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ENTERGY NEW ORLEANS, LLC - Quarter Report: 2010 June (Form 10-Q)

a04110.htm
__________________________________________________________________________________________
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, 2010
 
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, Louisiana 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
 
0-05807
ENTERGY NEW ORLEANS, INC.
(a Louisiana corporation)
1600 Perdido Street
New Orleans, Louisiana 70112
Telephone (504) 670-3700
72-0273040
         
         
0-20371
ENTERGY GULF STATES LOUISIANA, L.L.C.
(a Louisiana limited liability company)
446 North Boulevard
Baton Rouge, Louisiana 70802
Telephone (800) 368-3749
74-0662730
 
1-34360
ENTERGY TEXAS, INC.
(a Texas corporation)
350 Pine Street
Beaumont, Texas 77701
Telephone (409) 981-2000
61-1435798
         
         
1-32718
ENTERGY LOUISIANA, LLC
(a Texas limited liability company)
446 North Boulevard
Baton Rouge, Louisiana 70802
Telephone (800) 368-3749
75-3206126
 
1-09067
SYSTEM ENERGY RESOURCES, INC.
(an Arkansas corporation)
Echelon One
1340 Echelon Parkway
Jackson, Mississippi 39213
Telephone (601) 368-5000
72-0752777
         

__________________________________________________________________________________________
 
 
 
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 Entergy Corporation has submitted electronically and posted on Entergy's corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).  Yes þ No o

Indicate by check mark whether Entergy Arkansas, Entergy Gulf States Louisiana, Entergy Louisiana, Entergy Mississippi, Entergy New Orleans, Entergy Texas, and System Energy Resources have submitted electronically and posted on Entergy's corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrants were required to submit and post such files).  Yes o No o

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company.  See the definitions of "large accelerated filer," "accelerated filer," and "smaller reporting company" in Rule 12b-2 of the Securities Exchange Act of 1934.

 
Large
accelerated
filer
 
 
Accelerated
filer
 
Non-
accelerated
filer
 
Smaller
reporting
company
Entergy Corporation
Ö
           
Entergy Arkansas, Inc.
       
Ö
   
Entergy Gulf States Louisiana, L.L.C.
       
Ö
   
Entergy Louisiana, LLC
       
Ö
   
Entergy Mississippi, Inc.
       
Ö
   
Entergy New Orleans, Inc.
       
Ö
   
Entergy Texas, 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 30, 2010
Entergy Corporation
($0.01 par value)
186,815,779

Entergy Corporation, Entergy Arkansas, Inc., Entergy Gulf States Louisiana, L.L.C., Entergy Louisiana, LLC, Entergy Mississippi, Inc., Entergy New Orleans, Inc., Entergy Texas, 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, 2009 and the Quarterly Report on Form 10-Q for the quarter ended March 31, 2010, 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, 2010

 
Page Number
   
Definitions
1
Entergy Corporation and Subsidiaries
 
Management's Financial Discussion and Analysis
 
Plan to Pursue Separation of Non-Utility Nuclear
3
Results of Operations
4
Liquidity and Capital Resources
11
Rate, Cost-recovery, and Other Regulation
15
Market and Credit Risk Sensitive Instruments
17
Critical Accounting Estimates
18
Consolidated Statements of Income
21
Consolidated Statements of Cash Flows
22
Consolidated Balance Sheets
24
Consolidated Statements of Retained Earnings, Comprehensive Income, and
  Paid-In Capital
 
26
Selected Operating Results
28
Notes to Financial Statements
29
Part 1. Item 4.  Controls and Procedures
72
Entergy Arkansas, Inc.
 
Management's Financial Discussion and Analysis
 
Results of Operations
73
Liquidity and Capital Resources
75
State and Local Rate Regulation
78
Federal Regulation
78
Nuclear Matters
78
Environmental Risks
78
Critical Accounting Estimates
78
Income Statements
80
Statements of Cash Flows
81
Balance Sheets
82
Selected Operating Results
84
Entergy Gulf States Louisiana, L.L.C.
 
Management's Financial Discussion and Analysis
 
Results of Operations
85
Liquidity and Capital Resources
88
State and Local Rate Regulation
91
Federal Regulation
91
Nuclear Matters
92
Environmental Risks
92
Critical Accounting Estimates
92
   
   
ENTERGY CORPORATION AND SUBSIDIARIES
INDEX TO QUARTERLY REPORT ON FORM 10-Q
June 30, 2010

 
Page Number
   
Income Statements
93
Statements of Cash Flows
95
Balance Sheets
96
Statements of Members' Equity and Comprehensive Income
98
Selected Operating Results
99
Entergy Louisiana, LLC
 
Management's Financial Discussion and Analysis
 
Results of Operations
100
Liquidity and Capital Resources
103
State and Local Rate Regulation
106
Federal Regulation
107
Nuclear Matters
107
Environmental Risks
107
Critical Accounting Estimates
107
Income Statements
108
Statements of Cash Flows
109
Balance Sheets
110
Statements of Members' Equity and Comprehensive Income
112
Selected Operating Results
113
Entergy Mississippi, Inc.
 
Management's Financial Discussion and Analysis
 
Results of Operations
114
Liquidity and Capital Resources
117
State and Local Rate Regulation
119
Federal Regulation
119
Critical Accounting Estimates
119
Income Statements
121
Statements of Cash Flows
123
Balance Sheets
124
Selected Operating Results
126
Entergy New Orleans, Inc.
 
Management's Financial Discussion and Analysis
 
Results of Operations
127
Liquidity and Capital Resources
129
State and Local Rate Regulation
131
Federal Regulation
131
Environmental Risks
131
Critical Accounting Estimates
131
Income Statements
132
Statements of Cash Flows
133
Balance Sheets
134
Selected Operating Results
136
ENTERGY CORPORATION AND SUBSIDIARIES
INDEX TO QUARTERLY REPORT ON FORM 10-Q
June 30, 2010

 
Page Number
   
Entergy Texas, Inc.
 
Management's Financial Discussion and Analysis
 
Results of Operations
137
Liquidity and Capital Resources
141
State and Local Rate Regulation
142
Federal Regulation
143
Environmental Risks
143
Critical Accounting Estimates
144
Consolidated Income Statements
145
Consolidated Statements of Cash Flows
147
Consolidated Balance Sheets
148
Selected Operating Results
150
System Energy Resources, Inc.
 
Management's Financial Discussion and Analysis
 
Results of Operations
151
Liquidity and Capital Resources
151
Nuclear Matters
153
Environmental Risks
153
Critical Accounting Estimates
153
Income Statements
154
Statements of Cash Flows
155
Balance Sheets
156
Part II.  Other Information
 
Item 1.    Legal Proceedings
158
Item 1A.  Risk Factors
158
Item 2.    Unregistered Sales of Equity Securities and Use of Proceeds
158
Item 5.    Other Information
159
Item 6.    Exhibits
165
Signature
168


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 "may," "will," "could," "project," "believe," "anticipate," "intend," "expect," "estimate," "continue," "potential," "plan," "predict," "forecast," and other similar words or 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):

·  
resolution of pending and future rate cases and negotiations, including various performance-based rate discussions, and other regulatory proceedings, including those related to Entergy's System Agreement, Entergy's utility supply plan, recovery of storm costs, and recovery of fuel and purchased power costs
·  
changes in utility regulation, including the beginning or end of retail and wholesale competition, the ability to recover net utility assets and other potential stranded costs, the operations of the independent coordinator of transmission for Entergy's utility service territory, and the application of more stringent transmission reliability requirements or market power criteria by the FERC
·  
changes in regulation of nuclear generating facilities and nuclear materials and fuel, including possible shutdown of nuclear generating facilities, particularly those owned or operated by the Non-Utility Nuclear business
·  
resolution of pending or future applications for license renewals or modifications of nuclear generating facilities
·  
the performance of and deliverability of power from Entergy's generation resources, including the capacity factors at its nuclear generating facilities
·  
Entergy's ability to develop and execute on a point of view regarding future prices of electricity, natural gas, and other energy-related commodities
·  
prices for power generated by Entergy's merchant generating facilities, the ability to hedge, sell power forward or otherwise reduce the market price risk associated with those facilities, including the Non-Utility Nuclear plants, and the prices and availability of fuel and power Entergy must purchase for its Utility customers, and Entergy's ability to meet credit support requirements for fuel and power supply contracts
·  
volatility and changes in markets for electricity, natural gas, uranium, and other energy-related commodities
·  
changes in law resulting from federal or state energy legislation or legislation subjecting energy derivatives used in hedging and risk management transactions to governmental regulation
·  
changes in environmental, tax, and other laws, including requirements for reduced emissions of sulfur, nitrogen, carbon, mercury, and other substances, and changes in costs of compliance with environmental and other laws and regulations
·  
uncertainty regarding the establishment of interim or permanent sites for spent nuclear fuel and nuclear waste storage and disposal
·  
variations in weather and the occurrence of hurricanes and other storms and disasters, including uncertainties associated with efforts to remediate the effects of hurricanes and ice storms and the recovery of costs associated with restoration, including accessing funded storm reserves, federal and local cost recovery mechanisms, securitization, and insurance

FORWARD-LOOKING INFORMATION (Concluded)

·  
effects of climate change
·  
Entergy's ability to manage its capital projects and operation and maintenance costs
·  
Entergy's ability to purchase and sell assets at attractive prices and on other attractive terms
·  
the economic climate, and particularly economic conditions in Entergy's Utility service territory and the Northeast United States and events that could influence economic conditions in those areas, such as the recent oil spill in the Gulf of Mexico and related moratorium on drilling of deepwater wells
·  
the effects of Entergy's strategies to reduce tax payments
·  
changes in the financial markets, particularly those affecting the availability of capital and Entergy's ability to refinance existing debt, execute share repurchase programs, and fund investments and acquisitions
·  
actions of rating agencies, including changes in the ratings of debt and preferred stock, changes in general corporate ratings, and changes in the rating agencies' ratings criteria
·  
changes in inflation and interest rates
·  
the effect of litigation and government investigations or proceedings
·  
advances in technology
·  
the potential effects of threatened or actual terrorism and war
·  
Entergy's ability to attract and retain talented management and directors
·  
changes in accounting standards and corporate governance
·  
declines in the market prices of marketable securities and resulting funding requirements for Entergy's defined benefit pension and other postretirement benefit plans
·  
changes in decommissioning trust fund values or earnings or in the timing of or cost to decommission nuclear plant sites
·  
the ability to successfully complete merger, acquisition, or divestiture plans, regulatory or other limitations imposed as a result of merger, acquisition, or divestiture, and the success of the business following a merger, acquisition, or divestiture
·  
risks and uncertainties associated with unwinding the business infrastructure associated with the contemplated Non-Utility Nuclear spin-off, joint venture, and related transactions.

DEFINITIONS

Certain abbreviations or acronyms used in the text and notes 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 (nuclear), owned by Entergy Arkansas
APSC
Arkansas Public Service Commission
ASC
FASB Accounting Standards Codification
ASU
FASB Accounting Standards Update
Board
Board of Directors of Entergy Corporation
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
Entergy
Entergy Corporation and its direct and indirect subsidiaries
Entergy Corporation
Entergy Corporation, a Delaware corporation
Entergy Gulf States, Inc.
Predecessor company for financial reporting purposes to Entergy Gulf States Louisiana that included the assets and business operations of both Entergy Gulf States Louisiana and Entergy Texas
Entergy Gulf States Louisiana
Entergy Gulf States Louisiana, L.L.C., a company created in connection with the jurisdictional separation of Entergy Gulf States, Inc. and the successor company to Entergy Gulf States, Inc. for financial reporting purposes.  The term is also used to refer to the Louisiana jurisdictional business of Entergy Gulf States, Inc., as the context requires.
Entergy Texas
Entergy Texas, Inc., a company created in connection with the jurisdictional separation of Entergy Gulf States, Inc.  The term is also used to refer to the Texas jurisdictional business of Entergy Gulf States, Inc., as the context requires.
EPA
United States Environmental Protection Agency
ERCOT
Electric Reliability Council of Texas
FASB
Financial Accounting Standards Board
FERC
Federal Energy Regulatory Commission
FitzPatrick
James A. FitzPatrick Nuclear Power Plant (nuclear), owned by an Entergy subsidiary in the Non-Nuclear Utility segment
Form 10-K
Annual Report on Form 10-K for the calendar year ended December 31, 2009 filed with the SEC by Entergy Corporation and its Registrant Subsidiaries
Grand Gulf
Unit No. 1 of Grand Gulf Nuclear Station (nuclear), 90% owned or leased by System Energy
GWh
Gigawatt-hour(s), which equals one million kilowatt-hours
Independence
Independence Steam Electric Station (coal), owned 16% by Entergy Arkansas, 25% by Entergy Mississippi, and 7% by Entergy Power
Indian Point 2
Unit 2 of Indian Point Energy Center (nuclear), owned by an Entergy subsidiary in the Non-Nuclear Utility segment
Indian Point 3
Unit 3 of Indian Point Energy Center (nuclear), owned by an Entergy subsidiary in the Non-Nuclear Utility segment
IRS
Internal Revenue Service
ISO
Independent System Operator
kW
Kilowatt, which equals one thousand watts
kWh
Kilowatt-hour(s)
LPSC
Louisiana Public Service Commission
MMBtu
One million British Thermal Units
 
 
1

 
DEFINITIONS (Continued)

Abbreviation or Acronym
Term
MPSC
Mississippi Public Service Commission
MW
Megawatt(s), which equals one thousand kilowatts
MWh
Megawatt-hour(s)
Net MW in operation
Installed capacity owned or operated
Non-Utility Nuclear
Entergy's business segment that owns and operates six nuclear power plants and sells electric power produced by those plants to wholesale customers
NRC
Nuclear Regulatory Commission
NYPA
New York Power Authority
Palisades
Palisades Power Plant (nuclear), owned by an Entergy subsidiary in the Non-Nuclear Utility segment
Pilgrim
Pilgrim Nuclear Power Station (nuclear), owned by an Entergy subsidiary in the Non-Nuclear Utility segment
PPA
Purchased power agreement
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
Registrant Subsidiaries
Entergy Arkansas, Inc., Entergy Gulf States Louisiana, L.L.C., Entergy Louisiana, LLC, Entergy Mississippi, Inc., Entergy New Orleans, Inc., Entergy Texas, Inc., and System Energy Resources, Inc.
River Bend
River Bend Station (nuclear), owned by Entergy Gulf States Louisiana
RTO
Regional transmission organization
SEC
Securities and Exchange Commission
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.
TWh
Terawatt-hour(s), which equals one billion kilowatt-hours
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
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 Louisiana, Entergy Louisiana, Entergy Mississippi, Entergy New Orleans, and Entergy Texas
Vermont Yankee
Vermont Yankee Nuclear Power Station (nuclear), owned by an Entergy subsidiary in the Non-Nuclear Utility segment
Waterford 3
Unit No. 3 (nuclear) of the Waterford Steam Electric Station, 100% owned or leased by Entergy Louisiana
weather-adjusted usage
Electric usage excluding the effects of deviations from normal weather
 
 
2

 

 
ENTERGY CORPORATION AND SUBSIDIARIES

MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS


Entergy operates primarily through its two, reportable, operating segments: Utility and Non-Utility Nuclear.

·  
Utility generates, transmits, distributes, and sells electric power in service territories in four states that include portions of Arkansas, Mississippi, Texas, and Louisiana, including the City of New Orleans; and operates a small natural gas distribution business.
·  
Non-Utility Nuclear owns and operates six nuclear power plants located in the northern United States and sells the electric power produced by those plants primarily to wholesale customers.  This business also provides services to other nuclear power plant owners.

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.  Such opportunities are evaluated consistent with Entergy's market-based point-of-view.

In June 2010, Entergy announced that it plans to integrate the Non-Utility Nuclear and non-nuclear wholesale assets businesses into a new organization called Entergy Wholesale Commodities.

Plan to Pursue Separation of Non-Utility Nuclear

See the Form 10-K for a discussion of the Board-approved plan to pursue a tax-free spin-off of the Non-Utility Nuclear business to Entergy shareholders.  On March 2, 2010, Entergy proposed conditions for review by the New York Public Service Commission (NYPSC), including an incremental $500 million reduction in Enexus's long-term debt, restrictions on Enexus's ability to make dividend payments and returns of capital to shareholders until certain conditions are met, and the potential for disbursements to New York's energy efficiency funds if power prices exceed certain levels.  At its hearing held on March 4, 2010, the NYPSC discussed Entergy's petition and proposed conditions and, after that meeting, issued a notice soliciting comments "on a set of conditions that could potentially be developed" regarding Entergy's planned spin-off transaction.  At its hearing held on March 25, 2010, the NYPSC voted 5-0 to reject Entergy's planned spin-off transaction.

On April 5, 2010, Entergy announced that, effective immediately, it planned to unwind the business infrastructure associated with the proposed separate Non-Utility Nuclear generation (Enexus) and nuclear services (EquaGen) companies while it evaluates and works to preserve its legal rights.  Entergy also declared its next quarterly dividend on its common shares of $0.83 per share, an increase from the previous $0.75 per share, and announced that it expected to execute on the $750 million share repurchase program authorized by the Board in the fourth quarter 2009.  The amount of repurchases may vary as a result of material changes in business results or capital spending or new investment opportunities.  As a result of the plan to unwind the business infrastructure, Entergy recorded expenses for the write-off of certain capitalized costs incurred in connection with the planned spin-off transaction.  These costs are discussed in more detail throughout the "Results of Operations" section below.  Entergy expects that it will incur approximately $40 million, after-tax, in additional expenses in unwinding this business, primarily through the remainder of 2010, including additional write-offs, dis-synergies, and certain other costs.

In July 2010, Entergy withdrew its spin-off transaction petition that was filed with the NYPSC.

In June 2010 the Vermont Public Service Board denied Entergy's spin-off transaction petition.
 
3

Entergy Corporation and Subsidiaries
Management's Financial Discussion and Analysis
 

Results of Operations

Second Quarter 2010 Compared to Second Quarter 2009

Following are income statement variances for Utility, Non-Utility Nuclear, Parent & Other, and Entergy comparing the second quarter 2010 to the second quarter 2009 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 Qtr 2009 Consolidated Net Income
 
$151,575 
 
$80,211 
 
$25 
 
$231,811 
                 
Net revenue (operating revenue less fuel
  expense, purchased power, and other
  regulatory charges/credits)
 
 
 
128,372 
 
 
 
32,788 
 
 
 
1,036 
 
 
 
162,196 
Other operation and maintenance expenses
 
(12,375)
 
31,151 
 
(14,917)
 
3,859 
Taxes other than income taxes
 
2,897 
 
1,002 
 
668 
 
4,567 
Depreciation and amortization
 
(5,590)
 
315 
 
153 
 
(5,122)
Other income
 
(10,133)
 
64,479 
 
(10,658)
 
43,688 
Interest charges
 
16,040 
 
(14,838)
 
(7,507)
 
(6,305)
Other expenses
 
2,322 
 
4,823 
 
 
7,147 
Income taxes
 
36,347 
 
35,525 
 
41,394 
 
113,266 
                 
2nd Qtr 2010 Consolidated Net Income
 
$230,173 
 
$119,500 
 
($29,390)
 
$320,283 

(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.

Net Revenue

Utility

Following is an analysis of the change in net revenue comparing the second quarter 2010 to the second quarter 2009.

  
 
Amount
  
 
(In Millions)
     
2009 net revenue
 
$1,165 
Volume/weather
 
51 
Retail electric price
 
43 
Rough production cost equalization
 
19 
2009 capitalization of Ouachita plant service charges
 
13 
Other
 
2010 net revenue
 
$1,293 
 
4

Entergy Corporation and Subsidiaries
Management's Financial Discussion and Analysis
 

The volume/weather variance is primarily due to an increase of 1,966 GWh, or 9%, in billed electricity usage in all sectors, including the effect of warmer-than-normal weather on the residential sector.

The retail electric price variance is primarily due to increases in the formula rate plan riders at Entergy Gulf States Louisiana effective January 2010 and November 2009, at Entergy Louisiana effective November 2009, and at Entergy Mississippi effective July 2009.  See Note 2 to the financial statements in the Form 10-K for further discussion of the formula rate plan increases.  The retail electric price increase was partially offset by the recovery in 2009 by Entergy Arkansas of 2008 extraordinary storm costs as approved by the APSC and a base rate decrease at Entergy New Orleans effective June 2009.

The rough production cost equalization variance is due to an additional $18.6 million allocation recorded in the second quarter of 2009 of 2007 rough production cost equalization receipts ordered by the PUCT to Texas retail customers over what was originally allocated to Entergy Texas prior to the jurisdictional separation of Entergy Gulf States, Inc. into Entergy Gulf States Louisiana and Entergy Texas, effective December 2007, as discussed in Note 2 to the financial statements.

In 2009, Entergy Arkansas capitalized $12.5 million of Ouachita plant service charges that were previously expensed.  The result of the capitalization in 2009 was a decrease in net revenues with an offsetting decrease in other operation and maintenance expenses.

Non-Utility Nuclear

Following is an analysis of the change in net revenue comparing the second quarter 2010 to the second quarter 2009.

  
 
Amount
  
 
(In Millions)
     
2009 net revenue
 
$492 
Volume
 
60 
Realized price changes
 
(22)
Other
 
(5)
2010 net revenue
 
$525 

As shown in the table above, net revenue for Non-Utility Nuclear increased by $33 million, or 7%, in the second quarter 2010 compared to the second quarter 2009 primarily due to higher volume resulting from more refueling outage days in 2009, partially offset by lower pricing in its contracts to sell power.  Included in net revenue is $12 million and $13 million of amortization of the Palisades purchased power agreement in the second quarters 2010 and 2009, respectively, which is non-cash revenue and is discussed in Note 15 to the financial statements in the Form 10-K.  Following are key performance measures for Non-Utility Nuclear for the second quarter 2010 and 2009:

   
2010
 
2009
         
Net MW in operation at June 30
 
4,998
 
4,998
Average realized price per MWh
 
$57.69
 
$59.22
GWh billed
 
9,868
 
8,980
Capacity factor
 
90%
 
81%
Refueling Outage Days:
       
Indian Point 2
 
11
 
-
Indian Point 3
 
-
 
15
Palisades
 
-
 
32
Pilgrim
 
-
 
31
Vermont Yankee
 
29
 
-

 
5

Entergy Corporation and Subsidiaries
Management's Financial Discussion and Analysis
 
Realized Price per MWh

See the Form 10-K for a discussion of Non-Utility Nuclear's realized price per MWh, including the factors that influence it and the increase in the annual average realized price per MWh from $39.40 for 2003 to $61.07 for 2009.  Non-Utility Nuclear is likely to experience a decrease in realized price per MWh in 2010, however, because the realized price for the first six months of 2010 was $58.22 and, as shown in the contracted sale of energy table in "Market and Credit Risk Sensitive Instruments," Non-Utility Nuclear has sold forward 91% of its planned energy output for the remainder of 2010 for an average contracted energy price of $58 per MWh.

Other Income Statement Items

Utility

Other operation and maintenance expenses decreased from $483 million for the second quarter 2009 to $471 million for the second quarter 2010 primarily due to:

·  
a decrease of $9 million due to higher write-offs of uncollectible customer accounts in 2009;
·  
a decrease of $4 million due to 2008 storm costs at Entergy Arkansas which were deferred per an APSC order and were expensed as they were recovered through revenues in 2009;
·  
a decrease of $4 million in legal expenses in 2010 due to the deferral of certain litigation expenses in accordance with regulatory treatment; and
·  
a decrease of $3 million due to the deferral of 2009 Entergy Arkansas rate case expenses to be amortized effective July 2010.

The decrease was partially offset by an increase of $12.5 million due to the capitalization in 2009 of Ouachita plant service charges previously expensed.

Other income decreased primarily due to a decrease of $11 million in carrying charges on storm restoration costs.

Interest charges increased primarily due to an increase in long-term debt outstanding resulting from debt issuances by certain of the Utility operating companies in late 2009 and early 2010.

Non-Utility Nuclear

           Other operation and maintenance expenses increased from $204 million for the second quarter 2009 to $235 million for the second quarter 2010 primarily due to higher spending on other operation and maintenance expenses resulting from fewer refueling outage days.  Also contributing to the increase were higher pension and benefits expense, an increase in costs related to spin-off dis-synergies, and tritium remediation work at the Vermont Yankee site.

Other income increased in the second quarter 2010 primarily due to $69 million in charges in 2009 resulting from the recognition of impairments that are not considered temporary of certain equity securities held in Non-Utility Nuclear's decommissioning trust funds.

Parent & Other

Interest charges decreased primarily due to lower borrowings, including the redemption of $267 million of notes payable in December 2009, as well as lower interest rates on borrowings under Entergy Corporation's revolving credit facility.
 
6

Entergy Corporation and Subsidiaries
Management's Financial Discussion and Analysis
 

Income Taxes

           The effective income tax rate for the second quarter 2010 was 38.9%.  The difference in the effective income tax rate versus the statutory rate of 35% for the second quarter 2010 is primarily due to state income taxes and certain book and tax differences for Utility plant items.

The effective income tax rate for the second quarter 2009 was 28.1%.  The reduction in the effective income tax rate versus the statutory rate of 35% for the second quarter 2009 was primarily due to:

·  
an adjustment to state income taxes for Non-Utility Nuclear to reflect the effect of a change in the methodology of computing Massachusetts state income taxes as required by that state's taxing authority;
·  
the recognition of state loss carryovers by the parent company, Entergy Corporation, that had been subject to a valuation allowance; and
·  
the recognition of a federal capital loss carryover by Entergy Asset Management, Inc. that had been subject to a valuation allowance.

The reduction was partially offset by state income taxes at the Utility operating companies.

Six Months Ended June 30, 2010 Compared to Six Months Ended June 30, 2009

Following are income statement variances for Utility, Non-Utility Nuclear, Parent & Other, and Entergy comparing the six months ended June 30, 2010 to the six months ended June 30, 2009 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)
                 
2009 Consolidated Net Income
 
$267,544 
 
$261,092 
 
($56,492)
 
$472,144 
                 
Net revenue (operating revenue less fuel
  expense, purchased power, and other
  regulatory charges/credits)
 
 
 
221,068 
 
 
 
(15,339)
 
 
 
4,808 
 
 
 
210,537 
Other operation and maintenance expenses
 
134 
 
77,857 
 
(16,688)
 
61,303 
Taxes other than income taxes
 
6,323 
 
(1,135)
 
394 
 
5,582 
Depreciation and amortization
 
1,596 
 
4,365 
 
269 
 
6,230 
Other income
 
(17,335)
 
97,245 
 
(9,538)
 
70,372 
Interest charges
 
32,009 
 
18,260 
 
(22,824)
 
27,445 
Other expenses
 
5,217 
 
10,272 
 
 
15,490 
Income taxes
 
52,854 
 
19,653 
 
25,399 
 
97,906 
                 
2010 Consolidated Net Income
 
$373,144 
 
$213,726 
 
($47,773)
 
$539,097 

(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.
 
 
 
7

Entergy Corporation and Subsidiaries
Management's Financial Discussion and Analysis
 

 
Net Revenue

Utility

Following is an analysis of the change in net revenue comparing the six months ended June 30, 2010 to the six months ended June 30, 2009.

  
 
Amount
  
 
(In Millions)
     
2009 net revenue
 
$2,202 
Volume/weather
 
114 
Retail electric price
 
69 
Rough production cost equalization
 
19 
2009 capitalization of Ouachita plant service charges
 
13 
Net gas revenue
 
13 
Other
 
(7)
2010 net revenue
 
$2,423 

The volume/weather variance is primarily due to an increase of 4,621 GWh, or 10%, in billed electricity usage in all sectors, including the effect on the residential sector of colder-than-normal weather in the first quarter 2010 and warmer-than-normal weather in the second quarter 2010.

The retail electric price variance is primarily due to increases in the formula rate plan riders at Entergy Gulf States Louisiana effective January 2010 and November 2009, at Entergy Louisiana effective November 2009, and at Entergy Mississippi effective July 2009.  See Note 2 to the financial statements in the Form 10-K for further discussion of the formula rate plan increases.  The retail electric price increase was partially offset by the recovery in 2009 by Entergy Arkansas of 2008 extraordinary storm costs as approved by the APSC and a base rate decrease at Entergy New Orleans effective June 2009.

The rough production cost equalization variance is due to an additional $18.6 million allocation recorded in the second quarter of 2009 of 2007 rough production cost equalization receipts ordered by the PUCT to Texas retail customers over what was originally allocated to Entergy Texas prior to the jurisdictional separation of Entergy Gulf States, Inc. into Entergy Gulf States Louisiana and Entergy Texas, effective December 2007, as discussed in Note 2 to the financial statements.

In 2009, Entergy Arkansas capitalized $12.5 million of Ouachita plant service charges that were previously expensed.  The result of the capitalization in 2009 was a decrease in net revenues with an offsetting decrease in other operation and maintenance expenses.

The net gas revenue variance is primarily due to the effect of colder-than-normal weather on residential sales in the first quarter 2010.
 
 
8

Entergy Corporation and Subsidiaries
Management's Financial Discussion and Analysis
 

Non-Utility Nuclear

Following is an analysis of the change in net revenue comparing the six months ended June 30, 2010 to the six months ended June 30, 2009.

  
 
Amount
  
 
(In Millions)
     
2009 net revenue
 
$1,095 
Realized price changes
 
(82)
Volume
 
79 
Other
 
(12)
2010 net revenue
 
$1,080 

As shown in the table above, net revenue for Non-Utility Nuclear decreased by $15 million, or 1%, in the six months ended June 30, 2010 compared to the six months ended June 30, 2009 primarily due to lower pricing in its contracts to sell power, substantially offset by higher volume resulting from more refueling outage days in 2009.  Included in net revenue is $23 million and $26 million of amortization of the Palisades purchased power agreement in the six months ended June 30, 2010 and 2009, respectively, which is non-cash revenue and is discussed in Note 15 to the financial statements in the Form 10-K.  Following are key performance measures for Non-Utility Nuclear for the six months ended June 30, 2010 and 2009:

   
2010
 
2009
         
Net MW in operation at June 30
 
4,998
 
4,998
Average realized price per MWh
 
$58.22
 
$61.66
GWh billed
 
20,123
 
19,054
Capacity factor
 
92%
 
87%
Refueling Outage Days:
       
Indian Point 2
 
33
 
-
Indian Point 3
 
-
 
36
Palisades
 
-
 
41
Pilgrim
 
-
 
31
Vermont Yankee
 
29
 
-

Other Income Statement Items

Utility

Other operation and maintenance expenses were flat for the six months ended June 30, 2010 compared to the six months ended June 30, 2009.   Increases of $15 million in payroll-related and benefits costs and $12.5 million due to the capitalization in 2009 of Ouachita plant service charges previously expensed were offset by decreases of $13 million due to higher write-offs of uncollectible customer accounts in 2009 and $10 million due to 2008 storm costs at Entergy Arkansas which were deferred per an APSC order and were recovered through revenues in 2009.

Other income decreased primarily due to a decrease of $23 million in carrying charges on storm restoration costs, partially offset by an increase of $9 million resulting from higher earnings on decommissioning trust funds.

Interest charges increased primarily due to an increase in long-term debt outstanding resulting from net debt issuances by certain of the Utility operating companies in the second half of 2009 and the first half of 2010.
 
9

 
Entergy Corporation and Subsidiaries
Management's Financial Discussion and Analysis
 

Non-Utility Nuclear

Other operation and maintenance expenses increased from $404 million for the six months ended June 30, 2009 to $481 million for the six months ended June 30, 2010 primarily due to the write-off of $32 million of capital costs, primarily for software that will not be utilized, in connection with Entergy's decision to unwind the infrastructure created for the planned Non-Utility Nuclear spin-off transaction.  Also contributing to the increase were higher spending on other operation and maintenance expenses resulting from fewer refueling outage days, tritium remediation work at the Vermont Yankee site, higher pension and benefits expense, and higher insurance expense.

Other income increased primarily due to $85 million in charges in 2009 resulting from the recognition of impairments that are not considered temporary of certain equity securities held in Non-Utility Nuclear's decommissioning trust funds, increases in realized earnings on the decommissioning trust funds, and interest income from loans to Entergy subsidiaries.

Interest charges increased primarily due to the write-off of $39 million of debt financing costs, primarily incurred for Enexus's $1.2 billion credit facility, in connection with Entergy's decision to unwind the infrastructure created for the planned Non-Utility Nuclear spin-off transaction.  Partially offsetting the increase was a decrease in fees paid to Entergy Corporation for providing collateral in the form of guarantees in connection with some of Non-Utility Nuclear's agreements to sell power.  The guarantee fees paid are intercompany transactions and are eliminated in consolidation.

Parent & Other

Interest charges decreased primarily due to lower borrowings, including the redemption of $267 million of notes payable in December 2009, as well as lower interest rates on borrowings under Entergy Corporation's revolving credit facility.

Income Taxes

The effective income tax rate for the six months ended June 30, 2010 was 39.5%.  The difference in the effective income tax rate versus the statutory rate of 35% for the six months ended June 30, 2010 is primarily due to a charge of $16 million resulting from a change in tax law associated with the recently enacted federal healthcare legislation, as discussed below in "Critical Accounting Estimates".  Also contributing to the increased effective rate were state income taxes and certain book and tax differences for utility plant items.  These factors were partially offset by a $19 million tax benefit recorded in connection with Entergy's decision to unwind the infrastructure created for the planned Non-Utility Nuclear spin-off transaction resulting from implementation expenses that previously were not deductible for tax purposes.  Also offsetting the increased effective rate are book and tax differences related to storm cost financing and allowance for equity funds used during construction.

The effective income tax rate for the six months ended June 30, 2009 was 35.0%.  The effective income tax rate is equal to the statutory rate of 35% for the six months ended June 30, 2009 primarily due to the reductions in the effective income tax rate discussed below being offset by increases related to state income taxes at the Utility operating companies and book and tax differences for utility plant items. The effective income tax rate for the six months ended June 30, 2009 reflected reductions related to:

·  
an adjustment to state income taxes for Non-Utility Nuclear to reflect the effect of a change in the methodology of computing Massachusetts state income taxes as required by that state's taxing authority;
·  
the recognition of state loss carryovers by the parent company, Entergy Corporation, that had been subject to a valuation allowance; and
·  
the recognition of a federal capital loss carryover by Entergy Asset Management, Inc. that had been subject to a valuation allowance.
 
 
10

Entergy Corporation and Subsidiaries
Management's Financial Discussion and Analysis
 

 
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.

   
June 30,
 2010
 
December 31,
2009
         
Net debt to net capital, excluding the Texas securitization
  bonds, which are non-recourse to Entergy Texas
 
 
51.6%
 
 
51.5%
Effect of excluding the Texas securitization bonds
 
2.1%
 
2.1%
Net debt to net capital
 
53.7%
 
53.6%
Effect of subtracting cash from debt
 
2.9%
 
3.8%
Debt to capital
 
56.6%
 
57.4%

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, common shareholders' equity, and subsidiaries' 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.

As discussed in the Form 10-K, Entergy Corporation has in place a revolving credit facility that expires in August 2012.  Entergy Corporation has the ability to issue letters of credit against the total borrowing capacity of the facility.  As of June 30, 2010, the capacity and amounts outstanding under the credit facility are:

 
Capacity
 
 
Borrowings
 
Letters
of Credit
 
Capacity
Available
(In Millions)
             
$3,477 
 
$2,659 
 
$25 
 
$793

Entergy Corporation's credit facility requires it to maintain a consolidated debt ratio of 65% or less of its total capitalization.  The calculation of this debt ratio under Entergy Corporation's credit facility and in the indenture governing the Entergy Corporation senior notes is different than the calculation of the debt to capital ratio above.  Entergy is currently in compliance with this covenant.  If Entergy fails to meet this ratio, or if Entergy Corporation or one of the Utility operating companies (except Entergy New Orleans) defaults on other indebtedness or is in bankruptcy or insolvency proceedings, an acceleration of the facility's maturity date may occur, and there may be an acceleration of amounts due under Entergy Corporation's senior notes.

See Note 4 to the financial statements herein for additional discussion of the Entergy Corporation credit facility and discussion of the Registrant Subsidiaries' credit facilities.

Capital Expenditure Plans and Other Uses of Capital

See the table and discussion in the Form 10-K under "MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS - Liquidity and Capital Resources - Capital Expenditure Plans and Other Uses of Capital," that sets forth the amounts of planned construction and other capital investments by operating segment for 2010 through 2012.  See Part II, Item 5 in this report for an update regarding Entergy Arkansas’s White Bluff project.  Following are additional updates to the discussion in the Form 10-K.
 
11

Entergy Corporation and Subsidiaries
Management's Financial Discussion and Analysis
 

Acadia Unit 2 Purchase Agreement

As discussed more fully in the Form 10-K, in October 2009, Entergy Louisiana announced that it has signed an agreement to acquire Unit 2 of the Acadia Energy Center, a 580 MW generating unit located near Eunice, La., from Acadia Power Partners, LLC, an independent power producer.  Entergy Louisiana and Acadia Power Partners also have entered into two purchase power agreements that are intended to provide access to the capacity and energy output of the unit during the period before the acquisition closes.  The first agreement is a tolling arrangement pursuant to which Entergy Louisiana will purchase 100 percent of the output of Acadia Unit 2.  This agreement is available to Entergy Louisiana when the federal reviews of the transaction are complete.  The second purchase power agreement is a call option agreement that commenced on June 1, 2010 and will remain in place either until deliveries commence under the tolling agreement or the acquisition closes.  Entergy Louisiana's purchase is contingent upon, among other things, obtaining necessary approvals, including full cost recovery, from various federal and state regulatory and permitting agencies.  The LPSC has approved both purchase power agreements.  The parties have agreed to a procedural schedule for review of the acquisition that includes a hearing before the ALJ in December 2010.  Currently the closing is expected to occur in early 2011.

Little Gypsy Repowering Project

See the Form 10-K for a discussion of the Little Gypsy repowering project.  In October 2009, Entergy Louisiana made a filing with the LPSC seeking permission to cancel the project and seeking recovery over a five-year period of the project costs.  In June 2010, the LPSC Staff and Intervenors filed testimony.  The LPSC Staff (1) agreed that it was prudent to move the project from long-term suspension to cancellation and that the timing of the decision to suspend on a longer-term basis was not imprudent; (2) indicated that, except for $0.8 million in compensation-related cotst, the costs incurred should be deemed prudent; (3) recommended recovery from customers over ten years but stated that the LPSC may want to consider 15 years; (4) allowed for recovery of carrying costs and earning a return on project costs, but at a reduced rate approximating the cost of debt, while also acknowledging that the LPSC may consider ordering no return; and (5) indicated that Entergy Louisiana should be directed to securitize project costs, if legally feasible and in the public interest.  The procedural schedule calls for hearings to begin in November 2010.

Dividends and Stock Repurchases

In the fourth quarter 2009 the Board granted authority for a $750 million share repurchase program.  As discussed above, at the same time that it announced its plans to unwind the business infrastructure associated with the proposed spin-off of the Non-Utility Nuclear business, Entergy also announced in April 2010 that it expected to execute on the $750 million share repurchase program and also declared that its next quarterly dividend on its common shares would be $0.83 per share, an increase from the previous $0.75 per share.  The amount of repurchases may vary as a result of material changes in business results or capital spending or new investment opportunities.

Sources of Capital

Entergy Arkansas January 2009 Ice Storm

As discussed in the Form 10-K, in January 2009 a severe ice storm caused significant damage to Entergy Arkansas' transmission and distribution lines, equipment, poles, and other facilities.  A law was enacted in April 2009 in Arkansas that authorizes securitization of storm damage restoration costs.  In June 2010 the APSC issued a financing order authorizing the issuance of approximately $126.3 million in storm cost recovery bonds, which includes carrying costs of $11.5 million and $4.6 million of up-front financing costs.  Entergy Arkansas expects the bonds to be issued in the third quarter 2010.
 
 
12

Entergy Corporation and Subsidiaries
Management's Financial Discussion and Analysis

Hurricane Gustav and Hurricane Ike

As discussed in the Form 10-K, in September 2008, Hurricane Gustav and Hurricane Ike caused catastrophic damage to Entergy's service territory.  Entergy Gulf States Louisiana and Entergy Louisiana filed their Hurricane Gustav and Hurricane Ike storm cost recovery case with the LPSC in May 2009.  In September 2009, Entergy Gulf States Louisiana and Entergy Louisiana and the Louisiana Utilities Restoration Corporation (LURC), an instrumentality of the State of Louisiana, filed with the LPSC an application requesting that the
 
LPSC grant financing orders authorizing the financing of Entergy Gulf States Louisiana’s and Entergy Louisiana’s storm costs, storm reserves, and issuance costs pursuant to Act 55 of
the Louisiana Regular Session of 2007 (Act 55 financings).  Entergy Gulf States Louisiana’s and Entergy Louisiana’s Hurricane Katrina and Hurricane Rita storm costs were financed primarily by Act 55 financings, as discussed in the Form 10-K.  Entergy Gulf States Louisiana and Entergy Louisiana also filed an application requesting LPSC approval for ancillary issues including the mechanism to flow charges and Act 55 financing savings to customers via a Storm Cost Offset rider.  On December 30, 2009, Entergy Gulf States Louisiana and Entergy Louisiana entered into a stipulation agreement with the LPSC Staff that provides for total recoverable costs of approximately $234 million for Entergy Gulf States Louisiana and $394 million for Entergy Louisiana, including carrying costs.  Under this stipulation, Entergy Gulf States Louisiana agrees not to recover $4.4 million and Entergy Louisiana agrees not to recover $7.2 million of their storm restoration spending.  The stipulation also permits replenishing Entergy Gulf States Louisiana's storm reserve in the amount of $90 million and Entergy Louisiana's storm reserve in the amount of $200 million when the Act 55 financings are accomplished.  In March and April 2010, Entergy Gulf States Louisiana, Entergy Louisiana, and other parties to the proceeding filed with the LPSC an uncontested stipulated settlement that includes these terms and also includes Entergy Gulf States Louisiana’s and Entergy Louisiana's proposals under the Act 55 financings, which includes a commitment to pass on to customers a minimum of $15.5 million and $27.75 million of customer benefits, respectively, through prospective annual rate reductions of $3.1 million and $5.55 million, respectively, for five years.  A stipulation hearing was held before the ALJ on April 13, 2010.  On April 21, 2010, the LPSC approved the settlement and subsequently issued two financing orders and one ratemaking order intended to facilitate the implementation of the Act 55 financings.  In June 2010 the Louisiana State Bond Commission approved the Act 55 financings.

On July 22, 2010, the Louisiana Local Government Environmental Facilities and Community Development Authority (LCDA) issued $468.9 million in bonds under Act 55.  From the $462.4 million of bond proceeds loaned by the LCDA to the LURC, the LURC deposited $200 million in a restricted escrow account as a storm damage reserve for Entergy Louisiana and transferred $262.4 million directly to Entergy Louisiana. From the bond proceeds received by Entergy Louisiana from the LURC, Entergy Louisiana used $262.4 million to acquire 2,624,297.11 Class B preferred, non-voting, membership interest units of Entergy Holdings Company LLC, a company wholly-owned and consolidated by Entergy, that carry a 9% annual distribution rate. Distributions are payable quarterly commencing on September 15, 2010, and the membership interests have a liquidation price of $100 per unit.  The preferred membership interests are callable at the option of Entergy Holdings Company LLC after ten years under the terms of the LLC agreement. The terms of the membership interests include certain financial covenants to which Entergy Holdings Company LLC is subject, including the requirement to maintain a net worth of at least $1 billion.

On July 22, 2010, the LCDA issued another $244.1 million in bonds under Act 55. From the $240.3 million of bond proceeds loaned by the LCDA to the LURC, the LURC deposited $90 million in a restricted escrow account as a storm damage reserve for Entergy Gulf States Louisiana and transferred $150.3 million directly to Entergy Gulf States Louisiana. From the bond proceeds received by Entergy Gulf States Louisiana from the LURC, Entergy Gulf States Louisiana used $150.3 million to acquire 1,502,643.04 Class B preferred, non-voting, membership interest units of Entergy Holdings Company LLC, a company wholly-owned and consolidated by Entergy, that carry a 9% annual distribution rate. Distributions are payable quarterly commencing on September 15, 2010, and the membership interests have a liquidation price of $100 per unit.  The preferred membership interests are callable at the option of Entergy Holdings Company LLC after ten years under the terms of the LLC agreement. The terms of the membership interests include certain financial covenants to which Entergy Holdings Company LLC is subject, including the requirement to maintain a net worth of at least $1 billion.
 
 
13

Entergy Corporation and Subsidiaries
Management's Financial Discussion and Analysis

Entergy, Entergy Gulf States Louisiana, and Entergy Louisiana do not report the bonds on their balance sheets because the bonds are the obligation of the LCDA, and there is no recourse against Entergy, Entergy Gulf States Louisiana or Entergy Louisiana in the event of a bond default.  To service the bonds, Entergy Gulf States Louisiana and Entergy Louisiana collect a system restoration charge on behalf of the LURC, and remit the collections to the bond indenture trustee.  Entergy Gulf States Louisiana and Entergy Louisiana will not report the collections as revenue because they are merely acting as the billing and collection agents for the state.
 

Cash Flow Activity
As shown in Entergy's Consolidated Statements of Cash Flows, cash flows for the six months ended June 30, 2010 and 2009 were as follows:

   
2010
 
2009
   
(In Millions)
         
Cash and cash equivalents at beginning of period
 
$1,710 
 
$1,920 
         
Cash flow provided by (used in):
       
Operating activities
 
1,468 
 
1,016 
Investing activities
 
(1,173)
 
(1,120)
Financing activities
 
(670)
 
(536)
Effect of exchange rates on cash and cash equivalents
 
 
Net decrease in cash and cash equivalents
 
(374)
 
(640)
         
Cash and cash equivalents at end of period
 
$1,336 
 
$1,280 

Operating Activities

Entergy's cash flow provided by operating activities increased by $452 million for the six months ended June 30, 2010 compared to the six months ended June 30, 2009, primarily due to the absence of the Hurricane Gustav, Hurricane Ike, and Arkansas ice storm restoration spending that occurred in 2009.  In addition, an increase in Utility net revenue also contributed to the increase.  These increases were partially offset by decreased collection of fuel costs and an $87.8 million fuel cost refund made by Entergy Texas in the first quarter 2010 that is discussed further in Note 2 to the financial statements in the Form 10-K.  Operating cash flow provided by the Non-Utility Nuclear business increased by approximately $80 million, with its slight decline in net revenue offset by various, individually insignificant, factors.

Investing Activities

Net cash used in investing activities increased by $53 million for the six months ended June 30, 2010 compared to the six months ended June 30, 2009, primarily due to an increase in nuclear fuel purchases, partially offset by an increase in collateral deposits received from Non-Utility Nuclear counterparties.  The variance in construction expenditures was relatively flat, as decreases resulting from Hurricane Gustav, Hurricane Ike, and Arkansas ice storm restoration spending in 2009 were offset by spending on nuclear plant security upgrades, the Waterford 3 steam generator replacement project, and other projects.

Financing Activities

Net cash used in financing activities increased by $134 million for the six months ended June 30, 2010 compared to the six months ended June 30, 2009 primarily because Entergy repurchased $137.7 million of its common stock during the six months ended June 30, 2010.  Entergy made no common stock repurchases during the six months ended June 30, 2009.

For details regarding Entergy's long-term debt activity in 2010 see Note 4 to the financial statements herein.
 
 
14

Entergy Corporation and Subsidiaries
Management's Financial Discussion and Analysis

Rate, Cost-recovery, and Other Regulation

See "MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS - Rate, Cost-recovery, and Other Regulation" in the Form 10-K for discussions of rate regulation, federal regulation, and related regulatory proceedings.

State and Local Rate Regulation and Fuel-Cost Recovery

See Note 2 to the financial statements herein for updates to the discussion in the Form 10-K regarding these proceedings.

Federal Regulation

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

System Agreement Proceedings

Rough Production Cost Equalization Rates

2010 Rate Filing Based on Calendar Year 2009 Production Costs

In May 2010, Entergy filed with the FERC the 2010 rates in accordance with the FERC's orders in the System Agreement proceeding.  The filing shows the following payments/receipts among the Utility operating companies for 2010, based on calendar year 2009 production costs, commencing for service in June 2010, are necessary to achieve rough production cost equalization under the FERC's orders:

 
 Payments or
(Receipts)
 
(In Millions)
Entergy Arkansas
$27
Entergy Gulf States Louisiana
$-
Entergy Louisiana
($13)
Entergy Mississippi
($14)
Entergy New Orleans
$-
Entergy Texas
$-

Several parties intervened in the proceeding at the FERC, including the LPSC and the City Council, which have also filed protests.  On July 23, 2010, the FERC accepted Entergy's proposed rates for filing, effective June 1, 2010, subject to refund, and set the proceeding for hearing and settlement procedures.

2009 Rate Filing Based on Calendar Year 2008 Production Costs

Several parties intervened in the 2009 rate proceeding at the FERC, including the LPSC and Ameren, which have also filed protests.  On July 27, 2009, the FERC accepted Entergy's proposed rates for filing, effective June 1, 2009, subject to refund, and set the proceeding for hearing and settlement procedures.  Settlement procedures were terminated and a hearing before the ALJ was held in April 2010.  An initial decision is scheduled for August 2010.

Entergy Arkansas and Entergy Mississippi Notices of Termination of System Agreement Participation and Related APSC Investigation

In February 2010 the APSC issued an order announcing a refocus of its ongoing investigation of Entergy Arkansas' post-System Agreement operation.  The order describes the APSC's "stated purpose in opening this inquiry to conduct an investigation regarding the prudence of [Entergy Arkansas] entering into a successor ESA [Entergy System Agreement] as opposed to becoming a stand-alone utility upon its exit from the ESA, and whether [Entergy Arkansas], as a standalone utility, should join the SPP RTO.  It is the
 
15

Entergy Corporation and Subsidiaries
Management's Financial Discussion and Analysis
 [APSC's] intention to render a decision regarding the prudence of [Entergy Arkansas] entering into a successor ESA as opposed to becoming a stand-alone utility upon its exit from the ESA, as well as [Entergy Arkansas'] RTO participation by the end of calendar year 2010.  In parallel with this Docket, the [APSC] will be actively involved and will be closely watching to see if any meaningful enhancement will be made to a new Enhanced Independent Coordinator of Transmission (“E-ICT") Agreement through the efforts of the [Entergy Transmission System] stakeholders, Entergy, and the newly formed and federally-recognized [Entergy Regional State Committee] in 2010."

Entergy Arkansas filed testimony and participated in a March 2010 evidentiary hearing in the proceeding.  Entergy Arkansas noted in its testimony that it is not reasonable to complete a comprehensive evaluation of strategic options by the end of 2010 and that forcing a decision would place parties in the untenable position of making critical decisions based on insufficient information.  Entergy Arkansas outlined three options for post-System Agreement operation of its electrical system:  1) Entergy Arkansas self providing its generation planning and operating functions as a stand-alone company; 2) Entergy Arkansas plus new coordination agreements with third parties in which Entergy Arkansas self provides some planning and operations functions, but also enters into one or more coordinating or pooling agreements with third parties; and 3) Successor Arrangements under which Entergy Arkansas plans for its own generation resources but enters into a new generation commitment and dispatch agreement with other Utility operating companies under a successor agreement intended to avoid the litigation previously experienced.  Entergy Arkansas’s plan is expected to lead to a decision in late 2011 regarding which option to implement; however, Entergy Arkansas anticipates pursuing in 2010-2011 several elements that are common to all options.  In an attempt to reach understanding of complex issues, Entergy Arkansas proposes to hold a series of five technical conferences in the coming months targeting specific subjects.  The first two technical conferences were held in May and July 2010.  A second evidentiary hearing in the proceeding is scheduled for August 2010.

In early April 2010, Entergy Corporation and the Utility operating companies determined in connection with their decision-making process that it is appropriate to agree and commit that no Utility operating company will enter voluntarily into successor arrangements with the other Utility operating companies if its retail regulator finds successor arrangements are not in the public interest.  Hugh McDonald, chief executive officer of Entergy Arkansas, notified the APSC of this decision, and explained the decision and commitment, in a letter filed with the APSC on April 26, 2010.

June 2009 LPSC Complaint Proceeding

See the Form 10-K for a discussion of the complaint that the LPSC filed in June 2009 requesting that the FERC determine that certain of Entergy Arkansas' sales of electric energy to third parties: (a) violated the provisions of the System Agreement that allocate the energy generated by Entergy System resources, (b) imprudently denied the Entergy System and its ultimate consumers the benefits of low-cost Entergy System generating capacity, and (c) violated the provision of the System Agreement that prohibits sales to third parties by individual companies absent an offer of a right-of-first-refusal to other Utility operating companies.  Settlement procedures were unsuccessful, and a hearing in the matter is scheduled to commence in August 2010.  On April 16, 2010, the LPSC filed direct testimony in the proceeding alleging, among other things, (1) that Entergy violated the System Agreement by permitting Entergy Arkansas to make non-requirements sales to non-affiliated third parties rather than making such energy available to the other Utility operating companies’ customers; and (2) that over the period 2000 – 2009, these non-requirements sales caused harm to the Utility operating companies’ customers of $144.4 million and these customers should be compensated for this harm by Entergy’s shareholders.  The Utility operating companies believe the LPSC's allegations are without merit.

Independent Coordinator of Transmission (ICT)

See the Form 10-K for a discussion of Entergy's ICT and transmission issues.  As discussed in the Form 10-K, the Entergy Regional State Committee (E-RSC), which is comprised of representatives from all of the Utility operating companies' retail regulators, has been formed to consider several of these issues related to Entergy's transmission system.  Among other things, the E-RSC in concert with the FERC plan to conduct a cost/benefit analysis comparing the ICT arrangement and a proposal under which Entergy would join the Southwest Power Pool RTO.  The scope of the study was expanded in July 2010 to consider Entergy joining the Midwest ISO RTO as another alternative.  The E-RSC is also
 
 
16

Entergy Corporation and Subsidiaries
Management's Financial Discussion and Analysis
considering proposed modifications to the ICT arrangement that could be implemented commencing November 2010, when the initial term of the ICT ends.  Pursuant to a September 1, 2006, order of the LPSC, ELL and EGSL filed an initial report with the LPSC describing, among other things, Entergy’s proposal to modify the current ICT arrangement and to give the E-RSC the authority, upon a unanimous vote, to direct Entergy  (a) to make a filing pursuant to section 205 of the Federal Power Act to change the way transmission upgrade costs are allocated under the Entergy Open Access Transmission Tariff and (b) to add specific projects to Entergy’s construction plan.  As noted in the report, the E-RSC is considering these and other modifications and has not reached a final conclusion.  The Utility operating companies anticipate making the necessary filing with the FERC to extend the ICT, likely with modifications, in September 2010.

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 fluctuation of market power prices.  Following is an updated summary of the amount of the Non-Utility Nuclear business's output that is currently sold forward under physical or financial contracts (2010 represents the remainder of the year):

   
2010
 
2011
 
2012
 
2013
 
2014
 
Non-Utility Nuclear:
                     
Percent of planned generation sold forward:
                     
Unit-contingent (1)
 
53%
 
73%
 
40%
 
15%
 
14%
 
     Unit-contingent with availability guarantees (2)
 
38%
 
17%
 
14%
 
 6%
 
 3%
 
Firm LD (3)
 
0%
 
2%
 
2%
 
0%
 
0%
 
Offsetting positions (4)
 
0%
 
(2)%
 
(2)%
 
0%
 
0%
 
Total (net)
 
91%
 
90%
 
54%
 
21%
 
17%
 
Planned generation (TWh)
 
20
 
41
 
41
 
40
 
41
 
Average contracted price per MWh (5)
 
$58
 
$54
 
$53
 
$50
 
$50
 

(1)
Unit-contingent is a transaction under which power is supplied from a specific generation asset; if the asset is not operating, seller is generally not liable to buyer for any damages.
(2)
Unit-contingent with availability guarantees is a transaction under which power is supplied from a specific generation asset; if the asset is not operating, seller is generally not liable to buyer for any damages, unless the actual availability over a specified period of time is below an availability threshold specified in the contract.
(3)
Firm LD is a transaction that requires receipt or delivery of energy at a specified delivery point (usually at a market hub not associated with a specific asset) or settles financially on notional quantities; if a party fails to deliver or receive energy, the defaulting party must compensate the other party as specified in the contract.
(4)
Offsetting positions are transactions for the purchase of energy, generally to offset a Firm LD transaction that was used as a placeholder until a unit-contingent transaction could be originated and executed.
(5)
The Vermont Yankee acquisition included a PPA under which the former owners will buy most of 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 twelve month rolling average power market prices drop below prices specified in the PPA, which has not happened thus far.
 
 
17

Entergy Corporation and Subsidiaries
Management's Financial Discussion and Analysis
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, 2010, based on power prices at that time, Entergy had credit exposure of $13 million under the guarantees in place supporting Entergy Nuclear Power Marketing (a Non-Utility Nuclear subsidiary) transactions, $20 million of guarantees that support letters of credit, and $3 million of posted cash collateral.  As of June 30, 2010, the credit exposure associated with Non-Utility Nuclear assurance requirements would increase by $64 million for a $1 per MMBtu increase in gas prices in both the short-and long-term markets.   In the event of a decrease in Entergy Corporation's credit rating to below investment grade, based on power prices as of June 30, 2010, Entergy would have been required to provide approximately $77 million of additional cash or letters of credit under some of the agreements.

As of June 30, 2010, the counterparties or their guarantors for 99.5% of the planned energy output under contract for Non-Utility Nuclear through 2014 have public investment grade credit ratings and 0.5% is with load-serving entities without public credit ratings.

In addition to selling the power produced by its plants, Non-Utility Nuclear sells unforced capacity that is used to meet requirements placed on load-serving distribution companies by the ISO in their area.  Following is a summary of the amount of Non-Utility Nuclear's unforced capacity that is currently sold forward, and the blended amount of Non-Utility Nuclear's planned generation output and unforced capacity that is currently sold forward (2010 represents the remainder of the year):

   
2010
 
2011
 
2012
 
2013
 
2014
Non-Utility Nuclear:
                   
Percent of capacity sold forward (net):
                   
Bundled capacity and energy contracts
 
26%
 
25%
 
18%
 
16%
 
16%
Capacity contracts
 
46%
 
26%
 
30%
 
13%
 
 0%
Total
 
72%
 
51%
 
48%
 
29%
 
16%
Planned net MW in operation
 
4,998
 
4,998
 
4,998
 
4,998
 
4,998
Average capacity contract price per kW per month
 
$3.2
 
$3.5
 
$2.9
 
$2.6
 
$-
Blended Capacity and Energy (based on revenues)
                   
% of planned generation and capacity sold forward
 
92%
 
90%
 
57%
 
21%
 
15%
Average contract revenue per MWh
 
$60
 
$55
 
$55
 
$53
 
$50

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 and trust fund investments, qualified pension and other postretirement benefits, and other contingencies.  Following is an update to that discussion.

Federal Healthcare Legislation

The Patient Protection and Affordable Care Act (PPACA) became federal law on March 23, 2010, and, on March 30, 2010, the Health Care and Education Reconciliation Act of 2010 became federal law and amended certain provisions of the PPACA.  These new federal laws change the law governing employer-sponsored group health plans, like Entergy's plans.  All of the effects of these changes are not yet determinable because technical guidance regarding application must still be issued, and Entergy will monitor these developments.
 
 
18

Entergy Corporation and Subsidiaries
Management's Financial Discussion and Analysis
One provision of the new law that is effective in 2013 eliminates the federal income tax deduction for prescription drug expenses of Medicare beneficiaries for which the plan sponsor also receives the retiree drug subsidy under Part D.  Entergy receives subsidy payments under the Medicare Part D plan and therefore in the first quarter 2010 recorded a reduction to the deferred tax asset related to the unfunded other postretirement benefit obligation.  The offset was recorded as a $16 million charge to income tax expense or, for the Utility, including each Registrant Subsidiary, as a regulatory asset, as detailed in Note 2 to the financial statements herein.

 
19

 

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20

 


ENTERGY CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
For the Three and Six Months Ended June 30, 2010 and 2009
(Unaudited)
                         
   
Three Months Ended
   
Six Months Ended
 
   
2010
   
2009
   
2010
   
2009
 
      (In Thousands, Except Share Data)  
                         
OPERATING REVENUES
                       
Electric
  $ 2,214,108     $ 1,918,446     $ 4,221,038     $ 3,945,363  
Natural gas
    31,136       28,834       127,163       102,884  
Competitive businesses
    617,706       573,509       1,274,095       1,261,654  
TOTAL
    2,862,950       2,520,789       5,622,296       5,309,901  
                                 
OPERATING EXPENSES
                               
Operating and Maintenance:
                               
   Fuel, fuel-related expenses, and
                               
     gas purchased for resale
    631,546       521,071       1,190,214       1,367,060  
   Purchased power
    416,458       322,919       891,361       646,174  
   Nuclear refueling outage expenses
    64,221       60,234       126,510       117,013  
   Other operation and maintenance
    700,204       696,345       1,402,692       1,341,389  
Decommissioning
    52,467       49,307       104,043       98,050  
Taxes other than income taxes
    126,968       122,401       262,380       256,798  
Depreciation and amortization
    255,567       260,689       524,771       518,541  
Other regulatory charges (credits) - net
    (10,722 )     13,327       17,370       (16,147 )
TOTAL
    2,236,709       2,046,293       4,519,341       4,328,878  
                                 
OPERATING INCOME
    626,241       474,496       1,102,955       981,023  
                                 
OTHER INCOME (DEDUCTIONS)
                               
Allowance for equity funds used during construction
    17,630       15,782       30,926       32,730  
Interest and dividend income
    35,792       58,892       84,213       105,278  
Other than temporary impairment losses
    (837 )     (69,203 )     (1,049 )     (84,939 )
Miscellaneous - net
    (16,780 )     (13,354 )     (17,302 )     (26,653 )
TOTAL
    35,805       (7,883 )     96,788       26,416  
                                 
INTEREST AND OTHER CHARGES
                               
Interest on long-term debt
    127,302       125,157       294,237       253,123  
Other interest - net
    20,877       27,487       33,142       46,780  
Allowance for borrowed funds used during construction
    (10,323 )     (8,483 )     (18,325 )     (18,294 )
TOTAL
    137,856       144,161       309,054       281,609  
                                 
INCOME BEFORE INCOME TAXES
    524,190       322,452       890,689       725,830  
                                 
Income taxes
    203,907       90,641       351,592       253,686  
                                 
CONSOLIDATED NET INCOME
    320,283       231,811       539,097       472,144  
                                 
Preferred dividend requirements of subsidiaries
    5,017       4,998       10,033       9,996  
                                 
NET INCOME ATTRIBUTABLE TO ENTERGY CORPORATION
  $ 315,266     $ 226,813     $ 529,064     $ 462,148  
                                 
                                 
Earnings per average common share:
                               
    Basic
  $ 1.67     $ 1.16     $ 2.80     $ 2.38  
    Diluted
  $ 1.65     $ 1.14     $ 2.77     $ 2.35  
Dividends declared per common share
  $ 0.83     $ 0.75     $ 1.58     $ 1.50  
                                 
Basic average number of common shares outstanding
    188,776,240       196,105,002       188,988,284       194,359,001  
Diluted average number of common shares outstanding
    190,717,958       198,243,169       190,999,699       198,150,768  
                                 
See Notes to Financial Statements.
                               
 
 
21

 



ENTERGY CORPORATION AND SUBSIDIARIES
 CONSOLIDATED STATEMENTS OF CASH FLOWS
For the Six Months Ended June 30, 2010 and 2009
(Unaudited)
   
2010
   
2009
 
   
(In Thousands)
 
             
OPERATING ACTIVITIES
           
Consolidated net income
  $ 539,097     $ 472,144  
Adjustments to reconcile consolidated net income to net cash flow
               
 provided by operating activities:
               
  Reserve for regulatory adjustments
    (515 )     (1,630 )
  Other regulatory charges (credits) - net
    17,370       (16,147 )
  Depreciation, amortization, and decommissioning, including nuclear fuel amortization
    831,785       697,205  
  Deferred income taxes, investment tax credits, and non-current taxes accrued
    342,641       249,448  
  Changes in working capital:
               
     Receivables
    (177,445 )     1,888  
     Fuel inventory
    5,002       (3,963 )
     Accounts payable
    23,094       (58,177 )
     Taxes accrued
    -       5,193  
     Interest accrued
    (28,815 )     (37,043 )
     Deferred fuel
    (2,070 )     266,062  
     Other working capital accounts
    (116,720 )     (157,092 )
  Provision for estimated losses and reserves
    (30,218 )     (18,642 )
  Changes in other regulatory assets
    (22,703 )     (455,577 )
  Changes in pensions and other postretirement liabilities
    (74,187 )     (44,961 )
  Other
    161,518       117,641  
Net cash flow provided by operating activities
    1,467,834       1,016,349  
                 
  INVESTING ACTIVITIES
               
Construction/capital expenditures
    (918,582 )     (932,056 )
Allowance for equity funds used during construction
    30,926       32,730  
Nuclear fuel purchases
    (218,829 )     (149,568 )
Proceeds from sale/leaseback of nuclear fuel
    -       21,210  
Proceeds from sale of assets and businesses
    9,675       8,654  
Changes in transition charge account
    (22,528 )     2,962  
NYPA value sharing payment
    (72,000 )     (72,000 )
Decrease in other investments
    62,325       17,111  
Proceeds from nuclear decommissioning trust fund sales
    1,487,387       1,282,206  
Investment in nuclear decommissioning trust funds
    (1,531,275 )     (1,330,730 )
Net cash flow used in investing activities
    (1,172,901 )     (1,119,481 )
                 
See Notes to Financial Statements.
               
 
 
22

 
 
 
 
ENTERGY CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
For the Six Months Ended June 30, 2010 and 2009
(Unaudited)
      2010       2009  
   
(In Thousands)
 
                 
FINANCING ACTIVITIES
               
Proceeds from the issuance of:
               
  Long-term debt
    525,789       783,304  
  Common stock and treasury stock
    8,716       2,691  
Retirement of long-term debt
    (774,772 )     (1,022,790 )
Repurchase of common stock
    (137,749 )     -  
Changes in credit line borrowings - net
    17,123       -  
Dividends paid:
               
  Common stock
    (298,796 )     (289,159 )
  Preferred stock
    (10,033 )     (9,995 )
Net cash flow used in financing activities
    (669,722 )     (535,949 )
                 
Effect of exchange rates on cash and cash equivalents
    762       (503 )
                 
Net decrease in cash and cash equivalents
    (374,027 )     (639,584 )
                 
Cash and cash equivalents at beginning of period
    1,709,551       1,920,491  
                 
Cash and cash equivalents at end of period
  $ 1,335,524     $ 1,280,907  
                 
                 
                 
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
               
  Cash paid/(received) during the period for:
               
    Interest - net of amount capitalized
  $ 309,311     $ 321,186  
    Income taxes
  $ 26,054     $ (3,139 )
                 
   Noncash financing activities:
               
     Long-term debt retired (equity unit notes)
    -     $ (500,000 )
     Common stock issued in settlement of equity unit purchase contracts
    -     $ 500,000  
     Proceeds from long-term debt issued for the purpose of refunding prior long-term debt
  $ 150,000       -  
     Long-term debt refunded with proceeds from long-term debt issued in prior period
  $ (150,000 )     -  
                 
See Notes to Financial Statements.
               
 
 
23

 



ENTERGY CORPORATION AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
ASSETS
June 30, 2010 and December 31, 2009
(Unaudited)
             
   
2010
   
2009
 
   
(In Thousands)
 
             
CURRENT ASSETS
           
Cash and cash equivalents:
           
  Cash
  $ 77,155     $ 85,861  
  Temporary cash investments
    1,258,369       1,623,690  
     Total cash and cash equivalents
    1,335,524       1,709,551  
Securitization recovery trust account
    35,626       13,098  
Accounts receivable:
               
  Customer
    646,714       553,692  
  Allowance for doubtful accounts
    (31,269 )     (27,631 )
  Other
    177,162       152,303  
  Accrued unbilled revenues
    373,548       302,463  
     Total accounts receivable
    1,166,155       980,827  
Deferred fuel costs
    19,155       126,798  
Accumulated deferred income taxes
    25,403       -  
Fuel inventory - at average cost
    191,852       196,855  
Materials and supplies - at average cost
    846,344       825,702  
Deferred nuclear refueling outage costs
    251,237       225,290  
System agreement cost equalization
    23,424       70,000  
Prepayments and other
    467,802       386,040  
TOTAL
    4,362,522       4,534,161  
                 
OTHER PROPERTY AND INVESTMENTS
               
Investment in affiliates - at equity
    38,239       39,580  
Decommissioning trust funds
    3,206,900       3,211,183  
Non-utility property - at cost (less accumulated depreciation)
    254,222       247,664  
Other
    112,313       120,273  
TOTAL
    3,611,674       3,618,700  
                 
PROPERTY, PLANT AND EQUIPMENT
               
Electric
    36,644,117       36,343,772  
Property under capital lease
    782,343       783,096  
Natural gas
    319,034       314,256  
Construction work in progress
    1,679,226       1,547,319  
Nuclear fuel under capital lease
    -       527,521  
Nuclear fuel
    1,262,635       739,827  
TOTAL PROPERTY, PLANT AND EQUIPMENT
    40,687,355       40,255,791  
Less - accumulated depreciation and amortization
    17,195,687       16,866,389  
PROPERTY, PLANT AND EQUIPMENT - NET
    23,491,668       23,389,402  
                 
DEFERRED DEBITS AND OTHER ASSETS
               
Regulatory assets:
               
  Regulatory asset for income taxes - net
    606,779       619,500  
  Other regulatory assets (includes Texas securitization transition
       property of $793,286 as of June 30, 2010)
    4,015,339       3,647,154  
  Deferred fuel costs
    172,202       172,202  
Goodwill
    377,172       377,172  
Accumulated deferred income taxes
    74,754       -  
Other
    1,039,964       1,006,306  
TOTAL
    6,286,210       5,822,334  
                 
TOTAL ASSETS
  $ 37,752,074     $ 37,364,597  
                 
See Notes to Financial Statements.
               
 
 
24

 
 
ENTERGY CORPORATION AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
LIABILITIES AND EQUITY
June 30, 2010 and December 31, 2009
(Unaudited)
                 
      2010       2009  
   
(In Thousands)
 
                 
CURRENT LIABILITIES
               
Currently maturing long-term debt
  $ 590,454     $ 711,957  
Notes payable
    203,974       30,031  
Accounts payable
    976,740       998,228  
Customer deposits
    327,805       323,342  
Accumulated deferred income taxes
    5,330       48,584  
Interest accrued
    171,219       192,283  
Deferred fuel costs
    109,926       219,639  
Obligations under capital leases
    2,432       212,496  
Pension and other postretirement liabilities
    41,288       55,031  
System agreement cost equalization
    79,018       187,204  
Other
    298,318       215,202  
TOTAL
    2,806,504       3,193,997  
                 
NON-CURRENT LIABILITIES
               
Accumulated deferred income taxes and taxes accrued
    8,003,988       7,422,319  
Accumulated deferred investment tax credits
    299,892       308,395  
Obligations under capital leases
    35,998       354,233  
Other regulatory liabilities
    524,962       421,985  
Decommissioning and asset retirement cost liabilities
    3,042,067       2,939,539  
Accumulated provisions
    98,956       141,315  
Pension and other postretirement liabilities
    2,180,595       2,241,039  
Long-term debt (includes Texas securitization bonds
       of $828,816 as of June 30, 2010)
    11,020,326       10,705,738  
Other
    657,324       711,334  
TOTAL
    25,864,108       25,245,897  
                 
Commitments and Contingencies
               
                 
Subsidiaries' preferred stock without sinking fund
    216,724       217,343  
                 
EQUITY
               
Common Shareholders' Equity:
               
Common stock, $.01 par value, authorized 500,000,000 shares;
               
  issued 254,752,788 shares in 2010 and in 2009
    2,548       2,548  
Paid-in capital
    5,377,119       5,370,042  
Retained earnings
    8,273,153       8,043,122  
Accumulated other comprehensive income (loss)
    (31,065 )     (75,185 )
Less - treasury stock, at cost (67,257,674 shares in 2010 and
               
  65,634,580 shares in 2009)
    4,851,017       4,727,167  
Total common shareholders' equity
    8,770,738       8,613,360  
Subsidiaries' preferred stock without sinking fund
    94,000       94,000  
TOTAL
    8,864,738       8,707,360  
                 
TOTAL LIABILITIES AND EQUITY
  $ 37,752,074     $ 37,364,597  
                 
See Notes to Financial Statements.
               

 
25

 



ENTERGY CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF RETAINED EARNINGS, COMPREHENSIVE INCOME, AND PAID-IN CAPITAL
For the Three Months Ended June 30, 2010 and 2009
(Unaudited)
                         
   
2010
   
2009
 
   
(In Thousands)
 
                         
RETAINED EARNINGS
                       
Retained Earnings - Beginning of period
  $ 8,115,010           $ 7,482,329        
                             
     Add:
                           
        Net income attributable to Entergy Corporation
    315,266     $ 315,266       226,813     $ 226,813  
                                 
     Deduct:
                               
        Dividends declared on common stock
    157,123               146,555          
                                 
Retained Earnings - End of period
  $ 8,273,153             $ 7,562,587          
                                 
ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS)
                               
Balance at beginning of period:
                               
  Accumulated derivative instrument fair value changes
  $ 260,481             $ 208,544          
                                 
  Pension and other postretirement liabilities
    (266,134 )             (233,089 )        
                                 
  Net unrealized investment gains (losses)
    89,003               (36,184 )        
                                 
  Foreign currency translation
    2,042               2,263          
     Total
    85,392               (58,466 )        
                                 
Net derivative instrument fair value changes
                               
  arising during the period (net of tax benefit of $(50,672) and ($14,567))
    (83,467 )     (83,467 )     (23,728 )     (23,728 )
                                 
Pension and other postretirement liabilities (net of tax expense (benefit) of $1,650 and ($493))
    3,205       3,205       (41 )     (41 )
                                 
Net unrealized investment gains (losses) (net of tax expense (benefit) of ($33,891) and $74,927)
    (36,043 )     (36,043 )     70,275       70,275  
                                 
Foreign currency translation (net of tax expense (benefit) of ($82) and $725)
    (152 )     (152 )     1,346       1,346  
                                 
Balance at end of period:
                               
  Accumulated derivative instrument fair value changes
    177,014               184,816          
                                 
  Pension and other postretirement liabilities
    (262,929 )             (233,130 )        
                                 
  Net unrealized investment gains (losses)
    52,960               34,091          
                                 
  Foreign currency translation
    1,890               3,609          
     Total
  $ (31,065 )           $ (10,614 )        
                                 
Add: preferred dividend requirements of subsidiaries
            5,017               4,998  
                                 
Comprehensive Income
          $ 203,826             $ 279,663  
                                 
                                 
PAID-IN CAPITAL
                               
Paid-in Capital - Beginning of period
  $ 5,373,424             $ 5,370,446          
                                 
     Add:
                               
        Common stock issuances related to stock plans
    3,695               4,819          
                                 
Paid-in Capital - End of period
  $ 5,377,119             $ 5,375,265          
                                 
                                 
See Notes to Financial Statements.
                               

 
26

 



ENTERGY CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF RETAINED EARNINGS, COMPREHENSIVE INCOME, AND PAID-IN CAPITAL
For the Six Months Ended June 30, 2010 and 2009
(Unaudited)
                         
   
2010
   
2009
 
   
(In Thousands)
 
                         
RETAINED EARNINGS
                       
Retained Earnings - Beginning of period
  $ 8,043,122           $ 7,382,719        
                             
     Add:
                           
        Net income attributable to Entergy Corporation
    529,064     $ 529,064       462,148     $ 462,148  
        Adjustment related to implementation of new accounting pronouncement
    -               6,365          
              Total
    529,064               468,513          
                                 
     Deduct:
                               
        Dividends declared on common stock
    299,033               288,645          
                                 
Retained Earnings - End of period
  $ 8,273,153             $ 7,562,587          
                                 
ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS)
                               
Balance at beginning of period:
                               
  Accumulated derivative instrument fair value changes
  $ 117,943             $ 120,830          
                                 
  Pension and other postretirement liabilities
    (267,939 )             (232,232 )        
                                 
  Net unrealized investment gains (losses)
    72,162               (4,402 )        
                                 
  Foreign currency translation
    2,649               3,106          
     Total
    (75,185 )             (112,698 )        
                                 
Net derivative instrument fair value changes
                               
  arising during the period (net of tax expense of $36,587 and $42,619)
    59,071       59,071       63,986       63,986  
                                 
Pension and other postretirement liabilities (net of tax expense (benefit) of $2,541 and ($628))
    5,010       5,010       (898 )     (898 )
                                 
Net unrealized investment gains (losses) (net of tax expense (benefit) of ($16,078) and $38,950)
    (19,202 )     (19,202 )     44,858       44,858  
                                 
Adjustment related to implementation of new accounting pronouncement (net of tax benefit of ($4,921))
    -       -       (6,365 )     -  
                                 
Foreign currency translation (net of tax expense (benefit) of ($409) and $271)
    (759 )     (759 )     503       503  
                                 
Balance at end of period:
                               
  Accumulated derivative instrument fair value changes
    177,014               184,816          
                                 
  Pension and other postretirement liabilities
    (262,929 )             (233,130 )        
                                 
  Net unrealized investment gains (losses)
    52,960               34,091          
                                 
  Foreign currency translation
    1,890               3,609          
     Total
  $ (31,065 )           $ (10,614 )        
                                 
Add: preferred dividend requirements of subsidiaries
            10,033               9,996  
                                 
Comprehensive Income
          $ 583,217             $ 580,593  
                                 
                                 
PAID-IN CAPITAL
                               
Paid-in Capital - Beginning of period
  $ 5,370,042             $ 4,869,303          
                                 
     Add:
                               
        Common stock issuances in settlement of equity unit purchase contracts
    -               499,934          
        Common stock issuances related to stock plans
    7,077               6,028          
              Total
    7,077               505,962          
                                 
Paid-in Capital - End of period
  $ 5,377,119             $ 5,375,265          
                                 
                                 
See Notes to Financial Statements.
                               

 
27

 

ENTERGY CORPORATION AND SUBSIDIARIES
SELECTED OPERATING RESULTS
For the Three and Six Months Ended June 30, 2010 and 2009
(Unaudited)
                         
                         
   
Three Months Ended
   
Increase/
       
Description
 
2010
   
2009
   
(Decrease)
   
%
 
     (Dollars in Millions)        
Utility Electric Operating Revenues:
                   
  Residential
  $ 724     $ 642     $ 82       13  
  Commercial
    562       520       42       8  
  Industrial
    570       492       78       16  
  Governmental
    52       48       4       8  
    Total retail
    1,908       1,702       206       12  
  Sales for resale
    62       65       (3 )     (5 )
  Other
    244       153       91       59  
    Total
  $ 2,214     $ 1,920     $ 294       15  
                                 
Utility Billed Electric Energy
                               
 Sales (GWh):
                               
  Residential
    7,705       7,100       605       9  
  Commercial
    6,803       6,518       285       4  
  Industrial
    9,862       8,790       1,072       12  
  Governmental
    581       577       4       1  
    Total retail
    24,951       22,985       1,966       9  
  Sales for resale
    971       1,313       (342 )     (26 )
    Total
    25,922       24,298       1,624       7  
                                 
                                 
Non-Utility Nuclear:
                               
Operating Revenues
  $ 581     $ 545     $ 36       7  
Billed Electric Energy Sales (GWh)
    9,868       8,980       888       10  
                                 
                                 
   
Six Months Ended
   
Increase/
         
Description
    2010       2009    
(Decrease)
   
%
 
     
(Dollars in Millions)
       
Utility Electric Operating Revenues:
                         
  Residential
  $ 1,542     $ 1,398     $ 144       10  
  Commercial
    1,088       1,080       8       1  
  Industrial
    1,091       1,040       51       5  
  Governmental
    102       101       1       1  
    Total retail
    3,823       3,619       204       6  
  Sales for resale
    145       139       6       4  
  Other
    253       187       66       35  
    Total
  $ 4,221     $ 3,945     $ 276       7  
                                 
Utility Billed Electric Energy
                               
 Sales (GWh):
                               
  Residential
    17,350       14,993       2,357       16  
  Commercial
    13,275       12,712       563       4  
  Industrial
    18,596       16,929       1,667       10  
  Governmental
    1,173       1,139       34       3  
    Total retail
    50,394       45,773       4,621       10  
  Sales for resale
    2,287       2,700       (413 )     (15 )
    Total
    52,681       48,473       4,208       9  
                                 
                                 
Non-Utility Nuclear:
                               
Operating Revenues
  $ 1,195     $ 1,201     $ (6 )     -  
Billed Electric Energy Sales (GWh)
    20,123       19,054       1,069       6  

 
28

 


ENTERGY CORPORATION AND SUBSIDIARIES

NOTES TO FINANCIAL STATEMENTS
(Unaudited)

NOTE 1.  COMMITMENTS AND CONTINGENCIES  (Entergy Corporation, Entergy Arkansas, Entergy Gulf States Louisiana, Entergy Louisiana, Entergy Mississippi, Entergy New Orleans, Entergy Texas, and System Energy)

Entergy and the Registrant Subsidiaries are involved in a number of legal, regulatory, and tax proceedings before various courts, regulatory commissions, and governmental agencies in the ordinary course of business.  While management is unable to predict the outcome of such proceedings, management does not believe that the ultimate resolution of these matters will have a material adverse effect on Entergy's results of operations, cash flows, or financial condition.  Entergy discusses regulatory proceedings in Note 2 to the financial statements in the Form 10-K and herein and discusses tax proceedings in Note 3 to the financial statements in the Form 10-K.

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.

Conventional Property Insurance

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

Employment Litigation

The Registrant Subsidiaries and other Entergy subsidiaries are responding to various lawsuits in both state and federal courts and to other labor-related proceedings filed by current and former employees and third parties not selected for open positions.  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 and the Registrant Subsidiaries are responding to these lawsuits and proceedings and deny liability to the claimants.

Asbestos Litigation  (Entergy Arkansas, Entergy Gulf States Louisiana, Entergy Louisiana, Entergy Mississippi, Entergy New Orleans, and Entergy Texas)

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


NOTE 2.  RATE AND REGULATORY MATTERS (Entergy Corporation, Entergy Arkansas, Entergy Gulf States Louisiana, Entergy Louisiana, Entergy Mississippi, Entergy New Orleans, Entergy Texas, and System Energy)

Regulatory Assets

See Note 2 to the financial statements in the Form 10-K for information regarding regulatory assets in the Utility business presented on the balance sheets of Entergy and the Registrant Subsidiaries.  Following are updates to that information.
 
29

Entergy Corporation and Subsidiaries
Notes to Financial Statements
 
 
Fuel and Purchased Power Cost Recovery

See Entergy Corporation and Subsidiaries' "MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS - System Agreement Proceedings" for updates to the discussion in the Form 10-K regarding the System Agreement proceedings.

Entergy Gulf States Louisiana

           In January 2003, the LPSC authorized its staff to initiate a proceeding to audit the fuel adjustment clause filings of Entergy Gulf States Louisiana and its affiliates pursuant to a November 1997 LPSC general order.  The audit includes a review of the reasonableness of charges flowed by Entergy Gulf States Louisiana through its fuel adjustment clause for the period January 1, 1995 through December 31, 2002.  In June 2005 the LPSC expanded the audit period to include the years through 2004.  Discovery has largely concluded, and the LPSC Staff is expected to issue its report in the third quarter 2010.  A procedural schedule will be set to establish a hearing process to address any issues noted in the LPSC Staff report that are contested by Entergy Gulf States Louisiana.  Entergy Gulf States Louisiana has recorded provisions for the estimated effect of this proceeding.

Entergy Mississippi

In August 2009 the MPSC retained an independent audit firm to audit Entergy Mississippi's fuel adjustment clause submittals for the period October 2007 through September 2009.  The independent audit firm submitted its report to the MPSC in December 2009.  The report does not recommend that any costs be disallowed for recovery.  The report did suggest that some costs, less than one percent of the fuel and purchased power costs recovered during the period, may have been more reasonably charged to customers through base rates rather than through fuel charges, but the report did not suggest that customers should not have paid for those costs.  In November 2009 the MPSC also retained another firm to review processes and practices related to fuel and purchased energy.  The results of that review were filed with the MPSC in March 2010.  In that report, the independent consulting firm found that the practices and procedures in activities that directly affect the costs recovered through Entergy Mississippi's fuel adjustment clause appear reasonable.  Both audit reports were certified by the MPSC to the Mississippi Legislature, as required by Mississippi law.

Entergy Texas

As discussed in the Form 10-K, in January 2008, Entergy Texas made a compliance filing with the PUCT describing how its 2007 rough production cost equalization receipts under the System Agreement were allocated between Entergy Gulf States, Inc.'s Texas and Louisiana jurisdictions.  In December 2008 the PUCT adopted an ALJ proposal for decision recommending an additional $18.6 million allocation to Texas retail customers.  Because the PUCT allocation to Texas retail customers is inconsistent with the LPSC allocation to Louisiana retail customers, the PUCT's decision results in trapped costs between the Texas and Louisiana jurisdictions with no mechanism for recovery.  The PUCT denied Entergy Texas' motion for rehearing and Entergy Texas commenced proceedings in both state and federal district courts seeking to reverse the PUCT's decision.  The federal proceeding had been abated pending action by the FERC in the proceeding discussed below.  

Entergy Texas filed with the FERC a proposed amendment to the System Agreement bandwidth formula to specifically calculate the payments to Entergy Gulf States Louisiana and Entergy Texas of Entergy Gulf States, Inc.'s rough production cost equalization receipts for 2007.  In May 2009 the FERC issued an order rejecting the proposed amendment.  Because of the FERC's order, Entergy Texas recorded the effects of the PUCT's allocation of the additional $18.6 million to Texas retail customers in the second quarter 2009.  On an after-tax basis, the charge to earnings was approximately $13.0 million (including interest).  In May 2010 the FERC rejected Entergy's request for rehearing of the FERC's order.  On July 14, 2010, Entergy appealed the FERC's decision to the U.S. Court of Appeals for the District of Columbia. 
 
30

Entergy Corporation and Subsidiaries
Notes to Financial Statements
 
 
                In the settlement of Entergy Texas's December 2009 rate case proceeding that is discussed further below, Entergy Texas agreed to credit to fuel factor customers $18.6 million, with the parties agreeing that this amount represents the remaining portion of the 2007 rough production cost equalization payments received by Entergy Texas.  Entergy Texas also agreed to dismiss the state and federal district court proceedings and its appeal of the FERC's decision, all of which were seeking to change the result of the December 2008 PUCT decision.

In June 2010, Entergy Texas filed with the PUCT a request to refund approximately $66 million, including interest, of fuel cost recovery over-collections through May 2010.  Entergy Texas requested that the proposed refund be made over a six-month period beginning no later than September 2010.  The request is pending consideration by the PUCT.

Storm Cost Recovery

Entergy Arkansas Storm Reserve Accounting

The APSC's June 2007 order in Entergy Arkansas' base rate proceeding eliminated storm reserve accounting for Entergy Arkansas.  In March 2009 a law was enacted in Arkansas that requires the APSC to permit storm reserve accounting for utilities that request it.  Entergy Arkansas filed its request with the APSC, and reinstated storm reserve accounting effective January 1, 2009.  A hearing on Entergy Arkansas' request was held in March 2010, and in April 2010 the ALJ approved Entergy Arkansas’s establishment of a storm cost reserve account.

Entergy Arkansas January 2009 Ice Storm

As discussed in the Form 10-K, in January 2009 a severe ice storm caused significant damage to Entergy Arkansas' transmission and distribution lines, equipment, poles, and other facilities.  A law was enacted in April 2009 in Arkansas that authorizes securitization of storm damage restoration costs.  In June 2010 the APSC issued a financing order authorizing the issuance of approximately $126.3 million in storm cost recovery bonds, which includes carrying costs of $11.5 million and $4.6 million of up-front financing costs.  Entergy Arkansas expects the bonds to be issued in the third quarter 2010.

Entergy Gulf States Louisiana and Entergy Louisiana Hurricane Gustav and Hurricane Ike Filing

As discussed in the Form 10-K, in September 2008, Hurricane Gustav and Hurricane Ike caused catastrophic damage to Entergy's service territory.  Entergy Gulf States Louisiana and Entergy Louisiana filed their Hurricane Gustav and Hurricane Ike storm cost recovery case with the LPSC in May 2009.  In September 2009, Entergy Gulf States Louisiana and Entergy Louisiana and the Louisiana Utilities Restoration Corporation (LURC), an instrumentality of the State of Louisiana, filed with the LPSC an application requesting that the LPSC grant financing orders authorizing the financing of Entergy Gulf States Louisiana’s and Entergy Louisiana’s storm costs, storm reserves, and issuance costs pursuant to Act 55 of the Louisiana Regular Session of 2007 (Act 55 financings).  Entergy Gulf States Louisiana’s and Entergy Louisiana’s Hurricane Katrina and Hurricane Rita storm costs were financed primarily by Act 55 financings, as discussed in the Form 10-K.  Entergy Gulf States Louisiana and Entergy Louisiana also filed an application requesting LPSC approval for ancillary issues including the mechanism to flow charges and Act 55 financing savings to customers via a Storm Cost Offset rider.  On December 30, 2009, Entergy Gulf States Louisiana and Entergy Louisiana entered into a stipulation agreement with the LPSC Staff that provides for total recoverable costs of approximately $234 million for Entergy Gulf States Louisiana and $394 million for Entergy Louisiana, including carrying costs.  Under this stipulation, Entergy Gulf States Louisiana agrees not to recover $4.4 million and Entergy Louisiana agrees not to recover $7.2 million of their storm restoration spending.  The stipulation also permits replenishing Entergy Gulf States Louisiana's storm reserve in the amount of $90 million and Entergy Louisiana's storm reserve in the amount of $200 million when the Act 55 financings are accomplished.  In March and April 2010, Entergy Gulf States Louisiana, Entergy Louisiana, and other parties to the proceeding filed with the LPSC an uncontested stipulated settlement that includes these terms and also includes Entergy Gulf States Louisiana’s and Entergy Louisiana's proposals under the Act 55 financings, which includes a commitment to pass on to customers a
 
31

Entergy Corporation and Subsidiaries
Notes to Financial Statements
 
minimum of $15.5 million and $27.75 million of customer benefits, respectively, through prospective annual rate reductions of $3.1 million and $5.55 million for five years.  A stipulation hearing was held before the ALJ on April 13, 2010.  On April 21, 2010, the LPSC approved the settlement and subsequently issued two financing orders and one ratemaking order intended to facilitate the implementation of the Act 55 financings.  In June 2010 the Louisiana State Bond Commission approved the Act 55 financings.

On July 22, 2010, the Louisiana Local Government Environmental Facilities and Community Development Authority (LCDA) issued $468.9 million in bonds under Act 55.  From the $462.4 million of bond proceeds loaned by the LCDA to the LURC, the LURC deposited $200 million in a restricted escrow account as a storm damage reserve for Entergy Louisiana and transferred $262.4 million directly to Entergy Louisiana. From the bond proceeds received by Entergy Louisiana from the LURC, Entergy Louisiana used $262.4 million to acquire 2,624,297.11 Class B preferred, non-voting, membership interest units of Entergy Holdings Company LLC, a company wholly-owned and consolidated by Entergy, that carry a 9% annual distribution rate. Distributions are payable quarterly commencing on September 15, 2010, and the membership interests have a liquidation price of $100 per unit. The preferred membership interests are callable at the option of Entergy Holdings Company LLC after ten years under the terms of the LLC agreement. The terms of the membership interests include certain financial covenants to which Entergy Holdings Company LLC is subject, including the requirement to maintain a net worth of at least $1 billion.

On July 22, 2010, the LCDA issued another $244.1 million in bonds under Act 55. From the $240.3 million of bond proceeds loaned by the LCDA to the LURC, the LURC deposited $90 million in a restricted escrow account as a storm damage reserve for Entergy Gulf States Louisiana and transferred $150.3 million directly to Entergy Gulf States Louisiana. From the bond proceeds received by Entergy Gulf States Louisiana from the LURC, Entergy Gulf States Louisiana used $150.3 million to acquire 1,502,643.04 Class B preferred, non-voting, membership interest units of Entergy Holdings Company LLC, a company wholly-owned and consolidated by Entergy, that carry a 9% annual distribution rate. Distributions are payable quarterly commencing on September 15, 2010, and the membership interests have a liquidation price of $100 per unit. The preferred membership interests are callable at the option of Entergy Holdings Company LLC after ten years under the terms of the LLC agreement. The terms of the membership interests include certain financial covenants to which Entergy Holdings Company LLC is subject, including the requirement to maintain a net worth of at least $1 billion.

Entergy, Entergy Gulf States Louisiana, and Entergy Louisiana do not report the bonds on their balance sheets because the bonds are the obligation of the LCDA, and there is no recourse against Entergy, Entergy Gulf States Louisiana or Entergy Louisiana in the event of a bond default.  To service the bonds, Entergy Gulf States Louisiana and Entergy Louisiana collect a system restoration charge on behalf of the LURC, and remit the collections to the bond indenture trustee.  Entergy Gulf States Louisiana and Entergy Louisiana will not report the collections as revenue because they are merely acting as the billing and collection agents for the state.

Entergy New Orleans

In December 2005, the U.S. Congress passed the Katrina Relief Bill, a hurricane aid package that included CDBG funding (for the states affected by Hurricanes Katrina, Rita, and Wilma) that allowed state and local leaders to fund individual recovery priorities.  In March 2007, the City Council certified that Entergy New Orleans 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 its gas system rebuild.  Entergy New Orleans received $180.8 million of CDBG funds in 2007 and $19.2 million in 2010.

Federal Healthcare Legislation

The Patient Protection and Affordable Care Act (PPACA) became federal law on March 23, 2010, and, on March 30, 2010, the Health Care and Education Reconciliation Act of 2010 became federal law and amended certain provisions of the PPACA.  These new federal laws change the law governing employer-sponsored group health plans, like Entergy's plans.  All of the effects of these changes are not yet determinable because technical guidance regarding application must still be issued, and Entergy will monitor these developments.
 
32

Entergy Corporation and Subsidiaries
Notes to Financial Statements
 
One provision of the new law that is effective in 2013 eliminates the federal income tax deduction for prescription drug expenses of Medicare beneficiaries for which the plan sponsor also receives the retiree drug subsidy under Part D.  Entergy receives subsidy payments under the Medicare Part D plan and therefore in the first quarter 2010 recorded a reduction to the deferred tax asset related to the unfunded other postretirement benefit obligation.  The offset was recorded as a charge to income tax expense or, for the Utility, including each Registrant Subsidiary, as a regulatory asset.  The Utility has a regulatory asset of $99 million recorded for this, including $31 million at Entergy Arkansas, $16 million at Entergy Gulf States Louisiana, $19 million at Entergy Louisiana, $10 million at Entergy Mississippi, $7 million at Entergy New Orleans, $11 million at Entergy Texas, and $5 million at System Energy.

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

As discussed in the Form 10-K, on September 4, 2009, Entergy Arkansas filed with the APSC for a general change in rates, charges, and tariffs.  In June 2010 the APSC approved a settlement and subsequent compliance tariffs that provide for a $63.7 million rate increase, effective for bills rendered for the first billing cycle of July 2010.  The settlement provides for a 10.2% return on common equity.  Entergy Arkansas's proposed formula rate plan mechanism, including a recovery mechanism for APSC-approved costs for additional capacity purchases or construction/acquisition of new transmission or generating facilities, was not adopted under the settlement.

Filings with the LPSC

(Entergy Gulf States Louisiana)

See the Form 10-K for a discussion of Entergy Gulf States Louisiana’s formula rate plan that the LPSC approved for the 2008, 2009, and 2010 test years.  Entergy Gulf States Louisiana, effective with the November 2009 billing cycle, reset its rates to achieve a 10.65% return on equity for the 2008 test year.  The rate reset, a $44.3 million increase that includes a $36.9 million cost of service adjustment, plus $7.4 million net for increased capacity costs and a base rate reclassification, was implemented for the November 2009 billing cycle, and the rate reset was subject to refund pending review of the 2008 test year filing that was made in October 2009.  In January 2010, Entergy Gulf States Louisiana implemented an additional $23.9 million rate increase pursuant to a special rate implementation filing made in December 2009, primarily for incremental capacity costs approved by the LPSC.  In May 2010, Entergy Gulf States Louisiana and the LPSC staff submitted a joint report on the 2008 test year filing and requested that the LPSC accept the report, which will result in a $0.8 million reduction in current rates effective in the June 2010 billing cycle and a $0.5 million refund.  At its May 19, 2010 meeting, the LPSC accepted the joint report.

In May 2010, Entergy Gulf States Louisiana made its formula rate plan filing with the LPSC for the 2009 test year.  The filing reflects a 10.25% return on common equity, which is within the allowed earnings bandwidth, indicating no cost of service rate change is necessary under the formula rate plan.  The filing does reflect, however, consistent with a December 2009 filing, a $9.7 million revenue requirement to provide supplemental funding for the decommissioning trust maintained for the LPSC-regulated 70% share of River Bend, in response to a NRC notification of a projected shortfall of decommissioning funding assurance.  Currently, Entergy Gulf States Louisiana's retail rates contain no amount for decommissioning funding.  The filing also reflects a $20.8 million rate increase for incremental capacity costs.  In July 2010 the LPSC approved a $7.8 million increase in the revenue requirement for decommissioning, effective September 2010.  Other issues in the formula rate plan proceeding remain pending.
 
33

Entergy Corporation and Subsidiaries
Notes to Financial Statements
 

In January 2010, Entergy Gulf States Louisiana filed with the LPSC its gas rate stabilization plan for the test year ended September 30, 2009.  The filing showed an earned return on common equity of 10.87%, which is within the earnings bandwidth of 10.5% plus or minus fifty basis points, resulting in no rate change.  In April 2010, Entergy Gulf States Louisiana filed a revised evaluation report reflecting changes agreed upon with the LPSC Staff.  The revised evaluation report also results in no rate change.

(Entergy Louisiana)

See the Form 10-K for a discussion of Entergy Louisiana’s formula rate plan that the LPSC approved for the 2008, 2009, and 2010 test years.  Entergy Louisiana, effective with the November 2009 billing cycle, reset its rates to achieve a 10.25% return on equity for the 2008 test year.  The rate reset, a $2.5 million increase that includes a $16.3 million cost of service adjustment less a $13.8 million net reduction for decreased capacity costs and a base rate reclassification, was implemented for the November 2009 billing cycle, and the rate reset was subject to refund pending review of the 2008 test year filing that was made in October 2009.  In April 2010, Entergy Louisiana and the LPSC staff submitted a joint report on the 2008 test year filing and requested that the LPSC accept the report, which will result in a $0.1 million reduction in current rates effective in the May 2010 billing cycle and a $0.1 million refund.  In addition, Entergy Louisiana will move the recovery of approximately $12.5 million of capacity costs from fuel adjustment clause recovery to base rate recovery.  At its April 21, 2010 meeting, the LPSC accepted the joint report.

In May 2010, Entergy Louisiana made its formula rate plan filing with the LPSC for the 2009 test year.  The filing reflects a 10.82% return on common equity, which is within the allowed earnings bandwidth, indicating no cost of service rate change is necessary under the formula rate plan.  The filing does reflect, however, consistent with a December 2009 filing, a $7.9 million revenue requirement increase to provide supplemental funding for the decommissioning trust maintained for Waterford 3, in response to a NRC notification of a projected shortfall of decommissioning funding assurance.  Currently, Entergy Louisiana has $2.2 million in retail rates for decommissioning funding.  The filing also reflects a $7.4 million rate decrease for incremental capacity costs.  In July 2010 the LPSC approved a $3.5 million increase in the retail revenue requirement for decommissioning, effective September 2010.  Other issues in the formula rate plan proceeding remain pending.

Filings with the MPSC

In September 2009, Entergy Mississippi filed with the MPSC proposed modifications to its formula rate plan rider.  In March 2010 the MPSC issued an order: (1) providing the opportunity for a reset of Entergy Mississippi's return on common equity to a point within the formula rate plan bandwidth and eliminating the 50/50 sharing that had been in the plan, (2) modifying the performance measurement process, and (3) replacing the revenue change limit of two percent of revenues, which was subject to a $14.5 million revenue adjustment cap, with a limit of four percent of revenues, although any adjustment above two percent requires a hearing before the MPSC.  The MPSC did not approve Entergy Mississippi's request to use a projected test year for its annual scheduled formula rate plan filing and, therefore, Entergy Mississippi will continue to use a historical test year for its annual evaluation reports under the plan.

As discussed in the Form 10-K, in March 2010, Entergy Mississippi submitted its 2009 test year filing, its first annual filing under the new formula rate plan rider.  In June 2010 the MPSC approved a joint stipulation between Entergy Mississippi and the Mississippi Public Utilities Staff that provides for no change in rates, but does provide for the deferral as a regulatory asset of $3.9 million of legal expenses associated with certain litigation involving the Mississippi Attorney General, as well as ongoing legal expenses in that litigation until the litigation is resolved.

Filings with the City Council

In May 2010, Entergy New Orleans filed its electric and gas formula rate plan evaluation reports.  The filings request a $12.8 million electric base revenue decrease and a $2.4 million gas base revenue increase.  The new rates would be effective with the first billing cycle in October 2010.  The City Council and its Advisors' review and consideration of these filings is pending.
 
34

 
Entergy Corporation and Subsidiaries
Notes to Financial Statements

Filings with the PUCT and Texas Cities

As discussed in the Form 10-K, in December 2009, Entergy Texas filed a rate case requesting a $198.7 million increase reflecting an 11.5% return on common equity based on an adjusted June 2009 test year.  The filing includes a proposed cost of service adjustment rider with a three-year term beginning with the 2010 calendar year as the initial evaluation period.  Key provisions include a plus or minus 15 basis point bandwidth, with earnings outside the bandwidth reset to the bottom or top of the band and rates changing prospectively depending upon whether Entergy Texas is under or over-earning.  The annual change in revenue requirement is limited to a percentage change in the Consumer Price Index for urban areas, and the filing includes a provision for extraordinary events greater than $10 million per year that would be considered separately.  The filing also proposes a purchased power recovery rider and a competitive generation service tariff and will establish test year baseline values to be used in the transmission cost recovery factor rider authorized for use by Entergy Texas in the 2009 legislative session.  The rate case also includes a $2.8 million revenue requirement to provide supplemental funding for the decommissioning trust maintained for the 70% share of River Bend for which Entergy Texas retail customers are responsible, in response to an NRC notification of a projected shortfall of decommissioning funding assurance.  Beginning in May 2010, Entergy Texas implemented a $17.5 million interim rate increase, subject to refund.  Intervenors and PUCT Staff filed testimony opposing the riders discussed above and recommended disallowances that would result in a maximum rate increase of, based on the PUCT Staff’s testimony, $58 million.  Hearings regarding the merits of the competitive generation service tariff, which was a proposal required by law that would allow certain larger customers to obtain alternative generation supply, were held in July 2010, and this issue is pending a PUCT decision.  
 
The parties filed a settlement in August 2010 intended to resolve the other issues in the rate case proceeding.  The settlement provides for a $59 million base rate increase for electricity usage beginning August 15, 2010, with an additional increase of $9 million for bills rendered beginning May 2, 2011.  The settlement stipulates an authorized return on equity of 10.125%.  The settlement provides that Entergy Texas's proposed cost of service adjustment rider, purchased power recovery rider, and transmission cost recovery factors will not be approved in the rate case proceeding, although baseline values were established to be used in Entergy Texas's request for a transmission recovery factor that will be made in a separate proceeding.  The settlement states that Entergy Texas's fuel costs for the period April 2007 through June 2009 are reconciled, with $3.25 million of disallowed costs.  The settlement also sets River Bend decommissioning costs at $2.0 million annually.  The current jurisdictional deadline by which the PUCT is required to issue a final order in this proceeding is November 1, 2010.


NOTE 3.  EQUITY  (Entergy Corporation)

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,
   
2010
 
2009
   
(In Millions, Except Per Share Data)
                         
Basic earnings per share
 
Income
 
Shares
 
$/share
 
Income
 
Shares
 
$/share
                         
Net income attributable to
Entergy Corporation
 
 
$315.3
 
 
188.8
 
 
$1.67 
 
 
$226.8
 
 
196.1
 
 
$1.16 
Average dilutive effect of:
                       
Stock options
 
 -
 
1.9
 
(0.02)
 
 -
 
2.1
 
(0.02)
                         
Diluted earnings per share
 
$315.3
 
190.7
 
$1.65 
 
$226.8
 
198.2
 
$1.14 

 
35

Entergy Corporation and Subsidiaries
Notes to Financial Statements
 


   
For the Six Months Ended June 30,
   
2010
 
2009
   
(In Millions, Except Per Share Data)
                         
Basic earnings per share
 
Income
 
Shares
 
$/share
 
Income
 
Shares
 
$/share
                         
Net income attributable to
Entergy Corporation
 
 
$529.1
 
 
189.0
 
 
$2.80 
 
 
$462.1
 
 
194.4
 
 
$2.38 
Average dilutive effect of:
                       
Stock options
 
 -
 
2.0
 
(0.03)
 
 -
 
2.1
 
(0.02)
Equity units
 
 -
 
 -
 
 - 
 
$ 3.2
 
1.7
 
(0.01)
                         
Diluted earnings per share
 
$529.1
 
191.0
 
$2.77 
 
$465.3
 
198.2
 
$2.35 

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

Treasury Stock

During the six months ended June 30, 2010, Entergy Corporation issued 192,906 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, 2010, Entergy Corporation purchased 1,816,000 shares of common stock for a total purchase price of $137.7 million.

Retained Earnings

On July 30, 2010, Entergy Corporation's Board of Directors declared a common stock dividend of $0.83 per share, payable on September 1, 2010 to holders of record as of August 12, 2010.


NOTE 4.  REVOLVING CREDIT FACILITIES, LINES OF CREDIT, SHORT-TERM BORROWINGS, AND LONG-TERM DEBT (Entergy Corporation, Entergy Arkansas, Entergy Gulf States Louisiana, Entergy Louisiana, Entergy Mississippi, Entergy New Orleans, Entergy Texas, and System Energy)

Entergy Corporation has in place a credit facility that expires in August 2012 and has a borrowing capacity of approximately $3.5 billion.  Entergy Corporation also has the ability to issue letters of credit against the total borrowing capacity of the credit facility.  The facility fee is currently 0.09% of the commitment amount.  Facility fees and interest rates on loans under the credit facility can fluctuate depending on the senior unsecured debt ratings of Entergy Corporation.  The weighted average interest rate for the six months ended June 30, 2010 was 0.713% on the drawn portion of the facility.  Following is a summary of the borrowings outstanding and capacity available under the facility as of June 30, 2010.

 
Capacity
 
 
Borrowings
 
Letters
of Credit
 
Capacity
Available
(In Millions)
             
$3,477 
 
$2,659
 
$25 
 
$793

Entergy Corporation's facility requires it to maintain a consolidated debt ratio of 65% or less of its total capitalization.  Entergy is in compliance with this covenant.  If Entergy fails to meet this ratio, or if Entergy Corporation or one of the Utility operating companies (except Entergy New Orleans) defaults on other indebtedness or is in bankruptcy or insolvency proceedings, an acceleration of the facility maturity date may occur.
 
36

 
Entergy Corporation and Subsidiaries
Notes to Financial Statements

Entergy Arkansas, Entergy Gulf States Louisiana, Entergy Louisiana, Entergy Mississippi, and Entergy Texas each had credit facilities available as of June 30, 2010 as follows:

 
 
Company
 
Expiration Date
 
 
Amount of
Facility
 
 
 
Interest Rate (a)
 
Amount Drawn
as of
June 30, 2010
                 
Entergy Arkansas
 
April 2011
 
$75.125 million (b)
 
2.75%
 
-
Entergy Gulf States Louisiana
 
August 2012
 
$100 million (c)
 
0.76%
 
-
Entergy Louisiana
 
August 2012
 
$200 million (d)
 
0.76%
 
-
Entergy Mississippi
 
May 2011
 
$35 million (e)
 
2.10%
 
-
Entergy Mississippi
 
May 2011
 
$25 million (e)
 
2.10%
 
-
Entergy Mississippi
 
May 2011
 
$10 million (e)
 
2.10%
 
-
Entergy Texas
 
August 2012
 
$100 million (f)
 
0.82%
 
-

(a)
The interest rate is the rate as of June 30, 2010 that would be applied to the outstanding borrowings under the facility.
(b)
The credit facility requires Entergy Arkansas to maintain a debt ratio of 65% or less of its total capitalization.  Borrowings under the Entergy Arkansas credit facility may be secured by a security interest in its accounts receivable.
(c)
The credit facility allows Entergy Gulf States Louisiana to issue letters of credit against the borrowing capacity of the facility.  As of June 30, 2010, no letters of credit were outstanding.  The credit facility requires Entergy Gulf States Louisiana to maintain a consolidated debt ratio of 65% or less of its total capitalization.  Pursuant to the terms of the credit agreement, the amount of debt assumed by Entergy Texas ($0 as of June 30, 2010 and $168 million as of December 31, 2009) is excluded from debt and capitalization in calculating the debt ratio.
(d)
The credit facility allows Entergy Louisiana to issue letters of credit against the borrowing capacity of the facility.  As of June 30, 2010, no letters of credit were outstanding.  The credit facility requires Entergy Louisiana to maintain a consolidated debt ratio of 65% or less of its total capitalization.
(e)
Borrowings under the Entergy Mississippi credit facilities may be secured by a security interest in its accounts receivable.  Entergy Mississippi is required to maintain a consolidated debt ratio of 65% or less of its total capitalization.
(f)
The credit facility allows Entergy Texas to issue letters of credit against the borrowing capacity of the facility.  As of June 30, 2010, no letters of credit were outstanding.  The credit facility requires Entergy Texas to maintain a consolidated debt ratio of 65% or less of its total capitalization.  Pursuant to the terms of the credit agreement securitization bonds are excluded from debt and capitalization in calculating the debt ratio.

The facility fees on the credit facilities range from 0.09% to 0.15% of the commitment amount.

The short-term borrowings of the Registrant Subsidiaries are limited to amounts authorized by the FERC.  The current FERC-authorized limits are effective through October 31, 2011 under a FERC order dated October 14, 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 the Utility subsidiaries' dependence on external short-term borrowings.  Borrowings from the money pool and external borrowings combined may not exceed the FERC-authorized limits.  The following are the FERC-authorized limits for short-term borrowings and the outstanding short-term borrowings as of June 30, 2010 (aggregating both money pool and external short-term borrowings) for the Registrant Subsidiaries:
 
37

Entergy Corporation and Subsidiaries
Notes to Financial Statements
 

   
Authorized
 
Borrowings
   
(In Millions)
         
Entergy Arkansas
 
$250
 
-
Entergy Gulf States Louisiana
 
$200
 
-
Entergy Louisiana
 
$250
 
-
Entergy Mississippi
 
$175
 
-
Entergy New Orleans
 
$100
 
-
Entergy Texas
 
$200
 
-
System Energy
 
$200
 
-

Variable Interest Entities (Entergy Corporation, Entergy Arkansas, Entergy Gulf States Louisiana, Entergy Louisiana, and System Energy)

See Note 12 to the financial statements for a discussion of the consolidation of the nuclear fuel company variable interest entities (VIE) effective in the first quarter 2010.  The variable interest entities have short-term credit facilities and also issue commercial paper to finance the acquisition and ownership of nuclear fuel as follows as of June 30, 2010:

 
 
 
 
Company
 
 
 
 
Expiration
Date
 
 
 
Amount
of
Facility
 
 
Weighted Average Interest
Rate on
Borrowings (a)
 
Amount
Outstanding
as of
June 30,
2010
 
                   
                   
Entergy Arkansas VIE
 
August 2010
 
$80
 
0.975%
 
$31.3
 
Entergy Gulf States Louisiana VIE
 
August 2010
 
$75
 
0.775%
 
26.3
 
Entergy Louisiana VIE
 
August 2010
 
$80
 
0.975%
 
55.2
 
System Energy VIE
 
August 2010
 
$85
 
0.985%
 
62.7
 

(a) Includes letter of credit fees and bank fronting fees on commercial paper issuances by the VIEs for Entergy Arkansas, Entergy Louisiana, and System Energy.  The VIE for Entergy Gulf States Louisiana does not issue commercial paper, but borrows directly on its bank credit facility.

The amount outstanding on these credit facilities and commercial paper issuances are presented as Notes payable on the balance sheets.  The commitment fees on the credit facilities are 0.10% of the commitment amount.  Each credit facility requires the respective lessee (Entergy Arkansas, Entergy Gulf States Louisiana, Entergy Louisiana, or System Energy) to maintain a consolidated debt ratio of 70% or less of its total capitalization.  In July 2010, each of these credit facilities were refinanced with new credit facilities, each in the same amount and with expiration dates of July 2013.
 
38

 
Entergy Corporation and Subsidiaries
Notes to Financial Statements

The variable interest entities had long-term notes payable that are included in long-term debt on the respective balance sheets as of June 30, 2010 as follows:

Company
 
Description
 
Amount
         
Entergy Arkansas VIE
 
5.60% Series G due September 2011
 
$35 million
Entergy Arkansas VIE
 
9% Series H due June 2013
 
$30 million
Entergy Arkansas VIE
 
5.69% Series I due July 2014
 
$70 million
Entergy Gulf States Louisiana VIE
 
5.56% Series N due May 2013
 
$75 million
Entergy Gulf States Louisiana VIE
 
5.41% Series O due July 2012
 
$60 million
Entergy Louisiana VIE
 
5.69% Series E due July 2014
 
$50 million
System Energy VIE
 
6.29% Series F due September 2013
 
$70 million
System Energy VIE
 
5.33% Series G due April 2015
 
$60 million

In accordance with regulatory treatment, interest on the nuclear fuel company variable interest entities' credit facilities, commercial paper, and long-term notes payable is included as fuel expense.

Debt Issuances and Redemptions

(Entergy Arkansas)

On June 1, 2010, Entergy Arkansas paid, at maturity, its $100 million of 4.50% Series first mortgage bonds.

(Entergy Louisiana)

In March 2010, Entergy Louisiana issued $150 million of 6.0% Series first mortgage bonds due March 2040.  Entergy Louisiana used the proceeds in April 2010, together with other available funds, to redeem, prior to maturity, all of its $150 million 7.60% Series first mortgage bonds, due April 2032.  Because the proceeds were deposited directly with a trustee and not held by Entergy Louisiana, the bond issuance and redemption are reported as non-cash financing activity on the cash flow statement.

On June 1, 2010, Entergy Louisiana paid, at maturity, its $55 million of 4.670% Series first mortgage bonds.

(Entergy Mississippi)

In April 2010, Entergy Mississippi issued $80 million of 6.20% Series first mortgage bonds due April 2040.  Entergy Mississippi used the proceeds, together with other available funds, to redeem, prior to maturity, all of its $100 million 7.25% Series first mortgage bonds, due December 2032.

(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.  In May 2010, Entergy New Orleans repaid, at maturity, the notes payable.

On July 1, 2010, Entergy New Orleans paid, at maturity, its $30 million of 4.98% Series first mortgage bonds.
 
39

Entergy Corporation and Subsidiaries
Notes to Financial Statements
 

(Entergy Texas)

In May 2010, Entergy Texas issued $200 million of 3.60% Series mortgage bonds due June 2015.  Entergy Texas used a portion of the proceeds to pay prior to maturity Entergy Texas' remaining obligations (with interest rates ranging from 4.875% to 6.18% per annum and maturities ranging from November 1, 2011 to March 1, 2035) pursuant to the debt assumption agreement with Entergy Gulf States Louisiana.

(Entergy Corporation)

In May 2010, Entergy Corporation repaid, at maturity, its $75 million 6.58% notes payable.

In June 2010, Entergy Corporation repaid, at maturity, its $60 million bank term loan.

Fair Value

The book value and the fair value of long-term debt for Entergy Corporation and the Registrant Subsidiaries as of June 30, 2010 are as follows:

   
Book Value
of Long-Term
Debt (a)
 
Fair Value
of Long-Term
Debt (a) (b)
   
(In Thousands)
         
Entergy
 
$10,801,738
 
$11,162,285
Entergy Arkansas
 
$1,472,960
 
$1,510,130
Entergy Gulf States Louisiana
 
$1,592,307
 
$1,667,817
Entergy Louisiana
 
$1,533,490
 
$1,619,053
Entergy Mississippi
 
$825,341
 
$803,312
Entergy New Orleans
 
$197,264
 
$204,626
Entergy Texas
 
$1,680,776
 
$1,852,939
System Energy
 
$608,151
 
$619,411

(a)
The values exclude lease obligations of $224 million at Entergy Louisiana and $225 million at System Energy, long-term DOE obligations of $181 million at Entergy Arkansas, and the note payable to NYPA of $179 million at Entergy, and include debt due within one year.
(b)
The fair value is determined by nationally recognized investment banking firms.
 
40

 
Entergy Corporation and Subsidiaries
Notes to Financial Statements


NOTE 5.  STOCK-BASED COMPENSATION (Entergy Corporation)

Entergy grants stock options, which are described more fully in Note 12 to the financial statements in the Form 10-K.  Awards under Entergy's plans generally vest over three years.

The following table includes financial information for stock options for the second quarter and six months ended June 30 for each of the years presented:

 
2010
 
2009
 
(In Millions)
       
Compensation expense included in Entergy's Net Income for the second quarter
$3.7
 
$4.2
Tax benefit recognized in Entergy's Net Income for the second quarter
$1.4
 
$1.6
       
Compensation expense included in Entergy's Net Income for the six months ended June 30,
$7.6
 
$8.5
Tax benefit recognized in Entergy's Net Income for the six months ended June 30,
$2.9
 
$3.3
Compensation cost capitalized as part of fixed assets and inventory as of June 30,
$1.4
 
$1.6

Entergy granted 1,407,900 stock options during the first quarter 2010 with a weighted-average fair value of $13.18.  At June 30, 2010, there were 12,404,064 stock options outstanding with a weighted-average exercise price of $70.73.  The aggregate intrinsic value of the stock options outstanding at June 30, 2010 was $11.1 million.


NOTE 6.  RETIREMENT AND OTHER POSTRETIREMENT BENEFITS (Entergy Corporation, Entergy Arkansas, Entergy Gulf States Louisiana, Entergy Louisiana, Entergy Mississippi, Entergy New Orleans, Entergy Texas, and System Energy)

Components of Net Pension Cost

Entergy's qualified pension cost, including amounts capitalized, for the second quarters of 2010 and 2009, included the following components:

   
2010
 
2009
   
(In Thousands)
         
Service cost - benefits earned during the period
 
$26,239 
 
$22,412 
Interest cost on projected benefit obligation
 
57,802 
 
54,543 
Expected return on assets
 
(64,902)
 
(62,305)
Amortization of prior service cost
 
1,164 
 
1,249 
Amortization of loss
 
16,475 
 
5,600 
Net pension costs
 
$36,778 
 
$21,499 

Entergy's qualified pension cost, including amounts capitalized, for the six months ended June 30, 2010 and 2009, included the following components:

   
2010
 
2009
   
(In Thousands)
         
Service cost - benefits earned during the period
 
$52,478 
 
$44,824 
Interest cost on projected benefit obligation
 
115,604 
 
109,086 
Expected return on assets
 
(129,804)
 
(124,610)
Amortization of prior service cost
 
2,328 
 
2,498 
Amortization of loss
 
32,950 
 
11,200 
Net pension costs
 
$73,556 
 
$42,998 

 
41

Entergy Corporation and Subsidiaries
Notes to Financial Statements
 
The Registrant Subsidiaries' qualified pension cost, including amounts capitalized, for the second quarters of 2010 and 2009, included the following components:

 
 
2010
 
 
Entergy
Arkansas
 
Entergy
Gulf States
Louisiana
 
 
Entergy
Louisiana
 
 
Entergy
 Mississippi
 
 
Entergy
New Orleans
 
 
Entergy
Texas
 
 
System
Energy
   
(In Thousands)
Service cost - benefits earned
                           
  during the period
 
$3,944 
 
$2,116 
 
$2,443 
 
$1,163 
 
$516 
 
$1,067 
 
$1,033 
Interest cost on projected
                           
  benefit obligation
 
12,319 
 
6,094 
 
7,135 
 
3,807 
 
1,510
 
3,967 
 
2,252 
Expected return on assets
 
(12,659)
 
(7,688)
 
(8,194)
 
(4,313)
 
(1,809)
 
(5,137)
 
(2,952)
Amortization of prior service
                           
  cost
 
196 
 
75 
 
119 
 
79 
 
44 
 
59 
 
Amortization of loss
 
4,126 
 
1,906 
 
2,151 
 
1,091 
 
636 
 
802 
 
132 
Net pension cost
 
$7,926 
 
$2,503 
 
$3,654 
 
$1,827 
 
$897 
 
$758 
 
$473 


 
 
2009
 
 
Entergy
Arkansas
 
Entergy
Gulf States
Louisiana
 
 
Entergy
Louisiana
 
 
Entergy
Mississippi
 
 
Entergy
New Orleans
 
 
Entergy
Texas
 
 
System
Energy
   
(In Thousands)
Service cost - benefits earned
                           
  during the period
 
$3,400 
 
$1,748 
 
$1,974 
 
$995 
 
$425 
 
$917 
 
$880 
Interest cost on projected
                           
  benefit obligation
 
11,761 
 
5,279 
 
6,940 
 
3,676 
 
1,470
 
3,935 
 
2,139 
Expected return on assets
 
(12,187)
 
(7,516)
 
(8,197)
 
(4,236)
 
(1,815)
 
(5,185)
 
(2,766)
Amortization of prior service
                           
  cost
 
212 
 
110 
 
119 
 
85 
 
52 
 
80 
 
Amortization of loss
 
1,764 
 
79 
 
703 
 
324 
 
305 
 
43 
 
109 
Net pension cost/(income)
 
$4,950 
 
($300)
 
$1,539 
 
$844 
 
$437 
 
($210)
 
$371 

The Registrant Subsidiaries' qualified pension cost, including amounts capitalized, for the six months ended June 30, 2010 and 2009, included the following components:

 
 
2010
 
 
Entergy
Arkansas
 
Entergy
Gulf States
Louisiana
 
 
Entergy
Louisiana
 
 
Entergy
 Mississippi
 
 
Entergy
New Orleans
 
 
Entergy
Texas
 
 
System
Energy
   
(In Thousands)
Service cost - benefits earned
                           
  during the period
 
$7,888 
 
$4,232 
 
$4,886 
 
$2,326 
 
$1,032 
 
$2,134 
 
$2,066 
Interest cost on projected
                           
  benefit obligation
 
24,638 
 
12,188 
 
14,270 
 
7,614 
 
3,020
 
7,934 
 
4,504 
Expected return on assets
 
(25,318)
 
(15,376)
 
(16,388)
 
(8,626)
 
(3,618)
 
(10,274)
 
(5,904)
Amortization of prior service
                           
  cost
 
392 
 
150 
 
238 
 
158 
 
88 
 
118 
 
16 
Amortization of loss
 
8,252 
 
3,812 
 
4,302 
 
2,182 
 
1,272 
 
1,604 
 
264 
Net pension cost
 
$15,852 
 
$5,006 
 
$7,308 
 
$3,654 
 
$1,794 
 
$1,516 
 
$946 
 
42

 
Entergy Corporation and Subsidiaries
Notes to Financial Statements

 
 
2009
 
 
Entergy
Arkansas
 
Entergy
Gulf States
Louisiana
 
 
Entergy
Louisiana
 
 
Entergy
Mississippi
 
 
Entergy
New Orleans
 
 
Entergy
Texas
 
 
System
Energy
   
(In Thousands)
Service cost - benefits earned
                           
  during the period
 
$6,800 
 
$3,496 
 
$3,948 
 
$1,990 
 
$850 
 
$1,834 
 
$1,760 
Interest cost on projected
                           
  benefit obligation
 
23,522 
 
10,558 
 
13,880 
 
7,352 
 
2,940
 
7,870 
 
4,278 
Expected return on assets
 
(24,374)
 
(15,032)
 
(16,394)
 
(8,472)
 
(3,630)
 
(10,370)
 
(5,532)
Amortization of prior service
                           
  cost
 
424 
 
220 
 
238 
 
170 
 
104 
 
160 
 
18 
Amortization of loss
 
3,528 
 
158 
 
1,406 
 
648 
 
610 
 
86 
 
218 
Net pension cost/(income)
 
$9,900 
 
($600)
 
$3,078 
 
$1,688 
 
$874 
 
($420)
 
$742 
 
Entergy recognized $11.5 million and $4.4 million in pension cost for its non-qualified pension plans in the second quarters of 2010 and 2009, respectively.  In the second quarter 2010, Entergy recognized a $6.9 million settlement charge related to the payment of lump sum benefits out of the plan that is included in the non-qualified pension plan cost above.  Entergy recognized $16.1 million and $8.8 million in pension cost for its non-qualified pension plans for the six months ended June 30, 2010 and 2009, respectively, including the $6.9 million settlement charge recognized in the second quarter 2010.
 
The Registrant Subsidiaries recognized the following pension cost for their non-qualified pension plans in the second quarters of 2010 and 2009:

   
 
Entergy
Arkansas
 
Entergy
Gulf States
Louisiana
 
 
Entergy
Louisiana
 
 
Entergy
Mississippi
 
 
Entergy
New Orleans
 
 
Entergy
Texas
   
(In Thousands)
Non-qualified pension cost
  second quarter 2010
 
$189
 
 
$41 
 
  $6   
$51 
 
 
$6 
 
 
$175
 
Settlement charge recognized
  in the second quarter 2010
  included in cost above
 
 
 
$86 
 
 
 
$  - 
 
 
 
$  - 
 
 
 
$  - 
 
 
 
$  - 
 
 
 
$5 
Non-qualified pension cost
  second quarter 2009
 
 
$99 
 
 
$97 
 
 
$6 
 
 
$43 
 
 
$20 
 
 
$185 

The Registrant Subsidiaries recognized the following pension cost for their non-qualified pension plans for the six months ended June 30, 2010 and 2009:
 
   
 
Entergy
Arkansas
 
Entergy
Gulf States
Louisiana
 
 
Entergy
Louisiana
 
 
Entergy
Mississippi
 
 
Entergy
New Orleans
 
 
Entergy
Texas
   
(In Thousands)
Non-qualified pension cost six
  months ended June 30, 2010
 
$290 
 
 
$82 
 
  $6   
$101 
 
 
$6 
 
 
$345 
 
Settlement charge recognized
  in the six months ended
  June 30, 2010 included in cost
  above
 
 
 
$86 
 
 
 
$  - 
 
 
 
$  - 
 
 
 
$  - 
 
 
 
$  - 
 
 
 
$5 
Non-qualified pension cost six
  months ended June 30, 2009
 
 
$198 
 
 
$194 
 
 
$12 
 
 
$86 
 
 
$40 
 
 
$370 
 
43

Entergy Corporation and Subsidiaries
Notes to Financial Statements
 



Components of Net Other Postretirement Benefit Cost

Entergy's other postretirement benefit cost, including amounts capitalized, for the second quarters of 2010 and 2009, included the following components:

   
2010
 
2009
   
(In Thousands)
         
Service cost - benefits earned during the period
 
$13,078 
 
$11,691 
Interest cost on APBO
 
19,020 
 
18,816 
Expected return on assets
 
(6,553)
 
(5,871)
Amortization of transition obligation
 
932 
 
933 
Amortization of prior service cost
 
(3,015)
 
(4,024)
Amortization of loss
 
4,317 
 
4,743 
Net other postretirement benefit cost
 
$27,779 
 
$26,288 
 
Entergy's other postretirement benefit cost, including amounts capitalized, for the six months ended June 30, 2010 and 2009, included the following components:

   
2010
 
2009
   
(In Thousands)
         
Service cost - benefits earned during the period
 
$26,156 
 
$23,382 
Interest cost on APBO
 
38,040 
 
37,632 
Expected return on assets
 
(13,106)
 
(11,742)
Amortization of transition obligation
 
1,864 
 
1,866 
Amortization of prior service cost
 
(6,030)
 
(8,048)
Amortization of loss
 
8,634 
 
9,486 
Net other postretirement benefit cost
 
$55,558 
 
$52,576 

The Registrant Subsidiaries' other postretirement benefit cost, including amounts capitalized, for the second quarters of 2010 and 2009, included the following components:

 
 
2010
 
 
Entergy
Arkansas
 
Entergy
Gulf States
Louisiana
 
 
Entergy
Louisiana
 
 
Entergy
Mississippi
 
 
Entergy
New Orleans
 
 
Entergy
Texas
 
 
System
Energy
   
(In Thousands)
Service cost - benefits earned
                           
  during the period
 
$1,843 
 
$1,370 
 
$1,371 
 
$550 
 
$347 
 
$697 
 
$563 
Interest cost on APBO
 
3,629 
 
2,144 
 
2,269 
 
1,093 
 
900 
 
1,582 
 
641 
Expected return on assets
 
(2,445)
 
 
 
(888)
 
(725)
 
(1,718)
 
(468)
Amortization of transition
                           
  obligation
 
205 
 
60 
 
96 
 
88 
 
415 
 
66 
 
Amortization of prior service
                           
  cost
 
(197)
 
(77)
 
117 
 
(62)
 
90 
 
19 
 
(191)
Amortization of loss
 
1,690 
 
663 
 
609 
 
476 
 
274 
 
752 
 
325 
Net other postretirement
                           
  benefit cost
 
$4,725 
 
$4,160 
 
$4,462 
 
$1,257 
 
$1,301 
 
$1,398 
 
$872 
                             
 
44

 
Entergy Corporation and Subsidiaries
Notes to Financial Statements
 
 
2009
 
 
Entergy
Arkansas
 
Entergy
Gulf States
Louisiana
 
 
Entergy
Louisiana
 
 
Entergy
Mississippi
 
 
Entergy
New Orleans
 
 
Entergy
Texas
 
 
System
Energy
   
(In Thousands)
Service cost - benefits earned
                           
  during the period
 
$1,765 
 
$1,196 
 
$1,147 
 
$530 
 
$311 
 
$619 
 
$513 
Interest cost on APBO
 
3,759 
 
2,005 
 
2,297 
 
1,173 
 
967 
 
1,490 
 
605 
Expected return on assets
 
(2,143)
 
 
 
(757)
 
(684)
 
(1,556)
 
(414)
Amortization of transition
                           
  obligation
 
205 
 
60 
 
96 
 
88 
 
416 
 
66 
 
Amortization of prior service
                           
  cost
 
(197)
 
(77)
 
117 
 
(62)
 
90 
 
19 
 
(245)
Amortization of loss
 
2,087 
 
494 
 
553 
 
657 
 
381 
 
799 
 
320 
Net other postretirement
                           
  benefit cost
 
$5,476 
 
$3,678 
 
$4,210 
 
$1,629 
 
$1,481 
 
$1,437 
 
$781 

The Registrant Subsidiaries' other postretirement benefit cost, including amounts capitalized, for the six months ended June 30, 2010 and 2009, included the following components:

 
 
2010
 
 
Entergy
Arkansas
 
Entergy
Gulf States
Louisiana
 
 
Entergy
Louisiana
 
 
Entergy
Mississippi
 
 
Entergy
New Orleans
 
 
Entergy
Texas
 
 
System
Energy
   
(In Thousands)
Service cost - benefits earned
                           
  during the period
 
$3,686 
 
$2,740 
 
$2,742 
 
$1,100 
 
$694 
 
$1,394 
 
$1,126 
Interest cost on APBO
 
7,258 
 
4,288 
 
4,538 
 
2,186 
 
1,800 
 
3,164 
 
1,282 
Expected return on assets
 
(4,890)
 
 
 
(1,776)
 
(1,450)
 
(3,436)
 
(936)
Amortization of transition
                           
  obligation
 
410 
 
120 
 
192 
 
176 
 
830 
 
132 
 
Amortization of prior service
                           
  cost
 
(394)
 
(154)
 
234 
 
(124)
 
180 
 
38 
 
(382)
Amortization of loss
 
3,380 
 
1,326 
 
1,218 
 
952 
 
548 
 
1,504 
 
650 
Net other postretirement
                           
  benefit cost
 
$9,450 
 
$8,320 
 
$8,924 
 
$2,514 
 
$2,602 
 
$2,796 
 
$1,744 
                             
 
45

Entergy Corporation and Subsidiaries
Notes to Financial Statements
 

 
 
2009
 
 
Entergy
Arkansas
 
Entergy
Gulf States
Louisiana
 
 
Entergy
Louisiana
 
 
Entergy
Mississippi
 
 
Entergy
New Orleans
 
 
Entergy
Texas
 
 
System
Energy
   
(In Thousands)
Service cost - benefits earned
                           
  during the period
 
$3,530 
 
$2,392 
 
$2,294 
 
$1,060 
 
$622 
 
$1,238 
 
$1,026 
Interest cost on APBO
 
7,518 
 
4,010 
 
4,594 
 
2,346 
 
1,934 
 
2,980 
 
1,210 
Expected return on assets
 
(4,286)
 
 
 
(1,514)
 
(1,368)
 
(3,112)
 
(828)
Amortization of transition
                           
  obligation
 
410 
 
120 
 
192 
 
176 
 
832 
 
132 
 
Amortization of prior service
                           
  cost
 
(394)
 
(154)
 
234 
 
(124)
 
180 
 
38 
 
(490)
Amortization of loss
 
4,174 
 
988 
 
1,106 
 
1,314 
 
762 
 
1,598 
 
640 
Net other postretirement
                           
  benefit cost
 
$10,952 
 
$7,356 
 
$8,420 
 
$3,258 
 
$2,962 
 
$2,874 
 
$1,562 

Employer Contributions

Based on current assumptions, Entergy expects to contribute $254 million to its qualified pension plans in 2010.  Guidance pursuant to the Pension Protection Act of 2006 rules, effective for the 2009 plan year and beyond, may affect the level of Entergy’s pension contributions in the future.  As of the end of July 2010, Entergy had contributed $159 million to its pension plans.  Therefore, Entergy presently anticipates contributing an additional $95 million to fund its qualified pension plans in 2010.
 
Based on current assumptions, the Registrant Subsidiaries expect to contribute the following to qualified pension plans in 2010:

   
 
Entergy
Arkansas
 
Entergy
Gulf States
Louisiana
 
 
Entergy
Louisiana
 
 
Entergy
Mississippi
 
 
Entergy
New Orleans
 
 
Entergy
Texas
 
 
System
Energy
   
(In Thousands)
Expected 2010 pension
  contributions
 
 
$71,177
 
 
$18,858
 
 
$35,909
 
 
$17,792
 
 
$6,961
 
 
$10,635
 
 
$16,094
Pension contributions made
  through July 2010
 
 
$46,689
 
 
$9,919
 
 
$19,423
 
 
$11,055
 
 
$3,810
 
 
$5,351
 
 
$9,916
Remaining estimated pension
  contributions to be made in 2010
 
 
$24,488
 
 
$8,939
 
 
$16,486
 
 
$6,737
 
 
$3,151
 
 
$5,284
 
 
$6,178

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

Based on actuarial analysis, the estimated effect of future Medicare subsidies reduced the December 31, 2009 Accumulated Postretirement Benefit Obligation (APBO) by $215 million, and reduced the second quarter 2010 and 2009 other postretirement benefit cost by $6.6 million and $6.0 million, respectively.  It reduced the six months ended June 30, 2010 and 2009 other postretirement benefit cost by $13.3 million and $12.0 million, respectively.  In the second quarter 2010, Entergy received $0.6 million in Medicare subsidies for prescription drug claims.  In the six months ended June 30, 2010, Entergy received $1.8 million in Medicare subsidies for prescription drug claims.

Based on actuarial analysis, the estimated effect of future Medicare subsidies reduced the December 31, 2009 APBO and the second quarters 2010 and 2009 other postretirement benefit cost and the six months ended June 30, 2010 and 2009 other postretirement benefit cost for the Registrant Subsidiaries as follows:
 
46

 
Entergy Corporation and Subsidiaries
Notes to Financial Statements

   
 
Entergy
Arkansas
 
Entergy
Gulf States
Louisiana
 
 
Entergy
Louisiana
 
 
Entergy
Mississippi
 
Entergy
New
Orleans
 
 
Entergy
Texas
 
 
System
Energy
   
(In Thousands)
Reduction in 12/31/2009 APBO
 
($45,809)
 
($22,227)
 
($25,443)
 
($14,824)
 
($9,798)
 
($16,652)
 
($7,965)
Reduction in second quarter 2010
                           
  other postretirement benefit cost
 
($1,314)
 
($850)
 
($786)
 
($412)
 
($268)
 
($277)
 
($267)
Reduction in second quarter 2009
                           
  other postretirement benefit cost
 
($1,235)
 
($814)
 
($695)
 
($391)
 
($261)
 
($240)
 
($231)
Reduction in six months ended
                           
  June 30, 2010 other
                           
  postretirement benefit cost
 
($2,628)
 
($1,700)
 
($1,572)
 
($824)
 
($536)
 
($554)
 
($534)
Reduction in six months ended
                           
  June 30, 2009 other
                           
  postretirement benefit cost
 
($2,470)
 
($1,628)
 
($1,390)
 
($782)
 
($522)
 
($480)
 
($462)
Medicare subsidies received in the
                           
  second quarter 2010
 
$136 
 
$75 
 
$87 
 
$45 
 
$45 
 
$67 
 
$14 
Medicare subsidies received in the
                           
  six months ended June 30, 2010
 
$405 
 
$232 
 
$261 
 
$139 
 
$137 
 
$202 
 
$44 

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


NOTE 7.  BUSINESS SEGMENT INFORMATION (Entergy Corporation, Entergy Arkansas, Entergy Gulf States Louisiana, Entergy Louisiana, Entergy Mississippi, Entergy New Orleans, Entergy Texas, and System Energy)

Entergy Corporation

Entergy's reportable segments as of June 30, 2010 are Utility and Non-Utility Nuclear.  Utility generates, transmits, distributes, and sells electric power in portions of Arkansas, Louisiana, Mississippi, and Texas, and provides natural gas utility service in portions of Louisiana.  Non-Utility Nuclear owns and operates six nuclear power plants and is primarily focused on selling electric power produced by those plants to wholesale customers.  "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.

Entergy's segment financial information for the second quarters of 2010 and 2009 is as follows:
 
 
 
 
Utility
 
 
Non-Utility
Nuclear*
 
 
 
All Other*
 
 
 
Eliminations
 
 
 
Consolidated
 
(In Thousands)
2010
                 
Operating revenues
$2,246,108 
 
$580,852
 
$43,283 
 
($7,293)
 
$2,862,950 
Income taxes (benefit)
$141,047 
 
$71,484
 
($8,624)
 
$- 
 
$203,907 
Consolidated net income (loss)
$230,173 
 
$119,500
 
($11,031)
 
($18,359)
 
$320,283 
                   
2009
                 
Operating revenues
$1,947,831 
 
$544,929
 
$34,589 
 
($6,560)
 
$2,520,789 
Income taxes (benefit)
$104,700 
 
$35,959
 
($50,018)
 
$- 
 
$90,641 
Consolidated net income
$151,575 
 
$80,211
 
$18,384 
 
($18,359)
 
$231,811 
 
47

Entergy Corporation and Subsidiaries
Notes to Financial Statements
 

Entergy's segment financial information for the six months ended June 30, 2010 and 2009 is as follows:

 
 
 
Utility
 
 
Non-Utility
Nuclear*
 
 
 
All Other*
 
 
 
Eliminations
 
 
 
Consolidated
 
(In Thousands)
2010
                 
Operating revenues
$4,349,937 
 
$1,194,627
 
$91,864 
 
($14,132)
 
$5,622,296 
Income taxes (benefit)
$231,017 
 
$157,689
 
($37,114)
 
$- 
 
$351,592 
Consolidated net income (loss)
$373,144 
 
$213,726
 
($11,054)
 
($36,719)
 
$539,097 
Total assets
$28,613,090 
 
$8,716,935
 
$2,619,175 
 
($2,197,126)
 
$37,752,074 
                   
2009
                 
Operating revenues
$4,050,037 
 
$1,201,116
 
$72,331 
 
($13,583)
 
$5,309,901 
Income taxes (benefit)
$178,163 
 
$138,036
 
($62,513)
 
$- 
 
$253,686 
Consolidated net income (loss)
$267,544 
 
$261,092
 
($19,774)
 
($36,718)
 
$472,144 
Total assets
$29,010,123 
 
$8,316,584
 
$1,162,840 
 
($2,004,327)
 
$36,485,220 

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.

On April 5, 2010, Entergy announced that, effective immediately, it plans to unwind the business infrastructure associated with its proposed plan to spin-off its Non-Utility Nuclear business.  As a result of the plan to unwind the business infrastructure, Entergy has recorded expenses in the Non-Utility Nuclear segment, almost entirely in the first quarter 2010, for the write-off of certain capitalized costs incurred in connection with the planned spin-off transaction.  Other operation and maintenance expenses include the write-off of $32 million of capital costs, primarily for software that will not be utilized.  Interest charges include the write-off of $39 million of debt financing costs, primarily incurred for Enexus's $1.2 billion credit facility.  Entergy expects that it will incur approximately $40 million, after-tax, in additional expenses in unwinding this business, primarily through the remainder of 2010, including additional write-offs, dis-synergies, and certain other costs.

Registrant Subsidiaries

The Registrant Subsidiaries have one reportable segment, which is an integrated utility business, except for System Energy, which is an electricity generation business.  The Registrant Subsidiaries' operations are managed on an integrated basis because of the substantial effect of cost-based rates and regulatory oversight on the business process, cost structures, and operating results.

 
48

 
Entergy Corporation and Subsidiaries
Notes to Financial Statements

NOTE 8.  RISK MANAGEMENT AND FAIR VALUES (Entergy Corporation, Entergy Arkansas, Entergy Gulf States Louisiana, Entergy Louisiana, Entergy Mississippi, Entergy New Orleans, Entergy Texas, and System Energy)

Market and Commodity Risks

In the normal course of business, Entergy is exposed to a number of market and commodity risks.  Market risk is the potential loss that Entergy may incur as a result of changes in the market or fair value of a particular instrument or commodity.  All financial and commodity-related instruments, including derivatives, are subject to market risk.  Entergy is subject to a number of commodity and market risks, including:

Type of Risk
 
Affected Businesses
     
Power price risk
 
Utility, Non-Utility Nuclear, Non-nuclear wholesale assets
Fuel price risk
 
Utility, Non-Utility Nuclear, Non-nuclear wholesale assets
Foreign currency exchange rate risk
 
Utility, Non-Utility Nuclear, Non-nuclear wholesale assets
Equity price and interest rate risk - investments
 
Utility, Non-Utility Nuclear

Entergy manages a portion of these risks using derivative instruments, some of which are classified as cash flow hedges due to their financial settlement provisions while others are classified as normal purchase/normal sales transactions due to their physical settlement provisions.  Normal purchase/normal sale risk management tools include power purchase and sales agreements and fuel purchase agreements, capacity contracts, and tolling agreements.  Financially-settled cash flow hedges can include natural gas and electricity futures, forwards, swaps, and options; foreign currency forwards; and interest rate swaps.  Entergy enters into derivatives only to manage natural risks inherent in its physical or financial assets or liabilities.

Entergy manages fuel price volatility for its Louisiana jurisdictions (Entergy Gulf States Louisiana, Entergy Louisiana, and Entergy New Orleans) and Entergy Mississippi primarily through the purchase of short-term natural gas swaps.  These swaps are marked-to-market with offsetting regulatory assets or liabilities.  The notional volumes of these swaps are based on a portion of projected annual exposure to gas for electric generation and projected winter purchases for gas distribution at Entergy Gulf States Louisiana and Entergy New Orleans.
 
Entergy's exposure to market risk is determined by a number of factors, including the size, term, composition, and diversification of positions held, as well as market volatility and liquidity.  For instruments such as options, the time period during which the option may be exercised and the relationship between the current market price of the underlying instrument and the option's contractual strike or exercise price also affects the level of market risk.  A significant factor influencing the overall level of market risk to which Entergy is exposed is its use of hedging techniques to mitigate such risk.  Entergy manages market risk by actively monitoring compliance with stated risk management policies as well as monitoring the effectiveness of its hedging policies and strategies.  Entergy's risk management policies limit the amount of total net exposure and rolling net exposure during the stated periods.  These policies, including related risk limits, are regularly assessed to ensure their appropriateness given Entergy's objectives.
 
49

Entergy Corporation and Subsidiaries
Notes to Financial Statements
 

Derivatives

The fair values of Entergy's derivative instruments in the consolidated balance sheet as of June 30, 2010 are as follows:

Instrument
 
Balance Sheet Location
 
Fair Value
 
Business
             
Derivatives designated as hedging instruments
           
             
Assets:
           
Electricity futures, forwards, and swaps
 
Prepayments and other
(current portion)
 
 
$181 million
 
 
Non-Utility Nuclear
             
Electricity futures, forwards, and swaps
 
Other deferred debits and other assets
(non-current portion)
 
 
$127 million
 
 
Non-Utility Nuclear
             
Liabilities:
           
Electricity futures, forwards, and swaps
 
Other current liabilities
(current portion)
 
 
$3 million
 
 
Non-Utility Nuclear
             
Electricity futures, forwards, and swaps
 
Other non-current liabilities
(non-current portion)
 
 
$8 million
 
 
Non-Utility Nuclear
             
Derivatives not designated as hedging instruments
           
             
Liabilities:
           
Natural gas swaps
 
Other current liabilities
 
$22 million
 
Utility

The fair values of Entergy's derivative instruments in the consolidated balance sheet as of December 31, 2009 are as follows:

Instrument
 
Balance Sheet Location
 
Fair Value
 
Business
             
Derivatives designated as hedging instruments
           
             
Assets:
           
Electricity futures, forwards, and swaps
 
Prepayments and other
(current portion)
 
 
$109 million
 
 
Non-Utility Nuclear
             
Electricity futures, forwards, and swaps
 
Other deferred debits and other assets
(non-current portion)
 
 
$91 million
 
 
Non-Utility Nuclear
             
Derivatives not designated as hedging instruments
           
             
Assets:
           
Natural gas swaps
 
Prepayments and other
 
$8 million
 
Utility
 
50

 
Entergy Corporation and Subsidiaries
Notes to Financial Statements

The effect of Entergy's derivative instruments designated as cash flow hedges on the consolidated statements of income for the three months ended June 30, 2010 and 2009 is as follows:

 
 
 
Instrument
 
 
Amount of gain (loss) recognized in OCI (effective portion)
 
 
 
 
Statement of Income location
 
Amount of gain (loss) reclassified from accumulated OCI into income (effective portion)
             
2010
           
             
Electricity futures, forwards,
and swaps
 
 
($71) million
 
Competitive businesses operating revenues
 
 
$67 million
             
2009
           
             
Electricity futures, forwards,
and swaps
 
 
$36 million
 
Competitive businesses operating revenues
 
 
$76 million
             

The effect of Entergy's derivative instruments designated as cash flow hedges on the consolidated statements of income for the six months ended June 30, 2010 and 2009 is as follows:

 
 
 
Instrument
 
 
Amount of gain (loss) recognized in OCI (effective portion)
 
 
 
 
Statement of Income location
 
Amount of gain (loss) reclassified from accumulated OCI into income (effective portion)
             
2010
           
             
Electricity futures, forwards,
and swaps
 
 
$197 million
 
Competitive businesses operating revenues
 
 
$103 million
             
2009
           
             
Electricity futures, forwards,
and swaps
 
 
$237 million
 
Competitive businesses operating revenues
 
 
$133 million
             

Electricity over-the-counter swaps that financially settle against day-ahead power pool prices are used to manage price exposure for Non-Utility Nuclear generation.  Based on market prices as of June 30, 2010, cash flow hedges relating to power sales totaled $297 million of net gains, of which approximately $178 million are expected to be reclassified from accumulated other comprehensive income (OCI) to operating revenues in the next twelve months.  The actual amount reclassified from accumulated OCI, however, could vary due to future changes in market prices.  Gains totaling approximately $67 million and $103 million were realized on the maturity of cash flow hedges for the three months ended June 30, 2010 and for the six months ended June 30, 2010, respectively. Unrealized gains or losses recorded in OCI result from hedging power output at the Non-Utility Nuclear power plants.  The related gains or losses from hedging power are included in operating revenues when realized.  The maximum length of time over which Entergy is currently hedging the variability in future cash flows for forecasted power transactions at June 30, 2010 is approximately four years.  Planned generation currently sold forward from Non-Utility Nuclear power plants is 91% for the remaining two quarters of 2010 of which approximately 40% is sold under financial hedges and the remainder under normal purchase/sale contracts.  The ineffective portion of the change in the value of Entergy's cash flow hedges during the three and six months ended June 30, 2010 and 2009 was insignificant.  Certain 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 when the current market prices exceed the contracted power prices.   The primary form of collateral to satisfy these requirements is an Entergy Corporation guaranty.  As of June 30, 2010, hedge contracts with
 
 
51

Entergy Corporation and Subsidiaries
Notes to Financial Statements
 
three counterparties were in a liability position (approximately $11 million total), but were significantly below the amounts of guarantees provided under their contracts and no cash collateral was required.  If the Entergy Corporation credit rating falls below investment grade, the impact of the corporate guarantee is ignored and Entergy would have to post collateral equal to the estimated outstanding liability under the contract at the applicable date.  From time to time, Entergy may effectively liquidate a cash flow hedge instrument by entering into a contract offsetting the original hedge, and then de-designating the original hedge.  Gains or losses accumulated in OCI prior to de-designation continue to be deferred in OCI until they are included in income as the original hedged transaction occurs.  From the point of de-designation, the gains or losses on the original hedge and the offsetting contract are recorded to assets or liabilities on the balance sheet and offset as they flow through to earnings.

           Natural gas over-the-counter swaps that financially settle against NYMEX futures are used to manage fuel price volatility for the Utility's Louisiana and Mississippi customers.  All benefits or costs of the program are recorded in fuel costs.  The total volume of natural gas swaps outstanding as of June 30, 2010 is 32,940,000 MMBtu for Entergy, 8,380,000 MMBtu for Entergy Gulf States Louisiana, 14,390,000 MMBtu for Entergy Louisiana, and 9,660,000 MMBtu for Entergy Mississippi, and 510,000 MMBtu for Entergy New Orleans.  Credit support for these natural gas swaps is covered by master agreements that do not require collateralization based on mark-to-market value, but do carry adequate assurance language that may lead to collateralization requests.
 
The effect of Entergy's derivative instruments not designated as hedging instruments on the consolidated statements of income for the three months ended June 30, 2010 and 2009 is as follows:

 
 
Instrument
 
Amount of gain (loss)
recognized in OCI
(de-designated hedges)
 
 
Statement of Income
Location
 
 
Amount of gain
recorded in income
             
2010
           
             
Natural gas swaps
 
 
$ -
 
Fuel, fuel-related expenses, and gas purchased for resale
 
 
$22 million
             
Electricity futures, forwards, and swaps de-designated as hedged items
 
 
$3 million
 
Competitive business operating revenues
 
 
$ -
             
2009
           
             
Natural gas swaps
 
 
$ -
 
Fuel, fuel-related expenses, and gas purchased for resale
 
 
$38 million
             
 
52

 
Entergy Corporation and Subsidiaries
Notes to Financial Statements

The effect of Entergy's derivative instruments not designated as hedging instruments on the consolidated statements of income for the six months ended June 30, 2010 and 2009 is as follows:

 
 
Instrument
 
Amount of gain (loss)
recognized in OCI
(de-designated hedges)
 
 
Statement of Income
Location
 
 
Amount of gain (loss)
recorded in income
             
2010
           
             
Natural gas swaps
 
 
$ -
 
Fuel, fuel-related expenses, and gas purchased for resale
 
 
($63) million
             
Electricity futures, forwards, and swaps de-designated as hedged items
 
 
$3 million
 
Competitive business operating revenues
 
 
$ -
             
2009
           
             
Natural gas swaps
 
 
$ -
 
Fuel, fuel-related expenses, and gas purchased for resale
 
 
$14 million
             

Due to regulatory treatment, the natural gas swaps are marked to market through fuel, fuel-related expenses, and gas purchased for resale and then such amounts are simultaneously reversed and recorded as offsetting regulatory assets or liabilities.  The gains or losses recorded as fuel expenses when the swaps are settled are recovered through fuel cost recovery mechanisms.

The fair values of the Registrant Subsidiaries' derivative instruments on their balance sheets as of June 30, 2010 are as follows:

Instrument
 
Balance Sheet Location
 
Fair Value
 
Registrant
Derivatives not designated as hedging instruments
Liabilities:
           
Natural gas swaps
 
Gas hedge contracts
 
$5.2 million
 
Entergy Gulf States Louisiana
Natural gas swaps
 
Gas hedge contracts
 
$9.7 million
 
Entergy Louisiana
Natural gas swaps
 
Gas hedge contracts
 
$7.0 million
 
Entergy Mississippi

The fair values of the Registrant Subsidiaries' derivative instruments on their balance sheets as of December 31, 2009 are as follows:

Instrument
 
Balance Sheet Location
 
Fair Value
 
Registrant
Derivatives not designated as hedging instruments
Assets:
           
Natural gas swaps
 
Prepayments and other
 
$2.1 million
 
Entergy Gulf States Louisiana
Natural gas swaps
 
Gas hedge contracts
 
$3.4 million
 
Entergy Louisiana
Natural gas swaps
 
Prepayments and other
 
$2.9 million
 
Entergy Mississippi
 
53

Entergy Corporation and Subsidiaries
Notes to Financial Statements
 

The effects of the Registrant Subsidiaries' derivative instruments not designated as hedging instruments on their statements of income for the three months ended June 30, 2010 and 2009 are as follows:

 
Instrument
 
 
Statement of Income Location
 
Amount of gain (loss) recorded in income
 
 
Registrant
             
2010
           
             
 
Natural gas swaps
 
Fuel, fuel-related expenses, and gas purchased for resale
 
 
$4.9 million
 
 
Entergy Gulf States Louisiana
             
 
Natural gas swaps
 
Fuel, fuel-related expenses, and gas purchased for resale
 
 
$9.2 million
 
 
Entergy Louisiana
             
 
Natural gas swaps
 
Fuel, fuel-related expenses, and gas purchased for resale
 
 
$8.2 million
 
 
Entergy Mississippi
             
2009
           
             
 
Natural gas swaps
 
Fuel, fuel-related expenses, and gas purchased for resale
 
 
$10.7 million
 
 
Entergy Gulf States Louisiana
             
 
Natural gas swaps
 
Fuel, fuel-related expenses, and gas purchased for resale
 
 
$16.4 million
 
 
Entergy Louisiana
             
 
Natural gas swaps
 
Fuel, fuel-related expenses, and gas purchased for resale
 
 
$11.6 million
 
 
Entergy Mississippi
             
 
Natural gas swaps
 
Fuel, fuel-related expenses, and gas purchased for resale
 
 
($0.3) million
 
 
Entergy New Orleans
             
The effects of the Registrant Subsidiaries' derivative instruments not designated as hedging instruments on their statements of income for the six months ended June 30, 2010 and 2009 are as follows:

 
Instrument
 
 
Statement of Income Location
 
Amount of gain (loss) recorded in income
 
 
Registrant
             
2010
           
             
Natural gas swaps
 
Fuel, fuel-related expenses, and gas purchased for resale
 
($16.3) million
 
Entergy Gulf States Louisiana
             
Natural gas swaps
 
Fuel, fuel-related expenses, and gas purchased for resale
 
($27.0) million
 
Entergy Louisiana
             
Natural gas swaps
 
Fuel, fuel-related expenses, and gas purchased for resale
 
($19.6) million
 
Entergy Mississippi
             
 
54

 
Entergy Corporation and Subsidiaries
Notes to Financial Statements
2009
           
             
Natural gas swaps
 
Fuel, fuel-related expenses, and gas purchased for resale
 
$8.0 million
 
Entergy Gulf States Louisiana
             
Natural gas swaps
 
Fuel, fuel-related expenses, and gas purchased for resale
 
$3.2 million
 
Entergy Louisiana
             
Natural gas swaps
 
Fuel, fuel-related expenses, and gas purchased for resale
 
$0.2 million
 
Entergy Mississippi
             
Natural gas swaps
 
Fuel, fuel-related expenses, and gas purchased for resale
 
$2.7 million
 
Entergy New Orleans
             

Fair Values

The estimated fair values of Entergy's financial instruments and derivatives are determined using bid prices and market quotes.  Considerable judgment is required in developing the estimates of fair value.  Therefore, estimates are not necessarily indicative of the amounts that Entergy could realize in a current market exchange.  Gains or losses realized on financial instruments other than natural gas swaps held by regulated businesses are reflected in future rates and therefore do not accrue to the benefit or detriment of shareholders.  Entergy considers the carrying amounts of most financial instruments classified as current assets and liabilities to be a reasonable estimate of their fair value because of the short maturity of these instruments.

Accounting standards define fair value as an exit price, or the price that would be received to sell an asset or the amount that would be paid to transfer a liability in an orderly transaction between knowledgeable market participants at date of measurement.  Entergy and the Registrant Subsidiaries use assumptions or market input data that market participants would use in pricing assets or liabilities at fair value.  The inputs can be readily observable, corroborated by market data, or generally unobservable.  Entergy and the Registrant Subsidiaries endeavor to use the best available information to determine fair value.

Accounting standards establish a fair value hierarchy that prioritizes the inputs used to measure fair value.  The hierarchy establishes the highest priority for unadjusted market quotes in an active market for the identical asset or liability and the lowest priority for unobservable inputs.  The three levels of the fair value hierarchy are:

·  
Level 1 - Level 1 inputs are unadjusted quoted prices in active markets for identical assets or liabilities that the entity has the ability to access at the measurement date. Active markets are those in which transactions for the asset or liability occur in sufficient frequency and volume to provide pricing information on an ongoing basis.  Level 1 primarily consists of individually owned common stocks, cash equivalents, debt instruments, and gas hedge contracts.

·  
Level 2 - Level 2 inputs are inputs other than quoted prices included in Level 1 that are, either directly or indirectly, observable for the asset or liability at the measurement date.  Assets are valued based on prices derived by independent third parties that use inputs such as benchmark yields, reported trades, broker/dealer quotes, and issuer spreads.  Prices are reviewed and can be challenged with the independent parties and/or overridden by Entergy if it is believed such would be more reflective of fair value.  Level 2 inputs include the following:

-  
quoted prices for similar assets or liabilities in active markets;
-  
quoted prices for identical assets or liabilities in inactive markets;
-  
inputs other than quoted prices that are observable for the asset or liability; or
-  
inputs that are derived principally from or corroborated by observable market data by correlation or other means.
 
55

Entergy Corporation and Subsidiaries
Notes to Financial Statements
 

Level 2 consists primarily of individually owned debt instruments or shares in common trusts.  Common trust funds are stated at estimated fair value based on the fair market value of the underlying investments.

·  
Level 3 - Level 3 inputs are pricing inputs that are generally less observable or unobservable from objective sources.  These inputs are used with internally developed methodologies to produce management's best estimate of fair value for the asset or liability.  Level 3 consists primarily of derivative power contracts used as cash flow hedges of power sales at merchant power plants.

The values for the cash flow hedges that are recorded as derivative contract assets or liabilities are based on both observable inputs including public market prices and unobservable inputs such as model-generated prices for longer-term markets and are classified as Level 3 assets and liabilities.  The amounts reflected as the fair value of derivative assets or liabilities are based on the estimated amount that the contracts are in-the-money at the balance sheet date (treated as an asset) or out-of-the-money at the balance sheet date (treated as a liability) and would equal the estimated amount receivable or payable by Entergy if the contracts were settled at that date.  These derivative contracts include cash flow hedges that swap fixed for floating cash flows for sales of the output from Entergy's Non-Utility Nuclear business.  The fair values are based on the mark-to-market comparison between the fixed contract prices and the floating prices determined each period from a combination of quoted forward power market prices for the period for which such curves are available, and model-generated prices using quoted forward gas market curves and estimates regarding heat rates to convert gas to power and the costs associated with the transportation of the power from the plants' bus bar to the contract's point of delivery, generally a power market hub, for the period thereafter.  The differences between the fixed price in the swap contract and these market-related prices multiplied by the volume specified in the contract and discounted at the counterparties' credit adjusted risk free rate are recorded as derivative contract assets or liabilities. $308 million of cash flow hedges as of June 30, 2010 are in-the-money contracts with counterparties who are all currently investment grade.  $11 million of the cash flow hedges as of June 30, 2010 are out-of-the-money contracts supported by corporate guarantees, which would require additional cash or letters of credit in the event of a decrease in Entergy Corporation’s credit rating to below investment grade.

The following table sets forth, by level within the fair value hierarchy, Entergy's assets and liabilities that are accounted for at fair value on a recurring basis as of June 30, 2010 and December 31, 2009.  The assessment of the significance of a particular input to a fair value measurement requires judgment and may affect their placement within the fair value hierarchy levels.

2010
 
Level 1
 
Level 2
 
Level 3
 
Total
   
(In Millions)
Assets:
               
Temporary cash investments
 
$1,258
 
$-
 
$-
 
$1,258
Decommissioning trust funds
               
Equity securities
 
313
 
1,375
 
-
 
1,688
Debt securities
 
537
 
982
 
-
 
1,519
Power contracts
 
-
 
-
 
308
 
308
Securitization recovery trust account
 
36
 
-
 
-
 
36
Other investments
 
35
 
-
 
-
 
35
   
$2,179
 
$2,357
 
$308
 
$4,844
                 
Liabilities:
               
Power contracts
 
$-
 
$-
 
$11
 
$11
Gas hedge contracts
 
22
 
-
 
-
 
22
   
$22
 
$-
 
$11
 
$33
 
56

 
Entergy Corporation and Subsidiaries
Notes to Financial Statements

2009
 
Level 1
 
Level 2
 
Level 3
 
Total
   
(In Millions)
Assets:
               
Temporary cash investments
 
$1,624
 
$-
 
$-
 
$1,624
Decommissioning trust funds:
               
Equity securities
 
528
 
1,260
 
-
 
1,788
Debt securities
 
443
 
980
 
-
 
1,423
Power contracts
 
-
 
-
 
200
 
200
Securitization recovery trust account
 
13
 
-
 
-
 
13
Gas hedge contracts
 
8
 
-
 
-
 
8
Other investments
 
42
 
-
 
-
 
42
   
$2,658
 
$2,240
 
$200
 
$5,098

The following table sets forth a reconciliation of changes in the net assets for the fair value of derivatives classified as Level 3 in the fair value hierarchy for the three months ended June 30, 2010 and 2009:

   
2010
 
2009
   
(In Millions)
         
Balance as of beginning of period
 
$432 
 
$351 
         
Price changes (unrealized gains/losses)
 
(68)
 
36 
Settlements
 
(67)
 
(74)
         
Balance as of June 30,
 
$297 
 
$313 



The following table sets forth a reconciliation of changes in the net assets for the fair value of derivatives classified as Level 3 in the fair value hierarchy for the six months ended June 30, 2010 and 2009:

   
2010
 
2009
   
(In Millions)
         
Balance as of January 1,
 
$200 
 
$207 
         
Price changes (unrealized gains/losses)
 
200 
 
237 
Settlements
 
(103)
 
(131)
         
Balance as of June 30,
 
$297 
 
$313 

The following table sets forth, by level within the fair value hierarchy, the Registrant Subsidiaries' assets that are accounted for at fair value on a recurring basis as of June 30, 2010 and December 31, 2009.  The assessment of the significance of a particular input to a fair value measurement requires judgment and may affect its placement within the fair value hierarchy levels.
 
57

Entergy Corporation and Subsidiaries
Notes to Financial Statements
 

Entergy Arkansas

2010
 
Level 1
 
Level 2
 
Level 3
 
Total
   
(In Millions)
Assets:
               
Temporary cash investments
 
$92.0
 
$-
 
$-
 
$92.0
Decommissioning trust funds:
               
Equity securities
 
10.5
 
232.6
 
-
 
243.1
Debt securities
 
18.4
 
174.1
 
-
 
192.5
   
$120.9
 
$406.7
 
$-
 
$527.6

2009
 
Level 1
 
Level 2
 
Level 3
 
Total
   
(In Millions)
Assets:
               
Temporary cash investments
 
$82.9
 
$-
 
$-
 
$82.9
Decommissioning trust funds:
               
Equity securities
 
15.4
 
205.3
 
-
 
220.7
Debt securities
 
17.6
 
201.9
 
-
 
219.5
   
$115.9
 
$407.2
 
$-
 
$523.1

Entergy Gulf States Louisiana

2010
 
Level 1
 
Level 2
 
Level 3
 
Total
   
(In Millions)
Assets:
               
Temporary cash investments
 
$145.5
 
$-
 
$-
 
$145.5
Decommissioning trust funds:
               
Equity securities
 
2.1
 
184.6
 
-
 
186.7
Debt securities
 
31.4
 
126.1
 
-
 
157.5
Other investments
 
0.1
 
-
 
-
 
0.1
   
$179.1
 
$310.7
 
$-
 
$489.8
                 
Liabilities:
               
Gas hedge contracts
 
$5.2
 
$-
 
$-
 
$5.2

2009
 
Level 1
 
Level 2
 
Level 3
 
Total
   
(In Millions)
Assets:
               
Temporary cash investments
 
$144.3
 
$-
 
$-
 
$144.3
Decommissioning trust funds:
               
Equity securities
 
6.7
 
175.5
 
-
 
182.2
Debt securities
 
25.3
 
142.0
 
-
 
167.3
Gas hedge contracts
 
2.1
 
-
 
-
 
2.1
   
$178.4
 
$317.5
 
$-
 
$495.9
 
58

 
Entergy Corporation and Subsidiaries
Notes to Financial Statements

Entergy Louisiana

2010
 
Level 1
 
Level 2
 
Level 3
 
Total
   
(In Millions)
Assets:
               
Temporary cash investments
 
$98.8
 
$-
 
$-
 
$98.8
Decommissioning trust funds:
               
Equity securities
 
2.9
 
112.7
 
-
 
115.6
Debt securities
 
46.9
 
46.6
 
-
 
93.5
Other investments
 
0.8
 
-
 
-
 
0.8
   
$149.4
 
$159.3
 
$-
 
$308.7
                 
Liabilities:
               
Gas hedge contracts
 
$9.7
 
$-
 
$-
 
$9.7

2009
 
Level 1
 
Level 2
 
Level 3
 
Total
   
(In Millions)
Assets:
               
Temporary cash investments
 
$151.7
 
$-
 
$-
 
$151.7
Decommissioning trust funds:
               
Equity securities
 
7.0
 
110.9
 
-
 
117.9
Debt securities
 
44.3
 
46.9
 
-
 
91.2
Gas hedge contracts
 
3.4
 
-
 
-
 
3.4
Other investments
 
0.8
 
-
 
-
 
0.8
   
$207.2
 
$157.8
 
$-
 
$365.0


Entergy Mississippi

2010
 
Level 1
 
Level 2
 
Level 3
 
Total
   
(In Millions)
Assets:
               
Other investments
 
$31.9
 
$-
 
$-
 
$31.9
                 
Liabilities:
               
Gas hedge contracts
 
$7.0
 
$-
 
$-
 
$7.0

2009
 
Level 1
 
Level 2
 
Level 3
 
Total
   
(In Millions)
Assets:
               
Temporary cash investments
 
$90.3
 
$-
 
$-
 
$90.3
Gas hedge contracts
 
2.9
 
-
 
-
 
2.9
Other investments
 
31.9
 
-
 
-
 
31.9
   
$125.1
 
$-
 
$-
 
$125.1

Entergy New Orleans

2010
 
Level 1
 
Level 2
 
Level 3
 
Total
   
(In Millions)
Assets:
               
Temporary cash investments
 
$139.1
 
$-
 
$-
 
$139.1
Other investments
 
2.6
 
-
 
-
 
2.6
   
$141.7
 
$-
 
$-
 
$141.7
 
59

Entergy Corporation and Subsidiaries
Notes to Financial Statements
 

2009
 
Level 1
 
Level 2
 
Level 3
 
Total
   
(In Millions)
Assets:
               
Temporary cash investments
 
$190.0
 
$-
 
$-
 
$190.0
Other investments
 
9.5
 
-
 
-
 
9.5
   
$199.5
 
$-
 
$-
 
$199.5

Entergy Texas

2010
 
Level 1
 
Level 2
 
Level 3
 
Total
   
(In Millions)
Assets:
               
Temporary cash investments
 
$99.9
 
$-
 
$-
 
$99.9
Securitization recovery trust account
 
35.6
 
-
 
-
 
35.6
   
$135.5
 
$-
 
$-
 
$135.5
 
2009
 
Level 1
 
Level 2
 
Level 3
 
Total
   
(In Millions)
Assets:
               
Temporary cash investments
 
$199.2
 
$-
 
$-
 
$199.2
Securitization recovery trust account
 
13.1
 
-
 
-
 
13.1
   
$212.3
 
$-
 
$-
 
$212.3

System Energy

2010
 
Level 1
 
Level 2
 
Level 3
 
Total
   
(In Millions)
Assets:
               
Temporary cash investments
 
$317.2
 
$-
 
$-
 
$317.2
Decommissioning trust funds:
               
Equity securities
 
1.9
 
174.9
 
-
 
176.8
Debt securities
 
97.3
 
60.6
 
-
 
157.9
   
$416.4
 
$235.5
 
$-
 
$651.9

2009
 
Level 1
 
Level 2
 
Level 3
 
Total
   
(In Millions)
Assets:
               
Temporary cash investments
 
$263.6
 
$-
 
$-
 
$263.6
Decommissioning trust funds:
               
Equity securities
 
2.1
 
180.2
 
-
 
182.3
Debt securities
 
78.4
 
66.3
 
-
 
144.7
   
$344.1
 
$246.5
 
$-
 
$590.6


NOTE 9.  DECOMMISSIONING TRUST FUNDS (Entergy Corporation, Entergy Arkansas, Entergy Gulf States Louisiana, Entergy Louisiana, and System Energy)

Entergy holds debt and equity securities, classified as available-for-sale, in nuclear decommissioning trust accounts.  The NRC requires Entergy to maintain trusts to fund the costs of decommissioning ANO 1, ANO 2, River Bend, Waterford 3, Grand Gulf, Pilgrim, Indian Point 1 and 2, Vermont Yankee, and Palisades (NYPA currently retains the decommissioning trusts and liabilities for Indian Point 3 and FitzPatrick).  The funds are invested primarily in equity securities; fixed-rate, fixed-income securities; and cash and cash equivalents.
 
60

 
Entergy Corporation and Subsidiaries
Notes to Financial Statements

Entergy records decommissioning trust funds on the balance sheet at their fair value.  Because of the ability of the Registrant Subsidiaries to recover decommissioning costs in rates and in accordance with the regulatory treatment for decommissioning trust funds, the Registrant Subsidiaries have recorded an offsetting amount of unrealized gains/(losses) on investment securities in other regulatory liabilities/assets.  For the nonregulated portion of River Bend, Entergy Gulf States Louisiana has recorded an offsetting amount of unrealized gains/(losses) in other deferred credits.  Decommissioning trust funds for Pilgrim, Indian Point 2, Vermont Yankee, and Palisades do not meet the criteria for regulatory accounting treatment.  Accordingly, unrealized gains recorded on the assets in these trust funds are recognized in the accumulated other comprehensive income component of shareholders' equity because these assets are classified as available for sale.  Unrealized losses (where cost exceeds fair market value) on the assets in these trust funds are also recorded in the accumulated other comprehensive income component of shareholders' equity unless the unrealized loss is other than temporary and therefore recorded in earnings.  Generally, Entergy records realized gains and losses on its debt and equity securities using the specific identification method to determine the cost basis of its securities.

The securities held as of June 30, 2010 and December 31, 2009 are summarized as follows:

   
Fair
Value
 
Total
Unrealized
Gains
 
Total
Unrealized
Losses
   
(In Millions)
2010
           
Equity Securities
 
$1,688
 
$195
 
$66
Debt Securities
 
1,519
 
    87
 
   1
  Total
 
$3,207
 
$282
 
$67
             
             
2009
           
Equity Securities
 
$1,788
 
$311
 
$30
Debt Securities
 
1,423
 
    63
 
   8
  Total
 
$3,211
 
$374
 
$38

The amortized cost of debt securities was $1,434 million as of June 30, 2010 and $1,368 million as of December 31, 2009.  As of June 30, 2010, the debt securities have an average coupon rate of approximately 4.42%, an average duration of approximately 5.14 years, and an average maturity of approximately 8.2 years.  The equity securities are generally held in funds that are designed to approximate or somewhat exceed the return of the Standard & Poor's 500 Index.  A relatively small percentage of the securities are held in funds intended to replicate the return of the Wilshire 4500 Index or the Russell 3000 Index.

The fair value and gross unrealized losses of available-for-sale equity and debt securities, summarized by investment type and length of time that the securities have been in a continuous loss position, are as follows as of June 30, 2010:

   
Equity Securities
 
Debt Securities
   
Fair
Value
 
Gross
Unrealized
Losses
 
Fair
Value
 
Gross
Unrealized
Losses
   
(In Millions)
                 
Less than 12 months
 
$460
 
$29
 
$65
 
$1
More than 12 months
 
135
 
37
 
15
 
-
  Total
 
$595
 
$66
 
$80
 
$1
 
61

Entergy Corporation and Subsidiaries
Notes to Financial Statements
 

The fair value and gross unrealized losses of available-for-sale equity and debt securities, summarized by investment type and length of time that the securities have been in a continuous loss position, are as follows as of December 31, 2009:

   
Equity Securities
 
Debt Securities
   
Fair
Value
 
Gross
Unrealized
Losses
 
Fair
Value
 
Gross
Unrealized
Losses
   
(In Millions)
                 
Less than 12 months
 
$57
 
$1
 
$311
 
$6
More than 12 months
 
205
 
29
 
18
 
2
  Total
 
$262
 
$30
 
$329
 
$8

The unrealized losses in excess of twelve months on equity securities above relate to Entergy's Utility operating companies and System Energy.

The fair value of debt securities, summarized by contractual maturities, as of June 30, 2010 and December 31, 2009 are as follows:

   
2010
 
2009
   
(In Millions)
less than 1 year
 
$55
 
$31
1 year - 5 years
 
549
 
676
5 years - 10 years
 
503
 
388
10 years - 15 years
 
143
 
131
15 years - 20 years
 
69
 
34
20 years+
 
200
 
163
  Total
 
$1,519
 
$1,423

During the three months ended June 30, 2010 and 2009, proceeds from the dispositions of securities amounted to $716 million and $699 million, respectively.  During the three months ended June 30, 2010 and 2009, gross gains of $9 million and $16 million, respectively, and gross losses of $2 million and $10 million, respectively, were reclassified out of accumulated other comprehensive income into earnings or recorded in earnings.

During the six months ended June 30, 2010 and 2009, proceeds from the dispositions of securities amounted to $1,487 million and $1,282 million, respectively.  During the six months ended June 30, 2010 and 2009, gross gains of $24 million and $30 million, respectively, and gross losses of $4 million and $26 million, respectively, were reclassified out of accumulated other comprehensive income into earnings or recorded in earnings.
 
62

 
Entergy Corporation and Subsidiaries
Notes to Financial Statements

Entergy Arkansas

Entergy Arkansas holds debt and equity securities, classified as available-for-sale, in nuclear decommissioning trust accounts.  The securities held as of June 30, 2010 and December 31, 2009 are summarized as follows:
 
   
Fair
Value
 
Total
Unrealized
Gains
 
Total
Unrealized
Losses
   
(In Millions)
2010
           
Equity Securities
 
$243.1
 
$48.3
 
$6.8
Debt Securities
 
  192.5
 
  13.7
 
 0.1
Total
 
$435.6
 
$62.0
 
$6.9
             
2009
           
Equity Securities
 
$220.7
 
$60.1
 
$3.4
Debt Securities
 
  219.5
 
  10.7
 
  1.7
Total
 
$440.2
 
$70.8
 
$5.1

The amortized cost of debt securities was $178.9 million as of June 30, 2010 and $210.5 million as of December 31, 2009.  As of June 30, 2010, the debt securities have an average coupon rate of approximately 4.36%, an average duration of approximately 4.25 years, and an average maturity of approximately 5.0 years.  The equity securities are generally held in funds that are designed to approximate the return of the Standard & Poor's 500 Index.  A relatively small percentage of the securities are held in funds intended to replicate the return of the Wilshire 4500 Index.

The fair value and gross unrealized losses of available-for-sale equity and debt securities, summarized by investment type and length of time that the securities have been in a continuous loss position, are as follows as of June 30, 2010:

   
Equity Securities
 
Debt Securities
   
Fair
Value
 
Gross
Unrealized
Losses
 
Fair
Value
 
Gross
Unrealized
Losses
   
(In Millions)
                 
Less than 12 months
 
$62.2
 
$2.6
 
$7.0
 
$0.1
More than 12 months
 
16.9
 
4.2
 
4.1
 
-
Total
 
$79.1
 
$6.8
 
$11.1
 
$0.1

The fair value and gross unrealized losses of available-for-sale equity and debt securities, summarized by investment type and length of time that the securities have been in a continuous loss position, are as follows as of December 31, 2009:

   
Equity Securities
 
Debt Securities
   
Fair
Value
 
Gross
Unrealized
Losses
 
Fair
Value
 
Gross
Unrealized
Losses
   
(In Millions)
                 
Less than 12 months
 
$-
 
$-
 
$31.9
 
$1.2
More than 12 months
 
26.8
 
3.4
 
3.9
 
0.5
Total
 
$26.8
 
$3.4
 
$35.8
 
$1.7
 
63

Entergy Corporation and Subsidiaries
Notes to Financial Statements
 

The fair value of debt securities, summarized by contractual maturities, as of June 30, 2010 and December 31, 2009 are as follows:

   
2010
 
2009
   
(In Millions)
         
less than 1 year
 
$5.7
 
$6.7
1 year - 5 years
 
79.2
 
133.2
5 years - 10 years
 
101.3
 
68.2
10 years - 15 years
 
3.0
 
5.1
15 years - 20 years
 
-
 
-
20 years+
 
3.3
 
6.3
Total
 
$192.5
 
$219.5

During the three months ended June 30, 2010 and 2009, proceeds from the dispositions of securities amounted to $33.3 million and $21.9 million, respectively.  During the three months ended June 30, 2010 and 2009, gross gains of $0.6 million and $0.1 million, respectively, and gross losses of $0.3 million and $0.4 million, respectively, were recorded in earnings.

During the six months ended June 30, 2010 and 2009, proceeds from the dispositions of securities amounted to $132.3 million and $51.7 million, respectively.  During the six months ended June 30, 2010 and 2009, gross gains of $2.6 million and $0.2 million, respectively, and gross losses of $0.6 million and $1.2 million, respectively, were recorded in earnings.

Entergy Gulf States Louisiana

Entergy Gulf States Louisiana holds debt and equity securities, classified as available-for-sale, in nuclear decommissioning trust accounts.  The securities held as of June 30, 2010 and December 31, 2009 are summarized as follows:

   
Fair
Value
 
Total
Unrealized
Gains
 
Total
Unrealized
Losses
   
(In Millions)
2010
           
Equity Securities
 
$186.7
 
$10.3
 
$12.3
Debt Securities
 
 157.5
 
11.4
 
0.3
  Total
 
$344.2
 
$21.7
 
$12.6
             
2009
           
Equity Securities
 
$182.2
 
$17.0
 
$5.3
Debt Securities
 
167.3
 
10.0
 
0.9
  Total
 
$349.5
 
$27.0
 
$6.2

The amortized cost of debt securities was $146.4 million as of June 30, 2010 and $158.5 million as of December 31, 2009.  As of June 30, 2010, the debt securities have an average coupon rate of approximately 4.56%, an average duration of approximately 6.39 years, and an average maturity of approximately 9.2 years.  The equity securities are generally held in funds that are designed to approximate the return of the Standard & Poor's 500 Index.  A relatively small percentage of the securities are held in funds intended to replicate the return of the Wilshire 4500 Index.
 
64

 
Entergy Corporation and Subsidiaries
Notes to Financial Statements

The fair value and gross unrealized losses of available-for-sale equity and debt securities, summarized by investment type and length of time that the securities have been in a continuous loss position, are as follows as of June 30, 2010:

   
Equity Securities
 
Debt Securities
   
Fair
Value
 
Gross
Unrealized
Losses
 
Fair
Value
 
Gross
Unrealized
Losses
   
(In Millions)
                 
Less than 12 months
 
$92.7
 
$5.5
 
$5.5
 
$0.1
More than 12 months
 
26.2
 
6.8
 
4.5
 
0.2
  Total
 
$118.9
 
$12.3
 
$10.0
 
$0.3

The fair value and gross unrealized losses of available-for-sale equity and debt securities, summarized by investment type and length of time that the securities have been in a continuous loss position, are as follows as of December 31, 2009:

   
Equity Securities
 
Debt Securities
   
Fair
Value
 
Gross
Unrealized
Losses
 
Fair
Value
 
Gross
Unrealized
Losses
   
(In Millions)
                 
Less than 12 months
 
$-
 
$-
 
$24.7
 
$0.6
More than 12 months
 
48.9
 
5.3
 
4.3
 
0.3
  Total
 
$48.9
 
$5.3
 
$29.0
 
$0.9

The fair value of debt securities, summarized by contractual maturities, as of June 30, 2010 and December 31, 2009 are as follows:

   
2010
 
2009
   
(In Millions)
         
less than 1 year
 
$6.7
 
$3.3
1 year - 5 years
 
32.2
 
46.1
5 years - 10 years
 
55.7
 
53.9
10 years - 15 years
 
43.6
 
52.0
15 years - 20 years
 
9.3
 
3.5
20 years+
 
10.0
 
8.5
  Total
 
$157.5
 
$167.3

During the three months ended June 30, 2010 and 2009, proceeds from the dispositions of securities amounted to $36.5 million and $9.9 million, respectively.  During the three months ended June 30, 2010 and 2009, gross gains of $0.6 million and $0.1 million, respectively, and gross losses of $0.1 million and $0.4 million, respectively, were recorded in earnings.

During the six months ended June 30, 2010 and 2009, proceeds from the dispositions of securities amounted to $78.8 million and $33.7 million, respectively.  During the six months ended June 30, 2010 and 2009, gross gains of $1.5 million and $0.9 million, respectively, and gross losses of $0.2 million and $0.5 million, respectively, were recorded in earnings.
 
65

Entergy Corporation and Subsidiaries
Notes to Financial Statements
 

Entergy Louisiana

Entergy Louisiana holds debt and equity securities, classified as available-for-sale, in nuclear decommissioning trust accounts.  The securities held as of June 30, 2010 and December 31, 2009 are summarized as follows:

   
Fair
Value
 
Total
Unrealized
Gains
 
Total
Unrealized
Losses
   
(In Millions)
2010
           
Equity Securities
 
$115.6
 
$11.5
 
$9.0
Debt Securities
 
    93.5
 
    6.3
 
  0.1
  Total
 
$209.1
 
$17.8
 
$9.1
             
2009
           
Equity Securities
 
$117.9
 
$15.3
 
$5.3
Debt Securities
 
91.2
 
    3.9
 
  0.9
  Total
 
$209.1
 
$19.2
 
$6.2

The amortized cost of debt securities was $87.4 million as of June 30, 2010 and $88.2 million as of December 31, 2009.  As of June 30, 2010, the debt securities have an average coupon rate of approximately 4.03%, an average duration of approximately 4.88 years, and an average maturity of approximately 9.9 years.  The equity securities are generally held in funds that are designed to approximate the return of the Standard & Poor's 500 Index.  A relatively small percentage of the securities are held in funds intended to replicate the return of the Wilshire 4500 Index.

The fair value and gross unrealized losses of available-for-sale equity and debt securities, summarized by investment type and length of time that the securities have been in a continuous loss position, are as follows as of June 30, 2010:

   
Equity Securities
 
Debt Securities
   
Fair
Value
 
Gross
Unrealized
Losses
 
Fair
Value
 
Gross
Unrealized
Losses
   
(In Millions)
                 
Less than 12 months
 
$33.8
 
$2.3
 
$2.3
 
$0.1
More than 12 months
 
23.8
 
6.7
 
0.2
 
-
  Total
 
$57.6
 
$9.0
 
$2.5
 
$0.1

The fair value and gross unrealized losses of available-for-sale equity and debt securities, summarized by investment type and length of time that the securities have been in a continuous loss position, are as follows as of December 31, 2009:

   
Equity Securities
 
Debt Securities
   
Fair
Value
 
Gross
Unrealized
Losses
 
Fair
Value
 
Gross
Unrealized
Losses
   
(In Millions)
                 
Less than 12 months
 
$-
 
$-
 
$29.7
 
$0.8
More than 12 months
 
37.5
 
5.3
 
0.9
 
0.1
  Total
 
$37.5
 
$5.3
 
$30.6
 
$0.9
 
66

 
Entergy Corporation and Subsidiaries
Notes to Financial Statements

The fair value of debt securities, summarized by contractual maturities, as of June 30, 2010 and December 31, 2009 are as follows:

   
2010
 
2009
   
(In Millions)
         
less than 1 year
 
$5.1
 
$2.2
1 year - 5 years
 
27.8
 
31.9
5 years - 10 years
 
25.0
 
23.7
10 years - 15 years
 
12.1
 
12.1
15 years - 20 years
 
7.0
 
5.5
20 years+
 
16.5
 
15.8
  Total
 
$93.5
 
$91.2

During the three months ended June 30, 2010 and 2009, proceeds from the dispositions of securities amounted to $6.2 million and $23.3 million, respectively.  During the three months ended June 30, 2010 and 2009, gross gains of $0.02 million and $1.1 million, respectively, and gross losses of $0.1 million and $0.3 million, respectively, were recorded in earnings.

During the six months ended June 30, 2010 and 2009, proceeds from the dispositions of securities amounted to $26.7 million and $33.5 million, respectively.  During the six months ended June 30, 2010 and 2009, gross gains of $0.6 million and $1.5 million, respectively, and gross losses of $0.1 million and $0.4 million, respectively, were recorded in earnings.

System Energy

System Energy holds debt and equity securities, classified as available-for-sale, in nuclear decommissioning trust accounts.  The securities held as of June 30, 2010 and December 31, 2009 are summarized as follows:

   
Fair
Value
 
Total
Unrealized
Gains
 
Total
Unrealized
Losses
   
(In Millions)
2010
           
Equity Securities
 
  $176.8    
 
$13.0
 
$22.3
Debt Securities
 
  157.9    
 
6.5
 
0.1
  Total
 
$334.7
 
$19.5
 
$22.4
             
2009
           
Equity Securities
 
$182.3
 
$17.8
 
$14.7
Debt Securities
 
144.7
 
2.8
 
0.8
  Total
 
$327.0
 
$20.6
 
$15.5

The amortized cost of debt securities was $151.5 million as of June 30, 2010 and $142.8 million as of December 31, 2009.  As of June 30, 2010, the debt securities have an average coupon rate of approximately 3.90%, an average duration of approximately 4.78 years, and an average maturity of approximately 7.1 years.  The equity securities are generally held in funds that are designed to approximate the return of the Standard & Poor's 500 Index.  A relatively small percentage of the securities are held in funds intended to replicate the return of the Wilshire 4500 Index.
 
67

Entergy Corporation and Subsidiaries
Notes to Financial Statements
 

The fair value and gross unrealized losses of available-for-sale equity and debt securities, summarized by investment type and length of time that the securities have been in a continuous loss position, are as follows as of June 30, 2010:

   
Equity Securities
 
Debt Securities
   
Fair
Value
 
Gross
Unrealized
Losses
 
Fair
Value
 
Gross
Unrealized
Losses
   
(In Millions)
                 
Less than 12 months
 
$36.7
 
$2.8
 
$3.4
 
$-
More than 12 months
 
67.4
 
19.5
 
0.6
 
0.1
  Total
 
$104.1
 
$22.3
 
$4.0
 
$0.1

The fair value and gross unrealized losses of available-for-sale equity and debt securities, summarized by investment type and length of time that the securities have been in a continuous loss position, are as follows as of December 31, 2009:

   
Equity Securities
 
Debt Securities
   
Fair
Value
 
Gross
Unrealized
Losses
 
Fair
Value
 
Gross
Unrealized
Losses
   
(In Millions)
                 
Less than 12 months
 
$-
 
$-
 
$56.4
 
$0.6
More than 12 months
 
89.3
 
14.7
 
3.2
 
0.2
  Total
 
$89.3
 
$14.7
 
$59.6
 
$0.8

The fair value of debt securities, summarized by contractual maturities, as of June 30, 2010 and December 31, 2009 are as follows:

   
2010
 
2009
   
(In Millions)
         
less than 1 year
 
$3.4
 
$1.0
1 year - 5 years
 
88.9
 
84.0
5 years - 10 years
 
41.1
 
36.2
10 years - 15 years
 
6.4
 
4.2
15 years - 20 years
 
1.9
 
2.3
20 years+
 
16.2
 
17.0
  Total
 
$157.9
 
$144.7

During the three months ended June 30, 2010 and 2009, proceeds from the dispositions of securities amounted to $56.8 million and $170.1 million, respectively.  During the three months ended June 30, 2010 and 2009, gross gains of $0.4 million and $0.7 million, respectively, and gross losses of $0.1 million and $3.9 million, respectively, were recorded in earnings.

During the six months ended June 30, 2010 and 2009, proceeds from the dispositions of securities amounted to $138.2 million and $322.0 million, respectively.  During the six months ended June 30, 2010 and 2009, gross gains of $1.4 million and $3.7 million, respectively, and gross losses of $0.2 million and $6.3 million, respectively, were recorded in earnings.
 
68

 
Entergy Corporation and Subsidiaries
Notes to Financial Statements

Other-than-temporary impairments and unrealized gains and losses

Entergy, Entergy Arkansas, Entergy Gulf States Louisiana, Entergy Louisiana, and System Energy evaluate unrealized losses at the end of each period to determine whether an other-than-temporary impairment has occurred.  Effective January 1, 2009, Entergy adopted an accounting pronouncement providing guidance regarding recognition and presentation of other-than-temporary impairments related to investments in debt securities.  The assessment of whether an investment in a debt security has suffered an other-than-temporary impairment is based on whether Entergy has the intent to sell or more likely than not will be required to sell the debt security before recovery of its amortized costs.  Further, if Entergy does not expect to recover the entire amortized cost basis of the debt security, an other-than-temporary impairment is considered to have occurred and it is measured by the present value of cash flows expected to be collected less the amortized cost basis (credit loss).  For debt securities held as of January 1, 2009 for which an other-than-temporary impairment had previously been recognized but for which assessment under the new guidance indicates this impairment is temporary, Entergy recorded an adjustment to its opening balance of retained earnings of $11.3 million ($6.4 million net-of-tax).  Entergy did not have any material other-than-temporary impairments relating to credit losses on debt securities for the six months ended June 30, 2010.  The assessment of whether an investment in an equity security has suffered an other-than-temporary impairment continues to be based on a number of factors including, first, whether Entergy has the ability and intent to hold the investment to recover its value, the duration and severity of any losses, and, then, whether it is expected that the investment will recover its value within a reasonable period of time.  Entergy's trusts are managed by third parties who operate in accordance with agreements that define investment guidelines and place restrictions on the purchases and sales of investments.  Non-Utility Nuclear recorded charges to other income of $1 million and $69 million for the three months ended June 30, 2010 and 2009, respectively, and $1 million and $85 million in the six months ended June 30, 2010 and 2009, respectively, resulting from the recognition of the other-than-temporary impairment of certain equity securities held in its decommissioning trust funds.


NOTE 10.  INCOME TAXES (Entergy Corporation, Entergy Arkansas, Entergy Gulf States Louisiana, Entergy Louisiana, Entergy Mississippi, Entergy New Orleans, Entergy Texas, and System Energy)

Income Tax Audits and Litigation

See Note 3 to the financial statements in the Form 10-K for a discussion of tax proceedings.


NOTE 11.  PROPERTY, PLANT, AND EQUIPMENT (Entergy Corporation, Entergy Arkansas, Entergy Gulf States Louisiana, Entergy Louisiana, Entergy Mississippi, Entergy New Orleans, Entergy Texas, and System Energy)

Construction Expenditures in Accounts Payable

Construction expenditures included in accounts payable at June 30, 2010 is $125.5 million for Entergy, $7 million for Entergy Arkansas, $14 million for Entergy Gulf States Louisiana, $7.7 million for Entergy Louisiana, $1.3 million for Entergy Mississippi, $1.4 million for Entergy New Orleans, $3 million for Entergy Texas, and $30.2 million for System Energy.

Vermont Yankee

Four nuclear power plants in Entergy's Non-Utility Nuclear business have applications pending for NRC license renewals.  This includes the Vermont Yankee plant, which currently has an operating license that expires March 21, 2012.  In addition to its NRC license, the Vermont Public Service Board (VPSB) requires Vermont Yankee to obtain a state Certificate of Public Good (CPG) in order to operate the plant and store spent nuclear fuel beyond March 21, 2012, when the current CPG expires.  On March 3, 2008, Non-Utility Nuclear filed an application with the VPSB to renew its CPG.  Under Vermont law the VPSB cannot act on the CPG application until the Vermont General Assembly first votes affirmatively to permit the VPSB to do so.  On February 24, 2010, a bill to approve the continued operation of Vermont Yankee was advanced to a vote in the Vermont Senate and defeated by a margin of 26 to 4.  This vote does not preclude either house of the Vermont General Assembly from voting on a similar bill in the future.
 
69

Entergy Corporation and Subsidiaries
Notes to Financial Statements
 

Entergy evaluates its investments in long-lived assets, including Vermont Yankee, under the accounting rules for impairment whenever there are indications that impairments may exist.  This evaluation involves a significant degree of estimation and uncertainty.  In the Non-Utility Nuclear business, Entergy's investments are subject to impairment if adverse market conditions arise, if a unit ceases operation, or for certain units if their operating licenses will not be renewed.  Specifically regarding Vermont Yankee, if Entergy concludes that Vermont Yankee is unlikely to operate significantly beyond its current license expiration date in 2012, it could result in an impairment of part or all of the carrying value of the plant, including any capitalized asset retirement cost associated with the recording of the decommissioning liability.  Decommissioning liabilities are further described in Note 9 to the financial statements in the Form 10-K.


NOTE 12.  VARIABLE INTEREST ENTITIES (Entergy Corporation, Entergy Arkansas, Entergy Gulf States, Entergy Louisiana, Entergy Mississippi, Entergy New Orleans, Entergy Texas, System Energy)

Under applicable authoritative accounting guidance, a variable interest entity (VIE) is an entity that conducts a business or holds property that possesses any of the following characteristics: an insufficient amount of equity at risk to finance its activities, equity owners who do not have the power to direct the significant activities of the entity (or have voting rights that are disproportionate to their ownership interest), or where equity holders do not receive expected losses or returns.  An entity may have an interest in a VIE through ownership or other contractual rights or obligations, and is required to consolidate a VIE if it is the VIE's primary beneficiary.

The FASB issued authoritative accounting guidance that became effective in the first quarter 2010 that revises the manner in which entities evaluate whether consolidation is required for VIEs.  Under the revised guidance, the primary beneficiary of a VIE is the entity that has the power to direct the activities of the VIE that most significantly affect the VIE's economic performance, and has the obligation to absorb losses or has the right to residual returns that would potentially be significant to the entity.  In conjunction with the adoption of the new guidance, Entergy updated reviews of its contracts and arrangements to determine whether Entergy is the primary beneficiary of a VIE based on the revisions to the previous consolidation model and other provisions of this standard.  Based on this review Entergy determined that Entergy Arkansas, Entergy Gulf States Louisiana, Entergy Louisiana, and System Energy should consolidate the respective companies from which they lease nuclear fuel, usually in a sale and leaseback transaction.  This determination is because Entergy directs the nuclear fuel companies with respect to nuclear fuel purchases, assists the nuclear fuel companies in obtaining financing, and, if financing cannot be arranged, the lessee (Entergy Arkansas, Entergy Gulf States Louisiana, Entergy Louisiana, or System Energy) is responsible to repurchase nuclear fuel to allow the nuclear fuel company (the VIE) to meet its obligations.  Under the previous guidance, the determination of the primary beneficiary of a VIE was based on ownership interests and the risks and rewards in the entity attributable to the variable interest holders.  Therefore, the Entergy companies did not previously consolidate the nuclear fuel companies.  Because Entergy has historically accounted for the leases with the nuclear fuel companies as capital lease obligations, the effect of consolidating the nuclear fuel companies did not materially affect Entergy's financial statements.  During the term of the arrangements, none of the Entergy operating companies have been required to provide financial support apart from their scheduled lease payments.  These nuclear fuel leases are further described in Note 10 to the financial statements in the Form 10-K.  See Note 4 to the financial statements herein for details of the nuclear fuel companies' credit facility and commercial paper borrowings and long-term debt that are reported by Entergy, Entergy Arkansas, Entergy Gulf States Louisiana, Entergy Louisiana, and System Energy.  These amounts also represent Entergy's and the respective Registrant Subsidiary's maximum exposure to losses associated with their respective interests in the nuclear fuel companies.
 
70

 
Entergy Corporation and Subsidiaries
Notes to Financial Statements

    Entergy Texas determined that Entergy Gulf States Reconstruction Funding I, LLC, and Entergy Texas Restoration Funding, LLC, companies wholly-owned and consolidated by Entergy Texas, are variable interest entities and that Entergy Texas is the primary beneficiary.  In June 2007, Entergy Gulf States Reconstruction Funding issued senior secured transition bonds (securitization bonds) to finance Entergy Texas's Hurricane Rita reconstruction costs.  In November 2009, Entergy Texas Restoration Funding issued senior secured transition bonds (securitization bonds) to finance Entergy Texas's Hurricane Ike and Hurricane Gustav restoration costs.  With the proceeds, the variable interest entities purchased from Entergy Texas the transition property, which is the right to recover from customers through a transition charge amounts sufficient to service the securitization bonds.  The transition property is reflected as a regulatory asset on the consolidated Entergy Texas balance sheet.  The creditors of Entergy Texas do not have recourse to the assets or revenues of the variable interest entities, including the transition property, and the creditors of the variable interest entities do not have recourse to the assets or revenues of Entergy Texas.  Entergy Texas has no payment obligations to the variable interest entities except to remit transition charge collections.  See Note 5 to the financial statements in the Form 10-K for additional details regarding the securitization bonds.

Entergy Louisiana and System Energy are also considered to each hold a variable interest in the lessors from which they lease undivided interests representing approximately 9.3% of the Waterford 3 and 11.5% of the Grand Gulf nuclear plants, respectively.  Entergy Louisiana and System Energy are the lessees under these arrangements, which are described in more detail in Note 10 to the consolidated financial statements in the Form 10-K.  Entergy Louisiana made payments on its lease, including interest, of $25.3 million and $22.0 million in the six months ended June 30, 2010 and 2009, respectively.  System Energy made payments on its lease, including interest, of $45.7 million and $43.8 million in the six months ended June 30, 2010 and 2009, respectively.  The lessors are banks acting in the capacity of owner trustee for the benefit of equity investors in the transactions pursuant to trust agreements entered solely for the purpose of facilitating the lease transactions.  It is possible that Entergy Louisiana and System Energy may be considered as the primary beneficiary of the lessors, but Entergy is unable to apply the revised authoritative accounting guidance with respect to these VIEs because the lessors are not required to, and could not, provide the necessary financial information to consolidate the lessors.  Because Entergy accounts for these leasing arrangements as capital financings, however, Entergy believes that consolidating the lessors would not materially affect the financial statements.  In the unlikely event of default under a lease, remedies available to the lessor include payment by the lessee of the fair value of the undivided interest in the plant, payment of the present value of the basic rent payments, or payment of a predetermined casualty value.  Entergy believes, however, that the obligations recorded on the balance sheets materially represent each company’s potential exposure to loss.

Entergy has also reviewed various lease arrangements, power purchase agreements, and other agreements in which it holds a variable interest.  In these cases, Entergy has determined that it is not the primary beneficiary of the related VIE because it does not have the power to direct the activities of the VIE that most significantly affect the VIE's economic performance, or it does not have the obligation to absorb losses or the right to residual returns that would potentially be significant to the entity, or both.
__________________________________

In the opinion of the management of Entergy Corporation, Entergy Arkansas, Entergy Gulf States Louisiana, Entergy Louisiana, Entergy Mississippi, Entergy New Orleans, Entergy Texas 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.
 
71

 
 
Part I, Item 4. Controls and Procedures

Disclosure Controls and Procedures

As of June 30, 2010, evaluations were performed under the supervision and with the participation of Entergy Corporation, Entergy Arkansas, Entergy Gulf States Louisiana, Entergy Louisiana, Entergy Mississippi, Entergy New Orleans, Entergy Texas, and System Energy (individually "Registrant" and collectively the "Registrants") management, including their respective Principal Executive Officers (PEO) and Principal Financial Officers (PFO).  The evaluations assessed the effectiveness of the Registrants' disclosure controls and procedures.  Based on the evaluations, each PEO and PFO has concluded that, as to the Registrant or Registrants for which they serve as PEO or PFO, 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 PEOs and PFOs, as appropriate to allow timely decisions regarding required disclosure.

Changes in Internal Controls over Financial Reporting

Under the supervision and with the participation of the Registrants' management, including their respective PEOs and PFOs, the Registrants evaluated changes in internal control over financial reporting that occurred during the quarter ended June 30, 2010 and found no change that has materially affected, or is reasonably likely to materially affect, internal control over financial reporting.
 
72

 
Entergy Arkansas, Inc.
Management's Financial Discussion and Analysis

ENTERGY ARKANSAS, INC.

MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS

Results of Operations

Net Income

Second Quarter 2010 Compared to Second Quarter 2009

Net income increased by $39.0 million primarily due to higher net revenue, lower other operation and maintenance expenses, and a lower effective income tax rate.

Six Months Ended June 30, 2010 Compared to Six Months Ended June 30, 2009

Net income increased by $38.2 million primarily due to higher net revenue, higher other income, lower other operation and maintenance expenses, and a lower effective income tax rate.

Net Revenue

Second Quarter 2010 Compared to Second Quarter 2009

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 2010 to the second quarter 2009.

  
 
Amount
   
(In Millions)
     
2009 net revenue
 
$282.6 
Volume/weather
 
20.0 
2009 capitalization of Ouachita plant service charges
 
12.5 
Other
 
7.6 
2010 net revenue
 
$322.7 

The volume/weather variance is primarily due to an increase of 460 GWh, or 10%, in billed electricity usage primarily in the industrial sector and also including the effect of more favorable weather on residential and commercial sales.

In 2009, Entergy Arkansas capitalized $12.5 million of Ouachita plant service charges that were previously expensed.  The result of the capitalization in 2009 was a decrease in net revenues with an offsetting decrease in other operation and maintenance expenses.
 
 
Gross operating revenues and fuel and purchased power expenses

Gross operating revenues increased primarily due to an increase of $39.5 million in rider revenues and an increase of $20 million related to volume/weather, as discussed above.  The increase was partially offset by a decrease of $25.5 million in fuel cost recovery revenues due to a change in the energy cost recovery rider effective April 2010 and a decrease of $19.1 million in gross wholesale revenue due to the expiration of a wholesale customer contract in 2009.

Fuel and purchased power expenses decreased primarily due to a decrease in the average market price of purchased power, partially offset by an increase in the recovery from customers of deferred fuel costs.
 
73

Entergy Arkansas, Inc.
Management's Financial Discussion and Analysis
 
Six Months Ended June 30, 2010 Compared to Six Months Ended June 30, 2009

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, 2010 to the six months ended June 30, 2009.

  
 
Amount
   
(In Millions)
     
2009 net revenue
 
$542.5 
Volume/weather
 
28.8 
2009 capitalization of Ouachita plant service charges
 
12.5 
Other
 
(0.7)
2010 net revenue
 
$583.1 

The volume/weather variance is primarily due to an increase of 868 GWh, or 9%, in billed electricity usage primarily in the industrial sector and also including the effect of more favorable weather on residential and commercial sales.

In 2009, Entergy Arkansas capitalized $12.5 million of Ouachita plant service charges that were previously expensed.  The result of the capitalization in 2009 was a decrease in net revenues with an offsetting decrease in other operation and maintenance expenses.

Gross operating revenues and fuel and purchased power expenses

Gross operating revenues increased primarily due to an increase of $81.5 million in rider revenues and an increase of $28.8 million related to volume/weather, as discussed above.  The increase was partially offset by a decrease of $83.2 million in fuel cost recovery revenues due to a change in the energy cost recovery rider effective April 2010 and a decrease of $21 million in gross wholesale revenue due to the expiration of a wholesale customer contract in 2009.

Fuel and purchased power expenses decreased primarily due to a decrease in the average market price of purchased power, partially offset by an increase in the recovery from customers of deferred fuel costs.

Other Income Statement Variances

Second Quarter 2010 Compared to Second Quarter 2009

Other operation and maintenance expenses decreased primarily due to:

·  
a decrease of $10.5 million in fossil expenses due to plant outages costs in 2009;
·  
a decrease of $4.3 million due to 2008 storm costs which were deferred per an APSC order and were recovered through revenues in 2009;
·  
a decrease of $3.2 million due to the deferral of 2009 rate case expenses to be amortized effective July 2010; and
·  
a decrease of $2.7 million in customer service costs primarily as a result of higher write-offs of uncollectible customer accounts in 2009.

The decrease was partially offset by an increase of $12.5 million due to the capitalization in 2009 of Ouachita plant service charges previously expensed.
 
74

 
Entergy Arkansas, Inc.
Management's Financial Discussion and Analysis

Six Months Ended June 30, 2010 Compared to Six Months Ended June 30, 2009

Other operation and maintenance expenses decreased primarily due to:

·  
a decrease of $15.3 million in fossil expenses due to plant outages costs in 2009;
·  
a decrease of $10 million due to 2008 storm costs which were deferred per an APSC order and were recovered through revenues in 2009;
·  
a decrease of $3.3 million in customer service costs primarily as a result of higher write-offs of uncollectible customer accounts in 2009; and
·  
a decrease of $3.2 million due to the deferral of 2009 rate case expenses to be amortized effective July 2010.

The decrease was partially offset by:

·  
an increase of $12.5 million due to the capitalization in 2009 of Ouachita plant service charges previously expensed;
·  
an increase of $5.6 million in payroll-related and benefits costs; and
·  
nuclear insurance premium refunds of $3.4 million received in 2009.

Other income increased primarily due to an increase of $6.2 million in earnings on decommissioning trust funds.

Income Taxes

The effective income tax rates for the second quarter of 2010 and the six months ended June 30, 2010 were 40.8% and 42.7%, respectively.  The differences in the effective income tax rates for the second quarter 2010 and the six months ended June 30, 2010 versus the federal statutory rate of 35.0% are primarily due to certain book and tax differences related to utility plant items.

The effective income tax rates for the second quarter of 2009 and the six months ended June 30, 2009 were 57.3% and 54.8%, respectively.  The differences in the effective income tax rates for the second quarter 2009 and the six months ended June 30, 2009 versus the federal statutory rate of 35.0% are primarily due to certain book and tax differences related to utility plant items, state income taxes, and payroll and benefits related items, partially offset by the amortization of investment tax credits.

Liquidity and Capital Resources

Cash Flow

Cash flows for the six months ended June 30, 2010 and 2009 were as follows:

   
2010
 
2009
   
(In Thousands)
         
Cash and cash equivalents at beginning of period
 
$86,233 
 
$39,568 
         
Cash flow provided by (used in):
       
 
Operating activities
 
351,346
 
257,810 
 
Investing activities
 
(155,857)
 
(204,966)
 
Financing activities
 
(183,430)
 
(12,287)
Net increase in cash and cash equivalents
 
12,059 
 
40,557 
         
Cash and cash equivalents at end of period
 
$98,292 
 
$80,125 
 
75

Entergy Arkansas, Inc.
Management's Financial Discussion and Analysis
 

Operating Activities

Cash flow from operations increased $93.5 million for the six months ended June 30, 2010 compared to the six months ended June 30, 2009 primarily due to ice storm spending in 2009, offset by an increase of $22.3 million in pension contributions and income tax payments of $10 million in 2010 compared to income tax refunds of $24.9 million received in 2009.

Investing Activities

Net cash flow used in investing activities decreased $49.1 million for the six months ended June 30, 2010 compared to the six months ended June 30, 2009 primarily due to a decrease in distribution construction expenditures as a result of an ice storm hitting Entergy Arkansas's service territory in the first quarter 2009, decreases in fossil construction expenditures resulting from various fossil projects that occurred in 2009, and money pool activity.   The decrease was partially offset by an increase in nuclear construction expenditures primarily due to the reactor coolant pump upgrade project and security upgrades.

Increases in Entergy Arkansas' receivable from the money pool are a use of cash flow, and Entergy Arkansas' receivable from the money pool increased by $2.9 million in 2010 compared to increasing by $35.2 million in 2009.  The money pool is an inter-company borrowing arrangement designed to reduce Entergy's subsidiaries' need for external short-term borrowings.

Financing Activities

Net cash flow used in financing activities increased $171.1 million for the six months ended June 30, 2010 compared to the six months ended June 30, 2009 primarily due to the retirement of $100 million of 4.50% Series first mortgage bonds in June 2010, an increase of $44.7 million in common stock dividends paid in 2010, and payment on credit borrowings of $25.8 million.

Capital Structure

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

   
June 30,
2010
 
December 31,
2009
         
Net debt to net capital
 
50.7%
 
52.8%
Effect of subtracting cash from debt
 
1.5%
 
1.2%
Debt to capital
 
52.2%
 
54.0%

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, preferred stock without sinking fund, 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'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 Arkansas's uses and sources of capital.  Following are updates to the information provided in the Form 10-K.
 
76

 
Entergy Arkansas, Inc.
Management's Financial Discussion and Analysis

Entergy Arkansas's receivables from the money pool were as follows:

June 30,
2010
 
December 31,
2009
 
June 30,
2009
 
December 31,
2008
(In Thousands)
             
$31,782
 
$28,859
 
$51,217
 
$15,991

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

In April 2010, Entergy Arkansas renewed its credit facility through April 2011 in the amount of $75.125 million.  There were no outstanding borrowings under the Entergy Arkansas credit facility as of June 30, 2010.

On June 1, 2010, Entergy Arkansas paid, at maturity, its $100 million of 4.50% Series first mortgage bonds.

Entergy's Utility supply plan initiative will continue to seek to transform its generation portfolio with new or repowered generation resources.  Opportunities resulting from the supply plan initiative, including new projects or the exploration of alternative financing sources, could result in increases or decreases in the capital expenditure estimates given in the Form 10-K.  The estimated capital expenditures are subject to periodic review and modification and may vary based on the ongoing effects of regulatory constraints, market volatility, economic trends, environmental compliance, and the ability to access capital.

Entergy Arkansas January 2009 Ice Storm

As discussed in the Form 10-K, in January 2009 a severe ice storm caused significant damage to Entergy Arkansas' transmission and distribution lines, equipment, poles, and other facilities.  A law was enacted in April 2009 in Arkansas that authorizes securitization of storm damage restoration costs.  In June 2010 the APSC issued a financing order authorizing the issuance of approximately $126.3 million in storm cost recovery bonds, which includes carrying costs of $11.5 million and $4.6 million of up-front financing costs.  Entergy Arkansas expects the bonds to be issued in the third quarter 2010.

White Bluff Coal Plant Project

In June 2005 the EPA issued final Best Available Retrofit Control Technology (BART) regulations that could potentially result in a requirement to install SO2 and NOx pollution control technology on certain of Entergy's coal and oil generation units.  The rule leaves certain BART determinations to the states.  The Arkansas Department of Environmental Quality (ADEQ) prepared a State Implementation Plan (SIP) for Arkansas facilities to implement its obligations under the Clean Air Visibility Rule.  The ADEQ determined that Entergy Arkansas's White Bluff power plant affects a Class I Area's visibility and will be subject to the EPA's presumptive BART requirements to install scrubbers and low NOx burners.  Under then current regulations, the scrubbers would have had to be operational by October 2013.  Entergy filed a petition in December 2009 with the Arkansas Pollution Control and Ecology (APC&E) Commission requesting a variance from this deadline, however, because the EPA has not approved Arkansas's Regional Haze SIP and the EPA has recently expressed concerns about Arkansas's Regional Haze SIP and questioned the appropriateness of issuing an air permit prior to that approval.  Entergy Arkansas's petition requested that, consistent with federal law, the compliance deadline be changed as expeditiously as practicable, but in no event later than five years after EPA approval of the Arkansas Regional Haze SIP.  The APC&E Commission approved the variance at its March 26, 2010 meeting.  No party appealed the variance, and the ruling is final.  The timeline for EPA action on the Arkansas Regional Haze SIP is uncertain at this time.

In March 2009, Entergy Arkansas made a filing with the APSC seeking a declaratory order that the White Bluff project is in the public interest.  In May 2009 the APSC Staff filed a motion requesting that the APSC require Entergy Arkansas to file testimony on several issues.  In December 2009, in response to the EPA concerns regarding Arkansas's Regional Haze SIP, the APSC suspended the procedural schedule in the proceeding and directed Entergy Arkansas to file monthly status reports regarding developments between the
 
77

Entergy Arkansas, Inc.
Management's Financial Discussion and Analysis
 
EPA and the ADEQ concerning the EPA's approval of the Arkansas Regional Haze SIP.  In May 2010, Entergy Arkansas withdrew its petition for a declaratory order and the APSC closed the proceeding.

Currently, the White Bluff project is suspended, but the latest conceptual cost estimate indicated that Entergy Arkansas's share of the project could cost approximately $465 million.  The plant would continue to operate during construction, although an outage would be necessary to complete the tie-in of the scrubbers.  Entergy continues to review potential environmental spending needs and financing alternatives for any such spending, and future spending estimates are likely to change based on the results of this continuing analysis.

State and Local Rate Regulation

See "MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS – State and Local Rate Regulation" in the Form 10-K for a discussion of state and local rate regulation.  Following is an update to the discussion in the Form 10-K.

As discussed in the Form 10-K, on September 4, 2009, Entergy Arkansas filed with the APSC for a general change in rates, charges, and tariffs.  In June 2010 the APSC approved a settlement and subsequent compliance tariffs that provide for a $63.7 million rate increase, effective for bills rendered for the first billing cycle of July 2010.  The settlement provides for a 10.2% return on common equity.  Entergy Arkansas's proposed formula rate plan mechanism, including a recovery mechanism for APSC-approved costs for additional capacity purchases or construction/acquisition of new transmission or generating facilities, was not adopted under the settlement.

Entergy Arkansas Storm Reserve Accounting

The APSC's June 2007 order in Entergy Arkansas' base rate proceeding eliminated storm reserve accounting for Entergy Arkansas.  In March 2009 a law was enacted in Arkansas that requires the APSC to permit storm reserve accounting for utilities that request it.  Entergy Arkansas filed its request with the APSC, and reinstated storm reserve accounting effective January 1, 2009.  A hearing on Entergy Arkansas' request was held in March 2010, and in April 2010 the ALJ approved Entergy Arkansas’s establishment of a storm cost reserve account.

Federal Regulation

See "System Agreement Proceedings" and "Independent Coordinator of Transmission" in the "Rate, Cost-recovery, and Other Regulation" section of Entergy Corporation and Subsidiaries Management's Financial Discussion and Analysis for updates to the discussion in the Form 10-K.

Nuclear Matters

See "MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS - Nuclear Matters" in the Form 10-K for a discussion of nuclear matters.

Environmental Risks

See "MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS - Environmental Risks" in the Form 10-K for a discussion of 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 Entergy Arkansas's accounting for nuclear decommissioning costs, unbilled revenue, and qualified pension and other postretirement benefits.
 
78

Entergy Arkansas, Inc.
Management's Financial Discussion and Analysis
 

Federal Healthcare Legislation

See the "Critical Accounting Estimates - Federal Healthcare Legislation" section of Entergy Corporation and Subsidiaries Management's Financial Discussion and Analysis for an update to the Form 10-K discussion on critical accounting estimates.


 
79

 


ENTERGY ARKANSAS, INC.
INCOME STATEMENTS
 
For the Three and Six Months Ended June 30, 2010 and 2009
(Unaudited)
                         
   
Three Months Ended
   
Six Months Ended
 
   
2010
   
2009
   
2010
   
2009
 
   
(In Thousands)
   
(In Thousands)
 
                         
OPERATING REVENUES
                       
Electric
  $ 540,535     $ 518,009     $ 1,072,429     $ 1,054,003  
                                 
OPERATING EXPENSES
                               
Operation and Maintenance:
                               
   Fuel, fuel-related expenses, and
                               
     gas purchased for resale
    116,739       82,334       282,469       267,490  
   Purchased power
    108,830       151,947       216,980       246,274  
   Nuclear refueling outage expenses
    10,748       10,467       21,859       19,961  
   Other operation and maintenance
    113,518       124,605       225,658       232,031  
Decommissioning
    8,877       8,347       17,619       17,490  
Taxes other than income taxes
    20,033       18,604       42,557       39,971  
Depreciation and amortization
    60,705       63,268       124,703       125,629  
Other regulatory charges (credits) - net
    (7,708 )     1,091       (10,126 )     (2,244 )
TOTAL
    431,742       460,663       921,719       946,602  
                                 
OPERATING INCOME
    108,793       57,346       150,710       107,401  
                                 
OTHER INCOME
                               
Allowance for equity funds used during construction
    1,304       850       2,758       2,625  
Interest and dividend income
    6,034       3,795       13,722       7,019  
Miscellaneous - net
    (323 )     (1,142 )     (85 )     (2,070 )
TOTAL
    7,015       3,503       16,395       7,574  
                                 
INTEREST AND OTHER CHARGES
                               
Interest on long-term debt
    21,109       21,686       42,469       42,898  
Other interest - net
    1,914       1,210       2,890       1,884  
Allowance for borrowed funds used during construction
    (762 )     (544 )     (1,611 )     (1,647 )
TOTAL
    22,261       22,352       43,748       43,135  
                                 
INCOME BEFORE INCOME TAXES
    93,547       38,497       123,357       71,840  
                                 
Income taxes
    38,146       22,074       52,703       39,347  
                                 
NET INCOME
    55,401       16,423       70,654       32,493  
                                 
Preferred dividend requirements and other
    1,718       1,718       3,437       3,437  
                                 
EARNINGS APPLICABLE TO
                               
COMMON STOCK
  $ 53,683     $ 14,705     $ 67,217     $ 29,056  
                                 
See Notes to Financial Statements.
                               

 
80

 





ENTERGY ARKANSAS, INC.
STATEMENTS OF CASH FLOWS
For the Six Months Ended June 30, 2010 and 2009
(Unaudited)
             
   
2010
   
2009
 
   
(In Thousands)
 
             
OPERATING ACTIVITIES
           
Net income
  $ 70,654     $ 32,493  
Adjustments to reconcile net income to net cash flow provided by operating activities:
         
  Reserve for regulatory adjustments
    (3,948 )     (1,645 )
  Other regulatory credits - net
    (10,126 )     (2,244 )
  Depreciation, amortization, and decommissioning, including nuclear fuel amortization
    179,316       143,119  
  Deferred income taxes and investment tax credits, and non-current taxes accrued
    (156,174 )     58,433  
  Changes in working capital:
               
    Receivables
    (21,628 )     (57,181 )
    Fuel inventory
    (4,815 )     (1,589 )
    Accounts payable
    (51,095 )     (40,878 )
    Taxes accrued
    172,506       -  
    Interest accrued
    (836 )     (1,888 )
    Deferred fuel costs
    137,385       122,270  
    Other working capital accounts
    70,417       66,220  
  Provision for estimated losses and reserves
    (8,125 )     (2,617 )
  Changes in other regulatory assets
    (38,326 )     (32,875 )
  Changes in pension and other postretirement liabilities
    (28,336 )     (9,033 )
  Other
    44,477       (14,775 )
Net cash flow provided by operating activities
    351,346       257,810  
                 
INVESTING ACTIVITIES
               
Construction expenditures
    (144,478 )     (167,408 )
Allowance for equity funds used during construction
    2,758       2,625  
Nuclear fuel purchases
    (12,129 )     (771 )
Proceeds from sale/leaseback of nuclear fuel
    -       594  
Changes in other investments
    2,415       -  
Proceeds from nuclear decommissioning trust fund sales
    132,340       51,651  
Investment in nuclear decommissioning trust funds
    (136,329 )     (56,431 )
Proceeds from sale of equipment
    2,489       -  
Change in money pool receivable - net
    (2,923 )     (35,226 )
Net cash flow used in investing activities
    (155,857 )     (204,966 )
                 
FINANCING ACTIVITIES
               
Retirement of long-term debt
    (100,000 )     -  
Changes in credit borrowings - net
    (25,777 )     -  
Dividends paid:
               
  Common stock
    (53,400 )     (8,700 )
  Preferred stock
    (3,437 )     (3,437 )
Other
    (816 )     (150 )
Net cash flow used in financing activities
    (183,430 )     (12,287 )
                 
Net increase in cash and cash equivalents
    12,059       40,557  
                 
Cash and cash equivalents at beginning of period
    86,233       39,568  
                 
Cash and cash equivalents at end of period
  $ 98,292     $ 80,125  
                 
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
               
Cash paid/(received) during the period for:
               
  Interest - net of amount capitalized
  $ 43,570     $ 43,992  
  Income taxes
  $ 10,000     $ (24,911 )
                 
See Notes to Financial Statements.
               

 
81

 



ENTERGY ARKANSAS, INC.
BALANCE SHEETS
ASSETS
June 30, 2010 and December 31, 2009
(Unaudited)
             
   
2010
   
2009
 
   
(In Thousands)
 
             
CURRENT ASSETS
           
Cash and cash equivalents
           
  Cash
  $ 6,320     $ 3,336  
  Temporary cash investments
    91,972       82,897  
    Total cash and cash equivalents
    98,292       86,233  
Accounts receivable:
               
  Customer
    109,923       93,754  
  Allowance for doubtful accounts
    (22,023 )     (21,853 )
  Associated companies
    76,192       91,650  
  Other
    53,251       55,381  
  Accrued unbilled revenues
    102,284       76,126  
    Total accounts receivable
    319,627       295,058  
Deferred fuel costs
    -       122,802  
Accumulated deferred income taxes
    14,358       -  
Fuel inventory - at average cost
    19,875       15,060  
Materials and supplies - at average cost
    135,467       132,182  
Deferred nuclear refueling outage costs
    40,906       34,492  
System agreement cost equalization
    23,424       70,000  
Prepayments and other
    8,533       32,668  
TOTAL
    660,482       788,495  
                 
OTHER PROPERTY AND INVESTMENTS
               
Investment in affiliates - at equity
    11,201       11,201  
Decommissioning trust funds
    435,638       440,220  
Non-utility property - at cost (less accumulated depreciation)
    1,687       1,435  
Other
    2,976       2,976  
TOTAL
    451,502       455,832  
                 
UTILITY PLANT
               
Electric
    7,677,677       7,602,975  
Property under capital lease
    1,335       1,364  
Construction work in progress
    94,274       114,998  
Nuclear fuel under capital lease
    -       173,076  
Nuclear fuel
    158,186       11,543  
TOTAL UTILITY PLANT
    7,931,472       7,903,956  
Less - accumulated depreciation and amortization
    3,605,224       3,534,056  
UTILITY PLANT - NET
    4,326,248       4,369,900  
                 
DEFERRED DEBITS AND OTHER ASSETS
               
Regulatory assets:
               
  Regulatory asset for income taxes - net
    46,570       51,340  
  Other regulatory assets
    829,848       746,955  
Other
    25,496       23,118  
TOTAL
    901,914       821,413  
                 
TOTAL ASSETS
  $ 6,340,146     $ 6,435,640  
                 
See Notes to Financial Statements.
               
 
 
 
82

 
 
 
ENTERGY ARKANSAS, INC.
BALANCE SHEETS
LIABILITIES AND SHAREHOLDERS' EQUITY
June 30, 2010 and December 31, 2009
(Unaudited)
                 
      2010       2009  
   
(In Thousands)
 
                 
CURRENT LIABILITIES
               
Currently maturing long-term debt
  $ -     $ 100,000  
Notes payable
    31,289       -  
Accounts payable:
               
  Associated companies
    64,298       107,584  
  Other
    97,503       111,523  
Customer deposits
    69,532       67,480  
Taxes accrued
    172,506       -  
Accumulated deferred income taxes
    -       74,794  
Interest accrued
    25,758       24,104  
Deferred fuel costs
    14,583       -  
Obligations under capital leases
    65       72,838  
Other
    24,510       14,742  
TOTAL
    500,044       573,065  
                 
NON-CURRENT LIABILITIES
               
Accumulated deferred income taxes and taxes accrued
    1,456,005       1,493,580  
Accumulated deferred investment tax credits
    45,925       47,909  
Obligations under capital leases
    1,270       101,601  
Other regulatory liabilities
    106,031       101,370  
Decommissioning
    583,993       566,374  
Accumulated provisions
    5,092       13,217  
Pension and other postretirement liabilities
    420,085       448,421  
Long-term debt
    1,653,746       1,518,569  
Other
    26,227       43,623  
TOTAL
    4,298,374       4,334,664  
                 
Commitments and Contingencies
               
                 
Preferred stock without sinking fund
    116,350       116,350  
                 
SHAREHOLDERS' EQUITY
               
Common stock, $0.01 par value, authorized 325,000,000
               
  shares; issued and outstanding 46,980,196 shares in 2010
               
  and 2009
    470       470  
Paid-in capital
    588,444       588,444  
Retained earnings
    836,464       822,647  
TOTAL
    1,425,378       1,411,561  
                 
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY
  $ 6,340,146     $ 6,435,640  
                 
See Notes to Financial Statements.
               
 
 
83

 



ENTERGY ARKANSAS, INC.
SELECTED OPERATING RESULTS
For the Three and Six Months Ended June 30, 2010 and 2009
(Unaudited)
                         
                         
   
Three Months Ended
   
Increase/
       
Description
 
2010
   
2009
   
(Decrease)
   
%
 
   
(Dollars In Millions)
       
Electric Operating Revenues:
                       
  Residential
  $ 164     $ 150     $ 14       9  
  Commercial
    111       105       6       6  
  Industrial
    109       93       16       17  
  Governmental
    4       6       (2 )     (33 )
    Total retail
    388       354       34       10  
  Sales for resale
                               
     Associated companies
    76       86       (10 )     (12 )
     Non-associated companies
    16       25       (9 )     (36 )
  Other
    61       53       8       15  
    Total
  $ 541     $ 518     $ 23       4  
                                 
Billed Electric Energy
                               
 Sales (GWh):
                               
  Residential
    1,624       1,481       143       10  
  Commercial
    1,429       1,359       70       5  
  Industrial
    1,739       1,490       249       17  
  Governmental
    62       64       (2 )     (3 )
    Total retail
    4,854       4,394       460       10  
  Sales for resale
                               
     Associated companies
    2,070       2,530       (460 )     (18 )
     Non-associated companies
    139       464       (325 )     (70 )
    Total
    7,063       7,388       (325 )     (4 )
                                 
                                 
   
Six Months Ended
   
Increase/
         
Description
    2010       2009    
(Decrease)
   
%
 
   
(Dollars In Millions)
       
Electric Operating Revenues:
                               
  Residential
  $ 383     $ 361     $ 22       6  
  Commercial
    220       219       1       -  
  Industrial
    210       197       13       7  
  Governmental
    9       10       (1 )     (10 )
    Total retail
    822       787       35       4  
  Sales for resale
                               
     Associated companies
    155       159       (4 )     (3 )
     Non-associated companies
    40       57       (17 )     (30 )
  Other
    55       51       4       8  
    Total
  $ 1,072     $ 1,054     $ 18       2  
                                 
Billed Electric Energy
                               
 Sales (GWh):
                               
  Residential
    4,025       3,590       435       12  
  Commercial
    2,809       2,711       98       4  
  Industrial
    3,325       2,989       336       11  
  Governmental
    126       127       (1 )     (1 )
    Total retail
    10,285       9,417       868       9  
  Sales for resale
                               
     Associated companies
    4,057       4,400       (343 )     (8 )
     Non-associated companies
    387       1,027       (640 )     (62 )
    Total
    14,729       14,844       (115 )     (1 )

 
84

 


ENTERGY GULF STATES LOUISIANA, L.L.C.

MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS


Results of Operations

Net Income

Second Quarter 2010 Compared to Second Quarter 2009

Net income increased by $3.4 million primarily due to higher net revenue, partially offset by lower other income, a higher effective income tax rate, and higher other operation and maintenance expenses.

Six Months Ended June 30, 2010 Compared to Six Months Ended June 30, 2009

Net income increased by $14.3 million primarily due to higher net revenue, partially offset by lower other income, higher other operation and maintenance expenses, and a higher effective income tax rate.

Net Revenue

Second Quarter 2010 Compared to Second Quarter 2009

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 2010 to the second quarter 2009.

   
Amount
   
(In Millions)
     
2009 net revenue
 
$201.4 
Retail electric price
 
18.9 
Fuel recovery
 
6.1 
Volume/weather
 
3.6 
Other
 
(0.7)
2010 net revenue
 
$229.3 

The retail electric price variance is primarily due to formula rate plan increases effective January 2010 and November 2009. See Note 2 to the financial statements in the Form 10-K for further discussion of the formula rate plan increases.

           The fuel recovery variance is primarily due to inclusion of certain nuclear fuel costs now included as recoverable after a revision to the fuel adjustment clause methodology, partially offset by fuel true-ups.

The volume/weather variance is primarily due to an increase of 599 GWh, or 14%, in billed electricity usage in all sectors, including the effect of more favorable weather on the residential sector.
 
85

Entergy Gulf States Louisiana, L.L.C.
Management's Financial Discussion and Analysis
 

Gross operating revenues and  purchased power expenses

Gross operating revenues increased primarily due to:

·  
an increase of $25.9 million in fuel cost recovery revenues due to higher fuel rates and increased usage;
·  
an increase of $12.7 million in rider revenues due to lower System Agreement credits in 2010;
·  
an increase of $3.6 million related to volume/weather, as discussed above; and
·  
formula rate plan increases effective January 2010 and November 2009, as discussed above.

Purchased power expenses increased primarily due to an increase in net area demand and the average market price of purchased power.

Six Months Ended June 30, 2010 Compared to Six Months Ended June 30, 2009

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, 2010 to the six months ended June 30, 2009.

   
Amount
   
(In Millions)
     
2009 net revenue
 
$397.5 
Retail electric price
 
28.1 
Volume/weather
 
20.6 
Fuel recovery
 
5.8 
Net wholesale revenue
 
(5.8)
Other
 
1.1 
2010 net revenue
 
$447.3 

The retail electric price variance is primarily due to formula rate plan increases effective January 2010 and November 2009. See Note 2 to the financial statements in the Form 10-K for further discussion of the formula rate plan increases.

The volume/weather variance is primarily due to an increase of 1,297 GWh, or 16%, in billed electricity usage in all sectors, including the effect of more favorable weather on the residential sector.

The fuel recovery variance is primarily due to inclusion of certain nuclear fuel costs now included as recoverable after a revision to the fuel adjustment clause methodology, partially offset by fuel true-ups.

The net wholesale revenue variance is primarily due to the transfer of several wholesale customers to Entergy Texas in the first quarter 2010.

Gross operating revenues and fuel and purchased power expenses

Gross operating revenues increased primarily due to:

·  
an increase of $20.6 million related to volume/weather, as discussed above;
·  
an increase of $13 million in rider revenues due to lower System Agreement credits in 2010;
·  
an increase of $12.8 million in gross gas revenues primarily due to increased usage; and
·  
formula rate plan increases effective January 2010 and November 2009, as discussed above.

Fuel and purchased power expenses increased primarily due to an increase in net area demand and the average market price of purchased power, partially offset by a decrease in deferred fuel expense due to fuel and purchased power expense increases in excess of fuel cost recovery revenues.
 
86

 
Entergy Gulf States Louisiana, L.L.C.
Management's Financial Discussion and Analysis
 

Other Income Statement Variances

Second Quarter 2010 Compared to Second Quarter 2009

Other operation and maintenance expenses increased primarily due to:

·  
an increase of $6 million in fossil expenses primarily due to higher plant maintenance costs and plant outages;
·  
an increase of $2.5 million due to the settlement of Hurricane Gustav and Hurricane Ike storm costs; and
·  
an increase of $1.1 million in payroll-related and benefits costs.

The increase was partially offset by a decrease of $2.2 million in customer service costs primarily as a result of higher write-offs of uncollectible customer accounts in 2009 and a decrease of $1.1 million in nuclear expenses due to lower nuclear contract costs.

Other income decreased primarily due to a decrease of $6.6 million in interest and dividend income related to the debt assumption agreement with Entergy Texas.  In June 2010, Entergy Texas repaid the outstanding assumed debt and the debt assumption agreement was terminated.

Six Months Ended June 30, 2010 Compared to Six Months Ended June 30, 2009

Other operation and maintenance expenses increased primarily due to:

·  
an increase of $6 million in fossil expenses primarily due to higher plant maintenance costs and plant outages;
·  
an increase of $2.5 million due to the settlement of Hurricane Gustav and Hurricane Ike storm costs; and
·  
an increase of $2.2 million in payroll-related and benefits costs.

The increase was partially offset by a decrease of $3.4 million in customer service costs primarily as a result of higher write-offs of uncollectible customer accounts in 2009 and a decrease of $1.7 million in nuclear expenses due to lower nuclear contract costs.

Other income decreased primarily due to a decrease of $14.3 million in interest and dividend income related to the debt assumption agreement with Entergy Texas.  In June 2010, Entergy Texas repaid the outstanding assumed debt and the debt assumption agreement was terminated.

Income Taxes

The effective income tax rate was 47.9% for the second quarter 2010 and 43.0% for the six months ended June 30, 2010.  The differences in the effective income tax rates for the second quarter 2010 and for the six months ended June 30, 2010 versus the federal statutory rate of 35% were 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 storm cost financing and the amortization of investment tax credits.

The effective income tax rate was 38.4% for the second quarter 2009 and 39.7% for the six months ended June 30, 2009.  The difference in the effective income tax rate for the second quarter 2009 versus the federal statutory rate of 35% 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 storm cost financing.  The difference in the effective income tax rate for the six months ended June 30, 2009 versus the federal statutory rate of 35% 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 storm cost financing, book and tax differences related to allowance for equity funds used during construction, and the amortization of investment tax credits.
 
87

Entergy Gulf States Louisiana, L.L.C.
Management's Financial Discussion and Analysis
 

Liquidity and Capital Resources

Cash Flow

Cash flows for the six months ended June 30, 2010 and 2009 were as follows:

   
2010
 
2009
   
(In Thousands)
         
Cash and cash equivalents at beginning of period
 
$144,460 
 
$49,303 
         
Cash flow provided by (used in):
       
 
Operating activities
 
208,179 
 
120,994 
 
Investing activities
 
(128,780)
 
(96,493)
 
Financing activities
 
(75,311)
 
(6,607)
Net increase in cash and cash equivalents
 
4,088 
 
17,894 
         
Cash and cash equivalents at end of period
 
$148,548 
 
$67,197 

Operating Activities

Net cash flow provided by operating activities increased $87.2 million for the six months ended June 30, 2010 compared to the six months ended June 30, 2009 primarily due to a decrease of $28.9 million in income tax payments, a decrease of $6.9 million in interest payments, and storm restoration spending in 2009, partially offset by decreased recovery of deferred fuel costs and the timing of collections of receivables from customers.

Investing Activities

Net cash flow used in investing activities increased $32.3 million for the six months ended June 30, 2010 compared to the six months ended June 30, 2009 primarily due to:

·  
an increase in construction expenditures resulting from $24.9 million in costs associated with the development of new nuclear generation at River Bend, as discussed below;
·  
proceeds from the sale/leaseback of nuclear fuel of $20.6 million in 2009.  See Note 12 to the financial statements for discussion of the consolidation of nuclear fuel company variable interest entities effective January 1, 2010; and
·  
an increase of $11.9 million in nuclear fuel purchases.

The increase was partially offset by a decrease in distribution construction expenditures related to Hurricane Gustav and Hurricane Ike work in 2009 and money pool activity.

Decreases in Entergy Gulf States Louisiana's receivable from the money pool are a source of cash flow, and Entergy Gulf States Louisiana's receivable from the money pool decreased by $0.1 million for the six months ended June 30, 2010 compared to increasing by $31 million for the six months ended June 30, 2009.  The money pool is an inter-company borrowing arrangement designed to reduce the Utility subsidiaries' need for external short-term borrowings.

Financing Activities

Net cash flow used in financing activities increased $68.7 million for the six months ended June 30, 2010 compared to the six months ended June 30, 2009 primarily due to an increase of $58.3 million in common equity distributions.
 
88

 
Entergy Gulf States Louisiana, L.L.C.
Management's Financial Discussion and Analysis
 

Capital Structure

Entergy Gulf States Louisiana's capitalization is balanced between equity and debt, as shown in the following table. The calculation below does not reduce the debt by the debt assumed by Entergy Texas ($0 as of June 30, 2010, and $168 million as of December 31, 2009) because Entergy Gulf States Louisiana was still primarily liable on the debt.

   
June 30,
 2010
 
December 31,
2009
         
Net debt to net capital
 
50.3%
 
53.2%
Effect of subtracting cash from debt
 
2.5%
 
2.1%
Debt to capital
 
52.8%
 
55.3%

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 members' equity.  Net capital consists of capital less cash and cash equivalents.  Entergy Gulf States 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 Gulf States 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 Gulf States Louisiana's uses and sources of capital. Following are additional updates to the information provided in the Form 10-K.

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

June 30,
2010
 
December 31,
2009
 
June 30,
2009
 
December 31,
2008
(In Thousands)
             
$50,032
 
$50,131
 
$42,597
 
$11,589

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 Gulf States Louisiana has a credit facility in the amount of $100 million scheduled to expire in August 2012.  No borrowings were outstanding under the facility as of June 30, 2010.

New Nuclear Development

As discussed in the Form 10-K, Entergy Gulf States Louisiana and Entergy Louisiana provided public notice to the LPSC of their intention to make a filing pursuant to the LPSC's general order that governs the development of new nuclear generation in Louisiana.  The project option being developed by the companies is for new nuclear generation at River Bend.  Entergy Gulf States Louisiana and Entergy Louisiana, together with Entergy Mississippi, have been engaged in the development of options to construct new nuclear generation at the River Bend and Grand Gulf sites.  Entergy Gulf States Louisiana and Entergy Louisiana are leading the development at River Bend, and Entergy Mississippi is leading the development at Grand Gulf.  This project is in the early stages, and several issues remain to be addressed over time before significant additional capital would be committed to this project.  In the first quarter 2010, Entergy Gulf States Louisiana and Entergy Louisiana each paid for and recognized on its books $24.9 million in costs associated with the development of new nuclear generation at the River Bend site; these costs previously had been recorded on the books of Entergy New Nuclear Utility Development, LLC, a System Energy subsidiary. Entergy Gulf States Louisiana and Entergy Louisiana will share costs going forward on a 50/50 basis, which reflects each company's current participation level in the project.  In March 2010, Entergy Gulf States Louisiana and Entergy Louisiana filed with the LPSC seeking approval to continue the development activities.  The parties have agreed to a procedural schedule that includes a hearing in May 2011.
 
89

Entergy Gulf States Louisiana, L.L.C.
Management's Financial Discussion and Analysis
 

Hurricane Gustav and Hurricane Ike

As discussed in the Form 10-K, in September 2008, Hurricane Gustav and Hurricane Ike caused catastrophic damage to Entergy's service territory.  Entergy Gulf States Louisiana and Entergy Louisiana filed their Hurricane Gustav and Hurricane Ike storm cost recovery case with the LPSC in May 2009.  In September 2009, Entergy Gulf States Louisiana and Entergy Louisiana and the Louisiana Utilities Restoration Corporation (LURC), an instrumentality of the State of Louisiana, filed with the LPSC an application requesting that the LPSC grant financing orders authorizing the financing of Entergy Gulf States Louisiana’s and Entergy Louisiana’s storm costs, storm reserves, and issuance costs pursuant to Act 55 of the Louisiana Regular Session of 2007 (Act 55 financings).  Entergy Gulf States Louisiana’s and Entergy Louisiana’s Hurricane Katrina and Hurricane Rita storm costs were financed primarily by Act 55 financings, as discussed in the Form 10-K.  Entergy Gulf States Louisiana and Entergy Louisiana also filed an application requesting LPSC approval for ancillary issues including the mechanism to flow charges and Act 55 financing savings to customers via a Storm Cost Offset rider.  On December 30, 2009, Entergy Gulf States Louisiana and Entergy Louisiana entered into a stipulation agreement with the LPSC Staff that provides for total recoverable costs of approximately $234 million for Entergy Gulf States Louisiana and $394 million for Entergy Louisiana, including carrying costs.  Under this stipulation, Entergy Gulf States Louisiana agrees not to recover $4.4 million and Entergy Louisiana agrees not to recover $7.2 million of their storm restoration spending.  The stipulation also permits replenishing Entergy Gulf States Louisiana's storm reserve in the amount of $90 million and Entergy Louisiana's storm reserve in the amount of $200 million when the Act 55 financings are accomplished.  In March and April 2010, Entergy Gulf States Louisiana, Entergy Louisiana, and other parties to the proceeding filed with the LPSC an uncontested stipulated settlement that includes these terms and also includes Entergy Gulf States Louisiana’s and Entergy Louisiana's proposals under the Act 55 financings, which includes a commitment to pass on to customers a minimum of $15.5 million and $27.75 million of customer benefits, respectively, through prospective annual rate reductions of $3.1 million and $5.55 million for five years.  A stipulation hearing was held before the ALJ on April 13, 2010.  On April 21, 2010, the LPSC approved the settlement and subsequently issued two financing orders and one ratemaking order intended to facilitate the implementation of the Act 55 financings.  In June 2010 the Louisiana State Bond Commission approved the Act 55 financings.

On July 22, 2010, the Louisiana Local Government Environmental Facilities and Community Development Authority (LCDA) issued $244.1 million in bonds under Act 55.  From the $240.3 million of bond proceeds loaned by the LCDA to the LURC, the LURC deposited $90 million in a restricted escrow account as a storm damage reserve for Entergy Gulf States Louisiana and transferred $150.3 million directly to Entergy Gulf States Louisiana.  From the bond proceeds received by Entergy Gulf States Louisiana from the LURC, Entergy Gulf States Louisiana used $150.3 million to acquire 1,502,643.04 Class B preferred, non-voting, membership interest units of Entergy Holdings Company LLC, a company wholly-owned and consolidated by Entergy, that carry a 9% annual distribution rate. Distributions are payable quarterly commencing on September 15, 2010, and the membership interests have a liquidation price of $100 per unit. The preferred membership interests are callable at the option of Entergy Holdings Company LLC after ten years under the terms of the LLC agreement. The terms of the membership interests include certain financial covenants to which Entergy Holdings Company LLC is subject, including the requirement to maintain a net worth of at least $1 billion.

Entergy Gulf States Louisiana does not report the bonds on its balance sheet because the bonds are the obligation of the LCDA and there is no recourse against Entergy or Entergy Gulf States Louisiana in the event of a bond default.  To service the bonds, Entergy Gulf States Louisiana collects a system restoration charge on behalf of the LURC, and remits the collections to the bond indenture trustee.  Entergy Gulf States Louisiana will not report the collections as revenue because it is merely acting as the billing and collection agent for the state.
 
90

Entergy Gulf States Louisiana, L.L.C.
Management's Financial Discussion and Analysis
 

State and Local Rate Regulation

See "MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS – State and Local Rate Regulation" in the Form 10-K for a discussion of state and local rate regulation.  Following are updates to that discussion.

See the Form 10-K for a discussion of Entergy Gulf States Louisiana’s formula rate plan that the LPSC approved for the 2008, 2009, and 2010 test years.  Entergy Gulf States Louisiana, effective with the November 2009 billing cycle, reset its rates to achieve a 10.65% return on equity for the 2008 test year.  The rate reset, a $44.3 million increase that includes a $36.9 million cost of service adjustment, plus $7.4 million net for increased capacity costs and a base rate reclassification, was implemented for the November 2009 billing cycle, and the rate reset was subject to refund pending review of the 2008 test year filing that was made in October 2009.  In January 2010, Entergy Gulf States Louisiana implemented an additional $23.9 million rate increase pursuant to a special rate implementation filing made in December 2009, primarily for incremental capacity costs approved by the LPSC.  In May 2010, Entergy Gulf States Louisiana and the LPSC staff submitted a joint report on the 2008 test year filing and requested that the LPSC accept the report, which will result in a $0.8 million reduction in current rates effective in the June 2010 billing cycle and a $0.5 million refund.  At its May 19, 2010 meeting, the LPSC accepted the joint report.

In May 2010, Entergy Gulf States Louisiana made its formula rate plan filing with the LPSC for the 2009 test year.  The filing reflects a 10.25% return on common equity, which is within the allowed earnings bandwidth, indicating no cost of service rate change is necessary under the formula rate plan.  The filing does reflect, however, consistent with a December 2009 filing, a $9.7 million revenue requirement to provide supplemental funding for the decommissioning trust maintained for the LPSC-regulated 70% share of River Bend, in response to a NRC notification of a projected shortfall of decommissioning funding assurance.  Currently, Entergy Gulf States Louisiana's retail rates contain no amount for decommissioning funding.  The filing also reflects a $20.8 million rate increase for incremental capacity costs.  In July 2010 the LPSC approved a $7.8 million increase in the revenue requirement for decommissioning, effective September 2010.  Other issues in the formula rate plan proceeding remain pending.

In January 2010, Entergy Gulf States Louisiana filed with the LPSC its gas rate stabilization plan for the test year ended September 30, 2009.  The filing showed an earned return on common equity of 10.87%, which is within the earnings bandwidth of 10.5% plus or minus fifty basis points, resulting in no rate change.  In April 2010, Entergy Gulf States Louisiana filed a revised evaluation report reflecting changes agreed upon with the LPSC Staff.  The revised evaluation report also results in no rate change.

           In January 2003, the LPSC authorized its staff to initiate a proceeding to audit the fuel adjustment clause filings of Entergy Gulf States Louisiana and its affiliates pursuant to a November 1997 LPSC general order.  The audit includes a review of the reasonableness of charges flowed by Entergy Gulf States Louisiana through its fuel adjustment clause for the period January 1, 1995 through December 31, 2002.  In June 2005 the LPSC expanded the audit period to include the years through 2004.  Discovery has largely concluded, and the LPSC Staff is expected to issue its report in the third quarter 2010.  A procedural schedule will be set to establish a hearing process to address any issues noted in the LPSC Staff report that are contested by Entergy Gulf States Louisiana.  Entergy Gulf States Louisiana has recorded provisions for the estimated effect of this proceeding.

Federal Regulation

See "System Agreement Proceedings" and "Independent Coordinator of Transmission" in the "Rate, Cost-recovery, and Other Regulation" section of Entergy Corporation and Subsidiaries Management's Financial Discussion and Analysis for updates to the discussion in the Form 10-K.
 
91

Entergy Gulf States Louisiana, L.L.C.
Management's Financial Discussion and Analysis
 

Nuclear Matters

See "MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS - Nuclear Matters" in the Form 10-K for a discussion of nuclear matters.

Environmental Risks

See "MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS - Environmental Risks" in the Form 10-K for a discussion of 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 Entergy Gulf States Louisiana's accounting for nuclear decommissioning costs, unbilled revenue, and qualified pension and other postretirement benefits.

Federal Healthcare Legislation

See the "Critical Accounting Estimates - Federal Healthcare Legislation" section of Entergy Corporation and Subsidiaries Management's Financial Discussion and Analysis for an update to the Form 10-K discussion on critical accounting estimates.

 
92

 


ENTERGY GULF STATES LOUISIANA, L.L.C.
INCOME STATEMENTS
For the Three and Six Months Ended June 30, 2010 and 2009
(Unaudited)
                         
   
Three Months Ended
   
Six Months Ended
 
   
2010
   
2009
   
2010
   
2009
 
   
(In Thousands)
   
(In Thousands)
 
                         
OPERATING REVENUES
                       
Electric
  $ 497,004     $ 430,866     $ 954,785     $ 889,871  
Natural gas
    12,221       10,397       53,115       40,297  
TOTAL
    509,225       441,263       1,007,900       930,168  
                                 
OPERATING EXPENSES
                               
Operation and Maintenance:
                               
   Fuel, fuel-related expenses, and
                               
     gas purchased for resale
    68,853       65,697       132,989       173,687  
   Purchased power
    213,417       171,522       432,027       351,464  
   Nuclear refueling outage expenses
    5,605       5,293       11,323       10,528  
   Other operation and maintenance
    87,240       82,349       166,879       162,100  
Decommissioning
    3,325       3,363       6,604       6,658  
Taxes other than income taxes
    17,954       17,445       36,410       35,169  
Depreciation and amortization
    32,613       34,472       67,802       67,731  
Other regulatory charges (credits) - net
    (2,376 )     2,685       (4,430 )     7,567  
TOTAL
    426,631       382,826       849,604       814,904  
                                 
OPERATING INCOME
    82,594       58,437       158,296       115,264  
                                 
OTHER INCOME
                               
Allowance for equity funds used during construction
    1,525       1,012       2,811       3,284  
Interest and dividend income
    8,780       16,866       19,378       35,104  
Miscellaneous - net
    (1,773 )     (1,830 )     (3,352 )     (3,221 )
TOTAL
    8,532       16,048       18,837       35,167  
                                 
INTEREST AND OTHER CHARGES
                               
Interest on long-term debt
    23,949       26,072       48,198       55,098  
Other interest - net
    6,474       2,331       7,407       4,565  
Allowance for borrowed funds used during construction
    (982 )     (700 )     (1,799 )     (2,033 )
TOTAL
    29,441       27,703       53,806       57,630  
                                 
INCOME BEFORE INCOME TAXES
    61,685       46,782       123,327       92,801  
                                 
Income taxes
    29,531       17,980       53,090       36,878  
                                 
NET INCOME
    32,154       28,802       70,237       55,923  
                                 
Preferred distribution requirements and other
    208       206       414       412  
                                 
                                 
EARNINGS APPLICABLE TO COMMON EQUITY
  $ 31,946     $ 28,596     $ 69,823     $ 55,511  
                                 
See Notes to Financial Statements.
                               

 
93

 


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94

 

ENTERGY GULF STATES LOUISIANA, L.L.C.
STATEMENTS OF CASH FLOWS
For the Six Months Ended June 30, 2010 and 2009
(Unaudited)
             
   
2010
   
2009
 
   
(In Thousands)
 
             
OPERATING ACTIVITIES
           
Net income
  $ 70,237     $ 55,923  
Adjustments to reconcile net income to net cash flow provided by operating activities:
         
  Reserve for regulatory adjustments
    823       -  
  Other regulatory charges (credits) - net
    (4,430 )     7,567  
  Depreciation, amortization, and decommissioning, including nuclear fuel amortization
    98,435       74,389  
  Deferred income taxes, investment tax credits, and non-current taxes accrued
    (301,383 )     59,199  
  Changes in working capital:
               
    Receivables
    (66,006 )     61,127  
    Fuel inventory
    1,973       (2,819 )
    Accounts payable
    62,841       (85,115 )
    Taxes accrued
    325,175       48,058  
    Interest accrued
    229       (2,615 )
    Deferred fuel costs
    (29,431 )     14,908  
    Other working capital accounts
    39,676       22,253  
  Provision for estimated losses and reserves
    (7,322 )     91  
  Changes in other regulatory assets
    (2,998 )     (29,696 )
  Other
    20,360       (102,276 )
Net cash flow provided by operating activities
    208,179       120,994  
                 
INVESTING ACTIVITIES
               
Construction expenditures
    (118,261 )     (84,132 )
Allowance for equity funds used during construction
    2,811       3,284  
Nuclear fuel purchases
    (12,023 )     (116 )
Proceeds from sale/leaseback of nuclear fuel
    -       20,621  
Investment in affiliates
    -       160  
Proceeds from nuclear decommissioning trust fund sales
    78,849       33,706  
Investment in nuclear decommissioning trust funds
    (83,391 )     (39,008 )
Change in money pool receivable - net
    99       (31,008 )
Changes in other investments
    3,136       -  
Net cash flow used in investing activities
    (128,780 )     (96,493 )
                 
FINANCING ACTIVITIES
               
Changes in credit borrowings - net
    (9,500 )     -  
Dividends/distributions paid:
               
  Common equity
    (64,300 )     (6,000 )
  Preferred membership interests
    (414 )     (412 )
Other
    (1,097 )     (195 )
Net cash flow used in financing activities
    (75,311 )     (6,607 )
                 
Net increase in cash and cash equivalents
    4,088       17,894  
                 
Cash and cash equivalents at beginning of period
    144,460       49,303  
                 
Cash and cash equivalents at end of period
  $ 148,548     $ 67,197  
                 
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
               
Cash paid during the period for:
               
  Interest - net of amount capitalized
  $ 53,905     $ 60,795  
  Income taxes
  $ 394     $ 29,337  
                 
Noncash financing activities:
               
  Repayment by Entergy Texas of assumed long-term debt
  $ 167,742     $ 70,825  
                 
See Notes to Financial Statements.
               

 
95

 



ENTERGY GULF STATES LOUISIANA, L.L.C.
BALANCE SHEETS
ASSETS
June 30, 2010 and December 31, 2009
(Unaudited)
             
   
2010
   
2009
 
   
(In Thousands)
 
             
CURRENT ASSETS
           
Cash and cash equivalents:
           
  Cash
  $ 3,090     $ 139  
  Temporary cash investments
    145,458       144,321  
        Total cash and cash equivalents
    148,548       144,460  
Accounts receivable:
               
  Customer
    66,051       38,633  
  Allowance for doubtful accounts
    (1,968 )     (1,235 )
  Associated companies
    134,979       102,807  
  Other
    29,738       22,425  
  Accrued unbilled revenues
    58,408       56,425  
    Total accounts receivable
    287,208       219,055  
Fuel inventory - at average cost
    27,325       29,298  
Materials and supplies - at average cost
    111,611       107,531  
Deferred nuclear refueling outage costs
    15,943       26,722  
Debt assumption by Entergy Texas
    -       167,742  
Prepayments and other
    5,889       42,146  
TOTAL
    596,524       736,954  
                 
OTHER PROPERTY AND INVESTMENTS
               
Investment in affiliate preferred membership interests
    189,400       189,400  
Decommissioning trust funds
    344,190       349,527  
Non-utility property - at cost (less accumulated depreciation)
    149,951       146,190  
Other
    11,865       11,342  
TOTAL
    695,406       696,459  
                 
UTILITY PLANT
               
Electric
    6,828,055       6,855,075  
Natural gas
    116,688       113,970  
Construction work in progress
    104,927       84,161  
Nuclear fuel under capital lease
    -       156,996  
Nuclear fuel
    148,687       6,005  
TOTAL UTILITY PLANT
    7,198,357       7,216,207  
Less - accumulated depreciation and amortization
    3,766,139       3,714,199  
UTILITY PLANT - NET
    3,432,218       3,502,008  
                 
DEFERRED DEBITS AND OTHER ASSETS
               
Regulatory assets:
               
  Regulatory asset for income taxes - net
    268,443       288,313  
  Other regulatory assets
    425,302       299,793  
  Deferred fuel costs
    100,124       100,124  
Long-term receivables
    980       967  
Other
    17,038       11,564  
TOTAL
    811,887       700,761  
                 
TOTAL ASSETS
  $ 5,536,035     $ 5,636,182  
                 
See Notes to Financial Statements.
               
 
 
96

 
 
ENTERGY GULF STATES LOUISIANA, L.L.C.
BALANCE SHEETS
LIABILITIES AND MEMBERS' EQUITY
June 30, 2010 and December 31, 2009
(Unaudited)
                 
      2010       2009  
   
(In Thousands)
 
                 
CURRENT LIABILITIES
               
Currently maturing long-term debt
  $ 11,975     $ 11,975  
Notes payable
    24,800       -  
Accounts payable:
               
  Associated companies
    112,075       52,622  
  Other
    95,673       91,604  
Customer deposits
    45,777       45,645  
Taxes accrued
    325,175       -  
Accumulated deferred income taxes
    6,813       12,219  
Interest accrued
    26,953       24,709  
Deferred fuel costs
    12,920       42,351  
Obligations under capital leases
    -       30,387  
Pension and other postretirement liabilities
    8,196       8,021  
Gas hedge contracts
    5,244       263  
System agreement cost equalization
    -       10,000  
Other
    13,358       8,790  
TOTAL
    688,959       338,586  
                 
NON-CURRENT LIABILITIES
               
Accumulated deferred income taxes and taxes accrued
    1,047,387       1,345,984  
Accumulated deferred investment tax credits
    86,552       88,246  
Obligations under capital leases
    -       126,226  
Other regulatory liabilities
    63,361       47,423  
Decommissioning and asset retirement cost liabilities
    330,408       321,158  
Accumulated provisions
    7,347       14,669  
Pension and other postretirement liabilities
    231,045       234,473  
Long-term debt
    1,580,332       1,614,366  
Long-term payables - associated companies
    33,535       34,340  
Other
    18,739       28,952  
TOTAL
    3,398,706       3,855,837  
                 
Commitments and Contingencies
               
                 
MEMBERS' EQUITY
               
Preferred membership interests without sinking fund
    10,000       10,000  
Members' equity
    1,479,443       1,473,930  
Accumulated other comprehensive loss
    (41,073 )     (42,171 )
TOTAL
    1,448,370       1,441,759  
                 
TOTAL LIABILITIES AND MEMBERS' EQUITY
  $ 5,536,035     $ 5,636,182  
                 
See Notes to Financial Statements.
               

 
97

 

ENTERGY GULF STATES LOUISIANA, L.L.C.
STATEMENTS OF MEMBERS' EQUITY AND COMPREHENSIVE INCOME
For the Three and Six Months Ended June 30, 2010 and 2009
(Unaudited)
                         
   
Three Months Ended
 
   
2010
   
2009
 
   
(In Thousands)
 
MEMBERS' EQUITY
                       
Members' Equity - Beginning of period
  $ 1,470,802           $ 1,379,318        
                             
    Add: Net Income
    32,154     $ 32,154       28,802     $ 28,802  
                                 
    Deduct:
                               
      Dividends/distributions declared on common equity
    23,300               6,000          
      Preferred membership interests
    208       208       206       206  
      Other
    5               5          
      23,513               6,211          
                                 
Members' Equity - End of period
  $ 1,479,443             $ 1,401,909          
                                 
ACCUMULATED OTHER COMPREHENSIVE
                               
LOSS (Net of Taxes):
                               
Balance at beginning of period:
                               
  Pension and other postretirement liabilities
  $ (41,592 )           $ (29,863 )        
                                 
Pension and other postretirement liabilities (net of tax expense
                               
  of $505 and $309)
    519       519       199       199  
                                 
Balance at end of period:
                               
  Pension and other postretirement liabilities
  $ (41,073 )           $ (29,664 )        
Comprehensive Income
          $ 32,465             $ 28,795  
                                 
                                 
   
Six Months Ended
 
      2010       2009  
   
(In Thousands)
 
MEMBERS' EQUITY
                               
Members' Equity - Beginning of period
  $ 1,473,930             $ 1,352,408          
                                 
    Add:  Net Income
    70,237     $ 70,237       55,923     $ 55,923  
                                 
    Deduct:
                               
      Dividends/distributions declared on common equity
    64,300               6,000          
      Preferred membership interests
    414       414       412       412  
      Other
    10               10          
      64,724               6,422          
                                 
Members' Equity - End of period
  $ 1,479,443             $ 1,401,909          
                                 
ACCUMULATED OTHER COMPREHENSIVE
                               
LOSS (Net of Taxes):
                               
Balance at beginning of period:
                               
  Pension and other postretirement liabilities
  $ (42,171 )           $ (30,265 )        
                                 
Pension and other postretirement liabilities (net of tax expense
                               
  of $1,048 and $745)
    1,098       1,098       601       601  
                                 
Balance at end of period:
                               
  Pension and other postretirement liabilities
  $ (41,073 )           $ (29,664 )        
Comprehensive Income
          $ 70,921             $ 56,112  
                                 
                                 
See Notes to Financial Statements.
                               

 
98

 



ENTERGY GULF STATES LOUISIANA, L.L.C.
SELECTED OPERATING RESULTS
For the Three and Six Months Ended June 30, 2010 and 2009
(Unaudited)
                         
                         
   
Three Months Ended
   
Increase/
       
Description
 
2010
   
2009
   
(Decrease)
   
%
 
   
(Dollars In Millions)
       
Electric Operating Revenues:
                       
  Residential
  $ 107     $ 88     $ 19       22  
  Commercial
    101       86       15       17  
  Industrial
    128       95       33       35  
  Governmental
    5       4       1       25  
    Total retail
    341       273       68       25  
  Sales for resale
                               
     Associated companies
    116       105       11       10  
     Non-associated companies
    22       31       (9 )     (29 )
  Other
    18       22       (4 )     (18 )
    Total
  $ 497     $ 431     $ 66       15  
                                 
Billed Electric Energy
                               
 Sales (GWh):
                               
  Residential
    1,195       1,126       69       6  
  Commercial
    1,244       1,211       33       3  
  Industrial
    2,319       1,818       501       28  
  Governmental
    51       55       (4 )     (7 )
    Total retail
    4,809       4,210       599       14  
  Sales for resale
                               
     Associated companies
    2,216       1,930       286       15  
     Non-associated companies
    480       743       (263 )     (35 )
    Total
    7,505       6,883       622       9  
                                 
                                 
   
Six Months Ended
   
Increase/
         
Description
    2010       2009    
(Decrease)
   
%
 
   
(Dollars In Millions)
         
Electric Operating Revenues:
                               
  Residential
  $ 226     $ 189     $ 37       20  
  Commercial
    199       185       14       8  
  Industrial
    241       207       34       16  
  Governmental
    10       9       1       11  
    Total retail
    676       590       86       15  
  Sales for resale
                               
     Associated companies
    209       201       8       4  
     Non-associated companies
    46       63       (17 )     (27 )
  Other
    24       36       (12 )     (33 )
    Total
  $ 955     $ 890     $ 65       7  
                                 
Billed Electric Energy
                               
 Sales (GWh):
                               
  Residential
    2,520       2,182       338       15  
  Commercial
    2,443       2,336       107       5  
  Industrial
    4,329       3,478       851       24  
  Governmental
    107       106       1       1  
    Total retail
    9,399       8,102       1,297       16  
  Sales for resale
                               
     Associated companies
    3,906       3,713       193       5  
     Non-associated companies
    957       1,404       (447 )     (32 )
    Total
    14,262       13,219       1,043       8  

 
99

 
ENTERGY LOUISIANA, LLC

MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS

Results of Operations

Net Income

Second Quarter 2010 Compared to Second Quarter 2009

Net income increased $21.3 million primarily due to higher net revenue partially offset by higher interest expense.

Six Months Ended June 30, 2010 Compared to Six Months Ended June 30, 2009

Net income increased $21.6 million primarily due to higher net revenue, partially offset by higher interest expense, higher other operation and maintenance expenses, lower other income, and a higher effective income tax rate.

Net Revenue

Second Quarter 2010 Compared to Second Quarter 2009

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 2010 to the second quarter 2009.

   
Amount
   
(In Millions)
     
2009 net revenue
 
$241.6 
Retail electric price
 
12.9 
Volume/weather
 
11.0 
Other
 
3.6 
2010 net revenue
 
$269.1 

The retail electric price variance is primarily due to a net increase in the formula rate plan effective November 2009 which allowed Entergy Louisiana to reset its rates to achieve a 10.25% return on equity for the 2008 test year, in addition to fewer credits passed on to customers in 2010 compared to 2009 related to the Act 55 storm cost financing as a result of a reduction in rates effective with the May 2010 billing cycle.  See Note 2 to the financial statements in the Form 10-K and herein for more discussion of the formula rate plan rate reset.  See Note 2 to the financial statements in the Form 10-K for further discussion of the Act 55 storm cost financing. 

The volume/weather variance is primarily due to an increase of 446 GWh, or 7%, in billed electricity usage in all sectors, including the effect of more favorable weather on the residential and commercial sectors.
 
100

Entergy Louisiana, LLC
Management's Financial Discussion and Analysis
 
Gross operating revenues and fuel and purchased power expenses

Gross operating revenues increased primarily due to:

·  
an increase of $41.8 million in fuel cost recovery revenues due to higher fuel rates and increased usage;
·  
an increase of $15.6 million in rider revenues due to lower System Agreement credits in 2010;
·  
an increase of $12.9 million in gross wholesale revenue due to an increase in sales to affiliated customers; and
·  
an increase of $11.0 million related to volume/weather, as discussed above.

Fuel and purchased power expenses increased primarily due to an increase in the average market price of purchased power and an increase in demand, partially offset by a decrease in the average market price of natural gas.

Six Months Ended June 30, 2010 Compared to Six Months Ended June 30, 2009

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, 2010 to the six months ended June 30, 2009.

   
Amount
   
(In Millions)
     
2009 net revenue
 
$453.5 
Volume/weather
 
33.7 
Retail electric price
 
22.2 
Other
 
(2.0)
2010 net revenue
 
$507.4 

The volume/weather variance is primarily due to an increase of 1,169 GWh, or 9%, in billed electricity usage in all sectors, including the effect of more favorable weather on the residential and commercial sectors.

The retail electric price variance is primarily due to a net increase in the formula rate plan effective November 2009 which allowed Entergy Louisiana to reset its rates to achieve a 10.25% return on equity for the 2008 test year, in addition to fewer credits passed on to customers in 2010 compared to 2009 related to the Act 55 storm cost financing as a result of a reduction in rates effective with the May 2010 billing cycle.  See Note 2 to the financial statements in the Form 10-K and herein for more discussion of the formula rate plan rate reset.  See Note 2 to the financial statements in the Form 10-K for further discussion of the Act 55 storm cost financing. 

Gross operating revenues and fuel and purchased power expenses

Gross operating revenues increased primarily due to:

·  
an increase of $106.4 million in fuel cost recovery revenues due to higher fuel rates and increased usage;
·  
an increase of $33.7 million related to volume/weather, as discussed above;
·  
an increase of $17.7 million in gross wholesale revenue due to an increase in sales to affiliated customers; and
·  
an increase of $16.3 million in rider revenues due to lower System Agreement credits in 2010.

Fuel and purchased power expenses increased primarily due to an increase in the average market price of purchased power, an increase in demand, and an increase in the recovery from customers of deferred fuel costs, partially offset by a decrease in the average market price of natural gas.
 
101

 
Entergy Louisiana, LLC
Management's Financial Discussion and Analysis

Other Income Statement Variances

Second Quarter 2010 Compared to Second Quarter 2009

Interest expense increased primarily due to an increase in long-term debt outstanding as a result of the issuance of $400 million of 5.40% Series first mortgage bonds in November 2009 and the issuance of $150 million of 6.0% Series first mortgage bonds in March 2010.  In April 2010, Entergy Louisiana used the proceeds from the March 2010 issuance, together with other available funds, to redeem, prior to maturity, all of its $150 million 7.60% Series first mortgage bonds, due April 2032.

Six Months Ended June 30, 2010 Compared to Six Months Ended June 30, 2009

Other operation and maintenance expenses increased primarily due to:

·  
an increase of $3.7 million in nuclear expenses due to higher nuclear labor and contract costs;
·  
an increase of $2.8 million in payroll-related and benefits costs; and
·  
an increase of $2.3 million due to the settlement of Hurricane Gustav and Hurricane Ike storm costs.

The increase was partially offset by a decrease of $3.8 million in customer service costs primarily as a result of higher write-offs of uncollectible customer accounts in 2009.

Other income decreased primarily due to a decrease in carrying charges on storm restoration costs and a decrease in the allowance for equity funds used during construction due to more construction work in progress in 2009.

Interest expense increased primarily due to an increase in long-term debt outstanding as a result of the issuance of $400 million of 5.40% Series first mortgage bonds in November 2009 and the issuance of $150 million of 6.0% Series first mortgage bonds in March 2010.  In April 2010, Entergy Louisiana used the proceeds from the March 2010 issuance, together with other available funds, to redeem, prior to maturity, all of its $150 million 7.60% Series first mortgage bonds, due April 2032.

Income Taxes

The effective income tax rates for the second quarters of 2010 and 2009 were 31.1% and 29.9%, respectively.  The effective income tax rates for the six months ended June 30, 2010 and 2009 were 30.3% and 27.7%, respectively.    The differences in the effective income tax rates for the second quarters of 2010 and 2009 and the six months ended June 30, 2010 and 2009 versus the federal statutory rate of 35.0% are primarily due to book and tax differences related to storm cost financing and allowance for equity funds used during construction, partially offset by certain book and tax differences related to utility plant items and state income taxes.
 
102

Entergy Louisiana, LLC
Management's Financial Discussion and Analysis
 

Liquidity and Capital Resources

Cash Flow

Cash flows for the six months ended June 30, 2010 and 2009 were as follows:

   
2010
 
2009
   
(In Thousands)
         
Cash and cash equivalents at beginning of period
 
$151,849 
 
$138,918 
         
Cash flow provided by (used in):
       
 
Operating activities
 
226,060 
 
166,826 
 
Investing activities
 
(175,517)
 
(212,944)
 
Financing activities
 
(103,357)
 
(19,972)
Net decrease in cash and cash equivalents
 
(52,814)
 
(66,090)
         
Cash and cash equivalents at end of period
 
$99,035 
 
$72,828 

Operating Activities

Cash flow provided by operating activities increased $59.2 million for the six months ended June 30, 2010 compared to the six months ended June 30, 2009 primarily due to storm restoration spending in 2009 as a result of Hurricane Gustav and increased recovery of fuel costs, offset by an increase of $9.2 million in pension contributions and income tax payments of $4.5 million in 2010 compared to income tax refunds of $31.0 million in 2009.

Investing Activities

Net cash flow used in investing activities decreased $37.4 million for the six months ended June 30, 2010 compared to the six months ended June 30, 2009 primarily due to a decrease in construction expenditures as a result of higher distribution construction expenditures in 2009 due to Hurricane Gustav and decreased fossil construction expenditures due to the suspension of the Little Gypsy repowering project in 2009.  See MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS - "Little Gypsy Repowering Project" in the Form 10-K for a discussion of the suspension.  The decrease was partially offset by an increase in construction expenditures resulting from $24.9 million in costs associated with the development of new nuclear generation at River Bend, as discussed below, and increased nuclear construction expenditures primarily due to the Waterford 3 steam generator replacement project, the dry fuel storage project, and security upgrades.

Financing Activities

Net cash flow used in financing activities increased $83.4 million for the six months ended June 30, 2010 compared to the six months ended June 30, 2009 primarily due to:

·  
the retirement in June 2010 of $55 million of 4.67% Series first mortgage bonds;
·  
a principal payment of $17.3 million in 2010 for the Waterford 3 sale-leaseback obligation compared to a principal payment of $6.6 million in 2009; and
·  
the retirement of the $30 million Series D note by the nuclear fuel company variable interest entity.

Also, in March 2010, Entergy Louisiana issued $150 million of 6.0% Series first mortgage bonds due March 2040.  Because the proceeds were deposited directly with a trustee and not held by Entergy Louisiana, the bond issuance is reported as a non-cash financing activity on the cash flow statement.  In April 2010 the proceeds were used, together with other available funds, to redeem, prior to maturity, all of its $150 million 7.60% Series first mortgage bonds, due April 2032.
 
103

 
Entergy Louisiana, LLC
Management's Financial Discussion and Analysis

Capital Structure

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

   
June 30,
2010
 
December 31,
2009
         
Net debt to net capital
 
46.1%
 
47.8%
Effect of subtracting cash from debt
 
1.3%
 
2.1%
Debt to capital
 
47.4%
 
49.9%

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.  Following are updates to the discussion in the Form 10-K.

Entergy Louisiana's receivables from the money pool were as follows:

June 30,
2010
 
December 31,
2009
 
June 30,
2009
 
December 31,
2008
(In Thousands)
             
$34,131
 
$52,807
 
$46,559
 
$61,236

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 Louisiana has a credit facility in the amount of $200 million scheduled to expire in August 2012.  No borrowings were outstanding under the facility as of June 30, 2010.

In March 2010, Entergy Louisiana issued $150 million of 6.0% Series first mortgage bonds due March 2040.  Entergy Louisiana used the proceeds in April 2010, together with other available funds, to redeem, prior to maturity, all of its $150 million 7.60% Series first mortgage bonds, due April 2032.

On June 1, 2010, Entergy Louisiana paid, at maturity, its $55 million of 4.670% Series first mortgage bonds.

Acadia Unit 2 Purchase Agreement

As discussed more fully in the Form 10-K, in October 2009, Entergy Louisiana announced that it has signed an agreement to acquire Unit 2 of the Acadia Energy Center, a 580 MW generating unit located near Eunice, La., from Acadia Power Partners, LLC, an independent power producer.  Entergy Louisiana and Acadia Power Partners also have entered into two purchase power agreements that are intended to provide access to the capacity and energy output of the unit during the period before the acquisition closes.  The first agreement is a tolling arrangement pursuant to which Entergy Louisiana will purchase 100 percent of the output of Acadia Unit 2.  This agreement is available to Entergy Louisiana when the federal reviews of the transaction are complete.  The second purchase power agreement is a call option agreement that commenced on June 1, 2010 and will remain in place either until deliveries commence under the tolling agreement or the acquisition closes.  Entergy Louisiana's purchase is contingent upon, among other things, obtaining necessary approvals, including full cost recovery, from various federal and state regulatory and permitting agencies.  The LPSC has approved both purchase power agreements.  The parties have agreed to a procedural schedule for review of the acquisition that includes a hearing before the ALJ in December 2010.  Currently the closing is expected to occur in early 2011.
 
104

Entergy Louisiana, LLC
Management's Financial Discussion and Analysis
 

Little Gypsy Repowering Project

See the Form 10-K for a discussion of the Little Gypsy repowering project.  In October 2009, Entergy Louisiana made a filing with the LPSC seeking permission to cancel the project and seeking recovery over a five-year period of the project costs.  In June 2010, the LPSC Staff and Intervenors filed testimony.  The LPSC Staff (1) agreed that it was prudent to move the project from long-term suspension to cancellation and that the timing of the decision to suspend on a longer-term basis was not imprudent; (2) indicated that, except for $0.8 million in compensation-related costs, the costs incurred should be deemed prudent; (3) recommended recovery from customers over ten years but stated that the LPSC may want to consider 15 years; (4) allowed for recovery of carrying costs and earning a return on project costs, but at a reduced rate approximating the cost of debt, while also acknowledging that the LPSC may consider ordering no return; and (5) indicated that Entergy Louisiana should be directed to securitize project costs, if legally feasible and in the public interest.  The procedural schedule calls for hearings to begin in November 2010.

New Nuclear Development

As discussed in the Form 10-K, Entergy Gulf States Louisiana and Entergy Louisiana provided public notice to the LPSC of their intention to make a filing pursuant to the LPSC's general order that governs the development of new nuclear generation in Louisiana.  The project option being developed by the companies is for new nuclear generation at River Bend.  Entergy Gulf States Louisiana and Entergy Louisiana, together with Entergy Mississippi, have been engaged in the development of options to construct new nuclear generation at the River Bend and Grand Gulf sites.  Entergy Gulf States Louisiana and Entergy Louisiana are leading the development at River Bend, and Entergy Mississippi is leading the development at Grand Gulf.  This project is in the early stages, and several issues remain to be addressed over time before significant additional capital would be committed to this project.  In the first quarter 2010, Entergy Gulf States Louisiana and Entergy Louisiana each paid for and recognized on its books $24.9 million in costs associated with the development of new nuclear generation at the River Bend site; these costs previously had been recorded on the books of Entergy New Nuclear Utility Development, LLC, a System Energy subsidiary. Entergy Gulf States Louisiana and Entergy Louisiana will share costs going forward on a 50/50 basis, which reflects each company's current participation level in the project.  In March 2010, Entergy Gulf States Louisiana and Entergy Louisiana filed with the LPSC seeking approval to continue the development activities.  The parties have agreed to a procedural schedule that includes a hearing in May 2011.

Hurricane Gustav and Hurricane Ike

As discussed in the Form 10-K, in September 2008, Hurricane Gustav and Hurricane Ike caused catastrophic damage to Entergy's service territory.  Entergy Gulf States Louisiana and Entergy Louisiana filed their Hurricane Gustav and Hurricane Ike storm cost recovery case with the LPSC in May 2009.  In September 2009, Entergy Gulf States Louisiana and Entergy Louisiana and the Louisiana Utilities Restoration Corporation (LURC), an instrumentality of the State of Louisiana, filed with the LPSC an application requesting that the LPSC grant financing orders authorizing the financing of Entergy Gulf States Louisiana’s and Entergy Louisiana’s storm costs, storm reserves, and issuance costs pursuant to Act 55 of the Louisiana Regular Session of 2007 (Act 55 financings).  Entergy Gulf States Louisiana’s and Entergy Louisiana’s Hurricane Katrina and Hurricane Rita storm costs were financed primarily by Act 55 financings, as discussed in the Form 10-K.  Entergy Gulf States Louisiana and Entergy Louisiana also filed an application requesting LPSC approval for ancillary issues including the mechanism to flow charges and Act 55 financing savings to customers via a Storm Cost Offset rider.  On December 30, 2009, Entergy Gulf States Louisiana and Entergy Louisiana entered into a stipulation agreement with the LPSC Staff that provides for total recoverable costs of approximately $234 million for Entergy Gulf States Louisiana and $394 million for Entergy Louisiana, including carrying costs.  Under this stipulation, Entergy Gulf States Louisiana agrees not to recover $4.4 million and Entergy Louisiana agrees not to recover $7.2 million of their storm restoration spending.  The stipulation also permits replenishing Entergy Gulf States Louisiana's storm reserve in the amount of $90 million and Entergy
 
105

Entergy Louisiana, LLC
Management's Financial Discussion and Analysis
 
Louisiana's storm reserve in the amount of $200 million when the Act 55 financings are accomplished.  In March and April 2010, Entergy Gulf States Louisiana, Entergy Louisiana, and
other parties to the proceeding filed with the LPSC an uncontested stipulated settlement that includes these terms and also includes Entergy Gulf States Louisiana’s and Entergy Louisiana's proposals under the Act 55 financings, which includes a commitment to pass on to customers a minimum of $15.5 million and $27.75 million of customer benefits, respectively, through prospective annual rate reductions of $3.1 million and $5.55 million for five years.  A stipulation hearing was held before the ALJ on April 13, 2010.  On April 21, 2010, the LPSC approved the settlement and subsequently issued two financing orders and one ratemaking order intended to facilitate the implementation of the Act 55 financings.  In June 2010 the Louisiana State Bond Commission approved the Act 55 financings.

On July 22, 2010, the Louisiana Local Government Environmental Facilities and Community Development Authority (LCDA) issued $468.9 million in bonds under Act 55.  From the $462.4 million of bond proceeds loaned by the LCDA to the LURC, the LURC deposited $200 million in a restricted escrow account as a storm damage reserve for Entergy Louisiana and transferred $262.4 million directly to Entergy Louisiana. From the bond proceeds received by Entergy Louisiana from the LURC, Entergy Louisiana used $262.4 million to acquire 2,624,297.11 Class B preferred, non-voting, membership interest units of Entergy Holdings Company LLC, a company wholly-owned and consolidated by Entergy, that carry a 9% annual distribution rate. Distributions are payable quarterly commencing on September 15, 2010, and the membership interests have a liquidation price of $100 per unit. The preferred membership interests are callable at the option of Entergy Holdings Company LLC after ten years under the terms of the LLC agreement. The terms of the membership interests include certain financial covenants to which Entergy Holdings Company LLC is subject, including the requirement to maintain a net worth of at least $1 billion.

Entergy Louisiana does not report the bonds on its balance sheet because the bonds are the obligation of the LCDA and there is no recourse against Entergy or Entergy Louisiana in the event of a bond default.  To service the bonds, Entergy Louisiana collects a system restoration charge on behalf of the LURC, and remits the collections to the bond indenture trustee.  Entergy Louisiana will not report the collections as revenue because it is merely acting as the billing and collection agent for the state.

State and Local Rate Regulation

See "MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS – State and Local Rate Regulation" in the Form 10-K for a discussion of state and local rate regulation.

See the Form 10-K for a discussion of Entergy Louisiana’s formula rate plan that the LPSC approved for the 2008, 2009, and 2010 test years.  Entergy Louisiana, effective with the November 2009 billing cycle, reset its rates to achieve a 10.25% return on equity for the 2008 test year.  The rate reset, a $2.5 million increase that includes a $16.3 million cost of service adjustment less a $13.8 million net reduction for decreased capacity costs and a base rate reclassification, was implemented for the November 2009 billing cycle, and the rate reset was subject to refund pending review of the 2008 test year filing that was made in October 2009.  In April 2010, Entergy Louisiana and the LPSC staff submitted a joint report on the 2008 test year filing and requested that the LPSC accept the report, which
will result in a $0.1 million reduction in current rates effective in the May 2010 billing cycle and a $0.1 million refund.  In addition, Entergy Louisiana will move the recovery of approximately $12.5 million of capacity costs from fuel adjustment clause recovery to base rate recovery.  At its April 21, 2010 meeting, the LPSC accepted the joint report.

In May 2010, Entergy Louisiana made its formula rate plan filing with the LPSC for the 2009 test year.  The filing reflects a 10.82% return on common equity, which is within the allowed earnings bandwidth, indicating no cost of service rate change is necessary under the formula rate plan.  The filing does reflect, however, consistent with a December 2009 filing, a $7.9 million revenue requirement increase to provide supplemental funding for the decommissioning trust maintained for Waterford 3, in response to a NRC notification of a projected shortfall of decommissioning funding assurance.  Currently, Entergy Louisiana has $2.2 million in retail rates for decommissioning funding.  The filing also reflects a $7.4 million rate decrease for incremental capacity costs.  In July 2010 the LPSC approved a $3.5 million increase in the retail revenue requirement for decommissioning, effective September 2010.  Other issues in the formula rate plan proceeding remain pending.
 
106

Entergy Louisiana, LLC
Management's Financial Discussion and Analysis
 

Federal Regulation

See "System Agreement Proceedings" and "Independent Coordinator of Transmission" in the "Rate, Cost-recovery, and Other Regulation" section of Entergy Corporation and Subsidiaries Management's Financial Discussion and Analysis for updates to the discussion in the Form 10-K.

Nuclear Matters

See "MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS - Nuclear Matters" in the Form 10-K for a discussion of nuclear matters.

Environmental Risks

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

Federal Healthcare Legislation

See the "Critical Accounting Estimates - Federal Healthcare Legislation" section of Entergy Corporation and Subsidiaries Management's Financial Discussion and Analysis for an update to the Form 10-K discussion on critical accounting estimates.
 
107

 

 
ENTERGY LOUISIANA, LLC
INCOME STATEMENTS
For the Three and Six Months Ended June 30, 2010 and 2009
(Unaudited)
                         
   
Three Months Ended
   
Six Months Ended
 
   
2010
   
2009
   
2010
   
2009
 
   
(In Thousands)
   
(In Thousands)
 
                         
OPERATING REVENUES
                       
Electric
  $ 619,473     $ 527,156     $ 1,230,997     $ 1,056,413  
                                 
OPERATING EXPENSES
                               
Operation and Maintenance:
                               
   Fuel, fuel-related expenses, and
                               
     gas purchased for resale
    143,426       84,993       302,675       219,567  
   Purchased power
    212,402       194,614       432,475       371,136  
   Nuclear refueling outage expenses
    6,172       5,475       12,270       11,069  
   Other operation and maintenance
    104,706       108,169       206,686       201,811  
Decommissioning
    5,688       5,295       11,275       10,497  
Taxes other than income taxes
    15,158       17,071       33,158       33,715  
Depreciation and amortization
    47,291       50,569       97,518       100,016  
Other regulatory charges (credits) - net
    (5,485 )     5,959       (11,503 )     12,214  
TOTAL
    529,358       472,145       1,084,554       960,025  
                                 
OPERATING INCOME
    90,115       55,011       146,443       96,388  
                                 
OTHER INCOME
                               
Allowance for equity funds used during construction
    6,990       7,414       13,527       14,860  
Interest and dividend income
    18,566       16,820       34,908       38,332  
Miscellaneous - net
    (1,250 )     (1,425 )     (2,072 )     (2,198 )
TOTAL
    24,306       22,809       46,363       50,994  
                                 
INTEREST AND OTHER CHARGES
                               
Interest on long-term debt
    28,329       23,501       57,192       46,908  
Other interest - net
    1,823       2,045       3,997       4,205  
Allowance for borrowed funds used during construction
    (4,668 )     (4,782 )     (9,036 )     (9,592 )
TOTAL
    25,484       20,764       52,153       41,521  
                                 
INCOME BEFORE INCOME TAXES
    88,937       57,056       140,653       105,861  
                                 
Income taxes
    27,678       17,066       42,562       29,334  
                                 
NET INCOME
    61,259       39,990       98,091       76,527  
                                 
Preferred distribution requirements and other
    1,738       1,738       3,475       3,475  
                                 
EARNINGS APPLICABLE TO
                               
COMMON EQUITY
  $ 59,521     $ 38,252     $ 94,616     $ 73,052  
                                 
See Notes to Financial Statements.
                               

 
108

 




ENTERGY LOUISIANA, LLC
STATEMENTS OF CASH FLOWS
For the Six Months Ended June 30, 2010 and 2009
(Unaudited)
             
   
2010
   
2009
 
   
(In Thousands)
 
             
OPERATING ACTIVITIES
           
Net income
  $ 98,091     $ 76,527  
Adjustments to reconcile net income to net cash flow provided by operating activities:
         
  Other regulatory charges (credits) - net
    (11,503 )     12,214  
  Depreciation, amortization, and decommissioning, including nuclear fuel amortization
    140,665       110,513  
  Deferred income taxes, investment tax credits, and non-current taxes accrued
    86,180       80,720  
  Changes in working capital:
               
     Receivables
    (56,595 )     102,838  
     Accounts payable
    25,101       (44,070 )
     Taxes accrued
    (25,993 )     283  
     Interest accrued
    (1,646 )     (7,460 )
     Deferred fuel costs
    16,177       (28,644 )
     Other working capital accounts
    (27,190 )     (32,904 )
  Provision for estimated losses and reserves
    3,120       95  
  Changes in other regulatory assets
    (26,468 )     (116,055 )
  Other
    6,121       12,769  
Net cash flow provided by operating activities
    226,060       166,826  
                 
INVESTING ACTIVITIES
               
Construction expenditures
    (213,121 )     (240,172 )
Allowance for equity funds used during construction
    13,527       14,860  
Changes in other investments - net
    9,353       996  
Proceeds from nuclear decommissioning trust fund sales
    26,668       33,463  
Investment in nuclear decommissioning trust funds
    (30,176 )     (36,966 )
Change in money pool receivable - net
    18,676       14,677  
Other
    (444 )     198  
Net cash flow used in investing activities
    (175,517 )     (212,944 )
                 
FINANCING ACTIVITIES
               
Retirement of long-term debt
    (102,326 )     (6,597 )
Changes in short-term borrowings - net
    7,990       -  
Distributions paid:
               
   Common equity
    -       (9,700 )
   Preferred membership interests
    (3,475 )     (3,475 )
Other
    (5,546 )     (200 )
Net cash flow used in financing activities
    (103,357 )     (19,972 )
                 
Net decrease in cash and cash equivalents
    (52,814 )     (66,090 )
                 
Cash and cash equivalents at beginning of period
    151,849       138,918  
                 
Cash and cash equivalents at end of period
  $ 99,035     $ 72,828  
                 
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
               
Cash paid/(received) during the period for:
               
  Interest - net of amount capitalized
  $ 60,992     $ 56,837  
  Income taxes
  $ 4,527     $ (31,044 )
                 
Noncash investing and financing activities:
               
Proceeds from long-term debt issued for the purpose
               
  of refunding prior long-term debt
  $ 150,000     $ -  
Long-term debt refunded with proceeds from long-term
               
  debt issued in prior period
  $ (150,000 )   $ -  
                 
See Notes to Financial Statements.
               

 
109

 

ENTERGY LOUISIANA, LLC
BALANCE SHEETS
ASSETS
June 30, 2010 and December 31, 2009
(Unaudited)
             
   
2010
   
2009
 
   
(In Thousands)
 
             
CURRENT ASSETS
           
Cash and cash equivalents:
           
  Cash
  $ 263     $ 160  
  Temporary cash investments
    98,772       151,689  
    Total cash and cash equivalents
    99,035       151,849  
Accounts receivable:
               
  Customer
    109,665       56,978  
  Allowance for doubtful accounts
    (2,527 )     (1,312 )
  Associated companies
    77,182       110,425  
  Other
    11,570       9,174  
  Accrued unbilled revenues
    90,032       72,550  
    Total accounts receivable
    285,922       247,815  
Note receivable - Entergy New Orleans
    -       9,353  
Materials and supplies - at average cost
    135,898       127,812  
Deferred nuclear refueling outage costs
    23,287       36,783  
Gas hedge contracts
    -       3,409  
Prepayments and other
    21,360       10,633  
TOTAL
    565,502       587,654  
                 
OTHER PROPERTY AND INVESTMENTS
               
Investment in affiliate preferred membership interests
    544,994       544,994  
Decommissioning trust funds
    209,109       209,070  
Non-utility property - at cost (less accumulated depreciation)
    1,033       1,124  
Other
    810       810  
TOTAL
    755,946       755,998  
                 
UTILITY PLANT
               
Electric
    7,150,658       7,190,609  
Property under capital lease
    262,111       262,111  
Construction work in progress
    586,013       509,667  
Nuclear fuel under capital lease
    -       122,011  
Nuclear fuel
    90,585       -  
TOTAL UTILITY PLANT
    8,089,367       8,084,398  
Less - accumulated depreciation and amortization
    3,398,641       3,370,225  
UTILITY PLANT - NET
    4,690,726       4,714,173  
                 
DEFERRED DEBITS AND OTHER ASSETS
               
Regulatory assets:
               
  Regulatory asset for income taxes - net
    137,084       132,086  
  Other regulatory assets
    631,843       477,020  
  Deferred fuel costs
    67,998       67,998  
Long-term receivables
    1,500       1,500  
Other
    23,057       18,762  
TOTAL
    861,482       697,366  
                 
TOTAL ASSETS
  $ 6,873,656     $ 6,755,191  
                 
See Notes to Financial Statements.
               
 
 
110

 
 
 
ENTERGY LOUISIANA, LLC
BALANCE SHEETS
LIABILITIES AND MEMBERS' EQUITY
June 30, 2010 and December 31, 2009
(Unaudited)
                 
      2010       2009  
   
(In Thousands)
 
                 
CURRENT LIABILITIES
               
Currently maturing long-term debt
  $ 180,287     $ 222,326  
Notes payable
    55,181       -  
Accounts payable:
               
  Associated companies
    65,221       56,057  
  Other
    138,926       141,311  
Customer deposits
    83,874       82,864  
Taxes accrued
    -       25,993  
Accumulated deferred income taxes
    18,727       13,349  
Interest accrued
    33,234       32,955  
Deferred fuel costs
    17,810       1,633  
Obligations under capital leases
    -       56,528  
Pension and other postretirement liabilities
    9,311       9,153  
System agreement cost equalization
    11,055       54,000  
Gas hedge contracts
    9,716       -  
Other
    16,610       9,831  
TOTAL
    639,952       706,000  
                 
NON-CURRENT LIABILITIES
               
Accumulated deferred income taxes and taxes accrued
    1,809,773       1,703,272  
Accumulated deferred investment tax credits
    78,052       79,650  
Obligations under capital leases
    -       65,483  
Other regulatory liabilities
    61,526       45,711  
Decommissioning
    309,491       298,216  
Accumulated provisions
    23,421       20,301  
Pension and other postretirement liabilities
    290,488       296,347  
Long-term debt
    1,577,005       1,557,226  
Other
    76,632       71,176  
TOTAL
    4,226,388       4,137,382  
                 
Commitments and Contingencies
               
                 
MEMBERS' EQUITY
               
Preferred membership interests without sinking fund
    100,000       100,000  
Members' equity
    1,931,964       1,837,348  
Accumulated other comprehensive loss
    (24,648 )     (25,539 )
TOTAL
    2,007,316       1,911,809  
                 
TOTAL LIABILITIES AND MEMBERS' EQUITY
  $ 6,873,656     $ 6,755,191  
                 
See Notes to Financial Statements.
               

 
111

 

ENTERGY LOUISIANA, LLC
STATEMENTS OF MEMBERS' EQUITY AND COMPREHENSIVE INCOME
For the Three and Six Months Ended June 30, 2010 and 2009
(Unaudited)
                         
   
Three Months Ended
 
   
2010
   
2009
 
   
(In Thousands)
 
MEMBERS' EQUITY
                       
Members' Equity - Beginning of period
  $ 1,872,443           $ 1,662,253        
                             
    Add:
                           
    Net income
    61,259     $ 61,259       39,990     $ 39,990  
      61,259               39,990          
                                 
    Deduct:
                               
      Distributions declared:
                               
          Preferred membership interests
    1,738       1,738       1,738       1,738  
          Common stock dividend to parent
    -               5,100          
      1,738               6,838          
                                 
Members' Equity - End of period
  $ 1,931,964             $ 1,695,405          
                                 
                                 
                                 
                                 
ACCUMULATED OTHER COMPREHENSIVE
                               
INCOME  (Net of Taxes):
                               
Balance at beginning of period:
                               
  Pension and other postretirement liabilities
  $ (25,093 )           $ (23,797 )        
                                 
Pension and other postretirement liabilities (net of tax expense of $377 and $348)
    445       445       418       418  
                                 
Balance at end of period:
                               
  Pension and other postretirement liabilities
  $ (24,648 )           $ (23,379 )        
Comprehensive Income
          $ 59,966             $ 38,670  
                                 
                                 
                                 
   
Six Months Ended
 
      2010       2009  
   
(In Thousands)
 
MEMBERS' EQUITY
                               
Members' Equity - Beginning of period
  $ 1,837,348             $ 1,632,053          
                                 
    Add:
                               
    Net income
    98,091     $ 98,091       76,527     $ 76,527  
      98,091               76,527          
                                 
    Deduct:
                               
      Distributions declared:
                               
          Preferred membership interests
    3,475       3,475       3,475       3,475  
          Common stock dividend to parent
    -               9,700          
      3,475               13,175          
                                 
Members' Equity - End of period
  $ 1,931,964             $ 1,695,405          
                                 
                                 
                                 
                                 
ACCUMULATED OTHER COMPREHENSIVE
                               
INCOME  (Net of Taxes):
                               
Balance at beginning of period:
                               
  Pension and other postretirement liabilities
  $ (25,539 )           $ (24,215 )        
                                 
Pension and other postretirement liabilities (net of tax expense of $754 and $697)
    891       891       836       836  
                                 
Balance at end of period:
                               
  Pension and other postretirement liabilities
  $ (24,648 )           $ (23,379 )        
Comprehensive Income
          $ 95,507             $ 73,888  
                                 
                                 
                                 
                                 
See Notes to Financial Statements.
                               

 
112

 

ENTERGY LOUISIANA, LLC
SELECTEED OPERATING RESULSTS
For the Three and Six Months Ended June 30, 2010 and 2009
(Unaudited)
                         
                         
   
Three Months Ended
   
Increase/
       
Description
 
2010
   
2009
   
(Decrease)
   
%
 
   
(Dollars In Millions)
       
Electric Operating Revenues:
                       
  Residential
  $ 177     $ 151     $ 26       17  
  Commercial
    127       112       15       13  
  Industrial
    205       174       31       18  
  Governmental
    10       9       1       11  
    Total retail
    519       446       73       16  
  Sales for resale
                               
     Associated companies
    58       46       12       26  
     Non-associated companies
    1       1       -       -  
  Other
    41       34       7       21  
    Total
  $ 619     $ 527     $ 92       17  
                                 
Billed Electric Energy
                               
 Sales (GWh):
                               
  Residential
    2,022       1,902       120       6  
  Commercial
    1,455       1,399       56       4  
  Industrial
    3,703       3,435       268       8  
  Governmental
    112       110       2       2  
    Total retail
    7,292       6,846       446       7  
  Sales for resale
                               
     Associated companies
    959       390       569       146  
     Non-associated companies
    8       11       (3 )     (27 )
    Total
    8,259       7,247       1,012       14  
                                 
                                 
   
Six Months Ended
   
Increase/
         
Description
    2010       2009    
(Decrease)
   
%
 
   
(Dollars In Millions)
         
Electric Operating Revenues:
                               
  Residential
  $ 392     $ 315     $ 77       24  
  Commercial
    259       230       29       13  
  Industrial
    409       358       51       14  
  Governmental
    22       19       3       16  
    Total retail
    1,082       922       160       17  
  Sales for resale
                               
     Associated companies
    95       78       17       22  
     Non-associated companies
    3       3       -       -  
  Other
    51       53       (2 )     (4 )
    Total
  $ 1,231     $ 1,056     $ 175       17  
                                 
Billed Electric Energy
                               
 Sales (GWh):
                               
  Residential
    4,411       3,834       577       15  
  Commercial
    2,839       2,711       128       5  
  Industrial
    6,927       6,478       449       7  
  Governmental
    240       225       15       7  
    Total retail
    14,417       13,248       1,169       9  
  Sales for resale
                               
     Associated companies
    1,193       739       454       61  
     Non-associated companies
    59       66       (7 )     (11 )
    Total
    15,669       14,053       1,616       11  
 
 
113

 
ENTERGY MISSISSIPPI, INC.

MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS


Results of Operations

Net Income

Second Quarter 2010 Compared to Second Quarter 2009

Net income increased $10.3 million primarily due to lower other operation and maintenance expenses, higher net revenue, and a lower effective income tax rate, partially offset by higher interest expense.

Six Months Ended June 30, 2010 Compared to Six Months Ended June 30, 2009

Net income increased $15.3 million primarily due to higher net revenue, lower other operation and maintenance expenses, and a lower effective income tax rate, partially offset by higher interest expense.

Net Revenue

Second Quarter 2010 Compared to Second Quarter 2009

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 2010 to the second quarter 2009.

   
Amount
   
(In Millions)
     
2009 net revenue
 
$147.0 
Volume/weather
 
6.3 
Other
 
0.7 
2010 net revenue
 
$154.0 

The volume/weather variance is primarily due to an increase of 249 GWh, or 9%, in billed electricity usage in all sectors, including the effect of more favorable weather compared to the same period in 2009.

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

Gross operating revenues increased primarily due to the volume/weather variance discussed above and an increase of $4.6 million in gross wholesale revenues primarily due to an increase in volume as a result of more energy available for resale sales.

Other regulatory credits decreased primarily due to increased recovery of costs associated with the power management recovery rider and increased recovery through the Grand Gulf rider of Grand Gulf capacity costs due to higher rates and increased usage. There is no material effect on net income due to quarterly adjustments to the power management recovery rider and annual adjustments to the Grand Gulf rider. See Note 2 to the financial statements in the Form 10-K for a discussion of the power management recovery rider.
 
114

Entergy Mississippi, Inc.
Management's Financial Discussion and Analysis
 

Six Months Ended June 30, 2010 Compared to Six Months Ended June 30, 2009

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, 2010 to the six months ended June 30, 2009.

   
Amount
   
(In Millions)
     
2009 net revenue
 
$253.8  
Volume/weather
 
 6.7  
Retail electric price
 
4.2  
Other
 
1.8  
2010 net revenue
 
$266.5 

The volume/weather variance is primarily due to an increase of 534 GWh, or 9%, in billed electricity usage in all sectors, including the effect of more favorable weather on the residential sector.

The retail electric price variance is primarily due to a formula rate plan increase effective July 2009. The formula rate plan filing is discussed further in Note 2 to the financial statements in the Form 10-K.

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

Gross operating revenues decreased slightly primarily due to a decrease of $78.8 million in fuel cost recovery revenues due to lower fuel rates. The decrease was significantly offset by an increase of $44.4 million in power management rider revenue, the volume/weather variance discussed above, and an increase in Grand Gulf rider revenue as a result of higher rates and increased usage.

Fuel and purchased power expenses decreased primarily due to a decrease in the recovery from customers of deferred fuel costs, offset by increased net area demand.

Other regulatory charges increased primarily due to increased recovery of costs associated with the power management recovery rider and increased recovery through the Grand Gulf rider of Grand Gulf capacity costs due to higher rates and increased usage. There is no material effect on net income due to quarterly adjustments to the power management recovery rider and annual adjustments to the Grand Gulf rider. See Note 2 to the financial statements in the Form 10-K for a discussion of the power management recovery rider.

Other Income Statement Variances

Second Quarter 2010 Compared to Second Quarter 2009

Other operation and maintenance expenses decreased primarily due to:

·  
a decrease of $3.9 million in legal expenses due to the deferral of certain litigation expenses in accordance with regulatory treatment; and
·  
a decrease of $1.6 million in distribution expenses primarily due to the timing of contract work.

The decrease was partially offset by an increase of $1.2 million in payroll-related and benefit costs.

Taxes other than income taxes increased primarily due to an increase in ad valorem taxes as a result of a higher 2010 assessment and a higher millage rate.
 
115

 
Entergy Mississippi, Inc.
Management's Financial Discussion and Analysis
  

Other income increased primarily due to an increase in the allowance for equity funds used during construction due to more construction work in progress in 2010.

Interest expense increased primarily due to the issuance of $150 million of 6.64% Series first mortgage bonds in June 2009.

Six Months Ended June 30, 2010 Compared to Six Months Ended June 30, 2009

Other operation and maintenance expenses decreased primarily due to:

·  
a decrease of $3.9 million in legal expenses due to the deferral of certain litigation expenses in accordance with regulatory treatment;
·  
a decrease of $2.2 million in distribution expenses related to decreased materials and supplies costs and the timing of contract work; and
·  
a decrease of $1.7 million in customer services costs as a result of decreased write-offs of uncollectible customer accounts.

The decrease was partially offset by an increase of $2.0 million in payroll-related and benefit costs.

Other income increased primarily due to an increase in the allowance for equity funds used during construction due to more construction work in progress in 2010 and an increase in contribution in aid of construction on prepaid transmission projects in 2010.

Interest expense increased primarily due to the issuance of $150 million of 6.64% Series first mortgage bonds in June 2009.

Income Taxes

The effective income tax rate was 33.0% for the second quarter 2010 and 31.9% for the six months ended June 30, 2010.  The difference in the effective income tax rate for the second quarter of 2010 versus the federal statutory rate of 35% is primarily due to state income taxes, book and tax differences related to the allowance for equity funds used during construction, book and tax differences related to utility plant items, and the amortization of investment tax credits, offset by an adjustment to the provision for uncertain tax positions. The difference in the effective income tax rate for the six months ended June 30, 2010 versus the federal statutory rate of 35% is primarily due to book and tax differences related to the allowance for equity funds used during construction, state income taxes, the amortization of investment tax credits, and book and tax differences related to utility plant items, partially offset by an adjustment to the provision for uncertain tax positions.

The effective income tax rate was 40.2% for the second quarter 2009 and 37.6% for the six months ended June 30, 2009.  The difference in the effective income tax rate for the second quarter of 2009 versus the federal statutory rate of 35% is primarily due to state income taxes. The difference in the effective income tax rate for the six months ended June 30, 2009 versus the federal statutory rate of 35% is primarily due to an adjustment to the provision for uncertain tax positions, book and tax differences related to utility plant items, and payroll and benefits related items, partially offset by book and tax differences related to the allowance for equity funds used during construction and the amortization of investment tax credits.
 
116

Entergy Mississippi, Inc.
Management's Financial Discussion and Analysis
 

Liquidity and Capital Resources

Cash Flow

Cash flows for the six months ended June 30, 2010 and 2009 were as follows:

   
2010
 
2009
   
(In Thousands)
         
Cash and cash equivalents at beginning of period
 
$91,451 
 
$1,082 
         
Cash flow provided by (used in):
       
 
Operating activities
 
4,482 
 
53,951 
 
Investing activities
 
(70,940)
 
(84,773)
 
Financing activities
 
(23,775)
 
71,865 
Net increase (decrease) in cash and cash equivalents
 
(90,233)
 
41,043 
         
Cash and cash equivalents at end of period
 
$1,218 
 
$42,125 

Operating Activities

Cash flow provided by operating activities decreased $49.5 million for the six months ended June 30, 2010 compared to the six months ended June 30, 2009 primarily due to decreased recovery of deferred fuel costs.

Investing Activities

Cash flow used in investing activities decreased $13.8 million for the six months ended June 30, 2010 compared to the six months ended June 30, 2009 primarily due to money pool activity, partially offset by increased construction expenditures resulting from a $49 million payment to a System Energy subsidiary for costs associated with the development of new nuclear generation at Grand Gulf, as discussed below.

Decreases in Entergy Mississippi's receivable from the money pool are a source of cash flow, and Entergy Mississippi's receivable from the money pool decreased $31.4 million for the six months ended June 30, 2010 compared to increasing $27.0 million for the six months ended June 30, 2009.  The money pool is an inter-company borrowing arrangement designed to reduce the Utility subsidiaries' need for external short-term borrowings.

Financing Activities

Entergy Mississippi's financing activities used $23.8 million in cash flow for the six months ended June 30, 2010 compared to providing $71.9 million in cash flow for the six months ended June 30, 2009 primarily due to:

·  
the redemption, prior to maturity, of $100 million of 7.25% Series first mortgage bonds in April 2010;
·  
the issuance of $150 million of 6.64% Series first mortgage bonds in June 2009; and
·  
the issuance of $80 million of 6.20% Series first mortgage bonds in April 2010; offset by
·  
money pool activity.

Increases in Entergy Mississippi's payable to the money pool are a source of cash flow, and Entergy Mississippi's payable to the money pool increased by $20.6 million for the six months ended June 30, 2010 compared to decreasing $66.0 million for the six months ended June 30, 2009.

 
117

 
Entergy Mississippi, Inc.
Management's Financial Discussion and Analysis
  
 

Capital Structure

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

   
June 30,
2010
 
December 31,
2009
         
Net debt to net capital
 
52.1%
 
50.7%
Effect of subtracting cash from debt
 
0.0%
 
2.8%
Debt to capital
 
52.1%
 
53.5%

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, preferred stock without sinking fund, 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,
2010
 
December 31,
2009
 
June 30,
2009
 
December 31,
2008
(In Thousands)
             
($20,591)
 
$31,435
 
$26,958
 
($66,044)

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

In May 2010, Entergy Mississippi renewed its three separate credit facilities through May 2011 in the aggregate amount of $70 million. No borrowings were outstanding under the credit facilities as of June 30, 2010.

In April 2010, Entergy Mississippi issued $80 million of 6.20% Series first mortgage bonds due April 2040. Entergy Mississippi used the proceeds, together with other available funds, to redeem, prior to maturity, all of its $100 million 7.25% Series first mortgage bonds, due December 2032.

New Nuclear Development

Pursuant to the Mississippi Baseload Act and the Mississippi Public Utilities Act, Entergy Mississippi is developing a project option for new nuclear generation at Grand Gulf Nuclear Station.  Entergy Mississippi, together with Entergy Gulf States Louisiana and Entergy Louisiana, has been engaged in the development of options to construct new nuclear generation at the Grand Gulf and River Bend Station sites.  Entergy Mississippi is leading the development at Grand Gulf, and Entergy Gulf States Louisiana and Entergy Louisiana are leading the development at River Bend.  This project is in the early stages, and several issues remain to be addressed over time before significant additional capital would be committed to this project.  In 2010, Entergy Mississippi paid for and has recognized on its books $49 million in costs associated with the development of new nuclear generation at Grand Gulf; these costs previously had been recorded on the books of Entergy New Nuclear Utility Development, LLC, a System Energy subsidiary.
 
118

Entergy Mississippi, Inc.
Management's Financial Discussion and Analysis
 

State and Local Rate Regulation

See "MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS - State and Local Rate Regulation" in the Form 10-K for a discussion of the formula rate plan and fuel and purchased power cost recovery. Following are updates to that discussion.

Formula Rate Plan

In September 2009, Entergy Mississippi filed with the MPSC proposed modifications to its formula rate plan rider.  In March 2010 the MPSC issued an order: (1) providing the opportunity for a reset of Entergy Mississippi's return on common equity to a point within the formula rate plan bandwidth and eliminating the 50/50 sharing that had been in the plan, (2) modifying the performance measurement process, and (3) replacing the revenue change limit of two percent of revenues, which was subject to a $14.5 million revenue adjustment cap, with a limit of four percent of revenues, although any adjustment above two percent requires a hearing before the MPSC.  The MPSC did not approve Entergy Mississippi's request to use a projected test year for its annual scheduled formula rate plan filing and, therefore, Entergy Mississippi will continue to use a historical test year for its annual evaluation reports under the plan.

As discussed in the Form 10-K, in March 2010, Entergy Mississippi submitted its 2009 test year filing, its first annual filing under the new formula rate plan rider.  In June 2010 the MPSC approved a joint stipulation between Entergy Mississippi and the Mississippi Public Utilities Staff that provides for no change in rates, but does provide for the deferral as a regulatory asset of $3.9 million of legal expenses associated with certain litigation involving the Mississippi Attorney General, as well as ongoing legal expenses in that litigation until the litigation is resolved.

Fuel and Purchased Power Cost Recovery

In August 2009 the MPSC retained an independent audit firm to audit Entergy Mississippi's fuel adjustment clause submittals for the period October 2007 through September 2009.  The independent audit firm submitted its report to the MPSC in December 2009.  The report does not recommend that any costs be disallowed for recovery.  The report did suggest that some costs, less than one percent of the fuel and purchased power costs recovered during the period, may have been more reasonably charged to customers through base rates rather than through fuel charges, but the report did not suggest that customers should not have paid for those costs.  In November 2009 the MPSC also retained another firm to review processes and practices related to fuel and purchased energy.  The results of that review were filed with the MPSC in March 2010.  In that report, the independent consulting firm found that the practices and procedures in activities that directly affect the costs recovered through Entergy Mississippi's fuel adjustment clause appear reasonable.  Both audit reports were certified by the MPSC to the Mississippi Legislature, as required by Mississippi law.

Federal Regulation

See "System Agreement Proceedings" and "Independent Coordinator of Transmission" in the "Rate, Cost-recovery, and Other Regulation" 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.
 
119

Entergy Mississippi, Inc.
Management's Financial Discussion and Analysis
 

Federal Healthcare Legislation

See the "Critical Accounting Estimates - Federal Healthcare Legislation" section of Entergy Corporation and Subsidiaries Management's Financial Discussion and Analysis for an update to the Form 10-K discussion on critical accounting estimates.
 
120

 


ENTERGY MISSISSIPPI, INC.
INCOME STATEMENTS
For the Three and Six Months Ended June 30, 2010 and 2009
(Unaudited)
                         
   
Three Months Ended
   
Six Months Ended
 
   
2010
   
2009
   
2010
   
2009
 
   
(In Thousands)
   
(In Thousands)
 
                         
OPERATING REVENUES
                       
Electric
  $ 308,492     $ 290,615     $ 552,050     $ 552,320  
                                 
OPERATING EXPENSES
                               
Operation and Maintenance:
                               
   Fuel, fuel-related expenses, and
                               
     gas purchased for resale
    75,236       79,748       83,289       180,561  
   Purchased power
    83,758       79,850       184,094       175,119  
   Other operation and maintenance
    51,379       58,796       98,780       109,025  
Taxes other than income taxes
    16,561       15,203       32,609       31,812  
Depreciation and amortization
    22,275       21,730       44,380       43,013  
Other regulatory charges (credits) - net
    (4,521 )     (16,021 )     18,173       (57,168 )
TOTAL
    244,688       239,306       461,325       482,362  
                                 
OPERATING INCOME
    63,804       51,309       90,725       69,958  
                                 
OTHER INCOME
                               
Allowance for equity funds used during construction
    1,708       754       3,099       1,718  
Interest and dividend income
    133       223       321       449  
Miscellaneous - net
    25       (674 )     55       (1,180 )
TOTAL
    1,866       303       3,475       987  
                                 
INTEREST AND OTHER CHARGES
                               
Interest on long-term debt
    13,182       10,993       26,227       21,460  
Other interest - net
    2,311       1,066       2,916       2,220  
Allowance for borrowed funds used during construction
    (953 )     (429 )     (1,729 )     (1,046 )
TOTAL
    14,540       11,630       27,414       22,634  
                                 
INCOME BEFORE INCOME TAXES
    51,130       39,982       66,786       48,311  
                                 
Income taxes
    16,861       16,055       21,324       18,146  
                                 
NET INCOME
    34,269       23,927       45,462       30,165  
                                 
Preferred dividend requirements and other
    707       707       1,414       1,414  
                                 
EARNINGS APPLICABLE TO
                               
COMMON STOCK
  $ 33,562     $ 23,220     $ 44,048     $ 28,751  
                                 
See Notes to Financial Statements.
                               

 
121

 

 

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122

 

ENTERGY MISSISSIPPI, INC.
STATEMENTS OF CASH FLOWS
For the Six Months Ended June 30, 2010 and 2009
(Unaudited)
             
   
2010
   
2009
 
   
(In Thousands)
 
             
OPERATING ACTIVITIES
           
Net income
  $ 45,462     $ 30,165  
Adjustments to reconcile net income to net cash flow provided by operating activities:
         
  Other regulatory charges (credits) - net
    18,173       (57,168 )
  Depreciation and amortization
    44,380       43,013  
  Deferred income taxes, investment tax credits, and non-current taxes accrued
    (14,794 )     5,007  
  Changes in working capital:
               
    Receivables
    (33,931 )     11,333  
    Fuel inventory
    (1,512 )     (892 )
    Accounts payable
    10,020       (625 )
    Taxes accrued
    15,305       (8,590 )
    Interest accrued
    904       (3,942 )
    Deferred fuel costs
    (83,156 )     55,830  
    Other working capital accounts
    35,061       (3,608 )
  Provision for estimated losses and reserves
    (2,870 )     2,950  
  Changes in other regulatory assets
    (14,171 )     (51,609 )
  Other
    (14,389 )     32,087  
Net cash flow provided by operating activities
    4,482       53,951  
                 
INVESTING ACTIVITIES
               
Construction expenditures
    (117,021 )     (59,434 )
Allowance for equity funds used during construction
    3,099       1,718  
Changes in other investments - net
    7,610       -  
Change in money pool receivable - net
    31,435       (26,958 )
Proceeds from the sale of assets
    3,951       (180 )
Other
    (14 )     81  
Net cash flow used in investing activities
    (70,940 )     (84,773 )
                 
FINANCING ACTIVITIES
               
Proceeds from the issuance of long-term debt
    77,248       148,723  
Retirement of long-term debt
    (100,000 )     -  
Change in money pool payable - net
    20,591       (66,044 )
Dividends paid:
               
  Common stock
    (20,200 )     (9,400 )
  Preferred stock
    (1,414 )     (1,414 )
Net cash flow provided by (used in) financing activities
    (23,775 )     71,865  
                 
Net increase (decrease) in cash and cash equivalents
    (90,233 )     41,043  
                 
Cash and cash equivalents at beginning of period
    91,451       1,082  
                 
Cash and cash equivalents at end of period
  $ 1,218     $ 42,125  
                 
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
         
Cash paid during the period for:
               
  Interest - net of amount capitalized
  $ 26,957     $ 26,538  
  Income taxes
  $ 1,500     $ -  
                 
                 
See Notes to Financial Statements.
               

 
123

 

ENTERGY MISSISSIPPI, INC.
BALANCE SHEETS
ASSETS
June 30, 2010 and December 31, 2009
(Unaudited)
             
   
2010
   
2009
 
   
(In Thousands)
 
             
CURRENT ASSETS
           
Cash and cash equivalents:
           
  Cash
  $ 1,209     $ 1,147  
  Temporary cash investments
    9       90,304  
    Total cash and cash equivalents
    1,218       91,451  
Accounts receivable:
               
  Customer
    62,595       50,092  
  Allowance for doubtful accounts
    (978 )     (1,018 )
  Associated companies
    18,576       36,565  
  Other
    10,792       12,842  
  Accrued unbilled revenues
    51,164       41,137  
    Total accounts receivable
    142,149       139,618  
Note receivable - Entergy New Orleans
    -       7,610  
Deferred fuel costs
    10,249       -  
Accumulated deferred income taxes
    8,028       294  
Fuel inventory - at average cost
    7,387       5,875  
Materials and supplies - at average cost
    33,961       37,979  
Prepayments and other
    -       2,820  
TOTAL
    202,992       285,647  
                 
OTHER PROPERTY AND INVESTMENTS
               
Investment in affiliates - at equity
    5,535       5,535  
Non-utility property - at cost (less accumulated depreciation)
    4,795       4,864  
Storm reserve escrow account
    31,881       31,867  
TOTAL
    42,211       42,266  
                 
UTILITY PLANT
               
Electric
    3,097,354       3,070,109  
Property under capital lease
    5,694       6,418  
Construction work in progress
    127,685       62,866  
TOTAL UTILITY PLANT
    3,230,733       3,139,393  
Less - accumulated depreciation and amortization
    1,137,502       1,115,756  
UTILITY PLANT - NET
    2,093,231       2,023,637  
                 
DEFERRED DEBITS AND OTHER ASSETS
               
Regulatory assets:
               
  Regulatory asset for income taxes - net
    43,647       34,114  
  Other regulatory assets
    257,668       251,407  
Other
    19,051       19,564  
TOTAL
    320,366       305,085  
                 
TOTAL ASSETS
  $ 2,658,800     $ 2,656,635  
                 
See Notes to Financial Statements.
               
 
 
 
124

 
 
ENTERGY MISSISSIPPI, INC.
BALANCE SHEETS
LIABILITIES AND SHAREHOLDERS' EQUITY
June 30, 2010 and December 31, 2009
(Unaudited)
                 
      2010       2009  
   
(In Thousands)
 
                 
CURRENT LIABILITIES
               
Currently maturing long-term debt
  $ 80,000     $ -  
Accounts payable:
               
  Associated companies
    61,898       58,421  
  Other
    56,588       31,176  
Customer deposits
    64,495       62,316  
Taxes accrued
    56,908       41,603  
Interest accrued
    20,083       19,179  
Deferred fuel costs
    -       72,907  
System agreement cost equalization
    12,369       -  
Gas hedge contracts
    7,007       -  
Other
    12,067       5,399  
TOTAL
    371,415       291,001  
                 
NON-CURRENT LIABILITIES
               
Accumulated deferred income taxes and taxes accrued
    587,887       578,759  
Accumulated deferred investment tax credits
    7,028       7,514  
Obligations under capital lease
    4,182       4,949  
Other regulatory liabilities
    -       2,905  
Asset retirement cost liabilities
    5,220       5,071  
Accumulated provisions
    38,533       41,403  
Pension and other postretirement liabilities
    104,367       111,437  
Long-term debt
    745,341       845,304  
Other
    31,833       29,146  
TOTAL
    1,524,391       1,626,488  
                 
Commitments and Contingencies
               
                 
Preferred stock without sinking fund
    50,381       50,381  
                 
SHAREHOLDERS' EQUITY
               
Common stock, no par value, authorized 12,000,000
               
 shares; issued and outstanding 8,666,357 shares in 2010 and 2009
    199,326       199,326  
Capital stock expense and other
    (690 )     (690 )
Retained earnings
    513,977       490,129  
TOTAL
    712,613       688,765  
                 
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY
  $ 2,658,800     $ 2,656,635  
                 
See Notes to Financial Statements.
               

 
125

 

ENTERGY MISSISSIPPI, INC.
SELECTED OPERATING RESULTS
For the Three and Six Months Ended June 30, 2010 and 2009
(Unaudited)
                         
                         
   
Three Months Ended
   
Increase/
       
Description
 
2010
   
2009
   
(Decrease)
   
%
 
   
(Dollars In Millions)
       
Electric Operating Revenues:
                       
  Residential
  $ 110     $ 101     $ 9       9  
  Commercial
    97       95       2       2  
  Industrial
    37       36       1       3  
  Governmental
    9       9       -       -  
    Total retail
    253       241       12       5  
  Sales for resale
                               
     Associated companies
    12       10       2       20  
     Non-associated companies
    10       7       3       43  
  Other
    33       33       -       -  
    Total
  $ 308     $ 291     $ 17       6  
                                 
Billed Electric Energy
                               
 Sales (GWh):
                               
  Residential
    1,235       1,094       141       13  
  Commercial
    1,173       1,115       58       5  
  Industrial
    566       519       47       9  
  Governmental
    99       96       3       3  
    Total retail
    3,073       2,824       249       9  
  Sales for resale
                               
     Associated companies
    87       66       21       32  
     Non-associated companies
    107       81       26       32  
    Total
    3,267       2,971       296       10  
                                 
                                 
   
Six Months Ended
   
Increase/
         
Description
    2010       2009    
(Decrease)
   
%
 
   
(Dollars In Millions)
       
Electric Operating Revenues:
                               
  Residential
  $ 216     $ 208     $ 8       4  
  Commercial
    181       188       (7 )     (4 )
  Industrial
    66       72       (6 )     (8 )
  Governmental
    18       18       -       -  
    Total retail
    481       486       (5 )     (1 )
  Sales for resale
                               
     Associated companies
    20       15       5       33  
     Non-associated companies
    18       14       4       29  
  Other
    33       37       (4 )     (11 )
    Total
  $ 552     $ 552     $ -       -  
                                 
Billed Electric Energy
                               
 Sales (GWh):
                               
  Residential
    2,780       2,378       402       17  
  Commercial
    2,269       2,186       83       4  
  Industrial
    1,068       1,026       42       4  
  Governmental
    196       189       7       4  
    Total retail
    6,313       5,779       534       9  
  Sales for resale
                               
     Associated companies
    154       86       68       79  
     Non-associated companies
    182       152       30       20  
    Total
    6,649       6,017       632       11  

 
126

 
 

ENTERGY NEW ORLEANS, INC.

MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS


Results of Operations

Net Income

Second Quarter 2010 Compared to Second Quarter 2009

Net income decreased $3.5 million primarily due to higher operation and maintenance expenses and higher taxes other than income taxes, partially offset by a lower effective income tax rate.

Six Months Ended June 30, 2010 Compared to Six Months Ended June 30, 2009

Net income increased $2.6 million primarily due to higher net revenue and a lower effective income tax rate, partially offset by higher other operation and maintenance expenses, higher taxes other than income taxes, and lower other income.

Net Revenue

Second Quarter 2010 Compared to Second Quarter 2009

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 2010 to the second quarter 2009.

   
Amount
   
(In Millions)
     
2009 net revenue
 
$63.9 
Miscellaneous insignificant items
 
2.0 
2010 net revenue
 
$65.9 


Gross operating revenues

Gross operating revenues increased primarily due to an increase of $10.8 million primarily due to the effect of the rate case settlement as discussed in Note 2 to the financial statements in the Form 10-K and increased retail gas and electricity usage due to the effect of more favorable volume/weather in the residential sector.  The increase was offset by a decrease of $17.4 million in affiliated wholesale revenue due to a decrease in volume resulting in less energy available for resale sales.

 
127

Entergy New Orleans, Inc.
Management's Financial Discussion and Analysis
 

Six Months Ended June 30, 2010 Compared to Six Months Ended June 30, 2009

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, 2010 to the six months ended June 30, 2009.

   
Amount
   
(In Millions)
     
2009 net revenue
 
$120.0 
Net gas revenue
 
9.0 
Volume/weather
 
7.4 
Effect of rate case settlement
 
(5.0)
Other
 
4.9 
2010 net revenue
 
$136.3 

The net gas variance is primarily due to more favorable weather compared to the same period in 2009.

The volume/weather variance is primarily due to an increase of 232 GWh, or 11%, in billed retail electricity usage primarily due to more favorable weather compared to the same period in 2009, and a 5.4% increase in the number of residential electric customers.

The effect of rate case settlement variance results from the April 2009 settlement of Entergy New Orleans's rate case, and includes the effects of realigning non-fuel costs associated with the operation of Grand Gulf from the fuel adjustment clause to electric base rates effective June 2009.  See Note 2 to the financial statements in the Form 10-K for further discussion of the rate case settlement.

Gross operating revenues and fuel and purchased power expenses

Gross operating revenues increased primarily due to:

·  
an increase of $28.2 million due to the effect of the rate case settlement, as discussed above;
·  
increased gas and electricity usage due to the effect of more favorable volume/weather, as discussed above; and
·  
an increase of $2.8 million in gas fuel cost recovery revenues due to higher usage.

The increase was offset by:

·  
a decrease of $15.6 million in electric fuel cost recovery revenues primarily due to the effect of the rate case settlement offset by higher fuel rates; and
·  
a decrease of $28.1 million in affiliated wholesale revenue due to a decrease in volume resulting in less energy available for resale sales.

Fuel and purchased power expenses decreased primarily due to decreased generation as a result of planned outages.  The decrease was offset by an increase in the volume of system purchases as a result of the displacement of gas generation coupled with an increase in the average price of associated purchased power.

Other Income Statement Variances

Second Quarter 2010 Compared to Second Quarter 2009

Other operation and maintenance expenses increased primarily due to an increase of $10.7 million in fossil expenses due to the timing of outages and the increased scope of work done during this year’s outage.
 
128

Entergy New Orleans, Inc.
Management's Financial Discussion and Analysis

Taxes other than income taxes increased primarily due to an increase in local franchise taxes resulting from higher electric and gas retail revenues as compared with the same period in 2009.

Six Months Ended June 30, 2010 Compared to Six Months Ended June 30, 2009

Other operation and maintenance expenses increased primarily due to an increase of $12.6 million in fossil expenses due to the timing of outages and the increased scope of work done during this year’s outages.

Taxes other than income taxes increased primarily due to higher millage rates and an increase in local franchise taxes resulting from higher electric and gas retail revenues as compared with the same period in 2009.

Other income decreased primarily due to carrying costs on Hurricane Gustav and Hurricane Ike storm restoration costs recorded in 2009.  See Note 2 to the financial statements in the Form 10-K for further discussion of the storm reserve established in the April 2009 rate case settlement.

Income Taxes

The effective income tax rate was 16.5% for the second quarter 2010 and 29.8% for the six months ended June 30, 2010.  The differences in the effective income tax rates for the second quarter 2010 and the six months ended June 30, 2010 versus the federal statutory rate of 35% are primarily due to flow-through book and tax timing differences, partially offset by certain book and tax differences related to utility plant items and state income taxes.
 
The effective income tax rate was 39.8% for the second quarter 2009 and 39.6% for the six months ended June 30, 2009.  The differences in the effective income tax rates for the second quarter of 2009 and the six months ended June 30, 2009 versus the federal statutory rate of 35% are primarily due to state income taxes and book and tax differences related to utility plant items.

Liquidity and Capital Resources

Cash Flow

Cash flows for the six months ended June 30, 2010 and 2009 were as follows:

   
2010
 
2009
   
(In Thousands)
         
Cash and cash equivalents at beginning of period
 
$191,191 
 
$137,444 
         
Cash flow provided by (used in):
       
 
Operating activities
 
49,828 
 
44,787 
 
Investing activities
 
(10,226)
 
(51,267)
 
Financing activities
 
(90,398)
 
(9,238)
Net decrease in cash and cash equivalents
 
(50,796)
 
(15,718)
         
Cash and cash equivalents at end of period
 
$140,395 
 
$121,726 
 
129

 
Entergy New Orleans, Inc.
Management's Financial Discussion and Analysis
 
 

Operating Activities

Net cash flow provided by operating activities increased $5.0 million for the six months ended June 30, 2010 compared to the six months ended June 30, 2009 primarily due to the receipt of $19.2 million in CDBG funds.

The increase was partially offset by:

·  
an increase of $3.2 million in interest payments;
·  
$3.2 million in income tax refunds received in 2009; and
·  
an increase in pension contributions of $2.2 million.

Investing Activities

Net cash flow used in investing activities decreased $41.0 million for the six months ended June 30, 2010 compared to the six months ended June 30, 2009 primarily due to money pool activity and a storm reserve drawdown.

Decreases in Entergy New Orleans's receivable from the money pool are a source of cash flow, and Entergy New Orleans's receivable from the money pool decreased by $18.1 million in the six months ended June 30, 2010 compared to increasing by $18 million in the six months ended June 30, 2009.  The money pool is an inter-company borrowing arrangement designed to reduce the Utility subsidiaries' need for external short-term borrowings.

Financing Activities

Net cash flow used in financing activities increased $81.2 million for the six months ended June 30, 2010 compared to the six months ended June 30, 2009 primarily due to the repayment of $74.3 million of affiliate notes payable.

See Note 4 to the financial statements for the details on long-term debt.

Capital Structure

Entergy New Orleans's capitalization is balanced between equity and debt, as shown in the following table. The decrease in the debt to capital ratio is due to the repayment of affiliate notes payable in May 2010, as discussed below.

   
June 30,
 2010
 
December 31,
2009
         
Net debt to net capital
 
19.8%
 
26.2%
Effect of subtracting cash from debt
 
26.4%
 
28.2%
Debt to capital
 
46.2%
 
54.4%

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, preferred stock without sinking fund, 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'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 New Orleans's uses and sources of capital.  The following are updates to the Form 10-K.
 
130

 
Entergy New Orleans, Inc.
Management's Financial Discussion and Analysis
Entergy New Orleans's receivables from the money pool were as follows:

June 30,
2010
 
December 31,
2009
 
June 30,
2009
 
December 31,
2008
(In Thousands)
             
$48,078
 
$66,149
 
$78,079
 
$60,093

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

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.  In May 2010, Entergy New Orleans repaid, at maturity, the notes payable.

On July 1, 2010, Entergy New Orleans paid, at maturity, its $30 million of 4.98% Series first mortgage bonds.

State and Local Rate Regulation

See "MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS – State and Local Rate Regulation" in the Form 10-K for a discussion of state and local rate regulation.  Following is an update to that discussion.

In May 2010, Entergy New Orleans filed its electric and gas formula rate plan evaluation reports.  The filings request a $12.8 million electric base revenue decrease and a $2.4 million gas base revenue increase.  The new rates would be effective with the first billing cycle in October 2010.  The City Council and its Advisors’ review and consideration of these filings is pending.

Federal Regulation

See "System Agreement Proceedings" and "Independent Coordinator of Transmission" in the "Rate, Cost-recovery, and Other Regulation" section of Entergy Corporation and Subsidiaries Management's Financial Discussion and Analysis for updates to the discussion in the Form 10-K.

Environmental Risks

See "MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS - Environmental Risks" in the Form 10-K for a discussion of 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 Entergy New Orleans's accounting for unbilled revenue and qualified pension and other postretirement benefits.

Federal Healthcare Legislation

See the "Critical Accounting Estimates - Federal Healthcare Legislation" section of Entergy Corporation and Subsidiaries Management's Financial Discussion and Analysis for an update to the Form 10-K discussion on critical accounting estimates.

 
131

 


ENTERGY NEW ORLEANS, INC.
INCOME STATEMENTS
For the Three and Six Months Ended June 30, 2010 and 2009
(Unaudited)
                         
   
Three Months Ended
   
Six Months Ended
 
   
2010
   
2009
   
2010
   
2009
 
   
(In Thousands)
   
(In Thousands)
 
                         
OPERATING REVENUES
                       
Electric
  $ 119,666     $ 118,700     $ 244,632     $ 245,644  
Natural gas
    18,915       18,437       74,048       62,587  
TOTAL
    138,581       137,137       318,680       308,231  
                                 
OPERATING EXPENSES
                               
Operation and Maintenance:
                               
   Fuel, fuel-related expenses, and
                               
     gas purchased for resale
    11,867       25,946       71,958       93,733  
   Purchased power
    60,229       47,087       109,138       94,364  
   Other operation and maintenance
    37,053       28,085       65,181       54,535  
Taxes other than income taxes
    10,125       8,761       22,071       19,216  
Depreciation and amortization
    8,816       8,455       17,525       16,770  
Other regulatory charges - net
    568       224       1,332       178  
TOTAL
    128,658       118,558       287,205       278,796  
                                 
OPERATING INCOME
    9,923       18,579       31,475       29,435  
                                 
OTHER INCOME
                               
Allowance for equity funds used during construction
    192       (109 )     361       109  
Interest and dividend income
    162       1,236       296       3,017  
Miscellaneous - net
    (287 )     (266 )     (471 )     (521 )
TOTAL
    67       861       186       2,605  
                                 
INTEREST AND OTHER CHARGES
                               
Interest on long-term debt
    2,903       2,908       5,809       5,819  
Other interest - net
    633       1,513       1,784       2,414  
Allowance for borrowed funds used during construction
    (92 )     82       (174 )     (39 )
TOTAL
    3,444       4,503       7,419       8,194  
                                 
INCOME BEFORE INCOME TAXES
    6,546       14,937       24,242       23,846  
                                 
Income taxes
    1,079       5,942       7,214       9,452  
                                 
NET INCOME
    5,467       8,995       17,028       14,394  
                                 
Preferred dividend requirements and other
    241       241       482       482  
                                 
EARNINGS APPLICABLE TO
                               
COMMON STOCK
  $ 5,226     $ 8,754     $ 16,546     $ 13,912  
                                 
See Notes to Financial Statements.
                               

 
132

 

ENTERGY NEW ORLEANS, INC.
STATEMENTS OF CASH FLOWS
For the Six Months Ended June 30, 2010 and 2009
(Unaudited)
   
2010
   
2009
 
   
(In Thousands)
 
OPERATING ACTIVITIES
           
Net income
  $ 17,028     $ 14,394  
Adjustments to reconcile net income to net cash flow provided by operating activities:
         
  Reserve for regulatory adjustment
    196       -  
  Other regulatory charges - net
    1,332       178  
  Depreciation and amortization
    17,525       16,770  
  Deferred income taxes, investment tax credits, and non-current taxes accrued
    29,868       (3,596 )
  Changes in working capital:
               
    Receivables
    4,508       28,382  
    Fuel inventory
    (919 )     4,886  
    Accounts payable
    1,960       (11,896 )
    Prepaid taxes and taxes accrued
    (24,619 )     15,094  
    Interest accrued
    (672 )     (437 )
    Deferred fuel costs
    (4,910 )     (6,989 )
    Other working capital accounts
    (13,168 )     (9,504 )
  Provision for estimated losses and reserves
    (7,875 )     3,048  
  Changes in other regulatory assets
    7,627       (6,493 )
  Changes in pension and other postretirement liabilities
    (3,823 )     (1,780 )
  Other
    25,770       2,730  
Net cash flow provided by operating activities
    49,828       44,787  
                 
INVESTING ACTIVITIES
               
Construction expenditures
    (35,568 )     (30,063 )
Allowance for equity funds used during construction
    361       109  
Change in money pool receivable - net
    18,071       (17,986 )
Changes in other investments - net
    6,910       (3,327 )
Net cash flow used in investing activities
    (10,226 )     (51,267 )
                 
FINANCING ACTIVITIES
               
Retirement of long-term debt
    (74,993 )     -  
Dividends paid:
               
  Common stock
    (14,900 )     (8,000 )
  Preferred stock
    (482 )     (482 )
Other
    (23 )     (756 )
Net cash flow used in financing activities
    (90,398 )     (9,238 )
                 
Net decrease in cash and cash equivalents
    (50,796 )     (15,718 )
                 
Cash and cash equivalents at beginning of period
    191,191       137,444  
                 
Cash and cash equivalents at end of period
  $ 140,395     $ 121,726  
                 
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
               
Cash paid/(received) during the period for:
               
  Interest - net of amount capitalized
  $ 7,936     $ 4,698  
  Income taxes
    -     $ (3,212 )
                 
See Notes to Financial Statements.
               

 
133

 

ENTERGY NEW ORLEANS, INC.
BALANCE SHEETS
ASSETS
June 30, 2010 and December 31, 2009
(Unaudited)
             
   
2010
   
2009
 
   
(In Thousands)
 
             
CURRENT ASSETS
           
Cash and cash equivalents
           
  Cash
  $ 1,261     $ 1,179  
  Temporary cash investments
    139,134       190,012  
        Total cash and cash equivalents
    140,395       191,191  
Accounts receivable:
               
  Customer
    45,964       41,284  
  Allowance for doubtful accounts
    (1,277 )     (1,166 )
  Associated companies
    49,709       78,670  
  Other
    4,241       2,299  
  Accrued unbilled revenues
    20,299       20,328  
    Total accounts receivable
    118,936       141,415  
Deferred fuel costs
    8,906       3,996  
Accumulated deferred income taxes
    -       2,584  
Fuel inventory - at average cost
    3,452       2,533  
Materials and supplies - at average cost
    9,548       9,674  
Prepaid taxes
    22,942       -  
Prepayments and other
    9,462       4,311  
TOTAL
    313,641       355,704  
                 
OTHER PROPERTY AND INVESTMENTS
               
Investment in affiliates - at equity
    3,259       3,259  
Non-utility property at cost (less accumulated depreciation)
    1,016       1,016  
Storm reserve escrow account
    2,589       9,499  
TOTAL
    6,864       13,774  
                 
UTILITY PLANT
               
Electric
    801,073       789,367  
Natural gas
    201,907       199,847  
Construction work in progress
    13,772       21,148  
TOTAL UTILITY PLANT
    1,016,752       1,010,362  
Less - accumulated depreciation and amortization
    524,013       514,609  
UTILITY PLANT - NET
    492,739       495,753  
                 
DEFERRED DEBITS AND OTHER ASSETS
               
Regulatory assets:
               
  Deferred fuel costs
    4,080       4,080  
  Other regulatory assets
    117,173       125,686  
Other
    6,856       6,079  
TOTAL
    128,109       135,845  
                 
TOTAL ASSETS
  $ 941,353     $ 1,001,076  
                 
See Notes to Financial Statements.
               
 
 
 
134

 
 
ENTERGY NEW ORLEANS, INC.
BALANCE SHEETS
LIABILITIES AND SHAREHOLDERS' EQUITY
June 30, 2010 and December 31, 2009
(Unaudited)
                 
                 
      2010       2009  
   
(In Thousands)
 
                 
CURRENT LIABILITIES
               
Currently maturing long-term debt
  $ 30,000     $ 30,000  
Notes payable - associated companies
    -       74,230  
Accounts payable:
               
  Associated companies
    29,366       28,138  
  Other
    25,741       23,653  
Customer deposits
    20,740       20,505  
Taxes accrued
    -       1,677  
Accumulated deferred income taxes
    2,895       -  
Interest accrued
    3,277       3,949  
System agreement cost equalization
    -       6,000  
Other
    3,425       5,803  
TOTAL CURRENT LIABILITIES
    115,444       193,955  
                 
NON-CURRENT LIABILITIES
               
Accumulated deferred income taxes and taxes accrued
    181,516       147,496  
Accumulated deferred investment tax credits
    1,994       2,153  
Regulatory liability for income taxes - net
    58,617       58,970  
Other regulatory liabilities
    40,857       43,148  
Retirement cost liability
    3,283       3,174  
Accumulated provisions
    8,116       15,991  
Pension and other postretirement liabilities
    39,950       43,773  
Long-term debt
    167,264       168,023  
Gas system rebuild insurance proceeds
    86,575       90,116  
Other
    7,725       5,911  
TOTAL NON-CURRENT LIABILITIES
    595,897       578,755  
                 
                 
Commitments and Contingencies
               
                 
Preferred stock without sinking fund
    19,780       19,780  
                 
SHAREHOLDERS' EQUITY
               
Common stock, $4 par value, authorized 10,000,000
               
  shares; issued and outstanding 8,435,900 shares in 2010
               
  and 2009
    33,744       33,744  
Paid-in capital
    36,294       36,294  
Retained earnings
    140,194       138,548  
TOTAL
    210,232       208,586  
                 
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY
  $ 941,353     $ 1,001,076  
                 
See Notes to Financial Statements.
               

 
135

 
 

 
ENTERGY NEW ORLEANS, INC.
SELECTED OPERATING RESULTS
For the Three and Six Months Ended June 30, 2010 and 2009
(Unaudited)
                         
                         
   
Three Months Ended
   
Increase/
       
Description
 
2010
   
2009
   
(Decrease)
   
%
 
   
(Dollars In Millions)
       
Electric Operating Revenues:
                       
  Residential
  $ 41     $ 32     $ 9       28  
  Commercial
    41       36       5       14  
  Industrial
    9       8       1       13  
  Governmental
    17       14       3       21  
    Total retail
    108       90       18       20  
  Sales for resale
                               
     Associated companies
    2       20       (18 )     (90 )
  Other
    10       9       1       11  
    Total
  $ 120     $ 119     $ 1       1  
                                 
Billed Electric Energy
                               
 Sales (GWh):
                               
  Residential
    379       336       43       13  
  Commercial
    458       439       19       4  
  Industrial
    134       134       -       -  
  Governmental
    191       192       (1 )     (1 )
    Total retail
    1,162       1,101       61       6  
  Sales for resale
                               
     Associated companies
    24       378       (354 )     (94 )
     Non-associated companies
    1       2       (1 )     (50 )
    Total
    1,187       1,481       (294 )     (20 )
                                 
                                 
   
Six Months Ended
   
Increase/
         
Description
    2010       2009  
(Decrease)
   
%
 
   
(Dollars In Millions)
         
Electric Operating Revenues:
                               
  Residential
  $ 87     $ 67     $ 20       30  
  Commercial
    78       75       3       4  
  Industrial
    16       17       (1 )     (6 )
  Governmental
    32       30       2       7  
    Total retail
    213       189       24       13  
  Sales for resale
                               
     Associated companies
    22       51       (29 )     (57 )
  Other
    10       6       4       67  
    Total
  $ 245     $ 246     $ (1 )     -  
                                 
Billed Electric Energy
                               
 Sales (GWh):
                               
  Residential
    865       669       196       29  
  Commercial
    886       844       42       5  
  Industrial
    241       247       (6 )     (2 )
  Governmental
    374       374       -       -  
    Total retail
    2,366       2,134       232       11  
  Sales for resale
                               
     Associated companies
    304       866       (562 )     (65 )
     Non-associated companies
    9       10       (1 )     (10 )
    Total
    2,679       3,010       (331 )     (11 )

 
136

 
 

ENTERGY TEXAS, INC.

MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS


Results of Operations

Net Income

Second Quarter 2010 Compared to Second Quarter 2009

Net income increased by $17.2 million primarily due to higher net revenue, lower other operation and maintenance expenses, a lower effective income tax rate, and lower interest and other charges, partially offset by lower other income.

Six Months Ended June 30, 2010 Compared to Six Months Ended June 30, 2009

Net income increased by $23.3 million primarily due to higher net revenue, lower other operation and maintenance expenses, and a lower effective income tax rate, partially offset by lower other income and higher taxes other than income taxes.

Net Revenue

Second Quarter 2010 Compared to Second Quarter 2009

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 2010 to the second quarter 2009.

   
Amount
   
(In Millions)
     
2009 net revenue
 
$109.1 
Rough production cost equalization
 
18.6 
Net wholesale revenue
 
9.6 
Volume/weather
 
6.0 
Securitization transition charge
 
4.6 
Purchased power capacity
 
(13.7)
Other
 
5.5 
2010 net revenue
 
$139.7 

The rough production cost equalization variance is due to an additional $18.6 million allocation recorded in the second quarter of 2009 of 2007 rough production cost equalization receipts ordered by the PUCT to Texas retail customers over what was originally allocated to Entergy Texas prior to the jurisdictional separation of Entergy Gulf States, Inc. into Entergy Gulf States Louisiana and Entergy Texas, effective December 2007, as discussed in Note 2 to the financial statements.

The net wholesale revenue variance is primarily due to increased sales to municipal and co-op customers due to the addition of new contracts and higher revenue as a result of sales to Entergy Gulf States Louisiana.

The volume/weather variance is primarily due to increased electricity usage primarily in the residential and commercial sectors coupled with the effect of more favorable weather on residential sales.  Billed electricity usage increased a total of 151 GWh, or 4%.
 
137

Entergy Texas, Inc.
Management's Financial Discussion and Analysis
 

The securitization transition charge variance is due to the issuance of securitization bonds.  In November 2009, Entergy Texas Restoration Funding, LLC, a company wholly-owned and consolidated by Entergy Texas, issued securitization bonds and with the proceeds purchased from Entergy Texas the transition property, which is the right to recover from customers through a transition charge amounts sufficient to service the securitization bonds.  The securitization transition charge is offset with a corresponding increase in interest on long-term debt with no impact on net income.  See Note 5 to the financial statements in the Form 10-K for further discussion of the securitization bond issuance.

The purchased power capacity variance is primarily due to ongoing purchased power capacity expense.

Gross operating revenues and  fuel and purchased power expenses

Gross operating revenues increased primarily due to an increase of $89.6 million in gross wholesale revenues as a result of increased customer contracts, as discussed above, and an increase of $45 million in fuel cost recovery revenues primarily attributable to higher fuel rates and increased usage.  The increase was partially offset by a decrease of $48.7 million in rider revenues.

Fuel and purchased power expenses increased primarily due to increases in net area demand and the average market prices of natural gas and purchased power, coupled with an increase in deferred fuel expense as the result of higher fuel revenues, as discussed above.

Six Months Ended June 30, 2010 Compared to Six Months Ended June 30, 2009

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, 2010 to the six months ended June 30, 2009.

   
Amount
   
(In Millions)
     
2009 net revenue
 
$207.8 
Net wholesale revenue
 
22.0 
Rough production cost equalization
 
18.6 
Volume/weather
 
16.5 
Securitization transition charge
 
9.3 
Purchased power capacity
 
(17.2)
Other
 
3.8 
2010 net revenue
 
$260.8 

The net wholesale revenue variance is primarily due to increased sales to municipal and co-op customers due to the addition of new contracts and higher revenue as a result of sales to Entergy Gulf States Louisiana.

The rough production cost equalization variance is due to an additional $18.6 million allocation recorded in the second quarter of 2009 of 2007 rough production cost equalization receipts ordered by the PUCT to Texas retail customers over what was originally allocated to Entergy Texas prior to the jurisdictional separation of Entergy Gulf States, Inc. into Entergy Gulf States Louisiana and Entergy Texas, effective December 2007, as discussed in Note 2 to the financial statements.

The volume/weather variance is primarily due to increased electricity usage primarily in the residential and commercial sectors coupled with the effect of more favorable weather on residential sales.  Billed electricity usage increased a total of 521 GWh, or 7%.
 
138

 
Entergy Texas, Inc.
Management's Financial Discussion and Analysis
 

The securitization transition charge variance is due to the issuance of securitization bonds.  In November 2009, Entergy Texas Restoration Funding, LLC, a company wholly-owned and consolidated by Entergy Texas, issued securitization bonds and with the proceeds purchased from Entergy Texas the transition property, which is the right to recover from customers through a transition charge amounts sufficient to service the securitization bonds.  The securitization transition charge is offset with a corresponding increase in interest on long-term debt with no impact on net income.  See Note 5 to the financial statements in the Form 10-K for further discussion of the securitization bond issuance.

The purchased power capacity variance is primarily due to ongoing purchased power capacity expense.

Gross operating revenues and fuel and purchased power expenses

Gross operating revenues increased primarily due to an increase of $112.5 million in gross wholesale revenues as a result of increased customer contracts and an increase of $16.5 million related to volume/weather, as discussed above.  The increase was substantially offset by a decrease of $79.2 million in fuel cost recovery revenues primarily attributable to lower fuel rates and the interim fuel refund in the first quarter 2010 and a decrease of $32.8 million in rider revenues.  The interim fuel refund and the PUCT approval is discussed in Note 2 to the financial statements in the Form 10-K.

Fuel and purchased power expenses decreased primarily due to a decrease in deferred fuel expense as the result of lower fuel revenues as discussed above, partially offset by an increase in purchased power expenses due to an increase in net area demand and the average market price of purchased power.

Other Income Statement Variances

Second Quarter 2010 Compared to Second Quarter 2009

Other operation and maintenance expenses decreased primarily due to a charge of $6.8 million in June 2009 resulting from the Hurricane Ike and Hurricane Gustav storm cost recovery settlement with the PUCT.  See Note 2 to the financial statements in the Form 10-K for discussion of this settlement.

Other income decreased primarily due to carrying costs recorded in 2009 on storm restoration costs as approved by Texas legislation.  See Note 2 to the financial statements in the Form 10-K for further discussion of Hurricane Ike storm cost recovery filings.

Interest and other charges decreased primarily due to lower interest on deferred fuel costs and the pay-down of the debt assumption agreement liability, partially offset by the issuance of $546 million in securitization bonds in November 2009 and the issuance of $150 million of 7.875% Series mortgage bonds in May 2009.

Six Months Ended June 30, 2010 Compared to Six Months Ended June 30, 2009

Other operation and maintenance expenses decreased primarily due to:

·  
a charge of $6.8 million in June 2009 resulting from the Hurricane Ike and Hurricane Gustav storm cost recovery settlement with the PUCT.  See Note 2 to the financial statements in the Form 10-K for discussion of this settlement;
·  
a decrease of $2.7 million in customer service costs primarily as a result of write-offs of uncollectible customer accounts;
·  
a decrease of $1.8 million in local easement fees as a result of fuel refunds; and
·  
a decrease of $1.2 million in transportation and distribution costs primarily due to the timing of various projects.
 
139

Entergy Texas, Inc.
Management's Financial Discussion and Analysis
 

The decrease was partially offset by an increase of $5.6 million in fossil expenses primarily due to higher plant maintenance costs and plant outages.

Taxes other than income taxes increased primarily due to a provision recorded for potential additional sales and use taxes.

Other income decreased primarily due to carrying costs recorded in 2009 on storm restoration costs as approved by Texas legislation.  See Note 2 to the financial statements in the Form 10-K for further discussion of Hurricane Ike storm cost recovery filings.

Interest and other charges decreased primarily due to lower interest on deferred fuel costs, the repayment of Entergy Texas' $160 million note payable from Entergy Corporation in January 2009, and the pay-down of the debt assumption agreement liability.  The decrease was partially offset by the issuance of $546 million in securitization bonds in November 2009 and the issuance of $150 million of 7.875% Series mortgage bonds in May 2009.

Income Taxes

The effective income tax rate was 38.2% for the second quarter 2010 and 40.0% for the six months ended June 30, 2010.  The differences in the effective income tax rate for the second quarter 2010 and for the six months ended June 30, 2010 versus the federal statutory rate of 35% were 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 allowance for equity funds used during construction and the amortization of investment tax credits.

The effective income tax rate was 54.3% for the second quarter 2009 and 46.8% for the six months ended June 30, 2009.  The differences in the effective income tax rate for the second quarter 2009 and for the six months ended June 30, 2009 versus the federal statutory rate of 35% were primarily due to book and tax differences related to state income taxes, payroll- and benefits-related items, and utility plant items, 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, 2010 and 2009 were as follows:

   
2010
 
2009
   
(In Thousands)
         
Cash and cash equivalents at beginning of period
 
$200,703 
 
$2,239 
         
Cash flow provided by (used in):
       
 
Operating activities
 
4,680 
 
(26,998)
 
Investing activities
 
(60,964)
 
(145,929)
 
Financing activities
 
(42,655)
 
246,220 
Net increase (decrease) in cash and cash equivalents
 
(98,939)
 
73,293 
         
Cash and cash equivalents at end of period
 
$101,764 
 
$75,532 
 
140

 
Entergy Texas, Inc.
Management's Financial Discussion and Analysis
 

Operating Activities

Entergy Texas' operating activities provided $4.7 million of cash for the six months ended June 30, 2010 compared to using $27 million of cash for the six months ended June 30, 2009 primarily due to Hurricane Ike restoration spending in 2009, partially offset by an $87.8 million fuel cost refund made in the first quarter 2010, which is discussed further in the Form 10-K, and the timing of collection of receivables from customers.

Investing Activities

Net cash flow used in investing activities decreased $85 million for the six months ended June 30, 2010 compared to the six months ended June 30, 2009 primarily due to money pool activity and a decrease in construction expenditures due to Hurricane Ike spending in 2009, offset by increased remittances to the securitization trust account as a result of the issuance of $546 million in securitization bonds in November 2009.  See Note 5 to the financial statements in the Form 10-K for further discussion of the issuance of the securitization bonds.

Decreases in Entergy Texas's receivable from the money pool are a source of cash flow, and Entergy Texas's receivable from the money pool decreased by $34.8 million for the six months ended June 30, 2010 compared to increasing by $48.4 million for the six months ended June 30, 2009.  The money pool is an inter-company borrowing arrangement designed to reduce Entergy's subsidiaries' need for external short-term borrowings.

Financing Activities

Entergy Texas's financing activities used $42.7 million of cash for the six months ended June 30, 2010 compared to providing $246.2 million of cash for the six months ended June 30, 2009 primarily due to:

·  
the issuance of $500 million of 7.125% Series mortgage bonds in January 2009;
·  
the issuance of $150 million of 7.875% Series mortgage bonds in May 2009;
·  
the issuance of $200 million of 3.60% Series mortgage bonds in May 2010;
·  
the retirement of $177.3 million of long-term debt in 2010 compared to $80 million in 2009; and
·  
an increase of $63.2 million in common equity distributions.

The use of cash was partially offset by:

·  
the repayment of Entergy Texas' $160 million note payable to Entergy Corporation in January 2009;
·  
the repayment of $100 million outstanding on Entergy Texas' credit facility in February 2009; and
·  
money pool activity.

Decreases in Entergy Texas' payable to the money pool is a use of cash flow, and Entergy Texas' payable to the money pool decreased by $50.8 million for the six months ended June 30, 2009.

Capital Structure

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

   
June 30,
 2010
 
December 31,
2009
         
Net debt to net capital, excluding the securitization
  bonds, which are non-recourse to Entergy Texas
 
 
47.9%
 
 
42.3%
Effect of excluding the securitization bonds
 
18.0%
 
21.0%
Net debt to net capital
 
65.9%
 
63.3%
Effect of subtracting cash from debt
 
1.4%
 
3.0%
Debt to capital
 
67.3%
 
66.3%
 
141

Entergy Texas, Inc.
Management's Financial Discussion and Analysis
 

Net debt consists of debt less cash and cash equivalents.  Debt consists of notes payable and long-term debt, including the currently maturing portion and the debt assumption liability.  Capital consists of debt and shareholder's equity.  Net capital consists of capital less cash and cash equivalents.  Entergy Texas 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 Texas'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 Texas's uses and sources of capital.  Following are updates to the information provided in the Form 10-K.

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

June 30,
2010
 
December 31,
2009
 
June 30,
2009
 
December 31,
2008
(In Thousands)
             
$34,505
 
$69,317
 
$48,363
 
($50,794)

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 Texas has a credit facility in the amount of $100 million scheduled to expire in August 2012.  No borrowings were outstanding under the facility as of June 30, 2010.

In May 2010, Entergy Texas issued $200 million of 3.60% Series mortgage bonds due June 2015.  Entergy Texas used the proceeds to pay prior to maturity Entergy Texas' remaining obligations (with interest rates ranging from 4.875% to 6.18% per annum and maturities ranging from November 1, 2011 to March 1, 2035) pursuant to the debt assumption agreement with Entergy Gulf States Louisiana and for other general corporate purposes.

State and Local Rate Regulation

See "MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS - State and Local Rate Regulation" in the Form 10-K for a discussion of state and local rate regulation.  Following are updates to that discussion.

As discussed in the Form 10-K, in December 2009, Entergy Texas filed a rate case requesting a $198.7 million increase reflecting an 11.5% return on common equity based on an adjusted June 2009 test year.  The filing includes a proposed cost of service adjustment rider with a three-year term beginning with the 2010 calendar year as the initial evaluation period.  Key provisions include a plus or minus 15 basis point bandwidth, with earnings outside the bandwidth reset to the bottom or top of the band and rates changing prospectively depending upon whether Entergy Texas is under or over-earning.  The annual change in revenue requirement is limited to a percentage change in the Consumer Price Index for urban areas, and the filing includes a provision for extraordinary events greater than $10 million per year that would be considered separately.  The filing also proposes a purchased power recovery rider and a competitive generation service tariff and will establish test year baseline values to be used in the transmission cost recovery factor rider authorized for use by Entergy Texas in the 2009 legislative session.  The rate case also includes a $2.8 million revenue requirement to provide supplemental funding for the decommissioning trust maintained for the 70% share of River Bend for which Entergy Texas retail customers are responsible, in response to an NRC notification of a projected shortfall of decommissioning funding assurance.  Beginning in May 2010, Entergy Texas implemented a $17.5 million interim rate increase, subject to refund.  Intervenors and PUCT Staff filed testimony opposing the riders discussed above and recommended disallowances that would result in a maximum rate increase of, based on the PUCT Staff’s testimony, $58 million.  Hearings regarding the merits of the competitive generation service tariff, which was a proposal required by law that would allow certain larger customers to obtain alternative generation supply, were held in July 2010, and this issue is pending a PUCT decision.  
 
142

Entergy Texas, Inc.
Management's Financial Discussion and Analysis
 
The parties filed a settlement in August 2010 intended to resolve the other issues in the rate case proceeding.  The settlement provides for a $59 million base rate increase for electricity usage beginning August 15, 2010, with an additional increase of $9 million for bills rendered beginning May 2, 2011.  The settlement stipulates an authorized return on equity of 10.125%.  The settlement provides that Entergy Texas's proposed cost of service adjustment rider, purchased power recovery rider, and transmission cost recovery factors will not be approved in the rate case proceeding, although baseline values were established to be used in Entergy Texas's request for a transmission recovery factor that will be made in a separate proceeding.  The settlement states that Entergy Texas's fuel costs for the period April 2007 through June 2009 are reconciled, with $3.25 million of disallowed costs.  The settlement also sets River Bend decommissioning costs at $2.0 million annually.  The current jurisdictional deadline by which the PUCT is required to issue a final order in this proceeding is November 1, 2010.
 
As discussed in the Form 10-K, in January 2008, Entergy Texas made a compliance filing with the PUCT describing how its 2007 rough production cost equalization receipts under the System Agreement were allocated between Entergy Gulf States, Inc.'s Texas and Louisiana jurisdictions.  In December 2008 the PUCT adopted an ALJ proposal for decision recommending an additional $18.6 million allocation to Texas retail customers.  Because the PUCT allocation to Texas retail customers is inconsistent with the LPSC allocation to Louisiana retail customers, the PUCT's decision results in trapped costs between the Texas and Louisiana jurisdictions with no mechanism for recovery.  The PUCT denied Entergy Texas' motion for rehearing and Entergy Texas commenced proceedings in both state and federal district courts seeking to reverse the PUCT's decision.  The federal proceeding had been abated pending action by the FERC in the proceeding discussed below.  

Entergy Texas filed with the FERC a proposed amendment to the System Agreement bandwidth formula to specifically calculate the payments to Entergy Gulf States Louisiana and Entergy Texas of Entergy Gulf States, Inc.'s rough production cost equalization receipts for 2007.  In May 2009 the FERC issued an order rejecting the proposed amendment.  Because of the FERC's order, Entergy Texas recorded the effects of the PUCT's allocation of the additional $18.6 million to Texas retail customers in the second quarter 2009.  On an after-tax basis, the charge to earnings was approximately $13.0 million (including interest).  In May 2010 the FERC rejected Entergy's request for rehearing of the FERC's order.  On July 14, 2010, Entergy appealed the FERC's decision to the U.S. Court of Appeals for the District of Columbia.
 
                In the settlement of Entergy Texas's December 2009 rate case proceeding, Entergy Texas agreed to credit to fuel factor customers $18.6 million, with the parties agreeing that this amount represents the remaining portion of the 2007 rough production cost equalization payments received by Entergy Texas.  Entergy Texas also agreed to dismiss the state and federal district court proceedings and its appeal of the FERC's decision, all of which were seeking to change the result of the December 2008 PUCT decision.

In June 2010, Entergy Texas filed with the PUCT a request to refund approximately $66 million, including interest, of fuel cost recovery over-collections through May 2010.  Entergy Texas requested that the proposed refund be made over a six-month period beginning no later than September 2010.  The request is pending consideration by the PUCT.

Federal Regulation

See "System Agreement Proceedings" and "Independent Coordinator of Transmission" in the "Rate, Cost-recovery, and Other Regulation" section of Entergy Corporation and Subsidiaries Management's Financial Discussion and Analysis for updates to the discussion in the Form 10-K.

Environmental Risks

See "MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS - Environmental Risks" in the Form 10-K for a discussion of environmental risks.
 
143

Entergy Texas, Inc.
Management's Financial Discussion and Analysis
 

Critical Accounting Estimates

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

Federal Healthcare Legislation

See the "Critical Accounting Estimates - Federal Healthcare Legislation" section of Entergy Corporation and Subsidiaries Management's Financial Discussion and Analysis for an update to the Form 10-K discussion on critical accounting estimates.

 
144

 

ENTERGY TEXAS, INC. AND SUBSIDIARIES
CONSOLIDATED INCOME STATEMENTS
For the Three and Six Months Ended June 30, 2010 and 2009
(Unaudited)
                         
   
Three Months Ended
   
Six Months Ended
 
   
2010
   
2009
   
2010
   
2009
 
   
(In Thousands)
   
(In Thousands)
 
                         
OPERATING REVENUES
                       
Electric
  $ 471,153     $ 377,319     $ 807,359     $ 790,793  
                                 
OPERATING EXPENSES
                               
Operation and Maintenance:
                               
   Fuel, fuel-related expenses, and
                               
     gas purchased for resale
    128,897       102,900       135,456       269,832  
   Purchased power
    188,882       138,160       381,576       279,417  
   Other operation and maintenance
    51,954       60,109       95,323       105,629  
Decommissioning
    51       48       102       96  
Taxes other than income taxes
    14,234       13,821       30,759       27,942  
Depreciation and amortization
    19,829       18,680       38,906       37,203  
Other regulatory charges - net
    13,691       27,167       29,539       33,787  
TOTAL
    417,538       360,885       711,661       753,906  
                                 
OPERATING INCOME
    53,615       16,434       95,698       36,887  
                                 
OTHER INCOME
                               
Allowance for equity funds used during construction
    3,497       1,149       4,138       3,519  
Interest and dividend income
    2,582       21,724       3,636       28,448  
Miscellaneous - net
    (305 )     (313 )     1,149       994  
TOTAL
    5,774       22,560       8,923       32,961  
                                 
INTEREST AND OTHER CHARGES
                               
Interest on long-term debt
    24,614       24,435       48,882       45,947  
Other interest - net
    680       3,764       320       4,059  
Allowance for borrowed funds used during construction
    (2,031 )     (531 )     (2,511 )     (1,719 )
TOTAL
    23,263       27,668       46,691       48,287  
                                 
INCOME BEFORE INCOME TAXES
    36,126       11,326       57,930       21,561  
                                 
Income taxes
    13,793       6,154       23,179       10,086  
                                 
NET INCOME
  $ 22,333     $ 5,172     $ 34,751     $ 11,475  
                                 
See Notes to Financial Statements.
                               

 
145

 
 
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146

 
 

ENTERGY TEXAS, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
For the Six Months Ended June 30, 2010 and 2009
(Unaudited)
             
   
2010
   
2009
 
   
(In Thousands)
 
             
OPERATING ACTIVITIES
           
Net income
  $ 34,751     $ 11,475  
Adjustments to reconcile net income to net cash flow provided by
(used in) operating activities:
 
  Reserve for regulatory adjustments
    686       -  
  Other regulatory charges - net
    29,539       33,787  
  Depreciation, amortization, and decommissioning
    39,008       37,299  
  Deferred income taxes, investment tax credits, and non-current taxes accrued
    96,423       (34,723 )
  Changes in working capital:
               
    Receivables
    (85,930 )     123,816  
    Fuel inventory
    315       (5,221 )
    Accounts payable
    60,626       (84,815 )
    Taxes accrued
    (67,785 )     (49,595 )
    Interest accrued
    8,031       14,303  
    Deferred fuel costs
    (38,134 )     108,688  
    Other working capital accounts
    (56,630 )     (20,771 )
  Provision for estimated losses and reserves
    (2,200 )     (2,905 )
  Changes in other regulatory assets
    33,603       (211,089 )
  Other
    (47,623 )     52,753  
Net cash flow provided by (used in) operating activities
    4,680       (26,998 )
                 
INVESTING ACTIVITIES
               
Construction expenditures
    (79,704 )     (104,047 )
Allowance for equity funds used during construction
    4,138       3,519  
Change in money pool receivable - net
    34,812       (48,363 )
Changes in transition charge account
    (22,528 )     2,962  
Increase in other investments
    2,318       -  
Net cash flow used in investing activities
    (60,964 )     (145,929 )
                 
FINANCING ACTIVITIES
               
Proceeds from the issuance of long-term debt
    198,534       637,692  
Retirement of long-term debt
    (177,289 )     (79,978 )
Changes in money pool payable - net
    -       (50,794 )
Repayment of loan from Entergy Corporation
    -       (160,000 )
Changes in credit borrowings - net
    -       (100,000 )
Dividends paid:
               
  Common stock
    (63,900 )     (700 )
Net cash flow provided by (used in) financing activities
    (42,655 )     246,220  
                 
Net increase (decrease) in cash and cash equivalents
    (98,939 )     73,293  
                 
Cash and cash equivalents at beginning of period
    200,703       2,239  
                 
Cash and cash equivalents at end of period
  $ 101,764     $ 75,532  
                 
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
               
Cash paid during the period for:
               
  Interest - net of amount capitalized
  $ 39,083     $ 33,881  
  Income taxes
  $ 1,745     $ 6,000  
                 
See Notes to Financial Statements.
               


 
147

 

ENTERGY TEXAS, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
ASSETS
June 30, 2010 and December 31, 2009
(Unaudited)
             
   
2010
   
2009
 
   
(In Thousands)
 
             
CURRENT ASSETS
           
Cash and cash equivalents:
           
  Cash
  $ 1,873     $ 1,552  
   Temporary cash investments
    99,891       199,151  
    Total cash and cash equivalents
    101,764       200,703  
Securitization recovery trust account
    35,626       13,098  
Accounts receivable:
               
  Customer
    55,671       51,194  
  Allowance for doubtful accounts
    (2,294 )     (844 )
  Associated companies
    101,444       75,437  
  Other
    22,862       10,688  
  Accrued unbilled revenues
    50,931       35,727  
    Total accounts receivable
    228,614       172,202  
Accumulated deferred income taxes
    38,364       59,399  
Fuel inventory - at average cost
    54,642       54,957  
Materials and supplies - at average cost
    30,570       30,432  
Prepayments and other
    9,924       16,357  
TOTAL
    499,504       547,148  
                 
OTHER PROPERTY AND INVESTMENTS
               
Investments in affiliates - at equity
    837       845  
Non-utility property - at cost (less accumulated depreciation)
    1,369       1,496  
Other
    16,738       16,309  
TOTAL
    18,944       18,650  
                 
UTILITY PLANT
               
Electric
    3,139,904       3,074,334  
Construction work in progress
    79,258       82,167  
TOTAL UTILITY PLANT
    3,219,162       3,156,501  
Less - accumulated depreciation and amortization
    1,234,898       1,210,172  
UTILITY PLANT - NET
    1,984,264       1,946,329  
                 
DEFERRED DEBITS AND OTHER ASSETS
               
Regulatory assets:
               
  Regulatory asset for income taxes - net
    96,172       95,894  
  Other regulatory assets (includes securitization transition
       property of $793,286 as of June 30, 2010)
    1,201,347       1,232,101  
Long-term receivables
    33,535       34,340  
Other
    22,988       21,176  
TOTAL
    1,354,042       1,383,511  
                 
TOTAL ASSETS
  $ 3,856,754     $ 3,895,638  
                 
See Notes to Financial Statements.
               
 
 
 
148

 
 
ENTERGY TEXAS, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
LIABILITIES AND SHAREHOLDER'S EQUITY
June 30, 2010 and December 31, 2009
(Unaudited)
                 
      2010       2009  
   
(In Thousands)
 
                 
CURRENT LIABILITIES
               
Currently maturing portion of debt assumption liability
  $ -     $ 167,742  
Accounts payable:
               
  Associated companies
    101,342       47,677  
  Other
    75,703       70,147  
Customer deposits
    39,240       39,665  
Taxes accrued
    9,796       77,581  
Interest accrued
    38,606       30,575  
Deferred fuel costs
    64,614       102,748  
Pension and other postretirement liabilities
    1,080       935  
System agreement cost equalization
    55,594       117,204  
Other
    3,957       2,674  
TOTAL
    389,932       656,948  
                 
NON-CURRENT LIABILITIES
               
Accumulated deferred income taxes and taxes accrued
    827,068       740,074  
Accumulated deferred investment tax credits
    21,734       22,532  
Other regulatory liabilities
    20,479       20,417  
Asset retirement cost liabilities
    3,546       3,445  
Accumulated provisions
    6,510       8,710  
Pension and other postretirement liabilities
    72,541       78,722  
Long-term debt (includes securitization bonds
       of $828,816 as of June 30, 2010)
    1,680,776       1,490,283  
Other
    18,827       30,017  
TOTAL
    2,651,481       2,394,200  
                 
Commitments and Contingencies
               
                 
SHAREHOLDER'S EQUITY
               
Common stock, no par value, authorized 200,000,000 shares;
               
  issued and outstanding 46,525,000 shares in 2010 and 2009
    49,452       49,452  
Paid-in capital
    481,994       481,994  
Retained earnings
    283,895       313,044  
TOTAL
    815,341       844,490  
                 
TOTAL LIABILITIES AND SHAREHOLDER'S EQUITY
  $ 3,856,754     $ 3,895,638  
                 
See Notes to Financial Statements.
               


 
149

 

ENTERGY TEXAS, INC. AND SUBSIDIARIES
SELECTED OPERATING RESULTS
For the Three and Six Months Ended June 30, 2010 and 2009
(Unaudited)
                         
                         
   
Three Months Ended
   
Increase/
       
Description
 
2010
   
2009
   
(Decrease)
   
%
 
   
(Dollars In Millions)
       
Electric Operating Revenues:
                       
  Residential
  $ 125     $ 120     $ 5       4  
  Commercial
    85       86       (1 )     (1 )
  Industrial
    82       87       (5 )     (6 )
  Governmental
    6       6       0       -  
    Total retail
    298       299       (1 )     -  
  Sales for resale
                               
     Associated companies
    133       57       76       133  
     Non-associated companies
    14       1       13       1,300  
  Other
    26       20       6       30  
    Total
  $ 471     $ 377     $ 94       25  
                                 
Billed Electric Energy
                               
 Sales (GWh):
                               
  Residential
    1,251       1,162       89       8  
  Commercial
    1,044       994       50       5  
  Industrial
    1,402       1,393       9       1  
  Governmental
    64       61       3       5  
    Total retail
    3,761       3,610       151       4  
  Sales for resale
                               
     Associated companies
    1,019       955       64       7  
     Non-associated companies
    236       12       224       1,867  
    Total
    5,016       4,577       439       10  
                                 
                                 
   
Six Months Ended
   
Increase/
         
Description
    2010       2009    
(Decrease)
   
%
 
   
(Dollars In Millions)
         
Electric Operating Revenues:
                               
  Residential
  $ 238     $ 259     $ (21 )     (8 )
  Commercial
    151       184       (33 )     (18 )
  Industrial
    149       191       (42 )     (22 )
  Governmental
    11       12       (1 )     (8 )
    Total retail
    549       646       (97 )     (15 )
  Sales for resale
                               
     Associated companies
    190       115       75       65  
     Non-associated companies
    39       2       37       1,850  
  Other
    29       28       1       4  
    Total
  $ 807     $ 791     $ 16       2  
                                 
Billed Electric Energy
                               
 Sales (GWh):
                               
  Residential
    2,751       2,341       410       18  
  Commercial
    2,029       1,922       107       6  
  Industrial
    2,705       2,709       (4 )     -  
  Governmental
    129       121       8       7  
    Total retail
    7,614       7,093       521       7  
  Sales for resale
                               
     Associated companies
    1,651       1,843       (192 )     (10 )
     Non-associated companies
    694       41       653       1,593  
    Total
    9,959       8,977       982       11  


 
150

 

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 $3.3 million for the second quarter 2010 compared to the second quarter of 2009 primarily due to a decrease in rate base resulting in lower operating income.

Net income decreased $5 million for the six months ended June 30, 2010 compared to the six months ended June 30, 2009 primarily due to a decrease in rate base resulting in lower operating income.

Liquidity and Capital Resources

Cash Flow

Cash flows for the six months ended June 30, 2010 and 2009 were as follows:

   
2010
 
2009
   
(In Thousands)
         
Cash and cash equivalents at beginning of period
 
$264,482 
 
$102,788 
         
Cash flow provided by (used in):
       
 
Operating activities
 
129,154 
 
112,296 
 
Investing activities
 
(99,483)
 
(56,142)
 
Financing activities
 
23,855 
 
(67,855)
Net increase (decrease) in cash and cash equivalents
 
53,526 
 
(11,701)
         
Cash and cash equivalents at end of period
 
$318,008 
 
$91,087 

Operating Activities

Net cash provided by operating activities increased $16.9 million for the six months ended June 30, 2010 compared to the six months ended June 30, 2009 primarily due to a decrease of $29.6 million in interest payments and income tax payments of $7.1 million in 2009.  This increase was partially offset by an increase of $4 million in pension contributions.
 
151

System Energy Resources, Inc.
Management's Financial Discussion and Analysis
 

Investing Activities

Net cash used in investing activities increased $43.3 million for the six months ended June 30, 2010 compared to the six months ended June 30, 2009 primarily due to:

·  
an increase of $129.3 million in nuclear fuel purchases; and
·  
an increase of $34 million in construction costs primarily due to the Grand Gulf power uprate project.

The increase was partially offset by:

·  
the proceeds from the transfer of $100.3 million in development costs related to Entergy New Nuclear Development, LLC, as discussed in the Form 10-K; and
·  
the repayment of $25.6 million by Entergy New Orleans of a note issued in resolution of its bankruptcy proceedings.

Financing Activities

Financing activities provided $23.9 million for the six months ended June 30, 2010 compared to using $67.9 million for the six months ended June 30, 2009 primarily due to the issuances in April 2010 of $60 million of 5.33% Series G notes and $62.7 million in commercial paper by the nuclear fuel company variable interest entity.  This was partially offset by an increase of $13.3 million in the January 2010 principal payment made on the Grand Gulf sale-leaseback compared to the January 2009 principal payment.

Capital Structure

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

   
June 30,
 2010
 
December 31,
2009
         
Net debt to net capital
 
40.9%
 
40.1%
Effect of subtracting cash from debt
 
10.9%
 
9.6%
Debt to capital
 
51.8%
 
49.7%

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 is an update to the Form 10-K.
 
152

System Energy Resources, Inc.
Management's Financial Discussion and Analysis
 

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

June 30,
2010
 
December 31,
2009
 
June 30,
2009
 
December 31,
2008
(In Thousands)
             
$105,977
 
$90,507
 
$57,000
 
$42,915

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

Nuclear Matters

See "MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS – Nuclear Matters" in the Form 10-K for a discussion of nuclear matters.

Environmental Risks

See "MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS – Environmental Risks" in the Form 10-K for a discussion of 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.

Federal Healthcare Legislation

See the "Critical Accounting Estimates - Federal Healthcare Legislation" section of Entergy Corporation and Subsidiaries Management's Financial Discussion and Analysis for an update to the Form 10-K discussion on critical accounting estimates.
 
153

 


SYSTEM ENERGY RESOURCES, INC.
INCOME STATEMENTS
For the Three and Six Months Ended June 30, 2010 and 2009
(Unaudited)
                         
   
Three Months Ended
   
Six Months Ended
 
   
2010
   
2009
   
2010
   
2009
 
   
(In Thousands)
   
(In Thousands)
 
                         
OPERATING REVENUES
                       
Electric
  $ 124,419     $ 130,387     $ 253,002     $ 257,759  
                                 
OPERATING EXPENSES
                               
Operation and Maintenance:
                               
   Fuel, fuel-related expenses, and
                               
     gas purchased for resale
    12,307       15,561       27,625       31,328  
   Nuclear refueling outage expenses
    4,545       4,820       9,218       9,587  
   Other operation and maintenance
    31,405       33,110       60,290       58,465  
Decommissioning
    7,772       7,360       15,406       14,589  
Taxes other than income taxes
    6,058       6,323       12,089       12,506  
Depreciation and amortization
    24,930       24,868       53,301       52,161  
Other regulatory credits - net
    (4,890 )     (7,777 )     (5,615 )     (10,481 )
TOTAL
    82,127       84,265       172,314       168,155  
                                 
OPERATING INCOME
    42,292       46,122       80,688       89,604  
                                 
OTHER INCOME
                               
Allowance for equity funds used during construction
    2,414       4,713       4,232       6,614  
Interest and dividend income
    1,236       (1,761 )     6,622       1,556  
Miscellaneous - net
    (97 )     (90 )     (229 )     (262 )
TOTAL
    3,553       2,862       10,625       7,908  
                                 
INTEREST AND OTHER CHARGES
                               
Interest on long-term debt
    12,407       11,145       22,713       22,356  
Other interest - net
    4       108       7       127  
Allowance for borrowed funds used during construction
    (835 )     (1,578 )     (1,465 )     (2,217 )
TOTAL
    11,576       9,675       21,255       20,266  
                                 
INCOME BEFORE INCOME TAXES
    34,269       39,309       70,058       77,246  
                                 
Income taxes
    13,827       15,616       29,003       31,160  
                                 
NET INCOME
  $ 20,442     $ 23,693     $ 41,055     $ 46,086  
                                 
See Notes to Financial Statements.
                               


 
154

 

SYSTEM ENERGY RESOURCES, INC.
STATEMENTS OF CASH FLOWS
For the Six Months Ended June 30, 2010 and 2009
(Unaudited)
             
   
2010
   
2009
 
   
(In Thousands)
 
             
OPERATING ACTIVITIES
           
Net income
  $ 41,055     $ 46,086  
Adjustments to reconcile net income to net cash flow provided by operating activities:
 
  Other regulatory credits - net
    (5,615 )     (10,481 )
  Depreciation, amortization, and decommissioning, including nuclear fuel amortization
    88,363       66,750  
  Deferred income taxes, investment tax credits, and non-current taxes accrued
    (50,759 )     9,432  
  Changes in working capital:
               
     Receivables
    6,207       4,270  
     Accounts payable
    (397 )     1,604  
     Prepaid taxes and taxes accrued
    68,652       4,377  
     Interest accrued
    (39,416 )     (37,088 )
     Other working capital accounts
    (24,959 )     3,420  
  Provision for estimated losses and reserves
    (2,009 )     (99 )
  Changes in other regulatory assets
    (9,292 )     (16,761 )
  Pensions and other postretirement liabilities
    (5,602 )     1,804  
  Other
    62,926       38,982  
Net cash flow provided by operating activities
    129,154       112,296  
                 
INVESTING ACTIVITIES
               
Construction expenditures
    (70,695 )     (36,678 )
Proceeds from the transfer of development costs
    100,280       -  
Allowance for equity funds used during construction
    4,232       6,614  
Nuclear fuel purchases
    (129,331 )     -  
Proceeds from sale/leaseback of nuclear fuel
    -       180  
Proceeds from nuclear decommissioning trust fund sales
    138,232       322,003  
Investment in nuclear decommissioning trust funds
    (152,291 )     (334,176 )
Changes in money pool receivable - net
    (15,470 )     (14,085 )
Changes in other investments
    25,560       -  
Net cash flow used in investing activities
    (99,483 )     (56,142 )
                 
FINANCING ACTIVITIES
               
Proceeds from the issuance of long term debt
    57,859       -  
Retirement of long-term debt
    (41,715 )     (28,440 )
Changes in short-term borrowings - net
    44,411       -  
Dividends paid:
               
   Common stock
    (36,700 )     (36,500 )
Other
    -       (2,915 )
Net cash flow provided by (used in) financing activities
    23,855       (67,855 )
                 
Net increase (decrease) in cash and cash equivalents
    53,526       (11,701 )
                 
Cash and cash equivalents at beginning of period
    264,482       102,788  
                 
Cash and cash equivalents at end of period
  $ 318,008     $ 91,087  
                 
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
 
Cash paid during the period for:
               
  Interest - net of amount capitalized
  $ 58,992     $ 88,615  
  Income taxes
    -     $ 7,136  
                 
See Notes to Financial Statements.
               

 
155

 



SYSTEM ENERGY RESOURCES, INC.
BALANCE SHEETS
ASSETS
June 30, 2010 and December 31, 2009
(Unaudited)
             
   
2010
   
2009
 
   
(In Thousands)
 
             
CURRENT ASSETS
           
Cash and cash equivalents:
           
  Cash
  $ 818     $ 926  
  Temporary cash investments
    317,190       263,556  
        Total cash and cash equivalents
    318,008       264,482  
Accounts receivable:
               
  Associated companies
    149,281       139,602  
  Other
    4,063       4,479  
    Total accounts receivable
    153,344       144,081  
Note receivable - Entergy New Orleans
    -       25,560  
Materials and supplies - at average cost
    80,979       80,934  
Deferred nuclear refueling outage costs
    32,559       8,432  
Prepaid taxes
    714       69,366  
Prepayments and other
    3,722       936  
TOTAL
    589,326       593,791  
                 
OTHER PROPERTY AND INVESTMENTS
               
Decommissioning trust funds
    334,687       327,046  
TOTAL
    334,687       327,046  
                 
UTILITY PLANT
               
Electric
    3,348,048       3,324,876  
Property under capital lease
    481,065       481,065  
Construction work in progress
    153,224       198,887  
Nuclear fuel under capital lease
    -       75,438  
Nuclear fuel
    191,057       9,333  
TOTAL UTILITY PLANT
    4,173,394       4,089,599  
Less - accumulated depreciation and amortization
    2,365,946       2,315,141  
UTILITY PLANT - NET
    1,807,448       1,774,458  
                 
DEFERRED DEBITS AND OTHER ASSETS
               
Regulatory assets:
               
  Regulatory asset for income taxes - net
    97,831       101,915  
  Other regulatory assets
    303,651       290,048  
Other
    21,525       11,824  
TOTAL
    423,007       403,787  
                 
TOTAL ASSETS
  $ 3,154,468     $ 3,099,082  
                 
See Notes to Financial Statements.
               
 
 
156

 
 
 
SYSTEM ENERGY RESOURCES, INC.
BALANCE SHEETS
LIABILITIES AND SHAREHOLDER'S EQUITY
June 30, 2010 and December 31, 2009
(Unaudited)
                 
      2010       2009  
   
(In Thousands)
 
                 
CURRENT LIABILITIES
               
Currently maturing long-term debt
  $ 33,740     $ 41,715  
Notes payable
    62,672       -  
Accounts payable:
               
  Associated companies
    5,267       5,349  
  Other
    57,525       45,826  
Accumulated deferred income taxes
    12,333       3,040  
Interest accrued
    13,162       51,257  
Obligations under capital leases
    -       50,445  
Other
    1,999       -  
TOTAL
    186,698       197,632  
                 
NON-CURRENT LIABILITIES
               
Accumulated deferred income taxes and taxes accrued
    538,053       588,722  
Accumulated deferred investment tax credits
    56,493       58,231  
Obligations under capital leases
    -       24,993  
Other regulatory liabilities
    232,708       197,437  
Decommissioning
    436,813       421,408  
Accumulated provisions
    -       2,009  
Pension and other postretirement liabilities
    69,846       75,448  
Long-term debt
    799,560       703,260  
TOTAL
    2,133,473       2,071,508  
                 
Commitments and Contingencies
               
                 
SHAREHOLDER'S EQUITY
               
Common stock, no par value, authorized 1,000,000 shares;
               
  issued and outstanding 789,350 shares in 2010 and 2009
    789,350       789,350  
Retained earnings
    44,947       40,592  
TOTAL
    834,297       829,942  
                 
TOTAL LIABILITIES AND SHAREHOLDER'S EQUITY
  $ 3,154,468     $ 3,099,082  
                 
See Notes to Financial Statements.
               

 
157

 

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.  Following is an update to that discussion.  Also see "Item 5, Other Information, Environmental Regulation", below, for updates regarding environmental proceedings and regulation.

Entergy New Orleans Rate of Return Lawsuit

As discussed in more detail in the Form 10-K, in April 1998 a group of residential and business ratepayers filed a complaint against Entergy New Orleans in state court in Orleans Parish purportedly on behalf of all ratepayers in New Orleans.  The plaintiffs allege that Entergy New Orleans overcharged ratepayers in violation of limits on Entergy New Orleans' rate of return that the plaintiffs allege were established by ordinances passed by the City Council in 1922.  In May 2000, a court of appeal granted Entergy New Orleans' exception to jurisdiction in the case and dismissed the proceeding.  The Louisiana Supreme Court denied the plaintiffs' request for a writ of certiorari.  The plaintiffs then commenced a similar proceeding before the City Council.  In December 2003, the Council advisors filed a motion in the City Council proceedings to bifurcate the hearing in this matter, such that the effect of the provision of the 1922 Ordinance in setting lawful rates would be considered first.  Only if it is determined that this provision establishes a limitation would remaining issues be reached.

The motion to bifurcate was granted by the City Council in April 2004, and a hearing on the first part of the bifurcated proceeding was completed in June 2005.  After the submission of briefs and oral argument in April 2006, the City Council dismissed with prejudice the plaintiffs' claims on multiple grounds.  In May 2006, the plaintiffs appealed the City Council's decision.  Entergy New Orleans also appealed, separately, certain evidentiary rulings included in the City Council's decision.  These matters were consolidated and oral argument on these appeals took place before the Civil District Court in August 2008.  On July 6, 2010, one of the exceptions raised by Entergy New Orleans in response to plaintiffs' claims, the exception of no cause of action, was granted by the Civil District Court, dismissing plaintiffs' claims with prejudice.  The period for appeal of the decision is still open.

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)
                 
4/01/2010-4/30/2010
 
-
 
$-
 
-
 
$750,000,000
5/01/2010-5/31/2010
 
780,000
 
$77.19
 
780,000
 
$750,000,000
6/01/2010-6/30/2010
 
1,036,000
 
$74.85
 
1,036,000
 
$674,972,756
Total
 
1,816,000
 
$75.85
 
1,816,000
   
 
158

 

(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.  See Note 12 to the financial statements in the Form 10-K for additional discussion of the stock-based compensation plans.  In addition to this authority, in October 2009 the Board granted authority for a $750 million share repurchase program.
(2)
Maximum amount of shares that may yet be repurchased 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.

The amount of share repurchases may vary as a result of material changes in business results or capital spending or new investment opportunities.

Item 5.  Other Information

Environmental Regulation

Following are updates to the Environmental Regulation section of Part I, Item 1 of the Form 10-K.

Clean Air Act and Subsequent Amendments

Ozone Nonattainment

As discussed in the Form 10-K, Entergy Gulf States Louisiana and Entergy Texas each operate fossil-fueled generating units in geographic areas that are not in attainment of the currently-enforced national ambient air quality standards for ozone.  The Louisiana nonattainment area that affects Entergy Gulf States Louisiana is the Baton Rouge area.  Texas nonattainment areas that affect Entergy Texas are the Houston-Galveston-Brazoria and the Beaumont-Port Arthur areas.  Areas in nonattainment are classified as "marginal," "moderate," "serious," or "severe."  When an area fails to meet the ambient air standard, the EPA requires state regulatory authorities to prepare state implementation plans meant to cause progress toward bringing the area into attainment with applicable standards.

In April 2004, the EPA issued a final rule, effective June 2005, revoking a 1-hour ozone standard, including designations and classifications.  In a separate action over the same period, the EPA enacted 8-hour ozone nonattainment classifications and stated that areas designated as nonattainment under a new 8-hour ozone standard shall have one year to adjust to the new requirements with submittal of a new attainment plan.

The Baton Rouge area was classified as a ''marginal" nonattainment area under the 8-hour standard with an attainment date of June 15, 2007.  On March 21, 2008, the EPA published a notice that the Baton Rouge area had failed to meet the standard by the attainment date and that the EPA was proceeding with a "bump-up" of the area to the next higher nonattainment level.  The Baton Rouge area is now classified as a "moderate" nonattainment area with an attainment date of June 15, 2010.  On June 25, 2010, the EPA published a notice in the Federal Register of a proposed determination that the Baton Rouge nonattainment area has attained the 1997 8-hour ozone standard.

The Beaumont-Port Arthur area was originally classified as a "marginal" nonattainment area under the 1997 8-hour standard with an attainment date of June 15, 2007.  On March 18, 2008, the EPA published a notice that the Beaumont-Port Arthur area had failed to meet the standard by the attainment date based on the area's 2004-2006 monitoring data and that the EPA was proceeding with a "bump-up" of the area to the next higher nonattainment level. The 2005-2007 and subsequent monitoring data showed the area to be in attainment, however, and on July 9, 2008, the Texas Commission on Environmental Quality proposed a plan for EPA re-designation of the area from nonattainment to attainment under both the 8-hour ozone standard and the previous 1-hour standard.  On May 17, 2010, the EPA published notice in the Federal Register of proposed approval of the redesignation request and maintenance plan for the Beaumont-Port Arthur area, and a determination that the area attained the revoked 1-hour ozone standard.
 
159

 

Interstate Air Transport

In March 2005, the EPA finalized the Clean Air Interstate Rule (CAIR), which is intended to reduce SO2 and NOx emissions from electric generation plants in order to improve air quality in twenty-nine eastern states.  The rule requires a combination of investment of capital to install pollution control equipment and increased operating costs through the purchase of emission allowances.  Entergy's capital investment and annual allowance purchase costs under the CAIR will depend on the economic assessment of NOx and SO2 allowance markets, the cost of control technologies, and unit usage.  Entergy began implementation in 2007, including installation of controls at several facilities and the development of an emission allowance procurement strategy.

Based on several court challenges, the CAIR was vacated by the U.S. Court of Appeals for the District of Columbia in July 2008.  The court found that the EPA failed to address basic obligations under the Clean Air Act's "good neighbor" provision regarding "upwind" states' contribution to air quality impairment in "downwind" states.  The court also ruled favorably on Entergy's challenge, finding that the EPA exceeded its statutory authority when it included a fuel adjustment factor to calculate the state NOx emission budgets.

On December 23, 2008, the U.S. Court of Appeals for the District of Columbia remanded the CAIR decision to the EPA without vacatur, allowing the CAIR to become effective on January 1, 2009, while the EPA revises the rule.  The revised rule must address all the flaws identified in the Court of Appeals decision, including the use of a fuel adjustment factor and the use of acid rain SO2 allowances for the CAIR.  Entergy has reactivated its compliance effort for the CAIR based on this court ruling.

The EPA released the proposed Transport Rule to replace the CAIR on July 9, 2010.  After the rule is published in the Federal Register, the EPA will accept comments and expects to issue the final Transport Rule in late spring 2011.  As proposed, the rule will become effective January 2012.  Entergy’s capital investment and annual allowance purchase costs under the Transport Rule will depend on the economic assessment of NOx and SO2 allowance markets, the cost of control technologies, and generation unit utilization.

Regional Haze

In June 2005, the EPA issued final Best Available Retrofit Control Technology (BART) regulations that could potentially result in a requirement to install SO2 and NOx pollution control technology on certain of Entergy's coal and oil generation units.  The rule leaves certain BART determinations to the states.  The Arkansas Department of Environmental Quality (ADEQ) prepared a State Implementation Plan (SIP) for Arkansas facilities to implement its obligations under the Clean Air Visibility Rule.  The ADEQ determined that Entergy Arkansas's White Bluff power plant affects a Class I Area's visibility and will be subject to the EPA's presumptive BART requirements to install scrubbers and low NOx burners.  Under then current regulations, the scrubbers would have had to be operational by October 2013.  Entergy filed a petition in December 2009 with the Arkansas Pollution Control and Ecology (APC&E) Commission requesting a variance from this deadline, however, because the EPA has not approved Arkansas's Regional Haze SIP and the EPA has recently expressed concerns about Arkansas's Regional Haze SIP and questioned the appropriateness of issuing an air permit prior to that approval.  Entergy Arkansas's petition requested that, consistent with federal law, the compliance deadline be changed as expeditiously as practicable, but in no event later than five years after EPA approval of the Arkansas Regional Haze SIP.  The APC&E Commission approved the variance at the Commission's March 26, 2010 meeting.  No party appealed the variance, and the ruling is final.  The timeline for EPA action on the Arkansas Regional Haze SIP is uncertain at this time.

In March 2009, Entergy Arkansas made a filing with the APSC seeking a declaratory order that the White Bluff project is in the public interest.  In May 2009 the APSC Staff filed a motion requesting that the APSC require Entergy Arkansas to file testimony on several issues.  In December 2009, in response to the EPA concerns regarding Arkansas's Regional Haze SIP, the APSC suspended the procedural schedule in the proceeding and directed Entergy Arkansas to file monthly status reports regarding developments between the EPA and the ADEQ concerning the EPA’s approval of the Arkansas Regional Haze SIP. In May 2010, Entergy Arkansas withdrew its petition for a declaratory order and the APSC closed the proceeding.
 
160

 

Potential Legislative, Regulatory, and Judicial Developments (Air)

As discussed further in the Form 10-K, in 2009, the EPA published an "endangerment finding" stating that the emission of greenhouse gases "may reasonably be anticipated to endanger public health or welfare" and that the emission of these pollutants from mobile sources (such as cars and trucks) contributes to this endangerment.  The EPA issued final mobile source emission regulations on April 1, 2010.  On April 2, 2010, the EPA issued a policy stating that the regulation of greenhouse gas emissions from mobile sources would, as of January 2, 2011 (the date that the mobile source rule "takes effect"), trigger the regulation of greenhouse gases from stationary sources under the Prevention of Significant Deterioration (PSD) and Title V programs of the Clean Air Act.

On June 3, 2010, the EPA published the final Tailoring Rule outlining the applicability criteria that determine which stationary sources and modification projects become subject to permitting requirements for greenhouse gas emissions under the Clean Air Act.  The Tailoring Rule establishes a two-step process for implementing regulation of greenhouse gas emissions under the PSD and Title V programs.  The first step, which will begin on January 2, 2011, limits the applicability of the PSD and Title V requirements for greenhouse gas emissions to sources that are already subject to PSD and Title V based on the emission of non-greenhouse gas pollutants.  Specifically, projects undertaken at stationary sources will trigger PSD permitting requirements if the project increases net greenhouse gas emissions by at least 75,000 tons per year carbon dioxide equivalent and significantly increases emissions of at least one non- greenhouse gas pollutant.  During step one, only sources subject to Title V based on their emission of non- greenhouse gas pollutants will be required to address greenhouse gas emissions in their Title V permit.

The second step of the Tailoring Rule, which will begin on July 1, 2011, subjects to Title V requirements any new or existing source not already subject to Title V that emits, or has the potential to emit, at least 100,000 tons per year carbon dioxide equivalent.  In addition, sources that emit or have the potential to emit at least 75,000 tons per year carbon dioxide equivalent will also be subject to PSD requirements.

The Tailoring Rule goes into effect on August 2, 2010 but will not immediately affect Entergy's cost of operations.

Clean Water Act

NPDES Permits and Section 401 Water Quality Certifications

Indian Point

As discussed further in the Form 10-K, in a February 2010 feasibility report, Non-Utility Nuclear provided an updated estimate of the cost to retrofit Indian Point 2 and Indian Point 3 with cooling towers.  Construction costs for retrofitting with cooling towers are estimated to be at least $1.19 billion, in addition to lost generation of approximately 14.5 terawatt-hours (TWh) during the estimated 42-week forced outage of both units.  Non-Utility Nuclear also proposed an alternative to the cooling towers, the use of Wedgewire screens, that are now expected to cost approximately $200 million to $250 million to install.  Due to fluctuations in power pricing and because a retrofitting of this size and complexity has never been undertaken at an operating nuclear facility, significant uncertainties exist in these estimates and, therefore, they could be materially higher than estimated.

As discussed further in the Form 10-K, on April 6, 2009, with a reservation of rights regarding the applicability of the section, Entergy's Indian Point facility submitted a Section 401 water quality certification to the New York State Department of Environmental Conservation (NYSDEC).  The certification, or a waiver or exemption of the same, is potentially required pursuant to Section 401 of the Clean Water Act as a supporting document to the NRC's license renewal decision.  On April 2, 2010, the NYSDEC denied Indian Point’s water quality certification concluding that Indian Point’s continued operation during a renewed NRC license period would not comply with existing New York state water quality standards.  The denial was a NYSDEC staff decision and Entergy filed comments on this decision and has requested a hearing before a NYSDEC ALJ.  The ALJs held the Legislative Hearing (agency public comment session) and the Issues Conference (pre-trial conference) in July 2010.  Pre-trial decisions concerning proper party status or standing and the selection
 
 
161

 
of issues to be resolved are pending.  After the full hearing on the merits (not expected to begin prior to mid-2011), a party to the proceeding can appeal the decision to the Commissioner of the NYSDEC and then to state court.  The NYSDEC staff decision does not restrict Indian Point operations, but the issuance of a certification is potentially required prior to NRC issuance of renewed unit licenses.

316(b) Cooling Water Intake Structures

See the Form 10-K for a discussion of the EPA regulations governing the intake of water at large existing power plants employing cooling water intake structures and the regulations' potential effect on Entergy.  In March 2010 the NYSDEC released a new proposed policy establishing closed cycle cooling as the presumptive performance goal for best technology available (BTA) determinations for cooling water intake structures.  The proposed policy applies primarily to electric generating facilities with thermal discharges and capacity factors of greater than fifteen percent that also are designed to withdraw at least 20 million gallons of water per day.  If closed cycle cooling is not available for a particular facility because of construction, operational, or other relevant reasons, then the facility must implement an alternative technology that achieves a level of protection for aquatic life that is within ten percent of the expected or projected reductions associated with closed cycle cooling.   The NYSDEC would make BTA determinations through the State Pollution Discharge Elimination System (SPDES) permitting program, but BTA decisions would be subject to further review and modification under the State Environmental Quality Review Act.  Public comments on the draft policy were due July 9, 2010.  Entergy filed comments and will continue to monitor these developments.

Groundwater at Certain Nuclear Sites

As discussed further in the Form 10-K, in January 2010, Vermont Yankee was notified by its off-site analytical laboratory that a sample collected from a groundwater monitoring well in mid-November 2009 showed elevated levels of tritium.  Tritium is a radioactive form of hydrogen that occurs naturally and is also a byproduct of nuclear plant operations.  In March 2010, Vermont Yankee announced that it has identified the source of the tritium leakage at the plant, and that it has stopped the leakage.  Remediation of the soil and groundwater is underway.  There has been no detectable tritium found in any drinking water well samples at the Vermont Yankee site or in the Connecticut River.  Both the NRC and the Vermont Department of Health have stated that tritium in the groundwater at Vermont Yankee has not been a threat to public health and safety.  Non-Utility Nuclear expects to incur approximately $13.5 million in operating expenses related to the investigation of the leakage and its remediation, including approximately $11 million incurred through June 2010.

On February 25, 2010, the Vermont Public Service Board (VPSB) began a proceeding in which it will conduct an investigation into whether Non-Utility Nuclear should be required to cease operations at Vermont Yankee, or take other ameliorative actions, pending completion of repairs to stop releases of tritium or other radionuclides into the environment.  This investigation will also consider whether good cause exists to modify or revoke the Vermont Yankee certificate of public good that the VPSB issued in 2002 and whether any penalties should be imposed on Non-Utility Nuclear for any identified violations of Vermont statutes or VPSB orders related to those releases.  The proceeding and VPSB investigation were opened prior to Non-Utility Nuclear locating the source and beginning the remediation of the tritium leaking into groundwater at Vermont Yankee.  The VPSB conceded in its order that its jurisdiction to conduct all or portions of the investigation may be preempted by federal law or regulation, and the parties were asked to brief preemption issues during the initial phase of the proceeding.  The proceeding remains in the initial discovery phase.

As part of the industry's voluntary groundwater initiative, Entergy continues to monitor groundwater wells at each of its other nuclear sites.  Entergy has notified the NRC and appropriate state or local officials in Massachusetts, Mississippi and New York of low levels of tritium that have been detected in groundwater monitoring wells at the Pilgrim, Grand Gulf, and Indian Point nuclear sites.  In each case, no new leaks have been identified, and the tritium levels detected are not necessarily indicative of a leaking plant system.  Nonetheless, Entergy is taking measures to identify the source of the tritium at these sites and to fully inform appropriate officials.
 
162

 


Other Environmental Matters

Entergy Gulf States Louisiana and Entergy Texas

The Texas Commission on Environmental Quality (TCEQ) notified Entergy Gulf States, Inc. that the TCEQ believed that Entergy Gulf States, Inc. is one of many potentially responsible parties (PRP) concerning contamination existing at the Spector Salvage Yard proposed state superfund site in Orange, Texas.  The TCEQ conducted a removal action consisting of the excavation and offsite disposal of contaminated surface soil.  Entergy Gulf States Louisiana and Entergy Texas do not believe that the former Gulf States Utilities contributed any significant amount of hazardous substances to this site.  Entergy Gulf States Louisiana and Entergy Texas, as members of a site response group, have negotiated a settlement with TCEQ and the Texas Attorney General to complete this litigation within its existing cleanup provisions.  Final judicial approval of the settlement is pending.

Entergy Arkansas and Entergy Gulf States Louisiana

On June 21, 2010, the EPA issued a proposed rule on coal combustion residuals (CCRs) that contains two primary regulatory options: (1) regulating CCRs destined for disposal in landfills or received (including stored) in surface impoundments as so-called "special wastes" under the hazardous waste program of RCRA Subtitle C; or (2) regulating CCRs destined for disposal in landfills or surface impoundments as non-hazardous wastes under Subtitle D of RCRA.  Under both options, CCRs that are beneficially used would remain excluded from hazardous waste regulation.

As written, the proposed regulations would require new compliance requirements including modified storage, new notification and reporting practices, new financial assurance requirements, and product disposal considerations.  According to EPA estimates, the annualized cost of on-site disposal under the two proposals would be $3.6 million to $9 million for Entergy’s Arkansas facilities and $1.7 million to $3.3 million for the Entergy Gulf States Louisiana facility.  If Entergy utilized off-site disposal, which it would not plan to do, the EPA’s total cost estimates for disposal of CCRs under Subtitle C regulation ranges from $250 to $350 million per year.

Property

Following is an update to the Non-Utility Nuclear, Property section of Part I, Item 1 of the Form 10-K.

Generating Stations

As discussed further in the Form 10-K, the operating license for Pilgrim expires in 2012.  A license renewal application is pending at the NRC.  The NRC's Atomic Safety and Licensing Board (ASLB) proceeding regarding the license renewal was completed, but Pilgrim Watch filed a petition for NRC review of the ASLB's decision.  In March 2010 the NRC issued a decision reversing and remanding part of the ASLB's decision in which it had granted a summary disposition dismissing Pilgrim Watch's contention that challenged the Entergy Environmental Report's severe accident mitigation alternatives analysis.  The NRC remanded consideration of this contention to the ALSB for hearing.  A hearing date has not been scheduled.  Pilgrim Watch's two other contentions were dismissed by the NRC in June 2010.

Spent Nuclear Fuel

As discussed in Part I, Item 1 of the Form 10-K, as a result of the DOE's failure to begin disposal of spent nuclear fuel in 1998 pursuant to the Nuclear Waste Policy Act of 1982 and the spent fuel disposal contracts, Entergy's nuclear owner/licensee subsidiaries have incurred and will continue to incur damages.  In November 2003 these subsidiaries, except for the owner of Palisades, began litigation to recover the damages caused by the DOE's delay in performance.  In October 2007 the U.S. Court of Federal Claims awarded $48.7 million, jointly to System Fuels and Entergy Arkansas, in damages related to the DOE's breach of its obligations.  In a revised decision issued in March 2010, in a separate proceeding, the court awarded $9.7 million jointly to System Fuels, System Energy, and SMEPA.  Also in March 2010, in two separate decisions, the court awarded $106.1 million to Entergy Nuclear Indian Point 2 and $4.2 million to Entergy Nuclear Generation Company, the owner of the Pilgrim plant.  All of these decisions are subject to appeal by the DOE, and appeals have been filed of
 
163

 
the Entergy Arkansas, Entergy Nuclear Generation Company, Entergy Nuclear Indian Point 2, and System Energy decisions with the U.S. Court of Appeals for the Federal Circuit.  Management cannot predict the timing or amount of any potential recoveries on other claims filed by Entergy subsidiaries, and cannot predict the timing of any eventual receipt from the DOE of the U.S. Court of Federal Claims damage awards.

Earnings Ratios (Entergy Arkansas, Entergy Gulf States Louisiana, Entergy Louisiana, Entergy Mississippi, Entergy New Orleans, Entergy Texas, 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,
 
2005
 
2006
 
2007
 
2008
 
2009
 
2010
                       
Entergy Arkansas
3.75
 
3.37
 
3.19
 
2.33
 
2.39
 
2.85
Entergy Gulf States Louisiana
3.34
 
3.01
 
2.84
 
2.44
 
2.99
 
3.29
Entergy Louisiana
3.50
 
3.23
 
3.44
 
3.14
 
3.52
 
3.57
Entergy Mississippi
3.16
 
2.54
 
3.22
 
2.92
 
3.25
 
3.37
Entergy New Orleans
1.22
 
1.52
 
2.74
 
3.71
 
3.66
 
3.77
Entergy Texas
2.06
 
2.12
 
2.07
 
2.04
 
1.92
 
2.26
System Energy
3.85
 
4.05
 
3.95
 
3.29
 
3.73
 
3.62


 
Ratios of Earnings to Combined Fixed Charges
and Preferred Dividends/Distributions
 
Twelve Months Ended
 
December 31,
 
June 30,
 
 
2005
 
2006
 
2007
 
2008
 
2009
 
2010
 
                         
Entergy Arkansas
3.34
 
3.06
 
2.88
 
1.95
 
2.09
 
2.53
 
Entergy Gulf States Louisiana
3.18
 
2.90
 
2.73
 
2.42
 
2.95
 
3.25
 
Entergy Louisiana
3.50
 
2.90
 
3.08
 
2.87
 
3.27
 
3.34
 
Entergy Mississippi
2.83
 
2.34
 
2.97
 
2.67
 
3.01
 
3.14
 
Entergy New Orleans
1.12
 
1.35
 
2.54
 
3.45
 
3.38
 
3.49
 

The Registrant Subsidiaries accrue interest expense related to unrecognized tax benefits in income tax expense and do not include it in fixed charges.
 
164

 


Item 6.  Exhibits *

 
4(a) -
Officer's Certificate No. 3-B-3 dated May 18, 2010, supplemental to the Entergy Texas, Inc. Indenture, Deed of Trust and Security Agreement dated as of October 1, 2008, establishing the form and certain terms of the Mortgage Bonds, 3.60% Series due June 1, 2015.
     
 
10(a) -
Second Amended and Restated Limited Liability Company Agreement of Entergy Holdings Company LLC dated as of July 22, 2010.
     
 
12(a) -
Entergy Arkansas's 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 Louisiana's Computation of Ratios of Earnings to Fixed Charges and of Earnings to Combined Fixed Charges and Preferred Distributions, 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.
     
 
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's Computation of Ratios of Earnings to Fixed Charges and of Earnings to Combined Fixed Charges and Pre­ferred Dividends, as defined.
     
 
12(f) -
Entergy Texas's Computation of Ratios of Earnings to Fixed Charges, as defined.
     
 
12(g) -
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 Louisiana.
     
 
31(f) -
Rule 13a-14(a)/15d-14(a) Certification for Entergy Gulf States Louisiana.
     
 
31(g) -
Rule 13a-14(a)/15d-14(a) Certification for Entergy Louisiana.
     
 
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 Mississippi.
     
 
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 New Orleans.
     
 
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 Texas.
     
 
31(n) -
Rule 13a-14(a)/15d-14(a) Certification for Entergy Texas.
 
 
165

 
 
     
 
31(o) -
Rule 13a-14(a)/15d-14(a) Certification for System Energy.
     
 
31(p) -
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 Louisiana.
     
 
32(f) -
Section 1350 Certification for Entergy Gulf States Louisiana.
     
 
32(g) -
Section 1350 Certification for Entergy Louisiana.
     
 
32(h) -
Section 1350 Certification for Entergy Louisiana.
     
 
32(i) -
Section 1350 Certification for Entergy Mississippi.
     
 
32(j) -
Section 1350 Certification for Entergy Mississippi.
     
 
32(k) -
Section 1350 Certification for Entergy New Orleans.
     
 
32(l) -
Section 1350 Certification for Entergy New Orleans.
     
 
32(m) -
Section 1350 Certification for Entergy Texas.
     
 
32(n) -
Section 1350 Certification for Entergy Texas.
     
 
32(o) -
Section 1350 Certification for System Energy.
     
 
32(p) -
Section 1350 Certification for System Energy.
     
 
101 INS -
XBRL Instance Document.**
     
 
101 SCH -
XBRL Taxonomy Extension Schema Document.**
     
 
101 PRE -
XBRL Taxonomy Presentation Linkbase Document.**
     
 
101 LAB -
XBRL Taxonomy Label Linkbase Document.**
     
 
101 CAL -
XBRL Taxonomy Calculation Linkbase Document.**
     
 
101 DEF -
XBRL Definition Linkbase Document.**
 
___________________________

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.
 
166

 

      *
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, 2010, 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, 2010.
    ** To be filed by amendment.
 
167

 
 
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 LOUISIANA, L.L.C.
ENTERGY LOUISIANA, LLC
ENTERGY MISSISSIPPI, INC.
ENTERGY NEW ORLEANS, INC.
ENTERGY TEXAS, 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 6, 2010


 
168