0000065984-05-000147 Sample Contracts

Amendment To Service Agreement
Service Agreement • March 11th, 2005 • Entergy Gulf States Inc • Electric services

The parties hereto do hereby stipulate and agree to that the SERVICE AGREEMENT entered into by and between them under date of December 31, 1993, and as heretofore amended on January 1, 1996, January 1, 1998, January 1, 1999, January 1, 2000, January 1, 2001, April 1, 2002, January 1, 2003 and August 1, 2003 be and the same hereby is further amended by substituting for the Supplement to Exhibit II to the SERVICE AGREEMENT, the attached revised Supplement to Exhibit II. This Amendment is made and entered into as of March 1, 2004.

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CREDIT AGREEMENT Dated as May 31, 2002 Among ENTERGY CORPORATION as Borrower THE BANKS NAMED HEREIN as Banks BAYERISCHE HYPO- UND VEREINSBANK AG, NEW YORK BRANCH as Administrative Agent BAYERISCHE HYPO- UND VEREINSBANK AG, NEW YORK BRANCH as Arranger...
Credit Agreement • March 11th, 2005 • Entergy Gulf States Inc • Electric services • New York

ENTERGY CORPORATION, a Delaware corporation (the "Borrower"), the banks (the "Banks") listed on the signature pages hereof and Bayerische Hypo- und Vereinsbank AG, New York Branch ("HypoVereinsbank"), as administrative agent (the "Administrative Agent") for the Lenders hereunder, agree as follows:

FIRST AMENDMENT TO THE THIRTY-FIFTH ASSIGNMENT OF AVAILABILITY AGREEMENT, CONSENT AND AGREEMENT
Consent and Agreement • March 11th, 2005 • Entergy Gulf States Inc • Electric services • New York

This First Amendment, dated as of December 17, 2004 (this "Amendment"), to the Thirty-fifth Assignment of Availability Agreement, Consent and Agreement (hereinafter referred to as the "Assignment"), dated as of December 22, 2003, is made by and among System Energy Resources, Inc. (the "Company"), Entergy Arkansas, Inc. ("EAI") (successor in interest to Arkansas Power & Light Company and Arkansas-Missouri Power Company), Entergy Louisiana, Inc. ("ELI"), Entergy Mississippi, Inc. ("EMI"), and Entergy New Orleans, Inc. ("ENOI") (hereinafter EAI, ELI, EMI and ENOI are called individually a "System Operating Company" and collectively, the "System Operating Companies"), and Union Bank of California, N.A., as Administrating Bank (in such capacity, the "Administrating Bank") under the Reimbursement Agreement, dated as of December 22, 2003 (as amended, restated, supplemented or otherwise modified from time to time, the "Reimbursement Agreement"), among the Company, Union Bank of California, N.A

Third Amendment To Decommissioning Trust Agreement
Decommissioning Trust Agreement • March 11th, 2005 • Entergy Gulf States Inc • Electric services

This THIRD AMENDMENT TO DECOMMISSIONING TRUST AGREEMENT ("Third Amendment") made effective as of the 5th day of March, 1998 by and between Entergy Gulf States, Inc. (the "Company"), and Mellon Bank, N.A. (the "Successor Trustee").

ENTERGY ARKANSAS, INC. TO DEUTSCHE BANK TRUST COMPANY AMERICAS (successor to Guaranty Trust Company of New York) AND STANLEY BURG (successor to Henry A. Theis) AND (as to property, real or personal, situated or being in Missouri) THE BANK OF NEW YORK...
Sixty-Third Supplemental Indenture • March 11th, 2005 • Entergy Gulf States Inc • Electric services

INDENTURE, dated as of January 1, 2005, between ENTERGY ARKANSAS, INC., a corporation of the State of Arkansas, whose post office address is 425 West Capitol, Little Rock, Arkansas 72201 (hereinafter sometimes called the "Company"), and DEUTSCHE BANK TRUST COMPANY AMERICAS (successor to Guaranty Trust Company of New York), a New York banking corporation, whose post office address is 60 Wall Street, MS NYC 60-2710, New York, New York 10005 (hereinafter sometimes called the "Corporate Trustee"), and STANLEY BURG (successor to Henry A. Theis) (hereinafter sometimes called the "Co-Trustee"), and (as to property, real or personal, situated or being in Missouri) THE BANK OF NEW YORK TRUST COMPANY, NATIONAL ASSOCIATION (successor to Marvin A. Mueller), whose mailing address is 10161 Centurion Parkway, Jacksonville, Florida 32256 and JEFFREY SCHROEDER (successor to Marvin A. Mueller), whose address is 508 Arborwood Drive, Ballwin, Missouri 63021 (said The Bank of New York Trust Company, Nation

FIRST AMENDMENT AND CONSENT TO LETTER OF CREDIT AND REIMBURSEMENT AGREEMENT
Credit and Reimbursement Agreement • March 11th, 2005 • Entergy Gulf States Inc • Electric services • New York

This FIRST AMENDMENT AND CONSENT, dated as of May 3, 2004 (this "Amendment"), is made by and among SYSTEM ENERGY RESOURCES, INC., an Arkansas corporation (the "Company"), and the banks listed on the signature pages of this Amendment as "Participating Banks" (such banks, together with their respective permitted assignees from time to time, being referred to herein, collectively, as the "Participating Banks").

FIRST AMENDMENT
A Credit Agreement • March 11th, 2005 • Entergy Gulf States Inc • Electric services • New York

THIS FIRST AMENDMENT, dated as of June 6, 2003 ("Amendment"), is among ENTERGY CORPORATION ("Borrower"), the banks party hereto ("Banks") and BAYERISCHE HYPO- UND VEREINSBANK AG, NEW YORK BRANCH ("Agent").

Amendment To Service Agreement
Service Agreement • March 11th, 2005 • Entergy Gulf States Inc • Electric services

The parties hereto do hereby stipulate and agree to that the SERVICE AGREEMENT entered into by and between them under date of July 16, 1974, and as heretofore amended on April 27, 1984, August 1, 1988 (effective January 1, 1989), and January 1, 1991 has not been updated by formal signed amendment since January 1, 1991. Whereas it is now necessary to update and amend this agreement to bring it into compliance with Entergy Services, Inc.'s (ESI) other client companies. ESI's service agreements with its client companies, including SERI, were also amended effective January 1, 1992, January 1, 1996, January 1, 1998, January 1, 1999, January 1, 2000, January 1, 2001, April 1, 2002, January 1, 2003 and August 1, 2003. This amendment conforms to these past amendments that have previously been approved by the Securities and Exchange Commission and put into effect by ESI's other client companies. Attached hereto is a complete copy of the original Service Agreement and the current Exhibit I, Exhi

AMENDMENT TO LETTER OF CREDIT AND REIMBURSEMENT AGREEMENT
Credit and Reimbursement Agreement • March 11th, 2005 • Entergy Gulf States Inc • Electric services • New York

To the Administrating Bank, the Funding Bank and the Participating Banks party to the Reimbursement Agreement referred to below

FOURTH AMENDMENT TO DECOMMISSIONING TRUST FUND AGREEMENT
Decommissioning Trust Fund Agreement • March 11th, 2005 • Entergy Gulf States Inc • Electric services

This Fourth Amendment to Decommissioning Trust Agreement ("Fourth Amendment") made effective as of the 17th day of December, 2003, by and between Entergy Gulf States, Inc. (the "Company") and Mellon Bank, N.A. (the "Successor Trustee").

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