Annual Statements Open main menu

ENTERGY NEW ORLEANS, LLC - Quarter Report: 2012 March (Form 10-Q)

a02512.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 March 31, 2012
 
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 the registrants 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 registrant was required to submit and post such files).  Yes þ 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 April 30, 2012
Entergy Corporation
($0.01 par value)
177,159,198

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, 2011, 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
March 31, 2012

 
Page Number
   
iii
v
Entergy Corporation and Subsidiaries
 
1
16
17
18
20
22
23
24
63
Entergy Arkansas, Inc. and Subsidiaries
 
64
70
71
72
74
75
Entergy Gulf States Louisiana, L.L.C.
 
76
83
84
85
86
88
89
Entergy Louisiana, LLC and Subsidiaries
 
90
95
96
97
98
100
101
Entergy Mississippi, Inc.
 
102
106
107
108
110
111


ENTERGY CORPORATION AND SUBSIDIARIES
INDEX TO QUARTERLY REPORT ON FORM 10-Q
March 31, 2012

 
Page Number
   
Entergy New Orleans, Inc.
 
112
116
117
118
120
121
Entergy Texas, Inc. and Subsidiaries
 
122
126
127
128
130
131
System Energy Resources, Inc.
 
132
135
137
138
140
 
141
141
141
142
145
149



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, Entergy's utility supply plan, and recovery of fuel and purchased power costs;
·  
the termination of Entergy Arkansas’s and Entergy Mississippi’s participation in the System Agreement in December 2013 and November 2015, respectively;
·  
regulatory and operating challenges and uncertainties associated with the Utility operating companies’ proposal to move to the MISO RTO, the operations of the independent coordinator of transmission for Entergy's utility service territory, and the scheduled expiration of the current independent coordinator of transmission arrangement in November 2012;
·  
risks associated with the proposed spin-off and subsequent merger of Entergy’s electric transmission business into a subsidiary of ITC Holdings Corp., including the risk that Entergy and the Utility operating companies may not be able to timely satisfy the conditions or obtain the approvals required to complete such transaction or such approvals may contain material restrictions or conditions, and the risk that if completed, the transaction may not achieve its anticipated results;
·  
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, 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 Entergy Wholesale Commodities business, and the effects of new or existing safety concerns regarding nuclear power plants and nuclear fuel;
·  
resolution of pending or future applications, and related regulatory proceedings and litigation, 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 and the ability to hedge, sell power forward or otherwise reduce the market price risk associated with those facilities, including the Entergy Wholesale Commodities nuclear plants;
·  
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;


 
 
FORWARD-LOOKING INFORMATION (Concluded)

·  
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, ice storms, or other weather events and the recovery of costs associated with restoration, including accessing funded storm reserves, federal and local cost recovery mechanisms, securitization, and insurance;
·  
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;
·  
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, cyber attacks or data security breaches, and war or a catastrophic event such as a nuclear accident or a natural gas pipeline explosion;
·  
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;
·  
factors that could lead to impairment of long-lived assets; and
·  
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.


DEFINITIONS

Certain abbreviations or acronyms used in the text and notes are defined below:
 
Abbreviation or Acronym
Term
   
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
ASU
Accounting Standards Update issued by the FASB
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
D.C. Circuit
U.S. Court of Appeals for the District of Columbia
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.
Entergy Wholesale
Commodities (EWC)
Entergy’s non-utility business segment primarily comprised of the ownership and operation of six nuclear power plants, the ownership of interests in non-nuclear power plants, and the sale of the electric power produced by those plants to wholesale customers
 
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 Entergy Wholesale Commodities business segment
Form 10-K
Annual Report on Form 10-K for the calendar year ended December 31, 2011 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 Entergy Wholesale Commodities business segment
Indian Point 3
Unit 3 of Indian Point Energy Center (nuclear), owned by an Entergy subsidiary in the Entergy Wholesale Commodities business segment
IRS
Internal Revenue Service
ISO
Independent System Operator


DEFINITIONS (Concluded)

Abbreviation or Acronym
Term
   
kW
Kilowatt, which equals one thousand watts
kWh
Kilowatt-hour(s)
LPSC
Louisiana Public Service Commission
MISO
Midwest Independent Transmission System Operator, Inc., a regional transmission organization
MMBtu
One million British Thermal Units
MPSC
Mississippi Public Service Commission
MW
Megawatt(s), which equals one thousand kilowatts
MWh
Megawatt-hour(s)
Net MW in operation
Installed capacity owned and operated
NRC
Nuclear Regulatory Commission
NYPA
New York Power Authority
Palisades
Palisades Power Plant (nuclear), owned by an Entergy subsidiary in the Entergy Wholesale Commodities business segment
Pilgrim
Pilgrim Nuclear Power Station (nuclear), owned by an Entergy subsidiary in the Entergy Wholesale Commodities business segment
PPA
Purchased power agreement or power purchase agreement
PUCT
Public Utility Commission of Texas
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
SPP
Southwest Power Pool
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 Entergy Wholesale Commodities business 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






ENTERGY CORPORATION AND SUBSIDIARIES

MANAGEMENT’S FINANCIAL DISCUSSION AND ANALYSIS


Entergy operates primarily through two business segments: Utility and Entergy Wholesale Commodities.

·  
The Utility business segment includes the generation, transmission, distribution, and sale of electric power in portions of Arkansas, Mississippi, Texas, and Louisiana, including the City of New Orleans; and operates a small natural gas distribution business.  As discussed in more detail in “Plan to Spin Off the Utility’s Transmission Business,” in the Form 10-K, in December 2011, Entergy entered into an agreement to spin off its transmission business and merge it with a newly-formed subsidiary of ITC Holdings Corp.
·  
The Entergy Wholesale Commodities business segment includes the ownership and operation of six nuclear power plants located in the northern United States and the sale of the electric power produced by those plants to wholesale customers.  This business also provides services to other nuclear power plant owners.  Entergy Wholesale Commodities also owns interests in non-nuclear power plants that sell the electric power produced by those plants to wholesale customers.

Results of Operations

Following are income statement variances for Utility, Entergy Wholesale Commodities, Parent & Other, and Entergy comparing the first quarter 2012 to the first quarter 2011 showing how much the line item increased or (decreased) in comparison to the prior period:

   
 
 
Utility
 
Entergy
Wholesale Commodities
 
 
Parent &
Other (1)
 
 
 
Entergy
   
(In Thousands)
                 
1st Qtr 2011 Consolidated Net Income (Loss)
 
$168,653 
 
$123,233 
 
($38,208)
 
$253,678 
                 
Net revenue (operating revenue less fuel
  expense, purchased power, and other
  regulatory charges/credits)
 
 
 
(42,398)
 
 
 
(72,981)
 
 
 
(1,155)
 
 
 
(116,534)
Other operation and maintenance expenses
 
42,025 
 
23,597 
 
265 
 
65,887 
Asset impairment
 
 
355,524 
 
 
355,524 
Taxes other than income taxes
 
3,508 
 
8,357 
 
71 
 
11,936 
Depreciation and amortization
 
7,481 
 
7,840 
 
 
15,330 
Other income
 
10,335 
 
4,850 
 
(2,513)
 
12,672 
Interest expense
 
5,565 
 
2,403 
 
1,786 
 
9,754 
Other expenses
 
1,296 
 
1,241 
 
 
2,537 
Income taxes (benefit)
 
9,503 
 
(175,348)
 
1,433 
 
(164,412)
                 
1st Qtr 2012 Consolidated Net Income (Loss)
 
$67,212 
 
($168,512)
 
($45,440)
 
($146,740)

(1)
Parent & Other includes eliminations, which are primarily intersegment activity.

 
1

Entergy Corporation and Subsidiaries
Management's Financial Discussion and Analysis

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

As discussed in more detail in Note 11 to the financial statements, first quarter 2012 results of operations include a $355.5 million ($223.5 million after-tax) impairment charge to write down the carrying values of Vermont Yankee and related assets to their fair values.

Net Revenue

Utility

Following is an analysis of the change in net revenue comparing the first quarter 2012 to the first quarter 2011.

  
 
Amount
  
 
(In Millions)
     
2011 net revenue
 
$1,148 
Volume/weather
 
(48)
Net gas revenue
 
(8)
Retail electric price
 
12 
Other
 
2012 net revenue
 
$1,106 

           The volume/weather variance is primarily due to the effect of milder weather on residential and commercial sales.  This was partially offset by an increase of 748 GWh in weather-adjusted usage, primarily in the industrial sector.  Industrial sales growth was largely due to expansions.  This sector had growth from both large and small industrial customers.  Improvements in chemicals were partially offset by declines in refineries and pipelines.

The net gas revenue variance is primarily due to milder weather compared to the same period in the prior year.

The retail electric price variance is primarily due to:

·  
a special formula rate plan rate increase at Entergy Louisiana effective May 2011 in accordance with a previous LPSC order relating to the acquisition of Unit 2 of the Acadia Energy Center; and
·  
a base rate increase at Entergy Texas beginning May 2011 as a result of the settlement of the December 2009 rate case.

These increases were partially offset by a formula rate plan decrease at Entergy New Orleans effective October 2011.  See Note 2 to the financial statements in the Form 10-K for further discussion of these proceedings.


 
2

Entergy Corporation and Subsidiaries
Management's Financial Discussion and Analysis

Entergy Wholesale Commodities

Following is an analysis of the change in net revenue comparing the first quarter 2012 to the first quarter 2011.

  
 
Amount
  
 
(In Millions)
     
2011 net revenue
 
$525 
Realized price changes
 
(63)
Volume
 
(7)
Other
 
(3)
2012 net revenue
 
$452 

As shown in the table above, net revenue for Entergy Wholesale Commodities decreased by $73 million, or 14%, in the first quarter 2012 compared to the first quarter 2011 primarily due to lower pricing in its contracts to sell power and lower volume in its nuclear fleet resulting from more planned and unplanned outage days in 2012 compared to the same period in 2011.

Following are key performance measures for Entergy Wholesale Commodities for the first quarter 2012 and 2011:

   
2012
 
2011
         
Owned capacity
 
6,612
 
6,016
GWh billed
 
11,193
 
10,519
Average realized price per MWh
 
$49.68
 
$56.98
         
Entergy Wholesale Commodities Nuclear Fleet
Capacity factor
 
88%
 
91%
GWh billed
 
9,838
 
9,913
Average realized revenue per MWh
 
$50.32
 
$57.46
Refueling Outage Days:
       
Indian Point 2
 
27
 
-
Indian Point 3
 
-
 
23

Realized Revenue per MWh for Entergy Wholesale Commodities Nuclear Plants

See the Form 10-K for a discussion of Entergy Wholesale Commodities nuclear business’s average realized price per MWh, including the factors that influence it and the decrease in the annual average realized price per MWh to $54.73 in 2011 from $59.16 in 2010.  Entergy Wholesale Commodities’ nuclear business is likely to continue to experience a decrease again in 2012 from 2011 because, as shown in the contracted sale of energy table in "Market and Credit Risk Sensitive Instruments," Entergy Wholesale Commodities has sold forward 89% of its planned nuclear energy output for the remainder of 2012 for an average contracted energy price of $48 per MWh.  In addition, Entergy Wholesale Commodities has sold forward 84% of its planned nuclear energy output for 2013 for an average contracted energy price of $45-50 per MWh.
 
 
3

Entergy Corporation and Subsidiaries
Management's Financial Discussion and Analysis

Other Income Statement Items

Utility

Other operation and maintenance expenses increased from $448 million for the first quarter 2011 to $490 million for the first quarter 2012 primarily due to:
 
·  
an increase of $14 million in compensation and benefits costs primarily due to decreasing discount rates and changes in certain actuarial assumptions resulting from a recent experience study.  See "MANAGEMENT’S FINANCIAL DISCUSSION AND ANALYSIS – Critical Accounting Estimates" in the Form 10-K and Note 6 to the financial statements herein for further discussion of benefits costs;
·  
an increase of $13 million in fossil-fueled generation expenses resulting from higher outage costs primarily because the scope of outages was greater than the same period in the prior year and the timing of the outages;
·  
$6 million of costs incurred in 2012 related to the planned spin-off and merger of the Utility’s transmission business;
·  
an increase of $6 million in nuclear generation expenses primarily due to higher labor costs, including higher contract labor;
·  
nuclear insurance refunds of $5 million received in 2011; and
·  
an increase of $4 million in contract costs due to the transition and implementation of joining the MISO RTO.

Depreciation and amortization expense increased primarily due to an increase in plant in service.

Other income increased primarily due to an increase of $6 million in realized earnings on decommissioning trust fund investments and AFUDC accrued on projects under construction, primarily from the Grand Gulf uprate project.

Interest expense increased primarily due to net debt issuances by certain of the Utility operating companies.

Entergy Wholesale Commodities

           Other operation and maintenance expenses increased from $209 million for the first quarter 2011 to $233 million for the first quarter 2012 primarily due to:

·  
an increase of $12 million in compensation and benefits costs primarily due to decreasing discount rates and changes in certain actuarial assumptions resulting from a recent experience study.  See "MANAGEMENT’S FINANCIAL DISCUSSION AND ANALYSIS – Critical Accounting Estimates" in the Form 10-K and Note 6 to the financial statements herein for further discussion of benefits costs;
·  
an increase of $4 million due to the operations of the Rhode Island State Energy Center, which was acquired in December 2011; and
·  
several individually insignificant items.

The asset impairment variance is due to a $355.5 million ($223.5 million after-tax) impairment charge to write down the carrying values of Vermont Yankee and related assets to their fair values.  See Note 11 to the financial statements for further discussion of this charge.

Taxes other than income taxes increased primarily due to increased property taxes at FitzPatrick.  Previously, Fitzpatrick was granted an exemption from property taxation and paid taxes according to a payment in lieu of property taxes agreement.  This agreement expired on June 30, 2011 and FitzPatrick is now being taxed under the current property tax system.
 
 
4

Entergy Corporation and Subsidiaries
Management's Financial Discussion and Analysis


Depreciation expense increased primarily due to an increase in plant in service, including the acquisition of the Rhode Island State Energy Center in December 2011.

Income Taxes

The effective income tax rates for the first quarters 2012 and 2011 were 0.11% and 39.3%, respectively.  The difference in the effective income tax rate versus the statutory rate of 35% for the first quarter 2012 was primarily because the expected tax benefit of the pre-tax loss that Entergy incurred in the first quarter 2012 was partially offset by the write-off of a portion of the regulatory asset for income taxes that is discussed in Note 2 to the financial statements.  The difference in the effective income tax rate versus the statutory rate of 35% for the first quarter 2011 was primarily due to state income taxes and certain book and tax differences for utility plant items.
 
Plan to Spin Off the Utility’s Transmission Business

See the Form 10-K for a discussion of Entergy’s plan to spin off its transmission business and merge it with a newly formed subsidiary of ITC Holdings Corp.

Entergy Wholesale Commodities Authorizations to Operate Its Nuclear Power Plants

The NRC operating licenses for Pilgrim, Indian Point 2, and Indian Point 3 expire in June 2012, September 2013, and December 2015, respectively.  NRC license renewal applications are pending for each plant.  Under federal law, nuclear power plants may continue to operate beyond their license expiration dates while their renewal applications are pending NRC approval.  In addition, in March 2011 the NRC renewed Vermont Yankee’s operating license for an additional 20 years, as a result of which the license now expires in 2032.  For additional discussion regarding activity in Vermont and the continued operation of the Vermont Yankee plant, see “Impairment of Long-Lived Assets” in Note 11 to the financial statements herein.

In the Pilgrim license renewal proceeding, there remain pending two matters that could present an obstacle to the NRC staff’s issuance of a renewed license.  First, the NRC referred to the Atomic Safety and Licensing Board (ASLB) an intervenor request to reopen the record to admit a new contention with a request for decision on admissibility by May 29, 2012.  Second, while four intervenor appeals of ASLB decisions were denied by the NRC during the first quarter 2012, one such appeal remains pending.  On April 23, 2012, the NRC staff issued a request to the NRC Commissioner asking for authorization to issue a renewed Pilgrim license notwithstanding the pendency of these matters.  The NRC Staff asked that the NRC act by May 8, 2012.  Outside of the NRC license renewal process, intervenors have taken steps to slow or block license renewal.  Such steps include the Commonwealth of Massachusetts’s appeal to the U.S. Court of Appeals for the First Circuit of an NRC decision affirming the ASLB’s decision not to admit a late-filed contention and an April 2012 letter sent by certain parties to the Massachusetts Office of Coastal Zone Management (OCZM) requesting that OCZM suspend its 2006 consistency determination issued for Pilgrim license renewal.

In April 2007, Entergy submitted an application to the NRC to renew the operating licenses for Indian Point 2 and 3 for an additional 20 years.  The ASLB has admitted 21 contentions raised by the State of New York or other parties, which were combined into 16 discrete issues.  Two of the issues have been resolved, leaving 14 issues that are currently subject to ASLB hearings.  In July 2011, the ASLB granted the State of New York’s motion for summary disposition of an admitted contention challenging the adequacy of a section of Indian Point’s environmental analysis as incorporated in the Final Supplemental Environmental Impact Statement (FSEIS) (discussed below).  That section provided cost estimates for Severe Accident Mitigation Alternatives (SAMAs), which are hardware and procedural changes that could be implemented to mitigate estimated impacts of off-site radiological releases in case of a hypothesized severe accident.  In addition to finding that the SAMA cost analysis was insufficient, the ASLB directed the NRC staff to explain why cost-beneficial SAMAs should not be required to be implemented.  Entergy appealed the ASLB’s decision to the NRC and the NRC staff supported Entergy’s appeal, while the State of New York opposed it.  In December 2011 the NRC denied Entergy’s appeal as premature, stating that the appeal could be renewed at the conclusion of the ASLB proceedings.
 
 
5

Entergy Corporation and Subsidiaries
Management's Financial Discussion and Analysis

 In November 2011 the ASLB issued an order establishing deadlines for the submission of several rounds of testimony on most of the contentions pending before the ASLB and for the filing of motions to limit or exclude testimony.  Most of the testimony on those contentions has now been completed and filed, and the ASLB has scheduled the commencement of hearings for October 15, 2012.  Hearings on the remaining issues will follow the submission of testimony on dates yet to be set.

The NRC staff currently is also performing its technical and environmental reviews of the application.  The NRC staff issued a Final Safety Evaluation Report (FSER) in August 2009, a supplement to the FSER in August 2011, and a FSEIS in December 2010.  The NRC staff has stated its intent to issue a draft supplemental FSEIS in May 2012 and, following an opportunity for comment, to issue a final supplement FSEIS later in 2012.  The NRC staff also plans to issue a supplemental SER in August 2012.
 
The New York State Department of Environmental Conservation has taken the position that Indian Point must obtain a new state-issued Clean Water Act Section 401 water quality certification as part of the license renewal process.  In addition, the consistency of Indian Point’s operations with New York State’s coastal management policies must be resolved as required by the Coastal Zone Management Act.  Entergy Wholesale Commodities’ efforts to obtain these certifications and determinations continue in 2012.

The hearing process is an integral component of the NRC’s regulatory framework, and evidentiary hearings on license renewal applications are not uncommon.  Entergy intends to participate fully in the hearing process as permitted by the NRC’s hearing rules.  As noted in Entergy’s responses to the various intervenor filings, Entergy believes the contentions proposed by the intervenors are unsupported and without merit.  Entergy will continue to work with the NRC staff as it completes its technical and environmental reviews of the license renewal application.

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.

   
March 31,
2012
 
December 31,
2011
         
Debt to capital
 
57.8 %
 
57.3 %
Effect of excluding the securitization bonds
 
(2.1)%
 
(2.3)%
Debt to capital, excluding securitization bonds (1)
 
55.7 %
 
55.0 %
Effect of subtracting cash
 
(1.5)%
 
(1.5)%
Net debt to net capital, excluding securitization bonds (1)
 
54.2 %
 
53.5 %

(1)
Calculation excludes the Arkansas, Louisiana, and Texas securitization bonds, which are non-recourse to Entergy Arkansas, Entergy Louisiana, and Entergy Texas, respectively.

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 and the ratios excluding securitization bonds in analyzing its financial condition and believes they provide useful information to its investors and creditors in evaluating Entergy’s financial condition.
 
 
6

Entergy Corporation and Subsidiaries
Management's Financial Discussion and Analysis


Entergy Corporation has in place a credit facility that has a borrowing capacity of $3.5 billion and expires in March 2017.  Entergy Corporation has the ability to issue letters of credit against 50% of the total borrowing capacity of the facility.  Following is a summary of the borrowings outstanding and capacity available under the facility as of March 31, 2012.


 
Capacity
 
 
Borrowings
 
Letters
of Credit
 
Capacity
Available
(In Millions)
             
$3,500 
 
$1,465
 
$8
 
$2,027
 
A covenant in Entergy Corporation’s credit facility requires Entergy 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 is different than the calculation of the debt to capital ratio above.  Entergy is currently in compliance with the covenant.  If Entergy fails to meet this ratio, or if Entergy 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.

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 2012 through 2014.  Following are updates to the discussion in the Form 10-K.

Grand Gulf Uprate

As discussed in more detail in the Form 10-K, the estimated capital investments for 2012-2014 include System Energy’s planned approximate 178 MW uprate of the Grand Gulf nuclear plant.  Considering the progress of the uprate project during Grand Gulf’s spring 2012 refueling outage, including additional work scope that has emerged during the outage; additional information from the project's engineering, procurement and construction contractor; the costs required to install instrumentation in the steam dryer in response to evolving guidance from the NRC staff; and delays in obtaining NRC approval; System Energy now estimates the total capital investment to be made in the course of the implementation of the Grand Gulf uprate project is approximately $874 million, including SMEPA’s share.  Implementation of the uprate and the NRC’s review continues.  System Energy expects to complete the project during the summer of 2012.

Ninemile Point Unit 6 Self-Build Project

See the Form 10-K for a discussion of Entergy Louisiana’s Ninemile Point Unit 6 self-build project.  The Ninemile 6 capacity and energy is proposed to be allocated 55% to Entergy Louisiana, 25% to Entergy Gulf States Louisiana, and 20% to Entergy New Orleans.  In February 2012 the City Council passed a resolution authorizing Entergy New Orleans to purchase 20% of the Ninemile 6 energy and capacity.  In June 2011, Entergy Louisiana filed with the LPSC an application seeking certification that the public necessity and convenience would be served by Entergy Louisiana’s construction of the facility.  Entergy Gulf States Louisiana joined in the application, seeking certification of its purchase under a life-of-unit power purchase agreement of its allocated share of the capacity and energy generated by Ninemile 6.  In March 2012 the LPSC unanimously voted to grant the certifications requested by Entergy Louisiana and Entergy Gulf States Louisiana, and Entergy Louisiana has given the contractor a full notice to proceed with the construction. Under the terms approved by the LPSC, costs may be recovered through Entergy Louisiana’s and Entergy Gulf States Louisiana’s formula rate plans, if one is in effect when the project is placed in service; alternatively, Entergy Louisiana and Entergy Gulf States Louisiana’s must file rate cases approximately 12 months prior to the expected in-service date.
 
 
7

Entergy Corporation and Subsidiaries
Management's Financial Discussion and Analysis

Hot Spring Energy Facility Purchase Agreement

See the Form 10-K for a discussion of Entergy Arkansas’s agreement to acquire the Hot Spring Energy Facility.  The parties have satisfied their obligations under the Hart-Scott-Rodino Act, and the U.S. Department of Justice’s review of the transaction is ongoing.

In July 2011, Entergy Arkansas filed its application with the APSC requesting approval of the acquisition and full cost recovery.  In January 2012, Entergy Arkansas, the APSC General Staff, and the Arkansas Attorney General filed a Motion to Suspend the Procedural Schedule and Joint Stipulation and Settlement for consideration by the APSC.  Under the settlement, the parties agreed that the acquisition costs may be recovered through a capacity acquisition rider and agreed that the level of the return on equity reflected in the rider would be submitted to the APSC for resolution.  Because the transmission upgrade costs remained uncertain, the parties requested that the APSC suspend the procedural schedule and cancel the hearing scheduled for January 24, 2012, pending resolution of the transmission costs.  The APSC issued an order accepting the settlement as part of the record and directing Entergy Arkansas to file the transmission studies when available and directing the parties to propose a procedural schedule to address the results of those studies.

On April 6, 2012, facilities studies were issued indicating that long-term transmission service is available for the Hot Spring facility provided that supplemental transmission upgrades estimated at approximately $440,000 are made.  In addition, the studies noted that surveys of two lines should be conducted, which may result in additional upgrade requirements not expected to exceed $25 million.  On April 16, 2012, Entergy Arkansas filed the facilities studies with the APSC and reiterated its request for a public interest finding and timely cost recovery.  Assuming timely regulatory approvals and the satisfaction of all other closing conditions, closing is targeted for around mid-2012.

Hinds Energy Facility Purchase Agreement

See the Form 10-K for a discussion of Entergy Mississippi’s agreement to acquire the Hinds Energy Facility.  In July 2011, Entergy Mississippi filed with the MPSC requesting approval of the acquisition and full cost recovery.  The parties have satisfied their obligations under the Hart-Scott-Rodino Act, and the U.S. Department of Justice’s review of the transaction is ongoing.  In February 2012 the MPSC granted a certificate of public convenience and necessity and approved the estimated acquisition cost.  In April 2012, facilities studies were issued indicating that long-term transmission service is available for the Hinds facility provided that supplemental transmission upgrades estimated at approximately $580,000 are made and assuming that various projects already included in the transmission construction plan are completed.  The retail cost recovery proceeding remains pending before the MPSC.  Assuming timely regulatory approvals and the satisfaction of all other closing conditions, closing is targeted for around mid-2012.

Dividends and Stock Repurchases

Declarations of dividends on Entergy’s common stock are made at the discretion of the Board.  Among other things, the Board evaluates the level of Entergy’s common stock dividends based upon Entergy’s earnings, financial strength, and future investment opportunities.  At its April 2012 meeting, the Board declared a dividend of $0.83 per share, which is the same quarterly dividend per share that Entergy has paid since second quarter 2010.
 
 
8

Entergy Corporation and Subsidiaries
Management's Financial Discussion and Analysis

Cash Flow Activity

As shown in Entergy’s Consolidated Statements of Cash Flows, cash flows for the three months ended March 31, 2012 and 2011 were as follows:

   
2012
 
2011
   
(In Millions)
         
Cash and cash equivalents at beginning of period
 
$694 
 
$1,294 
         
Cash flow provided by (used in):
       
Operating activities
 
601 
 
323 
Investing activities
 
(749)
 
(897)
Financing activities
 
139 
 
Net decrease in cash and cash equivalents
 
(9)
 
(568)
         
Cash and cash equivalents at end of period
 
$685 
 
$726 
 
Operating Activities

Entergy's cash flow provided by operating activities increased by $278 million for the three months ended March 31, 2012 compared to the three months ended March 31, 2011 primarily due to a decrease of $172 million in pension contributions and an increase in deferred fuel cost collections.  Partially offsetting these factors were the decreases in net revenue that are discussed above.  See "MANAGEMENT’S FINANCIAL DISCUSSION AND ANALYSIS – Critical Accounting Estimates" in the Form 10-K and Note 6 to the financial statements herein for a discussion of qualified pension and other postretirement benefits funding.

Investing Activities

Net cash used in investing activities decreased by $148 million for the three months ended March 31, 2012 compared to the three months ended March 31, 2011 primarily due to:

·  
a decrease in nuclear fuel purchases because of variations from year to year in the timing and pricing of fuel reload requirements, material and services deliveries, and the timing of cash payments during the nuclear fuel cycle;
·  
a change in collateral deposit activity, reflected in the “Decrease (increase) in other investments” line on the Consolidated Statements of Cash Flows, as Entergy received $95 million in net deposits from Entergy Wholesale Commodities’ counterparties during 2012 and returned net deposits of $21 million in 2011.  Entergy Wholesale Commodities’ forward sales contracts are discussed in the Market and Credit Risk Sensitive Instruments section below; and
·  
an increase in construction expenditures, primarily in the Utility business resulting from spending on the power uprate project at Grand Gulf.  Entergy’s construction spending plans for 2012 through 2014 are discussed in the Form 10-K and are updated in the Capital Expenditure Plans and Other Uses of Capital section in this report.

Financing Activities

Net cash provided by financing activities increased by $133 million for the three months ended March 31, 2012 compared to the three months ended March 31, 2011 primarily due to the following:

·  
Entergy repurchased $54 million of its common stock in the three months ended March 31, 2011.  Entergy’s share repurchase programs are discussed in the Form 10-K.
·  
$51 million in proceeds from the sale in 2012 of a portion of Entergy Gulf States Louisiana’s investment in Entergy Holdings Company’s Class A preferred membership interests to a third party.
 
 
 
9

Entergy Corporation and Subsidiaries
Management's Financial Discussion and Analysis

·  
Long-term debt activity provided approximately $175 million of cash in 2012 compared to $133 million of cash in 2011.  For details of Entergy's long-term debt activity in 2012 see Note 4 to the financial statements herein.

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

Entergy’s Proposal to Join the MISO RTO

See the Form 10-K for a discussion of the Utility operating companies proposal to join the MISO RTO.  Following are updates to that discussion.

On March 14, 2012, the LPSC Staff and intervenors filed direct testimony in Entergy Louisiana’s and Entergy Gulf States Louisiana’s joint change of control proceeding.  In Entergy Arkansas’s proceeding, the APSC Staff and intervenors filed direct testimony on March 16, 2012.  Intervenors began filing direct testimony in the Entergy New Orleans and Entergy Mississippi proceedings on March 23, 2012 and April 23, 2012, respectively.  Most parties were conditionally supportive of or did not oppose certifying the move to MISO as in the public interest.  Several parties, including the LPSC Staff, proposed various conditions.  The APSC Staff argued Entergy Arkansas has not proven that it is in the public interest to join MISO and noted that Entergy Arkansas should maintain the option to join SPP.  On April 13, 2012, Entergy Arkansas filed rebuttal testimony addressing the claims made by parties challenging the MISO proposal, and on April 19, 2012, Entergy Gulf States Louisiana and Entergy Louisiana filed responsive testimony to the prefiled testimony of the LPSC Staff and intervenors.  The LPSC hearing on the merits was completed on May 2, 2012.  The APSC has established a procedural schedule with hearing the hearing on the merits commencing May 30, 2012.  The MPSC has scheduled a hearing in July 2012.  The City Council has scheduled a hearing in September 2012.  Entergy Texas submitted its change of control filing on April 30, 2012.

In June 2011, MISO filed with the FERC a request for a transitional waiver of provisions of its open access transmission, energy, and operating reserve markets tariff regarding allocation of transmission network upgrade costs, in order to establish a transition for the integration of the Utility operating companies.  In September 2011 the FERC issued an order denying on procedural grounds MISO’s request, further advising MISO that submitting modified tariff sheets is the appropriate method for implementing the transition that MISO seeks for the Utility operating companies.  The FERC did not address the merits of any transition arrangements that may be appropriate to integrate the Utility operating companies into MISO.  MISO worked with its stakeholders to prepare the appropriate changes to its tariff and filed the proposed tariff changes with the FERC in November 2011.  On April 19, 2012, the FERC conditionally accepted MISO’s proposal related to the allocation of transmission upgrade costs in connection with the transition and integration of the Utility operating companies into MISO.
 
 
10

Entergy Corporation and Subsidiaries
Management's Financial Discussion and Analysis


In addition, the Utility operating companies have agreed to give authority to the Entergy Regional State Committee (E-RSC), upon unanimous vote and within the first five years after the Utility operating companies join the MISO RTO, (i) to direct the allocation of certain transmission upgrade costs among the Utility operating companies’ transmission pricing zones in a manner that differs from the allocation that would occur under the MISO OATT and (ii) to direct the Utility operating companies as transmission owners to add projects to MISO’s transmission expansion plan.

Market and Credit Risk Sensitive Instruments

Commodity Price Risk

Power Generation

As a wholesale generator, Entergy Wholesale Commodities’ core business is selling energy, measured in MWh, to its customers.  Entergy Wholesale Commodities enters into forward contracts with its customers and sells energy in the day ahead or spot markets.  In addition to selling the energy produced by its plants, Entergy Wholesale Commodities sells unforced capacity, which allows load-serving entities to meet specified reserve and related requirements placed on them by the ISOs in their respective areas.  Entergy Wholesale Commodities’ forward fixed price physical power contracts consist of contracts to sell energy only, contracts to sell capacity only, and bundled contracts in which it sells both capacity and energy.  While the terminology and payment mechanics vary in these contracts, each of these types of contracts requires Entergy Wholesale Commodities to deliver MWh of energy, make capacity available, or both.  In addition to its forward fixed price physical power contracts, Entergy Wholesale Commodities also uses financial contracts to hedge a portion of its commodity price risk.  The following is a summary of the amount of Entergy Wholesale Commodities’ planned energy output that is currently sold forward under physical or financial contracts (2012 represents the remainder of the year):
 
Entergy Wholesale Commodities Nuclear Portfolio
                   
                     
   
2012
 
2013
 
2014
 
2015
 
2016
                     
Energy
                   
Percent of planned generation sold forward (a):
                   
Unit-contingent (b)
 
60%
 
41%
 
14%
 
12%
 
12%
      Unit-contingent with guarantee of availability (c)
 
18%
 
19%
 
15%
 
 13%
 
 13%
Firm LD (d)
 
24%
 
24%
 
20%
 
-%
 
-%
Offsetting positions (e)
 
(13)%
 
-%
 
-%
 
-%
 
-%
Total energy sold forward
 
89%
 
84%
 
49%
 
25%
 
25%
Planned generation (TWh) (f) (g)
 
31
 
40
 
41
 
41
 
40
Average revenue under contract per MWh (h)
 
$48
 
$45-50
 
$47-51
 
$49-57
 
$50-59
                     

Capacity
                   
Percent of capacity sold forward (i):
                   
       Bundled capacity and energy contracts (j)
 
16%
 
16%
 
16%
 
16%
 
16%
Capacity contracts (k)
 
43%
 
31%
 
25%
 
17%
 
 5%
Total capacity sold forward
 
59%
 
47%
 
41%
 
33%
 
21%
Planned net MW in operation (g) (l)
 
5,011
 
5,011
 
5,011
 
5,011
 
5,011
Average revenue under contract per kW per month
(applies to capacity contracts only) (h)
 
$2.3
 
$2.9
 
$3.1
 
$3.2
 
$3.4
                     
Blended Capacity and Energy Recap (based on revenues)
                   
% of planned generation and capacity sold forward
 
92%
 
85%
 
54%
 
31%
 
30%
Average revenue under contract per MWh (h)
 
$50
 
$46
 
$48
 
$52
 
$51
 
 
11

Entergy Corporation and Subsidiaries
Management's Financial Discussion and Analysis

Entergy Wholesale Commodities Non-Nuclear Portfolio
                   
                     
   
2012
 
2013
 
2014
 
2015
 
2016
                     
Energy
                   
Percent of planned generation sold forward (a):
                   
Cost-based contracts (m)
 
41%
 
36%
 
30%
 
35%
 
32%
Firm LD (d)
 
5%
 
5%
 
5%
 
6%
 
6%
Total energy sold forward
 
46%
 
41%
 
35%
 
41%
 
38%
Planned generation (TWh) (f) (n)
 
5
 
7
 
7
 
6
 
6
                     
 
Capacity
                   
Percent of capacity sold forward (i):
                   
Cost-based contracts (m)
 
35%
 
29%
 
24%
 
24%
 
24%
Bundled capacity and energy contracts (j)
 
8%
 
8%
 
8%
 
8%
 
8%
Capacity contracts (k)
 
52%
 
47%
 
47%
 
48%
 
20%
Total capacity sold forward
 
95%
 
84%
 
79%
 
80%
 
52%
Planned net MW in operation (l) (n)
 
1,052
 
1,052
 
1,052
 
1,052
 
1,052
                     

 
(a)
Percent of planned generation output sold or purchased forward under contracts, forward physical contracts, forward financial contracts or options that mitigate price uncertainty that may require regulatory approval or approval of transmission rights
(b)
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
(c)
A sale of power on a unit-contingent basis coupled with a guarantee of availability provides for the payment to the power purchaser of contract damages, if incurred, in the event the seller fails to deliver power as a result of the failure of the specified generation unit to generate power at or above a specified availability threshold.  All of Entergy’s outstanding guarantees of availability provide for dollar limits on Entergy’s maximum liability under such guarantees.
(d)
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, defaulting party must compensate the other party as specified in the contract; a portion of which may be capped through the use of risk management products
(e)
Transactions for the purchase of energy, generally to offset a Firm LD transaction
(f)
Amount of output expected to be generated by Entergy Wholesale Commodities resources considering plant operating characteristics, outage schedules, and expected market conditions that effect dispatch
(g)
Assumes NRC license renewal for plants whose current licenses expire within five years and uninterrupted normal operation at all plants.  NRC license renewal applications are in process for three units, as follows (with current license expirations in parentheses): Pilgrim (June 2012), Indian Point 2 (September 2013), and Indian Point 3 (December 2015).  For a discussion regarding the continued operation of the Vermont Yankee plant, see “Impairment of Long-Lived Assets” in Note 1 to the financial statements in the Form 10-K and “Vermont Yankee” in Note 11 to the financial statements herein.
(h)
Revenue on a per unit basis at which generation output, capacity, or a combination of both is expected to be sold to third parties (including offsetting positions), given existing contract or option exercise prices based on expected dispatch or capacity, excluding the revenue associated with the amortization of the below-market PPA for Palisades.  Revenue may fluctuate due to factors including positive or negative basis differentials, option premiums and market prices at time of option expiration, costs to convert firm LD to unit-contingent, and other risk management costs.  Also, average revenue under contract excludes payments owed under the value sharing agreement with NYPA.
 
 
 
12

Entergy Corporation and Subsidiaries
Management's Financial Discussion and Analysis

(i) Percent of planned qualified capacity sold to mitigate price uncertainty under physical or financial transactions. 
(j)
A contract for the sale of installed capacity and related energy, priced per megawatt-hour sold
(k)
A contract for the sale of an installed capacity product in a regional market
(l)
Amount of capacity to be available to generate power and/or sell capacity considering uprates planned to be completed during the year.  The increased capacity figure for the nuclear portfolio from the 10-K reflects the final testing and confirmation of a small incremental increase in output associated with equipment replacements at Palisades.
(m)
Contracts priced in accordance with cost-based rates, a ratemaking concept used for the design and development of rate schedules to ensure that the filed rate schedules recover only the cost of providing the service; these contracts are on owned non-utility resources located within Entergy’s service territory, which do not operate under market-based rate authority.  The percentage sold assumes approval of long-term transmission rights.  Includes sales to the Utility through 2013 of 121 MW of capacity and energy from Entergy Power sourced from Independence Steam Electric Station Unit 2.
(n)
Non-nuclear planned generation and net MW in operation include purchases from affiliated and non-affiliated counterparties under long-term contracts and exclude energy and capacity from Entergy Wholesale Commodities’ wind investment accounted for under the equity method of accounting and from the 544 MW Ritchie plant that is not planned to operate.

Entergy estimates that a $10 per MWh change in the annual average energy price in the markets in which the Entergy Wholesale Commodities nuclear business sells power, based on March 31, 2012 market conditions, planned generation volumes, and hedged positions, would have a corresponding effect on pre-tax net income of $41 million in 2012.

Some of the agreements to sell the power produced by Entergy Wholesale Commodities’ 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 Entergy Wholesale Commodities 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 March 31, 2012, based on power prices at that time, Entergy had liquidity exposure of $271 million under the guarantees in place supporting Entergy Wholesale Commodities transactions, $20 million of guarantees that support letters of credit, and $6 million of posted cash collateral to the ISOs.  As of March 31, 2012, the liquidity exposure associated with Entergy Wholesale Commodities assurance requirements would increase by $71 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 March 31, 2012, Entergy would have been required to provide approximately $45 million of additional cash or letters of credit under some of the agreements.

As of March 31, 2012, substantially all of the counterparties or their guarantors for 100% of the planned energy output under contract for Entergy Wholesale Commodities nuclear plants through 2016 have public investment grade credit ratings.

Nuclear Matters

After the nuclear incident in Japan resulting from the March 2011 earthquake and tsunami, the NRC established a task force to conduct a review of processes and regulations relating to nuclear facilities in the United States.  The task force issued a near term (90-day) report in July 2011 that made initial recommendations, which were subsequently refined and prioritized after input from stakeholders.  The task force then issued a second report in September 2011.  Based upon the task force’s recommendations, the NRC issued three orders effective on March 12, 2012.  The three orders require U.S. nuclear operators, including Entergy, to undertake plant modifications or perform additional analyses that will, among other things, result in increased operating and capital costs associated with operating Entergy’s nuclear plants.  The orders are being analyzed and an estimate of the increased costs cannot be made at this time.
 
 
13

Entergy Corporation and Subsidiaries
Management's Financial Discussion and Analysis


With the issuance of the three orders, the NRC also provided members of the public an opportunity to request a hearing.  Two established anti-nuclear groups, Pilgrim Watch and Beyond Nuclear, have filed hearing requests, focused on Pilgrim, regarding two of the three orders.  These requests seek to have the NRC impose expanded remedial requirements to address the issues raised by the NRC’s orders.  Entergy has filed oppositions to these hearing requests.

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.  For updates of the impairment of long-lived assets discussion regarding Vermont Yankee see Note 11 to the financial statements herein.

New Accounting Pronouncements

The accounting standard-setting process, including projects between the FASB and the International Accounting Standards Board (IASB) to converge U.S. GAAP and International Financial Reporting Standards, is ongoing and the FASB and the IASB are each currently working on several projects that have not yet resulted in final pronouncements.  Final pronouncements that result from these projects could have a material effect on Entergy’s future net income or financial position.


 
 
 
 

(Page left blank intentionally)



 
CONSOLIDATED STATEMENTS OF INCOME (LOSS)
 
For the Three Months Ended March 31, 2012 and 2011
 
(Unaudited)
 
   
2012
   
2011
 
   
(In Thousands, Except Share Data)
 
             
OPERATING REVENUES
           
Electric
  $ 1,784,841     $ 1,865,899  
Natural gas
    46,008       71,123  
Competitive businesses
    552,810       604,186  
TOTAL
    2,383,659       2,541,208  
                 
OPERATING EXPENSES
               
Operating and Maintenance:
               
   Fuel, fuel-related expenses, and
               
     gas purchased for resale
    538,837       507,693  
   Purchased power
    284,966       362,618  
   Nuclear refueling outage expenses
    63,884       63,985  
   Asset impairment
    355,524       -  
   Other operation and maintenance
    721,635       655,748  
Decommissioning
    57,903       55,265  
Taxes other than income taxes
    137,170       125,234  
Depreciation and amortization
    280,215       264,885  
Other regulatory charges (credits) - net
    382       (5,111 )
TOTAL
    2,440,516       2,030,317  
                 
OPERATING INCOME (LOSS)
    (56,857 )     510,891  
                 
OTHER INCOME
               
Allowance for equity funds used during construction
    24,307       17,289  
Interest and investment income
    40,992       26,747  
Miscellaneous - net
    (17,990 )     (9,399 )
TOTAL
    47,309       34,637  
                 
INTEREST EXPENSE
               
Interest expense
    146,745       136,134  
Allowance for borrowed funds used during construction
    (9,391 )     (8,534 )
TOTAL
    137,354       127,600  
                 
INCOME (LOSS) BEFORE INCOME TAXES
    (146,902 )     417,928  
                 
Income tax expense (benefit)
    (162 )     164,250  
                 
CONSOLIDATED NET INCOME (LOSS)
    (146,740 )     253,678  
                 
Preferred dividend requirements of subsidiaries
    4,943       5,015  
                 
NET INCOME (LOSS) ATTRIBUTABLE TO ENTERGY CORPORATION
  $ (151,683 )   $ 248,663  
                 
                 
Earnings (loss) per average common share:
               
    Basic
  $ (0.86 )   $ 1.39  
    Diluted
  $ (0.86 )   $ 1.38  
Dividends declared per common share
  $ 0.83     $ 0.83  
                 
Basic average number of common shares outstanding
    176,865,363       178,834,342  
Diluted average number of common shares outstanding
    177,388,045       180,083,830  
                 
See Notes to Financial Statements.
               
                 
                 
 
 

 
 
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
 
For the Three Months Ended March 31, 2012 and 2011
 
(Unaudited)
 
             
   
2012
   
2011
 
   
(In Thousands)
 
             
Net Income (loss)
  $ (146,740 )   $ 253,678  
                 
Other comprehensive income (loss)
               
   Cash flow hedges net unrealized gain (loss)
               
     (net of tax expense (benefit) of $75,494 and ($34,635))
    145,435       (58,208 )
   Pension and other postretirement liabilities
               
     (net of tax expense of $3,876 and $1,093)
    6,266       4,259  
   Net unrealized investment gains
               
     (net of tax expense of $49,138 and $25,340)
    50,107       24,685  
   Foreign currency translation
               
     (net of tax expense of $167 and $161)
    311       299  
         Other comprehensive income (loss)
    202,119       (28,965 )
                 
Comprehensive Income
    55,379       224,713  
                 
Preferred dividend requirements of subsidiaries
    4,943       5,015  
                 
Comprehensive Income Attributable to Entergy Corporation
  $ 50,436     $ 219,698  
                 
                 
See Notes to Financial Statements.
               
 


 
 
CONSOLIDATED STATEMENTS OF CASH FLOWS
 
For the Three Months Ended March 31, 2012 and 2011
 
(Unaudited)
 
   
2012
   
2011
 
   
(In Thousands)
 
             
OPERATING ACTIVITIES
           
Consolidated net income (loss)
  $ (146,740 )   $ 253,678  
Adjustments to reconcile consolidated net income (loss) to net cash flow
               
 provided by operating activities:
               
  Depreciation, amortization, and decommissioning, including nuclear fuel amortization
    450,009       422,411  
  Deferred income taxes, investment tax credits, and non-current taxes accrued
    38,858       173,784  
  Asset impairment
    355,524       -  
  Changes in working capital:
               
     Receivables
    156,202       102,711  
     Fuel inventory
    (20,213 )     (12,508 )
     Accounts payable
    (145,599 )     (154,398 )
     Prepaid taxes and taxes accrued
    (89,583 )     (63,918 )
     Interest accrued
    (32,194 )     (67,978 )
     Deferred fuel
    77,405       (66,548 )
     Other working capital accounts
    (34,753 )     (102,294 )
  Changes in provisions for estimated losses
    (15,030 )     (779 )
  Changes in other regulatory assets
    60,857       48,889  
  Changes in pensions and other postretirement liabilities
    (4,764 )     (190,958 )
  Other
    (49,479 )     (18,991 )
Net cash flow provided by operating activities
    600,500       323,101  
                 
  INVESTING ACTIVITIES
               
Construction/capital expenditures
    (563,539 )     (486,561 )
Allowance for equity funds used during construction
    25,448       17,289  
Nuclear fuel purchases
    (201,059 )     (300,975 )
Changes in securitization account
    940       6,360  
NYPA value sharing payment
    (72,000 )     (72,000 )
Payments to storm reserve escrow account
    (1,483 )     (1,736 )
Receipts from storm reserve escrow account
    861       -  
Decrease (increase) in other investments
    93,786       (21,212 )
Proceeds from nuclear decommissioning trust fund sales
    535,551       492,682  
Investment in nuclear decommissioning trust funds
    (567,780 )     (530,672 )
Net cash flow used in investing activities
    (749,275 )     (896,825 )
                 
See Notes to Financial Statements.
               
 



ENTERGY CORPORATION AND SUBSIDIARIES
 
CONSOLIDATED STATEMENTS OF CASH FLOWS
 
For the Three Months Ended March 31, 2012 and 2011
 
(Unaudited)
 
   
2012
   
2011
 
   
(In Thousands)
 
             
FINANCING ACTIVITIES
           
Proceeds from the issuance of:
           
  Long-term debt
    1,034,945       411,444  
  Preferred stock
    51,000       -  
  Common stock and treasury stock
    32,826       12,280  
Retirement of long-term debt
    (859,648 )     (278,084 )
Repurchase of common stock
    -       (54,404 )
Changes in credit borrowings - net
    32,782       68,244  
Dividends paid:
               
  Common stock
    (146,674 )     (148,678 )
  Preferred stock
    (5,582 )     (5,015 )
Net cash flow provided by financing activities
    139,649       5,787  
                 
Effect of exchange rates on cash and cash equivalents
    (310 )     (298 )
                 
Net decrease in cash and cash equivalents
    (9,436 )     (568,235 )
                 
Cash and cash equivalents at beginning of period
    694,438       1,294,472  
                 
Cash and cash equivalents at end of period
  $ 685,002     $ 726,237  
                 
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
               
  Cash paid (received) during the period for:
               
    Interest - net of amount capitalized
  $ 134,655     $ 164,563  
    Income taxes
  $ 35,992     $ (4,380 )
                 
See Notes to Financial Statements.
               
                 
 



 
CONSOLIDATED BALANCE SHEETS
 
ASSETS
 
March 31, 2012 and December 31, 2011
 
(Unaudited)
 
             
   
2012
   
2011
 
   
(In Thousands)
 
             
CURRENT ASSETS
           
Cash and cash equivalents:
           
  Cash
  $ 63,117     $ 81,468  
  Temporary cash investments
    621,885       612,970  
     Total cash and cash equivalents
    685,002       694,438  
Securitization recovery trust account
    49,364       50,304  
Accounts receivable:
               
  Customer
    452,926       568,558  
  Allowance for doubtful accounts
    (30,079 )     (31,159 )
  Other
    145,677       166,186  
  Accrued unbilled revenues
    260,539       298,283  
     Total accounts receivable
    829,063       1,001,868  
Deferred fuel costs
    69,924       209,776  
Accumulated deferred income taxes
    4,650       9,856  
Fuel inventory - at average cost
    222,345       202,132  
Materials and supplies - at average cost
    896,633       894,756  
Deferred nuclear refueling outage costs
    230,514       231,031  
System agreement cost equalization
    36,800       36,800  
Prepayments and other
    452,042       291,742  
TOTAL
    3,476,337       3,622,703  
                 
OTHER PROPERTY AND INVESTMENTS
               
Investment in affiliates - at equity
    45,769       44,876  
Decommissioning trust funds
    4,039,319       3,788,031  
Non-utility property - at cost (less accumulated depreciation)
    259,867       260,436  
Other
    419,661       416,423  
TOTAL
    4,764,616       4,509,766  
                 
PROPERTY, PLANT AND EQUIPMENT
               
Electric
    39,300,676       39,385,524  
Property under capital lease
    808,790       809,449  
Natural gas
    345,981       343,550  
Construction work in progress
    2,025,005       1,779,723  
Nuclear fuel
    1,499,219       1,546,167  
TOTAL PROPERTY, PLANT AND EQUIPMENT
    43,979,671       43,864,413  
Less - accumulated depreciation and amortization
    18,392,874       18,255,128  
PROPERTY, PLANT AND EQUIPMENT - NET
    25,586,797       25,609,285  
                 
DEFERRED DEBITS AND OTHER ASSETS
               
Regulatory assets:
               
  Regulatory asset for income taxes - net
    730,467       799,006  
  Other regulatory assets (includes securitization property of
               
     $989,503 as of March 31, 2012 and $1,009,103 as of
               
     December 31, 2011)
    4,577,018       4,636,871  
  Deferred fuel costs
    258,534       172,202  
Goodwill
    377,172       377,172  
Accumulated deferred income taxes
    31,271       19,003  
Other
    1,128,012       955,691  
TOTAL
    7,102,474       6,959,945  
                 
TOTAL ASSETS
  $ 40,930,224     $ 40,701,699  
                 
See Notes to Financial Statements.
               
 



ENTERGY CORPORATION AND SUBSIDIARIES
 
CONSOLIDATED BALANCE SHEETS
 
LIABILITIES AND EQUITY
 
March 31, 2012 and December 31, 2011
 
(Unaudited)
 
             
   
2012
   
2011
 
   
(In Thousands)
 
             
CURRENT LIABILITIES
           
Currently maturing long-term debt
  $ 315,275     $ 2,192,733  
Notes payable
    141,113       108,331  
Accounts payable
    916,248       1,069,096  
Customer deposits
    354,178       351,741  
Taxes accrued
    188,652       278,235  
Accumulated deferred income taxes
    94,126       99,929  
Interest accrued
    151,318       183,512  
Deferred fuel costs
    279,723       255,839  
Obligations under capital leases
    3,692       3,631  
Pension and other postretirement liabilities
    46,341       44,031  
System agreement cost equalization
    74,207       80,090  
Other
    345,781       283,531  
TOTAL
    2,910,654       4,950,699  
                 
NON-CURRENT LIABILITIES
               
Accumulated deferred income taxes and taxes accrued
    8,163,494       8,096,452  
Accumulated deferred investment tax credits
    282,140       284,747  
Obligations under capital leases
    37,471       38,421  
Other regulatory liabilities
    809,729       728,193  
Decommissioning and asset retirement cost liabilities
    3,352,820       3,296,570  
Accumulated provisions
    370,761       385,512  
Pension and other postretirement liabilities
    3,126,583       3,133,657  
Long-term debt (includes securitization bonds of $1,048,894 as of
         
   March 31, 2012 and $1,070,556 as of December 31, 2011)
    12,121,105       10,043,713  
Other
    560,697       501,954  
TOTAL
    28,824,800       26,509,219  
                 
Commitments and Contingencies
               
                 
Subsidiaries' preferred stock without sinking fund
    186,510       186,511  
                 
EQUITY
               
Common Shareholders' Equity:
               
Common stock, $.01 par value, authorized 500,000,000 shares;
               
  issued 254,752,788 shares in 2012 and in 2011
    2,548       2,548  
Paid-in capital
    5,352,256       5,360,682  
Retained earnings
    9,148,262       9,446,960  
Accumulated other comprehensive income (loss)
    33,667       (168,452 )
Less - treasury stock, at cost (77,601,080 shares in 2012 and
               
  78,396,988 shares in 2011)
    5,622,473       5,680,468  
Total common shareholders' equity
    8,914,260       8,961,270  
Subsidiaries' preferred stock without sinking fund
    94,000       94,000  
TOTAL
    9,008,260       9,055,270  
                 
TOTAL LIABILITIES AND EQUITY
  $ 40,930,224     $ 40,701,699  
                 
See Notes to Financial Statements.
               
 


 
 
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY
 
For the Three Months Ended March 31, 2012 and 2011
 
(Unaudited) (In Thousands)
 
                                           
         
Common Shareholders' Equity
       
   
Subsidiaries' Preferred Stock
   
Common Stock
   
Treasury Stock
   
Paid-in Capital
   
Retained Earnings
   
Accumulated Other Comprehensive Income (Loss)
   
Total
 
Balance at December 31, 2010
  $ 94,000     $ 2,548     $ (5,524,811 )   $ 5,367,474     $ 8,689,401     $ (38,212 )   $ 8,590,400  
                                                         
Consolidated net income (a)
    5,015       -       -       -       248,663       -       253,678  
Other comprehensive loss
    -       -       -       -       -       (28,965 )     (28,965 )
Common stock repurchases
    -       -       (54,404 )     -       -       -       (54,404 )
Common stock issuances related to stock plans
    -       -       22,930       (956 )     -       -       21,974  
Common stock dividends declared
    -       -       -       -       (148,530 )     -       (148,530 )
Preferred dividend requirements of subsidiaries (a)
    (5,015 )     -       -       -       -       -       (5,015 )
                                                         
Balance at March 31, 2011
  $ 94,000     $ 2,548     $ (5,556,285 )   $ 5,366,518     $ 8,789,534     $ (67,177 )   $ 8,629,138  
                                                         
                                                         
Balance at December 31, 2011
  $ 94,000     $ 2,548     $ (5,680,468 )   $ 5,360,682     $ 9,446,960     $ (168,452 )   $ 9,055,270  
                                                         
Consolidated net income (loss) (a)
    4,943       -       -       -       (151,683 )     -       (146,740 )
Other comprehensive income
    -       -       -       -       -       202,119       202,119  
Common stock issuances related to stock plans
    -       -       57,995       (8,426 )     -       -       49,569  
Common stock dividends declared
    -       -       -       -       (147,015 )     -       (147,015 )
Preferred dividend requirements of subsidiaries (a)
    (4,943 )     -       -       -       -       -       (4,943 )
                                                         
Balance at March 31, 2012
  $ 94,000     $ 2,548     $ (5,622,473 )   $ 5,352,256     $ 9,148,262     $ 33,667     $ 9,008,260  
                                                         
See Notes to Financial Statements.
                                                       
                                                         
(a) Consolidated net income (loss) and preferred dividend requirements of subsidiaries for both 2011 and 2012 include $3.3 million of preferred dividends on subsidiaries' preferred stock without sinking fund that is not presented as equity.
 
                                                         


 

 
SELECTED OPERATING RESULTS
 
For the Three Months Ended March 31, 2012 and 2011
 
(Unaudited)
 
                         
                         
               
Increase/
       
Description
 
2012
   
2011
   
(Decrease)
   
%
 
   
(Dollars in Millions)
       
Utility Electric Operating Revenues:
                       
  Residential
  $ 670     $ 748     $ (78 )     (10 )
  Commercial
    503       501       2       -  
  Industrial
    489       479       10       2  
  Governmental
    48       47       1       2  
    Total retail
    1,710       1,775       (65 )     (4 )
  Sales for resale
    39       64       (25 )     (39 )
  Other
    36       27       9       33  
    Total
  $ 1,785     $ 1,866     $ (81 )     (4 )
                                 
Utility Billed Electric Energy
                               
 Sales (GWh):
                               
  Residential
    7,760       9,042       (1,282 )     (14 )
  Commercial
    6,414       6,449       (35 )     (1 )
  Industrial
    9,958       9,516       442       5  
  Governmental
    578       583       (5 )     (1 )
    Total retail
    24,710       25,590       (880 )     (3 )
  Sales for resale
    732       947       (215 )     (23 )
    Total
    25,442       26,537       (1,095 )     (4 )
                                 
                                 
Entergy Wholesale Commodities:
                               
Operating Revenues
  $ 560     $ 610     $ (50 )     (8 )
Billed Electric Energy Sales (GWh)
    11,193       10,519       674       6  
                                 
 


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, except as otherwise discussed in the Form 10-K or in this report.  Entergy discusses regulatory proceedings in Note 2 to the financial statements in the Form 10-K and herein, discusses tax proceedings in Note 3 to the financial statements in the Form 10-K and Note 10 to the financial statements herein, and discusses a judicial proceeding involving Vermont Yankee in Note 1 to the financial statements in the Form 10-K and in Note 11 to the financial statements herein.

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.



 
24

Entergy Corporation and Subsidiaries
Notes to Financial Statements


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.

Correction of Regulatory Asset for Income Taxes

In the first quarter 2012, Entergy Gulf States Louisiana determined that its regulatory asset for income taxes was overstated because of a difference between the regulatory treatment of the income taxes associated with certain items (primarily pension expense) and the financial accounting treatment of those taxes.  Beginning with Louisiana retail rate filings using the 1994 test year, retail rates were developed using the normalization method of accounting for income taxes.  With respect to these items, however, the financial accounting for income taxes was computed using the flow-through method of accounting.  As a result, over the years Entergy Gulf States Louisiana accumulated a regulatory asset representing the expected future recovery of tax expense for the affected items even though the tax expense was being collected currently in rates from customers and would not be recovered in the future.

The effect was immaterial to the consolidated balance sheets, results of operations, and cash flows of Entergy for all prior reporting periods and on a cumulative basis.  Therefore, a cumulative adjustment was recorded in the first quarter 2012 to remove the regulatory asset previously recorded.  This adjustment increased 2012 income tax expense by $46.3 million, decreased the regulatory asset for income taxes by $75.3 million, and decreased accumulated deferred income taxes by $29 million.

The effect was also immaterial to the balance sheets, results of operations, and cash flows of Entergy Gulf States Louisiana for all prior reporting periods.  Correcting the cumulative effect of the error in the first quarter 2012 could have been material to the 2012 results of operations of Entergy Gulf States Louisiana and, therefore, Entergy Gulf States Louisiana is revising its prior period financial statements to correct the errors.  The corrections affect the prior period financial statements as shown in the tables below:

 
Three Months Ended
March 31, 2011
 
As
previously
reported
 
 
As
corrected
 
(In Thousands)
       
Income Statement
     
Income taxes
$25,852 
 
$24,903 
Net income
$45,670 
 
$46,619 
Earnings applicable to common equity
$45,464 
 
$46,413 
       
Statement of Cash Flows
     
Net income
$45,670 
 
$46,619 
Deferred income taxes, investment tax credits,
  and non-current taxes accrued
 
($25,336)
 
 
($26,285)
Changes in other regulatory assets
($15,701)
 
($17,243)
Other operating activities
$48,274 
 
$49,816 
 
 
 
25

Entergy Corporation and Subsidiaries
Notes to Financial Statements


 
December 31, 2011
 
As
previously
reported
 
 
As
corrected
 
(In Thousands)
       
Balance Sheet
     
Regulatory asset for income taxes - net
$249,058 
 
$173,724 
Accumulated deferred income taxes - current
$5,427 
 
$5,107 
Accumulated deferred income taxes and taxes accrued
$1,397,230 
 
$1,368,563 
Member’s equity
$1,439,733 
 
$1,393,386 

 
Three Months Ended
March 31, 2011
 
Member’s Equity
 
Total Equity
 
As
previously
reported
 
 
As
corrected
 
As
previously
reported
 
 
As
corrected
 
(In Thousands)
               
Statement of Changes in Equity
     
Balance at December 31, 2010
$1,539,517
 
$1,494,593
 
$1,509,213
 
$1,464,289
Net income
$45,670
 
$46,619
 
$45,670
 
$46,619
Balance at March 31, 2011
$1,506,576
 
$1,462,601
 
$1,477,015
 
$1,433,040
 
Fuel and Purchased Power Cost Recovery

Entergy Texas

In December 2011, Entergy Texas filed with the PUCT a request to refund approximately $43 million, including interest, of fuel cost recovery over-collections through October 2011.  Entergy Texas and the parties to the proceeding reached an agreement that Entergy Texas will refund $67 million, including interest and additional over-recoveries through December 2011, over a three-month period.  Entergy Texas and the parties requested that interim rates consistent with the settlement be approved effective with the March 2012 billing month, and the PUCT approved the application in March 2012.
 
Retail Rate Proceedings

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

Filings with the LPSC

Retail Rates - Gas (Entergy Gulf States Louisiana)

In January 2012, Entergy Gulf States Louisiana filed with the LPSC its gas rate stabilization plan for the test year ended September 30, 2011.  The filing showed an earned return on common equity of 10.48%, which is within the earnings bandwidth of 10.5%, plus or minus fifty basis points.  In April 2012, the LPSC Staff filed its findings, suggesting adjustments that will produce an 11.54% earned return on common equity for the test year and a $0.1 million rate reduction.  Entergy Gulf States Louisiana accepted the LPSC Staff’s recommendations, and the rate reduction will be effective with the first billing cycle of May 2012.
 
 
26

Entergy Corporation and Subsidiaries
Notes to Financial Statements



Filings with the MPSC

In March 2012, Entergy Mississippi submitted its formula rate plan 2011 test year filing.  The filing shows an earned return on common equity of 10.92% for the test year, which is within the earnings bandwidth and results in no change in rates.  The filing is currently subject to MPSC review.

Filings with the PUCT and Texas Cities

See the Form 10-K for a discussion of the rate case that Entergy Texas filed in November 2011 requesting a $112 million base rate increase reflecting a 10.6% return on common equity based on an adjusted June 2011 test year. On April 3, 2012 the PUCT Staff filed direct testimony recommending a base rate increase of $66 million and a 9.6% return on common equity.  The PUCT Staff, however, subsequently filed a statement of position in the proceeding indicating that it was still evaluating the position it will ultimately take in the case regarding the Entergy Texas’s recovery of purchased power capacity costs and Entergy Texas’s proposal to defer its MISO transition expenses.  On April 13, 2012, Entergy Texas filed rebuttal testimony indicating a revised request for a $105 million base rate increase.  A hearing was held in late-April through early-May 2012 and a decision is pending.
 
System Agreement Cost Equalization Proceedings

See the Form 10-K for a discussion of the proceedings regarding the System Agreement, including the FERC’s October 2011 order, Entergy’s December 2011 compliance filing in response to that order, and Entergy Arkansas’s February 2012 filing for an interim adjustment to its production cost allocation rider requesting that the $156 million payment be collected from customers over the 22-month period from March 2012 through December 2013.  In March 2012 the APSC issued an order stating that the payment can be recovered from retail customers through the production cost allocation rider, subject to refund.  The LPSC and the APSC have requested rehearing of the FERC’s October 2011 order.  The APSC, LPSC, the PUCT, and other parties intervened in the December 2011 compliance filing proceeding, and the APSC and the LPSC also filed protests.
 
On May 7, 2012, the FERC issued orders in several System Agreement proceedings, including an order on rehearing in the 2007 rate filing based on 2006 production costs proceeding, an order on the ALJ’s initial decision in the 2009 rate filing based on 2008 production costs proceeding, and orders in other proceedings regarding the method of calculating the production costs used in the determination of the rough production cost equalization payments and receipts.  The May 7, 2012 FERC orders may result in the reallocation of costs among the Utility operating companies, although there are still FERC decisions pending in other System Agreement proceedings that could affect the rough production cost equalization payments and receipts, including for the 2007 rate filing.  The FERC directed Entergy, within 45 days of the issuance of a pending FERC order on rehearing regarding the functionalization of costs in the 2007 rate filing, to file a comprehensive bandwidth recalculation report showing updated payments and receipts in the 2007 rate filing proceeding.  In the order in the 2007 rate filing proceeding, the FERC also denied Entergy’s request for rehearing regarding the AmerenUE contract and ordered Entergy Arkansas to refund to AmerenUE the rough production cost equalization payments collected from AmerenUE.  Under the terms of the FERC’s order the refund is due in June 2012.  Entergy Arkansas had previously recorded a regulatory provision for the potential refund to AmerenUE.
 
Interruptible Load Proceeding

See the Form 10-K for a discussion of the proceeding regarding the treatment under the System Agreement of the Utility operating companies’ interruptible loads.  Entergy Arkansas filed an application in November 2010 with the APSC for recovery of the refund that it paid.  The APSC denied Entergy Arkansas’s application, and also denied Entergy Arkansas’s petition for rehearing.  If the FERC were to order Entergy Arkansas to pay refunds on rehearing in the interruptible load proceeding the APSC’s decision would trap FERC-approved costs at Entergy Arkansas with no regulatory-approved mechanism to recover them.  In August 2011, Entergy Arkansas filed a complaint in the United States District Court for the Eastern District of Arkansas asking for a declaratory judgment that the rejection of Entergy Arkansas’s application by the APSC is preempted by the Federal Power Act.  The APSC filed a motion to dismiss the complaint.  In April 2012 the United States district court dismissed Entergy Arkansas’s complaint without prejudice stating that Entergy Arkansas’s claim is not ripe for adjudication at this time.
 
 
27

Entergy Corporation and Subsidiaries
Notes to Financial Statements

 
Entergy Arkansas Opportunity Sales Proceeding

See Note 2 to the financial statements in the Form 10-K for a discussion of this proceeding commenced at the FERC by the LPSC.

Storm Cost Recovery Filings with Retail Regulators

Entergy Gulf States Louisiana

Hurricane Katrina and Hurricane Rita

See the Form 10-K for a discussion of Entergy Gulf States Louisiana’s Act 55 financing of its Hurricane Katrina and Hurricane Rita storm costs.  In February 2012, Entergy Gulf States Louisiana sold 500,000 of its Class A preferred membership units in Entergy Holdings Company LLC, a wholly-owned Entergy subsidiary, to a third party in exchange for $51 million plus accrued but unpaid distributions on the units.  The 500,000 preferred membership units are mandatorily redeemable in January 2112.

New Nuclear Generation Development Costs (Entergy Gulf States and Entergy Louisiana)

Entergy Gulf States Louisiana and Entergy Louisiana are developing a project option for new nuclear generation at River Bend.  In March 2010, Entergy Gulf States Louisiana and Entergy Louisiana filed with the LPSC seeking approval to continue the limited development activities necessary to preserve an option to construct a new unit at River Bend.  The testimony and legal briefs of the LPSC staff generally support the request of Entergy Gulf States Louisiana and Entergy Louisiana, although other parties filed briefs, without supporting testimony, in opposition to the request.  At an evidentiary hearing in October 2011, Entergy Gulf States Louisiana, Entergy Louisiana, and the LPSC staff presented testimony in support of certification of activities to preserve an option for a new nuclear plant at River Bend.  The ALJ recommended, however, that the LPSC decline the request of Entergy Gulf States Louisiana and Entergy Louisiana on the basis that the LPSC’s rule on new nuclear development does not apply to activities to preserve an option to develop and on the further grounds that the companies improperly engaged in advanced preparation activities prior to certification.  There has been no suggestion that the planning activities or costs incurred were imprudent.  Entergy Gulf States Louisiana and Entergy Louisiana have requested oral argument before the LPSC.

Texas Power Price Lawsuit

In August 2003, a lawsuit was filed in the district court of Chambers County, Texas by Texas residents on behalf of a purported class apparently of the Texas retail customers of Entergy Gulf States, Inc. who were billed and paid for electric power from January 1, 1994 to the present.  The named defendants include Entergy Corporation, Entergy Services, Entergy Power, Entergy Power Marketing Corp., and Entergy Arkansas.  Entergy Gulf States, Inc. was not a named defendant, but was alleged to be a co-conspirator.  The court granted the request of Entergy Gulf States, Inc. to intervene in the lawsuit to protect its interests.
 
Plaintiffs allege that the defendants implemented a “price gouging accounting scheme” to sell to plaintiffs and similarly situated utility customers higher priced power generated by the defendants while rejecting and/or reselling to off-system utilities less expensive power offered and/or purchased from off-system suppliers and/or generated by the Entergy system.  In particular, plaintiffs allege that the defendants manipulated and continue to manipulate the dispatch of generation so that power is purchased from affiliated expensive resources instead of buying cheaper off-system power.
 
Plaintiffs stated in their pleadings that customers in Texas were charged at least $57 million above prevailing market prices for power.  Plaintiffs seek actual, consequential and exemplary damages, costs and attorneys’ fees, and disgorgement of profits.  The plaintiffs’ experts have tendered a report calculating damages in a large range, from $153 million to $972 million in present value, under various scenarios.  The Entergy defendants have tendered expert reports challenging the assumptions, methodologies, and conclusions of the plaintiffs’ expert reports.
 
 
28

Entergy Corporation and Subsidiaries
Notes to Financial Statements



The case is pending in state district court, and in March 2012 the court found that the case met the requirements to be maintained as a class action under Texas law.  On April 30, 2012, the court entered an order certifying the class.


NOTE 3.  EQUITY  (Entergy Corporation, Entergy Gulf States Louisiana, and Entergy Louisiana)

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 March 31,
   
2012
 
2011
   
(In Millions, Except Per Share Data)
                         
Basic earnings per share
 
Income
 
Shares
 
$/share
 
Income
 
Shares
 
$/share
                         
Net income attributable to
Entergy Corporation
 
 
($151.7)
 
 
176.9
 
 
($0.86) 
 
 
$248.7
 
 
178.8
 
 
$1.39 
Average dilutive effect of:
                       
Stock options
 
 - 
 
0.5
 
-  
 
 -
 
1.1
 
(0.01)
Restricted stock
 
 - 
 
-
 
-  
 
 -
 
 0.2
 
 - 
                         
Diluted earnings per share
 
($151.7)
 
177.4
 
($0.86) 
 
$248.7
 
180.1
 
$1.38 

Entergy’s stock options and other equity compensation plans are discussed in Note 5 herein, and in Note 12 to the financial statements in the Form 10-K.
 
Treasury Stock

During the three months ended March 31, 2012, Entergy Corporation issued 795,908 shares of its previously repurchased common stock to satisfy stock option exercises and other stock-based awards.  Entergy Corporation did not repurchase any of its common stock during the three months ended March 31, 2012.
 
 
29

Entergy Corporation and Subsidiaries
Notes to Financial Statements


Retained Earnings

On April 4, 2012 Entergy Corporation’s Board of Directors declared a common stock dividend of $0.83 per share, payable on June 1, 2012 to holders of record as of May 10, 2012.
 
Comprehensive Income

Accumulated other comprehensive income (loss) is included in the equity section of the balance sheets of Entergy, Entergy Gulf States Louisiana, and Entergy Louisiana.  Accumulated other comprehensive income (loss) in the balance sheets included the following components:

   
 
Entergy
 
Entergy
Gulf States Louisiana
 
Entergy
Louisiana
   
March 31,
2012
 
December 31,
2011
 
March 31,
2012
 
December 31,
2011
 
March 31,
2012
 
December 31,
2011
   
(In Thousands)
                         
Cash flow hedges net
 unrealized gain
 
 
$322,932 
 
 
$177,497 
 
 
$- 
 
 
$- 
 
 
$- 
 
 
$- 
Pension and other
 postretirement liabilities
 
 
(493,289)
 
 
(499,556)
 
 
(68,582)
 
 
(69,610)
 
 
(38,854)
 
 
(39,507)
Net unrealized investment
 gains
 
 
201,045 
 
 
150,939 
 
 
 
 
 
 
 
 
Foreign currency translation
 
2,979 
 
2,668 
 
 
 
 
Total
 
$33,667 
 
($168,452)
 
($68,582)
 
($69,610)
 
($38,854)
 
($39,507)

Other comprehensive income and total comprehensive income for the three months ended March 31, 2012 and 2011 are presented in Entergy’s, Entergy Gulf States Louisiana’s, and Entergy Louisiana’s Statements of Comprehensive Income.


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 has a borrowing capacity of $3.5 billion and expires in March 2017.  Entergy Corporation also has the ability to issue letters of credit against 50% of the total borrowing capacity of the credit facility.  The commitment fee is currently 0.275% of the commitment amount.  Commitment 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 three months ended March 31, 2012 was 2.14% on the drawn portion of the facility.  Following is a summary of the borrowings outstanding and capacity available under the facility as of March 31, 2012.

 
Capacity
 
 
Borrowings
 
Letters
of Credit
 
Capacity
Available
(In Millions)
             
$3,500 
 
$1,465
 
$8
 
$2,027

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.


 
30

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 March 31, 2012 as follows:

 
 
 
Company
 


Expiration
Date
 
 
 
Amount of
Facility
 
 
 
 
Interest Rate (a)
 
Amount Drawn
as of
March 31,
2012
                 
Entergy Arkansas
 
April 2012
 
$78 million (b)
 
3.25%
 
-
Entergy Arkansas
 
March 2017
 
$150 million (c)
 
1.74%
 
-
Entergy Gulf States Louisiana
 
March 2017
 
$150 million (d)
 
1.74%
 
-
Entergy Louisiana
 
March 2017
 
$200 million (e)
 
1.74%
 
-
Entergy Mississippi
 
May 2012
 
$35 million (f)
 
1.99%
 
-
Entergy Mississippi
 
May 2012
 
$25 million (f)
 
1.99%
 
-
Entergy Mississippi
 
May 2012
 
$10 million (f)
 
1.99%
 
-
Entergy Texas
 
March 2017
 
$150 million (g)
 
1.99%
 
-

(a)
The interest rate is the rate as of March 31, 2012 that would be applied to 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.  In April 2012, at the expiration of this facility, Entergy Arkansas entered into a new $20 million credit facility that expires in April 2013.
(c)
The credit facility allows Entergy Arkansas to issue letters of credit against 50% of the borrowing capacity of the facility.  As of March 31, 2012, no letters of credit were outstanding.  The credit facility requires Entergy Arkansas to maintain a consolidated debt ratio of 65% or less of its total capitalization.
(d)
The credit facility allows Entergy Gulf States Louisiana to issue letters of credit against 50% of the borrowing capacity of the facility.  As of March 31, 2012, 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.
(e)
The credit facility allows Entergy Louisiana to issue letters of credit against 50% of the borrowing capacity of the facility.  As of March 31, 2012, 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.
(f)
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.  Prior to expiration on May 31, 2012, Entergy Mississippi expects to renew all of its credit facilities.
(g)
The credit facility allows Entergy Texas to issue letters of credit against 50% of the borrowing capacity of the facility.  As of March 31, 2012, 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.

The facility fees on the credit facilities range from 0.125% to 0.275% of the commitment amount.


 
31

Entergy Corporation and Subsidiaries
Notes to Financial Statements



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, 2013.  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 March 31, 2012 (aggregating both money pool and external short-term borrowings) for the Registrant Subsidiaries:


   
Authorized
 
Borrowings
   
(In Millions)
         
Entergy Arkansas
 
$250
 
$49
Entergy Gulf States Louisiana
 
$200
 
-
Entergy Louisiana
 
$250
 
-
Entergy Mississippi
 
$175
 
-
Entergy New Orleans
 
$100
 
$7
Entergy Texas
 
$200
 
-
System Energy
 
$200
 
-

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

See Note 18 to the financial statements in the Form 10-K for a discussion of the consolidation of the nuclear fuel company variable interest entities (VIE).  The variable interest entities have credit facilities and also issue commercial paper to finance the acquisition and ownership of nuclear fuel as follows as of March 31, 2012:
 
 
 
 
 
 
Company
 
 
 
 
 
Expiration
Date
 
 
 
 
Amount
of
Facility
 
Weighted
Average
Interest
Rate on
Borrowings
(a)
 
 
Amount
Outstanding
as of
March 31,
2012
   
(Dollars in Millions)
                 
Entergy Arkansas VIE
 
July 2013
 
$85
 
2.45%
 
$12.5
Entergy Gulf States Louisiana VIE
 
July 2013
 
$85
 
2.37%
 
$16.7
Entergy Louisiana VIE
 
July 2013
 
$90
 
2.27%
 
$29.4
System Energy VIE
 
July 2013
 
$100
 
2.38%
 
$69.2

(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 Entergy Gulf States Louisiana’s credit facility is included in long-term debt on its balance sheet and the commercial paper outstanding for the other VIEs is classified as a current liability on the respective balance sheets.  The commitment fees on the credit facilities are 0.20% of the undrawn commitment amount.  Each credit facility requires the respective lessee of nuclear fuel (Entergy Arkansas, Entergy Gulf States Louisiana, Entergy Louisiana, or Entergy Corporation as guarantor for System Energy) to maintain a consolidated debt ratio of 70% or less of its total capitalization.


 
32

Entergy Corporation and Subsidiaries
Notes to Financial Statements


The variable interest entities had notes payable that are included in long-term debt on the respective balance sheets as of March 31, 2012 as follows:

Company
 
Description
 
Amount
         
Entergy Arkansas VIE
 
9% Series H due June 2013
 
$30 million
Entergy Arkansas VIE
 
5.69% Series I due July 2014
 
$70 million
Entergy Arkansas VIE
 
3.23% Series J due July 2016
 
$55 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
Entergy Louisiana VIE
 
3.30% Series F due March 2016
 
$20 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
System Energy VIE
 
4.02% Series H due February 2017
 
$50 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 reported in fuel expense.

Debt Issuances and Redemptions

(Entergy Corporation)

In January 2012, Entergy Corporation issued $500 million of 4.70% senior notes due January 2017.  Entergy Corporation used the proceeds to repay borrowings under its $3.5 billion credit facility.  The net repayment of Entergy’s credit facility during the first quarter 2012 was $455 million.

(Entergy Gulf States)

In April 2012, Entergy Gulf States Louisiana redeemed, prior to maturity, its $10.84 million 5.8% Series pollution control revenue bonds due April 2016.

(Entergy Louisiana)

In January 2012, Entergy Louisiana issued $250 million of 1.875% Series first mortgage bonds due December 2014.  Entergy Louisiana used a portion of the proceeds to repay short-term borrowings under the Entergy System money pool.

Fair Value

The book value and the fair value of long-term debt for Entergy Corporation and the Registrant Subsidiaries as of March 31, 2012 are as follows:

   
Book Value
of Long-Term Debt
 
Fair Value
of Long-Term Debt (a) (b)
   
(In Thousands)
         
Entergy
 
$12,436,380
 
$12,565,095
Entergy Arkansas
 
$1,875,944
 
$1,766,405
Entergy Gulf States Louisiana
 
$1,529,790
 
$1,635,476
Entergy Louisiana
 
$2,432,660
 
$2,477,368
Entergy Mississippi
 
$920,454
 
$990,325
Entergy New Orleans
 
$166,515
 
$171,863
Entergy Texas
 
$1,655,569
 
$1,865,069
System Energy
 
$757,175
 
$633,607
 
 
33

Entergy Corporation and Subsidiaries
Notes to Financial Statements


(a)
The values exclude lease obligations of $169 million at Entergy Louisiana and $139 million at System Energy, long-term DOE obligations of $181 million at Entergy Arkansas, and the note payable to NYPA of $134 million at Entergy, and include debt due within one year.
(b)
Fair values are classified as Level 2 in the fair value hierarchy discussed in Note 8 to the financial statements and are based on prices derived from inputs such as benchmark yields and reported trades.


NOTE 5.  STOCK-BASED COMPENSATION (Entergy Corporation)

Entergy grants stock awards, 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.

Stock Options

Entergy granted 552,400 stock options during the first quarter 2012 with a weighted-average fair value of $9.42.  At March 31, 2012, there are 10,174,958 stock options outstanding with a weighted-average exercise price of $77.47.  The intrinsic value, which has no effect on net income, of the outstanding stock options is calculated by the difference in the weighted average exercise price of the stock options granted and Entergy Corporation’s common stock price as of March 31, 2012.  Because Entergy’s stock price at March 31, 2012 is less than the weighted average exercise price, the aggregate intrinsic value of the stock options outstanding as of March 31, 2012 is zero.  The intrinsic value of “in the money” stock options is $25.4 million as of March 31, 2012.

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

 
2012
 
2011
 
(In Millions)
       
Compensation expense included in Entergy’s net income for the first quarter
$2.1
 
$3.0
Tax benefit recognized in Entergy’s net income for the first quarter
$0.8
 
$1.2
Compensation cost capitalized as part of fixed assets and inventory as of March 31,
$0.4
 
$0.6

Restricted Stock Awards

In January 2012, the Board approved and Entergy granted 339,700 restricted stock awards under the 2007 Equity Ownership and Long-term Cash Incentive Plan.  The grants were made effective as of January 26, 2012 and were valued at $71.30 per share, which was the closing price of Entergy’s common stock on that date.  One-third of the restricted stock awards will vest upon each anniversary of the grant date and are expensed ratably over the three year vesting period.  Shares of restricted stock have the same dividend and voting rights as other common stock and are considered issued and outstanding shares of Entergy upon vesting.

The following table includes financial information for restricted stock for the first quarter for each of the years presented:

 
2012
 
2011
 
(In Millions)
       
Compensation expense included in Entergy’s net income for the first quarter
$2.9
 
$1.0
Tax benefit recognized in Entergy’s net income for the first quarter
$1.1
 
$0.4
Compensation cost capitalized as part of fixed assets and inventory as of March 31,
$0.5
 
$0.2

 
34

Entergy Corporation and Subsidiaries
Notes to Financial Statements



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 first quarters of 2012 and 2011, included the following components:

   
2012
 
2011
   
(In Thousands)
         
Service cost - benefits earned during the period
 
$37,691 
 
$30,490 
Interest cost on projected benefit obligation
 
65,232 
 
59,248 
Expected return on assets
 
(79,356)
 
(75,319)
Amortization of prior service cost
 
683 
 
838 
Amortization of loss
 
41,820 
 
23,244 
Net pension costs
 
$66,070 
 
$38,501 

The Registrant Subsidiaries’ qualified pension cost, including amounts capitalized, for the first quarters of 2012 and 2011, included the following components:

 
 
2012
 
 
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
 
$5,542 
 
$3,068 
 
$3,669 
 
$1,602 
 
$706 
 
$1,421 
 
$1,480 
Interest cost on projected
                           
  benefit obligation
 
13,922 
 
6,420 
 
8,800 
 
4,070 
 
1,902
 
4,206 
 
3,247 
Expected return on assets
 
(16,441)
 
(8,593)
 
(10,209)
 
(5,236)
 
(2,215)
 
(5,581)
 
(4,109)
Amortization of prior service
                           
  cost
 
50 
 
 
52 
 
 
 
 
Amortization of loss
 
10,193 
 
4,043 
 
7,050 
 
2,633 
 
1,719 
 
2,544 
 
2,251 
Net pension cost
 
$13,266 
 
$4,943 
 
$9,362 
 
$3,076 
 
$2,114 
 
$2,594 
 
$2,872 


 
35

Entergy Corporation and Subsidiaries
Notes to Financial Statements




 
 
2011
 
 
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
 
$4,518 
 
$2,462 
 
$2,886 
 
$1,327 
 
$561 
 
$1,197 
 
$1,235 
Interest cost on projected
                           
  benefit obligation
 
12,991 
 
5,928 
 
8,159 
 
3,909 
 
1,762
 
3,993 
 
2,939 
Expected return on assets
 
(15,609)
 
(8,339)
 
(9,716)
 
(5,038)
 
(2,114)
 
(5,501)
 
(3,784)
Amortization of prior service
                           
  cost
 
115 
 
20 
 
70 
 
38 
 
 
16 
 
Amortization of loss
 
6,421 
 
2,279 
 
4,497 
 
1,680 
 
1,166 
 
1,394 
 
1,321 
Net pension cost
 
$8,436 
 
$2,350 
 
$5,896 
 
$1,916 
 
$1,384 
 
$1,099 
 
$1,715 

Entergy recognized $5.1 million and $4.9 million in pension cost for its non-qualified pension plans in the first quarters of 2012 and 2011, respectively.
 
The Registrant Subsidiaries recognized the following pension cost for their non-qualified pension plans in the first quarters of 2012 and 2011:

   
 
Entergy
Arkansas
 
Entergy
Gulf States
Louisiana
 
 
Entergy
Louisiana
 
 
Entergy
Mississippi
 
 
Entergy
New Orleans
 
 
Entergy
Texas
   
(In Thousands)
Non-qualified pension cost
  first quarter 2012
 
 
$107 
 
 
$39 
 
 
$3 
 
 
$46 
 
 
$19 
 
 
$163 
Non-qualified pension cost
  first quarter 2011
 
 
$115 
 
 
$42 
 
 
$4 
 
 
$48 
 
 
$16 
 
 
$192 

Components of Net Other Postretirement Benefit Cost

Entergy’s other postretirement benefit cost, including amounts capitalized, for the first quarters of 2012 and 2011, included the following components:

   
2012
 
2011
   
(In Thousands)
         
Service cost - benefits earned during the period
 
$17,221 
 
$14,835 
Interest cost on accumulated postretirement benefit
     obligation (APBO)
 
 
20,640 
 
 
18,631 
Expected return on assets
 
(8,626)
 
(7,369)
Amortization of transition obligation
 
794 
 
796 
Amortization of prior service cost
 
(4,541)
 
(3,518)
Amortization of loss
 
9,113 
 
5,298 
Net other postretirement benefit cost
 
$34,601 
 
$28,673 


 
36

Entergy Corporation and Subsidiaries
Notes to Financial Statements


The Registrant Subsidiaries’ other postretirement benefit cost, including amounts capitalized, for the first quarters of 2012 and 2011, included the following components:

 
 
2012
 
 
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
 
$2,272 
 
$1,880 
 
$1,949 
 
$773 
 
$422 
 
$913 
 
$823 
Interest cost on APBO
 
3,613 
 
2,398 
 
2,445 
 
1,179 
 
856 
 
1,663 
 
757 
Expected return on assets
 
(3,507)
 
 
 
(1,130)
 
(928)
 
(2,104)
 
(650)
Amortization of transition
                           
  obligation
 
205 
 
60 
 
96 
 
88 
 
297 
 
47 
 
Amortization of prior service
                           
  cost
 
(133)
 
(206)
 
(62)
 
(35)
 
10 
 
(107)
 
(16)
Amortization of loss
 
2,077 
 
1,184 
 
1,090 
 
730 
 
390 
 
1,079 
 
493 
Net other postretirement
                           
  benefit cost
 
$4,527 
 
$5,316 
 
$5,518 
 
$1,605 
 
$1,047 
 
$1,491 
 
$1,409 

 
 
2011
 
 
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
 
$2,013 
 
$1,540 
 
$1,635 
 
$658 
 
$362 
 
$769 
 
$661 
Interest cost on APBO
 
3,436 
 
2,075 
 
2,192 
 
1,093 
 
806 
 
1,486 
 
667 
Expected return on assets
 
(2,882)
 
 
 
(977)
 
(800)
 
(1,874)
 
(529)
Amortization of transition
                           
  obligation
 
205 
 
60 
 
96 
 
88 
 
298 
 
47 
 
Amortization of prior service
                           
  cost
 
(133)
 
(206)
 
(62)
 
(35)
 
10 
 
(107)
 
(147)
Amortization of loss
 
1,610 
 
723 
 
698 
 
540 
 
241 
 
700 
 
369 
Net other postretirement
                           
  benefit cost
 
$4,249 
 
$4,192 
 
$4,559 
 
$1,367 
 
$917 
 
$1,021 
 
$1,023 

Employer Contributions

Based on current assumptions, Entergy expects to contribute $246.1 million to its qualified pension plans in 2012.  As of the end of March 2012, Entergy had contributed $40.1 million to its pension plans.  Therefore, Entergy presently anticipates contributing an additional $206 million to fund its qualified pension plans in 2012.


 
37

Entergy Corporation and Subsidiaries
Notes to Financial Statements



Based on current assumptions, the Registrant Subsidiaries expect to contribute the following to qualified pension plans in 2012:

   
 
Entergy
Arkansas
 
Entergy
Gulf States
Louisiana
 
 
Entergy
Louisiana
 
 
Entergy
Mississippi
 
 
Entergy
New Orleans
 
 
Entergy
Texas
 
 
System
Energy
   
(In Thousands)
Expected 2012 pension
  contributions
 
 
$54,301
 
 
$19,763
 
 
$38,813
 
 
$13,854
 
 
$7,815
 
 
$12,829
 
 
$13,496
Pension contributions made
  through March 2012
 
 
$9,094
 
 
$3,042
 
 
$8,863
 
 
$2,564
 
 
$1,803
 
 
$2,488
 
 
$3,017
Remaining estimated pension
  contributions to be made in 2012
 
 
$45,207
 
 
$16,721
 
 
$29,950
 
 
$11,290
 
 
$6,012
 
 
$10,341
 
 
$10,479


 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 March 31, 2012 are Utility and Entergy Wholesale Commodities.  Utility includes the generation, transmission, distribution, and sale of electric power in portions of Arkansas, Louisiana, Mississippi, and Texas, and natural gas utility service in portions of Louisiana.  Entergy Wholesale Commodities includes the ownership and operation of six nuclear power plants located in the northern United States and the sale of the electric power produced by those plants to wholesale customers.  Entergy Wholesale Commodities also includes the ownership of interests in non-nuclear power plants that sell the electric power produced by those plants to wholesale customers.  “All Other” includes the parent company, Entergy Corporation, and other business activity, including the earnings on the proceeds of sales of previously-owned businesses.

Entergy’s segment financial information for the first quarters of 2012 and 2011 is as follows:

 
 
 
Utility
 
Entergy
Wholesale
Commodities*
 
 
 
All Other
 
 
 
Eliminations
 
 
 
Entergy
 
(In Thousands)
2012
                 
Operating revenues
$1,831,640 
 
$560,251
 
$959 
 
($9,191)
 
$2,383,659 
Income taxes (benefit)
$99,707 
 
($90,407)
 
($9,462)
 
$- 
 
($162)
Consolidated net income (loss)
$67,212 
 
($168,512)
 
($18,405)
 
($27,035)
 
($146,740)
                   
2011
                 
Operating revenues
$1,937,618 
 
$610,146
 
$1,101 
 
($7,657)
 
$2,541,208 
Income taxes (benefit)
$90,204 
 
$84,941
 
($10,895)
 
$- 
 
$164,250 
Consolidated net income (loss)
$168,653 
 
$123,233
 
($10,563)
 
($27,645)
 
$253,678 

Businesses marked with * are sometimes referred to as the “competitive businesses.”  Eliminations are primarily intersegment activity.


 
38

Entergy Corporation and Subsidiaries
Notes to Financial Statements


Registrant Subsidiaries

Each of the Registrant Subsidiaries has one reportable segment, which is an integrated utility business, except for System Energy, which is an electricity generation business.  Each of the Registrant Subsidiaries’ operations is managed on an integrated basis by that company because of the substantial effect of cost-based rates and regulatory oversight on the business process, cost structures, and operating results.
 

 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, Entergy Wholesale Commodities
Fuel price risk
 
Utility, Entergy Wholesale Commodities
Equity price and interest rate risk - investments
 
Utility, Entergy Wholesale Commodities

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, fuel purchase agreements, capacity contracts, and tolling agreements.  Financially-settled cash flow hedges can include natural gas and electricity swaps and options, and interest rate swaps.  Entergy will occasionally enter into financially settled swap and option contracts to manage market risk under certain hedging transactions which may or may not be designated as hedging instruments. 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.


 
39

Entergy Corporation and Subsidiaries
Notes to Financial Statements


Derivatives

The fair values of Entergy’s derivative instruments in the consolidated balance sheet as of March 31, 2012 are as follows:

Instrument
 
Balance Sheet Location
 
Fair Value (a)
 
Offset (a)
 
Business
                 
Derivatives designated as hedging instruments
               
                 
Assets:
               
Electricity swaps and options
 
Prepayments and other (current portion)
 
$332 million
 
($46) million
 
Entergy Wholesale Commodities
Electricity swaps and options
 
Other deferred debits and other assets (non-current portion)
 
$196 million
 
($-)
 
Entergy Wholesale Commodities
                 
Derivatives not designated as hedging instruments
               
                 
Assets:
               
Electricity swaps and options
 
Prepayments and other (current portion)
 
$65 million
 
($19) million
 
Entergy Wholesale Commodities
                 
Liabilities:
               
Electricity swaps and options
 
Other current liabilities (current portion)
 
$65 million
 
($65) million
 
Entergy Wholesale Commodities
Natural gas swaps
 
Other current liabilities
 
$45 million
 
($-)
 
Utility
 
The fair values of Entergy’s derivative instruments in the consolidated balance sheet as of December 31, 2011 are as follows:

Instrument
 
Balance Sheet Location
 
Fair Value (a)
 
Offset (a)
 
Business
                 
Derivatives designated as hedging instruments
               
                 
Assets:
               
Electricity swaps and options
 
Prepayments and other (current portion)
 
$197 million
 
($25) million
 
Entergy Wholesale Commodities
Electricity swaps and options
 
Other deferred debits and other assets (non-current portion)
 
$112 million
 
($1) million
 
Entergy Wholesale Commodities
                 
Liabilities:
               
Electricity swaps and options
 
Other non-current liabilities (non-current portion)
 
$1 million
 
($1) million
 
Entergy Wholesale Commodities
 
 
 
40

Entergy Corporation and Subsidiaries
Notes to Financial Statements

 
 
 

Instrument
 
Balance Sheet Location
 
Fair Value (a)
 
Offset (a)
 
Business
                 
Derivatives not designated as hedging instruments
               
                 
Assets:
               
Electricity swaps and options
 
Prepayments and other (current portion)
 
$37 million
 
($8) million
 
Entergy Wholesale Commodities
                 
Liabilities:
               
Electricity swaps and options
 
Other current liabilities (current portion)
 
$33 million
 
($33) million
 
Entergy Wholesale Commodities
Natural gas swaps
 
Other current liabilities
 
$30 million
 
($-)
 
Utility
 
(a)
The balances of derivative assets and liabilities in these tables are presented gross.  Certain investments, including those not designated as hedging instruments, are subject to master netting agreements and are presented on the Entergy Consolidated Balance Sheets on a net basis in accordance with accounting guidance for Derivatives and Hedging.

The effect of Entergy’s derivative instruments designated as cash flow hedges on the consolidated income statements for the three months ended March 31, 2012 and 2011 are as follows:

 
 
 
Instrument
 
 
Amount of gain (loss)
recognized in AOCI
(effective portion)
 
 
 
 
Income Statement location
 
Amount of gain
 reclassified from
accumulated OCI into
income (effective portion)
             
2012
           
Electricity swaps and options
 
$291 million
 
Competitive businesses operating revenues
 
$71 million
             
2011
           
Electricity swaps and options
 
($74) million
 
Competitive businesses operating revenues
 
$29 million
 

Electricity over-the-counter instruments that financially settle against day-ahead power pool prices are used to manage price exposure for Entergy Wholesale Commodities generation.  Based on market prices as of March 31, 2012, cash flow hedges relating to power sales totaled $528 million of net unrealized gains.  Approximately $332 million is 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 $71 million and $29 million were realized on the maturity of cash flow hedges, before taxes of $25 million and $10 million, for the three months ended March 31, 2012 and 2011, respectively.  Unrealized gains or losses recorded in OCI result from hedging power output at the Entergy Wholesale Commodities 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 with derivatives for forecasted power transactions at March 31, 2012 is approximately 2.75 years.  Planned generation currently sold forward from Entergy Wholesale Commodities nuclear power plants is 89% for the remaining three quarters of 2012, of which approximately 44% is sold under financial derivatives and the remainder under normal purchase/sale contracts.  The change in the value of Entergy’s cash flow hedges due to ineffectiveness during the three months ended March 31, 2012 and 2011 was insignificant.  The ineffective portion of cash flow hedges is recorded in competitive business operating revenues.  Certain of the agreements to sell the power produced by Entergy
 
 
 
41

Entergy Corporation and Subsidiaries
Notes to Financial Statements


Wholesale Commodities 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 March 31, 2012, there were no hedge contracts with counterparties in a liability position.  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 in this situation.  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 as 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 March 31, 2012 is 56,330,000 MMBtu for Entergy, 16,610,000 MMBtu for Entergy Gulf States Louisiana, 23,700,000 MMBtu for Entergy Louisiana, and 16,020,000 MMBtu for Entergy Mississippi.  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 income statements for the three months ended March 31, 2012 and 2011 is as follows:

 
Instrument
 
Amount of gain
recognized in AOCI
 
 
Income Statement location
 
Amount of gain (loss)
recorded in income
             
2012
           
Natural gas swaps
 
$-
 
Fuel, fuel-related expenses, and gas purchased for resale
 
($51) million
Electricity swaps and options de-designated as hedged items
 
$3 million
 
Competitive business operating revenues
 
($2) million
             
2011
           
Natural gas swaps
 
$-
 
Fuel, fuel-related expenses, and gas purchased for resale
 
($3) million
Electricity swaps and options de-designated as hedged items
 
$10 million
 
Competitive business operating revenues
 
$2 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 an offsetting regulatory asset or liability.  The gains or losses recorded as fuel expenses when the swaps are settled are recovered or refunded through fuel cost recovery mechanisms.
 
 
42

Entergy Corporation and Subsidiaries
Notes to Financial Statements



The fair values of the Registrant Subsidiaries’ derivative instruments on their balance sheets as of March 31, 2012 are as follows:

Instrument
 
Balance Sheet Location
 
Fair Value
 
Registrant
             
Derivatives not designated as hedging instruments
       
             
Liabilities:
           
Natural gas swaps
 
Gas hedge contracts
 
$13.5 million
 
Entergy Gulf States Louisiana
Natural gas swaps
 
Gas hedge contracts
 
$19.1 million
 
Entergy Louisiana
Natural gas swaps
 
Other current liabilities
 
$12.8 million
 
Entergy Mississippi

The fair values of the Registrant Subsidiaries’ derivative instruments on their balance sheets as of December 31, 2011 are as follows:

Instrument
 
Balance Sheet Location
 
Fair Value
 
Registrant
             
Derivatives not designated as hedging instruments
       
             
Liabilities:
           
Natural gas swaps
 
Gas hedge contracts
 
$8.6 million
 
Entergy Gulf States Louisiana
Natural gas swaps
 
Gas hedge contracts
 
$12.4 million
 
Entergy Louisiana
Natural gas swaps
 
Other current liabilities
 
$7.8 million
 
Entergy Mississippi
Natural gas swaps
 
Other current liabilities
 
$1.5 million
 
Entergy New Orleans


The effects of the Registrant Subsidiaries’ derivative instruments not designated as hedging instruments on their income statements for the three months ended March 31, 2012 and 2011 are as follows:

 
 
Instrument
 
 
 
Statement of Income Location
 
Amount of gain
(loss) recorded
in income
 
 
 
Registrant
             
2012
           
Natural gas swaps
 
Fuel, fuel-related expenses, and gas purchased for resale
 
($15.0) million
 
Entergy Gulf States Louisiana
Natural gas swaps
 
Fuel, fuel-related expenses, and gas purchased for resale
 
($20.7) million
 
Entergy Louisiana
Natural gas swaps
 
Fuel, fuel-related expenses, and gas purchased for resale
 
($13.4) million
 
Entergy Mississippi
Natural gas swaps
 
Fuel, fuel-related expenses, and gas purchased for resale
 
($1.5) million
 
Entergy New Orleans
             
2011
           
Natural gas swaps
 
Fuel, fuel-related expenses, and gas purchased for resale
 
($1.9) million
 
Entergy Gulf States Louisiana
Natural gas swaps
 
Fuel, fuel-related expenses, and gas purchased for resale
 
($1.1) million
 
Entergy Louisiana
Natural gas swaps
 
Fuel, fuel-related expenses, and gas purchased for resale
 
$0.3 million
 
Entergy Mississippi
Natural gas swaps
 
Fuel, fuel-related expenses, and gas purchased for resale
 
($0.8) million
 
Entergy New Orleans
 
 
43

Entergy Corporation and Subsidiaries
Notes to Financial Statements



Fair Values

The estimated fair values of Entergy’s financial instruments and derivatives are determined using bid prices, market quotes, and financial modeling.  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 electricity swap and option contracts held by competitive 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 the 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.

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 power contract assets or liabilities are based on both observable inputs including public market prices and interest rates, and unobservable inputs such as implied volatilities, unit contingent discounts, expected basis differences, and credit adjusted counterparty interest rates.  They are classified as Level 3 assets and liabilities.  The valuations of these assets and liabilities are performed by the Entergy Wholesale Commodities Risk Control group and sent to the Entergy Wholesale Commodities Back Office and Entergy Nuclear Finance groups for evaluation.  The primary functions of the Entergy Wholesale Commodities Risk Control Group include: gathering, validating and reporting market data, providing market and credit risk analyses and valuations in support of Entergy Wholesale Commodities’ commercial transactions, developing and administering protocols for the management of
 
 
44

Entergy Corporation and Subsidiaries
Notes to Financial Statements


market and credit risks, implementing and maintaining controls around changes to market data in the energy trading and risk management system, reviewing creditworthiness of counterparties, supporting contract negotiations with new counterparties, administering credit support for contracts, and managing the daily margining process.  The primary functions of the Entergy Wholesale Commodities Back Office are managing the energy trading and risk management system, forecasting revenues, forward positions and analysis, performing contract administration, market and counterparty settlements and revenue reporting and analysis along with maintaining related controls for Entergy Wholesale Commodities.  Both Entergy Wholesale Commodities Risk Control and Entergy Wholesale Commodities Back Office report to the Entergy Wholesale Commodities VP, Finance & Risk Group.  Entergy Nuclear Finance is primarily responsible for the financial planning of Entergy’s regulated and unregulated nuclear businesses and has a significant role in accounting for the activities and transactions of the associated companies.  The VP of Finance within Entergy Nuclear Finance reports to the Chief Accounting Officer.

The amounts reflected as the fair value of electricity swaps 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 Entergy Wholesale Commodities 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 quoted forward power market prices.  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.  For contracts that have unit contingent terms, a further discount is applied based on the historical relationship between contract and market prices for similar contract terms.
 
The amounts reflected as the fair value of electricity options are valued based on a Black Scholes model, and are calculated at the end of each month for accounting purposes.  Inputs to the valuation  include end of day forward market prices for the period when the transactions will settle, implied volatilities based on market volatilities provided by a third party data aggregator, and US Treasury rates for a risk-free return rate.  As described further below, prices and implied volatilities are reviewed and can be adjusted if it is determined that there is a better representation of fair value.  As of March 31, 2012, Entergy had in-the-money derivative contracts with a fair value of $528 million with counterparties or their guarantor who are all currently investment grade.  As of March 31, 2012 there are no 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.

On a daily basis, Entergy Wholesale Commodities calculates the mark-to-market for all derivative transactions.  Entergy Wholesale Commodities Risk Control Group also validates forward market prices by comparing them to settlement prices of actual market transactions.  Significant differences are analyzed and potentially adjusted based on actual transaction clearing prices, or a methodology that considers natural gas prices and market heat rates.  Implied volatilities used to value options are also validated using actual counterparty quotes for Entergy Wholesale Commodities transactions.  Moreover, on at least a monthly basis the Office of Corporate Risk Oversight confirms the mark to market calculations and prepares price scenarios and credit downgrade scenario analysis.  The scenario analysis is communicated to senior management within Entergy and within Entergy Wholesale Commodities.  Finally, for all proposed derivative transactions an analysis is completed to assess the risk of adding the proposed derivative to Entergy Wholesale Commodities’ portfolio.  In particular, the credit, liquidity and financial metrics impacts are calculated for this analysis.  This analysis is communicated to senior management within Entergy and Entergy Wholesale Commodities.
 
 
45

Entergy Corporation and Subsidiaries
Notes to Financial Statements



The following tables set 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 March 31, 2012 and December 31, 2011.  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.


2012
 
Level 1
 
Level 2
 
Level 3
 
Total
   
(In Millions)
Assets:
               
Temporary cash investments
 
$622
 
$-
 
$-
 
$622
Decommissioning trust funds (a):
               
Equity securities
 
428
 
1,942
 
-
 
2,370
Debt securities
 
670
 
999
 
-
 
1,669
Power contracts
 
-
 
-
 
528
 
528
Securitization recovery trust account
 
49
 
-
 
-
 
49
Storm reserve escrow account
 
336
 
-
 
-
 
336
   
$2,105
 
$2,941
 
$528
 
$5,574
                 
Liabilities:
               
Gas hedge contracts
 
$45
 
$-
 
$-
 
$45


2011
 
Level 1
 
Level 2
 
Level 3
 
Total
   
(In Millions)
Assets:
               
Temporary cash investments
 
$613
 
$-
 
$-
 
$613
Decommissioning trust funds (a):
               
Equity securities
 
397
 
1,732
 
-
 
2,129
Debt securities
 
639
 
1,020
 
-
 
1,659
Power contracts
 
-
 
-
 
312
 
312
Securitization recovery trust account
 
50
 
-
 
-
 
50
Storm reserve escrow account
 
335
 
-
 
-
 
335
   
$2,034
 
$2,752
 
$312
 
$5,098
                 
Liabilities:
               
Gas hedge contracts
 
$30
 
$-
 
$-
 
$30

(a)
The decommissioning trust funds hold equity and fixed income securities. Equity securities are invested to approximate the returns of major market indexes.  Fixed income securities are held in various governmental and corporate securities.  See Note 9 for additional information on the investment portfolios.
 
 
46

Entergy Corporation and Subsidiaries
Notes to Financial Statements



The following table sets forth a reconciliation of changes in the net assets (liabilities) for the fair value of derivatives classified as Level 3 in the fair value hierarchy for the three months ended March 31, 2012 and 2011:

   
2012
 
2011
   
(In Millions)
         
Balance as of January 1,
 
$312 
 
$197 
         
Unrealized gains/(losses) from price changes
 
286 
 
(62)
Unrealized gains/(losses) on originations
 
 
(2)
Realized gains on settlements
 
(71)
 
(29)
         
Balance as of March 31,
 
$528 
 
$104 

The following table sets forth a description of the types of transactions classified as Level 3 in the fair value hierarchy, and the valuation techniques and significant unobservable inputs to each which cause that classification, as of March 31, 2012:

 
 
 
Transaction Type
 
 
 
FV as of
March 31, 2012
 
 
 
Significant Unobservable
Inputs
 
Range
from
Average
%
 
 
 
Effect on
Fair Value
                 
Electricity swaps
 
$435 million
 
Unit contingent discount
 
+/-3%
 
$20 million
Electricity options
 
$93 million
 
Implied volatility
 
+/-11%
 
$19 million

The following table sets forth an analysis of each of the types of unobservable inputs impacting the fair value of items classified as Level 3 within the fair value hierarchy, and the sensitivity to changes to those inputs:

Significant
Unobservable
Input
 
 
 
Transaction Type
 
 
 
Position
 
 
 
Change to Input
 
 
 
Effect on FMV
                 
Unit contingent discount
 
Electricity swaps
 
Sell
 
Increase (Decrease)
 
Decrease (Increase)
Implied volatility
 
Electricity options
 
Sell
 
Increase (Decrease)
 
Increase (Decrease)
Implied volatility
 
Electricity options
 
Buy
 
Increase (Decrease)
 
Increase (Decrease)

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 March 31, 2012 and December 31, 2011.  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.
 
 
47

Entergy Corporation and Subsidiaries
Notes to Financial Statements



Entergy Arkansas

2012
 
Level 1
 
Level 2
 
Level 3
 
Total
   
(In Millions)
Assets:
               
Decommissioning trust funds (a):
               
Equity securities
 
$2.1
 
$365.1
 
$-
 
$367.2
Debt securities
 
90.3
 
127.0
 
-
 
217.3
Securitization recovery trust account
 
7.9
 
-
 
-
 
7.9
   
$100.3
 
$492.1
 
$-
 
$592.4

2011
 
Level 1
 
Level 2
 
Level 3
 
Total
   
(In Millions)
Assets:
               
Temporary cash investments
 
$17.9
 
$-
 
$-
 
$17.9
Decommissioning trust funds (a):
               
Equity securities
 
6.3
 
323.1
 
-
 
329.4
Debt securities
 
82.8
 
129.5
 
-
 
212.3
Securitization recovery trust account
 
3.9
 
-
 
-
 
3.9
   
$110.9
 
$452.6
 
$-
 
$563.5

Entergy Gulf States Louisiana

2012
 
Level 1
 
Level 2
 
Level 3
 
Total
   
(In Millions)
Assets:
               
Temporary cash investments
 
$128.9
 
$-
 
$-
 
$128.9
Decommissioning trust funds (a):
               
Equity securities
 
5.2
 
270.8
 
-
 
276.0
Debt securities
 
39.0
 
140.4
 
-
 
179.4
Storm reserve escrow account
 
90.2
 
-
 
-
 
90.2
   
$263.3
 
$411.2
 
$-
 
$674.5
                 
Liabilities:
               
Gas hedge contracts
 
$13.5
 
$-
 
$-
 
$13.5

2011
 
Level 1
 
Level 2
 
Level 3
 
Total
   
(In Millions)
Assets:
               
Temporary cash investments
 
$24.6
 
$-
 
$-
 
$24.6
Decommissioning trust funds (a):
               
Equity securities
 
5.1
 
233.6
 
-
 
238.7
Debt securities
 
39.5
 
142.7
 
-
 
182.2
Storm reserve escrow account
 
90.2
 
-
 
-
 
90.2
   
$159.4
 
$376.3
 
$-
 
$535.7
                 
Liabilities:
               
Gas hedge contracts
 
$8.6
 
$-
 
$-
 
$8.6
 
 
48

Entergy Corporation and Subsidiaries
Notes to Financial Statements



Entergy Louisiana

2012
 
Level 1
 
Level 2
 
Level 3
 
Total
   
(In Millions)
Assets:
               
Temporary cash investments
 
$23.5
 
$-
 
$-
 
$23.5
Decommissioning trust funds (a):
               
Equity securities
 
0.8
 
167.0
 
-
 
167.8
Debt securities
 
53.4
 
53.3
 
-
 
106.7
Securitization recovery trust account
 
11.9
 
-
 
-
 
11.9
Storm reserve escrow account
 
200.5
 
-
 
-
 
200.5
   
$290.1
 
$220.3
 
$-
 
$510.4
                 
Liabilities:
               
Gas hedge contracts
 
$19.1
 
$-
 
$-
 
$19.1


2011
 
Level 1
 
Level 2
 
Level 3
 
Total
   
(In Millions)
Assets:
               
Decommissioning trust funds (a):
               
Equity securities
 
$2.9
 
$146.3
 
$-
 
$149.2
Debt securities
 
51.6
 
53.2
 
-
 
104.8
Securitization recovery trust account
 
5.2
 
-
 
-
 
5.2
Storm reserve escrow account
 
201.2
 
-
 
-
 
201.2
   
$260.9
 
$199.5
 
$-
 
$460.4
                 
Liabilities:
               
Gas hedge contracts
 
$12.4
 
$-
 
$-
 
$12.4

Entergy Mississippi

2012
 
Level 1
 
Level 2
 
Level 3
 
Total
   
(In Millions)
Assets:
               
Temporary cash investments
 
$14.0
 
$-
 
$-
 
$14.0
Storm reserve escrow account
 
31.9
 
-
 
-
 
31.9
   
$45.9
 
$-
 
$-
 
$45.9
                 
Liabilities:
               
Gas hedge contracts
 
$12.8
 
$-
 
$-
 
$12.8

2011
 
Level 1
 
Level 2
 
Level 3
 
Total
   
(In Millions)
Assets:
               
Storm reserve escrow account
 
$31.8
 
$-
 
$-
 
$31.8
                 
Liabilities:
               
Gas hedge contracts
 
$7.8
 
$-
 
$-
 
$7.8
 
 
49

Entergy Corporation and Subsidiaries
Notes to Financial Statements



Entergy New Orleans

2012
 
Level 1
 
Level 2
 
Level 3
 
Total
   
(In Millions)
Assets:
               
Storm reserve escrow account
 
$13.4
 
$-
 
$-
 
$13.4

2011
 
Level 1
 
Level 2
 
Level 3
 
Total
   
(In Millions)
Assets:
               
Temporary cash investments
 
$9.3
 
$-
 
$-
 
$9.3
Storm reserve escrow account
 
12.0
 
-
 
-
 
12.0
   
$21.3
 
$-
 
$-
 
$21.3
                 
Liabilities:
               
Gas hedge contracts
 
$1.5
 
$-
 
$-
 
$1.5
 
Entergy Texas

2012
 
Level 1
 
Level 2
 
Level 3
 
Total
   
(In Millions)
Assets:
               
Temporary cash investments
 
$98.2
 
$-
 
$-
 
$98.2
Securitization recovery trust account
 
29.6
 
-
 
-
 
29.6
   
$127.8
 
$-
 
$-
 
$127.8

2011
 
Level 1
 
Level 2
 
Level 3
 
Total
   
(In Millions)
Assets:
               
Temporary cash investments
 
$65.1
 
$-
 
$-
 
$65.1
Securitization recovery trust account
 
41.2
 
-
 
-
 
41.2
   
$106.3
 
$-
 
$-
 
$106.3

System Energy

2012
 
Level 1
 
Level 2
 
Level 3
 
Total
   
(In Millions)
Assets:
               
Temporary cash investments
 
$82.6
 
$-
 
$-
 
$82.6
Decommissioning trust funds (a):
               
Equity securities
 
2.7
 
268.0
 
-
 
270.7
Debt securities
 
125.5
 
63.7
 
-
 
189.2
   
$210.8
 
$331.7
 
$-
 
$542.5

2011
 
Level 1
 
Level 2
 
Level 3
 
Total
   
(In Millions)
Assets:
               
Temporary cash investments
 
$154.2
 
$-
 
$-
 
$154.2
Decommissioning trust funds (a):
               
Equity securities
 
2.7
 
234.5
 
-
 
237.2
Debt securities
 
123.2
 
63.0
 
-
 
186.2
   
$280.1
 
$297.5
 
$-
 
$577.6
 
 
50

Entergy Corporation and Subsidiaries
Notes to Financial Statements



(a)
The decommissioning trust funds hold equity and fixed income securities. Equity securities are invested to approximate the returns of major market indices.  Fixed income securities are held in various governmental and corporate securities.  See Note 9 for additional information on the investment portfolios.


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 subsidiaries 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.
 
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 1 and 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 March 31, 2012 and December 31, 2011 are summarized as follows:

   
 
Fair
Value
 
Total
Unrealized
Gains
 
Total
Unrealized
Losses
   
(In Millions)
2012
           
Equity Securities
 
$2,370
 
$633
 
$1
Debt Securities
 
1,669
 
101
 
6
  Total
 
$4,039
 
$734
 
$7
             
             
2011
           
Equity Securities
 
$2,129
 
$423
 
$14
Debt Securities
 
1,659
 
115
 
5
  Total
 
$3,788
 
$538
 
$19
 
 
51

Entergy Corporation and Subsidiaries
Notes to Financial Statements



Deferred taxes on unrealized gains/(losses) are recorded in other comprehensive income for the decommissioning trusts which do not meet the criteria for regulatory accounting treatment as described above.  Unrealized gains/(losses) above are reported before deferred taxes of $199 million and $149 million as of March 31, 2012 and December 31, 2011, respectively.  The amortized cost of debt securities was $1,589 million as of March 31, 2012 and $1,530 million as of December 31, 2011.  As of March 31, 2012, the debt securities have an average coupon rate of approximately 4.06%, an average duration of approximately 5.30 years, and an average maturity of approximately 8.43 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 March 31, 2012:

   
Equity Securities
 
Debt Securities
   
 
Fair
Value
 
Gross
Unrealized
Losses
 
 
Fair
Value
 
Gross
Unrealized
Losses
   
(In Millions)
                 
Less than 12 months
 
$12
 
$-
 
$284
 
$3
More than 12 months
 
24
 
1
 
56
 
3
  Total
 
$36
 
$1
 
$340
 
$6

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, 2011:

   
Equity Securities
 
Debt Securities
   
 
Fair
Value
 
Gross
Unrealized
Losses
 
 
Fair
Value
 
Gross
Unrealized
Losses
   
(In Millions)
                 
Less than 12 months
 
$130
 
$9
 
$123
 
$3
More than 12 months
 
43
 
5
 
60
 
2
  Total
 
$173
 
$14
 
$183
 
$5

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 March 31, 2012 and December 31, 2011 are as follows:

   
2012
 
2011
   
(In Millions)
Less than 1 year
 
$54
 
$69
1 year - 5 years
 
618
 
566
5 years - 10 years
 
568
 
583
10 years - 15 years
 
197
 
187
15 years - 20 years
 
42
 
42
20 years+
 
190
 
212
  Total
 
$1,669
 
$1,659
 
 
52

Entergy Corporation and Subsidiaries
Notes to Financial Statements


During the three months ended March 31, 2012 and 2011, proceeds from the dispositions of securities amounted to $536 million and $493 million, respectively.  During the three months ended March 31, 2012 and 2011, gross gains of $12 million and $4 million, respectively, and gross losses of $2 million and $5 million, respectively, were reclassified out of other comprehensive income into earnings.

Entergy Arkansas

Entergy Arkansas holds debt and equity securities, classified as available-for-sale, in nuclear decommissioning trust accounts.  The securities held as of March 31, 2012 and December 31, 2011 are summarized as follows:
 
   
 
Fair
Value
 
Total
Unrealized
Gains
 
Total
Unrealized
Losses
   
(In Millions)
2012
           
Equity Securities
 
$367.2
 
$110.7
 
$-
Debt Securities
 
217.3
 
12.5
 
0.5
Total
 
$584.5
 
$123.2
 
$0.5
             
2011
           
Equity Securities
 
$329.4
 
$70.9
 
$0.4
Debt Securities
 
212.3
 
15.2
 
0.4
Total
 
$541.7
 
$86.1
 
$0.8

The amortized cost of debt securities was $205.3 million as of March 31, 2012 and $197.5 million as of December 31, 2011.  As of March 31, 2012, the debt securities have an average coupon rate of approximately 3.48%, an average duration of approximately 4.94 years, and an average maturity of approximately 5.72 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 March 31, 2012:
   
Equity Securities
 
Debt Securities
   
 
Fair
Value
 
Gross
Unrealized
Losses
 
 
Fair
Value
 
Gross
Unrealized
Losses
   
(In Millions)
                 
Less than 12 months
 
$0.1
 
$-
 
$46.9
 
$0.5
More than 12 months
 
-
 
-
 
1.0
 
-
Total
 
$0.1
 
$-
 
$47.9
 
$0.5
 
 
53

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, 2011:

   
Equity Securities
 
Debt Securities
   
 
Fair
Value
 
Gross
Unrealized
Losses
 
 
Fair
Value
 
Gross
Unrealized
Losses
   
(In Millions)
                 
Less than 12 months
 
$13.7
 
$0.4
 
$14.3
 
$0.4
More than 12 months
 
-
 
-
 
1.0
 
-
Total
 
$13.7
 
$0.4
 
$15.3
 
$0.4

The fair value of debt securities, summarized by contractual maturities, as of March 31, 2012 and December 31, 2011 are as follows:

   
2012
 
2011
   
(In Millions)
         
Less than 1 year
 
$17.8
 
$7.8
1 year - 5 years
 
83.2
 
86.5
5 years - 10 years
 
104.7
 
109.1
10 years - 15 years
 
3.7
 
2.7
15 years - 20 years
 
-
 
-
20 years+
 
7.9
 
6.2
Total
 
$217.3
 
$212.3

During the three months ended March 31, 2012 and 2011, proceeds from the dispositions of securities amounted to $54.7 million and $31.0 million, respectively.  During the three months ended March 31, 2012 and 2011, gross gains of $2.0 million and $0.6 million, respectively, were reclassified out of other comprehensive income into earnings.  During the three months ended March 31, 2012 and 2011, gross losses were insignificant.

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 March 31, 2012 and December 31, 2011 are summarized as follows:
   
 
Fair
Value
 
Total
Unrealized
Gains
 
Total
Unrealized
Losses
   
(In Millions)
2012
           
Equity Securities
 
$276.0
 
$69.2
 
$0.1
Debt Securities
 
179.4
 
13.9
 
0.2
Total
 
$455.4
 
$83.1
 
$0.3
             
2011
           
Equity Securities
 
$238.7
 
$40.9
 
$0.8
Debt Securities
 
182.2
 
15.2
 
0.3
Total
 
$420.9
 
$56.1
 
$1.1
 
 
 
54

Entergy Corporation and Subsidiaries
Notes to Financial Statements



The amortized cost of debt securities was $168.0 million as of March 31, 2012 and $166.9 million as of December 31, 2011.  As of March 31, 2012, the debt securities have an average coupon rate of approximately 4.80%, an average duration of approximately 5.82 years, and an average maturity of approximately 9.03 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 March 31, 2012:

   
Equity Securities
 
Debt Securities
   
 
Fair
Value
 
Gross
Unrealized
Losses
 
 
Fair
Value
 
Gross
Unrealized
Losses
   
(In Millions)
                 
Less than 12 months
 
$0.3
 
$-
 
$19.3
 
$0.2
More than 12 months
 
1.6
 
0.1
 
-
 
-
  Total
 
$1.9
 
$0.1
 
$19.3
 
$0.2

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, 2011:

   
Equity Securities
 
Debt Securities
   
 
Fair
Value
 
Gross
Unrealized
Losses
 
 
Fair
Value
 
Gross
Unrealized
Losses
   
(In Millions)
                 
Less than 12 months
 
$14.0
 
$0.5
 
$9.3
 
$0.2
More than 12 months
 
2.7
 
0.3
 
1.1
 
0.1
  Total
 
$16.7
 
$0.8
 
$10.4
 
$0.3

The fair value of debt securities, summarized by contractual maturities, as of March 31, 2012 and December 31, 2011 are as follows:

   
2012
 
2011
   
(In Millions)
         
Less than 1 year
 
$3.9
 
$7.1
1 year - 5 years
 
46.4
 
40.8
5 years - 10 years
 
50.7
 
53.5
10 years - 15 years
 
66.2
 
62.9
15 years - 20 years
 
3.5
 
3.2
20 years+
 
8.7
 
14.7
  Total
 
$179.4
 
$182.2
 
 
55

Entergy Corporation and Subsidiaries
Notes to Financial Statements



During the three months ended March 31, 2012 and 2011, proceeds from the dispositions of securities amounted to $38.1 million and $11.9 million, respectively.  During the three months ended March 31, 2012 and 2011, gross gains of $1.5 million and $0.02 million, respectively, and gross losses of $5.5 thousand and $0.04 million, respectively, were reclassified out of other comprehensive income into earnings.

Entergy Louisiana

Entergy Louisiana holds debt and equity securities, classified as available-for-sale, in nuclear decommissioning trust accounts.  The securities held as of March 31, 2012 and December 31, 2011 are summarized as follows:
 
   
 
Fair
Value
 
Total
Unrealized
Gains
 
Total
Unrealized
Losses
   
(In Millions)
2012
           
Equity Securities
 
$167.8
 
$46.4
 
$0.1
Debt Securities
 
106.7
 
8.1
 
0.4
Total
 
$274.5
 
$54.5
 
$0.5
             
2011
           
Equity Securities
 
$149.2
 
$29.7
 
$1.6
Debt Securities
 
104.8
 
8.8
 
0.2
Total
 
$254.0
 
$38.5
 
$1.8

The amortized cost of debt securities was $99.1 million as of March 31, 2012 and $91.9 million as of December 31, 2011.  As of March 31, 2012, the debt securities have an average coupon rate of approximately 3.80%, an average duration of approximately 5.19 years, and an average maturity of approximately 9.27 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 March 31, 2012:
   
Equity Securities
 
Debt Securities
   
 
Fair
Value
 
Gross
Unrealized
Losses
 
 
Fair
Value
 
Gross
Unrealized
Losses
   
(In Millions)
                 
Less than 12 months
 
$-
 
$-
 
$10.6
 
$0.4
More than 12 months
 
6.5
 
0.1
 
0.3
 
-
  Total
 
$6.5
 
$0.1
 
$10.9
 
$0.4
 
 
 
56

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, 2011:

   
Equity Securities
 
Debt Securities
   
 
Fair
Value
 
Gross
Unrealized
Losses
 
 
Fair
Value
 
Gross
Unrealized
Losses
   
(In Millions)
                 
Less than 12 months
 
$11.6
 
$0.3
 
$5.5
 
$0.2
More than 12 months
 
10.0
 
1.3
 
0.2
 
-
  Total
 
$21.6
 
$1.6
 
$5.7
 
$0.2

The fair value of debt securities, summarized by contractual maturities, as of March 31, 2012 and December 31, 2011 are as follows:

   
2012
 
2011
   
(In Millions)
         
Less than 1 year
 
$3.9
 
$3.9
1 year - 5 years
 
39.7
 
39.8
5 years - 10 years
 
23.6
 
22.2
10 years - 15 years
 
18.8
 
18.9
15 years - 20 years
 
2.1
 
2.2
20 years+
 
18.6
 
17.8
  Total
 
$106.7
 
$104.8

During the three months ended March 31, 2012 and 2011, proceeds from the dispositions of securities amounted to $6.8 million and $6.1 million, respectively.  During the three months ended March 31, 2012 and 2011, gross gains of $0.03 million and $0.06 million, respectively, and gross losses of $2.8 thousand and $0.01 million, respectively, were reclassified out of other comprehensive income into 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 March 31, 2012 and December 31, 2011 are summarized as follows:

   
 
Fair
Value
 
Total
Unrealized
Gains
 
Total
Unrealized
Losses
   
(In Millions)
2012
           
Equity Securities
 
$270.7
 
$59.5
 
$0.4
Debt Securities
 
189.2
 
7.6
 
0.3
Total
 
$459.9
 
$67.1
 
$0.7
             
2011
           
Equity Securities
 
$237.2
 
$35.4
 
$5.4
Debt Securities
 
186.2
 
9.5
 
0.1
Total
 
$423.4
 
$44.9
 
$5.5
 
 
57

Entergy Corporation and Subsidiaries
Notes to Financial Statements



The amortized cost of debt securities was $184.2 million as of March 31, 2012 and $175.1 million as of December 31, 2011.  As of March 31, 2012, the debt securities have an average coupon rate of approximately 3.28%, an average duration of approximately 4.77 years, and an average maturity of approximately 6.78 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 March 31, 2012:

   
Equity Securities
 
Debt Securities
   
 
Fair
Value
 
Gross
Unrealized
Losses
 
 
Fair
Value
 
Gross
Unrealized
Losses
   
(In Millions)
                 
Less than 12 months
 
$-
 
$-
 
$39.1
 
$0.3
More than 12 months
 
15.8
 
0.4
 
0.3
 
-
  Total
 
$15.8
 
$0.4
 
$39.4
 
$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, 2011:

   
Equity Securities
 
Debt Securities
   
 
Fair
Value
 
Gross
Unrealized
Losses
 
 
Fair
Value
 
Gross
Unrealized
Losses
   
(In Millions)
                 
Less than 12 months
 
$41.3
 
$1.8
 
$10.5
 
$0.1
More than 12 months
 
30.0
 
3.6
 
-
 
-
  Total
 
$71.3
 
$5.4
 
$10.5
 
$0.1
 
 
The fair value of debt securities, summarized by contractual maturities, as of March 31, 2012 and December 31, 2011 are as follows:

   
2012
 
2011
   
(In Millions)
         
Less than 1 year
 
$3.8
 
$10.2
1 year - 5 years
 
108.2
 
94.6
5 years - 10 years
 
54.9
 
57.9
10 years - 15 years
 
2.2
 
2.6
15 years - 20 years
 
2.2
 
2.9
20 years+
 
17.9
 
18.0
  Total
 
$189.2
 
$186.2
 
 
58

Entergy Corporation and Subsidiaries
Notes to Financial Statements



During the three months ended March 31, 2012 and 2011, proceeds from the dispositions of securities amounted to $125.4 million and $88.6 million, respectively.  During the three months ended March 31, 2012 and 2011, gross gains of $1.2 million and $0.4 million, respectively, and gross losses of $0.1 million and $0.9 million, respectively, were reclassified out of other comprehensive income into earnings.

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.  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).  Entergy did not have any material other-than-temporary impairments relating to credit losses on debt securities for the three months ended March 31, 2012 and 2011.  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.  Entergy did not record material charges to other income in the three months ended March 31, 2012 and 2011, 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)

See Income Tax Litigation, Income Tax Audits, and Other Tax Matters in Note 3 to the financial statements in the Form 10-K for a discussion of income tax proceedings, income tax audits, and other income tax matters involving Entergy.  There are no material updates to the information discussed in Note 3 to the financial statements in the Form 10-K.


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 March 31, 2012 are $194.0 million for Entergy, $19.5 million for Entergy Arkansas, $15.2 million for Entergy Gulf States Louisiana, $22.2 million for Entergy Louisiana, $1.2 million for Entergy Mississippi, $0.2 million for Entergy New Orleans, $5.5 million for Entergy Texas, and $80.6 million for System Energy.

Vermont Yankee

In March 2011 the NRC renewed Vermont Yankee’s operating license for an additional 20 years.  The renewed operating license expires in March 2032.  In May 2011 the Vermont Department of Public Service and the New England Coalition petitioned the United States Court of Appeals for the D.C. Circuit seeking judicial review of the NRC’s issuance of the renewed operating license, alleging that the license had been issued without a valid and effective water quality certification under Section 401 of the Clean Water Act.  Entergy Nuclear Vermont Yankee and Entergy Nuclear Operations, Inc. intervened in the proceeding. Briefing has been completed, and oral argument is scheduled for May 9, 2012.
 
 
59

Entergy Corporation and Subsidiaries
Notes to Financial Statements



Vermont Yankee also is operating under a Certificate of Public Good from the State of Vermont that was scheduled to expire in March 2012, but has an application pending before the Vermont Public Service Board (VPSB) for a new Certificate of Public Good for operation until March 2032.  In April 2011, Entergy Nuclear Vermont Yankee and Entergy Nuclear Operations, the owner and operator respectively of Vermont Yankee, filed suit in the United States District Court for the District of Vermont.  The suit challenged certain conditions imposed by Vermont upon Vermont Yankee’s continued operation and storage of spent nuclear fuel, including the requirement to obtain not only a new Certificate of Public Good, but also approval by Vermont’s General Assembly.  In January 2012 the court entered judgment in Entergy’s favor and specifically:
 
·  
Declared that Vermont’s laws requiring Vermont Yankee to cease operation in March 2012 and prohibiting the storage of spent nuclear fuel from operation after that date, absent approval by the General Assembly, were based on radiological safety concerns and are preempted by the Atomic Energy Act;
·  
Permanently enjoined Vermont from enforcing these preempted requirements of the state’s laws; and
·  
Permanently enjoined Vermont under the Commerce Clause of the United States Constitution from conditioning the issuance of a new Certificate of Public Good upon the existence of a below wholesale market power sale agreement with Vermont utilities or Vermont Yankee’s selling power to Vermont utilities at rates below those available to wholesale customers in other states.

In February 2012 the Vermont defendants filed a notice of appeal of the decision to the United States Court of Appeals for the Second Circuit.

In January 2012, Entergy filed a motion requesting that the VPSB grant, based on the existing record in its proceeding, Vermont Yankee’s pending application for a new Certificate of Public Good.  Entergy subsequently filed another motion asking the VPSB to declare that title 3, section 814(b) of the Vermont statutes (3 V.S.A. § 814(b)) authorized Vermont Yankee to operate while the Certificate of Public Good proceeding was pending because Entergy had timely filed a petition for a new Certificate of Public Good that had not yet been decided.  In March 2012, the VPSB issued orders denying Entergy’s motion with respect to 3 V.S.A. § 814(b) but stating that the order did not require Vermont Yankee to cease operations, denying Entergy’s motion to issue a new Certificate of Public Good based on the existing record, determining to open a new docket and to create a new record to decide Vermont Yankee’s request for a new Certificate of Public Good (without prejudice to any rights that Entergy might have under 3 V.S.A. § 814(b)), and directing Entergy to file an amended Certificate of Public Good petition that identified the specific approvals it was seeking in light of the district court’s decision.  In April 2012, Entergy filed its amended Certificate of Public Good petition.

In light of the actions taken by the VPSB, in February 2012, Vermont Yankee filed a cross-appeal of the United States District Court’s January 2012 decision.  Vermont Yankee also filed two motions with the district court asking it (1) to issue an injunction prohibiting Vermont from taking any action to force Vermont Yankee to shut down during the appeal of the district court’s decision or during the Certificate of Public Good proceeding before the VPSB and any judicial appeal from that proceeding, and (2) to amend the district court’s final judgment to include certain additional provisions of Vermont law relating to Vermont Yankee’s operation and storage of spent nuclear fuel from operation after March 21, 2012, that were part of the statutes the court found to be preempted in its decision, but which were not specifically included in the final judgment.  In March 2012, the district court found that Vermont Yankee was likely to prevail on the merits of its cross-appeal that an additional provision of Vermont law relating to the storage of spent nuclear fuel from operation after March 21, 2012 should have been invalidated as preempted.  The district court accordingly issued an injunction prohibiting Vermont from taking any action during the appeal to compel Vermont Yankee to shut down based on that provision of Vermont law.  The district court denied Vermont Yankee’s other requests for relief, citing the Vermont Attorney General’s representation that Vermont Yankee may continue to operate under the terms of its existing Certificate of Public Good while its petition for a new Certificate of Public Good is pending before the VPSB.
 
 
60

Entergy Corporation and Subsidiaries
Notes to Financial Statements



Impairment

Because of the uncertainty regarding the continued operation of Vermont Yankee, Entergy has tested the recoverability of the plant and related assets each quarter since the first quarter 2010.  The determination of recoverability is based on the probability-weighted undiscounted net cash flows expected to be generated by the plant and related assets.  Projected net cash flows primarily depend on the status of the pending legal and state regulatory matters, as well as projections of future revenues and expenses over the remaining life of the plant.  In prior quarters, the probability-weighted undiscounted net cash flows exceeded the carrying value of the Vermont Yankee plant and related assets.  The decline, however, in the overall energy market and the projected forward prices of power as of March 31, 2012, which are significant inputs in the determination of net cash flows, resulted in the probability-weighted undiscounted future cash flows being less than the asset group’s carrying value.  Entergy performed a fair value analysis based on the income approach, a discounted cash flow method, to determine the amount of impairment.  The estimated fair value of the plant and related assets at March 31, 2012 was $162.0 million, while the carrying value was $517.5 million.  Therefore, the assets were written down to their fair value and an impairment charge of $355.5 million ($223.5 million after-tax) was recognized.  The impairment charge is recorded as a separate line item in Entergy’s consolidated statement of income (loss) for the three months ended March 31, 2012, and is included within the results of the Entergy Wholesale Commodities segment.

The estimate of fair value was based on the price that Entergy would expect to receive in a hypothetical sale of the Vermont Yankee plant and related assets to a market participant on March 31, 2012.  In order to determine this price, Entergy used significant observable inputs, including quoted forward power and gas prices, where available.  Significant unobservable inputs, such as projected long-term pre-tax operating margins (cash basis), and estimated weighted average costs of capital were also used in the estimation of fair value.  In addition, Entergy made certain assumptions regarding future tax deductions associated with the plant and related assets.  Based on the use of significant unobservable inputs, the fair value measurement for the entirety of the asset group, and for each type of asset within the asset group, is classified as Level 3 in the fair value hierarchy discussed in Note 8 to the financial statements.

The following table sets forth a description of significant unobservable inputs used in the valuation of the Vermont Yankee plant and related assets as of March 31, 2012:

 
Significant Unobservable Inputs
 
Range
Weighted Average
Weighted average cost of capital
7.5%-8.0%
7.8%
Long-term pre-tax operating margin (cash basis)
6.1%-7.8%
7.2%

Entergy’s Accounting Policy group, which reports to the Chief Accounting Officer, was primarily responsible for determining the valuation of the Vermont Yankee plant and related assets, in consultation with external advisors.  Accounting Policy obtained and reviewed information from other Entergy departments with expertise on the various inputs and assumptions that were necessary to calculate the fair value of the asset group.
 
 

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

See Note 18 to the financial statements in the Form 10-K for a discussion of variable interest entities.  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.

Entergy Louisiana and System Energy are each considered to hold a variable interest in the lessors from which they lease, respectively, undivided interests representing approximately 9.3% of the Waterford 3 and 11.5% of the Grand Gulf nuclear plants.  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
 
 
61

Entergy Corporation and Subsidiaries
Notes to Financial Statements


Louisiana made payments on its lease, including interest, of $26.8 million and $37.6 million in the three months ended March 31, 2012 and 2011, respectively.  System Energy made payments on its lease, including interest, of $48.1 million and $47.4 million in the three months ended March 31, 2012 and 2011, respectively.
__________________________________

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.
 


Part I, Item 4. Controls and Procedures

Disclosure Controls and Procedures

As of March 31, 2012, 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 March 31, 2012 and found no change that has materially affected, or is reasonably likely to materially affect, internal control over financial reporting.



ENTERGY ARKANSAS, INC. AND SUBSIDIARIES

MANAGEMENT’S FINANCIAL DISCUSSION AND ANALYSIS


Plan to Spin Off the Utility’s Transmission Business

See the “Plan to Spin Off the Utility’s Transmission Business” section of Entergy Corporation and Subsidiaries Management’s Financial Discussion and Analysis in the Form 10-K for a discussion of Entergy’s plan to spin off its transmission business and merge it with a newly formed subsidiary of ITC Holdings Corp., including the planned retirement of debt and preferred securities.

Results of Operations

Net Income

Net income decreased $11.7 million primarily due to lower net revenue and higher other operation and maintenance expenses.

Net Revenue

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 first quarter 2012 to the first quarter 2011.

  
 
Amount
   
(In Millions)
     
2011 net revenue
 
$272.0 
Volume/weather
 
(10.8)
Other
 
1.6 
2012 net revenue
 
$262.8 

The volume/weather variance is primarily due to a decrease of 299 GWh, or 6% in billed electricity usage primarily in the residential sector primarily due to milder weather.

Gross operating revenues and fuel and purchased power expenses

Gross operating revenues increased primarily due to an increase of $23.5 million in fuel cost recovery revenues due to a change in the energy cost recovery rider effective April 2011.  The increase is also due to an increase of $8.2 million in rider revenues primarily due to higher System Agreement production cost equalization payments.  Entergy Arkansas’s fuel and purchased power recovery mechanism is discussed in Note 2 to the financial statements in the Form 10-K.

Fuel expenses increased primarily due to an increase in the recovery from customers of deferred fuel costs.  Purchased power expenses decreased primarily due to an increase in purchases in 2011 resulting from the ANO2 refueling outage, and a decrease in purchases in 2012 due to the Grand Gulf refueling outage.



 
64

Entergy Arkansas, Inc. and Subsidiaries
Management’s Financial Discussion and Analysis


Other Income Statement Variances

Other operation and maintenance expenses increased primarily due to:

·  
an increase of $4.7 million in compensation and benefits costs resulting from a decrease in the discount rate and changes in certain actuarial assumptions resulting from a recent experience study.  See "MANAGEMENT’S FINANCIAL DISCUSSION AND ANALYSIS – Critical Accounting Estimates" in the Form 10-K and Note 6 to the financial statements herein for further discussion of benefits costs;
·  
nuclear insurance refunds of $2.4 million received in 2011; and
·  
an increase of $1.9 million in nuclear generation expenses primarily due to higher labor costs, including higher contract labor.

Nuclear refueling outage expenses increased primarily due to higher costs associated with the most recent outage as compared to the previous outages.

Taxes other than income taxes increased primarily due to an increase in local franchise taxes resulting from higher retail electric revenues as compared with the same period in 2011.  There is no effect on net income as these taxes are recovered through the franchise tax rider.

           Other income increased primarily due to higher earnings on decommissioning trust fund investments.

Income Taxes

The effective income tax rates for the first quarters of 2012 and 2011 were 45.9% and 42.3%, respectively. The differences in the effective income tax rates for the first quarters of 2012 and 2011 versus the federal statutory rate of 35% were primarily due to state income taxes and certain book and tax differences related to utility plant items, partially offset by book and tax differences related to the allowance for equity funds used during construction.

Liquidity and Capital Resources

Cash Flow

Cash flows for the three months ended March 31, 2012 and 2011 were as follows:

   
2012
 
2011
   
(In Thousands)
         
Cash and cash equivalents at beginning of period
 
$22,599 
 
$106,102 
         
Cash flow provided by (used in):
       
 
Operating activities
 
11,046 
 
56,330 
 
Investing activities
 
(53,146)
 
(110,123)
 
Financing activities
 
25,184 
 
(24,924)
Net decrease in cash and cash equivalents
 
(16,916)
 
(78,717)
         
Cash and cash equivalents at end of period
 
$5,683 
 
$27,385 

Operating Activities

           Net cash flow provided by operating activities decreased $45.3 million for the three months ended March 31, 2012 compared to the three months ended March 31, 2011 primarily due to the $156 million System Agreement bandwidth remedy payment in January 2012 as a result of the payment required to implement the FERC’s remedy for the period June – December 2005.  See Note 2 to the financial statements in the Form 10-K and Note 2 to the financial
 
 
 
65

Entergy Arkansas, Inc. and Subsidiaries
Management’s Financial Discussion and Analysis


statements herein for a discussion of the System Agreement bandwidth remedy payment.  The decrease was partially offset by a decrease of $62.7 million in pension contributions and the increased recovery of fuel costs.  See "MANAGEMENT’S FINANCIAL DISCUSSION AND ANALYSIS – Critical Accounting Estimates" in the Form 10-K and Note 6 to the financial statements herein for a discussion of qualified pension and other postretirement benefits funding.

Investing Activities

Net cash flow used in investing activities decreased $57 million for the three months ended March 31, 2012 compared to the three months ended March 31, 2011 primarily due to fluctuations in nuclear fuel activity because of variations from year to year in the timing and pricing of fuel reload requirements in the Utility business, material and services deliveries, and the timing of cash payments during the nuclear fuel cycle, and the repayment in 2011 by System Fuels of Entergy Arkansas’s $11 million investment in System Fuels.  The decrease was partially offset by an increase in construction expenditures primarily due to increased transmission reliability work in 2012.

Financing Activities

Entergy Arkansas’s financing activities provided $25.2 million for the three months ended March 31, 2012 compared to using $24.9 million for the three months ended March 31, 2011  primarily due to money pool activity and $13.1 million in dividends paid on common stock in 2011, partially offset by an increase in net repayments from the nuclear fuel company variable interest entity credit facility.

Increases in Entergy Arkansas’s payable to the money pool are a source of cash flow, and Entergy Arkansas’s payable to the money pool increased by $49 million for the three months ended March 31, 2012.

Capital Structure

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

   
March 31,
 2012
 
December 31,
2011
         
Debt to capital
 
54.6%
 
55.0%
Effect of excluding the securitization bonds
 
(1.5)%
 
(1.5)%
Debt to capital, excluding securitization bonds (1)
 
53.1%
 
53.5%
Effect of subtracting cash
 
(0.2)%
 
(0.3)%
Net debt to net capital, excluding securitization bonds (1)
 
52.9%
 
53.2%

(1)
Calculation excludes the securitization bonds, which are non-recourse to Entergy Arkansas.

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 and the ratios excluding securitization bonds in analyzing its financial condition and believes they provide 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 additional updates to the information provided in the Form 10-K.


 
66

Entergy Arkansas, Inc. and Subsidiaries
Management’s Financial Discussion and Analysis


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

March 31,
2012
 
December 31,
2011
 
March 31,
2011
 
December 31,
2010
(In Thousands)
             
($49,043)
 
$17,362
 
$19,015
 
$41,463

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

As of March 31, 2012, Entergy Arkansas had a credit facility in the amount of $78 million that expired in April 2012 and a credit facility in the amount of $150 million scheduled to expire in March 2017.  In April 2012, at the expiration of the $78 million facility, Entergy Arkansas entered into a new $20 million credit facility that expires in April 2013.  No borrowings were outstanding under the credit facilities as of March 31, 2012.  See Note 4 to the financial statements herein for additional discussion of the credit facilities.

Hot Spring Energy Facility Purchase Agreement

See the Form 10-K for a discussion of Entergy Arkansas’s agreement to acquire the Hot Spring Energy Facility.  The parties have satisfied their obligations under the Hart-Scott-Rodino Act, and the U.S. Department of Justice’s review of the transaction is ongoing.

In July 2011, Entergy Arkansas filed its application with the APSC requesting approval of the acquisition and full cost recovery.  In January 2012, Entergy Arkansas, the APSC General Staff, and the Arkansas Attorney General filed a Motion to Suspend the Procedural Schedule and Joint Stipulation and Settlement for consideration by the APSC.  Under the settlement, the parties agreed that the acquisition costs may be recovered through a capacity acquisition rider and agreed that the level of the return on equity reflected in the rider would be submitted to the APSC for resolution.  Because the transmission upgrade costs remained uncertain, the parties requested that the APSC suspend the procedural schedule and cancel the hearing scheduled for January 24, 2012, pending resolution of the transmission costs.  The APSC issued an order accepting the settlement as part of the record and directing Entergy Arkansas to file the transmission studies when available and directing the parties to propose a procedural schedule to address the results of those studies.

On April 6, 2012, facilities studies were issued indicating that long-term transmission service is available for the Hot Spring facility provided that supplemental transmission upgrades estimated at approximately $440,000 are made.  In addition, the studies noted that surveys of two lines should be conducted, which may result in additional upgrade requirements not expected to exceed $25 million.  On April 16, 2012, Entergy Arkansas filed the facilities studies with the APSC and reiterated its request for a public interest finding and timely cost recovery. Assuming timely regulatory approvals and the satisfaction of all other closing conditions, closing is targeted for around mid-2012.

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 Note 2 to the financial statements herein for an update regarding the System Agreement proceedings and Entergy Arkansas’s production cost allocation rider.

Federal Regulation

See "System Agreement" 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.
 
 
67

Entergy Arkansas, Inc. and Subsidiaries
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 Arkansas’s accounting for nuclear decommissioning costs, unbilled revenue, and qualified pension and other postretirement benefits.

















(Page left blank intentionally)

 
 
 


 
CONSOLIDATED INCOME STATEMENTS
 
For the Three Months Ended March 31, 2012 and 2011
 
(Unaudited)
 
             
   
2012
   
2011
 
   
(In Thousands)
 
             
OPERATING REVENUES
           
Electric
  $ 475,178     $ 443,498  
                 
OPERATING EXPENSES
               
Operation and Maintenance:
               
   Fuel, fuel-related expenses, and
               
     gas purchased for resale
    134,802       82,231  
   Purchased power
    78,796       92,854  
   Nuclear refueling outage expenses
    11,787       9,961  
   Other operation and maintenance
    125,373       116,984  
Decommissioning
    9,888       9,297  
Taxes other than income taxes
    20,684       19,579  
Depreciation and amortization
    55,241       55,258  
Other regulatory credits - net
    (1,209 )     (3,571 )
TOTAL
    435,362       382,593  
                 
OPERATING INCOME
    39,816       60,905  
                 
OTHER INCOME
               
Allowance for equity funds used during construction
    1,725       1,065  
Interest and investment income
    5,857       3,780  
Miscellaneous - net
    (1,453 )     (749 )
TOTAL
    6,129       4,096  
                 
INTEREST EXPENSE
               
Interest expense
    20,750       21,063  
Allowance for borrowed funds used during construction
    (442 )     (479 )
TOTAL
    20,308       20,584  
                 
INCOME BEFORE INCOME TAXES
    25,637       44,417  
                 
Income taxes
    11,763       18,809  
                 
NET INCOME
    13,874       25,608  
                 
Preferred dividend requirements
    1,718       1,718  
                 
EARNINGS APPLICABLE TO
               
COMMON STOCK
  $ 12,156     $ 23,890  
                 
See Notes to Financial Statements.
               
                 



 
CONSOLIDATED STATEMENTS OF CASH FLOWS
 
For the Three Months Ended March 31, 2012 and 2011
 
(Unaudited)
 
             
   
2012
   
2011
 
   
(In Thousands)
 
             
OPERATING ACTIVITIES
           
Net income
  $ 13,874     $ 25,608  
Adjustments to reconcile net income to net cash flow provided by operating activities:
 
  Depreciation, amortization, and decommissioning, including nuclear fuel amortization
    88,981       81,884  
  Deferred income taxes, investment tax credits, and non-current taxes accrued
    34,625       23,272  
  Changes in assets and liabilities:
               
    Receivables
    17,958       21,567  
    Fuel inventory
    (2,455 )     (15,702 )
    Accounts payable
    (211,524 )     36,504  
    Prepaid taxes and taxes accrued
    (9,127 )     (1,190 )
    Interest accrued
    (10,974 )     (6,930 )
    Deferred fuel costs
    53,521       9,352  
    Other working capital accounts
    14,682       (21,721 )
    Provisions for estimated losses
    (112 )     2,149  
    Other regulatory assets
    21,956       10,319  
    Pension and other postretirement liabilities
    (9,770 )     (73,531 )
    Other assets and liabilities
    9,411       (35,251 )
Net cash flow provided by operating activities
    11,046       56,330  
                 
INVESTING ACTIVITIES
               
Construction expenditures
    (81,518 )     (70,379 )
Allowance for equity funds used during construction
    2,865       1,065  
Nuclear fuel purchases
    (34,595 )     (61,561 )
Proceeds from sale of nuclear fuel
    49,879       -  
Proceeds from nuclear decommissioning trust fund sales
    54,727       31,042  
Investment in nuclear decommissioning trust funds
    (57,898 )     (40,021 )
Change in money pool receivable - net
    17,362       22,448  
Investment in affiliates
    -       10,994  
Remittances to transition charge account
    (3,968 )     (3,711 )
Net cash flow used in investing activities
    (53,146 )     (110,123 )
                 
FINANCING ACTIVITIES
               
Changes in short-term borrowings - net
    (21,376 )     (10,016 )
Changes in money pool payable - net
    49,043       -  
Dividends paid:
               
  Common stock
    -       (13,100 )
  Preferred stock
    (1,718 )     (1,718 )
Other
    (765 )     (90 )
Net cash flow provided by (used in) financing activities
    25,184       (24,924 )
                 
Net decrease in cash and cash equivalents
    (16,916 )     (78,717 )
                 
Cash and cash equivalents at beginning of period
    22,599       106,102  
                 
Cash and cash equivalents at end of period
  $ 5,683     $ 27,385  
                 
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
         
Cash paid (received) during the period for:
               
  Interest - net of amount capitalized
  $ 30,476     $ 26,694  
  Income taxes
  $ (10,584 )   $ -  
                 
See Notes to Financial Statements.
               
                 



 
CONSOLIDATED BALANCE SHEETS
 
ASSETS
 
March 31, 2012 and December 31, 2011
 
(Unaudited)
 
             
   
2012
   
2011
 
   
(In Thousands)
 
             
CURRENT ASSETS
           
Cash and cash equivalents:
           
  Cash
  $ 5,683     $ 4,712  
  Temporary cash investments
    -       17,887  
    Total cash and cash equivalents
    5,683       22,599  
Securitization recovery trust account
    7,857       3,890  
Accounts receivable:
               
  Customer
    86,118       90,940  
  Allowance for doubtful accounts
    (26,381 )     (26,155 )
  Associated companies
    44,155       58,030  
  Other
    60,755       66,838  
  Accrued unbilled revenues
    60,401       70,715  
    Total accounts receivable
    225,048       260,368  
Deferred fuel costs
    69,924       209,776  
Fuel inventory - at average cost
    51,344       48,889  
Materials and supplies - at average cost
    145,263       143,343  
Deferred nuclear refueling outage costs
    37,451       49,047  
System agreement cost equalization
    36,800       36,800  
Prepayments and other
    7,851       8,562  
TOTAL
    587,221       783,274  
                 
OTHER PROPERTY AND INVESTMENTS
               
Decommissioning trust funds
    584,460       541,657  
Non-utility property - at cost (less accumulated depreciation)
    1,676       1,677  
Other
    3,182       3,182  
TOTAL
    589,318       546,516  
                 
UTILITY PLANT
               
Electric
    8,126,584       8,079,732  
Property under capital lease
    1,215       1,234  
Construction work in progress
    150,733       120,211  
Nuclear fuel
    217,216       272,593  
TOTAL UTILITY PLANT
    8,495,748       8,473,770  
Less - accumulated depreciation and amortization
    3,880,320       3,833,596  
UTILITY PLANT - NET
    4,615,428       4,640,174  
                 
DEFERRED DEBITS AND OTHER ASSETS
               
Regulatory assets:
               
  Deferred fuel costs
    86,331       -  
  Regulatory asset for income taxes - net
    85,063       87,357  
  Other regulatory assets (includes securitization property of
         
       $102,656 as of March 31, 2012 and $105,762 as of
         
       December 31, 2011)
    1,106,597       1,126,911  
Other
    32,598       27,980  
TOTAL
    1,310,589       1,242,248  
                 
TOTAL ASSETS
  $ 7,102,556     $ 7,212,212  
                 
See Notes to Financial Statements.
               
 

 
 
ENTERGY ARKANSAS, INC. AND SUBSIDIARIES
 
CONSOLIDATED BALANCE SHEETS
 
LIABILITIES AND EQUITY
 
March 31, 2012 and December 31, 2011
 
(Unaudited)
 
             
   
2012
   
2011
 
   
(In Thousands)
 
             
CURRENT LIABILITIES
           
Short-term borrowings
  $ 12,538     $ 33,914  
Accounts payable:
               
  Associated companies
    101,196       228,163  
  Other
    107,945       138,054  
Customer deposits
    83,352       81,074  
Taxes accrued
    27,154       36,281  
Accumulated deferred income taxes
    61,432       124,267  
Interest accrued
    18,907       29,881  
Other
    25,315       23,305  
TOTAL
    437,839       694,939  
                 
NON-CURRENT LIABILITIES
               
Accumulated deferred income taxes and taxes accrued
    1,805,626       1,708,760  
Accumulated deferred investment tax credits
    42,441       42,939  
Other regulatory liabilities
    172,489       133,960  
Decommissioning
    650,116       640,228  
Accumulated provisions
    5,528       5,640  
Pension and other postretirement liabilities
    529,255       539,016  
Long-term debt (includes securitization bonds of $113,762 as of
       
   March 31, 2012 and $ 113,761 as of December 31, 2011)
    1,875,944       1,875,921  
Other
    10,688       10,335  
TOTAL
    5,092,087       4,956,799  
                 
Commitments and Contingencies
               
                 
Preferred stock without sinking fund
    116,350       116,350  
                 
COMMON EQUITY
               
Common stock, $0.01 par value, authorized 325,000,000
         
  shares; issued and outstanding 46,980,196 shares in 2012
         
  and 2011
    470       470  
Paid-in capital
    588,444       588,444  
Retained earnings
    867,366       855,210  
TOTAL
    1,456,280       1,444,124  
                 
TOTAL LIABILITIES AND EQUITY
  $ 7,102,556     $ 7,212,212  
                 
See Notes to Financial Statements.
               



 
CONSOLIDATED STATEMENTS OF CHANGES IN COMMON EQUITY
 
For the Three Months Ended March 31, 2012 and 2011
 
(Unaudited) (In Thousands)
 
                         
   
Common Equity
       
   
Common Stock
   
Paid-in Capital
   
Retained Earnings
   
Total
 
Balance at December 31, 2010
  $ 470     $ 588,444     $ 814,992     $ 1,403,906  
                                 
Net income
    -       -       25,608       25,608  
Common stock dividends
    -       -       (13,100 )     (13,100 )
Preferred stock dividends
    -       -       (1,718 )     (1,718 )
                                 
Balance at March 31, 2011
  $ 470     $ 588,444     $ 825,782     $ 1,414,696  
                                 
                                 
Balance at December 31, 2011
  $ 470     $ 588,444     $ 855,210     $ 1,444,124  
                                 
Net income
    -       -       13,874       13,874  
Preferred stock dividends
    -       -       (1,718 )     (1,718 )
                                 
Balance at March 31, 2012
  $ 470     $ 588,444     $ 867,366     $ 1,456,280  
                                 
See Notes to Financial Statements.
                               
                                 
 

 

 
SELECTED OPERATING RESULTS
 
For the Three Months Ended March 31, 2012 and 2011
 
(Unaudited)
 
                         
               
Increase/
       
Description
 
2012
   
2011
   
(Decrease)
   
%
 
   
(Dollars In Millions)
       
Electric Operating Revenues:
                       
  Residential
  $ 175     $ 175     $ -       -  
  Commercial
    102       92       10       11  
  Industrial
    94       83       11       13  
  Governmental
    5       4       1       25  
    Total retail
    376       354       22       6  
  Sales for resale:
                               
     Associated companies
    77       64       13       20  
     Non-associated companies
    17       24       (7 )     (29 )
  Other
    5       1       4       400  
    Total
  $ 475     $ 443     $ 32       7  
                                 
Billed Electric Energy
                               
 Sales (GWh):
                               
  Residential
    1,987       2,251       (264 )     (12 )
  Commercial
    1,340       1,360       (20 )     (1 )
  Industrial
    1,599       1,613       (14 )     (1 )
  Governmental
    63       64       (1 )     (2 )
    Total retail
    4,989       5,288       (299 )     (6 )
  Sales for resale:
                               
     Associated companies
    2,111       1,658       453       27  
     Non-associated companies
    265       324       (59 )     (18 )
    Total
    7,365       7,270       95       1  
                                 
                                 
                                 
                                 


 
 
ENTERGY GULF STATES LOUISIANA, L.L.C.

MANAGEMENT’S FINANCIAL DISCUSSION AND ANALYSIS


Plan to Spin Off the Utility’s Transmission Business

See the “Plan to Spin Off the Utility’s Transmission Business” section of Entergy Corporation and Subsidiaries Management’s Financial Discussion and Analysis in the Form 10-K for a discussion of Entergy’s plan to spin off its transmission business and merge it with a newly formed subsidiary of ITC Holdings Corp., including the planned retirement of debt and preferred securities.

Results of Operations

Net Income

Net income decreased $18.3 million primarily due to lower net revenue.

Net Revenue

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 first quarter 2012 to the first quarter 2011.

   
Amount
   
(In Millions)
     
2011 net revenue
 
$225.1 
Volume/weather
 
(10.4)
Net wholesale revenue
 
(6.3)
Net gas revenue
 
(3.1)
Other
 
(1.4)
2012 net revenue
 
$203.9 

The volume/weather variance is primarily due to the effect of milder weather on residential and commercial sales, partially offset by an increase of 105 GWh, or 2%, in weather-adjusted usage across all sectors.

The net wholesale revenue variance is primarily due to lower price.

The net gas revenue variance is primarily due to the effect of less favorable weather primarily on the residential sector.

Gross operating revenues and fuel and purchased power expenses

Gross operating revenues decreased primarily due to the decrease in wholesale revenue, as discussed above, a decrease of $26 million in fuel cost recovery revenues primarily due to lower fuel rates, and the decrease related to volume/weather, as discussed above.  Entergy Gulf States Louisiana’s fuel and purchased power recovery mechanism is discussed in Note 2 to the financial statements in the Form 10-K.


 
76

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



Fuel and purchased power expenses decreased primarily due to:

·  
a decrease in the average market price of purchased power and decreased net area demand; and
·  
a decrease in natural gas fuel expense primarily due to decreased demand for gas-fired generation and a decrease in the market price of natural gas.

The decrease was partially offset by an increase in deferred fuel expense primarily due to higher fuel and purchased power expenses in 2011 as a result of the River Bend refueling outage, offset by lower fuel cost recovery revenues in 2012.

Other Income Statement Variances

Other operation and maintenance expenses increased primarily due to:

·  
an increase of $3.5 million in fossil-fueled generation expenses resulting from increased plant outages and an increased scope of work as compared to the prior year;
·  
an increase of $2.3 million in compensation and benefits costs primarily due to decreasing discount rates and changes in certain actuarial assumptions resulting from a recent experience study.  See "MANAGEMENT’S FINANCIAL DISCUSSION AND ANALYSIS – Critical Accounting Estimates" in the Form 10-K and Note 6 to the financial statements herein for further discussion of benefits costs; and
·  
an increase of $1.2 million in nuclear generation expenses primarily due to higher labor costs, including higher contract labor.

The increase was partially offset by a decrease of $1.1 million in transmission expenses primarily due to lower transmission equalization expenses incurred under the System Agreement in 2012.

Other income increased primarily due to an increase of $1.9 million in investment income earned on decommissioning trust funds.

Income Taxes

The effective income tax rate was 38.3% for the first quarter 2012.  The difference in the effective income tax rate for the first quarter 2012 versus the federal statutory rate of 35% was primarily due to state income taxes and certain book and tax differences related to utility plant items, partially offset by the book and tax difference related to the non-taxable income distributions earned on preferred membership interests. 

The effective income tax rate was 34.8% for the first quarter 2011.  The difference in the effective income tax rate for the first quarter 2011 versus the federal statutory rate of 35% was primarily due to state income taxes and certain book and tax differences related to utility plant items, partially offset by the book and tax difference related to the non-taxable income distributions earned on preferred membership interests.

Correction of Regulatory Asset for Income Taxes

See Note 2 to the financial statements herein for a discussion of the financial statement effects of a correction to Entergy Gulf States Louisiana’s regulatory asset for income taxes.

 
77

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


Liquidity and Capital Resources

Cash Flow

Cash flows for the three months ended March 31, 2012 and 2011 were as follows:

   
2012
 
2011
   
(In Thousands)
         
Cash and cash equivalents at beginning of period
 
$24,845 
 
$155,173 
         
Cash flow provided by (used in):
       
 
Operating activities
 
191,558 
 
50,088 
 
Investing activities
 
(51,137)
 
(110,165)
 
Financing activities
 
(36,219)
 
(38,510)
Net increase (decrease) in cash and cash equivalents
 
104,202 
 
(98,587)
         
Cash and cash equivalents at end of period
 
$129,047 
 
$56,586 

Operating Activities

Net cash flow provided by operating activities increased $141.5 million for the three months ended March 31, 2012 compared to the three months ended March 31, 2011 primarily due to:

·  
an increase in the recovery of fuel costs due to System Agreement bandwidth remedy payments of $75 million received in January 2012 as a result of receipts required to implement the FERC’s remedy in an October 2011 order for the period June – December 2005.  See Note 2 to the financial statements in the Form 10-K for a discussion of the System Agreement proceedings; and
·  
a decrease of $30 million in pension contributions.  See "MANAGEMENT’S FINANCIAL DISCUSSION AND ANALYSIS – Critical Accounting Estimates" in the Form 10-K and Note 6 to the financial statements herein for a discussion of qualified pension and other postretirement benefits.

Investing Activities

Net cash flow used in investing activities decreased $59 million for the three months ended March 31, 2012 compared to the three months ended March 31, 2011 primarily due to:

·  
$51 million in proceeds from the sale of a portion of Entergy Gulf States Louisiana’s investment in Entergy Holdings Company’s Class A preferred membership interests to a third party; and
·  
fluctuations in nuclear fuel activity because of variations from year to year in the timing and pricing of fuel reload requirements in the Utility business, material and services deliveries, and the timing of cash payments during the nuclear fuel cycle.

The decrease was offset by an increase in money pool activity.

Increases in Entergy Gulf States Louisiana’s receivable from the money pool are a use of cash flow, and Entergy Gulf States Louisiana’s receivable from the money pool increased by $49.6 million for the three months ended March 31, 2012 compared to decreasing by $14.8 million for the three months ended March 31, 2011.  The money pool is an inter-company borrowing arrangement designed to reduce the Utility operating companies’ need for external short-term borrowings.


 
78

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


Financing Activities

Net cash flow used in financing activities decreased $2.3 million for the three months ended March 31, 2012 compared to the three months ended March 31, 2011 primarily due to a decrease of $55.8 million in common equity distributions, offset by a decrease of $12.7 million in credit borrowings for the three months ended March 31, 2012 compared to an increase of $40.3 million in credit borrowings for the three months ended March 31, 2011 against the nuclear fuel company variable interest entity credit facility.

Capital Structure

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

   
March 31,
2012
 
December 31,
2011
         
Debt to capital
 
53.3% 
 
53.6% 
Effect of subtracting cash
 
(2.2)%
 
(0.4)%
Net debt to net capital
 
51.1% 
 
53.2% 

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 member’s 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:

March 31,
2012
 
December 31,
2011
 
March 31,
2011
 
December 31,
2010
(In Thousands)
             
$73,180
 
$23,596
 
$48,200
 
$63,003

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

Entergy Gulf States Louisiana has a credit facility in the amount of $150 million scheduled to expire in March 2017.  No borrowings were outstanding under the facility as of March 31, 2012.  See Note 4 to the financial statements herein for additional discussion of the credit facility.

In the first quarter 2012, Entergy Gulf States Louisiana sold to a third party for $51 million a portion of its investment in Entergy Holdings Company’s Class A preferred membership interests.

New Nuclear Development

See the Form 10-K for a discussion of the project option being developed by Entergy Gulf States Louisiana and Entergy Louisiana for new nuclear generation at River Bend.  In March 2010, Entergy Gulf States Louisiana and Entergy Louisiana filed with the LPSC seeking approval to continue the limited development activities necessary to preserve an option to construct a new unit at River Bend.  The testimony and legal briefs of the LPSC staff generally support the request of Entergy Gulf States Louisiana and Entergy Louisiana, although other parties filed briefs, without supporting testimony, in opposition to the request.  At an evidentiary hearing in October 2011, Entergy Gulf
 
 
 
79

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


States Louisiana, Entergy Louisiana, and the LPSC staff presented testimony in support of certification of activities to preserve an option for a new nuclear plant at River Bend.  The ALJ recommended, however, that the LPSC decline the request of Entergy Gulf States Louisiana and Entergy Louisiana on the basis that the LPSC’s rule on new nuclear development does not apply to activities to preserve an option to develop and on the further grounds that the companies improperly engaged in advanced preparation activities prior to certification.  There has been no suggestion that the planning activities or costs incurred were imprudent.  Entergy Gulf States Louisiana and Entergy Louisiana have requested oral argument before the LPSC.

Entergy Louisiana’s Ninemile Point Unit 6 Self-Build Project

See the Form 10-K for a discussion of Entergy Louisiana’s Ninemile Point Unit 6 self-build project.  The Ninemile 6 capacity and energy is proposed to be allocated 55% to Entergy Louisiana, 25% to Entergy Gulf States Louisiana, and 20% to Entergy New Orleans.  In February 2012 the City Council passed a resolution authorizing Entergy New Orleans to purchase 20% of the Ninemile 6 energy and capacity.  In June 2011, Entergy Louisiana filed with the LPSC an application seeking certification that the public necessity and convenience would be served by Entergy Louisiana’s construction of the facility.  Entergy Gulf States Louisiana joined in the application, seeking certification of its purchase under a life-of-unit power purchase agreement of its allocated share of the capacity and energy generated by Ninemile 6.  In March 2012 the LPSC unanimously voted to grant the certifications requested by Entergy Louisiana and Entergy Gulf States Louisiana, and Entergy Louisiana has given the contractor a full notice to proceed with the construction. Under the terms approved by the LPSC, costs may be recovered through Entergy Gulf States Louisiana’s formula rate plan, if one is in effect when the project is placed in service; alternatively, Entergy Gulf States Louisiana’s must file a rate case approximately 12 months prior to the expected in-service date.

State and Local Rate Regulation and Fuel-Cost Recovery

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

In January 2012, Entergy Gulf States Louisiana filed with the LPSC its gas rate stabilization plan for the test year ended September 30, 2011.  The filing showed an earned return on common equity of 10.48%, which is within the earnings bandwidth of 10.5%, plus or minus fifty basis points.  In April 2012, the LPSC Staff filed its findings, suggesting adjustments that will produce an 11.54% earned return on common equity for the test year and a $0.1 million rate reduction.  Entergy Gulf States Louisiana accepted the LPSC Staff’s recommendations, and the rate reduction will be effective with the first billing cycle of May 2012.

Industrial and Commercial Customers

See "MANAGEMENT’S FINANCIAL DISCUSSION AND ANALYSIS – Industrial and Commercial Customers" in the Form 10-K for a discussion of industrial and commercial customers.

Federal Regulation

See “Independent Coordinator of Transmission,” “System Agreement,” “Entergy’s Proposal to Join the MISO RTO,” “Notice to SERC Reliability Corporation Regarding Reliability Standards and FERC Investigation”, and “U.S. Department of Justice Investigation” in the “Rate, Cost-recovery, and Other Regulation – Federal Regulation” section of Entergy Corporation and Subsidiaries Management’s Financial Discussion and Analysis for updates to the discussion in the Form 10-K.


 
80

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, impairment of long-lived assets and trust fund investments, and qualified pension and other postretirement benefits.






















(Page left blank intentionally)


 
INCOME STATEMENTS
 
For the Three Months Ended March 31, 2012 and 2011
 
(Unaudited)
 
             
   
2012
   
2011
 
   
(In Thousands)
 
             
OPERATING REVENUES
           
Electric
  $ 382,186     $ 467,041  
Natural gas
    17,436       28,857  
TOTAL
    399,622       495,898  
                 
OPERATING EXPENSES
               
Operation and Maintenance:
               
   Fuel, fuel-related expenses, and
               
     gas purchased for resale
    71,297       80,635  
   Purchased power
    124,164       191,108  
   Nuclear refueling outage expenses
    4,365       5,018  
   Other operation and maintenance
    85,635       79,014  
Decommissioning
    3,676       3,471  
Taxes other than income taxes
    18,895       18,801  
Depreciation and amortization
    36,097       35,724  
Other regulatory charges (credits) - net
    267       (942 )
TOTAL
    344,396       412,829  
                 
OPERATING INCOME
    55,226       83,069  
                 
OTHER INCOME
               
Allowance for equity funds used during construction
    2,262       1,740  
Interest and investment income
    11,238       9,358  
Miscellaneous - net
    (2,628 )     (2,161 )
TOTAL
    10,872       8,937  
                 
INTEREST EXPENSE
               
Interest expense
    21,055       21,349  
Allowance for borrowed funds used during construction
    (899 )     (865 )
TOTAL
    20,156       20,484  
                 
INCOME BEFORE INCOME TAXES
    45,942       71,522  
                 
Income taxes
    17,584       24,903  
                 
NET INCOME
    28,358       46,619  
                 
Preferred distribution requirements
    206       206  
                 
EARNINGS APPLICABLE TO
               
COMMON EQUITY
  $ 28,152     $ 46,413  
                 
See Notes to Financial Statements.
               
                 

 
 

 
STATEMENTS OF COMPREHENSIVE INCOME
 
For the Three Months Ended March 31, 2012 and 2011
 
(Unaudited)
 
 
           
   
2012
   
2011
 
   
(In Thousands)
 
             
Net Income
  $ 28,358     $ 46,619  
Other comprehensive income
               
   Pension and other postretirement liabilities
               
     (net of tax expense of $781 and $507)
    1,028       743  
         Other comprehensive income
    1,028       743  
Comprehensive Income
  $ 29,386     $ 47,362  
                 
                 
See Notes to Financial Statements.
               
                 


 

 
STATEMENTS OF CASH FLOWS
 
For the Three Months Ended March 31, 2012 and 2011
 
(Unaudited)
 
             
   
2012
   
2011
 
   
(In Thousands)
 
             
OPERATING ACTIVITIES
           
Net income
  $ 28,358     $ 46,619  
Adjustments to reconcile net income to net cash flow provided by operating activities:
         
  Depreciation, amortization, and decommissioning, including nuclear fuel amortization
    53,528       48,769  
  Deferred income taxes, investment tax credits, and non-current taxes accrued
    (56,657 )     (26,285 )
  Changes in working capital:
               
    Receivables
    97,172       (14,666 )
    Fuel inventory
    (7,611 )     785  
    Accounts payable
    (35,277 )     (51,411 )
    Prepaid taxes and taxes accrued
    85,148       62,194  
    Interest accrued
    5,137       4,965  
    Deferred fuel costs
    8,144       (13,181 )
    Other working capital accounts
    4,806       (28,764 )
  Changes in provisions for estimated losses
    (2,870 )     155  
  Changes in other regulatory assets
    5,634       (17,243 )
  Changes in pension and other postretirement liabilities
    513       (11,665 )
  Other
    5,533       49,816  
Net cash flow provided by operating activities
    191,558       50,088  
                 
INVESTING ACTIVITIES
               
Construction expenditures
    (57,921 )     (59,880 )
Allowance for equity funds used during construction
    2,262       1,740  
Nuclear fuel purchases
    (18,614 )     (62,237 )
Proceeds from the sale of nuclear fuel
    26,820       -  
Proceeds from nuclear decommissioning trust fund sales
    38,087       11,902  
Investment in nuclear decommissioning trust funds
    (43,222 )     (16,450 )
Change in money pool receivable - net
    (49,584 )     14,803  
Proceeds from the sale of investment
    51,000       -  
Changes in other investments - net
    35       (43 )
Net cash flow used in investing activities
    (51,137 )     (110,165 )
                 
FINANCING ACTIVITIES
               
Changes in credit borrowings - net
    (12,700 )     40,300  
Dividends/distributions paid:
               
  Common equity
    (22,600 )     (78,400 )
  Preferred membership interests
    (206 )     (206 )
Other
    (713 )     (204 )
Net cash flow used in financing activities
    (36,219 )     (38,510 )
                 
Net increase (decrease) in cash and cash equivalents
    104,202       (98,587 )
                 
Cash and cash equivalents at beginning of period
    24,845       155,173  
                 
Cash and cash equivalents at end of period
  $ 129,047     $ 56,586  
                 
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
         
Cash paid (received) during the period for:
               
  Interest - net of amount capitalized
  $ 15,152     $ 15,596  
  Income taxes
  $ -     $ (7 )
                 
See Notes to Financial Statements.
               
                 
                 


 

 
BALANCE SHEETS
 
ASSETS
 
March 31, 2012 and December 31, 2011
 
(Unaudited)
 
             
   
2012
   
2011
 
   
(In Thousands)
 
             
CURRENT ASSETS
           
Cash and cash equivalents:
           
  Cash
  $ 187     $ 217  
  Temporary cash investments
    128,860       24,628  
        Total cash and cash equivalents
    129,047       24,845  
Accounts receivable:
               
  Customer
    56,324       61,648  
  Allowance for doubtful accounts
    (590 )     (843 )
  Associated companies
    136,181       171,431  
  Other
    18,629       22,082  
  Accrued unbilled revenues
    47,341       51,155  
    Total accounts receivable
    257,885       305,473  
Fuel inventory - at average cost
    30,860       23,249  
Materials and supplies - at average cost
    116,549       114,075  
Deferred nuclear refueling outage costs
    16,691       21,066  
Prepayments and other
    5,722       5,180  
TOTAL
    556,754       493,888  
                 
OTHER PROPERTY AND INVESTMENTS
               
Investment in affiliate preferred membership interests
    289,664       339,664  
Decommissioning trust funds
    455,365       420,917  
Non-utility property - at cost (less accumulated depreciation)
    162,922       164,712  
Storm reserve escrow account
    90,215       90,249  
Other
    13,153       12,701  
TOTAL
    1,011,319       1,028,243  
                 
UTILITY PLANT
               
Electric
    7,094,214       7,068,657  
Natural gas
    131,144       129,950  
Construction work in progress
    145,155       122,051  
Nuclear fuel
    175,250       206,031  
TOTAL UTILITY PLANT
    7,545,763       7,526,689  
Less - accumulated depreciation and amortization
    3,935,310       3,906,353  
UTILITY PLANT - NET
    3,610,453       3,620,336  
                 
DEFERRED DEBITS AND OTHER ASSETS
               
Regulatory assets:
               
  Regulatory asset for income taxes - net
    172,496       173,724  
  Other regulatory assets
    328,491       333,898  
  Deferred fuel costs
    100,124       100,124  
Other
    17,888       13,506  
TOTAL
    618,999       621,252  
                 
TOTAL ASSETS
  $ 5,797,525     $ 5,763,719  
                 
See Notes to Financial Statements.
               


 

ENTERGY GULF STATES LOUISIANA, L.L.C.
 
BALANCE SHEETS
 
LIABILITIES AND EQUITY
 
March 31, 2012 and December 31, 2011
 
(Unaudited)
 
             
   
2012
   
2011
 
   
(In Thousands)
 
             
CURRENT LIABILITIES
           
Currently maturing long-term debt
  $ 60,000     $ 60,000  
Accounts payable:
               
  Associated companies
    56,189       73,305  
  Other
    76,575       101,009  
Customer deposits
    48,381       49,734  
Taxes accrued
    192,515       107,367  
Accumulated deferred income taxes
    23,957       5,107  
Interest accrued
    31,221       26,084  
Deferred fuel costs
    105,322       97,178  
Pension and other postretirement liabilities
    8,039       7,911  
Gas hedge contracts
    13,538       8,572  
Other
    15,128       15,294  
TOTAL
    630,865       551,561  
                 
NON-CURRENT LIABILITIES
               
Accumulated deferred income taxes and taxes accrued
    1,294,350       1,368,563  
Accumulated deferred investment tax credits
    80,718       81,520  
Other regulatory liabilities
    89,688       75,721  
Decommissioning and asset retirement cost liabilities
    364,938       359,792  
Accumulated provisions
    96,163       99,033  
Pension and other postretirement liabilities
    333,057       332,672  
Long-term debt
    1,469,790       1,482,430  
Long-term payables - associated companies
    30,717       31,254  
Other
    65,888       47,397  
TOTAL
    3,825,309       3,878,382  
                 
Commitments and Contingencies
               
                 
EQUITY
               
Preferred membership interests without sinking fund
    10,000       10,000  
Member's equity
    1,399,933       1,393,386  
Accumulated other comprehensive loss
    (68,582 )     (69,610 )
TOTAL
    1,341,351       1,333,776  
                 
TOTAL LIABILITIES AND EQUITY
  $ 5,797,525     $ 5,763,719  
                 
See Notes to Financial Statements.
               


 

 
STATEMENTS OF CHANGES IN EQUITY
 
For the Three Months Ended March 31, 2012 and 2011
 
(Unaudited) (In Thousands)
 
                         
         
Common Equity
       
   
Preferred Membership Interests
   
Member's Equity
   
Accumulated Other Comprehensive Income (Loss)
   
Total
 
Balance at December 31, 2010
  $ 10,000     $ 1,494,593     $ (40,304 )   $ 1,464,289  
                                 
Net income
    -       46,619       -       46,619  
Other comprehensive income
    -       -       743       743  
Dividends/distributions declared on common equity
    -       (78,400 )     -       (78,400 )
Dividends/distributions declared on preferred membership interests
    -       (206 )     -       (206 )
Other
    -       (5 )     -       (5 )
                                 
Balance at March 31, 2011
  $ 10,000     $ 1,462,601     $ (39,561 )   $ 1,433,040  
                                 
                                 
Balance at December 31, 2011
  $ 10,000     $ 1,393,386     $ (69,610 )   $ 1,333,776  
                                 
Net income
    -       28,358       -       28,358  
Members contribution
    -       1,000       -       1,000  
Other comprehensive income
    -       -       1,028       1,028  
Dividends/distributions declared on common equity
    -       (22,600 )     -       (22,600 )
Dividends/distributions declared on preferred membership interests
    -       (206 )     -       (206 )
Other
    -       (5 )     -       (5 )
                                 
Balance at March 31, 2012
  $ 10,000     $ 1,399,933     $ (68,582 )   $ 1,341,351  
                                 
See Notes to Financial Statements.
                               
                                 
                                 


 

 
SELECTED OPERATING RESULTS
 
For the Three Months Ended March 31, 2012 and 2011
 
(Unaudited)
 
                         
                         
               
Increase/
       
Description
 
2012
   
2011
   
(Decrease)
   
%
 
   
(Dollars In Millions)
       
Electric Operating Revenues:
                       
  Residential
  $ 88     $ 110     $ (22 )     (20 )
  Commercial
    86       97       (11 )     (11 )
  Industrial
    106       115       (9 )     (8 )
  Governmental
    5       5       -       -  
    Total retail
    285       327       (42 )     (13 )
  Sales for resale:
                               
     Associated companies
    84       119       (35 )     (29 )
     Non-associated companies
    3       13       (10 )     (77 )
  Other
    10       8       2       25  
    Total
  $ 382     $ 467     $ (85 )     (18 )
                                 
Billed Electric Energy
                               
 Sales (GWh):
                               
  Residential
    1,059       1,247       (188 )     (15 )
  Commercial
    1,178       1,213       (35 )     (3 )
  Industrial
    2,195       2,175       20       1  
  Governmental
    59       53       6       11  
    Total retail
    4,491       4,688       (197 )     (4 )
  Sales for resale:
                               
     Associated companies
    1,843       1,874       (31 )     (2 )
     Non-associated companies
    170       204       (34 )     (17 )
    Total
    6,504       6,766       (262 )     (4 )
                                 
                                 
                                 
 

 
 
ENTERGY LOUISIANA, LLC AND SUBSIDIARIES

MANAGEMENT’S FINANCIAL DISCUSSION AND ANALYSIS


Plan to Spin Off the Utility’s Transmission Business

See the “Plan to Spin Off the Utility’s Transmission Business” section of Entergy Corporation and Subsidiaries Management’s Financial Discussion and Analysis in the Form 10-K for a discussion of Entergy’s plan to spin off its transmission business and merge it with a newly formed subsidiary of ITC Holdings Corp., including the planned retirement of debt and preferred securities.

Results of Operations

Net Income

Net income decreased $7 million primarily due to higher other operation and maintenance expenses, higher depreciation and amortization expenses, and higher interest expense, partially offset by a lower effective income tax rate.

Net Revenue

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 first quarter 2012 to the first quarter 2011.

   
Amount
   
(In Millions)
     
2011 net revenue
 
$233.8 
Retail electric price
 
13.3 
Volume/weather
 
(12.8)
Other
 
1.4 
2012 net revenue
 
$235.7 

The retail electric price variance is primarily due to a special formula rate plan rate increase effective May 2011 in accordance with a previous LPSC order relating to the acquisition of Unit 2 of the Acadia Energy Center.  See Note 2 to the financial statements in the Form 10-K for a discussion of the formula rate plan increase.

The volume/weather variance is primarily due to the effect of milder weather on residential and commercial sales, offset by increased usage in the industrial sector as a result of increased consumption by a large industrial customer in the chemical industry as a result of plant expansion.

Gross operating revenues and fuel and purchased power expenses

Gross operating revenues decreased primarily due to a decrease of $26.3 million in fuel cost recovery revenues primarily due to lower fuel rates and the decrease related to volume/weather, as discussed above.  Entergy Louisiana’s fuel and purchased power recovery mechanism 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 the average market price of natural gas.

 
90

Entergy Louisiana, LLC and Subsidiaries
Management’s Financial Discussion and Analysis


Other Income Statement Variances

Other operation and maintenance expenses increased primarily due to:

·  
an increase of $2.7 million in compensation and benefits costs primarily due to decreasing discount rates and changes in certain actuarial assumptions resulting from a recent experience study.  See "MANAGEMENT’S FINANCIAL DISCUSSION AND ANALYSIS – Critical Accounting Estimates" in the Form 10-K and Note 6 to the financial statements herein for further discussion of benefits costs;
·  
an increase of $1.8 million in fossil-fueled generation expenses due to an overall higher scope of outages compared to prior year and the addition of Acadia Unit 2 in April 2011;
·  
an increase of $1.2 million in nuclear generation expenses due to higher nuclear labor costs; and
·  
nuclear insurance refunds of $1.1 million received in 2011.

Depreciation and amortization expenses increased primarily due to an increase in plant in service.

Interest expense increased primarily due to:

·  
the issuance of $200 million of 4.8% Series first mortgage bonds in March 2011;
·  
the issuance by Entergy Louisiana Investment Recovery Funding, L.L.C., a wholly owned subsidiary of Entergy Louisiana, of $207.2 million of senior secured investment recovery bonds with a coupon rate of 2.04% in September 2011; and
·  
the issuance of $250 million of 1.875% Series first mortgage bonds in January 2012.

Income Taxes

The effective income tax rate for the first quarter of 2012 was 6.6%.  The difference in the effective income tax rate for the first quarter of 2012 versus the federal statutory rate of 35% was primarily due to the book and tax difference related to the non-taxable income distributions earned on preferred membership interests and book and tax differences related to the allowance for equity funds used during construction.

The effective income tax rate for the first quarter of 2011 was 19.9%.  The difference in the effective income tax rate for the first quarter of 2011 versus the federal statutory rate of 35% was primarily due to the book and tax difference related to the non-taxable distributions earned on preferred membership interests and book and tax differences related to the allowance for equity funds used during construction, partially offset by state income taxes.

Liquidity and Capital Resources

Cash Flow

Cash flows for the three months ended March 31, 2012 and 2011 were as follows:

   
2012
 
2011
   
(In Thousands)
         
Cash and cash equivalents at beginning of period
 
$878 
 
$123,254 
         
Cash flow provided by (used in):
       
 
Operating activities
 
79,357 
 
6,602 
 
Investing activities
 
(97,949)
 
(257,500)
 
Financing activities
 
42,348 
 
234,593 
Net increase (decrease) in cash and cash equivalents
 
23,756 
 
(16,305)
         
Cash and cash equivalents at end of period
 
$24,634 
 
$106,949 
 
 
91

Entergy Louisiana, LLC and Subsidiaries
Management’s Financial Discussion and Analysis



Operating Activities

Net cash flow provided by operating activities increased $72.8 million for the three months ended March 31, 2012 compared to the three months ended March 31, 2011 primarily due to the purchase in 2011 of $28.1 million of fuel oil from System Fuels because System Fuels will no longer procure fuel oil for the Utility companies, a decrease of $24.1 million in pension contributions, and increased recovery of fuel costs due to an increase in the amount of deferred fuel to be recovered compared to last year.  See “MANAGEMENT’S FINANCIAL DISCUSSION AND ANALYSIS – Critical Accounting Estimates” in the Form 10-K and Note 6 to the financial statements herein for a discussion of qualified pension and other postretirement benefits.

Investing Activities

Net cash flow used in investing activities decreased $159.6 million for the three months ended March 31, 2012 compared to the three months ended March 31, 2011 primarily due to:

·  
a decrease in nuclear fuel activity because of variations from year to year in the timing and pricing of fuel reload requirements in the Utility business, material and services deliveries, and the timing of cash payments during the nuclear fuel cycle;
·  
a decrease in nuclear construction expenditures due to the delay of the Waterford 3 steam generator replacement project and the dry fuel storage project implemented in 2011;
·  
a decrease in transmission construction expenditures due to load addition and reliability work performed in 2011; and
·  
money pool activity.

Increases in Entergy Louisiana’s receivable from the money pool are a use of cash flow, and Entergy Louisiana’s receivable from the money pool increased by $13.4 million for the three months ended March 31, 2012 compared to increasing by $34.4 million for the three months ended March 31, 2011.  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 provided by financing activities decreased $192.2 million for the three months ended March 31, 2012 compared to the three months ended March 31, 2011 primarily due to the following cash flow activity:

·  
money pool activity;
·  
the issuance of $250 million of 1.875% Series first mortgage bonds in January 2012 compared to the issuance of $200 million of 4.8% Series first mortgage bonds in March 2011;
·  
the payment on credit borrowings of $50 million on Entergy Louisiana’s credit facility in 2012;
·  
a principal payment of $19.6 million in 2012 for the Waterford 3 sale-leaseback obligation compared to a principal payment of $30.3 million in 2011;
·  
the payment on borrowings of $15 million on the nuclear fuel company variable interest entity’s credit facility in 2012 compared to an increase in borrowings of $61.3 million on the nuclear fuel company variable interest entity’s credit facility in 2011; and
·  
a decrease of $11.8 million in common equity dividends in 2012.

Decreases in Entergy Louisiana’s payable to the money pool are a use of cash flow, and Entergy Louisiana’s payable to the money pool decreased by $118.4 million in 2012.
 
 
92

Entergy Louisiana, LLC and Subsidiaries
Management’s Financial Discussion and Analysis



Capital Structure

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

   
March 31,
2012
 
December 31,
2011
         
Debt to capital
 
48.7%
 
47.2%
Effect of excluding securitization bonds
 
(2.2)%
 
(2.3)%
Debt to capital, excluding securitization bonds (1)
 
46.5%
 
44.9%
Effect of subtracting cash
 
(0.3)%
 
0.0%
Net debt to net capital, excluding securitization bonds (1)
 
46.2%
 
44.9%

(1)
Calculation excludes the securitization bonds, which are non-recourse to Entergy Louisiana.

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 member’s equity.  Net capital consists of capital less cash and cash equivalents.  Entergy Louisiana uses the net debt to net capital ratio and the ratios excluding securitization bonds in analyzing its financial condition and believes they provide 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 additional updates to the information provided in the Form 10-K.

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

March 31,
2012
 
December 31,
2011
 
March 31,
2011
 
December 31,
2010
(In Thousands)
             
$13,383
 
($118,415)
 
$84,257
 
$49,887
 
See Note 4 to the financial statements in the Form 10-K for a description of the money pool.

Entergy Louisiana has a credit facility in the amount of $200 million scheduled to expire in March 2017.  No borrowings were outstanding under the facility as of March 31, 2012.  See Note 4 to the financial statements herein for additional discussion of the credit facility.

New Nuclear Development

See the Form 10-K for a discussion of the project option being developed by Entergy Gulf States Louisiana and Entergy Louisiana for new nuclear generation at River Bend.  In March 2010, Entergy Gulf States Louisiana and Entergy Louisiana filed with the LPSC seeking approval to continue the limited development activities necessary to preserve an option to construct a new unit at River Bend.  The testimony and legal briefs of the LPSC staff generally support the request of Entergy Gulf States Louisiana and Entergy Louisiana, although other parties filed briefs, without supporting testimony, in opposition to the request.  At an evidentiary hearing in October 2011, Entergy Gulf States Louisiana, Entergy Louisiana, and the LPSC staff presented testimony in support of certification of activities to preserve an option for a new nuclear plant at River Bend.  The ALJ recommended, however, that the LPSC decline
 
 
93

Entergy Louisiana, LLC and Subsidiaries
Management’s Financial Discussion and Analysis


the request of Entergy Gulf States Louisiana and Entergy Louisiana on the basis that the LPSC’s rule on new nuclear development does not apply to activities to preserve an option to develop and on the further grounds that the companies improperly engaged in advanced preparation activities prior to certification.  There has been no suggestion that the planning activities or costs incurred were imprudent.  Entergy Gulf States Louisiana and Entergy Louisiana have requested oral argument before the LPSC.

Entergy Louisiana’s Ninemile Point Unit 6 Self-Build Project

See the Form 10-K for a discussion of Entergy Louisiana’s Ninemile Point Unit 6 self-build project.  The Ninemile 6 capacity and energy is proposed to be allocated 55% to Entergy Louisiana, 25% to Entergy Gulf States Louisiana, and 20% to Entergy New Orleans.  In February 2012 the City Council passed a resolution authorizing Entergy New Orleans to purchase 20% of the Ninemile 6 energy and capacity.  In June 2011, Entergy Louisiana filed with the LPSC an application seeking certification that the public necessity and convenience would be served by Entergy Louisiana’s construction of the facility.  Entergy Gulf States Louisiana joined in the application, seeking certification of its purchase under a life-of-unit power purchase agreement of its allocated share of the capacity and energy generated by Ninemile 6. In March 2012 the LPSC unanimously voted to grant the certifications requested by Entergy Louisiana and Entergy Gulf States Louisiana, and Entergy Louisiana has given the contractor a full notice to proceed with the construction. Under the terms approved by the LPSC, costs may be recovered through Entergy Louisiana’s formula rate plan, if one is in effect when the project is placed in service; alternatively, Entergy Louisiana must file a rate case approximately 12 months prior to the expected in-service date.

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.

Federal Regulation

See "System Agreement" 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.



 
CONSOLIDATED INCOME STATEMENTS
 
For the Three Months Ended March 31, 2012 and 2011
 
(Unaudited)
 
             
   
2012
   
2011
 
   
(In Thousands)
 
             
OPERATING REVENUES
           
Electric
  $ 482,358     $ 515,434  
                 
OPERATING EXPENSES
               
Operation and Maintenance:
               
   Fuel, fuel-related expenses, and
               
     gas purchased for resale
    72,059       85,225  
   Purchased power
    178,213       200,378  
   Nuclear refueling outage expenses
    6,386       7,475  
   Other operation and maintenance
    115,741       106,365  
Decommissioning
    6,444       6,001  
Taxes other than income taxes
    17,282       16,739  
Depreciation and amortization
    53,679       49,646  
Other regulatory credits - net
    (3,588 )     (3,956 )
TOTAL
    446,216       467,873  
                 
OPERATING INCOME
    36,142       47,561  
                 
OTHER INCOME
               
Allowance for equity funds used during construction
    8,449       7,374  
Interest and investment income
    21,248       20,410  
Miscellaneous - net
    (1,371 )     (522 )
TOTAL
    28,326       27,262  
                 
INTEREST EXPENSE
               
Interest expense
    32,668       28,635  
Allowance for borrowed funds used during construction
    (3,859 )     (4,097 )
TOTAL
    28,809       24,538  
                 
INCOME BEFORE INCOME TAXES
    35,659       50,285  
                 
Income taxes
    2,364       9,987  
                 
NET INCOME
    33,295       40,298  
                 
Preferred dividend requirements
    1,738       1,738  
                 
EARNINGS APPLICABLE TO
               
COMMON EQUITY
  $ 31,557     $ 38,560  
                 
See Notes to Financial Statements.
               
                 


 

 
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
 
For the Three Months Ended March 31, 2012 and 2011
 
(Unaudited)
 
 
           
   
2012
   
2011
 
   
(In Thousands)
 
             
Net Income
  $ 33,295     $ 40,298  
Other comprehensive income
               
   Pension and other postretirement liabilities
               
     (net of tax expense of $470 and $366)
    653       734  
         Other comprehensive income
    653       734  
Comprehensive Income
  $ 33,948     $ 41,032  
                 
                 
See Notes to Financial Statements.
               
                 


 

 
CONSOLIDATED STATEMENTS OF CASH FLOWS
 
For the Three Months Ended March 31, 2012 and 2011
 
(Unaudited)
 
             
   
2012
   
2011
 
   
(In Thousands)
 
             
OPERATING ACTIVITIES
           
Net income
  $ 33,295     $ 40,298  
Adjustments to reconcile net income to net cash flow provided by operating activities:
         
  Depreciation, amortization, and decommissioning, including nuclear fuel amortization
    76,616       69,822  
  Deferred income taxes, investment tax credits, and non-current taxes accrued
    22,771       67,448  
  Changes in working capital:
               
    Receivables
    27,098       (30,234 )
    Fuel inventory
    57       (28,153 )
    Accounts payable
    (57,561 )     (33 )
    Prepaid taxes and taxes accrued
    (4,447 )     (44,287 )
    Interest accrued
    (4,574 )     (6,059 )
    Deferred fuel costs
    (21,520 )     (31,290 )
    Other working capital accounts
    19,986       (288 )
  Changes in provisions for estimated losses
    (10,981 )     (4,774 )
  Changes in other regulatory assets
    7,800       2,807  
  Changes in pension and other postretirement liabilities
    (3,965 )     (29,844 )
  Other
    (5,218 )     1,189  
Net cash flow provided by operating activities
    79,357       6,602  
                 
INVESTING ACTIVITIES
               
Construction expenditures
    (93,844 )     (108,014 )
Allowance for equity funds used during construction
    8,449       7,374  
Nuclear fuel purchases
    (22,327 )     (119,435 )
Proceeds from the sale of nuclear fuel
    32,168       -  
Receipts from storm reserve escrow account
    770       -  
Remittances to transition charge account
    (6,716 )     -  
Proceeds from nuclear decommissioning trust fund sales
    6,795       6,077  
Investment in nuclear decommissioning trust funds
    (9,861 )     (9,038 )
Change in money pool receivable - net
    (13,383 )     (34,370 )
Other
    -       (94 )
Net cash flow used in investing activities
    (97,949 )     (257,500 )
                 
FINANCING ACTIVITIES
               
Proceeds from the issuance of long-term debt
    247,725       217,762  
Changes in short-term borrowings - net
    (65,021 )     61,253  
Retirement of long-term debt
    (19,603 )     (30,284 )
Change in money pool payable - net
    (118,415 )     -  
Distributions paid:
               
  Common equity
    (600 )     (12,400 )
  Preferred membership interests
    (1,738 )     (1,738 )
Net cash flow provided by financing activities
    42,348       234,593  
                 
Net increase (decrease) in cash and cash equivalents
    23,756       (16,305 )
                 
Cash and cash equivalents at beginning of period
    878       123,254  
                 
Cash and cash equivalents at end of period
  $ 24,634     $ 106,949  
                 
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
               
Cash paid (received) during the period for:
               
  Interest - net of amount capitalized
  $ 36,039     $ 33,726  
  Income taxes
  $ (3,601 )   $ -  
                 
See Notes to Financial Statements.
               


 

 
CONSOLIDATED BALANCE SHEETS
 
ASSETS
 
March 31, 2012 and December 31, 2011
 
(Unaudited)
 
             
   
2012
   
2011
 
   
(In Thousands)
 
             
CURRENT ASSETS
           
Cash and cash equivalents:
           
  Cash
  $ 1,168     $ 878  
  Temporary cash investments
    23,466       -  
    Total cash and cash equivalents
    24,634       878  
Securitization recovery trust account
    11,916       5,200  
Accounts receivable:
               
  Customer
    82,866       102,379  
  Allowance for doubtful accounts
    (910 )     (1,147 )
  Associated companies
    76,465       60,661  
  Other
    8,881       10,945  
  Accrued unbilled revenues
    70,251       78,430  
    Total accounts receivable
    237,553       251,268  
Fuel inventory
    23,862       23,919  
Materials and supplies - at average cost
    142,876       140,561  
Deferred nuclear refueling outage costs
    17,958       24,197  
Prepayments and other
    11,429       13,171  
TOTAL
    470,228       459,194  
                 
OTHER PROPERTY AND INVESTMENTS
               
Investment in affiliate preferred membership interests
    807,424       807,424  
Decommissioning trust funds
    274,471       253,968  
Storm reserve escrow account
    200,479       201,249  
Non-utility property - at cost (less accumulated depreciation)
    715       760  
TOTAL
    1,283,089       1,263,401  
                 
UTILITY PLANT
               
Electric
    7,899,007       7,859,136  
Property under capital lease
    274,334       274,334  
Construction work in progress
    595,676       559,437  
Nuclear fuel
    129,091       165,380  
TOTAL UTILITY PLANT
    8,898,108       8,858,287  
Less - accumulated depreciation and amortization
    3,644,252       3,606,706  
UTILITY PLANT - NET
    5,253,856       5,251,581  
                 
DEFERRED DEBITS AND OTHER ASSETS
               
Regulatory assets:
               
  Regulatory asset for income taxes - net
    181,816       175,952  
  Other regulatory assets (includes securitization property of
               
  $192,931 as of March 31, 2012 and
               
  $198,445 as of December 31, 2011)
    801,116       814,472  
  Deferred fuel costs
    67,998       67,998  
Other
    37,893       31,269  
TOTAL
    1,088,823       1,089,691  
                 
TOTAL ASSETS
  $ 8,095,996     $ 8,063,867  
                 
See Notes to Financial Statements.
               


 

ENTERGY LOUISIANA, LLC AND SUBSIDIARIES
 
CONSOLIDATED BALANCE SHEETS
 
LIABILITIES AND EQUITY
 
March 31, 2012 and December 31, 2011
 
(Unaudited)
 
             
   
2012
   
2011
 
   
(In Thousands)
 
             
CURRENT LIABILITIES
           
Currently maturing long-term debt
  $ 17,943     $ 75,309  
Short-term borrowings
    29,371       44,392  
Accounts payable:
               
  Associated companies
    43,803       218,001  
  Other
    123,693       130,295  
Customer deposits
    86,948       86,099  
Accumulated deferred income taxes
    9,883       4,690  
Taxes accrued
    26,891       31,338  
Interest accrued
    31,961       36,535  
Deferred fuel costs
    45,015       66,535  
Pension and other postretirement liabilities
    9,224       9,161  
System agreement cost equalization
    36,800       36,800  
Gas hedge contracts
    19,104       12,397  
Other
    26,042       19,278  
TOTAL
    506,678       770,830  
                 
NON-CURRENT LIABILITIES
               
Accumulated deferred income taxes and taxes accrued
    1,124,506       1,098,690  
Accumulated deferred investment tax credits
    72,507       73,283  
Other regulatory liabilities
    302,222       295,542  
Decommissioning
    352,278       345,834  
Accumulated provisions
    202,079       213,060  
Pension and other postretirement liabilities
    455,657       459,685  
Long-term debt (includes securitization bonds of
               
  $207,123 as of March 31, 2012 and
               
  $207,123 as of December 31, 2011)
    2,414,717       2,177,003  
Other
    68,813       65,011  
TOTAL
    4,992,779       4,728,108  
                 
Commitments and Contingencies
               
                 
EQUITY
               
Preferred membership interests without sinking fund
    100,000       100,000  
Member's equity
    2,535,393       2,504,436  
Accumulated other comprehensive loss
    (38,854 )     (39,507 )
TOTAL
    2,596,539       2,564,929  
                 
TOTAL LIABILITIES AND EQUITY
  $ 8,095,996     $ 8,063,867  
                 
See Notes to Financial Statements.
               


 

 
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY
 
For the Three Months Ended March 31, 2012 and 2011
 
(Unaudited) (In Thousands)
 
                         
         
Common Equity
       
   
Preferred Membership Interests
   
Member's Equity
   
Accumulated Other Comprehensive Income (Loss)
   
Total
 
Balance at December 31, 2010
  $ 100,000     $ 2,061,833     $ (24,962 )   $ 2,136,871  
                                 
Net income
    -       40,298       -       40,298  
Other comprehensive income
    -       -       734       734  
Dividends/distributions declared on common equity
    -       (12,400 )     -       (12,400 )
Dividends/distributions declared on preferred membership interests
    -       (1,738 )     -       (1,738 )
                                 
Balance at March 31, 2011
  $ 100,000     $ 2,087,993     $ (24,228 )   $ 2,163,765  
                                 
Balance at December 31, 2011
  $ 100,000     $ 2,504,436     $ (39,507 )   $ 2,564,929  
                                 
Net income
    -       33,295       -       33,295  
Other comprehensive income
    -       -       653       653  
Dividends/distributions declared on common equity
    -       (600 )     -       (600 )
Dividends/distributions declared on preferred membership interests
    -       (1,738 )     -       (1,738 )
                                 
Balance at March 31, 2012
  $ 100,000     $ 2,535,393     $ (38,854 )   $ 2,596,539  
                                 
See Notes to Financial Statements.
                               
                                 
                                 


 

 
CONSOLIDATED SELECTED OPERATING RESULTS
 
For the Three Months Ended March 31, 2012 and 2011
 
(Unaudited)
 
                         
                         
               
Increase/
       
Description
 
2012
   
2011
   
(Decrease)
   
%
 
   
(Dollars In Millions)
       
Electric Operating Revenues:
                       
  Residential
  $ 146     $ 172     $ (26 )     (15 )
  Commercial
    110       114       (4 )     (3 )
  Industrial
    184       175       9       5  
  Governmental
    9       10       (1 )     (10 )
    Total retail
    449       471       (22 )     (5 )
  Sales for resale:
                               
     Associated companies
    21       32       (11 )     (34 )
     Non-associated companies
    -       2       (2 )     (100 )
  Other
    12       10       2       20  
    Total
  $ 482     $ 515     $ (33 )     (6 )
                                 
Billed Electric Energy
                               
 Sales (GWh):
                               
  Residential
    1,890       2,251       (361 )     (16 )
  Commercial
    1,361       1,403       (42 )     (3 )
  Industrial
    4,107       3,631       476       13  
  Governmental
    116       119       (3 )     (3 )
    Total retail
    7,474       7,404       70       1  
  Sales for resale:
                               
     Associated companies
    436       472       (36 )     (8 )
     Non-associated companies
    11       39       (28 )     (72 )
    Total
    7,921       7,915       6       -  
                                 
                                 
                                 


 

ENTERGY MISSISSIPPI, INC.

MANAGEMENT’S FINANCIAL DISCUSSION AND ANALYSIS


Plan to Spin Off the Utility’s Transmission Business

See the “Plan to Spin Off the Utility’s Transmission Business” section of Entergy Corporation and Subsidiaries Management’s Financial Discussion and Analysis in the Form 10-K for a discussion of Entergy’s plan to spin off its transmission business and merge it with a newly formed subsidiary of ITC Holdings Corp., including the planned retirement of debt and preferred securities.

Results of Operations

Net Income

Net income decreased $8.6 million primarily due to lower net revenue.

Net Revenue

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 first quarter 2012 to the first quarter 2011.

   
Amount
   
(In Millions)
     
2011 net revenue
 
$125.5 
Retail electric price
 
(2.6)
Reserve equalization
 
(2.1)
Volume/weather
 
(1.8)
Other
 
0.2 
2012 net revenue
 
$119.2 

The retail electric price variance is primarily due to a decrease in Attala power plant costs that are recovered through the power management rider.  The net income effect of the Attala power plant costs recovery is limited to a portion representing an allowed return on equity with the remainder offset by Attala power plant costs in other operation and maintenance expenses, depreciation expenses, and taxes other than income taxes.

The reserve equalization variance is primarily due to decreased reserve equalization revenue as a result of changes in the Entergy System generation mix compared to the same period in 2011.

The volume/weather variance is primarily due to a decrease of 202 GWh, or 6%, in billed electricity usage, including the effect of milder weather on residential and commercial sales compared to last year.

Gross operating revenues and other regulatory charges (credits)

Gross operating revenues decreased primarily due to a decrease of $11 million in power management rider revenue and a decrease of $13.2 million in gross wholesale revenues due to a decrease in sales to affiliated customers.

 
102

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


Other regulatory charges decreased primarily due to decreased recovery of costs associated with the power management recovery rider.  There is no material effect on net income due to quarterly adjustments to the power management recovery rider.

Other Income Statement Variances

Other operation and maintenance expenses increased primarily due to an increase of $1.2 million in distribution expenses primarily due to non-vegetation contract work and an increase of $1 million in compensation and benefits costs resulting from decreasing discount rates and changes in certain actuarial assumptions resulting from a recent experience study.  See "MANAGEMENT’S FINANCIAL DISCUSSION AND ANALYSIS – Critical Accounting Estimates" in the Form 10-K and Note 6 to the financial statements herein for further discussion of benefits costs.  The increase was substantially offset by a decrease of $2.3 million in fossil-fueled generation expenses due to higher plant maintenance costs in 2011.

Income Taxes

The effective income tax rates for the first quarters 2012 and 2011 were 40.2% and 35%, respectively.  The difference in the effective income tax rate for the first quarter 2012 versus the federal statutory rate of 35% was primarily due to state income taxes and certain book and tax differences related to utility plant items, partially offset by book and tax differences related to the allowance for equity funds used during construction.

Liquidity and Capital Resources

Cash Flow

Cash flows for the three months ended March 31, 2012 and 2011 were as follows:

   
2012
 
2011
   
(In Thousands)
         
Cash and cash equivalents at beginning of period
 
$16 
 
$1,216 
         
Cash flow provided by (used in):
       
 
Operating activities
 
61,339 
 
(52,784)
 
Investing activities
 
(43,489)
 
(35,582)
 
Financing activities
 
(2,770)
 
88,366 
Net increase in cash and cash equivalents
 
15,080 
 
         
Cash and cash equivalents at end of period
 
$15,096 
 
$1,216 

Operating Activities

Entergy Mississippi’s operating activities provided $61.3 million in cash for the three months ended March 31, 2012 compared to using $52.8 million in cash for the three months ended March 31, 2011 primarily due to:
 
·  
the purchase in 2011 of $42.6 million of fuel oil from System Fuels because System Fuels will no longer procure fuel oil for the Utility companies;
·  
an increase in the recovery of fuel costs due to System Agreement bandwidth remedy payments of $33 million received in January 2012 as a result of receipts required to implement the FERC’s remedy in an October 2011 order for the period June-December 2005.  See Note 2 to the financial statements in the Form 10-K for a discussion of the System Agreement proceedings; and
·  
a decrease of $14.6 million in pension contributions.  See “MANAGEMENT’S FINANCIAL DISCUSSION AND ANALYSIS – Critical Accounting Estimates in the Form 10-K and Note 6 to the financial statements herein for a discussion of qualified pension and other postretirement benefits.
 
 
103

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


Investing Activities

Cash flow used in investing activities increased $7.9 million for the three months ended March 31, 2012 compared to the three months ended March 31, 2011 primarily due to money pool activity and the repayment by System Fuels of Entergy Mississippi’s $5.5 million investment in System Fuels in 2011, partially offset by decreased transmission construction expenditures resulting from additional transmission reliability work in 2011.

Increases in Entergy Mississippi’s receivable from the money pool are a use of cash flow, and Entergy Mississippi’s receivable from the money pool increased $8 million for the three months ended March 31, 2012.  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 $2.8 million of cash for the three months ended March 31, 2012 compared to providing $88.4 million of cash for the three months ended March 31, 2011 primarily due to money pool activity.

Decreases in Entergy Mississippi’s payable to the money pool are a use of cash flow, and Entergy Mississippi’s payable to the money pool decreased by $2 million for the three months ended March 31, 2012 compared to increasing by $92.4 million for the three months ended March 31, 2011.

Capital Structure

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

   
March 31,
2012
 
December 31,
2011
         
Debt to capital
 
51.0%
 
51.2%
Effect of subtracting cash
 
(0.4)%
 
0.0%
Net debt to net capital
 
50.6%
 
51.2%

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 common 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 additional updates to the information provided in the Form 10-K.

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

March 31,
2012
 
December 31,
2011
 
March 31,
2011
 
December 31,
2010
(In Thousands)
             
$7,978
 
($1,999)
 
($125,702)
 
($33,255)

See Note 4 to the financial statements in the Form 10-K for a description of the money pool.
 
 
104

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



Entergy Mississippi has three separate credit facilities in the aggregate amount of $70 million scheduled to expire in May 2012.  Entergy Mississippi expects to renew all of its credit facilities prior to expiration.  No borrowings were outstanding under the credit facilities as of March 31, 2012.  See Note 4 to the financial statements herein for additional discussion of the credit facilities.

Hinds Energy Facility Purchase Agreement

See the Form 10-K for a discussion of Entergy Mississippi’s agreement to acquire the Hinds Energy Facility.  In July 2011, Entergy Mississippi filed with the MPSC requesting approval of the acquisition and full cost recovery.  The parties have satisfied their obligations under the Hart-Scott-Rodino Act, and the U.S. Department of Justice’s review of the transaction is ongoing.  In February 2012 the MPSC granted a certificate of public convenience and necessity and approved the estimated acquisition cost.  In April 2012, facilities studies were issued indicating that long-term transmission service is available for the Hinds facility provided that supplemental transmission upgrades estimated at approximately $580,000 are made and assuming that various projects already included in the transmission construction plan are completed.  The retail cost recovery proceeding remains pending before the MPSC.  Assuming timely regulatory approvals and the satisfaction of all other closing conditions, closing is targeted for around mid-2012.

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 is an update to that discussion.

In March 2012, Entergy Mississippi submitted its formula rate plan 2011 test year filing.  The filing shows an earned return on common equity of 10.92% for the test year, which is within the earnings bandwidth and results in no change in rates.  The filing is currently subject to MPSC review.

Federal Regulation

See "System Agreement" 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.



 
INCOME STATEMENTS
 
For the Three Months Ended March 31, 2012 and 2011
 
(Unaudited)
 
             
   
2012
   
2011
 
   
(In Thousands)
 
             
OPERATING REVENUES
           
Electric
  $ 261,760     $ 288,983  
                 
OPERATING EXPENSES
               
Operation and Maintenance:
               
   Fuel, fuel-related expenses, and
               
     gas purchased for resale
    84,559       81,306  
   Purchased power
    65,428       75,134  
   Other operation and maintenance
    48,336       48,007  
Taxes other than income taxes
    18,784       17,171  
Depreciation and amortization
    23,787       22,987  
Other regulatory charges (credits) - net
    (7,472 )     7,092  
TOTAL
    233,422       251,697  
                 
OPERATING INCOME
    28,338       37,286  
                 
OTHER INCOME
               
Allowance for equity funds used during construction
    1,165       2,094  
Interest and investment income
    10       51  
Miscellaneous - net
    (1,055 )     (554 )
TOTAL
    120       1,591  
                 
INTEREST EXPENSE
               
Interest expense
    14,545       13,403  
Allowance for borrowed funds used during construction
    (616 )     (1,165 )
TOTAL
    13,929       12,238  
                 
INCOME BEFORE INCOME TAXES
    14,529       26,639  
                 
Income taxes
    5,847       9,325  
                 
NET INCOME
    8,682       17,314  
                 
Preferred dividend requirements
    707       707  
                 
EARNINGS APPLICABLE TO
               
COMMON STOCK
  $ 7,975     $ 16,607  
                 
See Notes to Financial Statements.
               
                 



 
STATEMENTS OF CASH FLOWS
 
For the Three Months Ended March 31, 2012 and 2011
 
(Unaudited)
 
             
   
2012
   
2011
 
   
(In Thousands)
 
             
OPERATING ACTIVITIES
           
Net income
  $ 8,682     $ 17,314  
Adjustments to reconcile net income to net cash flow provided by (used in) operating activities:
 
  Depreciation and amortization
    23,787       22,987  
  Deferred income taxes, investment tax credits, and non-current taxes accrued
    (8,348 )     3,224  
  Changes in assets and liabilities:
               
    Receivables
    56,711       7,730  
    Fuel inventory
    (1,861 )     (44,456 )
    Accounts payable
    (16,700 )     (10,394 )
    Taxes accrued
    (14,046 )     (26,605 )
    Interest accrued
    (4,633 )     (532 )
    Deferred fuel costs
    26,247       7,564  
    Other working capital accounts
    4,981       (3,430 )
    Provisions for estimated losses
    196       73  
    Other regulatory assets
    (6,491 )     (6,888 )
    Pension and other postretirement liabilities
    (2,793 )     (17,311 )
    Other assets and liabilities
    (4,393 )     (2,060 )
Net cash flow provided by (used in) operating activities
    61,339       (52,784 )
                 
INVESTING ACTIVITIES
               
Construction expenditures
    (36,664 )     (43,192 )
Allowance for equity funds used during construction
    1,165       2,094  
Change in money pool receivable - net
    (7,978 )     -  
Investments in affiliates
    -       5,527  
Other
    (12 )     (11 )
Net cash flow used in investing activities
    (43,489 )     (35,582 )
                 
FINANCING ACTIVITIES
               
Change in money pool payable - net
    (1,999 )     92,447  
Dividends paid:
               
  Common stock
    -       (3,300 )
  Preferred stock
    (707 )     (707 )
Other
    (64 )     (74 )
Net cash flow provided by (used in) financing activities
    (2,770 )     88,366  
                 
Net increase in cash and cash equivalents
    15,080       -  
                 
Cash and cash equivalents at beginning of period
    16       1,216  
                 
Cash and cash equivalents at end of period
  $ 15,096     $ 1,216  
                 
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
         
Cash paid (received) during the period for:
               
  Interest - net of amount capitalized
  $ 18,522     $ 13,270  
  Income taxes
  $ (8,407 )   $ -  
                 
See Notes to Financial Statements.
               
                 



 
BALANCE SHEETS
 
ASSETS
 
March 31, 2012 and December 31, 2011
 
(Unaudited)
 
             
   
2012
   
2011
 
   
(In Thousands)
 
             
CURRENT ASSETS
           
Cash and cash equivalents:
           
  Cash
  $ 1,098     $ 7  
  Temporary cash investments
    13,998       9  
    Total cash and cash equivalents
    15,096       16  
Accounts receivable:
               
  Customer
    51,890       51,026  
  Allowance for doubtful accounts
    (891 )     (756 )
  Associated companies
    15,952       51,329  
  Other
    5,478       13,924  
  Accrued unbilled revenues
    32,729       38,368  
    Total accounts receivable
    105,158       153,891  
Accumulated deferred income taxes
    9,003       11,694  
Fuel inventory - at average cost
    44,360       42,499  
Materials and supplies - at average cost
    35,999       35,716  
Prepayments and other
    5,400       4,666  
TOTAL
    215,016       248,482  
                 
OTHER PROPERTY AND INVESTMENTS
               
Non-utility property - at cost (less accumulated depreciation)
    4,718       4,725  
Storm reserve escrow account
    31,856       31,844  
TOTAL
    36,574       36,569  
                 
UTILITY PLANT
               
Electric
    3,324,825       3,274,031  
Property under capital lease
    10,081       10,721  
Construction work in progress
    81,293       105,083  
TOTAL UTILITY PLANT
    3,416,199       3,389,835  
Less - accumulated depreciation and amortization
    1,226,856       1,210,092  
UTILITY PLANT - NET
    2,189,343       2,179,743  
                 
DEFERRED DEBITS AND OTHER ASSETS
               
Regulatory assets:
               
  Regulatory asset for income taxes - net
    64,781       65,196  
  Other regulatory assets
    401,399       393,387  
Other
    22,066       20,017  
TOTAL
    488,246       478,600  
                 
TOTAL ASSETS
  $ 2,929,179     $ 2,943,394  
                 
See Notes to Financial Statements.
               



ENTERGY MISSISSIPPI, INC.
 
BALANCE SHEETS
 
LIABILITIES AND EQUITY
 
March 31, 2012 and December 31, 2011
 
(Unaudited)
 
             
   
2012
   
2011
 
   
(In Thousands)
 
 
 
CURRENT LIABILITIES
           
Currently maturing long-term debt
  $ 100,000     $ -  
Accounts payable:
               
  Associated companies
    33,533       46,311  
  Other
    32,412       41,489  
Customer deposits
    69,426       68,610  
Taxes accrued
    31,490       45,536  
Interest accrued
    16,917       21,550  
Deferred fuel costs
    42,088       15,841  
Other
    22,713       17,474  
TOTAL
    348,579       256,811  
                 
NON-CURRENT LIABILITIES
               
Accumulated deferred income taxes and taxes accrued
    660,952       672,129  
Accumulated deferred investment tax credits
    6,686       6,372  
Obligations under capital lease
    7,430       8,112  
Asset retirement cost liabilities
    5,781       5,697  
Accumulated provisions
    38,485       38,289  
Pension and other postretirement liabilities
    141,281       144,088  
Long-term debt
    820,454       920,439  
Other
    5,469       5,370  
TOTAL
    1,686,538       1,800,496  
                 
Commitments and Contingencies
               
                 
Preferred stock without sinking fund
    50,381       50,381  
                 
COMMON EQUITY
               
Common stock, no par value, authorized 12,000,000
               
 shares; issued and outstanding 8,666,357 shares in 2012 and 2011
    199,326       199,326  
Capital stock expense and other
    (690 )     (690 )
Retained earnings
    645,045       637,070  
TOTAL
    843,681       835,706  
                 
TOTAL LIABILITIES AND EQUITY
  $ 2,929,179     $ 2,943,394  
                 
See Notes to Financial Statements.
               



 
STATEMENTS OF CHANGES IN COMMON EQUITY
 
For the Three Months Ended March 31, 2012 and 2011
 
(Unaudited) (In Thousands)
 
                         
   
Common Equity
       
   
Common Stock
   
Capital Stock Expense and Other
   
Retained Earnings
   
Total
 
Balance at December 31, 2010
  $ 199,326     $ (690 )   $ 534,469     $ 733,105  
                                 
Net income
    -       -       17,314       17,314  
Common stock dividends
    -       -       (3,300 )     (3,300 )
Preferred stock dividends
    -       -       (707 )     (707 )
                                 
Balance at March 31, 2011
  $ 199,326     $ (690 )   $ 547,776     $ 746,412  
                                 
                                 
Balance at December 31, 2011
  $ 199,326     $ (690 )   $ 637,070     $ 835,706  
                                 
Net income
    -       -       8,682       8,682  
Preferred stock dividends
    -       -       (707 )     (707 )
                                 
Balance at March 31, 2012
  $ 199,326     $ (690 )   $ 645,045     $ 843,681  
                                 
See Notes to Financial Statements.
                               
                                 
                                 



 
SELECTED OPERATING RESULTS
 
For the Three Months Ended March 31, 2012 and 2011
 
(Unaudited)
 
                         
                         
               
Increase/
       
Description
 
2012
   
2011
   
(Decrease)
   
%
 
   
(Dollars In Millions)
       
Electric Operating Revenues:
                       
  Residential
  $ 109     $ 125       (16 )     (13 )
  Commercial
    92       95       (3 )     (3 )
  Industrial
    35       36       (1 )     (3 )
  Governmental
    9       9       -       -  
    Total retail
    245       265       (20 )     (8 )
  Sales for resale:
                               
     Associated companies
    4       16       (12 )     (75 )
     Non-associated companies
    5       5       -       -  
  Other
    8       3       5       167  
    Total
  $ 262     $ 289     $ (27 )     (9 )
                                 
Billed Electric Energy
                               
 Sales (GWh):
                               
  Residential
    1,245       1,442       (197 )     (14 )
  Commercial
    1,114       1,124       (10 )     (1 )
  Industrial
    546       539       7       1  
  Governmental
    93       95       (2 )     (2 )
    Total retail
    2,998       3,200       (202 )     (6 )
  Sales for resale:
                               
     Associated companies
    25       170       (145 )     (85 )
     Non-associated companies
    29       52       (23 )     (44 )
    Total
    3,052       3,422       (370 )     (11 )
                                 
                                 
                                 


 

ENTERGY NEW ORLEANS, INC.

MANAGEMENT’S FINANCIAL DISCUSSION AND ANALYSIS

Plan to Spin Off the Utility’s Transmission Business

See the “Plan to Spin Off the Utility’s Transmission Business” section of Entergy Corporation and Subsidiaries Management’s Financial Discussion and Analysis in the Form 10-K for a discussion of Entergy’s plan to spin off its transmission business and merge it with a newly formed subsidiary of ITC Holdings Corp., including the planned retirement of debt and preferred securities.

Results of Operations

Net Income

Net income decreased $8.9 million primarily due to lower net revenue and higher other operation and maintenance expenses.

Net Revenue

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 first quarter 2012 to the first quarter 2011.

   
Amount
   
(In Millions)
     
2011 net revenue
 
$64.0 
Net gas revenue
 
(4.5)
Volume/weather
 
(3.3)
Retail electric price
 
(1.8)
Other
 
(0.6)
2012 net revenue
 
$53.8 

The net gas revenue variance is primarily due to the effect of less favorable weather, primarily in the residential sector, as compared to last year.

The volume/weather variance is primarily due to a decrease of 79 GWh, or 7%, in billed electricity usage, primarily in the residential sector due to milder weather as compared to last year.

The retail electric price variance is primarily due to a formula rate plan decrease effective October 2011.  See Note 2 to the financial statements in the Form 10-K for a discussion of the formula rate plan filing.

Gross operating revenues and fuel expenses

Gross operating revenues decreased primarily due to:

·  
a decrease of $13.7 million in gross gas revenues primarily due to lower fuel cost recovery revenues as a result of lower fuel rates and the effect of milder weather;
·  
a decrease in gross wholesale revenue due to decreased sales to affiliate customers; and
·  
less favorable volume/weather, as discussed above.

Fuel expenses decreased primarily due to a decrease in demand for gas-fired generation and a decrease in the market price of natural gas.

 
112

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


Other Income Statement Variances

Other operation and maintenance expenses increased primarily due to an increase of $4 million in fossil-fueled generation expenses due to higher plant outage costs in 2012 due to a greater scope of work at the Michoud plant.

Income Taxes

The effective income tax rate for the first quarter 2012 was 83.8%.  The difference in the effective income tax rate for the first quarter 2012 versus the federal statutory rate of 35% was primarily due to certain book and tax differences related to utility plant items, provision for uncertain tax positions, and state income taxes.

The effective income tax rate for the first quarter 2011 was 36.8%.  The difference in the effective income tax rate for the first quarter 2011 versus the federal statutory rate of 35% was primarily due to certain book and tax differences related to utility plant items and state income taxes, partially offset by flow-through tax accounting.

Liquidity and Capital Resources

Cash Flow

Cash flows for the three months ended March 31, 2012 and 2011 were as follows:

   
2012
 
2011
   
(In Thousands)
         
Cash and cash equivalents at beginning of period
 
$9,834 
 
$54,986 
         
Cash flow provided by (used in):
       
 
Operating activities
 
(6,726)
 
(2,854)
 
Investing activities
 
(7,128)
 
(16,053)
 
Financing activities
 
5,372 
 
(5,906)
Net decrease in cash and cash equivalents
 
(8,482)
 
(24,813)
         
Cash and cash equivalents at end of period
 
$1,352 
 
$30,173 

Operating Activities

Cash flow used in operating activities increased $3.9 million for the three months ended March 31, 2012 compared to the three months ended March 31, 2011 primarily due to decreased net income, partially offset by a decrease of $4.8 million in pension contributions.  See "MANAGEMENT’S FINANCIAL DISCUSSION AND ANALYSIS – Critical Accounting Estimates" in the Form 10-K and Note 6 to the financial statements herein for a discussion of qualified pension and other postretirement benefits.

Investing Activities

Net cash flow used in investing activities decreased $8.9 million for the three months ended March 31, 2012 compared to the three months ended March 31, 2011 primarily due to money pool activity and System Fuels’s repayment, in the first quarter 2011, of Entergy New Orleans’s $3.3 million investment in System Fuels.

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 $9.1 million for the three months ended March 31, 2012 compared to increasing by $2.7 million for the three months ended March 31, 2011.  The money pool is an inter-company borrowing arrangement designed to reduce the Utility subsidiaries’ need for external short-term borrowings.


 
113

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


Financing Activities

Entergy New Orleans’s financing activities provided $5.4 million of cash for the three months ended March 31, 2012 compared to using $5.9 million for the three months ended March 31, 2011 primarily due to money pool activity and a decrease of $3.9 million in common stock dividends paid.

Increases in Entergy New Orleans’s payable to the money pool are a source of cash flow, and Entergy New Orleans’s payable to the money pool increased by $7.4 million for the three months ended March 31, 2012.

Capital Structure

Entergy New Orleans’s capitalization is balanced between equity and debt, as shown in the following table.

   
March 31,
 2012
 
December 31,
2011
         
Debt to capital
 
45.6%
 
45.3%
Effect of subtracting cash
 
(0.3)%
 
(1.5)%
Net debt to net capital
 
45.3%
 
43.8%

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.  Following are additional updates to the information provided in the Form 10-K.

Entergy New Orleans’s receivables from of (payables to) the money pool were as follows:

March 31,
2012
 
December 31,
2011
 
March 31,
2011
 
December 31,
2010
(In Thousands)
             
($7,353)
 
$9,074
 
$24,562
 
$21,820

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

Entergy Louisiana’s Ninemile Point Unit 6 Self-Build Project

See the Form 10-K for a discussion of Entergy Louisiana’s Ninemile Point Unit 6 self-build project.  The Ninemile 6 capacity and energy is proposed to be allocated 55% to Entergy Louisiana, 25% to Entergy Gulf States Louisiana, and 20% to Entergy New Orleans.  In February 2012 the City Council passed a resolution authorizing Entergy New Orleans to purchase 20% of the Ninemile 6 energy and capacity.  In June 2011, Entergy Louisiana filed with the LPSC an application seeking certification that the public necessity and convenience would be served by Entergy Louisiana’s construction of the facility.  Entergy Gulf States Louisiana joined in the application, seeking certification of its purchase under a life-of-unit power purchase agreement of its allocated share of the capacity and energy generated by Ninemile 6.  In March 2012 the LPSC unanimously voted to grant the certifications requested by Entergy Louisiana and Entergy Gulf States Louisiana, and Entergy Louisiana has given the contractor a full notice to proceed with the construction.


 
114

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


State and Local Rate Regulation

See "MANAGEMENT’S FINANCIAL DISCUSSION AND ANALYSIS – Rate, Cost-recovery, and Other Regulation - State and Local Rate Regulation and Fuel-Cost Recovery" in the Form 10-K for a discussion of state and local rate regulation.

Federal Regulation

See "System Agreement" 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.



 
INCOME STATEMENTS
 
For the Three Months Ended March 31, 2012 and 2011
 
(Unaudited)
 
             
   
2012
   
2011
 
 
 
(In Thousands)
 
             
OPERATING REVENUES
           
Electric
  $ 100,584     $ 115,990  
Natural gas
    28,572       42,266  
TOTAL
    129,156       158,256  
                 
OPERATING EXPENSES
               
Operation and Maintenance:
               
   Fuel, fuel-related expenses, and
               
     gas purchased for resale
    27,682       45,853  
   Purchased power
    47,231       47,906  
   Other operation and maintenance
    30,896       27,072  
Taxes other than income taxes
    10,548       11,021  
Depreciation and amortization
    9,069       8,992  
Other regulatory charges - net
    480       479  
TOTAL
    125,906       141,323  
                 
OPERATING INCOME
    3,250       16,933  
                 
OTHER INCOME
               
Allowance for equity funds used during construction
    149       106  
Interest and investment income
    15       54  
Miscellaneous - net
    (405 )     (236 )
TOTAL
    (241 )     (76 )
                 
INTEREST EXPENSE
               
Interest expense
    2,833       2,789  
Allowance for borrowed funds used during construction
    (71 )     (48 )
TOTAL
    2,762       2,741  
                 
INCOME BEFORE INCOME TAXES
    247       14,116  
                 
Income taxes
    207       5,189  
                 
NET INCOME
    40       8,927  
                 
Preferred dividend requirements
    241       241  
                 
EARNINGS (LOSS) APPLICABLE TO
               
COMMON STOCK
  $ (201 )   $ 8,686  
                 
See Notes to Financial Statements.
               
                 



 
STATEMENTS OF CASH FLOWS
 
For the Three Months Ended March 31, 2012 and 2011
 
(Unaudited)
 
             
   
2012
   
2011
 
   
(In Thousands)
 
             
OPERATING ACTIVITIES
           
Net income
  $ 40     $ 8,927  
Adjustments to reconcile net income to net cash flow used in operating activities:
         
  Depreciation and amortization
    9,069       8,992  
  Deferred income taxes, investment tax credits, and non-current taxes accrued
    (3,531 )     (8,709 )
  Changes in other assets and liabilities:
               
    Receivables
    2,182       4,665  
    Fuel inventory
    1,423       (2,595 )
    Accounts payable
    (11,069 )     (13,865 )
    Taxes accrued
    1,116       9,040  
    Interest accrued
    (1,128 )     (1,121 )
    Deferred fuel costs
    1,800       (2,182 )
    Other working capital accounts
    (11,241 )     (3,124 )
    Provisions for estimated losses
    746       2,328  
    Other regulatory assets
    5,519       2,051  
    Pensions and other postretirement liabilities
    (1,896 )     (6,804 )
    Other assets and liabilities
    244       (457 )
Net cash flow used in operating activities
    (6,726 )     (2,854 )
                 
INVESTING ACTIVITIES
               
Construction expenditures
    (14,938 )     (15,085 )
Allowance for equity funds used during construction
    149       106  
Change in money pool receivable - net
    9,074       (2,742 )
Investment in affiliates
    -       3,256  
Changes in other investments - net
    (1,413 )     (1,588 )
Net cash flow used in investing activities
    (7,128 )     (16,053 )
                 
FINANCING ACTIVITIES
               
Change in money pool payable - net
    7,353       -  
Dividends paid:
               
  Common stock
    (1,700 )     (5,600 )
  Preferred stock
    (241 )     (241 )
Other
    (40 )     (65 )
Net cash flow provided by (used in) financing activities
    5,372       (5,906 )
                 
Net decrease in cash and cash equivalents
    (8,482 )     (24,813 )
                 
Cash and cash equivalents at beginning of period
    9,834       54,986  
                 
Cash and cash equivalents at end of period
  $ 1,352     $ 30,173  
                 
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
               
Cash paid during the period for:
               
  Interest - net of amount capitalized
  $ 3,719     $ 3,669  
                 
See Notes to Financial Statements.
               
                 



 
BALANCE SHEETS
 
ASSETS
 
March 31, 2012 and December 31, 2011
 
(Unaudited)
 
             
   
2012
   
2011
 
   
(In Thousands)
 
             
CURRENT ASSETS
           
Cash and cash equivalents
           
  Cash
  $ 1,352     $ 486  
  Temporary cash investments
    -       9,348  
        Total cash and cash equivalents
    1,352       9,834  
Accounts receivable:
               
  Customer
    31,013       29,038  
  Allowance for doubtful accounts
    (410 )     (465 )
  Associated companies
    2,560       12,167  
  Other
    2,081       2,603  
  Accrued unbilled revenues
    13,866       17,023  
    Total accounts receivable
    49,110       60,366  
Accumulated deferred income taxes
    5,622       6,419  
Fuel inventory - at average cost
    2,383       3,806  
Materials and supplies - at average cost
    9,798       9,392  
Prepayments and other
    12,192       2,679  
TOTAL
    80,457       92,496  
                 
OTHER PROPERTY AND INVESTMENTS
               
Non-utility property at cost (less accumulated depreciation)
    1,016       1,016  
Storm reserve escrow account
    13,409       11,996  
TOTAL
    14,425       13,012  
                 
UTILITY PLANT
               
Electric
    822,316       812,329  
Natural gas
    214,398       213,160  
Construction work in progress
    9,759       13,610  
TOTAL UTILITY PLANT
    1,046,473       1,039,099  
Less - accumulated depreciation and amortization
    532,601       525,621  
UTILITY PLANT - NET
    513,872       513,478  
                 
DEFERRED DEBITS AND OTHER ASSETS
               
Regulatory assets:
               
  Deferred fuel costs
    4,080       4,080  
  Other regulatory assets
    173,781       178,815  
Other
    5,681       4,154  
TOTAL
    183,542       187,049  
                 
TOTAL ASSETS
  $ 792,296     $ 806,035  
                 
See Notes to Financial Statements.
               
 

 

 
ENTERGY NEW ORLEANS, INC.
 
BALANCE SHEETS
 
LIABILITIES AND EQUITY
 
March 31, 2012 and December 31, 2011
 
(Unaudited)
 
             
   
2012
   
2011
 
   
(In Thousands)
 
             
CURRENT LIABILITIES
           
Accounts payable:
           
  Associated companies
  $ 30,423     $ 27,042  
  Other
    17,651       28,098  
Customer deposits
    21,779       21,878  
Taxes accrued
    1,116       -  
Interest accrued
    1,712       2,840  
Deferred fuel costs
    13,421       11,621  
Other
    2,974       4,197  
TOTAL CURRENT LIABILITIES
    89,076       95,676  
                 
NON-CURRENT LIABILITIES
               
Accumulated deferred income taxes and taxes accrued
    143,542       144,405  
Accumulated deferred investment tax credits
    1,479       1,539  
Regulatory liability for income taxes - net
    30,142       33,258  
Other regulatory liabilities
    8,513       5,726  
Asset retirement cost liabilities
    2,163       2,893  
Accumulated provisions
    16,589       15,843  
Pension and other postretirement liabilities
    72,121       74,017  
Long-term debt
    166,515       166,537  
Gas system rebuild insurance proceeds
    53,635       55,707  
Other
    9,477       9,489  
TOTAL NON-CURRENT LIABILITIES
    504,176       509,414  
                 
                 
Commitments and Contingencies
               
                 
Preferred stock without sinking fund
    19,780       19,780  
                 
COMMON EQUITY
               
Common stock, $4 par value, authorized 10,000,000
               
  shares; issued and outstanding 8,435,900 shares in 2012
               
  and 2011
    33,744       33,744  
Paid-in capital
    36,294       36,294  
Retained earnings
    109,226       111,127  
TOTAL
    179,264       181,165  
                 
TOTAL LIABILITIES AND EQUITY
  $ 792,296     $ 806,035  
                 
See Notes to Financial Statements.
               

 

 
STATEMENTS OF CHANGES IN COMMON EQUITY
 
For the Three Months Ended March 31, 2012 and 2011
 
(Unaudited) (In Thousands)
 
                         
   
Common Equity
       
   
Common Stock
   
Paid-in Capital
   
Retained Earnings
   
Total
 
Balance at December 31, 2010
  $ 33,744     $ 36,294     $ 118,116     $ 188,154  
                                 
Net income
    -       -       8,927       8,927  
Common stock dividends
    -       -       (5,600 )     (5,600 )
Preferred stock dividends
    -       -       (241 )     (241 )
                                 
Balance at March 31, 2011
  $ 33,744     $ 36,294     $ 121,202     $ 191,240  
                                 
                                 
Balance at December 31, 2011
  $ 33,744     $ 36,294     $ 111,127     $ 181,165  
                                 
Net income
    -       -       40       40  
Common stock dividends
    -       -       (1,700 )     (1,700 )
Preferred stock dividends
    -       -       (241 )     (241 )
                                 
Balance at March 31, 2012
  $ 33,744     $ 36,294     $ 109,226     $ 179,264  
                                 
See Notes to Financial Statements.
                               
                                 
 
 

 
 
SELECTED OPERATING RESULTS
 
For the Three Months Ended March 31, 2012 and 2011
 
(Unaudited)
 
                         
                         
               
Increase/
       
Description
 
2012
   
2011
   
(Decrease)
   
%
 
   
(Dollars In Millions)
       
Electric Operating Revenues:
                       
  Residential
  $ 35     $ 41     $ (6 )     (14 )
  Commercial
    36       35       1       3  
  Industrial
    7       7       -       -  
  Governmental
    14       14       -       -  
    Total retail
    92       97       (5 )     (5 )
  Sales for resale:
                               
    Associated companies
    7       18       (11 )     (61 )
  Other
    2       1       1       100  
    Total
  $ 101     $ 116     $ (15 )     (13 )
                                 
Billed Electric Energy
                               
 Sales (GWh):
                               
  Residential
    383       467       (84 )     (18 )
  Commercial
    447       439       8       2  
  Industrial
    111       112       (1 )     (1 )
  Governmental
    181       183       (2 )     (1 )
    Total retail
    1,122       1,201       (79 )     (7 )
  Sales for resale:
                               
     Associated companies
    139       317       (178 )     (56 )
     Non-associated companies
    1       6       (5 )     (83 )
    Total
    1,262       1,524       (262 )     (17 )
                                 
                                 


 
ENTERGY TEXAS, INC. AND SUBSIDIARIES

MANAGEMENT’S FINANCIAL DISCUSSION AND ANALYSIS


Plan to Spin Off the Utility’s Transmission Business

See the “Plan to Spin Off the Utility’s Transmission Business” section of Entergy Corporation and Subsidiaries Management’s Financial Discussion and Analysis in the Form 10-K for a discussion of Entergy’s plan to spin off its transmission business and merge it with a newly formed subsidiary of ITC Holdings Corp., including the planned retirement of debt.

Results of Operations

Net Income

Net income decreased $14 million primarily due to lower net revenue and higher other operation and maintenance expenses.

Net Revenue

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 first quarter 2012 to the first quarter 2011.

   
Amount
   
(In Millions)
     
2011 net revenue
 
$127.2 
Volume/weather
 
(9.3)
Purchased power capacity
 
(5.6)
Retail electric price
 
1.6 
Reserve equalization
 
3.1 
Other
 
0.4 
2012 net revenue
 
$117.4 

The volume/weather variance is primarily due a decrease of 256 GWh, or 7%, in billed electricity usage, including the effect of milder weather on residential and commercial sales compared to last year.

The purchased power capacity variance is primarily due to price increases for ongoing purchased power capacity and additional capacity purchases.

The retail electric price variance is primarily due to a $9 million base rate increase beginning May 2011 as a result of the settlement of the December 2009 rate case.

The reserve equalization variance is primarily due to decreased reserve equalization expense as a result of changes in the Entergy System generation mix compared to the same period in 2011.



 
122

Entergy Texas, Inc. and Subsidiaries
Management’s Financial Discussion and Analysis


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

Gross operating revenues decreased primarily due to a decrease of $14.5 million in gross wholesale revenues as a result of a decrease in sales volume to municipal and co-op customers and a decrease of $12.7 million in fuel cost recovery revenues primarily attributable to lower fuel rates and lower usage, offset by lower interim fuel refunds in 2012 versus 2011.  The interim fuel refunds and the PUCT approvals are discussed in Note 2 to the financial statements herein and in the Form 10-K.

Fuel and purchased power expenses decreased primarily due to a decrease in the average market prices of natural gas and purchased power, partially offset by an increase in deferred fuel expense as a result of lower interim fuel refunds in 2012 versus 2011, offset by lower fuel revenues, as discussed above.

Other regulatory charges increased primarily due to the distribution in the first quarter 2011 of $17.4 million to customers of the 2007 rough production cost equalization remedy receipts.  See Note 2 to the financial statements in the Form 10-K for further discussion of the rough production cost equalization proceedings.

Other Income Statement Variances

Other operation and maintenance expenses increased primarily due to an increase of $7.1 million in fossil-fueled generation expenses due to a greater scope of work and an additional outage in 2012 compared to 2011.

Income Taxes

The effective income tax rates for the first quarter of 2012 and 2011 were 53.3% and 37.9%, respectively.  The differences in the effective income tax rate for the first quarter 2012 and 2011 versus the federal statutory rate of 35% were primarily due to certain book and tax differences related to utility plant items and state income taxes, partially offset by the amortization of investment tax credits and book and tax differences related to the allowance for equity funds used during construction.

Liquidity and Capital Resources

Cash Flow

Cash flows for the three months ended March 31, 2012 and 2011 were as follows:

   
2012
 
2011
   
(In Thousands)
         
Cash and cash equivalents at beginning of period
 
$65,289 
 
$35,342 
         
Cash flow provided by (used in):
       
 
Operating activities
 
78,976 
 
(11,003)
 
Investing activities
 
(22,265)
 
(7,787)
 
Financing activities
 
(22,358)
 
(14,783)
Net increase (decrease) in cash and cash equivalents
 
34,353 
 
(33,573)
         
Cash and cash equivalents at end of period
 
$99,642 
 
$1,769 

Operating Activities

Entergy Texas’s operating activities provided $79 million in cash for the three months ended March 31, 2012 compared to using $11 million in cash for the three months ended March 31, 2011 primarily due to:

·  
an increase in the recovery of fuel costs due to System Agreement bandwidth remedy payments of $43 million received in January 2012 as a result of receipts required to implement the FERC’s remedy in an October 2011 order for the period June-December 2005.  See Note 2 to the financial statements in the Form 10-K for a discussion of the System Agreement proceedings; and
·  
$35.8 million of fuel cost refunds in the first quarter 2012 compared to $57.9 million of fuel cost refunds in the first quarter 2011.  See Note 2 to the financial statements herein and in the Form 10-K for discussion of the fuel cost refunds.
 
 
123

Entergy Texas, Inc. and Subsidiaries
Management’s Financial Discussion and Analysis


Investing Activities

Net cash flow used in investing activities increased $14.5 million for the three months ended March 31, 2012 compared to the three months ended March 31, 2011 primarily due to higher fossil-fueled generation construction expenses due to a greater scope of projects in 2012 and money pool activity.

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 $7.2 million for the three months ended March 31, 2012 compared to decreasing by $13.7 million for the three months ended March 31, 2011.  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 $7.6 million for the three months ended March 31, 2012 compared to the three months ended March 31, 2011 primarily due to money pool activity.

Increases in Entergy Texas’s payable to the money pool are a source of cash flow, and Entergy Texas’s payable to the money pool increased by $6.3 million for the three months ended March 31, 2011.

Capital Structure

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

   
March 31,
 2012
 
December 31,
2011
         
Debt to capital
 
64.8%
 
65.1%
Effect of excluding the securitization bonds
 
(14.1)%
 
(14.3)%
Debt to capital, excluding securitization bonds (1)
 
50.7%
 
50.8%
Effect of subtracting cash
 
(2.8)%
 
(1.9)%
Net debt to net capital, excluding securitization bonds (1)
 
47.9%
 
48.9%

(1)
Calculation excludes the securitization bonds, which are non-recourse to Entergy Texas.

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 and the ratios excluding securitization bonds in analyzing its financial condition and believes they provide 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.
 
 
124

Entergy Texas, Inc. and Subsidiaries
Management’s Financial Discussion and Analysis


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

March 31,
2012
 
December 31,
2011
 
March 31,
2011
 
December 31,
2010
(In Thousands)
             
$56,007
 
$63,191
 
($6,310)
 
$13,672
 
See Note 4 to the financial statements in the Form 10-K for a description of the money pool.

Entergy Texas has a credit facility in the amount of $150 million scheduled to expire in March 2017.  No borrowings were outstanding under the facility as of March 31, 2012.  See Note 4 to the financial statements herein for additional discussion of the credit facility.

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 the discussion in the Form 10-K.

See the Form 10-K for a discussion of the rate case that Entergy Texas filed in November 2011 requesting a $112 million base rate increase reflecting a 10.6% return on common equity based on an adjusted June 2011 test year. On April 3, 2012 the PUCT Staff filed direct testimony recommending a base rate increase of $66 million and a 9.6% return on common equity.  The PUCT Staff, however, subsequently filed a statement of position in the proceeding indicating that it was still evaluating the position it will ultimately take in the case regarding the Entergy Texas’s recovery of purchased power capacity costs and Entergy Texas’s proposal to defer its MISO transition expenses.  On April 13, 2012, Entergy Texas filed rebuttal testimony indicating a revised request for a $105 million base rate increase.  A hearing was held in late-April through early-May 2012 and a decision is pending.

In December 2011, Entergy Texas filed with the PUCT a request to refund approximately $43 million, including interest, of fuel cost recovery over-collections through October 2011.  Entergy Texas and the parties to the proceeding reached an agreement that Entergy Texas will refund $67 million, including interest and additional over-recoveries through December 2011, over a three-month period.  Entergy Texas and the parties requested that interim rates consistent with the settlement be approved effective with the March 2012 billing month, and the PUCT approved the application in March 2012.

Federal Regulation

See "System Agreement" 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 unbilled revenue and qualified pension and other postretirement benefits.




 
CONSOLIDATED INCOME STATEMENTS
 
For the Three Months Ended March 31, 2012 and 2011
 
(Unaudited)
 
             
   
2012
   
2011
 
   
(In Thousands)
 
             
OPERATING REVENUES
           
Electric
  $ 326,924     $ 348,884  
                 
OPERATING EXPENSES
               
Operation and Maintenance:
               
   Fuel, fuel-related expenses, and
               
     gas purchased for resale
    44,038       44,081  
   Purchased power
    152,123       180,664  
   Other operation and maintenance
    55,823       47,241  
Taxes other than income taxes
    15,794       14,857  
Depreciation and amortization
    20,727       19,526  
Other regulatory charges (credits) - net
    13,356       (3,078 )
TOTAL
    301,861       303,291  
                 
OPERATING INCOME
    25,063       45,593  
                 
OTHER INCOME
               
Allowance for equity funds used during construction
    1,089       766  
Interest and investment income
    1,460       690  
Miscellaneous - net
    (795 )     (175 )
TOTAL
    1,754       1,281  
                 
INTEREST EXPENSE
               
Interest expense
    23,810       22,077  
Allowance for borrowed funds used during construction
    (726 )     (526 )
TOTAL
    23,084       21,551  
                 
INCOME BEFORE INCOME TAXES
    3,733       25,323  
                 
Income taxes
    1,988       9,597  
                 
NET INCOME
  $ 1,745     $ 15,726  
                 
                 
See Notes to Financial Statements.
               
                 



 
CONSOLIDATED STATEMENTS OF CASH FLOWS
 
For the Three Months Ended March 31, 2012 and 2011
 
(Unaudited)
 
             
   
2012
   
2011
 
   
(In Thousands)
 
             
OPERATING ACTIVITIES
           
Net income
  $ 1,745     $ 15,726  
Adjustments to reconcile net income to net cash flow provided by (used in) operating activities:
 
  Depreciation and amortization
    20,727       19,526  
  Deferred income taxes, investment tax credits, and non-current taxes accrued
    3,184       14,340  
  Changes in assets and liabilities:
               
    Receivables
    82,506       8,252  
    Fuel inventory
    (7,173 )     248  
    Accounts payable
    (10,370 )     6,120  
    Taxes accrued
    (17,324 )     (15,502 )
    Interest accrued
    (8,608 )     (8,202 )
    Deferred fuel costs
    9,213       (36,287 )
    Other working capital accounts
    (3,131 )     3,473  
    Provisions for estimated losses
    (192 )     44  
    Other regulatory assets
    18,716       13,749  
    Pension and other postretirement liabilities
    (3,097 )     (9,439 )
    Other assets and liabilities
    (7,220 )     (23,051 )
Net cash flow provided by (used in) operating activities
    78,976       (11,003 )
                 
INVESTING ACTIVITIES
               
Construction expenditures
    (42,162 )     (32,295 )
Allowance for equity funds used during construction
    1,089       766  
Change in money pool receivable - net
    7,184       13,672  
Remittances to transition charge account
    (19,070 )     (20,440 )
Payments from transition charge account
    30,694       30,510  
Net cash flow used in investing activities
    (22,265 )     (7,787 )
                 
FINANCING ACTIVITIES
               
Retirement of long-term debt
    (21,670 )     (21,086 )
Change in money pool payable - net
    -       6,310  
Other
    (688 )     (7 )
Net cash flow used in financing activities
    (22,358 )     (14,783 )
                 
Net increase (decrease) in cash and cash equivalents
    34,353       (33,573 )
                 
Cash and cash equivalents at beginning of period
    65,289       35,342  
                 
Cash and cash equivalents at end of period
  $ 99,642     $ 1,769  
                 
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
               
Cash paid (received) during the period for:
               
  Interest - net of amount capitalized
  $ 31,320     $ 29,194  
  Income taxes
  $ -     $ (4,500 )
                 
See Notes to Financial Statements.
               
                 
                 



 
CONSOLIDATED BALANCE SHEETS
 
ASSETS
 
March 31, 2012 and December 31, 2011
 
(Unaudited)
 
             
   
2012
   
2011
 
   
(In Thousands)
 
             
CURRENT ASSETS
           
Cash and cash equivalents:
           
  Cash
  $ 1,400     $ 150  
   Temporary cash investments
    98,242       65,139  
    Total cash and cash equivalents
    99,642       65,289  
Securitization recovery trust account
    29,591       41,215  
Accounts receivable:
               
  Customer
    34,625       68,290  
  Allowance for doubtful accounts
    (695 )     (1,461 )
  Associated companies
    79,474       129,561  
  Other
    8,769       9,573  
  Accrued unbilled revenues
    35,673       41,573  
    Total accounts receivable
    157,846       247,536  
Accumulated deferred income taxes
    77,789       88,436  
Fuel inventory - at average cost
    61,057       53,884  
Materials and supplies - at average cost
    29,964       29,810  
Prepayments and other
    11,390       15,203  
TOTAL
    467,279       541,373  
                 
OTHER PROPERTY AND INVESTMENTS
               
Investments in affiliates - at equity
    778       783  
Non-utility property - at cost (less accumulated depreciation)
    857       930  
Other
    18,512       17,969  
TOTAL
    20,147       19,682  
                 
UTILITY PLANT
               
Electric
    3,386,237       3,338,608  
Construction work in progress
    76,543       90,856  
TOTAL UTILITY PLANT
    3,462,780       3,429,464  
Less - accumulated depreciation and amortization
    1,300,161       1,289,166  
UTILITY PLANT - NET
    2,162,619       2,140,298  
                 
DEFERRED DEBITS AND OTHER ASSETS
               
Regulatory assets:
               
  Regulatory asset for income taxes - net
    129,311       129,924  
  Other regulatory assets (includes securitization property
       of $693,916 as of March 31, 2012 and
       $704,896 as of December 31, 2011)
    1,164,392       1,178,067  
Long-term receivables - associated companies
    30,717       31,254  
Other
    21,974       18,408  
TOTAL
    1,346,394       1,357,653  
                 
TOTAL ASSETS
  $ 3,996,439     $ 4,059,006  
                 
See Notes to Financial Statements.
               



ENTERGY TEXAS, INC. AND SUBSIDIARIES
 
CONSOLIDATED BALANCE SHEETS
 
LIABILITIES AND EQUITY
 
March 31, 2012 and December 31, 2011
 
(Unaudited)
 
             
   
2012
   
2011
 
   
(In Thousands)
 
             
CURRENT LIABILITIES
           
Accounts payable:
           
  Associated companies
  $ 70,096     $ 60,583  
  Other
    50,430       69,160  
Customer deposits
    38,240       38,294  
Taxes accrued
    22,987       40,311  
Interest accrued
    24,487       33,095  
Deferred fuel costs
    73,877       64,664  
Pension and other postretirement liabilities
    1,023       1,029  
System agreement cost equalization
    37,407       43,290  
Other
    3,994       4,847  
TOTAL
    322,541       355,273  
                 
NON-CURRENT LIABILITIES
               
Accumulated deferred income taxes and taxes accrued
    927,864       934,990  
Accumulated deferred investment tax credits
    18,940       19,339  
Other regulatory liabilities
    12,094       11,710  
Asset retirement cost liabilities
    3,927       3,870  
Accumulated provisions
    4,832       5,024  
Pension and other postretirement liabilities
    134,644       137,735  
Long-term debt (includes securitization bonds of
       $728,010 as of March 31, 2012 and
       $749,673 as of December 31, 2011)
    1,655,569       1,677,127  
Other
    14,928       14,583  
TOTAL
    2,772,798       2,804,378  
                 
Commitments and Contingencies
               
                 
COMMON EQUITY
               
Common stock, no par value, authorized 200,000,000 shares;
               
  issued and outstanding 46,525,000 shares in 2012 and 2011
    49,452       49,452  
Paid-in capital
    481,994       481,994  
Retained earnings
    369,654       367,909  
TOTAL
    901,100       899,355  
                 
TOTAL LIABILITIES AND EQUITY
  $ 3,996,439     $ 4,059,006  
                 
See Notes to Financial Statements.
               

 
 
 
CONSOLIDATED STATEMENTS OF CHANGES IN COMMON EQUITY
 
For the Three Months Ended March 31, 2012 and 2011
 
(Unaudited) (In Thousands)
 
                         
   
Common Equity
       
   
Common Stock
   
Paid-in Capital
   
Retained Earnings
   
Total
 
Balance at December 31, 2010
  $ 49,452     $ 481,994     $ 292,844     $ 824,290  
                                 
Net income
    -       -       15,726       15,726  
                                 
Balance at March 31, 2011
  $ 49,452     $ 481,994     $ 308,570     $ 840,016  
                                 
                                 
Balance at December 31, 2011
  $ 49,452     $ 481,994     $ 367,909     $ 899,355  
                                 
Net income
    -       -       1,745       1,745  
                                 
Balance at March 31, 2012
  $ 49,452     $ 481,994     $ 369,654     $ 901,100  
                                 
See Notes to Financial Statements.
                               
                                 
                                 


 

 
SELECTED OPERATING RESULTS
 
For the Three Months Ended March 31, 2012 and 2011
 
(Unaudited)
 
                         
                         
               
Increase/
       
Description
 
2012
   
2011
   
(Decrease)
   
%
 
   
(Dollars In Millions)
       
Electric Operating Revenues:
                       
  Residential
  $ 117     $ 126     $ (9 )     (7 )
  Commercial
    77       73       4       5  
  Industrial
    63       63       0       -  
  Governmental
    6       5       1       20  
    Total retail
    263       267       (4 )     (1 )
  Sales for resale:
                               
     Associated companies
    52       55       (3 )     (5 )
     Non-associated companies
    8       20       (12 )     (60 )
  Other
    4       7       (3 )     (43 )
    Total
  $ 327     $ 349     $ (22 )     (6 )
                                 
Billed Electric Energy
                               
 Sales (GWh):
                               
  Residential
    1,195       1,383       (188 )     (14 )
  Commercial
    974       991       (17 )     (2 )
  Industrial
    1,399       1,448       (49 )     (3 )
  Governmental
    67       69       (2 )     (3 )
    Total retail
    3,635       3,891       (256 )     (7 )
  Sales for resale:
                               
     Associated companies
    730       828       (98 )     (12 )
     Non-associated companies
    256       321       (65 )     (20 )
    Total
    4,621       5,040       (419 )     (8 )
                                 
                                 
                                 



SYSTEM ENERGY RESOURCES, INC.

MANAGEMENT’S FINANCIAL DISCUSSION AND ANALYSIS


Results of Operations

System Energy’s principal asset consists of a 78.5% ownership interest and 11.5% 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 increased $7.2 million primarily due to higher other income and lower interest expense.  Other income was higher and interest expense was lower due to AFUDC accrued on the Grand Gulf uprate project.

Liquidity and Capital Resources

Cash Flow

Cash flows for the three months ended March 31, 2012 and 2011 were as follows:

   
2012
 
2011
   
(In Thousands)
         
Cash and cash equivalents at beginning of period
 
$185,157 
 
$263,772 
         
Cash flow provided by (used in):
       
 
Operating activities
 
67,536 
 
57,634 
 
Investing activities
 
(218,619)
 
 (115,470)
 
Financing activities
 
49,106 
 
(80,629)
Net decrease in cash and cash equivalents
 
(101,977)
 
(138,465)
         
Cash and cash equivalents at end of period
 
$83,180 
 
$125,307 

Operating Activities

Net cash provided by operating activities increased $9.9 million for the three months ended March 31, 2012 compared to the three months ended March 31, 2011 primarily due to a decrease of $13.6 million in pension contributions.  See "MANAGEMENT’S FINANCIAL DISCUSSION AND ANALYSIS – Critical Accounting Estimates" in the Form 10-K and Note 6 to the financial statements herein for a discussion of qualified pension and other postretirement benefits.

Investing Activities

Net cash used in investing activities increased $103.1 million for the three months ended March 31, 2012 compared to the three months ended March 31, 2011 primarily due to an increase of $125.2 million in nuclear fuel purchases primarily due to the 2012 Grand Gulf refueling outage and an increase in construction expenditures resulting primarily from spending on the power uprate project at Grand Gulf.  The increase was partially offset by money pool activity and a $22 million loan in 2011 to an affiliate under an intercompany credit agreement between Entergy New Nuclear Development, LLC (a subsidiary of System Energy) and Entergy Nuclear Power Marketing. The loan was repaid in early-May 2011.

 
132

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


Decreases in System Energy’s receivable from the money pool are a source of cash flow, and System Energy’s receivable from the money pool decreased $73.3 million for the three months ended March 31, 2012 compared to increasing $8.2 million for the three months ended March 31, 2011.  The money pool is an inter-company borrowing arrangement designed to reduce the Utility subsidiaries’ need for external short-term borrowings.

Financing Activities

System Energy’s financing activities provided $49.1 million of cash for the three months ended March 31, 2012 compared to using $80.6 million of cash for the three months ended March 31, 2011 primarily due to the issuance of $69.2 million in commercial paper in the three months ended March 31, 2012 as compared to the repayment of $22.3 million in commercial paper in the same period in 2011 as well as $50 million of 4.02% Series H notes issued by the nuclear fuel company variable interest entity in February 2012.  See Note 4 to the financial statements herein and in the Form 10-K for a discussion of this activity.  These increases were partially offset by an increase in common stock dividend payments.

Capital Structure

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

   
March 31,
 2012
 
December 31,
2011
         
Debt to capital
 
48.7%
 
48.3%
Effect of subtracting cash
 
(2.9)%
 
(7.1)%
Net debt to net capital
 
45.8%
 
41.2%

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.  Following are updates to the information provided in the Form 10-K.

As discussed in more detail in the Form 10-K, the estimated capital investments for 2012-2014 include System Energy’s planned approximate 178 MW uprate of the Grand Gulf nuclear plant.  Considering the progress of the uprate project during Grand Gulf’s spring 2012 refueling outage, including additional work scope that has emerged during the outage; additional information from the project's engineering, procurement and construction contractor; the costs required to install instrumentation in the steam dryer in response to evolving guidance from the NRC staff; and delays in obtaining NRC approval; System Energy now estimates the total capital investment to be made in the course of the implementation of the Grand Gulf uprate project is approximately $874 million, including SMEPA’s share.  Implementation of the uprate and the NRC’s review continues.  System Energy expects to complete the project during the summer of 2012.
 
 

 
133

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


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

March 31,
2012
 
December 31,
2011
 
March 31,
2011
 
December 31,
2010
(In Thousands)
             
$47,129
 
$120,424
 
$106,128
 
$97,948

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.
 


 
INCOME STATEMENTS
 
For the Three Months Ended March 31, 2012 and 2011
 
(Unaudited)
 
             
   
2012
   
2011
 
   
(In Thousands)
 
             
OPERATING REVENUES
           
Electric
  $ 126,034     $ 128,395  
                 
OPERATING EXPENSES
               
Operation and Maintenance:
               
   Fuel, fuel-related expenses, and
               
     gas purchased for resale
    10,361       19,690  
   Nuclear refueling outage expenses
    4,164       4,022  
   Other operation and maintenance
    34,284       28,957  
Decommissioning
    8,034       8,202  
Taxes other than income taxes
    5,513       5,423  
Depreciation and amortization
    29,674       28,663  
Other regulatory credits - net
    (1,452 )     (2,949 )
TOTAL
    90,578       92,008  
                 
OPERATING INCOME
    35,456       36,387  
                 
OTHER INCOME
               
Allowance for equity funds used during construction
    9,469       4,145  
Interest and investment income
    3,526       2,541  
Miscellaneous - net
    (157 )     (104 )
TOTAL
    12,838       6,582  
                 
INTEREST EXPENSE
               
Interest expense
    10,849       11,389  
Allowance for borrowed funds used during construction
    (2,777 )     (1,353 )
TOTAL
    8,072       10,036  
                 
INCOME BEFORE INCOME TAXES
    40,222       32,933  
                 
Income taxes
    13,686       13,597  
                 
NET INCOME
  $ 26,536     $ 19,336  
                 
See Notes to Financial Statements.
               
                 


 
 
 
 
 
 








(Page left blank intentionally)


 
STATEMENTS OF CASH FLOWS
 
For the Three Months Ended March 31, 2012 and 2011
 
(Unaudited)
 
             
   
2012
   
2011
 
   
(In Thousands)
 
OPERATING ACTIVITIES
           
Net income
  $ 26,536     $ 19,336  
Adjustments to reconcile net income to net cash flow provided by operating activities:
         
  Depreciation, amortization, and decommissioning, including nuclear fuel amortization
    45,391       50,981  
  Deferred income taxes, investment tax credits, and non-current taxes accrued
    45,966       (55,312 )
  Changes in assets and liabilities:
               
    Receivables
    11,964       10,634  
    Accounts payable
    8,260       8,932  
    Taxes accrued and prepaid taxes
    (46,362 )     53,904  
    Interest accrued
    (2,300 )     (37,428 )
    Other working capital accounts
    (23,236 )     (2,101 )
    Other regulatory assets
    2,716       38,385  
    Pensions and other postretirement liabilities
    (2,859 )     (16,279 )
    Other assets and liabilities
    1,460       (13,418 )
Net cash flow provided by operating activities
    67,536       57,634  
                 
INVESTING ACTIVITIES
               
Construction expenditures
    (140,334 )     (52,796 )
Allowance for equity funds used during construction
    9,469       4,145  
Nuclear fuel purchases
    (152,928 )     (27,759 )
Proceeds from nuclear decommissioning trust fund sales
    125,431       88,605  
Investment in nuclear decommissioning trust funds
    (133,552 )     (97,485 )
Loan to affiliate
    -       (22,000 )
Changes in money pool receivable - net
    73,295       (8,180 )
Net cash flow used in investing activities
    (218,619 )     (115,470 )
                 
FINANCING ACTIVITIES
               
Proceeds from issuance of long-term debt
    50,000       -  
Retirement of long-term debt
    (39,892 )     (38,161 )
Changes in credit borrowings - net
    69,179       (22,293 )
Dividends paid:
               
  Common stock
    (28,750 )     (18,700 )
Other
    (1,431 )     (1,475 )
Net cash flow provided by (used in) financing activities
    49,106       (80,629 )
                 
Net decrease in cash and cash equivalents
    (101,977 )     (138,465 )
                 
Cash and cash equivalents at beginning of period
    185,157       263,772  
                 
Cash and cash equivalents at end of period
  $ 83,180     $ 125,307  
                 
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
               
Cash paid/(received) during the period for:
               
  Interest - net of amount capitalized
  $ 9,805     $ 12,039  
  Income taxes
  $ (1,020 )   $ -  
                 
See Notes to Financial Statements.
               


 

 
BALANCE SHEETS
 
ASSETS
 
March 31, 2012 and December 31, 2011
 
(Unaudited)
 
             
   
2012
   
2011
 
   
(In Thousands)
 
             
CURRENT ASSETS
           
Cash and cash equivalents:
           
  Cash
  $ 542     $ 30,961  
  Temporary cash investments
    82,638       154,196  
    Total cash and cash equivalents
    83,180       185,157  
Accounts receivable:
               
  Associated companies
    82,198       172,943  
  Other
    12,780       7,294  
    Total accounts receivable
    94,978       180,237  
Materials and supplies - at average cost
    81,279       86,333  
Deferred nuclear refueling outage costs
    32,348       9,479  
Prepayments and other
    6,285       1,111  
TOTAL
    298,070       462,317  
                 
OTHER PROPERTY AND INVESTMENTS
               
Decommissioning trust funds
    459,942       423,409  
TOTAL
    459,942       423,409  
                 
UTILITY PLANT
               
Electric
    3,413,227       3,438,424  
Property under capital lease
    491,023       491,023  
Construction work in progress
    567,482       357,826  
Nuclear fuel
    293,300       157,967  
TOTAL UTILITY PLANT
    4,765,032       4,445,240  
Less - accumulated depreciation and amortization
    2,546,814       2,518,190  
UTILITY PLANT - NET
    2,218,218       1,927,050  
                 
DEFERRED DEBITS AND OTHER ASSETS
               
Regulatory assets:
               
  Regulatory asset for income taxes - net
    127,141       124,777  
  Other regulatory assets
    282,702       287,796  
Other
    18,939       20,016  
TOTAL
    428,782       432,589  
                 
TOTAL ASSETS
  $ 3,405,012     $ 3,245,365  
                 
See Notes to Financial Statements.
               


 

SYSTEM ENERGY RESOURCES, INC.
 
BALANCE SHEETS
 
LIABILITIES AND EQUITY
 
March 31, 2012 and December 31, 2011
 
(Unaudited)
 
             
   
2012
   
2011
 
   
(In Thousands)
 
             
CURRENT LIABILITIES
           
Currently maturing long-term debt
  $ 110,902     $ 110,163  
Short-term borrowings
    69,179       -  
Accounts payable:
               
  Associated companies
    4,505       8,032  
  Other
    120,230       63,331  
Taxes accrued
    46,093       92,455  
Accumulated deferred income taxes
    12,345       3,428  
Interest accrued
    15,476       17,776  
Other
    2,344       2,591  
TOTAL
    381,074       297,776  
                 
NON-CURRENT LIABILITIES
               
Accumulated deferred income taxes and taxes accrued
    706,814       652,418  
Accumulated deferred investment tax credits
    57,512       57,865  
Other regulatory liabilities
    224,723       214,745  
Decommissioning
    453,386       445,352  
Pension and other postretirement liabilities
    136,860       139,719  
Long-term debt
    646,273       636,885  
Other
    21       42  
TOTAL
    2,225,589       2,147,026  
                 
Commitments and Contingencies
               
                 
COMMON EQUITY
               
Common stock, no par value, authorized 1,000,000 shares;
               
  issued and outstanding 789,350 shares in 2012 and 2011
    789,350       789,350  
Retained earnings
    8,999       11,213  
TOTAL
    798,349       800,563  
                 
TOTAL LIABILITIES AND EQUITY
  $ 3,405,012     $ 3,245,365  
                 
See Notes to Financial Statements.
               


 

 
STATEMENTS OF CHANGES IN COMMON EQUITY
 
For the Three Months Ended March 31, 2012 and 2011
 
(Unaudited) (In Thousands)
 
                   
   
Common Equity
       
   
Common Stock
   
Retained Earnings
   
Total
 
Balance at December 31, 2010
  $ 789,350     $ 23,016     $ 812,366  
                         
Net income
    -       19,336       19,336  
Common stock dividends
    -       (18,700 )     (18,700 )
                         
Balance at March 31, 2011
  $ 789,350     $ 23,652     $ 813,002  
                         
                         
Balance at December 31, 2011
  $ 789,350     $ 11,213     $ 800,563  
                         
Net income
    -       26,536       26,536  
Common stock dividends
    -       (28,750 )     (28,750 )
                         
Balance at March 31, 2012
  $ 789,350     $ 8,999     $ 798,349  
                         
See Notes to Financial Statements.
                       
                         
 
 
 

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.

Texas Power Price Lawsuit

See the Form 10-K for a discussion of the lawsuit filed in August 2003 in the district court of Chambers County, Texas by Texas residents on behalf of a purported class apparently of the Texas retail customers of Entergy Gulf States, Inc. who were billed and paid for electric power from January 1, 1994 to the present.  The case is pending in state district court, and in March 2012 the court found that the case met the requirements to be maintained as a class action under Texas law.  On April 30, 2012, the court entered an order certifying the class.

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)
                 
1/01/2012-1/31/2012
 
-
 
$-
 
-
 
$350,052,918
2/01/2012-2/29/2012
 
-
 
$-
 
-
 
$350,052,918
3/01/2012-3/31/2012
 
-
 
$-
 
-
 
$350,052,918
Total
 
-
 
$-
 
-
   
 
 
(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 2010 the Board granted authority for an additional $500 million share repurchase program.  The amount of share repurchases under these programs may vary as a result of material changes in business results or capital spending or new investment opportunities.  In addition, in the first quarter 2012, Entergy withheld 20,110 shares of its common stock at $70.62 per share to pay taxes due upon vesting of restricted stock granted as part of its long-term incentive 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.




Item 5.  Other Information

Regulation of the Nuclear Power Industry

Nuclear Waste Policy Act of 1982

Spent Nuclear Fuel

See the discussion in Part I, Item 1, in the Form 10-K for information regarding litigation against the U.S. Department of Energy.  Following is an update to that discussion.  In April 2012 the U.S. Court of Appeals for the Federal Circuit issued a decision in the appeal in the Entergy Nuclear Indian Point 2 case.  In that decision, the Federal Circuit reversed certain damages awarded to Entergy, but also reversed the trial court's denial of certain overhead costs.  The revisions to the award reduced the net amount from approximately $106 million to approximately $103 million.  Management cannot predict the timing of eventual receipt from the DOE of this damage award and the damage awards discussed in the Form 10-K.

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

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 fossil-fueled 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 limits, which likely would require the installation of scrubbers and low NOx burners.  Under then-current state regulations, the scrubbers would have had to be operational by October 2013.  Entergy Arkansas filed a petition in December 2009 with the Arkansas Pollution Control and Ecology Commission requesting a variance from this deadline because the EPA had 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 to as expeditiously as practicable, but in no event later than five years after EPA approval of the Arkansas Regional Haze SIP.  The Arkansas Pollution Control and Ecology Commission approved the variance in March 2010.  In October 2011 the EPA released a proposed rule addressing the Arkansas Regional Haze SIP.  In the proposal the EPA disapproved a large portion of the Arkansas Regional Haze SIP, including the emission limits for NOx and SO2 at White Bluff.  The final rule was published, substantially unchanged, and became final on April 11, 2012.  The EPA did not issue a Federal Implementation Plan for regional haze requirements because Arkansas has indicated it wishes to correct and resubmit its SIP.  There will be a two-year timeframe in which the EPA must either approve a SIP issued by Arkansas or issue a Federal Implementation Plan.

New Source Performance Standards for Greenhouse Gas Emissions

The EPA announced a schedule for establishing new source performance standards (NSPS) for greenhouse gas (GHG) emissions from power plants and refineries.  Under the schedule, the EPA would have issued proposed regulations for power plants by July 26, 2011 and final regulations no later than May 26, 2012.  On April 13, 2012, EPA published the proposed NSPS for GHGs for new sources.  According to the EPA, the proposed rule applies directly only to new units and would limit CO2 emissions for any fossil-fired power plant greater than 25 MW to 1,000 pounds of CO2 per MWh of electricity produced.  Concerns have been expressed regarding the proposed rule’s potential applicability to existing facilities that undergo modification. The rule would not apply to certain units such as simple-cycle natural gas units and biomass units.  Entergy will continue to monitor the rulemaking process.
 

Other Environmental Matters

Entergy

In November 2010 a transformer at the Indian Point facility failed, resulting in a fire and the release of non-PCB oil to the ground surface.  The fire was extinguished by the facility’s fire deluge system along with the site’s fire brigade.  No injuries occurred due to the transformer failure or Entergy’s response.  Non-PCB oil and deluge water were released into the facility’s discharge canal and the environment surrounding the transformer and discharge canal, including the Hudson River, as a result of the failure, fire, and fire suppression.  As a result of this discharge of non-PCB oil, Entergy in March 2012 agreed to a settlement with the New York State Department of Environmental Conservation under which Entergy will pay a civil penalty consisting of a payment of $625,000, another $600,000 to be paid to environmental benefit programs in the region, and an additional payment of $275,000 that is suspended contingent upon Entergy’s compliance with the other terms of the settlement.  Entergy also paid $67,000 in natural resource damages and oversight costs.

Correction of Regulatory Asset for Income Taxes

As discussed in more detail in Note 2 to the financial statements, in the first quarter 2012, Entergy Gulf States Louisiana determined that its regulatory asset for income taxes was overstated because of a difference between the regulatory treatment of the income taxes associated with certain items (primarily pension expense) and the financial accounting treatment of those taxes.  The effect was immaterial to the balance sheets, results of operations, and cash flows of Entergy Gulf States Louisiana for all prior reporting periods.  Correcting the cumulative effect of the error in the first quarter 2012 could have been material to the 2012 results of operations of Entergy Gulf States Louisiana and, therefore, Entergy Gulf States Louisiana is revising its prior period financial statements to correct the errors.  The effect of the corrections on the Entergy Gulf States Louisiana financial statements presented in the Form 10-K is shown in the tables below:

 
Years Ended December 31,
 
2011
 
2010
 
2009
 
As
previously
reported
 
 
As
corrected
 
As
previously
reported
 
 
As
corrected
 
As
previously
reported
 
 
As
corrected
 
(In Thousands)
                       
Income Statement
                     
Income taxes
$88,313 
 
$89,736 
 
$75,878 
 
$92,297 
 
$89,185 
 
$88,951 
Net income
$203,027 
 
$201,604 
 
$190,738 
 
$174,319 
 
$153,047 
 
$153,281 
Earnings applicable to
  common equity
 
$202,202 
 
 
$200,779 
 
 
$189,911 
 
 
$173,492 
 
 
$152,222 
 
 
$152,456 
                       
Statement of Cash Flows
                     
Net income
$203,027 
 
$201,604 
 
$190,738 
 
$174,319 
 
$153,047 
 
$153,281 
Deferred income taxes,
 investment tax credits,
 and non-current taxes
 accrued
 
 
 
($6,268)
 
 
 
 
($4,845)
 
 
 
 
$87,920 
 
 
 
 
$104,339 
 
 
 
 
$138,817 
 
 
 
 
$138,583 
Changes in other
  regulatory assets
 
($80,027)
 
 
($77,713)
 
 
$114,528 
 
 
$141,216 
 
 
($44,612)
 
 
($44,993)
Other operating
  activities
 
($35,248)
 
 
($37,562)
 
 
$30,717 
 
 
$4,029 
 
 
($86,474)
 
 
($86,093)


 

 
December 31,
 
2011
 
2010
 
As
previously
reported
 
 
As
corrected
 
As
previously
reported
 
 
As
corrected
 
(In Thousands)
               
Balance Sheet
             
Regulatory asset for income taxes - net
$249,058 
 
$173,724 
 
$234,406 
 
$161,386 
Accumulated deferred income taxes -
  current
 
$5,427 
 
 
$5,107 
 
 
$1,749 
 
 
$1,255 
Accumulated deferred income taxes
  and taxes accrued
 
$1,397,230 
 
 
$1,368,563 
 
 
$1,405,374 
 
 
$1,377,772 
Member’s equity
$1,439,733 
 
$1,393,386 
 
$1,539,517 
 
$1,494,593 


 
Years Ended December 31, 2011, 2010, and 2009
 
Member’s Equity
 
Total Equity
 
As
previously
reported
 
 
As
corrected
 
As
previously
reported
 
 
As
corrected
 
(In Thousands)
               
Statement of Changes in Equity
     
Balance at December 31, 2008
$1,352,408 
 
$1,323,669 
 
$1,332,143 
 
$1,303,404 
2009 Net income
$153,047 
 
$153,281 
 
$153,047 
 
$153,281 
Balance at December 31, 2009
$1,473,930 
 
$1,445,425 
 
$1,441,759 
 
$1,413,254 
2010 Net income
$190,738 
 
$174,319 
 
$190,738 
 
$174,319 
Balance at December 31, 2010
$1,539,517 
 
$1,494,593 
 
$1,509,213 
 
$1,464,289 
2011 Net income
$203,027 
 
$201,604 
 
$203,027 
 
$201,604 
Balance at December 31, 2011
$1,439,733 
 
$1,393,386 
 
$1,380,123 
 
$1,333,776 

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,
 
March 31,
 
2007
 
2008
 
2009
 
2010
 
2011
 
2012
                       
Entergy Arkansas
3.19
 
2.33
 
2.39
 
3.91
 
4.31
 
4.12
Entergy Gulf States Louisiana
2.84
 
2.44
 
2.99
 
3.58
 
4.36
 
4.08
Entergy Louisiana
3.44
 
3.14
 
3.52
 
3.41
 
1.86
 
1.71
Entergy Mississippi
3.22
 
2.92
 
3.31
 
3.35
 
3.55
 
3.28
Entergy New Orleans
2.74
 
3.71
 
3.61
 
4.43
 
5.37
 
4.20
Entergy Texas
2.07
 
2.04
 
1.92
 
2.10
 
2.34
 
2.10
System Energy
3.95
 
3.29
 
3.73
 
3.64
 
3.85
 
4.03



 
Ratios of Earnings to Combined Fixed Charges
and Preferred Dividends/Distributions
 
Twelve Months Ended
 
December 31,
 
March 31,
 
 
2007
 
2008
 
2009
 
2010
 
2011
 
2012
 
                         
Entergy Arkansas
2.88
 
1.95
 
2.09
 
3.60
 
3.83
 
3.65
 
Entergy Gulf States Louisiana
2.73
 
2.42
 
2.95
 
3.54
 
4.30
 
4.02
 
Entergy Louisiana
3.08
 
2.87
 
3.27
 
3.19
 
1.70
 
1.57
 
Entergy Mississippi
2.97
 
2.67
 
3.06
 
3.16
 
3.27
 
3.03
 
Entergy New Orleans
2.54
 
3.45
 
3.33
 
4.08
 
4.74
 
3.71
 

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

Item 6.  Exhibits *

*
4(a) -
Credit Agreement ($3,500,000,000), dated March 9, 2012, among Entergy Corporation, as borrower, the banks (Barclays Bank PLC, Goldman Sachs Bank USA, KeyBank National Association, Morgan Stanley Bank, N.A., The Royal Bank of Scotland plc, BNP Paribas, Bank of the West, The Bank of New York Mellon, CoBank, ACB, Deutsche Bank AG New York Branch, Regions Bank, Sumitomo Mitsui Banking Corporation, U.S. Bank National Association, SunTrust Bank, National Cooperative Services Corporation, and The Northern Trust Company), Citibank, N.A., as Administrative Agent and LC Issuing Bank, JP Morgan Chase Bank, N.A., Wells Fargo Bank, National Association, Mizuho Corporate Bank, LTD, The Bank of Nova Scotia, The Bank of Tokyo-Mitsubishi UFJ, LTD, and Union Bank, N.A., as LC Issuing Banks, and the other LC Issuing Banks from time to time parties thereto (4.1 to Form 8-K filed March 14, 2012 in 1-11299).
     
*
4(b) -
Credit Agreement ($150,000,000), dated March 9, 2012, among Entergy Arkansas, Inc., as borrower, the banks (Barclays Bank PLC, Goldman Sachs Bank USA, KeyBank National Association, Morgan Stanley Bank, N.A., The Royal Bank of Scotland plc, BNP Paribas, The Bank of New York Mellon, CoBank, ACB, Deutsche Bank AG New York Branch, Regions Bank, Sumitomo Mitsui Banking Corporation, U.S. Bank National Association, SunTrust Bank, and National Cooperative Services Corporation), Citibank, N.A., as Administrative Agent and LC Issuing Bank, JP Morgan Chase Bank, N.A., Wells Fargo Bank, National Association, Mizuho Corporate Bank, LTD, The Bank of Nova Scotia, The Bank of Tokyo-Mitsubishi UFJ, LTD, and Union Bank, N.A., as LC Issuing Banks, and the other LC Issuing Banks from time to time parties thereto (4.2 to Form 8-K filed March 14, 2012 in 1-10764).
     
*
4(c) -
Credit Agreement ($150,000,000), dated March 9, 2012, among Entergy Gulf States Louisiana, L.L.C., as borrower, the banks (Barclays Bank PLC, Goldman Sachs Bank USA, KeyBank National Association, Morgan Stanley Bank, N.A., The Royal Bank of Scotland plc, BNP Paribas, The Bank of New York Mellon, CoBank, ACB, Deutsche Bank AG New York Branch, Regions Bank, Sumitomo Mitsui Banking Corporation, U.S. Bank National Association, SunTrust Bank, and National Cooperative Services Corporation), Citibank, N.A., as Administrative Agent and LC Issuing Bank, JP Morgan Chase Bank, N.A., Wells Fargo Bank, National Association, Mizuho Corporate Bank, LTD, The Bank of Nova Scotia, The Bank of Tokyo-Mitsubishi UFJ, LTD, and Union Bank, N.A., as LC Issuing Banks, and the other LC Issuing Banks from time to time parties thereto (4.3 to Form 8-K filed March 14, 2012 in 0-20371).
     
 
*
4(d) -
Credit Agreement ($200,000,000), dated March 9, 2012, among Entergy Louisiana, LLC, as borrower, the banks (Barclays Bank PLC, Goldman Sachs Bank USA, KeyBank National Association, Morgan Stanley Bank, N.A., The Royal Bank of Scotland plc, BNP Paribas, The Bank of New York Mellon, CoBank, ACB, Deutsche Bank AG New York Branch, Regions Bank, Sumitomo Mitsui Banking Corporation, U.S. Bank National Association, SunTrust Bank, and National Cooperative Services Corporation), Citibank, N.A., as Administrative Agent and LC Issuing Bank, JP Morgan Chase Bank, N.A., Wells Fargo Bank, National Association, Mizuho Corporate Bank, LTD, The Bank of Nova Scotia, The Bank of Tokyo-Mitsubishi UFJ, LTD, and Union Bank, N.A., as LC Issuing Banks, and the other LC Issuing Banks from time to time parties thereto (4.4 to Form 8-K filed March 14, 2012 in 1-32718).
     
*
4(e) -
Credit Agreement ($150,000,000), dated March 9, 2012, among Entergy Texas, Inc., as borrower, the banks (Barclays Bank PLC, Goldman Sachs Bank USA, KeyBank National Association, Morgan Stanley Bank, N.A., The Royal Bank of Scotland plc, BNP Paribas, The Bank of New York Mellon, CoBank, ACB, Deutsche Bank AG New York Branch, Regions Bank, Sumitomo Mitsui Banking Corporation, U.S. Bank National Association, SunTrust Bank, and National Cooperative Services Corporation), Citibank, N.A., as Administrative Agent and LC Issuing Bank, JP Morgan Chase Bank, N.A., Wells Fargo Bank, National Association, Mizuho Corporate Bank, LTD, The Bank of Nova Scotia, The Bank of Tokyo-Mitsubishi UFJ, LTD, and Union Bank, N.A., as LC Issuing Banks, and the other LC Issuing Banks from time to time parties thereto (4.5 to Form 8-K filed March 14, 2012 in 1-34360).
     
 
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.
     
 
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.

*
Incorporated herein by reference as indicated.


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:           May 8, 2012



 
149