exv10w23



 






EXHIBIT 10.23




AMENDMENT NO. 1 TO THE DECEMBER 10, 2004 MOA FOR THE

CONTINUED OPERATION OF THE PORTSMOUTH S&T FACILITIES TO

EXPAND THE SCOPE OF PHASE I




     This Amendment No. 1 to the December 10, 2004 Memorandum of Agreement (“MOA”) between the
United States Department of Energy (“DOE”) and USEC Inc, a Delaware Corporation headquartered at
6903 Rockledge Drive, Bethesda, MD, 20817 is entered into this 16th day of May, 2005
(the “Amendment No. 1 Effective Date”). USEC, Inc. and its wholly owned subsidiary, United States
Enrichment Corporation, are herein referred to as, “USEC.” DOE and USEC are hereinafter referred
to as “Parties.”


WHEREAS, the Parties anticipated a future amendment to the MOA for the continued operation without
interruption of the S&T Facilities for processing Affected Inventory following completion of Phase
I; and



WHEREAS, Phase I has progressed as originally contemplated and agreed; and



WHEREAS, the Parties desire to continue without interruption processing Affected Inventory pursuant
to the terms and conditions agreed in Section 7.2 of the MOA while the details for subsequent Phase
II activities are further negotiated.



NOW, THEREFORE, the Parties hereby agree that:




     Subject to the availability of funds and legislative authority for this purpose, work under
the MOA, as amended, will be continued until such time as USEC concludes, pursuant to Section 1.7,
that further performance will cause Allowable Costs (as that term is defined in MOA Section 2.1) to
exceed the proceeds received or expected to be received from the sale of Feed Material (as that
term is defined in MOA Section 2.2), or the MOA is terminated pursuant to Article 13:



     A. In addition to the work that the MOA describes as occurring in Phase I, after the
Amendment No. 1 Effective Date, USEC shall perform such work as is described in Article 7 (Phase
II) of the MOA.



     B. The work described in paragraph A may be performed contemporaneously with Phase I work,
but it shall not be performed in lieu of the original Phase I work.



     C. The fair and equitable basis discussed in MOA Section 7.2(b) for processing USEC Affected
Inventory and DOE Affected Inventory shall be a pro-rata basis of 50% each.



     D. Pursuant to MOA Section 7.2(c), the Parties may agree to one or more additional exchanges
of “Supplemental Barter Material” (as that term is defined in the MOA) to continue processing
Affected Inventory, without an additional amendment to



 









 







the MOA, provided the transfer, administration, and use of the proceeds from the Supplemental
Barter Material is in accordance with the terms and conditions of the MOA, as amended.



     E. All provisions contained in the MOA are applicable to this Amendment. In the event there
is a conflict between this Amendment and the MOA, this Amendment shall be the controlling document.
Furthermore, USEC reaffirms its commitment in Section 1.4(a) of the MOA to use its best efforts to
process the DOE 2,116 MTU of Affected Inventory (that was exchanged pursuant to the October 22,
2004 MOU) into ASTM specification natural uranium hexafluoride and provide to the DOE the remaining
portion of the 2116 MTU of natural uranium hexafluoride that meets ASTM Specification C-787-90 in
Compliant Cylinders by December 31, 2006.



     The Parties, through their duly authorized representatives, have signed this Amendment in two
originals on the Amendment No. 1 Effective Date listed above.



	 	 	 	 	 	 	 	 	 
	UNITED STATES DEPARTMENT

OF ENERGY	 	 	 	USEC INC.
	 
	 	 	 	 	 	 	 	 
	By:

	 	/s/ William E. Murphie
	 	 	 	By:
	 	/s Philip G. Sewell
	 

	 	 
	 	 	 	 	 	 
	 
	Title:

	 	Manager
	 	 	 	Title:
	 	 Senior Vice President
	 

	 	 
	 	 	 	 	 	 
	 
	Date:

	 	May 16, 2005
	 	 	 	Date:
	 	May 16, 2005
	 

	 	 
	 	 	 	 	 	 





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