Registration No. 333-
FORM S-8
REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933
_______________________
ENTERGY CORPORATION
(Exact name of Registrant as specified in its charter)
Delaware 72-1229752
(State or other jurisdiction (I.R.S. Employer
of Incorporation or Identification Number)
organization)
70113
639 Loyola Avenue (Zip Code)
New Orleans, Louisiana
(Address of principal
executive offices)
EQUITY AWARDS PLAN
OF ENTERGY CORPORATION AND SUBSIDIARIES
(Full title of the plan)
___________________________________
C. John Wilder John M. Adams, Jr., Esq.
Executive Vice President Associate General Counsel
and Chief Financial Officer Corporate and Securities
Entergy Corporation Entergy Services, Inc.
639 Loyola Avenue 639 Loyola Avenue
New Orleans, Louisiana 70113 New Orleans, Louisiana 70113
(504) 576-3391 (504) 576-2095
(Names, addresses and telephone numbers, including area code, of
agents for service)
CALCULATION OF REGISTRATION FEE
Proposed Proposed
Maximum Maximum
Title of Amount Offering Aggregate Amount of
Securities to be Price Per Offering Registration
to be Registered Registered Share (1) Price (1) Fee
Common Stock, $.01 12,000,000 $41.88 $502,560,000 $46,235.52
par value Shares
(1) Estimated solely for the purpose of calculating the
registration fee, pursuant to Rule 457(h) and Rule 457(c) under
the Securities Act of 1933, on the basis of the average of the
high and low prices paid for a share of Entergy Corporation
Common Stock on June 17, 2002 as reported on the New York Stock
Exchange Composite Transactions Tape.
- - - - - -
Pursuant to Rule 429 of the Securities Act of 1933, the
prospectus that is part of this Registration Statement also
relates to securities registered and remaining unissued under
Registration Statement No. 333-55692 previously filed by the
Registrant.
INCORPORATION OF CONTENTS OF PRIOR REGISTRATION STATEMENT
The contents of Registration Statement No. 333-55692 are
incorporated herein by reference.
INFORMATION REQUIRED IN THE REGISTRATION STATEMENT
Item 8. EXHIBITS
5 Legality Opinion of John M. Adams, Jr., Esq.
10 Equity Awards Plan of Entergy Corporation and
Subsidiaries (included as Exhibit A-4 to Post-Effective
Amendment No. 2 in File No. 70-9189)
23 Consent of Deloitte & Touche LLP
POWER OF ATTORNEY
Each director and officer of the issuer whose signature
appears below hereby appoints Nathan E. Langston and John M.
Adams, Jr., and each of them severally, as his attorney-in-fact
to sign in his name and behalf, in any and all capacities stated
below, and to file with the Securities and Exchange Commission,
any and all amendments, including post-effective amendments, to
this Registration Statement and the issuer hereby also appoints
Nathan E. Langston and John M. Adams, Jr., and each of them
severally, as its attorney-in-fact with like authority to sign
and file such amendments in its name and behalf.
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933,
the registrant certifies that it has reasonable grounds to
believe that it meets all of the requirements for filing on Form
S-8 and has duly caused this registration statement to be signed
on its behalf by the undersigned, thereunto duly authorized, in
the City of New Orleans, State of Louisiana, on the 21st day of
June, 2002.
ENTERGY CORPORATION
By: /s/ C. John Wilder
C. John Wilder
Executive Vice President
and Chief Financial Officer
Pursuant to the requirements of the Securities Act of 1933,
this registration statement has been signed by the following
persons in the capacities and on the dates indicated.
Name Title Date
/s/ Robert v. d. Luft Chairman of the Board June 21, 2002
Robert v. d. Luft
/s/ Wayne Leonard Director and Chief June 21, 2002
Wayne Leonard Executive Officer
/s/ C. John Wilder Executive Vice President June 21, 2002
C. John Wilder and Chief Financial
Officer
/s/ Nathan E. Langston Senior Vice President June 21, 2002
Nathan E. Langston and
Chief Accounting Officer
/s/ Maureen S. Bateman Director June 21, 2002
Maureen S. Bateman
/s/ W. Frank Blount W. Frank Blount June 21, 2002
W. Frank Blount
/s/ George W. Davis Director June 21, 2002
George W. Davis
/s/ Simon D. deBree Director June 21, 2002
Simon D. deBree
/s/ Claiborne P. Deming Director June 21, 2002
Claiborne P. Deming
/s/ Norman C. Francis Director June 21, 2002
Norman C. Francis
/s/ Kathleen A. Murphy Director June 21, 2002
Kathleen A. Murphy
/s/ Paul W. Murrill Director June 21, 2002
Paul W. Murrill
/s/ James R. Nichols Director June 21, 2002
James R. Nichols
/s/ William A. Percy, II Director June 21, 2002
William A. Percy, II
/s/ Dennis H. Reilley Director June 21, 2002
Dennis H. Reilley
/s/ Wm. Clifford Smith Director June 21, 2002
Wm. Clifford Smith
/s/ Bismark A. Steinhagen Director June 21, 2002
Bismark A. Steinhagen