[Federal Register Volume 78, Number 43 (Tuesday, March 5, 2013)]
[Pages 14361-14362]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2013-05021]



[NRC-2012-0310; Docket Nos. 50-445 and 50-446; License Nos. NPF-87 and 

In the Matter of Luminant Generation Company LLC, Comanche Peak 
Nuclear Power Plant, Units 1 and 2; Order Approving the Proposed 
Internal Restructuring and Indirect Transfer of License


    Luminant Generation Company LLC (Luminant, the licensee), is the 
holder of the Facility Operating License Nos. NPF-87 and NPF-89, which 
authorizes the possession, use, and operation of the Comanche Peak 
Nuclear Power Plant, Units 1 and 2 (CPNPP), and its Independent Spent 
Fuel Storage Installation Facility. CPNPP is located in Somervell 
County, Texas.


    By application dated October 11, 2012, as supplemented by letters 
dated October 24, November 26, December 5,

[[Page 14362]]

and December 17, 2012, the licensee, acting on behalf of Energy Future 
Holdings Corporation (EFH), Energy Future Competitive Holdings Company 
(EFCH), Texas Competitive Electric Holdings Company LLC, and Luminant 
Holding Company LLC, the applicants, seek approval pursuant to 10 CFR 
50.80 of the indirect transfer of control of CPNPP, Units 1 and 2, 
Facility Operating License Nos. NPF-87 and NPF-89, respectively. The 
transfer also involves the general license for CPNPP Independent Spent 
Fuel Storage Installation Facility.
    EFCH is a direct, wholly owned subsidiary of EFH. EFCH, through its 
wholly owned subsidiaries, owns Luminant, the owner and operator of 
CPNPP. EFH is planning an internal transaction, the ultimate result of 
which is to convert EFCH from a Texas corporation into a Delaware 
limited liability corporation. Following the conversion, EFCH will 
remain a wholly owned subsidiary of EFH, and EFH will retain the same 
assets, liabilities, owners, board of directors, and management. There 
will be no change of control of EFH, EFCH, or Luminant as a result of 
this internal restructuring. No physical changes to the CPNPP 
facilities or operational changes are proposed.
    The internal restructuring will be completed in several steps. EFH 
would form a new wholly owned subsidiary known as EFH2 corporation 
(EFH2), which would be a Texas corporation. EFH would then contribute 
its stock in EFCH to EFH2 causing EFCH to become a wholly owned 
subsidiary of EFH2. EFCH would then convert to a Delaware limited 
liability company by operation of applicable Texas and Delaware law. 
Finally, EFH would merge with and into EFH2 with EFH2 being the 
surviving entity, and EFH2 would change its name to Energy Future 
Holdings Corporation and adopt the current certificate of formation and 
bylaws of EFH.
    Approval of the indirect transfer of the facility operating license 
was requested by Luminant. A notice entitled, AConsideration of 
Approval of Application Containing Sensitive Unclassified Non-
Safeguards Information Regarding Proposed Energy Future Holdings 
Corporation Internal Restructuring,'' was published in the Federal 
Register on January 2, 2013 (78 FR 119), and a correction notice was 
published on January 10, 2013 (78 FR 2295). No comments or hearing 
requests were received. The supplemental letters dated November 26, 
December 5, and December 17, 2012, provided additional information that 
clarified the application and did not expand the scope of the 
application as originally noticed.
    Under 10 CFR 50.80, no license, or any right thereunder, shall be 
transferred, directly or indirectly, through transfer of control of the 
license, unless the U.S. Nuclear Regulatory Commission (NRC) shall give 
its consent in writing. Upon review of the information in the 
application as supplemented, and other information before the 
Commission, and relying upon the representations and agreements in the 
application, the NRC staff has determined that the proposed indirect 
transfer of control of the subject licenses held by the licensee to the 
extent such will result from the proposed internal restructuring, as 
described in the application, will not affect the qualifications of the 
licensee to hold the respective licenses and is otherwise consistent 
with the applicable provisions of law, regulations, and orders issued 
by the NRC, pursuant thereto, subject to the conditions set forth 
below. The findings set forth above are supported by a safety 
evaluation dated February 25, 2013.


    Accordingly, pursuant to Sections 161b, 161i, 161.o, and 184 of the 
Atomic Energy Act of 1954, as amended (the Act), 42 U.S.C. 2201(b), 
2201(i), 2201(o), and 2234; and 10 CFR 50.80, it is hereby ordered that 
the application regarding the proposed indirect license transfer is 
approved, subject to the following condition:

    On October 10, 2007, Luminant Holding Company LLC, the immediate 
parent company of Luminant Power, provided Luminant Power with a 
support agreement in the amount of $250 million.
    ``It is hereby ordered that in connection with the proposed 
transaction, Luminant Holding Company LLC shall increase the amount 
available under this support agreement to $300 million, which 
provides a source of funding in an amount that is adequate to fund 
approximately one year's worth of the average projected expense for 
the fixed operations and maintenance (O&M) of CPNPP.''

    It is further ordered that after receipt of all required regulatory 
approvals of the proposed indirect transfer action, Luminant shall 
inform the Director of the Office of Nuclear Reactor Regulation in 
writing of such receipt no later than 5 business days prior to the date 
of the closing of the indirect transfer. Should the proposed indirect 
transfer not be completed within 1 year from the date of this Order, 
this Order shall become null and void, provided, however, upon written 
application and good cause shown, such date may be extended by Order.
    This Order is effective upon issuance.
    For further details with respect to this Order, see the initial 
application dated October 11, 2012 (Agencywide Documents Access and 
Management System (ADAMS) Accession No. ML12312A157), as supplemented 
by letters dated October 24, November 26, December 5, and December 17, 
2012 (ADAMS Accession Nos. ML12312A071, ML12340A446, ML12354A058, and 
ML12363A028, respectively), and the safety evaluation dated February 
22, 2013, which are available for public inspection at the Commission's 
Public Document Room (PDR), located at One White Flint North, Public 
File Area 01 F21, 11555 Rockville Pike (first floor), Rockville, 
Maryland. Publicly available documents created or received at the NRC 
are accessible electronically through ADAMS in the NRC Library at 
http://www.nrc.gov/reading-rm/adams.html. Persons who do not have 
access to ADAMS or who encounter problems in accessing the documents 
located in ADAMS, should contact the NRC PDR reference staff by 
telephone at 1-800-397-4209, or 301-415-4737, or by email to 

    Dated at Rockville, Maryland this 22nd day of February 2013.

    For the Nuclear Regulatory Commission.
Michele G. Evans,
Director, Division of Operating Reactor Licensing, Office of Nuclear 
Reactor Regulation.
[FR Doc. 2013-05021 Filed 3-4-13; 8:45 am]