[Federal Register Volume 70, Number 162 (Tuesday, August 23, 2005)]
[Pages 49322-49323]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: E5-4596]



[Docket Nos. 50-498 and 50-499; License Nos. NPF-76 and NPF-80]

In the Matter of Centerpoint Energy, Inc., Texas Genco, LP (South 
Texas Project, Units 1 and 2); Order Approving Application Regarding 
Indirect License Transfers


    STP Nuclear Operating Company (STPNOC or the licensee) and owners 
Texas Genco, LP (Texas Genco or the applicant), the City Public Service 
Board of San Antonio (CPS), and the City of Austin, Texas (COA) are 
holders of Facility Operating License Nos. NPF-76 and NPF-80, which 
authorize the possession, use, and operation of the South Texas 
Project, Units 1 and 2 (the facility or STP). STPNOC is licensed by the 
U.S. Nuclear Regulatory Commission (NRC or Commission) to operate STP. 
The facility is located at the licensees' site in Matagorda County, 


    By application dated June 28, 2005, as supplemented by letter dated 
August 4, 2005, (collectively referred to herein as the application), 
STPNOC, acting on behalf of Texas Genco, requested that the NRC, 
pursuant to 10 CFR 50.80, consent to the proposed indirect transfer of 
control of the STP licenses to the extent held by Texas Genco. Texas 
Genco is a 44 percent owner and non-operating licensee of STP.
    According to the application filed by STPNOC on behalf of Texas 
Genco, Texas Genco is indirectly owned by Texas Genco Holdings, Inc., 
which in turn is wholly owned by Texas Genco LLC. Texas Genco LLC is 
owned by investment funds affiliated with The Blackstone Group, Hellman 
& Friedman LLC, Kohlberg Kravis Roberts & Co. L.P.,

[[Page 49323]]

and Texas Pacific Group (the Investment Funds) and certain members of 
the management team (Management owners).
    As stated in the application, the ultimate owners of Texas Genco 
are proposing a corporate restructuring such that several new entities 
would be interposed between (i) the Investment Funds and Management 
owners and (ii) Texas Genco LLC. This proposed restructuring is in 
anticipation of a proposed initial public offering of a minority 
interest in Texas Genco Inc. Texas Genco Inc. was incorporated on May 
20, 2005, as a wholly-owned subsidiary of another new entity, Texas 
Genco Sponsor LLC. Immediately prior to the initial public offering, 
Texas Genco Sponsor LLC and Texas Genco Inc. will form a new limited 
liability company, Texas Genco Holdings LLC.
    Following certain transactions described in the application, and 
following the initial public offering, Texas Genco Inc. will become the 
sole managing member of Texas Genco Holdings LLC, and Texas Genco 
Holdings LLC will become the sole owner of Texas Genco LLC and the 
indirect owner of licensee Texas Genco, which shall at all times 
continue to be a licensed owner of STP. According to the application, 
the Investment Funds and Management owners would control Texas Genco 
Inc. through their ownership of a majority of the voting power in Texas 
Genco Inc., and continue to ultimately control Texas Genco.
    Approval of the indirect transfer of the facility operating 
licenses was requested by STPNOC pursuant to 10 CFR 50.80. Notice of 
the request for approval and an opportunity for a hearing was published 
in the Federal Register on July 25, 2005 (70 FR 42592). 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 Commission shall give its consent in writing. Upon 
review of the information in the application by STPNOC and other 
information before the Commission, the NRC staff concludes that the 
proposed transactions and resulting indirect transfer of control of 
Texas Genco will not affect the qualifications of Texas Genco as a 
holder of the STP licenses, and that the indirect transfer of control 
of the licenses as held by Texas Genco, to the extent effected by the 
proposed transactions discussed above, is otherwise consistent with the 
applicable provisions of laws, regulations, and orders issued by the 
NRC, pursuant thereto.
    The findings set forth above are supported by a safety evaluation 
dated August 16, 2005.


    Accordingly, pursuant to Sections 161b, 161i, 161o, and 184 of the 
Atomic Energy Act of 1954, as amended (the Act), 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 transfers is approved, 
subject to the following condition:

    Should the proposed indirect license transfer not be completed 
within one year from the date of issuance, this Order shall become 
null and void, provided, however, upon written application and good 
cause shown, such date may in writing be extended.

    This Order is effective upon issuance.
    For further details with respect to this Order, see the initial 
application dated June 28, 2005, as supplemented by letter dated August 
4, 2005, and the safety evaluation dated August 16, 2005, 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 
[email protected].

    Dated at Rockville, Maryland this 16th day of August 2005.

    For the Nuclear Regulatory Commission.
Ledyard B. Marsh,
Director, Division of Licensing Project Management, Office of Nuclear 
Reactor Regulation.
[FR Doc. E5-4596 Filed 8-22-05; 8:45 am]