ML030650727

E-mail, RAI Re. Transactions Involving Entities Affiliated with Credit Suisse First Boston Private Equity, Inc. and Txu Generation'S Parent Companies

ML030650727
Person / Time
Site:	Comanche Peak
Issue date:	02/27/2003
From:	Jaffe D NRC/NRR/DLPM/LPD4
To:	Wilker C TXU Electric
Jaffe D, NRR/DLPM, 415-1439
Shared Package
ML-30640090	List: ML030650727
References
Download: ML030650727 (6)

Text

I C:.\WINDOWS\EM P\GW)O0001 .TMP Paqe 1 Pacie 1 I C:\WINDOWS\TEMP\GW)OOOO1 .TMP Mail Envelope Properties (3E5E79CF.1C6 21: 21114)

Subject:

RAI Creation Date: 2/27/03 3:49PM From: David Jaffe Created By: DHJ@nrc.gov Recipients Action Date & Time txu.com Transferred 02/27/03 03:49PM cwilker3 (cwilker3 @txu.corn)

Post Office Delivered Route txu.com Files Size Date & Time Mail MESSAGE 525 02/27/03 03:49PM Options Auto Delete: No Expiration Date: None Notify Recipients: No Priority: Standard Reply Requested: No Return Notification: None Concealed

Subject:

No Security: Standard To Be Delivered: Immediate Status Tracking: Delivered & Opened

I David Jaffe - RAI Page 1 From: David Jaffe To: cwilker3@txu.comn Date: 2/27/03 3:49PM

Subject:

RAI Please call me. Thanks

Db~iavid Jafe - TXU RAls Pg From: Catherine Marco To: David Jaffe Date: 2/27/03 3:27PM

Subject:

TXU RAIs Dave -

These are the RAIs that Alex McKeigney and I propose sending to TXU. I realize that the cover letter may need to be formatted properly.

Thanks for setting up the phone call.

- - Cathy

3 P...

age I IDavid Jaffe - txurai.wr~d rg February 28, 2003 Mr. C. Lance Terry Senior Vice President and Principal Nuclear Officer TXU Energy Comanche Peak Steam Electric Station P.O. Box 1002(EO1)

Glen Rose, TX 76043

SUBJECT:

REQUEST FOR ADDITIONAL INFORMATION REGARDING TRANSACTIONS INVOLVING ENTITIES AFFILIATED WITH CREDIT SUISSE FIRST BOSTON PRIVATE EQUITY, INC. AND TXU GENERATION'S PARENT COMPANIES

Dear Mr. Terry:

In a letter dated January 28, 2003, TXU Generation Company LP (TXU Generation, the licensee) submitted a request on its own behalf and on behalf of Credit Suisse First Boston Private Equity, Inc. (CSFBI). TXU Generation requests that the NRC make a threshold determination that a stock transaction involving certain equities affiliated with CSFBI and TXU Generation's parent companies and the related transfer of 1% ownership interest in one of the intermediate parent companies to another indirect wholly-owned subsidiary of TXU Corp. do not require license transfer approval under 10 CFR 50.80.

The U.S. Nuclear Regulatory Commission staff is reviewing the information provided in the January 28 submittal and has determined that additional information is needed to complete its review. The specific questions are found in the enclosed request for additional information (RAI). During a telephone call on X, the TXU Generation staff indicated that a response to the RAI would be provided within X days.

If you should have any questions, please do not hesitate to call me.

Sincerely, Docket Nos. 50-445 and 50-446

Enclosure:

RAI cc w/ encl: See next page

UZIe I David Jaffe - txurai.w~dPg 1 REQUEST FOR ADDITIONAL INFORMATION REGARDING REQUEST FOR THRESHOLD DETERMINATION THAT CERTAIN TRANSACTIONS DO NOT REQUIRE 10 CFR 50.80 LICENSE TRANSFER APPROVAL COMANCHE PEAK STEAM ELECTRIC STATION UNITS 1 AND 2 In a letter dated January 28, 2003, TXU Generation Company, LP (the licensee) submitted, on its own behalf and on behalf of Credit Suisse First Boston Private Equity, Inc. (CSFBI), a request that the NRC make a threshold determination that a stock transaction and related ownership interest transfer do not require license transfer approval under 10 CFR 50.80. The stock transaction involves certain entities affiliated with CSFBI and TXU Generation Company LP's parent companies, and the related ownership interest transfer involves a transfer of a 1%

ownership interest in one of the intermediate parent companies to another indirect wholly-owned subsidiary of TXU Corp. The U.S. Nuclear Regulatory Commission (NRC) staff has the following questions regarding the information provided in the request:

1. Identify the beneficial owners of TXU common stock currently owning more than five percent of such stock, and the percentage ownership for each such owner.

2. Verify whether, as a result of the transactions identified in the January 28, 2003, submittal, including the potential exercise of UXT's option to exchange subordinated notes for TXU Corp. common stock, there will be any material change in the financial qualifications and decommissioning funding assurance of the licensee for the Comanche Peak Steam Electric Station Units 1 and 2 (CPSES).

3. Verify whether, as a result of the transactions identified in the January 28, 2003, submittal, including the potential exercise of UXT's option to exchange subordinated notes for TXU Corp. common stock, there will be any material change in the identity, organization, management, and technical qualifications of the licensee for CPSES.

4. Verify that neither DLJ nor UXT, nor Credit Suisse Group (CSG) as the ultimate parent of both DLJ and UXT, nor any of CSG's other subsidiaries, would acquire any additional common stock in TXU Corp. beyond the amount specified in the January 28, 2003 request. Confirm that none of these entities themselves or in combination will beneficially own in excess of a total ownership interest of 10 percent of the outstanding shares of TXU Corp. at any one time.

5. Verify that if DLJ, UXT, CSG, or any other subsidiary of CSG were to establish one or more voting trusts or other voting entities in relation to the outstanding common stock of TXU Corp., then no such voting trust nor other voting entities will have any agreement, either express or implied, that they would act in concert regarding actions pertaining to TXU Corp. Also, confirm that neither CSG nor any of its subsidiaries will have any agreement, either express or implied, that they would act in concert with any other interests that may beneficially own TXU Corp. stock now or in the future, such as Berkshire Hathaway, Inc.

6. Verify that no subsidiary of CSG, nor CSG itself or in combination with any of its

I David Jaffe - txurai.wpd Pacie 3*

subsidiaries, will have the right to nominate more than one member of the Board of Managers of TXU Energy or more than one member of the Board of Directors of TXU Corp.