November 30, 2000 River Fuel Funding Company #3, Inc. c/o United States Trust Company of New York 114 West 47th Street New York, New York 10036 The Bank of New York One Wall Street New York, New York 10286 Dear Sirs: Pursuant to the requirements of...

                                                   Exhibit B-1(e)

                  SYSTEM ENERGY RESOURCES, INC.
                        000 Xxxxxx Xxxxxx
                  Xxx Xxxxxxx, Xxxxxxxxx 00000


                                               November 30, 2000

River Fuel Funding Company #3, Inc.
c/o United States Trust Company
 of New York
000 Xxxx 00xx Xxxxxx
Xxx Xxxx, Xxx Xxxx 00000

The Bank of New York
Xxx Xxxx Xxxxxx
Xxx Xxxx, Xxx Xxxx 00000


Dear Sirs:

          Pursuant  to the requirements of the Fuel Lease,  dated
as  of February 24, 1989, between River Fuel Funding Company  #3,
Inc.  and System Energy Resources, Inc., System Energy Resources,
Inc.  hereby  acknowledges receipt of a copy of  (i)  the  Credit
Agreement,  dated  as  of  November 30, 2000,  among  River  Fuel
Funding  Company #3, Inc., The Bank of New York and  the  various
Lenders parties thereto, and (ii) the Depositary Agreement, dated
as  of  November 30, 2000, among River Fuel Funding  Company  #3,
Inc.,  The  Chase Manhattan Bank and The Bank of  New  York,  and
consents  to your entry into said Credit Agreement and Depositary
Agreement.


                                    Very truly yours,

                                    SYSTEM ENERGY RESOURCES, INC.


                                    By:
                                        Name:  Xxxxx Xxxxxxxxx
                                        Title: Assistant Treasurer