__________________________________________________________________________________________

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 10-Q

(Mark One)

 

X

QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934

   
 

For the Quarterly Period Ended June 30, 2007

 

OR

 

TRANSITION REPORT PURSUANT TO SECTION 13
OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

   
 

For the transition period from ____________ to ____________


Commission
File Number

Registrant, State of Incorporation or Organization, Address of Principal Executive Offices, Telephone Number, and IRS Employer Identification No.

 


Commission
File Number

Registrant, State of Incorporation or Organization, Address of Principal Executive Offices, Telephone Number, and IRS Employer Identification No.

1-11299

ENTERGY CORPORATION
(a Delaware corporation)
639 Loyola Avenue
New Orleans, LA 70113
Telephone (504) 576-4000
72-1229752

 

1-31508

ENTERGY MISSISSIPPI, INC.
(a Mississippi corporation)
308 East Pearl Street
Jackson, Mississippi 39201
Telephone (601) 368-5000
64-0205830

         

1-10764

ENTERGY ARKANSAS, INC.
(an Arkansas corporation)
425 West Capitol Avenue
Little Rock, Arkansas 72201
Telephone (501) 377-4000
71-0005900

 

0-5807

ENTERGY NEW ORLEANS, INC.
(a Louisiana corporation)
1600 Perdido Street, Building 529
New Orleans, Louisiana 70112
Telephone (504) 670-3700
72-0273040

         

1-27031

ENTERGY GULF STATES, INC.
(a Texas corporation)
350 Pine Street
Beaumont, Texas 77701
Telephone (409) 838-6631
74-0662730

 

1-9067

SYSTEM ENERGY RESOURCES, INC.
(an Arkansas corporation)
Echelon One
1340 Echelon Parkway
Jackson, Mississippi 39213
Telephone (601) 368-5000
72-0752777

         

1-32718

ENTERGY LOUISIANA, LLC
(a Texas limited liability company)
446 North Boulevard
Baton Rouge, LA 70802
Telephone (225) 381-5868
75-3206126

     

__________________________________________________________________________________________

Indicate by check mark whether the registrants (1) have filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrants were required to file such reports), and (2) have been subject to such filing requirements for the past 90 days. Yes þ No o

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, or a non-accelerated filer. See definition of "accelerated filer and large accelerated filer" in Rule 12b-2 of the Exchange Act.

 

Large
accelerated
filer

 



Accelerated filer

 


Non-accelerated filer

Entergy Corporation

Ö

       

Entergy Arkansas, Inc.

       

Ö

Entergy Gulf States, Inc.

       

Ö

Entergy Louisiana, LLC

       

Ö

Entergy Mississippi, Inc.

       

Ö

Entergy New Orleans, Inc.

       

Ö

System Energy Resources, Inc.

       

Ö

Indicate by check mark whether the registrants are shell companies (as defined in Rule 12b-2 of the Exchange Act). Yes o No þ

Common Stock Outstanding

 

Outstanding at July 31, 2007

Entergy Corporation

($0.01 par value)

195,682,076

Entergy Corporation, Entergy Arkansas, Inc., Entergy Gulf States, Inc., Entergy Louisiana, LLC, Entergy Mississippi, Inc., Entergy New Orleans, Inc., and System Energy Resources, Inc. separately file this combined Quarterly Report on Form 10-Q. Information contained herein relating to any individual company is filed by such company on its own behalf. Each company reports herein only as to itself and makes no other representations whatsoever as to any other company. This combined Quarterly Report on Form 10-Q supplements and updates the Annual Report on Form 10-K for the calendar year ended December 31, 2006, and the Quarterly Report on Form 10-Q for the quarter ended March 31, 2007, filed by the individual registrants with the SEC, and should be read in conjunction therewith.

ENTERGY CORPORATION AND SUBSIDIARIES
INDEX TO QUARTERLY REPORT ON FORM 10-Q
June 30, 2007

 

Page Number

   

Definitions

1

Entergy Corporation and Subsidiaries

 
 

Management's Financial Discussion and Analysis

 
   

Hurricane Katrina and Hurricane Rita

4

   

Results of Operations

6

   

Liquidity and Capital Resources

14

   

Significant Factors and Known Trends

18

   

Critical Accounting Estimates

23

   

New Accounting Pronouncements

23

 

Consolidated Statements of Income

25

 

Consolidated Statements of Cash Flows

26

 

Consolidated Balance Sheets

28

 

Consolidated Statements of Retained Earnings, Comprehensive Income, and
  Paid-In Capital

30

 

Selected Operating Results

32

Notes to Financial Statements

33

Part I. Item 3. Quantitative and Qualitative Disclosures About Market Risk

55

Part I. Item 4. Controls and Procedures

55

Entergy Arkansas, Inc.

 
 

Management's Financial Discussion and Analysis

 
   

Results of Operations

56

   

Liquidity and Capital Resources

59

   

Significant Factors and Known Trends

60

   

Critical Accounting Estimates

61

   

New Accounting Pronouncements

61

 

Income Statements

62

 

Statements of Cash Flows

63

 

Balance Sheets

64

 

Selected Operating Results

66

Entergy Gulf States, Inc.

 
 

Management's Financial Discussion and Analysis

 
   

Hurricane Rita and Hurricane Katrina

67

   

Results of Operations

68

   

Liquidity and Capital Resources

71

   

Significant Factors and Known Trends

72

   

Critical Accounting Estimates

74

   

New Accounting Pronouncements

74

 

Consolidated Income Statements

75

 

Consolidated Statements of Cash Flows

77

 

Consolidated Balance Sheets

78

 

Consolidated Statements of Retained Earnings and Comprehensive Income

80

 

Selected Operating Results

81

Entergy Louisiana, LLC

 
 

Management's Financial Discussion and Analysis

 
   

Hurricane Rita and Hurricane Katrina

82

   

Results of Operations

82

   

Liquidity and Capital Resources

86

   

Significant Factors and Known Trends

88

   

Critical Accounting Estimates

88

   

New Accounting Pronouncements

88

 

Income Statements

89

 

Statements of Cash Flows

91

ENTERGY CORPORATION AND SUBSIDIARIES
INDEX TO QUARTERLY REPORT ON FORM 10-Q
June 30, 2007

 

Page Number

   
 

Balance Sheets

92

 

Statements of Members' Equity and Comprehensive Income

94

 

Selected Operating Results

95

Entergy Mississippi, Inc.

 
 

Management's Financial Discussion and Analysis

 
   

Results of Operations

96

   

Hurricane Katrina Storm Cost Recovery

98

 

Liquidity and Capital Resources

99

   

Significant Factors and Known Trends

100

Critical Accounting Estimates

101

   

New Accounting Pronouncements

101

 

Income Statements

102

 

Statements of Cash Flows

103

 

Balance Sheets

104

 

Selected Operating Results

106

Entergy New Orleans, Inc.

 
 

Management's Financial Discussion and Analysis

 
   

Hurricane Katrina

107

   

Bankruptcy Proceedings

107

   

Results of Operations

108

   

Liquidity and Capital Resources

110

   

Significant Factors and Known Trends

111

   

Critical Accounting Estimates

112

   

New Accounting Pronouncements

112

 

Income Statements

113

 

Statements of Cash Flows

115

 

Balance Sheets

116

 

Selected Operating Results

118

System Energy Resources, Inc.

 
 

Management's Financial Discussion and Analysis

 
   

Results of Operations

119

   

Liquidity and Capital Resources

119

   

Significant Factors and Known Trends

120

   

Critical Accounting Estimates

120

   

New Accounting Pronouncements

120

 

Income Statements

121

 

Statements of Cash Flows

123

 

Balance Sheets

124

Part II. Other Information

 
 

Item 1. Legal Proceedings

126

 

Item 1A. Risk Factors

126

 

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

126

 

Item 4. Submission of Matters to a Vote of Security Holders

126

 

Item 5. Other Information

128

 

Item 6. Exhibits

132

Signature

135

 

FORWARD-LOOKING INFORMATION

In this combined report and from time to time, Entergy Corporation and the Registrant Subsidiaries each makes statements as a registrant concerning its expectations, beliefs, plans, objectives, goals, strategies, and future events or performance. Such statements are "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. Words such as "believes," "intends," "plans," "predicts," "estimates," and similar expressions are intended to identify forward-looking statements but are not the only means to identify these statements. Although each of these registrants believes that these forward-looking statements and the underlying assumptions are reasonable, it cannot provide assurance that they will prove correct. Any forward-looking statement is based on information current as of the date of this combined report and speaks only as of the date on which such statement is made. Except to the extent required by the federal securities laws, these registrants undertake no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise.

Forward-looking statements involve a number of risks and uncertainties. There are factors that could cause actual results to differ materially from those expressed or implied in the forward-looking statements, including those factors discussed or incorporated by reference in (a) Item 1A. Risk Factors in the Form 10-K, (b) Management's Financial Discussion and Analysis in the Form 10-K and in this report, and (c) the following factors (in addition to others described elsewhere in this combined report and in subsequent securities filings):

FORWARD-LOOKING INFORMATION (Concluded)

 

DEFINITIONS

Certain abbreviations or acronyms used in the text are defined below:

Abbreviation or Acronym

Term

   

AEEC

Arkansas Electric Energy Consumers

AFUDC

Allowance for Funds Used During Construction

ALJ

Administrative Law Judge

ANO 1 and 2

Units 1 and 2 of Arkansas Nuclear One Steam Electric Generating Station (nuclear), owned by Entergy Arkansas

APSC

Arkansas Public Service Commission

Average contract price per MWh

Price at which generation output or capacity is expected to be sold to third parties, given existing contract or option exercise prices based on expected dispatch or capacity, excluding revenue associated with amortization of the below-market PPA for Palisades

Average contract revenue per MWh

Price at which the combination of generation output and capacity are expected to be sold to third parties, given existing contract or option exercise prices based on expected dispatch

Average realized price per MWh

Revenue per MWh billed

Board

Board of Directors of Entergy Corporation

Cajun

Cajun Electric Power Cooperative, Inc.

capacity factor

Actual plant output divided by maximum potential plant output for the period

City Council or Council

Council of the City of New Orleans, Louisiana

CPI-U

Consumer Price Index - Urban

DOE

United States Department of Energy

EITF

FASB's Emerging Issues Task Force

Entergy

Entergy Corporation and its direct and indirect subsidiaries

Entergy Corporation

Entergy Corporation, a Delaware corporation

Entergy-Koch

Entergy-Koch, LP, a joint venture equally owned by subsidiaries of Entergy and Koch Industries, Inc.

Entergy Louisiana

Entergy Louisiana, LLC

EPA

United States Environmental Protection Agency

EPDC

Entergy Power Development Corporation, a wholly-owned subsidiary of Entergy Corporation

ERCOT

Electric Reliability Council of Texas

FASB

Financial Accounting Standards Board

FEMA

Federal Emergency Management Agency

FERC

Federal Energy Regulatory Commission

firm liquidated damages

Transaction that requires receipt or delivery of energy at a specified delivery point (usually at a market hub not associated with a specific asset); if a party fails to deliver or receive energy, the defaulting party must compensate the other party as specified in the contract

Form 10-K

Annual Report on Form 10-K for the calendar year ended December 31, 2006 filed by Entergy Corporation and its Registrant Subsidiaries with the SEC

FSP

FASB Staff Position

Grand Gulf

Unit No. 1 of Grand Gulf Steam Electric Generating Station (nuclear), 90% owned or leased by System Energy

GWh

Gigawatt-hour(s), which equals one million kilowatt-hours

GWh billed

Total number of GWh billed to all customers

1

DEFINITIONS (Continued)

Abbreviation or Acronym

Term

   

Independence

Independence Steam Electric Station (coal), owned 16% by Entergy Arkansas, 25% by Entergy Mississippi, and 7% by Entergy Power

IRS

Internal Revenue Service

ISO

Independent System Operator

kV

Kilovolt

kW

Kilowatt

kWh

Kilowatt-hour(s)

LDEQ

Louisiana Department of Environmental Quality

LPSC

Louisiana Public Service Commission

Mcf

One thousand cubic feet of gas

MMBtu

One million British Thermal Units

MPSC

Mississippi Public Service Commission

MW

Megawatt(s), which equals one thousand kilowatt(s)

MWh

Megawatt-hour(s)

Nelson Unit 6

Unit No. 6 (coal) of the Nelson Steam Electric Generating Station, owned 70% by Entergy Gulf States

Net debt ratio

Gross debt less cash and cash equivalents divided by total capitalization less cash and cash equivalents

Net MW in operation

Installed capacity owned and operated

Net revenue

Operating revenue net of fuel, fuel-related, and purchased power expenses; and other regulatory credits

Non-Utility Nuclear

Entergy's business segment that owns and operates six nuclear power plants and sells electric power produced by those plants primarily to wholesale customers

NRC

Nuclear Regulatory Commission

NYPA

New York Power Authority

OASIS

Open Access Same Time Information Systems

PPA

Purchased power agreement

production cost

Cost in $/MMBtu associated with delivering gas, excluding the cost of the gas

PRP

Potentially responsible party (a person or entity that may be responsible for remediation of environmental contamination)

PUCT

Public Utility Commission of Texas

PUHCA 1935

Public Utility Holding Company Act of 1935, as amended

PUHCA 2005

Public Utility Holding Company Act of 2005, which repealed PUHCA 1935, among other things

PURPA

Public Utility Regulatory Policies Act of 1978

Registrant Subsidiaries

Entergy Arkansas, Inc., Entergy Gulf States, Inc., Entergy Louisiana, LLC, Entergy Mississippi, Inc., Entergy New Orleans, Inc., and System Energy Resources, Inc.

Ritchie Unit 2

Unit 2 of the R.E. Ritchie Steam Electric Generating Station (gas/oil)

River Bend

River Bend Steam Electric Generating Station (nuclear), owned by Entergy Gulf States

SEC

Securities and Exchange Commission

SFAS

Statement of Financial Accounting Standards as promulgated by the FASB

SMEPA

South Mississippi Electric Power Agency, which owns a 10% interest in Grand Gulf

2

DEFINITIONS (Concluded)

Abbreviation or Acronym

Term

   

spark spread

Dollar difference between electricity prices per unit and natural gas prices after assuming a conversion ratio for the number of natural gas units necessary to generate one unit of electricity

System Agreement

Agreement, effective January 1, 1983, as modified, among the Utility operating companies relating to the sharing of generating capacity and other power resources

System Energy

System Energy Resources, Inc.

System Fuels

System Fuels, Inc.

TWh

Terawatt-hour(s), which equals one billion kilowatt-hours

unit-contingent

Transaction under which power is supplied from a specific generation asset; if the asset is unavailable, the seller is not liable to the buyer for any damages

Unit Power Sales Agreement

Agreement, dated as of June 10, 1982, as amended and approved by FERC, among Entergy Arkansas, Entergy Louisiana, Entergy Mississippi, Entergy New Orleans, and System Energy, relating to the sale of capacity and energy from System Energy's share of Grand Gulf

UK

The United Kingdom of Great Britain and Northern Ireland

Utility

Entergy's business segment that generates, transmits, distributes, and sells electric power, with a small amount of natural gas distribution

Utility operating companies

Entergy Arkansas, Entergy Gulf States, Entergy Louisiana, Entergy Mississippi, and Entergy New Orleans

Waterford 3

Unit No. 3 (nuclear) of the Waterford Steam Electric Generating Station, 100% owned or leased by Entergy Louisiana

weather-adjusted usage

Electric usage excluding the estimated effects of deviations from normal weather

White Bluff

White Bluff Steam Electric Generating Station, 57% owned by Entergy Arkansas

3

ENTERGY CORPORATION AND SUBSIDIARIES

MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS

Entergy operates primarily through two business segments: Utility and Non-Utility Nuclear.

In addition to its two primary, reportable, operating segments, Entergy also operates the non-nuclear wholesale assets business. The non-nuclear wholesale assets business sells to wholesale customers the electric power produced by power plants that it owns while it focuses on improving performance and exploring sales or restructuring opportunities for its power plants.

Hurricane Katrina and Hurricane Rita

See the Form 10-K for a discussion of the effects of Hurricanes Katrina and Rita, which in August and September 2005 caused catastrophic damage to portions of the Utility's service territory in Louisiana, Mississippi, and Texas, including the effect of extensive flooding that resulted from levee breaks in and around the greater New Orleans area. See Note 2 to the financial statements herein for a discussion of updates in Entergy Gulf States', Entergy Louisiana's, and Entergy Mississippi's storm cost recovery proceedings.

Entergy reached an agreement with one of its excess insurers under which Entergy received $69.5 million in the second quarter 2007 in settlement of its Hurricane Katrina claim with that insurer. Entergy has received a total of $134.5 million as of June 30, 2007 on its Hurricanes Katrina and Rita insurance claims, including $83.1 million in 2007. Refer to Note 8 to the financial statements in the Form 10-K for a description of Entergy's non-nuclear property insurance coverage.

Community Development Block Grant (CDBG)

See the Form 10-K for a discussion of the Katrina Relief Bill, a hurricane aid package that includes $11.5 billion in Community Development Block Grants (for the states affected by Hurricanes Katrina, Rita, and Wilma) that allows state and local leaders to fund individual recovery priorities.

In March 2007, the City Council certified that Entergy New Orleans has incurred $205 million in storm-related costs through December 2006 that are eligible for CDBG funding under the state action plan, and certified Entergy New Orleans' estimated costs of $465 million for the gas system rebuild. In April 2007, Entergy New Orleans executed an agreement with the Louisiana Office of Community Development under which $200 million of CDBG funds will be made available to Entergy New Orleans. Entergy New Orleans submitted the agreement to the bankruptcy court, which approved it on April 25, 2007. Entergy New Orleans has received $176.8 million of the funds as of June 30, 2007, and the remainder will be paid to Entergy New Orleans as it incurs and submits additional eligible costs.

4

Entergy New Orleans Bankruptcy

See the Form 10-K for a discussion of the Entergy New Orleans bankruptcy proceeding. On May 7, 2007, the bankruptcy judge entered an order confirming Entergy New Orleans' plan of reorganization. With the receipt of CDBG funds, and the agreement on insurance recovery with one of its excess insurers, Entergy New Orleans waived the conditions precedent in its plan of reorganization, and the plan became effective on May 8, 2007.

Following are significant terms in Entergy New Orleans' plan of reorganization:

With confirmation of the plan of reorganization, Entergy has reconsolidated Entergy New Orleans in the second quarter 2007, retroactive to January 1, 2007. Because Entergy owns all of the common stock of Entergy New Orleans, reconsolidation does not affect the amount of net income that Entergy recorded from Entergy New Orleans' operations for the current or prior period, but does result in Entergy New Orleans' financial results being included in each individual income statement line item in 2007, rather than only its net income being presented as "Equity in earnings (loss) of unconsolidated equity affiliates," as will remain the case for 2005 and 2006.

5

Results of Operations

Second Quarter 2007 Compared to Second Quarter 2006

Following are income statement variances for Utility, Non-Utility Nuclear, Parent & Other, and Entergy comparing the second quarter 2007 to the second quarter 2006 showing how much the line item increased or (decreased) in comparison to the prior period:

 


Utility

 

Non-Utility
Nuclear

 

Parent & Other (1)


Entergy

(In Thousands)

 

 

 

 

 

 

 

2nd Quarter 2006 Consolidated Net Income

 

$199,623 

 

$63,379 

 

$18,800 

$281,802 

Net revenue (operating revenue less fuel
  expense, purchased power, and other
  regulatory charges/credits)

 



53,702 



91,271 



(33,972)



111,001 

Other operation and maintenance expenses

 

59,383 

19,803 

(12,750)

66,436 

Taxes other than income taxes

 

20,747 

4,130 

341 

25,218 

Depreciation

 

14,017 

6,283 

410 

20,710 

Other income

 

(3,423)

10,468 

3,815 

10,860 

Interest charges

 

3,740 

(3,585)

18,983 

19,138 

Other (including discontinued operations)

 

863 

(7,163)

(14,709)

(21,009)

Income taxes

 

4,684 

22,598 

(43,732)

(16,450)

2nd Quarter 2007 Consolidated Net Income

 

$148,194 

 

$108,726 

 

$10,682 

$267,602 

(1)

Parent & Other includes eliminations, which are primarily intersegment activity.

Refer to "ENTERGY CORPORATION AND SUBSIDIARIES - SELECTED OPERATING RESULTS" for further information with respect to operating statistics.

6

As discussed above, Entergy New Orleans has been reconsolidated retroactive to January 1, 2007 and its results are included in each individual income statement line item for 2007. The variance explanations for the Utility for the second quarter 2007 compared to the second quarter 2006 in "Results of Operations" below reflect the 2006 results of operations of Entergy New Orleans as if it were reconsolidated in 2006, consistent with the 2007 presentation including the results in each individual income statement line item. Entergy's as-reported results for 2006, which had Entergy New Orleans deconsolidated, and the amounts needed to reconsolidate Entergy New Orleans, which include inter-company items, are set forth in the table below.

 

Three Months Ended June 30, 2006

  

Entergy Corporation
and Subsidiaries
(as reported)

 


Entergy
New Orleans adjustment*

 

(In Thousands)

Operating Revenues

$2,628,502

 

$65,087 

Operating Expenses:

     

    Fuel, fuel-related, and gas purchased for resale and purchased
     power

1,239,027 

 

13,642 

    Other operation and maintenance

573,234 

 

17,527 

    Taxes other than income taxes

91,130 

 

8,088 

    Depreciation and amortization

217,943 

 

8,466 

    Other regulatory credits - net

(58,929)

 

1,038 

    Other operating expenses

78,804 

 

42 

Total Operating Expenses

$2,141,209 

 

$48,803 

Other Income

$44,565 

 

($9,512)

Interest and Other Charges

$140,274 

 

($13)

Income From Continuing Operations Before Income Taxes

$391,584 

 

$6,785 

Income Taxes

$122,901 

 

$6,785 

Income From Continuing Operations

$268,683 

 

$ - 

Income From Discontinued Operations

$13,119 

 

$ - 

Consolidated Net Income

$281,802 

 

$ - 

*

Reflects the adjustment needed to reconsolidate Entergy New Orleans for 2006. The adjustment includes intercompany eliminations.

Net Revenue

Utility

Following is an analysis of the change in net revenue comparing the second quarter of 2007 to the second quarter of 2006.

  

 

Amount

  

 

(In Millions)

2006 net revenue (includes $50.4
  million for Entergy New Orleans)

 

$1,126.2 

Base revenues

 

28.0 

Fuel recovery

 

19.7 

Transmission revenue

 

9.8 

Pass-through rider revenue

 

9.1 

Purchased power capacity

 

(30.9)

Net wholesale revenue

 

(22.8)

Volume/weather

 

(18.9)

Other

 

9.3 

2007 net revenue

 

$1,129.5 

7

The base revenues variance resulted from rate increases primarily at Entergy Louisiana effective September 2006 for the 2005 formula rate plan filing to recover LPSC-approved incremental deferred and ongoing purchased power capacity costs and for the interim recovery of storm costs. The formula rate plan filing is discussed in Note 2 to the financial statements in the Form 10-K.

The fuel recovery variance is due to the inclusion of Grand Gulf costs in Entergy New Orleans' fuel recoveries effective July 1, 2006. In June 2006, the City Council approved the recovery of Grand Gulf costs through the fuel adjustment clause, without a corresponding change in base rates (a significant portion of Grand Gulf costs was previously recovered through base rates).

The transmission revenue variance is due to an increase in rates effective June 2006 and the addition of new transmission customers in 2006.

The pass-through rider revenue variance is due to a change in 2006 in the accounting for city franchise tax revenues in Arkansas as directed by the APSC. The change results in an increase in rider revenue with a corresponding increase in taxes other than income taxes, resulting in no effect on net income.

The purchased power capacity variance is due to higher capacity charges. A portion of the variance is due to the amortization of deferred capacity costs and is offset in base revenues due to base rate increases implemented to recover incremental deferred and ongoing purchased power capacity charges at Entergy Louisiana, as discussed above.

The net wholesale revenue variance is due to more energy available for resale at Entergy New Orleans in 2006 due to the decrease in retail usage caused by customer losses following Hurricane Katrina. In addition, 2006 revenue includes the sales into the wholesale market of Entergy New Orleans' share of the output of Grand Gulf, pursuant to City Council approval of measures proposed by Entergy New Orleans to address the reduction in Entergy New Orleans' retail customer usage caused by Hurricane Katrina and to provide revenue support for the costs of Entergy New Orleans' share of Grand Gulf.

The volume/weather variance resulted primarily from less favorable weather compared to the same period in 2006 in the residential and commercial sectors and decreased usage during the unbilled sales period, partially offset by an increase in billed usage after adjusting for the effects of weather. See Note 1 to the financial statements in the Form 10-K for a discussion of the accounting for unbilled revenues.

Non-Utility Nuclear

Net revenue increased for Non-Utility Nuclear primarily due to higher pricing in its contracts to sell power and additional production available resulting from the acquisition of the Palisades plant in April 2007. The increase was partially offset by the effect on revenues of two refueling outages in the second quarter of 2007 and an extended unplanned outage at a plant compared to one refueling outage in the second quarter of 2006. Following are key performance measures for Non-Utility Nuclear for the second quarters of 2007 and 2006:

 

 

2007

 

2006

 

 

 

 

 

Net MW in operation at June 30

 

4,998

 

4,200

Average realized price per MWh

 

$51.28

 

$43.76

GWh billed

 

8,896

 

8,281

Capacity factor

 

82%

 

90%

8

Parent & Other

Net revenue decreased for Parent & Other primarily due to the $14.1 million gain ($8.6 million net-of-tax) realized on the sale of the non-nuclear wholesale asset business's remaining interest in a power development project in the second quarter of 2006. Also contributing to the decrease were higher natural gas prices in the second quarter of 2007 compared to the same period in 2006 as well as lower production as a result of an additional plant outage in the second quarter 2007 compared to the same period in 2006. A substantial portion of the effect on net income of this decline is offset by a related decrease in other operation and maintenance expenses.

Other Operation and Maintenance Expenses

Utility

Other operation and maintenance expenses increased from $419 million for the second quarter of 2006 to $461 million for the second quarter of 2007 primarily due to:

Non-Utility Nuclear

Other operation and maintenance expenses increased from $155 million for the second quarter of 2006 to $175 million for the second quarter of 2007 primarily due to the acquisition of the Palisades plant in April 2007.

Taxes Other Than Income Taxes

Taxes other than income taxes increased for the Utility from $84 million for the second quarter of 2006 to $97 million for the second quarter of 2007 primarily due to an increase of $9 million in city franchise taxes in Arkansas due to a change in August 2006 in the accounting for city franchise tax revenues as directed by the APSC. The change results in an increase in taxes other than income taxes with a corresponding increase in rider revenue, resulting in no effect on net income.

Interest Charges

Interest charges increased for Parent & Other primarily due to additional borrowings on Entergy Corporation's revolving credit facilities.

Income Taxes

The effective income tax rates for the second quarters of 2007 and 2006 were 28.0% and 31.0%, respectively. The reduction in the effective income tax rate versus the statutory rate of 35% for the second quarter of 2007 is primarily due to the resolution of tax audit issues in the 2002-2003 audit cycle, book and tax differences related to the allowance for equity funds used during construction, and the amortization of investment tax credits. These factors were partially offset by book and tax differences for utility plant items and state income taxes. The reduction in the effective income tax rate for the second quarter of 2006 versus the federal statutory rate of 35.0% is primarily due to the recognition of an income tax benefit related to ANO 1 steam generator removal cost and the resolution of a tax audit issue, partially offset by state income taxes.

9

Six Months Ended June 30, 2007 Compared to Six Months Ended June 30, 2006

Following are income statement variances for Utility, Non-Utility Nuclear, Parent & Other, and Entergy comparing the six months ended June 30, 2007 to the six months ended June 30, 2006 showing how much the line item increased or (decreased) in comparison to the prior period:

 


Utility

 

Non-Utility
Nuclear

 

Parent & Other (1)


Entergy

(In Thousands)

 

 

 

 

 

 

 

2006 Consolidated Net Income

 

$319,375 

 

$144,908 

 

$11,148 

$475,431 

Net revenue (operating revenue less fuel
  expense, purchased power, and other
  regulatory charges/credits)

 



136,794 



163,537 



(60,972)



239,359 

Other operation and maintenance expenses

 

109,001 

16,344 

(23,963)

101,382 

Taxes other than income taxes

 

37,201 

2,859 

4,503 

44,563 

Depreciation

 

39,509 

7,429 

793 

47,731 

Other income

 

3,922 

10,026 

10,915 

24,863 

Interest charges

 

14,911 

(8,748)

27,247 

33,410 

Other (including discontinued operations)

 

1,578 

(9,275)

(14,288)

(21,985)

Income taxes

 

8,403 

54,416 

(52,034)

10,785 

2007 Consolidated Net Income

 

$252,644 

 

$236,896 

 

($9,743)

$479,797 

(1)

Parent & Other includes eliminations, which are primarily intersegment activity.

Refer to "ENTERGY CORPORATION AND SUBSIDIARIES - SELECTED OPERATING RESULTS" for further information with respect to operating statistics.

10

The variance explanations for the Utility for the six months ended June 30, 2007 compared to the six months ended June 30, 2006 in "Results of Operations" below reflect the 2006 results of operations of Entergy New Orleans as if it were reconsolidated in 2006, consistent with the 2007 presentation including the results in each individual income statement line item. Entergy's as-reported results for 2006, which had Entergy New Orleans deconsolidated, and the amounts needed to reconsolidate Entergy New Orleans, which include inter-company items, are set forth in the table below.

 

Six Months Ended June 30, 2006

  

Entergy Corporation
and Subsidiaries
(as reported)

 


Entergy
New Orleans adjustment*

 

(In Thousands)

Operating Revenues

$5,196,537

 

$133,155 

Operating Expenses:

     

    Fuel, fuel-related, and gas purchased for resale and purchased
     power

2,540,569 

 

41,256 

    Other operation and maintenance

1,102,664 

 

32,114 

    Taxes other than income taxes

194,468 

 

16,689 

    Depreciation and amortization

423,332 

 

15,889 

    Other regulatory credits - net

(102,946)

 

2,080 

    Other operating expenses

156,394 

 

83 

Total Operating Expenses

$4,314,481 

 

$108,111 

Other Income

$101,235 

 

($15,012)

Interest and Other Charges

$277,008 

 

($139)

Income From Continuing Operations Before Income Taxes

$706,283 

 

$10,171 

Income Taxes

$241,732 

 

$10,171 

Income From Continuing Operations

$464,551 

 

$ - 

Income From Discontinued Operations

$10,880 

 

$ - 

Consolidated Net Income

$475,431 

 

$ - 

*

Reflects the adjustment needed to reconsolidate Entergy New Orleans for 2006. The adjustment includes intercompany eliminations.

Net Revenue

Utility

Following is an analysis of the change in net revenue comparing the six months ended June 30, 2007 to the six months ended June 30, 2006.

  

 

Amount

  

 

(In Millions)

2006 net revenue (includes $89.8
  million for Entergy New Orleans)

 

$2,089.8 

Volume/weather

 

57.0 

Base revenues

 

54.8 

Pass-through rider revenue

 

18.6 

Transmission revenue

 

17.8 

Fuel recovery

 

16.1 

Net wholesale revenue

 

(65.4)

Purchased power capacity

 

(68.0)

Other

 

16.1 

2007 net revenue

 

$2,136.8 

11

The volume/weather variance resulted primarily from increased electricity usage, including increased usage during the unbilled sales period. Billed usage increased by a total of 1,041 GWh, an increase of 2%. See Note 1 to the financial statements in the Form 10-K for a discussion of the accounting for unbilled revenues.

The base revenues variance resulted from rate increases primarily at Entergy Louisiana effective September 2006 for the 2005 formula rate plan filing to recover LPSC-approved incremental deferred and ongoing purchased power capacity costs and for the interim recovery of storm costs. The formula rate plan filing is discussed in Note 2 to the financial statements in the Form 10-K.

The pass-through rider revenue variance is due primarily to a change in 2006 in the accounting for city franchise tax revenues in Arkansas as directed by the APSC. The change results in an increase in rider revenue with a corresponding increase in taxes other than income taxes, resulting in no effect on net income.

The transmission revenue variance is due to an increase in rates effective June 2006 and the addition of new transmission customers in 2006.

The fuel recovery variance is due to the inclusion of Grand Gulf costs in Entergy New Orleans' fuel recoveries effective July 1, 2006. In June 2006, the City Council approved the recovery of Grand Gulf costs through the fuel adjustment clause, without a corresponding change in base rates (a significant portion of Grand Gulf costs was previously recovered through base rates). The fuel recovery variance is partially offset by adjustments of fuel clause recoveries in the first quarter of 2006 in Entergy Gulf States' Louisiana jurisdiction and a reserve for potential rate refunds in the first quarter of 2007 in Entergy Gulf States' Texas jurisdiction as a result of a PUCT ruling related to the application of past PUCT rulings addressing transition to competition in Texas, both of which have unfavorable effects on net revenue for the six months ended June 30, 2007.

The net wholesale revenue variance is due primarily to 1) more energy available for resale at Entergy New Orleans in 2006 due to the decrease in retail usage caused by customer losses following Hurricane Katrina, 2) the inclusion in 2006 revenue of sales into the wholesale market of Entergy New Orleans' share of the output of Grand Gulf, pursuant to City Council approval of measures proposed by Entergy New Orleans to address the reduction in Entergy New Orleans' retail customer usage caused by Hurricane Katrina and to provide revenue support for the costs of Entergy New Orleans' share of Grand Gulf, and 3) decreased results from wholesale contracts and lower wholesale prices.

The purchased power capacity variance is due to higher capacity charges and new purchased power contracts that began in mid-2006. A portion of the variance is due to the amortization of deferred capacity costs and is offset in base revenues due to base rate increases implemented to recover incremental deferred and ongoing purchased power capacity charges at Entergy Louisiana, as discussed above.

Non-Utility Nuclear

Net revenue increased for Non-Utility Nuclear primarily due to higher pricing in its contracts to sell power and additional production available resulting from the acquisition of the Palisades plant in April 2007. The increase was partially offset by the effect on 2007 revenues of three refueling outages and an extended unplanned outage at a plant compared to one refueling outage in the same period in 2006. Following are key performance measures for Non-Utility Nuclear for the six months ended June 30, 2007 and 2006:

 

 

2007

 

2006

 

 

 

 

 

Net MW in operation at June 30

 

4,998

 

4,200

Average realized price per MWh

 

$53.13

 

$44.03

GWh billed

 

17,211

 

17,044

Capacity factor

 

86%

 

94%

12

Parent & Other

Net revenue decreased for Parent & Other primarily due to the $14.1 million gain ($8.6 million net-of-tax) realized on the sale of the non-nuclear wholesale asset business' remaining interest in a power development project in the second quarter of 2006. Also contributing to the decrease were higher natural gas prices in 2007 compared to the same period in 2006 as well as lower production as a result of an additional plant outage in 2007 compared to the same period in 2006. A substantial portion of the effect on net income of this decline is offset by a related decrease in other operation and maintenance expenses.

Other Operation and Maintenance Expenses

Utility

Other operation and maintenance expenses increased from $793 million for the six months ended June 30, 2006 to $870 million for the six months ended June 30, 2007 primarily due to:

Other Income Statement Items

Utility

Taxes other than income taxes increased from $178 million for the six months ended June 30, 2006 to $199 million for the six months ended June 30, 2007 primarily due to an increase of $15 million in city franchise taxes in Arkansas due to a change in August 2006 in the accounting for city franchise tax revenues as directed by the APSC. The change results in an increase in taxes other than income taxes with a corresponding increase in rider revenue, resulting in no effect on net income.

Depreciation and amortization expenses increased from $399 million for the six months ended June 30, 2006 to $423 million for the six months ended June 30, 2007 primarily due to an increase in plant in service and a revision made in the first quarter of 2006 of estimated depreciable lives involving certain intangible assets.

Other income increased from $64 million for the six months ended June 30, 2006 to $83 million for the six months ended June 30, 2007 primarily due to carrying charges on storm costs.

13

Interest Charges

Utility

Interest and other charges increased from $188.6 million for the six months ended June 30, 2006 to $203.8 million for the six months ended June 30, 2007 primarily due to the following:

Parent & Other

Interest charges increased primarily due to additional borrowings under Entergy Corporation's revolving credit facilities.

Income Taxes

The effective income tax rates for the six months ended June 30, 2007 and 2006 were 33.9% and 33.5%, respectively. The reduction in the effective income tax rate versus the statutory rate of 35% for the six months ended June 30, 2007 is primarily due to the resolution of tax audit issues in the 2002-2003 audit cycle, book and tax differences related to the allowance for equity funds used during construction, and the amortization of investment tax credits. These factors were partially offset by book and tax differences for utility plant items and state income taxes. The reduction in the effective income tax rate for the six months ended June 30, 2006 versus the federal statutory rate of 35.0% is primarily due to the recognition of an income tax benefit related to ANO 1 steam generator removal cost and the resolution of a tax audit issue, partially offset by state income taxes.

Liquidity and Capital Resources

See "MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS - Liquidity and Capital Resources" in the Form 10-K for a discussion of Entergy's capital structure, capital expenditure plans and other uses of capital, and sources of capital. Following are updates to that discussion.

Capital Structure

Entergy's capitalization is balanced between equity and debt, as shown in the following table. The increase in the debt to capital percentage from 2006 to 2007 is primarily the result of additional borrowings under Entergy Corporation's revolving credit facilities, along with a decrease in shareholders' equity primarily due to repurchases of common stock.

 

 

June 30,
2007

 

December 31,
2006

 

 

 

 

 

Net debt to net capital

 

54.1%

 

49.4%

Effect of subtracting cash from debt

 

3.2%

 

2.9%

Debt to capital

 

57.3%

 

52.3%

Net debt consists of debt less cash and cash equivalents. Debt consists of notes payable, capital lease obligations, preferred stock with sinking fund, and long-term debt, including the currently maturing portion. Capital consists of debt, common shareholders' equity, and preferred stock without sinking fund. Net capital consists of capital less cash and cash equivalents. Entergy uses the net debt to net capital ratio in analyzing its financial condition and believes it provides useful information to its investors and creditors in evaluating Entergy's financial condition.

14

As discussed in the Form 10-K, Entergy Corporation had in place as of June 30, 2007, two separate revolving credit facilities, a five-year credit facility and a three-year credit facility. The five-year credit facility expires in May 2010 and the three-year facility expires in December 2008. Entergy Corporation also has the ability to issue letters of credit against the total borrowing capacity of both the three-year and the five-year credit facilities. Following is a summary of the borrowings outstanding and capacity available under these facilities as of June 30, 2007:


Facility

 


Capacity

 


Borrowings

 

Letters
of Credit

 

Capacity
Available

   

(In Millions)

                 

5-Year Facility

 

$2,000 

 

$855 

 

$79 

 

$1,066

3-Year Facility

 

$1,500 

 

$1,115 

 

$-  

 

$385

On August 2, 2007, Entergy Corporation entered into a new, $3.5 billion credit facility, and terminated the two previously existing facilities. See Part II, Item 5 herein for additional information on the new credit facility, including the amounts of the borrowings and letters of credit outstanding as of August 8, 2007.

See Note 4 to the financial statements for additional discussion of Entergy's credit facilities.

Capital Expenditure Plans and Other Uses of Capital

See the table in the Form 10-K under "MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS - Liquidity and Capital Resources - Capital Expenditure Plans and Other Uses of Capital," which sets forth the amounts of planned construction and other capital investments by operating segment for 2007 through 2009.

In April 2007, Entergy's Non-Utility Nuclear business purchased the 798 MW Palisades nuclear energy plant located near South Haven, Michigan from Consumers Energy Company for a net cash payment of $336 million. Entergy received the plant, nuclear fuel, inventories, and other assets. The liability to decommission the plant, as well as related decommissioning trust funds, was also transferred to Entergy's Non-Utility Nuclear business. Entergy's Non-Utility Nuclear business executed a unit-contingent, 15-year purchased power agreement (PPA) with Consumers Energy for 100% of the plant's output, excluding any future uprates. Prices under the PPA range from $43.50/MWh in 2007 to $61.50/MWh in 2022, and the average price under the PPA is $51/MWh. In the first quarter 2007, the NRC renewed Palisades' operating license until 2031. Also as part of the transaction, Entergy's Non-Utility Nuclear business assumed responsibility for spent fuel at the decommissioned Big Rock Point nuclear plant, which is located near Charlevoix, Michigan.  Palisades' financial results since April 2007 are included in Entergy's Non-Utility Nuclear business segment. See Note 5 to the financial statements herein for a discussion of the purchase price allocation and the amortization to revenue of the below-market PPA.

In April 2007, Entergy Louisiana announced that it plans to pursue the self-build solid fuel repowering of a 538 MW unit at its Little Gypsy plant.  Petroleum coke will be the unit's primary fuel source.  In July 2007, Entergy Louisiana filed with the LPSC for approval of the repowering project, and stated that it expects to spend $1.55 billion on the project. In addition to seeking a finding that the project is in the public interest, the filing with the LPSC asks that Entergy Louisiana be allowed to recover a portion of the project's financing costs during the construction period. Entergy Louisiana expects the project to be completed in 2011-2012. The planned capital investment estimate in the Form 10-K included capital required for a project of this type, although Entergy Louisiana now expects to spend approximately $100 million more through 2009 than the amounts included in the Form 10-K for the project.

15

In July 2007, Entergy Arkansas signed an agreement to purchase for $210 million the Ouachita Power Facility, a 789 MW natural gas-fired, combined-cycle, load-following generating facility located in north Louisiana and owned by Ouachita Power, LLC. Entergy Arkansas and Entergy Louisiana plan to invest a total of approximately $75 million in reliability upgrades. The Ouachita plant will be 100 percent owned by Entergy Arkansas, and the acquisition is expected to close in 2008. Entergy Arkansas expects to sell to Entergy Gulf States, under a separate agreement, approximately one-third of the output of the Ouachita plant on a long-term basis. The purchase of the plant is contingent upon obtaining necessary approvals, including full cost recovery, from various federal and state regulatory and permitting agencies. The planned capital investments estimate in the Form 10-K included $190 million in 2008 for the estimated cost of an acquisition of this type.

Entergy now expects to spend $73 million more through 2008 than the amount included in the Form 10-K planned capital investment estimate for initial development costs for potential new nuclear development at the Grand Gulf and River Bend sites, including licensing and design activities.

Dividends

On July 30, 2007, the Board declared a quarterly dividend per Entergy Corporation common share of $0.75, which is an increase from the prior quarterly dividend per share of $0.54. Declarations of dividends on Entergy's common stock are made at the discretion of the Board. Among other things, the Board evaluates the level of Entergy's common stock dividends based upon Entergy's earnings, financial strength, and future investment opportunities.

Debtor-in-Possession Credit Agreement

See the Form 10-K for a discussion of the Entergy New Orleans debtor-in-possession (DIP) credit facility between Entergy New Orleans as borrower and Entergy Corporation as lender. Pursuant to the terms of its plan of reorganization, which became effective in May 2007, Entergy New Orleans fully repaid its DIP credit facility borrowings.

Cash Flow Activity

As shown in Entergy's Statements of Cash Flows, cash flows for the six months ended June 30, 2007 and 2006 were as follows:

 

 

2007

 

2006

 

 

(In Millions)

 

 

 

 

 

Cash and cash equivalents at beginning of period

 

$1,016 

 

$583 

 

 

 

 

 

Cash flow provided by (used in):

 

 

 

 

 

Operating activities

 

964 

 

1,480 

 

Investing activities

 

(1,016)

 

(1,054)

 

Financing activities

 

339 

 

(279)

Effect of exchange rates on cash and cash equivalents

(1)

Net increase in cash and cash equivalents

 

287 

 

146 

 

 

 

 

 

Effect of reconsolidating Entergy New Orleans in 2007

17 

Cash and cash equivalents at end of period

 

$1,320 

 

$729 

16

Operating Activities

Entergy's cash flow provided by operating activities decreased by $516 million for the six months ended June 30, 2007 compared to the six months ended June 30, 2006. Following are cash flows from operating activities by segment:

Investing Activities

Net cash used in investing activities decreased by $38 million for the six months ended June 30, 2007 compared to the six months ended June 30, 2006. The following activity is notable in comparing the six months ended June 30, 2007 to the six months ended June 30, 2006:

Financing Activities

Financing activities provided $339 million of cash for the six months ended June 30, 2007 compared to using $279 million of cash for the six months ended June 30, 2006. The following activity is notable in comparing the six months ended June 30, 2007 to the six months ended June 30, 2006:

 

17

 

Significant Factors and Known Trends

See "MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS - Significant Factors and Known Trends" in the Form 10-K for discussions of rate regulation, federal regulation, and market and credit risk sensitive instruments. Following are updates to the information provided in the Form 10-K.

State and Local Rate Regulation

See the Form 10-K for a chart summarizing material rate proceedings. See Note 2 to the financial statements herein for updates to the proceedings discussed in that chart.

Federal Regulation

See the Form 10-K for a discussion of federal regulatory proceedings. Following are updates to that discussion.

System Agreement Proceedings

In May 2007 Entergy filed with the FERC the rates to implement the FERC's orders in the System Agreement proceeding that are discussed in the Form 10-K. The filing shows the following payments/receipts among the Utility operating companies for 2007, based on calendar year 2006 production costs, commencing for service in June 2007, are necessary to achieve rough production cost equalization under the FERC's orders:

 

Payments or
(Receipts)

 

(In Millions)

Entergy Arkansas

$252

Entergy Gulf States

($120)

Entergy Louisiana

($91)

Entergy Mississippi

($41)

Entergy New Orleans

$0

Several parties intervened in the proceeding at the FERC, including the APSC, the MPSC, the Council, and the LPSC, which have also filed protests. The APSC, the MPSC, and the Council asked the FERC to confirm that the FERC did not intend to preempt a retail regulator from undertaking an independent prudence review of the production costs in setting retail rates, or ask the FERC to set the rough production cost equalization payments/receipts for hearing to allow the retail regulators the opportunity to evaluate the prudence of the underlying production costs. In July 2007, the FERC accepted the proposed rates for filing, allowed them to go into effect as of June 1, 2007, subject to refund, and set the filing, including the calculation and underlying production costs, for hearing and settlement procedures. Additionally, the Utility operating companies had filed with the FERC proposing certain modifications to the rough production cost equalization calculation. The FERC rejected certain of the proposed modifications, accepted certain of the proposed modifications without further proceedings, and set two of the proposed modifications for hearing and settlement proceedings.

Entergy Arkansas will pay $36 million per month for seven months, and began making the payments in June 2007. As discussed in Note 2 to the financial statements, the APSC has approved through December 31, 2008 a production cost allocation rider for recovery from customers of the retail portion of the costs allocated to Entergy Arkansas.

18

On April 27, 2007, the FERC denied the requests for rehearing filed regarding the Utility operating companies' compliance filing to implement the System Agreement decision, with one exception regarding the issue of retrospective refunds. That issue will be addressed subsequent to the remanded proceeding involving the interruptible load decision discussed in the paragraph below. The period for appeal of the April 27 decision expired in June 2007. The LPSC appealed to the D.C. Circuit Court of Appeals the denial of rehearing, and the Utility operating companies and the APSC intervened in that appeal.

Based on the FERC's April 27 order on rehearing, Entergy Arkansas recorded accounts payable and Entergy Gulf States, Entergy Louisiana, and Entergy Mississippi recorded accounts receivable to reflect the rough production cost equalization payments and receipts required to implement the FERC's remedy for calendar year 2006 production costs that FERC accepted for filing and allowed to go into effect in June 2007. Entergy Arkansas recorded a corresponding regulatory asset for its right to collect the payments from its customers and Entergy Gulf States, Entergy Louisiana, and Entergy Mississippi recorded corresponding regulatory liabilities for their obligations to give the receipts to their customers. The regulatory asset and liabilities are shown as "System Agreement cost equalization" on the respective balance sheets. The liabilities and assets for the payments and receipts that may be required to implement the FERC's remedy for calendar year 2007 production costs will be recorded after additional information becomes available during the second half of 2007. The FERC's remedy is based on annual production costs which cannot be accurately estimated at this time.  The level of any payments and receipts is significantly affected by a number of factors, including, among others, weather, the price of alternative fuels, the operating characteristics of the System's generating fleet, and multiple factors affecting the calculation of the non-fuel related revenue requirement components of the total production costs, such as plant investment.

On April 3, 2007, the LPSC filed a complaint with the FERC in which it sought to have the FERC order the following modifications to Entergy's rough production costs equalization calculation: (1) elimination of interruptible loads from the methodology used to allocate demand-related capacity costs; and (2) change of the method used to re-price energy from the Vidalia hydroelectric project for purposes of calculating production cost disparities. Entergy filed an intervention and protest in this proceeding. In May 2007 the FERC denied the LPSC's complaint. The LPSC has requested rehearing.

As discussed in the Form 10-K, in June 2006 the APSC filed a complaint at the FERC that states, "the purpose of the complaint is to institute an investigation into the prudence of Entergy's practices affecting the wholesale rates that flow through its System Agreement." In June 2007 the FERC denied the APSC's complaint on the basis that it was premature. The FERC found that the annual rough production cost equalization filing is the appropriate proceeding for the retail regulators to raise prudence issues. Regarding transmission, the FERC found that it has recently implemented reforms related to transmission. If those reforms are inadequate to address the APSC's concerns, then it can renew its complaint. The APSC, the MPSC, and the Council have asked for rehearing or clarification of this order to confirm that the FERC did not intend to preempt a retail regulator from undertaking an independent prudence review of the production costs in setting retail rates.

As discussed in the Form 10-K, on December 18, 2006, the LPSC filed a complaint requesting the FERC "immediately institute a proceeding to determine whether, and on what terms, [Entergy Arkansas] may withdraw" from the System Agreement. In June 2007 the FERC denied the LPSC's complaint on the basis that it was premature. The FERC's order indicates that the FERC will evaluate at the time of Entergy Arkansas' departure whether "the System Agreement will remain just and reasonable for the remaining members .... and likewise that any new Entergy Arkansas jurisdictional wholesale arrangements will be just and reasonable." The FERC Order goes on to state that "in light of the history and nature of the existing members' planning and operation of their facilities under the System Agreement, it is possible it may ultimately be appropriate to require transition measures or other conditions to ensure just and reasonable wholesale rates and services" upon the termination of Entergy Arkansas' participation in the current System Agreement.

On April 3, 2007, the U.S. Court of Appeals for the D.C. Circuit issued its opinion in the LPSC's appeal of the FERC's March 2004 and April 2005 orders related to the treatment under the System Agreement of the Utility operating companies' interruptible loads.  In its opinion, the D.C. Circuit concluded that the FERC (1) acted arbitrarily and capriciously by allowing the Utility operating companies to phase-in the effects of the elimination of the interruptible load over a 12-month period of time; (2) failed to adequately explain why refunds could not be ordered under Section 206(c) of the Federal Power Act; and (3) exercised appropriately its discretion to defer addressing the cost of sulfur dioxide allowances until a later time.  The D.C. Circuit remanded the matter to the FERC for a more considered determination on the issue of refunds.

19

In conjunction with the recent application of Entergy Gulf States and Calcasieu Power, LLC seeking FERC approval of Entergy Gulf States' acquisition of the Calcasieu Generating Facility, the Utility operating companies filed a Petition for Declaratory Order requesting that the FERC find either (1) that in those circumstances where a resource to be acquired or constructed has been determined by Entergy's Operating Committee to be a resource devoted to serving Entergy System load and has been approved by the applicable retail regulator, the cost of such resource shall be reflected in the rough production cost equalization calculation; or (2) that Entergy Gulf States' acquisition of the Calcasieu facility is prudent and the costs are properly reflected in the rough production cost equalization calculation.  The APSC, LPSC, MPSC, City Council, and several other parties intervened in the proceeding, with the APSC, LPSC, and City Council filing protests.  In July 2007 the FERC denied the application for a declaratory order. The FERC concluded that (1) the circumstances surrounding resource acquisition on the Entergy System were not of sufficient "local interest" to warrant the FERC deferring to the findings of the applicable regulator; and (2) with respect to the alternative request for relief, consistent with its prior precedent, the FERC would not "entertain the issue of the prudence of a purchase until such time as the purchaser passes on the cost of the purchase to its customers."

Independent Coordinator of Transmission (ICT)

In May 2007 the FERC denied the requests for rehearing of its October 2006 order. In June 2007, the Utility operating companies made their compliance filing pursuant to the FERC's order denying rehearing.

As discussed in the Form 10-K, in the FERC's April 2006 order approving Entergy's ICT proposal, the FERC stated that the weekly procurement process (WPP) must be operational within approximately 14 months of the FERC order, or June 24, 2007, or the FERC may reevaluate all approvals to proceed with the ICT.  The Utility operating companies have been working with the ICT and a software vendor to develop the software and systems necessary to implement the WPP. The Utility operating companies also filed with the FERC on April 24, 2007 a request to make certain corrections and limited modifications to the current WPP tariff provisions. On June 8, 2007, the Utility operating companies filed a status report with the FERC notifying the FERC that, due to unexpected issues with the development of the WPP software and testing, the WPP would not be operational by June 24, but instead is currently expected to be operational no later than September 24, 2007. The Utility operating companies committed to notify the FERC of the actual implementation date at least one week prior to commencing WPP operations.

As discussed in the Form 10-K, in October 2006 the Utility operating companies had filed revisions to their Open Access Transmission Tariff ("OATT") to establish a mechanism to recover from their wholesale transmission customers the (1) costs incurred to develop or join a regional transmission organization and to develop the ICT; and (2) the on-going costs that will be incurred under the ICT agreements. In December 2006 the FERC accepted the proposed provisions for filing and set them for hearing and settlement procedures. In June 2007 the Utility operating companies reached a settlement-in-principle with the parties to the proceeding and expect to file the settlement with the FERC in August 2007.

Available Flowgate Capacity (AFC) Proceeding

In accordance with the provisions of the FERC order approving the ICT, during the first and second quarters of 2007 the Utility operating companies notified the FERC, the ICT, and the stakeholders that certain instances had been identified in which software errors related to the AFC process had resulted in the reporting of inaccurate data.  Following the reporting of the initial errors, certain market participants urged the FERC to move forward with the AFC hearing process in light of those errors.  In April 2007, the FERC issued an order terminating the AFC hearing, now that Entergy's ICT has been installed.

20

Market-based Rate Authority

As discussed in the Form 10-K, in May 2005, the FERC instituted a proceeding under Section 206 of the FPA to investigate whether Entergy satisfies the FERC's transmission market power and affiliate abuse/reciprocal dealing standards for the granting of market-based rate authority, and established a refund effective date pursuant to the provisions of Section 206, for purposes of the additional issues set for hearing.  The FERC decided to hold that investigation in abeyance, however, pending the outcomes of the ICT proceedings and Entergy's affiliate purchased power agreements proceeding. In June 2005, Entergy sought rehearing of the May order instituting the proceeding. The FERC terminated the Section 206 proceeding in May 2007 and dismissed Entergy's request for rehearing as moot. The FERC found that there was no further need for the proceeding.

Market and Credit Risk Sensitive Instruments

Commodity Price Risk

Power Generation

As discussed more fully in the Form 10-K, the sale of electricity from the power generation plants owned by Entergy's Non-Utility Nuclear business, unless otherwise contracted, is subject to the variability of market power prices. Following is an updated summary of the amount of Non-Utility Nuclear's output that is sold forward as of June 30, 2007 under physical or financial contracts (2007 represents the remaining two quarters of the year):

   

2007

 

2008

 

2009

 

2010

 

2011

Non-Utility Nuclear (including Palisades
  acquisition)
:

                   

Percent of planned generation sold forward:

                   
 

Unit-contingent

 

43%

 

48%

 

42%

 

31%

 

29%

 

Unit-contingent with availability guarantees (1)

 

46%

 

36%

 

28%

 

22%

 

7%

 

Firm liquidated damages

 

7%

 

4%

 

0%

 

0%

 

0%

 

Total

 

96%

 

88%

 

70%

 

53%

 

36%

Planned generation (TWh)

 

21

 

41

 

41

 

41

 

42

Average contract price per MWh

 

$48

 

$54

 

$58

 

$56

 

$51

(1)

A sale of power on a unit-contingent basis coupled with a guarantee of availability provides for the payment to the power purchaser of contract damages, if incurred, in the event the seller fails to deliver power as a result of the failure of the specified generation unit to generate power at or above a specified availability threshold. All of Entergy's outstanding guarantees of availability provide for dollar limits on Entergy's maximum liability under such guarantees.

The Vermont Yankee acquisition included a 10-year PPA under which the former owners will buy the power produced by the plant through the expiration in 2012 of the current operating license for the plant. The PPA includes an adjustment clause under which the prices specified in the PPA will be adjusted downward monthly if power market prices drop below PPA prices, which has not happened thus far and is not expected in the foreseeable future.

See the Form 10-K for a discussion of Non-Utility Nuclear's value sharing agreements with NYPA involving energy sales from the Fitzpatrick and Indian Point 3 power plants. Non-Utility Nuclear calculated that $0 was owed to NYPA for 2005 under the value sharing agreements. In November 2006 NYPA filed a demand for arbitration claiming that $90.5 million was due to NYPA for 2005 under these agreements. Non-Utility Nuclear filed a motion in New York state court to determine whether NYPA's claim should be decided by a court as opposed to an arbitrator. In February 2007, the court issued an order denying Non-Utility Nuclear's request, and NYPA's claim is now in arbitration. Non-Utility Nuclear has also calculated that $0 was owed to NYPA for 2006 under the value sharing agreements. In April 2007 NYPA filed an amended demand for arbitration claiming that an additional $54 million was due to NYPA for 2006 under the value sharing agreements. With respect to both of these claims, Non-Utility Nuclear disagrees with NYPA's interpretation of the value sharing agreements, believes it has meritorious defenses to NYPA's claims, and intends to defend against those claims vigorously. Arbitration hearings were held in July 2007, and the arbitrator's decision is pending.

21

Some of the agreements to sell the power produced by Entergy's Non-Utility Nuclear power plants contain provisions that require an Entergy subsidiary to provide collateral to secure its obligations under the agreements. The Entergy subsidiary is required to provide collateral based upon the difference between the current market and contracted power prices in the regions where Non-Utility Nuclear sells power. The primary form of collateral to satisfy these requirements is an Entergy Corporation guaranty.  Cash and letters of credit are also acceptable forms of collateral.  At June 30, 2007, based on power prices at that time, Entergy had in place as collateral $808 million of Entergy Corporation guarantees for wholesale transactions, including $73 million of guarantees that support letters of credit. The assurance requirement associated with Non-Utility Nuclear is estimated to increase by an amount of up to $343 million if gas prices increase $1 per MMBtu in both the short- and long-term markets. In the event of a decrease in Entergy Corporation's credit rating to below investment grade, Entergy will be required to replace Entergy Corporation guarantees with cash or letters of credit under some of the agreements.

In addition to selling the power produced by its plants, the Non-Utility Nuclear business sells installed capacity to load-serving distribution companies in order for those companies to meet requirements placed on them by the ISO in their area. Following is a summary of the amount of the Non-Utility Nuclear business' installed capacity that is currently sold forward, and the blended amount of the Non-Utility Nuclear business' planned generation output and installed capacity that is currently sold forward as of June 30, 2007 (2007 represents the remaining two quarters of the year):

   

2007

 

2008

 

2009

 

2010

 

2011

Non-Utility Nuclear (including Palisades
  acquisition)
:

                   

Percent of capacity sold forward:

                   
 

Bundled capacity and energy contracts

 

21%

 

27%

 

27%

 

27%

 

26%

 

Capacity contracts

 

66%

 

39%

 

26%

 

9%

 

3%

 

Total

 

87%

 

66%

 

53%

 

36%

 

29%

Planned net MW in operation

 

4,998

 

4,998

 

4,998

 

4,998

 

4,998

Average capacity contract price per kW per month

 

$1.7

 

$1.4

 

$1.3

 

$1.7

 

$2.0

Blended Capacity and Energy (based on revenues)

                   

% of planned generation and capacity sold forward

 

94%

 

83%

 

64%

 

45%

 

27%

Average contract revenue per MWh

 

$50

 

$54

 

$59

 

$56

 

$51

As of June 30, 2007, approximately 97% of Non-Utility Nuclear's counterparty exposure from energy and capacity contracts is with counterparties with investment grade credit ratings.

Non-Utility Nuclear NRC Filing

On July 30, 2007, Entergy Nuclear Operations, Inc., the operator of the six nuclear power plants included in Entergy's Non-Utility Nuclear business, filed an application with the NRC requesting that the NRC approve an "indirect transfer of control" of the plants to an Entergy subsidiary holding company.  The proposed transfer of control will not result in any change in the role of Entergy Nuclear Operations as the licensed operator of the plants or changes in the officers, personnel or day-to-day operation of the plants.  If approved, the new holding company structure could facilitate the Non-Utility Nuclear business' ability to pursue debt financing based upon its own balance sheet and financial results. In its NRC filing, Entergy Nuclear Operations contemplates that the Non-Utility Nuclear business could borrow up to $5.5 billion in debt. Potential uses of the proceeds could include repayment of Entergy Corporation indebtedness, share repurchases, additional investments, or other corporate purposes. In addition, the new structure could facilitate other transactions, such as a joint venture, carve out, spin off, or other structures.  No decisions have been made on any possible transaction, however, including both financing and other alternatives, nor has any decision been made regarding the potential use of financing proceeds. The proposed restructuring is also subject to certain state regulatory approvals.

22

Critical Accounting Estimates

See "MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS - Critical Accounting Estimates" in the Form 10-K for a discussion of the estimates and judgments necessary in Entergy's accounting for nuclear decommissioning costs, unbilled revenue, impairment of long-lived assets, qualified pension and other postretirement benefits, and other contingencies.

New Accounting Pronouncements

The FASB issued Statement of Financial Accounting Standards No. 159, "The Fair Value Option for Financial Assets and Financial Liabilities" (SFAS 159) during the first quarter of 2007. SFAS 159 provides an option for companies to select certain financial assets and liabilities to be accounted for at fair value with changes in the fair value of those assets or liabilities being reported through earnings. The intent of the standard is to mitigate volatility in reported earnings caused by the application of the more complicated fair value hedging accounting rules. Under SFAS 159, companies can select existing assets or liabilities for this fair value option concurrent with the effective date of January 1, 2008 for companies with fiscal years ending December 31 or can select future assets or liabilities as they are acquired or entered into. Entergy is in the process of evaluating the potential effect of making this accounting election.

In June 2006, the EITF reached a consensus on EITF Issue 06-3 "How Taxes Collected from Customers and Remitted to Governmental Authorities Should Be Presented in the Income Statement (That Is, Gross versus Net Presentation)" (EITF 06-3). The scope of this issue includes any tax assessed by a governmental authority that is both imposed on and concurrent with a specific revenue-producing transaction between a seller and a customer, and may include, but is not limited to, sales, use, value added, and some excise taxes. Under EITF 06-3, the presentation of taxes within the scope of this issue on either a gross basis (included in revenues and costs) or a net basis (excluded from revenues) is an accounting policy decision that should be disclosed. For any such taxes reported on a gross basis, the amounts of those taxes in interim and annual financial statements, for each period for which an income statement is presented, should be disclosed if those amounts are significant. Entergy's policy is to present such taxes on a net basis, unless required to report differently by a regulatory authority. EITF 06-3 did not affect Entergy's financial statements.

 

23

 

 

 

 

 

 

 

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24

 

ENTERGY CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
For the Three and Six Months Ended June 30, 2007 and 2006
(Unaudited)
                 
    Three Months Ended   Six Months Ended
    2007   2006   2007   2006
   

 (In Thousands, Except Share Data)

                 
OPERATING REVENUES                
Electric   $2,194,644    $2,177,710    $4,306,104    $4,270,646 
Natural gas   42,909    13,612    127,861    51,027 
Competitive businesses   531,799    437,180    1,029,446    874,864 
TOTAL   2,769,352    2,628,502    5,463,411    5,196,537 
                 
OPERATING EXPENSES                
Operating and Maintenance:                
  Fuel, fuel-related expenses, and                
   gas purchased for resale   595,602    661,619    1,383,014    1,501,791 
  Purchased power   601,000    577,408    1,045,239    1,038,778 
  Nuclear refueling outage expenses   44,614    42,546    87,589    84,540 
  Other operation and maintenance   639,670    573,234    1,204,046    1,102,664 
Decommissioning   42,080    36,258    79,910    71,854 
Taxes other than income taxes   116,348    91,130    239,031    194,468 
Depreciation and amortization   238,653    217,943    471,063    423,332 
Other regulatory charges (credits) - net   13,345    (58,929)   36,885    (102,946)
TOTAL   2,291,312    2,141,209    4,546,777    4,314,481 
                 
OPERATING INCOME   478,040    487,293    916,634    882,056 
                 
OTHER INCOME                
Allowance for equity funds used during construction   7,459    8,908    24,717    24,367 
Interest and dividend income   53,948    35,139    111,058    78,968 
Equity in earnings of unconsolidated equity affiliates   477    8,483    2,101    12,070 
Miscellaneous - net   (6,459)   (7,965)   (11,778)   (14,170)
TOTAL   55,425    44,565    126,098    101,235 
                 
INTEREST AND OTHER CHARGES                
Interest on long-term debt   124,057    122,670    247,156    243,151 
Other interest - net   33,553    15,235    65,768    32,495 
Allowance for borrowed funds used during construction   (4,386)   (5,405)   (14,915)   (14,450)
Preferred dividend requirements and other   6,188    7,774    12,409    15,812 
TOTAL   159,412    140,274    310,418    277,008 
                 
INCOME FROM CONTINUING OPERATIONS BEFORE INCOME TAXES   374,053    391,584    732,314    706,283 
                 
Income taxes   106,451    122,901    252,517    241,732 
                 
INCOME FROM CONTINUING OPERATIONS   267,602    268,683    479,797    464,551 
                 
INCOME FROM DISCONTINUED OPERATIONS (net of income tax                
expense of $7,190 and $5,986, respectively)     13,119      10,880 
                 
CONSOLIDATED NET INCOME   $267,602    $281,802    $479,797    $475,431 
                 
                 
Basic earnings per average common share:                
  Continuing operations   $1.36    $1.29    $2.41    $2.24 
  Discontinued operations     $0.06      0.05 
  Basic earnings per average common share   $1.36    $1.35    $2.41    $2.29 
Diluted earnings per average common share:                
  Continuing operations   $1.32    $1.27    $2.34    $2.20 
  Discontinued operations     $0.06      0.05 
  Diluted earnings per average common share   $1.32    $1.33    $2.34    $2.25 
Dividends declared per common share   $0.54    $0.54    $1.08    $1.08 
                 
Basic average number of common shares outstanding   196,979,140    207,982,485    198,754,673    207,858,104 
Diluted average number of common shares outstanding   203,423,646    211,557,985    204,785,090    211,467,674 
                 
See Notes to Financial Statements.                

 

25

 

ENTERGY CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
For the Six Months Ended June 30, 2007 and 2006
(Unaudited)
    2007   2006
    (In Thousands)
   
OPERATING ACTIVITIES        
Consolidated net income   $479,797    $475,431 
Adjustments to reconcile consolidated net income to net cash flow        
provided by operating activities:        
  Reserve for regulatory adjustments   8,038    41,683 
  Other regulatory charges (credits) - net   36,885    (102,946)
  Depreciation, amortization, and decommissioning   550,973    496,632 
  Deferred income taxes, investment tax credits, and non-current taxes accrued   507,929    427,272 
  Equity in earnings of unconsolidated equity affiliates - net of dividends   (2,101)   (9,896)
  Changes in working capital:        
    Receivables   (123,088)   318,480 
    Fuel inventory   (10,533)   (13,650)
    Accounts payable   (137,102)   (285,750)
    Taxes accrued   (189,410)   23,941 
    Interest accrued   (29,093)   (21,754)
    Deferred fuel   37,705    272,835 
    Other working capital accounts   (169,775)   103,790 
  Provision for estimated losses and reserves   56,241    25,037 
  Changes in other regulatory assets   132,989    (165,527)
  Other   (185,323)   (105,035)
Net cash flow provided by operating activities   964,132    1,480,543 
         
INVESTING ACTIVITIES        
Construction/capital expenditures   (717,115)   (952,432)
Allowance for equity funds used during construction   24,717    24,367 
Nuclear fuel purchases   (219,328)   (124,250)
Proceeds from sale/leaseback of nuclear fuel   124,185    41,109 
Proceeds from sale of assets and businesses   13,063    77,159 
Payment for purchase of plant   (336,211)   (88,199)
Insurance proceeds received for property damages   82,081    10,330 
Decrease in other investments   73,969    50,070 
Proceeds from nuclear decommissioning trust fund sales   1,013,414    523,806 
Investment in nuclear decommissioning trust funds   (1,075,084)   (573,921)
Other regulatory investments     (42,479)
Net cash flow used in investing activities   (1,016,309)   (1,054,440)
         
See Notes to Financial Statements.        
         
26
         
ENTERGY CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
For the Six Months Ended June 30, 2007 and 2006
(Unaudited)
    2007   2006
    (In Thousands)
     
FINANCING ACTIVITIES        
Proceeds from the issuance of:        
  Long-term debt   2,042,123    1,237,865 
  Preferred stock     73,354 
  Common stock and treasury stock   53,706    15,372 
Retirement of long-term debt   (699,906)   (1,143,746)
Repurchase of common stock   (825,460)  
Redemption of preferred stock   (2,250)   (181,060)
Changes in credit line borrowings - net     (40,000)
Dividends paid:        
  Common stock   (215,472)   (224,458)
  Preferred stock   (13,344)   (16,760)
Net cash flow provided by (used in) financing activities   339,397    (279,433)
         
Effect of exchange rates on cash and cash equivalents   (243)   (556)
         
Net increase in cash and cash equivalents   286,977    146,114 
         
Cash and cash equivalents at beginning of period   1,016,152    582,820 
         
Effect of the reconsolidation of Entergy New Orleans on cash and cash equivalents   17,093   
         
Cash and cash equivalents at end of period   $1,320,222    $728,934 
         
         
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:        
  Cash paid/(received) during the period for:        
    Interest - net of amount capitalized   $297,229    $282,454 
    Income taxes   $228,750    ($231,325)
  Noncash financing activities:        
    Proceeds from long-term debt issued for the purpose        
     of refunding other long-term debt   -   $54,700 
         
See Notes to Financial Statements.        
 
27
         

 

ENTERGY CORPORATION AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
ASSETS
June 30, 2007 and December 31, 2006
(Unaudited)
    2007   2006
    (In Thousands)
         
CURRENT ASSETS        
Cash and cash equivalents:        
  Cash   $104,004    $117,379 
  Temporary cash investments - at cost,        
   which approximates market   1,216,218    898,773 
     Total cash and cash equivalents   1,320,222    1,016,152 
Note receivable - Entergy New Orleans DIP loan   -     51,934 
Notes receivable   490    699 
Accounts receivable:        
  Customer   463,960    410,512 
  Allowance for doubtful accounts   (27,231)   (19,348)
  Other   466,307    487,264 
  Accrued unbilled revenues   333,477    249,165 
     Total receivables   1,236,513    1,127,593 
Accumulated deferred income taxes     11,680 
Fuel inventory - at average cost   208,672    193,098 
Materials and supplies - at average cost   665,964    604,998 
Deferred nuclear refueling outage costs   216,444    147,521 
System agreement cost equalization   215,800   
Prepayments and other   172,733    171,759 
TOTAL   4,036,838    3,325,434 
         
OTHER PROPERTY AND INVESTMENTS        
Investment in affiliates - at equity   79,063    229,089 
Decommissioning trust funds   3,223,901    2,858,523 
Non-utility property - at cost (less accumulated depreciation)   210,848    212,726 
Other   72,845    47,115 
TOTAL   3,586,657    3,347,453 
         
PROPERTY, PLANT AND EQUIPMENT        
Electric   32,728,200    30,713,284 
Property under capital lease   728,683    730,182 
Natural gas   294,595    92,787 
Construction work in progress   855,149    786,147 
Nuclear fuel under capital lease   190,640    269,485 
Nuclear fuel   727,488    561,291 
TOTAL PROPERTY, PLANT AND EQUIPMENT   35,524,755    33,153,176 
Less - accumulated depreciation and amortization   14,690,254    13,715,099 
PROPERTY, PLANT AND EQUIPMENT - NET   20,834,501    19,438,077 
         
DEFERRED DEBITS AND OTHER ASSETS        
Regulatory assets:        
  SFAS 109 regulatory asset - net   655,642    740,110 
  Other regulatory assets   2,774,223    2,768,352 
  Deferred fuel costs   168,122    168,122 
Long-term receivables   17,293    19,349 
Goodwill   377,172    377,172 
Other   964,279    898,662 
TOTAL   4,956,731    4,971,767 
         
TOTAL ASSETS   $33,414,727    $31,082,731 
         
See Notes to Financial Statements.        
 
28
 
ENTERGY CORPORATION AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
LIABILITIES AND SHAREHOLDERS' EQUITY
June 30, 2007 and December 31, 2006
(Unaudited)
    2007   2006
    (In Thousands)
         
CURRENT LIABILITIES        
Currently maturing long-term debt   $271,942    $181,576 
Notes payable   25,039    25,039 
Accounts payable   997,247    1,122,596 
Customer deposits   277,438    248,031 
Taxes accrued   -     187,324 
Accumulated deferred income taxes   18,545    -  
Interest accrued   149,741    160,831 
Deferred fuel costs   91,740    73,031 
Obligations under capital leases   152,682    153,246 
Pension and other postretirement liabilities   32,338    41,912 
System agreement cost equalization   215,800    -  
Other   257,541    271,544 
TOTAL   2,490,053    2,465,130 
         
NON-CURRENT LIABILITIES        
Accumulated deferred income taxes and taxes accrued   6,170,259    5,820,700 
Accumulated deferred investment tax credits   352,634    358,550 
Obligations under capital leases   185,980    188,033 
Other regulatory liabilities   524,047    449,237 
Decommissioning and asset retirement cost liabilities   2,316,081    2,023,846 
Transition to competition   79,098    79,098 
Accumulated provisions   130,522    88,902 
Pension and other postretirement liabilities   1,463,720    1,410,433 
Long-term debt   10,291,695    8,798,087 
Preferred stock with sinking fund   8,250    10,500 
Other   1,250,405    847,415 
TOTAL   22,772,691    20,074,801 
         
Commitments and Contingencies        
         
Preferred stock without sinking fund   364,474    344,913 
         
SHAREHOLDERS' EQUITY        
Common stock, $.01 par value, authorized 500,000,000        
 shares; issued 248,174,087 shares in 2007 and in 2006   2,482    2,482 
Paid-in capital   4,841,059    4,827,265 
Retained earnings   6,372,687    6,113,042 
Accumulated other comprehensive loss   (41,769)   (100,512)
Less - treasury stock, at cost (52,114,693 shares in 2007 and        
 45,506,311 shares in 2006)   3,386,950    2,644,390 
TOTAL   7,787,509    8,197,887 
         
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY   $33,414,727    $31,082,731 
         
See Notes to Financial Statements.        
 
29
         

 

ENTERGY CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF RETAINED EARNINGS, COMPREHENSIVE INCOME, AND PAID-IN CAPITAL
For the Three Months Ended June 30, 2007 and 2006
(Unaudited)
        2007   2006
        (In Thousands)
                     
RETAINED EARNINGS                    
                     
Retained Earnings - Beginning of period       $6,211,617        $5,515,421     
                     
  Add: Consolidated net income       267,602    $267,602    281,802    $281,802 
                     
  Deduct:                    
    Dividends declared on common stock       106,532        112,295     
    Capital stock and other expenses             3,310     
     Total       106,532        115,605     
                     
Retained Earnings - End of period       $6,372,687        $5,681,618     
                     
                     
                     
ACCUMULATED OTHER COMPREHENSIVE LOSS                    
Balance at beginning of period:                    
  Accumulated derivative instrument fair value changes       ($64,111)       ($201,301)    
                     
  Pension and other postretirement liabilities       (105,431)          
                     
  Net unrealized investment gains       108,547        71,250     
                     
  Foreign currency translation       6,435        3,390     
                     
  Minimum pension liability       -        (22,345)    
     Total       (54,560)       (149,006)    
                     
                     
Net derivative instrument fair value changes                    
 arising during the period (net of tax expense of $1,851 and $11,151)       4,549    4,549    6,672    6,672 
                     
Pension and other postretirement liabilities (net of tax expense of $1,092)       (339)   (339)    
                     
Net unrealized investment gains (net of tax expense (benefit) of $4,317 and ($10,117))       8,350    8,350    (11,874)   (11,874)
                     
Foreign currency translation (net of tax expense of $124 and $206)       231    231    383    383 
                     
                     
Balance at end of period:                    
  Accumulated derivative instrument fair value changes       (59,562)       (194,629)    
                     
  Pension and other postretirement liabilities       (105,770)          
                     
  Net unrealized investment gains       116,897        59,376     
                     
  Foreign currency translation       6,666        3,773     
                     
  Minimum pension liability             (22,345)    
     Total       ($41,769)       ($153,825)    
Comprehensive Income           $280,393        $276,983 
                     
                     
PAID-IN CAPITAL                    
                     
Paid-in Capital - Beginning of period       $4,831,803        $4,816,037     
                     
  Add:                    
    Common stock issuances related to stock plans       9,256        1,591     
                     
                     
Paid-in Capital - End of period       $4,841,059        $4,817,628     
                     
                     
                     
See Notes to Financial Statements.                    

 

30

 

ENTERGY CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF RETAINED EARNINGS, COMPREHENSIVE INCOME, AND PAID-IN CAPITAL
For the Six Months Ended June 30, 2007 and 2006
(Unaudited)
                     
        2007   2006
        (In Thousands)
                     
RETAINED EARNINGS                    
                     
Retained Earnings - Beginning of period       $6,113,042        $5,433,931     
                     
  Add:                    
    Consolidated net income       479,797    $479,797    475,431    $475,431 
    Adjustment related to FIN 48 implementation       (4,600)          
      Total       475,197        475,431     
                     
  Deduct:                    
    Dividends declared on common stock       215,552        224,434     
    Capital stock and other expenses             3,310     
      Total       215,552        227,744     
                     
Retained Earnings - End of period       $6,372,687        $5,681,618     
                     
ACCUMULATED OTHER COMPREHENSIVE LOSS                    
Balance at beginning of period:                    
  Accumulated derivative instrument fair value changes       ($105,578)       ($392,614)    
                     
  Pension and other postretirement liabilities       (105,909)          
                     
  Net unrealized investment gains       104,551        67,923     
                     
  Foreign currency translation       6,424        3,217     
                     
  Minimum pension liability       -        (22,345)    
     Total       (100,512)       (343,819)    
                     
                     
Net derivative instrument fair value changes                    
 arising during the period (net of tax expense of $30,176 and $131,543)       46,016    46,016    197,985    197,985 
                     
Pension and other postretirement liabilities (net of tax expense of $1,366)       139    139     
                     
Net unrealized investment gains (net of tax expense (benefit) of $7,107 and ($7,802))       12,346    12,346    (8,547)   (8,547)
                     
Foreign currency translation (net of tax expense of $130 and $299)       242    242    556    556 
                     
                     
Balance at end of period:                    
  Accumulated derivative instrument fair value changes       (59,562)       (194,629)    
                     
  Pension and other postretirement liabilities       (105,770)          
                     
  Net unrealized investment gains       116,897        59,376     
                     
  Foreign currency translation       6,666        3,773     
                     
  Minimum pension liability             (22,345)    
     Total       ($41,769)       ($153,825)    
Comprehensive Income           $538,540        $665,425 
                     
                     
PAID-IN CAPITAL                    
                     
Paid-in Capital - Beginning of period       $4,827,265        $4,817,637     
                     
  Add (Deduct):                    
    Common stock issuances related to stock plans       13,794        (9)    
                     
                     
Paid-in Capital - End of period       $4,841,059        $4,817,628     
                     
See Notes to Financial Statements.                    

 

31

 

ENTERGY CORPORATION AND SUBSIDIARIES
SELECTED OPERATING RESULTS
For the Three and Six Months Ended June 30, 2007 and 2006
(Unaudited)
 
                 
    Three Months Ended   Increase/    
Description   2007   2006   (Decrease)   %
    (Dollars in Millions)    
Utility Electric Operating Revenues:                
  Residential   $691   $697   ($6)   (1)
  Commercial   576   546   30   
  Industrial   640   620   20   
  Governmental   54   36   18    50 
     Total retail   1,961   1,899   62   
  Sales for resale (1)   98   161   (63)   (39)
  Other   136   118   18    15 
     Total   $2,195   $2,178   $17   
                 
Utility Billed Electric Energy                
 Sales (GWh):                
  Residential   6,985   7,034   (49)   (1)
  Commercial   6,481   6,060   421   
  Industrial   9,814   9,561   253   
  Governmental   562   378   184    49 
     Total retail   23,842   23,033   809   
  Sales for resale (1)   1,428   2,816   (1,388)   (49)
     Total   25,270   25,849   (579)   (2)
                 
    Six Months Ended   Increase/    
Description   2007   2006   (Decrease)   %
    (Dollars in Millions)    
Utility Electric Operating Revenues:                
  Residential   $1,435   $1,394   $41   
  Commercial   1,132   1,087   45   
  Industrial   1,273   1,287   (14)   (1)
  Governmental   105   76   29    38 
     Total retail   3,945   3,844   101   
  Sales for resale (1)   189   336   (147)   (44)
  Other   172   91   81    89 
     Total   $4,306   $4,271   $35   
                 
Utility Billed Electric Energy                
 Sales (GWh):                
  Residential   14,777   13,997   780   
  Commercial   12,597   11,594   1,003   
  Industrial   19,137   18,613   524   
  Governmental   1,111   760   351    46 
     Total retail   47,622   44,964   2,658   
  Sales for resale (1)   3,066   5,577   (2,511)   (45)
     Total   50,688   50,541   147   
                 
                 
(1) 2006 includes sales to Entergy New Orleans, which was deconsolidated for 2006. Entergy New Orleans was reconsolidated effective January 1, 2007.
                 

 

32

 

ENTERGY CORPORATION AND SUBSIDIARIES

NOTES TO FINANCIAL STATEMENTS
(Unaudited)

NOTE 1. COMMITMENTS AND CONTINGENCIES

Entergy New Orleans Bankruptcy

See Note 9 to the financial statements herein for information on the Entergy New Orleans bankruptcy proceeding.

Nuclear Insurance

See Note 8 to the financial statements in the Form 10-K for information on nuclear liability and property insurance associated with Entergy's nuclear power plants. Following is an update to that information.

Property Insurance

In April 2007, the excess layer coverage for the Utility nuclear plants was increased to $750 million per occurrence per plant and the blanket layer coverage (shared among the plants) for the Utility nuclear plants was decreased to $350 million per occurrence.

Non-Nuclear Property Insurance

See Note 8 to the financial statements in the Form 10-K for information on Entergy's non-nuclear property insurance program. Following is an update to that information.

Entergy reached an agreement with one of its excess insurers under which Entergy received $69.5 million in the second quarter 2007 in settlement of its Hurricane Katrina claim with that insurer. $53.8 million of the proceeds were allocated to Entergy New Orleans, $2.1 million were allocated to Entergy Gulf States, and $9.7 million were allocated to Entergy Louisiana. Entergy has received a total of $134.5 million as of June 30, 2007 on its Hurricanes Katrina and Rita claims, including $70.7 million allocated to Entergy New Orleans, $33.2 million allocated to Entergy Gulf States, and $24.8 million allocated to Entergy Louisiana.

To the extent that Entergy New Orleans receives insurance proceeds for future construction expenditures associated with rebuilding its gas system, the October 2006 City Council resolution approving the settlement of Entergy New Orleans' rate and storm-cost recovery filings requires Entergy New Orleans to record those proceeds in a designated sub-account of other deferred credits. This other deferred credit is shown as "Gas system rebuild insurance proceeds" on Entergy New Orleans' balance sheet.

NYPA Value Sharing Agreements

See Note 8 to the financial statements in the Form 10-K for information on the NYPA Value Sharing Agreements. See the Form 10-K for a discussion of Non-Utility Nuclear's value sharing agreements with NYPA involving energy sales from the Fitzpatrick and Indian Point 3 power plants. Non-Utility Nuclear calculated that $0 was owed to NYPA for 2005 under the value sharing agreements. In November 2006, NYPA filed a demand for arbitration claiming that $90.5 million was due to NYPA for 2005 under these agreements. Non-Utility Nuclear filed a motion in New York state court to determine whether NYPA's claim should be decided by a court as opposed to an arbitrator. In February 2007, the court issued an order denying Non-Utility Nuclear's request, and NYPA's claim is now in arbitration. Non-Utility Nuclear has also calculated that $0 was owed to NYPA for 2006 under the value sharing agreements. In April 2007, NYPA filed an amended demand for arbitration claiming that an additional $54 million was due to NYPA for 2006 under the value sharing agreements. With respect to both of these claims, Non-Utility Nuclear disagrees with NYPA's interpretation of the value sharing agreements, believes it has meritorious defenses to NYPA's claims, and intends to defend against those claims vigorously. Arbitration hearings were held in July 2007, and the arbitrator's decision is pending.

33

CashPoint Bankruptcy (Entergy Arkansas, Entergy Gulf States, Entergy Louisiana, Entergy Mississippi, and Entergy New Orleans)

See Note 8 to the financial statements in the Form 10-K for information regarding the bankruptcy of CashPoint, which managed a network of payment agents for the Utility operating companies.

Employment and Labor-related Proceedings

Entergy Corporation and the Registrant Subsidiaries are responding to various lawsuits and other labor-related proceedings filed by current and former employees. These actions include, but are not limited to, allegations of wrongful employment actions; wage disputes and other claims under the Fair Labor Standards Act or its state counterparts; claims of race, gender and disability discrimination; disputes arising under collective bargaining agreements; unfair labor practice proceedings and other administrative proceedings before the National Labor Relations Board; claims of retaliation; and claims for or regarding benefits under various Entergy Corporation sponsored plans. Entergy Corporation and the Registrant Subsidiaries are responding to these suits and proceedings and deny liability to the claimants.

Asbestos and Hazardous Material Litigation (Entergy Gulf States, Entergy Louisiana, Entergy Mississippi, and Entergy New Orleans)

See Note 8 to the financial statements in the Form 10-K for information regarding asbestos and hazardous material litigation at Entergy Gulf States, Entergy Louisiana, Entergy Mississippi, and Entergy New Orleans.

 

NOTE 2. RATE AND REGULATORY MATTERS

Regulatory Assets

Other Regulatory Assets

See Note 2 to the financial statements in the Form 10-K for information regarding regulatory assets in the Utility business reflected on the balance sheets of Entergy and the Registrant Subsidiaries.

Deferred Fuel Costs

See Note 2 to the financial statements in the Form 10-K for information regarding fuel proceedings involving the Utility operating companies. The following are updates to the Form 10-K.

Entergy Arkansas

In March 2007, in order to allow further consideration by the APSC, the APSC granted Entergy Arkansas' petition for rehearing and for stay of the APSC's January 2007 order in the proceeding investigating Entergy Arkansas' interim energy cost rate. The APSC has taken no action in this proceeding since its March 2007 order.

Also in March 2007, Entergy Arkansas filed with the APSC its annual energy cost rate for the period April 2007 through March 2008. The filed energy cost rate decreased from $0.02827/kWh to $0.01179/kWh effective the first billing cycle in April 2007.

In its June 2007 order regarding Entergy Arkansas' rate case, discussed below, the APSC approved the continuation of Entergy Arkansas' energy cost recovery rider through December 31, 2008.

34

Entergy Gulf States (Texas)

In March 2007 Entergy Gulf States filed a request with the PUCT to refund $78.5 million, including interest, of fuel cost recovery over-collections through January 2007. In June 2007 the PUCT approved a unanimous stipulation and settlement agreement that updated the over-collection balance through April 2007 and established a refund amount, including interest, of $109.4 million. The refund will be made over a two-month period beginning with the first billing cycle in July 2007. Amounts refunded through the interim fuel refund are subject to final reconciliation in a future fuel reconciliation proceeding.

In May 2006, Entergy Gulf States filed with the PUCT a fuel and purchased power reconciliation case covering the period September 2003 through December 2005 for costs recoverable through the Texas fixed fuel factor rate and the incremental purchased capacity recovery rider. Entergy Gulf States is reconciling $1.6 billion of fuel and purchased power costs on a Texas retail basis. A hearing was conducted before administrative law judges (ALJs) in April 2007. On July 24, 2007, the ALJs issued a proposal for decision recommending that Entergy Gulf States be authorized to reconcile all of its requested Texas fixed fuel factor expenses and recommending a minor adjustment to the incremental purchased capacity recovery calculation. The ALJs also recommend granting an exception to PUCT rules to allow for recovery of an additional $11.4 million in Texas-jurisdictional purchased power capacity costs. The PUCT is scheduled to consider the proposal for decision during its August 16, 2007 open meeting.

Storm Cost Recovery Filings

See Note 2 to the financial statements in the Form 10-K for information regarding storm cost recovery filings involving the Utility operating companies. The following are updates to the Form 10-K.

Entergy Gulf States - Texas

In April 2007, the PUCT issued its financing order authorizing the issuance of securitization bonds to recover $353 million of hurricane reconstruction costs and up to $6 million of transaction costs, offset by $32 million of related deferred income tax benefits. In June 2007, Entergy Gulf States Reconstruction Funding I, LLC (Entergy Gulf States Reconstruction Funding), a company wholly-owned and consolidated by Entergy Gulf States, issued $329.5 million of senior secured transition bonds (securitization bonds). With the proceeds, Entergy Gulf States Reconstruction Funding purchased from Entergy Gulf States the transition property, which is the right to recover from customers though a transition charge amounts sufficient to service the securitization bonds. Entergy Gulf States began cost recovery through the transition charge in July 2007, and the transition charge is expected to remain in place over a 15-year period. See Note 4 to the financial statements for additional information regarding the securitization bonds.

Entergy Gulf States - Louisiana and Entergy Louisiana

In February 2007, Entergy Louisiana and Entergy Gulf States filed rebuttal testimony and filed a second supplemental and amending application by which they seek authority from the LPSC to securitize their storm cost recovery and storm reserve amounts, together with certain debt retirement costs and upfront and ongoing costs of the securitized debt issued. Securitization is authorized by a law signed by the Governor of Louisiana in May 2006. The filing updates actual storm-related costs through January 2007 and estimated future costs, including carrying charges, declaring that Entergy Louisiana's costs are $561 million and Entergy Gulf States' costs are $219 million.  The filing also updates the requested storm reserve amounts, requesting $141 million for Entergy Louisiana and $87 million for Entergy Gulf States. Hearings on the quantification of the amounts eligible for securitization began in late-April 2007. At the start of the hearing, a stipulation among Entergy Gulf States, Entergy Louisiana, the LPSC staff, and most other parties in the proceeding was read into the record. The stipulation quantifies the balance of storm restoration costs for recovery as $545 million for Entergy Louisiana and $187 million for Entergy Gulf States, and sets the storm reserve amounts at $152 million for Entergy Louisiana and $87 million for Entergy Gulf States. The stipulation also calls for securitization of the storm restoration costs and storm reserves in those same amounts. Hearings on authorization of securitization of the storm costs and reserves were held in June 2007. On August 1, 2007, the LPSC voted to issue an order approving recovery of the stipulated storm cost recovery and storm reserve amounts plus certain debt retirement and upfront and ongoing costs through securitization financing.

 

35

 

Entergy Mississippi

In October 2006 the MPSC issued a financing order authorizing the issuance of state bonds to finance $8 million of Entergy Mississippi's certified Hurricane Katrina restoration costs and $40 million for an increase in Entergy Mississippi's storm damage reserve. $30 million of the storm damage reserve will be set aside in a restricted account. A Mississippi state entity issued the bonds in May 2007, and Entergy Mississippi received proceeds of $48 million. Entergy Mississippi will not report the bonds in its balance sheet because the bonds are the obligation of the state entity, and there is no recourse against Entergy Mississippi in the event of a bond default. To service the bonds, Entergy Mississippi will collect a system restoration charge on behalf of the state, and will remit the collections to the state. By analogy to and in accordance with Entergy's accounting policy for collection of sales taxes, Entergy Mississippi will not report the collections as revenue because it is merely acting as the billing and collection agent for the state.

Entergy New Orleans

In March 2007, the City Council certified that Entergy New Orleans has incurred $205 million in storm-related costs through December 2006 that are eligible for CDBG funding under the state action plan, and certified Entergy New Orleans' estimated costs of $465 million for the gas system rebuild. In April 2007, Entergy New Orleans executed an agreement with the Louisiana Office of Community Development under which $200 million of CDBG funds will be made available to Entergy New Orleans. Entergy New Orleans submitted the agreement to the bankruptcy court, which approved it on April 25, 2007. Entergy New Orleans has received $176.8 million of the funds as of June 30, 2007, and the remainder will be paid to Entergy New Orleans as it incurs and submits additional eligible costs.

Retail Rate Proceedings

See Note 2 to the financial statements in the Form 10-K for information regarding retail rate proceedings involving the Utility operating companies. The following are updates to the Form 10-K.

Filings with the APSC (Entergy Arkansas)

In June 2007, after hearings on Entergy Arkansas' August 2006 rate filing requesting an adjusted annual increase of $106.5 million, the APSC ordered Entergy Arkansas to reduce its annual rates by $5 million, and set an ROE of 9.9% with a hypothetical common equity level lower than Entergy Arkansas' actual capital structure. For the purpose of setting rates, the APSC disallowed a portion of costs associated with incentive compensation based on financial measures and all costs associated with Entergy's stock-based compensation plans. In addition, under the terms of the APSC's order, recovery of storm restoration costs in the future will be limited to a fixed annual amount of $14.4 million, regardless of the actual annual amount of future restoration costs. The APSC's order also threatens Entergy Arkansas' ability to recover $52 million of costs previously accumulated in Entergy Arkansas' storm reserve and $18 million of removal costs associated with the termination of a lease. Management believes, however, that Entergy Arkansas is entitled to recover these prudently incurred costs and will vigorously pursue its right to recover them. The APSC rejected Entergy Arkansas' request for a capacity management rider to recover incremental capacity costs, but directed Entergy Arkansas and the other parties in the case to develop an annual earnings review process that may address this issue.

See Entergy Corporation and Subsidiaries' "MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS - Significant Factors and Known Trends - Federal Regulation - System Agreement Litigation" for a discussion of Entergy's compliance filing in that proceeding. In its June 2007 decision on Entergy Arkansas' rate filing, the APSC approved through December 31, 2008 a production cost allocation rider for recovery from customers of the retail portion of the costs allocated to Entergy Arkansas as a result of the System Agreement litigation.

36

Entergy Arkansas filed in July 2007 for rehearing of the APSC's June 2007 order.

Filings with the LPSC

(Entergy Gulf States)

In May 2006, Entergy Gulf States made its formula rate plan filing with the LPSC for the 2005 test year. Entergy Gulf States modified the filing in August 2006 to reflect an 11.1% return on equity which is within the allowed bandwidth. The modified filing includes a formula rate plan increase of $17.2 million annually that provides for 1) interim recovery of $10.5 million of storm costs from Hurricanes Katrina and Rita and 2) recovery of $6.7 million of LPSC-approved incremental deferred and ongoing capacity costs. The increase was implemented, subject to refund, with the first billing cycle of September 2006. In May 2007 the LPSC approved a settlement between Entergy Louisiana and the LPSC Staff, affirming the rates that were implemented in September 2006.

In May 2007, Entergy Gulf States made its formula rate plan filing with the LPSC for the 2006 test year. The filing reflected a 10.0% return on equity, which is within the allowed bandwidth. The filing includes three adjustments that result in a formula rate plan decrease of $23 million annually: 1) cessation of interim Hurricanes Katrina and Rita cost recovery, in anticipation of securitized storm cost recovery; 2) reduction of the storm cost accrual, in anticipation of a securitized storm reserve; and 3) reduced capacity costs in the 2006 test year compared to the 2005 test year.

(Entergy Louisiana)

In May 2007, Entergy Louisiana made its formula rate plan filing with the LPSC for the 2006 test year, indicating a 7.6% return on equity. If the LPSC approves Entergy Louisiana's request to recover $39.8 million in unrecovered fixed costs associated with the loss of customers that resulted from Hurricanes Katrina and Rita, the ROE would increase to 9.4%, which is within the band of no change adjacent to the lower end of the sharing bandwidth. Other adjustments included in the filing that result ultimately in a formula rate plan decrease of $6.9 million annually include: 1) cessation of interim Hurricanes Katrina and Rita cost recovery, in anticipation of securitized storm cost recovery; 2) reduction of the storm cost accrual, in anticipation of a securitized storm reserve; and 3) reduced capacity costs in the 2006 test year compared to the 2005 test year.

Retail Rates- Gas (Entergy Gulf States)

In January 2007, Entergy Gulf States filed with the LPSC its gas rate stabilization plan for the test year ending September 30, 2006.  The filing showed a revenue deficiency of $3.5 million based on an ROE mid-point of 10.5%.  In March 2007, Entergy Gulf States filed a set of rate and rider schedules that reflected all proposed LPSC staff adjustments and implemented a $2.4 million base rate increase effective with the first billing cycle of April 2007 pursuant to the rate stabilization plan. 

Filings with the MPSC (Entergy Mississippi)

In March 2007, Entergy Mississippi made its annual scheduled formula rate plan filing for the 2006 test year with the MPSC.  The filing showed that an increase of $12.9 million in annual electric revenues is warranted.  In June 2007 the MPSC approved a joint stipulation between Entergy Mississippi and the Mississippi Public Utilities Staff that provides for a $10.5 million rate increase, which was effective beginning with July 2007 billings.

37

Electric Industry Restructuring

Texas (Entergy Gulf States)

Refer to Note 2 to the financial statements in the Form 10-K for the current Texas legislation and Entergy Gulf States' proposed transition to competition plan.

As required by the June 2005 legislation, Entergy Gulf States filed its proposed transition to competition plan in December 2006. The plan provides that to achieve full customer choice, Entergy Gulf States should join ERCOT because ERCOT already has all of the prerequisites for retail choice. Pursuant to PUCT order, on June 4, 2007 Entergy Gulf States filed a restatement of the plan, in which Entergy Gulf States requested that the PUCT approve a "Financial Stability Provision" that is designed to ensure that Entergy Gulf States' proposed integration with ERCOT will not, during the necessary construction period, cause certain Entergy Gulf States' credit metrics and rating to decrease. The June 4, 2007 filing also proposes a rule making process and recognizes that legislative action might be needed to accomplish the required infrastructure improvements. Under Entergy Gulf States' plan, retail open access could commence as early as 2013. Entergy Gulf States' plan includes an estimate that direct construction costs for facilities to interconnect Entergy Gulf States' Texas operations with ERCOT could be approximately $1 billion. The Texas Legislature did not pass legislation addressing Entergy Gulf States' transition plan before adjourning its 2007 session. PUCT hearings on Entergy Gulf States' plan began in May 2007, were abated, and were then completed in July 2007. A PUCT decision on Entergy Gulf States' plan is expected in the third quarter 2007.

In December 2006, the PUCT asked for parties to brief the effects of the 2005 legislation on the competition dockets of Entergy Gulf States, most notably, the settlement that the parties entered with respect to the unbundling of Entergy Gulf States for retail open access. Finding that the 2005 legislation now provides the mechanism by which Entergy Gulf States will transition to competition, the PUCT, on February 1, 2007, dismissed Entergy Gulf States' unbundled cost of service proceeding. After analyzing the PUCT's decision, Entergy Gulf States recorded a provision for its estimated exposure related to certain past fuel cost recoveries that may be credited to customers.

 

NOTE 3. COMMON EQUITY

Common Stock

Earnings per Share

The following tables present Entergy's basic and diluted earnings per share calculations included on the consolidated income statement:

 

 

For the Three Months Ended June 30,

 

 

2007

 

2006

 

 

(In Millions, Except Per Share Data)

 

 

 

 

$/share

 

 

 

$/share

Consolidated net income

 

$267.6

 

 

 

$281.8

 

 

 

 

 

 

 

 

 

 

 

Average number of common shares
  outstanding - basic

 


197.0

 


$1.36 

 


208.0

 


$1.35 

Average dilutive effect of:

 

 

 

 

 

 

 

 

 

Stock Options

 

5.1

 

(0.034)

 

3.4

 

(0.022)

 

Equity Units

 

1.2

 

(0.008)

 

-

 

 

Deferred Units

 

0.1

 

(0.001)

 

0.2

 

(0.001)

Average number of common shares
  outstanding - diluted

 


203.4

 


$1.32 

 


211.6

 


$1.33 

 

 

 

 

 

 

 

 

 

38

 

 

For the Six Months Ended June 30,

 

 

2007

 

2006

 

 

(In Millions, Except Per Share Data)

 

 

 

 

$/share

 

 

 

$/share

Consolidated net income

 

$479.8

 

 

 

$475.4

 

 

 

 

 

 

 

 

 

 

 

Average number of common shares
  outstanding - basic

 


198.8

 


$2.41 

 


207.9

 


$2.29 

Average dilutive effect of:

 

 

 

 

 

 

 

 

 

Stock Options

 

5.0

 

(0.059)

 

3.4

 

(0.037)

 

Equity Units

 

0.9

 

(0.011)

 

-

 

 

Deferred Units

 

0.1

 

(0.001)

 

0.2

 

(0.002)

Average number of common shares
  outstanding - diluted

 


204.8

 


$2.34 

 


211.5

 


$2.25 

 

 

 

 

 

 

 

 

 

Entergy's stock option and other equity compensation plans are discussed in Note 12 to the consolidated financial statements in the Form 10-K.

Treasury Stock

During the six months ended June 30, 2007, Entergy Corporation issued 1,404,160 shares of its previously repurchased common stock to satisfy stock option exercises and other stock-based awards. Also during the six months ended June 30, 2007, Entergy Corporation purchased 8,012,542 shares of its common stock for a total purchase price of $825.5 million.

Retained Earnings

On July 30, 2007, Entergy Corporation's Board of Directors declared a common stock dividend of $0.75 per share, payable on September 1, 2007, to holders of record as of August 10, 2007.

Accumulated Other Comprehensive Income

Cash flow hedges with net unrealized losses of approximately $38.5 million net-of-tax at June 30, 2007 are expected to be reclassified into earnings during the next twelve months.

 

NOTE 4. LINES OF CREDIT, RELATED SHORT-TERM BORROWINGS, AND LONG-TERM DEBT

Entergy Corporation had in place as of June 30, 2007, two separate revolving credit facilities, a five-year credit facility and a three-year credit facility. The five-year credit facility, which expires in May 2010, has a borrowing capacity of $2 billion and the three-year facility, which expires in December 2008, has a borrowing capacity of $1.5 billion. Entergy Corporation also has the ability to issue letters of credit against the total borrowing capacity of both credit facilities. The commitment fee for these facilities is currently 0.13% per annum of the unused amount. Commitment fees and interest rates on loans under the credit facility can fluctuate depending on the senior debt ratings of the Utility operating companies. The weighted average interest rates as of June 30, 2007 were 5.78% on the five-year facility and 5.85% on the three-year facility. Following is a summary of the borrowings outstanding and capacity available under these facilities as of June 30, 2007.

39


Facility

 


Capacity

 


Borrowings

 

Letters
of Credit

 

Capacity
Available

   

(In Millions)

                 

5-Year Facility

 

$2,000 

 

$855 

 

$79 

 

$1,066

3-Year Facility

 

$1,500 

 

$1,115 

 

$- 

 

$385

Entergy Corporation's facilities require it to maintain a consolidated debt ratio of 65% or less of its total capitalization. If Entergy fails to meet this ratio, or if Entergy or the Utility operating companies and System Energy default on other indebtedness or are in bankruptcy or insolvency proceedings, an acceleration of the facilities' maturity dates may occur.

On August 2, 2007, Entergy Corporation entered into a new, $3.5 billion credit facility, and terminated the two previously existing facilities. See Part II, Item 5 herein for additional information on the new credit facility, including the amounts of the borrowings and letters of credit outstanding as of August 8, 2007.

Entergy Arkansas, Entergy Gulf States, and Entergy Mississippi, each had credit facilities available as of June 30, 2007 as follows:


Company

 


Expiration Date

 

Amount of
Facility

 

Amount Drawn as of
June 30, 2007

 

 

 

 

 

 

 

Entergy Arkansas

 

April 2008

 

$100 million

 

-

Entergy Gulf States

 

February 2011

 

$50 million (a)

 

-

Entergy Mississippi

 

May 2008

 

$30 million (b)

 

-

Entergy Mississippi

 

May 2008

 

$20 million (b)

 

-

(a)

The credit facility allows Entergy Gulf States to issue letters of credit against the borrowing capacity of the facility. As of June 30, 2007, $1.4 million in letters of credit had been issued.

(b)

Borrowings under the Entergy Mississippi credit facilities may be secured by a security interest in its accounts receivable.

The credit facilities have variable interest rates and the average commitment fee is 0.13%. The Entergy Arkansas credit facility requires that it maintain total shareholders' equity of at least 25% of its total assets.

On August 2, 2007, Entergy Gulf States and Entergy Louisiana each entered into new, $200 million credit facilities. See Part II, Item 5 herein for additional information on the new credit facilities, under which there were no borrowings or letters of credit outstanding as of August 8, 2007.

The short-term borrowings of the Registrant Subsidiaries and certain other Entergy subsidiaries are limited to amounts authorized by the FERC. The current FERC-authorized limits are effective through March 31, 2008 (except for Entergy New Orleans, which is effective through May 4, 2009). In addition to borrowings from commercial banks, these companies are authorized under a FERC order to borrow from the Entergy System money pool. The money pool is an inter-company borrowing arrangement designed to reduce Entergy's subsidiaries' dependence on external short-term borrowings. Borrowings from the money pool and external borrowings combined may not exceed the FERC-authorized limits. As of June 30, 2007, Entergy's subsidiaries' aggregate money pool and external short-term borrowings authorized limit was $2.0 billion, the aggregate outstanding borrowing from the money pool was $305.6 million, and Entergy's subsidiaries had no outstanding short-term borrowing from external sources.

40

The following are the FERC-authorized limits for short-term borrowings and the outstanding short-term borrowings from the money pool for the Registrant Subsidiaries as of June 30, 2007:

 

 

Authorized

 

Borrowings

 

 

(In Millions)

 

 

 

 

 

Entergy Arkansas

 

$250

 

-

Entergy Gulf States

 

$350

 

-

Entergy Louisiana

 

$250

 

$47

Entergy Mississippi

 

$175

 

-

Entergy New Orleans

 

$100

 

-

System Energy

 

$200

 

-

Debt Issuances

(Entergy Gulf States)

In April 2007, the PUCT issued a financing order authorizing the issuance of securitization bonds to recover $353 million of Entergy Gulf States' Hurricane Rita reconstruction costs and up to $6 million of transaction costs, offset by $32 million of related deferred income tax benefits. In June 2007, Entergy Gulf States Reconstruction Funding I, LLC, a company wholly-owned and consolidated by Entergy Gulf States, issued $329.5 million of senior secured transition bonds (securitization bonds), as follows:

 

Amount

 

(In Thousands)

Senior Secured Transition Bonds, Series A:

 

Tranche A-1 (5.51%) due October 2013

$93,500

Tranche A-2 (5.79%) due October 2018

121,600

Tranche A-3 (5.93%) due June 2022

114,400

Total senior secured transition bonds

$329,500

The scheduled principal payments for the bonds for the next five years are $19.1 million for 2008, $17.7 million for 2009, $18.6 million for 2010, $19.7 million for 2011, and $20.8 million for 2012. All of the scheduled principal payments for 2008-2012 are for Tranche A-1, except for $2.3 million for Tranche A-2 in 2012.

With the proceeds, Entergy Gulf States Reconstruction Funding purchased from Entergy Gulf States the transition property, which is the right to recover from customers though a transition charge amounts sufficient to service the securitization bonds. Entergy Gulf States began cost recovery through the transition charge in July 2007. The creditors of Entergy Gulf States do not have recourse to the assets or revenues of Entergy Gulf States Reconstruction Funding, including the transition property, and the creditors of Entergy Gulf States Reconstruction Funding do not have recourse to the assets or revenues of Entergy Gulf States. Entergy Gulf States has no payment obligations to Entergy Gulf States Reconstruction Funding except to remit transition charge collections.

(Entergy Mississippi)

In January 2007, Entergy Mississippi redeemed, prior to maturity, its $100 million, 4.35% Series First Mortgage Bonds due April 2008.

(Entergy New Orleans)

Pursuant to its plan of reorganization, in May 2007 Entergy New Orleans issued notes due in three years in satisfaction of its affiliate prepetition accounts payable (approximately $74 million, including interest), including its indebtedness to the Entergy System money pool. Entergy New Orleans included in the principal amount of the notes accrued interest from September 23, 2005 at the Louisiana judicial rate of interest for 2005

 

41

 

 (6%) and 2006 (8%), and at the Louisiana judicial rate of interest plus 1% for 2007 through the date of issuance of the notes. The Louisiana judicial rate of interest is 9.5% for 2007. Entergy New Orleans will pay interest on the notes from their date of issuance at the Louisiana judicial rate of interest plus 1%.

Entergy New Orleans Debtor-in-Possession Credit Facility

See Note 4 in the Form 10-K for a discussion of the Entergy New Orleans $200 million debtor-in-possession (DIP) credit facility. Pursuant to the terms of its plan of reorganization, which became effective in May 2007, Entergy New Orleans fully repaid its DIP credit facility borrowings.

NOTE 5. ACQUISITIONS

In April 2007, Entergy's Non-Utility Nuclear business purchased the 798 MW Palisades nuclear energy plant located near South Haven, Michigan from Consumers Energy Company for a net cash payment of $336 million. Entergy received the plant, nuclear fuel, inventories, and other assets. The liability to decommission the plant, as well as related decommissioning trust funds, was also transferred to Entergy's Non-Utility Nuclear business. Entergy's Non-Utility Nuclear business executed a unit-contingent, 15-year purchased power agreement (PPA) with Consumers Energy for 100% of the plant's output, excluding any future uprates. Prices under the PPA range from $43.50/MWh in 2007 to $61.50/MWh in 2022, and the average price under the PPA is $51/MWh. In the first quarter 2007, the NRC renewed Palisades' operating license until 2031. As part of the transaction, Entergy's Non-Utility Nuclear business assumed responsibility for spent fuel at the decommissioned Big Rock Point nuclear plant, which is located near Charlevoix, Michigan.  Palisades' financial results since April 2007 are included in Entergy's Non-Utility Nuclear business segment.  The following table summarizes the estimated fair values of the assets acquired and liabilities assumed at the date of acquisition.

 

 

Amount

 

 

(In Millions)

 

 

 

Plant (including nuclear fuel)

 

$727 

Decommissioning trust funds

 

252 

Other assets

 

41 

Total assets acquired

 

 1,020 

     

Purchased power agreement (below market)

 

420 

Decommissioning liability

 

220 

Other liabilities

 

44 

Total liabilities assumed

 

684 

     

Net assets acquired

 

$336 

 

The allocation was based on preliminary information and the final allocation may differ, although management does not expect the difference to be material.

Non-Utility Nuclear will amortize the purchased power agreement liability to revenue over the life of the agreement. The amount that will be amortized each period is based upon the difference between the present value calculated at the date of acquisition of each year's difference between revenue under the agreement and revenue based on estimated market prices. The amounts to be amortized to revenue for the next five years will be $50 million for 2007, $76 million for 2008, $53 million for 2009, $46 million for 2010, and $43 million for 2011.

42

NOTE 6. STOCK-BASED COMPENSATION

Entergy grants equity-based awards including, but not limited to, stock option awards, which are described more fully in Note 12 to the consolidated financial statements in the Form 10-K. Entergy adopted SFAS 123R, "Share-Based Payment" on January 1, 2006. The adoption of the standard did not materially affect Entergy's financial position, results of operations, or cash flows because Entergy adopted the fair value based method of accounting for stock options prescribed by SFAS 123, "Accounting for Stock-Based Compensation" on January 1, 2003. Prior to 2003, Entergy applied the recognition and measurement principles of APB Opinion 25, "Accounting for Stock Issued to Employees," and related Interpretations in accounting for those plans. Awards under Entergy's plans generally vest over three years.

The following table includes financial information for stock options for each of the years presented:

 

2007

 

2006

 

(In Millions)

Compensation expense included in Entergy's Net Income for the second quarter

$3.9

 

$3.2

Tax benefit recognized in Entergy's Net Income for the second quarter

$1.5

 

$1.2

       

Compensation expense included in Entergy's Net Income for the six months ended June 30,

$7.1

 

$6.0

Tax benefit recognized in Entergy's Net Income for the six months ended June 30,

$2.7

 

$2.3

Compensation cost capitalized as part of fixed assets and inventory as of June 30,

$1.2

 

$1.1

Entergy granted 1,854,900 stock options during the first quarter of 2007 with a weighted-average fair value of $14.15. At June 30, 2007, there were 11,215,584 stock options outstanding with a weighted-average exercise price of $57.88. The aggregate intrinsic value of the stock options outstanding was $555 million.

NOTE 7. RETIREMENT AND OTHER POSTRETIREMENT BENEFITS

Components of Net Pension Cost

Entergy's qualified pension cost, including amounts capitalized, for the second quarters of 2007 and 2006, included the following components:

 

 

2007

 

2006

 

 

(In Thousands)

 

 

 

 

 

Service cost - benefits earned during the period

 

$24,141 

 

$23,176 

Interest cost on projected benefit obligation

 

46,292 

 

41,814 

Expected return on assets

 

(50,880)

 

(44,482)

Amortization of prior service cost

 

1,383 

 

1,365 

Amortization of loss

 

11,444 

 

10,931 

Net pension costs

 

$32,380 

 

$32,804 

43

Entergy's qualified pension cost, including amounts capitalized, for the six months ended June 30, 2007 and 2006, included the following components:

 

 

2007

 

2006

 

 

(In Thousands)

 

 

 

 

 

Service cost - benefits earned during the period

 

$48,038 

 

$46,352 

Interest cost on projected benefit obligation

 

92,154 

 

83,628 

Expected return on assets

 

(101,506)

 

(88,964)

Amortization of prior service cost

 

2,766 

 

2,730 

Amortization of loss

 

22,888 

 

21,862 

Net pension costs

 

$64,340 

 

$65,608 

The Registrant Subsidiaries' qualified pension cost, including amounts capitalized, for the second quarters of 2007 and 2006, included the following components:

 

 

Entergy

 

Entergy

 

Entergy

 

Entergy

 

Entergy

 

System

2007

 

Arkansas

 

Gulf States

 

Louisiana

 

Mississippi

 

New Orleans

 

Energy

 

 

(In Thousands)

Service cost - benefits earned

 

 

 

 

 

 

 

 

 

 

 

 

  during the period

 

$3,638 

 

$3,011 

 

$2,231 

 

$1,089 

 

$470 

 

$1,021 

Interest cost on projected

 

 

 

 

 

 

 

 

 

 

 

 

  benefit obligation

 

10,498 

 

8,139 

 

6,251 

 

3,371 

 

1,260 

 

1,710 

Expected return on assets

 

(11,009)

 

(10,750)

 

(7,808)

 

(3,837)

 

(1,446)

 

(2,136)

Amortization of prior service cost

 

412 

 

304 

 

160 

 

114 

 

44 

 

12 

Amortization of loss

 

2,721 

 

623 

 

1,433 

 

749 

 

368 

 

151 

Net pension cost

 

$6,260 

 

$1,327 

 

$2,267 

 

$1,486 

 

$696 

 

$758 

 

 

Entergy

 

Entergy

 

Entergy

 

Entergy

 

Entergy

 

System

2006

 

Arkansas

 

Gulf States

 

Louisiana

 

Mississippi

 

New Orleans

 

Energy

 

 

(In Thousands)

Service cost - benefits earned

 

 

 

 

 

 

 

 

 

 

 

 

  during the period

 

$3,626 

 

$2,993 

 

$2,182 

 

$1,077 

 

$501 

 

$1,031 

Interest cost on projected

 

 

 

 

 

 

 

 

 

 

 

 

  benefit obligation

 

9,915 

 

7,914 

 

6,052 

 

3,252 

 

1,282 

 

1,604 

Expected return on assets

 

(9,834)

 

(10,176)

 

(7,114)

 

(3,683)

 

(884)

 

(1,775)

Amortization of prior service cost

 

415 

 

309 

 

141 

 

128 

 

56 

 

12 

Amortization of loss

 

2,438 

 

640 

 

1,509 

 

725 

 

509 

 

167 

Net pension cost

 

$6,560 

 

$1,680 

 

$2,770 

 

$1,499 

 

$1,464 

 

$1,039 

44

The Registrant Subsidiaries' qualified pension cost, including amounts capitalized, for the six months ended June 30, 2007 and 2006, included the following components:

 

 

Entergy

 

Entergy

 

Entergy

 

Entergy

 

Entergy

 

System

2007

 

Arkansas

 

Gulf States

 

Louisiana

 

Mississippi

 

New Orleans

 

Energy

 

 

(In Thousands)

Service cost - benefits earned

 

 

 

 

 

 

 

 

 

 

 

 

  during the period

 

$7,276 

 

$6,022 

 

$4,462 

 

$2,178 

 

$940 

 

$2,042 

Interest cost on projected

 

 

 

 

 

 

 

 

 

 

 

 

  benefit obligation

 

20,996 

 

16,278 

 

12,502 

 

6,742 

 

2,520 

 

3,420 

Expected return on assets

 

(22,018)

 

(21,500)

 

(15,616)

 

(7,674)

 

(2,892)

 

(4,272)

Amortization of prior service cost

 

824 

 

608 

 

320 

 

228 

 

88 

 

24 

Amortization of loss

 

5,442 

 

1,246 

 

2,866 

 

1,498 

 

736 

 

302 

Net pension cost

 

$12,520 

 

$2,654 

 

$4,534 

 

$2,972 

 

$1,392 

 

$1,516 

 

 

Entergy

 

Entergy

 

Entergy

 

Entergy

 

Entergy

 

System

2006

 

Arkansas

 

Gulf States

 

Louisiana

 

Mississippi

 

New Orleans

 

Energy

 

 

(In Thousands)

Service cost - benefits earned

 

 

 

 

 

 

 

 

 

 

 

 

  during the period

 

$7,252 

 

$5,986 

 

$4,365 

 

$2,154 

 

$1,002 

 

$2,062 

Interest cost on projected

 

 

 

 

 

 

 

 

 

 

 

 

  benefit obligation

 

19,830 

 

15,828 

 

12,103 

 

6,504 

 

2,563 

 

3,209 

Expected return on assets

 

(19,668)

 

(20,351)

 

(14,227)

 

(7,366)

 

(1,767)

 

(3,551)

Amortization of prior service cost

 

831 

 

617 

 

281 

 

257 

 

112 

 

24 

Amortization of loss

 

4,875 

 

1,280 

 

3,018 

 

1,449 

 

1,018 

 

334 

Net pension cost

 

$13,120 

 

$3,360 

 

$5,540 

 

$2,998 

 

$2,928 

 

$2,078 

Entergy recognized $4.0 million and $3.9 million in pension cost for its non-qualified pension plans in the second quarters of 2007 and 2006, respectively. Entergy recognized $8.0 million and $7.8 million in pension cost for its non-qualified pension plans for the six months ended June 30, 2007 and 2006, respectively.

The Registrant Subsidiaries recognized the following pension cost for their non-qualified pension plans in the second quarters of 2007 and 2006:

 

 

Entergy

 

Entergy

 

Entergy

 

Entergy

 

Entergy

 

 

 

Arkansas

 

Gulf States

 

Louisiana

 

Mississippi

 

New Orleans

 

 

 

(In Thousands)

Non-Qualified Pension Cost
  Second Quarter 2007

 

$123 

 

$317 

 

$6 

 

$44 

 

$57 

 

Non-Qualified Pension Cost
  Second Quarter 2006

 

$113 

 

$220 

 

$5 

 

$36 

 

$54 

 

45

The Registrant Subsidiaries recognized the following pension cost for their non-qualified pension plans for the six months ended June 30, 2007 and 2006:

 

 

Entergy

 

Entergy

 

Entergy

 

Entergy

 

Entergy

 

 

 

Arkansas

 

Gulf States

 

Louisiana

 

Mississippi

 

New Orleans

 

 

 

(In Thousands)

Non-Qualified Pension Cost Six
  Months Ended June 30, 2007

 

$246 

 

$634 

 

$12 

 

$88 

 

$114 

 

Non-Qualified Pension Cost Six
  Months Ended June 30, 2006

 

$226 

 

$439 

 

$11 

 

$73 

 

$107 

 

Components of Net Other Postretirement Benefit Cost

Entergy's other postretirement benefit cost, including amounts capitalized, for the second quarters of 2007 and 2006, included the following components:

 

 

2007

 

2006

 

 

(In Thousands)

 

 

 

 

 

Service cost - benefits earned during the period

 

$11,034 

 

$10,370 

Interest cost on APBO

 

15,808 

 

14,316 

Expected return on assets

 

(6,325)

 

(4,756)

Amortization of transition obligation

 

958 

 

542 

Amortization of prior service cost

 

(3,959)

 

(3,688)

Amortization of loss

 

4,743 

 

5,698 

Net other postretirement benefit cost

 

$22,259 

 

$22,482 

Entergy's other postretirement benefit cost, including amounts capitalized, for the six months ended June 30, 2007 and 2006, included the following components:

 

 

2007

 

2006

 

 

(In Thousands)

 

 

 

 

 

Service cost - benefits earned during the period

 

$21,927 

 

$20,740 

Interest cost on APBO

 

31,494 

 

28,632 

Expected return on assets

 

(12,585)

 

(9,512)

Amortization of transition obligation

 

1,916 

 

1,084 

Amortization of prior service cost

 

(7,918)

 

(7,376)

Amortization of loss

 

9,486 

 

11,396 

Net other postretirement benefit cost

 

$44,320 

 

$44,964 

46

The Registrant Subsidiaries' other postretirement benefit cost, including amounts capitalized, for the second quarters of 2007 and 2006, included the following components:

 

 

Entergy

 

Entergy

 

Entergy

 

Entergy

 

Entergy

 

System

2007

 

Arkansas

 

Gulf States

 

Louisiana

 

Mississippi

 

New Orleans

 

Energy

 

 

(In Thousands)

Service cost - benefits earned

 

 

 

 

 

 

 

 

 

 

 

 

  during the period

 

$1,525 

 

$1,547 

 

$973 

 

$476 

 

$255 

 

$451 

Interest cost on APBO

 

3,037 

 

2,876 

 

1,941 

 

1,049 

 

870 

 

433 

Expected return on assets

 

(2,231)

 

(1,697)

 

 

(819)

 

(682)

 

(470)

Amortization of transition obligation

 

205 

 

151 

 

96 

 

88 

 

416 

 

Amortization of prior service cost

 

(197)

 

218 

 

117 

 

(62)

 

90 

 

(283)

Amortization of loss

 

1,500 

 

793 

 

764 

 

613 

 

282 

 

149 

Net other postretirement benefit cost

 

$3,839 

 

$3,888 

 

$3,891 

 

$1,345 

 

$1,231 

 

$282 

 

 

Entergy

 

Entergy

 

Entergy

 

Entergy

 

Entergy

 

System

2006

 

Arkansas

 

Gulf States

 

Louisiana

 

Mississippi

 

New Orleans

 

Energy

 

 

(In Thousands)

Service cost - benefits earned

 

 

 

 

 

 

 

 

 

 

 

 

  during the period

 

$1,337 

 

$1,254 

 

$854 

 

$419 

 

$232 

 

$414 

Interest cost on APBO

 

2,844 

 

2,747 

 

1,856 

 

944 

 

856 

 

407 

Expected return on assets

 

(1,797)

 

(1,489)

 

 

(709)

 

(611)

 

(421)

Amortization of transition obligation

 

205 

 

151 

 

96 

 

88 

 

416 

 

Amortization of prior service cost

 

(408)

 

 

(24)

 

(137)

 

10 

 

(301)

Amortization of loss

 

1,671 

 

1,002 

 

893 

 

644 

 

343 

 

207 

Net other postretirement benefit cost

 

$3,852 

 

$3,665 

 

$3,675 

 

$1,249 

 

$1,246 

 

$308 

The Registrant Subsidiaries' other postretirement benefit cost, including amounts capitalized, for the six months ended June 30, 2007 and 2006, included the following components:

 

 

Entergy

 

Entergy

 

Entergy

 

Entergy

 

Entergy

 

System

2007

 

Arkansas

 

Gulf States

 

Louisiana

 

Mississippi

 

New Orleans

 

Energy

 

 

(In Thousands)

Service cost - benefits earned

 

 

 

 

 

 

 

 

 

 

 

 

  during the period

 

$3,050 

 

$3,094 

 

$1,946 

 

$952 

 

$510 

 

$902 

Interest cost on APBO

 

6,074 

 

5,752 

 

3,882 

 

2,098 

 

1,740 

 

866 

Expected return on assets

 

(4,462)

 

(3,394)

 

 

(1,638)

 

(1,364)

 

(940)

Amortization of transition obligation

 

410 

 

302 

 

192 

 

176 

 

832 

 

Amortization of prior service cost

 

(394)

 

436 

 

234 

 

(124)

 

180 

 

(566)

Amortization of loss

 

3,000 

 

1,586 

 

1,528 

 

1,226 

 

564 

 

298 

Net other postretirement benefit cost

 

$7,678 

 

$7,776 

 

$7,782 

 

$2,690 

 

$2,462 

 

$564 

47

 

 

Entergy

 

Entergy

 

Entergy

 

Entergy

 

Entergy

 

System

2006

 

Arkansas

 

Gulf States

 

Louisiana

 

Mississippi

 

New Orleans

 

Energy

 

 

(In Thousands)

Service cost - benefits earned

 

 

 

 

 

 

 

 

 

 

 

 

  during the period

 

$2,674 

 

$2,508 

 

$1,708 

 

$838 

 

$464 

 

$828 

Interest cost on APBO

 

5,688 

 

5,494 

 

3,712 

 

1,888 

 

1,712 

 

814 

Expected return on assets

 

(3,594)

 

(2,978)

 

 

(1,418)

 

(1,222)

 

(842)

Amortization of transition obligation

 

410 

 

302 

 

192 

 

176 

 

832 

 

Amortization of prior service cost

 

(816)

 

 

(48)

 

(274)

 

20 

 

(602)

Amortization of loss

 

3,342 

 

2,004 

 

1,786 

 

1,288 

 

686 

 

414 

Net other postretirement benefit cost

 

$7,704 

 

$7,330 

 

$7,350 

 

$2,498 

 

$2,492 

 

$616 

Employer Contributions

Entergy expects to contribute $176 million to its qualified pension plans in 2007. As of the end of July 2007, Entergy had contributed $153 million to its pension plans. Therefore, Entergy presently anticipates contributing an additional $23 million to fund its qualified pension plans in 2007.

The Registrant Subsidiaries expect to contribute the following to qualified pension plans in 2007:

 

Entergy

 

Entergy

 

Entergy

 

Entergy

 

Entergy

 

System

 

 

Arkansas

 

Gulf States

 

Louisiana

 

Mississippi

 

New Orleans

 

Energy

 

 

(In Thousands)

Expected 2007 pension contributions
  disclosed in Form 10-K

 


$6,987

 


$25,346

 


$ -

 


$784

 


$43,585

 


$5,688

Pension contributions made through
  July 2007

 

$ -

 


$25,346

 


$ -

 

$ -

 

$43,585

 

$5,419

Remaining estimated pension
  contributions to be made in 2007

 

$6,987

 

$ -

 


$ -

 

$784

 

$ -

 

$269

Medicare Prescription Drug, Improvement and Modernization Act of 2003 (Medicare Act)

Based on actuarial analysis, the estimated impact of future Medicare subsidies reduced the December 31, 2006 Accumulated Postretirement Benefit Obligation by $183 million, and reduced the second quarter 2007 and 2006 other postretirement benefit cost by $6.6 million and $6.9 million, respectively. It reduced the six months ended June 30, 2007 and 2006 other postretirement benefit cost by $13.2 million and $13.9 million, respectively. In the six months ended June 30, 2007, Entergy received $1.7 million in Medicare subsidies for prescription drug claims during 2006.

48

Based on actuarial analysis, the estimated impact of future Medicare subsidies reduced the December 31, 2006 APBO and the second quarters 2007 and 2006 other postretirement benefit cost for the Registrant Subsidiaries as follows:

 

 

Entergy

 

Entergy

 

Entergy

 

Entergy

 

Entergy

 

System

 

 

Arkansas

 

Gulf States

 

Louisiana

 

Mississippi

 

New Orleans

 

Energy

 

 

(In Thousands)

Reduction in 12/31/2006 APBO

 

($40,636)

 

($35,991)

 

($22,486)

 

($13,560)

 

($10,110)

 

($5,966)

Reduction in second quarter 2007

 

 

 

 

 

 

 

 

 

 

 

 

  other postretirement benefit cost

 

($1,376)

 

($1,222)

 

($762)

 

($438)

 

($311)

 

($246)

Reduction in second quarter 2006

 

 

 

 

 

 

 

 

 

 

 

 

  other postretirement benefit cost

 

($1,562)

 

($1,332)

 

($865)

 

($512)

 

($376)

 

($268)

Reduction in six months ended

 

 

 

 

 

  June 30, 2007 other

  postretirement benefit cost

($2,752)

 

($2,444)

 

($1,524)

 

($876)

 

($622)

 

($492)

Reduction in six months ended

 

 

 

 

 

  June 30, 2006 other

  postretirement benefit cost

($3,124)

($2,664)

($1,730)

($1,024)

($752)

($536)

Medicare subsidies received in the

  six months ended June 30, 2007

  for 2006 claims

$484 

 

$402 

 

$248 

 

$142 

 

$146 

 

$30 

For further information on the Medicare Act refer to Note 11 to the financial statements in the Form 10-K.

 

NOTE 8. BUSINESS SEGMENT INFORMATION

Entergy's reportable segments as of June 30, 2007 are Utility and Non-Utility Nuclear. "All Other" includes the parent company, Entergy Corporation, and other business activity, including the non-nuclear wholesale assets business and earnings on the proceeds of sales of previously-owned businesses. As a result of the Entergy New Orleans bankruptcy filing, Entergy discontinued the consolidation of Entergy New Orleans retroactive to January 1, 2005 and reported Entergy New Orleans results under the equity method of accounting in the Utility segment in 2006 and 2005. On May 7, 2007, the bankruptcy judge entered an order confirming Entergy New Orleans' plan of reorganization. With confirmation of the plan of reorganization, Entergy reconsolidated Entergy New Orleans in the second quarter 2007, retroactive to January 1, 2007.

 

49

 

 

Entergy's segment financial information for the second quarters of 2007 and 2006 is as follows:

 



Utility

 


Non-Utility
Nuclear*

 



All Other*

 



Eliminations

 



Consolidated

(In Thousands)

2007

 

 

 

 

 

 

 

 

 

Operating Revenues

$2,238,555

 

$471,521

 

$65,817 

 

($6,541)

 

$2,769,352 

Equity in earnings of

 

 

 

 

 

  unconsolidated equity affiliates

$-

 

$-

 

$477 

 

$- 

 

$477 

Income Taxes (Benefit)

$98,460

 

$63,929

 

($55,938)

 

$- 

 

$106,451 

Net Income

$148,194

 

$108,726

 

$10,682 

 

$- 

 

$267,602 

 

 

 

 

 

 

 

2006

 

 

 

 

 

 

 

 

 

Operating Revenues

$2,191,891

 

$362,363

 

$82,785 

 

($8,537)

 

$2,628,502 

Equity in earnings (loss) of

 

 

 

 

 

  unconsolidated equity affiliates

$10,682

 

$-

 

($2,199)

 

$- 

 

$8,483 

Income Taxes (Benefit)

$93,776

 

$41,331

 

($12,206)

 

$- 

 

$122,901 

Net Income

$199,623

 

$63,379

 

$18,883 

 

($83)

 

$281,802 

Entergy's segment financial information for the six months ended June 30, 2007 and 2006 is as follows:

 



Utility

 


Non-Utility
Nuclear*

 



All Other*

 



Eliminations

 



Consolidated

(In Thousands)

                   

2007

 

 

 

 

 

 

 

 

 

Operating Revenues

$4,435,654

 

$929,772

 

$110,865 

 

($12,880)

 

$5,463,411 

Equity in earnings (loss) of

 

 

 

 

 

  unconsolidated equity affiliates

($1)

 

$-

 

$2,102 

 

$- 

 

$2,101 

Income Taxes (Benefit)

$179,152

 

$148,664

 

($75,299)

 

$- 

 

$252,517 

Net Income (Loss)

$252,644

 

$236,896

 

($9,743)

 

$- 

 

$479,797 

Total Assets

$26,244,883

$6,649,467

$10,814,538 

($10,294,161)

$33,414,727 

 

 

 

 

 

 

 

2006

 

 

 

 

 

 

 

 

 

Operating Revenues

$4,322,913

 

$750,372

 

$149,476 

 

($26,224)

 

$5,196,537 

Equity in earnings (loss) of

 

 

 

 

 

  unconsolidated equity affiliates

$16,325

 

$-

 

($4,255)

 

$- 

 

$12,070 

Income Taxes (Benefit)

$170,749

 

$94,248

 

($23,265)

 

$- 

 

$241,732 

Net Income

$319,375

 

$144,908

 

$11,263 

 

($115)

 

$475,431 

Total Assets

$24,763,451

$5,138,175

$3,127,773 

($2,465,726)

$30,563,673 

Businesses marked with * are sometimes referred to as the "competitive businesses," with the exception of the parent company, Entergy Corporation. Eliminations are primarily intersegment activity. Almost all of Entergy's goodwill is related to the Utility segment.

 

50

 

 

NOTE 9. ENTERGY NEW ORLEANS BANKRUPTCY PROCEEDING

See Note 18 to the financial statements in the Form 10-K for a discussion of the Entergy New Orleans bankruptcy proceeding. On May 7, 2007, the bankruptcy judge entered an order confirming Entergy New Orleans' plan of reorganization. With the receipt of CDBG funds, and the agreement on insurance recovery with one of its excess insurers, Entergy New Orleans waived the conditions precedent in its plan of reorganization, and the plan became effective on May 8, 2007.

Following are significant terms in Entergy New Orleans' plan of reorganization:

(Entergy Corporation)

With confirmation of the plan of reorganization, Entergy reconsolidated Entergy New Orleans in the second quarter 2007, retroactive to January 1, 2007. Because Entergy owns all of the common stock of Entergy New Orleans, reconsolidation does not affect the amount of net income that Entergy records from Entergy New Orleans' operations for any current or prior period, but does result in Entergy New Orleans' results being included in each individual income statement line item in 2007, rather than just its net income being presented as "Equity in earnings (loss) of unconsolidated equity affiliates," as will remain the case for 2005 and 2006.

(Entergy New Orleans)

Reorganization items reported as operating expenses in 2006 in the Entergy New Orleans income statement primarily consist of professional fees associated with the bankruptcy case.

51

 

NOTE 10. INCOME TAXES

Entergy or one of its subsidiaries files income tax returns in the U.S. federal jurisdiction, and in various state and foreign jurisdictions. With few exceptions, as discussed below, Entergy is no longer subject to U.S. federal, state and local, or non-U.S. income tax examinations by taxing authorities for years before 2002.

Entergy entered into an agreement with the IRS Appeals Division in the second quarter 2007 to partially settle tax years 1999 - 2001. Entergy will litigate the following issues that it is not settling:

The U.K. Windfall Tax and street lighting issues are already docketed in U.S. Tax Court for tax years 1997 and 1998 with a trial date set in the first quarter of 2008.

The IRS completed its examination of the 2002 and 2003 tax returns and issued an Examination Report on June 29, 2007. During the examination, Entergy agreed to adjustments related to its method of accounting for income tax purposes related to 1) its wholesale electric power contracts and 2) the simplified method of allocating overhead or "mixed service costs" provided for under IRS regulations, which affects the amount of cost of goods sold related to the production of electricity.

Entergy's agreement with the IRS on electric power contracts involved an adjustment to reduce Entergy Louisiana Holdings' deduction related to its accounting for the contract to purchase power from the Vidalia hydroelectric project. The adjustment did not have a material impact on Entergy Louisiana Holdings' earnings. The agreement on overhead allocation methodology related to the Registrant Subsidiaries' 2003 filing of a change in tax accounting method for the allocation of "mixed service costs" to self-produced assets. Entergy reached a settlement agreement concerning the Registrant Subsidiaries' deductions related to the method change for the year ended December 31, 2003. As Entergy has a consolidated net operating loss for 2003, these adjustments have the effect of reducing the consolidated net operating loss carryover and do not require a payment to the IRS at this time. The settlement did not have a material impact on the Registrant Subsidiaries' earnings.

In the report for the 2002-2003 audit cycle, the IRS also proposed adjustments which Entergy did not agree to as follows: 1) the U.K. Windfall Tax foreign tax credit issue mentioned above; 2) the street lighting issue mentioned above; 3) certain repair deductions; 4) deductions claimed for research and experimentation (R&E) expenditures; 5) income tax credits claimed for R&E; and 6) a 2003 deduction associated with the revisions to the emergency plans at the Indian Point Energy Center. Regarding all of these issues, Entergy disagrees with the IRS Examination Division position and will file a formal protest with the IRS and will pursue administrative relief within the IRS Appeals Division.

Entergy believes that the provisions recorded in its financial statements are sufficient to address these issues as well as other liabilities that are reasonably estimable, including an estimate of probable interest expense, associated with all uncertain tax positions.

52

Entergy has $202 million in deposits on account with the IRS to cover its uncertain tax positions.

FASB Interpretation No. 48, "Accounting for Uncertainty in Income Taxes" (FIN 48) was issued in July 2006. FIN 48 establishes a "more-likely-than-not" recognition threshold that must be met before a tax benefit can be recognized in the financial statements. If a tax deduction is taken on a tax return, but does not meet the more-likely-than-not recognition threshold, an increase in income tax liability, above what is payable on the tax return, is required to be recorded. Entergy and the Registrant Subsidiaries adopted the provisions of FASB Interpretation No. 48, "Accounting for Uncertainty in Income Taxes" (FIN 48), on January 1, 2007. As a result of the implementation of FIN 48, Entergy recognized an increase in the liability for unrecognized tax benefits of approximately $5 million, which was accounted for as a reduction to the January 1, 2007 balance of retained earnings.

As of January 1, 2007, Entergy had a total balance of unrecognized tax benefits of approximately $2 billion. Included in this balance of unrecognized tax benefits are $1.7 billion of tax positions for which the ultimate deductibility is highly certain but for which there is uncertainty about the timing of such deductibility. Because of the impact of deferred tax accounting, other than interest and penalties, the disallowance of the shorter deductibility period would not affect the annual effective income tax rate but would accelerate the payment of cash to the taxing authority to an earlier period. Entergy's January 1, 2007 balance of unrecognized tax benefits includes $244 million which could affect the effective income tax rate. Entergy accrues interest and penalties expenses related to unrecognized tax benefits in income tax expense. Entergy's January 1, 2007 balance of unrecognized tax benefits includes approximately $52 million accrued for the possible payment of interest and penalties.

As of January 1, 2007, Entergy and the Registrant Subsidiaries had total balances of unrecognized tax benefits reflected in their balance sheets as follows:

 

 

Entergy

 

Entergy

 

Entergy

 

Entergy

 

Entergy

 

System

 

Entergy

Arkansas

 

Gulf States

 

Louisiana

 

Mississippi

 

New Orleans

 

Energy

(In Thousands)

Taxes accrued

 

($184,372)

($43,445)

 

($640)

 

$234 

 

$5,830 

 

$4,304 

 

($35,506)

Accumulated deferred
  income taxes and
  taxes accrued

 



2,161,372 



194,718 

 



193,949 

 



58,839 

 



44,599 

 



16,118 

 



209,599 

Total unrecognized
  tax benefit

 


$1,977,000 


$151,273 

 


$193,309 

 


$59,073 

 


$50,429 

 


$20,422 

 


$174,093 

The Registrant Subsidiaries' January 1, 2007 balances of unrecognized tax benefits included amounts that could affect the effective income tax rate as follows (in millions):

Entergy Arkansas

$0.8

Entergy Gulf States

$3.6

Entergy Louisiana

$1.2

Entergy Mississippi

$3.4

Entergy New Orleans

$1.4

System Energy

$1.7

53

The Registrant Subsidiaries accrue interest and penalties related to unrecognized tax benefits in income tax expense. Included in the January 1, 2007 balance of unrecognized tax benefits were accruals for the possible payment of interest and penalty as follows (in millions):

Entergy Arkansas

$1.6

Entergy Gulf States

$4.0

Entergy Louisiana

$0.8

Entergy Mississippi

$3.9

Entergy New Orleans

$0.9

System Energy

$0.8

Entergy and the Registrant Subsidiaries do not expect that total unrecognized tax benefits will significantly change within the next twelve months.

 

NOTE 11. NEW ACCOUNTING PRONOUNCEMENTS

The FASB issued Statement of Financial Accounting Standards No. 159, "The Fair Value Option for Financial Assets and Financial Liabilities" (SFAS 159) during the first quarter of 2007. SFAS 159 provides an option for companies to select certain financial assets and liabilities to be accounted for at fair value with changes in the fair value of those assets or liabilities being reported through earnings. The intent of the standard is to mitigate volatility in reported earnings caused by the application of the more complicated fair value hedging accounting rules. Under SFAS 159, companies can select existing assets or liabilities for this fair value option concurrent with the effective date of January 1, 2008 for companies with fiscal years ending December 31 or can select future assets or liabilities as they are acquired or entered into. Entergy is in the process of evaluating the potential effect of making this accounting election.

In June 2006, the EITF reached a consensus on EITF Issue 06-3 "How Taxes Collected from Customers and Remitted to Governmental Authorities Should Be Presented in the Income Statement (That Is, Gross versus Net Presentation)" (EITF 06-3). The scope of this issue includes any tax assessed by a governmental authority that is both imposed on and concurrent with a specific revenue-producing transaction between a seller and a customer, and may include, but is not limited to, sales, use, value added, and some excise taxes. Under EITF 06-3, the presentation of taxes within the scope of this issue on either a gross basis (included in revenues and costs) or a net basis (excluded from revenues) is an accounting policy decision that should be disclosed. For any such taxes reported on a gross basis, the amounts of those taxes in interim and annual financial statements, for each period for which an income statement is presented, should be disclosed if those amounts are significant. Entergy's policy is to present such taxes on a net basis, unless required to report differently by a regulatory agency. EITF 06-3 did not affect Entergy's financial statements.

__________________________________

In the opinion of the management of Entergy Corporation, Entergy Arkansas, Entergy Gulf States, Entergy Louisiana, Entergy Mississippi, Entergy New Orleans, and System Energy, the accompanying unaudited financial statements contain all adjustments (consisting primarily of normal recurring accruals and reclassification of previously reported amounts to conform to current classifications) necessary for a fair statement of the results for the interim periods presented. The business of the Registrant Subsidiaries is subject to seasonal fluctuations, however, with the peak periods occurring during the third quarter. The results for the interim periods presented should not be used as a basis for estimating results of operations for a full year.

54

Part I, Item 3. 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."

Part I, Item 4. Controls and Procedures

Disclosure Controls and Procedures

As of June 30, 2007, 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 Resources (each individually a "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 CEOs and CFOs, as appropriate to allow timely decisions regarding required disclosure.

55

 

ENTERGY ARKANSAS, INC.

MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS

 

Results of Operations

Net Income

Second Quarter 2007 Compared to Second Quarter 2006

Net income decreased $25.1 million primarily due to a higher effective income tax rate and higher other operation and maintenance expenses. The decrease was partially offset by higher net revenue.

Six Months Ended June 30, 2007 Compared to Six Months Ended June 30, 2006

Net income decreased $25.2 million primarily due to a higher effective income tax rate and higher other operation and maintenance expenses. The decrease was partially offset by higher net revenue.

Net Revenue

Second Quarter 2007 Compared to Second Quarter 2006

Net revenue consists of operating revenues net of: 1) fuel, fuel-related expenses, and gas purchased for resale, 2) purchased power expenses, and 3) other regulatory credits. Following is an analysis of the change in net revenue comparing the second quarter of 2007 to the second quarter of 2006.

 

 

Amount

 

 

(In Millions)

 

 

 

2006 net revenue

 

$259.8 

Pass-through rider revenue

 

6.8 

Transmission revenue

 

3.4 

Volume/weather

 

 (5.4)

Other

 

3.0 

2007 net revenue

 

$267.6 

The pass-through rider revenue variance is primarily due to a change in August 2006 in the accounting for city franchise tax revenues as directed by the APSC. The change results in an increase in rider revenue with a corresponding increase in taxes other than income taxes resulting in no effect on net income.

The transmission revenue variance is primarily due to higher rates and the addition of new transmission customers in 2006.

The volume/weather variance is primarily due to the effect of less favorable weather compared to the same period in 2006. Billed retail electricity usage decreased by a total of 110 GWh.

56

Gross operating revenues and fuel and purchased power expenses

Gross operating revenues decreased primarily due to:

Fuel and purchased power expenses decreased primarily due to a decrease in deferred fuel expense associated with lower energy cost recovery rates collected from customers.

Six Months Ended June 30, 2007 Compared to Six Months Ended June 30, 2006

Net revenue consists of operating revenues net of: 1) fuel, fuel-related expenses, and gas purchased for resale, 2) purchased power expenses, and 3) other regulatory credits. Following is an analysis of the change in net revenue comparing the six months ended June 30, 2007 to the six months ended June 30, 2006.

 

 

Amount

 

 

(In Millions)

 

 

 

2006 net revenue

 

$491.5 

Pass-through rider revenue

 

15.3 

Deferred fuel costs revisions

 

8.6 

Transmission revenue

 

3.9 

Net wholesale revenue

 

(7.9)

Other

 

9.5 

2007 net revenue

 

$520.9 

The pass-through rider revenue variance is primarily due to a change in August 2006 in the accounting for city franchise tax revenues as directed by the APSC. The change results in an increase in rider revenue with a corresponding increase in taxes other than income taxes resulting in no effect on net income.

The deferred fuel cost revisions variance is primarily due to the 2006 energy cost recovery true-up, made in the first quarter of 2007, which increased net revenue by $6.6 million.

The transmission revenue variance is due to higher rates and the addition of new transmission customers in 2006.

The net wholesale revenue variance is primarily due to decreased results from wholesale contracts and lower wholesale prices.

 

Other Income Statement Variances

Second Quarter 2007 Compared to Second Quarter 2006

Other operation and maintenance expenses increased primarily due to:

57

Taxes other than income taxes increased primarily due to an increase in city franchise tax expense due to a change in August 2006 in the accounting for city franchise tax revenues as directed by the APSC. The change results in an increase in taxes other than income taxes with a corresponding increase in rider revenue, resulting in no effect on net income.

Six Months Ended June 30, 2007 Compared to Six Months Ended June 30, 2006

Other operation and maintenance expenses increased primarily due to:

Partially offsetting the increase was a decrease of $1.6 million in payroll and benefits costs.

Taxes other than income taxes increased primarily due to an increase in city franchise tax expense due to a change in August 2006 in the accounting for city franchise tax revenues as directed by the APSC. The change results in an increase in taxes other than income taxes with a corresponding increase in rider revenue, resulting in no effect on net income.

Depreciation and amortization expenses increased primarily due to an increase in plant in service and a revision in 2006 of estimated depreciable lives involving certain intangible assets.

Other income increased primarily due to a revision in the first quarter of 2007 to the allowance for equity funds used during construction related to removal costs.

Interest and other charges increased primarily due to interest expense of $3.6 million recorded in the six months ended June 30, 2007 on advances from independent power producers per a FERC order, partially offset by a revision to the estimate of allowance for borrowed funds used during construction related to removal costs.

Income Taxes

The effective income tax rate was 36.8% for the second quarter of 2007 and 41.3% for the six months ended June 30, 2007. The difference in the effective income tax rate for the second quarter of 2007 versus the federal statutory rate of 35.0% is primarily due to book and tax differences related to utility plant items and state income taxes, partially offset by book and tax differences related to the allowance for equity funds used during construction. The difference in the effective income tax rate for the six months ended June 30, 2007 versus the federal statutory rate of 35.0% is primarily due to book and tax differences related to utility plant items and state income taxes, partially offset by a downward revision in the estimate of federal income tax expense related to tax depreciation.

The effective income tax rate was 8.9% for the second quarter of 2006 and 25.0% for the six months ended June 30, 2006. The differences in the effective income tax rate for the second quarter of 2006 and the six months ended June 30, 2006 versus the federal statutory rate of 35.0% are primarily due to the flow through of an income tax benefit related to the steam generator removal cost.

58

Liquidity and Capital Resources

Cash Flow

Cash flows for the six months ended June 30, 2007 and 2006 were as follows:

 

 

2007

 

2006

 

 

(In Thousands)

 

 

 

 

 

Cash and cash equivalents at beginning of period

 

$34,815 

 

$9,393 

 

 

 

 

 

Cash flow provided by (used in):

 

 

 

 

 

Operating activities

 

225,125 

 

225,953 

 

Investing activities

 

(159,165)

 

(147,364)

 

Financing activities

 

(33,937)

 

(68,931)

Net increase in cash and cash equivalents

 

32,023 

 

9,658 

 

 

 

 

 

Cash and cash equivalents at end of period

 

$66,838 

 

$19,051 

Operating Activities

Cash flow from operations was practically unchanged for the six months ended June 30, 2007 compared to the six months ended June 30, 2006. Income tax payments of $18.6 million in 2007 compared to income tax refunds of $23.5 million in 2006, along with decreased recovery of deferred fuel costs, were almost entirely offset by the timing of collection of receivables from customers.

Investing Activities

Net cash flow used in investing activities increased $11.8 million for the six months ended June 30, 2007 compared to the six months ended June 30, 2006 primarily due to increased construction expenditures resulting from an increase in transmission spending for additional costs for substation and transmission lines. The increase was partially offset by other regulatory investments in 2006 resulting from fuel cost under-recoveries that have been deferred and are expected to be recovered over a period greater than twelve months.

Financing Activities

Net cash flow used in financing activities decreased $35 million for the six months ended June 30, 2007 compared to the six months ended June 30, 2006 primarily due to money pool activity.

Capital Structure

Entergy Arkansas' capitalization is balanced between equity and debt, as shown in  the following table.

 

 

June 30,
2007

 

December 31,
2006

 

 

 

 

 

Net debt to net capital

 

46.3%

 

47.5%

Effect of subtracting cash from debt

 

1.2%

 

0.6%

Debt to capital

 

47.5%

 

48.1%

Net debt consists of debt less cash and cash equivalents. Debt consists of notes payable, capital lease obligations, and long-term debt, including the currently maturing portion. Capital consists of debt and shareholders' equity. Net capital consists of capital less cash and cash equivalents. Entergy Arkansas uses the net debt to net capital ratio in analyzing its financial condition and believes it provides useful information to its investors and creditors in evaluating Entergy Arkansas' financial condition.

59

Uses and Sources of Capital

See "MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS - Liquidity and Capital Resources" in the Form 10-K for a discussion of Entergy Arkansas' uses and sources of capital. Following are updates to the information provided in the Form 10-K.

See the table in the Form 10-K under "Uses of Capital" which sets forth the amounts of Entergy Arkansas' planned construction and other capital investments for 2007 through 2009. In July 2007, Entergy Arkansas signed an agreement to purchase for $210 million the Ouachita Power Facility, a 789 MW natural gas-fired, combined-cycle, load-following generating facility located in north Louisiana and owned by Ouachita Power, LLC. Entergy Arkansas plans to invest approximately $43 million in reliability upgrades. The Ouachita plant will be 100 percent owned by Entergy Arkansas, and the acquisition is expected to close in 2008. Entergy Arkansas expects to sell to Entergy Gulf States, under a separate agreement, approximately one-third of the output of the Ouachita plant on a long-term basis. The purchase of the plant is contingent upon obtaining necessary approvals, including full cost recovery, from various federal and state regulatory and permitting agencies. The planned capital investments estimate in the Form 10-K included $190 million in 2008 for the estimated cost of an acquisition of this type.

In April 2007, Entergy Arkansas renewed its credit facility through April 2008 and increased the amount of the credit facility to $100 million. There were no outstanding borrowings under the Entergy Arkansas credit facility as of June 30, 2007.

Entergy Arkansas' receivables from or (payables to) the money pool were as follows:

June 30,
2007

 

December 31,
2006

 

June 30,
2006

 

December 31,
2005

(In Thousands)

 

 

 

 

 

 

 

$26,450

 

$16,109

 

$15,567

 

($27,346)

See Note 4 to the financial statements in the Form 10-K for a description of the money pool.

Significant Factors and Known Trends

See "MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS - Significant Factors and Known Trends" in the Form 10-K for a discussion of state and local rate regulation, energy cost rate investigation, federal regulation, utility restructuring, nuclear matters, and environmental risks. Following are updates to the information provided in the Form 10-K.

State and Local Rate Regulation

In June 2007, after hearings on Entergy Arkansas' August 2006 rate filing requesting an adjusted annual increase of $106.5 million, the APSC ordered Entergy Arkansas to reduce its annual rates by $5 million, and set an ROE of 9.9% with a hypothetical common equity level lower than Entergy Arkansas' actual capital structure. For the purpose of setting rates, the APSC disallowed a portion of costs associated with incentive compensation based on financial measures and all costs associated with Entergy's stock-based compensation plans. In addition, under the terms of the APSC's order, recovery of storm restoration costs in the future will be limited to a fixed annual amount of $14.4 million, regardless of the actual annual amount of future restoration costs. The APSC's order also threatens Entergy Arkansas' ability to recover $52 million of costs previously accumulated in Entergy Arkansas' storm reserve and $18 million of removal costs associated with the termination of a lease. Management believes, however, that Entergy Arkansas is entitled to recover these prudently incurred costs and will vigorously pursue its right to recover them. The APSC rejected Entergy Arkansas' request for a capacity management rider to recover incremental capacity costs, but directed Entergy Arkansas and the other parties in the case to develop an annual earnings review process that may address this issue.

60

See Entergy Corporation and Subsidiaries' "MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS - Significant Factors and Known Trends - Federal Regulation - System Agreement Litigation" for a discussion of Entergy's compliance filing in that proceeding. In its June 2007 decision on Entergy Arkansas' rate filing, the APSC approved through December 31, 2008 a production cost allocation rider for recovery from customers of the retail portion of the costs allocated to Entergy Arkansas as a result of the System Agreement litigation.

Entergy Arkansas filed in July 2007 for rehearing of the APSC's June 2007 order.

Energy Cost Rate Investigation

In March 2007, in order to allow further consideration by the APSC, the APSC granted Entergy Arkansas' petition for rehearing and for stay of the APSC's January 2007 order in the proceeding investigating Entergy Arkansas' interim energy cost rate. The APSC has taken no action in this proceeding since its March 2007 order.

In its June 2007 order regarding Entergy Arkansas' rate case, the APSC approved the continuation of Entergy Arkansas' energy cost recovery rider through December 31, 2008.

Federal Regulation

See "System Agreement Proceedings", "Independent Coordinator of Transmission", and "Available Flowgate Capacity Proceeding" in the "Significant Factors and Known Trends" section of Entergy Corporation and Subsidiaries Management's Financial Discussion and Analysis for updates to the discussion in the Form 10-K.

Critical Accounting Estimates

See "MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS - Critical Accounting Estimates" in the Form 10-K for a discussion of the estimates and judgments necessary in Entergy Arkansas' accounting for nuclear decommissioning costs, unbilled revenue, and qualified pension and other postretirement benefits.

New Accounting Pronouncements

See "New Accounting Pronouncements" section of Entergy Corporation and Subsidiaries Management's Financial Discussion and Analysis for a discussion of new accounting pronouncements.

61

ENTERGY ARKANSAS, INC.
INCOME STATEMENTS
For the Three and Six Months Ended June 30, 2007 and 2006
(Unaudited)
         
    Three Months Ended   Six Months Ended
    2007   2006   2007   2006
    (In Thousands)   (In Thousands)
                 
OPERATING REVENUES                
Electric   $434,027    $504,223    $936,765    $951,845 
                 
OPERATING EXPENSES                
Operation and Maintenance:                
  Fuel, fuel-related expenses, and                
   gas purchased for resale   (17,191)   84,806    120,847    187,277 
  Purchased power   193,089    167,981    309,495    286,911 
  Nuclear refueling outage expenses   7,260    7,371    14,274    14,726 
  Other operation and maintenance   115,203    105,895    215,058    197,650 
Decommissioning   8,134    7,608    16,134    15,091 
Taxes other than income taxes   16,251    8,982    36,234    18,602 
Depreciation and amortization   56,764    54,143    112,829    106,961 
Other regulatory credits - net   (9,462)   (8,359)   (14,491)   (13,886)
TOTAL   370,048    428,427    810,380    813,332 
                 
OPERATING INCOME   63,979    75,796    126,385    138,513 
                 
OTHER INCOME                
Allowance for equity funds used during construction   1,800    1,916    7,396    3,818 
Interest and dividend income   4,150    3,998    11,733    11,673 
Miscellaneous - net   (601)   (687)   (1,805)   (1,572)
TOTAL   5,349    5,227    17,324    13,919 
                 
INTEREST AND OTHER CHARGES  
Interest on long-term debt   19,776    19,361    39,130    38,339 
Other interest - net   1,918    1,328    6,815    2,868 
Allowance for borrowed funds used during construction   (767)   (822)   (3,510)   (1,679)
TOTAL   20,927    19,867    42,435    39,528 
                 
INCOME BEFORE INCOME TAXES   48,401    61,156    101,274    112,904 
                 
Income taxes   17,809    5,421    41,799    28,246 
                 
NET INCOME   30,592    55,735    59,475    84,658 
                 
Preferred dividend requirements and other   1,718    2,085    3,437    4,123 
                 
EARNINGS APPLICABLE TO                
COMMON STOCK   $28,874    $53,650    $56,038    $80,535 
                 
See Notes to Financial Statements.                
                 

62

 

ENTERGY ARKANSAS, INC.
STATEMENTS OF CASH FLOWS
For the Six Months Ended June 30, 2007 and 2006
(Unaudited)
     
    2007   2006
    (In Thousands)
         
OPERATING ACTIVITIES        
Net income   $59,475    $84,658 
Adjustments to reconcile net income to net cash flow provided by operating activities:        
  Reserve for regulatory adjustments   658    6,789 
  Other regulatory credits - net   (14,491)   (13,886)
  Depreciation, amortization, and decommissioning   128,963    122,052 
  Deferred income taxes and investment tax credits, and non-current taxes        
   accrued   76,124    (44,980)
  Changes in working capital:        
    Receivables   49,691    (41,738)
    Fuel inventory   (10,150)   (1,659)
    Accounts payable   198,752    (44,275)
    Taxes accrued   (37,161)   95,543 
    Interest accrued   (2,962)   (804)
    Deferred fuel costs   46,850    85,047 
    Other working capital accounts   (245,647)   8,588 
  Provision for estimated losses and reserves   (29)   (829)
  Changes in other regulatory assets   (23,273)   (15,484)
  Other   (1,675)   (13,069)
Net cash flow provided by operating activities   225,125    225,953 
         
INVESTING ACTIVITIES        
Construction expenditures   (150,285)   (121,269)
Allowance for equity funds used during construction   7,396    3,818 
Nuclear fuel purchases   (40,129)  
Proceeds from sale/leaseback of nuclear fuel   42,220   
Proceeds from nuclear decommissioning trust fund sales   14,075    74,895 
Investment in nuclear decommissioning trust funds   (20,290)   (79,353)
Change in money pool receivable - net   (12,152)   (15,567)
Other regulatory investments     (9,888)
Net cash flow used in investing activities   (159,165)   (147,364)
         
FINANCING ACTIVITIES        
Proceeds from the issuance of preferred stock     73,355 
Redemption of preferred stock     (75,885)
Change in money pool payable - net     (27,346)
Dividends paid:        
  Common stock   (30,500)   (34,800)
  Preferred stock   (3,437)   (4,255)
Net cash flow used in financing activities   (33,937)   (68,931)
         
Net increase in cash and cash equivalents   32,023    9,658 
         
Cash and cash equivalents at beginning of period   34,815    9,393 
         
Cash and cash equivalents at end of period   $66,838    $19,051 
         
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:        
  Cash paid/(received) during the period for:        
    Interest - net of amount capitalized   $41,895    $36,185 
    Income taxes   $18,643    ($23,543)
  Noncash financing activities:        
    Proceeds from long-term debt issued for the purpose        
     of refunding other long-term debt     $54,700 
         
See Notes to Financial Statements.        

63

 

 

ENTERGY ARKANSAS, INC.
BALANCE SHEETS
ASSETS
June 30, 2007 and December 31, 2006
(Unaudited)
   
  2007   2006
  (In Thousands)
         
CURRENT ASSETS        
Cash and cash equivalents:        
  Cash   $5,571    $2,849 
  Temporary cash investments - at cost,        
   which approximates market   61,267    31,966 
     Total cash and cash equivalents   66,838    34,815 
Accounts receivable:        
  Customer   81,647    105,347 
  Allowance for doubtful accounts   (15,110)   (15,257)
  Associated companies   61,092    57,554 
  Other   79,122    114,108 
  Accrued unbilled revenues   81,923    66,876 
     Total accounts receivable   288,674    328,628 
Deferred fuel costs     2,157 
Accumulated deferred income taxes   3,042    19,232 
Fuel inventory - at average cost   33,123    22,973 
Materials and supplies - at average cost   105,130    100,061 
Deferred nuclear refueling outage costs   29,013    23,678 
System agreement cost equalization   215,800   
Prepayments and other   25,623    6,368 
TOTAL   767,243    537,912 
         
OTHER PROPERTY AND INVESTMENTS        
Investment in affiliates - at equity   11,205    11,206 
Decommissioning trust funds   456,084    439,408 
Non-utility property - at cost (less accumulated depreciation)   1,444    1,446 
Other   5,390    2,976 
TOTAL   474,123    455,036 
         
UTILITY PLANT        
Electric   6,705,522    6,599,348 
Property under capital lease   3,779    5,260 
Construction work in progress   123,886    113,069 
Nuclear fuel under capital lease   108,607    124,850 
Nuclear fuel   19,138    21,044 
TOTAL UTILITY PLANT   6,960,932    6,863,571 
Less - accumulated depreciation and amortization   3,057,635    2,986,576 
UTILITY PLANT - NET   3,903,297    3,876,995 
         
DEFERRED DEBITS AND OTHER ASSETS        
Regulatory assets:        
  SFAS 109 regulatory asset - net   83,340    93,682 
  Other regulatory assets   566,389    542,052 
Other   37,918    35,359 
TOTAL   687,647    671,093 
         
TOTAL ASSETS   $5,832,310    $5,541,036 
         
See Notes to Financial Statements.        
 
64
 
ENTERGY ARKANSAS, INC.
BALANCE SHEETS
LIABILITIES AND SHAREHOLDERS' EQUITY
June 30, 2007 and December 31, 2006
(Unaudited)
   
  2007   2006
  (In Thousands)
 
CURRENT LIABILITIES        
Accounts payable:        
  Associated companies   $269,257   $64,546
  Other   110,482   117,655
Customer deposits   53,403   49,978
Taxes accrued   -   37,161
Interest accrued   16,617   19,579
Deferred fuel costs   44,693   -
Obligations under capital leases   55,704   56,265
Other   10,141   15,372
TOTAL   560,297   360,556
         
NON-CURRENT LIABILITIES        
Accumulated deferred income taxes and taxes accrued   1,295,353   1,243,855
Accumulated deferred investment tax credits   57,844   59,834
Obligations under capital leases   56,682   73,845
Other regulatory liabilities   113,811   103,350
Decommissioning   488,944   472,810
Accumulated provisions   14,510   14,539
Pension and other postretirement liabilities   259,932   259,147
Long-term debt   1,310,595   1,306,201
Other   98,529   96,623
TOTAL   3,696,200   3,630,204
         
Commitments and Contingencies        
         
SHAREHOLDERS' EQUITY        
Preferred stock without sinking fund   116,350   116,350
Common stock, $0.01 par value, authorized 325,000,000        
 shares; issued and outstanding 46,980,196 shares in 2007        
 and 2006   470   470
Paid-in capital   588,527   588,528
Retained earnings   870,466   844,928
TOTAL   1,575,813   1,550,276
         
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY   $5,832,310   $5,541,036
         
See Notes to Financial Statements.        
         

65

 

ENTERGY ARKANSAS, INC.
SELECTED OPERATING RESULTS
For the Three and Six Months Ended June 30, 2007 and 2006
(Unaudited)
 
 
    Three Months Ended   Increase/    
Description   2007   2006   (Decrease)   %
    (Dollars In Millions)    
Electric Operating Revenues:                
  Residential   $ 126    $ 138    ($ 12)   (9)
  Commercial   83    91    (8)   (9)
  Industrial   81    95    (14)   (15)
  Governmental        
     Total retail   294    328    (34)   (10)
  Sales for resale                
    Associated companies   70    106    (36)   (34)
    Non-associated companies   36    33     
  Other   34    37    (3)   (8)
     Total   $ 434    $ 504    ($ 70)   (14)
                 
Billed Electric Energy                
 Sales (GWh):                
  Residential   1,523    1,591    (68)   (4)
  Commercial   1,383    1,391    (8)   (1)
  Industrial   1,799    1,836    (37)   (2)
  Governmental   67    63     
     Total retail   4,772    4,881    (109)   (2)
  Sales for resale                
    Associated companies   1,578    2,432    (854)   (35)
    Non-associated companies   586    674    (88)   (13)
     Total   6,936    7,987    (1,051)   (13)
                 
                 
    Six Months Ended   Increase/    
Description   2007   2006   (Decrease)   %
    (Dollars In Millions)    
Electric Operating Revenues:                
  Residential   $ 307    $ 289    $ 18   
  Commercial   182    171    11   
  Industrial   183    183     
  Governmental        
     Total retail   681    652    29   
  Sales for resale                
    Associated companies   148    183    (35)   (19)
    Non-associated companies   70    84    (14)   (17)
  Other   38    33      15 
     Total   $ 937    $ 952    ($ 15)   (2)
                 
Billed Electric Energy                
 Sales (GWh):                
  Residential   3,555    3,501    54   
  Commercial   2,711    2,670    41   
  Industrial   3,520    3,615    (95)   (3)
  Governmental   132    128     
     Total retail   9,918    9,914     
  Sales for resale                 
    Associated companies   3,571    4,297    (726)   (17)
    Non-associated companies   1,255    1,531    (276)   (18)
     Total   14,744    15,742    (998)   (6)
                 
                 

66

 

ENTERGY GULF STATES, INC.

MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS

 

Hurricane Rita and Hurricane Katrina

See the Form 10-K for a discussion of the effects of Hurricanes Katrina and Rita, which hit Entergy Gulf States' service territory in the Texas and Louisiana jurisdictions in August and September 2005, which resulted in power outages, significant damage to electric distribution, transmission, and generation and gas infrastructure, and the loss of sales and customers due to mandatory evacuations, and Entergy Gulf States' efforts to recover storm restoration costs. Following are updates to that discussion.

Entergy reached an agreement with one of its excess insurers under which Entergy received $69.5 million in the second quarter 2007 in settlement of its Hurricane Katrina claim with that insurer. Entergy Gulf States was allocated $2.1 million of the proceeds. Entergy Gulf States has received a total of $33.2 million as of June 30, 2007 on its Hurricanes Katrina and Rita insurance claims, including $6.1 million in 2007. Refer to Note 8 to the financial statements in the Form 10-K for a description of Entergy's non-nuclear property insurance coverage.

Storm Cost Recovery Filings with Retail Regulators

In April 2007, the PUCT issued its financing order authorizing the issuance of securitization bonds to recover $353 million of hurricane reconstruction costs and up to $6 million of transaction costs, offset by $32 million of related deferred income tax benefits. In June 2007, Entergy Gulf States Reconstruction Funding I, LLC, a company wholly-owned and consolidated by Entergy Gulf States, issued $329.5 million of senior secured transition bonds (securitization bonds). With the proceeds, Entergy Gulf States Reconstruction Funding purchased from Entergy Gulf States the transition property, which is the right to recover from customers though a transition charge amounts sufficient to service the securitization bonds. Entergy Gulf States began cost recovery through the transition charge in July 2007, and the transition charge is expected to remain in place over a 15-year period. See Note 4 to the financial statements for additional information regarding the securitization bonds.

In February 2007, Entergy Louisiana and Entergy Gulf States filed rebuttal testimony and filed a second supplemental and amending application by which they seek authority from the LPSC to securitize their storm cost recovery and storm reserve amounts, together with certain debt retirement costs and upfront and ongoing costs of the securitized debt issued. Securitization is authorized by a law signed by the Governor of Louisiana in May 2006. The filing updates actual storm-related costs through January 2007 and estimated future costs, including carrying charges, declaring that Entergy Louisiana's costs are $561 million and Entergy Gulf States' costs are $219 million.  The filing also updates the requested storm reserve amounts, requesting $141 million for Entergy Louisiana and $87 million for Entergy Gulf States. Hearings on the quantification of the amounts eligible for securitization began in late-April 2007. At the start of the hearing, a stipulation among Entergy Gulf States, Entergy Louisiana, the LPSC staff, and most other parties in the proceeding was read into the record. The stipulation quantifies the balance of storm restoration costs for recovery as $545 million for Entergy Louisiana and $187 million for Entergy Gulf States, and sets the storm reserve amounts at $152 million for Entergy Louisiana and $87 million for Entergy Gulf States. The stipulation also calls for securitization of the storm restoration costs and storm reserves in those same amounts. Hearings on authorization of securitization of the storm costs and reserves were held in June 2007. On August 1, 2007, the LPSC voted to issue an order approving recovery of the stipulated storm cost recovery and storm reserve amounts plus certain debt retirement and upfront and ongoing costs through securitization financing.

67

Results of Operations

Net Income

Second Quarter 2007 Compared to Second Quarter 2006

Net income decreased $19.7 primarily due to lower net revenue, higher other operation and maintenance expenses, and higher taxes other than income taxes, partially offset by higher other income.

Six Months Ended June 30, 2007 Compared to Six Months Ended June 30, 2006

Net income decreased $37.2 million primarily due to lower net revenue, higher other operation and maintenance expenses, and higher interest and other charges, partially offset by higher other income.

Net Revenue

Second Quarter 2007 Compared to Second Quarter 2006

Net revenue consists of operating revenues net of: 1) fuel, fuel-related expenses, and gas purchased for resale, 2) purchased power expenses, and 3) other regulatory charges. Following is an analysis of the change in net revenue comparing the second quarter of 2007 to the second quarter of 2006.

 

 

Amount

 

 

(In Millions)

 

 

 

2006 net revenue

 

$326.7 

Volume/weather

 

(11.8)

Purchased power capacity

 

(4.7)

Regulatory credits

 

(4.4)

Other

 

2.9 

2007 net revenue

 

$308.7 

The volume/weather variance is primarily due to less favorable weather compared to the same period in 2006 in both the Louisiana and Texas jurisdictions.

The purchased power capacity variance is primarily due to an increase in capacity charges primarily associated with power purchases from the Perryville generating station in addition to new purchased power contracts in 2006. A portion of the increase in purchased power capacity costs is being recovered through base rate increases implemented to recover incremental deferred and ongoing purchased power capacity charges.  The base rate increases are discussed in Note 2 to the financial statements in the Form 10-K.

The variance in other regulatory credits is primarily due to a regulatory credit recorded during the second quarter of 2006 as a result of Entergy Gulf States reinstating the application of regulatory accounting principles to its wholesale business. Refer to "Application of SFAS 71" in Note 1 to the financial statements in the Form 10-K for further discussion.

Other regulatory charges

Other regulatory charges increased primarily due to a regulatory credit recorded during the second quarter of 2006 as a result of Entergy Gulf States reinstating the application of regulatory accounting principles to its wholesale business. Refer to "Application of SFAS 71" in Note 1 to the financial statements in the Form 10-K for further discussion.

68

Six Months Ended June 30, 2007 Compared to Six Months Ended June 30, 2006

Net revenue consists of operating revenues net of: 1) fuel, fuel-related expenses, and gas purchased for resale, 2) purchased power expenses, and 3) other regulatory charges. Following is an analysis of the change in net revenue comparing the six months ended June 30, 2007 to the six months ended June 30, 2006.

 

 

Amount

 

 

(In Millions)

 

 

 

2006 net revenue

 

$621.6 

Fuel recovery

 

(38.1)

Purchased power capacity

 

(11.1)

Volume/weather

 

10.3 

Other

 

4.4 

2007 net revenue

 

$587.1 

The fuel recovery variance resulted primarily from adjustments of fuel clause recoveries in the first quarter of 2006 in Entergy Gulf States' Louisiana jurisdiction and a reserve for potential rate refunds in the first quarter of 2007 in Entergy Gulf States' Texas jurisdiction as a result of a PUCT ruling related to the application of past PUCT rulings addressing transition to competition in Texas.

The purchased power capacity variance is primarily due to an increase in capacity charges primarily associated with power purchases from the Perryville generating station in addition to new purchased power contracts in 2006. A portion of the increase in purchased power capacity costs is being recovered through base rate increases implemented to recover incremental deferred and ongoing purchased power capacity charges. The base rate increases are discussed in Note 2 to the financial statements in the Form 10-K.

The volume/weather variance is primarily due to increased electricity usage, including increased usage during the unbilled sales period. See Note 1 to the financial statements in the Form 10-K for a discussion of the accounting for unbilled revenues.

Gross operating revenues, fuel and purchased power expenses, and other regulatory charges

Gross operating revenues decreased primarily due to a decrease in fuel cost recovery revenues of $106.1 million due to lower fuel rates. The decrease was partially offset by more favorable volume/weather as discussed above, and an increase in gross wholesale revenues.

Fuel and purchased power expenses decreased primarily due to a decrease in the recovery from customers of deferred fuel costs. The decrease was partially offset by an increase in the average market price of non-associated purchased power coupled with an increase in generation requirements.

Other regulatory charges increased primarily due to a regulatory credit recorded during the second quarter of 2006 as a result of Entergy Gulf States reinstating the application of regulatory accounting principles to its wholesale business. Refer to "Application of SFAS 71" in Note 1 to the financial statements in the Form 10-K for further discussion.

69

Other Income Statement Variances

Second Quarter 2007 Compared to Second Quarter 2006

Other operation and maintenance expenses increased primarily due to:

Taxes other than income taxes increased primarily due to a payment in June 2007 for Texas corporate franchise taxes for amended returns filed for the years 1997-2001 as a result of an IRS audit settlement, along with higher Texas city franchise taxes.

Other income increased primarily due to carrying charges on storm restoration costs approved by the PUCT, in addition to interest earned on money pool investments. The PUCT approval and the securitization filing for the recovery of reconstruction costs are discussed in Note 2 to the financial statements in the Form 10-K and Note 2 to the financial statements herein.

Six Months Ended June 30, 2007 Compared to Six Months Ended June 30, 2006

Other operation and maintenance expenses increased primarily due to:

The increase was partially offset by a decrease of $2.9 million due to a fossil plant maintenance outage in the spring 2006, reducing the scope of 2007 maintenance.

Other income increased primarily due to carrying charges on storm restoration costs approved by the PUCT, in addition to interest earned on money pool investments. The PUCT approval and the securitization filing for the recovery of reconstruction costs are discussed in Note 2 to the financial statements in the Form 10-K and Note 2 to the financial statements herein.

Interest and other charges increased primarily due to interest recorded on advances from independent power producers per a FERC order and interest recorded on deferred fuel costs.

Income Taxes

The effective income tax rate was 41.6% for the second quarter of 2007 and 40.8% for the six months ended June 30, 2007. The differences in the effective income tax rates for the second quarter of 2007 and the six months ended June 30, 2007 versus the federal statutory rate of 35.0% is primarily due to book and tax differences related to utility plant items and state income taxes, partially offset by flow-through book and tax timing differences related to a pension payment, book and tax differences related to allowance for equity funds used during construction, and the amortization of investment tax credits.

70

The effective income tax rate was 39.1% for the second quarter of 2006 and 34.2% for the six months ended June 30, 2006. The difference in the effective income tax rate for the second quarter of 2006 versus the federal statutory rate of 35.0% is primarily due to state income taxes and book and tax differences related to utility plant items, partially offset by the amortization of investment tax credits. The difference in the effective income tax rate for the six months ended June 30, 2006 versus the federal statutory rate of 35.0% is primarily due to amortization of investment tax credits and book and tax differences related to the allowance for equity funds used during construction, partially offset by state income taxes.

Liquidity and Capital Resources

Cash Flow

Cash flows for the six months ended June 30, 2007 and 2006 were as follows:

 

 

2007

 

2006

 

 

(In Thousands)

 

 

 

 

 

Cash and cash equivalents at beginning of period

 

$180,381 

 

$25,373 

 

 

 

 

 

Cash flow provided by (used in):

 

 

 

 

 

Operating activities

 

245,575 

 

291,171 

 

Investing activities

 

(246,690)

 

(220,594)

 

Financing activities

 

272,290 

 

(87,268)

Net increase (decrease) in cash and cash equivalents

 

271,175 

 

(16,691)

 

 

 

 

 

Cash and cash equivalents at end of period

 

$451,556 

 

$8,682 

Operating Activities

Net cash provided in operating activities decreased $45.6 million primarily due to the timing of the collection of receivables from customers, decreased recovery of deferred fuel costs, and income tax payments of $9.6 million for the six months ended June 30, 2007 compared to income tax refunds of $60.1 million for the same period in 2006. This decrease was offset by the timing of payments to vendors.

Investing Activities

Net cash used in investing activities increased $26.1 million primarily due to an increase in money pool activity, partially offset by a decrease in construction expenditures of $129.4 million due to storm-related projects in 2006.

Financing Activities

Financing activities provided $272.3 million for the six months ended June 30, 2007 compared to using $87.3 million for the six months ended June 30, 2006 primarily due to the issuance of $329.5 million of securitization bonds and a decrease of $37.5 million in common stock dividends. See Note 4 to the financial statements for details of the securitization bond issuance.

Capital Structure

Entergy Gulf States' capitalization is balanced between equity and debt, as shown in the following table. The increase in the debt to capital percentages as of June 30, 2007 is primarily due to the issuance of securitization bonds in 2007.

71

 

 

June 30,
2007

 

December 31,
2006

 

 

 

 

 

 

Net debt to net capital

 

50.5%

 

50.1%

 

Effect of subtracting cash from debt

 

4.4%

 

1.9%

 

Debt to capital

 

54.9%

 

52.0%

 

Net debt consists of debt less cash and cash equivalents. Debt consists of notes payable, capital lease obligations, preferred stock with sinking fund, and long-term debt, including the currently maturing portion. Capital consists of debt and shareholders' equity. Net capital consists of capital less cash and cash equivalents. Entergy Gulf States uses the net debt to net capital ratio in analyzing its financial condition and believes it provides useful information to its investors and creditors in evaluating Entergy Gulf States' financial condition.

Uses and Sources of Capital

See "MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS - Liquidity and Capital Resources" in the Form 10-K for a discussion of Entergy Gulf States' uses and sources of capital. Following are updates to the information provided in the Form 10-K.

Entergy Gulf States' receivables from the money pool were as follows:

June 30,
2007

 

December 31,
2006

 

June 30,
2006

 

December 31,
2005

(In Thousands)

 

 

 

 

 

 

 

$192,747

 

$75,048

 

$2,982

 

$64,011

See Note 4 to the financial statements in the Form 10-K for a description of the money pool.

Entergy Gulf States had in place as of June 30, 2007, a $50 million line of credit. The line of credit allows Entergy Gulf States to borrow money and to issue letters of credit. $1.4 million in letters of credit were issued under the facility at June 30, 2007, and no borrowings were outstanding. The line of credit terminates in February 2011.

On August 2, 2007, Entergy Gulf States entered into a new, five-year, $200 million credit facility, and expects to downsize its previously existing facility to $2 million. See Part II, Item 5 herein for additional information on the new credit facility, under which there were no borrowings or letters of credit outstanding as of August 8, 2007.

Significant Factors and Known Trends

See "MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS - Significant Factors and Known Trends" in the Form 10-K for a discussion of transition to retail competition; state and local rate regulation; federal regulation; the Energy Policy Act of 2005; industrial, commercial, and wholesale customers; nuclear matters; environmental risks; and litigation risks. Following are updates to the information disclosed in the Form 10-K.

Transition to Retail Competition

See the Form 10-K for a discussion of the current Texas legislation and Entergy Gulf States' proposed transition to competition plan.

As required by the June 2005 legislation, Entergy Gulf States filed its proposed transition to competition plan in December 2006. The plan provides that to achieve full customer choice, Entergy Gulf States should join ERCOT because ERCOT already has all of the prerequisites for retail choice. Pursuant to PUCT order, on June 4, 2007 Entergy Gulf States filed a restatement of the plan, in which Entergy Gulf States requested that the PUCT approve a "Financial Stability Provision" that is designed to ensure that Entergy Gulf States' proposed integration with ERCOT will not, during the necessary construction period, cause certain Entergy Gulf States' credit metrics and rating to decrease. The June 4,

 

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2007 filing also proposes a rule making process and recognizes that legislative action might be needed to accomplish the required infrastructure improvements. Under Entergy Gulf States' plan, retail open access could commence as early as 2013. Entergy Gulf States' plan includes an estimate that direct construction costs for facilities to interconnect Entergy Gulf States' Texas operations with ERCOT could be approximately $1 billion. The Texas Legislature did not pass legislation addressing Entergy Gulf States' transition plan before adjourning its 2007 session. PUCT hearings on Entergy Gulf States' plan began in May 2007, were abated, and were then completed in July 2007. A PUCT decision on Entergy Gulf States' plan is expected in the third quarter 2007.

Jurisdictional Separation Plan

In March 2007, Entergy Gulf States filed an application with the FERC requesting authorization to implement its jurisdictional separation plan that will result in the restructuring of Entergy Gulf States into two separate utilities, one subject solely to the retail jurisdiction of the LPSC (EGS-LA) and the other subject solely to the retail jurisdiction of the PUCT (ETI). The FERC approved the application in July 2007.

In addition to the terms of the plan described in the Form 10-K, additional terms of the plan include that EGS-LA will retain the entirety of Entergy Gulf States' outstanding long-term debt. Under one or more debt assumption agreements with EGS-LA, ETI would assume a portion of this long-term debt primarily allocable to the portion of Entergy Gulf States' assets allocated to ETI. EGS-LA will record an assumption asset to reflect the long-term debt assumed by ETI. ETI would, basically, grant EGS-LA a first lien on its assets to secure its debt obligations under the debt assumption agreement or agreements. ETI would have three years, basically, from the date of separation to pay off the assumed debt. In addition, under the proposal, the currently outstanding preferred stock of Entergy Gulf States would be redeemed as part of the jurisdictional separation.

Entergy Gulf States has also filed with the FERC an application, on behalf of ETI, for authority from the end of 2007 through March 31, 2010 to issue up to $200 million of short-term debt, up to $300 million of tax-exempt bonds, and up to $1.4 billion of other long-term securities, including common and preferred stock and long-term debt. Entergy Gulf States, on behalf of EGS-LA, has filed a similar FERC application for authority over the same time period to issue up to $200 million of short-term debt, up to $500 million of tax-exempt bonds and up to $750 million of other long-term securities, including common and preferred membership units and long-term debt.

In May 2007 Entergy Gulf States filed with the NRC an application for transfer of the River Bend operating license. Additional FERC filings will also be made before the separation can occur. In addition, under the LPSC order approving the jurisdictional separation plan, jurisdictional separation will not occur if Entergy Gulf States cannot obtain reasonable assurances from the rating agencies that upon the separation there will not be a downgrade in ETI's or EGS-LA's credit ratings from Entergy Gulf States' credit ratings. Entergy Gulf States' current target for completing the jurisdictional separation is projected to be the end of 2007.

State and Local Rate Regulation

In March 2007, Entergy Gulf States filed a request with the PUCT to refund $78.5 million, including interest, of fuel cost recovery over-collections through January 2007. In June 2007, the PUCT approved a unanimous stipulation and settlement agreement that updated the over-collection balance through April 2007 and established a refund amount, including interest, of $109.4 million. The refund will be made over a two-month period beginning with the first billing cycle in July 2007. Amounts refunded through the interim fuel refund are subject to final reconciliation in a future fuel reconciliation proceeding.

In May 2006, Entergy Gulf States filed with the PUCT a fuel and purchased power reconciliation case covering the period September 2003 through December 2005 for costs recoverable through the Texas fixed fuel factor rate and the incremental purchased capacity recovery rider. Entergy Gulf States is reconciling $1.6 billion of fuel and purchased power costs on a Texas retail basis. A hearing was conducted before administrative law judges (ALJs) in April 2007. On July 24, 2007, the ALJs issued a proposal for decision recommending that Entergy Gulf States be authorized to reconcile all of its requested Texas fixed fuel factor expenses and recommending a minor adjustment to the incremental

 

73

 

 purchased capacity recovery calculation. The ALJs also recommend granting an exception to PUCT rules to allow for recovery of an additional $11.4 million in Texas-jurisdictional purchased power capacity costs. The PUCT is scheduled to consider the proposal for decision during its August 16, 2007 open meeting.

In May 2006, Entergy Gulf States made its formula rate plan filing with the LPSC for the 2005 test year. Entergy Gulf States modified the filing in August 2006 to reflect an 11.1% return on equity which is within the allowed bandwidth. The modified filing includes a formula rate plan increase of $17.2 million annually that provides for 1) interim recovery of $10.5 million of storm costs from Hurricanes Katrina and Rita and 2) recovery of $6.7 million of LPSC-approved incremental deferred and ongoing capacity costs. The increase was implemented, subject to refund, with the first billing cycle of September 2006. In May 2007 the LPSC approved a settlement between Entergy Louisiana and the LPSC Staff, affirming the rates that were implemented in September 2006.

In May 2007, Entergy Gulf States made its formula rate plan filing with the LPSC for the 2006 test year. The filing reflected a 10.0% return on equity which is within the allowed bandwidth. The filing includes three adjustments that result in a formula rate plan decrease of $23 million annually: 1) cessation of interim Hurricanes Katrina and Rita cost recovery, in anticipation of securitized storm cost recovery; 2) reduction of the storm cost accrual, in anticipation of a securitized storm reserve; and 3) reduced capacity costs compared to the 2005 test year.

In January 2007, Entergy Gulf States filed with the LPSC its gas rate stabilization plan for the test year ending September 30, 2006.  The filing showed a revenue deficiency of $3.5 million based on an ROE mid-point of 10.5%.  In March 2007, Entergy Gulf States filed a set of rate and rider schedules that reflected all proposed LPSC staff adjustments and implemented a $2.4 million base rate increase effective with the first billing cycle of April 2007 pursuant to the rate stabilization plan. 

Federal Regulation

See "System Agreement Proceedings", "Independent Coordinator of Transmission", and "Available Flowgate Capacity Proceeding" in the "Significant Factors and Known Trends" section of Entergy Corporation and Subsidiaries Management's Financial Discussion and Analysis for updates to the discussion in the Form 10-K.

Critical Accounting Estimates

See "MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS - Critical Accounting Estimates" in the Form 10-K for a discussion of the estimates and judgments necessary in Entergy Gulf States' accounting for nuclear decommissioning costs, the application of SFAS 71, unbilled revenue, and qualified pension and other postretirement benefits.

New Accounting Pronouncements

See "New Accounting Pronouncements" section of Entergy Corporation and Subsidiaries Management's Financial Discussion and Analysis for a discussion of new accounting pronouncements.

74

 

ENTERGY GULF STATES, INC.
CONSOLIDATED INCOME STATEMENTS
For the Three and Six Months Ended June 30, 2007 and 2006
(Unaudited)
 
  Three Months Ended   Six Months Ended
    2007   2006   2007   2006
    (In Thousands)   (In Thousands)
                 
OPERATING REVENUES                
Electric   $864,568    $867,504    $1,659,822    $1,723,294 
Natural gas   17,090    13,611    55,018    51,027 
TOTAL   881,658    881,115    1,714,840    1,774,321 
                 
OPERATING EXPENSES                
Operation and Maintenance:                
  Fuel, fuel-related expenses, and                
   gas purchased for resale   192,623    215,255    432,190    500,130 
  Purchased power   376,395    337,834    683,199    650,926 
  Nuclear refueling outage expenses   3,816    4,427    7,472    9,101 
  Other operation and maintenance   141,275    123,996    267,129    245,553 
Decommissioning   2,902    2,676    5,745    5,297 
Taxes other than income taxes   34,830    31,663    66,142    67,688 
Depreciation and amortization   53,060    52,484    105,475    101,179 
Other regulatory charges - net   3,986    1,369    12,344    1,638 
TOTAL   808,887    769,704    1,579,696    1,581,512 
                  
OPERATING INCOME   72,771    111,411    135,144    192,809 
                 
OTHER INCOME                
Allowance for equity funds used during construction   1,999    1,755    6,430    7,801 
Interest and dividend income   15,920    6,366    32,294    14,469 
Miscellaneous - net   659    510    659    (402)
TOTAL   18,578    8,631    39,383    21,868 
                 
INTEREST AND OTHER CHARGES  
Interest on long-term debt   34,797    34,339    69,690    67,992 
Other interest - net   3,122    1,901    8,466    3,997 
Allowance for borrowed funds used during construction   (1,285)   (1,093)   (4,173)   (4,401)
TOTAL   36,634    35,147    73,983    67,588 
                 
INCOME BEFORE INCOME TAXES   54,715    84,895    100,544    147,089 
                 
Income taxes   22,755    33,191    40,987    50,336 
                 
NET INCOME   31,960    51,704    59,557    96,753 
                 
Preferred dividend requirements and other   929    1,009    1,891    2,031 
                 
                 
EARNINGS APPLICABLE TO COMMON STOCK   $31,031    $50,695    $57,666    $94,722 
                 
See Notes to Financial Statements.                

 

 

75

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

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76

 

 

ENTERGY GULF STATES, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
For the Six Months Ended June 30, 2007 and 2006
(Unaudited)
     
    2007   2006
    (In Thousands)
         
OPERATING ACTIVITIES        
Net income   $59,557    $96,753 
Adjustments to reconcile net income to net cash flow provided by operating activities:        
  Reserve for regulatory adjustments   11,534    5,947 
  Other regulatory charges - net   12,344    1,638 
  Depreciation, amortization, and decommissioning   111,220    106,476 
  Deferred income taxes, investment tax credits, and non-current taxes accrued   (11,844)   68,469 
  Changes in working capital:        
    Receivables   (171,125)   121,874 
    Fuel inventory   (14,410)   (11,349)
    Accounts payable   40,920    (75,267)
    Taxes accrued   (12,913)   40,836 
    Interest accrued   58    (772)
    Deferred fuel costs   25,258    55,433 
    Other working capital accounts   133,953    16,861 
  Provision for estimated losses and reserves   (1,163)   (2,856)
  Changes in other regulatory assets   10,539    (124,690)
  Other   51,647    (8,182)
Net cash flow provided by operating activities   245,575    291,171 
         
INVESTING ACTIVITIES        
Construction expenditures   (139,892)   (269,310)
Allowance for equity funds used during construction   6,430    7,801 
Insurance proceeds   6,580   
Nuclear fuel purchases   (7,542)   (38,233)
Proceeds from sale/leaseback of nuclear fuel   9,923    37,523 
Proceeds from nuclear decommissioning trust fund sales   29,533    35,710 
Investment in nuclear decommissioning trust funds   (36,404)   (42,406)
Change in money pool receivable - net   (117,699)   61,028 
Changes in other investments - net   2,381    915 
Other regulatory investments     (13,622)
Net cash flow used in investing activities   (246,690)   (220,594)
         
FINANCING ACTIVITIES        
Proceeds from the issuance of long-term debt   321,938   
Redemption of preferred stock   (2,250)   (2,250)
Dividends paid:        
  Common stock   (45,500)   (83,000)
  Preferred stock   (1,898)   (2,018)
Net cash flow provided by (used in) financing activities   272,290    (87,268)
         
Net increase (decrease) in cash and cash equivalents   271,175    (16,691)
         
Cash and cash equivalents at beginning of period   180,381    25,373 
         
Cash and cash equivalents at end of period   $451,556    $8,682 
         
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:        
Cash paid/(received) during the period for:        
  Interest - net of amount capitalized   $73,694    $68,007 
  Income taxes   $9,559    ($60,096)
         
See Notes to Financial Statements.        

77

 

ENTERGY GULF STATES, INC.
CONSOLIDATED BALANCE SHEETS
ASSETS
June 30, 2007 and December 31, 2006
(Unaudited)
       
  2007   2006
  (In Thousands)
       
CURRENT ASSETS          
Cash and cash equivalents:           
  Cash     $4,241    $2,923 
  Temporary cash investments - at cost,          
   which approximates market     447,315    177,458 
     Total cash and cash equivalents     451,556    180,381 
Accounts receivable:          
  Customer     157,494    146,144 
  Allowance for doubtful accounts     (1,826)   (1,618)
  Associated companies     325,702    106,990 
  Other     94,873    50,811 
  Accrued unbilled revenues     91,081    79,538 
     Total accounts receivable     667,324    381,865 
Accumulated deferred income taxes     12,487    20,352 
Fuel inventory - at average cost     83,621    69,211 
Materials and supplies - at average cost     125,031    120,245 
Deferred nuclear refueling outage costs     6,083    12,971 
Prepayments and other     24,218    16,725 
TOTAL     1,370,320    801,750 
           
OTHER PROPERTY AND INVESTMENTS        
Decommissioning trust funds     359,298    344,911 
Non-utility property - at cost (less accumulated depreciation)     95,037    94,776 
Other     29,335    25,218 
TOTAL     483,670    464,905 
           
UTILITY PLANT        
Electric     8,941,273    8,857,166 
Natural gas     95,832    92,368 
Construction work in progress     164,630    149,392 
Nuclear fuel under capital lease     63,755    73,422 
Nuclear fuel     8,481    10,821 
TOTAL UTILITY PLANT     9,273,971    9,183,169 
Less - accumulated depreciation and amortization     4,339,792    4,263,307 
UTILITY PLANT - NET     4,934,179    4,919,862 
           
DEFERRED DEBITS AND OTHER ASSETS        
Regulatory assets:          
  SFAS 109 regulatory asset - net     464,606    465,259 
  Other regulatory assets     971,050    1,001,016 
  Deferred fuel costs     100,124    100,124 
Long-term receivables     6,840    9,833 
Other     35,769    23,928 
TOTAL     1,578,389    1,600,160 
           
TOTAL ASSETS     $8,366,558    $7,786,677 
           
See Notes to Financial Statements.          
 
78
 
ENTERGY GULF STATES, INC.
CONSOLIDATED BALANCE SHEETS
LIABILITIES AND SHAREHOLDERS' EQUITY
June 30, 2007 and December 31, 2006
(Unaudited)
 
  2007   2006
  (In Thousands)
 
CURRENT LIABILITIES        
Accounts payable:          
  Associated companies     $131,860    $79,584 
  Other     181,794    200,746 
Customer deposits     72,818    68,844 
Taxes accrued     14,868    27,781 
Interest accrued     34,541    34,483 
Deferred fuel costs     51,520    26,262 
Obligations under capital leases     24,769    24,769 
Pension and other postretirement liabilities     7,809    7,662 
System agreement cost equalization     102,900   
Other     63,959    31,933 
TOTAL     686,838    502,064 
           
NON-CURRENT LIABILITIES        
Accumulated deferred income taxes and taxes accrued     1,852,073    1,803,461 
Accumulated deferred investment tax credits     124,349    127,202 
Obligations under capital leases     38,986    48,653 
Other regulatory liabilities     64,663    53,648 
Decommissioning and asset retirement cost liabilities     199,295    191,036 
Transition to competition     79,098    79,098 
Accumulated provisions     22,508    21,245 
Pension and other postretirement liabilities     126,990    141,834 
Long-term debt     2,688,414    2,358,327 
Preferred stock with sinking fund     8,250    10,500 
Other     209,381    196,731 
TOTAL     5,414,007    5,031,735 
           
Commitments and Contingencies          
           
SHAREHOLDERS' EQUITY        
Preferred stock without sinking fund     47,327    47,327 
Common stock, no par value, authorized 200,000,000          
 shares; issued and outstanding 100 shares in 2007 and 2006     114,055    114,055 
Paid-in capital     1,457,486    1,457,486 
Retained earnings     666,090    653,924 
Accumulated other comprehensive loss     (19,245)   (19,914)
TOTAL     2,265,713    2,252,878 
           
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY     $8,366,558    $7,786,677 
           
See Notes to Financial Statements.          

79

 

ENTERGY GULF STATES, INC.
CONSOLIDATED STATEMENTS OF RETAINED EARNINGS AND COMPREHENSIVE INCOME
For the Three and Six Months Ended June 30, 2007 and 2006
(Unaudited)
                     
        Three Months Ended
        2007   2006
        (In Thousands)
RETAINED EARNINGS                    
Retained Earnings - Beginning of period       $646,959        $703,129     
                     
  Add: Net Income       31,960    $31,960    51,704    $51,704 
                     
  Deduct:                     
    Dividends declared on common stock       11,900        83,000     
    Preferred dividend requirements and other       929    929    1,009    1,009 
        12,829        84,009     
                     
Retained Earnings - End of period       $666,090        $670,824     
                     
ACCUMULATED OTHER COMPREHENSIVE                    
LOSS (Net of Taxes):                    
Balance at beginning of period:                    
  Pension and other postretirement liabilities       ($19,580)       $ -     
  Other accumulated comprehensive income items             (1,354)    
                     
Pension and other postretirement liabilities (net of tax expense of $326)       335    335       
Net unrealized investment gains           (879)   (879)
                     
Balance at end of period:                    
  Pension and other postretirement liabilities       (19,245)          
  Other accumulated comprehensive income items             (2,233)    
     Total       ($19,245)       ($2,233)    
Comprehensive Income           $31,366        $49,816 
                     
                     
        Six Months Ended
        2007   2006
        (In Thousands)
RETAINED EARNINGS                    
Retained Earnings - Beginning of period       $653,924        $659,102     
                     
  Add: Net Income       59,557    $59,557    96,753    $96,753 
                     
  Deduct:                    
    Dividends declared on common stock       45,500        83,000     
    Preferred dividend requirements and other       1,891    1,891    2,031    2,031 
        47,391        85,031     
                     
Retained Earnings - End of period       $666,090        $670,824     
                     
ACCUMULATED OTHER COMPREHENSIVE                    
LOSS (Net of Taxes):                    
\                    
Pension and other postretirement liabilities       ($19,914)       $ -     
Other accumulated comprehensive income items             (1,409)    
                     
Pension and other postretirement liabilities (net of tax expense of $652)       669    669       
Net unrealized investment gains           (824)   (824)
                     
Balance at end of period:                    
  Pension and other postretirement liabilities       (19,245)          
  Other accumulated comprehensive income items             (2,233)    
    Total       ($19,245)       ($2,233)    
Comprehensive Income           $58,335        $93,898 
                     
                     
See Notes to Financial Statements.                    
                     
                     

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ENTERGY GULF STATES, INC.
SELECTED OPERATING RESULTS
For the Three and Six Months Ended June 30, 2007 and 2006
(Unaudited)
 
                 
    Three Months Ended   Increase/    
Description   2007   2006   (Decrease)   %
    (Dollars In Millions)    
Electric Operating Revenues:                
  Residential   $238   $258   ($20)   (8)
  Commercial   208   212   (4)   (2)
  Industrial   284   284    
  Governmental   12   11    
     Total retail   742   765   (23)   (3)
  Sales for resale                
    Associated companies   39   21   18    86 
    Non-associated companies   52   48    
  Other   32   34   (2)   (6)
     Total   $865   $868   ($3)  
                 
Billed Electric Energy                
 Sales (GWh):                
  Residential   2,210   2,352   (142)   (6)
  Commercial   2,160   2,158    
  Industrial   3,918   3,831   87   
  Governmental   109   110   (1)   (1)
     Total retail   8,397   8,451   (54)   (1)
  Sales for resale                
    Associated companies   481   567   (86)   (15)
    Non-associated companies   693   678   15   
     Total   9,571   9,696   (125)   (1)
                 
                 
    Six Months Ended   Increase/    
Description   2007   2006   (Decrease)   %
    (Dollars In Millions)    
Electric Operating Revenues:                
  Residential   $480   $498   ($18)   (4)
  Commercial   402   422   (20)   (5)
  Industrial   539   601   (62)   (10)
  Governmental   23   24   (1)   (4)
     Total retail   1,444   1,545   (101)   (7)
  Sales for resale                
    Associated companies   66   48   18    38 
    Non-associated companies   102   99    
  Other   48   31   17    55 
     Total   $1,660   $1,723   ($63)   (4)
                 
Billed Electric Energy                
 Sales (GWh):                
  Residential   4,532   4,448   84   
  Commercial   4,184   4,128   56   
  Industrial   7,502   7,510   (8)  
  Governmental   221   222   (1)  
     Total retail   16,439   16,308   131   
  Sales for resale                
    Associated companies   1,234   1,153   81   
    Non-associated companies   1,544   1,295   249    19 
     Total   19,217   18,756   461   
                 

81

 

ENTERGY LOUISIANA, LLC

MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS

 

Hurricane Rita and Hurricane Katrina

See the Form 10-K for a discussion of the effects of Hurricanes Katrina and Rita, which caused catastrophic damage to Entergy Louisiana's service territory in August and September 2005, including the effect of extensive flooding that resulted from levee breaks in and around Entergy Louisiana's service territory, and Entergy Louisiana's efforts to recover storm restoration costs.

In February 2007, Entergy Louisiana and Entergy Gulf States filed rebuttal testimony and filed a second supplemental and amending application by which they seek authority from the LPSC to securitize their storm cost recovery and storm reserve amounts, together with certain debt retirement costs and upfront and ongoing costs of the securitized debt issued. Securitization is authorized by a law signed by the Governor of Louisiana in May 2006. The filing updates actual storm-related costs through January 2007 and estimated future costs, including carrying charges, declaring that Entergy Louisiana's costs are $561 million and Entergy Gulf States' costs are $219 million.  The filing also updates the requested storm reserve amounts, requesting $141 million for Entergy Louisiana and $87 million for Entergy Gulf States. Hearings on the quantification of the amounts eligible for securitization began in late-April 2007. At the start of the hearing, a stipulation among Entergy Gulf States, Entergy Louisiana, the LPSC staff, and most other parties in the proceeding was read into the record. The stipulation quantifies the balance of storm restoration costs for recovery as $545 million for Entergy Louisiana and $187 million for Entergy Gulf States, and sets the storm reserve amounts at $152 million for Entergy Louisiana and $87 million for Entergy Gulf States. The stipulation also calls for securitization of the storm restoration costs and storm reserves in those same amounts. Hearings on authorization of securitization of the storm costs and reserves were held in June 2007. On August 1, 2007, the LPSC voted to issue an order approving recovery of the stipulated storm cost recovery and storm reserve amounts plus certain debt retirement and upfront and ongoing costs through securitization financing.

Entergy reached an agreement with one of its excess insurers under which Entergy received $69.5 million in the second quarter 2007 in settlement of its Hurricane Katrina claim with that insurer. Entergy Louisiana was allocated $9.7 million of the proceeds. Entergy Louisiana has received a total of $24.8 million as of June 30, 2007 on its Hurricanes Katrina and Rita insurance claims, including $12.0 million in 2007. Refer to Note 8 to the financial statements in the Form 10-K for a description of Entergy's non-nuclear property insurance coverage.

Results of Operations

Net Income

Second Quarter 2007 Compared to Second Quarter 2006

Net income decreased $7.2 million primarily due to higher other operation and maintenance expenses and lower other income.

Six Months Ended June 30, 2007 Compared to Six Months Ended June 30, 2006

Net income remained relatively unchanged as higher net revenue was offset by higher other operation and maintenance expenses, higher depreciation and amortization expenses, lower other income, and higher interest and other charges.

82

Net Revenue

Second Quarter 2007 Compared to Second Quarter 2006

Net revenue consists of operating revenues net of: 1) fuel, fuel-related expenses, and gas purchased for resale, 2) purchased power expenses, and 3) other regulatory charges (credits). Following is an analysis of the change in net revenue comparing the second quarter of 2007 to the second quarter of 2006.

 

 

Amount

 

 

(In Millions)

 

 

 

2006 net revenue

 

$245.0 

Base revenues

 

28.0 

Purchased power capacity

 

(28.2)

Other

 

1.6 

2007 net revenue

 

$246.4 

The base revenues variance is primarily due to increases effective September 2006 for the 2005 formula rate plan filing to recover LPSC-approved incremental deferred and ongoing capacity costs and for the interim recovery of storm costs. See Note 2 to the financial statements in the Form 10-K for a discussion of the formula rate plan filing.

The purchased power capacity variance is primarily due to higher purchased power capacity charges and the amortization of capacity charges effective September 2006 as a result of the formula rate plan filing in May 2006. A portion of the purchased power capacity costs is offset in base revenues due to a base rate increase implemented to recover incremental deferred and ongoing purchased power capacity charges, as mentioned above. See Note 2 to the financial statements in the Form 10-K for a discussion of the formula rate plan filing.

Gross operating revenues, fuel and purchased power expenses, and other regulatory charges (credits)

Gross operating revenues increased primarily due to an increase of $67.2 million in fuel cost recovery revenues due to higher fuel rates and an increase of $28.0 million in base revenues, as discussed above.

Fuel and purchased power expenses increased primarily due to increases in the average market prices of natural gas and purchased power and an increase in the recovery from customers of deferred fuel costs.

Other regulatory credits decreased primarily due to the deferral of capacity charges in 2006 in addition to the amortization of these capacity charges in 2007 as a result of the May 2006 formula rate plan filing (for the 2005 test year) with the LPSC to recover such costs through base rates effective September 2006.

83

Six Months Ended June 30, 2007 Compared to Six Months Ended June 30, 2006

Net revenue consists of operating revenues net of: 1) fuel, fuel-related expenses, and gas purchased for resale, 2) purchased power expenses, and 3) other regulatory charges (credits). Following is an analysis of the change in net revenue comparing the six months ended June 30, 2007 to the six months ended June 30, 2006.

 

 

Amount

 

 

(In Millions)

 

 

 

2006 net revenue

 

$432.5 

Base revenues

 

55.2 

Volume/weather

 

26.7 

Purchased power capacity

 

(58.6)

Other

 

5.0 

2007 net revenue

 

$460.8 

The base revenues variance is primarily due to increases effective September 2006 for the 2005 formula rate plan filing to recover LPSC-approved incremental deferred and ongoing capacity costs and for the interim recovery of storm costs. See Note 2 to the financial statements in the Form 10-K for a discussion of the formula rate plan filing.

The volume/weather variance is due to increased electricity usage in all sectors, including electricity sales during the unbilled service period. Billed retail electricity usage increased a total of 570 GWh in all sectors. See Note 1 to the financial statements in the Form 10-K for a discussion of the accounting for unbilled revenues.

The purchased power capacity variance is primarily due to higher purchased power capacity charges and the amortization of capacity charges effective September 2006 as a result of the formula rate plan filing in May 2006. A portion of the purchased power capacity costs is offset in base revenues due to a base rate increase implemented to recover incremental deferred and ongoing purchased power capacity charges, as mentioned above. See Note 2 to the financial statements in the Form 10-K for a discussion of the formula rate plan filing.

Gross operating revenues, fuel and purchased power expenses, and other regulatory charges (credits)

Gross operating revenues increased primarily due to:

The increase was partially offset by a decrease of $26.8 million in gross wholesale revenue due to decreased sales to affiliated systems.

Fuel and purchased power expenses increased primarily due to an increase in the average market price of purchased power, an increase in net area demand, and an increase in the recovery from customers of deferred fuel costs.

Other regulatory credits decreased primarily due to the deferral of capacity charges in 2006 in addition to the amortization of these capacity charges in 2007 as a result of the May 2006 formula rate plan filing (for the 2005 test year) with the LPSC to recover such costs through base rates effective September 2006.

84

Other Income Statement Variances

Second Quarter 2007 Compared to Second Quarter 2006

Other operation and maintenance expenses increased primarily due to:

The increase was partially offset by a decrease of $1.0 million in customer service costs, including a decrease in customer write-offs.

Other income decreased primarily due to a decrease in interest earned on deferred capacity charges as a result of the recovery of deferred capacity charges.  Also contributing to the decrease was a decrease in the allowance for equity funds used during construction due to more construction work in progress in 2006 as a result of Hurricanes Katrina and Rita.

Six Months Ended June 30, 2007 Compared to Six Months Ended June 30, 2006

Other operation and maintenance expenses increased primarily due to:

The increase was partially offset by a decrease of $2.9 million in customer service costs, including a decrease in customer write-offs.

Depreciation and amortization expenses increased primarily due to a revision made in the first quarter of 2006 of estimated depreciable lives involving certain intangible assets and an increase in plant in service.

Other income decreased primarily due to:

 

85

 

Interest and other charges increased primarily due to a higher allowance for borrowed funds used during construction in 2006 as a result of Hurricanes Katrina and Rita.

Income Taxes

The effective income tax rate was 39.7% for the second quarter of 2007 and 38% for the six months ended June 30, 2007. The difference in the effective income tax rate for the second quarter of 2007 and the six months ended June 30, 2007 versus the federal statutory rate of 35.0% is primarily due to book and tax differences related to utility plant items and state income taxes, partially offset by book and tax differences related to the allowance for equity funds used during construction and the amortization of investment tax credits and excess deferred income taxes.

The effective income tax rate was 38.4% for the second quarter of 2006 and 38.9% for the six months ended June 30, 2006. The difference in the effective income tax rate for the second quarter of 2006 and the six months ended June 30, 2006 versus the federal statutory rate of 35.0% is primarily due to book and tax differences related to utility plant items and state income taxes, partially offset by book and tax differences related to the allowance for equity funds used during construction and the amortization of investment tax credits.

Liquidity and Capital Resources

Cash Flow

Cash flows for the six months ended June 30, 2007 and 2006 were as follows:

 

 

2007

 

2006

 

 

(In Thousands)

 

 

 

 

 

Cash and cash equivalents at beginning of period

 

$2,743 

 

$105,285 

 

 

 

 

 

Cash flow provided by (used in):

 

 

 

 

 

Operating activities

 

141,156 

 

231,532 

 

Investing activities

 

(130,609)

 

(287,995)

 

Financing activities

 

(10,548)

 

(45,983)

Net decrease in cash and cash equivalents

 

(1)

 

(102,446)

 

 

 

 

 

Cash and cash equivalents at end of period

 

$2,742 

 

$2,839 

Operating Activities

Cash flow from operations decreased $90.4 million for the six months ended June 30, 2007 compared to the six months ended June 30, 2006 primarily due to timing of collections of receivables from customers and payments to vendors, including the catch-up in receivable collections in 2006 due to delays caused by the hurricanes in 2005, and income tax payments of $29.7 million in 2007, partially offset by increased recovery of deferred fuel costs.

Investing Activities

The decrease of $157.4 million in net cash used by investing activities for the six months ended June 30, 2007 compared to the six months ended June 30, 2006 is primarily due to:

86

Financing Activities

The decrease of $35.4 million in net cash used for financing activities for the six months ended June 30, 2007 compared to the six months ended June 30, 2006 is primarily due to the payment of $40 million on a credit facility in 2006, money pool activity, and the retirement of $25 million of long-term debt in 2006.

Capital Structure

Entergy Louisiana's capitalization is balanced between equity and debt, as shown in the following table.

 

 

June 30,
2007

December 31,
2006

 

 

Net debt to net capital

 

45.1%

46.4%

Effect of subtracting cash from debt

 

0.1%

-   

Debt to capital

 

45.2%

46.4%

Net debt consists of debt less cash and cash equivalents. Debt consists of notes payable, capital lease obligations, and long-term debt, including the currently maturing portion. Capital consists of debt and members' equity. Net capital consists of capital less cash and cash equivalents. Entergy Louisiana uses the net debt to net capital ratio in analyzing its financial condition and believes it provides useful information to its investors and creditors in evaluating Entergy Louisiana's financial condition.

Uses and Sources of Capital

See "MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS - Liquidity and Capital Resources" in the Form 10-K for a discussion of Entergy Louisiana's uses and sources of capital.

In April 2007, Entergy Louisiana announced that it plans to pursue the self-build solid fuel repowering of a 538 MW unit at its Little Gypsy plant.  Petroleum coke will be the unit's primary fuel source.  In July 2007 Entergy Louisiana filed with the LPSC for approval of the repowering project, and stated that it expects to spend $1.55 billion on the project. In addition to seeking a finding that the project is in the public interest, the filing with the LPSC asks that Entergy Louisiana be allowed to recover a portion of the project's financing costs during the construction period. Entergy Louisiana expects the project to be completed in 2011-2012. The planned capital investment estimate in the Form 10-K included capital required for a project of this type, although Entergy Louisiana now expects to spend approximately $100 million more through 2009 than the amounts included in the Form 10-K for the project.

Entergy Louisiana's payables to the money pool were as follows:

June 30,
2007

 

December 31,
2006

 

June 30,
2006

 

December 31,
2005

(In Thousands)

 

 

 

 

 

 

 

($46,968)

 

($54,041)

 

($90,879)

 

($68,677)

See Note 4 to the financial statements in the Form 10-K for a description of the money pool.

On August 2, 2007, Entergy Louisiana entered into a five-year, $200 million credit facility. See Part II, Item 5 herein for additional information on the new credit facility, under which there were no borrowings or letters of credit outstanding as of August 8, 2007.

87

Significant Factors and Known Trends

See "MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS - Significant Factors and Known Trends" in the Form 10-K for a discussion of state and local rate regulation, federal regulation, the Energy Policy Act of 2005, utility restructuring, nuclear matters, environmental risks, and litigation risks. Following are updates to the information provided in the Form 10-K.

State and Local Rate Regulation

In May 2007, Entergy Louisiana made its formula rate plan filing with the LPSC for the 2006 test year, indicating a 7.6% return on equity. If the LPSC approves Entergy Louisiana's request for recovery of $39.8 million in unrecovered fixed costs associated with the loss of customers that resulted from Hurricanes Katrina and Rita, the ROE would increase to 9.4%, which is within the band of no change adjacent to the lower end of the sharing bandwidth. Other adjustments included in the filing that result ultimately in a formula rate plan decrease of $6.9 million annually include: 1) cessation of interim Hurricanes Katrina and Rita cost recovery, in anticipation of securitized storm cost recovery; 2) reduction of the storm cost accrual, in anticipation of a securitized storm reserve; and 3) reduced capacity costs in the 2006 test year compared to the 2005 test year.

Federal Regulation

See "System Agreement Proceedings", "Independent Coordinator of Transmission", and "Available Flowgate Capacity Proceeding" in the "Significant Factors and Known Trends" section of Entergy Corporation and Subsidiaries Management's Financial Discussion and Analysis for updates to the discussion in the Form 10-K.

Critical Accounting Estimates

See "MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS - Critical Accounting Estimates" in the Form 10-K for a discussion of the estimates and judgments necessary in Entergy Louisiana's accounting for nuclear decommissioning costs, unbilled revenue, and qualified pension and other postretirement benefits.

New Accounting Pronouncements

See "New Accounting Pronouncements" section of Entergy Corporation and Subsidiaries Management's Financial Discussion and Analysis for a discussion of new accounting pronouncements.

88

ENTERGY LOUISIANA, LLC
INCOME STATEMENTS
For the Three and Six Months Ended June 30, 2007 and 2006
(Unaudited)
 
  Three Months Ended   Six Months Ended
    2007   2006   2007   2006
    (In Thousands)   (In Thousands)
                 
OPERATING REVENUES                
Electric   $656,299    $550,580    $1,273,778    $1,102,637 
                 
OPERATING EXPENSES                
Operation and Maintenance:                
  Fuel, fuel-related expenses, and                
   gas purchased for resale   172,762    105,470    366,718    309,474 
  Purchased power   226,165    212,053    423,928    388,667 
  Nuclear refueling outage expenses   4,418    4,263    8,615    8,497 
  Other operation and maintenance   104,694    98,462    196,161    182,564 
Decommissioning   4,591    4,271    9,099    8,467 
Taxes other than income taxes   14,962    15,173    28,776    31,179 
Depreciation and amortization   49,214    47,417    98,192    89,502 
Other regulatory charges (credits) - net   10,949    (11,906)   22,292    (28,044)
TOTAL   587,755    475,203    1,153,781    990,306 
                 
OPERATING INCOME   68,544    75,377    119,997    112,331 
                 
OTHER INCOME                
Allowance for equity funds used during construction   2,309    3,590    6,257    9,177 
Interest and dividend income   1,861    3,810    5,455    9,252 
Miscellaneous - net   (456)   (620)   (1,688)   (1,418)
TOTAL   3,714    6,780    10,024    17,011 
                 
INTEREST AND OTHER CHARGES  
Interest on long-term debt   20,350    20,625    40,583    41,003 
Other interest - net   2,359    2,623    5,719    4,331 
Allowance for borrowed funds used during construction   (1,554)   (2,662)   (4,300)   (6,513)
TOTAL   21,155    20,586    42,002    38,821 
                 
INCOME BEFORE INCOME TAXES   51,103    61,571    88,019    90,521 
                 
Income taxes   20,305    23,617    33,453    35,171 
                 
NET INCOME   30,798    37,954    54,566    55,350 
                 
Preferred dividend requirements and other   1,737    1,737    3,475    3,475 
                 
EARNINGS APPLICABLE TO                
COMMON EQUITY   $29,061    $36,217    $51,091    $51,875 
                 
See Notes to Financial Statements.                

 

89

 

 

 

 

 

 

 

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90

 

ENTERGY LOUISIANA, LLC
STATEMENTS OF CASH FLOWS
For the Six Months Ended June 30, 2007 and 2006
(Unaudited)
     
    2007   2006
    (In Thousands)
         
OPERATING ACTIVITIES        
Net income   $54,566    $55,350 
Adjustments to reconcile net income to net cash flow provided by operating activities:        
  Reserve for regulatory adjustments   (179)   1,369 
  Other regulatory charges (credits) - net   22,292    (28,044)
  Depreciation, amortization, and decommissioning   107,291    97,969 
  Deferred income taxes, investment tax credits, and non-current taxes accrued   5,252    (126,577)
  Changes in working capital:        
    Receivables   (108,934)   142,012 
    Accounts payable   (51,003)   (24,674)
    Taxes accrued   48,577    47,037 
    Interest accrued   (23)   (4,294)
    Deferred fuel costs   24,968    (75,432)
    Other working capital accounts   62,853    151,929 
  Provision for estimated losses and reserves   (3,299)   5,164 
  Changes in other regulatory assets   2,466    (2,634)
  Other   (23,671)   (7,643)
Net cash flow provided by operating activities   141,156    231,532 
         
INVESTING ACTIVITIES        
Construction expenditures   (153,715)   (273,527)
Allowance for equity funds used during construction   6,257    9,177 
Insurance proceeds   10,065    - 
Nuclear fuel purchases   (3,103)   - 
Proceeds from the sale/leaseback of nuclear fuel   14,279    - 
Proceeds from nuclear decommissioning trust fund sales   6,423    11,739 
Investment in nuclear decommissioning trust funds   (10,815)   (16,415)
Other regulatory investments   -    (18,969)
Net cash flow used in investing activities   (130,609)   (287,995)
         
FINANCING ACTIVITIES        
Additional equity from parent   1,119    - 
Retirement of long-term debt   -    (25,000)
Change in money pool payable - net   (7,073)   22,202 
Changes in short-term borrowings   -    (40,000)
Distributions paid:        
  Preferred membership interests   (4,594)   (3,185)
Net cash flow used in financing activities   (10,548)   (45,983)
         
Net decrease in cash and cash equivalents   (1)   (102,446)
         
Cash and cash equivalents at beginning of period   2,743    105,285 
         
Cash and cash equivalents at end of period   $2,742    $2,839 
         
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:        
  Cash paid during the period for:        
    Interest - net of amount capitalized   $44,328    $47,609 
    Income taxes   $29,736    $0 
         
         
See Notes to Financial Statements.        

 

91

 

ENTERGY LOUISIANA, LLC
BALANCE SHEETS
ASSETS
June 30, 2007 and December 31, 2006
(Unaudited)
         
  2007   2006
  (In Thousands)
         
CURRENT ASSETS        
Cash and cash equivalents   $2,742    $2,743 
Accounts receivable:        
  Customer   105,959    97,207 
  Allowance for doubtful accounts   (2,160)   (1,856)
  Associated companies   110,514    28,621 
  Other   20,665    22,652 
  Accrued unbilled revenues   85,484    69,628 
     Total accounts receivable   320,462    216,252 
Deferred fuel costs   21,342    46,310 
Materials and supplies - at average cost   105,742    98,284 
Deferred nuclear refueling outage costs   15,975    23,639 
Prepayments and other   17,034    5,769 
TOTAL   483,297    392,997 
         
OTHER PROPERTY AND INVESTMENTS        
Decommissioning trust funds   219,497    208,926 
Non-utility property - at cost (less accumulated depreciation)   1,579    1,670 
Note receivable - Entergy New Orleans   9,353   
Other    
TOTAL   230,433    210,600 
         
UTILITY PLANT        
Electric   6,801,677    6,693,633 
Property under capital lease   252,972    252,972 
Construction work in progress   213,670    190,454 
Nuclear fuel under capital lease   64,525    82,464 
TOTAL UTILITY PLANT   7,332,844    7,219,523 
Less - accumulated depreciation and amortization   3,046,904    2,959,422 
UTILITY PLANT - NET   4,285,940    4,260,101 
         
DEFERRED DEBITS AND OTHER ASSETS        
Regulatory assets:        
  SFAS 109 regulatory asset - net   159,006    157,789 
  Other regulatory assets   486,595    539,309 
  Deferred fuel costs   67,998    67,998 
Long-term receivables   5,986    5,986 
Other   25,120    20,062 
TOTAL   744,705    791,144 
         
TOTAL ASSETS   $5,744,375    $5,654,842 
         
See Notes to Financial Statements.        
 
92
 
ENTERGY LOUISIANA, LLC
BALANCE SHEETS
LIABILITIES AND MEMBERS' EQUITY
June 30, 2007 and December 31, 2006
(Unaudited)
   
  2007   2006
  (In Thousands)
 
CURRENT LIABILITIES        
Accounts payable:        
  Associated companies   $120,695    $160,555 
  Other   161,983    203,076 
Customer deposits   75,831    72,579 
Taxes accrued   54,814    6,237 
Accumulated deferred income taxes   22,538    32,026 
Interest accrued   30,466    30,489 
Obligations under capital leases   39,067    39,067 
Pension and other postretirement liabilities   8,460    8,276 
System agreement cost equalization   78,000   
Other   21,603    30,425 
TOTAL   613,457    582,730 
         
NON-CURRENT LIABILITIES        
Accumulated deferred income taxes and taxes accrued   1,819,369    1,827,900 
Accumulated deferred investment tax credits   87,643    89,242 
Obligations under capital leases   25,457    43,397 
Other regulatory liabilities   70,636    50,210 
Decommissioning   247,635    238,536 
Accumulated provisions   20,499    23,798 
Pension and other postretirement liabilities   150,931    146,646 
Long-term debt   1,147,654    1,147,647 
Other   89,554    86,428 
TOTAL   3,659,378    3,653,804 
         
Commitments and Contingencies        
         
MEMBERS' EQUITY        
Preferred membership interests without sinking fund   100,000    100,000 
Members' equity   1,396,213    1,344,003 
Accumulated other comprehensive loss   (24,673)   (25,695)
TOTAL   1,471,540    1,418,308 
         
TOTAL LIABILITIES AND MEMBERS' EQUITY   $5,744,375    $5,654,842 
         
See Notes to Financial Statements.        

 

93

 

ENTERGY LOUISIANA, LLC
STATEMENTS OF MEMBERS' EQUITY AND COMPREHENSIVE INCOME
For the Three and Six Months Ended June 30, 2007 and 2006
(Unaudited)
                 
    Three Months Ended
    2007   2006
    (In Thousands)
MEMBERS' EQUITY                
Members' Equity - Beginning of period   $1,367,152        $1,186,436    
                 
  Add:                
    Net income   30,798    $30,798    37,954   $37,954
                 
  Deduct:                
    Distributions declared:                
      Preferred membership interests   1,737    1,737    1,737   1,737
    Other   -       50    
    1,737        1,787    
                 
Members' Equity - End of period   $1,396,213        $1,222,603    
                 
                 
                 
                 
ACCUMULATED OTHER COMPREHENSIVE                
INCOME (Net of Taxes):                
Balance at beginning of period:                
  Pension and other postretirement liabilities   ($25,184)       $-    
                 
Pension and other postretirement liabilities (net of tax expense of $466)   511    511    -   -
                 
Balance at end of period:                
  Pension and other postretirement liabilities   ($24,673)       $-    
Comprehensive Income       $29,572        $36,217
                 
                 
                 
    Six Months Ended
    2007   2006
    (In Thousands)
MEMBERS' EQUITY                
Members' Equity - Beginning of period   $1,344,003        $1,105,172    
                 
  Add:                
    Net income   54,566    $54,566    55,350   $55,350
    Additional equity from parent   1,119        65,703    
    55,685        121,053    
                 
  Deduct:                
    Distributions declared:                
      Preferred membership interests   3,475    3,475    3,475   3,475
    Other         147    
    3,475        3,622    
                 
Members' Equity - End of period   $1,396,213        $1,222,603    
                 
                 
                 
                 
ACCUMULATED OTHER COMPREHENSIVE                
INCOME (Net of Taxes):                
Balance at beginning of period:                
  Pension and other postretirement liabilities   ($25,695)       $-    
                 
Pension and other postretirement liabilities (net of tax expense of $932)   1,022    1,022    -   -
                 
Balance at end of period:                
  Pension and other postretirement liabilities   ($24,673)       $-    
Comprehensive Income       $52,113        $51,875
                 
                 
                 
                 
See Notes to Financial Statements.                
                 

 

94

 

ENTERGY LOUISIANA, LLC
SELECTED OPERATING RESULTS
For the Three and Six Months Ended June 30, 2007 and 2006
(Unaudited)
 
                 
    Three Months Ended   Increase/    
Description   2007   2006   (Decrease)   %
    (Dollars In Millions)    
Electric Operating Revenues:                
  Residential   $185   $163   $22    14 
  Commercial   137   116   21    18 
  Industrial   217   177   40    23 
  Governmental   11   9     22 
     Total retail   550   465   85    18 
  Sales for resale                
    Associated companies   70   53   17    32 
    Non-associated companies   2   3   (1)   (33)
  Other   34   30     17 
     Total   $656   $551   $105    19 
                 
Billed Electric Energy                
 Sales (GWh):                
  Residential   1,854   1,947   (93)   (5)
  Commercial   1,375   1,382   (7)   (1)
  Industrial   3,268   3,175   93   
  Governmental   109   105    
     Total retail   6,606   6,609   (3)  
  Sales for resale                
    Associated companies   610   571   39   
    Non-associated companies   26   25    
     Total   7,242   7,205   37   
                 
                 
    Six Months Ended   Increase/    
Description   2007   2006   (Decrease)   %
    (Dollars In Millions)    
Electric Operating Revenues:                
  Residential   $381   $324   $57    18 
  Commercial   273   235   38    16 
  Industrial   442   370   72    19 
  Governmental   22   19     16 
     Total retail   1,118   948   170    18 
  Sales for resale                
    Associated companies   107   133   (26)   (20)
    Non-associated companies   4   5   (1)   (20)
  Other   45   17   28    165 
     Total   $1,274   $1,103   $171    16 
                 
Billed Electric Energy                
 Sales (GWh):                
  Residential   3,807   3,718   89   
  Commercial   2,674   2,628   46   
  Industrial   6,496   6,069   427   
  Governmental   224   216    
     Total retail (1)   13,201   12,631   570   
  Sales for resale                
    Associated companies   952   1,295   (343)   (26)
    Non-associated companies   58   39   19    49 
     Total   14,211   13,965   246   
                 
                 
                 

(1) 2006 billed electric energy sales includes 96 GWh of billings related to 2005 deliveries that were billed in 2006 because of billing delays following Hurricane Katrina, which results in an increase of 666 GWh in 2007, or 5.3%.

                 

95

 

 

ENTERGY MISSISSIPPI, INC.

MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS

 

Results of Operations

Net Income

Second Quarter 2007 Compared to Second Quarter 2006

Net income remained relatively unchanged, decreasing $0.4 million.

Six Months Ended June 30, 2007 Compared to Six Months Ended June 30, 2006

Net income increased slightly by $1.7 million primarily due to higher net revenue, higher other income, and lower interest expense, significantly offset by higher other operation and maintenance expenses and higher depreciation and amortization expenses.

Net Revenue

Second Quarter 2007 Compared to Second Quarter 2006

Net revenue consists of operating revenues net of: 1) fuel, fuel-related expenses, and gas purchased for resale, 2) purchased power expenses, and 3) other regulatory charges (credits). Following is an analysis of the change in net revenue comparing the second quarter of 2007 to the second quarter of 2006.

   

Amount

   

(In Millions)

     

2006 net revenue

 

$124.8 

Price applied to unbilled electric sales

 

3.2 

Attala costs

 

(3.2)

Other

 

1.2 

2007 net revenue

 

$126.0 

The price applied to unbilled electric sales variance is due to the exclusion in 2007 of the power management rider component in the unbilled calculation in addition to the effect of the decrease in the power management rider included in the unbilled calculation in 2006.

The Attala costs variance is primarily due to a decline for the quarter in the Attala costs that are recovered through the power management rider. The net income effect of this cost deferral is partially offset by Attala costs in other operation and maintenance expenses, depreciation expense, and taxes other than income taxes.

Gross operating revenues, fuel and purchased power expenses, and other regulatory charges (credits)

Gross operating revenues decreased primarily due to a decrease of $96.1 million in fuel cost recovery revenues due to lower fuel rates, partially offset by higher power management rider revenue of $34 million and an increase of $20.6 million in gross wholesale revenue primarily as a result of increased sales to affiliated systems.

Fuel and purchased power expenses decreased primarily due to a decrease in deferred fuel expense due to a decrease in fuel rates, partially offset by an increase in the market price of natural gas.

96

Other regulatory charges increased primarily due to the refunding in 2006, through the power management recovery rider, of gains recorded on gas hedging contracts in addition to the over-recovery in 2007, through the Grand Gulf rider, of Grand Gulf capacity charges. The increase was partially offset by the decreased recovery of Attala costs, as discussed above. There is no material effect on net income due to quarterly adjustments to the power management recovery rider.

Six Months Ended June 30, 2007 Compared to Six Months Ended June 30, 2006

Net revenue consists of operating revenues net of: 1) fuel, fuel-related expenses, and gas purchased for resale, 2) purchased power expenses, and 3) other regulatory charges (credits). Following is an analysis of the change in net revenue comparing the six months ended June 30, 2007 to the six months ended June 30, 2006.

   

Amount

   

(In Millions)

     

2006 net revenue

 

$215.1 

Volume/weather

 

5.9 

Price applied to unbilled electric sales

 

4.1 

Attala costs

 

(9.8)

Other

 

4.7 

2007 net revenue

 

$220.0 

The volume/weather variance is primarily due to increased usage primarily during the unbilled sales period. See Note 1 to the financial statements in the Form 10-K for a discussion of the accounting for unbilled revenues.

The price applied to unbilled electric sales variance is due to the exclusion in 2007 of the power management rider component in the unbilled calculation in addition to the effect of the decrease in the power management rider included in the unbilled calculation in 2006.

The Attala costs variance is primarily due to a decline for the year-to-date period in the Attala costs that are recovered through the power management rider. The net income effect of this cost deferral is partially offset by Attala costs in other operation and maintenance expenses, depreciation expense, and taxes other than income taxes.

Gross operating revenues, fuel and purchased power expenses, and other regulatory charges (credits)

Gross operating revenues decreased primarily due to a decrease of $243.4 million in fuel cost recovery revenues due to lower fuel rates, partially offset by higher power management rider revenue of $66 million and an increase of $24.1 million in gross wholesale revenue primarily as a result of increased sales to affiliated systems.

Fuel and purchased power expenses decreased primarily due to a decrease in deferred fuel expense due to a decrease in fuel rates.

Other regulatory charges increased primarily due to the refunding in 2006, through the power management recovery rider, of gains recorded on gas hedging contracts in addition to the over-recovery in 2007, through the Grand Gulf rider, of Grand Gulf capacity charges. The increase was partially offset by the decreased recovery of Attala costs, as discussed above. There is no material effect on net income due to quarterly adjustments to the power management recovery rider.

97

Other Income Statement Variances

Second Quarter 2007 Compared to Second Quarter 2006

Taxes other than income taxes increased primarily due to higher assessed values and higher millage rates for ad valorem tax purposes.

Six Months Ended June 30, 2007 Compared to Six Months Ended June 30, 2006

Other operation and maintenance expenses increased primarily due to:

The increase was partially offset by a decrease of $3.7 million in loss reserves for storm damage in 2007 and a decrease of $3.0 million due to the reclassification in 2006 of storm charges from a regulatory asset in accordance with a Joint Stipulation with the MPSC.

Depreciation and amortization expenses increased primarily due to an increase in plant in service. The increase is also due to a revision made in the first quarter of 2006 of estimated depreciable lives involving certain intangible assets.

Other income increased primarily due to the gain recorded on the sale of non-utility property and higher interest earned on money pool investments.

Interest expense decreased primarily due to a decrease in long-term debt outstanding as a result of the redemption of $100 million of first mortgage bonds in January 2007.

Income Taxes

The effective income tax rate was 29.1% for the second quarter of 2007 and 30.6% for the six months ended June 30, 2007. The difference in the effective income tax rates for the second quarter of 2007 and the six months ended June 30, 2007 versus the federal statutory rate of 35% is primarily due to the amortization of investment tax credits and excess deferred income taxes and a federal tax reserve adjustment, partially offset by state income taxes and book and tax differences related to utility plant items. The decrease for the six months ended June 30, 2007 is also due to book and tax differences related to the allowance for equity funds used during construction.

The effective income tax rate was 35.1% for the second quarter of 2006 and 31.7% for the six months ended June 30, 2006. The difference in the effective tax rate for the six months ended June 30, 2006 versus the federal statutory rate of 35.0% is primarily due to book and tax differences related to the allowance for equity funds used during construction, the amortization of investment tax credits, and book and tax differences related to utility plant items.

Hurricane Katrina Storm Cost Recovery

In October 2006 the MPSC issued a financing order authorizing the issuance of state bonds to finance $8 million of Entergy Mississippi's certified Hurricane Katrina restoration costs and $40 million for an increase in Entergy Mississippi's storm damage reserve. $30 million of the storm damage reserve will be set aside in a restricted account. A Mississippi state entity issued the bonds in May 2007, and Entergy Mississippi
 

98

 

 received proceeds of $48 million. Entergy Mississippi will not report the bonds in its balance sheet because the bonds are the obligation of the state entity, and there is no recourse against Entergy Mississippi in the event of a bond default. To service the bonds, Entergy Mississippi will collect a system restoration charge on behalf of the state, and will remit the collections to the state. By analogy to and in accordance with Entergy's accounting policy for collection of sales taxes, Entergy Mississippi will not report the collections as revenue because it is merely acting as the billing and collection agent for the state.

Liquidity and Capital Resources

Cash Flow

Cash flows for the six months ended June 30, 2007 and 2006 were as follows:

 

 

2007

 

2006

 

 

(In Thousands)

 

 

 

 

 

Cash and cash equivalents at beginning of period

 

$73,417 

 

$4,523 

 

 

 

 

 

Cash flow provided by (used in):

 

 

 

 

 

Operating activities

 

64,936 

 

221,502 

 

Investing activities

 

16,619 

 

(200,314)

 

Financing activities

 

(107,814)

 

12,293 

Net increase (decrease) in cash and cash equivalents

 

(26,259)

 

33,481 

 

 

 

 

 

Cash and cash equivalents at end of period

 

$47,158 

 

$38,004 

Operating Activities

Cash flow from operations decreased $156.6 million for the six months ended June 30, 2007 compared to the six months ended June 30, 2006 primarily due to decreased recovery of deferred fuel costs and an income tax refund received in 2006, partially offset by the timing of payments to vendors and securitization proceeds of $48 million.

Investing Activities

Investing activities provided $16.6 million in cash flow for the six months ended June 30, 2007 compared to using $200.3 million for the six months ended June 30, 2006 primarily due to:

Financing Activities

Entergy Mississippi's financing activities used $107.8 million for the six months ended June 30, 2007 compared to providing $12.3 million for the six months ended June 30, 2006 primarily due to the redemption, prior to maturity, of $100 million of first mortgage bonds in January 2007, and the issuance of $100 million of long-term debt in 2006, partially offset by money pool activity.

99

Capital Structure

Entergy Mississippi's capitalization is balanced between equity and debt, as shown in the following table. The decrease in the debt to capital percentage as of June 30, 2007 is primarily due to the redemption of $100 million of First Mortgage Bonds in January 2007.

 

 

June 30,
2007

 

December 31,
2006

 

 

 

 

 

Net debt to net capital

 

48.6%

 

51.9%

Effect of subtracting cash from debt

 

1.8%

 

2.4%

Debt to capital

 

50.4%

 

54.3%

Net debt consists of debt less cash and cash equivalents. Debt consists of notes payable, capital lease obligations, and long-term debt, including the currently maturing portion. Capital consists of debt and shareholders' equity. Net capital consists of capital less cash and cash equivalents. Entergy Mississippi uses the net debt to net capital ratio in analyzing its financial condition and believes it provides useful information to its investors and creditors in evaluating Entergy Mississippi's financial condition.

Uses and Sources of Capital

See "MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS - Liquidity and Capital Resources" in the Form 10-K for a discussion of Entergy Mississippi's uses and sources of capital. Following are updates to the information presented in the Form 10-K.

Entergy Mississippi's receivables from or (payables to) the money pool were as follows:

June 30,
2007

 

December 31,
2006

 

June 30,
2006

 

December 31,
2005

(In Thousands)

 

 

 

 

 

 

 

$19,057

 

$39,573

 

$30,499

 

($84,066)

See Note 4 to the financial statements in the Form 10-K for a description of the money pool.

As discussed in the Form 10-K, Entergy Mississippi has two separate credit facilities in the aggregate amount of $50 million and renewed both facilities through May 2008. Borrowings under the credit facilities may be secured by a security interest in Entergy Mississippi's accounts receivable. No borrowings were outstanding under either facility as of June 30, 2007.

In January 2007, Entergy Mississippi redeemed, prior to maturity, its $100 million, 4.35% Series First Mortgage Bonds due April 2008.

Significant Factors and Known Trends

See "MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS - Significant Factors and Known Trends" in the Form 10-K for a discussion of state and local rate regulation, federal regulation, the Energy Policy Act of 2005, and utility restructuring. The following is an update to the information provided in the Form 10-K.

State and Local Rate Regulation

In March 2007, Entergy Mississippi made its annual scheduled formula rate plan filing for the 2006 test year with the MPSC.  The filing showed that an increase of $12.9 million in annual electric revenues is warranted.  In June 2007 the MPSC approved a joint stipulation between Entergy Mississippi and the Mississippi Public Utilities Staff that provides for a $10.5 million rate increase, which was effective beginning with July 2007 billings.

100

Federal Regulation

See "System Agreement Proceedings", "Independent Coordinator of Transmission", and "Available Flowgate Capacity Proceeding" in the "Significant Factors and Known Trends" section of Entergy Corporation and Subsidiaries Management's Financial Discussion and Analysis for updates to the discussion in the Form 10-K.

Critical Accounting Estimates

See "MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS - Critical Accounting Estimates" in the Form 10-K for a discussion of the estimates and judgments necessary in Entergy Mississippi's accounting for unbilled revenue and qualified pension and other postretirement benefits.

New Accounting Pronouncements

See "New Accounting Pronouncements" section of Entergy Corporation and Subsidiaries Management's Financial Discussion and Analysis for a discussion of new accounting pronouncements.

101

ENTERGY MISSISSIPPI, INC.
INCOME STATEMENTS
For the Three and Six Months Ended June 30, 2007 and 2006
(Unaudited)
     
    Three Months Ended   Six Months Ended
    2007   2006   2007   2006
    (In Thousands)   (In Thousands)
                 
OPERATING REVENUES                
Electric   $345,916    $387,849    $616,441    $761,083 
                 
OPERATING EXPENSES                
Operation and Maintenance:                
  Fuel, fuel-related expenses, and                
   gas purchased for resale   101,101    184,001    172,075    363,158 
  Purchased power   109,286    115,334    205,121    239,760 
  Other operation and maintenance   52,593    50,047    97,708    91,012 
Taxes other than income taxes   16,875    14,707    31,890    32,223 
Depreciation and amortization   19,942    19,074    40,211    36,070 
Other regulatory charges (credits) - net   9,489    (36,266)   19,284    (56,908)
TOTAL   309,286    346,897    566,289    705,315 
                 
OPERATING INCOME   36,630    40,952    50,152    55,768 
                 
OTHER INCOME                
Allowance for equity funds used during construction   717    873    2,393    2,114 
Interest and dividend income   1,193    726    2,641    955 
Miscellaneous - net   (60)   (470)   2,192    (1,032)
TOTAL   1,850    1,129    7,226    2,037 
                 
INTEREST AND OTHER CHARGES      
Interest on long-term debt   10,437    11,492    20,819    22,607 
Other interest - net   1,247    757    2,482    2,869 
Allowance for borrowed funds used during construction   (461)   (583)   (1,580)   (1,397)
TOTAL   11,223    11,666    21,721    24,079 
                 
INCOME BEFORE INCOME TAXES   27,257    30,415    35,657    33,726 
                 
Income taxes   7,926    10,668    10,917    10,682 
                 
NET INCOME   19,331    19,747    24,740    23,044 
                 
Preferred dividend requirements and other   707    707    1,414    1,414 
                 
EARNINGS APPLICABLE TO                
COMMON STOCK   $18,624    $19,040    $23,326    $21,630 
                 
See Notes to Financial Statements.                
                 
                 

102

 

ENTERGY MISSISSIPPI, INC.
STATEMENTS OF CASH FLOWS
For the Six Months Ended June 30, 2007 and 2006
(Unaudited)
     
    2007   2006
    (In Thousands)
         
OPERATING ACTIVITIES        
Net income   $24,740    $23,044 
Adjustments to reconcile net income to net cash flow provided by operating activities:        
  Other regulatory charges (credits) - net   19,284    (56,908)
  Depreciation and amortization   40,211    36,070 
  Deferred income taxes, investment tax credits, and non-current taxes accrued   (9,601)   46,752 
  Changes in working capital:        
    Receivables   (51,782)   (6,727)
    Fuel inventory   (796)   (5,295)
    Accounts payable   25,687    (23,111)
    Taxes accrued   3,390    (2,960)
    Interest accrued   1,166    (377)
    Deferred fuel costs   (49,507)   207,786 
    Other working capital accounts   25,726    70,785 
  Provision for estimated losses and reserves   39,016    (31)
  Changes in other regulatory assets   19,764    (36,761)
  Other   (22,362)   (30,765)
Net cash flow provided by operating activities   64,936    221,502 
         
INVESTING ACTIVITIES        
Construction expenditures   (72,305)   (82,229)
Payment for purchase of plant     (88,199)
Allowance for equity funds used during construction   2,393    2,114 
Changes in other temporary investments - net   100,000    (1,501)
Change in money pool receivable - net   13,915    (30,499)
Proceeds from sale of assets   2,616   
Payment to storm reserve escrow account   (30,000)  
Net cash flow provided by (used in) investing activities   16,619    (200,314)
         
FINANCING ACTIVITIES        
Proceeds from the issuance of long-term debt     99,173 
Retirement of long-term debt   (100,000)  
Change in money pool payable - net     (84,066)
Dividends paid:        
  Common stock   (6,400)   (1,400)
  Preferred stock   (1,414)   (1,414)
Net cash flow provided by (used in) financing activities   (107,814)   12,293 
         
Net increase (decrease) in cash and cash equivalents   (26,259)   33,481 
         
Cash and cash equivalents at beginning of period   73,417    4,523 
         
Cash and cash equivalents at end of period   $47,158    $38,004 
         
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:        
  Cash paid/(received) during the period for:        
    Interest - net of amount capitalized   $21,050    $24,777 
    Income taxes   $7,160    ($52,278)
         
         
See Notes to Financial Statements.        
         

103

 

ENTERGY MISSISSIPPI, INC.
BALANCE SHEETS
ASSETS
June 30, 2007 and December 31, 2006
(Unaudited)
         
  2007   2006
  (In Thousands)
         
CURRENT ASSETS        
Cash and cash equivalents:        
  Cash   $3,016    $2,128 
  Temporary cash investment - at cost,        
   which approximates market   44,142    71,289 
     Total cash and cash equivalents   47,158    73,417 
Accounts receivable:        
  Customer   67,302    61,216 
  Allowance for doubtful accounts   (732)   (616)
  Associated companies   59,354    45,040 
  Other   8,548    9,032 
  Accrued unbilled revenues   43,007    32,550 
     Total accounts receivable   177,479    147,222 
Accumulated deferred income taxes   4,777   
Fuel inventory - at average cost   8,441    7,645 
Materials and supplies - at average cost   30,655    28,607 
Other special deposits     100,000 
Prepayments and other   10,877    7,398 
TOTAL   279,387    364,289 
         
OTHER PROPERTY AND INVESTMENTS        
Investment in affiliates - at equity   5,531    5,531 
Non-utility property - at cost (less accumulated depreciation)   5,209    6,061 
Storm reserve escrow account   30,000   
Note receivable - Entergy New Orleans   7,610   
TOTAL   48,350    11,592 
         
UTILITY PLANT        
Electric   2,776,370    2,692,971 
Property under capital lease     17 
Construction work in progress   59,204    79,950 
TOTAL UTILITY PLANT   2,835,574    2,772,938 
Less - accumulated depreciation and amortization   975,949    945,548 
UTILITY PLANT - NET   1,859,625    1,827,390 
         
DEFERRED DEBITS AND OTHER ASSETS        
Regulatory assets:        
  SFAS 109 regulatory asset - net   29,528    26,378 
  Other regulatory assets   154,985    186,986 
Long-term receivables   2,288    2,288 
Other   24,033    21,968 
TOTAL   210,834    237,620 
         
TOTAL ASSETS   $2,398,196    $2,440,891 
         
See Notes to Financial Statements.        
 
104
 
ENTERGY MISSISSIPPI, INC.
BALANCE SHEETS
LIABILITIES AND SHAREHOLDERS' EQUITY
June 30, 2007 and December 31, 2006
(Unaudited)
 
  2007   2006
  (In Thousands)
 
CURRENT LIABILITIES        
Accounts payable:        
  Associated companies   $53,542    $59,696 
  Other   68,052    38,097 
Customer deposits   54,260    51,568 
Taxes accrued   49,077    45,687 
Accumulated deferred income taxes     3,963 
Interest accrued   14,229    13,063 
Deferred fuel costs   45,729    95,236 
System agreement cost equalization   34,800   
Other   11,385    17,624 
TOTAL   331,074    324,934 
         
NON-CURRENT LIABILITIES        
Accumulated deferred income taxes and taxes accrued   512,431    516,558 
Accumulated deferred investment tax credits   10,397    11,047 
Asset retirement cost liabilities   4,378    4,254 
Accumulated provisions   49,052    10,036 
Pension and other postretirement liabilities   65,060    64,604 
Long-term debt   695,234    795,187 
Other   45,626    46,253 
TOTAL   1,382,178    1,447,939 
         
Commitments and Contingencies        
         
SHAREHOLDERS' EQUITY        
Preferred stock without sinking fund   50,381    50,381 
Common stock, no par value, authorized 15,000,000        
 shares; issued and outstanding 8,666,357 shares in 2007 and 2006   199,326    199,326 
Capital stock expense and other   (690)   (690)
Retained earnings   435,927    419,001 
TOTAL   684,944    668,018 
         
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY   $2,398,196    $2,440,891 
         
See Notes to Financial Statements.        
         

105

 

ENTERGY MISSISSIPPI, INC.
SELECTED OPERATING RESULTS
For the Three and Six Months Ended June 30, 2007 and 2006
(Unaudited)
 
                 
    Three Months Ended   Increase/    
Description   2007   2006   (Decrease)   %
    (Dollars In Millions)    
Electric Operating Revenues:                
  Residential   $ 113   $ 137   ($ 24)   (18)
  Commercial   105   128   (23)   (18)
  Industrial   48   64   (16)   (25)
  Governmental   10   12   (2)   (17)
     Total retail   276   341   (65)   (19)
  Sales for resale                
    Associated companies   36   15   21    140 
    Non-associated companies   9   11   (2)   (18)
  Other   25   21     19 
     Total   $ 346   $ 388   ($ 42)   (11)
                 
Billed Electric Energy                
 Sales (GWh):                
  Residential   1,141   1,144   (3)  
  Commercial   1,144   1,128   16   
  Industrial   695   720   (25)   (3)
  Governmental   101   100    
     Total retail   3,081   3,092   (11)  
  Sales for resale                
    Associated companies   303   183   120    66 
    Non-associated companies   119   114    
     Total   3,503   3,389   114   
                 
                 
    Six Months Ended   Increase/    
Description   2007   2006   (Decrease)   %
    (Dollars In Millions)    
Electric Operating Revenues:                
  Residential   $ 214   $ 282   ($ 68)   (24)
  Commercial   195   258   (63)   (24)
  Industrial   89   132   (43)   (33)
  Governmental   19   25   (6)   (24)
     Total retail   517   697   (180)   (26)
  Sales for resale                
    Associated companies   52   23   29    126 
    Non-associated companies   15   19   (4)   (21)
  Other   32   22   10    45 
     Total   $ 616   $ 761   (145)   (19)
                 
Billed Electric Energy                
 Sales (GWh):                
  Residential   2,393   2,329   64   
  Commercial   2,213   2,168   45   
  Industrial   1,348   1,421   (73)   (5)
  Governmental   195   193    
     Total retail   6,149   6,111   38   
  Sales for resale                
    Associated companies   449   254   195    77 
    Non-associated companies   203   182   21    12 
     Total   6,801   6,547   254   
                 

106

ENTERGY NEW ORLEANS, INC.

MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS

 

Hurricane Katrina

See the Form 10-K for a discussion of the effects of Hurricane Katrina, which in August 2005 caused catastrophic damage to Entergy New Orleans' service territory, including the effect of extensive flooding that resulted from levee breaks in and around the New Orleans area, and Entergy New Orleans' efforts to seek recovery of storm restoration costs.

In March 2007, the City Council certified that Entergy New Orleans has incurred $205 million in storm-related costs through December 2006 that are eligible for CDBG funding under the state action plan, and certified Entergy New Orleans' estimated costs of $465 million for the gas system rebuild. In April 2007, Entergy New Orleans executed an agreement with the Louisiana Office of Community Development under which $200 million of CDBG funds will be made available to Entergy New Orleans. Entergy New Orleans submitted the agreement to the bankruptcy court, which approved it on April 25, 2007. Entergy New Orleans has received $176.8 million of the funds as of June 30, 2007, and the remainder will be paid to Entergy New Orleans as it incurs and submits additional eligible costs.

Entergy reached an agreement with one of its excess insurers under which Entergy received $69.5 million in the second quarter 2007 in settlement of its Hurricane Katrina claim with that insurer. Entergy New Orleans was allocated $53.8 million of the proceeds. Entergy New Orleans has received a total of $70.7 million as of June 30, 2007 on its Hurricanes Katrina and Rita insurance claims, including $60.4 million in 2007. Refer to Note 8 to the financial statements in the Form 10-K for a description of Entergy's non-nuclear property insurance coverage.

Bankruptcy Proceedings

See the Form 10-K for a discussion of the Entergy New Orleans bankruptcy proceeding. On May 7, 2007, the bankruptcy judge entered an order confirming Entergy New Orleans' plan of reorganization. With the receipt of CDBG funds, and the agreement on insurance recovery with one of its excess insurers, Entergy New Orleans waived the conditions precedent in its plan of reorganization, and the plan became effective on May 8, 2007. Following are significant terms in Entergy New Orleans' plan of reorganization:

 

107

 

 

Results of Operations

Net Income

Second Quarter 2007 Compared to Second Quarter 2006

Net income increased $1.2 million in the second quarter 2007 compared to the second quarter 2006 primarily due to higher net revenue, partially offset by higher other operation and maintenance expenses and higher interest charges.

Six Months Ended June 30, 2007 Compared to Six Months Ended June 30, 2006

Net income decreased $1.2 million for the six months ended June 30, 2007 compared to the six months ended June 30, 2006 primarily due to higher other operation and maintenance expenses and higher interest charges, partially offset by higher net revenue.

Net Revenue

Second Quarter 2007 Compared to Second Quarter 2006

Net revenue consists of operating revenues net of: 1) fuel, fuel-related expenses, and gas purchased for resale, 2) purchased power expenses, and 3) other regulatory charges. Following is an analysis of the changes in net revenue comparing the second quarter of 2007 to the second quarter of 2006.

   

Amount

   

(In Millions)

     

2006 net revenue

 

$51.3 

Fuel recovery

 

21.5 

Volume/weather

 

2.4 

Storm reserve rider

 

2.3 

Net wholesale revenue

 

(16.0)

Other

 

0.6 

2007 net revenue

 

$62.1 

The fuel recovery variance is due to the inclusion of Grand Gulf costs in fuel recoveries effective July 1, 2006. In June 2006, the City Council approved the recovery of Grand Gulf costs through the fuel adjustment clause, without a corresponding change in base rates (a significant portion of Grand Gulf costs was previously recovered through base rates).

The volume/weather variance is due to an increase in electricity usage primarily in the residential sector in 2007 compared to the same period in 2006. Billed residential electricity usage increased 51 GWh compared to the second quarter of 2006, an increase of 25%.

The storm reserve rider variance is due to a storm rider effective March 2007 as a result of the City Council's approval of a settlement agreement in October 2006. The approved storm reserve will be created over a ten-year period through the rider and the funds will be held in a restricted escrow account. The settlement agreement is discussed in Note 2 to the financial statements in the Form 10-K.

108

The net wholesale revenue variance is due to more energy available for resale in 2006 due to the decrease in retail usage caused by customer losses following Hurricane Katrina. In addition, 2006 revenue includes the sales into the wholesale market of Entergy New Orleans' share of the output of Grand Gulf, pursuant to City Council approval of measures proposed by Entergy New Orleans to address the reduction in Entergy New Orleans' retail customer usage caused by Hurricane Katrina and to provide revenue support for the costs of Entergy New Orleans' share of Grand Gulf.

Six Months Ended June 30, 2007 Compared to Six Months Ended June 30, 2006

Net revenue consists of operating revenues net of: 1) fuel, fuel-related expenses, and gas purchased for resale, 2) purchased power expenses, and 3) other regulatory charges. Following is an analysis of the changes in net revenue comparing the six months ended June 30, 2007 to the six months ended June 30, 2006.

   

Amount

   

(In Millions)

     

2006 net revenue

 

$91.6 

Fuel recovery

 

42.6 

Volume/weather

 

13.7 

Net wholesale revenue

 

(41.3)

Other

 

5.5 

2007 net revenue

 

$112.1 

The fuel recovery variance is due to the inclusion of Grand Gulf costs in fuel recoveries effective July 1, 2006. In June 2006, the City Council approved the recovery of Grand Gulf costs through the fuel adjustment clause, without a corresponding change in base rates (a significant portion of Grand Gulf costs was previously recovered through base rates).

The volume/weather variance is due to an increase in electricity usage in the service territory in 2007 compared to the same period in 2006. The first quarter of 2006 was affected by customer losses following Hurricane Katrina. Billed retail electricity usage increased a total of 300 GWh compared to the same period in 2006, an increase of 19%.

The net wholesale revenue variance is due to more energy available for resale in 2006 due to the decrease in retail usage caused by customer losses following Hurricane Katrina. In addition, 2006 revenue includes the sales into the wholesale market of Entergy New Orleans' share of the output of Grand Gulf, pursuant to City Council approval of measures proposed by Entergy New Orleans to address the reduction in Entergy New Orleans' retail customer usage caused by Hurricane Katrina and to provide revenue support for the costs of Entergy New Orleans' share of Grand Gulf.

Other Income Statement Variances

Second Quarter 2007 Compared to Second Quarter 2006

Other operation and maintenance expenses increased primarily due to the return to normal operations work in 2007 versus storm restoration activities in 2006 as a result of Hurricane Katrina and increased loss reserves.

Other income increased due to carrying costs related to the Hurricane Katrina storm costs regulatory asset.

Interest and other charges increased primarily due to interest accruals on first mortgage bonds. On September 23, 2006, when the one-year interest moratorium agreed to by the bondholders expired, Entergy New Orleans resumed interest accruals on its outstanding first mortgage bonds. In addition, beginning May 8, 2007, Entergy New Orleans began accruing interest on third-party and affiliate accounts payable as a result of its plan of reorganization filed with the bankruptcy court, as discussed above.

109

Six Months Ended June 30, 2007 Compared to Six Months Ended June 30, 2006

Other operation and maintenance expenses increased primarily due to the return to normal operations work in 2007 versus storm restoration activities in 2006 as a result of Hurricane Katrina and increased loss reserves.

Other income increased due to carrying costs related to the Hurricane Katrina storm costs regulatory asset.

Interest and other charges increased primarily due to interest accruals on first mortgage bonds. On September 23, 2006, when the one-year interest moratorium agreed to by the bondholders expired, Entergy New Orleans resumed interest accruals on its outstanding first mortgage bonds. In addition, beginning May 8, 2007, Entergy New Orleans began accruing interest on third-party and affiliate accounts payable as a result of its plan of reorganization filed with the bankruptcy court, as discussed above.

Income Taxes

The effective income tax rate was 42.0% for the second quarter of 2007 and 40.3% for the six months ended June 30, 2007. The effective income tax rate for the second quarter of 2007 was higher than the federal statutory rate of 35% primarily due to state income taxes and book and tax differences related to utility plant items. The effective income tax rate for the six months ended June 30, 2007 was higher than the federal statutory rate of 35% primarily due to state income taxes and book and tax differences related to utility plant items, partially offset by the amortization of deferred income taxes and book and tax differences related to the allowance for equity funds used during construction.

The effective income tax rate was 38.6% for the second quarter of 2006 and 38.3% for the six months ended June 30, 2006.

Liquidity and Capital Resources

Cash Flow

Cash flows for the six months ended June 30, 2007 and 2006 were as follows:

 

 

2007

 

2006

 

 

(In Thousands)

 

 

 

 

 

Cash and cash equivalents at beginning of period

 

$17,093 

 

$48,056 

 

 

 

 

 

Cash flow provided by (used in):

 

 

 

 

 

Operating activities

 

131,477 

 

78,453 

 

Investing activities

 

30,804 

 

(47,845)

 

Financing activities

 

(53,345)

 

(50,343)

Net increase (decrease) in cash and cash equivalents

 

108,936 

 

(19,735)

 

 

 

 

 

Cash and cash equivalents at end of period

 

$126,029 

 

$28,321 

Operating Activities

Net cash provided by operating activities increased $53 million for the six months ended June 30, 2007 compared to the six months ended June 30, 2006 primarily due to the receipt of CDBG funds of $176.8 million. The increase was partially offset by Entergy New Orleans' use of cash for the payment of prepetition accounts payable (approximately $29 million, including interest), the resumption of interest payments on its first mortgage bonds, and other bankruptcy-related items. In addition, Entergy New Orleans received an income tax refund of $60 million in 2006.

110

Investing Activities

Entergy New Orleans investing activities used $47.8 million of cash for the six months ended June 30, 2006 compared to providing $30.8 million of cash for the six months ended June 30, 2007 primarily due to the receipt in the second quarter of 2007 of insurance proceeds related to Hurricane Katrina. Entergy New Orleans also received proceeds of $10 million related to the sale in the first quarter of 2007 of a power plant that had been out of service since 1984.

Capital Structure

Entergy New Orleans' capitalization is shown in the following table. The decrease in the net debt to net capital ratio is primarily due to the increase in cash as a result of the receipt of CDBG funding and insurance proceeds.

 

 

June 30,
2007

 

December 31,
2006

 

 

 

 

 

Net debt to net capital

 

48.6%

 

60.4%

Effect of subtracting cash from debt

13.1%

1.5%

Debt to capital

 

61.7%

 

61.9%

Net debt consists of debt less cash and cash equivalents. Debt consists of notes payable and long-term debt, including the currently maturing portion. Capital consists of debt and shareholders' equity. Net capital consists of capital less cash and cash equivalents. Entergy New Orleans uses the net debt to net capital ratio in analyzing its financial condition and believes it provides useful information to its investors and creditors in evaluating Entergy New Orleans' financial condition.

Uses and Sources of Capital

See "MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS - Liquidity and Capital Resources" in the Form 10-K for a discussion of Entergy New Orleans' uses and sources of capital. The following are updates to the Form 10-K.

Entergy New Orleans' payables to the money pool were as follows:

June 30,
2007

 

December 31,
2006

 

June 30,
2006

 

December 31,
2005

(In Thousands)

 

 

 

 

 

 

 

$ -

 

($37,166)

 

($37,166)

 

($37,166)

See Note 4 to the financial statements in the Form 10-K for a description of the money pool. As discussed above in Bankruptcy Proceedings, Entergy New Orleans issued notes due in three years in satisfaction of its affiliate prepetition accounts payable, including its indebtedness to the Entergy System money pool.

Significant Factors and Known Trends

See "MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS - Significant Factors and Known Trends" in the Form 10-K for a discussion of state and local rate regulation, federal regulation, the Energy Policy Act of 2005, environmental risks, and litigation risks.

 

111

 

Federal Regulation

See "System Agreement Proceedings", "Independent Coordinator of Transmission", and "Available Flowgate Capacity Proceeding" in the "Significant Factors and Known Trends" section of Entergy Corporation and Subsidiaries Management's Financial Discussion and Analysis for updates to the discussion in the Form 10-K.

Critical Accounting Estimates

See "MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS - Critical Accounting Estimates" in the Form 10-K for a discussion of the estimates and judgments necessary in Entergy New Orleans' accounting for unbilled revenue and qualified pension and other postretirement benefits.

New Accounting Pronouncements

See "New Accounting Pronouncements" section of Entergy Corporation and Subsidiaries Management's Financial Discussion and Analysis for a discussion of new accounting pronouncements.

112

ENTERGY NEW ORLEANS, INC.
INCOME STATEMENTS
For the Three and Six Months Ended June 30, 2007 and 2006
(Unaudited)
                 
  Three Months Ended   Six Months Ended
    2007   2006   2007   2006
    (In Thousands)   (In Thousands)
                 
OPERATING REVENUES                
Electric   $137,668    $117,827    $259,287    $217,076 
Natural gas   25,820    18,128    72,843    55,140 
TOTAL   163,488    135,955    332,130    272,216 
                 
OPERATING EXPENSES                
Operation and Maintenance:                
  Fuel, fuel-related expenses, and                
   gas purchased for resale   54,162    16,433    131,593    51,101 
  Purchased power   46,196    67,211    86,355    127,448 
  Other operation and maintenance   22,247    16,279    46,795    30,089 
Taxes other than income taxes   9,028    8,089    18,802    16,689 
Depreciation and amortization   7,987    8,508    16,110    15,972 
Reorganization items     2,115      3,793 
Other regulatory charges - net   1,032    1,037    2,065    2,080 
TOTAL   140,652    119,672    301,720    247,172 
                 
OPERATING INCOME   22,836    16,283    30,410    25,044 
                 
OTHER INCOME                
Allowance for equity funds used during construction   268    909    1,459    1,988 
Interest and dividend income   3,292    786    6,025    1,589 
Miscellaneous - net   (188)   20    (367)   (132)
TOTAL   3,372    1,715    7,117    3,445 
                 
INTEREST AND OTHER CHARGES          
Interest on long-term debt   3,245    185    6,490    369 
Other interest - net   2,426    997    6,735    3,138 
Allowance for borrowed funds used during construction   (199)   (743)   (1,097)   (1,606)
TOTAL   5,472    439    12,128    1,901 
                 
INCOME BEFORE INCOME TAXES   20,736    17,559    25,399    26,588 
                 
Income taxes   8,718    6,785    10,231    10,171 
                 
NET INCOME   12,018    10,774    15,168    16,417 
                 
Preferred dividend requirements and other   241    92    482    92 
                 
EARNINGS APPLICABLE TO                
COMMON STOCK   $11,777    $10,682    $14,686    $16,325 
                 
See Notes to Financial Statements.                
                 

 

113

 

 

 

 

 

 

 

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114

 

ENTERGY NEW ORLEANS, INC.
STATEMENTS OF CASH FLOWS
For the Six Months Ended June 30, 2007 and 2006
(Unaudited)
     
    2007   2006
    (In Thousands)
OPERATING ACTIVITIES        
Net income   $15,168    $16,417 
Adjustments to reconcile net income to net cash flow provided by operating activities:        
  Other regulatory charges - net   2,065    2,080 
  Depreciation and amortization   16,110    15,972 
  Deferred income taxes, investment tax credits, and non-current taxes accrued   4,240    61,464 
  Changes in working capital:        
    Receivables   5,310    8,438 
    Fuel inventory   856    6,068 
    Accounts payable   (27,401)   (3,613)
    Taxes accrued   3,856    5,510 
    Interest accrued   (13,205)   549 
    Deferred fuel costs   (9,864)   (3,022)
    Other working capital accounts   (7,017)   (6,533)
  Provision for estimated losses and reserves   2,455    (81)
  Changes in other regulatory assets   179,753    (32,658)
  Other   (40,849)   7,862 
Net cash flow provided by operating activities   131,477    78,453 
         
INVESTING ACTIVITIES        
Construction expenditures   (34,837)   (49,833)
Allowance for equity funds used during construction   1,459    1,988 
Insurance proceeds   55,406   
Proceeds from the sale of assets   10,046   
Change in other investments - net   (1,270)  
Net cash flow provided by (used in) investing activities   30,804    (47,845)
         
FINANCING ACTIVITIES        
Repayment of DIP credit facility   (51,934)   (50,251)
Dividends paid:        
  Preferred stock   (1,411)   (92)
Net cash flow used in financing activities   (53,345)   (50,343)
         
Net increase (decrease) in cash and cash equivalents   108,936    (19,735)
         
Cash and cash equivalents at beginning of period   17,093    48,056 
         
Cash and cash equivalents at end of period   $126,029    $28,321 
         
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:        
  Cash paid/(received) during the period for:        
    Interest - net of amount capitalized   $10,684    $2,589 
    Income taxes   $92    ($59,730)
         
See Notes to Financial Statements.        

 

115

 

ENTERGY NEW ORLEANS, INC.
BALANCE SHEETS
ASSETS
June 30, 2007 and December 31, 2006
(Unaudited)
 
  2007   2006
  (In Thousands)
         
CURRENT ASSETS        
Cash and cash equivalents        
  Cash   $1,608    $3,886 
  Temporary cash investments - at cost        
   which approximates market   124,421    13,207 
     Total cash and cash equivalents   126,029    17,093 
Accounts receivable:        
  Customer   51,142    58,999 
  Allowance for doubtful accounts   (7,402)   (10,563)
  Associated companies   10,175    17,797 
  Other   8,312    8,428 
  Accrued unbilled revenues   30,882    23,758 
     Total accounts receivable   93,109    98,419 
Deferred fuel costs   28,860    18,996 
Fuel inventory - at average cost   4,185    5,041 
Materials and supplies - at average cost   8,430    7,825 
Prepayments and other   10,435    5,641 
TOTAL   271,048    153,015 
         
OTHER PROPERTY AND INVESTMENTS        
Investment in affiliates - at equity   3,259    3,259 
Non-utility property at cost (less accumulated depreciation)   1,016    1,107 
Other property and investments   1,270   
TOTAL   5,545    4,366 
         
UTILITY PLANT        
Electric   734,311    698,081 
Natural gas   198,344    186,932 
Construction work in progress   14,648    21,824 
TOTAL UTILITY PLANT   947,303    906,837 
Less - accumulated depreciation and amortization   500,324    446,673 
UTILITY PLANT - NET   446,979    460,164 
         
DEFERRED DEBITS AND OTHER ASSETS        
Regulatory assets:        
  Other regulatory assets   119,802    295,440 
Long term receivables   936    936 
Other   10,535    7,230 
TOTAL   131,273    303,606 
          
TOTAL ASSETS   $854,845    $921,151 
         
See Notes to Financial Statements.        
 
116
 
ENTERGY NEW ORLEANS, INC.
BALANCE SHEETS
LIABILITIES AND SHAREHOLDERS' EQUITY
June 30, 2007 and December 31, 2006
(Unaudited)
 
  2007   2006
  (In Thousands)
 
CURRENT LIABILITIES        
DIP credit facility   $ -    $51,934 
Accounts payable:        
  Associated companies   26,374    94,686 
  Other   23,475    76,831 
Customer deposits   16,232    14,808 
Taxes accrued   5,942    2,086 
Accumulated deferred income taxes   8,125    2,924 
Interest accrued   4,799    18,004 
Other   2,183    6,154 
TOTAL CURRENT LIABILITIES   87,130    267,427 
         
NON-CURRENT LIABILITIES        
Accumulated deferred income taxes and taxes accrued   98,525    98,884 
Accumulated deferred investment tax credits   2,981    3,157 
SFAS 109 regulatory liability - net   72,180    71,870 
Other regulatory liabilities   9,522   
Retirement cost liability   2,680    2,591 
Accumulated provisions   10,840    8,385 
Pension and other postretirement liabilities   29,822    60,033 
Long-term debt   304,080    229,875 
Gas system rebuild insurance proceeds   44,819   
Other   3,812    5,161 
TOTAL NON-CURRENT LIABILITIES   579,261    479,956 
         
         
Commitments and Contingencies        
         
SHAREHOLDERS' EQUITY        
Preferred stock without sinking fund   19,780    19,780 
Common stock, $4 par value, authorized 10,000,000        
 shares; issued and outstanding 8,435,900 shares in 2007        
 and 2006   33,744    33,744 
Paid-in capital   36,294    36,294 
Retained earnings   98,636    83,950 
TOTAL   188,454    173,768 
         
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY   $854,845    $921,151 
         
See Notes to Financial Statements.        

117

 

ENTERGY NEW ORLEANS, INC.
SELECTED OPERATING RESULTS
For the Three and Six Months Ended June 30, 2007 and 2006
(Unaudited)
 
                 
    Three Months Ended   Increase/    
Description   2007   2006   (Decrease)   %
    (Dollars In Millions)    
Electric Operating Revenues:                
  Residential   $30   $22   $8    37 
  Commercial   43   37   6    16 
  Industrial   11   10   1    10 
  Governmental   17   14   3    21 
     Total retail   101   83   18    22 
  Sales for resale                
    Associated companies   26   4   22    550 
    Non-associated companies   -   18   (18)   (100)
  Other   11   13   (2)   (15)
     Total   $138   $118   $20    17 
                 
Billed Electric Energy                
 Sales (GWh):                
  Residential   257   206   51    25 
  Commercial   419   402   17    4 
  Industrial   134   141   (7)   (5)
  Governmental   176   161   15    9 
     Total retail   986   910   76    8 
  Sales for resale                
    Associated companies   225   6   219    3,650 
    Non-associated companies   4   369   (365)   (99)
     Total   1,215   1,285   (70)   (5)
                 
                 
    Six Months Ended   Increase/    
Description   2007   2006   (Decrease)   %
    (Dollars In Millions)    
Electric Operating Revenues:                
  Residential   $55   $39   $16    41 
  Commercial   81   72   9    13 
  Industrial   21   19   2    11 
  Governmental   32   24   8    33 
     Total retail   189   154   35    23 
  Sales for resale                
    Associated companies   59   11   48    436 
    Non-associated companies   -   45   (45)   (100)
  Other   11   7   4    57 
     Total   $259   $217   $42    19 
                 
Billed Electric Energy                
 Sales (GWh):                
  Residential   491   344   147    43 
  Commercial   815   762   53    7 
  Industrial   271   244   27    11 
  Governmental   340   267   73    27 
     Total retail   1,917   1,617   300    19 
  Sales for resale                
    Associated companies   575   126   449    356 
    Non-associated companies   6   776   (770)   (99)
     Total   2,498   2,519   (21)   (1)
                 
                 

118

SYSTEM ENERGY RESOURCES, INC.

MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS

Results of Operations

System Energy's principal asset consists of a 90% ownership and leasehold interest in Grand Gulf. The capacity and energy from its 90% interest is sold under the Unit Power Sales Agreement to its only four customers, Entergy Arkansas, Entergy Louisiana, Entergy Mississippi, and Entergy New Orleans. System Energy's operating revenues are derived from the allocation of the capacity, energy, and related costs associated with its 90% interest in Grand Gulf pursuant to the Unit Power Sales Agreement. Payments under the Unit Power Sales Agreement are System Energy's only source of operating revenues. Net income decreased by $2.6 million for the second quarter of 2007 compared to the second quarter of 2006 primarily due to a decrease in rate base in the second quarter of 2007 resulting in lower operating income. Net income decreased by $6.1 million for the six months ended June 30, 2007 compared to the six months ended June 30, 2006 primarily due to a decrease in rate base in 2007 resulting in lower operating income.

Liquidity and Capital Resources

Cash Flow

Cash flows for the six months ended June 30, 2007 and 2006 were as follows:

 

 

2007

 

2006

 

 

(In Thousands)

 

 

 

 

 

Cash and cash equivalents at beginning of period

 

$135,012 

 

$75,704 

 

 

 

 

 

Cash flow provided by (used in):

 

 

 

 

 

Operating activities

 

87,053 

 

(83,809)

 

Investing activities

 

(26,960)

 

162,738 

 

Financing activities

 

(74,235)

 

(92,989)

Net decrease in cash and cash equivalents

 

(14,142)

 

(14,060)

 

 

 

 

 

Cash and cash equivalents at end of period

 

$120,870 

 

$61,644 

Operating Activities

Operating activities provided $87.1 million in cash flow for the six months ended June 30, 2007 compared to using $83.8 million in cash flow for the six months ended June 30, 2006 primarily due to a decrease of $194.8 million in income tax payments.

Investing Activities

Investing activities used $27 million in cash flow for the six months ended June 30, 2007 compared to providing $162.7 million for the six months ended June 30, 2006 primarily due to money pool activity.

Financing Activities

The decrease of $18.8 million in net cash used in financing activities for the six months ended June 30, 2007 compared to the six months ended June 30, 2006 was primarily due to a decrease of $19.1 million in common stock dividends.

 

119

 

 

Capital Structure

System Energy's capitalization is balanced between equity and debt, as shown in the following table.

 

 

June 30,
2007

 

December 31,
2006

 

 

 

 

 

Net debt to net capital

 

47.4%

 

46.4%

Effect of subtracting cash from debt

 

3.7%

 

4.2%

Debt to capital

 

51.1%

 

50.6%

Net debt consists of debt less cash and cash equivalents. Debt consists of notes payable, capital lease obligations, and long-term debt, including the currently maturing portion. Capital consists of debt and common shareholder's equity. Net capital consists of capital less cash and cash equivalents. System Energy uses the net debt to net capital ratio in analyzing its financial condition and believes it provides useful information to its investors and creditors in evaluating System Energy's financial condition.

Uses and Sources of Capital

See "MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS - Liquidity and Capital Resources" in the Form 10-K for a discussion of System Energy's uses and sources of capital. The following are updates to the Form 10-K.

See the table in the Form 10-K under "Uses of Capital" which sets forth the amounts of System Energy's planned construction and other capital investments for 2007 through 2009, and the accompanying discussion. System Energy now expects to spend $73 million more through 2008 than the amount included in the Form 10-K planned capital investment estimate for initial development costs for potential new nuclear development at the Grand Gulf and River Bend sites, including licensing and design activities.

System Energy's receivables from the money pool were as follows:

June 30,
2007

 

December 31,
2006

 

June 30,
2006

 

December 31,
2005

(In Thousands)

 

 

 

 

 

 

 

$50,865

 

$88,231

 

$88,331

 

$277,287

See Note 4 to the financial statements in the Form 10-K for a description of the money pool.

Significant Factors and Known Trends

See "MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS - Significant Factors and Known Trends" in the Form 10-K for a discussion of the Energy Policy Act of 2005, nuclear matters, litigation risks, and environmental risks.

Critical Accounting Estimates

See "MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS - Critical Accounting Estimates" in the Form 10-K for a discussion of the estimates and judgments necessary in System Energy's accounting for nuclear decommissioning costs and qualified pension and other postretirement benefits.

New Accounting Pronouncements

See "New Accounting Pronouncements" section of Entergy Corporation and Subsidiaries Management's Financial Discussion and Analysis for a discussion of new accounting pronouncements.

 

120

 

SYSTEM ENERGY RESOURCES, INC.
INCOME STATEMENTS
For the Three and Six Months Ended June 30, 2007 and 2006
(Unaudited)
 
  Three Months Ended   Six Months Ended
    2007   2006   2007   2006
    (In Thousands)   (In Thousands)
                 
OPERATING REVENUES                
Electric   $129,471    $129,176    $255,628    $260,830 
                 
OPERATING EXPENSES                
Operation and Maintenance:                
  Fuel, fuel-related expenses, and                
   gas purchased for resale   10,333    10,168    18,721    21,381 
  Nuclear refueling outage expenses   3,691    3,962    8,226    7,535 
  Other operation and maintenance   28,304    26,563    52,541    49,815 
Decommissioning   6,369    5,925    12,624    11,744 
Taxes other than income taxes   4,594    5,817    13,005    12,006 
Depreciation and amortization   24,026    23,811    49,988    49,488 
Other regulatory credits - net   (2,650)   (3,766)   (4,610)   (5,746)
TOTAL   74,667    72,480    150,495    146,223 
                 
OPERATING INCOME   54,804    56,696    105,133    114,607 
                 
OTHER INCOME                
Allowance for equity funds used during construction   364    775    780    1,458 
Interest and dividend income   4,770    4,271    10,585    9,900 
Miscellaneous - net   657    (91)   578    (198)
TOTAL   5,791    4,955    11,943    11,160 
                 
INTEREST AND OTHER CHARGES          
Interest on long-term debt   11,336    11,996    23,689    24,529 
Other interest - net   36    26    52    54 
Allowance for borrowed funds used during construction   (120)   (244)   (255)   (459)
TOTAL   11,252    11,778    23,486    24,124 
                 
INCOME BEFORE INCOME TAXES   49,343    49,873    93,590    101,643 
                 
Income taxes   22,379    20,265    39,329    41,287 
                 
NET INCOME   $26,964    $29,608    $54,261    $60,356 
                 
See Notes to Financial Statements.                
                 

 

121

 

 

 

 

 

 

(Page left blank intentionally)

 

122

 

 

SYSTEM ENERGY RESOURCES, INC.
STATEMENTS OF CASH FLOWS
For the Six Months Ended June 30, 2007 and 2006
(Unaudited)
     
    2007   2006
    (In Thousands)
         
OPERATING ACTIVITIES        
Net income   $54,261    $60,356 
Adjustments to reconcile net income to net cash flow provided by (used in) operating activities:        
  Other regulatory credits - net   (4,610)   (5,746)
  Depreciation, amortization, and decommissioning   62,612    61,231 
  Deferred income taxes, investment tax credits,and non-current taxes accrued   37,139    (9,784)
  Changes in working capital:        
    Receivables   6,305    5,111 
    Accounts payable   (4,089)   (901)
    Taxes accrued   (43,461)   (180,094)
    Interest accrued   (33,345)   (31,520)
    Other working capital accounts   (21,355)   (602)
  Provision for estimated losses and reserves   (22)  
  Changes in other regulatory assets   (1,400)   (9,921)
  Other   35,018    28,060 
Net cash flow provided by (used in) operating activities   87,053    (83,809)
         
INVESTING ACTIVITIES        
Construction expenditures   (29,101)   (14,557)
Allowance for equity funds used during construction   780    1,458 
Nuclear fuel purchases   (56,155)   (370)
Proceeds from sale/leaseback of nuclear fuel   56,475    370 
Proceeds from nuclear decommissioning trust fund sales   41,964    52,562 
Investment in nuclear decommissioning trust funds   (55,761)   (65,681)
Changes in money pool receivable - net   14,838    188,956 
Net cash flow provided by (used in) investing activities   (26,960)   162,738 
         
FINANCING ACTIVITIES        
Retirement of long-term debt   (23,335)   (22,989)
Dividends paid:        
  Common stock   (50,900)   (70,000)
Net cash flow used in financing activities   (74,235)   (92,989)
         
Net decrease in cash and cash equivalents   (14,142)   (14,060)
         
Cash and cash equivalents at beginning of period   135,012    75,704 
         
Cash and cash equivalents at end of period   $120,870    $61,644 
         
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:        
  Cash paid during the period for:        
    Interest - net of amount capitalized   $54,241    $53,199 
    Income taxes   $25,667    $220,423 
         
See Notes to Financial Statements.        

123

 

 

SYSTEM ENERGY RESOURCES, INC.
BALANCE SHEETS
ASSETS
June 30, 2007 and December 31, 2006
(Unaudited)
             
    2007   2006
  (In Thousands)
             
CURRENT ASSETS            
Cash and cash equivalents:            
  Cash       $602   $56
  Temporary cash investments - at cost,            
   which approximates market       120,268   134,956
     Total cash and cash equivalents       120,870   135,012
Accounts receivable:            
  Associated companies       96,051   142,121
  Other       2,668   3,301
     Total accounts receivable       98,719   145,422
Materials and supplies - at average cost       63,079   61,097
Deferred nuclear refueling outage costs       21,527   5,060
Prepayments and other       4,386   1,480
TOTAL       308,581   348,071
             
OTHER PROPERTY AND INVESTMENTS        
Decommissioning trust funds       303,778   281,430
Note receivable - Entergy New Orleans       25,560   -
TOTAL       329,338   281,430
             
UTILITY PLANT        
Electric       3,257,384   3,248,582
Property under capital lease       471,933   471,933
Construction work in progress       50,225   38,088
Nuclear fuel under capital lease       97,998   55,280
Nuclear fuel       9,359   10,222
TOTAL UTILITY PLANT       3,886,899   3,824,105
Less - accumulated depreciation and amortization       2,047,476   2,000,320
UTILITY PLANT - NET       1,839,423   1,823,785
             
DEFERRED DEBITS AND OTHER ASSETS        
Regulatory assets:            
  SFAS 109 regulatory asset - net       84,284   92,600
  Other regulatory assets       300,081   293,292
Other       12,819   14,062
TOTAL       397,184   399,954
             
TOTAL ASSETS       $2,874,526   $2,853,240
             
See Notes to Financial Statements.            
 
124
 
SYSTEM ENERGY RESOURCES, INC.
BALANCE SHEETS
LIABILITIES AND SHAREHOLDER'S EQUITY
June 30, 2007 and December 31, 2006
(Unaudited)
             
    2007   2006
  (In Thousands)
 
CURRENT LIABILITIES        
Currently maturing long-term debt       $96,701   $93,335
Accounts payable:            
  Associated companies       1,555   1,634
  Other       22,626   26,636
Taxes accrued       4,527   47,988
Accumulated deferred income taxes       8,188   1,828
Interest accrued       12,790   46,135
Obligations under capital leases       33,142   33,142
TOTAL       179,529   250,698
             
NON-CURRENT LIABILITIES        
Accumulated deferred income taxes and taxes accrued       335,588   304,691
Accumulated deferred investment tax credits       66,922   68,660
Obligations under capital leases       64,855   22,138
Other regulatory liabilities       275,710   242,029
Decommissioning       355,470   342,846
Accumulated provisions       2,400   2,422
Pension and other postretirement liabilities       30,050   32,060
Long-term debt       703,255   729,914
Other       -   396
TOTAL       1,834,250   1,745,156
             
Commitments and Contingencies            
             
SHAREHOLDER'S EQUITY        
Common stock, no par value, authorized 1,000,000 shares;            
  issued and outstanding 789,350 shares in 2007 and 2006       789,350   789,350
Retained earnings       71,397   68,036
TOTAL       860,747   857,386
             
TOTAL LIABILITIES AND SHAREHOLDER'S EQUITY       $2,874,526   $2,853,240
             
See Notes to Financial Statements.            

125

ENTERGY CORPORATION AND SUBSIDIARIES

PART II. OTHER INFORMATION

Item 1. Legal Proceedings

See "PART I, Item 1, Litigation" in the Form 10-K for a discussion of legal, administrative, and other regulatory proceedings affecting Entergy.

Item 1A. Risk Factors

There have been no material changes to the risk factors discussed in "PART I, Item 1A, Risk Factors" in the Form 10-K.

Item 2. 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)

 

 

 

 

 

 

 

 

 

4/01/2007-4/30/2007

 

925,000

 

$113.93

 

925,000

 

$958,279,199

5/01/2007-5/31/2007

 

995,000

 

$116.08

 

995,000

 

$861,252,400

6/01/2007-6/30/2007

 

420,500

 

$110.33

 

420,500

 

$820,347,531

Total

 

2,340,500

 

$114.20

 

2,340,500

 

 

(1)

In accordance with Entergy's stock-based compensation plans, Entergy periodically grants stock options to key employees, which may be exercised to obtain shares of Entergy's common stock. According to the plans, 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, on January 29, 2007, the Board approved a repurchase program under which Entergy is authorized to repurchase up to $1.5 billion of its common stock. The program does not have an expiration date, but Entergy expects to complete it over the next two years. See Note 12 to the financial statements in the Form 10-K for additional discussion of the stock-based compensation plans.

(2)

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.

Item 4. Submission of Matters to a Vote of Security Holders

Election of Board of Directors

Entergy Corporation

The annual meeting of stockholders of Entergy Corporation was held on May 4, 2007. The following matters were voted on and received the specified number of votes for, abstentions, votes withheld (against), and broker non-votes:

126

  1. Election of Directors:
  2. Name of Nominee

     

    Votes For

     

    Votes Against

     

    Abstentions

                 

    Maureen S. Bateman

     

    176,550,212

     

    991,271

     

    1,587,298

    W. Frank Blount

     

    173,980,124

     

    3,538,833

     

    1,609,824

    Simon D. deBree

     

    176,556,624

     

    940,183

     

    1,631,974

    Gary W. Edwards

     

    176,570,878

     

    952,666

     

    1,605,237

    Alexis M. Herman

     

    175,459,653

     

    1,991,324

     

    1,677,804

    Donald C. Hintz

     

    176,657,434

     

    942,524

     

    1,528,823

    J. Wayne Leonard

     

    175,834,352

     

    1,741,656

     

    1,552,773

    Stuart L. Levenick

     

    176,549,336

     

    957,752

     

    1,621,693

    James R. Nichols

     

    175,657,308

     

    1,834,046

     

    1,637,427

    William A. Percy, II

     

    176,555,609

     

    992,171

     

    1,581,002

    W. J. "Billy" Tauzin

     

    176,077,573

     

    1,459,606

     

    1,591,602

    Steven V. Wilkinson

     

    176,575,005

     

    954,258

     

    1,599,518

  3. Ratify the appointment of independent public accountants, Deloitte & Touche LLP for the year 2007: 177,091,461 votes for; 679,576 votes against; and 1,357,744 abstentions.
  4. Stockholder proposal relating to political contribution policy: 42,649,225 votes for; 82,024,820 votes against; 38,885,489 abstentions; and 15,569,249 broker non-votes.
  5. Shareholder proposal relating to limitations on management compensation: 7,454,856 votes for; 154,065,779 votes against; 2,038,899 abstentions; and 15,569,249 broker non-votes.

Entergy Arkansas

A consent in lieu of a meeting of common stockholders was executed on April 2, 2007. The consent was signed on behalf of Entergy Corporation, the holder of all issued and outstanding shares of common stock. The common stockholder, by such consent, elected the following individuals to serve as directors constituting the Board of Directors of Entergy Arkansas: Hugh T. McDonald, Chairman, Leo P. Denault, Mark Savoff, and Gary J. Taylor.

Entergy Gulf States

A consent in lieu of a meeting of common stockholders was executed on June 20, 2007. The consent was signed on behalf of Entergy Corporation, the holder of all issued and outstanding shares of common stock. The common stockholder, by such consent, elected the following individuals to serve as directors constituting the Board of Directors of Entergy Gulf States: Joseph F. Domino, Chairman, E. Renae Conley, Leo P. Denault, Mark Savoff, and Gary J. Taylor.

Entergy Louisiana

A consent in lieu of a meeting of members was executed on May 14, 2007. The consent was signed on behalf of Entergy Louisiana Holdings, Inc., the holder of all issued and outstanding common membership interests. The holder of the common membership interests by such consent, elected the following individuals to serve as directors constituting the Board of Directors of Entergy Louisiana: E. Renae Conley, Chair, Leo P. Denault, Mark Savoff, and Gary J. Taylor.

127

Entergy Mississippi

A consent in lieu of a meeting of common stockholders was executed on April 2, 2007. The consent was signed on behalf of Entergy Corporation, the holder of all issued and outstanding shares of common stock. The common stockholder, by such consent, elected the following individuals to serve as directors constituting the Board of Directors of Entergy Mississippi: Carolyn C. Shanks, Chair, Leo P. Denault, Mark Savoff, and Gary J. Taylor.

Entergy New Orleans

A consent in lieu of a meeting of common stockholders was executed on June 20, 2007. The consent was signed on behalf of Entergy Corporation, the holder of all issued and outstanding shares of common stock. The common stockholder, by such consent, elected the following individuals to serve as directors constituting the Board of Directors of Entergy New Orleans: Daniel F. Packer, Tracie L. Boutte, and Roderick K. West.

System Energy

A consent in lieu of a meeting of common stockholders was executed on April 2, 2007. The consent was signed on behalf of Entergy Corporation, the holder of all issued and outstanding shares of common stock. The common stockholder, by such consent, elected the following individuals to serve as directors constituting the Board of Directors of System Energy: Michael R. Kansler, Chairman, Steven C. McNeal, and Leo P. Denault.

Item 5. Other Information

Entry Into New and Termination of Previously Existing Credit Facilities

Entergy Corporation

On August 2, 2007, Entergy Corporation entered into a $3.5 billion, 5-year bank credit facility (the "$3.5 Billion Facility") by and among Entergy Corporation as borrower, Citibank, N.A., as bank, LC issuing bank and administrative agent ("Citibank"), ABN AMRO Bank N.V., as LC issuing bank and bank ("ABN AMRO"), The Bank of Nova Scotia as LC issuing bank and bank ("Bank of Nova Scotia") and the following banks:

BNP Paribas, Barclays Bank PLC, Calyon New York Branch, Credit Suisse First Boston, acting through its Cayman Islands Branch, JPMorgan Chase Bank, N.A., KeyBank National Association, Lehman Brothers Bank, FSB, Mizuho Corporate Bank, Ltd., Morgan Stanley Bank, Regions Bank, Societe Generale, The Bank of New York - Mellon, The Bank of Tokyo - Mitsubishi UFJ, Ltd., The Royal Bank of Scotland PLC, Union Bank of California, N.A., Wachovia Bank, National Association, William Street Commitment Corporation, and certain banks who will become parties from time to time (collectively, the "$3.5 Billion Facility Banks," and, with Entergy, Citibank and ABN AMRO, the "$3.5 Billion Facility Parties").

Entergy Corporation has the ability to issue letters of credit against the facility. The credit agreement executed by the $3.5 Billion Facility Parties is also dated as of August 2, 2007. The credit agreement requires Entergy Corporation to maintain a consolidated debt ratio of 65% or less of its total capitalization. The facility has a variable interest rate, which is currently 5.785%. The facility fee is currently 0.09% of the commitment amount. The facility fee and interest rate can fluctuate depending on the senior unsecured debt ratings of Entergy.

Also on August 2, 2007, Entergy Corporation terminated its two previously existing credit facilities: its $2.0 billion, 5-year bank credit facility, dated as of May 25, 2005, among Entergy as borrower, Citibank as bank and administrative agent and LC Issuing Bank, ABN AMRO Bank, N.V., as LC Issuing Bank, and several banks party thereto; and its $1.5 billion, 3-year bank credit facility, dated as of December 7, 2005, among Entergy, Citibank, N.A., as Administrative Agent and several banks party thereto.

128

As of August 8, 2007, amounts outstanding under the $3.5 Billion Facility are:


Capacity

 


Borrowings

 

Letters
of Credit

 

Capacity
Available

(In Millions)

             

$3,500 

 

$2,176 

 

$71 

 

$1,253

Entergy Gulf States Inc.

On August 2, 2007, Entergy Gulf States entered into a $200 million, 5-year bank credit facility (the "EGS $200 Million Facility") by and among Entergy Gulf States as borrower, Citibank as bank and administrative agent and the following banks:

ABN AMRO, BNP Paribas, Barclays Bank PLC, Calyon New York Branch, Credit Suisse First Boston, acting through its Cayman Islands Branch, JPMorgan Chase Bank, N.A., KeyBank National Association, Mizuho Corporate Bank, Ltd., Morgan Stanley Bank, The Bank of New York - Mellon, The Royal Bank of Scotland PLC, Wachovia Bank, National Association, and certain banks who will become parties from time to time (collectively, the "EGS Credit Facility Banks," and, with Entergy Gulf States and Citibank, the "EGS Credit Facility Parties").

Entergy Gulf States has the ability to issue letters of credit against the facility. The credit agreement executed by the EGS Credit Facility Parties is dated as of August 2, 2007. The credit agreement requires Entergy Gulf States to maintain a consolidated debt ratio of 65% or less of its total capitalization. The facility has a variable interest rate that would currently be approximately 5.8%, and has a facility fee that is currently 0.125% of the commitment amount. The facility fee and interest rate can fluctuate depending on the senior unsecured debt ratings of Entergy Gulf States.

As of August 8, 2007, there were no borrowings or letters of credit outstanding under the EGS $200 Million Facility.

Entergy Louisiana, LLC

On August 2, 2007, Entergy Louisiana entered into a $200 million, 5-year bank credit facility (the "ELL $200 Million Facility") by and among Entergy Louisiana as borrower, Citibank as bank and administrative agent and the following banks:

ABN AMRO, BNP Paribas, Barclays Bank PLC, Calyon New York Branch, Credit Suisse First Boston, acting through its Cayman Islands Branch, JPMorgan Chase Bank, N.A., KeyBank National Association, Mizuho Corporate Bank, Ltd., Morgan Stanley Bank, The Bank of New York - Mellon, The Royal Bank of Scotland PLC, Wachovia Bank, National Association, and certain banks who will become parties from time to time (collectively, the "ELL Credit Facility Banks," and, with Entergy Louisiana and Citibank, the "ELL Credit Facility Parties").

Entergy Louisiana has the ability to issue letters of credit against the facility. The credit agreement executed by the ELL Credit Facility Parties is dated as of August 2, 2007. The credit agreement requires Entergy Louisiana to maintain a consolidated debt ratio of 65% or less of its total capitalization. The facility has a variable interest rate that would currently be approximately 5.7%, and has a facility fee that is currently 0.09% of the commitment amount. The facility fee and interest rate can fluctuate depending on the senior unsecured debt ratings of Entergy Louisiana.

As of August 8, 2007, there were no borrowings or letters of credit outstanding under the ELL $200 Million Facility.

 

129

 

Other Generation Resources

On April 5, 2007 the FERC issued an Opinion and Order on Rehearing and Clarification (Opinion) in the proceeding involving Entergy Louisiana and Entergy New Orleans' three long-term contracts to procure power from affiliates that are discussed in Part 1, Item 1 of the Form 10-K.  In its Opinion, the FERC rejects the Utility operating companies and the LPSC's request to allow Entergy New Orleans and Entergy Louisiana to purchase the Independence plant capacity and energy for a term extending for the life-of-the-unit, as originally proposed, as opposed to the ten-year term ordered by the FERC in its initial opinion.  The Opinion also clarifies that while the Utility operating companies' use of bid information obtained from the 2002 request for proposal to develop the Entergy Arkansas base load purchase power agreements was improper, the record does not establish that the communications constituted a violation of the Utility operating companies' code of conduct.  The Opinion further clarified that the retained share of Grand Gulf that is purchased by Entergy Louisiana and Entergy New Orleans from Entergy Arkansas should be priced at cost, and not at the below-cost price of $46/MWh specified in the original opinion.  Additionally, the Opinion rejects: (1) the LPSC's argument that one-month capacity sales by Entergy Arkansas to third parties triggered a right-of-first refusal on behalf of the other Utility operating companies related to Entergy Arkansas' base load capacity; and (2) the LPSC's argument that Entergy Gulf States was entitled to a portion of the River Bend purchased power agreement (rather than just Entergy Louisiana and Entergy New Orleans) and the LPSC's jurisdictional arguments related thereto.

The LPSC has appealed this decision to the D.C. Circuit Court of Appeals. The Utility operating companies, the City Council, and the APSC have intervened in the appeal.

Environmental Regulation and Proceedings

Clean Air Act and Subsequent Amendments

New Source Review (NSR)

In April 2007 the U.S. Supreme Court ruled that the applicability of Clean Air Act NSR requirements are not limited only to modifications that create an increase in hourly emission rates, but also can apply to modifications that create an increase in annual emission rates (Environmental Defense v. Duke Energy). This holding reversed a Fourth Circuit Court of Appeals decision limiting the applicability of NSR. This Supreme Court decision may result in a renewed effort by the EPA to bring enforcement actions against electric generating units for major non-permitted facility modifications. As discussed in the Form 10-K, Entergy has an established process for identifying modifications requiring additional Clean Air Act permitting approval and has not been the subject of EPA or state enforcement action regarding NSR.

Future Legislative and Regulatory Developments

In April 2007 the U.S. Supreme Court held that the EPA is authorized by the current provisions of the Clean Air Act to regulate emissions of CO2 and other "greenhouse gases" as "pollutants" (Massachusetts v. EPA) and that the EPA is required to regulate these emissions from motor vehicles if the emissions are anticipated to endanger public health or welfare. The Supreme Court directed the EPA to make further findings in this regard. The decision is expected to affect a similar case pending in the U.S. Court of Appeals for the D.C. Circuit (Coke Oven Environmental Task Force v. EPA) considering the same question under a similar Clean Air Act provision in the context of CO2 emissions from electric generating units. Although Entergy cannot predict how the D.C. Circuit or the EPA will react to the Supreme Court decision, one outcome could be a decision to regulate, under the Clean Air Act, emissions of CO2 and other "greenhouse gases" from motor vehicles or from power plants. Entergy is participating as a friend of the court in both of these cases in support of reasonable market-based regulation of CO2 as a pollutant under the Clean Air Act.

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Other Environmental Matters

Entergy New Orleans

As discussed in the Form 10-K, in March 2004 agents of the United States Fish and Wildlife Service conducted an inspection of Entergy New Orleans' Michoud power plant and found a number of dead brown pelicans near the facility's water intake structure and fish-return trough. Brown pelicans are an endangered species in Louisiana. Pursuant its plan of reorganization that became effective in May 2007, Entergy New Orleans made donations of $150,000 to the Louisiana Wildlife and Fisheries Foundation and $100,000 to the United States Fish and Wildlife Service as part of a settlement of the matter. The donations are to be used to protect the eastern brown pelican species and other species of migratory birds. Also as part of the settlement, Entergy New Orleans shall maintain the water intake cell cover that it constructed in order to protect the pelicans.  The United States has agreed to take no further action in the matter after Entergy New Orleans has maintained the cover for one additional year or has otherwise successfully petitioned for this probationary period to end.

Indian Point Emergency Notification System

Pursuant to federal law and an NRC order, Non-Utility Nuclear's Indian Point Energy Center located in Buchanan, New York is required to install a new siren emergency notification system with certain back up power capabilities. Due to the complexity of the technology employed in this system, among other things, Entergy Nuclear Operations, Inc., the operator of Non-Utility Nuclear's power plants, was unable to meet the April 15, 2007 deadline previously approved by the NRC. The NRC fined Entergy Nuclear Operations $130,000; but, nonetheless, the NRC acknowledged in its notice of violation that the current siren emergency notification system is capable of notifying the public in the event of an emergency. In Entergy Nuclear Operations' response to the notice of violation, it committed to make the new system operable by August 24, 2007, based on its understanding of the operability requirements as of the date of its response. If Entergy Nuclear Operations is unable to meet the August 24, 2007 commitment, it may be subject to additional fines by the NRC. The Indian Point Energy Center will continue to operate and maintain its existing siren emergency notification system until the new system is placed into service.

Earnings Ratios (Entergy Arkansas, Entergy Gulf States, Entergy Louisiana, Entergy Mississippi, Entergy New Orleans, and System Energy)

The Registrant Subsidiaries have calculated ratios of earnings to fixed charges and ratios of earnings to combined fixed charges and preferred dividends/distributions pursuant to Item 503 of Regulation S-K of the SEC as follows:

 

Ratios of Earnings to Fixed Charges

 

Twelve Months Ended

 

December 31,

 

June 30,

 

2002

 

2003

 

2004

 

2005

 

2006

 

2007

                       

Entergy Arkansas

2.79

 

3.17

 

3.37

 

3.75

 

3.37

 

3.17

Entergy Gulf States

2.49

 

1.51

 

3.04

 

3.34

 

3.01

 

2.63

Entergy Louisiana

3.14

 

3.93

 

3.60

 

3.50

 

3.23

 

3.16

Entergy Mississippi

2.48

 

3.06

 

3.41

 

3.16

 

2.54

 

2.64

Entergy New Orleans

(a)

 

1.73

 

3.60

 

1.22

 

1.52

 

1.31

System Energy

3.25

 

3.66

 

3.95

 

3.85

 

4.05

 

3.95

131

 

Ratios of Earnings to Combined Fixed Charges
and Preferred Dividends/Distributions

 

Twelve Months Ended

 

December 31,

 

June 30,

 

2002

 

2003

 

2004

 

2005

 

2006

 

2007

                       

Entergy Arkansas

2.53

 

2.79

 

2.98

 

3.34

 

3.06

 

2.73

Entergy Gulf States

2.40

 

1.45

 

2.90

 

3.18

 

2.90

 

2.49

Entergy Louisiana

-

 

-

 

-

 

-

 

2.90

 

2.70

Entergy Mississippi

2.27

 

2.77

 

3.07

 

2.83

 

2.34

 

2.34

Entergy New Orleans

(a)

 

1.59

 

3.31

 

1.12

 

1.35

 

1.18

(a)

Earnings for the twelve months ended December 31, 2002, for Entergy New Orleans were not adequate to cover fixed charges and combined fixed charges and preferred dividends by $0.7 million and $3.4 million, respectively.

Item 6. Exhibits *

 

10(a) -

Credit Agreement ($3,500,000,000), dated as of August 2, 2007, among Entergy Corporation, the Banks (Citibank, N.A., ABN AMRO Bank N.V., Barclays Bank PLC, BNP Paribas, Calyon New York Branch, Credit Suisse (Cayman Islands Branch), J. P. Morgan Chase Bank, N.A., KeyBank National Association, Lehman Brothers Bank (FSB), Mizuho Corporate Bank, Ltd., Morgan Stanley Bank, Regions Bank, Societe Generale, The Bank of New York, The Bank of Nova Scotia, The Bank of Toyko-Mitsubishi UFJ, Ltd. (New York Branch), The Royal Bank of Scotland plc, Union Bank of California, N.A., Wachovia Bank, National Association and William Street Commitment Corporation), Citibank, N.A., as Administrative Agent and LC Issuing Bank, and ABN AMRO Bank, N.V., as LC Issuing Bank.

     
 

10(b) -

Credit Agreement ($200,000,000), dated as of August 2, 2007, among Entergy Louisiana, the Banks (Citibank, N.A., ABN AMRO Bank N.V., Barclays Bank PLC, BNP Paribas, Calyon New York Branch, Credit Suisse (Cayman Islands Branch), J. P. Morgan Chase Bank, N.A., KeyBank National Association, Mizuho Corporate Bank, Ltd., Morgan Stanley Bank, The Bank of New York, The Royal Bank of Scotland plc, and Wachovia Bank, National Association), Citibank, N.A., as Administrative Agent and LC Issuing Bank.

     
 

10(c) -

Credit Agreement ($200,000,000), dated as of August 2, 2007, among Entergy Gulf States, the Banks (Citibank, N.A., ABN AMRO Bank N.V., Barclays Bank PLC, BNP Paribas, Calyon New York Branch, Credit Suisse (Cayman Islands Branch), J. P. Morgan Chase Bank, N.A., KeyBank National Association, Mizuho Corporate Bank, Ltd., Morgan Stanley Bank, The Bank of New York, The Royal Bank of Scotland plc, and Wachovia Bank, National Association), Citibank, N.A., as Administrative Agent and LC Issuing Bank.

     
+

10(d) -

Rescission Agreement effective July 26, 2007 between Richard J. Smith and Entergy Services, Inc.

     
 

12(a) -

Entergy Arkansas' Computation of Ratios of Earnings to Fixed Charges and of Earnings to Combined Fixed Charges and Preferred Dividends, as defined.

     
 

12(b) -

Entergy Gulf States' Computation of Ratios of Earnings to Fixed Charges and of Earnings to Combined Fixed Charges and Preferred Dividends, as defined.

     
 

12(c) -

Entergy Louisiana's Computation of Ratios of Earnings to Fixed Charges and of Earnings to Combined Fixed Charges and Preferred Distributions, as defined.

     
132
     
     
 

12(d) -

Entergy Mississippi's Computation of Ratios of Earnings to Fixed Charges and of Earnings to Combined Fixed Charges and Preferred Dividends, as defined.

     
 

12(e) -

Entergy New Orleans' Computation of Ratios of Earnings to Fixed Charges and of Earnings to Combined Fixed Charges and Preferred Dividends, as defined.

     
 

12(f) -

System Energy's Computation of Ratios of Earnings to Fixed Charges, as defined.

     
 

31(a) -

Rule 13a-14(a)/15d-14(a) Certification for Entergy Corporation.

     
 

31(b) -

Rule 13a-14(a)/15d-14(a) Certification for Entergy Corporation.

     
 

31(c) -

Rule 13a-14(a)/15d-14(a) Certification for Entergy Arkansas.

     
 

31(d) -

Rule 13a-14(a)/15d-14(a) Certification for Entergy Arkansas.

     
 

31(e) -

Rule 13a-14(a)/15d-14(a) Certification for Entergy Gulf States.

     
 

31(f) -

Rule 13a-14(a)/15d-14(a) Certification for Entergy Gulf States.

     
 

31(g) -

Rule 13a-14(a)/15d-14(a) Certification for Entergy Gulf States.

     
 

31(h) -

Rule 13a-14(a)/15d-14(a) Certification for Entergy Louisiana.

     
 

31(i) -

Rule 13a-14(a)/15d-14(a) Certification for Entergy Louisiana.

     
 

31(j) -

Rule 13a-14(a)/15d-14(a) Certification for Entergy Mississippi.

     
 

31(k) -

Rule 13a-14(a)/15d-14(a) Certification for Entergy Mississippi.

     
 

31(l) -

Rule 13a-14(a)/15d-14(a) Certification for Entergy New Orleans.

     
 

31(m) -

Rule 13a-14(a)/15d-14(a) Certification for Entergy New Orleans.

     
 

31(n) -

Rule 13a-14(a)/15d-14(a) Certification for System Energy.

     
 

31(o) -

Rule 13a-14(a)/15d-14(a) Certification for System Energy.

     
 

32(a) -

Section 1350 Certification for Entergy Corporation.

     
 

32(b) -

Section 1350 Certification for Entergy Corporation.

     
 

32(c) -

Section 1350 Certification for Entergy Arkansas.

     
 

32(d) -

Section 1350 Certification for Entergy Arkansas.

     
 

32(e) -

Section 1350 Certification for Entergy Gulf States.

     
 

32(f) -

Section 1350 Certification for Entergy Gulf States.

     
 

32(g) -

Section 1350 Certification for Entergy Gulf States.

     
 

32(h) -

Section 1350 Certification for Entergy Louisiana.

     
 

32(i) -

Section 1350 Certification for Entergy Louisiana.

 
 
133
     
 

32(j) -

Section 1350 Certification for Entergy Mississippi.

     
 

32(k) -

Section 1350 Certification for Entergy Mississippi.

     
 

32(l) -

Section 1350 Certification for Entergy New Orleans.

     
 

32(m) -

Section 1350 Certification for Entergy New Orleans.

     
 

32(n) -

Section 1350 Certification for System Energy.

     
 

32(o) -

Section 1350 Certification for System Energy.

+ Management contracts or compensatory plans or arrangements.

 

___________________________

Pursuant to Item 601(b)(4)(iii) of Regulation S-K, Entergy Corporation agrees to furnish to the Commission upon request any instrument with respect to long-term debt that is not registered or listed herein as an Exhibit because the total amount of securities authorized under such agreement does not exceed ten percent of the total assets of Entergy Corporation and its subsidiaries on a consolidated basis.

*

Reference is made to a duplicate list of exhibits being filed as a part of this report on Form 10-Q for the quarter ended June 30, 2007, which list, prepared in accordance with Item 102 of Regulation S-T of the SEC, immediately precedes the exhibits being filed with this report on Form 10-Q for the quarter ended June 30, 2007.

**

Incorporated herein by reference as indicated.

134

SIGNATURE

 

Pursuant to the requirements of the Securities Exchange Act of 1934, each registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. The signature for each undersigned company shall be deemed to relate only to matters having reference to such company or its subsidiaries.

ENTERGY CORPORATION
ENTERGY ARKANSAS, INC.
ENTERGY GULF STATES, INC.
ENTERGY LOUISIANA, LLC
ENTERGY MISSISSIPPI, INC.
ENTERGY NEW ORLEANS, INC.
SYSTEM ENERGY RESOURCES, INC.

 

/s/ Theodore H. Bunting, Jr.
Theodore H. Bunting, Jr.
Senior Vice President and Chief Accounting Officer
(For each Registrant and for each as
Principal Accounting Officer)

 

Date: August 8, 2007

 

 

135