Exhibit 10(a)83

                PENSION EQUALIZATION PLAN OF
            ENTERGY CORPORATION AND SUBSIDIARIES
     (As Amended and Restated Effective January 1, 2000)

                  Certificate of Amendment

                       Amendment No. 1


     THIS INSTRUMENT, executed and made effective this 28th
day of December, 2001, ("Effective Date") constitutes the
First Amendment of the Pension Equalization  Plan of Entergy
Corporation and Subsidiaries, as amended and restated
effective January 1, 2000 (the "Plan").

     All capitalized terms used in this document shall have
the meanings assigned to them in the Plan unless otherwise
defined in this document.

     Pursuant to Section 7.01 of the Plan, the Personnel
Committee, as authorized by the Board of Directors, does
hereby amend the Plan as follows:

     1.     Current Section 1.28 is renumbered 1.29, and a
       new Section 1.28 is added to the Plan to read as
       follows:

1.28 "System Management Participant" shall mean a
     Participant who is currently, or was immediately prior
     to the commencement of a Change in Control Period, at
     one of the System Management Levels set forth in
     Section 1.27.

     2.   Section  3.04 of the Plan is amended in its entirety to
       read as follows:

3.04 Optional Single-Sum Payment Election; Conversion
     Election for System Management Participants.

      (a)  Notwithstanding Sections 3.02(d) and 3.03(b) to
       the contrary, a Participant who, at the time of his
       retirement from service (on or after his Early
       Retirement Date under the Qualified Plan) or
       Qualifying Event, is a System Management Participant
       (or is treated as a System Management Participant in
       accordance with Section 1.28), may elect, in lieu of
       payment of his retirement benefits (as computed
       under Sections 3.02(a) and 3.03(a)) in the form of
       monthly benefits and subject to the terms and
       conditions set forth in this Section 3.04(a) and
       Section 3.04(c), an optional single-sum payment.
       The optional single-sum payment amount shall be
       equal to the present value of the System Management
       Participant's Plan benefit determined under (1)
       Sections 3.02(a) and 3.03(a) as of the date of his
       retirement from service or (2) Section 5.03 as of
       the date of his Qualifying Event, if applicable.
       Present value shall be computed using the same
       interest and mortality assumptions used in the
       Entergy Corporation Retirement Plan for Non-
       Bargaining Employees for computing the present value
       of benefits (for purposes of the involuntary cash-
       out rules) as of the time such single-sum amount is
       to be computed.  Under this optional form of benefit
       payment, no further benefit payments of any kind
       shall be made under the Plan to the Participant, the
       Participant's legal spouse, or any other person on
       behalf of the Participant.

     (b)  A System Management Participant who is
     eligible for an optional single-sum payment in
     accordance with Section 3.04(a), and who is eligible to
     participate in and has elected to participate in the
     Executive Deferred Compensation Plan of Entergy
     Corporation and Subsidiaries ("EDCP") may elect, in
     accordance with Section 3.04(c), to convert the entire
     amount of the present value of the Participant's Plan
     benefit, determined in accordance with Section 3.04(a),
     to an equivalent credited balance under the EDCP, in
     which case no further benefit payments of any kind
     shall be due, or made under the Plan, to the
     Participant, the Participant's legal spouse, or any
     other person on behalf of the Participant.  Any
     election to convert Plan benefits under this Section
     3.04(b) shall be effective as to the entire value of
     such Plan benefits at the time of conversion.

     (c)   A System Management Participant's
       election of the single-sum payment in accordance
       with Section 3.04(a) and a System Management
       Participant's conversion election in accordance with
       Section 3.04(b), if applicable, shall be subject to
       the following:

        (1)  Each such election must be made at least 6 months prior
          to the earlier of
          (i) retirement from service or (ii) the earliest
          benefit commencement date under Section 5.03
          following a Qualifying Event, and in such form as
          the Administrator (or its delegate) may require;

        (2)   Any failure by the Participant to make an affirmative
          written election hereunder on or before the deadline
          established in subsection (1) above shall constitute a
          waiver both of any right to elect the single-sum form of
          benefit and the right to convert Plan benefits in accordance
          with Section 3.04(b), in which case the terms of Sections
          3.02 and 3.03 shall govern to the extent applicable;

        (3)   The Participant may cancel his election for the single-
          sum form of benefit or conversion of Plan benefits, if
          applicable, at any time prior to the deadline for making
          such elections as described in subsection (1), after which
          date any such election(s) shall become irrevocable; and

        (4)   An eligible Participant's election shall be subject to
          the written consent of the Employer.

    3.   Section 5.03 of the Plan is amended in its
        entirety to read as follows:

5.03 Benefit Commencement Date.

     (a)  Notwithstanding any Plan provision to the contrary, if
       during a Change in Control Period there should occur a
       Qualifying Event with respect to a Participant and if there
       does not occur a forfeiture event referenced in Section
       5.02, Participant's benefits, as computed under Sections
       3.02(a) and 3.03(a) at the time of such Qualifying Event,
       may commence, as elected by Participant without the consent
       of the Employer, as of the first day of any month after
       Participant attains age 55.

     (b)  If a Participant described in subsection 5.03(a) is a
       System Management Participant (or is treated as a System
       Management Participant in accordance with Section 1.28) at
       the time of such Qualifying Event, then at the System
       Management Participant's earliest benefit commencement date,
       as described in subsection 5.03(a), the entire amount of the
       present value (as computed in accordance with Section
       3.04(a)) of the System Management Participant's Plan
       benefit, determined in accordance with Section 5.03(a),
       shall be converted to an equivalent credited balance under
       the EDCP if the System Management Participant has a
       conversion election in effect that satisfies the
       requirements of Section 3.04(c), in which case no further
       benefit payments of any kind shall be due, or made under the
       Plan, to the Participant, the Participant's legal spouse, or
       any other person on behalf of the Participant.

     4.   Section 7.01 of the Plan is hereby restated in its
       entirety to read as follows:

7.01 General.  The Personnel Committee of the Board of
     Directors shall have the right, in its absolute
     discretion, at any time and from time to time, to
     modify or amend, in whole or in part, any or all of the
     provisions of this Plan, or suspend or terminate it
     entirely, subject to the provisions of Section 7.02
     hereof.  The provisions of this Article VII shall
     survive a termination of the Plan unless such
     termination is agreed to by the Participants.

     5.   Section 7.02(d) of the Plan is amended and restated as
       follows:

     (d)  Unless agreed to in writing and signed by the affected
       System Management Participant and by the Plan Administrator,
       no provision of this Plan may be modified, waived or
       discharged before the earlier of: (i) the expiration of the
       two-year period commencing on the date of a Potential Change
       in Control, or
       (ii) the date on which the Change in Control event
       contemplated by the Potential Change in Control is
       terminated.

IN WITNESS WHEREOF, the Personnel Committee has caused this
First Amendment to the Pension Equalization Plan of Entergy
Corporation and Subsidiaries to be executed
by its duly authorized representative on the day, month, and
year above set forth.

                         PERSONNEL COMMITTEE
                         through the undersigned duly
                         authorized representative

                         __________________________
                         WILLIAM E. MADISON
                         Senior Vice-President,
                         Human Resources and Administration
                         for Entergy Services, Inc.