UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549




FORM U-9C-3


QUARTERLY REPORT PURSUANT TO RULE 58

For the Quarterly Period Ended September 30, 2004


 

 

 

 


ENTERGY CORPORATION
(a Delaware corporation)
639 Loyola Avenue
New Orleans, Louisiana 70113
Telephone (504) 576-4000
__________________________________________________________________
(Name of registered holding company and address of principal executive offices)

ITEM 1 - ORGANIZATION CHART

Name of
reporting
company *

Energy or gas
related
 company


Date of
organization


State of organization

Percentage of voting
securities held



Nature of business
           

Entergy Holdings, LLC (EHLLC)

Energy related business

November 3, 1997

Delaware

100%

Holding company investing in miscellaneous energy related companies.
           

Entergy Thermal, LLC (Entergy Thermal)

Energy related business

January 28, 1999

Delaware

100%

Production, sale, and distribution of thermal energy products.
           

Entergy Power RS LLC
(EPRS)

Energy related business

February 25, 1999

Delaware

100%

Holding company investing in qualifying facilities.
           

RS Cogen, LLC (RS Cogen)

Energy related business

March 25, 1999

Louisiana

50%

Ownership and operation of qualifying facilities.
           

TLG Services, Inc. (TLG)

Energy related business

December 30, 1986

Connecticut

100%

Provide field services for the decommissioning of fossil and nuclear plants.
           

Entergy Solutions Ltd. (ESLTD)

Energy related business

August 30, 2000

Texas

100%

Provide competitive energy service and electric sales.
           
Entergy-Koch Trading, LP (EKTLP) Energy related business January 25, 2001 Delaware 50% Energy marketing and brokering.
           
EWO GP LLC (EWOGP) Energy related business October 30, 2000

Delaware

 100% Holding company investing in energy commodity brokering and related services.
           
EWO Marketing, LP (EWOM) Energy related business October 30, 2000

Delaware

 100% Energy marketing and brokering.
           

ITEM 1 - ORGANIZATION CHART - Continued

Name of
reporting
company *

Energy or gas
related
 company


Date of
organization


State of organization

Percentage of voting
securities held



Nature of business

Entergy Solutions Select Ltd. (ESOLS)

Energy related business

March 2, 2001

Texas

100%

Price-to-Beat retail electric provider.

Entergy Nuclear PFS, Inc. (ENPFS)

Energy related business

February 15, 2002

Delaware

100%

Holding company for investment in Private Fuel Storage, LLC.

Private Fuel Storage LLC (Private Fuel Storage)

Energy related business

February 21, 2002

Delaware

9.9%

Development of a spent nuclear fuel storage facility.

Entergy Solutions Supply Ltd. (ESSLT)

Energy related business

August 30, 2000

Texas

100%

Provider of wholesale energy and energy supply acquisition services to Entergy retail electric providers.

Entergy Nuclear Environmental Services, LLC
(ENES)

Energy related business

December 10, 2002

Delaware

100%

Formed to provide environmental remediation services for nuclear facilities.

SOURCEONE, INC.
(SOURCEONE)

Energy related business

February 16, 2000

Delaware

Non-voting securities only

Energy management services and energy commodity marketing services.

EnerSea Transport, LLC
(EnerSea)

Energy related business

March 14, 2001

Texas

~ 1%

Compressed natural gas marine transportation and storage system. Ownership interest transferred August 19, 2004

Entergy Solutions District GP, LLC
(ESDGPL)

Energy related business

February 19, 1997

Delaware

100%

General partner of ESDCL.

ITEM 1 - ORGANIZATION CHART - Concluded

Name of
reporting
company *

Energy or gas
related company


Date of
organization


State of organization

Percentage of voting
securities held



Nature of business

Entergy Nuclear Services, LLC (ENSL)

Energy related business

June 30, 2004

Delaware

100%

Formed to provide management and operations services for nuclear reactors and environmental remediation services for nuclear facilities (directly or indirectly through project entities).

Entergy Nuclear Operation Services, LLC
(ENOS)
(new)

Energy related business

July 2, 2004

Delaware

100%

Formed to provide management and operation services for a nuclear reactor.

Entergy Solutions District Cooling, LP
(ESDCL)

Energy related business

December 19, 1997

Delaware

100%

Management/servicing of thermal energy and related facilities; production, sale, and distribution of thermal energy products.

* The system companies that directly or indirectly hold securities of each reporting company are set forth in Exhibit 1 to Entergy Corporation's Rule 24 Certificate for the three month period ended September 30, 2004, filed in File No. 70-9123.

EHLLC Activities
During the quarterly period ended September 30, 2004, EHLLC acted as a holding company engaged in investment in energy related companies consistent with Rule 58.

Entergy Thermal Activities
During the quarterly period ended September 30, 2004, Entergy Thermal owned and operated a district cooling and heating system in New Orleans, Louisiana.

EPRS Activities
During the quarterly period ended September 30, 2004, EPRS engaged in the ownership of a 50% interest in RS Cogen.

RS Cogen Activities
During the quarterly period ended September 30, 2004, RS Cogen owned and operated a 425 MW cogeneration facility in Louisiana, constituting a QF under PURPA.

TLG Activities
During the quarterly period ended September 30, 2004, TLG provided cost estimates and field services for the decommissioning of fossil and nuclear plants as well as technical expertise related to environmental testing and remediation.

ESLTD Activities
During the quarterly period ended September 30, 2004, ESLTD was engaged in the sale of power to Texas retail customers.

EKTLP Activities
During the quarterly period ended September 30, 2004, EKTLP engaged in the business of brokering and marketing of energy commodities, including but not limited to electricity, natural or manufactured gas, and other combustible fuels. These services were provided to electric utilities, power marketers, electric and municipal cooperatives, and various other customers.

EWOGP Activities
During the quarterly period ended September 30, 2004, EWOGP acted as a holding company for investing in energy commodity brokering and related services.

EWOM Activities
During the quarterly period ended September 30, 2004, EWOM engaged in the business of marketing the power produced by electric generation assets of affiliates and third-party customers as well as fulfilling the electric energy needs of third-party customers under long-term contracts. The third-party customers are principally electric utilities and municipal cooperatives.

ESOLS Activities
During the quarterly period ended September 30, 2004, ESOLS was in its formative stage. ESOLS was formed for the purpose of providing price-to-beat energy service and electric sales. In July 2004, however, the Public Utility Commission of Texas ordered an indefinite delay in retail open access in the service territory in which ESOLS would provide service.

ENPFS Activities
During the quarterly period ended September 30, 2004, ENPFS acted as a holding company for Entergy's 12.9% member interest in Private Fuel Storage (including a 9.9% Class A member interest with voting rights).

Private Fuel Storage Activities
During the quarterly period ended September 30, 2004, Private Fuel Storage continued efforts relating to obtaining a Nuclear Regulatory Commission license for a proposed spent nuclear fuel storage facility.

ESSLT Activities
During the quarterly period ended September 30, 2004, ESSLT provided energy supply acquisition services to Entergy retail electric providers.

ENES Activities
During the quarterly period ended September 30, 2004, ENES was in its formative stage and in the future intends to provide environmental remediation services for nuclear facilities. Effective August 20, 2004, Entergy Nuclear, Inc. contributed 100% of its membership in ENES to ENSL.

SOURCEONE Activities
During the quarterly period ended September 30, 2004, SOURCEONE provided energy management services and energy commodity marketing services.

EnerSea Activities
During the quarterly period ended September 30, 2004, EnerSea marketed a compressed natural gas marine transportation and storage system called VOTRANS (Volume-Optimized Transport System). VOTRANS is an ocean-going gas delivery service system comprised of large diameter pipes contained within insulated structures integrated onto specially designed and constructed ships. Effective August19, 2004, the ownership interest in EnerSea was transferred to Entergy Koch, LP.

ESDCL Activities
During the quarterly period ended September 30, 2004, ESDCL owned and operated a district cooling system and provided management, operations, and maintenance services for other thermal energy and related systems.

ESDGPL Activities
During the quarterly period ended September 30, 2001, ESDGPL was the general partner of ESDCL.

ENSL Activities
During the quarterly period ended September 30, 2004, ENSL was in its formative stage and in the future intends to provide management and operations services for nuclear reactors and environmental remediation services for nuclear facilities (directly or indirectly through one or more project entities). Effective August 20, 2004, Entergy Nuclear, Inc. contributed 100% of its membership in ENES to ENSL.

ENOS Activities
During the quarterly period ended September 30, 2004, ENOSL was in its formative stage with the intention of providing management and operation services for a nuclear reactor.

ITEM 2 - ISSUANCES AND RENEWALS OF SECURITIES AND CAPITAL CONTRIBUTIONS

 


Company
issuing security

Type of security
issued

Principal amount of security


Issue or renewal


Cost of
capital

Person to whom security was issued

Collateral given with security

Consideration received for each security

EWOM

Promissory Note

Not to exceed
$35,000,0001

Issue

3.78%

Entergy Corporation (ETR)

N/A

The full principal amount of each advance ($23,797,105 is the maximum aggregate principal amount that has been outstanding as of September 30, 2004)

ENOS

Member Interest

N/A

Issue

N/A

ENSL

N/A

$1,000 to be paid

 

Company contributing capital

Company receiving capital

Amount of capital contribution

Entergy Retail Holding Company
(ERHC)

ESLTD

$ 3,564,000
     

ERHC

ESSLT

$ 11,385,000
     

ERHC

ESOLS

$ 1,782,000

 

    

Entergy Select (ESELE)

ESOLS

$ 18,000
     

Entergy Retail Texas, Inc.
(ERTI)

ESSLT

$ 115,000
     

ERTI

ESLTD

$ 36,000
     

ERTI

ESSLT

$ 115,000
     

EWOGP

EWOM

$ 4,543
     

EWO Marketing Holding, LLC (EWOMH)

EWOM

$ 469,525

 

_______________________
1.    This note was issued on February 16, 2004 pursuant to an Amendment of a 3/24/03 Intercompany Credit Agreement between Entergy and EWOM ("Original Agreement"). The Original Agreement and related note, as previously amended, provided for borrowings up to an aggregate principal amount of $10,000,000. Pursuant to the Amendment and the new note, the aggregate principal amount of borrowings is now capped at $35,000,000. The Original Credit Agreement and related note, as previously amended, and the note identified above, were inadvertently omitted from earlier reports.

 

 

ITEM 3 - ASSOCIATE TRANSACTIONS

 

Part I - Transactions Performed by Reporting Companies on Behalf of Associate Companies

Reporting company rendering services

Associate company receiving services


Types of services rendered



Direct costs charged


Indirect
costs charged



Cost of
capital



Total amount billed
             

EPRS

RS Cogen

Management, administrative, tax, and accounting services

$ 68,1122

$ -0-

N/A

$ 68,1122
             

EKTLP

EWOM

Energy commodity marketing services

$ 435,376

$ -0-

N/A

$ 435,376
             

EKTLP

EWOM

Professional services and back office support

$ 175,713

$ -0-

N/A

$ 175,713
             

ESSLT

ESLTD

Energy supply acquisition services

$ 1,829,497

$ -0-

N/A

$ 1,829,497

ESSLT

ESOLS

Same as above

$ 7,394

$ -0-

N/A

$ 7,394
             

EKTLP

Entergy-Koch Trading Ltd. (UK)

Professional services and back office support

$ 31,561

$ -0-

N/A

$ 31,561
             

EKTLP

Entergy-Koch Trading Ltd. (Canada)

Same as above

$ 71,448

$ -0-

N/A

$ 71,448
             

EKTLP

Entergy-Koch Trading Ltd. (Canada)

Energy commodity marketing services

$ 36,913

$ -0-

N/A

$ 36,913
             

____________________
2. These services were provided on a basis other than "at cost," pursuant to the Commission's December 20, 2002 order (HCAR No. 27626).

Part I - Transactions Performed by Reporting Companies on Behalf of Associate Companies-Continued

Reporting company rendering services

Associate company receiving services


Types of
 services
 rendered



Direct costs charged



Indirect costs charged



Cost of
capital



Total amount
billed
             

EWOM

Entergy Power, Inc.

Energy commodity marketing services

$ 205,884

$ -0-

N/A

$205,884
             

EWOM

Warren Power, LLC

Same as above

$ 205,884

$ -0-

N/A

$205,884
             

Part II - Transactions Performed by Associate Companies on Behalf of Reporting Companies

 

Associate company rendering services

Reporting company receiving services


Types of
services
rendered



Direct costs charged


Indirect
costs
charged



Cost of
capital



Total amount billed

 

 

 

 

 

 

 

Entergy Enterprises, Inc.
(EEI)

EWOM

Professional services and back office support

$ 307,102

$ -0-

N/A

$ 307,102

 

 

 

 

 

 

 

EEI

EKTLP

Same as above

$ 51,200

$ -0-

N/A

$ 51,200

 

 

 

 

 

 

 

EEI

EHLLC

Same as above

$ 12,964

$ -0-

N/A

$ 12,964

 

 

 

 

 

 

 

EEI

Entergy Thermal

Same as above

$ 261,586

$ -0-

N/A

$ 261,586

 

 

 

 

 

 

 

EEI

ESLTD

Same as above

$ 998,734

$ -0-

N/A

$ 998,734

 

 

 

 

 

 

 

EEI

ESOLS

Same as above

$ 113,140

$ -0-

N/A

$ 113,140

 

 

 

 

 

 

 

EEI

TLG

Same as above

$ 83,315

$ -0-

N/A

$ 85,315

 

 

 

 

 

 

 

EEI

ESSLT

Same as above

$ 2,383

$ -0-

N/A

$ 2,383

 

 

 

 

 

 

 

EEI

ESDCL

Same as above

$ 126,852

$ -0-

N/A

$ 126,852

 

 

 

 

 

 

 

EEI

EPRS

Same as above

$ 76,021

$ -0-

N/A

$ 76,021

 

 

 

 

 

 

 

Part II - Transactions Performed by Associate Companies on Behalf of Reporting Companies-Concluded

Associate
company
rendering
services

Reporting company receiving services


Types of
services
rendered



Direct costs charged


Indirect
costs
charged



Cost of
capital



Total amount billed

 

 

 

 

 

 

 

Entergy Solutions Management Services LLC (ESLMS)

ESLTD

Same as above

$ 2,639,360

$ -0-

N/A

$ 2,639,360

 

 

 

 

 

 

 

ESLMS

ESOLS

Same as above

$ 30,315

$ -0-

N/A

$ 30,315

 

 

 

 

 

 

 

ESLMS

Entergy Thermal

Same as above

$ 10,193

$ -0-

N/A

$ 10,193

 

 

 

 

 

 

 

Entergy-Koch LP

EKTLP

Same as above

$ 1,038,793

$ -0-

N/A

$1,038,793

 

 

 

 

 

 

ENI

TLG

O&M Services relating to decommissioning of nuclear electric generating facilities

$ 96,349

$ -0-

N/A

$ 96,349

 

 

 

 

 

 

 

Entergy Nuclear Operations, Inc.

TLG

Same as above

 

$ 185,245

 

$ -0-

N/A

 

$ 185,245

 

ITEM 4 - SUMMARY OF AGGREGATE INVESTMENT

 

 

 

Investments in energy-related companies:

 

 

  Total consolidated capitalization as of September 30, 2004

$17,244,609,000

Line 1

  Total capitalization multiplied by 15% (line 1 multiplied by 0.15)

2,586,691,350

Line 2

  Greater of $50 million or line 2

2,586,691,350

Line 3

 

 

 

  Total current aggregate investment:

 

 

    Energy management services (SOURCEONE)

1,496,083

 

    Energy marketing and brokering (ESLTD, EKTLP, EWOGPL,
     EWOM, ESOLS, and ESSLT)

703,411,014

 

    Energy related technical and similar services (EHLLC, Entergy Thermal,
     TLG, ENES, ESDCL, ENOS, ENSL and ESDGP)

82,800,743

 

    Development and ownership of QFs (RS Cogen and EWOM)

215,159,584

 

    Ownership, operation, and servicing of fuel procurement, transportation,
     handling, and storage facilities (ENPFS and Private Fuel Storage)

1,353,000

 

        Total current aggregate investment

1,004,220,424

Line 4

 

 

 

Difference between the greater of $50 million or 15% of capitalization and the total aggregate investment of the registered holding company system (line 3 less line 4)



$1,582,470,926



Line 5

ITEM 5 - OTHER INVESTMENTS

Major line of energy-related business

Other investment in last U-9C-3 report

Other investment in this U-9C-3 report

Reason for difference in other investment

 

 

 

 

N/A

-0-

-0-

N/A

 

ITEM 6 - FINANCIAL STATEMENTS AND EXHIBITS

  1. Financial Statements

Filed under confidential treatment pursuant to Rule 104(b).

B. Exhibits

    1. Certificate of filing of Form U-9C-3 for the 2nd Quarter of 2004 with interested state commissions and municipal regulator.

 

 

SIGNATURE

 

Pursuant to the requirements of the Public Utility Holding Company Act of 1935, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

Entergy Corporation

 

 

 

By: /s/ Nathan E. Langston
Nathan E. Langston
Senior Vice President and Chief Accounting Officer

 

 

 

 

Dated: November 19, 2004