Form 4

FORM 4

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

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    Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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Filed By Romeo & Dye's Instant Form 4 Filer
www.section16.net

1. Name and Address of Reporting Person*

Wilder C. John

2. Issuer Name and Ticker or Trading Symbol
Entergy Corporation (ETR)

6. Relationship of Reporting Person(s)
to Issuer (Check all applicable)
    Director                                       10% Owner
X Officer (give title below)          Other (specify below)

Executive Vice President                          

(Last)      (First)     (Middle)

Entergy Corporation
639 Loyola Avenue

3. I.R.S. Identification Number
of Reporting Person,
if an entity (voluntary)

 

4. Statement for
Month/Day/Year
11/25/02

(Street)

New Orleans, LA 70113

5. If Amendment,
Date of Original
(Month/Day/Year)
 		 7. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
    Form filed by More than One Reporting Person

(City)     (State)     (Zip)

Table I — Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned

1. Title of Security
(Instr. 3)

2. Trans-
action
Date
(Month/ Day/
Year)

2A. Deemed
Execution
Date,
if any
(Month/Day/
Year)

3. Trans-
action Code
(Instr. 8)

4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 & 5)

5. Amount of
Securities
Beneficially
Owned Follow-
ing Reported Transactions(s)
(Instr. 3 & 4)

6. Owner-
ship Form:
Direct (D)
or Indirect (I)
(Instr. 4)

7. Nature of Indirect
Beneficial Ownership
(Instr. 4)

Code

V

Amount

(A)
or
(D)

Price

Entergy Corporation Common Stock

11/25/02

 

P

 

10,000 (1)

A

43.90

0

D

 

Entergy Corporation Common Stock

11/25/02

 

F(1)

 

10,000

D

43.90

0

D

 

Entergy Corporation Common Stock

11/25/02

 

M

 

10,000 (1)

A

29.94

0

D

 

Entergy Corporation Common Stock

11/25/02

 

S

 

5,000 (1)

D

43.82

0

D

 

Entergy Corporation Common Stock

11/26/02

 

S

 

5,000 (1)

D

43.82

0

D

 

Entergy Corporation Common Stock

 

 

 

 

 

 

 

793

I

Savings Plan Balance 09/30/02

Entergy Corporation Common Stock

11/26/02

 

P

 

5,000(2)

A

43.88

0

D

 

Entergy Corporation Common Stock

11/26/02

 

F

 

5,000 (2)

D

43.88

0

D

 

Entergy Corporation Common Stock

11/26/02

 

M

 

5,000 (2)

A

29.94

5,000

D

 
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(b)(v).

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FORM 4 (continued)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security

(Instr. 3)

2. Conver-
sion or
Exercise
Price of Derivative Security

3. Trans-
action Date

(Month/
Day/
Year)

3A. Deemed
Execution
Date,
if any
(Month/
Day/
Year)

4. Trans-
action
Code

(Instr. 8)

5. Number of Derivative Securities Acquired (A) or Disposed of (D)

(Instr. 3, 4 & 5)

6. Date Exercisable
and Expiration
Date
(Month/Day/
Year)

7. Title and Amount of Underlying Securities
(Instr. 3 & 4)

8. Price of Derivative Security
(Instr. 5)

9. Number of
Derivative
Securities
Beneficially
Owned
Following
Reported Transaction(s)
(Instr. 4)

10. Owner-
ship Form
of Deriv-
ative
Security:
Direct (D)
or Indirect (I)
(Instr. 4)

11. Nature of Indirect Beneficial Ownership
(Instr. 4)

Code

V

(A)

(D)

Date Exer-cisable

Expira-
tion
Date

Title

Amount or Number of
Shares

Employee Stock Option (right to buy)

29.94

11/25/02

 

M

 

 

14,626 (1)

07/28/99

01/28/09

ETR Common

14,626

 

0 (1)

D

 

Phantom Units

1-for-1

11/25/02

 

M

 

4,626 (1)

 

Note 1

Note 1

ETR Common

4,626

 

4,626

D

 

Employee Stock Option (right to buy)

43.90

11/25/02

 

A

 

10,000 (1)

 

11/25/02

01/28/09

ETR Common

10,000

 

10,000

D

 

Employee Stock Option (right to buy)

29.94

11/26/02

 

M

 

 

7,310 (2)

7/28/99

1/28/09

ETR Common

7,310

 

0 (2)

D

 

Phantom Units

1-for1

11/26/02

 

M

 

2,310 (2)

 

Note 2

Note 2

ETR Common

2,310

 

2,310

D

 

Employee Stock Option (right to buy)

43.88

11/26/02

 

A

 

5,000 (2)

 

11/27/02

1/28/09

ETR Common

5,000

 

5,000

D

 

Explanation of Responses:

(1) The filing individual engaged in a "Stock for Stock" exercise of 14,626 options. The exercise price, tax withholding and commission price were paid by surrendering 10,000 shares to the Company, which the filing individual purchased on the open market on November 25, 2002. Following the exercise, the filing individual received 10,000 shares plus his gain (4,626 shares), the value of which 4,626 shares was deferred into phantom Entergy units held in a brokerage account. The deferral is until the earlier of January 3, 2005 or retirement from the Company. The reporting person did not realize profit in connection with purchases and sales as reported in this Form 4 and in the previous Form 4's filed during the past six months. Additional information concerning "Stock-for-Stock" exercises can be found in a Form 8-K filed by the Company on May 1, 2002.
(2) The filing individual engaged in a "Stock for Stock" exercise of 7,310 options. The exercise price, tax withholding and commission price were paid by surrendering 5,000 shares to the Company, which the filing individual purchased on the open market on November 26, 2002. Following the exercise, the individual received 5,000 shares plus his gain (2,310 shares), the value of which 2,310 shares was deferred into phantom Entergy units held in a brokerage account. The deferral is until the earlier of January 3, 2005 or retirement from the Company. The filing individual did not realize any profit in connection with the purchases and sales as reported in this Form 4 and in the previous Form 4s filed during the past six months. Additional information concerning "Stock for Stock" exercises can be found in a Form 8-K filed by the Company on May 1, 2002.
  By: /s/ Christopher T. Screen
             C. John Wilder
**Signature of Reporting Person		 11/27/02
Date

**Intentional misstatements or omissions of facts constitute Federal Criminal Violations.
See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

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