SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of Report (Date earliest event reported) ~~June~~July 1217, 2015

CommissionFile Number	Registrant, State of Incorporation or Organization, Address of Principal Executive Offices, Telephone Number, and IRS Employer Identification No.	CommissionFile Number	Registrant, State of Incorporation or Organization, Address of Principal Executive Offices, Telephone Number, and IRS Employer Identification No.
Commission File Number	Registrant, State of Incorporation, Address ofPrincipal Executive Offices, Telephone Number, andIRS Employer Identification No.
1-10764	ENTERGY ARKANSAS, INC.(an Arkansas corporation)425 West Capitol AvenueLittle Rock, Arkansas 72201Telephone (501) 377-400071-0005900	1-31508	ENTERGY MISSISSIPPI, INC.(a Mississippi corporation)308 East Pearl StreetJackson, Mississippi 39201Telephone (601) 368-500064-0205830
0-20371	ENTERGY GULF STATES LOUISIANA, L.L.C.(a Louisiana limited liability company)446 North BoulevardBaton Rouge, Louisiana 70802Telephone (800) 368-374974-0662730
0-20371	ENTERGY GULF STATES LOUISIANA, L.L.C.(a Louisiana limited liability company)4809 Jefferson HighwayJefferson, Louisiana 70121Telephone (504) 576-400074-0662730	0-05807	ENTERGY NEW ORLEANS, INC.(a Louisiana corporation)1600 Perdido StreetNew Orleans, Louisiana 70112Telephone (504) 670-370072-0273040
1-35747	ENTERGY NEW ORLEANS, INC.(a Louisiana corporation)1600 Perdido StreetNew Orleans, Louisiana 70112Telephone (504) 670-370072-0273040
1-32718	ENTERGY LOUISIANA, LLC(a Texas limited liability company)4809 Jefferson HighwayJefferson, Louisiana 70121Telephone (504) 576-400075-3206126

~~____________________________________________________________________________________________~~_____________________________________________________________________________________________

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2.):

[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 51.0701 ~~Submission~~Entry ofinto ~~Matters to~~ a ~~Vote~~Material ofDefinitive ~~Security Holders~~Agreement.

On July 17, 2015, Entergy Gulf States Louisiana, L.L.C. (“EGSL”) and Entergy New Orleans, Inc. (“ENOI”), along with Entergy Arkansas, Inc. (“EAI”) and Entergy Texas, Inc. (“ETI”), affiliates of EGSL and ENOI, entered into an Assignment, Assumption, and Consent Agreement and Fourth Amendment to Asset Purchase Agreement (the “Assignment Agreement”) with Union Power Partners, L.P. (“UPP”).

OnPursuant ~~June~~to 12the Assignment Agreement, ~~2015~~ETI will assign to ENOI, byand ~~written~~ENOI ~~consent~~will accept such assignment from ETI of, all of ETI’s rights, liabilities and interests in ~~lieu~~and under that certain Asset Purchase Agreement, dated as of aDecember ~~meeting~~8, ~~the~~2014, ~~sole~~by ~~holder~~and ofamong ~~all~~EAI, ofEGSL, ETI, UPP and Entegra TC LLC for the ~~issued~~sale by UPP and ~~outstanding~~the ~~common~~purchase ~~stock~~by EGSL, EAI and ETI of ~~Entergy~~the 1,980 megawatt (summer rating) power generation facility located near El Dorado, Arkansas ~~elected~~known as the ~~following~~Union ~~individuals~~Power asStation ~~directors~~(the of“Facility”) ~~Entergy~~and ~~Arkansas: Hugh~~certain T.related ~~McDonald,~~assets ~~Theodore~~(as H.amended ~~Bunting~~from time to time, Jrthe “Asset Purchase Agreement”). In addition, ~~Andrew~~the S.Assignment ~~Marsh~~Agreement will amend the Asset Purchase Agreement to replace ETI with ENOI as a purchaser thereunder and ~~Mark~~reflect T.other ~~Savoff~~changes related thereto, including reference to the required regulatory approvals applicable to ENOI.

~~Entergy~~The ~~Gulf~~operative ~~States~~provisions ~~Louisiana~~of the Assignment Agreement, Lincluding the assignment and amendments described above, will become effective upon ETI’s delivery of notice thereof to the parties to the Asset Purchase Agreement.L ETI filed a motion on July 17, 2015 with the Public Utility Commission of Texas (“PUCT”) to dismiss its application requesting a Certificate of Convenience and Necessity with respect to its proposed purchase under the Asset Purchase Agreement.C The PUCT is expected to address such motion at its July 30, 2015 open meeting. If the motion is approved by the PUCT, it is expected that, shortly thereafter, ETI will provide its notice to the parties to the Asset Purchase Agreement, triggering the effectiveness of the operative provisions of the Assignment Agreement.

OnSubject ~~June~~to ~~12,~~the ~~2015~~assignment becoming effective, byENOI ~~written~~has ~~consent,~~agreed into ~~lieu~~acquire one of athe ~~meeting~~Facility’s four 2x1 natural gas-fired, ~~the~~combined-cycle ~~sole~~gas ~~holder~~turbine ofpower ~~all~~blocks, ofeach ~~the~~rated ~~issued~~at 495 megawatts (summer rating), and ~~outstanding~~a ~~common~~twenty-five ~~membership~~percent ~~interests~~(25%) ofundivided ~~Entergy~~ownership ~~Gulf~~interest ~~States~~in ~~Louisiana~~certain ~~elected~~assets related to the ~~following~~Facility. EAI ~~individuals~~has asagreed ~~directors~~to acquire one of ~~Entergy~~such ~~Gulf~~power ~~States~~blocks ~~Louisiana: Phillip~~and R.a ~~May,~~twenty-five ~~Jr.,~~percent ~~Theodore~~(25%) H.undivided ~~Bunting,~~ownership ~~Jr.~~interest in such related assets, ~~Andrew~~and S.EGSL ~~Marsh~~has agreed to acquire two of such power blocks and ~~Mark~~a T.fifty ~~Savoff~~percent (50%) undivided ownership interest in such related assets.

~~Entergy~~Contingent ~~Louisiana~~upon the assignment becoming effective, ~~LLC~~ENOI will be obligated to pay a base purchase price of $237 million in cash at closing for the power block and related assets allocated to it for purchase, subject to certain purchase price adjustments set forth in the Asset Purchase Agreement.

OnThe ~~June~~Asset ~~12,~~Purchase ~~2015~~Agreement contains certain customary representations, warranties and covenants by ~~written~~the ~~consent~~parties thereto. Closing is contingent upon, inamong ~~lieu~~other things, receipt of aapplicable ~~meeting~~federal and state regulatory approvals, ~~the~~including ~~sole~~acceptable ~~holder~~cost ofrecovery, ~~all~~the expiration of the ~~issued~~waiting ~~and~~period ~~outstanding~~under ~~common~~the ~~membership~~Hart-Scott-Rodino ~~interests~~Antitrust Improvements Act of ~~Entergy~~1976, ~~Louisiana~~as ~~elected~~amended, and all four of the ~~following~~Facility’s ~~individuals~~power asblocks ~~directors~~and ofcertain ~~Entergy~~related ~~Louisiana: Phillip~~assets R.being ~~May,~~purchased Jrat the closing. The parties are obligated, ~~Theodore~~subject H.to ~~Bunting~~certain limitations, ~~Jr.~~to indemnify each other under the Agreement for losses resulting from breaches of representations and warranties, ~~Andrew~~breaches S.of ~~Marsh~~covenants, and ~~Mark~~certain T.excluded ~~Savoff~~liabilities.

~~Entergy~~The ~~Mississippi~~foregoing descriptions of the Assignment Agreement and the Asset Purchase Agreement do not purport to be complete and are qualified in their entirety by reference to the Assignment Agreement and the Asset Purchase Agreement, ~~Inc~~which are filed or incorporated by reference as Exhibit 10.1 and Exhibit 10.2 hereto, respectively, and are incorporated herein by reference.

OnItem June 12, 2015, by written consent, in lieu of a meeting, the sole holder of all of the issued and outstanding common stock of Entergy Mississippi elected the following individuals as directors of Entergy Mississippi: Haley R9.01 ~~Fisackerly,~~Financial ~~Theodore~~Statements ~~H. Bunting, Jr., Andrew S. Marsh~~ and ~~Mark T~~Exhibits. ~~Savoff.~~

~~Entergy~~d) ~~New Orleans, Inc~~Exhibits.

On June 12, 2015, by written consent, in lieu of a meeting, the sole holder of all of the issued and outstanding common stock of Entergy New Orleans elected the following individuals as directors of Entergy New Orleans: Charles L. Rice, Jr., Theodore H. Bunting, Jr., Andrew S. Marsh and Mark T. Savoff.



Exhibit No.	Description
10.1	Assignment, Assumption, and Consent Agreement and Fourth Amendment to Asset Purchase Agreement, dated as of July 17, 2015, by and among Union Power Partners, L.P., Entergy Arkansas, Inc., Entergy Gulf States Louisiana, L.L.C., Entergy Texas, Inc., and Entergy New Orleans, Inc.
10.2	Asset Purchase Agreement, dated as of December 8, 2014, by and among Union Power Partners, L.P., Entegra TC LLC, Entergy Arkansas, Inc., Entergy Gulf States Louisiana, L.L.C., and Entergy Texas, Inc. (filed as Exhibit 10.1 to Entergy Gulf State Louisiana, L.L.C.’s Current Report on Form 8-K dated December 8, 2014, File No. 000-20371 and incorporated herein by reference).

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Entergy Arkansas, Inc.

Entergy Gulf States Louisiana, L.L.C.

Entergy Louisiana, LLC

Entergy Mississippi, Inc.

Entergy New Orleans, Inc.

By: /s/ Marcus vV. Brown

Marcus V. Brown

Executive Vice President and General Counsel

Dated: ~~June~~July 1823, 2015

Filing Compare · ENTERGY GULF STATES LOUISIANA, LLC