ML19345E289

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Application for CP & OL
ML19345E289
Person / Time
Site: Yankee Rowe
Issue date: 06/29/1956
From: Webster W
YANKEE ATOMIC ELECTRIC CO.
To:
References
NUDOCS 8101060166
Download: ML19345E289 (43)


Text

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YANKEE ATOMIC ELECTRIC COMPANY 441 STUART STREET, BOSTON 16, MASSACHUSETTS June 29, 1956 A'.de Emrgy Conmission Washington 25, 3. C.

Attention: Division of Civilian Application f.

Dear Sirs:

License Application Pursuant to the Atomic Energy Act of 195h and the Commission's Rules and Regulations issued thertunder, Yankee Atenic Electric Company (" Yankee")

hereby applies for all licenses necessary for the construction and opera-tion by it of an atomic power plant having the characteristics more fully

[j described in this application. Licenses of the following types are re-quested:

class 10h(b) facilities license and constniction permit, special nuclear material license, source material license, and by-product material license. Operators' licenses are not requested, but will be covered by separate applications.

The information required to be furnished in support of this applica-tion is arranged in sections, numbered as shown by the following table of contents. Any supplements or amendments will be sulnitted in such fem as will pemit the insertion of new or substitute pages, thus facilitat-ing compilation of the amnded application in current form. Restricted Data will be supplied on green pages.

It is contemplated that all or selected parts of this application may be referred to or incorporated by reference in applications which may from time to time be filed by contractors and others interested in the 876/6&n/L L

Atomic Energy Commission June 29, 1956 the construction or operation of the Yankee plant.

Yankeo agrees that it will not permit any individual to have access to Festricted Data until the Civil Service Commission shall have made an investigation and report to the Atomic Energy Commission on the charactor, associations and loyalty of such individual, and the Atomic Energy Commis-sion shall have determined that permitting such person to have access to Restricted Data will not endanger the common defense and security.

YANKEE A'IUMIC ELECTRIC COMPANY By k

hD William Webster, President Ccmmonwealth of Massachusetts June 29, 1956 Suffolk as.

Then personally appeared before me William Webster, who, being duly sworn, did state that he is the President of Yankee Atomic Electric Com-pany, the applicant herein, that he is duly authorized to execute and file the foregoing application in the name and on behalf of Yankee Atomic Electric Company, and that the statements in said application are true to the best of his knowledge and balief.

[C. NL - _

Donald G. Allen, Notary Public My Commission expires Jan. 29, 1960.

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TABLE OF CONTENTS A.

General Information 1.

Description and qualificatiens of applicant 10 Crganization and Control 11 Financial Qualificatiens 12 Technical Qualifications 2.

Sumnary of proposed facility and activities 20 Sunnary of Yankee program 3

Licenses 30 Licenses applied for; term of licenses 31 Special nuclear material requirenents I

D.

Technical Informatien frelininary Hazards Summary Report 1.

Nuclear Reacter Design 100 Leneral l

101 Core Design 102 Criticality Ccnsiderations 103 Critical Experiments l

ICL Control 105 Reactor Ccre Evolution l

2.

Plant Design l

200 General i

201 Reactor Pressure Vessel

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l 202 Main Coolant System 203 Instrumentation and Cor. trol 20h Purification System l

l 205 Charging and Volume Control System i

l 206 Pressure Control and Relief System

[

207 Decontamination System llllI 206 Waste Disposal 209 Shutdown Cooling System l

210 Mcnitoring and Alarm System l

Xt10 6/29/56 CROSS REFERENCE SHEET Information required by regulation Location in application Section Section U

(a) Name of applicant 10 Organization and control (b) Address of applicant 10 Organization and control (c) Description of business 10 Organization and control (d) State of incorporation )

Principal location

)

Directors and officers )

10 Organization and control Foreign control

.)

Agency

)

(e) Class of license 30 Licenses applied for Use of facility 20 Summary of Yankee program Term of license 30 Licenses applied for Other licenses 30 Licenses applied for (f) Financial qualifications 11 Financial qualifications (g) Technical qualifica' dons 12 Technical qualifications (h) Completion dates 20 Summary of Yankee program l

(1) Regulatory agencies, et,c.

Inapplicable, since a class 10? license is not regnested.

(j) Restricted Data Restricted Data appears on green pages, to per-mit ready separation of classified from unclassi-fied infomation.

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Plant resign (cont.)

211 Radiation Shielding 212 Chenical Snutdown Rysten f

213 Vapor Containment 21L Vacor Centainer Ventilation Systen 215 Fuel Handling Systen i

216 Stean-clectric Flant 217 Fire Prctection Systen 216 Corresica Centrol Systen - Hydrogen Injection 219 Safety Injecticn - Shield Tank Cavity Systen 220 Sannli ng Sys ten 221 Vent and Drain Sys ten 222 Cenpenent Cccling Sys ten 3

Site 1

300 3eneral l

301 Meteorclegy l

302 Rycrolccy 303 Geology 30h Seisnology 305 Preoperational Radiatien Mcnitoring h.

Plant Operaticn LCO General LOl Flant Organizatica LO2 Fersonnel Training LO3 Initial Plant Inspection and Testing LOL Normal Operating Procedures LOS Erergency Procedures l

LO6 Refueling Frecedures LO7 Radiological dealth and Safety LOS Plant Maintenance and Access LO9 Reutine Testing Programs l

L10 Plant Security and Special Nuclear Materials Transfer and Accountability 5.

Accidents and Hazards i

1 1

500 General 501 Reactivity Accidents 302 Chenical Accident 503 Mechanical Accidents 50h core Meltdown 303 nazarcs iron neactor Accident

--ic Conc,iusions i

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Section Section 50 3h_

(a) Processes to be performed 100-105 Nuclear design (b) Description of facility 200-222 Plant design (c) Description of site 300 Site - general (d) Operating procedures and safeguards h00-h10 Plant operation (e) Emergency and protective procedures h05 Emergency procedures (f) Meteorological, M drological, 301 Meteorology

/

geological and seismological 302 Hydrology data 303 Geology 30h Seismology (g) Safety evaluation 500-506 Accidents and Hazards (h) Waste disposal 208 Waste disposal 7(_,)

(i) Atmosphere discharges 208 Waste disposal 50.37 Agreement re Restricted Data See letter of application 50.60(b)

(1) Financial qualifications 11 Financial qualifications (2) Estimated schedule of special 31 Special nuclear material nuclear material requirements requirements (3) Estimated schedule of production, 31 Special nuclear material consumption and operating losses requirements of special nuclear material (h) Estimated schedule of transfers 31 Special nuclear material of special nuclear material to requirements Commission or other licensras g

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'2/27/57 Section Section 70.22(a)

(1) Name

)

Address

}

State of incorporation )

10 Organization and control Principal location

)

Officers

)

Foreign control

)

(2)

Proposed activity 20 Summar/' of Yankee program (3) Term of license 30 Licenses applied for (h) Production of special 31 Special nuclear material nuclear material requirements 100-105 Nuclear Design (5) Estimated schedule of special

)

nuclear material requirements Estinated schedule of production,)

consumption and operating losses )

31 Special nuclear material

('

of special nuclear material

)

requirements V

)

Estimated schedule of transfers )

of special nuclear material to

)

Commission or other licensees

)

(6) Technical qualifications 12 Technical qualifications (7) Safety features of equipment 200-222 Plant design (8) Safety procedures h00-h10 Plart operation 4

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F YANKEE ATOMIC ELECTRIC COMPANY Licenso Application covering Pressurized Water Reactor in connection with ; mposed 13h,000 IGi nuclear power plant at Rowe, Massachusetts (AEC Docket No. 50-29) s Part A GENERAL INFORMATION j/f.

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10:1 6/29/56 i

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1.

DFSCRIPTION AND QUALIFICATIONS OF APPLICANT i

10 ORGANIZATION AND CONTROL i

Name and address of applicant Yankee Atomic Electric Company hhl Stuart Street I

Boston 16, Massachusetts i,

Principal location Yankee's principal office is located at hhl Stuart Street, Boston 16, Massachusetts. Its proposed nuclear power pleut will be located in Rowe, j

Massachusetts.

4 Organization Yankee is a corporation, organized as an " electric company" under Massa-chusetts utility laws on September 17,195h.

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10:2 ll/2h/38 gb Officers and Directers The names and addresses of the officers and directors of Yankee are set forth below. All are citizens of the United States of America.

OFFICERS Name Office Address William Webster President hkl Stuart Street Boston 16, Mass.

Mcward J. Cadwell Vice President h5 Federal Street Greer. field, Mass.

Roger J. Coe Vice President hhl Stuart Street Bosten 16, Mass.

Thomas G. Dignan Vice President 162 Tremont Street 3cston 12, Mass.

Herbert M. Johnson Vice President hul Stuart Street g'_w/

g Boston ' o, Mass.

s.

Shernan R. Knapp Vie

  • Dre si d e,+

a Street cerlin, Conn.

Harry Hanson Treasurer khl Stuart Street Boston 16, Mass.

Albert E. Westwood Asst. Treasurer hhl Stuart Street Boston 16, Mass.

Leeds A. Wheeler Clerk hh1 Stuart Street Boston 16, Mass.

Donald G. Allen Asst. Clerk hh1 Stuart Street Boston 16, Mass.

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DIRECTORS V

Nane Address Austin D. Barney The Hartford Electric Light Company 26o Pearl Street Hartford 15, Connecticut Howard J. Cadwell Western Massachusetts Electric Company h5 Foderal Street Greenfield, Massachusetts Floyd D. Campbell New England Gas & Electric Association 727 Massachusetts Avenue Cambridge 39, Massachusetts Charles A. Ccolidge Ropes, Gray, Best, Coolidge & Rugg 50 Federal Street Boston 10, Massachusetts Albert A. Cree Central Vennont Public Service Corporation 121 West Street Rutland, Vermont Thomas G. Dignan Boston Edison Company f ~x 182 Tremont Street

(_,,)

Bos ton 12, Massachusetts Sherman R. Knapp The Connecticut Light & Power Company Selden Street Berlin, Connecticut Irwin L. Moore New England Electric System hhl Stuart Stre.et Bosten 16, Massachusetts Guido R. Perera Eastern Utilities Associates h9 Federal Street Poston 7, Massachusetts Avery R. Schiller Public Service Company of New Hanpshire 1087 Elm Street Manchester, New Hampshire Olcott D. Smith Day, Berry & Howard 750 Main Street Hartford 3, Connecticut William Webster New England Electric System hhl Stusrt Street Boston 16, Massachusetts OV William F. Wyman Central Maine Power Company 9 Green Street Augusta, Maine

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stecxwe1eer-The stockholders of Yankee are the following New England electric uti-lities, whose hddings of Yankee's outstanding capital stock are in the percentages indicated:

Stock Na=e Address Percentage New England Power Company (a) hhl Stuart Street 30.0%

Boston 16, Mass.

The Connecticut Light and P. O. Box 2010 15.0%

Power Company Hartford 1, Cenn.

Boston Edison Company 182 Tremont Street 9.5%

Boston 12, Mass.

Central Maine Power Company 9 Green Street 9.5%

Augusta, Maine The Hartford Electric Light 266 Pearl Street 9.5%

Company (d)

Hartford 15, Conn.

Western Massachusetts Electric h5 Federal Street 7.0%

Company Greenfield, Mass.

Public Service Company of New 1087 Elm Street 7.0%

Hampshire Manchester, New Hampshire Montaup Electric Company (b) 85 North Main Street h.5%

Fall River, Mass.

New Bedford Gas and Edison 727 Massachusetts Avenue 2.5%

Light Company (c)

Cambridge 39, Mass.-

Cambridge Electric Light 727 Massachusetts Avenue 2.0%

Company (c)

Cambridge 39, Mass.

Central Vermont Public Ser-77 Grove Street 3.5%

vice Corporation Rutland, Vermont 100.0%

(a) Subsidiary of New England Electric System (b) Subsidiary of Eastern Utilities Associates (c) Subsidiaries of New England Gas and Electric Association (d) The Connecticut Power Company, formerly a stockholder of Yankee, was merged into The Hartford Electric Light Company on January 1, 1958.

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Foreign control Yankee is not owned or controlled by any alien, foreign corporation or foreign government.

Agency Yankee is not acting as agent or representative of another person in filing this application.

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11:1 h/ 6/60 p.

d 11 FINANCIAL QUALIFICATIONS Construction Costs Yanke a's financing program, which was reviewed in this docket in 1959,*

assures the availability of $57,000,000 of funds to meet the estimated total capital requirements of the project as follows:

First mortgage bonds

$20,000,000 Unsecured bank borrowings 17,000,000 Capital stock 20,000,000

$57,000,000 Bond purchase agreements dated December 15, 1958 contain commitments for the purchase of up to $20,000,000 of Yankee's First Mortgage Sinking Fund Bond, Series A, 5%, as follows:

The Equitable Life Assurance Society of the United States

$6,000,000 Aetfla Life Insurance Company 2,500,000 John Hancock Mutual Life Insurance Company 2,500,000 The Northwestern Mutual Life Insurance Company 2,000,000 g

The Travelers Insurance Company 2,000,000 Q

Cennecticut General Life Insurance Company 1,500,000 0 The Connecticut Mutual Life Insurance Company 1,000,000 New England Mutual Life Insurance Company 1,000,000 Phoenix Mutual Life Insurance Company 1,000,000 National Life Insurance Company 500,000

$20,000,000 The bonds are issued under and secured by an Indenture of Mortgage and Deed of Trust dated as of June 1,1959, to old Colony Trust Company, as trustee.

Copies of the bond purchase agreements and indenture appear following this section, marked Exhibit llA and Exhibit 11B, respectively.

A bank credit agreement with The First National Bank of Boston, dated Decmbor 15, 1958, contains a comnd tment by the bank to make unsecured loans up to $17,000,000, evidenced by Yankee's h-3/h% promissory notes.. A copy of the bank credit agreement appears following this section, marked Exhibit 110.

Stockholder ^ Agreements dated December 10,1958 provide for the purchase of common stock by Yankee's eleven stockholder companies in the following stock percentages:

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  • Intemediate Decision dated May 19, 1959, became final June 10, 1959.

11:2 h/6 /60 p

New England Power Company 30.0%

V The Connecticut Light and Power Company 15.0 Boston Edison Company 9.5 Central Maine Power Company 9.5 The Hartford Electric Light Conpany 9.5 Western Massachusetts Electric Co=pany 7.0 Public Service Company of New Hampshire 7.0 Montaup Electric Company h.5 New Bedford Gas and Edison Light Company 2.5 Cambridge Electric Light Coapany 2.0 Central Vermont Public Service Corporation 3.5 100.0%

A copy of the stockholder agreements appears following this section marked Exhibit llD.

The issuance of the foregoing bonds, notes and stock was approved by the Massachusetts Department of Public Utilities and by the Securities and Exchange Commission urxler the Public Utility Holding Company Act of 1935.*

The basic stock investment of $20,000,000 was ca1 plated by the stockholder companies on June 12, 1959. The initial sale of bonds pursuant to the bond purchase agreements took place on July 15, 1959, concurrently with the ini-tial borrowings urder the bank credit agreement. Project costs since that time have been financed by the sale of additional bonds and by additional n

bank borrowings as funds have been required. As of April 6,1960, the amount

\\j of outstanding bonds and bank borrowings is as follows:

Bonds Bank borrowings Total commitments

$20,000,000

$17,000,000 Outstanding 9.500,000 6,500.000 Balance

$10,500,000

$10,500,000 Yankee's financing program was predicated on estimated total capital requirements of $57,000,000. A comparison of this estimate as at January 31, 1959 ** and February 29, 1960 is as follows:

  • Yankee Atomic Electric Comoany, D.P.U.1280', February 16,1959, 27 PUR 3d 308; Ekee Atomic Electric Company, H.C.A.R. Ih025, June 12,1959, 29 PUR 3d 297; and prior crders cited therein.
    • See Intermediate Decision in this docket dated May 19, 1959.

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Estir.ated project ecste Jan. 31, 1950 Feb. 29,1960 Easic ccnstr2cticn cost SL2,h00,000 336,9hC, COO Site acquisition 200, COO 200,0C0 Contingencies and escalation 3,900,0C0 6,200,000 Interest during construction 3,000,000 3,000,0C0 A11cwance for Yankee adninistration, P.D and prelininary operation (after credit fer pcwer revenues dring cens truction peried) 2,h00, COO 2,$60,0C0 Fabrication of initial core and asscciated costs 3,600,0C0 h,3CO,000 Allowance for working capital

_1,500,000 1,500,000 Tetal 857,000,000 357,000,000 The estir.ated basic constraction cost at February 29, 1960 reflects actual

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costs and ec.v.itr.ents a t t.r.at date of $32,h96,0h6, and includes substantially the full ancunt of escalatien anticipated to cenpletion.

In view of the ad-vanced State of construction, the allowance for contingenci?= and escalatien of $6,200,000 appears adequate.

A preliminary research and devalopr.ent progran was carried out witn Con-nission assistance under the ?cwer Dtncnstration ?.eactor Progran.

all ecsts of tnis progran have been reinbursed to Yankee by the Cennission fromSuostantia the S3,000, COO of funds previded for '.nat purpose by AIC Contract No. AT(30-3)-222 dated June h,1956.

The S57,C00,000 estinate of total capital require ents of the project is exclusive of Connissien assistance under this ccr: tract.

1113A h/6 /60 YANKEE ATOMIC ELECTRIC COMPANY Balance Sheet at February 29, 1960 ASSETS Plant investment (unfinished construction rd initial core)

(Note A)

$33,111,638 Current assett Cash 928,52h Special deposits Accounts receivables Atenic Energy Connission 8

50,536 Associated ccnpanies hl,667 Other 23,19h 115,397 Prepaid accounts 39.h61 Total current assets 1,083,332 Total Assets

$3h,195,020 LIABILITIES AIO CAPITAL Capital stock par value $100 per share, 200,0]O sharas authorized and outstanding 820,000,000 Long-tem debt First Mortgage Sinking Fund Bonds $2 Series A, 5%, due January 1,19 (Note B) 8 7,500,000 Notes payable h-3/h% - The First Nations 1 Bank of Boston, due not later than January 1,1968 6,500,000 lb,000,000 Current liabilities l

Aceounts payable 16,120 i

Ac:: rued accounts:

I Interest on long-tem debt 12h 097 3

other 5h,803 178,900 Total current liabilities 195,020 l

Total Liabilities and Capital 83h,195,020 l

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. Note As At February 29, 1960, outstanding comitments for plant construction l

and equipment, including the initial core, amounted to approximately 35,93h,000.

p Note Br An additional 62,000,000 principal amount of First Mortgage Sinking

,U Fund Bonds, Series A, 5%, were issued and sold on March 22, 1960.

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Operating Costs Funds to meet all operating costs will be provided by payments made by the stockholder ccmpanies under Power Contracts and Research Agreements dated June 30,1959, copies of which appear fullcwing this section, marked Exhibits.llE and llF, respectively. Since Yankee's operating costs cannot be determined in advance, these contracts provide for payments which in the aggregate will equal Yankee's total operating expenses, including deprecia-tion at the rate of 5% per annum and an annual return on investment equal to 5% of the net plant rate base. The power contracts have been approved by the Massachusetts Department of Public Utilities

  • and will be subject to the rate jurisdiction of the Federal Power Commission under Part II of 1

the Federal Power Act.

Accountability for special nuclear material Payments by the stockholder companies under the fomgoing power con-tracts and research agreements will include amounts sufficient to provide for all elements of fuel expense including, among other things, all charges i

payable to the Commission for the use and consumption of special nuclear material. In addition, Yankee will maintain property damage insurance under the standard fom of policy issued by the Nuclear Energy Property Insurance Association and the Mutual Atomic Energy Insurance Pool which will provide coverage against any extraordinary loss or damage to special nuclear material j

while in Yankee's possession or in transit to or from the plant.

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Financial protection Prior to operation of the plant, Yankee will obtain public liability insurance under the standard form of policy issued by the Nuclear Energy Liability Insurance Association and the Mutual Atomic Energy Liability Underwriters in the amount of $60,000,000, and will enter into an indemnity l

agreement with the Commission pursuant to section 170 of the Act and the Commission's Regulations Part lho.

  • Yankee Atomic Electric Company, D.P.U.12802, February 16, 1959, 27 PUR 3d 300.

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YANKEE ATWIC EL!IT' TIC CmT%KY Statement of Estimated Income (willions of Dallars)

Rased on Capitalitation Shown Below lat Year of 2nd Year of 3rd Year of hth Year of 5th Year of 6th Year of 7th Year of f'th Year of 9th Year of 10th Year of Total of First Doe ration 0:: era tion Ocaration Operation Operation Ope ration Operation Opera tion Ot e ra tion Operatica 10 Years 5,000 Hours 5,000 pours 7,0n0 Fours 7,000 Fours 7,00n Hours 7,000 Hours 7,000 Hou rs 7,000 Hw rs 7,000 5 burs 7,000 58m:rs w,0uo *Ns P-r.un 7 rom Flectric Sales and Mosearch Payeents by Sponsors

$13.9

$12.2

$12.7

$12.h

$12.1

$12.h

$12.3

$11.e

$11.$

$11.7 3R).1 Drpens a 0 prating Costs Other than Fuel

.7

.7

.7

.7

.7

.7

.7

.7

.7

.7 7.0 Fuel Charges Peactor C5re Use f 3.1 2.3 2.5 2.3 2.1 1.9 1.7 1.5 1.4 1.3 20.6 Othir Fuel Charges. Eet

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.2 1.0 1.2 1.3 2.0 2.1 2.1 2.1 2.1 L.s Total Fuel Charges 3.5 2.5 1.$

1.5 3.L 3.9 1.5 3.$

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i..s Insurtnee cremiums

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.3

.3

.2

.2

.2

.2

.2

.2

.2 2.3 Kaintansnee

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.5

.5

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5.0 Der recie tion iLector and electric structtres and epi;.sent (20 years) 2.7 2.7 2.7 2.7 2.7 2.7 2.7 2.7 2.7 2.7 27.0 Tex:s Municipal, State and Federal (es. F.I.T. )

.h

.h

.h

.k

.h

.h

.h

.a

.h 4.0 Fodsrnl Inecae Tax

(.3)

.2

.7

.7 1.1 1.5 1.4 1.4 1.6 53 redaral Income Tax Deferred 1.h 1.1

.9 6

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.3

(.2)

(.3) i4. 2 Tescarch arrt Development

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.h

.h

.h

.4

.2

.2

.2

.2

.2 3.3 Contingencies 1.5 9

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.3

.3

.3

.3

.3

.5

.3 3.0 Total Expenses 11.1 7.5 10.2 10.0 9.9 la.)

10.)

10.0 1.7 10.4 4.)

Crosa Incomee 2.8 2.7 2.5 2.h 2.2 2.1 2.0 1.6 1.7 1.)

21.6 Int"rrst Charges 70,Gw,000 of First "crtgage Bonts. Si 1.0 1.0 1.0 1.0 1.0

.8 5

.5

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.2 7.5 7

5,

.2 2.2

$17,000,000 of Unsecured Notes - h.3/h1 Total In*erest Charges 1

1.7 1.5 1.2 1.0

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.4 2

Net Iraone 1.

1.0 1.0 1.2 1.2 1.5 1.u 1.)

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  1. Estimatad life of first core is 5,000 hours0 days <br />0 hours <br />0 weeks <br />0 months <br />. 2/5 of which is charged to preliminary operation (plant): second core 8,f t)0 hours0 days <br />0 hours <br />0 weeks <br />0 months <br /> t third and fourth core 10,0u0 hours; fifth core ll,M) ttou rs ;

subsequ:at cores 12,000 hours0 days <br />0 hours <br />0 weeks <br />0 months <br />.

Plant depreciated over 20 years and Bonds to rature in 20 years.

rey:sents 51 return on average not plant plus working capital ($57,000,00) initially).

O Plutonium is credited as follows: First two years of operation - $30 per graag next one and one. half years - $16 per graag thereafter. $12 per gram.

/,O 1l l % j[ h C A UITA LI7 ATION (a) Bonds - Sg

$20,000,000

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(b) t'nsecured potes h.3A1 17,0uo,000 4(O A:g [t- (\\

(c) " referred and/or Cossion Stock 20,0uo Ou0

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,- N Total $53.5 million for plar.t: $2 million for 3/5 cost of eo Q'0[Ao {g*

first core and $1.5 million for working capital

$57,000,000 N

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YU.7tg ev3 p;e. T3IC CC*rtK7 Statemant of Estimted Cash Fecelets and Disburs-ents (Millions of Ibllars)

Based on Capitalization Shewn Pelev Total of First 1st Year 2nd Year led Year hth Year 5th Year $th Yea _r 7th Year 8th Year 9th ' ear lLtn Yeae 10 Years 1.

Cash Palance at Beginning of Period

!?.2

!?.0

?).2

$?.0

  • 1.2 33.0

'?.0

$1.h 21.2 2.

Cash F.eceipts (a) Vorking Capital - Criginal Fin =ncing 31.5 81.5 (b) 'et Inecre bercre Dividends e 1.0 1.0 1.0 1.2 1.2 1.3 1.4 1.3 1.3 1.h 12.1 (c) Reactor Core Use 3.1 2.3 2.5 2.3 2.1

  • 1.9 1.7 1.5 1.h 1.5 20.h (d) Depreciation 2.7 2.7 2.7 2.7 2.7 2.7 2.7 2.7 2.7 2.7 27.0 (e) Federal Incore Tax Acertals 1.1 1.1 1.1 1.3 1.3 1.h 1.5 1.h 1.h 1.5 13.1 (f) Chort-term Porrowing 1.5 1.5 Total Cash Receipts 10.9 7.1 7.h 7.5 7.3 7.3 7.3 9.9 S.E 7.1 75.9
3. ' Total 10.9 9.3 9.h 10.7 9.3 6.5 10.3 8.9 6.2 6.3 75.5 h.

C:sh Disbursa-ients (a) leactx Core #

3.7 3.0

.5 3.0 3.0 2.5 1.5 1.0 2.5 20.7 (b) Federal Inccme Tax Tayments

.2

.8 1.0 1.3 1.5 1.5 1.7 0.0 (c) Ccnstruction and/or Drprovnents

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.5

.5

.5

.5

.5

.5

.5

.5

.5 5.0 (d) Cividend r yments 4 1.0 1.0 1.0 1.0 1.0 5.0 a

(e) Payment of Short-term Debt 1.5 1.5 Total Cash Disbursements 5.7 3.5 1.0 3.7 4.3 2.5 5.3 u.5 3.0 5.7 ao.?

5.

Available Cash at End cf neried 5.2 5.6 8.h

?.0 5.0 6.0 5.0 h.u 4.2 2.6 H4 d.

Cash Required for rebt Retirement 3.0 3.8 5.2 5.0 3.S 3.0 3.0 3.0 3.0 1.5 33.3 7 Cash Balance at End of Period

$2.2 S2.0

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??.0 21.2 23.0

$2.0 31.h 31.2 7'

31.1 preposed rebt Re*irement First M:rtgage ?cnds ($20,000,000)

?egular sinxing Fura Fayr.ents 81.5 31.5 31.5 81.5 S1.5 37.5 C;.tieral Siry ng Fund Payments

!.6 31.1 81.7 1.5 1.5 1.5 1.5 9.8 rnsecurad Nota ($17,000,000)

?.egular Sinn ng runo raynents

$3.0 3.0 3.0 3.0 1.7 13.7 Optional Sinking rund payments

.6 1.h 9

.2 3.3 Cross ineo:ce based on 51 return en average net clant plus working capital (total of $$7,000,000 initially).

e 1

Estinated life of first ecre is 5,000 hours0 days <br />0 hours <br />0 weeks <br />0 months <br /> - 2/5 or which is charged to orelimirary creration (clint): second ecre 8,000 hour0 days <br />0 hours <br />0 weeks <br />0 months <br />s: third and fourth cores 10,000 hcurs; fifth core 11,000 hours0 days <br />0 hours <br />0 weeks <br />0 months <br />; subsecuent cores 12,000 bcurs.

  • >le nt de recia ted ever 20 years and Bends mature in 20 years.

W Dividend payment assuned to be 55 annually of equity beginning in sixth year. On this basis earned surplus is reeputed to be Si.h million at end of fifth year ana 37.1 millica at end cf tenth year.

fi[]f"N /.ml l % \\

CA PITA LI*.ATICN

/

I f

(a) Bonds - SC 820,000,000

'['

% h4, (b) Unsecured Notes - h-J/M 17,000,000 Q

x '/

f; 4 \\, /

(c) Dreferred and/or Common Stock

20. M,000 H

3

  1. ~'4 Total 853.5 million for elant-82 million for 3/5 cost of rirst RZ 0(j
  1. pg'd Q core and 81.5 million for working capital 157 000,000 sn -

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EXHIBli11 D

[ Composite Conformal Copy]

f6 - M A.WM2<b" y STOCKilOI.DElf AGitEEllENT, dated I)ccember 10,195s between Lsm M63nc e Eurtmc Courssv ("Yankve") and (the names of the Stockholders appear in the attached' 4,

Jppoulir] (the "Stockholdor").

Yankee is a Massasnusetts electric company, organized in 1954, which has under-taken the construction and operation of a nuclear power plant of approximately 134,000 kilowatts net electrical capacity, to be located at Rowe, 3f assachusetts (the

" plan t "). Construction of the plant is now under way, with completion scheduled for 1960. The plant is expected to be the first nuclear power plant in New England and one of the first in the nation. Because of its importance in the development of conunercial nuclear power, it is one of the projects meluded in the Atomic Energy Commission's Power Demonstration Ileactor Program.

Ily separate contracts, Yankee will aeree to. cell the entire net electrical output of the plant to the New England utility companies which are its stockholders, and to make available to them such information as may from time to time be useful to them as a result of Yankee's experience in the design, planning, construction and operation of a demonstration nuclear power plant. The percenta., of Yankee's presently out-standing stock held by these companies and the percer. ages of the output of the plant to be purchased by them are as follows:

Stock Potter Percentage Tcreentage New England Power Company.........................

30.0 %

30.0 %

The Connecticut Ligit and Power Company....

15.0 15.0 Bos t on Edison Company..............................

9.5 9.5 Cent ral Maine Power Company........................

9.5 The llartford Electric Light Company..................

9.5 9.5 Western Massachusetts Electric Company.......

7.0 7.0 f)

Public Service Company of New Hampshire.............

7.0 16.5' v

Mont aup Elect ric Company............................

4.5 4.5 i

New Bedford Gas and Edison Light Company 2.5 2.5 Cambridec Electric Light Company....................

2.0 2.0 Central Vermont Public Service Corporation............

3.5 3.5 l

/

f (ep d} 2hn 100.0 %

100.0 %

\\

7 3 h' _1 utlic hervice company of New Hampshire prq oses to enter into arrangements to supply poor to Central 3faine Jl c 3 f\\

. er Pompany in amounts e quivalent to 9.T@ of the net ehrtrical cutput of the Yankee plant, after appropriate g

,N;';

/ V cance for transmission lones.

-J yn

\\

l a

w N Yankee's present capitalization consists of $S,000,000 of common capital stock, l

. [ winen ims been purchased for cash at par by the foregoing stockholders. Yankee's esti-a o

mateil capital requirements aggregate $57,000,000, which Yankee proposes to finance i

through the issuance of senior securities to provide funds of $37,000,000 and additional g

capital stock to provide total equity funds of $20,000,000.

In consideration of the foregoing, of similar stockholder agreements executed by others, and of the mutual covenants contained herein, the parties agree as follows:

1.

From time to time prior to the plant completion date when additional shares of its capital stock are offered by Yankee to its stockhohlers for subscription, and until the total l

amount of Yankee's capital stock and capital stock premium accounts, together with any amounts to be received upon the issue and sale of the shares then being offered for sub-scription, shall aggregate $20,000,000, the Stockholder will subscribe for, and thereafter will purchase,its stock percentage of such shares, at a price not less than the par value thereof, i

payable in cash on such terms and at such times as may be specified by Yankee when said shares are offered for subscription. If any additional shares of its capital stock are atTered l

1 l

by Yankee to its stockholders to meet all or any par t of the execr capital re.piirement< of the project, the Stockholder will in like manner subscribe for and purchaw its stock g

percentage thereof.

W The " plant completion date'- i " be the date on which Yankee shall have placed the plant in satisfactory operation, as determined by Yankee's board of directors and evi-denced by notice to its stockholders.

The " excess capital requirements of the project" rhall be such capital requirements in excer of $37,000,0n0 as Yankee may require to complete construction of the plant and place it in satisfactory operation and to provide adequate working capital for the con-i tinued operation of the plant, as determined by Yankee's board of directors at any t me or from time to time prior to the plant completion date and evidenced by notice to it3 stockholders.

2.

Yankee will proceed with due diligence with the construction and operation if the plant, and will keep the Stockholder currently informed as to the progress of the project and its anticipated capital requirements. Yankee will use its best eiTorts to com-plete construction of the plant on the presently estimated construction schedule (and in any event prior to January 1,1962) and within the limits of present cost estimates.

3.

The obligations of the Stockholder hereunder are subject to the following con-ditions :

(a) That all necessary regulatory approvals shall have been received for the issue and sale by Yankee of any shares of its capital stock which it may from time to time offer a

to its stockholders for subscription, and for the acquisition by the Stockholder of its stock W

percentage of such shares; and (b) That Yankee shall have entered into contracts for the issue and sale of its senior securities sutiielent to provide capital funds aggregating $37,000,000, and that no regula-tory approvals neee:.ary for the issue and sale of such senior securities shall have been denied or revoked, or granted upon conditions unacceptable to Yankee.

The parties will use their best efforts to obtain, or to assist in obtaining, the fore.

going regulatory approvals.

4.

The Stockholder acknowledges notice of the restrictions on stock transfer con-tained in Article IV, section 3 of Yankee's bylaws, and agrees to be bound by said provi-sions with respect to all shares of Yankee's capital stock which it now owns or may here-after acquire.

5.

Thi.s agreement, and the obligations of the parties hereunder, shall terminate if the stockholders of Yankee, by vote of not less than 75% in interest of the outstanding stock having general voting rights, shall vote to discontinue the construction or operation of the plant or to liquidate Yankee and wind up its atTairs.

6.

This agreement is the corporate act and obligation of the parties hereto, and any claim hereunder against any stockholder, director or officer of either party, as such, is expressly waived.

g 2

)

l Ix WrrNESS WHEREOF Ibe parties haVe executed this agreement as a sealed instrument l

by their respective officers thereunto duly authorized, as of the date first above written.

w

[

YANKEE ATO31IC ELECTIIIC CO31PANY By.......................................

t l

ATTEST :

(Stockholder)

By.......................................

ATTEST :

lForms of signatures appear in the attached 21ppendi.r.]

I l

O 3

$ 1*PE N DIX hl Separate Stockhohler Agreenients were entere<l into, iilentical in fornt with tlu fore-going except as to the execution thereof arul except that on pat;e 1 the ruunes of the respective Stockhohlers were inserted.

The Stockhohler Agr eernents were executed by the respective parties thereto, under their corporate seals, as follows:

YANKEE ATO311C ELECTRIC C(OIPANY ATTt:sT :

1y Wn.urst WEBSTER, PrcJident 1). G. Ai.u:x,.1 nl. C/c rk NEW ENGLAND POWER CO31PANY A TTi.sT :

I!y HonEnT F. Kaarsc, Prcsident Josi:en N. Coron.TT, Ulrrk TIIE CONNECTICUT LIGIIT AND POWEli C(OIPANY Ani:sT :

1y Stu:nsr AN R. K N AcP, President R. F. l'uousT..% trelar!!

BOSTON EDISON CO31PANY A TTr:sT :

liy Tuo3f AS C. DIGNAN, President Eowix J. Lu:, C/crk CENTRAL 31AINE POWER CO31PANY AnnsT :

1:y W. F. Wr3f AN, Presidcnl NA t u AxiEL W. WitroN. & crrturf/

Tile II ARTFol!D ELECTRIC LIGllT U(OIPANY A nssT:

liy it. A. GinsoN, Prcsident C. T. DwnntT WESTERN 31ASSACIlUSETTS ELECTRIC CO31PANY AnesT :

liy llowAnn J. CAnwri.L, Prcsident J A stts Giuv, CIc rk PUBLIC SERVICE CO31PANY OF NEW IIA 31PSIIIRE AntsT :

Ily A. R. Hen ru.ta, Presidcnt A N ADl:11.1: L AN DI:Rs, 8rcr# litrff 310NTAUP ELECTRIC CO31PANY A TTisT :

Ry Gru>o R. Pi:RERA, Pr(sident R. 3L KuTu, CI(rk NEW HEDFORD GAS AND EDISON LIGIIT CO31PANY A ncsT:

Hy JonN F. Rien, Prcs.

H. E. Rotts, Cicrk CA3111 RIDGE ELECTRIC LIGilT CO31PANY A TT r.sT :

Ily JOnN F. Ricn, Pres.

R. E. Rou.s, Cicrk CENTRAL YER310NT PURLIC SERVICE ColiPollATION AnnsT :

liy Auu:ar A. Catc, President R. VAxllC8KiHK, C/crk 4

a

EXHIBIT 1 1E

[ Composite conformed copy]

3' mf4 MI,*

/ -95:4'- fy.

POWEll CONTRACT dated June 30,19~)9, between YANKEE AroMIC ELEt, c Cox-O n-vasv (" Yankee") and

[The names of the Customers appear in the attached W h

$b sippendi.r]

(the " Customer").

Yankee is a Massachusetts electric company, organized in 1954, which has under-taken the construction and operation of a nuclear power plant, the output of which will be sold to the New England utilities which are its stockholders. The plant will be located at a site owned by Yankee in Rowe, Massachusetts, and will consist of a pres-surized water reactor and associated steam electric generating, transformation and auxiliary equipment having a nominal net electrical capacity of 134,000 KW (the

" plant"). Construction is now in progress pursuant to a construction contract between Yankee and Westinghouse Electric Corporation and Stone & Webster f

Engineering Corporation, dated November 15, 1957, with completion scheduled for 1960. The plant is expected to be the first nuclear power plant in New England and one of the first in the nation. Because of its importance in the development of com-(

mercial nuclear power, it is one ci the projects included in the Atomic Energy Com-mission's Power Demonstration Reactor Program.

The percentages of Yankee's presently outstanding stock held by the Customer and other stockholders of Yankee and the percentages of the output of the plant to be purchased by them are as follows:

Stock Poscer Percentage Percentage New England Power Company..........................

30.0 %

30.0 %

The Connecticut Light and Power Com 15.0 15.0 Boston Edison Company............pany...............

9.5 9.5 Central Maine Power Company..........................

9.5 n

The Hartford Electric Light Company...................

9.5 9.5 Western Massachusetts Electric Company................

7.0 7.0 M \\ tit / ge?

New Bedford Gas and Edison Light Company.............

Public Service Company of New Hampshire..............

7.0 16.5*

AV M ontaup Electric Company.............................

4.5 4.5 f8 2.5 2.5 b s $ S]

O Cambridge Electric Light Company......................

2.0 2.0 Tf[g h) y 1 Jentral Vermont Public Service Corporation..............

3.5 3.5

$u. s N

[7 100.0 %

100.0 %

i tf

~

c.:.

7:-

11 Public Service Company of New Hampshire has entered into arrangements to supply power to Central Maine Power

.ga fcl Company in amounts equivalent to 9.5% of the net electrical output of the Yankee plant, after apcropriate allow-N l. $ anee for transmission losses.

L M

The parties hereto agree as follows:

l

- L/

l 1.

Scope of Contract.

f Yankee will sell and deliver to the Customer and the Customer will take and pay for its power percentage of the net electrical output of the plant during the term of this contract.

2.

Term of Contract.

This contract shall become effective on the date hereof and shall continue in full force i

and effect until 20 years after the plant completion date, provided, however, that if the i

stockholders of Yankee, by vote of not less than 75% in interest of the outstanding.

i stock having general voting rights, shall at any time vote to discontinue the construc-tion or operation of the plant or to liquidate Yankee and wind up its affairs, the obli-l gations of the parties hereunder shall thereupon terminate.

Notwithstanding the l'

foregoing, the applicable provisions of this contract shall continue in-effect after the 1

l

+ermination hereof to the extent necessary to permit final billines aml adjustments here-under.

The " plant cornpletion <htte" shall be the date on which Yankee shall have placed the h

plant in satisfactory operation, as evidenced by notice from Yankee to the Customer.

3.

Construction and Operation of the Plant.

Yankee will proceed with due diligence to construct the plant and place it in opera-tion, and will keep the Customer currently informed as to the progress of construction and the expected plant completion date. Yankee will use its best efTorts to complete con-struction of the plant on the presently estimated construction schedule.

Upon completion of construction Yankee will operate and maintain the plant in an economical and efficient manner and in accordance with all applicable laws and rules and regulations thereunder, including the applicable provisions of the Atomic Energy Act of 1954.

4.

Character and Availability of Service.

The Customer shall at all times be entitled to its power percentage of the net electrical output of the plant, which shall include the kilowatt capacity and reactive capacity of the plant when and as operated by Yankee, and the kilowatthour output thereof.

\\

It is recognized that the plant is of an erperimental nature and that Yankee reserves the exclusive right to control the scheduling of its operation atul maintenance. Subject to the foregoing,it is the intent of the parties that the plant shall, so far as possible, he operated on a long hour-use basis. Yankee agrees that whenever practicable it will con-sult with the Customer in advance with respect to schedules for the operation and mainte-g nance of the plant.

W 5.

Deliveries and Metering.

Deliveries will be made in the form of three-phase,60-cycle, alternating current at a nominal voltage of 115,000 volts, at a step-up substation to be constructed and owned by Yankee at the plant site. The Customer will make suitable arrangements for the trans-mission of the electricity so delivered to it by Yankee.

Yankee will supply all necessary metering equipment for determining the quantity and conditions of supply of all electricity delivered hereunder, and will maintain the aceu-racyof such equipmentwithin limits of 29 up or down. In addition to regular routine tests, Yankee will have any such meter tested at any time upon the written request of the Customer, and if such meter shall prove to be accurate within 2% up or down, the expense of the test shall be borne by the Customer. Yankee will furnish the Customer monthly, or oftener if requested by the Customer, with a summary of the meter readings relating to the service rendered hereunder, and upon request will make available its metering records for the Customer's inspection and review.

l 6.

Payment.

Prior to the plant completion date the Customer will pay Yankee monthly for any electricity delivered hereunder at the rate of 10 mills per kilowatthonr, based on the Cus-tomer's pour percentage of the total kilowatthours of the net electrical output of the plant during the preceding month.

2

I Af ter the plant completion date the Customer will pay Yankee monthly an amount equal to the Customer's Iniwer percentage of the total cost of service to all customers of Yankee.

The " total cost of service" shall be determined as the sum of all muonnts properly charged or clmrgeable by Yankee during the month to operating expense accounts and other operating revenue deduction accounts, less any applicable credits thereto, in accord-anee with the Uniform System of Accounts prescribed by the Federal Power Conunission for Class A mal Class 11 Public Utilities and Licensees, plus an amount sullicient to provide a return on investment equal to 5'/c per annum of the not plant rate base.

Yankee will, to the frllest extent permitted by said Uniform System of Accounts and in aci ordance with good accounting practice, consistently applied, record all elements of fuel expense so as to reflect on a current basis, as nearly as practicable, the full monthly fuel expense actually incurred, basing all monthly charges and credits to fuel expense accounts on estinmtes to the extent required, subject to final adjustment when the mnount of any estinmted charge or credit is accurately known or determined. Fuel expense shall include the cost of core fabrication and installation, charges payable to the Atomic Energy Commis< ion for the use and consumption of special nuclear material, costs of transporta-tion mal reprocessing irradiated fuel elements, credits or debits for the production of plutonium and other by-product materials, and other associated charges and credits to fuel expense accounts.

The " net plant rate base" shall consist of the aggregate amount properly charged or chargeable by Yankee to its electric plant accounts in accordance with said Uniform System of Accounts, less the balance of the depreciation reserve as shown by Yankee's books; plus such reasonable allowances for materials and supplies (including reactor

( ')

cores), prepaid items and cash working capital as may from time to time be determined by Yankee's board of directors..The net plant rate base shall be determined as of the plant completion date and semiannually thereafter.

Payments shall be made in cash promptly after receipt by the Customer of statements rendered by Yankee in such detail as the Customer may reasonably require. Such state-ments may be rendered on an estimated basis subject to corrective adjustments in subse-quent billing periods.

7.

Audit.

Yankee's books and records, in so far as they pertain to the service rendered here-under or to any charges made therefor, shall be open to the Customer's inspection and audit.

I 8.

Arbitration.

In case any dispute shall arise as to the interpretation of this contract which cannot

)

be settled by mutual agreement, such dispute shall be submitted to arbitration. The parties shall if possible agree upon a single arbitrator; otherwise each party shall by written notice to the other appoint an arbitrator and the two so appointed shall appomt a third.

In case of failure for 15 days so to appoint the second or third arbitrator, either party may within 15 days after the failure request any court which would have jurisdiction over the matter in dispute to appoint, and such court may thereupon appoint, such arbitrator.

The arbitrator or arbitrators as the case may be, after opportunity for each of the parties to be heard, shall consider and decide the dispute and notify the parties in writing of his or

(]

their decision. Such decision shall be binding upon the parties, and the expense of the E'

arbitration shall be borne equally by them.

3

9.

Regulation.

Performance of this contract is subject to all applicablo state and fedoral lau s ani to all rules, regulations and orders properly issued thereumler by an: covermnental agene: having jurisdiction in the premires. Changes in any of the provisions of this cont 1'act when oralered by any Silch governinental agency or when niade etTeetive, :rsuant to and in the manner provided by any such ! arcs, rul~. reculation< or ord-r<. shall b.vome a part of this contract :.nd shall be ali 1 an 1 bindine upon the partie-a< if set forth herein at length.

10. Amendments.

Except as provided in Article 9, all amendments to this contract shall be by mutual agreement, evidenced by a written amenthnent signed by the partie., hereto.

11. Interpretation.

The interpretation and performance of this contract shall be in accordance with and i

controlled by the laws of the Conunonwealth of Ma<sachusetts.

12. Addresses.

Except as the parties may from time to time otherwise agree, any notice, request, demand, statement, bill or payment provided for in this contract or any other notice which either party may desire to give to the other, shall be in writine and shall be effective upon delivery to the other party. Any such communication shall be considered as duly deliv-ered when mailed by either registered or ordinary mail to the respective post odice addresses shown following the signature 3 of the parties hereto.

13. Corporate Obligation.

This contract is the corporate act and obligation of the parties hereto, and any claim h

hereunder against any stockholder, director or oHicer of either party, as duch, is expressly waived.

Is WITxtss Wnennor the parties have executed this contract by their respective oHicers thereunto duly authorized as of the date first above written.

i YANKEE ATOMIC ELECTitIC COMPANY ATrtsT:

By 441 Stuart Street Boston 16, Mass.

(Cutomer)

By.....

ATTEST:

N')

( A d iress)

[ Forms of signatures appear in the attached.1ppe ndix.]

{

4

t APPENDIX O

sever te re-er c""treet were e"tcrea 1"te. iae= tic"i ie term -ith the rerexetes except as to the execution thereof and except that ou page 1 the names of the respective Custorners were inserted.

The Power Contracts were executed by the respective parties thereto, under their corporate seals, as follows:

YANKEE ATO3IIC ELECTRIC C031PANY By Wu. WEnsinn, President ATTcsr :

441 Stuart Street D. G. A1.LnN, Asst. Cicrk Boston 16, 3fas.

NEW ENGLAND POWER CO31PANY By RonrnT F. KnArst, Presid(nt Arrnst:

441 Stuart Street Groncz R. Au.rN..tsst. Clerk Boston 16, 3Iass.

TIIE CONNECTICUT LIGIIT AND POWER CO31PANY By S. R. KNAPP, Pr(sid(nt Artrsr:

Selden Street C..T. RAM AGE, sisst. 8(cr(tary Berlin, Connecticut BOSTON EDISON CO31PANY By TuoMAs G. DIGNAN, Pr(Sident ATTesr:

152 Tremont St.

Eow1N J. Lrt. Clerk Boston, 31 ass.

THE IIARTFORD ELECTRIC LIGIIT CO3IPANY By R. A. GinsoN, President Arrnsr:

176 Cumberland Avenue C. T. Dwicut,8(cretary Wethersfield, Connecticut WESTERN 3IASSACIIUSETTS ELECTRIC CO31PANY By IIowAnn J. CAInVtU,, Pr(sid(nt Arrtsr:

45 Federal St.

t D. 9. Ponnoss..isst. Clerk Greenfield, 3fass.

PUDLIC SERVICE CO31PANY OF NEW HA31PSIIIRE By A. II. Scuru.rn. President ATTrst :

1097 El n Street

/"

ANABtM.E LANDERS. 8(cr(tary 3Ianchester, N. H.

5 lo-

310NTAUP ELECTRIC CO31PANY By Genio R. Prunu, President

\\TTEST:

49 Federal Street R. M. KrtTu, Cle rk Boston 7, 3Iassachusetts NEW BEDFORD GAS AND EDISON LIGIIT CO31PANY By Jons F. Ilicu, President ATTLsT :

727 Massachusetts Avenue it. E. Rotts, Clcrk Cambridge 39,31as.wehusetts CAMBRIDGE ELECTRIC LIGIIT COMPANY By Jons V. RIcu, Prcsidcnt ATTrsT :

727 Mas.sachusetts Avenue it. E. I!oLLs, Clcrk Cambridge 39, Massachusetts CESTitAL VERMONT PUBLIC SEllVICE CORL' ORATION By IIAnato L. Denots, Encutive Vice President ATTEST :

77 G~ove Street It. vAxBcsxtan, Clcrk Rutland, Vermont 4

)

6

l EXHIBIT 11 P (Compsite conformed copyI gp A 9 f,'./.M 9

/

4w n ItESEAllC11 AGItE!DIENT, dated June 30,1959, between YAME Aro3nc Euenac yjpt NP~

Cour.wr (" Yankee") and [the names of the Stockholders appear in the attached di J

Jppendir] (the " Stockholder").

Yankee is a Massachusetts electric company, organized in 1954, which has undertaken the construction and operation of a nuclear power plant of approximately 134,000 kilowatts net electrical capacity, to be located at Rowe, Massachusetts (the

" plant ").

Construction of the plant is now under way, with complet m scheduled V

for 1960. The plant is expected to be the first nuclear power plant in New England and one of the first in the nation. Because of its importance in the development of commercial nuclear power, it is one of the projects included in the Atomic Energy

)

Commission's Power Demonstration Reactor Program.

By separate contracts Yankee has agreed to sell the entire net electrical output of the plant to the New England utility companies which are its stockholders. The percentages of Yankee's presently outstanding stock held by these companies (which shall be deemed their " stock percentages" for the purposes of this agreement) and the percentages of the output of the plant to be purchased by them are as follows:

Stock Poscer Percentage Percentage New England Power Company 30.0 %

30.0 %

The Connecticut Light ami Power Company..

15.0 15.0 Boston Edison Company.

9.5 9.5 Central Maine Power Company..

9.5 The llartford Electric Light Company 9.5 9.5 Western Massachusetts Electric Company..........

7.0 7.0 Public Service Company of New Hampshire 7.0 16.5*

o)

M ontaup Electric Company..........................

4.5 4.5 i

New Bedford Gas and Edison Light Company.........

2.5 2.5 Cambridge Electric Light Company 2.0 2.0 Central Vermont Public Service Corporation...

3.5 3.5 100.0 %

100.0 %

  • Pul.lic service Cornpany of New Ha.npahire has entered Irto arrangements to supply power to Central Maine Power Company in an:ounts equivalent to 9.5% of the net electrial output of the Yankee plant, after appropriate allow-aree for transminion lones.

Itecognizing the experimental nature of the plant and its importance as a pioneer-I

/

.e1 s ing step in advancing the art of generating commercially competitive electric power i

. by the use of atomic energy, the Stockholder desires to enter into this agreement in

' ; order to obtain for the Stockholder the benefit of Yankee's experience in all aspects of

.i i he design, planning, construction and operation of a nuclear power plant and to afford t

~

members of the Stockholder's staff opportunities for first-hand observation and study I

E of' the operating characteristics of such a plant. The Stockholder believes that the iV information thus derived will be of important value to it and its customers in evalu-

~ ating developments and improvements in nuclear power technology and in determining the timing and extent to which nuclear generating facilities can advantageously be incorporated in its own future planning.

The parties hereto agree as follows:

1.

Yankee will proceed with due diligence with the construction of the plant and, subject at all times to the control of its board of directors, will operate the plant throughout 7

the term of this agreement and, to carry out the purposes set forth in the recitals of this

/

1

agreement, will keep the Stockholder currently informed as to progress in all phases of the project work and from time to time throughout the term of this agreement will furnish to the Stockholder all such information as Yankee may decm useful to the Stockholder, or

{

the Stockholder may reasonably request, for the purpose of evaluating the technical, engineering, operating or economic aspects of the plant, or ta form the basis of comparison with other types of nuclear power plants in which the Stockholder may be interested.

Without limiting the generality of the foregoing, Yankee will make periodic reports to the Stockholder covering significant phases of the project work and data resulting therefrom, will permit access at all reasonable times by members of the Stockhokler's staff to the plant amt to Yankee's books, records, memoranda and reports, and will make members of its stafT available from time to time for con,altation with members of the Stockhohler's statT on matters relevant to the foregoing pu poses, q

The Stockholder recognizes that Yankee's principal concern is with the construction and operation of the plant, and the Stockholder agrees that it will so exercise its rights under this agreement as to cause no undue interference with the carrying out by Yankee of its primary objective.

2.

In consideration of the knowledge to be obtained and the benefits to be derived by the Stockhohler throughout the term of this agreement, the Stockholder agrees that it will make payments to Yan's ee which prior to the plant completion date shall be equal to its stock percentage of $500,000 per year, and after the plant completion date shall be equal to its stock percentage of an amount which will provide Yankee with operating revenues and other income, from all sources, equal to its total operating expenses plus an annual return on investment equal to 5% of the net plant rate base.

The " plant completion date" shall be the date on which Yankee shall have placed the plant in satisfactory operation, as determined by Yankee's board of directors and evi-denced b; notice to its stockholders, or January 1,1962, whichever date shall first occur.

Yankee's " operating expenses" shall be dumed to include all amounts properly charged or chargeable to operating expense accounts and other operating revenue deduc-tion accounts,less any applicable credits thereto, in accordance with the Uniform System of Accounts presfribed by the Federal Power Commission for Class A and Class B Public Utilities and Licensees, as in effect on the date of this agreement and m said System may be amended to provide for accounts for nuclear power plants; provided, however, that for purposes of this Agreement (1) commencing with the plant completion date, plant depre-ciation expense shall be computed and credited to depreciation reserve at the rate of 5%

per annum on the original cost of depreciable property, and (2) federalincome tax expense shall be computed without giving effect to any reduction arising from the use of any depre-ciation method other than straight-line depreciation.

The "not plant rate base" shall consist of the aggregate amount properly charged or chargeable in accordance with said Uniform System of Accounts to Yankee's electric plant accounts,less the balance of the depreciation reserve, if any, computed on the basis set forth above; plus the aggregate amount properly charged or chargeable in accordance with said Uniform System of Accounts to accounts representing materials and supplies (including reactor cores); plus such reasonable allowances for prepaid iteins and cash working capital as may from time to time be determined by Yankee's board of directors.

No deduction shall be made in respect of the r tirement of electric plant in excess of the 2

f net amount charged to depreciation reserve in connection with such retirement. The net plant rate base shall be determined as of the plant conq. tion date and semiannually l

thereafter.

3.

Payments by the Stockhohler shall be made on a monthly basis conunencing with the first full calendar month following the date of this agreement and shall continue until the expiration of 20 years after the plant completion date except only if this agren-ment shall previously have been terminated in accordance with section 4 below. Payments shall be made in cash promptly after receipt by the Stockholder of statements rendered by Yankee in such detail as the Stockholder may reasonably require. Such statements may be rendered on an estimated basis subject to corrective adjustments in subsequect billing periods.

4.

If the stockholders of Yankee, by vote of not less than 75% in interest of the outstanding stock having general voting rights, shall at any time vote to discontinue the construction or operation of the plant or to liquidate Yankee and wind up its affairs, the Stockholder will forthwith pay to Yaakee an amount equal to its stock percentage of the net plant rate base (exchrling prepaid items and cash working capital) less 75% of the amount payable to the Stockholder 1.pon liquidation, and the obligations of the parties under this agreement shall thereupon terminate. Notwithstanding the foregoing, the applicable provisions of this agreement shall continue in effect after the termination hereof to the extent necessary to permit final billings and adjustments hereunder.

The " amount payable to the Stockholder upon liquidation" shall be deemed to be the q

Stockholder's stock percentage of the excess, if any, of th net plant rate base (exclud-ing prepaid items and cash working capital) over the ag regate of all amounts payable upon liquidation by Yankee to its creditors.

5.

Yankee's books and records, in so far as they pertain to any charges made here-under, uall be open to inspection and audit by the Stockholder.

6.

In case any dispute shall arise as to the interpretation of this agreement which cannot be settled by mutual agreement, such dispute shall be submitted to arbitration.

The parties shallif possible agree upon a single arbitrator; otherwise each party shall by

)

written notice to the other appoint an arbitrator and the two so appointed shall appoint athird. In case of failure for 15 days so to appoint the second or third arbitrator, either party may witl'in 15 days after the failure request any court which wouhl have jurisdic-tion over the matter in dispute to appoint, and such court may thereupon appoint, such arbitrator. The arbitrator or arbitrators as the case may be, after opportunity for each of the parties to be heard, shall consider and decide the dispute and notify the parties in writing of his or their decision. Such decision shall be binding upon the parties, and the expense of the arbitration shall be borne equally by them.

7.

Performance of this agreement is subject to all applicable state and federal laws and te " -ules, regulations and orders properly issued thereunder by any governmental agency having jurisdiction in the premises. Without limiting the generality of the fore-(]

going, Yankee's obligations hereunder are subject to the applicable provisions of the 3

Atomic Energy Act of 1954 with respect to matters of health and safety and disclosure of restricted data, and to such reasonable regulations as Yankee may from time to time adopt in conformity thereto or in compliance therewith.

S.

All amendments to this agreement shall be by mutual agreement, evidenced by a written amendment signed by the partic hereto.

9.

The intorpretation and p,riormance of this agreement shall be in accordance with and controlled by the laws of the Commonwealth of Massachusetts.

10. Except as the parties may from time to time otherwise agree, any notice, request, demand, state t, bill or payuent provided for in this agreement or any other notice 4

which either party may desire to give to the other, shall be in writing and shall be effective upon delivery to the other party. Any such communication shall be considered as duly delivered when mailed by either registered or ordinary mail to the respective post office addresses shown following the signatures of the parties hereto.

11. This agreement is the corporate act and obligation of the parties hereto. and any claim hereunder against any stockholder, director or officer of either party, as such, is expressly waived.

Is WITstss WHEREOF, the parties have executed this agreement by their rerrwira ofIicers thereunto duly authorized, as of the date first above written.

YANKEE ATOMIC ELECTRIC COMPANY e

By...............

441 Stuart Street Boston 16, Mass.

Arrtsr:

(Stockholder)

By.......

(Title)

ATTzsr:

(Address)

[ Forms of signato.re.< appear in the attached Appendir.]

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O Separate Itesearch Agreements were entered into, identical in form with the fore-O going except as to the execution thereof and except that on page 1 the names of the respec-tive Stockholders were inserted.

The Itesearch Agreements were executed by the respective parties thereto, under their I

corporate seals, as follows:

YANKEE ATO5fl0 ELECTRIC CO5IPANY By Wm. WEBSTER, PresidtMi Attest:

441 Stuart Street D. G. Ar1EN,,isst. Clerk Boston 16, Mass.

NEW ENGLAND POWER COMPANY By ROBERT P. KRAUSE, Prcsident ATTEST :

4418tuart Street GmnaE R. Ar1EN, sisst. Clcrk Boston 16, Mass.

i TIIE CONNECTICUT LIGIIT AND POWER COMPANY By S. R. EsArr, President Arrnsr:

Selden Street C. J. HAM AGE, sissf. 8CCretary Berlin, CODnecticut O

BOSTON EDISON COMPANY By TuoxAs G. DIGNAN, Presidenf ATTEST:

182 Tremont St.

EDWIN J. LEE, Clerk Boston, Mass.

CENTRAL MAINE POWER COMPANY j

By W. F. WYMAN, Presidenf ATTEST:

9 Green Street NATHANIEL W. WILSON, Clcrk Augusta, Maine i

TIIE IIARTFORD FLECTRIC LIGIIT COMPANY 2

By R. A. Glass, President ATTEsr:

176 Ctunberland Avenue C. T. Dwicur, &cretary Wethersfield, Connecticut WESTERN MASSACIIUSETTS ELECTRIC COMPANY i,

By IIowAnn J. CADWEIA, Presidenf

(

ATTEsr:

45 Federal St.

eS D. R. Posaoss, sisat. Clerk Greenfield, Mass.

N) 5

PUBLIP om.'VICE CO31P ANY OF NEW IIA 31PSIIIRE Ilv

2. R. Senuaxa, Prcsident ATTreT :

1087 Elm Street AxAntrin LANI)ERS, Secretary 3[anchester, N.11.

310NTAUP ELECTRIC CO31PANY By Gen >o R. PERERA, President ATTEST :

49 Federal Street it. 31. InaTn, Clcrk Boston 7, mssachusetts NEW BEDFOllD GAS AND EDISON LIGilT CO31PANY By Jons V. Rien, President ATTreT :

727 Lssachusett.s Avenue

1. E. Houe, Clcrk Cambridge 39,31amiehusetts CA31BitIDGE ELECTitIC LIGIIT CO31PANY By Joux F. Ricu, Prcsident ATTrsT :

727 3Iassachusetts Avenue ll. E. lioue, Clcrk Cambridge 39,31awtchusetts CENTRAL VEll310NT PUBLIC SEltVICE CollPollATION By IIAnou> L. Denats, Ex<cutive Vice President ATTcsT :

77 Grove Street II. VAxist'sxinx, Clerk Rutland, Vermont 6

12:1 h/6 /60 r-12 TECHNICAL QUALIFICATIONS Operation of the plant will be carried out in accordance with the operat-ing procedures set forth in Part B, sections 500 et seq. Reference is made to section 501 for a description of plant organization, the duties and re-sponsibilities associated with each position in' the organization, and the education and experience of the individuals assigned to such positions. Re-ference is made to section 502 for a description of the personnel training pro gram. Reference is made to section 500 for a list of the consultants en-gaged to provide technical support for the operating staff, and for a descrip-tion of the services to be performed during startup and initial testing by personnel of Westinghouse Electric Corporation and Stone & Webster Engineering Corporation.

New England Power Service Ccmpany will provide additional engi-neering and other services as requested by Yankee.

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20:1 11/2h/58

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2.

SUMMARY

OF PROPOSED FACILITY AND ACTIVITIES 20 SUVyJsRY OF YANKEE PROGRAM Yankee proposes to construct and operate a demonstration atomic power plant and to sell the entire electrical output of the plant to the New Eng-land utilities which are its stockholders. These utilities are responsible for the supply of about 90% of the electrical requirements of the six-state New England region.

The plant will be located at a site on the Deerfield River in Rowe, Mas-sachusetts, and will consist of a preneurized-water type reactor and asso-ciated electrical e ament and fac.lities. The estimated net electrical generating capacity 13h,000 KW.

The reactor will use slightly.anriched uranium oxide as the basic fuel.

Fuel elements will be stainless steel clad.

l Detailed technical informatica with respect to the design and operation l

of the reactor, characteristics o!! the site, and other required information is supplied in Part B of this application.

l l

Yankee has entered into a construction contract with Westinghouse Elec-()

tric Corporation and Stone & Webster Engineering Corporation for the design

.:xi construction of the proposed plant and has contracted with Westinghouse Ele :tric Ccrporation for the fabrication and delivery of the initial core.

I Estimated completion dates: Major on-site construction work commenced t

l in the spring of 195b, following the issuance of Construction Permit No.

l CPPR-$ on November h,1957. Based on current construction schedules, the earliest completion date is estimated to be June 1960 and the latest comple-tion date is estimated to be June 1961.

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3 t1CEuSss

}0, LICENSES APPLIED FOR; TERM OF LICENSES 1.

Facilities licenser Application is made for a Class 10h(b) facilities license and con-struction pemit for all purposes specified in section 101 of the Act and section 50.10 of the Regulations which may be incident to the construction and operation of the proposed reactor. A term of h0 years is requested.

2.

Special nuclear material license:

Application is made for a special nuclear material license for all purposes specified in sections 53 and 57 of the Act and section 70.3 of the Regulations which may be incident to the design and construction of the proposed reactor and its operation during the term of the facilities li-cense granted therefor.

Pursuant to siction 70 31(b)(1) of the Regulations, it is requested that the license include provisions establishing the availability of the quantity of special nuclear material required for the foregoing purposes, as more particularly set forth in section 31.

O 3

Source material licenser h.

Byproduct material license:

Application is made for a source material license and a byproduct l

material license for all purposes specified in sections 62 and 81, respectively, l

which may be incident to the operation of the proposed reactor during the

. tem of the facilities license granted therefor, to the extent that such pur-l poses may not be authorized by the provisions of any general licenses or ex-(

emptions.

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31:1 2/18/59 p

3 SPECIAL NUCIZAR MATERIAL REQUIRE!ENTS J

Yankee's requirements of special nuclear material for the operation of the proposed facility during the term of the license are shown in detail in Tables 31-A " Estimated Transfers - AEC to Yankee", and 31-B

" Estimated Returns - Yankee to AEC", which appear on following pages of this Section.

The following explanatory notes should be read in con-nection with these Tables:

1.

The first core is scheduled to be loaded into the reactor in the fourth quarter of fiscal year 1960 and the plant is expected to go critical shortly thereafter. Allowing lead time for fabrication of the first core requires transfer of special nuclear naterial from AEC to Yankee to begin on May 1,1959.

2.

Power operation of the plant is scheduled to begin in the second quarter of fiscal year 1961.

The net electrical output of the plant with the first and second cores installed is 110 megawatts, and the residence time of the first and second cores in the reactor is 5,000 and 8,000 hours0 days <br />0 hours <br />0 weeks <br />0 months <br /> respectively.

The third core and sub-sequent cores will be capable of delivering 13h megawatts net electrical output with a residence time in the reactor of 10,000 hours0 days <br />0 hours <br />0 weeks <br />0 months <br />.

The plant is assumed to operate throughout the license term at 80% annual plant factor.

3 Con truction Permit CPPR-5 was issued in the seccnd quarter O

of fisce1 7eer 1958 and the 1icense w111 terminete fortr yeere the reaf ter.

Accordingly, it has been assumed that the plant will be operated on a base load schedule to the second quarter of fiscal year 1998.

It is recognized that there are likely to be shutdown periods for maintenance and repair in the course of some thirty-seven years of operation and, to the extent this does occur, the requirements for special nuclear materials are overstated in Table 31-A.

h.

In'.tial enrichment of all material is ass med to be 3.h weight percent. Due to uncertainties as to the characteristics of the third and subsequent cores, the enrichment, as time goes en, may vary frem this figure.

This will affect inventory values, but should not significantly affect the amount of U-235 consumed.

5 conversion and fabrication scrap losses have been taken at 11%

l of the finished material for the first and second cores with l

8% reuseable, and at 7% with $% reuseable-in the case of sub-j sequent cores.

In Table 31-A, the recovered scrap has been applied to reduce requirements from AEC and is not shown as a return to AEC in Table 31-B.

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2/18/59 6.

Lead time for fabricating cores has been taken as six months in every case except the first core, where withdrawal is to start in May 1959 and continue at the stated uniform rates until completion in December 1959.

7.

The final enrichment has been assumed to be 2.65 weight percent

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in all cases except the first and last shipments to AEC.

See Table 31-B.

8.

Returned material is assumed to be the same weight of uranium 1

as originally received, although a small portion of the original quantity will have been converted into fission products and plutonium.

9.

Estimated returns to AEC are based on a cooling time for the irradiated fuel of ninety days at the site following removal from the reactor.

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hr ESTIMATED TRANSFERS - AEC TO YANKEE

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Kgs of Uranium at 3.h Weight Percent Enrichment 'I'

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/v p' J Net Fiscal Month or Spare Scrap Reused from U-235 Year gaarter Core Elements All Scrap AEC Content 1959 May 3,070 10h. b June 3,070 10h.h 5, 380 1h2 618 6,1h0 208.8 1960 July 3,070 10h.h August 3,070 10h.h September 3,070 10h.h October 3,070 10h.h November 3,070 10h h December 2,010 68.2 15,220 396 1,742 17,360 590.2 1961 3

20,600 2,270 1,720 21,150 719.1 0

1962 3

23,500 620 1,690 2,190 23,620 803 1 196h 1

23,500 1,650 1,200 23,950 81h.3 1965 3

23,500 1,650 1,180 23,970 815.0 1967 1

23,500 1,650 1,180 23,970 815.0 1968 3

23,500 1,650 1,180 23,970 815.G 1970 1

23,500 1,650 1,180 23,970 815 0 1971 3

23,500 1,650 1,180 23,970 815.0 1973 1

23,500 1,650 1,180 23,970 815.0 197h 3

23,500 1,650 1,180 23,970 815 0 1976 1

23,500 1,650 1,180 23,970 815.0 1977 3

23,500 1,650 1,180 23,970 815.0 1979 1

23,500 1,650 1,180 23,970 815.0 1980 3

23,500 1,650 1,180 23,970 815.0 1982 1

23,500 1,650 1,180 23,970 815.0 1983 3

23,500 1,650 1,180 23,970 815.0 1985 1

23,500 1,650 1,180 23,970 815.0 1986 3

23,500 1,650 1,180 23,970 815.0 1988 1

23,500 1,650 1,180 23,970 815.0 1989 3

23,500 1,650 1,180 23,970 815.0 1991 1

23,500 1,650 1,180 23,970 815.0 1992 3

23,500 1,650 1,180 23,970 815.0 199h 1

23,500 1,650 1,180 23,970 815.0 650 1,180 23,970 815.0 1995 3

23,500 1,650 1,180 23,970 815.0 1997 1

23,500 1,

Total 605,200 1,160 hh,270 31,070 619,560 21,065.5

d 31:L 2/18/59

,Q TABIE 31-B ESTIFATED RETURNS - YANKEE TO AEC Kgs of Irradiated Uranium at 2.65 Weight Percent Enrichment Fiscal Anount U-235 Year Quarter Returned Content 1962 2

20,600

  • 623.2 1963 2

20,600 5h5.9 196h h

23,500 622.8 1966 2

23,500 622.8 1967 h

23,500 622.8 1969 2

23,500 622.8 1970 h

23,500 622.8 1972 2

23,500 622.8 1973 h

23,500 622.8 1975 2

23,500 622.8 1976 h

23,500 622.8 1978 2

23,500 622.8 1979 h

23,500 622.8 1981 2

23,500 622.8 1982 h

23,500 622.8 g()

198h 2

23,500 622.8 1985 h

23,500 622.8 1987 2

23,500 622.8 1986 h

23,500 622.8 1990 2

23,500 622.8 1991 h

23,500 622.8 1993 2

23,500 622.8 199h b

23,500 622.8 1996 2

23,500 622.8-1997 h

23,500 622.8 1998 2

23,500 622.8 1,800

    • 61.2 Total 607,000 16,177.5
  • Returns based en burnup to 3.025 weight percent enrichment.
    • Re iseable scrap and spare fuel elenents @ 3.h weight percent enrichment.

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