ML18192B249

It Is Requested That Construction Permit Be Amended by the Deletion from the Caption of Each of Said Permits the Reference to Arizona Electric Power Cooperative, Inc. as an Applicant

ML18192B249
Person / Time
Site:	Palo Verde
Issue date:	07/08/1977
From:	Van Brunt E Arizona Public Service Co
To:	Office of Nuclear Reactor Regulation
References
Download: ML18192B249 (43)

Text

U.S. NUCLEAR REGULATORY COM ON

'NRC FQRM 195 t(2.76)

NRC DISTRIBUTION FoR PART 50 DOCKET MATERIAL DOCKET NUMBER iSLF S4 FILE NUMBER AMDT. TO FSAR/PSAR

TO:

NRC FROM:

Arizona Public Service Co.

Phoenix, AZ E. E. Van Brunt

~ DATE OF DOCUMENT 7/8/77 DATE RECEIVED 7 28 77 ETTE R

+ORIGINAL OCOPY DESCRIPTION OTOR I2E D NC LASS IF I E D PROP INPUT FORM ENCLOSU RE NUMBER OF COPIES RECEIVED PLANT NAME:Palo Verde Nuclear Power Plant Unit No.

1, 2,

and 3

RBT 7/28/77 Request deletion of Arizona Electric Power Cooperative, Inc from refernce as an applicant.

All interest by AEPCO has been transferred to Arizona Public Service Co., Salt River Project, or Southern Ca Edison Co.

Enclosed Assignment of Interest, Amendment NO.

1 to Assignment of'nterest, and Amendment No.

3 to participation agreement.

OT REMOVE

'KHMZ@ggD

) C.y Q~L, ltecd FOR ACTION/INFORMATION ENVIRO ASSIGNED AD:

BRANCH CHIEF:

PROJECT hfANAGER:

LIC ASST:

LTR ASSIGNED AD:

BRANCH CHIEF C',

PROJECT MANAGER:

LIC ASST:

LTR INTERNALDISTRIBUTION C PDR I&E2 OELD GOSSICK

& STAFF MIPC LTR CASE LTR HANAUER R

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fANAGEMENT BOYD P.

COLLINS HOUSTON PETERSON HELTEMES SKO OLT LTR LPDR:

TIC:

NSIC:

ASLB:

ACRS'YS SENT AC SYSTEMS SAFETY HEINEMAN SCHROEDER ENGINEERING MACCARRY BOSNAK SIHWELL ROSS LTR NOVAK ROSZTOCZY CHECK AT&I SALTZMAN R

EXTERNAL DISTRIBUTION NAT LAB:

2 REG. VIE LA PDR CONS ITS AT II It PLANT SYSTEMS TEDESCO LTR BENAROYA IPPOLITO OPERATIN REA T R

STELLO OPERATING TECH'ISENHUT SHAO BAER BUTLER GRIMEE DEYOUNG LTR BROOKHAVEN NAT LAB:

ULRIKSON ORNL SITE SAFETY ENVIRO ANALYSIS DENTON LTR ENVIRO TECH.

ERNST BALLARD YOUNGBLOOD SITE TECH.

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PHOENIX, ARIZONA 8503 July 8, 1977 ANPP-8956 Director of Nuclear Reactor Regulations U.

S. Nuclear Regulatory Commission Washington, D.

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Subject:

Application for Amendment of Construction Permit Nos.

CPPR-141, 142 and 143 Docket Nos.

STN-50-528, 529 and 530 File:

'7-04'4-026'entlemen:

It is requested hereby that Construction Permit in Docket Nos.

STN.'50-528, STN 50-529 and STN 50-530, be amended by the deletion'from the caption of each of said permits the reference to Arizona Electric Power Cooperative, Incorporated (hereinafter referred to as "AEPCO") as an applicant.

This amendment is made necessary by the fact that AEPCO on July 21, 1976 exercised its option granted pursuant to reference (1) as amended by reference (2) and has transferred and assigned its undivided 2.4% interest arid its Generation Entitlement Share in each of the Generating Units at Palo Verde Station to Arizona Public Service Company (APS), Salt River Project Agricultural Improvement and Power District (SRP) and Southern California Edison Company (SCE) as follows:

APS SRP SCE 1.0%

1.0%

0.4%

and APS, SRP and SCE have accepted such assignment and transfer of their respective portions of,AEPCO's undivided interest and Generation Entitlement and have assumed and to the extent of such assignment and transfer have agreed to fully perform and discharge all of the obligations of AEPCO under reference (3)

~

Accordingly, reference (3) has been amended by reference (4) to reflect the current undivided interests and Generation Entitlement Shares of APS, SRP and SCE in each of the Palo Verde units as follows:

772090264

l 0

J

Director of Nuclear Reactor Regulations July 8, 1977 ANPP-8956 Page 2

Undiv'ided Interest APS SRP SCE 29.1%

29.1%

15.8%

The undivided interests and Generation Entitlement Shares of El Paso Electric Company (15.8%)

and Public Service Company of New Mexico (10.2%),

the other joint applicants, remain unchanged.

The increases in the Generation Entitlement Shares of

APS, SRP and SCE resulting from the AEPCO assignments have no effect upon the need for power analyses in references (5) and '(6), because such analyses were made on a nominal net electrical output of 1,270 MWe for each of the Palo Verde units, based on a maximum output of its nuclear steam supply system of 3,817 MWt, Lrefer-ence (5), page l-l/'hereas the net electrical output for each unit is currently calculated to be 1,222

MWe, based on the same thermal output.

Consequently, as the following table demonstrates, even though the Generation Entitlement Shares of APS, SRP and SCE have increased, there is practically no difference between the amount of resource capability used in the need for power analyses of such applicants and the amount of generating capability that actually will be available to APS, SRP and SCE.

Resource Capability Current Current Used for Need for Generation Resource Power Analyses Entitlement Capability at 1" 270,MWe Net Share at 1 222 MWe Net APS 357 MWe2 29.1%

356 MWe SRP 357 MWe3

29. 1%

356 MWe SCE 190 MWe 15.8%

193 MWe 2Reference (6) Table A 1.2-.8, Sheet 3

1 3Ref erence (6) Table A l. 2-8, Sheets 6 and 7

Reference (6) Table B 1.2-8, Sheet 2

For the foregoing reasons the assignment and transfer by AEPCO of its undivided interest and Generation Entitlement Share in the Palo Verde Units to APS, SRP and SCE and the amendments of Construction Permit Nos.

Director of Nuclear Reactor Regulations July 8, 1977 ANPP-8956 Page 3

CPPR-141, CPPR-'142 and CPPR-143 as requested will not result in any adverse environmental impact that was not evaluated.

Pespectfully submitted, Arizona Public rvice Compa C

.Y'c E win E.

Van Brunt, Jr.

Vice President-Construe ion,.>>,,~/i>",

In its own behalf and ass~'a'gent for other joint applicants

Enclosure:

List of References Reference (1)

Reference (2)

Reference (4)

STATE OF ARIZONA

)

)

ss.

County of Maricopa

)

SUBSCRIBED AND SWORN to me before this ~l day of 1977.

Notary Public My Commission Expires:

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LIST OF REFERENCES (1)

Assignment of Interest to Arizona Electric Power Cooperative, Inc., dated as of January 1,

1974 (copy enclosed)

(2)

Amendment gl to Assignment of Interest dated as of March 15, 1976 (copy enclosed)

(3)

Arizona Nuclear Power Project Participation Agreement dated August 23, 1973 (copy filed with license application).

(4)

Amendment g3 to Arizona Nuclear Power Project Participation Agreement dated as of July 22, 1976 (copy enclosed).

(5)

Final Environmental Statement Palo Verde, Nuclear Generating Station, Units 1, 2 and 3, September, 1975 (NUREG-75/078).

(6)

Supplement 6, Palo Verde Nuclear Generating

Station, Environmental Report Construction permit stage.

t I

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ASSI GNi~)EN'I')'N'I'I"RESTS PA R'I'IES:

ARI70NA

)'U)3 J I C SERVl Cl'.

CONJ'ANY, an Ari.zona corpo r';it i.o>>

("Arizona");

SALT RIVJ;R PROJECT AGRICUL'I'UI4KL Ii~l)'ROVE-I)1-'.NT ANJ) PO)i')!R DISTRIC'f, a>> Arizona agr,icultural improvement.

di.s trict. ("Salt. River Project" );

TUCSON GAS AND ELEC'I'RIC CO)~JJ'ANY, an Ari.zo>>a corporatio>>

("I'ucsoii"); a>>d A)1170)HA LJ.1.'.C'I'RIC POli'HR COOPL)RATIVE, 1NC.,

aii Arizo>>a corporatio>>

("AEPCO").

DATED:

As-of January 1,

1974.

NIJJ)RHAS, Arizona, Salt River Project and Tucson are parties to ti)c Arizona Nuclear Power Project Participatio>>

Agree)))ent (lated as of August 23, 1973 (the "!(grecment");

and.

1~'HI-;REAS, all of: the parties to the Agrecme>>t aiid AEPCO are concurre)Itly heI.ewit)). executi>>g an Amcndmc>>t No. l to the Agree)icnt, in part, providing for -a c>>a>>gc of the name of t)ic pro;ect from t)ic Arizona Nuclear Power Project

("ANPP") to t)ic Palo Verde Nuclear Ge>>crating Station (thc "Palo Ver(le Stati.on" )

a>><1 permit ting assig>>me>>ts of interest therein, in tlie Project Agrccmcnts there<<>>der and of Generation L'>>titlcr)cnt S)iares t)icreu>>der of: less tJian S;;

and 1(JJHREAS, Ari,zo>>a, Salt River Project a>>d 'fucso>> desirc to assign a>>d transfer to AEPCO, and AE1CO )cfishes to accept

<<n assig>>)ac>>t a>>d transfc.r of, an ))>>divided 2.4."; i>>tcrest in thc Palo Vcr<le Nuclear Gei)CI ati ng Station (thc "Palo Verde Station" }

a)id 3.11 thc 1 I'0jcct Agree)ilcllt.s ulldcr thc Agree))le)it p

ail<1 a 2

Gc.>>cratio:i Ji>>ti.tlc)))ent Sharc under the Agrccmcnt; and l)tl)I:.RE!)S, AEPCO wishes to obtain all of the bcncfits of a Participa>>t under the Agrcemc>>t, a>>d, for that, =purpose, to assume and agree fully to pcr form;i>>d di.s charge all of: thc oblig;itio>>s of a Pari.icipant u>>dcr t)ie Agreemc>>t to thc cate>>t rcqui red by its i.r)tcrests i>> t)ic )')lo VcI.<lc St;)ti.on;)')d tlic Project Agree)))ents and by its Gcncratio>> E>>title))ie>>t Sli<<rc, N04',

'I'If)i)1)',I:O)ll:, i>> consi.dern t.i on of thc m<<t))<<l;)I,rcc-

))e)'its, cov(')ii))its il>>il colli13.tio>>s sc t. fol't)1 lie 1 c3 )i t))c pil)';.),c's I)c rc tn 'igrcc;is follows:

1, Assi g))mc))t.

A)'.i zo))il > Sitl.t Riv('I I )'07ect

<<li(1

'I'llcso)l e'ic)1 ))c)'<57:)~<3g)ls

<<)lil tl'a)is J.c)'s to Ai!I CO 'i>> i)>><liviil"d i>>t()) cst i>> thc I:.).).n VC) ilc St:itin>>;i>>d tlic Projcc;.. Agree;))cnts,

<<>>d il Ge>>cl'at30))

I;)ltii;.1clllcllt S!)al'(l p ils 6(!t fort)i ))crea)

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0

>l t

1

Arizo>>A

l. 0-"o Salt River Project 1.0-:.

TUcson

0. 4~p 2.

Assumption.

As of tho date hereof, AEPCO Assumos dd.

i t'bliga'tio>>s of Arizona, Salt River Project and Tucson u>>dor the Agrcomo>>t to tho cxte>>t required by reason of thc intcrcsts arid Gc>>cration Entitlcmcut Shares assigned And transferred hereby.

3.

Itch.rnbl)rscn)cnt for Costs.

AEPCO agrees to reimburse

>>b 1<)'14 for ti)at'ortion o'f t)le Construction Costs incurred aud paid by each of Arizo>>A, Salt River Project and Tucson, which is attri.-

butablo to tho i>>tercsts Assigned and transferred

hereby, togcthcr with interest on the respective amou>>ts to be rcimburscd computed from the various dates of payments by Arizona, Salt River Project:

a>>d Tucson of such Construct:ion Costs to the date of such rcim-bU).sc)lrc>>t pU).'sUA>>t hereto at the rates of 8.'46'er an>>um (iu thc cases of: Arizona and Tucson) and 6.5': per annum (in thc case oi Salt River Project).

S.

Option.

At any ti>ne prior to the issuance by tbo Unitocl St;;tea JTtoatc Hnerpy Cosset'.asian or a construction porinit for thc first Gencrati>>g Unit at Palo Verde Station, AEPCO shall hcive au opt3.0>>

t:0 resell to each of Arizona Sdlt River Pro ject aud Tucson, not less than all of the respective iutorests and Generation E>>titlemcnt Shares assigned And transferred hcrcby.

Such optio)i shall be cxcrciscd only by written notice thcrcof-dclivcrc<1 in person or scut by registered or certified mail, postage

propaid, to Arizona, SAlt Ri.vcr Project and Tucso>> at

,their rospectivc addresses set, forth in Secti.on 3S of the Agrcemon'rior to tllc issuance by the U>>ited States Atomic Energy Co)))mission of thc co>>structiou perrr)it for. such Generating Unit.;it Palo Verde

Station, Upon the p'1 0per cxel'cise 0f: sUch opt3.0>>

Al 3. zo>>a Salt.

River Project:

aud. 'I'ucson shall be obli.gated to rcl)urchasc from A)'.VCO uot less tlian all of the respective

'ntcrosts aud Gc>>oration

)'.>>tit1cr')cut Sh)1')'cs assi.g>>cd Arid tl rusf'cl lcd hcrcb)

At:

'1 p'irl'cliaso price, irl thc case of each purchaser, payable within o>>c year followi:)g receipt of notice of: cxcrcisc of thc option; equal to thc Amol>>)t: of: Constri)etio>>

Costs (aud thc interest thereon) r()3,)llbU1'scil A>>d p(ii(1 by AE) CO to each sUch PUl'csl<ls( 1'u)'SLIA)1 t to Scct30>>

3 hc)'co f p ).lis thA t: pol t3.0)1 0f <ill Coils truct3.0>>

Cos t;s i>>cu)') e(1 Arl(l paid directly by A)i)'CO U>>dcr tl)c Agrcemc))t At.t:1i-bu L'r!bl(l to thc 1 cs )oct:3.vc 3.>> tel'Qs ts As s 3. grlc(l (lrld tl A>>s fc). ). c(l pursl)<rrlt'o Sect lo>> l )lc) co f with i>>tcl'est 0>> thc pirl eh<)s('l i,cc to be pai<l by each such p<<rch;rscr At:

A rate equal to thc a>>>>ilal r;lte of i>>tc.) cc;t t)1(.rl b<)i.ug paid by A):PCO o>> rr)0>>ics bor-row(.d liy,i.t: for thc pli) poses of m;1)'ing thc rci)rrburscmcr)ts rcqui.)'(;()

by Scctio>>

3 hc)'eo'f Arid p'iyiug Co>>.

t:1 ilctio>> Costs Urldcl'l)c Aglcc-mc>>t.

Such i>>tc)'.. t sh;)ll bc compute<1 frorr) thc date(s) of thc I

roi.))i)ursc)))cnts roqui.rcd by Section 3 hereof (as to t:hose portions of t l)c purchase pri.ce;lttribut:lblc to reimbursed Construction Costs) and from tho (};)tc(s) of direct p')ymo>>ts by AEPCO of Co>>-

structi.o>>

Costs (as to those portions of the purchase price attri-,

but (bio thereto) t:o t:ho dat:o(s) of payment:

by each of thc rcspccti.vc purchasers; As of thc date of payment. of the purchase price by each such })urchasor as specified herein, thc respective interests in the Palo Vcrdc Statio>>,

hc Project Agreements and tho Gcnera-t3.0>> Lnt3.tlc)llcnt Sh'1'1'cs assigned and tx'ans forred pUrsUa>>t to Section 1 hcrcof shall be roassigncd a>>d rctra>>sfcrrcd without fux.ti)cr aetio>> to thc respect:ivc purchasers.

After thc date upon which tho option is exercised, ALPCO shall have>>o liabi:lity fo). a>>y Co>>struct;io>>

Costs or any other costs u>>dcr thc Agreomcnt a>>d Arizona, Salt River Project:

a>>d Tucson shall assume rospo>>si-bility fo)

<<11 such Co>>struction Costs and other costs undor the Agrccmcnt i>> proportion to their respective intcrcsts in tl)c Palo Vcrdc Stati.on and Project Agree)))cnts a>>d their respective Gcnera-tio>> Entit3cment:

Shares following such roassig>>)))ent and retransfer.

S.

Componsat;ion for Nonuse of Capacity In the cvcnt thariol.lovinp~l:le cxol~clso 0

&tee opt Jun sct forth in Section hereof:

a>>d for a period of thrcc

> ears following the first })ate of Commercial Operation of a>>y Palo Verdo Station Gonerat:ing Unit, eithor Arizona, Salt Itivcr Proj ect or Tucsonaoes not require a3.3. or any portion of the Generation Entitlement Shares reassig)lcd an<) rot).a>>sfcrred pur. Uant to such opti.o)l to 'meet thei.r respective load or I'escrvc rcquireme>>ts, AEPCO sh" 13. bc required to co)))})en-sate Arizo>>a, Salt River Pro joct a>>d/or

Tucson, as the case may be, for that portion of their respective fixed cllarges in con-nection wi.t:h tho Palo Verde Station att ibutablc to tho portion of tho Gc>>cration E>>titlcmont Sllares not required by each such

})arty dUI I>>g Q>>y pcl Iod ox perl.ods whc>>

Uc I Goncrcltlo>> Ent:3.tie ment Shax'c 3.s>>ot xoqu3.l'od to mcct suc)1 load or reserve require" mcn'ts provi ded that any such compensation'hall bc paid for a

)113>>1)ilu)ll 0f o>>c ca3 cndar, mo>>th fox'ach such period.

To thc extent co)A})cnsation i.s paid b>

A}=.PCO ))orcundor, power and energy shall bc

)Aadc available to AEPCO in proport:io>> to tho co))ipcnsation so pa l.(1.

6.

'}'orms.

'l'hc terms "Palo Vexdo Statio>>", "Constructio>>

Costs",

"Go>>erat.3.o>>

)!>> title)))(.>>t Sharc",

"})atc of Commercial Oper;ltion" "Goncxati>>g U>>it", "Project: Agrcomc>>ts",

a>>d "1'artici.-

pant'."

as used herein shall have thc respective mea>>i>>gs set forth I>> th C Ag 1'CC))1C>> t:.

7.

))i,>>di>> P, l:ffcct

~

}hIs Ass Ig>>)l)cnt; 0f l>>tcl'csts cl>>d tho terms contai>>(.'(1

))e)C3.>>

sh;)31 bi>>d;1>>d i>>ulc to ti)c bc>>( fit of t'hc r('.S})co('ivc sl)cccsso) s, nssig>>s, trustees;1>>il/o)'cplc c>>t.-

<<tivos of: thc pa) ties llcrcto.

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8.

Govcl >>ill).'.<<'l'.

l)lis Assi),>>ment 0 f. I>>tcrcs ts s)ia>I bc govcrncd by <Jcoiisirucd in accord<<>>co Wit)i t)>c 3<<(~s of t)ic State of Arizona.

'I

>>'))LR)!I:0)<E, t)>c parties have cxccutcd this Assignmcnt of Interests as of t)>c date first sct fort)> above.

ARI ZONA PUBLIC SERVICE CO) )PANY AT'rES')':

e'ir f a '~lie>. ~ ii I/

C-"

SALT RIVER PROJECT AGRICULTURAL IMPROVEWEN'f AND PONE)<

DISTRIC'1'i'esi(fe>>~

8Gc)'Q)Q)'y TUCSON GAS AND ELEC'fRIC COi~)PANY ATTEST:

-m~@'t S"t')OR

'ICE

)'lie>>)'i;v'iiEiAii<')(I ZONA El.)";CTRIC PO'6'ER COOP ERATIV).. ) I NC.

ATT) hP;

)

General.

~)anager B)

President

<1

Sm) L'F A)<IZONA

)

SS, County of )laricopa

)

25th day of June.

, 1974, before me, the Tlndorsigncd hlotary PTihlic, pcrsonarly appcargcd Y

G yt andi GERALG I. GRIFFIN lgho acknowlc gcg tnoTTsC ives

~to c

thge VICB I'R"Sl!>=-",!P an IR;;,.";;: d'.:s..;",;-'CR. TA;,I of: ARl ZOlgIA PUIII,IC SUR(IICI: Lail'iiXY, an Ari.tons corporation, and that they as such officers, being authorized so to do, executed the foregoing in trument fox the purposes therein contained by signing the nan!e I I>>.:>>

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IN NITN)!SS N))LZI~)-:OF, I hereunto set my hand and official My Commission Lxpires:

ti'ly Commission Expires Rup. 301977 Notary

~u.

IN KI'1'NLzSS l!')I))RLZOF, I hereunto set my hand

<<nd official Ao t<<1 y )lubI 3. c JAMES V..STONE My Commission Expires 3rrr:c 14, 1977, seal.

r~)y Conln!1sslon Lxpi1 Qs:

SrATL: OF A)~IZONA

)

g SSs County of i')aricopa

)

On this l/~ day of

~~~,

l974, before me, the undersigned Notary )'~flic, personally appeared1>>~Jg g~

.;,r-g,. U,,.,

l~gg,y.I

..Idl.'I'gll all. I Ig

'<<'"gg~i' ll' IT',

g '.:I i.>!!provernent district organized and existing under the laws of: the State of: Aiizon<<,g and that they

<>

contained by signing the name of the company by themselves as such President and SÃ."-"=tarp

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S')'A')')i Ol')<IZONA ) ss.

Cou>>ty 0f P1ma

)

On t)iis /I d iy of

"..4c~~~-,

1974, before mc, thc

'/ /,'

~y>>".

I

~ i!.I'l-'

/.// /

to l>~ tTlc SEI!!O!l >iCL ):)'.O'FiI)).'HI an

%c,e-cc. /ri:i ~/..

of TUCSON GAS AND IILI:.CTR1C CI>rf/l'/Vl>, nn /lri -o.na corporation, a'//nt>at tho>

as such officers, hei>>g authoi ized so to do, exected the foregoing i>>stru-mc>>t for the purposes therein contained by signing thc name qf the compan>

by t)icmsclvcs as such

"!!'OR Y.'~" )'P,"::5f)lHII And

+<.C-l./ >.i.-r IN NITNESS bl)))i)iL'OF, I hereunto sct my hand a>>d offic'mal

seal, r~-

1 1-Q-(A.L1.C C

('~1-7.a<I) -C"-.t-.t M> Commission )expires:

1>ig Comtnicl>ion Ezi>ircs Sept. I, 1ÃG S'l'AT)

OF A)IIZONA

) ss.

County of Cochise

)

On th 1 S 2$

d a>' f June

1974, be fore vi ",

the undersigned

)ioi;ary 1'ublic, persona

.y appeared J.

A. 1:artchner.

and Dexter

11. smith

>//ho ach~llolt o/ R~o<

clio/a-

>>d

/Nl l/N/

III,LCTRIC 101\\'L>II CO%I >UZI'lI/L~LC., an Arizona corporation, and thaI:

they as such officers, being authorized so to do, executed thc fore-going i>>strument for thc purposes tiicrcin contai>>ed by sig>>i>>g the na111c of thc coi11pa>>y by thcmsclvcs as such President and Genel.al Hanager seal.

IN N1TN)!SS =)'I')ILc)U 01:, I hereunto sct my hand a>>d official l":>'o)lillll.s530>>

):xp3 1 os:

,':.>!,"I".,'.1'Ij:."10,1 ':gi.'C". 'hPI1!.".4. 19/G

AMENDMENT NO.

1 TO ASSIGNMENT OF INTERZSTS PARTIES:

ARIZONA PUBLIC SERVICE COMPANY, an Arizona corporation

("Arizona" );

SALT RXVER PROJECT AGRICULTURAL 6iPROVEMENT AND POWER DISTRICT, an Arizona agricultural improvement and power district ("Salt River Project" );

SOUTHERN CALIFORNIA EDISON COMPANY, a California corporation

("Edison" ); and ARIZONA ELECTRIC POWER COOPERATIVE, INC., an Arizona corporation

("AEPCO").

DATED:

As of March 15, 1976.

WHEREAS, Arizona, Salt River Project and Tucson Gas and Electric Company

("Tucson" ), having become parties to the Arizona Nuclear Power Project Participation Agreement, dated as of August 23, 1973 (the "Participation Agreement" ), each assigned and transferred to AEPCO, and AEPCO accepted the assign-ment. and transfer of, an undivided interest in the Palo 'Verde Station and in the Project Agreements as defined in the Partici-pation Agreement and a Generation Entitlement Share as herein-after set forth, pursuant to the terms of the Assignment of Xnterests, dated as'of January 1, 1974, by and between Arizona, Salt River Project, Tucson and AEPCO:

Arizona 14 Salt River Project

1%

Tucson 0.4%

WHEREAS, said Assignment of Interests provides that AEPCO shall have the option to resell to Arizona,. Salt River Project and Tucson not less than all of the assigned and trans-ferred respective interests and Generation Entitlement Shares (the "Option" ) at any time prior to the issuance of a construc-tion permit for the first Generating Unit at Palo Verde Station, and that upon AEPCO's exercise of the Option, Arizona, Salt River Project and Tucson, respectively, shall be obligated to repurchase not less than all of the respective interests and Generation Entitlement Shares which were assigned and trans-ferred to AEPCO upon the terms and conditions stated in said Assignment of Interests; WHEREAS, Edison has acquired all of the interest of Tucson in the Palo Verde Station and said Project Agreements and Tucson's Generation Entitlement Share, including all of Tucson's rights and obligations under said Assignment of Interests; and

II I

i

WHEREAS, AEPCO desires, and Arizona, Salt River Project and Edison are willing, to extend the time in which AEPCO shall have the right to exercise its Option under said Assignment of Interests to a date not later than thirty (30) days after the date when the definitive cost estimate to be prepared within a reasonable time after the issuance of construction permits for Palo Verde Station', Units 1, 2 and

,3, has been made available to AEPCO.

NOW, THEREFORE, in consideration of the mutual agree-

ments, covenants and conditions set forth herein and in said Assignment of Interests, the parties hereto agree as follows:

1.

The first two sentences of Section 4 of said Assignment of Interests shall be and hereby are amended to read as follows:

I "At any time prior to thirty (30) days after receipt by AEPCO of the definitive cost estimate for Palo Verde Station to be prepared within a reasonable time after issuance by the U. S. Nuclear Regulatory Commission of construction permits for Palo Verde S'tation, Units 1,,

2 and 3, AEPCO shall have an option to resell to each of Arizona, Salt River Project and Edison, not less than all

,of the respective interests and Genera-tion Entitlement Shares assigned and transferred, under said Assignment, of Interests.

Such Option shall be exer-cised only by written notice thereof delivered in person or sent by registered or certified mail, postage

prepaid, to Arizona, Salt River Project and Edison at their respective addresses set forth'n Section 38 of the Participation

~ Agreement as amended."

2.

All of the other terms and conditions of said Assignment of Interests shall be and remain in full force and effect as originally written and executed, except as provided herein and that hereafter all references therein to Tucson Gas and Electric Company, including all rights, obligations and interests of Tucson Gas and Electric Company thereunder, shall be deemed to be references to, and rights, obligations and interests of, Edison.

3.

This Amendment No.

1 to the Assignment of Xnterests shall bind and inure to the benefit of the respective successors,

assigns, trustees and/or representatives of the parties hereto.

WHEREFORE, the parties hereto have executed this Amendment No. l to the Assignment of Interests as of the date first set forth above.

ARXZONA UBLXC SERVICE COMPANY ATTEST:

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ATTEST ~A C

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Secretary SALT RIVER PROJECT AGRICULTURAL IMPROVEMENT AND POWER DXSTRICT

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f Vice President SOUTHERN CALIFORNIA EDISON COMPANY ATTEST:

By ice President p

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>c. &cp.i ARIZONA ELECTRIC POWER COOPERATIVE, INC.

ATTE By APPROVED A To FrRM Vice ri w""

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STATE OF ARIZONA

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County of Maricopa

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On this l4+ day of c~.~,,

1976, before me, the undersigned Notary Public, perso ally appeared ODS JR.

and Gera!;1 J. P."irfin who acknowledge themselves to be the and Ps=-I":==".,:S"="-arj of ARIZONA PUBLIC SERVICE COMPANY, an Arizona corporation,. and that they as such officers, being authorized so to do, executed the foregoing instrument for the purposes therein contained by signing the name of the company by themselves as such and Q5l""~~~ss. vzCse'trify seal.

IN WITNESS WHEREOF, I hereunto set my hand and official My Commission Expires:

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8 Notary Public STATE OF ARIZONA

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County of Maricopa

) 'ff On this /f day of A.PP L, 1976, before me, the undersigned Notary Public, personally appeared LQHN R. LAssEN and

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A. i c.F who acknowledged themselves to be the and Secrete.

of SALT RIVER PROJECT AGRICULTURAL IMPROVEMENT AND POWER DISTRICT, an Arizona agricultural improvement district, and that they as such officers, being authorized so to do, executed the foregoing instru-ment for the purposes therein contained by signing the name of the company by themselves as such Vioe Pre@iden]

and Secreta seal.

IN WITNESS WHEREOF, I hereunto set my hand and official My Commission Expires:

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3 Notary Public

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STATE OF CALXFORNIA

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) ss.

County of Los Angeles

)

On this 7

day of 1976, before me, the undersigned Notary Public, personall appeared J. T. HEAD JR.

and R. D. GOJ'ma who acknowledged themselves to be the'D,'E-PRESSED and hsa;-.,uT sca~hgy of SOUTHERN CALIFORNlA EDXSON COMPANY, a California corporation, and that they as such officers, being authorized so to do, executed the fore-going instrument for the purposes therein contained by.signing the name of the company by themselves as such vent:z-pRZSIMHT and htsIIie ilKF S ECRK ihtl' seal.

XN WITNESS WHEREOF, I hereunto set my hand and official 40044+ 40004440+44+ 44+0+0+44444 0

OFFICIAL SEAL

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DONA MARY VI(ILCOM80 NOjARY t'JBLIC ~ CALIFORNIA 0

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LOS ANGELES COUNTY J!Y COfr!fhlSSIOil rXPIRB JUYK 18, 1977 4440Ak hrhr hAA e

r r hhr Notary blic I

STATE OF ARIZONA

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County of Cochise

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On this tl day of 1976, before me, the undersigned Notary Public, persona ly appeared and Da Ker, who acknowledged themselves to be the President and G~ e of ARXZONA ELECTRIC POWER COOPERATIVE, INC., an Arizona co poration, and that they as such officers, being authorized so to do, executed the foregoing instrument for the purposes therein contained by signing the name of the company by themselves as such res i g+

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seal.

IN WITNESS WHEREOF, I hereunto set my hand and official My Commission Expires:

J No y Public ri I aV, u

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AMENDMENT NO.

3 OF ARIZONA NUCLEAR POWER PROJECT PARTICIPATION AGREEMENT PARTIES:

ARIZONA PUBLIC SERVICE COMPANY, a corporation organized and existing under and by virtue of the laws of the State of Arizona, hereinafter referred to as "Arizona", SALT RIVER PROJECT AGRICULTURAL IMPROVEMENT AND POWER DISTRICT, an agricultural improvement district organized-and existing under and by virtue of the laws of the State of Arizona, hereinafter referred to as "Salt River Project",

SOUTHERN CALIFORNIA EDISON COMPANY, a corporation organized and existing under and by virtue of the laws of the State of California, hereinafter referred to as "Edison",

PUBLIC SERVICE COMPANY OF NEW ME:(ICO, a corporation organized and existing under and by virtue of the laws of the State of New Mexico, herein-after referred to as "PNM", and EL PASO ELECTRIC COMPANY, a corporation o ganized and existing under and by virtue of the laws of the State of Texas, hereinafter referred to as "El Paso".

DATED:

As of July 22, 1976.

WHEREAS, pursuant to the Assignment of Interests, dated as of January 1,

1974, Arizona, Salt River Project and Tucson Gas and Electric Company

("Tucson" ), each assigned and transferred to Arizona Electric Power Cooperative, Inc.

("AEPCO")

an undivided interest in Palo Verde Station and the Project Agreements, and a Generation Entitlement Share, as set forth hereafter:

Arizona Salt River Project Tucson

l. 0'4

1. 0%

0.4%

which assignment and transfer is reflected in Amendment No. 1, dated as of January.1, 1974

("Amendment No. 1") of the Arizona Nuclear Power.Project Participation Agreement, dated as of August 23, 1973

("Participation Agreement" );

WHEREAS, pursuant to the Tucson-Edison Palo Verde Station Assignment Agreement, dated August 28,

1975, Tucson assigned and transferred its undivided 15.4% interest in Palo Verde'Station and in the Project Agreements and its 15.4%

Generation Entitlement Share under the Participation Agreement, as amended by Amendment No. 1, together with all of its rights

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and obligations under said Assignment of Interests, dated as of

,1anuary I, 1974, to 1'.dison, which assignment and transfer was reflected in Amendment No.

2, dated as of August 28, 1975

'("Amendment No. 2"), of the Participation Agreement; and WHEREAS, pursuant to the Assignment and Transfer dated as of July 22, 1976 between AEPCO and Arizona and Edison and the Assignment and Transfer dated as of July 22,

1976, betweem AEPCO and Salt River Project, AEPCO has assigned and transferred its undivided 2.4: interest in the Palo Verde Station and the Project Agreements and its 2.4~O Generation Entitlement Share under thc Participation Agreement, as amended by Amendment Nos.

1 and 2,

to Arizona, Salt River Project and Edison as set forth hereafter:

Arizona 1.0<

Salt River Project 1.0':

Edison

0. 4>o and Arizona, Salt River Project and Edison each to the extent of its respective interest so assigned and transferred has ac-cepted said assignment and transfer and assumed the rights and obligations of AEPCO in the Palo Verde Station under the Par-ticipation Agreement, as amended by Amendment Nos.

1 and 2.

N04',

THEREFORE, in consideration of the premises and of the covenants and conditions set forth herein and in the Par-ticipation Agreement, as amended by Amendment Nos.

1 and 2, the parties hereto agree as follows:

1.

In order to reflect the assignment by AEPCO to Arizona, Salt River Project and Fdison as aforementioned, the Participation Agreement, as amended by Amendment Nos. 1'nd 2,

is hereby further amended as follows:

1.1 Section 3.28 of the Participation Agree ment as

amended, is hereby amended to read as fol-lows:

"3.28 Generation Entitlement Share:

The percentage entitlement o

eac Par-ticipant to the Net Energy Generation and to the Available Generating Capability.

Each Participan't's pcrccntagc cntitlcmcnt Is <<s

1.0 1Iows

3.28.1 3.28.2 3.28.3 3.28.4 3.28.5 Arizona Salt River Project Edison PNM El Paso 29.1 pcrccnt 29.1 percent 15.8 percent 10.2 percent 15.8 percent 1.2 Section 38.1.6 of the Participation Agreement, as

amended, is hereby deleted.

2.

All references to AEPCO in the Participation Agreement, as amended by Amendment Nos.

1 and 2, and all Project Agreements, including all rights, obligations and interests of AEPCO thereunder, shall be deemed to be refer-ences to, and rights, obligations and interests of Arizona, Salt River Project and Edison, respectively, to the extent of their acceptance of AEPCO's undivided 2.4% interest in the Palo Verde Station.

3.

The Participation Agreement, as amended hy Amendment Nos.

1 and 2 and this Amendment No. 3, shall remain in full force.and effect.

/

WHEREFORE, the parties have executed this Amendment No.

3 as of the date first set forth above.

ARIZONA PUBLIC SERV E

t'ANY

.,e a~hi ATTEST:

~~,A )p WNL X. QUNSLER, SECRETARY Its SALT RIVER PROJECT AGRICULTURAL IMPROVEMENT AND POWER DISTRICT NTERS N:

/'ts Secreta.y ATTEST D'yIts President

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SOUTHERN CALIFORNIA EDISON COMPANY By Its VlCE PR="S! D"=MT Assis.ant Secretary APPROVED AS TO FORM:

ROLLIN E. WOODBURY Vice Prudent 8 General Counsel By ~frM:ZX.~

Senior Caunser

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PUBLIC SERVICE COMPANY OF NEW MEXICO ATTEST:

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Its r":".": s'.en(

Secretariat, EL PASO ELECTRIC COMPANY ATTEST:

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STATE OF ARIZONA

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) ss.

County of Maricopa

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On this ~ day of 197+, before me, the undersigned Notary Public, personally appeared and who acknowledged themselves to be the p

and of ARIZONA PUBLIC SERVICE COMPANY, an Arizona corporation and that they as such officers, being authorized so to do, executed the foregoing instrument for the purposes therein contained by signing the name of the company by themselves as such and IN WITNESS WHEREOF, I hereunto set my hand and official seal.

My Commission Expires:

gg Cqmmisslog E':"iras Jan. 24, 19Sl

~ Notary blic STATE OF ARIZONA

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) ss.

County of Maricopa

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On this +/

day of NARC&, 197tlc, before me, the undersigned Notary Public, personally appeared KARL'.A:.:-L'nd PAUL D. Rlc=-

who acknowledged themselves to be the Pr o!rid'nd sa"P.ETARy of SALT RIVER PROJECT AGRICULTURAL IMPROVEMENT AND POWER DISTRICT<

an Arizona agricultural improvement district, and that they as such officers, being authorized so to do, executed the foregoing instrument for the purposes therein contained by signing the name.of the company by themselves as such President and SKCRFT'.y IN WITNESS WHEREOF, I hereunto set my hand and official seal.

My Commission Expires:

Notary Pubis.c

STATE OF CALIFORNIA

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) ss.

County of Los Angeles

)

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v On this ~~

day of 197+'g be'fore me, the undersigned Notary Public, pe sonally appeared and who acknowledged themselves to be the ice and

~

. ~7'r of SOUTHERN CALIFORNIA EDISON COMPANY, a California.a corp

ation, and that they as such officers, being authorized so to do, executed the foregoing instrument for the purposes therein con-tained by signing the name of the company by themselves as such

-r>>~T and Sec.

+7 IN WITNESS WHEREOF, I hereunto set my hand and official seal.

My Commission Expires:

V i/ 7 STATE OF NEW MEXICO

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County of Bernalillo

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Notary Public 444444444444444444444444+++44/

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QFFICLAL SEAL 4

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On this 2i ~ day of l97

, before me, the undersigned Notary Pu io, pe sonally apoeared

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and

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who ack ow edged themselves to be the Q~~

~~ Q and of PUBLIC SERUICE COMPANY OF NEW MEXICO, a New Mexico corpora on, and that they as such officers, being authorized so to do, executed the foregoing instrument for the purposes therein con-tained by si ning the name of th company by themselves as such ~'

and IN WITNESS WHEREOF, I hereunto set my hand and official seal.

My Commission Expires:

Notary bprc

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STATE OF TEXAS

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County of El Paso

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On this

/..'i day of C.

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1 97+'r before me, the undersigned Notary Public, pe'rsonally appeared

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and y~~ C$. ( ~~...'"

who acknowledged themselves to be the: '-... -..

i.:-. ~-',,. >:.-,.v and e,.-.

of EL PASO ELECTRIC COMPANY, a Texas corporation, and that they as such officers, being authorized so to do, executed the fore-going instrument for the purposes therein contained by signing the name of the company by themselves as such.~:~<'",-

S and s

IN WITNESS WHEREOF, I hereunto set my hand and official seal.

My Commission Expires:

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Notary Public 3AME'S E isROWH Notary Pubhe In and Ior Ihe Counly oi El Paso, Texas My Commission Expires June 1, 1977

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