Item 2.	Properties
	Information regarding the registrant's properties is included in Part I. Item 1. - Business under the sections titled "Property and Other Generation Resources" in this report.
Item 3.
Item 3.	Legal Proceedings
	Details of the registrant's material environmental regulation and proceedings and other regulatory proceedings and litigation that are pending or those terminated in the fourth quarter of 2006 are discussed in Part I. Item 1. - Business under the sections titled "Retail Rate Regulation", "Environmental Regulation", and "Litigation" in this report.
Item 4.
Item 4.	Submission of Matters to a Vote of Security Holders
	During the fourth quarter of 2006, no matters were submitted to a vote of the security holders of Entergy Corporation, Entergy Arkansas, Entergy Gulf States, Entergy Louisiana, Entergy Mississippi, Entergy New Orleans, and System Energy.
DIRECTORS AND EXECUTIVE OFFICERS OF ENTERGY CORPORATION
Directors
	Information required by this item concerning directors of Entergy Corporation is set forth under the heading "Item 1 - -Election of Directors" contained in the Proxy Statement of Entergy Corporation, (the "Proxy Statement"), to be filed in connection with its Annual Meeting of Stockholders to be held May 4, 2007 ("Annual Meeting"), and is incorporated herein by reference. Information required by this item concerning officers and directors of the remaining registrants is reported in Part III of this document.
Executive Officers
Name
Age
Position
Period
J. Wayne Leonard (a)
Chairman of the Board of Entergy Corporation
2006-Present
Chief Executive Officer and Director of Entergy Corporation
1999-Present
Richard J. Smith (a)
Group President, Utility Operations of Entergy Corporation,
Entergy Arkansas, Entergy Gulf States, Entergy Louisiana,
Entergy Mississippi, and Entergy New Orleans
2001-Present
Director of Entergy Arkansas, Entergy Gulf States, Entergy
Louisiana and Entergy Mississippi
2001-Present
Director of Entergy New Orleans
2001-2005
Leo P. Denault (a)
Executive Vice President and Chief Financial Officer of
Entergy Corporation
2004-Present
Director of Entergy Arkansas, Entergy Gulf States, Entergy
Louisiana, Entergy Mississippi and System Energy
2004-Present
Director of Entergy New Orleans
2004-2005
Vice President , Corporate Development and Strategic
Planning of Entergy Services, Inc.
1999-2004
Curtis L. Hebert, Jr. (a)
Executive Vice President, External Affairs of Entergy
Corporation
2001-Present
Mark T. Savoff (a)
Executive Vice President, Operations of Entergy
Corporation
2004-Present
Director of Entergy Arkansas, Entergy Gulf States, Entergy
Louisiana and Entergy Mississippi
2004-Present
Director of Entergy New Orleans
2004-2005
Executive Vice President of Entergy Services, Inc.
2003-Present
President, General Electric Power Systems - GE Nuclear
Energy, San Jose, CA
2000-2003
Robert D. Sloan (a)
Executive Vice President, General Counsel and Secretary
of Entergy Corporation, Entergy Arkansas, Entergy
Gulf States, Entergy Louisiana, Entergy Mississippi,
Entergy New Orleans, and System Energy
2004-Present
Senior Vice President, General Counsel and Secretary of
Entergy Corporation, Entergy Arkansas, Entergy Gulf
States, Entergy Louisiana, Entergy Mississippi, and
Entergy New Orleans
2003-2004
Vice President, General Counsel of GE Industrial Systems,
Plainville, CT
1998-2003
Gary J. Taylor (a)
Executive Vice President and Chief Nuclear Officer of
Entergy Corporation
2004-Present
Director, President and Chief Executive Officer of System
Energy
2003-Present
Senior Vice President and Chief Operating Officer of
Entergy Operations, Inc.
2000-2003
Nathan E. Langston (a)
Senior Vice President and Chief Accounting Officer of
Entergy Corporation, Entergy Arkansas, Entergy Gulf
States, Entergy Louisiana, Entergy Mississippi, Entergy
New Orleans, and System Energy
2001-Present
William E. Madison (a)
Senior Vice President - Human Resources and
Administration of Entergy Corporation
2002-Present
Senior Vice President - Human Resources and
Administration of Entergy Arkansas, Entergy Gulf States,
Entergy Louisiana, Entergy Mississippi, and Entergy New
Orleans
2001-Present
(a)
In addition, this officer is an executive officer and/or director of various other wholly owned subsidiaries of Entergy Corporation and its operating companies.
	Each officer of Entergy Corporation is elected yearly by the Board of Directors.
PART II
Item 5.
Item 5.	Market for Registrants' Common Equity and Related Stockholder Matters
Entergy Corporation
	The shares of Entergy Corporation's common stock are listed on the New York Stock and Chicago Stock Exchanges under the ticker symbol ETR.
	Entergy Corporation's stock price as of February 28, 2007 was $98.75. The high and low prices of Entergy Corporation's common stock for each quarterly period in 2006 and 2005 were as follows:
	Consecutive quarterly cash dividends on common stock were paid to stockholders of Entergy Corporation in 2006 and 2005. Quarterly dividends of $0.54 per share were paid in 2006 and 2005.
	As of February 28, 2007, there were 46,102 stockholders of record of Entergy Corporation.
Unregistered Sales of Equity Securities and Use of Proceeds
Issuer Purchases of Equity Securities (1)
Period
Total Number of
Shares Purchased
Average Price Paid
per Share
Total Number of
Shares Purchased as Part of a Publicly
Announced Plan
Maximum $ Amount
of Shares that May
Yet be Purchased Under a Plan (2)
10/01/2006-10/31/2006
2,130,500
$83.00
2,130,500
$258,292,682
11/01/2006-11/30/2006
2,620,500
$88.38
2,620,500
$50,515,220
12/01/2006-12/31/2006
1,921,000
$91.43
1,921,000
$-
Total
6,672,000
$87.54
6,672,000
In accordance with Entergy's stock-based compensation plan, Entergy periodically grants stock options to key employees, which may be exercised to obtain shares of Entergy's common stock. According to the plan, these shares can be newly issued shares, treasury stock, or shares purchased on the open market. Entergy's management has been authorized by the Board to repurchase on the open market shares up to an amount sufficient to fund the exercise of grants under the plans. In addition to this authority, the Board approved a program under which Entergy was authorized to repurchase up to $1.5 billion of its common stock through 2006. Entergy completed the $1.5 billion program in the fourth quarter 2006. In 2006, Entergy repurchased 6,672,000 shares of common stock under both programs for a total purchase price of $584 million.
Maximum amount of shares that may yet be repurchased relates only to the $1.5 billion plan and does not include an estimate of the amount of shares that may be purchased to fund the exercise of grants under the stock-based compensation plans.
	On January 29, 2007, the Board approved a new repurchase program under which Entergy is authorized to repurchase up to $1.5 billion of its common stock, which Entergy expects to complete over the next two years.
	
Comparison of Five-Year Cumulative Return
	The following graph compares the performance of the common stock of Entergy Corporation to the S&P 500 index and the Philadelphia Utility Index (each of which includes Entergy Corporation) for the last five years.
(1)
Assumes $100 invested at the closing price on December 31, 2001 in Entergy Corporation common stock, the S&P 500, and the Philadelphia Utility Index, and reinvestment of all dividends.
(2)
Cumulative total returns calculated from the S&P 500 Index and Philadelphia Utility Index maintained by Standard & Poor's Corporation. In previous years, Entergy has used the S&P Utility Index for comparison purposes. However, over the past several years the membership in that index has decreased significantly. The Philadelphia Utility Index membership, which also includes Entergy, has remained relatively consistent. Therefore, Entergy now utilizes the Philadelphia Utility Index for peer comparison purposes. As shown in the performance graph, Entergy's total return over the relevant period was 171%, and the total return of the Philadelphia Utility Index was 80%. If the S&P Electric Utilities Index was used, its total return would have been 91%.
Entergy Corporation, Entergy Arkansas, Entergy Gulf States, Entergy Louisiana, Entergy Mississippi, Entergy New Orleans, and System Energy
	There is no market for the common stock of Entergy Corporation's wholly owned subsidiaries. Cash dividends on common stock paid by the Registrant Subsidiaries to Entergy Corporation during 2006 and 2005, were as follows:
	Information with respect to restrictions that limit the ability of the Registrant Subsidiaries to pay dividends is presented in Note 7 to the financial statements.
Item 6.
Item 6.	Selected Financial Data
	Refer to "SELECTED FINANCIAL DATA - FIVE-YEAR COMPARISON OF ENTERGY CORPORATION AND SUBSIDIARIES, ENTERGY ARKANSAS, INC., ENTERGY GULF STATES, INC., ENTERGY LOUISIANA, LLC, ENTERGY MISSISSIPPI, INC., ENTERGY NEW ORLEANS, INC., and SYSTEM ENERGY RESOURCES, INC." which follow each company's financial statements in this report, for information with respect to selected financial data and certain operating statistics.
Item 7.
Item 7.	Management's Discussion and Analysis of Financial Condition and Results of Operations
	Refer to "MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS OF ENTERGY CORPORATION AND SUBSIDIARIES, ENTERGY ARKANSAS, INC., ENTERGY GULF STATES, INC., ENTERGY LOUISIANA, LLC, ENTERGY MISSISSIPPI, INC., ENTERGY NEW ORLEANS, INC., and SYSTEM ENERGY RESOURCES, INC."
Item 7A.
Item 7A.	Quantitative and Qualitative Disclosures About Market Risk
	Refer to "MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS - Significant Factors and Known Trends - Market and Credit Risk Sensitive Instruments OF ENTERGY CORPORATION AND SUBSIDIARIES, ENTERGY ARKANSAS, INC., ENTERGY GULF STATES, INC., ENTERGY LOUISIANA, LLC, ENTERGY MISSISSIPPI, INC., ENTERGY NEW ORLEANS, INC., and SYSTEM ENERGY RESOURCES, INC."
Item 8.
Item 8.	Financial Statements and Supplementary Data
	Refer to "TABLE OF CONTENTS - Entergy Corporation, Entergy Arkansas, Inc., Entergy Gulf States, Inc., Entergy Louisiana, LLC, Entergy Mississippi, Inc., Entergy New Orleans, Inc., and System Energy Resources, Inc."
Item 9.
Item 9.	Changes In and Disagreements With Accountants On Accounting and Financial Disclosure.
	No event that would be described in response to this item has occurred with respect to Entergy Corporation, Entergy Arkansas, Entergy Gulf States, Entergy Louisiana, Entergy Mississippi, Entergy New Orleans, or System Energy.
Item 9A.
Item 9A.	Controls and Procedures
Disclosure Controls and Procedures
	As of December 31, 2006, evaluations were performed under the supervision and with the participation of Entergy Corporation, Entergy Arkansas, Entergy Gulf States, Entergy Louisiana, Entergy Mississippi, Entergy New Orleans, and System Energy (individually "Registrant" and collectively the "Registrants") management, including their respective Chief Executive Officers (CEO) and Chief Financial Officers (CFO). The evaluations assessed the effectiveness of the Registrants' disclosure controls and procedures. Based on the evaluations, each CEO and CFO has concluded that, as to the Registrant or Registrants for which they serve as CEO or CFO, the Registrant's or Registrants' disclosure controls and procedures are effective to ensure that information required to be disclosed by each Registrant in reports that it files or submits under the Securities Exchange Act of 1934 is recorded, processed, summarized and reported within the time periods specified in Securities and Exchange Commission rules and forms; and that the Registrant's or Registrants' disclosure controls and procedures are also effective in reasonably assuring that such information is accumulated and communicated to the Registrant's or Registrants' management, including their respective CEO and CFO, as appropriate to allow timely decisions regarding required disclosure.
Internal Control over Financial Reporting
	The managements of Entergy Corporation, Entergy Arkansas, Entergy Gulf States, Entergy Louisiana, Entergy Mississippi, Entergy New Orleans, and System Energy (individually "Registrant" and collectively the "Registrants") are responsible for establishing and maintaining adequate internal control over financial reporting for the Registrants. Each Registrant's internal control system is designed to provide reasonable assurance regarding the preparation and fair presentation of each Registrant's financial statements presented in accordance with generally accepted accounting principles.
	All internal control systems, no matter how well designed, have inherent limitations. Therefore, even those systems determined to be effective can provide only reasonable assurance with respect to financial statement preparation and presentation.
	Each Registrant's management assessed the effectiveness of each Registrant's internal control over financial reporting as of December 31, 2006. In making this assessment, each management used the criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission (COSO) in Internal Control - Integrated Framework.
	Based on each management's assessment and the criteria set forth by COSO, each Registrant's management believes that each Registrant maintained effective internal control over financial reporting as of December 31, 2006.
	The Registrants' registered public accounting firm has issued an attestation report on each management's assessment of each Registrant's internal control over financial reporting.
Attestation Report of Registered Public Accounting Firm
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the Board of Directors and Shareholders
Entergy Corporation and Subsidiaries
We have audited management's assessment, included in the accompanying Controls and Procedures - Internal Control over Financial Reporting, that Entergy Corporation and Subsidiaries (the "Corporation") maintained effective internal control over financial reporting as of December 31, 2006, based on criteria established in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission. The Corporation's management is responsible for maintaining effective internal control over financial reporting and for their assessment of the effectiveness of internal control over financial reporting. Our responsibility is to express an opinion on management's assessment and an opinion on the effectiveness of the Corporation's internal control over financial reporting based on our audit.
We conducted our audit in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects. Our audit included obtaining an understanding of internal control over financial reporting, evaluating management's assessment, testing and evaluating the design and operating effectiveness of internal control, and performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinions.
A company's internal control over financial reporting is a process designed by, or under the supervision of, the company's principal executive and principal financial officers, or persons performing similar functions, and effected by the company's board of directors, management, and other personnel to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company's internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company's assets that could have a material effect on the financial statements.
Because of the inherent limitations of internal control over financial reporting, including the possibility of collusion or improper management override of controls, material misstatements due to error or fraud may not be prevented or detected on a timely basis. Also, projections of any evaluation of the effectiveness of the internal control over financial reporting to future periods are subject to the risk that the controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
In our opinion, management's assessment that the Corporation maintained effective internal control over financial reporting as of December 31, 2006, is fairly stated, in all material respects, based on the criteria established in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission. Also in our opinion, the Corporation maintained, in all material respects, effective internal control over financial reporting as of December 31, 2006, based on the criteria established in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission.
We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States), the consolidated financial statements as of and for the year ended December 31, 2006 of the Corporation and our report dated February 26, 2007 expressed an unqualified opinion on those financial statements and included an explanatory paragraph regarding their change in the method of accounting for defined benefit pension and other postretirement plans.
DELOITTE & TOUCHE LLP
New Orleans, Louisiana
February 26, 2007
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the Board of Directors and Shareholders
Entergy Arkansas, Inc.
We have audited management's assessment, included in the accompanying Controls and Procedures - Internal Control over Financial Reporting, that Entergy Arkansas, Inc. (the "Company") maintained effective internal control over financial reporting as of December 31, 2006, based on criteria established in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission. The Company's management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting. Our responsibility is to express an opinion on management's assessment and an opinion on the effectiveness of the Company's internal control over financial reporting based on our audit.
We conducted our audit in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects. Our audit included obtaining an understanding of internal control over financial reporting, evaluating management's assessment, testing and evaluating the design and operating effectiveness of internal control, and performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinions.
A company's internal control over financial reporting is a process designed by, or under the supervision of, the company's principal executive and principal financial officers, or persons performing similar functions, and effected by the company's board of directors, management, and other personnel to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company's internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company's assets that could have a material effect on the financial statements.
Because of the inherent limitations of internal control over financial reporting, including the possibility of collusion or improper management override of controls, material misstatements due to error or fraud may not be prevented or detected on a timely basis. Also, projections of any evaluation of the effectiveness of the internal control over financial reporting to future periods are subject to the risk that the controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
In our opinion, management's assessment that the Company maintained effective internal control over financial reporting as of December 31, 2006, is fairly stated, in all material respects, based on the criteria established in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission. Also in our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2006, based on the criteria established in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission.
We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States), the financial statements as of and for the year ended December 31, 2006 of the Company and our report dated February 26, 2007 expressed an unqualified opinion on those financial statements and included an explanatory paragraph regarding its change in the method of accounting for defined benefit pension and other postretirement plans.
DELOITTE & TOUCHE LLP
New Orleans, Louisiana
February 26, 2007
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the Board of Directors and Shareholders
Entergy Gulf States, Inc.
We have audited management's assessment, included in the accompanying Controls and Procedures - Internal Control over Financial Reporting, that Entergy Gulf States, Inc. (the "Company") maintained effective internal control over financial reporting as of December 31, 2006, based on criteria established in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission. The Company's management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting. Our responsibility is to express an opinion on management's assessment and an opinion on the effectiveness of the Company's internal control over financial reporting based on our audit.
We conducted our audit in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects. Our audit included obtaining an understanding of internal control over financial reporting, evaluating management's assessment, testing and evaluating the design and operating effectiveness of internal control, and performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinions.
A company's internal control over financial reporting is a process designed by, or under the supervision of, the company's principal executive and principal financial officers, or persons performing similar functions, and effected by the company's board of directors, management, and other personnel to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company's internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company's assets that could have a material effect on the financial statements.
Because of the inherent limitations of internal control over financial reporting, including the possibility of collusion or improper management override of controls, material misstatements due to error or fraud may not be prevented or detected on a timely basis. Also, projections of any evaluation of the effectiveness of the internal control over financial reporting to future periods are subject to the risk that the controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
In our opinion, management's assessment that the Company maintained effective internal control over financial reporting as of December 31, 2006, is fairly stated, in all material respects, based on the criteria established in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission. Also in our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2006, based on the criteria established in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission.
We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States), the financial statements as of and for the year ended December 31, 2006 of the Company and our report dated February 26, 2007 expressed an unqualified opinion on those financial statements and included an explanatory paragraph regarding its change in the method of accounting for defined benefit pension and other postretirement plans.
DELOITTE & TOUCHE LLP
New Orleans, Louisiana
February 26, 2007
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the Board of Directors and Members
Entergy Louisiana, LLC
We have audited management's assessment, included in the accompanying Controls and Procedures - Internal Control over Financial Reporting, that Entergy Louisiana, LLC (the "Company") maintained effective internal control over financial reporting as of December 31, 2006, based on criteria established in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission. The Company's management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting. Our responsibility is to express an opinion on management's assessment and an opinion on the effectiveness of the Company's internal control over financial reporting based on our audit.
We conducted our audit in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects. Our audit included obtaining an understanding of internal control over financial reporting, evaluating management's assessment, testing and evaluating the design and operating effectiveness of internal control, and performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinions.
A company's internal control over financial reporting is a process designed by, or under the supervision of, the company's principal executive and principal financial officers, or persons performing similar functions, and effected by the company's board of directors, management, and other personnel to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company's internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company's assets that could have a material effect on the financial statements.
Because of the inherent limitations of internal control over financial reporting, including the possibility of collusion or improper management override of controls, material misstatements due to error or fraud may not be prevented or detected on a timely basis. Also, projections of any evaluation of the effectiveness of the internal control over financial reporting to future periods are subject to the risk that the controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
In our opinion, management's assessment that the Company maintained effective internal control over financial reporting as of December 31, 2006, is fairly stated, in all material respects, based on the criteria established in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission. Also in our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2006, based on the criteria established in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission.
We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States), the financial statements as of and for the year ended December 31, 2006 of the Company and our report dated February 26, 2007 expressed an unqualified opinion on those financial statements and included an explanatory paragraph regarding its change in the method of accounting for defined benefit pension and other postretirement plans.
DELOITTE & TOUCHE LLP
New Orleans, Louisiana
February 26, 2007
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the Board of Directors and Shareholders
Entergy Mississippi, Inc.
We have audited management's assessment, included in the accompanying Controls and Procedures - Internal Control over Financial Reporting, that Entergy Mississippi, Inc. (the "Company") maintained effective internal control over financial reporting as of December 31, 2006, based on criteria established in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission. The Company's management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting. Our responsibility is to express an opinion on management's assessment and an opinion on the effectiveness of the Company's internal control over financial reporting based on our audit.
We conducted our audit in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects. Our audit included obtaining an understanding of internal control over financial reporting, evaluating management's assessment, testing and evaluating the design and operating effectiveness of internal control, and performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinions.
A company's internal control over financial reporting is a process designed by, or under the supervision of, the company's principal executive and principal financial officers, or persons performing similar functions, and effected by the company's board of directors, management, and other personnel to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company's internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company's assets that could have a material effect on the financial statements.
Because of the inherent limitations of internal control over financial reporting, including the possibility of collusion or improper management override of controls, material misstatements due to error or fraud may not be prevented or detected on a timely basis. Also, projections of any evaluation of the effectiveness of the internal control over financial reporting to future periods are subject to the risk that the controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
In our opinion, management's assessment that the Company maintained effective internal control over financial reporting as of December 31, 2006, is fairly stated, in all material respects, based on the criteria established in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission. Also in our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2006, based on the criteria established in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission.
We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States), the financial statements as of and for the year ended December 31, 2006 of the Company and our report dated February 26, 2007 expressed an unqualified opinion on those financial statements and included an explanatory paragraph regarding its change in the method of accounting for defined benefit pension and other postretirement plans.
DELOITTE & TOUCHE LLP
New Orleans, Louisiana
February 26, 2007
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the Board of Directors and Shareholders
Entergy New Orleans, Inc.
We have audited management's assessment, included in the accompanying Controls and Procedures - Internal Control over Financial Reporting, that Entergy New Orleans, Inc. (Debtor-in-Possession) (the "Company") maintained effective internal control over financial reporting as of December 31, 2006, based on criteria established in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission. The Company's management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting. Our responsibility is to express an opinion on management's assessment and an opinion on the effectiveness of the Company's internal control over financial reporting based on our audit.
We conducted our audit in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects. Our audit included obtaining an understanding of internal control over financial reporting, evaluating management's assessment, testing and evaluating the design and operating effectiveness of internal control, and performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinions.
A company's internal control over financial reporting is a process designed by, or under the supervision of, the company's principal executive and principal financial officers, or persons performing similar functions, and effected by the company's board of directors, management, and other personnel to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company's internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company's assets that could have a material effect on the financial statements.
Because of the inherent limitations of internal control over financial reporting, including the possibility of collusion or improper management override of controls, material misstatements due to error or fraud may not be prevented or detected on a timely basis. Also, projections of any evaluation of the effectiveness of the internal control over financial reporting to future periods are subject to the risk that the controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
In our opinion, management's assessment that the Company maintained effective internal control over financial reporting as of December 31, 2006, is fairly stated, in all material respects, based on the criteria established in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission. Also in our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2006, based on the criteria established in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission.
We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States), the financial statements as of and for the year ended December 31, 2006 of the Company and our report dated February 26, 2007 expressed an unqualified opinion and includes explanatory paragraphs regarding its filing for reorganization under Chapter 11 of the Federal Bankruptcy Code, the existence of matters that raise substantial doubt about its ability to continue as a going concern, and its change in the method of accounting for defined benefit pension and other postretirement plans.
DELOITTE & TOUCHE LLP
New Orleans, Louisiana
February 26, 2007
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the Board of Directors and Shareholder
System Energy Resources, Inc.
We have audited management's assessment, included in the accompanying Controls and Procedures - Internal Control over Financial Reporting, that System Energy Resources, Inc. (the "Company") maintained effective internal control over financial reporting as of December 31, 2006, based on criteria established in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission. The Company's management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting. Our responsibility is to express an opinion on management's assessment and an opinion on the effectiveness of the Company's internal control over financial reporting based on our audit.
We conducted our audit in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects. Our audit included obtaining an understanding of internal control over financial reporting, evaluating management's assessment, testing and evaluating the design and operating effectiveness of internal control, and performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinions.
A company's internal control over financial reporting is a process designed by, or under the supervision of, the company's principal executive and principal financial officers, or persons performing similar functions, and effected by the company's board of directors, management, and other personnel to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company's internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company's assets that could have a material effect on the financial statements.
Because of the inherent limitations of internal control over financial reporting, including the possibility of collusion or improper management override of controls, material misstatements due to error or fraud may not be prevented or detected on a timely basis. Also, projections of any evaluation of the effectiveness of the internal control over financial reporting to future periods are subject to the risk that the controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
In our opinion, management's assessment that the Company maintained effective internal control over financial reporting as of December 31, 2006, is fairly stated, in all material respects, based on the criteria established in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission. Also in our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2006, based on the criteria established in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission.
We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States), the financial statements as of and for the year ended December 31, 2006 of the Company and our report dated February 26, 2007 expressed an unqualified opinion on those financial statements and included an explanatory paragraph regarding its change in the method of accounting for defined benefit pension and other postretirement plans.
DELOITTE & TOUCHE LLP
New Orleans, Louisiana
February 26, 2007
Item 9B.
Item 9B. Other Information
As more fully-described in its report on Form 8-K filed on June 1, 2005 and in Note 4 to the financial statements in this Form 10-K, Entergy Corporation has two revolving credit facilities available to it. Entergy Corporation from time to time has borrowed under the facilities and has also from time to time issued letters of credit against the borrowing capacity of the facilities. Following is a summary of the borrowings outstanding and capacity available under these facilities as of March 1, 2007:
PART III
Item 10.
Item 10. Directors and Executive Officers of the Registrants (Entergy Arkansas, Entergy Gulf States, Entergy Louisiana, Entergy Mississippi, and Entergy New Orleans)
	All officers and directors listed below held the specified positions with their respective companies as of the date of filing this report, unless otherwise noted.
Name
Age
Position
Period
ENTERGY ARKANSAS, INC.
Directors
Hugh T. McDonald
President and Chief Executive Officer of Entergy Arkansas
2000-Present
Director of Entergy Arkansas
2000-Present
Leo P. Denault
See information under the Entergy Corporation Officers
Section in Part I.
Mark T. Savoff
See information under the Entergy Corporation Officers
Section in Part I.
Richard J. Smith
See information under the Entergy Corporation Officers
Section in Part I.
Officers
Jay A. Lewis
Vice President and Chief Financial Officer - Utility
Operations Group of Entergy Arkansas, Entergy Gulf
States, Entergy Louisiana, LLC, Entergy Mississippi,
and Entergy New Orleans
2004-Present
Director, Accounting Policy and Research of Entergy
Services, Inc.
1999 - 2004
Leo P. Denault
See information under the Entergy Corporation Officers
Section in Part I.
Curtis L. Hebert, Jr.
See information under the Entergy Corporation Officers
Section in Part I.
Nathan E. Langston
See information under the Entergy Corporation Officers
Section in Part I.
J. Wayne Leonard
See information under the Entergy Corporation Officers
Section in Part I.
William E. Madison
See information under the Entergy Corporation Officers
Section in Part I.
Hugh T. McDonald
See information under the Entergy Arkansas Directors
Section above.
Mark T. Savoff
See information under the Entergy Corporation Officers
Section in Part I.
Robert D. Sloan
See information under the Entergy Corporation Officers
Section in Part I.
Richard J. Smith
See information under the Entergy Corporation Officers
Section in Part I.
Gary J. Taylor
See information under the Entergy Corporation Officers
Section in Part I.
ENTERGY GULF STATES, INC.
Directors
E. Renae Conley
Director of Entergy Gulf States and Entergy Louisiana, LLC
2000-Present
President and Chief Executive Officer - LA of Entergy Gulf
States and Entergy Louisiana, LLC
2000-Present
Joseph F. Domino
Director of Entergy Gulf States
1999-Present
President and Chief Executive Officer - TX of Entergy Gulf
States
1998-Present
Leo P. Denault
See information under the Entergy Corporation Officers
Section in Part I.
Mark T. Savoff
See information under the Entergy Corporation Officers
Section in Part I.
Richard J. Smith
See information under the Entergy Corporation Officers
Section in Part I.
Officers
E. Renae Conley
See information under the Entergy Gulf States Directors
Section above.
Leo P. Denault
See information under the Entergy Corporation Officers
Section in Part I.
Joseph F. Domino
See information under the Entergy Gulf States Directors
Section above.
Curtis L. Hebert, Jr.
See information under the Entergy Corporation Officers
Section in Part I.
Nathan E. Langston
See information under the Entergy Corporation Officers
Section in Part I.
J. Wayne Leonard
See information under the Entergy Corporation Officers
Section in Part I.
Jay A. Lewis
See information under the Entergy Arkansas Officers Section
above.
William E. Madison
See information under the Entergy Corporation Officers
Section in Part I.
Mark T. Savoff
See information under the Entergy Corporation Officers
Section in Part I.
Robert D. Sloan
See information under the Entergy Corporation Officers
Section in Part I.
Richard J. Smith
See information under the Entergy Corporation Officers
Section in Part I.
Gary J. Taylor
See information under the Entergy Corporation Officers
Section in Part I.
ENTERGY LOUISIANA, LLC
Directors
E. Renae Conley
See information under the Entergy Gulf States Directors
Section above.
Leo P. Denault
See information under the Entergy Corporation Officers
Section in Part I.
Mark T. Savoff
See information under the Entergy Corporation Officers
Section in Part I.
Richard J. Smith
See information under the Entergy Corporation Officers
Section in Part I.
Officers
E. Renae Conley
See information under the Entergy Gulf States Directors
Section above.
Leo P. Denault
See information under the Entergy Corporation Officers
Section in Part I.
Curtis L. Hebert, Jr.
See information under the Entergy Corporation Officers
Section in Part I.
Nathan E. Langston
See information under the Entergy Corporation Officers
Section in Part I.
J. Wayne Leonard
See information under the Entergy Corporation Officers
Section in Part I.
Jay A. Lewis
See information under the Entergy Arkansas Officers Section
above.
William E. Madison
See information under the Entergy Corporation Officers
Section in Part I.
Mark T. Savoff
See information under the Entergy Corporation Officers
Section in Part I.
Robert D. Sloan
See information under the Entergy Corporation Officers
Section in Part I.
Richard J. Smith
See information under the Entergy Corporation Officers
Section in Part I.
Gary J. Taylor
See information under the Entergy Corporation Officers
Section in Part I.
ENTERGY MISSISSIPPI, INC.
Directors
Carolyn C. Shanks
President and Chief Executive Officer of Entergy Mississippi
1999-Present
Director of Entergy Mississippi
1999-Present
Leo P. Denault
See information under the Entergy Corporation Officers
Section in Part I.
Mark T. Savoff
See information under the Entergy Corporation Officers
Section in Part I.
Richard J. Smith
See information under the Entergy Corporation Officers
Section in Part I.
Officers
Leo P. Denault
See information under the Entergy Corporation Officers
Section in Part I.
Curtis L. Hebert, Jr.
See information under the Entergy Corporation Officers
Section in Part I.
Nathan E. Langston
See information under the Entergy Corporation Officers
Section in Part I.
J. Wayne Leonard
See information under the Entergy Corporation Officers
Section in Part I.
Jay A. Lewis
See information under the Entergy Arkansas Officers Section
above.
William E. Madison
See information under the Entergy Corporation Officers
Section in Part I.
Mark T. Savoff
See information under the Entergy Corporation Officers
Section in Part I.
Carolyn C. Shanks
See information under the Entergy Mississippi Directors
Section above.
Robert D. Sloan
See information under the Entergy Corporation Officers
Section in Part I.
Richard J. Smith
See information under the Entergy Corporation Officers
Section in Part I.
Gary J. Taylor
See information under the Entergy Corporation Officers
Section in Part I.
(a) Effective January 1, 2007, Roderick West was named President and Chief Executive Officer of Entergy New Orleans.
	Each director and officer of the applicable Entergy company is elected yearly to serve by the unanimous consent of the sole stockholder, Entergy Corporation, at its annual meeting, with the exception of the directors and officers of Entergy Louisiana, LLC, who are elected yearly to serve by the unanimous consent of the sole common membership owner, Entergy Louisiana Holdings.
Corporate Governance Guidelines and Committee Charters
	Each of the Audit, Corporate Governance and Personnel Committees of Entergy Corporation's Board of Directors operates under a written charter. In addition, the full Board has adopted Corporate Governance Guidelines. Each charter and the guidelines are available through Entergy's website (www.entergy.com) or upon written request.
Audit Committee of the Entergy Corporation Board
	The following directors are members of the Audit Committee of Entergy Corporation's Board of Directors:
Steven V. Wilkinson (Chairman)
Simon D. deBree
Stuart L. Levenick
James R. Nichols
All Audit Committee members are independent. For purposes of independence of members of the Audit Committee, an independent director also may not accept directly or indirectly any consulting, advisory or other compensatory fee from Entergy or be affiliated with Entergy as defined in SEC rules. All Audit Committee members possess the level of financial literacy and accounting or related financial management expertise required by the NYSE rules. Steven V. Wilkinson qualifies as an "audit committee financial expert," as that term is defined in the SEC rules.
Code of Ethics
	The Board of Directors has adopted a Code of Business Conduct and Ethics for Members of the Board of Directors. The code is available through Entergy's website (www.entergy.com) or upon written request. The Board has also adopted a Code of Business Conduct and Ethics for Employees, that includes Special Provision Relating to Principal Executive Officer and Senior Financial Officers. The Code of Business Conduct and Ethics for Employees is to be read in conjunction with Entergy's omnibus code of integrity under which Entergy operates called the Code of Entegrity as well as system policies. All employees are required to abide by the Codes. Non-bargaining employees are required to acknowledge annually that they understand and abide by the Code of Entegrity. The Code of Business Conduct and Ethics for Employees and the Code of Entegrity are available through Entergy's website (www.entergy.com) or upon written request.
Source of Nominations to the Board of Directors; Nominating Procedure
	The Corporate Governance Committee has adopted a policy on consideration of potential director nominees. The Committee will consider nominees from a variety of sources, including nominees suggested by shareholders, executive officers, fellow board members, or a third party firm retained for that purpose. It applies the same procedures to all nominees regardless of the source of the nomination.
	Any party wishing to make a nomination should provide a written resume of the proposed candidate, detailing relevant experience and qualifications, as well as a list of references. The Committee will review the resume and may contact references. It will decide based on the resume and references whether to proceed to a more detailed investigation. If the Committee determines that a more detailed investigation of the candidate is warranted, it will invite the candidate for a personal interview, conduct a background check on the candidate, and assess the ability of the candidate to provide any special skills or characteristics identified by the Committee or the Board.
Section 16(a) Beneficial Ownership Reporting Compliance
	Information called for by this item concerning the directors and officers of Entergy Corporation is set forth in the Proxy Statement of Entergy Corporation to be filed in connection with its Annual Meeting of Stockholders to be held on May 4, 2007, under the heading "Section 16(a) Beneficial Ownership Reporting Compliance", which information is incorporated herein by reference.
Item 11.
Item 11. Executive Compensation
ENTERGY CORPORATION
	Information concerning the directors and officers of Entergy Corporation is set forth in the Proxy Statement under the headings "Compensation Discussion and Analysis," "Executive Compensation Tables," "Nominees for the Board of Directors," and "Non-Employee Director Compensation," all of which information is incorporated herein by reference.
ENTERGY ARKANSAS, ENTERGY GULF STATES, ENTERGY LOUISIANA, ENTERGY MISSISSIPPI AND ENTERGY NEW ORLEANS
Compensation Discussion and Analysis (CD&A)
Introduction
This section discusses the compensation awarded to, earned by or paid to the Chief Executive Officers ("CEOs"), the Chief Financial Officers ("CFOs"), and the three other most highly compensated executive officers other than the CEO and CFO of each of Entergy Arkansas, Entergy Gulf States, Entergy Louisiana, Entergy Mississippi, and Entergy New Orleans (the "Subsidiaries") (such officers collectively being referred to as the "Named Executive Officers") for 2006. The purpose of this section is to provide investors with material information necessary to understand the compensation policies for the Named Executive Officers. Investors should read this section in combination with the more detailed compensation tables and other data presented elsewhere in this report. For information regarding the compensation of the executive officers of Entergy Corporation, see the Proxy Statement of Entergy Corporation.
The Personnel Committee of the Board of Directors of Entergy Corporation (the "Personnel Committee" or the "Committee"), which is comprised entirely of independent directors, has overall responsibility for approving the compensation program for the Named Executive Officers. In discharging its duties, the Personnel Committee retains an independent compensation consultant to assist it, among other things, in evaluating different compensation programs and developing market data to assess Entergy Corporation's compensation programs. The Personnel Committee also may solicit recommendations from Entergy Corporation's CEO with respect to compensation decisions for other individual Named Executive Officers.
The Named Executive Officers are identified in the Summary Compensation Table immediately following this Compensation Discussion and Analysis. Mr. Leonard, Mr. Denault and Mr. Smith also serve as executive officers of Entergy Corporation. Mr. Leonard, Mr. Denault and Mr. Smith do not receive additional compensation for serving as Named Executive Officers of the Subsidiaries. Mr. Lewis, who serves as the Vice President and Chief Financial Officer - Utility Operations Group of the Subsidiaries, is not an executive officer of Entergy Corporation and, as such, does not participate in many of the compensation programs applicable to the other Named Executive Officers. For more information about the officers of the Subsidiaries, see Part III, Item 10 of this report.
Objectives of Entergy Corporation's Executive Compensation Program
The compensation program for the Named Executive Officers is designed to attract, retain, motivate and reward executives who can contribute to the long-term success of Entergy Corporation and its Subsidiaries and thereby build value for stockholders. The program is organized along the following principles.
The greatest part of the compensation of the Named Executive Officers should be in the form of "at risk" performance-based compensation.
The compensation programs are designed to ensure that a significant percentage of the total compensation of the Named Executive Officers is contingent on achievement of performance goals that drive total shareholder return and result in increases in Entergy Corporation's common stock
price. For example, each of the annual cash bonus and long-term performance unit programs pay out only if Entergy Corporation achieves pre-established performance goals. Assuming achievement of these performance goals at target level, approximately 80% of the annual target total compensation (excluding non-qualified supplemental retirement income) of Entergy Corporation's CEO is represented by performance-based compensation and the remaining 20% is represented by base salary. For Mr. Denault and Mr. Smith, assuming achievement of performance goals at the target levels, approximately 65% of the annual target total compensation (excluding non-qualified supplemental retirement income) is represented by performance-based compensation and the remaining 35% by base salary. For substantially all of the other Named Executive Officers, assuming achievement of performance goals at the target levels, at least 50% of the annual target total compensation (excluding non-qualified supplemental retirement income) is represented by performance-based compensation and the remaining 50% by base salary.
A substantial portion of the Named Executive Officers' compensation should be delivered in the form of equity awards.
To align the economic interests of the Named Executive Officers with the shareholders of Entergy Corporation, a substantial portion of the total compensation of these officers should be in the form of equity-based awards. Equity awards are typically granted in the form of stock options with a three-year vesting schedule and performance units with a three-year performance cycle. Although stock options are generally subject only to time-based vesting, performance units pay out only if Entergy Corporation achieves specified performance targets, and the amount of payout varies based on the level of performance achieved.
The compensation programs of Entergy Corporation and the Subsidiaries should enable the companies to attract, retain and motivate executive talent by offering compensation packages that are competitive but fair.
It is in the shareholders' best interests that Entergy Corporation and the Subsidiaries attract and retain talented executives by offering compensation packages that are competitive but fair. Entergy Corporation's Personnel Committee has sought to develop compensation programs that deliver total target compensation at approximately the 50th percentile of the market. To develop a competitive compensation program, the Personnel Committee on a regular basis reviews base salary and other compensation market data from two sources:
1.	Surveys that track compensation data for executive officers who perform similar roles and responsibilities in corporations with comparable annual revenues. In general, the Committee compares the compensation of the Named Executive Officers to the compensation of their peers in general industry and/or energy services companies.
2.	Compensation data derived from proxy statements for companies in Entergy Corporation's industry. Prior to 2006, the Committee used those companies in the Standard & Poor's Electric Utility Index (the "SPELEC") for this purpose. Starting in 2006, the Committee has used the companies that comprise the Philadelphia Utilities Index for compensation data. The companies in the Philadelphia Utilities Index (collectively, the "Industry Peer Group Companies") are:
AES Corporation
FirstEnergy Corporation
Ameren Corporation
FPL Group Inc.
American Electric Power Co. Inc.
Northeast Utilities
CenterPoint Energy Inc.
PG&E Corporation
Consolidated Edison Inc.
Progress Energy Inc.
Dominion Resources Inc.
Public Service Enterprise Group Inc.
DTE Energy Company
Southern Company
Duke Energy Corporation
TXU Corporation
Edison International
XCEL Energy
Exelon Corporation
While individual Named Executive Officers may have target compensation packages above or below the 50th percentile based on unique knowledge, skills, performance and responsibilities, the Committee considers its objectives to have been met if Entergy Corporation's executive officers, considered as a group, are eligible for and receive a target compensation package within the range of 90 - 110% of market 50th percentile as defined by reference to the above sources. In 2006, the subgroup of executive officers comprising the Named Executive Officers also fell within this range.
Elements of the Compensation Program
This section describes the elements of the compensation program for the Named Executive Officers, together with a discussion of various matters relating to these items, including why the Personnel Committee chose to include these items as compensation elements.
Cash Compensation
Base Salary. The Personnel Committee reviews and approves the base salaries for the Entergy Corporation CEO, CFO and the three other most highly compensated executive officers of Entergy Corporation. The CEO and the Group President, Utility Operations, Mr. Richard J. Smith review and approve the base salaries of certain of the Named Executive Officers of the Subsidiaries. Base salary is included in each Named Executive Officer's compensation package because the Company believes it is appropriate that some portion of the compensation provided to these officers be in a form that is a fixed cash amount. Also, base salary remains the most common form of payment throughout all industries. Its use ensures a competitive compensation package to the Named Executive Officers.
Annual merit increases in base salary are determined based on an assessment of Entergy Corporation, business unit and individual performance. Market data and internal pay equity are also considered in evaluating merit recommendations.
In 2006, after taking into account the market data and other factors described above, the Named Executive Officers received merit-based salary increases in amounts ranging from zero to approximately five percent. In general these merit-based increases were consistent with the merit increase percentages approved with respect to Named Executive Officers in the last two years (excluding adjustments in salaries related to promotions or other changes in job responsibilities).
Incentive Plans
Performance-based incentives are included in the Named Executive Officers' compensation packages because they permit the Personnel Committee to encourage the Named Executive Officers, in any particular year, to pursue objectives consistent with the overall goals and strategic direction that the Board has set for the Company. Annual incentive plans are commonly used by companies in a variety of industry sectors to compensate their executive officers.
	The Named Executive Officers participate in the Executive Annual Incentive Plan ("EAIP"), a performance-based cash bonus plan (other than Mr. Lewis who participates in a management-level annual incentive plan ("MIP") substantially similar to the EAIP). The EAIP and MIP, which operate on a calendar year basis, use a performance metric known as the Entergy Achievement Multiplier ("EAM") to determine funding level for a particular calendar year. For the 2006 EAIP and MIP, the EAM was calculated based in equal part on Entergy Corporation's earnings per share ("EPS") and operating cash flow ("OCF"). The Committee selected these performance measures because (i) EPS and OCF have both a correlative and causal relationship to shareholder value performance, (ii) EPS and OCF targets are aligned with externally-communicated goals and (iii) EPS and OCF results are readily available in earnings releases and SEC filings. In addition, these measures are commonly used by other companies, including the Industry Peer Group Companies, as components of their incentive programs. The Personnel Committee evaluates the performance measures used for the EAIP and the MIP on an annual basis. The Committee sets performance targets at minimum, target and maximum achievement levels. Approximately two-thirds of the Industry Peer Group Companies use EPS as an incentive measure and one-third use some type of cash flow measure.
	
	
The Committee sets the target achievement levels under the EAIP and MIP based on their review of EPS and OCF objectives established in Entergy Corporation's financial plan, which is reviewed and discussed quarterly with the Board of Directors. The Committee sets minimum and maximum achievement levels under the EAIP and MIP at approximately 10% below and 10% above target achievement levels. Payouts for performance between minimum and target achievement levels and between target and maximum levels are calculated using straight line interpolation. In general, the Committee seeks to establish target achievement levels such that the relative difficulty of achieving the target level is consistent from year to year. Over the past five years ending in 2006, the average EAM, representing EPS and OCF results, was 140% of target. This result reflects the strong performance of Entergy Corporation during this period.
At the end of each annual performance cycle, management reviews with the Personnel Committee actual against targeted performance, including any unusual events that occurred during the performance cycle. For example, actual performance may result in the EAM being measured at 105% of target. This is referred to as the multiplier for purposes of funding the incentive pool for officers. For the Named Executive Officers participating in the EAIP, a Management Effectiveness factor is applied to increase the annual funding multiplier by 25%, and the Committee then may exercise negative discretion in determining the actual incentive awards for those individuals.
	In December 2005, the Committee established executives' target awards under the EAIP and MIP for 2006. The target awards for each Named Executive Officer were set as follows: Under the EAIP, J. Wayne Leonard, CEO of Entergy Corporation (100%); Leo P. Denault, Executive Vice President, CFO of Entergy Corporation (70%); Richard J. Smith, Group President, Utility Operations of Entergy Corporation (70%); E. Renae Conley, CEO - Entergy Louisiana, CEO - LA - Entergy Gulf States (60%); Joseph F. Domino, CEO - TX - Entergy Gulf States (50%); Hugh T. McDonald, CEO - Entergy Arkansas (50%); Daniel F. Packer, CEO - Entergy New Orleans (50%); and Carolyn C. Shanks, CEO - Entergy Mississippi (50%); under the MIP, Jay A. Lewis, Vice President, CFO - Entergy Arkansas, Entergy Gulf States, Entergy Louisiana, Entergy Mississippi and Entergy New Orleans (35%).
In setting these target awards, the Personnel Committee considered several factors, including:
Analysis provided by the Committee's independent compensation consultant as to compensation practices at the Industry Peer Group Companies;
Competitiveness of Entergy Corporation's compensation plans and their ability to attract and retain top executive talent;
Target bonus levels in the market for comparable positions;
The desire to ensure that a substantial portion of total compensation is performance-based; and
The relative importance, in any given year, of the short-term performance goals established pursuant to the EAIP and MIP.
	In January 2007, after reviewing EPS and OCF results against the performance objectives established for 2006, the Personnel Committee certified the EAM at 189% of target. This resulted in an EAIP payment to the Entergy Corporation CEO equal to 189% of his base salary (100% target multiplied by 189%) and to Mr. Denault and Mr. Smith equal to 132% of their respective base salaries (70% multiplied by 189%). Pursuant to the operation of the EAIP, the Management Effectiveness factor increased the EAM percentage by 25% with respect to the funding of incentive awards for the Named Executive Officers; however, the Committee exercised its negative discretion to eliminate this increase and applied the EAM of 189% to the awards for those individuals.
	The EAIP payments to the other Named Executive Officers were determined by line of business multipliers based on key metrics and comprised of 50% financial goals (operating company's contribution to the EAM) and 50% operational goals (safety, system reliability and customer satisfaction): Ms. Conley's payment was equal to 120% of base salary (60% target multiplied by 200% achievement level); Mr. Domino's payment was equal to 100% of base pay (50% target multiplied by 200% achievement level); Mr. McDonald's payment was equal to 68% of base salary (50% target multiplied by 135% achievement level) and Ms. Shanks' payment was equal to 88% of base pay (50% target multiplied by 175% achievement level). Mr. Lewis, as CFO for the utilities, received an incentive payment under the MIP equal to 61% of his base pay (35% multiplied by 175% achievement level). Mr. Packer did not receive an EAIP payment due to the pending bankruptcy of Entergy New Orleans.
	In fixing the amount of the EAIP and, in the case of Mr. Lewis, MIP payouts for fiscal 2006, the Committee noted that Entergy Corporation's EPS and OCF results were reflective of overall performance results that, in the judgment of the Committee, were among the best in the Company's history. Among other things, the Committee noted the following significant management achievements in 2006:
Delivery of Entergy Corporation total shareholder return of 38 percent relative to the 20 percent returned by the Philadelphia Utility Index;
Successful advocacy of securitization legislation to preserve affordable rates for customers and work in establishing storm reserves to lower future risks for both customers and shareholders;
Success in maintaining business continuity during the eight months when the Company was compelled to evacuate the City of New Orleans;
Successful transition of business operations back to Entergy Corporation's corporate headquarters and the establishment of various primary offices, reflecting the execution of a strategy to mitigate the risk of future business interruption while meeting the needs of employees;
Success in operating nuclear plants, including setting new records for total output at both the Southern and Northern nuclear plants;
Execution of an agreement to purchase a 798-megawatt Palisades nuclear plant,
continuing the impressive profitable growth in the nuclear business; Continued work in issuing requests for proposals for long-term and limited/intermediate-term resources under the utility resource supply plan in order to drive down prices for customers and to maintain superior reliability;
Second five-year commitment to voluntarily stabilize carbon dioxide emissions at 20 percent below year 2000 levels from 2006 to 2010, after successfully completing first commitment with emission levels that were 23 percent lower than target;
Efforts to educate and influence communities to adopt environmentally smart building standards to lower future utility bills for customers and reduce emissions;
Efforts in support of wetland restoration to reduce flooding risks from future storms in New Orleans and other communities along the Gulf Coast;
Employees' achievement of the safest year in the history of the Company;
Receipt of two Edison Electric Institute ("EEI") Awards for outstanding storm restoration efforts (8th consecutive year of EEI recognition); and
Being named for the fifth consecutive year to the Dow Jones Sustainability Index - World, an index that tracks the performance of companies that lead their field in terms of corporate sustainability on a global basis. This year Entergy Corporation was the only company in the U.S. electricity sector to be so honored.
In reviewing Mr. Leonard's overall compensation, the Committee took special note of the performance of Entergy Corporation under Mr. Leonard's direction and leadership. In particular, the Committee noted that the total shareholder return of Entergy Corporation measured over the eight-year period since Mr. Leonard's appointment as CEO of Entergy Corporation in January 1999 exceeded all of the Industry Peer Group Companies as well as other U.S. utility companies.
Equity Compensation
Entergy Corporation's long-term equity incentive programs are intended to reward the Named Executive Officers for achievement of shareholder value creation over the long-term. In its long-term incentive programs, Entergy Corporation primarily uses a mix of performance units and stock options in order to accomplish different objectives. Performance units reward the Named Executive Officers on the basis of total shareholder return ("TSR"), which is a measure of stock appreciation and dividend payments relative to the Industry Peer Group Companies. Options provide a direct incentive for growing the price of Entergy Corporation common stock.
In addition, Entergy Corporation occasionally awards restricted units for retention purposes or to offset forfeited compensation in order to attract officers and managers from other companies.
Each of the performance units and stock options granted to the Named Executive Officers in 2006 were awarded under the Amended and Restated 1998 Equity Ownership Plan of Entergy Corporation and Subsidiaries ("EOP" or "equity ownership plan"). At Entergy Corporation's annual meeting in 2006, its shareholders approved the 2007 Equity Ownership and Long Term Cash Incentive Plan of Entergy Corporation and Subsidiaries, which became effective as of January 1, 2007 (the "2007 Plan"). Awards made in 2007 and beyond will be issued under the 2007 Plan.
Performance Unit Program
In 2006, Entergy Corporation issued performance unit awards to the Named Executive Officers (other than Mr. Lewis) under Entergy Corporation's Performance Unit Program ("PUP") established under its equity ownership plan. The PUP is structured to reward Named Executive Officers only if, and to the extent that, performance goals set by the Personnel Committee are met. The PUP provides a minimum, target and maximum achievement level. Performance is measured by assessing Entergy Corporation's TSR relative to the TSR of the Industry Peer Group Companies. The Personnel Committee chose TSR as a measure of performance because it assesses Entergy Corporation's shareholder value creation relative to other electric utilities. Minimum, target and maximum performance levels are determined by reference to the quartile ranking of Entergy Corporation's TSR against the TSR of the Industry Peer Group Companies. Prior to 2006, this peer group was the SPELEC. However, beginning with the 2006-2008 performance period, the Personnel Committee identified the Philadelphia Utilities Index as the peer group for TSR performance because the companies represented in this index more closely approximate Entergy Corporation in terms of size and scale and because the companies comprising the SPELEC had been reduced by 50%, which resulted in a pool of companies insufficient for comparative purposes. Subject to achievement of the PUP performance levels, the Personnel Committee issued the following target amounts for the 2006-2008 performance cycle: 33,500 performance units for Entergy Corporation's CEO; 6,000 performance units for each of Mr. Denault and Mr. Smith; 2,400 performance units for Ms. Conley; and 1,100 performance units for each of Mr. Domino, Mr. McDonald, Mr. Packer and Ms. Shanks. The range of payouts under the program is shown below.
Quartiles:
Performance Levels:
Zero
Minimum
Target
Maximum
TSR Ranges:
25th percentile and below
25th to 50th percentiles
50th to 75th percentiles
75th percentile and above
Payouts:
No Payout
Interpolate between Minimum and Target
(10% to 100% of Target)
Interpolate between Target and Maximum (100% to 250% of Target)
Maximum Payout (250% of Target)
The Personnel Committee sets payout opportunities for the PUP each year. In determining payout opportunities, the Committee considers several factors, including:
The advice of the Committee's independent compensation consultant regarding compensation practices at the Industry Peer Group Companies;
Competitiveness of Entergy Corporation's compensation plans and their ability to attract and retain top executive talent;
Target long-term compensation values in the market for similar jobs;
The desire to ensure, as described above, that a substantial portion of total compensation is performance-based;
The relative importance, in any given year, of the long-term performance goals established pursuant to the PUP; and
The Committee's assessment of other elements of compensation provided to the Named Executive Officer.
In January 2007, the Personnel Committee determined the actual number of performance units to be paid to PUP participants for the 2004-2006 performance cycle. The target payouts for the 2004-2006 performance period, which targets were established by the Committee in January of 2004, were:
34,100 performance units for Mr. Leonard;
6,600 performance units for each of Mr. Denault and Mr. Smith;
3,200 performance units for Ms. Conley; and
1,600 performance units for each of Mr. Domino, Mr. McDonald, Mr. Packer and Ms. Shanks.
The range of potential payout on these performance unit awards was from 0% to 250% of target opportunity, with performance measured, in a manner similar to that described above for the 2006-2008 cycle, on the basis of relative TSR. In January 2007, the Committee assessed Entergy Corporation's performance for the 2004-2006 performance period. As noted above, the SPELEC was chosen as the peer group for purposes of determining Entergy Corporation's relative performance for the 2004-2006 period. Based on the advice of its independent compensation consultant, the Committee compared Entergy Corporation's total shareholder return against the TSR of the companies that comprised the SPELEC at the time the Board first approved its use for that period (i.e., the first day of the 2004-2006 performance period), to ensure a pool of companies sufficient for comparative purposes. On that basis, the Committee concluded that Entergy Corporation had achieved the performance targets for the 2004-2006 performance cycle, resulting in a payment of 150% of target. In accordance with the terms of the PUP, each performance unit was then automatically converted into cash at the rate of $92.32 per unit, the closing price of Entergy Corporation's common stock on the last trading day of the performance cycle (December 29, 2006), plus dividend equivalents accrued over the three-year performance cycle.
Stock Options
The Personnel Committee considers several factors in determining the amount of stock options it will grant under Entergy Corporation's equity ownership plan to the Named Executive Officers, including:
Prevailing market practice in stock option grants;
The targeted long-term value created by the use of stock options;
The number of participants eligible for stock options, and the resulting "burn rate" (i.e., the number of stock options authorized divided by the total number of shares outstanding) to assess the potential dilutive effect; and
Individual performance.
For stock option awards, the Committee's assessment of individual performance of each Named Executive Officer is the most important factor in determining the amount of the awards. For information regarding stock options awarded in 2006 to each of the Named Executive Officers, see the Grants of Plan-Based Awards Table included elsewhere in this report.
Under Entergy Corporation's equity ownership plan, all options must have an exercise price equal to the closing fair market value of Entergy Corporation common stock on the date of grant. In addition, Entergy Corporation has adopted a policy requiring that, if an executive officer (including a Named Executive Officer, other than Mr. Lewis) exercises any stock option granted on or after January 1, 2003, the officer must retain at least 75% of the after-tax net profit from such stock option exercise in the form of Entergy Corporation common stock until the earlier of 60 months from the date on which the option is exercised or the termination of the executive officer's full-time employment.
Entergy Corporation has not adopted a formal policy regarding the granting of options at times when it is in possession of material non-public information. However, Entergy Corporation generally grants options to Named Executive Officers only during the month of January in connection with annual executive compensation decisions. On occasion, it may grant options to newly hired employees or existing employees for retention or other limited purposes.
Restricted Units
Restricted units granted under the equity ownership plan ("RUs") represent phantom shares of Entergy Corporation common stock. Entergy Corporation occasionally grants RUs to newly-hired Named Executive Officers for retention purposes or to offset forfeited compensation from a previous employer or to existing employees for retention or other limited purposes. If all conditions of the grant are satisfied, restrictions on the RUs lift at the end of the restricted period, and a cash equivalent value of the RUs is paid. The settlement price is equal to the number of RUs multiplied by the closing price of Entergy Corporation common stock on the date restrictions lift. RUs are not entitled to dividends or voting rights. RUs are generally time-based awards for which restrictions lift, subject to continued employment, over a two- to five-year period.
In 2006, recognizing that Mr. Leonard is already entitled under his retention agreement to supplemental benefits upon any separation from the Company other than termination for cause, the Personnel Committee granted 100,000 RUs to Mr. Leonard based on its determination that Mr. Leonard's continued service to Entergy Corporation was essential to the completion of its strategic plan, including its recovery from storm damages suffered in 2005 and the expansion of its business operations. Prior to recommending to the Board that it approve the grant, the Committee consulted with its independent compensation consultant to confirm that the grant was consistent with market practice. Restrictions on the RUs granted to Mr. Leonard will lift over 36 months from the date of grant, with restrictions on 50% of the RUs lifting in August, 2008 and restrictions on the remaining RUs lifting in August, 2009.
No other Named Executive Officers received restricted units during 2006.
Benefits, Perquisites, Agreements and Post-Termination Plans
Pension Plan, Pension Equalization Plan, Supplemental Retirement Plan and System Executive Retirement Plan
The Named Executive Officers participate in an Entergy Corporation-sponsored pension plan ("Pension Plan") that covers a broad group of employees. This Pension Plan is a funded, tax-qualified, noncontributory defined benefit pension plan. Benefits under the Pension Plan are based upon an employee's years of plan participation and the employee's average monthly rate of earnings (generally defined to include salary and eligible bonus, other than EAIP bonus) for the highest consecutive 60 months during the 120 months preceding termination of employment ("FAME"), and are payable after separation in the form of an annuity. The amount of annual earnings that may be considered in calculating benefits under the Pension Plan is limited by federal law.
Benefits under the Pension Plan are calculated as an annuity equal to 1.5% of the participant's FAME multiplied by years of benefit service. Years of benefit service under the Pension Plan formula cannot exceed 40. Contributions to the Pension Plan are made entirely by the employer and are paid into a trust fund from which the benefits of participants will be paid.
Entergy Corporation sponsors a Pension Equalization Plan ("PEP"), which is available to a select group of management and highly compensated employees, including the Named Executive Officers. The PEP is a nonqualified unfunded plan that provides out of the employer's general assets an amount substantially equal to the difference between the amount that would have been payable under the Pension Plan, in the absence of legislation limiting pension benefits and earnings that may be considered in calculating pension benefits, and the amount actually payable under the Pension Plan. The PEP also takes into account as earnings any EAIP or MIP bonus awards.
Entergy Corporation also sponsors a Supplemental Retirement Plan ("SRP"), which is available to a select group of management and highly compensated employees. Mr. Packer is the only Named Executive Officer currently participating in the SRP. The SRP provides that, under certain circumstances, a participant may receive a monthly retirement benefit payment for 120 months or elect a lump sum payment. The amount of any monthly payment shall not exceed 2.5% of the participant's average basic annual pay (as defined in the SRP).
Entergy Corporation also sponsors a System Executive Retirement Plan ("SERP") available to its approximately 50 officers, including the Named Executive Officers (other than Mr. Lewis). Participation in the SERP requires individual approval by the plan administrator or its delegate. The SERP is designed to offer a replacement income ratio in the range (based on management level and total years of service) of 55% to 65% of a Named Executive Officer's Final Three-Year Average Annual Compensation (i.e., generally one-third of the sum of the participant's base salary and EAIP bonus for the three years during the last 10 years preceding termination of employment in which such sum is the highest). The SERP recognizes a maximum of 30 years of service for purposes of calculating a participant's benefit. The value of the SERP benefit is offset by the value of the Pension Plan benefit and any PEP benefit payable, and also typically offset by any prior employer pension benefit available to the executive. While the SERP has a replacement ratio schedule from one year of service to the maximum of 30 years of service, the table below offers a sample ratio at 20 and 30 years of service.
Years of Service
CEO
Executives at Management
Level 3 & Above - includes 3 of
the Named Executive Officers
Executives at
Management Level 4 -
includes 4 of the
Named Executive Officers
20 Years
55.0%
50.0%
45.0%
30 years
65.0%
60.0%
55.0%
Mr. Leonard's retention agreement (as further discussed below) provides that, in lieu of his participation in the PEP and the SERP, upon the termination of his employment (unless such termination is for Cause, as defined in the agreement), he will be entitled to receive a benefit equal to 60% of his final three-year average compensation (as defined under the SERP) calculated as a single life annuity and available in a lump sum. This benefit will be reduced by other benefits to which he is entitled from the Entergy Corporation-sponsored Pension Plan or prior employer plans.
The Committee believes that the Pension Plan, PEP, SRP and SERP are an important part of the Named Executive Officers' compensation program. These plans are important in the recruitment of top talent in the competitive market, as these types of supplemental plans are typically found in companies of similar size to Entergy Corporation. These plans serve a critically important role in the retention of senior executives, as benefits from these plans increase for each year that these executives remain employed by an Entergy System company employer. The plans thereby encourage the most senior executives of Entergy Corporation and the Subsidiaries to remain employed within the Entergy System and continue their work on behalf of the stockholders.
The Entergy System company employer of Ms. Conley, Mr. Denault and Mr. Smith has agreed to provide service credit to each of them under either the PEP or the SERP. Entergy System company employers typically offer these service credit benefits when recruiting mid-level or senior executives from other companies. By offering these executives "credited service," Entergy System company employers are able to compete more effectively to hire these employees by mitigating the potential loss of their pension benefits resulting from accepting employment within the Entergy System.
See the Pension Benefits table included elsewhere in this report for additional information regarding the operation of the plans described under this caption.
Savings Plan
The Named Executive Officers are eligible to participate in an Entergy Corporation-sponsored Savings Plan that covers a broad group of employees. This is a tax-qualified retirement savings plan, wherein total combined before-tax and after-tax contributions may not exceed 30 percent of a participant's base salary up to certain contribution limits defined below. In addition, under the Savings Plan, the participant's employer matches an amount equal to seventy cents for each dollar contributed by participating employees, including the Named Executive Officers, on the first six percent of their earnings for that pay period. Entergy Corporation maintains the Savings Plan for employees of participating Entergy System companies, including the Named Executive Officers, to encourage the employees to save some percentage of their cash compensation for their
eventual retirement. The Savings Plan permits employees to make such savings in a manner that is relatively tax efficient. This type of savings plan is also a critical element in attracting and retaining talent in a competitive market.
Health & Welfare Benefits
The Named Executive Officers are eligible to participate in a group of health and welfare benefits available to a broad group of employees. These benefits include medical, dental and vision coverage, life and accidental death & disability insurance, and long term disability insurance. Eligibility, coverage levels, potential employee contributions and other plan design features are the same for the Named Executive Officers as for the broad employee population.
Executive Deferred Compensation
Within limitations prescribed by law as well as the plan document, the Named Executive Officers (other than Mr. Lewis) are eligible to defer up to 100% of the following payments into the Entergy Corporation-sponsored Executive Deferred Compensation Plan ("EDCP"):
Base Salary (less deductions and withholdings)
EAIP Bonus
PUP Awards
Within limitations prescribed by law as well as the plan document, the Named Executive Officers also are eligible to defer up to 100% of the following payments into Entergy Corporation's equity ownership plan:
EAIP Bonus
PUP Awards
Additionally, Named Executive Officers may also have deferred account balances under a frozen defined contribution restoration plan.
All deferral amounts represent an unfunded liability of the employer. Depending on the type of compensation deferred and the employee's choice of deemed investment options, the executive may elect deemed investment under the equity ownership plan in Entergy Corporation common stock or under the EDCP in one or more of several investment options offered under the Savings Plan. Within the EDCP, the participating Named Executive Officer may move funds from one deemed investment option to another. The Named Executive Officer does not have the ability to withdraw funds except within the terms provided in such officer's deferral election.
The employer does not "match" amounts that are deferred by employees pursuant to the EDCP or equity ownership plan. With the exception of allowing for the deferral of federal and state taxes, Entergy Corporation provides no additional benefit to the Named Executive Officer for deferring any of the above payments. The investment options available to the Named Executive Officers are the same investment options that are available to all participants. Deferred amounts are credited with earnings or losses based on the rate of return of deemed investment options or Entergy Corporation common stock, as selected by the participants.
Entergy Corporation provides this benefit because the Committee believes it is standard market practice to permit officers to defer the cash portion of their compensation. The EDCP and equity ownership plan permit them to do this while also receiving gains or losses on deemed investments, as described above. Entergy Corporation believes that provision of this benefit is important as a retention and recruitment tool as many, if not all, of the companies with which Entergy Corporation and the Subsidiaries compete for executive talent provide a similar arrangement to their senior employees.
Perquisites
Perquisites are not a material part of the compensation program for the Named Executive Officers. Neither Entergy Corporation nor the Subsidiaries provides the Named Executive Officers with company cars, drivers, apartments or other benefits not generally available to its other employees. In 2006, Entergy System company employers offered to their Named Executive Officers (other than Mr. Lewis) limited benefits such as the following (none of which individually exceeded $25,000): financial counseling and mandatory physical exams. For security and business convenience reasons, Entergy Corporation permits its CEO to use its corporate aircraft at Entergy Corporation expense for personal use. However, in 2006, Mr. Leonard did not make use of this benefit. The other Named Executive Officers may use corporate aircraft for personal travel subject to the approval of the CEO of Entergy Corporation. The Personnel Committee reviews all perquisites, including the use of corporate aircraft, on an annual basis. For additional information regarding perquisites, see the "All Other Compensation" column in the Summary Compensation Table included elsewhere in this report.
Retention and Employment Agreements
Entergy Corporation has entered into retention agreements with Mr. Leonard, Mr. Denault and Mr. Smith. In general, these agreements provide for "change in control" payments and other benefits if the employment of any of these officers is terminated for a qualifying event or circumstance, such as being terminated without "Cause" or leaving employment for "Good Reason" (as defined in the agreements). In addition, Entergy Corporation has established System Energy Continuity Plans under which each of the other Named Executive Officers (other than Mr. Lewis) is entitled to receive "change of control" payments and benefits if such officer's employment is involuntarily terminated for similar qualifying events or circumstances. For additional information regarding these arrangements, including a quantification of the benefits that each of the Named Executive Officers would have received if payment obligations under these arrangements had been triggered as of December 31, 2006, see "Potential Payments upon Termination or Change-in-Control" included elsewhere in this report.
	Except for Ms. Shanks, none of the Entergy System companies has entered into any employment agreements with any of the Named Executive Officers (other than the retention agreements referenced above and described in "Potential Payments upon Termination or Change in Control"). The employment agreement with Ms. Shanks provides for her continued employment until 2011. During this period, Ms. Shanks will continue to participate in all executive plans, programs, and arrangements for which she is eligible. In October 2011, Ms. Shanks will become a special project coordinator of Entergy Mississippi or another Entergy System company until 2016. During her tenure as special project coordinator, Ms. Shanks will continue to receive her same rate of annual base salary in effect immediately prior to her assumption of this post, but will forfeit an amount sufficient to fund this salary from amounts that would otherwise be credited to her non-qualified deferral accounts. Commencing in October 2016, Ms. Shanks will be eligible to retire with all of the post-retirement compensation and benefits for which she is eligible.
		During the term of the agreement, Ms. Shanks may resign, or her employer may terminate her for "cause," as defined in the agreement. In either of those events, Ms. Shanks is due no additional compensation or benefits under the agreement. If there is a "change in control" before October of 2011, she remains eligible for benefits under the System Executive Continuity Plan. If the change in control occurs while Ms. Shanks is a special project coordinator, and Entergy's obligations under this agreement are breached, she receives:
a cash payment equal to her remaining unpaid base salary;
all other benefits to which she would be entitled had she remained employed until the conclusion of the term of the agreement; and
all legal fees and expenses incurred in disputing in good faith any term of the agreement.
The Committee believes that these retention and employment transitional compensation arrangements are an important part of overall compensation for the Named Executive Officers. The Committee believes that these arrangements will help to secure the continued employment and dedication of the Named Executive Officers, notwithstanding any concern that they might have at such time regarding their own continued employment, prior to or following a change in control. The Committee also believes that these arrangements are important as a recruitment and retention device, as all or
nearly all of the companies with which Entergy Corporation and the Subsidiaries compete for executive talent have similar arrangements in place for their senior employees.
Tax Considerations
Section 162(m) of the Internal Revenue Code limits the tax deductibility by a publicly held corporation of compensation in excess of $1 million paid to the chief executive officer or any other of its four most highly compensated executive officers, unless that compensation is "performance-based compensation" as defined by the Code. The Personnel Committee considers deductibility under Section 162(m) as it structures the compensation packages that are provided to the Named Executive Officers. However, the Personnel Committee and the Board believe that it is in the best interest of Entergy Corporation and the Subsidiaries that the Personnel Committee retains the flexibility and discretion to make compensation awards, whether or not deductible. This flexibility is necessary to foster achievement of performance goals established by the Personnel Committee as well as other corporate goals that the Committee deems important to the success of Entergy Corporation and the Subsidiaries, such as encouraging employee retention and rewarding achievement.
Compensation Committee Report
	The "Compensation Committee Report" included in the Entergy Corporation Proxy Statement is incorporated by reference, but will not be deemed to be "filed" in this Annual Report on Form 10-K. None of the Subsidiaries has a compensation committee, or other board committee performing equivalent functions. The board of directors of each of the Subsidiaries is comprised of individuals who are officers or employees of Entergy Corporation or one of the Subsidiaries. These boards do not make determinations regarding the compensation paid to executive officers of the Subsidiaries.
Summary Compensation Table
The following table summarizes the total compensation paid or earned by each of the Named Executive Officers for the fiscal year ended December 31, 2006. For information on the principal positions held by each of the Named Executive Officers, see Item 10, "Directors and Executive Officers of the Registrants." The compensation set forth in the table represents the aggregate compensation paid by all Entergy System companies. Except for Ms. Shanks, none of the Entergy System companies has entered into any employment agreements with any of the Named Executive Officers (other than the retention agreements described in "Potential Payments upon Termination or Change in Control"). For a detailed description of Ms. Shanks' agreement, see the "Retention and Employment Agreements" section of the "Compensation Discussion and Analysis." For additional information regarding the material terms of the awards reported in the following tables, including a general description of the formula or criteria to be applied in determining the amounts payable, see "Compensation Discussion and Analysis."
(a)
(b)
(c)
(d)
(e)
(f)
(g)
(h)
(i)
(j)
Name and
Principal Position
Year
Salary
Bonus
Stock Awards
(1)
Option
Awards
(2)
Non-Equity
Incentive
Plan
Compensation
(3)
Change in
Pension
Value and
Nonqualified
Deferred
Compensation
Earnings
(4)
All
Other
Compensation
(5)(6)
Total
E. Renae Conley
$373,230
$ -
$500,674
$129,170
$455,000
$96,200
$17,748
$1,572,022
CEO-Entergy Louisiana
CEO-LA-Entergy Gulf States
Leo P. Denault
$538,493
$ -
$1,059,332
$344,099
$722,358
$1,212,300
$35,565
$3,912,147
Executive Vice President and
CFO - Entergy Corp.
(a)
(b)
(c)
(d)
(e)
(f)
(g)
(h)
(i)
(j)
Name and
Principal Position
Year
Salary
Bonus
Stock Awards
(1)
Option
Awards
(2)
Non-Equity
Incentive
Plan
Compensation
(3)
Change in
Pension
Value and
Nonqualified
Deferred
Compensation
Earnings
(4)
All
Other
Compensation
(5)(6)
Total
Joseph F. Domino
$293,951
$71,625
$245,013
$75,216
$297,000
$73,700
$37,723
$1,094,228
CEO-TX-Entergy Gulf States
J. Wayne Leonard
$1,168,577
$ -
$7,429,048
$1,622,682
$2,235,870
$2,250,100
$55,663
$14,761,940
Chairman of the Board and
CEO - Entergy Corp.
Jay A. Lewis
$193,122
$ -
$ -
$11,163
$120,050
$17,600
$8,366
$350,301
Vice President, CFO -
Entergy Arkansas, Entergy
Gulf States, Entergy Louisiana,
Entergy Mississippi and
Entergy New Orleans
Hugh T. McDonald
$298,870
$ -
$245,013
$75,216
$204,000
$70,600
$42,355
$936,054
CEO-Entergy Arkansas
Daniel F. Packer
$278,708
$ -
$245,013
$75,216
$ -
$254,300
$41,829
$895,066
CEO-Entergy New Orleans
Carolyn C. Shanks
$294,039
$71,500
$310,805
$75,216
$260,000
$58,700
$36,123
$1,106,383
CEO-Entergy Mississippi
Richard J. Smith
$536,650
$ -
$1,084,755
$414,959
$718,918
$183,800
$67,338
$3,006,420
Group President, Utility
Operations - Entergy Corp.
(1)
The amounts in column (e) represent the dollar amount recognized for financial statement reporting purposes in accordance with Financial Accounting Standards Board Statement of Financial Accounting Standards No. 123 (revised 2004), Share-Based Payment (which we refer to as "SFAS l23R") of performance units granted under the PUP of the EOP. For a discussion of the relevant assumptions used in valuing these awards, see Note 12 to the Financial Statements.
(2)
The amounts in column (f) represent the dollar amount recognized for financial statement reporting purposes in accordance with SFAS l23R of stock options granted under the EOP. For a discussion of the relevant assumptions used in valuing these awards, see Note 12 to the Financial Statements.
(3)
The amounts in column (g) represent cash payments made under the EAIP (or, in the case of Mr. Lewis, the MIP).
(4)
The amounts in column (h) include the annual actuarial increase in the present value of the Named Executive Officer's benefits under all pension plans established by Entergy Corporation using interest rate and mortality rate assumptions consistent with those used in Entergy Corporation's financial statements and includes amounts which the Named Executive Officers may not currently be entitled to receive because such amounts are not vested.
(5)
Amounts in column (i) include the cost of the following perquisites: corporate aircraft usage, personal financial planning, club dues and annual physical exams. None of these individual items exceeded $25,000 for any of the Named Executive Officers.
(6)
Amounts in column (i) include the following. Except for the tax gross up payments, the value of each of these items received by the Named Executive Officers was less than $10,000.
Matching contributions allocated to each of the Named Executive Officers pursuant to the Savings Plan
Life insurance premiums
Tax gross up payments as follows: Mr. Leonard $10,563; Mr. McDonald $13,239; Ms. Shanks $10,553; and Mr. Smith $11,500.
2006 Grants of Plan-Based Awards
	The following table summarizes award grants during 2006 to the Named Executive Officers.
(1)
The amounts in columns (c), (d) and (e) represent minimum, target and maximum payment levels under the EAIP (or in the case of Mr. Lewis, the MIP). The actual amounts awarded are reported in column (g) of the Summary Compensation Table.
(2)
The amounts in columns (f), (g) and (h) represent the minimum, target and maximum payment levels under the PUP. Performance under the program is measured by Entergy Corporation's TSR relative to the TSR of the companies included in the Philadelphia Utilities Index. If Entergy Corporation's TSR is 25% or below that of the Philadelphia Utilities Index, there is no payout. Subject to achievement of performance targets, each unit will be converted into the cash equivalent of one share of Entergy Corporation's common stock on the last day of the performance period (December 31, 2008).
(3)
In 2006, the Personnel Committee of Entergy Corporation granted 100,000 RUs to Mr. Leonard. Fifty percent of the RUs will vest in August 2008 and the remainder will vest in August 2009.
(4)
The amounts in column (j) represent options to purchase shares of Entergy Corporation's common stock. The options vest one-third on each of the first through third anniversaries of the grant date. The options have a ten-year term from the date of grant.
2006 Outstanding Equity Awards at Fiscal Year-End
	The following table summarizes unexercised options, stock that has not vested and equity incentive plan awards for each Named Executive Officer outstanding as of the end of 2006.
(1)
Each option grant has a ten year term and vests at the rate of one-third of the option grant per year beginning on the first anniversary of the grant date.
(2)
Consists of performance units that will pay out at the end of 2008 only if, and to the extent that, Entergy Corporation satisfies performance conditions as described under "Equity Compensation - Performance Unit Program" in Compensation Discussion and Analysis.
(3)
Consists of performance units that will pay out at the end of 2007 only if, and to the extent that, Entergy Corporation satisfies performance conditions as described under "Equity Compensation - Performance Unit Program" in Compensation Discussion and Analysis.
(4)
Consists of RUs granted under the EOP, 50,000 of which will vest in August 2008 and the remainder of which will vest in August 2009.
(5)
Consists of RUs granted under the EOP which will vest in 2011 based on continued service with an Entergy System company employer.
2006 Option Exercises and Stock Vested
The following table provides information concerning each exercise of stock options and each vesting of stock during 2006 for the Named Executive Officers.
(1)
Represents the vesting of performance units for the 2004 - 2006 performance period (payable solely in cash based on the closing stock price of Entergy Corporation on the date of vesting) under the PUP.
(2)
Mr. McDonald has deferred receipt of his payment into the EDCP. See "Benefits, Perquisites, Agreements and Post-Termination Plans - Executive Deferred Compensation" in Compensation Discussion and Analysis.
(3)
Consists of the cash settlement of 1,200 RUs on October 30, 2006 and the vesting of performance units for the 2004 - 2006 performance period under the PUP.
2006 Pension Benefits
The following table shows the present value as of December 31, 2006, of accumulated benefits payable to each of the Named Executive Officers, including the number of years of service credited to each Named Executive Officer, under the retirement plans sponsored by Entergy Corporation, determined using interest rate and mortality rate assumptions consistent with those used in Entergy Corporation's financial statements. Information regarding these retirement plans is included in Compensation Discussion & Analysis under the heading, "Benefits, Perquisites, Agreements and Post-Retirement Plans - Pension Plan, Pension Equalization Plan, Supplemental Retirement Plan and System Executive Retirement Plan." In addition, this section includes information regarding early retirement options under the plans.
Name
Plan
Name
Number
of Years
Credited
Service
Present
Value of
Accumulated
Benefit
Payments
During
E. Renae Conley (1)
Non-qualified
PEP
24.35
$634,200
$ -
Qualified
defined
benefit plan
7.83
$98,400
$ -
Name
Plan
Name
Number
of Years
Credited
Service
Present
Value of
Accumulated
Benefit
Payments
During
Leo P. Denault (2)
Non-qualified
SERP
22.83
$1,693,700
$ -
Qualified
defined
benefit plan
7.83
$78,800
$ -
Joseph F. Domino
Non-qualified
SERP
33.08
$1,050,200
$ -
Qualified
defined
benefit plan
33.08
$631,600
$ -
J. Wayne Leonard (3)
Non-qualified
supplemental
retirement
plan benefit
8.68
$ 18,773,200
$ -
Qualified
defined
benefit plan
8.68
$ 144,400
$ -
Jay A. Lewis
Non-qualified
PEP
7.58
$10,800
$ -
Qualified
defined
benefit plan
7.58
$67,900
$ -
Hugh T. McDonald
Non-qualified
SERP
23.42
$601,800
$ -
Qualified
defined
benefit plan
23.42
$250,300
$ -
Daniel F. Packer
Non-qualified
PEP & SRP
24.08
$1,383,700
$ -
Qualified
defined
benefit plan
24.08
$487,400
$ -
Carolyn C. Shanks
Non-qualified
SERP
20.17
$535,100
$ -
Qualified
defined
benefit plan
20.17
$200,600
$ -
Richard J. Smith (4)
Non-qualified
PEP
30.25
$1,935,200
$ -
Qualified
defined
benefit plan
7.33
$116,800
$ -
(1)
Ms. Conley entered into an agreement granting 16.52 additional years of service under the non-qualified PEP increasing the present value of the accumulated benefit by $86,500 over the benefit she would receive under the non-qualified SERP.
(2)
During 2006, Mr. Denault entered into an agreement granting an additional 15 years of service under the non-qualified SERP if he continues to work for an Entergy System company employer until age 55. This increased the present value of his benefit by $980,200.
(3)
Pursuant to his retention agreement, Mr. Leonard is entitled to a non-qualified supplemental retirement benefit in lieu of participation in Entergy Corporation's non-qualified supplemental retirement plans such as SERP or the PEP. Currently, Mr. Leonard may separate from employment without a reduction in his non-qualified supplemental retirement benefit.
(4)
Mr. Smith entered into an agreement granting 22.92 additional years of service under the non-qualified PEP providing an additional $898,300 above the accumulated benefit he would receive under the non-qualified SERP.
Qualified Retirement Benefits
The qualified retirement plan is a funded defined benefit pension plan that provides benefits to most of the non-bargaining unit employees of Entergy System companies. All Named Executive Officers are participants in this plan. The pension plan provides a monthly benefit payable for the participant's lifetime beginning at age 65 and equal to 1.5% of the participant's five-year average monthly eligible earnings times such participant's years of service. Participants are 100% vested in their benefit upon completing 5 years of vesting service.
Normal retirement under the plan is age 65. Employees who terminate employment prior to age 55 may receive a reduced deferred vested retirement benefit payable as early as age 55 that is actuarially equivalent to the normal retirement benefit (i.e., reduced by 7% per year for the first 5 years preceding age 65, and reduced by 6% for each additional year thereafter). Employees who are at least age 55 with 10 years of vesting service upon termination from Entergy Corporation are entitled to a subsidized early retirement benefit beginning as early as age 55. The subsidized early retirement benefit is equal to the normal retirement benefit reduced by 2% per year for each year that early retirement precedes age 65.
Mr. Packer and Mr. Domino are eligible for subsidized early retirement benefits.
Nonqualified Retirement Benefits
The Named Executive Officers are eligible to participate in certain nonqualified retirement benefit plans that provide retirement income, including the PEP, the SRP, and the SERP. Each of these plans is an unfunded nonqualified defined benefit pension plan that provides benefits to key management employees. In these plans, each described below, an executive is typically enrolled in one or more plans but only paid the amount due under the plan that provides the highest benefit, except that participants in the SRP are also eligible for benefits under the PEP. In general, upon disability, participants in the PEP and the SERP remain eligible for continued service credits until recovery or retirement. Generally, spouses of participants who die before commencement of benefits may be eligible for a portion of the participant's accrued benefit.
All of the Named Executive Officers (other than Mr. Leonard and Mr. Lewis) participate in both the PEP and SERP. Mr. Packer is the only Named Executive Officer who also participates in the SRP.
The PEP
All of the Named Executive Officers (with the exception of Mr. Leonard) are participants in the PEP. The benefit provisions are substantially the same as the qualified retirement plan but provide two additional benefits: (a) "restorative benefits" intended to offset limitations on certain earnings that may be considered in connection with the qualified retirement plan and (b) supplemental credited service (if granted to an individual participant). The benefits under this plan are offset by benefits payable from the qualified retirement plan and may be offset by prior employer benefits. Participants may elect to receive their PEP benefit in the form of a monthly annuity or an actuarially equivalent lump sum payment. The PEP benefit attributable to supplemental credited service is not vested until age 65. Subject to the approval of the Entergy System company employer, an employee who terminates employment prior to age 65 may be vested in his or her benefit, with payment of the benefit beginning as early as age 55. Benefits payable prior to age 65 are subject to the same reductions as qualified plan benefits.
The SRP
Mr. Packer is the only Named Executive Officer who is currently in the SRP. The SRP provides that, under certain circumstances, a participant may receive a monthly retirement benefit payment for 120 months or elect a lump sum payment, as further described in the CD&A. The SRP benefit is not vested until age 65. Subject to the approval of the Entergy System company employer, an employee who terminates employment prior to age 65 may be vested in his or her benefit, with payment of the benefit beginning as early as age 55. Benefits payable prior to age 65 may be subject to certain reductions if the participant has less than 10 years of service.
The SERP
All Named Executive Officers (except Mr. Leonard and Mr. Lewis) are participants in the SERP. The SERP provides a monthly benefit payable for the employees' lifetime beginning at age 65, as further described in the CD&A. The SERP benefit is not vested until age 65. Subject to the approval of the Entergy System company employer, an employee who terminates his or her employment prior to age 65 may be vested in the SERP benefit, with payment of the benefit beginning as early as age 55. Benefits payable prior to age 65 are subject to the same reductions as qualified plan benefits. Further, in the event of a change in control, participants in the SERP are also eligible for subsidized early retirement as early as age 55 even if they do not currently meet the age or service requirements for early retirement under that plan or have company permission to separate from employment.
Mr. Leonard's Nonqualified Supplemental Retirement Benefit
Mr. Leonard's retention agreement (as further discussed below) provides that, in lieu of his participation in the PEP and the SERP, upon the termination of his employment (unless such termination is for Cause, as defined in the agreement), he will be entitled to receive a benefit equal to 60% of his final three-year average compensation (as defined under the SERP) calculated as a single life annuity and available in a lump sum. This benefit will be reduced by other benefits to which he is entitled from the Entergy Corporation-sponsored qualified Pension Plan or prior employer plans.
Additional Information
For a description of the material terms and conditions of payments and benefits available under the retirement plans, including each plan's normal retirement payment and benefit, benefit formula and eligibility standards, specific elements of compensation included in applying the payment and benefit formula, and Entergy Corporation's policies with regard to granting extra years of credited service, see "Compensation Discussion and Analysis -- Benefits, Perquisites, Agreements and Post-Termination Plans -- Pension Plan, Pension Equalization Plan, Supplemental Retirement Plan and System Executive Retirement Plan." For a discussion of the relevant assumptions used in valuing these liabilities, see Note 11 to the Financial Statements.
2006 Nonqualified Deferred Compensation
	The following table provides information regarding the EDCP and the EOP, which allow for the deferral of compensation for the Named Executive Officers. For additional information, see "Benefits, Perquisites, Agreements and Post-Termination Plans --Executive Deferred Compensation" in Compensation Discussion and Analysis. All Named Executive Officers except Mr. Lewis are eligible to participate in the deferral programs.
	All deferrals are credited to the applicable Entergy System company employer's non-funded liability account. Depending on the payment deferred, the Named Executive Officers may elect investment in either phantom Company common stock or one or more of several investment options under the Savings Plan. Within limitations of the program, participating Named Executive Officers may move funds from one deemed investment option to another. The participating Named Executive Officers do not have the ability to withdraw funds from the deemed investment accounts except within the terms provided in their deferral elections. Within the limitations prescribed by law as well as the program, participating Named Executive Officers have the option to make a successive deferral of these funds. Assuming a Named Executive Officer does not elect a successive deferral, the Entergy System company employer of the participant is obligated to pay the amount credited to the participant's account at the conclusion of their deferral. These payments are paid out of the general assets of the employer.
	FICA and Medicare taxes are paid on all deferred amounts prior to their deferral. Applicable federal and state taxes are paid at the conclusion of their deferral. Employees are not eligible for a "match" of amounts that are deferred by them pursuant to the deferred compensation programs. With the exception of allowing for the deferral of federal and state taxes, the Entergy System company employer provides no additional benefit to the Named Executive Officers in connection with amounts deferred under the EDCP. The deemed investment options available to participating Named
	
	
	
	Executive Officers are limited to certain deemed investment options available to all non-officer employees under the Savings Plan. Deferred amounts are deemed credited with earnings or losses based on the rate of return of deemed investment options (under the EDCP) or Entergy Corporation common stock (under the EOP or 2007 Equity Plan). In 2006, the Personnel Committee approved a number of recommendations to simplify the deferral programs and reduce the number of options available to the Named Executive Officers.
Name
(a)
Executive
Contributions in
2006 (1)
(b)
Registrant
Contributions in
(c)
Aggregate
Earnings in
2006 (2)
(d)
Aggregate
Withdrawals/
Distributions
(e)
Aggregate
Balance at
December 31,
(f)
E. Renae Conley
$ -
$ -
$891,668
($ 664,071)
$3,707,571
Leo P. Denault
$ -
$ -
$831,366
$ -
$3,773,268
Joseph F. Domino
$210,721
$ -
$125,561
($ 670,428)
$1,309,307
J. Wayne Leonard
$ -
$ -
$4,089,784
$ -
$15,023,766
Jay A. Lewis
$ -
$ -
$ -
$ -
$ -
Hugh T. McDonald
$277,649
$ -
$754,690
$ -
$3,931,498
Daniel F. Packer
$ -
$ -
$188,799
($125,302)
$695,399
Carolyn C. Shanks
$210,057
$ -
$364,010
($587,990)
$1,936,660
Richard J. Smith
$160,160
$ -
$1,655,886
$ -
$7,252,378
(1)
Amounts in this column are included in columns (c) and (g) in the 2006 Summary Compensation Table for Mr. McDonald and in the 2005 Summary Compensation Table for Mr. Domino, Ms. Shanks and Mr. Smith.
(2)
Amounts in this column are not included in the Summary Compensation Table.
Potential Payments upon Termination or Change in Control
	Entergy Corporation has entered into individual retention agreements with Mr. Leonard and Mr. Denault, and Mr. Smith's Entergy System company employer has entered an individual retention agreement with Mr. Smith. In addition, Entergy Corporation has plans and other arrangements that provide compensation to the Named Executive Officers if the officer's employment is terminated under specified conditions, including in the event of a change in control of Entergy Corporation. In accordance with Code section 409A, the Named Executive Officers have made benefit payment elections with respect to certain deferred compensation benefits to which they may be entitled and may not receive such benefits until six months following the date of their separation from service.
Retention Agreements
J. Wayne Leonard
	Mr. Leonard's retention agreement provides that if his Entergy System company employment is terminated for any reason other than for cause, he will be entitled to a non-qualified supplemental retirement benefit in lieu of participation in Entergy Corporation's non-qualified supplemental retirement plans such as the SERP or the PEP. If Mr. Leonard's employment is terminated for cause, he will forfeit his non-qualified supplemental retirement benefit and be entitled only to any accrued and unpaid salary, compensation and benefits payable to him through the termination date, and normal post-termination compensation and benefits as such payments become due in accordance with the retirement, insurance and other compensation or benefit plans, programs and arrangements in which he participates.
	Mr. Leonard's non-qualified supplemental retirement benefit is calculated as a single life annuity equal to 60% of his final monthly compensation (as defined under the SERP), reduced to account for benefits payable to Mr. Leonard under Entergy Corporation's and a former employer's qualified pension plans. The benefit is payable in a single lump sum, or as periodic payments, as elected by Mr. Leonard in accordance with Internal Revenue Code Section 409A. If elected, periodic payments will be due for Mr. Leonard's life, and then a reduced benefit of 50% will be due for the life of his spouse. Because Mr. Leonard attained the age of 55 during 2005, Mr. Leonard is currently entitled under his retention agreement to his non-qualified supplemental retirement benefit if he were to leave Entergy System company employment other than as the result of a termination for cause.
	The retention agreement with Mr. Leonard further provides that, subject to the provisions of Internal Revenue Code Section 409A, if his employment is terminated while a change in control is pending (i) by him for good reason, (ii) by Entergy Corporation other than for cause, or (iii) on account of disability or death, he will also be entitled to:
a lump sum cash severance payment equal to 2.99 times the sum of his base salary plus the greatest of (i) the annual incentive award actually awarded to him for the fiscal year prior to the termination date, (ii) his target annual incentive award for the fiscal year in which the termination date occurs and (iii) his target annual incentive award for the fiscal year within which falls the 90th day preceding a change in control;
a pro rata annual incentive award, based on an assumed maximum annual achievement of applicable performance goals;
the number of performance units awarded to him with respect to any performance period that includes the termination date, based upon an assumed target payout level with respect to such performance periods (or based upon an assumed maximum payout level under certain circumstances surrounding a change in control);
the vesting of, and lapse of restrictions on, all restricted shares, stock options and other awards (excluding performance units) granted prior to the date of termination, and the extension of the period during which stock options shall be exercisable for the remainder of the ten-year term extending from the grant date;
any accrued and unpaid salary, compensation and benefits payable to him through the termination date; and
normal post-termination compensation and benefits as such payments become due in accordance with our retirement, insurance and other compensation or benefit plans, programs and arrangements.
Leo P. Denault
	The retention agreement with Mr. Denault provides that, if Mr. Denault's employment is terminated prior to his attainment of age 55 (i) by him for good reason or (ii) by his Entergy System company employer other than for cause or disability, he will be entitled to:
a lump sum cash severance payment equal to 2.99 times the sum of his base salary plus the greatest of (i) the annual incentive award actually awarded to him for the fiscal year prior to the termination date, (ii) his target annual incentive award for the fiscal year in which the termination date occurs and (iii) his target annual incentive award for the fiscal year in which the retention agreement became effective;
the number of performance units awarded to him with respect to any performance period that includes the termination date, based upon an assumed target payout level with respect to such performance periods;
the vesting of, and lapse of restrictions on, all restricted shares, stock options and other awards (excluding performance units) granted under the 2007 Plan (but not the EOP) prior to the date of termination;
any accrued and unpaid salary, compensation and benefits payable to him through the termination date;
normal post-termination compensation and benefits as such payments become due in accordance with our retirement, insurance and other compensation or benefit plans, programs and arrangements; and
COBRA continuation coverage, as subsidized by us, for a period ending on the earlier of the applicable COBRA continuation period or 18 months from his termination date.
	If Mr. Denault's employment is terminated (i) on or after he attains age 55, (a) by him for good reason or (b) by his Entergy System company employer other than for cause or disability, or (ii) at any time on account of death or disability, he will instead be entitled to:
15 additional "Years of Service" under the SERP for purposes of computing his SERP benefit, and (except for termination as a result of death) automatic permission to retire for the purpose of being eligible to receive benefits then payable under the SERP;
the number of performance units awarded to him with respect to any performance period that includes the termination date, based upon an assumed target payout level with respect to such performance periods;
the vesting of, and lapse of restrictions on, all restricted shares, stock options and other awards (excluding performance units) granted under the 2007 Plan (but not the EOP) prior to the date of termination;
any accrued and unpaid salary, compensation and benefits payable to him through the termination date; and
normal post-termination compensation and benefits as such payments become due in accordance with our retirement, insurance and other compensation or benefit plans, programs and arrangements.
	If Mr. Denault's employment is terminated (i) for cause at any time or (ii) before age 55, by him other than for good reason, death or disability, then he will be entitled only to:
any accrued and unpaid salary, compensation and benefits payable to him through the termination date; and
normal post-termination compensation and benefits as such payments become due in accordance with our retirement, insurance and other compensation or benefit plans, programs and arrangements.
	If his employment is terminated for any reason on or after age 55 other than (i) by him for good reason, (ii) by his Entergy System company employer other than for cause or disability or (iii) on account of his death, he will be entitled to:
15 additional "Years of Service" under the SERP for purposes of computing his SERP benefit;
any accrued and unpaid salary, compensation and benefits payable to him through the termination date; and
normal post-termination compensation and benefits as such payments become due in accordance with our retirement, insurance and other compensation or benefit plans, programs and arrangements.
Richard J. Smith
	The retention agreement with Mr. Smith provides that Mr. Smith will be paid a retention payment of $525,000 on each of the first three anniversaries of a change in control if he remains employed by the surviving company on each of those dates. The agreement also provides that upon termination of employment while a change in control is pending and for three years following a change in control (a) by Mr. Smith for good reason or by his Entergy System company employer other than for cause, or (b) on account of Mr. Smith's death or disability, he will be entitled to:
a lump sum cash payment equal to the unpaid installments, if any, of the retention payments described above;
the number of performance units awarded to him with respect to any performance period that includes the termination date, based upon an assumed target payout level with respect to such performance periods;
the vesting of, and lapse of restrictions on, all restricted shares, stock options and other awards (excluding performance units) granted prior to the date of termination, and the extension of the period during which stock options shall be exercisable for the remainder of the ten-year term extending from the grant date;
any accrued and unpaid salary, compensation and benefits payable to him through the termination date; and
normal post-termination compensation and benefits as such payments become due in accordance with our retirement, insurance and other compensation or benefit plans, programs and arrangements.
	If Mr. Smith's employment is terminated at any time for cause or by him without good reason, he will be entitled only to:
any accrued and unpaid salary, compensation and benefits payable to him through the termination date; and
normal post-termination compensation and benefits as such payments become due in accordance with our retirement, insurance and other compensation or benefit plans, programs and arrangements.
	In addition to the payments and benefits described above, each of the retention agreements entitles the officer to receive a "gross-up" payment to compensate him for any excise tax imposed on payments or benefits received pursuant to the agreement or any other plan, arrangement or agreement with us. Furthermore each officer will be subject to non-competition and non-disparagement provisions for a period of two years following the termination date. If the officer violates either of these provisions, he will forfeit future payments under the agreement and must repay amounts previously paid (in each case, other than accrued and unpaid compensation and normal post-retirement benefits). The definitions of "cause," "good reason" and "disability" in each of these agreements are substantially the same as the definitions of such terms in our SECPs, as discussed below under "Termination Related to a Change in Control."
Termination Related to a Change in Control
	All of the Named Executive Officers (other than Mr. Lewis) participate in one of Entergy Corporation's two System Executive Continuity Plans (the "SECPs"), which entitle them to certain benefits if their employment is terminated other than for "cause" or if they terminate their employment for "good reason," in each case within a "change in control period" (defined as the period commencing 90 days prior and ending 24 months following a change in control). Generally, a "change in control" is defined to include (i) the purchase of 25% or more of either Entergy Corporation common stock or the combined voting power of Entergy Corporation voting securities, (ii) the merger or consolidation of Entergy Corporation (unless the individuals serving on the board of directors of Entergy Corporation constitute at least a majority of the board of directors of the surviving entity), (iii) the liquidation, dissolution or sale of all or substantially all of Entergy Corporation's assets, or (iv) a change in the composition of the board of directors of Entergy Corporation such that during any two-year period, the individuals serving at the beginning of such period cease to constitute a majority of the board of directors of Entergy Corporation.
	Under the SECPs, a Named Executive Officer's employment may be terminated for "cause" if he or she engages in any of a list of certain specified activities, including (i) the willful and continuing failure to substantially perform his or her duties that has not been cured within 30 days of receiving written demand from the board of directors of Entergy Corporation, (ii) willfully engaging in conduct that is demonstrably and materially injurious to Entergy Corporation or any one of the Subsidiaries, (iii) a conviction of or guilty plea to a felony or other crime that may have a material adverse effect on the executive's ability to carry out his or her duties or on the reputation of Entergy Corporation or any of the Subsidiaries, (iv) a material violation of any agreement with Entergy Corporation or any of the Subsidiaries, or (v) unauthorized disclosure of confidential information of Entergy Corporation or the Subsidiaries.
	Under the SECPs, a Named Executive Officer may terminate his or her employment for "good reason" related to a change in control if, without his or her express written consent, (i) the nature or status of his or her duties and responsibilities is substantially altered or reduced from those enjoyed prior to the change in control, (ii) his or her base salary is reduced 5% or more, (iii) he or she is required to be based at a location outside of the continental United States and other than his or her primary work location prior to the change in control, (iv) any compensation plan in which he or she participated prior to the change in control is discontinued, unless an equitable arrangement has been made with respect to such plan, or his or her participation in any such plan is materially less favorable than prior to the change in control, (v) he or she is not provided with benefits
	
	
	substantially similar to those enjoyed prior to the change in control or the number of vacation days to which he or she is entitled prior to the change in control, or (vi) his or her employment is purported to be terminated other than in accordance with the requirements of the SECP.
	If a Named Executive Officer's employment is terminated other than for cause, or if he or she terminates his or her employment for good reason, in each case related to a change in control, he or she is entitled under the SECPs and the EOP to:
a cash severance payment equal to three times base salary and target bonus payable in a single sum distribution, except that this cash severance payment is limited to 2.99 times the sum of base salary and applicable annual incentive bonus for participants who have joined an SECP since March 2004 and for Mr. Leonard and Mr. Denault, who elected to be subject to this limitation;
the number of performance units granted under the PUP with respect to any period that precedes or includes the beginning of the change in control period, based on the assumed achievement of applicable performance targets, but subject to forfeiture as described below;
with the exception of performance units, immediate vesting of and the lifting of restrictions on all awards granted under the EOP;
continued medical and dental insurance coverage for three years, but subject to offset for any similar coverage provided by the executive's new employer;
the normal post-termination compensation and benefits determined under, and paid in accordance with, our retirement, insurance and other compensation or benefits plans, programs and arrangements; and
a "gross-up" payment to compensate for any excise taxes incurred by the executive as a result of payments or benefits received in connection with change in control or the executive's termination of employment (whether pursuant to the terms of the SECPs or any other plan, arrangement or agreement).
	The executive may elect to receive all awards payable to him or her under the EOP on the first day of any month following his or her termination other than for cause or for good reason related to a change in control. Perquisites are not available after the separation date.
	Under certain circumstances, the payments and benefits received by a Named Executive Officer pursuant to the SECPs may be forfeited and, in certain cases, subject to repayment. Benefits are no longer payable under the SECPs, and unvested performance units under the PUP are subject to forfeiture, if (i) the executive accepts employment with an Entergy System company employer, (ii) the executive elects to receive the benefits of another severance or separation program, (iii) the executive removes, copies or fails to return any property belonging to Entergy Corporation or the Subsidiaries, (iv) the executive discloses non-public data or information concerning Entergy Corporation or any of the Subsidiaries or (v) the executive violates his or her non-competition provision, which provisions generally run for two years but extend to three years if permissible under applicable law. Furthermore, if the executive discloses non-public data or information concerning Entergy Corporation or any of the Subsidiaries or violates his or her non-competition provision, he or she is required to repay any benefits previously received under the SECPs.
	In addition to participation in the SECPs, upon completion of a transaction resulting in a change in control of Entergy Corporation, benefits already accrued under our SERP, PEP and SRP, if any, and awards granted under the EOP, if any, will become fully vested if the executive is involuntarily terminated without "cause" or terminates employment for "good reason" (as such terms are defined in such plans, which correspond to the definitions for such terms included in the SECPs).
Termination Not Related to a Change in Control
	Entergy Corporation's compensation, benefit and retirement plans, including without limitation the Pension Plan, the PEP, the SERP, the SRP, the EAIP, the MIP, the PUP, the EOP, the 2007 Equity Plan, and the terms of the individual grants hereunder (the "General Compensation Plans"), describe the treatment of outstanding awards or benefits granted under those plans if the participant's employment is terminated due to one of the triggering events described below. In the event of any inconsistency with the descriptions below and the description of payments and benefits above to which Mr. Leonard, Mr. Denault, Mr. Smith, or Ms. Shanks are entitled pursuant to the terms of their respective agreements with respect to any termination event, the terms of the agreements control.
Termination for Cause
If a Named Executive Officer's employment is terminated for "cause" (as defined in the SECPs and described above under "Termination Related to a Change in Control"), he or she is generally entitled under the General Compensation Plans to the same compensation and separation benefits described below under "Voluntary Resignation."
Voluntary Resignation
	If a Named Executive Officer voluntarily resigns from his Entergy System company employment, he or she is entitled under the General Compensation Plans to all accrued benefits and compensation as of the separation date, including qualified pension benefits (if any) and other post-employment benefits on terms consistent with those generally available to our other salaried employees. In the case of voluntary resignation, the officer would forfeit all unvested stock options and RUs as well as any perquisites to which he or she is entitled as an officer. In addition, the officer would forfeit, except as described below, his or her right to receive incentive payments under the PUP or the EAIP. If the officer resigns after the completion of an EAIP or PUP performance period, he or she could receive a payout under the PUP based on the outcome of the performance cycle and could, at Entergy Corporation's discretion, receive an annual incentive payment under the EAIP. Any vested stock options held by the officer as of the separation date will expire the earlier of ten years from date of grant or 90 days from the last day of active employment.
Retirement
	Under our retirement plans, a Named Executive Officer's eligibility for retirement benefits is based on a combination of age and years of service. Normal retirement is defined as age 65. Early retirement is defined under the qualified retirement plan as minimum age 55 with 10 years of service, and in the case of the SERP, SRP, and supplemental credited service under the PEP, the consent of Entergy System company employer.
	Upon a Named Executive Officer's retirement, he or she is entitled under the General Compensation Plans to all accrued benefits and compensation as of the separation date, including qualified pension benefits and other post-employment benefits consistent with those generally available to salaried employees. The annual incentive payment under the EAIP is pro-rated based on the actual number of days employed during the performance year in which the retirement date occurs. Similarly, payments under the PUP are pro-rated based on the actual number of days employed, in each outstanding performance cycle, in which the retirement date occurs. In each case, payments are delivered at the conclusion of each annual or performance cycle, consistent with the timing of payments to active participants in the EAIP and the PUP, respectively.
	Unvested stock options issued under our EOP vest on the retirement date and expire ten years from the grant date. Any RUs held (other than those issued by the PUP) by the executive upon his or her retirement are forfeited, and perquisites (other than short-term financial counseling services) are not available following the separation date.
Disability
	If a Named Executive Officer's employment is terminated due to disability, he or she is generally entitled under the General Compensation Plans to the same compensation and separation benefits described above under "Retirement," except that restricted units may be subject to specific disability benefits (as noted, where applicable, in the tables below).
Death
	If a Named Executive Officer dies while actively employed by an Entergy System company employer, he or she is generally entitled under the General Compensation Plans to the same compensation and separation benefits described above under "Retirement," except that (i) all unvested stock options are forfeited, (ii) vested stock options will expire the earlier of ten years from the grant date or three years following the executive's death and (iii) RUs may be subject to specific death benefits (as noted, where applicable, in the tables below).
Estimated Payments
	The tables below reflect the amount of compensation each named executive officer would receive upon the occurrence of the specified separation triggering events, based on available programs and specific agreements with each executive. The tables assume the separation was effective on December 29, 2006, the last business day of our last fiscal year, and our stock price is $92.32, which was the closing market price on such date.
E. Renae Conley
President & CEO, Entergy LA
The following table shows certain payments and benefits, excluding vested or earned awards and benefits, which our President & CEO, Entergy LA would have been entitled to receive as a result of a termination of her employment under various scenarios as of December 29, 2006:
Benefits and Payments Upon Termination(1)
Voluntary
Resignation
For
Cause
Termination for Good Reason or Not for Cause
Retirement(6)
Disability
Death
Termination Related to a Change in Control(5)
Severance Payment(2)
---
---
---
---
---
---
$1,212,800
Performance Units:(3)
2005-2007 PUP
---
---
---
---
$166,176
$166,176
$249,264
2006-2008 PUP
---
---
---
---
$73,856
$73,856
$221,568
Unvested Stock Options(4)
---
---
---
---
$765,701
---
$765,701
280G Tax Gross-up
---
---
---
---
---
---
---
In addition to the payments and benefits in the table, Ms. Conley also would have been entitled to receive her vested pension benefits. For a description of the pension benefits available to Named Executive Officers, see "2006 Pension Benefits." If Ms. Conley's employment were terminated under certain conditions relating to a change in control, she would also be eligible for early retirement benefits, which are described in "2006 Pension Benefits." If Ms. Conley's employment were terminated "for cause," she would forfeit her supplemental credited service and SERP supplemental benefits.
In the event of a termination related to a change in control, Ms. Conley would be entitled to receive pursuant to the System Executive Continuity Plan a lump sum severance payment equal to two times her base salary plus annual incentive, calculated at target opportunity.
In the event of a change in control, Ms. Conley would have been entitled to receive pursuant to the System Executive Continuity Plan a lump sum payment relating to her PUP units. The payment is calculated as if all performance goals relating to the particular PUP cycles were achieved at target level for the entire performance period. The payment is accelerated to a lump payment on the date of the change of control. For purposes of the table, the value of Ms. Conley's awards have been calculated as follows:
2005 - 2007 Plan - 2,700 performance units at target, assuming a stock price of $92.32
2006 - 2008 Plan - 2,400 performance units at target, assuming a stock price of $92.32
For scenarios other than a termination related to a change in control, participants in the PUP, including Ms. Conley, are eligible to receive an award as defined by the terms and conditions of the PUP. With respect to death or disability, the award is pro-rated based on the number of months of participation in each PUP performance cycle. The amount of the award is based on actual performance achieved, with a stock price set as of the end of the performance period, and payable in the form of a lump sum after the completion of the performance period.
In the event of disability or a change in control qualifying event, Ms. Conley's unvested stock options would immediately vest. For purposes of this table, we assumed that Ms. Conley exercised her options immediately upon vesting and received proceeds equal to the difference between the closing price of common stock on December 29, 2006, and the applicable exercise price of each option share.
Pursuant to the System Executive Continuity Plan, in a change in control qualifying event, Ms. Conley would be eligible to receive subsidized medical and dental benefits for a period of 24 months, the value of which as of December 29, 2006 was $21,450.
As of December 29, 2006 Ms. Conley was not eligible to retire from Entergy's qualified retirement plan; consequently, compensation and benefits available under this scenario are substantially the same as available with a voluntary resignation.
Leo P. Denault
Executive Vice President and Chief Financial Officer
The following table shows certain payments and benefits, excluding vested or earned awards and benefits, which our Executive Vice President and Chief Financial Officer would have been entitled to receive as a result of a termination of his employment under various scenarios as of December 29, 2006:
Benefits and Payments Upon Termination(1)
Voluntary
Resignation
For
Cause
Termination for Good Reason or Not for Cause(5)
Retirement(6)
Disability
Death
Termination Related to a Change in Control(5)
Severance Payment(2)
---
---
$2,775,318
---
---
---
$2,775,318
Performance Units:(3)
2005-2007 PUP
---
---
$553,920
---
$553,920
$553,920
$553,920
2006-2008 PUP
---
---
$553,920
---
$553,920
$553,920
$553,920
Unvested Stock Options(4)
---
---
$2,154,304
---
$2,154,304
$2,154,304
$2,154,304
280G Tax Gross-up
---
---
---
---
---
---
$2,287,248
In addition to the payments and benefits in the table, Mr. Denault also would have been entitled to receive his vested pension benefits. For a description of the pension benefits available to Named Executive Officers, see "2006 Pension Benefits." If Mr. Denault's employment were terminated under certain conditions relating to a change in control, he would also be eligible for early retirement benefits, which are described in "2006 Pension Benefits." If Mr. Denault's employment were terminated "for cause," he would forfeit his supplemental credited service and SERP supplemental benefits.
In the event of a termination related to a change in control or a termination for good reason or not for cause, Mr. Denault would be entitled to receive pursuant to his retention agreement a lump sum severance payment equal to 2.99 times the sum of his base salary plus annual incentive, calculated at target opportunity.
In the event of a termination related to a change in control or a termination for good reason or other than for cause, disability or death, Mr. Denault is entitled to receive under the terms of his retention agreement a lump sum payment relating to his performance units. The payment is calculated as if all performance goals relating to the particular PUP cycle were achieved at target level for the entire performance period. For purposes of the table, the value of Mr. Denault's performance units has been calculated as follows:
2005 - 2007 Plan - 6,000 performance units at target, assuming a stock price of $92.32
2006 - 2008 Plan - 6,000 performance units at target, assuming a stock price of $92.32
In the event of termination related to a change in control, termination for good reason or other than for cause, disability or death, Mr. Denault's unvested stock options would immediately vest pursuant to his retention agreement. For purposes of this table, we assumed that Mr. Denault exercised his options immediately upon vesting and received proceeds equal to the difference between the closing price of common stock on December 29, 2006, and the applicable exercise price of each option share.
Pursuant to his retention agreement, in a termination other than for cause, Mr. Denault would have been eligible to receive company subsidized COBRA benefits for a period of 18 months the value of which as of December 29, 2006 was $12,727. In a change in control qualifying event, Mr. Denault would be eligible to receive subsidized medical and dental benefits for a period of 36 months, the value of which as of December 29, 2006 was $25,453.
As of December 29, 2006 Mr. Denault is not eligible to receive retirement benefits pursuant to the terms of Entergy Corporation's qualified retirement plan; consequently, compensation and benefits available under this scenario are substantially the same as available with a voluntary resignation.
Joseph F. Domino
President & CEO, Entergy TX
The following table shows certain payments and benefits, excluding vested or earned awards and benefits, which our President & CEO, Entergy TX would have been entitled to receive as a result of a termination of his employment under various scenarios as of December 29, 2006:
Benefits and Payments Upon Termination(1)
Voluntary
Resignation
For
Cause
Termination for Good Reason or Not for Cause
Retirement(6)
Disability
Death
Termination Related to a Change in Control(5)
Severance Payment(2)
---
---
---
---
---
---
$445,500
Performance Units:(3)
2005-2007 PUP
---
---
---
$80,011
$80,011
$80,011
$120,016
2006-2008 PUP
---
---
---
$33,851
$33,851
$33,851
$101,552
Unvested Stock Options(4)
---
---
---
$440,488
$440,488
---
$440,488
280G Tax Gross-up
---
---
---
---
---
---
---
In addition to the payments and benefits in the table, Mr. Domino also would have been entitled to receive his vested pension benefits. For a description of the pension benefits available to Named Executive Officers, see "2006 Pension Benefits." If Mr. Domino's employment were terminated under certain conditions relating to a change in control, he would also be eligible for early retirement benefits, which are described in "2006 Pension Benefits." If Mr. Domino's employment were terminated "for cause," he would forfeit his SERP and other similar supplemental benefits.
In the event of a termination related to a change in control, Mr. Domino would be entitled to receive pursuant to the System Executive Continuity Plan a lump sum severance payment equal to one times the sum of his base salary plus annual incentive, calculated at target opportunity.
In the event of a change in control, Mr. Domino would have been entitled to receive pursuant to the System Executive Continuity Plan a lump sum payment relating to his performance units. The payment is calculated as if all performance goals relating to the particular PUP cycles were achieved at target level for the entire performance period. The payment is accelerated to a lump payment on the date of the change of control. For purposes of the table, the value of Mr. Domino's awards was calculated as follows:
2005 - 2007 Plan - 1,300 performance units at target, assuming a stock price of $92.32
2006 - 2008 Plan - 1,100 performance units at target, assuming a stock price of $92.32
For scenarios other than a termination related to a change in control, participants in the PUP, including Mr. Domino, are eligible to receive an award as defined by the terms and conditions of the PUP. With respect to death, disability or retirement (as Mr. Domino is eligible for retirement), the award is pro-rated based on the number of months of participation in each PUP performance cycle. The amount of the award is based on actual performance achieved, with a stock price set as of the end of the performance period, and payable in the form of a lump sum after the completion of the performance period.
In the event of retirement, disability or a change in control qualifying event, Mr. Domino's unvested stock options would immediately vest. For purposes of this table, we assumed that Mr. Domino exercised his options immediately upon vesting and received proceeds equal to the difference between the closing price of common stock on December 29, 2006, and the applicable exercise price of each option share.
Pursuant to the System Executive Continuity Plan, in a change in control qualifying event, Mr. Domino would be eligible to receive subsidized medical and dental benefits for a period of 12 months, the value of which as of December 29, 2006 was $10,725.
As of December 29, 2006 Mr. Domino is eligible to retire from Entergy's qualified retirement plan; consequently, compensation and benefits available under this scenario are the same as available to substantially all exempt employees.
For information regarding these vested benefits, see the Pension Benefits table included in this Form 10-K.
J. Wayne Leonard
Chairman and Chief Executive Officer
The following table shows certain payments and benefits, excluding vested or earned awards and benefits, which our Chairman and Chief Executive Officer would have been entitled to receive as a result of a termination of his employment under various scenarios as of December 29, 2006:
Benefits and Payments Upon Termination(1)
Voluntary
Resignation
For
Cause
Termination for Good Reason or Not for Cause
Retirement(7)
Disability
Death
Termination Related to a Change in Control
Annual Incentive
Payment(2)
---
---
---
---
---
---
$2,366,000
Severance Payment(3)
---
---
---
---
---
---
$7,074,340
Performance Units:(4)
2005-2007 PUP
---
---
---
---
$2,111,051
$2,111,051
$3,166,576
2006-2008 PUP
---
---
---
---
$1,030,907
$1,030,907
$3,092,720
Unvested Stock Options(5)
---
---
---
---
$9,909,684
---
$9,909,684
Unvested Restricted
Units(6)
---
---
$9,232,000
---
$9,232,000
$9,232,000
$9,232,000
280G Tax Gross-up
---
---
---
---
---
---
---
In addition to the payments and benefits in the table, Mr. Leonard also would have been entitled to receive his vested pension benefits. However, a "for cause" termination would result in forfeiture of the supplemental retirement benefit. For additional information regarding Mr. Leonard's vested benefits and awards, see "2006 Pension Benefits."
In the event of a termination related to a change in control, Mr. Leonard would have been entitled under his retention agreement to receive a lump sum payment of his cash annual incentive bonus under the EAIP calculated at maximum annual bonus opportunity. For purposes of this table, we have calculated the award in accordance with this agreement at 200% of target opportunity and assumed a base salary of $1,183,000.
In the event of a termination related to a change in control, Mr. Leonard would have been entitled to receive pursuant to his retention agreement a lump sum severance payment equal to the sum of 2.99 times his base salary plus target annual incentive (calculated at 100% of his base salary).
In the event of a termination related to a change in control, Mr. Leonard would have been entitled to receive under the terms of his retention agreement a lump sum payment relating to his performance units under PUP. The payment is calculated as if all performance goals relating to the particular PUP cycles were achieved at target level for the entire performance period. The payment is accelerated to a lump payment on the date of the change of control. For purposes of the table, we have calculated the value of Mr. Leonard's awards as follows:
2005 - 2007 Plan - 34,300 performance nits at target, assuming a stock price of $92.32
2006 - 2008 Plan - 33,500 performance nits at target, assuming a stock price of $92.32
For scenarios other than a termination related to a change in control, participants in the PUP, including Mr. Leonard, are eligible to receive an award as defined by the terms and conditions of the PUP; however, the award is not enhanced or accelerated by the termination event. With respect to death or disability, the award is pro-rated based on the number of months of participation in each PUP performance cycle. The amount of the award is based on actual performance achieved, with a stock price set as of the end of the performance period, and payable in the form of a lump sum after the completion of the performance period.
In the event of disability or a termination related to a change in control, Mr. Leonard's unvested stock options would immediately vest pursuant to his retention agreement. For purposes of this table, we assumed that Mr. Leonard exercised his options immediately upon vesting and received proceeds equal to the difference between the closing price of common stock on December 29, 2006, and the applicable exercise price of each option share.
Mr. Leonard's 100,000 RUs vest 50% in 2008 and 50% in 2009. Pursuant to his restricted unit agreement, any unvested RUs will vest immediately in the event of the termination of Mr. Leonard's employment by Mr. Leonard for good reason, by the Company other than for cause, or by reason of his death or disability.
As of December 29, 2006, Mr. Leonard is not eligible to receive retirement benefits pursuant to the terms of Entergy Corporation's qualified retirement plan; consequently, compensation and benefits available under this scenario are substantially the same as available with a voluntary resignation.
Jay A. Lewis
Vice President & Chief Financial Officer, Utility Operations Group
The following table shows certain payments and benefits, excluding vested or earned awards and benefits, which our Vice President & Chief Financial Officer, Utility Operations Group would have been entitled to receive as a result of a termination of his employment under various scenarios as of December 29, 2006:
Benefits and Payments Upon Termination(1)
Voluntary
Resignation
For
Cause
Termination for Good Reason or Not for Cause
Retirement(5)
Disability
Death
Termination Related to a Change in Control
Severance Payment(2)
---
---
---
---
---
---
---
Performance Units:(3)
2005-2007 PUP
---
---
---
---
---
---
---
2006-2008 PUP
---
---
---
---
---
---
---
Unvested Stock Options(4)
---
---
---
---
$49,348
---
---
280G Tax Gross-up
---
---
---
---
---
---
---
In addition to the payments and benefits in the table, Mr. Lewis would have been entitled to receive his vested pension benefits. For information regarding these vested benefits, see "2006 Pension Benefits."
Mr. Lewis does not participate in the SECP.
Mr. Lewis does not participate in the PUP.
In the event of disability, Mr. Lewis' unvested stock options would immediately vest. For purposes of this table, we assumed that Mr. Lewis exercised his options immediately upon vesting and received proceeds equal to the difference between the closing price of common stock on December 29, 2006, and the applicable exercise price of each option share.
As of December 29, 2006 Mr. Lewis is not eligible to receive retirement benefits pursuant to the terms of Entergy Corporation's qualified retirement plan; consequently, compensation and benefits available under this scenario are substantially the same as available with a voluntary resignation.
Hugh T. McDonald
President & CEO, Entergy AR
The following table shows certain payments and benefits, excluding vested or earned awards and benefits, which our President & CEO, Entergy AR would have been entitled to receive as a result of a termination of his employment under various scenarios as of December 29, 2006:
Benefits and Payments Upon Termination(1)
Voluntary
Resignation
For
Cause
Termination for Good Reason or Not for Cause
Retirement(6)
Disability
Death
Termination Related to a Change in Control(5)
Severance Payment(2)
---
---
---
---
---
---
$452,250
Performance Units:(3)
2005-2007 PUP
---
---
---
---
$80,011
$80,011
$120,016
2006-2008 PUP
---
---
---
---
$33,851
$33,851
$101,552
Unvested Stock Options(4)
---
---
---
---
$440,488
---
$440,488
280G Tax Gross-up
---
---
---
---
---
---
$714,978
In addition to the payments and benefits in the table, Mr. McDonald also would have been entitled to receive his vested pension benefits. For a description of the pension benefits available to Named Executive Officers, see "2006 Pension Benefits." If Mr. McDonald's employment were terminated under certain conditions relating to a change in control, he would also be eligible for early retirement benefits, which are described in "2006 Pension Benefits." If Mr. McDonald's employment were terminated "for cause," he would forfeit his SERP and other similar supplemental benefits.
In the event of a termination related to a change in control, Mr. McDonald would be entitled to receive pursuant to the System Executive Continuity Plan a lump sum severance payment equal to one times his base salary plus annual incentive, calculated at target opportunity.
In the event of a termination related to a change in control, termination for good reason or other than for cause or death, Mr. McDonald would have been entitled to receive pursuant to the System Executive Continuity Plan a lump sum payment relating to his performance units under the PUP. The payment is calculated as if all performance goals relating to the particular PUP cycles were achieved at target level for the entire performance period. The payment is accelerated to a lump payment on the date of the change of control. For purposes of the table, the value of Mr. McDonald's awards has been calculated as follows:
2005 - 2007 Plan - 1,300 performance units at target, assuming a stock price of $92.32
2006 - 2008 Plan - 1,100 performance units at target, assuming a stock price of $92.32
For scenarios other than a termination related to a change in control, participants in the PUP, including Mr. McDonald, are eligible to receive an award as defined by the terms and conditions of the PUP. With respect to death or disability, the award is pro-rated based on the number of months of participation in each PUP performance cycle. The amount of the award is based on actual performance achieved, with a stock price set as of the end of the performance period, and payable in the form of a lump sum after the completion of the performance period.
In the event of disability or a change in control qualifying event, Mr. McDonald's unvested stock options would immediately vest. For purposes of this table, we assumed that Mr. McDonald exercised his options immediately upon vesting and received proceeds equal to the difference between the closing price of common stock on December 29, 2006, and the applicable exercise price of each option share.
Pursuant to the System Executive Continuity Plan, in a change in control qualifying event, Mr. McDonald would be eligible to receive subsidized medical and dental benefits for a period of 12 months, the value of which as of December 29, 2006 was $14,420.
As of December 29, 2006 Mr. McDonald is not eligible to retire from Entergy's qualified retirement plan; consequently, compensation and benefits available under this scenario are substantially the same as available with a voluntary resignation.
Daniel Packer
President & CEO, Entergy New Orleans
The following table shows certain payments and benefits, excluding vested or earned awards and benefits, which our President & CEO, Entergy New Orleans would have been entitled to receive as a result of a termination of his employment under various scenarios as of December 29, 2006:
Benefits and Payments Upon Termination(1)
Voluntary
Resignation
For
Cause
Termination for Good Reason or Not for Cause
Retirement(6)
Disability
Death
Termination Related to a Change in Control(5)
Severance Payment(2)
---
---
---
---
---
---
$421,500
Performance Units:(3)
2005-2007 PUP
---
---
---
$80,011
$80,011
$80,011
$120,016
2006-2008 PUP
---
---
---
$33,851
$33,851
$33,851
$101,552
Unvested Stock Options(4)
---
---
---
$440,488
$440,488
---
$440,488
280G Tax Gross-up
---
---
---
---
---
---
---
In addition to the payments and benefits in the table, Mr. Packer also would have been entitled to receive his vested pension benefits. For a description of the pension benefits available to Named Executive Officers, see "2006 Pension Benefits." If Mr. Packer's employment were terminated under certain conditions relating to a change in control, he would also be eligible for early retirement benefits, which are described in "2006 Pension Benefits." If Mr. Packer's employment were terminated "for cause," he would forfeit his SERP and other similar supplemental benefits.
In the event of a termination related to a change in control, Mr. Packer would be entitled to receive pursuant to the System Executive Continuity Plan a lump sum severance payment equal to one times his base salary plus annual incentive, calculated at target opportunity.
In the event of a termination related to a change in control, Mr. Packer would have been entitled to receive pursuant to the System Executive Continuity Plan a lump sum payment relating to his performance units under the PUP. The payment is calculated as if all performance goals relating to the particular PUP cycles were achieved at target level for the entire performance period. The payment is accelerated to a lump payment on the date of the change of control. For purposes of the table, the value of Mr. Packer's awards has been calculated as follows:
2005 - 2007 Plan - 1,300 performance units at target, assuming a stock price of $92.32
2006 - 2008 Plan - 1,100 performance units at target, assuming a stock price of $92.32
For scenarios other than a termination related to a change in control, participants in the PUP, including Mr. Packer, are eligible to receive an award as defined by the terms and conditions of the PUP. With respect to death, disability or retirement (as Mr. Packer is eligible for retirement), the award is pro-rated based on the number of months of participation in each PUP performance cycle. The amount of the award is based on actual performance achieved, with a stock price set as of the end of the performance period, and payable in the form of a lump sum after the completion of the performance period.
In the event of retirement, disability or a change in control qualifying event, Mr. Packer's unvested stock options would immediately vest. For purposes of this table, we assumed that Mr. Packer exercised his options immediately upon vesting and received proceeds equal to the difference between the closing price of common stock on December 29, 2006, and the applicable exercise price of each option share.
Pursuant to the System Executive Continuity Plan, in a change in control qualifying event, Mr. Packer would be eligible to receive subsidized medical and dental benefits for a period of 12 months, the value of which as of December 29, 2006 was $4,096.
As of December 29, 2006 Mr. Packer is eligible to retire from Entergy's qualified retirement plan; consequently, compensation and benefits available under this scenario are the same as available to substantially all exempt employees.
For information regarding these vested benefits, see the Pension Benefits table included in this Form 10-K.
Carolyn Shanks
President & CEO, Entergy MS
The following table shows certain payments and benefits, excluding vested or earned awards and benefits, which our President & CEO, Entergy MS would have been entitled to receive as a result of a termination of her employment under various scenarios as of December 29, 2006:
Benefits and Payments Upon Termination(1)
Voluntary
Resignation
For
Cause
Termination for Good Reason or Not for Cause
Retirement(7)
Disability
Death
Termination Related to a Change in Control(5)
Severance Payment(2)
---
---
---
---
---
---
$445,500
Performance Units:(3)
2005-2007 PUP
---
---
---
---
$80,011
$80,011
$120,016
2006-2008 PUP
---
---
---
---
$33,851
$33,851
$101,552
Unvested Stock Options(4)
---
---
---
---
$440,488
---
$440,488
Unvested Restricted
Units(6)
---
---
---
---
---
---
$166,176
280G Tax Gross-up
---
---
---
---
---
---
---
In addition to the payments and benefits in the table, Ms. Shanks also would have been entitled to receive her vested pension benefits. For a description of the pension benefits available to Named Executive Officers, see "2006 Pension Benefits." If Ms. Shanks' employment were terminated under certain conditions relating to a change in control, she would also be eligible for early retirement benefits, which are described in "2006 Pension Benefits." If Ms. Shanks' employment were terminated "for cause," she would forfeit her SERP and other similar supplemental benefits.
In the event of a termination related to a change in control, Ms. Shanks would have been entitled to receive pursuant to the System Executive Continuity Plan a lump sum severance payment equal to one times her base salary plus annual incentive, calculated at target opportunity.
In the event of a termination related to a change in control, Ms. Shanks would have been entitled to receive pursuant to the System Executive Continuity Plan a lump sum payment relating to her performance units under the PUP. The payment is calculated as if all performance goals relating to the particular PUP cycles were achieved at target level for the entire performance period. The payment is accelerated to a lump payment on the date of the change of control. For purposes of the table, the value of Ms. Shanks' awards has been calculated as follows:
2005 - 2007 Plan - 1,300 performance units at target, assuming a stock price of $92.32
2006 - 2008 Plan - 1,100 performance units at target, assuming a stock price of $92.32
For scenarios other than a termination related to a change in control, participants in the PUP, including Ms. Shanks, are eligible to receive an award as defined by the terms and conditions of the PUP. With respect to death or disability, the award is pro-rated based on the number of months of participation in each PUP performance cycle. The amount of the award is based on actual performance achieved, with a stock price set as of the end of the performance period, and payable in the form of a lump sum after the completion of the performance period.
In the event of disability or a change in control qualifying event, Ms. Shanks' unvested stock options would immediately vest. For purposes of this table, we assumed that Ms. Shanks exercised her options immediately upon vesting and received proceeds equal to the difference between the closing price of common stock on December 29, 2006, and the applicable exercise price of each option share.
Pursuant to the System Executive Continuity Plan, in a change in control qualifying event, Ms. Shanks would be eligible to receive subsidized medical and dental benefits for a period of 12 months, the value of which as of December 29, 2006 was $10,723.
Ms. Shanks' 1,800 RUs vest in 2011. In the event of a change in control qualifying event, any unvested restricted units would vest immediately.
As of December 29, 2006 Ms. Shanks is not eligible to retire from Entergy's qualified retirement plan; consequently, compensation and benefits available under this scenario are substantially the same as available with a voluntary resignation.
Richard J. Smith
Group President, Utility Operations
The following table shows certain payments and benefits, excluding vested or earned awards and benefits, which our Group President, Utility Operations would have been entitled to receive as a result of a termination of his employment under various scenarios as of December 29, 2006:
Benefits and Payments Upon Termination(1)
Voluntary
Resignation
For
Cause
Termination for Good Reason or Not for Cause
Retirement(5)
Disability
Death
Termination Related to a Change in Control
Severance Payment(2)
---
---
---
---
---
---
$1,575,000
Performance Units:(3)
2005-2007 PUP
---
---
---
---
$369,280
$369,280
$553,920
2006-2008 PUP
---
---
---
---
$184,640
$184,640
$553,920
Unvested Stock Options(4)
---
---
---
---
$2,495,705
---
$2,495,705
280G Tax Gross-up
---
---
---
---
---
---
$2,370,633
In addition to the payments and benefits in the table, Mr. Smith also would have been entitled to receive his vested pension benefits. For a description of the pension benefits available to Named Executive Officers, see "2006 Pension Benefits." If Mr. Smith's employment were terminated under certain conditions relating to a change in control, he would also be eligible for early retirement benefits, which are described in "2006 Pension Benefits." If Mr. Smith's employment were terminated "for cause," he would forfeit his supplemental credited service and SERP supplemental benefits.
In the event of a termination related to a change in control, Mr. Smith would be entitled to receive pursuant to his retention agreement a lump sum severance payment equal $1,575,000.
In the event of a termination related to a change in control, Mr. Smith would have been entitled to receive pursuant to the System Executive Continuity Plan a lump sum payment relating to his performance units under the PUP. The payment is calculated as if all performance goals relating to the particular PUP cycles were achieved at target level for the entire performance period. The payment is accelerated to a lump payment on the date of the change of control. For purposes of the table, the value of Mr. Smith's awards has been calculated as follows:
2005 - 2007 Plan - 6,000 performance units at target, assuming a stock price of $92.32
2006 - 2008 Plan - 6,000 performance units at target, assuming a stock price of $92.32
For scenarios other than a termination related to a change in control, participants in the PUP, including Mr. Smith, are eligible to receive an award as defined by the terms and conditions of the PUP. With respect to death or disability, the award is pro-rated based on the number of months of participation in each PUP performance cycle. The amount of the award is based on actual performance achieved, with a stock price set as of the end of the performance period, and payable in the form of a lump sum after the completion of the performance period.
In the event of disability or a change in control qualifying event, Mr. Smith's unvested stock options would immediately vest. For purposes of this table, it was assumed that Mr. Smith exercised his options immediately upon vesting and received proceeds equal to the difference between the closing price of common stock on December 29, 2006, and the applicable exercise price of each option share.
As of December 29, 2006 Mr. Smith is not eligible to retire from Entergy's qualified retirement plan; consequently, compensation and benefits available under this scenario are substantially the same as available with a voluntary resignation.
Compensation of Directors
For information regarding compensation of the directors of Entergy Corporation, see the Proxy Statement under the heading "Director Compensation", which information is incorporated herein by reference. The Boards of Directors of Entergy Arkansas, Entergy Gulf States, Entergy Louisiana, Entergy Mississippi, and Entergy New Orleans are comprised solely of employee directors who receive no compensation for service as directors.
Item 12.
Item 12. Security Ownership of Certain Beneficial Owners and Management
	Entergy Corporation owns 100% of the outstanding common stock of registrants Entergy Arkansas, Entergy Gulf States, Entergy Louisiana, Entergy Mississippi and Entergy New Orleans. The information with respect to persons known by Entergy Corporation to be beneficial owners of more than 5% of Entergy Corporation's outstanding common stock is included under the heading "Stockholders Who Own at Least Five Percent" in the Proxy Statement, which information is incorporated herein by reference. The registrants know of no contractual arrangements that may, at a subsequent date, result in a change in control of any of the registrants.
	The following table sets forth the beneficial ownership of Common Stock of Entergy Corporation and stock-based units as of December 31, 2006 for all directors and Named Executive Officers. Unless otherwise noted, each person had sole voting and investment power over the number of shares of Common Stock and stock-based units of Entergy Corporation set forth across from his or her name.
Name
Shares
(1)
Options Exercisable
Within 60 Days
Stock Units
(2)
Entergy Corporation
Maureen S. Bateman*
3,900
-
4,800
W. Frank Blount*
10,434
-
15,200
Simon D. deBree*
2,383
-
3,837
Leo P. Denault**
1,275
122,355
29,816
Gary W. Edwards*
-
Alexis Herman*
2,100
-
2,400
Donald C. Hintz*
6,490
-
1,600
J. Wayne Leonard***
13,725
1,768,598
159,707
Stuart L. Levenick*
-
James R. Nichols* (3)
7,294
-
16,226
William A. Percy, II* (4)
4,150
-
5,054
Mark T. Savoff**
44,532
Richard J. Smith**
7,396
292,937
60,262
W. J. Tauzin*
-
Gary J. Taylor**
1,270
154,831
8,562
Steven V. Wilkinson*
1,855
-
2,027
All directors and executive
officers as a group
80,071
2,773,249
344,310
Name
Shares
(1)
Options Exercisable
Within 60 Days
Stock Units
(2)
Entergy Arkansas
Leo P. Denault***
1,275
122,355
29,816
J. Wayne Leonard**
13,725
1,768,598
159,707
Jay A. Lewis**
21,534
-
Hugh T. McDonald***
5,270
56,953
27,513
Mark T. Savoff*
44,532
Richard J. Smith***
7,396
292,937
60,262
All directors and executive
officers as a group
45,288
2,851,736
318,924
Entergy Gulf States
E. Renae Conley***
2,164
142,158
32,989
Leo P. Denault***
1,275
122,355
29,816
Joseph F. Domino***
7,534
39,122
2,860
J. Wayne Leonard**
13,725
1,768,598
159,707
Jay A. Lewis**
21,534
-
Mark T. Savoff*
44,532
Richard J. Smith***
7,396
292,937
60,262
All directors and executive
officers as a group
49,716
2,976,063
327,260
Entergy Louisiana
E. Renae Conley***
2,164
142,158
32,989
Leo P. Denault***
1,275
122,355
29,816
J. Wayne Leonard**
13,725
1,768,598
159,707
Jay A. Lewis**
21,534
-
Mark T. Savoff*
44,532
Richard J. Smith***
7,396
292,937
60,262
All directors and executive
officers as a group
42,182
2,936,941
324,400
Entergy Mississippi
Leo P. Denault***
1,275
122,355
29,816
J. Wayne Leonard**
13,725
1,768,598
159,707
Jay A. Lewis**
21,534
-
Mark T. Savoff*
44,532
Carolyn C. Shanks***
3,617
29,832
11,195
Richard J. Smith***
7,396
292,937
60,262
All directors and executive
officers as a group
43,635
2,824,615
302,606
Entergy New Orleans
Tracie L. Boutte*
1,932
9,499
Leo P. Denault**
1,275
122,355
29,816
J. Wayne Leonard**
13,725
1,768,598
159,707
Jay A. Lewis**
21,534
-
Daniel F. Packer***
23,832
5,042
Richard J. Smith**
7,396
292,937
60,262
Roderick K. West*
1,998
-
All directors and executive
officers as a group
43,284
2,830,112
296,459
*
Director of the respective Company
**
Named Executive Officer of the respective Company
***
Director and Named Executive Officer of the respective Company
(1)
The number of shares of Entergy Corporation common stock owned by each individual and by all directors and executive officers as a group does not exceed one percent of the outstanding Entergy Corporation common stock.
(2)
Represents the balances of phantom units each executive holds under the defined contribution restoration plan and the deferral provisions of the EOP. These units will be paid out in either Entergy Corporation Common Stock or cash equivalent to the value of one share of Entergy Corporation Common Stock per unit on the date of payout, including accrued dividends. The deferral period is determined by the individual and is at least two years from the award of the bonus. For directors of Entergy Corporation the phantom units are issued under the Service Recognition Program for Outside Directors. All non-employee directors are credited with units for each year of service on the Board.
(3)
Excludes 7,059 shares that are owned by a charitable foundation that Mr. Nichols controls.
(4)
Includes 1,500 shares deferred by Mr. Percy under EOP.
Equity Compensation Plan Information
	The following table summarizes our equity compensation plan information as of December 31, 2006. Information is included for equity compensation plans approved by our stockholders and equity compensation plans not approved by our stockholders.
Plan
Number of Securities to
be Issued Upon Exercise
of Outstanding Options
(a)
Weighted
Average
Exercise
Price
(b)
Number of Securities
Remaining Available for
Future Issuance (excluding securities reflected in column (a))
(c)
Equity compensation plans
approved by security holders (1)
7,613,078
$56.41
441,875
Equity compensation plans not
approved by security holders(2)
3,189,845
$38.57
-
Total
10,802,923
$51.16
441,875
(1)
Includes the EOP, which was approved by our shareholders on May 15, 1998. The 2007 Equity Ownership and Long Term Cash Incentive Plan of Entergy Corporation and Subsidiaries ("2007 Plan"), was approved by Entergy Corporation shareholders on May 12, 2006. 7,000,000 shares of Entergy Corporation common stock can be issued from the 2007 Plan, with no more than 2,000,000 shares available for non-option grants. The EOP and the 2007 Plan (the "Plans") are administered by the Personnel Committee of the Board of Directors (other than with respect to awards granted to non-employee directors, which awards are administered by the entire Board of Directors). Eligibility under the Plans is limited to our non-employee directors and to the officers and employees of the Company and any corporation 80% or more of whose stock (based on voting power) or value is owned, directly or indirectly, by the Company. The Plans provide for the issuance of stock options, restricted shares, equity awards (units whose value is related to the value of shares of our Common Stock but do not represent actual shares of Common Stock), performance awards (performance shares or units valued by reference to shares of Common Stock or performance units valued by reference to financial measures or property other than Common Stock) and other stock-based awards.
(2)
Entergy has a Board-approved stock-based compensation plan. However, effective May 9, 2003, the Board has directed that no further awards be issued under that plan.
Item 13.
Item 13. Certain Relationships and Related Transactions and Director Independence
	For information regarding certain relationships, related transactions and director independence of Entergy Corporation, see the Proxy Statement under the headings "Corporate Governance - Director Independence" and "Transactions with Related Persons," which information is incorporated herein by reference.
Since December 31, 2005, none of the Subsidiaries or any of their affiliates has participated in any transaction involving an amount in excess of $120,000 in which any director or executive officer of any of the Subsidiaries, any nominee for director, or any immediate family member of the foregoing had a material interest as contemplated by Item 404(a) of Regulation S-K ("Related Party Transactions").
Entergy Corporation's Board of Directors has adopted policies and procedures for the review, approval or ratification of Related Party Transactions. Under these policies and procedures, the Corporate Governance Committee, or a subcommittee of the Board of Directors of Entergy Corporation comprised of independent directors, reviews the transaction and either approves or rejects the transaction after taking into account the following factors:
Whether the proposed transaction is on terms at least as favorable to Entergy corporation or the subsidiary as those achievable with an unaffiliated third party ;
Size of transaction and amount of consideration;
Nature of the interest;
Whether transaction involves a conflict of interest;
Whether transaction involves services available from unaffiliated third parties; and
Any other factors that the Corporate Governance Committee or subcommittee deems relevant.
The policy does not apply to (a) compensation and Related Party Transactions involving a director or an executive officer solely resulting from that person's service as a director or employment with the Company so long as the compensation is reported in the Company's filings with the SEC, (b) transactions involving the rendering of services as a public utility at rates or charges fixed in conformity with law or governmental authority or (c) any other categories of transactions currently or in the future excluded from the reporting requirements of Item 404(a) of Regulation SK.
None of the Subsidiaries are listed issuers. As previously noted, the Boards of Directors of the Subsidiaries are comprised solely of employee directors. None of the Boards of Directors of any of the Subsidiaries has any committees.
Item 14.
Item 14. Principal Accountant Fees and Services (Entergy Corporation, Entergy Arkansas, Entergy Gulf States, Entergy Louisiana, Entergy Mississippi, Entergy New Orleans, and System Energy)
	Aggregate fees billed to Entergy Corporation (consolidated), Entergy Arkansas, Entergy Gulf States, Entergy Louisiana, Entergy Mississippi, Entergy New Orleans, and System Energy for the years ended December 31, 2006 and 2005 by Deloitte & Touche LLP, the member firms of Deloitte Touche Tohmatsu, and their respective affiliates (collectively, "Deloitte & Touche"), which includes Deloitte Consulting were as follows:
Entergy Corporation (consolidated)
Audit Fees
$6,128,113
$6,020,500
Audit-Related Fees (a)
299,319
232,000
Total audit and audit-related fees
6,427,432
6,252,500
Tax Fees (b)
39,891
118,684
All Other Fees
-
-
Total Fees (c)
$6,467,323
$6,371,184
Entergy Arkansas
Audit Fees
$739,975
$725,813
Audit-Related Fees (a)
58,000
-
Total audit and audit-related fees
797,975
725,813
Tax Fees
-
-
All Other Fees
-
-
Total Fees (c)
$797,975
$725,813
Entergy Gulf States
Audit Fees
$776,975
$941,063
Audit-Related Fees (a)
-
30,000
Total audit and audit-related fees
776,975
971,063
Tax Fees
-
-
All Other Fees
-
-
Total Fees (c)
$776,975
$971,063
Entergy Louisiana
Audit Fees
$780,975
$974,013
Audit-Related Fees (a)
-
-
Total audit and audit-related fees
780,975
974,013
Tax Fees
-
-
All Other Fees
-
-
Total Fees (c)
$780,975
$974,013
Entergy Mississippi
Audit Fees
$738,975
$727,863
Audit-Related Fees (a)
-
-
Total audit and audit-related fees
738,975
727,863
Tax Fees
-
-
All Other Fees
-
-
Total Fees (c)
$738,975
$727,863
Entergy New Orleans
Audit Fees
$632,000
$638,000
Audit-Related Fees (a)
-
48,000
Total audit and audit-related fees
632,000
686,000
Tax Fees
-
-
All Other Fees
-
-
Total Fees (c)
$632,000
$686,000
System Energy
Audit Fees
$669,397
$578,113
Audit-Related Fees (a)
-
-
Total audit and audit-related fees
669,397
578,113
Tax Fees
-
-
All Other Fees
-
-
Total Fees (c)
$669,397
$578,113
(a)
Includes fees for employee benefit plan audits, consultation on financial accounting and reporting, and other attestation services.
(b)
Includes fees for tax return review and tax compliance assistance.
(c)
100% of fees paid in 2006 and 2005 were pre-approved by the Entergy Corporation Audit Committee.
Entergy Audit Committee Guidelines for Pre-approval of Independent Auditor Services
	The Audit Committee has adopted the following guidelines regarding the engagement of Entergy's independent auditor to perform services for Entergy:
1.
The independent auditor will provide the Audit Committee, for approval, an annual engagement letter outlining the scope of services proposed to be performed during the fiscal year, including audit services and other permissible non-audit services (e.g. audit-related services, tax services, and all other services).
2.
For other permissible services not included in the engagement letter, Entergy management will submit a description of the proposed service, including a budget estimate, to the Audit Committee for pre-approval. Management and the independent auditor must agree that the requested service is consistent with the SEC's rules on auditor independence prior to submission to the Audit Committee. The Audit Committee, at its discretion, will pre-approve permissible services and has established the following additional guidelines for permissible non-audit services provided by the independent auditor:
Aggregate non-audit service fees are targeted at fifty percent or less of the approved audit service fee.
All other services should only be provided by the independent auditor if it is the only qualified provider of that service or if the Audit Committee specifically requests the service.
3.
The Audit Committee will be informed quarterly as to the status of pre-approved services actually provided by the independent auditor.
4.
To ensure prompt handling of unexpected matters, the Audit Committee delegates to the Audit Committee Chair or its designee the authority to approve permissible services and fees. The Audit Committee Chair or designee will report action taken to the Audit Committee at the next scheduled Audit Committee meeting.
5.
The Vice President and General Auditor will be responsible for tracking all independent auditor fees and will report quarterly to the Audit Committee.
PART IV
Item 15.
Item 15. Exhibits and Financial Statement Schedules
(a)1.
Financial Statements and Independent Auditors' Reports for Entergy, Entergy Arkansas, Entergy Gulf States, Entergy Louisiana, Entergy Mississippi, Entergy New Orleans, and System Energy are listed in the Table of Contents.
(a)2.
Financial Statement Schedules
Report of Independent Registered Public Accounting Firm (see page 409)
Financial Statement Schedules are listed in the Index to Financial Statement Schedules (see page S-1)
(a)3.
Exhibits
Exhibits for Entergy, Entergy Arkansas, Entergy Gulf States, Entergy Louisiana, Entergy Mississippi, Entergy New Orleans, and System Energy are listed in the Exhibit Index (see page E-1). Each management contract or compensatory plan or arrangement required to be filed as an exhibit hereto is identified as such by footnote in the Exhibit Index.
ENTERGY CORPORATION
SIGNATURES
	Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. The signature of the undersigned company shall be deemed to relate only to matters having reference to such company and any subsidiaries thereof.
ENTERGY CORPORATION
By 	/s/ Nathan E. Langston	
Nathan E. Langston, Senior Vice President
and Chief Accounting Officer
Date: March 1, 2007
	Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated. The signature of each of the undersigned shall be deemed to relate only to matters having reference to the above-named company and any subsidiaries thereof.
Signature
Title
Date
/s/ Nathan E. Langston		
Nathan E. Langston
Senior Vice President and Chief Accounting Officer
(Principal Accounting Officer)
March 1, 2007
J. Wayne Leonard (Chairman of the Board, Chief Executive Officer and Director; Principal Executive Officer); Leo P. Denault (Executive Vice President and Chief Financial Officer; Principal Financial Officer); Maureen S. Bateman, W. Frank Blount, Simon D. deBree, Gary W. Edwards, Alexis M. Herman, Donald C. Hintz, Stuart L. Levenick, James R. Nichols, William A. Percy, II, W. J. Tauzin, and Steven V. Wilkinson (Directors).
By: 	/s/ Nathan E. Langston		
(Nathan E. Langston, Attorney-in-fact)
March 1, 2007
ENTERGY ARKANSAS, INC.
SIGNATURES
	Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. The signature of the undersigned company shall be deemed to relate only to matters having reference to such company and any subsidiaries thereof.
ENTERGY ARKANSAS, INC.
By 	/s/ Nathan E. Langston	
Nathan E. Langston, Senior Vice President
and Chief Accounting Officer
Date: March 1, 2007
	Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated. The signature of each of the undersigned shall be deemed to relate only to matters having reference to the above-named company and any subsidiaries thereof.
Signature
Title
Date
/s/ Nathan E. Langston		
Nathan E. Langston
Senior Vice President and Chief Accounting Officer
(Principal Accounting Officer)
March 1, 2007
Hugh T. McDonald (Chairman of the Board, President, Chief Executive Officer, and Director; Principal Executive Officer); Jay A. Lewis (Vice President, Chief Financial Officer - Utility Operations Group; Principal Financial Officer); Leo P. Denault, Mark T. Savoff, and Richard J. Smith (Directors).
By: 	/s/ Nathan E. Langston		
(Nathan E. Langston, Attorney-in-fact)
March 1, 2007
ENTERGY GULF STATES, INC.
SIGNATURES
	Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. The signature of the undersigned company shall be deemed to relate only to matters having reference to such company and any subsidiaries thereof.
ENTERGY GULF STATES, INC.
By 	/s/ Nathan E. Langston	
Nathan E. Langston, Senior Vice President
and Chief Accounting Officer
Date: March 1, 2007
	Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated. The signature of each of the undersigned shall be deemed to relate only to matters having reference to the above-named company and any subsidiaries thereof.
Signature
Title
Date
/s/ Nathan E. Langston		
Nathan E. Langston
Senior Vice President and Chief Accounting Officer
(Principal Accounting Officer)
March 1, 2007
Joseph F. Domino (Chairman of the Board, President, Chief Executive Officer-Texas, and Director; Principal Executive Officer); E. Renae Conley (President, Chief Executive Officer-Louisiana, and Director; Principal Executive Officer); Jay A. Lewis (Vice President, Chief Financial Officer - Utility Operations Group; Principal Financial Officer); Leo P. Denault, Mark T. Savoff, and Richard J. Smith (Directors).
By: 	/s/ Nathan E. Langston		
(Nathan E. Langston, Attorney-in-fact)
March 1, 2007
ENTERGY LOUISIANA, LLC
SIGNATURES
	Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. The signature of the undersigned company shall be deemed to relate only to matters having reference to such company and any subsidiaries thereof.
ENTERGY LOUISIANA, LLC
By 	/s/ Nathan E. Langston	
Nathan E. Langston, Senior Vice President
and Chief Accounting Officer
Date: March 1, 2007
	Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated. The signature of each of the undersigned shall be deemed to relate only to matters having reference to the above-named company and any subsidiaries thereof.
Signature
Title
Date
/s/ Nathan E . Langston		
Nathan E. Langston
Senior Vice President and Chief Accounting Officer
(Principal Accounting Officer)
March 1, 2007
E. Renae Conley (Chair of the Board, President, Chief Executive Officer, and Director; Principal Executive Officer); Jay A. Lewis (Vice President, Chief Financial Officer - Utility Operations Group; Principal Financial Officer); Leo P. Denault, Mark T. Savoff, and Richard J. Smith (Directors).
By: 	/s/ Nathan E. Langston			
(Nathan E. Langston, Attorney-in-fact)
March 1, 2007
ENTERGY MISSISSIPPI, INC.
SIGNATURES
	Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. The signature of the undersigned company shall be deemed to relate only to matters having reference to such company and any subsidiaries thereof.
ENTERGY MISSISSIPPI, INC.
By 	/s/ Nathan E. Langston	
Nathan E. Langston, Senior Vice President
and Chief Accounting Officer
Date: March 1, 2007
	Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated. The signature of each of the undersigned shall be deemed to relate only to matters having reference to the above-named company and any subsidiaries thereof.
Signature
Title
Date
/s/ Nathan E. Langston		
Nathan E. Langston
Senior Vice President and Chief Accounting Officer
(Principal Accounting Officer)
March 1, 2007
Carolyn C. Shanks (Chairman of the Board, President, Chief Executive Officer, and Director; Principal Executive Officer); Jay A. Lewis (Vice President, Chief Financial Officer - Utility Operations Group; Principal Financial Officer); Leo P. Denault, Mark T. Savoff, and Richard J. Smith (Directors).
By: 	/s/ Nathan E. Langston		
(Nathan E. Langston, Attorney-in-fact)
March 1, 2007
ENTERGY NEW ORLEANS, INC.
SIGNATURES
	Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. The signature of the undersigned company shall be deemed to relate only to matters having reference to such company and any subsidiaries thereof.
ENTERGY NEW ORLEANS, INC.
By 	/s/ Nathan E. Langston	
Nathan E. Langston, Senior Vice President
and Chief Accounting Officer
Date: March 1, 2007
	Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated. The signature of each of the undersigned shall be deemed to relate only to matters having reference to the above-named company and any subsidiaries thereof.
Signature
Title
Date
/s/ Nathan E. Langston		
Nathan E. Langston
Senior Vice President and Chief Accounting Officer
(Principal Accounting Officer)
March 1, 2007
Roderick K. West (President, Chief Executive Officer, and Director; Principal Executive Officer); Daniel F. Packer (Chairman of the Board and Director); Jay A. Lewis (Vice President, Chief Financial Officer - Utility Operations Group; Principal Financial Officer); Tracie L. Boutte (Director).
By: 	/s/ Nathan E. Langston		
(Nathan E. Langston, Attorney-in-fact)
March 1, 2007
SYSTEM ENERGY RESOURCES, INC.
SIGNATURES
	Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. The signature of the undersigned company shall be deemed to relate only to matters having reference to such company and any subsidiaries thereof.
SYSTEM ENERGY RESOURCES, INC.
By 	/s/ Nathan E. Langston	
Nathan E. Langston, Senior Vice President
and Chief Accounting Officer
Date: March 1, 2007
	Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated. The signature of each of the undersigned shall be deemed to relate only to matters having reference to the above-named company and any subsidiaries thereof.
Signature
Title
Date
/s/ Nathan E. Langston		
Nathan E. Langston
Senior Vice President and Chief Accounting Officer
(Principal Accounting Officer)
March 1, 2007
Gary J. Taylor (Chairman of the Board, President, Chief Executive Officer, and Director; Principal Executive Officer); Theodore H. Bunting, Jr. (Vice President, Chief Financial Officer - Nuclear Operations; Principal Financial Officer); Leo P. Denault and Steven C. McNeal (Directors).
By: /s/ Nathan E. Langston		
(Nathan E. Langston, Attorney-in-fact)
March 1, 2007
												EXHIBIT 23(a)
CONSENTS OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
We consent to the incorporation by reference in Post-Effective Amendments No. 3 and 5A on Form S-8 and their related prospectuses to Registration Statement No. 33-54298 on Form S-4, Registration Statements No. 333-02503 and 333-22007 of on Form S-3, Registration Statements No. 333-55692, 333-68950, 333-75097, 333-90914, 333-9817-9, and 333-140183 of on Form S-8 of our reports dated February 26, 2007, relating to the consolidated financial statements and consolidated financial statement schedules (which reports expresses an unqualified opinion and includes an explanatory paragraph regarding Entergy Corporation's change in 2006 in the method of accounting for defined benefit pension and other postretirement plans) of Entergy Corporation and Subsidiaries, and management's report on the effectiveness of internal control over financial reporting, appearing in this Annual Report on Form 10-K of Entergy Corporation and Subsidiaries for the year ended December 31, 2006.
We consent to the incorporation by reference in Registration Statements No. 333-00103, 333-05045, 333-127780, and 333-132653 on Form S-3 of our reports dated February 26, 2007, relating to the financial statements and financial statement schedule (which report expresses an unqualified opinion and includes an explanatory paragraph regarding Entergy Arkansas, Inc.'s change in 2006 in the method of accounting for defined benefit pension and other postretirement plans) of Entergy Arkansas, Inc. and management's report on the effectiveness of internal control over financial reporting, appearing in this Annual Report on Form 10-K of Entergy Arkansas, Inc. for the year ended December 31, 2006.
We consent to the incorporation by reference in Registration Statements No. 33-49739, 33-51181, 333-60957, 333-109923, and 333-123691 on Form S-3 of our reports dated February 26, 2007, relating to the financial statements and financial statement schedule (which report expresses an unqualified opinion and includes an explanatory paragraph regarding Entergy Gulf States, Inc.'s change in 2006 in the method of accounting for defined benefit pension and other postretirement plans) of Entergy Gulf States, Inc. and management's report on the effectiveness of internal control over financial reporting, appearing in this Annual Report on Form 10-K of Entergy Gulf States, Inc. for the year ended December 31, 2006.
We consent to the incorporation by reference in Registration Statements No. 333-01329 and 333-132660 on Form S-3 of our reports dated February 26, 2007, relating to the financial statements and financial statement schedule (which report expresses an unqualified opinion and includes an explanatory paragraph regarding Entergy Louisiana, LLC's change in 2006 in the method of accounting for defined benefit pension and other postretirement plans) of Entergy Louisiana, LLC and management's report on the effectiveness of internal control over financial reporting, appearing in this Annual Report on Form 10-K of Entergy Louisiana, LLC for the year ended December 31, 2006.
We consent to the incorporation by reference in Registration Statements No. 333-124168 and 333-13268 on Form S-3 of our reports dated February 26, 2007, relating to the financial statements and financial statement schedule (which report expresses an unqualified opinion and includes an explanatory paragraph regarding Entergy Mississippi, Inc.'s change in 2006 in the method of accounting for defined benefit pension and other postretirement plans) of Entergy Mississippi, Inc., and management's report on the effectiveness of internal control over financial reporting, appearing in this Annual Report on Form 10-K of Entergy Mississippi, Inc. for the year ended December 31, 2006.
We consent to the incorporation by reference in Registration Statement No. 333-113586 on Form S-3 of our reports dated February 26, 2007, relating to the financial statements and financial statement schedule (which report expresses an unqualified opinion and includes explanatory paragraphs regarding its filing for reorganization under Chapter 11 of the Federal Bankruptcy Code, the existence of matters that raise substantial doubt about its ability to continue as a going concern, and its change in 2006 in the method of accounting for defined benefit pension and other postretirement plans) of Entergy New Orleans, Inc.'s (Debtor-in Possession) and management's report on the effectiveness of internal control over financial reporting, appearing in this Annual Report on Form 10-K of Entergy New Orleans, Inc. (Debtor-in-Possession) for the year ended December 31, 2006.
We consent to the incorporation by reference in Registration Statements No. 33-47662, 33-61189, and 333-06717 on Form S-3 of our reports dated February 26, 2007, relating to the financial statements (which report expresses an unqualified opinion and includes an explanatory paragraph regarding System Energy Resources, Inc.'s change in 2006 in the method of accounting for defined benefit pension and other postretirement plans) of System Energy Resources, Inc. and to management's report on the effectiveness of internal control over financial reporting, appearing in this Annual Report on Form 10-K of System Energy Resources, Inc. for the year ended December 31, 2006.
DELOITTE & TOUCHE LLP
New Orleans, Louisiana
February 26, 2007
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the Board of Directors and Shareholders of
Entergy Corporation and Subsidiaries
Entergy Arkansas, Inc.
Entergy Gulf States, Inc.
Entergy Mississippi, Inc.
Entergy New Orleans, Inc.
To the Board of Directors and Members of
Entergy Louisiana, LLC
We have audited the consolidated financial statements of Entergy Corporation and Subsidiaries (the "Corporation") and we have also audited the financial statements of Entergy Arkansas, Inc., Entergy Gulf States, Inc., Entergy Louisiana, LLC, Entergy Mississippi, Inc., and Entergy New Orleans, Inc. (Debtor-in-Possession) as of December 31, 2006 and 2005, and for each of the three years in the period ended December 31, 2006 (collectively the "Companies"), and have issued our reports thereon dated February 26, 2007. We have also audited management's assessment of the effectiveness of the Corporation's and the respective Companies' internal control over financial reporting as of December 31, 2006, and the effectiveness of the Corporation's and the respective Companies' internal control over financial reporting as of December 31, 2006, and have issued our reports thereon dated February 26, 2007. Our reports on the financial statements of the Corporation and Entergy Arkansas, Inc., Entergy Gulf States, Inc., Entergy Louisiana, LLC, and Entergy Mississippi, Inc., each expressed an unqualified opinion and include an explanatory paragraph regarding their change in the method of accounting for defined benefit and other postretirement plans. Our report on the financial statements of Entergy New Orleans, Inc. (Debtor-in-Possession) expressed an unqualified opinion and includes explanatory paragraphs regarding its filing for reorganization under Chapter 11 of the Federal Bankruptcy Code, the existence of matters that raise substantial doubt about its ability to continue as a going concern, and its change in the method of accounting for the defined benefit and other postretirement plans. The financial statements described above and our reports thereon are included elsewhere in this 2006 Annual Report on Form 10-K. Our audits also included the financial statement schedules of the Corporation and the respective Companies listed in Item 15. These financial statement schedules are the responsibility of the Corporation's and the respective Companies' managements. Our responsibility is to express an opinion based on our audits. In our opinion, such financial statement schedules, when considered in relation to the basic financial statements taken as a whole, present fairly in all material respects the information set forth therein.
DELOITTE & TOUCHE LLP
New Orleans, Louisiana
February 26, 2007
INDEX TO FINANCIAL STATEMENT SCHEDULES
Schedule
Page
II
Valuation and Qualifying Accounts 2006, 2005 and 2004:
Entergy Corporation and Subsidiaries
S-2
Entergy Arkansas, Inc.
S-3
Entergy Gulf States, Inc.
S-4
Entergy Louisiana, LLC
S-5
Entergy Mississippi, Inc.
S-6
Entergy New Orleans, Inc.
S-7
	Schedules other than those listed above are omitted because they are not required, not applicable, or the required information is shown in the financial statements or notes thereto.
	Columns have been omitted from schedules filed because the information is not applicable.
S-1
S-2
S-7
EXHIBIT INDEX
The following exhibits indicated by an asterisk preceding the exhibit number are filed herewith. The balance of the exhibits have heretofore been filed with the SEC as the exhibits and in the file numbers indicated and are incorporated herein by reference. The exhibits marked with a (+) are management contracts or compensatory plans or arrangements required to be filed herewith and required to be identified as such by Item 15 of Form 10-K. Reference is made to a duplicate list of exhibits being filed as a part of this Form 10-K, which list, prepared in accordance with Item 102 of Regulation S-T of the SEC, immediately precedes the exhibits being physically filed with this Form 10-K.
(3) Articles of Incorporation and By-laws
Entergy Corporation
(a) 1 --
Restated Certificate of Incorporation of Entergy Corporation dated October 10, 2006 (3(a) to Form 10-Q for the quarter ended September 30, 2006).
(a) 2 --
By-Laws of Entergy Corporation as amended February 12, 2007, and as presently in effect (3(ii) to Form 8-K dated February 16, 2007 in 1-11299).
System Energy
(b) 1 --
Amended and Restated Articles of Incorporation of System Energy and amendments thereto through April 28, 1989 (A-1(a) to Form U-1 in 70-5399).
(b) 2 --
By-Laws of System Energy effective July 6, 1998, and as presently in effect (3(f) to Form 10-Q for the quarter ended June 30, 1998 in 1-9067).
Entergy Arkansas
(c) 1 --
Amended and Restated Articles of Incorporation of Entergy Arkansas, as amended, effective March 22, 2006 (3(ii) to Form 8-K dated March 28, 2006 in 1-10764).
(c) 2 --
By-Laws of Entergy Arkansas effective November 26, 1999, and as presently in effect (3(ii)(c) to Form 10-K for the year ended December 31, 1999 in 1-10764).
Entergy Gulf States
(d) 1 --
Restated Articles of Incorporation of Entergy Gulf States effective November 17, 1999 (3(i)(d)1 to Form 10-K for the year ended December 31, 1999 in 1-27031).
(d) 2 --
By-Laws of Entergy Gulf States effective November 26, 1999, and as presently in effect (3(ii)(d) to Form 10-K for the year ended December 31, 1999 in 1-27031).
Entergy Louisiana
(e) 1 --
Articles of Organization of Entergy Louisiana effective December 31, 2005 (3(c) to Form 8-K dated January 6, 2006 in 1-32718).
(e) 2 --
Regulations of Entergy Louisiana effective December 31, 2005, and as presently in effect (3(d) to Form 8-K dated January 6, 2006 in 1-32718).
E-1
Entergy Mississippi
(f) 1 --
Amended and Restated Articles of Incorporation of Entergy Mississippi effective June 21, 2005 (A-1(b) to Rule 24 Certificate dated February 6, 2006 in 70-10157).
(f) 2 --
By-Laws of Entergy Mississippi effective November 26, 1999, and as presently in effect (3(ii)(f) to Form 10-K for the year ended December 31, 1999 in 0-320).
Entergy New Orleans
(g) 1 --
Amended and Restated Articles of Incorporation of Entergy New Orleans effective November 15, 1999 (3(a) to Form S-3 in 333-95599).
(g) 2 --
By-Laws of Entergy New Orleans effective November 30, 1999, and as presently in effect (3(b) to Form S-3 in File No. 333-95599).
(4) Instruments Defining Rights of Security Holders, Including Indentures
Entergy Corporation
System Energy
(b) 1 --
Mortgage and Deed of Trust, dated as of June 15, 1977, as amended by twenty-two Supplemental Indentures (A-1 in 70-5890 (Mortgage); B and C to Rule 24 Certificate in 70-5890 (First); B to Rule 24 Certificate in 70-6259 (Second); 20(a)-5 to Form 10-Q for the quarter ended June 30, 1981 in 1-3517 (Third); A-1(e)-1 to Rule 24 Certificate in 70-6985 (Fourth); B to Rule 24 Certificate in 70-7021 (Fifth); B to Rule 24 Certificate in 70-7021 (Sixth); A-3(b) to Rule 24 Certificate in 70-7026 (Seventh); A-3(b) to Rule 24 Certificate in 70-7158 (Eighth); B to Rule 24 Certificate in 70-7123 (Ninth); B-1 to Rule 24 Certificate in 70-7272 (Tenth); B-2 to Rule 24 Certificate in 70-7272 (Eleventh); B-3 to Rule 24 Certificate in 70-7272 (Twelfth); B-1 to Rule 24 Certificate in 70-7382 (Thirteenth); B-2 to Rule 24 Certificate in 70-7382 (Fourteenth); A-2(c) to Rule 24 Certificate in 70-7946 (Fifteenth); A-2(c) to Rule 24 Certificate in 70-7946 (Sixteenth); A-2(d) to Rule 24 Certificate in 70-7946 (Seventeenth); A-2(e) to Rule 24 Certificate dated May 4, 1993 in 70-7946 (Eighteenth); A-2(g) to Rule 24 Certificate dated May 6, 1994 in 70-7946 (Nineteenth); A-2(a)(1) to Rule 24 Certificate dated August 8, 1996 in 70-8511 (Twentieth); A-2(a)(2) to Rule 24 Certificate dated August 8, 1996 in 70-8511 (Twenty-first); and A-2(a) to Rule 24 Certificate dated October 4, 2002 in 70-9753 (Twenty-second)).
(b) 2 --
Facility Lease No. 1, dated as of December 1, 1988, between Meridian Trust Company and Stephen M. Carta (Steven Kaba, successor), as Owner Trustees, and System Energy (B-2(c)(1) to Rule 24 Certificate dated January 9, 1989 in 70-7561), as supplemented by Lease Supplement No. 1 dated as of April 1, 1989 (B-22(b) (1) to Rule 24 Certificate dated April 21, 1989 in 70-7561), Lease Supplement No. 2 dated as of January 1, 1994 (B-3(d) to Rule 24 Certificate dated January 31, 1994 in 70-8215), and Lease Supplement No. 3 dated as of May 1, 2004 (B-3(d) to Rule 24 Certificate dated June 4, 2004 in 70-10182).
(b) 3 --
Facility Lease No. 2, dated as of December 1, 1988 between Meridian Trust Company and Stephen M. Carta (Steven Kaba, successor), as Owner Trustees, and System Energy (B-2(c)(2) to Rule 24 Certificate dated January 9, 1989 in 70-7561), as supplemented by Lease Supplement No. 1 dated as of April 1, 1989 (B-22(b) (2) to Rule 24 Certificate dated April 21, 1989 in 70-7561), Lease Supplement No. 2 dated as of January 1, 1994 (B-4(d) Rule 24 Certificate dated January 31, 1994 in 70-8215), and Lease Supplement No. 3 dated as of May 1, 2004 (B-4(d) to Rule 24 Certificate dated June 4, 2004 in 70-10182).
E-4
Entergy Arkansas
(c) 1 --
Mortgage and Deed of Trust, dated as of October 1, 1944, as amended by sixty-five Supplemental Indentures (7(d) in 2-5463 (Mortgage); 7(b) in 2-7121 (First); 7(c) in 2-7605 (Second); 7(d) in 2-8100 (Third); 7(a)-4 in 2-8482 (Fourth); 7(a)-5 in 2-9149 (Fifth); 4(a)-6 in 2-9789 (Sixth); 4(a)-7 in 2-10261 (Seventh); 4(a)-8 in 2-11043 (Eighth); 2(b)-9 in 2-11468 (Ninth); 2(b)-10 in 2-15767 (Tenth); D in 70-3952 (Eleventh); D in 70-4099 (Twelfth); 4(d) in 2-23185 (Thirteenth); 2(c) in 2-24414 (Fourteenth); 2(c) in 2-25913 (Fifteenth); 2(c) in 2-28869 (Sixteenth); 2(d) in 2-28869 (Seventeenth); 2(c) in 2-35107 (Eighteenth); 2(d) in 2-36646 (Nineteenth); 2(c) in 2-39253 (Twentieth); 2(c) in 2-41080 (Twenty-first); C-1 to Rule 24 Certificate in 70-5151 (Twenty-second); C-1 to Rule 24 Certificate in 70-5257 (Twenty-third); C to Rule 24 Certificate in 70-5343 (Twenty-fourth); C-1 to Rule 24 Certificate in 70-5404 (Twenty-fifth); C to Rule 24 Certificate in 70-5502 (Twenty-sixth); C-1 to Rule 24 Certificate in 70-5556 (Twenty-seventh); C-1 to Rule 24 Certificate in 70-5693 (Twenty-eighth); C-1 to Rule 24 Certificate in 70-6078 (Twenty-ninth); C-1 to Rule 24 Certificate in 70-6174 (Thirtieth); C-1 to Rule 24 Certificate in 70-6246 (Thirty-first); C-1 to Rule 24 Certificate in 70-6498 (Thirty-second); A-4b-2 to Rule 24 Certificate in 70-6326 (Thirty-third); C-1 to Rule 24 Certificate in 70-6607 (Thirty-fourth); C-1 to Rule 24 Certificate in 70-6650 (Thirty-fifth); C-1 to Rule 24 Certificate dated December 1, 1982 in 70-6774 (Thirty-sixth); C-1 to Rule 24 Certificate dated February 17, 1983 in 70-6774 (Thirty-seventh); A-2(a) to Rule 24 Certificate dated December 5, 1984 in 70-6858 (Thirty-eighth); A-3(a) to Rule 24 Certificate in 70-7127 (Thirty-ninth); A-7 to Rule 24 Certificate in 70-7068 (Fortieth); A-8(b) to Rule 24 Certificate dated July 6, 1989 in 70-7346 (Forty-first); A-8(c) to Rule 24 Certificate dated February 1, 1990 in 70-7346 (Forty-second); 4 to Form 10-Q for the quarter ended September 30, 1990 in 1-10764 (Forty-third); A-2(a) to Rule 24 Certificate dated November 30, 1990 in 70-7802 (Forty-fourth); A-2(b) to Rule 24 Certificate dated January 24, 1991 in 70-7802 (Forty-fifth); 4(d)(2) in 33-54298 (Forty-sixth); 4(c)(2) to Form 10-K for the year ended December 31, 1992 in 1-10764 (Forty-seventh); 4(b) to Form 10-Q for the quarter ended June 30, 1993 in 1-10764 (Forty-eighth); 4(c) to Form 10-Q for the quarter ended June 30, 1993 in 1-10764 (Forty-ninth); 4(b) to Form 10-Q for the quarter ended September 30, 1993 in 1-10764 (Fiftieth); 4(c) to Form 10-Q for the quarter ended September 30, 1993 in 1-10764 (Fifty-first); 4(a) to Form 10-Q for the quarter ended June 30, 1994 in 1-10764 (Fifty-second); C-2 to Form U5S for the year ended December 31, 1995 (Fifty-third); C-2(a) to Form U5S for the year ended December 31, 1996 (Fifty-fourth); 4(a) to Form 10-Q for the quarter ended March 31, 2000 in 1-10764 (Fifty-fifth); 4(a) to Form 10-Q for the quarter ended September 30, 2001 in 1-10764 (Fifty-sixth); C-2(a) to Form U5S for the year ended December 31, 2001 (Fifty-seventh); 4(c)1 to Form 10-K for the year December 31, 2002 in 1-10764 (Fifty-eighth); 4(a) to Form 10-Q for the quarter ended June 30, 2003 in 1-10764 (Fifty-ninth); 4(f) to Form 10-Q for the quarter ended June 30, 2003 in 1-10764 (Sixtieth); 4(h) to Form 10-Q for the quarter ended June 30, 2003 in 1-10764 (Sixty-first); 4(e) to Form 10-Q for the quarter ended September 30, 2004 in 1-10764 (Sixty-second); 4(c)1 to Form 10-K for the year December 31, 2004 in 1-10764 (Sixty-third); C-2(a) to Form U5S for the year ended December 31, 2004 (Sixty-fourth); 4(c) to Form 10-Q for the quarter ended June 30, 2005 in 1-10764 (Sixty-fifth); and 4(a) to Form 10-Q for the quarter ended June 30, 2005 in 1-10764 (Sixty-sixth)).
Entergy Gulf States
Entergy Louisiana
Entergy Mississippi
(f) 1 --
Mortgage and Deed of Trust, dated as of February 1, 1988, as amended by twenty-five Supplemental Indentures (A-2(a)-2 to Rule 24 Certificate in 70-7461 (Mortgage); A-2(b)-2 in 70-7461 (First); A-5(b) to Rule 24 Certificate in 70-7419 (Second); A-4(b) to Rule 24 Certificate in 70-7554 (Third); A-1(b)-1 to Rule 24 Certificate in 70-7737 (Fourth); A-2(b) to Rule 24 Certificate dated November 24, 1992 in 70-7914 (Fifth); A-2(e) to Rule 24 Certificate dated January 22, 1993 in 70-7914 (Sixth); A-2(g) to Form U-1 in 70-7914 (Seventh); A-2(i) to Rule 24 Certificate dated November 10, 1993 in 70-7914 (Eighth); A-2(j) to Rule 24 Certificate dated July 22, 1994 in 70-7914 (Ninth); (A-2(l) to Rule 24 Certificate dated April 21, 1995 in 70-7914 (Tenth); A-2(a) to Rule 24 Certificate dated June 27, 1997 in 70-8719 (Eleventh); A-2(b) to Rule 24 Certificate dated April 16, 1998 in 70-8719 (Twelfth); A-2(c) to Rule 24 Certificate dated May 12, 1999 in 70-8719 (Thirteenth); A-3(a) to Rule 24 Certificate dated June 8, 1999 in 70-8719 (Fourteenth); A-2(d) to Rule 24 Certificate dated February 24, 2000 in 70-8719 (Fifteenth); A-2(a) to Rule 24 Certificate dated February 9, 2001 in 70-9757 (Sixteenth); A-2(b) to Rule 24 Certificate dated October 31, 2002 in 70-9757 (Seventeenth); A-2(c) to Rule 24 Certificate dated December 2, 2002 in 70-9757 (Eighteenth); A-2(d) to Rule 24 Certificate dated February 6, 2003 in 70-9757 (Nineteenth); A-2(e) to Rule 24 Certificate dated April 4, 2003 in 70-9757 (Twentieth); A-2(f) to Rule 24 Certificate dated June 6, 2003 in 70-9757 (Twenty-first); A-3(a) to Rule 24 Certificate dated April 8, 2004 in 70-10157 (Twenty-second); A-3(b) to Rule 24 Certificate dated April 29, 2004 in 70-10157 (Twenty-third); A-3(c) to Rule 24 Certificate dated October 4, 2004 in 70-10157 (Twenty-fourth); and A-3(d) to Rule 24 Certificate dated January 27, 2006 in 70-10157 (Twenty-fifth)).
E-7
Entergy New Orleans
(g) 1 --
Mortgage and Deed of Trust, dated as of May 1, 1987, as amended by fourteen Supplemental Indentures (A-2(c) to Rule 24 Certificate in 70-7350 (Mortgage); A-5(b) to Rule 24 Certificate in 70-7350 (First); A-4(b) to Rule 24 Certificate in 70-7448 (Second); 4(f)4 to Form 10-K for the year ended December 31, 1992 in 0-5807 (Third); 4(a) to Form 10-Q for the quarter ended September 30, 1993 in 0-5807 (Fourth); 4(a) to Form 8-K dated April 26, 1995 in 0-5807 (Fifth); 4(a) to Form 8-K dated March 22, 1996 in 0-5807 (Sixth); 4(b) to Form 10-Q for the quarter ended June 30, 1998 in 0-5807 (Seventh); 4(d) to Form 10-Q for the quarter ended June 30, 2000 in 0-5807 (Eighth); C-5(a) to Form U5S for the year ended December 31, 2000 (Ninth); 4(b) to Form 10-Q for the quarter ended September 30, 2002 in 0-5807 (Tenth); 4(k) to Form 10-Q for the quarter ended June 30, 2003 in 0-5807 (Eleventh); 4(a) to Form 10-Q for the quarter ended September 30, 2004 in 0-5807 (Twelfth); 4(b) to Form 10-Q for the quarter ended September 30, 2004 in 0-5807 (Thirteenth); and 4(e) to Form 10-Q for the quarter ended June 30, 2005 in 0-5807 (Fourteenth)).
(10) Material Contracts
Entergy Corporation
System Energy
E-17
Entergy Arkansas
Entergy Gulf States
Entergy Louisiana, LLC
Entergy Mississippi
Entergy New Orleans
(12) Statement Re Computation of Ratios
*(a)
Entergy Arkansas' Computation of Ratios of Earnings to Fixed Charges and of Earnings to Fixed Charges and Preferred Dividends, as defined.
*(b)
Entergy Gulf States' Computation of Ratios of Earnings to Fixed Charges and of Earnings to Fixed Charges and Preferred Dividends, as defined.
*(c)
Entergy Louisiana's Computation of Ratios of Earnings to Fixed Charges and of Earnings to Fixed Charges and Preferred Distributions, as defined.
*(d)
Entergy Mississippi's Computation of Ratios of Earnings to Fixed Charges and of Earnings to Fixed Charges and Preferred Dividends, as defined.
*(e)
Entergy New Orleans' Computation of Ratios of Earnings to Fixed Charges and of Earnings to Fixed Charges and Preferred Dividends, as defined.
*(f)
System Energy's Computation of Ratios of Earnings to Fixed Charges, as defined.
*(21) Subsidiaries of the Registrants
(23) Consents of Experts and Counsel
*(a)
The consent of Deloitte & Touche LLP is contained herein at page 407.
*(24) Powers of Attorney
(31) Rule 13a-14(a)/15d-14(a) Certifications
(32) Section 1350 Certifications
*(a)
Section 1350 Certification for Entergy Corporation.
*(b)
Section 1350 Certification for Entergy Corporation.
*(c)
Section 1350 Certification for Entergy Arkansas.
*(d)
Section 1350 Certification for Entergy Arkansas.
*(e)
Section 1350 Certification for Entergy Gulf States.
*(f)
Section 1350 Certification for Entergy Gulf States.
*(g)
Section 1350 Certification for Entergy Gulf States.
*(h)
Section 1350 Certification for Entergy Louisiana.
*(i)
Section 1350 Certification for Entergy Louisiana.
*(j)
Section 1350 Certification for Entergy Mississippi.
*(k)
Section 1350 Certification for Entergy Mississippi.
*(l)
Section 1350 Certification for Entergy New Orleans.
*(m)
Section 1350 Certification for Entergy New Orleans.
*(n)
Section 1350 Certification for System Energy.
*(o)
Section 1350 Certification for System Energy.
_________________
* Filed herewith.
+ Management contracts or compensatory plans or arrangements.
E-31
EXHIBIT INDEX
(10) Material Contracts
Entergy Corporation
*+(a) 106 --
Entergy Corporation Outside Director Stock Program Established under the 2007 Equity Ownership and Long Term Cash Incentive Plan of Entergy Corporation and Subsidiaries (Effective for Grants and Elections on or After January 1, 2007.
(12) Statement Re Computation of Ratios
*(a)
Entergy Arkansas' Computation of Ratios of Earnings to Fixed Charges and of Earnings to Fixed Charges and Preferred Dividends, as defined.
*(b)
Entergy Gulf States' Computation of Ratios of Earnings to Fixed Charges and of Earnings to Fixed Charges and Preferred Dividends, as defined.
*(c)
Entergy Louisiana's Computation of Ratios of Earnings to Fixed Charges and of Earnings to Fixed Charges and Preferred Distributions, as defined.
*(d)
Entergy Mississippi's Computation of Ratios of Earnings to Fixed Charges and of Earnings to Fixed Charges and Preferred Dividends, as defined.
*(e)
Entergy New Orleans' Computation of Ratios of Earnings to Fixed Charges and of Earnings to Fixed Charges and Preferred Dividends, as defined.
*(f)
System Energy's Computation of Ratios of Earnings to Fixed Charges, as defined.
*(21) Subsidiaries of the Registrants
(23) Consents of Experts and Counsel
*(a)
The consent of Deloitte & Touche LLP is contained herein at page 407.
*(24) Powers of Attorney
(31) Rule 13a-14(a)/15d-14(a) Certifications
*(a)
Rule 13a-14(a)/15d-14(a) Certification for Entergy Corporation.
*(b)
Rule 13a-14(a)/15d-14(a) Certification for Entergy Corporation.
*(c)
Rule 13a-14(a)/15d-14(a) Certification for Entergy Arkansas.
*(d)
Rule 13a-14(a)/15d-14(a) Certification for Entergy Arkansas.
*(e)
Rule 13a-14(a)/15d-14(a) Certification for Entergy Gulf States.
*(f)
Rule 13a-14(a)/15d-14(a) Certification for Entergy Gulf States.
*(g)
Rule 13a-14(a)/15d-14(a) Certification for Entergy Gulf States.
*(h)
Rule 13a-14(a)/15d-14(a) Certification for Entergy Louisiana.
*(i)
Rule 13a-14(a)/15d-14(a) Certification for Entergy Louisiana.
*(j)
Rule 13a-14(a)/15d-14(a) Certification for Entergy Mississippi.
*(k)
Rule 13a-14(a)/15d-14(a) Certification for Entergy Mississippi.
*(l)
Rule 13a-14(a)/15d-14(a) Certification for Entergy New Orleans.
*(m)
Rule 13a-14(a)/15d-14(a) Certification for Entergy New Orleans.
*(n)
Rule 13a-14(a)/15d-14(a) Certification for System Energy.
*(o)
Rule 13a-14(a)/15d-14(a) Certification for System Energy.
(32) Section 1350 Certifications
*(a)
Section 1350 Certification for Entergy Corporation.
*(b)
Section 1350 Certification for Entergy Corporation.
*(c)
Section 1350 Certification for Entergy Arkansas.
*(d)
Section 1350 Certification for Entergy Arkansas.
*(e)
Section 1350 Certification for Entergy Gulf States.
*(f)
Section 1350 Certification for Entergy Gulf States.
*(g)
Section 1350 Certification for Entergy Gulf States.
*(h)
Section 1350 Certification for Entergy Louisiana.
*(i)
Section 1350 Certification for Entergy Louisiana.
*(j)
Section 1350 Certification for Entergy Mississippi.
*(k)
Section 1350 Certification for Entergy Mississippi.
*(l)
Section 1350 Certification for Entergy New Orleans.
*(m)
Section 1350 Certification for Entergy New Orleans.
*(n)
Section 1350 Certification for System Energy.
*(o)
Section 1350 Certification for System Energy.
_________________
* Filed herewith.
+ Management contracts or compensatory plans or arrangements.