues as well as other liabilities that are reasonably estimable, including an estimate of probable interest expense, associated with all uncertain tax positions.

    Entergy has $124 million in deposits on account with the IRS covering these three and all other uncertain tax positions.

    FASB Interpretation No. 48, "Accounting for Uncertainty in Income Taxes" (FIN 48) was issued in July 2006. FIN 48 establishes a "more-likely-than-not" recognition threshold that must be met before a tax benefit can be recognized in the financial statements. If a tax deduction is taken on a tax return, but does not meet the more-likely-than-not recognition threshold, an increase in income tax liability, above what is payable on the tax return, is required to be recorded. Entergy and the Registrant Subsidiaries adopted the provisions of FASB Interpretation No. 48, "Accounting for Uncertainty in Income Taxes" (FIN 48), on January 1, 2007. As a result of the implementation of FIN 48, Entergy recognized an increase in the

    37

    liability for unrecognized tax benefits of approximately $5 million, which was accounted for as a reduction to the January 1, 2007 balance of retained earnings.

    As of January 1, 2007, Entergy had a total balance of unrecognized tax benefits of approximately $2 billion. Included in this balance of unrecognized tax benefits are $1.7 billion of tax positions for which the ultimate deductibility is highly certain but for which there is uncertainty about the timing of such deductibility. Because of the impact of deferred tax accounting, other than interest and penalties, the disallowance of the shorter deductibility period would not affect the annual effective income tax rate but would accelerate the payment of cash to the taxing authority to an earlier period. Entergy's January 1, 2007 balance of unrecognized tax benefits includes $244 million which could affect the effective income tax rate. Entergy accrues interest and penalties expenses related to unrecognized tax benefits in income tax expense. Entergy's January 1, 2007 balance of unrecognized tax benefits includes approximately $52 million accrued for the possible payment of interest and penalties.

    As of January 1, 2007, Entergy and the Registrant Subsidiaries have total balances of unrecognized tax benefits, which did not change significantly during the three months ended March 31, 2007, reflected in their balance sheets as follows:

     

     

    Entergy

     

    Entergy

     

    Entergy

     

    Entergy

     

    Entergy

     

    System

     

    Entergy

    Arkansas

     

    Gulf States

     

    Louisiana

     

    Mississippi

     

    New Orleans

     

    Energy

    (In Thousands)

    Taxes accrued

     

    ($184,372)

    ($43,445)

     

    ($640)

     

    $234 

     

    $5,830 

     

    $4,304 

     

    ($35,506)

    Accumulated deferred
      income taxes and
      taxes accrued

     



    2,161,372 



    194,718 

     



    193,949 

     



    58,839 

     



    44,599 

     



    16,118 

     



    209,599 

    Total unrecognized
      tax benefit

     


    $1,977,000 


    $151,273 

     


    $193,309 

     


    $59,073 

     


    $50,429 

     


    $20,422 

     


    $174,093 

    The Registrant Subsidiaries' January 1, 2007 balances of unrecognized tax benefits include amounts which could affect the effective income tax rate as follows (in millions):

    Entergy Arkansas

    $0.8

    Entergy Gulf States

    $3.6

    Entergy Louisiana

    $1.2

    Entergy Mississippi

    $3.4

    Entergy New Orleans

    $1.4

    System Energy

    $1.7

    The Registrant Subsidiaries accrue interest and penalties related to unrecognized tax benefits in income tax expense. Included in the January 1, 2007 balance of unrecognized tax benefits were accruals for the possible payment of interest and penalty as follows (in millions):

    Entergy Arkansas

    $1.6

    Entergy Gulf States

    $4.0

    Entergy Louisiana

    $0.8

    Entergy Mississippi

    $3.9

    Entergy New Orleans

    $0.9

    System Energy

    $0.8

    Entergy and the Registrant Subsidiaries do not expect that total unrecognized tax benefits will significantly change within the next twelve months.

    38

    NOTE 11. NEW ACCOUNTING PRONOUNCEMENTS

    The FASB issued Statement of Financial Accounting Standards No. 159, "The Fair Value Option for Financial Assets and Financial Liabilities" (SFAS 159) during the first quarter of 2007. SFAS 159 provides an option for companies to select certain financial assets and liabilities to be accounted for at fair value with changes in the fair value of those assets or liabilities being reported through earnings. The intent of the standard is to mitigate volatility in reported earnings caused by the application of the more complicated fair value hedging accounting rules. Under SFAS 159, companies can select existing assets or liabilities for this fair value option concurrent with the effective date of January 1, 2008 for companies with fiscal years ending December 31 or can select future assets or liabilities as they are acquired or entered into. Entergy is in the process of evaluating the potential effect of making this accounting election.

    In June 2006, the EITF reached a consensus on EITF Issue 06-3 "How Taxes Collected from Customers and Remitted to Governmental Authorities Should Be Presented in the Income Statement (That Is, Gross versus Net Presentation)" (EITF 06-3). The scope of this issue includes any tax assessed by a governmental authority that is both imposed on and concurrent with a specific revenue-producing transaction between a seller and a customer, and may include, but is not limited to, sales, use, value added, and some excise taxes. Under EITF 06-3, the presentation of taxes within the scope of this issue on either a gross basis (included in revenues and costs) or a net basis (excluded from revenues) is an accounting policy decision that should be disclosed. For any such taxes reported on a gross basis, the amounts of those taxes in interim and annual financial statements, for each period for which an income statement is presented, should be disclosed if those amounts are significant. Entergy's pol icy is to present such taxes on a net basis. EITF 06-3 did not affect Entergy's financial statements.

    In the opinion of the management of Entergy Corporation, Entergy Arkansas, Entergy Gulf States, Entergy Louisiana, Entergy Mississippi, Entergy New Orleans, and System Energy, the accompanying unaudited financial statements contain all adjustments (consisting primarily of normal recurring accruals and reclassification of previously reported amounts to conform to current classifications) necessary for a fair statement of the results for the interim periods presented. The business of the Utility segment, however,Registrant Subsidiaries is subject to seasonal fluctuations, however, with the peak periods occurring during the third quarter. The results for the interim periods presented should not be used as a basis for estimating results of operations for a full year.

    Part I, Item 4. Controls and Procedures

    42

    Disclosure Controls and Procedures

    As of March 31, 2007, evaluations were performed under the supervision and with the participation of Entergy Corporation, Entergy Arkansas, Entergy Gulf States, Entergy Louisiana, Entergy Mississippi, Entergy New Orleans, and System Energy Resources (individually "Registrant" and collectively the "Registrants") management, including their respective Chief Executive Officers (CEO) and Chief Financial Officers (CFO). The evaluations assessed the effectiveness of the Registrants' disclosure controls and procedures. Based on the evaluations, each CEO and CFO has concluded that, as to the Registrant or Registrants for which they serve as CEO or CFO, the Registrant's or Registrants' disclosure controls and procedures are effective to ensure that information required to be disclosed by each Registrant in reports that it files or submits under the Securities Exchange Act of 1934 is recorded, processed, summarized and reported within the time periods specified in Securities and Exchange Commi ssion rules and forms; and that the Registrant's or Registrants' disclosure controls and procedures are also effective in reasonably assuring that such information is accumulated and communicated to the Registrant's or Registrants' management, including their respective CEOs and CFOs, as appropriate to allow timely decisions regarding required disclosure.

    39

     

    ENTERGY ARKANSAS, INC.

    MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS

     

    Results of Operations

    Net Income

    Second Quarter 2006 Compared to Second Quarter 2005

    Net income increased $7.4 million primarily dueremained relatively unchanged for the first quarter of 2007 compared to a lower effective income tax rate, partially offset by lowerthe first quarter of 2006 because higher net revenue higher depreciation and amortization expenses, and lower other income.

    Six Months Ended June 30, 2006 Compared to Six Months Ended June 30, 2005

    Net income increased $4.4 million primarily due to a lower effective income tax rate, partiallywas offset by higher depreciation and amortization expensestaxes other than income taxes and higher other operation and maintenance expenses.

    Net Revenue

    Second Quarter 2006 Compared to Second Quarter 2005

    Net revenue which is Entergy Arkansas' measure of gross margin, consists of operating revenues net of: 1) fuel, fuel-related expenses, and gas purchased for resale, 2) purchased power expenses, and 3) other regulatory credits. Following is an analysis of the change in net revenue comparing the secondfirst quarter of 20062007 to the secondfirst quarter of 2005.

    Amount

    (In Millions)

    2005 net revenue

    $266.2 

    Capacity costs

    (6.3)

    Volume/weather

    4.3 

    Other

    (4.4)

    2006 net revenue

    $259.8 

    The capacity costs variance is primarily due to higher capacity-related costs including the revision of reserve equalization payments among Entergy companies due to a FERC ruling regarding the inclusion of interruptible loads in reserve equalization calculations.

    The volume/weather variance is primarily due to an increase in billed electricity usage, including the effect of more favorable weather during the second quarter of 2006 compared to the second quarter of 2005, partially offset by a decrease in usage during the unbilled sales period. Billed electricity usage increased a total of 309 GWh in all sectors.

    Gross operating revenues, fuel and purchased power expenses, and other regulatory credits

    Gross operating revenues increased primarily due to an increase of $30.3 million in fuel cost recovery revenues due to an increase in the energy cost recovery rider effective October 2005and an increase of $25.3 million in gross wholesale revenue resulting from higher wholesale prices and volume.

    Fuel and purchased power expenses increased primarily due to increased deferred fuel expense resulting primarily from higher purchased energy costs as a result of higher natural gas prices and increased power purchases. Also contributing to the increase was a slight increase in demand.

    43

    Other regulatory credits increased primarily due to an increase of $3.6 million resulting from the under-recovery of Grand Gulf costs due to a decrease in the Grand Gulf rider effective January 2006.

    Six Months Ended June 30, 2006 Compared to Six Months Ended June 30, 2005

    Net revenue, which is Entergy Arkansas' measure of gross margin, consists of operating revenues net of: 1) fuel, fuel-related expenses, and gas purchased for resale, 2) purchased power expenses, and 3) other regulatory credits. Following is an analysis of the change in net revenue comparing the six months ended June 30, 2006 to the six months ended June 30, 2005.

     

     

    Amount

     

     

    (In Millions)

     

     

     

    20052006 net revenue

     

    $489.9231.7 

    Net wholesalePass-through rider revenue

     

    10.18.5 

    Volume/weather

     

    9.98.3 

    Deferred fuel cost revisions

     

    (6.1)7.3 

    Capacity costsNet wholesale revenue

     

    (11.3)(10.9)

    Other

     

    (1.0)8.4 

    20062007 net revenue

     

    $491.5253.3 

    The net wholesalepass-through rider revenue variance is primarily due to higher wholesale prices and improveda change in August 2006 in the accounting for city franchise tax revenues as directed by the APSC. The change results related to co-owner contracts.in an increase in rider revenue with a corresponding increase in taxes other than income taxes resulting in no effect on net income.

    The volume/weather variance is primarily due to an increase in electricity usage, including the effect of more favorable weather during the six months ended June 30, 2006 compared to the six months ended June 30, 2005.2006. Billed retail electricity usage increased by a total of 471 GWh in all sectors.113 GWh.

    The deferred fuel cost revisions variance is primarily due to the 20042006 energy cost recovery true-up, made in the first quarter of 2005,2007, which increased net revenue by $4$6.6 million.

    The capacity costsnet wholesale revenue variance is primarily due to higher capacity-related costs including the revision of reserve equalization payments among Entergy companies due to a FERC ruling regarding the inclusion of interruptible loads in reserve equalization calculations.decreased results from wholesale contracts and lower wholesale prices.

    Gross operating revenues and fuel and purchased power expenses and other regulatory credits

    Gross operating revenues increased primarily due to to:

    40

    The increase was partially offset by a decrease of $17.7 million in gross wholesale revenue resulting from higherdue to lower wholesale prices and a decrease in volume.

    Fuel and purchased power expenses increased primarily due to increasedan increase in deferred fuel expense resulting primarilyassociated with higher energy cost recovery rates collected from higher purchased energy costs as a result of higher natural gas prices and increased power purchases. Also contributing to the increase was a slight increase in demand.

    Other regulatory credits increased primarily due to an increase of $8.7 million resulting from the under-recovery of Grand Gulf costs due to a decrease in the Grand Gulf rider effective January 2006.customers.

    Other Income Statement Variances

    Second QuarterOther operation and maintenance expenses increased primarily due to:

    Partially offsetting the increase was a decrease of $1.6 million in payroll and benefits costs.

    Taxes other than income taxes increased primarily due to an increase in city franchise tax expense due to a change in August 2006 Compared to Second Quarter 2005in the accounting for city franchise tax revenues as directed by the APSC. The change results in an increase in taxes other than income taxes with a corresponding increase in rider revenue, resulting in no effect on net income.

    Depreciation and amortization expenses increased primarily due to an increase in plant in service and a revision in 20052006 of estimated depreciable lives involving certain intangible assets.

    44

    Other income decreasedincreased primarily due to:

    Six Months Ended June 30, 2006 Compared to Six Months Ended June 30, 2005

    Other operation and maintenance expensesother charges increased primarily due to $4.1interest expense of $2.9 million applied as a credit against bad debt expenserecorded in the first quarter of 2005 in accordance with2007 on advances from independent power producers per a settlement agreement with the APSC.

    Depreciation and amortization expenses increased primarily due to an increase in plant in service andFERC order, partially offset by a revision in 2005 of estimated depreciable lives involving certain intangible assets.to the allowance for borrowed funds used during construction related to removal costs.

    Income Taxes

    The effective income tax rates for the secondfirst quarters of 2007 and 2006 were 45.4% and 2005 were 8.9% and 37.0%44.1%, respectively. The difference in the effective income tax rate for the secondfirst quarter of 2007 versus the federal statutory rate of 35.0% is primarily due to book and tax differences related to utility plant items and state income taxes, partially offset by book and tax differences related to the allowance for equity funds used during construction. The difference in the effective income tax rate for the first quarter of 2006 versus the federal statutory rate of 35.0% is primarily due to the recognition of an income tax benefit related to the steam generator removal cost and the flow through of a pension item. The difference in the effective income tax rate for the second quarter of 2005 versus the federal statutory rate of 35.0% is primarily due to state income taxes and book and tax differences related to utility plant items partially offset by amortization of investment tax credits and book and tax differences related to the allowance for funds used during construction.

    The effective income tax rates for the six months ended June 30, 2006 and 2005 were 25.0% and 36.3%, respectively. The difference in the effective income tax rate for the six months ended June 30, 2006 versus the federal statutory rate of 35.0% is primarily due to the recognition of an income tax benefit related to the steam generator removal cost and the flow through of a pension item. The difference in the effective income tax rate for the six months ended June 30, 2005 versus the federal statutory rate of 35.0% is primarily due to state income taxes, and book and tax differences related to utility plant items, partially offset by a downward revision in the estimate of federal income tax expense related to tax depreciation, the amortization of investment tax credits, and book and tax differences related to the allowance for funds used during construction.credits.

    41

    Liquidity and Capital Resources

    Cash Flow

    Cash flows for the six months ended June 30,first quarters of 2007 and 2006 and 2005 were as follows:

     

    2006

     

    2005

     

    2007

     

    2006

     

    (In Thousands)

     

    (In Thousands)

     

     

     

     

     

     

     

     

    Cash and cash equivalents at beginning of period

    Cash and cash equivalents at beginning of period

     

    $9,393 

     

    $89,744 

    Cash and cash equivalents at beginning of period

     

    $34,815 

     

    $9,393 

     

     

     

     

     

     

     

     

    Cash flow provided by (used in):

    Cash flow provided by (used in):

     

     

     

     

    Cash flow provided by (used in):

     

     

     

     

    Operating activities

     

    225,953 

     

    210,270 

    Operating activities

     

    208,282 

     

    95,463 

    Investing activities

     

    (147,364)

     

    (246,232)

    Investing activities

     

    (115,117)

     

    (89,049)

    Financing activities

     

    (68,931)

     

    57,634 

    Financing activities

     

    (17,518)

     

    28,556 

    Net increase in cash and cash equivalents

    Net increase in cash and cash equivalents

     

    9,658 

     

    21,672 

    Net increase in cash and cash equivalents

     

    75,647 

     

    34,970 

     

     

     

     

     

     

     

     

    Cash and cash equivalents at end of period

    Cash and cash equivalents at end of period

     

    $19,051 

     

    $111,416 

    Cash and cash equivalents at end of period

     

    $110,462 

     

    $44,363 

    45

    Operating Activities

    Cash flow from operations increased $15.7$112.8 million for the six months ended June 30, 2006first quarter of 2007 compared to the six months ended June 30, 2005first quarter of 2006 primarily due to the timing of payments to vendors, increased recovery of deferred fuel costs, and income tax refunds of $23.5 million in 2006 compared to income tax payments of $19.5 million in 2005. These increases were partially offset by the timing of the collection of receivables from customers and the timing of payments to vendors.customers.

    In the first quarter of 2006, Entergy Corporation received an income tax refund as a result of net operating loss carryback provisions contained in the Gulf Opportunity Zone Act of 2005, as discussed in Note 3 to the domestic utilities companies and System Energy financial statements in the Form 10-K. In accordance with Entergy's intercompany tax allocation agreement, in April 2006 Entergy Corporation distributed $12 million of the refund to Entergy Arkansas.

    Investing Activities

    Net cash flow used in investing activities decreased $98.9increased $26.1 million for the six months ended June 30, 2006first quarter of 2007 compared to the six months ended June 30, 2005first quarter of 2006 primarily due to money pool activity.

    Financing Activities

    Financing activities used $68.9$17.5 million in cash flows for the six months ended June 30, 2006first quarter of 2007 compared to providing $57.6$28.6 million in cash flows for the six months ended June 30, 2005first quarter of 2006 primarily due to the net issuance of $92.9$75 million of long-term debt for the six months ended June 30, 2005preferred stock in addition toMarch 2006, partially offset by money pool activity.

    See "Uses and Sources of Capital" below for the details of Entergy Arkansas' preferred stock activity in 2006.

    Capital Structure

    Entergy Arkansas' capitalization is balanced between equity and debt, as shown in the following table.

     

    June 30,
    2006

     

    December 31,
    2005

     

    March 31,
    2007

     

    December 31,
    2006

     

     

     

     

     

     

     

     

    Net debt to net capital

     

    47.9%

     

    47.4%

     

    45.9%

     

    47.5%

    Effect of subtracting cash from debt

     

    0.3%

     

    0.1%

     

    2.0%

     

    0.6%

    Debt to capital

     

    48.2%

     

    47.5%

     

    47.9%

     

    48.1%

    Net debt consists of debt less cash and cash equivalents. Debt consists of notes payable, capital lease obligations, and long-term debt, including the currently maturing portion. Capital consists of debt and shareholders' equity. Net capital consists of capital less cash and cash equivalents. Entergy Arkansas uses the net debt to net capital ratio in analyzing its financial condition and believes it provides useful information to its investors and creditors in evaluating Entergy Arkansas' financial condition.

    42

    Uses and Sources of Capital

    See "MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS -Liquidity and Capital Resources"in the Form 10-K for a discussion of Entergy Arkansas' uses and sources of capital. Following are updates to the information provided in the Form 10-K.

    In March 2006, Entergy Arkansas issued 3,000,000 shares of $25 par value 6.45% Series Preferred Stock, all of which were outstanding as of June 30, 2006. The dividends are cumulative and payable quarterly beginning July 1, 2006. The preferred stock is redeemable on or after April 1, 2011, at Entergy Arkansas' option, at the call price of $25 per share. In April 2006, Entergy Arkansas used the proceeds from this issuance to redeem the following preferred stock:

    46

    Series of Entergy Arkansas Preferred Stock

    Redemption Price Per Share

    7.32% Preferred Stock, Cumulative, $100.00 par value

    $103.17

    7.80% Preferred Stock, Cumulative, $100.00 par value

    $103.25

    7.40% Preferred Stock, Cumulative, $100.00 par value

    $102.80

    7.88% Preferred Stock, Cumulative, $100.00 par value

    $103.00

    $1.96 Preferred Stock, Cumulative, $0.01 par value

    $ 25.00

    In April 2006,2007, Entergy Arkansas renewed its $85 million credit facility through April 30, 2007. The2008 and increased the amount of the credit facility is no longer subject to a combined borrowing limit with Entergy Louisiana's credit facility.$100 million. There were no outstanding borrowings under the Entergy Arkansas credit facility as of June 30, 2006.

    In June 2006, Entergy Arkansas issued $54.7 million of 4.60% Series of Jefferson County bonds due October 2017. The proceeds were used to redeem, prior to maturity, $45.5 million of 5.6% Series of Jefferson County bonds and $9.2 million of 6.3% Series of Jefferson County bonds in July 2006. The issuance is shown as a non-cash transaction on the cash flow statement since the proceeds were placed in a trust and never held as cash by Entergy Arkansas.March 31, 2007.

    Entergy Arkansas' receivables from or (payables to) the money pool were as follows:

    June 30,
    2006

     

    December 31,
    2005

     

    June 30,
    2005

     

    December 31,
    2004

    (In Thousands)

     

     

     

     

     

     

     

    $15,567

     

    ($27,346)

     

    $132,315

     

    $23,561

    March 31,
    2007

     

    December 31,
    2006

     

    March 31,
    2006

     

    December 31,
    2005

    (In Thousands)

     

     

     

     

     

     

     

    $62,748

     

    $16,109

     

    $24,577

     

    ($27,346)

    See Note 4 to the financial statements in the Form 10-K for a description of the money pool.

    Significant Factors and Known Trends

    See "MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS -Significant Factors and Known Trends" in the Form 10-K for a discussion of utility restructuring, federal regulation and proceedings, market and credit risks, state and local rate regulatory risks,regulation, energy cost rate investigation, federal regulation, utility restructuring, nuclear matters, and environmental risks. Following are updates to the information provided in the Form 10-K.

    State and Local Rate Regulation

    Entergy Arkansas

    In March 2006,2007, Entergy Arkansas filed with the APSC its annual redetermination of the energy cost rate for application to the period April 20062007 through March 2007.2008. The filed energy cost rate of $0.02827 per decreased from $0.02827/kWh was proposed to replace the interim rate of $0.01900 per kWh that had been in place since October 2005. The interim energy cost rate is discussed$0.01179/kWh.

    In March 2007, Entergy Arkansas filed rebuttal testimony in the Form 10-K, alongrate case that it filed in August 2006.  The rebuttal testimony requests an annual rate increase of $106.5 million, and retains a return on common equity (ROE) of 11.25%.  A primary reason for the decline in the rate request from the original request of $150 million is the removal of the revenue requirement for the proposed acquisition of a load-following, combined cycle gas-fired generation resource, because Entergy Arkansas was not able to complete negotiations with the investigation thatowner within the time requirements of the rate case.  Also, in March 2007 and April 2007, the APSC commenced concerningstaff and intervenors filed additional testimony.  The APSC staff's filings indicate that an annual rate increase of $2 million is warranted, with a proposed ROE of 9.9%.  The APSC staff has also taken positions, which Entergy Arkansas opposes, regarding costs accumulated in the storm reserve, FERC-allocated System Agreement cost all ocation, and removal costs associated with the termination of a lease that could have an adverse effect on future financial results.  An evidentiary hearing in the rate case proceeding ended in early-May 2007.

    Energy Cost Rate Investigation

    In March 2007, in order to allow further consideration by the APSC, the APSC granted Entergy Arkansas' petition for rehearing and for stay of the APSC's January 2007 order in the proceeding investigating Entergy Arkansas' interim energy cost rate. The increase in the energy cost rate is due to increases in the cost of purchased power primarily due to the natural gas cost increase and the effect that Hurricanes Katrina and Rita had on market conditions, increased demand for purchased power during the ANO 1 refueling and steam generator replacement outage in the fall of 2005, and coal plant generation curtailments during off-peak periods due to coal delivery problems.

    On March 31, 2006, the APSC suspended implementation of the $0.02827 per kWh energy cost rate, and ordered that the $0.01900 per kWh interim rate remain in effect pending the APSC proceedings on the energy cost recovery filings. The APSC also extended its investigation into Entergy Arkansas' interim energy cost rate to cover the costs included in Entergy Arkansas' March 2006 filing. The extended investigation does not identify new issues in addition to the four issues listed in the Form 10-K and covers the same time period. On April 7, 2006, the APSC issued a show cause order in the investigation proceeding that ordered Entergy Arkansas to file a cost of service study by June 8, 2006. The order also directed Entergy Arkansas to file testimony to support the cost of service study, to support the $0.02827 per kWh cost rate, and to address the general topic of elimination of the energy cost recovery rider.

    4743

    Entergy Arkansas filed for rehearing of the APSC's orders, asking that the energy cost rate filed in March 2006 be implemented in May 2006 subject to refund, asserting that the APSC did not follow appropriate procedures in suspending the operation of the energy cost recovery rider, and asking the APSC to rescind its show cause order. On May 8, 2006 the APSC denied Entergy Arkansas' requests for rehearing. Entergy Arkansas appealed the APSC's decision, but later filed a motion to dismiss the appeal following the APSC's decision described below.

    In June 2006, Entergy Arkansas once again filed a motion with the APSC seeking to implement the redetermined energy cost rate of $0.02827 per kWh. After a hearing the APSC approved Entergy Arkansas' request and the redetermined rate was implemented in July 2006, subject to refund pending the outcome of the APSC energy cost recovery investigation. Because of the delay in implementing the redetermined energy cost rate, Entergy Arkansas estimated in its motion that $46 million of energy costs would remain under-recovered at December 31, 2006.

    A hearing in the APSC energy cost recovery investigation is scheduled for October 2006.

    On June 7, 2006, Entergy Arkansas filed the cost of service study ordered by the APSC. On that date Entergy Arkansas also filed notice with the APSC that it intends to file for a change in base rates within 60 to 90 days of its notice. Entergy Arkansas expects to make that filing in August 2006.Federal Regulation

    See Entergy Corporation"System Agreement Proceedings", "Independent Coordinator of Transmission", and Subsidiaries'"Available Flowgate Capacity Proceeding" in the "MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS -Significant Factors and Known Trends - Federal Regulation -System Agreement Litigation" for a discussionsection of Entergy's compliance filing in that proceeding. If the FERC approves the compliance tariff as filed, then payments under that tariff will be classified as energy costs, which would then be included in setting the retail energy cost rate as part of the normal working of the energy cost recovery rider.  As noted above the APSC has given notice that it is considering the prospective elimination of the energy cost recovery rider.  Therefore, Entergy Arkansas plans to propose an alternative to the energy cost recovery rider for recovery of the costs allocated to it as a result of the System Agreement litigation should the energy cost recovery rider be lawfully terminated by the APSC.  A separate exact recovery rider, similar to the energy cost rec overy rider or a production cost allocation rider, would ensure that Entergy Arkansas' customers pay only the amount allocated by the FERC.

    Federal Regulation

    System Agreement Proceedings

    See Entergy Corporation and Subsidiaries' "MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS -Significant FactorsSubsidiaries Management's Financial Discussion and Known Trends - Federal Regulation -System Agreement Litigation,APSC Complaint filed with the FERC, andAPSC System Agreement Investigation"Analysis for updates regarding proceedings involvingto the System Agreement.discussion in the Form 10-K.

    Independent Coordinator of Transmission (ICT)

    See Entergy Corporation and Subsidiaries' "MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS -Significant Factors and Known Trends - Federal Regulation -Independent Coordinator of Transmission"for an update regarding Entergy's ICT proposal.

    Critical Accounting Estimates

    See "MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS -Critical Accounting Estimates" in the Form 10-K for a discussion of the estimates and judgments necessary in Entergy Arkansas' accounting for nuclear decommissioning costs, unbilled revenue, and qualified pension and other postretirement benefits.

    48

    Recently IssuedNew Accounting Pronouncements

    FASB Interpretation No. 48, "AccountingSee "New Accounting Pronouncements" section of Entergy Corporation and Subsidiaries Management's Financial Discussion and Analysis for Uncertainty in Income Taxes" (FIN 48) was issued in July 2006 and is effective for Entergy Arkansas in the first quartera discussion of 2007. The FASB's objective in issuing this interpretation is to increase comparability among companies in financial reporting of income taxes. FIN 48 establishes a "more-likely-than-not" recognition threshold that must be met before a tax benefit can be recognized in the financial statements. If a tax deduction is taken on a tax return, but does not meet the more-likely-than-not recognition threshold, an increase in income tax liability, above what is payable on the tax return, is required to be recorded. Entergy Arkansas does not expect that the adoption of FIN 48 will materially affect its financial position, results of operations, or cash flows.new accounting pronouncements.

    44

    ENTERGY ARKANSAS, INC.
    INCOME STATEMENTS
    For the Three Months Ended March 31, 2007 and 2006
    (Unaudited)
       
      2007 2006
      (In Thousands)
         
    OPERATING REVENUES    
    Electric $502,738  $447,622 
         
    OPERATING EXPENSES    
    Operation and Maintenance:    
      Fuel, fuel-related expenses, and    
       gas purchased for resale 138,039  102,471 
      Purchased power 116,405  118,930 
      Nuclear refueling outage expenses 7,013  7,355 
      Other operation and maintenance 99,855  91,755 
    Decommissioning 8,000  7,483 
    Taxes other than income taxes 19,983  9,620 
    Depreciation and amortization 56,065  52,818 
    Other regulatory credits - net (5,028) (5,527)
    TOTAL 440,332  384,905 
         
    OPERATING INCOME 62,406  62,717 
         
    OTHER INCOME    
    Allowance for equity funds used during construction 5,596  1,902 
    Interest and dividend income 7,583  7,675 
    Miscellaneous - net (1,206) (885)
    TOTAL 11,973  8,692 
         
    INTEREST AND OTHER CHARGES 
    Interest on long-term debt 19,354  18,978 
    Other interest - net 4,897  1,540 
    Allowance for borrowed funds used during construction (2,744) (857)
    TOTAL 21,507  19,661 
         
    INCOME BEFORE INCOME TAXES 52,872  51,748 
         
    Income taxes 23,990  22,825 
         
    NET INCOME 28,882  28,923 
         
    Preferred dividend requirements and other 1,718  2,038 
         
    EARNINGS APPLICABLE TO    
    COMMON STOCK $27,164  $26,885 
         
    See Notes to Financial Statements.    
         

    49

    45

    (Page left blank intentionally)

    46

     

    ENTERGY ARKANSAS, INC.
    INCOME STATEMENTS
    For the Three and Six Months Ended June 30, 2006 and 2005
    (Unaudited)
         
      Three Months Ended Six Months Ended
      2006 2005 2006 2005
      (In Thousands) (In Thousands)
             
    OPERATING REVENUES        
    Domestic electric $504,223  $450,097  $951,845  $817,457 
             
    OPERATING EXPENSES        
    Operation and Maintenance:        
      Fuel, fuel-related expenses, and        
       gas purchased for resale 84,806  46,612  187,277  83,415 
      Purchased power 167,981  139,899  286,911  247,531 
      Nuclear refueling outage expenses 7,371  7,019  14,726  13,336 
      Other operation and maintenance 105,895  105,727  197,650  191,556 
    Decommissioning 7,608  8,246  15,091  16,359 
    Taxes other than income taxes 8,982  10,051  18,602  19,888 
    Depreciation and amortization 54,143  48,023  106,961  99,800 
    Other regulatory credits - net (8,359) (2,589) (13,886) (3,384)
    TOTAL 428,427  362,988  813,332  668,501 
             
    OPERATING INCOME 75,796  87,109  138,513  148,956 
             
    OTHER INCOME        
    Allowance for equity funds used during construction 1,916  3,491  3,818  7,450 
    Interest and dividend income 3,998  5,078  11,673  9,370 
    Miscellaneous - net (687) (47) (1,572) (679)
    TOTAL 5,227  8,522  13,919  16,141 
             
    INTEREST AND OTHER CHARGES 
    Interest on long-term debt 19,361  19,968  38,339  40,750 
    Other interest - net 1,328   798  2,868  2,224 
    Allowance for borrowed funds used during construction (822) (1,725) (1,679) (3,736)
    TOTAL 19,867  19,041  39,528  39,238 
             
    INCOME BEFORE INCOME TAXES 61,156  76,590  112,904  125,859 
             
    Income taxes 5,421  28,300  28,246  45,638 
             
    NET INCOME 55,735  48,290  84,658  80,221 
             
    Preferred dividend requirements and other 2,085  1,944  4,123  3,888 
             
    EARNINGS APPLICABLE TO        
    COMMON STOCK $53,650  $46,346  $80,535  $76,333 
             
    See Notes to Respective Financial Statements.        
             
    ENTERGY ARKANSAS, INC.
    STATEMENTS OF CASH FLOWS
    For the Three Months Ended March 31, 2007 and 2006
    (Unaudited)
       
      2007 2006
      (In Thousands)
         
    OPERATING ACTIVITIES    
    Net income $28,882  $28,923 
    Adjustments to reconcile net income to net cash flow provided by operating activities:    
      Reserve for regulatory adjustments (552) 7,082 
      Other regulatory credits - net (5,028) (5,527)
      Depreciation, amortization, and decommissioning 64,065  60,301 
      Deferred income taxes,investment tax credits, and non-current taxes accrued 67,344  20,019 
      Changes in working capital:    
        Receivables 39,292  25,549 
        Fuel inventory (12,908) (14,869)
        Accounts payable (27,956) (69,957)
        Taxes accrued (30,513) 9,570 
        Interest accrued 596  3,666 
        Deferred fuel costs 84,739  47,312 
        Other working capital accounts 3,845  5,649 
      Provision for estimated losses and reserves 134  (1,214)
      Changes in other regulatory assets 8,441  2,037 
      Other (12,099) (23,078)
    Net cash flow provided by operating activities 208,282  95,463 
         
    INVESTING ACTIVITIES    
    Construction expenditures (72,495) (63,547)
    Allowance for equity funds used during construction 5,596  1,902 
    Nuclear fuel purchases (30,530) - - 
    Proceeds from sale/leaseback of nuclear fuel 32,601  - - 
    Proceeds from nuclear decommissioning trust fund sales 7,008  48,526 
    Investment in nuclear decommissioning trust funds (10,658) (51,353)
    Change in money pool receivable - net (46,639) (24,577)
    Net cash flow used in investing activities (115,117) (89,049)
         
    FINANCING ACTIVITIES    
    Proceeds from the issuance of preferred stock - -  73,446 
    Change in money pool payable - net - -  (27,346)
    Dividends paid:    
      Common stock (15,800) (15,600)
      Preferred stock (1,718) (1,944)
    Net cash flow provided by (used in) financing activities (17,518) 28,556 
         
    Net increase in cash and cash equivalents 75,647  34,970 
         
    Cash and cash equivalents at beginning of period 34,815  9,393 
         
    Cash and cash equivalents at end of period $110,462  $44,363 
         
    SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:    
    Cash paid during the period for:    
      Interest - net of amount capitalized $20,361  $14,049 
         
    See Notes to Financial Statements.    
         

    47

    ENTERGY ARKANSAS, INC.
    BALANCE SHEETS
    ASSETS
    March 31, 2007 and December 31, 2006
    (Unaudited)
      
     2007 2006
     (In Thousands)
         
    CURRENT ASSETS    
    Cash and cash equivalents:    
      Cash $2,684  $2,849 
      Temporary cash investments - at cost,    
       which approximates market 107,778  31,966 
         Total cash and cash equivalents 110,462  34,815 
    Accounts receivable:    
      Customer 106,874  105,347 
      Allowance for doubtful accounts (15,031) (15,257)
      Associated companies 101,243  57,554 
      Other 84,748  114,108 
      Accrued unbilled revenues 58,141  66,876 
         Total accounts receivable 335,975  328,628 
    Deferred fuel costs - -   2,157 
    Accumulated deferred income taxes 22,086  19,232 
    Fuel inventory - at average cost 35,881  22,973 
    Materials and supplies - at average cost 102,660  100,061 
    Deferred nuclear refueling outage costs 17,892  23,678 
    Prepayments and other 9,073  6,368 
    TOTAL 634,029  537,912 
         
    OTHER PROPERTY AND INVESTMENTS    
    Investment in affiliates - at equity 11,205  11,206 
    Decommissioning trust funds 444,162  439,408 
    Non-utility property - at cost (less accumulated depreciation) 1,445  1,446 
    Other 2,976  2,976 
    TOTAL 459,788  455,036 
         
    UTILITY PLANT    
    Electric 6,643,784  6,599,348 
    Property under capital lease 4,534  5,260 
    Construction work in progress 128,018  113,069 
    Nuclear fuel under capital lease 121,397  124,850 
    Nuclear fuel 19,253  21,044 
    TOTAL UTILITY PLANT 6,916,986  6,863,571 
    Less - accumulated depreciation and amortization 3,019,804  2,986,576 
    UTILITY PLANT - NET 3,897,182  3,876,995 
         
    DEFERRED DEBITS AND OTHER ASSETS    
    Regulatory assets:    
      SFAS 109 regulatory asset - net 86,312  93,682 
      Other regulatory assets 529,742  542,052 
    Other 40,812  35,359 
    TOTAL 656,866  671,093 
         
    TOTAL ASSETS $5,647,865  $5,541,036 
         
    See Notes to Financial Statements.    
     
     
    48
     
     
    ENTERGY ARKANSAS, INC.
    BALANCE SHEETS
    LIABILITIES AND SHAREHOLDERS' EQUITY
    March 31, 2007 and December 31, 2006
    (Unaudited)
      
     2007 2006
     (In Thousands)
     
    CURRENT LIABILITIES    
    Accounts payable:    
      Associated companies $36,553 $64,546
      Other 116,478 117,655
    Customer deposits 52,896 49,978
    Taxes accrued 6,648 37,161
    Interest accrued 20,175 19,579
    Deferred fuel costs 82,582 - -
    Obligations under capital leases 56,203 56,265
    Other 14,648 15,372
    TOTAL 386,183 360,556
         
    NON-CURRENT LIABILITIES    
    Accumulated deferred income taxes and taxes accrued 1,306,294 1,243,855
    Accumulated deferred investment tax credits 58,839 59,834
    Obligations under capital leases 69,728 73,845
    Other regulatory liabilities 104,454 103,350
    Decommissioning 480,810 472,810
    Accumulated provisions 14,673 14,539
    Pension and other postretirement liabilities 258,407 259,147
    Long-term debt 1,308,400 1,306,201
    Other 98,438 96,623
    TOTAL 3,700,043 3,630,204
         
    Commitments and Contingencies    
         
    SHAREHOLDERS' EQUITY    
    Preferred stock without sinking fund 116,350 116,350
    Common stock, $0.01 par value, authorized 325,000,000    
     shares; issued and outstanding 46,980,196 shares in 2007    
     and 2006 470 470
    Paid-in capital 588,527 588,528
    Retained earnings 856,292 844,928
    TOTAL 1,561,639 1,550,276
         
    TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY $5,647,865 $5,541,036
         
    See Notes to Financial Statements.    
         

    49

    ENTERGY ARKANSAS, INC.
    SELECTED OPERATING RESULTS
    For the Three Months Ended March 31, 2007 and 2006
    (Unaudited)
     
          Increase/  
    Description 2007 2006 (Decrease) %
      (Dollars In Millions)  
    Electric Operating Revenues:        
      Residential $ 181 $ 151  $ 30  20 
      Commercial 99 80  19  24 
      Industrial 102 89  13  15 
      Governmental 5   25 
         Total retail 387 324  63  19 
      Sales for resale        
        Associated companies 78 78  - -  - - 
        Non-associated companies 33 51  (18) (35)
      Other 5 (5) 10  200 
         Total $ 503 $ 448  $ 55  12 
             
    Billed Electric Energy        
     Sales (GWh):         
      Residential 2,032 1,910  122  
      Commercial 1,327 1,279  48  
      Industrial 1,721 1,778  (57) (3)
      Governmental 65 65   - - 
          Total retail 5,145 5,032  113  
      Sales for resale        
        Associated companies 1,993 1,865  128  
        Non-associated companies 669 856  (187) (22)
         Total 7,807 7,753  54  
             

     

    50

     

    ENTERGY ARKANSAS, INC.
    STATEMENTS OF CASH FLOWS
    For the Six Months Ended June 30, 2006 and 2005
    (Unaudited)
       
      2006 2005
      (In Thousands)
         
    OPERATING ACTIVITIES    
    Net income $84,658  $80,221 
    Adjustments to reconcile net income to net cash flow provided by operating activities:    
      Reserve for regulatory adjustments 6,789  - - 
      Other regulatory credits - net (13,886) (3,384)
      Depreciation, amortization, and decommissioning 122,052  116,159 
      Deferred income taxes and investment tax credits (44,980) 17,049 
      Changes in working capital:    
        Receivables (41,738) 33,568 
        Fuel inventory (1,659) (773)
        Accounts payable (44,275) (13,773)
        Taxes accrued 95,543  11,418 
        Interest accrued (804) 1,196 
        Deferred fuel costs 85,047  (720)
        Other working capital accounts 8,588  (10,700)
      Provision for estimated losses and reserves (829) (3,645)
      Changes in other regulatory assets (15,484) 25,435 
      Other (13,069) (41,781)
    Net cash flow provided by operating activities 225,953  210,270 
         
    INVESTING ACTIVITIES    
    Construction expenditures (121,269) (123,690)
    Allowance for equity funds used during construction 3,818  7,450 
    Nuclear fuel purchases - -  (62,307)
    Proceeds from sale/leaseback of nuclear fuel - -  62,248 
    Proceeds from nuclear decommissioning trust fund sales 74,895  111,352 
    Investment in nuclear decommissioning trust funds (79,353) (116,437)
    Change in money pool receivable - net (15,567) (108,754)
    Other regulatory investments (9,888) (16,094)
    Net cash flow used in investing activities (147,364) (246,232)
         
    FINANCING ACTIVITIES    
    Proceeds from the issuance of long-term debt - -  272,817 
    Retirement of long-term debt - -  (179,895)
    Proceeds from the issuance of preferred stock 73,355  - - 
    Redemption of preferred stock (75,885) - - 
    Change in money pool payable - net (27,346) - - 
    Dividends paid:    
      Common stock (34,800) (31,400)
      Preferred stock (4,255) (3,888)
    Net cash flow provided by (used in) financing activities (68,931) 57,634 
         
    Net increase in cash and cash equivalents 9,658  21,672 
         
    Cash and cash equivalents at beginning of period 9,393  89,744 
         
    Cash and cash equivalents at end of period $19,051  $111,416 
         
    SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:    
      Cash paid/(received) during the period for:    
        Interest - net of amount capitalized $36,185  $37,395 
        Income taxes ($23,543) $19,476 
      Noncash financing activities:    
        Proceeds from long-term debt issued for the purpose    
         of refunding other long-term debt $54,700  - - 
         
    See Notes to Respective Financial Statements.    

    51

    ENTERGY ARKANSAS, INC.
    BALANCE SHEETS
    ASSETS
    June 30, 2006 and December 31, 2005
    (Unaudited)
      
     2006 2005
     (In Thousands)
         
    CURRENT ASSETS    
    Cash and cash equivalents:    
      Cash $3,014  $9,393 
      Temporary cash investments - at cost,    
       which approximates market 16,037  - - 
         Total cash and cash equivalents 19,051  9,393 
    Accounts receivable:    
      Customer 93,536  115,321 
      Allowance for doubtful accounts (13,464) (15,777)
      Associated companies 55,602  30,902 
      Other 104,335  63,702 
      Accrued unbilled revenues 79,872  68,428 
         Total accounts receivable 319,881  262,576 
    Deferred fuel costs 129,023  153,136 
    Fuel inventory - at average cost 14,001  12,342 
    Materials and supplies - at average cost 94,509  87,875 
    Deferred nuclear refueling outage costs 17,821  30,967 
    Prepayments and other 62,204  9,628 
    TOTAL 656,490  565,917 
         
    OTHER PROPERTY AND INVESTMENTS    
    Investment in affiliates - at equity 11,206  11,206 
    Decommissioning trust funds 404,525  402,124 
    Non-utility property - at cost (less accumulated depreciation) 1,448  1,449 
    Other 2,976  2,976 
    TOTAL 420,155  417,755 
         
    UTILITY PLANT    
    Electric 6,435,831  6,344,435 
    Property under capital lease 6,649  9,900 
    Construction work in progress 150,928  139,208 
    Nuclear fuel under capital lease 105,801  92,181 
    Nuclear fuel 19,205  22,616 
    TOTAL UTILITY PLANT 6,718,414  6,608,340 
    Less - accumulated depreciation and amortization 2,928,168  2,843,904 
    UTILITY PLANT - NET 3,790,246  3,764,436 
          
    DEFERRED DEBITS AND OTHER ASSETS    
    Regulatory assets:    
      SFAS 109 regulatory asset - net 69,884  61,236 
      Other regulatory assets 470,283  461,015 
      Deferred fuel costs - -  51,046 
    Other 48,102  46,605 
    TOTAL 588,269  619,902 
          
    TOTAL ASSETS $5,455,160  $5,368,010 
         
    See Notes to Respective Financial Statements.    
     
    52
     
     
    ENTERGY ARKANSAS, INC.
    BALANCE SHEETS
    LIABILITIES AND SHAREHOLDERS' EQUITY
    June 30, 2006 and December 31, 2005
    (Unaudited)
      
     2006 2005
     (In Thousands)
     
    CURRENT LIABILITIES    
    Accounts payable:    
      Associated companies $76,966 $135,357
      Other 103,694 120,090
    Customer deposits 47,149 45,432
    Taxes accrued 34,327 - -
    Accumulated deferred income taxes 22,971 56,186
    Interest accrued 18,403 19,207
    Obligations under capital leases 48,281 46,857
    Other 21,474 21,836
    TOTAL 373,265 444,965
         
    NON-CURRENT LIABILITIES    
    Accumulated deferred income taxes and taxes accrued 1,166,404 1,105,712
    Accumulated deferred investment tax credits 61,917 64,001
    Obligations under capital leases 64,169 55,224
    Other regulatory liabilities 74,450 76,507
    Decommissioning 457,206 442,115
    Accumulated provisions 28,244 29,073
    Long-term debt 1,356,585 1,298,238
    Other 284,502 306,034
    TOTAL 3,493,477 3,376,904
         
    Commitments and Contingencies    
         
    SHAREHOLDERS' EQUITY    
    Preferred stock without sinking fund 116,350 116,350
    Common stock, $0.01 par value, authorized 325,000,000    
      shares; issued and outstanding 46,980,196 shares in 2006    
      and 2005 470 470
    Paid-in capital 588,529 591,102
    Retained earnings 883,069 838,219
    TOTAL 1,588,418 1,546,141
         
    TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY $5,455,160 $5,368,010
         
    See Notes to Respective Financial Statements.    
         

    53

    ENTERGY ARKANSAS, INC.
    SELECTED OPERATING RESULTS
    For the Three and Six Months Ended June 30, 2006 and 2005
    (Unaudited)
     
     
      Three Months Ended Increase/  
    Description 2006 2005 (Decrease) %
      (Dollars In Millions)  
    Electric Operating Revenues:        
      Residential $ 138 $ 124 $ 14  11 
      Commercial 91 80 11  14 
      Industrial 95 84 11  13 
      Governmental 4 4  - - 
         Total retail 328 292 36  12 
      Sales for resale        
        Associated companies 106 64 42  66 
        Non-associated companies 33 50 (17) (34)
      Other 37 44 (7) (16)
         Total $ 504 $ 450 $ 54  12 
             
    Billed Electric Energy        
     Sales (GWh):        
      Residential 1,591 1,481 110  
      Commercial 1,391 1,305 86  
      Industrial 1,836 1,720 116  
      Governmental 63 66 (3) (5)
         Total retail 4,881 4,572 309  
      Sales for resale        
        Associated companies 2,432 1,622 810  50 
        Non-associated companies 674 1,065 (391) (37)
         Total 7,987 7,259 728  10 
             
             
      Six Months Ended Increase/  
    Description 2006 2005 (Decrease) %
      (Dollars In Millions)  
    Electric Operating Revenues:        
      Residential $ 289 $ 259 $ 30  12 
      Commercial 171 149 22  15 
      Industrial 183 156 27  17 
      Governmental 9 9  - - 
         Total retail 652 573 79  14 
      Sales for resale         
        Associated companies 183 105 78  74 
        Non-associated companies 84 100 (16) (16)
      Other 33 39 (6) (15)
         Total $ 952 $ 817 $ 135  17 
             
    Billed Electric Energy        
     Sales (GWh):        
      Residential 3,501 3,371 130  
      Commercial 2,670 2,554 116  
      Industrial 3,615 3,384 231  
      Governmental 128 134 (6) (4)
         Total retail 9,914 9,443 471  
      Sales for resale        
        Associated companies 4,297 2,977 1,320  44 
        Non-associated companies 1,531 2,172 (641) (30)
         Total 15,742 14,592 1,150  
             
             

    54

     

    ENTERGY GULF STATES, INC.

    MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS

     

    Hurricane Rita and Hurricane Katrina

    See the Form 10-K for a discussion of the effects of Hurricanes Katrina and Rita, which hit Entergy Gulf States' service territory in the Texas and Louisiana jurisdictions in August and September 2005. The storms2005, which resulted in power outages, significant damage to electric distribution, transmission, and generation and gas infrastructure, and the loss of sales and customers due to mandatory evacuations.evacuations, and Entergy Gulf States' efforts to recover storm restoration costs. Following is an update to the discussion in the Form 10-K.

    Entergy Gulf States currently estimates that its total restoration costs for the repair or replacement of its electric and gas facilities damaged by Hurricanes Katrina and Rita and business continuity costs will be $633 million, the majority of which is due to Hurricane Rita.

    As discussed in the Form 10-K, a federal hurricane aid package became law that includes funding for Community Development Block Grants (CDBG) that allows state and local leaders to fund individual recovery priorities. The law permits funding for infrastructure restoration. It is uncertain how much funding, if any, will be designated for utility reconstruction and the timing of such decisions is also uncertain. The U.S. Department of Housing and Urban Development has allocated approximately $10.4 billion for Louisiana, $5.1 billion for Mississippi, and $74 million for Texas, with an additional $1 billion approved by Congress but not yet allocated to the states. The states, in turn, will administer the grants. Entergy Gulf States is currently preparing applications to seek CDBG funding. In March 2006 Entergy Gulf States provided a justification statement to state and local officials in Louisiana. The statement, which will be reviewed by the Louisiana Recovery Authority, includes t he estimated costs of Hurricanes Katrina and Rita damage in the Louisiana jurisdiction. The statement includes justification for a request for $164 million in CDBG funding attributable to the Louisiana portion of Entergy Gulf States' business.discussion.

    Storm CostsCost Recovery Filings with Retail Regulators

    On July 31, 2006,In April 2007, the PUCT issued its financing order authorizing the issuance of securitization bonds to recover $353 million of hurricane reconstruction costs and up to $6 million of transaction costs, offset by $32 million of related deferred income tax benefits. Entergy Gulf States expects by mid-2007 to implement rates to recover revenues to pay the securitization bonds, and expects to receive securitization funding by the end of the third quarter 2007.

    In February 2007, Entergy Louisiana and Entergy Gulf States filed rebuttal testimony and filed a second supplemental and amending application by which they seek authority from the LPSC to securitize their storm cost recovery applicationand storm reserve amounts, together with certain debt retirement costs and upfront and ongoing costs of the LPSC,securitized debt issued. Securitization is authorized by a law signed by the Governor of Louisiana in which Entergy LouisianaMay 2006. The filing updates actual storm-related costs through January 2007 and Entergy Gulf States requestedestimated future costs, declaring that the LPSC (1) review Entergy Louisiana's costs are $561 million and Entergy Gulf States' testimony and exhibits relating tocosts are $219 million.  The filing also updates the costs associated with Hurricanes Katrina and Rita, and declare that those verified, actual storm-related costs through May 31, 2006 are $466.8requested storm reserve amounts, requesting $141 million for Entergy Louisiana and $200.3$87 million for Entergy Gulf States.  Hearings began in late-April 2007. At the start of the hearing, a stipulation among Entergy Gulf States, Entergy Louisiana, the LPSC staff, and most other parties in the proceeding was read into the record. The stipulation quantifies the balance of storm restoration costs for recovery as $545 million for Entergy Louisiana and $187 million for Entergy Gulf States, inand sets the Louisiana jurisdiction and that those costs were prudently incurred; (2) declare that the annual revenue requirements associated with the recovery of those costs, based on a ten-year levelized rate are $54.4storm reserve amounts at $152 million for Entergy Louisiana and $26.2 million for Entergy Gulf States; (3) authorize Entergy Louisiana and Entergy Gulf States to recover the costs through Storm Cost Recovery Riders (SCRRs) proposed by Entergy Louisiana and Entergy Gulf States; (4) declare that the storm costs incurred subsequent to May 31, 2006 are to be filed by Entergy Louisiana and Entergy Gulf States with the LPSC on an annual basis in connection with their annual formula rate plan (FRP) filings, and that the SCRRs be adjusted annually to reflect such costs and any insurance proceeds or CDBG funds actually received, with the adjusted amounts to be collected through the SCRRs to take effect contemporaneous with the effective date of rate changes under the FRP; (5) declare that the storm-related costs incurred by Entergy Louisiana and Entergy Gulf States meet the conditions set forth in the FRP for exclusion from the sharing provisions in those FRPs and authorize the permanent recovery of storm costs outside of the FRPs adopted by the LPSC for Entergy Louisiana and Entergy Gulf States; and (6) authorize the funding of a storm reserve through securitization sufficient to fund a storm cost reserve of $132 million for Entergy Louisiana and $81$87 million for Entergy Gulf States. Hearing s on the application are scheduled for the first quarter 2007.

    55

    In July 2006, Entergy Gulf States filed an application with the PUCT with respect to the $393.2 million of Hurricane Rita reconstruction costs incurred in its Texas retail jurisdiction through March 31, 2006. The filing asks the PUCT to determine that $393.2 million is the amount of reasonable and necessary hurricane reconstruction costs eligiblestipulation also calls for securitization and recovery, approveof the recovery of carryingstorm restoration costs and approvestorm reserves in those same amounts. The LPSC has not issued a decision in the manner in which Entergy Gulf States-Texas allocates those costs among its retail customer classes.  If approved, Entergy Gulf States' application will ultimately affect all its retail customers in Texas. Entergy Gulf States' filing does not request recovery of costs through a specific rider on customer bills or through any other means at this time. The hearing before the PUCT on the filing is scheduled for November 2006. This is the first of two filings authorized by a law passed earlier this year in a special session of the Texas Legislature. A second filing will request securitization and recovery of the eligible costs through retail rates and tariffs. Entergy Gulf States expects to make the second filing following the conclusion of the reconstruction cost case.proceeding.

    Results of Operations

    Net Income

    Second Quarter 2006 Compared to Second Quarter 2005

    Net income increased $7.4decreased $17.5 million primarily due to higher net revenue partially offset by higher interest and other charges and higher taxes other than income taxes.

    Six Months Ended June 30, 2006 Compared to Six Months Ended June 30, 2005

    Net income increased $29.1 million primarily due to higherlower net revenue and a higher othereffective income tax rate partially offset by higher other operation and maintenance expenses, higher taxes other than income taxes, and higher interest and other charges.income.

    Net Revenue

    Second Quarter 2006 Compared to Second Quarter 2005

    Net revenue which is Entergy Gulf States' measure of gross margin, consists of operating revenues net of: 1) fuel, fuel-related expenses, and gas purchased for resale, 2) purchased power expenses and 3) other regulatory charges (credits).charges. Following is an analysis of the change in net revenue comparing the secondfirst quarter of 20062007 to the secondfirst quarter of 2005.2006.

     

     

    Amount

     

     

    (In Millions)

     

     

     

    20052006 net revenue

     

    $302.8 

    Base revenues

    15.8 

    Volume/weather

    13.3295.0 

    Fuel recovery

     

    10.5 (33.1)

    Net wholesale revenueVolume/weather

    8.7 

    Price applied to unbilled electric sales

    (23.8)

    Purchased power capacity

    (11.8)19.8 

    Other

     

    11.2 (3.2)

    20062007 net revenue

     

    $326.7278.5 

    Base revenues increased due to increases in the Louisiana jurisdiction effective October 2005 for the 2004 formula rate plan filing and the annual revenue requirement related to the purchase of power from the Perryville generating station, and increases in the Texas jurisdiction related to an incremental purchased capacity recovery rider that began in December 2005 and a transition to competition rider that began in March 2006.51

    56

    The volume/weather variance is primarily due to an increase in electricity usage, including the effect of more favorable weather compared to the same period in 2005. Billed electricity usage increased a total of 326 GWh in all sectors.

    The fuel recovery variance resulted primarily from the under-recovery in 2005 of fuel costs from retail customers in addition to increased fuel cost recovery in 2006 as a result of special rate contracts.

    The net wholesale revenue variance is primarily due to increased volume and higher margins on sales to municipal and co-op customers.

    The price applied to unbilled sales variance is due to the exclusion in 2006 of the fuel cost component in the calculation of the price applied to unbilled sales. Effective January 1, 2006, the fuel cost component is no longer included in the unbilled revenue calculation, which is in accordance with regulatory treatment. Entergy Gulf States expects that the effect of this factor will be an approximately $40 million decrease in its annual net revenue for 2006 compared to 2005. See "MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS -Critical Accounting Estimates" herein for a discussion of the accounting for unbilled revenues.

    The purchased power capacity variance is primarily due to an increase in capacity charges primarily associated with power purchases from the Perryville generating station in addition to new purchase power contracts in 2006.

    Gross operating revenues, fuel and purchased power expenses, and other regulatory charges (credits)

    Gross operating revenues increased primarily due to an increase in fuel cost recovery revenues of $107.1 million due to higher fuel rates. Also contributing to the increase were the base revenue and volume/weather variances discussed above.

    Fuel and purchased power expenses increased primarily due to an increase in deferred fuel expense as a result of higher fuel rates.

    Other regulatory charges increased primarily due to the deferral of under-recovered purchased power capacity costs in 2005 combined with the recovery of purchased power capacity costs in 2005. A rider was implemented in December 2005 in the Texas jurisdiction to recover incremental purchased power capacity costs. Partially offsetting the increase was a regulatory credit of $4.5 million recorded during the second quarter of 2006 as a result of Entergy Gulf States reinstating the application of regulatory accounting principles to its wholesale business. Refer to "Application of SFAS 71" in Note 7 to the domestic utility companies and System Energy financial statements for further discussion.

    Six Months Ended June 30, 2006 Compared to Six Months Ended June 30, 2005

    Net revenue, which is Entergy Gulf States' measure of gross margin, consists of operating revenues net of: 1) fuel, fuel-related expenses, and gas purchased for resale, 2) purchased power expenses, and 3) other regulatory charges (credits). Following is an analysis of the change in net revenue comparing the six months ended June 30, 2006 to the six months ended June 30, 2005.

    57

    Amount

    (In Millions)

    2005 net revenue

    $544.5 

    Base revenues

    30.6 

    Fuel recovery

    29.7 

    Volume/weather

    20.5 

    Net wholesale revenue

    13.4 

    Price applied to unbilled electric sales

    (20.0)

    Purchased power capacity costs

    (17.5)

    Other

    20.4 

    2006 net revenue

    $621.6 

    Base revenues increased due to increases in the Louisiana jurisdiction effective October 2005 for the 2004 formula rate plan filing and the annual revenue requirement related to the purchase of power from the Perryville generating station, and increases in the Texas jurisdiction related to an incremental purchased capacity recovery rider that began in December 2005 and a transition to competition rider that began in March 2006.

    The fuel recovery variance resulted primarily from adjustments of fuel clause recoveries in the first quarter of 2006 in Entergy Gulf States' Louisiana jurisdiction. The variance is also due tojurisdiction and a reserve for potential rate refunds in the under-recoveryfirst quarter of 2007 in 2005 of fuel costs from retail customers and increased fuel cost recovery in 2006Entergy Gulf States' Texas jurisdiction as a result of special rate contracts.a PUCT ruling related to the application of past PUCT rulings addressing transition to competition in Texas.

    The volume/weather variance is primarily due to increased weather-adjustedelectricity usage, on billed sales in addition to an increase inincluding increased usage during the unbilled sales period.period and the effect of more favorable weather compared to the same period in 2006. Billed usage increased a total of 370 GWh185 GWh. See Note 1 to the financial statements in the residential and commercial sectors and decreased 350 GWh in the industrial sector.

    The net wholesale revenue variance is primarily due to increased volume and higher margins on sales to municipal and co-op customers.

    The price applied to unbilled sales variance is due to the exclusion in 2006 of the fuel cost component in the calculation of the price applied to unbilled sales. Effective January 1, 2006, the fuel cost component is no longer included in the unbilled revenue calculation, which is in accordance with regulatory treatment. Entergy Gulf States expects that the effect of this factor will be an approximately $40 million decrease in its annual net revenue for 2006 compared to 2005. See "MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS -Critical Accounting Estimates" hereinForm 10-K for a discussion of the accounting for unbilled revenues.

    The purchased power capacity variance is primarily due to an increase in capacity charges primarily associated with power purchases from the Perryville generating station in addition to new purchase power contracts in 2006.

    Gross operating revenues, fuel and purchased power expenses, and other regulatory charges (credits)

    Gross operating revenues increaseddecreased primarily due to an increase of $268 milliona decrease in fuel cost recovery revenues of $97 million due to higherlower fuel rates. Also contributing to the increase were the base revenue andThe decrease was partially offset by more favorable volume/weather variancesas discussed above.

    Fuel and purchased power expenses increaseddecreased primarily due to an increase in deferreddecreased recovery of fuel expense in addition to increases in the market prices of natural gas and purchased power. The increase in deferred fuel expense was due to higherpower costs as a result of lower fuel rates.

    Other regulatory charges increased primarily due to the deferral of under-recoveredhigher purchased power capacity costs in 2005 combined with the recovery of purchased power capacity costs in 2005. A rider was implemented in December 2005 in the Texas jurisdiction to recover incremental purchased power capacity costs. Partially offsetting the increase was a regulatory credit ofcharges.

    58

     $4.5 million recorded during the second quarter of 2006 as a result of Entergy Gulf States reinstating the application of regulatory accounting principles to its wholesale business. Refer to "Application of SFAS 71" in Note 7 to the domestic utility companies and System Energy financial statements for further discussion.

    Other Income Statement Variances

    Second Quarter 2006 Compared to Second Quarter 2005

    Taxes other than income taxes increaseddecreased primarily due to higherlower Louisiana local franchise taxes primarily due to higher revenues as discussed above.

    Interest and other charges increased primarily due to the increase in long-term debt outstanding as a result of the funding of the storm restoration costs resulting from Hurricanes Katrina and Rita.

    Six Months Ended June 30, 2006 Compared to Six Months Ended June 30, 2005

    Other operation and maintenance expenses increased primarily due to:

    Taxes other than income taxes increased primarily due to higher Louisiana local franchise taxes primarily due to higherlower fuel recovery revenues as discussed above.

    Other income increased primarily due to:

    10-K and Note 2 to the financial statements herein.

    Interest and other charges increased primarily due to the increase in long-term debt outstanding asinterest recorded on advances from independent power producers per a result of the funding of the storm restoration costs resulting from Hurricanes KatrinaFERC order and Rita.interest recorded on deferred fuel costs.

    Income Taxes

    The effective income tax ratesrate was 39.8% for the second quartersfirst quarter of 20062007 and 2005 were 39.1% and 38%, respectively. The difference in the effective income tax rates27.6% for the secondfirst quarter of 2006 and 2005 versus the federal statutory rate of 35% is primarily due to state income taxes and book and tax differences related to utility plant items, partially offset by the amortization of investment tax credits.

    The effective income tax rates for the six months ended June 30, 2006 and 2005 were 34.2% and 32.7%, respectively.2006. The difference in the effective income tax rate for the six months ended June 30, 2006first quarter of 2007 versus the federal statutory rate of 35% is due to book and tax differences related to utility plant items and state income taxes, partially offset by book and tax differences related to the allowance for equity funds used during construction. The difference in the effective income tax rate for the first quarter of 2006 is primarily due to amortization of investment tax credits and book and tax differences related to the allowance for equity funds used during construction partially offset by state income taxes. The difference in and utility plant items, the effective income tax rate for the six months ended June 30, 2005 versus the federal statutory rate of 35% is primarily due to amortization of investment tax credits, and flow-through book and tax differences related to the allowance for equity funds used during construction, and a downward revision in the estimate of federal income tax expense related to tax depreciation, partially offset by state income taxes and book and tax differences related to utility plant items.

    59

    timing differences.

    52

    Liquidity and Capital Resources

    Cash Flow

    Cash flows for the six months ended June 30,first quarters of 2007 and 2006 and 2005 were as follows:

     

    2006

     

    2005

     

    2007

     

    2006

     

    (In Thousands)

     

    (In Thousands)

     

     

     

     

     

     

     

     

    Cash and cash equivalents at beginning of period

    Cash and cash equivalents at beginning of period

     

    $25,373 

     

    $6,974 

    Cash and cash equivalents at beginning of period

     

    $180,381 

     

    $25,373 

     

     

     

     

     

     

     

     

    Cash flow provided by (used in):

    Cash flow provided by (used in):

     

     

     

     

    Cash flow provided by (used in):

     

     

     

     

    Operating activities

     

    290,950 

     

    186,084 

    Operating activities

     

    141,210 

     

    138,424 

    Investing activities

     

    (220,594)

     

    (175,285)

    Investing activities

     

    (88,201)

     

    (153,109)

    Financing activities

     

    (87,268)

     

    (15,446)

    Financing activities

     

     (36,818)

     

    1,845 

    Net decrease in cash and cash equivalents

     

    (16,912)

     

    (4,647)

    Net increase (decrease) in cash and cash equivalents

    Net increase (decrease) in cash and cash equivalents

     

    16,191 

     

    (12,840)

     

     

     

     

     

     

     

     

    Cash and cash equivalents at end of period

    Cash and cash equivalents at end of period

     

    $8,461 

     

    $2,327 

    Cash and cash equivalents at end of period

     

    $196,572 

     

    $12,533 

    Operating Activities

    Cash flow from operations increased $104.9 million for the six months ended June 30, 2006 compared to the six months ended June 30, 2005 primarily due to the timing of collections of receivables from customers, income tax refunds of $60.1 million for the six months ended June 30, 2006 compared to income tax payments of $14.5 million for the same period in 2005, and an increase in the recovery of deferred fuel costs, partially offset by the timing of payments to vendors.

    In the first quarter 2006, Entergy Corporation received an income tax refund as a result of net operating loss carryback provisions contained in the Gulf Opportunity Zone Act of 2005, as discussed in Note 3 to the domestic utilities companies and System Energy financial statements in the Form 10-K. In accordance with Entergy's intercompany tax allocation agreement, in April 2006 Entergy Corporation distributed $23 million of the refund to Entergy Gulf States.

    Investing Activities

    Net cash used in investing activities increased $45.3decreased $64.9 million for the six months ended June 30, 2006first quarter of 2007 compared to the six months ended June 30, 2005first quarter of 2006 primarily due to an increasea decrease in construction expenditures of $116.2$137 million due to storm-related projects in 2006, partially offset by money pool activity and a decrease in under-recovered fuel and purchased power expenses of $14.3 million in Texas that have been deferred and are expected to be collected over a period greater than twelve months.activity.

    Financing Activities

    NetFinancing activities used cash used in financing activities increased $71.8of $36.8 million for the six months ended June 30, 2006first quarter of 2007 compared to providing cash of $1.8 million for the six months ended June 30, 2005first quarter of 2006 primarily due to an increase of $57.4 million in common stock dividends paid in 2007 and the net issuance of $14.5 million of long-term debt in 2005.

    60

    money pool activity.

    Capital Structure

    Entergy Gulf States' capitalization is balanced between equity and debt, as shown in the following table.

     

    June 30,
    2006

     

    December 31,
    2005

     

     

    March 31,
    2007

     

    December 31,
    2006

     

     

     

     

     

     

     

     

     

     

    Net debt to net capital

     

    51.7%

     

    51.4%

     

     

    49.9%

     

    50.1%

     

    Effect of subtracting cash from debt

     

    -   

     

    0.3%

     

     

    2.1%

     

    1.9%

     

    Debt to capital

     

    51.7%

     

    51.7%

     

     

    52.0%

     

    52.0%

     

    Net debt consists of debt less cash and cash equivalents. Debt consists of notes payable, capital lease obligations, preferred stock with sinking fund, and long-term debt, including the currently maturing portion. Capital consists of debt and shareholders' equity. Net capital consists of capital less cash and cash equivalents. Entergy Gulf States uses the net debt to net capital ratio in analyzing its financial condition and believes it provides useful information to its investors and creditors in evaluating Entergy Gulf States' financial condition.

    53

    Uses and Sources of Capital

    See "MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS -Liquidity and Capital Resources" in the Form 10-K for a discussion of Entergy Gulf States' uses and sources of capital. Following are updates to the information provided in the Form 10-K.

    Entergy Gulf States' receivables from or (payables to) the money pool were as follows:

    June 30,
    2006

     

    December 31,
    2005

     

    June 30,
    2005

     

    December 31,
    2004

    (In Thousands)

     

     

     

     

     

     

     

    $2,982

     

    $64,011

     

    ($149,447)

     

    ($59,720)

    March 31,
    2007

     

    December 31,
    2006

     

    March 31,
    2006

     

    December 31,
    2005

    (In Thousands)

     

     

     

     

     

     

     

    $107,555

     

    $75,048

     

    ($5,124)

     

    $64,011

    See Note 4 to the domestic utility companies and System Energy financial statements in the Form 10-K for a description of the money pool.

    In February 2006, Entergy Gulf States establishedhas a $25$50 million line of credit. The line of credit allows Entergy Gulf States to borrow money and to issue letters of credit. $1.4 million in letters of credit were issued under the facility at June 30, 2006,March 31, 2007, and no borrowings were outstanding. The line of credit terminates in February 2011. In August 2006, Entergy Gulf States increased the capacity of the credit facility to $50 million.

    Significant Factors and Known Trends

    See "MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS -Significant Factors and Known Trends" in the Form 10-K for a discussion of transition to retail competition,competition; state and local rate regulation,regulation; federal regulation and proceedings,regulation; the Energy Policy Act of 2005, state and local rate regulatory risk,2005; industrial, commercial, and wholesale customers, market and credit risks,customers; nuclear matters,matters; environmental risks,risks; and litigation risks. Following are updates to the information disclosed in the Form 10-K.

    Jurisdictional Separation Plan

    See the Form 10-K for a discussion of business and jurisdictional separation plans concerning Entergy Gulf States.

    In January 2006, the LPSC directed that Entergy Gulf States file a complete jurisdictional separation plan as soon as possible. Therefore, on April 26, 2006,March 2007, Entergy Gulf States filed an application with the FERC requesting authorization to implement its plan for jurisdictional separation withplan that will result in the LPSC and requested that it grant approval no later than September 30, 2006.  The plan provides forrestructuring of Entergy Gulf States to be separated into two vertically integratedseparate utilities, one subject solely to the retail jurisdiction of the LPSC (EGS-LA) and the other subject solely to the retail jurisdictionaljurisdiction of the PUCT. ThePUCT (ETI). Interventions and protests are due by May 14, 2007.

    In addition to the terms of the plan also providesdescribed in the Form 10-K, additional terms of the plan include that EGS-LA will retain the Texas utility should own all the distribution and transmission assets located in Texas, the gas-fired

    61

    generating plants located in Texas, and undivided ownership sharesentirety of Entergy Gulf States' 70% interest in Nelson 6 and 42% interest in Big Cajun 2, Unit 3, which are coal-fired generating plants located in Louisiana. The Louisiana utilityoutstanding long-term debt. Under one or more debt assumption agreements with EGS-LA, ETI would own allassume a portion of this long-term debt allocable to the remaining assets currently owned byportion of Entergy Gulf States.  The Texas utilityStates' assets allocated to ETI. EGS-LA will record an assumption asset to reflect the long-term debt assumed by ETI. ETI would purchasegrant EGS-LA a first lien on its assets to secure its debt obligations under the debt assumption agreement or agreements. ETI would have three years from the Louisiana utility pursuantdate of separation to a life-of-the unit purchase power agreement (PPA) a sharepay off the assumed debt. In addition, under the proposal, the currently outstanding preferred stock of capacity and energy of River Bend. Each separated utility also would purchase pursuant to a PPA a share of capacity and energy of the gas-fired generating plants owned by the other utility. The PPAs associated with the gas-fired generating plants would terminate when retail open access commences in the Texas utility's service territory. Until that time, each utility will participate in the System Agreement and the Entergy System generation will continue to be dispatched in the same manner as before the jurisdictional separation. Und er the provisions of the System Agreement, the Texas utility will terminate its participation in the System Agreement, except for the aspects related to transmission equalization, when Texas implements retail open access for Entergy Gulf States. The plan also provides that the operation of the generating plants will not changeStates would be redeemed as a resultpart of the jurisdictional separation. A hearing is scheduled

    Entergy Gulf States has also filed with the FERC an application, on behalf of ETI, for September 25authority from the end of 2007 through March 31, 2010 to October 4, 2006issue up to $200 million of short-term debt, up to $300 million of tax-exempt bonds, and up to $1.4 billion of other long-term securities, including common and preferred stock and long-term debt. Entergy Gulf States, on behalf of EGS-LA, has filed a similar FERC application for authority over the same time period to issue up to $200 million of short-term debt, up to $500 million of tax-exempt bonds and up to $750 million of other long-term securities, including common and preferred membership units and long-term debt.

    Additional FERC filings and a filing with the NRC will be made before the separation can occur. In addition, under the LPSC order approving the jurisdictional separation filing. Approvals ofplan, jurisdictional separation will not occur if Entergy Gulf States cannot obtain reasonable assurances from the FERC andrating agencies that upon the NRC may alsoseparation there will not be requireda downgrade in ETI's or EGS-LA's credit ratings from Entergy Gulf States' credit ratings. Entergy Gulf States' current target for certain matters before any implementation ofcompleting the jurisdictional separation is projected to be the end of Entergy Gulf States. Although formal approval of the PUCT is not required for implementation of the jurisdictional separation, Entergy Gulf States will seek input from the PUCT and continue to keep it informed of the status of the proceedings.2007.

    54

    State and Local Rate Regulation

    As discussed in the Form 10-K, in August 2005, Entergy Gulf States filed with the PUCT an application for recovery of its transition to competition costs. Entergy Gulf States requested recovery of $189 million in transition to competition costs through implementation of a 15-year rider to be effective no later than March 1, 2006. The $189 million represents transition to competition costs Entergy Gulf States incurred from June 1, 1999 through June 17, 2005 in preparing for competition in its service area, including attendant AFUDC, and all carrying costs projected to be incurred on the transition to competition costs through February 28, 2006. The $189 million is before any gross-up for taxes or carrying costs over the 15-year recovery period. Entergy Gulf States reached a unanimous settlement agreement on all issues with the active parties in the transition to competition cost recovery case. The agreement allows Entergy Gulf States to recover $14.5 million pe r year in transition to competition costs over a 15-year period. Entergy Gulf States implemented interim rates based on this revenue level on March 1, 2006. The PUCT approved the settlement agreement in June 2006.

    In March 2006, the LPSC approved an uncontested stipulated settlement in Entergy Gulf States' formula rate plan filing for the 2004 test year. The settlement includes a revenue requirement increase of $36.8 million and calls for Entergy Gulf States to apply a refund liability of $744 thousand to capacity deferrals. The refund liability pertained to the periods 2004-2005 as well as the interim period in which a $37.8 million revenue increase was in place.

    In May 2006, Entergy Gulf States made its formula rate plan filing with the LPSC for the 2005 test year. The filing shows that Entergy Gulf States' return on equity was within the allowed bandwidth. The filing also indicates that under the formula rate plan rider for approved capacity additions, a $7.1 million rate increase is required to recover LPSC-approved incremental deferred and ongoing capacity requirements. The filing is subject to a period of LPSC Staff review, and rate changes associated with the formula rate plan are scheduled to take effect with the first billing cycle of September 2006.

    In January 2006,2007, Entergy Gulf States filed with the LPSC its gas rate stabilization plan.plan for the test year ending September 30, 2006.  The filing showed a revenue deficiency of $4.1$3.5 million based on an ROE mid-point of 10.5%.  On May 1, 2006,In March 2007, Entergy Gulf States filed a set of rate and rider schedules that reflected all proposed LPSC staff adjustments and implemented a $3.5$2.4 million base rate increase effective with the first billing cycle of April 2007 pursuant to an uncontested agreementthe rate stabilization plan. 

    In March 2007, Entergy Gulf States filed with the LPSC Staff.PUCT a request to refund $78.5 million, including interest, of fuel cost recovery over-collections for the period through January 2007. Entergy Gulf States requested that the proposed refund be made over a six-month period beginning June 2007; however, the refund period is subject to the PUCT's discretion.

    Federal Regulation

    See "

    System Agreement Proceedings

    See Entergy Corporation", "Independent Coordinator of Transmission", and Subsidiaries'"Available Flowgate Capacity Proceeding" in the " "MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS -Significant Factors and Known Trends - Federal Regulation -System Agreement Litigation,APSC Complaint filed with the FERC, andAPSC System Agreement Investigation" for updates regarding proceedings involving the System Agreement.

    62

    Independent Coordinatorsection of Transmission (ICT)

    See Entergy Corporation and Subsidiaries' "MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS -Significant FactorsSubsidiaries Management's Financial Discussion and Known Trends - Federal Regulation -Independent Coordinator of Transmission"Analysis for an update regarding Entergy's ICT proposal.updates to the discussion in the Form 10-K.

    Critical Accounting Estimates

    See "MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS -Critical Accounting Estimates" in the Form 10-K for a discussion of the estimates and judgments necessary in Entergy Gulf States' accounting for nuclear decommissioning costs, the application of SFAS 71, unbilled revenue, and qualified pension and other postretirement benefits. Following is an update to that discussion.

    Unbilled Revenue

    As discussed in Note 7 to the domestic utility companies and System Energy financial statements, effective January 1, 2006, the Louisiana portion of Entergy Gulf States reclassified the fuel component of unbilled accounts receivable to deferred fuel and will no longer include the fuel component in its unbilled revenue calculation, which is in accordance with regulatory treatment.

    Recently IssuedNew Accounting Pronouncements

    FASB Interpretation No. 48, "AccountingSee "New Accounting Pronouncements" section of Entergy Corporation and Subsidiaries Management's Financial Discussion and Analysis for Uncertainty in Income Taxes" (FIN 48) was issued in July 2006 and is effective for Entergy Gulf States in the first quartera discussion of 2007. The FASB's objective in issuing this interpretation is to increase comparability among companies in financial reporting of income taxes. FIN 48 establishes a "more-likely-than-not" recognition threshold that must be met before a tax benefit can be recognized in the financial statements. If a tax deduction is taken on a tax return, but does not meet the more-likely-than-not recognition threshold, an increase in income tax liability, above what is payable on the tax return, is required to be recorded. Entergy Gulf States does not expect that the adoption of FIN 48 will materially affect its financial position, results of operations, or cash flows.new accounting pronouncements.

    6355

     

     

    ENTERGY GULF STATES, INC.ENTERGY GULF STATES, INC.ENTERGY GULF STATES, INC.
    INCOME STATEMENTSINCOME STATEMENTSINCOME STATEMENTS
    For the Three and Six Months Ended June 30, 2006 and 2005
    For the Three Months Ended March 31, 2007 and 2006For the Three Months Ended March 31, 2007 and 2006
    (Unaudited)(Unaudited)(Unaudited)
     
    Three Months Ended Six Months Ended 2007 2006
     2006 2005 2006 2005 (In Thousands)
     (In Thousands) (In Thousands)   
            
    OPERATING REVENUES          
    Domestic electric $867,504  $746,987  $1,723,294  $1,399,383 
    Electric $795,254  $855,790 
    Natural gas 13,611  12,532  51,027  39,387  37,928  37,415 
    TOTAL 881,115  759,519  1,774,321  1,438,770  833,182  893,205 
                
    OPERATING EXPENSES            
    Operation and Maintenance:            
    Fuel, fuel-related expenses, and            
    gas purchased for resale 215,255  147,889  500,130  367,845  239,568  284,876 
    Purchased power 337,834  314,372  650,926  532,108  306,804  313,092 
    Nuclear refueling outage expenses 4,427  4,525  9,101  8,596  3,656  4,674 
    Other operation and maintenance 123,996  124,428  245,553  233,121  125,854  121,557 
    Decommissioning 2,676  2,346  5,297  4,644  2,844  2,622 
    Taxes other than income taxes 31,663  28,937  67,688  59,475  31,311  36,025 
    Depreciation and amortization 52,484  50,605  101,179  99,341  52,415  48,695 
    Other regulatory charges (credits) - net 1,369  (5,581) 1,638  (5,702)
    Other regulatory charges - net 8,358  269 
    TOTAL 769,704  667,521  1,581,512  1,299,428  770,810  811,810 
                
    OPERATING INCOME 111,411  91,998  192,809  139,342  62,372  81,395 
                
    OTHER INCOME            
    Allowance for equity funds used during construction 1,755  4,207  7,801  9,006  4,432  6,046 
    Interest and dividend income 6,366  3,415  14,469  6,850  16,375  8,103 
    Miscellaneous - net 510  (24) (402) 624  - -  (910)
    TOTAL 8,631  7,598  21,868  16,480  20,807  13,239 
                
    INTEREST AND OTHER CHARGES  
    Interest on long-term debt 34,339  28,214  67,992  56,438  34,893  33,653 
    Other interest - net 1,901  2,397  3,997  4,382  5,344  2,096 
    Allowance for borrowed funds used during construction (1,093) (2,499) (4,401) (5,505) (2,888) (3,309)
    TOTAL 35,147  28,112  67,588  55,315  37,349  32,440 
                
    INCOME BEFORE INCOME TAXES 84,895  71,484  147,089  100,507  45,830  62,194 
                
    Income taxes 33,191  27,197  50,336  32,871  18,233  17,145 
                
    NET INCOME 51,704  44,287  96,753  67,636  27,597  45,049 
                
    Preferred dividend requirements and other 1,009  1,063  2,031  2,126  962  1,022 
                
    EARNINGS APPLICABLE TO            
    COMMON STOCK $50,695  $43,224  $94,722  $65,510  $26,635  $44,027 
                
    See Notes to Respective Financial Statements.        
    See Notes to Financial Statements.    

    64

    ENTERGY GULF STATES, INC.
    STATEMENTS OF CASH FLOWS
    For the Six Months Ended June 30, 2006 and 2005
    (Unaudited)
       
      2006 2005
      (In Thousands)
         
    OPERATING ACTIVITIES    
    Net income $96,753  $67,636 
    Adjustments to reconcile net income to net cash flow provided by operating activities:    
      Reserve for regulatory adjustments 5,947  (62,423)
      Other regulatory charges (credits) - net 1,638  (5,702)
      Depreciation, amortization, and decommissioning 106,476  103,985 
      Deferred income taxes and investment tax credits (5,903) 25,014 
      Changes in working capital:    
        Receivables 121,874  (28,123)
        Fuel inventory (11,349) (259)
        Accounts payable (75,267) (509)
        Taxes accrued 115,690  3,395 
        Interest accrued (772) 266 
        Deferred fuel costs 55,433  (3,267)
        Other working capital accounts 16,379  5,914 
      Provision for estimated losses and reserves (2,856) 345 
      Changes in other regulatory assets (124,690) (7,960)
      Other (8,182) (1,955)
    Net cash flow provided by operating activities 291,171  96,357 
         
    INVESTING ACTIVITIES    
    Construction expenditures (269,310) (153,136)
    Allowance for equity funds used during construction 7,801  9,006 
    Nuclear fuel purchases (38,233) (371)
    Proceeds from sale/leaseback of nuclear fuel 37,523  438 
    Proceeds from nuclear decommissioning trust fund sales 35,710  15,131 
    Investment in nuclear decommissioning trust funds (42,406) (21,076)
    Change in money pool receivable - net 61,028   - 
    Changes in other investments - net 915  2,629 
    Other regulatory investments (13,622) (27,906)
    Net cash flow used in investing activities (220,594) (175,285)
         
    FINANCING ACTIVITIES    
    Proceeds from the issuance of long-term debt -  282,772 
    Retirement of long-term debt -  (268,229)
    Redemption of preferred stock (2,250) (2,250)
    Change in money pool payable - net -  89,727 
    Dividends paid:    
      Common stock (83,000) (25,600)
      Preferred stock (2,018) (2,139)
    Net cash flow provided by (used in) financing activities (87,268) 74,281 
         
    Net decrease in cash and cash equivalents (16,691) (4,647)
         
    Cash and cash equivalents at beginning of period 25,373  6,974 
         
    Cash and cash equivalents at end of period $8,682  $2,327 
         
    SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:    
      Cash paid/(received) during the period for:    
        Interest - net of amount capitalized $68,007  $56,788 
        Income taxes ($60,096) $14,450 
         
    See Notes to Respective Financial Statements.    

    6556

     

     

    ENTERGY GULF STATES, INC.
    BALANCE SHEETS
    ASSETS
    June 30, 2006 and December 31, 2005
    (Unaudited)
         
      2006 2005
     (In Thousands)
        
    CURRENT ASSETS      
    Cash and cash equivalents:      
      Cash   $3,452  $7,341 
      Temporary cash investments - at cost,      
       which approximates market   5,230  18,032 
         Total cash and cash equivalents   8,682  25,373 
    Accounts receivable:       
      Customer   162,091  203,205 
      Allowance for doubtful accounts   (2,886) (4,794)
      Associated companies   45,260  90,223 
      Other   47,608  50,445 
      Accrued unbilled revenues   90,631  186,527 
        Total accounts receivable   342,704  525,606 
    Deferred fuel costs   182,458  254,950 
    Fuel inventory - at average cost   71,545  60,196 
    Materials and supplies - at average cost   115,764  112,544 
    Prepayments and other   7,538  36,996 
    TOTAL   728,691  1,015,665 
           
    OTHER PROPERTY AND INVESTMENTS    
    Decommissioning trust funds   316,068  310,779 
    Non-utility property - at cost (less accumulated depreciation)   99,021  91,589 
    Other   22,563  22,498 
    TOTAL   437,652  424,866 
            
    UTILITY PLANT    
    Electric   8,844,296  8,569,073 
    Natural gas   87,610  86,375 
    Construction work in progress   157,542  526,017 
    Nuclear fuel under capital lease   77,454  55,155 
    Nuclear fuel   10,857  11,338 
    TOTAL UTILITY PLANT   9,177,759  9,247,958 
    Less - accumulated depreciation and amortization   4,103,135  4,075,724 
    UTILITY PLANT - NET   5,074,624  5,172,234 
           
    DEFERRED DEBITS AND OTHER ASSETS    
    Regulatory assets:      
      SFAS 109 regulatory asset - net   473,980  459,136 
      Other regulatory assets   789,420  604,419 
      Deferred fuel costs   100,124  69,443 
    Long-term receivables   13,156  16,151 
    Other   35,810  41,195 
    TOTAL   1,412,490  1,190,344 
           
    TOTAL ASSETS   $7,653,457  $7,803,109 
           
    See Notes to Respective Financial Statements.      
     
    66
     
     
    ENTERGY GULF STATES, INC.
    BALANCE SHEETS
    LIABILITIES AND SHAREHOLDERS' EQUITY
    June 30, 2006 and December 31, 2005
    (Unaudited)
      
      2006 2005
     (In Thousands)
     
    CURRENT LIABILITIES    
    Accounts payable:      
      Associated companies   $101,332  $100,313 
      Other   181,490  479,232 
    Customer deposits   64,741  57,756 
    Taxes accrued   40,836  - - 
    Accumulated deferred income taxes   59,905  71,196 
    Nuclear refueling outage costs   1,022  15,548 
    Interest accrued   33,566  34,338 
    Obligations under capital leases   24,935  33,516 
    Other   33,219  14,945 
    TOTAL   541,046  806,844 
           
    NON-CURRENT LIABILITIES    
    Accumulated deferred income taxes and taxes accrued   1,700,037  1,619,890 
    Accumulated deferred investment tax credits   130,055  132,909 
    Obligations under capital leases   52,518  20,724 
    Other regulatory liabilities   41,379  37,482 
    Decommissioning and retirement cost liabilities   183,101  175,480 
    Transition to competition   79,098  79,098 
    Regulatory reserves   15,794  16,153 
    Accumulated provisions   69,384  67,747 
    Long-term debt   2,358,211  2,358,130 
    Preferred stock with sinking fund   11,700  13,950 
    Other   189,199  203,665 
    TOTAL   4,830,476  4,725,228 
           
    Commitments and Contingencies      
           
    SHAREHOLDERS' EQUITY    
    Preferred stock without sinking fund   47,327  47,327 
    Common stock, no par value, authorized 200,000,000      
     shares; issued and outstanding 100 shares in 2006 and 2005   114,055  114,055 
    Paid-in capital   1,457,486  1,457,486 
    Retained earnings   665,300  653,578 
    Accumulated other comprehensive loss   (2,233) (1,409)
    TOTAL   2,281,935  2,271,037 
           
    TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY   $7,653,457  $7,803,109 
           
    See Notes to Respective Financial Statements.      
    ENTERGY GULF STATES, INC.
    STATEMENTS OF CASH FLOWS
    For the Three Months Ended March 31, 2007 and 2006
    (Unaudited)
       
      2007 2006
      (In Thousands)
         
    OPERATING ACTIVITIES    
    Net income $27,597  $45,049 
    Adjustments to reconcile net income to net cash flow provided by operating activities:    
      Reserve for regulatory adjustments 11,816  6,087 
      Other regulatory charges - net 8,358  269 
      Depreciation, amortization, and decommissioning 55,259  51,317 
      Deferred income taxes, investment tax credits, and non-current taxes accrued 13,128  32,760 
      Changes in working capital:    
        Receivables 17,530  120,195 
        Fuel inventory (6,595) (9,143)
        Accounts payable (6,063) (17,833)
        Taxes accrued (384) 
        Interest accrued 579  (102)
        Deferred fuel costs 34,127  27,723 
        Other working capital accounts (18,560) (660)
      Provision for estimated losses and reserves 693  (769)
      Changes in other regulatory assets 7,971  (106,199)
      Other (4,246) (10,270)
    Net cash flow provided by operating activities 141,210  138,424 
         
    INVESTING ACTIVITIES    
    Construction expenditures (69,249) (206,217)
    Allowance for equity funds used during construction 4,432  6,046 
    Insurance proceeds 8,134  
    Nuclear fuel purchases (7,461) (6,102)
    Proceeds from sale/leaseback of nuclear fuel 9,923  5,391 
    Proceeds from nuclear decommissioning trust fund sales 12,093  20,360 
    Investment in nuclear decommissioning trust funds (15,947) (23,891)
    Change in money pool receivable - net (32,507) 64,011 
    Changes in other investments - net 2,381  915 
    Other regulatory investments  (13,622)
    Net cash flow used in investing activities (88,201) (153,109)
         
    FINANCING ACTIVITIES    
    Change in money pool payable - net  5,124 
    Redemption of preferred stock (2,250) (2,250)
    Dividends paid:    
      Common stock (33,600) 
      Preferred stock (968) (1,029)
    Net cash flow provided by (used in) financing activities (36,818) 1,845 
         
    Net increase (decrease) in cash and cash equivalents 16,191  (12,840)
         
    Cash and cash equivalents at beginning of period 180,381  25,373 
         
    Cash and cash equivalents at end of period $196,572  $12,533 
         
    SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:    
    Cash paid during the period for:    
      Interest - net of amount capitalized $37,457  $33,485 
         
    See Notes to Financial Statements.    

    67

    57

     

    ENTERGY GULF STATES, INC.
    STATEMENTS OF RETAINED EARNINGS AND COMPREHENSIVE INCOME
    For the Three and Six Months Ended June 30, 2006 and 2005
    (Unaudited)
               
        Three Months Ended
        2006 2005
        (In Thousands)
    RETAINED EARNINGS          
    Retained Earnings - Beginning of period   $697,605    $531,068   
               
      Add: Net Income   51,704  $51,704  44,287  $44,287 
               
      Deduct:          
        Dividends declared on common stock   83,000    21,200   
        Preferred dividend requirements and other   1,009  1,009  1,063  1,063 
        84,009    22,263   
               
    Retained Earnings - End of period   $665,300    $553,092   
               
    ACCUMULATED OTHER COMPREHENSIVE          
    INCOME (LOSS) (Net of Taxes):          
    Balance at beginning of period:          
     Other accumulated comprehensive income items   ($1,354)   $722   
               
    Net unrealized investment gains   (879) (879) 64  64 
               
    Balance at end of period:          
     Other accumulated comprehensive income items   ($2,233)   $786   
    Comprehensive Income     $49,816    $43,288 
               
               
        Six Months Ended
        2006 2005
        (In Thousands)
    RETAINED EARNINGS          
    Retained Earnings - Beginning of period   $653,578    $513,182   
               
      Add: Net Income   96,753  $96,753  67,636  $67,636 
               
      Deduct:          
        Dividends declared on common stock   83,000    25,600   
        Preferred dividend requirements and other   2,031  2,031  2,126  2,126 
        85,031    27,726   
               
    Retained Earnings - End of period   $665,300    $553,092   
               
    ACCUMULATED OTHER COMPREHENSIVE          
    INCOME (LOSS) (Net of Taxes):          
    Balance at beginning of period:          
     Other accumulated comprehensive income items   ($1,409)   $714   
               
    Net unrealized investment gains   (824) (824) 72  72 
               
    Balance at end of period:          
     Other accumulated comprehensive income items   ($2,233)   $786   
    Comprehensive Income     $93,898    $65,582 
               
               
    See Notes to Respective Financial Statements.          
    ENTERGY GULF STATES, INC.
    BALANCE SHEETS
    ASSETS
    March 31, 2007 and December 31, 2006
    (Unaudited)
        
     2007 2006
     (In Thousands)
        
    CURRENT ASSETS     
    Cash and cash equivalents:     
      Cash  $2,608  $2,923 
      Temporary cash investments - at cost,     
       which approximates market  193,964  177,458 
         Total cash and cash equivalents  196,572  180,381 
    Accounts receivable:     
      Customer  139,578  146,144 
      Allowance for doubtful accounts  (1,522) (1,618)
      Associated companies  133,836  106,990 
      Other  46,838  50,811 
      Accrued unbilled revenues  78,112  79,538 
         Total accounts receivable  396,842  381,865 
    Accumulated deferred income taxes  17,934  20,352 
    Fuel inventory - at average cost  75,806  69,211 
    Materials and supplies - at average cost  122,329  120,245 
    Deferred nuclear refueling outage costs  9,517  12,971 
    Prepayments and other  19,071  16,725 
    TOTAL  838,071  801,750 
          
    OTHER PROPERTY AND INVESTMENTS    
    Decommissioning trust funds  348,388  344,911 
    Non-utility property - at cost (less accumulated depreciation)  94,263  94,776 
    Other  23,585  25,218 
    TOTAL  466,236  464,905 
          
    UTILITY PLANT    
    Electric  8,905,494  8,857,166 
    Natural gas  94,366  92,368 
    Construction work in progress  145,111  149,392 
    Nuclear fuel under capital lease  65,604  73,422 
    Nuclear fuel  9,715  10,821 
    TOTAL UTILITY PLANT  9,220,290  9,183,169 
    Less - accumulated depreciation and amortization  4,299,104  4,263,307 
    UTILITY PLANT - NET  4,921,186  4,919,862 
          
    DEFERRED DEBITS AND OTHER ASSETS    
    Regulatory assets:     
      SFAS 109 regulatory asset - net  478,795  465,259 
      Other regulatory assets  967,100  1,001,016 
      Deferred fuel costs  100,124  100,124 
    Long-term receivables  8,359  9,833 
    Other  29,854  23,928 
    TOTAL  1,584,232  1,600,160 
           
    TOTAL ASSETS  $7,809,725  $7,786,677 
          
    See Notes to Financial Statements.     
     
     
    58
     
     
    ENTERGY GULF STATES, INC.
    BALANCE SHEETS
    LIABILITIES AND SHAREHOLDERS' EQUITY
    March 31, 2007 and December 31, 2006
    (Unaudited)
     
     2007 2006
     (In Thousands)
     
    CURRENT LIABILITIES    
    Accounts payable:     
      Associated companies  $103,101  $79,584 
      Other  161,479  200,746 
    Customer deposits  71,355  68,844 
    Taxes accrued  27,397  27,781 
    Interest accrued  35,062  34,483 
    Deferred fuel costs  60,389  26,262 
    Obligations under capital leases  24,769  24,769 
    Pension and other postretirement liabilities  7,735  7,662 
    Other  11,833  31,933 
    TOTAL  503,120  502,064 
          
    NON-CURRENT LIABILITIES    
    Accumulated deferred income taxes and taxes accrued  1,827,120  1,803,461 
    Accumulated deferred investment tax credits  125,775  127,202 
    Obligations under capital leases  40,835  48,653 
    Other regulatory liabilities  60,434  53,648 
    Decommissioning and asset retirement cost liabilities  195,124  191,036 
    Transition to competition  79,098  79,098 
    Accumulated provisions  23,151  21,245 
    Pension and other postretirement liabilities  142,805  141,834 
    Long-term debt  2,358,939  2,358,327 
    Preferred stock with sinking fund  8,250  10,500 
    Other  198,827  196,731 
    TOTAL  5,060,358  5,031,735 
          
    Commitments and Contingencies     
          
    SHAREHOLDERS' EQUITY    
    Preferred stock without sinking fund  47,327  47,327 
    Common stock, no par value, authorized 200,000,000     
     shares; issued and outstanding 100 shares in 2007 and 2006  114,055  114,055 
    Paid-in capital  1,457,486  1,457,486 
    Retained earnings  646,959  653,924 
    Accumulated other comprehensive loss  (19,580) (19,914)
    TOTAL  2,246,247  2,252,878 
          
    TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY  $7,809,725  $7,786,677 
          
    See Notes to Financial Statements.     

    68

    59

     

    ENTERGY GULF STATES, INC.
    SELECTED OPERATING RESULTS
    For the Three and Six Months Ended June 30, 2006 and 2005
    (Unaudited)
     
             
      Three Months Ended Increase/  
    Description 2006 2005 (Decrease) %
      (Dollars In Millions)  
    Electric Operating Revenues:        
      Residential $258 $174 $84  48 
      Commercial 212 146 66  45 
      Industrial 284 223 61  27 
      Governmental 11 9  22 
         Total retail 765 552 213  39 
      Sales for resale        
        Associated companies 21 21 - -  - - 
        Non-associated companies 48 43  12 
      Other 34 131 (97) (74)
         Total $868 $747 $121  16 
             
    Billed Electric Energy        
     Sales (GWh):        
      Residential 2,352 2,124 228  11 
      Commercial 2,158 2,013 145  
      Industrial 3,831 3,879 (48) (1)
      Governmental 110 109  
         Total retail 8,451 8,125 326  
      Sales for resale        
        Associated companies 567 729 (162) (22)
        Non-associated companies 678 726 (48) (7)
         Total 9,696 9,580 116  
             
             
      Six Months Ended Increase/  
    Description 2006 2005 (Decrease) %
      (Dollars In Millions)  
    Electric Operating Revenues:        
      Residential $498 $370 $128  35 
      Commercial 422 305 117  38 
      Industrial 601 467 134  29 
      Governmental 24 19  26 
         Total retail 1,545 1,161 384  33 
      Sales for resale        
        Associated companies 48 47  
        Non-associated companies 99 75 24  32 
      Other 31 116 (85) (73)
         Total $1,723 $1,399 $324  23 
             
    Billed Electric Energy        
     Sales (GWh):        
      Residential 4,448 4,279 169  
      Commercial 4,128 3,927 201  
      Industrial 7,510 7,860 (350) (4)
      Governmental 222 214  
         Total retail 16,308 16,280 28  - - 
      Sales for resale        
        Associated companies 1,153 1,294 (141) (11)
        Non-associated companies 1,295 1,265 30  
         Total 18,756 18,839 (83) - - 
             
    ENTERGY GULF STATES, INC.
    STATEMENTS OF RETAINED EARNINGS AND COMPREHENSIVE INCOME
    For the Three Months Ended March 31, 2007 and 2006
    (Unaudited)
        
       2007 2006
       (In Thousands)
    RETAINED EARNINGS         
    Retained Earnings - Beginning of period  $653,924    $659,102   
              
      Add: Net Income  27,597  $27,597 45,049  $45,049
              
      Deduct:         
        Dividends declared on common stock  33,600    - -   
        Preferred dividend requirements and other  962  962 1,022  1,022
       34,562    1,022   
              
    Retained Earnings - End of period  $646,959    $703,129   
              
    ACCUMULATED OTHER COMPREHENSIVE LOSS (Net of Taxes):         
    Balance at beginning of period:         
      Pension and other postretirement liabilities  ($19,914)   $ -   
      Other accumulated comprehensive income items     (1,409)  
              
    Pension and other postretirement liabilities (net of tax expense of $326)  $334  $334   
              
    Net unrealized investment gains  -  - 55  55
              
    Balance at end of period:         
     Pension and other postretirement liabilities  (19,580)   - -   
      Other accumulated comprehensive income items     (1,354)  
         Total  ($19,580)   ($1,354)  
    Comprehensive Income    $26,969   $44,082
              
    See Notes to Financial Statements.         
              
              

    69

    60

    ENTERGY GULF STATES, INC.
    SELECTED OPERATING RESULTS
    For the Three Months Ended March 31, 2007 and 2006
    (Unaudited)
     
        Increase/  
    Description 2007 2006 (Decrease) %
      (Dollars In Millions)  
    Electric Operating Revenues:        
      Residential $242 $240  $2  
      Commercial 193 210  (17) (8)
      Industrial 255 317  (62) (20)
      Governmental 12 13  (1) (8)
         Total retail 702 780  (78) (10)
      Sales for resale        
        Associated companies 28 27   
        Non-associated companies 50 52  (2) (4)
      Other 15 (3) 18  600 
         Total $795 $856  ($61) (7)
             
    Billed Electric Energy        
     Sales (GWh):        
      Residential 2,322 2,096  226  11 
      Commercial 2,024 1,970  54  
      Industrial 3,584 3,679  (95) (3)
      Governmental 112 112  - -  
         Total retail 8,042 7,857  185  
      Sales for resale        
        Associated companies 754 585  169  29 
        Non-associated companies 851 617  234  38 
         Total 9,647 9,059  588  
             

    61

     

     

    ENTERGY LOUISIANA, LLC

    MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS

     

    Hurricane Rita and Hurricane Katrina

    See the Form 10-K for a discussion of the effects of Hurricanes Katrina and Rita, which caused catastrophic damage to Entergy Louisiana's service territory in August and September 2005, including the effect of extensive flooding that resulted from levee breaks in and around Entergy Louisiana's service territory. Following is an updateterritory, and Entergy Louisiana's efforts to the discussion in the Form 10-K.recover storm restoration costs.

    Entergy Louisiana currently estimates that total restoration costs for the repair and/or replacement of its electric facilities damaged by Hurricanes Katrina and Rita and business continuity costs will be $541 million.

    As discussed in the Form 10-K, a federal hurricane aid package became law that includes funding for Community Development Block Grants (CDBG) that allows state and local leaders to fund individual recovery priorities. The law permits funding for infrastructure restoration. It is uncertain how much funding, if any, will be designated for utility reconstruction and the timing of such decisions is also uncertain. The U.S. Department of Housing and Urban Development has allocated approximately $10.4 billion for Louisiana, $5.1 billion for Mississippi, and $74 million for Texas, with an additional $1 billion approved by Congress but not yet allocated to the states. The states, in turn, will administer the grants. Entergy Louisiana is currently preparing an application to seek CDBG funding. In March 2006, Entergy Louisiana provided a justification statement to state and local officials. The statement, which will be reviewed by the Louisiana Recovery Authority, incl udes the estimated costs of Hurricanes Katrina and Rita damage. The statement includes justification for a request for $472 million in CDBG funding.

    Storm Costs Recovery Filing with Retail Regulator

    On July 31, 2006,February 2007, Entergy Louisiana and Entergy Gulf States filed rebuttal testimony and filed a second supplemental and amending application by which they seek authority from the LPSC to securitize their storm cost recovery applicationand storm reserve amounts, together with certain debt retirement costs and upfront and ongoing costs of the LPSC,securitized debt issued. Securitization is authorized by a law signed by the Governor of Louisiana in which Entergy LouisianaMay 2006. The filing updates actual storm-related costs through January 2007 and Entergy Gulf States requestedestimated future costs, declaring that the LPSC (1) review Entergy Louisiana's costs are $561 million and Entergy Gulf States' testimony and exhibits relating tocosts are $219 million.  The filing also updates the costs associated with Hurricanes Katrina and Rita, and declare that those verified, actual storm-related costs through May 31, 2006 are $466.8requested storm reserve amounts, requesting $141 million for Entergy Louisiana and $200.3$87 million for Entergy Gulf States.  Hearings began in late-April 2007. At the start of the hearing, a stipulation among Entergy Gulf States, Entergy Louisiana, the LPSC staff, and most other parties in the proceeding was read into the record. The stipulation quantifies the balance of storm restoration costs for recovery as $545 million for Entergy Louisiana and $187 million for Entergy Gulf States, inand sets the Louisiana jurisdiction and that those costs were prudently incurred; (2) declare that the annual revenue requirements associated with the recovery of those costs, based on a ten-year levelized rate are $54.4storm reserve amounts at $152 million for Entergy Louisiana and $26.2 million for Entergy Gulf States; (3) authorize Entergy Louisiana and Entergy Gulf States to recover the costs through Storm Cost Recovery Riders (SCRRs) proposed by Entergy Louisiana and Entergy Gulf States; (4) declare that the storm costs incurred subsequent to May 31, 2006 are to be filed by Entergy Louisiana and Entergy Gulf States with the LPSC on an annual basis in connection with their annual formula rate plan (FRP) filings, and that the SCRRs be adjusted annually to reflect such costs and any insurance proceeds or CDBG funds actually received, with the adjusted amounts to be collected through the SCRRs to take effect contemporaneous with the effective date of rate changes under the FRP; (5) declare that the storm-related costs incurred by Entergy Louisiana and Entergy Gulf States meet the conditions set forth in the FRP for exclusion from the sharing provisions in those FRPs and authorize the permanent recovery of storm costs outside of the FRPs adopted by the LPSC for Entergy Louisiana and Entergy Gulf States; and (6) authorize the funding of a storm reserve through securitization sufficient to fund a storm cost reserve of $132 million for Entergy Louisiana and $81$87 million for Entergy Gulf States. Hearing s onThe stipulation also calls for securitization of the application are scheduled forstorm restoration costs and storm reserves in those same amounts. The LPSC has not issued a decision in the first quarter 2007.

    70

    proceeding.

    Results of Operations

    Net Income

    Second Quarter 2006 Compared to Second Quarter 2005

    Net income decreased $36.2increased $6.4 million for the first quarter of 2007 compared to the first quarter of 2006 primarily due to lowerhigher net revenue, partially offset by higher other income.

    Six Months Ended June 30, 2006 Compared to Six Months Ended June 30, 2005

    Net income decreased $20.6 million primarily due to lower net revenue partially offset by higher other income, lower other operation and maintenance expenses, and lowerhigher depreciation and amortization expenses.expenses, and lower other income.

    Net Revenue

    Second Quarter 2006 Compared to Second Quarter 2005

    Net revenue which is Entergy Louisiana's measure of gross margin, consists of operating revenues net of: 1) fuel, fuel-related expenses, and gas purchased for resale, 2) purchased power expenses, and 3) other regulatory credits.charges (credits). Following is an analysis of the change in net revenue comparing the secondfirst quarter of 20062007 to the secondfirst quarter of 2005.

    Amount

    (In Millions)

    2005 net revenue

    $310.8 

    Price applied to unbilled electric sales

    (72.7)

    Net wholesale revenue

    6.1 

    Other

    0.8 

    2006 net revenue

    $245.0 

    The price applied to unbilled sales variance is due to the exclusion in 2006 of the fuel cost component in the calculation of the price applied to unbilled sales. Effective January 1, 2006, the fuel cost component is no longer included in the unbilled revenue calculation, which is in accordance with regulatory treatment. Entergy Louisiana expects that the effect of this factor will be significantly less for its annual results for 2006. See "MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS -Critical Accounting Estimates" herein for a discussion of the accounting for unbilled revenues.

    The net wholesale revenue variance is primarily due to the sale of 75% of the generation from the Perryville plant to Entergy Gulf States pursuant to a long-term purchased power agreement.

    Gross operating revenues, fuel and purchased power expenses, and other regulatory credits

    Gross operating revenues decreased primarily due to:

    The decrease was partially offset by an increase of $20.9 million in gross wholesale revenue due to increased sales to affiliated systems and the sale of a portion of the generation from Perryville.

    Fuel and purchased power expenses decreased primarily due to a shift from higher priced gas and oil generation and purchased power to lower priced nuclear generation primarily as a result of a refueling outage in 2005. The decrease was partially offset by an increase in the recovery from customers of deferred fuel costs.

    71

    Other regulatory credits decreased primarily due to the LPSC order for the interim recovery of storm costs effective March 2006. Refer to "MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS -Significant Factors and Known Trends - - State and Local Regulation"in the Form 10-K for a discussion of Entergy Louisiana's filing with the LPSC regarding storm cost recovery.

    Six Months Ended June 30, 2006 Compared to Six Months Ended June 30, 2005

    Net revenue, which is Entergy Louisiana's measure of gross margin, consists of operating revenues net of: 1) fuel, fuel-related expenses, and gas purchased for resale, 2) purchased power expenses, and 3) other regulatory credits. Following is an analysis of the change in net revenue comparing the six months ended June 30, 2006 to the six months ended June 30, 2005.

     

     

    Amount

     

     

    (In Millions)

     

     

     

    20052006 net revenue

     

    $495.5 

    Price applied to unbilled electric sales

    (69.3)187.6 

    Volume/weather

    (21.8)32.5 

    Net wholesale revenueBase revenues

     

    12.427.2 

    Rate refund provisionsPurchased power capacity

     

    6.9 

    Storm cost recovery

    4.9 (30.5)

    Other

     

    3.9 (2.4)

    20062007 net revenue

     

    $432.5214.4 

    The price applied to unbilled salesvolume/weather variance is due to the exclusion in 2006 of the fuel cost componentincreased electricity usage primarily in the calculation of the price applied to unbilled sales.Effective January 1, 2006, the fuel cost component is no longer included inindustrial class, including electricity sales during the unbilled revenue calculation, which is in accordance with regulatory treatment. Entergy Louisiana expects thatservice period and the effect of this factor will be significantly less for its annual results formore favorable weather in the service territory compared to 2006. Billed retail electricity usage increased a total of 573 GWh in all sectors. See "MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS -Critical Accounting Estimates" hereinNote 1 to the financial statements in the Form 10-K for a discussion of the accounting for unbilled revenues.

    The volume/weather variance is due to a decrease in usage in all sectors primarily due to load losses caused by Hurricane Katrina and decreased usage during the unbilled sales period.62

    The net wholesale revenuebase revenues variance is primarily due to increases effective September 2006 for the sale2005 formula rate plan filing to recover LPSC-approved incremental deferred and ongoing capacity costs and for the interim recovery of 75%storm costs. See Note 2 to the financial statements in the Form 10-K for a discussion of the generation from the Perryville plant to Entergy Gulf States pursuant to a long-termformula rate plan filing.

    The purchased power agreement.

    The rate refund provisionscapacity variance is primarily due to additional provisions recordedhigher purchased power capacity charges and the amortization of capacity charges effective September 2006 as a result of the formula rate plan filing in 2005 related to LPSC-approved settlementsMay 2006. A portion of the purchased power capacity costs is offset in March and May 2005.

    The storm cost recovery variance isbase revenues due to a base rate increase implemented to recover incremental deferred and ongoing purchased power capacity charges, as mentioned above. See Note 2 to the return earned onfinancial statements in the interim recoveryForm 10-K for a discussion of storm-related costs as allowed by the LPSC effective March 2006.formula rate plan filing.

    Gross operating revenues, fuel and purchased power expenses, and other regulatory charges (credits)

    Gross operating revenues and fuel and purchased power expenses

    Gross operating revenues decreasedincreased primarily due to:

    72

    The decrease was substantially offset by:

    The increase was partially offset by a decrease of $42.9 million in gross wholesale revenue due to increaseddecreased sales to affiliated systems and the sale of a portion of the generation from Perryville; and

  • an increase of $6.9 million in rate refund provisions, as discussed above.
  • systems.

    Fuel and purchased power expenses increased primarily due to an increase in the average market price of purchased power and an increase in net area demand, partially offset by a decrease in the recovery from customers of deferred fuel costs, partially offset by a shift from higher priced gas and oil generation and purchased powercosts.

    Other regulatory credits decreased primarily due to lower priced nuclear generation primarilythe deferral of capacity charges in 2006 in addition to the amortization of these capacity charges in 2007 as a result of a refueling outage in 2005.the May 2006 formula rate plan filing (for the 2005 test year) with the LPSC to recover such costs through base rates effective September 2006.

    Other Income Statement Variances

    Second Quarter 2006 Compared to Second Quarter 2005

    Other income increased primarily due to the write-off of $7.1 million in June 2005 of a portion of the customer care system investment and the related allowance for equity funds used during construction pursuant to an LPSC-approved settlement.

    Six Months Ended June 30, 2006 Compared to Six Months Ended June 30, 2005

    Other operation and maintenance expenses decreasedincreased primarily due to:

    The increase was partially offset by the following:

    The decrease was offset by:

    Depreciation and amortization expenses decreasedincreased primarily due to a changerevision made in the depreciation rate for Waterford 3 as approved by the LPSC effective April 2005 and a revision in 2005first quarter of 2006 of estimated depreciable lives involving certain intangible assets.assets and an increase in plant in service.

    63

    Other income increaseddecreased primarily due to:

    Income Taxes

    The effective income tax rates for the secondfirst quarters of 2007 and 2006 were 35.6% and 2005 were 38.4% and 40.0%, respectively. The effective income tax rates for the six months ended June 30, 2006 and 2005 were 38.9% and 39.8%39.9%, respectively. The difference in the effective income tax rate for the secondfirst quarter of 2006 and the six months ended June 30, 2006 and 2005 versus the federal statutory rate of 35.0% is primarily due to book and tax differences related to utility plant and state income taxes, partially offset by book and tax differences related to the allowance for equity

    73

     funds used during construction and the amortization of investment tax credits. The difference in the effective income tax rate for the second quarter of 2005 versus the federal statutory rate of 35.0% is primarily due to state income taxes and book and tax differences related to utility plant items, partially offset by book and a federal tax reserve estimate revision necessarydifferences related to appropriately providethe allowance for priorequity funds used during construction and the amortization of investment tax periods.credits.

    Liquidity and Capital Resources

    Cash Flow

    Cash flows for the six months ended June 30,first quarters of 2007 and 2006 and 2005 were as follows:

     

    2006

     

    2005

     

    2007

     

    2006

     

    (In Thousands)

     

    (In Thousands)

     

     

     

     

     

     

     

     

    Cash and cash equivalents at beginning of period

    Cash and cash equivalents at beginning of period

     

    $105,285 

     

    $146,049 

    Cash and cash equivalents at beginning of period

     

    $2,743 

     

    $105,285 

     

     

     

     

     

     

     

     

    Cash flow provided by (used in):

    Cash flow provided by (used in):

     

     

     

     

    Cash flow provided by (used in):

     

     

     

     

    Operating activities

     

    231,532 

     

    69,063 

    Operating activities

     

    29,837 

     

    192,210 

    Investing activities

     

    (287,999)

     

    (295,005)

    Investing activities

     

    (41,487)

     

    (218,567)

    Financing activities

     

    (45,979)

     

    82,412 

    Financing activities

     

    11,325 

     

    (71,254)

    Net decrease in cash and cash equivalents

    Net decrease in cash and cash equivalents

     

    (102,446)

     

    (143,530)

    Net decrease in cash and cash equivalents

     

    (325)

     

    (97,611)

     

     

     

     

     

     

     

     

    Cash and cash equivalents at end of period

    Cash and cash equivalents at end of period

     

    $2,839 

     

    $2,519 

    Cash and cash equivalents at end of period

     

    $2,418 

     

    $7,674 

    Operating Activities

    Cash flow from operations increased $162.5decreased $162.4 million for the six months ended June 30, 2006first quarter of 2007 compared to the six months ended June 30, 2005first quarter of 2006 primarily due to timing of collections of receivables from customers.

    customers and payments to vendors, partially offset by increased recovery of deferred fuel costs.

    Investing Activities

    Cash flow

    The decrease of $177.1 million in net cash used by investing activities decreased $7.0 million for the six months ended June 30, 2006first quarter of 2007 compared to the six months ended June 30, 2005. Following are the significant investing activities occurring during the first six monthsquarter of 2006 is primarily due to higher distribution and 2005:

    Financing Activities

    Entergy Louisiana used $46.0 million of cash forLouisiana's financing activities for the six months ended June 30, 2006 compared to providing $82.4provided $11.3 million for the six months ended June 30, 2005first quarter of 2007 compared to using $71.3 million for the first quarter of 2006 primarily due to:

    Partially offsetting the above was the payment of $24.5 million of common stock dividends in 2005.

    7464

    Capital Structure

    Entergy Louisiana's capitalization is balanced between equity and debt, as shown in the following table. The decrease in debt to capital for Entergy Louisiana is primarily due to an increase in members' equity due to additional equity from its parent because of a revision in the estimate of the tax liabilities allocated to Entergy Louisiana Holdings in the merger-by-division that created Entergy Louisiana, LLC.

     

    June 30,
    2006

    December 31,
    2005

     

    March 31,
    2007

    December 31,
    2006

     

     

    Net debt to net capital

     

    47.1%

    49.2%

     

    45.8%

    46.4%

    Effect of subtracting cash from debt

     

     0.1%

    2.1%

     

    0.1%

    -   

    Debt to capital

     

     47.2%

    51.3%

     

    45.9%

    46.4%

    Net debt consists of debt less cash and cash equivalents. Debt consists of notes payable, capital lease obligations, and long-term debt, including the currently maturing portion. Capital consists of debt and members' equity. Net capital consists of capital less cash and cash equivalents. Entergy Louisiana uses the net debt to net capital ratio in analyzing its financial condition and believes it provides useful information to its investors and creditors in evaluating Entergy Louisiana's financial condition.

    Uses and Sources of Capital

    See "MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS -Liquidity and Capital Resources" in the Form 10-K for a discussion of Entergy Louisiana's uses and sources of capital.

    In April 2007, Entergy Louisiana announced that it plans to pursue the self-build solid fuel repowering of a 538MW unit at its Little Gypsy plant.  Petroleum coke will be the unit's primary fuel source.  Entergy Louisiana expects to spend $1.02 billion on the project, and expects the project to be completed in 2011-2012. The planned capital investment estimate in the Form 10-K included the capital required for a project of this type.

    Entergy Louisiana's receivables from or (payables to)payables to the money pool were as follows:

    June 30,
    2006

     

    December 31,
    2005

     

    June 30,
    2005

     

    December 31,
    2004

    (In Thousands)

     

     

     

     

     

     

    ($90,879)

     

    ($68,677)

     

    ($110,658)

     

    $40,549

    March 31,
    2007

     

    December 31,
    2006

     

    March 31,
    2006

     

    December 31,
    2005

    (In Thousands)

     

     

     

     

     

     

     

    ($67,103)

     

    ($54,041)

     

    ($38,871)

     

    ($68,677)

    See Note 4 to the domestic utility companies and System Energy financial statements in the Form 10-K for a description of the money pool.

    In April 2006, Entergy Louisiana's $85 million credit facility expired and was not renewed. Also, Entergy Louisiana's $15 million credit facility expired in May 2006 and was not renewed.

    In June 2006, Entergy Louisiana redeemed, prior to maturity, $25 million of 5.95% Series of St. Charles Parish bonds.

    Significant Factors and Known Trends

    See "MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS -Significant Factors and Known Trends" in the Form 10-K for a discussion of state and local rate regulation, federal regulation, and proceedings, the Energy Policy Act of 2005, utility restructuring, market and credit risks, nuclear matters, environmental risks, and litigation risks.

    State and Local Rate Regulation

    In May 2006, Entergy Louisiana made its formula rate plan filing with Following are updates to the LPSC forinformation provided in the 2005 test year. The filing shows that Entergy Louisiana's return on equity was within the allowed bandwidth. The filing also indicates that under the formula rate plan rider for approved capacity additions, a $121 million rate increase is required to recover LPSC-approved incrementalForm 10-K.

    75

    deferred and ongoing capacity requirements. Entergy Louisiana requested recovery of the capacity deferrals over a three-year period, including carrying charges. $51 million of the rate increase is associated with these deferrals. The remaining $70 million of the rate increase is associated with ongoing capacity costs. The filing is subject to a period of LPSC Staff review.

    Federal Regulation

    See "

    System Agreement Proceedings

    See Entergy Corporation and Subsidiaries' "MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS -Significant Factors and Known Trends - Federal Regulation -System Agreement Litigation,APSC Complaint filed with the FERC", and"APSC System Agreement Investigation" for updates regarding proceedings involving the System Agreement.

    Independent Coordinator of Transmission (ICT)

    See Entergy Corporation", and Subsidiaries' "MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS -Available Flowgate Capacity Proceeding" in the "Significant Factors and Known Trends - Federal Regulation -Independent Coordinator" section of Transmission"Entergy Corporation and Subsidiaries Management's Financial Discussion and Analysis for an update regarding Entergy's ICT proposal.updates to the discussion in the Form 10-K.

    65

    Critical Accounting Estimates

    See "MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS -Critical Accounting Estimates" in the Form 10-K for a discussion of the estimates and judgments necessary in Entergy Louisiana's accounting for nuclear decommissioning costs, unbilled revenue, and qualified pension and other postretirement costs. Following is an update to that discussion.

    Unbilled Revenue

    As discussed in Note 7 to the domestic utility companies and System Energy financial statements, effective January 1, 2006, Entergy Louisiana reclassified the fuel component of unbilled accounts receivable to deferred fuel and will no longer include the fuel component in its unbilled revenue calculation, which is in accordance with regulatory treatment.benefits.

    Recently IssuedNew Accounting Pronouncements

    FASB Interpretation No. 48, "AccountingSee "New Accounting Pronouncements" section of Entergy Corporation and Subsidiaries Management's Financial Discussion and Analysis for Uncertainty in Income Taxes" (FIN 48) was issued in July 2006 and is effective for Entergy Louisiana in the first quartera discussion of 2007. The FASB's objective in issuing this interpretation is to increase comparability among companies in financial reporting of income taxes. FIN 48 establishes a "more-likely-than-not" recognition threshold that must be met before a tax benefit can be recognized in the financial statements. If a tax deduction is taken on a tax return, but does not meet the more-likely-than-not recognition threshold, an increase in income tax liability, above what is payable on the tax return, is required to be recorded. Entergy Louisiana does not expect that the adoption of FIN 48 will materially affect its financial position, results of operations, or cash flows.

    76new accounting pronouncements.

     

    ENTERGY LOUISIANA, LLC
    INCOME STATEMENTS
    For the Three and Six Months Ended June 30, 2006 and 2005
    (Unaudited)
     
     Three Months Ended Six Months Ended
      2006 2005 2006 2005
      (In Thousands) (In Thousands)
             
    OPERATING REVENUES        
    Domestic electric $550,580  $647,748  $1,102,637  $1,128,421 
             
    OPERATING EXPENSES        
    Operation and Maintenance:        
      Fuel, fuel-related expenses, and        
       gas purchased for resale 105,470  127,564  309,474  265,341 
      Purchased power 212,053  226,690  388,667  397,996 
      Nuclear refueling outage expenses 4,263  3,397  8,497  6,821 
      Other operation and maintenance 98,462  99,518  182,564  188,156 
    Decommissioning 4,271  5,155  8,467  10,872 
    Taxes other than income taxes 15,173  18,300  31,179  36,657 
    Depreciation and amortization 47,417  43,645  89,502  95,453 
    Other regulatory credits - net (11,906) (17,323) (28,044) (30,407)
    TOTAL 475,203  506,946  990,306  970,889 
             
    OPERATING INCOME 75,377  140,802  112,331  157,532 
             
    OTHER INCOME        
    Allowance for equity funds used during construction 3,590  1,840  9,177  4,377 
    Interest and dividend income 3,810  5,074  9,252  8,140 
    Miscellaneous - net (620) (6,481) (1,418) (6,848)
    TOTAL 6,780  433  17,011  5,669 
             
    INTEREST AND OTHER CHARGES 
    Interest on long-term debt 20,625  16,852  41,003  34,691 
    Other interest - net 2,623  1,804  4,331  4,823 
    Allowance for borrowed funds used during construction (2,662) (990) (6,513) (2,489)
    TOTAL 20,586  17,666  38,821  37,025 
             
    INCOME BEFORE INCOME TAXES 61,571  123,569  90,521  126,176 
             
    Income taxes 23,617  49,406  35,171  50,242 
             
    NET INCOME 37,954  74,163  55,350  75,934 
             
    Preferred dividend requirements and other 1,737  - -  3,475  - - 
             
    EARNINGS APPLICABLE TO        
    COMMON EQUITY $36,217  $74,163  $51,875  $75,934 
             
    See Notes to Respective Financial Statements.        

    7766

     

     

    ENTERGY LOUISIANA, LLC
    INCOME STATEMENTS
    For the Three Months Ended March 31, 2007 and 2006
    (Unaudited)
      
      2007 2006
      (In Thousands)
         
    OPERATING REVENUES    
    Electric $617,479  $552,057 
         
    OPERATING EXPENSES    
    Operation and Maintenance:    
      Fuel, fuel-related expenses, and    
       gas purchased for resale 193,956  204,004 
      Purchased power 197,763  176,614 
      Nuclear refueling outage expenses 4,197  4,234 
      Other operation and maintenance 91,467  84,102 
    Decommissioning 4,508  4,196 
    Taxes other than income taxes 13,814  16,006 
    Depreciation and amortization 48,978  42,085 
    Other regulatory charges (credits) - net 11,343  (16,138)
    TOTAL 566,026  515,103 
         
    OPERATING INCOME 51,453  36,954 
         
    OTHER INCOME    
    Allowance for equity funds used during construction 3,948  5,587 
    Interest and dividend income 3,594  5,442 
    Miscellaneous - net (1,232) (798)
    TOTAL 6,310  10,231 
         
    INTEREST AND OTHER CHARGES 
    Interest on long-term debt 20,233  20,378 
    Other interest - net 3,360  1,708 
    Allowance for borrowed funds used during construction (2,746) (3,851)
    TOTAL 20,847  18,235 
         
    INCOME BEFORE INCOME TAXES 36,916  28,950 
         
    Income taxes 13,148  11,554 
         
    NET INCOME 23,768  17,396 
         
    Preferred dividend requirements and other 1,738  1,738 
         
    EARNINGS APPLICABLE TO    
    COMMON EQUITY $22,030  $15,658 
         
    See Notes to Financial Statements.    

     

    67

     

     

     

     

     

     

     

     

    (Page left blank intentionally)

    68

     

    ENTERGY LOUISIANA, LLC
    STATEMENTS OF CASH FLOWS
    For the Three Months Ended March 31, 2007 and 2006
    (Unaudited)
       
      2007 2006
      (In Thousands)
         
    OPERATING ACTIVITIES    
    Net income $23,768  $17,396 
    Adjustments to reconcile net income to net cash flow provided by operating activities:    
      Reserve for regulatory adjustments 104  (185)
      Other regulatory charges (credits) - net 11,343  (16,138)
      Depreciation, amortization, and decommissioning 53,486  46,281 
      Deferred income taxes, investment tax credits, and non-current taxes accrued 17,108  (149,174)
      Changes in working capital:    
        Receivables (19,852) 143,629 
        Accounts payable (100,435) (42,366)
        Taxes accrued 15,123  35,756 
        Interest accrued (1,764) (2,397)
        Deferred fuel costs 52,789  1,507 
        Other working capital accounts (22,023) 153,597 
      Provision for estimated losses and reserves (2,209) 1,067 
      Changes in other regulatory assets 7,084  23,903 
      Other (4,685) (20,666)
    Net cash flow provided by operating activities 29,837  192,210 
         
    INVESTING ACTIVITIES    
    Construction expenditures (56,974) (211,398)
    Allowance for equity funds used during construction 3,948  5,587 
    Insurance proceeds 2,765  - - 
    Nuclear fuel purchases (3,103) - - 
    Proceeds from the sale/leaseback of nuclear fuel 14,279  - - 
    Proceeds from nuclear decommissioning trust fund sales 3,693  7,187 
    Investment in nuclear decommissioning trust funds (6,095) (10,117)
    Other regulatory investments - -  (9,826)
    Net cash flow used in investing activities (41,487) (218,567)
         
    FINANCING ACTIVITIES    
    Additional equity from parent 1,119   - 
    Change in money pool payable - net 13,062  (29,806)
    Changes in short-term borrowings - -  (40,000)
    Distributions paid:    
      Preferred membership interests (2,856) (1,448)
    Net cash flow provided by (used in) financing activities 11,325  (71,254)
         
    Net decrease in cash and cash equivalents (325) (97,611)
         
    Cash and cash equivalents at beginning of period 2,743  105,285 
         
    Cash and cash equivalents at end of period $2,418  $7,674 
         
    SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:    
    Cash paid during the period for:    
      Interest - net of amount capitalized $24,402  $23,521 
         
    See Notes to Financial Statements.    

    78

    69

     

     

    ENTERGY LOUISIANA, LLC
    STATEMENTS OF CASH FLOWS
    For the Six Months Ended June 30, 2006 and 2005
    (Unaudited)
       
      2006 2005
      (In Thousands)
         
    OPERATING ACTIVITIES    
    Net income $55,350  $75,934 
    Adjustments to reconcile net income to net cash flow provided by operating activities:    
      Reserve for regulatory adjustments 1,369  (11,724)
      Other regulatory credits - net (28,044) (30,407)
      Depreciation, amortization, and decommissioning 97,969  106,325 
      Deferred income taxes and investment tax credits 13,810  38,961 
      Changes in working capital:    
        Receivables 142,012  (11,462)
        Accounts payable (24,674) 8,483 
        Taxes accrued 33,040  23,337 
        Interest accrued (4,294) (715)
        Deferred fuel costs (75,432) (80,330)
        Other working capital accounts 25,539  (22,957)
      Provision for estimated losses and reserves 5,164  2,179 
      Changes in other regulatory assets (2,634) 17,229 
      Other (7,643) (45,790)
    Net cash flow provided by operating activities 231,532  69,063 
         
    INVESTING ACTIVITIES    
    Construction expenditures (273,527) (151,902)
    Allowance for equity funds used during construction 9,177  4,377 
    Nuclear fuel purchases - -  (54,158)
    Proceeds from the sale/leaseback of nuclear fuel - -  54,158 
    Payment for purchase of plant - -  (162,075)
    Proceeds from nuclear decommissioning trust fund sales 11,739  12,484 
    Investment in nuclear decommissioning trust funds (16,415) (18,637)
    Change in money pool receivable - net - -  40,549 
    Other regulatory investments (18,969) (19,801)
    Net cash flow used in investing activities (287,995) (295,005)
         
    FINANCING ACTIVITIES    
    Proceeds from the issuance of long-term debt - -  54,611 
    Retirement of long-term debt (25,000) (55,000)
    Change in money pool payable - net 22,202  110,658 
    Changes in short-term borrowings (40,000) - - 
    Distributions paid:    
      Common equity - -  (24,500)
      Preferred membership interests (3,185) (3,357)
    Net cash flow provided by (used in) financing activities (45,983) 82,412 
         
    Net decrease in cash and cash equivalents (102,446) (143,530)
         
    Cash and cash equivalents at beginning of period 105,285  146,049 
         
    Cash and cash equivalents at end of period $2,839  $2,519 
         
    SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:    
    Cash paid during the period for:    
      Interest - net of amount capitalized $47,609  $38,574 
      Income taxes - -  $11,114 
         
    See Notes to Respective Financial Statements.    
    ENTERGY LOUISIANA, LLC
    BALANCE SHEETS
    ASSETS
    March 31, 2007 and December 31, 2006
    (Unaudited)
         
     2007 2006
     (In Thousands)
         
    CURRENT ASSETS    
    Cash and cash equivalents $2,418  $2,743 
    Accounts receivable:    
      Customer 105,071  97,207 
      Allowance for doubtful accounts (2,192) (1,856)
      Associated companies 48,235  28,621 
      Other 19,380  22,652 
      Accrued unbilled revenues 65,610  69,628 
         Total accounts receivable 236,104  216,252 
    Deferred fuel costs - -  46,310 
    Materials and supplies - at average cost 101,689  98,284 
    Deferred nuclear refueling outage costs 20,292  23,639 
    Prepayments and other 14,212  5,769 
    TOTAL 374,715  392,997 
         
    OTHER PROPERTY AND INVESTMENTS     
    Decommissioning trust funds 220,158  208,926 
    Non-utility property - at cost (less accumulated depreciation) 1,624  1,670 
    Other  
    TOTAL 221,786  210,600 
         
    UTILITY PLANT    
    Electric 6,755,036  6,693,633 
    Property under capital lease 252,972  252,972 
    Construction work in progress 177,219  190,454 
    Nuclear fuel under capital lease 75,120  82,464 
    TOTAL UTILITY PLANT 7,260,347  7,219,523 
    Less - accumulated depreciation and amortization 3,002,111  2,959,422 
    UTILITY PLANT - NET 4,258,236  4,260,101 
         
    DEFERRED DEBITS AND OTHER ASSETS    
    Regulatory assets:    
      SFAS 109 regulatory asset - net 156,720  157,789 
      Other regulatory assets 501,323  539,309 
      Deferred fuel costs 67,998  67,998 
    Long-term receivables 5,986  5,986 
    Other 25,795  20,062 
    TOTAL 757,822  791,144 
         
    TOTAL ASSETS $5,612,559  $5,654,842 
         
    See Notes to Financial Statements.    
     
    70
     
     
     
     
    ENTERGY LOUISIANA, LLC
    BALANCE SHEETS
    LIABILITIES AND MEMBERS' EQUITY
    March 31, 2007 and December 31, 2006
    (Unaudited)
      
     2007 2006
     (In Thousands)
     
    CURRENT LIABILITIES    
    Accounts payable:    
      Associated companies $139,778  $160,555 
      Other 127,109  203,076 
    Customer deposits 74,361  72,579 
    Taxes accrued 21,360  6,237 
    Accumulated deferred income taxes 15,974  32,026 
    Interest accrued 28,725  30,489 
    Deferred fuel cost 6,479  - - 
    Obligations under capital leases 39,067  39,067 
    Pension and other postretirement liabilities 8,368  8,276 
    Other 14,014  30,425 
    TOTAL 475,235  582,730 
         
    NON-CURRENT LIABILITIES    
    Accumulated deferred income taxes and taxes accrued 1,852,511  1,827,900 
    Accumulated deferred investment tax credits 88,443  89,242 
    Obligations under capital leases 36,052  43,397 
    Other regulatory liabilities 69,005  50,210 
    Decommissioning 243,045  238,536 
    Accumulated provisions 21,589  23,798 
    Pension and other postretirement liabilities 148,184  146,646 
    Long-term debt 1,147,650  1,147,647 
    Other 88,877  86,428 
    TOTAL 3,695,356  3,653,804 
         
    Commitments and Contingencies    
         
    MEMBERS' EQUITY    
    Preferred membership interests without sinking fund 100,000  100,000 
    Members' equity 1,367,152  1,344,003 
    Accumulated other comprehensive loss (25,184) (25,695)
    TOTAL 1,441,968  1,418,308 
         
    TOTAL LIABILITIES AND MEMBERS' EQUITY $5,612,559  $5,654,842 
         
    See Notes to Financial Statements.    

     

    79

    ENTERGY LOUISIANA, LLC
    BALANCE SHEETS
    ASSETS
    June 30, 2006 and December 31, 2005
    (Unaudited)
      
     2006 2005
     (In Thousands)
         
    CURRENT ASSETS    
    Cash and cash equivalents $2,839  $105,285 
    Accounts receivable:    
      Customer 95,335  176,169 
      Allowance for doubtful accounts (7,445) (6,141)
      Associated companies 41,245  24,453 
      Other 12,718  12,553 
      Accrued unbilled revenues 73,081  149,908 
         Total accounts receivable 214,934  356,942 
    Deferred fuel costs 29,319  21,885 
    Accumulated deferred income taxes - -  3,884 
    Materials and supplies - at average cost 95,928  92,275 
    Deferred nuclear refueling outage costs 6,334  15,337 
    Prepayments and other 9,567  173,055 
    TOTAL 358,921  768,663 
         
    OTHER PROPERTY AND INVESTMENTS    
    Decommissioning trust funds 191,274  187,101 
    Non-utility property - at cost (less accumulated depreciation) 1,761  1,852 
    Other 4  4 
    TOTAL 193,039  188,957 
         
    UTILITY PLANT    
    Electric 6,495,427  6,233,711 
    Property under capital lease 250,610  250,610 
    Construction work in progress 220,952  415,475 
    Nuclear fuel under capital lease 40,289  58,492 
    TOTAL UTILITY PLANT 7,007,278  6,958,288 
    Less - accumulated depreciation and amortization 2,808,533  2,805,944 
    UTILITY PLANT - NET 4,198,745  4,152,344 
          
    DEFERRED DEBITS AND OTHER ASSETS    
    Regulatory assets:    
      SFAS 109 regulatory asset - net 76,018  104,893 
      Other regulatory assets 607,328  599,451 
      Deferred fuel costs 67,998  - - 
    Long-term receivables 6,557  8,222 
    Other 31,305  32,523 
    TOTAL 789,206  745,089 
          
    TOTAL ASSETS $5,539,911  $5,855,053 
         
    See Notes to Respective Financial Statements.    
     

    80

     
    ENTERGY LOUISIANA, LLC
    BALANCE SHEETS
    LIABILITIES AND MEMBERS' EQUITY
    June 30, 2006 and December 31, 2005
    (Unaudited)
      
     2006 2005
     (In Thousands)
     
    CURRENT LIABILITIES    
    Notes payable $- $40,000
    Accounts payable:    
      Associated companies 168,936 121,382
      Other 205,865 398,507
    Customer deposits 68,617 66,705
    Taxes accrued 47,037 88,548
    Accumulated deferred income taxes 21,524 - -
    Interest accrued 24,148 28,442
    Obligations under capital leases 33,463 22,753
    Other 33,058 8,721
    TOTAL 602,648 775,058
         
    NON-CURRENT LIABILITIES    
    Accumulated deferred income taxes and taxes accrued 1,860,334 2,055,083
    Accumulated deferred investment tax credits 90,841 92,439
    Obligations under capital leases 6,826 35,740
    Other regulatory liabilities 42,383 58,129
    Decommissioning 229,759 221,291
    Accumulated provisions 98,329 93,165
    Long-term debt 1,147,412 1,172,400
    Other 138,776 146,576
    TOTAL 3,614,660 3,874,823
         
    Commitments and Contingencies    
         
    MEMBERS' EQUITY    
    Preferred membership interests without sinking fund 100,000 100,000
    Members' equity 1,222,603 1,105,172
    TOTAL 1,322,603 1,205,172
         
    TOTAL LIABILITIES AND MEMBERS' EQUITY $5,539,911 $5,855,053
         
    See Notes to Respective Financial Statements.    

    81

    ENTERGY LOUISIANA, LLC
    STATEMENTS OF MEMBERS' EQUITY
    For the Three and Six Months Ended June 30, 2006 and 2005
    (Unaudited)
         
      Three Months Ended
      2006 2005
      (In Thousands)
    MEMBERS' EQUITY    
    Members' Equity - Beginning of period $1,186,436 $1,029,317
         
      Add:    
      Net income 37,954 74,163
         
      Deduct:    
        Distributions declared:    
          Common equity - - 22,700
          Preferred membership interests 1,737 - -
      Other 50 - -
      1,787 22,700
         
    Members' Equity - End of period $1,222,603 $1,080,780
         
         
         
      Six Months Ended
      2006 2005
      (In Thousands)
    MEMBERS' EQUITY    
    Members' Equity - Beginning of period $1,105,172 $1,029,346
         
      Add:    
      Net income 55,350 75,934
      Additional equity from parent 65,703 -
      121,053 75,934
         
      Deduct:    
        Distributions declared:    
          Common equity - - 24,500
          Preferred membership interests 3,475 - -
        Other 147 - -
      3,622 24,500
         
    Members' Equity - End of period $1,222,603 $1,080,780
         
         
         
    See Notes to Respective Financial Statements.    

    82

    ENTERGY LOUISIANA, LLC
    SELECTED OPERATING RESULTS
    For the Three and Six Months Ended June 30, 2006 and 2005
    (Unaudited)
     
             
      Three Months Ended Increase/  
    Description 2006 2005 (Decrease) %
      (Dollars In Millions)  
    Electric Operating Revenues:        
      Residential $163 $172 ($9) (5)
      Commercial 116 122 (6) (5)
      Industrial 177 198 (21) (11)
      Governmental 9 10 (1) (10)
         Total retail 465 502 (37) (7)
      Sales for resale        
        Associated companies 53 32 21  66 
        Non-associated companies 3 3  - - 
      Other 30 111 (81) (73)
         Total $551 $648 ($97) (15)
             
    Billed Electric Energy        
     Sales (GWh):        
      Residential 1,947 1,894 53  
      Commercial 1,382 1,361 21  
      Industrial 3,175 3,341 (166) (5)
      Governmental 105 108 (3) (3)
         Total retail 6,609 6,704 (95) (1)
      Sales for resale        
        Associated companies 571 285 286  100 
        Non-associated companies 25 31 (6) (19)
         Total 7,205 7,020 185  
             
             
      Six Months Ended Increase/  
    Description 2006 2005 (Decrease) %
      (Dollars In Millions)  
    Electric Operating Revenues:        
      Residential $324 $337 ($13) (4)
      Commercial 235 237 (2) (1)
      Industrial 370 387 (17) (4)
      Governmental 19 20 (1) (5)
         Total retail 948 981 (33) (3)
      Sales for resale        
        Associated companies 133 47 86  183 
        Non-associated companies 5 5  - - 
      Other 17 95 (78) (82)
         Total $1,103 $1,128 ($25) (2)
             
    Billed Electric Energy        
     Sales (GWh):        
      Residential 3,718 3,823 (105) (3)
      Commercial 2,628 2,647 (19) (1)
      Industrial 6,069 6,457 (388) (6)
      Governmental 216 226 (10) (4)
         Total retail 12,631 13,153 (522) (4)
      Sales for resale        
        Associated companies 1,295 430 865  201 
        Non-associated companies 39 45 (6) (13)
         Total 13,965 13,628 337  
             

    8371

     

     

    ENTERGY LOUISIANA, LLC
    STATEMENTS OF MEMBERS' EQUITY AND COMPREHENSIVE INCOME
    For the Three Months Ended March 31, 2007 and 2006
    (Unaudited)
             
      2007 2006
      (In Thousands)
    MEMBERS' EQUITY        
    Members' Equity - Beginning of period $1,344,003    $1,105,172  
             
      Add:        
      Net income 23,768  $23,768 17,396 $17,396
      Additional equity from parent 1,119    65,703  
      24,887    83,099  
             
      Deduct:        
        Distributions declared:        
          Preferred membership interests 1,738  1,738 1,738 1,738
        Other    97  
      1,738    1,835  
             
    Members' Equity - End of period $1,367,152    $1,186,436  
             
             
             
             
    ACCUMULATED OTHER COMPREHENSIVE        
    INCOME (Net of Taxes):        
    Balance at beginning of period:        
      Pension and other postretirement liabilities ($25,695)   $-  
             
    Pension and other postretirement liabilities (net of tax expense of $466) 511  511 -  
             
    Balance at end of period:        
      Pension and other postretirement liabilities ($25,184)   $-  
    Comprehensive Income   $22,541   $15,658
             
             
    See Notes to Financial Statements.        
             

    72

    ENTERGY LOUISIANA, LLC
    SELECTED OPERATING RESULTS
    For the Three Months Ended March 31, 2007 and 2006
    (Unaudited)
     
             
        Increase/  
    Description 2007 2006 (Decrease) %
      (Dollars In Millions)  
    Electric Operating Revenues:        
      Residential $196 $161  $35  22 
      Commercial 136 119  17  14 
      Industrial 225 193  32  17 
      Governmental 12 11   
         Total retail 569 484  85  18 
      Sales for resale        
        Associated companies 38 80  (42) (53)
        Non-associated companies 2   - - 
      Other 8 (14) 22  157 
         Total $617 $552  $65  12 
             
    Billed Electric Energy        
     Sales (GWh):        
      Residential 1,952 1,771  181  10 
      Commercial 1,300 1,246  54  
      Industrial 3,228 2,894  334  12 
      Governmental 115 111   
         Total retail (1) 6,595 6,022  573  10 
      Sales for resale         
        Associated companies 342 723  (381) (53)
        Non-associated companies 32 14  18  129 
         Total 6,969 6,759  210  
             
             

    (1) 2006 billed electric energy sales includes 96 GWh of billings related to 2005 deliveries that were billed in
         2006 because of billing delays following Hurricane Katrina, which results in an increase of 669 GWh in
         2007, or 11.3%.

             
             

    73

    ENTERGY MISSISSIPPI, INC.

    MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS

     

    Hurricane Katrina

    See the Form 10-K for a discussion of the effects of Hurricane Katrina, which hit Entergy Mississippi's service territory in August 2005 causing power outages and significant infrastructure damage to Entergy Mississippi's distribution and transmission systems. Entergy Mississippi currently estimates that its total restoration costs for the repair and/or replacement of its electric facilities damaged by Hurricane Katrina, and business continuity costs, and a small amount of damage caused by Hurricane Rita, will be $107 million.

    As discussed in the Form 10-K, a federal hurricane aid package became law that includes funding for Community Development Block Grants (CDBG) that allows state and local leaders to fund individual recovery priorities. The law permits funding for infrastructure restoration. It is uncertain how much funding, if any, will be designated for utility reconstruction and the timing of such decisions is also uncertain. The U.S. Department of Housing and Urban Development has allocated approximately $10.4 billion for Louisiana, $5.1 billion for Mississippi, and $74 million for Texas, with an additional $1 billion approved by Congress but not yet allocated to the states. The states, in turn, will administer the grants. As discussed below, in June 2006 Entergy Mississippi filed a request with the Mississippi Development Authority for $89 million of CDBG funding for reimbursement of its Hurricane Katrina infrastructure restoration costs.

    As discussed in the Form 10-K, in December 2005, Entergy Mississippi filed with the MPSC a Notice of Intent to change rates by implementing a Storm Damage Rider to recover storm damage restoration costs associated with Hurricanes Katrina and Rita totaling approximately $84 million as of November 30, 2005.  In February 2006, Entergy Mississippi filed an Application for an Accounting Order seeking certification by the MPSC of Entergy Mississippi's estimated $36 million of storm restoration costs not included in the December 2005 filing. In March 2006, the Governor signed a law that established a mechanism by which the MPSC may authorize and certify an electric utility financing order and the state may issue general obligation bonds to pay the costs of repairing damage caused by Hurricane Katrina to the systems of investor-owned electric utilities.  Because of the passage of this law and the possibility of Entergy Mississippi obtaining CDBG funds for Hurricane Katrina storm res toration costs, in March 2006, the MPSC issued an order approving a Joint Stipulation between Entergy Mississippi and the Mississippi Public Utilities Staff that provided for the review of Entergy Mississippi's total storm restoration costs in the Application for an Accounting Order proceeding.  The Stipulation stated that the procedural schedule of the December 2005 Notice of Intent filing should be suspended until the MPSC issues a final order in the Application for an Accounting Order proceeding. 

    In June 2006, the MPSC issued an order certifying Entergy Mississippi's Hurricane Katrina restoration costs incurred through March 31, 2006 of $89 million, net of estimated insurance proceeds. Two days later Entergy Mississippi filed a request with the Mississippi Development Authority for $89 million of CDBG funding for reimbursement of its infrastructure restoration costs. Entergy Mississippi also filed a Petition for Financing Order with the MPSC for authorization of state general obligation bond financing of $169 million for Hurricane Katrina restoration costs and future storm costs. The $169 million amount includes Hurricane Katrina restoration costs plus $80 million to build Entergy Mississippi's storm damage reserve for the future. The amount financed through the bonds will be reduced dollar for dollar by any CDBG funds that Entergy Mississippi receives. Pursuant to the legislation, the MPSC must issue a financing order by the end of October 2006.

    84

    Results of Operations

    Net Income

    Second Quarter 2006 Compared to Second Quarter 2005

    Net income increased $2.0$2.1 million for the first quarter of 2007 compared to the first quarter of 2006 primarily due to higher other income and higher net revenue, partially offset by higher other operation and maintenance expenses, higher depreciation and amortization expense, and a higher interest expense.

    Six Months Ended June 30, 2006 Compared to Six Months Ended June 30, 2005effective income tax rate.

    Net income decreased $1.9 million primarily due to higher other operation and maintenance expense, higher taxes other than income taxes, and higher interest expense, partially offset by higher net revenue.Revenue

    Net Revenue

    Second Quarter 2006 Compared to Second Quarter 2005

    Net revenue which is Entergy Mississippi's measure of gross margin, consists of operating revenues net of: 1) fuel, fuel-related expenses, and gas purchased for resale, 2) purchased power expenses, and 3) other regulatory credits.charges (credits). Following is an analysis of the change in net revenue comparing the secondfirst quarter of 20062007 to the secondfirst quarter of 2005.2006.

      

    Amount

      

    (In Millions)

       

    20052006 net revenue

     

    $116.4

    Deferral of Attala costs

    6.690.3 

    Volume/weather

     

    4.37.8 

    Reserve equalizationAttala costs

     

    (2.1)(6.6)

    Other

     

    (0.4)2.4

    20062007 net revenue

     

    $124.893.9 

    The volume/weather variance is primarily due to increased usage primarily during the unbilled sales period and more favorable weather on billed sales compared to the same period in 2006. 9; See Note 1 to the financial statements in the Form 10-K for a discussion of the accounting for unbilled revenues.

    The deferral of Attala costs variance is primarily due to the under-recoverydeferral of Attala power plant costs during the first quarter of 2006 that will bewas recovered throughin the power management rider.second quarter of 2006. The net income effect of this cost deferral iswas partially offset by Attala costs in other operation and maintenance expenses, depreciation expense, and taxes other than income taxes.

    The volume/weather variance is primarily due to an increase in electricity usage, including the effect of more favorable weather during the second quarter of 2006 compared to the second quarter of 2005. Billed electricity usage increased a total of 173 GWh in the service territory.

    The reserve equalization variance is primarily due to changes in the Entergy System generation mix compared to the same period in 2005 and a revision of reserve equalization payments among Entergy companies due to a FERC ruling regarding the inclusion of interruptible loads in reserve equalization calculations.

    Gross operating revenues, fuel and purchased power expenses, and other regulatory creditscharges (credits)

    Gross operating revenues increaseddecreased primarily due to an increasea decrease of $104$147.3 million in fuel cost recovery revenues due to lower fuel rates, partially offset by higher fuelpower management rider rates.

    Fuel and purchased power expenses increaseddecreased primarily due to increased recovery ofa decrease in deferred fuel and purchased power costsexpense due to an increasea decrease in fuel rates. The increase was also due to an increase in demand.

    85

    Other regulatory creditscharges increased primarily due to the refunding in 2006, through the power management recovery rider, in 2006 of over-recoveries in 2005 as a result of gains recorded on gas hedging contracts in addition to the under-recoveryover-recovery in 2007, through the Grand Gulf rider, of Grand Gulf capacity charges. The increase was partially offset by the deferral of Attala costs in 2006, discussed above. There is no material effect on net income due to quarterly adjustments to the power management recovery rider.

    Six Months Ended June 30, 2006 Compared to Six Months Ended June 30, 200574

    Net revenue, which is Entergy Mississippi's measure of gross margin, consists of operating revenues net of: 1) fuel, fuel-related expenses, and gas purchased for resale, 2) purchased power expenses, and 3) other regulatory credits. Following is an analysis of the change in net revenue comparing the six months ended June 30, 2006 to the six months ended June 30, 2005.

    Amount

    (In Millions)

    2005 net revenue

    $207.9

    Deferral of Attala costs

    14.5

    Reserve equalization

    (4.2)

    Other

    (3.1)

    2006 net revenue

    $215.1 

    The deferral of Attala costs variance is primarily due to the under-recovery of Attala power plant costs that will be recovered through the power management rider. The net income effect of this cost deferral is partially offset by Attala costs in other operation and maintenance expenses, depreciation expense, and taxes other than income taxes.

    The reserve equalization variance is primarily due to changes in the Entergy System generation mix compared to the same period in 2005 and a revision of reserve equalization payments among Entergy companies due to a FERC ruling regarding the inclusion of interruptible loads in reserve equalization calculations.

    Gross operating revenues, fuel and purchased power expenses, and other regulatory credits

    Gross operating revenues increased primarily due to an increase of $239 million in fuel cost recovery revenues due to higher fuel rates.

    Fuel and purchased power expenses increased primarily due to increased recovery of fuel and purchased power costs due to an increase in fuel rates. The increase was also due to an increase in demand.

    Other regulatory credits increased primarily due to the refunding through the power management recovery rider in 2006 of over-recoveries in 2005 as a result of gains recorded on gas hedging contracts, in addition to the under-recovery of Attala costs, discussed above. There is no material effect on net income due to quarterly adjustments to the power management recovery rider.

    Other Income Statement Variances

    Second Quarter 2006 Compared to Second Quarter 2005

    Other operation and maintenance expense increased primarily due to:

    86

    The increase was partially offset by a decrease of $1.6 million in vegetation maintenance costs in 2006.

    Depreciation and amortization expense increased primarily due to an increase in plant in service.

    Interest expense increased primarily due to additional long-term debt issued to finance the Attala power plant purchase.

    Six Months Ended June 30, 2006 Compared to Six Months Ended June 30, 2005

    Other operation and maintenance expense increased primarily due to:

    The increase was partially offset by a decrease of $2.8$1.7 million in vegetation maintenance costsloss reserves in 2006.2007.

    Depreciation and amortization expenses increased primarily due to an increase in plant in service. The increase is also due to an adjustment made in February 2006 as a result of a revision in estimated depreciable lives involving certain intangible assets.

    Taxes other than income taxes decreased primarily due to lower franchise taxes in 2007.

    Other income increased primarily due to the gain recorded on the sale of non-utility property and higher assessed values for ad valorem tax purposesinterest earned on money pool investments.

    Interest expense decreased primarily due to a decrease in long-term debt outstanding as a result of the Attala plant purchase and higher franchise taxesredemption of $100 million of first mortgage bonds in 2006January 2007. Interest expense also decreased due to higher revenues.

    Interest expense increased primarily due to additional long-term debt issued to finance the Attala power plant purchase.

    money pool activity.

    Income Taxes

    The effective income tax rates for the secondfirst quarters of 2007 and 2006 were 35.6% and 2005 were 35.1% and 34.9%, respectively. The effective income tax rates for the six months ended June 30, 2006 and 2005 were 31.7% and 33.5%0.4%, respectively. The difference in the effective tax rate for the six months ended June 30,first quarter of 2006 versus the federal statutory rate of 35.0% is primarily due to book and tax differences related to the allowance for equity funds used during construction, the amortization of investment tax credits, and book and tax differences related to utility plant items, partially offset by state income taxes. The difference in the effective tax rate for the six months ended June 30, 2005 versus the federal statutory rate of 35% is primarily due to book and tax differences related to the allowance of equity funds used during construction and the amortization of investment tax credits, partially offset by state income taxes.items.

    Liquidity and Capital Resources

    Cash Flow

    Cash flows for the six months ended June 30,first quarters of 2007 and 2006 and 2005 were as follows:

     

    2006

     

    2005

     

    2007

     

    2006

     

    (In Thousands)

     

    (In Thousands)

     

     

     

     

     

     

     

     

    Cash and cash equivalents at beginning of period

    Cash and cash equivalents at beginning of period

     

    $4,523 

     

    $80,396 

    Cash and cash equivalents at beginning of period

     

    $73,417 

     

    $4,523 

     

     

     

     

     

     

     

     

    Cash flow provided by (used in):

    Cash flow provided by (used in):

     

     

     

     

    Cash flow provided by (used in):

     

     

     

     

    Operating activities

     

    221,502 

     

    48,399 

    Operating activities

     

    (18,033)

     

    60,292 

    Investing activities

     

    (200,314)

     

    (99,320)

    Investing activities

     

    84,504 

     

    (135,611)

    Financing activities

     

    12,293 

     

    16,255 

    Financing activities

     

    (102,707)

     

    80,199 

    Net increase (decrease) in cash and cash equivalents

    Net increase (decrease) in cash and cash equivalents

     

    33,481 

     

    (34,666)

    Net increase (decrease) in cash and cash equivalents

     

    (36,236)

     

    4,880 

     

     

     

     

     

     

     

     

    Cash and cash equivalents at end of period

    Cash and cash equivalents at end of period

     

    $38,004 

     

    $45,730 

    Cash and cash equivalents at end of period

     

    $37,181 

     

    $9,403 

    8775

    Operating Activities

    Cash flow from operations increased $173.1Entergy Mississippi's operating activities used $18.0 million for the six months ended June 30, 2006first quarter of 2007 compared to providing $60.3 million for the six months ended June 30, 2005first quarter of 2006 primarily due to increaseddecreased collection of deferred fuel and purchased power costs, and the income tax refund discussed below, partially offset by the timing of payments to vendors.

    In the first quarter of 2006, Entergy Corporation received an income tax refund as a result of net operating loss carryback provisions contained in the Gulf Opportunity Zone Act of 2005, as discussed in Note 3 to the domestic utilities companies and System Energy financial statements in the Form 10-K. In accordance with Entergy's intercompany tax allocation agreement, in April 2006 Entergy Corporation distributed $66 million of the refund to Entergy Mississippi.

    Investing Activities

    NetInvesting activities provided $84.5 million in cash used in investing activities increased $101flow for the first quarter of 2007 compared to using $135.6 million for the six months ended June 30,first quarter 2006 compared to the six months ended June 30, 2005 primarily due to:

    Financing Activities

    Net cash provided byEntergy's Mississippi's financing activities decreased $4used $102.7 million for the six months ended June 30, 2006first quarter of 2007 compared to providing $80.2 million for the six months ended June 30, 2005first quarter of 2006 primarily due to money pool activity and the issuance of $30 million of preferred stock in 2005, partially offset by the issuanceredemption, prior to maturity, of $100 million of first mortgage bonds in January 2007, and the issuance of $100 million of long-term debt during 2006, and a decrease of $10 million in common stock dividends paid.partially offset by money pool activity.

    Capital Structure

    Entergy Mississippi's capitalization is balanced between equity and debt, as shown in the following table. The increasedecrease in the debt to capital percentage as of June 30, 2006March 31, 2007 is primarily due to the issuanceredemption of $100 million of First Mortgage Bonds in January 2006.2007.

     

    June 30,
    2006

     

    December 31,
    2005

     

     

    March 31,
    2007

     

    December 31,
    2006

     

     

     

     

     

     

     

     

     

    Net debt to net capital

     

    54.0%

     

    52.6%

     

     

    49.5%

     

    51.9%

    Effect of subtracting cash from debt

     

    1.3%

     

    0.1%

     

     

    1.4%

     

    2.4%

    Debt to capital

     

    55.3%

     

    52.7%

     

     

    50.9%

     

    54.3%

    Net debt consists of debt less cash and cash equivalents. Debt consists of notes payable, capital lease obligations, and long-term debt, including the currently maturing portion. Capital consists of debt and shareholders' equity. Net capital consists of capital less cash and cash equivalents. Entergy Mississippi uses the net debt to net capital ratio in analyzing its financial condition and believes it provides useful information to its investors and creditors in evaluating Entergy Mississippi's financial condition.

    76

    Uses and Sources of Capital

    See "MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS -Liquidity and Capital Resources"in the Form 10-K for a discussion of Entergy Mississippi's uses and sources of capital. Following are updates to the information presented in the Form 10-K.

    See the table in the Form 10-K under "MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYIS -Liquidity and Capital Resources - Uses of Capital" which sets forth the amounts of Entergy Mississippi's planned construction and other capital investments for 2006 through 2008. In January 2006, Entergy Mississippi purchased for $88 million the Attala power plant, a 480 MW natural gas-fired, combined-cycle generating facility owned by Central Mississippi Generating Company. Entergy Mississippi plans to invest approximately $20 million in

    88

     facility upgrades at the Attala plant plus $3 million in other costs, bringing the total capital cost of the project to approximately $111 million.In November 2005, the MPSC issued an order approving the acquisition of the Attala plant. In December 2005, the MPSC issued an order approving the investment cost recovery through the power management rider and limited the recovery through the rider to a period that begins with the closing date of the purchase and ends the earlier of the date costs are incorporated into base rates or December 31, 2006.Entergy Mississippi intends to make an appropriate filing with the MPSC in 2006 to extend recovery in rates beyond 2006 of Entergy Mississippi's Attala costs. The planned construction and other capital investments line includes the majority of the estimated cost of the Attala acquisition as a 2006 capital commitment.

    Entergy Mississippi's receivables from or (payables to) the money pool were as follows:

    June 30,
    2006

     

    December 31,
    2005

     

    June 30,
    2005

     

    December 31,
    2004

    (In Thousands)

     

     

     

     

     

     

     

    $30,499

     

    ($84,066)

     

    $53,488

     

    $21,584

    March 31,
    2007

     

    December 31,
    2006

     

    March 31,
    2006

     

    December 31,
    2005

    (In Thousands)

     

     

     

     

     

     

     

    $29,999

     

    $39,573

     

    ($65,732)

     

    ($84,066)

    See Note 4 to the domestic utility companies and System Energy financial statements in the Form 10-K for a description of the money pool.

    In May 2006,As discussed in the Form 10-K, Entergy Mississippi increased its $25has two separate credit facilities in the aggregate amount of $50 million credit facility to $30 million and renewed it through May 2007. Entergy Mississippi also entered into a new $20 million credit facility throughthat expire in May 2007. Borrowings on theseunder the credit facilities may be secured by a security interest in Entergy Mississippi's accounts receivable. Entergy Mississippi expects to renew both of its credit facilities prior to expiration. No borrowings were outstanding onunder either facility as of June 30, 2006.March 31, 2007.

    In January 2006,2007, Entergy Mississippi issuedredeemed, prior to maturity, $100 million of 5.92%4.35% Series of First Mortgage Bonds due February 2016. Entergy Mississippi used the proceeds to purchase the Attala power plant and to repay short-term indebtedness.April 2008.

    Significant Factors and Known Trends

    See "MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS -Significant Factors and Known Trends" in the Form 10-K for a discussion of state and local rate regulation, federal regulation, and proceedings and the Energy Policy Act of 2005, and market and credit risks.utility restructuring. The following are updatesis an update to the information provided in the Form 10-K.

    State and Local Rate Regulation

    In March 2006,2007, Entergy Mississippi made its annual scheduled formula rate plan filing for the 2006 test year with the MPSC.  The filing was amended by an April 2006 filing.  The amended filing showedshows that an increase of $3.1$12.9 million in annual electric revenues is warranted.  The MPSC has approved a settlement providing for a $1.8 million rate increase, which will be implemented in August 2006.Mississippi Public Utilities Staff is reviewing the filing.

    Federal Regulation

    See "

    System Agreement Proceedings

    See Entergy Corporation and Subsidiaries' "MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS -Significant Factors and Known Trends - Federal Regulation -System Agreement Litigation,APSC Complaint filed with the FERC", and"APSC System Agreement Investigation" for updates regarding proceedings involving the System Agreement.

    89

    Independent Coordinator of Transmission (ICT)

    See Entergy Corporation", and Subsidiaries' "MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS -Available Flowgate Capacity Proceeding" in the "Significant Factors and Known Trends - Federal Regulation -Independent Coordinator" section of Transmission"Entergy Corporation and Subsidiaries Management's Financial Discussion and Analysis for an update regarding Entergy's ICT proposal.updates to the discussion in the Form 10-K.

    Critical Accounting Estimates

    See "MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS -Critical Accounting Estimates" in the Form 10-K for a discussion of the estimates and judgments necessary in Entergy Mississippi's accounting for unbilled revenue and qualified pension and other retirement costs.postretirement benefits.

    Recently IssuedNew Accounting Pronouncements

    FASB Interpretation No. 48, "AccountingSee "New Accounting Pronouncements" section of Entergy Corporation and Subsidiaries Management's Financial Discussion and Analysis for Uncertainty in Income Taxes" (FIN 48) was issued in July 2006 and is effective for Entergy Mississippi in the first quartera discussion of 2007. The FASB's objective in issuing this interpretation is to increase comparability among companies in financial reporting of income taxes. FIN 48 establishes a "more-likely-than-not" recognition threshold that must be met before a tax benefit can be recognized in the financial statements. If a tax deduction is taken on a tax return, but does not meet the more-likely-than-not recognition threshold, an increase in income tax liability, above what is payable on the tax return, is required to be recorded. Entergy Mississippi does not expect that the adoption of FIN 48 will materially affect its financial position, results of operations, or cash flows.new accounting pronouncements.

    90

    77

    ENTERGY MISSISSIPPI, INC.ENTERGY MISSISSIPPI, INC.

    ENTERGY MISSISSIPPI, INC.

    INCOME STATEMENTSINCOME STATEMENTS

    INCOME STATEMENTS

    For the Three and Six Months Ended June 30, 2006 and 2005

    For the Three Months Ended March 31, 2007 and 2006

    For the Three Months Ended March 31, 2007 and 2006

    (Unaudited)(Unaudited)

    (Unaudited)

      
     Three Months Ended Six Months Ended

    2007

    2006

     2006 2005 2006 2005

    (In Thousands)

     (In Thousands) (In Thousands)
            
    OPERATING REVENUES        
    Domestic electric $387,849  $288,244  $761,083  $539,490 

    Electric

    $270,525 

    $373,234 

            
    OPERATING EXPENSES        
    Operation and Maintenance:        
    Fuel, fuel-related expenses, and        
    gas purchased for resale 184,001  29,924  363,158  73,291 

    70,974 

    179,157 

    Purchased power 115,334  144,226  239,760  260,284 

    95,835 

    124,426 

    Other operation and maintenance 50,047  47,750  91,012  88,731 

    45,115 

    40,965 

    Taxes other than income taxes 14,707  14,900  32,223  28,666 

    15,015 

    17,516 

    Depreciation and amortization 19,074  17,982  36,070  35,919 

    20,269 

    16,996 

    Other regulatory credits - net (36,266) (2,331) (56,908) (1,966)

    Other regulatory charges (credits) - net

    9,795 

    (20,642)

    TOTAL 346,897  252,451  705,315  484,925 

    257,003 

    358,418 

            
    OPERATING INCOME 40,952  35,793  55,768  54,565 

    13,522 

    14,816 

            
    OTHER INCOME        
    Allowance for equity funds used during construction 873  1,060  2,114  2,061 

    Allowance for equity funds used during construction

    1,676 

    1,241 

    Interest and dividend income 726  690  955  1,328 

    1,448 

    229 

    Miscellaneous - net (470) (322) (1,032) (691)

    2,252 

    (562)

    TOTAL 1,129  1,428  2,037  2,698 

    5,376 

    908 

            
    INTEREST AND OTHER CHARGES   
    Interest on long-term debt 11,492  9,839  22,607  19,673 

    10,382 

    11,115 

    Other interest - net 757  828  2,869  1,445 

    1,235 

    2,112 

    Allowance for borrowed funds used during construction (583) (681) (1,397) (1,344)

    Allowance for borrowed funds used during construction

    (1,119)

    (814)

    TOTAL 11,666  9,986  24,079  19,774 

    10,498 

    12,413 

            
    INCOME BEFORE INCOME TAXES 30,415  27,235  33,726  37,489 

    8,400 

    3,311 

            
    Income taxes 10,668  9,516  10,682  12,548 

    2,991 

    14 

            
    NET INCOME 19,747  17,719  23,044  24,941 

    5,409 

    3,297 

            
    Preferred dividend requirements and other 707  858  1,414  1,700 

    707 

    707 

            
    EARNINGS APPLICABLE TO        
    COMMON STOCK $19,040  $16,861  $21,630  $23,241 

    $4,702 

    $2,590 

            
    See Notes to Respective Financial Statements.        

    See Notes to Financial Statements.

    91

     

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    92

    78

     

    ENTERGY MISSISSIPPI, INC.ENTERGY MISSISSIPPI, INC.

    ENTERGY MISSISSIPPI, INC.

    STATEMENTS OF CASH FLOWSSTATEMENTS OF CASH FLOWS

    STATEMENTS OF CASH FLOWS

    For the Six Months Ended June 30, 2006 and 2005

    For the Three Months Ended March 31, 2007 and 2006

    For the Three Months Ended March 31, 2007 and 2006

    (Unaudited)(Unaudited)

    (Unaudited)

      
     2006 2005

    2007

    2006

     (In Thousands)

    (In Thousands)

     
    OPERATING ACTIVITIES    
    Net income $23,044  $24,941 

    $5,409 

    $3,297 

    Adjustments to reconcile net income to net cash flow provided by operating activities:    

    Adjustments to reconcile net income to net cash flow provided by operating activities:

    Other regulatory credits - net (56,908) (1,966)

    Other regulatory charges (credits) - net

    9,795 

    (20,642)

    Depreciation and amortization 36,070  35,919 

    20,269 

    16,996 

    Deferred income taxes and investment tax credits (32,541) (499)

    Deferred income taxes, investment tax credits, and non-current taxes accrued

    Deferred income taxes, investment tax credits, and non-current taxes accrued

    (2,936)

    62,760 

    Changes in working capital:    
    Receivables (6,727) 1,572 

    11,621 

    14,211 

    Fuel inventory (5,295) (776)

    (44)

    (3,103)

    Accounts payable (23,111) (8,553)

    (10,893)

    (53,206)

    Taxes accrued 76,333  (8,091)

    (23,943)

    (33,121)

    Interest accrued (377) 525 

    1,697 

    1,323 

    Deferred fuel costs 207,786  8,056 

    (19,802)

    123,076 

    Other working capital accounts 70,785  (9)

    (15,662)

    (38,085)

    Provision for estimated losses and reserves (31) 319 

    292 

    (23)

    Changes in other regulatory assets (36,761) (4,326)

    18,322 

    (14,621)

    Other (30,765) 1,287 

    (12,158)

    1,430 

    Net cash flow provided by operating activities 221,502  48,399 

    Net cash flow provided by (used in) operating activities

    (18,033)

    60,292 

        
    INVESTING ACTIVITIES    
    Construction expenditures (82,229) (69,477)

    (29,362)

    (48,653)

    Payment for purchase of plant (88,199) - - 

    (88,199)

    Allowance for equity funds used during construction 2,114  2,061 

    1,676 

    1,241 

    Changes in other temporary investments - net (1,501) - - 
    Change in money pool receivable - net (30,499) (31,904)

    9,574 

    Net cash flow used in investing activities (200,314) (99,320)

    Change in other temporary investments - net

    100,000 

    Proceeds from sale of assets

    2,616 

    Net cash flow provided by (used in) investing activities

    84,504 

    (135,611)

        
    FINANCING ACTIVITIES    
    Proceeds from the issuance of long-term debt 99,173  - - 

    99,240 

    Proceeds from the issuance of preferred stock -  29,340 

    Retirement of long-term debt

    (100,000)

    Change in money pool payable - net (84,066) - - 

    (18,334)

    Dividends paid:    
    Common stock (1,400) (11,400)

    (2,000)

    Preferred stock (1,414) (1,685)

    (707)

    (707)

    Net cash flow provided by financing activities 12,293  16,255 

    Net cash flow provided by (used in) financing activities

    (102,707)

    80,199 

        
    Net increase (decrease) in cash and cash equivalents 33,481  (34,666)

    (36,236)

    4,880 

        
    Cash and cash equivalents at beginning of period 4,523  80,396 

    73,417 

    4,523 

        
    Cash and cash equivalents at end of period $38,004  $45,730 

    $37,181 

    $9,403 

        
    SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:    

    SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:

    Cash paid/(received) during the period for:    

    Cash paid during the period for:

    Interest - net of amount capitalized $24,777  $19,549 

    $9,401 

    $11,390 

    Income taxes ($52,278) $4,446 
        

    See Notes to Financial Statements.

    93

    79

    ENTERGY MISSISSIPPI, INC.

    BALANCE SHEETS

    ASSETS

    March 31, 2007 and December 31, 2006

    (Unaudited)

    2007

    2006

    (In Thousands)

    CURRENT ASSETS

    Cash and cash equivalents:

      Cash

    $1,703 

    $2,128 

      Temporary cash investment - at cost,

       which approximates market

    35,478 

    71,289 

         Total cash and cash equivalents

    37,181 

    73,417 

    Accounts receivable:

      Customer

    53,439 

    61,216 

      Allowance for doubtful accounts

    (642)

    (616)

      Associated companies

    36,367 

    45,040 

      Other

    7,966 

    9,032 

      Accrued unbilled revenues

    28,897 

    32,550 

         Total accounts receivable

    126,027 

    147,222 

    Accumulated deferred income taxes

    432 

    Fuel inventory - at average cost

    7,689 

    7,645 

    Materials and supplies - at average cost

    29,886 

    28,607 

    Other special deposits

    100,000 

    Prepayments and other

    13,674 

    7,398 

    TOTAL

    214,889 

    364,289 

    OTHER PROPERTY AND INVESTMENTS

    Investment in affiliates - at equity

    5,531 

    5,531 

    Non-utility property - at cost (less accumulated depreciation)

    5,243 

    6,061 

    TOTAL

    10,774 

    11,592 

    UTILITY PLANT

    Electric

    2,736,499 

    2,692,971 

    Property under capital lease

    17 

    Construction work in progress

    65,331 

    79,950 

    TOTAL UTILITY PLANT

    2,801,834 

    2,772,938 

    Less - accumulated depreciation and amortization

    959,553 

    945,548 

    UTILITY PLANT - NET

    1,842,281 

    1,827,390 

    DEFERRED DEBITS AND OTHER ASSETS

    Regulatory assets:

      SFAS 109 regulatory asset - net

    28,579 

    26,378 

      Other regulatory assets

    160,980 

    186,986 

    Long-term receivables

    2,288 

    2,288 

    Other

    24,653 

    21,968 

    TOTAL

    216,500 

    237,620 

    TOTAL ASSETS

    $2,284,444 

    $2,440,891 

    See Notes to Financial Statements.

         
         
    80
         
         
         

    ENTERGY MISSISSIPPI, INC.

    BALANCE SHEETS

    LIABILITIES AND SHAREHOLDERS' EQUITY

    March 31, 2007 and December 31, 2006

    (Unaudited)

    2007

    2006

    (In Thousands)

    CURRENT LIABILITIES

    Accounts payable:

      Associated companies

    $58,171 

    $59,696 

      Other

    26,843 

    38,097 

    Customer deposits

    53,296 

    51,568 

    Taxes accrued

    21,744 

    45,687 

    Accumulated deferred income taxes

    3,963 

    Interest accrued

    14,760 

    13,063 

    Deferred fuel costs

    75,434 

    95,236 

    Obligations under capital leases

    Other

    7,787 

    17,622 

    TOTAL

    258,039 

    324,934 

     

    NON-CURRENT LIABILITIES

    Accumulated deferred income taxes and taxes accrued

    519,452 

    516,558 

    Accumulated deferred investment tax credits

    10,722 

    11,047 

    Other regulatory liabilities

    5,965 

    Asset retirement cost liabilities

    4,315 

    4,254 

    Accumulated provisions

    10,328 

    10,036 

    Pension and other postretirement liabilities

    64,368 

    64,604 

    Long-term debt

    695,218 

    795,187 

    Other

    45,317 

    46,253 

    TOTAL

    1,355,685 

    1,447,939 

    Commitments and Contingencies

    SHAREHOLDERS' EQUITY

    Preferred stock without sinking fund

    50,381 

    50,381 

    Common stock, no par value, authorized 15,000,000

     shares; issued and outstanding 8,666,357 shares in 2007 and 2006

    199,326 

    199,326 

    Capital stock expense and other

    (690)

    (690)

    Retained earnings

    421,703 

    419,001 

    TOTAL

    670,720 

    668,018 

    TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY

    $2,284,444 

    $2,440,891 

    See Notes to Financial Statements.

    81

     

     

    ENTERGY MISSISSIPPI, INC.
    BALANCE SHEETS
    ASSETS
    June 30, 2006 and December 31, 2005
    (Unaudited)
       
     2006 2005
     (In Thousands)
         
    CURRENT ASSETS    
    Cash and cash equivalents:    
      Cash $2,753  $4,523 
      Temporary cash investments - cost,    
       which approximates market 35,251  - - 
         Total cash and cash equivalents 38,004  $4,523 
    Accounts receivable:    
      Customer 100,371  102,202 
      Allowance for doubtful accounts (797) (1,826)
      Associated companies 39,851  5,415 
      Other 10,730  9,254 
      Accrued unbilled revenues 35,828  33,712 
         Total accounts receivable 185,983  148,757 
    Deferred fuel costs - -  113,956 
    Accumulated deferred income taxes 8,632  - - 
    Fuel inventory - at average cost 8,382  3,087 
    Materials and supplies - at average cost 25,387  21,521 
    Prepayments and other 8,862  62,759 
    TOTAL 275,250  354,603 
         
    OTHER PROPERTY AND INVESTMENTS    
    Investment in affiliates - at equity 5,531  5,531 
    Non-utility property - at cost (less accumulated depreciation) 6,130  6,199 
    TOTAL 11,661  11,730 
         
    UTILITY PLANT    
    Electric 2,657,008  2,473,035 
    Property under capital lease 26  50 
    Construction work in progress 66,756  119,354 
    TOTAL UTILITY PLANT 2,723,790  2,592,439 
    Less - accumulated depreciation and amortization 901,307  886,687 
    UTILITY PLANT - NET 1,822,483  1,705,752 
         
    DEFERRED DEBITS AND OTHER ASSETS    
    Regulatory assets:    
      SFAS 109 regulatory asset - net 18,234  17,073 
      Other regulatory assets 206,850  186,197 
    Long-term receivable 2,567  3,270 
    Other 32,776  32,418 
    TOTAL 260,427  238,958 
         
    TOTAL ASSETS $2,369,821  $2,311,043 
         
    See Notes to Respective Financial Statements.    
     
    94
     
    ENTERGY MISSISSIPPI, INC.
    BALANCE SHEETS
    LIABILITIES AND SHAREHOLDERS' EQUITY
    June 30, 2006 and December 31, 2005
    (Unaudited)
       
     2006 2005
     (In Thousands)
     
    CURRENT LIABILITIES    
    Accounts payable:    
      Associated companies $ 38,478  $ 158,579 
      Other 68,621  83,306 
    Customer deposits 47,848  44,025 
    Taxes accrued 30,161  33,121 
    Accumulated deferred income taxes - -  13,233 
    Interest accrued 13,274  13,651 
    Deferred fuel costs 93,830  - - 
    Obligations under capital leases 28  40 
    Other 19,669  2,739 
    TOTAL 311,909  348,694 
         
    NON-CURRENT LIABILITIES    
    Accumulated deferred income taxes and taxes accrued 509,276  491,857 
    Accumulated deferred investment tax credits 11,702  12,358 
    Obligations under capital leases - -  11 
    Other regulatory liabilities - -  34,368 
    Retirement cost liabilities 4,133  4,016 
    Accumulated provisions 9,405  9,436 
    Long-term debt 795,150  695,146 
    Other 84,455  91,588 
    TOTAL 1,414,121  1,338,780 
         
    Commitments and Contingencies    
         
    SHAREHOLDERS' EQUITY    
    Preferred stock without sinking fund 50,381  50,381 
    Common stock, no par value, authorized 15,000,000    
     shares; issued and outstanding 8,666,357 shares in 2006 and 2005 199,326  199,326 
    Capital stock expense and other (690) (682)
    Retained earnings 394,774  374,544 
    TOTAL 643,791  623,569 
         
    TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY $2,369,821  $2,311,043 
         
    See Notes to Respective Financial Statements.    
         

    ENTERGY MISSISSIPPI, INC.

    SELECTED OPERATING RESULTS

    For the Three Months Ended March 31, 2007 and 2006

    (Unaudited)

    Increase/

    Description

    2007

    2006

    (Decrease)

    %

    (Dollars In Millions)

    Electric Operating Revenues:

      Residential

    $ 101

    $ 146

    ($45)

    (31)

      Commercial

    90

    130

    (40)

    (31)

      Industrial

    41

    68

    (27)

    (40)

      Governmental

    9

    13

    (4)

    (31)

         Total retail

    241

    357

    (116)

    (32)

      Sales for resale

        Associated companies

    16

    8

    100 

        Non-associated companies

    6

    8

    (2)

    (25)

      Other

    7

    -

         Total

    $ 270

    $ 373

    ($103)

    (28)

    Billed Electric Energy

     Sales (GWh):

      Residential

    1,251

    1,185

    66 

      Commercial

    1,070

    1,040

    30 

      Industrial

    653

    701

    (48)

    (7)

      Governmental

    95

    93

         Total retail

    3,069

    3,019

    50 

    Sales for resale

      Associated companies

    146

    71

    75 

    106 

      Non-associated companies

    84

    68

    16 

    24 

         Total

    3,299

    3,158

    141 

    95

    82

    ENTERGY MISSISSIPPI, INC.
    SELECTED OPERATING RESULTS
    For the Three and Six Months Ended June 30, 2006 and 2005
    (Unaudited)
     
             
      Three Months Ended Increase/  
    Description 2006 2005 (Decrease) %
      (Dollars In Millions)  
    Electric Operating Revenues:        
      Residential $ 137 $ 99 $ 38  38 
      Commercial 128 91 37  41 
      Industrial 64 46 18  39 
      Governmental 12 9  33 
         Total retail 341 245 96  39 
      Sales for resale        
        Associated companies 15 12  25 
        Non-associated companies 11 8  38 
      Other 21 23 (2) (9)
         Total $ 388 $ 288 $ 100  35 
              
    Billed Electric Energy        
     Sales (GWh):        
      Residential 1,144 1,060 84  
      Commercial 1,128 1,057 71  
      Industrial 720 708 12  
      Governmental 100 94  
         Total retail 3,092 2,919 173  
      Sales for resale        
        Associated companies 183 104 79  76 
        Non-associated companies 114 109  
         Total 3,389 3,132 257  
             
             
      Six Months Ended Increase/  
    Description 2006 2005 (Decrease) %
      (Dollars In Millions)  
    Electric Operating Revenues:        
      Residential $ 282 $ 195 $ 87  45 
      Commercial 258 176 82  47 
      Industrial 132 90 42  47 
      Governmental 25 18  39 
         Total retail 697 479 218  46 
      Sales for resale        
        Associated companies 23 18  28 
        Non-associated companies 19 17  12 
      Other 22 25 (3) (12)
         Total $ 761 $ 539 $ 222  41 
             
    Billed Electric Energy        
     Sales (GWh):        
      Residential 2,329 2,256 73  
      Commercial 2,168 2,078 90  
      Industrial 1,421 1,400 21  
      Governmental 193 186  
         Total retail 6,111 5,920 191  
      Sales for resale        
        Associated companies 254 121 133  110 
        Non-associated companies 182 177  
         Total 6,547 6,218 329  
             

    96

    ENTERGY NEW ORLEANS, INC. (Debtor-in-possession)

    MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS

     

    Hurricane Katrina

    See the Form 10-K for a discussion of the effects of Hurricane Katrina, which in August 2005 caused catastrophic damage to Entergy New Orleans' service territory, including the effect of extensive flooding that resulted from levee breaks in and around the New Orleans area. Following is an updatearea, and Entergy New Orleans' efforts to the discussion in the Form 10-K.seek recovery of storm restoration costs.

    As discussed inIn March 2007, the Form 10-K, a federal hurricane aid package became lawCity Council certified that includes funding for Community Development Block Grants (CDBG) that allows state and local leaders to fund individual recovery priorities. The law permits funding for infrastructure restoration. It is uncertain how much funding, if any, will be designated for utility reconstruction and the timing of such decisions is also uncertain. The U.S. Department of Housing and Urban Development has allocated approximately $10.4 billion for Louisiana, $5.1 billion for Mississippi, and $74 million for Texas, with an additional $1 billion approved by Congress but not yet allocated to the states. The states, in turn, will administer the grants. Entergy New Orleans is currently preparing an application to seekhas incurred $205 million in storm-related costs through December 2006 that are eligible for CDBG funding.funding under the state action plan, and certified Entergy New Orleans' estimated costs of $465 million for the gas system rebuild. In March 2006,April 2007, Entergy New Orleans provided a justification statement to state and local officials. The statement,executed an agreement with the Louisiana Office of Community Development under which $200 million of CDBG funds will be reviewed by the Louisiana Recovery Authority, includes all the est imated costs of Hurricane Katrina damage, as well as a lost customer base component intendedmade available to help offset the need for storm-related rate increases. The statement includes justification for a request for $718 million in CDBG funding.

    In the first quarter 2006,Entergy New Orleans. Entergy New Orleans reduced its accrued accounts payable for storm restoration costs by $97.4 million, with corresponding reductions of $88.7 million in construction work in progress and $8.7 million in regulatory assets, basedsubmitted the agreement to the bankruptcy court, which approved it on a reassessment of the nature and timing of expected restoration and rebuilding costs and the obligations associated with restoring service. AlthoughApril 25, 2007. Entergy New Orleans reduced its accrual for restoration spending by these amounts, it continuesreceived $171.7 million of the funds on April 27, 2007, and the remainder will be paid to expect to incur the related costs over time and Entergy New Orleans stillas it incurs and submits additional eligible costs.

    Entergy has reached an agreement with one of its excess insurers under which Entergy will receive $69.5 million in settlement of its Hurricane Katrina claim. Entergy expects its storm restoration and business continuity coststhat $53.7 million of this amount will be allocated to total approximately $275 million. As discussed further in the Form 10-K,Entergy New Orleans. Entergy New Orleans stillsubmitted the agreement to the bankruptcy court, which approved the agreement on April 25, 2007. Entergy expects to receive the costproceeds under the settlement agreement by the end of the longer-term accelerated replacement of the gas distribution system in New Orleans to be $355 million.May 2007.

    See "State and Local Rate Regulation"below for a discussion of rate filings made by Entergy New Orleans directed towards recovery of its storm losses and restoration costs.

    Bankruptcy Proceedings

    See Note 14 to the domestic utility companies and System Energy financial statements in the Form 10-K for a discussion of the Entergy New Orleans bankruptcy proceeding. On May 7, 2007, the bankruptcy judge entered an order confirming Entergy New Orleans' plan of reorganization. With the receipt of CDBG funds, and the agreement on insurance recovery with one of its excess insurers, Entergy New Orleans waived the conditions precedent in its plan of reorganization, and the plan became effective on May 8, 2007. Following are updatessignificant terms in Entergy New Orleans' plan of reorganization:

    83

    Entergy New Orleans currently estimates that the prepetition claims that will be allowed and paid (either in cash or by notes) in the bankruptcy case will approximate the prepetition liabilities currently recorded by Entergy New Orleans, including interest.

    With confirmation of the plan of reorganization, Entergy expects to August 21, 2006.reconsolidate Entergy New Orleans has filed another motionin the second quarter 2007, retroactive to extendJanuary 1, 2007. Because Entergy owns all of the exclusivity period for filing its plancommon stock of reorganization, requestingEntergy New Orleans, reconsolidation will not affect the amount of net income that the deadline be extended an additional 120 days until December 19, 2006. The court entered an order extending the August 21, 2006 date forEntergy records from Entergy New Orleans' exclusive right to file a plan of reorganization until the court can hear and rule on Entergy New Orleans' motion to extend, which was setoperations for hearing on September 18, 2006. In order to file a plan of reorganization no later than December 2006, Entergy New Orleans believes that it needs resolution of its June 2006 formula rate plan and storm rider filings and commitment on timing and amount of CDBG funds. If the motion to extend is granted, Entergy New Orleansany current or prior period, but will have the exclusive right to file its plan of reorganization until December 19, 2006, a nd will have until February 15, 2007 to obtain acceptances of its plan by each class of impaired creditors.

    97

    The bankruptcy judge set a date of April 19, 2006 by which creditors with prepetition claims against Entergy New Orleans must, with certain exceptions, file their proofs of claim in the bankruptcy case. Approximately 500 claims have been filed thus farresult in Entergy New Orleans' bankruptcy proceeding. Entergy New Orleans is currently analyzingresults being included in each individual income statement line item in 2007, rather than just its net income being presented as "Equity in earnings (loss) of unconsolidated equity affiliates," as will remain the accuracycase for 2005 and validity of the claims filed, and has begun seeking withdrawal or modification of claims or objecting to claims with which it disagrees.

    Municipalization is one potential outcome of Entergy New Orleans' recovery effort. In June 2006 Louisiana passed a law that establishes a governance structure for a public power authority, if municipalization of Entergy New Orleans' utility business is pursued.2006.

    Results of Operations

    Net Income

    Second Quarter 2006 Compared to Second Quarter 2005

    Net income increased $2.4decreased $2.5 million in the first quarter 2007 compared to the first quarter 2006 primarily due to lowerhigher other operation and maintenance expense,expenses and higher interest charges, and taxes other than income taxes, partially offset by lower net revenue.

    Six Months Ended June 30, 2006 Compared to Six Months Ended June 30, 2005

    Net income increased $2.3 million primarily due to lower operation and maintenance expense, interest charges, and taxes other than income taxes, and higher other income, partially offset by lower net revenue.

    Net Revenue

    Second Quarter 2006 Compared to Second Quarter 2005

    Net revenue which is Entergy New Orleans' measure of gross margin, consists of operating revenues net of: 1) fuel, fuel-related expenses, and gas purchased for resale, 2) purchased power expenses, and 3) other regulatory charges. Following is an analysis of the changes in net revenue comparing the secondfirst quarter of 20062007 to the secondfirst quarter of 2005.2006.

      

    Amount

      

    (In Millions)

       

    20052006 net revenue

     

    $67.840.3 

    Fuel recovery

    21.1 

    Volume/weather

     

    (30.5)11.3 

    Net wholesale revenue

     

    16.0 (25.3)

    Other

     

    (2.0)2.6 

    20062007 net revenue

     

    $51.350.0 

    The fuel recovery variance is due to the inclusion of Grand Gulf costs in fuel recoveries effective July 1, 2006. In June 2006, the City Council approved the recovery of Grand Gulf costs through the fuel adjustment clause, without a corresponding change in base rates (a significant portion of Grand Gulf costs was previously recovered through base rates).

    The volume/weather variance is due to a decreasean increase in electricity usage in the service territory causedin 2007 compared to the same period in 2006. The first quarter of 2006 was affected by customer losses following Hurricane Katrina. Billed retail electricity usage decreasedincreased a total of 494224 GWh compared to the secondfirst quarter of 2005, a decline2006, an increase of 35%32%.

    The net wholesale revenue variance is due to an increase inhigher energy available for resale sales for resalein 2006 due to the decrease in retail usage caused by customer losses following Hurricane Katrina. The increasedIn addition, 2006 revenue includes the sales into the wholesale market of Entergy New Orleans' share of the output of Grand Gulf, pursuant to City Council approval of measures proposed by Entergy New Orleans to address the reduction in

    84

    Entergy New Orleans' retail customer demand caused by Hurricane Katrina and provide revenue support for the costs of Entergy New Orleans' share

    98

    of Grand Gulf. Beginning July 1, 2006, the City Council approved the return of Grand Gulf output to the service of Entergy New Orleans' load. The City Council also approved the recovery of all Grand Gulf costs through Entergy New Orleans' fuel adjustment clause (a portion of Grand Gulf costs was previously recovered through base rates). The City Council may consider alternative rate treatment for non-fuel Grand Gulf costs in connection with Entergy New Orleans' June 2006 electric formula rate plan filing.

    Six Months Ended June 30, 2006 Compared to Six Months Ended June 30, 2005

    Net revenue, which is Entergy New Orleans' measure of gross margin, consists of operating revenues net of: 1) fuel, fuel-related expenses, and gas purchased for resale, 2) purchased power expenses, and 3) other regulatory charges. Following is an analysis of the changes in net revenue comparing the six months ended June 30, 2006 to the six months ended June 30, 2005.

    Amount

    (In Millions)

    2005 net revenue

    $120.0 

    Volume/weather

    (53.2)

    Net gas revenue

    (7.5)

    Price applied to unbilled electric sales

    (3.3)

    Net wholesale revenue

    41.2 

    Other

    (5.6)

    2006 net revenue

    $91.6 

    The volume/weather variance is due to a decrease in electricity usage in the service territory caused by customer losses following Hurricane Katrina. Billed retail electricity usage decreased a total of 1,075 GWh compared to the six months ended June 30, 2005, a decline of 40%.

    The net gas revenue variance is due to a decrease in gas usage in the service territory caused by customer losses following Hurricane Katrina, partially offset by a revised estimate of deferred fuel costs.

    The price applied to unbilled electric sales variance is due to a decrease in the fuel cost component of the price applied to unbilled sales. The decrease in the fuel cost component is due to a decrease in the average cost of generation due to a change in the generation mix from natural gas to solid fuel resources. See "MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS -Critical Accounting Estimates" in the Form 10-K and Note 1 to the domestic utility companies and System Energy financial statements in the Form 10-K for further discussion of the accounting for unbilled revenues.

    The net wholesale revenue variance is due to an increase in energy available for sales for resale due to the decrease in retail usage caused by customer losses following Hurricane Katrina. The increased revenue includes the sales into the wholesale market of Entergy New Orleans' share of the output of Grand Gulf, pursuant to City Council approval of measures proposed by Entergy New Orleans to address the reduction in Entergy New Orleans' retail customer demand caused by Hurricane Katrina and provide revenue support for the costs of Entergy New Orleans' share of Grand Gulf. Beginning July 1, 2006, the City Council approved the return of Grand Gulf output to the service of Entergy New Orleans' load. The City Council also approved the recovery of all Grand Gulf costs through Entergy New Orleans' fuel adjustment clause (a portion of Grand Gulf costs was previously recovered through base rates). The City Council may consider alternative rate treatment for non-fuel Grand Gulf costs in co nnection with Entergy New Orleans' June 2006 electric formula rate plan filing.

    99

    Other Income Statement Variances

    Second Quarter 2006 Compared to Second Quarter 2005

    Other operation and maintenance expenses decreasedincreased primarily due to shiftsstorm restoration work capitalized in costs from2006 as a result of Hurricane Katrina compared to normal operations and maintenance work to storm restoration work as a result of Hurricane Katrina.in 2007.

    Taxes other thanOther income taxes decreased primarilyincreased due to lower franchise taxes in 2006 duecarrying costs of $2 million related to lower revenues.the Hurricane Katrina storm costs regulatory asset.

    Interest and other charges decreasedincreased primarily due to the cessation of interest accruals on the first mortgage bondsbonds. On September 23, 2006, when the one-year interest moratorium agreed to by the bondholders expired, Entergy New Orleans resumed interest accruals on its outstanding first mortgage bonds. In addition, Entergy New Orleans began accruing interest on affiliate accounts payable as a result of its plan of reorganization filed with the bankruptcy filing, partially offset by interest accrued on the DIP credit facility.

    Six Months Ended June 30, 2006 Compared to Six Months Ended June 30, 2005

    Other operation and maintenance expenses decreased primarily due to shiftscourt in costs from normal operations and maintenance work to storm restoration work as a resultFebruary 2007. The plan of Hurricane Katrina.

    Taxes other than income taxes decreased primarily due to lower franchise taxesreorganization is discussed in 2006 due to lower revenues.

    Interest and other charges decreased primarily dueNote 18 to the cessation of interest accruals onfinancial statements in the first mortgage bonds as a result ofForm 10-K and updated in Note 9 to the bankruptcy filing, partially offset by interest accrued on the DIP credit facility.financial statements herein.

    Income Taxes

    The effective income tax ratesrate was 32.4% for the second quartersfirst quarter of 20062007 and 2005 were 38.6% and 41.9%, respectively.37.5% for the first quarter of 2006. The effective income tax ratesrate for the six months ended June 30, 2006 and 2005 were 38.3% and 40.4%, respectively. The differences in the effective income tax rates for the periods presented versusfirst quarter of 2007 was lower than the federal statutory rate of 35.0% are35% primarily due to statebook and tax differences related to the allowance of equity funds used during construction and the amortization of deferred income taxes and investment tax credits, partially offset by book and tax differences related to utility plant items.items and state income taxes.

    Preferred Dividends

    No preferred dividends were declared during the first quarter of 2006. Due to its bankruptcy, Entergy New Orleans did not pay the preferred stock dividends due October 1, 2005; January 1, 2006; or April 1, 2006. 

    As discussed further inBecause its plan of reorganization proposes to pay the Form 10-K, ifaccumulated, unpaid dividends with respect to the 4.75%on all three series of its preferred stock, are not paid for four quarters, the holders of these shares would have the right to elect a majority of the Entergy New Orleans board of directors.  Entergy New Orleans filed a motionbegan accruing for those dividends in the bankruptcy court seeking authority to recommence paying dividendsfourth quarter 2006. The plan of reorganization is discussed in Note 9 to the holders of the 4.75% preferred shares. After a hearing on the motion on May 3, 2006, the court granted Entergy New Orleans the authority to pay dividends to the holders of the 4.75% preferred shares, beginning with the dividend due on July 1, 2006, and thereafter, unless objections are filed by creditors forty-five days in advance of a dividend payment date. If any objections are filed, the matter would be heard by the bankruptcy court. Entergy New Orleans declared and paid the dividend due on July 1, 2006, and intends to declare and pay the dividends on the 4.75% preferred shares each quarter pending resolution of its pl an of reorganization.financial statements.

    Liquidity and Capital Resources

    Debtor-in-Possession Credit Facility

    See the Form 10-K for a discussion of the Entergy New Orleans debtor-in-possession (DIP) credit facility. Following is an update to that discussion.

    100

    As discussed in the Form 10-K, the bankruptcy court issued its order in December 2005 giving final approval for the $200 million DIP credit facility and the indenture trustee for Entergy New Orleans' first mortgage bonds appealed the order. On March 29, 2006 the bankruptcy court approved a settlement amongbetween Entergy New Orleans as borrower and Entergy Corporation and the indenture trustee, and the indenture trustee dismissed its appeal.as lender. As of June 30, 2006,March 31, 2007, Entergy New Orleans had approximately $40$42 million of outstanding borrowings under the DIP credit facility. Management currently expectsagreement. During April 2007, at the bankruptcy court-authorized funding level to be sufficient to fundsame time as it made a scheduled pension plan contribution, Entergy New Orleans' expected levelOrleans borrowed under the DIP credit agreement, and on May 8, 2007 had $67 million of operations.

    As discussed in the Form 10-K,outstanding borrowings under the DIP credit facility are due in full, and the agreement will terminate, at the earliest of several times or events, including August 23, 2006. Entergy and Entergy New Orleans have agreed to an amendment to the DIP credit agreement that extends the August 23, 2006 maturity date to August 23, 2007, and this amendment is subject to bankruptcy court approval. Entergy New Orleans has filed a motion with the bankruptcy court to authorize Entergy New Orleans to enter into the amendment, which is set for hearing August 16, 2006.agreement.

    85

    Cash Flow

    Cash flows for the six months ended June 30,first quarters of 2007 and 2006 and 2005 were as follows:

     

    2006

     

    2005

     

    2007

     

    2006

     

    (In Thousands)

     

    (In Thousands)

     

     

     

     

     

     

     

     

    Cash and cash equivalents at beginning of period

    Cash and cash equivalents at beginning of period

     

    $48,056 

     

    $7,954 

    Cash and cash equivalents at beginning of period

     

    $17,093 

     

    $48,056 

     

     

     

     

     

     

     

     

    Cash flow provided by (used in):

    Cash flow provided by (used in):

     

     

     

     

    Cash flow provided by (used in):

     

     

     

     

    Operating activities

     

    78,453 

     

    1,864 

    Operating activities

     

    17,191 

     

    30,729 

    Investing activities

     

    (47,845)

     

    (29,464)

    Investing activities

     

    (3,795)

     

    (43,240)

    Financing activities

     

    (50,343)

     

    27,704 

    Financing activities

     

    (10,000)

     

    (10,000)

    Net increase (decrease) in cash and cash equivalents

    Net increase (decrease) in cash and cash equivalents

     

    (19,735)

     

    104 

    Net increase (decrease) in cash and cash equivalents

     

    3,396 

     

    (22,511)

     

     

     

     

     

     

     

     

    Cash and cash equivalents at end of period

    Cash and cash equivalents at end of period

     

    $28,321 

     

    $8,058 

    Cash and cash equivalents at end of period

     

    $20,489 

     

    $25,545 

    Operating Activities

    Net cash provided by operating activities increased $76.6decreased $13.5 million for the six months ended June 30, 2006first quarter of 2007 compared to the six months ended June 30, 2005 primarily due to receipt of the income tax refund discussed below along with a decrease in interest paid.

    In the first quarter of 2006 primarily due to an increase in interest paid of $6.9 million. Entergy Corporation received an income tax refund as a resultNew Orleans' operating cash flow for the first quarter of net2007 is also affected by increased operating loss carryback provisions containedactivity in the Gulf Opportunity Zone Act of 2005, as discussed in Note 32007 compared to the domestic utilities companies and System Energy financial statements in the Form 10-K. In accordance with Entergy's intercompany tax allocation agreement, in Aprilfirst quarter of 2006 Entergy Corporation distributed $71 million of the refund to Entergy New Orleans. As discussed above, Entergy New Orleans used the income tax refund to repay a portion of the borrowings outstanding under the DIP credit facility.following Hurricane Katrina.

    Investing Activities

    Net cash used in investing activities increased $18.4decreased $39.4 million for the six months ended June 30, 2006first quarter of 2007 compared to the six months ended June 30, 2005first quarter of 2006 primarily due to capital expenditure activity in 2006 related to Hurricane KatrinaKatrina. Entergy New Orleans also received proceeds of $10 million related to the sale in addition to money pool activity in 2005.

    101

    Financing Activities

    Financing activities used $50.3 millionthe first quarter of cash for the six months ended June 30, 2006 because2007 of the net repayment in 2006a power plant that had been out of $50.3 million of borrowings under the DIP credit facility.service since 1984.

    Capital Structure

    Entergy New Orleans' capitalization is shown in the following table.

     

     

    June 30,
    2006

     

    December 31,
    2005

     

     

     

     

     

     

     

    Debt to capital

     

    60.5%

     

    66.4%

     

     

     

    March 31,
    2007

     

    December 31,
    2006

     

     

     

     

     

     

     

    Net debt to net capital

     

    58.7%

     

    60.4%

     

    Effect of subtracting cash from debt

    1.9%

    1.5%

    Debt to capital

     

    60.6%

     

    61.9%

     

    Net debt consists of debt less cash and cash equivalents. Debt consists of notes payable and long-term debt, including the currently maturing portion. Capital consists of debt and shareholders' equity. Net capital consists of capital less cash and cash equivalents. Entergy New Orleans uses the net debt to net capital ratio in analyzing its financial condition and believes it provides useful information to its investors and creditors in evaluating Entergy New Orleans' financial condition.

    86

    Uses and Sources of Capital

    See "MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS -Liquidity and Capital Resources"in the Form 10-K for a discussion of Entergy New Orleans' uses and sources of capital. The following are updates to the Form 10-K.

    Entergy New Orleans' receivables from or (payables to)payables to the money pool were as follows:

    June 30,
    2006

     

    December 31,
    2005

     

    June 30,
    2005

     

    December 31,
    2004

    (In Thousands)

     

     

     

     

     

     

     

    ($35,558)

     

    ($35,558)

     

    $7,758

     

    $1,413

    March 31,
    2007

     

    December 31,
    2006

     

    March 31,
    2006

     

    December 31,
    2005

    (In Thousands)

     

     

     

     

     

     

     

    ($37,166)

     

    ($37,166)

     

    ($37,166)

     

    ($37,166)

    See Note 4 to the domestic utility companies and System Energy financial statements in the Form 10-K for a description of the money pool. Entergy New Orleans remains a participant in the money pool, but Entergy New Orleans has not made, and does not expect to make, any additional borrowings from the money pool while it is in bankruptcy proceedings. The money pool borrowings reflected onSeeBankruptcy Proceedings above for a discussion of the treatment in Entergy New Orleans' balance sheet asplan of June 30, 2006 are classified as a pre-petition obligation subject to compromise.

    In addition, Entergy New Orleans had a 364-day credit facility in the amount of $15 million which expired in May 2006. As of June 30, 2006, the full amountreorganization of the credit facility remains outstanding under bankruptcy protection. In July 2006,payable to the bankruptcy judge authorized Entergy New Orleans to set off $15 million of its cash currently held by the lender against the outstanding debt on the credit facility.money pool.

    Significant Factors and Known Trends

    See "MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS -Significant Factors and Known Trends" in the Form 10-K for a discussion of state and local rate regulation, federal regulation, and proceedings, the Energy Policy Act of 2005, market and credit risks, environmental risks, and litigation risks. Following are updates to the discussion in the Form 10-K.

    State and Local Rate

    Federal Regulation

    In June 2006, Entergy New Orleans made its annual formula rate plan filings with the City Council.  The filings show various alternatives to reflect the effect of Entergy New Orleans' lost customers and decreased revenue. Entergy New Orleans' recommended alternative adjusts for lost customers and assumes that the City Council's June 2006 decision to allow recovery of all Grand Gulf costs through the fuel adjustment clause stays in place (a portion of Grand Gulf costs was previously recovered through base rates). Under that alternative, annual increases of $6.4

    102

    million in electric base rate revenues (an increase of 4.4%) and $22.8 million in gas base rate revenues (an increase of 160.9%) are warranted. The filings triggered the prescribed four-month period for review by the City Council's Advisors and other parties, and rate adjustments, if any, could be implemented as soon as the first billing cycle of November 2006.

    At the same time as it made its formula rate plan filings, Entergy New Orleans also filed with the City Council a request to implement two storm-related riders. With the first rider, Entergy New Orleans seeks to recover over a ten-year period the $114 million in electric restoration costs and the $25 million in gas restoration costs that it has actually spent through March 31, 2006. Entergy New Orleans also proposed semiannual filings to update the rider for additional restoration spending and also to consider the receipt of CDBG funds or insurance proceeds that it may receive. With the second rider, Entergy New Orleans seeks to establish over a ten-year period a $150 million storm reserve to provide for the risk of another storm. Entergy New Orleans requested that the City Council consider the proposed riders within the same time frame as the formula rate plans, which would allow implementation as soon as the first billing cycle of November 2006.

    Federal Regulation

    See "

    System Agreement Proceedings

    See Entergy Corporation and Subsidiaries' "MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS -Significant Factors and Known Trends - Federal Regulation -System Agreement Litigation,APSC Complaint filed with the FERC", and"APSC System Agreement Investigation" for updates regarding proceedings involving the System Agreement.

    Independent Coordinator of Transmission (ICT)

    See Entergy Corporation", and Subsidiaries' "MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS -Available Flowgate Capacity Proceeding" in the "Significant Factors and Known Trends - Federal Regulation -Independent Coordinator" section of Transmission"Entergy Corporation and Subsidiaries Management's Financial Discussion and Analysis for an update regarding Entergy's ICT proposal.updates to the discussion in the Form 10-K.

    Critical Accounting Estimates

    See "MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS -Critical Accounting Estimates" in the Form 10-K for a discussion of the estimates and judgments necessary in Entergy New Orleans' accounting for unbilled revenue and qualified pension and other retirement costs.postretirement benefits.

    Recently IssuedNew Accounting Pronouncements

    FASB Interpretation No. 48, "AccountingSee "New Accounting Pronouncements" section of Entergy Corporation and Subsidiaries Management's Financial Discussion and Analysis for Uncertainty in Income Taxes" (FIN 48) was issued in July 2006 and is effective for Entergy New Orleans in the first quartera discussion of 2007. The FASB's objective in issuing this interpretation is to increase comparability among companies in financial reporting of income taxes. FIN 48 establishes a "more-likely-than-not" recognition threshold that must be met before a tax benefit can be recognized in the financial statements. If a tax deduction is taken on a tax return, but does not meet the more-likely-than-not recognition threshold, an increase in income tax liability, above what is payable on the tax return, is required to be recorded. Entergy New Orleans does not expect that the adoption of FIN 48 will materially affect its financial position, results of operations, or cash flows.new accounting pronouncements.

    10387

    ENTERGY NEW ORLEANS, INC.
    (DEBTOR-IN-POSSESSION)
    INCOME STATEMENTS
    For the Three Months Ended March 31, 2007 and 2006
    (Unaudited)
      
      2007 2006
      (In Thousands)
         
    OPERATING REVENUES    
    Electric $121,619  $99,249 
    Natural gas 47,023  37,012 
    TOTAL 168,642  136,261 
         
    OPERATING EXPENSES    
    Operation and Maintenance:    
      Fuel, fuel-related expenses, and    
       gas purchased for resale 77,431  34,668 
      Purchased power 40,159  60,237 
      Other operation and maintenance 22,205  13,810 
    Taxes other than income taxes 9,774  8,600 
    Depreciation and amortization 8,123  7,464 
    Reorganization items 2,343  1,678 
    Other regulatory charges - net 1,033  1,043 
    TOTAL 161,068  127,500 
         
    OPERATING INCOME 7,574  8,761 
         
    OTHER INCOME    
    Allowance for equity funds used during construction 1,191  1,079 
    Interest and dividend income 2,733  803 
    Miscellaneous - net (179) (152)
    TOTAL 3,745  1,730 
         
    INTEREST AND OTHER CHARGES   
    Interest on long-term debt 3,245  184 
    Other interest - net 4,309  2,141 
    Allowance for borrowed funds used during construction (898) (863)
    TOTAL 6,656  1,462 
         
    INCOME BEFORE INCOME TAXES 4,663  9,029 
          
    Income taxes 1,513  3,386 
         
    NET INCOME 3,150  5,643 
         
    Preferred dividend requirements and other 241  - - 
         
    EARNINGS APPLICABLE TO    
    COMMON STOCK $2,909  $5,643 
         
    See Notes to Financial Statements.    
         

    88

     

     

    ENTERGY NEW ORLEANS, INC.
    (DEBTOR-IN-POSSESSION)
    INCOME STATEMENTS
    For the Three and Six Months Ended June 30, 2006 and 2005
    (Unaudited)
             
     Three Months Ended Six Months Ended
      2006 2005 2006 2005
      (In Thousands) (In Thousands)
             
    OPERATING REVENUES        
    Domestic electric $117,827  $158,799  $217,076  $289,971 
    Natural gas 18,128  31,128  55,140  91,223 
    TOTAL 135,955  189,927  272,216  381,194 
             
    OPERATING EXPENSES        
    Operation and Maintenance:        
      Fuel, fuel-related expenses, and        
       gas purchased for resale 16,433  54,843  51,101  135,939 
      Purchased power 67,211  66,001  127,448  122,783 
      Other operation and maintenance 16,279  30,143  30,089  50,990 
    Taxes other than income taxes 8,089  10,693  16,689  21,373 
    Depreciation and amortization 8,508  9,059  15,972  17,145 
    Reorganization items 2,115  - -  3,793  - - 
    Other regulatory charges - net 1,037  1,254  2,080  2,509 
    TOTAL 119,672  171,993  247,172  350,739 
             
    OPERATING INCOME 16,283  17,934  25,044  30,455 
             
    OTHER INCOME        
    Allowance for equity funds used during construction 909  246  1,988  528 
    Interest and dividend income 786  308  1,589  526 
    Miscellaneous - net 20  (254) (132) (377)
    TOTAL 1,715  300  3,445  677 
             
    INTEREST AND OTHER CHARGES     
    Interest on long-term debt 185  3,518  369  7,004 
    Other interest - net 997  484  3,138  868 
    Allowance for borrowed funds used during construction (743) (185) (1,606) (417)
    TOTAL  439  3,817  1,901  7,455 
             
    INCOME BEFORE INCOME TAXES 17,559  14,417  26,588  23,677 
              
    Income taxes 6,785  6,043  10,171  9,567 
             
    NET INCOME 10,774  8,374  16,417  14,110 
             
    Preferred dividend requirements and other 92  241  92  482 
             
    EARNINGS APPLICABLE TO         
    COMMON STOCK $10,682  $8,133  $16,325  $13,628 
             
    See Notes to Respective Financial Statements.        
             
    ENTERGY NEW ORLEANS, INC.
    (DEBTOR-IN-POSSESSION)
    STATEMENTS OF CASH FLOWS
    For the Three Months Ended March 31, 2007 and 2006
    (Unaudited)
       
      2007 2006
      (In Thousands)
    OPERATING ACTIVITIES    
    Net income $3,150  $5,643 
    Adjustments to reconcile net income to net cash flow provided by operating activities:    
      Other regulatory charges - net 1,033  1,043 
      Depreciation and amortization 8,123  7,464 
      Deferred income taxes, investment tax credits, and non-current taxes accrued 15,615  70,879 
      Changes in working capital:    
        Receivables (6,626) 14,565 
        Fuel inventory 4,843  6,820 
        Accounts payable 15,069  (6,995)
        Taxes accrued 7,123   - 
        Interest accrued (1,377) 282 
        Deferred fuel costs 2,207  4,581 
        Other working capital accounts (5,790) (66,694)
      Provision for estimated losses and reserves 421   - 
      Changes in other regulatory assets (1,175) 7,308 
      Other (25,425) (14,167)
    Net cash flow provided by operating activities 17,191  30,729 
         
    INVESTING ACTIVITIES    
    Construction expenditures (17,836) (44,319)
    Allowance for equity funds used during construction 1,191  1,079 
    Insurance proceeds 2,804   - 
    Proceeds from the sale of assets 10,046   - 
    Net cash flow used in investing activities (3,795) (43,240)
         
    FINANCING ACTIVITIES    
    Repayment of DIP credit facility (9,908) (10,000)
    Dividends paid:    
      Preferred stock (92)  - 
    Net cash flow used in financing activities (10,000) (10,000)
         
    Net increase (decrease) in cash and cash equivalents 3,396  (22,511)
         
    Cash and cash equivalents at beginning of period 17,093  48,056 
         
    Cash and cash equivalents at end of period $20,489  $25,545 
         
    SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:    
    Cash paid during the period for:    
      Interest - net of amount capitalized $8,745  $1,859 
         
    See Notes to Financial Statements.    
         

    104

    89

     

    ENTERGY NEW ORLEANS, INC.
    (DEBTOR-IN-POSSESSION)
    STATEMENTS OF CASH FLOWS
    For the Six Months Ended June 30, 2006 and 2005
    (Unaudited)
       
      2006 2005
      (In Thousands)
    OPERATING ACTIVITIES    
    Net income $16,417  $14,110 
    Adjustments to reconcile net income to net cash flow provided by operating activities:    
      Other regulatory charges - net 2,080  2,509 
      Depreciation and amortization 15,972  17,145 
      Deferred income taxes and investment tax credits 2,811  3,407 
      Changes in working capital:    
        Receivables 8,438  4,130 
        Fuel inventory 6,068  4,181 
        Accounts payable (3,613) (13,223)
        Taxes accrued 64,541  6,045 
        Interest accrued 549  (403)
        Deferred fuel costs (3,022) (20,837)
        Other working capital accounts (6,911) (5,334)
      Provision for estimated losses and reserves (81) (317)
      Changes in pension liability 2,929  (9,955)
      Changes in other regulatory assets (32,658) 3,936 
      Other 4,933  (3,530)
    Net cash flow provided by operating activities 78,453  1,864 
         
    INVESTING ACTIVITIES    
    Construction expenditures (49,833) (23,647)
    Allowance for equity funds used during construction 1,988  528 
    Change in money pool receivable - net - -  (6,345)
    Net cash flow used in investing activities (47,845) (29,464)
         
    FINANCING ACTIVITIES    
    Proceeds from the issuance of long-term debt - -  29,791 
    Retirement of long-term debt - -  (5)
    Repayment of DIP credit facility (50,251) - - 
    Dividends paid:    
      Common stock - -  (1,600)
      Preferred stock (92) (482)
    Net cash flow provided by (used in) financing activities (50,343) 27,704 
         
    Net increase (decrease) in cash and cash equivalents (19,735) 104 
         
    Cash and cash equivalents at beginning of period 48,056  7,954 
         
    Cash and cash equivalents at end of period $28,321  $8,058 
         
    SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:    
    Cash paid/(received) during the period for:    
      Interest - net of amount capitalized $2,589  $7,882 
      Income taxes ($59,730) - - 
         
    See Notes to Respective Financial Statements.    
         
    ENTERGY NEW ORLEANS, INC.
    (DEBTOR-IN-POSSESSION)
    BALANCE SHEETS
    ASSETS
    March 31, 2007 and December 31, 2006
    (Unaudited)
     
     2007 2006
     (In Thousands)
         
    CURRENT ASSETS    
    Cash and cash equivalents    
      Cash $661  $3,886 
      Temporary cash investments - at cost    
       which approximates market 19,828  13,207 
         Total cash and cash equivalents 20,489  17,093 
    Accounts receivable:    
      Customer 60,758  58,999 
      Allowance for doubtful accounts (10,389) (10,563)
      Associated companies 23,607  17,797 
      Other 9,589  8,428 
      Accrued unbilled revenues 21,480  23,758 
         Total accounts receivable 105,045  98,419 
    Deferred fuel costs 16,789  18,996 
    Fuel inventory - at average cost 198  5,041 
    Materials and supplies - at average cost 7,612  7,825 
    Prepayments and other 10,904  5,641 
    TOTAL 161,037  153,015 
         
    OTHER PROPERTY AND INVESTMENTS    
    Investment in affiliates - at equity 3,259  3,259 
    Non-utility property at cost (less accumulated depreciation) 1,016  1,107 
    TOTAL 4,275  4,366 
         
    UTILITY PLANT    
    Electric 700,959  698,081 
    Natural gas 190,483  186,932 
    Construction work in progress 12,858  21,824 
    TOTAL UTILITY PLANT 904,300  906,837 
    Less - accumulated depreciation and amortization 455,464  446,673 
    UTILITY PLANT - NET 448,836  460,164 
         
    DEFERRED DEBITS AND OTHER ASSETS    
    Regulatory assets:    
      Other regulatory assets 300,824  295,440 
    Long term receivables 936  936 
    Other 9,464  7,230 
    TOTAL 311,224  303,606 
         
    TOTAL ASSETS $925,372  $921,151 
         
    See Notes to Financial Statements.    
     
    90
     
     
     
     
    ENTERGY NEW ORLEANS, INC.
    (DEBTOR-IN-POSSESSION)
    BALANCE SHEETS
    LIABILITIES AND SHAREHOLDERS' EQUITY
    March 31, 2007 and December 31, 2006
    (Unaudited)
     
     2007 2006
     (In Thousands)
     
    CURRENT LIABILITIES    
    DIP credit facility $42,026 $51,934
    Accounts payable:    
      Associated companies 97,771 94,686
      Other 76,245 76,831
    Customer deposits 16,139 14,808
    Taxes accrued 9,209 2,086
    Accumulated deferred income taxes 2,005 2,924
    Interest accrued 16,627 18,004
    Other 4,232 6,154
    TOTAL CURRENT LIABILITIES 264,254 267,427
         
    NON-CURRENT LIABILITIES    
    Accumulated deferred income taxes and taxes accrued 95,003 98,884
    Accumulated deferred investment tax credits 3,067 3,157
    SFAS 109 regulatory liability - net 71,740 71,870
    Other regulatory liabilities 9,522 - -
    Retirement cost liability 2,635 2,591
    Accumulated provisions 8,806 8,385
    Pension and other postretirement liabilities 59,125 60,033
    Long-term debt 229,879 229,875
    Other 4,664 5,161
    TOTAL NON-CURRENT LIABILITIES 484,441 479,956
         
         
    Commitments and Contingencies    
         
    SHAREHOLDERS' EQUITY    
    Preferred stock without sinking fund 19,780 19,780
    Common stock, $4 par value, authorized 10,000,000    
     shares; issued and outstanding 8,435,900 shares in 2007    
     and 2006 33,744 33,744
    Paid-in capital 36,294 36,294
    Retained earnings 86,859 83,950
    TOTAL 176,677 173,768
         
    TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY $925,372 $921,151
         
    See Notes to Financial Statements.    

    105

    91

     

    ENTERGY NEW ORLEANS, INC.
    (DEBTOR-IN-POSSESSION)
    BALANCE SHEETS
    ASSETS
    June 30, 2006 and December 31, 2005
    (Unaudited)
      
     2006 2005
     (In Thousands)
         
    CURRENT ASSETS    
    Cash and cash equivalents $28,321  $48,056 
    Accounts receivable:    
      Customer 69,307  82,052 
      Allowance for doubtful accounts (18,558) (25,422)
      Associated companies 10,839  17,895 
      Other 6,989  6,530 
      Accrued unbilled revenues 27,738  23,698 
         Total accounts receivable 96,315  104,753 
    Deferred fuel costs 33,615  30,593 
    Fuel inventory - at average cost 1,980  8,048 
    Materials and supplies - at average cost 7,046  8,961 
    Prepayments and other 7,485  61,581 
    TOTAL 174,762  261,992 
         
    OTHER PROPERTY AND INVESTMENTS    
    Investment in affiliates - at equity 3,259  3,259 
    Non-utility property at cost (less accumulated depreciation) 1,107  1,107 
    TOTAL 4,366  4,366 
         
    UTILITY PLANT    
    Electric 739,678  691,045 
    Natural gas 191,799  189,207 
    Construction work in progress 59,685  202,353 
    TOTAL UTILITY PLANT 991,162  1,082,605 
    Less - accumulated depreciation and amortization 430,333  428,053 
    UTILITY PLANT - NET 560,829  654,552 
         
    DEFERRED DEBITS AND OTHER ASSETS    
    Regulatory assets:    
      Other regulatory assets 173,045  166,133 
    Long term receivables 1,090  1,812 
    Other 22,641  31,266 
    TOTAL 196,776  199,211 
         
    TOTAL ASSETS $936,733  $1,120,121 
         
    See Notes to Respective Financial Statements.    
     
    106
     
    ENTERGY NEW ORLEANS, INC.
    (DEBTOR-IN-POSSESSION)
    BALANCE SHEETS
    LIABILITIES AND SHAREHOLDERS' EQUITY
    June 30, 2006 and December 31, 2005
    (Unaudited)
      
     2006 2005
     (In Thousands)
     
    CURRENT LIABILITIES    
    DIP credit facility $39,749 $90,000
    Notes payable 15,000 15,000
    Accounts payable:    
      Associated companies 46,464 55,923
      Other 62,613 228,496
    Customer deposits 12,321 16,930
    Taxes accrued 5,510 - -
    Accumulated deferred income taxes 5,017 1,898
    Interest accrued 1,744 1,195
    Other 3,200 2,018
    TOTAL CURRENT LIABILITIES NOT SUBJECT TO COMPROMISE 191,618 411,460
         
    NON-CURRENT LIABILITIES    
    Accumulated deferred income taxes and taxes accrued 121,008 127,680
    Accumulated deferred investment tax credits 3,358 3,570
    SFAS 109 regulatory liability - net 59,053 52,229
    Other regulatory liabilities - - 591
    Retirement cost liability 2,505 2,421
    Accumulated provisions 2,099 2,119
    Pension liability 38,623 35,694
    Other 5,492 5,730
    TOTAL NON-CURRENT LIABILITIES NOT SUBJECT TO COMPROMISE 232,138 230,034
         
    LIABILITIES SUBJECT TO COMPROMISE 326,942 308,917
         
    TOTAL LIABILITIES 750,698 950,411
         
    Commitments and Contingencies    
         
    SHAREHOLDERS' EQUITY    
    Preferred stock without sinking fund 19,780 19,780
    Common stock, $4 par value, authorized 10,000,000    
     shares; issued and outstanding 8,435,900 shares in 2006    
     and 2005 33,744 33,744
    Paid-in capital 36,294 36,294
    Retained earnings 96,217 79,892
    TOTAL 186,035 169,710
         
    TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY $936,733 $1,120,121
         
    See Notes to Respective Financial Statements.    
    ENTERGY NEW ORLEANS, INC.
    (DEBTOR-IN-POSSESSION)
    SELECTED OPERATING RESULTS
    For the Three Months Ended March 31, 2007 and 2006
    (Unaudited)
     
          Increase/  
    Description 2007 2006 (Decrease) %
      (Dollars In Millions)  
    Electric Operating Revenues:        
      Residential $25 $17  $8  47 
      Commercial 38 35   
      Industrial 10   25 
      Governmental 15 10   50 
         Total retail 88 70  18  26 
      Sales for resale         
        Associated companies 34  27  386 
        Non-associated companies - 27  (27) (100)
      Other - (5)  100 
         Total $122 $99  $23  23 
             
    Billed Electric Energy        
     Sales (GWh):        
      Residential 234 138  96  70 
      Commercial 395 360  35  10 
      Industrial 137 102  35  34 
      Governmental 164 106  58  55 
         Total retail 930 706  224  32 
      Sales for resale         
        Associated companies 350 120  230  192 
        Non-associated companies 2 407  (405) (100)
         Total 1,282 1,233  49  
             
             

    107

    ENTERGY NEW ORLEANS, INC.
    (DEBTOR-IN-POSSESSION)
    SELECTED OPERATING RESULTS
    For the Three and Six Months Ended June 30, 2006 and 2005
    (Unaudited)
     
             
      Three Months Ended Increase/  
    Description 2006 2005 (Decrease) %
      (Dollars In Millions)  
    Electric Operating Revenues:        
      Residential $22 $38 ($16) (42)
      Commercial 37 40 (3) (8)
      Industrial 10 9  11 
      Governmental 14 17 (3) (18)
         Total retail 83 104 (21) (20)
      Sales for resale        
        Associated companies 4 35 (31) (89)
        Non-associated companies 18 - 18  - - 
      Other 13 20 (7) (35)
         Total $118 $159 ($41) (26)
             
    Billed Electric Energy        
     Sales (GWh):        
      Residential 206 447 (241) (54)
      Commercial 402 552 (150) (27)
      Industrial 141 162 (21) (13)
      Governmental 161 243 (82) (34)
         Total retail 910 1,404 (494) (35)
      Sales for resale        
        Associated companies 6 400 (394) (99)
        Non-associated companies 369 6 363  6,050 
         Total 1,285 1,810 (525) (29)
             
             
      Six Months Ended Increase/  
    Description 2006 2005 (Decrease) %
      (Dollars In Millions)  
    Electric Operating Revenues:        
      Residential $39 $67 ($28) (42)
      Commercial 72 74 (2) (3)
      Industrial 19 16  19 
      Governmental 24 29 (5) (17)
         Total retail 154 186 (32) (17)
      Sales for resale        
        Associated companies 11 81 (70) (86)
        Non-associated companies 45 1 44  4,400 
      Other 7 22 (15) (68)
         Total $217 $290 ($73) (25)
             
    Billed Electric Energy        
     Sales (GWh):        
      Residential 344 847 (503) (59)
      Commercial 762 1,071 (309) (29)
      Industrial 244 306 (62) (20)
      Governmental 267 468 (201) (43)
         Total retail 1,617 2,692 (1,075) (40)
      Sales for resale        
        Associated companies 126 1,006 (880) (87)
        Non-associated companies 776 10 766  7,660 
         Total 2,519 3,708 (1,189) (32)
             
             

    10892

    SYSTEM ENERGY RESOURCES, INC.

    MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS

    Results of Operations

    System Energy's principal asset consists of a 90% ownership and leasehold interest in Grand Gulf. The capacity and energy from its 90% interest is sold under the Unit Power Sales Agreement to its only four customers, Entergy Arkansas, Entergy Louisiana, Entergy Mississippi, and Entergy New Orleans. System Energy's operating revenues are derived from the allocation of the capacity, energy, and related costs associated with its 90% interest in Grand Gulf pursuant to the Unit Power Sales Agreement. Payments under the Unit Power Sales Agreement are System Energy's only source of operating revenues. Net income increaseddecreased by $3.7$3.5 million for the secondfirst quarter of 20062007 compared to the secondfirst quarter of 20052006. The decrease is primarily due to an increasea decrease in rate base in 2006 resulting in higher operating income. Net income increased by $8.2 million for the six months ended June 30, 2006first quarter of 2007 compared to the six months ended June 30, 2005 primarily due to an increase in rate basesame period in 2006 resulting in higher opera ting income combined with higher interest income earned on money pool investments.lower operating income.

    Liquidity and Capital Resources

    Cash Flow

    Cash flows for the six months ended June 30,first quarters of 2007 and 2006 and 2005 were as follows:

     

    2006

     

    2005

     

    2007

     

    2006

     

    (In Thousands)

     

    (In Thousands)

     

     

     

     

     

     

     

     

    Cash and cash equivalents at beginning of period

    Cash and cash equivalents at beginning of period

     

    $75,704 

     

    $216,355 

    Cash and cash equivalents at beginning of period

     

    $135,012 

     

    $75,704 

     

     

     

     

     

     

     

     

    Cash flow provided by (used in):

    Cash flow provided by (used in):

     

     

     

     

    Cash flow provided by (used in):

     

     

     

     

    Operating activities

     

    (83,809)

     

    120,292 

    Operating activities

     

    59,420 

     

    59,065 

    Investing activities

     

    162,738 

     

    (119,859)

    Investing activities

     

    (31,754)

     

    107,623 

    Financing activities

     

    (92,989)

     

    (81,590)

    Financing activities

     

    (45,835)

     

    (57,089)

    Net decrease in cash and cash equivalents

     

    (14,060)

     

    (81,157)

    Net increase (decrease) in cash and cash equivalents

    Net increase (decrease) in cash and cash equivalents

     

    (18,169)

     

    109,599 

     

     

     

     

     

     

     

     

    Cash and cash equivalents at end of period

    Cash and cash equivalents at end of period

     

    $61,644 

     

    $135,198 

    Cash and cash equivalents at end of period

     

    $116,843 

     

    $185,303 

    OperatingInvesting Activities

    OperatingInvesting activities used $83.8$31.8 million in cash flow for the six months ended June 30, 2006first quarter of 2007 compared to providing $120.3$107.6 million in cash flow for the six months ended June 30, 2005 primarily due to an increasefirst quarter of $208.5 million in income tax payments.

    Investing Activities

    Investing activities provided $162.7 million in cash flow for the six months ended June 30, 2006 compared to using $119.9 million in cash flow for the six months ended June 30, 2005 primarily due to money pool activity. Partially offsetting the increase in cash provided was an increase in construction expenditures primarily resulting from capital spending on dry fuel storage.

    109

    Financing Activities

    The increasedecrease of $11.4$11.3 million in net cash used in financing activities for the six months ended June 30, 2006first quarter of 2007 compared to the six months ended June 30, 2005first quarter of 2006 was primarily due to an increasea decrease of $17.2$11.6 million in common stock dividends paid, partially offset by a decrease of $5.8 million in the January 2006 principal payment made on the Grand Gulf sale-leaseback compared to the January 2005 principal payment.dividends.

    93

    Capital Structure

    System Energy's capitalization is balanced between equity and debt, as shown in the following table.

     

    June 30,
    2006

     

    December 31,
    2005

     

     

    March 31,
    2007

     

    December 31,
    2006

     

     

     

     

     

     

     

     

     

    Net debt to net capital

     

    48.5%

     

    49.0%

     

     

    47.7%

     

    46.4%

    Effect of subtracting cash from debt

     

    1.8%

     

    2.1%

     

     

    3.5%

     

    4.2%

    Debt to capital

     

    50.3%

     

    51.1%

     

     

    51.2%

     

    50.6%

    Net debt consists of debt less cash and cash equivalents. Debt consists of notes payable, capital lease obligations, and long-term debt, including the currently maturing portion. Capital consists of debt and common shareholder's equity. Net capital consists of capital less cash and cash equivalents. System Energy uses the net debt to net capital ratio in analyzing its financial condition and believes it provides useful information to its investors and creditors in evaluating System Energy's financial condition.

    Uses and Sources of Capital

    See "MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS -Liquidity and Capital Resources"in the Form 10-K for a discussion of System Energy's uses and sources of capital. The following is an update to the Form 10-K.

    System Energy's receivables from the money pool were as follows:

    June 30,
    2006

     

    December 31,
    2005

     

    June 30,
    2005

     

    December 31,
    2004

    (In Thousands)

     

     

     

     

     

     

     

    $88,331

     

    $277,287

     

    $163,416

     

    $61,592

    March 31,
    2007

     

    December 31,
    2006

     

    March 31,
    2006

     

    December 31,
    2005

    (In Thousands)

     

     

     

     

     

     

     

    $99,031

     

    $88,231

     

    $155,495

     

    $277,287

    See Note 4 to the domestic utility companies and System Energy financial statements in the Form 10-K for a description of the money pool.

    Significant Factors and Known Trends

    See "MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS -Significant Factors and Known Trends" in the Form 10-K for a discussion of market risks,the Energy Policy Act of 2005, nuclear matters, litigation risks, and environmental risks.

    Critical Accounting Estimates

    See "MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS -Critical Accounting Estimates" in the Form 10-K for a discussion of the estimates and judgments necessary in System Energy's accounting for nuclear decommissioning costs and qualified pension and other retirementpostretirement benefits.

    110

    Recently IssuedNew Accounting Pronouncements

    FASB Interpretation No. 48, "AccountingSee "New Accounting Pronouncements" section of Entergy Corporation and Subsidiaries Management's Financial Discussion and Analysis for Uncertainty in Income Taxes" (FIN 48) was issued in July 2006 and is effective for System Energy in the first quartera discussion of 2007. The FASB's objective in issuing this interpretation is to increase comparability among companies in financial reporting of income taxes. FIN 48 establishes a "more-likely-than-not" recognition threshold that must be met before a tax benefit can be recognized in the financial statements. If a tax deduction is taken on a tax return, but does not meet the more-likely-than-not recognition threshold, an increase in income tax liability, above what is payable on the tax return, is required to be recorded. System Energy does not expect that the adoption of FIN 48 will materially affect its financial position, results of operations, or cash flows.new accounting pronouncements.

    11194

    SYSTEM ENERGY RESOURCES, INC.
    INCOME STATEMENTS
    For the Three Months Ended March 31, 2007 and 2006
    (Unaudited)
        
      2007 2006
      (In Thousands)
         
    OPERATING REVENUES    
    Electric $126,157  $131,654 
         
    OPERATING EXPENSES    
    Operation and Maintenance:    
      Fuel, fuel-related expenses, and    
       gas purchased for resale 8,388  11,213 
      Nuclear refueling outage expenses 4,535  3,573 
      Other operation and maintenance 24,237  23,252 
    Decommissioning 6,255  5,819 
    Taxes other than income taxes 8,411  6,189 
    Depreciation and amortization 25,962  25,677 
    Other regulatory credits - net (1,960) (1,980)
    TOTAL 75,828  73,743 
         
    OPERATING INCOME 50,329  57,911 
         
    OTHER INCOME    
    Allowance for equity funds used during construction 416  683 
    Interest and dividend income 5,815  5,629 
    Miscellaneous - net (79) (107)
    TOTAL 6,152  6,205 
         
    INTEREST AND OTHER CHARGES   
    Interest on long-term debt 12,353  12,533 
    Other interest - net 16  28 
    Allowance for borrowed funds used during construction (135) (215)
    TOTAL 12,234  12,346 
         
    INCOME BEFORE INCOME TAXES 44,247  51,770 
         
    Income taxes 16,950  21,022 
         
    NET INCOME $27,297  $30,748 
         
    See Notes to Financial Statements.    
         

    95

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    96

     

    SYSTEM ENERGY RESOURCES, INC.
    INCOME STATEMENTS
    For the Three and Six Months Ended June 30, 2006 and 2005
    (Unaudited)
     
     Three Months Ended Six Months Ended
      2006 2005 2006 2005
      (In Thousands) (In Thousands)
             
    OPERATING REVENUES        
    Domestic electric $129,176  $126,364  $260,830  $251,154 
             
    OPERATING EXPENSES        
    Operation and Maintenance:        
      Fuel, fuel-related expenses, and        
       gas purchased for resale 10,168  10,139  21,381  19,858 
      Nuclear refueling outage expenses 3,962  3,026  7,535  6,019 
      Other operation and maintenance 26,563  27,346  49,815  50,482 
    Decommissioning 5,925  6,240  11,744  12,368 
    Taxes other than income taxes 5,817  6,322  12,006  12,371 
    Depreciation and amortization 23,811  24,158  49,488  50,702 
    Other regulatory credits - net (3,766) (4,126) (5,746) (8,511)
    TOTAL 72,480  73,105  146,223  143,289 
             
    OPERATING INCOME 56,696  53,259  114,607  107,865 
             
    OTHER INCOME        
    Allowance for equity funds used during construction 775  321  1,458  627 
    Interest and dividend income 4,271  3,672  9,900  6,517 
    Miscellaneous - net (91) (108) (198) (221)
    TOTAL 4,955  3,885  11,160  6,923 
             
    INTEREST AND OTHER CHARGES     
    Interest on long-term debt 11,996  12,812  24,529  25,668 
    Other interest - net 26   54  
    Allowance for borrowed funds used during construction (244) (102) (459) (199)
    TOTAL 11,778  12,716  24,124  25,477 
             
    INCOME BEFORE INCOME TAXES 49,873  44,428  101,643  89,311 
             
    Income taxes 20,265  18,503  41,287  37,154 
             
    NET INCOME $29,608  $25,925  $60,356  $52,157 
             
    See Notes to Respective Financial Statements.        
             
    SYSTEM ENERGY RESOURCES, INC.
    STATEMENTS OF CASH FLOWS
    For the Three Months Ended March 31, 2007 and 2006
    (Unaudited)
       
      2007 2006
      (In Thousands)
      ��  
    OPERATING ACTIVITIES    
    Net income $27,297  $30,748 
    Adjustments to reconcile net income to net cash flow provided by operating activities:    
      Other regulatory credits - net (1,960) (1,980)
      Depreciation, amortization, and decommissioning 32,217  31,496 
      Deferred income taxes, investment tax credits and non-current taxes accrued 57,248  25,174 
      Changes in working capital:    
        Receivables 969  8,979 
        Accounts payable 17,411  1,039 
        Taxes accrued (47,988) (18,964)
        Interest accrued (31,678) (30,412)
        Other working capital accounts (17,321) (2,097)
      Changes in other regulatory assets 721  (4,392)
      Other 22,504  19,474 
    Net cash flow provided by operating activities 59,420  59,065 
         
    INVESTING ACTIVITIES    
    Construction expenditures (14,275) (8,122)
    Allowance for equity funds used during construction 416  683 
    Nuclear fuel purchases (56,279) (370)
    Proceeds from sale/leaseback of nuclear fuel 56,370  370 
    Proceeds from nuclear decommissioning trust fund sales 27,337  27,489 
    Investment in nuclear decommissioning trust funds (34,523) (34,219)
    Change in money pool receivable - net (10,800) 121,792 
    Net cash flow provided by (used in) investing activities (31,754) 107,623 
         
    FINANCING ACTIVITIES    
    Retirement of long-term debt (23,335) (22,989)
    Dividends paid:    
      Common stock (22,500) (34,100)
    Net cash flow used in financing activities (45,835) (57,089)
         
    Net increase (decrease) in cash and cash equivalents (18,169) 109,599 
         
    Cash and cash equivalents at beginning of period 135,012  75,704 
         
    Cash and cash equivalents at end of period $116,843  $185,303 
         
    SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:    
    Cash paid during the period for:    
      Interest - net of amount capitalized $42,592  $41,520 
         
    See Notes to Financial Statements.    
         

    112

    SYSTEM ENERGY RESOURCES, INC.
    STATEMENTS OF CASH FLOWS
    For the Six Months Ended June 30, 2006 and 2005
    (Unaudited)
       
      2006 2005
      (In Thousands)
         
    OPERATING ACTIVITIES    
    Net income $60,356  $52,157 
    Adjustments to reconcile net income to net cash flow provided by (used in) operating activities:    
      Other regulatory credits - net (5,746) (8,511)
      Depreciation, amortization, and decommissioning 61,231  63,070 
      Deferred income taxes and investment tax credits (9,633) (12,140)
      Changes in working capital:    
        Receivables 5,111  6,179 
        Accounts payable (901) (4,750)
        Taxes accrued (180,245) 28,065 
        Interest accrued (31,520) (27,831)
        Other working capital accounts (602) 153 
      Provision for estimated losses and reserves 1  50 
      Changes in other regulatory assets (9,921) (9,080)
      Other 28,060  32,930 
    Net cash flow provided by (used in) operating activities (83,809) 120,292 
         
    INVESTING ACTIVITIES    
    Construction expenditures (14,557) (7,982)
    Allowance for equity funds used during construction 1,458  627 
    Nuclear fuel purchases (370) - 
    Proceeds from sale/leaseback of nuclear fuel 370  - 
    Proceeds from nuclear decommissioning trust fund sales 52,562  52,287 
    Investment in nuclear decommissioning trust funds (65,681) (62,967)
    Changes in money pool receivable - net 188,956  (101,824)
    Net cash flow provided by (used in) investing activities 162,738  (119,859)
         
    FINANCING ACTIVITIES    
    Retirement of long-term debt (22,989) (28,790)
    Dividends paid:    
      Common stock (70,000) (52,800)
    Net cash flow used in financing activities (92,989) (81,590)
         
    Net decrease in cash and cash equivalents (14,060) (81,157)
         
    Cash and cash equivalents at beginning of period 75,704  216,355 
         
    Cash and cash equivalents at end of period $61,644  $135,198 
         
    SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:    
    Cash paid during the period for:    
      Interest - net of amount capitalized $53,199  $50,605 
      Income taxes $220,423  $11,914 
         
    See Notes to Respective Financial Statements.    
         

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    SYSTEM ENERGY RESOURCES, INC.
    BALANCE SHEETS
    ASSETS
    June 30, 2006 and December 31, 2005
    (Unaudited)
           
      2006 2005
     (In Thousands)
           
    CURRENT ASSETS      
    Cash and cash equivalents:      
      Cash   $13 $204
      Temporary cash investments - at cost,      
       which approximates market   61,631 75,500
         Total cash and cash equivalents   61,644 75,704
    Accounts receivable:      
      Associated companies   134,078 327,454
      Other   2,594 3,285
         Total accounts receivable   136,672 330,739
    Materials and supplies - at average cost   57,315 55,183
    Deferred nuclear refueling outage costs   14,193 17,853
    Prepayments and other   3,853 1,878
    TOTAL   273,677 481,357
           
    OTHER PROPERTY AND INVESTMENTS    
    Decommissioning trust funds   249,517 236,003
           
    UTILITY PLANT    
    Electric   3,222,080 3,212,596
    Property under capital lease   467,005 467,005
    Construction work in progress   51,220 47,178
    Nuclear fuel under capital lease   72,048 87,500
    TOTAL UTILITY PLANT   3,812,353 3,814,279
    Less - accumulated depreciation and amortization   1,944,612 1,889,886
    UTILITY PLANT - NET   1,867,741 1,924,393
           
    DEFERRED DEBITS AND OTHER ASSETS    
    Regulatory assets:      
      SFAS 109 regulatory asset - net   92,386 92,883
      Other regulatory assets   302,492 292,968
    Other   17,071 18,435
    TOTAL   411,949 404,286
           
    TOTAL ASSETS   $2,802,884 $3,046,039
           
    See Notes to Respective Financial Statements.      
     
    114
     
    SYSTEM ENERGY RESOURCES, INC.
    BALANCE SHEETS
    LIABILITIES AND SHAREHOLDER'S EQUITY
    June 30, 2006 and December 31, 2005
    (Unaudited)
           
      2006 2005
     (In Thousands)
     
    CURRENT LIABILITIES    
    Currently maturing long-term debt   $23,335  $22,989 
    Accounts payable:      
      Associated companies   (745) 
      Other   22,614  22,770 
    Taxes accrued   48,074  228,168 
    Accumulated deferred income taxes   5,276  6,678 
    Interest accrued   13,589  45,109 
    Obligations under capital leases   30,236  27,716 
    Other   1,656  1,811 
    TOTAL   144,035  355,241 
           
    NON-CURRENT LIABILITIES    
    Accumulated deferred income taxes and taxes accrued   256,573  267,913 
    Accumulated deferred investment tax credits   70,398  72,136 
    Obligations under capital leases   41,812  63,307 
    Other regulatory liabilities   250,828  224,997 
    Decommissioning   330,670  318,927 
    Accumulated provisions   2,400  2,399 
    Long-term debt   799,872  819,642 
    Other   22,312  27,849 
    TOTAL   1,774,865  1,797,170 
           
    Commitments and Contingencies      
           
    SHAREHOLDER'S EQUITY    
    Common stock, no par value, authorized 1,000,000 shares;      
     issued and outstanding 789,350 shares in 2006 and 2005   789,350  789,350 
    Retained earnings   94,634  104,278 
    TOTAL   883,984  893,628 
           
    TOTAL LIABILITIES AND SHAREHOLDER'S EQUITY   $2,802,884  $3,046,039 
           
    See Notes to Respective Financial Statements.      
           

    115

     

    ENTERGY ARKANSAS, ENTERGY GULF STATES, ENTERGY LOUISIANA, ENTERGY MISSISSIPPI, ENTERGY NEW ORLEANS (DEBTOR-IN-POSSESSION), AND SYSTEM ENERGY

    NOTES TO RESPECTIVE FINANCIAL STATEMENTS
    (Unaudited)

    NOTE 1. COMMITMENTS AND CONTINGENCIES

    Entergy New Orleans Bankruptcy (Entergy New Orleans)

    See Note 6 to the domestic utility companies and System Energy financial statements for information on the Entergy New Orleans bankruptcy proceeding.

    Nuclear Insurance(Entergy Arkansas, Entergy Gulf States, Entergy Louisiana, and System Energy)

    See Note 8 to the domestic utility companies and System Energy financial statements in the Form 10-K for information on nuclear liability and property insurance associated with Entergy Arkansas', Entergy Gulf States', Entergy Louisiana's, and System Energy's nuclear power plants.

    Non-Nuclear Property Insurance (Entergy Arkansas, Entergy Gulf States, Entergy Louisiana, Entergy Mississippi, and Entergy New Orleans)

    See Note 8 to the domestic utility companies and System Energy financial statements in the Form 10-K for information on Entergy's non-nuclear property insurance program. Beginning in June 2006, the aggregation limit for all parties insured by Oil Insurance Limited for any one occurrence was reduced to $500 million. Most of Entergy's non-nuclear excess property insurance coverage includes a $75 million drop-down feature in the event of an OIL aggregation loss to which an Entergy loss contributes.

    Nuclear Decommissioning and Other Asset Retirement Costs(Entergy Arkansas, Entergy Gulf States, Entergy Louisiana, and System Energy)

    See Note 8 to the domestic utility companies and System Energy financial statements in the Form 10-K for information on nuclear decommissioning and other retirement costs.

    CashPoint Bankruptcy(Entergy Arkansas, Entergy Gulf States, Entergy Louisiana, Entergy Mississippi, and Entergy New Orleans)

    See Note 8 to the domestic utility companies and System Energy financial statements in the Form 10-K for information regarding the bankruptcy of CashPoint, which managed a network of payment agents for the domestic utility companies.

    City Franchise Ordinances (Entergy New Orleans)

    Entergy New Orleans provides electric and gas service in the City of New Orleans pursuant to franchise ordinances. These ordinances contain a continuing option for the City of New Orleans to purchase Entergy New Orleans' electric and gas utility properties.

    Employment Litigation(Entergy Arkansas, Entergy Gulf States, Entergy Louisiana, Entergy Mississippi, Entergy New Orleans, and System Energy)

    Entergy Arkansas, Entergy Gulf States, Entergy Louisiana, Entergy Mississippi, Entergy New Orleans, and System Energy are defendants in numerous lawsuits filed by former employees asserting that they were wrongfully terminated and/or discriminated against on the basis of age, race, sex, or other protected characteristics. The defendant companies deny any liability to the plaintiffs.

    116

    Asbestos and Hazardous Material Litigation(Entergy Gulf States, Entergy Louisiana, Entergy Mississippi, and Entergy New Orleans)

    See Note 8 to the domestic utility companies and System Energy financial statements in the Form 10-K for information regarding asbestos and hazardous material litigation at Entergy Gulf States, Entergy Louisiana, Entergy Mississippi, and Entergy New Orleans.

    NOTE 2. RATE AND REGULATORY MATTERS

    Storm Costs Recovery Filings with Retail Regulators

    On July 31, 2006, Entergy Louisiana and Entergy Gulf States filed a supplemental and amending storm cost recovery application with the LPSC, in which Entergy Louisiana and Entergy Gulf States requested that the LPSC (1) review Entergy Louisiana's and Entergy Gulf States' testimony and exhibits relating to the costs associated with Hurricanes Katrina and Rita, and declare that those verified, actual storm-related costs through May 31, 2006 are $466.8 million for Entergy Louisiana and $200.3 million for Entergy Gulf States in the Louisiana jurisdiction and that those costs were prudently incurred; (2) declare that the annual revenue requirements associated with the recovery of those costs, based on a ten-year levelized rate are $54.4 million for Entergy Louisiana and $26.2 million for Entergy Gulf States; (3) authorize Entergy Louisiana and Entergy Gulf States to recover the costs through Storm Cost Recovery Riders (SCRRs) proposed by Entergy Louisiana and Entergy Gulf States; (4) declare that the storm costs incurred subsequent to May 31, 2006 are to be filed by Entergy Louisiana and Entergy Gulf States with the LPSC on an annual basis in connection with their annual formula rate plan (FRP) filings, and that the SCRRs be adjusted annually to reflect such costs and any insurance proceeds or CDBG funds actually received, with the adjusted amounts to be collected through the SCRRs to take effect contemporaneous with the effective date of rate changes under the FRP; (5) declare that the storm-related costs incurred by Entergy Louisiana and Entergy Gulf States meet the conditions set forth in the FRP for exclusion from the sharing provisions in those FRPs and authorize the permanent recovery of storm costs outside of the FRPs adopted by the LPSC for Entergy Louisiana and Entergy Gulf States; and (6) authorize the funding of a storm reserve through securitization sufficient to fund a storm cost reserve of $132 million for Entergy Louisiana and $81 million for Entergy Gulf States. Hearing s on the application are scheduled for the first quarter 2007.

    In July 2006, Entergy Gulf States filed an application with the PUCT with respect to the $393.2 million of Hurricane Rita reconstruction costs incurred in its Texas retail jurisdiction through March 31, 2006. The filing asks the PUCT to determine that $393.2 million is the amount of reasonable and necessary hurricane reconstruction costs eligible for securitization and recovery, approve the recovery of carrying costs, and approve the manner in which Entergy Gulf States-Texas allocates those costs among its retail customer classes.  If approved, Entergy Gulf States' application will ultimately affect all its retail customers in Texas. Entergy Gulf States' filing does not request recovery of costs through a specific rider on customer bills or through any other means at this time. The hearing before the PUCT on the filing is scheduled for November 2006. This is the first of two filings authorized by a law passed earlier this year in a special session of the Texas Legislature. A second filing will request securitization and recovery of the eligible costs through retail rates and tariffs. Entergy Gulf States expects to make the second filing following the conclusion of the reconstruction cost case.

    As discussed in the Form 10-K, in December 2005, Entergy Mississippi filed with the MPSC a Notice of Intent to change rates by implementing a Storm Damage Rider to recover storm damage restoration costs associated with Hurricanes Katrina and Rita totaling approximately $84 million as of November 30, 2005.  In February 2006, Entergy Mississippi filed an Application for an Accounting Order seeking certification by the MPSC of Entergy Mississippi's estimated $36 million of storm restoration costs not included in the December 2005 filing. In March 2006, the Governor signed a law that established a mechanism by which the MPSC may authorize and certify an electric utility financing order and the state may issue general obligation bonds to pay the costs of repairing damage caused by Hurricane Katrina to the systems of investor-owned electric utilities.  Because of the passage of this law and the possibility of Entergy Mississippi obtaining CDBG funds for Hurricane Katrina stor m restoration costs, in March 2006, the MPSC issued an order approving a Joint Stipulation between Entergy Mississippi and the Mississippi

    117

    Public Utilities Staff that provided for the review of Entergy Mississippi's total storm restoration costs in the Application for an Accounting Order proceeding.  The Stipulation stated that the procedural schedule of the December 2005 Notice of Intent filing should be suspended until the MPSC issues a final order in the Application for an Accounting Order proceeding. 

    In June 2006, the MPSC issued an order certifying Entergy Mississippi's Hurricane Katrina restoration costs incurred through March 31, 2006 of $89 million, net of estimated insurance proceeds. Two days later Entergy Mississippi filed a request with the Mississippi Development Authority for $89 million of CDBG funding for reimbursement of its infrastructure restoration costs. Entergy Mississippi also filed a Petition for Financing Order with the MPSC for authorization of state general obligation bond financing of $169 million for Hurricane Katrina restoration costs and future storm costs. The $169 million amount includes Hurricane Katrina restoration costs plus $80 million to build Entergy Mississippi's storm damage reserve for the future. The amount financed through the bonds will be reduced dollar for dollar by any CDBG funds that Entergy Mississippi receives. Pursuant to the legislation, the MPSC must issue a financing order by the end of October 2006.

    Deferred Fuel Costs

    See Note 2 to the domestic utility companies and System Energy financial statements in the Form 10-K for information regarding fuel proceedings involving the domestic utility companies. The following are updates to the Form 10-K.

    Entergy Arkansas

    In March 2006, Entergy Arkansas filed with the APSC its annual redetermination of the energy cost rate for application to the period April 2006 through March 2007. The filed energy cost rate of $0.02827 per kWh was proposed to replace the interim rate of $0.01900 per kWh that had been in place since October 2005. The interim energy cost rate is discussed in the Form 10-K, along with the investigation that the APSC commenced concerning Entergy Arkansas' interim energy cost rate. The increase in the energy cost rate is due to increases in the cost of purchased power primarily due to the natural gas cost increase and the effect that Hurricanes Katrina and Rita had on market conditions, increased demand for purchased power during the ANO 1 refueling and steam generator replacement outage in the fall of 2005, and coal plant generation curtailments during off-peak periods due to coal delivery problems.

    On March 31, 2006, the APSC suspended implementation of the $0.02827 per kWh energy cost rate, and ordered that the $0.01900 per kWh interim rate remain in effect pending the APSC proceedings on the energy cost recovery filings. The APSC also extended its investigation into Entergy Arkansas' interim energy cost rate to cover the costs included in Entergy Arkansas' March 2006 filing. The extended investigation does not identify new issues in addition to the four issues listed in the Form 10-K and covers the same time period. On April 7, 2006, the APSC issued a show cause order in the investigation proceeding that ordered Entergy Arkansas to file a cost of service study by June 8, 2006. The order also directed Entergy Arkansas to file testimony to support the cost of service study, to support the $0.02827 per kWh cost rate, and to address the general topic of elimination of the energy cost recovery rider.

    Entergy Arkansas filed for rehearing of the APSC's orders, asking that the energy cost rate filed in March 2006 be implemented in May 2006 subject to refund, asserting that the APSC did not follow appropriate procedures in suspending the operation of the energy cost recovery rider, and asking the APSC to rescind its show cause order. On May 8, 2006 the APSC denied Entergy Arkansas' requests for rehearing. Entergy Arkansas appealed the APSC's decision, but later filed a motion to dismiss the appeal following the APSC's decision described below.

    In June 2006, Entergy Arkansas once again filed a motion with the APSC seeking to implement the redetermined energy cost rate of $0.02827 per kWh. After a hearing the APSC approved Entergy Arkansas' request and the redetermined rate was implemented in July 2006, subject to refund pending the outcome of the APSC energy cost recovery investigation. Because of the delay in implementing the redetermined energy cost rate, Entergy Arkansas estimated in its motion that $46 million of energy costs would remain under-recovered at December 31, 2006.

    118

    A hearing in the APSC energy cost recovery investigation is scheduled for October 2006.

    On June 7, 2006, Entergy Arkansas filed the cost of service study ordered by the APSC. On that date Entergy Arkansas also filed notice with the APSC that it intends to file for a change in base rates within 60 to 90 days of its notice. Entergy Arkansas expects to make that filing in August 2006.

    Entergy Gulf States

    On March 1, 2006, Entergy Gulf States filed with the PUCT an application to implement an interim fuel surcharge in connection with the under-recovery of $97 million including interest of eligible fuel costs for the period August 2005 through January 2006. This surcharge is in addition to an interim surcharge that went into effect in January 2006. Entergy Gulf States entered into a unanimous settlement that reduced the requested surcharge for actual over-collections from the months of February and March 2006, resulting in a surcharge of $78.8 million to be implemented over a twelve-month period beginning in June 2006. The PUCT approved the surcharge in June 2006. Amounts collected through the interim fuel surcharges are subject to final reconciliation in a future fuel reconciliation proceeding.

    In May 2006, Entergy Gulf States filed with the PUCT a fuel and purchased power reconciliation case covering the period September 2003 through December 2005 for costs recoverable through the Texas fixed fuel factor rate and the incremental purchased capacity recovery rider. Entergy Gulf States is reconciling $1.6 billion of fuel and purchased power costs on a Texas retail basis. Hearings are scheduled for February 2007 and a PUCT decision is expected in July 2007.

    Entergy Gulf States and Entergy Louisiana

    In November 2005, the LPSC authorized its staff to initiate an expedited proceeding to audit the fuel and power procurement activities of Entergy Louisiana and Entergy Gulf States for the period January 1, 2005 through October 31, 2005. In April 2006, the LPSC accepted the LPSC Staff's audit report finding that the prices paid for natural gas and purchased power were reasonable and that given the market conditions surrounding Hurricanes Katrina and Rita, Entergy Louisiana and Entergy Gulf States acted reasonably and prudently in response to an extremely difficult environment.

    Retail Rate Proceedings

    See Note 2 to the domestic utility companies and System Energy financial statements in the Form 10-K for information regarding retail rate proceedings involving the domestic utility companies. The following are updates to the Form 10-K.

    Filings with the APSC (Entergy Arkansas)

    As discussed above in "Deferred Fuel Costs," on June 7, 2006, Entergy Arkansas filed notice with the APSC that it intends to file for a change in base rates within 60 to 90 days of its notice. Entergy Arkansas expects to make that filing in August 2006.

    Filings with the PUCT and Texas Cities (Entergy Gulf States)

    As discussed in the Form 10-K, in August 2005, Entergy Gulf States filed with the PUCT an application for recovery of its transition to competition costs. Entergy Gulf States requested recovery of $189 million in transition to competition costs through implementation of a 15-year rider to be effective no later than March 1, 2006. The $189 million represents transition to competition costs Entergy Gulf States incurred from June 1, 1999 through June 17, 2005 in preparing for competition in its service area, including attendant AFUDC, and all carrying costs

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    projected to be incurred on the transition to competition costs through February 28, 2006. The $189 million is before any gross-up for taxes or carrying costs over the 15-year recovery period. Entergy Gulf States reached a unanimous settlement agreement on all issues with the active parties in the transition to competition cost recovery case. The agreement allows Entergy Gulf States to recover $14.5 million per year in transition to competition costs over a 15-year period. Entergy Gulf States implemented interim rates based on this revenue level on March 1, 2006. The PUCT approved the settlement agreement in June 2006.

    Filings with the LPSC

    Retail Rates - Electric

    (Entergy Gulf States)

    In March 2006, the LPSC approved an uncontested stipulated settlement in Entergy Gulf States' formula rate plan filing for the 2004 test year. The settlement includes a revenue requirement increase of $36.8 million and calls for Entergy Gulf States to apply a refund liability of $744 thousand to capacity deferrals. The refund liability pertained to the periods 2004-2005 as well as the interim period in which a $37.8 million revenue increase was in place.

    In May 2006, Entergy Gulf States made its formula rate plan filing with the LPSC for the 2005 test year. The filing shows that Entergy Gulf States' return on equity was within the allowed bandwidth. The filing also indicates that under the formula rate plan rider for approved capacity additions, a $7.1 million rate increase is required to recover LPSC-approved incremental deferred and ongoing capacity requirements. The filing is subject to a period of LPSC Staff review, and rate changes associated with the formula rate plan are scheduled to take effect with the first billing cycle of September 2006.

    (Entergy Louisiana)

    In May 2006, Entergy Louisiana made its formula rate plan filing with the LPSC for the 2005 test year. The filing shows that Entergy Louisiana's return on equity was within the allowed bandwidth. The filing also indicates that under the formula rate plan rider for approved capacity additions, a $121 million rate increase is required to recover LPSC-approved incremental deferred and ongoing capacity requirements. Entergy Louisiana requested recovery of the capacity deferrals over a three-year period, including carrying charges. $51 million of the rate increase is associated with these deferrals. The remaining $70 million of the rate increase is associated with ongoing capacity costs. The filing is subject to a period of LPSC Staff review, and rate changes associated with the formula rate plan are scheduled to take effect with the first billing cycle of September 2006.

    Retail Rates - Gas (Entergy Gulf States)

    In January 2006, Entergy Gulf States filed with the LPSC its gas rate stabilization plan. The filing showed a revenue deficiency of $4.1 million based on an ROE mid-point of 10.5%. On May 1, 2006, Entergy Gulf States implemented a $3.5 million rate increase pursuant to an uncontested agreement with the LPSC Staff.

    Filings with the MPSC (Entergy Mississippi)

    Formula Rate Plan Filings

    In March 2006, Entergy Mississippi made its annual scheduled formula rate plan filing with the MPSC.  The filing was amended by an April 2006 filing.  The amended filing showed that an increase of $3.1 million in electric revenues is warranted.  The MPSC has approved a settlement providing for a $1.8 million rate increase, which will be implemented in August 2006.

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    Filings with the City Council (Entergy New Orleans)

    In June 2006, Entergy New Orleans made its annual formula rate plan filings with the City Council.  The filings show various alternatives to reflect the effect of Entergy New Orleans' lost customers and decreased revenue. Entergy New Orleans' recommended alternative adjusts for lost customers and assumes that the City Council's June 2006 decision to allow recovery of all Grand Gulf costs through the fuel adjustment clause stays in place (a portion of Grand Gulf costs was previously recovered through base rates). Under that alternative, annual increases of $6.4 million in electric base rate revenues (an increase of 4.4%) and $22.8 million in gas base rate revenues (an increase of 160.9%) are warranted. The filings triggered the prescribed four-month period for review by the City Council's Advisors and other parties, and rate adjustments, if any, could be implemented as soon as the first billing cycle of November 2006.

    At the same time as it made its formula rate plan filings, Entergy New Orleans also filed with the City Council a request to implement two storm-related riders. With the first rider, Entergy New Orleans seeks to recover over a ten-year period the $114 million in electric restoration costs and the $25 million in gas restoration costs that it has actually spent through March 31, 2006. Entergy New Orleans also proposed semiannual filings to update the rider for additional restoration spending and also to consider the receipt of CDBG funds or insurance proceeds that it may receive. With the second rider, Entergy New Orleans seeks to establish over a ten-year period a $150 million storm reserve to provide for the risk of another storm. Entergy New Orleans requested that the City Council consider the proposed riders within the same time frame as the formula rate plans, which would allow implementation as soon as the first billing cycle of November 2006.

    NOTE 3. LINES OF CREDIT, RELATED SHORT-TERM BORROWINGS, AND LONG-TERM DEBT

    The short-term borrowings of the domestic utility companies (other than Entergy New Orleans) and System Energy are limited to amounts authorized by the FERC. The current FERC-authorized limits are effective through March 31, 2008. In addition to borrowing from commercial banks, these companies are authorized under a FERC order to borrow from the Entergy System money pool. The money pool is an inter-company borrowing arrangement designed to reduce Entergy's subsidiaries' dependence on external short-term borrowings. Borrowings from the money pool and external borrowings combined may not exceed the FERC authorized limits. There were no external short-term borrowings outstanding for the domestic utility companies (other than Entergy New Orleans) and System Energy as of June 30, 2006. The following are the FERC-authorized limits for short-term borrowings effective February 2006 and the outstanding short-term borrowings from the money pool for the domestic utility companies (other than Ent ergy New Orleans) and System Energy as of June 30, 2006:

     

     

    Authorized

     

    Borrowings

     

     

    (In Millions)

     

     

     

     

     

    Entergy Arkansas

     

    $250

     

    -

    Entergy Gulf States

     

    $350

     

    -

    Entergy Louisiana

     

    $250

     

    $90.9

    Entergy Mississippi

     

    $175

     

    -

    System Energy

     

    $200

     

    -

    Under a savings provision in PUHCA 2005, which repealed PUHCA 1935, Entergy New Orleans may continue to be a participant in the money pool to the extent authorized by its SEC PUHCA 1935 order. However, Entergy New Orleans has not, and does not expect to make, any additional money pool borrowings while it is in bankruptcy proceedings. Entergy New Orleans had $35.6 million in borrowings outstanding from the money pool as of its bankruptcy filing date, September 23, 2005. The money pool borrowings reflected on Entergy New Orleans' Balance Sheet as of June 30, 2006 are classified as a pre-petition obligation subject to compromise.

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    Entergy Arkansas, Entergy Gulf States, and Entergy Mississippi, each have credit facilities available as of June 30, 2006 as follows:


    Company


    Expiration Date

    Amount of
    Facility

    Amount Drawn as of
    June 30, 2006

    Entergy Arkansas

    April 2007

    $85 million

    -

    Entergy Gulf States

    February 2011

    $25 million (a)

    -

    Entergy Mississippi

    May 2007

    $30 million (b)

    -

    Entergy Mississippi

    May 2007

    $20 million (b)

    -

    (a)

    The credit facility allows Entergy Gulf States to issue letters of credit against the borrowing capacity of the facility. As of June 30, 2006, $1.4 million in letters of credit had been issued.

    (b)

    Borrowings under the Entergy Mississippi facilities may be secured by a security interest in its accounts receivable.

    In May 2006, Entergy Mississippi increased its $25 million credit facility to $30 million and renewed it through May 2007. Entergy Mississippi also entered into a new $20 million credit facility through May 2007.

    In August 2006, Entergy Gulf States increased the capacity of its credit facility to $50 million.

    In addition, Entergy New Orleans, which is currently in bankruptcy and is no longer consolidated in Entergy's financial statements, had a 364-day credit facility in the amount of $15 million which expired in May 2006. As of June 30, 2006, the full amount of the credit facility remains outstanding under bankruptcy protection. In July 2006, the bankruptcy judge authorized Entergy New Orleans to set off $15 million of its cash currently held by the lender against the outstanding debt on the credit facility.

    The credit facilities have variable interest rates and the average commitment fee is 0.13%. The $85 million Entergy Arkansas credit facility requires that it maintain total shareholders' equity of at least 25% of its total assets. In July 2005, Entergy New Orleans granted the lender a security interest in its customer accounts receivables to secure its borrowings under its facility.

    Entergy New Orleans Debtor-in-Possession Credit Facility

    See Note 4 to the domestic utility companies and System Energy financial statements in the Form 10-K for a discussion of the Entergy New Orleans $200 million debtor-in-possession (DIP) credit facility. As discussed in the Form 10-K, the bankruptcy court issued its order in December 2005 giving final approval for the credit facility, and the indenture trustee for Entergy New Orleans' first mortgage bonds appealed the order. On March 29, 2006 the bankruptcy court approved a settlement among Entergy New Orleans, Entergy Corporation, and the indenture trustee, and the indenture trustee dismissed its appeal. As of June 30, 2006, Entergy New Orleans had approximately $40 million of outstanding borrowings under the DIP credit facility.

    As discussed in the Form 10-K, borrowings under the DIP credit facility are due in full, and the agreement will terminate, at the earliest of several times or events, including August 23, 2006. Entergy and Entergy New Orleans have agreed to an amendment to the DIP credit agreement that extends the August 23, 2006 maturity date to August 23, 2007, and this amendment is subject to bankruptcy court approval. Entergy New Orleans has filed a motion with the bankruptcy court to authorize Entergy New Orleans to enter into the amendment, which is set for hearing August 16, 2006.

    The interest rate on borrowings under the DIP credit agreement will be the average interest rate of borrowings outstanding under Entergy Corporation's $2 billion revolving credit facility, which is currently approximately 5.8% per annum.

    122

    Long-term Debt

    The following long-term debt has been issued by the domestic utility companies and System Energy in 2006:

    Issue Date

    Amount

    (In Thousands)

    Mortgage Bonds:

    5.92% Series due February 2016 - Entergy Mississippi

    January 2006

    $100,000

    Other Long-term Debt:

    4.60% Series due October 2017, Jefferson County - Arkansas
      (Entergy Arkansas) (secured by a series of collateral first
      mortgage bonds)



    June 2006



    $54,700

    The following long-term debt was retired by domestic utility companies and System Energy in 2006:

    Retirement Date

    Amount

    (In Thousands)

    Other Long-term Debt:

    5.95% Series due December 2023, St. Charles Parish - (Entergy Louisiana)

    June 2006

    $25,000

    Grand Gulf Lease Obligation payment

    N/A

    $22,989

    Retirements after the balance sheet date:

    5.6% Series due October 2017, Jefferson County - Arkansas (Entergy
      Arkansas)


    July 2006


    $45,500

    6.3% Series due June 2018, Jefferson County - Arkansas (Entergy Arkansas)

    July 2006

    $9,200

    Entergy Mississippi used the proceeds from the January 2006 issuance to purchase the Attala power plant from Central Mississippi Generating Company, LLC and to repay short-term indebtedness.

    Entergy Arkansas used the proceeds from the June 2006 issuance to redeem, prior to maturity, $45.5 million of 5.6% Series of Jefferson County bonds and $9.2 million of 6.3% Series of Jefferson County bonds in July 2006. The issuance is shown as a non-cash transaction on the cash flow statement since the proceeds were placed in a trust and never held as cash by Entergy Arkansas.

    NOTE 4. PREFERRED STOCK

    (Entergy Arkansas)

    In March 2006, Entergy Arkansas issued 3,000,000 shares of $25 par value 6.45% Series Preferred Stock, all of which were outstanding as of June 30, 2006. The dividends are cumulative and payable quarterly beginning July 1, 2006. The preferred stock is redeemable on or after April 1, 2011, at Entergy Arkansas' option, at the call price of $25 per share. In April 2006, Entergy Arkansas used the proceeds from this issuance to redeem the following preferred stock:

    Series of Entergy Arkansas Preferred Stock

    Redemption Price Per Share

    7.32% Preferred Stock, Cumulative, $100.00 par value

    $103.17

    7.80% Preferred Stock, Cumulative, $100.00 par value

    $103.25

    7.40% Preferred Stock, Cumulative, $100.00 par value

    $102.80

    7.88% Preferred Stock, Cumulative, $100.00 par value

    $103.00

    $1.96 Preferred Stock, Cumulative, $0.01 par value

    $ 25.00

    123

    (Entergy New Orleans)

    Since the filing of the bankruptcy proceedings, Entergy New Orleans has not been able to declare and pay dividends on its 4.75% preferred stock for three quarters. As discussed further in the Form 10-K, if dividends with respect to the 4.75% preferred stock are not paid for four quarters, the holders of these shares would have the right to elect a majority of the Entergy New Orleans board of directors.  Entergy New Orleans filed a motion in the bankruptcy court seeking authority to recommence paying dividends to the holders of the 4.75% preferred shares. After a hearing on the motion on May 3, 2006, the court granted Entergy New Orleans the authority to pay dividends to the holders of the 4.75% preferred shares, beginning with the dividend due on July 1, 2006, and thereafter, unless objections are filed by creditors forty-five days in advance of a dividend payment date. If any objections are filed, the matter would be heard by the bankruptcy court. Entergy New Orleans dec lared and paid the dividend due on July 1, 2006, and intends to declare and pay the dividends on the 4.75% preferred shares each quarter pending resolution of its plan of reorganization.

    NOTE 5. RETIREMENT AND OTHER POSTRETIREMENT BENEFITS

    Components of Net Pension Cost

    The domestic utility companies' and System Energy's qualified pension cost, including amounts capitalized, for the second quarters of 2006 and 2005, included the following components:

     

     

    Entergy

     

    Entergy

     

    Entergy

     

    Entergy

     

    Entergy

     

    System

    2006

     

    Arkansas

     

    Gulf States

     

    Louisiana

     

    Mississippi

     

    New Orleans

     

    Energy

     

     

    (In Thousands)

    Service cost - benefits earned

     

     

     

     

     

     

     

     

     

     

     

     

      during the period

     

    $3,626 

     

    $2,993 

     

    $2,182 

     

    $1,077 

     

    $501 

     

    $1,031 

    Interest cost on projected

     

     

     

     

     

     

     

     

     

     

     

     

      benefit obligation

     

    9,915 

     

    7,914 

     

    6,052 

     

    3,252 

     

    1,282 

     

    1,604 

    Expected return on assets

     

    (9,834)

     

    (10,176)

     

    (7,114)

     

    (3,683)

     

    (884)

     

    (1,775)

    Amortization of prior service cost

     

    415 

     

    309 

     

    141 

     

    128 

     

    56 

     

    12 

    Amortization of loss

     

    2,438 

     

    640 

     

    1,509 

     

    725 

     

    509 

     

    167 

    Net pension cost

     

    $6,560 

     

    $1,680 

     

    $2,770 

     

    $1,499 

     

    $1,464 

     

    $1,039 

     

     

    Entergy

     

    Entergy

     

    Entergy

     

    Entergy

     

    Entergy

     

    System

    2005

     

    Arkansas

     

    Gulf States

     

    Louisiana

     

    Mississippi

     

    New Orleans

     

    Energy

     

     

    (In Thousands)

    Service cost - benefits earned

     

     

     

     

     

     

     

     

     

     

     

     

      during the period

     

    $3,329 

     

    $2,704 

     

    $1,957 

     

    $1,005 

     

    $436 

     

    $944 

    Interest cost on projected

     

     

     

     

     

     

     

     

     

     

     

     

      benefit obligation

     

    9,115 

     

    7,235 

     

    5,525 

     

    2,998 

     

    1,148 

     

    1,413 

    Expected return on assets

     

    (9,009)

     

    (9,709)

     

    (6,666)

     

    (3,566)

     

    (731)

     

    (1,324)

    Amortization of transition asset

     

     

     

     

     

     

    (69)

    Amortization of prior service cost

     

    415 

     

    378 

     

    163 

     

    128 

     

    57 

     

    17 

    Amortization of loss

     

    1,613 

     

    1,213 

     

    730 

     

    527 

     

    151 

     

    229 

    Net pension cost

     

    $5,463 

     

    $1,821 

     

    $1,709 

     

    $1,092 

     

    $1,061 

     

    $1,210 

    124

    The domestic utility companies' and System Energy's pension cost, including amounts capitalized, for the six months ended June 30, 2006 and 2005, included the following components:

     

     

    Entergy

     

    Entergy

     

    Entergy

     

    Entergy

     

    Entergy

     

    System

    2006

     

    Arkansas

     

    Gulf States

     

    Louisiana

     

    Mississippi

     

    New Orleans

     

    Energy

     

     

    (In Thousands)

    Service cost - benefits earned

     

     

     

     

     

     

     

     

     

     

     

     

      during the period

     

    $7,252 

     

    $5,986 

     

    $4,365 

     

    $2,154 

     

    $1,002 

     

    $2,062 

    Interest cost on projected

     

     

     

     

     

     

     

     

     

     

     

     

      benefit obligation

     

    19,830 

     

    15,828 

     

    12,103 

     

    6,504 

     

    2,563 

     

    3,209 

    Expected return on assets

     

    (19,668)

     

    (20,351)

     

    (14,227)

     

    (7,366)

     

    (1,767)

     

    (3,551)

    Amortization of prior service cost

     

    831 

     

    617 

     

    281 

     

    257 

     

    112 

     

    24 

    Amortization of loss

     

    4,875 

     

    1,280 

     

    3,018 

     

    1,449 

     

    1,018 

     

    334 

    Net pension cost

     

    $13,120 

     

    $3,360 

     

    $5,540 

     

    $2,998 

     

    $2,928 

     

    $2,078 

     

     

    Entergy

     

    Entergy

     

    Entergy

     

    Entergy

     

    Entergy

     

    System

    2005

     

    Arkansas

     

    Gulf States

     

    Louisiana

     

    Mississippi

     

    New Orleans

     

    Energy

     

     

    (In Thousands)

    Service cost - benefits earned

     

     

     

     

     

     

     

     

     

     

     

     

      during the period

     

    $6,658 

     

    $5,408 

     

    $3,914 

     

    $2,010 

     

    $872 

     

    $1,888 

    Interest cost on projected

     

     

     

     

     

     

     

     

     

     

     

     

      benefit obligation

     

    18,230 

     

    14,470 

     

    11,050 

     

    5,996 

     

    2,296 

     

    2,826 

    Expected return on assets

     

    (18,018)

     

    (19,418)

     

    (13,332)

     

    (7,132)

     

    (1,462)

     

    (2,648)

    Amortization of transition asset

     

     

     

     

     

     

    (138)

    Amortization of prior service cost

     

    830 

     

    756 

     

    326 

     

    256 

     

    114 

     

    34 

    Amortization of loss

     

    3,226 

     

    2,426 

     

    1,460 

     

    1,054 

     

    302 

     

    458 

    Net pension cost

     

    $10,926 

     

    $3,642 

     

    $3,418 

     

    $2,184 

     

    $2,122 

     

    $2,420 

    The domestic utility companies recognized the following pension cost for their non-qualified pension plans in the second quarters of 2006 and 2005:

     

     

    Entergy

     

    Entergy

     

    Entergy

     

    Entergy

     

    Entergy

     

     

     

    Arkansas

     

    Gulf States

     

    Louisiana

     

    Mississippi

     

    New Orleans

     

     

     

    (In Thousands)

    Non-Qualified Pension Cost
      Second Quarter 2006

     

    $113 

     

    $220 

     

    $5 

     

    $36 

     

    $54 

     

    Non-Qualified Pension Cost
      Second Quarter 2005

     

    $101 

     

    $296 

     

    $6 

     

    $37 

     

    $51 

     

    The domestic utility companies recognized the following pension cost for their non-qualified pension plans for the six months ended June 30, 2006 and 2005:

     

     

    Entergy

     

    Entergy

     

    Entergy

     

    Entergy

     

    Entergy

     

     

     

    Arkansas

     

    Gulf States

     

    Louisiana

     

    Mississippi

     

    New Orleans

     

     

     

    (In Thousands)

    Non-Qualified Pension Cost Six
      Months Ended June 30, 2006

     

    $226 

     

    $439 

     

    $11 

     

    $73 

     

    $107 

     

    Non-Qualified Pension Cost Six
      Months Ended June 30, 2005

     

    $203 

     

    $593 

     

    $11 

     

    $75 

     

    $102 

     

    125

    Components of Net Other Postretirement Benefit Cost

    The domestic utility companies' and System Energy's other postretirement benefit cost, including amounts capitalized, for the second quarters of 2006 and 2005, included the following components:

     

     

    Entergy

     

    Entergy

     

    Entergy

     

    Entergy

     

    Entergy

     

    System

    2006

     

    Arkansas

     

    Gulf States

     

    Louisiana

     

    Mississippi

     

    New Orleans

     

    Energy

     

     

    (In Thousands)

    Service cost - benefits earned

     

     

     

     

     

     

     

     

     

     

     

     

      during the period

     

    $1,337 

     

    $1,254 

     

    $854 

     

    $419 

     

    $232 

     

    $414 

    Interest cost on APBO

     

    2,844 

     

    2,747 

     

    1,856 

     

    944 

     

    856 

     

    407 

    Expected return on assets

     

    (1,797)

     

    (1,489)

     

     

    (709)

     

    (611)

     

    (421)

    Amortization of transition obligation

     

    205 

     

    151 

     

    96 

     

    88 

     

    416 

     

    Amortization of prior service cost

     

    (408)

     

     

    (24)

     

    (137)

     

    10 

     

    (301)

    Amortization of loss

     

    1,671 

     

    1,002 

     

    893 

     

    644 

     

    343 

     

    207 

    Net other postretirement benefit cost

     

    $3,852 

     

    $3,665 

     

    $3,675 

     

    $1,249 

     

    $1,246 

     

    $308 

     

     

    Entergy

     

    Entergy

     

    Entergy

     

    Entergy

     

    Entergy

     

    System

    2005

     

    Arkansas

     

    Gulf States

     

    Louisiana

     

    Mississippi

     

    New Orleans

     

    Energy

     

     

    (In Thousands)

    Service cost - benefits earned

     

     

     

     

     

     

     

     

     

     

     

     

      during the period

     

    $1,157 

     

    $1,634 

     

    $689 

     

    $363 

     

    $192 

     

    $415 

    Interest cost on APBO

     

    2,589 

     

    2,924 

     

    1,673 

     

    833 

     

    789 

     

    394 

    Expected return on assets

     

    (1,637)

     

    (1,366)

     

     

    (669)

     

    (579)

     

    (387)

    Amortization of transition obligation

     

    205 

     

    947 

     

    95 

     

    88 

     

    435 

     

    Amortization of prior service cost

     

    (173)

     

     

    18 

     

    (46)

     

    10 

     

    (139)

    Amortization of loss

     

    1,276 

     

    770 

     

    691 

     

    471 

     

    211 

     

    146 

    Net other postretirement benefit cost

     

    $3,417 

     

    $4,909 

     

    $3,166 

     

    $1,040 

     

    $1,058 

     

    $433 

    The domestic utility companies' and System Energy's other postretirement benefit cost, including amounts capitalized, for the six months ended June 30, 2006 and 2005, included the following components:

     

     

    Entergy

     

    Entergy

     

    Entergy

     

    Entergy

     

    Entergy

     

    System

    2006

     

    Arkansas

     

    Gulf States

     

    Louisiana

     

    Mississippi

     

    New Orleans

     

    Energy

     

     

    (In Thousands)

    Service cost - benefits earned

     

     

     

     

     

     

     

     

     

     

     

     

      during the period

     

    $2,674 

     

    $2,508 

     

    $1,708 

     

    $838 

     

    $464 

     

    $828 

    Interest cost on APBO

     

    5,688 

     

    5,494 

     

    3,712 

     

    1,888 

     

    1,712 

     

    814 

    Expected return on assets

     

    (3,594)

     

    (2,978)

     

     

    (1,418)

     

    (1,222)

     

    (842)

    Amortization of transition obligation

     

    410 

     

    302 

     

    192 

     

    176 

     

    832 

     

    Amortization of prior service cost

     

    (816)

     

     

    (48)

     

    (274)

     

    20 

     

    (602)

    Amortization of loss

     

    3,342 

     

    2,004 

     

    1,786 

     

    1,288 

     

    686 

     

    414 

    Net other postretirement benefit cost

     

    $7,704 

     

    $7,330 

     

    $7,350 

     

    $2,498 

     

    $2,492 

     

    $616 

    126

     

     

    Entergy

     

    Entergy

     

    Entergy

     

    Entergy

     

    Entergy

     

    System

    2005

     

    Arkansas

     

    Gulf States

     

    Louisiana

     

    Mississippi

     

    New Orleans

     

    Energy

     

     

    (In Thousands)

    Service cost - benefits earned

     

     

     

     

     

     

     

     

     

     

     

     

      during the period

     

    $2,314 

     

    $3,268 

     

    $1,378 

     

    $726 

     

    $384 

     

    $830 

    Interest cost on APBO

     

    5,178 

     

    5,848 

     

    3,346 

     

    1,666 

     

    1,578 

     

    788 

    Expected return on assets

     

    (3,274)

     

    (2,732)

     

     

    (1,338)

     

    (1,158)

     

    (774)

    Amortization of transition obligation

     

    410 

     

    1,894 

     

    190 

     

    176 

     

    870 

     

    Amortization of prior service cost

     

    (346)

     

     

    36 

     

    (92)

     

    20 

     

    (278)

    Amortization of loss

     

    2,552 

     

    1,540 

     

    1,382 

     

    942 

     

    422 

     

    292 

    Net other postretirement benefit cost

     

    $6,834 

     

    $9,818 

     

    $6,332 

     

    $2,080 

     

    $2,116 

     

    $866 

    Employer Contributions

    The domestic utility companies and System Energy expect to contribute the following to pension plans in 2006. A portion of these contributions were planned to be made in 2005, but were delayed until January 2006 in accordance with the Katrina Emergency Tax Relief Act. For further information on pension funding refer to Note 10 to the domestic utility companies and System Energy's financial statements in the Form 10-K.

     

    Entergy

     

    Entergy

     

    Entergy

     

    Entergy

     

    Entergy

     

    System

     

     

    Arkansas

     

    Gulf States

     

    Louisiana

     

    Mississippi

     

    New Orleans

     

    Energy

     

     

    (In Thousands)

    Expected 2006 pension contributions
      disclosed in Form 10-K

     


    $114,544

     


    $22,102

     


    $54,048

     


    $16,357

     


    $ -

     


    $13,037

    Pension contributions made through
      July 2006

     

    $48,614

     

    $13,398

     


    $20,298

     

    $7,211

     

    $ -

     

    $8,262

    Remaining estimated pension
      contributions to be made in 2006

     

    $65,930

     

    $8,704

     


    $33,750

     

    $9,146

     

    $ -

     

    $4,775

    Medicare Prescription Drug, Improvement and Modernization Act of 2003 (Medicare Act)

    Based on actuarial analysis, the estimated impact of future Medicare subsidies reduced the December 31, 2005 Accumulated Postretirement Benefit Obligation (APBO), the second quarters 2006 and 2005 other postretirement benefit cost, and the six months ended June 30, 2006 and 2005 for the domestic utility companies and System Energy as follows:

     

     

    Entergy

     

    Entergy

     

    Entergy

     

    Entergy

     

    Entergy

     

    System

     

     

    Arkansas

     

    Gulf States

     

    Louisiana

     

    Mississippi

     

    New Orleans

     

    Energy

     

     

    (In Thousands)

    Reduction in 12/31/2005 APBO

     

    ($42,337)

     

    ($36,740)

     

    ($23,640)

     

    ($14,407)

     

    ($11,206)

     

    ($5,972)

    Reduction in second quarter 2006
      other postretirement benefit cost

     

    ($1,562)

     

    ($1,332)

     

    ($865)

     

    ($512)

     

    ($376)

     

    ($268)

    Reduction in second quarter 2005
      other postretirement benefit cost

     

    ($1,446)

     

    ($1,269)

     

    ($790)

     

    ($476)

     

    ($350)

     

    ($245)

    Reduction in six months ended June 30,
      2006 other postretirement benefit cost

    ($3,124)

     

    ($2,664)

     

    ($1,730)

     

    ($1,024)

     

    ($752)

     

    ($536)

    Reduction in six months ended June 30,
      2005 other postretirement benefit cost

    ($2,892)

     

    ($2,538)

     

    ($1,580)

     

    ($952)

     

    ($700)

     

    ($490)

    127

    For further information on the Medicare Act refer to Note 10 to the domestic utility companies and System Energy's financial statements in the Form 10-K.

    NOTE 6. ENTERGY NEW ORLEANS BANKRUPTCY PROCEEDING

    See Note 14 to the domestic utility companies and System Energy financial statements in the Form 10-Kfor a discussion of the Entergy New Orleans bankruptcy proceeding. Following are updates to that discussion.

    As discussed in the Form 10-K, the bankruptcy court issued its order in December 2005 giving final approval for the $200 million debtor-in-possession (DIP) credit facility, and the indenture trustee for Entergy New Orleans' first mortgage bonds appealed the order. On March 29, 2006 the bankruptcy court approved a settlement among Entergy New Orleans, Entergy Corporation, and the indenture trustee, and the indenture trustee dismissed its appeal.

    In April 2006, the bankruptcy judge extended the exclusivity period for filing a plan of reorganization by Entergy New Orleans to August 21, 2006. Entergy New Orleans has filed another motion to extend the exclusivity period for filing its plan of reorganization, requesting that the deadline be extended an additional 120 days until December 19, 2006. The court entered an order extending the August 21, 2006 date for Entergy New Orleans' exclusive right to file a plan of reorganization until the court can hear and rule on Entergy New Orleans' motion to extend, which was set for hearing on September 18, 2006. In order to file a plan of reorganization no later than December 2006, Entergy New Orleans believes that it needs resolution of its June 2006 formula rate plan and storm rider filings and commitment on timing and amount of CDBG funds. If the motion to extend is granted, Entergy New Orleans will have the exclusive right to file its plan of reorganization until December 19, 2006, a nd will have until February 15, 2007 to obtain acceptances of its plan by each class of impaired creditors.

    The bankruptcy judge set a date of April 19, 2006 by which creditors with prepetition claims against Entergy New Orleans must, with certain exceptions, file their proofs of claim in the bankruptcy case. Approximately 500 claims have been filed thus far in Entergy New Orleans' bankruptcy proceeding. Entergy New Orleans is currently analyzing the accuracy and validity of the claims filed, and has begun seeking withdrawal or modification of claims or objecting to claims with which it disagrees.

    Certain pre-petition liabilities have been classified as liabilities subject to compromise in Entergy New Orleans' Balance Sheet as of June 30, 2006 and December 31, 2005. The following table summarizes the components of liabilities subject to compromise as of June 30, 2006 and December 31, 2005:

      

    June 30, 2006

     

    December 31, 2005

      

    (In Thousands)

         

    Accounts payable - Associated companies

     

    $64,893

     

    $46,815

    Accounts payable - Other

     

    25,000

     

    25,000

    Interest accrued

     

    1,473

     

    1,473

    Accumulated provisions

     

    5,709

     

    5,770

    Long-term debt

     

    229,867

     

    229,859

    Total Liabilities Subject to Compromise

     

    $326,942

     

    $308,917

    Payment terms for the amount classified as subject to compromise will be established in connection with a plan of reorganization.

    The accompanying financial statements have been prepared on the basis that Entergy New Orleans will continue as a going concern. Entergy New Orleans' filing for protection under Chapter 11 of the United States Bankruptcy Code as a result of the liquidity issues caused by Hurricane Katrina gives rise to substantial doubt regarding Entergy New Orleans' ability to continue as a going concern for a reasonable period of time, primarily because of the loss of control inherent in the bankruptcy process. The financial statements do not include any adjustments that might

    12897

     

     

    result from the outcome of this uncertainty including adjustments relating to the recoverability and classification of recorded asset amounts or to the amounts and classification of liabilities that may be necessary if Entergy New Orleans is unable to continue as a going concern. The financial statements also do not attempt to reflect liabilities at the priority or status of any claims that the holders of such liabilities will have.

    Entergy continues to work with the federal, state, and local authorities to resolve the bankruptcy in a manner that allows Entergy New Orleans' customers to be served by a financially viable entity as required by law. Key factors that will influence the timing and outcome of the Entergy New Orleans bankruptcy include:

    SYSTEM ENERGY RESOURCES, INC.
    BALANCE SHEETS
    ASSETS
    March 31, 2007 and December 31, 2006
    (Unaudited)
           
      2007 2006
     (In Thousands)
           
    CURRENT ASSETS      
    Cash and cash equivalents:      
      Cash   $143 $56
      Temporary cash investments - at cost,      
       which approximates market   116,700 134,956
         Total cash and cash equivalents   116,843 135,012
    Accounts receivable:      
      Associated companies   142,349 142,121
      Other   12,904 3,301
         Total accounts receivable   155,253 145,422
    Materials and supplies - at average cost   60,846 61,097
    Deferred nuclear refueling outage costs   13,166 5,060
    Prepayments and other   10,946 1,480
    TOTAL   357,054 348,071
           
    OTHER PROPERTY AND INVESTMENTS    
    Decommissioning trust funds   289,801 281,430
           
    UTILITY PLANT    
    Electric   3,245,500 3,248,582
    Property under capital lease   471,933 471,933
    Construction work in progress   49,481 38,088
    Nuclear fuel under capital lease   104,645 55,280
    Nuclear fuel   10,222 10,222
    TOTAL UTILITY PLANT   3,881,781 3,824,105
    Less - accumulated depreciation and amortization   2,021,979 2,000,320
    UTILITY PLANT - NET   1,859,802 1,823,785
           
    DEFERRED DEBITS AND OTHER ASSETS    
    Regulatory assets:      
      SFAS 109 regulatory asset - net   88,288 92,600
      Other regulatory assets   295,030 293,292
    Other   13,396 14,062
    TOTAL   396,714 399,954
           
    TOTAL ASSETS   $2,903,371 $2,853,240
           
    See Notes to Financial Statements.      
     
    98
     
     
     
     
    SYSTEM ENERGY RESOURCES, INC.
    BALANCE SHEETS
    LIABILITIES AND SHAREHOLDER'S EQUITY
    March 31, 2007 and December 31, 2006
    (Unaudited)
         
      2007 2006
     (In Thousands)
     
    CURRENT LIABILITIES    
    Currently maturing long-term debt   $96,701 $93,335
    Accounts payable:      
      Associated companies   4,966 1,634
      Other   40,715 26,636
    Taxes accrued   - 47,988
    Accumulated deferred income taxes   4,945 1,828
    Interest accrued   14,457 46,135
    Obligations under capital leases   33,142 33,142
    TOTAL   194,926 250,698
           
    NON-CURRENT LIABILITIES    
    Accumulated deferred income taxes and taxes accrued   353,318 304,691
    Accumulated deferred investment tax credits   67,791 68,660
    Obligations under capital leases   71,503 22,138
    Other regulatory liabilities   266,158 242,029
    Decommissioning   349,101 342,846
    Accumulated provisions   2,422 2,422
    Pension and other postretirement liabilities   32,735 32,060
    Long-term debt   703,234 729,914
    Other   - 396
    TOTAL   1,846,262 1,745,156
           
    Commitments and Contingencies      
           
    SHAREHOLDER'S EQUITY    
    Common stock, no par value, authorized 1,000,000 shares;      
     issued and outstanding 789,350 shares in 2007 and 2006   789,350 789,350
    Retained earnings   72,833 68,036
    TOTAL   862,183 857,386
           
    TOTAL LIABILITIES AND SHAREHOLDER'S EQUITY   $2,903,371 $2,853,240
           
    See Notes to Financial Statements.      
           

     

    NOTE 7. ACCOUNTING POLICY UPDATES99

    Revenue and Fuel Costs

    Entergy recognizes revenue from electric power and gas sales when it delivers power or gas to its customers. To the extent that deliveries have occurred but a bill has not been issued, the domestic utility companies accrue an estimate of the revenues for energy delivered since the latest billings. Entergy calculates the estimate based upon several factors including billings through the last billing cycle in a month, actual generation in the month, historical line loss factors, and prices in effect in the domestic utility companies' various jurisdictions. Each month the estimated unbilled revenue amounts are recorded as revenue and unbilled accounts receivable, and the prior month's estimate is reversed. Therefore, changes in price and volume differences resulting from factors such as weather affect the calculation of unbilled revenues from one period to the next, and may result in variability in reported revenues from one period to the next as prior estimates are so recorded and re versed.

    Prior to 2006, Entergy Louisiana and the Louisiana portion of Entergy Gulf States included a component of fuel cost recovery in their unbilled revenue calculations. Effective January 1, 2006, this fuel component of unbilled accounts receivable was reclassified to deferred fuel and is no longer included in the unbilled revenue calculations for Entergy Louisiana and the Louisiana portion of Entergy Gulf States, which is in accordance with regulatory treatment.

    Application of SFAS 71

    During 2005 and 2006 Entergy filed notices with the FERC to withdraw its market-based rate authority for wholesale transactions in the Entergy control area and submitted new cost-based rates to the FERC for approval. During the second quarter of 2006, the FERC issued an order accepting the cost based rates filed by Entergy. As described further in Note 1 to the domestic utility companies and System Energy financial statements in the Form 10-K, the domestic utility companies and System Energy apply the provisions of SFAS 71 to operations that meet three criteria including that rates are approved by a regulator, are cost-based and can be charged to and collected from customers. As also described in Note 1 to the domestic utility companies and System Energy financial statements in the Form 10-K, Entergy Gulf States did not apply regulatory accounting principles to its wholesale jurisdiction. The FERC decision in the second quarter of 2006 results in Entergy Gulf States meeting the SFA S 71 criteria discussed above for its wholesale jurisdiction and, therefore, Entergy Gulf States reinstated the application of regulatory accounting principles to its wholesale business which resulted in a regulatory credit of approximately $4.5 million during the second quarter of 2006.

    129

    In the opinion of the management of Entergy Arkansas, Entergy Gulf States, Entergy Louisiana, Entergy Mississippi, Entergy New Orleans, and System Energy, the accompanying unaudited financial statements contain all adjustments (consisting primarily of normal recurring accruals and reclassification of previously reported amounts to conform to current classifications) necessary for a fair statement of the results for the interim periods presented. The business of the domestic utility companies and System Energy is subject to seasonal fluctuations, however, with the peak periods occurring during the third quarter. The results for the interim periods presented should not be used as a basis for estimating results of operations for a full year.

    Part I, Item 4. Controls and Procedures

    Disclosure Controls and Procedures

    As of June 30, 2006, evaluations were performed under the supervision and with the participation of Entergy Corporation, Entergy Arkansas, Entergy Gulf States, Entergy Louisiana, Entergy Mississippi, Entergy New Orleans, and System Energy Resources (individually "Registrant" and collectively the "Registrants") management, including their respective Chief Executive Officers (CEO) and Chief Financial Officers (CFO). The evaluations assessed the effectiveness of the Registrants' disclosure controls and procedures. Based on the evaluations, each CEO and CFO has concluded that, as to the Registrant or Registrants for which they serve as CEO or CFO, the Registrant's or Registrants' disclosure controls and procedures are effective to ensure that information required to be disclosed by each Registrant in reports that it files or submits under the Securities Exchange Act of 1934 is recorded, processed, summarized and reported within the time periods specified in Securities and Exchange Commis sion rules and forms; and that the Registrant's or Registrants' disclosure controls and procedures are also effective in reasonably assuring that such information is accumulated and communicated to the Registrant's or Registrants' management, including their respective CEOs and CFOs, as appropriate to allow timely decisions regarding required disclosure.

    130

    ENTERGY CORPORATION AND SUBSIDIARIES

    PART II. OTHER INFORMATION

    Item 1. Legal Proceedings

    See "PART I, Item 1,Litigation" in the Form 10-K for a discussion of legal, administrative, and other regulatory proceedings affecting Entergy. Following are updates

    Item 1A. Risk Factors

    There have been no material changes to that discussion.the risk factors discussed in "PART I, Item 1A,Risk Factors" in the Form 10-K.

    Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

    Issuer Purchases of Equity Securities (1)

    Period

     

    Total Number of
    Shares Purchased

     

    Average Price Paid
    per Share

     

    Total Number of
    Shares Purchased
    as Part of a
    Publicly
    Announced Plan

     

    Maximum $
    Amount
    of Shares that May
    Yet be Purchased
    Under a Plan (2)

     

     

     

     

     

     

     

     

     

    1/01/2007-1/31/2007

     

    55,000

     

    $92.07

     

    55,000

     

    $1,500,000,000

    2/01/2007-2/28/2007

     

    4,907,042

     

    $98.39

     

    4,907,042

     

    $1,027,316,661

    3/01/2007-3/31/2007

     

    710,000

     

    $98.92

     

    710,000

     

    $999,999,949

    Total

     

    5,672,042

     

    $98.39

     

    5,672,042

     

     

    (1)

    In accordance with Entergy's stock-based compensation plans, Entergy periodically grants stock options to key employees, which may be exercised to obtain shares of Entergy's common stock. According to the plans, these shares can be newly issued shares, treasury stock, or shares purchased on the open market. Entergy's management has been authorized by the Board to repurchase on the open market shares up to an amount sufficient to fund the exercise of grants under the plans. In addition to this authority, on January 29, 2007, the Board approved a repurchase program under which Entergy is authorized to repurchase up to $1.5 billion of its common stock. The program does not have an expiration date, but Entergy expects to complete it over the next two years. See Note 12 to the financial statements in the Form 10-K for additional discussion of the stock-based compensation plans.

    (2)

    Maximum amount of shares that may yet be repurchased relates only to the $1.5 billion plan and does not include an estimate of the amount of shares that may be purchased to fund the exercise of grants under the stock-based compensation plans.

    Item 5. Other Information

    Texas Power Price Lawsuit

    Other Generation Resources

    See "Texas Power Price Lawsuit"On April 5, 2007 the FERC issued an Opinion and Order on Rehearing and Clarification (Opinion) in the proceeding involving Entergy Louisiana and Entergy New Orleans' three long-term contracts to procure power from affiliates that are discussed in Part I,1, Item 1 of the Form 10-K for a discussion of10-K.  In its Opinion, the lawsuit filed inFERC rejects the district court of Chambers County, Texas by Texas residents on behalf of a purported class apparently ofUtility operating companies and the Texas retail customers of Entergy Gulf States who were billed and paid for electric power from January 1, 1994LPSC's request to the present. In April 2006, the Court of Appeals denied a motion for rehearing of the decision to remand the case to the district court.  In May 2006, Entergy filed a petition for discretionary review with the Texas Supreme Court.

    allow Entergy New Orleans Rateand Entergy Louisiana to purchase the Independence plant capacity and energy for a term extending for the life-of-the-unit, as originally proposed, as opposed to the ten-year term ordered by the FERC in its initial opinion.  The Opinion also clarifies that while the Utility operating companies' use of Return Lawsuitbid information obtained from the 2002 request for proposal to develop the Entergy Arkansas base load purchase power agreements was improper, the record does not establish that the communications constituted a violation of the Utility operating companies' code of conduct.  The Opinio n further

    100

    clarified that the retained share of Grand Gulf that is purchased by Entergy Louisiana and Entergy New Orleans Fuel Clause Litigation

    See "Entergy New Orleans Ratefrom Entergy Arkansas should be priced at cost, and not at the below-cost price of Return Lawsuit"$46/MWh specified in Part I, Item 1 of the Form 10-K fororiginal opinion.  Additionally, the Opinion rejects: (1) the LPSC's argument that one-month capacity sales by Entergy Arkansas to third parties triggered a discussion of the lawsuit filed by a group of residential and business ratepayers against Entergy New Orleans in state court in Orleans Parish purportedlyright-of-first refusal on behalf of all ratepayers in New Orleans.  In accordance with the procedural schedule,other Utility operating companies related to Entergy Arkansas' base load capacity; and (2) the evidentiary record and post-hearing briefsLPSC's argument that Entergy Gulf States was entitled to a portion of the parties were submitted to the City Council in March 2006. In April 2006, the City Council unanimously approved a resolution dismissing with prejudice the plaintiffs' claims. The plaintiffs appealed the resolution to the Civil District Court for the Parish of Orleans. The district court has not yet issued a procedural schedule for the appeal.

    Additionally, in the Entergy New Orleans bankruptcy proceeding, the complaint filed by the named plaintiffs in the Entergy New Orleans rate of return lawsuit, together with the named plaintiffs in the Entergy New Orleans fuel clause lawsuit, asking the court to declare that Entergy New Orleans, Entergy Corporation, and Entergy Services are a single business enterprise, and as such, are liable in solido with Entergy New Orleans for any claims asserted in the Entergy New Orleans rate of return lawsuit and the Entergy New Orleans fuel clause lawsuit, was dismissed on April 26, 2006. The matter is on appeal to the U.S. District Court for the Eastern District of Louisiana. In addition, in April 2006, proofs of claim were filed by the plaintiffs in the Entergy New Orleans rate of return lawsuit and by the plaintiffs in the Entergy New Orleans fuel adjustment clause litigation relating to both the City Council and class action proceedings. The plaintiffs in the Entergy New Orleans rate of retur n lawsuit and the plaintiffs in the Entergy New Orleans fuel adjustment clause litigation also filed for class certification. In July 2006, the bankruptcy court denied the request for class certification. The individual claims of the approximately 14 individual named plaintiffs remain pending in the bankruptcy proceeding, and it is uncertain whether the bankruptcy judge will re-open the bar date for other ratepayers to file individual proofs of claim based on the allegations in the two lawsuits.

    Murphy Oil Lawsuit

    See "Murphy Oil Lawsuit" in Part I, Item 1 of the Form 10-K for a discussion of the several lawsuits filed in state court in St. Bernard Parish, Louisiana against Murphy Oil,River Bend purchased power agreement (rather than just Entergy Louisiana and others for injuries they allegedly suffered as a result of an explosion atEntergy New Orleans) and the refinery in June 1995. Claiborne P. Deming, who became a director of Entergy Corporation in 2002, is the President and Chief Executive Officer of Murphy Oil. Mr. Deming did not stand for re-election to the Entergy Corporation Board of Directors and his term expired in May 2006. In June 2006, the Louisiana Fourth Circuit Court of Appeal affirmed the trial court's allocation of fault against Entergy Louisiana, but reduced the amount of damages owed by Entergy Louisiana to approximately $1.2 million. Murphy Oil filed a motion for rehearing seeking to have the appellate court reverse its decision to reduce the damages.

    131

    LPSC's jurisdictional arguments related thereto.

    Environmental Regulation and Proceedings

    On April 19, 2006, an environmental advocacy organization served a notice of intent to bring an environmental citizen's suit pursuant to the federal Resource ConservationClean Air Act and Recovery Act (RCRA) against Entergy.  Notice of suit is required by RCRA sixty days before actual filing.  The suit, if filed, will allege that Entergy violated an EPA regulation by failing formally to report a discovered release of radioactive material into the environment at Indian Point.  These allegations relate to the ongoing site investigation of radionuclides found in groundwater wells at the site.  It is expected that the environmental advocacy organization will ask the court to require Entergy formally to notify EPA of the site condition, will seek to have EPA formally involved in the ongoing site investigation and any required remediation, will seek attorney's fees under the statute, and may seek to have the judge impose statutory penalties. Entergy continues to investigate the matter.

    Item 1A. Risk Factors

    There have been no material changes to the risk factors discussed in "PART I, Item 1A,Risk Factors" in the Form 10-K.

    Item 2. Unregistered Sales of Equity Securities and Use of ProceedsSubsequent Amendments

    Issuer Purchases of Equity SecuritiesNew Source Review (NSR)

    In accordance with Entergy's stock-based compensation plans, Entergy periodically grants stock optionsApril 2007 the U.S. Supreme Court ruled that the applicability of Clean Air Act NSR requirements are not limited only to its employeesmodifications that create an increase in hourly emission rates, but also can apply to modifications that create an increase in annual emission rates (Environmental Defense v. Duke Energy). This holding reversed a Fourth Circuit Court of Appeals decision limiting the applicability of NSR. This Supreme Court decision may be exercisedresult in a renewed effort by the EPA to obtain shares of Entergy's common stock. According to the plans, these shares can be newly issued shares, treasury stock, or shares purchased on the open market. See Note 7 to the consolidated financial statementsbring enforcement actions against electric generating units for major non-permitted facility modifications. As discussed in the Form 10-K, Entergy has an established process for identifying modifications requiring additional discussionClean Air Act permitting approval and has not been the subject of the stock-based compensation plans. Entergy's management has been authorized to repurchase on the open market shares up to an amount sufficient to fund the exercise of grants under the plans, and this authorization does not have an expiration date. In August 2004, Entergy announced a program under which Entergy Corporation will repurchase up to $1.5 billion of its common stock. This repurchase program is incremental to the existing authority to repurchase shares to fund the exercise of employee stock options. As a result of Hurricanes Katrina and Rita, the $1.5 billion program w as temporarily suspended, and the Board extended authorization for its completion through 2008. Entergy Corporation did not repurchase any shares of common stock during the six months ended June 30, 2006. At any point in time through 2008, Entergy Corporation may elect to repurchase shares to complete the remaining $400 million of authorization under the $1.5 billion programEPA or to fund the exercise of grants under its employee based compensation plans.

    Item 4. Submission of Matters to a Vote of Security Holdersstate enforcement action regarding NSR.

    Election of Board of Directors

    Entergy CorporationFuture Legislative and Regulatory Developments

    In April 2007 the U.S. Supreme Court held that the EPA is authorized by the current provisions of the Clean Air Act to regulate emissions of CO2 and other "greenhouse gases" as "pollutants" (Massachusetts v. EPA) and that the EPA is required to regulate these emissions from motor vehicles if the emissions are anticipated to endanger public health or welfare. The annual meetingSupreme Court directed the EPA to make further findings in this regard. The decision is expected to affect a similar case pending in the U.S. Court of stockholders of Entergy Corporation was held on May 12, 2006. The following matters were voted on and received the specified number of votes for, abstentions, votes withheld (against), and broker non-votes:

    132

    1. Election of Directors:
    2. Name of Nominee

       

      Votes For

       

      Votes Withheld

           

      Maureen S. Bateman

       

      181,913,615

       

      3,159,171

      W. Frank Blount

       

      177,995,619

       

      7,077,167

      Simon D. deBree

       

      181,832,243

       

      3,240,543

      Gary W. Edwards

       

      181,813,592

       

      3,259,194

      Alexis M. Herman

       

      180,732,615

       

      4,340,171

      Donald C. Hintz

       

      181,413,474

       

      3,659,312

      J. Wayne Leonard

       

      181,518,863

       

      3,553,923

      Stuart L. Levenick

       

      182,579,969

       

      2,492,817

      Robert v.d. Luft*

       

      181,366,991

       

      3,705,795

      James R. Nichols

       

      181,459,874

       

      3,612,912

      William A. Percy, II

       

      182,578,764

       

      2,494,022

      W. J. "Billy" Tauzin

       

      182,310,093

       

      2,762,693

      Steven V. Wilkinson

       

      182,683,898

       

      2,388,888

      Mr. Luft retired from the Board effective August 1, 2006.

    3. Ratify the appointment of independent public accountants, Deloitte & Touche LLPAppeals for the year 2006: 182,954,456 votes for; 749,253 votes against; 1,369,075 abstentions; and 2 broker non-votes.
    4. Stockholder proposal regarding Majority ElectionD.C. Circuit (Coke Oven Environmental Task Force v. EPA) considering the same question under a similar Clean Air Act provision in the context of Directors: 72,133,704 votes for; 89,908,171 votes against; 2,642,450 abstentions; and 20,388,461 broker non-votes.
    5. Shareholder approval to amendCO2 emissions from electric generating units. Although Entergy cannot predict how the Certificate of Incorporation to eliminate supermajority vote requirement with respectD.C. Circuit or the EPA will react to the removalSupreme Court decision, one outcome could be a decision to regulate, under the Clean Air Act, emissions of directors: 181,666,560 votes for; 1,892,364 votes against;CO2 and 1,513,862 abstentions.
    6. Shareholder approval of 2007 Equity Ownership and Long Term Cash Incentive Plan: 142,784,783 votes for; 20,133,978 votes against; 1,765,565 abstentions; and 20,388,460 broker non-votes.

    other "greenhouse gases" from motor vehicles or from power plants. Entergy Arkansas

    A consent in lieu ofis participating as a meeting of common stockholders was executed on June 22, 2006. The consent was signed on behalf of Entergy Corporation, the holder of all issued and outstanding shares of common stock. The common stockholder, by such consent, elected the following individuals to serve as directors constituting the Board of Directors of Entergy Arkansas: Hugh T. McDonald, Chairman, Leo P. Denault, Mark Savoff, and Richard J. Smith.

    Entergy Gulf States

    A consent in lieu of a meeting of common stockholders was executed on June 22, 2006. The consent was signed on behalf of Entergy Corporation, the holder of all issued and outstanding shares of common stock. The common stockholder, by such consent, elected the following individuals to serve as directors constituting the Board of Directors of Entergy Gulf States: Joseph F. Domino, Chairman, E. Renae Conley, Leo P. Denault, Mark Savoff, and Richard J. Smith.

    Entergy Louisiana

    A consent in lieu of a meeting of members was executed on June 22, 2006. The consent was signed on behalf of Entergy Louisiana Holdings, Inc., the holder of all issued and outstanding common membership interests. The holderfriend of the common membership interests by such consent, elected the following individuals to servecourt in both of these cases in support of reasonable market-based regulation of CO2 as directors constituting the Board of Directors of Entergy Louisiana: E. Renae Conley, Chair, Leo P. Denault, Mark Savoff, and Richard J. Smith.

    133

    Entergy Mississippi

    A consent in lieu of a meeting of common stockholders was executed on June 22, 2006. The consent was signed on behalf of Entergy Corporation, the holder of all issued and outstanding shares of common stock. The common stockholder, by such consent, elected the following individuals to serve as directors constituting the Board of Directors of Entergy Mississippi: Carolyn C. Shanks, Chairman, Leo P. Denault, Mark Savoff, and Richard J. Smith.

    Entergy New Orleans

    A consent in lieu of a meeting of common stockholders was executed on July 31, 2006. The consent was signed on behalf of Entergy Corporation, the holder of all issued and outstanding shares of common stock. The common stockholder, by such consent, elected the following individuals to serve as directors constituting the Board of Directors of Entergy New Orleans: Daniel F. Packer, Chairman, Tracie L. Boutte, and Roderick K. West.

    System Energy

    A consent in lieu of a meeting of common stockholders was executed on June 22, 2006. The consent was signed on behalf of Entergy Corporation, the holder of all issued and outstanding shares of common stock. The common stockholder, by such consent, elected the following individuals to serve as directors constituting the Board of Directors of System Energy: Gary J. Taylor, Chairman, Steven C. McNeal, and Leo P. Denault.

    Item 5. Other Information

    Executive Agreements (Entergy Corporation)

    Grant of Restricted Stock Units to Chairman of the Board and Chief Executive Officer.  On August 3, 2006, the Personnel Committee of the Board of Directors of Entergy Corporation approved a grant of 100,000 restricted stock units ("Restricted Units") to Mr. J. Wayne Leonard, Entergy Corporation's Chairman of the Board and Chief Executive Officer.  The units were issued under Entergy's 1998 Equity Ownership Plan ("EOP") pursuant to a restricted unit agreement ("Restricted Unit Agreement").  Subject to Mr. Leonard's continued employment within the Entergy System, the Restricted Units will vest in equal installments on August 3, 2008 (50,000 units) and August 3, 2009 (50,000 units).  On the vesting date, Mr. Leonard will receive in cash for each vested unit the cash equivalent of a share of Entergy Corporation's common stock.  The Restricted Units do not accrue dividend equivalents.

    Under certain conditions, Mr. Leonard's Restricted Units may vest on an earlier datepollutant under the terms and conditions set forth in the Restricted Unit Agreement, Mr. Leonard's October 2000 Retention Agreement ("Retention Agreement"), or the EOP, although Mr. Leonard will receive payment for accelerated vesting of the restricted units under only one of the acceleration provisions. Under the Restricted Unit Agreement, these accelerated vesting conditions include any one of the following events, as defined under the agreement: (i) termination of employment by Mr. Leonard for Good Reason; (ii) death or Disability; or (iii) termination of Mr. Leonard's employment for any reason other than Cause. "Good Reason" is generally defined in the Restricted Unit Agreement as (i) a substantial reduction in duties or responsibilities, (ii) a five percent or greater reduction in base salary, (iii) relocation to a location other than Entergy Corporation's corporate headquarters, and/or (iv) discontinuation o f participation in certain compensation and other benefit plans (other than as a result of changes similarly affecting other executive officers).  Under the Retention Agreement, among other things, the Restricted Units may vest on an earlier date if Mr. Leonard's employment is terminated on account of a Qualifying Termination or a Merger Related Termination, as those terms are defined in the Retention Agreement. Under the EOP, the Restricted Units may vest on an earlier date if Mr. Leonard's employment is terminated on account of a Qualifying Event, as that term is defined in the EOP.

    For additional information regarding Mr. Leonard's employment arrangements, see "Executive Retention Agreements- Retention Agreement with Mr. Leonard" in Entergy Corporation's proxy statement dated March 24, 2006.

    134

    Retention Agreement with Executive Vice President and Chief Financial Officer.  On August 3, 2006, the Personnel Committee of the Board of Directors approved a retention agreement to be entered into between Entergy Corporation and Leo P. Denault, its Executive Vice President and Chief Financial Officer ("Retention Agreement").  The Retention Agreement entitles Mr. Denault to receive certain benefits if his employment with a System Company is terminated under specified circumstances.  If Mr. Denault's employment should terminate prior to attainment of age 55 on account of a Termination Event, as defined in the Retention Agreement and described below, then Mr. Denault is entitled to receive, among other things, (a) 2.99 times his base salary and annual cash bonus, as described in the Retention Agreement; (b) Target LTIP Awards, described as the value of his unvested performance shares units (calculated at target payout levels) under the EOP and under the 2007 Equity Ow nership and Long Term Cash Incentive Plan ("Equity Plan"), and (c) Other EOP Awards, described as the value of any unvested restricted shares, stock options, and other equity awards that may be granted under the Equity Plan.  If Mr. Denault's employment should terminate on or after attainment of age 55 on account of a Termination Event, as defined in the Retention Agreement and described below, then Mr. Denault is entitled to receive (a) SERP Credited Service and SERP Permission to Retire, as defined in the Retention Agreement; (b) Target LTIP Awards (as described above); and (c) Other EOP Awards (as described above).

    "Termination Event" is generally defined to include (i) termination of Mr. Denault's employment by Entergy for reasons other than Cause or Disability, as defined in the Retention Agreement or (ii) Mr. Denault's termination of employment for "Good Reason" (as defined in the Retention Agreement and described above in the description of Mr. Leonard's Restricted Unit Agreement).

    Should Mr. Denault, on or after attainment of 55, terminate employment for any reason other than a Termination Event, death or disability, then he shall be entitled to SERP Credited Service but not SERP Permission to Retire. If Mr. Denault should terminate employment at any time on account of death or Disability, then he or his estate shall receive (a) SERP Credited Service and SERP Permission to Retire or separate, in the case of Disability; (b) Target LTIP Awards (as described above); and (c) Other EOP Awards (as described above). 

    For additional information regarding Mr. Denault's employments arrangements, including his participation in an Entergy-sponsored executive severance plan, see "System Executive Continuity Plans" in Entergy Corporation's proxy statement dated March 24, 2006.  Cash payments otherwise payable under the Retention Agreement shall be offset, on a dollar for dollar basis, by cash payments under the System Executive Continuity Plan or any other severance program or arrangement. 

    The terms and conditions of Mr. Leonard's Restricted Unit Agreement and Mr. Denault's Retention Agreement are summaries and are qualified in their entirety by reference to the terms and conditions of the actual agreements, which are filed as Exhibits 10(a) and 10(b) to this Form 10-Q.Clean Air Act.

    Bankruptcy of Entergy New Orleans - Order Confirming Plan of Reorganization

    On May 7, 2007, Judge Jerry Brown of the United States Bankruptcy Court for the Eastern District of Louisiana entered an order confirming Entergy New Orleans' plan of reorganization under the provisions of Chapter 11 of the United States Bankruptcy Code (Case No. 05-17697). For a summary of the material features of the plan of reorganization, see "Bankruptcy Proceedings" in Entergy New Orleans' Management's Financial Discussion and Analysis in this report on Form 10-Q. No shares or other units of Entergy Corporation or Entergy New Orleans are reserved for future issuance in respect of claims and interests filed and allowed under the plan. Information regarding the assets and liabilities of Entergy New Orleans can be found in its financial statements and the notes thereto contained in the report on Form 10-Q. A copy of the plan of reorganization as confirmed is included as Exhibit 2(a) to this report on Form 10-Q.

    101

    Entergy Corporation Revolving Credit Facilities

    As more fully-described in its report on Form 8-K filed on June 1, 2005 and in Note 4 to the financial statements in this report, Entergy Corporation has two revolving credit facilities available to it. Entergy Corporation from time to time has borrowed under the facilities and has also from time to time issued letters of credit against the borrowing capacity of the facilities. Following is a summary of the borrowings outstanding and capacity available under these facilities as of May 8, 2007:


    Facility

     


    Capacity

     


    Borrowings

     

    Letters
    of Credit

     

    Capacity
    Available

      

    (In Millions)

             

    5-Year Facility

     

    $2,000 

     

    $895 

     

    $79 

     

    $1,026

    3-Year Facility

     

    $1,500 

     

    $1,030 

     

    $-  

     

    $470

    Amendment to Entergy New Orleans Articles of Incorporation and By-Laws

    Effective May 8, 2007, pursuant to the terms of its plan of reorganization, Entergy New Orleans amended its articles of incorporation and its by-laws. The amendments:

    The Amended and Restated Articles of Incorporation of Entergy New Orleans, Inc. are included as Exhibit 3(a) and the Amended By-Laws of Entergy New Orleans, Inc. are included as Exhibit 3(b) to this report on Form 10-Q.

    102

    Earnings Ratios (Entergy Arkansas, Entergy Gulf States, Entergy Louisiana, Entergy Mississippi, Entergy New Orleans, and System Energy)

    The domestic utility companies and System EnergyRegistrant Subsidiaries have calculated ratios of earnings to fixed charges and ratios of earnings to combined fixed charges and preferred dividends/distributions pursuant to Item 503 of Regulation S-K of the SEC as follows:

    Ratios of Earnings to Fixed Charges

    Ratios of Earnings to Fixed Charges

    Twelve Months Ended

    Twelve Months Ended

    December 31,

     

    June 30,

    December 31,

     

    March 31,

    2001

     

    2002

     

    2003

     

    2004

     

    2005

     

    2006

    2002

     

    2003

     

    2004

     

    2005

     

    2006

     

    2007

                          

    Entergy Arkansas

    3.29

     

    2.79

     

    3.17

     

    3.37

     

    3.75

     

    3.71

    2.79

     

    3.17

     

    3.37

     

    3.75

     

    3.37

     

    3.30

    Entergy Gulf States

    2.36

     

    2.49

     

    1.51

     

    3.04

     

    3.34

     

    3.46

    2.49

     

    1.51

     

    3.04

     

    3.34

     

    3.01

     

    2.85

    Entergy Louisiana

    2.76

     

    3.14

     

    3.93

     

    3.60

     

    3.50

     

    2.98

    3.14

     

    3.93

     

    3.60

     

    3.50

     

    3.23

     

    3.26

    Entergy Mississippi

    2.14

     

    2.48

     

    3.06

     

    3.41

     

    3.16

     

    2.89

    2.48

     

    3.06

     

    3.41

     

    3.16

     

    2.54

     

    2.68

    Entergy New Orleans

    (a)

     

    (b)

     

    1.73

     

    3.60

     

    1.22

     

    1.62

    (a)

     

    1.73

     

    3.60

     

    1.22

     

    1.52

     

    1.24

    System Energy

    2.12

     

    3.25

     

    3.66

     

    3.95

     

    3.85

     

    4.08

    3.25

     

    3.66

     

    3.95

     

    3.85

     

    4.05

     

    3.94

    135

     

    Ratios of Earnings to Combined Fixed Charges
    and Preferred Dividends/Distributions

     

    Twelve Months Ended

     

    December 31,

     

    March 31,

     

    2002

     

    2003

     

    2004

     

    2005

     

    2006

     

    2007

                

    Entergy Arkansas

    2.53

     

    2.79

     

    2.98

     

    3.34

     

    3.06

     

    3.01

    Entergy Gulf States

    2.40

     

    1.45

     

    2.90

     

    3.18

     

    2.90

     

    2.74

    Entergy Louisiana

    -

     

    -

     

    -

     

    -

     

    2.90

     

    2.94

    Entergy Mississippi

    2.27

     

    2.77

     

    3.07

     

    2.83

     

    2.34

     

    2.45

    Entergy New Orleans

    (a)

     

    1.59

     

    3.31

     

    1.12

     

    1.35

     

    1.11

     

    Ratios of Earnings to Combined Fixed Charges
    and Preferred Dividends/Distributions

     

    Twelve Months Ended

     

    December 31,

     

    June 30,

     

    2001

     

    2002

     

    2003

     

    2004

     

    2005

     

    2006

                

    Entergy Arkansas

    2.99

     

    2.53

     

    2.79

     

    2.98

     

    3.34

     

    3.29

    Entergy Gulf States

    2.21

     

    2.40

     

    1.45

     

    2.90

     

    3.18

     

    3.32

    Entergy Louisiana

    2.76

     

    3.14

     

    3.93

     

    3.60

     

    3.50

     

    2.81

    Entergy Mississippi

    1.96

     

    2.27

     

    2.77

     

    3.07

     

    2.83

     

    2.64

    Entergy New Orleans

    (a)

     

    (b)

     

    1.59

     

    3.31

     

    1.12

     

    1.54

    (a)

    Earnings for the twelve months ended December 31, 2001, for Entergy New Orleans were not adequate to cover fixed charges and combined fixed charges and preferred dividends by $6.6 million and $9.5 million, respectively.

    (b)

    Earnings for the twelve months ended December 31, 2002, for Entergy New Orleans were not adequate to cover fixed charges and combined fixed charges and preferred dividends by $0.7 million and $3.4 million, respectively.

    Item 6. Exhibits *

     

    3(a)2(a) -

    CertificateChapter 11 Plan of Amendment of the Certificate of IncorporationReorganization of Entergy CorporationNew Orleans, Inc., as modified, dated June 12, 2006.May 2, 2007, confirmed by bankruptcy court order dated May 7, 2007.

       
     

    4(a)3(a) -

    Sixty-sixth Supplemental Indenture, datedAmended and Restated Articles of Incorporation of Entergy New Orleans, Inc., as of June 1, 2006, to Entergy Arkansas' Mortgage and Deed of Trust, dated as of October 1, 1944.amended May 8, 2007.

       
     

    +10(a)3(b) -

    Restricted Unit Agreement between J. Wayne Leonard andAmended By-Laws of Entergy Corporation.New Orleans, Inc., as amended May 8, 2007.

       
     

    +10(b)12(a) -

    Retention Agreement effective August 3, 2006 between Leo P. DenaultEntergy Arkansas' Computation of Ratios of Earnings to Fixed Charges and of Earnings to Combined Fixed Charges and Preferred Dividends, as defined.

    12(b) -

    Entergy Corporation.Gulf States' Computation of Ratios of Earnings to Fixed Charges and of Earnings to Combined Fixed Charges and Preferred Dividends, as defined.

    12(c) -

    Entergy Louisiana's Computation of Ratios of Earnings to Fixed Charges and of Earnings to Combined Fixed Charges and Preferred Distributions, as defined.

    103

    12(d) -

    Entergy Mississippi's Computation of Ratios of Earnings to Fixed Charges and of Earnings to Combined Fixed Charges and Preferred Dividends, as defined.

    12(e) -

    Entergy New Orleans' Computation of Ratios of Earnings to Fixed Charges and of Earnings to Combined Fixed Charges and Preferred Dividends, as defined.

    12(f) -

    System Energy's Computation of Ratios of Earnings to Fixed Charges, as defined.

       
     

    31(a) -

    Rule 13a-14(a)/15d-14(a) Certification for Entergy Corporation.

       
     

    31(b) -

    Rule 13a-14(a)/15d-14(a) Certification for Entergy Corporation.

       
     

    31(c) -

    Rule 13a-14(a)/15d-14(a) Certification for Entergy Arkansas.

       
     

    31(d) -

    Rule 13a-14(a)/15d-14(a) Certification for Entergy Arkansas.

       
     

    31(e) -

    Rule 13a-14(a)/15d-14(a) Certification for Entergy Gulf States.

       
     

    31(f) -

    Rule 13a-14(a)/15d-14(a) Certification for Entergy Gulf States.

       
     

    31(g) -

    Rule 13a-14(a)/15d-14(a) Certification for Entergy Gulf States.

       
     

    31(h) -

    Rule 13a-14(a)/15d-14(a) Certification for Entergy Louisiana.

       
     

    31(i) -

    Rule 13a-14(a)/15d-14(a) Certification for Entergy Louisiana.

       
     

    31(j) -

    Rule 13a-14(a)/15d-14(a) Certification for Entergy Mississippi.

       
     

    31(k) -

    Rule 13a-14(a)/15d-14(a) Certification for Entergy Mississippi.

       
     

    31(l) -

    Rule 13a-14(a)/15d-14(a) Certification for Entergy New Orleans.

    136
       
     

    31(m) -

    Rule 13a-14(a)/15d-14(a) Certification for Entergy New Orleans.

       
     

    31(n) -

    Rule 13a-14(a)/15d-14(a) Certification for System Energy.

       
     

    31(o) -

    Rule 13a-14(a)/15d-14(a) Certification for System Energy.

       
     

    32(a) -

    Section 1350 Certification for Entergy Corporation.

       
     

    32(b) -

    Section 1350 Certification for Entergy Corporation.

       
     

    32(c) -

    Section 1350 Certification for Entergy Arkansas.

       
     

    32(d) -

    Section 1350 Certification for Entergy Arkansas.

       
     

    32(e) -

    Section 1350 Certification for Entergy Gulf States.

       
     

    32(f) -

    Section 1350 Certification for Entergy Gulf States.

       
     

    32(g) -

    Section 1350 Certification for Entergy Gulf States.

       
     

    32(h) -

    Section 1350 Certification for Entergy Louisiana.

       
     

    32(i) -

    Section 1350 Certification for Entergy Louisiana.

       
     
    104

    32(j) -

    Section 1350 Certification for Entergy Mississippi.

       
     

    32(k) -

    Section 1350 Certification for Entergy Mississippi.

       
     

    32(l) -

    Section 1350 Certification for Entergy New Orleans.

       
     

    32(m) -

    Section 1350 Certification for Entergy New Orleans.

       
     

    32(n) -

    Section 1350 Certification for System Energy.

       
     

    32(o) -

    Section 1350 Certification for System Energy.

    99(a) -

    Entergy Arkansas' Computation of Ratios of Earnings to Fixed Charges and of Earnings to Combined Fixed Charges and Preferred Dividends, as defined.

    99(b) -

    Entergy Gulf States' Computation of Ratios of Earnings to Fixed Charges and of Earnings to Combined Fixed Charges and Preferred Dividends, as defined.

    99(c) -

    Entergy Louisiana, LLC's Computation of Ratios of Earnings to Fixed Charges and of Earnings to Combined Fixed Charges and Preferred Distributions, as defined.

    99(d) -

    Entergy Mississippi's Computation of Ratios of Earnings to Fixed Charges and of Earnings to Combined Fixed Charges and Preferred Dividends, as defined.

    99(e) -

    Entergy New Orleans' Computation of Ratios of Earnings to Fixed Charges and of Earnings to Combined Fixed Charges and Preferred Dividends, as defined.

    99(f) -

    System Energy's Computation of Ratios of Earnings to Fixed Charges, as defined.

    ___________________________

    Pursuant to Item 601(b)(4)(iii) of Regulation S-K, Entergy Corporation agrees to furnish to the Commission upon request any instrument with respect to long-term debt that is not registered or listed herein as an Exhibit because the total amount of securities authorized under such agreement does not exceed ten percent of the total assets of Entergy Corporation and its subsidiaries on a consolidated basis.

    137

    *

    Reference is made to a duplicate list of exhibits being filed as a part of this report on Form 10-Q for the quarter ended June 30, 2006,March 31, 2007, which list, prepared in accordance with Item 102 of Regulation S-T of the SEC, immediately precedes the exhibits being filed with this report on Form 10-Q for the quarter ended June 30, 2006.March 31, 2007.

    +

    **

    Management contracts or compensatory plans or arrangements.

    Incorporated herein by reference as indicated.

    138

    105

    SIGNATURE

     

    Pursuant to the requirements of the Securities Exchange Act of 1934, each registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. The signature for each undersigned company shall be deemed to relate only to matters having reference to such company or its subsidiaries.

    ENTERGY CORPORATION
    ENTERGY ARKANSAS, INC.
    ENTERGY GULF STATES, INC.
    ENTERGY LOUISIANA, LLC
    ENTERGY MISSISSIPPI, INC.
    ENTERGY NEW ORLEANS, INC.
    SYSTEM ENERGY RESOURCES, INC.

     

    /s/ Nathan E. Langston
    Nathan E. Langston
    Senior Vice President and Chief Accounting Officer
    (For each Registrant and for each as
    Principal Accounting Officer)

     

    Date: August 8, 2006May 9, 2007

     

    139

    106