_____________________________________________________________________
                            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, 2002

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

          For the transition period from ____________ to ____________

Commission      Registrant, State of Incorporation,    I.R.S. Employer
File Number     Address of Principal Executive         Identification No.
                Offices and Telephone Number

1-11299         ENTERGY CORPORATION                    72-1229752
                (a Delaware corporation)
                639 Loyola Avenue
                New Orleans, Louisiana 70113
                Telephone (504) 576-4000

1-10764         ENTERGY ARKANSAS, INC.                 71-0005900
                (an Arkansas corporation)
                425 West Capitol Avenue, 40th Floor
                Little Rock, Arkansas 72201
                Telephone (501) 377-4000

1-27031         ENTERGY GULF STATES, INC.              74-0662730
                (a Texas corporation)
                350 Pine Street
                Beaumont, Texas 77701
                Telephone (409) 838-6631

1-8474          ENTERGY LOUISIANA, INC.                72-0245590
                (a Louisiana corporation)
                4809 Jefferson Highway
                Jefferson, Louisiana 70121
                Telephone (504) 840-2734

0-320           ENTERGY MISSISSIPPI, INC.              64-0205830
                (a Mississippi corporation)
                308 East Pearl Street
                Jackson, Mississippi 39201
                Telephone (601) 368-5000

0-5807          ENTERGY NEW ORLEANS, INC.              72-0273040
                (a Louisiana corporation)
                1600 Perdido Street, Building 505
                New Orleans, Louisiana 70112
                Telephone (504) 670-3674

1-9067          SYSTEM ENERGY RESOURCES, INC.          72-0752777
                (an Arkansas corporation)
                Echelon One
                1340 Echelon Parkway
                Jackson, Mississippi 39213
                Telephone (601) 368-5000
_____________________________________________________________________




       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.

Yes     X      No

Common Stock Outstanding                  Outstanding at July 31, 2002
Entergy Corporation      ($0.01 par value)         224,028,796

      Entergy  Corporation,  Entergy  Arkansas,  Inc.,  Entergy  Gulf
States,  Inc.,  Entergy Louisiana, Inc., 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, 2001, and the Quarterly  Report  on
Form  10-Q  for  the  quarter ended March  31,  2002,  filed  by  the
individual  registrants  with  the  SEC,  and  should  be   read   in
conjunction therewith.


                     Forward-Looking Information

      The  following constitutes a "Safe Harbor" statement under  the
Private  Securities  Litigation Reform Act of  1995:   Investors  are
cautioned  that  forward-looking  statements  contained  herein  with
respect to the revenues, earnings, performance, strategies, prospects
and  other  aspects  of the business of Entergy Corporation,  Entergy
Arkansas,  Inc., Entergy Gulf States, Inc., Entergy Louisiana,  Inc.,
Entergy  Mississippi,  Inc., Entergy New Orleans,  Inc.,  and  System
Energy  Resources,  Inc. and their affiliated companies  may  involve
risks  and  uncertainties.  A number of factors  could  cause  actual
results or outcomes to differ materially from those indicated by such
forward-looking  statements.   These factors  include,  but  are  not
limited  to,  risks and uncertainties relating to:   the  effects  of
weather,   the  performance  of  generating  units  and  transmission
systems,  the  possession of nuclear materials,  fuel  and  purchased
power  prices  and availability, the effects of regulatory  decisions
and changes in law, litigation, capital spending requirements and the
availability  of capital, the onset of competition,  the  ability  to
recover net regulatory assets and other potential stranded costs, the
effects  of the California electricity market on the utility industry
nationally, advances in technology, changes in accounting  standards,
corporate restructuring and changes in capital structure, the success
of  new business ventures, changes in the markets for electricity and
other energy-related commodities, including the use of financial  and
derivative  instruments and volatility of changes in  market  prices,
changes  in the number of participants and the risk profile  of  such
participants in the energy marketing and trading business, changes in
interest  rates  and  in  financial  and  foreign  currency   markets
generally,  the  economic  climate and growth  in  Entergy's  service
territories, changes in corporate strategies, and other factors.



                ENTERGY CORPORATION AND SUBSIDIARIES
               INDEX TO QUARTERLY REPORT ON FORM 10-Q
                            June 30, 2002
                                                        Page Number
Definitions                                                 1
Management's Financial Discussion and Analysis -
  Significant Factors and Known Trends                      4
Management's Financial Discussion and Analysis -
  Liquidity and Capital Resources                           9
Results of Operations and Financial Statements:
  Entergy Corporation and Subsidiaries:
     Results of Operations                                 14
     Consolidated Statements of Income                     21
     Consolidated Statements of Cash Flows                 22
     Consolidated Balance Sheets                           24
     Consolidated Statements of Retained Earnings,
       Comprehensive Income, and Paid-In Capital           26
     Selected Operating Results                            27
  Entergy Arkansas, Inc.:
     Results of Operations                                 28
     Income Statements                                     32
     Statements of Cash Flows                              33
     Balance Sheets                                        34
     Selected Operating Results                            36
  Entergy Gulf States, Inc.:
     Results of Operations                                 37
     Income Statements                                     40
     Statements of Cash Flows                              41
     Balance Sheets                                        42
     Selected Operating Results                            44
  Entergy Louisiana, Inc.:
     Results of Operations                                 45
     Income Statements                                     48
     Statements of Cash Flows                              49
     Balance Sheets                                        50
     Selected Operating Results                            52
  Entergy Mississippi, Inc.:
     Results of Operations                                 53
     Income Statements                                     56
     Statements of Cash Flows                              57
     Balance Sheets                                        58
     Selected Operating Results                            60
  Entergy New Orleans, Inc.:
     Results of Operations                                 61
     Statements of Operations                              64
     Statements of Cash Flows                              65
     Balance Sheets                                        66
     Selected Operating Results                            68
  System Energy Resources, Inc.:
     Results of Operations                                 69
     Income Statements                                     71
     Statements of Cash Flows                              73
     Balance Sheets                                        74
Notes to Financial Statements for Entergy Corporation and
  Subsidiaries                                             76
Part II:
  Item 1.  Legal Proceedings                               89
  Item 4.  Submission of Matters to a Vote of
            Security Holders                               89
  Item 5.  Other Information                               91
  Item 6.  Exhibits and Reports on Form 8-K                93
Signature                                                  96


                             DEFINITIONS

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

   Abbreviation or Acronym        Term

ADEQ                     Arkansas Department of Environmental Quality
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)
APSC                     Arkansas Public Service Commission
BCF/D                    One  billion cubic feet of natural  gas  per
                         day
Board                    Board of Directors of Entergy Corporation
Cajun                    Cajun Electric Power Cooperative, Inc.
capacity factor          The  percentage of the period that the plant
                         generates  power calculated by dividing  the
                         output  by the capacity and normalizing  the
                         time period
CitiPower                CitiPower  Pty.,  an  electric  distribution
                         company  serving  Melbourne,  Australia  and
                         surrounding  suburbs,  which  was  sold   by
                         Entergy effective December 31, 1998
Council                  Council   of   the  City  of  New   Orleans,
                         Louisiana
Damhead Creek            800   MW   (gas)  combined  cycle   electric
                         generating  facility that entered commercial
                         operations  in  the first quarter  of  2001,
                         located  in the United Kingdom, and  wholly-
                         owned by an indirect subsidiary of EPDC
DOE                      United States Department of Energy
domestic utility
 companies               Entergy   Arkansas,  Entergy  Gulf   States,
                         Entergy Louisiana, Entergy Mississippi,  and
                         Entergy New Orleans, collectively
electricity marketed     Total  physical GWH volumes marketed in  the
                         U.S. during the period
electricity volatility   Measure of price fluctuation over time using
                         standard    deviation   of    daily    price
                         differences  for  into-Entergy   and   into-
                         Cinergy power prices for the upcoming month
EPA                      United   States   Environmental   Protection
                         Agency
EPDC                     Entergy  Power  Development  Corporation,  a
                         wholly-owned    subsidiary    of     Entergy
                         Corporation
EWO                      Entergy Wholesale Operations, which consists
                         primarily  of  Entergy's  power  development
                         business
Entergy                  Entergy  Corporation  and  its  direct   and
                         indirect subsidiaries
Entergy Arkansas         Entergy Arkansas, Inc.
Entergy Gulf States      Entergy  Gulf  States, Inc.,  including  its
                         wholly    owned   subsidiaries   -   Varibus
                         Corporation, GSG&T, Inc., Prudential  Oil  &
                         Gas, Inc., and Southern Gulf Railway Company
Entergy-Koch             Entergy-Koch, L.P., a joint venture  equally
                         owned by Entergy and Koch Industries, Inc.
Entergy London           Entergy  London  Investments  plc,  formerly
                         Entergy  Power UK plc (including its  wholly
                         owned  subsidiary, London Electricity  plc),
                         which was sold by Entergy effective December
                         4, 1998
Entergy Louisiana        Entergy Louisiana, Inc.
Entergy Mississippi      Entergy Mississippi, Inc.
Entergy New Orleans      Entergy New Orleans, Inc.
Entergy Power            Entergy Power, Inc.
FERC                     Federal Energy Regulatory Commission
Fitzpatrick              James  A.  Fitzpatrick nuclear power  plant,
                         825  MW  facility located near  Oswego,  New
                         York,  purchased in November 2000 from  NYPA
                         by  Entergy's  domestic non-utility  nuclear
                         business



Abbreviation or Acronym            Term

Form 10-K                The  combined Annual Report on Form 10-K for
                         the year ended December 31, 2001 of Entergy,
                         Entergy   Arkansas,  Entergy  Gulf   States,
                         Entergy   Louisiana,  Entergy   Mississippi,
                         Entergy New Orleans, and System Energy
gain/loss days           Ratio  of  the number of days when  Entergy-
                         Koch  recognized a net gain  from  commodity
                         trading  activities to the  number  of  days
                         when Entergy-Koch recognized a net loss from
                         commodity trading activities
gas marketed             Total volume of physical gas purchased  plus
                         volume  of physical gas sold by Entergy-Koch
                         in the U.S. denominated in billions of cubic
                         feet per day
gas volatility           Measure of price fluctuation over time using
                         standard    deviation   of    daily    price
                         differences for Henry Hub natural gas prices
                         for the upcoming month
Grand Gulf 1             Unit   No.  1  of  the  Grand  Gulf  Nuclear
                         Generation Plant
GGART                    Grand Gulf Accelerated Recovery Tariff
GWH                      Gigawatt  hour(s), which equals one  million
                         kilowatt-hours
Indian Point 2           Indian  Point Energy Center Unit 2 - nuclear
                         power  plant,  970  MW facility  located  in
                         Westchester  County, New York, purchased  in
                         September  2001 from Consolidated Edison  by
                         Entergy's   domestic   non-utility   nuclear
                         business
Indian Point 3           Indian  Point Energy Center Unit 3 - nuclear
                         power  plant,  980  MW facility  located  in
                         Westchester  County, New York, purchased  in
                         November   2000  from  NYPA   by   Entergy's
                         domestic non-utility nuclear business
KWH                      kilowatt-hour(s)
LDEQ                     Louisiana    Department   of   Environmental
                         Quality
LPSC                     Louisiana Public Service Commission
miles of pipeline        Total  miles  of transmission and  gathering
                         pipeline
MMBTU                    One million British Thermal Units
MPSC                     Mississippi Public Service Commission
MW                       Megawatt(s),   which  equals  one   thousand
                         kilowatt(s)
Net MW in operation      Installed capacity owned or operated
Net revenue              Operating revenue net of fuel, fuel-related,
                         and    purchased   power   expenses;   other
                         regulatory credits; and amortization of rate
                         deferrals
NRC                      Nuclear Regulatory Commission
NYPA                     New York Power Authority
production cost          Cost  in  $/MMBTU associated with delivering
                         gas, excluding the cost of the gas
PUCT                     Public Utility Commission of Texas
PUHCA                    Public Utility Holding Company Act of  1935,
                         as amended
RTO                      Regional transmission organization
River Bend               River Bend Steam Electric Generating Station
                         (nuclear)
SEC                      Securities and Exchange Commission
SFAS                     Statement  of Financial Accounting Standards
                         as  promulgated by the Financial  Accounting
                         Standards Board
spark spread             The  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
storage capacity         Working gas storage capacity
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
System Energy            System Energy Resources, Inc.
System Fuels             System Fuels, Inc.




Abbreviation or Acronym            Term

throughput               Gas  in  BCF/D  transported by the  pipeline
                         during the period
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 1
Vermont Yankee           Vermont Yankee nuclear power plant,  510  MW
                         facility   located   in   Vernon,   Vermont,
                         purchased  in July 2002 from Vermont  Yankee
                         Nuclear   Power  Corporation  by   Entergy's
                         domestic non-utility nuclear business
Waterford 3              Unit No. 3 (nuclear) of the Waterford Plant



                ENTERGY CORPORATION AND SUBSIDIARIES

           MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS

                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  Entergy's  three  business  segments;  its  critical
accounting  policies;  the  status  of  the  transition   to   retail
competition  in  the  domestic  utility  segment  and  the  continued
application  of SFAS 71 to that business; state, local,  and  federal
regulatory  proceedings  that  could  affect  the  domestic   utility
segment;  the  market risks that each of Entergy's business  segments
are  exposed to; and other significant issues affecting Entergy.  Set
forth  below are updates to the significant factors and known  trends
discussed in the Form 10-K.

Entergy Wholesale Operations

      In  the  first six months of 2002, Entergy recorded charges  of
$419.5  million to operating expenses ($271.5 million  net  of  tax),
including  $18.1  million ($10.6 million net of tax)  in  the  second
quarter,  in  the energy commodity services segment  to  reflect  the
effect of Entergy's decision to discontinue additional EWO greenfield
power  plant  development and to reflect asset impairments  resulting
from  the deteriorating economics of wholesale power markets  in  the
United  States  and the United Kingdom.  The charges consist  of  the
following:

     o as discussed in "MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS
       - LIQUIDITY AND CAPITAL RESOURCES" in the Form 10-K, EWO's power
       development business obtained contracts in October 1999 to acquire 36
       turbines from General Electric.  Entergy's rights and obligations
       under  the  contracts for 22 of the turbines were sold  to  an
       independent special-purpose entity in May 2001.  $180.2 million of
       the  charges  is a provision for the net costs resulting  from
       cancellation or sale of the turbines subject to purchase commitments
       with the special-purpose entity;
     o $167.5 million of the charges results from the write-off of
       EPDC's equity investment in the Damhead Creek project and  the
       impairment of the values of its Warren Power power plant and its
       Crete and RS Cogen projects.  This portion of the charges reflects
       Entergy's estimate of the effects of reduced spark spreads in the
       United States and the United Kingdom;
     o $39.1 million of the charges relates to the restructuring of
       EWO, which is comprised of $22.5 million of impairments of EWO
       administrative fixed assets, $10.7 million of estimated sublease
       losses, and $5.9 million of employee-related costs.  Management
       expects the restructuring of EWO to be substantially complete by the
       end of 2002; and
     o $32.7 million of the charges results from the write-off of
       capitalized project development costs for projects that will not be
       completed.

Entergy does not expect further adjustments to these charges  in  the
future,  other  than those that could result from  changes  in  asset
values  due  to  dispositions or changes in  market  conditions,  and
potential  benefits from the sale of three turbines  currently  under
option to a third party.

      Also,  in the first quarter of 2002, EWO sold its interests  in
projects  in  Argentina, Chile, and Peru for net proceeds  of  $135.5
million.  The proceeds include notes receivable totaling $86 million,
on  which EWO received $46 million of payments in the second quarter.
The  remaining  balance  is  due in the third  quarter  2003.   After
impairment provisions recorded for these interests in 2001,  the  net
loss realized on the sale is insignificant.



                ENTERGY CORPORATION AND SUBSIDIARIES

           MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS

                SIGNIFICANT FACTORS AND KNOWN TRENDS

     After   the   decision  to  discontinue  additional   greenfield
development  and  the  sale  of the Latin American  investments,  EWO
continues to operate or construct the following power plants:



    Investment                       Capacity (MW)  Percent Ownership  Status
                                                              
United Kingdom - Damhead Creek          800             100%           operational
                                                                       (see Note*)
U.S. (AR)- Ritchie Unit 2               544             100%           operational
U.S. (AR)- Independence Unit 2          842             14%            operational
U.S. (MS)- Warren Power                 300             100%           operational
U.S. (IA)- Top of Iowa Wind Farm         80             99%            operational
U.S. (IL)- Crete                        320             50%            operational
U.S. (LA)- RS Cogen                     425             50%            under construction
U.S. (TX)- Harrison County              550             70%            under construction

Note*- As discussed above, EPDC has written off its equity investment
in Damhead Creek.  The credit facility financing Damhead Creek is non-
recourse to Entergy, and there is no requirement for Entergy or  EPDC
to make additional capital contributions or provide credit support to
Damhead   Creek.   Therefore,  consistent  with  Entergy's  decisions
concerning EWO's business and because Entergy no longer has equity at
risk  in the Damhead Creek investment, Entergy earnings are no longer
affected  by  Damhead  Creek since the end of March  2002.   However,
Damhead  Creek revenues and expenses continue to be included  in  the
accompanying  results  of operations.  Accordingly,  commodity  price
risk  disclosures  in  this section have been  revised  to  eliminate
Damhead Creek amounts on a forward-looking basis.

Domestic Utility Transition to Competition

Texas

      As  discussed  in  the  Form 10-K, a  PUCT-approved  settlement
delayed  the  implementation of retail open access  in  Entergy  Gulf
States'  Texas service territory until at least September  15,  2002.
Management now estimates that the SeTrans RTO will not be operational
prior to January 2004.  Therefore, retail open access in Entergy Gulf
States'  Texas service territory within the context of  a  functional
FERC-approved RTO is not likely to begin before January 2004.   Given
the  delay  in  retail  open access in its Texas  service  territory,
Entergy  Gulf States cannot predict what, if any, additional  changes
to previously approved plans may be required by the PUCT or the LPSC.

State and Local Rate Regulation

Entergy New Orleans

     In  May 2002, Entergy New Orleans filed a cost of service  study
and  revenue requirement filing with the Council.  Using 2001 as  the
test year, the filing indicated that a revenue deficiency exists  and
that  a $28.9 million electric rate increase and a $15.3 million  gas
rate  increase  are appropriate.  The Council has not  established  a
procedural schedule.  As discussed in the Form 10-K, and as shown  in
Item  5 of this Form 10-Q, Entergy New Orleans' earnings for the year
ended December 31, 2001 and for the twelve months ended June 30, 2002
were  not  adequate to cover its fixed charges.  Under  its  mortgage
covenants,  Entergy New Orleans does not currently have the  capacity
to issue new debt.  Since the settlement of Entergy New Orleans' last
rate proceeding, which was approved by the Council in 1998, its fixed
charge coverage has declined and its debt ratio has increased.  While


                ENTERGY CORPORATION AND SUBSIDIARIES

           MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS

                SIGNIFICANT FACTORS AND KNOWN TRENDS


Entergy  New  Orleans  has  made  investments  and  incurred expenses
necessary to improve customer service since the last rate proceeding,
its   base   revenues   have  not  increased.    Absent  constructive
rate-making in the pending proceeding, it is likely that the  cost of
and  access to the capital necessary to finance  Entergy New Orleans'
current level of service will be adversely affected.

Entergy Arkansas

     In  May  2002,  the  APSC  approved the  March  2002  settlement
agreement  submitted  by Entergy Arkansas, the APSC  Staff,  and  the
Arkansas  attorney general.  The APSC also approved in  June  2002  a
contribution  by Entergy Arkansas of $5.9 million to  the  transition
cost account (TCA) as a result of the 2001 earnings evaluation report
filing.  The settlement agreement allowed Entergy Arkansas to  offset
ice  storm recovery costs with the balance in the TCA on a rate class
basis.  Entergy Arkansas recorded a regulatory asset of $15.8 million
due to ice storm costs exceeding the available TCA funds.

Entergy Gulf States

     In May 2001, Entergy Gulf States filed its eighth required post-
merger  earnings  review with the LPSC.  This filing  is  subject  to
review  by  the LPSC and may result in a change in rates.   In  April
2002,  the  LPSC staff filed testimony recommending a  $16.5  million
rate  refund  and  a $40.1 million prospective rate  reduction.   The
prospective reduction includes a recommended reduction in the rate of
return  on  common equity (ROE) that would not take effect until  the
later  of  June 2003 or the date of the LPSC's order.  Hearings  were
held in April 2002 and will continue in August 2002.

     In  May  2002,  Entergy Gulf States filed  its  ninth  and  last
required post-merger earnings analysis with the LPSC.  The filing was
based on the 2001 test year and resulted in a rate decrease of  $11.5
million,  which was implemented effective June 2002.  This filing  is
subject  to  review  by  the LPSC and may  result  in  additional  or
different  changes  in rates than those sought  in  the  filing.   No
procedural schedule has been adopted.

     Negotiations with the LPSC  staff  for  a statewide formula rate
plan in Louisiana are ongoing.

Entergy Louisiana

     In  July  2002,  the LPSC approved a settlement between  Entergy
Louisiana  and the LPSC Staff that resolves all remaining  issues  in
the  2000  and 2001 formula rate plan proceedings.  Entergy Louisiana
agreed  to a $5 million annual rate reduction effective August  2001.
The  prospective  rate  reduction will be  implemented  beginning  in
August  2002 and the refund for the retroactive period will occur  in
September  2002.   As  part  of the settlement,  Entergy  Louisiana's
rates,  including its previously authorized ROE of 10.5%, will remain
in  effect  until changed pursuant to a new formula rate  plan  or  a
revenue requirement analysis to be filed by June 30, 2003.

     Negotiations  with the LPSC staff for a statewide  formula  rate
plan in Louisiana are ongoing.

Market Risks Disclosure

     Following are sections from the "Market Risks Disclosure" in the
Form 10-K that have significant updates as of June 30, 2002.



                ENTERGY CORPORATION AND SUBSIDIARIES

           MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS

                SIGNIFICANT FACTORS AND KNOWN TRENDS


Commodity Price Risk

Power Generation

      As discussed in the Form 10-K, energy commodity services enters
into  forward power sale agreements to hedge its exposure  to  market
price  fluctuations.   The  following represents  the  percentage  of
planned  electricity output sold forward under physical or  financial
contracts   for  energy  commodity  services'  generation  facilities
updated as of June 30, 2002:

                  2002                       2003
                      % sold                      % sold
      Planned GWH    forward      Planned GWH    forward
         1,237          46%           2,966         20%

Marketing and Trading

      As  discussed in the Form 10-K, Entergy-Koch Trading (EKT)  and
Entergy  use value-at-risk (VAR) models as one measure of a potential
loss  in fair value for EKT's natural gas and power trading portfolio
and energy commodity services' mark-to-market portfolio.  EKT's daily
VAR for its trading portfolio at June 30, 2002 and March 31, 2002 was
$13.6 million and $9.5 million, respectively, with a daily average of
$10.0 million for the second quarter of 2002 and $7.7 million for the
first  quarter  of  2002.   Energy commodity  services'  consolidated
subsidiaries'  VAR  for  mark-to-market  derivative  instruments  was
approximately $0.8 million and $4.5 million as of June 30,  2002  and
March 31, 2002, respectively.

Mark-to-market Accounting

     As discussed in the Form 10-K, Entergy and Entergy-Koch mark-to-
market  commodity  instruments held by  them  for  trading  and  risk
management purposes that are considered derivatives under SFAS 133 or
energy  trading contracts under EITF 98-10.  Following  are  the  net
mark-to-market assets (liabilities) and the period within  which  the
assets  (liabilities) would be realized in cash if they are  held  to
maturity and market prices do not change:


                                     Net mark-to-
                                     market asset
                                    (liability) at
                                    June 30, 2002   Cumulative cash realization period
                                                       2002       2003     2004-2005
                                                                 
Entergy consolidated subsidiaries   ($8) million        84%        35%       100%
Entergy-Koch                        $118 million        31%        73%       100%



                ENTERGY CORPORATION AND SUBSIDIARIES

           MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS

                SIGNIFICANT FACTORS AND KNOWN TRENDS


Foreign Currency Exchange Rate Risk

      As  discussed  in  the Form 10-K, Entergy Gulf  States,  System
Fuels, and Entergy's domestic non-utility nuclear business enter into
foreign  currency  forward  contracts to hedge  the  Euro-denominated
payments due under certain purchase contracts.  As of June 30,  2002,
the  total  notional amount of the foreign currency forward contracts
is 268.9 million Euro and the forward currency rates range from .8624
to  .9904  (the  weighted  average  of  the  rates  is  .8784).   The
maturities of these forward contracts depend on the purchase contract
payment dates and range in time from July 2002 to May 2005.  The mark-
to-market valuation of the forward contracts at June 30, 2002  was  a
net  asset  of  $27.5 million.  The counterparty banks  obligated  on
252.4  million  Euro of the notional amount of these  agreements  are
rated  by  Standard and Poor's Rating Services at AA on their  senior
debt  obligations  as  of  June  30,  2002.   The  counterparty  bank
obligated  on  16.5  million Euro of the  notional  amount  of  these
agreements,  which are Entergy Gulf States contracts,  are  rated  by
Standard  and  Poor's  Rating Services at A+  on  their  senior  debt
obligations as of June 30, 2002.

     For the Entergy Gulf States contracts, the total notional amount
of  the foreign currency forward contracts are 33.7 million Euro  and
the  forward  currency rates range from .8742 to .9831 (the  weighted
average  of the rates is .8772).  The maturities of the Entergy  Gulf
States  forward  contracts  depend on the purchase  contract  payment
dates and range in time from January 2003 to July 2004.  The mark-to-
market valuation of the forward contracts at June 30, 2002 was a  net
asset of $3.5 million.


                ENTERGY CORPORATION AND SUBSIDIARIES

           MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS

                   LIQUIDITY AND CAPITAL RESOURCES

Cash Flow

Operations

      Net  cash  flow provided by (used in) operating activities  for
Entergy,  the domestic utility companies, and System Energy  for  the
six months ended June 30, 2002 and 2001 was as follows:

            Company               2002           2001
                                       (In Millions)

       Entergy                   $803.0         $600.7
       Entergy Arkansas          $133.8         $160.5
       Entergy Gulf States       $242.8         $184.9
       Entergy Louisiana         $190.6         $195.2
       Entergy Mississippi        $59.2          ($8.4)
       Entergy New Orleans       ($15.0)         ($1.8)
       System Energy             $121.6          $95.5

      Entergy's  consolidated  net cash flow  provided  by  operating
activities increased for the six months ended June 30, 2002  compared
to the six months ended June 30, 2001 primarily due to:

     o  an $85 million increase in operating cash flow provided by
        domestic utility primarily resulting from an increase in fuel-related
        accounts payable in 2002 due to larger payments on these payables in
        2001; and
     o  an $89 million increase in operating cash flow provided by
        domestic non-utility nuclear, primarily due to nuclear refueling
        outages at Pilgrim and Indian Point 3 in 2001 combined with increased
        net income in 2002 primarily resulting from the operation of Indian
        Point 2.

      See "MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS - LIQUIDITY
AND CAPITAL RESOURCES" in the Form 10-K for discussion of a change in
a  method of accounting for tax purposes made by Entergy Louisiana in
2001.   The  new tax accounting method is now expected to  provide  a
cumulative  cash flow benefit of approximately $700  million  -  $800
million through 2004, which is expected to reverse in the years  2005
through 2031.  The timing of the reversal of this benefit depends  on
several variables, including the price of power.  Approximately  half
of  the  consolidated  cash  flow  benefit  for  Entergy  Corporation
occurred in 2001 and the remainder will occur in 2002.  In accordance
with  Entergy's intercompany tax allocation agreement,  most  of  the
cash  flow  benefit for Entergy Louisiana will occur in 2002.   While
Entergy believes it is entitled to make this change in its method  of
accounting for tax purposes, Entergy recognizes that it is a case  of
first  impression and may be subject to an Internal  Revenue  Service
audit.



                ENTERGY CORPORATION AND SUBSIDIARIES

           MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS

                   LIQUIDITY AND CAPITAL RESOURCES

      Money  pool activity also affected the operating cash flows  of
the domestic utility companies and System Energy.  The money pool  is
an  inter-company funding arrangement designed to reduce the domestic
utility companies' and System Energy's dependence on external  short-
term  borrowings.  The money pool provides a means  by  which,  on  a
daily  basis,  the excess funds of Entergy Corporation, the  domestic
utility  companies,  and System Energy may be used  by  the  domestic
utility  companies  or  System  Energy  to  fulfill  short-term  cash
requirements.   The  following  table  shows  the  domestic   utility
companies and System Energy's receivables from and (payables) to  the
money  pool  as  of the indicated date.  An increase in  a  company's
(payable) to the money pool increases the operating cash flow of that
company.   An increase in a company's receivable from the money  pool
decreases the operating cash flow of that company.

                      June 30,  December 31,   June 30,    December 31,
       Company          2002        2001         2001          2000
                                      (In Millions)

Entergy Arkansas       $25.1       $23.8       ($165.4)       ($30.7)
Entergy Gulf States    ($7.9)      $27.7        ($26.6)        $23.4
Entergy Louisiana     ($84.5)       $3.8         $72.0         $22.9
Entergy Mississippi    ($3.8)      $11.5        ($34.1)       ($33.3)
Entergy New Orleans    ($5.3)       $9.2        ($16.9)        ($5.7)
System Energy          $62.8       $13.9        $256.7        $155.3

     See  "MANAGEMENT'S  DISCUSSION  AND  ANALYSIS  -  LIQUIDITY  AND
CAPITAL  RESOURCES - Capital Resources - Sources of Capital"  in  the
Form 10-K for a discussion of the limitations on these borrowings.

Investing Activities

     Net cash used in investing activities decreased for the six
months ended June 30, 2002 compared to the six months ended June 30,
2001 primarily due to:

     o cash contributions of approximately $414 million made in 2001 in
       the formation of Entergy-Koch;
     o cash of $272 million invested in 2001 to provide collateral for
       the NYPA line of credit in conjunction with the acquisition of the
       FitzPatrick and Indian Point 3 nuclear power plants; and
     o the  maturity  in 2002 of $150 million of other  temporary
       investments.

Partially  offsetting  the decrease in net  cash  used  in  investing
activities   was   an  increase  of  $153  million  in   construction
expenditures for the six months ended June 30, 2002 compared  to  the
same  period in 2001 primarily related to turbine purchases for EWO's
Harrison County project, as discussed below.

Financing Activities

     Net cash used in financing activities increased for the six
months ended June 30, 2002 compared to the six months ended June 30,
2001 primarily due to:

     o net  retirements of long-term debt by the domestic utility
       segment of $403 million in 2002, compared to net issuances of long-
       term debt of $48 million in 2001; and
     o the retirement of $268 million of long-term debt by EWO in April
       2002 related to the purchase of the rights to the turbines discussed
       below.

Partially  offsetting  the increase in net  cash  used  in  financing
activities  was an increase in the amount of draws made on short-term
credit facilities by Entergy Corporation in 2002.


                ENTERGY CORPORATION AND SUBSIDIARIES

           MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS

                   LIQUIDITY AND CAPITAL RESOURCES

Capital Resources

     See MANAGEMENT'S DISCUSSION AND ANALYSIS - LIQUIDITY AND CAPITAL
RESOURCES  - Capital Resources" in the Form 10-K for a discussion  of
Entergy's uses and sources of capital.  The following are updates  to
the Form 10-K.

Uses of Capital

Capital Expenditures

      See "ANO Matters" in Part I of the Form 10-K for discussion  of
the  ANO 1 steam generators and reactor vessel closure head.  On July
25,   2002,  the  Board  authorized  Entergy  Arkansas  and   Entergy
Operations  to replace the ANO 1 steam generators and reactor  vessel
closure  head.   Entergy  management  estimates  the  cost   of   the
fabrication  and  replacement to be approximately  $235  million,  of
which  approximately  $135  million will be  incurred  through  2004.
Management  expects  a  contractor  for  the  installation   of   the
replacement steam generators and reactor vessel closure  head  to  be
selected  by  December 2002.  Management expects that the replacement
will occur during a planned refueling outage in 2005.

      Entergy's current capital investment plan through 2004 includes
$2.9  billion  in  spending by the domestic utility  for  maintenance
capital;  $0.4  billion  in  spending by  energy  commodity  services
comprised of $0.1 billion for after-tax turbine contract cancellation
costs and $0.3 billion for previous investment commitments; and  $0.7
billion  in  spending  by the domestic non-utility  nuclear  business
comprised  of  $0.5 billion for maintenance capital and $0.2  billion
for  the purchase of Vermont Yankee (discussed below).  These amounts
reflect  the  approval  by the Board of the  ANO  1  steam  generator
replacement project and the decision announced during 2002 to end new
greenfield development by EWO.  In addition to these amounts, Entergy
estimates that an additional $2.8 billion will be available for other
investments which have not yet been identified.  This amount is based
upon Entergy's current estimate of operating cash flows and dividends
over  the  period from 2002 through 2004, and includes  approximately
$1.4  billion of additional debt which Entergy believes it can  issue
and still maintain its targeted 50% net debt to net capital ratio.

Entergy Wholesale Operations

       As  discussed  in  "MANAGEMENT'S  DISCUSSION  AND  ANALYSIS  -
LIQUIDITY  AND  CAPITAL  RESOURCES" in the  Form  10-K,  EWO's  power
development business obtained contracts in October 1999 to acquire 36
turbines  from General Electric Company.  The rights and  obligations
under  the  contracts  for  22  of  the  turbines  were  sold  to  an
independent special-purpose entity in May 2001.  In conjunction  with
Entergy's obligations related to this sale, Entergy retained  certain
rights  to  reacquire turbines or to cancel the construction  of  the
turbines.   In  April 2002, Entergy paid a total of $351  million  to
reacquire  the rights to the turbines.  $83 million of  the  payments
were  for  the turbines to be placed in the Harrison County  project,
which  is  in  construction and scheduled to be  completed  in  2003.
Entergy  subsequently received a reimbursement from General  Electric
of  $28  million  of prior payments.  With the reacquisition  of  the
rights  to  the  turbines, EWO's obligations to  the  special-purpose
entity  and Entergy Corporation's guarantee of up to $309 million  in
support of those obligations were terminated.

      EWO  placed  17 of the original 36 turbines at sites  that  are
either  operating, under construction, or sold.  Of the remaining  19
turbines,  four  were sold to a third party, three were  optioned  to
another  third  party,  and  12  were  cancelled.   As  discussed  in
"MANAGEMENT'S DISCUSSION AND ANALYSIS - SIGNIFICANT FACTORS AND KNOWN
TRENDS," Entergy recorded a $180.2 million provision in the first six
months of 2002 for the net costs resulting from cancellation or  sale
of  the  turbines that were subject to purchase commitments with  the
special-purpose entity.


                ENTERGY CORPORATION AND SUBSIDIARIES

           MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS

                   LIQUIDITY AND CAPITAL RESOURCES

Share Repurchases

      In accordance with its stock option plans, Entergy periodically
grants  stock  options to its employees, which may  be  exercised  to
obtain  shares  of  Entergy common stock.  In  order  to  reduce  the
increase  in  outstanding common shares caused by  option  exercises,
Entergy plans to purchase up to 10 million shares of its common stock
through  mid-2004  on  a  discretionary  basis  through  open  market
purchases or privately negotiated transactions.  As of July 31, 2002,
Entergy  has  repurchased 663,100 shares of common stock pursuant  to
this plan for a total purchase price of $27.8 million.

Vermont Yankee

      In  July  2002, Entergy's domestic non-utility nuclear business
purchased  the 510 MW Vermont Yankee nuclear power plant  located  in
Vernon,  Vermont, from Vermont Yankee Nuclear Power  Corporation  for
$180 million.  Entergy received the plant, nuclear fuel, inventories,
and related real estate.  The liability to decommission the plant, as
well  as  related  decommissioning trust funds of approximately  $310
million,  were also transferred to Entergy.  The acquisition included
a  10-year  power  purchase agreement (PPA) under  which  the  former
owners will buy the power produced by the plant.

Damhead Creek Credit Facility

       As  discussed  in  "MANAGEMENT'S  DISCUSSION  AND  ANALYSIS  -
LIQUIDITY AND CAPITAL RESOURCES" in the Form 10-K, EWO increased  its
borrowings  under  the  Damhead Creek  credit  facility  in  2000  by
approximately  $164  million to finance construction  of  the  plant.
Damhead  Creek commenced commercial operation in 2001.   The  Damhead
Creek  credit facility requires that the annual debt service coverage
ratio be at least 1.05 to 1 for the previous 12 months at semi-annual
dates  commencing  with  June 30, 2002.  Given  the  low  electricity
prices  currently affecting the UK market, Damhead  Creek  would  not
have  met  the annual debt service coverage ratio test in respect  of
the  12  months  ended  June 30, 2002, but the  lenders  amended  the
facility  so that the coverage ratio calculations would not  commence
until  December 31, 2002.  Damhead Creek is currently in negotiations
with  the  lenders to develop and implement a debt restructuring  for
the project prior to December 2002. If a debt restructuring agreement
cannot  be reached, however, Damhead Creek will likely not  meet  the
debt  service  coverage ratio provisions of the  credit  facility  on
December  31,  2002.  In the event the annual debt  service  coverage
ratio  is deficient at December 31, 2002, Damhead Creek will  seek  a
waiver of the default from the lenders.  There is no requirement  for
Entergy  or  EPDC  to make capital contributions  or  provide  credit
support  to  Damhead Creek following the occurrence of  an  event  of
default.

Sources of Capital

      Entergy Corporation renewed its 364-day credit facility on  May
16, 2002 and increased the available capacity from $1.325 billion  to
$1.425  billion.   On  July  15, 2002,  the  available  capacity  was
increased   to   $1.450  billion.   Entergy  Arkansas   and   Entergy
Mississippi  each renewed their respective 364-day credit  facilities
on  May 31, 2002.  Amounts drawn on short-term credit facilities  are
as follows:

                     Expiration         Amount of      Amount Drawn as of
       Company           Date           Facility          June 30, 2002

Entergy Corporation   May 2003        $1.450 billion      $645 million
Entergy Arkansas      May 2003          $63 million            -
Entergy Louisiana     January 2003      $15 million       $15 million
Entergy Mississippi   May 2003          $25 million       $25 million


                ENTERGY CORPORATION AND SUBSIDIARIES

           MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS

                   LIQUIDITY AND CAPITAL RESOURCES

Entergy Corporation has used borrowings from its credit facility  for
general  corporate  purposes and to make  additional  investments  in
competitive businesses.

       The   domestic  utility  companies  and  System  Energy   have
approximately $990 million of currently maturing long-term debt  that
matures primarily in the first half of 2003.  It is expected that the
majority of these amounts will be refinanced prior to or at maturity.


                ENTERGY CORPORATION AND SUBSIDIARIES

           MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS

                        RESULTS OF OPERATIONS


      Entergy's consolidated earnings applicable to common stock were
$241.7 million and $162.7 million for the three and six months  ended
June  30,  2002, respectively, compared to $238.9 million and  $393.1
million   for  the  three  and  six  months  ended  June  30,   2001,
respectively.   The changes in earnings (loss) applicable  to  common
stock  by operating segments for the three and six months ended  June
30,  2002  compared to the three and six months ended June  30,  2001
were as follows:

                                     Three Months Ended   Six Months Ended
        Operating Segments           Increase/(Decrease) Increase/(Decrease)
                                                 (In Thousands)

Domestic Utility                           $26,372               $14,954
Domestic Non-Utility Nuclear                20,430                29,112
Energy Commodity Services                  (31,867)             (265,338)
Other, including parent company            (12,188)               (9,060)
                                           -------             ---------
  Total                                     $2,747             ($230,332)
                                           =======             =========

      Entergy's  income before taxes is discussed below according  to
the  operating  segments listed above.  See Note 6 to  the  financial
statements for further discussion of Entergy's operating segments and
their  financial results for the three and six months ended June  30,
2002 and 2001.

      Refer to "SELECTED OPERATING RESULTS OF ENTERGY CORPORATION AND
SUBSIDIARIES,  ENTERGY  ARKANSAS, INC., ENTERGY  GULF  STATES,  INC.,
ENTERGY  LOUISIANA, INC., ENTERGY MISSISSIPPI, INC., AND ENTERGY  NEW
ORLEANS,  INC." which follow each company's financial  statements  in
this  report  for  further  information  with  respect  to  operating
statistics.

Domestic Utility

      The  increase  in earnings for domestic utility for  the  three
months ended June 30, 2002 compared with the same period in 2001  was
primarily  due to more favorable sales volume and weather,  increased
unbilled  revenues, and decreased interest expense.  The increase  in
earnings  was  partially  offset  by increased  other  operation  and
maintenance expenses.

     The increase in earnings for domestic utility for the six months
ended  June  30,  2002  compared with the same  period  in  2001  was
primarily  due to increased unbilled revenues and decreased  interest
expense.   The increase in earnings was partially offset by increased
other operation and maintenance expenses and decreased other income.


                ENTERGY CORPORATION AND SUBSIDIARIES

           MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS

                        RESULTS OF OPERATIONS


Electric operating revenues

      The changes in electric operating revenues for domestic utility
for  the  three  and six months ended June 30, 2002 compared  to  the
three and six months ended June 30, 2001 are as follows:

                           Three Months Ended     Six Months Ended
      Description          Increase/(Decrease)   Increase/(Decrease)
                                         (In Millions)

Base rate differences             ($12.7)                ($8.0)
Rate riders                        (11.4)                (26.5)
Fuel cost recovery                (348.0)               (814.7)
Sales volume/weather                23.2                   1.5
Unbilled revenue                    46.2                 103.9
Other revenue                        8.1                  30.4
Sales for resale                    (9.5)                (62.2)
                                 -------               -------
   Total                         ($304.1)              ($775.6)
                                 =======               =======

Fuel cost recovery

      The  domestic utility companies are allowed to recover  certain
fuel  and  purchased power costs through fuel mechanisms included  in
electric rates that are recorded as fuel cost recovery revenues.  The
difference between revenues collected and current fuel and  purchased
power costs is recorded as deferred fuel costs on Entergy's financial
statements  such  that these costs generally have no  net  effect  on
earnings.

      Fuel  cost  recovery revenues decreased for the three  and  six
months ended June 30, 2002 as a result of decreased recovery, through
various  fuel recovery mechanisms, of lower fuel and purchased  power
expenses  primarily due to decreases in the market price  of  natural
gas  and purchased power.  Also contributing to the decreases were  a
decrease  in  the fixed fuel factor in March 2002 and the termination
of   a  fuel  recovery  surcharge  in  February  2002  in  the  Texas
jurisdiction of Entergy Gulf States.

     Corresponding  to the decreases in fuel cost recovery  revenues,
fuel and purchased power expenses related to electric sales decreased
by  $344.7  million and $821.5 million for the three and  six  months
ended June 30, 2002, respectively, primarily due to decreases in  the
market price of natural gas and purchased power in 2002.


                ENTERGY CORPORATION AND SUBSIDIARIES

           MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS

                        RESULTS OF OPERATIONS


Sales volume/weather

     Higher  electric sales volume increased revenues for  the  three
months  ended June 30, 2002 due to increased usage of 483 GWH in  the
residential  and commercial sectors, after adjusting for the  weather
effect.   Partially offsetting this increase was a decrease in  usage
of  416  GWH  in  the  industrial sector primarily  from  contractual
modifications  that  reclassified the sales associated  with  certain
Entergy  Gulf States customers from retail to wholesale.  The  effect
of  favorable weather in the second quarter of 2002 compared  to  the
second quarter of 2001 increased electric sales volume by 190 GWH  in
the  residential and commercial sectors.  The number of customers  in
the  domestic  utility companies' service territories increased  only
slightly during these periods.

Unbilled revenue

     As  discussed in Note 1 to the financial statements in the  Form
10-K,  unbilled revenues are estimated monthly and are  reversed  the
following  month.  Unbilled revenue for the three months  ended  June
30,  2002  and 2001 includes the reversal of the estimates for  March
2002 and March 2001, respectively.  The increase for the three months
ended June 30, 2002 compared to the three months ended June 30,  2001
is  due to the effect on the June 2001 unbilled calculation of higher
unbilled revenue in March 2001 caused by higher fuel rates.

     Unbilled revenue for the six months ended June 30, 2002 and 2001
includes the reversal of the estimates for December 2001 and December
2000,  respectively.  The increase for the six months ended June  30,
2002  compared to the six months ended June 30, 2001 is  due  to  the
effect  on  the  June  2001 unbilled calculation of  higher  unbilled
revenue   in   December  2000  caused  by  higher  fuel   rates   and
volume/weather.

Sales for resale

      Sales  for resale decreased for the six months ended  June  30,
2002  primarily due to a decrease in the average price of energy sold
to  wholesale  customers coupled with a decrease in sales  volume  to
municipal  and  co-operative customers.  The  decrease  is  partially
offset  by  the  contractual  modifications  that  resulted  in   the
reclassified  Entergy  Gulf  States  sales  noted  above   in   sales
volume/weather.

Gas operating revenues

      Natural gas revenues decreased $69.6 million for the six months
ended  June 30, 2002 primarily due to a decrease in the market  price
of natural gas.

Other effects on results of operations

     Results  for  the three and six months ended June 30,  2002  for
domestic utility were also affected by the following:

     o increases in other operation and maintenance expenses of $203.7
       million for the three months ended and $239.4 million for the six
       months ended primarily due to increased expenses at Entergy Arkansas.
       Entergy Arkansas had increased expenses of $157.1 million for the
       three months ended and $159.9 million for the six months ended due to
       the March 2002 Settlement Agreement and 2001 earnings review that
       became final in the second quarter of 2002, allowing Entergy Arkansas
       to recover a large majority of 2000 and 2001 ice storm repair
       expenses through previously-collected TCA amounts.  Entergy Arkansas
       also had increased expenses of $24.5 million due to the reversal
       in 2001 of ice storm costs previously charged to expense in December
       2000. These increases are partially offset by the increased other
       regulatory credits discussed below;


                ENTERGY CORPORATION AND SUBSIDIARIES

           MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS

                        RESULTS OF OPERATIONS


     o increases in other regulatory credits of $183.7 million for the
       three months ended and $181.8 million for the six months ended
       primarily due to the March 2002 Settlement Agreement allowing Entergy
       Arkansas to recover a large majority of 2000 and 2001 ice storm
       repair expenses through the previously-collected TCA amounts;
     o decreases in interest expense of $21.9 million for the three
       months ended and $43.2 million for the six months ended, which are
       explained below;
     o increases in depreciation and amortization expense of $18.7
       million for the three months ended and $18.2 million for the six
       months ended, which are primarily due to revisions made to the useful
       lives of certain intangible plant assets to more appropriately
       reflect  their actual lives which lowered expense in  2001  in
       accordance with regulatory treatment; and
     o a decrease in interest income of $24.0 million for the six
       months ended primarily due to lower interest earned on declining
       deferred fuel balances.

The March 2002 Settlement Agreement is discussed further in Note 2 to
the financial statements.

      The  decreases in interest expense for the three and six months
ended June 30, 2002 are primarily due to the following:

     o decreases of $16.7 million for the three months ended and $29.4
       million for the six months ended in interest on long-term debt
       primarily due to the retirement of long-term debt in late 2001 and
       early 2002; and
     o decreases of $5.2 million for the three months ended and $13.8
       million for the six months ended in other interest expense primarily
       due to interest recorded on System Energy's reserve for rate refund
       in 2001.  The refund was made in December 2001.

Domestic Non-Utility Nuclear

      The  increases in earnings for the three and six  months  ended
June  30, 2002 compared to the same periods in 2001 for domestic non-
utility  nuclear were primarily due to the operation of Indian  Point
2,  which  was  purchased in September 2001, combined  with  improved
operational  performance  by the nuclear fleet.   Following  are  key
performance  measures  for domestic non-utility  nuclear  during  the
three and six months ended June 30, 2002 and 2001:

                                Three Months Ended  Six Months Ended
                                    2002    2001     2002    2001

Net MW in operation at June 30      3,445    2,475   3,445    2,475
Generation in GWH for the period    7,449    4,208  14,958    9,467
Capacity factor for the period      98.5%    77.8%   99.4%    88.0%


                ENTERGY CORPORATION AND SUBSIDIARIES

           MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS

                        RESULTS OF OPERATIONS


      The  following  fluctuations in the results of  operations  for
domestic non-utility nuclear for the three months ended June 30, 2002
were  primarily caused by the acquisition of Indian Point 2  and  the
increase in capacity factors shown above:

     o operating revenues increased $147.0 million to $297.1 million;
     o fuel expenses increased $13.5 million to $27.2 million;
     o nuclear refueling outage expenses increased $4.8 million to $9.9
       million;
     o other operation and maintenance expenses increased $79.8 million
       to $143.4 million;
     o taxes other than income taxes increased $3.0 million to $6.7
       million; and
     o depreciation and amortization expenses increased $6.3 million to
       $8.9 million.

The  following fluctuations in the results of operations for domestic
non-utility  nuclear  for the six months ended  June  30,  2002  were
primarily  caused  by  the acquisition of  Indian  Point  2  and  the
increase in capacity factors shown above:

     o operating revenues increased $246.6 million to $576.0 million;
     o fuel expenses increased $23.5 million to $53.6 million;
     o nuclear refueling outage expenses increased $14.4 million to
       $19.5 million;
     o other operation and maintenance expenses increased $130.2
       million to $284.1 million;
     o taxes other than income taxes increased $8.9 million to $23.1
       million; and
     o depreciation and amortization expenses increased $11.9 million
       to $17.0 million.

Energy Commodity Services

     The  decreases in earnings for energy commodity services for the
three  and six months ended June 30, 2002 were primarily due  to  the
charges,  discussed  in  "MANAGEMENT'S  DISCUSSION  AND  ANALYSIS   -
SIGNIFICANT FACTORS AND KNOWN TRENDS - Entergy Wholesale Operations,"
to  reflect  the impairment of certain assets, including  impairments
related to EWO's turbine acquisition plans, and to reflect the change
in  EWO's development plans.  $401.4 million ($260.9 million  net  of
tax)  was  recorded in the first quarter of 2002, and  an  additional
$18.1  million ($10.6 million net of tax) was recorded in the  second
quarter  of  2002.  The second quarter amount includes an  offsetting
net  of  tax  benefit of $18.5 million related to the  sale  of  four
turbines  to  a  third party.  The pre-tax charges are  reflected  in
operation  and maintenance expenses in the Consolidated Statement  of
Operations.

     Revenues  decreased  for  energy commodity  services  by  $235.0
million  and $587.1 million for the three and six months  ended  June
30,  2002, respectively, primarily due to decreases of $159.8 million
and  $367.9 million for the three and six months ended June 30, 2002,
respectively, resulting from the sale of EWO's interest  in  Highland
Energy in the fourth quarter of 2001 combined with decreases of $60.0
million  and $136.3 million for the three and six months  ended  June
30, 2002, respectively, resulting from the sale of EWO's interest  in
the Saltend plant in August 2001.


                ENTERGY CORPORATION AND SUBSIDIARIES

           MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS

                        RESULTS OF OPERATIONS

     Also  contributing  to  the decreases  in  revenues  for  energy
commodity  services  was  the contribution of  substantially  all  of
Entergy's  power  marketing and trading business to  Entergy-Koch  in
February 2001.  Earnings from Entergy-Koch are reported as equity  in
earnings   of  unconsolidated  equity  affiliates  in  the  financial
statements.   As  a result, for the six months ended June  30,  2002,
revenues from this activity were lower by $134.9 million compared  to
the  same  period in 2001 and purchased power expenses were lower  by
$130.6  million.  The net income effect of the lower revenue for  the
six  months ended June 30, 2002 was offset by the equity in  earnings
from Entergy's interest in Entergy-Koch.  The equity in earnings from
Entergy's  interest in Entergy-Koch was $55.1 million lower  for  the
three  months ended June 30, 2002 compared to the three months  ended
June  30,  2001  primarily  due to lower earnings  from  the  trading
business.   Entergy-Koch Trading had lower trading  earnings  due  to
lower  volatility in the power market and lower profitability on  gas
trading  in the second quarter of 2002 compared to the second quarter
of  2001.   Following are key performance measures for Entergy-Koch's
operations  for  the quarter and year-to-date period ended  June  30,
2002 and 2001:

                               Second Quarter       Year-To-Date
                              2002       2001      2002     2001

Entergy-Koch Trading
  Gas volatility                 53%       52%       67%      71%
  Electricity volatility         44%       78%       45%      76%
  Gas marketed (BCF/D)           4.8       6.8       5.1      7.0
  Electricity marketed (GWH)  26,877    26,386    66,705   57,395
  Gain/loss days                 1.7       4.3       1.9      2.9
Gulf South Pipeline
  Throughput (BCF/D)            2.31      2.26      2.50     2.36
  Production cost ($/MMBTU)   $0.096    $0.095    $0.084   $0.093

As  discussed  in the Form 10-K, the partnership agreement  allocates
profits  on a disproportionate basis.  Substantially all of  Entergy-
Koch's profits were allocated to Entergy for the three and six months
ended June 30, 2002.

      Also  partially offsetting the decrease in earnings for  energy
commodity services for the six months ended June 30, 2002 was  a  net
increase  in  earnings  of $7.3 million ($5.0  million  net  of  tax)
related  to  the mark-to-market of the Damhead Creek  power  and  gas
contracts in the first quarter of 2002.

Other, including parent company

      Earnings for Other, including the parent company, decreased for
the  three months ended June 30, 2002 primarily due to lower interest
income  in  2002 resulting from lower yields on invested  cash.   The
reclassification  to  the  energy  commodity  services  segment   for
internal  reporting purposes of $12.5 million of the 2001  write-down
of  investments  in Latin American projects also contributed  to  the
decrease.   The  decrease  was partially offset  by  an  increase  in
earnings  related  to the cessation of amortization  of  goodwill  in
January 2002 upon implementation of SFAS 142.

      Earnings for Other, including the parent company, decreased for
the  six  months ended June 30, 2002 primarily due to lower  interest
income  in  2002  resulting  from  lower  yields  on  invested  cash,
partially  offset by an increase in earnings related to the cessation
of  amortization  of goodwill in January 2002 upon implementation  of
SFAS 142.

      Refer  to Note 7 to the financial statements herein for further
discussion of the implementation of SFAS 142.


                ENTERGY CORPORATION AND SUBSIDIARIES

           MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS

                        RESULTS OF OPERATIONS

Income taxes

      The  effective income tax rates for the three months ended June
30,  2002  and 2001 were 37.5% and 40.3%, respectively.  The decrease
in  the second quarter results primarily from the realization of  tax
benefits  in  2002 related to the impairment provisions  recorded  in
2001  on EWO's Latin American assets.  The effective income tax rates
for the six months ended June 30, 2002 and 2001 were 41.3% and 40.3%,
respectively.





                 ENTERGY CORPORATION AND SUBSIDIARIES
                   CONSOLIDATED STATEMENTS OF INCOME
        For the Three and Six Months Ended June 30, 2002 and 2001
                             (Unaudited)

                                                             Three Months Ended            Six Months Ended
                                                             2002          2001           2002          2001
                                                                   (In Thousands, Except Share Data)
                                                                                          
                  OPERATING REVENUES
Domestic electric                                          $1,686,758    $1,990,838     $3,087,767    $3,863,383
Natural gas                                                    24,982        30,548         71,360       140,931
Competitive businesses                                        384,841       484,889        798,288     1,154,392
                                                           ----------    ----------     ----------    ----------
TOTAL                                                       2,096,581     2,506,275      3,957,415     5,158,706
                                                           ----------    ----------     ----------    ----------

                  OPERATING EXPENSES
Operation and Maintenance:
   Fuel, fuel-related expenses, and
     gas purchased for resale                                 471,413     1,025,619        940,274     2,151,481
   Purchased power                                            233,518       245,895        403,004       609,774
   Nuclear refueling outage expenses                           24,687        23,077         49,874        40,283
   Provision for turbine commitments, asset impairments
     and restructuring charges                                 18,169             -        419,542             -
   Other operation and maintenance                            727,017       436,110      1,251,369       906,569
Decommissioning                                                 8,198         8,903         16,391        17,804
Taxes other than income taxes                                  82,194        89,662        184,565       192,125
Depreciation and amortization                                 205,876       183,372        410,999       386,448
Other regulatory charges (credits) - net                     (170,645)       13,088       (169,082)       12,699
                                                           ----------    ----------     ----------    ----------
TOTAL                                                       1,600,427     2,025,726      3,506,936     4,317,183
                                                           ----------    ----------     ----------    ----------

OPERATING INCOME                                              496,154       480,549        450,479       841,523
                                                           ----------    ----------     ----------    ----------

                     OTHER INCOME
Allowance for equity funds used during construction             8,323         6,644         15,004        11,587
Gain on sale of assets - net                                    1,009           760          1,674         1,344
Interest and dividend income                                   27,710        33,595         51,237        81,071
Equity in earnings of unconsolidated equity affiliates         17,740        70,780         92,804        95,543
Miscellaneous - net                                              (109)          432        (11,182)        8,649
                                                           ----------    ----------     ----------    ----------
TOTAL                                                          54,673       112,211        149,537       198,194
                                                           ----------    ----------     ----------    ----------

              INTEREST AND OTHER CHARGES
Interest on long-term debt                                    121,393       130,732        244,919       259,703
Other interest - net                                           34,897        51,386         60,371        99,300
Distributions on preferred securities of subsidiary             4,709         4,709          9,419         9,419
Allowance for borrowed funds used during construction          (6,291)       (5,492)       (11,930)       (9,431)
                                                           ----------    ----------     ----------    ----------
TOTAL                                                         154,708       181,335        302,779       358,991
                                                           ----------    ----------     ----------    ----------

INCOME BEFORE INCOME TAXES                                    396,119       411,425        297,237       680,726

Income taxes                                                  148,534       165,842        122,636       274,272
                                                           ----------    ----------     ----------    ----------

CONSOLIDATED NET INCOME                                       247,585       245,583        174,601       406,454

Preferred dividend requirements and other                       5,932         6,677         11,872        13,393
                                                           ----------    ----------     ----------    ----------

EARNINGS APPLICABLE TO
COMMON STOCK                                                 $241,653      $238,906       $162,729      $393,061
                                                           ==========    ==========     ==========    ==========
Earnings per average common share:
    Basic                                                       $1.08         $1.08          $0.73         $1.78
    Diluted                                                     $1.06         $1.06          $0.72         $1.75
Dividends declared per common share                             $0.33         $0.32          $0.66         $0.63
Average number of common shares outstanding:
    Basic                                                 224,330,654   221,113,598    223,143,647   220,518,674
    Diluted                                               228,847,752   225,706,421    227,588,889   224,749,374

See Notes to Financial Statements.







                   ENTERGY CORPORATION AND SUBSIDIARIES
                   CONSOLIDATED STATEMENTS OF CASH FLOWS
               For the Six Months Ended June 30, 2002 and 2001
                                (Unaudited)

                                                                                   2002        2001
                                                                                     (In Thousands)
                                                                                         
                            OPERATING ACTIVITIES
Consolidated net income                                                           $174,601     $406,454
Noncash items included in net income:
  Reserve for regulatory adjustments                                                12,684       50,533
  Other regulatory charges (credits) - net                                        (169,082)      12,699
  Depreciation, amortization, and decommissioning                                  427,390      404,252
  Deferred income taxes and investment tax credits                                (171,328)      (6,673)
  Allowance for equity funds used during construction                              (15,004)     (11,587)
  Gain on sale of assets - net                                                      (1,674)      (1,344)
  Equity in earnings of unconsolidated equity affiliates                           (92,804)     (95,543)
  Provision for turbine commitments, asset impairments
     and restructuring charges                                                     419,542            -
Changes in working capital:
  Receivables                                                                     (139,808)      55,382
  Fuel inventory                                                                    (7,332)     (19,701)
  Accounts payable                                                                  (9,974)    (433,769)
  Taxes accrued                                                                    255,629      230,308
  Interest accrued                                                                 (31,416)      (2,697)
  Deferred fuel                                                                        549      217,152
  Other working capital accounts                                                   (43,475)    (115,947)
Provision for estimated losses and reserves                                         (8,576)     (10,890)
Changes in other regulatory assets                                                 186,824     (139,361)
Other                                                                               16,237       61,431
                                                                                  --------   ----------
Net cash flow provided by operating activities                                     802,983      600,699
                                                                                  --------   ----------

                            INVESTING ACTIVITIES
Construction/capital expenditures                                                 (736,670)    (583,782)
Allowance for equity funds used during construction                                 15,004       11,587
Nuclear fuel purchases                                                            (161,090)     (97,126)
Proceeds from sale/leaseback of nuclear fuel                                       132,472       60,632
Proceeds from sale of businesses                                                   147,115       14,000
Investment in other non-regulated/non-utility properties                           (19,057)      17,515
Decrease (increase) in other investments                                            39,460     (621,801)
Proceeds from other temporary investments                                          150,000            -
Decommissioning trust contributions and realized change in trust assets            (27,894)     (38,842)
Other regulatory investments                                                       (29,755)     (56,722)
Other                                                                               (2,690)      52,580
                                                                                  --------   ----------
Net cash flow used in investing activities                                        (493,105)  (1,241,959)
                                                                                  --------   ----------

See Notes to Financial Statements.







                  ENTERGY CORPORATION AND SUBSIDIARIES
                  CONSOLIDATED STATEMENTS OF CASH FLOWS
             For the Six Months Ended June 30, 2002 and 2001
                              (Unaudited)

                                                           2002        2001
                                                             (In Thousands)
                                                               
                FINANCING ACTIVITIES
Proceeds from the issuance of:
  Long-term debt                                           299,431      90,382
  Common stock                                             112,705      59,304
Retirement of long-term debt                              (910,908)   (126,156)
Repurchase of common stock                                       -      (7,813)
Redemption of preferred stock                               (1,403)     (4,574)
Changes in short-term borrowings - net                     334,333      95,000
Dividends paid:
  Common stock                                            (147,329)   (134,760)
  Preferred stock                                          (11,872)    (11,214)
                                                          --------   ---------
Net cash flow used in financing activities                (325,043)    (39,831)
                                                          --------   ---------

Effect of exchange rates on cash and cash equivalents       (5,748)     (2,638)
                                                          --------   ---------

Net decrease in cash and cash equivalents                  (20,913)   (683,729)

Cash and cash equivalents at beginning of period           751,573   1,382,424
                                                          --------   ---------

Cash and cash equivalents at end of period                $730,660    $698,695
                                                          ========   =========
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
  Cash paid during the period for:
    Interest - net of amount capitalized                  $333,750    $351,033
    Income taxes                                           $33,877      $6,038
  Noncash investing and financing activities:
     Change in unrealized depreciation of
       decommissioning trust assets                       ($28,584)    ($8,862)
     Net assets contributed to Entergy-Koch                      -     $80,145
     Long-term debt refunded with proceeds from
       long-term debt issued in prior period             ($47,000)           -

See Notes to Financial Statements.







                  ENTERGY CORPORATION AND SUBSIDIARIES
                       CONSOLIDATED BALANCE SHEETS
                                ASSETS
                  June 30, 2002 and December 31, 2001
                              (Unaudited)

                                                                          2002          2001
                                                                             (In Thousands)
                                                                               
                         CURRENT ASSETS
Cash and cash equivalents:
  Cash                                                                    $144,446      $129,866
  Temporary cash investments - at cost,
   which approximates market                                               585,875       618,327
  Special deposits                                                             339         3,380
                                                                       -----------   -----------
     Total cash and cash equivalents                                       730,660       751,573
                                                                       -----------   -----------
Other temporary investments                                                      -       150,000
Notes receivable                                                             3,244         2,137
Accounts receivable:
  Customer                                                                 343,479       294,799
  Allowance for doubtful accounts                                          (19,709)      (19,255)
  Other                                                                    272,012       286,671
  Accrued unbilled revenues                                                403,842       268,680
                                                                       -----------   -----------
     Total receivables                                                     999,624       830,895
                                                                       -----------   -----------
Deferred fuel costs                                                        201,651       172,444
Accumulated deferred income taxes                                                -         6,488
Fuel inventory - at average cost                                           104,829        97,497
Materials and supplies - at average cost                                   468,538       460,644
Deferred nuclear refueling outage costs                                     69,750        79,755
Prepayments and other                                                      120,481       129,251
                                                                       -----------   -----------
TOTAL                                                                    2,698,777     2,680,684
                                                                       -----------   -----------

                 OTHER PROPERTY AND INVESTMENTS
Investment in affiliates - at equity                                       706,700       766,103
Decommissioning trust funds                                              1,761,487     1,775,950
Non-utility property - at cost (less accumulated depreciation)             293,869       295,616
Other                                                                      424,245       495,542
                                                                       -----------   -----------
TOTAL                                                                    3,186,301     3,333,211
                                                                       -----------   -----------

                 PROPERTY, PLANT AND EQUIPMENT
Electric                                                                26,608,136    26,359,376
Property under capital lease                                               749,011       753,310
Natural gas                                                                208,201       201,841
Construction work in progress                                            1,238,512       882,829
Nuclear fuel under capital lease                                           273,850       265,464
Nuclear fuel                                                               247,760       232,387
                                                                       -----------   -----------
TOTAL PROPERTY, PLANT AND EQUIPMENT                                     29,325,470    28,695,207
Less - accumulated depreciation and amortization                        12,122,894    11,805,578
                                                                       -----------   -----------
PROPERTY, PLANT AND EQUIPMENT - NET                                     17,202,576    16,889,629
                                                                       -----------   -----------

                DEFERRED DEBITS AND OTHER ASSETS
Regulatory assets:
  SFAS 109 regulatory asset - net                                          927,990       946,126
  Unamortized loss on reacquired debt                                      160,822       166,546
  Other regulatory assets                                                  538,750       707,439
Long-term receivables                                                       26,437        28,083
Goodwill                                                                   377,472       377,472
Other                                                                      882,209       781,121
                                                                       -----------   -----------
TOTAL                                                                    2,913,680     3,006,787
                                                                       -----------   -----------

TOTAL ASSETS                                                           $26,001,334   $25,910,311
                                                                       ===========   ===========
See Notes to Financial Statements.






                  ENTERGY CORPORATION AND SUBSIDIARIES
                      CONSOLIDATED BALANCE SHEETS
                  LIABILITIES AND SHAREHOLDERS' EQUITY
                   June 30, 2002 and December 31, 2001
                              (Unaudited)

                                                                         2002          2001
                                                                          (In Thousands)
                                                                              
                      CURRENT LIABILITIES
Currently maturing long-term debt                                      $1,092,562      $682,771
Notes payable                                                             685,351       351,018
Accounts payable                                                          584,762       592,529
Customer deposits                                                         199,571       188,230
Taxes accrued                                                             739,538       550,133
Accumulated deferred income taxes                                          11,294             -
Nuclear refueling outage costs                                              8,150         2,080
Interest accrued                                                          161,004       192,420
Obligations under capital leases                                          150,016       149,352
Other                                                                     265,379       345,387
                                                                      -----------   -----------
TOTAL                                                                   3,897,627     3,053,920
                                                                      -----------   -----------

             DEFERRED CREDITS AND OTHER LIABILITIES
Accumulated deferred income taxes                                       3,387,719     3,574,664
Accumulated deferred investment tax credits                               459,499       471,090
Taxes accrued                                                             450,000       400,000
Obligations under capital leases                                          183,452       181,085
Other regulatory liabilities                                              179,921       135,878
Decommissioning                                                         1,217,677     1,194,333
Transition to competition                                                  79,098       231,512
Regulatory reserves                                                        50,275        37,591
Accumulated provisions                                                    410,548       425,399
Other                                                                     896,821       852,269
                                                                      -----------   -----------
TOTAL                                                                   7,315,010     7,503,821
                                                                      -----------   -----------

Long-term debt                                                          6,558,538     7,321,028
Preferred stock with sinking fund                                          24,781        26,185
Preferred stock without sinking fund                                      334,337       334,337
Company-obligated mandatorily redeemable
  preferred securities of subsidiary trusts holding
  solely junior subordinated deferrable debentures                        215,000       215,000

                      SHAREHOLDERS' EQUITY
Common stock, $.01 par value, authorized 500,000,000
  shares; issued 248,174,087 shares in 2002 and in 2001                     2,482         2,482
Paid-in capital                                                         4,666,754     4,662,704
Retained earnings                                                       3,653,841     3,638,448
Accumulated other comprehensive loss                                      (17,241)      (88,794)
Less - treasury stock, at cost (23,500,208 shares in 2002 and
  27,441,384 shares in 2001)                                              649,795       758,820
                                                                      -----------   -----------
TOTAL                                                                   7,656,041     7,456,020
                                                                      -----------   -----------

Commitments and Contingencies

TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY                            $26,001,334   $25,910,311
                                                                      ===========   ===========
See Notes to Financial Statements.






                  ENTERGY CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF RETAINED EARNINGS, COMPREHENSIVE INCOME, AND
                            PAID-IN CAPITAL
      For the Three and Six Months Ended June 30, 2002 and 2001
                               (Unaudited)

                                                                            Three Months Ended
                                                                      2002                    2001
                                                                              (In Thousands)
                                                                                       
                   RETAINED EARNINGS
Retained Earnings - Beginning of period                     $3,486,122               $3,275,548
    Add  - Earnings applicable to common stock                 241,653    $241,653      238,906    $238,906
    Deduct:
        Dividends declared on common stock                      74,093                   69,679
        Capital stock and other expenses                          (159)                    (366)
                                                            ----------               ----------
              Total                                             73,934                   69,313
                                                            ----------               ----------
Retained Earnings - End of period                           $3,653,841               $3,445,141
                                                            ==========               ==========
          ACCUMULATED OTHER COMPREHENSIVE
             INCOME (LOSS) (Net of Taxes):
Balance at beginning of period:
  Accumulated derivative instrument fair value changes        ($17,631)                ($42,513)
  Other accumulated comprehensive (loss) items                 (10,048)                 (75,455)
                                                            ----------               ----------
     Total                                                     (27,679)                (117,968)
                                                            ----------               ----------


Net derivative instrument fair value changes
  arising during the period                                     14,003      14,003       20,645      20,645

Foreign currency translation adjustments                         2,101     (64,233)      (1,608)     (1,608)

Net unrealized investment (losses)                              (5,666)     (5,666)      (1,502)     (1,502)
                                                            ----------    --------   ----------    --------

Balance at end of period:
  Accumulated derivative instrument fair value changes          (3,628)                 (21,868)
  Other accumulated comprehensive (loss) items                 (13,613)                 (78,565)
                                                            ----------               ----------
     Total                                                    ($17,241)               ($100,433)
                                                            ==========    --------   ==========    --------
Comprehensive Income                                                      $185,757                 $256,441
                                                                          ========                 ========
                    PAID-IN CAPITAL
Paid-in Capital - Beginning of period                       $4,663,931               $4,663,923
  Add:  Common stock issuances related to stock plans            2,823                   (2,589)
                                                            ----------               ----------
Paid-in Capital - End of period                             $4,666,754               $4,661,334
                                                            ==========               ==========



                                                                           Six Months Ended
                                                                      2002                    2001
                                                                            (In Thousands)
                   RETAINED EARNINGS
Retained Earnings - Beginning of period                     $3,638,448               $3,190,639
    Add  - Earnings applicable to common stock                 162,729    $162,729      393,061    $393,061
    Deduct:
        Dividends declared on common stock                     147,355                  138,925
        Capital stock and other expenses                           (19)                    (366)
                                                            ----------               ----------
              Total                                            147,336                  138,559
                                                            ----------               ----------
Retained Earnings - End of period                           $3,653,841               $3,445,141
                                                            ==========               ==========
           ACCUMULATED OTHER COMPREHENSIVE
             INCOME (LOSS) (Net of Taxes):
Balance at beginning of period:
  Accumulated derivative instrument fair value changes        ($17,973)                       -
  Other accumulated comprehensive (loss) items                 (70,821)                ($75,033)
                                                            ----------               ----------
     Total                                                     (88,794)                 (75,033)
                                                            ----------               ----------

  Cumulative effect to January 1, 2001 of accounting
   change regarding fair value of derivative instruments             -           -      (18,021)          -

Net derivative instrument fair value changes
  arising during the period                                     14,345      14,345       (3,847)     (3,847)

Foreign currency translation adjustments                        68,057       1,723       (3,635)     (3,635)

Net unrealized investment gains (losses)                       (10,849)    (10,849)         103         103
                                                            ----------    --------   ----------    --------

Balance at end of period:
  Accumulated derivative instrument fair value changes          (3,628)                 (21,868)
  Other accumulated comprehensive (loss) items                 (13,613)                 (78,565)
                                                            ----------               ----------
     Total                                                    ($17,241)               ($100,433)
                                                            ==========    --------   ==========    --------
Comprehensive Income                                                      $167,948                 $385,682
                                                                          ========                 ========
                    PAID-IN CAPITAL
Paid-in Capital - Beginning of period                       $4,662,704               $4,660,483
  Add:  Common stock issuances related to stock plans            4,050                      851
                                                            ----------               ----------
Paid-in Capital - End of period                             $4,666,754               $4,661,334
                                                            ==========               ==========

See Notes to Financial Statements.



                  ENTERGY CORPORATION AND SUBSIDIARIES
                       SELECTED OPERATING RESULTS
          For the Three and Six Months Ended June 30, 2002 and 2001
                              (Unaudited)


                                    Three Months Ended    Increase/
         Description               2002          2001     (Decrease)      %
                                       (In Millions)
Domestic Electric Operating
Revenues:
  Residential                     $ 549.6      $ 617.2       ($67.6)      (11)
  Commercial                        405.6        481.4        (75.8)      (16)
  Industrial                        465.7        652.9       (187.2)      (29)
  Governmental                       43.1         53.7        (10.6)      (20)
                                ---------    ---------      -------
    Total retail                  1,464.0      1,805.2       (341.2)      (19)
  Sales for resale                   84.9         94.4         (9.5)      (10)
  Other                             137.8         91.2         46.6        51
                                ---------    ---------      -------
    Total                       $ 1,686.7    $ 1,990.8      ($304.1)      (15)
                                =========    =========      =======
Billed Electric Energy
 Sales (GWH):
  Residential                       7,202        6,733          469         7
  Commercial                        6,112        5,908          204         3
  Industrial                       10,294       10,710         (416)       (4)
  Governmental                        654          630           24         4
                                ---------    ---------      -------
    Total retail                   24,262       23,981          281         1
  Sales for resale                  2,444        2,182          262        12
                                ---------    ---------      -------
    Total                          26,706       26,163          543         2
                                =========    =========      =======


                                   Six Months Ended       Increase/
         Description             2002          2001       (Decrease)      %
                                     (In Millions)
Domestic Electric Operating
Revenues:
  Residential                   $ 1,051.2    $ 1,252.2      ($201.0)      (16)
  Commercial                        762.5        932.9       (170.4)      (18)
  Industrial                        861.8      1,306.5       (444.7)      (34)
  Governmental                       81.7        107.2        (25.5)      (24)
                                ---------    ---------      -------
    Total retail                  2,757.2      3,598.8       (841.6)      (23)
  Sales for resale                  154.6        216.8        (62.2)      (29)
  Other                             176.0         47.8        128.2       268
                                ---------    ---------      -------
    Total                       $ 3,087.8    $ 3,863.4      ($775.6)      (20)
                                =========    =========      =======

Billed Electric Energy
 Sales (GWH):
  Residential                      14,476       14,269          207         1
  Commercial                       11,710       11,482          228         2
  Industrial                       19,884       21,022       (1,138)       (5)
  Governmental                      1,271        1,245           26         2
                                ---------    ---------      -------
    Total retail                   47,341       48,018         (677)       (1)
  Sales for resale                  4,658        4,631           27         1
                                ---------    ---------      -------
    Total                          51,999       52,649         (650)       (1)
                                =========    =========      =======



                       ENTERGY ARKANSAS, INC.

           MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS

                        RESULTS OF OPERATIONS


Net Income

      Net  income decreased for the three months ended June 30,  2002
compared  to  the three months ended June 30, 2001 primarily  due  to
decreased unbilled revenue, increased other operation and maintenance
expenses, increased depreciation and amortization expenses, decreased
other  income, and the effect of the March 2002 Settlement  Agreement
and  the 2001 earnings review that were approved by the APSC  in  the
second  quarter  of 2002.  The settlement agreement  allowed  Entergy
Arkansas  to recover 2000 and 2001 ice storm repair expenses  through
previously-collected  TCA  amounts.  The effect  of  this  settlement
agreement  increased other operation and maintenance expenses,  other
regulatory credits, and provisions for rate refunds.  The net  impact
of  the settlement agreement and the 2001 earnings review is an  $8.5
million  decrease in net income.  The March 2002 Settlement Agreement
is discussed further in Note 2 to the financial statements.

      Net  income  decreased for the six months ended June  30,  2002
compared  to  the  six months ended June 30, 2001  primarily  due  to
decreased sales for resale, increased other operation and maintenance
expenses, increased depreciation and amortization expenses, decreased
other  income, and the effect of the March 2002 Settlement  Agreement
discussed  above.   The  overall decrease  was  partially  offset  by
increased unbilled revenue.

Revenues and Sales

     The changes in electric operating revenues for the three and six
months  ended  June 30, 2002 compared with the three and  six  months
ended June 30, 2001 are as follows:

                               Three Months Ended    Six Months Ended
        Description            Increase/(Decrease)  Increase/(Decrease)
                                          (In Millions)

Base rate differences                 ($0.7)                $4.7
Rate riders                            (6.6)               (15.0)
Fuel cost recovery                    (29.4)               (13.3)
Sales volume/weather                   (0.4)                (8.6)
Unbilled revenue                       (5.1)                 6.5
Provisions for rate refunds           (18.1)               (18.1)
Other revenue                           0.6                  1.0
Sales for resale                      (25.5)               (58.4)
                                     ------              -------
   Total                             ($85.2)             ($101.2)
                                     ======              =======

Base rate differences

      Base  rate  differences increased revenues for the  six  months
ended  June  30, 2002 primarily due to the effect of block  rates  on
residential customers and higher effective prices for commercial  and
industrial customers due to decreased KWH usage.


                       ENTERGY ARKANSAS, INC.

           MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS

                        RESULTS OF OPERATIONS


Rate riders

      Rate  rider  revenues  have no material effect  on  net  income
because specific incurred expenses offset them.

     Rate rider revenues decreased for the three and six months ended
June  30,  2002  primarily due to a decrease in the Grand  Gulf  rate
rider  effective  January 2002 compared to the rate rider  in  effect
during the three and six months ended June 30, 2001.  The Grand  Gulf
rate  rider  allows Entergy Arkansas to recover 78% of its  share  of
operating costs for Grand Gulf 1.

Fuel cost recovery

      Entergy  Arkansas  is  allowed  to  recover  certain  fuel  and
purchased  power costs through fuel mechanisms included  in  electric
rates  that  are  recorded  as  fuel  cost  recovery  revenues.   The
difference between revenues collected and current fuel and  purchased
power  costs is recorded as deferred fuel costs on Entergy  Arkansas'
financial  statements  such that these costs generally  have  no  net
effect on earnings.

      Fuel  cost  recovery revenues decreased for the three  and  six
months  ended June 30, 2002 primarily due to a decrease in the energy
cost  recovery rider that became effective in April 2002.  The  rider
utilizes prior year energy costs and projected energy sales  for  the
twelve-month period commencing on April 1 of each year to develop  an
energy cost rate, which is redetermined annually and includes a true-
up   adjustment   reflecting  the  over-recovery  or  under-recovery,
including carrying charges, of the energy cost for the prior calendar
year.   The  rider  is discussed further in Note 2 to  the  financial
statements in the Form 10-K.

Sales volume/weather

      Electric  sales volume decreased revenues for  the  six  months
ended  June 30, 2002 primarily due to decreased usage of 115  GWH  in
the  industrial sector.  The effect of less favorable weather in  the
first  half  of  2002 compared with the first half of 2001  decreased
electric  sales  volume by 123 GWH in the residential and  commercial
sectors.   The decreased usage resulted in higher effective rates  in
each sector, which are reflected in base rate differences.

Unbilled revenue

      As  discussed in Note 1 to the financial statements in the Form
10-K,  unbilled revenues are estimated monthly and are  reversed  the
following  month.  Unbilled revenue for the three months  ended  June
30,  2002  and 2001 includes the reversal of the estimates for  March
2002 and March 2001, respectively.  The decrease for the three months
ended June 30, 2002 compared to the three months ended June 30,  2001
is  due to the effect on the June 2001 calculation of higher unbilled
revenue in March 2001 caused by increased volume.

     Unbilled revenue for the six months ended June 30, 2002 and 2001
includes the reversal of the estimates for December 2001 and December
2000,  respectively.  The increase in unbilled revenue  for  the  six
months ended June 30, 2002 compared to the six months ended June  30,
2001  is  due to the effect on the June 2002 unbilled calculation  of
higher unbilled revenue in June 2002 caused by increased volume.


                       ENTERGY ARKANSAS, INC.

           MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS

                        RESULTS OF OPERATIONS


Provisions for rate refunds

      Revenues decreased for the three and six months ended June  30,
2002  due to the provisions for rate refunds to large general service
customers  pursuant  to  the  March 2002 Settlement  Agreement.   The
refunds  are  scheduled to be distributed beginning in  August  2002.
The March 2002 Settlement Agreement is discussed further in Note 2 to
the financial statements.

Sales for resale

      Sales  for resale decreased for the three and six months  ended
June  30, 2002 due to a decrease in the average price of energy  sold
to  wholesale  customers coupled with a decrease in sales  volume  to
municipalities and co-operatives.

Expenses

Fuel and purchased power

     Fuel and purchased power expenses decreased for the three months
ended June 30, 2002 primarily due to:

     o decreased market prices of natural gas and purchased power; and
     o decreased  coal  generation due to planned  and  unplanned
       maintenance outages.

      Fuel  and purchased power expenses decreased for the six months
ended  June  30,  2002 primarily due to decreased  market  prices  of
natural gas and purchased power.

Other operation and maintenance

     Other operation and maintenance expenses increased for the three
months ended June 30, 2002 primarily due to:

     o increased expenses consisting of $157.1 million due primarily to
       the March 2002 Settlement Agreement and 2001 earnings review allowing
       Entergy Arkansas to recover a large majority of 2000 and 2001 ice
       storm repair expenses through the previously-collected TCA amounts
       and $24.5 million due to the reversal in 2001 of ice storm costs
       previously charged to expense in December 2000;
     o increased salaries and office expense of $2.7 million; and
     o increased  nuclear plant expense of $1.6  million  due  to
       additional security costs.

      Other operation and maintenance expenses increased for the  six
months ended June 30, 2002 primarily due to:

     o increased expenses consisting of $159.9 million due primarily to
       the March 2002 Settlement Agreement and 2001 earnings review allowing
       Entergy Arkansas to recover a large majority of 2000 and 2001 ice
       storm repair expenses through the previously-collected TCA amounts
       and $24.5 million due to the reversal in 2001 of ice storm costs
       previously charged to expense in December 2000;
     o lower nuclear insurance refunds of $3.1 million; and
     o increased vegetation management spending of $2.1 million.


                       ENTERGY ARKANSAS, INC.

           MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS

                        RESULTS OF OPERATIONS


     The March 2002 Settlement Agreement is discussed further in Note
2 to the financial statements.

Depreciation, amortization, and decommissioning

     Depreciation and amortization increased for the three and six
months ended June 30, 2002 primarily due to revisions made to the
useful lives of certain intangible plant assets to more appropriately
reflect their actual lives which lowered expense in 2001 in
accordance with regulatory treatment.

Other regulatory charges (credits) - net

      Other regulatory credits increased for the three and six months
ended  June  30,  2002  primarily due to the  March  2002  Settlement
Agreement  allowing Entergy Arkansas to recover  2000  and  2001  ice
storm  repair expenses through the previously-collected TCA  amounts.
The  increase  in other regulatory credits is offset by  an  increase
other  operation and maintenance expenses discussed above.  The March
2002  Settlement  Agreement is discussed further in  Note  2  to  the
financial statements.

Other

Other income (deductions)

     Other  income decreased for the three and six months ended  June
30, 2002 primarily due to:

     o a decrease in interest income recorded on the deferred fuel
       balance resulting from increased recovery; and
     o reversal of the first quarter 2002 recording of 2000 ice storm
       expenses in other operation and maintenance of $2.7 million, as
       originally recommended by the APSC staff, in accordance with the
       March 2002 Settlement Agreement.  The March 2002 Settlement Agreement
       is discussed further in Note 2 to the financial statements.

Income taxes

      The  effective income tax rates for the three months ended June
30,  2002 and 2001 were 53.4% and 40.8%, respectively.  The effective
income tax rates for the six months ended June 30, 2002 and 2001 were
42.1%  and  41.3%, respectively.  The increase in the  effective  tax
rate  for the three months ended June 30, 2002 was primarily  due  to
the  effect  of  increased flow-through and permanent  book  and  tax
timing differences related to the March 2002 Settlement Agreement  in
addition to increased depreciation book and tax timing differences.





                          ENTERGY ARKANSAS, INC.
                            INCOME STATEMENTS
      For the Three and Six Months Ended June 30, 2002 and 2001
                                (Unaudited)

                                                              Three Months Ended      Six Months Ended
                                                                2002       2001      2002         2001
                                                                 (In Thousands)        (In Thousands)
                                                                                    
                    OPERATING REVENUES
Domestic electric                                             $367,926   $453,108   $745,749    $846,907
                                                              --------   --------   --------    --------
                    OPERATING EXPENSES
Operation and Maintenance:
   Fuel, fuel-related expenses, and
     gas purchased for resale                                   69,210    107,414    173,463     178,162
   Purchased power                                              88,281    120,412    159,955     244,510
   Nuclear refueling outage expenses                             6,197      7,716     13,058      14,537
   Other operation and maintenance                             254,080     65,279    336,115     136,824
Taxes other than income taxes                                    9,385      8,664     20,573      17,428
Depreciation, amortization, and decommissioning                 46,696     39,388     93,182      86,020
Other regulatory charges (credits) - net                      (175,317)       117   (175,722)     (6,339)
                                                              --------   --------   --------    --------
TOTAL                                                          298,532    348,990    620,624     671,142
                                                              --------   --------   --------    --------

OPERATING INCOME                                                69,394    104,118    125,125     175,765
                                                              --------   --------   --------    --------

                OTHER INCOME (DEDUCTIONS)
Allowance for equity funds used during construction              1,962      1,548      3,300       2,639
Interest and dividend income                                       587      1,790      1,565       6,711
Miscellaneous - net                                             (3,538)      (814)    (4,528)     (1,928)
                                                              --------   --------   --------    --------
TOTAL                                                             (989)     2,524        337       7,422
                                                              --------   --------   --------    --------

                INTEREST AND OTHER CHARGES
Interest on long-term debt                                      18,916     21,868     41,385      44,304
Other interest - net                                             8,116      5,115     11,047       8,505
Distributions on preferred securities of subsidiary              1,275      1,275      2,550       2,550
Allowance for borrowed funds used during construction           (1,237)    (1,004)    (2,184)     (1,715)
                                                              --------   --------   --------    --------
TOTAL                                                           27,070     27,254     52,798      53,644
                                                              --------   --------   --------    --------

INCOME BEFORE INCOME TAXES                                      41,335     79,388     72,664     129,543

Income taxes                                                    22,088     32,350     30,579      53,527
                                                              --------   --------   --------    --------

NET INCOME                                                      19,247     47,038     42,085      76,016

Preferred dividend requirements and other                        1,944      1,944      3,888       3,888
                                                              --------   --------   --------    --------

EARNINGS APPLICABLE TO
COMMON STOCK                                                   $17,303    $45,094    $38,197     $72,128
                                                              ========   ========   ========    ========
See Notes to Financial Statements.






                          ENTERGY ARKANSAS, INC.
                         STATEMENTS OF CASH FLOWS
               For the Six Months Ended June 30, 2002 and 2001
                               (Unaudited)

                                                                       2002           2001
                                                                           (In Thousands)
                                                                                 
                    OPERATING ACTIVITIES
Net income                                                              $42,085        $76,016
Noncash items included in net income:
  Other regulatory credits - net                                       (175,722)        (6,339)
  Depreciation, amortization, and decommissioning                        93,182         86,020
  Deferred income taxes and investment tax credits                      (34,997)         9,611
  Allowance for equity funds used during construction                    (3,300)        (2,639)
Changes in working capital:
  Receivables                                                             1,059         11,851
  Fuel inventory                                                        (11,267)         6,417
  Accounts payable                                                      (24,542)       (45,335)
  Taxes accrued                                                          53,092         41,001
  Interest accrued                                                       (5,708)          (503)
  Deferred fuel costs                                                    65,783         38,828
  Other working capital accounts                                         15,105           (310)
Provision for estimated losses and reserves                              (5,756)        (4,009)
Changes in other regulatory assets                                      152,331       (108,297)
Changes in other deferred credits                                       (22,204)        29,225
Other                                                                    (5,379)        28,913
                                                                       --------       --------
Net cash flow provided by operating activities                          133,762        160,450
                                                                       --------       --------

                    INVESTING ACTIVITIES
Construction expenditures                                              (131,681)      (117,970)
Allowance for equity funds used during construction                       3,300          2,639
Nuclear fuel purchases                                                  (60,075)       (19,103)
Proceeds from sale/leaseback of nuclear fuel                             60,075         19,103
Decommissioning trust contributions and realized
    change in trust assets                                               (5,434)        (4,379)
Changes in other temporary investments - net                             38,397              -
Other regulatory investments                                                  -        (16,796)
                                                                       --------       --------
Net cash flow used in investing activities                              (95,418)      (136,506)
                                                                       --------       --------

                    FINANCING ACTIVITIES
Proceeds from issuance of long-term debt                                 94,557              -
Retirement of long-term debt                                           (170,000)             -
Changes in short-term borrowings                                           (667)             -
Dividends paid:
  Common stock                                                          (14,100)       (11,500)
  Preferred stock                                                        (3,888)        (1,944)
                                                                       --------       --------
Net cash flow used in financing activities                              (94,098)       (13,444)
                                                                       --------       --------

Net increase (decrease) in cash and cash equivalents                    (55,754)        10,500

Cash and cash equivalents at beginning of period                        103,466          7,838
                                                                       --------       --------

Cash and cash equivalents at end of period                              $47,712        $18,338
                                                                       ========       ========
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
Cash paid/(received) during the period for:
  Interest - net of amount capitalized                                  $58,161        $53,353
  Income taxes                                                           $9,356            ($3)
 Noncash investing and financing activities:
  Change in unrealized depreciation of
   decommissioning trust assets                                        ($12,481)       ($3,877)
  Long-term debt refunded with proceeds from
   long-term debt issued in prior period                               ($47,000)             -

See Notes to Financial Statements.






                           ENTERGY ARKANSAS, INC.
                              BALANCE SHEETS
                                   ASSETS
                    June 30, 2002 and December 31, 2001
                                 (Unaudited)

                                                                               2002        2001
                                                                                 (In Thousands)
                                                                                   
                         CURRENT ASSETS
Cash and cash equivalents:
  Cash                                                                         $10,540      $18,331
  Temporary cash investments - at cost,
    which approximates market                                                   37,172       85,135
                                                                            ----------   ----------
        Total cash and cash equivalents                                         47,712      103,466
                                                                            ----------   ----------
Other temporary investments                                                          -       38,397
Accounts receivable:
  Customer                                                                      77,846       80,719
  Allowance for doubtful accounts                                               (1,667)      (1,667)
  Associated companies                                                          52,305       65,102
  Other                                                                         17,160       20,889
  Accrued unbilled revenues                                                     80,647       62,307
                                                                            ----------   ----------
    Total accounts receivable                                                  226,291      227,350
                                                                            ----------   ----------
Deferred fuel costs                                                                  -       17,246
Accumulated deferred income taxes                                               36,961       22,698
Fuel inventory - at average cost                                                15,639        4,372
Materials and supplies - at average cost                                        78,717       75,499
Deferred nuclear refueling outage costs                                         16,928       14,508
Prepayments and other                                                            6,918       53,386
                                                                            ----------   ----------
TOTAL                                                                          429,166      556,922
                                                                            ----------   ----------

                 OTHER PROPERTY AND INVESTMENTS
Investment in affiliates - at equity                                            11,217       11,217
Decommissioning trust funds                                                    344,067      351,114
Non-utility property - at cost (less accumulated depreciation)                   1,462        1,465
Other                                                                            2,976        2,976
                                                                            ----------   ----------
TOTAL                                                                          359,722      366,772
                                                                            ----------   ----------

                          UTILITY PLANT
Electric                                                                     5,462,186    5,399,294
Property under capital lease                                                    34,370       35,604
Construction work in progress                                                  196,974      157,994
Nuclear fuel under capital lease                                               102,940       65,556
Nuclear fuel                                                                    10,481        8,156
                                                                            ----------   ----------
TOTAL UTILITY PLANT                                                          5,806,951    5,666,604
Less - accumulated depreciation and amortization                             2,668,964    2,615,013
                                                                            ----------   ----------
UTILITY PLANT - NET                                                          3,137,987    3,051,591
                                                                            ----------   ----------

                DEFERRED DEBITS AND OTHER ASSETS
Regulatory assets:
  SFAS 109 regulatory asset - net                                              178,010      164,146
  Unamortized loss on reacquired debt                                           40,736       40,817
  Other regulatory assets                                                       94,340      260,535
Other                                                                           18,918       10,797
                                                                            ----------   ----------
TOTAL                                                                          332,004      476,295
                                                                            ----------   ----------
TOTAL ASSETS                                                                $4,258,879   $4,451,580
                                                                            ==========   ==========
See Notes to Financial Statements.





                          ENTERGY ARKANSAS, INC.
                             BALANCE SHEETS
                  LIABILITIES AND SHAREHOLDERS' EQUITY
                  June 30, 2002 and December 31, 2001
                               (Unaudited)

                                                                   2002           2001
                                                                      (In Thousands)
                                                                         
                   CURRENT LIABILITIES
Currently maturing long-term debt                                  $100,000       $85,000
Notes payable                                                             -           667
Accounts payable:
  Associated companies                                               29,903        32,868
  Other                                                              65,459        87,036
Customer deposits                                                    38,197        32,589
Taxes accrued                                                       157,373       104,281
Interest accrued                                                     24,836        30,544
Deferred fuel costs                                                  48,537             -
Obligations under capital leases                                     52,191        51,973
System Energy refund                                                  6,650        53,732
Other                                                                34,245        17,221
                                                                 ----------    ----------
TOTAL                                                               557,391       495,911
                                                                 ----------    ----------

          DEFERRED CREDITS AND OTHER LIABILITIES
Accumulated deferred income taxes                                   808,165       809,742
Accumulated deferred investment tax credits                          80,735        83,239
Obligations under capital leases                                     85,119        49,187
Transition to competition                                                 -       152,414
Accumulated provisions                                               35,659        41,415
Other                                                                85,220       107,424
                                                                 ----------    ----------
TOTAL                                                             1,094,898     1,243,421
                                                                 ----------    ----------

Long-term debt                                                    1,178,359     1,308,075
Company-obligated mandatorily redeemable
  preferred securities of subsidiary trust holding
  solely junior subordinated deferrable debentures                   60,000        60,000

                   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 2002
  and 2001                                                              470           470
Paid-in capital                                                     591,127       591,127
Retained earnings                                                   660,284       636,226
                                                                 ----------    ----------
TOTAL                                                             1,368,231     1,344,173
                                                                 ----------    ----------

Commitments and Contingencies

           TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY            $4,258,879    $4,451,580
                                                                 ==========    ==========
See Notes to Financial Statements.




                         ENTERGY ARKANSAS, INC.
                       SELECTED OPERATING RESULTS
        For the Three and Six Months Ended June 30, 2002 and 2001
                              (Unaudited)


                                      Three Months Ended   Increase/
           Description                2002       2001      (Decrease)      %
                                        (In Millions)
Electric Operating Revenues:
  Residential                       $ 112.4    $ 124.3       ($11.9)     (10)
  Commercial                           71.2       81.0         (9.8)     (12)
  Industrial                           76.8       91.8        (15.0)     (16)
  Governmental                          3.8        4.2         (0.4)     (10)
                                    -------    -------       ------
    Total retail                      264.2      301.3        (37.1)     (12)
  Sales for resale
     Associated companies              51.4       70.1        (18.7)     (27)
     Non-associated companies          41.0       47.8         (6.8)     (14)
  Other                                11.3       33.9        (22.6)     (67)
                                    -------    -------       ------
    Total                           $ 367.9    $ 453.1       ($85.2)     (19)
                                    =======    =======       ======
Billed Electric Energy
 Sales (GWH):
  Residential                         1,402      1,383           19        1
  Commercial                          1,219      1,213            6        -
  Industrial                          1,626      1,687          (61)      (4)
  Governmental                           62         60            2        3
                                    -------    -------       ------
    Total retail                      4,309      4,343          (34)      (1)
  Sales for resale
     Associated companies             1,804      1,953         (149)      (8)
     Non-associated companies         1,189      1,296         (107)      (8)
                                    -------    -------       ------
    Total                             7,302      7,592         (290)      (4)
                                    =======    =======       ======

                                     Six Months Ended      Increase/
           Description               2002       2001       (Decrease)      %
                                       (In Millions)
Electric Operating Revenues:
  Residential                       $ 249.6    $ 264.3       ($14.7)      (6)
  Commercial                          143.3      149.5         (6.2)      (4)
  Industrial                          158.5      170.0        (11.5)      (7)
  Governmental                          7.8        7.7          0.1        1
                                    -------    -------      -------
    Total retail                      559.2      591.5        (32.3)      (5)
  Sales for resale
     Associated companies              93.1      119.7        (26.6)     (22)
     Non-associated companies          75.8      107.6        (31.8)     (30)
  Other                                17.6       28.1        (10.5)     (37)
                                    -------    -------      -------
    Total                           $ 745.7    $ 846.9      ($101.2)     (12)
                                    =======    =======      =======
Billed Electric Energy
 Sales (GWH):
  Residential                         3,123      3,237         (114)      (4)
  Commercial                          2,350      2,363          (13)      (1)
  Industrial                          3,232      3,347         (115)      (3)
  Governmental                          124        117            7        6
                                    -------    -------      -------
    Total retail                      8,829      9,064         (235)      (3)
  Sales for resale
     Associated companies             3,886      3,080          806       26
     Non-associated companies         2,236      2,627         (391)     (15)
                                    -------    -------      -------
    Total                            14,951     14,771          180        1
                                    =======    =======      =======



                      ENTERGY GULF STATES, INC.

           MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS

                        RESULTS OF OPERATIONS


Net Income

      Net  income increased for the three months ended June 30,  2002
compared  to  the three months ended June 30, 2001 primarily  due  to
increased  unbilled revenue, increased other regulatory credits,  and
decreased  interest expense, partially offset by decreased sales  for
resale,   increased  depreciation  and  amortization  expenses,   and
decreased interest income.

      Net  income  decreased for the six months ended June  30,  2002
compared  to  the  six months ended June 30, 2001  primarily  due  to
decreased  sales for resale, increased depreciation and  amortization
expenses,   and  decreased  interest  income,  partially  offset   by
increased  unbilled revenue, increased other regulatory credits,  and
decreased interest expense.

Revenues and Sales

     The changes in electric operating revenues for the three and six
months  ended  June 30, 2002 compared with the three and  six  months
ended June 30, 2001 are as follows:

                        Three Months Ended      Six Months Ended
     Description        Increase/(Decrease)   Increase/(Decrease)
                                      (In Millions)

Base rate differences          ($1.9)               ($2.3)
Fuel cost recovery            (171.1)              (379.0)
Sales volume/weather             3.3                 (7.6)
Unbilled revenue                18.9                 16.9
Other revenue                    2.4                  3.2
Sales for resale               (13.7)               (44.9)
                             -------              -------
   Total                     ($162.1)             ($413.7)
                             =======              =======

Fuel cost recovery

     Entergy  Gulf  States  is allowed to recover  certain  fuel  and
purchased  power costs through fuel mechanisms included  in  electric
rates  that  are  recorded  as  fuel  cost  recovery  revenues.   The
difference between revenues collected and current fuel and  purchased
power  costs  is  recorded as deferred fuel  costs  on  Entergy  Gulf
States' financial statements such that these costs generally have  no
net effect on earnings.

     Fuel  cost  recovery revenues decreased for the  three  and  six
months  ended  June  30,  2002 in both operational  jurisdictions  of
Entergy  Gulf  States.  In the Louisiana jurisdiction, fuel  recovery
revenues  decreased $109.4 million and $264.1 million for  the  three
and  six  months ended June 30, 2002, respectively, due to the  lower
prices of fuel and purchased power in 2002 compared with 2001 and the
impact  of  the  current period recovery through the fuel  adjustment
clause of lower fuel and purchased power costs from prior months.  In
the  Louisiana jurisdiction, these fuel costs are recovered on a two-
month  lag.   In the Texas jurisdiction, fuel cost recovery  revenues
decreased  $61.7  million and $114.9 million for the  three  and  six
months  ended June 30, 2002, respectively, due to a decrease  in  the
fixed fuel factor in March 2002 and the completion of a fuel recovery
surcharge in February 2002.


                      ENTERGY GULF STATES, INC.

           MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS

                        RESULTS OF OPERATIONS


Sales volume/weather

      Lower electric sales volume reduced revenues for the six months
ended  June  30,  2002  primarily  due  to  decreased  usage  in  the
industrial  sector  as  a  result of contractual  modifications  that
reclassified the sales associated with certain customers from  retail
to  wholesale.   Under  the terms of the former contract  with  these
customers,  Entergy  Gulf States was also required  to  purchase  the
electricity produced by the customers' generating units.  As a result
of   the   cessation   of   the  purchased  power   obligation,   the
reclassification  of these sales will not have a negative  impact  on
Entergy Gulf States' earnings.

Unbilled revenue

      As  discussed in Note 1 to the financial statements in the Form
10-K,  unbilled revenues are estimated monthly and are  reversed  the
following  month.  Unbilled revenue for the three months  ended  June
30,  2002  and 2001 includes the reversal of the estimates for  March
2002 and March 2001, respectively.  The increase for the three months
ended June 30, 2002 compared to the three months ended June 30,  2001
is  due to the effect on the June 2001 calculation of higher unbilled
revenue in March 2001 caused by higher fuel rates.

     Unbilled revenue for the six months ended June 30, 2002 and 2001
includes the reversal of the estimates for December 2001 and December
2000,  respectively.  The increase in unbilled revenue  for  the  six
months ended June 30, 2002 compared to the six months ended June  30,
2001  is  due to the effect on the June 2001 unbilled calculation  of
higher unbilled revenue in December 2000 caused by volume/weather.

Sales for resale

     Sales  for  resale decreased for the three and six months  ended
June  30,  2002 primarily due to a decrease in the average  price  of
resale electricity as a result of lower market prices of natural  gas
used  in  generation.   The  decrease  is  partially  offset  by  the
contractual  modifications that resulted in  the  reclassified  sales
noted above in sales volume/weather.

Gas operating revenues

     Gas  operating revenues decreased for the six months ended  June
30, 2002 primarily due to the decreased market price of natural gas.

Expenses

Fuel and purchased power

      Fuel and purchased power expenses decreased for the three  and
six  months  ended June 30, 2002 primarily due to decreases  in  the
market prices of natural gas and purchased power.

Other operation and maintenance

      Other operation and maintenance expenses increased for the six
months ended June 30, 2002 due to increases in:

     o injuries and damages expense of $3.0 million;
     o plant maintenance expenses at certain fossil plants of $2.8
       million;
     o pension and benefits expense of $2.5 million; and
     o nuclear operation and maintenance expenses of $2.4 million.


                      ENTERGY GULF STATES, INC.

           MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS

                        RESULTS OF OPERATIONS


      The  increase in other operation and maintenance expenses  was
partially offset by decreases in:

     o regulatory expenses of $4.2 million primarily due to the payment
       in 2001 of the Texas System Benefit Fund assessment;
     o transmission expenses of $2.2 million; and
     o uncollectible receivable write-offs of $1.3 million.

Taxes other than income taxes

      Taxes  other than income taxes increased for the three and  six
months  ended June 30, 2002 primarily due to lower sales and use  tax
audit assessments in 2001.

Depreciation and amortization

     Depreciation  and amortization increased for the three  and  six
months  ended June 30, 2002 primarily due to revisions  made  to  the
useful lives of certain intangible plant assets to more appropriately
reflect  their  actual  lives  which  lowered  expense  in  2001   in
accordance with regulatory treatment.

Other regulatory charges (credits) - net

      Other regulatory credits increased for the three and six months
ended June 30, 2002 primarily due to the recognition in income of the
Louisiana  portion of the unamortized deferred gain on the 1988  sale
of  Nelson  Units 1 and 2.  The deferred gain was recognized  because
the LPSC no longer requires that the gain reduce Entergy Gulf States'
cost of service.

Other

Other income

      Other income decreased for the three and six months ended  June
30,  2002 primarily due to decreased interest income recorded on  the
deferred fuel balance due to partial recovery of the balance.

Interest and other charges

      Interest  on  long-term debt decreased for the  three  and  six
months ended June 30, 2002 primarily due to lower interest expense on
variable-rate First Mortgage Bonds and the retirement of $148 million
of First Mortgage Bonds in January 2002.

Income taxes

     The  effective income tax rates for the three months ended  June
30,  2002 and 2001 were 38.7% and 35.0%, respectively.  The effective
income tax rates for the six months ended June 30, 2002 and 2001 were
38.6% and 36.1%, respectively.





                        ENTERGY GULF STATES, INC.
                           INCOME STATEMENTS
      For the Three and Six Months Ended June 30, 2002 and 2001
                             (Unaudited)

                                                                       Three Months Ended      Six Months Ended
                                                                        2002        2001       2002         2001
                                                                         (In Thousands)          (In Thousands)
                                                                                             
                       OPERATING REVENUES
Domestic electric                                                     $559,538    $721,597  $1,006,789   $1,420,473
Natural gas                                                              8,025       9,296      24,678       44,896
                                                                      --------    --------  ----------   ----------
TOTAL                                                                  567,563     730,893   1,031,467    1,465,369
                                                                      --------    --------  ----------   ----------

                       OPERATING EXPENSES
Operation and Maintenance:
   Fuel, fuel-related expenses, and
     gas purchased for resale                                          145,046     306,998     284,900      600,165
   Purchased power                                                     108,349     125,903     174,178      267,855
   Nuclear refueling outage expenses                                     3,023       3,021       6,079        6,111
   Other operation and maintenance                                     107,377     108,159     204,952      201,413
Decommissioning                                                          1,579       1,561       3,152        3,123
Taxes other than income taxes                                           30,674      27,563      61,312       58,559
Depreciation and amortization                                           50,400      45,190     100,693       94,951
Other regulatory charges (credits) - net                               (12,626)        936     (12,026)      (4,553)
                                                                      --------    --------  ----------   ----------
TOTAL                                                                  433,822     619,331     823,240    1,227,624
                                                                      --------    --------  ----------   ----------

OPERATING INCOME                                                       133,741     111,562     208,227      237,745
                                                                      --------    --------  ----------   ----------

                          OTHER INCOME
Allowance for equity funds used during construction                      2,757       2,342       4,983        4,167
Gain on sale of assets                                                   1,009         603       1,673        1,188
Interest and dividend income                                             2,610       6,293       4,931       14,226
Miscellaneous - net                                                       (351)     (1,162)     (1,448)      (2,574)
                                                                      --------    --------  ----------   ----------
TOTAL                                                                    6,025       8,076      10,139       17,007
                                                                      --------    --------  ----------   ----------

                   INTEREST AND OTHER CHARGES
Interest on long-term debt                                              32,649      39,359      64,497       78,152
Other interest - net                                                     1,146       1,858       2,743        4,195
Distributions on preferred securities of subsidiary                      1,859       1,860       3,719        3,719
Allowance for borrowed funds used during construction                   (2,354)     (2,441)     (4,614)      (4,155)
                                                                      --------    --------  ----------   ----------
TOTAL                                                                   33,300      40,636      66,345       81,911
                                                                      --------    --------  ----------   ----------

INCOME BEFORE INCOME TAXES                                             106,466      79,002     152,021      172,841

Income taxes                                                            41,230      27,620      58,747       62,413
                                                                      --------    --------  ----------   ----------

NET INCOME                                                              65,236      51,382      93,274      110,428

Preferred dividend requirements and other                                1,226       1,271       2,460        2,581
                                                                      --------    --------  ----------   ----------

EARNINGS APPLICABLE TO
COMMON STOCK                                                           $64,010     $50,111     $90,814     $107,847
                                                                      ========    ========  ==========   ==========
See Notes to Financial Statements.






                         ENTERGY GULF STATES, INC.
                         STATEMENTS OF CASH FLOWS
             For the Six Months Ended June 30, 2002 and 2001
                               (Unaudited)

                                                               2002         2001
                                                                 (In Thousands)
                                                                     
                OPERATING ACTIVITIES
Net income                                                     $93,274     $110,428
Noncash items included in net income:
  Reserve for regulatory adjustments                             5,070        1,932
  Other regulatory credits - net                               (12,026)      (4,553)
  Depreciation, amortization, and decommissioning              103,845       98,074
  Deferred income taxes and investment tax credits             (15,641)      10,793
  Allowance for equity funds used during construction           (4,983)      (4,167)
  Gain on sale of assets                                        (1,673)      (1,188)
Changes in working capital:
  Receivables                                                  (12,275)      (4,676)
  Fuel inventory                                                (2,893)     (21,056)
  Accounts payable                                              (1,512)    (117,594)
  Taxes accrued                                                 61,696       55,386
  Interest accrued                                              (7,221)       1,544
  Deferred fuel costs                                            8,060       66,419
  Other working capital accounts                                11,213        7,536
Provision for estimated losses and reserves                     (1,238)      (3,164)
Changes in other regulatory assets                               7,499      (14,365)
Other                                                           11,617        3,539
                                                              --------     --------
Net cash flow provided by operating activities                 242,812      184,888
                                                              --------     --------

                INVESTING ACTIVITIES
Construction expenditures                                     (161,118)    (145,421)
Allowance for equity funds used during construction              4,983        4,167
Nuclear fuel purchases                                         (21,733)      (3,929)
Proceeds from sale/leaseback of nuclear fuel                    21,923        3,937
Decommissioning trust contributions and realized
    change in trust assets                                      (5,464)      (5,912)
Changes in other temporary investments - net                    44,643            -
Other regulatory investments                                   (29,755)     (39,926)
                                                              --------     --------
Net cash flow used in investing activities                    (146,521)    (187,084)
                                                              --------     --------

                FINANCING ACTIVITIES
Retirement of long-term debt                                  (148,000)           -
Redemption of preferred stock                                   (1,404)      (4,574)
Dividends paid:
  Common stock                                                 (31,400)     (34,000)
  Preferred stock                                               (2,460)      (2,588)
                                                              --------     --------
Net cash flow used in financing activities                    (183,264)     (41,162)
                                                              --------     --------

Net decrease in cash and cash equivalents                      (86,973)     (43,358)

Cash and cash equivalents at beginning of period               123,728       68,279
                                                              --------     --------

Cash and cash equivalents at end of period                     $36,755      $24,921
                                                              ========     ========
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
Cash paid during the period for:
  Interest - net of amount capitalized                         $75,495      $81,891
  Income taxes                                                 $17,700         $920
 Noncash investing and financing activities:
  Change in unrealized depreciation of
   decommissioning trust assets                                ($6,413)     ($2,138)

See Notes to Financial Statements.





                         ENTERGY GULF STATES, INC.
                              BALANCE SHEETS
                                  ASSETS
                   June 30, 2002 and December 31, 2001
                               (Unaudited)

                                                                           2002        2001
                                                                            (In Thousands)
                                                                              
                       CURRENT ASSETS
Cash and cash equivalents:
  Cash                                                                     $30,895     $19,503
  Temporary cash investments - at cost,
    which approximates market                                                5,860     104,225
                                                                        ----------  ----------
        Total cash and cash equivalents                                     36,755     123,728
                                                                        ----------  ----------
Other temporary investments                                                      -      44,643
Accounts receivable:
  Customer                                                                 101,579      81,136
  Allowance for doubtful accounts                                           (2,131)     (2,131)
  Associated companies                                                       4,630      34,032
  Other                                                                     36,111      53,249
  Accrued unbilled revenues                                                123,116      84,744
                                                                        ----------  ----------
    Total accounts receivable                                              263,305     251,030
                                                                        ----------  ----------
Deferred fuel costs                                                        148,425     126,730
Fuel inventory - at average cost                                            56,904      54,011
Materials and supplies - at average cost                                    94,553      95,674
Prepayments and other                                                       20,496      22,373
                                                                        ----------  ----------
TOTAL                                                                      620,438     718,189
                                                                        ----------  ----------

               OTHER PROPERTY AND INVESTMENTS
Decommissioning trust funds                                                244,433     245,382
Non-utility property - at cost (less accumulated depreciation)             193,080     194,830
Other                                                                       17,315      15,970
                                                                        ----------  ----------
TOTAL                                                                      454,828     456,182
                                                                        ----------  ----------

                        UTILITY PLANT
Electric                                                                 7,758,403   7,694,226
Property under capital lease                                                25,039      28,087
Natural gas                                                                 61,171      59,100
Construction work in progress                                              286,037     221,730
Nuclear fuel under capital lease                                            54,647      67,688
                                                                        ----------  ----------
TOTAL UTILITY PLANT                                                      8,185,297   8,070,831
Less - accumulated depreciation and amortization                         3,819,300   3,750,770
                                                                        ----------  ----------
UTILITY PLANT - NET                                                      4,365,997   4,320,061
                                                                        ----------  ----------

              DEFERRED DEBITS AND OTHER ASSETS
Regulatory assets:
  SFAS 109 regulatory asset - net                                          424,420     426,623
  Unamortized loss on reacquired debt                                       32,706      34,321
  Other regulatory assets                                                  196,033     201,329
Long-term receivables                                                       24,935      26,576
Other                                                                       20,183      26,460
                                                                        ----------  ----------
TOTAL                                                                      698,277     715,309
                                                                        ----------  ----------

TOTAL ASSETS                                                            $6,139,540  $6,209,741
                                                                        ==========  ==========
See Notes to Financial Statements.






                       ENTERGY GULF STATES, INC.
                            BALANCE SHEETS
                  LIABILITIES AND SHAREHOLDERS' EQUITY
                   June 30, 2002 and December 31, 2001
                              (Unaudited)

                                                                     2002        2001
                                                                       (In Thousands)
                                                                        
                  CURRENT LIABILITIES
Currently maturing long-term debt                                   $339,000    $147,921
Accounts payable:
  Associated companies                                                49,378      38,728
  Other                                                              122,861     135,023
Customer deposits                                                     46,549      45,876
Taxes accrued                                                        152,300      90,604
Accumulated deferred income taxes                                     23,819      21,412
Nuclear refueling outage costs                                         8,150       2,080
Interest accrued                                                      36,193      43,414
Obligations under capital leases                                      37,113      36,668
Other                                                                 22,465      20,995
                                                                  ----------  ----------
TOTAL                                                                837,828     582,721
                                                                  ----------  ----------

         DEFERRED CREDITS AND OTHER LIABILITIES
Accumulated deferred income taxes                                  1,216,031   1,227,084
Accumulated deferred investment tax credits                          160,084     163,766
Obligations under capital leases                                      42,572      60,163
Decommissioning                                                      146,510     144,926
Transition to competition                                             79,098      79,098
Regulatory reserves                                                   38,661      33,591
Accumulated provisions                                                62,573      63,811
Other                                                                 74,174      93,719
                                                                  ----------  ----------
TOTAL                                                              1,819,703   1,866,158
                                                                  ----------  ----------

Long-term debt                                                     1,620,014   1,958,897
Preferred stock with sinking fund                                     24,781      26,185
Company-obligated mandatorily redeemable
  preferred securities of subsidiary trust holding
  solely junior subordinated deferrable debentures                    85,000      85,000

                  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 2002 and 2001         114,055     114,055
Paid-in capital                                                    1,157,459   1,157,459
Retained earnings                                                    431,295     371,939
Accumulated other comprehensive income                                 2,078           -
                                                                  ----------  ----------
TOTAL                                                              1,752,214   1,690,780
                                                                  ----------  ----------

Commitments and Contingencies

              TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY          $6,139,540  $6,209,741
                                                                  ==========  ==========
See Notes to Financial Statements.




                        ENTERGY GULF STATES, INC.
                       SELECTED OPERATING RESULTS
       For the Three and Six Months Ended June 30, 2002 and 2001
                              (Unaudited)


                                     Three Months Ended  Increase/
          Description                2002         2001  (Decrease)      %
                                       (In Millions)
Electric Operating Revenues:
  Residential                      $ 164.0      $ 194.4   ($30.4)     (16)
  Commercial                         123.3        156.7    (33.4)     (21)
  Industrial                         182.1        285.3   (103.2)     (36)
  Governmental                         8.3         10.2     (1.9)     (19)
                                 ---------    ---------   ------
    Total retail                     477.7        646.6   (168.9)     (26)
  Sales for resale
     Associated companies              1.0         16.9    (15.9)     (94)
     Non-associated companies         35.7         33.5      2.2        7
  Other                               45.1         24.6     20.5       83
                                 ---------    ---------   ------
    Total                          $ 559.5      $ 721.6  ($162.1)     (22)
                                 =========    =========   ======
Billed Electric Energy
 Sales (GWH):
  Residential                        2,190        2,017      173        9
  Commercial                         1,942        1,836      106        6
  Industrial                         4,075        4,584     (509)     (11)
  Governmental                         118          110        8        7
                                 ---------    ---------   ------
    Total retail                     8,325        8,547     (222)      (3)
  Sales for resale
     Associated companies               25          341     (316)     (93)
     Non-associated companies        1,155          736      419       57
                                 ---------    ---------   ------
    Total                            9,505        9,624     (119)      (1)
                                 =========    =========   ======

                                     Six Months Ended    Increase/
          Description               2002         2001   (Decrease)      %
                                       (In Millions)
Electric Operating Revenues:
  Residential                      $ 308.8      $ 382.8   ($74.0)     (19)
  Commercial                         232.2        302.0    (69.8)     (23)
  Industrial                         326.1        565.9   (239.8)     (42)
  Governmental                        16.1         20.3     (4.2)     (21)
                                 ---------    ---------   ------
    Total retail                     883.2      1,271.0   (387.8)     (31)
  Sales for resale
     Associated companies              5.5         29.3    (23.8)     (81)
     Non-associated companies         63.5         84.6    (21.1)     (25)
  Other                               54.6         35.6     19.0       53
                                 ---------    ---------   ------
    Total                        $ 1,006.8    $ 1,420.5  ($413.7)     (29)
                                 =========    =========   ======
Billed Electric Energy
 Sales (GWH):
  Residential                        4,292        4,143      149        4
  Commercial                         3,718        3,581      137        4
  Industrial                         7,719        8,836   (1,117)     (13)
  Governmental                         229          221        8        4
                                 ---------    ---------   ------
    Total retail                    15,958       16,781     (823)      (5)
  Sales for resale
     Associated companies              129          448     (319)     (71)
     Non-associated companies        2,213        1,695      518       31
                                 ---------    ---------   ------
    Total                           18,300       18,924     (624)      (3)
                                 =========    =========   ======


                       ENTERGY LOUISIANA, INC.

           MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS

                        RESULTS OF OPERATIONS


Net Income

     Net income increased for the three and six months ended June 30,
2002  compared  with  the three and six months ended  June  30,  2001
primarily  due  to  an increase in unbilled revenue,  more  favorable
volume on billed sales, an increase in interest income, and decreases
in taxes other than income taxes and interest charges.  The increases
were partially offset by increases in other operation and maintenance
expenses and depreciation and amortization expenses.

Revenues and Sales

     The changes in electric operating revenues for the three and six
months  ended  June 30, 2002 compared with the three and  six  months
ended June 30, 2001 are as follows:

                         Three Months Ended    Six Months Ended
     Description        Increase/(Decrease)   Increase/(Decrease)
                                     (In Millions)

Base rate differences          ($10.4)               ($10.4)
Fuel cost recovery              (99.6)               (322.9)
Sales volume/weather             16.1                  15.7
Unbilled revenue                 33.1                  78.2
Other revenue                     1.0                   3.9
Sales for resale                 (4.6)                 (7.8)
                               ------               -------
   Total                       ($64.4)              ($243.3)
                               ======               =======

Base rate differences

      Base  rate  differences decreased for the three and six  months
ended  June  30,  2002 primarily due to an increase in  accruals  for
potential  rate  refunds, decreased rates for special-use  industrial
customers as a result of increased KWH usage, and additional  formula
rate plan reductions which became effective in October 2001.

Fuel cost recovery

     Entergy  Louisiana  is  allowed  to  recover  certain  fuel  and
purchased  power costs through fuel mechanisms included  in  electric
rates  that  are  recorded  as  fuel  cost  recovery  revenues.   The
difference between revenues collected and current fuel and  purchased
power costs is recorded as deferred fuel costs on Entergy Louisiana's
financial  statements  such that these costs generally  have  no  net
effect on earnings.

      Fuel  cost  recovery revenues decreased for the three  and  six
months  ended  June  30,  2002  due to recovery  of  lower  fuel  and
purchased   power  expenses  through  the  fuel  adjustment   clause,
primarily  due  to decreases in the market price of natural  gas  and
purchased power.


                       ENTERGY LOUISIANA, INC.

           MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS

                        RESULTS OF OPERATIONS


Sales volume/weather

      Higher  electric sales volume increased revenues for the  three
months  ended June 30, 2002 due to increased usage of 192 GWH in  the
residential  and commercial sectors, after adjusting for the  weather
effect,  and  209 GWH in the industrial sector.  The increased  usage
resulted in lower effective rates for the industrial sector, which is
reflected in base rate differences.  The effect of favorable  weather
in  the second quarter of 2002 compared to the second quarter of 2001
increased  electric  sales volume by 50 GWH in  the  residential  and
commercial sectors.

      Higher  electric sales volume increased revenues  for  the  six
months  ended June 30, 2002 due to increased usage of 236 GWH in  the
residential  and commercial sectors, after adjusting for the  weather
effect,  and  213 GWH in the industrial sector.  The increased  usage
resulted in lower effective rates for the industrial sector, which is
reflected in base rate differences.

Unbilled revenue

      As  discussed in Note 1 to the financial statements in the Form
10-K,  unbilled revenues are estimated monthly and are  reversed  the
following  month.  Unbilled revenue for the three months  ended  June
30,  2002  and 2001 includes the reversal of the estimates for  March
2002 and March 2001, respectively.  The increase for the three months
ended June 30, 2002 compared to the three months ended June 30,  2001
is  due to the effect on the June 2001 calculation of higher unbilled
revenue in March 2001 caused by higher fuel rates.

     Unbilled revenue for the six months ended June 30, 2002 and 2001
includes the reversal of the estimates for December 2001 and December
2000,  respectively.  The increase in unbilled revenue  for  the  six
months ended June 30, 2002 compared to the six months ended June  30,
2001  is  due to the effect on the June 2001 unbilled calculation  of
higher unbilled revenue in December 2000 caused by higher fuel  rates
and volume/weather.

Sales for resale

      Sales  for resale decreased for the three and six months  ended
June  30,  2002  primarily due to a decrease in volume  to  adjoining
utility systems and affiliated customers.

Expenses

Fuel and purchased power

      Fuel and purchased power expenses decreased for the three  and
six  months  ended  June 30, 2002 primarily due to  a  29%  and  44%
decrease,  respectively, in the market price of  natural  gas.   The
decreases were also due to decreases in the average market price  of
purchased power.

Other operation and maintenance

      Other  operation  and maintenance expenses increased  for  the
three months ended June 30, 2002 primarily due to:

     o an increase in employee pension and benefits expense of $1.5
       million;
     o an increase in maintenance expense at certain fossil plants of
       $4.2 million; and
     o an increase in transmission expenses of $1.4 million.


                       ENTERGY LOUISIANA, INC.

           MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS

                        RESULTS OF OPERATIONS

      Other operation and maintenance expenses increased for the six
months ended June 30, 2002 primarily due to:

     o lower nuclear insurance refunds of $1.3 million;
     o an increase in incentive compensation expense of $3.5 million;
     o an increase in maintenance expense at certain fossil plants of
       $4.1 million;
     o an increase in employee pension and benefits expense of $2.6
       million; and
     o an increase in transmission expenses of $1.7 million.

Taxes other than income taxes

      Taxes other than income taxes decreased for the three and  six
months   ended  June  30,  2002  primarily  due  to  franchise   tax
adjustments.   As  a  result of a favorable court decision,  Entergy
Louisiana  expects to receive a refund for certain  franchise  taxes
previously expensed and paid under protest.

Depreciation and amortization

      Depreciation and amortization increased for the three and  six
months  ended June 30, 2002 primarily due to revisions made  to  the
useful   lives   of  certain  intangible  plant   assets   to   more
appropriately  reflect their actual lives which lowered  expense  in
2001 in accordance with regulatory treatment.

Other regulatory charges - net

     Other regulatory charges increased for the three and six months
ended  June  30, 2002 primarily due to the amortization of  capacity
charges associated with power purchases in the summer of 2000.   The
amortization of these charges will occur through July  2002.   Refer
to  Note  2  to  the financial statements for further discussion  of
deferred capacity charges.

Other

Other income

      Interest  income increased for the three and six  months  ended
June 30, 2002 primarily due to the interest related to franchise  tax
adjustments discussed above.

Interest and other charges

      Interest  on  long-term debt decreased for the  three  and  six
months  ended June 30, 2002 due to the refinancing and net redemption
of  First Mortgage Bonds in the amounts of $18.7 million in 2001  and
$63.0 million in the first quarter of 2002.

     Other interest decreased for the three and six months ended June
30,  2002  primarily  due to interest accrued  in  2001  on  reserves
provided  for  fuel-related refunds that were made in the  summer  of
2001  and  adjustments  to interest expense  previously  recorded  on
franchise tax accruals.

Income taxes

      The  effective income tax rates for the three months ended June
30,  2002 and 2001 were 37.0% and 40.3%, respectively.  The effective
income tax rates for the six months ended June 30, 2002 and 2001 were
38.3% and 41.8%, respectively.  The decreases in the effective income
tax  rates  were primarily due to higher pre-tax income reducing  the
effect of book and tax timing differences.





                         ENTERGY LOUISIANA, INC.
                            INCOME STATEMENTS
        For the Three and Six Months Ended June 30, 2002 and 2001
                               (Unaudited)

                                                           Three Months Ended    Six Months Ended
                                                           2002        2001      2002         2001
                                                            (In Thousands)         (In Thousands)

                                                                              
                 OPERATING REVENUES
Domestic electric                                         $483,389   $547,784   $853,352  $1,096,698
                                                          --------   --------   --------  ----------
                 OPERATING EXPENSES
Operation and Maintenance:
   Fuel, fuel-related expenses, and
     gas purchased for resale                               85,709    190,046    148,690     424,469
   Purchased power                                         121,899    132,485    201,662     267,990
   Nuclear refueling outage expenses                         2,961      3,262      6,012       6,524
   Other operation and maintenance                          81,193     71,269    159,659     141,083
Decommissioning                                              2,606      2,606      5,211       5,212
Taxes other than income taxes                                5,546     18,165     23,979      36,717
Depreciation and amortization                               45,679     40,498     91,141      85,444
Other regulatory charges - net                               3,315        540      6,630       1,080
                                                          --------   --------   --------  ----------
TOTAL                                                      348,908    458,871    642,984     968,519
                                                          --------   --------   --------  ----------

OPERATING INCOME                                           134,481     88,913    210,368     128,179
                                                          --------   --------   --------  ----------

                    OTHER INCOME
Allowance for equity funds used during construction          1,364      1,226      2,432       2,161
Gain on sale of assets                                           -        152          -         152
Interest and dividend income                                 6,583      1,465      6,819       4,134
Miscellaneous - net                                           (741)      (721)    (1,620)     (1,454)
                                                          --------   --------   --------  ----------
TOTAL                                                        7,206      2,122      7,631       4,993
                                                          --------   --------   --------  ----------

             INTEREST AND OTHER CHARGES
Interest on long-term debt                                  21,815     24,734     45,255      49,190
Other interest - net                                        (1,161)     3,570        679       7,087
Distributions on preferred securities of subsidiary          1,575      1,575      3,150       3,150
Allowance for borrowed funds used during construction       (1,006)      (922)    (1,867)     (1,632)
                                                          --------   --------   --------  ----------
TOTAL                                                       21,223     28,957     47,217      57,795
                                                          --------   --------   --------  ----------

INCOME BEFORE INCOME TAXES                                 120,464     62,078    170,782      75,377

Income taxes                                                44,619     25,044     65,442      31,483
                                                          --------   --------   --------  ----------

NET INCOME                                                  75,845     37,034    105,340      43,894

Preferred dividend requirements and other                    1,678      2,378      3,357       4,757
                                                          --------   --------   --------  ----------

EARNINGS APPLICABLE TO
COMMON STOCK                                               $74,167    $34,656   $101,983     $39,137
                                                          ========   ========   ========  ==========
See Notes to Financial Statements.





                        ENTERGY LOUISIANA, INC.
                        STATEMENTS OF CASH FLOWS
          For the Six Months Ended June 30, 2002 and 2001
                              (Unaudited)

                                                                     2002         2001
                                                                       (In Thousands)
                                                                            
                   OPERATING ACTIVITIES
Net income                                                          $105,340      $43,894
Noncash items included in net income:
  Reserve for regulatory adjustments                                       -       (3,698)
  Other regulatory charges - net                                       6,630        1,080
  Depreciation, amortization, and decommissioning                     96,352       90,656
  Deferred income taxes and investment tax credits                    27,874      (55,432)
  Allowance for equity funds used during construction                 (2,432)      (2,161)
  Gain on sale of assets                                                   -         (152)
Changes in working capital:
  Receivables                                                        (57,646)     (15,569)
  Accounts payable                                                    55,199      (66,985)
  Taxes accrued                                                       58,644      103,346
  Interest accrued                                                   (12,986)      (7,192)
  Deferred fuel costs                                                (77,570)     121,877
  Other working capital accounts                                     (17,889)     (24,616)
Provision for estimated losses and reserves                            1,845        2,133
Changes in other regulatory assets                                    17,967       (3,779)
Other                                                                (10,689)      11,750
                                                                    --------     --------
Net cash flow provided by operating activities                       190,639      195,152
                                                                    --------     --------

                   INVESTING ACTIVITIES
Construction expenditures                                            (97,001)     (99,550)
Allowance for equity funds used during construction                    2,432        2,161
Nuclear fuel purchases                                               (50,473)           -
Proceeds from sale/leaseback of nuclear fuel                          50,473            -
Decommissioning trust contributions and realized
    change in trust assets                                            (8,824)      (9,043)
Changes in other temporary investments - net                           6,152            -
                                                                    --------     --------
Net cash flow used in investing activities                           (97,241)    (106,432)
                                                                    --------     --------

                   FINANCING ACTIVITIES
Proceeds from the issuance of long-term debt                         144,874            -
Retirement of long-term debt                                        (228,968)     (35,088)
Changes in short-term borrowings                                      15,000            -
Dividends paid:
  Common stock                                                       (48,600)     (13,300)
  Preferred stock                                                     (3,357)      (4,757)
                                                                    --------     --------
Net cash flow used in financing activities                          (121,051)     (53,145)
                                                                    --------     --------

Net increase (decrease) in cash and cash equivalents                 (27,653)      35,575

Cash and cash equivalents at beginning of period                      42,408       43,959
                                                                    --------     --------

Cash and cash equivalents at end of period                           $14,755      $79,534
                                                                    ========     ========
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
Cash paid/(received) during the period for:
  Interest - net of amount capitalized                               $58,943      $63,521
  Income taxes                                                       ($9,983)        $550
 Noncash investing and financing activities:
  Change in unrealized depreciation of
   decommissioning trust assets                                      ($3,975)     ($1,430)

See Notes to Financial Statements.





                          ENTERGY LOUISIANA, INC.
                              BALANCE SHEETS
                                  ASSETS
                    June 30, 2002 and December 31, 2001
                                (Unaudited)

                                                                    2002        2001
                                                                     (In Thousands)
                                                                        
                    CURRENT ASSETS
Cash and cash equivalents:
  Cash                                                              $14,755      $28,768
  Temporary cash investments - at cost,
    which approximates market                                             -       13,640
                                                                 ----------   ----------
        Total cash and cash equivalents                              14,755       42,408
                                                                 ----------   ----------
Other temporary investments                                               -        6,152
Notes receivable                                                          8            8
Accounts receivable:
  Customer                                                           77,803       48,640
  Allowance for doubtful accounts                                    (1,771)      (1,771)
  Associated companies                                               12,376        9,090
  Other                                                              11,262       47,965
  Accrued unbilled revenues                                         133,100       71,200
                                                                 ----------   ----------
    Total accounts receivable                                       232,770      175,124
                                                                 ----------   ----------
Deferred fuel costs                                                  10,077            -
Accumulated deferred income taxes                                     5,387       42,566
Materials and supplies - at average cost                             73,289       77,523
Deferred nuclear refueling outage costs                              14,441        4,096
Prepayments and other                                                26,763        9,000
                                                                 ----------   ----------
TOTAL                                                               377,490      356,877
                                                                 ----------   ----------

            OTHER PROPERTY AND INVESTMENTS
Investment in affiliates - at equity                                 14,230       14,230
Decommissioning trust funds                                         124,512      119,663
Non-utility property - at cost (less accumulated depreciation)       21,580       21,671
                                                                 ----------   ----------
TOTAL                                                               160,322      155,564
                                                                 ----------   ----------

                    UTILITY PLANT
Electric                                                          5,499,463    5,456,093
Property under capital lease                                        239,395      239,395
Construction work in progress                                       147,067      110,792
Nuclear fuel under capital lease                                     67,917       70,316
                                                                 ----------   ----------
TOTAL UTILITY PLANT                                               5,953,842    5,876,596
Less - accumulated depreciation and amortization                  2,611,859    2,538,964
                                                                 ----------   ----------
UTILITY PLANT - NET                                               3,341,983    3,337,632
                                                                 ----------   ----------

           DEFERRED DEBITS AND OTHER ASSETS
Regulatory assets:
  SFAS 109 regulatory asset - net                                   172,847      179,368
  Unamortized loss on reacquired debt                                26,800       28,341
  Other regulatory assets                                            62,308       73,754
Long-term receivables                                                 1,503        1,515
Other                                                                16,882       16,650
                                                                 ----------   ----------
TOTAL                                                               280,340      299,628
                                                                 ----------   ----------

TOTAL ASSETS                                                     $4,160,135   $4,149,701
                                                                 ==========   ==========
See Notes to Financial Statements.






                           ENTERGY LOUISIANA, INC.
                               BALANCE SHEETS
                    LIABILITIES AND SHAREHOLDERS' EQUITY
                     June 30, 2002 and December 31, 2001
                               (Unaudited)

                                                                        2002        2001
                                                                         (In Thousands)
                                                                           
                   CURRENT LIABILITIES
Currently maturing long-term debt                                      $254,865    $185,627
Notes payable                                                            15,000           -
Accounts payable:
  Associated companies                                                  116,337      73,208
  Other                                                                 105,530      93,460
Customer deposits                                                        62,763      61,359
Taxes accrued                                                            79,054      20,410
Interest accrued                                                         21,538      34,524
Deferred fuel costs                                                           -      67,493
Obligations under capital leases                                         34,171      34,171
Other                                                                    20,275      14,119
                                                                     ----------  ----------
TOTAL                                                                   709,533     584,371
                                                                     ----------  ----------

          DEFERRED CREDITS AND OTHER LIABILITIES
Accumulated deferred income taxes                                       766,318     776,610
Accumulated deferred investment tax credits                             109,241     111,942
Obligations under capital leases                                         33,745      36,144
Accumulated provisions                                                   70,367      68,522
Other                                                                    76,347      82,780
                                                                     ----------  ----------
TOTAL                                                                 1,056,018   1,075,998
                                                                     ----------  ----------

Long-term debt                                                          943,247   1,091,329
Company-obligated mandatorily redeemable
  preferred securities of subsidiary trust holding
  solely junior subordinated deferrable debentures                       70,000      70,000

                   SHAREHOLDERS' EQUITY
Preferred stock without sinking fund                                    100,500     100,500
Common stock, no par value, authorized 250,000,000
  shares; issued and outstanding 165,173,180 shares in 2002
  and 2001                                                            1,088,900   1,088,900
Capital stock expense and other                                          (1,718)     (1,718)
Retained earnings                                                       193,655     140,321
                                                                     ----------  ----------
TOTAL                                                                 1,381,337   1,328,003
                                                                     ----------  ----------

Commitments and Contingencies

                TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY           $4,160,135  $4,149,701
                                                                     ==========  ==========
See Notes to Financial Statements.




                         ENTERGY LOUISIANA, INC.
                        SELECTED OPERATING RESULTS
        For the Three and Six Months Ended June 30, 2002 and 2001
                               (Unaudited)


                                     Three Months Ended  Increase/
          Description              2002         2001     (Decrease)     %
                                       (In Millions)
Electric Operating Revenues:
  Residential                      $ 150.6      $ 163.5    ($12.9)      (8)
  Commercial                         100.5        114.9     (14.4)     (13)
  Industrial                         160.1        218.2     (58.1)     (27)
  Governmental                         8.8         10.5      (1.7)     (16)
                                   -------    ---------    ------
    Total retail                     420.0        507.1     (87.1)     (17)
  Sales for resale
     Associated companies              5.8          7.3      (1.5)     (21)
     Non-associated companies          3.4          6.5      (3.1)     (48)
  Other                               54.2         26.9      27.3      101
                                   -------    ---------    ------
    Total                          $ 483.4      $ 547.8    ($64.4)     (12)
                                   =======    =========    ======
Billed Electric Energy
 Sales (GWH):
  Residential                        2,020        1,839       181       10
  Commercial                         1,352        1,291        61        5
  Industrial                         3,792        3,583       209        6
  Governmental                         122          120         2        2
                                   -------    ---------    ------
    Total retail                     7,286        6,833       453        7
  Sales for resale
     Associated companies               68          108       (40)     (37)
     Non-associated companies           40           79       (39)     (49)
                                   -------    ---------    ------
    Total                            7,394        7,020       374        5
                                   =======    =========    ======

                                     Six Months Ended    Increase/
          Description               2002         2001    (Decrease)      %
                                       (In Millions)
Electric Operating Revenues:
  Residential                      $ 270.0      $ 348.3    ($78.3)     (22)
  Commercial                         181.5        236.0     (54.5)     (23)
  Industrial                         289.6        463.4    (173.8)     (38)
  Governmental                        16.8         22.8      (6.0)     (26)
                                   -------    ---------    ------
    Total retail                     757.9      1,070.5    (312.6)     (29)
  Sales for resale
     Associated companies              9.1         11.4      (2.3)     (20)
     Non-associated companies          6.8         12.3      (5.5)     (45)
  Other                               79.6          2.5      77.1    3,084
                                   -------    ---------    ------
    Total                          $ 853.4    $ 1,096.7   ($243.3)     (22)
                                   =======    =========    ======
Billed Electric Energy
 Sales (GWH):
  Residential                        3,942        3,783       159        4
  Commercial                         2,574        2,508        66        3
  Industrial                         7,370        7,157       213        3
  Governmental                         250          248         2        1
                                   -------    ---------    ------
    Total retail                    14,136       13,696       440        3
  Sales for resale
     Associated companies              153          161        (8)      (5)
     Non-associated companies           93          174       (81)     (47)
                                   -------    ---------    ------
    Total                           14,382       14,031       351        3
                                   =======    =========    ======



                      ENTERGY MISSISSIPPI, INC.

           MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS

                        RESULTS OF OPERATIONS


Net Income

      Net  income decreased for the three months ended June 30,  2002
compared  to  the three months ended June 30, 2001 primarily  due  to
decreased interest income and increased depreciation and amortization
expenses, partially offset by increased other revenue.

      Net  income  decreased for the six months ended June  30,  2002
compared  to  the  six months ended June 30, 2001  primarily  due  to
decreased  interest income, increased depreciation  and  amortization
expenses,  and  increased other operation and  maintenance  expenses.
The  decrease  was  partially  offset  by  increased  other  revenue,
increased unbilled revenue, and decreased interest expense.

Revenues and Sales

     The changes in electric operating revenues for the three and six
months  ended  June 30, 2002 compared with the three and  six  months
ended June 30, 2001 are as follows:

                          Three Months Ended     Six Months Ended
     Description          Increase/(Decrease)  Increase/(Decrease)
                                        (In Millions)

Base rate differences            $0.8                 $3.6
Grand Gulf rate rider            (4.8)               (11.5)
Fuel cost recovery              (14.4)               (24.0)
Sales volume/weather              1.5                 (1.7)
Unbilled revenue                  1.1                  3.4
Other revenue                     3.4                  5.8
Sales for resale                    -                (52.5)
                               ------               ------
   Total                       ($12.4)              ($76.9)
                               ======               ======

Grand Gulf rate rider

      Rate  rider  revenues  have no material effect  on  net  income
because specific incurred expenses offset them.

      Grand  Gulf rate rider revenue decreased for the three and  six
months  ended June 30, 2002 as a result of a lower rate which  became
effective in October 2001.

Fuel cost recovery

     Entergy  Mississippi  is  allowed to recover  certain  fuel  and
purchased  power costs through fuel mechanisms included  in  electric
rates,  recorded  as  fuel  cost recovery revenues.   The  difference
between revenues collected and current fuel and purchased power costs
is recorded as deferred fuel costs on Entergy Mississippi's financial
statements  such  that these costs generally have no  net  effect  on
earnings.


                      ENTERGY MISSISSIPPI, INC.

           MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS

                        RESULTS OF OPERATIONS


     Fuel  cost  recovery revenues decreased for the  three  and  six
months  ended June 30, 2002 primarily due to lower fuel and purchased
power  expenses  as  a result of decreases in the  market  prices  of
natural gas and purchased power.

Unbilled revenue

      As  discussed in Note 1 to the financial statements in the Form
10-K,  unbilled  revenues  are estimated  monthly  and  reversed  the
following month.  Unbilled revenue for the six months ended June  30,
2002  and  2001 includes the reversal of the estimates  for  December
2001  and  December  2000, respectively.  The  increase  in  unbilled
revenue  for the six months ended June 30, 2002 compared to  the  six
months  ended  June 30, 2001 is due to the effect on  the  June  2001
unbilled  calculation  of higher unbilled revenue  in  December  2000
caused by volume/weather.

Other revenue

      Other revenue increased for the three and six months ended June
30, 2002 primarily due to increased forfeiture revenue as a result of
Entergy Mississippi charging late fees to its customers beginning  in
October 2001.

Sales for resale

      Sales  for resale decreased for the six months ended  June  30,
2002  primarily  due  to  a decrease in sales  volume  to  affiliated
customers, coupled with a decrease in the average price of energy.

Expenses

Fuel and purchased power

      Fuel  and purchased power expenses decreased for the three  and
six  months ended June 30, 2002 primarily due to the displacement  of
oil generation by lower priced gas generation and the decrease in the
market  price  of purchased power.  Oil generation was  used  in  the
first and second quarters of 2001 due to significant increases in the
market price of natural gas.  The decrease was partially offset by an
over-recovery  of  fuel  costs, including  the  effect  of  increased
recoveries  approved by the MPSC in 2001 to recover  previous  under-
recoveries.

Other operation and maintenance

      Other operation and maintenance expenses increased for the  six
months ended June 30, 2002 primarily due to:

     o an increase of $5.6 million in plant maintenance expense due to
       an unscheduled outage at a fossil plant in 2002;
     o an increase in injuries and damages expense of $1.3 million; and
     o an insurance reimbursement of $1.4 million received in 2001 in
       connection with a turbine generator failure.


                      ENTERGY MISSISSIPPI, INC.

           MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS

                        RESULTS OF OPERATIONS


Depreciation and amortization

      Depreciation and amortization increased for the three  and  six
months  ended June 30, 2002 primarily due to revisions  made  to  the
useful lives of certain intangible plant assets to more appropriately
reflect  their  actual  lives  which  lowered  expense  in  2001   in
accordance with regulatory treatment.

Other regulatory credits - net

      Other  regulatory credits decreased for the three months  ended
June  30,  2002 primarily due to the settlement of the System  Energy
rate proceeding in 2001 which ceased the deferral of costs associated
with  purchases  from System Energy.  See Note  2  to  the  financial
statements  in  the Form 10-K for further discussion  of  the  System
Energy rate proceeding and FERC order.

Other

Other income

      Interest  income decreased for the three and six  months  ended
June  30,  2002  primarily due to interest recorded in  2001  on  the
deferred  System  Energy  costs  that  Entergy  Mississippi  was  not
recovering through rates.  The deferral of these costs ceased in  the
third quarter of 2001 as a result of a final FERC order.

Interest and other charges

     Interest and other charges decreased for the six months ended
June 30, 2002 primarily due to:

     o lower interest expense on decreased intercompany money pool
       borrowings;
     o lower interest expense on a $25 million credit facility obtained
       in February 2001, which was drawn on for most of the first half of
       2001 compared with only being drawn in June during 2002;
     o lower interest expense on variable-rate First Mortgage Bonds;
       and
     o an increase in the allowance for borrowed funds used for
       construction because of a higher construction work in progress
       balance during 2002.

Income taxes

      The  effective income tax rates for the three months ended June
30,  2002 and 2001 were 36.7% and 33.4%, respectively.  The effective
income  tax  rates for the six months ended June 30, 2002 were  35.5%
and  33.9%, respectively.  The increase in the effective tax rate for
the  three  months ended June 30, 2002 was primarily due to increased
book and tax depreciation timing differences.




                        ENTERGY MISSISSIPPI, INC.
                            INCOME STATEMENTS
        For the Three and Six Months Ended June 30, 2002 and 2001
                               (Unaudited)

                                                                Three Months Ended    Six Months Ended
                                                                2002       2001      2002         2001
                                                                  (In Thousands)       (In Thousands)
                                                                                    
                    OPERATING REVENUES
Domestic electric                                             $261,743   $274,148   $453,433    $530,306
                                                              --------   --------   --------    --------
                    OPERATING EXPENSES
Operation and Maintenance:
   Fuel, fuel-related expenses, and
     gas purchased for resale                                   93,129     95,493    143,698     205,552
   Purchased power                                              74,146     94,374    149,482     177,838
   Other operation and maintenance                              40,763     39,473     81,663      72,721
Taxes other than income taxes                                   11,774     11,792     23,507      23,065
Depreciation and amortization                                   13,745     10,941     27,251      24,215
Other regulatory credits - net                                  (1,067)    (9,572)   (18,349)    (19,256)
                                                              --------   --------   --------    --------
TOTAL                                                          232,490    242,501    407,252     484,135
                                                              --------   --------   --------    --------

OPERATING INCOME                                                29,253     31,647     46,181      46,171
                                                              --------   --------   --------    --------

                       OTHER INCOME
Allowance for equity funds used during construction              1,076        592      2,146       1,015
Interest and dividend income                                     1,185      4,559      2,227       9,252
Miscellaneous - net                                               (371)      (558)    (1,105)     (1,106)
                                                              --------   --------   --------    --------
TOTAL                                                            1,890      4,593      3,268       9,161
                                                              --------   --------   --------    --------

                INTEREST AND OTHER CHARGES
Interest on long-term debt                                      11,250     12,159     21,212      23,303
Other interest - net                                               735      1,079      1,356       2,312
Allowance for borrowed funds used during construction             (975)      (516)    (1,920)       (863)
                                                              --------   --------   --------    --------
TOTAL                                                           11,010     12,722     20,648      24,752
                                                              --------   --------   --------    --------

INCOME BEFORE INCOME TAXES                                      20,133     23,518     28,801      30,580

Income taxes                                                     7,381      7,845     10,220      10,373
                                                              --------   --------   --------    --------

NET INCOME                                                      12,752     15,673     18,581      20,207

Preferred dividend requirements and other                          842        842      1,685       1,685
                                                              --------   --------   --------    --------

EARNINGS APPLICABLE TO
COMMON STOCK                                                   $11,910    $14,831    $16,896     $18,522
                                                              ========   ========   ========    ========
See Notes to Financial Statements.







                        ENTERGY MISSISSIPPI, INC.
                        STATEMENTS OF CASH FLOWS
            For the Six Months Ended June 30, 2002 and 2001
                              (Unaudited)

                                                                  2002         2001
                                                                   (In Thousands)
                                                                       
                  OPERATING ACTIVITIES
Net income                                                        $18,581     $20,207
Noncash items included in net income:
  Other regulatory credits - net                                  (18,349)    (19,256)
  Depreciation and amortization                                    27,251      24,215
  Deferred income taxes and investment tax credits                 (7,826)     11,402
  Allowance for equity funds used during construction              (2,146)     (1,015)
Changes in working capital:
  Receivables                                                      (2,620)        699
  Fuel inventory                                                     (758)     (6,951)
  Accounts payable                                                  7,488      (5,983)
  Taxes accrued                                                     2,793     (15,104)
  Interest accrued                                                   (102)      2,884
  Deferred fuel costs                                              22,792     (21,692)
  Other working capital accounts                                      122      (4,495)
Provision for estimated losses and reserves                        (1,153)     (4,733)
Changes in other regulatory assets                                (10,604)    (23,075)
Other                                                              23,735      34,461
                                                                 --------    --------
Net cash flow provided by (used in) operating activities           59,204      (8,436)
                                                                 --------    --------

                  INVESTING ACTIVITIES
Construction expenditures                                         (77,812)    (60,961)
Allowance for equity funds used during construction                 2,146       1,015
Changes in other temporary investments - net                       18,566           -
                                                                 --------    --------
Net cash flow used in investing activities                        (57,100)    (59,946)
                                                                 --------    --------

                  FINANCING ACTIVITIES
Proceeds from the issuance of long-term debt                            -      69,624
Retirement of long-term debt                                      (65,000)          -
Changes in short-term borrowings                                   25,000      10,000
Dividends paid:
  Common stock                                                     (4,500)     (5,500)
  Preferred stock                                                  (1,685)     (1,685)
                                                                 --------    --------
Net cash flow provided by (used in) financing activities          (46,185)     72,439
                                                                 --------    --------

Net increase (decrease) in cash and cash equivalents              (44,081)      4,057

Cash and cash equivalents at beginning of period                   54,048       5,113
                                                                 --------    --------

Cash and cash equivalents at end of period                         $9,967      $9,170
                                                                 ========    ========
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
Cash paid during the period for:
  Interest - net of amount capitalized                            $21,272     $21,406

See Notes to Financial Statements.






                        ENTERGY MISSISSIPPI, INC.
                             BALANCE SHEETS
                                 ASSETS
                   June 30, 2002 and December 31, 2001
                              (Unaudited)

                                                                          2002        2001
                                                                           (In Thousands)
                                                                              
                       CURRENT ASSETS
Cash and cash equivalents:
  Cash                                                                     $9,967      $12,883
  Temporary cash investments - at cost,
    which approximates market                                                   -       41,165
                                                                       ----------   ----------
        Total cash and cash equivalents                                     9,967       54,048
                                                                       ----------   ----------
Other temporary investments                                                     -       18,566
Accounts receivable:
  Customer                                                                 52,493       50,370
  Allowance for doubtful accounts                                          (1,044)      (1,044)
  Associated companies                                                      6,186       14,201
  Other                                                                     3,704        2,892
  Accrued unbilled revenues                                                38,000       30,300
                                                                       ----------   ----------
    Total accounts receivable                                              99,339       96,719
                                                                       ----------   ----------
Deferred fuel costs                                                        83,366      106,158
Fuel inventory - at average cost                                            5,582        4,824
Materials and supplies - at average cost                                   17,601       16,896
Prepayments and other                                                       2,408        8,521
                                                                       ----------   ----------
TOTAL                                                                     218,263      305,732
                                                                       ----------   ----------

               OTHER PROPERTY AND INVESTMENTS
Investment in affiliates - at equity                                        5,531        5,531
Non-utility property - at cost (less accumulated depreciation)              6,658        6,723
                                                                       ----------   ----------
TOTAL                                                                      12,189       12,254
                                                                       ----------   ----------

                       UTILITY PLANT
Electric                                                                1,985,589    1,939,182
Property under capital lease                                                  193          211
Construction work in progress                                             132,329      110,450
                                                                       ----------   ----------
TOTAL UTILITY PLANT                                                     2,118,111    2,049,843
Less - accumulated depreciation and amortization                          759,376      741,892
                                                                       ----------   ----------
UTILITY PLANT - NET                                                     1,358,735    1,307,951
                                                                       ----------   ----------

              DEFERRED DEBITS AND OTHER ASSETS
Regulatory assets:
  SFAS 109 regulatory asset - net                                          23,444       22,387
  Unamortized loss on reacquired debt                                      13,333       13,925
  Other regulatory assets                                                  23,050       13,503
Other                                                                       6,311        7,274
                                                                       ----------   ----------
TOTAL                                                                      66,138       57,089
                                                                       ----------   ----------

TOTAL ASSETS                                                           $1,655,325   $1,683,026
                                                                       ==========   ==========
See Notes to Financial Statements.






                        ENTERGY MISSISSIPPI, INC.
                             BALANCE SHEETS
                  LIABILITIES AND SHAREHOLDERS' EQUITY
                   June 30, 2002 and December 31, 2001
                              (Unaudited)

                                                                        2002        2001
                                                                         (In Thousands)
                                                                            
                   CURRENT LIABILITIES
Currently maturing long-term debt                                      $190,000      $65,000
Notes payable                                                            25,000            -
Accounts payable:
  Associated companies                                                   41,831       45,554
  Other                                                                  38,594       27,383
Customer deposits                                                        32,727       29,421
Taxes accrued                                                            34,277       31,484
Accumulated deferred income taxes                                         8,357       19,277
Interest accrued                                                         17,565       17,667
Obligations under capital leases                                             37           36
System Energy refund                                                      4,669       14,836
Other                                                                     3,539        1,964
                                                                     ----------   ----------
TOTAL                                                                   396,596      252,622
                                                                     ----------   ----------

          DEFERRED CREDITS AND OTHER LIABILITIES
Accumulated deferred income taxes                                       272,825      266,498
Accumulated deferred investment tax credits                              17,203       17,908
Obligations under capital leases                                            156          175
Accumulated provisions                                                    6,474        7,627
Other                                                                    38,983       37,678
                                                                     ----------   ----------
TOTAL                                                                   335,641      329,886
                                                                     ----------   ----------

Long-term debt                                                          399,936      589,762

                   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
   2002 and 2001                                                        199,326      199,326
Capital stock expense and other                                             (59)         (59)
Retained earnings                                                       273,504      261,108
                                                                     ----------   ----------
TOTAL                                                                   523,152      510,756
                                                                     ----------   ----------

Commitments and Contingencies

                TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY           $1,655,325   $1,683,026
                                                                     ==========   ==========
See Notes to Financial Statements.




                         ENTERGY MISSISSIPPI, INC.
                         SELECTED OPERATING RESULTS
         For the Three and Six Months Ended June 30, 2002 and 2001
                               (Unaudited)


                                      Three Months Ended   Increase/
          Description                 2002        2001    (Decrease)     %
                                        (In Millions)
Electric Operating Revenues:
  Residential                        $ 85.6      $ 89.1     ($3.5)      (4)
  Commercial                           76.1        80.9      (4.8)      (6)
  Industrial                           41.4        49.2      (7.8)     (16)
  Governmental                          7.3         8.0      (0.7)      (9)
                                    -------     -------    ------
    Total retail                      210.4       227.2     (16.8)      (7)
  Sales for resale
     Associated companies              27.0        26.0       1.0        4
     Non-associated companies           4.1         5.1      (1.0)     (20)
  Other                                20.2        15.8       4.4       28
                                    -------     -------    ------
    Total                           $ 261.7     $ 274.1    ($12.4)      (5)
                                    =======     =======    ======
Billed Electric Energy
 Sales (GWH):
  Residential                         1,086       1,037        49        5
  Commercial                          1,046       1,024        22        2
  Industrial                            705         751       (46)      (6)
  Governmental                           92          93        (1)      (1)
                                     ------      ------     -----
    Total retail                      2,929       2,905        24        1
  Sales for resale
     Associated companies               563         459       104       23
     Non-associated companies            50          57        (7)     (12)
                                     ------      ------     -----
    Total                             3,542       3,421       121        4
                                     ======      ======     =====

                                      Six Months Ended    Increase/
          Description                2002         2001    (Decrease)     %
                                       (In Millions)
Electric Operating Revenues:
  Residential                       $ 158.6     $ 170.0    ($11.4)      (7)
  Commercial                          140.2       148.5      (8.3)      (6)
  Industrial                           77.6        90.5     (12.9)     (14)
  Governmental                         13.6        14.6      (1.0)      (7)
                                    -------     -------    ------
    Total retail                      390.0       423.6     (33.6)      (8)
  Sales for resale
     Associated companies              32.3        82.7     (50.4)     (61)
     Non-associated companies           7.5         9.6      (2.1)     (22)
  Other                                23.6        14.4       9.2       64
                                    -------     -------    ------
    Total                           $ 453.4     $ 530.3    ($76.9)     (15)
                                    =======     =======    ======
Billed Electric Energy
 Sales (GWH):
  Residential                         2,212       2,252       (40)      (2)
  Commercial                          2,010       1,999        11        1
  Industrial                          1,377       1,485      (108)      (7)
  Governmental                          179         183        (4)      (2)
                                     ------      ------     -----
    Total retail                      5,778       5,919      (141)      (2)
  Sales for resale
     Associated companies               608       1,332      (724)     (54)
     Non-associated companies            97         107       (10)      (9)
                                     ------      ------     -----
    Total                             6,483       7,358      (875)     (12)
                                     ======      ======     =====


                      ENTERGY NEW ORLEANS, INC.

           MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS

                        RESULTS OF OPERATIONS


Net Loss

      Entergy  New Orleans experienced a net loss for the six  months
ended  June  30,  2002 primarily due to accruals for  potential  rate
actions and refunds and increased interest charges, partially  offset
by decreased taxes other than income taxes.

Revenues and Sales

Electric operating revenues

     The changes in electric operating revenues for the three and six
months  ended  June 30, 2002 compared with the three and  six  months
ended June 30, 2001 are as follows:

                        Three Months Ended     Six Months Ended
     Description        Increase/(Decrease)   Increase/(Decrease)
                                      (In Millions)

Base rate differences          ($0.5)                ($3.6)
Fuel cost recovery             (33.5)                (75.5)
Sales volume/weather             2.7                   3.7
Unbilled revenue                (1.8)                 (1.1)
Other revenue                   (0.2)                 (6.0)
Sales for resale                (1.3)                 (8.1)
                              ------                ------
   Total                      ($34.6)               ($90.6)
                              ======                ======

Fuel cost recovery

      Entergy  New  Orleans is allowed to recover  certain  fuel  and
purchased  power costs through fuel mechanisms included  in  electric
rates,  recorded  as  fuel  cost recovery revenues.   The  difference
between revenues collected and current fuel and purchased power costs
is  recorded as deferred fuel costs on Entergy New Orleans' financial
statements  such  that these costs generally have no  net  effect  on
earnings.

      Fuel  cost  recovery revenues decreased for the three  and  six
months  ended  June 30, 2002 primarily due to recovery,  through  the
fuel  adjustment clause, of lower fuel and purchased power  expenses.
The  decrease in fuel and purchased power expenses was  a  result  of
decreased market prices of natural gas and purchased power.

Other revenue

      Other revenue decreased for the six months ended June 30, 2002
primarily due to accruals for potential rate actions and refunds.

Sales for resale

      Sales  for resale decreased for the six months ended  June  30,
2002  primarily  due  to a decrease in the average  price  of  resale
energy coupled with decreased sales volume to affiliated customers.


                      ENTERGY NEW ORLEANS, INC.

           MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS

                        RESULTS OF OPERATIONS


Gas operating revenues

     Gas  operating revenues decreased for the three and  six  months
ended  June 30, 2002 primarily due to the decreased market  price  of
natural gas coupled with decreased sales volume.

Expenses

Fuel and purchased power

      Fuel and purchased power expenses decreased for the three  and
six months ended June 30, 2002 primarily due to the decreased market
prices of natural gas and purchased power.

Other operation and maintenance

     Other operation and maintenance expenses increased for the three
months  ended  June  30, 2002 primarily due to an  increase  in  rate
proceedings costs of $1.1 million.

      Other operation and maintenance expenses increased for the  six
months ended June 30, 2002 primarily due to:

     o an increase in rate proceedings costs of $1.3 million; and
     o an increase in injuries and damages expense of $1.0 million.

Taxes other than income taxes

      Taxes  other than income taxes decreased for the three and  six
months  ended  June  30, 2002 primarily due to a  decrease  in  local
franchise taxes as a result of lower retail revenue.

Other regulatory charges - net

     Other regulatory charges increased for the six months ended June
30, 2002 primarily due to a greater over-recovery of Grand Gulf costs
compared  to  2001.   The  increase  was  partially  offset  by   the
completion of the Grand Gulf 1 Rate Deferral Plan in September 2001.

Other

Other income

      Other  income decreased for the six months ended June 30,  2002
primarily  due  to interest recorded in the first  half  of  2001  on
deferred  System  Energy  costs that  Entergy  New  Orleans  was  not
recovering through rates.  The deferral of these costs ceased in  the
third quarter of 2001 as a result of a final FERC order.  See Note  2
to  the  financial statements in the Form 10-K for further discussion
of the System Energy rate proceeding and FERC order.


                      ENTERGY NEW ORLEANS, INC.

           MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS

                        RESULTS OF OPERATIONS


Interest and other charges

     Other interest increased for the three and six months ended June
30,  2002  primarily  due  to interest recorded  for  potential  rate
actions and refunds.

Income taxes

      The  effective income tax rates for the three months ended June
30,  2002 and 2001 were 44.7% and 40.9%, respectively.  There was  no
meaningful  effective income tax rate for the six months  ended  June
30,  2002 as a result of the net loss generated, while book  and  tax
timing  differences caused income tax expense for  the  period.   The
effective income tax rate for the six months ended June 30, 2001  was
43.3%.  The increase for the three months ended June 30, 2002 in  the
effective  tax  rate  was  primarily due to increased  book  and  tax
depreciation timing differences.






                         ENTERGY NEW ORLEANS, INC.
                         STATEMENTS OF OPERATIONS
       For the Three and Six Months Ended June 30, 2002 and 2001
                                (Unaudited)

                                                            Three Months Ended      Six Months Ended
                                                             2002       2001       2002         2001
                                                              (In Thousands)         (In Thousands)
                                                                                 
                  OPERATING REVENUES
Domestic electric                                          $104,465   $139,057   $177,688    $268,289
Natural gas                                                  16,957     21,252     46,681      96,035
                                                           --------   --------   --------    --------
TOTAL                                                       121,422    160,309    224,369     364,324
                                                           --------   --------   --------    --------

                  OPERATING EXPENSES
Operation and Maintenance:
   Fuel, fuel-related expenses, and
     gas purchased for resale                                21,811     51,860     50,468     160,687
   Purchased power                                           45,313     58,859     80,822     107,326
   Other operation and maintenance                           23,200     21,615     45,112      42,576
Taxes other than income taxes                                 9,134     11,308     18,426      24,994
Depreciation and amortization                                 6,891      6,181     13,734      12,507
Other regulatory charges - net                                1,922      1,113      4,331       2,643
                                                           --------   --------   --------    --------
TOTAL                                                       108,271    150,936    212,893     350,733
                                                           --------   --------   --------    --------

OPERATING INCOME                                             13,151      9,373     11,476      13,591
                                                           --------   --------   --------    --------

                     OTHER INCOME
Allowance for equity funds used during construction             463        453        893         851
Interest and dividend income                                     89      1,055        363       2,161
Miscellaneous - net                                            (377)      (735)      (837)     (1,147)
                                                           --------   --------   --------    --------
TOTAL                                                           175        773        419       1,865
                                                           --------   --------   --------    --------

              INTEREST AND OTHER CHARGES
Interest on long-term debt                                    4,469      4,450      8,937       8,568
Other interest - net                                          3,547        386      3,998         812
Allowance for borrowed funds used during construction          (472)      (386)      (866)       (706)
                                                           --------   --------   --------    --------
TOTAL                                                         7,544      4,450     12,069       8,674
                                                           --------   --------   --------    --------

INCOME (LOSS) BEFORE INCOME TAXES                             5,782      5,696       (174)      6,782

Income taxes                                                  2,583      2,327        567       2,938
                                                           --------   --------   --------    --------

NET INCOME (LOSS)                                             3,199      3,369       (741)      3,844

Preferred dividend requirements and other                       241        241        482         482
                                                           --------   --------   --------    --------

EARNINGS (LOSS) APPLICABLE TO
COMMON STOCK                                                 $2,958     $3,128    ($1,223)     $3,362
                                                           ========   ========   ========    ========
See Notes to Financial Statements.






                           ENTERGY NEW ORLEANS, INC.
                           STATEMENTS OF CASH FLOWS
                For the Six Months Ended June 30, 2002 and 2001
                                (Unaudited)

                                                                   2002         2001
                                                                    (In Thousands)
                                                                          
                   OPERATING ACTIVITIES
Net income (loss)                                                    ($741)     $3,844
Noncash items included in net income (loss):
  Other regulatory charges - net                                     4,331       2,643
  Depreciation and amortization                                     13,734      12,507
  Deferred income taxes and investment tax credits                   3,098      (2,588)
  Allowance for equity funds used during construction                 (893)       (851)
Changes in working capital:
  Receivables                                                          654      (4,101)
  Fuel inventory                                                     3,057       4,096
  Accounts payable                                                  14,518     (12,011)
  Taxes accrued                                                          -       3,971
  Interest accrued                                                   2,295         307
  Deferred fuel costs                                              (18,517)     11,719
  Other working capital accounts                                   (40,041)     (8,049)
Provision for estimated losses and reserves                         (2,258)     (2,136)
Changes in other regulatory assets                                      12     (12,295)
Other                                                                5,733       1,181
                                                                   -------     -------
Net cash flow used in operating activities                         (15,018)     (1,763)
                                                                   -------     -------

                   INVESTING ACTIVITIES
Construction expenditures                                          (31,036)    (28,898)
Allowance for equity funds used during construction                    893         851
Changes in other temporary investments - net                        14,859           -
                                                                   -------     -------
Net cash flow used in investing activities                         (15,284)    (28,047)
                                                                   -------     -------

                   FINANCING ACTIVITIES
Proceeds from the issuance of long-term debt                             -      29,769
Dividends paid:
  Preferred stock                                                     (482)       (241)
                                                                   -------     -------
Net cash flow provided by (used in) financing activities              (482)     29,528
                                                                   -------     -------

Net decrease in cash and cash equivalents                          (30,784)       (282)

Cash and cash equivalents at beginning of period                    38,184       6,302
                                                                   -------     -------
Cash and cash equivalents at end of period                          $7,400      $6,020
                                                                   =======     =======
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
Cash paid during the period for:
  Interest - net of amount capitalized                             $10,377      $8,845

See Notes to Financial Statements.





                          ENTERGY NEW ORLEANS, INC.
                               BALANCE SHEETS
                                   ASSETS
                     June 30, 2002 and December 31, 2001
                                 (Unaudited)

                                                                2002        2001
                                                                 (In Thousands)
                                                                     
                  CURRENT ASSETS
Cash and cash equivalents:
  Cash                                                           $7,400      $5,237
  Temporary cash investments - at cost,
    which approximates market                                         -      32,947
                                                               --------    --------
        Total cash and cash equivalents                           7,400      38,184
                                                               --------    --------
Other temporary investments                                           -      14,859
Accounts receivable:
  Customer                                                       32,545      33,827
  Allowance for doubtful accounts                                (2,234)     (2,234)
  Associated companies                                                -      10,527
  Other                                                           6,885       4,511
  Accrued unbilled revenues                                      28,808      20,027
                                                               --------    --------
    Total accounts receivable                                    66,004      66,658
                                                               --------    --------
Deferred fuel costs                                               8,321           -
Accumulated deferred income taxes                                     -       4,882
Fuel inventory - at average cost                                     24       3,081
Materials and supplies - at average cost                          7,496       8,273
Prepayments and other                                            41,359      26,239
                                                               --------    --------
TOTAL                                                           130,604     162,176
                                                               --------    --------

          OTHER PROPERTY AND INVESTMENTS
Investment in affiliates - at equity                              3,259       3,259
                                                               --------    --------

                   UTILITY PLANT
Electric                                                        610,725     597,575
Natural gas                                                     147,030     142,741
Construction work in progress                                    52,366      43,166
                                                               --------    --------
TOTAL UTILITY PLANT                                             810,121     783,482
Less - accumulated depreciation and amortization                404,936     396,535
                                                               --------    --------
UTILITY PLANT - NET                                             405,185     386,947
                                                               --------    --------

         DEFERRED DEBITS AND OTHER ASSETS
Regulatory assets:
  Unamortized loss on reacquired debt                               655         761
  Other regulatory assets                                        10,831      10,843
Other                                                             1,276       2,051
                                                               --------    --------
TOTAL                                                            12,762      13,655
                                                               --------    --------

TOTAL ASSETS                                                   $551,810    $566,037
                                                               ========    ========
See Notes to Financial Statements.





                         ENTERGY NEW ORLEANS, INC.
                              BALANCE SHEETS
                   LIABILITIES AND SHAREHOLDERS' EQUITY
                   June 30, 2002 and December 31, 2001
                               (Unaudited)

                                                                       2002        2001
                                                                        (In Thousands)
                                                                            
                   CURRENT LIABILITIES
Currently maturing long-term debt                                      $25,000        $ -
Accounts payable:
  Associated companies                                                  22,399      18,199
  Other                                                                 33,958      23,640
Customer deposits                                                       19,087      18,931
Accumulated deferred income taxes                                        1,847           -
Interest accrued                                                         9,327       7,032
Deferred fuel costs                                                          -      10,196
System Energy Refund                                                         -      33,614
Other                                                                    9,559       1,799
                                                                      --------    --------
TOTAL                                                                  121,177     113,411
                                                                      --------    --------

          DEFERRED CREDITS AND OTHER LIABILITIES
Accumulated deferred income taxes                                       17,035      25,326
Accumulated deferred investment tax credits                              5,119       5,361
SFAS 109 regulatory liability - net                                     25,674      19,868
Accumulated provisions                                                   3,544       5,802
Other                                                                   25,904      16,735
                                                                      --------    --------
TOTAL                                                                   77,276      73,092
                                                                      --------    --------

Long-term debt                                                         204,143     229,097

                   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 2002            33,744      33,744
     and 2001
Paid-in capital                                                         36,294      36,294
Retained earnings                                                       59,396      60,619
                                                                      --------    --------
TOTAL                                                                  149,214     150,437
                                                                      --------    --------

Commitments and Contingencies

                TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY            $551,810    $566,037
                                                                      ========    ========
See Notes to Financial Statements.



                        ENTERGY NEW ORLEANS, INC.
                       SELECTED OPERATING RESULTS
       For the Three and Six Months Ended June 30, 2002 and 2001
                              (Unaudited)


                                    Three Monts Ended     Increase/
          Description               2002         2001    (Decrease)      %
                                     (In Millions)
Electric Operating Revenues:
  Residential                      $ 37.0      $ 45.8       ($8.8)     (19)
  Commercial                         34.7        48.0       (13.3)     (28)
  Industrial                          5.3         8.4        (3.1)     (37)
  Governmental                       14.8        20.9        (6.1)     (29)
                                  -------     -------      ------
    Total retail                     91.8       123.1       (31.3)     (25)
  Sales for resale
     Associated companies             1.0         1.7        (0.7)     (41)
     Non-associated companies         0.5         1.1        (0.6)     (55)
  Other                              11.2        13.2        (2.0)     (15)
                                  -------     -------      ------
    Total                         $ 104.5     $ 139.1      ($34.6)     (25)
                                  =======     =======      ======
Billed Electric Energy
 Sales (GWH):
  Residential                         504         457          47       10
  Commercial                          554         545           9        2
  Industrial                           96         104          (8)      (8)
  Governmental                        260         247          13        5
                                  -------     -------      ------
    Total retail                    1,414       1,353          61        5
  Sales for resale
     Associated companies              15          26         (11)     (42)
     Non-associated companies           9          15          (6)     (40)
                                  -------     -------      ------
    Total                           1,438       1,394          44        3
                                  =======     =======      ======

                                   Six Months Ended       Increase/
          Description             2002         2001      (Decrease)     %
                                     (In Millions)
Electric Operating Revenues:
  Residential                      $ 64.2      $ 86.8      ($22.6)     (26)
  Commercial                         65.4        96.9       (31.5)     (33)
  Industrial                          9.9        16.7        (6.8)     (41)
  Governmental                       27.4        41.8       (14.4)     (34)
                                  -------     -------      ------
    Total retail                    166.9       242.2       (75.3)     (31)
  Sales for resale
     Associated companies             1.3         8.7        (7.4)     (85)
     Non-associated companies         1.0         1.7        (0.7)     (41)
  Other                               8.5        15.7        (7.2)     (46)
                                  -------     -------      ------
    Total                         $ 177.7     $ 268.3      ($90.6)     (34)
                                  =======     =======      ======
Billed Electric Energy
 Sales (GWH):
  Residential                         907         854          53        6
  Commercial                        1,059       1,033          26        3
  Industrial                          185         196         (11)      (6)
  Governmental                        490         475          15        3
                                  -------     -------      ------
    Total retail                    2,641       2,558          83        3
  Sales for resale
     Associated companies              31          90         (59)     (66)
     Non-associated companies          20          27          (7)     (26)
                                  -------     -------      ------
    Total                           2,692       2,675          17        1
                                  =======     =======      ======



                    SYSTEM ENERGY RESOURCES, INC.

           MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS

                        RESULTS OF OPERATIONS


Net Income

      Net  income increased for the three months and six months ended
June  30,  2002 compared with the three months and six  months  ended
June  30, 2001 primarily due to decreased interest charges, partially
offset by decreased interest income.

Revenues

     Operating revenues recover operating expenses, depreciation, and
capital  costs  attributable to Grand  Gulf  1.   Capital  costs  are
computed by allowing a return on System Energy's common equity  funds
allocable  to its net investment in Grand Gulf 1 and adding  to  such
amount System Energy's effective interest cost for its debt.

      Operating revenues decreased for the three and six months ended
June  30, 2002 as a result of the suspension of the GGART for Entergy
Arkansas in July 2001.  The net income impact of the suspended tariff
is  substantially  offset in other regulatory charges.   See  further
discussion of the GGART in Note 2 to the financial statements in  the
Form 10-K.

Expenses

Nuclear refueling outage expenses

      Nuclear  refueling outage expenses decreased for the three  and
six  months ended June 30, 2002 due to lower monthly amortization  of
outage  expenses  resulting from lower expenses incurred  during  the
April/May  2001  refueling and maintenance  outage  compared  to  the
previous outage.

Other operation and maintenance

     Other  operation and maintenance expenses increased for the  six
months ended June 30, 2002 primarily due to:

     o lower nuclear insurance refunds of $1.7 million; and
     o an increase in outside services employed of $1.3 million.

Depreciation and amortization

      Depreciation and amortization expenses decreased for the  three
and  six  months  ended  June  30, 2002  primarily  due  to  a  lower
depreciation  rate  used in 2002 as mandated by  FERC.   See  further
discussion  of  the System Energy rate proceeding in Note  2  to  the
financial statements in the Form 10-K.

Other regulatory charges - net

      Other regulatory charges decreased for the three and six months
ended June 30, 2002 primarily due to the suspension of the GGART  for
Entergy Arkansas in July 2001.


                    SYSTEM ENERGY RESOURCES, INC.

           MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS

                        RESULTS OF OPERATIONS


Other

Other income

      Interest  income decreased for the three and six  months  ended
June  30,  2002  as a result of decreased interest earned  on  System
Energy's investments in the money pool due to lower advances  to  the
money pool in 2002 compared to the same period in 2001.

Interest and other charges

      Interest  on  long-term debt decreased for the  three  and  six
months  ended June 30, 2002 primarily due to the retirement  of  $135
million of long-term debt in August 2001, combined with a decrease in
interest expense related to the sale-leaseback of Grand Gulf 1.

      Other  interest expense decreased for the three and six  months
ended  June  30,  2002 due to interest recorded  in  2001  on  System
Energy's  reserve for rate refund.  The refund was made  in  December
2001.

Income taxes

      The  effective income tax rates for the three months ended June
30,  2002 and 2001 were 43.1% and 45.7%, respectively.  The effective
income tax rates for the six months ended June 30, 2002 and 2001 were
41.8%  and  45.7%, respectively.  The decrease in the  effective  tax
rate  for  the  six months ended June 30, 2002 was primarily  due  to
updating  book  and tax timing differences related  to  research  and
experimental expenses consistent with amended tax returns in addition
to book and tax timing differences related to depreciation.





                         SYSTEM ENERGY RESOURCES, INC.
                              INCOME STATEMENTS
         For the Three and Six Months Ended June 30, 2002 and 2001
                                 (Unaudited)

                                                         Three Months Ended     Six Months Ended
                                                          2002       2001      2002         2001
                                                           (In Thousands)        (In Thousands)
                                                                              
                 OPERATING REVENUES
Domestic electric                                       $142,892   $152,902   $285,222    $304,068
                                                        --------   --------   --------    --------
                 OPERATING EXPENSES
Operation and Maintenance:
   Fuel, fuel-related expenses, and
     gas purchased for resale                              9,362      7,822     18,966      17,894
   Nuclear refueling outage expenses                       2,618      3,988      5,238       8,022
   Other operation and maintenance                        23,042     21,433     42,255      37,806
Decommissioning                                            4,014      4,736      8,028       9,472
Taxes other than income taxes                              6,861      6,460     13,577      13,168
Depreciation and amortization                             24,745     27,227     52,042      56,708
Other regulatory charges - net                            13,128     19,955     26,054      39,122
                                                        --------   --------   --------    --------
TOTAL                                                     83,770     91,621    166,160     182,192
                                                        --------   --------   --------    --------

OPERATING INCOME                                          59,122     61,281    119,062     121,876
                                                        --------   --------   --------    --------

                    OTHER INCOME
Allowance for equity funds used during construction          700        484      1,250         754
Interest and dividend income                                 609      4,743      1,089       9,844
Miscellaneous - net                                          (29)       (20)      (390)        (50)
                                                        --------   --------   --------    --------
TOTAL                                                      1,280      5,207      1,949      10,548
                                                        --------   --------   --------    --------

             INTEREST AND OTHER CHARGES
Interest on long-term debt                                15,544     18,756     30,651      37,767
Other interest - net                                         718      8,929      1,503      17,636
Allowance for borrowed funds used during construction       (247)      (224)      (479)       (361)
                                                        --------   --------   --------    --------
TOTAL                                                     16,015     27,461     31,675      55,042
                                                        --------   --------   --------    --------

INCOME BEFORE INCOME TAXES                                44,387     39,027     89,336      77,382

Income taxes                                              19,137     17,825     37,359      35,382
                                                        --------   --------   --------    --------

NET INCOME                                               $25,250    $21,202    $51,977     $42,000
                                                        ========   ========   ========    ========
See Notes to Financial Statements.


















                   (Page left blank intentionally)






                         SYSTEM ENERGY RESOURCES, INC.
                           STATEMENTS OF CASH FLOWS
               For the Six Months Ended June 30, 2002 and 2001
                                 (Unaudited)

                                                              2002         2001
                                                               (In Thousands)
                                                                   
                OPERATING ACTIVITIES
Net income                                                    $51,977     $42,000
Noncash items included in net income:
  Reserve for regulatory adjustments                                -      53,475
  Other regulatory charges - net                               26,054      39,122
  Depreciation, amortization, and decommissioning              60,070      66,180
  Deferred income taxes and investment tax credits            (22,881)    (44,214)
  Allowance for equity funds used during construction          (1,250)       (754)
Changes in working capital:
  Receivables                                                 (38,756)   (101,734)
  Accounts payable                                             (1,293)    (11,514)
  Taxes accrued                                                50,002      62,571
  Interest accrued                                            (27,075)    (18,683)
  Other working capital accounts                                2,448      (7,612)
Provision for estimated losses and reserves                      (291)       (425)
Changes in other regulatory assets                             15,148      20,394
Other                                                           7,451      (3,295)
                                                             --------    --------
Net cash flow provided by operating activities                121,604      95,511
                                                             --------    --------

                INVESTING ACTIVITIES
Construction expenditures                                     (18,036)    (22,758)
Allowance for equity funds used during construction             1,250         754
Nuclear fuel purchases                                              -     (37,592)
Proceeds from sale/leaseback of nuclear fuel                        -      37,592
Decommissioning trust contributions and realized
    change in trust assets                                     (2,854)    (11,676)
Changes in other temporary investments - net                   22,354           -
                                                             --------    --------
Net cash flow provided by (used in) investing activities        2,714     (33,680)
                                                             --------    --------

                FINANCING ACTIVITIES
Retirement of long-term debt                                  (30,891)    (16,800)
Dividends paid:
  Common stock                                                (49,900)    (43,000)
                                                             --------    --------
Net cash flow used in financing activities                    (80,791)    (59,800)
                                                             --------    --------

Net increase in cash and cash equivalents                      43,527       2,031

Cash and cash equivalents at beginning of period               49,579     202,218
                                                             --------    --------

Cash and cash equivalents at end of period                    $93,106    $204,249
                                                             ========    ========
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
Cash paid during the period for:
  Interest - net of amount capitalized                        $57,121     $71,878
  Income taxes                                                      -      $3,463
 Noncash investing and financing activities:
  Change in unrealized depreciation of
   decommissioning trust assets                               ($5,715)    ($1,417)

See Notes to Financial Statements.






                        SYSTEM ENERGY RESOURCES, INC.
                                BALANCE SHEETS
                                    ASSETS
                     June 30, 2002 and December 31, 2001
                                  (Unaudited)

                                                                     2002         2001
                                                                      (In Thousands)
                                                                        
                   CURRENT ASSETS
Cash and cash equivalents:
  Cash                                                                  $92          $15
  Temporary cash investments - at cost,
    which approximates market                                        93,014       49,564
                                                                 ----------   ----------
        Total cash and cash equivalents                              93,106       49,579
                                                                 ----------   ----------
Other temporary investments                                               -       22,354
Accounts receivable:
  Associated companies                                              109,553       70,755
  Other                                                               1,151        1,193
                                                                 ----------   ----------
    Total accounts receivable                                       110,704       71,948
                                                                 ----------   ----------
Materials and supplies - at average cost                             52,659       51,665
Deferred nuclear refueling outage costs                               3,551        8,728
Prepayments and other                                                 3,963        1,631
                                                                 ----------   ----------
TOTAL                                                               263,983      205,905
                                                                 ----------   ----------

           OTHER PROPERTY AND INVESTMENTS
Decommissioning trust funds                                         135,685      138,546
                                                                 ----------   ----------

                    UTILITY PLANT
Electric                                                          3,100,775    3,098,446
Property under capital lease                                        450,014      450,014
Construction work in progress                                        51,370       36,868
Nuclear fuel under capital lease                                     48,347       61,905
                                                                 ----------   ----------
TOTAL UTILITY PLANT                                               3,650,506    3,647,233
Less - accumulated depreciation and amortization                  1,467,793    1,416,337
                                                                 ----------   ----------
UTILITY PLANT - NET                                               2,182,713    2,230,896
                                                                 ----------   ----------

          DEFERRED DEBITS AND OTHER ASSETS
Regulatory assets:
  SFAS 109 regulatory asset - net                                   154,944      173,470
  Unamortized loss on reacquired debt                                46,593       48,381
  Other regulatory assets                                           161,327      157,949
Other                                                                 8,865        8,894
                                                                 ----------   ----------
TOTAL                                                               371,729      388,694
                                                                 ----------   ----------

TOTAL ASSETS                                                     $2,954,110   $2,964,041
                                                                 ==========   ==========
See Notes to Financial Statements.





                      SYSTEM ENERGY RESOURCES, INC.
                             BALANCE SHEETS
                  LIABILITIES AND SHAREHOLDER'S EQUITY
                  June 30, 2002 and December 31, 2001
                               (Unaudited)

                                                                       2002        2001
                                                                        (In Thousands)
                                                                           
                   CURRENT LIABILITIES
Currently maturing long-term debt                                      $81,375     $100,891
Accounts payable:
  Associated companies                                                     993        2,404
  Other                                                                 14,434       14,316
Taxes accrued                                                          162,524      112,522
Accumulated deferred income taxes                                          353        2,360
Interest accrued                                                        20,020       47,095
Obligations under capital leases                                        26,503       26,503
Other                                                                    2,180        1,583
                                                                    ----------   ----------
TOTAL                                                                  308,382      307,674
                                                                    ----------   ----------

         DEFERRED CREDITS AND OTHER LIABILITIES
Accumulated deferred income taxes                                      468,808      498,404
Accumulated deferred investment tax credits                             84,302       86,040
Obligations under capital leases                                        21,844       35,401
Other regulatory liabilities                                           179,921      135,878
Decommissioning                                                        142,957      140,103
Accumulated provisions                                                     414          705
Other                                                                   36,024       39,117
                                                                    ----------   ----------
TOTAL                                                                  934,270      935,648
                                                                    ----------   ----------

Long-term debt                                                         818,700      830,038

                  SHAREHOLDER'S EQUITY
Common stock, no par value, authorized 1,000,000 shares;
 issued and outstanding 789,350 shares in 2002 and 2001                789,350      789,350
Retained earnings                                                      103,408      101,331
                                                                    ----------   ----------
TOTAL                                                                  892,758      890,681
                                                                    ----------   ----------

Commitments and Contingencies

               TOTAL LIABILITIES AND SHAREHOLDER'S EQUITY           $2,954,110   $2,964,041
                                                                    ==========   ==========
See Notes to Financial Statements.




                ENTERGY CORPORATION AND SUBSIDIARIES

                    NOTES TO FINANCIAL STATEMENTS
                             (Unaudited)


NOTE 1.  COMMITMENTS AND CONTINGENCIES

Capital  Requirements  and Financing  (Entergy  Corporation,  Entergy
Arkansas,   Entergy   Gulf   States,   Entergy   Louisiana,   Entergy
Mississippi, Entergy New Orleans, and System Energy)

      See  Note  9 to the financial statements in the Form  10-K  for
information   on   Entergy's   estimated  construction   expenditures
(including  nuclear  fuel but excluding AFUDC),  as  updated  by  the
following  paragraph, long-term debt and preferred stock  maturities,
and cash sinking fund requirements.

ANO  1  Steam Generator Replacement  (Entergy Corporation and Entergy
Arkansas)

      See "ANO Matters" in Part I of the Form 10-K for discussion  of
the  ANO 1 steam generators and reactor vessel closure head.  On July
25,   2002,  the  Board  authorized  Entergy  Arkansas  and   Entergy
Operations  to replace the ANO 1 steam generators and reactor  vessel
closure  head.   Entergy  management  estimates  the  cost   of   the
fabrication  and  replacement to be approximately  $235  million,  of
which  approximately  $135  million will be  incurred  through  2004.
Management  expects  a  contractor  for  the  installation   of   the
replacement steam generators and reactor vessel closure  head  to  be
selected  by  December 2002.  Management expects that the replacement
will occur during a planned refueling outage in 2005.

Sales Warranties and Indemnities  (Entergy Corporation)

      See  Note  9 to the financial statements in the Form  10-K  for
information on certain warranties made by Entergy or its subsidiaries
in  the Entergy London and CitiPower sales transactions.  See Note 14
to  the  financial  statements in the Form 10-K  for  information  on
certain warranties made by Entergy or its subsidiaries in the Saltend
sale transaction.

Nuclear  Insurance,  Spent  Nuclear Fuel, and  Decommissioning  Costs
(Entergy Corporation, Entergy Arkansas, Entergy Gulf States,  Entergy
Louisiana,  Entergy  Mississippi, Entergy  New  Orleans,  and  System
Energy)

      See  Note  9 to the financial statements in the Form  10-K  for
information  on  nuclear liability, property  and  replacement  power
insurance,  related NRC regulations, the disposal  of  spent  nuclear
fuel,  other high-level radioactive waste, and decommissioning  costs
associated  with  Entergy's nuclear power plants.  Regarding  nuclear
insurance, the Price-Anderson Act expired on August 1, 2002, and  the
U.S. Congress is currently considering a number of proposals for  its
renewal.   Entergy's current nuclear operating licenses will  not  be
affected  by the expiration, because operating licenses issued  prior
to August 2002 are not affected by the expiration.

      In  July  2002, Entergy's domestic non-utility nuclear business
purchased the Vermont Yankee nuclear power plant from Vermont  Yankee
Nuclear  Power  Corporation (VYNPC).  Entergy's domestic  non-utility
nuclear business has accepted assignment of the Vermont Yankee  spent
fuel  disposal contract with the DOE previously held by VYNPC.  VYNPC
has  paid  or retained liability for the DOE fees for all  generation
prior  to  the  purchase  date  of Vermont  Yankee.   Vermont  Yankee
currently   has   sufficient  spent  fuel  storage   capacity   until
approximately 2007.

     As part of the Vermont Yankee purchase, VYNPC transferred a $310
million  decommissioning  trust fund, along  with  the  liability  to
decommission  Vermont  Yankee,  to  Entergy's  domestic   non-utility
nuclear   business.    Entergy   believes   that   Vermont   Yankee's
decommissioning  trust  fund  will  be  adequate  to   cover   future
decommissioning  costs for the plant without any additional  deposits
to the trust.

Environmental Issues

(Entergy Arkansas)

      In  previous years, Entergy Arkansas has received notices  from
the  EPA  and  the  ADEQ alleging that Entergy Arkansas,  along  with
others,  may  be a potentially responsible party (PRP)  for  clean-up
costs  associated with a site in Arkansas.  As of June  30,  2002,  a
remaining  recorded liability of approximately $5.0  million  existed
related to the cleanup of that site.

(Entergy Gulf States)

     Entergy Gulf States has been designated as a PRP for the cleanup
of  certain hazardous waste disposal sites.  Entergy Gulf  States  is
currently  negotiating  with the EPA and state authorities  regarding
the  cleanup  of  these  sites.  As of June  30,  2002,  a  remaining
recorded liability of approximately $14.7 million existed related  to
the  cleanup  of the remaining sites at which the EPA has  designated
Entergy Gulf States as a PRP.

(Entergy Louisiana and Entergy New Orleans)

      During  1993,  the  LDEQ  issued  new  rules  for  solid  waste
regulation, including regulation of wastewater impoundments.  Entergy
Louisiana  and  Entergy New Orleans have determined that  certain  of
their  power  plant  wastewater impoundments were affected  by  these
regulations  and  have  chosen to upgrade  or  close  them.  Recorded
liabilities in the amounts of $5.8 million for Entergy Louisiana  and
$0.5  million  for Entergy New Orleans existed at June 30,  2002  for
wastewater  upgrades  and  closures.   Completion  of  this  work  is
awaiting LDEQ approval.

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.

Waterford 3 Lease Obligations  (Entergy Louisiana)

      On  September  28, 1989, Entergy Louisiana entered  into  three
separate  but substantially identical transactions for the  sale  and
leaseback of undivided interests (aggregating approximately 9.3%)  in
Waterford  3,  which were refinanced in 1997. Upon the occurrence  of
certain  events, Entergy Louisiana may be obligated  to  pay  amounts
sufficient  to  permit the termination of the lease transactions  and
may be required to assume the outstanding bonds issued to finance, in
part,  the  lessors'  acquisition  of  the  undivided  interests   in
Waterford 3.  See Note 10 to the financial statements in the Form 10-
K for further information.

Off   Balance   Sheet   Turbine   Financing   Arrangement    (Entergy
Corporation)

      As  discussed in Note 9 to the financial statements in the Form
10-K,  EWO obtained contracts in October 1999 to acquire 36  turbines
from  General Electric.  Entergy's rights and obligations  under  the
contracts for 22 of the turbines were sold to an independent special-
purpose entity in May 2001.  For the six months ended June 30,  2002,
Entergy  recorded  a  $180.2  million ($117.1  million  net  of  tax)
provision  for  Entergy's estimate of the impairments resulting  from
cancellation or sale of the turbines subject to purchase  commitments
with  the  special-purpose  entity.  The  Consolidated  Statement  of
Operations reflects the pre-tax effect of this liability in operation
and maintenance expenses.

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

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

     Numerous lawsuits have been filed in federal and state courts in
Texas  and  Louisiana primarily by contractor employees in the  1950-
1980  timeframe  against Entergy Gulf States, Entergy Louisiana,  and
Entergy  New Orleans, as premises owners of power plants, for damages
caused  by  alleged exposure to asbestos or other hazardous material.
See  Note 9 to the financial statements in the Form 10-K for  further
information.

Litigation   (Entergy  Corporation, Entergy  Arkansas,  Entergy  Gulf
States,  Entergy  Louisiana,  Entergy Mississippi,  and  Entergy  New
Orleans)

      In addition to those proceedings discussed elsewhere herein and
in  the  Form  10-K, Entergy and the domestic utility  companies  are
involved  in  a number of other legal proceedings and claims  in  the
ordinary  course of their businesses.  While management is unable  to
predict  the outcome of these other legal proceedings and claims,  it
is   not   reasonably   expected  that  their   ultimate   resolution
individually or collectively will have a material adverse  effect  on
the  results  of  operations, cash flows, or financial  condition  of
these entities.


NOTE 2.   RATE AND REGULATORY MATTERS

Electric Industry Restructuring and the Continued Application of SFAS
71

      Previous  developments  and  information  related  to  electric
industry  restructuring  are presented in Note  2  to  the  financial
statements in the Form 10-K.

Texas

(Entergy Corporation and Entergy Gulf States)

      Retail  open access legislation is in place in Texas,  but  the
implementation of retail open access in Entergy Gulf States'  service
territory  is delayed until at least September 15, 2002.   Management
does not expect that retail open access in Entergy Gulf States' Texas
service  territory  within the context of a functional  FERC-approved
RTO  is  likely  to  begin before January 2004.  Several  proceedings
necessary  to  implement  retail  open  access  are  still   pending,
including the proceeding to set the price-to-beat fuel rate that will
be  charged  by  Entergy's  retail  electric  service  provider.   In
addition,  the LPSC has not approved for the Louisiana jurisdictional
operations the transfer of generation assets to, or a power  purchase
agreement with, Entergy's Texas generation company.  Given the delay,
Entergy  Gulf States cannot predict what, if any, additional  changes
to previously approved plans may be required by the PUCT or the LPSC.
Therefore,   neither  the  necessary  regulatory  actions   nor   the
opportunity  for  a  reasonable  determination  of  the   effect   of
deregulation  has  occurred that are prerequisites for  Entergy  Gulf
States  to  discontinue  the  application  of  regulatory  accounting
principles to its Texas generation operations.

Retail Rate Proceedings

Filings with the APSC  (Entergy Corporation and Entergy Arkansas)

March 2002 Settlement Agreement

     As  discussed in the Form 10-K, in March 2002, Entergy Arkansas,
the  APSC  staff,  and  the  Arkansas Attorney  General  submitted  a
settlement  agreement  to  the  APSC for  approval.   The  settlement
agreement proposed a resolution of issues discussed in the Form  10-K
under  "Retail Rates," "Transition Cost Account," and "December  2000
Ice  Storm Cost Recovery."  In May 2002, the APSC approved the  March
2002 settlement agreement without revision.

Transition Cost Account

     In May 2002, Entergy Arkansas filed its 2001 earnings evaluation
report with the APSC.  In June 2002, the APSC approved a contribution
of  $5.9  million  to  the TCA.  The balance in the  TCA  after  this
contribution  was  $155.5 million, including interest,  through  June
2002.   A  principal provision in the March 2002 settlement agreement
is  to offset $137.4 million of ice storm recovery costs with the TCA
on  a  rate class basis.  In accordance with the settlement agreement
and  following the APSC's approval of Entergy Arkansas' 2001 earnings
review, Entergy Arkansas filed to return $18.1 million of the TCA  to
certain large general service class customers that paid more into the
TCA  than  their  allocation of storm costs.  The APSC  approved  the
return  of funds to the large general service customer class  in  the
form of refund checks in August 2002.

December 2000 Ice Storm Cost Recovery

     The  March  2002 settlement agreement provisions  allow  Entergy
Arkansas  to  offset incremental ice storm expenses  with  the  funds
accumulated in the TCA on a rate class basis, and any excess  of  ice
storm costs over the amount available in the TCA will be deferred for
recovery.  The allocated ice storm expenses exceed the available  TCA
funds  by  $15.8  million.   This excess amount  was  recorded  as  a
regulatory  asset in June 2002 and will be amortized over  a  30-year
period.

Fuel Cost Recovery

     In  March 2002, Entergy Arkansas filed its annually redetermined
energy  cost  rate  with the APSC, including a new energy  allocation
factor.   The  filing reflected a decrease due to  reduced  fuel  and
purchased  power  costs in 2001 and the accumulated over-recovery  of
2001 energy costs.  The decreased energy cost rate is effective April
2002 through March 2003.

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

Recovery of River Bend Costs

      In March 1998, the PUCT disallowed recovery of $1.4 billion  of
company-wide abeyed River Bend plant costs, which have been  held  in
abeyance  since  1988.   Entergy  Gulf  States  appealed  the  PUCT's
decision on this matter to the Travis County District Court in Texas.
In June 1999, subsequent to the settlement agreement discussed in the
Form  10-K,  Entergy Gulf States removed the reserve for  River  Bend
plant  costs  held  in abeyance and reduced the value  of  the  plant
asset.   The  settlement agreement limits potential recovery  of  the
remaining  plant  asset, less depreciation, to  $115  million  as  of
January  1,  2002.  In a settlement in its transition to  competition
proceedings,  and  consistent with the June 1999 settlement,  Entergy
Gulf States agreed not to prosecute its appeal until January 1, 2002.
Entergy Gulf States also agreed that it will not seek recovery of the
abeyed plant costs through any additional charge to Texas ratepayers.
In  its  interim order approving this settlement, however,  the  PUCT
recognized  that any additional River Bend investment found  prudent,
subject  to the $115 million cap, could be used as an offset  against
stranded  benefits,  should legislation be passed  requiring  Entergy
Gulf States to return stranded benefits to retail customers.  Entergy
Gulf  States  is  now prosecuting its appeal and in April  2002,  the
Travis  County  District Court issued an order affirming  the  PUCT's
order on remand.  Entergy Gulf States has appealed this ruling to the
Third  District Court of Appeals.  The financial statement impact  of
the  retail  rate settlement agreement on the remaining abeyed  plant
costs  will  ultimately  depend  on several  factors,  including  the
possible discontinuance of SFAS 71 accounting treatment for the Texas
generation  business,  the  determination  of  the  market  value  of
generation assets, and any future legislation in Texas addressing the
pass-through  or  sharing  of  any  stranded  benefits   with   Texas
ratepayers.   While  Entergy Gulf States expects to  prevail  in  its
lawsuit, no assurance can be given that additional reserves or write-
offs will not be required in the future.

PUCT Fuel Cost Review

     As determined in the June 1999 retail rate settlement agreement,
Entergy  Gulf States adopted a methodology for calculating its  fixed
fuel  factor  based  on  the  market  price  of  natural  gas.   This
calculation  and any necessary adjustments occur semi-annually.   The
settlement that delayed implementation of retail open access in Texas
for  Entergy  Gulf  States  provides that Entergy  Gulf  States  will
continue the use of this methodology until retail open access begins.
The  amounts  collected under Entergy Gulf States' fixed fuel  factor
until  the  date  retail open access commences are  subject  to  fuel
reconciliation  proceedings before the PUCT.  The  interim  surcharge
discussed  below  will  also be subject to  the  fuel  reconciliation
proceeding.

     In January 2001, Entergy Gulf States filed a fuel reconciliation
case  covering  the  period  from March  1999  through  August  2000.
Entergy  Gulf States is reconciling approximately $583.0  million  of
fuel and purchased power costs.  As part of this filing, Entergy Gulf
States requested a surcharge to collect $28.0 million, plus interest,
of  under-recovered fuel and purchased power costs.  A hearing on the
merits concluded in August 2001, and the ALJ has recommended that the
surcharge be reduced to $7.0 million.  The PUCT considered the  ALJ's
recommendation in February 2002, but did not reach a final  decision.
The  PUCT remanded certain issues related to the eligibility of costs
for  Entergy  Gulf States 30% non-regulated share of River  Bend  for
further  consideration  by the ALJ.  After considering  the  remanded
issues  in June 2002, the PUCT issued an oral ruling indicating  that
the  surcharge  request  should  be  reduced  to  approximately  $5.0
million.   Approximately $4.7 million of the total reduction  to  the
requested  surcharge  relates to nuclear fuel  costs  that  the  PUCT
deferred  ruling  on at this time.  The PUCT issued a  written  order
supporting  its  decisions, which will be subject to  rehearing.   No
assurance can be given as to the final outcome of this proceeding.

     In  November 2001, Entergy Gulf States filed an application with
the PUCT requesting an interim surcharge to collect $71 million, plus
interest,  of  under-recovered  fuel  and  purchased  power  expenses
incurred  from September 2000 through September 2001.   Entergy  Gulf
States  made  the  application pursuant to one of the  terms  of  the
settlement  agreement  that  delayed implementation  of  retail  open
access in Texas for Entergy Gulf States.  In March 2002, Entergy Gulf
States  revised its request to collect $30.3 million, plus  interest,
of  under-recovered fuel and purchased power expenses  incurred  from
September  2000 through February 2002.  Entergy Gulf States requested
that  the  surcharge  begin in April 2002 and extend  through  August
2002, or until the fuel cost is fully recovered, whichever is sooner.
In March 2002, the PUCT issued an order approving the surcharge.  The
surcharge was implemented in the first billing cycle of April 2002.

Filings with the LPSC

Annual  Earnings  Reviews   (Entergy  Corporation  and  Entergy  Gulf
States)

     In May 2001, Entergy Gulf States filed its eighth required post-
merger  earnings  review with the LPSC.  This filing  is  subject  to
review  by  the LPSC and may result in a change in rates.   In  April
2002,  the  LPSC staff filed testimony recommending a  $16.5  million
rate  refund  and  a $40.1 million prospective rate  reduction.   The
prospective reduction includes a recommended reduction in the rate of
return  on  common equity (ROE) that would not take effect until  the
later  of  June 2003 or the date of the LPSC's order.  Hearings  were
held in April 2002 and will continue in August 2002.

      In  May  2002,  Entergy Gulf States filed its  ninth  and  last
required post-merger earnings analysis with the LPSC.  The filing was
based on the 2001 test year and resulted in a rate decrease of  $11.5
million,  which was implemented effective June 2002.  This filing  is
subject  to  review  by  the LPSC and may  result  in  additional  or
different  changes  in rates than those sought  in  the  filing.   No
procedural schedule has been adopted.

      In  June 2002, an ALJ issued a proposed recommendation  to  the
LPSC  with  regard  to issues raised in Entergy  Gulf  States'  fifth
annual post-merger earnings review.  The ALJ recommended adoption  of
the   LPSC   Staff's   position  on  most   issues,   including   the
recommendation that Entergy Gulf States' authorized  ROE  be  set  at
10.0%.   However, due to a settlement agreement currently in  effect,
Entergy Gulf States' currently authorized ROE of 11.1% will remain in
effect  through  May  2003.  Entergy Gulf States cannot  predict  the
timing or outcome of this proceeding.

Formula Rate Plan Filings (Entergy Corporation and Entergy Louisiana)

       In   May  1997,  Entergy  Louisiana  made  its  second  annual
performance-based formula rate plan filing with the LPSC for the 1996
test  year.   This  filing  resulted in a  total  rate  reduction  of
approximately $54.5 million, which was implemented in July 1997.   At
the  same time, rates were reduced by an additional $0.7 million  and
by  an additional $2.9 million effective March 1998.  Upon completion
of  the  hearing process in December 1998, the LPSC issued  an  order
requiring  an  additional  rate reduction and  refund,  although  the
resulting  amounts  were not quantified.  Entergy Louisiana  appealed
this  order  and  obtained a preliminary injunction pending  a  final
decision  on  appeal.  The Louisiana Supreme Court  rendered  a  non-
unanimous decision in April 2002 affirming the LPSC's order.  Entergy
Louisiana has filed an application for rehearing.

     In  May  2000,  Entergy  Louisiana submitted  its  fifth  annual
performance-based formula rate plan filing for the  1999  test  year.
As  a  result of this filing, Entergy Louisiana implemented  a  $24.8
million  base rate reduction in August 2000.  In September 2001,  the
LPSC  approved  a  settlement in which Entergy  Louisiana  agreed  to
increase  to  $28.2 million the total base rate reduction,  effective
August 2000.  The additional rate reduction and the associated credit
were  implemented  in  September 2001.  The settlement  resolved  all
issues in the proceeding except for Entergy Louisiana's claim for  an
increase in its allowed return on common equity from 10.5% to  11.6%.
A  hearing to address the return on common equity issue was  held  in
March  2002.   This  issue was resolved in the June  2002  settlement
between Entergy Louisiana and the LPSC discussed below.

     In  April  2001,  Entergy Louisiana submitted its  sixth  annual
performance-based formula rate plan filing, which used  a  2000  test
year.   The  filing indicated that an immaterial base rate  reduction
might  be  appropriate.  Subsequently, Entergy  Louisiana  agreed  to
implement a $3.4 million rate reduction effective August 2001.   This
stipulation  resolved  all issues relating to  the  2000  test  year,
except  issues  relating  to its return  on  common  equity  and  the
treatment of certain capacity costs in the formula rate plan process.
These  issues  were  addressed in a hearing in  June  2002  and  were
resolved in the settlement discussed below.

      In  June  2002, Entergy Louisiana and the LPSC Staff reached  a
settlement  that resolved all remaining issues in the 2000  and  2001
formula rate plan proceedings.  Entergy Louisiana has agreed to a  $5
million annual rate reduction effective August 2001.  The prospective
rate  reduction will be implemented beginning in August 2002 and  the
refund  for the retroactive period will occur in September 2002.   As
part  of  the  settlement, Entergy Louisiana's rates,  including  its
previously authorized ROE of 10.5%, would then remain in effect until
changed  pursuant  to  a new formula rate plan filing  or  a  revenue
requirement  analysis to be filed by June 30, 2003.   The  settlement
was approved by the LPSC in July 2002.

Filings with the MPSC  (Entergy Corporation and Entergy Mississippi)

Formula Rate Plan Filings

      In   March  2002,  Entergy  Mississippi  submitted  its  annual
performance-based formula rate plan filing for the  2001  test  year.
The  submittal  indicated  that  a $2.8  million  rate  increase  was
appropriate  under the formula rate plan.  In April  2002,  the  MPSC
Staff  and Entergy Mississippi entered into a stipulation, which  the
MPSC  approved,  that  provided  for an  increase  of  $1.95  million
effective in May 2002.

Filings  with  the  Council   (Entergy Corporation  and  Entergy  New
Orleans)

Retail Rate Filings

      In  May 2002, Entergy New Orleans filed a cost of service study
and  revenue  requirement filing with the Council for the  2001  test
year.  The filing indicated that a revenue deficiency exists and that
a  $28.9 million electric rate increase and a $15.3 million gas  rate
increase  are  appropriate.  Additionally, Entergy  New  Orleans  has
proposed  a  $6.0 million public benefit fund.  The Council  has  not
established a procedural schedule for consideration of the filing.

Natural Gas

     In  a  resolution  adopted in August 2001, the  Council  ordered
Entergy New Orleans to account for $36 million of certain natural gas
costs  charged  to  its  gas distribution customers  from  July  1997
through May 2001.  The resolution suggests that refunds may be due to
the  gas distribution customers if Entergy New Orleans cannot account
satisfactorily for these costs.  Entergy New Orleans filed a response
to  the Council in September 2001. Entergy New Orleans has documented
a  full  reconciliation for the natural gas costs during that period.
The  ultimate outcome of the proceeding cannot be predicted  at  this
time.

Fuel Adjustment Clause Litigation

      In  April 1999, a group of ratepayers filed a complaint against
Entergy  New  Orleans,  Entergy Corporation,  Entergy  Services,  and
Entergy Power in state court in Orleans Parish purportedly on  behalf
of  all  Entergy New Orleans ratepayers.  The plaintiffs seek  treble
damages  for  alleged  injuries arising from the defendants'  alleged
violations  of Louisiana's antitrust laws in connection with  certain
costs passed on to ratepayers in Entergy New Orleans' fuel adjustment
filings  with  the  Council.  In particular, plaintiffs  allege  that
Entergy  New  Orleans  improperly  included  certain  costs  in   the
calculation  of fuel charges and that Entergy New Orleans imprudently
purchased  high-cost fuel from other Entergy affiliates.   Plaintiffs
allege  that  Entergy  New  Orleans and the other  defendant  Entergy
companies  conspired  to make these purchases  to  the  detriment  of
Entergy  New  Orleans'  ratepayers and to the  benefit  of  Entergy's
shareholders, in violation of Louisiana's antitrust laws.  Plaintiffs
also  seek  to  recover interest and attorneys' fees.  Entergy  filed
exceptions  to  the plaintiffs' allegations, asserting,  among  other
things,  that jurisdiction over these issues rests with  the  Council
and  FERC.  If necessary, at the appropriate time, Entergy will  also
raise its defenses to the antitrust claims.  At present, the suit  in
state court is stayed by stipulation of the parties.

      Plaintiffs also filed this complaint with the Council in  order
to  initiate  a review by the Council of the plaintiffs'  allegations
and  to force restitution to ratepayers of all costs they allege were
improperly  and imprudently included in the fuel adjustment  filings.
Testimony was filed on behalf of the plaintiffs in this proceeding in
April   2000   and   has  been  supplemented.   The   testimony,   as
supplemented, asserts, among other things, that Entergy  New  Orleans
and  other  defendants  have engaged in fuel  procurement  and  power
purchasing practices and included costs in Entergy New Orleans'  fuel
adjustment  that  could have resulted in New Orleans customers  being
overcharged  by more than $100 million over a period  of  years.   In
June 2001, the Council's advisors filed testimony on these issues  in
which  they allege that Entergy New Orleans ratepayers may have  been
overcharged by more than $32 million, the vast majority of  which  is
reflected  in  the  plaintiffs' claim.   However,  it  is  not  clear
precisely  what  periods  and  damages  are  being  alleged  in   the
proceeding.   Entergy intends to defend this matter vigorously,  both
in  court and before the Council.  Hearings were held in February and
March  2002.   The  ultimate outcome of the lawsuit and  the  Council
proceeding cannot be predicted at this time.

Purchased Power for Summer 2000, 2001, and 2002 (Entergy Corporation,
Entergy  Arkansas,  Entergy Gulf States, Entergy  Louisiana,  Entergy
Mississippi, and Entergy New Orleans)

    The domestic utility companies requested that the APSC, the LPSC,
the MPSC, and  the Council to  approve the  sale of power  by Entergy
Gulf States from its unregulated, undivided  30%  interest  in  River
Bend  formerly  owned  by  Cajun  to  the  other   domestic   utility
companies  during  the  summer  of  2000.   These  applications  were
approved  subject  to  subsequent  prudence  reviews.   In  addition,
Entergy  Gulf States and Entergy Louisiana filed an application  with
the  LPSC  for authorization to purchase capacity and electric  power
from  third  parties  for the summer of 2000,  and  filed  a  similar
application  for  the  summer  of  2001.   The  LPSC  approved  these
applications, with reservation of its rights to review  the  prudence
of  the purchases and the appropriate categorization of the costs  as
either capacity or energy charges for purposes of recovery.

      The  LPSC  reviewed the 2000 purchases and found  that  Entergy
Louisiana's  and Entergy Gulf States' costs were prudently  incurred,
but decided that approximately 34% of the costs should be categorized
as  capacity charges, and therefore should be recovered through  base
rates  and not through the fuel adjustment clause.  In November 2000,
the  LPSC ordered refunds of $11.1 million for Entergy Louisiana  and
$3.6  million for Entergy Gulf States, for which adequate  provisions
were  made.   In  May 2001, the LPSC determined that 24%  of  Entergy
Louisiana's  and Entergy Gulf States' costs relating to  summer  2001
purchases should be categorized as capacity charges, and has reviewed
certain prudence issues related to the 2001 purchases.  The LPSC  has
questioned  the system's contract mix and raised issues  relating  to
potential  uprates at nuclear facilities.  Hearings on  those  issues
were  conducted  in  May  2002, and briefs have  been  filed  by  the
parties.   Those costs that are categorized as capacity charges  will
be  included in the costs of service used to determine the base rates
of  Entergy  Louisiana  and  Entergy Gulf  States.   In  2001,  these
companies  recorded  a  regulatory asset  for  the  capacity  charges
incurred  in both 2000 and 2001.  The capacity charges for 2000  were
amortized  through May 2002 for Entergy Gulf States and through  July
2002  for Entergy Louisiana.  The capacity charges for 2001 are being
amortized  over a twelve-month period, which began in June  2002  for
Entergy  Gulf  States  and  will begin in  August  2002  for  Entergy
Louisiana.

     In  March 2002, Entergy Louisiana and Entergy Gulf States  filed
an  application with the LPSC for the summer of 2002 similar  to  the
applications  filed for the summers of 2000 and 2001.   A  procedural
schedule  has  been  adopted  for that  docket.   Entergy  Louisiana,
Entergy Gulf States, and the LPSC Staff reached a settlement in which
those parties agreed that 14% of Entergy Louisiana's and Entergy Gulf
States' costs relating to summer 2002 purchases should be categorized
as  capacity charges.  A fairness hearing was held in May 2002 and no
party  to  this proceeding opposed the settlement.  The LPSC approved
the  settlement  at  its  July  2002 public  meeting.   A  procedural
schedule has been adopted to address any prudence issues relating  to
summer 2002 purchases.  A hearing is expected in October 2002.

System  Energy's 1995 Rate Proceeding  (Entergy Corporation,  Entergy
Arkansas,   Entergy  Louisiana,  Entergy  Mississippi,  Entergy   New
Orleans, and System Energy)

     As  discussed  in  the  Form  10-K,  FERC  denied  requests  for
rehearing in the System Energy rate increase proceeding and the  July
2000  order  became  final.  System Energy made a  compliance  tariff
filing  in August 2001 and it was accepted by FERC in November  2001.
System  Energy  made  refunds to the domestic  utility  companies  in
December  2001.   A  portion of the refund to  the  domestic  utility
companies  has  been  or  will  be refunded  to  customers.   Entergy
Arkansas  refunded  $54.3 million, including  interest,  through  the
issuance  of  refund checks in March 2002 as approved  by  the  APSC.
Entergy  Mississippi  is  refunding $14.8 million  to  its  customers
through  credits  to  the Grand Gulf Riders.  The  credits  began  in
October  2001  and  will occur through September 2002.   Entergy  New
Orleans  refunded $27.0 million to its customers through the issuance
of  refund  checks  in the first quarter of 2002.  Entergy  Louisiana
will  refund  $4.9  million,  including interest,  to  its  customers
through a credit on the September 2002 bills as approved by the LPSC.


NOTE 3.  COMMON STOCK  (Entergy Corporation)

      The  average  number  of  common  shares  outstanding  for  the
presentation  of diluted earnings per share was greater by  4,517,098
and  4,592,823 shares for the three months ended June  30,  2002  and
2001,  respectively, and 4,445,242 and 4,230,700 shares for  the  six
months ended June 30, 2002 and 2001, respectively, than the number of
such  shares for the presentation of basic earnings per share due  to
Entergy's  stock option and other stock compensation plans  discussed
more thoroughly in Note 5 to the financial statements in the Form 10-
K.   The  dilutive effect of the stock options on earnings per  share
for  the  three  months ended June 2002 and 2001 was  $.02  for  both
periods.   The  dilutive effect of the stock options on earnings  per
share  for the six months ended June 30, 2002 and 2001 was  $.01  and
$.03, respectively.

     During  the  six months ended June 30, 2002, Entergy Corporation
issued 3,941,176 shares of its previously repurchased common stock to
satisfy stock option exercises.


NOTE 4.  LONG-TERM DEBT

(Entergy Corporation)

      As  discussed in Note 7 to the financial statements in the Form
10-K, the Damhead Creek credit facility requires that the annual debt
service  coverage  ratio be at least 1.05 to 1 for  the  previous  12
months at semi-annual dates commencing with June 30, 2002.  Given the
low  electricity  prices currently affecting the UK  market,  Damhead
Creek would not have met the annual debt service coverage ratio  test
in  respect  of  the 12 months ended June 30, 2002, but  the  lenders
amended  the  facility so that the coverage ratio calculations  would
not commence until December 31, 2002.  Damhead Creek is currently  in
negotiations  with  the  lenders to  develop  and  implement  a  debt
restructuring  for  the project prior to December  2002.  If  a  debt
restructuring  agreement cannot be reached,  however,  Damhead  Creek
will  likely  not meet the debt service coverage ratio provisions  of
the  credit  facility on December 31, 2002.  In the event the  annual
debt  service  coverage  ratio is deficient  at  December  31,  2002,
Damhead  Creek  will seek a waiver of the default from  the  lenders.
There  is  no  requirement  for  Entergy  or  EPDC  to  make  capital
contributions  or provide credit support to Damhead  Creek  following
the occurrence of an event of default.

(Entergy Arkansas)

     On  March  1,  2002, Entergy Arkansas retired, at maturity,  $85
million  of 7% Series First Mortgage Bonds with internally  generated
funds.

     On March 28, 2002, Entergy Arkansas issued $100 million of 6.70%
Series First Mortgage Bonds due April 1, 2032.  A portion of the  net
proceeds  was used to satisfy the annual replacement fund requirement
under the mortgage relating to the bonds by redeeming $85 million  of
8.75%  Series First Mortgage Bonds due March 1, 2026.  The  remaining
net proceeds were used to replace a portion of the cash that was used
to  meet  the  maturity of the $85 million 7% Series  First  Mortgage
Bonds retired on March 1, 2002 discussed above.

(Entergy Gulf States)

      On  January 1, 2002, Entergy Gulf States retired, at  maturity,
$148  million  of  8.21% Series First Mortgage Bonds with  internally
generated funds.

(Entergy Louisiana)

      On January 1, 2002, Entergy Louisiana retired, at maturity, $23
million  of  7.5%  Series First Mortgage Bonds.  On  March  1,  2002,
Entergy  Louisiana retired, at maturity, $75 million of 5.80%  Series
First Mortgage Bonds.

     On  March  27,  2002, Entergy Louisiana issued $150  million  of
7.60%  Series First Mortgage Bonds due April 1, 2032.  A  portion  of
the  net  proceeds  was used to satisfy the annual  replacement  fund
requirement  under  the mortgage relating to the bonds  by  redeeming
$115  million of 8.75% Series First Mortgage Bonds due March 1, 2026.
The  remaining  net proceeds will be used to reduce  short-term  debt
which, among other things, was incurred to meet the maturities of the
First Mortgage Bonds discussed above.

      On  June 1, 2002, Entergy Louisiana remarketed $55 million  St.
Charles  Parish Pollution Control Revenue Refunding Bonds  due  2030,
accruing interest at a rate of 4.9% through May 31, 2005.

      On  July 1, 2002, Entergy Louisiana retired, at maturity, $56.4
million   of  7.74%  Series  First  Mortgage  Bonds  with  internally
generated funds.

(Entergy Mississippi)

      On  June 1, 2002, Entergy Mississippi retired, at maturity, $65
million  of  6.875%  Series  First  Mortgage  Bonds  with  internally
generated funds.


NOTE 5.  RETAINED EARNINGS  (Entergy Corporation)

      On  July  26,  2002, Entergy Corporation's Board  of  Directors
declared  a  common  stock dividend of $0.33 per  share,  payable  on
September 1, 2002, to holders of record as of August 13, 2002.


NOTE 6.  BUSINESS SEGMENT INFORMATION  (Entergy Corporation)

      Entergy's reportable segments as of June 30, 2002 are  domestic
utility, domestic non-utility nuclear, and energy commodity services.
"All  Other"  includes the parent company, Entergy  Corporation,  and
other business activity, which is principally gains or losses on  the
sales of businesses and the earnings on the proceeds of those sales.

     Entergy's  segment financial information for  the  three  months
ended June 30, 2002 and 2001 is as follows (in thousands):



                                   Domestic  Domestic Non-   Energy      All     Eliminations   Consolidated
                                   Utility      Utility     Commodity  Other*
                                               Nuclear*     Services*
                                                                                
2002
Operating Revenues                $1,712,248      $297,072    $81,071   $8,586        ($2,396)    $2,096,581
Equity in earnings of
 unconsolidated equity affiliates          -             -     17,740        -              -         17,740
Income Taxes (Benefit)               136,536        35,656    (20,171)  (3,487)             -        148,534
Net Income (Loss)                    200,782        53,531     (1,688)  (5,040)             -        247,585

2001
Operating Revenues                $2,022,354      $150,041   $327,031   $8,092        ($1,243)    $2,506,275
Equity in earnings of
 unconsolidated equity affiliates          -             -     70,780        -              -         70,780
Income Taxes                         115,228        21,403     26,972    2,239              -        165,842
Net Income                           175,155        33,101     30,179    7,148              -        245,583



     Entergy's segment financial information for the six months ended
June 30, 2002 and 2001 is as follows (in thousands):



                                    Domestic   Domestic Non-    Energy   All Other*   Eliminations Consolidated
                                     Utility      Utility     Commodity
                                                 Nuclear*     Services*
                                                                                    
2002
Operating Revenues                  $3,160,047      $575,968    $206,832    $17,587        ($3,019)   $3,957,415
Equity in earnings of
 unconsolidated equity affiliates            -             -      92,804          -              -        92,804
Income Taxes (Benefit)                 201,912        61,909    (133,508)    (7,677)             -       122,636
Net Income (Loss)                      309,026        93,596    (216,814)   (11,207)             -       174,601
Total Assets                        19,993,613     3,790,815   2,469,812    977,658     (1,230,564)   26,001,334

2001
Operating Revenues                  $4,006,062      $329,416    $804,981    $20,482        ($2,235)   $5,158,706
Equity in earnings of
 unconsolidated equity affiliates            -             -      95,543          -              -        95,543
Income Taxes (Benefit)                 200,733        42,089      34,569     (3,119)             -       274,272
Net Income (Loss)                      295,593        64,484      48,524     (2,147)             -       406,454
Total Assets                        20,706,094     2,093,291   2,604,398    958,379       (995,320)   25,366,842



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.

      Energy  commodity services' net loss for the six  months  ended
June  30,  2002  includes  charges of  $419.5  million  to  operating
expenses ($271.5 million net of tax), including $18.1 million  ($10.6
million  net of tax) in the second quarter, to reflect the effect  of
Entergy's  decision  to discontinue additional EWO  greenfield  power
plant development and to reflect asset impairments resulting from the
deteriorating  economics of wholesale power  markets  in  the  United
States and the United Kingdom.  The charges consist of the following:

     o as discussed in Note 1, $180.2 million (($36) million in the
       second quarter) of the charges is a provision for the net costs
       resulting from cancellation or sale of the turbines subject to
       purchase commitments with a special-purpose entity;
     o $167.5 million ($15 million in the second quarter) of  the
       charges result from the write-off of EPDC's equity investment in the
       Damhead Creek project ($55.0 million) and the impairment of the
       values of the Warren Power power plant, the Crete project, and the RS
       Cogen project ($112.5 million combined).  This portion of the charges
       reflects Entergy's estimate of the effects of reduced spark spreads
       in the United States and the United Kingdom.  These estimates are
       based on various sources of information, including discounted cash
       flow projections and current market prices;
     o $39.1 million ($39.1 million in the second quarter) of the
       charges relates to the restructuring of EWO, including impairments of
       EWO administrative fixed assets, estimated sublease losses, and
       employee-related costs for approximately 135 affected employees.
       These restructuring costs, which are included in the "Provision for
       turbine commitments, asset impairments and restructuring charges" in
       the accompanying consolidated statement of income as of June 30,
       2002, were comprised of the following (in millions):

                                      Accrual for
                                       Expected     Paid
                                         Cash        in     Non-     Total
                                       Payments     Cash    Cash    Expense

       Fixed asset impairments             -          -     $22.5    $22.5
       Sublease losses                  $10.7         -       -       10.7
       Severance and related costs        5.9         -       -        5.9
					-----               -----    -----
         Total                          $16.6         -     $22.5    $39.1
       					=====		    =====    =====

       Management   expects   the  restructuring   of   EWO   to   be
       substantially complete by the end of 2002; and
     o $32.7  million (none in the second quarter) of the charges
       results from the write-off of capitalized project development costs
       for projects that will not be completed.


NOTE 7.  NEW ACCOUNTING PRONOUNCEMENTS  (Entergy Corporation)

      As  discussed in the Form 10-K, Entergy implemented  SFAS  142,
"Goodwill and Other Intangible Assets" and SFAS 144, "Accounting  for
the Impairment or Disposal of Long-lived Assets" effective January 1,
2002.   The  implementation of SFAS 142 resulted in the cessation  of
Entergy's  amortization of the remaining plant acquisition adjustment
recorded in conjunction with its acquisition of Entergy Gulf  States;
this will increase Entergy's annual net income by approximately $16.3
million.   The  following  table  is  a  reconciliation  of  reported
earnings applicable to common stock to earnings applicable to  common
stock  without  goodwill amortization for the three  and  six  months
ended June 30, 2002 and 2001.



                                                        Three Months Ended     Six Months Ended
                                                        2002       2001         2002       2001
                                                          (In Thousands, Except Share Data)
                                                                             
Reported earnings (loss) applicable to common stock    $241,653   $238,906    $162,729   $393,061
Add back:  Goodwill amortization                              -      4,066           -      8,133
Earnings (loss) applicable to common stock without     --------   --------    --------   --------
  goodwill amortization                                $241,653   $242,972    $162,729   $401,194
                                                       ========   ========    ========   ========
Basic earnings (loss) per average common share:
Reported earnings (loss) applicable to common stock       $1.08      $1.08       $0.73      $1.78
Goodwill amortization                                         -       0.02           -       0.04
Earnings (loss) applicable to common stock without     --------   --------    --------   --------
  goodwill amortization                                   $1.08      $1.10       $0.73      $1.82
                                                       ========   ========    ========   ========
Diluted earnings (loss) per average common share:
Reported earnings (loss) applicable to common stock       $1.06      $1.06       $0.72      $1.75
Goodwill amortization                                         -       0.02           -       0.04
Earnings (loss) applicable to common stock without     --------   --------    --------   --------
  goodwill amortization                                   $1.06      $1.08       $0.72      $1.79
                                                       ========   ========    ========   ========



NOTE 8.  EQUITY METHOD INVESTMENTS  (Entergy Corporation)

     See  Note 13 to the financial statements in the Form 10-K for  a
discussion of Entergy's equity method investments.

     In the first quarter of 2002, EWO sold its interests in projects
in  Argentina,  Chile, and Peru, including Generandes Peru  S.A.  and
Compania  Electrica San Isidro S.A.  EWO had $100.8 million reflected
in  "Investments in affiliates - at equity" for these investments  as
of  December  31,  2001,  and reported $11.6 million  of  "Equity  in
earnings  of unconsolidated equity affiliates" from these investments
for  the  year ended December 31, 2001.  After impairment  provisions
recorded  for these interests in 2001, the net loss realized  on  the
sale  in  the  first quarter of 2002 is insignificant.  Approximately
$66  million  of cumulative translation adjustments were realized  in
the sale.

     As  discussed in Note 6, for the six months ended June 30, 2002,
Entergy  recorded  an impairment of $78.3 million  against  the  book
value  of its investments in Crete Energy Ventures, LLC and RS  Cogen
LLC.

                 __________________________________

     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.   However, the business of the domestic utility  companies
and  System Energy is subject to seasonal fluctuations 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.


                ENTERGY CORPORATION AND SUBSIDIARIES
                     PART II. OTHER INFORMATION


Item 1.  Legal Proceedings

      See  "PART I, Item 1, Other Regulation and Litigation"  in  the
Form 10-K for a discussion of legal proceedings affecting Entergy.

Murphy Oil Lawsuit (Entergy Corporation)

      Residents  located  near  the Murphy Oil  Refinery  in  Meraux,
Louisiana  filed  several  lawsuits in state  court  in  St.  Bernard
Parish,  Louisiana against Murphy Oil, Entergy Louisiana, and  others
for  injuries they allegedly suffered as a result of an explosion  at
the  refinery  in  June 1995.  The lawsuits were consolidated  and  a
class  of plaintiffs was certified.  Plaintiffs alleged, among  other
things,  that an electrical fault at an Entergy Louisiana  substation
contributed to causing the explosion.  Murphy Oil filed a cross-claim
against  Entergy  Louisiana based on the same  allegation,  in  which
Murphy  Oil  seeks  recovery  of any  damages  it  has  paid  to  the
plaintiffs.   Claiborne P. Deming, who became a director  of  Entergy
Corporation in 2002, is the President and Chief Executive Officer  of
Murphy Oil.

      Murphy Oil and other defendants settled with the plaintiffs for
$8.8  million,  but  Entergy Louisiana did  not  participate  in  the
settlement.   Entergy Louisiana believes the claims  against  it  are
without  merit and is vigorously defending itself.  Entergy Louisiana
also  has insurance in place for claims of this type.  The proceeding
is  currently  recessed pending rescheduling for trial involving  the
remaining parties in the proceeding.

Franchise Service Area Litigation  (Entergy Gulf States)

      See "Franchise Service Area Legislation" in Item 1 of Part I of
the  Form 10-K for a discussion of the litigation with Beaumont Power
& Light (BP&L).  In July 2002, the ALJ in that proceeding recommended
denial  of  BP&L's certificate of convenience and necessity  request.
The PUCT has not yet issued a decision.

Ratepayer Lawsuits  (Entergy New Orleans)

      See  "Entergy New Orleans Rate of Return Lawsuit" in Item 1  of
Part  I of the Form 10-K for a discussion of the litigation filed  by
ratepayers  against Entergy New Orleans.  The hearing  scheduled  for
June 2002 was postponed and the proceeding has been continued without
date.

Franchise  Fee  Litigation  (Entergy  Corporation  and  Entergy  Gulf
States)

      See "Franchise Fee Legislation" in Item 1 of Part I of the Form
10-K  for a discussion of the lawsuit filed by the City of Nederland.
The proceeding has now been abated.

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

Election of Board of Directors

                         Entergy Corporation

      The annual meeting of stockholders of Entergy Corporation  was
held  on  May  10, 2002.  The following matters were  voted  on  and
received  the  specified  number of votes  for,  abstentions,  votes
withheld (against), and broker non-votes:

1.  Election of Directors:

                                                        Votes       Broker
Name of Nominee           Votes For    Abstentions    Withheld    Non-Votes

Maureen S. Bateman       181,918,377     N/A          3,014,980      N/A
W. Frank Blount          177,813,782     N/A          7,119,575      N/A
George W. Davis          181,933,748     N/A          2,999,609      N/A
Simon D. deBree          183,053,198     N/A          1,880,159      N/A
Claiborne P. Deming      183,088,815     N/A          1,844,542      N/A
Norman C. Francis        183,072,393     N/A          1,860,964      N/A
J. Wayne Leonard         183,168,265     N/A          1,765,092      N/A
Robert v.d. Luft         183,156,928     N/A          1,776,429      N/A
Kathleen A. Murphy       181,950,155     N/A          2,983,202      N/A
Paul W. Murrill          183,097,772     N/A          1,835,585      N/A
James R. Nichols         183,182,464     N/A          1,750,893      N/A
William A. Percy, II     183,164,972     N/A          1,768,385      N/A
Dennis H. Reilley        181,933,742     N/A          2,999,615      N/A
Wm. Clifford Smith       183,159,657     N/A          1,773,700      N/A
Bismark A. Steinhagen    181,962,498     N/A          2,970,859      N/A

2. Stockholder  proposal  that Management and Directors change the
   format of Entergy's proxy card in two areas:  149,636,941 votes
   against; 15,596,344 broker non-votes; 16,554,434 votes for; and
   3,145,638 abstentions.

3. Stockholder  proposal  that  the  Board   of   Directors   seek
   shareholder  approval  prior  to   adopting  any  poison  pill:
   132,733,146  votes for;  34,192,716 votes  against;  15,596,345
   broker non-votes; and 2,411,150 abstentions.

(Entergy Arkansas)

      A consent in lieu of the annual meeting of common stockholders
was executed on June 28, 2002.  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, Donald  C.
Hintz, Richard J. Smith, and C. John Wilder.

(Entergy Gulf States)

      A consent in lieu of the annual meeting of common stockholders
was executed on June 28, 2002.  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,  E.
Renae Conley, Donald C. Hintz, Richard J. Smith, and C. John Wilder.

(Entergy Louisiana)

      A consent in lieu of the annual meeting of common stockholders
was executed on June 28, 2002.  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 Louisiana: E. Renae Conley, Donald  C.
Hintz, Richard J. Smith, and C. John Wilder.

(Entergy Mississippi)

      A consent in lieu of the annual meeting of common stockholders
was executed on June 28, 2002.  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, Donald
C. Hintz, Richard J. Smith, and C. John Wilder.

(Entergy New Orleans)

      A consent in lieu of the annual meeting of common stockholders
was executed on June 28, 2002.  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, Donald
C. Hintz, Richard J. Smith, and C. John Wilder.

(System Energy)

      A consent in lieu of the annual meeting of common stockholders
was executed on June 28, 2002.  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: Jerry W. Yelverton, Donald  C.
Hintz, and C. John Wilder.


Item 5.  Other Information

Environmental Regulation  (Entergy Gulf States)

       The  State  of  Louisiana  is  implementing  emission  control
strategies to address continued ozone non-attainment status of  areas
in and around Baton Rouge, Louisiana.  In March 2002, the LDEQ issued
a  final  rule for control of NOx as part of the State Implementation
Plan  (SIP)  to  bring this area into attainment  with  the  National
Ambient  Air  Quality  standards for ozone by  May  2005.   The  rule
contains provisions that will lead to installation of new NOx control
equipment  at  Entergy  Gulf  States generating  units.   The  latest
analyses  indicate compliance costs may be as much as $44 million  in
new  capital spending.  Most of the related expenditures  would  take
place  in 2003 and 2004.  A final revision to the rule was issued  in
July  2002.   Cost  estimates will be refined to include  this  final
revision,  but  preliminary analyses indicate that  compliance  costs
will  be  lower.   Entergy Gulf States will  be  required  to  obtain
revised  operating permits from the LDEQ and meet new, lower emission
limits for NOx.

      In  March  2002  however,  a federal district  court  issued  a
judgment ordering EPA to determine the ozone non-attainment status of
the  Baton Rouge area and, if appropriate, reclassify the area  as  a
result  of the determination.  As a result of the Court's order,  the
EPA  issued on June 24, 2002 a final rule determining that the  Baton
Rouge  area  did not attain the ozone national air quality  standard,
and  reclassifying  the  area from a "serious"  to  a  "severe"  non-
attainment area for ozone.  Also on June 24, 2002, however,  the  EPA
proposed  to  delay  the effective date of its  ozone  non-attainment
decision  until October 4, 2002, in order to consider LDEQ's December
31,  2001  request for an extension of the ozone attainment  deadline
based  on  transport or migration of ozone into the Baton Rouge  area
from Texas (the Attainment Plan/Transport SIP).

     On July 28, 2002 the EPA announced that it will issue a proposed
rule approving Baton Rouge's Attainment Plan/Transport SIP, extending
the  ozone  attainment date until November 15, 2005, and  withdrawing
the "severe" ozone non-attainment designation.  The proposed rule has
been  published in the Federal Register, and is now subject to public
comment  before  a  final  rule  is  promulgated.   Additionally,  in
litigation involving the District of Columbia metropolitan area ozone
attainment status, the federal appeals court for the Washington  D.C.
Circuit  ruled  on July 2, 2002 that the EPA's regulations  providing
for  attainment  deadline extensions based  on  ozone  transport  are
invalid.   That decision is not controlling authority for  the  Baton
Rouge  transport extension, and it is also subject to further appeal.
Accordingly,  EPA's  authority to extend Baton Rouge's  deadline  for
ozone  compliance based on ozone transport is uncertain at this time.
Accordingly,  the final schedule for Entergy Gulf States'  compliance
with the new NOx emission limits, and for corresponding expenditures,
also cannot be determined at this time.

Wholesale  Rate  Matters   (Entergy Arkansas,  Entergy  Gulf  States,
Entergy  Louisiana,  Entergy Mississippi, Entergy  New  Orleans,  and
System Energy)

      As  discussed  in Part I, Item 1 of the Form 10-K,  Entergy  is
involved  in  litigation  before the  FERC  and  the  LPSC  regarding
production    cost   equalization   under   the   System   Agreement.
Negotiations  among  the  parties have not  resolved  the  proceeding
before  the  FERC,  and that proceeding is now  set  for  hearing  in
February 2003.  In the ex-parte proceeding commenced by the LPSC, the
procedural schedule has changed and an evidentiary hearing is now set
to commence in November 2002.

FERC  Notice  of  Proposed  Rulemaking  (Entergy,  Entergy  Arkansas,
Entergy  Gulf  States,  Entergy Louisiana, Entergy  Mississippi,  and
Entergy New Orleans)

     On July 31, 2002, FERC issued a notice of proposed rulemaking to
establish a standardized transmission service and wholesale  electric
market design.  The proposed rules would

     o establish a network access transmission service applicable to
       all transmission users;
     o require utilities to take the transmission component of bundled
       transmission service under an open access transmission tariff;
     o require transmission facilities to be operated by an independent
       transmission provider;
     o require that the independent transmission provider administer
       the day-ahead and real-time energy and ancillary services markets;
     o establish an access charge for embedded transmission costs;
     o use location marginal pricing for transmission congestion
       management and provide tradable congestion revenue rights;
     o establish open imbalance energy markets;
     o establish procedures to mitigate market power in the day-ahead
       and real-time markets
     o require under certain conditions that generation owners submit
       offers to supply energy at prices that do not exceed specified price
       ceilings; and
     o establish procedures to assure adequate transmission, generation
       and demand-side resources.

Comments on the proposed rule are due by mid-October 2002.   Some  of
the  retail  regulators in Entergy's service territory have  publicly
expressed  opposition to the proposed rulemaking.  Management  is  in
the process of evaluating this complex and lengthy proposal.

Sarbanes-Oxley   Act   and  Other  Corporate   Governance   Standards
(Entergy,  Entergy Arkansas, Entergy Gulf States, Entergy  Louisiana,
Entergy Mississippi, Entergy New Orleans, and System Energy)

     In   response  to  recent  corporate  collapses  resulting  from
accounting  irregularities  and  perceived  failures  of  ethics  and
controls, the U.S. Congress passed the Sarbanes-Oxley Act on July 25,
2002.   President Bush signed the Act on July 30, 2002.   The  stated
purpose  of  the Act is to increase the reliability and  accuracy  of
corporate reporting and accounting and audit practices and to  ensure
the  independence  of securities analyst advice and  recommendations.
The  Act  purports to strengthen accounting oversight  and  corporate
accountability  by  enhancing  disclosure  requirements,   increasing
accounting  and auditor regulation, creating new federal  crimes  and
increasing  penalties for existing federal crimes.  In  addition,  on
August  1,  2002,  the  New York Stock Exchange adopted,  subject  to
approval by the Securities and Exchange Commission, new standards and
changes  in  corporate governance and practices for  companies  whose
securities are listed on that exchange.  Management and the Board are
reviewing  the new law and regulations so that Entergy can adopt  new
policies  or  procedures necessary to comply with  the  new  law  and
regulations as their various provisions become effective.

Labor Relations (Entergy Gulf States)

      The  contract covering the approximately 270 employees at River
Bend  who  are  represented  by  the  International  Brotherhood   of
Electrical  Workers  Union  expired  in  June  2002.   The  employees
continue to work without a contract as negotiations continue.

Entergy Corporation and Entergy Gulf States Merger

     See "Entergy Corporation and Entergy Gulf States Merger" in Part
I, Item 1 of the Form 10-K for a discussion of the appeal to the D.C.
Circuit  by  the  APSC,  Arkansas Cities and  Cooperatives,  Arkansas
Electric Energy Consumers, the MPSC, and the State of Mississippi  of
the  FERC's  approval of the merger of Entergy Corporation  and  Gulf
States  Utilities.  In May 2002 the D.C. Circuit denied the petitions
for  review,  thereby  upholding the FERC's  decision  approving  the
merger.

Earnings  Ratios   (Entergy Arkansas, Entergy  Gulf  States,  Entergy
Louisiana,  Entergy  Mississippi, Entergy  New  Orleans,  and  System
Energy)

     The domestic utility companies and System Energy have calculated
ratios  of  earnings  to  fixed charges and  ratios  of  earnings  to
combined  fixed charges and preferred dividends pursuant to Item  503
of Regulation S-K of the SEC as follows:

                          Ratios of Earnings to Fixed Charges
                                  Twelve Months Ended
                                    December 31,             June 30,
                        1997   1998    1999    2000  2001      2002

Entergy Arkansas        2.54   2.63    2.08    3.01  3.29      2.86
Entergy Gulf States     1.42   1.40    2.18    2.60  2.36      2.36
Entergy Louisiana       2.74   3.18    3.48    3.33  2.76      3.79
Entergy Mississippi     2.98   3.12    2.44    2.33  2.14      2.17
Entergy New Orleans     2.70   2.65    3.00    2.66   (b)       (c)
System Energy           2.31   2.52    1.90    2.41  2.12      2.45

                            Ratios of Earnings to Combined Fixed Charges
                                      and Preferred Dividends
                                       Twelve Months Ended
                                         December 31,               June 30,
                            1997    1998    1999    2000    2001      2002

Entergy Arkansas            2.24    2.28    1.80    2.70    2.99      2.59
Entergy Gulf States (a)     1.23    1.20    1.86    2.39    2.21      2.20
Entergy Louisiana           2.36    2.75    3.09    2.93    2.51      3.49
Entergy Mississippi         2.69    2.80    2.18    2.09    1.96      1.98
Entergy New Orleans         2.44    2.41    2.74    2.43    (b)        (c)

(a)  "Preferred Dividends" in the case of Entergy Gulf States  also
     include  dividends on preference stock for the  twelve  months
     ended 1997, 1998, and 1999.
(b)  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.
(c)  Earnings  for  the  twelve months ended  June  30,  2002,  for
     Entergy  New Orleans were not adequate to cover fixed  charges
     and  combined fixed charges and preferred dividends  by  $13.5
     million and $15.7 million, respectively.


Item 6.  Exhibits and Reports on Form 8-K

      (a) Exhibits*

   4(a) -   Credit Agreement, dated as of May 16, 2002, among Entergy
            Corporation,  the Banks (Citibank, N.A.,  ABN  AMRO  Bank
            N.V.,  The  Bank of New York, Barclays Bank  PLC,  Mizuho
            Corporate Bank Limited, BNP Paribas, Bayerische  Hypo-und
            Vereinsbank  AG  (New York Branch), J.  P.  Morgan  Chase
            Bank,  The  Royal Bank of Scotland plc, Societe Generale,
            Wachovia  Bank  (National  Association),  Bank  One,  NA,
            Mellon  Bank,  N.A.,  The  Bank of  Nova  Scotia,  Morgan
            Stanley  Bank,  Union Bank of California, N.A.,  Deutsche
            Bank AG New York Branch, KBC Bank N.V., Lehman Commercial
            Paper  Inc.,  Regions  Bank, and Westdeutsche  Landesbank
            Girozentrale),  and  Citibank,  N.A.,  as  Administrative
            Agent.

   4(b)-    Assumption Agreement, dated July 15, 2002, among  Entergy
            Corporation,  CO BANK, ACB, (as Additional  Lender),  and
            Citibank, N.A., (as Administrative Agent).

   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's Computation of Ratios of Earnings  to
            Fixed  Charges and of Earnings to Combined Fixed  Charges
            and Preferred Dividends, 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
Entergy Corporation and its subsidiaries on a consolidated basis.

 *   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, 2002, 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, 2002.

     (b)   Reports on Form 8-K

     Entergy Corporation

           A  Current Report on Form 8-K, dated April 11,  2002,
           was  filed  with the SEC on April 11, 2002, reporting
           information under Item 7. "Financial Statements,  Pro
           Forma Financial Statements and Exhibits" and Item  9.
           "Regulation FD Disclosure".

     Entergy Corporation

           A  Current Report on Form 8-K, dated April 25,  2002,
           was  filed  with the SEC on April 25, 2002, reporting
           information under Item 7. "Financial Statements,  Pro
           Forma Financial Statements and Exhibits" and Item  9.
           "Regulation FD Disclosure".

     Entergy Corporation

           A  Current Report on Form 8-K, dated May 1, 2002, was
           filed   with  the  SEC  on  May  1,  2002,  reporting
           information   under   Item  5.  "Other   Events   and
           Regulation FD Disclosure".

     Entergy Corporation

           A  Current  Report on Form 8-K, dated June 14,  2002,
           was  filed  with the SEC on June 14, 2002,  reporting
           information under Item 7. "Financial Statements,  Pro
           Forma Financial Statements and Exhibits" and Item  9.
           "Regulation FD Disclosure".

     Entergy Corporation

           A  Current  Report on Form 8-K, dated June 21,  2002,
           was  filed  with the SEC on June 21, 2002,  reporting
           information   under   Item  5.  "Other   Events   and
           Regulation FD Disclosure".

     Entergy Corporation

           A Current Report on Form 8-K, dated July 8, 2002, was
           filed  with  the  SEC  on  July  8,  2002,  reporting
           information under Item 7. "Financial Statements,  Pro
           Forma Financial Statements and Exhibits" and Item  9.
           "Regulation FD Disclosure".

     Entergy Corporation

           A  Current  Report on Form 8-K, dated July 30,  2002,
           was  filed  with the SEC on July 30, 2002,  reporting
           information under Item 7. "Financial Statements,  Pro
           Forma Financial Statements and Exhibits" and Item  9.
           "Regulation FD Disclosure".


                              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, INC.
                         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 12, 2002