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, 1998 				 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, 1998 3 Statement of Net Assets Available for Benefits with Fund Information as of December 31, 1997 4 Statement of Changes in Net Assets Available for Benefits with Fund Information for the Year Ended December 31, 1998 5 Notes to Financial Statements 6 (b)Supplemental Schedules: Item 27a - Schedule of Assets Held for Investment Purposes - as of December 31, 1998 19 Item 27d - Schedule of Reportable Transactions for the Year Ended December 31, 1998 24 Signature 25 (c)Exhibit: Consent of PricewaterhouseCoopers LLP 26 		 REPORT OF INDEPENDENT ACCOUNTANTS To the Trustee and Participants of the Savings Plan of Entergy Corporation and Subsidiaries In our opinion, the accompanying statements of net assets available for benefits and the related statement of changes in net assets available for benefits present fairly, in all material respects, the net assets available for benefits of the Savings Plan of Entergy Corporation and Subsidiaries (the "Plan") at December 31, 1998 and 1997, and the changes in net assets available for benefits for the year ended December 31, 1998 in conformity with generally accepted accounting principles. 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 of these statements in accordance with generally accepted auditing standards which 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, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for the opinion expressed above. Our audits were conducted for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental schedules of Item 27(a)-Schedule of Assets Held for Investment Purposes and Item 27(d)-Schedule of Reportable Transactions 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 plan benefits and changes in net assets available for each fund. These supplemental schedules and Fund Information are the responsibility of the Plan's management. The supplemental schedules 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. June 23, 1999 	 SAVINGS PLAN OF ENTERGY CORPORATION AND SUBSIDIARIES STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS WITH FUND INFORMATION 			As of December 31, 1998 								 PARTICIPANT DIRECTED FUND INFORMATION 						 Entergy Entergy Equity 						 Corporation Stable Equity Index Blue Chip 							Common Income Balanced Income Trust Growth 					 Total Stock Fund Fund Fund Fund Fund Assets: Investments: Cash and temporary cash investments $37,386,017 $90,636 $37,295,381 - - - - Equity securities: 	Entergy Corporation common 	 stock - 14,018,160 shares 436,315,231 50,617,747 - - - - - Mutual funds 371,669,596 - - $45,873,503 $125,667,401 - $130,192,719 Common trust funds 94,857,180 - - - - $94,857,180 - Fixed income securities: Guaranteed investment contracts 40,763,433 - 40,763,433 - - - - Synthetic investment contracts 157,866,975 - 157,866,975 - - - - Loans to participants 28,286,458 - - - - - - 				 ------------------------------------------------------------------------------------------ 	Total investments 1,167,144,890 50,708,383 235,925,789 45,873,503 125,667,401 94,857,180 130,192,719 Contributions receivable 1,058,728 29,046 175,595 56,667 113,676 128,443 180,855 Investment income receivables and other 55 3 25 - 1 - 12 				 ------------------------------------------------------------------------------------------ 	Total assets 1,168,203,673 50,737,432 236,101,409 45,930,170 125,781,078 94,985,623 130,373,586 				 ------------------------------------------------------------------------------------------ Net Assets Available for Benefits $1,168,203,673 $50,737,432 $236,101,409 $45,930,170 $125,781,078 $94,985,623 $130,373,586 				 ========================================================================================== 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, 1998 												 NON-PARTICIPANT 												 DIRECTED FUND 						 PARTICIPANT DIRECTED FUND INFORMATION INFORMATION 												 Entergy Employee 						New New International Corporation Stock 					 Horizons Income Stock Participants' Common Ownership 					 Fund Fund Fund Loans Stock Plan Assets: Investments: Cash and temporary cash investments - - - - - - Equity securities: Entergy Corporation common stock - 14,018,160 shares - - - - $258,401,194 $127,296,290 Mutual funds $ 53,835,730 $7,654,579 $ 8,445,664 - - - Common trust funds - - - - - - Fixed income securities: Guaranteed investment contracts - - - - - - Synthetic investment contracts - - - - - - Loans to participants - - - $28,286,458 - - 					 ------------------------------------------------------------------------------- 	Total investments 53,835,730 7,654,579 8,445,664 28,286,458 258,401,194 127,296,290 Contributions receivable 74,925 14,128 20,270 - 265,123 - Investment income receivables and other 14 - - - - - 					 ------------------------------------------------------------------------------- 	Total assets 53,910,669 7,668,707 8,465,934 28,286,458 258,666,317 127,296,290 					 ------------------------------------------------------------------------------- Net Assets Available for Benefits $53,910,669 $7,668,707 $8,465,934 $28,286,458 $258,666,317 $127,296,290 					 =============================================================================== 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 							 Entergy Entergy Equity 							 Corporation Stable Equity Index 							 Common Income Balanced Income Trust 					 Total Stock Fund 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 - - - - $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 61,110,045 Contributions receivable 1,302,262 47,054 227,010 68,487 145,717 113,561 Investment income receivables and other 1,600,718 65,777 17,149 642,803 837,196 1,826 					 ---------------------------------------------------------------------------------- 	Total assets 1,049,424,006 59,789,893 234,669,206 38,143,499 121,742,827 61,225,432 					 ---------------------------------------------------------------------------------- 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 $61,225,432 					 ================================================================================== 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 														 NON-PARTICIPANT 														 DIRECTED FUND 						PARTICIPANT DIRECTED FUND INFORMATION INFORMATION 													 Entergy Employee 					 Blue Chip New New International Corporation Stock 					 Growth Horizons Income Stock Participants' Common Ownership 					 Fund Fund Fund Fund 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 $88,522,409 $51,913,913 $3,882,083 $5,693,489 - - - Common trust funds - - - - - - - Fixed income securities: 	 Guaranteed investment contracts - - - - - - - 	 Synthetic investment contracts - - - - - - - Investments held by prior trustee 3,200,959 $521,041 - Loans to participants - - - - 24,129,072 - - 				 -------------------------------------------------------------------------------------------- 	Total investments 88,522,409 55,114,872 3,882,083 5,693,489 24,650,113 244,066,263 111,187,520 Contributions receivable 175,218 141,642 8,602 19,143 - 355,828 - Investment income receivables and other 3,852 8,418 173 222 - 23,302 - 				 -------------------------------------------------------------------------------------------- 	Total assets 88,701,479 55,264,932 3,890,858 5,712,854 24,650,113 244,445,393 111,187,520 				 -------------------------------------------------------------------------------------------- Liabilities: Other liabilities - - - - - - - 				 -------------------------------------------------------------------------------------------- Net Assets Available for 	 Benefits $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 STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS WITH FUND INFORMATION 		 For the Year Ended December 31, 1998 							 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 $1,049,283,030 $59,760,147 $234,669,206 $38,143,499 $121,631,597 $61,225,432 Increases: Investment income: Dividend 35,630,083 2,684,318 3,869 1,339,233 9,627,632 1,934 Interest 2,256,862 - - - - - Net realized and unrealized appreciation/(depreciation) of investments 81,489,657 1,853,296 13,995,099 4,907,138 1,271,668 19,354,794 					 ---------------------------------------------------------------------------------- Total investment income 119,376,602 4,537,614 13,998,968 6,246,371 10,899,300 19,356,728 					 ---------------------------------------------------------------------------------- Employee contributions 45,602,255 1,993,362 10,349,947 3,167,204 7,329,680 7,149,172 Employer contributions - net of forfeitures 13,748,345 - - - - - 					 ---------------------------------------------------------------------------------- Total increases 178,727,202 6,530,976 24,348,915 9,413,575 18,228,980 26,505,900 					 ---------------------------------------------------------------------------------- Decreases: Distributions to withdrawing participants 77,004,724 4,067,992 24,788,412 2,428,146 8,675,203 4,291,079 					 ---------------------------------------------------------------------------------- Total decreases 77,004,724 4,067,992 24,788,412 2,428,146 8,675,203 4,291,079 					 ---------------------------------------------------------------------------------- Net increase (decrease) before transfers 101,722,478 2,462,984 (439,497) 6,985,429 9,553,777 22,214,821 Net transfers from affiliated plans 17,198,165 - - - - - Net transfers between the funds - (11,485,699) 1,871,700 801,242 (5,404,296) 11,545,370 					 ---------------------------------------------------------------------------------- Net increase (decrease) 118,920,643 (9,022,715) 1,432,203 7,786,671 4,149,481 33,760,191 					 ---------------------------------------------------------------------------------- Net Assets Available for Benefits - End of Year $1,168,203,673 $50,737,432 $236,101,409 $45,930,170 $125,781,078 $94,985,623 					 ================================================================================== 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, 1998 													 NON-PARTICIPANT 														DIRECTED FUND 						 PARTICIPANT DIRECTED FUND INFORMATION 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 $88,701,479 $55,264,932 $ 3,890,858 $ 5,712,854 $24,650,113 $244,445,393 $111,187,520 Increases: Investment income: Dividend 2,094,307 2,776,760 484,915 309,587 - 11,300,295 5,007,233 Interest - - - - 2,256,862 - - Net realized and unrealized appreciation/ (depreciation) of investments 25,287,259 367,851 (216,336) 646,149 - 10,065,752 3,956,987 				 --------------------------------------------------------------------------------------------- Total investment income 27,381,566 3,144,611 268,579 955,736 2,256,862 21,366,047 8,964,220 				 --------------------------------------------------------------------------------------------- Employee contributions 9,645,166 4,279,128 585,535 1,103,061 - - - Employer contributions - net of forfeitures - - - - - 13,748,345 - 				 --------------------------------------------------------------------------------------------- Total increases 37,026,732 7,423,739 854,114 2,058,797 2,256,862 35,114,392 8,964,220 				 --------------------------------------------------------------------------------------------- Decreases: Distributions to withdrawing participants 5,362,701 2,482,801 359,042 307,116 934,579 14,343,447 8,964,206 				 --------------------------------------------------------------------------------------------- Total decreases 5,362,701 2,482,801 359,042 307,116 934,579 14,343,447 8,964,206 				 --------------------------------------------------------------------------------------------- Net increase (decrease) before transfers 31,664,031 4,940,938 495,072 1,751,681 1,322,283 20,770,945 14 Net transfers from affiliated plans - - - - - - 17,198,165 Net transfers between the funds 10,008,076 (6,295,201) 3,282,777 1,001,399 2,314,062 (6,550,021) (1,089,409) 				 --------------------------------------------------------------------------------------------- Net increase (decrease) 41,672,107 (1,354,263) 3,777,849 2,753,080 3,636,345 14,220,924 16,108,770 				 --------------------------------------------------------------------------------------------- Net Assets Available for Benefits - End of Year $130,373,586 $53,910,669 $7,668,707 $8,465,934 $28,286,458 $258,666,317 $127,296,290 				 ============================================================================================= See Notes to Financial Statements. 	SAVINGS PLAN OF ENTERGY CORPORATION AND SUBSIDIARIES 		 Notes to Financial Statements 1. Trustee The Savings Plan of Entergy Corporation and Subsidiaries (Entergy Savings Plan) utilizes T. Rowe Price Trust Company as its trustee and T. Rowe Price Retirement Plan Services, Inc. as its recordkeeper. The following table represents the Entergy Savings Plan's investments, which are managed by its trustee or affiliates of its trustee. 			Entergy Corporation Common Stock 			Entergy Stable Income Fund 			T. Rowe Price Balanced Fund 			T. Rowe Price Equity Income Fund 			T. Rowe Price Equity Index Trust Fund 			T. Rowe Price Blue Chip Growth Fund 			T. Rowe Price New Horizons Fund 			T. Rowe Price New Income Fund 			T. Rowe Price International Stock Fund 			Participants' Loans 			Employee Stock Ownership Plan 2. GSU ESOP and Entergy Savings Plan Merger The Entergy Savings Plan was amended on December 16, 1998, to add certain provisions related to the GSU ESOP in anticipation of the upcoming merger. See Note 6 herein for a discussion of the provisions added by the amendment. Effective December 31, 1998, Gulf States Utilities Company Employee Stock Ownership Plan (GSU ESOP) was merged into the Entergy Savings Plan. As of that date, the GSU ESOP transferred all assets into the Entergy Savings Plan, and there was no loss of benefit options to participants or reduction of accrued benefits as a result of the plan merger. 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. GSU Thrift Plan and Entergy Savings Plan Merger Effective December 31, 1997, the Gulf States Utilities Company Employee's Thrift Plan (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 5. 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. However, at December 31, 1998 and 1997, there was no difference in net assets available for benefits or in the net increase in net assets available for benefits for the year ended December 31, 1998 from that reported in the Form 5500. 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 Note 4 above, the GSU Thrift Plan was 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 tranfer 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 with Fund Information 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 $1,756,512 Entergy Corporation Common Stock 805,318 1,018,504 Mutual Funds: 	Acorn Investment Trust - Acorn Fund 2,494,920 3,094,502 	American Express Trust Fund 714,829 789,072 Participants' Loans - 521,041 								 ---------- Total $7,179,631 								 ========== Interest and Dividend Income: Interest income is recorded on the accrual basis. Dividends are recorded on the ex-dividend date. Investments: Cash and temporary cash investments 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 that 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, 1998 is $160,596,887. Listed below are the GICs and SICs as of December 31, 1998. Guaranteed investment contracts: 								 Contract 						 Interest Rate Value STABLE INCOME FUND: New York Life Insurance Company 6.30% $4,303,554 Life of Virginia Insurance Company 6.06% 5,279,120 Life of Virginia Insurance Company 6.10% 5,233,200 Pacific Mutual Insurance Company 6.28% 7,446,469 Protective Life Insurance Company 6.49% 6,228,476 Protective Life Insurance Company 6.60% 5,673,826 Transamerica Life Insurance and Annuity Company 6.48% 6,598,788 								 ----------- 	Total guaranteed investment contracts $40,763,433 								 =========== Synthetic investment contracts: 								 Contract 						 Interest Rate Value STABLE INCOME FUND: Caisse des Depots et Consignations Investment 	Management Corporation 6.49% $22,394,463 Commonwealth Life Insurance Company 6.52% 45,457,642 Rabobank Nederland 6.32% 44,613,608 Transamerica Life Insurance and Annuity Company 6.55% 45,401,262 								 ------------ 	 Total synthetic investment contracts $157,866,975 								 ============ 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 1998 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, 1998 is $40,763,433. 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, 1998, the fair value of the SIC assets in the trust exceeded the contract value by $2.7 million 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. 6. 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 16, 1998 plan amendment and the mergers of the GSU Thrift Plan, GSU ESOP, and the Entergy ESOP into the Entergy Savings Plan, 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, Deferral Account, Employee Tax Deductible Account, GSU Prior Company Match Account, Rollover Account, and Loan Account; and - A Stock Bonus Plan which constitutues an Employee Stock Ownership Plan (ESOP) and which consists of the Company Stock Account, Plan Forfeiture Account, ESOP Loan Account, an After Tax Entergy Tax Credit ESOP Account, a Before Tax Entergy Tax Credit ESOP Account, an After Tax GSU Tax Credit ESOP Account, and a Before Tax GSU Tax Credit ESOP Account. The ESOP portion of the Plan is designed to invest primarily in Entergy Corporation Common Stock. Eligibility: At December 31, 1998, the Profit Sharing Plan was available to all employees of Entergy Corporation and its subsidiary companies (System) who satisfied a six-month System service requirement. The Entergy 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, there will be no future enrollments of eligible employees in the Entergy 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 1998 401(k) contribution was $10,000 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. Entergy ESOP Contributions were contributed based on the expected utilitzation of additional investment tax credits in the applicable Federal income tax return of Entergy Corporation and its subsidiaries and on expected voluntary participant contributions. As a result of the Company fully utilizing all of its investment tax credits, there were no 1998 contributions to the Entergy ESOP and there will be no future contributions by Entergy Corporation, it subsidiaries or participants. The Entergy ESOP continues to invest the accumulated fund balance and any income thereon in shares of Entergy Corporation common stock. Prior to the GSU ESOP merger into the Entergy Savings Plan, Entergy Gulf States contributed $7.7 million to the GSU 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. 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 cannot 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 Trust 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, 1998, the Entergy Savings Plan had the following number of participants in each investment option: 						 Number of 						 Participants 	 Entergy Corporation Common Stock 3,073 	 Stable Income Fund 8,040 	 Balanced Fund 3,141 	 Equity Income Fund 5,875 	 Equity Index Trust Fund 4,974 	 Blue Chip Growth Fund 6,216 	 New Horizons Fund 3,666 	 New Income Fund 687 	 International Stock Fund 1,131 	 Participants' Loans 3,545 	 Entergy Corporation Common Stock ESOP 12,787 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 Entergy ESOP require the Company to absorb all administrative costs of the investment tax credit-based contributions of the Entergy ESOP, but allows the Company to reduce its contributions or dividends by, or recover from the Entergy 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 Entergy ESOP and 5% in excess of $100,000. Unless the Company contributes an amount to cover administrative expenses for the non-tax based contributions of the Entergy 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 4 for a discussion of the GSU Thrift Plan and the Entergy Savings Plan merger. Amounts contributed to the Entergy 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 10% 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 Entergy ESOP may, with certain restrictions, withdraw a portion of their account or trnasfer it to another fund 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 Entergy ESOP and may be subject to an additional 10% premature distribution tax unless the participant is age 59-1/2 or older. Withdrawals from the Entergy ESOP are in the form of stock certificates, plus cash for the value of any fractional share. Participants of the Entergy Savings Plan who meet the same age and plan participation requirement may also transfer a portion of their account balance to another fund. 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 based on the balance of such account. The amount borrowed is deducted from the participant's eligible account 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 terminated participants, retirees, and disabled participants, minimum account balances, and mandatory distributions. Upon leaving a System company, participants of the Entergy ESOP become eligible to receive a single-sum distribution of the entire share balance of their Entergy ESOP account, with certain additional provisions regarding distribution deferral of account balances in excess of $5,000 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 Entergy ESOP 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, 1998 and December 31, 1997 were as follows: 						1998 1997 	 Entergy Corporation Common Stock: 	 Number of Units 9,928,319 10,104,099(1) 	 Net Asset Value per unit $31.16 $30.11 	 Entergy Stable Income Fund: 	 Number of Units 20,933,965 23,526,386 	 Net Asset Value per unit $11.28 $9.97 	 Balanced Fund: 	 Number of Units 2,467,644 2,677,989 	 Net Asset Value per unit $18.61 $14.24 	 Equity Income Fund: 	 Number of Units 4,774,597 5,254,182 	 Net Asset Value per unit $26.34 $23.15 	 Equity Index Trust Fund: 	 Number of Units 2,977,313 2,466,104 	 Net Asset Value per unit $31.90 $24.83 	 Blue Chip Growth Fund: 	 Number of Units 4,254,664 3,662,491 	 Net Asset Value per unit $30.64 $24.22 	 New Horizons Fund: 	 Number of Units 2,306,586 3,959,355 	 Net Asset Value per unit $23.37 $13.96 	 New Income Fund: 	 Number of Units 868,851 428,014 	 Net Asset Value per unit $8.83 $9.09 	 International Stock Fund: 	 Number of Units 563,420 424,254 	 Net Asset Value per unit $15.02 $13.47 	 Entergy Corporation Common Stock ESOP: 	 Number of Units 4,089,841 3,713,988 	 Net Asset Value per unit $31.13 $29.94 (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. 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 $183,670,740 at December 31, 1998. 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, 1998 were $259,888. Other: The following represents investments in excess of five percent of the current value of net assets available for benefits as of December 31, 1998 and 1997: Investment December 31, 1998 December 31, 1997 Entergy Corporation Common Stock $436,315,231 $412,660,477 Equity Index trust fund $94,857,180 $61,110,045 Mutual Funds: Equity Income Fund $125,667,401 $120,337,455 Blue Chip Growth Fund $130,192,719 $88,522,409 Fixed Income Securities: Stable Income Fund: 	 Guaranteed Investment Contracts - $56,854,555 	 Synthetic Investment Contracts $157,866,975 $148,798,098 The following represents investments at cost as of December 31, 1998 and 1997: Investment December 31, 1998 December 31, 1997 Cash and temporary cash investments $37,386,017 $28,067,680 Entergy Corporation Common Stock $337,787,328 $321,682,911 Mutual Funds: 	Balanced Fund $38,140,718 $33,480,221 	Equity Income Fund $113,792,433 $107,185,854 	Blue Chip Growth Fund $92,727,774 $72,787,698 	New Horizons Fund $50,609,593 $48,691,239 	New Income Fund $7,782,726 $3,813,104 	International Stock Fund $8,207,936 $6,151,424 Equity Index Trust Fund $67,010,363 $49,269,678 Fixed Income Securities: 	Guaranteed investment contracts $40,763,433 $56,854,555 	Synthetic investment contracts $154,472,799 $145,725,781 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 27 (a) - Schedule of Assets Held for Investment Purposes 			 December 31, 1998 		 E.I.N. 72-1229752 (Plan No. 003) 							 Number Current Description of Shares Cost Value Cash and temporary cash investments N/A $37,386,017 $37,386,017 									 ============ ============ EQUITY SECURITIES: Entergy Corporation common stock, $.01 par * 9,928,319 226,313,730 309,018,941 Entergy ESOP* 4,089,841 111,473,598 127,296,290 							 ---------- ------------ ------------ 	 TOTAL EQUITY SECURITIES 14,018,160 $337,787,328 $436,315,231 							 ========== ============ ============ MUTUAL FUNDS: Balanced Fund * 2,467,644 38,140,718 45,873,503 Equity Income Fund * 4,774,597 113,792,433 125,667,401 Blue Chip Growth Fund * 4,254,664 92,727,774 130,192,719 New Horizons Fund * 2,306,586 50,609,593 53,835,730 New Income Fund * 868,851 7,782,726 7,654,579 International Stock Fund * 563,420 8,207,936 8,445,664 							 ---------- ------------ ------------ 	 TOTAL MUTUAL FUNDS 15,235,762 $311,261,180 $371,669,596 							 ========== ============ ============ COMMON TRUST FUND: Equity Index Trust Fund * 2,997,313 $67,010,363 $94,857,180 							 ========== ============ ============ 								 Interest Maturity Cost Contract 								 Rate Date Value ENTERGY STABLE INCOME FUND: Guaranteed Investment Contracts (GICs): 	 New York Life Insurance Company 6.30% 12/27/00 4,303,554 4,303,554 	 Life of Virginia Insurance Company 6.06% 6/27/01 5,279,120 5,279,120 	 Life of Virginia Insurance Company 6.10% 9/26/01 5,233,200 5,233,200 	 Pacific Life Insurance Company 6.28% 3/17/99 7,446,469 7,446,469 	 Protective Life Insurance Company 6.49% 3/15/00 6,228,476 6,228,476 	 Protective Life Insurance Company 6.60% 3/20/01 5,673,826 5,673,826 	 Transamerica Life Insurance and Annuity Company 6.48% 12/29/99 6,598,788 6,598,788 											 ----------- ----------- 	 Total GICs $40,763,433 $40,763,433 											 ----------- ----------- Synthetic Investment Contracts (SICs): 	 Caisse des Depots et Cosignations Investment 	 Management Corporation SIC Assets: 	 Government obligations: 		 FHR 2038 PO 0.00% 5/15/06 1,437,319 1,556,581 		 FHR 1724 PO 0.00% 5/15/01 11,858,929 12,354,997 		 FNR 1993-95 FE 5.66% 6/25/08 1,588,825 1,583,897 		 FNR 1994-42 E 5.75% 9/25/18 1,711,062 1,704,427 		 FN 391277 6.76% 1/1/27 728,839 720,507 		 GNR 1997-8 PB 6.75% 1/16/23 1,527,555 1,530,086 		 GNMA 8660 6.63% 7/20/25 1,032,841 1,021,889 											 ----------- ----------- 	 Total Caisse des Depots et Cosignations Investment 	 Management Corporation SIC Assets: $19,885,370 $20,472,384 											 ----------- ----------- 								 Interest Maturity Cost Contract 								 Rate Date Value 	 Non-government obligations: 		 ABBEY NATIONAL MTN 6.69% 10/17/05 311,220 317,764 		 ALLTEL CORP DEB 6.75% 9/15/05 277,150 292,951 		 AMERICAN HOME PRODUCTS 7.70% 2/15/00 316,050 316,323 		 AMERITECH CAP 6.15% 1/15/08 549,098 595,077 		 ANZ BANKING GR 7.55% 9/15/06 499,240 553,065 		 AT&T CORP NT 7.00% 5/15/05 321,180 328,504 		 BANKAMERICA CORP 10.00% 2/1/03 571,705 598,198 		 BHP FINANCE USA 7.88% 12/1/02 392,273 402,305 		 CHASE MANHATTAN SUB NT 7.13% 6/15/09 516,110 546,288 		 COX COMMUNICATION NEW NT 6.38% 6/15/00 497,455 507,512 		 DAIMLER BENZ NO AMER MTN 7.38% 9/15/06 510,885 565,263 		 EOG UNNT 6.00% 12/15/08 968,480 989,433 		 FARMERS INS EXCH 144A 8.50% 8/1/04 543,545 583,283 		 FORD MOTOR CREDIT CORP 6.63% 6/30/03 496,480 496,572 		 GMAC NOTE 5.63% 2/1/99 488,370 511,814 		 HELLER FINANCIAL INC NTS 6.44% 10/6/02 498,200 512,578 		 INGERSOLL-RAND CO 6.26% 2/15/01 1,000,000 1,039,200 		 INTL LEASE FIN CORP NT 5.75% 1/15/99 492,405 513,327 		 KANSALLIS-OSAKE-PANKKI 10.00% 5/1/02 566,925 572,538 		 LEHMAN BROS HLDGS MTN 7.00% 5/24/00 499,585 517,007 		 LIBERTY MUTUAL INS 144A 8.20% 5/4/07 536,300 566,852 		 MET LIFE 144A SURPLUS NT 6.30% 11/1/03 484,235 512,595 		 MORGAN STANLEY GROUP NTS 9.38% 6/15/01 542,145 545,163 		 NATIONWIDE MUTUAL LIFE 6.50% 2/15/04 495,100 526,788 		 NATL RURAL UTIL NTS 6.38% 10/15/04 1,003,480 1,054,008 		 PACIFIC GAS & ELECTRIC CO 7.88% 3/1/02 529,425 538,496 		 PDVSA FINANCE 144A 6.65% 2/15/06 499,038 465,674 		 PENNEY JC & CO NT 7.60% 4/1/07 498,195 555,335 		 PHILIP MORRIS 6.80% 12/1/03 498,670 524,363 		 PUBLIC SERVICE ELECTRIC & GAS 8.88% 6/1/03 414,221 429,047 		 SALOMON SMITH BARNEY 6.25% 1/15/05 496,925 517,055 		 SANTANDER FIN ISS LTD 7.00% 4/1/06 498,390 528,735 		 SOUTHERN CAL EDISON 6.38% 1/15/06 496,380 539,548 		 SOUTHWEST AIR DEB 8.75% 10/15/03 109,269 114,441 		THE GAP INC NOTES 6.90% 9/15/07 310,953 335,606 											 ----------- ----------- 	 Subtotal non-government obligations: $17,729,082 $18,512,708 											 ----------- ----------- 	 Government obligations: 		 FED FARM CREDIT BANK MTN 8.80% 1/31/02 $326,016 $343,757 		 FED HOME LOAN MTG 6.55% 4/19/99 4,048,480 4,109,615 		 FNMA 313586P94 8.90% 6/12/00 2,639,476 2,542,841 		 FNMA 3135866A2 6.80% 1/10/03 1,040,300 1,092,340 		 FNMA 31359MDF7 5.25% 1/15/03 1,469,760 1,545,658 		 FNMA 31359MDJ9 5.75% 2/15/08 2,021,120 2,110,364 		 FNMA MTN 5.82% 12/5/00 979,766 1,020,753 		 FEDERAL HOME LOAN BANKS 7.56% 2/27/02 4,826,250 4,945,423 		 FHLMC 15 YR GOLD B7-2049 6.00% 9/1/13 46,966 47,215 		 FHLMC 15 YR GOLD B7- 3619 6.00% 12/1/13 846,540 851,021 		 GNMA II 002359M 7.00% 1/20/27 910,895 947,426 		 GNMA I 392442X 8.00% 7/15/24 50,670 52,492 		 GNMA I 403923X 8.00% 7/15/24 295,388 306,012 		 GNMA I 414564X 7.50% 8/15/25 277,687 285,201 		 GNMA I 416123X 7.50% 1/15/26 306,635 322,467 		 GNMA I 317516X 8.50% 2/15/22 123,789 127,328 		 GNMA I 317696X 8.50% 2/15/22 149,732 154,011 		 GNMA I 336918X 8.50% 12/15/22 219,921 226,207 		 GNMA I 421739X 7.50% 6/15/26 306,276 323,421 		 GNMA I 424000X 7.50% 9/15/26 246,437 260,232 		 GNMA I NEW 387187X 6.50% 2/15/24 676,157 709,403 		 U.S. TREASURY NOTES 7.88% 11/15/04 4,967,266 4,967,419 											 ----------- ----------- 	 Subtotal government obligations: $26,775,526 $27,290,606 											 ----------- ----------- 	 Total Rabobank Nederland SIC Assets: $44,504,608 $45,803,314 											 ----------- ----------- 	 Non-government obligations: 		 ABN AMRO BK SUB NT 7.13% 6/18/07 517,915 542,886 		 ALLTEL CORP DEB 6.75% 9/15/05 698,006 737,803 		 AMERITECH CAP 6.15% 1/15/08 499,180 540,979 		 AMLT 98-1 AG 6.43% 3/25/28 1,797,398 1,823,145 		 AMRES 96-5 A6 6.93% 6/25/25 606,750 611,893 		 ARISTAR INC SR NT 6.30% 7/15/00 980,950 1,038,200 		 BANC ONE CORP 7.60% 5/1/07 1,063,880 1,131,287 		 BANKBOSTON CORP 7.00% 9/15/07 1,019,990 1,065,991 		 BAXTER INTERNATIONAL INC 9.50% 6/15/08 1,222,290 1,269,282 		 BHP FINANCE USA 5.63% 11/1/00 956,850 1,010,705 		 BK OF NY 7.78% 12/1/26 771,975 821,980 		 BOEING CO DEB 8.75% 8/15/21 1,136,010 1,306,136 		 CITIZENS UTILITY DEB 7.00% 11/1/25 933,110 1,103,057 		 COX COMMUNICATION NEW NT 6.38% 6/15/00 497,455 507,512 		 CSFB 98-C1 A 1B 6.48% 5/17/08 913,922 934,461 		 DAIMLER BENZ NO AMER MTN 7.38% 9/15/06 1,021,770 1,130,525 		 ELI LILLY & CO NT 7.13% 6/1/25 933,470 1,148,248 		 GMAC 9.38% 4/1/00 1,062,750 1,069,608 		 GOLDMAN SACHS GR LP 6.38% 6/15/00 490,370 504,747 		 GTE CALIFORNIA DEB 6.70% 9/1/09 981,140 1,115,333 		 HERTZ CORP 6.63% 5/15/08 1,992,560 2,084,751 		 HOUSTON LTG & PWR 9.15% 3/15/21 1,141,340 1,323,172 		 LEHMAN BROS BLDGS MTN 9.17% 2/28/02 1,095,240 1,109,092 		 LIBERTY MUTUAL INS 8.20% 5/4/07 1,072,600 1,133,703 		 LUCENT TECHNOLOGIES, INC. 5.50% 11/15/08 572,482 584,248 		 MATTEL INC NT 6.75% 5/15/00 1,172,603 1,202,489 		 MERRILL LYNCH NOTES 6.25% 10/15/08 971,340 1,034,204 		 MIDLAND BANK PLC 7.63% 6/15/06 267,690 277,202 		 NATIONWIDE MUTUAL LIFE 7.50% 2/15/24 935,820 1,007,293 		 PDVSA FINANCE 144A 6.80% 11/15/08 997,879 898,359 		 PENNEY JC & CO NT 7.60% 4/1/07 996,390 1,110,670 		 PHILIP MORRIS COS INC 7.25% 9/15/01 798,080 848,190 		 PUB SVE ELEC & GAS CO FMG 6.25% 1/1/07 984,740 1,068,610 		 SALOMON SMITH BARNEY 6.88% 6/15/05 1,029,910 1,046,996 		 SANTANDER FIN ISSUE LTD 6.38% 2/15/11 944,230 1,000,413 		 THE GAP INC NOTES 6.90% 9/15/07 1,036,510 1,118,687 		 ZURICH REINS CENTRE BLDG 7.13% 10/15/23 989,667 1,120,614 											 ----------- ----------- 	 Subtotal non-government obligations: $35,104,262 $37,382,471 											 ----------- ----------- 	 Government obligations: 		 FNMA 5.25% 1/15/03 5,877,646 6,182,630 		 FEDERAL HOME LOAN BANKS 7.31% 6/16/04 2,137,734 2,201,412 		 FEDERAL HOME LOAN BANKS 7.56% 2/27/02 1,930,500 1,978,169 		 FNMA - SM-2005-C 6.35% 6/10/05 811,568 797,598 		 FHLM 6.00% 8/15/07 964,375 1,004,380 		 FJLMC GOLD C1-9469 6.00% 12/1/28 2,997,806 3,008,214 		 FNMA MTN 6.79% 6/2/04 2,501,813 2,587,847 		 GNMA 225774X 9.50% 10/15/17 7,709 7,795 		 GNMA 184544X 9.50% 12/15/16 23,668 23,959 		 GNMA 293344X 9.50% 11/15/20 18,198 18,368 		 GNMA 299157X 9.50% 11/15/20 23,369 23,587 		 GNMA 149980X 10.00% 7/15/16 23,460 23,903 		 GNMA 152051X 10.00% 7/15/16 22,068 22,485 		 GNMA 152601X 10.00% 3/15/16 1,983 2,020 		 GNMA 153604X 10.00% 3/15/16 57,677 58,766 		 GNMA 156268X 10.00% 5/15/16 8,316 8,473 		 GNMA 156464X 10.00% 9/15/16 259,351 264,251 		 GNMA 158223X 10.00% 4/15/16 70,372 71,702 		 GNMA 164608X 10.00% 9/15/16 11,864 12,088 		 GNMA 166275X 10.00% 6/15/16 34,081 34,725 		 GNMA 166276X 10.00% 5/15/16 61,381 62,541 		 GNMA 174601X 10.00% 8/15/16 58,111 59,209 		 GNMA 206492X 10.00% 12/15/17 343,706 350,200 		 GNMA 234666X 10.00% 11/15/17 612,913 624,493 		 GNMA 255692X 10.00% 4/15/18 5,123 5,216 		 GNMA 285106X 10.00% 4/15/20 617,854 628,105 		 GNMA 780081X 10.00% 2/15/25 218,860 222,292 		 GNMA 780531X 8.00% 3/15/12 694,904 696,330 		 GNMA II 002359M 7.00% 1/20/27 1,012,658 1,053,270 		 GNMA II 002433M 8.00% 5/20/27 628,404 641,529 		 GNMA 344570X 6.00% 12/15/23 190,234 201,364 		 GNMA 354710X 6.00% 12/15/23 222,878 235,918 		 GNMA 357966X 6.00% 12/15/23 281,098 297,545 		 GNMA 359638X 6.00% 12/15/23 183,326 194,052 		 GNMA 359978X 6.00% 1/15/24 94,884 100,436 		 GNMA 372951X 6.00% 1/15/24 173,121 183,250 		 GNMA 375103X 6.00% 4/15/24 185,346 196,191 		 GNMA 381437X 6.00% 1/15/24 196,458 207,952 		 GNMA 405597X 8.00% 3/15/26 41,574 43,032 		 GNMA 314529X 6.00% 1/15/24 308,593 326,648 		 GNMA 780006X 8.50% 11/15/24 261,068 267,595 		 GNMA 780162X 8.50% 6/15/25 348,970 356,339 		 GNMA 267832X 9.50% 11/15/17 381,939 385,513 		 GNMA I 344710X 8.50% 2/15/23 24,172 24,777 		 GNMA I 349384X 7.50% 6/15/23 59,808 61,445 		 GNMA I 353245X 8.50% 4/15/23 23,613 24,203 		 GNMA I 354361X 7.50% 4/15/23 69,490 71,392 		 GNMA I 365444X 7.50% 9/15/25 30,596 31,424 		 GNMA I 366144X 8.00% 7/15/25 254,934 258,277 		 GNMA I 372172X 9.00% 11/15/24 12,149 12,368 		 GNMA I 387064X 8.00% 7/15/25 422,997 428,544 		 GNMA I 390328X 8.50% 2/15/25 70,609 72,100 		 GNMA I 390625X 9.00% 6/15/24 30,588 31,140 		 GNMA I 390628X 9.00% 7/15/24 30,925 31,483 		 GNMA I 391605X 8.00% 5/15/24 376,133 389,663 		 GNMA I 393816X 7.50% 7/15/25 21,963 22,557 		 GNMA I 394224X 8.00% 4/15/25 15,829 16,388 		 GNMA I 394783X 8.00% 7/15/25 8,861 8,977 		 GNMA I 400883X 8.00% 7/15/25 1,069,454 1,083,478 		 GNMA I 402013X 9.00% 12/15/24 81,934 83,412 		 GNMA I 402149X 8.00% 7/15/25 190,357 192,856 		 GNMA I 407187X 8.00% 4/15/25 361,294 374,068 		 GNMA I 408788X 7.00% 8/15/25 995,234 1,034,505 		 GNMA I 409485X 8.00% 7/15/25 120,791 122,375 		 GNMA I 409511X 7.50% 9/15/25 35,527 36,488 		 GNMA I 409912X 8.00% 7/15/25 514,535 521,282 		 GNMA I 409924X 7.00% 8/15/25 958,514 996,336 		 GNMA I 412044X 8.00% 7/15/25 48,316 48,949 		 GNMA I 412478X 7.50% 8/15/25 280,626 295,204 		 GNMA I 413401X 8.00% 7/15/25 107,370 108,778 		 GNMA I 418828X 7.50% 10/15/25 588,736 604,666 		 GNMA I 418836X 7.50% 10/15/25 733,037 752,872 		 GNMA I 419341X 7.50% 12/15/25 201,413 211,875 		 GNMA I 421167X 7.50% 2/15/26 250,502 265,623 		 GNMA I 312859X 8.50% 1/15/22 153,746 158,140 		 GNMA I 318023X 8.50% 5/15/22 191,140 196,603 		 GNMA I 320837X 8.50% 4/15/22 228,737 235,275 		 GNMA I 323079X 8.50% 5/15/22 222,544 228,905 		 GNMA I 339175X 8.50% 1/15/23 21,847 22,394 		 GNMA I 340414X 8.50% 12/15/22 260,751 268,204 		 GNMA I 341924X 8.50% 5/15/23 39,011 39,986 		 GNMA I 342527X 7.50% 2/15/23 23,806 24,457 		 GNMA I 342841X 8.50% 12/15/22 307,326 316,111 		 GNMA I 342846X 9.00% 1/15/23 160,532 163,713 		 GNMA I 780029X 9.00% 11/15/24 368,835 375,488 		 GNMA I 372358X 7.50% 6/15/26 155,012 164,370 		 GNMA I 423558X 7.50% 5/15/26 195,806 207,626 		 GNMA I 423781X 7.50% 5/15/26 193,937 205,644 		 GNMA I 400102X 7.00% 2/15/26 344,238 372,255 		 GNMA I 417290X 7.00% 3/15/26 70,173 75,884 		 GNMA I 421473X 7.00% 6/15/26 407,086 440,218 		 GNMA I 422305X 7.00% 2/15/26 75,622 81,776 		 GNMA I 437983X 7.50% 11/15/26 247,432 253,659 		 GNMA I 429541X 7.50% 10/15/26 126,249 129,426 		 GNMA I 429164X 7.50% 8/15/26 481,837 493,962 		 GNMA I 167450X 9.50% 9/15/19 541,869 546,941 		 GNMA I NEW 347713X 6.50% 1/15/24 198,583 208,348 		 GNMA I NEW 355015X 6.50% 1/15/24 65,292 68,502 		 GNMA I NEW 364488X 6.50% 1/15/24 279,034 292,754 		 GNMA I NEW 366710X 6.50% 2/15/24 901,700 946,036 		 GNMA I NEW 375870X 6.50% 3/15/24 79,469 83,377 		 GNMA I NEW 376894X 6.50% 3/15/24 950,920 997,676 		 GNMA I NEW 387187X 6.50% 2/15/24 358,134 375,743 		 US TREASURY BONDS 7.63% 2/15/25 2,973,586 3,023,732 		 US TREASURY NOTES 6.38% 8/15/02 6,565,969 6,911,421 		 US TREASURY NOTES 7.25% 5/15/04 4,891,078 5,141,195 											 ----------- ----------- 	 Subtotal government obligations: $54,978,569 $56,938,718 											 ----------- ----------- 		 Total Commonwealth Life Insurance Company and 						 Transamerica Life 	 Insurance and Annuity Company SIC Assets (1) $90,082,831 $94,321,189 											 ------------ ------------ 	 Grand total SIC Assets $154,472,809 $160,596,887 											 ------------ ------------ 	 Issuing agent's gain on guarantee of SICs (wrapper) ($2,729,912) 													 ------------ 		 Contract value of SICs $157,866,975 													 ------------ 		 TOTAL ENTERGY STABLE INCOME FUND GICs & SICs $195,236,242 $198,630,408 											 ============ ============ Loans to participants (Bearing interest rates of prime +1% with N/A $28,286,458 					 terms of up to 20 years) ============ ============ Total Assets Held for Investment Purposes $948,681,130 $1,167,144,890 											 ============ ============== (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. 		SAVINGS PLAN OF ENTERGY CORPORATION AND SUDSIDIARIES 		 ITEM 27 (d) - SCHEDULE OF REPORTABLE TRANSACTIONS 		 For the Year Ended December 31, 1998 			 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 * 129 $34,997,701 Entergy ESOP Fund* 5 $105,498,941 Entergy Stable Income Fund * 110 $31,595,958 Selling Transactions: Entergy Corporation Common Stock * 376 $39,571,302 $32,302,319 $7,268,983 Entergy ESOP Fund* 223 $9,877,958 $9,114,717 $763,241 Entergy Stable Income Fund * 143 $42,277,819 $40,645,819 $1,632,000 * 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/ Darrell A. Guidroz 					Darrell A. Guidroz 					Director, HR Compensation 					and Benefits Dated: June 28, 1999 		 CONSENT OF INDEPENDENT ACCOUNTANTS We consent to the incorporation by reference in the registration statement on Form S-8 (File No. 33-54298) of Entergy Corporation of our report dated June 23, 1999, relating to the financial statements and supplemental schedules of the Savings Plan of Entergy Corporation and Subsidiaries, which appears in this Form 11-K. New Orleans, Louisiana June 24, 1999