File No. 70-9893
                     Washington, D.C. 20549

                            FORM U-1

                         AMENDMENT NO. 4





Entergy Corporation                     Entergy Arkansas, Inc.
639 Loyola Avenue                       425 West Capitol Avenue
New Orleans, Louisiana 70113            Little Rock, Arkansas  72201

Entergy Services, Inc.                  Entergy Gulf States, Inc.
639 Loyola Avenue                       350 Pine Street
New Orleans, Louisiana 70113            Beaumont, Texas 77701

System Fuels, Inc.                      Entergy Louisiana, Inc.
350 Pine Street                         4809 Jefferson Highway
Beaumont, Texas 77701                   New Orleans, Louisiana  70121

System Energy Resources, Inc.           Entergy Mississippi, Inc.
1340 Echelon Parkway                    308 East Pearl Street
Jackson, Mississippi 39213              Jackson, Mississippi  39201

Entergy Operations, Inc.                Entergy New Orleans, Inc.
1340 Echelon Parkway                    1600 Perdido Building
Jackson, Mississippi  39213             New Orleans, Louisiana  70112

          (Names of companies filing this statement and
            addresses of principal executive offices)

                       Entergy Corporation

         (Name of top registered holding company parent
                 of each applicant or declarant)

                         C. John Wilder
                  Executive Vice President and
                     Chief Financial Officer
                 for each applicant or declarant
                        639 Loyola Avenue
                  New Orleans, Louisiana  70113

             (Name and address of agent for service)

     The Commission is also requested to send copies of any
        communications in connection with this matter to:

                      Mark W. Hoffman, Esq.
                     Entergy Services, Inc.
                        639 Loyola Avenue
                  New Orleans, Louisiana  70113

Item 1.  Description of Proposed Transactions

     Paragraphs  "C"  and  "D" of Item  1,  Section  VII  of  the
Application-Declaration  in  this File  are  hereby  amended  and
restated in their entirety to read as follows:

     "C. Each of the Operating Companies represents that it
         will not issue any security authorized in the matter, if,
         as a consequence of such issuance, the common equity
         component of the capital structure of the applicable
         Operating Company (on a consolidated basis) would
         comprise less than 30% of its total consolidated
         capitalization (based upon the financial statements
         filed with the most recent Quarterly Report on Form
         10-Q or Annual Report on Form 10-K).

      D. Each of the Operating Companies represents that it will
         not issue any senior long-term debt that, if it is rated,
         is not rated investment grade by at least one nationally
         recognized statistical rating agency, except for new debt
         designed to refund, redeem or replace existing debt that,
         if voluntarily refunded, is at a lower effective after-tax
         cost of money, for privately placed debt or for debt
         authorized by the Council of the City of New Orleans or
         authorized by the Arkansas Public Service Commission."


          Pursuant  to  the  requirements of the  Public  Utility
Holding Company Act of 1935, the undersigned companies have  duly
caused  this  Amendment  to be signed  on  their  behalf  by  the
undersigned thereunto duly authorized.

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

                                        /s/ Steven C. McNeal
                             By          Steven C. McNeal
                                   Vice President and Treasurer

Dated:  November 29, 2001