[Federal Register Volume 78, Number 92 (Monday, May 13, 2013)]
[Pages 28002-28003]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2013-11263]



[NRC-2012-0319; Docket No. 50-416; License No. NPF-29]

In the Matter of South Mississippi Electric Power Association, 
System Energy Resources, Inc., Grand Gulf Nuclear Station, Units No. 1; 
Order Approving Direct and Indirect Transfers of License and Approving 
Conforming Amendment


    South Mississippi Electric Power Association, System Energy 
Resources, Inc. (SERI), Entergy Mississippi, Inc. (EMI), and Entergy 
Operations, Inc. (EOI) (the licensees), are co-holders of Facility 
Operating License No. NPF-29. South Mississippi Electric Power 
Association and SERI are the owners and EOI is authorized to possess, 
use, and operate Grand Gulf Nuclear Station, Unit No. 1 (GGNS). The EMI 
has anti-trust responsibilities imposed in the license. The GGNS is 
located in Claiborne County, Mississippi.


    By application dated September 27, 2012, as supplemented by letters 
dated January 29 and April 16, 2013, EOI requested on behalf of itself, 
SERI, and their parent companies (together, the applicants), pursuant 
to Sec.  50.80 of Title 10 of the Code of Federal Regulations (10 CFR), 
that the U.S. Nuclear Regulatory Commission (NRC) consent to certain 
license transfers to permit the direct transfer of GGNS, and associated 
Independent Spent Fuel Storage Installation, to a new limited liability 
company, System Energy Resource, LLC (SERL). The applicants also 
requested approval of a conforming license amendment that would replace 
references to SERI in the license with references to SERL to reflect 
the transfer of ownership. The EMI has anti-trust responsibilities in 
the license and the application requested references to EMI in the 
license be replaced with the new limited liability company, Entergy 
Mississippi, LLC (EML). In addition, the applicants requested the NRC's 
consent to approve associated indirect license transfers to the extent 
such would be affected by the formation of a new intermediary holding 
company. Entergy Corporation (Entergy) will remain as the ultimate 
parent company, but a new intermediate company, Entergy Utilities 
Holdings, LLC, a Delaware limited liability company, will be created, 
which will be the direct parent company of SERL, EML, and EOI. 
Ultimately, SERL and South Mississippi

[[Page 28003]]

Electric Power Association will acquire ownership of the facility and 
EOI will remain responsible for the operation and maintenance of GGNS. 
The license transfers are necessary to support a proposed separation of 
the Entergy transmission system in Arkansas, Louisiana, Mississippi, 
Missouri, and Texas. Currently, the utility operating company 
subsidiaries of Entergy (e.g. EMI) own the transmission assets. 
Following the proposed transactions, each of the Entergy subsidiaries 
will become a new limited liability company with the same assets except 
that the transmission assets will be owned by ITC Holdings Corp. and 
operated by Midwest Independent Transmission System Operator, Inc.
    No physical changes to the facilities or operational changes are 
being proposed in the application. The interconnections that provide 
offsite power to GGNS do not change as a result of the proposed direct 
and indirect license transfers.
    Approval of the direct and indirect transfers of the facility 
operating license was requested by EOI, acting on behalf of SERI, as 
well as their parent companies and itself. A notice entitled, 
``Consideration of Approval of Application Regarding Proposed Creation 
of a Holding Company and Transfer of Facility Operating License and 
Conforming Amendment and Opportunity for a Hearing,'' was published in 
the Federal Register on January 3, 2013 (78 FR 325). No comments or 
hearing requests were received.
    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 NRC shall give its consent in writing. Upon review 
of the information in the licensees' application, and other information 
before the Commission, the NRC staff has determined that the proposed 
indirect license transfer of control of the subject license held by the 
licensees to the extent such will result from the proposed formation of 
the intermediary holding company in conjunction with the planned direct 
transfer of SERI to SERL, and EMI to EML, to the extent affected in 
order to support transfer of the Entergy transmission assets as 
described in the application, 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 
NRC staff has further found that the application for the proposed 
license amendment complies with the standards and requirements of the 
Atomic Energy Act of 1954, as amended (the Act), and the Commission's 
rules and regulations set forth in 10 CFR Chapter I; the facilities 
will operate in conformity with the application, the provisions of the 
Act and the rules and regulations of the Commission; there is 
reasonable assurance that the activities authorized by the proposed 
license amendment can be conducted without endangering the health and 
safety of the public and that such activities will be conducted in 
compliance with the Commission's regulations; the issuance of the 
proposed license amendment will not be inimical to the common defense 
and security or to the health and safety of the public; and the 
issuance of the proposed amendment will be in accordance with 10 CFR 
Part 51 of the Commission's regulations and all applicable requirements 
have been satisfied. The findings set forth above are supported by a 
safety evaluation dated the same day as this Order.


    Accordingly, pursuant to Sections 161b, 161i, 161o, and 184 of the 
Atomic Energy Act of 1954, as amended, 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 indirect and direct license transfers related 
to the proposed corporate restructuring in connection with the 
separation of the Entergy transmission systems is approved, subject to 
the following conditions:
    1. Before completion of the proposed transaction, EOI shall provide 
the Director of the Office of Nuclear Reactor Regulation satisfactory 
documentary evidence that SERL has obtained the appropriate amount of 
insurance required of the licensees under 10 CFR part 140 of the 
Commission's regulations.
    It is further ordered that consistent with 10 CFR 2.1315(b), the 
license amendment that makes a change, as indicated in Enclosure 5 to 
the cover letter forwarding this Order (Agencywide Documents Access and 
Management System (ADAMS) Accession No. ML13077A237), to reflect the 
subject direct transfer, is approved. The amendment shall be issued and 
made effective at the time the proposed direct transfer action is 
    It is further ordered that after receipt of all required regulatory 
approvals of the proposed direct transfer action, EOI shall inform the 
Director of the Office of Nuclear Reactor Regulation in writing of such 
receipt, and of the date of closing, no later than 1 business day 
before the closing of the direct transfer. Should the proposed direct 
transfer not be completed within 1 year of this Order's date of 
issuance, 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 September 27, 2012 (ADAMS Accession No. ML12275A013), 
as supplemented by letters dated January 29 and April 16, 2013 (ADAMS 
Accession Nos. ML13030A204 and ML13107A010, respectively), and the 
safety evaluation dated the same date as this Order (ADAMS Accession 
No. ML13077A237), 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 20852. 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 3rd day of May 2013.

    For the Nuclear Regulatory Commission.
Eric J. Leeds,
Director, Office of Nuclear Reactor Regulation.
[FR Doc. 2013-11263 Filed 5-10-13; 8:45 am]