SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K (Mark One) [X] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 [FEE REQUIRED] For the Fiscal Year Ended December 31, 1995 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 [NO FEE REQUIRED] Commission File Number 000-20371 GULF STATES UTILITIES COMPANY EMPLOYEES' THRIFT PLAN (Full title of the plan) ENTERGY CORPORATION 639 Loyola New Orleans, Louisiana 70113 (Issuer and address of principal executive office) Table of Contents Page Number Herein (a) Financial Statements and Supplemental Schedules: Report of Independent Accountants 3 Statement of Net Assets Available for Benefits With Fund Information December 31, 1995 4 Statement of Net Assets Available for Benefits With Fund Information December 31, 1994 5 Statement of Changes in Net Assets Available for Benefits With Fund Information- Year ended December 31, 1995 6 Statement of Changes in Net Assets Available for Benefits With Fund Information- Year ended December 31, 1994 7 Notes to Financial Statements 8 (b) Supplemental Schedules: Item 27a - Schedule of Assets Held for Investment Purposes - December 31, 1995 15 Item 27d - Schedule of Reportable Transactions - December 31, 1995 16 Signature 17 (c) Exhibit: Consent of Coopers & Lybrand L.L.P. 18 REPORT OF INDEPENDENT ACCOUNTANTS To the Trustee and Participants of the Gulf States Utilities Company Employees' Thrift Plan: We have audited the accompanying statements of net assets available for benefits of Gulf States Utilities Company Employees' Thrift Plan (the Plan) as of December 31, 1995 and 1994, and the related statements of changes in net assets available for benefits for the years then ended. These financial statements are the responsibility of the Plan's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the net assets available for benefits of the Plan as of December 31, 1995 and 1994, and the changes in net assets available for benefits for the years then ended in conformity with generally accepted accounting principles. Our audits were performed for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental schedules listed in the table of contents on page 2 are presented for the purpose of additional analysis and are not a required part of the basic financial statements but are supplementary information required by the Department of Labor's Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. The Fund Information in the statement of net assets available for benefits and statement of changes in net assets available for benefits is presented for purposes of additional analysis rather than to present the net assets available for benefits and changes in net assets available for benefits of each fund. The supplemental schedules and Fund Information have been subjected to the auditing procedures applied in the audits of the basic financial statements and, in our opinion, are fairly stated in all material respects in relation to the basic financial statements taken as a whole. New Orleans, Louisiana June 19, 1996 GULF STATES UTILITIES COMPANY EMPLOYEES' THRIFT PLAN STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS WITH FUND INFORMATION as of December 31, 1995 Fund Information Investment Common Acorn Guardian Puritan Savings Contract Participant Total Stock Fund Fund Fund Fund Fund Loans Assets: Investments: Cash and temporary cash investments $757,049 $16,352 $36,760 $7,181 $11,713 $589,706 $95,300 $37 Equity securities: Entergy Corporation common stock, 32,587 shares 953,170 953,170 Mutual funds 1,805,835 1,441,281 210,303 154,251 Fixed income securities: U. S. Treasury and government agency securities 348,250 348,250 Guaranteed investment contracts 596,682 596,682 IDS Trust Fund 407,955 407,955 Participant loans 9,907,170 9,907,170 ------------------------------------------------------------------------------------------ Total investments 14,776,111 969,522 1,478,041 217,484 165,964 937,956 1,099,937 9,907,207 Contributions receivable 111,718 15,265 43,936 8,730 5,025 16,849 21,913 Other receivables 24,880 3,042 4,953 1,756 337 11,181 3,611 ------------------------------------------------------------------------------------------ Total assets 14,912,709 987,829 1,526,930 227,970 171,326 965,986 1,125,461 9,907,207 Liabilities: Other liabilities 16,300 7,091 8,039 1,170 ------------------------------------------------------------------------------------------ Net Assets Available for Benefits $14,896,409 $980,738 $1,518,891 $227,970 $171,326 $965,986 $1,124,291 $9,907,207 ========================================================================================== See Notes to Financial Statements. GULF STATES UTILITIES COMPANY EMPLOYEES' THRIFT PLAN STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS WITH FUND INFORMATION as of December 31, 1994 Fund Information Investment Common Preferred Acorn Guardian Puritan Savings Contract Participant Total Stock Stock Fund Fund Fund Fund Fund Loans Assets: Investments: Cash and temporary cash investments $11,653,429 $809,017 $1,098,129 $234,152 $199,962 $8,362,608 $949,561 Equity securities: Entergy Corporation common stock, 975,434 shares 21,337,619 21,337,619 Other equity securities 61,236 $61,236 Mutual funds: Acorn Fund, 1,745,144 units 21,220,954 21,220,954 Guardian Fund, 285,183 units 5,198,888 5,198,888 Puritan Fund, 256,809 units 3,803,336 3,803,336 Fixed income securities: U. S. Treasury and government agency securities 28,743,222 28,743,222 Guaranteed investment contracts 24,717,497 24,717,497 IDS Trust Fund, 459,882 units 17,185,773 17,185,773 Participant loans 11,301,990 $11,301,990 ------------------------------------------------------------------------------------------------------ Total investments 145,223,944 22,146,636 61,236 22,319,083 5,433,040 4,003,298 37,105,830 42,852,831 11,301,990 Interest receivable 543,757 3,227 3,026 599 371 307,481 229,053 ------------------------------------------------------------------------------------------------------ Net Assets Available for Benefits $145,767,701 $22,149,863 $61,236 $22,322,109 $5,433,639 $4,003,669 $37,413,311 $43,081,884 $11,301,990 ====================================================================================================== See Notes to Financial Statements. GULF STATES UTILITIES COMPANY EMPLOYEES' THRIFT PLAN STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS WITH FUND INFORMATION for the year ended December 31, 1995 Fund Information Investment Common Preferred Acorn Guardian Puritan Savings Contract Participant Total Stock Stock Fund Fund Fund Fund Fund Loans Net assets available for benefits - Beginning of year $145,767,701 $22,149,863 $61,236 $22,322,109 $5,433,639 $4,003,669 $37,413,311 $43,081,884 $11,301,990 Increases: Investment income: Dividends 1,125,986 733,976 108 115,110 140,027 61,634 75,131 Interest 2,844,423 156,997 127,479 44,837 83,845 1,342,296 791,842 297,127 Net realized and unrealized appreciation of investments 3,028,480 404,930 (3,144) 1,528,159 745,275 251,331 (21,033) 122,961 ------------------------------------------------------------------------------------------------------------- Total investment income 6,998,889 1,295,903 (3,036) 1,770,748 930,139 396,810 1,321,263 989,934 297,127 ------------------------------------------------------------------------------------------------------------- Employee contributions 2,472,239 281,916 610,947 161,862 113,419 844,439 459,656 Employer contributions-net of forfeitures 1,084,970 117,210 250,515 66,185 47,638 399,175 204,247 ------------------------------------------------------------------------------------------------------------- Total increases (decreases) 10,556,098 1,695,029 (3,036) 2,632,210 1,158,186 557,867 2,564,877 1,653,837 297,127 ------------------------------------------------------------------------------------------------------------- Decreases: Distributions to withdrawing participants 29,781,788 3,532,622 20,581 3,285,302 1,415,718 1,318,899 10,400,245 9,225,205 583,216 ------------------------------------------------------------------------------------------------------------- Total decreases 29,781,788 3,532,622 20,581 3,285,302 1,415,718 1,318,899 10,400,245 9,225,205 583,216 ------------------------------------------------------------------------------------------------------------- Net (decrease) before transfers (19,225,691) (1,837,593) (23,617) (653,092) (257,532) (761,032) (7,835,368) (7,571,368) (286,089) Net transfers to affiliated plans (111,645,602) (19,365,928) (37,511) (20,502,036) (5,131,388) (3,171,349) (28,981,710) (34,455,679) Net transfers between the funds - 34,396 (108) 351,910 183,251 100,038 369,753 69,454 (1,108,694) ------------------------------------------------------------------------------------------------------------- Net (decrease) (130,871,292) (21,169,125) (61,236) (20,803,218) (5,205,669) (3,832,343) (36,447,325) (41,957,593) (1,394,783) Net assets available for benefits - End of year $14,896,409 $980,738 $0 $1,518,891 $227,970 $171,326 $965,986 $1,124,291 $9,907,207 ============================================================================================================ See Notes to Financial Statements. GULF STATES UTILITIES COMPANY EMPLOYEES' THRIFT PLAN STATEMENT OF CHANGE IN NET ASSETS AVAILABLE FOR BENEFITS WITH FUND INFORMATION for the year ended December 31, 1994 Fund Information Investment Common Preferred Acorn Guardian Puritan Savings Contract Participant Total Stock Stock Fund Fund Fund Fund Fund Loans Net assets available for benefits - Beginning of year $165,752,188 $36,074,196 $90,009 $22,268,525 $3,704,628 $2,811,066 $43,329,646 $44,937,661 $12,536,457 Increases: Investment income: Dividends 3,315,183 1,709,764 5,678 1,159,107 123,558 317,076 Interest 5,188,552 18,456 16,723 6,636 4,852 1,541,584 2,819,947 780,354 Net realized and unrealized appreciation of investments (17,562,834) (13,666,706) (6,362) (3,545,207) (136,991) (279,583) 8,353 63,662 -------------------------------------------------------------------------------------------------------------- Total investment income (9,059,099) (11,938,486) (684) (2,369,377) (6,797) 42,345 1,549,937 2,883,609 780,354 -------------------------------------------------------------------------------------------------------------- Employee contributions 9,482,491 1,148,338 2,201,995 655,671 464,337 2,547,609 2,464,541 Employer contributions-net of forfeitures 3,902,032 473,505 831,502 251,619 186,192 1,179,552 979,662 -------------------------------------------------------------------------------------------------------------- Total increases (decreases) 4,325,424 (10,316,643) (684) 664,120 900,493 692,874 5,277,098 6,327,812 780,354 -------------------------------------------------------------------------------------------------------------- Decreases: Distributions to withdrawing participants 24,309,911 3,514,300 6,061 3,436,124 473,855 542,022 9,269,807 6,444,499 623,243 -------------------------------------------------------------------------------------------------------------- Total decreases 24,309,911 3,514,300 6,061 3,436,124 473,855 542,022 9,269,807 6,444,499 623,243 -------------------------------------------------------------------------------------------------------------- Net (decrease) before transfers (19,984,487) (13,830,943) (6,745) (2,772,004) 426,638 150,852 (3,992,709) (116,687) 157,111 Net transfers between the funds - (93,390) (22,028) 2,825,588 1,302,373 1,041,751 (1,923,626) (1,739,090) (1,391,578) -------------------------------------------------------------------------------------------------------------- Net assets available for benefits - End of year $145,767,701 $22,149,863 $61,236 $22,322,109 $5,433,639 $4,003,669 $37,413,311 $43,081,884 $11,301,990 ============================================================================================================== See Notes to Financial Statements. GULF STATES UTILITIES COMPANY EMPLOYEES' THRIFT PLAN Notes to Financial Statements 1. Summary of Significant Accounting Policies Basis of presentation: The accompanying financial statements have been prepared on the accrual basis and present the Statement of Net Assets Available for Benefits and the Statement of Changes in Net Assets Available for Benefits for Gulf States Utilities Company Employees' Thrift Plan (Plan). Benefits payable for terminations and withdrawals are included in net assets available for benefits and are charged to net assets when paid. This accounting method differs from that required in the Department of Labor Form 5500 which requires benefits payable to be accrued and charged against net assets in the period the liability arises. Net assets available for benefits as of December 31, 1995 and 1994, and the net increase in net assets available for benefits for each of the years differ from that to be reported in the Form 5500 as follows: Net Assets Available for Benefits 1995 1994 As reported herein $14,896,409 $145,767,701 Accrued benefits payable (16,300) (5,009,619) ----------- ------------ To be reported in Form 5500 $14,880,109 $140,758,082 =========== ============ Net Decrease in Net Assets Available for Benefits 1995 1994 As reported herein ($130,871,292) ($19,984,487) Accrued benefits payable 4,993,319 (4,755,423) ------------- ------------ To be reported in Form 5500 $(125,877,973) $(24,739,910) ============= ============ Interest and Dividend Income: Interest income is recorded on the accrual basis. Dividends are recorded on the ex-dividend date. Investments: Cash equivalents are valued at cost, which approximates fair value. Investments in equity and fixed income securities are stated at their fair value as determined by quoted market prices on the valuation date in compliance with the Department of Labor Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974 (ERISA), as amended. The values of guaranteed investment contracts (GICs) are recorded at contract value, which approximates fair value. Contract value represents amounts invested under the GICs, plus interest earned and reinvested through the valuation date at the contracted rate. Listed below are the investment contracts as of December 31, 1995: Contract Interest Value -------- -------- Provident National Assur. Co. 9.02% $64,087 State Mutual Life Assurance 5.42% 111,312 Continental Assurance Company 5.72% 113,011 The Principal Financial Group 7.50% 198,501 Provident Life & Accident Insurance 5.53% 109,771 ------- 596,682 ======= The carrying value of loans to participants approximates fair value. Expenses: All costs and expenses incurred in the direct purchase or sale of securities and fees charged under the Investment Contract Fund are charged to participants' accounts. All administrative expenses of the Plan are borne by the Company, except for the Savings Fund which are paid from plan assets. The Plan reserves the right to have future administrative expenses for the other funds to be paid from the Plan's assets. Purchases and sales of securities are accounted for on the trade date. Tax status: The Internal Revenue Service issued a favorable determination letter on June 19, 1995, stating that the Plan qualifies under the provisions of Section 401(a) of the Internal Revenue Code (Code) and is exempt from federal income taxes under Section 501(a) of the Code. Accordingly, no provisions for federal income taxes have been made in the accompanying financial statements. Use of estimates in the preparation of financial statements: The preparation of the Plan financial statements, in conformity with generally accepted accounting principles, requires management to make estimates and assumptions that affect reported amounts on the Statement of Net Assets Available for Benefits as of December 31, 1995 and 1994, and the reported amounts on the Statement of Changes in Net Assets Available for Benefits during fiscal years 1995 and 1994. Adjustments to the reported amounts may be necessary in the future to the extent that future estimates or actual results are different from the estimates used in 1995 Plan financial statements. Concentration of credit risk: Periodically, the Plan invests in certificates of deposit with a small number of banks. For deposit insurance purposes, the certificates of deposit are considered to be owned by each participant and insured up to $100,000 per participant. However, the insurance coverage of $100,000 per participant will be available only if the bank issuing the certificate of deposit is eligible to accept "brokered deposits" under the FDIC Improvement Act of 1991. The Plan invests in government notes and securities which include direct obligations of the United States Government (U.S.), or obligations of agencies or instrumentalities thereof, which are backed by the full faith and credit of the U.S. The Plan invests in GICs which are subject to credit risk with respect to the insurance companies. 2. Summary of Plan Provisions The following description of the Plan is provided for general information purposes only. Plan participants should refer to the Plan document for a more complete description of the Plan's provisions. General: The Plan is a defined contribution plan of Entergy Gulf States, Inc. (Entergy Gulf States, formerly Gulf State Utilities Company) and is subject to the provisions of ERISA. The ERISA provisions set forth the requirements for participation, vesting of benefits, fiduciary conduct for administering and handling Plan assets, and for disclosure of Plan information. Eligibility: The Plan is available to active River Bend Steam Electric Generating Station (River Bend) bargaining employees of Entergy Operations, Inc. as of October 31, 1995 who have completed one year of service and worked 1,000 or more hours. See "Entergy Corporation/Gulf States Utilities Company Merger" below. Contributions: Contributions made by or on behalf of participants are deposited with Hibernia National Bank of New Orleans as Trustee for the Plan. Participants may elect to contribute, through payroll deductions, two to six percent of their base salary (basic). Entergy Gulf States will make matching contributions to the Plan in an amount equal to 50 percent of a participant's basic contribution (matching). Participants may contribute an additional two to ten percent of their base salary (supplemental) for which there are no Matching contributions. Basic and supplemental contributions may be made on a before-tax basis (401(k) contributions), an after-tax basis, or a combination of both. Contributions are monitored and limited by federal tax legislation. The limit for the 1995 401(k) contribution was $9,240. Investments: Employee and Company contributions made on behalf of participants are invested by the Trustee as specified by each participant. Earnings on participant contributions are allocated based on participants' account balances as of the first day of each month. In 1977, the Company amended the Plan to eliminate the investment option in the Company's $4.40 and $9.75 Dividend Preferred Stocks; consequently, no employees are making contributions under this option. In 1995, the remaining balances in the Preferred Stock fund were transfered or withdrawn. Participants may direct contributions to the following investment options as available: Option A: Entergy Corporation Common Stock Fund - Funds are invested in common stock of Entergy Corporation. Options B: Entergy Gulf States $4.4O Preferred Stock and Entergy Gulf States $9.75 Preferred Stock - the Plan was amended to eliminate this investment option effective December 15, 1977. However, balances were retained as assets available for benefits through December 31, 1994. Options C: Savings Fund - funds are invested in savings accounts and certificates of deposit, and other investments backed by the full faith and credit of the United States of America and its agencies and instrumentalities. Options D: Investment Contract Fund - funds are invested in various investment contracts and cash reserves and pooled or commingled funds holding investment contracts and similar fixed income investments. Options E: Acorn Fund - The funds are invested in common stocks of small and medium sized companies, including international companies. Options F: Puritan Fund - funds are invested in a broadly diversified portfolio of high-yielding securities, including common stocks, preferred stocks, and bonds. This mutual fund invests with the objective of obtaining as much income as possible, consistent with the preservation and conservation of capital. Options G: Guardian Fund - funds are invested in a large number of common stocks of long-established, high quality companies. This mutual fund invests with the objective of capital appreciation first, and then secondarily for current income. As of December 31, 1995, the Plan had the following number of participants in each investment option: Number of Participants Option A: Common Stock 106 Option B: Preferred Stock 0 Option C: Savings 109 Option D: Investment Contract Fund 122 Option E: Acorn Fund 149 Option F: Puritan Fund 42 Option G: Guardian Fund 55 Vesting: Amounts contributed by participants and the Company are fully vested at time of deposit. Plan termination: Although it has not expressed any intent to do so, the Company has the right under the Plan to discontinue its contributions at any time and to terminate the Plan subject to the provisions of ERISA. In the event of Plan termination, participants will receive the total value of their accounts, determined as of the date of termination. In-Service withdrawals: While employed, participants may, with certain restrictions, withdraw all or a portion of the value of their basic and supplemental after-tax. These withdrawals may be subject to a ten percent penalty unless the participant is age 59 1/2 or older. The Plan also has a financial hardship withdrawal provision. Loans to participants: The Plan has a loan provision whereby participants who are actively employed may borrow an amount from their eligible account(s) based on the balance of such account(s). The amount borrowed is deducted from the participant's eligible account(s) and repaid with interest in accordance with an established schedule. If a participant with an outstanding loan separates from service and is not retired, the remaining principal balance of the loan is treated as a taxable distribution and may be subject to ten percent penalty unless the amount is repaid in full within a specified period from the date of separation. Distributions upon separation from service: Upon leaving the Company, participants become eligible to receive a single-sum distribution of the entire vested value of the Plan accounts, with certain additional provisions regarding account balances under $3,500 and attaining age 70 1/2. Asset value per unit: The number of units and net asset value per unit for the Common Stock Fund, Preferred Stock Fund, Savings Fund, Investment Contract Fund, Acorn Fund, Guardian Fund, and Puritan Fund as of December 31, 1995 were as follows: 1995 Common Stock Fund: Number of units 32,587 Net Asset Value per unit $29.25 Savings Fund: Number of units 863,356 Net Asset Value per unit $1.09 Investment Contract Fund: Number of units 1,015,379 Net Asset Value per unit $1.08 Acorn Fund: Number of units 1,203,618 Net Asset Value per unit $1.23 Puritan Fund: Number of units 137,688 Net Asset Value per unit $1.21 Guardian Fund: Number of units 169,839 Net Asset Value per unit $1.28 At December 31, 1995, the Plan disclosed net asset value per unit. At December 31, 1994, the Plan disclosed net asset value per share. 1994 Common Stock Fund: Number of shares 975,434 Net Asset Value per share $21.88 Preferred Stock Fund: Number of shares 712 Net Asset Value per share - $4.40 Dividend Series $56.00 Number of shares 218 Net Asset Value per share - $9.75 Dividend Series $98.00 Acorn Fund: Number of shares 1,745,144 Net Asset Value per share $12.16 Puritan Fund: Number of shares 256,809 Net Asset Value per share $14.81 Guardian Fund: Number of shares 285,183 Net Asset Value per share $18.23 Inactive accounts: There are no amounts allocated to accounts of Plan participants who have withdrawn from participation in the Plan, but for which disbursements of those funds from the Plan have not yet been made. Other: The following represents investments in excess of five percent of the current value of net assets available for benefits as of December 31, 1995: Investment December 31,1995 Entergy Common Stock $ 953,170 Acorn Investment Trust $1,441,281 Participant Loans $9,907,170 3. Entergy Corporation/Gulf States Utilities Company Merger On May 5, 1994, the Board of Directors of Entergy Corporation (Board) approved the combination of the Savings Plan of Entergy Corporation and Subsidiaries (Entergy Savings Plan) and the Plan. This combination was approved by the Entergy Gulf States Board of Directors on May 23, 1994. On January 1, 1995, the non-bargaining employees of Entergy Gulf States began making new contributions to the Entergy Savings Plan. In April 1995, the non-bargaining employees' and inactive participants' assets were transferred from the Plan to the Entergy Savings Plan. Bargaining unit employees, other than River Bend bargaining employees, joined the Entergy Savings Plan on October 1, 1995 and their assets were transferred in October 1995. The River Bend bargaining employees elected to remain in the Plan. During 1995, the Plan transferred $71,777,638 in cash and $39,867,964 in securities to the Entergy Savings Plan. GULF STATES UTILITIES COMPANY EMPLOYEES' THRIFT PLAN ITEM 27 (a) - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES as of December 31, 1995 Par/Maturity Description of Investment Value Cost Current Value Entergy Corporation Common Stock $.01 par value $738,475 $953,170 Investment Contracts: Provident National Assur. Co. GIC #027-04834 $64,087 $64,087 State Mutual Life Assurance GA-920-30-ADUE 9/30/97 111,312 111,312 Continental Assurance Company Group Number GP 12825 113,011 113,011 The Principal Financial Group Contract Number 4-03226-01 198,501 198,501 Provident Life & Accident Insurance Company of Chattanooga , TN. 109,771 109,771 -------- ---------- 596,682 596,682 IDS Trust Fund 399,307 407,955 -------- ---------- $995,989 $1,004,637 ======== ========== Government Notes and Securities: U.S. Treasury Bills Oblig. Note 4.375%, due 8/15/96 $350,000 $345,187 $348,250 ========== ========== Acorn Investment Trust - Acorn Fund $1,245,287 $1,441,281 ========== ========== Neuberger & Berman Equity Trust - Guardian Fund $217,989 $210,303 ========== ========== Fidelity Puritan Fund Incorporated - Puritan Fund $151,944 $154,251 ========== ========== Cash and temporary cash investments $757,049 $757,049 ========== ========== Participant Loans (Rate 6% - 8.5%) $ - $9,907,170 ========== ========== Total Assets Held for Investment Purposes $4,451,920 $14,776,111 ========== =========== GULF STATES UTILITIES COMPANY EMPLOYEES' THRIFT PLAN ITEM 27 (d) - SCHEDULE OF REPORTABLE TRANSACTIONS for the year ended December 31, 1995 Selling or Number of Purchase Redemption Gain/ Description of Transactions Transactions Price (1) Price (1) Cost (1) Loss Purchase Transactions Fidelity U.S. Treasury Portfolio II, B 191 $19,133,798 U.S. Treasury Bills - Aggregate 9 $10,136,984 Selling Transactions Fidelity U.S. Treasury Portfolio II, B 104 $17,658,299 $17,658,299 - U.S. Treasury Bill - Due 3-23-95 1 $20,780,675 $20,780,675 - U.S. Treasury Bills - Aggregate 13 $15,685,149 $15,527,206 $157,943 U.S. Treasury Notes - Aggregate 10 $12,854,250 $12,784,043 $70,207 (1) Amounts include all fees incurred in connection with the transaction SIGNATURE The Plan. Pursuant to the requirements of the Securities and Exchange Act of 1934, the Employee Benefits Committee has duly caused this annual report to be signed on its behalf by the undersigned hereunto duly authorized. GULF STATES UTILITIES COMPANY EMPLOYEES' THRIFT PLAN By: /s/ William O. VanAs William O. VanAs Director of Employee Benefits Dated: June 19, 1996 CONSENT OF INDEPENDENT ACCOUNTANTS We consent to the incorporation by reference in the registration statement of Gulf States Utilities Company on Form S-8 (File No. 2-76551) of our report dated June 19, 1996, on our audits of the financial statements and supplemental schedules of Gulf States Utilities Company Employees' Thrift Plan as of December 31, 1995 and 1994 and for the two years ended December 31, 1995 which report is included in this Annual Report on Form 11-K. New Orleans, Louisiana June 19, 1996