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, 1997 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 [NO FEE REQUIRED] Commission File Number 2-62223 SAVINGS PLAN OF ENTERGY CORPORATION AND SUBSIDIARIES (Full title of the plan) ENTERGY CORPORATION 639 Loyola Avenue New Orleans, Louisiana 70113 (Issuer and address of principal executive office) SAVINGS PLAN OF ENTERGY CORPORATION AND SUBSIDIARIES Table of Contents Page Number Herein (a)Financial Statements: Report of Independent Accountants 2 Statement of Net Assets Available for Benefits with Fund Information as of December 31, 1997 3 Statement of Net Assets Available for Benefits with Fund Information as of December 31, 1996 4 Statement of Changes in Net Assets Available for Benefits with Fund Information for the Year Ended December 31, 1997 5 Notes to Financial Statements 6 (b)Supplemental Schedules: Item 27a - Schedule of Assets Held for Investment Purposes - as of December 31, 1997 20 Item 27d - Schedule of Reportable Transactions for the Year Ended December 31, 1997 25 Signature 26 (c)Exhibit: Consent of Coopers & Lybrand L.L.P. 27 REPORT OF INDEPENDENT ACCOUNTANTS To the Trustee and Participants of the Savings Plan of Entergy Corporation and Subsidiaries: We have audited the accompanying statements of net assets available for benefits of the Savings Plan of Entergy Corporation and Subsidiaries (the Plan) as of December 31, 1997 and 1996, and the related statement of changes in net assets available for benefits for the year ended December 31, 1997. 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, 1997 and 1996, and the changes in net assets available for benefits for the year ended December 31, 1997 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 1 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 statements 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 plan 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. COOPERS & LYBRAND L.L.P. New Orleans, Louisiana June 26, 1998 SAVINGS PLAN OF ENTERGY CORPORATION AND SUBSIDIARIES STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS WITH FUND INFORMATION As of December 31, 1997 PARTICIPANT DIRECTED FUND INFORMATION Entergy Entergy Corporation Stable Equity Common Income Balanced Income Total Stock Fund Fund Fund Assets: Investments: Cash and temporary cash investments $28,067,680 $1,052,696 $26,815,816 - - Equity securities: Entergy Corporation common stock - 13,784,066 shares 412,660,477 57,605,862 - - - Mutual funds 307,721,468 - - $37,372,119 $120,337,455 Common trust funds 61,110,045 - - - - Fixed income securities: Guaranteed investment contracts 56,854,555 - 56,854,555 - - Synthetic investment contracts 148,798,098 - 148,798,098 - - Investments held by prior trustee 7,179,631 1,018,504 1,956,578 60,090 422,459 Loans to participants 24,129,072 - - - - ------------------------------------------------------------------------ Total investments 1,046,521,026 59,677,062 234,425,047 37,432,209 120,759,914 Contributions receivable 1,302,262 47,054 227,010 68,487 145,717 Investment income receivables and other 1,600,718 65,777 17,149 642,803 837,196 ------------------------------------------------------------------------ Total assets 1,049,424,006 59,789,893 234,669,206 38,143,499 121,742,827 ------------------------------------------------------------------------ Liabilities: Other liabilities 140,976 29,746 - - 111,230 ------------------------------------------------------------------------ Net Assets Available for Benefits $1,049,283,030 $59,760,147 $234,669,206 $38,143,499 $121,631,597 ======================================================================== See Notes to Financial Statements. SAVINGS PLAN OF ENTERGY CORPORATION AND SUBSIDIARIES STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS WITH FUND INFORMATION As of December 31, 1997 PARTICIPANT DIRECTED FUND INFORMATION Equity Index Blue Chip New New International Trust Growth Horizons Income Stock Fund Fund Fund Fund Fund Assets: Investments: Cash and temporary cash investments - - - - - Equity securities: Entergy Corporation common stock - 13,784,066 shares - - - - - Mutual funds - $88,522,409 $51,913,913 $3,882,083 $5,693,489 Common trust funds $61,110,045 - - - - Fixed income securities: Guaranteed investment contracts - - - - - Synthetic investment contracts - - - - - Investments held by prior trustee 3,200,959 Loans to participants - - - - - ---------------------------------------------------------------- Total investments 61,110,045 88,522,409 55,114,872 3,882,083 5,693,489 Contributions receivable 113,561 175,218 141,642 8,602 19,143 Investment income receivables and other 1,826 3,852 8,418 173 222 ---------------------------------------------------------------- Total assets 61,225,432 88,701,479 55,264,932 3,890,858 5,712,854 ---------------------------------------------------------------- Liabilities: Other liabilities - - - - - ---------------------------------------------------------------- Net Assets Available for Benefits $61,225,432 $88,701,479 $55,264,932 $3,890,858 $5,712,854 ================================================================ See Notes to Financial Statements. SAVINGS PLAN OF ENTERGY CORPORATION AND SUBSIDIARIES STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS WITH FUND INFORMATION As of December 31, 1997 PARTICIPANT DIRECTED NON-PARTICIPANT FUND DIRECTED INFORMATION FUND INFORMATION Entergy Employee Corporation Stock Participants' Common Ownership Loans Stock Plan Assets: Investments: Cash and temporary cash investments - $199,168 - Equity securities: Entergy Corporation common stock - 13,784,066 shares - 243,867,095 $111,187,520 Mutual funds - - - Common trust funds - - - Fixed income securities: Guaranteed investment contracts - - - Synthetic investment contracts - - - Investments held by prior trustee 521,041 - Loans to participants 24,129,072 - - --------------------------------------- Total investments 24,650,113 244,066,263 111,187,520 Contributions receivable - 355,828 - Investment income receivables and other - 23,302 - --------------------------------------- Total assets 24,650,113 244,445,393 111,187,520 --------------------------------------- Liabilities: Other liabilities - - - --------------------------------------- Net Assets Available for Benefits $24,650,113 $244,445,393 $111,187,520 ======================================= See Notes to Financial Statements. SAVINGS PLAN OF ENTERGY CORPORATION AND SUBSIDIARIES STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS WITH FUND INFORMATION As of December 31, 1996 PARTICIPANT DIRECTED FUND INFORMATION Entergy Entergy Corporation Stable Stock Common Income Balanced Income Total Stock Fund Fund Fund Assets: Investments: Cash and temporary cash investments $243,544,633 $65,574 $114,315,718 $6,189,331 $34,803,961 Equity securities: Entergy Corporation common stock - 10,208,842 shares 282,019,260 59,529,486 - - - Other equity securities 118,417,941 - - 13,497,737 55,510,975 Fixed income securities: U.S. Treasury and government agency securities 7,840,843 - - 7,840,843 - Guaranteed investment contracts 12,311,107 - 12,311,107 - - Synthetic investment contracts 119,761,246 - 119,761,246 - - American Express Trust Fund 14,122,430 - 14,122,430 - - Other corporate securities 3,008,155 - 1,119,499 1,888,656 - Loans to participants 19,200,985 - - - - ---------------------------------------------------------------- Total investments 820,226,600 59,595,060 261,630,000 29,416,567 90,314,936 Contributions receivable 3,970,290 216,882 994,285 204,629 469,483 Investment income receivables and other 3,327,078 43,402 464,105 330,126 1,938,003 ---------------------------------------------------------------- Total assets 827,523,968 59,855,344 263,088,390 29,951,322 92,722,422 ---------------------------------------------------------------- Liabilities: Investment acquisition liabilities and other 3,043,269 319 1,155,478 525 1,859,756 ---------------------------------------------------------------- Net Assets Available for Benefits $824,480,699 $59,855,025 $261,932,912 $29,950,797 $90,862,666 ================================================================ See Notes to Financial Statements. SAVINGS PLAN OF ENTERGY CORPORATION AND SUBSIDIARIES STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS WITH FUND INFORMATION As of December 31, 1996 NON- PARTICIPANT DIRECTED FUND INFORMATION PARTICIPANT DIRECTED FUND INFORMATION Entergy Stock Stock Corporation Index Growth Acorn Participants' Common Fund Fund Fund Loans Stock Assets: Investments: Cash and temporary cash investments $11,618,474 $31,613,679 $44,576,579 $116,235 $245,082 Equity securities: Entergy Corporation common stock - 10,208,842 shares - - - - 222,489,774 Other equity securities 23,634,131 25,775,098 - - - Fixed income securities: U.S. Treasury and government agency securities - - - - - Guaranteed investment contracts - - - - - Synthetic investment contracts - - - - - American Express Trust Fund - - - - - Other corporate securities - - - - - Loans to participants - - - 19,200,985 - --------------------------------------------------------------- Total investments 35,252,605 57,388,777 44,576,579 19,317,220 222,734,856 Contributions receivable 303,400 507,064 283,474 - 991,073 Investment income receivables and other 57,438 155,862 68,711 - 269,431 --------------------------------------------------------------- Total assets 35,613,443 58,051,703 44,928,764 19,317,220 223,995,360 --------------------------------------------------------------- Liabilities: Investment acquisition liabilities and other 314 308 - - 26,569 --------------------------------------------------------------- Net Assets Available for Benefits $35,613,129 $58,051,395 $44,928,764 $19,317,220 $223,968,791 =============================================================== See Notes to Financial Statements. SAVINGS PLAN OF ENTERGY CORPORATION AND SUBSIDIARIES STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS WITH FUND INFORMATION For the Year Ended December 31, 1997 PARTICIPANT DIRECTED FUND INFORMATION Entergy Entergy Equity Corporation Stable Equity Index Common Income Balanced Income Trust Total Stock Fund Fund Fund Fund Net Assets Available for Benefits - Beginning of Year $824,480,699 $59,855,025 $261,932,912 $29,950,797 $90,862,666 $35,613,129 Increases: Investment income: Dividend 32,528,347 3,718,726 19,917 1,390,521 11,851,436 2,116 Interest 1,915,633 - - - - - Net realized and unrealized appreciation/ (depreciation) of investments 91,093,311 4,681,902 15,140,484 4,415,364 14,771,930 13,339,549 ----------------------------------------------------------------------------------- Total investment income 125,537,291 8,400,628 15,160,401 5,805,885 26,623,366 13,341,665 ----------------------------------------------------------------------------------- Employee contributions 42,463,147 2,431,777 12,261,572 2,814,405 6,799,455 5,030,522 Employer contributions - net of forfeitures 13,510,237 - - - - - ----------------------------------------------------------------------------------- Total increases 181,510,675 10,832,405 27,421,973 8,620,290 33,422,821 18,372,187 ----------------------------------------------------------------------------------- Decreases: Distributions to withdrawing participants 76,584,804 4,638,032 32,566,522 2,401,391 8,545,481 3,470,414 ----------------------------------------------------------------------------------- Total decreases 76,584,804 4,638,032 32,566,522 2,401,391 8,545,481 3,470,414 ----------------------------------------------------------------------------------- Net increase (decrease) before transfers 104,925,871 6,194,373 (5,144,549) 6,218,899 24,877,340 14,901,773 Net transfers from affiliated plans 119,876,460 1,060,156 1,989,685 710,316 1,160,538 - Net transfers between the funds - (7,349,407) (24,108,842) 1,263,487 4,731,053 10,710,530 ----------------------------------------------------------------------------------- Net increase (decrease) 224,802,331 (94,878) (27,263,706) 8,192,702 30,768,931 25,612,303 ----------------------------------------------------------------------------------- Net Assets Available for Benefits - End of Year $1,049,283,030 $59,760,147 $234,669,206 $38,143,499 $121,631,597 $61,225,432 =================================================================================== See Notes to Financial Statements. SAVINGS PLAN OF ENTERGY CORPORATION AND SUBSIDIARIES STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS WITH FUND INFORMATION For the Year Ended December 31, 1997 NON-PARTICIPANT DIRECTED PARTICIPANT DIRECTED FUND INFORMATION FUND INFORMATION Entergy Employee Blue Chip New New International Corporation Stock Growth Horizons Income Stock Participants' Common Ownership Fund Fund Fund Fund Loans Stock Plan Net Assets Available for Benefits - Beginning of Year $58,051,395 $44,928,764 - - $19,317,220 $223,968,791 - Increases: Investment income: Dividend 513,832 1,266,823 $146,364 $299,923 - 13,318,689 - Interest - - - - 1,915,633 - - Net realized and unrealized appreciation/ (depreciation) of investments 17,288,444 3,443,191 72,826 (442,321) - 18,381,942 - ----------------------------------------------------------------------------------------- Total investment income 17,802,276 4,710,014 219,190 (142,398) 1,915,633 31,700,631 - ----------------------------------------------------------------------------------------- Employee contributions 7,912,827 4,119,203 327,857 765,529 - - - Employer contributions - net of forfeitures - - - - - 13,510,237 - ----------------------------------------------------------------------------------------- Total increases 25,715,103 8,829,217 547,047 623,131 1,915,633 45,210,868 - ----------------------------------------------------------------------------------------- Decreases: Distributions to withdrawing participants 4,245,878 2,801,089 52,628 221,021 547,762 17,094,586 - ----------------------------------------------------------------------------------------- Total decreases 4,245,878 2,801,089 52,628 221,021 547,762 17,094,586 - ----------------------------------------------------------------------------------------- Net increase (decrease) before transfers 21,469,225 6,028,128 494,419 402,110 1,367,871 28,116,282 - Net transfers from affiliated plans - 3,247,204 - - 521,041 - $111,187,520 Net transfers between the funds 9,180,859 1,060,836 3,396,439 5,310,744 3,443,981 (7,639,680) - ----------------------------------------------------------------------------------------- Net increase (decrease) 30,650,084 10,336,168 3,890,858 5,712,854 5,332,893 20,476,602 111,187,520 ----------------------------------------------------------------------------------------- Net Assets Available for Benefits - End of Year $88,701,479 $55,264,932 $3,890,858 $5,712,854 $24,650,113 $244,445,393 $111,187,520 ========================================================================================= See Notes to Financial Statements. SAVINGS PLAN OF ENTERGY CORPORATION AND SUBSIDIARIES Notes to Financial Statements 1.Change in Trustee On May 23, 1996, the Entergy Employee Benefits Committee approved the decision to appoint T. Rowe Price Trust Company as the trustee and T. Rowe Price Retirement Plan Services, Inc. as the recordkeeper of the Savings Plan of Entergy Corporation and Subsidiaries (Entergy Savings Plan), effective January 1, 1997. As of December 28, 1996, securities within various funds had been converted to cash and temporary cash investments, based on T. Rowe Price's recommendations, in order to transition from one trustee to another in a cost effective manner. On January 2, 1997, cash and temporary cash investments were used to purchase mutual funds by T. Rowe Price Trust Company. The following table represents the conversion for the transfer of funds between trustees. Hibernia Funds T. Rowe Price Funds Entergy Corporation Common Stock Entergy Corporation Common Stock Stable Income Fund Entergy Stable Income Fund Balanced Fund Balanced Fund Stock Income Fund Equity Income Fund Stock Index Fund Equity Index Fund Stock Growth Fund Blue Chip Growth Fund Acorn Fund New Horizons Fund N/A New Income Fund N/A International Stock Fund Participants' Loans Participants' Loans 2. GSU Thrift Plan and Entergy Savings Plan Merger On December 31, 1993, Entergy Corporation and Gulf States Utilities Company (Entergy Gulf States) consummated their merger. Entergy Gulf States became a wholly owned subsidiary of Entergy Corporation (the Company). On May 5, 1994, the Board of Directors of Entergy Corporation approved the combination of the Entergy Savings Plan and the Gulf States Utilities Company Employees' Thrift Plan (GSU Thrift Plan). 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 GSU Thrift Plan to the Entergy Savings Plan. Bargaining unit employees of Entergy Gulf States, except for River Bend Steam Electric Generating Station (River Bend) bargaining employees of Entergy Operations, Inc., joined the Entergy Savings Plan on October 1, 1995 and their assets were transferred in October 1995. The River Bend bargaining unit employees elected to remain in the GSU Thrift Plan. During 1995, the Entergy Savings Plan received $71,777,638 in cash and $39,867,964 in securities from the GSU Thrift Plan. During 1996, the Entergy Savings Plan received the outstanding participants' loan balances from the GSU Thrift Plan for bargaining unit employees of Entergy Gulf States, other than River Bend. Effective December 31, 1997, the GSU Thrift Plan was merged into the Entergy Savings Plan. The merger resulted in the transfer of the remaining assets from the respective funds in the GSU Thrift Plan to similar funds available under the Entergy Savings Plan. The transfer had no effect on participants' benefits. The table below represents the conversion for the transfer of funds from the GSU Thrift Plan to the Entergy Savings Plan: From the GSU Thrift Plan To the Entergy Savings Plan Entergy Corporation Common Stock Entergy Corporation Common Stock Acorn Fund New Horizons Fund Guardian Fund Equity Income Fund Puritan Fund Balanced Fund Savings Fund Entergy Stable Income Fund Investment Contract Fund Entergy Stable Income Fund Participants' Loans Participants' Loans 3.Entergy ESOP and Entergy Savings Plan Merger Effective December 31, 1997, the Employee Stock Ownership Plan of Entergy Corporation and Subsidiaries (Entergy ESOP) was merged into the Entergy Savings Plan. The transfer had no effect on participants' benefits and no changes were made to the participants' investments. The Entergy Savings Plan was amended on December 12, 1997, as further discussed below, to add certain provisions related to the Entergy ESOP in anticipation of the upcoming merger. 4. Summary of Significant Accounting Policies Basis of presentation: The accompanying financial statements have been prepared on the accrual basis of accounting and present the Statement of Net Assets Available for Benefits with Fund Information and the Statement of Changes in Net Assets Available for Benefits with Fund Information for the Entergy Savings 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 Internal Revenue Service and Department of Labor Form 5500 which requires benefits payable to be accrued and charged to net assets in the period the liability arises. Net assets available for benefits as of December 31, 1997 and 1996 and the net increase in net assets available for benefits for the year ended December 31, 1997 differ from that reported in the Form 5500 as follows: Net Assets Available for Benefits 1997 1996 As reported herein $1,049,283,030 $824,480,699 Accrued benefits payable - (39,300) -------------- ------------ To be reported in Form 5500 $1,049,283,030 $824,441,399 ============== ============ Net Increase in Net Assets Available for Benefits 1997 As reported herein $ 224,802,331 Accrued benefits payable 39,300 ------------- To be reported in Form 5500 $ 224,841,631 ============= The Entergy Savings Plan presents in the Statement of Changes in Net Assets Available for Benefits with Fund Information the net appreciation (depreciation) in the fair value of its investments which consists of the realized gains or losses and the unrealized appreciation (depreciation) on those investments. As discussed in Notes 2 and 3 above, the GSU Thrift Plan and the Entergy ESOP were merged into the Entergy Savings Plan on December 31, 1997. However, Hibernia National Bank, as the former trustee for the GSU Thrift Plan, did not transfer the assets of the GSU Thrift Plan to the trustee for the Entergy Savings Plan until January 1, 1998. As the merger was effective December 31, 1997, these assets are presented on the statement of net assets available for benefits as of December 31, 1997 as "investments held by prior trustee" and are comprised of the following: Investments Cost Current Value Cash and temporary cash investments $ 1,756,512 $ 1,610,704 Entergy Corporation Common Stock 805,318 1,018,504 Mutual Funds: Acorn Investment Trust - Acorn Fund 2,494,920 1,819,827 American Express Trust Fund 714,829 714,233 Participants' Loans - 521,041 These investments are included on the Schedule of Assets Held for Investment Purposes (Item 27a) as of December 31, 1997 in Entergy Savings Plan's Form 5500. 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. Purchases and sales of securities are accounted for on the trade date. The values of guaranteed investment contracts (GICs) are recorded at contract value, which approximates fair market value. Contract value represents amounts invested under the GICs, plus interest earned and reinvested through the valuation date at the contracted rate. The values of synthetic investment contracts (SICs) are recorded at contract value, which approximates fair market value, because participants are guaranteed a return of principal and accrued interest. SICs are similar to GICs except the assets of a SIC are placed in a trust with ownership by the Entergy Savings Plan and a financially responsible third party issues a wrapper contract. A wrapper contract is an insurance policy that guarantees a stated rate of return on specific Entergy Savings Plan assets placed in the trust. The fair value of the SIC assets in trust at December 31, 1997 is $149,791,203. Listed below are the GICs and SICs as of December 31, 1997. Guaranteed investment contracts: Contract Interest Rate Value STABLE INCOME FUND: New York Life Insurance Company 6.30% $4,048,498 Life of Virginia Insurance Company 6.50% 6,282,864 Pacific Mutual Insurance Company 6.28% 7,006,462 Protective Life Insurance Company 6.49% 5,848,884 Protective Life Insurance Company 6.60% 5,322,539 Protective Life Insurance Company 6.30% 6,274,231 Security Life of Denver 6.26% 7,624,040 Security Life of Denver 5.90% 8,249,828 Transamerica Life Insurance and Annuity Company 6.48% 6,197,209 ----------- Total guaranteed investment contracts $56,854,555 =========== Synthetic investment contracts: Contract Interest Rate Value STABLE INCOME FUND: Caisse des Depots et Consignations Investment Management Corporation 6.49% $21,030,627 Commonwealth Life Insurance Company 6.73% 42,734,500 Rabobank Nederland 6.20% 42,339,134 Transamerica Life Insurance and Annuity Company 6.60% 42,693,837 ------------ Total synthetic investment contracts $148,798,098 ============ The carrying value of loans to participants approximates fair value. Tax status: The Entergy Savings Plan obtained its latest determination letter on March 26, 1997, in which the Internal Revenue Service stated that the plan, as then designed, was in compliance with the applicable requirements of the Internal Revenue Code. The Entergy Savings Plan has been amended since receiving the determination letter. However, the plan administrator and the plan's tax counsel believe that the Entergy Savings Plan is currently designed and being operated in compliance with the applicable requirements of the Internal Revenue Code. Accordingly, no provision for income taxes has been included in the Entergy Savings Plan's financial statements. Use of estimates in the preparation of financial statements: The preparation of the Entergy Savings Plan financial statements, in conformity with generally accepted accounting principles, requires management to make estimates and assumptions that affect reported amounts in the Statement of Net Assets Available for Benefits with Fund Information and the Statement of Changes in Net Assets Available for Benefits with Fund Information. 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 the 1997 financial statements. Concentration of credit risk: The Entergy Savings Plan invests in GICs and SICs which are subject to credit risk with respect to the insurance companies. The potential credit risk of the GICs as of December 31, 1997 is $56,854,555. The potential credit risk for the SICs represents the amount by which the contract value exceeds the fair value of the SIC assets in the trust. As of December 31, 1997, the fair value of the SIC assets in the trust exceeded the contract value and no potential credit risk existed. The Entergy Savings Plan provisions set investment guidelines addressing investment diversification, quality, maturity and performance standards prescribed to mitigate the potential credit risk. 5. Summary of Entergy Savings Plan Provisions The following description of the Entergy Savings Plan is provided for general information purposes only. Entergy Savings Plan participants should refer to the Entergy Savings Plan document for a more complete description of the Entergy Savings Plan's provisions. General: The Entergy Savings Plan is a defined contribution plan of Entergy Corporation and Subsidiaries subject to the provisions of ERISA. The ERISA provisions set forth the requirements for participation, vesting of benefits, fiduciary conduct for administering and handling of assets, and disclosure of Entergy Savings Plan information. Subsequent to the December 12, 1997 plan amendment and the mergers of the GSU Thrift Plan and the Entergy ESOP into the Entergy Savings plan effective December 31, 1997, the Entergy Savings Plan constitutes two plans qualified under Internal Revenue Code Section 401 as follows: - A Profit Sharing Plan which is a defined contribution plan and consists of an Employee After-Tax Account, Employee Tax Deductible Account, Deferral Account, Company Match Account, Rollover Account, Loan Account, and Forfeiture Account; and - An Employee Stock Ownership Plan (ESOP) which is a defined contribution plan and consists of a non-participant directed Entergy Corporation Common Stock Account, an After Tax Entergy Tax Credit ESOP Account and a Before Tax Entergy Tax Credit ESOP Account. The ESOP portion of the plan is designed to invest primarily in Entergy Corporation Common Stock. Eligibility: At December 31, 1997, the Profit Sharing Plan was available to all employees of Entergy Corporation and its subsidiary companies (System) who satisfy a six-month System service requirement. The ESOP is available to all System employees. Employees become eligible to participate the day on which the earlier of the following occurs: (a) the end of the 12-month period following commencement of employment during which the employee performs 1,000 or more hours of service; or (b) the completion of 1,000 hours of service by the employee in a 12-month period measured from the anniversary date of commencement of employment. However, as a result of the Company fully utilizing all of its investment tax credits during the year ended December 31, 1997, there will be no future enrollments of eligible employees in the ESOP. Contributions: Profit Sharing Plan Contributions made by or on behalf of participants are deposited with T. Rowe Price as Trustee for the Entergy Savings Plan. Participants may elect to contribute, through payroll deductions, one to six percent of their base salary (basic). The employing System company will make matching contributions to the Entergy Savings Plan in an amount equal to fifty percent of a participant's basic contribution (matching). Participants may contribute an additional one 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 1997 401(k) contribution was $9,500 per participant. The Entergy Savings Plan provides that certain taxable amounts received by an employee which originated from an employee benefit plan qualified under Section 401(a) of the Code may be accepted under the Entergy Savings Plan as rollover contributions (Rollover). Prior to January 1, 1987, the Entergy Savings Plan accepted tax-deductible (IRA-type) contributions as System Individual Retirement Account (SIRA) contributions and continues to maintain such accounts under the Entergy Savings Plan until distribution. ESOP Contributions are accrued based on the expected utilization of additional investment tax credits in the applicable Federal income tax return of Entergy Corporation and its subsidiaries and on expected voluntary participant contributions. The Company made no contributions during 1997. The ESOP invests the contributions and any income thereon in shares of Entergy Corporation common stock. Participants are fully vested immediately in their account balances. However, as a result of the Company fully utilizing all of its investment tax credits; there will be no future contributions to the ESOP. Investments: Matching contributions related to the Profit Sharing Plan made on behalf of participants are invested by the Trustee in the non- participant directed Entergy Corporation Common Stock Fund. Participant contributions are invested as directed by participants in accordance with the Profit Sharing Plan's investment options. Earnings on participant contributions are allocated based on participants' account balances as of the first day of each month. Effective March 1996, a new diversification feature was added to the Entergy Savings Plan. Under the Entergy Savings Plan, Company-matching contributions are invested in Entergy common stock and generally can not be moved to other Entergy Savings Plan investment funds. However, the new diversification feature allows participants to transfer a portion of their matching contributions into other Entergy Savings Plan investment funds if they are at least 55 years of age and have 10 years of participation in the Entergy Savings Plan. Years of participation in the GSU Thrift Plan also count for this purpose. The value of investments may fluctuate with changes in market conditions. The amount of risk varies based on the fund's investment goals and composition. Participants should realize the risk associated with each investment when determining how to invest their contributions. Upon enrollment in the Profit Sharing Plan, a participant may direct contributions to any of the following funds. The investment strategies and objectives of the funds are detailed below. Entergy Corporation Common Stock Fund - Funds are invested in common stock of Entergy Corporation. Entergy Stable Income Fund - Funds are invested in high- quality, fixed-income securities, stable value portfolios, and investment contracts with insurance companies. These investment contracts offer a specified annual interest rate over a stated period of time. Investments in the Entergy Stable Income Fund include SICs, as well as high quality GICs. Balanced Fund - Funds are invested in a mix of common stocks, fixed-income securities, and cash reserves for the purpose of capital appreciation, current income, and preservation of capital. Equity Income Fund - Funds are invested in the common stocks of large, well-established companies that pay above-average dividends and have the potential for increased dividends for the purpose of capital appreciation and a high level of income. Equity Index Fund - Funds are primarily invested in the portfolio of common stocks that make up the Standard & Poor's 500 Composite Stock Index (S&P Index). The objective of these investments is to provide long-term capital appreciation equivalent to the performance of the S&P Index. Blue Chip Growth Fund - Funds are invested in the common stocks of large, well-established companies with favorable long-term growth potential. Current income is a secondary objective. New Horizons Fund - Funds are invested in emerging growth companies still in the early stages of their life cycle which are expected to grow more rapidly than the economy as a whole. Investments are made with the objective of long-term capital growth. New Income Fund - Funds are invested primarily in marketable debt securities with the objective of providing the highest level of income while preserving capital over time. International Stock Fund - Funds are invested in well- established, non-U.S. companies for the purpose of long-term growth of capital and income. The fund's share price will fluctuate with changes in market, political, economic, and foreign currency exchange conditions. As of December 31, 1997, the Entergy Savings Plan had the following number of participants in each investment option: Number of Participants Entergy Corporation Common Stock 2,933 Stable Income Fund 7,409 Balanced Fund 2,798 Equity Income Fund 5,211 Equity Index Fund 3,951 Blue Chip Growth Fund 5,062 New Horizons Fund 3,389 New Income Fund 436 International Stock Fund 893 Participants' Loans 3,291 Entergy Corporation Common Stock ESOP 11,093 Administrative Expenses: All costs and expenses of administering the Profit Sharing Plan, except expenses incurred in the direct acquisition or disposition of stock and investment manager fees, are paid first by forfeitures of the Profit Sharing Plan and then by the Company. The Entergy Savings Plan provisions related to the ESOP require the Company to absorb all administrative costs of the investment tax credit based contributions of the ESOP, but allows the Company to reduce its contributions or dividends by, or recover from the ESOP, the amount of such costs equal to the lesser of (1) $100,000 or (2) the sum of 10% of the first $100,000 of dividends paid to the ESOP and 5% in excess of $100,000. Unless the Company contributes an amount to cover administration expenses for the non-tax based contributions of the ESOP, expenses are to be paid out of the assets thereof. Vesting: Amounts contributed by participants in the Profit Sharing Plan are fully vested at all times. Profit Sharing Plan participants become fully vested in the matching account upon completion of five years of System service except for all Entergy Gulf States employees who were eligible to participate in the GSU Thrift Plan and who transferred into the Entergy Savings Plan on January 1, 1995 or December 31, 1997. These employees were immediately vested in all past and future matching contributions. See Note 2 for a discussion of the GSU Thrift Plan and the Entergy Savings Plan merger. Amounts contributed to the ESOP by participants and the Company are fully vested at the time of deposit. Entergy Savings Plan termination: Although it has not expressed any intent to do so, the System has the right under the Entergy Savings Plan to discontinue its contributions at any time and to terminate the Entergy Savings Plan subject to the provisions of ERISA. In the event of a plan termination, participants would receive the total value of their accounts, determined as of the date of termination. In-Service withdrawals: While employed, participants of the Profit Sharing Plan may, with certain restrictions, withdraw all or a portion of the value of their basic and supplemental contributions after-tax, Rollover, and SIRA accounts. Such withdrawals may include all or a portion of the value of their basic and supplemental before-tax accounts if the participant has attained age 59-1/2. Withdrawals of before-tax contributions may be subject to a ten percent premature distribution tax unless the participant is age 59-1/2 or older. The Profit Sharing Plan also has a financial hardship withdrawal provision. Effective January 1, 1995, the dividend pass through feature was added to the Profit Sharing Plan allowing eligible participants to either receive a cash distribution of their Entergy Corporation common stock dividends held in the non-participant directed Entergy Corporation Common Stock Fund or reinvest it in the Profit Sharing Plan. Eligible participants include all participants who are fully vested in their balance in the non-participant directed Entergy Corporation Common Stock Fund. While employed, participants of the ESOP may, with certain restrictions, withdraw a portion of their account after the participant completes an 84-month holding period or after the participant reaches age 55 and completes 10 years of Plan participation. The amount of in-service withdrawal is limited by provisions of the Internal Revenue Code of 1986, as amended (the Code), applicable to the Plan and may be subject to an additional 10% premature distribution tax unless the participant is age 59-1/2 or older. Withdrawals from the Plan are in the form of stock certificates, plus cash for the value of any fractional share. Loans to participants: The Entergy Savings 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, the remaining principal balance of the loan is treated as a taxable distribution to the participant unless the amount is repaid in full within a specified period from the date of separation. Distributions upon separation from service: Upon leaving a System company, participants of the Profit Sharing Plan become eligible to receive a single-sum distribution of the entire vested value of the Profit Sharing Plan accounts. There are certain provisions regarding deferral of distributions, installment distributions for certain retirees and disabled participants, minimum account balances, and mandatory distributions. Upon leaving a System company, participants of the ESOP become eligible to receive a single-sum distribution of the entire share balance of their ESOP account, with certain additional provisions regarding distribution deferral of account balances in excess of $3,500 and mandatory distribution upon attaining age 70-1/2. Generally, there are tax consequences associated with receiving a distribution from the Plan, unless the taxable portion is rolled over to an individual retirement account or another retirement plan account which qualifies under Internal Revenue Code Sections 401(a) or 408(a). Additionally, a 10% penalty tax for early withdrawal applies, unless the distribution is received after age 59-1/2 or the participant satisfies one of the legal exemptions to such tax. Distributions from the Plan are in the form of stock certificates, plus cash for the value of any fractional share. Asset value per unit: The number of units and net asset value per unit for the funds as of December 31, 1997 and December 31, 1996 were as follows: 1997 1996 (2) Entergy Corporation Common Stock: Number of Units (1) 10,104,099 10,208,842 Net Asset Value per unit $30.11 $27.80 Stable Income Fund: Number of Units 23,526,386 45,390,434 Net Asset Value per unit $9.97 $5.77 Balanced Fund: Number of Units 2,677,989 21,644,851 Net Asset Value per unit $14.24 $1.38 Equity Income Fund: Number of Units 5,254,182 8,999,982 Net Asset Value per unit $23.15 $10.10 Equity Index Fund: Number of Units 2,466,104 22,478,489 Net Asset Value per unit $24.83 $1.58 Blue Chip Growth Fund: Number of Units 3,662,491 35,878,105 Net Asset Value per unit $24.22 $1.62 New Horizons Fund: Number of Units 3,959,355 30,510,644 Net Asset Value per unit $13.96 $1.47 New Income Fund: Number of Units 428,014 N/A Net Asset Value per unit $9.09 N/A International Stock Fund: Number of Units 424,254 N/A Net Asset Value per unit $13.47 N/A Entergy Corporation Common Stock ESOP: Number of Units 3,713,988 N/A Net Asset Value per unit $29.94 N/A (1) - Number of units as of December 31, 1997 in the Entergy Corporation Stock Fund includes 34,021 shares which are reflected as Investments held by prior trustee in the 1997 Statement of Net Assets Available for Plan Benefits with Fund Information. (2) - See Note 2 for prior year fund mapping. Inactive accounts: Participants are allowed, under the provisions of the Entergy Savings Plan, to defer receipt of their vested account balance upon separation from the Entergy Savings Plan until age 70-1/2. The amount allocated to such participants was $183,115,680 at December 31, 1997. Forfeitures: Upon termination of employment for reasons other than retirement, disability, or death, the portion of the employee's account in which he/she is not vested at the time of termination shall be forfeited and credited to the Profit Sharing Plan Forfeiture Account. Contributions forfeited for the year ended December 31, 1997 were $123,748. Entergy Savings Plan amendments: The Entergy Savings Plan was amended on December 12, 1997 to add certain provisions related to the Entergy ESOP which was merged into the Entergy Savings Plan effective December 31, 1997. See Note 3 for a discussion of the Entergy ESOP and Entergy Savings Plan merger and Note 5 herein for a discussion of the provisions added by the amendment. Other: The following represents investments in excess of five percent of the current value of net assets available for benefits as of December 31, 1997 and 1996: Investment December 31, 1997 December 31, 1996 Cash and temporary cash investments - $243,544,633 Entergy Corporation Common Stock $301,472,957 $282,019,260 Equity Index trust fund $61,110,045 - Mutual Funds: Equity Income Fund $120,337,455 - Blue Chip Growth Fund $88,522,409 - The following represents investments at cost as of December 31, 1997 and 1996: Investment December 31, 1997 December 31, 1996 Cash and temporary cash investments $28,067,680 $243,544,633 Entergy Corporation Common Stock $321,682,911 $198,330,470 Mutual Funds: Balanced Fund $33,480,221 - Equity Income Fund $107,185,854 - Blue Chip Growth Fund $72,787,698 - New Horizons Fund $48,691,239 - New Income Fund $3,813,104 - International Stock Fund $6,151,424 - Equity Index Trust Fund $49,269,678 - Other equity securities - $99,573,945 Fixed Income Securities: U.S. Treasury and government agency securities - $7,883,395 Guaranteed investment contracts $56,854,555 $12,311,107 Synthetic investment contracts $145,725,781 $118,316,665 American Express Trust Fund - $12,981,235 Other corporate securities - $3,020,028 Investments held by prior trustee: Cash and temporary cash investments $1,756,512 - Entergy Corporation Common Stock $805,318 - Mutual Funds: Acorn Investment Trust - Acorn Fund $2,494,920 - American Express Trust Fund $714,829 - SUPPLEMENTAL SCHEDULES SAVINGS PLAN OF ENTERGY CORPORATION AND SUBSIDIARIES Item 27a - Schedule of Assets Held for Investment Purposes December 31, 1997 E.I.N. 72-1229752 (Plan No. 003) Number Current Description of Shares Cost Value Cash and temporary cash investments N/A $29,824,192 $29,824,192 ============ ============ EQUITY SECURITIES: Entergy Corporation common stock, $.01 par * 13,818,087 $322,488,229 $413,678,981 ========== ============ ============ MUTUAL FUNDS: Balanced Fund * 2,259,499 $33,480,221 $37,372,119 Equity Income Fund * 4,615,936 107,185,854 120,337,455 Blue Chip Growth Fund * 3,662,491 72,787,698 88,522,409 New Horizons Fund * 2,228,065 48,691,239 51,913,913 New Income Fund * 428,014 3,813,104 3,882,083 International Stock Fund * 424,254 6,151,424 5,693,489 Acorn Investment Trust - Acorn Fund 182,317 2,494,920 3,094,502 American Express Trust Fund 17,444 714,829 789,072 ---------- ------------ ------------ TOTAL MUTUAL FUNDS 13,818,020 $275,319,289 $311,605,042 ========== ============ ============ COMMON TRUST FUND: Equity Index Trust Fund 2,466,104 $49,269,678 $61,110,045 ========== ============ ============ ENTERGY STABLE INCOME FUND: Interest Maturity Guaranteed Investment Contracts (GICs): Rate Date New York Life Insurance Company 6.30% 12/27/00 $4,048,498 $4,048,498 Life of Virginia Insurance Company 6.50% 12/22/98 6,282,864 6,282,864 Pacific Mutual Insurance Company 6.28% 3/17/99 7,006,462 7,006,462 Protective Life Insurance Company 6.49% 3/15/00 5,848,884 5,848,884 Protective Life Insurance Company 6.60% 3/20/01 5,322,539 5,322,539 Protective Life Insurance Company 6.30% 6/24/98 6,274,231 6,274,231 Security Life of Denver 6.26% 9/23/98 7,624,040 7,624,040 Security Life of Denver 5.90% 3/18/98 8,249,828 8,249,828 Transamerica Life Insurance and Annuity Company 6.48% 12/24/99 6,197,209 6,197,209 ------------ ------------ Total GICs $56,854,555 $56,854,555 ------------ ------------ Synthetic Investment Contracts (SICs): Caisse des Depots et Cosignations Investment Management Corporation SIC Assets: Government obligations: Federal Home Loan Mortgage Corporation 6.83% 8/15/25 $17,203,462 $17,359,271 GNMA GTD REMIC 6.75% 1/16/23 1,527,555 1,565,098 FNMA Pool 391277 6.77% 1/1/27 936,199 979,729 ------------ ------------ Total Caisse des Depots et Cosignations Investment Management Corporation SIC Assets: $19,667,216 $19,904,098 ============ ============ Rabobank Nederland SIC Assets: Money market funds: STATE STREET SHORT TERM $66,716 $66,716 Non-government obligations: ABBEY NATIONAL MTN 6.69% 10/17/05 $ 311,220 $306,733 ALLTEL CORP DEB 6.75% 9/15/05 277,150 281,528 AMERICAN HOME PRODUCTS 7.70% 2/15/00 316,050 317,538 ANZ BANKING GR 7.55% 9/15/06 499,240 538,920 AT&T CORP NT 7.00% 5/15/05 321,180 314,980 BANKAMERICA CORP 10.00% 2/1/03 571,705 598,418 BHP FINANCE USA 7.88% 12/1/02 392,273 400,351 CHASE MANHATTAN SUB NT 7.13% 6/15/09 516,110 519,823 COX COMMUNICATION NEW NT 6.38% 6/15/00 497,455 502,407 DAIMLER BENZ NO AMER MTN 7.38% 9/15/06 510,885 545,043 DEAN WITTER DISCVR NTS 6.00% 3/1/98 596,040 612,138 FARMERS INS EXCH 144A 8.50% 8/1/04 543,545 567,288 FORD MOTOR CREDIT CORP 6.63% 6/30/03 496,480 507,017 GMAC NOTE 5.63% 2/1/99 488,370 509,064 HELLER FINANCIAL INC NTS 6.44% 10/6/02 498,200 504,430 INGERSOLL-RAND CO 6.26% 2/15/01 1,000,000 1,008,121 INTL LEASE FIN CORP NT 5.75% 1/15/99 492,405 511,602 KANSALLIS-OSAKE-PANKKI 10.00% 5/1/02 566,925 576,528 LEHMAN BROS HLDGS MTN 7.00% 5/24/00 499,585 521,447 LIBERTY MUTUAL INS 144A 8.20% 5/4/07 536,300 560,617 MET LIFE 144A SURPLUS NT 6.30% 11/1/03 484,235 500,605 MORGAN STANLEY GROUP NTS 9.38% 6/15/01 542,145 548,753 NATIONWIDE MUTUAL LIFE 6.50% 2/15/04 495,100 514,448 NATL RURAL UTIL NTS 6.38% 10/15/04 1,003,480 1,015,198 PACIFIC GAS & ELECTRIC CO 7.88% 3/1/02 529,425 534,741 PENNEY JC & CO NT 7.60% 4/1/07 498,195 548,125 PHILIP MORRIS 6.80% 12/1/03 498,670 508,543 PUBLIC SERVICE ELECTRIC & GAS 8.88% 6/1/03 414,221 419,717 SANTANDER FIN ISS LTD 7.00% 4/1/06 498,390 519,845 SEARS ROEBUCK ACCEP CORP 6.75% 9/15/05 300,192 311,795 SOUTHERN CAL EDISON 6.38% 1/15/06 496,380 514,108 SOUTHWEST AIR DEB 8.75% 10/15/03 109,269 113,325 ------------ ------------ Subtotal non-government obligations: $15,800,820 $16,253,196 Government obligations: FED FARM CREDIT BANK MTN 8.80% 1/31/02 $326,016 $342,839 FED HOME LOAN MTG 6.55% 4/19/99 5,969,417 5,993,549 FNMA 8.90% 6/12/00 2,773,047 2,666,818 FNMA MTN 5.82% 12/5/00 979,766 1,003,893 FEDERAL HOME LOAN BANKS 7.56% 2/27/02 4,826,250 4,887,823 GNMA II 002359M 7.00% 1/20/27 1,064,131 1,090,008 GNMA I 392442X 8.00% 7/15/24 84,254 87,458 GNMA I 403923X 8.00% 7/15/24 456,564 473,926 GNMA I 414564X 7.50% 8/15/25 417,518 427,869 GNMA I 416123X 7.50% 1/15/26 311,088 325,640 GNMA I 317516X 8.50% 2/15/22 177,263 181,081 GNMA I 317696X 8.50% 2/15/22 228,761 233,688 GNMA I 336918X 8.50% 12/15/22 279,991 286,021 GNMA I 421739X 7.50% 6/15/26 397,761 418,088 GNMA I 424000X 7.50% 9/15/26 348,492 366,302 GNMA I NEW 387187X 6.50% 2/15/24 799,563 825,695 U.S. TREASURY BONDS 8.75% 11/15/08 569,531 569,765 U.S. TREASURY NOTES 6.38% 8/15/02 2,539,766 2,624,649 U.S. TREASURY NOTES 6.13% 9/30/00 3,513,164 3,591,417 ------------ ------------ Subtotal government obligations: $26,062,343 $26,396,529 ------------ ------------ Total Rabobank Nederland SIC Assets: $41,929,879 $42,716,441 ============ ============ Commonwealth Life Insurance Company and Transamerica Life Insurance and Annuity Company SIC Assets (1): Money market funds: STATE STREET SHORT TERM $26,109 $26,109 Non-government obligations: ABN AMRO BK SUB NT 7.13% 6/18/07 $517,915 $524,021 ALLTEL CORP DEB 6.75% 9/15/05 698,006 709,033 ARISTAR INC SR NT 6.30% 7/15/00 980,950 1,030,540 BANC ONE CORP 7.60% 5/1/07 1,063,880 1,087,537 BANCBOSTON CORP 7.00% 9/15/07 1,019,990 1,052,667 BAXTER INTERNATIONAL INC 9.50% 6/15/08 1,222,290 1,229,562 BHP FINANCE USA 5.63% 11/1/00 956,850 993,465 BK OF NY 7.78% 12/1/26 771,975 784,345 BOEING CO DEB 8.75% 8/15/21 1,136,010 1,286,096 CITIZENS UTILITY DEB 7.00% 11/1/25 933,110 1,039,407 COX COMMUNICATION NEW NT 6.38% 6/15/00 497,455 502,407 DAIMLER BENZ NO AMER MTN 7.38% 9/15/06 1,021,770 1,090,085 ELI LILLY & CO NT 7.13% 6/1/25 933,470 1,071,168 FORD MOTOR CREDIT CORP 6.63% 6/30/03 992,960 1,014,034 GMAC 9.38% 4/1/00 1,062,750 1,087,578 GOLDMAN SACHS GR LP 6.38% 6/15/00 490,370 505,047 GTE CALIFORNIA DEB 6.70% 9/1/09 981,140 1,030,783 HOUSTON LTG & PWR 9.15% 3/15/21 1,141,340 1,288,512 LEHMAN BROS BLDGS MTN 9.17% 2/28/02 1,095,240 1,133,872 LIBERTY MUTUAL INS 8.20% 5/4/07 1,072,600 1,121,233 MATTEL INC NT 6.75% 5/15/00 1,172,603 1,199,387 MERRILL LYNCH NOTES 6.25% 10/15/08 971,340 990,624 NATIONWIDE MUTUAL LIFE 7.50% 2/15/24 935,820 1,036,683 PENNEY JC & CO NT 7.60% 4/1/07 996,390 1,096,250 PHILIP MORRIS COS INC 7.25% 9/15/01 798,080 836,718 PUB SVE ELEC & GAS CO FMG 6.25% 1/1/07 984,740 1,022,210 SANTANDER FIN ISSUE LTD 6.38% 2/15/11 944,230 992,253 SEARS ROEBUCK ACCEP CORP 6.75% 9/15/05 1,000,640 1,039,315 TRANSAMERICA FIN SUB NTS 6.75% 1/15/98 605,700 618,759 ZURICH REINS CENTRE BLDG 7.13% 10/15/23 989,667 1,090,573 ------------ ------------ Subtotal non-government obligations: $27,989,281 $29,504,164 Government obligations: FED HOME LOAN MTG 6.55% 4/19/99 $3,769,086 $3,784,323 FNMA 8.10% 8/12/19 2,275,625 2,488,170 FNMA 8.90% 6/12/00 1,333,125 1,280,073 FEDERAL HOME LOAN BANKS 7.56% 2/27/02 4,611,750 4,670,586 FHLM 6.00% 8/15/07 964,375 989,347 FICO STRIP PRN 0.00% 8/3/18 1,201,995 1,267,200 GNMA 780531X 8.00% 3/15/12 921,120 926,615 GNMA II 002359M 7.00% 1/20/27 1,183,023 1,211,781 GNMA II 002433M 8.00% 5/20/27 970,962 987,501 GNMA 344570X 6.00% 12/15/23 221,248 229,642 GNMA 354710X 6.00% 12/15/23 245,192 254,495 GNMA 357966X 6.00% 12/15/23 303,263 314,769 GNMA 359638X 6.00% 12/15/23 186,527 193,604 GNMA 359978X 6.00% 1/15/24 106,148 110,174 GNMA 372951X 6.00% 1/15/24 185,985 193,041 GNMA 375103X 6.00% 4/15/24 201,854 209,512 GNMA 381437X 6.00% 1/15/24 258,335 268,136 GNMA 405597X 8.00% 3/15/26 50,944 52,724 GNMA 314529X 6.00% 1/15/24 314,142 326,061 GNMA 780006X 8.50% 11/15/24 403,016 411,213 GNMA 780162X 8.50% 6/15/25 562,778 572,542 GNMA I 344710X 8.50% 2/15/23 40,109 40,973 GNMA I 349384X 7.50% 6/15/23 74,824 76,842 GNMA I 353245X 8.50% 4/15/23 32,518 33,219 GNMA I 354361X 7.50% 4/15/23 87,148 89,497 GNMA I 365444X 7.50% 9/15/25 41,997 43,038 GNMA I 366144X 8.00% 7/15/25 344,057 349,052 GNMA I 372172X 9.00% 11/15/24 24,062 24,743 GNMA I 387064X 8.00% 7/15/25 603,346 612,105 GNMA I 390328X 8.50% 2/15/25 210,813 214,470 GNMA I 390625X 9.00% 6/15/24 43,700 44,939 GNMA I 390628X 9.00% 7/15/24 47,152 48,488 GNMA I 391605X 8.00% 5/15/24 582,901 605,067 GNMA I 393816X 7.50% 7/15/25 30,642 31,402 GNMA I 394224X 8.00% 4/15/25 20,582 21,342 GNMA I 394783X 8.00% 7/15/25 17,143 17,392 GNMA I 400883X 8.00% 7/15/25 1,080,246 1,095,928 GNMA I 402013X 9.00% 12/15/24 82,689 85,032 GNMA I 402149X 8.00% 7/15/25 239,217 242,693 GNMA I 407187X 8.00% 4/15/25 699,884 725,633 GNMA I 408788X 7.00% 8/15/25 1,094,533 1,124,125 GNMA I 409485X 8.00% 7/15/25 188,651 191,390 GNMA I 409511X 7.50% 9/15/25 43,404 44,480 GNMA I 409912X 8.00% 7/15/25 743,857 754,656 GNMA I 409924X 7.00% 8/15/25 1,069,450 1,098,363 GNMA I 412044X 8.00% 7/15/25 72,448 73,500 GNMA I 412478X 7.50% 8/15/25 367,118 385,336 GNMA I 413401X 8.00% 7/15/25 172,232 174,732 GNMA I 418828X 7.50% 10/15/25 705,904 723,404 GNMA I 418836X 7.50% 10/15/25 744,740 763,203 GNMA I 419341X 7.50% 12/15/25 278,045 291,842 GNMA I 421168X 7.50% 2/15/26 317,870 335,501 GNMA I 312859X 8.50% 1/15/22 234,255 239,300 GNMA I 318023X 8.50% 5/15/22 312,772 319,508 GNMA I 320837X 8.50% 4/15/22 314,326 321,095 GNMA I 323079X 8.50% 5/15/22 308,516 315,160 GNMA I 339175X 8.50% 1/15/23 31,433 32,120 GNMA I 340414X 8.50% 12/15/22 305,414 311,991 GNMA I 341924X 8.50% 5/15/23 45,702 46,686 GNMA I 342527X 7.50% 2/15/23 31,993 32,855 GNMA I 342841X 8.50% 12/15/22 408,629 417,430 GNMA I 342846X 9.00% 1/15/23 199,143 205,121 GNMA I 780029X 9.00% 11/15/24 544,919 560,360 GNMA I 372358X 7.50% 6/15/26 222,436 234,774 GNMA I 423558X 7.50% 5/15/26 304,866 321,776 GNMA I 423781X 7.50% 5/15/26 253,935 268,020 GNMA I 400102X 7.00% 2/15/26 441,284 471,497 GNMA I 417290X 7.00% 3/15/26 83,117 88,808 GNMA I 421473X 7.00% 6/15/26 455,132 486,293 GNMA I 422305X 7.00% 2/15/26 85,857 91,735 GNMA I 437983X 7.50% 11/15/26 544,342 555,465 GNMA I 429541X 7.50% 10/15/26 218,851 223,323 GNMA I 429164X 7.50% 8/15/26 734,096 749,095 GNMA I NEW 347713X 6.50% 1/15/24 220,598 227,808 GNMA I NEW 355015X 6.50% 1/15/24 76,076 78,562 GNMA I NEW 364488X 6.50% 1/15/24 344,669 355,934 GNMA I NEW 366710X 6.50% 2/15/24 995,047 1,027,569 GNMA I NEW 375870X 6.50% 3/15/24 86,221 89,039 GNMA I NEW 376894X 6.50% 3/15/24 1,135,671 1,172,789 GNMA I NEW 387187X 6.50% 2/15/24 423,497 437,339 US TREASURY NOTES 7.50% 11/15/01 1,968,281 2,032,805 US TREASURY NOTES 6.38% 8/15/02 2,647,813 2,710,371 US TREASURY NOTES 7.25% 5/15/04 1,793,469 1,850,676 US TREASURY NOTES 6.13% 9/30/00 9,969,161 10,261,191 ------------ ------------ Subtotal government obligations: $56,113,296 $57,640,391 Total Commonwealth Life Insurance Company and Transamerica Life ------------ ------------ Insurance and Annuity Company SIC Assets (1) $84,128,686 $87,170,664 ------------ ------------ Grand total SIC Assets $145,725,781 $149,791,203 ------------ Issuing agent's gain on guarantee of SICs (wrapper) ($993,105) ------------ Contract value of SICs $148,798,098 ------------ TOTAL ENTERGY STABLE INCOME FUND GICs & SICs $202,580,336 $205,652,653 ============ ============ Loans to participants (Bearing interest rates of prime +1% with terms N/A $24,650,113 of up to 20 years) ============ ============ Total Assets Held for Investment Purposes $879,481,724 $1,046,521,026 ============ ============== (1) Commonwealth Life Insurance Company and Transamerica Life Insurance and Annuity Company jointly issued SIC wrappers over 50% of the Entergy Lehman Aggregate Managed SIC. * Denotes a party-in-interest to the Entergy Savings Plan SAVINGS PLAN OF ENTERGY CORPORATION AND SUDSIDIARIES ITEM 27 (d) - SCHEDULE OF REPORTABLE TRANSACTIONS For the Year Ended December 31, 1997 E.I.N. 72-1229752 (Plan No. 003) Selling or Number of Purchase Redemption Description Transactions Price Price Cost Gain/(Loss) Purchase Transactions: Entergy Corporation Common Stock * 131 $249,359,623 Entergy Stable Income Fund * 72 $274,135,221 Equity Index Trust Fund * 168 $53,525,678 New Horizons Fund * 121 $56,917,681 Balanced Fund * 129 $37,704,781 Equity Income Fund * 134 $114,981,758 Blue Chip Growth Fund * 160 $76,353,968 Selling Transactions: Entergy Corporation Common Stock * 331 $36,752,715 $30,900,843 $5,851,872 Entergy Stable Income Fund * 161 $56,812,653 $55,440,946 $1,371,707 Equity Index Trust Fund * 64 $5,432,882 $5,074,516 $358,366 New Horizons Fund * 110 $8,448,520 $8,318,263 $130,257 Balanced Fund * 103 $4,749,277 $4,515,840 $233,437 Equity Income Fund * 97 $9,471,791 $8,786,833 $684,959 Blue Chip Growth Fund * 72 $5,120,011 $4,622,002 $498,009 * Denotes a party-in-interest to the Entergy Savings Plan SIGNATURE The Entergy Savings 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. SAVINGS PLAN OF ENTERGY CORPORATION AND SUBSIDIARIES By: /s/ Richard N. Ferguson Richard N. Ferguson Director of Human Resource Operations Dated: June 29, 1998 CONSENT OF INDEPENDENT ACCOUNTANTS We consent to the incorporation by reference in the registration statement of Entergy Corporation on Form S-8 (File No. 33-54298) of our report dated June 26, 1998, on our audits of the financial statements and supplemental schedules of the Savings Plan of Entergy Corporation and Subsidiaries as of December 31, 1997 and 1996 and for the year ended December 31, 1997, which report is included in this Annual Report on Form 11-K. COOPERS & LYBRAND L.L.P. New Orleans, Louisiana June 26, 1998