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(2) in subsection (b), by striking ‘‘$500’’ and in-
serting ‘‘$25,000’’; and
(3) by striking subsection (c).
(e) CIVIL PENALTIES.—Section 316A of the Federal
Power Act (16 U.S.C. 825o–1) is amended—
(1) by striking ‘‘section 211, 212, 213, or 214’’
each place it appears and inserting ‘‘part II’’; and
(2) in subsection (b), by striking ‘‘$10,000’’ and
inserting ‘‘$1,000,000’’.
SEC. 1265. REFUND EFFECTIVE DATE.
Section 206(b) of the Federal Power Act (16 U.S.C.
824e(b)) is amended—
(1) by striking ‘‘the date 60 days after the filing
of such complaint nor later than 5 months after the
expiration of such 60-day period’’ in the second sen-
tence and inserting ‘‘the date of the filing of such
complaint nor later than 5 months after the filing of
such complaint’’;
(2) by striking ‘‘60 days after’’ in the third sen-
tence and inserting ‘‘of’’;
(3) by striking ‘‘expiration of such 60-day pe-
riod’’ in the third sentence and inserting ‘‘publication
date’’; and
(4) by striking the fifth sentence and inserting
the following: ‘‘If no final decision is rendered by the
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conclusion of the 180-day period commencing upon
initiation of a proceeding pursuant to this section,
the Commission shall state the reasons why it has
failed to do so and shall state its best estimate as to
when it reasonably expects to make such decision.’’.
SEC. 1266. REFUND AUTHORITY.
Section 206 of the Federal Power Act (16 U.S.C. 824e)
is amended by adding at the end the following:
‘‘(e)(1) In this subsection:
‘‘(A) The term ‘short-term sale’ means an agree-
ment for the sale of electric energy at wholesale in
interstate commerce that is for a period of 48 hours
or less.
‘‘(B) The term ‘applicable Commission rule’
means a Commission rule applicable to sales at
wholesale by public utilities that the Commission de-
termines after notice and comment should also be ap-
plicable to entities subject to this subsection.
‘‘(2) If an entity described in section 201(f) volun-
tarily makes a short-term sale of electric energy through an
organized market in which the rates for the sale are estab-
lished by Commission-approved tariff (rather than by con-
tract) and the sale violates the terms of the tariff or applica-
ble Commission rules in effect at the time of the sale, the
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entity shall be subject to the refund authority of the Com-
mission under this section with respect to the violation.
‘‘(3) This section shall not apply to—
‘‘(A) any entity that sells in total (including af-
filiates of the entity) less than 8,000,000 megawatt
hours of electricity per year; or
‘‘(B) any electric cooperative.
‘‘(4)(A) The Commission shall have refund authority
under paragraph (2) with respect to a voluntary short-term
sale of electric energy by the Bonneville Power Administra-
tion only if the sale is at an unjust and unreasonable rate.
‘‘(B) The Commission may order a refund under sub-
paragraph (A) only for short-term sales made by the Bonne-
ville Power Administration at rates that are higher than
the highest just and reasonable rate charged by any other
entity for a short-term sale of electric energy in the same
geographic market for the same, or most nearly comparable,
period as the sale by the Bonneville Power Administration.
‘‘(5) In the case of any Federal power marketing agen-
cy or the Tennessee Valley Authority, the Commission shall
not assert or exercise any regulatory authority or power
under paragraph (2) other than the ordering of refunds to
achieve a just and reasonable rate.’’.
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SEC. 1267. CONSUMER PRIVACY AND UNFAIR TRADE PRAC-
TICES.
(a) DEFINITIONS.—In this section:
(1) 
COMMISSION.—The 
term 
‘‘Commission’’
means the Federal Trade Commission.
(2) STATE REGULATORY AUTHORITY.—The term
‘‘State regulatory authority’’ has the meaning given
the term in section 3 of the Federal Power Act (16
U.S.C. 796).
(3) ELECTRIC CONSUMER; ELECTRIC UTILITY.—
The terms ‘‘electric consumer’’ and ‘‘electric utility’’
have the meanings given those terms in section 3 of
the Public Utility Regulatory Policies Act of 1978 (16
U.S.C. 2602).
(b) PRIVACY.—The Commission may issue rules pro-
tecting the privacy of electric consumers from the disclosure
of consumer information obtained in connection with the
sale or delivery of electric energy to electric consumers.
(c) SLAMMING.—The Commission may issue rules pro-
hibiting the change of selection of an electric utility except
with the informed consent of the electric consumer or if ap-
proved by the appropriate State regulatory authority.
(d) CRAMMING.—The Commission may issue rules pro-
hibiting the sale of goods and services to an electric con-
sumer unless expressly authorized by law or the electric con-
sumer.
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(e) RULEMAKING.—The Commission shall proceed in
accordance with section 553 of title 5, United States Code,
when prescribing a rule under this section.
(f) STATE AUTHORITY.—If the Commission determines
that the regulations of a State provide equivalent or greater
protection than the protection provided under this section,
the regulations of the State shall apply in that State in
lieu of the regulations issued by the Commission under this
section.
SEC. 1268. OFFICE OF CONSUMER ADVOCACY.
(a) DEFINITIONS.—In this section:
(1) ENERGY CUSTOMER.—The term ‘‘energy cus-
tomer’’ means a residential customer or a small com-
mercial customer that receives products or services
from a public utility or natural gas company under
the jurisdiction of the Commission.
(2) NATURAL GAS COMPANY.—The term ‘‘natural
gas company’’ has the meaning given the term in sec-
tion 2 of the Natural Gas Act (15 U.S.C. 717a), as
modified by section 601(a) of the Natural Gas Policy
Act of 1978 (15 U.S.C. 3431(a)).
(3) OFFICE.—The term ‘‘Office’’ means the Office
of Consumer Advocacy established by subsection
(b)(1).
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(4) PUBLIC UTILITY.—The term ‘‘public utility’’
has the meaning given the term in section 201(e) of
the Federal Power Act (16 U.S.C. 824(e)).
(5) SMALL COMMERCIAL CUSTOMER.—The term
‘‘small commercial customer’’ means a commercial
customer that has a peak demand of not more than
1,000 kilowatts per hour.
(b) OFFICE.—
(1) ESTABLISHMENT.—There is established with-
in the Department the Office of Consumer Advocacy.
(2) DUTIES.—The Office may represent the in-
terests of energy customers on matters concerning
rates or service of public utilities and natural gas
companies 
under 
the 
jurisdiction 
of 
the
Commission—
(A) at hearings of the Commission;
(B) in civil actions brought in connection
with any function carried out by the Commis-
sion, except as provided in section 518 of title
28, United States Code; and
(C) at hearings or proceedings of other Fed-
eral regulatory agencies and commissions.
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SEC. 1269. AUTHORITY OF COURT TO PROHIBIT PERSONS
FROM SERVING AS OFFICERS, DIRECTORS,
AND ENERGY TRADERS.
Section 314 of the Federal Power Act (16 U.S.C.
825m) is amended by adding at the end the following:
‘‘(d) In any proceedings under subsection (a), the court
may prohibit, conditionally or unconditionally, and per-
manently or for such period of time as the court determines,
any person who is engaged or has engaged in practices con-
stituting a violation of section 222 (and related rules and
regulations) from—
‘‘(1) acting as an officer or director of an electric
utility; or
‘‘(2) engaging in the business of purchasing or
selling—
‘‘(A) electric energy; or
‘‘(B) transmission services subject to the ju-
risdiction of the Commission.’’.
SEC. 1270. RELIEF FOR EXTRAORDINARY VIOLATIONS.
(a) APPLICATION.—This section applies to any con-
tract entered into the Western Interconnection prior to June
20, 2001, with a seller of wholesale electricity that the Com-
mission has—
(1) found to have manipulated the electricity
market resulting in unjust and unreasonable rates;
and
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(2) revoked the seller’s authority to sell any elec-
tricity at market-based rates.
(b) RELIEF.—Notwithstanding section 222 of the Fed-
eral Power Act (as added by section 1262), any provision
of title 11, United States Code, or any other provision of
law, in the case of a contract described in subsection (a),
the Commission shall have exclusive jurisdiction under the
Federal Power Act (16 U.S.C. 791a et seq.) to determine
whether a requirement to make termination payments for
power not delivered by the seller, or any successor in inter-
est of the seller, is not permitted under a rate schedule (or
contract under such a schedule) or is otherwise unlawful
on the grounds that the contract is unjust and unreasonable
or contrary to the public interest.
(c) APPLICABILITY.—This section applies to any pro-
ceeding pending on the date of enactment of this section
involving a seller described in subsection (a) in which there
is not a final, nonappealable order by the Commission or
any other jurisdiction determining the respective rights of
the seller.
Subtitle G—Repeal of PUHCA and
Merger Reform
SEC. 1271. SHORT TITLE.
This subtitle may be cited as the ‘‘Public Utility Hold-
ing Company Act of 2005’’.
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SEC. 1272. DEFINITIONS.
For purposes of this subtitle:
(1) AFFILIATE.—The term ‘‘affiliate’’ of a com-
pany means any company, 5 percent or more of the
outstanding voting securities of which are owned, con-
trolled, or held with power to vote, directly or indi-
rectly, by such company.
(2) ASSOCIATE COMPANY.—The term ‘‘associate
company’’ of a company means any company in the
same holding company system with such company.
(3) 
COMMISSION.—The 
term 
‘‘Commission’’
means the Federal Energy Regulatory Commission.
(4) COMPANY.—The term ‘‘company’’ means a
corporation, partnership, association, joint stock com-
pany, business trust, or any organized group of per-
sons, whether incorporated or not, or a receiver, trust-
ee, or other liquidating agent of any of the foregoing.
(5) ELECTRIC
UTILITY
COMPANY.—The term
‘‘electric utility company’’ means any company that
owns or operates facilities used for the generation,
transmission, or distribution of electric energy for
sale.
(6) EXEMPT WHOLESALE GENERATOR AND FOR-
EIGN UTILITY COMPANY.—The terms ‘‘exempt whole-
sale generator’’ and ‘‘foreign utility company’’ have
the same meanings as in sections 32 and 33, respec-
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tively, of the Public Utility Holding Company Act of
1935 (15 U.S.C. 79z–5a, 79z–5b), as those sections ex-
isted on the day before the effective date of this sub-
title.
(7) GAS UTILITY COMPANY.—The term ‘‘gas util-
ity company’’ means any company that owns or op-
erates facilities used for distribution at retail (other
than the distribution only in enclosed portable con-
tainers or distribution to tenants or employees of the
company operating such facilities for their own use
and not for resale) of natural or manufactured gas for
heat, light, or power.
(8) HOLDING
COMPANY.—The term ‘‘holding
company’’ means—
(A) any company that directly or indirectly
owns, controls, or holds, with power to vote, 10
percent or more of the outstanding voting securi-
ties of a public-utility company or of a holding
company of any public-utility company; and
(B) any person, determined by the Commis-
sion, after notice and opportunity for hearing, to
exercise directly or indirectly (either alone or
pursuant to an arrangement or understanding
with 1 or more persons) such a controlling influ-
ence over the management or policies of any
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public-utility company or holding company as to
make it necessary or appropriate for the rate
protection of utility customers with respect to
rates that such person be subject to the obliga-
tions, duties, and liabilities imposed by this sub-
title upon holding companies.
(9) HOLDING
COMPANY
SYSTEM.—The term
‘‘holding company system’’ means a holding com-
pany, together with its subsidiary companies.
(10) JURISDICTIONAL RATES.—The term ‘‘juris-
dictional rates’’ means rates accepted or established
by the Commission for the transmission of electric en-
ergy in interstate commerce, the sale of electric energy
at wholesale in interstate commerce, the transpor-
tation of natural gas in interstate commerce, and the
sale in interstate commerce of natural gas for resale
for ultimate public consumption for domestic, com-
mercial, industrial, or any other use.
(11) NATURAL GAS COMPANY.—The term ‘‘nat-
ural gas company’’ means a person engaged in the
transportation of natural gas in interstate commerce
or the sale of such gas in interstate commerce for re-
sale.
(12) PERSON.—The term ‘‘person’’ means an in-
dividual or company.
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(13) PUBLIC UTILITY.—The term ‘‘public util-
ity’’ means any person who owns or operates facilities
used for transmission of electric energy in interstate
commerce or sales of electric energy at wholesale in
interstate commerce.
(14) PUBLIC-UTILITY COMPANY.—The term ‘‘pub-
lic-utility company’’ means an electric utility com-
pany or a gas utility company.
(15) STATE COMMISSION.—The term ‘‘State com-
mission’’ means any commission, board, agency, or
officer, by whatever name designated, of a State, mu-
nicipality, or other political subdivision of a State
that, under the laws of such State, has jurisdiction to
regulate public utility companies.
(16) SUBSIDIARY
COMPANY.—The term ‘‘sub-
sidiary company’’ of a holding company means—
(A) any company, 10 percent or more of the
outstanding voting securities of which are di-
rectly or indirectly owned, controlled, or held
with power to vote, by such holding company;
and
(B) any person, the management or policies
of which the Commission, after notice and oppor-
tunity for hearing, determines to be subject to a
controlling influence, directly or indirectly, by
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such holding company (either alone or pursuant
to an arrangement or understanding with 1 or
more other persons) so as to make it necessary
for the rate protection of utility customers with
respect to rates that such person be subject to the
obligations, duties, and liabilities imposed by
this subtitle upon subsidiary companies of hold-
ing companies.
(17) VOTING SECURITY.—The term ‘‘voting secu-
rity’’ means any security presently entitling the
owner or holder thereof to vote in the direction or
management of the affairs of a company.
SEC. 1273. REPEAL OF THE PUBLIC UTILITY HOLDING COM-
PANY ACT OF 1935.
The Public Utility Holding Company Act of 1935 (15
U.S.C. 79 et seq.) is repealed.
SEC. 1274. FEDERAL ACCESS TO BOOKS AND RECORDS.
(a) IN GENERAL.—Each holding company and each
associate company thereof shall maintain, and shall make
available to the Commission, such books, accounts, memo-
randa, and other records as the Commission determines are
relevant to costs incurred by a public utility or natural gas
company that is an associate company of such holding com-
pany and necessary or appropriate for the protection of
utility customers with respect to jurisdictional rates.
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(b) AFFILIATE COMPANIES.—Each affiliate of a hold-
ing company or of any subsidiary company of a holding
company shall maintain, and shall make available to the
Commission, such books, accounts, memoranda, and other
records with respect to any transaction with another affil-
iate, as the Commission determines are relevant to costs in-
curred by a public utility or natural gas company that is
an associate company of such holding company and nec-
essary or appropriate for the protection of utility customers
with respect to jurisdictional rates.
(c) HOLDING COMPANY SYSTEMS.—The Commission
may examine the books, accounts, memoranda, and other
records of any company in a holding company system, or
any affiliate thereof, as the Commission determines are rel-
evant to costs incurred by a public utility or natural gas
company within such holding company system and nec-
essary or appropriate for the protection of utility customers
with respect to jurisdictional rates.
(d) CONFIDENTIALITY.—No member, officer, or em-
ployee of the Commission shall divulge any fact or informa-
tion that may come to his or her knowledge during the
course of examination of books, accounts, memoranda, or
other records as provided in this section, except as may be
directed by the Commission or by a court of competent ju-
risdiction.
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SEC. 1275. STATE ACCESS TO BOOKS AND RECORDS.
(a) IN GENERAL.—Upon the written request of a State
commission having jurisdiction to regulate a public-utility
company in a holding company system, the holding com-
pany or any associate company or affiliate thereof, other
than such public-utility company, wherever located, shall
produce for inspection books, accounts, memoranda, and
other records that—
(1) have been identified in reasonable detail in
a proceeding before the State commission;
(2) the State commission determines are relevant
to costs incurred by such public-utility company; and
(3) are necessary for the effective discharge of the
responsibilities of the State commission with respect
to such proceeding.
(b) LIMITATION.—Subsection (a) does not apply to
any person that is a holding company solely by reason of
ownership of 1 or more qualifying facilities under the Pub-
lic Utility Regulatory Policies Act of 1978 (16 U.S.C. 2601
et seq.).
(c) CONFIDENTIALITY OF INFORMATION.—The produc-
tion of books, accounts, memoranda, and other records
under subsection (a) shall be subject to such terms and con-
ditions as may be necessary and appropriate to safeguard
against unwarranted disclosure to the public of any trade
secrets or sensitive commercial information.
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(d) EFFECT ON STATE LAW.—Nothing in this section
shall preempt applicable State law concerning the provision
of books, accounts, memoranda, and other records, or in any
way limit the rights of any State to obtain books, accounts,
memoranda, and other records under any other Federal
law, contract, or otherwise.
(e) COURT JURISDICTION.—Any United States district
court located in the State in which the State commission
referred to in subsection (a) is located shall have jurisdic-
tion to enforce compliance with this section.
SEC. 1276. EXEMPTION AUTHORITY.
(a) RULEMAKING.—Not later than 90 days after the
effective date of this subtitle, the Commission shall issue a
final rule to exempt from the requirements of section 1274
(relating to Federal access to books and records) any person
that is a holding company, solely with respect to 1 or
more—
(1) qualifying facilities under the Public Utility
Regulatory Policies Act of 1978 (16 U.S.C. 2601 et
seq.);
(2) exempt wholesale generators; or
(3) foreign utility companies.
(b) OTHER AUTHORITY.—The Commission shall ex-
empt a person or transaction from the requirements of sec-
tion 1274 (relating to Federal access to books and records)
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if, upon application or upon the motion of the
Commission—
(1) the Commission finds that the books, ac-
counts, memoranda, and other records of any person
are not relevant to the jurisdictional rates of a public
utility or natural gas company; or
(2) the Commission finds that any class of trans-
actions is not relevant to the jurisdictional rates of a
public utility or natural gas company.
SEC. 1277. AFFILIATE TRANSACTIONS.
(a) COMMISSION AUTHORITY UNAFFECTED.—Nothing
in this subtitle shall limit the authority of the Commission
under the Federal Power Act (16 U.S.C. 791a et seq.) to
require that jurisdictional rates are just and reasonable, in-
cluding the ability to deny or approve the pass through of
costs, the prevention of cross-subsidization, and the issuance
of such rules and regulations as are necessary or appro-
priate for the protection of utility consumers.
(b) RECOVERY OF COSTS.—Nothing in this subtitle
shall preclude the Commission or a State commission from
exercising its jurisdiction under otherwise applicable law
to determine whether a public-utility company, public util-
ity, or natural gas company may recover in rates any costs
of an activity performed by an associate company, or any
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costs of goods or services acquired by such public-utility
company from an associate company.
SEC. 1278. APPLICABILITY.
Except as otherwise specifically provided in this sub-
title, no provision of this subtitle shall apply to, or be
deemed to include—
(1) the United States;
(2) a State or any political subdivision of a
State;
(3) any foreign governmental authority not oper-
ating in the United States;
(4) any agency, authority, or instrumentality of
any entity referred to in paragraph (1), (2), or (3);
or
(5) any officer, agent, or employee of any entity
referred to in paragraph (1), (2), (3), or (4) acting
as such in the course of his or her official duty.
SEC. 1279. EFFECT ON OTHER REGULATIONS.
Nothing in this subtitle precludes the Commission or
a State commission from exercising its jurisdiction under
otherwise applicable law to protect utility customers.
SEC. 1280. ENFORCEMENT.
The Commission shall have the same powers as set
forth in sections 306 through 317 of the Federal Power Act
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(16 U.S.C. 825e–825p) to enforce the provisions of this sub-
title.
SEC. 1281. SAVINGS PROVISIONS.
(a) IN GENERAL.—Nothing in this subtitle, or other-
wise in the Public Utility Holding Company Act of 1935,
or rules, regulations, or orders thereunder, prohibits a per-
son from engaging in or continuing to engage in activities
or transactions in which it is legally engaged or authorized
to engage on the date of enactment of this Act, if that person
continues to comply with the terms (other than an expira-
tion date or termination date) of any such authorization,
whether by rule or by order.
(b) EFFECT ON OTHER COMMISSION AUTHORITY.—
Nothing in this subtitle limits the authority of the Commis-
sion under the Federal Power Act (16 U.S.C. 791a et seq.)
or the Natural Gas Act (15 U.S.C. 717 et seq.).
SEC. 1282. IMPLEMENTATION.
Not later than 4 months after the date of enactment
of this subtitle, the Commission shall—
(1) promulgate such regulations as may be nec-
essary or appropriate to implement this subtitle
(other than section 1275, relating to State access to
books and records); and
(2) submit to Congress detailed recommendations
on technical and conforming amendments to Federal
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law necessary to carry out this subtitle and the
amendments made by this subtitle.
SEC. 1283. TRANSFER OF RESOURCES.
All books and records that relate primarily to the func-
tions transferred to the Commission under this subtitle shall
be transferred from the Securities and Exchange Commis-
sion to the Commission.
SEC. 1284. EFFECTIVE DATE.
(a) IN GENERAL.—Except for section 1282 (relating
to implementation), this subtitle shall take effect 6 months
after the date of enactment of this subtitle.
(b) COMPLIANCE WITH CERTAIN RULES.—If the Com-
mission approves and makes effective any final rulemaking
modifying the standards of conduct governing entities that
own, operate, or control facilities for transmission of elec-
tricity in interstate commerce or transportation of natural
gas in interstate commerce prior to the effective date of this
subtitle, any action taken by a public-utility company or
utility holding company to comply with the requirements
of such rulemaking shall not subject such public-utility com-
pany or utility holding company to any regulatory require-
ment applicable to a holding company under the Public
Utility Holding Company Act of 1935 (15 U.S.C. 79 et
seq.).
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SEC. 1285. SERVICE ALLOCATION.
(a) FERC REVIEW.—In the case of non-power goods
or administrative or management services provided by an
associate company organized specifically for the purpose of
providing such goods or services to any public utility in
the same holding company system, at the election of the sys-
tem or a State commission having jurisdiction over the pub-
lic utility, the Commission, after the effective date of this
subtitle, shall review and authorize the allocation of the
costs for such goods or services to the extent relevant to that
associate company in order to assure that each allocation
is appropriate for the protection of investors and consumers
of such public utility.
(b) COST ALLOCATION.—Nothing in this section shall
preclude the Commission or a State commission from exer-
cising its jurisdiction under other applicable law with re-
spect to the review or authorization of any costs allocated
to a public utility in a holding company system located
in the affected State as a result of the acquisition of non-
power goods or administrative and management services by
such public utility from an associate company organized
specifically for that purpose.
(c) RULES.—Not later than 6 months after the date
of enactment of this Act, the Commission shall issue rules
(which rules shall be effective no earlier than the effective
date of this subtitle) to exempt from the requirements of
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this section any company in a holding company system
whose public utility operations are confined substantially
to a single State and any other class of transactions that
the Commission finds is not relevant to the jurisdictional
rates of a public utility.
(d) PUBLIC UTILITY.—As used in this section, the term
‘‘public utility’’ has the meaning given that term in section
201(e) of the Federal Power Act.
SEC. 1286. AUTHORIZATION OF APPROPRIATIONS.
There are authorized to be appropriated such funds as
may be necessary to carry out this subtitle.
SEC. 1287. CONFORMING AMENDMENTS TO THE FEDERAL
POWER ACT.
(a) CONFLICT OF JURISDICTION.—Section 318 of the
Federal Power Act (16 U.S.C. 825q) is repealed.
(b) DEFINITIONS..—(1) Section 201(g)(5) of the Fed-
eral Power Act (16 U.S.C. 824(g)(5)) is amended by strik-
ing ‘‘1935’’ and inserting ‘‘2005’’.
(2) Section 214 of the Federal Power Act (16 U.S.C.
824m) is amended by striking ‘‘1935’’ and inserting
‘‘2005’’.
SEC. 1288. MERGER REVIEW REFORM.
(a) IN GENERAL.—Section 203(a) of the Federal
Power Act (16 U.S.C. 824b(a)) is amended to read as fol-
lows:
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‘‘(a)(1) No public utility shall, without first having se-
cured an order of the Commission authorizing it to do so—
‘‘(A) sell, lease, or otherwise dispose of the
whole of its facilities subject to the jurisdiction
of the Commission, or any part thereof of a value
in excess of $10,000,000;
‘‘(B) merge or consolidate, directly or indi-
rectly, such facilities or any part thereof with
those of any other person, by any means whatso-
ever;
‘‘(C) purchase, acquire, or take any security
with a value in excess of $10,000,000 of any
other public utility; or
‘‘(D) purchase, lease, or otherwise acquire
an existing generation facility—
‘‘(i) that has a value in excess of
$10,000,000; and
‘‘(ii) that is used for interstate whole-
sale sales and over which the Commission
has jurisdiction for ratemaking purposes.
‘‘(2) No holding company in a holding company
system that includes a transmitting utility or an elec-
tric utility shall purchase, acquire, or take any secu-
rity with a value in excess of $10,000,000 of, or, by
any means whatsoever, directly or indirectly, merge
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or consolidate with, a transmitting utility, an electric
utility company, or a gas utility company, or a hold-
ing company in a holding company system that in-
cludes a transmitting utility, an electric utility com-
pany, or a gas utility company with a value in excess
of $10,000,000 without first having secured an order
of the Commission authorizing it to do so.
‘‘(3) Upon receipt of an application for such ap-
proval the Commission shall give reasonable notice in
writing to the Governor and State commission of each
of the States in which the physical property affected,
or any part thereof, is situated, and to such other per-
sons as it may deem advisable.
‘‘(4) After notice and opportunity for hearing,
the Commission shall approve the proposed disposi-
tion, consolidation, acquisition, or change in control,
if it finds that the proposed transaction—
‘‘(A) will be consistent with the public in-
terest, taking into account the effect of the trans-
action on competition in the electricity markets,
electric rates, and effective regulation; and
‘‘(B) shall not result in cross-subsidization
of a non-utility associate company or the pledge
or encumbrance of utility assets for the benefit of
an associate company, unless the Commission
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determines that the cross-subsidization, pledge, or
encumbrance would not be harmful.
‘‘(5) The Commission shall, by rule, adopt proce-
dures for the expeditious consideration of applications
for the approval of dispositions, consolidations, or ac-
quisitions, under this section. Such rules shall iden-
tify classes of transactions, or specify criteria for
transactions, that normally meet the standards estab-
lished in paragraph (4). The Commission shall pro-
vide expedited review for such transactions. The Com-
mission shall grant or deny any other application for
approval of a transaction not later than 180 days
after the application is filed. If the Commission does
not act within 180 days, such application shall be
deemed granted unless the Commission finds, based on
good cause, that further consideration is required to
determine whether the proposed transaction meets the
standards of paragraph (4) and issues an order toll-
ing the time for acting on the application for not
more than 180 days, at the end of which additional
period the Commission shall grant or deny the appli-
cation.
‘‘(6) For purposes of this subsection, the terms
‘associate company’, ‘holding company’, and ‘holding
company system’ have the meaning given those terms
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in the Public Utility Holding Company Act of
2005.’’.
(b) EFFECTIVE DATE.—The amendments made by this
section shall take effect 6 months after the date of enactment
of this Act.
Subtitle H—Definitions
SEC. 1291. DEFINITIONS.
(a) COMMISSION.—In this title, the term ‘‘Commis-
sion’’ means the Federal Energy Regulatory Commission.
(b) AMENDMENT.—Section 3 of the Federal Power Act
(16 U.S.C. 796) is amended—
(1) by striking paragraphs (22) and (23) and
inserting the following:
‘‘(22) ELECTRIC UTILITY.—(A) The term ‘electric
utility’ means a person or Federal or State agency
(including an entity described in section 201(f)) that
sells electric energy.
‘‘(B) The term ‘electric utility’ includes the Ten-
nessee Valley Authority and each Federal power mar-
keting administration.
‘‘(23) TRANSMITTING UTILITY.—The term ‘trans-
mitting utility’ means an entity (including an entity
described in section 201(f)) that owns, operates, or
controls facilities used for the transmission of electric
energy—
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‘‘(A) in interstate commerce;
‘‘(B) for the sale of electric energy at whole-
sale.’’; and
(2) by adding at the end the following:
‘‘(26) ELECTRIC COOPERATIVE.—The term ‘elec-
tric cooperative’ means a cooperatively owned electric
utility.
‘‘(27) RTO.—The term ‘Regional Transmission
Organization’ or ‘RTO’ means an entity of sufficient
regional scope approved by the Commission—
‘‘(A) to exercise operational or functional
control of facilities used for the transmission of
electric energy in interstate commerce; and
‘‘(B) to ensure nondiscriminatory access to
the facilities.
‘‘(28) ISO.—The term ‘Independent System Op-
erator’ or ‘ISO’ means an entity approved by the
Commission—
‘‘(A) to exercise operational or functional
control of facilities used for the transmission of
electric energy in interstate commerce; and
‘‘(B) to ensure nondiscriminatory access to
the facilities.
‘‘(29) TRANSMISSION ORGANIZATION.—The term
‘Transmission Organization’ means a Regional
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Transmission Organization, Independent System Op-
erator, independent transmission provider, or other
transmission organization finally approved by the
Commission for the operation of transmission facili-
ties.’’.
(c) APPLICABILITY.—Section 201(f) of the Federal
Power Act (16 U.S.C. 824(f)) is amended by striking ‘‘polit-
ical subdivision of a state,’’ and inserting ‘‘political sub-
division of a State, an electric cooperative that receives fi-
nancing under the Rural Electrification Act of 1936 (7
U.S.C. 901 et seq.) or that sells less than 4,000,000 mega-
watt hours of electricity per year,’’.
SEC. 1292. ENERGY POLICY AND CONSERVATION TECH-
NICAL CORRECTION.
Section 609(c)(4) of the Public Utility Regulatory
Policies Act of 1978 (as added by section 291) is amended
by striking ‘‘of 1954 (42 U.S.C. 6303)’’ and inserting ‘‘(42
U.S.C. 6303(d))’’.
Subtitle I—Technical and
Conforming Amendments
SEC. 1295. CONFORMING AMENDMENTS.
(a) Section 201 of the Federal Power Act (16 U.S.C.
824) is amended—
(1) in subsection (b)(2)—
(A) in the first sentence—
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(i) by striking ‘‘The’’ and inserting
‘‘Notwithstanding section 201(f), the’’; and
(ii) by striking ‘‘210, 211, and 212’’
and inserting ‘‘203(a)(2), 206(e), 210, 211,
211A, 212, 215, 216, 217, 218, 219, 220,
221, 222, and 223’’; and
(B) in the second sentence—
(i) by inserting ‘‘or rule’’ after ‘‘any
order’’; and
(ii) by striking ‘‘210 or 211’’ and in-
serting ‘‘203(a)(2), 206(e), 210, 211, 211A,
212, 215, 216, 217, 218, 219, 220, 221, 222,
or 223’’; and
(2) in subsection (e), by striking ‘‘210, 211, or
212’’ and inserting ‘‘206(e), 206(f), 210, 211, 211A,
212, 215, 216, 217, 218, 219, 220, 221, 222, or 223’’.
(b) Section 206 of the Federal Power Act (16 U.S.C.
824e) is amended—
(1) in the first sentence of subsection (a), by
striking ‘‘hearing had’’ and inserting ‘‘hearing held’’;
and
(2) in the seventh sentence of subsection (b), by
striking ‘‘the public utility to make’’.
(c) Section 211 of the Federal Power Act (16 U.S.C.
824j) is amended—