UNITED STATES OF AMERICA
          BEFORE THE SECURITIES AND EXCHANGE COMMISSION
                                
                        Washington, D. C.

. . . . . . . . . . . . . . . . . . . . . . . . .. .
                                                   .
        In the Matter of                           .
                                                   .
ARKANSAS POWER & LIGHT COMPANY                     .
LOUISIANA POWER & LIGHT COMPANY                    .
MISSISSIPPI POWER & LIGHT COMPANY                  .
NEW ORLEANS PUBLIC SERVICE INC.                    .
                                                   .
     File No. 70-5015                              .
     ________________                              . CERTIFICATE
                                                   . PURSUANT TO
     In the Matter of                              . RULE 24
                                                   .
SYSTEM FUELS, INC.                                 .
SYSTEM ENERGY RESOURCES, INC.                      .
ARKANSAS POWER & LIGHT COMPANY                     .
LOUISIANA POWER & LIGHT COMPANY                    .
MISSISSIPPI POWER & LIGHT COMPANY                  .
NEW ORLEANS PUBLIC SERVICE INC.                    .
                                                   .
        File No.  70-5889                          .
        File No.  70-7574                          .
        File No.  70-7668                          .
     ________________                              .
                                                   .
     In the Matter of                              .
                                                   .
SYSTEM FUELS, INC.                                 .
ENTERGY CORPORATION                                .
                                                   .
        File No.  70-8331                          .
                                                   .
     (Public Utility Holding Company Act of 1935)  .
. . . . . . . . . . . . . . . . . . . . . . . . .. .

Pursuant  to  Rule 24 promulgated by the Securities and  Exchange
Commission (SEC) under the Public Utility Holding Company Act  of
1935,  modified by request in the application(s) - declaration(s)
referenced   above,  this  is  to  certify  that  the   following
transactions  were carried out and borrowings  made,  during  the
quarter ended December 31, 1994, pursuant to System Fuels, Inc.'s
(SFI)  function as a supplier of fuel for the Entergy Corporation
Operating  Companies (System) in accordance with  the  terms  and
conditions   of   and  for  the  purposes  represented   in   the
application(s) - declaration(s), as amended, and pursuant to  the
Orders of the SEC, indicated below:

70-5015 December 17, 1971 ...................................  I
70-5889 April 28, 1978 ......................................  I
70-7574 January 31, 1989 ...................................  II
70-7668 September 27, 1989 ................................  III
70-8331 March 16, 1994 .....................................  IV



I. File No. 70-5015 and File No. 70-5889 - 1994 Fuel Supply
   Programs

  Expenditures for SFI's fuel program for 1994 during the 4th
  quarter and year to date are indicated below:

                                                            Net Expenditures
                                                             During     Year
                                                            4th Qtr   To Date
                                                              (In Thousands)
   1994 Fuel Supply Program:
     1.  Gas and Oil Development and Production ......... $     341 $     664
     2.  Nuclear Fuel Procurement .......................    (1,747)   23,353
     3.  Fuel Oil Program ...............................        25    (3,070)
                                                          ---------  --------
  Total Expenditures ....................................    (1,381)   20,947
                                                          ---------  --------
  Less funds derived through amortization and
       depreciation charges:
     Amortization of Gas and Oil Development and
       Production Costs .................................     1,833     1,060
     Depreciation and other amortization ................      (157)     (617)
                                                          ---------  --------
  Total depreciation and amortization ...................     1,676       443
                                                          ---------  --------
  Net Expenditures ......................................       295    21,390

  (Increase) Decrease in:
     Outside financing ..................................         0   (23,000)
     System Money Pool borrowings .......................     7,293    12,740
     Parent Companies borrowings ........................         0         0
                                                          ---------  --------
  Total (increase) decrease in borrowings ...............     7,293   (10,260)
                                                          ---------  --------
  (Increase) Decrease in working capital ................$   (7,588)  $11,130
                                                          =========  ========


  1. Gas and Oil Development and Production
                                                          Net Expenditures
                                                          During      Year
                                                          4th Qtr    To Date
                                                           (In Thousands)

    Gas and Oil Development and Production ............. $    341   $    664
                                                         ========   ========

      a) During the quarter, there was no drilling activity

      b)    SFI  produced,  during the quarter,  365,000  MCF  of
      natural gas and 15,000 barrels of oil from its Gas and  Oil
      Development  and  Production Program (Program)  which  were
      sold to non-System parties.

                 During  the  4th quarter of 1994, all  of  SFI's
      natural  gas  production  was sold to  non-System  parties.
      This condition is expected to continue indefinitely.  As  a
      result,  SFI expenditures in the Program are being  limited
      to  amounts required to protect its existing investments in
      the  properties.   No investments in new leases  are  being
      made at this time.

                 During  this quarter, SFI recorded a  multi-year
      income  tax  adjustment,  to  expense,  resulting  in  $1.8
      million   of   negative  amortization.  This   caused   the
      depletion  of  previously reported accumulated amortization
      to   approximately  $40,000  at  year  end  1994.   Current
      quarter's  expenditures of $341,000 are included  in  those
      net results.

            c)    Calculation  of  net  proceeds  from  sales  to
      non-System  parties from the Program used to  amortize  the
      investment in the Program:

                                                           Net Expenditures
                                                           During     Year
                                                         4th  Qtr   To Date
                                                           (In Thousands)
       Sales to non-System parties:
         Natural Gas .................................. $     159   $  1,153
         Condensate ...................................        38         83
         Crude Oil ....................................       212        678
                                                        ---------   --------
        Total .........................................       409      1,914

        Miscellaneous income from non-System parties..         68        262
                                                        ---------   --------
        Total .........................................       477      2,176

        General and administrative expense ............    (1,761)    (2,116)
        Operating expense .............................      (209)      (806)
        Interest expense ...................................   37        (53)
        Amortization adjustment .......................      (377)      (261)
                                                         --------   --------
       Net proceeds ..................................   $ (1,833)  $ (1,060)
                                                         ========   ========


2.  Nuclear Fuel Procurement (See Item III)

                                                          Net Expenditures
                                                           During    Year
                                                         4th  Qtr   To Date
                                                           (In Thousands)

   Nuclear Fuel Procurement ........................... $ (1,747)   $ 23,353
                                                         ========   ========


                                                           Net Expenditures
                                                           During      Year
                                                         4th  Qtr    To Date
                                                           (In Thousands)

   Activities during the period:
     Expenditures for nuclear materials and processing
         services ..................................... $  23,492    $ 79,760
      General and administrative expense ..............       628         975
      Interest expense ................................       645       1,780
                                                        ---------    --------
      Total  ...........................................   24,765      82,515
                                                        ---------    --------
     Sales of nuclear materials and processing
         services to System companies .................    26,512      59,162
                                                        ---------    --------
    Net effect on inventory ........................... $ (1,747)    $ 23,353
                                                         ========    ========

  During  the  quarter,  SFI's purchases totaled  $23.5   million
  for  nuclear materials and services. Also, SFI entered into one
  contract  for the purchase of uranium and associated conversion
  services, and, two contracts for enrichment services.

  SFI  sold,  to System Energy Resources, Inc., nuclear materials
  and  services totaling $26.4 million for use at its Grand  Gulf
  nuclear unit during this reporting period.


3. Fuel Oil Program (See Item II)
                                                          Net Expenditures
                                                           During      Year
                                                         4th  Qtr    To Date
                                                            (In Thousands)

   Fuel Oil Inventory ................................. $      25  $ (3,070)
                                                         ========  ========

   a) Fuel Oil Inventory:

                                                                     Book
       Inventory as of:                                     Barrels  Value
                                                            (In Thousands)

         March 31, 1994 ...............................     1,790  $ 28,316
         June  30, 1994 ................................    1,652  $ 27,418
         September 30, 1994 ...........................     1,754  $ 28,501
         December 31, 1994 ............................     1,759  $ 28,526

                                                           During   4th Qtr.
                                                           Barrels    Cost

     Sales price per barrel to System companies
       excluding period cost:
            #2 Fuel Oil ...............................    36,618   $  23.84
            #6 Fuel Oil ...............................     3,592   $  11.63

   During  this quarter, SFI and Marathon Oil Company  could  not
   reach  a mutual resolution regarding the continuation  of  the
   suspension  of  fuel oil deliveries under  their  1982  supply
   contract.   Therefore,  on  December  29,  1994,   SFI   filed
   litigation in Federal Court, in New Orleans, against  Marathon
   for  failure to perform under the terms and conditions of  the
   long term fuel oil supply contract due to expire December  31,
   1996. Other than Marathon, SFI has no long term contracts  for
   fuel oil.



4.     Other Items:

      a)    As  of December 31, 1994, SFI's outstanding debt  and
      Parent Companies investment consisted of:
                                                      (In Thousands)
          Parent Companies:
             Common stock .............................. $     20
             Notes payable .............................   34,000
                                                         --------
                Total ..................................   34,020
                                                         --------
          System Money Pool ............................   12,590
                                                         --------
          Outside Financing:
             Bank borrowings ...........................   23,000
                                                         --------
          Total ........................................ $ 69,610
                                                         ========

      b)     As   of  January  1,  1987,  SFI's  employees   were
      transferred  to  Entergy Services, Inc. (Entergy  Services)
      where  some  of  them  continue to operate  the  continuing
      activities  of SFI.  For the 4th quarter of 1994,  SFI  was
      billed by Entergy Services, Inc. the following amounts  for
      services  performed for SFI that were previously  performed
      by  SFI  employees.  SFI also reimbursed Entergy  Services,
      at  cost,  for  other services received (financial,  legal,
      administrative and other activities).

                                                                   Total
                                                                   During
                                     Oct        Nov      Dec      4th Qtr
     Cost of services charged to
     Service Requests established
     to track cost of functions
     previously performed by SFI
     personnel:
        Direct Cost:
           Labor and related cost  $ 18,348  $ 19,882 $  18,043   $ 56,273
           Other direct cost .....    9,060     6,060     2,964     18,084
        Indirect cost ............   22,545     9,344    29,164     61,053
                                   --------  -------- ---------   --------
              Total ..............   49,953    35,286    50,171    135,410
                                   --------  -------- ---------   --------
     Cost of services charged to
     Service Requests not related
     to transfer of SFI personnel.  132,806   120,309   194,213    447,328
                                   --------  --------  --------   --------
     Total cost of services
     performed by Entergy
     Services .................... $182,759  $155,595  $244,384   $582,738
                                   ========  ========  ========   ========

     Amounts billed to Operating
     Companies for the Fuel Oil
     Program * ................... $129,590  $ 99,317  $186,756   $415,663

     Deferred Cost/Services.......        0      (539)    1,212        673

     Charged to Nuclear Fuel
     Procurement .................   10,248    11,738    26,175     48,161

     Charged to Gas and Oil
     Development and Production ..   42,921    45,079    30,241    118,241
                                   --------  --------  --------   --------
        Total .................... $182,759  $155,595  $244,384   $582,738
                                   ========  ========  ========   ========


    *      Charged to the Fuel Oil Program as a component of
    period costs.  For the 4th quarter of 1994 Fuel Oil Program
    period costs were allocated 15% to Arkansas Power & Light
    Company, 54% to Louisiana Power & Light Company, 19% to
    Mississippi Power & Light Company and 12% to New Orleans
    Public Service Inc.

       c)  As previously reported, the System's fuels planning
       and procurement administration was reorganized during
       1988, redefining the fuels management roles and placing
       the responsibility for most fuel procurement decisions
       with Entergy Corporation System Executives.

SFI,  utilizing  Entergy  Services  personnel,  continues  to  be
responsible  for gas and oil production, financing  nuclear  fuel
inventory  and fuel oil inventory and facilities, and  accounting
functions related to these continuing activities.





II.  File No 70-7574 Bank of America Agreement (B of A)

     During the quarter, SFI did not borrow, or repay, any amount
under this financing agreement.  Commitment fees of $11,500  were
incurred  on  the unused portion of the agreement.   The  average
outstanding  principal balance, for the quarter,  was  $8,000,000
and interest cost totaled $135,194.

     As  of December 31, 1994, the sum of the Aggregate Borrowing
Base   of  Eligible  Fuel  Oil  Inventory  and  Receivables   was
$11,300,000 of which $8,000,000 was outstanding under the B of  A
agreement.

III. File No 70-7668 Yasuda Trust and Banking Co., Ltd. Agreement
     (Yasuda)

      During  the  quarter,  SFI did not borrow,  or  repay,  any
amounts  under  this  financing  agreement.  Commitment  fees  of
$13,611  were  incurred on the unused portion of  the  agreement.
The  average outstanding principal balance, for the quarter,  was
$15,000,000 and interest cost totaled $231,883.

      As  previously  reported, the Yasuda credit  agreement  was
amended, pursuant to SEC authorization (See HCAR No. 25634, dated
September  17, 1992) to increase the commitment fees and  margins
payable  on certain loans and to extend the termination  date  of
the  agreement  to  September 30, 1995.  A copy  of  the  amended
credit agreement was filed with the SEC.

    As  of December 31, 1994, the book value of the nuclear  fuel
was  $37,290,000 and there was $15,000,000 outstanding under  the
Yasuda agreement.


       IV. File No 70-8331 Entergy Corporation Revolving Credit
       Agreement (Entergy)

            Pursuant to the Order issued on March 16, 1994, (Release
       35-26006), SFI entered into a loan agreement with Entergy
       Corporation on March 21, 1994. The agreement allows SFI to borrow
       and reborrow from Entergy Corporation amounts not to exceed
       $30,000,000 at any one time. This agreement terminates
       on December 31, 1996.

            During the quarter ended December 31, 1994, SFI did not
       borrow under this agreement.







        IN WITNESS WHEREOF, SFI has caused this certificate to be
executed as of the 31st of January, 1995.





                           ARKANSAS POWER & LIGHT COMPANY
                           LOUISIANA POWER & LIGHT COMPANY
                           MISSISSIPPI POWER & LIGHT COMPANY
                           NEW ORLEANS PUBLIC SERVICE INC.
                           SYSTEM ENERGY RESOURCES, INC
                           ENTERGY CORPORATION
                           SYSTEM FUELS, INC.



                           BY:   /s/ Gerald D. McInvale
                                    Gerald D. McInvale
                                 Senior Vice President and
                                  Chief Financial Officer



 

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