45252 Federal Register / Vol. 73, No. 150 / Monday, August 4, 2008 / Notices 

Members of the public desiring to 

provide oral statements and/or written 

comments should notify the Designated 

Federal Officer, Mr. Sam Duraiswamy 

(telephone: 301–415–7364) between 

7:30 a.m. and 4 p.m. (ET) five days prior 

to the meeting, if possible, so that 

appropriate arrangements can be made. 

Electronic recordings will be permitted 

only during those portions of the 

meeting that are open to the public. 

Detailed procedures for the conduct of 

and participation in ACRS meetings 

were published in the Federal Register 

on September 26, 2007 (72 FR 54695). 

Further information regarding this 

meeting can be obtained by contacting 

the Designated Federal Officer between 

7:30 a.m. and 4 p.m. (ET). Persons 

planning to attend this meeting are 

urged to contact the above named 

individual at least two working days 

prior to the meeting to be advised of any 

potential changes in the agenda. 

Dated: July 28, 2008. 

Cayetano Santos, 

Branch Chief, ACRS. 

[FR Doc. E8–17794 Filed 8–1–08; 8:45 am] 

BILLING CODE 7590–01–P 

NUCLEAR REGULATORY 

COMMISSION 

[Docket Nos. 50–255 and 72–7] 

In the Matter of Entergy Nuclear 

Operations, Inc.; Entergy Nuclear 

Palisades, LLC (Palisades Nuclear 

Plant); Order Approving Indirect 

Transfer of Facility Operating License 

I 

Entergy Nuclear Operations, Inc. 

(ENO) and Entergy Nuclear Palisades, 

LLC (EN-Palisades) are co-holders of the 

Renewed Facility Operating License, 

No. DPR–20, which authorizes the 

possession, use, and operation of the 

Palisades Nuclear Plant (Palisades). 

Palisades is a pressurized water nuclear 

reactor that is owned by EN-Palisades 

and operated by ENO. The facility is 

located in Van Buren County, Michigan. 

II 

By application dated July 30, 2007, as 

supplemented by letters dated October 

31, and December 5, 2007, and January 

24, March 17, April 22, and May 2, 

2008, ENO, acting on behalf of itself and 

EN-Palisades, requested that the U.S. 

Nuclear Regulatory Commission (NRC, 

the Commission), pursuant to Section 

50.80 of Title 10 of the Code of Federal 

Regulations (10 CFR), consent to the 

proposed indirect transfer of control of 

the Palisades license, including the 

general license for the independent 

spent fuel storage installation. 

EN-Palisades is currently a direct 

wholly-owned subsidiary of Entergy 

Nuclear Midwest Investment Company, 

LLC which, in turn, is a direct whollyowned subsidiary of Entergy Nuclear 

Holding Company which, in turn, is a 

direct wholly-owned subsidiary of 

Entergy Corporation. Therefore, under 

the current corporate structure, Entergy 

Corporation is the indirect owner of 100 

percent of EN-Palisades. 

Under the proposed corporate 

restructuring, a new holding company, 

Enexus Energy Corporation (Enexus), 

will be created. Initially, the 

shareholders of Entergy Corporation 

will separately own the shares of 

Enexus and, as such, Enexus will be 

owned by the public. Entergy Nuclear 

Holding Company will become a direct 

wholly-owned subsidiary of Enexus. 

Accordingly, following the corporate 

restructuring, Enexus will acquire 

indirect control of 100 percent of ENPalisades. 

ENO, the operator of the Palisades 

facility, is currently a direct whollyowned subsidiary of Entergy Nuclear 

Holding Company #2 which, in turn, is 

a direct wholly-owned subsidiary of 

Entergy Corporation. Therefore, Entergy 

Corporation is currently the indirect 

owner of 100 percent of ENO. 

Under the proposed corporate 

restructuring, Entergy Nuclear Holding 

Company #2 will be eliminated and 

ENO will become a direct subsidiary of 

a new parent company called EquaGen 

LLC. EquaGen LLC will be owned in 

equal shares by two new intermediate 

holding companies as follows. Entergy 

EquaGen, Inc. is being created as a 

direct subsidiary of Entergy Corporation 

and will own 50 percent of EquaGen 

LLC. Similarly, Enexus EquaGen, LLC is 

being created as a direct subsidiary of 

Enexus and will also own 50 percent of 

EquaGen LLC. Accordingly, following 

the corporate restructuring, Entergy 

Corporation and Enexus will each have 

indirect control of 50 percent of ENO. 

Finally, ENO will be converted from 

a corporation to a limited liability 

company and its name will be changed 

from Entergy Nuclear Operations, Inc. to 

EquaGen Nuclear LLC. Under Delaware 

law, EquaGen Nuclear LLC will assume 

all of the rights and responsibilities of 

ENO, and it will be the same company 

(legal entity) both before and after the 

conversion and name change. Also, ENPalisades will undergo a name change to 

become Enexus Nuclear Palisades, LLC. 

The staff understands that ENO will 

request an administrative license 

amendment to conform the Palisades 

license in the near future. 

Notice of the request for approval and 

an opportunity for a hearing was 

published in the Federal Register on 

January 16, 2008 (73 FR 2948). By 

petition dated February 5, 2008, Locals 

369 and 590, Utility Workers Union of 

America (UWUA), American Federation 

of Labor-Congress of Industrial 

Organization, representing plant 

workers at the Pilgrim Nuclear Power 

Station located in Plymouth, 

Massachusetts, responded to the 

Federal Register notice and requested a 

hearing and leave to intervene as a party 

in the Palisades proceeding. On June 12, 

2008, Local 369 filed a notice of 

withdrawal of its petition to intervene. 

The notice of withdrawal did not apply 

to Local 590. 

The request for a hearing is currently 

pending before the Commission. 

Pursuant to 10 CFR 2.1316, during the 

pendency of a hearing, the staff is 

expected to promptly proceed with the 

approval or denial of license transfer 

requests consistent with the staff’s 

findings in its safety evaluation. Notice 

of the staff’s action shall be promptly 

transmitted to the presiding officer and 

parties to the proceeding. Commission 

action on the pending hearing requests 

is being handled independently of this 

action. 

Pursuant to 10 CFR 50.80(a), no 

license, or any right thereunder, shall be 

transferred, directly or indirectly, 

through transfer of control of the 

license, unless the Commission 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 as 

supplemented, the NRC staff concludes 

that the proposed indirect transfer of 

control of the license held by ENPalisades to Enexus, as described 

herein, will not affect the qualifications 

of EN-Palisades as holder of the 

Palisades license. The indirect transfer 

of control of the license is otherwise 

consistent with applicable provisions of 

law, regulations, and orders issued by 

the NRC. Furthermore, the NRC staff 

concludes that the proposed corporate 

restructuring involving new 

intermediate and ultimate parent 

companies over ENO, as described 

herein, will not affect the qualifications 

of ENO as holder of the Palisades 

license. The indirect transfer of control 

of the license as held by ENO, to the 

extent affected by the proposed 

restructuring, is otherwise consistent 

with applicable provisions of law, 

regulations, and orders issued by the 

Commission. 


pwalker on PROD1PC71 with NOTICES
Federal Register / Vol. 73, No. 150 / Monday, August 4, 2008 / Notices 45253 

The NRC staff concludes that the 

conversion of Entergy Nuclear 

Operations, Inc. to EquaGen Nuclear 

LLC would not constitute a direct 

transfer of the licenses to the extent held 

by ENO. Therefore, no consent to the 

proposed conversion is necessary. 

The findings set forth above are 

supported by the NRC’s safety 

evaluation dated July 28, 2008. 

III. 

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 license transfer discussed 

above related to the proposed corporate 

restructuring and establishment of 

Enexus is approved, subject to the 

following conditions: 

1. EN-Palisades shall enter into the 

$700 million Support Agreement with 

Enexus Energy Corporation as described 

in the application, no later than the time 

the proposed transactions and indirect 

license transfer occurs. EN-Palisades 

shall take no action to cause Enexus 

Energy Corporation, or its successors 

and assigns, to void, cancel, or modify 

the Support Agreement or cause it to fail 

to perform, or impair its performance 

under the Support Agreement, without 

prior written consent of the NRC. The 

Support Agreement may not be 

amended or modified without 30 days 

prior written notice to the Director of 

the Office of Nuclear Reactor Regulation 

or his designee. An executed copy of the 

Support Agreement shall be submitted 

to the NRC no later than 30 days after 

the completion of the proposed 

transactions and the indirect license 

transfer. EN-Palisades shall inform the 

NRC in writing anytime it draws upon 

the Support Agreement. 

2. The ten separate support guarantees 

from various Entergy subsidiaries, 

which total $315 million, including the 

support guarantee relating to Palisades, 

may be revoked when, and conditioned 

upon, implementation of the new $700 

million Support Agreement at the time 

the proposed restructuring and indirect 

license transfer are completed. 

3. Should the proposed corporate 

restructuring and establishment of 

Enexus not be completed within one 

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 application dated July 30, 

2007, as supplemented by letters dated 

October 31, and December 5, 2007, and 

January 24, March 17, April 22, and 

May 2, 2008, and the NRC’s safety 

evaluation dated July 28, 2008, 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 and accessible electronically 

from the Agencywide Documents 

Access and Management System 

(ADAMS) Public Electronic Reading 

Room on the Internet at the NRC Web 

site, 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, 301–415–4737, or by e-mail 

to pdr@nrc.gov. 

Dated at Rockville, Maryland this 28th day 

of July 2008. 

For the Nuclear Regulatory Commission. 

Timothy J. McGinty, 

Acting Director, Division of Operating Reactor 

Licensing, Office of Nuclear Reactor 

Regulation. 

[FR Doc. E8–17778 Filed 8–1–08; 8:45 am] 

BILLING CODE 7590–01–P 

NUCLEAR REGULATORY 

COMMISSION 

[Docket Nos. 50–247 and 72–51; Docket No. 

50–286] 

In the Matter of Entergy Nuclear 

Operations, Inc.; Entergy Nuclear 

Indian Point 2, LLC (Indian Point 

Nuclear Generating Unit No. 2); 

Entergy Nuclear Indian Point 3, LLC 

(Indian Point Nuclear Generating Unit 

No. 3); Order Approving Indirect 

Transfer of Facility Operating Licenses 

I 

Entergy Nuclear Operations, Inc. 

(ENO) and Entergy Nuclear Indian Point 

2, LLC (ENIP2) are co-holders of the 

Facility Operating License, No. DPR–26, 

which authorizes the possession, use, 

and operation of the Indian Point 

Nuclear Generating Unit No. 2 (IP2). 

ENO and Entergy Nuclear Indian Point 

3, LLC (ENIP3) are co-holders of the 

Facility Operating License, No. DPR–64, 

which authorizes the possession, use, 

and operation of the Indian Point 

Nuclear Generating Unit No. 3 (IP3). IP2 

and IP3 are both pressurized water 

nuclear reactors that are owned by 

ENIP2 and ENIP3, respectively, and 

operated by ENO. The facilities are 

located in Westchester County, New 

York. 

II 

By application dated July 30, 2007, as 

supplemented by letters dated October 

31, and December 5, 2007, and January 

24, March 17, April 22, and May 2, 

2008, ENO, acting on behalf of itself, 

ENIP2, and ENIP3, requested that the 

U.S. Nuclear Regulatory Commission 

(NRC, the Commission), pursuant to 

Section 50.80 of Title 10 of the Code of 

Federal Regulations (10 CFR), consent 

to the proposed indirect transfer of 

control of the IP2 and IP3 licenses, 

including the general license for the 

independent spent fuel storage 

installation. 

ENIP2 is currently a direct wholly 

owned subsidiary of Entergy Nuclear 

Holding Company #3, LLC. Entergy 

Nuclear Holding Company #3, LLC is a 

direct wholly owned subsidiary of 

Entergy Nuclear Holding Company 

which, in turn, is a direct wholly owned 

subsidiary of Entergy Corporation. 

Therefore, under the current corporate 

structure, Entergy Corporation is the 

indirect owner of 100 percent of ENIP2. 

Under the proposed corporate 

restructuring, a new holding company, 

Enexus Energy Corporation (Enexus), 

will be created. Initially, the public 

shareholders of Entergy Corporation 

will separately own the shares of 

Enexus and, as such, Enexus will be 

owned by the public. Entergy Nuclear 

Holding Company, an indirect parent 

company of ENIP2, will become a direct 

wholly owned subsidiary of Enexus. 

Accordingly, following the corporate 

restructuring, Enexus will acquire 

indirect control of 100 percent of ENIP2. 

ENIP3 is currently a direct wholly 

owned subsidiary of Entergy Nuclear 

New York Investment Company 1 

which, in turn, is a direct wholly owned 

subsidiary of Entergy Nuclear Holding 

Company #1. Seventy-five percent of 

Entergy Nuclear Holding Company #1 is 

directly owned by Entergy Corporation 

while the remaining 25 percent is 

directly owned by Entergy Global, LLC. 

Entergy Global, LLC is a direct wholly 

owned subsidiary of Entergy 

International Holdings LTD which, in 

turn, is a direct wholly owned 

subsidiary of Entergy Corporation. 

Therefore, under the current corporate 

structure, Entergy Corporation is the 

indirect owner of 100 percent of ENIP3. 

Under the proposed restructuring, 

Entergy Nuclear Holding Company #1 

will become a direct wholly owned 

subsidiary of Enexus. Entergy Global, 

LLC, Entergy International Holdings 

LTD, and Entergy Nuclear New York 

Investment Company 1 will be 

eliminated. Accordingly, following the 

corporate restructuring, Enexus will 


pwalker on PROD1PC71 with NOTICES