UNITED STATES
SECURITES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K/A
(Mark One)
X ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
For the Fiscal Year Ended December 31, 2000
OR
TRANSITION REPORT PURSUANT TO SECTION 13
OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from _______________to______________
Commission Registrant, State of Incorporation, IRS Employee
File Number Address of Principal Executive Identification No.
Office and Telephone Number
1-11299 ENTERGY CORPORATION 72-1229752
(a Delaware corporation)
639 Loyola Avenue
New Orleans, Louisiana 70113
Telephone (504) 576-4000
Securities registered pursuant to Section 12 (b) of the Act:
Registrant Title of Class
Entergy Corporation Common Stock, $0.01 Par Value - 221,665,028
shares outstanding at June 29, 2001
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
registrants were required to file such reports), and (2)
have been subject to such filing requirements for the past
90 days. Yes _X_ No ___
Indicate by check mark if disclosure of delinquent
filers pursuant to Item 405 of Regulation S-K is not
contained herein, and will not be contained, to the best of
the registrants' knowledge, in definitive proxy or
information statements incorporated by reference in Part
III of this Form 10-K or any amendment to this Form 10-K.
[ ]
The aggregate market value of Entergy Corporation
Common Stock, $0.01 Par Value, held by non-affiliates, was
$8.5 billion based on the reported last sale price of such
stock on the New York Stock Exchange on June 29, 2001.
EXPLANATORY NOTE
This amendment to Form 10-K is being filed to attach
an exhibit previously listed in the Exhibit List 10(a)94,
but not previously attached because Entergy had requested
confidential treatment. The full text of the exhibit is
now being attached.
EXHIBIT INDEX
The following exhibits indicated by an asterisk preceding the
exhibit number are filed herewith. The balance of the exhibits
have heretofore been filed with the SEC, respectively, as the
exhibits and in the file numbers indicated and are incorporated
herein by reference. The exhibits marked with a (+) are
management contracts or compensatory plans or arrangements
required to be filed herewith and required to be identified as
such by Item 14 of Form 10-K. Reference is made to a duplicate
list of exhibits being filed as a part of this Form 10-K, which
list, prepared in accordance with Item 102 of Regulation S-T of
the SEC, immediately precedes the exhibits being physically filed
with this Form 10-K.
(3) (i) Articles of Incorporation
Entergy Corporation
(a) 1 -- Certificate of Incorporation of Entergy
Corporation dated December 31, 1993 (A-1(a) to Rule 24
Certificate in 70-8059).
(3) (ii) By-Laws
(a) -- By-Laws of Entergy Corporation as amended January
29, 1999, and as presently in effect (4.2 to Form S-8 in
File No. 333-75097).
(4) Instruments Defining Rights of Security Holders,
Including Indentures
Entergy Corporation
(a) 1 -- See (4)(b) through (4)(g) below for instruments
defining the rights of holders of long-term debt of
System Energy, Entergy Arkansas, Entergy Gulf States,
Entergy Louisiana, Entergy Mississippi and Entergy New
Orleans.
(a) 2 -- Second Amended and Restated Credit Agreement,
dated as of May 18, 2000, among Entergy, the Banks (The
Bank of New York, The Chase Manhattan Bank, Citibank,
N.A., ABN AMRO Bank N.V., The Bank of Nova Scotia, Bank
One, N.A., Bayerische Landesbank Girozentrale, The Royal
Bank of Scotland PLC, Barclays Bank PLC, Credit Agricole
Indosuez, The Industrial Bank of Japan, KBC Bank NV,
Union Bank of California, N.A., Westdeutsche Landesbank
Girozentrale, and Mellon Bank, N.A.) and Citibank, N.A.,
as Agent (4(b) to Form 10-Q for the quarter ended June
30, 2000 in 1-11299).
(10) Material Contracts
Entergy Corporation
(a) 1 -- Agreement, dated April 23, 1982, among certain
System companies, relating to System Planning and
Development and Intra-System Transactions (10(a)1 to
Form 10-K for the year ended December 31, 1982 in
1-3517).
(a) 2 -- Middle South Utilities (now Entergy Corporation)
System Agency Agreement, dated December 11, 1970 (5(a)-2
in 2-41080).
(a) 3 -- Amendment, dated February 10, 1971, to Middle
South Utilities System Agency Agreement, dated
December 11, 1970 (5(a)-4 in 2-41080).
(a) 4 -- Amendment, dated May 12, 1988, to Middle South
Utilities System Agency Agreement, dated December 11,
1970 (5(a)-4 in 2-41080).
(a) 5 -- Middle South Utilities System Agency Coordination
Agreement, dated December 11, 1970 (5(a)-3 in 2-41080).
(a) 6 -- Service Agreement with Entergy Services, dated as
of April 1, 1963 (5(a)-5 in 2-41080).
(a) 7 -- Amendment, dated January 1, 1972, to Service
Agreement with Entergy Services (5(a)-6 in 2-43175).
(a) 8 -- Amendment, dated April 27, 1984, to Service
Agreement with Entergy Services (10(a)-7 to Form 10-K for
the year ended December 31, 1984, in 1-3517).
(a) 9 -- Amendment, dated August 1, 1988, to Service
Agreement with Entergy Services (10(a)-8 to Form 10-K for
the year ended December 31, 1988, in 1-3517).
(a) 10-- Amendment, dated January 1, 1991, to Service
Agreement with Entergy Services (10(a)-9 to Form 10-K for
the year ended December 31, 1990, in 1-3517).
(a) 11-- Amendment, dated January 1, 1992, to Service
Agreement with Entergy Services (10(a)-11 for the year
ended December 31, 1994 in 1-3517).
(a) 12-- Availability Agreement, dated June 21, 1974, among
System Energy and certain other System companies (B to
Rule 24 Certificate dated June 24, 1974 in 70-5399).
(a) 13-- First Amendment to Availability Agreement, dated
as of June 30, 1977 (B to Rule 24 Certificate dated
June 24, 1977 in 70-5399).
(a) 14-- Second Amendment to Availability Agreement, dated
as of June 15, 1981 (E to Rule 24 Certificate dated
July 1, 1981 in 70-6592).
(a) 15-- Third Amendment to Availability Agreement, dated
as of June 28, 1984 (B-13(a) to Rule 24 Certificate dated
July 6, 1984 in 70-6985).
(a) 16-- Fourth Amendment to Availability Agreement, dated
as of June 1, 1989 (A to Rule 24 Certificate dated
June 8, 1989 in 70-5399).
(a) 17-- Eighteenth Assignment of Availability Agreement,
Consent and Agreement, dated as of September 1, 1986,
with United States Trust Company of New York and
Gerard F. Ganey, as Trustees (C-2 to Rule 24 Certificate
dated October 1, 1986 in 70-7272).
(a) 18-- Nineteenth Assignment of Availability Agreement,
Consent and Agreement, dated as of September 1, 1986,
with United States Trust Company of New York and
Gerard F. Ganey, as Trustees (C-3 to Rule 24 Certificate
dated October 1, 1986 in 70-7272).
(a) 19-- Twenty-sixth Assignment of Availability Agreement,
Consent and Agreement, dated as of October 1, 1992, with
United States Trust Company of New York and Gerard F.
Ganey, as Trustees (B-2(c) to Rule 24 Certificate dated
November 2, 1992 in 70-7946).
(a) 20-- Twenty-seventh Assignment of Availability
Agreement, Consent and Agreement, dated as of April 1,
1993, with United States Trust Company of New York and
Gerard F. Ganey as Trustees (B-2(d) to Rule 24
Certificate dated May 4, 1993 in 70-7946).
(a) 21-- Twenty-ninth Assignment of Availability Agreement,
Consent and Agreement, dated as of April 1, 1994, with
United States Trust Company of New York and Gerard F.
Ganey as Trustees (B-2(f) to Rule 24 Certificate dated
May 6, 1994 in 70-7946).
(a) 22-- Thirtieth Assignment of Availability Agreement,
Consent and Agreement, dated as of August 1, 1996, among
System Energy, Entergy Arkansas, Entergy Louisiana,
Entergy Mississippi and Entergy New Orleans, and United
States Trust Company of New York and Gerard F. Ganey, as
Trustees (B-2(a) to Rule 24 Certificate dated August 8,
1996 in 70-8511).
(a) 23-- Thirty-first Assignment of Availability Agreement,
Consent and Agreement, dated as of August 1, 1996, among
System Energy, Entergy Arkansas, Entergy Louisiana,
Entergy Mississippi, and Entergy New Orleans, and United
States Trust Company of New York and Gerard F. Ganey, as
Trustees (B-2(b) to Rule 24 Certificate dated August 8,
1996 in 70-8511).
(a) 24-- Thirty-second Assignment of Availability
Agreement, Consent and Agreement, dated as of December
27, 1996, among System Energy, Entergy Arkansas, Entergy
Louisiana, Entergy Mississippi, and Entergy New Orleans,
and The Chase Manhattan Bank (B-2(a) to Rule 24
Certificate dated January 13, 1997 in 70-7561).
(a) 25-- Thirty-third Assignment of Availability Agreement,
Consent and Agreement, dated as of December 20, 1999,
among System Energy, Entergy Arkansas, Entergy Louisiana,
Entergy Mississippi, and Entergy New Orleans, and The
Chase Manhattan Bank (B-2(b) to Rule 24 Certificate dated
March 3, 2000 in 70-7561).
(a) 26-- Capital Funds Agreement, dated June 21, 1974,
between Entergy Corporation and System Energy (C to
Rule 24 Certificate dated June 24, 1974 in 70-5399).
(a) 27-- First Amendment to Capital Funds Agreement, dated
as of June 1, 1989 (B to Rule 24 Certificate dated
June 8, 1989 in 70-5399).
(a) 28-- Eighteenth Supplementary Capital Funds Agreement
and Assignment, dated as of September 1, 1986, with
United States Trust Company of New York and Gerard F.
Ganey, as Trustees (D-2 to Rule 24 Certificate dated
October 1, 1986 in 70-7272).
(a) 29-- Nineteenth Supplementary Capital Funds Agreement
and Assignment, dated as of September 1, 1986, with
United States Trust Company of New York and Gerard F.
Ganey, as Trustees (D-3 to Rule 24 Certificate dated
October 1, 1986 in 70-7272).
(a) 30-- Twenty-sixth Supplementary Capital Funds Agreement
and Assignment, dated as of October 1, 1992, with United
States Trust Company of New York and Gerard F. Ganey, as
Trustees (B-3(c) to Rule 24 Certificate dated November 2,
1992 in 70-7946).
(a) 31-- Twenty-seventh Supplementary Capital Funds
Agreement and Assignment, dated as of April 1, 1993, with
United States Trust Company of New York and Gerard F.
Ganey, as Trustees (B-3(d) to Rule 24 Certificate dated
May 4, 1993 in 70-7946).
(a) 32-- Twenty-ninth Supplementary Capital Funds Agreement
and Assignment, dated as of April 1, 1994, with United
States Trust Company of New York and Gerard F. Ganey, as
Trustees (B-3(f) to Rule 24 Certificate dated May 6, 1994
in 70-7946).
(a) 33-- Thirtieth Supplementary Capital Funds Agreement
and Assignment, dated as of August 1, 1996, among Entergy
Corporation, System Energy and United States Trust
Company of New York and Gerard F. Ganey, as Trustees (B-
3(a) to Rule 24 Certificate dated August 8, 1996 in 70-
8511).
(a) 34-- Thirty-first Supplementary Capital Funds Agreement
and Assignment, dated as of August 1, 1996, among Entergy
Corporation, System Energy and United States Trust
Company of New York and Gerard F. Ganey, as Trustees (B-
3(b) to Rule 24 Certificate dated August 8, 1996 in 70-
8511).
(a) 35-- Thirty-second Supplementary Capital Funds
Agreement and Assignment, dated as of December 27, 1996,
among Entergy Corporation, System Energy and The Chase
Manhattan Bank (B-1(a) to Rule 24 Certificate dated
January 13, 1997 in 70-7561).
(a) 36-- Thirty-third Supplementary Capital Funds Agreement
and Assignment, dated as of December 20, 1999, among
Entergy Corporation, System Energy and The Chase
Manhattan Bank (B-3(b) to Rule 24 Certificate dated March
3, 2000 in 70-7561).
(a) 37-- First Amendment to Supplementary Capital Funds
Agreements and Assignments, dated as of June 1, 1989, by
and between Entergy Corporation, System Energy, Deposit
Guaranty National Bank, United States Trust Company of
New York and Gerard F. Ganey (C to Rule 24 Certificate
dated June 8, 1989 in 70-7026).
(a) 38-- First Amendment to Supplementary Capital Funds
Agreements and Assignments, dated as of June 1, 1989, by
and between Entergy Corporation, System Energy, United
States Trust Company of New York and Gerard F. Ganey (C
to Rule 24 Certificate dated June 8, 1989 in 70-7123).
(a) 39-- First Amendment to Supplementary Capital Funds
Agreement and Assignment, dated as of June 1, 1989, by
and between Entergy Corporation, System Energy and
Chemical Bank (C to Rule 24 Certificate dated June 8,
1989 in 70-7561).
(a) 40-- Reallocation Agreement, dated as of July 28, 1981,
among System Energy and certain other System companies
(B-1(a) in 70-6624).
(a) 41-- Joint Construction, Acquisition and Ownership
Agreement, dated as of May 1, 1980, between System Energy
and SMEPA (B-1(a) in 70-6337), as amended by Amendment
No. 1, dated as of May 1, 1980 (B-1(c) in 70-6337) and
Amendment No. 2, dated as of October 31, 1980 (1 to Rule
24 Certificate dated October 30, 1981 in 70-6337).
(a) 42-- Operating Agreement dated as of May 1, 1980,
between System Energy and SMEPA (B(2)(a) in 70-6337).
(a) 43-- Assignment, Assumption and Further Agreement
No. 1, dated as of December 1, 1988, among System Energy,
Meridian Trust Company and Stephen M. Carta, and SMEPA
(B-7(c)(1) to Rule 24 Certificate dated January 9, 1989
in 70-7561).
(a) 44-- Assignment, Assumption and Further Agreement
No. 2, dated as of December 1, 1988, among System Energy,
Meridian Trust Company and Stephen M. Carta, and SMEPA
(B-7(c)(2) to Rule 24 Certificate dated January 9, 1989
in 70-7561).
(a) 45-- Substitute Power Agreement, dated as of May 1,
1980, among Entergy Mississippi, System Energy and SMEPA
(B(3)(a) in 70-6337).
(a) 46-- Grand Gulf Unit No. 2 Supplementary Agreement,
dated as of February 7, 1986, between System Energy and
SMEPA (10(aaa) in 33-4033).
(a) 47-- Compromise and Settlement Agreement, dated June 4,
1982, between Texaco, Inc. and Entergy Louisiana (28(a)
to Form 8-K dated June 4, 1982 in 1-3517).
+(a) 48-- Post-Retirement Plan (10(a)37 to Form 10-K for the
year ended December 31, 1983 in 1-3517).
(a) 49-- Unit Power Sales Agreement, dated as of June 10,
1982, between System Energy and Entergy Arkansas, Entergy
Louisiana, Entergy Mississippi and Entergy New Orleans
(10(a)-39 to Form 10-K for the year ended December 31,
1982 in 1-3517).
(a) 50-- First Amendment to Unit Power Sales Agreement,
dated as of June 28, 1984, between System Energy and
Entergy Arkansas, Entergy Louisiana, Entergy Mississippi
and Entergy New Orleans (19 to Form 10-Q for the quarter
ended September 30, 1984 in 1-3517).
(a) 51-- Revised Unit Power Sales Agreement (10(ss) in
33-4033).
(a) 52-- Middle South Utilities Inc. and Subsidiary
Companies Intercompany Income Tax Allocation Agreement,
dated April 28, 1988 (D-1 to Form U5S for the year ended
December 31, 1987).
(a) 53-- First Amendment, dated January 1, 1990, to the
Middle South Utilities Inc. and Subsidiary Companies
Intercompany Income Tax Allocation Agreement (D-2 to
Form U5S for the year ended December 31, 1989).
(a) 54-- Second Amendment dated January 1, 1992, to the
Entergy Corporation and Subsidiary Companies Intercompany
Income Tax Allocation Agreement (D-3 to Form U5S for the
year ended December 31, 1992).
(a) 55-- Third Amendment dated January 1, 1994 to Entergy
Corporation and Subsidiary Companies Intercompany Income
Tax Allocation Agreement (D-3(a) to Form U5S for the year
ended December 31, 1993).
(a) 56-- Fourth Amendment dated April 1, 1997 to Entergy
Corporation and Subsidiary Companies Intercompany Income
Tax Allocation Agreement (D-5 to Form U5S for the year
ended December 31, 1996).
(a) 57-- Guaranty Agreement between Entergy Corporation and
Entergy Arkansas, dated as of September 20, 1990 (B-1(a)
to Rule 24 Certificate dated September 27, 1990 in
70-7757).
(a) 58-- Guarantee Agreement between Entergy Corporation
and Entergy Louisiana, dated as of September 20, 1990
(B-2(a) to Rule 24 Certificate dated September 27, 1990
in 70-7757).
(a) 59-- Guarantee Agreement between Entergy Corporation
and System Energy, dated as of September 20, 1990 (B-3(a)
to Rule 24 Certificate dated September 27, 1990 in 70-
7757).
(a) 60-- Loan Agreement between Entergy Operations and
Entergy Corporation, dated as of September 20, 1990
(B-12(b) to Rule 24 Certificate dated June 15, 1990 in
70-7679).
(a) 61-- Loan Agreement between Entergy Power and Entergy
Corporation, dated as of August 28, 1990 (A-4(b) to Rule
24 Certificate dated September 6, 1990 in 70-7684).
(a) 62-- Loan Agreement between Entergy Corporation and
Entergy Systems and Service, Inc., dated as of
December 29, 1992 (A-4(b) to Rule 24 Certificate in
70-7947).
+(a) 63-- Executive Financial Counseling Program of Entergy
Corporation and Subsidiaries (10(a) 52 to Form 10-K for
the year ended December 31, 1989 in 1-3517).
+(a) 64-- Entergy Corporation Annual Incentive Plan (10(a)
54 to Form 10-K for the year ended December 31, 1989 in
1-3517).
+(a) 65-- Equity Ownership Plan of Entergy Corporation and
Subsidiaries (A-4(a) to Rule 24 Certificate dated May 24,
1991 in 70-7831).
+(a) 66-- Amendment No. 1 to the Equity Ownership Plan of
Entergy Corporation and Subsidiaries (10(a) 71 to Form 10-
K for the year ended December 31, 1992 in 1-3517).
+(a) 67-- 1998 Equity Ownership Plan of Entergy Corporation
and Subsidiaries (Filed with the Proxy Statement dated
March 30, 1998).
+(a) 68-- Retired Outside Director Benefit Plan (10(a)63 to
Form 10-K for the year ended December 31, 1991 in
1-3517).
+(a) 69-- Agreement between Entergy Corporation and Jerry D.
Jackson. (10(a) 67 to Form 10-K for the year ended
December 31, 1992 in 1-3517).
+(a) 70-- Supplemental Retirement Plan (10(a) 69 to Form 10-
K for the year ended December 31, 1992 in 1-3517).
+(a) 71-- Defined Contribution Restoration Plan of Entergy
Corporation and Subsidiaries (10(a)53 to Form 10-K for
the year ended December 31, 1989 in 1-3517).
+(a) 72-- Executive Disability Plan of Entergy Corporation
and Subsidiaries (10(a) 72 to Form 10-K for the year
ended December 31, 1992 in 1-3517).
+(a) 73-- Stock Plan for Outside Directors of Entergy
Corporation and Subsidiaries, as amended (10(a) 74 to
Form 10-K for the year ended December 31, 1992 in 1-
3517).
(a) 74-- Agreement and Plan of Reorganization Between
Entergy Corporation and Gulf States Utilities Company,
dated June 5, 1992 (1 to Current Report on Form 8-K dated
June 5, 1992 in 1-3517).
+(a) 75-- Amendment to Defined Contribution Restoration Plan
of Entergy Corporation and Subsidiaries (10(a) 81 to Form
10-K for the year ended December 31, 1993 in 1-11299).
+(a) 76-- System Executive Retirement Plan (10(a) 82 to Form
10-K for the year ended December 31, 1993 in 1-11299).
+(a) 77-- Letter of Intent regarding the Employment of Wayne
Leonard (10-(a)78 to Form 10-K for the year ended
December 31, 1998 in 1-11299).
+(a) 78-- Letter to John Wilder offering Employment (10(b)62
to Form 10-K for the year ended December 31, 1998 in 1-
9067).
+(a) 79-- Agreement between Entergy Corporation and Donald
C. Hintz effective July 29, 1999 (10(a)80 to Form 10-K
for the year ended December 31, 1999 in 1-11299).
(a) 80-- Agreement and Plan of Merger dated as of July 30,
2000, among FPL Group, Inc., Entergy Corporation, WCB
Holding Corp., Ranger Acquisition Corp. and Ring
Acquisition Corp (2.1 to Form 8-K dated July 31, 2000 in
1-11299).
+(a)81 -- Retention Agreement effective November 21, 2000 between
J. Wayne Leonard and Entergy Corporation (10(a)81 to Form
10-K for the year ended December 31, 2000 in 1-11299).
+(a)82 -- Retention Agreement effective July 29, 2000 between
Frank F. Gallaher and Entergy Corporation (10(a)82 to
Form 10-K for the year ended December 31, 2000 in 1-
11299).
+(a)83 -- Retention Agreement effective July 29, 2000 between
C. Gary Clary and Entergy Corporation (10(a)83 to Form 10-
K for the year ended December 31, 2000 in 1-11299).
+(a)84 -- Retention Agreement effective July 29, 2000 between
Jerry D. Jackson and Entergy Corporation (10(a)84 to Form
10-K for the year ended December 31, 2000 in 1-11299).
+(a)85 -- Retention Agreement effective July 29, 2000 between
Donald C. Hintz and Entergy Corporation (10(a)85 to Form
10-K for the year ended December 31, 2000 in 1-11299).
+(a)86 -- Retention Agreement effective July 29, 2000 between
Michael G. Thompson and Entergy Corporation (10(a)86 to
Form 10-K for the year ended December 31, 2000 in 1-
11299).
+(a)87 -- Retention Agreement effective January 22, 2001
between Richard J. Smith and Entergy Services, Inc
(10(a)87 to Form 10-K for the year ended December 31,
2000 in 1-11299).
+(a)88 -- Retention Agreement effective January 25, 2001
between Horace Webb and Entergy Services, Inc (10(a)88 to
Form 10-K for the year ended December 31, 2000 in 1-
11299).
+(a)89 -- Retention Agreement effective July 29, 2000 between
Jerry W. Yelverton and Entergy Corporation (10(a)89 to
Form 10-K for the year ended December 31, 2000 in 1-
11299).
+(a)90 -- Retention Agreement effective July 29, 2000 between
C. John Wilder and Entergy Corporation (10(a)90 to Form
10-K for the year ended December 31, 2000 in 1-11299).
+(a)91-- Employment Retention Bonus Plan of Entergy
Corporation and Subsidiaries dated July 30, 2000 (10(a)91
to Form 10-K for the year ended December 31, 2000 in 1-
11299).
+(a) 92 -- Employment Agreement by and between WCB Holding
Corporation and J. Wayne Leonard dated as of July 30,
2000 (99.3 to Form 8-K dated July 31, 2000 in 1-11299).
+(a) 93 -- Employment Agreement by and between WCB Holding
Corporation and James L. Broadhead dated as of July 30,
2000 (99.2 to Form 8-K dated July 31, 2000 in 1-11299).
*(a) 94-- Agreement of Limited Partnership of Entergy-Koch,
LP among EKLP, LLC, EK Holding I, LLC, EK Holding II, LLC
and Koch Energy, Inc. dated January 31, 2001.
_________________
* Filed herewith.
+ Management contracts or compensatory plans or arrangements.
SIGNATURE
Pursuant to the requirements of Section 13 or 15(d) of the
Securities Exchange Act of 1934, the registrant has duly caused
this amendment to be signed on its behalf by the undersigned
hereunto duly authorized. The signature of the undersigned
company shall be deemed to relate only to matters having
reference to such company and any subsidiaries thereof.
Entergy Corporation
By: /s/ Nathan E. Langston
Nathan E. Langston
Vice President and
Chief Accounting Officer
Dated: August 3, 2001