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


       In the Matter of               
                                      
 SYSTEM ENERGY RESOURCES, INC.        CERTIFICATE
      ENTERGY CORPORATION             PURSUANT TO
    ENTERGY ARKANSAS, INC.            RULE 24
    ENTERGY LOUISIANA, INC.
   ENTERGY MISSISSIPPI, INC.
   ENTERGY NEW ORLEANS, INC.
               
       File No. 70-7561
               
(Public Utility Holding Company
         Act of 1935)

           This  is  to  certify, pursuant to Rule 24  under  the
Public Utility Holding Company Act of 1935, as amended, that  the
transactions  described  below, which  were  proposed  by  System
Energy  Resources,  Inc. ("System Energy"),  Entergy  Corporation
("Entergy"),  Entergy  Arkansas, Inc., Entergy  Louisiana,  Inc.,
Entergy   Mississippi,  Inc.  and  Entergy  New   Orleans,   Inc.
(collectively,   the  "System  Operating  Companies")   in   Post
Effective  Amendment No. 10 in the above file  (the  "Application
Declaration"), have been carried out in accordance with the terms
and  conditions  of,  and for the purposes  represented  by,  the
Application-Declaration  and  pursuant  to  the  order   of   the
Securities  and  Exchange Commission with respect  thereto  dated
November 6, 1996 (Release No. 35-26601).

           On December 27, 1996, letters of credit in the amounts
of $148,719,125.41 and $34,946,720.00 (the "LOCs") were issued to
RCMC  Del.,  Inc. and Textron Financial Corporation, respectively
(the  "Equity  Participants") by the  Bank  of  Tokyo-Mitsubishi,
Ltd.,  Los Angeles Branch (the "Funding Bank"), pursuant  to  the
Amended and Restated Reimbursement Agreement dated as of December
1,  1988,  as amended and restated as of December 27, 1996  among
System  Energy,  The  Chase Manhattan Bank, (the  "Administrating
Bank"),  the Funding Bank, the Union Bank of California  NA  (the
"Documentation  Agent")  and  the  other  banks   named   therein
(collectively,  the "Participating Banks").   The  LOCs  replaced
outstanding letters of credit in the amounts of $132,131,960  and
$33,032,990, issued by the Funding Bank, which had been  held  by
the Equity Participants, and were canceled on December 27, 1996.

           Effective January 15, 1997, the annual fee to be  paid
to  the  Funding Bank is 0.10%; the annual fee to be paid to  the
Administrating Bank is $35,000 (0.0191%); and the annual fees  to
be  paid to the Participating Banks is 0.55%; for an aggregate of
 .6691% of the maximum amount of the LOCs in annual fees.

           System Energy paid extension fees of $183,665 (.10% of
the  maximum  amount of the LOCs) to the Funding  Bank;  $125,000
(.0681%  of the maximum amount of the LOCs) to the Administrating
Bank;  $75,000 (.0408% of the maximum amount of the LOCs) to  the
Documentation Agent; and 0.05% of the maximum amount of the  LOCs
to the Participating Banks.

          As described in the Application-Declaration, the System
Operating   Companies   joined  with  System   Energy   and   the
Administrating  Bank in entering into a Thirty-Second  Assignment
of  Availability  Agreement, Consent and Agreement,  and  Entergy
joined with System Energy and the Administrating Bank in entering
into  a  Thirty-Second Supplementary Capital Funds Agreement  and
Assignment, each to secure the banks participating in the LOCs.

           In  addition  to  those  described  above,  the  fees,
commissions   and   expenses  paid  or  incurred,   directly   or
indirectly, in connection with the transactions proposed  in  the
Application-Declaration, are estimated to aggregate not more than
$150,000,  including  $45,000 for  fees  of  counsel  for  System
Energy,  Entergy and the System Operating Companies, $85,000  for
fees  of  counsel  for  the banks, $10,000 for  fees  of  Entergy
Services, Inc. and $10,000 for miscellaneous expenses.

           Attached hereto and incorporated by reference, are the
constituent documents to the transactions in definitive form.

Exhibit B-1(a) -  Amended and Restated Reimbursement Agreement
Exhibit B-2(a) -  Thirty-Second   Assignment   of    Availability
                  Agreement, Consent and Agreement
Exhibit B-3(a) -  Thirty-Second   Supplementary   Capital   Funds
                  Agreement and Assignment

           IN  WITNESS  WHEREOF,  the  Company  has  caused  this
certificate to be executed this 13th day of January, 1997.


                           SYSTEM ENERGY RESOURCES, INC.
                           ENTERGY CORPORATION
                           ENTERGY ARKANSAS, INC.
                           ENTERGY LOUISIANA, INC.
                           ENTERGY MISSISSIPPI, INC.
                           ENTERGY NEW ORLEANS, INC.
                           
                           By:  /s/William J. Regan, Jr.
                                William J. Regan, Jr.
                                Vice President and Treasurer