Exhibit 99(k)
                                
             [LETTERHEAD OF CLARK, THOMAS & WINTERS]
                                
                                
                                
                         August 5, 1996
                                
                                
                                
Entergy Gulf States, Inc.
639 Loyola Avenue
New Orleans, LA  70112
Attn: Chris Barrilleaux


     Re:  SEC Form 10-Q of Entergy Gulf States, Inc. (the
          "Company") for the quarter ending June 30, 1996
     
Dear Mr. Barrilleaux:

     Our firm has rendered to the Company two opinion letters
dated September 30, 1992 and August 8, 1994, concerning
certain issues presented in the appeal of PUCT Docket No.
7195 now pending in the Supreme Court of Texas.  In
connection with the above-referenced Form 10-Q, we confirm to
you as of the date hereof that we continue to hold the
opinions set forth in the letter dated August 8, 1994 and in
the September 30, 1992 letter which addressed the recovery of
$1.45 billion of abeyed construction costs.<FN1>



                              CLARK, THOMAS & WINTERS
                              A Professional Corporation


                              /s/ Clark, Thomas & Winters,
                              A Professional Corporation


_______________________________
<FN1>  The opinion letters dated September 30, 1992 indicate that
       the amount of River Bend plant costs held in abeyance was
       $1.45 billion.  The more correct amount, as indicated by the
       Company in its securities filings to which those opinions
       related, is $1.4 billion.