ML101890416

Submittal of Securities and Exchange Commission Schedule

ML101890416
Person / Time
Site:	Calvert Cliffs, Nine Mile Point, Ginna
Issue date:	07/01/2010
From:	Tira Patterson Constellation Energy Nuclear Group, EDF Group
To:	Document Control Desk, Office of Nuclear Material Safety and Safeguards, Office of Nuclear Reactor Regulation
References
Download: ML101890416 (10)

Text

Constellation Energy Nuclear Group, LLC 100 Constellation Way Suite 200C Baltimore, MD 21202 Eonsergy-'

eDF July 1, 2010 U.S. Nuclear Regulatory Commission Washington, DC 20555-0001 ATTENTION:

SUBJECT:

Director, Office of Nuclear Reactor Regulation Calvert Cliffs Nuclear Power Plant Unit Nos. I & 2; Docket Nos. 50-317 & 50-318 Calvert Cliffs Independent Spent Fuel Storage Installation Docket No. 72-8 Nine Mile Point Nuclear Station Unit Nos. 1 & 2; Docket Nos. 50-220 & 50-410 R. E. Ginna Nuclear Power Plant Docket No. 50-244 Submittal of Securities and Exchange Commission Schedule

REFERENCES:

(a)

Letter from E. J. Leeds and M. F. Webster (NRC) to H. B. Barron (CENG),

dated October 30, 2009, Order Superseding October 9, 2009 Order Approving the Transfer of Renewed Facility Operating License Nos.

DPR-53 and DPR-69 for the Calvert Cliffs Nuclear Power Plant, Unit Nos. I and 2, and Materials License No. SNM-2505 for the Calvert Cliffs Independent Spent Fuel Storage Installation, and Conforming Amendments (TAC Nos. ME0443 and ME0444)

(b)

Letter from E. J. Leeds and M. F. Webster (NRC) to H. B. Barron (CENG),

dated October 30, 2009, Order Superseding October 9, 2009 Order Approving the Transfer of Renewed Facility Operating License No. PR-18 for the R.E. Ginna Nuclear Power Plant (TAC No. ME0445)

(c)

Letter from E. J. Leeds and M. F. Webster (NRC) to H. B. Barron (CENG),

dated October 30, 2009, Order Superseding October 9, 2009 Order Approving the Transfer of Renewed Facility Operating License Nos.

DPR-63 and NPF-69 for the Nine Mile Point Nuclear Station, Unit Nos. 1 and 2 (TAC Nos. ME0446 and ME0447)

A 01) ki 'MD I~

Director, Office of Nuclear Reactor Regulation July 1,2010 Page 2 Attachment (1) is.a copy of a Schedule 13D filed with the Securities and Exchange Commission by EDF Inc. This schedule concerns a new member of the Constellation Energy Group, Inc. Board of Directors and is being sent to the Nuclear Regulatory Commission in compliance with Condition III.B(2)(e) in Reference (a) and Condition III.B.(1)(e) in References (b) and (c).

If there are any questions regarding this submittal, please contact Bruce Montgomery at 410-470-3777 or Bruce.Montgomery@cengllc.com.

Sincerely, Terry tterson Director, Licensing TLP/EMT/bjd

Attachment:

(1)

SEC Schedule 13D cc:

Document Control Desk D. V. Pickett, NRC R. V. Guzman, NRC S. J. Collins, NRC Resident Inspector, NRC (Calvert Cliffs)

Resident Inspector, NRC (Ginna)

Resident Inspector, NRC (Nine Mile Point)

S. Gray, Maryland DNR

ATTACHMENT (1)

SEC SCHEDULE 13D Constellation Energy Nuclear Group, LLC July 1, 2010

I UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 5)

Constellation Energy Group, Inc.

(Name of Issuer)

Common Stock, No Par Value (Title of Class of Securities) 210371100 (CUSIP Number)

Jean-Pierre Benqud EDF Inc. (formerly known as EDF Development Inc.)

1300 Eye Street, N.W., Suite 300 Washington, DC 20005 (202) 777-1140 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

. March 31, 2010 (Date of Event Which Requires Filing of this Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of sections 240.13d-I (e), 240.13d-l(f) or 240.13d-l (g), check the following box. [ ]

Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Section 240.13d-7 for other parties to whom copies are to be sent.

• The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 (the "Exchange Act") or otherwise subject to the liabilities of that section of the Exchange Act but shall be subject to all other provisions of the Exchange Act (however, see the Notes).

1.

Names of Reporting Persons.

tlectricit6 de France S.A.

2.

Check the Appropriate Box if a Member of a Group (see instructions)

(a)[ ]

(b)[ ]

3.

SEC USE ONLY

4.

Source of Funds (see instructions) 00

5.

Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)

6.

Citizenship or Place of Organization France

7.

Sole Voting Power 0

Number of

8.

Shared Voting Power Shares Beneficially 16,964,095 Owned by Each

9.

Sole Dispositive Power Reporting Person with 0

10.

Shared Dispositive Power 16,964,095

11.

Aggregate Amount Beneficially Owned by Each Reporting Person 16,964,095 shares of Common Stock

12.

Check if the Aggregate Amount in Row (11) Excludes Certain Shares (see instructions)

13.

Percent of Class Represented by Amount in Row (11) 8.44%

14.

Type of Reporting Person (see instructions)

CO

1.

Names of Reporting Persons.

E.D.F. International S.A.

2.

Check the Appropriate Box if a Member of a Group (see instructions)

(a)[ ]

(b)[ ]

3.

SEC USE ONLY

4.

Source of Funds (see instructions)

WC

5.

Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)

6.

Citizenship or Place of Organization France

7.

Sole Voting Power 0

Number of

8.

Shared Voting Power Shares Beneficially 16,964,095 Owned by Each

9.

Sole Dispositive Power Reporting Person with 0

10.

Shared Dispositive Power 16,964,095

11.

Aggregate Amount Beneficially Owned by Each Reporting Person 16,964,095 shares of Common Stock

12.

Check if the Aggregate Amount in Row (11) Excludes Certain Shares (see instructions)

13.

Percent of Class Represented by Amount in Row (11) 8.44%

14.

Type of Reporting Person (see instructions)

CO

1.

Names of Reporting Persons.

EDF Inc. (formerly known as EDF Development Inc.)

2.

3.

4.

Check the Appropriate Box if a Member of a Group (see instructions)

(a)[ ]

(b)[ ]

SEC USE ONLY Source of Funds (see instructions)

AF

5.

Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)

[I]

6.

Citizenship or Place of Organization Delaware

7.

Sole Voting Power Number of Shares Beneficially Owned by Each Reporting Person with 8.

9.

10.

0 Shared Voting Power 16,964,095 Sole Dispositive Power 0

Shared Dispositive Power 16,964,095

11.

Aggregate Amount Beneficially Owned by Each Reporting Person 16,964,095 shares of Common Stock

12.

Check if the Aggregate Amount in Row (11) Excludes Certain Shares (see instructions)

[I]

13.

Percent of Class Represented by Amount in Row (11) 8.44%

14.

Type of Reporting Person (see instructions)

CO

Item 1. Security and Issuer.

The class of equity securities to which this Amendment No. 5 to Schedule 13D relates is the common stock, without par value (the "Common Stock"), of Constellation Energy Group, Inc., a Maryland corporation (the "Issuer" or "Constellation"). The address of the principal executive offices of the Issuer is 750 E. Pratt Street, Baltimore, Maryland 21202.

Item 2. Identity and Background.

Paragraph (a) of Item 2 is hereby amended and restated in its entirety as follows:

(a) This Schedule 13D is being filed by the following persons (each a "Reporting Person" and collectively, the "Reporting Persons"): (i) tlectricit6 de France S.A. ("EDF"); (ii) E.D.F. International S.A. ("EDFI"); and (iii) EDF Inc. (formerly known as EDF Development Inc.) ("EDFD"). The agreement among the Reporting Persons relating to the joint filing of this Schedule 13D is attached as Exhibit 99.7 hereto.

Item 4. Purpose of Transaction.

The second paragraph of Item 4 is hereby amended and restated in its entirety as follows:

On November 6, 2009, EDFD consummated the acquisition of a 49.99% ownership interest in the nuclear generation and operation business of Constellation (the "Transaction"). In connection with the Transaction, on December 17, 2008, EDFD provided a SI billion up-front cash investment in Constellation in the form of nonconvertible cumulative preferred stock (the "Preferred"), which was redeemed and credited against the purchase price for the nuclear generation and operation business upon consummation of the Transaction. In connection with the acquisition of the Preferred by EDFD, EDFD appointed an observer to the board of directors of Constellation. On March 31, 2010, Constellation appointed to its board of directors EDFI's-director nominee, Daniel Camus (in lieu of EDFD's right to appoint an observer).

Item 5. Interest in Securities of the Issuer.

Paragraph (a) of Item 5 is hereby amended and restated in its entirety as follows:

(a) EDFD is the beneficial owner of 16,964,095 shares of Constellation's Common Stock. Based on information contained in Constellation's Form 10-K filing with the Securities and Exchange Commission for the fiscal year ended December 31, 2009, there were 201,091,187 issued and outstanding shares of Constellation's Common Stock as of January 29, 2010; accordingly, EDFD is the beneficial owner of 8.44% of Constellation's issued and outstanding Common Stock. EDFI and EDF, as the direct and indirect parent companies of EDFD, may be deemed to be the beneficial owners of the Constellation Common Stock in which EDFD has beneficial ownership.

Item 7. Material to be Filed as Exhibits.

Exhibit Number Description 99.7 Joint Filing Agreement, dated as of November 10, 2009, by and among Electricitd de France S.A., E.D.F. International S.A., and EDF Development Inc.

SIGNATURE After reasonable inquiry and to the best of the knowledge and belief of the undersigned, the undersigned certifies that the information set forth herein is true, complete and correct.

Dated: March 31, 2010 ILECTRICITt DE FRANCE S.A.

/s/ Daniel Camus Name: Daniel Camus

Title:

GROUP SENIOR EXECUTIVE VICE PRESIDENT INTERNATIONAL & STRATEGY E.D.F. INTERNATIONAL S.A.

/s/ Anne Le Lorier Name: Anne Le Lorier

Title:

DIRECTEUR GENERAL ADJOINT CORPORATE FINANCE - TRESORERIE EXECUTIVE DIRECTOR EDF INC.

/s/ Alexander Daniels Name: Alexander Daniels

Title:

VICE PRESIDENT, LEGAL AND CORPORATE SECRETARY

Exhibit 99.7 Joint Filing Agreement In accordance with Rule 13d-l(k) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a statement on Schedule 13D (including amendments thereto) with respect to the common stock, without par value, of Constellation Energy Group, Inc., and further agree that this Joint Filing Agreement be included as an Exhibit to such joint filing. In evidence thereof, the undersigned hereby execute this Agreement.

Dated: November 10, 2009 ELECTRICITE DE FRANCE S.A.

/s/ Daniel Camus Name: Daniel Camus

Title:

CHIEF FINANCIAL OFFICER E.D.F. INTERNATIONAL S.A.

/s/ Anne Le Lorier Name: Anne Le Lorier

Title:

DIRECTEUR GENERAL ADJOINT CORPORATE FINANCE - TRESORERIE EXECUTIVE DIRECTOR EDF DEVELOPMENT INC.

/s/ Jean-Pierre Benqu6 Name: Jean-Pierre Benqud

Title:

PRESIDENT f