Text

Forwards Decommissioning Financial Assurance Repts for Plants,Per 10CFR50.33(k) & 50.75(b)
	ML17348A428
Person / Time
Site:	Saint Lucie, Turkey Point
Issue date:	07/25/1990
From:	Goldberg J; FLORIDA POWER & LIGHT CO.
To:	; NRC OFFICE OF INFORMATION RESOURCES MANAGEMENT (IRM)
References
	L-90-245, NUDOCS 9007250052
	Download: ML17348A428 (431)
	v • d • e

ACCELERATED DI BUTION DEMONSTPA,TION SYSTEM REGULATORY INFORMATION DISTRIBUTION SYSTEM (RIDS)

ACCESSION NBR:9007250052 DOC.DATE: 90/07/25 NOTARIZED: NO DOCKET, g FACIL:50-250 Turkey Point Plant, Unit. 3, Florida Power and Light C 05000250 50-251 Turkey Point Plant, Unit 4, Florida Power and Light C 05000251 50-335 St. Lucie Plant, Unit 1, Florida Power & Light Co. 05000335 50-389 St. Lucie Plant, Unit 2, Florida Power & Light Co. 05000389 AUTH'AME AUTHOR AFFILIATION GOLDBERG,J.H. Florida Power & Light Co.

RECIP.NAME RECIPIENT AFFILIATION Document Control Branch (Document Control Desk)

D

SUBJECT:

Forwards decommissioning financial assurance repts for plants,per 10CFR50.33(k) & 50.75(b).

DISTRIBUTION CODE: AOOID TITLE: OR COPIES RECEIVED:LTR Submittal: General Distribution J ENCL L SIZE:

NOTES:

RECIPIENT 'COPIES RECXPIENT COPIES ID CODE/NAME LTTR ENCL ID CODE/NAME LTTR ENCL PD2-2 LA PD2-2 PD D EDISON,G NORRIS,J S

INTERNAL: ACRS NRR/DOEA/OTSB11 s! NRR/DET/ECMB 9H NRR/DST 8E2 1

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~sesaea 1 1 RES/DSIR/EIB 1 1 EXTERNAL: LPDR 2 2 NRC PDR 1 1 NSXC 1 1 DUE TO SIZE QNIITED DISTRlBUTION OF ENCLOSURES D

D NOTE TO ALL "RIDS" RECIPIENTS:

PLEASE HELP US TO REDUCE WASTE! CONTACT THE DOCUMENT CONTROL DESK, ROOM P 1-37 (EXT. 20079) TO ELIMINATEYOUR NAME FROM DISTRIBUTION LISTS FOR DOCUMENTS YOU DON'T NEED!

TOTAL NUNBER OF COPIES REQUIRED: LTTR 33 ENCL

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. ~ P.O. Box14000, Juno Beach, FL 33408-0420 L-90-245 10 CFR 50.33 10 CFR 50.75 U. S. Nuclear Regulatory Commission Attn: Document Control Desk Washington, D.C. 20555 Gentlemen: I Re: Turkey Point Units 3 and 4 Docket Nos. 50-250 and 50-251 St. Lucie Units 1 and 2 Docket Nos. 50-335 and 50-389 Decommissioning Financial Assurance Reports in Com liance with 10CFR50.33 k and 50.75 b Florida Power and Light Company (FPL) hereby submits the Nuclear Decommissioning Financial Assurance Reports for Turkey Point Units 3 and 4 and St. Lucie Units 1 and 2. FPL is the sole owner of Turkey Point Units 3 and 4 and the St. Lucie Unit 1. St. Lucie Unit 2 is owned by FPL (85.104494), Florida Municipal Power Agency (FMPA) (8.806004) and Orlando Utilities Commission (OUC)

(6.089514) .

The method of providing financial assurance for decommissioning the units is external sinks.ng funds into which deposits are made at least annually.

The calculation for determining the financial assurance amount is included as Exhibit A for each unit and complies with the formula set forth in 10CFR50.75(c).

A photocopy of the executed external sinking fund trust agreements is included as Exhibit B for each unit. A schedule for implementing the method of providing financial assurance (Exhibit C) is included~fgs each unit.

9007250052 900725 PDR ADOCK 05000250 I PDC parol an FPL Group company

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L-90-245 Page two Should there be any questions on this information, please feel free to contact us.

Very truly yours, j

H.

President oldberg +4 Nuclear Division JHG/JAD/sh Attachments cc: Stewart D. Ebneter, Regional Administrator, Region II, USNRC Robert Wood, Financial Advisor, USNRC Senior Resident Inspector, USNRC, St. Lucie Plant (w/o)

Senior Resident Inspector, USNRC, Turkey Point Plant (w/o)

A V,

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BEFORE THE UNITED STATES NUCLEAR REGULATORY COMMISSION FLORIDA POWER & LIGHT COMPANY (FPL) ) Docket No.

D I I RE T St. Lucie Unit No. 1 FPL hereby submits this Decommissioning Report in compliance with 10 C.F.R. $ 50.33 (k) and 50.75 (b).

1. FPL is the sole owner of St. Lucie Unit No. 1 (Unit):

2. FPL hereby certifies that financial assurance for decommissioning the Unit is provided in the amount of $ 130,353,312. The calculation of this amount is set forth in Exhibit A and complies with the formula set forth in 10 C.F.R. $ 50.75(c).

t 3.

4.

Thc method of providing financial assurance for decommissioning thc Unit is an external sinking fund into which deposits are made at least annually.

Attached as Exhibit B to this Decommissioning Rcport is a photocopy of the executed external sinking fund trust agreemcnt a master trust through which FPL also funds for the Unit. This agreement established for its nuclear decommissioning obligations associated with Turkey Point Units Nos. 3 and 4 and St. Lucie Unit No. 2.

5. Attached as Exhibit C to this Decommissioning Report is a schedule for implementing the method of providing financial assurance for decommissioning the Unit.

FLORIDA POWER & LIGHT COMPANY Dated: By: D J. . Goldber Pre dent 0 9007250052 Nuclear Division

DECOH2C.IK1 EXHIBIT A REV 1 TVG ST. LUCIE UNIT NO. 1 22-Jun.90 09:37 AN CALCULATIOH OF FIHANCIAL ASSURANCE AHOUNT CALCULATION OF ESCALATED DECONISSIONIHG OBLIGATION AS OF JANUARY 1990

(

REFERENCE:

10CFR - 50.75 (C) (2))

1986 CURRENT YRS. CURRENT YRS. CURRENT YRS. CURRENT YRS- CURRENT YRS. ESCALATED ESCALATED REACTOR HWt BASE $ ADJUSTED "L" ADJUSTED "P" ADJUSTED "F" "E" ADJUSTED "B" FACTOR OBLIGATION $

(1) (2) (2) (2) (3) (2) (4) (5)

ST. LUCIE 1 2700 98,760,000 1.15 0.95 1.04 0.99 2.007 1 '2 130,353,312 (1) 1986 BASE $ (NILLIOHS) -"(.0088

HHt) + 75 (2) 1986 LABOR STATISTIC = L = 127.7 1986 ELECTRIC POl!ER = P = 119.3 1986 FUEL OIL = F = 82.0 1986 'NASTE BURIAL = 8 = '1.0 CURRENT YEARS 4L" = 147.3 CURREHI'EARS 4P" -" 113.6 CURREHT YEARS "F" = 85.3 CURRENT YEARS "8" = 2.007 ADJUSTED VALUE = CURRENT YEAR VALUE / 1986 VALUE (3) ENERGY = E = (.58P + .42F)

(4) ESCALATED FACTOR = .65(ADJUSTED L) + ~ 13(ADJUSTED E) + .22(ADJUSTED 8)

(5) ESCALATED OBLIGATION = 1986 BASE $

ESCALATED FACTOR

EXHIBIT B ST. LUCIE UNIT NO. 1 EXTERNAL SINKING FUND TRUST AGREEMENT

FLORIDA POKER & LIGHT COMPANY DECOMMISSIONING TRUST AGREEMENT FOR TURKEY POINT AND ST. LUCIE NUCLEAR PLANTS Dated: January 5, 1988

TABLE OF CONTENTS Pacae ARTICLE X. DEFXNXTIONS.

1. 01 efznxtxons..............................

~ ~

3 ARTICLE IX ~ TRUST PURPOSES ~ NAME AND ADMINISTRATIVE MATTERS 2 01 Trust Purposes........................... 9

2. 02 Establishment of Trusts.................. 9

2. 03 Acceptance of Appointment................10 2 04 Name of Trusts...........................10 2 ~ 05 Segregation of Trusts....................10 2 06 Designation of Trusts....................ll 2.07 Duties of Authorized Representatives.....ll 2.08 Alterations and Amendments...............12 2.09 No Authority to Conduct Business.........13 2.10 No Transferability of Qualified Trusts...13 2 11 Revocability of Non-qualified Trust......13 ARTICLE III. CONTRIBUTIONS AND INCOME-F 01 Initial Contribution.....................13 3 02 Additional Contributions.................14 3 ~ 03 Allocation of Income.....................14 3 ~ 04 Subsequent Adjustments...................14 ARTICLE IV. DISTRIBUTIONS.

4.01 Payment of Decommissioning Costs.........16 4

4

'2

'3 Payment Payment of Expenses of Administration....16 of Extraordinary Expenses........16 4 '4 4.05 Distributions from Non-qualified Trust....17 F 17 4 '6 eeso ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~

Liquidation of Investments...............17

~ ~ ~ ~ ~ ~ o ~ ~ ~ ~ ~ ~ ~ ~

ARTICLE V. TERMINATXON.

5 01 Termination of Qualified Trusts in G eneral................................17 5.02 Termination of Qualified Trusts Upon Disqualification..................18 5.03 Termination of Qualified Trusts on Sale of Plants......................18 5.04 Termination of Non-qualified Trust.......18 5.05 Distribution of Trusts Upon Termination............................18

ARTICLE VI: TRUSTEES.

6.01 Designation and Qualification of Successor Trustee(s)................19 6.02 Exoneration from Bond....................20 6 '3 6.04 Resignation....................-. .-.....21 Transactions With Third Parties..........21

~

6.05 Accounts and Reports.....................21 6.06 Tax Returns and Other Reports............23 6.07 Liability................................25 ARTICLE VII: INVESTMENTS.

7.01 Appointment of Investment Manager(s) ~ ~ ~ 27 7.02 Direction by Investment Manager(s).. ~ ~ ~ 29 ARTICLE VIII: TRUSTEEiS GENERAL POWERS.

8.01 Extension of Obligations and Negotiation of Claims............. 32 Trusts................

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8. 02 Investment of ~ ~ ~ 33

8. 03 Registration of Securities.......... 33 Borrowing...........................

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8.04 ~ 1 ~ 33

&.05 Retention of Professional and Employee Services............. ~ ~ ~ 33 8.06 Delegation of Ministerial Powers.... ~ ~ ~ 33 8.07 Powers of Trustee to Continue Until Final Distribution.......... ~ ~ ~ 34 8.08 Discretion in Exercise of Powers.... ~ ~ ~ 34 ARTICLE IX: MISCELLANEOUS.

9.01 Headlngs d ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ o ~ ~ o ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ 35 9.02 Particular Words.................... ~ ~ ~ 35 9.03 Severability of Provisions.......... ~ ~ ~ 35 9.04 Delivery of Notices Under Agreement. ~ ~ ~ 36 9.05 Successors and Assigns.............. ~ ~ ~ 37 9.06 Governing Jurisdiction.............. 37 Accounting Year.....................

~ ~ ~

9.07 ~ ~ ~ 37 9.08 Counterparts........................ ~ ~ ~ 37 EXHIBIT A. CERTIFICATE

DECOMMISSIONING TRUST AGREEMENT AGREEMENT made this 5th day of January, 1988, by and between Florida Power & Light Company, a Florida corporation ("Company" ), and State Street Bank and Trust Company, a Massachusetts corporation having trust powers

("Trustee" ) .

RECITALS OF THE COMPANY WHEREAS, the Company is the owner of: (1) a 100 percent undivided interest in Unit Three of the Turkey Point Plant; (2) a 100 percent undivided interest in Unit Four of the Turkey Point Plantl (3) a 100 percent un-divided interest in Unit One of the St. Lucie Plant; and (4) an 85.10 percent undivided interest in Unit Two of the St. Lucie Plant; and WHEREAS, the Company is subject to regulation by the Florida Public Service Commission ("FPSC"), an agency of the State of Florida created and existing pursuant to subsection 1 of Section 366.05 of Florida Statutes, and by the Federal Energy Regulatory Commission ("FERC") and the Nuclear Regulatory Commission ("NRC"), both agencies of the United States government created and existing pursuant to 42 U.S.C. 55 7134 and 7171, and 42 U.S.C. 5 5841, respectively; and

0 WHEREAS, the FPSC and FERC have permitted the Company to include in its cost of service for ratemaking purposes certain amounts to be used by the Company for decommis-sioning costs with respect to the Turkey Point Plant and the St. Lucie Plant; and WHEREAS, pursuant to section 468A of the Internal Revenue Code of 1986, as amended ("Code" ), certain Federal income tax benefits are available to the Company by creating,and contributing monies to qualified nuclear decommissioning reserve trusts associated with the Turkey Point Plant and the St. Lucie Plant; and WHEREAS, the Company wishes to establish both qualified and non-qualified nuclear decommissioning reserve trusts (Trusts) to hold monies for decommissioning the Plants; and WHEREAS, the assets of the Trusts shall be held hereunder for the benefit of such trusts.

RECITALS OF TRUSTEE WHEREAS, State Street Bank and Trust Company is a Massachusetts corporation with trust powers; and WHEREAS State Street Bank and Trust Company is willing to serve as trustee to each of the Trusts on the terms and conditions herein set forth.

NOW, THEREFORE, in consideration of the mutual promises herein contained, the Company hereby agrees to deliver to the Trustee and the Trustee hereby agrees to receive contributions of monies to the Trusts beginning on the date first written above; and TO HAVE AND TO HOLD such assets; and TO INVEST AND REINVEST the assets of the Trusts as provided herein; and TO PAY OR DISTRIBUTE from the Trusts as provided herein; IN TRUST NEVERTHELESS, for the uses and purposes and upon the terms and conditions, as hereinafter set forth.

I. DEFINITIONS 1.01 Definitions. As used in this Decommissioning Trust Agreement, the following terms shall have the following meanings:

(1) "Agreement" shall mean and include this Decom-missioning Trust Agreement as the same may from time to time be amended, modified, or supplemented.

(2) "Authorized Representative" shall mean the President, any Vice President, the Treasurer, or any Assistant Treasurer of the Company.

(3) "Certificate" shall mean a document properly completed and executed by an Authorized Representative and substantially in the form of Exhibit A hereto.

(4) "Code" shall mean the Internal Revenue Code of 1986, as the same may be amended from time to time.

(5) "Company" shall mean Florida Power & Light Company or its successor.

(6) "Contribution" shall mean any contribution, cash or otherwise, made to any of the Trusts.

(7) "Decommissioning Collections" shall mean all monies collected by the Company from its customers to be used for Decommissioning Costs associated with the Plants.

(8) "Decommissioning Costs" shall mean the expenses incurred in decommissioning the Plants.

(9) "Excess Contribution" shall have the meaning set forth in Section 3.04 hereof.

(10) "Fair Market Value" for any security held by the Trusts shall be determined as follows:

(a) securities listed on the New York Stock Exchange, the American Stock Exchange or any other recognized U.S. exchange shall be valued at their last sale price on the exchange on which securities are principally traded on the valuation date (NYSE-Composite

Transactions or AMEX-Composite Transactions prices to prevail on any security listed on either of these exchanges as well as on another exchange); and where no sale is reported for that date, the last quoted sale price shall be used; (b) all other securities and assets shall be valued at their market values as fixed by the Trustee's staff regularly engaged in such activities; provided, however, that at the request of the Trustee, an Investment Manager shall determine the value of any securi-ties or other property held in an Investment Account managed by that Investment Manager and such determination shall be regarded as a direction binding upon the Trustee for purposes of the Fair Market Value of such securities.

(11) "FERC" shall mean the Federal Energy Regulatory Commission created and existing pursuant to 42 U.S.C. 55 7134 and 7171.

(12) "FPSC" shall mean the Florida Public Service Commission, as defined in Subsection 1 of Section 366.05 of Florida Statutes.

(13) "Investment Account" shall have the meaning set forth in Section 7.01 hereof.

(14) "Investment Manager(s)" shall be designated from time to time by the Company and may be: (1) an investment counselor(s) who is an employee(s) of the Company or its affiliated companies; or (ii) a fiduciary appointed in an Investment Manager Agreement(s).

(15) "Investment Manager Agreement(s)" shall mean an agreement(s) between the Company and a fiduciary selected by the Company which agreement(s) governs the management of the Investment Account(s).

(16) "Non-qualified Trust" shall mean the trust established for the Plants which shall consist of Contri-butions designated by the Company for decommissioning the Plants plus earnings on such Contributions, but only to the extent such Contributions are not deposited and maintained in the Qualified Trusts.

(17) "Order" shall mean any order relating to or including Decommissioning Costs of the Plants issued by the FPSC or the FERC.

(18) "Plants" shall mean the Turkey Point Plant and the St. Lucie Plant, collectively.

(19) "Qualified Trusts" shall mean the Turkey Point Unit No. 3 Qualified Trust, the Turkey Point Unit No. 4 Qualified Trust, the St. Lucie Unit No. 1 Qualified Trust,

and the St. Lucie Unit No. 2 Qualified Trust, collec-tively.

(20) "Schedule of Ruling Amounts" shall have the meaning set forth in section 468A(d) of the Code.

(21) "Service" shall mean the Xnternal Revenue Service.

(22) "St. Lucie Plant" consists of St. Lucie Unit No. 1 and St. Lucie Unit No. 2.

(23) "St. Lucie Unit No. 1" shall mean Unit One of the St. Lucie Plant.

(24) "St. Lucie Unit No. 1 Qualified Trust" shall mea'n the trust established for St. Lucie Unit No. 1 pursu-ant to section 468A of the Code, and shall consist of Contributions designated by the Company for decommission-ing St. Lucie Unit No. 1 plus earnings on such Contribu-tions, which Contributions are specified in a Schedule of Ruling Amounts with respect to St. Lucie Unit No. 1.

(25) "St. Lucie Unit No. 2" shall mean the Company's ownership interest in Unit Two of the St. Lucie Plant.

(26) "St. Lucie Unit No. 2 Qualified Trust" shall mean the trust established for St. Lucie Unit No. 2 pursu-ant to section 468A of the Code, and shall consist of Contributions designated by the Company for decommission-ing St. Lucie Unit No. 2 plus earnings on such

Contributions, which Contributions are specified in a Schedule of Ruling Amounts with respect to St. Lucie Unit No. 2.

(27) "Successor Trustee" shall mean any entity appointed as a successor to the Trustee pursuant to Section 6.01 hereof.

(28) "Trusts" shall mean the Qualified Trusts and the Non-qualified Trust, collectively.

(29) "Trustee" shall mean State Street Bank and Trust Company, or any Successor Trustee.

(30) "Turkey Point Plant" consists of Turkey Point Unit No. 3 and Turkey Point Unit No. 4.

(31) "Turkey Point Unit No. 3" shall mean Unit Three of the Turkey Point Plant.

(32)'Turkey Point Unit No. 3 Qualified Trust" shall mean the trust established for Turkey Point Unit No. 3 pursuant to section 468A of the Code, and shall consist of Contributions designated by the Company for decommission-ing Turkey Point Unit No. 3 plus earnings on such Contri-butions, which Contributions are specified in a Schedule of Ruling Amounts with respect to Turkey Point Unit No. 3.

(33) "Turkey Point Unit No. 4" shall mean Unit Four of the Turkey Point Plant.

(34) "Turkey Point Unit No. 4 Qualified Trust" shall mean the trust established for Turkey Point Unit No. 4 pursuant to section 468A of the Code, and shall consist of Contributions designated by the Company for decommission-ing Turkey Point Unit No. 4 plus earnings on such Contri-butions, which Contributions are specified in a Schedule of Ruling Amounts with respect to Turkey Point Unit. No. 4.

II TRUST PURPOSES NAME AND ADMINISTRATIVE MATTERS.

2.01 Trust Pu oses. The exclusive purposes of the Trusts are to hold funds for the contemplated decommis-sioning of the Plants, to constitute qualified and non-qualified nuclear decommissioning reserve trusts for the Turkey Point Plant and the St. Lucie Plant (the Qualified Trusts being established pursuant to section 468A of the Code, any applicable successor provision and the regulations thereunder) and to comply with any Order.

2.02 Establishment of Trusts: By execution of this Agreement, the Company:

(a) establishes the Trusts, each of which shall consist of Contributions designated by the Company for such Trust, plus earnings on such Contributions; and (b) appoints State Street Bank and Trust Company as Trustee of each of the Trusts.

2.03 Acce tance of A ointment. Upon the terms and conditions herein set forth, State Street Bank and Trust Company accepts the appointment as Trustee of each of the Trusts. The Trustee shall receive any Contributions transferred to it by the Company and shall hold, manage, invest and administer such Contributions, plus earnings on such Contributions, in accordance with this Agreement.

2.04 Name of Trusts. The Contributions received by the Trustee from the Company plus earnings on such Contributions shall constitute the "Florida Power & Light Company Decommissioning Trusts for Turkey Point and St.

Lucie Nuclear Plants."

2.05 Se re ation of Trusts. The Trusts shall be segregated by the Trustee as follows:

(a) St. Lucie Unit No. 1 Qualified Trust; (b) St. Lucie Unit No. 2 Qualified Trust; (c) Turkey Point Unit No. 3 Qualified Trust; (d) Turkey Point Unit No. 4 Qualified Trust; and (e) Non-qualified Trust.

The Trustee shall maintain such records as are necessary to maintain each Trust separately from each other Trust.

The Trustee shall maintain any subaccounts within the Trusts as agreed to from time to time by the Trustee and the Company.

2.06 Desi nation of Trusts. Upon (i) the initial Contribution to the Trusts as specified in Section 3.01; (ii) any additional Contribution to the Trusts pursuant to Section 3.02; (iii) any adjustment to the Non-cpxalified Trust or to the Qualified Trusts pursuant to Section 3.04; or (iv) any withdrawal from the Trusts for Decommissioning Costs pursuant to Section 4.01 or for extraordinary admin-istrative expenses pursuant to Section 4.03, the Company shall designate the Trust(s) which is to be credited or debited by such Contribution, addition, adjustment, or withdrawal, and the Trustee shall credit or debit the Trust(s) in accordance with such designation.

2.07 Duties of Authorized Re resentatives. The Company has empowered the Authorized Representatives to act for the Company in all respects hereunder. The Authorized Representatives may act as a group or may designate one or more Authorized Representative(s) to perform the duties described in the foregoing sentence.

The Company shall provide the Trustee with a written statement setting forth the names and specimen signatures of the Authorized Representatives. Until otherwise notified in writing by the Company, the Trustee may rely upon any written notice, instruction, direction, certificate or other communication believed by it to be genuine and to be signed or certified by any one or more

Authorized Representatives, and the Trustee shall be under no duty to make any investigation or inquiry as to the truth or accuracy of any statement contained therein.

2.08 Alterations and Amendments. The Trustee and the Company understand and agree that modifications or amendments may be required to this Agreement from time to time to effectuate the purpose of the Trusts and to comply with any Order, any changes in tax,laws, regulations or rulings (whether published or private) of the Service and any similar state taxing authority, and any other changes in the laws applicable to the Company or the Plants. The Trustee and the Company may alter or amend this Agreement to the extent. necessary or advisable to effectuate such purposes or to comply with such Order or changes. The Trustee and the Company also may alter or amend this Agreement to encompass decommissioning collections with respect to other nuclear power plants owned now or in the future by the Company. Any alteration or amendment to this Agreement must be in writing and signed by the Company and the Trustee. The Trustee shall have no duty to inquire or make any investigation as to whether any proposed amendment, modification or alteration is consistent with this Section 2.08.

2.09 No Authorit to Conduct Business. The purposes of the Trusts are limited specifically to the matters set forth in Section 2.01 hereof, and there is no objective to carry on any business unrelated to the. purposes of the Trusts set forth in Section 2.01 hereof, or divide the gains therefrom.

2.10 No Transferabilit of Qualified Trusts. The interest of the Company in the Qualified Trusts is not transferable, whether voluntarily or involuntarily, by the Company nor subject to the claims of creditors of the Com-pany ~rovided, however, that any creditor of the Company as to which a Certificate has been properly completed and submitted to the Trustee may assert a claim directly against the Qualified Trusts in an amount(s) not to exceed the amount(s) specified in such Certificate.

2.11 Revocabilit of Non- alified Trust. The Com-pany hereby reserves the right to revoke the Non-qualified Trust.

IlI. CONTRIBUTIONS AND INCOME 3.01 Initial Contribution. Upon the establishment of the Trusts on the date first written above, the Company shall cause to be delivered to the Trustee an initial Contribution.

3.02 Additional Contributions. From time to time after the initial Contribution to the Trusts and prior to the termination of the Trusts, the Company may make, and the Trustee shall accept, additional 'Contributions to the Trusts to satisfy the purposes of the Trusts as set forth in Section 2.01, which Contributions may be to the Qualified Trusts or to the Non-cpxalified Trust.

3.03 Allocation of Income. The Trustee may pool the assets of each Trust for investment purposes upon xeceipt of a written opinion of legal counsel of the Company or written instructions from the Company authorizing it to do so. In this case, the Trustee shall allocate the income among the Trusts in accordance with generally accepted accounting principles and any applicable Treasury Regulations or rulings. The Trustee shall maintain such records as are necessary to reflect the proper allocation of income among the Trusts in accordance with this Section 3 '3.

3.04 Subse ent Ad'ustments. The Trustee and the Company understand and agree that the Contributions made by the Company to any of the Qualified Trusts from time to time may exceed the amount permitted to be paid into such Trust(s} pursuant to section 468A of the Code and any regulations thereunder, based upon changes in estimates,

subsequent developments or any other event or occurrence which could not reasonably have been foreseen by the Company at the time such Contribution was made ("Excess Contribution" ). Upon receipt of a written statement from the Company setting forth the amount of an Excess Contribution and stating that such Excess Contribution should be transferred to the Non-qualified Trust or paid to any person or entity, including the Company, the Trustee shall transfer or pay such Excess Contribution, as I

the case may be, to the Non-qualified Trust, or to the person or entity specified by the Company in the written statement. Such written statement shall affirm that the Company has either (i) obtained an opinion of legal counsel stating that such distribution will not lead to disqualification of any of the Qualified Trusts from the application of section 468A of the Code and that such distribution will not constitute a violation of any Order; or (ii) determined that no such legal opinion is required.

The Trustee and the Company further understand and agree that a transfer of assets among the Qualified Trusts or between the Qualified Trusts and the Non-qualified Trust may be necessary to effectuate the purposes of the Trusts.

IV. DISTRIBUTIONS 4.01 Pa ent of Decommissionin Costs. Upon receipt of a Certificate, the Trustee shall make payments of Decommissioning Costs to any person (including the Company} for goods provided or labor or other services rendered in connection with the decommissioning of the Plants.

4.02 Pa ent of E enses of Administration. The Trustee shall make payments of all reasonable administrative costs (including reasonable out-of-pocket expenses and trustees'ees as specified in the fee schedule referred to in Section 4.05 hereof) in connection with the operation of the Trusts pursuant to this Agree-ment. All such administrative costs and incidental expenses shall be allocated among the Trusts in accordance with generally accepted accounting principles and any applicable Treasury Regulations or rulings. The Trustee shall maintain such records as are necessary to reflect the proper allocation of costs and expenses in accordance with this Section 4.02.

4.03 Pa ent of Extraordina Ex enses. Upon receipt of a Certificate, the Trustee shall make payments (from the Trust(s) specified in the Certificate} of all reasonable extraordinary administrative costs (including

reasonable legal and engineering expenses) in connection with the operation of the Trusts pursuant to this Agreement. Any such Certificate shall not be unreasonably withheld or delayed by the Company.

4.04 Distributions from Non- alified Trust. Upon receipt of written instructions from the Company, the Trustee shall distribute all or a portion of the Non-qualified Trust to the Company.

4.05 Fees. The Trustee shall receive as exclusive compensation for its services pursuant to this Agreement those amounts (including reasonable out-of-pocket expenses) specified in the fee schedule as may from time to time be agreed upon in writing by the Trustee and the Company.

4.06 Li idation of Investments. At the direction of the Company or any Investment Manager, the Trustee shall sell or liquidate such investments of the Trusts as may be requested or required in order to make any payment or distribution, and shall until disbursement, restore the proceeds to the Trusts.

V. TERMINATION 5.01 Termination of Qualified Trusts in General.

Each Qualified Trust established hereunder shall terminate upon the substantial completion (as defined in Treasury

Regulations promulgated under Code section 468A) of the nuclear decommissioning of the unit to which the Qualified Trust relates.

5.02 Termination of Qualified Trusts U on Dis ali-fication. Notwithstanding the provisions of Section 5.01 hereof, the applicable portion of any Qualified Trust shall terminate upon its disqualification from the application of section 468A of the Code, whether pursuant to an administrative action on the part of the Service or the decision of any court of competent jurisdiction, but in no event earlier than the date on which all available appeals have been either fully prosecuted or abandoned.

5.03 Termination of Qualified Trusts on Sale of Plants. Notwithstanding the provisions of Section 5.01 hereof, and to the extent provided in Treasury Regulations promulgated under Code section 468A, the applicable por-tion of any Qualified Trust shall terminate upon the Com-pany's sale or other disposition of all or a portion of its ownership interests in the Plants.

5.04 Termination of Non- alified Trust. The Company may terminate all or a portion of the Non-qualified Trust upon written notice to the Trustee.

5.05 Distribution of Trusts U on Termination. Upon termination of all or a portion of any Trust established

hereunder, the Trustee shall assist the Investment Manager in liquidating assets of the respective Trust, and distributing the then-existing assets of the Trust (including accrued, accumulated and undistributed net income) less final Trust administration expenses (including accrued taxes) to the Company; provided, however, that no such distribution shall be made unless the Trustee has received an opinion of legal counsel of the Company stating that the distribution does not violate Code section 468A, any regulations promulgated thereunder, or any Order.

VI. TRUSTEES 6.01 Desi nation and Qualification of Successor the Company shall have the right to remove the Trustee (at the Company's sole discretion) acting hereunder and appoint another qualified entity as a Successor Trustee upon thirty (30) days'otice in writing to the Trustee, or upon such shorter notice as may be acceptable to the Trustee. In this event, the Company shall represent to the Trustee that the Successor Trustee is qualified to act as a trustee hereunder. In the event that the Trustee or any Successor Trustee shall: (a) become insolvent or

admit in writing its insolvency; (b) be unable or admit in writing its inability to pay its debts as such debts mature; (c) make a general assignment for the benefit of creditors; (d) have an involuntary petition in bankruptcy filed against it; (e) commence a case under or otherwise seek to take advantage of any bankruptcy, reorganization, insolvency, readjustment of debt, dissolution or liquidation law, statute, or proceeding; or (f) resign, I

the Company shall appoint a Successor Trustee as soon as practicable. Xn the event of any such removal or resignation, the Trustee or Successor Trustee shall have the right to have its accounts settled as provided in Section 6.05 hereof.

Any Successor Trustee shall qualify by a duly acknow-ledged acceptance of the Trusts, delivered to the Company.

Upon acceptance of such appointment by the Successor Trustee, the Trustee shall assign, transfer and pay over to such Successor Trustee the assets then constituting the Trusts. Any Successor Trustee shall have all the rights, powers, duties and obligations herein granted to the original Trustee.

6.02 Exoneration from Bond. No bond or other security shall be exacted or required of any Trustee or Successor Trustee appointed pursuant to this Agreement.

Y Trustee hereof may resign and be relieved as Trustee at any time without prior application to or approval by or order of any court by a duly acknowledged instrument, which shall be delivered to the Company by the Trustee no less than sixty (60) days prior to the effective date of the Trustee's resignation or upon such shorter notice as may be acceptable to the Company. If for any reason the Company cannot or does not act in the event of the

/

resignation of the Trustee, the Trustee may apply to a court of competent jurisdiction for the appointment of a Successor Trustee.

6.04 Transactions With Third Parties. No person or organization dealing with the Trustee hereunder shall be required to inquire into or to investigate its authority for entering into any transaction or to see to the appli-cation of the proceeds of any such transaction.

6.05 Accounts and Re orts. The Trustee shall keep accurate and detailed accounts of all investments, receipts and disbursements and other transactions here-under as agreed to by the Company and the Trustee, and all accounts, books and records relating thereto shall be open to inspection and audit at all reasonable times by any person designated by the Company. The Trustee shall be

entitled to reimbursement from the Trusts for any extraordinary expenses reasonably incurred in complying with such inspection and audit. Within 30 days following the close of each month, the Trustee shall file with the Company a written report setting forth all investments, receipts and disbursements and other transactions effected by it during the month and identifying all Contributions, purchases, sales or distributions and the cost or net proceeds of sale, and showing all cash, securities and other investments held at the end of such month and the cost and Fair Market Value of each item thereof as carried on the books of the Trustee. Zn addition, the Trustee shall consolidate the monthly reports each year into a certified annual report which shall be provided to the Company within 60 days following the end of the calendar year. All such accounts and reports shall be based on the accrual method of reporting income and expenses and shall show the portion of the assets. applicable to each Trust and shall also identify all disbursements made to pay for expenses of administration of the Trusts.

Upon the expiration of one year from the date of the filing of the certified annual report with the Company, the Trustee shall be forever released and discharged from all liability or accountability to anyone with respect to

all acts and transactions shown in such report, except such acts or transactions as to which the Company shall take exception by notice to the Trustee within such one year period; provided however, that nothing contained herein shall be deemed to relieve the Trustee of any lia-bility which may be imposed pursuant to Section 6.07 here-of. Xn the event that any exception taken by the Company cannot be amicably adjusted, the Company may file the written report in a court having jurisdiction and upon the audit thereof any and all such exceptions which may not have been amicably settled shall be heard and adjudicated.

All certified annual reports and supporting records maintained by the Trustee with respect to the Trusts shall be preserved for a period of six years. Upon the expiration of this period, the Trustee shall have the right to destroy such reports after first notifying the Company in writing of its intention and transferring to the Company any reports requested by the Company.

6.06 Tax Returns and Other Re orts. The Trustee shall prepare and timely file all Federal income tax returns or other reports (including estimated tax returns and information returns) as may be required from time to time with respect to the Qualified Trusts, and the Company agrees to provide the Trustee in a timely manner with any

information within its possession, and to cause the Investment Manager(s) to provide the Trustee with any information in its possession, which is necessary to such filings. Upon its receipt of written instructions and any necessary supporting information from the Company, the Trustee shall prepare and timely file all Florida state and local income, intangible, or franchise tax returns or other reports (including estimated tax returns and information returns) as may be required from time to time with respect to the Qualified Trusts. The Trustee shall prepare and timely file all Massachusetts state and local income, intangible, or franchise tax returns or other reports (including estimated tax returns and information returns) as may be required from time to time with respect to the Qualified Trusts. The Trustee shall prepare and submit to the Company in a timely manner all information requested by the Company regarding the Qualified and Non-qualified Trusts required to be included in the Company's Federal, state and local income tax returns or other reports (including esti-mated tax returns and information returns). Subject to the limitations contained in Section 8.05 hereof, the Trustee may employ independent certified public accountants or other tax counsel to prepare or review such returns and reports.

The Trustee agrees to sign any tax returns or other reports

where required by law to do so or arising out of the Trustee's responsibilities hereunder, and to remit from the Trusts appropriate payments or deposits of Federal, state and local income or franchise taxes directly to the taxing agencies or authorized depositaries in a timely manner.

Notwithstanding Section 6.07 hereof, any interest or penalty charges assessed against the Qualified Trusts pursuant to Chapters 67 or 68 of the Code, or pursuant to any similar state or local tax provisions, as a result of the Trustee's failure to comply with this Section 6.06 shall be horne by the Trustee and not the Trusts. The Trustee agrees to notify the Company in writing within thirty days of its receipt of a notice of audit, but in no event. later than fifteen days prior to the commencement, of any audit of any Qualified Trust's Federal, state, or local tax returns, and to participate with the Company on behalf of the Qualified Trust(s) in such audits and related inquiries. The Trustee further agrees to provide the Company with any additional information in its possession regarding the Trusts which may be reasonably requested by the Company to be furnished in an audit of the Company's Federal, state, or local tax return's.

h 1 any acts, omissions or defaults of any agent (other than its officers and employees) or depositary appointed or

selected with reasonable care or for any acts taken or not taken at the direction of or upon instructions of the Company or an Investment Manager. The Trustee shall be liable only for such Trustee's own acts or omissions (and those of its officers and employees) occasioned by the willfulness or negligence of such Trustee (or that of its officers and employees). The Trustee shall not be liable for the use or application of any monies held in the Trusts when disbursed by the Trustee in accordance with this Agreement. The Trustee may rely upon the written opinion(s) of legal counsel to the Company with respect to any question(s) arising hereunder and shall not be liable for any action taken in good faith in accordance with the advice of such counsel.

Notwithstanding anything contained in this Agreement to the contrary, the Trustee may not authorize or carry out any sale, exchange or other transaction which would constitute an act of "self-dealing" within the meaning of section 4951 of the Code, as such section is made applica-ble to the Qualified Trusts by section 468A(e)(5) of the Code, any regulations thereunder, and any applicable successor provision. If the Trustee engages in an act of "self-dealing" in violation of this Agreement, the Trustee (and not the Qualified Trusts) shall be liable for any tax

imposed pursuant to section 4951 of the Code (or any applicable successor provision) as such section is made applicable to the Qualified Trusts or the Trustee.

The Trustee reserves the right not to comply with any written instructions of the Company or an Investment Manager, which the Trustee deems will constitute an act of "self-dealing" under Code section 4951, until the Company provides the Trustee with an opinion of the Company's legal counsel that the actions directed in such instructions do not constitute an act of "self-dealing" within the meaning of Code section 4951. The opinion of such counsel shall be full and complete authorization and protection in respect of any action taken in accordance with the written instructions of the Company or an Investment Manager and, notwithstanding anything contained in this Agreement to the contrary, the Trustee shall not be liable in thereafter following such instructions.

VII. INVESTMENTS 7.01 A ointment of Investment Mana er s . The Company may appoint one or more Investment Managers (including one or more employee(s) of the Company or its affiliated companies) to direct the investment of all or part of the Trusts. The Company also shall have the right

to remove any such Investment Manager(s). Whenever such appointment is made, the Company shall provide written notice of such appointment to the Trustee, shall specify the portion of the Trusts with respect to which an Invest-ment Manager has been designated, and shall instruct the Trustee to segregate into a separate investment account

("Investment Account" ) those assets with respect to which that specific Investment Manager has been designated.

Except as otherwise provided in Section 8.02 hereof, to the extent that the Company appoints an Investment Manager to direct the investment of an Investment Account, the Trustee shall be released and relieved of all investment duties, responsibilities and liabilities customarily or statutorily incident to a trustee with respect to the Investment Account, and as to such Investment Account, the Trustee shall act as custodian. Any Investment Manager which is not an employee of the Company or its affiliated companies shall certify in writing to the Trustee that it is cpxalified to act in the capacity provided under an Investment Manager Agreement, shall accept its appointment as Investment Manager, shall certify the identity of the person or persons authorized to give instructions or directions to the Trustee on its behalf, including speci-men signatures, and shall undertake to perform the duties

imposed on it under an Investment Manager Agreement. The Trustee may rely upon all such certifications unless otherwise notified in writing by the Company or an Invest-ment Manager, as the case may be.

7.02 Direction b Investment Mana er s . An Investment Manager shall have authority to manage and to direct the acquisition and disposition of the assets of the Trusts, or a portion thereof, as the case may be, and the Trustee shall exercise the powers set forth in Section 8.02 hereof only when, if, and in the manner directed by the Company in writing, and shall not be under any obligation to invest or otherwise manage any assets in the Investment Account. The Trustee recognizes the authority of an Investment Manager to manage, invest and reinvest the assets of an Investment Account as provided in this Article VII, and the Trustee agrees to cooperate with any Investment Manager as deemed necessary to accomplish these tasks. An Investment Manager shall have the power and authority, exercisable in its sole discretion at any time, P

and from time to time, to issue and place orders for the purchase or sale of portfolio securities directly with qualified brokers or dealers. The Trustee, upon proper notification from an Investment Manager, shall settle the transaction in accordance with the appropriate trading

authorizations. Written notification of the issuance of each such authorization shall be given promptly to the Trustee by an Investment Manager, or in the case where such Investment Manager is an employee(s) of the Company, by an Authorized Representative, and such Investment Manager shall cause the settlement of such transaction to be confirmed in writing to the Trustee, and to the Company by the broker or dealer. An Investment Manager may cause brokers and dealers to confirm trades to the Trustee 4

through the "Institutional Delivery System" or ecpxivalent system and the Trustee shall be entitled to rely upon such confirmations to settle purchases or sales of securities, provided that such confirmations are consistent with writ-ten trading instructions from an investment Manager, or in the case where such Investment Manager is an employee(s) of the Company, by an Authorized Representative. Such notification, when consistent with written trading in-structions from an Investment Manager or Authorized Repre-sentative, shall be proper authority for the Trustee to pay for portfolio securities purchased and to deliver portfolio securities sold in accordance with the customary and established procedures for such securities transac-tions. All directions to the Trustee by an Investment Manager shall be in writing and shall be signed by an Authorized Representative of the Company or by a person who has been certified by such Investment Manager

-3 1-pursuant to Section 7.01 hereof as authorized to give instructions or directions to the Trustee.

Should an Investment Manager at any time elect to place security transactions directly with a broker or dealer, the Trustee shall not recognize such transaction unless and until it has received instructions or confirmation of such fact from an Investment Manager.

Should an Investment Manager direct the Trustee to utilize the services of any person with regard to the assets under its management or control, such instructions shall be in writing and shall specifically set forth the actions to be taken by the Trustee as to such services. In the event that an Investment Manager places security transactions directly or directs the utilization of a service, such Investment Manager shall be solely responsible for the acts of such persons. The sole duty of the Trustee as to such transactions shall be incident to its duties as custodian.

The authority of an Investment Manager and the terms and conditions of the appointment and retention of an Investment Manager(s) shall be the responsibility solely of the Company, and the Trustee shall not be deemed to be a party or to have any obligations under any agreement with an Investment Manager. Any duty of supervision or

review of the acts, omissions or overall performance of the Investment Manager(s), shall be the exclusive responsibility of the Company, and the Trustee shall have no duty to review any securities or other assets purchased by an Investment Manager, or to make suggestions to an Investment Manager or to the Company with respect to the exercise or nonexercise of any power by an Investment Manager.

VIII. TRUSTEEiS GENERAL POWERS The Trustee shall have, with respect to the'Trusts, the following powers, all of which powers are fiduciary powers to be exercised in a fiduciary capacity and in the best interests of the Trusts and the purposes hereof, namely:

8.01 Extension of Obli ations and Ne otiation of Claims. To renew or extend the time of payment of any obligation, secured or unsecured, 'payable to or by the Trusts, for as long a period or periods of time and on such terms as the Company shall determine, and to adjust, settle, compromise, and arbitrate claims or demands in favor of or against the Trusts, including claims for taxes, upon such terms as the Company may deem advisable,

subject to the limitations contained in Section 6.07 hereof (regarding self-dealing).

8.02 Investment of Trusts. To the extent that the assets of the Trusts have not been invested by an Investment Manager on any given day, to invest such uninvested assets of the Trusts as the Company may direct in writing, subject to the limitations contained in Section 6.07 hereof (regarding self-dealing}.

8.03 Be istration of Securities. To hold any stocks, bonds, securities, and/or other property in the name of a nominee, in a street name, or by other title-

~t.

holding device, without indication of trust.

.1'nd upon such terms as the Company may authorize in writing as necessary to carry out the purposes of the Trusts, and to pledge any securities or other property for the repayment of any such loan as the Company may direct.

8.05 Retention of Professional and Em lo ee Services. To employ attoxneys, accountants, custodians, engineers, contractors, clerks, and agents, as reasonably necessary to carry out the purposes of the Trusts.

8.06 Dele ation of Ministerial Powers. To delegate to other persons such ministerial powers and duties as the Trustee may deem to be advisable.

8.07 Powers of Trustee to Continue Until Final Distribution. To exercise any of such powers after the date on which the principal and income of the Trusts shall have become distributable and until such time as the entire principal of, and income from, the Trusts shall have been actually distributed by the Trustee. Xt is intended that distribution of the Trust(s) will occur as soon as possible upon termination of the Trust(s),

'I subject, however, to the limitations contained in Article V hereof.

8.08 Discretion in Exercise of Powers. To do any and all other acts which the Trustee shall deem proper to effectuate the powers specifically conferred upon it by this Agreement; provided, however, that the Trustee may not do any act or participate in any transaction which the Trustee knew or should have known would:

(1) Disqualify the Qualified Trusts from the application of section 468A (or any applicable successor provision) of the Code except any disqualification (other than that arising from an act of "self-dealing" ) resulting from the Trustee following written directions or instructions of the Company or an Investment Manager; or (2) Contravene any provision of this Agreement.

IX. MISCELLANEOUS 9.01 Headinces. The seotion headings set forth in this Agreement and the Table of Contents are inserted for convenience of reference only and shall be disregarded in the construction or interpretation of any of the provi-sions of this Agreement.

9.02 Particular Nords. Any word contained in the text of this Agreement shall be read as the singular or plural and as the masculine, feminine, or neuter as may be applicable or permissible in the particular context. Un-less otherwise specifically stated, the word "person" shall be taken to mean and include an individual, partner-ship, association, trust,, company, or corporation.

9.03 Severabilit of Provisions. If any provision of this Agreement or its application to any person or entity or in any circumstances shall be invalid and unen-forceable, the application of such provision to persons and in circumstances other than those as to which it is invalid or unenforceable and the other provisions of this Agreement, shall not be affected by such invalidity or unenforceability.

-3 6-9.04 Deliver of Notices Under A reement. Any notice required by this Agreement to be given to the Company or the Trustee shall be deemed to have been properly given when mailed, postage prepaid, to the person to be notified as set forth below:

If to the Company by regular mail:

FLORIDA, POWER & LIGHT COMPANY P.O. Box 029100 Miami, Florida 33102 Attention: Tieasurer If to the Company by express mail:

FLORIDA POWER & LIGHT COMPANY 9250 West Flagler Street Miami, Florida 33174 Attention: Treasurer If to the Trustee by regular mail:

STATE STREET BANK AND TRUST COMPANY Master Trust Services Division P.O. Box 1992 Boston, Massachusetts 02101 Attention: Florida Power & Light Fund Manager If to the Trustee by express mail:

STATE STREET BANK AND TRUST COMPANY Master Trust Services Division One Monarch Drive N. Quincy, Massachusetts 02171 Attention: Florida Power & Light Fund Manager The Company or the Trustee may change the above address by delivering notice thereof in writing to the other party.

9.05 Successors and Assi ns. Subject to the pro-visions of Sections 2.10 and 6.01, this Agreement shall be binding upon and inure to the benefit of the Company, the Trustee and their respective successors and assigns.

9.06 Governin Jurisdiction. All questions pertaining to the validity, construction, and administra-tion of this Agreement shall be determined in accordance with the laws of the Commonwealth of Massachusetts to the extent not superceded by Federal law. The Company expressly reserves the right to unilaterally amend this Section 9.06.

9.07 Accountin Year. The Trusts shall operate on an accounting year which coincides with the calendar year, January 1 through December 31.

in any number of counterparts, each of which shall be an original, with the same effect as if the signatures there-to and hereto were upon the same instrument.

IN WITNESS WHEREOF, the Company and the Trustee have set their hands to this Agreement as of the day and year first above written.

FLORIDA POWER & LXGHT COMPANY By X.

E.L. Hof Treasurer Attest:

e STATE STREET BANK AND TRUST COMPANY By Title Attest:

Title

FLORIDA POWER & LIGHT COMPANY By E.L. Hoffman Treasurer Attest:

Title STATE STREET BANK AND TRUST COMPANY Title Attest: M v,P, Title

~39~

STATE OF FLORIDA )

) ss:

COUNTY OF DADE )

I, a Notary Public in and for the aforesaid jurisdic x , do hereby certify that E. L.

Hoffman and who are personally known to me to be the persons o executed the foregoing g Decommissioning Trust Agreement, personally appeared before me in the aforesaid jurisdiction, and as Treasurer and of Florida Power & Light, Company, and by vi tue of e power and authority vested in them, acknowledged the same to be the act and deed of Florida Power & Light Company, and they executed the same as such.

January, Given under my hand and seal this 1988.

~ day of

[NOTARIAL SEAL]

Notary Public, St commission expires t of Florida My P>>.iQc,Q 'tg! J u>> '~,i~>> fac5, UID>>

STATE OF MASSACHUSETTS )

) ss:

COUNTY OF Dc,~/P )

~

C O I, Qp>

an r/, . N])le a Notary Public in and for the aforesaid jurisdiction, do hereby certify that who are personally known to me to be the persons who executed the foregoing )Assbea Decommissioning Trust Agreement, personally appeared before me in the aforesaid jurisdiction, and as C8 and b I~a rcpt. of State Street Bank and Trust Company, and by virtue of the power and authority vested in them, acknowledged the same to be the act and deed of and they executed the same as such.

Given under my hand and seal this January, 1988.

~ day of

[NOTARIAL SEAL]

tary Public, State of Skc~~

My commission expires

EXHIBIT A CERTIFICATE NO The undersigned Authorized Representative of Florida Power & Light Company (Company), a Florida corporation, being duly authorized and empowered to execute and deliver this Certificate, hereby certifies to the Trustee of the Florida Power E Light Company Decommissioning Trusts (Trusts), pursuant to Sections 4.01 and 4.03 of that certain Decommissioning Trust Agreement, dated January 5, 1988 (Agreement), between the Trustee and the Company as follows:

(1) Exhibit 1 hereto sets forth the. amounts either invoiced to, incurred by, or to be incurred by the Company or the Trusts that are/vill be due and owing to each payee listed (Payees) for:

(a) goods or services provided or to be provided in connection with decommissioning the Plants; (b) administrative costs of the Trusts (excluding administrative costs arising from the Company's furnishing of goods, services, or facilities to the Trusts and excluding compensation which is excessive or unnecessary to carry out the purposes of the Trusts) as evidenced by the invoice(s),

contracts, or agreements attached hereto; (2) all such amounts constitute Decommissioning Costs or Administrative Expenses as described in Sections 4.01 and 4.03 of the Agreement; (3) all such amounts may be paid without causing the Qualified Trust(s) to become disqualified from the application of Code section 468A or any applicable successor provision; and

(4) all conditions precedent to the making of this withdrawal and disbursement set forth in any agree-ment between such Payees and the Company, applicable, have been fulfilled or will be if fulfilled by the payment date specified in Exhibit 1~

Accordingly, direction is hereby given that the Trustee provide for the withdrawal of $ from the [Turkey Point/St. Lucie] [Unit One/Unit Two/Unit Three/Unit Four] [Qualified Trust/Non-qualified Trust]

[Trust(s) specified in Exhibit 1] in order to permit payment of such sum to be made to the Payees. You are further directed to disburse such sum, once withdrawn, directly to such Payees in the following manner:

[DESCRIBE: CHECK, WIRE TRANSFER, ETC.] on or before the date specified in Exhibit 1.

WITNESS my hand this day of I 19 FLORIDA POWER & LIGHT COMPANY By Authorized Representative

07- Jtn-90 08:11 AH REV 1 TVG EXHIBIT C DECOH14 ST. LUCIE UNIT MO.

SCHEDULE FOR IMPLEMENTING THE SINKIHG FUND FOR FPL

($ MILLIONS)

1. YEAR 1989 1990 1991 1992 '1993 1994 1995 1996 1997 1998 1999 2000 2001 2002

2. HINIHUH PROJ. CONTRIBUTION 5.72 5.72 5.72 5.72 5.72 5.72 5.72 5.72 5.72 5.72 5.72 5.72 5.72

3. EARNINGS 0.11 0.13 0.15 0.16 0.18 0.19 0.21 0.23 0.24 0.26 0.27 0 '9 0.31

4. FUND (AT YEAR END) 42.41 48.24 54.09 59.95 65.83 71.73 77.64 83.57 89.51 95.47 101.44 107.44 113.44 119.47 1- YEAR 2003 2004 2005 2006 2007 2008 2009 2010 201 l 2012 2013 2014 2015 2016 ~

2. HINIHUH PROJ. CONTRIBUTION 5.72 5.72 5.72 5.72 5.72 5.72 5.72 5.72 5.72 5.72 5.72 5.72 5.72 0.95

3. EARNINGS 0.32 0.34 0.36 0.37 0.39 0.40 0.42 0.44 0.45 0.47 0.49 0.50 0.52 0.09

4. FUND (AT YEAR END) 125.51 131.56 137.64 143.73 149.83 155.95 162.09 168.25 174.42 180.61 186.82 193.04 199.28 200.32

~ NOTE: AS OF HARCH 1, 2016, THE LICENSE EXPIRATION DATE. THE PROJECTED ANNUAL CONTRIBUTION FOR 2016 IS PRORATED.

THE ASSUMED NOHINAL EARNINGS RATE AND INFLATION RATE ARE TAKEN FROH FPL'S 1988 DECOHHISSIOMIHG REPORT TO THE FPSC (DOCKET II 870098-EI). THE REAL RATE IS EQUAL TO THE NOMINAL RATE HINUS THE INFLATION RATE.

Assuaged Hominal Earnings Rate = 5.27X Assumed Inflation Rate = 5.00K Assumed Real Earnings Rate = 0.27X Tax Rate = 37.63K 1-Tax Rate -" 62.37K FPL ACCRUES AND PROJECTS TO ACCRUE DECOHHISSIONING EXPEHSE ASSOCIATED MITH ST. LUCIE UNIT NO. 1 IH THE AMOUNT $ 9,167,540 PER YEAR. CORRESPONDING CONTRIBUTIONS ARE HADE TO THE SINKING FUND ON A PRE.TAX BASIS IF DEPOSITED INTO THE QUALIFIED FUND, OR OM AN AFTFR-TAX BASIS IF DEPOSITED INTO THE MON.QUALIFIED FUND.

THEREFORE, THE HIHIHUH PROJECTED ANNUAL CASH CONTRIBUTION IS BASED ON I'HE ASSUMPTION THAT ALL CONTRIBUTIONS ARE HADE TO THE NDM QUALIFIED FUND:

HIMIHUH PROJECTED CONTRIBUTION = ($9,167,540 * (1-TAX RATE>>/1,000,000 = $ 5.72 EARNINGS = FUND OF PREVIOUS YEAR

ASSUMED REAL EARNINGS RATE FUND = FUND OF PREVIOUS YEAR + EARHINGS + HIHIHUH COHTRIBUTIOH

BEFORE THE UNITED STATES NUCLEAR REGULATORY COMMISSION FLORIDA POWER & LIGHT COMPANY (FPL) ) Docket No.

FLORIDA MUNICIPALPOWER AGENCY (FMPA), and )

ORLANDO UTILITIES COMMISSION (OUC) )

DE MMI I NIN REP RT St. Lucie Unit No. 2 FPL, FMPA, and OUC (the Participants) hereby submit this Decommissioning Report in compliance with 10 C.F.R. g 50.33 (k) and 50.75 (b),

1. The Participants own the following undivided intcrcsts in St. Lucie Unit No. 2 (Unit):

FPL 85.10449YO FMPA 8.80600%

OUC ~gg'i l9l Total 100.00000%

2. The Participants hereby certify that financial assurance for decommissioning the Unit is provided in the amount of $ 130,353,312. The calculation of this amount is set forth in Exhibit A and complies with the formula set forth in 10 C.F.R. $ 50.75(c).

Thc Participants acknowledge the following interests with respect to the total financial assurance amount:

FPL $ 111,297,965 85.38177%

FMPA 11,265,237 8.64208%

OUC 77 ll Total 130 353 312 100.00000%

An adjustment was necessary to allocate the decommissioning costs of the Unit t

between FPL, FMPA, and OUC. This is because the decommissioning costs of the Unit include the costs of decommissioning the facilities common to the Unit and St. Lucie Unit No. l.

FMPA's and OUC's contractual obligations provide that with respect to the common facility costs, they pay for only their ownership sharc of the Unit times one half of these costs.

DE MMI I NIN REPORT St. Lucie Unit No. 2 (continued)

Therefore, multiplying FMPA's and OUC's rcspcctive ownership shares of the Unit by the total costs of decommissioning the Unit would overstate their cost obligations. This adjustment is ref lectcd in thc "Cost Allocation Factor" presented on page 21 of FPL's 1988 Decommissioning Study for St. Lucie Unit Nos. 1 and 2 (Florida Public Service Commission Docket No. 870098-EI).

3. The method of providing financial assurance for decommissioning the Unit is an external sinking fund into which deposits will be made at least annually.

4. Attached as Exhibit Bl, B2, and B3 to this Decommissioning Report are photocopies of thc executed external sinking fund trust agreements for FPL, FMPA and OUC, rcspcctively. FPL's trust agreement (Exhibit Bl) established a master trust through which FPL also funds for its nuclear decommissioning obligations associated with St. Lucic Unit No. 1 and Turkey Point Units Nos. 3 and 4.

5. Attached as Exhibit Cl, C2, and C3 to this Decommissioning Report are schedules for implementing the method of providing financial assurance for decommissioning the Unit for FPL, FMPA, and OUC, respectively.

DE MMI I NIN REP RT St. Lucie Unit No. 2 (continued)

FLORIDA POWER & LIGHT COMPANY Dated: / By:

FLORIDA MUNICIPALPOWER AGENCY Dated: By:

ORLANDO UTILITIES COMMISSION By:

DE MMI I NING REP RT St. Lucie Unit'No. 2 (continued)

FLORIDA POWER & LIGHT COMPANY Dated: By:

FLORIDA MUNICIPALPOWER AGENCY By:

ORLANDO UTILITIES COMMISSION By:

'll h

a

DE COM2D. WK1 EXHIBIT A REV 2 TVG ST. LUCIE UNIT HO. 2 22-Jun-90 09:36 AM CALCULATION OF FINANCIAL ASSURANCE AMOUNT CALCULATION OF ESCALATED DECOMISSIONING OBLIGATION AS OF JANUARY 1990

(

REFERENCE:

10CFR - 50.75 (C) (2))

1986 CURRENT YRS ~ CURRENT'RS. CURRENT YRS ~ CURRENT YRS. CURRENT YRS. ESCALATED ESCALATED REACTOR BASE $ ADJUSTED "L" ADJUSTED "P" ADJUSTED "F" "E" ADJUSTED "B" FACTOR OBLIGATION $

(1) (2) (2) (2) (3) (2) (4) (5)

ST. LUCIE 2 2700 98,760,000 1.15 0.95 1.04 0.99 2.007 1.32 130,353,312 FPL $ 111,297,965 FKPA $ 11,265,237 OUC $ 7,790,110

$ 130,353,312 (1) 1986 BASE $ MILLIONS = ( F 0088

MWt) + 75 (2) 1986 LABOR STATISTIC = L "- 127.7 1986 ELECTRIC POWER = P -" 119.3 1986 FUEL OIL F" 82.0 1986 WASTE BURIAL = B = 1.0 CURREHI'EARS "L" = 147.3 CURRENT YEARS "P" = 113.6 CURREHI'EARS "F" = 85.3 CURREHT YEARS "B" = 2.007 ADJUSTED VALUE = CURRENT YEAR VALUE / 1986 VALUE (3) ENERGY = E = ( ~ 58P + .42F)

(4) ESCALATED FACTOR = .65(ADJUSTED L) + .13(ADJUS'TED E) + .22(ADJUSTED B)

(5) ESCALATED OBLIGATION = 1986 BASE $

ESCALATED FACTOR

j1 t~

EXHIBIT B1 ST. LUCIE UNIT NO. 2 FPL'S EXTERNAL SINKING FUND TRUST AGREEMENT

FLORIDA POWER & LIGHT COMPANY DECOMMISSIONING TRUST AGREEMENT FOR TURKEY POINT AND ST- LUCIE NUCLEAR PLANTS Dated: January 5, 1988

'S pl I

~ 4 44

TABLE OF CONTENTS Pacae ARTICLE Z. DEFINITIONS.

1.01 Definztions.............................. 3 ARTICLE II'RUST MATTERS PURPOSES, NAME AND ADMINISTRATIVE 2.01 Trust Purposes......................... 9 2.02 Establishment of Trusts.....'........... 9 2.03 Acceptance of Appointment.............. 10 2.04 2 '5 Name of Trusts.........................

Segregation of Trusts..................

~ ~

~ .10 10 2 '6 2.07 Designation of Trusts..................

Duties of Authorized Representatives...

~ ~

~

11

-11 2.08 Alterations and Amendments............. ~ ~ 12 2.09 No Authority to Conduct Business....... ~ .13 2.10 No Transferability of Qualified Trusts.

2 '1 Revocability of Non-qualified Trust....

~ ~

13 13 ARTICLE ZZZ. CONTRIBUTIONS AND INCOME.

3 '1 3.02 Initial Contribution...................

Additional Contributions...............

~ ~ 13 14 3 '3 3.04 Allocation of Income...................

Subsequent Ad)ustments.................

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~ .14

~ ~ 14 ARTICLE ZV. DISTRIBUTIONS.

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'1

'2 Payment Payment of Decommissioning Costs....... ..16 of Expenses of Administration.. ..16 4

4

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'4 Payment of Extraordinary Expenses......

Distributions from Non-qualified Trust. .17

~ ~ 16 4

4

'5

'6 F ees...................................

Liquidation of Investments.............

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..17

~ ~ 17 ARTICLE V. TERMINATION.

5 '1 Termination of Qualified Trusts in General.............................. ~ ~ 17 5.02 Termination of Qualified Trusts Upon Disqualification................ .18 5 '3 Termination of Qualified Trusts on Sale of Plants....................

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18 5 '4 5.05 Termination of Non-qualified Distribution of Trusts Upon Trust.....

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..18 T ermxnation.......................... ..18

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ARTICLE VI: TRUSTEES.

6.01 Designation and Qualification of Successor Trustee(s)........... 19 Exoneration from Bond...............

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6.02 20 Resignation.........................

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6.03 21 6 '4 6.05 Transactions With Third Parties.....

Accounts and Reports................

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~ ~ ~ ~ ~ 21

~ ~ ~ ~ ~ 21 6.06 Tax Returns and Other Reports.......

6 '7 Liability........................... ~ ~ ~ ~ ~

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23 25 ARTICLE VII: INVESTMENTS.

7.01 Appointment of Investment Manager(s).....27 7.02 Direction by Investment Manager(s).......29 ARTICLE VZIZ: TRUSTEEiS GENERAL POWERS.

8.01 Extension of Obligations and Negotiation of Claims............. 32 Investment of Trusts................

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8.02 ~ ~ ~ ~ ~ 33 8.03 Registration of Securities.......... ~ ~ ~ ~ ~ 33 8.04 8 '5 Borrowingo ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~

Retention of Professional and Employee Services.............

~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ 33 8 '6

~ ~ ~ ~ ~ 33 Delegation of Ministerial Powers.... ~ ~ ~ ~ ~ 33 8.07 Powers of Trustee to Continue Until Final Distribution.......... ~ ~ ~ ~ ~ 34 8.08 Discretion in Exercise of Powers.... ~ ~ ~ ~ ~ 34 ARTICLE IX: MISCELLANEOUS.

9.01 H eadings............................ 35 Particular Words....................

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9-02 ~ ~ ~ ~ ~ 35 9.03 Severability of Provisions.......... ~ ~ ~ ~ ~ 35 9.04 Delivery of Notices Under Agreement. ~ ~ ~ ~ ~ 36 9.05 Successors and Assigns.............. ~ ~ ~ ~ ~ 37 9.06 Governing Jurisdiction.............. 37 Accounting Year.....................

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9.07 ~ ~ ~ ~ ~ 37 F 08 Counterparts........................ ~ ~ ~ ~ ~ 37 EXHIBIT A. CERTIFICATE

-3.3.

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1s DECOMMISSIONING TRUST AGREEMENT AGREEMENT made this 5th day of January, 1988, by and between Florida Power & Light Company, a Florida corporation ("Company" ), and State Street Bank and Trust Company, a Massachusetts corporation having trust powers

("Trustee" ).

RECITALS OF THE COMPANY WHEREAS, the Company is the owner of: (1) a 100 percent undivided interest in Unit Three of the Turkey Point Plant; (2) a 100 percent undivided interest in Unit Four of the Turkey Point Plant; (3) a 100 percent un-divided interest in Unit One of the St. Lucie Plant; and (4) an 85.10 percent undivided interest in Unit Two of the St. Lucie Plant; and WHEREAS, the Company is subject to regulation by the Florida Public Service Commission ("FPSC"), an agency of the State of Florida created and existing pursuant to subsection 1 of Section 366.05 of Florida Statutes, and by the Federal Energy Regulatory Commission ("FERC") and the Nuclear Regulatory Commission ("NRC"), both agencies of the United States government created and existing pursuant to 42 U.S.C. 55 7134 and 7171, and 42 U.S.C. 5 5841, respectively; and

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WHEREAS, the FPSC and FERC have permitted the Company to include in its cost of service for ratemaking purposes certain amounts to be used by the Company for decommis-sioning costs with respect to the Turkey Point Plant and the St. Lucie Plant; and WHEREAS, pursuant to section 468A of the Internal Revenue Code of 1986, as amended ("Code" ), certain Federal income tax benefits are available to the Company by creating and contributing monies to qualified nuclear decommissioning reserve trusts associated with the Turkey Point Plant and the St. Lucie Plant; and WHEREAS, the Company wishes to establish both qualified and non-qualified nuclear decommissioning reserve trusts (Trusts) to hold monies for decommissioning the Plants; and WHEREAS, the assets of the Trusts shall be held hereunder for the benefit of such trusts.

RECITALS OF TRUSTEE WHEREAS, State Street Bank and Trust Company is a Massachusetts corporation with trust powers; and WHEREAS State Street Bank and Trust Company is willing,to serve as trustee to each of the Trusts on the terms and conditions herein set forth.

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NOW, THEREFORE, in consideration of the mutual promises herein contained, the Company hereby agrees to deliver to the Trustee and the Trustee hereby agrees to receive contributions of monies to the Trusts beginning on the date first written above; and TO HAVE AND TO HOLD such assets; and TO INVEST AND REINVEST the assets of the Trusts as provided herein; and TO PAY OR DISTRIBUTE from the Trusts as provided herein; IN TRUST NEVERTHELESS, for the uses and purposes and upon the terms and conditions, as hereinafter set forth.

I. DEFINITIONS 1.01 Definitions. As used in this Decommissioning Trust Agreement, the following terms shall have the following meanings:

(1) "Agreement" shall mean and include this Decom-missioning Trust Agreement as the same may from time to time be amended, modified, or supplemented.

(2) "Authorized Representative" shall mean the President, any Vice President, the Treasurer, or any Assistant Treasurer of the Company.

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