[Federal Register Volume 78, Number 92 (Monday, May 13, 2013)]
[Pages 28003-28005]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2013-11264]



[NRC-2012-0320; Docket Nos. 50-313 and 50-368; License Nos. DPR-51 and 

In the Matter of Entergy Arkansas and Entergy Operations, 
Arkansas Nuclear One, Units 1 and 2; Order Approving Direct and 
Indirect Transfers of Licenses and Approving Conforming Amendments


    Entergy Arkansas, Inc. (EAI), and Entergy Operations, Inc. (EOI) 
(the licensees), are co-holders of Renewed Facility Operating License 
Nos. DPR-51 and NPF-6. The EAI is the owner and EOI is authorized to 
possess, use, and operate Arkansas Nuclear One, Units. 1 and 2 (ANO-1 
and ANO-2); located in Pope County, Arkansas.

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    By application dated September 27, 2012, as supplemented by letters 
dated January 29 and April 16, 2013, EOI requested on behalf of itself, 
EAI, 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 ANO-1 and ANO-2, and 
associated Independent Spent Fuel Storage Installations, to a new 
limited liability company, Entergy Arkansas, LLC (EAL). The applicants 
also requested approval of conforming license amendments that would 
replace references to EAI in the license with references to EAL to 
reflect the transfer of ownership. 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 EAL and 
EOI. Ultimately, EAL will acquire ownership of the facility and EOI 
will remain responsible for the operation and maintenance of ANO-1 and 
ANO-2. 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., EAI) own the respective 
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 ANO-1 and ANO-2 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 EAI, 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 Renewed Facility Operating 
Licenses and Conforming Amendments and Opportunity for a Hearing,'' was 
published in the Federal Register on January 3, 2013 (78 FR 328). 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 licenses 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 EAI to EAL 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 amendments 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 amendments 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 
amendments 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 amendments 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 system 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 EAL 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 amendments that make a change, as indicated in Enclosures 2 and 
3 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 amendments shall 
be issued and made effective at the time the proposed direct transfer 
action is completed.
    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 
[email protected].

[[Page 28005]]

    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. 2013-11264 Filed 5-10-13; 8:45 am]