ML12221A413

Issuance of Amendments Change of the Name of a Owner Licensee to Firstenergy Nuclear Generation, LLC

ML12221A413
Person / Time
Site:	Beaver Valley, Davis Besse, Perry
Issue date:	10/02/2012
From:	Michael Mahoney Plant Licensing Branch III
To:	Sena P FirstEnergy Nuclear Operating Co
tsb1
References
TAC ME8937, TAC ME8938, TAC ME8939, TAC ME8940
Download: ML12221A413 (50)

Text

UNITED STATES NUCLEAR REGULATORY COMMISSION WASHINGTON, D.C. 20555-0001 October 2, 2012 Mr. Peter P. Sena, III President and Chief Operating Officer FirstEnergy Nuclear Operating Company 341 White Pond Drive Akron, OH 44320

SUBJECT:

BEAVER VALLEY POWER STATION, UNIT NOS. 1 AND 2; DAVIS-BESSE NUCLEAR POWER STATION, UNIT NO.1; AND PERRY NUCLEAR POWER PLANT, UNIT NO.1 - ISSUANCE OF AMENDMENTS RE: CHANGE OF THE NAME OF THE OWNER/LICENSEE TO FIRSTENERGY NUCLEAR GENERATION, LLC (TAC NOS. ME8937, ME8938, ME8939, AND ME8940)

Dear Mr. Sena:

The U.S. Nuclear Regulatory Commission (Commission, or NRC) has issued the enclosed Amendment No. 290 to Facility Operating License No. DPR-66 and Amendment No. 177 to Facility Operating License No. NPF-73 for the Beaver Valley Power Station, Unit Nos. 1 and 2, respectively; Amendment No. 286 to Facility Operating License No. NPF-3 for the Davis-Besse Nuclear Power Station, Unit No.1; and, Amendment No. 161 to Facility Operating License No.

NPF-58 for the Perry Nuclear Power Plant, Unit No.1.

The amendments are in response to your application dated September 20, 2011 (Agencywide Documents Access and Management System (ADAMS) Accession No. ML 11260246). The amendments are administrative in nature and change the name of the ownerllicensee from "FirstEnergy Nuclear Generation Corp." to "FirstEnergy Nuclear Generation, LLC."

On September 22, 2011 (ADAMS Accession No. ML112430556), the NRC staff concluded in a threshold determination that the conversion of FirstEnergy Nuclear Generation Corp. to a limited liability company (LLC) does not involve a license transfer. pursuant to Title 10 of the Code of Federal Regulations, Section 50.80. Accordingly. NRC consent is not required to make the changes indentified in the July 26, 2011, submittal (ADAMS Accession No. ML11215A131).

The September 20, 2011, license amendment request originally requested an approval by December 15. 2011. Subsequently, by letter dated June 21,2012 (ADAMS Accession No. ML12174A225), the licensee changed the requested approval date to October 1,2012. Based on these letters, the original TACs were closed (ME7156, ME7157, ME7158, and ME7159) and the NRC opened new TACs, as identified above.

P. Sena -2 A copy of the Safety Evaluation is also enclosed. The Notice of Issuance will be included in the Commission's biweekly Federal Register notice.

Please contact me at (301) 415-3867 if you have any questions.

SlJ Michael Mahoney, Proj Manager Plant Licensing Branch 111-2 Division of Operating Reactor Licensing Office of Nuclear Reactor Regulation Docket Nos. 50-334, 50-412, 50-346, and 50-440

Enclosure:

Safety Evaluation cc w/encl: Distribution via Listserv

UNITED STATES NUCLEAR REGULATORY COMMISSION WASHINGTON, D.C. 20555*0001 FIRSTENERGY NUCLEAR OPERATING COMPANY DOCKET NO. 50-334 BEAVER VALLEY POWER STATION, UNIT NO.1 AMENDMENT TO FACILITY OPERATING LICENSE Amendment No. 290 License No. DPR-66

1. The U.S. Nuclear Regulatory Commission (the Commission) has found that:

A. The application for amendment by FirstEnergy Nuclear Operating Cornpany (the licensee) dated September 20,2011, supplemented by letter dated June 21, 2012, complies with the standards and requirements of the Atomic Energy Act of 1954, as amended (the Act) and the Commission's rules and regulations set forth in 10 CFR Chapter I; B. The facility will operate in conformity with the application, the provisions of the Act, and the rules and regulations of the Commission; C. There is reasonable assurance (i) that the activities authorized by this amendment can be conducted without endangering the health and safety of the public, and (ii) that such activities will be conducted in compliance with the Commission's regulations; D. The issuance of this amendment will not be inimical to the common defense and security or to the health and safety of the public; and E. The issuance of this amendment is in accordance with 10 CFR Part 51 of the Commission's regulations and all applicable requirements have been satisfied.

2. Accordingly, the license is amended as indicated in the attachment to this license amendment, and paragraph 2.C.(2) of Facility Operating License No. DPR-66 is hereby amended to read as follows:

-2 (2) Technical Specifications The Technical Specifications contained in Appendix A as revised through Amendment No. 290 and the Environmental Protection Plan contained in Appendix B, both of which are attached hereto, are hereby incorporated into this license. The licensee shall operate the facility in accordance with the Technical Specifications and the Environmental Protection Plan.

3. This license amendment is effective as of the date of its issuance and shall be implemented within 120 days of the date of issuance.

FOR THE NUCLEAR REGULATORY COMMISSION

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Meena K. Khanna, Chief Plant Licensing Branch 111-2 Division of Operating Reactor Licensing Office of Nuclear Reactor Regulation

Attachment:

Changes to the Facility Operating License Date of Issuance: October 2, 2012

UNITED STATES NUCLEAR REGULATORY COMMISSION WASHINGTON, D.C. 20555-0001 FIRSTENERGY NUCLEAR OPERATING COMPANY DOCKET NO. 50-412 BEAVER VALLEY POWER STATION, UNIT NO.2 AMENDMENT TO FACILITY OPERATING LICENSE Amendment No. 177 License No. NPF-73

1. The U.S. Nuclear Regulatory Commission (the Commission) has found that:

A. The application for amendment by FirstEnergy Nuclear Operating Company (the licensee) dated September 20,2011, as supplemented by letter dated June 21, 2012, complies with the standards and requirements of the Atomic Energy Act of 1954, as amended (the Act) and the Commission's rules and regulations set forth in 10 CFR Chapter 1 ;

B. The facility will operate in conformity with the application, the provisions of the Act, and the rules and regulations of the Commission; C. There is reasonable assurance (i) that the activities authorized by this amendment can be conducted without endangering the health and safety of the public, and Oi) that such activities will be conducted in compliance with the Commission's regulations; D. The issuance of this amendment will not be inimical to the common defense and security or to the health and safety of the public; and E. The issuance of this amendment is in accordance with 10 CFR Part 51 of the Commission's regulations and all applicable requirements have been satisfied.

2. Accordingly, the license is amended as indicated in the attachment to this license amendment, and paragraph 2.C.(2) of Facility Operating License No. NPF-73 is hereby amended to read as follows:

-2 (2) Technical Specifications The Technical Specifications contained in Appendix A as revised through Amendment No. 177 and the Environmental Protection Plan contained in Appendix B, both of which are attached hereto, are hereby incorporated into this license. The licensee shall operate the facility in accordance with the Technical Specifications and the Environmental Protection Plan.

3. This license amendment is effective as of the date of its issuance and shall be implemented within 120 days of the date of issuance.

. FOR THE NUCLEAR REG~TORY COMMISSION

\'--y-y\ \ l/\;"-'~

Meena K. Khanna, Chief Plant Licensing Branch 111-2 Division of Operating Reactor Licensing Office of Nuclear Reactor Regulation

Attachment:

Changes to the Facility Operating License Date of Issuance: October 2, 2012

ATTACHMENT TO LICENSE AMENDMENT NOS. 290 AND 177 FACILITY OPERATING LICENSE NOS. DPR-66 AND NPF-73 DOCKET NOS. 50-334 AND 50-412 Replace the following pages of the Facility Operating License's, and Appendices B, C and D with the attached revised pages. The revised pages are identified by amendment numbers and contain marginal lines indicating the areas of change.

Remove Insert License DPR-66 License DPR-66 1 1 2 2 3 3 6 6 Appendix C, C-1 Appendix C, C-1 Appendix C, C-2 Appendix C, C-2 Appendix C, C-3 Appendix C, C-3 Appendix C, C-4 Appendix C, C-4 Appendix C, C-5 Appendix C, C-5 License NPF-73 License NPF-73 1 1 2 2 3 3 4 4 6 6 Appendix B, B-1 Appendix B, B-1 Appendix D, D-1 Appendix D, D-1 Appendix D, D-2 Appendix D, D-2 Appendix D, D-3 Appendix D, D-3 Appendix D, D-4 Appendix D, D-4 Appendix D, D-5 Appendix D, D-5

UNITED STATES NUCLEAR REGULATORY COMMISSION WASHINGTON, D.C. 20555-0001 FIRSTENERGY NUCLEAR OPERATING COMPANY FIRSTENERGY NUCLEAR GENERATION, LLC DOCKET NO. 50-334 BEAVER VALLEY POWER STATION, UNIT NO.1 RENEWED FACILITY OPERATING LICENSE License No. DPR-66

1. The Nuclear Regulatory Commission (the Commission) having found that:

A. The application to renew Facility Operating License No. DPR-66, filed by FirstEnergy Nuclear Operating Company (FENOC)* acting on its own behalf and as agent for FirstEnergy Nuclear Generation, LLC (the licensees) complies with the standards and requirements of the Atomic Energy Act of 1954, as amended (the Act), and the Commission's rules and regulations set forth in 10 CFR Chapter 1, and all required notifications to other agencies or bodies have been duly made; B. Construction of the Beaver Valley Power Station, Unit No.1 (facility), has been substantially completed in conformity with Construction Permit No. CPPR-75 and the application, as amended, the provisions of the Act and the rules and regulations of the Commission; C. The facility will operate in conformity with the application, the provisions of the Act, and the rules and regulations of the Commission; D. There is reasonable assurance: (0 that the activities authorized by this renewed operating license can be conducted without endangering the health and safety of the public, and (ii) that such activities will be conducted in compliance with the rules and regulations of the Commission; E. FENOC is technically qualified and the licensees are finanCially qualified to engage in the activities authorized by this renewed operating license in accordance with the rules and regulations of the Commission; F. The licensees have satisfied the applicable provisions of 10 CFR Part 140, "Financial Protection Requirements and Indemnity Agreements," of the Commission's regulations;

"'FENOC is authorized to act as agent for FirstEnergy Nuclear Generation, LLC, and has exclusive responsibility and control over the physical construction, operation, and maintenance of the facility.

Amendment No. 290 I Renewed Operating License DPR-66

- 2 G. The issuance of this renewed operating license will not be inimical to the common defense and security or to the health and safety of the public; H. After weighing the environmental, economic, technical and other benefits of the facility against environmental and other costs and considering available alternatives, the issuance of Renewed Facility Operating License No. DPR-66 is in accordance with 10 CFR Part 51 (formerly Appendix D of 10 CFR Part 50) of the Commission's regulations and all applicable requirements have been satisfied; and I. The receipt, possession, and use of source, by-product, and special nuclear material as authorized by this renewed operating license will be in accordance with the Commission's regulations in 10 CFR Parts 30, 40, and 70, including 10 CFR Sections 30.33, 40.32, 70.23, and 70.31.

J. Actions have been identified and have been or will be taken with respect to: (1) managing the effects of aging on the functionality of structures and components that have been identified to require review under 10 CFR 54.21(a)(1) during the period of extended operation, and (2) time-limited aging analyses that have been identified to require review under 10 CFR 54.21(c), such that there is reasonable assurance that the activities authorized by this renewed operating license will continue to be conducted in accordance with the current licensing basis, as defined in 10 CFR 54.3 for the facility, and that any changes made to the facility's current licensing basis in order to comply with 10 CFR 54.29(a) are in accordance with the Act and the Commission's regulations;

2. Renewed Facility Operating License No. DPR-66 is hereby issued to FENOC and FirstEnergy Nuclear Generation, LLC to read as follows:

A. This renewed license applies to the Beaver Valley Power Station, Unit No.1, a pressurized water nuclear reactor and associated equipment (the facility), owned by FirstEnergy Nuclear Generation, LLC, and operated by FENOC. The facility is located in Beaver County, Pennsylvania, on the southern shore of the Ohio River, and is described in the "Updated Final Safety Analysis Report" as supplemented and amended and the Environmental Report as supplemented and amended.

B. Subject to the conditions and requirements incorporated herein, the Commission hereby licenses:

(1) FENOC, pursuant to Section 104b of the Act and 10 CFR Part 50, "Licensing of Production and Utilization Facilities," to possess, use, and operate the facility, and FirstEnergy Nuclear Generation, LLC to possess the facility at the designated location in Beaver County, Pennsylvania in accordance with the procedures and limitations set forth in this renewed license; (2) FENOC, pursuant to the Act and 10 CFR Part 70, to receive, possess, and use at any time special nuclear material as reactor fuel, in accordance with the limitations for storage and amounts required for reactor operation, as described in the Updated Final Safety Analysis Report, as supplemented and amended; Amendment No. 290 Beaver Valley Unit 1 Renewed Operating License DPR-66

-3 (3) FENOC, pursuant to the Act and 10 CFR Parts 30, 40 and 70, to receive, possess and use at any time any byproduct, source and special nuclear material as sealed neutron sources for reactor startup, sealed sources for reactor instrumentation and radiation monitoring equipment calibration, and as fission detectors in amounts as required; (4) FENOC, pursuant to the Act and 10 CFR Parts 30, 40 and 70, to receive, possess and use in amounts as required any byproduct, source, or special nuclear material without restriction to chemical or physical form, for sample analysis or instrument calibration or associated with radioactive apparatus or components; (5) FENOC, pursuant to the Act and 10 CFR Parts 30, 40, and 70, to possess, but not separate, such byproduct and special nuclear materials as may be produced by the operation of the facility.

C. This renewed operating license shall be deemed to contain and is subject to the conditions specified in the following Commission regulations in 10 CFR Chapter 1:

Part 20, Section 30.34 of Part 30, Section 40.41 of Part 40, Sections 50.54 and 50.59 of Part 50, and Section 70.32 of Part 70; and is subject to all applicable provisions of the Act and to the rules, regulations, and orders of the Commission now or hereafter in effect; and is subject to the additional conditions specified or incorporated below:

(1) Maximum Power Level FENOC is authorized to operate the facility at a steady state reactor core power level of 2900 megawatts thermal.

(2) Technical SpeCifications The Technical SpeCifications contained in Appendix A, as revised through Amendment No. 290, are hereby incorporated in the license. The licensee shall operate the facility in accordance with the Technical SpeCifications.

(3) Auxiliarv River Water System (Deleted by Amendment No.8)

Amendment No. 290 Beaver Valley Unit 1 Renewed Operating License DPR-66

-6 (10) Additional Conditions The Additional Conditions contained in Appendix C, as revised through Amendment No. 290, are hereby incorporated into this license. FENOC shall operate the facility in accordance with the Additional Conditions.

(11) Mitigation Strategy License Condition The licensee shall develop and maintain strategies for addressing large fires and explosions and that include the following key areas:

(a) Fire fighting response strategy with the following elements:

1. Pre-defined coordinated fire response strategy and guidance

2. Assessment of mutual aid fire fighting assets

3. DeSignated staging areas for equipment and materials

4. Command and control

5. Training of response personnel (b) Operations to mitigate fuel damage considering the following:

1. Protection and use of personnel assets

2. Communications

3. Minimizing fire spread

4. Procedures for implementing integrated fire response strategy

5. Identification of readily-available pre-staged equipment

6. Training on integrated fire response strategy

7. Spent fuel pool mitigation measures (c) Actions to minimize release to include consideration of:

1. Water spray scrubbing

2. Dose to onsite responders Amendment No. 290 Beaver Valley Unit 1 Renewed Operating License DPR-66

APPENDIX C ADDITIONAL CONDITIONS OPERATING LICENSE NO. DPR-66 FirstEnergy Nuclear Operating Company and FirstEnergy Nuclear Generation, LLC shall comply with the following conditions on the schedules noted below:

Amendment Additional Condition Implementation Number Date 202 The licensee is authorized to relocate certain The amendment Technical Specification requirements to licensee shall be controlled documents. Implementation of this implemented within amendment shall include the relocation of these 60 days from technical specification requirements to the April 14, 1997 appropriate documents, as described in the licensee's application dated September 9,1996.

and evaluated in the staffs safety evaluation attached to this amendment. .

209 The licensee is authorized to relocate certain The amendment Technical Specification requirements to licensee shall be controlled documents. Implementation of this implemented within amendment shall include the relocation of these 60 days from technical specification requirements to the December 10, 1997 appropriate documents, as described in the licensee's application dated March 14. 1997. as supplemented July 29 and August 13,1997, and evaluated in the staffs safety evaluation attached to this amendment.

210 The licensee is authorized to relocate certain The amendment Technical Specification requirements to licensee- "shall be controlled documents. Implementation of this implemented within amendment shall include the relocation of these 30 days from technical specification requirements to the January 20, 1998 appropriate documents, as described in the licensee's application dated September 11, 1997, and evaluated in the staffs safety evaluation attached to this amendment.

Beaver Valley Unit 1 C-1 Amendment No. 290

APPENDIX C ADDITIONAL CONDITIONS OPERATING LICENSE NO. DPR-66 FirstEnergy Nuclear Operating Company and FirstEnergy Nuclear Generation, LLC shall comply with the following conditions on the schedules noted below:

Amendment Additional Condition Implementation Number Date 225 The licensee is authorized to relocate certain The amendment Technical Specification requirements to licensee shall be controlled documents. Implementation of this implemented within amendment shall include the relocation of these 60 days from Technical Specification requirements to the August 30, 1999 appropriate documents as described in the licensee's application dated December 24, 1998, as supplemented June 15, June 17, and July 7, 1999, and evaluated in the staff's safety evaluation attached to this amendment.

269 On the closing date(s) of the transfers to FENGenCo* The amendment of their interests in Beaver Valley Power Station, Unit shall be No.1, Pennsylvania Power Company and Ohio Edison implemented within Company shall transfer to FENGenCo* all of each 30 days from transferor's respective accumulated decommissioning December 16, 2005 funds for Beaver Valley Power Station, Unit No.1, and tender to FENGenCo* additional amounts equal to remaining funds expected to be collected in 2005, as represented in the application dated June 1, 2005, but not yet collected by the time of closing. All of the funds shall be deposited in a separate external trust fund for the reactor in the same amount as received with respect to the unit to be segregated from other assets of FENGenCo* and outside its administrative control, as required by NRC regulations, and FENGenCo* shall take all necessary steps to ensure that this external trust fund is maintained in accordance with the requirements of the order approving the transfer of the license and consistent with the safety evaluation supporting the order and in accordance with the requirements of 10 CFR Section 50.75, "Reporting and recordkeeping for decommissioning planning."

• FirstEnergy Nuclear Generation Corp. (FENGenCo) has been renamed FirstEnergy Nuclear Generation, LLC.

Beaver Valley Unit 1 C-2 Amendment No. 290

APPENDIX C ADDITIONAL CONDITIONS OPERATING LICENSE NO. DPR-66 FirstEnergy Nuclear Operating Company and FirstEnergy Nuclear Generation, LLC shall comply with the following conditions on the schedules noted below:

Amendment Additional Condition Implementation Number Date 269 By the date of closing of the transfer of the ownership The amendment shall interests in Beaver Valley Power Station, Unit No.1 be implemented within from Pennsylvania Power Company to FENGenCo*, 30 days from FENGenCo* shall obtain a parent company guarantee December 16, 2005 from FirstEnergy in an initial amount of at least $80 million (in 2005 dollars) to provide additional decommissioning funding assurance regarding such ownership interests. Required funding levels shall be recalculated annually and, as necessary, FENGenCo" shall either obtain appropriate adjustments to the parent company guarantee or otherwise provide any additional decommissioning funding assurance necessary for FENGenCo* to meet NRC requirements under 10 CFR 50.75.

The Support Agreements described in the applications dated May 18, 2005 (up to $80 million), and June 1, 2005 (up to $400 million), shall be effective consistent with the representations contained in the applications.

FENGenCo" shall take no action to cause FirstEnergy, or its successors and assigns, to void, cancel, or modify the Support Agreements without the prior written consent of the NRC staff, except, however, the $80 million Support Agreement in connection with the transfer of the Pennsylvania Power Company interests may be revoked or rescinded if and when the $400 million support agreement described in the June 1, 2005, application becomes effective. FENGenCo* shall inform the Director of the Office of Nuclear Reactor Regulation, in writing, no later than ten days after any funds are provided to FENGenCo* by FirstEnergy under either Support Agreement.

• FirstEnergy Nuclear Generation Corp. (FENGenCo) has been renamed FirstEnergy Nuclear Generation, LLC.

Beaver Valley Unit 1 C-3 Amendment No. 290

APPENDIXC ADDITIONAL CONDITIONS OPERATING LICENSE NO. DPR-66 FirstEnergy Nuclear Operating Company and FirstEnergy Nuclear Generation, LLC shall comply with the following conditions on the schedules noted below:

Amendment Additional Condition Implementation Number Date 278 Schedule for New and Revised Surveillance Requirements (SRs)

The schedule for performing SRs that are new or revised in The Amendment No. 278 shall be as follows: amendment shall be For SRs that are new in this amendment, the first performance implemented is due at the end of the first surveillance interval, which begins within 150 days on the date of implementation of this amendment. from date of issuance For SRs that existed prior to this amendment, whose intervals of performance are being reduced, the first reduced surveillance interval begins upon completion of the first surveillance performed after implementation of this amendment.

For SRs that existed prior to this amendment, whose intervals of performance are being extended, the first extended surveillance interval begins upon completion of the last surveillance performed prior to implementation of this amendment.

For SRs that existed prior to this amendment that have modified acceptance criteria, the first performance subject to the modified acceptance criteria is due at the end of the first surveillance interval that began on the date the surveillance was last performed prior to the implementation of this amendment.

278 Relocation of Certain Technical Specification Requirements License Amendment No. 278 authorizes the relocation of certain The Technical Specifications to other licensee-controlled documents. amendment Implementation of this amendment shall include relocation of the shall be reqUirements to the specified documents, as described in implemented (1) Sections 4D and 4E of the NRC staffs Safety Evaluation, and within 150 days (2) Table LA, Removed Detail Changes, and Table R, Relocated from date of SpeCifications, attached to the NRC staffs Safety Evaluation, issuance which is enclosed in this amendment.

Beaver Valley Unit 1 C-4 Amendment No. 290

APPENDIX C ADDITIONAL CONDITIONS OPERATING LICENSE NO. DPR-66 FirstEnergy Nuclear Operating Company and FirstEnergy Nuclear Generation, LLC shall comply with the following conditions on the schedules noted below:

Amendment Additional Condition Implementation Number Date 281 Initial Performance of New Surveillance and Assessment Requirements Upon implementation of Amendment No. 281 adopting TSTF-448, The Revision 3, the determination of control room envelope (CRE) amendment unfiltered air inleakage as required by Surveillance Requirement shall be (SR) 3.7.10.4, in accordance with Specification S.S.14.c(i), the implemented assessment of CRE habitability as required by Specification within 120 days S.S.14.c(ii), and the measurement of CRE pressure as required by from date of Specification S.S.14.d, shall be considered met. Following issuance implementation:

(a) The first performance of SR 3.7.10.4. in accordance with Specification S.S.14.c(i), shall be within the specified Frequency of 6 years, plus the 18-month allowance of SR 3.0.2, as measured from the date of the most recent successful tracer gas test, or within the next 18 months if the time period since the most recent successful tracer gas test is greater than 6 years.

(b) The first performance of the periodic assessment of CRE habitability, Specification S.S.14.c(ii), shall be within 3 years. plus the 9-month allowance of SR 3.0.2, as measured from the date of the most recent successful tracer gas test, or within the next 9 months if the time period since the most recent successful tracer gas test is greater than 3 years.

(c) The first performance of the periodic measurement of eRE pressure, Specification S.S.14.d, shall be within 18 months, plus the 138 days allowed by SR 3.0.2, as measured from the date of the most recent successful pressure measurement test.

Beaver Valley Unit 1 c-S Amendment No. 290

UNITED STATES NUCLEAR REGULATORY COMMISSION WASHINGTON, D.C. 20555-0001 FIRSTENERGY NUCLEAR OPERATING COMPANY FIRSTENERGY NUCLEAR GENERATION, LLC OHIO EDISON COMPANY THE TOLEDO EDISON COMPANY DOCKET NO. 50-412 BEAVER VALLEY POWER STATION, UNIT 2 RENEWED FACILITY OPERATING LICENSE License No. NPF-73

1. The Nuclear Regulatory Commission (the Commission or the NRC) has found that:

A. The application to renew Facility Operating License No. NPF-73 filed by FirstEnergy Nuclear Operating Company (FENOC)* acting on its own behalf and as agent for FirstEnergy Nuclear Generation, LLC, Ohio Edison Company, and The Toledo Edison Company (the licensees), complies with the standards and reqUirements of the Atomic Energy Act of 1954, as amended (the Act), and the Commission's regulations set forth in 10 CFR Chapter I, and all required notifications to other agencies or bodies have been duly made; B. Construction of the Beaver Valley Power Station, Unit 2 (the facility). has been substantially completed in conformity with Construction Permit No. CPPR-105 and the application, as amended, the provisions of the Act, and the regulations of the Commission; C. The facility will operate in conformity with the application, the provisions of the Act, and the regulations of the Commission (except as exempted from compliance in Section 2.0. below);

D. There is reasonable assurance: (i) that the activities authorized by this renewed operating license can be conducted without endangering the health and safety of the public and (ii) that such activities will be conducted in compliance with the Commission's regulations set forth in 10 CFR Chapter I (except as exempted from compliance in Section 2.0. below);

-FENOC is authorized to act as agent for FirstEnergy Nuclear Generation, LLC, Ohio Edison Company, and The Toledo Edison Company and has exclusive responsibility and control over the physical construction, operation. and maintenance of the facility.

Amendment No. 177 Renewed Operating License NPF-73

- 2 E. FENOC is technically qualified to engage in the activities authorized by this renewed operating license in accordance with the Commission's regulations set forth in 10 CFR Chapter I; F. The licensees have satisfied the applicable provisions of 10 CFR Part 140, "Financial Protection Requirements and Indemnity Agreements," of the Commission's regulations; G. The issuance of this renewed operating license will not be inimical to the common defense and security or to the health and safety of the public; H. After weighing the environmental, economic, technical, and other benefits of the facility against environmental and other costs and considering available alternatives, the issuance of this Renewed Operating License No. NPF-73 is subject to the conditions for protection of the environment set forth in the Environmental Protection Plan attached as Appendix B, is in accordance with 10 CFR Part 51 of the Commission's regulations, and all applicable requirements have been satisfied; I. The receipt, possession and use of source, byproduct and special nuclear material as authorized by this license will be in accordance with the Commission's regulations in 10 CFR Parts 30, 40, and 70.

J. Actions have been identified and have been or will be taken with respect to: (1) managing the effects of aging on the functionality of structures and components that have been identified to require review under 10 CFR 54.21{a)(1) during the period of extended operation, and (2) time-limited aging analyses that have been identified to require review under 10 CFR 54.21(c), such that there is reasonable assurance that the activities authorized by this renewed operating license will continue to be conducted in accordance with the current licensing basis, as defined in 10 CFR 54.3 for the facility, and that any changes made to the facility's current licensing basis in order to comply with 10 CFR 54.29(a) are in accordance with the Act and the Commission's regulations;

2. Renewed Facility Operating License NPF-73 is hereby issued to FENOC, FirstEnergy Nuclear Generation, LLC, Ohio Edison Company, and The Toledo Edison Company (the licensees) to read as follows:

A. This renewed license applies to the Beaver Valley Power Station, Unit 2, a pressurized water reactor and aSSOCiated equipment (the facility), owned by FirstEnergy Nuclear Generation, LLC (owner), leased to Ohio Edison Company (lessee), and The Toledo Edison Company (lessee) and operated by FENOC (collectively the licensees). The facility is located on the licensees' site on the southern shore of the Ohio River in Beaver County, Pennsylvania, approximately 22 miles northwest of Pittsburgh and 5 miles east of East Liverpool, Ohio, and is described in FENOC's Updated Final Safety Analysis Report, as supplemented and amended, and in its Environmental Report, as supplemented and amended; B. Subject to the conditions and requirements incorporated herein, the Commission he reby licenses:

(1) Pursuant to Section 103 of the Act and 10 CFR Part 50, FENOC to possess, use, and operate the facility at the designated location in Beaver County, Pennsylvania, in accordance with the procedures and limitations set forth in this license; Amendment No. 177 Beaver Valley Unit 2 Renewed Operating License NPF-73

-3 (2) Pursuant to the Act and 10 CFR Part 50, FirstEnergy Nuclear Generation, LLC, Ohio Edison Company, and The Toledo Edison Company to possess the facility at the designated location in Beaver County, Pennsylvania, in accordance with the procedures and limitations set forth in the license; (3) Pursuant to the Act and 10 CFR Part 70, FENOC, to receive, possess, and use at any time special nuclear material as reactor fuel, in accordance with the limitations for storage and amounts required for reactor operation, as described in the Updated Final Safety Analysis Report, as supplemented and amended; (4) Pursuant to the Act and 10 CFR Parts 30, 40, and 70, FENOC to receive, possess, and use at any time any byproduct, source, and special nuclear material such as sealed neutron sources for reactor startup, sealed sources for reactor instrumentation and radiation monitoring equipment calibration, and as fission detectors in amounts as required; (5) Pursuant to the Act and 10 CFR Parts 30,40, and 70, FENOC to receive, possess, and use in amounts as required any byproduct, source, or speCial nuclear material without restriction to chemical or physical form, for sample analysis or instrument calibration or other activity associated with radioactive apparatus or components; (6) Pursuant to the Act and 10 CFR Parts 30, 40, and 70, FENOC to possess, but not separate, such byproduct and special nuclear materials as may be produced by the operation of the facility authorized herein.

(7) (a) Ohio Edison Company and The Toledo Edison Company are authorized to transfer any portion of their respective leased interests in BVPS Unit 2 and a proportionate share of their leased interests in the BVPS common facilities to certain potential investors identified in their submittals of July 14, 16,22 and 31, and September 14, 17 and 18, 1987, and at the same time to lease back from such purchasers such interest transferred in the BVPS Unit 2 facility. The term of the lease is for approximately 29-1/2 years subject to a right of renewal. Such sale and leaseback transactions are subject to the representations and conditions set forth in the aforementioned submittals. Specifically, a lessor and anyone else who may acquire an interest under these transactions are prohibited from exercising directly or indirectly any control over the license of BVPS Unit 2. For purposes of this condition the limitations in 10 CFR 50.81, as now in effect and as may be subsequently amended, are fully applicable to the lessor and any successor in interest to that lessor as long as the license for BVPS Unit 2 remains in effect; these financial transactions shall have no effect on the license for the BVPS Unit 2 facility throughout the term of the license.

Amendment No. 177 Beaver Valley Unit 2 Renewed Operating License NPF-73

(b) Further, the licensees are also required to notify the NRC in writing prior to any change in: (i) the term or conditions of any lease agreements executed as part of these transactions; (ii) the BVPS Operating Agreement, (iii) the existing property insurance coverage for BVPS Unit 2, and (iv) any action by a lessor or others that may have adverse effect on the safe operation of the facility.

C. This renewed operating license shall be deemed to contain and is subject to the conditions specified in the following Commission regulations set forth in 10 CFR Chapter 1 and is subject to all applicable provisions of the Act and to the rules, regulations, and orders of the Commission now or hereafter in effect; and is subject to the additional conditions specified or incorporated below:

(1) Maximum Power Level FENOC is authorized to operate the facility at a steady state reactor core power level of 2900 megawatts thermal.

(2) Technical Specifications The Technical Specifications contained in Appendix A, as revised through Amendment No. 177, and the Environmental Protection Plan contained in Appendix B, both of which are attached hereto are hereby incorporated in the license. FENOC shall operate the facility in accordance with the Technical Specifications and the Environmental Protection Plan.

Amendment No. 177 Beaver Valley Unit 2 Renewed Operating License NPF-73

-6 (8) Detailed Control Room Design Review (DCRDR)

Deleted (9) Safety Parameter Display System (SPDS)

Deleted (10) Fire Protection Modifications (Section 9.5.1 of SER Supplement 6)

Deleted (11) Additional Conditions The Additional Conditions contained in Appendix D, as revised through Amendment No. 177, are hereby incorporated into this license. FENOC shall operate the facility in accordance with the Additional Conditions.

(12) Steam Generator Surveillance Interval Extension Deleted (13) Mitjgation Strategy License Condition The licensee shall develop and maintain strategies for addressing large fires and explosions and that include the following key areas:

(a) Fire fighting response strategy with the following elements:

1. Pre-defined coordinated fire response strategy and guidance

2. Assessment of mutual aid fire fighting assets

3. Designated staging areas for equipment and materials

4. Command and control

5. Training of response personnel (b) Operations to mitigate fuel damage considering the following:

1. Protection and use of personnel assets

2. Communications

3. Minimizing fire spread

4. Procedures for implementing integrated fire response strategy

5. Identification of readily-available pre-staged equipment

6. Training on integrated fire response strategy

7. Spent fuel pool mitigation measures (c) Actions to minimize release to include consideration of:

1. Water spray scrubbing

2. Dose to onsite responders Amendment No. 177 Beaver Valley Unit 2 Renewed Operating License NPF-73

1.0 Objectives of the Environmental Protection Plan The Environmental Protection Plan (EPP) is to provide for protection of nonradiological environmental values during operation of the Beaver Valley Power Station. Unit 2 (facility). The principal objectives of the EPP are as follows:

(1) Verify that the facility is operated in an environmentally acceptable manner, as established by the Final Environmental Statement - Operating License Stage (FES-OL) and other NRC environmental impact assessments.

(2) Coordinate NRC requirements and maintain consistency with other Federal, State, and local requirements for environmental protection.

(3) Keep NRC informed of the environmental effects of facility construction and operation and of actions taken to control those effects.

Environmental concerns identified in the FES-OL (September 1985, NUREG-1094) which relate to water quality matters are regulated by way of the licensee's* NPDES permit.

2.0 Environmental Protection Issues In the FES-OL (NUREG-1094, September 1985), the staff considered the environmental impacts associated with the operation of the Beaver Valley Power Station, Unit 2. No aquatic/water quality, terrestrial, or noise issues were identified.

3.0 Consistency Requirements 3.1 Plant Design and Operation The licensee may make changes in station design or operation or perform tests or experiments affecting the environment provided such activities do not involve an unreviewed environmental question and do not involve a change in the EPP*. Changes in station design or operation or performance of tests or experiments which do not affect the environment are not subject to the requirements of this EPP. Activities governed by Section 3.3 are not subject to the requirements of this Section.

Before engaging in additional construction or operational activities which may significantly affect the environment, the licensee shall prepare and record an environmental evaluation of such activity. Activities are excluded from this requirement if all measurable nonradiological environmental effects are confined to the on-site areas previously disturbed during site preparation and plant construction. When the evaluation indicates that such activity involves an unreviewed environmental question, the licensee shall provide a written evaluation of such activity and obtain prior NRC approval. Such activity and change to the EPP may be implemented only in accordance with an appropriate license amendment as set forth in Section 5.3 of this EPP.

""Licensee" refers to FirstEnergy Nuclear Operating Company, operator of the facility, and acting as agent for FirstEnergy Nuclear Generation, LLC, Ohio Edison Company, and The Toledo Edison Company, owners or lessees of the facility.

Beaver Valley Unit 2 B-1 Amendment No. 177

APPENDIX D ADDITIONAL CONDITIONS OPERATING LICENSE NO. NPF-73 FirstEnergy Nuclear Operating Company, FirstEnergy Nuclear Generation, LLC, Ohio Edison Company, and The Toledo Edison Company shall comply with the following conditions on the schedules noted below:

Amendment Additional Condition Implementation Number Date 83 The licensee is authorized to relocate certain The amendment Technical Specification requirements to licensee shall be implemented controlled documents. Implementation of this within 60 days amendment shall include the relocation of these from April 14, 1997 technical speCification requirements to the appropriate documents, as described in the licensee's application dated September 9, 1996, and evaluated in the staff's safety evaluation attached to this amendment.

87 The licensee is authorized to relocate certain The amendment Technical Specification reqUirements to licensee shall be implemented controlled documents. Implementation of this within 60 days from amendment shall include the relocation of these December 10, 1997 technical specification requirements to the appropriate documents, as described in the licensee's application dated March 14, 1997, as supplemented July 29 and August 13, 1997, and evaluated in the staff's safety evaluation attached to this amendment.

88 The licensee is authorized to relocate certain The amendment Technical Specification requirements to licensee shall be implemented controlled documents. Implementation of this within 30 days from amendment shall include the relocation of these January 20, 1998 technical specification requirements to the appropriate documents, as described in the licensee's application dated September 11, 1997, and evaluated in the staff's safety evaluation attached to this amendment.

98 The licensee commits to perform visual acceptance The amendment examinations of sleeve welds; post weld heat treatment shall be implemented of sleeve welds; and the NRC-recommended within 60 days from inspections of repaired tubes as described in the March 26, 1999 licensee's application dated March 10, 1997, as supplemented July 28, 1997, September 17, 1997, April 30, 1998, and January 29, 1999, and evaluated in the staff's safety evaluation attached to this amendment.

Beaver Valley Unit 2 D-1 Amendment No. 177

APPENDIX 0 ADDITIONAL CONDITIONS OPERATING LICENSE NO. NPF-73 FirstEnergy Nuclear Operating Company, FirstEnergy Nuclear Generation, LLC, Ohio Edison Company, and The Toledo Edison Company shall comply with the following conditions on the schedules noted below:

Amendment Additional Condition Implementation Number Date 102 The licensee is authorized to relocate certain The amendment Technical Specification requirements to licensee shall be implemented controlled documents. Implementation of this within 60 days amendment shall include the relocation of these from August 30, Technical Specification requirements to the 1999 appropriate documents as described in the licensee's application dated December 24, 1998, as supplemented June 15, June 17, and July 7, 1999, and evaluated in the staffs evaluation attached to this amendment.

151 On the closing date(s) of the transfers to FENGenCo* The amendment of their interests in Beaver Valley Power Station, Unit shall be No.2, Pennsylvania Power Company, The Cleveland implemented within Electric Illuminating Company, Ohio Edison Company, 30 days from and The Toledo Edison Company shall transfer to December 16, 2005 FENGenCo* all of each transferor's respective accumulated decommissioning funds for Beaver Valley Power Station, Unit No.2, except for funds associated with the leased portions of Beaver Valley Power Station, Unit No.2, and tender to FENGenCo*

additional amounts equal to remaining funds expected to be collected in 2005, as represented in the application dated June 1, 2005, but not yet collected by the time of closing. All of the funds shall be deposited in a separate external trust fund for the reactor in the same amount as received with respect to the unit to be segregated from other assets of FENGenCo* and outside its administrative control, as required by NRC regulations, and FEN GenCo* 'shall take all necessary steps to ensure that this external trust fund is maintained in accordance with the reqUirements of the order approving the transfer of the license and consistent with the safety evaluation supporting the order and in accordance with the requirements of 10 CFR Section 50.75, "Reporting and record keeping for decommissioning planning."

• FirstEnergy Nuclear Generation Corp. (FENGenCo) has been renamed FirstEnergy Nuclear Generation, LLC.

Beaver Valley Unit 2 0-2 Amendment No. 177

APPENDIX 0 ADDITIONAL CONDITIONS OPERATING LICENSE NO. NPF-73 FirstEnergy Nuclear Operating Company, FirstEnergy Nuclear Generation, LLC, Ohio Edison Company. and The Toledo Edison Company shall comply with the following conditions on the schedules noted below:

Amendment Additional Condition Implementation Number Date 151 By the date of closing of the transfer of the ownership The amendment interests in Beaver Valley Power Station. Unit No.2 shall be implemented from Pennsylvania Power Company to FENGenCo*,

FENGenCo* shall obtain a parent company guarantee within 30. days from December 16, 2005 I

from FirstEnergy in an initial amount of at least $80 million (in 2005 dollars) to provide additional decommissioning funding assurance regarding such ownership interests. Required funding levels shall be recalculated annually and. as necessary. FENGenCo*

shall either obtain appropriate adjustments to the parent company guarantee or otherwise provide any additional decommissioning funding assurance necessary for FENGenCo* to meet NRC requirements under 10 CFR 50.75.

The Support Agreements described in the applications dated May 18. 2005 (up to $80 million), and June 1, 2005 (up to $400 million), shall be effective consistent with the representations contained in the applications.

FENGenCo* shall take no action to cause FirstEnergy, or its successors and assigns, to void, cancel, or modify the Support Agreements without the prior written consent of the NRC staff, except, however, the $80 million Support Agreement in connection with the transfer of the Pennsylvania Power Company interests may be revoked or rescinded if and when the $400 million support agreement described in the June 1, 2005, application becomes effective. FENGenCo* shall inform the Director of the Office of Nuclear Reactor Regulation, in writing, no later than ten days after any funds are provided to FENGenCo* by FirstEnergy under either Support Ag reement.

• FirstEnergy Nuclear Generation Corp. (FEN GenCo) has been renamed FirstEnergy Nuclear Generation, LLC.

Beaver Valley Unit 2 0-3 Amendment No. 177

APPENDIX 0 ADDITIONAL CONDITIONS OPERATING LICENSE NO. NPF-73 FirstEnergy Nuclear Operating Company, FirstEnergy Nuclear Generation, LLC, Ohio Edison Company, and The Toledo Edison Company shall comply with the following conditions on the schedules noted below:

Amendment Additional Condition Implementation Number Date 161 Schedule for New and Revised Surveillance Requirements (SRs)

The schedule for performing SRs that are new or revised in The Amendment No. 161 shall be as follows: amendment shall be For SRs that are new in this amendment, the first performance implemented is due at the end of the first surveillance interval, which begins within 150 days on the date of implementation of this amendment. from date of issuance For SRs that existed prior to this amendment, whose intervals of performance are being reduced, the first reduced surveillance interval begins upon completion of the first surveillance performed after implementation of this amendment.

For SRs that existed prior to this amendment, whose intervals of performance are being extended, the first extended surveillance interval begins upon completion of the last surveillance performed prior to implementation of this amendment.

For SRs that existed prior to this amendment that have modified acceptance criteria, the first performance subject to the modified acceptance criteria is due at the end of the first surveillance interval that began on the date the surveillance was last performed prior to the implementation of this amendment.

161 Relocation of Certain Technical Specification Requirements License Amendment No. 161 authorizes the relocation of certain The Technical Specifications to other licensee-controlled documents. amendment Implementation of this amendment shall include relocation of the shall be requirements to the specified documents, as described in implemented (1) Sections 40 and 4E of the NRC staff's Safety Evaluation, and within 150 days (2) Table LA, Removed Detail Changes, and Table R, Relocated from date of Specifications, attached to the NRC staffs Safety Evaluation, issuance which is enclosed in this amendment.

Beaver Valley Unit 2 0-4 Amendment No. 177

APPENDIX D ADDITIONAL CONDITIONS OPERATING LICENSE NO. NPF-73 FirstEnergy Nuclear Operating Company, FirstEnergy Nuclear Generation, LLC, Ohio Edison Company, and The Toledo Edison Company shall comply with the following conditions on the schedules noted below:

Amendment Additional Condition Implementation Number Date 163 Initial Performance of New Surveillance and Assessment Requirements Upon implementation of Amendment No. 163 adopting TSTF-448, The Revision 3, the determination of control room envelope (CRE) amendment unfiltered air inleakage as required by Surveillance Requirement shall be (SR) 3.7.10.4, in accordance with Specification 5.5.14.c(i), the implemented assessment of CRE habitability as required by Specification within 120 days 5.5.14.c(ii), and the measurement of CRE pressure as required by from date of Specification 5.5.14.d, shall be considered met. Following issuance implementation:

(a) The first performance of SR 3.7.10.4, in accordance with Specification 5.5.14.c(i), shall be within the specified Frequency of 6 years, plus the 18-month allowance of SR 3.0.2, as measured from the date of the most recent successful tracer gas test, or within the next 18 months if the time period since the most recent successful tracer gas test is greater than 6 years.

(b) The first performance of the periodic assessment of CRE habitability, Specification 5.5.14.c(ii), shall be within 3 years. plus the 9-month allowance of SR 3.0.2, as measured from the date of the most recent successful tracer gas test, or within the next 9 months if the time period since the most recent successful tracer gas test is greater than 3 years.

(c) The first performance of the periodic measurement of CRE pressure, Specification 5.5.14.d, shall be within 18 months, plus the 138 days allowed by SR 3.0.2, as measured from the date of the most recent successful pressure measurement test.

Beaver Valley Unit 2 0-5 Amendment No. 177

UNITED STATES NUCLEAR REGULATORY COMMISSION WASHINGTON, D.C. 20555-0001 FIRSTENERGY NUCLEAR OPERATING COMPANY DOCKET NO. 50-346 DAVIS-BESSE NUCLEAR POWER STATION, UNIT NO.1 AMENDMENT TO FACILITY OPERATING LICENSE Amendment No. 286 License No. NPF-3

1. The U.S. Nuclear Regulatory Commission (the Commission) has found that:

A. The application for amendment by FirstEnergy Nuclear Operating Company (the licensee) dated September 20, 2011, as supplemented by letter dated June 21, 2012, complies with the standards and requirements of the Atomic Energy Act of 1954, as amended (the Act) and the Commission's rules and regulations set forth in 10 CFR Chapter I; B. The facility will operate in conformity with the application, the provisions of the Act, and the rules and regulations of the Commission; C. There is reasonable assurance (i) that the activities authorized by this amendment can be conducted without endangering the health and safety of the public, and (ii) that such activities will be conducted in compliance with the Commission's regulations; D. The issuance of this amendment will not be inimical to the common defense and security or to the health and safety of the public; and E. The issuance of this amendment is in accordance with 10 CFR Part 51 of the Commission's regulations and all applicable requirements have been satisfied.

2. Accordingly, the license is amended as indicated in the attachment to this license amendment, and paragraph 2.C.(2) of Facility Operating License No. NPF-3 is hereby amended to read as follows:

-2 (2) Technical Specifications The Technical Specifications contained in Appendix A as revised through Amendment No. 286 and the Environmental Protection Plan contained in Appendix B, both of which are attached hereto, are hereby incorporated into this license. The licensee shall operate the facility in accordance with the Technical Specifications and the Environmental Protection Plan.

3. This license amendment is effective as of the date of its issuance and shall be implemented within 120 days of the date of issuance.

FOR THE NUCLEAR REGULATORY COMMISSION

~f7'7--t4 Michael I. Dudek, Chief Plant Licensing Branch 111-2 Division of Operating Reactor Licensing Office of Nuclear Reactor Regulation Attach~ent: Changes to the Facility Operating License Date of Issuance: CX::.tober 2, 2012

ATTACHMENT TO LICENSE AMENDMENT NO. 286 FACILITY OPERATING LICENSE NO. NPF-3 DOCKET NO. 50-346 Replace the following pages of the Facility Operating License with the attached pages. The revised pages are identified by amendment numbers and contain marginal lines indicating the areas of change.

Remove License NPF-3 License NPF-3 1 1 2 2 3 3 4 4 6 6 14 14 14A 14A

UNITED STATES NUCLEAR REGULATORY COMMISSION WASHINGTON, D.C. 20555-0001 FIRSTENERGY NUCLEAR OPERATING COMPANY AND FIRSTENERGY NUCLEAR GENERATION, LLC DOCKET NO. 50-346 DAVIS-BESSE NUCLEAR POWER STATION, UNIT NO.1 FACILITY OPERATING LICENSE License No. NPF-3

1. The Nuclear Regulatory Commission (the Commission) having found that:

A. The application for license filed by FirstEnergy Nuclear Operating Company (FENOC)1, acting on its own behalf and as agent for FirstEnergy Nuclear Generation, LLC (licensees) complies with the standards and requirements of the Atomic Energy Act of 1954, as amended (the Act), and the Commission's rules and regulations set forth in 10 CFR Chapter I and all required notifications to other agencies or bodies have been duly made; B. Construction of the Davis-Besse Nuclear Power Station, Unit No. 1 (the facility) has been substantially completed in conformity with Construction Permit No. CPPR-80 and the application, as amended, the provisions of the Act and the rules and regulations of the commission; C. The facility will operate in conformity with the application, as amended, the provisions of the Act, and the rules and regulations of the Commission; 1

FENOC is authorized to act as agent for FirstEnergy Nuclear Generation, LLC, and has exclusive responsibility and control over the physical construction, operation, and maintenance of the facility.

Amendment No. 286

- 2 1.D. There is reasonable assurance: (i) that the activities authorized by this operating license can be conducted without endangering the health and safety of the public, and (ii) that such activities will be conducted in compliance with the rules and regulations of the Commission; E. The FirstEnergy Nuclear Operating Company is technically qualified and the licensees are financially qualified to engage in the activities authorized by this operating license in accordance with the rules and regulations of the Commission; F. The licensees have satisfied the applicable provisions of 10 CFR Part 140, "Financial Protection Requirements and Indemnity Agree ments," of the Commission's regulations; G. The issuance of this operating license will not be inimical to the common defense and security or to the health and safety of the publiCi H. After weighing the environmental, economic, technical, and other benefits of the facility against environmental and other costs and considering available alternatives, the issuance of Facility Operating License NO. NPF-3 subject to the conditions for protection of the environment set forth herein is in accordance with 10 CFR Part 51 (formerly Appendix D to 10 CFR Part SO), of the Commission's regulations and all applicable requirements have been satisfied; and I. The receipt, possession, and use of source, byproduct and special nuclear material as authorized by this license will be in accord ance with the Commission's regulations in 10 CFR Part 30, 40, and 70, including 10 CFR Sections 30.33, 40.32, 70.23, and 70.31.

2. Facility Operating License No. NPF-3 is hereby issued to FirstEnergy Nuclear Operating Company (FENOC), and FirstEnergy Nuclear Generation, LLC to read as follows:

A. This license applies to the Davis-Besse Nuclear Power Station, Unit NO.1, a pressurized water nuclear reactor and associated equipment (the facility), owned by FirstEnergy Nuclear Generation, LLC. The facility is located on the south-western shore of Lake Erie in Ottawa County, Ohio, approximately 21 miles east of Toledo, Ohio, and is described in the "Final safety Analysis Report" as supplemented and amended (Amendments 14 through 44) and the Environmental Report as supplemented and amended (Supplements 1 through 2) .

Amendment No. 286

- 3 2.B. Subject to the conditions and requirements incorporated herein, the Commission hereby licenses; (1) FENOC, pursuant to Section 103 of the Act and 10 CFR Part 50, "Licensing of Production and Utilization Facilities," to possess, use, and operate the facility; (2) FirstEnergy Nuclear Generation, LLC, to possess the facility at the designated location in Ottawa County, Ohio in accordance with the procedures and limitations set forth in this license; (3) FENOC, pursuant to the Act and 10 CFR Part 70, to receive, possess and use at any time special nuclear material as reactor fuel, in accordance with the limitations for storage and amounts required for reactor operation, as described in the Final Safety Analysis Report, as supplemented and amended; (4) FENOC, pursuant to the Act and 10 CFR Parts 30, 40, and 70 to receive, possess and use at any time any byproduct, source and special nuclear material as sealed neutron sources for reactor startup, sealed sources for reactor instrumentation and radiation monitoring equipment calibration, and as fission detectors in amounts as requiredj (5) FENOC, pursuant to the Act and 10 CFR Parts 30, 40 and 70, to receive, possess and use in amounts as required any byproduct, source or special nuclear material without restriction to chemical or physical form, for sample analysis or instrument calibration or associated with radioactive apparatus or componentsj and (6) FENOC, pursuant to the Act and 10 CFR Parts 30 and 70, to possess, but not separate, such byproduct and special nuclear materials as may be produced by the operation of the facility.

Amendment No. 286

-4 2.C. This license shall be deemed to contain and is subject to the conditions specified in the following Commission regulations in 10 CFR Chapter I: Part 20, Section 30.34 of Part 30, Section 40.41 of Part 40, Sections 50.54 and 50.59 of Part 50, and Section 70.32 of Part 70; and is subject to all applicable provisions of the Act and to the rules, regulations, and orders of the Commission now or hereafter in effect; and is subject to the additional conditions specified or incorporated below:

(1) Maximum Power Level FENOC is authorized to operate the facility at steady state reactor core power levels not in excess of 2817 megawatts (thermal).

Prior to attaining the power level, Toledo Edison Company shall comply with the conditions identified in Paragraph (3) (0) below and complete the preoperational tests, startup tests and other items identified in Attachment 2 to this license in the sequence specified. Attachment 2 is an integral part of this license.

(2) Technical Specifications The Technical Specifications contained in Appendix A, as revised through Amendment No. 286, are hereby incorporated in the license. FENOC shall operate the facility in accordance with the Technical Specifications.

(3) Additional Conditions The matters specified in the following conditions shall be completed to the satisfaction of the Commission within the stated time periods following the issuance of the license or within the operational restrictions indicated. The removal of these conditions shall be made by an amendment to the license supported by a favorable evaluation by the Commission:

(a) FENOC shall not operate the reactor in operational Modes 1 and 2 with less than three reactor coolant pumps in operation.

(b) Deleted per Amendment 6 (c) Deleted per Amendment 5 Amendment No. 286

- 6 2.C(4) Fire Protection FENOC shall implement and maintain in effect all prov~s10ns of the approved Fire Protection Program as described in the updated Safety Analysis Report and as approved in the SERs dated July 26, 1979, and May 30, 1991, subject to the following provision:

FENOC may make changes to the approved Fire Protection Program without prior approval of the Commission only if those changes would not adversely affect the ability to achieve and maintain safe shutdown in the event of a fire.

(5) Deleted per Amendment No. 279.

(6) Antitrust Conditions FENOC and FirstEnergy Nuclear Generation, LLC shall comply with the antitrust conditions delineated in condition 2.E of this license as if named therein. FENOC shall not market or broker power or energy from the Davis-Besse Nuclear Power Station, Unit No.1. FirstEnergy Nuclear Generation, LLC is responsible and accountable for the actions of FENOC to the extent that said actions affect the marketing or brokering of power or energy from the Davis Besse Nuclear Power Station, unit No.1, and in any way, contravene the antitrust license conditions contained in the license.

Amendment No. 286

-14 G. In accordance with the requirement imposed by the October 8, 1976, order of the United States Court of Appeals for the District of Columbia Circuit in Natural Resources Defense Council v. Nuclear Regulatory Commission, No. 74-1385 and 74-1586, that the Nuclear Regulatory Commission "shall make any licenses granted between July 21, 1976 and such time when the mandate is issued subject to the outcome of such proceedings herein," this license shall be subject to the outcome of such proceedings.

H. This license is effective as of the date of issuance and shall expire at midnight April 22, 2017.

3. Based on the Commission's Order dated December 16, 2005 and conforming Amendment No. 270 dated December 16, 2005 regarding the direct transfer of the license from the Cleveland Electric Illuminating Company (Cleveland Electric) and the Toledo Edison Company (Toledo Edison) to FirstEnergy Nuclear Generation Corp.

(FENGenCo)*, FirstEnergy Nuclear operating Company and FENGenCo*

shall comply with the following conditions noted below:

A. On the closing date of the transfers to FENGenCo* of their interests in Davis-Besse, Cleveland Electric and Toledo Edison shall transfer to FENGenCo* all of each transferor's respective accumulated decommissioning funds for Davis-Besse and tender to FENGenCo* additional amounts equal to remaining funds expected to be collected in 2005, as represented in the application dated June 1, 2005, but not yet collected by the time of closing. All of the funds shall be deposited in a separate external trust fund for the reactor in the same amount as received with respect to the unit to be segregated from other assets of FENGenCo* and outside its administrative control, as required by NRC regulations, and FENGenCo* shall take all necessary steps to ensure that this external trust fund is maintained in accordance with the requirements of the order approving the transfer of the license and consistent with the safety evaluation supporting the order and in accordance with the requirements of 10 CFR Section 50.75, "Reporting and recordkeeping for decommissioning planning."

• FirstEnergy Nuclear Generation Corp. (FENGenCo)* has been renamed FirstEnergy Nuclear Generation, LLC.

Amendment No. 286

-14A B. The Support Agreement described in the application dated June 1, 2005 (up to $400 million), shall be effective consistent with the representations contained in the application. FENGenCo*

shall take no action to cause FirstEnergy, or its successors and assigns, to void, cancel, or modify the Support Agreement without the prior written consent of the NRC staff. FENGenCo* shall inform the Director of the Office of Nuclear Reactor Regulation, in writing, no later than ten days after any funds are provided to FENGenCo* by FirstEnergy under either Support Agreement.

FOR THE NUCLEAR REGULATORY COMMISSION riginal Signed by

. C. DeYoung (for) oger S. Boyd, Director ivision of Project Management ffice of Nuclear Reactor Regulation Attachments:

1. Appendices A & B - Technical Specifications

2. Preoperational Tests, Startup Tests and Other Items Which Must Be Completed Prior to Proceeding to Succeeding Operational Modes Date of Issuance: (APR 22 1977)

• FirstEnergy Nuclear Generation Corp. (FENGenCo)* has been renamed FirstEnergy Nuclear Generation, LLC.

Amendment No. 286

UNITED STATES NUCLEAR REGULATORY COMMISSION WASHINGTON, D.C. 20555-0001 FIRSTENERGY NUCLEAR OPERATING COMPANY DOCKET NO. 50-440 PERRY NUCLEAR POWER PLANT, UNIT NO.1 AMENDMENT TO FACILITY OPERATING LICENSE Amendment No. 161 License No. NPF-58

1. The U.S. Nuclear Regulatory Commission (the Commission) has found that:

A. The application for amendment by FirstEnergy Nuclear Operating Company (the licensee) dated September 20, 2011, as supplemented by letter dated June 21, 2012, complies with the standards and requirements of the Atomic Energy Act of 1954, as amended (the Act), and the Commission's rules and regulations set forth in 10 CFR Chapter I; B. The facility will operate in conformity with the application, the provisions of the Act and the rules and regulations of the Commission; C. There is reasonable assurance (i) that the activities authorized by this amendment can be conducted without endangering the health and safety of the public, and (ii) that such activities will be conducted in compliance with the Commission's regulations; D. The issuance of this amendment will not be inimical to the common defense and security or to the health and safety of the public; and The issuance of this amendment is in accordance with 10 CFR Part 51 of the Commission's regulations and all applicable requirements have been satisfied.

2. Accordingly, the license is amended as indicated in the attachment to this license amendment and paragraph 2.C.(2) of Renewed Facility Operating License No. DPR-58 is hereby amended to read as follows:

-2 (2) Technical Specifications The Technical Specifications contained in Appendix A, as revised through Amendment No. 161 are hereby incorporated into this renewed operating I

license. The licensee shall operate the facility in accordance with the Technical Specifications.

3. This license amendment is effective as of the date of its issuance and shall be implemented within 120 days of the date of issuance.

FOR THE NUCLEAR REGULATORY COMMISSION Michael I. Dudek, Chief Plant Licensing Branch 111-2 Division of Operating Reactor Licensing Office of Nuclear Reactor Regulation

Attachment:

Changes to the Facility Operating License Date of Issuance: October 2, 2012

ATTACHMENT TO LICENSE AMENDMENT NO. 161 FACILITY OPERATING LICENSE NO. NPF-58 DOCKET NO. 50-440 Replace the following pages of the Facility Operating License and Appendix C with the attached pages. The revised pages are identified by amendments number and contain marginal lines indicating the areas of change.

Remove License NPF-58 License NPF-58 1 1 2 2 3 3 4 4 7 7 8 8 Appendix C, Page 1 Appendix C, Page 1

UNITED STATES NUCLEAR REGULATORY COMMISSION WASHINGTON, D.C. 29555-0001 FIRSTENERGY NUCLEAR OPERATING COMPANY FIRSTENERGY NUCLEAR GENERATION, LLC OHIO EDISON COMPANY DOCKET NO. 50-440 PERRY NUCLEAR POWER. PLANT, UNIT NO.1 FACILITY OPERATING LICENSE License No. NPF-58

1. The Nuclear Regulatory Commission (the Commission) has found that:

A. The application for license filed by FirstEnergy Nuclear Operating Company (FENOC)1 acting on its own behalf and as agent for FirstEnergy Nuclear Generation, LLC and Ohio Edison Company, (licensees) complies with the standards and requirements of the Atomic Energy Act of 1954, as amended (the Act), and the Commission's regulations set forth in 10 CFR Chapter I, and all required notifications to other agencies or bodies have been duly made; B. Construction of the Perry Nuclear Power Plant, Unit No. 1 (the facility), has been substantially completed in conformity with Construction Permit No. CPPR-148 and the application, as amended, the provisions of the Act, and the regulations of the Commission; 1FENOC is authorized to act as agent for FirstEnergy Nuclear Generation, LLC and Ohio Edison Company, and has exclusive responsibility and control over the physical construction, operation, and maintenance of the facility.

Amendment No. 161

-2 C. The facility will operate in conformity with the application, as amended, the provisions of the Act, and the regulations of the Commission (except as exempted from compliance in Section 2.0 below);

D. There is reasonable assurance: (I) that the activities authorized by this operating license can be conducted without endangering the health and safety of the public, and (ii) that such activities will be conducted in compliance with the Commission's regulations set forth in 10 CFR Chapter I (except as exempted from compliance in Section 2.0 below);

E. The FirstEnergy Nuclear Operating Company is technically qualified to engage in the activities authorized by this license in accordance with the Commission's regulations set forth in 10 CFR Chapter I; F. The licensees have satisfied the applicable provisions of 10 CFR Part 140, "Financial Protection Requirements and Indemnity Agreements," of the Commission's regulations; G. The issuance of this license will not be inimical to the common defense and security or to the health and safety of the public; H. After weighing the environmental, economic, technical, and other benefits of the facility against environmental and other costs and considering available alternatives, the issuance of this Facility Operating License No. NPF-58, subject to the conditions for protection of the environment set forth in the Environmental Protection Plan attached as Appendix B, is in accordance with 10 CFR Part 51 of the Commission's regulations and all applicable requirements have been satisfied; and I. The receipt, possession, and use of source, byproduct, and special nuclear material as authorized by this license will be in accordance with the Commission's regulations in 10 CFR Parts 3D, 40, and 70.

2. Based on the foregoing findings regarding this facility, the Partial-Initial Decisions i~sued December 2,1983, and September 3,1985, by the Atomic Safety and Licensing Board in regard to this facility (affirmed by ALAB-841, dated July 25, 1986) and pursuant to approval by the Nuclear Regulatory Commission at a meeting on November 7, 1986, Facility Operating License No. NPF-58, which supersedes the license for fuel loading and low power testing, License No. NPF-45, issued on March 18, 1986, is hereby issued to FirstEnergy Nuclear Operating Company, FirstEnergy Nuclear Generation, LLC, and Ohio Edison Company, (the licensees) to read as follows:

A. The license applies to the Perry Nuclear Power Plant, Unit No.1, a boiling water nuclear reactor and associated equipment (the facility), owned by FirstEnergy Nuclear Generation, LLC (owner) and leased to Ohio Edison Company (lessee) (collectively the licensees).

Amendment No. 161

-3 The facility is located on the shore of Lake Erie in Lake County, Ohio, approximately 35 miles northeast of Cleveland, Ohio, and is described in the licensees' Final Safety Analysis Report, as supplemented and amended, and in the licensees' Environmental Report, as supplemented and amended.

B. Subject to the conditions and requirements incorporated herein, the Commission hereby licenses:

(1) FENOC, pursuant to Section 103 of the Act and 10 CFR Part 50, to possess, use, and operate the facility at the designated location in Lake County, Ohio, in accordance with the procedures and limitations set forth in this license; (2) FirstEnergy Nuclear Generation, LLC and Ohio Edison Company, to possess the facility at the designated location in Lake County, Ohio, in accordance with the procedures and limitations set forth in this license; (3) FENOC, pursuant to the Act and 10 CFR Part 70, to receive, possess, and use at any time special nuclear material as reactor fuel, in accordance with the limitations for storage and amounts required for reactor operation, as described in the Final Safety Analysis Report, as supplemented and amended; (4) FENOC, pursuant to the Act and 10 CFR Parts 30,40, and 70, to receive, possess, and use at any time any byproduct, source, and special nuclear material such as sealed neutron sources for reactor startup, sealed sources for reactor instrumentation and radiation monitoring equipment calibration, and fission detectors in amounts as required; (5) FENOC, pursuant to the Act and 10 CFR Parts 30,40, and 70. to receive, possess, and use in amounts as required any byproduct, source, or speCial nuclear material without restriction as to chemical or physical form, for sample analysis or instrument calibration or associated with radioactive apparatus or components; and (6) FENOC, pursuant to the Act and 10 CFR Parts 30,40, and 70, to possess, but not separate, such byproduct and special nuclear materials as may be produced by the operation of the facility.

(7)(a) Ohio Edison Company is authorized to transfer any portion of its 30.0% ownership share of PNPP Unit 1 and a proportionate share of its interest in the PNPP common facilities to certain equity investors identified in its submission of January 23, 1987, as supplemented on March 3, 1987, and at the same time to lease back from such purchasers such interest sold in the PNPP Unit 1 facility. The term of the lease is for approximately 29% years subject to a right of Amendment No. 161

-4 renewal. Such sale and leaseback transactions are subject to the representations and conditions set forth in the above mentioned application of January 23, 1987, as supplemented on March 3, 1987, as well as the letter of the Director of the Office of Nuclear Reactor Regulation dated March 16, 1987, consenting to such transactions. Specifically, a lessor and anyone else who may acquire an interest under these transactions are prohibited from exercising directly or indirectly any control over the licenses of PNPP Unit 1. For purposes of this condition the limitations of 10 CFR 50.81, as now in effect and as may be subsequently amended, are fully applicable to the lessor and any successor in interest to that lessor as long as the license for PNPP Unit 1 remains in effect; these financial transactions shall have no effect on the license for the Perry Nuclear facility throughout the term of the license.

(b) Further, the licensees are also required to notify the NRC in writing prior to any change in: (i) the terms or conditions of any lease agreements executed as part of these transactions; (ii) the PNPP Operating Agreement; (iii) the existing property insurance coverage for PNPP Unit 1; and (iv) any action by a lessor or others that may have an adverse effect on the safe operation of the facility.

C. This license shall be deemed to contain and is subject to the conditions specified in the Commission's regulations set forth in 10 CFR Chapter I and is subject to all applicable provisions of the Act and to the rules, regulations, and orders of the Commission now or hereafter in effect; and is subject to the additional conditions specified or incorporated below:

(1) Maximum Power Level FENOC is authorized to operate the facility at reactor core power levels not in excess of 3758 megawatts thermal (100% power) in accordance with the' conditions specified herein.

(2) Technical Specifications The Technical Specifications contained in Appendix A and the Environmental Protection Plan contained in Appendix B, as revised through Amendment No. 161, are hereby incorporated into the license. FENOC shall operate the facility in accordance with the Technical Specifications and the Environmental Protection Plan (3) Antitrust Conditions

a. FirstEnergy Nuclear Generation, LLC and Ohio Edison Company Amendment No. 161

- 7 H. This license is effective as of the date of issuance and shall expire at midnight on March 18, 2026.

3. Based on the Commission's Order dated November 15, 2005 and the Commission's revised Order dated December 16. 2005 and conforming Amendment No. 137 dated December 16,2005 regarding the direct transfer of the license from Pennsylvania Power Company, Ohio Edison Company, OES Nuclear, Inc., The Cleveland Electric Illuminating Company, and the Toledo Edison Company. to FirstEnergy Nuclear Generation Corp. (FENGenCo)*, FirstEnergy Nuclear Operating Company and FirstEnergy Nuclear Generation Corp.* shall comply with the following conditions noted below:

A. On the closing date(s) of the transfers to FENGenCo'" of their interests in Perry, Pennsylvania Power Company, The Cleveland Electric Illuminating Company, Ohio Edison Company, OES Nuclear, Inc., and Toledo Edison Company shall transfer to FENGenCo* all of each transferor's respective accumulated decommissioning funds for Perry, except for funds associated with the leased portions of Perry. and tender to FENGenCo* additional amounts equal to remaining funds expected to be collected in 2005, as represented in the application dated June 1,2005, but not yet collected by the time of closing. All of the funds shall be deposited in a separate external trust fund for the reactor in the same amount as received with respect to the unit to be segregated from other assets of FENGenCo* and outside its administrative control, as required by NRC regulations, and FENGenCo* shall take all necessary steps to ensure that this external trust fund is maintained in accordance with the requirements of the order approving the transfer of the license and consistent with the safety evaluation supporting the order and in accordance with the requirements of 10CFR Section 50.75. "Reporting and recordkeeping for decommissioning planning,"

B. By the date of closing of the transfer of the ownership interests in Perry from Pennsylvania Power Company to FENGenCo*. FENGenCo* shall obtain a parent company guarantee from FirstEnergy in an initial amount of at least $80 million (in 2005 dollars) to provide additional decommissioning funding assurance regarding such ownership interests. Required funding levels shall be recalculated annually and. as necessary, FENGenCo* shall either obtain appropriate adjustments to the parent company guarantee or otherwise provide any additional decommissioning funding assurance necessary for FENGenCo'" to meet NRC requirements under 10 CFR 50.75.

• FirstEnergy Nuclear Generation Corp. (FENGenCo)* has been renamed FirstEnergy Nuclear Generation, LLC.

Amendment No. 161

-8 C. The Support Agreements described in the applications dated May 18, 2005 (up to $80 million),

and June 1, 2005 (up to $400 million), shall be effective consistent with the representations contained in the applications. FENGenCo* shall take no action to cause FirstEnergy, or its successors and assigns, to void, cancel, or modify the Support Agreements without the prior written consent of the NRC staff, except, however, the $80 million Support ~greement in connection with the transfer of the Penn Power interests may be revoked or rescinded if and when the $400 million support agreement described in the June 1,2005, application becomes effective. FENGenCo* shall inform the Director of the Office of Nuclear Reactor Regulation, in writing, no later than ten days after any funds are provided to FENGenCo* by FirstEnergy under either Support Agreement.

FOR THE NUCLEAR REGULATORY COMMISSION ORIGINAL SIGNED BY:

Harold R. Denton, Director Office of Nuclear Reactor Regulation Attachments/Append ices

1. Attachments 1 - 2

2. Appendix A - Technical Specifications (NUREG -1204)

3. Appendix B - Environmental Protection Plan

4. Appendix C - Antitrust Conditions Date of Issuance: November 13, 1986

• FirstEnergy Nuclear Generation Corp. (FENGenCo)* has been renamed FirstEnergy Nuclear Generation, LLC.

Amendment No. 161

APPENDIX C PERRY NUCLEAR POWER PLANT. UNIT NO.1 NPF-58 ANTITRUST CONDITIONS FOR FIRSTENERGY NUCLEAR GENERATION. LLC OHIO EDISON COMPANY A. The licensees are subject to the following antitrust conditions:

Definitions Applicants shall mean the two companies listed above.

Entity shall mean any electric generation and/or distribution system or municipality or cooperative with a statutory right or privilege to engage in either of these functions.

Wheeling shall mean transportation of electricity by a utility over its lines for another utility. including the receipt from and delivery to another system of like amounts but not necessarily the same energy. Federal Power Commission, The 1970 National Power Survey, Part 1, P. 1-24-8.

Licensing Conditions (1) Applicants shall not condition the sale or exchange of wholesale power or coordination services upon the condition that any other entity:

(a) enter into any agreement or understanding restricting the use of or alienation of such energy or services to any customers or territories; (b) enter into any agreement or understanding requiring the receiving entity to, give up any other power supply alternatives or to deny itself any market opportunities; (c) withdraw any .petition to intervene or forego participation in any proceeding before the Nuclear Regulatory Commission or refrain from instigating or prosecuting any antitrust action in any other forum.

Amendment No. 161

UNITED STATES NUCLEAR REGULATORY COMMISSION WASHINGTON, D.C. 20555-0001 SAFETY EVALUATION BY THE OFFICE OF NUCLEAR REACTOR REGULATION CHANGE OF NAME OF AN OWNER LICENSEE TO FIRSTENERGY NUCLEAR GENERATION, LLC FIRST ENERGY NUCLEAR OPERATING COMPANY BEAVER VALLEY POWER STATION, UNIT NOS. 1 AND 2; DAVIS-BESSE NUCLEAR POWER STATION, UNIT NO.1; AND PERRY NUCLEAR POWER PLANT, UNIT NO.1 DOCKET NOS. 50-440, 50-346, 50-334, AND 50-412

1.0 INTRODUCTION

By letter dated September 20,2011 (Agencywide Documents Access and Management System (ADAMS) Accession No. ML11260246), supplemented by letter dated June 21, 2012 (ADAMS Accession No. ML12174A225), FirstEnergy Nuclear Operating Company (FENOC, the licensee),

submitted to the U.S. Nuclear Regulatory Commission (NRC, or Commission) a license amendment request for Beaver Valley Power Station, Unit Nos. 1 and 2; Davis-Besse Nuclear Power Station, Unit No.1 (DBNPS); and, Perry Nuclear Power Plant, Unit No.1 (PNPP)

(together, the FENOC fleet). The request is administrative in nature and asks for amendments to the facility operating licenses (FOLs) for the FENOC fleet changing the name of the owner/licensee from "FirstEnergy Nuclear Generation Corp." to "FirstEnergy Nuclear Generation, LLC [limited liability company]."

The request also seeks to correct errors in the DBNPS and PNPP FOLs regarding the name of FirstEnergy Nuclear Generation Corp. The word "Nuclear" was inadvertently omitted in an entry in both FOLs, and the word "Corporation" was inadvertently used instead of "Corp." in the DBNPS FOL.

2.0 BACKGROUND

FirstEnergy Nuclear Generation Corp. is an owner licensee of the following units: 100 percent of Beaver Valley 1, 60.08 percent of Beaver Valley 2, 100 percent of Davis-Besse and 87.42 percent of Perry. Currently, FirstEnergy Nuclear Generation Corp. is a corporation organized under the laws of the State of Ohio.

3.0 EVALUATION On September 22, 2011 (ADAMS Accession No. ML112430556), the NRC staff concluded in a threshold determination that the conversion of FirstEnergy Nuclear Generation Corp. to an LLC,

-2 does not involve a transfer of control of the license pursuant to Title 10 of the Code of Federal Regulations (10 CFR), Section 50.80. Accordingly, NRC consent is not required to make the changes indentified in the July 26,2011, submittal (ADAMS Accession No. ML11215A131).

In the September 22, 2011, threshold determination, the NRC staff analyzed the effect of the conversion from "FirstEnergy Nuclear Generation Corp." to "FirstEnergy Nuclear Generation, LLC" with respect to any foreign control or domination (FOCD) to confirm there were no FOCD issues.

The September 20, 2011 license amendment request is administrative in nature as it makes the changes to the license previously evaluated and merely reflects the name change.

The NRC has determined the proposed amendments are administrative in nature and no substantive changes to the licensee's ability to own, operate, or decommission the FENOC fleet, will result from amending the licenses to reflect the name change and make the administrative corrections in the DBNPS and PNPP FOLs. No transfer of the licenses is being proposed in the application. The NRC, therefore, concluded that the amendments to the FENOC fleet FOLS to reflect the name change of the owner/licensee from "FirstEnergy Nuclear Generation Corp," to "FirstEnergy Nuclear Generation, LLC," and correct the inadvertent errors in the DBNPS and PNPP FOLS, are acceptable.

4.0 STATE CONSULTATION

In accordance with the Commission's regulations, the Ohio and Pennsylvania State officials were notified of the proposed issuance of the amendment. The State officials had no comments.

5.0 ENVIRONMENTAL CONSIDERATION

The amendments change requirements with respect to installation or use of a facility's components located within the restricted area as defined in 10 CFR Part 20. The NRC staff has determined that the amendments involve no significant increase in the amounts, and no significant change in the types, of any effluents that may be released offsite, and that there is no significant increase in individual or cumulative occupational radiation exposure. The Commission has previously issued a proposed finding that the amendments involve no significant hazards consideration, and there has been no public comment on such finding (76 FR 64391, dated October 18, 2011). Accordingly. the amendments meet the eligibility criteria for categorical exclusion set forth in 10 CFR 51.22(c}(1 O)(iii} and (v). Pursuant to 10 CFR 51.22(b) no environmental impact statement or environmental assessment need be prepared in connection with the issuance of the amendments.

6.0 CONCLUSION

The Commission has concluded, based on the considerations discussed above, that: (1) there is reasonable assurance that the health and safety of the public will not be endangered by operation in the proposed manner, (2) there is reasonable assurance that such activities will be conducted in compliance with the Commission's regulations, and (3) the issuance of the amendments will not be inimical to the common defense and security or to the health and safety of the public.

Principal Contributor: M. Mahoney, NRR Date of issuance: October 2,2012

P. Sena -2 A copy of the Safety Evaluation is also enclosed. The Notice of Issuance will be included in the Commission's biweekly Federal Register notice.

Please contact me at (301) 415-3867 if you have any questions.

Sincerely, IRAI Michael Mahoney, Project Manager Plant Licensing Branch 111-2 Division of Operating Reactor Licensing Office of Nuclear Reactor Regulation Docket Nos. 50-334, 50-412, 50-346, and 50-440

Enclosure:

Safety Evaluation cc w/encl: Distribution via Listserv DISTRIBUTION:

PUBLIC LPL3-2 R/F RidsNrrPMPerry Resource RidsNrrDorlDpr Resource RidsOgcRp Resource RidsNrrPMDavisBesse Resource RidsRgn3MailCenter Resource RidsRgn1 MailCenter Resource RidsNrrDorlLpl3-2 Resource RidsAcrsAcnw_MailCTR Resource LPL 1-1 R/F RidsNrrPMBeaverValley Resource RidsNrrLASRohrer Resource RidsNrrPMDavis-Besse Resourse RidsNrrDorlLpl1-1 Resource Accession No.: ML12221A413 OFFICE DORLlLPL3-2/PM DORLlLPL3-2/PM DORLlLPL3-2/LA DIRS/IFAIB/BC NAME MMahoney PBamford SRohrer CRegan DATE 9/25/12 9/7/12 9/25/12 9/12/12 OFFICE OGC DORLlLPL 1-1 IBC DORLlLPL3-2/BC DORLlLPL3-2/PM SUttal (NLO NAME MKhanna MDudek IVlMahoney w/Changes DATE 9/28/12 10/2/12 10/2/12 10/2/10 OFFICAL RECORD COPY