Securities and Exchange Commission
Washington, D.C. 20549
Amendment No. 1
to U-1
APPLICATION
UNDER SECTION 3(a)(1) OF THE
PUBLIC UTILITY HOLDING COMPANY ACT OF 1935
Rochester Gas and Electric Corporation
89 East Avenue
Rochester, NY 14649
Agent for Service:
Marjorie L. Perlman
Rochester Gas and Electric Corporation
89 East Avenue
Rochester, NY 14649
Copies to:
Elizabeth W. Whittle, Esq.
Nixon, Hargrave, Devans & Doyle LLP
One Thomas Circle, N.W.
Suite 700
Washington, D.C. 20005
Telephone: (202) 457-5338
Rochester Gas and Electric ("RG&E") hereby amends its filing made on
September 1, 1998 on Form U-1 in File No. 70-09355 as follows:
1. By adding the following language to Item 3:
The Company represents that it will meet all of the standards under section
2(a)(29) of the Act. Specifically, the gas and electric operations will each
continue to be operated as an economically positioned integrated utility system
after reorganization.
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The Company further represents that the reorganization is not detrimental
to the public interest as required in section 3(a)(1) of the Act. The
reorganization will not have an adverse effect on the electric and natural gas
utility operations of RG&E, and RG&E's service territory will not change as a
result of this reorganization. In addition, the consolidated assets and
liabilities of RG&E and its subsidiaries before the reorganization will be the
same as the consolidated assets and liabilities of HoldCo after the
reorganization. All of the business and operations conducted before the
reorganization by RG&E and its subsidiaries will continue to be conducted after
the reorganization by RG&E and other subsidiaries of HoldCo. The transaction
will not involve the acquisition of any utility asset not already owned either
directly or indirectly by RG&E.
2. By submitting the following exhibits:
Exhibit D-2 Order of the NYPSC
Exhibit D-4 Order of the FERC
Exhibit D-6 Orders of the NRC
SIGNATURE
Pursuant to the requirements of the Public Utility Holding Company Act of
1935, the undersigned company has duly caused this amendment to be signed on its
behalf by the undersigned thereunto duly authorized.
Rochester Gas and Electric Corporation
Date: March 11, 1998 By: /s/David C. Heiligman
David C. Heiligman
Vice President and Corporate Secretary
STATE OF NEW YORK
PUBLIC SERVICE COMMISSION
At a session of the Public Service Commission
held in the City of New York
on December 16, 1998
COMMISSIONERS PRESENT:
Maureen O. Helmer, Chairman
Thomas J. Dunleavy
James D. Bennett
CASE 96-E-0898 - In the Matter of Rochester Gas and Electric Corporation's
Plans for Electric Rate/ Restructuring Pursuant to Opinion No.
96-12 - Petition of Rochester Gas and Electric Corporation to
Form a Holding Company and for Certain Related Transactions.
ORDER APPROVING PETITION REGARDING
FORMATION OF HOLDING COMPANY SUBJECT
TO MODIFICATIONS AND CONDITIONS
(Issued and Effective February 5, 1999)
BY THE COMMISSION:
BACKGROUND
On July 30, 1998, Rochester Gas and Electric Corporation (RG&E or the
Company) petitioned the Commission seeking authority to form a holding company
(HoldCo)1/ consistent with Opinion No. 98-1 which adopted, subject to conditions
and changes, certain provisions of the Amended and Restated Settlement Agreement
(Amended Settlement Agreement).2/ Opinion
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1/ RG&E has also filed applications with the Federal Energy Regulatory
Commission (FERC), the Securities Exchange Commission, and the Nuclear
Regulatory Commission to implement the proposed holding company structure.
The FERC approved the Company's application on November 30, 1998.
2/ Case 96-E-0898, In the Matter of Rochester Gas and Electric Corporation's
Plans for Electric Rate/Restructuring Pursuant to Opinion No. 96-12,
Opinion and Order Adopting Terms of Settlement Agreement Subject to
Conditions and Changes, Opinion No. 98-1 (issued January 14, 1998).
<PAGE>
No. 98-1 permits RG&E to file a petition seeking the formation of a HoldCo, and
also provides for specific safeguards and principles, such as rules governing
affiliate transactions and standards of competitive conduct, to which the
company must adhere after the formation of the HoldCo.1/ The Company believes
that its HoldCo filing is in compliance with the provisions of the Amended
Settlement Agreement, and should be approved.
RG&E currently has two unregulated subsidiaries.2/ Opinion No. 98-1 permits
RG&E to establish a new corporate structure through either a functionally
separate entity (i.e. accounting separation) or, at its option, a legally
distinct entity. RG&E has decided to form an unregulated HoldCo with regulated
and unregulated subsidiaries. The regulated subsidiary would be RG&E (RegCo),
while the unregulated subsidiaries would include Energetix, RGS and any
additional businesses that the HoldCo creates.
HoldCo has filed for an exemption from the registration requirements of the
Public Utility Holding Company Act of 1935, under Section 3(a)(1), due to its
"predominantly intrastate" operations.
In its petition, RG&E describes the process it will undertake to form the
HoldCo:3/
(1) First, the Company would create the HoldCo as a first-tier,
wholly-owned subsidiary;
(2) Then, each share of the Company's common stock outstanding immediately
prior to the effective time of the Reorganization will be exchanged
for one new share of HoldCo common stock;
(3) Upon consummation of the Reorganization, each person who owned the
Company's common stock immediately prior
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1/ Amended Settlement Agreement, paragraph 67 and Schedule I.
2/ Energetix Inc. (Energetix) is an energy services subsidiary while RGS
Development Company (RGS) was formed to pursue unregulated business
opportunities in the energy markets. RG&E has a third subsidiary,
Energyline Corporation, which is inactive and will be dissolved.
3/ The Company's July 30, 1998 HoldCo petition, paragraphs 6,7.
2
<PAGE>
to the Reorganization will own a corresponding number of shares of
HoldCo stock, and HoldCo will own all of the outstanding shares of
RG&E's common stock.
As a result, upon completion of the share exchange, HoldCo will become a
holding company, RG&E will become a regulated subsidiary of HoldCo, and RG&E's
existing non-utility subsidiaries will become unregulated subsidiaries of
HoldCo.
PARTIES' COMMENTS
RG&E sent copies of the holding company filing to all the parties on the
service list in this case. By comments dated November 23, 1998, Multiple
Intervenors (MI) notes that the Amended Settlement Agreement contains provisions
addressing the corporate structure and affiliate rules, which the Commission
determined to be reasonable, and subsequently approved (MI comments, pages 2-4).
MI further states, "Assuming that, by the Petition, RG&E is expressly
incorporating all of the terms and conditions of the Amended Settlement
Agreement without modification ... Multiple Intervenors is not opposed to the
petition" (MI comments, page 4).
DISCUSSION
The Amended Settlement Agreement lays out certain operating principles,
that were accepted by RG&E1/ and approved by us.2/ These principles relate to
areas such as the competitive code of conduct, access to books and records,
affiliate relations, and cost allocation guidelines, all of which are set forth
in Schedule I to the Amended Settlement Agreement. In approving these operating
principles, we took into account standards that had been established in other
rate restructuring proceedings that had similar provisions.3/ One principle that
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1/ The Company's July 30, 1998 HoldCo petition, paragraph 12.
2/ Opinion No. 98-1, pp. 39-41.
3/ Ibid., pp. 40-41.
3
<PAGE>
was mentioned but not specifically addressed within the Amended Settlement
Agreement concerns the limits required to assure that the utility subsidiary's
financial integrity is not undermined through the payment of excessive dividends
to the HoldCo parent. We have considered the requirements that have been imposed
on other utilities, and have determined the following language is reasonable and
will govern the payment of dividends from the regulated utility subsidiary to
its HoldCo parent:
RG&E (RegCo) will not pay out more than 100% of net income
calculated on a two-year rolling average basis. Excluded from
the calculation of net income for the purposes of this
provision will be non-cash charges to income resulting from
accounting changes or Public Service Commission mandates or
charges to income resulting from significant unanticipated
events. The foregoing restriction will also not apply (1) to
dividends reducing RegCo's equity capital ratio to a level
appropriate to the RegCo's business risk, or (2) to dividends
necessary to transfer to HoldCo the balance remaining of the
$100 million for funding of unregulated operations allowed by
the Public Service Commission's Order dated November 25, 1997
in Case No. 96-E-0898. All such funding of non-regulated
operations under (2) above shall be exclusively through
HoldCo.1/
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1/ As part of Opinion No. 98-1, RG&E's allowed funding for unregulated
activities was modified, increasing the maximum amount to $100 million
(Opinion No. 98-1, p. 41). To date, RG&E has invested approximately $35
million in its unregulated operations. The remaining $65 million will be
available to the HoldCo to make additional investments.
4
<PAGE>
A second issue that is not specifically addressed in the Amended Settlement
Agreement concerns the treatment of HoldCo formation expenses. The Company has
indicated that the costs associated with the formation of the HoldCo will be
approximately $1.0 million, and will be treated as a competition implementation
cost.1/ We concur that this is the appropriate treatment of such costs.
The holding company structure will provide benefits to RG&E's customers, as
well as to the Company itself. The restrictions placed on RG&E will protect
regulated operations and ratepayers from the risks inherent in the competitive
business of unregulated operations. RG&E will also be provided the flexibility
needed to deal with the increasingly competitive market. This flexibility will
allow the holding company to access financial markets more quickly and pursue
investment opportunities without first obtaining approvals under Sections 69 and
Section 107 of the Public Service Law.
We have also considered MI's comments. We believe that the provisions of
the HoldCo petition are generally consistent with Opinion No. 98-1.
Nevertheless, we will require that the terms of the Amended Settlement
Agreement, as adopted in Opinion No. 98-1, supersede the provisions of the
HoldCo petition in any instance where differences exist between the two
documents.
CONCLUSION
RG&E's holding company petition is substantially identical to Schedule J of
the Amended Settlement Agreement, the terms of which have been previously
adopted. Additionally, the HoldCo structure will be a benefit to both ratepayers
and the Company itself. We therefore approve the petition subject to the
modifications noted herein and the condition that, where differences exist, the
terms of the Amended Settlement Agreement,
- -----------------------
1/ Amended Settlement Agreement, paragraph 17.
5
<PAGE>
as adopted in Opinion No. 98-1, shall supersede the provisions of RG&E's HoldCo
petition.
6
<PAGE>
The Commission orders:
1. Rochester Gas and Electric Corporation's petition concerning the
formation of a holding company is approved, subject to modifications and
conditions discussed herein.
2. This proceeding is continued.
By the Commission,
(SIGNED) DEBRA RENNER
Acting Secretary
FEDERAL ENERGY REGULATORY COMMISSION 85 ferc P. 61,306
WASHINGTON, D.C. 20426
November 30, 1998
Docket No. EC98-54-000
Rochester Gas and Electric Corporation
Attention: Elizabeth W. Whittle, Esq.
Nixon, Hargrave, Devans & Doyle LLP
One Thomas Circle
Suite 700
Washington, D.C. 20005
Dear Ms. Whittle:
On August 12, 1998, as amended on October 2, 1998, you filed an application
under section 203 of the Federal Power Act seeking Commission authorization for
a proposed corporate restructuring of Rochester Gas and Electric Corporation
(Rochester G&E). Under the proposed corporate restructuring, Rochester G&E will
become a wholly-owned subsidiary of a new holding company, HoldCo, through an
exchange of the outstanding shares of Rochester G&E's common stock on a
share-for-share basis for shares of HoldCo's common stock. Through this
exchange, the present equity owners of Rochester G&E will become the equity
owners of HoldCo.
Notices of the filing and the October 2, 1998 amendment were published in
the Federal Register, with comments, protests, or interventions due on or before
October 23, 1998. The New York Public Service Commission (New York Commission)
filed a notice of intervention and comments that raised no substantive issues.
Multiple Intervenors filed a motion to intervene and protest raising two issues.
1/ First, Multiple Intervenors asks that the Commission condition its approval
of the proposed restructuring plan on approval of that plan by the New York
Commission. Second, Multiple Intervenors asserts that Rochester G&E's
application improperly fails to incorporate certain conditions into the
restructuring plan that were set forth in the Amended Settlement Agreement that
was approved by the New York Commission, and asks that this Commission predicate
its approval of the plan on the incorporation of those conditions. In response
to Multiple Intervenors' protest, Rochester G&E filed an answer asserting that
Multiple Intervenors' arguments are improper and are not relevant to the
Commission's determination
- ---------------------
1/ Multiple Intervenors is an association of sixty large commercial and
industrial energy users in New York.
<PAGE>
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in this proceeding. In any case, Rochester G&E commits to comply with all
conditions contained in its restructuring application before the New York
Commission, as well as the conditions of the Amended Settlement Agreement
approved by the New York Commission.
Under Rule 214 of the Commission's Rules of Practice and Procedure (18
C.F.R. ss. 385.214 (1998)), the notice of intervention and the timely, unopposed
motion to intervene serve to make the New York Commission and Multiple
Intervenors parties to this proceeding. Rule 213(a)(2) of the Commission's Rules
of Practice and Procedure, 18 C.F.R. ss. 385.213(a)(2) (1998), prohibits an
answer to a protest unless otherwise ordered by the decisional authority. We
find that Rochester G&E's answer has aided us in understanding the positions of
the parties. We will, therefore, accept it.
Rochester G&E's application is approved as consistent with the public
interest, with one condition. Costs incurred by public utilities in connection
with the formation of a holding company should be classified as nonoperating
expenses, and recorded in Account 426.5 (Other Deductions), because they do not
relate to the utility operations of the public utilities. 2/ Therefore, the
transaction should be accounted for as follows: Rochester G&E must charge
transaction costs associated with formation of the holding company to Account
426.5 (Other Deductions), if the costs are not passed on to the holding company.
Multiple Intervenors' request that the Commission conditionally approve the
proposed restructuring subject to the approval of the New York Commission is
denied. The proposed restructuring will not go forward in any event without the
approval of the New York Commission; therefore, there is no need for this
Commission expressly to condition its approval on Rochester G&E's obtaining the
New York Commission's approval. Multiple Intervenors also object to Rochester
G&E's failure to incorporate in its filing here certain conditions set forth in
a settlement approved by the New York Commission. Rochester G&E's answer
indicates that Rochester G&E is aware of its commitments under the Amended
Settlement Agreement and intends to abide by
- -------------------
2/ See Wisconsin Electric Power Company, et al., 74 FERCP. P. 61,069 at 61,192
(1996), order on reh'g, 79 FERC P. 61,158 (1997).
<PAGE>
- 3 -
them. Additionally, in any event, these conditions are more properly within the
purview of the New York Commission, which approved the settlement and the
conditions. Therefore, no additional, express condition is necessary.
By direction of the Commission.
David P. Boergers,
Secretary.
cc: All Parties
FEDERAL REGISTER
Vol. 63, No. 244
Notices
NUCLEAR REGULATORY COMMISSION (NRC)
[Docket No. 50-410]
In the Matter of Rochester Gas and Electric Corporation; (Nine Mile Point
Nuclear Station Unit No. 2); Order Approving Application Regarding
Restructuring of Rochester Gas and Electric Corporation by
Establishment of a Holding Company Affecting License No. NPF-69,
Nine Mile Point Nuclear Station, Unit No. 2
63 FR 70438
DATE: Monday, December 21, 1998
I
Rochester Gas and Electric Corporation (Applicant) is licensed by the U.S.
Nuclear Regulatory Commission (NRC or Commission) to own and possess a
14-percent interest in Nine Mile Point Nuclear Station, Unit 2 (NMP2), under
Facility Operating License No. NPF-69, issued by the Commission on July 2, 1987.
In addition to Applicant, the other owners who may possess, but not operate,
NMP2 are New York State Electric & Gas Corporation with an 18-percent interest,
Long Island Lighting Company with an 18-percent interest, and Central Hudson Gas
and Electric Corporation with a 9-percent interest. Niagara Mohawk Power
Corporation (NMPC) owns a 41-percent interest in NMP2, is authorized to act as
agent for the other owners, and has exclusive responsibility and control over
the operation and maintenance of NMP2. NMP2 is located in the town of Scriba,
Oswego County, New York.
II
Under cover of a letter dated July 31, 1998, Applicant submitted an application,
which was supplemented August 18, 1998, and September 14, 1998, for consent by
the Commission, pursuant to 10 CFR 50.80, regarding a proposed corporate
restructuring action that would result in the indirect transfer of the operating
license for NMP2 to the extent it is held by Applicant. As a result of the
proposed restructuring, Applicant would establish a new holding company and
become a subsidiary of the new holding company, not yet named, to be created in
accordance with an "Amended and Restated Settlement Agreement" with the Public
Service Commission of the State of New York, dated January October 23, 1997
(Case 96-E-0989).
According to the application, essentially all of the outstanding shares of
Applicant's common stock would be exchanged on a share-for-share basis for
common stock of
<PAGE>
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the proposed new holding company, such that the holding company would own the
outstanding common stock of Applicant. Under the proposed restructuring,
Applicant would continue to be an "electric utility" as defined in 10 CFR 50.2,
providing the same utility services as it did before the restructuring. In
addition, certain non-utility unregulated subsidiaries of Applicant would become
subsidiaries of the new holding company. Applicant would retain its ownership
interest in NMP2 and would continue to be a licensee. No direct transfer of the
operating license or interests in the station would result from the proposed
restructuring. The transaction would not involve any change to either the
management organization or technical personnel of NMPC, which has exclusive
responsibility under the operating license for operating and maintaining NMP2
and which is not involved in the proposed restructuring of Applicant.
Notice of the application for approval was published in the Federal Register on
October 26, 1998 (63 FR 57141), and an Environmental Assessment and Finding of
No Significant Impact was published in the Federal Register on October 26, 1998
(63 FR 57143).
Under 10 CFR 50.80, no license 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 submitted in the application
of July 31, 1998, as supplemented by letters dated August 18, and September 14,
1998, and attachments thereto, the NRC staff has determined that the proposed
restructuring of Applicant by establishment of a holding company will not affect
the qualifications of Applicant as a holder of the license, and that the
transfer of control of the license for NMP2, to the extent effected by the
restructuring, is otherwise consistent with applicable provisions of law,
regulations, and orders issued by the Commission, subject to the conditions set
forth herein. These findings are supported by a safety evaluation dated December
14, 1998.
III
Accordingly, pursuant to sections 161b, 161i, 161o, and 184 of the Atomic Energy
Act of 1954, as amended, 42 USC 2201(b), 2201(i), 2201(o), and 2234, and 10 CFR
50.80, it is hereby ordered that the Commission approves the application
regarding the proposed restructuring of Applicant by the establishment of a
holding company, subject to the following: (1) Applicant shall provide the
Director, Office of Nuclear Reactor Regulation, a copy of any application, at
the time it is filed, [*704391] to transfer (excluding grants of security
interests or liens) from Applicant to its proposed parent, or to any other
affiliated company, facilities for the production, transmission, or distribution
of electric energy having a depreciated book value exceeding 10 percent (10%) of
Applicant's consolidated net utility plant, as recorded on Applicant's books of
account, and (2) should the restructuring of Applicant not be completed by
December 14, 1999, this order shall become null and void, provided, however, on
application and for good cause shown, such date may be extended.
This Order is effective upon issuance.
<PAGE>
-3-
IV
By January 11, 1999, any person whose interest may be affected by this order may
file in accordance with the Commission's rules of practice set forth in Subpart
M of 10 CFR part 2, a request for a hearing and petition for leave to intervene
with respect to issuance of the Order.
Such requests and petitions must comply with the requirements set forth in 10
CFR 2.1306, and should address the considerations contained in 10 CFR 2.1308(a).
Untimely requests and petitions may be denied, as provided in 10 CFR 2.1308(b),
unless good cause for failure to file on time is established. In addition, an
untimely request or petition should address the factors that the Commission will
also consider, in reviewing untimely requests or petitions, set forth in 10 CFR
2.1308(b)(l)-(2). Requests for a hearing and petitions for leave to intervene
should be served upon Dr. Robert C. Mecredy, Vice President, Nuclear Operations,
Rochester Gas and Electric Corporation, 89 East Avenue, Rochester, NY 14649; the
General Counsel, U.S. Nuclear Regulatory Commission, Washington, DC 20555; and
the Secretary of the Commission, U.S. Nuclear Regulatory Commission, Washington,
DC 20555-0001, Attention: Rulemakings and Adjudications Staff, in accordance
with 10 CFR 2.1313.
The Commission will issue a notice or order granting or denying a hearing
request or intervention petition, designating the issues for any hearing that
will be held and designating the Presiding Officer. A notice granting a hearing
will be published in the Federal Register and served on the parties to the
hearing.
For further details with respect to this Order, see the application for approval
dated July 31, 1998, as supplemented by letters dated August 18, 1998, and
September 14, 1998, and attachments thereto, and the Safety Evaluation dated
December 14, 1998, which are available for public inspection at the Commission's
Public Document Room, the Gelman Building, 2120 L Street, NW., Washington, DC,
and at the local public document room located at the Reference and Documents
Department, Penfield Library, State University of New York, Oswego, New York
13126 and the Rochester Public Library, 115 South Avenue, Rochester, New York
14610.
Dated at Rockville, Maryland, this 14th day of December 1998.
For the Nuclear Regulatory Commission.
Samuel J. Collins,
Director, Office of Nuclear Reactor Regulation.
[FR Doc. 98-33718 Filed 12-18-98; 8:45 am]
BILLING CODE 7S90-01-P
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2ND DOCUMENT of Focus printed in FULL format.
FEDERAL REGISTER
Vol. 63, No. 244
Notices
NUCLEAR REGULATORY COMMISSION (NRC)
[Docket No. 50-2241]
In the Matter of Rochester Gas and Electric Corporation; (R. E. Ginna Power
Plant); Order Approving Application Regarding Restructuring of Rochester Gas
and Electric Corporation by Establishment of a Holding Company Affecting
License No. DPR-18, R.E. Ginna Nuclear Power Plant
63 FR 70439
DATE: Monday, December 21, 1998
[*70439]
I
Rochester Gas and Electric Corporation (RG&E and licensee) is licensed by the
U.S. Nuclear Regulatory Commission (NRC or Commission) to possess, maintain, and
operate the R. E. Ginna Nuclear Power Plant (Ginna or the facility), under
Facility Operating License No. DPR-18, issued by the Commission on December 10,
1984. RG&E fully owns Ginna. The facility is located in Wayne County, New York.
II
RG&E submitted an application dated July 31, 1998, as supplemented August 18,
1998, and September 14, 1998, for consent by the Commission, pursuant to 10 CFR
50.80, to the extent a proposed corporate restructuring action would result in
the indirect transfer of the operating license for the facility. Under the
proposed restructuring, RG&E would establish a new holding company and become a
subsidiary of the new holding company in accordance with a Settlement Agreement
reached with the New York Public Service Commission (PSC Case Nos. 96-E-0989),
dated October 23, 1997. Unregulated subsidiaries of RG&E would also become
subsidiaries of the new holding company.
According to the application, essentially each share of RG&E's common stock
would be exchanged for one share of common stock of the holding company such
that the holding company would own the outstanding common stock of RG&E. Under
this restructuring, RG&E would continue to be an "electric utility" as defined
in 10 CFR 50.2 engaged in the transmission, distribution and generation of
electricity. RG&E would continue to be the direct owner of Ginna
<PAGE>
-5-
and would continue to operate Ginna. No direct transfer of the operating license
would result from the proposed restructuring. The transaction would not involve
any change in the responsibility for nuclear operations within RG&E. Officer
responsibilities at the holding company level would he primarily administrative
and financial in nature and would not involve operational matters related to
Ginna. No RG&E nuclear management positions would be changed as a result of the
corporate restructuring.
A Notice of Consideration of Approval of Application Regarding Proposed
Corporate Restructuring was published in the Federal Register on October 26,
1998 (63 FR 57141), and an Environmental Assessment and Finding of No
Significant Impact was published in the Federal Register on October 26, 1998 (63
FR 57143).
Under 10 CFR 50.80, no license 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 submitted in the application
of July 31, 1998, as supplemented August 18, 1998, and September 14, 1998, the
NRC staff has determined that the restructuring of RG&E by establishment of a
holding company will not affect the qualifications of RG&E as the holder of the
license for Ginna, and that the transfer of control of the license, to the
extent effected by the proposed restructuring, is otherwise consistent with
applicable provisions of law, regulations, and orders issued by the Commission,
subject to the conditions set forth herein. These findings are supported by a
safety evaluation dated December 14, 1998.
III
Accordingly, pursuant to Sections 161b, 161i, 161o, and 184 of the Atomic Energy
Act of 1954, as amended, 42 USC ss.ss. 2201(b), 2201(i), 2201(o), and 2234, and
10 CFR 50.80, It is hereby ordered that the Commission approves the application
regarding the proposed [*704401] restructuring of RG&E by the establishment of a
holding company, subject to the following: (1) RG&E shall provide the Director
of the Office of Nuclear Reactor Regulation a copy of any application, at the
time it is filed, to transfer (excluding grants of security interests or liens)
from RG&E to its proposed parent, or to any other affiliated company, facilities
for the production, transmission, or distribution of electric energy having a
depreciated book value exceeding 10 percent (10%) of RG&E's consolidated net
utility plant, as recorded on RG&Els books of account; and (2) should the
restructuring of RG&E as described herein, not be completed by December 14,
1999, this Order shall become null and void, provided, however, on application
and for good cause shown, such date may be extended. This Order is effective
upon issuance.
IV
By January 11, 1999, any person whose interest may be affected by this order may
file in accordance with the Commission's rules of practice set forth in Subpart
M of 10 CFR Part 2 a request for a hearing and petition for leave to intervene
with respect to issuance of the Order. Such requests and petitions must comply
with the requirements set forth in 10 CFR 2.1306, and should address the
considerations contained in 10 CFR 2.1308(a). Untimely requests and petitions
may be denied, as provided in 10 CFR 2.1308(b), unless good cause for failure to
file on time is established. In addition, an untimely request or petition should
address the factors that
<PAGE>
-6-
the Commission will also consider, in reviewing untimely requests or petitions,
set forth in 10 CFR 2.1308(b)(l)-(2).
Requests for a hearing and petitions for leave to intervene should be served
upon Dr. Robert C. Mecredy, Vice President, Nuclear Operations, Rochester Gas
and Electric Corporation, 89 East Avenue, Rochester, New York 14649; the General
Counsel, U.S. Nuclear Regulatory Commission, Washington, DC 20555; the General
Counsel, U.S. Nuclear Regulatory Commission, Washington, DC 20555; and the
Secretary of the Commission, U.S. Nuclear Regulatory Commission, Washington, DC
20555-0001, Attention: Rulemakings and Adjudications Staff, in accordance with
10 CFR 2.1313.
The Commission will issue a notice or order granting or denying a hearing
request of intervention petition, designating the issues for any hearing that
will be held and designating the Presiding Officer. A notice granting a hearing
will be published in the Federal Register and served on the parties to the
hearing.
For further details with respect to this order, see the application for approval
filed by RG&E dated July 31, 1998, as supplemented by letter dated August 18,
1998, and attachments thereto, and letter dated September 14, 1998, with
attachments, and the Safety Evaluation dated December 14, 1998, which are
available for public inspection at the Commission's Public Document Room, the
Gelman Building, 2120 L Street, NW., Washington, DC, and at the local public
document room located at the Reference and Documents Department, Penfield
Library, State University of New York, Oswego, New York 13126 and the Rochester
Public Library, 115 South Avenue, Rochester, New York 14610.
Dated at Rockville, Maryland, this 14th day of December 1998.
For the Nuclear Regulatory Commission.
Samuel J. Collins,
Director, Office of Nuclear Reactor Regulation.
[FR Doc. 98-33719 Filed 12-18-98; 8:45 am]
BILLING CODE 7590-01-P
