Entergy - 10-Q quarterly report FY

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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, 2003
	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, Address of Principal Executive Offices and Telephone Number	I.R.S. Employer Identification No.

1-11299	ENTERGY CORPORATION (a Delaware corporation) 639 Loyola Avenue New Orleans, Louisiana 70113 Telephone (504) 576-4000	72-1229752

1-10764	ENTERGY ARKANSAS, INC. (an Arkansas corporation) 425 West Capitol Avenue, 40th Floor Little Rock, Arkansas 72201 Telephone (501) 377-4000	71-0005900

1-27031	ENTERGY GULF STATES, INC. (a Texas corporation) 350 Pine Street Beaumont, Texas 77701 Telephone (409) 838-6631	74-0662730

1-8474	ENTERGY LOUISIANA, INC. (a Louisiana corporation) 4809 Jefferson Highway Jefferson, Louisiana 70121 Telephone (504) 840-2734	72-0245590

1-31508	ENTERGY MISSISSIPPI, INC. (a Mississippi corporation) 308 East Pearl Street Jackson, Mississippi 39201 Telephone (601) 368-5000	64-0205830

0-5807	ENTERGY NEW ORLEANS, INC. (a Louisiana corporation) 1600 Perdido Street, Building 505 New Orleans, Louisiana 70112 Telephone (504) 670-3674	72-0273040

1-9067	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

Indicate by check mark whether the registrant is an accelerated filer (as defined in Rule 12b-2 of the Securities Exchange Act of 1934).

	Yes	No
Entergy Corporation Entergy Arkansas, Inc. Entergy Gulf States, Inc. Entergy Louisiana, Inc. Entergy Mississippi, Inc. Entergy New Orleans, Inc. System Energy Resources, Inc.	Ö	Ö Ö Ö Ö Ö Ö

Common Stock Outstanding		Outstanding at April 30, 2003
Entergy Corporation	($0.01 par value)	225,788,578

Entergy Corporation, Entergy Arkansas, Inc., Entergy Gulf States, Inc., Entergy Louisiana, Inc., Entergy Mississippi, Inc., Entergy New Orleans, Inc., and System Energy Resources, Inc. separately file this combined Quarterly Report on Form 10-Q. Information contained herein relating to any individual company is filed by such company on its own behalf. Each company reports herein only as to itself and makes no other representations whatsoever as to any other company. This combined Quarterly Report on Form 10-Q supplements and updates the Annual Report on Form 10-K for the calendar year ended December 31, 2002, 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, 2003

&n bsp; Page Number

Definitions	1
Entergy Corporation and Subsidiaries
Management's Financial Discussion and Analysis
Results of Operations	4
Liquidity and Capital Resources	6
Significant Factors and Known Trends	8
Critical Accounting Estimates	9
Consolidated Statements of Operations	11
Consolidated Statements of Cash Flows	12
Consolidated Balance Sheets	14
Consolidated Statements of Retained Earnings, Comprehensive Income (Loss), and Paid-In Capital	16
Selected Operating Results	17
Notes to Consolidated Financial Statements	18
Entergy Arkansas, Inc.
Management's Financial Discussion and Analysis
Results of Operations	26
Liquidity and Capital Resources	27
Significant Factors and Known Trends	28
Critical Accounting Estimates	28
Income Statements	29
Statements of Cash Flows	31
Balance Sheets	32
Selected Operating Results	34
Entergy Gulf States, Inc.
Management's Financial Discussion and Analysis
Results of Operations	35
Liquidity and Capital Resources	36
Significant Factors and Known Trends	37
Critical Accounting Estimates	37
Income Statements	38
Statements of Cash Flows	39
Balance Sheets	40
Statements of Retained Earnings and Comprehensive Income	42
Selected Operating Results	43
Entergy Louisiana, Inc.
Management's Financial Discussion and Analysis
Results of Operations	44
Liquidity and Capital Resources	44
Significant Factors and Known Trends	45
Critical Accounting Estimates	45
Income Statements	46
Statements of Cash Flows	47
Balance Sheets	48
Selected Operating Results	50
Entergy Mississippi, Inc.
Management's Financial Discussion and Analysis
Results of Operations	51
Liquidity and Capital Resources	52
Significant Factors and Known Trends	53
Critical Accounting Estimates	53
Income Statements	54
Statements of Cash Flows	55

ENTERGY CORPORATION AND SUBSIDIARIES
INDEX TO QUARTERLY REPORT ON FORM 10-Q
March 31, 2003

&n bsp;Page Number

Balance Sheets	56
Selected Operating Results	58
Entergy New Orleans, Inc.
Management's Financial Discussion and Analysis
Results of Operations	59
Liquidity and Capital Resources	59
Significant Factors and Known Trends	60
Critical Accounting Estimates	60
Statements of Operations	61
Statements of Cash Flows	63
Balance Sheets	64
Selected Operating Results	66
System Energy Resources, Inc.
Management's Financial Discussion and Analysis
Results of Operations	67
Liquidity and Capital Resources	67
Significant Factors and Known Trends	68
Critical Accounting Estimates	68
Income Statements	69
Statements of Cash Flows	71
Balance Sheets	72
Notes to Respective Financial Statements	74
Item 4. Controls and Procedures	79
Part II. Other Information
Item 1. Legal Proceedings	80
Item 5. Other Information	80
Item 6. Exhibits and Reports on Form 8-K	83
Signature	86
Certifications	87

FORWARD-LOOKING INFORMATION

From time to time, Entergy makes statements 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. Although Entergy believes that these forward-looking statements and the underlying assumptions are reasonable, it cannot provide assurance that they will prove correct.

Forward-looking statements involve a number of risks and uncertainties, and there are factors that could cause actual results to differ materially from those expressed or implied in the statements. Some of those factors (in addition to others described elsewhere in this report and in subsequent securities filings) include:

resolution of pending and future rate cases and negotiations, including the Entergy New Orleans rate case and various performance-based rate discussions, and other regulatory decisions, including those related to Entergy's utility supply plan
Entergy's ability to reduce its operation and maintenance costs, particularly at its Non-Utility Nuclear generating facilities, including the uncertainty of negotiations with unions to agree to such reductions
the performance of Entergy's generating plants, and particularly the capacity factor at its nuclear generating facilities
prices for power generated by Entergy's unregulated generating facilities - particularly the ability to extend or replace the existing power purchase agreements for the Non-Utility Nuclear plants - and the prices and availability of power Entergy must purchase for its utility customers
Entergy's ability to develop and execute on a point of view regarding prices of electricity, natural gas, and other energy-related commodities
Entergy-Koch's profitability in trading electricity, natural gas, and other energy-related commodities
changes in the number of participants in the energy trading market, and in their creditworthiness and risk profile
changes in the financial markets, particularly those affecting the availability of capital and Entergy's ability to refinance existing debt and to fund investments and acquisitions
actions of rating agencies, including changes in the ratings of debt and preferred stock
changes in inflation and interest rates
Entergy's ability to purchase and sell assets at attractive prices and on other attractive terms
volatility and changes in markets for electricity, natural gas, and other energy-related commodities
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 establishment of SeTrans or another regional transmission organization
changes in regulation of nuclear generating facilities and nuclear materials and fuel, including possible shutdown of Indian Point or other nuclear generating facilities
changes in environmental, tax, and other laws, including requirements for reduced emissions of sulfur, nitrogen, carbon, and other substances
the economic climate, and particularly growth in Entergy's service territory
variations in weather, hurricanes, and other disasters
advances in technology
the potential impacts of threatened or actual terrorism and war
the success of Entergy's strategies to reduce taxes
the effects of litigation
changes in accounting standards
changes in corporate governance and securities law requirements
Entergy's ability to attract and retain talented management and directors.

DEFINITIONS

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

Abbreviation or Acronym Term

ADEQ	Arkansas Department of Environmental Quality
AFUDC	Allowance for Funds Used During Construction
ALJ	Administrative Law Judge
ANO 1 and 2	Units 1 and 2 of Arkansas Nuclear One Steam Electric Generating Station (nuclear)
APSC	Arkansas Public Service Commission
BCF/D	One billion cubic feet of natural gas per day
Board	Board of Directors of Entergy Corporation
Cajun	Cajun Electric Power Cooperative, Inc.
capacity factor	Actual plant output divided by maximum potential plant output for the period
CitiPower	CitiPower Pty., an electric distribution company serving Melbourne, Australia and surrounding suburbs, which was sold by Entergy effective December 31, 1998
City Council	Council of the City of New Orleans, Louisiana
Damhead Creek	800 MW (gas) combined cycle electric generating facility that entered commercial operations in the first quarter of 2001, located in the United Kingdom, and wholly-owned by an indirect subsidiary of EPDC
DOE	United States Department of Energy
domestic utility companies	Entergy Arkansas, Entergy Gulf States, Entergy Louisiana, Entergy Mississippi, and Entergy New Orleans, collectively
EITF	Emerging Issues Task Force
EPA	United States Environmental Protection Agency
EPDC	Entergy Power Development Corporation, a wholly-owned subsidiary of Entergy Corporation
electricity marketed	Total physical GWh volumes marketed by Entergy-Koch in the U.S. during the period
electricity volatility	Measure of price fluctuation over time using standard deviation of daily price differences for into-Entergy and into-Cinergy power prices for the upcoming month
Entergy	Entergy Corporation and its direct and indirect subsidiaries
Entergy Arkansas	Entergy Arkansas, Inc.
Entergy Gulf States	Entergy Gulf States, Inc., including its wholly owned subsidiaries - Varibus Corporation, GSG&T, Inc., Prudential Oil & Gas, Inc., and Southern Gulf Railway Company
Entergy-Koch	Entergy-Koch, L.P., a joint venture equally owned by Entergy and Koch Industries, Inc.
Entergy Louisiana	Entergy Louisiana, Inc.
Entergy Mississippi	Entergy Mississippi, Inc.
Entergy New Orleans	Entergy New Orleans, Inc.
FERC	Federal Energy Regulatory Commission
FitzPatrick	James A. FitzPatrick nuclear power plant, 825 MW facility located near Oswego, New York, purchased in November 2000 from NYPA by Entergy's domestic Non-Utility Nuclear business
Form 10-K	The combined Annual Report on Form 10-K for the year ended December 31, 2002 of Entergy, Entergy Arkansas, Entergy Gulf States, Entergy Louisiana, Entergy Mississippi, Entergy New Orleans, and System Energy

DEFINITIONS (Continued)

Abbreviation or Acronym Term

gain/loss days	Ratio of the number of days when Entergy-Koch recognized a net gain from commodity trading activities to the number of days when Entergy-Koch recognized a net loss from commodity trading activities
gas marketed	Total volume of physical gas purchased plus volume of physical gas sold by Entergy-Koch in the U.S. denominated in billions of cubic feet per day
gas volatility	Measure of price fluctuation over time using standard deviation of daily price differences for Henry Hub natural gas prices for the upcoming month
Grand Gulf 1	Unit No. 1 of the Grand Gulf Nuclear Generating Station
GGART	Grand Gulf Accelerated Recovery Tariff
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	Indian Point Energy Center Unit 2 - nuclear power plant, 970 MW facility located in Westchester County, New York, purchased in September 2001 from Consolidated Edison by Entergy's domestic Non-Utility Nuclear business
Indian Point 3	Indian Point Energy Center Unit 3 - nuclear power plant, 980 MW facility located in Westchester County, New York, purchased in November 2000 from NYPA by Entergy's domestic Non-Utility Nuclear business
KWh	kilowatt-hour(s)
LDEQ	Louisiana Department of Environmental Quality
LPSC	Louisiana Public Service Commission
miles of pipeline	Total miles of transmission and gathering pipeline
MMBtu	One million British Thermal Units
MPSC	Mississippi Public Service Commission
MW	Megawatt(s), which equals one thousand kilowatt(s)
Net MW in operation	Installed capacity owned or operated
Net revenue	Operating revenue net of fuel, fuel-related, and purchased power expenses; other regulatory credits; and amortization of rate deferrals
NRC	Nuclear Regulatory Commission
NYPA	New York Power Authority
Pilgrim	Pilgrim Nuclear Station, 670 MW facility located in Plymouth, Massachusetts, purchased in July 1999 from Boston Edison by Entergy's Non-Utility Nuclear business
production cost	Cost in $/MMBtu associated with delivering gas, excluding the cost of the gas
PRP	Potentially Responsible Party (a person or entity that may be responsible for remediation of environmental contamination)
PUCT	Public Utility Commission of Texas
PUHCA	Public Utility Holding Company Act of 1935, as amended
RTO	Regional transmission organization
River Bend	River Bend Steam Electric Generating Station (nuclear)
SEC	Securities and Exchange Commission
SFAS	Statement of Financial Accounting Standards as promulgated by the Financial Accounting Standards Board

DEFINITIONS (Concluded)

Abbreviation or Acronym Term

spark spread	The dollar difference between electricity prices per unit and natural gas prices after assuming a conversion ratio for the number of natural gas units necessary to generate one unit of electricity
storage capacity	Working gas storage capacity
System Agreement	Agreement, effective January 1, 1983, as modified, among the domestic utility companies relating to the sharing of generating capacity and other power resources
System Energy	System Energy Resources, Inc.
System Fuels	System Fuels, Inc.
throughput	Gas in BCF/D transported through a pipeline during the period
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 1
Vermont Yankee	Vermont Yankee nuclear power plant, 510 MW facility located in Vernon, Vermont, purchased in July 2002 from Vermont Yankee Nuclear Power Corporation by Entergy's domestic Non-Utility Nuclear business
Waterford 3	Unit No. 3 (nuclear) of the Waterford Steam Electric Generating Station, 100% owned or leased by Entergy Louisiana

ENTERGY CORPORATION AND SUBSIDIARIES

MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS

Results of Operations

Entergy's consolidated earnings (loss) applicable to common stock for the three months ended March 31, 2003 and 2002 were as follows:

Entergy's income (loss) before taxes is discussed below according to the operating segments listed above. Earnings for 2003 include the $142.9 million net-of-tax cumulative effect of a change in accounting principle that increased earnings in the first quarter of 2003, almost entirely resulting from implementation of SFAS 143. See "Critical Accounting Estimates- - SFAS 143" below for discussion of the implementation of SFAS 143. The loss in the first quarter of 2002 includes the $260.9 million net-of-tax charge discussed below in the Energy Commodity Services segment. See Note 6 to the consolidated financial statements for further discussion of Entergy's operating segments and their financial results in the first quarter of 2003.

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

U.S. Utility

The increase in earnings for the U.S. Utility in the first quarter of 2003 compared to the first quarter of 2002 from $102.3 million to $107.8 million was primarily due to an increase in operating income, partially offset by the $21.3 million net-of-tax cumulative effect of a change in accounting principle that reduced earnings at Entergy Gulf States in the first quarter of 2003 upon implementation of SFAS 143. See "Critical Accounting Estimates- - SFAS 143" below for discussion of the implementation of SFAS 143.

Operating Income

Operating income increased by $34.8 million in the first quarter of 2003 compared to the first quarter of 2002 primarily due to:

an increase of $28.4 million in revenue from billed sales primarily due to increased electricity usage of 793 GWh in the residential and commercial sectors;
an increase of $11.0 million in revenue from unbilled sales primarily due to an increase in the price applied to unbilled sales; and
a decrease in other operation and maintenance expenses of $4.9 million primarily due to lower outage costs at certain fossil plants.

Partially offsetting these increases in operating income was an increase of $8.3 million in depreciation and amortization expenses primarily due to an increase in plant in service.

Fuel recovery mechanisms at the domestic utility companies generally provide for the deferral of fuel and purchased power costs above the amounts included in existing rates. Operating revenues for the first quarter of 2003 include an increase in fuel cost recovery revenue of $141.9 million and $33.9 million related to electric sales and gas sales, respectively, primarily due to higher fuel recovery resulting from increases in the market prices of natural gas and purchased power in 2003. As such, the fuel recovery increase is offset by increased fuel and purchased power expenses.

Non-Utility Nuclear

Following are key performance measures for Non-Utility Nuclear during the first quarters of 2003 and 2002:

	2003	2002
Net MW in operation at March 31	3,955	3,445
Generation in GWh for the quarter	8,093	7,509
Capacity factor for the quarter	93.7%	100.3%

The increase in earnings in the first quarter of 2003 compared to the first quarter of 2002 for Non-Utility Nuclear from $40.1 million to $197.0 million was primarily due to the $160.3 million net-of-tax cumulative effect of a change in accounting principle recognized in the first quarter of 2003 upon implementation of SFAS 143. See "Critical Accounting Estimates- - SFAS 143" below for discussion of the implementation of SFAS 143. Income before the cumulative effect of accounting change decreased by $3.4 million. The lower capacity factor and increased nuclear outage expenses caused the decrease. The decrease was mostly offset by the ongoing effect of SFAS 143 implementation lowering both depreciation of adjusted plant costs and accretion of decommissioning liabilities, and by inclusion of earnings from Vermont Yankee, acquired in July 2002.

Energy Commodity Services

The increase in earnings for Energy Commodity Services in the first quarter of 2003 compared to the first quarter of 2002 from a $215.1 million loss to $93.8 million in earnings was primarily due to the $401.4 million ($260.9 million net-of-tax) charge recorded in the first quarter of 2002 to reflect the effect of Entergy's decision to discontinue additional greenfield power plant development and to reflect asset impairments resulting from the deteriorating economics of wholesale power markets in the United States and United Kingdom. The charge consisted of the following:

The power development business obtained contracts in October 1999 to acquire 36 turbines from General Electric. Entergy's rights and obligations under the contracts for 22 of the turbines were sold to an independent special-purpose entity in May 2001. $216.2 million of the charge was a provision for the net costs resulting from cancellation or sale of the turbines subject to purchase commitments with the special-purpose entity;
$152.5 million of the charge resulted from the write-off of the equity investment in the Damhead Creek project and the impairment of the values of the Warren Power power plant and the Crete project. This portion of the charge reflected Entergy's estimate of the effects of reduced spark spreads in the United States and the United Kingdom; and
$32.7 million of the charge resulted from the write-off of capitalized project development costs for projects that would not be completed.

Also contributing to the increase in earnings were higher earnings from Entergy's investment in Entergy-Koch. As discussed in the Form 10-K, Entergy accounts for its 50% share in Entergy-Koch under the equity method of accounting. Earnings from Entergy-Koch are reported as equity in earnings of unconsolidated equity affiliates in the financial statements. The partnership agreement currently allocates profits on a disproportionate basis. Substantially all of Entergy-Koch's profits were allocated to Entergy in the first quarters of 2003 and 2002. The income from Entergy's investment in Entergy-Koch was $53.0 million higher in the first quarter of 2003 compared to the first quarter of 2002 primarily as a result of higher earnings at Entergy-Koch Trading (EKT). EKT's favorable results in 2003 were driven largely by higher volatility and execution of EKT's trading strategy based on its point-of-view analyses in gas and electricity. Lower earnings from Gulf South Pipeline partially offset the increase in earnings for EKT, which resulted from lower throughput and an increase in production cost. Following are key performance measures for Entergy-Koch's operations for the first quarters of 2003 and 2002:

	2003	2002
Entergy-Koch Trading
Gas volatility	91%	79%
Electricity volatility	86%	39%
Gas marketed (BCF/D) (1)	7.8	5.6
Electricity marketed (GWh) (1)	123,480	86,092
Gain/loss days	1.3	2.1
Gulf South Pipeline
Throughput (BCF/D)	2.20	2.66
Production cost ($/MMBtu)	$0.113	$0.077

Previously reported volumes, which included only U.S. trading, have been adjusted to reflect both U.S. and Europe volumes traded.

Revenues for Energy Commodity Services decreased by $94.4 million primarily due to the sale of Damhead Creek in December 2002. The decrease had a minimal effect on earnings because of a corresponding reduction in the expenses associated with owning and operating the plant.

Income Taxes

The effective income tax rates for the first quarters of 2003 and 2002 were 38.0% and 26.2%, respectively. The difference in the effective income tax rate in 2002 versus the federal statutory rate of 35.0% is primarily due to the 2002 pre-tax loss decreasing the effect of flow-through and permanent differences.

Liquidity and Capital Resources

See "Management's 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.

As discussed in the Form 10-K, Entergy Corporation, Entergy Arkansas, Entergy Louisiana, and Entergy Mississippi each has a 364-day credit facility that expires in May 2003. In April 2003, Entergy Arkansas renewed its credit facility in the same amount, $63 million, until April 2004. Entergy Louisiana and Entergy Mississippi expect that each of their facilities will be renewed in their current amounts prior to expiration. Entergy Corporation has bank commitments for participation in its facility sufficient to renew it for its current amount of $1.45 billion, and expects to renew the revolver in that amount. $515 million was outstanding on the revolver as of March 31, 2003.

Cash Flow Activity

As shown in Entergy's Statements of Cash Flows, cash flows for the three months ended March 31, 2003 and 2002 were as follows:

	2003	2002
	(in millions)
Cash and cash equivalents at beginning of period	$ 1,335	$ 752

Cash flow provided by (used in):
Operating activities	51	354
Investing activities	(610)	(47)
Financing activities	(398)	(296)
Net increase (decrease) in cash and cash equivalents	(958)	11

Cash and cash equivalents at end of period	$ 377	$ 763

Operating Cash Flow Activity

Entergy's cash flow provided by operating activities decreased by $303 million in the first quarter of 2003 compared to the first quarter of 2002 primarily due to:

The U.S. Utility provided $99 million in operating cash flow, compared to providing $336 million in the first quarter of 2002. The decrease primarily resulted from higher payments for fuel during the period, which significantly increased the amount of deferred fuel costs. Management expects that the deferred fuel costs will be recovered through regulatory recovery mechanisms currently in place.
The non-nuclear wholesale asset business used $49 million in operating cash flow in 2003 compared to using $9 million in the first quarter of 2002. The increase in cash used primarily resulted from a one-time $33 million payment related to a gas services and generation contract in the non-nuclear wholesale assets business.

Investing Activities

Net cash used in investing activities increased by $563 million in the first quarter of 2003 compared to the first quarter of 2002 primarily due to the following:

System Energy had three-year letters of credit in place that were scheduled to expire in March 2003 securing certain of its obligations related to the sale-leaseback of a portion of Grand Gulf 1. System Energy replaced the letters of credit with new three-year letters of credit totaling approximately $198 million that are backed by cash collateral. System Energy used approximately $193 million in March 2003 to provide this cash collateral.
Temporary investments of $150 million with a maturity of greater than 90 days matured in 2002, which provided cash flow in the first quarter of 2002.
The Non-Utility Nuclear segment purchased $69 million more nuclear fuel in 2003 than in the first quarter 2002 to provide for refueling outages.
Entergy Gulf States had $42 million of other regulatory investments in 2003 as a result of fuel-cost under-recoveries. See Note 1 to the consolidated financial statements in the Form 10-K for discussion of the accounting treatment of these fuel cost under-recoveries.

Financing Activities

Financing activities used $102 million more cash in the first quarter of 2003 than in the first quarter of 2002 primarily due to:

Retirements of long-term debt net of issuances by the U.S. Utility segment used $181 million more cash in 2003 than in 2002. Net retirements were $519 million in 2003 compared to $338 million in 2002. As discussed in the Form 10-K, the majority of the net retirements in 2003 were made from cash held at December 31, 2002 that was provided by debt issued in the fourth quarter of 2002 to meet 2003 maturities. See Note 4 to the consolidated financial statements for the details of the long-term debt activity in the first quarter of 2003.
The non-nuclear wholesale asset business retired the $79 million Top of Iowa wind project debt at its maturity in January 2003.

The increase in cash used in financing activities was partially offset by Entergy Corporation issuing $158 million of long-term notes in March 2003.

Entergy has $503 million of long-term debt that matures during the remainder of 2003, of which $416 million is in the U.S. Utility segment and $87 million is in the Non-Utility Nuclear segment. Management expects to meet $150 million of the U.S. Utility maturities and all of the Non-Utility Nuclear maturity with cash, and expects to refinance the remainder. In May 2003, Entergy Arkansas issued $150 million of first mortgage bonds with a maturity of 15 years and expects to use the proceeds to repay short-term indebtedness and to meet most of a $155 million October 2003 maturity.

Significant Factors and Known Trends

See "MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS - - Significant Factors and Known Trends" in the Form 10-K for discussions of rate regulation and fuel-cost recovery, market and credit risks, utility restructuring and nuclear matters. The following are updates to the Form 10-K.

Rate Regulation

See Note 2 to the consolidated financial statements in the Form 10-K for a discussion of Entergy Gulf States' ninth and last required post-merger analysis filed with the LPSC in May 2002. In April 2003 the LPSC staff filed testimony in which it recommends that the LPSC require a rate refund of $30.3 million and a prospective rate reduction of $75.9 million. Hearings are scheduled for October 2003.

Market and Credit Risks

Commodity Price Risk

Marketing and Trading

As discussed in the Form 10-K, EKT uses value-at-risk models as one measure of the market risk of a loss in fair value for EKT's natural gas and power trading portfolio. EKT's value-at-risk measures, which it calls Daily Earnings at Risk (DE@R), for its trading portfolio were as follows (using a 97.5% confidence level):

	March 31, 2003	December 31, 2002	March 31, 2002	December 31, 2001

DE@R at end of period	$16.3 million	$15.2 million	$9.5 million	$5.5 million
Average DE@R for the year-to-date period	$19.5 million	$10.8 million	$7.7 million	$6.4 million

The higher DE@R level in the first quarter 2003 was primarily due to higher volatility.

Following are EKT's mark-to-market assets (liabilities) and the period within which the assets (liabilities) would be realized (paid) in cash if they are held to maturity and market prices are unchanged:

Maturities and Sources for Fair Value of Trading Contracts at December 31, 2002	2003		2004	2005-2006	Total
		(In Millions)

Prices actively quoted	$88.7		$29.7	($25.5)	$92.9
Prices provided by other sources	28.0		1.8	0.8	30.6
Prices based on models	5.4		0.2	0.7	6.3
Total	$122.1		$31.7	($24.0)	$129.8

As of March 31, 2003, 94% of EKT's counterparty credit exposure was associated with parties that have at least investment grade credit ratings.

Following is a roll-forward of the change in the fair value of EKT's mark-to-market contracts during the first quarter of 2003 (in millions):

		2003

Fair value of contracts at December 31, 2002		$90.9
Fair value of contracts settled during the period		(246.7)
Initial recorded value of new contracts entered into during the period		0.6
Net option premiums received during the period		37.4
Change in fair value of contracts attributable to market movements during the period		247.6
Net change in contracts outstanding during the period		38.9
Fair value of contracts at March 31, 2003		$129.8

Utility Restructuring

Transmission

See "MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS -Significant Factors and Known Trends, Transmission" in the Form 10-K for discussion of the proposed SeTrans RTO. At this time, management does not expect the proposed SeTrans RTO to become operational before mid-2005.

Nuclear Matters

See "MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS -Significant Factors and Known Trends, Nuclear Matters" in the Form 10-K for discussion of various issues related to Entergy owning and operating nuclear power plants, and in particular the Indian Point units. Regarding FEMA's February 2003 report, and FEMA possibly reevaluating its decision not to provide "reasonable assurance" regarding Indian Point's radiological emergency measures, Entergy is working with New York state and county officials to satisfy FEMA's request for information. FEMA Region II recently announced that it is preparing a recommendation for FEMA headquarters, after its radiological emergency planning staff completes its review of all available documents. The timing of completion of the recommendation is uncertain at this time.

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, impairment of long-lived assets, mark-to-market derivative instruments, pension and other postretirement costs, and other contingencies. The following is an update to the Form 10-K.

SFAS 143

As discussed in the Form 10-K, Entergy implemented SFAS 143, "Accounting for Asset Retirement Obligations," effective January 1, 2003. Implementation had the following effect on Entergy's financial statements:

The net effect of implementing this standard for the rate-regulated portion of the domestic utility companies and System Energy was recorded as a regulatory asset, with no resulting impact on Entergy's net income. Assets and liabilities increased approximately $1.1 billion for the domestic utility companies and System Energy as a result of increasing the asset retirement obligations by $1.1 billion to their fair values as determined under SFAS 143, increasing utility plant by $288 million, reducing accumulated depreciation by $361 million and recording the related regulatory assets of $422 million. The implementation of SFAS 143 for the portion of River Bend not subject to cost-based ratemaking decreased earnings by approximately $21 million net-of-tax ($0.09 per share) as a result of a one-time cumulative effect of accounting change.
For the Non-Utility Nuclear business, the implementation of SFAS 143 resulted in a decrease in liabilities of approximately $520 million d ue to reductions in decommissioning liabilities, a decrease in assets of approximately $360 million, including a decrease in electric plant in service of $336 million, and an increase in earnings of approximately $160 million ($0.70 per share) as a result of a one-time cumulative effect of accounting change.

Also Entergy expects 2003 earnings for the Non-Utility Nuclear business to increase by approximately $15 million after-tax because of the change in accretion of the decommissioning liability and depreciation of the adjusted plant costs. This effect will gradually decrease over future years as the accretion of the liability increases. Management expects SFAS 143 implementation to have a minimal effect on ongoing earnings for the U.S. Utility business.

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ENTERGY CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
For the Three Months Ended March 31, 2003 and 2002
(Unaudited)
2003 2002
(In Thousands, Except Share Data)
OPERATING REVENUES
Domestic electric $1,601,738 $1,401,009
Natural gas 80,238 46,377
Competitive businesses 355,747 413,448
---------- ----------
TOTAL 2,037,723 1,860,834
---------- ----------
OPERATING EXPENSES
Operating and Maintenance:
Fuel, fuel-related expenses, and
gas purchased for resale 388,040 468,861
Purchased power 368,699 169,486
Nuclear refueling outage expenses 38,892 25,187
Provision for turbine commitments, asset impairments
and restructuring charges (7,743) 401,373
Other operation and maintenance 524,898 524,352
Decommissioning 37,498 18,188
Taxes other than income taxes 97,737 102,370
Depreciation and amortization 211,046 205,124
Other regulatory charges - net 15,253 1,563
---------- ----------
TOTAL 1,674,320 1,916,504
---------- ----------
OPERATING INCOME (LOSS) 363,403 (55,670)
---------- ----------
OTHER INCOME
Allowance for equity funds used during construction 7,286 6,682
Gain on sale of assets - net 301 665
Interest and dividend income 29,824 23,525
Equity in earnings of unconsolidated equity affiliates 128,061 67,244
Miscellaneous - net 11,315 (3,251)
---------- ----------
TOTAL 176,787 94,865
---------- ----------
INTEREST AND OTHER CHARGES
Interest on long-term debt 117,737 123,527
Other interest - net 13,044 15,478
Distributions on preferred securities of subsidiaries 4,709 4,709
Allowance for borrowed funds used during construction (5,719) (5,638)
---------- ----------
TOTAL 129,771 138,076
---------- ----------
INCOME (LOSS) BEFORE INCOME TAXES AND 410,419 (98,881)
CUMULATIVE EFFECT OF ACCOUNTING CHANGES
Income taxes 152,418 (25,898)
---------- ----------
INCOME (LOSS) BEFORE CUMULATIVE EFFECT
OF ACCOUNTING CHANGES 258,001 (72,983)
CUMULATIVE EFFECT OF ACCOUNTING
CHANGES (net of income taxes of $93,754) 142,922 -
---------- ----------
CONSOLIDATED NET INCOME (LOSS) 400,923 (72,983)
Preferred dividend requirements and other 5,916 5,940
---------- ----------
EARNINGS (LOSS) APPLICABLE TO
COMMON STOCK $395,007 ($78,923)
========== ==========
Earnings (loss) per average common share before cumulative
effect of accounting changes:
Basic $1.13 ($0.36)
Diluted $1.10 ($0.36)
Earnings (loss) per average common share:
Basic $1.77 ($0.36)
Diluted $1.73 ($0.36)
Dividends declared per common share $0.35 $0.33
Average number of common shares outstanding:
Basic 223,673,332 221,943,451
Diluted 228,230,756 221,943,451
Including potential common shares in 2002 (see Note 3) - 226,165,792
See Notes to Consolidated Financial Statements.
ENTERGY CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
For the Three Months Ended March 31, 2003 and 2002
(Unaudited)
2003 2002
(In Thousands)
OPERATING ACTIVITIES
Consolidated net income (loss) $400,923 ($72,983)
Noncash items included in net income (loss):
Reserve for regulatory adjustments (14,340) 9,718
Other regulatory charges - net 15,253 1,563
Depreciation, amortization, and decommissioning 248,544 223,312
Deferred income taxes and investment tax credits 144,368 (193,180)
Allowance for equity funds used during construction (7,286) (6,682)
Cumulative effect of accounting changes (142,922) -
Gain on sale of assets - net (301) (665)
Equity in earnings of unconsolidated equity affiliates (128,061) (67,244)
Provision for turbine commitments, asset impairments and restructuring

charges (7,743) 401,373 Changes in working capital: Receivables (42,759) 73,913 Fuel inventory (22,025) (13,232) Accounts payable (246,909) (68,720) Taxes accrued (26,844) 131,838 Interest accrued (23,678) (32,415) Deferred fuel (125,901) 45,164 Other working capital accounts 9,580 (82,101) Provision for estimated losses and reserves (8,318) (1,169) Changes in other regulatory assets 12,596 (1,277) Other 16,532 6,690 -------- -------- Net cash flow provided by operating activities 50,709 353,903 -------- -------- INVESTING ACTIVITIES Construction/capital expenditures (274,614) (267,110) Allowance for equity funds used during construction 7,286 6,682 Nuclear fuel purchases (112,155) (85,143) Proceeds from sale/leaseback of nuclear fuel 26,887 92,136 Proceeds from sale of businesses 29,610 38,848 Investment in other non-regulated/non-utility properties (46,290) (9,793) Decrease (increase) in other investments (166,439) 39,754 Proceeds from other temporary investments - 150,000 Decommissioning trust contributions and realized change in trust assets (22,551) (15,747) Other regulatory investments (42,127) - Other (9,821) 3,343 -------- -------- Net cash flow used in investing activities (610,214) (47,030) -------- -------- See Notes to Consolidated Financial Statements. ENTERGY CORPORATION AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS For the Three Months Ended March 31, 2003 and 2002 (Unaudited) 2003 2002 (In Thousands) FINANCING ACTIVITIES Proceeds from the issuance of: Long-term debt 356,497 240,017 Common stock 98,501 66,369 Retirement of long-term debt (796,686) (577,934) Redemption of preferred stock (2,250) (1,403) Changes in short-term borrowings - net 30,000 56,333 Dividends paid: Common stock (78,142) (73,225) Preferred stock (5,916) (5,948) -------- -------- Net cash flow used in financing activities (397,996) (295,791) -------- -------- Effect of exchange rates on cash and cash equivalents (372) 640 -------- -------- Net increase (decrease) in cash and cash equivalents (957,873) 11,722 Cash and cash equivalents at beginning of period 1,335,328 751,573 --------- -------- Cash and cash equivalents at end of period $377,455 $763,295 ========= ======== SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION: Cash paid during the period for: Interest - net of amount capitalized $155,305 $180,072 Income taxes $2,653 $2,090 Noncash investing and financing activities: Change in unrealized depreciation of decommissioning trust assets ($28,121) ($11,579) Long-term debt refunded with proceeds from long-term debt issued in prior period - ($47,000) See Notes to Consolidated Financial Statements. ENTERGY CORPORATION AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS ASSETS March 31, 2003 and December 31, 2002 (Unaudited) 2003 2002 (In Thousands) CURRENT ASSETS Cash and cash equivalents: Cash $134,579 $169,788 Temporary cash investments - at cost, which approximates market 242,873 1,165,260 Special deposits 3 280 ----------- ----------- Total cash and cash equivalents 377,455 1,335,328 ----------- ----------- Notes receivable 44,713 2,078 Accounts receivable: Customer 348,086 323,215 Allowance for doubtful accounts (29,087) (27,285) Other 271,903 244,621 Accrued unbilled revenues 311,541 319,133 ----------- ----------- Total receivables 902,443 859,684 ----------- ----------- Deferred fuel costs 223,681 55,653 Fuel inventory - at average cost 118,492 96,467 Materials and supplies - at average cost 527,498 525,900 Deferred nuclear refueling outage costs 142,546 163,646 Prepayments and other 164,484 166,827 ----------- ----------- TOTAL 2,501,312 3,205,583 ----------- ----------- OTHER PROPERTY AND INVESTMENTS Investment in affiliates - at equity 969,086 824,209 Decommissioning trust funds 2,045,377 2,069,198 Non-utility property - at cost (less accumulated depreciation) 296,307 297,294 Other 441,047 270,889 ----------- ----------- TOTAL 3,751,817 3,461,590 ----------- ----------- PROPERTY, PLANT AND EQUIPMENT Electric 26,910,967 26,789,538 Property under capital lease 763,122 746,624 Natural gas 212,870 209,969 Construction work in progress 1,311,331 1,232,891 Nuclear fuel under capital lease 264,986 259,433 Nuclear fuel 305,032 263,609 ----------- ----------- TOTAL PROPERTY, PLANT AND EQUIPMENT 29,768,308 29,502,064 Less - accumulated depreciation and amortization 12,103,999 12,307,112 ----------- ----------- PROPERTY, PLANT AND EQUIPMENT - NET 17,664,309 17,194,952 ----------- ----------- DEFERRED DEBITS AND OTHER ASSETS Regulatory assets: SFAS 109 regulatory asset - net 849,995 844,105 Unamortized loss on reacquired debt 152,165 155,161 Other regulatory assets 1,152,288 738,328 Long-term receivables 23,792 24,703 Goodwill 377,172 377,172 Other 927,939 946,375 ----------- ----------- TOTAL 3,483,351 3,085,844 ----------- ----------- TOTAL ASSETS $27,400,789 $26,947,969 =========== =========== See Notes to Consolidated Financial Statements. ENTERGY CORPORATION AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS LIABILITIES AND SHAREHOLDERS' EQUITY March 31, 2003 and December 31, 2002 (Unaudited) 2003 2002 (In Thousands) CURRENT LIABILITIES Currently maturing long-term debt $559,896 $1,191,320 Notes payable 60,351 351 Accounts payable 608,537 855,446 Customer deposits 206,034 198,442 Taxes accrued 358,471 385,315 Accumulated deferred income taxes 98,870 26,468 Nuclear refueling outage costs 9,754 14,244 Interest accrued 151,762 175,440 Obligations under capital leases 154,054 153,822 Other 155,679 171,341 ----------- ----------- TOTAL 2,363,408 3,172,189 ----------- ----------- DEFERRED CREDITS AND OTHER LIABILITIES Accumulated deferred income taxes and taxes accrued 4,432,146 4,250,800 Accumulated deferred investment tax credits 442,524 447,925 Obligations under capital leases 159,068 155,943 Other regulatory liabilities 197,067 185,579 Decommissioning 2,077,051 1,565,997 Transition to competition 79,098 79,098 Regulatory reserves 42,098 56,438 Accumulated provisions 388,927 389,868 Other 1,150,709 1,145,232 ----------- ----------- TOTAL 8,968,688 8,276,880 ----------- ----------- Long-term debt 7,255,182 7,086,999 Preferred stock with sinking fund 22,077 24,327 Preferred stock without sinking fund 334,337 334,337 Company-obligated mandatorily redeemable preferred securities of subsidiary trusts holding solely junior subordinated deferrable debentures 215,000 215,000 SHAREHOLDERS' EQUITY Common stock, $.01 par value, authorized 500,000,000 shares; issued 248,174,087 shares in 2003 and in 2002 2,482 2,482 Paid-in capital 4,674,510 4,666,753 Retained earnings 4,255,378 3,938,693 Accumulated other comprehensive loss (35,525) (22,360) Less - treasury stock, at cost (22,597,529 shares in 2003 and 25,752,410 shares in 2002) 654,748 747,331 ----------- ----------- TOTAL 8,242,097 7,838,237 ----------- ----------- Commitments and Contingencies TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY $27,400,789 $26,947,969 =========== =========== See Notes to Consolidated Financial Statements. ENTERGY CORPORATION AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF RETAINED EARNINGS, COMPREHENSIVE INCOME (LOSS), AND PAID-IN CAPITAL For the Three Months Ended March 31, 2003 and 2002 (Unaudited) 2003 2002 (In Thousands) RETAINED EARNINGS Retained Earnings - Beginning of period $3,938,693 $3,638,448 Add - Earnings (loss) applicable to common stock 395,007 $395,007 (78,923) ($78,923) Deduct: Dividends declared on common stock 78,151 73,263 Capital stock and other expenses 171 140 ---------- ---------- Total 78,322 73,403 ---------- ---------- Retained Earnings - End of period $4,255,378 $3,486,122 ========== ========== ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) (Net of Taxes): Balance at beginning of period Accumulated derivative instrument fair value changes $17,313 ($17,973) Other accumulated comprehensive income (loss) items (39,673) (70,821) ---------- ---------- Total (22,360) (88,794) ---------- ---------- Net derivative instrument fair value changes arising during the period (617) (617) 342 342 Foreign currency translation adjustments 156 156 65,956 (378) Net unrealized investment gains (losses) (12,704) (12,704) (5,183) (5,183) ---------- -------- ---------- -------- Balance at end of period: Accumulated derivative instrument fair value changes $16,696 ($17,631) Other accumulated comprehensive income (loss) items (52,221) (10,048) ---------- ---------- Total ($35,525) ($27,679) ========== -------- ========== -------- Comprehensive Income (Loss) $381,842 ($84,142) ======== ======== PAID-IN CAPITAL Paid-in Capital - Beginning of period $4,666,753 $4,662,704 Add: Common stock issuances related to stock plans 7,757 1,227 ---------- ---------- Paid-in Capital - End of period $4,674,510 $4,663,931 ========== ========== See Notes to Consolidated Financial Statements. ENTERGY CORPORATION AND SUBSIDIARIES SELECTED OPERATING RESULTS For the Three Months Ended March 31, 2003 and 2002 (Unaudited) Increase/ Description 2003 2002 (Decrease) % (In Millions) Domestic Electric Operating Revenues: Residential $ 564.2 $ 501.6 $ 62.6 12 Commercial 395.8 356.8 39.0 11 Industrial 451.3 396.1 55.2 14 Governmental 44.2 38.6 5.6 15 -------- -------- ------- Total retail 1,455.5 1,293.1 162.4 13 Sales for resale 96.9 69.8 27.1 39 Other 49.3 38.1 11.2 29 -------- -------- ------- Total $1,601.7 $1,401.0 $ 200.7 14 ======== ======== ======= Billed Electric Energy Sales (GWh): Residential 7,843 7,274 569 8 Commercial 5,822 5,598 224 4 Industrial 9,324 9,590 (266) (3) Governmental 633 617 16 3 -------- -------- ------- Total retail 23,622 23,079 543 2 Sales for resale 2,513 2,181 332 15 -------- -------- ------- Total 26,135 25,260 875 3 ======== ======== =======

ENTERGY CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

NOTE 1. COMMITMENTS AND CONTINGENCIES

Sales Warranties and Indemnities

See Note 9 to the consolidated financial statements in the Form 10-K for information on certain warranties made by Entergy or its subsidiaries in the CitiPower and Saltend sales transactions.

Nuclear Insurance and Spent Nuclear Fuel

See Note 9 to the consolidated financial statements in the Form 10-K for information on nuclear liability, property and replacement power insurance, related NRC regulations, the disposal of spent nuclear fuel, and other high-level radioactive waste associated with Entergy's nuclear power plants.

Entergy's nuclear owner/licensees are members of certain insurance programs, underwritten by Nuclear Electric Insurance Limited (NEIL), that provide coverage for property damage, including decontamination and premature decommissioning expense, to members' nuclear generating plants. As of April 1, 2003, Entergy was insured against such losses up to $1.6 billion for each of its nuclear units, except for Fitzpatrick, Pilgrim, and Vermont Yankee, which are insured for $1.115 billion, and Indian Point 2 and 3 which are insured for $2.3 billion in property damages. In addition, certain of Entergy's nuclear owner/licensees are members of the NEIL insurance program that covers certain replacement power and business interruption costs incurred due to prolonged nuclear unit outages. Under the property damage and replacement power/business interruption insurance programs, these Entergy subsidiaries could be subject to assessments if losses exceed the accumulated funds available to the insurers. As of April 1, 2003, the maximum amounts of such possible assessments were $54.0 million for the U.S. Utility segment and $84.5 for the Non-Utility Nuclear segment.

Nuclear Decommissioning Costs

See Note 9 to the consolidated financial statements in the Form 10-K for information on nuclear decommissioning costs. As discussed in Note 7, Entergy implemented SFAS 143, "Accounting for Asset Retirement Obligations," effective January 1, 2003. The implementation of this new accounting standard resulted in a remeasurement of Entergy's decommissioning liabilities. Additionally, future decommissioning expense under this new standard will represent the accretion of this liability at the applicable discount rate, and will no longer be equal to the amounts collected in rates for decommissioning for the rate-regulated portion of the U.S. Utility's nuclear plants, as was the case before the implementation of SFAS 143. For these plants, the net difference between collections in rates, earnings on the trust funds, and the accretion expense under SFAS 143 will be recorded as a regulatory charge or credit, except for the non-rate regulated portion of River Bend. The table below summa rizes the activity in the decommissioning liabilities during the first quarter of 2003:

Employment Litigation

Entergy Corporation and certain subsidiaries are defendants in numerous lawsuits filed by former employees asserting that they were wrongfully terminated and/or discriminated against on the basis of age, race, sex, or other protected characteristics. The defendant companies are vigorously defending these suits and deny any liability to the plaintiffs.

NOTE 2. RATE AND REGULATORY MATTERS

Electric Industry Restructuring and the Continued Application of SFAS 71

Previous developments and information related to electric industry restructuring are presented in Note 2 to the consolidated financial statements in the Form 10-K.

Texas

See Note 2 to the consolidated financial statements in the Form 10-K for a discussion of the status of retail open access in Entergy Gulf States' Texas service territory, and the proposal that Entergy Gulf States filed for an interim solution (retail open access without a FERC-approved RTO). The PUCT considered the proposal at a March 21, 2003 hearing, and issued an order on April 28, 2003. The order set forth a sequence of proceedings and activities designed to initiate an interim solution in the first half of 2004. These proceedings and activities include ruling on market protocols (a hearing on which was conducted before the PUCT on May 1, 2003); initiating a proceeding to certify an independent organization; resuming business separation proceedings; re-invigorating the pilot project; and initiating a market-readiness proceeding.

Retail Rate Proceedings

Filings with the PUCT and Texas Cities

Recovery of River Bend Costs

See Note 2 to the consolidated financial statements in the Form 10-K for a discussion of the March 1998 PUCT disallowance of recovery of $1.4 billion of company-wide abeyed River Bend plant costs, which have been held in abeyance since 1988, and subsequent proceedings.

Filings with the LPSC

Annual Earnings Reviews

Formula Rate Plan Filings

See Note 2 to the consolidated financial statements in the Form 10-K for a discussion of proceedings in Entergy Louisiana's second annual performance-based formula rate plan filing made with the LPSC for the 1996 test year. The case was argued before the U.S. Supreme Court during the last week of April 2003 and a decision is pending.

Filings with the City Council

Rate Proceedings

See Note 2 to the consolidated financial statements in the Form 10-K for a discussion of Entergy New Orleans' cost of service study and revenue requirement filed in May 2002 with the City Council for the 2001 test year, and the agreement in principle presented to the City Council in March 2003. The City Council Utility Cable and Telecommunications Committee voted unanimously to recommend approval of the agreement in principle at a meeting held on May 8, 2003. The City Council is expected to decide whether to approve the agreement in principle on May 15, 2003.

Natural Gas

See Note 2 to the consolidated financial statements in the Form 10-K for a discussion of a resolution adopted in August 2001 by the City Council that ordered Entergy New Orleans to account for $36 million of certain natural gas costs charged to its gas distribution customers from July 1997 through May 2001. The presentation made to the City Council in March 2003 regarding the agreement in principle that would resolve Entergy New Orleans' rate proceeding also included proposed terms for resolution of this proceeding, if approved by the City Council. As discussed in "Rate Proceedings" above, the City Council is expected to decide whether to approve the agreement in principle on May 15, 2003.

Fuel Adjustment Clause Litigation

See "Fuel Adjustment Clause Litigation" in Note 2 to the consolidated financial statements in the Form 10-K for a discussion of the complaint filed by a group of ratepayers in state court in Orleans Parish and with the City Council regarding certain costs passed on to ratepayers in Entergy New Orleans' fuel adjustment filings with the City Council.

NOTE 3. COMMON STOCK

The following table presents Entergy's basic and diluted earnings per share (EPS) calculation included on the consolidated income statement:

In accordance with SFAS 128, "Earnings per Share," because of the loss incurred for the three months ended March 31, 2002, Entergy did not include potential common shares in the computation of diluted earnings per share for that period. 4,222,341 potential common shares related to Entergy's stock option and other stock compensation plans existed at March 31, 2002. Entergy's stock option and other stock compensation plans are discussed in Note 5 to the consolidated financial statements in the Form 10-K.

During the three months ended March 31, 2003, Entergy Corporation issued 3,154,881 shares of its previously repurchased common stock to satisfy stock option exercises.

NOTE 4. LONG-TERM DEBT

Parent

In March 2003, Entergy Corporation issued $158 million of long-term notes, $72 million of which have a maturity of March 2008 and a coupon rate of 6.17% and $86 million of which have a maturity of March 2011 and a coupon rate of 7.06%.

U.S. Utility

In January 2003, Entergy Mississippi issued $100 million of 5.15% Series First Mortgage Bonds due February 2013. The net proceeds were used to redeem, at maturity, a portion of the $120 million 7.75% Series First Mortgage Bonds due February 2003, and to redeem, prior to maturity, the $65 million 6.625% Series First Mortgage Bonds due November 2003 and the $25 million 8.25% Series First Mortgage Bonds due July 2004.

In February 2003, Entergy Mississippi retired, at maturity, $70 million of 6.25% Series First Mortgage Bonds using a portion of the proceeds from the $75 million of 6% Series First Mortgage Bonds issued in October 2002.

In March 2003, Entergy Arkansas retired, at maturity, $100 million of 7.72% Series First Mortgage Bonds using the proceeds from the $100 million of 6% Series First Mortgage Bonds issued in November 2002.

In March 2003, Entergy Gulf States retired, at maturity, $33 million of 6.75% Series First Mortgage Bonds and redeemed, prior to maturity, $260 million Floating Rate Series First Mortgage Bonds due June 2003. Proceeds from the $200 million of 5.20% Series First Mortgage Bonds issued in November 2002 and the $140 million of 6% Series First Mortgage Bonds issued in November 2002 were used for these redemptions.

In March 2003, Entergy Mississippi issued $100 million of 4.35% Series First Mortgage Bonds due April 2008. The proceeds from this issuance are being used for general corporate purposes, including the retirement of short-term indebtedness and working capital needs. Higher fuel costs in the first quarter of 2003 contributed to the working capital needs.

In May 2003 Entergy Arkansas issued $150 million of first mortgage bonds with a maturity of 15 years and expects to use the proceeds for general corporate purposes, including repayment of short-term indebtedness and redemption or repayment at maturity of $155 million of first mortgage bonds maturing in October 2003.

Energy Commodity Services

In January 2003, the non-nuclear wholesale asset business paid in full, at maturity, the outstanding debt of $79 million relating to the Top of Iowa wind project.

NOTE 5. RETAINED EARNINGS

On April 16, 2003, Entergy Corporation's Board of Directors declared a common stock dividend of $0.35 per share, payable on June 1, 2003, to holders of record as of May 13, 2003.

NOTE 6. BUSINESS SEGMENT INFORMATION

Entergy's reportable segments as of March 31, 2003 are U.S. Utility, Non-Utility Nuclear, and Energy Commodity Services. "All Other" includes the parent company, Entergy Corporation, and other business activity, including earnings on the proceeds of sales of previously owned businesses.

Entergy's segment financial information for the first quarter of 2003 and 2002 is as follows (in thousands):

Businesses marked with * are sometimes referred to as the "competitive businesses," with the exception of the parent company, Entergy Corporation. Eliminations are primarily intersegment activity.

Energy Commodity Services' net loss for the first quarter of 2002 includes a $401.4 million charge to operating expenses ($260.9 million net-of-tax) to reflect the effect of Entergy's decision to discontinue additional greenfield power plant development and to reflect asset impairments resulting from the deteriorating economics of wholesale power markets in the United States and the United Kingdom.

NOTE 7. NEW ACCOUNTING PRONOUNCEMENTS

SFAS 143, "Accounting for Asset Retirement Obligations," which was implemented effective January 1, 2003, requires the recording of liabilities for all legal obligations associated with the retirement of long-lived assets that result from the normal operation of those assets. These liabilities are recorded at their fair values (which are likely to be the present values of the estimated future cash outflows) in the period in which they are incurred, with an accompanying addition to the recorded cost of the long-lived asset. The asset retirement obligation is accreted each year through a charge to expense, to reflect the time value of money for this present value obligation. The amounts added to the carrying amounts of the long-lived assets are depreciated over the useful lives of the assets. The net effect of implementing this standard for the rate-regulated business of the domestic utility companies and System Energy was recorded as a regulatory asset, with no resulting i mpact on Entergy's net income. Entergy recorded these regulatory assets because existing rate mechanisms in each jurisdiction are based on the principle that Entergy will recover all ultimate costs of decommissioning from customers. As a result of this treatment, SFAS 143 is expected to be earnings neutral to the rate-regulated business of the domestic utility companies and System Energy. Assets and liabilities increased by approximately $1.2 billion for the domestic utility companies and System Energy as a result of recording the asset retirement obligations at their fair values of $1.2 billion as determined under SFAS 143, increasing utility plant by $332 million, reducing accumulated depreciation by $363 million and recording the related regulatory assets of $422 million. The implementation of SFAS 143 for the portion of River Bend not subject to cost-based ratemaking decreased earnings by approximately $21 million net-of-tax ($0.09 per share) as a result of a one-time cumulative effect of accounting c hange. For the Non-Utility Nuclear business, the implementation of SFAS 143 resulted in a decrease in liabilities of approximately $520 million due to reductions in decommissioning liabilities, a decrease in assets of approximately $360 million, including a decrease in electric plant in service of $336 million, and an increase in earnings of approximately $160 million net-of-tax ($0.70 per share) as a result of a one-time cumulative effect of accounting change. If SFAS 143 had been applied by Entergy during all prior periods, the following impacts would have resulted:

NOTE 8. STOCK-BASED COMPENSATION PLANS

Entergy has two plans that grant stock options, which are described more fully in Note 5 to the consolidated financial statements in the Form 10-K. Prior to 2003, Entergy applied the recognition and measurement principles of APB Opinion 25, "Accounting for Stock Issued to Employees," and related Interpretations in accounting for those plans. No stock-based employee compensation expense is reflected in 2002 net income as all options granted under those plans have an exercise price equal to the market value of the underlying common stock on the date of grant. Effective January 1, 2003, Entergy prospectively adopted the fair value based method of accounting for stock options prescribed by SFAS 123, "Accounting for Stock-Based Compensation." Awards under Entergy's plans vest over three years. Therefore, the cost related to stock-based employee compensation included in the determination of net income for 2003 is less than that which would have been recognized if the fai r value based method had been applied to all awards since the original effective date of SFAS 123. The following table illustrates the effect on net income and earnings per share if Entergy would have historically applied the fair value based method of accounting to stock-based employee compensation.

ENTERGY ARKANSAS, INC.

MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS

Results of Operations

Operating Income

Operating income increased by $11.4 million primarily due to the following:

increased net base revenues of $12.5 million primarily due to increased electricity usage of 298 GWh in the residential and commercial sectors;
increased net wholesale revenue of $3.5 million primarily due to an increase in sales volume to non-associated companies; and

decreased taxes other than income taxes of $2.4 million primarily due to the accrual of sales tax on the System Energy refund in 2002 refunded to customers but not recoverable from the state of Arkansas because of the statute of limitations.

The increase in operating income was partially offset by:

increased depreciation and amortization expenses of $4.7 million primarily due to an increase in plant in service; and
increased other operation and maintenance expenses of $3.5 million primarily due to higher customer service support costs.

Other Impacts on Earnings

Interest charges decreased $3.1 million primarily due to the following:

a decrease in interest on long-term debt of $1.3 million primarily due to the redemption at maturity of $85 million of 7% Series First Mortgage Bonds in March 2002 using internally generated funds and $100 million of 7.72% Series First Mortgage Bonds in March 2003 using the proceeds from the issuance of $100 million of 6% Series First Mortgage Bonds in November 2002; and
a decrease in other interest of $1.8 million primarily due to the elimination of the transition cost account obligation as a result of a March 2002 settlement agreement.

Income Taxes

The effective income tax rates for the first quarter of 2003 and 2002 were 41.2% and 27.1%, respectively. The difference in the effective income tax rate in 2003 versus the federal statutory rate of 35.0% is primarily due to the effect of depreciation and flow-through book and tax timing differences. The difference in the effective income tax rate in 2002 versus the federal statutory rate of 35.0% is primarily due to updating book and tax timing differences related to research and experimental expenses consistent with amended tax returns.

Other Income Statement Variances

Operating revenue declined primarily because of a decline in fuel cost recovery revenue of $41.1 million due to decreases in the annual recovery rider in April and October 2002 (see Note 2 to the domestic utility companies and System Energy financial statements in the Form 10-K for further discussion). Corresponding to the decrease in fuel cost recovery revenue, fuel and purchased power expenses decreased $34 million.

Decommissioning expense increased $9 million due to the implementation of SFAS 143, "Accounting for Asset Retirement Obligations." Corresponding to the increase in decommissioning expense, other regulatory credits also increased.

Liquidity and Capital Resources

Cash Flow

Cash flows for the three months ended March 31, 2003 and 2002 were as follows:

	2003	2002
	(In Thousands)

Cash and cash equivalents at beginning of period	$ 95,513	$ 103,466

Cash flow provided by (used in):
Operating activities	62,825	58,988
Investing activities	(47,230)	(7,820)
Financing activities	(80,544)	(83,469)
Net decrease in cash and cash equivalents	(64,949)	(32,301)

Cash and cash equivalents at end of period	$ 30,564	$ 71,165

Operating Activities

Cash flow from operations increased $3.8 million in the first quarter of 2003 compared to the first quarter of 2002 primarily due to an increase in net income as explained above.

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

March 31, 2003	December 31, 2002	March 31, 2002	December 31, 2001
(In Thousands)
$3,178	$4,279	$25,817	$23,794

See Note 4 to the domestic utility companies and System Energy financial statements in the Form 10-K for a description of the money pool.

Investing Activities

The increase of $39.4 million in net cash used in investing activities in the first quarter of 2003 compared to the first quarter of 2002 was primarily due to the maturity of $38.4 million of other temporary investments in the first quarter of 2002.

Financing Activities

The decrease of $2.9 million in net cash used in financing activities in the first quarter of 2003 compared to the first quarter of 2002 was primarily due to the payment of $2 million less in common stock dividends in the first quarter of 2003 than in 2002. See Note 3 to the domestic utility companies and System Energy financial statements for detail of Entergy Arkansas' long-term debt activity during the first quarter 2003.

Uses and Sources of Capital

See "Management's Discussion and Analysis - Liquidity and Capital Resources" in the Form 10-K for a discussion of Entergy Arkansas' uses and sources of capital. The following is an update to the Form 10-K.

In April 2003, Entergy Arkansas renewed its 364-day credit facility through April 30, 2004. The amount available under the credit facility is $63 million, of which $25 million was drawn at March 31, 2003.

Significant Factors and Known Trends

See "Management's Discussion and Analysis - Significant Factors and Known Trends" in the Form 10-K for a discussion of utility restructuring, System Agreement proceedings, market and credit risks, state and local regulatory risks, nuclear matters, and environmental risks. The following is an update to the Form 10-K.

Nuclear Matters

As discussed in the Form 10-K, Entergy issued a Request for Proposal ("RFP") to provide replacement steam generators for ANO 1. Two companies submitted bids in response to the RFP. Entergy subsequently entered into a contract with one of the companies for delivery of the replacement steam generators in August 2005 in time for installation during a scheduled refueling outage beginning in September 2005. The other company filed a lawsuit in federal district court in Virginia seeking a temporary and permanent injunction against the winning bidder claiming that the winning bidder was using the other company's proprietary information in the design and fabrication of the replacement generators. The lawsuit has been settled, and the litigation has been dismissed with prejudice. The dispute should not affect the delivery date or the cost of the steam generators.

Critical Accounting Estimates

See "Management's Discussion and Analysis - Critical Accounting Estimates" in the Form 10-K for a discussion of the estimates and judgments necessary in Entergy Arkansas' accounting for nuclear decommissioning costs and pension and other retirement costs. The following is an update to the Form 10-K.

SFAS 143

As discussed in the Form 10-K, Entergy Arkansas implemented SFAS 143, "Accounting for Asset Retirement Obligations," effective January 1, 2003. The net effect of implementing this standard for Entergy Arkansas was recorded as a regulatory asset, with no resulting impact on Entergy Arkansas' net income. Assets and liabilities increased by approximately $532 million in 2003 as a result of recording the asset retirement obligation at its fair value of $532 million as determined under SFAS 143, increasing total utility plant by $106 million, reducing accumulated depreciation by $252 million, and recording the related regulatory asset of $174 million.

ENTERGY ARKANSAS, INC.
INCOME STATEMENTS
For the Three Months Ended March 31, 2003 and 2002
(Unaudited)
2003 2002
(In Thousands)
OPERATING REVENUES
Domestic electric $362,749 $377,823
-------- --------
OPERATING EXPENSES
Operation and Maintenance:
Fuel, fuel-related expenses, and
gas purchased for resale 35,881 104,253
Purchased power 106,051 71,674
Nuclear refueling outage expenses 5,943 6,862
Other operation and maintenance 85,510 82,035
Decommissioning 8,972 -
Taxes other than income taxes 8,834 11,187
Depreciation and amortization 51,168 46,485
Other regulatory credits - net (6,740) (404)
-------- --------
TOTAL 295,619 322,092
-------- --------
OPERATING INCOME 67,130 55,731
-------- --------
OTHER INCOME
Allowance for equity funds used during construction 1,428 1,339
Interest and dividend income 1,505 978
Miscellaneous - net (1,342) (991)
-------- --------
TOTAL 1,591 1,326
-------- --------
INTEREST AND OTHER CHARGES
Interest on long-term debt 21,153 22,468
Other interest - net 1,091 2,932
Distributions on preferred securities of subsidiary 1,275 1,275
Allowance for borrowed funds used during construction (926) (947)
-------- --------
TOTAL 22,593 25,728
-------- --------
INCOME BEFORE INCOME TAXES 46,128 31,329
Income taxes 18,983 8,491
-------- --------
NET INCOME 27,145 22,838
Preferred dividend requirements and other 1,944 1,944
-------- --------
EARNINGS APPLICABLE TO
COMMON STOCK $25,201 $20,894
======== ========
See Notes to Respective Financial Statements.

(Page left blank intentionally)

ENTERGY ARKANSAS, INC.
STATEMENTS OF CASH FLOWS
For the Three Months Ended March 31, 2003 and 2002
(Unaudited)
2003 2002
(In Thousands)
OPERATING ACTIVITIES
Net income $27,145 $22,838
Noncash items included in net income:
Other regulatory credits - net (6,740) (404)
Depreciation, amortization, and decommissioning 60,140 46,485
Deferred income taxes and investment tax credits 1,161 (40,621)
Allowance for equity funds used during construction (1,428) (1,339)
Changes in working capital:
Receivables 5,495 14,061
Fuel inventory (3,642) (19,794)
Accounts payable (56,628) (24,675)
Taxes accrued 42,040 56,560
Interest accrued (1,241) (4,854)
Deferred fuel costs (3,652) 51,058
Other working capital accounts (2,308) 8,555
Provision for estimated losses and reserves (4,135) (3,319)
Changes in other regulatory assets (9,520) (10,947)
Changes in other deferred credits 7,085 (5,274)
Other 9,053 (29,342)
-------- --------
Net cash flow provided by operating activities 62,825 58,988
-------- --------
INVESTING ACTIVITIES
Construction expenditures (47,471) (44,733)
Allowance for equity funds used during construction 1,428 1,339
Nuclear fuel purchases - (30,451)
Proceeds from sale/leaseback of nuclear fuel - 30,451
Decommissioning trust contributions and realized
change in trust assets (1,187) (2,823)
Changes in other temporary investments - net - 38,397
-------- --------
Net cash flow used in investing activities (47,230) (7,820)
-------- --------
FINANCING ACTIVITIES
Proceeds from the issuance of long-term debt - 94,742
Retirement of long-term debt (100,000) (170,000)
Changes in short-term borrowings 25,000 (667)
Dividends paid:
Common stock (3,600) (5,600)
Preferred stock (1,944) (1,944)
-------- --------
Net cash flow used in financing activities (80,544) (83,469)
-------- --------
Net decrease in cash and cash equivalents (64,949) (32,301)
Cash and cash equivalents at beginning of period 95,513 103,466
-------- --------
Cash and cash equivalents at end of period $30,564 $71,165
======== ========
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
Cash paid/(received) during the period for:
Interest - net of amount capitalized $23,050 $30,236
Income taxes ($17,800) ($3,873)
Noncash investing and financing activities:
Change in unrealized depreciation of
decommissioning trust assets ($12,155) ($6,138)
Long-term debt refunded with proceeds from
long-term debt issued in prior period - ($47,000)
See Notes to Respective Financial Statements.
ENTERGY ARKANSAS, INC.
BALANCE SHEETS
ASSETS
March 31, 2003 and December 31, 2002
(Unaudited)
2003 2002
(In Thousands)
CURRENT ASSETS
Cash and cash equivalents:
Cash $29,184 $28,174
Temporary cash investments - at cost,
which approximates market 1,380 67,339
---------- ----------
Total cash and cash equivalents 30,564 95,513
---------- ----------
Accounts receivable:
Customer 66,735 67,674
Allowance for doubtful accounts (9,391) (8,031)
Associated companies 34,230 32,352
Other 23,357 16,619
Accrued unbilled revenues 56,026 67,838
---------- ----------
Total accounts receivable 170,957 176,452
---------- ----------
Accumulated deferred income taxes 3,818 5,061
Fuel inventory - at average cost 14,523 10,881
Materials and supplies - at average cost 82,612 78,533
Deferred nuclear refueling outage costs 19,675 25,858
Prepayments and other 8,443 8,335
---------- ----------
TOTAL 330,592 400,633
---------- ----------
OTHER PROPERTY AND INVESTMENTS
Investment in affiliates - at equity 11,215 11,215
Decommissioning trust funds 323,663 334,631
Non-utility property - at cost (less accumulated depreciation) 1,459 1,460
Other 2,976 2,976
---------- ----------
TOTAL 339,313 350,282
---------- ----------
UTILITY PLANT
Electric 5,790,649 5,644,477
Property under capital lease 29,647 30,354
Construction work in progress 137,332 132,792
Nuclear fuel under capital lease 75,235 88,101
Nuclear fuel 9,450 10,543
---------- ----------
TOTAL UTILITY PLANT 6,042,313 5,906,267
Less - accumulated depreciation and amortization 2,506,677 2,722,342
---------- ----------
UTILITY PLANT - NET 3,535,636 3,183,925
---------- ----------
DEFERRED DEBITS AND OTHER ASSETS
Regulatory assets:
SFAS 109 regulatory asset - net 122,736 111,748
Unamortized loss on reacquired debt 38,973 39,792
Other regulatory assets 311,384 130,689
Other 41,244 39,899
---------- ----------
TOTAL 514,337 322,128
---------- ----------
TOTAL ASSETS $4,719,878 $4,256,968
========== ==========
See Notes to Respective Financial Statements.
ENTERGY ARKANSAS, INC.
BALANCE SHEETS
LIABILITIES AND SHAREHOLDERS' EQUITY
March 31, 2003 and December 31, 2002
(Unaudited)
2003 2002
(In Thousands)
CURRENT LIABILITIES
Currently maturing long-term debt $155,000 $255,000
Notes payable 25,000 -
Accounts payable:
Associated companies 24,425 37,833
Other 77,928 121,148
Customer deposits 35,143 35,886
Taxes accrued 58,302 16,262
Interest accrued 26,531 27,772
Deferred fuel costs 38,951 42,603
Obligations under capital leases 58,843 58,745
System Energy refund 3,551 3,764
Other 14,386 17,734
---------- ----------
TOTAL 518,060 616,747
---------- ----------
DEFERRED CREDITS AND OTHER LIABILITIES
Accumulated deferred income taxes and taxes accrued 832,498 821,829
Accumulated deferred investment tax credits 76,993 78,231
Obligations under capital leases 46,038 59,711
Decommissioning 540,630 -
Accumulated provisions 27,328 31,463
Other 124,932 117,847
---------- ----------
TOTAL 1,648,419 1,109,081
---------- ----------
Long-term debt 1,125,658 1,125,000
Company-obligated mandatorily redeemable
preferred securities of subsidiary trust holding
solely junior subordinated deferrable debentures 60,000 60,000
SHAREHOLDERS' EQUITY
Preferred stock without sinking fund 116,350 116,350
Common stock, $0.01 par value, authorized 325,000,000
shares; issued and outstanding 46,980,196 shares in 2003
and 2002 470 470
Paid-in capital 591,127 591,127
Retained earnings 659,794 638,193
---------- ----------
TOTAL 1,367,741 1,346,140
---------- ----------
Commitments and Contingencies
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY $4,719,878 $4,256,968
========== ==========
See Notes to Respective Financial Statements.
ENTERGY ARKANSAS, INC.
SELECTED OPERATING RESULTS
For the Three Months Ended March 31, 2003 and 2002
(Unaudited)
Increase/
Description 2003 2002 (Decrease) %
(In Millions)
Electric Operating Revenues:
Residential $ 130.8 $ 137.2 ($6.4) (5)
Commercial 65.1 72.1 (7.0) (10)
Industrial 68.4 81.7 (13.3) (16)
Governmental 3.5 4.0 (0.5) (13)
---------------------------
Total retail 267.8 295.0 (27.2) (9)
Sales for resale
Associated companies 50.3 41.7 8.6 21
Non-associated companies 46.4 34.8 11.6 33
Other (1.8) 6.3 (8.1) (129)
---------------------------
Total $ 362.7 $ 377.8 ($15.1) (4)
===========================
Billed Electric Energy
Sales (GWh):
Residential 1,938 1,721 217 13
Commercial 1,212 1,131 81 7
Industrial 1,611 1,606 5 -
Governmental 63 62 1 2
---------------------------
Total retail 4,824 4,520 304 7
Sales for resale
Associated companies 1,607 2,082 (475) (23)
Non-associated companies 1,418 1,014 404 40
---------------------------
Total 7,849 7,616 233 3
===========================

ENTERGY GULF STATES, INC.

MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS

Results of Operations

Net income in 2003 decreased by $16.2 million compared to the first quarter of 2002 primarily as a result of a one-time $21.3 million net-of-tax cumulative effect of accounting change due to the implementation of SFAS 143 as discussed below in "Critical Accounting Estimates." The decrease was partially offset by a decrease in the effective tax rate.

Operating Income

Operating income increased slightly in the first quarter of 2003 compared to the first quarter of 2002 primarily due to:

an increase in unbilled revenue of $7.8 million, primarily due to an increase in the price applied to unbilled sales;
more favorable retail sales volume of $10.2 million in the residential, commercial, and industrial sectors; and
a decrease in other operation and maintenance expenses of $2.5 million primarily due to lower outage costs at certain fossil plants.

The increase in operating income was partially offset by:

a decrease in retail sales revenue of $8.6 million due to an LPSC-ordered rate decrease and refund; and
decreased net wholesale revenue of $2.4 million.

Income Taxes

The effective income tax rates for the first quarters of 2003 and 2002 were 9.1%, and 38.5%, respectively. The difference in the effective income tax rate in 2003 versus the federal statutory rate of 35% is primarily due to the cumulative effect of accounting change and the effect of flow-through book and tax timing differences. The difference in the effective income tax rate in 2002 versus the federal statutory rate of 35% is primarily due to state income taxes and book and tax timing differences related to depreciation.

Other Income Statement Variances

Operating revenues increased $120.5 million primarily due to increased fuel cost recovery revenues, which are offset by increased fuel and purchased power expenses of $119.3 million due to higher fuel prices.

Liquidity and Capital Resources

Cash Flow

Cash flows for the three months ended March 31, 2003 and 2002 were as follows:

	2003	2002
	(In Thousands)

Cash and cash equivalents at beginning of period	$ 318,404	$ 123,728

Cash flow provided by (used in):
Operating activities	122,878	130,128
Investing activities	(105,402)	(23,590)
Financing activities	(303,860)	(165,445)
Net decrease in cash and cash equivalents	(286,384)	(58,907)

Cash and cash equivalents at end of period	$ 32,020	$ 64,821

Operating Activities

Cash flow from operations decreased $7.3 million in the first quarter of 2003 compared to the first quarter of 2002 primarily due to the timing of fuel and tax payments and accruals, offset by money pool activity. Also impacting cash flow from operations was the decreased collection of deferred fuel in the first quarter of 2003 due to collections in 2002 of high balances. Money pool activity increased operating cash flow by $123.9 million due to Entergy Gulf States being in a borrowing position in the money pool in 2003 compared to a lending position in 2002.

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

March 31, 2003	December 31, 2002	March 31, 2002	December 31, 2001
(In Thousands)
($105,791)	$18,131	$17,418	$27,665

The significant increase in fuel payments and the resulting increase in deferred fuel costs were the primary reasons for the significant money pool borrowing activity by Entergy Gulf States in the first quarter 2003. Management expects that the deferred fuel costs will be recovered through regulatory recovery mechanisms. See Note 4 to the domestic utility companies and System Energy financial statements in the Form 10-K for a description of the money pool.

Investing Activities

Net cash used in investing activities increased $81.8 million in the first quarter of 2003 compared to the first quarter of 2002 due to the maturity of $44.6 million of other temporary investments in the first quarter of 2002. The increase was also due to the use of $42.1 million in other regulatory investments, which are deferred fuel costs expected to be collected over a period greater than twelve months. See Note 1 to the domestic utility companies and System Energy financial statements in the Form 10-K for further discussion of the accounting for fuel costs.

Financing Activities

Net cash used in financing activities increased $138.4 million in the first quarter of 2003 compared to the first quarter of 2002 primarily due to the retirement of long-term debt.

In March 2003, Entergy Gulf States retired, at maturity, $33 million of 6.75% Series First Mortgage Bonds and redeemed, prior to maturity, $260 million Floating Rate Series First Mortgage Bonds due June 2003 using proceeds from the issuances in November 2002 of $200 million of 5.2% Series First Mortgage Bonds and $140 million of 6% Series First Mortgage Bonds. In January 2002, Entergy Gulf States retired, at maturity, $148 million of 8.21% Series First Mortgage Bonds due January 2002.

Uses and Sources of Capital

See "Management's Discussion and Analysis - Liquidity and Capital Resources" in the Form 10-K for a discussion of Entergy Gulf States' uses and sources of capital.

Significant Factors and Known Trends

See "Management's Discussion and Analysis - Significant Factors and Known Trends" in the Form 10-K for a discussion of transition to retail competition, state and local regulatory risks, System Agreement proceedings, industrial, commercial, and wholesale customers, market and credit risks, nuclear matters, environmental risks, and litigation risks. Following are updates to the information provided in the Form 10-K.

Rate Proceedings

See Note 2 to the domestic utility companies and System Energy's financial statements in the Form 10-K for a discussion of Entergy Gulf States' ninth and last required post-merger analysis filed with the LPSC in May 2002. In April 2003 the LPSC staff filed testimony in which it recommends that the LPSC require a rate refund of $30.3 million and a prospective rate reduction of $75.9 million. Hearings are scheduled for October 2003.

Transition to Retail Competition

See "Management's Discussion and Analysis - Significant Factors and Known Trends" in the Form 10-K for a discussion of the status of retail open access in Entergy Gulf States' Texas service territory, and the proposal that Entergy Gulf States filed for an interim solution (retail open access without a FERC-approved RTO). The PUCT considered the proposal at a March 21, 2003 hearing, and issued an order on April 28, 2003. The order set forth a sequence of proceedings and activities designed to initiate an interim solution in the first half of 2004. These proceedings and activities include ruling on market protocols (a hearing on which was conducted before the PUCT on May 1, 2003); initiating a proceeding to certify an independent organization; resuming business separation proceedings; re-invigorating the pilot project; and initiating a market-readiness proceeding.

Critical Accounting Estimates

See "Management's Discussion and Analysis - Critical Accounting Estimates" in the Form 10-K for a discussion of the estimates and judgments necessary in Entergy Gulf States' accounting for nuclear decommissioning costs, pension and other postretirement costs, and the application of SFAS 71. Following is an update to the information provided in the Form 10-K.

SFAS 143

As discussed in the Form 10-K, Entergy Gulf States implemented SFAS 143, "Accounting for Asset Retirement Obligations," effective January 1, 2003. The net effect of implementing this standard for the portion of River Bend subject to cost-based ratemaking was recorded as a regulatory asset, with no resulting impact on Entergy Gulf States' net income. Assets and liabilities increased in 2003 for this portion of Entergy Gulf States' business as a result of increasing the asset retirement obligation by $129 million to its fair value as determined under SFAS 143, reducing accumulated depreciation by $63 million, and recording the related regulatory asset of $32 million. The net effect of implementing SFAS 143 for the portion of River Bend not subject to cost-based ratemaking resulted in an earnings decrease of $21 million net-of-tax as a result of a one-time cumulative effect of accounting change. SFAS 143 is not expected to have a material effect on Entergy Gulf States' earni ngs on an ongoing basis.

ENTERGY GULF STATES, INC.
INCOME STATEMENTS
For the Three Months Ended March 31, 2003 and 2002
(Unaudited)
2003 2002
(In Thousands)
OPERATING REVENUES
Domestic electric $556,238 $447,251
Natural gas 28,116 16,653
-------- --------
TOTAL 584,354 463,904
-------- --------
OPERATING EXPENSES
Operation and Maintenance:
Fuel, fuel-related expenses, and
gas purchased for resale 139,700 139,854
Purchased power 185,313 65,829
Nuclear refueling outage expenses 3,056 3,056
Other operation and maintenance 95,077 97,575
Decommissioning 5,135 1,573
Taxes other than income taxes 28,586 30,638
Depreciation and amortization 50,116 50,293
Other regulatory charges - net 1,678 600
-------- --------
TOTAL 508,661 389,418
-------- --------
OPERATING INCOME 75,693 74,486
-------- --------
OTHER INCOME
Allowance for equity funds used during construction 3,010 2,225
Gain on sale of assets 302 663
Interest and dividend income 4,340 2,321
Miscellaneous - net (845) (1,095)
-------- --------
TOTAL 6,807 4,114
-------- --------
INTEREST AND OTHER CHARGES
Interest on long-term debt 34,619 31,847
Other interest - net 1,612 1,597
Distributions on preferred securities of subsidiary 1,859 1,859
Allowance for borrowed funds used during construction (2,604) (2,258)
-------- --------
TOTAL 35,486 33,045
-------- --------
INCOME BEFORE INCOME TAXES AND
CUMULATIVE EFFECT OF ACCOUNTING CHANGE 47,014 45,555
Income taxes 13,889 17,517
-------- --------
INCOME BEFORE CUMULATIVE EFFECT
OF ACCOUNTING CHANGE 33,125 28,038
CUMULATIVE EFFECT OF ACCOUNTING
CHANGE (net of income taxes of $12,713) (21,333) -
-------- --------
NET INCOME 11,792 28,038
Preferred dividend requirements and other 1,210 1,234
-------- --------
EARNINGS APPLICABLE TO
COMMON STOCK $10,582 $26,804
======== ========
See Notes to Respective Financial Statements.
ENTERGY GULF STATES, INC.
STATEMENTS OF CASH FLOWS
For the Three Months Ended March 31, 2003 and 2002
(Unaudited)
2003 2002
(In Thousands)
OPERATING ACTIVITIES
Net income $11,792 $28,038
Noncash items included in net income:
Reserve for regulatory adjustments (14,340) 2,517
Other regulatory charges - net 1,678 600
Depreciation, amortization, and decommissioning 55,251 51,866
Deferred income taxes and investment tax credits 37,064 (21,724)
Allowance for equity funds used during construction (3,010) (2,225)
Cumulative effect of an accounting change 21,333 -
Gain on sale of assets (302) (663)
Changes in working capital:
Receivables (21,156) 37,958
Fuel inventory 1,747 (1,872)
Accounts payable 53,907 (33,225)
Taxes accrued (24,996) 31,828
Interest accrued 11,363 963
Deferred fuel costs (26,727) 13,781
Other working capital accounts 17,955 14,295
Provision for estimated losses and reserves 315 (1,629)
Changes in other regulatory assets (7,722) 3,562
Other 8,726 6,058
-------- --------
Net cash flow provided by operating activities 122,878 130,128
-------- --------
INVESTING ACTIVITIES
Construction expenditures (57,467) (68,038)
Allowance for equity funds used during construction 3,010 2,225
Nuclear fuel purchases (24,979) (21,733)
Proceeds from sale/leaseback of nuclear fuel 19,211 21,923
Decommissioning trust contributions and realized
change in trust assets (3,050) (2,610)
Changes in other temporary investments - net - 44,643
Other regulatory investments (42,127) -
-------- --------
Net cash flow used in investing activities (105,402) (23,590)
-------- --------
FINANCING ACTIVITIES
Retirement of long-term debt (293,000) (148,000)
Redemption of preferred stock (2,250) (1,403)
Dividends paid:
Common stock (7,400) (14,800)
Preferred stock (1,210) (1,242)
-------- --------
Net cash flow used in financing activities (303,860) (165,445)
-------- --------
Net decrease in cash and cash equivalents (286,384) (58,907)
Cash and cash equivalents at beginning of period 318,404 123,728
-------- --------
Cash and cash equivalents at end of period $32,020 $64,821
======== ========
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
Cash paid during the period for:
Interest - net of amount capitalized $25,294 $33,001
Noncash investing and financing activities:
Change in unrealized depreciation of
decommissioning trust assets ($6,188) ($1,556)
See Notes to Respective Financial Statements.
ENTERGY GULF STATES, INC.
BALANCE SHEETS
ASSETS
March 31, 2003 and December 31, 2002
(Unaudited)
2003 2002
(In Thousands)
CURRENT ASSETS
Cash and cash equivalents:
Cash $28,118 $25,591
Temporary cash investments - at cost,
which approximates market 3,902 292,813
---------- ----------
Total cash and cash equivalents 32,020 318,404
---------- ----------
Accounts receivable:
Customer 93,053 81,879
Allowance for doubtful accounts (5,823) (5,893)
Associated companies 8,413 21,356
Other 54,675 40,156
Accrued unbilled revenues 103,713 95,377
---------- ----------
Total accounts receivable 254,031 232,875
---------- ----------
Deferred fuel costs 169,418 100,564
Accumulated deferred income taxes - 1,681
Fuel inventory - at average cost 47,647 49,394
Materials and supplies - at average cost 100,518 99,190
Prepayments and other 25,841 47,206
---------- ----------
TOTAL 629,475 849,314
---------- ----------
OTHER PROPERTY AND INVESTMENTS
Decommissioning trust funds 237,597 240,735
Non-utility property - at cost (less accumulated depreciation) 193,194 192,975
Other 19,044 18,108
---------- ----------
TOTAL 449,835 451,818
---------- ----------
UTILITY PLANT
Electric 7,935,173 7,895,009
Property under capital lease 18,323 19,795
Natural gas 61,808 60,810
Construction work in progress 306,628 306,209
Nuclear fuel under capital lease 74,945 41,447
---------- ----------
TOTAL UTILITY PLANT 8,396,877 8,323,270
Less - accumulated depreciation and amortization 3,852,212 3,885,559
---------- ----------
UTILITY PLANT - NET 4,544,665 4,437,711
---------- ----------
DEFERRED DEBITS AND OTHER ASSETS
Regulatory assets:
SFAS 109 regulatory asset - net 458,234 452,887
Unamortized loss on reacquired debt 30,507 31,186
Other regulatory assets 261,659 226,555
Long-term receivables 22,280 23,192
Other 34,204 35,194
---------- ----------
TOTAL 806,884 769,014
---------- ----------
TOTAL ASSETS $6,430,859 $6,507,857
========== ==========
See Notes to Respective Financial Statements.
ENTERGY GULF STATES, INC.
BALANCE SHEETS
LIABILITIES AND SHAREHOLDERS' EQUITY
March 31, 2003 and December 31, 2002
(Unaudited)
2003 2002
(In Thousands)
CURRENT LIABILITIES
Currently maturing long-term debt $ - $293,000
Accounts payable:
Associated companies 167,272 51,383
Other 143,814 205,796
Customer deposits 50,268 48,061
Taxes accrued 10,918 35,914
Accumulated deferred income taxes 28,442 -
Nuclear refueling outage costs 9,754 14,244
Interest accrued 50,233 38,870
Obligations under capital leases 36,290 36,157
Other 15,642 15,441
---------- ----------
TOTAL 512,633 738,866
---------- ----------
DEFERRED CREDITS AND OTHER LIABILITIES
Accumulated deferred income taxes and taxes accrued 1,308,489 1,310,028
Accumulated deferred investment tax credits 154,900 156,401
Obligations under capital leases 56,978 25,085
Other regulatory liabilities 4,409 5,557
Decommissioning 283,380 148,728
Transition to competition 79,098 79,098
Regulatory reserves 30,398 44,738
Accumulated provisions 65,604 65,289
Other 94,433 93,396
---------- ----------
TOTAL 2,077,689 1,928,320
---------- ----------
Long-term debt 1,959,413 1,959,288
Preferred stock with sinking fund 22,077 24,327
Company-obligated mandatorily redeemable
preferred securities of subsidiary trust holding
solely junior subordinated deferrable debentures 85,000 85,000
SHAREHOLDERS' EQUITY
Preferred stock without sinking fund 47,327 47,327
Common stock, no par value, authorized 200,000,000
shares; issued and outstanding 100 shares in 2003 and 2002 114,055 114,055
Paid-in capital 1,157,459 1,157,459
Retained earnings 453,111 449,929
Accumulated other comprehensive income 2,095 3,286
---------- ----------
TOTAL 1,774,047 1,772,056
---------- ----------
Commitments and Contingencies
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY $6,430,859 $6,507,857
========== ==========
See Notes to Respective Financial Statements.
ENTERGY GULF STATES, INC.
STATEMENTS OF RETAINED EARNINGS AND COMPREHENSIVE INCOME
For the Three Months Ended March 31, 2003 and 2002
(Unaudited)
Three Months Ended
2003 2002
(In Thousands)
RETAINED EARNINGS
Retained Earnings - Beginning of period $449,929 $371,939
Add - Earnings applicable to common stock 10,582 $10,582 26,804 $26,804
Deduct:
Dividends declared on common stock 7,400 14,800
Capital stock and other expenses - 58
-------- --------
Total 7,400 14,858
-------- --------
Retained Earnings - End of period $453,111 $383,885
======== ========
ACCUMULATED OTHER COMPREHENSIVE
INCOME (Net of Taxes):
Balance at beginning of period:
Accumulated derivative instrument fair value changes $3,286 $ -
Net derivative instrument fair value changes
arising during the period (1,191) (1,191) - -
-------- ------ -------- -------
Balance at end of period:
Accumulated derivative instrument fair value changes $2,095 $ -
======== ------ ======== -------
Comprehensive Income $9,391 $26,804
====== =======
See Notes to Respective Financial Statements.
ENTERGY GULF STATES, INC.
SELECTED OPERATING RESULTS
For the Three Months Ended March 31, 2003 and 2002
(Unaudited)
Increase/
Description 2003 2002 (Decrease) %
(In Millions)
Electric Operating Revenues:
Residential $ 161.1 $ 144.8 $ 16.3 11
Commercial 120.9 108.9 12.0 11
Industrial 172.8 144.0 28.8 20
Governmental 8.9 7.7 1.2 16
---------------------------
Total retail 463.7 405.4 58.3 14
Sales for resale
Associated companies 11.3 4.5 6.8 151
Non-associated companies 41.7 27.8 13.9 50
Other 39.5 9.6 29.9 311
---------------------------
Total $ 556.2 $ 447.3 $ 108.9 24
===========================
Billed Electric Energy
Sales (GWh):
Residential 2,223 2,102 121 6
Commercial 1,841 1,776 65 4
Industrial 3,658 3,644 14 -
Governmental 122 111 11 10
---------------------------
Total retail 7,844 7,633 211 3
Sales for resale
Associated companies 170 104 66 63
Non-associated companies 974 1,057 (83) (8)
---------------------------
Total 8,988 8,794 194 2
===========================

ENTERGY LOUISIANA, INC.

MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS

Results of Operations

Operating Income

Operating income increased by $13.5 million compared to 2002 primarily due to an increase of $11.3 in the price applied to unbilled sales.

Other Impacts on Earnings

Other income and interest charges increased earnings by $7.1 million compared to 2002 primarily due to:

an increase in interest income of $2.9 million primarily due to interest earned on money pool investments as a result of Entergy Louisiana being a lender to the money pool in the first quarter of 2003 compared to a borrower in the first quarter of 2002; and
a decrease in interest on long-term debt of $2.7 million due to the refinancing and net redemption of $140 million of First Mortgage Bonds in 2002.

Income Taxes

The effective income tax rates for the first quarters of 2003 and 2002 were 38.2% and 41.4%, respectively. The differences in the effective income tax rates in 2003 and 2002 versus the federal statutory rate of 35.0% are primarily due to state income taxes and book and tax timing differences related to depreciation.

Other Income Statement Variances

Operating revenues increased $92.4 million primarily due to an increase in fuel recovery revenues due to higher fuel rates. Fuel and purchased power expenses increased $79.3 million primarily due to increases in the market prices of natural gas and purchased power.

Liquidity and Capital Resources

Cash Flow

Cash flows for the three months ended March 31, 2003 and 2002 were as follows:

	2003	2002
	(In Thousands)

Cash and cash equivalents at beginning of period	$ 311,800	$ 42,408

Cash flow provided by (used in):
Operating activities	(126,060)	101,603
Investing activities	(41,878)	(42,442)
Financing activities	(47,784)	(88,171)
Net decrease in cash and cash equivalents	(215,722)	(29,010)

Cash and cash equivalents at end of period	$ 96,078	$ 13,398

Operating Activities

Cash flow from operations decreased $227.7 million in the first quarter of 2003 compared to the first quarter of 2002 primarily due to money pool activity. Entergy Louisiana's receivables from or (payables) to the money pool were as follows:

March 31, 2003	December 31, 2002	March 31, 2002	December 31, 2001
(In Thousands)
$201,679	$18,854	($40,176)	$3,812

Money pool activity decreased Entergy Louisiana's operating cash flows by $182.8 million in the first quarter of 2003. In the first quarter of 2002, money pool activity increased Entergy Louisiana's operating cash flows by $44.0 million. See Note 4 to the domestic utility companies and System Energy financial statements in the Form 10-K for a description of the money pool.

Financing Activities

The decrease of $40.4 million in net cash used by financing activities for the first quarter of 2003 compared to the first quarter of 2002 was primarily due to the net retirement of $50.5 million more of long-term debt in the first quarter of 2002 than in 2003, partially offset by an increase in common stock dividends paid of $10.1 million.

Uses and Sources of Capital

See "Management's Discussion and Analysis - Liquidity and Capital Resources" in the Form 10-K for a discussion of Entergy Louisiana's uses and sources of capital. The following is an update to the Form 10-K.

As discussed in the Form 10-K, Entergy Louisiana has a 364-day credit facility in the amount of $15 million that expires on May 31, 2003. It is expected that this facility will be renewed prior to expiration.

Significant Factors and Known Trends

See "Management's Discussion and Analysis - Significant Factors and Known Trends" in the Form 10-K for a discussion of utility restructuring, state rate regulation, System Agreement proceedings, industrial and commercial customers, market and credit risks, nuclear matters, environmental risks, and litigation risks.

Critical Accounting Estimates

See "Management's 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 and pension and other retirement costs.

SFAS 143

As discussed in the Form 10-K, Entergy Louisiana implemented SFAS 143, "Accounting for Asset Retirement Obligations," effective January 1, 2003. The net effect of implementing this standard for Entergy Louisiana was recorded as a regulatory asset, with no resulting impact on Entergy Louisiana's net income. Assets and liabilities increased by approximately $305 million in 2003 as a result of recording the asset retirement obligation at its fair value of $305 million as determined under SFAS 143, increasing total utility plant by $99 million, reducing accumulated depreciation by $82 million, and recording the related regulatory asset of $124 million.

ENTERGY LOUISIANA, INC.
INCOME STATEMENTS
For the Three Months Ended March 31, 2003 and 2002
(Unaudited)
2003 2002
(In Thousands)
OPERATING REVENUES
Domestic electric $462,361 $369,963
-------- --------
OPERATING EXPENSES
Operation and Maintenance:
Fuel, fuel-related expenses, and
gas purchased for resale 70,308 62,980
Purchased power 151,687 79,763
Nuclear refueling outage expenses 2,745 3,050
Other operation and maintenance 74,968 78,466
Decommissioning 5,142 2,606
Taxes other than income taxes 16,724 18,433
Depreciation and amortization 47,832 45,462
Other regulatory charges - net 3,593 3,315
-------- --------
TOTAL 372,999 294,075
-------- --------
OPERATING INCOME 89,362 75,888
-------- --------
OTHER INCOME
Allowance for equity funds used during construction 1,535 1,068
Interest and dividend income 3,142 235
Miscellaneous - net (1,132) (879)
-------- --------
TOTAL 3,545 424
-------- --------
INTEREST AND OTHER CHARGES
Interest on long-term debt 20,707 23,441
Other interest - net 829 1,839
Distributions on preferred securities of subsidiary 1,575 1,575
Allowance for borrowed funds used during construction (1,112) (861)
-------- --------
TOTAL 21,999 25,994
-------- --------
INCOME BEFORE INCOME TAXES 70,908 50,318
Income taxes 27,101 20,824
-------- --------
NET INCOME 43,807 29,494
Preferred dividend requirements and other 1,678 1,678
-------- --------
EARNINGS APPLICABLE TO
COMMON STOCK $42,129 $27,816
======== ========
See Notes to Respective Financial Statements.
ENTERGY LOUISIANA, INC.
STATEMENTS OF CASH FLOWS
For the Three Months Ended March 31, 2003 and 2002
(Unaudited)
2003 2002
(In Thousands)
OPERATING ACTIVITIES
Net income $43,807 $29,494
Noncash items included in net income:
Other regulatory charges - net 3,593 3,315
Depreciation, amortization, and decommissioning 52,974 48,068
Deferred income taxes and investment tax credits 22,474 5,682
Allowance for equity funds used during construction (1,535) (1,068)
Changes in working capital:
Receivables (162,170) 10,151
Accounts payable (27,969) 14,999
Taxes accrued 20,214 26,918
Interest accrued (4,153) (11,121)
Deferred fuel costs (77,511) (28,606)
Other working capital accounts (8,370) 2,549
Provision for estimated losses and reserves 2,369 755
Changes in other regulatory assets 22,819 7,705
Other (12,602) (7,238)
-------- --------
Net cash flow provided by (used in) operating activities (126,060) 101,603
-------- --------
INVESTING ACTIVITIES
Construction expenditures (39,122) (44,156)
Allowance for equity funds used during construction 1,535 1,068
Nuclear fuel purchases - (39,762)
Proceeds from sale/leaseback of nuclear fuel - 39,762
Decommissioning trust contributions and realized
change in trust assets (4,291) (5,506)
Changes in other temporary investments - net - 6,152
-------- --------
Net cash flow used in investing activities (41,878) (42,442)
-------- --------
FINANCING ACTIVITIES
Proceeds from the issuance of long-term debt - 145,275
Retirement of long-term debt (33,206) (228,968)
Dividends paid:
Common stock (12,900) (2,800)
Preferred stock (1,678) (1,678)
-------- --------
Net cash flow used in financing activities (47,784) (88,171)
-------- --------
Net decrease in cash and cash equivalents (215,722) (29,010)
Cash and cash equivalents at beginning of period 311,800 42,408
-------- --------
Cash and cash equivalents at end of period $96,078 $13,398
======== ========
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
Cash paid during the period for:
Interest - net of amount capitalized $26,489 $36,460
Noncash investing and financing activities:
Change in unrealized depreciation of
decommissioning trust assets ($4,178) ($1,457)
See Notes to Respective Financial Statements.
ENTERGY LOUISIANA, INC.
BALANCE SHEETS
ASSETS
March 31, 2003 and December 31, 2002
(Unaudited)
2003 2002
(In Thousands)
CURRENT ASSETS
Cash and cash equivalents:
Cash $8,543 $15,130
Temporary cash investments - at cost,
which approximates market 87,535 296,670
---------- ----------
Total cash and cash equivalents 96,078 311,800
---------- ----------
Accounts receivable:
Customer 86,392 95,009
Allowance for doubtful accounts (4,145) (4,090)
Associated companies 208,406 30,722
Other 10,369 17,949
Accrued unbilled revenues 105,208 104,470
---------- ----------
Total accounts receivable 406,230 244,060
---------- ----------
Deferred fuel costs 51,909 -
Accumulated deferred income taxes - 4,400
Materials and supplies - at average cost 77,781 78,327
Deferred nuclear refueling outage costs 7,275 10,017
Prepayments and other 107,735 117,720
---------- ----------
TOTAL 747,008 766,324
---------- ----------
OTHER PROPERTY AND INVESTMENTS
Investment in affiliates - at equity 14,230 14,230
Decommissioning trust funds 125,166 125,054
Non-utility property - at cost (less accumulated depreciation) 21,443 21,489
---------- ----------
TOTAL 160,839 160,773
---------- ----------
UTILITY PLANT
Electric 5,683,016 5,557,776
Property under capital lease 249,328 241,071
Construction work in progress 149,749 147,122
Nuclear fuel under capital lease 43,075 50,893
---------- ----------
TOTAL UTILITY PLANT 6,125,168 5,996,862
Less - accumulated depreciation and amortization 2,609,855 2,651,336
---------- ----------
UTILITY PLANT - NET 3,515,313 3,345,526
---------- ----------
DEFERRED DEBITS AND OTHER ASSETS
Regulatory assets:
SFAS 109 regulatory asset - net 158,209 157,642
Unamortized loss on reacquired debt 25,369 25,846
Other regulatory assets 221,549 119,359
Long-term receivables 1,511 1,511
Other 26,382 26,007
---------- ----------
TOTAL 433,020 330,365
---------- ----------
TOTAL ASSETS $4,856,180 $4,602,988
========== ==========
See Notes to Respective Financial Statements.
ENTERGY LOUISIANA, INC.
BALANCE SHEETS
LIABILITIES AND SHAREHOLDERS' EQUITY
March 31, 2003 and December 31, 2002
(Unaudited)
2003 2002
(In Thousands)
CURRENT LIABILITIES
Currently maturing long-term debt $277,968 $296,366
Accounts payable:
Associated companies 33,132 54,622
Other 112,937 119,416
Customer deposits 64,383 63,255
Accumulated deferred income taxes 22,057 -
Interest accrued 26,400 30,553
Deferred fuel costs - 25,602
Obligations under capital leases 33,927 33,927
Other 6,384 8,941
---------- ----------
TOTAL 577,188 632,682
---------- ----------
DEFERRED CREDITS AND OTHER LIABILITIES
Accumulated deferred income taxes and taxes accrued 1,691,953 1,695,570
Accumulated deferred investment tax credits 105,218 106,539
Obligations under capital leases 9,148 16,966
Other regulatory liabilities 5,210 6,601
Decommissioning 309,871 -
Accumulated provisions 76,709 74,340
Other 91,625 95,504
---------- ----------
TOTAL 2,289,734 1,995,520
---------- ----------
Long-term debt 815,431 830,188
Company-obligated mandatorily redeemable
preferred securities of subsidiary trust holding
solely junior subordinated deferrable debentures 70,000 70,000
SHAREHOLDERS' EQUITY
Preferred stock without sinking fund 100,500 100,500
Common stock, no par value, authorized 250,000,000
shares; issued 165,173,180 shares in 2003 and 2002 1,088,900 1,088,900
Capital stock expense and other (1,718) (1,718)
Retained earnings 36,145 6,916
Less - treasury stock, at cost (18,202,573 shares in 2003 and 2002) 120,000 120,000
---------- ----------
TOTAL 1,103,827 1,074,598
---------- ----------
Commitments and Contingencies
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY $4,856,180 $4,602,988
========== ==========
See Notes to Respective Financial Statements.
ENTERGY LOUISIANA, INC.
SELECTED OPERATING RESULTS
For the Three Months Ended March 31, 2003 and 2002
(Unaudited)
Increase/
Description 2003 2002 (Decrease) %
(In Millions)
Electric Operating Revenues:
Residential $ 151.0 $ 119.4 $ 31.6 26
Commercial 99.4 81.0 18.4 23
Industrial 164.0 129.5 34.5 27
Governmental 9.9 8.0 1.9 24
----------------------------
Total retail 424.3 337.9 86.4 26
Sales for resale
Associated companies 23.7 3.3 20.4 618
Non-associated companies 3.6 3.3 0.3 9
Other 10.8 25.4 (14.6) (57)
----------------------------
Total $ 462.4 $ 369.9 $ 92.5 25
============================
Billed Electric Energy
Sales (GWh):
Residential 2,015 1,922 93 5
Commercial 1,257 1,222 35 3
Industrial 3,290 3,578 (288) (8)
Governmental 130 128 2 2
----------------------------
Total retail 6,692 6,850 (158) (2)
Sales for resale
Associated companies 296 85 211 248
Non-associated companies 43 53 (10) (19)
----------------------------
Total 7,031 6,988 43 1
============================

ENTERGY MISSISSIPPI, INC.

MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS

Results of Operations

Operating Income

Operating income increased $13.2 million primarily due to:

increased revenue of $8.6 million due to the base rate increase effective January 2003. The rate increase is discussed in Note 2 to the domestic utility companies and System Energy financial statements in the Form 10-K;

sales growth of $4.4 million due to increased electricity usage of 176 GWh in the residential and commercial sectors; and
decreased other operation and maintenance expenses of $5.2 million primarily due to a decrease in plant maintenance costs due to outage costs at fossil plants in 2002.

Other Impacts on Earnings

Interest expense decreased earnings by $1.7 million primarily due to increased interest expense on long-term debt as a result of the net issuance of $110 million of long-term debt in 2002, partially offset by the net retirement of $80 million of long-term debt in the first quarter of 2003. Entergy Mississippi issued $75 million of 6.0% Series First Mortgage Bonds in October 2002 and $100 million of 7.25% Series First Mortgage Bonds in November 2002 and retired $65 million of 6.875% Series First Mortgage Bonds in June 2002. Entergy Mississippi issued $100 million of 5.15% Series First Mortgage Bonds in January 2003 and $100 million of 4.35% Series First Mortgage Bonds in March 2003 and retired $120 million of 7.75% Series First Mortgage Bonds, $65 million of 6.625% Series First Mortgage Bonds, $25 million of 8.25% Series First Mortgage Bonds, and $70 million of 6.25% Series First Mortgage Bonds in February 2003.

Income Taxes

The effective income tax rates for the first quarters of 2003 and 2002 were 33.8% and 32.8%, respectively.

Other Income Statement Variances

Operating revenues increased $35.7 million primarily due to the base rate increase and the increased electricity usage discussed above, as well as the following:

increased Grand Gulf rate rider revenue of $11.4 million due to a higher rate which became effective in October 2002; and
increased fuel cost recovery revenues of $7.7 million due to higher fuel factors resulting from increases in the market prices of natural gas and purchased power. This increase is offset by increased fuel and purchased power expenses of $9.0 million due to increases in the market prices of natural gas and purchased power.

Other regulatory charges increased $17.8 million primarily due to an over-recovery of Grand Gulf 1-related costs as a result of a higher rider implemented in October 2002.

Liquidity and Capital Resources

Cash Flow

Cash flows for the three months ended March 31, 2003 and 2002 were as follows:

	2003	2002
	(In Thousands)

Cash and cash equivalents at beginning of period	$ 147,721	$ 54,048

Cash flow provided by (used in):
Operating activities	(44,616)	4,316
Investing activities	(24,200)	(19,900)
Financing activities	(60,645)	(2,542)
Net decrease in cash and cash equivalents	(129,461)	(18,126)

Cash and cash equivalents at end of period	$ 18,260	$ 35,922

Operating Activities

Cash flow from operations decreased $49.0 million in the first quarter of 2003 compared to the first quarter of 2002 primarily due to the effect of higher fuel costs. Money pool activity also decreased operating cash flow due to Entergy Mississippi being in a greater lending position in the money pool in 2003 compared to 2002.

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

March 31, 2003	December 31, 2002	March 31, 2002	December 31, 2001
(In Thousands)
$20,038	$8,702	$10,939	$11,505

See Note 4 to the domestic utility companies and System Energy financial statements in the Form 10-K for a description of the money pool.

Investing Activities

Cash used in investing activities increased $4.3 million in the first quarter of 2003 compared to the first quarter of 2002 primarily due to other temporary cash investments of $18.6 million made in 2001 that provided cash in 2002 when they matured. The increase was offset by decreased construction expenditures of $14.5 million due to the completion of various fossil generation projects in 2002.

Financing Activities

Net cash flow used in financing activities increased $58.1 million in the first quarter of 2003 compared to the first quarter of 2002 primarily due to the net retirement of $81.5 million of first mortgage bonds in 2003, partially offset by $25 million drawn on Entergy Mississippi's credit facility as of March 31, 2003.

Uses and Sources of Capital

See "Management's Discussion and Analysis - Liquidity and Capital Resources" in the Form 10-K for a discussion of Entergy Mississippi's uses and sources of capital. The following is an update to the Form 10-K.

Entergy Mississippi has a 364-day credit facility that expires May 31, 2003 of which $25 million was drawn at March 31, 2003. It is expected that this facility will be renewed prior to expiration.

Significant Factors and Known Trends

Critical Accounting Estimates

See "Management's 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 pension and other retirement costs.

ENTERGY MISSISSIPPI, INC.
INCOME STATEMENTS
For the Three Months Ended March 31, 2003 and 2002
(Unaudited)
2003 2002
(In Thousands)
OPERATING REVENUES
Domestic electric $227,369 $191,690
-------- --------
OPERATING EXPENSES
Operation and Maintenance:
Fuel, fuel-related expenses, and
gas purchased for resale 31,953 50,568
Purchased power 102,948 75,336
Other operation and maintenance 35,712 40,900
Taxes other than income taxes 11,147 11,733
Depreciation and amortization 15,027 13,506
Other regulatory charges (credits) - net 486 (17,281)
-------- --------
TOTAL 197,273 174,762
-------- --------
OPERATING INCOME 30,096 16,928
-------- --------
OTHER INCOME
Allowance for equity funds used during construction 797 1,069
Interest and dividend income 360 1,042
Miscellaneous - net (937) (734)
-------- --------
TOTAL 220 1,377
-------- --------
INTEREST AND OTHER CHARGES
Interest on long-term debt 11,634 9,962
Other interest - net 803 621
Allowance for borrowed funds used during construction (729) (946)
-------- --------
TOTAL 11,708 9,637
-------- --------
INCOME BEFORE INCOME TAXES 18,608 8,668
Income taxes 6,292 2,839
-------- --------
NET INCOME 12,316 5,829
Preferred dividend requirements and other 842 842
-------- --------
EARNINGS APPLICABLE TO
COMMON STOCK $11,474 $4,987
======== ========
See Notes to Respective Financial Statements.
ENTERGY MISSISSIPPI, INC.
STATEMENTS OF CASH FLOWS
For the Three Months Ended March 31, 2003 and 2002
(Unaudited)
2003 2002
(In Thousands)
OPERATING ACTIVITIES
Net income $12,316 $5,829
Noncash items included in net income:
Other regulatory charges (credits) - net 486 (17,281)
Depreciation and amortization 15,027 13,506
Deferred income taxes and investment tax credits 10,736 (3,752)
Allowance for equity funds used during construction (797) (1,069)
Changes in working capital:
Receivables (3,396) 11,193
Fuel inventory 126 1,916
Accounts payable (29,955) (10,177)
Taxes accrued (20,908) (15,896)
Interest accrued (8,519) (822)
Deferred fuel costs (17,543) 14,548
Other working capital accounts (454) (4,666)
Provision for estimated losses and reserves (1,034) (524)
Changes in other regulatory assets (1,918) (12,599)
Other 1,217 24,110
-------- --------
Net cash flow provided by (used in) operating activities (44,616) 4,316
-------- --------
INVESTING ACTIVITIES
Construction expenditures (24,997) (39,535)
Allowance for equity funds used during construction 797 1,069
Changes in other temporary investments - net - 18,566
-------- --------
Net cash flow used in investing activities (24,200) (19,900)
-------- --------
FINANCING ACTIVITIES
Proceeds from the issuance of long-term debt 198,497 -
Retirement of long-term debt (280,000) -
Changes in short-term borrowings, net 25,000 -
Dividends paid:
Common stock (3,300) (1,700)
Preferred stock (842) (842)
-------- --------
Net cash flow used in financing activities (60,645) (2,542)
-------- --------
Net decrease in cash and cash equivalents (129,461) (18,126)
Cash and cash equivalents at beginning of period 147,721 54,048
-------- --------
Cash and cash equivalents at end of period $18,260 $35,922
======== ========
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
Cash paid during the period for:
Interest - net of amount capitalized $20,409 $10,806
See Notes to Respective Financial Statements.
ENTERGY MISSISSIPPI, INC.
BALANCE SHEETS
ASSETS
March 31, 2003 and December 31, 2002
(Unaudited)
2003 2002
(In Thousands)
CURRENT ASSETS
Cash and cash equivalents:
Cash $9,563 $10,782
Temporary cash investments - at cost,
which approximates market 8,697 136,939
---------- ----------
Total cash and cash equivalents 18,260 147,721
---------- ----------
Accounts receivable:
Customer 48,102 52,480
Allowance for doubtful accounts (1,689) (1,633)
Associated companies 23,150 11,978
Other 6,095 6,434
Accrued unbilled revenues 26,457 29,460
---------- ----------
Total accounts receivable 102,115 98,719
---------- ----------
Deferred fuel costs 55,720 38,177
Accumulated deferred income taxes 371 7,822
Fuel inventory - at average cost 5,526 5,652
Materials and supplies - at average cost 18,883 18,650
Prepayments and other 21,403 18,777
---------- ----------
TOTAL 222,278 335,518
---------- ----------
OTHER PROPERTY AND INVESTMENTS
Investment in affiliates - at equity 5,531 5,531
Non-utility property - at cost (less accumulated depreciation) 6,562 6,594
---------- ----------
TOTAL 12,093 12,125
---------- ----------
UTILITY PLANT
Electric 2,096,988 2,076,828
Property under capital lease 165 175
Construction work in progress 106,105 102,783
---------- ----------
TOTAL UTILITY PLANT 2,203,258 2,179,786
Less - accumulated depreciation and amortization 781,480 768,609
---------- ----------
UTILITY PLANT - NET 1,421,778 1,411,177
---------- ----------
DEFERRED DEBITS AND OTHER ASSETS
Regulatory assets:
SFAS 109 regulatory asset - net 18,700 18,250
Unamortized loss on reacquired debt 12,571 12,756
Other regulatory assets 25,136 23,668
Other 20,853 18,878
---------- ----------
TOTAL 77,260 73,552
---------- ----------
TOTAL ASSETS $1,733,409 $1,832,372
========== ==========
See Notes to Respective Financial Statements.
ENTERGY MISSISSIPPI, INC.
BALANCE SHEETS
LIABILITIES AND SHAREHOLDERS' EQUITY
March 31, 2003 and December 31, 2002
(Unaudited)
2003 2002
(In Thousands)
CURRENT LIABILITIES
Currently maturing long-term debt $ - $255,000
Notes payable 25,000 -
Accounts payable:
Associated companies 42,669 50,973
Other 17,049 38,700
Customer deposits 35,176 33,264
Taxes accrued - 20,908
Interest accrued 11,175 19,694
Obligations under capital leases 39 39
Other 2,563 2,070
---------- ----------
TOTAL 133,671 420,648
---------- ----------
DEFERRED CREDITS AND OTHER LIABILITIES
Accumulated deferred income taxes and taxes accrued 296,132 292,809
Accumulated deferred investment tax credits 16,146 16,497
Obligations under capital leases 126 136
Accumulated provisions 6,979 8,013
Other 54,599 51,670
---------- ----------
TOTAL 373,982 369,125
---------- ----------
Long-term debt 685,087 510,104
SHAREHOLDERS' EQUITY
Preferred stock without sinking fund 50,381 50,381
Common stock, no par value, authorized 15,000,000
shares; issued and outstanding 8,666,357 shares in
2003 and 2002 199,326 199,326
Capital stock expense and other (59) (59)
Retained earnings 291,021 282,847
---------- ----------
TOTAL 540,669 532,495
---------- ----------
Commitments and Contingencies
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY $1,733,409 $1,832,372
========== ==========
See Notes to Respective Financial Statements.
ENTERGY MISSISSIPPI, INC.
SELECTED OPERATING RESULTS
For the Three Months Ended March 31, 2003 and 2002
(Unaudited)
Increase/
Description 2003 2002 (Decrease) %
(In Millions)
Electric Operating Revenues:
Residential $ 89.3 $ 73.0 $ 16.3 22
Commercial 75.4 64.1 11.3 18
Industrial 40.1 36.2 3.9 11
Governmental 7.7 6.4 1.3 20
---------------------------
Total retail 212.5 179.7 32.8 18
Sales for resale
Associated companies 4.9 5.2 (0.3) (6)
Non-associated companies 4.6 3.4 1.2 35
Other 5.4 3.4 2.0 59
----------------------------
Total $ 227.4 $ 191.7 $ 35.7 19
============================
Billed Electric Energy
Sales (GWh):
Residential 1,253 1,126 127 11
Commercial 1,012 963 49 5
Industrial 672 672 0 0
Governmental 93 87 6 7
---------------------------
Total retail 3,030 2,848 182 6
Sales for resale
Associated companies 18 45 (27) (60)
Non-associated companies 70 47 23 49
---------------------------
Total 3,118 2,940 178 6
===========================

ENTERGY NEW ORLEANS, INC.

MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS

Results of Operations

Operating Loss

Entergy New Orleans' operating loss was slightly higher in the first quarter of 2003 compared to the first quarter of 2002. Although accruals for potential rate actions and refunds were lower by $7.2 million in the first quarter of 2003, the effect on operating loss was offset by the following:

a decrease of $3.8 million in revenue from unbilled sales primarily due to a decrease in the volume of unbilled sales; and
increased other operation and maintenance expenses of $1.5 million primarily due to an increase in plant maintenance expense due to higher outage costs at a fossil plant in 2003.

Income Taxes

The effective income tax rates for the first quarters of 2003 and 2002 were 34.9% and 33.8%, respectively.

Other Income Statement Variances

Operating revenues increased $38.0 million primarily due to increased fuel cost recovery revenues of $11.9 million and increased gas revenue of $22.4 million. Corresponding to the increase in fuel cost recovery revenues and gas revenue, fuel and purchased power expenses and gas purchased for resale increased $35.4 million. These increases were primarily due to an increase in the market price of natural gas and purchased power.

Liquidity and Capital Resources

Cash Flow

Cash flows for the three months ended March 31, 2003 and 2002 were as follows:

	2003	2002
	(In Thousands)

Cash and cash equivalents at beginning of period	$ 66,247	$ 38,184

Cash flow provided by (used in):
Operating activities	(46,776)	(22,890)
Investing activities	(12,410)	1,965
Financing activities	(241)	(241)
Net decrease in cash and cash equivalents	(59,427)	(21,166)

Cash and cash equivalents at end of period	$ 6,820	$ 17,018

Operating Activities

The increase in net cash used in operating activities in the first quarter of 2003 compared to the first quarter of 2002 was primarily due to higher fuel costs. The increase in net cash used was offset by the payment to customers of a portion of the System Energy refund in the first quarter of 2002.

Entergy New Orleans' receivables from the money pool were as follows:

March 31, 2003	December 31, 2002	March 31, 2002	December 31, 2001
(In Thousands)
$11,581	$3,500	$4,192	$9,208

Money pool activity decreased Entergy New Orleans' operating cash flows by $8.1 million in the first quarter of 2003. In the first quarter of 2002, money pool activity increased Entergy New Orleans' operating cash flows by $5.0 million. See Note 4 to the domestic utility companies and System Energy financial statements in the Form 10-K for a description of the money pool.

Investing Activities

The increase in net cash used in investing activities for the first quarter of 2003 compared to the first quarter of 2002 was primarily due to the maturity of $14.9 million of other temporary investments in the first quarter of 2002.

Uses and Sources of Capital

See "Management's Discussion and Analysis - Liquidity and Capital Resources" in the Form 10-K for a discussion of New Orleans' uses and sources of capital.

Significant Factors and Known Trends

See "Management's Discussion and Analysis - Significant Factors and Known Trends" in the Form 10-K for a discussion of System Agreement proceedings, market and credit risks, state and local regulatory risks, environmental risks, and litigation risks.

Critical Accounting Estimates

See "Management's Discussion and Analysis - Critical Accounting Estimates" in the Form 10-K for a discussion of the estimates and judgments necessary in Entergy New Orleans' accounting for pension and other retirement costs.

ENTERGY NEW ORLEANS, INC.
STATEMENTS OF OPERATIONS
For the Three Months Ended March 31, 2003 and 2002
(Unaudited)
2003 2002
(In Thousands)
OPERATING REVENUES
Domestic electric $88,785 $73,223
Natural gas 52,122 29,724
-------- --------
TOTAL 140,907 102,947
-------- --------
OPERATING EXPENSES
Operation and Maintenance:
Fuel, fuel-related expenses, and
gas purchased for resale 53,494 28,657
Purchased power 46,119 35,509
Other operation and maintenance 23,448 21,912
Taxes other than income taxes 10,350 9,292
Depreciation and amortization 7,465 6,843
Other regulatory charges - net 1,918 2,409
-------- --------
TOTAL 142,794 104,622
-------- --------
OPERATING LOSS (1,887) (1,675)
-------- --------
OTHER INCOME
Allowance for equity funds used during construction 248 430
Interest and dividend income 311 274
Miscellaneous - net (448) (460)
-------- --------
TOTAL 111 244
-------- --------
INTEREST AND OTHER CHARGES
Interest on long-term debt 4,467 4,468
Other interest - net 658 451
Allowance for borrowed funds used during construction (255) (394)
-------- --------
TOTAL 4,870 4,525
-------- --------
LOSS BEFORE INCOME TAXES (6,646) (5,956)
Income taxes (2,319) (2,016)
-------- --------
NET LOSS (4,327) (3,940)
Preferred dividend requirements and other 241 241
-------- --------
LOSS APPLICABLE TO
COMMON STOCK ($4,568) ($4,181)
======== ========
See Notes to Respective Financial Statements.

(Page left blank intentionally)

ENTERGY NEW ORLEANS, INC.
STATEMENTS OF CASH FLOWS
For the Three Months Ended March 31, 2003 and 2002
(Unaudited)
2003 2002
(In Thousands)
OPERATING ACTIVITIES
Net loss ($4,327) ($3,940)
Noncash items included in net loss:
Other regulatory charges - net 1,918 2,409
Depreciation and amortization 7,465 6,843
Deferred income taxes and investment tax credits 2,537 (1,829)
Allowance for equity funds used during construction (248) (430)
Changes in working capital:
Receivables (29,384) 9,545
Fuel inventory 3,259 3,020
Accounts payable (7,358) 1,060
Taxes accrued (1,999) -
Interest accrued (4,040) (4,518)
Deferred fuel costs (467) (5,617)
Other working capital accounts (8,308) (35,351)
Provision for estimated losses and reserves (2,233) 63
Changes in other regulatory assets - 12
Other (3,591) 5,843
-------- --------
Net cash flow used in operating activities (46,776) (22,890)
-------- --------
INVESTING ACTIVITIES
Construction expenditures (12,658) (13,324)
Allowance for equity funds used during construction 248 430
Changes in other temporary investments - net - 14,859
-------- --------
Net cash flow provided by (used in) investing activities (12,410) 1,965
-------- --------
FINANCING ACTIVITIES
Dividends paid:
Preferred stock (241) (241)
-------- --------
Net cash flow used in financing activities (241) (241)
-------- --------
Net decrease in cash and cash equivalents (59,427) (21,166)
Cash and cash equivalents at beginning of period 66,247 38,184
-------- --------
Cash and cash equivalents at end of period $6,820 $17,018
======== ========
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
Cash paid during the period for:
Interest - net of amount capitalized $9,018 $9,306
See Notes to Respective Financial Statements.
ENTERGY NEW ORLEANS, INC.
BALANCE SHEETS
ASSETS
March 31, 2003 and December 31, 2002
(Unaudited)
2003 2002
(In Thousands)
CURRENT ASSETS
Cash and cash equivalents:
Cash $1,794 $11,175
Temporary cash investments - at cost,
which approximates market 5,026 55,072
-------- --------
Total cash and cash equivalents 6,820 66,247
-------- --------
Accounts receivable:
Customer 51,470 24,901
Allowance for doubtful accounts (4,907) (4,774)
Associated companies 12,902 4,901
Other 9,396 10,133
Accrued unbilled revenues 16,641 20,957
-------- --------
Total accounts receivable 85,502 56,118
-------- --------
Accumulated deferred income taxes 288 1,230
Fuel inventory - at average cost 25 3,284
Materials and supplies - at average cost 7,903 7,785
Prepayments and other 12,497 4,689
-------- --------
TOTAL 113,035 139,353
-------- --------
OTHER PROPERTY AND INVESTMENTS
Investment in affiliates - at equity 3,259 3,259
-------- --------
UTILITY PLANT
Electric 642,725 627,249
Natural gas 150,997 149,102
Construction work in progress 42,974 48,345
-------- --------
TOTAL UTILITY PLANT 836,696 824,696
Less - accumulated depreciation and amortization 409,684 403,379
-------- --------
UTILITY PLANT - NET 427,012 421,317
-------- --------
DEFERRED DEBITS AND OTHER ASSETS
Regulatory assets:
Unamortized loss on reacquired debt 502 556
Other regulatory assets 13,904 13,904
Other 5,434 4,855
-------- --------
TOTAL 19,840 19,315
-------- --------
TOTAL ASSETS $563,146 $583,244
======== ========
See Notes to Respective Financial Statements.
ENTERGY NEW ORLEANS, INC.
BALANCE SHEETS
LIABILITIES AND SHAREHOLDERS' EQUITY
March 31, 2003 and December 31, 2002
(Unaudited)
2003 2002
(In Thousands)
CURRENT LIABILITIES
Currently maturing long-term debt $30,000 $ -
Accounts payable:
Associated companies 23,344 23,228
Other 29,207 36,681
Customer deposits 17,754 17,634
Taxes accrued - 1,999
Interest accrued 2,448 6,488
Deferred fuel costs 14,415 14,882
Other 9,200 9,702
-------- --------
TOTAL 126,368 110,614
-------- --------
DEFERRED CREDITS AND OTHER LIABILITIES
Accumulated deferred income taxes and taxes accrued 21,967 22,245
Accumulated deferred investment tax credits 4,780 4,893
SFAS 109 regulatory liability - net 32,759 31,318
Other regulatory liabilities - 1,311
Accumulated provisions 221 2,454
Other 33,965 32,776
-------- --------
TOTAL 93,692 94,997
-------- --------
Long-term debt 199,212 229,191
SHAREHOLDERS' EQUITY
Preferred stock without sinking fund 19,780 19,780
Common stock, $4 par value, authorized 10,000,000
shares; issued and outstanding 8,435,900 shares in 2003
and 2002 33,744 33,744
Paid-in capital 36,294 36,294
Retained earnings 54,056 58,624
-------- --------
TOTAL 143,874 148,442
-------- --------
Commitments and Contingencies
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY $563,146 $583,244
======== ========
See Notes to Respective Financial Statements.
ENTERGY NEW ORLEANS, INC.
SELECTED OPERATING RESULTS
For the Three Months Ended March 31, 2003 and 2002
(Unaudited)
Increase/
Description 2003 2002 (Decrease) %
(In Millions)
Electric Operating Revenues:
Residential $ 32.0 $ 27.2 $ 4.8 18
Commercial 35.0 30.8 4.2 14
Industrial 6.0 4.6 1.4 29
Governmental 14.3 12.5 1.8 14
---------------------------
Total retail 87.3 75.1 12.2 16
Sales for resale
Associated companies 1.7 0.3 1.4 453
Non-associated companies 0.5 0.5 - 0
Other (0.7) (2.7) 2.0 (74)
---------------------------
Total $ 88.8 $ 73.2 $ 15.6 21
===========================
Billed Electric Energy
Sales (GWh):
Residential 414 403 11 3
Commercial 500 505 (5) (1)
Industrial 93 89 4 4
Governmental 225 230 (5) (2)
---------------------------
Total retail 1,232 1,227 5 0
Sales for resale
Associated companies 22 16 6 38
Non-associated companies 8 10 (2) (20)
---------------------------
Total 1,262 1,253 9 1
===========================

SYSTEM ENERGY RESOURCES, INC.

MANAGEMENT'S FINANCIAL DISCUSSION AND ANALYSIS

Results of Operations

Net income decreased $3.0 million in the first quarter of 2003 compared to the first quarter of 2002 primarily due to increased other operation and maintenance expenses due to lower nuclear insurance refunds than in prior year combined with an increase in the effective income tax rate. The effective income tax rates for the first quarters of 2003 and 2002 were 43.7% and 40.5%, respectively. The differences in the effective income tax rates in 2003 and 2002 versus the federal statutory rate of 35.0% are primarily due to book and tax timing differences related to depreciation.

Liquidity and Capital Resources

Cash Flow

Cash flows for the three months ended March 31, 2003 and 2002 were as follows:

	2003	2002
	(In Thousands)

Cash and cash equivalents at beginning of period	$ 113,159	$ 49,579

Cash flow provided by (used in):
Operating activities	122,867	63,376
Investing activities	(201,044)	14,568
Financing activities	(34,875)	(54,491)
Net increase (decrease) in cash and cash equivalents	(113,052)	23,453

Cash and cash equivalents at end of period	$ 107	$ 73,032

Operating Activities

Cash flow from operations increased $59.5 million in the first quarter of 2003 compared to the first quarter of 2002 primarily due to money pool activity. System Energy's receivables from or (payables) to the money pool were as follows:

March 31, 2003	December 31, 2002	March 31, 2002	December 31, 2001
(In Thousands)
($54,344)	$7,046	$29,686	$13,853

Money pool activity increased System Energy's operating cash flows by $61.4 million in the first quarter of 2003. System Energy's cash balance is currently very low as a result of providing the cash collateral discussed below in "investing activities," and it also borrowed money from the money pool in the first quarter 2003 as a result. Going forward, management expects System Energy to meet its working capital needs with operating cash flow, and it also has sufficient additional borrowing capacity from the money pool for its foreseeable working capital needs, if necessary. System Energy has historically generated positive cash flow from operations and management expects System Energy's balance payable to the money pool to decline over the remainder of 2003. In the first quarter of 2002, money pool activity decreased System Energy's operating cash flows by $15.8 million. See Note 4 to the domestic utility companies and System Energy financial statements in the Form 10-K for a description of the money pool.

Investing Activities

Investing activities used cash in the first quarter of 2003 compared to providing a small amount of cash in the first quarter of 2002 primarily due to cash collateral of $193 million provided in March 2003. System Energy had three-year letters of credit in place that were scheduled to expire in March 2003 securing certain of its obligations related to the sale-leaseback of a portion of Grand Gulf 1. System Energy replaced the letters of credit with new three-year letters of credit totaling approximately $198 million that are backed by cash collateral.

Financing Activities

The decrease of $19.6 million in net cash used by financing activities for the first quarter of 2003 compared to the first quarter of 2002 was primarily due to a decrease of $19.5 million in the January principal payment made on the Grand Gulf 1 sale-leaseback.

Uses and Sources of Capital

See "Management's Discussion and Analysis - Liquidity and Capital Resources" in the Form 10-K for a discussion of System Energy's uses and sources of capital.

Significant Factors and Known Trends

See "Management's Discussion and Analysis - Significant Factors and Known Trends" in the Form 10-K for a discussion of market and credit risks, nuclear matters, litigation risks, and environmental risks.

Critical Accounting Estimates

See "Management's 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 pension and other retirement costs.

SFAS 143

As discussed in the Form 10-K, System Energy implemented SFAS 143, "Accounting for Asset Retirement Obligations," effective January 1, 2003. The net effect of implementing this standard for System Energy was recorded as a regulatory asset, with no resulting impact on System Energy's net income. Assets and liabilities increased by approximately $138 million in 2003 as a result of recording the asset retirement obligation at its fair value of $292 million as determined under SFAS 143, reversing the previously recorded decommissioning liability of $154 million, increasing utility plant by $82 million, increasing accumulated depreciation by $36 million, and recording the related regulatory asset of $92 million.

SYSTEM ENERGY RESOURCES, INC.
INCOME STATEMENTS
For the Three Months Ended March 31, 2003 and 2002
(Unaudited)
2003 2002
(In Thousands)
OPERATING REVENUES
Domestic electric $141,985 $142,330
-------- --------
OPERATING EXPENSES
Operation and Maintenance:
Fuel, fuel-related expenses, and
gas purchased for resale 10,178 9,604
Nuclear refueling outage expenses 2,992 2,620
Other operation and maintenance 20,746 19,213
Decommissioning 5,450 4,014
Taxes other than income taxes 5,974 6,716
Depreciation and amortization 26,588 27,297
Other regulatory charges - net 14,318 12,926
-------- --------
TOTAL 86,246 82,390
-------- --------
OPERATING INCOME 55,739 59,940
-------- --------
OTHER INCOME
Allowance for equity funds used during construction 269 550
Interest and dividend income 1,926 480
Miscellaneous - net (574) (361)
-------- --------
TOTAL 1,621 669
-------- --------
INTEREST AND OTHER CHARGES
Interest on long-term debt 14,701 15,107
Other interest - net 573 785
Allowance for borrowed funds used during construction (95) (232)
-------- --------
TOTAL 15,179 15,660
-------- --------
INCOME BEFORE INCOME TAXES 42,181 44,949
Income taxes 18,446 18,222
-------- --------
NET INCOME $23,735 $26,727
======== ========
See Notes to Respective Financial Statements.

(Page left blank intentionally)

SYSTEM ENERGY RESOURCES, INC.
STATEMENTS OF CASH FLOWS
For the Three Months Ended March 31, 2003 and 2002
(Unaudited)
2003 2002
(In Thousands)
OPERATING ACTIVITIES
Net income $23,735 $26,727
Noncash items included in net income:
Other regulatory charges - net 14,318 12,926
Depreciation, amortization, and decommissioning 32,038 31,311
Deferred income taxes and investment tax credits (7,946) (12,124)
Allowance for equity funds used during construction (269) (550)
Changes in working capital:
Receivables 21,795 (3,000)
Accounts payable 47,190 (1,192)
Taxes accrued 11,235 14,918
Interest accrued (25,951) (28,374)
Other working capital accounts (1,940) (1,338)
Provision for estimated losses and reserves (298) (273)
Changes in other regulatory assets 9,045 8,646
Other (85) 15,699
-------- --------
Net cash flow provided by operating activities 122,867 63,376
-------- --------
INVESTING ACTIVITIES
Construction expenditures (2,697) (7,551)
Allowance for equity funds used during construction 269 550
Decommissioning trust contributions and realized
change in trust assets (5,669) (785)
Changes in other temporary investments - net - 22,354
Increase in other investments (192,947) -
-------- --------
Net cash flow provided by (used in) investing activities (201,044) 14,568
-------- --------
FINANCING ACTIVITIES
Retirement of long-term debt (11,375) (30,891)
Dividends paid:
Common stock (23,500) (23,600)
-------- --------
Net cash flow used in financing activities (34,875) (54,491)
-------- --------
Net increase (decrease) in cash and cash equivalents (113,052) 23,453
Cash and cash equivalents at beginning of period 113,159 49,579
-------- --------
Cash and cash equivalents at end of period $107 $73,032
======== ========
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
Cash paid during the period for:
Interest - net of amount capitalized $40,283 $43,211
Noncash investing and financing activities:
Change in unrealized depreciation of
decommissioning trust assets ($5,599) ($2,428)
See Notes to Respective Financial Statements.
SYSTEM ENERGY RESOURCES, INC.
BALANCE SHEETS
ASSETS
March 31, 2003 and December 31, 2002
(Unaudited)
2003 2002
(In Thousands)
CURRENT ASSETS
Cash and cash equivalents:
Cash $107 $2,282
Temporary cash investments - at cost,
which approximates market - 110,877
---------- ----------
Total cash and cash equivalents 107 113,159
---------- ----------
Accounts receivable:
Associated companies 43,084 64,852
Other 1,350 1,377
---------- ----------
Total accounts receivable 44,434 66,229
---------- ----------
Materials and supplies - at average cost 52,748 51,492
Deferred nuclear refueling outage costs 12,755 15,666
Prepayments and other 4,551 1,319
---------- ----------
TOTAL 114,595 247,865
---------- ----------
OTHER PROPERTY AND INVESTMENTS
Decommissioning trust funds 139,055 138,985
Other cash investments 192,947 -
---------- ----------
TOTAL 332,002 138,985
---------- ----------
UTILITY PLANT
Electric 3,204,949 3,131,945
Property under capital lease 465,659 455,229
Construction work in progress 29,152 28,128
Nuclear fuel under capital lease 71,731 78,991
---------- ----------
TOTAL UTILITY PLANT 3,771,491 3,694,293
Less - accumulated depreciation and amortization 1,578,494 1,514,921
---------- ----------
UTILITY PLANT - NET 2,192,997 2,179,372
---------- ----------
DEFERRED DEBITS AND OTHER ASSETS
Regulatory assets:
SFAS 109 regulatory asset - net 124,876 134,895
Unamortized loss on reacquired debt 44,243 45,026
Other regulatory assets 237,030 144,076
Other 11,916 11,191
---------- ----------
TOTAL 418,065 335,188
---------- ----------
TOTAL ASSETS $3,057,659 $2,901,410
========== ==========
See Notes to Respective Financial Statements.
SYSTEM ENERGY RESOURCES, INC.
BALANCE SHEETS
LIABILITIES AND SHAREHOLDER'S EQUITY
March 31, 2003 and December 31, 2002
(Unaudited)
2003 2002
(In Thousands)
CURRENT LIABILITIES
Currently maturing long-term debt $6,348 $11,375
Accounts payable:
Associated companies 56,536 4,851
Other 22,141 26,636
Taxes accrued 79,635 68,400
Accumulated deferred income taxes 6,488 5,322
Interest accrued 16,576 42,527
Obligations under capital leases 24,954 24,954
Other 1,565 1,928
---------- ----------
TOTAL 214,243 185,993
---------- ----------
DEFERRED CREDITS AND OTHER LIABILITIES
Accumulated deferred income taxes and taxes accrued 425,740 439,540
Accumulated deferred investment tax credits 81,695 82,564
Obligations under capital leases 46,777 54,036
Other regulatory liabilities 187,448 172,111
Decommissioning 296,109 153,473
Accumulated provisions 570 868
Other 30,272 31,927
---------- ----------
TOTAL 1,068,611 934,519
---------- ----------
Long-term debt 882,337 888,665
SHAREHOLDER'S EQUITY
Common stock, no par value, authorized 1,000,000 shares;
issued and outstanding 789,350 shares in 2003 and 2002 789,350 789,350
Retained earnings 103,118 102,883
---------- ----------
TOTAL 892,468 892,233
---------- ----------
Commitments and Contingencies
TOTAL LIABILITIES AND SHAREHOLDER'S EQUITY $3,057,659 $2,901,410
========== ==========
See Notes to Respective Financial Statements.

ENTERGY ARKANSAS, ENTERGY GULF STATES, ENTERGY LOUISIANA, ENTERGY MISSISSIPPI, ENTERGY NEW ORLEANS, AND SYSTEM ENERGY

NOTES TO RESPECTIVE FINANCIAL STATEMENTS

(Unaudited)

NOTE 1. COMMITMENTS AND CONTINGENCIES

Nuclear Insurance and Spent Nuclear Fuel (Entergy Arkansas, Entergy Gulf States, Entergy Louisiana, Entergy Mississippi, Entergy New Orleans, and System Energy)

See Note 9 to the domestic utility companies and System Energy financial statements in the Form 10-K for information on nuclear liability, property and replacement power insurance, related NRC regulations, the disposal of spent nuclear fuel, and other high-level radioactive waste associated with Entergy Arkansas', Entergy Gulf States', Entergy Louisiana's, and System Energy's nuclear power plants.

The domestic utility companies' and System Energy's nuclear owner/licensees are members of certain insurance programs, underwritten by Nuclear Electric Insurance Limited (NEIL), that provide coverage for property damage, including decontamination and premature decommissioning expense, to members' nuclear generating plants. As of April 1, 2003, the domestic utility companies and System Energy were insured against such losses up to $1.6 billion for each of their nuclear units. In addition, certain of the domestic utility companies' and System Energy's nuclear owner/licensees are members of the NEIL insurance program that covers certain replacement power and business interruption costs incurred due to prolonged nuclear unit outages. Under the property damage and replacement power/business interruption insurance programs, the nuclear owner/licensees could be subject to assessments if losses exceed the accumulated funds available to the insurers. As of April 1, 2003, the maximum amounts of s uch possible assessments were: Entergy Arkansas - $15.0 million; Entergy Gulf States - $12.0 million; Entergy Louisiana - $14.7 million; Entergy Mississippi - $0.1 million; Entergy New Orleans - $0.1 million; and System Energy - $12.2 million.

Nuclear Decommissioning Costs (Entergy Arkansas, Entergy Gulf States, Entergy Louisiana, and System Energy

See Note 9 to the domestic utility companies and System Energy financial statements in the Form 10-K for information on nuclear decommissioning costs. Entergy Arkansas, Entergy Gulf States, Entergy Louisiana, and System Energy implemented SFAS 143, "Accounting for Asset Retirement Obligations," effective January 1, 2003. The implementation of this new accounting standard resulted in a remeasurement of these companies' decommissioning liabilities. Additionally, future decommissioning expense under this new standard will represent the accretion of this liability at the applicable discount rate, and will no longer be equal to the amounts collected in rates for decommissioning for the rate-regulated portion of the domestic utility companies and System Energy's nuclear plants, as was the case before the implementation of SFAS 143. The net difference between collections in rates, earnings on the trust funds, and the accretion expense under SFAS 143 will be recorded as a regulatory charge or credit, except for the non-rate regulated portion of River Bend. The table below summarizes the activity in the decommissioning liabilities during the first quarter of 2003:

Environmental Issues

(Entergy Gulf States)

See Note 9 to the domestic utility companies and System Energy financial statements in the Form 10-K for information related to the designation of Entergy Gulf States as a PRP for the cleanup of certain hazardous waste disposal sites. As of March 31, 2003, a remaining recorded liability of approximately $11.8 million existed related to the cleanup of the remaining sites at which the EPA has designated Entergy Gulf States as a PRP.

(Entergy Louisiana and Entergy New Orleans)

During 1993, the LDEQ issued new rules for solid waste regulation, including regulation of wastewater impoundments. Entergy Louisiana and Entergy New Orleans have determined that certain of their power plant wastewater impoundments were affected by these regulations and have chosen to upgrade or close them. Recorded liabilities in the amounts of $5.7 million for Entergy Louisiana and $0.5 million for Entergy New Orleans existed at March 31, 2003 for wastewater upgrades and closures. Completion of this work is awaiting LDEQ approval.

City Franchise Ordinances (Entergy New Orleans)

Entergy New Orleans provides electric and gas service in the City of New Orleans pursuant to franchise ordinances. These ordinances contain a continuing option for the City of New Orleans to purchase Entergy New Orleans' electric and gas utility properties.

Street Lighting Lawsuit (Entergy New Orleans)

See Note 9 to the domestic utility companies and System Energy financial statements in the Form 10-K for information on the lawsuit filed by the City of New Orleans against Entergy New Orleans relating to street lighting maintenance services.

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

Entergy Arkansas, Entergy Gulf States, Entergy Louisiana, Entergy Mississippi, and Entergy New Orleans are defendants in numerous lawsuits filed by former employees asserting that they were wrongfully terminated and/or discriminated against on the basis of age, race, sex, or other protected characteristics. The defendant companies are vigorously defending these suits and deny any liability to the plaintiffs.

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

Numerous lawsuits have been filed in federal and state courts in Texas and Louisiana primarily by contractor employees in the 1950-1980 timeframe against Entergy Gulf States, Entergy Louisiana, and Entergy New Orleans, as premises owners of power plants, for damages caused by alleged exposure to asbestos or other hazardous material. Many other defendants are named in these lawsuits as well. Presently there are approximately 320 lawsuits involving just over 7000 claims. Two lawsuits have been filed in Mississippi listing over 1,000 plaintiffs that name many defendants, including entities named as Entergy Power, Inc. and Entergy Power & Light, both of which are alleged to be successors in interest to Mississippi Power and Light. During 2002, 30 cases were resolved ending over 300 claims for just over $1,000,000. Reserves have been established that are expected to be adequate to cover any exposure. Additionally, negotiations continue with insurers to recover more reimbursement, while new coverage is being secured to minimize anticipated future potential exposures. Management believes that loss exposure has been and will continue to be handled successfully so that the ultimate resolution of these matters will not be material, in the aggregate, to the domestic utility companies and System Energy's financial position or results of operation.

NOTE 2. RATE AND REGULATORY MATTERS

Electric Industry Restructuring and the Continued Application of SFAS 71

Previous developments and information related to electric industry restructuring are presented in Note 2 to the financial statements in the Form 10-K.

Texas (Entergy Gulf States)

See Note 2 to the domestic utility companies and System Energy's financial statements in the Form 10-K for a discussion of the status of retail open access in Entergy Gulf States' Texas service territory, and the proposal that Entergy Gulf States filed for an interim solution (retail open access without a FERC-approved RTO). The PUCT considered the proposal at a March 21, 2003 hearing, and issued an order on April 28, 2003. The order set forth a sequence of proceedings and activities designed to initiate an interim solution in the first half of 2004. These proceedings and activities include ruling on market protocols (a hearing on which was conducted before the PUCT on May 1, 2003); initiating a proceeding to certify an independent organization; resuming business separation proceedings; re-invigorating the pilot project; and initiating a market-readiness proceeding.

Deferred Fuel Costs

(Entergy Gulf States)

In February 2003 Entergy Gulf States implemented a $54.0 million fuel surcharge to collect under-recovered fuel costs from March through August 2002. The surcharge will be collected through December 2003.

Retail Rate Proceedings

Filings with the APSC (Entergy Arkansas)

Decommissioning Cost Recovery

As discussed in Note 2 to the domestic utility companies and System Energy's financial statements in the Form 10-K, the APSC ordered Entergy Arkansas to cease collection of funds to decommission ANO 1 and 2 effective with the calendar year 2001, and approved the continued cessation of collection of funds during 2003. Every five years, Entergy Arkansas is required by the APSC to update the estimated costs to decommission ANO. In March 2003, Entergy Arkansas filed with the APSC its third five-year estimate of ANO decommissioning costs. The updated estimate indicated the current cost to decommission the two ANO units would be $936 million compared to $813 million in the 1997 estimate. The new estimate is currently under review by the APSC and if approved will be used in the next annual determination of the nuclear decommissioning rate rider.

Filings with the PUCT and Texas Cities (Entergy Gulf States)

Recovery of River Bend Costs

See Note 2 to the domestic utility companies and System Energy's financial statements in the Form 10-K for a discussion of the March 1998 PUCT disallowance of recovery of $1.4 billion of company-wide abeyed River Bend plant costs, which have been held in abeyance since 1988, and subsequent proceedings.

Filings with the LPSC

Annual Earnings Reviews (Entergy Corporation and Entergy Gulf States)

Formula Rate Plan Filings (Entergy Corporation and Entergy Louisiana)

See Note 2 to the domestic utility companies and System Energy's financial statements in the Form 10-K for a discussion of proceedings in Entergy Louisiana's second annual performance-based formula rate plan filing made with the LPSC for the 1996 test year. The case was argued before the U.S. Supreme Court during the last week of April 2003 and a decision is pending.

Filings with the City Council (Entergy New Orleans)

Rate Proceedings

See Note 2 to the domestic utility companies and System Energy's financial statements in the Form 10-K for a discussion of Entergy New Orleans' cost of service study and revenue requirement filed in May 2002 with the City Council for the 2001 test year, and the agreement in principle presented to the City Council in March 2003. The City Council Utility Cable and Telecommunications Committee voted unanimously to recommend approval of the agreement in principle at a meeting held on May 8, 2003. The City Council is expected to decide whether to approve the agreement in principle on May 15, 2003.

Natural Gas

See Note 2 to the domestic utility companies and System Energy's financial statements in the Form 10-K for a discussion of a resolution adopted in August 2001 by the City Council that ordered Entergy New Orleans to account for $36 million of certain natural gas costs charged to its gas distribution customers from July 1997 through May 2001. The presentation made to the City Council in March 2003 regarding the agreement in principle that would resolve Entergy New Orleans' rate proceeding also included proposed terms for resolution of this proceeding, if approved by the City Council. As discussed in "Rate Proceedings" above, the City Council is expected to decide whether to approve the agreement in principle on May 15, 2003.

Fuel Adjustment Clause Litigation

See "Fuel Adjustment Clause Litigation" in Note 2 to the domestic utility companies and System Energy's financial statements in the Form 10-K for a discussion of the complaint filed by a group of ratepayers in state court in Orleans Parish and with the City Council regarding certain costs passed on to ratepayers in Entergy New Orleans' fuel adjustment filings with the City Council.

Purchased Power for Summer 2003 (Entergy Gulf States and Entergy Louisiana)

See Note 2 to the domestic utility companies and System Energy's financial statements in the Form 10-K for a discussion of proceedings related to power purchases for the summers of 2000, 2001, and 2002. In March 2003, Entergy Louisiana and Entergy Gulf States filed an application with the LPSC for the approval of capacity and energy purchases for the summer of 2003 similar to the applications filed for previous summers. A procedural schedule has not yet been set for that proceeding.

NOTE 3. LONG-TERM DEBT

(Entergy Arkansas)

(Entergy Gulf States)

In March 2003, Entergy Gulf States retired, at maturity, $33 million of 6.75% Series First Mortgage Bonds and redeemed, prior to maturity, $260 million Floating Rate Series First Mortgage Bonds due June 2003. Proceeds from the $200 million of 5.2% Series First Mortgage Bonds issued in November 2002 and $140 million of 6% Series First Mortgage Bonds issued in November 2002 were used for these redemptions.

(Entergy Mississippi)

NOTE 4. NEW ACCOUNTING PRONOUNCEMENTS (Entergy Arkansas, Entergy Gulf States, Entergy Louisiana, and System Energy)

SFAS 143, "Accounting for Asset Retirement Obligations," which was implemented effective January 1, 2003, requires the recording of liabilities for all legal obligations associated with the retirement of long-lived assets that result from the normal operation of those assets. These liabilities are recorded at their fair values (which are likely to be the present values of the estimated future cash outflows) in the period in which they are incurred, with an accompanying addition to the recorded cost of the long-lived asset. The asset retirement obligation is accreted each year through a charge to expense, to reflect the time value of money for this present value obligation. The amounts added to the carrying amounts of the long-lived assets are depreciated over the useful lives of the assets. The net effect of implementing this standard for the rate-regulated business of the domestic utility companies and System Energy was recorded as a regulatory asset, with no resulting impac t on Entergy's net income. Entergy recorded these regulatory assets because existing rate mechanisms in each jurisdiction are based on the principle that Entergy will recover all ultimate costs of decommissioning from customers. As a result of this treatment, SFAS 143 is expected to be earnings neutral to the rate-regulated business of the domestic utility companies and System Energy. Assets and liabilities increased approximately $1.2 billion for the domestic utility companies and System Energy as a result of recording the asset retirement obligations at their fair values of $1.2 billion as determined under SFAS 143, increasing utility plant by $332 million, reducing accumulated depreciation by $363 million and recording the related regulatory assets of $422 million. The implementation of SFAS 143 for the portion of River Bend not subject to cost-based ratemaking decreased earnings by approximately $21 million net-of-tax ($0.09 per share) as a result of a one-time cumulative effect of accounting change. If SFAS 143 had been applied by Entergy's regulated utilities during all prior periods, the following impacts would have resulted:

__________________________________

In the opinion of the management of Entergy Corporation, Entergy Arkansas, Entergy Gulf States, Entergy Louisiana, Entergy Mississippi, Entergy New Orleans, and System Energy, the accompanying unaudited financial statements contain all adjustments (consisting primarily of normal recurring accruals and reclassification of previously reported amounts to conform to current classifications) necessary for a fair statement of the results for the interim periods presented. However, the business of the domestic utility companies and System Energy is subject to seasonal fluctuations 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.

Item 4. Controls and Procedures

Within the 90-day period prior to the filing of this report, evaluations were performed under the supervision and with the participation of Entergy Corporation, Entergy Arkansas, Entergy Gulf States, Entergy Louisiana, Entergy Mississippi, Entergy New Orleans, and System Energy Resources (individually "Registrant" and collectively the "Registrants") management, including their respective Chief Executive Officers (CEO) and Chief Financial Officers (CFO). The evaluations assessed the effectiveness of the Registrants' disclosure controls and procedures. Based on the evaluations, each CEO and CFO has concluded that, as to the Registrant or Registrants for which they serve as CEO or CFO, the 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 spe cified in Securities and Exchange Commission rules and forms. Subsequent to the date of the evaluations, there were no significant changes in the Registrants' internal controls or in other factors that could significantly affect the disclosure controls, including any corrective actions with regard to significant deficiencies and material weaknesses.

ENTERGY CORPORATION AND SUBSIDIARIES

PART II. OTHER INFORMATION

Item 1. Legal Proceedings

See "PART I, Item 1, for both "Entergy Corporation, Domestic utility companies, and System Energy" and "Entergy Corporation"), Litigation" in the Form 10-K for a discussion of legal proceedings affecting Entergy.

Item 5. Other Information

Regulatory Investigations Relating to Trading Business

In March 2003 the FERC Staff issued its Final Report on Price Manipulation in Western Markets that identified and raised questions about 61 pairs of gas trades completed by Entergy-Koch Trading. Based on information currently available, these 61 pairs of trades represent less than one-half of one percent of Entergy-Koch Trading's volume and less than one tenth of one percent of Entergy-Koch Trading's revenues for the period under review by FERC had Entergy-Koch recorded revenues for the year ended 2001 on a gross basis. Entergy-Koch adopted the net method of reporting for trading revenues in December 2001.

In April 2003, Entergy-Koch Trading received a subpoena from the Commodity Futures Trading Commission (CFTC), seeking information on gas and power trading activities of Entergy-Koch Trading and affiliated companies, which would include Entergy Power Marketing Corp. (in operation prior to the launch of Entergy-Koch on February 1, 2001). In April 2003, Entergy received an informal inquiry from the SEC requesting information related to "pre-arranged 'round trip' or 'wash' trades" by Entergy, Entergy-Koch or Entergy-Koch Trading in 2001 and 2002.

Entergy intends to cooperate fully with the SEC and the CFTC and both Entergy and Entergy-Koch Trading are continuing to conduct internal reviews of these matters. Because these reviews are ongoing and the data are voluminous, Entergy cannot predict when these reviews will be completed. However, Entergy management does not expect to find anything material to Entergy as a result of these reviews.

Generation

See "PART I, Item 1, Generating Stations" in the Form 10-K for discussion of the request for proposal for supply-side resources issued by Entergy Services in November 2002, and the filings with their respective regulators made by Entergy Louisiana, Entergy New Orleans, and Entergy Arkansas as a result of the proposal process. In the filings with their regulators, Entergy Louisiana, Entergy New Orleans, and Entergy Arkansas are seeking approval to enter into transactions with affiliates. Entergy Louisiana seeks approval to: 1)purchase a 156MW capacity purchase call option from RS Cogen for June 2003 through May 2006; 2)enter a life-of-unit purchase power agreement for approximately 51MW of output from Entergy Power's share of Independence; 3)enter a purchase power agreement with Entergy Gulf States for two-third of the output of the 30% of River Bend formerly owned by Cajun; and 4)enter a life-of-resources purchased power agreement with Entergy Arkansas for approximately 110MW of capacity not included in Entergy Arkansas' retail rate base, consisting of a portion of the output from ANO, White Bluff, Independence, and Entergy Arkansas' share of Grand Gulf. Entergy New Orleans seeks approval to: 1)purchase a 50MW capacity purchase call option from RS Cogen for June 2003 through May 2006; 2)enter a life-of-unit purchase power agreement for approximately 50MW of output from Entergy Power's share of Independence; 3)enter a purchase power agreement with Entergy Gulf States for one-third of the output of the 30% of River Bend formerly owned by Cajun; and 4)enter a life-of-resources purchased power agreement with Entergy Arkansas for approximately 110MW of capacity not included in Entergy Arkansas' retail rate base, consisting of a portion of the output from ANO, White Bluff, Independence, and Entergy Arkansas' share of Grand Gulf. Entergy Arkansas seeks approval to enter into the life-of-resources purchased power agreements discussed above.

Regarding Entergy Louisiana's filing, the LPSC adopted a procedural schedule that would permit a decision by the end of May 2003 on the resources other than the proposed purchases from Entergy Arkansas and Entergy Gulf States, although at least one party is seeking a delay in that schedule. A procedural schedule for review and approval of the purchases from Entergy Arkansas and Entergy Gulf States has not been established. Regarding Entergy New Orleans' filing and the agreement in principle presented to the City Council, the City Council Utility Cable and Telecommunications Committee voted unanimously to recommend approval of the agreement in principle at a meeting held on May 8, 2003. The City Council is expected to decide whether to approve the agreement in principle on May 15, 2003. Regarding Entergy Arkansas' filing with the APSC, a procedural schedule has been adopted and a public hearing is scheduled for May 13, 2003.

Entergy has also filed with the FERC the agreements described above. On May 2, 2003, the FERC issued a deficiency letter requesting additional information concerning the solicitation process and the factors used to evaluate bids submitted during the solicitation process. Entergy is in the process of responding to the requests contained in the FERC's letter.

On May 2, 2003, Entergy Services signed a letter of intent to purchase a 725MW plant located near Monroe, Louisiana. The plant is owned by a subsidiary of Cleco Corporation, which submitted a bid in response to Entergy's request for proposals for supply-side resources. Purchase of the plant is subject to regulatory approvals and is not expected to occur before the end of 2003.

Transmission

See "PART I, Item 1, Transmission" in the Form 10-K for discussion of the proposed SeTrans RTO. At this time, management does not expect the proposed SeTrans RTO to become operational before mid-2005.

FERC Notice of Proposed Rulemaking - Standard Market Design

See "PART I, Item 1, FERC Notice of Proposed Rulemaking - Standard Market Design" in the Form 10-K for discussion of FERC's proposed rulemaking to establish a standardized transmission service and wholesale electric market design. In a letter responding to the letters from the retail regulators, the FERC indicated its desire to continue to work with the retail regulators to craft a rule that will address their concerns while at the same time providing the benefits of a fully competitive wholesale market. To further this effort, the FERC has requested a series of meetings with regulators in the Southeast United States to provide a more organized process for working through these issues. Also, on April 28, 2003, the FERC issued its anticipated white paper on SMD issues that was mentioned in the Form 10-K. Entergy continues to study the white paper, but believes that it represents a positive response by the FERC to the concerns raised by members of the industry as well as the retail regulators. While there are still some areas that require clarification, Entergy believes that this clarification can occur as the proposed SeTrans process moves forward.

Generator Operating Limits proceeding

See "PART I, Item 1, Generator Operating Limits proceeding" in the Form 10-K for discussion of Entergy's proposed Generator Operating Limit procedures filed with FERC. Certain intervenors in the proceeding have requested both a stay and a rehearing of FERC's March 13, 2003 order.

System Agreement

See "PART I, Item 1, System Agreement" in the Form 10-K for discussion of the proceeding commenced at FERC by the LPSC and the City Council regarding production cost equalization under the System Agreement. On April 4, 2003, witnesses on behalf of the FERC staff filed testimony in the proceeding suggesting that full production cost equalization should not be adopted by the FERC in this case, and that when measured over a suitably long period, the total production costs of the domestic utility companies were roughly equal and were likely to remain so, given the Entergy System's proposed resource plan.

Regarding the agreement in principle presented by Entergy New Orleans to the City Council on March 13, 2003, the City Council Utility Cable and Telecommunications Committee voted unanimously to recommend approval of the agreement in principle at a meeting held on May 8, 2003. The City Council is expected to decide whether to approve the agreement in principle on May 15, 2003.

Environmental Regulation

(Entergy Arkansas)

See "PART I, Item 1, Environmental Regulation" in the Form 10-K for information related to the designation of Entergy Arkansas as a PRP for the cleanup of certain hazardous waste disposal sites. Regarding the site near Rison, Arkansas, on April 3, 2003, the Arkansas Supreme Court affirmed the trial court's decision to dismiss the proceeding pending against Entergy Arkansas and other defendants seeking declaratory and injunctive relief holding the defendants liable for having dispensed hazardous substances at the site and requiring remediation.

Regarding the Industrial Pollution Control Site located in Jackson, Mississippi, Entergy Arkansas advised the EPA that virtually all of the materials sent by Entergy Arkansas or its contractors to this site are exempt from the Comprehensive Environmental Response, Compensation, and Liability Act of 1980 (CERCLA). On March 24, 2003, the EPA notified Entergy Arkansas that it agreed and was removing Entergy Arkansas from the list of PRPs whom it will pursue.

(Entergy Gulf States)

See "PART I, Item 1, Environmental Regulation" in the Form 10-K for information related to the designation of Entergy Gulf States as a PRP for the cleanup of certain hazardous waste disposal sites. Regarding the Lake Charles Service Center site, an engineered cap was installed over the excavated area in early 2003. The proposed ten-year groundwater monitoring program that was to begin in 2003 has been put on hold by the EPA while other alternatives are explored.

Entergy Gulf States Merger Savings Lawsuit (Entergy Corporation and Entergy Gulf States)

See "Entergy Gulf States Merger Savings Lawsuit" in Item 1 of Part I of the Form 10-K for a discussion of the lawsuit filed against Entergy Corporation and Entergy Gulf States by plaintiffs claiming to be customers of Entergy Gulf States in Texas and class representatives for all other similarly situated customers. The Texas Supreme Court has requested full briefing from the parties on the merits of the petition for mandamus relief filed in January 2003 with the court by Entergy Corporation and Entergy Gulf States.

Fiber Optic Cable Litigation (Entergy Mississippi)

See "Fiber Optic Cable Litigation" in Item 1 of Part I of the Form 10-K for a discussion of the fiber optic cable litigation filed against Entergy Mississippi. The plaintiff has agreed to a dismissal of the lawsuit and the parties are awaiting the issuance of a final order by the court.

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

The domestic utility companies and System Energy have calculated ratios of earnings to fixed charges and ratios of earnings to combined fixed charges and preferred dividends 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,
	1998	1999	2000	2001	2002	2003

Entergy Arkansas	2.63	2.08	3.01	3.29	2.79	2.97
Entergy Gulf States	1.40	2.18	2.60	2.36	2.49	2.47
Entergy Louisiana	3.18	3.48	3.33	2.76	3.14	3.42
Entergy Mississippi	3.12	2.44	2.33	2.14	2.48	2.63
Entergy New Orleans	2.65	3.00	2.66	(b)	(c)	(d)
System Energy	2.52	1.90	2.41	2.12	3.25	3.23

	Ratios of Earnings to Combined Fixed Charges and Preferred Dividends
	Twelve Months Ended
	December 31,					March 31,
	1998	1999	2000	2001	2002	2003

Entergy Arkansas	2.28	1.80	2.70	2.99	2.53	2.67
Entergy Gulf States (a)	1.20	1.86	2.39	2.21	2.40	2.38
Entergy Louisiana	2.75	3.09	2.93	2.51	2.86	3.10
Entergy Mississippi	2.80	2.18	2.09	1.96	2.27	2.41
Entergy New Orleans	2.41	2.74	2.43	(b)	(c)	(d)

(a)	"Preferred Dividends" in the case of Entergy Gulf States also include dividends on preference stock for the twelve months ended December 31, 1998 and 1999.
(b)	Earnings for the twelve months ended December 31, 2001, for Entergy New Orleans were not adequate to cover fixed charges and combined fixed charges and preferred dividends by $6.6 million and $9.5 million, respectively.
(c)	Earnings for the twelve months ended December 31, 2002, for Entergy New Orleans were not adequate to cover fixed charges and combined fixed charges and preferred dividends by $0.7 million and $3.4 million, respectively.
(d)	Earnings for the three months ended March 31, 2003, for Entergy New Orleans were not adequate to cover fixed charges and combined fixed charges and preferred dividends by $1.3 million and $4.1 million, respectively.

Item 6. Exhibits and Reports on Form 8-K

(a) Exhibits*

**	4(a) -	Nineteenth Supplemental Indenture, dated as of January 1, 2003, to Entergy Mississippi's Mortgage and Deed of Trust, dated as of February 1, 1988 (filed as Exhibit A-2(d) to Rule 24 Certificate dated February 6, 2003 in File No. 70-9757).

**	4(b) -	Twentieth Supplemental Indenture, dated as of March 1, 2003, to Entergy Mississippi's Mortgage and Deed of Trust, dated as of February 1, 1988 (filed as Exhibit A-2(e) to Rule 24 Certificate dated April 4, 2003 in File No. 70-9757).

	4(c)	Officer's Certificate for Entergy Corporation.

	4(d)	Officer's Certificate for Entergy Corporation.

	10(a)	Amended and Restated 1998 Equity Ownership Plan of Entergy Corporation and Subsidiaries, effective February 13, 2003.

	10(b)	Amended and Restated Executive Annual Incentive Plan of Entergy Corporation and Subsidiaries, effective January 1, 2003.

	99(a) -	Entergy Arkansas' Computation of Ratios of Earnings to Fixed Charges and of Earnings to Combined Fixed Charges and Preferred Dividends, as defined.

	99(b) -	Entergy Gulf States' Computation of Ratios of Earnings to Fixed Charges and of Earnings to Combined Fixed Charges and Preferred Dividends, as defined.

	99(c) -	Entergy Louisiana's Computation of Ratios of Earnings to Fixed Charges and of Earnings to Combined Fixed Charges and Preferred Dividends, as defined.

	99(d) -	Entergy Mississippi's Computation of Ratios of Earnings to Fixed Charges and of Earnings to Combined Fixed Charges and Preferred Dividends, as defined.

	99(e) -	Entergy New Orleans' Computation of Ratios of Earnings to Fixed Charges and of Earnings to Combined Fixed Charges and Preferred Dividends, as defined.

	99(f) -	System Energy's Computation of Ratios of Earnings to Fixed Charges, as defined.

___________________________

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 Entergy Corporation and its subsidiaries on a consolidated basis.

*	Reference is made to a duplicate list of exhibits being filed as a part of this report on Form 10-Q for the quarter ended March 31, 2003, which list, prepared in accordance with Item 102 of Regulation S-T of the SEC, immediately precedes the exhibits being filed with this report on Form 10-Q for the quarter ended March 31, 2003.

**	Incorporated herein by reference as indicated.

	(b)	Reports on Form 8-K

	Entergy Corporation

		A Current Report on Form 8-K, dated January 14, 2003, was submitted to the SEC on January 14, 2003, reporting information under Item 7. "Financial Statements, Pro Forma Financial Statements and Exhibits" and Item 9. "Regulation FD Disclosure".

	Entergy Corporation

		A Current Report on Form 8-K, dated February 4, 2003, was submitted to the SEC on February 4, 2003, reporting information under Item 7. "Financial Statements, Pro Forma Financial Statements and Exhibits" and Item 9. "Regulation FD Disclosure".

	Entergy Corporation

		A Current Report on Form 8-K, dated March 13, 2003, was submitted to the SEC on March 13, 2003, reporting information under Item 7. "Financial Statements, Pro Forma Financial Statements and Exhibits" and Item 9. "Regulation FD Disclosure".

	Entergy Corporation

		A Current Report on Form 8-K, dated April 8, 2003, was submitted to the SEC on April 8, 2003, reporting information under Item 7. "Financial Statements, Pro Forma Financial Statements and Exhibits" and Item 9. "Regulation FD Disclosure".

	Entergy Corporation

		A Current Report on Form 8-K, dated April 15, 2003, was submitted to the SEC on April 22, 2003, reporting information under Item 5. "Other Events and Regulation FD Disclosure".

	Entergy Corporation

		A Current Report on Form 8-K, dated April 28, 2003, was submitted to the SEC on April 28, 2003, reporting information under Item 7. "Financial Statements, Pro Forma Financial Statements and Exhibits," Item 9. "Regulation FD Disclosure," and Item 12. "Results of Operations and Financial Condition".

	Entergy Corporation, Entergy Arkansas, Entergy Gulf States, Entergy Louisiana, Entergy Mississippi, Entergy New Orleans, and System Energy

		A Current Report on Form 8-K, dated April 28, 2003, was submitted to the SEC on April 28, 2003, reporting information under Item 7. "Financial Statements, Pro Forma Financial Statements and Exhibits," Item 9. "Regulation FD Disclosure," and Item 12. "Results of Operations and Financial Condition".

SIGNATURE

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

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

/s/ Nathan E. Langston

Nathan E. Langston
Senior Vice President and Chief Accounting Officer
(For each Registrant and for each as
Principal Accounting Officer)

Date: May 9, 2003

CERTIFICATIONS

	I, J. Wayne Leonard, certify that:

1.	I have reviewed this quarterly report on Form 10-Q of Entergy Corporation;

2.	Based on my knowledge, this quarterly report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this quarterly report;

3.	Based on my knowledge, the financial statements, and other financial information included in this quarterly report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this quarterly report;

4.	The registrant's other certifying officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-14 and 15d-14) for the registrant and we have:

	a) designed such disclosure controls and procedures to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this quarterly report is being prepared;

	b) evaluated the effectiveness of the registrant's disclosure controls and procedures as of a date within 90 days prior to the filing date of this quarterly report (the "Evaluation Date"); and

	c) presented in this quarterly report our conclusions about the effectiveness of the disclosure controls and procedures based on our evaluation as of the Evaluation Date;

5.	The registrant's other certifying officers and I have disclosed, based on our most recent evaluation, to the registrant's auditors and the audit committee of registrant's board of directors (or persons performing the equivalent function):

	a) all significant deficiencies in the design or operation of internal controls which could adversely affect the registrant's ability to record, process, summarize and report financial data and have identified for the registrant's auditors any material weaknesses in internal controls; and

	b) any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal controls; and

6.	The registrant's other certifying officers and I have indicated in this quarterly report whether or not there were significant changes in internal controls or in other factors that could significantly affect internal controls subsequent to the date of our most recent evaluation, including any corrective actions with regard to significant deficiencies and material weaknesses.

/s/ J. Wayne Leonard

J. Wayne Leonard
Chief Executive Officer of Entergy Corporation

Date: May 9, 2003

CERTIFICATIONS

	I, C. John Wilder, certify that:

1.	I have reviewed these quarterly reports on Form 10-Q of Entergy Corporation and System Energy Resources, Inc.;

2.	Based on my knowledge, these quarterly reports do not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by these quarterly reports;

3.	Based on my knowledge, the financial statements, and other financial information included in these quarterly reports, fairly present in all material respects the financial condition, results of operations and cash flows of the registrants as of, and for, the periods presented in these quarterly reports;

4.	The registrants' other certifying officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-14 and 15d-14) for the registrants and we have:

	a) designed such disclosure controls and procedures to ensure that material information relating to the registrants, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this quarterly report is being prepared;

	b) evaluated the effectiveness of the registrants' disclosure controls and procedures as of a date within 90 days prior to the filing date of this quarterly report (the "Evaluation Date"); and

	c) presented in this quarterly report our conclusions about the effectiveness of the disclosure controls and procedures based on our evaluation as of the Evaluation Date;

5.	The registrants' other certifying officers and I have disclosed, based on our most recent evaluation, to the registrants' auditors and the audit committee of registrants' board of directors (or persons performing the equivalent function):

	a) all significant deficiencies in the design or operation of internal controls which could adversely affect the registrants' ability to record, process, summarize and report financial data and have identified for the registrants' auditors any material weaknesses in internal controls; and

	b) any fraud, whether or not material, that involves management or other employees who have a significant role in the registrants' internal controls; and

6.	The registrants' other certifying officers and I have indicated in these quarterly reports whether or not there were significant changes in internal controls or in other factors that could significantly affect internal controls subsequent to the date of our most recent evaluation, including any corrective actions with regard to significant deficiencies and material weaknesses.

/s/ C. John Wilder

C. John Wilder
Executive Vice President and Chief Financial Officer of
Entergy Corporation and System Energy Resources, Inc.

Date: May 9, 2003

CERTIFICATIONS

	I, Hugh T. McDonald, certify that:

1.	I have reviewed this quarterly report on Form 10-Q of Entergy Arkansas, Inc.;

2.	Based on my knowledge, this quarterly report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this quarterly report;

3.	Based on my knowledge, the financial statements, and other financial information included in this quarterly report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this quarterly report;

4.	The registrant's other certifying officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-14 and 15d-14) for the registrant and we have:

	a) designed such disclosure controls and procedures to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this quarterly report is being prepared;

	b) evaluated the effectiveness of the registrant's disclosure controls and procedures as of a date within 90 days prior to the filing date of this quarterly report (the "Evaluation Date"); and

	c) presented in this quarterly report our conclusions about the effectiveness of the disclosure controls and procedures based on our evaluation as of the Evaluation Date;

5.	The registrant's other certifying officers and I have disclosed, based on our most recent evaluation, to the registrant's auditors and the audit committee of registrant's board of directors (or persons performing the equivalent function):

	a) all significant deficiencies in the design or operation of internal controls which could adversely affect the registrant's ability to record, process, summarize and report financial data and have identified for the registrant's auditors any material weaknesses in internal controls; and

	b) any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal controls; and

6.	The registrant's other certifying officers and I have indicated in this quarterly report whether or not there were significant changes in internal controls or in other factors that could significantly affect internal controls subsequent to the date of our most recent evaluation, including any corrective actions with regard to significant deficiencies and material weaknesses.

/s/ Hugh T. McDonald

Hugh T. McDonald
Chairman, President, and Chief Executive Officer of
Entergy Arkansas, Inc.

Date: May 9, 2003

CERTIFICATIONS

	I, Joseph F. Domino, certify that:

1.	I have reviewed this quarterly report on Form 10-Q of Entergy Gulf States, Inc.;

2.	Based on my knowledge, this quarterly report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this quarterly report;

3.	Based on my knowledge, the financial statements, and other financial information included in this quarterly report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this quarterly report;

4.	The registrant's other certifying officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-14 and 15d-14) for the registrant and we have:

	a) designed such disclosure controls and procedures to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this quarterly report is being prepared;

	b) evaluated the effectiveness of the registrant's disclosure controls and procedures as of a date within 90 days prior to the filing date of this quarterly report (the "Evaluation Date"); and

	c) presented in this quarterly report our conclusions about the effectiveness of the disclosure controls and procedures based on our evaluation as of the Evaluation Date;

5.	The registrant's other certifying officers and I have disclosed, based on our most recent evaluation, to the registrant's auditors and the audit committee of registrant's board of directors (or persons performing the equivalent function):

	a) all significant deficiencies in the design or operation of internal controls which could adversely affect the registrant's ability to record, process, summarize and report financial data and have identified for the registrant's auditors any material weaknesses in internal controls; and

	b) any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal controls; and

6.	The registrant's other certifying officers and I have indicated in this quarterly report whether or not there were significant changes in internal controls or in other factors that could significantly affect internal controls subsequent to the date of our most recent evaluation, including any corrective actions with regard to significant deficiencies and material weaknesses.

/s/ Joseph F. Domino

Joseph F. Domino
Chairman, President and Chief Executive Officer-Texas
of Entergy Gulf States, Inc.

Date: May 9, 2003

CERTIFICATIONS

	I, E. Renae Conley, certify that:

1.	I have reviewed these quarterly reports on Form 10-Q of Entergy Gulf States, Inc. and Entergy Louisiana, Inc.;

2.	Based on my knowledge, these quarterly reports do not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by these quarterly reports;

3.	Based on my knowledge, the financial statements, and other financial information included in these quarterly reports, fairly present in all material respects the financial condition, results of operations and cash flows of the registrants as of, and for, the periods presented in these quarterly reports;

4.	The registrants' other certifying officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-14 and 15d-14) for the registrants and we have:

	a) designed such disclosure controls and procedures to ensure that material information relating to the registrants, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this quarterly report is being prepared;

	b) evaluated the effectiveness of the registrants' disclosure controls and procedures as of a date within 90 days prior to the filing date of this quarterly report (the "Evaluation Date"); and

	c) presented in this quarterly report our conclusions about the effectiveness of the disclosure controls and procedures based on our evaluation as of the Evaluation Date;

5.	The registrants' other certifying officers and I have disclosed, based on our most recent evaluation, to the registrants' auditors and the audit committee of registrants' board of directors (or persons performing the equivalent function):

	a) all significant deficiencies in the design or operation of internal controls which could adversely affect the registrants' ability to record, process, summarize and report financial data and have identified for the registrants' auditors any material weaknesses in internal controls; and

	b) any fraud, whether or not material, that involves management or other employees who have a significant role in the registrants' internal controls; and

6.	The registrants' other certifying officers and I have indicated in these quarterly reports whether or not there were significant changes in internal controls or in other factors that could significantly affect internal controls subsequent to the date of our most recent evaluation, including any corrective actions with regard to significant deficiencies and material weaknesses.

/s/ E. Renae Conley

E. Renae Conley
Chairman, President, and Chief Executive Officer of
Entergy Louisiana, Inc.; President and Chief Executive
Officer-Louisiana of Entergy Gulf States, Inc.

Date: May 9, 2003

CERTIFICATIONS

	I, Carolyn C. Shanks, certify that:

1.	I have reviewed this quarterly report on Form 10-Q of Entergy Mississippi, Inc.;

2.	Based on my knowledge, this quarterly report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this quarterly report;

3.	Based on my knowledge, the financial statements, and other financial information included in this quarterly report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this quarterly report;

4.	The registrant's other certifying officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-14 and 15d-14) for the registrant and we have:

	a) designed such disclosure controls and procedures to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this quarterly report is being prepared;

	b) evaluated the effectiveness of the registrant's disclosure controls and procedures as of a date within 90 days prior to the filing date of this quarterly report (the "Evaluation Date"); and

	c) presented in this quarterly report our conclusions about the effectiveness of the disclosure controls and procedures based on our evaluation as of the Evaluation Date;

5.	The registrant's other certifying officers and I have disclosed, based on our most recent evaluation, to the registrant's auditors and the audit committee of registrant's board of directors (or persons performing the equivalent function):

	a) all significant deficiencies in the design or operation of internal controls which could adversely affect the registrant's ability to record, process, summarize and report financial data and have identified for the registrant's auditors any material weaknesses in internal controls; and

	b) any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal controls; and

6.	The registrant's other certifying officers and I have indicated in this quarterly report whether or not there were significant changes in internal controls or in other factors that could significantly affect internal controls subsequent to the date of our most recent evaluation, including any corrective actions with regard to significant deficiencies and material weaknesses.

/s/ Carolyn C. Shanks

Carolyn C. Shanks
Chairman, President, and Chief Executive Officer of
Entergy Mississippi, Inc.

Date: May 9, 2003

CERTIFICATIONS

	I, Daniel F. Packer, certify that:

1.	I have reviewed this quarterly report on Form 10-Q of Entergy New Orleans, Inc.;

2.	Based on my knowledge, this quarterly report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this quarterly report;

3.	Based on my knowledge, the financial statements, and other financial information included in this quarterly report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this quarterly report;

4.	The registrant's other certifying officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-14 and 15d-14) for the registrant and we have:

	a) designed such disclosure controls and procedures to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this quarterly report is being prepared;

	b) evaluated the effectiveness of the registrant's disclosure controls and procedures as of a date within 90 days prior to the filing date of this quarterly report (the "Evaluation Date"); and

	c) presented in this quarterly report our conclusions about the effectiveness of the disclosure controls and procedures based on our evaluation as of the Evaluation Date;

5.	The registrant's other certifying officers and I have disclosed, based on our most recent evaluation, to the registrant's auditors and the audit committee of registrant's board of directors (or persons performing the equivalent function):

	a) all significant deficiencies in the design or operation of internal controls which could adversely affect the registrant's ability to record, process, summarize and report financial data and have identified for the registrant's auditors any material weaknesses in internal controls; and

	b) any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal controls; and

6.	The registrant's other certifying officers and I have indicated in this quarterly report whether or not there were significant changes in internal controls or in other factors that could significantly affect internal controls subsequent to the date of our most recent evaluation, including any corrective actions with regard to significant deficiencies and material weaknesses.

/s/ Daniel F. Packer

Daniel F. Packer
Chairman, President, and Chief Executive Officer of
Entergy New Orleans, Inc.

Date: May 9, 2003

CERTIFICATIONS

	I, Gary J. Taylor, certify that:

1.	I have reviewed this quarterly report on Form 10-Q of System Energy Resources, Inc.;

2.	Based on my knowledge, this quarterly report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this quarterly report;

3.	Based on my knowledge, the financial statements, and other financial information included in this quarterly report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this quarterly report;

4.	The registrant's other certifying officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-14 and 15d-14) for the registrant and we have:

	a) designed such disclosure controls and procedures to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this quarterly report is being prepared;

	b) evaluated the effectiveness of the registrant's disclosure controls and procedures as of a date within 90 days prior to the filing date of this quarterly report (the "Evaluation Date"); and

	c) presented in this quarterly report our conclusions about the effectiveness of the disclosure controls and procedures based on our evaluation as of the Evaluation Date;

5.	The registrant's other certifying officers and I have disclosed, based on our most recent evaluation, to the registrant's auditors and the audit committee of registrant's board of directors (or persons performing the equivalent function):

	a) all significant deficiencies in the design or operation of internal controls which could adversely affect the registrant's ability to record, process, summarize and report financial data and have identified for the registrant's auditors any material weaknesses in internal controls; and

	b) any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal controls; and

6.	The registrant's other certifying officers and I have indicated in this quarterly report whether or not there were significant changes in internal controls or in other factors that could significantly affect internal controls subsequent to the date of our most recent evaluation, including any corrective actions with regard to significant deficiencies and material weaknesses.

/s/ Gary J. Taylor

Gary J. Taylor
Chairman, President, and Chief Executive Officer of
System Energy Resources, Inc.

Date: May 9, 2003

CERTIFICATIONS

	I, Theodore H. Bunting, Jr., certify that:

1.	I have reviewed these quarterly reports on Form 10-Q of Entergy Arkansas, Inc., Entergy Gulf States, Inc., Entergy Louisiana, Inc., Entergy Mississippi, Inc., and Entergy New Orleans, Inc.;

2.	Based on my knowledge, these quarterly reports do not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by these quarterly reports;

3.	Based on my knowledge, the financial statements, and other financial information included in these quarterly reports, fairly present in all material respects the financial condition, results of operations and cash flows of the registrants as of, and for, the periods presented in these quarterly reports;

4.	The registrants' other certifying officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-14 and 15d-14) for the registrants and we have:

	a) designed such disclosure controls and procedures to ensure that material information relating to the registrants, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this quarterly report is being prepared;

	b) evaluated the effectiveness of the registrants' disclosure controls and procedures as of a date within 90 days prior to the filing date of this quarterly report (the "Evaluation Date"); and

	c) presented in this quarterly report our conclusions about the effectiveness of the disclosure controls and procedures based on our evaluation as of the Evaluation Date;

5.	The registrants' other certifying officers and I have disclosed, based on our most recent evaluation, to the registrants' auditors and the audit committee of registrants' board of directors (or persons performing the equivalent function):

	a) all significant deficiencies in the design or operation of internal controls which could adversely affect the registrants' ability to record, process, summarize and report financial data and have identified for the registrants' auditors any material weaknesses in internal controls; and

	b) any fraud, whether or not material, that involves management or other employees who have a significant role in the registrants' internal controls; and

6.	The registrants' other certifying officers and I have indicated in these quarterly reports whether or not there were significant changes in internal controls or in other factors that could significantly affect internal controls subsequent to the date of our most recent evaluation, including any corrective actions with regard to significant deficiencies and material weaknesses.

/s/ Theodore H. Bunting, Jr.

Theodore H. Bunting, Jr.
Vice President and Chief Financial Officer of
Entergy Arkansas, Inc., Entergy Gulf States, Inc.,
Entergy Louisiana, Inc., Entergy Mississippi, Inc.,
and Entergy New Orleans, Inc.

Date: May 9, 2003

Entergy - 10-Q quarterly report FY

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