TITLE 16.ECONOMIC REGULATION

Part 2. PUBLIC UTILITY COMMISSION OF TEXAS

Chapter 25. SUBSTANTIVE RULES APPLICABLE TO ELECTRIC SERVICE PROVIDERS

Subchapter J. COSTS, RATES, AND TARIFFS

1. RETAIL RATES

16 TAC §25.242

The Public Utility Commission of Texas (commission) adopts an amendment to §25.242 relating to Arrangements Between Qualifying Facilities and Electric Utilities, with changes to the proposed text as published in the January 4, 2002, Texas Register (27 TexReg 18). This amendment addresses the sale and purchase of electricity between qualifying facilities (QFs) and retail electric providers (REPs) with the price to beat (PTB) obligation (PTB REPs) in the restructured electric market that became effective on January 1, 2002. The amendment retains the applicability of the rule pertaining to arrangements between qualifying facilities and electric utilities in the parts of Texas in which the electric market has not yet been restructured. This amendment is adopted under Project Number 24365.

The federal Public Utility Regulatory Policies Act of 1978, Public Law No. 95-617, 92 Stat. 3117 (codified as amended in scattered Sections 815, 816, 842-43) (PURPA) gives QFs the right to sell (put) electricity to electric utilities at "avoided costs." A state agency is expected to implement this requirement for "each electric utility, for which it has rate making authority." 16 U.S.C. §824a-3(f)(1)(2000). PURPA defines "electric utility" broadly: "any person, State agency, or Federal agency, which sells electric energy." 16 U.S.C. §2602(4)(2000). In the restructured Texas market, both REPs and power generation companies (PGCs) are electric utilities for purposes of PURPA. See Public Utility Regulatory Act (PURA), Texas Utilities Code Annotated §31.002(10) and (17) (Vernon 1998 & Supplement 2002). However, the only entities that sell electricity in the restructured market over which the commission has ratemaking authority are PTB REPs and providers of last resort (POLRs), pursuant to PURA §39.202 and §39.106, respectively. The PTB REPs and POLRs began providing service on January 1, 2002. See PURA §39.102 and §39.202(a).

On May 17, 2001, the Federal Energy Regulatory Commission (FERC) issued an "Order Granting Declaratory Order and Denying Waiver of Regulations Implementing PURPA" in FERC Docket Nos. EL01-49-000 and EL01-60-000. The commission, in the FERC waiver docket, sought waiver from implementing PURPA upon the belief that an open, competitive market beginning on January 1, 2002 would render the PURPA power purchase obligations unnecessary in Texas. The FERC ruled that the commission must maintain its obligation to implement PURPA after unbundling and the commencement of competition and invited the commission to develop a market-oriented method of determining avoided costs consistent with PURPA and retail competition in Texas.

As part of the drafting process, commission staff conducted workshops in Austin to receive input from potentially affected persons on August 10, 2001, August 17, 2001, and March 13, 2002. Written comments from a number of interested parties were submitted in connection with these workshops. Although standard rulemaking procedures pursuant to Texas Government Code, Chapter 2001 were used without incorporating formal negotiated rulemaking procedures, commission staff nevertheless attempted to find areas of agreement among the parties during these workshops. The commission considered the draft rule for publication at the December 19, 2001 open meeting.

The commission received written comments on the proposed amendment on January 25, 2002 from Dynegy Power Inc., Calpine Corporation, Gregory Power Partners, L.P., and Conoco Inc. (collectively Texas QFs), Texas Industrial Energy Consumers (TIEC), Reliant Resources, Incorporated (RRI), American Electric Power Service Company (AEPSC), Entergy Solutions Select Ltd. and Entergy Solutions Essentials Ltd. (Entergy REPs), TXU Company LP (TXU), First Choice Power, Inc. (First Choice), Office of Public Utility Counsel (OPUC), and Brazos Electric Power Cooperative, Inc. (Brazos). On February 4, 2002, the commission received reply comments from Texas QFs, TIEC, RRI, AEPSC, Entergy REPs, and TXU. On March 27, 2002, the commission received further comments on issues concerning the commission's jurisdiction from Texas QFs, TIEC, RRI, AEPSC, Entergy REPs, TXU, and OPUC. On April 1, 2002, the commission received reply comments on the matter of the commission's jurisdiction from Texas QFs, TIEC, RRI, AEPSC, Entergy REPs, TXU, and OPUC. Texas QFs filed supplemental comments on April 5, 2002 and RRI filed reply comments to Texas QFs' supplemental comments on April 11, 2002.

The majority of the parties' comments generally focused on the jurisdiction of the commission to establish avoided cost rates for the PTB REPs and POLRs, and the lack of clarity in the phrase "market price" as the definition of the rate that jurisdictional electric utilities must pay qualifying facilities. Additional comments were submitted concerning the impact of the proposed rule on the competitive market and several parties addressed alternatives for the commission's consideration. The commission first addresses these broad considerations and then the comments on specific rule language. Due to the overlapping nature of the issues, arguments and rationale for decisions in this introductory section shall be deemed as considered under the specific rule sections.

General comments on the competitive market

AEPSC indicated that the commission should seek to implement competitive solutions rather than regulatory solutions whenever possible. They contended that the proposed rule does not fully embrace competitive solutions and thus places PTB REPs at a disadvantage. AEPSC stated that the proposed rule will distort the competitive market. AEPSC interpreted PURPA to say that an "electric utility" is an entity that sells electricity in Texas; therefore, all REPs, power- generating companies, electrical cooperatives, municipal utilities and power marketers are subject to PURPA's obligations. Because the proposed rule only applies to PTB REPs and POLRs, it places an unfair burden on them. AEPSC argued that PURPA, as enacted in 1978, no longer has any relevance to the Electric Reliability Council of Texas (ERCOT) market that exists today. PURPA was meant to encourage generation when electric monopolies also had monopsony power over energy purchases. The introduction of wholesale electricity competition eliminated this market power. AEPSC further commented that QFs will have the same opportunity to sell their power as any other generating company and mandating that PTB REPs and POLRs take their puts amounts to preferential treatment for the QF. To the extent that these puts displace purchases of energy from different generating companies, this will result in an inefficient allocation of resources. AEPSC finally argued that if for some reason, PURPA is repealed or otherwise rendered obsolete, any rules adopted by the commission addressing PURPA obligations should also be repealed.

The commission agrees with AEPSC that it should seek competitive solutions rather than regulatory solutions whenever possible. However, as discussed below, the commission finds that it has an obligation to implement PURPA and, for reasons of administrative efficiency and market certainty, chooses to adopt this rule. The commission adopts this rule with some modification to the definition of "market price" in order to provide a definition that is the closest proxy as possible to a market price. The commission agrees that if PURPA is repealed or otherwise rendered obsolete, the rule should be reconsidered.

Rule alternatives - contested case process, self-implementation, or ERCOT

Entergy REPs and TXU reasoned that federal law, citing to PURPA and FERC v. Mississippi , 456 U.S. 742, 102 S.Ct. 2126 (1982), rehearing denied Sept. 9, 1982, 458 U.S. 1131, 103 S.Ct. 15, permits the States to opt out of PURPA implementation or to implement through contested hearings to adjudicate disputes involving QFs. Thus, Entergy REPs argued, it is unnecessary to implement PURPA through the creation of an administratively-determined avoided cost rate and unnecessary to adopt the proposed rule. On the other hand, Texas QFs strongly encouraged the commission to adopt a rule of general applicability to enforce PURPA in Texas. Texas QFs noted that addressing the issues raised herein on a case-by-case basis through the contested hearings process would waste parties' resources. Texas QFs supported a two-step process, whereby the commission adopts a transitional avoided cost pricing methodology that relies on reasonable proxy for prices until a liquid, real-time market develops. At such time, the commission could re-evaluate its policies and regulations.

Generally, RRI argued that the proposed rule is unnecessary for the commission to fulfill its duties under PURPA. RRI argued that the commission's instruction, at its December 19, 2001 open meeting, that the ERCOT electric utilities, as defined by PURPA, continue fulfilling their mandatory purchase obligations at market prices until such time that this proposed rule becomes finalized should be left standing as guidance. RRI contends that such guidance to all electric utilities in Texas, including ERCOT, is all that is necessary in order for the commission to fulfill its PURPA mandates. RRI argued that the proposed rule is unnecessary in order to meet PURPA requirements because the restructured ERCOT market provides more opportunities for qualifying facilities to sell their power than were envisioned at the time PURPA was enacted. Essentially, RRI argued that the intent of PURPA -- assurance of QF interconnection and other services from electric utilities and assurance of electric utilities' purchases of QF power -- has been outpaced by the opening of the wholesale and retail markets in ERCOT. Thus, the restructured, competitive wholesale and retail ERCOT market provides QFs in Texas far superior sales opportunities than that allowed under regulated markets.

TXU, AEPSC, RRI, and Entergy REPs commented on self-implementation of PURPA. TXU argued that PTB REPs and POLRs are non-regulated entities, but if required to implement PURPA, they should be allowed to self-implement. AEPSC suggested that the commission adopt a rule that encourages electric utilities to self-implement PURPA, particularly addressing PTB REPs and POLRs, if necessary. RRI stated that it will comply with its PURPA obligation to self-implement by entering into mutually agreeable bilateral transactions for energy from QFs. Additionally, RRI argued that QFs could choose to exercise the PURPA put through bilateral agreements with any PURPA defined electric utility for as-available energy which reflects the market prices in the competitive power region. Consistent with this approach, RRI argued that the commission could endorse procedures that ensure economic efficiency of the competitive market. Entergy REPs commented that they support the position that REPs should self- implement their PURPA obligations and disagreed with the position that urges the commission to adopt the proposed rule amendments based on a finding of ratemaking authority over PTB REPs and POLRs.

Texas QFs argued that since January 1, 2002, REPs have self-implemented with consequences that most of the non-firm energy produced by 10,000 MegaWatt (MW) of QF energy in Texas has been shut-in since that date. Texas QFs argued that the "market price" definition will shut down cogeneration in Texas, in direct contravention of the goals of the U.S. Congress to produce energy efficiencies and fuel conservation through cogeneration, while decreasing reliance on fossil fuels. AEPSC objected to the Texas QFs' argument that their energy has been shut-in in ERCOT, noting there are many new market participants to whom QFs can now sell their power in addition to the traditional utilities.

Texas QFs' further commented that if the commission is required by PURPA to set an avoided cost rate for the PTB REPs and POLRs and fails to do so, it will be treating them as if they were non-jurisdictional electric utilities, which under PURPA §210(f)(2) are required to self-implement the FERC rules. The commission cannot assert jurisdiction over the PTB REPs and POLRs for purposes of implementing PURPA and then allow them to self-implement PURPA with respect to the avoided cost rate.

Texas QFs noted that the TXU and AEPSC REPs have already purported to illegally self- implement PURPA, and the rates they are using utilize a "lesser of" formula whereby QFs will never be paid more than the balancing energy price -- in direct contravention of the FERC's rejection of the balancing energy ancillary service administered by ERCOT. AEPSC took issue with the Texas QFs' comments that self-implementation is illegal, pointing out that the Texas QFs failed to cite a single law or statue violated by self-implementation in the absence of commission action.

The commission finds that it has the obligation to implement PURPA and, thus will do so through this rulemaking rather than allowing self-implementation. The commission's instruction at its December 19, 2001 open meeting that the ERCOT electric utilities, as defined by PURPA, continue fulfilling their mandatory purchase obligations at market prices until this proposed rule becomes finalized was meant to be strictly transitional. The commission disagrees with RRI that the temporary implementation directed at the December 19, 2001 open meeting is all that is necessary for the commission to fulfill its PURPA mandates and declines to keep such guidance in place as the method of PURPA implementation.

Federal law may allow the States to opt out of implementing PURPA; however, the States may choose to implement PURPA by several methods, including rulemaking. The commission chooses to continue implementation of PURPA through rulemaking. The commission agrees with Texas QFs that implementation on a case-by-case, contested proceeding hearing approach would waste parties' resources. Additionally, case-by-case determinations would severely tax the commission's resources in adjudicating such matters. The commission further agrees with Texas QFs that a two-step process whereby the commission adopts a transitional avoided cost pricing methodology that relies on a reasonable proxy for prices until a liquid, real-time market develops is reasonable and preferable. The commission finds that the best accommodation of as-available energy from a QF would be to have that energy delivered to a liquid spot market where QFs receive the market clearing price of energy at the time that they delivered. Relaxation or elimination of ERCOT's balanced schedule requirement would facilitate the development of a liquid spot market.

The second alternative proposed by AEPSC was for the commission to implement a market- based solution through ERCOT. AEPSC contended that if ERCOT were to establish a mechanism to accept all QF power, this would treat all electric providers fairly and energy would settle at an efficient price. OPUC suggested that ERCOT is better equipped to fulfill QF obligations. OPUC argued that ERCOT already procures and sells balancing energy. Should ERCOT relax its balancing schedule requirement, as it is considering, it would have the ability to auction QF power. However, TXU disagreed with AEPSC's and OPUC's alternative to implementing PURPA for PTB REPs and POLRs which is to require ERCOT to purchase all PURPA puts. TXU explained that ERCOT is not a PURPA utility which sells electric energy. Rather, ERCOT is an agent that acquires ancillary services on behalf of energy buyers and sellers in the ERCOT market. TXU is concerned that AEPSC's and OPUC's alternative would "completely destroy the paradigm of a limited-independent system operator that has been promoted by the market participants in ERCOT."

The commission finds that ERCOT cannot be required to purchase PURPA puts because ERCOT is not a PURPA utility, which is defined as an entity that sells electric energy. While ERCOT acts as an agent to acquire ancillary services on behalf of entities in the ERCOT market, it never takes title to the electric energy. Therefore, ERCOT is not a seller of electric energy, which is necessary to be defined as a PURPA utility obligated to purchase PURPA puts. The commission agrees with TXU and declines to impose PURPA put requirements on ERCOT.

Comments on jurisdiction

TXU, RRI, and AEPSC argued that the commission does not have ratemaking jurisdiction over PTB REPs and POLRs. In contrast, TIEC and Texas QFs commented that the commission has the jurisdiction to implement PURPA with respect to the PTB REPs and POLRs- electric utilities under federal law over which the commission has ratemaking authority.

RRI, TXU, and AEPSC argued that the Legislature clearly intended that all REPs, including PTB REPs and POLRs, be non-regulated entities. RRI asserted that as a result of restructuring in Texas and the redefinition of "electric utility" pursuant to Senate Bill 7, 76th Legislature, (SB 7), the commission does not have the type of ratemaking authority contemplated by PURPA over PTB REPs and POLRs. RRI disagreed that the commission's remaining ratemaking authority over REPs, under PURA, Chapter 39, as it pertains to the setting of the PTB fuel factor, is traditional cost of service ratemaking authority that would trigger the obligation to implement the PURPA mandates. Thus, RRI argued that the proposed rule should be rejected. TXU argued in a similar vein that the commission no longer has traditional cost of service ratemaking authority over PTB REPs and POLRs, but only has limited authority over rates charged through the fuel factor of the PTB and the authority to approve POLR rates. Likewise, AEPSC argued that although the commission sets the PTB fuel factor and POLR REP's rate, this does not resemble the traditional ratemaking authority in place at the time PURPA was passed. Without jurisdiction, AEPSC suggested that the commission decline to adopt the proposed rule.

RRI argued that the proposed rule asserts that the commission's limited authority over POLRs and PTB REPs, for PURPA purposes, also subjects these entities to general ratemaking authority. Per RRI, the commission's authority would go so far as to create a new entity not mentioned in PURA -- PTB REP. RRI asserted that such action is not supported by, and is contrary to, PURA. RRI further asserted that the proposed rule ignores the fact that a single REP, as a single legal entity, can serve both PTB and non-PTB customers, as well as serve as a POLR. RRI stated that problematic consequences could ensue in that the proposed rule's stated limited commission authority over the PTB REP and/or POLR pricing would essentially become broader, general ratemaking authority over the entire entity, including the non-POLR and non- PTB REP that do not have PURPA obligations. In order to withstand the regulatory tension, RRI argued that the only alternative was for the proposed rule to require that separate entities perform separate functions. However, RRI asserted this is not required nor allowed by PURA, and such separation would impose burdensome and higher scheduling, accounting and settlement costs as reflected in PTB rates or the rates charged to POLR customers.

RRI and AEPSC further argued that no state law authority exists to provide the commission with the power to regulate PTB REPs and POLRs wholesale power purchases from QFs. RRI and AEPSC outlined the scope of the commission's power as a creature of the state, citing to the recent PUC v. City Public Service Board , 53 S.W.3rd 310 (Tex. 2001) which held that the commission only has those powers expressly conferred upon it by the Legislature and whatever powers that are reasonably necessary to fulfill its express functions or duties.

RRI, AEPSC, TXU, and Entergy REPs asserted that there is no express grant of authority upon the commission to direct how the PTB REPs and POLRs will purchase power. Further, RRI, AEPSC, and Entergy REPs argued that PURA §35.061, in and of itself, cannot provide the commission power to adopt and enforce rules encouraging power production. The authority must derive from other grants of state authority. The limited grants of authority in PURA, Chapter 39 over the narrow retail end of the REPs' business cannot be expanded to provide the commission power through PURA §35.061.

OPUC argued that some limited commission authority exists by inference and/or implication. OPUC asserted that the commission has the authority to ensure that ancillary services are reasonable pursuant to PURA §35.004(e). Additionally, OPUC points out that the commission has jurisdiction by implication by virtue of its oversight authority over the wholesale power markets contained in PURA §§39.157(a) (addressing market power abuses), 39.151(d) and (i) (oversight, review and delegation of authority to ERCOT), 39.252(d) and 39.262(a) (authority to review wholesale transactions that increase stranded costs).

AEPSC and RRI argued that authority may not be implied because it is not necessary in order for the commission to carry out its express duties. The Legislature through SB 7, and the commission through rules adoption, have developed a deregulated market that encourages economical production of electric energy from QFs and further satisfies PURA §35.061 without implying additional powers over PTB REPs and POLRs. Although the FERC addressed this issue in terms of whether to grant a waiver to the commission under federal law, the issue presented to the commission is one of state law -- whether the commission need imply authority over PTB REPs and POLRs to encourage QF power production.

Texas QFs argued that until January 1, 2007, PTB REPs must offer the PTB, which was initially established by the commission, including the fuel factor incorporated therein. In addition, the commission has the authority to adjust the PTB up to twice a year for changes in the prices of natural gas and purchased energy. The commission also has exclusive jurisdiction to approve rates charged by POLRs. Texas QFs argued that PURPA defines "State regulated electric utility" as "any electric utility with respect to which a State regulatory authority has ratemaking authority." Texas QFs further pointed to FERC v. Mississippi in arguing that this very broad definition was intended to encompass any electric utility for which a state regulatory authority exercises adjudicatory or ratemaking authority. Texas QFs argued that nothing in PURPA implies or suggests that "ratemaking authority" means "extensive ratemaking authority," "traditional ratemaking authority," "general authority to instigate rate-setting proceeding to revise the rates," or "traditional cost of service ratemaking." Texas QFs argued that if Congress had intended such general, comprehensive, cost of service ratemaking authority, it could have easily stated so.

Contrary to the utilities, Texas QFs further argued that the commission need not have state law authority to regulate PTB REPs and POLRs wholesale power purchases from QFs in order for it to be required to implement PURPA. Texas QFs and TIEC asserted that the obligation to implement PURPA comes from PURPA, even if the state Legislature has not conferred specific power to regulate the power purchases. Texas QFs indicated the lack of state authority conferred on the commission over wholesale QF power purchases from PTB REPs and POLRs is a non- issue. Notwithstanding, Texas QFs and TIEC argued that the commission has explicit and implicit state law authority under the mandate in PURA §35.061, which requires the commission to adopt and enforce rules to encourage the economical production of QF power.

Texas QFs further argued that, per FERC v. Mississippi , the commission has the obligation to implement PURPA if the commission has "state adjudicatory machinery" in place to enforce and entertain claims analogous to those granted by PURPA. Thus, if the commission has the power to adjudicate claims involving QFs and PTB REPs and POLRs, the commission must implement PURPA. Texas QFs further cited to provisions in PURPA in which procedural provisions exist that would provide the commission sufficient tools to implement PURPA consistent with the Court's instruction in FERC v. Mississippi . Given the adjudicative and procedural machinery together with the federal mandate to implement PURPA, the commission must enforce the FERC PURPA rules.

Finally, Texas QFs argued that implementation is not optional as Entergy REPs and TXU assert FERC v. Mississippi and Printz v. United States , 521 U.S. 898, 117 S.Ct. 2365 (1997) addressed PURPA, Titles I and III which pertain to permissive implementation of rate matters as opposed to Title II -- the PURPA provision subject of this rulemaking -- which addresses purchasing obligations. However, Texas QFs conceded that FERC v. Mississippi does not require a state commission to establish regulations. At a minimum, the state commission must only adjudicate and resolve disputes between electric utilities and QFs.

Citing to FERC v. Mississippi and Printz , Entergy REPs, AEPSC, and TXU argued in reply to Texas QFs that the federal government may not direct a state to carry out a federal program without the state's consent. AEPSC acknowledged that the federal government could require the observance of federal law in adjudications . AEPSC pointed out that the Court in Printz specifically stated that FERC v. Mississippi would have been decided differently had it been based on non -adjudicative implementation (i.e., rulemaking). Further, AEPSC asserted that such State claim adjudications must be analogous to the claims granted by PURPA or the PURPA claims adjudicated must be of the very type customarily engaged in by the state. The commission must have underlying subject matter jurisdiction to be allowed to conduct adjudications on PURPA issues (pricing, terms, and conditions of wholesale power transactions in a competitive market). Thus, the commission having "adjudicatory machinery" or procedural mechanisms in place is not sufficient to require the commission to adjudicate PURPA claims disputes between QFs and REPs because the commission does not have state law jurisdiction over price, terms, and conditions of wholesale power transactions. Similarly, Entergy REPs argued in its reply comments that state law jurisdiction to entertain claims analogous to those granted in PURPA is dubious.

Additionally, AEPSC concurred with RRI and TXU that if the commission finds that it has ratemaking authority over PTB REPs and POLRs, it should be limited to this rulemaking proceeding.

The commission agrees with Texas QFs and TIEC and finds that it has ratemaking authority, through PURA Chapter 39, over PTB REPs and POLRs and a federal mandate to implement PURPA QF power purchase obligations. Although, the ratemaking powers conferred upon the commission in PURA Chapter 39 may not be "plenary" or completely resemble "traditional" cost of service ratemaking authority over vertically integrated utilities, the commission agrees with Texas QFs that PURPA does not provide any indication of the scope of "ratemaking authority." The commission disagrees with RRI that the proposed rule broadens the commission's limited authority over POLRs and PTB REPs, for PURPA purposes, to general ratemaking authority. Further, the commission finds that it can institute regulations that implement power purchase obligations upon PTB REPs and POLRs without affecting REPs' PURPA obligations separate from commission imposed obligations.

The commission agrees with Texas QFs and TIEC that, together with the federal PURPA mandate and state ratemaking jurisdiction under PURA Chapter 39, the commission has underlying state authority to direct how PTB REPs and POLRs will purchase QF power through PURA §35.061 which mandates the commission to adopt and enforce rules to encourage the economical production of QF power. The commission further acknowledges that, pursuant to the FERC's May 17, 2001 "Order Granting Declaratory Order and Denying Waiver of Regulations Implementing PURPA" in FERC Docket Nos. EL01-49-000 and EL01-60-000, all unbundled REPs, transmission and distribution companies, and power generation companies are federally mandated under PURPA to take puts of energy from QFs. The commission does not agree with the parties who argue that the Legislature altered, through SB7, the commission's authority under PURA §35.061, with regards to REPs. Rather, the commission believes that the Legislature did not intend any alteration of the commission's powers to regulate QF power sale, including to REPs, by the passage of the PURA Chapter 39 provisions in SB 7. Thus, the commission finds that through the federal PURPA mandate to implement QF power purchase obligations, state ratemaking jurisdiction under PURA Chapter 39, the state mandate under PURA §35.061 to adopt and enforce rules to encourage economical production of QF power, and an endeavor to regulate consistent with federal law, the commission has jurisdiction to implement PURPA through this rulemaking. To the extent that TXU and AEPSC have concerns regarding the expansion of the commission's ratemaking jurisdiction beyond the authority conferred by PURA, the commission finds that its retail ratemaking jurisdiction in areas open to competition is currently limited to the price to beat charged by the affiliated REP and POLR rates .

Expanding the jurisdictional arguments, Texas QFs noted that the commission has ratemaking jurisdiction over the transmission and distribution utilities (TDUs) which, under federal law, retain the obligation to purchase PURPA energy. Similarly, OPUC noted that if commission staff's interpretation of its jurisdiction is correct -- that affiliated REPs (AREPs) and POLR's must accept QF puts because they are subject to rate making procedures -- then this jurisdiction should extend to affiliated power generation companies (APGCs). OPUC argued that the APGC should also be forced to accept QF puts, as it is also subject to the rate making process via the true-up proceeding. In response, TXU contended that the commission does not have jurisdiction to implement PURPA for TDUs or APGCs. TXU argued that while the true-up proceeding is an act of ratemaking authority over TDUs, the TDUs do not sell electric energy, and PURPA obligations only apply to entities that sell electric energy. TXU further explained that in the true-up preceding the ratemaking authority is over TDUs and not APGCs, as the commission only gathers information from the APGCs to adjust the rates of their affiliated TDUs. Therefore, TXU noted that APGCs must self-implement their PURPA obligations. AEPSC also disagreed with OPUC's conclusion that APGCs fell under commission jurisdiction. AEPSC noted that although APGC is subject to a true-up proceeding, the commission has no authority to change its rates.

The commission agrees with TXU and declines to impose PURPA put requirements on TDUs or APGCs. The commission agrees with TXU that the commission does not have jurisdiction to implement PURPA power purchases over APGCs. The commission continues to have jurisdiction over TDUs; however, the commission recognizes that PURPA power will not be put to TDUs.

First Choice objected to the possibility of being forced to accept supplies from non- competitive suppliers. Its complaint is based upon the fact that First Choice has a contract with its wholesale supplier that requires it to purchase most of its power from that supplier. It claims that other PTB REPs with generation affiliates can accommodate the requirement to purchase power from QFs, but that it cannot due to the lack of such an affiliate. First Choice cites proposed subsection (f)(5) as applying to utilities that do not own generation. TXU disagreed with First Choice's request for an exception for accepting and pricing power from QFs. TXU noted in their reply comments that under FERC case law, "PURPA electric utilities that are customers to full-requirements supply contracts are still obligated to purchase QF power, however their avoided costs are set at the avoided costs of their full-requirements suppliers." AEPSC agreed with First Choice that it is in a difficult position, but stated that First Choice's problem is not unique and that no AEPSC REP owns any generation either. AEPSC requested that First Choice not receive different treatment with regard to its PURPA obligations.

The commission finds that First Choice is in a difficult position, but agrees with AEPSC and TXU that it is not unique, and therefore, should not receive different treatment with regard to its PURPA obligation. First Choice must comply with PURPA, as it meets the PURPA definition of "electric utility." Accordingly, the commission declines to grant First Choice's exception.

General comments on market based price and avoided cost

RRI, AEPSC, and TXU argued that if the commission is found to have jurisdiction, then a market-based pricing mechanism should be used. RRI argued that if the commission determines that a rule must be adopted, the proposed rule's definition of market price must be maintained in order to avoid conflicts with the PTB and to ensure that potential POLRs will bid to be POLRs. AEPSC stated that FERC has encouraged the commission to use market-based pricing.

Texas QFs argued that adopting the "market price" as proposed will give PTB REPs and POLRs free rein to implement rates which are nontransparent, calculated only after-the-fact, and highly subject to manipulation and gaming. However, AEPSC disagreed with the Texas QFs' assertion that self-implemented QF rates are subject to gaming, pointing out that such rates are heavily dependent on the market clearing price of energy (MCPE), which is independently determined by ERCOT. Entergy REPs, in initial and reply comments, commented that a specific definition for market price should not be included in the rule, and advocated in favor of restoring a general market standard that can be developed through self-implementation.

Texas QFs argued that as proposed, QFs will never know what the purchase price will be at the time of commitment. The Texas QFs argued that the proposed amendments fail to establish either a methodology for determining avoided costs, or an avoided cost rate, for purchases from QFs. Texas QFs contended that the payment methodology based on the market price of energy purchases proposed in subsection (i)(4), with the definition of market price in subsection (c)(8), is completely circular and fails to implement avoided cost pricing rates for purchases of QF energy. Texas QFs argued that the market is left without a transparent pricing mechanism for non-firm energy, depriving QFs of not only a reasonable estimate of the price they may be paid for their non-firm energy at the time they must schedule or deliver it, but also of the knowledge that payment will be received. Texas QFs commented that this fails to comply with the PURPA mandate to set avoided cost rates. Texas QFs argued that the definition of "market price" is too vague and should reflect the purchasing utility's highest (and least efficient) running costs or purchased power cost, i.e., the utilities "incremental costs" as required by PURPA. Finally, Texas QFs argued that granting the PTB REPs and POLRs the discretion to determine their own avoided costs constitutes an abdication by the commission of its PURPA responsibility to set avoided cost rates.

Texas QFs proposed the following definition of market price: "Market price for each 15- minute settlement interval is determined by multiplying the Heat Rate of the Marginal Unit times a fuel index. The Marginal Unit will be determined pursuant to the 'unit commitment' plan of the Qualified Scheduling Entity (QSE) for the PTB REP or POLR as submitted in that QSE's Day Ahead ERCOT schedule and Resource Plan. The Heat Rate will be based upon those determined to be appropriate proxies for the Marginal Unit as adopted for utilities' generating fleets in Section 25.381 of this Title. The fuel index will be an index appropriate for the type of generating unit on the margin (i.e. for gas units, it will be the Daily Gas Price)." Texas QFs reasoned that since there is no established day-ahead or real-time market (e.g. a "power exchange") in ERCOT, their proposal is based upon the heat rates and fuel prices of the capacity auction products contained in §25.381, relating to Capacity Auctions, as well as the day-ahead ERCOT schedule and Resource Plan of the PTB REP's or POLR's QSE. Texas QFs stated that their proposal, consistent with the FERC's invitation to determine avoided costs in a market- oriented manner, utilizes the PTB REP's or POLR's QSE's Day-Ahead unit commitment plan to determine the unit on the margin -- after the QSE has taken into account any possible day-ahead market opportunities. The units committed to run by the QSE should reflect a market price, because the QSE would not commit a unit to run if its incremental cost was not at or below market. Texas QFs noted that this still was not a published market price, but argued that it reflects what the QSE reasonably expects the energy market to be, and is therefore not subject to the same abuses and manipulations as a self-determined or MCPE market price. Once the unit on the margin is identified, Texas QFs argued, the proposal then utilizes capacity auction products as commission-approved market proxies for the marginal units determined by the "unit commitment" of the PTB REP's or POLR's QSE.

Texas QFs commented that their proposal offers the following benefits: it relies on the actual "unit commitment" schedule of the AREP's or POLR's QSE, so by definition it is a "market based" rate; it utilizes heat rates and fuel price indices already approved by the commission in the capacity auction rule; and because it is reasonable, there is no need for AREPs to file confidential, competitively-sensitive power purchase agreements with the commission to verify that they are correctly calculating their avoided costs.

TXU offered a list of comments regarding TIEC and the Texas QFs' proposed avoided cost methodologies. First, TXU opposed TIEC and the Texas QFs' proposed definition of "market price" indicating that it is irrelevant to entities that do not own generation and could require PTB REPs and POLRs to pay more than their individual avoided cost for QF power. TXU argued that PTB REPs and POLRs must purchase all of their power supplies so their avoided cost should be what they would have paid to purchase power if not for the purchase of QF power. TXU further commented that while fuel prices and heat rates may indirectly affect the price of power purchases by PTB REPs and POLRs, these factors do not necessarily account for all the costs that a particular PTB REP or POLR avoids with the purchase of QF power. Second, TXU commented that PTB REPs and POLRs will not always receive power from their APGCs and that pricing arrangements with suppliers will not always be based on incremental generating costs of their suppliers. Third, TXU argued that the methodology proposed by TIEC and Texas QFs would require PTB REPs and POLRs to pay more than their avoided costs for QF power by imposing firm pricing for non-firm products. TXU was also concerned that TIEC's and Texas QFs' methodology would create an arbitrage opportunity for QFs by establishing day-ahead firm avoided cost prices. Fourth, TXU contended that TIEC and Texas QFs' proposal to use the "marginal unit" in a PTB REP's or POLR's QSE-unit-dispatch to measure the REP's avoided cost is illogical for two reasons: (1) a PTB REP's or POLR's QSE may or may not represent generating units for dispatch; and (2) a QSE may represent multiple market participants that affect its dispatch decisions causing the QSE's marginal unit to be unrelated to the avoided cost of the PTB REP or POLR. Fifth, TXU addressed Texas QFs' initial comments that PTB REPs and POLRs self-implemented avoided cost will be after-the-fact. TXU explained that PURPA rules do not require that PURPA electric utilities calculate or state their avoided costs before-the- fact. The PURPA rules require that electric utilities make available the data needed to estimate avoided costs. TXU also stated that no QFs have approached them to acquire any of the above- mentioned avoided cost data. Finally, TXU argued that TIEC and Texas QFs are seeking to apply unrelated proxy prices through the use of heat rates and fuel rates used in the capacity auction to determine avoided costs. TXU deemed that the proxies were created for the purpose of the capacity auction and therefore do not represent the actual operation of any particular utility or generating unit. TXU was concerned that by using the proxy prices as a measure of avoided cost, there is potential for PTB REPs and POLRs to pay more than their avoided cost for QF power which is in violation of PURPA and FERC rules.

RRI and AEPSC also disagreed and took issue with the Texas QFs definition of "marginal unit" which is based on the "unit commitment" plan of the QSE for the PTB REP or POLR. RRI asserted that it would require creation of a new QSE for the REP to separately schedule for PTB and/or POLR obligations, which is not required by PURA and which would impose additional costs on the REPs and their PTB and/or POLR customers. RRI further pointed out that the QFs do not offer any feasible method for determining the marginal unit from the unit commitment plan, which creates insurmountable problems. AEPSC argued that QSE's are not subject to the commission's jurisdiction and other market participants' QSEs are not required to disclose such information. AEPSC argued that disclosing its marginal heat rates will put a PGC at a competitive disadvantage, and a QSE may have more than one marginal unit.

RRI also took issue with the Texas QFs assertion that "the QSE would not commit a unit if its incremental cost was not at or below market." To the contrary, RRI stated a QSE may commit a unit even if its incremental cost is above market in order to have the units available to meet peak obligations, to participate in the ancillary service markets when the profit more than offsets the loss on energy sales, and the units may be forced by ERCOT to run for reactive power. Thus, RRI asserted that these given circumstances should not be considered "unit on the margin" for determining price that should be paid for QF energy deliveries. Ultimately, RRI argued that the Texas QFs proposal is unworkable, creates gaming opportunities and will result in higher costs to customers.

Additionally, RRI also pointed out that responsibility transfers are further complicated because QSEs do not have the capacity to dynamically adjust resources in its QSE to accommodate the PURPA put. Without the supply resources in its supply portfolio to directly control, the QSE used by the PTB REP and POLR would be exposed to the balancing energy market for QF deliveries. Under such scenario, the PTB REP or POLR would not be purchasing from the QF but rather would have purchased power that is sold to ERCOT via the balancing energy market. Thus, the definition of market price contained within the proposed rule would not correctly apply because the PTB REP or POLR would not have foregone power purchases due to the purchase from the QF. RRI asserted that only the QSEs are authorized under the ERCOT Protocols to schedule energy, so the PTB REPs and POLRs therefore will not be able to implement responsibility transfers on their own. Texas QFs agreed in reply comments, but stated it should be a simple matter for the PTB REPs and POLRs to require such capability in their contracts with their QSEs.

In reply comments, RRI generally agreed with OPUC that the Texas QFs' approach "encourages market manipulation and gaming which distort the market and raise power costs. The effect of such tariffs would be to develop a floor price for QF power, since the QF producer would always be free to sell at market rates when it is more beneficial to do so."

AEPSC commented that "market price" should be defined by the MCPE as determined by ERCOT. AEPSC stated that the rule's definition of "market price" is too vague and will result in commission imposed prices, rather than market-based prices. AEPSC argued that the proposed definition depends on which purchases were forgone by the REP and will lead to complaints by the QF. Texas QFs' objected to this proposal, noting that FERC found that ERCOT energy imbalance price neither constitutes a market price nor is it an adequate substitute for a QFs right under PURPA to sell to a purchasing utility at its avoided cost rates. Texas QFs commented on the FERC's statement that ERCOT ancillary purchases occur only after utilities have fully bilaterally arranged for and dispatched their own generation to their affiliated REPs. Texas QFs argued that the ERCOT imbalance service effectively is a "last stop" reliability service that is in no way related to a utility's incremental costs of generation. Texas QFs pointed out that the ERCOT imbalance market is "far smaller" than the short-term market as a whole. Texas QFs argued that due to its small size, lack of liquidity, and the fact that no market participant can purchase energy from the imbalance bid stack, it is not a market at all. Texas QFs argued that the price in that market has often been negative or zero.

AEPSC argued in its reply comments that FERC did not prohibit the use of MCPE for pricing purposes as the Texas QFs suggested. Rather, AEPSC argued that FERC did not address the issue of MCPE and simply ruled that the opportunity to sell ancillary services to ERCOT does not fulfill PURPA obligations. AEPSC further contended that the use of MCPE is a superior pricing method than that suggested by the Texas QFs and TIEC. AEPSC stated that formulaic pricing is inconsistent with market-based pricing and will hinder the development of a fair and competitive energy market. AEPSC also argued that the capacity auction heat rate is inaccurate, and therefore, inferior to MCPE. AEPSC also responded to the Texas QFs' statement that a negative or zero price for balancing energy indicates that the market is not working properly. AEPSC directly disagreed and stated that such prices indicate that the marginal benefit of additional power is negative. Therefore, a negative price for balancing energy is sometimes appropriate. AEPSC also noted that balancing energy prices are negative a small percentage of time. AEPSC countered the Texas QFs' argument that pricing after the fact is unacceptable by stating that it is necessitated by logistical constraints. AEPSC also stated that QFs could enter into bilateral contracts with purchasers if they demanded increased price certainty.

RRI also asserted that a PURPA defined electric utility operating in the competitive market place should not be obligated to pay more than market price, nor should it be obligated to take more than it is able to accept consistent with its other obligations. RRI stated that residual QF energy could be put to ERCOT in real-time which would exercise decremental balancing energy bids to accommodate such energy. Per RRI, the avoided cost for such placement would be the market-clearing price for balancing energy less any imbalance penalties. Alternatively, RRI argued that residual energy put to the PURPA defined electric utility would appear as resource imbalance and receive the market-clearing price less any imbalance penalties.

First Choice proposed that the price should be the balancing energy market-clearing price for the ERCOT congestion zone in which the power is produced if it is required to take power from other QF suppliers. First Choice argued that any market price definition that comes out of this rulemaking needs to recognize this congestion zone distinction.

TXU proposed changing the defined term for subsection (c)(8) from "market price" to "power purchase avoided cost" to prevent confusion as the term market price has different meanings to different parties. AEPSC disagreed with TXU's suggestion, arguing that "market price" was more in the spirit of the FERC ruling and SB 7. On the other hand, Entergy REPs agreed with TXU's position that the proposed market price definition in the proposed rule does not actually define a market price, but instead refers to a "purchased power avoided cost." Entergy REPs did not believe that "purchased power avoided cost" would be a desirable formula for determining the price to be paid for as-available QF energy. Entergy REPs indicated that this market priced definition will often refer to REPs' costs under bilateral contracts, rather than market price. Given that the bilateral contract price may be above or below market at times, QFs may take advantage of making their as-available power sales at a price that will create arbitrage opportunities and ultimately distort the market and impose additional costs on the purchasing REP. TXU likewise commented that a PTB REP's or POLR's avoided cost for QF power could be based on a bilateral contract and not necessarily the market price for energy in a certain market. Entergy REPs recommended, if a definition is included, that the commission adhere to market standards that will treat all market participants equally and allow recovery of all costs associated with QF transactions. Entergy REPs further contended that the problems created by the use of the "purchased power avoided cost" formula will also be avoided through adherence of market price standards. TXU supported the proposed definition which utilizes individualized determination of avoided costs.

TXU further opposed Entergy REPs' proposal to defer the creation of an avoided cost methodology to compliance filings. TXU responded to Entergy REPs' concerns of arbitrage opportunities resulting from contract prices for power prices being revealed by explaining that most power purchase contracts are not fixed price contracts. TXU further explained that most power purchase contracts have prices determined by indices or costs that create uncertainty in the final dollar amount paid upon settlement which also creates uncertainty to prevent arbitrage opportunities.

The commission finds that it is appropriate to use a market-based pricing method for calculating avoided cost as opposed to a pricing method that is formulaic in determining avoided cost. Specifically, the commission finds that the closest approximation of a market price for avoided cost is the market-clearing balancing energy price for the ERCOT congestion zone in which the power is produced, minus any administrative costs, including an appropriate share of ERCOT-assessed penalties, and fees typically applied to power generators. The commission finds that this price most closely reflects avoided costs for the marginal unit of energy. To the extent that it is impossible for a REP to predict its load with 100% accuracy, each REP will have to either buy or sell a small amount of balancing energy. To the extent that QF energy displaces any of the REP's demand for balancing energy, the balancing energy price is the REP's avoided cost. Likewise, when a REP over-schedules with ERCOT, it receives the balancing energy price for its excess energy. This is true regardless of whether or not the REP would have overscheduled had it not fulfilled its PURPA obligations. Therefore, the commission finds that the balancing energy price is the most appropriate estimate of avoided cost.

The commission further finds that the balancing energy price should be used to determine avoided cost because it reduces the ability for any interested party to conduct in gaming. This is precisely because prices are not revealed until after the market has cleared. If the price was known ex ante , then it could act as either a price floor for QFs or a price ceiling for REPs. Either situation would encourage market manipulation. Furthermore, while PURPA mandates that a REP must accept energy from a QF, PURPA does not mandate that the QF must put to a particular REP. If the QF seeks a more certain price, the commission notes that it is free to seek other markets for its energy, such as entering into long-term bilateral contracts. The commission finds that it is also appropriate to explicitly permit a QF to agree to commit, on a day-ahead basis, to deliver firm power for the next day to a PTB REP. If a QF commits to deliver firm power on a day-ahead basis, the commission finds that rates for purchases of this power shall be based on prices for the day that the power was actually delivered as reported or published in an independent third party index or survey of trades of commonly traded power products in ERCOT, provided that the index or survey is ERCOT-specific and is based upon enough transactions to represent a liquid market, and the commitment to deliver shall correspond with the relevant hours of delivery of those products. The commission finds that this additional option is appropriate because it will provide another option for QFs while preventing the arbitrage opportunities identified by several of the commenters. Subsection (g)(3) has been added to prescribe the rates for purchases from a QF that has committed to delivering firm power on a day-ahead basis.

To the extent that the price of balancing energy is zero or negative, this does not negate a REP's PURPA obligations. Rather, a non-positive price indicates that the cost that the additional energy creates exceeds its benefits. The fact that the price may be zero or negative reflects the risk inherent in the current market structure and can be appropriate for non-firm energy. Finally, the use of such a price is revenue neutral to the REP. Thus, there should be no increase in costs to pass along to PTB REP or POLR customers.

The commission understands the argument made by the QFs and TIEC that granting them the opportunity to sell ancillary services, such as balancing energy, does not fulfill PURPA obligations. However, the commission finds that said parties are misinterpreting the decision made by FERC in its May 17, 2001 "Order Granting Declaratory Order and Denying Waiver of Regulations Implementing PURPA" in FERC Docket Nos. EL01-49-000 and EL01-60-000. The commission understands the FERC ruling to say that the opportunity to bid into the Independent System Operator run markets does not fulfill PURPA obligations. However, that is not the solution that the commission adopts. Rather, the commission finds that the PTB REPs and POLRs have an absolute obligation under PURPA to accept energy on behalf of the QF. The commission also finds that the balancing energy price is the appropriate determination of avoided cost and should be used to determine proper compensation for all energy supplied to the REP by the QF, absent any other private agreement reached by said parties.

Another issue of debate among the parties was the issue of requiring REPs to provide certain cost data. Texas QFs argued in the alternative, that if the circular definition of "market price" is adopted, the PTB REPs and POLRs should be required to provide their avoided cost data to the QFs, as set forth in 18 C.F.R. §292.302. In addition, the PTB REPs must be required to file all agreements under which they purchase energy, and QFs must be allowed to review such agreements to ensure that the prices they are paid truly reflect the PTB REPs avoided cost of energy. RRI and AEPSC opposed the Texas QFs proposal that AREPs be required to file and make public, pursuant to 18 C.F.R. §292.302, certain detailed cost data. RRI asserted that after restructuring such requirement upon AREPs made little practical sense. RRI reasoned that prior to restructuring, a single entity controlled a generation and distribution "system" and that there were no competitive concerns. Post restructuring, AREPs no longer have such a system as contemplated by 18 C.F.R. §292.302, and thus is inapplicable. RRI surmised that AREPs likely now rely on competitive information in order to compete in the market, and an unequal filing requirement of such information will provide a competitive advantage for QFs to the detriment of AREPs. AEPSC argued that disclosure of such information would put said AREPs at a comparative disadvantage and stunt the growth of a competitive market. AEPSC also mentioned that the commission does not have the authority to make PTB REPs and POLRs disclose such information.

The commission finds that disclosure of REPs cost data is not necessary in view of the market-based pricing method adopted by the commission. Therefore, the commission declines to adopt Texas QFs proposal and does not require the production of cost data for the PTB REPs and POLRs.

Concern over POLR rates

Additionally, RRI, TXU, AEPSC, and OPUC commented that applying the rule to POLRs may raise additional concerns. RRI argued that the proposed rule would be particularly problematic for POLR service, to the point that it would act as a disincentive for REPs to bid to become POLRs because they would be subject to additional commission regulations beyond the POLR regulations. TXU also suggested that by classifying POLRs as state-regulated PURPA electric utilities that are subject to commission ratemaking authority, the commission will discourage REPs from applying for POLR status. TXU argued that while REPs, as electric selling entities, have the federal obligation to purchase QF power, REPs could be discouraged knowing that by achieving POLR status they give up their right to self-implement PURPA. AEPSC agreed with TXU and RRI that the proposed amendments will discourage REPs from attempting to become POLRs. AEPSC argued that the amendments would result in the QF favoring puts to the POLR REP, increase the uncertainty associated with providing such service, and lead to an increase in POLR rates.

OPUC made the point that POLR rates are already high because it is difficult for the POLR to predict its load, and therefore use hedging contracts to control the price of their inputs. Forcing the POLR to accept stochastic QF puts will only exacerbate this effect. OPUC stated that accepting QF power may result in an inefficient allocation of resources that could cause the costs associated with providing PTB and POLR services to increase. OPUC pleaded that the AREP not be allowed to use such an increase in costs to justify an increase in rates for PTB and POLR customers. OPUC further argued that prices for QF power should be determined through market-based methods, rather than through formulaic tariffs that set avoided cost. Using tariffs will have the effect of creating a price floor, and hence, encourage gaming. OPUC was concerned that the proposed rule does not mandate a market-based approach, but rather adopts it if and only if the QF agrees to such a method. In response to OPUC, TXU asserted that an appropriate avoided cost determination would nullify OPUC's concern that imposing the PURPA obligations on the PTB REPs and POLRs will drive up retail rates for residential and small commercial customers. TXU stated that an appropriate avoided cost determination will have no effect on PTB REPs' and POLRs' purchase power costs as the idea is for the PURPA electric utility to pay no more for QF power than it would have paid to otherwise obtain power.

The commission agrees with the concerns raised by OPUC, RRI, TXU, and AEPSC regarding the potential disincentives that this rule may have on REPs seeking to become POLRs. However, the commission finds that PURPA requires state commissions to implement PURPA for all entities over which the state commission has ratemaking authority, which this commission clearly does have with respect to POLRs. As a result, the commission declines to make this rule applicable to POLRs, and instead will address PURPA implementation for the POLR REPs on a case-by-case basis.

Comments on specific rule sections

§25.242(b) - Application

Brazos offered clarifying language to dismiss any misconceptions that even as a POLR, this section would not be applicable to an electric cooperative. Brazos explained that in PURA §41.053 an electric cooperative may designate itself or another entity to be the POLR within the electric cooperative's certificated service area. If the electric cooperative acts as the POLR, the electric cooperative must offer the customer the standard retail service package as approved by the electric cooperative's board of directors. Brazos proposed language to clarify the idea that the commission has no jurisdiction over the rates of electric cooperatives or municipalities. AEPSC noted that the comments made by Brazos that the proposed rule does not apply to cooperatives, even if they are acting as POLR, underscored its jurisdictional concerns.

For the reasons discussed above in Concern over POLR rates , the commission declines to implement PURPA over POLRs through this rulemaking. Thus, the commission does not believe it necessary to adopt Brazos' proposed clarification language. Notwithstanding, PURA Chapter 41 has altered the commission's jurisdiction over electric cooperatives much more comprehensively than that over REPs. The commission asserts jurisdiction over PTB REPs and POLRs in part based on the ratemaking authority it possesses through PURA Chapter 39. PURA Chapter 41 specifically places ratemaking authority over electric cooperatives in the hands of the cooperative's board of directors. The electric cooperative board of directors' ratemaking authority extends to electric cooperative POLRs pursuant to PURA §41.053(d).

§25.242(c) -Definitions

TXU offered amendments to make the definition of "cost of decremental energy" in subsection (c)(3) consistent with the use of the term in proposed subsection (i)(3). AEPSC commented that subsection (c)(3) should be clarified and specifically reference electric utilities, not simply utilities.

The commission declines to adopt the revisions recommended by TXU and AEPSC. The commission finds that the term decremental energy only exists in subsection (i)(3) which applies to electric utilities as defined in subsection (c)(4).

First Choice expressed concern about the usage of subsections (c)(1) and (c)(8) under the amended rule.

The commission acknowledges First Choice's concerns regarding amendments made to (c)(1) addressing the definition of "avoided costs" and (c)(8) adding a definition of "market price." However, the commission adopts the definitions changes made based on its reasoning expressed in this preamble.

§25.242(f) - PTB REP and electric utility obligations

§25.242(f)(1) - Obligation to purchase from qualifying facilities

AEPSC commented that subsection (f)(1)(A)(i) and (ii) should be deleted. They are confusing and not applicable under the new ERCOT market structure.

The commission finds subsection (f)(1)(A)(i) and (ii) still applies to electric utilities as defined in subsection (c)(4). In the case of PTB REPs, it reiterates the point that delivery from the QF may be directly connected via the affiliated TDU to the facility or via transmission to PTB REPs located in other TDU service areas.

AEPSC commented that subsection (f)(1)(B) should be amended to specifically address the 90 day notice requirement for PTB REPs and POLRs.

The commission notes that many of the provisions in (f)(1)(B) relate to interconnection of the QF to the transmission and/or distribution grid and therefore, are not applicable to PTB REPs and POLRs. Additionally, for the reasons discussed above in Concern over POLR rates , the commission declines to implement PURPA over POLRs through this rulemaking. However, the commission agrees with AEPSC that similar timelines for finalizing agreements to purchase energy should be completed in a timely manner but does not agree that such agreements should take 90 days to reach given the prescriptive avoided cost methodology in this rule. The commission adds new subsection (f)(1)(C) to clarify this obligation.

§25.242(f)(2) Obligation to sell to qualifying facilities

AEPSC commented that subsection (f)(2) should be changed to only apply to POLR REPs. AEPSC argued that the commission does not have the authority to order any REP to provide service to a non-PTB customer. Alternatively, AEPSC suggested that the phrase "market based rates" be changed to "mutually agreed upon rates" to circumvent this problem.

TXU opposed TIEC's proposal to require PTB REPs and POLRs to sell energy and capacity to QFs at the REPs avoided cost plus reasonable administrative expenses. TXU contended that PURPA rules require a PURPA electric utility to sell to QFs at rates that are nondiscriminatory. TXU further argued that there is no precedent to use avoided costs to determine rates for energy and capacity sold to QFs. First Choice expressed concern about the lack of a definition for "market based rates" in subsection (f)(2).

Entergy REPs generally agreed with proposed subsection (f)(2), which governs sales to QFs. However, Entergy REPs stated that this section fails to explicitly provide for recovery of incidental administrative, billing and metering costs from QFs, and expressed preference that such provision be explicitly inserted in the subsection (f)(2). Nonetheless, Entergy REPs believed that full cost recovery is implicit in the market standard contained in the proposed rule. Entergy REPs, in reply comments, disagreed with TIEC's proposed pricing mechanism that would price sales to QFs at avoided costs plus an allowance for administrative costs, stating that such mechanism would not recover demand-related charges that are often associated with sales to QFs.

The commission finds that its jurisdiction is limited to POLR and PTB REPs. For the reasons discussed above in Concern over POLR rates , the commission declines to implement PURPA over POLRs through this rulemaking. The commission finds that the avoided cost for PTB REPs is the MCPE for the ERCOT congestion zone in which the power is produced, minus any administrative costs, including an appropriate share of ERCOT-assessed penalties, and fees typically applied to power generators. The commission finds, pursuant to PURPA, that QFs selling to non-POLR and non-PTB REPs should self-implement PURPA and set avoided cost at a mutually agreeable price and in a non-discriminatory manner. The commission also finds that it is not a commission requirement but a PURPA requirement that electric utilities sell standby, back up, and maintenance power to QFs at market rates. The commission further finds that this requirement has been harmonized by allowing these rates to be at the market value for these services.

§25.242(f)(4), Transmission to other electric utilities

AEPSC commented that subsection (f)(4) should be deleted because it is confusing and not applicable under the new ERCOT market structure.

The commission disagrees with AEPSC's comment that subsection 25.242(f)(4) should be deleted. QFs receiving or providing electricity from the grid will require transmission service. The obligations and rules of Subchapter I continue to govern transmission service irrespective of the new ERCOT market structure. The rules of Subchapter I were developed to support the new ERCOT market structure and the commission declines to delete this subsection.

§25.242(f)(5), PTB REP and POLR scheduling with qualifying facilities

TXU recommended deletion of proposed subsection (f)(5) as it regards the use of dynamic scheduling and responsibility transfers. TXU supported the initial comments of RRI and OPUC as well as echoed their comments that these forms of scheduling are not yet part of the ERCOT protocols. Further, TXU deemed that dynamic scheduling and responsibility transfers are not needed for QF puts and that static scheduling will accomplish QF puts leaving QFs exposed to the same financial imbalance concerns that apply to all PGCs in the new market. TXU also urged that the commission allow QFs and purchasing utilities to continue to work together to determine appropriate means for the technical transactions as it done in the past and not to use the rule to fix technical specifications that will likely change and evolve over time. Likewise, AEPSC urged the commission to reject Dynamic Resource Scheduling (DRS) because many different generators serve unpredictable loads and requiring DRS would give QFs an unfair advantage over other generators. AEPSC further contended that DRS will result in increased costs for PTB REPs and POLRs as certainty commands a price premium and that requiring dynamic scheduling would discourage efficient production of electricity. Furthermore, AEPSC argued it would require the REP to seek additional flexibility from its other suppliers. In this vein, AEPSC argued that subsection (f)(5), which requires PTB and POLR REPs to offer DRS, should be deleted.

Likewise, OPUC asked that the commission delete subsection (f)(5), requiring the availability of DRS. Although this service has been traditionally provided by integrated utilities, the new market structure does not support this because the generation and control areas no longer operate in a bundled manner.

RRI also argued that DRS is an optional service and is not necessary for QFs to deliver PURPA put energy nor are they required by ERCOT, although efforts are underway at ERCOT to define how such scheduling might work. RRI recommended revisions to subsection (f)(5) to indicate the service is optional. RRI asserted that static scheduling is adequate and will be used by other PGCs on a regular basis. RRI argued that QFs should be subject to the same balancing energy market exposure taken by other PGCs in the ERCOT market, if scheduling is not met. RRI argued that QFs would be advantaged and have arbitrage opportunities should they be allowed to avoid such exposure. RRI also suggested that the proposed rule be clarified to indicate that responsibility transfers can only be undertaken by QSEs on behalf of REPs and QFs under the ERCOT Protocols, and that the ERCOT Protocols allow QSEs to offer responsibility transfers at their option under mutually agreeable contract terms.

Texas QFs and TIEC argued that it is imperative that DRS and/or responsibility transfers be utilized to accommodate PURPA energy, due to the intermittent, variable, non-firm and uncontrollable nature of the energy produced by QFs in excess of the needs of their steam hosts. TIEC also argued that the commission should require, through the rulemaking, that contracts between entities obligated to purchase PURPA power and QSEs make DRS available as quickly as possible if it not already available without "tying" such other services that a QF might be required to purchase.

The commission agrees with the Texas QFs and TIEC about DRS to the extent that it is desirable to better accommodate the fluctuating nature of their production. It does not agree with the recommendations that subsection (f)(5) be deleted. DRS should remain available as an option subject to the ability of the QF and its QSE to meet ERCOT's protocol requirements. The commission disagrees with the assertions that DRS would give the QFs an unfair competitive advantage because DRS is available to any energy supplier/QSE willing to utilize it.

§25.242(g) - Rates for purchases from a qualifying facility

§25.242(g)(2) - market based rates

OPUC stated that the term "just and reasonable operating expenses" is unclear and asked that the last sentence of subsection (g)(2) be deleted. OPUC claimed that this sentence could conflict with the PTB rule and create confusion. TXU, however, opposed OPUC's recommendation to delete the "just and reasonable operating expenses" provision from this subsection because it would be unfair not to allow PTB REPs and POLRs to recover costs from their customers.

AEPSC argued subsection (g)(2) should be deleted because the method of calculating avoided cost has not been fully determined and could result in the disclosure of a REP's cost information, putting it at a competitive disadvantage. AEPSC also commented that subsection (g)(2) contains a typographical error that should be corrected.

TXU suggested amending the second to last sentence of proposed subsection (g)(2) to create consistency between the subsection and PURPA rules at 18 C.F.R. §292.304(5).

TIEC supports the language proposed by Texas QFs as a modification of the definition of market price with the provision that if there is so much PURPA power available that more than one unit (or more than one type of unit) is avoided, then the heat rate and fuel index should be the average of the stack of all units avoided.

For the reasons discussed above in Concern over POLR rates , the commission declines to implement PURPA over POLRs through this rulemaking. The commission finds that this section relates to longer term purchases of energy and capacity and as such, in the context of PTB REPs should be fully negotiated between buyers and sellers in the competitive wholesale market. Alternatively, QFs may sell energy on a nonfirm, as available basis, and the commission finds that the MCPE is the appropriate estimate of avoided cost as defined in subsection (i)(4). Additionally, the term "just and reasonable operating expenses" does not apply in the context of a PTB REP as all of its purchases, including those from QFs, will be done at market based rates. Subsection (g)(2) has been modified to clarify that the term "utility" refers to still bundled electric utilities.

§25.242(i) - Tariffs setting out the methodologies for purchases of nonfirm power from a qualifying facility

AEPSC commented that subsection (i) should be clarified in the following manner: Paragraphs (1) and (3) apply to electric utilities and paragraphs (2) and (4) apply to PTB and POLR REPs. AEPSC sought clarification whether PTB REPs and POLRs must file actual tariffs or simply a description of the methodology that will be used to determine rates and whether PTB REPs and POLRs have the authority to choose which method will be used when either the QF agrees to the method or when the QF chooses the method.

§25.242(i)(2)

TXU proposes amending the term "market price" to read "power purchase avoided cost" to be consistent with TXU's proposal for change in proposed subsection (c)(8). AEPSC commented that subsection (i)(2) should be clarified that the period of sale is negotiated, as this section deals with average costs.

Entergy REPs, in reply comments, disagreed with TXU's suggestion that proposed subsection (i)(2) be revised to refer to average "purchased power avoided costs" rather than average market price. Entergy REPs reason, as with its general discussion concerning avoided costs determination, is that QFs will benefit from arbitrage opportunities that would ultimately distort market prices with added costs to REPs. The Entergy REPs also recommended deletion of any reference to "average market price" or TXU's suggested "purchased power avoided cost" because parties should be free to enter into contractual arrangements based on mutually agreeable terms and conditions.

For the reasons discussed above in Concern over POLR rates , the commission declines to implement PURPA over POLRs through this rulemaking. Concerning PTB REPs, the commission agrees with the concerns raised and has made corresponding revisions to the language in subsection (i)(2) and (i)(4) to address these concerns. Particularly, the commission has now revised subsection (i)(2) to specifically address the manner in which PTB REPs and QFs can mutually agree to the terms of rates for energy sales to QFs that are different than the market price as defined in subsection (c)(8). Nevertheless, the commission believes what the rate is called is irrelevant to the issue to the extent that both parties in question agree on the price for QF energy.

§25.242(i)(4)

OPUC recommended that subsection (i)(4) be amended such that "shall" replaces "may," and that the phrase "at the option of the qualifying facility" be deleted. TXU opposed OPUC's recommendation, arguing that it would be unfair not to allow PTB REPs and POLRs to recover costs from their customers.

The commission disagrees with OPUC's recommendation. However, in light of the above decision to revise subsection (i)(2) with regards to PTB REPs and QFs reaching mutually agreeable terms for nonfirm sales to QFs, the commission has made corresponding changes to subsection (i)(4). The commission revises subsection (i)(4) to allow rates for purchases of nonfirm power to be based on the market price of energy (as defined in (c)(8) as MCPE) at the time of the sale to the QF, unless alternative arrangements have been made pursuant to subsection (i)(2).

§25.242(i)(5)

Texas QFs commented that they object to subsection (i)(5) which states that PTB REPS and POLRs must file with the commission a description of the methodology that will be used in calculating these rates for purchase, to the extent that it does not explicitly require commission approval for the methodology that will be used to calculate the individual utilities' avoided costs. Texas QFs stated that they want an opportunity for a contested case proceeding with commission approval of the ultimate methodology.

The commission deletes subsection (i)(5) given that it has adopted the MCPE as market prices. Because, through the adoption of the MCPE no methodology will need to be established, it is unnecessary for PTB REPs to make filings with the commission.

§25.242(j), Periods during which purchases not required

§25.242(j)(1)

TXU offered amended language throughout the subsection to carry the idea that in certain circumstances, electric utilities, PTB REPs and POLRs are permitted to decline to purchase QF power. TXU added that resource ramp limitations are not the only operational circumstances that could cause electric utilities, PTB REPs and POLRs to be in a position to pay more than their avoided costs for QF power.

AEPSC argued against subsection (j)(1), stating that the ability of a PTB REP or POLR to cease delivery because of operation concerns conflicts with the ability for the QF to obtain dynamic scheduling. There is no opportunity to provide notice under dynamic scheduling. AEPSC further argued that in addition to being an operational limitation, that ramp rate limitations may also be contractual limitations that a REP may have with its supplier. AEPSC stated that the commission should clarify that "utility" should refer to PTB REPs and POLRs and that the last sentence of the section does not clearly state the PTB REP's and POLR's obligations.

AEPSC commented that the commission's authority to verify operational limitations conflicts with the QF's ability to request dynamic scheduling in subsection (j)(3).

Additionally, RRI asserted that the proposed rule should be modified to ensure that the amount of the PURPA put energy scheduled or delivered to the PTB REP or POLR does not exceed the total load associated with those services. RRI recommended language to be added as subsection (j)(4), consistent with this recommendation.

The commission agrees with the parties that the term utility, in this rulemaking, should also apply to PTB REPs. It also agrees with RRI that language should be added to limit the amount of energy that may be put to a PTB REP to no more than the PTB REP needs to serve its load. If a QF chooses to use DRS, it does so with the understanding that it may have a different degree of notice available in case of curtailments due to operational concerns. The commission has made corresponding revisions to subsection (j)(4) consistent with the position that the amount of energy put may be limited.

§25.242(l), Interconnection costs

TXU proposed language to clarify that subsection (l) is addressing "electric" utility's Open Access Transmission Tariff.

The commission agrees with TXU and added "electric" in subsection (l) for clarity.

§25.242(m), System emergencies

AEPSC commented that subsection (m) it is not clear as to why PTB and POLR REPs cannot discontinue purchases and sales during a system emergency. The subsection should be amended or clarified.

The commission declines to make the revision suggested by AEPSC because the proposed rule did not recommend a change to this subsection. Therefore, no substantive change can be made to this provision at this time. However, the commission notes that a comparable provision exists in the FERC's rules relating to PURPA obligations at 18 C.F.R. §292.307.

25.242(n), Enforcement

AEPSC requested that the commission reject Texas QFs' suggestion that the commission evaluates via a contested case the compliance filings of each PTB and POLR REP. AEPSC argued that contested cases are not in the spirit of competition and that the commission should rely on market based prices instead.

In reply comments, Entergy REPs disagreed with Texas QFs' proposal that each implementation filing under the proposed rule be subject to review in a contested proceeding. Entergy REPs argued that affected parties have the ability under PURA and the commission's rules to initiate a complaint proceeding if disagreement exists with the implementation filing.

The commission believes Entergy's and AEPSC's concerns have been addressed by the deletion of subsection (i)(5).

All comments, including any not specifically referenced herein, were fully considered by the commission. In adopting this section, the commission makes other minor modifications for the purpose of clarifying its intent.

This amendment is adopted under the Public Utility Regulatory Act, Texas Utilities Code Annotated, §11.002 (Vernon 1998 & Supplement 2002) (PURA), 16 U.S.C. §824a-3(f) (2000), and 18 C.F.R. Part 292 (2001) which grants the Public Utility Commission the authority to make and enforce rules necessary to protect customers of electric services consistent with the public interest; PURA §14.002 which provides the commission with the authority to make and enforce rules reasonably required in the exercise of its powers and jurisdiction; PURA §35.061 which provides the commission with the authority to make and enforce rules to encourage the economical production of electric energy by qualifying facilities; and 16 U.S.C. §824a-3(f) (2000) and 18 C.F.R. Part 292 (2001), which require state regulatory authorities to implement federal Public Utility Regulatory Policies Act regulations addressing arrangements between certain entities that sell electric energy.

Cross reference to statutes: Public Utility Regulatory Act §§11.002, 14.002, and 35.061; 16 U.S.C. §824a-3; and 18 C.F.R. Part 292.

§25.242.Arrangements Between Qualifying Facilities and Electric Utilities.

(a) Purpose. The purpose of this section is to regulate the arrangements between qualifying facilities, retail electric providers with the price to beat obligation (PTB REPs), and electric utilities as required by federal and state law in a manner consistent with the development of a competitive wholesale power market.

(b) Application. This section shall apply to all PTB REPs, transmission and distribution utilities (TDUs), and electric utilities in Texas. This section shall not apply to municipal utilities, river authorities, or electric cooperatives.

(c) Definitions. The following words and terms, when used in this section, shall have the following meanings, unless the context clearly indicates otherwise:

(1) Avoided costs -- The incremental costs to a PTB REP, or electric utility of electric energy, which, but for the purchase from the qualifying facility or qualifying facilities, such PTB REP or electric utility would generate itself or purchase from another source.

(2) Back-up power -- Electric energy or capacity supplied to replace energy or capacity ordinarily generated by a qualifying facility's own generation equipment during an unscheduled outage of the qualifying facility.

(3) Cost of decremental energy -- The cost savings to a utility associated with the utility's ability to back-down some of its units or to avoid firing units, or to avoid purchases of power from another utility because of purchases of power from qualifying facilities.

(4) Electric utility -- For purposes of this section, an integrated investor-owned utility that has not unbundled in accordance with Public Utility Regulatory Act §39.051.

(5) Firm power -- From a qualifying facility, power or power-producing capacity that is available pursuant to a legally enforceable obligation for scheduled availability over a specified term.

(6) Host utility -- The utility with which the qualifying facility is directly interconnected.

(7) Maintenance power -- Electric energy or capacity supplied during scheduled outages of the qualifying facility.

(8) Market price -- The market-clearing price of energy (MCPE) in the balancing energy market for the Electric Reliability Council of Texas (ERCOT) congestion zone in which the power is produced, minus any administrative costs, including an appropriate share of ERCOT-assessed penalties and fees typically applied to power generators.

(9) Non-firm power from a qualifying facility -- Power provided under an arrangement that does not guarantee scheduled availability, but instead provides for delivery as available.

(10) Parallel operation -- A mode of operation which enables a qualifying facility to export automatically any electric capacity which is not consumed by the qualifying facility or the user of the qualifying facility's output. Parallel operation results in three possible states of operation at any point in time:

(A) The qualifying facility is generating an amount of capacity that is less than the customer's load. The customer is therefore a net consumer.

(B) The qualifying facility is generating an amount of capacity that is more than the customer's load. The customer is therefore a net producer.

(C) The qualifying facility is generating an amount of capacity that is equal to the customer's load. The customer is therefore neither a net producer nor a net consumer.

(11) Purchase -- The purchase of electric energy or capacity or both from a qualifying facility by a PTB REP or electric utility.

(12) Purchasing utility -- The electric utility that is purchasing a qualifying facility's capacity and/or energy.

(13) Quality of firmness of a qualifying facility's power -- The degree to which the capacity offered by the qualifying facility is an equivalent quality substitute for firm purchased power or an electric utility's own generation. At a minimum the following factors should be considered in determining quality of firmness:

(A) reliability of generation and interconnection;

(B) forced outage rate;

(C) availability during peak periods;

(D) the terms of any contract or other legally enforceable obligation, including, but not limited to, the duration of the obligation, performance guarantees, termination notice requirements, and sanctions for noncompliance;

(E) maintenance scheduling;

(F) availability for system emergencies, including the ability to separate the qualifying facility's load from its generation;

(G) the individual and aggregate value of energy and capacity from qualifying facilities on the electric utility's system;

(H) other dispatch characteristics;

(I) reliability of primary and secondary fuel supplies used by the qualifying facility; and

(J) impact on utility system stability.

(14) Retail electric provider with the price to beat obligation (PTB REP) -- A REP that makes available a PTB pursuant to PURA §39.202.

(15) Sale -- The sale of electric energy or capacity or both supplied to a qualifying facility.

(16) Supplementary power -- Electric energy or capacity regularly used by a qualifying facility in addition to that which the facility generates itself.

(17) System emergency -- A condition on a utility's system that is likely to result in imminent significant disruption of service to customers or is imminently likely to endanger life or property.

(18) Transmission and distribution utility (TDU) -- As defined in §25.5 of this title (relating to Definitions).

(d) Negotiation and filing of rates.

(1) Negotiated rates or terms. Nothing in this section shall:

(A) limit the authority of any PTB REP or electric utility or any qualifying facility to agree to a rate for any purchase, or terms or conditions relating to any purchase, which differs from the rate or terms or conditions that would otherwise be required by this section; or

(B) affect the validity of any contract entered into between a qualifying facility and a PTB REP or electric utility for any purchase before the adoption of this section.

(2) Filing of rates. All rates for sales to qualifying facilities, contractual or otherwise, shall be contained in the schedule of rates of the electric utility filed with the commission.

(e) Availability of electric utility system cost data.

(1) Applicability. Paragraph (2) of this subsection applies to large electric utilities whose total sales of electric energy for purposes other than resale exceeded 500 million kilowatt-hours during any calendar year beginning after December 31, 1975, and before the immediately preceding calendar year. Paragraph (3) of this subsection applies to all other electric utilities.

(2) Data request for large electric utilities. Large utilities shall file the following data:

(A) the estimated avoided cost on the electric utility's system, solely with respect to the energy component, for various levels of purchases from qualifying facilities. Such levels of purchases shall be stated in blocks of one, ten and 100 megawatts or not more than 10% of the system peak demand for systems of less than 1,000 megawatts. The avoided cost shall be stated on a cents-per-kilowatt-hour basis, during daily and seasonal peak and off- peak periods, by year, for the current calendar year and each of the next nine years.

(B) the electric utility's plan for the addition of capacity by amount and type, for purchases of firm energy and capacity, and for capacity retirements for each year during the succeeding nine years.

(C) for the current year and each of the next nine years, the estimated capacity costs at completion of the planned capacity additions and planned capacity purchases, on the basis of dollars-per-kilowatt, and the associated energy costs of each unit, expressed in cents per kilowatt-hour. These costs shall be expressed in terms of individual generating units and of individual planned firm purchases. Such information shall be submitted in accordance with the Federal Energy Regulatory Commission Regulations, 18 Code of Federal Regulations, §292.302 and shall be sufficient for qualifying facilities to reasonably estimate the utility's avoided cost. Accompanying each filing pursuant to this rule shall be a detailed explanation of how the data was determined, including sources and assumptions employed.

(3) Special requirements for small electric utilities. Affected utilities shall, upon request:

(A) provide to an interested person comparable data to that required under paragraph (2) of this subsection to enable qualifying facilities to estimate the electric utility's avoided costs; or

(B) with regard to an electric utility that is legally obligated to obtain all its requirements for electric energy and capacity from another electric utility, provide to an interested person the data of its supplying utility and the rates at which it currently purchases such energy and capacity.

(4) Filing date. By February 15 each year, large electric utilities shall file with the commission and shall maintain for public inspection the data set forth in paragraph (2) of this subsection.

(f) PTB REP and electric utility obligations.

(1) Obligation to purchase from qualifying facilities.

(A) In accordance with this subsection and subsection (g) of this section, each PTB REP and electric utility shall purchase any energy that is made available from a qualifying facility:

(i) directly to the PTB REP or electric utility; or

(ii) indirectly to the PTB REP or electric utility in accordance with paragraph (4) of this subsection.

(B) Each electric utility shall purchase energy from a qualifying facility with a design capacity of 100 kilowatts or more within 90 days of being notified by the qualifying facility that such energy is or will be available, provided that the electric utility has sufficient interconnection facilities available. If an agreement to purchase energy is not reached within 90 days after the qualifying facility provides such notification, the agreement, if and when achieved, shall bear a retroactive effective date for the purchase of energy delivered to the electric utility correspondent with the 90th day following such notice. If the electric utility determines that adequate interconnection facilities are not available, the electric utility shall inform the qualifying facility within 30 days after being notified for distribution interconnection, or within 60 days for transmission interconnection, giving the qualifying facility a description of the additional facilities required as well as cost and schedule estimates for construction of such facilities. If an agreement to purchase energy is not reached upon completion of construction of the interconnection facilities or 90 days after notification by the qualifying facility that such energy is or will be available, the agreement, if and when achieved, shall bear a retroactive effective date for the purchase of energy delivered to the electric utility correspondent with the time of interconnection or the 90th day, whichever is later. Nothing in this subsection shall be construed in a manner that would preclude a qualifying facility from notifying and contracting for energy with a utility for sale of energy prior to 90 days before delivery of such energy.

(C) Each PTB REP shall purchase energy from a qualifying facility with a design capacity of 100 kilowatts or more within a timely fashion after being notified by the qualifying facility that such energy is or will be available.

(2) Obligation to sell to qualifying facilities. In accordance with subsection (k) of this section, each electric utility shall sell any energy and capacity requested to any qualifying facility located within the electric utility's service area. Each PTB REP shall also sell any energy requested to any qualifying facility; however, those sales shall be at market based rates. Nothing shall restrict the ability of any qualifying facility to purchase energy from any REP.

(3) Obligation to interconnect. The obligation of electric utilities and TDUs to interconnect with qualifying facilities is set forth in Subchapter I of this chapter (relating to Transmission and Distribution) with respect to qualifying facilities seeking to interconnect with TDUs in the ERCOT, and in the respective electric utility's Open Access Transmission Tariff for electric utilities in non-ERCOT power regions.

(4) Transmission to other electric utilities. Transmission service provided by an electric utility to a qualifying facility shall be governed by Subchapter I of this chapter.

(5) PTB REP and scheduling with qualifying facilities. A PTB REP shall use dynamic resource scheduling or responsibility transfer in ERCOT with any qualifying facility that requests such scheduling, as permitted by ERCOT. The PTB REP's cost of using dynamic resource scheduling or responsibility transfer attributable solely to purchases from qualifying facilities shall be charged to qualifying facilities that use such scheduling. If a qualifying facility uses static scheduling, the qualifying facility shall bear the costs for any imbalances resulting from the qualifying facility's failure to submit a schedule or to comply with the schedule.

(g) Rates for purchases from a qualifying facility.

(1) Rates for purchases of energy and capacity from any qualifying facility shall be just and reasonable to the customers of the electric utility or PTB REP and in the public interest, and shall not discriminate against qualifying cogeneration and small power production facilities.

(2) Rates for purchases of energy and capacity from any qualifying facility shall not exceed avoided cost. Rates for purchase shall be based upon a market-based determination of avoided costs over the specific term of the contract or other legally enforceable obligation, the rates for such purchase do not violate this subsection if the rates for such purchase differ from avoided cost at the time of delivery. Payments which do not exceed avoided cost shall be found to be just and reasonable operating expenses of the electric utility.

(3) A QF may agree to commit, on a day-ahead basis, to deliver firm power for the next day to a PTB REP. Rates for purchase of this power shall be based on prices for the day that the power was actually delivered as reported or published in an independent third party index or survey of trades of commonly traded power products in ERCOT, provided that the index or survey is ERCOT-specific and is based upon enough transactions to represent a liquid market, and the commitment to deliver shall correspond with the relevant hours of delivery of those products.

(h) Standard rates for purchases from qualifying facilities with a design capacity of 100 kilowatts or less.

(1) There shall be included in the tariffs of each electric utility standard rates for purchases from qualifying facilities with a design capacity of 100 kilowatts or less. The rates for purchases under this paragraph:

(A) shall be consistent with subsection (g) of this section, as it concerns purchases from a qualifying facility;

(B) shall consider the aggregate capacity value provided by multiple qualifying facilities with a design capacity of 100 kilowatts or less; and

(C) may differentiate among qualifying facilities using various technologies on the basis of the supply characteristics of the different technologies.

(2) Terms and conditions unique to qualifying facilities with a design capacity of 100 kilowatts or less such as metering arrangements, safety equipment requirements, liability for injury or equipment damage, access to equipment and additional administrative costs, if any, shall be included in a standard tariff.

(3) The standard tariff shall offer at least the following options:

(A) parallel operation with interconnection through a single meter that measures net consumption;

(i) net consumption for a given billing period shall be billed in accordance with the standard tariff applicable to the customer class to which the user of the qualifying facility's output belongs;

(ii) net production will not be metered or purchased by the utility and therefore there will be no additional customer charge imposed on the qualifying facility;

(B) parallel operation with interconnection through two meters with one measuring net consumption and the other measuring net production;

(i) net consumption for a given billing period shall be billed in accordance with the standard tariff applicable to the customer class to which the user of the qualifying facility's output belongs;

(ii) net production for a given billing period shall be purchased at the standard rate provided for in paragraph (1)(A) and (B) of this subsection;

(C) interconnection through two meters with one measuring all consumption by the customer and the other measuring all production by the qualifying facility;

(i) all consumption by the customer for a given billing period shall be billed in accordance with the standard tariff applicable to the customer class to which the customer would belong in the absence of the qualifying facility;

(ii) all production by the qualifying facility for a given billing period shall be purchased at the standard rate provided for in paragraph (1)(A) and (B) of this subsection.

(4) In addition, each electric utility shall offer qualifying facilities using renewable resources with an aggregate design capacity of 50 kilowatts or less the option of interconnecting through a single meter that runs forward and backward.

(A) Any consumption for a given billing period shall be billed in accordance with the standard tariff applicable to the customer class to which the user of the qualifying facility's output belongs.

(B) Any production for a given billing period shall be purchased at the standard rate provided for in paragraph (1)(A) of this subsection.

(5) Interconnection requirements necessary to permit interconnected operations between the qualifying facility and the utility and the costs associated with such requirements shall be dealt with in a manner consistent with Subchapter I of this chapter.

(6) The rates, terms and conditions contained in the standard tariff for qualifying facilities with a design capacity of 100 kilowatts or less shall be subject to review and revision by the commission.

(7) Requirements for the provision of insurance under this subsection shall be of a type commonly available from insurance carriers in the region of the state where the customer is located and for the classification to which the customer would belong in the absence of the qualifying facility. An enhancement to a standard homeowner's or farm and ranch owner's policy containing adequate liability coverage and having the effect of adding the electric utility as an additional insured or named insured is one means of satisfying the requirements of this paragraph. Such policies shall in each instance be on a form approved or promulgated by the Texas Department of Insurance and issued by a property or casualty insurer licensed to do business in the State of Texas.

(i) Tariffs setting out the methodologies for purchases of nonfirm power from a qualifying facility. Tariffs setting out the methodologies for purchases of nonfirm power from a qualifying facility shall be filed with the commission based on one of the following approaches:

(1) Rates for purchases of nonfirm power may, by agreement of both the electric utility and the qualifying facility, be based on the utility's average avoided energy costs. Administrative, billing, and metering costs shall be recovered through a monthly customer charge to the qualifying facility.

(2) PTB REPs and QFs may mutually agree to rates for purchases of nonfirm power that differ from the rates described in paragraph (4) of this subsection. Any such agreements shall be made on a nondiscriminatory basis. Such agreements may include provisions to prevent the potential for arbitrage.

(3) Rates for purchases of nonfirm power may, at the option of the qualifying facility, be based on the full cost at the time of delivery of decremental energy that would have been incurred by the electric utility had the qualifying facility not been in operation.

(A) The following factors should be considered in the calculation of the cost of decremental energy:

(i) fuel costs;

(ii) variable operating and maintenance costs;

(iii) line losses;

(iv) heat rates;

(v) cost of purchases from other sources;

(vi) other energy-related costs;

(vii) capacity costs, if, as a class, qualifying facilities providing nonfirm energy offer some predictable capacity; and

(viii) for short term energy purchases, the time and quantity of energy furnished.

(B) If practical, the avoided cost should be determined by calculating by time period, using the utility's economic dispatch model (or comparable methodology), the difference between the cost of the total energy furnished by both the qualifying facility and the utility, computed as though the energy furnished by the qualifying facility had been furnished by the utility, and the actual cost of energy furnished by the utility.

(C) The economic dispatch model should take into consideration the following factors:

(i) fuel costs;

(ii) variable operating and maintenance costs;

(iii) line losses;

(iv) heat rates;

(v) purchased power opportunity;

(vi) system stability; and

(vii) operating characteristics.

(D) Time periods should be hourly if the utility has an automated economic dispatch model available; otherwise the shortest reasonable time period for which costs can be determined should be used.

(E) Administrative, billing, and metering costs shall be recovered through a monthly customer charge to the qualifying facility.

(4) Rates for purchases of nonfirm power shall be based on the market price of energy at the time of sale from the QF unless other arrangements have been made in accordance with paragraph (2) of this subsection. Administrative, billing, and metering costs shall be recovered through a monthly customer charge to the qualifying facility. Such agreements may include provisions to prevent the potential for arbitrage.

(j) Periods during which purchases not required.

(1) Any PTB REP or electric utility which gives notice to each affected qualifying facility in time for the qualifying facility to cease delivery of energy or capacity to the PTB REP, or electric utility will not be required to purchase electric energy or capacity during any period during which, due to operational circumstances, including resource ramp rate limitations that could cause imbalances or the amount of energy put by the QF exceeds the PTB REP's load, purchases from qualifying facilities will result in costs greater than those which the electric utility would incur if it did not make such purchases, but instead generated an equivalent amount of energy itself, provided, however, that this subsection does not override contractual obligations of the PTB REP or electric utility to purchase from a qualifying facility.

(2) Any PTB REP or electric utility which fails to give notice to each affected qualifying facility in time for the qualifying facility to cease the delivery of energy or capacity to the PTB REP or electric utility will be required to pay the same rate for such purchase of energy or capacity as would be required had the period of greater costs not occurred.

(3) A claim by PTB REP or an electric utility that such a period has occurred or will occur is subject to such verification by the commission either before or after the occurrence.

(k) Rates for sales to qualifying facilities.

(1) General rules.

(A) Rates for sales to qualifying facilities shall be just and reasonable and in the public interest, and shall not discriminate against any qualifying facility in comparison to rates for sales to other customers served by the electric utility. Rates for standby or other supplementary service shall be based on the amount of capacity contracted for between the qualifying facility and the electric utility, and shall not penalize electric utilities that also purchase power from qualifying facilities. The need for and cost responsibility for special equipment or system modifications shall be determined by application of Subchapter I of this chapter.

(B) Rates for sales that are based on accurate data and consistent system-wide costing principles shall not be considered to discriminate against any qualifying facility to the extent that such rates apply to the electric utility's other customers with similar load or other cost-related characteristics.

(2) Additional services to be provided to qualifying facilities.

(A) Upon request of a qualifying facility within its service area, each electric utility shall provide:

(i) supplementary power;

(ii) back-up power;

(iii) maintenance power; and

(iv) interruptible power.

(B) An electric utility shall not be required to provide supplementary power, back-up power, or maintenance power to a qualifying facility if the commission finds that provision of such power will:

(i) impair the electric utility's ability to render adequate service to its customers; or

(ii) place an undue burden on the electric utility.

(3) Rates for sales of back-up power and maintenance power. The rate for sales of back-up power or maintenance power:

(A) shall not be based upon an assumption (unless supported by factual data) that forced outages or other reductions in electric output by all qualifying facilities on an electric utility's system will occur simultaneously, or during the system peak, or both; and

(B) shall take into account the extent to which scheduled outages of the qualifying facilities can be usefully coordinated with scheduled outages of the utility's facilities.

(l) Interconnection costs. The establishment and reimbursement of interconnection costs are set forth in Subchapter I of this chapter with respect to qualifying facilities seeking to interconnect with TDUs in ERCOT, and in the respective electric utility's Open Access Transmission Tariff for electric utilities in non-ERCOT power regions.

(m) System emergencies.

(1) Qualifying facility obligation to provide power during system emergencies. A qualifying facility shall be required to provide energy or capacity to an electric utility during a system emergency only to the extent:

(A) provided by agreement between such qualifying facility and electric utility; or

(B) ordered under the Federal Power Act, §202(c).

(2) Discontinuance of purchases and sales during system emergencies. During any system emergency, an electric utility may discontinue:

(A) purchases from a qualifying facility if such purchases would contribute to such emergency; and

(B) sales to a qualifying facility, provided that such discontinuance is on a nondiscriminatory basis.

(n) Enforcement. A proceeding to resolve a dispute between an electric utility, PTB REP and a qualifying facility arising under this section may be instituted by filing of a petition with the commission. Electric utilities, PTB REPs, and qualifying facilities are encouraged to engage in alternative dispute resolution prior to the filing of a complaint.

This agency hereby certifies that the adoption has been reviewed by legal counsel and found to be a valid exercise of the agency's legal authority.

Filed with the Office of the Secretary of State on June 24, 2002.

TRD-200203964

Rhonda Dempsey

Rules Coordinator

Public Utility Commission of Texas

Effective date: July 14, 2002

Proposal publication date: January 4, 2002

For further information, please call: (512) 936-7216


Subchapter O. UNBUNDLING AND MARKET POWER

3. CAPACITY AUCTION

16 TAC §25.381

The Public Utility Commission of Texas (commission) adopts an amendment to §25.381 relating to Capacity Auctions with changes to the proposed text as published in the January 18, 2002 Texas Register (27 TexReg 425). The amendment implements the Public Utility Regulatory Act (PURA), Texas Utilities Code Annotated §39.153 (Vernon 1998, Supplement 2002), as it relates to the establishment of procedures by which affected affiliated power generation companies (PGCs) will auction entitlements to 15% of their Texas jurisdictional installed generation capacity. PURA Chapter 39, Restructuring of Electric Utility Industry, became effective September 1, 1999, as part of Senate Bill 7, 76th Legislative Session (SB 7), to effectuate a competitive retail electric market that allows each retail customer to choose its provider of electricity and encourages full and fair competition among all providers of electricity. This amendment is adopted under Project Number 24492.

The commission received comments on the proposed amendment from Alkera, Inc. (Alkera); Central Power and Light Company (CPL), West Texas Utilities Company (WTU), and Southwestern Electric Power Company (SWEPCO) (CPL, WTU, and SWEPCO collectively known as AEP); Coral Power, L.L.C. (Coral); Dynegy Inc. (Dynegy); Tenaska Power Services Company (Tenaska); Entergy Gulf States, Inc. (EGSI), Entergy Solutions Ltd., Entergy Solutions Select Ltd., Entergy Solutions Essentials, Ltd. (collectively the Entergy REPs); Green Mountain Energy Company (GMEC); New Power Company (New Power); Office of Public Utility Counsel (OPUC); Steering Committee of Cities Served by TXU (Cities); Reliant Energy, Inc. (REI); Reliant Resources, Inc. (RRI); Southwestern Public Service Company (SPS); TXU Generation Company LP (TXUG), and TXU Energy Trading Company LP (TXUE) (TXUG and TXUE collectively referred to here as TXU).

Comments on specific questions posed in the preamble:

Question Number 1: In regards to ongoing creditworthiness:

a. Should a seller be allowed to require additional security from a purchaser, if the creditworthiness or financial responsibility of the purchaser becomes unsatisfactory, in the reasonable judgement of the seller, at any time during which the entitlement is in effect?

Sellers of entitlements (AEP, EGSI, REI, and TXU) supported allowing additional security to be required from a buyer. Entergy REPs, OPUC, and Cities supported the position of the sellers, but expressed the same concerns that led other parties to oppose the additional security. Coral, Dynegy, Tenaska, GMEC, New Power, and RRI opposed allowing additional security to be required mainly because they felt that allowing additional security "in the reasonable judgement of the seller" gave too much subjective power to the seller and would permit discrimination. AEP proposed new language to allow an affiliate PGC to request additional performance assurance if the entitlement holder's creditworthiness becomes unsatisfactory. EGSI added that it is appropriate to request a reasonable amount of additional financial security from buyers to ensure that they are able to meet their continuing obligation with respect to purchased products. TXU and REI's comments closely resembled the sentiments of AEP and EGSI with the addition that REI believed that a seller would not invoke the "reasonable judgement" provision arbitrarily, because if a seller did not act reasonably it would be in breach of its agreement and would be liable to the buyer for damages.

The Entergy REPs stated that additional security from the purchaser should be allowed if the financial security of the purchaser materially changes, as long as the criteria for requiring additional security are clearly identified in the seller's credit requirements and there are clear parameters for exercising "reasonable judgement." OPUC and Cities echoed this view but felt that "reasonable judgement" should be quantified by an appropriate formula to prevent abuse by sellers. Coral, Dynegy, and Tenaska stated that sellers should not be permitted to demand unlimited credit assurance without defined and definitive causes, such as a credit downgrade. GMEC and New Power added that the repercussions of leaving the decision to the affiliated PGC could be severely detrimental to the market for a number of reasons, including placing parties on unequal footing in trades. RRI commented that the "reasonable judgement" provision is arbitrary and that even objective standards should prevent an overdependence on input from one source of credit information.

In reply comments, AEP and TXU stated that parties that fear the affiliated PGC could unilaterally impose onerous credit requirements upon the other party have not recognized that there would be significant constraints on the PGC's actions. The EEI/NEMA contract itself would deem an unreasonable request for assurances as a breach of contract, triggering significant penalties. Coral argued that the additional credit provision is not accepted by Coral in other commercial transactions, nor do they believe it is accepted by the majority of purchasers in such transactions. Coral also noted that legal remedies for an unwarranted demand for additional security are problematic, because litigation is costly and slow. EGSI explained that sellers are accountable to the commission and are not likely to abuse the credit provision by treating the same counterparties differently in the capacity auction than they would in bilateral market transactions. RRI commented that it was concerned that "reasonable" judgements and additional credit requirements imposed unexpectedly and without objective standards would increase credit related financial burdens. RRI contended that credit requirements should be specific, fair, and not create unnecessary barriers to capacity auction participation. TXU argued that the right of a seller to ask for credit assurances is not only standard practice in the energy industry, it is a vital right considering that capacity auction sellers are required to offer unsecured credit to potential buyers pursuant to the standards set forth in the rule. TXU stated that it is not true that capacity auction sellers could use the credit assurances provision at their whim to keep certain non-investment grade entities out of the auctions.

b. What are the positives and negatives associated with allowing additional security to be required from the purchaser?

AEP stated that the positives would be allowing the risk of non-performance to be allocated directly to the party causing the risk. The Entergy REPs commented that a positive would be that the additional security would provide stability to the auction process and would mitigate the risk of default by the purchaser. REI opined that allowing additional security provides the seller necessary protection against changed circumstances during the entitlement period. TXU commented that without the additional security, sellers could be left with significant unpaid capacity auction debt or pennies on the dollar for unsecured capacity auction debts. This would defeat the purpose of the capacity auctions and endanger the financial standing of capacity auction sellers. GMEC commented that potential negatives included the facts that asymmetry of this sort creates an opportunity for the affiliated PGC to distort the number of bidders and the type of bidders, and that allowing the affiliated PGC to increase the deposit requirement does not have equal impact on bidders. An additional dollar of escrow or surety bond affects a company more than an additional dollar applied against a credit rating, which GMEC states has potential liquidity implications for the auctions. New Power added that allowing sellers to exercise their "reasonable judgement" might allow sellers to squeeze out certain REPs and in effect discriminate against companies that do not have an investment credit rating, or discriminate for other arbitrary and capricious reasons. RRI stated that the provision could serve as a barrier to entry for the new market participants and lessen the interest of those currently active in the capacity auction process.

The commission finds arguments on both sides of this issue persuasive. The commission agrees with capacity auction sellers that they are required to participate in the capacity auctions and that there is risk that the purchasers of capacity auction entitlements will not be able to pay for those entitlements due to circumstances that change after the auction is held. However, the commission also agrees with the purchasers of capacity auction entitlements that allowing sellers the ability to require additional credit at any time for any reason is too much subjective power to grant to the sellers, as it could lend itself to discrimination based on current or prior affiliations.

The commission concludes that capacity auction sellers should be allowed to require additional security from entitlement purchasers only if the financial condition of the purchaser materially changes after the auction, and if the criteria for determining a material change and the form of additional security are clearly identified in the seller's credit requirement provisions of the Agreement. Language has been added to the rule to reflect this decision.

c. Should an additional security provision be in place for the seller as well as the purchaser?

The parties were again split on this issue. AEP, EGSI, Entergy REPs, and REI were against the purchaser being able to require additional security from the seller. Coral, Dynegy, Tenaska, GMEC, New Power, and RRI, as potential buyers, opined that purchasers should be allowed to request additional security from sellers; OPUC and Cities supported this position. The position generally echoed by Coral, Dynegy, Tenaska, GMEC, New Power, OPUC, Cities, and RRI was that buyers and sellers should be afforded equal, symmetrical credit protections through objective credit standards. In their view, the buyer is subject to as much risk as the seller in these auctions; therefore, symmetry of deposit requirements is appropriate. Coral, Dynegy, and Tenaska also pointed out that entitlement holders face a significant credit risk. In the short run, buyers of entitlements bear the risk that generation requested pursuant to an entitlement will be curtailed in the middle of a schedule resulting in the entitlement holder being liable for the imbalance charges assessed by the Electric Reliability Council of Texas (ERCOT). In the long run, the capacity purchased could be unavailable for a prolonged period. In addition to not receiving the service that it has paid for, the entitlement holder would also be unable to meet its commitments to sell electricity to its customers without purchasing that power from other sources. In addition, GMEC deemed that the draft language seems equipped to protect the seller from buyer's default in payment, but needs to add symmetry to the transaction by giving protection to buyers from the financial impact of seller's default. GMEC proposed language that would hold the affiliated PGC responsible for any assessments from ERCOT for imbalanced schedules, failure to procure ancillary services, or any other charges due to the failure of the affiliated PGC to fulfill the auctioned obligation.

AEP, EGSI, Entergy REPs, and REI stated that no additional security should be given to the buyer as the sellers have a legal obligation to perform and buyers will weigh the perceived risk into their bids.

In reply comments, Coral, Dynegy, and Tenaska noted that sellers argue that if buyers are in any way dissatisfied with the terms or bid prices they can simply choose to not participate in the capacity auctions. Coral, Dynegy, and Tenaska contended that this is the very reason the rule should require bilateral credit. The absence of symmetrical, bilateral credit protection in the capacity auctions would provide a significant incentive for buyers to choose products available in the commercial market over those available in the capacity auctions. Coral, Dynegy, and Tenaska commented that certain parties argue that buyers have no risk because sellers' regulatory compliance will assure performance of their obligations. However, if a credit event prevents a seller from generating, no matter how badly that seller may wish to comply with the commission's regulations, it will be unable to do so. Regulatory compliance will take place only when sellers are financially and economically able to comply. In terms of implementation, Coral, Dynegy, and Tenaska explained that stakeholders would select the cover sheet options such that credit protections afforded only to sellers would be made applicable to both sellers and buyers. They propose that the same ERCOT Qualified Scheduling Entity (QSE) credit standards that have been used to quantify the security requirements applicable to buyers also be made applicable to sellers. Unrated sellers may have to obtain guarantees from a rated parent or affiliate if they do not meet minimum financial requirements. This would not expose them to additional expense.

While the commission is sympathetic to the plight of buyers regarding the risk of a seller's default, the commission declines to impose the additional cost associated with meeting bilateral credit requirements on the capacity auction sellers. However, the commission finds that an entitlement holder shall be allowed to request credit assurances from the entitlement seller in the event of a downgrade event for the entitlement seller which would put the entitlement holder at risk. If a downgrade event occurs, the entitlement holder may request credit assurance from the seller in a commercially reasonable manner. If the seller does not provide the credit assurance within three business days of receipt of notice, then the entitlement holder shall have the right to suspend performance as prescribed in the Agreement (and thus suspend payments for energy not yet delivered) and may ultimately terminate the Agreement after the suspension period. Language reflecting these decisions has been incorporated into the rule. A downgrade event for the seller shall be structured, on the cover sheet of the Agreement, in the same fashion as is currently employed for the entitlement holder, except that the downgrade event is defined as any lowering of the seller's credit rating, and not below a particular threshold.

Question Number 2: In regards to auction mechanics:

a. Should non-Electric Reliability Council of Texas, Inc. (ERCOT) and non-stranded cost companies be allowed to have different auction processes or mechanics from other companies?

AEP strongly supported the ability of non-stranded cost companies to devise commercially reasonable auction processes and products. AEP added that for non-stranded cost companies, the commission's sole goal should be to ensure that the affiliated PGC has designed its auction process to sell 15% of the Texas jurisdictional installed generation capacity. AEP argued that the proceeds from the capacity auctions for such companies go directly to their bottom line and the commission should grant such companies the ability to structure the auctions in a way that fits management's view of the market. In its reply comments, AEP clarified that all it is seeking is an explicit recognition that there is a difference between the amount of regulatory review required for stranded cost companies as opposed to non-stranded cost companies.

Coral, Dynegy, Tenaska, EGSI, OPUC, Cities, RRI, and TXU were generally opposed to allowing this type of flexibility in the auction process. Coral, Dynegy, and Tenaska simply stated that the auction should be conducted according to the same terms and procedures utilized in the ERCOT auction. EGSI offered that the capacity auction rule and mechanics currently offer sufficient uniformity for efficient auctions statewide, and noted in reply comments that while not opposed to the overall philosophy of tailoring product offerings, it does not anticipate offering products other than those defined in the proposed rule. GMEC explained that uniform auctions would encourage as many bidders as possible and perhaps "ramp up" retail competition in non-ERCOT regions. OPUC and Cities argued that it did not make sense to take a step backward to non-standardized auction processes. In addition they stated that no company should be allowed to offer products inferior to or different from products other companies are offering, except to the extent some differences already exist. RRI noted that there is no legislative basis for allowing non-ERCOT and non-stranded cost companies to have different auction processes or mechanics. TXU echoed the statements of OPUC and Cities and stated that it saw no reason why non-ERCOT and non-stranded cost companies should not also have to follow the uniform processes and mechanics, with the only exception being the differences already delineated in the proposed amendments to the capacity auction rule. TXU commented in its reply comments that in order to achieve a true liquid market through the Texas capacity auctions, the capacity auction products must be tradable. Allowing some capacity auction sellers to design and sell alternative capacity auction products would interfere with tradability of capacity auction products and would stunt the growth of a liquid market. TXU also noted in reply comments that if the commission finds that there is some value in allowing divergent capacity auction processes and products, then it is only equitable to allow all of the capacity auction sellers to have different processes and products.

b. What are the potential gains to allowing differing processes or mechanics and what potential detriments exist in regards to efficiency and loss of standardization?

AEP explained that the benefits would include the ability to tailor both products and procedures to the marketplace in ways that more clearly meet market demands without causing inefficiencies from the loss of standardization between ERCOT and non-ERCOT companies. Coral, Dynegy, and Tenaska offered that, to the extent the auctions mirror the ERCOT auctions, REPs will face less of a burden to participate in these auctions. If the auctions are different, REPs will require additional resources to participate, which will reduce participation and liquidity. GMEC added that differences in auction mechanics make participation more difficult and more costly, which could be a barrier to the bidder's entry into the auction, especially in markets that are less robust. GMEC also noted that the benefits of continuity are significant to markets all over the state, including those areas that have yet to open for competition. OPUC and Cities stated that a loss of standardization will impose greater burden on bidders who would have to learn multiple sets of rules to bid into multiple auctions instead of a single set of auction rules. This unnecessary complication could lead to confusion on the day of the auction if bidding on both ERCOT and non-ERCOT products. RRI largely echoed these sentiments in stating that differing mechanics could result in market confusion that results in less participation, lost efficiency, and loss of standardization as overlapping or contradicting sets of rules and regulations may cause disputes among the players and lead to lengthy and extensive dispute resolution or litigation.

The commission finds that the arguments of AEP are not persuasive. The commission agrees with the other commenting parties that there is no reason to allow any company to offer products inferior to or different from products other companies are offering, except to the extent differences already exist. The commission finds that allowing differing mechanics could result in market confusion, resulting in potential losses in participation, efficiency, and standardization which could lead to overlapping or contradictory rules and disputes. The commission disagrees with AEP and finds that all capacity auction sellers should be subject to the same amount of regulatory review to ensure that an affiliated PGC has auctioned 15% of its Texas jurisdictional installed generation capacity. Allowing differing auction mechanics would also create a regulatory burden in determining that an affiliated PGC has in fact met its auction requirement. The commission declines to make the recommended changes proposed by AEP.

Question Number 3: Should the Power Generating Companies (PGCs) involved in the capacity auction use a common auction platform?

None of the parties representing buyers or sellers of capacity auction products supported the use of a common platform. AEP explained that within ERCOT, only WTU (which will only offer a few products and a few entitlements) will be on a different auction platform (after CPL's divestiture of 1,354 megawatts (MW) of generation capacity in 2002). AEP added that requiring all companies to use the same platform would mean additional programming and transition costs for the companies that do not use that platform already. If an all-new platform is adopted, the old software and the associated expense of the old platform would become stranded. AEP contended that before such a cost is imposed, the commission should determine that the benefits significantly exceed the costs. EGSI argued that no buyer raised a concern or complaint regarding EGSI's auction process, which suggests that buyers were able to negotiate the process with relative ease. EGSI offered that while a common auction platform might offer some limited efficiency to buyers who participate in multiple auctions, there does not appear to be any assurance that the benefits of such efficiency would cause the market prices to rise to a sufficient level to offset the expense of developing and implementing a common auction platform. EGSI added that ERCOT sellers may have different needs than non-ERCOT sellers in order to coordinate and schedule within ERCOT. This situation should not result in non-ERCOT sellers being forced to incur additional costs for a new common platform that includes features not applicable to non-ERCOT sellers. EGSI contended that the two existing auction platforms have proven workable and based on input from interested stakeholders, there does not appear to be a strong interest in, or need for revision of, the two existing auction platforms.

Entergy REPs were concerned that requiring PGCs to use a common platform at this time may in fact prove to be disruptive and undermine any perceived benefits. Entergy REPs noted that the PGCs currently participating in the auctions as required by PURA have already developed, tested, and implemented hardware and software programs used in the September 2001 auctions. To require a common auction platform now will necessarily involve additional expenditures, development, testing, and training of purchasers prior to implementation. OPUC and Cities commented that it is not apparent that a common auction platform would improve the efficiency of the auction process. Given that fully functional platforms have been independently developed and deployed by all of the auctioning PGCs, OPUC and Cities stated that it makes little sense to impose the additional, unnecessary financial burden of requiring that everyone adopt a new platform solely for the purpose of consistency.

REI pointed out that 86% of all capacity auctioned under this rule already uses a common platform. In all, 92% of all capacity auctioned is auctioned under a common platform. REI offered that there are benefits to a common platform, but was concerned that the costs of such an approach this late in the process may outweigh those benefits. REI stated that it does not support any mandate that parties be required to purchase new, duplicative software in order to meet this goal. REI also argued that parties have already spent considerable sums developing their own systems and that requiring parties to adopt a completely new platform now, one that has not been used to date, might actually result in increased overall costs to the sellers, buyers, and ultimately the retail customers. RRI explained that although it would be convenient if all auction products used the same platform, it does not believe that the commission can force a seller to use a common platform if it chooses otherwise.

TXU stated that it had spent hundreds of thousands of dollars developing its auction platform to comply with the commission rule (money for which there is no recovery) and that to now require PGCs to expend more money in developing a common auction platform to comply with a revised rule would be patently unfair and potentially confiscatory. TXU added that there is no evidence that a common platform would have resulted in higher prices in the September 2001 capacity auctions. TXU further stated that by all accounts the prices that were achieved were in line with what most market participants would consider the market price for these products. TXU commented that there is a real possibility a common auction platform would only increase seller's expenses without a commensurate increase in auction prices, leaving sellers with decreased revenues. TXU deemed that requiring expensive and unnecessary repairs to a process that has already performed efficiently seems wasteful and unreasonable. In its own experience, TXUE offered that it bid under several auction platforms and was not at all deterred by the differences in these platforms. TXUE added that it does not believe that the use of a common auction platform would cause additional bidders to participate in the auctions or would in any way increase auction prices. As a follow-up, in reply comments, AEP pointed out that a strong consensus appears to have developed that no change is needed with regard to a common auction platform or a switching rule.

The commission concludes that a common auction platform is not needed. The combined comments of the parties indicate that the two existing auction platforms have proven workable and a change at this time may prove disruptive and reduce the benefits of the auction. Existing platforms have already been developed, tested, and implemented. Requiring a common platform would involve unnecessary additional expenditures for development, testing, and training of purchasers to implement a rule that may or may not improve the efficiency of the auction process. The commission declines to require a common auction platform, as it is not clear that the benefits of a common platform outweigh the detriments of implementing the common platform, namely, the additional costs and disruptions in the auction process.

Question Number 4: Should the Capacity Auction include a switching rule to minimize price differences across PGCs?

Only one party (who is not a buyer or seller in the capacity auctions) filed comments in support of a switching rule. Alkera, which designs and develops auction software and processes, recommended that the commission adopt a switching rule so as to limit the risk that prices would fail to achieve market-clearing levels. Alkera stated that there is significant risk that this could happen in the upcoming auctions, yet provided no support for this conclusion. In addition, Alkera stated that the problems associated with no switching rule (wrong bidders winning the wrong products resulting in buyers and sellers being worse off and average prices being lower) may not have happened in the most recent Texas auction. RRI did not take a position on this issue but addressed some of the aspects involved if a switching rule were implemented.

The remaining parties that commented on this issue (AEP, EGSI, New Power, OPUC, Cities, REI, and TXU) generally stated that they were not opposed to the theoretical aspects of a switching rule. However, for the reasons stated below, all of these parties were united in opposing the implementation of a switching rule for the Texas capacity auctions. AEP explained that the commission must make sure that the benefits of a switching rule exceed the costs of such a rule. AEP noted that it does not believe that it is possible to accurately state how much benefit there is to such a rule. AEP added that CPL may not be auctioning after 2002, whether SWEPCO does so depends on the development of retail competition in the Southwest Power Pool (SPP) Power Region, and WTU offers only a few products in a zone where there may not be a lot of ability for bidders to switch between product offerings. Thus, AEP is very sensitive to the question of cost. AEP also commented that since the benefits of such a rule inure to the buyers, at least part of the cost of the rule should be imposed on those that obtain the benefits from the rule. AEP also explained that allocating the costs of a switching rule to buyers will give the commission better insight into the value that bidders place on a switching rule. If bidders do not support a switching rule, the commission should recognize such non-support as a signal that a switching rule needs to be carefully examined.

New Power elaborated on this idea, stating that it is their understanding that none of the parties that might benefit from a switching rule is clamoring to institute one. OPUC and Cities concluded that it must be determined whether any of the auction participants feel that auction outcomes will be significantly improved by switching and if neither buyers nor sellers feel there is a need for switching, the issue can be put to rest. REI commented that because a switching rule is potentially expensive to implement, it must have some perceived benefit before implementation is even considered. To REI's knowledge, none of the buyers or sellers in past auctions have expressed the opinion that the prices of entitlements would increase if switching were allowed.

EGSI noted that for switching to be effective, there must be multiple auctions with interchangeable products and that these two features may not exist in the non-ERCOT regions of Texas, which suggests that a switching rule may offer little, if any, benefits outside of ERCOT. EGSI suggested that buyers will not attempt to switch between ERCOT and non-ERCOT products to leverage prices among similar products because the products are not interchangeable between regions. In addition, EGSI stated that it and SWEPCO appear to be on different time lines to implement retail open access and the imposition of a switching rule before there are two sellers to switch between would be illogical. Also, if EGSI and SWEPCO join separate Regional Transmission Organizations (RTOs), then limits on the physical capability to transfer power between regions and the associated cost of transferring power may diminish the benefits of a switching rule. EGSI concluded by stating that it would be premature to incur the additional expense to develop and apply a switching rule that might offer little, or no, practical value to buyers and sellers in the non-ERCOT region of East Texas.

TXU commented that it could not be sure that the potential benefits of a switching rule would outweigh the certain costs of developing and implementing a switching rule. In addition, TXU noted due process concerns if the commission requires the implementation of a switching rule. TXU also proposed that the rule be republished so that parties are provided notice and a reasonable opportunity to be heard, if a switching rule is to be adopted. TXU explained that there were price differentials among PGCs in the September 2001 capacity auction, but those price differentials were appropriate price differentials. At the time of the auction, REI's baseload and gas-cyclic products were simply not perfect substitutes for TXU baseload and gas-cyclic products in the south 2001 congestion zone. The bidders knew that the delivery point for TXU's baseload and gas-cyclic products would be moving into the north 2002 congestion zone under ERCOT's planned zonal changes for 2002. The price differentials that were experienced for these products were at least partly a result of bidders valuing capacity in the north 2002 congestion zone more than they valued capacity in the south 2002 congestion zone. TXU then noted that a switching rule would not have changed this fact and would not necessarily have changed the price differentials. In addition, TXU noted that two of the largest buyers in the capacity auctions (TXU and REI) would be limited in their use of a switching rule due to affiliate relationships (an affiliate of a capacity auction seller may not purchase entitlements from that seller). TXU argued that Dr. David Salant (of Alkera), has said that there is no guarantee that the addition of a switching rule will increase Texas capacity auction revenue; thus requiring sellers to spend hundreds of thousands more to modify their capacity auction systems to comply with a revision that may not increase auction revenue is unreasonable.

In reply comments, AEP stressed the importance that after examining a switching rule, the only commenter that has voiced unqualified support for a switching rule has the most to gain from its implementation by offering to supply software to solve the "problem" it has identified. AEP contended that Alkera's comments are long on speculation and significantly short of explicit proof of its conclusions. AEP noted that this is highlighted by the remarkable conclusion of Alkera that "a few additional bids being facilitated by switching are worth tens of millions of dollars to the sellers". AEP then stated that if Alkera had proof of that contention, every seller would be demanding a switching rule. Unfortunately, such proof does not exist, and AEP is skeptical that any such proof could exist. OPUC and Cities offered in reply comments that if Alkera's assertions are correct, there could be enormous implications for the final determination of stranded costs and that sellers could conceivably oppose a switching rule as a means to keep auction prices low, with the intentions of recovering the potential price differential as stranded costs. TXU's reply comments added that Alkera has failed to acknowledge that the price disparities that were experienced between various sellers' products in the September 2001 capacity auction may very well be explained by several factors, including the different strike prices and congestion zones in the auction, and the anticipation of changing ERCOT congestion zones in 2002.

The commission finds the comments filed by the parties regarding a switching rule not to be persuasive. Therefore, the commission believes that the public interest requires a switching rule to minimize price distortions. The commission believes that the price disparities in the September 2001 and March 2002 Capacity Auctions cannot be explained solely by the differing strike prices and different congestion zones, but are based, in part, on the lack of appropriate switching provisions in the current auction design. The commission finds that the inability of bidders to switch during the auction from one affiliated PGC's products to a similar or identical product of another affiliated PGC whose price is lower, reduces the expected revenues from the auctions, and did so in the recently concluded March 2002 auction. The commission believes that the affiliated PGCs within ERCOT should implement switching procedures to reduce the risk of such price disparities in future Capacity Auctions. The affiliated PGCs within ERCOT shall provide the commission with proposed switching procedures, including detailed activity rules, for implementation in the September 2002 auction.

Several parties also provided redlined versions of the proposed rule suggesting rule language that should be used to incorporate their recommendations and comments. To the extent that language is duplicative of the comments received, such language is not repeated here. To the extent that reply comments did not significantly add to or change a party's original arguments, those reply comments are not summarized here.

Alkera's comments focused solely on a switching rule and included a description of a switching rule, the elements it would include, and how a switching rule would work. Those comments are outside the scope of the preamble questions and thus are not summarized in detail here. In addition, SPS did not specifically comment on the preamble questions, but pointed out that under PURA Chapter 30, Subchapter I, competition in SPS's service territory will be delayed until at least January 1, 2007.

REI filed reply comments concerning how to alleviate potential congestion cost problems. These comments were filed late and address new issues outside the scope of the published proposed rule and are therefore not addressed or summarized in this preamble.

Comments on specific sections of the rule:

Subsection (c)(6) Definitions:

AEP recommended that the use of "local Austin, Texas time" may be confusing to bidders outside of the state of Texas and that the use of "central prevailing time" would be more effective.

The commission agrees that referencing Austin, Texas may be confusing. This language has been changed to refer to "central prevailing time."

Subsection (d) General requirements:

AEP recommended that specific language be adopted to allow non-ERCOT and non-stranded cost companies the flexibility to alter their auction products and mechanics as discussed in Preamble Question 2.

As discussed above in connection with Preamble Question 2, AEP's recommended language is not adopted.

Subsection (e)(1) Available entitlements and amounts:

AEP recommended deleting the detailed descriptions of the products contained in subsections (f) and (g).

The commission declines to adopt the recommendation of AEP. The detailed product descriptions which AEP feels are unnecessary are included in the rule language to specify the product descriptions, instead of allowing the possibility for the offered products to change from auction to auction and seller to seller. This standardization will facilitate efficiency in the capacity auctions and liquidity in the secondary market as auction entitlements will be more easily traded.

Subsection (e)(2)(B) Forced outages:

AEP stated that the use of the word "firmness" is not entirely accurate in the context of the rule and that "availability" would more accurately express the commission's intent. RRI commented that proposed subsection (e)(2)(B) should apply only to those sellers operating two or fewer generating units in total. Sellers operating fleets of generation in multiple congestion zones should not be allowed to bypass the current rule's reliability standard because they have one or two generating units in a particular zone and the remainder of the fleet in another. REI proposed clarification that only one of the units associated with an entitlement product must be down in order to trigger the forced outage reduction.

In reply comments, AEP commented that REI's comments accurately capture the intent of the parties and if adopted, AEP's proposal would not be necessary. AEP clarified its support for REI's proposal and its opposition of RRI's proposal by stating, for example, that WTU's baseload entitlement is supported by a single plant. If that plant were to experience a forced outage, it is true that other WTU resources would continue to produce electrons, but this replacement energy would be a product at a significantly higher cost than the fuel cost mandated for the baseload product under this rule. Also, this would give the entitlement holder an availability factor greater than the underlying units, at a lower cost than that incurred by the owners of the plant. EGSI agreed with the proposed change of REI and stated that RRI's proposal is inconsistent with PURA. OPUC and Cities supported the proposal of RRI and were concerned that the forced outage rate could easily be gamed to the detriment of the entitlement holder.

The commission agrees with REI's proposed language to clarify the intent of the provision on forced outage reduction and has modified the rule accordingly. The commission does not agree with the arguments of OPUC and Cities in support of RRI's proposed interpretation. The commission finds the reply comments of AEP persuasive in illustrating that RRI's interpretation would give the entitlement holder an availability factor greater than the underlying units, at a lower cost than the actual owners of the plant. This was not the intent of the rule and the commission declines to adopt RRI's interpretation of the forced outage reduction provision.

Subsection (e)(2)(C) Forced outage notification:

AEP recommended that, for clarification purposes, the hour-ahead schedule is the appropriate time frame for determining the existence of emergency conditions and would allow the buyer the opportunity to adjust its scheduling.

The commission agrees and has modified the appropriate language in the rule.

Subsection (e)(3) Planned outage:

AEP recommended that the rule be modified to include Planned Outage Hours and Maintenance Outage Hours to determine the reductions that should be applied to the number of entitlements offered by the affiliated PGCs. Accordingly, AEP suggested that proposed subsection (e)(3) be deleted and offered substitute language. RRI recommended language that shifts entitlement adjustments for planned outages to non-shoulder months and ensures that the 15% requirement for the capacity auction is met. REI recommended clarifying language to the rule.

In reply comments, AEP stated that it believes its language proposal is best, but believes that REI's proposal is easier to understand than the proposed rule. AEP stated that it did not understand the language proposed by RRI. EGSI opposed the language of RRI and stated that the capacity auction is intended to provide bidders with a "slice" of the seller's owned generation. That owned capacity will be subject to planned maintenance to ensure the continued reliable and efficient operation of generating units. The proposed rule provides a reasonable schedule for planned maintenance and should not be revised to insulate entitlement holders from the necessity for planned maintenance. TXU echoed the opinions of EGSI, arguing that RRI's proposed change is a thinly veiled attempt to require capacity auction sellers to sell more than 15% of their capacity, in violation of PURA §39.153.

The commission finds the reply comments of AEP, EGSI, and TXU persuasive and declines to adopt the proposed language of RRI. For clarifying purposes, the proposed language of REI is adopted in lieu of AEP's proposed language.

Subsection (e)(4) Generation units offered:

AEP recommended that the language that specifies planned outage history for the years of 1998, 1999, and 2000 be modified to the most recent three operating years, as the specific years in the rule were used for the initial capacity auction when those were the most recent three operating years.

In reply comments, TXU argued that there was no reason to make AEP's proposed change. TXU noted that the planned outages for a given unit are unlikely to change significantly between the year 2000 and the end of the Texas capacity auctions. The sellers have already gathered their planned outage histories for 1998, 1999, and 2000. It does not seem cost-effective to require sellers to go through the significant expense of creating new planned outage histories when a unit's planned outages are unlikely to have changed to any great extent.

The commission agrees with the reply comments of TXU and finds that it is not cost-effective to require the calculation of new planned outage histories. It is unlikely that a unit's planned outages will change significantly. The commission declines to adopt AEP's recommended language.

Subsection (e)(5) Obligations of affiliated PGC:

AEP recommended language that would need to be included if the details of the capacity auction products were deleted from the rule and only included in the Capacity Auction EEI/NEMA Master Power Purchase & Sale Agreement.

The commission finds the recommended language of AEP inappropriate, consistent with the commission decision to retain the detailed product descriptions in the rule.

Subsection (e)(7)(A) Credit requirements:

RRI proposed that this subsection include the ratings from Fitch Investor Services and that calls for additional security should be based on a blend of the three services in lieu of the lower of the three. RRI also recommended that subsection (e)(7)(A)(ii) be amended to require posting of capacity and energy payment security no more than 90 days in advance of the month when the entitlement may be dispatched.

In reply comments, TXU argued against RRI's proposal of not posting credit until 90 days before the entitlement month. TXU argued that the capacity auction seller would have no guarantee until 90 days before dispatch that the buyer could actually pay for the entitlement.

The commission finds that the recommendation of RRI to include the ratings from Fitch Investor Services is unnecessary. The current language on credit requirements is sufficient and not significantly changed by the addition of another rating service. The commission also declines to make the recommended change proposed by RRI regarding the posting of credit. The commission finds it is inappropriate to allow potential bidders in the capacity auction the equivalent of unlimited buying credit, without any assurance of the ability to pay for awarded entitlements until after the auction and 90 days before dispatch. During this period, a buyer's financial condition could change, imperiling its ability to pay for the power. If this were to happen, the seller would be at risk for the purchase price agreed to in the auction.

Subsection (e)(7)(B)(i) Unsecured credit:

AEP recommended that the language and table be deleted and that the commission use the working group to set credit limits on an auction-by-auction basis. AEP provided substitute language to facilitate this recommendation.

The commission declines to make the change recommended by AEP. The commission believes that standardizing the credit requirements will facilitate the effectiveness of the auctions, rather than resorting to a working group to meet before each auction to negotiate new credit limits.

Subsection (e)(7)(H) Credit requirements (New language):

AEP proposed specific language to accompany its recommendation concerning Preamble Question Number 1.

Consistent with its decision in Preamble Question Number 1, the commission adopts a modified version of the language proposed by AEP regarding credit requirements.

Subsections (f) and (g) Product descriptions for capacity auctions in ERCOT and non-ERCOT areas:

AEP recommended that this section be deleted. REI proposed modifications to several portions of subsection (f) that clarify that ERCOT is the entity that dispatches ancillary services, as well as other clarifying language.

TXU disagreed with AEP in reply comments and stated that when issues have already been negotiated and agreed on for three different capacity auctions, it seems wasteful and inefficient to throw those same issues up for debate for each capacity auction. By building the product descriptions into the capacity auction rule, both capacity auction buyers and sellers will receive a measure of certainty that the dispatch systems that have already been designed will not have been designed in vain, and that the liquid wholesale market that has begun in Texas will continue. AEP recommended a slight modification to the language provided by REI, should AEP's recommendation for deletion not be adopted.

Consistent with its decision on subsection (e)(1), the commission declines to delete the detailed product descriptions in subsections (f) and (g). The commission finds the reply comments of TXU persuasive in justifying the detailed product language contained in subsections (f) and (g), and to a lesser extent in subsection (e)(1). The commission agrees that ERCOT is the entity that dispatches ancillary services and also adopts other clarifying language recommended by REI to eliminate potential confusion in subsection (f).

Subsection (f)(2)(A) Responsibility transfers:

GMEC recommended that given the preparations that the entitlement holder must make under subsection (f)(2)(B)(i), responsibility transfers (RTs) by the affiliated PGC should be completed a minimum of ten days before the commencement of the entitlement. TXU recommended a clarifying change to recognize that respective QSEs of a capacity auction seller and buyer may not have a RT agreement in place before the purchase of capacity auction products.

TXU argued against the proposal of GMEC in reply comments and stated that before a responsibility transfer can be established, essentially four parties must come together to an agreement: the buyer, the buyer's QSE, the seller, and the seller's QSE. TXU argued that it would be inappropriate and inequitable to impose the risks of an agreement not being reached on only one party to those negotiations. TXU further explained that a capacity auction seller does not have sole control of when a responsibility transfer is put into place. Under GMEC's proposal, a capacity auction buyer would have an incentive to drag its feet in reaching an agreement so that the capacity auction seller could be held liable for the financial implications if the seller failed to meet its contractual obligations.

The commission declines to adopt GMEC's changes to the proposed language. The commission finds TXU's reply arguments that it would be inappropriate to add this risk to the capacity auction seller persuasive, as it does not have sole control of when a responsibility transfer is put into place. For clarification purposes, the commission adopts the proposed language of TXU.

Subsection (f)(2)(B)(i) Notice of grouped entitlements:

TXU recommended a clarifying change to recognize that dispatch systems of some affiliated PGCs do not require the use of a written list of entitlements.

The commission adopts TXU's proposed language for clarification purposes and has made the corresponding change to the rule language.

Subsection (f)(3) - (6) Timing of scheduling for baseload, gas-intermediate, gas-cyclic, and gas-peaking:

TXU recommended language to account for possible changes in the ERCOT protocols regarding the timing of scheduling.

The commission finds it prudent to adopt TXU's recommended language to account for possible changes in ERCOT protocols concerning the timing of scheduling.

Subsection (f)(4)(A)(v) Default schedule for gas-intermediate product:

TXU recommended additional clarifying language to this subsection to account for the limitation on the number of starts for a gas-intermediate product imposed by proposed subsection (f)(4)(A)(iv)(IV).

The commission agrees with TXU that clarifying language is justified and has made corresponding changes to the rule language.

Subsection (f)(5)(A)(ii)(I) and (V) Timing of gas-cyclic scheduling:

AEP recommended that this section be deleted, but if the commission decides to keep it in the rule, AEP provided clarifying language to avoid confusion over the term "daily capacity commitment."

In reply comments, TXU stated that if the commission implements AEP's proposed language a May 2003 gas-cyclic product that was sold as a two-year strip in the September 2001 auction would be slightly different from a May 2003 gas-cyclic product sold as a one year strip in the September 2002 auction. Such differences would not only make gas-cyclic products difficult to trade, but would make it impossible to group them for dispatch.

Due to concerns over the liquidity of the wholesale market, and thus the ability to trade capacity auction products, the commission finds TXU's reply comments persuasive and declines to make AEP's recommended change.

Subsection (h) Auction process:

AEP recommended an introductory statement to clarify that non-ERCOT and non-stranded cost companies do not have to follow the auction processes described herein, if AEP's position is adopted by the commission.

Consistent with the commission's decision in Preamble Question Number 2, the commission declines to adopt AEP's recommended language.

Subsection (h)(1)(B)(iv) Auction conclusion:

TXU proposed clarifying language regarding the 15% requirement for auction conclusion. In reply comments, AEP opposed the language suggested by TXU and stated that TXU's language made the rule less clear.

The commission finds that TXU's proposed language clarifies the intent of the rule and thus adopts the recommendation.

Subsection (h)(2)(A) Auction administration:

AEP noted that if a common platform is adopted by the commission, this subsection would need to be amended accordingly.

Consistent with the commission's decision in Preamble Question Number 3, no language modification is required for subsection (h)(2)(A).

Subsection (h)(2)(B)(i) Method of notice:

AEP recommended that a better approach than administrative review would be a method where the PGC files notice and, if no protests are filed, the notice is deemed approved. AEP supplied language to this effect.

The commission agrees with AEP and finds that the proposed methodology is less administratively burdensome and thus adopts AEP's recommended language.

Subsection (h)(2)(B)(ii) Contents of notice:

TXU recommended clarifying language to illustrate that it is no longer necessary for an affiliated PGC to include a bid increment formula in its capacity auction notice because proposed subsection (h)(2)(B)(ii)(I) specifies standard bid increment ranges for all capacity auction sellers.

The commission agrees with TXU that the standard bid increment ranges replace the bid increment formula and thus the notice no longer needs to include a bid increment formula. The commission adopts TXU's clarifying language. The commission also clarifies subsection (h)(2)(B)(ii)(II) that for an entitlement subject to the forced outage provision in subsection (e)(2)(B), the most recent three-year rolling average of the forced outage rate will be included in the notice of capacity available for auction, when the designation of which power generation units will be used to meet the entitlement to be auctioned is made.

Subsection (h)(2)(B)(iii)-(v) Timing of capacity auction document submittal for notice:

TXU recommended changes necessary to ensure that capacity auction sellers will have sufficient time to review the creditworthiness of perspective bidders. In addition, these changes will ensure that approved bidders have sufficient time to review the amount of credit that has been granted and to return in executed form the applicable capacity auction-specific master agreement.

The commission finds TXU's recommended language prudent in that it will allow all parties sufficient time to review credit issues. The commission adopts TXU's recommended language.

Subsection (h)(2)(B)(v) Credit adjustment:

AEP recommended that the language that disallows additional credit after an auction begins be deleted and that new language allowing the practice be adopted.

The commission declines to adopt AEP's recommendation. While the commission recognizes that there may be benefits associated with allowing bidders to request and receive additional credit after an auction begins, the commission sees numerous problems associated with implementing such a subjective provision in a fair and non-discriminating fashion. No change has been made to the language of the proposed rule.

Subsection (h)(3)(B)(vi) Subsequent auctions:

TXU proposed a clarification concerning the start date of the September 2003 capacity auction, which was supported by EGSI in reply comments.

The commission agrees with TXU and EGSI that the start date in the rule needs to be clarified and modifies the rule accordingly.

Subsection (h)(7) Establishment of opening bid price:

RRI suggested that subsection (h)(7)(A) be amended to require sellers to issue opening bids prior to each auction subject to the challenge provisions in the proposed rule, as opening bids may be arbitrarily high, based upon outdated calculations. RRI explained that contingent on its recommendation for subsection (h)(7)(A), (h)(7)(B) would no longer be needed and recommended its deletion. REI proposed language to subsection (h)(7)(B) to clarify that the comparison of the weighted average opening bid must be completed for all entitlements of a given product across all congestion zones, and recommended that for clarification purposes, the terms "owner" and "purchaser" be replaced with "holder" throughout the rule. RRI commented that subsection (h)(7)(C) should be amended such that a seller would be deemed to have met the 15% requirement if the unsold entitlements are made available to the market through other auction mechanisms. TXU recommended clarifying language to subsection (h)(7)(C) regarding the meeting of the 15% requirement.

In reply comments, TXU was against the proposal of RRI regarding opening bids and stated that RRI seems to misunderstand the genesis of the opening bid prices in Texas. TXU stated that the capacity auction opening bid prices are cost-based and not market-based. TXU commented that contrary to RRI's assertion, market forces do not and will not change the seller's variable cost for operating its capacity. As a result, even though the market for capacity may change from auction to auction, there is no need to require auction sellers to change the opening bid prices from auction to auction. TXU also opposed RRI's proposal concerning the 15% requirement. TXU offered that the Texas capacity auctions are monitored and sanctioned by the commission to protect both capacity auction buyers and Texas consumers. A separately conducted capacity auction would not have such protections. Moreover, allowing a separately conducted capacity auction to satisfy the 15% requirement would essentially defeat the purpose of the Texas capacity auctions. EGSI also commented against RRI's proposal concerning opening bids and stated that the most volatile variable cost associated with plant operations is the cost of fuel for gas-fired generation, which is not included in the bid price. EGSI also disagreed with RRI's proposal regarding the 15% requirement. EGSI stated that the proposed rule provides sufficient commission oversight through the requirement that an affiliated PGC make a proposal to the commission through the auction notice to satisfy the 15% requirement if there is an auction where no month awards all of the entitlement of a particular product. EGSI supported REI's proposed language change regarding the use of the word "holder."

The commission declines to make RRI's recommended changes. The commission finds the reply comments of TXU and EGSI persuasive on these issues. The commission does, however, adopt the recommended clarifying language changes proposed by REI and TXU. The commission finds the proposed language consistent with the intent of the rule.

Subsection (j)(2) True-up process:

EGSI noted that the proposed rule does not incorporate the settlement of stranded cost issues in EGSI's Unbundled Cost of Service (UCOS) case and could be misinterpreted as requiring EGSI to participate in a true-up process that the commission has found to be inapplicable to EGSI. EGSI proposed language to clarify that it is not subject to the capacity auction true-up.

The commission agrees with EGSI and for clarifying purposes adopts modified language which is more general in nature, but consistent with the concerns of EGSI.

Subsection (m) Contract terms:

AEP recommended the restoration of a sentence addressing a standard agreement, contingent on its recommendation that the detailed contract language is deleted from the rule. In addition, AEP noted that Paragraph F of Schedule CA, concerning alternative dispute resolution, should be included in subsection (m) and supplied such language. TXU recommended that this section be revised to remove the references to bilateral credit requirements. GMEC's proposed language stated that failure to supply the purchased generation will result in the assessed charges being the PGC's responsibility and not the entitlement holder's.

In reply comments, TXU again opposed the bilateral credit provision and added that the capacity auction products are essentially 98% firm products backed by multiple generation units. The odds of a capacity auction seller being physically unable to meet its capacity auction obligations are extremely low. Even a catastrophic credit event for a capacity auction seller would have no effect on the seller's ability to deliver the output from its assets. This fact alone illustrates why bilateral credit terms are not necessary. TXU also offered that bilateral credit terms would be extremely difficult to implement and would be potentially financially destructive to capacity auction sellers. It would be difficult to quantify the amount of collateral that a seller would need to post in order to assure its obligations. TXU did not oppose the language recommended by GMEC as TXU felt it confirmed the buyer's rights. However TXU felt that this issue would be more appropriately dealt with in the contract and not in the Substantive Rules. Therefore, TXU offered clarifying language. Coral, Dynegy, and Tenaska supported GMEC's proposed language and stated that they believe that the language will protect buyers from ERCOT fees assessed due to short-term delivery failures by capacity auction sellers. However, they also asserted that the bilateral credit protections are necessary to protect buyers from long-term risks associated with a seller's default.

Consistent with its decision not to delete the detailed product language in subsections (f) and (g), the commission declines to adopt AEP's recommendation to restore a sentence addressing a standard agreement. The commission agrees with AEP that language concerning alternative dispute resolution should be included in subsection (m) and adopts AEP's proposed language. The commission finds TXU's reply comments persuasive and has removed the references to bilateral credit requirements. While the commission is sympathetic to the plight of buyers regarding the risk of a seller's default, the commission declines to impose the additional cost associated with meeting bilateral credit requirements on the capacity auction sellers. The commission agrees with TXU that the probability of a seller being unable to meet its contractual obligation is extremely low and therefore imposing the additional cost of a surety or performance bond, or some other form of guarantee, would not be justified. The commission finds that capacity auction products are generally 98% firm and backed by multiple generation units. The commission agrees with TXU's statement that even a catastrophic credit event is unlikely to have a long-run effect on the seller's ability to deliver the output from its assets. The commission finds that the long-run risk of these assets being unable to deliver power is not great enough to justify the cost to sellers and the potential problems associated with implementation of bilateral credit. The commission does recognize that there is a slightly greater risk associated with entitlements that are supported by a smaller number of generating units. The commission still finds this amount of risk not great enough to require bilateral credit requirements. The commission encourages participation in the Texas capacity auctions, and in an effort to eliminate as much risk as possible, the commission adopts GMEC's proposal that failure to supply the purchased generation will result in the seller's liability for any charges assessed against the entitlement holder. The commission adopts this recommendation with TXU's proposed change that clarifies that this is a contractual issue. Language reflecting these decisions has been incorporated into the rule.

Subsection (m)(4) Scheduling discrepancies:

AEP recommended that this provision be deleted from the rule as it is handled by Schedule CA. TXU recommended clarifying language that details the relationship between the general requirements of subsection (m)(4) and the more specific requirements of proposed subsection (f)(3)(A)(iv)(V) and (f)(4)(A)(v).

The commission does not agree with AEP that the language in subsection (m)(4) needs to be deleted. No persuasive argument was made that the current language needs to be deleted. For clarification purposes, the commission adopts TXU's proposed language.

All comments, including any not specifically referenced herein, were fully considered by the commission. In adopting this section, the commission makes other minor modifications for the purpose of clarifying its intent.

This amendment is adopted under the Public Utility Regulatory Act, Texas Utilities Code Annotated §14.002 (Vernon 1998, Supplement 2002) (PURA) which provides the commission with the authority to make and enforce rules reasonably required in the exercise of its powers and jurisdiction. The commission also proposes this rule pursuant to PURA §39.153, which grants the commission authority to establish rules that define the scope of the capacity entitlements to be auctioned, and the procedures for the auctions.

Cross Reference to Statutes: Public Utility Regulatory Act §§14.002, 31.002, 39.153, 39.201, and 39.262.

§25.381.Capacity Auctions.

(a) Applicability. This section applies to all affiliated power generation companies (PGCs) as defined in this section in Texas. This section does not apply to electric utilities subject to the Public Utility Regulatory Act (PURA) §39.102(c) until the end of the utility's rate freeze. It is recognized that certain commission orders issued during 2001 have effectively delayed competition in the service territories of Southwestern Electric Power Company (SWEPCO) and Entergy Gulf States, Inc. (EGSI). This section shall apply to auctions conducted after 2001 by SWEPCO and/or EGSI only when competition is implemented in their respective service territories.

(b) Purpose. The purpose of this section is to promote competitiveness in the wholesale market through increased availability of generation and increased liquidity by requiring electric utilities and their affiliated PGCs to sell at auction entitlements to at least 15% of the affiliated PGC's Texas jurisdictional installed generation capacity, describing the form of products required to be auctioned, prescribing the auction process, and prescribing a true-up procedure, in accordance with PURA §39.262(d)(2).

(c) Definitions. The following words and terms, when used in this section, shall have the following meanings, unless the context indicates otherwise:

(1) Affiliated power generation company (PGC)--Any affiliated power generation company that is unbundled from the electric utility in accordance with PURA §39.051.

(2) Assigned units--The PGC-specific generating units that form the block of capacity from which an entitlement is sold.

(3) Auction start date--The date on which an auction begins.

(4) Business day--Any day on which the affiliated PGC's corporate offices are open for business and that is not a banking holiday.

(5) Capacity auction product--One of the following: "baseload", "gas-intermediate", "gas-cyclic", or "gas-peaking". Each capacity auction product is further described in subsections (f) and (g) of this section.

(6) Close of business--5:00 p.m., central prevailing time.

(7) Congestion zone--An area of the transmission network that is bounded by commercially significant transmission constraints or otherwise identified as a zone that is subject to transmission constraints, as defined by an independent organization.

(8) Credit rating--A credit rating on an entity's senior unsecured debt, the entity's corporate credit rating, or the entity's issuer rating.

(9) Daily gas price--The index posting for the date of flow in the Financial Times energy publication "Gas Daily" under the heading "Daily Price Survey" for East-Houston-Katy, Houston Ship Channel. For EGSI gas entitlements in the eastern congestion zone, the daily gas price will utilize the "Gas Daily" index posting for Henry Hub. For EGSI gas entitlements in the western congestion zone, the daily gas price will be an average of the "Gas Daily" index posting for East-Houston-Katy, Houston Ship Channel.

(10) Day-ahead--The day preceding the operating day.

(11) Entitlement or capacity entitlement--The right to purchase and receive, under the applicable capacity auction master agreement, a block of 25 megawatts (MW) of electrical capacity and energy from the assigned units for a specific capacity auction product for one calendar month.

(12) Forced outage--An unplanned component failure or other condition that requires the unit be removed from service before the end of the next weekend.

(13) Holder--A person or entity that has acquired ownership of an entitlement under the terms of the applicable capacity auction Master Agreement.

(14) Installed generation capacity--All potentially marketable electric generation capacity owned by an affiliated PGC, including the capacity of:

(A) Generating facilities that are connected with a transmission or distribution system;

(B) Generating facilities used to generate electricity for consumption by the person owning or controlling the facility; and

(C) Generating facilities that will be connected with a transmission or distribution system and operating within 12 months.

(15) Master Agreement or Agreement--The applicable Capacity Auction EEI/NEMA Master Power Purchase & Sale Agreement.

(16) Starts--Direction by the holder of an entitlement to dispatch a previously idle entitlement.

(17) Texas jurisdictional installed generation capacity--The amount of an affiliated PGC's installed generation capacity properly allocable to the Texas jurisdiction. Such allocation shall be calculated pursuant to an existing commission-approved allocation study, or other such commission-approved methodology, and may be adjusted as approved by the commission to reflect the effects of divestiture or the installation of new generation facilities.

(d) General requirements. Subject to the qualifications for auction entitlements and the auction process described in subsections (e) and (h) of this section, each affiliated PGC subject to this section shall sell at auction capacity entitlements equal to at least 15% of the affiliated PGC's Texas jurisdictional installed generation capacity. Divestiture of a portion of an affiliated PGC's Texas jurisdictional installed generation capacity will be counted toward satisfaction of the affiliated PGC's capacity auction requirement only if the divestiture is made pursuant to a commission order in a business combination proceeding pursuant to PURA §14.101, and after the transfer of the assets and operations to a third party.

(e) Product types and characteristics.

(1) Available entitlements and amounts. The following products, defined separately in subsection (f) of this section for Electric Reliability Council of Texas, Inc. (ERCOT) and in subsection (g) of this section for non-ERCOT areas, shall be auctioned as capacity entitlements under subsection (d) of this section. Upon showing of good cause by the affiliated PGC and approval by the commission, an affiliated PGC may propose to auction entitlements different from those described in this section, including unit-specific capacity. Each affiliated PGC shall auction an amount of each applicable product in proportion to the amount of Texas jurisdictional installed generating capacity on the affiliated PGC's system that are the respective type of generating units. An affiliated PGC that owns generation in multiple congestion zones shall auction entitlements for delivery in each congestion zone. The amount of each product auctioned in each zone shall be in proportion to the amount of the respective type of generating units located in that zone, but the total shall not be less than 15% of the affiliated PGC's Texas jurisdictional installed generation capacity. The available entitlements for the months of March, April, May, October, and November of each year may be reduced in proportion to the average annual planned outage rate for the group of generating units associated with each type of entitlement. Entitlements shall be for system capacity.

(2) Forced outages. For any given congestion zone:

(A) For all entitlements except those described in subparagraph (B) of this paragraph, if all units providing capacity to an entitlement product experience a forced outage or an emergency condition prevents or restricts the ability of an affiliated PGC to dispatch a particular entitlement product, the entitlements of that product may be reduced in proportion to the percentage reduction in capacity of the units assigned to that entitlement; provided that such reductions in availability of any single entitlement do not exceed 2.0% of the total monthly energy available from the entitlement.

(B) For entitlements that are supported by two or fewer generating units, if one or more of the units providing capacity to an entitlement product experiences a forced outage or an emergency condition that prevents or restricts the ability of an affiliated PGC to dispatch a particular entitlement product, the entitlements of that product may be reduced in proportion to the percentage reduction in capacity of the units assigned to that entitlement; provided that such reductions in availability of any single entitlement do not exceed the most recent three-year rolling average of the forced outage rate for the unit(s) supporting the entitlement. The three-year rolling average of the forced outage rate applicable to entitlements under this subparagraph shall be included in the notice of capacity available for auction, under subsection (h)(2)(B)(ii)(II) of this section.

(C) Notification of any such reductions will take place as soon as possible, but in any event, at least one hour prior to the hour-ahead scheduling period applicable to when the reduction is to take place.

(3) Planned outage. The total MW reduction for planned outages is determined by calculating the average MW of monthly planned outage for the generating plants associated with a product over the previous three calendar years, multiplied by 12. The resulting planned outage hours are then rounded down to the nearest whole entitlement (25 MW block). These "outage entitlements" can then be removed from any of the five specified outage months (March, April, May, October, and November) in any combination.

(4) Generation units offered. If an affiliated PGC changes the assignment of a power generation unit to one of the four available product entitlements (baseload, gas-intermediate, gas-cyclic, or gas-peaking), then the affiliated PGC shall file with the commission the proposed changes in its assignment of each of its power generation units to one of the four available product entitlements and the resulting amount of each type of entitlement to be auctioned. As part of this filing, the affiliated PGC shall provide planned outage histories for the years 1998, 1999, and 2000 for each generating unit to be used to calculate the average annual planned outage rate for each group of generating units. Interested parties shall have 30 days in which to provide comments on the affiliated PGC's proposed changed assignments. If no comments are received, the affiliated PGC's proposed assignment shall be deemed appropriate. If any party objects to the affiliated PGC's proposed assignments, then the commission shall determine the appropriate assignment considering the manner in which the affiliated PGC expects to use such generation units.

(5) Obligations of affiliated PGC. The affiliated PGC shall dispatch entitlements only as directed by the holder of the entitlement in accordance with the applicable product description. The affiliated PGC may not refuse to dispatch the entitlement and may not curtail the dispatch of an entitlement unless expressly authorized by this section or by the applicable Master Agreement, or unless directed to do so by the independent organization in order to alleviate a system emergency. The affiliated PGC shall specify in its notice provided pursuant to subsection (h)(2)(B) of this section the point on the transmission system where energy from each entitlement is delivered to the entitlement holder.

(6) Entitlement holder receives no possessory interest or obligations.

(A) No possessory interest. The entitlements sold at auction shall include no possessory interest in the unit or units from which the power is produced.

(B) No possessory obligations. The entitlements sold at auction shall include no obligation of a possessory owner of an interest in the unit or units from which the power is produced.

(C) Scheduling. The entitlement holder shall have the right to designate the dispatch of the entitlement, subject to other provisions of this subsection and the scheduling limitations provided for in the applicable Agreement.

(7) Credit requirements.

(A) Standards. Entities submitting bids and all entitlement holders shall satisfy one of the following credit standards:

(i) The entity holds an investment grade credit rating (BBB- or Baa3 from Standard and Poor's or Moody's respectively or an equivalent);

(ii) The entity provides an escrowed deposit equal to the capacity price for the shorter of the duration of the entitlement or three months plus the amount that would be paid to exercise the entitlement for the shorter of the duration of the entitlement or three months at the assumed dispatch provided in either subsection (h)(6)(A)(iii) or subsection (h)(6)(C)(vi) of this section;

(iii) The entity provides a letter of credit or surety bond equal to the capacity price for the shorter of the duration of the entitlement or three months plus the amount that would be paid to exercise the entitlement for the shorter of the duration of the entitlement or three-months at the assumed dispatch provided in either subsection (h)(6)(A)(iii) or subsection (h)(6)(C)(vi) of this section, irrevocable for the duration of the entitlement;

(iv) The entity provides a guaranty from another entity with an investment grade credit rating; or

(v) The entity makes other suitable arrangements with the affiliated PGC, provided that the affiliated PGC makes such arrangements available on a non-discriminatory basis.

(B) Unsecured credit. To be eligible for unsecured credit, entities submitting bids shall satisfy the criteria in either clause (i), (ii), or (iii) of this subparagraph, with the amount of unsecured credit to be provided to such entities to be determined as follows:

(i) For bidders with an investment grade credit rating. The amount of credit available to a bidder relying on an investment grade credit rating of itself or its guarantor will be determined according to procedures set out below. If the bidding entity or its guarantor has an investment grade credit rating and minimum equity of $100 million, the amount of credit available will be determined using the lesser of $125 million, or the applicable percentage of the bidder's stockholder equity set out in the following table, except that the amount of credit will be reduced to the extent appropriate to take into account any outstanding commitments that a bidder has for existing capacity auction entitlements.

Figure: 16 TAC §25.381(e)(7)(B)(i)

(ii) If the bidder is a municipality or cooperative not publicly rated. If the bidder is a municipality or electric cooperative that is not publicly rated but has a minimum equity (patronage capital) of $25 million, a minimum times-interest-earned ratio (TIER) of 1.05, a minimum debt service coverage (DSC) ratio of 1.00, and a minimum equity-to-assets ratio of 0.15, then the amount of credit will be the lesser of $125 million or 5.0% of the bidder's unencumbered assets, except that the amount of credit will be reduced to the extent appropriate to take into account any outstanding commitments that a bidder has for existing capacity auction entitlements.

(iii) If the bidder is a privately-held entity not publicly rated. If the bidder is a privately-held entity that is not publicly rated, but has a minimum equity of $100 million, a minimum tangible net worth of $100 million, a minimum current ratio of 1.0, a maximum debt-to-capital ratio of 0.60, and a minimum ratio of earnings before interest, taxes, depreciation, and amortization (EBITDA) to interest and current maturities of long term debt (CMLTD) of 2.0, then the amount of credit will be the lesser of $125 million or 1.80% of the bidder's stockholder equity, except that the amount of credit will be reduced to the extent appropriate to take into account any outstanding commitments that a bidder has for existing capacity auction entitlements.

(C) All cash and other instruments used as credit security shall be unencumbered by pledges for collateral.

(D) If a bidder or entitlement holder chooses to use a surety bond to satisfy its credit requirements, then the form of such surety bond will be negotiated in good faith between the bidder or entitlement holder and the affiliated PGC and reasonably acceptable by an issuer of surety bonds.

(E) In the event the holder of the entitlement initially relied on its investment grade credit rating but subsequently loses it during the entitlement period, the holder of the entitlement shall provide alternative financial evidence within three business days.

(F) The holder of the entitlement shall notify the affiliated PGC of any material changes that impact its compliance with the financial requirements it relied on in meeting the credit standards in this section.

(G) In the event the holder or seller of the entitlement fails to meet or continue to meet its security requirement, or an Event of Default results in the termination of the Agreement, the entitlement shall revert to the affiliated PGC and shall be auctioned in the next auction for which notice can be provided of the sale of the entitlement pursuant to subsection (h)(2)(B) of this section.

(H) If an entitlement holder's creditworthiness or financial security materially and adversely changes after the auction is completed, as a result of an event specified in the Agreement, the affiliated PGC shall provide the entitlement holder with written notice requesting additional credit support or performance assurance in a commercially reasonable manner, as set forth in the Agreement. The seller's credit requirements shall clearly identify objective criteria that would trigger a request for additional security and the methods and time frame in which an entitlement holder must satisfy such a request. The affiliated PGC may suspend delivery of any capacity or energy for which the affiliated PGC has not already received payment until the performance assurance is received, in accordance with the Agreement.

(I) If at any time after the auction is completed, there shall occur a downgrade event with respect to the credit standing of the seller, then the entitlement holder may require the seller to provide a credit assurance in an amount determined by the entitlement holder in a commercially reasonable manner. In the event the seller fails to provide a commercially reasonable performance assurance or guarantee within three business days of the receipt of notice, then an event of default shall be deemed to have occurred, and the entitlement holder will be entitled to suspend performance under the Agreement and withhold payments for energy not yet delivered, and may ultimately terminate the Agreement after the suspension period as prescribed in the Agreement.

(f) Product descriptions for capacity auctions in ERCOT. The provisions in this subsection apply to capacity auctions in ERCOT. Subsection (g) of this section contains provisions applicable to capacity auctions in non-ERCOT areas.

(1) Definitions.

(A) The following words and terms, when used in this subsection shall have the following meanings, unless the context indicates otherwise.

(i) Balancing energy service down deployed--The number of megawatt-hours (MWh) of balancing energy service down deployed by ERCOT from an entitlement.

(ii) Balancing energy service up deployed--The number of MWh of balancing energy service up deployed by ERCOT from an entitlement.

(iii) Daily capacity commitment--The amount of capacity scheduled by an entitlement holder that an affiliated PGC must make available from an entitlement for the provision of energy or permitted ancillary services for an operating day from an entitlement.

(iv) Day-ahead schedule--A schedule submitted by an entitlement holder to an affiliated PGC of the entitlement holder's scheduled usage of the entitlement for the following operating day.

(v) Default qualifying scheduling entity (QSE)--The QSE that is designated by the entitlement holder to ERCOT as its default QSE.

(vi) Energy scheduled--The final schedule for energy, for each settlement interval, that an entitlement holder submits to an affiliated PGC, subject to the limits on timing and amounts of schedules contained in the capacity auction product descriptions.

(vii) Energy deployed down--The sum of regulation energy down energy deployed and balancing energy service down energy deployed.

(viii) Energy deployed up--The sum of regulation energy up energy deployed, responsive energy deployed, non-spinning energy deployed, and balancing energy service up energy deployed.

(ix) Grouped entitlements--All of the entitlements from an affiliated PGC that an entitlement holder holds for a particular entitlement month.

(x) Grouped ancillary services--The amount of each type of ancillary service available from each entitlement grouped by:

(I) Type of ancillary service;

(II) Type of capacity auction product; and

(III) Congestion zone for those ancillary services that are, or may be, dispatched by congestion zone.

(xi) Hour-ahead schedule--A schedule other than a day-ahead schedule submitted by an entitlement holder to an affiliated PGC no later than one hour before the end of an adjustment period of the entitlement holder's scheduled use of the entitlement for the operating hour corresponding to that adjustment period.

(xii) Non-spinning energy deployed--Energy deployed by ERCOT from the non-spinning reserve service as determined under the procedures in paragraph (2)(B) of this subsection.

(xiii) Product--Electric capacity, energy, capacity auction products or other product(s) related thereto as specified in a transaction by reference to a product listed in the Agreement or as otherwise specified by the parties in a transaction.

(xiv) Regulation energy down deployed--Energy deployed down by ERCOT from the regulation energy service as determined under the procedures of paragraph (2)(B) of this subsection.

(xv) Regulation energy up deployed--Energy deployed up by ERCOT from the regulation service as determined under the procedures of paragraph (2)(B) of this subsection.

(xvi) Responsive energy deployed--Energy deployed by ERCOT from the responsive reserve service as determined under the procedures of paragraph (2)(B) of this subsection.

(xvii) Two-day-ahead schedule--A schedule submitted by the entitlement holder to the affiliated PGC of the entitlement holder's scheduled usage of the entitlement for the operating day two days in the future.

(B) The following terms have the respective meanings given to them in the ERCOT protocols as amended from time to time:

(i) Ancillary services;

(ii) Balancing energy service;

(iii) Congestion zone;

(iv) Non-spinning reserve service;

(v) Operating day;

(vi) Operating hour;

(vii) Regulation service;

(viii) Responsive reserve service;

(ix) Settlement interval; and

(x) Zonal market clearing price.

(2) General provisions.

(A) Responsibility transfers.

(i) The entitlement holder may not use an entitlement for the provision of balancing energy service until a responsibility transfer (RT) between the entitlement holder's QSE and the affiliated PGC's QSE is established and operated in accordance with the ERCOT protocols for the deployment of balancing energy service. The entitlement holder shall establish a separate RT with the affiliated PGC for each congestion zone from which the entitlement holder desires to provide balancing energy service.

(ii) When ERCOT has developed the details and specifications of RTs between QSEs, including without limitation, mechanics, settlement, and communication, then, at the request of the entitlement holder, the parties shall negotiate in good faith to transfer responsibility between their respective QSEs to:

(I) Allow the entitlement holder to provide balancing energy service from the entitlement; and

(II) Allocate the cost of establishing that capability.

(iii) The entitlement holder's QSE shall act as the controller of RTs used for balancing energy service from an entitlement. The entitlement holder's QSE shall use RTs to provide instructions regarding balancing energy service to the affiliated PGC's QSE. These instructions shall comply with all the limitations in the applicable capacity auction product description.

(iv) Both the entitlement holder's QSE and the affiliated PGC's QSE shall enter an inter-QSE trade in accordance with the ERCOT protocols to represent an RT before any operating hour in which the entitlement holder deploys balancing energy service from an entitlement.

(v) The affiliated PGC's QSE is only responsible for complying with RTs sent by the entitlement holder's QSE and is not responsible for ERCOT instructions sent to the entitlement holder.

(vi) The affiliated PGC and the entitlement holder shall rely upon any integration of the RT over each settlement interval performed by ERCOT. If ERCOT does not perform that integration, then the integration shall be performed in a manner mutually agreed to by both parties.

(vii) The entitlement holder is deemed not to have provided any balancing energy service from an entitlement if the affiliated PGC loses or does not receive the balancing energy service signal from ERCOT. The affiliated PGC will promptly notify the entitlement holder if it does not receive or loses the balancing energy service signal from ERCOT.

(B) Deployment of energy from ancillary services. Subject to the limitations and conditions set out in this subsection, and except when the affiliated PGC is excused from hierarchical dispatch by ERCOT of ancillary services under clause (i) or (v) of this subparagraph, ERCOT shall be deemed to have dispatched ancillary services from the entitlements in the entitlement group in a hierarchical order according to the requirements of this subsection. Otherwise, ancillary services shall be dispatched for each entitlement in an entitlement group independently.

(i) Notice of grouped entitlements. Not later than five days before the beginning of an entitlement month, the entitlement holder shall notify the affiliated PGC of all entitlements from the affiliated PGC that are held by the entitlement holder for that entitlement month. The list shall contain sufficient detail for the affiliated PGC to identify the entitlements held by the entitlement holder for that month, including without limitation any unique entitlement number assigned by the affiliated PGC to the entitlement and listed on the letter confirmation for the entitlement. If the affiliated PGC does not timely receive this notice, then the affiliated PGC is excused from its obligation to dispatch ancillary services on a hierarchical basis under this section.

(ii) Amount of ancillary services scheduled from entitlements.

(I) The affiliated PGC shall track the amount of each ancillary service for each operating hour and the amount of each ancillary service scheduled by the entitlement holder for each operating hour, both for individual entitlements and for each grouped entitlement.

(II) For ancillary services other than the balancing energy service, which is determined by an RT, the amount of ancillary service scheduled from each entitlement and for each grouped entitlement for an operating hour is the amount stated in the final timely schedule submitted by the entitlement holder to the affiliated PGC for that operating hour for each entitlement or the entitlement group.

(iii) Deployed ancillary services.

(I) For balancing energy service, the amount of energy that ERCOT is deemed to have deployed is determined by the integration described in subparagraph (A) of this paragraph.

(II) For all ancillary services other than balancing energy service, the affiliated PGC shall track the deployment of ancillary services from the entitlement group by each grouped ancillary service for each hour in the entitlement month, except for hours in which the affiliated PGC is excused from dispatching ancillary services on a hierarchical basis under clause (i) or (v) of this subparagraph. The total amount of each grouped ancillary service deployed in an hour shall be calculated by the product of:

(-a-) The ratio of the amount of the grouped ancillary service scheduled by the entitlement holder from its grouped entitlements to the total amount of that specific ancillary service scheduled from resources in the affiliated PGC's QSE;

(-b-) The amount of energy deployed out of that grouped ancillary service in a particular congestion zone or in ERCOT as a whole, whichever is applicable.

(III) For all ancillary services other than balancing energy service, the amount of each ancillary service that ERCOT is deemed to have deployed from each entitlement, for hours in which the affiliated PGC is excused from dispatching ancillary services on a hierarchical basis under clause (i) or (v) of this subparagraph, shall be calculated by the product of:

(-a-) The ratio of the amount of that ancillary service scheduled by the entitlement holder from the entitlement to the total amount of that specific ancillary service scheduled from resources in the affiliated PGC's QSE;

(-b-) The amount of energy deployed by ERCOT out of that ancillary service in a particular congestion zone or in ERCOT as a whole, whichever is applicable.

(iv) Hierarchical deployment of grouped ancillary services.

(I) For determination of the contract price for each entitlement in a grouped entitlement, ERCOT is deemed to have first deployed grouped ancillary services that are deployed by congestion zone pursuant to subclause (III) of this clause with the amount for each entitlement spread proportionally among the entitlement holder's entitlements of that type in that congestion zone.

(II) After deploying grouped ancillary services by congestion zone pursuant to subclause (I) of this clause, ERCOT is deemed to have deployed the remainder of each grouped ancillary service pursuant to subclause (III) of this clause, with the amount for each type of entitlement spread proportionally among the entitlement holder's entitlements of that type in ERCOT.

(III) Deployed energy shall be assigned to the entitlement holder's entitlements that scheduled those ancillary services on a hierarchical basis as follows:

(-a-) For incremental deployments:

(-1-) First: Baseload entitlements, with the highest priority given to the Baseload entitlements with the lowest energy price;

(-2-) Second: Gas-intermediate entitlements;

(-3-) Third: Gas-cyclic entitlements; and

(-4-) Fourth: Gas-peaking entitlements.

(-b-) For decremental deployments:

(-1-) First: Gas-peaking entitlements;

(-2-) Second: Gas-cyclic entitlements;

(-3-) Third: Gas-intermediate entitlements; and

(-4-) Fourth: Baseload entitlements, with the highest priority given to the Baseload entitlements with the highest energy price.

(v) Exception to dispatching on hierarchical basis. The affiliated PGC is not required to dispatch ancillary services from the entitlement group on a hierarchical basis if the affiliated PGC does not have the information necessary to dispatch ancillary services from the entitlement group in a hierarchical fashion. Necessary information includes, but is not limited to, the signal from ERCOT deploying balancing energy service or the signal from ERCOT deploying other ancillary services.

(3) Baseload product.

(A) Baseload scheduling.

(i) Schedule types. The entitlement holder shall submit a day-ahead schedule for the entitlement. The entitlement holder shall submit a two-day-ahead schedule for the entitlement if notified to do so by ERCOT.

(ii) Timing of scheduling. All of the times for scheduling referred to in this subparagraph are based on the times in the ERCOT protocols. If the times in the ERCOT protocols are changed, then the times in this subparagraph will be considered to have changed to equitably accommodate the changes in the ERCOT protocols.

(I) The entitlement holder shall submit day-ahead or two-day-ahead schedules for the entitlement to the affiliated PGC no later than 8:00 a.m. The entitlement holder shall submit hour-ahead schedules for ancillary services from the entitlement to the affiliated PGC no later than one hour before the deadline for the affiliated PGC's QSE to submit hour-ahead schedules to ERCOT.

(II) On days that ERCOT allows QSEs to change their day-ahead or two-day-ahead schedules to ERCOT by 1:00 p.m. for congestion or capacity insufficiency, the entitlement holder may submit a revised day-ahead or two-day-ahead schedule for energy from the entitlement to the affiliated PGC no later than noon.

(III) The entitlement holder may submit to the affiliated PGC a revised day-ahead or two-day-ahead schedule for the non-spinning reserve ancillary services from the entitlement no later than 1:45 p.m. The entitlement holder cannot change the amount of energy scheduled in a revised schedule for the non-spinning reserve ancillary services.

(IV) No hour-ahead schedules are permitted for energy from baseload entitlements. Hour-ahead schedules are permitted for ancillary services from baseload entitlements.

(iii) Schedule content. Each schedule shall specify, for each settlement interval, the MW of energy scheduled to be delivered to the entitlement holder from the entitlement and the MW of each permitted ancillary service to be scheduled from the entitlement, subject to the scheduling limits in clause (iv) of this subparagraph.

(iv) Scheduling limits.

(I) Minimum energy. The entitlement holder may not schedule energy at less than 20 MW from the entitlement at any time during the month.

(II) Ancillary services. The entitlement holder may use a baseload entitlement to provide responsive reserve service at a level of one MW, and non-spinning reserve service, up to a combined total of three MW. The baseload entitlement may not be used for any other ancillary service. Non-spinning reserve service may be provided from the entitlement in 30 minutes, and responsive reserve service may be provided from the entitlement in ten minutes.

(III) Maximum changes. Subject to the minimum energy rate specified in subclause (I) of this clause, the rate at which the entitlement holder schedules energy in each hour generally cannot change more than plus or minus two MW. The following additional restrictions apply.

(-a-) If the entitlement holder schedules or reserves any ancillary services in an hour, then the level of energy scheduled shall be the same in each settlement interval of the hour.

(-b-) The maximum change in ancillary services scheduled from the first settlement interval in one hour to the first settlement interval of the next hour is plus or minus three MW.

(-c-) The maximum change in energy scheduled from the first settlement interval in one hour to the first settlement interval in the next hour is plus or minus two MW.

(-d-) The maximum change in energy scheduled from one settlement interval to the next is plus or minus one MW.

(IV) Starts. The entitlement holder shall schedule energy from a baseload entitlement for every settlement interval and may not direct any starts of the entitlement.

(V) Default schedule. If the entitlement holder does not submit a timely day-ahead or two-day ahead schedule, as applicable, then the schedule for the applicable operating day is deemed to be 20 MW of energy and zero MW of ancillary services to be delivered to the entitlement holder's designated default QSE in every settlement interval of the applicable operating day.

(B) Contract price for baseload. The items included in the contract price between the entitlement holder and the affiliated PGC for the entitlement shall include:

(i) Capacity payment. The capacity payment from the entitlement holder to the affiliated PGC is the capacity price in dollars per MW specified in the letter confirmation for the entitlement times 25 MW.

(ii) Energy payment. The fuel cost owed to the affiliated PGC by the entitlement holder for the dispatched baseload power will be the average cost of coal, lignite, and nuclear fuel (in dollars per MWh), as applicable to the appropriate congestion zone in which the underlying generation units are located, based on the affiliated PGC's final excess cost over market (ECOM) model as determined pursuant to PURA §39.201. Affiliated PGCs of the electric utilities without an ECOM determination in their proceeding conducted pursuant to PURA §39.201 shall propose, for commission review, an average cost of fuel in a similar manner. The energy payment from the entitlement holder to the affiliated PGC is the fuel cost in dollars per MWh for the entitlement times the greater of:

(I) The sum of the total energy scheduled from the entitlement during the entitlement month plus energy deployed up from the entitlement during the entitlement month; or

(II) An amount of MWh equal to 20 MW times the number of hours in the entitlement month.

(iii) Ancillary services payment. For baseload entitlements, the ancillary services payment to be paid by the entitlement holder to the affiliated PGC is zero.

(iv) Energy deployed up reimbursement payment. For energy deployed up, for all settlement intervals in the entitlement month, the affiliated PGC shall pay the entitlement holder the sum of the zonal market clearing price of energy (MCPE) in dollars per MWh paid by ERCOT for that settlement interval times the energy deployed up in that settlement interval.

(v) Energy deployed down reimbursement payment. For energy deployed down for all settlement intervals in the entitlement month, the entitlement holder shall pay the affiliated PGC the sum of the MCPE in dollars per MWh paid to ERCOT for that settlement interval times the energy deployed down in that settlement interval.

(C) Timing of payment of contract price. The entitlement holder shall pay the affiliated PGC the capacity payment portion of the contract price not less than five days before the beginning of the entitlement month or 20 days after receiving an invoice for the capacity payment from the affiliated PGC, whichever is later. The entitlement holder shall pay the remainder of the contract price to the affiliated PGC after receiving an invoice for that amount in accordance with the other terms of the applicable Agreement. If the affiliated PGC owes the entitlement holder any net amount under the contract price calculation, it will pay that amount to the entitlement holder in accordance with the other terms of the Agreement.

(4) Gas-intermediate product.

(A) Gas-intermediate scheduling.

(i) Schedule types. The entitlement holder shall submit a day-ahead schedule for the entitlement and may submit hour-ahead schedules. The entitlement holder shall submit a two-day-ahead schedule for the entitlement if notified to do so by ERCOT.

(ii) Timing of scheduling. All of the times for scheduling referred to in this subparagraph are based on the times in the ERCOT protocols. If the times in the ERCOT protocols are changed, then the times in this subparagraph will be considered to have changed to equitably accommodate the changes in the ERCOT protocols.

(I) The entitlement holder shall submit day-ahead or two-day-ahead schedules for the entitlement to the affiliated PGC no later than 8:00 a.m. The daily capacity commitment is determined for a gas-intermediate entitlement by the 8:00 a.m. schedule. The entitlement holder shall submit hour-ahead schedules for ancillary services for the entitlement to the affiliated PGC no later than one hour before the deadline for the affiliated PGC's QSE to submit hour-ahead schedules to ERCOT.

(II) The entitlement holder may submit to the affiliated PGC a revised day-ahead or two-day-ahead schedule for energy from the entitlement no later than 10:00 a.m., subject to the limit on maximum energy in clause (iv)(I)(-b-) of this subparagraph.

(III) On days that ERCOT allows QSEs to change their day-ahead or two-day-ahead schedules to ERCOT by 1:00 p.m. for congestion or capacity insufficiency, the entitlement holder may submit a revised day-ahead or two-day-ahead schedule for energy from the entitlement to the affiliated PGC no later than noon, subject to the limit on maximum energy in clause (iv)(I)(-b-) of this subparagraph.

(IV) The entitlement holder may submit to the affiliated PGC a revised day-ahead or two-day-ahead schedule for ancillary services from the entitlement no later than 1:45 p.m. The entitlement holder cannot change the amount of energy scheduled in a revised schedule for ancillary services.

(V) No hour-ahead schedules are permitted for energy from gas-intermediate entitlements. Hour-ahead schedules are permitted for ancillary services from gas-intermediate entitlements.

(iii) Schedule content. Each schedule shall specify:

(I) For each settlement interval, the MW of energy scheduled to be delivered to the entitlement holder from the entitlement; and

(II) For each hour, the MW scheduled to be reserved for the entitlement holder's use of each ancillary service from the entitlement. The entitlement holder shall include any MW bid (but not pricing) for the balancing energy up and balancing energy down ancillary services on the schedule.

(iv) Scheduling limits.

(I) Total. Generally, the rate at which energy is scheduled cannot change more than plus or minus six MW and the rate at which ancillary services is reserved or scheduled by the entitlement holder in each hour cannot change more than plus or minus six MW. The restrictions in items (-a-) and (-b-) of this subclause apply.

(-a-) Minimum energy. The entitlement holder may not schedule energy at less than eight MW from the entitlement at any time during the month, unless the entitlement holder has elected the gas-intermediate Start Option, in which case the entitlement holder may reduce energy below eight MW as specified in subclause (IV)(-a-) of this clause.

(-b-) Maximum energy. The entitlement holder may not schedule energy at any level greater than the daily capacity commitment in any settlement interval.

(II) Maximum changes. Subject to the limitations specified in subclause (I) of this clause:

(-a-) Generally, the rate at which energy is scheduled by the entitlement holder in each hour cannot change more than plus or minus six MW and the rate at which ancillary services are scheduled or reserved by the entitlement holder in each hour cannot change more than plus or minus six MW. The restrictions in items (-b-) and (-c-) apply.

(-b-) Energy. Subject to the maximum change specified in item (-a-) of this subclause:

(-1-) The maximum change in energy scheduled from the first settlement interval in one hour to the first settlement interval of the next hour is plus or minus six MW.

(-2-) Subject to the limitation in subitem (-1-) of this item, the maximum change in energy scheduled from one settlement interval to the next is plus or minus two MW.

(-c-) Ancillary services. Subject to the maximum change specified in item (-a-) of this subclause, the maximum change in ancillary services scheduled from the first settlement interval in one hour to the first settlement interval of the next hour is plus or minus six MW.

(III) Ancillary services. Subject to the limitations in subclauses (I) and (II) of this clause:

(-a-) The total MW of non-spinning reserve service, regulation service up, regulation service down, responsive reserve service, and balancing energy service up and balancing energy service down from the entitlement in one hour shall not exceed ten MW;

(-b-) Subject to the limitations in item (-a-) of this subclause, the total MW of regulation service up, regulation service down, responsive reserve service, and bids for balancing energy service up and balancing energy service down from the entitlement in one hour shall not exceed:

(-1-) Four MW if the entitlement holder schedules any two-MW changes in the levels of energy within the hour;

(-2-) Five MW if the entitlement holder schedules any one-MW, but not two-MW changes in the levels of energy within the hour; or

(-3-) Six MW if the entitlement holder does not schedule any changes in the levels of energy within the hour.

(-c-) In addition to the limitations in items (-a-) and (-b-) of this subclause, the total MW of non-spinning reserve service, regulation service up, responsive reserve service, and balancing energy service up from the entitlement in a settlement interval shall not exceed an amount of MW equal to the daily capacity commitment for the settlement interval minus the energy scheduled for that settlement interval.

(-d-) In addition to the limitations in items (-a-), (-b-), and (-c-) of this subclause, the total MW of regulation service down and balancing energy service down from the entitlement in a settlement interval shall not exceed an amount of MW equal to the energy scheduled for that settlement interval minus eight MW.

(-e-) In addition to the limitations in items (-a-), (-b-), and (-c-) of this subclause, if the energy schedule is at zero as permitted under subclause (IV)(-a-) of this clause, then the entitlement holder may not schedule any ancillary services from the gas-intermediate entitlement.

(-f-) Non-spinning reserve service may be provided from the entitlement in 30 minutes, and other permitted ancillary services may be provided from the entitlement in ten minutes.

(IV) Starts, minimum off time, and minimum run time.

(-a-) The entitlement holder may reduce the energy schedule from the gas-intermediate entitlement to zero MW two times during the entitlement month.

(-b-) Once the energy schedule is reduced to zero, it shall remain at zero for not less than 48 hours.

(-c-) If the entitlement holder increases the energy schedule from zero, then energy shall be scheduled at a minimum of eight MW, and the energy schedule may not be reduced to zero again for at least 72 hours after the energy schedule increased from zero.

(v) Default schedule. If the entitlement holder does not submit a timely day-ahead or two-day ahead schedule, as applicable, then the schedule, for the applicable operating day is deemed to be, in every settlement interval of the applicable operating day, eight MW for the daily capacity commitment, eight MW of energy to be delivered to the entitlement holder's designated default QSE, and zero MW of ancillary services, and that deemed schedule may not be changed in any hour-ahead schedule. However, if the entitlement holder has used up its allowable starts for the entitlement month, then the schedule for the applicable operating day is deemed to be, in every settlement interval of the applicable operating day, zero MW for the daily capacity commitment.

(B) Gas-intermediate ancillary services. Subject to the scheduling limits in subparagraph (A) of this paragraph, the entitlement holder may use the entitlement in any one hour for one or more of these ancillary services: regulation service up, regulation service down, responsive reserve service, non-spinning reserve service, balancing energy service up, and balancing energy service down. When ERCOT requires mandatory balancing energy down bids, then the affiliated PGC shall so notify the entitlement holder, and the entitlement holder shall then submit a balancing energy down bid to ERCOT in the same percentage that ERCOT requires of the affiliated PGC, subject to the MW limits for gas-intermediate in the applicable Schedule CA of the applicable Agreement.

(C) Contract price for gas-intermediate. The items included in the contract price between the entitlement holder and the affiliated PGC for the entitlement shall include:

(i) Capacity payment. The capacity payment from the entitlement holder to the affiliated PGC is the capacity price in dollars per MW specified in the letter confirmation for the entitlement times 25 MW.

(ii) Energy payment.

(I) The energy payment from the entitlement holder to the affiliated PGC for each settlement interval in the entitlement month, is the sum of the minimum energy payment and the excess energy payment.

(-a-) The minimum energy payment is the product of the number of hours in the entitlement month at which the energy level is not zero as permitted under subparagraph (A)(iv)(IV)(-a-) of this paragraph, times eight MWh, times the minimum fuel price.

(-b-) The excess energy payment for each settlement interval is the excess fuel price defined in subclause (II)(-b-) of this clause, times (energy scheduled minus two MWh plus energy deployed up minus energy deployed down).

(II) Fuel price.

(-a-) The minimum fuel price is a heat rate equal to 9.9 Million British Thermal Units (MMBtu) per MWh times the daily gas price.

(-b-) The excess fuel price is a heat rate equal to 9.9 MMBtu per MWh times the daily gas price.

(iii) Ancillary services payment.

(I) The ancillary services cost adjustment payment to be paid by the entitlement holder to the affiliated PGC is the ancillary services cost defined in subclause (II) of this clause times the difference, for each settlement interval of the entitlement, between the daily capacity commitment and energy scheduled.

(II) The ancillary services cost is a heat rate adjustment equal to 1.015 MMBtu per MW times the daily gas price.

(iv) Energy deployed up reimbursement payment. For energy deployed up for all settlement intervals in the entitlement month, the affiliated PGC shall pay the entitlement holder the MCPE in dollars per MWh paid by ERCOT for a settlement interval times the energy deployed up in a settlement interval.

(v) Energy deployed down reimbursement payment. For energy deployed down for all settlement intervals in the entitlement month, the entitlement holder shall pay the affiliated PGC the MCPE in dollars per MWh paid to ERCOT for a settlement interval times the energy deployed down in a settlement interval.

(D) Timing of payment of contract price. The entitlement holder shall pay the affiliated PGC the capacity payment portion of the contract price not less than five days before the beginning of the entitlement month or 20 days after receiving an invoice for the capacity payment from the affiliated PGC, whichever is later. The entitlement holder shall pay the remainder of the contract price after receiving an invoice for that amount in accordance with the Agreement. If the affiliated PGC owes the entitlement holder any net amount under the contract price calculation, it will pay that amount to the entitlement holder in accordance with the Agreement.

(5) Gas-cyclic.

(A) Gas-cyclic scheduling.

(i) Schedule types. The entitlement holder shall submit a day-ahead schedule for the entitlement and may submit hour-ahead schedules for both energy and ancillary services. The entitlement holder shall submit a two-day-ahead schedule for the entitlement if notified to do so by ERCOT.

(ii) Timing of scheduling. All of the times for scheduling referred to in this subparagraph are based on the times in the ERCOT protocols. If the times in the ERCOT protocols are changed, then the times in this subparagraph will be considered to have changed to equitably accommodate the changes in the ERCOT protocols.

(I) The entitlement holder shall submit day-ahead or two-day-ahead schedules for the entitlement to the affiliated PGC no later than 8:00 a.m. The daily capacity commitment is determined for a gas-cyclic entitlement by the 8:00 a.m. schedule, unless the entitlement holder notifies the affiliated PGC, in the schedule, that it is exercising its option to set the daily capacity commitment in the last schedule submitted before the gas-cyclic start deadline defined in subclause (V) of this clause. The entitlement holder shall submit hour-ahead schedules for the entitlement to the affiliated PGC no later than one hour before the deadline for the affiliated PGC's QSE to submit hour-ahead schedules to ERCOT.

(II) The entitlement holder may submit to the affiliated PGC a revised day-ahead or two-day-ahead schedule for energy from the entitlement no later than 10:00 a.m.

(III) On days that ERCOT allows QSEs to change their day-ahead or two-day ahead schedules to ERCOT by 1:00 p.m. for congestion or capacity insufficiency, the entitlement holder may submit a revised day-ahead or two-day-ahead schedule for energy from the entitlement to the affiliated PGC no later than noon.

(IV) The entitlement holder may submit to the affiliated PGC a revised day-ahead or two-day-ahead schedule for ancillary services from the entitlement no later than 1:45 p.m.

(V) The gas-cyclic start deadline for declaring the daily capacity commitment for each settlement interval in an operating hour is 14 hours before the end of the adjustment period for that operating hour.

(iii) Schedule content. Each schedule shall specify:

(I) For each settlement interval, the MW of energy scheduled to be delivered to the entitlement holder from the entitlement; and

(II) For each hour, the MW scheduled to be reserved for the entitlement holder's use of each ancillary service from the entitlement. The entitlement holder shall include any MW bid (but not pricing) for the balancing energy up and balancing energy down ancillary services on the schedule.

(iv) Scheduling limits.

(I) Total. Generally, the rate at which energy is scheduled cannot change more than plus or minus six MW and the rate at which ancillary services is reserved or scheduled by the entitlement holder in each hour cannot change more than plus or minus six MW. The restrictions in items (-a-) and (-b-) of this subclause apply.

(-a-) Minimum energy. The entitlement holder may not schedule energy at any level between zero MW and five MW from the entitlement at any time during the month.

(-b-) Maximum energy. The entitlement holder may not schedule energy at any level greater than the daily capacity commitment in any settlement interval after the entitlement holder designates its daily capacity commitment.

(II) Maximum changes. Subject to the limits specified in subclause (I) of this clause:

(-a-) The maximum change in the rate at which energy is scheduled from the first settlement interval in one hour to the first settlement interval in the next hour is plus or minus six MW;

(-b-) Subject to the limitation in item (-a-) of this subclause, the maximum change in the rate at which energy is scheduled from one settlement interval to the next is plus or minus two MW; and

(-c-) Subject to the limitation specified in item (-a-) of this subclause, the maximum change in ancillary services scheduled from the first settlement interval in one hour to the first settlement interval of the next hour is plus or minus six MW.

(III) Ancillary services. Subject to the limitations in subclauses (I) and (II) of this clause:

(-a-) The total MW of non-spinning reserve service, regulation service up, regulation service down, responsive reserve service, and balancing energy service up and balancing energy service down from the entitlement in one hour shall not exceed ten MW;

(-b-) Subject to the limitations in item (-a-) of this subclause, the total MW of regulation service up, regulation service down, responsive reserve service, and bids for balancing energy service up and balancing energy service down from the entitlement in one hour shall not exceed:

(-1-) Four MW if the entitlement holder schedules any two-MW changes in the levels of energy within the hour;

(-2-) Five MW if the entitlement holder schedules any one-MW, but not two-MW changes in the levels of energy within the hour; or

(-3-) Six MW if the entitlement holder does not schedule any changes in the levels of energy within the hour.

(-c-) In addition to the limitations in items (-a-) and (-b-) of this subclause, the total MW of non-spinning reserve service, regulation service up, responsive reserve service, and balancing energy service up from the entitlement in a settlement interval shall not exceed an amount of MW equal to the daily capacity commitment for the settlement interval minus the energy scheduled for that settlement interval.

(-d-) In addition to the limitations in items (-a-), (-b-), and (-c-) of this subclause, the total MW of regulation service down and balancing energy service down from the entitlement in a settlement interval shall not exceed an amount of MW equal to the energy scheduled for that settlement interval minus five MW.

(-e-) Non-spinning reserve service may be provided from the entitlement in 30 minutes, and other permitted ancillary services may be provided from the entitlement in ten minutes.

(IV) Starts. Subject to the limits specified in subclause (I) - (III) of this clause, the entitlement holder may not direct more than 20 starts during the month of the entitlement, and the entitlement holder may not direct more than one start per day. A start occurs every time a schedule increases the MW of energy from zero MW. Once 20 starts have occurred during the entitlement, the energy scheduled by the entitlement holder may not be lower than a rate of five MW unless that level is lowered to zero MW, at which time the level may not be raised above zero MW for the remainder of the entitlement.

(v) Default schedule. If the entitlement holder does not submit a timely day-ahead or two-day ahead schedule, as applicable, then the schedule for the applicable operating day is deemed to be, in every settlement interval of the applicable operating day, zero MW for the daily capacity commitment, zero MW of energy, and zero MW of ancillary services. This deemed schedule may not be changed in any hour-ahead schedule.

(B) Gas-cyclic ancillary services. Subject to the scheduling limits in subparagraph (A) of this paragraph, the entitlement holder may use the entitlement in any one hour for one or more of these ancillary services: regulation service up, regulation service down, responsive reserve service, non-spinning reserve service, balancing energy service up, and balancing energy service down. When ERCOT requires mandatory balancing energy service down bids, then the affiliated PGC shall so notify the entitlement holder, and the entitlement holder shall then submit a balancing energy service down bid in the same percentage that ERCOT requires of the affiliated PGC, subject to the MW limits for gas-cyclic in this paragraph.

(C) Contract price for gas-cyclic. The items to be included in the contract price between the entitlement holder and the affiliated PGC for the entitlement shall include:

(i) Capacity payment. The capacity payment from the entitlement holder to the affiliated PGC is the capacity price in dollars per MW specified in the letter confirmation for the entitlement times 25 MW.

(ii) Energy payment.

(I) The energy payment for each settlement interval from the entitlement holder to the affiliated PGC is the fuel price defined in subclause (II) of this clause times (energy scheduled plus energy deployed up minus energy deployed down.)

(II) Fuel price.

(-a-) The fuel price, for the portion of the daily capacity commitment that is designated by the entitlement holder by 8:00 a.m. in the day-ahead or two-day-ahead schedule, is a heat rate equal to 12.100 MMBtu per MWh times the daily gas price.

(-b-) The fuel price, for the portion of the daily capacity commitment that is not released or committed at 8:00 a.m., but is committed before the gas-cyclic start deadline, is a heat rate equal to 12.100 MMBtu per MWh times (the sum of the daily gas price plus $.25.)

(iii) Ancillary services payment.

(I) The ancillary services payment to be paid by the entitlement holder to the affiliated PGC is the product of the ancillary services cost defined in subclause (II) of this clause times the difference, for each settlement interval of the entitlement, between the daily capacity commitment and energy scheduled.

(II) The ancillary services cost is a heat rate adjustment equal to 1.622 MMBtu per MW times the daily gas price.

(iv) Energy deployed up reimbursement payment. For energy deployed up, for all settlement intervals in the entitlement month, the affiliated PGC shall pay the entitlement holder the MCPE in dollars per MWh paid by ERCOT for a settlement interval times the energy deployed up in a settlement interval.

(v) Energy deployed down reimbursement payment. For energy deployed down for all settlement intervals in the entitlement month, the entitlement holder shall pay the affiliated PGC the MCPE in dollars per MWh paid to ERCOT for a settlement interval times the energy deployed down in a settlement interval.

(D) Timing of payment of contract price. The entitlement holder shall pay the affiliated PGC the capacity payment portion of the contract price not less than five days before the beginning of the entitlement month or 20 days after receiving an invoice for the capacity payment from the affiliated PGC, whichever is later. The entitlement holder shall pay the remainder of the contract price after receiving an invoice for that amount in accordance with the other terms of the Agreement. If the affiliated PGC owes the entitlement holder any net amount under the contract price calculation, it will pay that amount to the entitlement holder in accordance with the other terms of the Agreement.

(6) Gas-peaking.

(A) Gas-peaking scheduling.

(i) Schedule types. The entitlement holder shall submit a day-ahead schedule for the entitlement and may submit hour-ahead schedules. The entitlement holder shall submit a two-day-ahead schedule for the entitlement if notified to do so by ERCOT.

(ii) Timing of scheduling. All of the times for scheduling referred to in this subparagraph are based on the times in the ERCOT protocols. If the times in the ERCOT protocols are changed, then the times in this subparagraph will be considered to have changed to equitably accommodate the changes in the ERCOT protocols.

(I) The entitlement holder shall submit day-ahead or two-day-ahead schedules for the entitlement to the affiliated PGC no later than 8:00 a.m. The daily capacity commitment is determined for a gas-peaking entitlement by the 8:00 a.m. schedule, unless the entitlement holder notifies the affiliated PGC, in the schedule, that it is exercising its option to set the daily capacity commitment in the last schedule submitted before the gas-peaking start deadline defined in subclause (V) of this clause. The entitlement holder shall submit hour-ahead schedules for the entitlement to the affiliated PGC no later than one hour before the deadline for the affiliated PGC's QSE to submit hour-ahead schedules to ERCOT.

(II) The entitlement holder may submit to the affiliated PGC a revised day-ahead or two-day-ahead schedule for energy from the entitlement no later than 10:00 a.m.

(III) On days that ERCOT allows QSEs to change their day-ahead or two-day ahead schedules to ERCOT by 1:00 p.m. for congestion or capacity insufficiency, the entitlement holder may submit a revised day-ahead or two-day-ahead schedule for energy from the entitlement to the affiliated PGC no later than noon.

(IV) The entitlement holder may submit to the affiliated PGC a revised day-ahead or two-day-ahead schedule for the non-spinning reserve service from the entitlement no later than 1:45 p.m.

(V) The gas-peaking start deadline for declaring the daily capacity commitment for each settlement interval in an operating hour is one hour before the end of the adjustment period for that operating hour.

(iii) Schedule content. Each schedule shall specify:

(I) For each settlement interval, the MW of energy scheduled to be delivered to the entitlement holder from the entitlement; and

(II) For each hour, the MW scheduled to be reserved for the entitlement holder's use of the non-spinning reserve service from the entitlement.

(iv) Scheduling limits.

(I) Total.

(-a-) The rate at which energy is scheduled or ancillary services reserved or scheduled by the entitlement holder in each settlement interval during an hour shall be either zero MW or 25 MW and cannot change during the hour.

(-b-) Subject to the requirement of item (-a-) of this subclause, if the entitlement holder schedules any energy from the entitlement in an hour, the rate at which energy is scheduled shall continue uninterrupted at a level of 25 MW for not less than four hours.

(-c-) Subject to the requirements of items (-a-) and (-b-) of this subclause, when the entitlement holder decreases a schedule for energy to zero MW from the entitlement in an hour, the rate at which energy is scheduled or at which ancillary services is scheduled or reserved shall continue uninterrupted at a level of zero MW for not less than two hours.

(II) Starts. The number of starts of the entitlement is not limited.

(v) Default schedule. If the entitlement holder does not submit a timely day-ahead or two-day ahead schedule, as applicable, then the schedule, for the applicable operating day is deemed to be, in every settlement interval of the applicable operating day, zero MW for the daily capacity commitment, zero MW of energy, and zero MW of the non-spinning reserve service. This deemed schedule may not be changed in any revised day-ahead or two-day ahead schedule, or in any hour-ahead schedule.

(B) Gas-peaking ancillary services. The entitlement holder may not use the entitlement for any ancillary service except the non-spinning reserve service.

(C) Contract price for gas-peaking. The items to be included in the contract price between the entitlement holder and the affiliated PGC for the entitlement shall include:

(i) Capacity payment. The capacity payment from the entitlement holder to the affiliated PGC is the capacity price in dollars per MW specified in the letter confirmation for the entitlement times 25 MW.

(ii) Energy payment.

(I) The energy payment for each settlement interval, from the entitlement holder to the affiliated PGC is the fuel price defined in subclause (II) of this clause times (energy scheduled plus non-spinning energy deployed plus non-spinning energy instructed deviation.)

(II) Fuel price.

(-a-) The fuel price, for operating days for which the entitlement holder designated its daily capacity commitment by 8:00 a.m. in the day-ahead or two-day ahead schedule, is a heat rate equal to 14.100 MMBtu per MWh times the daily gas price.

(-b-) The fuel price, for operating days for which the entitlement holder exercises its option to designate its daily capacity commitment after 8:00 a.m. and before the gas-peaking start deadline, is a heat rate equal to 14.100 MMBtu per MWh times the sum of the daily gas price plus $.25.

(iii) Ancillary services payment. The ancillary services payment to be paid by the entitlement holder to the affiliated PGC is the product of $1.00 per MW times the total number of MW of non-spinning reserve service scheduled during each hour of the entitlement month.

(iv) Ancillary services reimbursement payment. The ancillary services reimbursement payment from the affiliated PGC to the entitlement holder is the sum of the MCPE for energy in dollars per MWh paid by ERCOT for each MWh of non-spinning energy deployed and the price that ERCOT pays for uninstructed deviations for each MWh of non-spinning energy uninstructed deviation.

(D) Timing of payment of contract price. The entitlement holder shall pay the affiliated PGC the capacity payment portion of the contract price not less than five days before the beginning of the entitlement month or 20 days after receiving an invoice for the capacity payment from the affiliated PGC, whichever is later. The entitlement holder shall pay the remainder of the contract price after receiving an invoice for that amount in accordance with the other terms of the Agreement. If the affiliated PGC owes the entitlement holder any net amount under the contract price calculation, it will pay that amount to the entitlement holder in accordance with the other terms of the Agreement.

(g) Product descriptions for capacity in non-ERCOT areas. The provisions in this subsection apply to capacity auctions in non-ERCOT areas. Subsection (f) of this section contains provisions applicable to capacity auctions in ERCOT.

(1) Definitions. The following words and terms when used in this subsection shall have the following meanings unless the context indicates otherwise:

(A) Daily capacity commitment - The amount of capacity scheduled by the entitlement holder that a seller shall make available for the provision of energy from an entitlement.

(B) Day ahead schedule - A schedule submitted by the entitlement holder to a seller of the entitlement holder's scheduled usage of the entitlement for the following operating day.

(C) Energy scheduled - For each settlement interval, the final schedule for energy that the entitlement holder submits to a seller, subject to the limits on timing and amounts of schedules contained in this subsection.

(D) Grouped entitlements - All of the entitlements from a seller that the entitlement holder holds for a particular entitlement month.

(E) Hour-ahead schedule - A schedule other than a day-ahead schedule submitted by the entitlement holder to a seller of the entitlement holder's scheduled usage of the entitlement for the following operating hour.

(2) Baseload product.

(A) Description. For each baseload capacity entitlement, the scheduled power shall be provided to the entitlement holder during the month of the entitlement seven days per week and 24 hours per day, in accordance with the scheduling requirements and limitations provided in subparagraph (E) of this paragraph.

(B) Block size. Each baseload capacity entitlement shall be 25 MW in size.

(C) Fuel price. The fuel cost owed to the affiliated PGC by the entitlement holder for the dispatched baseload power will be the average cost of coal, lignite, and nuclear fuel, in dollars per MWh, based on the company's final ECOM model as determined in the proceeding pursuant to PURA §39.201 as projected for the relevant time period. Electric utilities without an ECOM determination in their proceeding conducted pursuant to PURA §39.201 shall propose for commission review an average cost of fuel in a similar manner.

(D) Starts per month. The entitlement holder of a baseload capacity entitlement shall take power from the entitlement seven days per week and 24 hours per day and is therefore not permitted to direct the affiliated PGC to make any starts of baseload capacity entitlements.

(E) Baseload scheduling.

(i) Schedule types. The entitlement holder shall submit a day-ahead schedule for the entitlement.

(ii) Timing of scheduling.

(I) The entitlement holder shall submit day-ahead schedules for the entitlement to the seller no later than 8:00 a.m. The daily capacity commitment is determined for a baseload entitlement by the 8:00 a.m. schedule.

(II) The entitlement holder may submit to the seller a revised day-ahead schedule for energy from the entitlement no later than noon, subject to the limit on maximum energy in clause (iv)(II) of this subparagraph.

(III) No hour-ahead schedules are permitted for energy from baseload entitlements.

(iii) Schedule content. Each schedule shall specify, for each scheduling interval, subject to the scheduling limits in clause (iv) of this subparagraph, the energy scheduled to be delivered to the entitlement holder from the entitlement.

(iv) Scheduling limits.

(I) Minimum energy. The entitlement holder may not schedule energy at less than 20 MW from the entitlement at any time during the month.

(II) Maximum energy. The entitlement holder may not schedule energy at any level greater than the daily capacity commitment in any scheduling interval.

(III) Maximum changes. Subject to the minimum energy rate specified in subclause (I) of this clause:

(-a-) Total. Generally, the rate at which energy is scheduled by the entitlement holder in each hour cannot change more than plus or minus two MW.

(-b-) Energy. Subject to the maximum change specified in item (-a-) of this subclause, the maximum change in energy scheduled from one scheduling interval to the next scheduling interval cannot exceed plus or minus two MW.

(v) Default schedule. If the entitlement holder does not submit a timely day-ahead schedule, as applicable, then the schedule for the applicable operating day shall be deemed to be, in every settlement interval of the applicable operating day, a total of 20 MW for the daily capacity commitment.

(F) Contract price for baseload. The items to be included in the contract price between the entitlement holder and the affiliated PGC for the entitlement shall include:

(i) Capacity payment. The capacity payment from the entitlement holder to the affiliated PGC is the capacity price in dollars per MW specified in the letter confirmation for the entitlement times 25 MW.

(ii) Energy payment. The fuel price is as specified on the letter confirmation for the entitlement. The energy payment from the entitlement holder to the affiliated PGC is the fuel price in dollars per MWh specified in the letter confirmation for the entitlement times the greater of:

(I) The total energy scheduled from the entitlement during the entitlement month; or

(II) An amount of MWh equal to 20 MW times the number of hours in the entitlement month.

(G) Timing of payment of contract price. The entitlement holder shall pay the affiliated PGC the capacity payment portion of the contract price not less than five days before the beginning of the entitlement month or 20 days after receiving an invoice for the capacity payment from the affiliated PGC, whichever is later. The entitlement holder shall pay the remainder of the contract price to the affiliated PGC after receiving an invoice for that amount in accordance with the other terms of the Agreement. If the affiliated PGC owes the entitlement holder any net amount under the contract price calculation, it will pay that amount to the entitlement holder in accordance with the other terms of the Agreement.

(3) Gas-intermediate product.

(A) Description. For each gas-intermediate capacity entitlement, not less than 30% of the entitlement shall be provided to the entitlement holder at any time when any of the entitlement is being scheduled by the entitlement holder , with the remainder of the block scheduled as day-ahead shaped power in accordance with the scheduling requirements and limitations provided in subparagraph (E) of this paragraph.

(B) Block size. Each gas-intermediate capacity entitlement shall be 25 MW in size.

(C) Fuel price.

(i) Except as specified otherwise in clause (ii) of this subparagraph, the fuel cost owed to the affiliated PGC by the entitlement holder for the gas-intermediate capacity dispatched will be 10.850 MMBtu per MWh heat rate times the minimum MWh that shall be taken for gas-intermediate capacity as required in subparagraph (A) of this paragraph times the first-of-the-month index posted in the publication "Inside FERC" for the Houston Ship Channel for the month of the entitlement. For power dispatched above the minimum MWh required, the additional fuel price owed to the affiliated PGC will be 10.850 MMBtu per MWh times the MWh of gas-intermediate power dispatched pursuant to the entitlement above the minimum requirement times the daily gas price.

(ii) EGSI.

(I) For EGSI gas-intermediate capacity in the eastern congestion zone, the fuel cost owed to its affiliated PGC by the capacity entitlement holder for the gas-intermediate capacity dispatched will be 10.850 MMBtu per MWh heat rate times the minimum MWh that shall be taken for gas-intermediate capacity as required in subparagraph (A) of this paragraph times the first-of-the-month index posted in the publication "Inside FERC" for Henry Hub for the month of the entitlement. For power dispatched above the minimum MWh required, the additional fuel price owed to the affiliated PGC will be 10.850 MMBtu per MWh times the MWh of gas-intermediate power dispatched pursuant to the entitlement above the minimum requirement times the Henry Hub daily gas price.

(II) For EGSI gas-intermediate capacity in the western congestion zone, the fuel cost owed to its affiliated PGC by the capacity entitlement holder for the gas-intermediate capacity dispatched will be 10.850 MMBtu per MWh heat rate times the minimum MWh that shall be taken for gas-intermediate capacity as required in subparagraph (A) of this paragraph times the average of the first-of-the-month index posted in the publication "Inside FERC" for Henry Hub for the month of the entitlement and the first-of-the-month index posted in the publication "Inside FERC" for the Houston Ship Channel for the month of the entitlement. For power dispatched above the minimum MWh required, the additional fuel price owed to the affiliated PGC will be 10.850 MMBtu per MWh times the MWh of gas-intermediate power dispatched pursuant to the entitlement above the minimum requirement times the average of the Henry Hub daily gas price and the Houston Ship Channel daily gas price.

(D) Starts per month. The entitlement holder of gas-intermediate capacity shall take a minimum of 30% of the power from the entitlement in each interval and is therefore not permitted to direct the affiliated PGC to make any starts of gas intermediate capacity entitlements.

(E) Gas-intermediate scheduling.

(i) Schedule types. The entitlement holder shall submit a day-ahead schedule for the entitlement.

(ii) Timing of scheduling.

(I) The entitlement holder shall submit day-ahead schedules for the entitlement to the seller no later than 8:00 a.m. The daily capacity commitment is determined for a gas-intermediate entitlement by the 8:00 a.m. schedule.

(II) The entitlement holder may submit to seller a revised day-ahead schedule for energy from the entitlement no later than noon, subject to the limit on maximum energy in clause (iv)(II) of this subparagraph.

(III) No hour-ahead schedules are permitted for energy from gas-intermediate entitlements.

(iii) Schedule content. Each schedule shall specify, for each scheduling interval, the energy scheduled to be delivered to the entitlement holder from the entitlement.

(iv) Scheduling limits.

(I) Minimum energy. The entitlement holder may not schedule energy at less than eight MW from the entitlement at any time during the month.

(II) Maximum energy. The entitlement holder may not schedule energy at a level greater than the daily capacity commitment in any scheduling interval.

(III) Maximum changes. Subject to the minimum energy rate specified in subclause (I) of this clause and the maximum energy rate specified in subclause (II) of this clause, the energy scheduled by the entitlement holder in each hour cannot change more than plus or minus six MW.

(v) Default schedule. If the entitlement holder does not submit a timely day-ahead schedule, as applicable, then the schedule for the applicable operating day shall be deemed to be, in every settlement interval of the applicable operating day, a total of eight MW for the daily capacity commitment. This deemed schedule may not be changed in any hour-ahead schedule.

(F) Contract price for gas-intermediate. The items to be included in the contract price between the entitlement holder and the affiliated PGC for the entitlement shall include:

(i) Capacity payment. The capacity payment from the entitlement holder to the affiliated PGC is the capacity price in dollars per MW specified in the letter confirmation for the entitlement times 25 MW.

(ii) Energy payment.

(I) The energy payment from the entitlement holder to the affiliated PGC is the sum, for each settlement interval in the entitlement month, of the minimum energy payment and the excess energy payment.

(-a-) The minimum energy payment is the product of eight MWh times the minimum fuel price.

(-b-) The excess energy payment is the product, for each settlement interval, of the excess fuel price defined in subclause (II)(-b-) of this clause times energy scheduled.

(II) Fuel price.

(-a-) The minimum fuel price is the product of a heat rate equal to 10.850 MMBtu per MWh times the daily gas price.

(-b-) The excess fuel price is the product of a heat rate equal to 10.850 MMBtu per MWh times the daily gas price.

(G) Timing of payment of contract price. The entitlement holder shall pay the affiliated PGC the capacity payment portion of the contract price not less than five days before the beginning of the entitlement month or 20 days after receiving an invoice for the capacity payment from the affiliated PGC, whichever is later. The entitlement holder shall pay the remainder of the contract price after receiving an invoice for that amount in accordance with the terms of the Agreement. If the affiliated PGC owes the entitlement holder any net amount under the contract price calculation, it will pay that amount to the entitlement holder in accordance with the terms of the Agreement.

(4) Gas-cyclic product.

(A) Description. The gas-cyclic entitlement shall be flexible day-ahead shaped power.

(B) Block size. Each gas-cyclic capacity entitlement shall be 25 MW in size.

(C) Fuel price.

(i) Except as specified otherwise in clause (ii) of this subparagraph, the fuel price owed to the affiliated PGC by the capacity entitlement holder for gas-cyclic capacity dispatched will be 12.100 MMBtu per MWh times the MWh of the gas-cyclic power dispatched under the entitlement times the daily gas price.

(ii) EGSI.

(I) For EGSI gas-cyclic capacity in the eastern congestion zone, the fuel cost owed to its affiliated PGC by the capacity entitlement holder for the gas-cyclic capacity dispatched will be 12.100 MMBtu per MWh times the MWh of gas-cyclic power dispatched under the entitlement times the Henry Hub daily gas price.

(II) For EGSI gas-cyclic capacity in the western congestion zone, the fuel cost owed to its affiliated PGC by the capacity entitlement holder for the gas-cyclic capacity dispatched will be 12.100 MMBtu per MWh times the MWh of gas-cyclic power dispatched under the entitlement times the average of the Henry Hub daily gas price and the Houston Ship Channel daily gas price.

(D) Starts per month and associated costs. The entitlement holder of gas-cyclic capacity shall be entitled to direct the selling affiliated PGC to make up to the amount of starts per month of each entitlement of gas-cyclic capacity allowed pursuant to subparagraph (E)(v) of this paragraph.

(E) Gas-cyclic scheduling.

(i) Schedule types. The entitlement holder shall submit a day-ahead schedule for the entitlement.

(ii) Timing of scheduling.

(I) The entitlement holder shall submit day-ahead schedules for the entitlement to seller no later than 8:00 a.m. The daily capacity commitment is determined for a gas-cyclic entitlement by the 8:00 a.m. schedule, unless the entitlement holder notifies seller, in the schedule, that it is exercising its option to set the daily capacity commitment in the last schedule submitted before the gas-cyclic start deadline pursuant to subclause (IV) of this clause.

(II) The entitlement holder may submit to seller a revised day-ahead schedule for energy from the entitlement no later than noon, subject to the limit on maximum energy in clause (iv)(II) of this subparagraph.

(III) No hour-ahead schedules are permitted for energy from gas-cyclic entitlements.

(IV) The gas-cyclic start deadline for declaring the daily capacity commitment for each settlement interval in an operating hour is 15 hours before the start of the operating hour.

(iii) Schedule content. Each schedule shall specify, for each scheduling interval, the energy scheduled to be delivered to the entitlement holder from the entitlement.

(iv) Scheduling limits.

(I) Minimum energy. The entitlement holder may not schedule energy at any level between zero MW and five MW from the entitlement at any time during the month.

(II) Maximum energy. The entitlement holder may not schedule energy at any level greater than the daily capacity commitment in any scheduling interval.

(III) Maximum changes. Subject to the minimum energy rate specified in subclause (I) of this clause and the maximum energy rate specified in subclause (II) of this clause, the energy scheduled by the entitlement holder in each hour cannot change more than plus or minus six MW.

(v) Starts. The entitlement holder shall not direct more than 20 starts during the month of the entitlement, and the entitlement holder shall not direct more than one start per day. A start occurs every time a schedule increases the MW of energy from zero MW. Once the maximum number of starts have occurred during the entitlement, the energy scheduled by the entitlement holder may not be lower than a rate of five MW unless that level is lowered to zero MW, at which time the level may not be raised above zero MW for the remainder of the month.

(vi) Default schedule. If the entitlement holder does not submit a timely day-ahead schedule as applicable, then the schedule for the applicable operating day is deemed to be, in every settlement interval of the applicable operating day, zero MW for the daily capacity commitment and zero MW of energy. This deemed schedule may not be changed.

(F) Contract price for gas-cyclic. The items to be included in the contract price between the entitlement holder and the affiliated PGC for the entitlement shall include:

(i) Capacity payment. The capacity payment from the entitlement holder to the affiliated PGC is the capacity price in dollars per MW specified in the letter confirmation for the entitlement times 25 MW.

(ii) Energy payment.

(I) The energy payment for each settlement interval from the entitlement holder to the affiliated PGC is the product, of the fuel price defined in subclause (II) of this clause times energy scheduled.

(II) Fuel price.

(-a-) The fuel price, for the portion of the daily capacity commitment that is designated by the entitlement holder by 8:00 a.m. in the day-ahead schedule, is the product of a heat rate equal to 12.100 MMBtu per MWh times the daily gas price.

(-b-) The fuel price for the portion of the daily capacity commitment that is not released or committed at 8:00 a.m., but committed before the gas-cyclic start deadline, is the product of a heat rate equal to 12.100 MMBtu per MWh times (the sum of the daily gas price plus $0.25.)

(G) Timing of payment of contract price. The entitlement holder shall pay the affiliated PGC the capacity payment portion of the contract price not less than five days before the beginning of the entitlement month or 20 days after receiving an invoice for the capacity payment from the affiliated PGC, whichever is later. The entitlement holder shall pay the remainder of the contract price after receiving an invoice for that amount in accordance with the terms of the Agreement. If the affiliated PGC owes the entitlement holder any net amount under the contract price calculation, it will pay that amount to the entitlement holder in accordance with the terms of the Agreement.

(5) Gas-peaking product.

(A) Description. The gas-peaking entitlement shall be intra-day power.

(B) Block size. Each gas-peaking capacity entitlement shall be 25 MW in size.

(C) Fuel price.

(i) Except as specified in clause (ii) of this subparagraph, the fuel price owed to the affiliated PGC by the entitlement holder for gas-peaking capacity dispatched will be 14.100 MMBtu per MWh times the MWh of the gas-peaking power dispatched under the entitlement times the daily gas price.

(ii) EGSI.

(I) For EGSI gas-peaking capacity in the eastern congestion zone, the fuel cost owed to its affiliated PGC by the capacity entitlement holder for the gas-peaking capacity dispatched will be 14.100 MMBtu per MWh times the MWh of gas-peaking power dispatched under the entitlement times the Henry Hub daily gas price.

(II) For EGSI gas-peaking capacity in the western congestion zone, the fuel cost owed to its affiliated PGC by the capacity entitlement holder for the gas-peaking capacity dispatched will be 14.100 MMBtu per MWh times the MWh of gas-peaking power dispatched under the entitlement times the average of the Henry Hub daily gas price and the Houston Ship Channel daily gas price.

(D) Starts per month and associated costs. The entitlement holder of gas-peaking capacity shall be entitled to direct the selling affiliated PGC to make unlimited starts per month of each entitlement of gas-peaking capacity.

(E) Gas-peaking scheduling.

(i) Schedule types. The entitlement holder shall submit a day-ahead schedule for the entitlement and may submit hour-ahead schedules.

(ii) Timing of scheduling.

(I) The entitlement holder shall submit day-ahead schedules for the entitlement to the seller no later than 8:00 a.m. The daily capacity commitment is determined for a gas-peaking entitlement by the 8:00 a.m. schedule, unless the entitlement holder notifies the seller, in the schedule, that it is exercising its option to set the daily capacity commitment in the last schedule submitted before the gas-peaking start deadline defined in subclause (III) of this clause. The entitlement holder shall submit hour-ahead schedules for the entitlement to the seller no later than one hour before the start of the operating hour.

(II) The entitlement holder may submit to the seller a revised day-ahead schedule for energy from the entitlement no later than noon.

(III) The gas-peaking start deadline for declaring the daily capacity commitment for each operating hour is two hours before the beginning of the operating hour.

(iii) Schedule content. Each schedule shall specify, for each scheduling interval, the energy scheduled to be delivered to the entitlement holder from the entitlement.

(iv) Scheduling limits.

(I) The rate at which energy is scheduled by the entitlement holder in each scheduling interval during one hour shall be either zero MW or 25 MW and cannot change during the hour.

(II) Subject to the requirement of subclause (I) of this clause, if the entitlement holder schedules any energy from the entitlement in one hour, the rate at which energy is scheduled shall continue uninterrupted at a level of 25 MW for not less than four hours.

(III) Subject to the requirements of subclause (I) and (II) of this clause, when the entitlement holder decreases a schedule for energy to zero MW from the entitlement in one hour, the energy scheduled shall continue uninterrupted at a level of zero MW for not less than two hours.

(v) Default Schedule. If the entitlement holder does not submit a timely day-ahead schedule then the schedule for the applicable operating day shall be deemed to be, in every settlement interval of the applicable operating day, zero MW for the daily capacity commitment and zero MW of energy. This deemed schedule may not be changed in any revised day-ahead schedule, or in any hour-ahead schedule.

(F) Contract price for gas-peaking. The items to be included in the contract price between the entitlement holder and the affiliated PGC for the entitlement shall include:

(i) Capacity payment. The capacity payment from the entitlement holder to the affiliated PGC is the capacity price in dollars per MW specified in the letter confirmation for the entitlement times 25 MW.

(ii) Energy payment.

(I) The energy payment for each settlement interval from the entitlement holder to the affiliated PGC is the product of the fuel price defined in subclause (II) of this clause times energy scheduled.

(II) Fuel price.

(-a-) The fuel price, for operating days for which the entitlement holder designated its daily capacity commitment by 8:00 a.m. in the day-ahead schedule, is the product of a heat rate equal to 14.100 MMBtu per MWh times the daily gas price.

(-b-) The fuel price, for operating days for which the entitlement holder exercised its option to designate its daily capacity commitment after 8:00 a.m. and before the gas-peaking start deadline, is the product of a heat rate equal to 14.100 MMBtu per MWh times (the sum of the daily gas price plus $.25).

(G) Timing of payment of contract price. The entitlement holder shall pay the affiliated PGC the capacity payment portion of the contract price not less than five days before the beginning of the entitlement month or 20 days after receiving an invoice for the capacity payment from the affiliated PGC, whichever is later. The entitlement holder shall pay the remainder of the contract price after receiving an invoice for that amount in accordance with the terms of the Agreement. If the affiliated PGC owes the entitlement holder any net amount under the contract price calculation, it will pay that amount to the entitlement holder in accordance with the terms of the Agreement.

(6) Scheduling discrepancies. If the entitlement holder submits a schedule to seller for an entitlement that violates any of the scheduling requirements for that capacity auction product type, the schedule shall be deemed a non-conforming schedule for a scheduled hour. The schedule for that non-conforming scheduled hour shall then be deemed to be the same as the schedule for the nearest preceding hour for which the schedule was not a non-conforming schedule. The seller shall promptly notify the entitlement holder of a non-conforming schedule.

(7) Ancillary services. Until such time that all ancillary services issues are addressed and resolved within the context of a Federal Energy Regulatory Commission (FERC) approved regional transmission organization, entitlements will include rights only to energy and capacity as described in this subsection and specifically exclude any ancillary services rights. Such exclusion is consistent with subsection (e)(1) of this section, which allows products other than those described in this subsection to be offered with good cause. In the interim, the affiliated PGC shall provide the required ancillary services to eligible customers at the current FERC-approved rates.

(h) Auction process.

(1) Timing issues.

(A) Frequency of auctions.

(i) Auction dates. Capacity auctions shall begin on March 10, July 10, September 10, and November 10 of each year. If the date for an auction start falls on a weekend or banking holiday, then that auction shall begin on the first business day after the weekend or banking holiday.

(ii) Simultaneous auctions. Auctions for a product will be held simultaneously by all affiliated PGCs of entitlements within the respective North American Electric Reliability Council (NERC) regions in Texas. For example, ERCOT and non-ERCOT auctions can be held at different times and dates.

(iii) Termination of the capacity auction process. The obligation of an affiliated PGC to auction entitlements shall continue until the earlier of 60 months after the date customer choice is introduced or the date the commission determines that 40% or more of the electric power consumed by residential and small commercial customers within the affiliated transmission and distribution utility's certificated service area before the onset of customer choice is provided by nonaffiliated retail electric providers. The determination of the 40% threshold shall be as prescribed by the commission's rule relating to the price to beat.

(B) Auction conclusion.

(i) Receipt of bids. In order for an affiliated PGC that is auctioning capacity to consider a bid, the bid must be received by that affiliated PGC by close of the round for which the bid is to be submitted.

(ii) Concluding each individual auction. The affiliated PGC shall provide notice of the winning bid(s) to auction participants and the commission by the close of business on the first day after the auction closes that is not a weekend or banking holiday.

(iii) Confidentiality and posting of bids. The affiliated PGC shall designate non-marketing personnel to evaluate the bids, and persons reviewing the bids shall not disclose the bids to any person engaged in marketing activities for the affiliated PGC or use any competitively sensitive information received in the bidding process. Upon announcement of the winning bids, the affiliated PGC shall provide the commission and all auction participants information on the quantity of each product requested by bidders during each round of an auction, but shall not divulge the identity of any particular bidders. Upon specific request by the commission, and under standard protective order procedures, the utility shall provide the identity of the bidders to the commission.

(iv) The affiliated PGC shall be deemed to have met the 15% requirement if it offered products in a product category (for example, gas-intermediate) and successfully sold, at least, all of the entitlements offered in one particular month, in that product category. If there is no month in which all of the products in a product category are sold, the affiliated PGC shall comply with the provisions of paragraph (7)(C) of this subsection.

(2) Auction administration.

(A) Each auction shall be administered by the affiliated PGC selling the entitlement. An affiliated PGC or group of affiliated PGCs may retain the services of a qualified third-party to perform the auction administration functions.

(B) Notice of capacity available for auction.

(i) Method of notice. At least 60 days before each auction start date, each affiliated PGC offering capacity entitlements at auction shall file with the commission notice of the pending auction. Within 20 days of the filing of the notice, interested parties may provide comments on the affiliated PGC's proposed notice. If no comments are received, the affiliated PGC's proposed notice shall be deemed appropriate. If any party objects to the affiliated PGC's proposed notice, then the commission shall administratively approve, reject, or approve the notice with modifications.

(ii) Contents of notice.

(I) The auction notice shall include the auction start date, the date and time by which bids must be received for the first round, and the types, quantity (number of blocks), congestion zone, and term of each entitlement available in that auction. The notice shall also include the following range of bid increments for each product type to be used to adjust the price of entitlements between rounds of the auction:

(-a-) Baseload - $.05 to $.75;

(-b-) Gas-intermediate - $.02 to $.30;

(-c-) Gas-cyclic - $.02 to $.30;

(-d-) Gas-peaking - $.02 to $.30.

(II) The affiliated PGC shall also specify which power generation units will be used to meet the entitlement for each type of entitlement to be auctioned. If baseload entitlements are being auctioned, the utility shall also specify the fuel cost prescribed in subsections (f)(3)(B)(ii) and (g)(2)(F)(ii) of this section at the time of the auction. If an entitlement to be auctioned is subject to the forced outage provision in subsection (e)(2)(B) of this section, then the notice must include the applicable three-year rolling average of the forced outage rate.

(iii) The affiliated PGCs shall publish their respective notices and application forms on their web sites no later than 45 calendar days before the start of each auction. Each entity that intends to bid in an affiliated PGC's auction shall complete the forms, which include the first page of the cover sheet to the Agreement, and submit them to the affiliated PGC at least 20 business days before the auction starts, to allow enough time for evaluation and approval of credit. Potential bidders may submit the required documents after that time, but at the risk of not having credit and document approval in time for them to participate in the auction.

(iv) Credit approval for entities bidding on capacity auction products in ERCOT or in non-ERCOT areas of Texas will be performed pursuant to subsection (e)(7) of this section.

(v) The affiliated PGC shall notify an approved bidder of its available credit and send the approved bidder a completed capacity auction-specific version of the applicable Agreement, executed by the affiliated PGC, within ten business days after the bidder has submitted the required information. The approved bidder should attempt to execute and return the executed Agreement to the affiliated PGC no later than five business days before the auction starts. The executed Agreement shall be received by the affiliated PGC no later than two business days before the auction starts. The affiliated PGC shall provide a password or passwords to the approved bidder to allow access to the auction web site and to allow it to bid no later than one business day before the auction starts. An approved bidder may not request or receive additional credit after the auction starts.

(vi) Specific information on how to place bids and navigate the auction sites will be provided by the affiliated PGCs to their qualified bidders prior to the beginning of the capacity auction.

(3) Term of auctioned capacity.

(A) Initial auction. For the initial auction in September 2001, each entitlement was one month in duration, with:

(i) Approximately 20% of the entitlements auctioned as two one-year strips with the strips auctioned jointly (the 12 months of 2002 and 2003),

(ii) Approximately 30% of the entitlements as one-year strips (the 12 months of 2002), and

(iii) Approximately 20% of the entitlements as discrete months for each of the 12 months of 2002 (January through December of 2002)

(iv) Approximately 30% of the entitlements as discrete months for the first four months of 2002 (January through April of 2002).

(v) Reductions in the amounts of entitlements available during the months of March, April, May, October, and November of each calendar year shall be accounted for in the entitlements offered as discrete months.

(B) Schedule of subsequent auctions.

(i) The auction in March of a year will auction approximately 30% of the entitlements as the discrete months of May through August of that year.

(ii) The auction in July of a year will auction approximately 30% of the entitlements as the discrete months of September through December of that year.

(iii) The auction in September of a year will auction:

(I) Approximately 30% of the entitlements as the one-year strips for the next year; and

(II) Approximately 20% of the entitlements as discrete months for each of the 12 calendar months of the next year.

(iv) The auction in November of a year will auction approximately 30% of the entitlements as the discrete months of January through April of the next year.

(v) Reductions in the amounts of entitlements available during the months of March, April, May, October, and November of each calendar year shall be accounted for in the entitlements offered as discrete months.

(vi) In June of 2003, an evaluation will be made by the commission as to the need for another set of two-year strips (the 24 months of 2004 through 2005). If such term is deemed to be necessary, the next set of two-year strips will be auctioned in September of 2003. If such term is not deemed to be necessary, then subsequent auctions will auction 50% of entitlements over one-year strips and 50% of the entitlements as discrete months.

(C) Modification of term. If the auction is for a one-year or two-year strip term and the affiliated retail electric provider (REP) expects to reach the 40% load loss threshold in paragraph (1)(A)(iii) of this subsection, the affiliated PGC may request a shorter term strip by providing evidence of the loss of customer load. Similarly, prior to an auction for the next four available months, an affiliated PGC may request to not auction months in which it projects reaching the 40% threshold. Such filings shall be made 90 days before the auction start date. An affiliated PGC that will satisfy its auction requirements through divestiture, as described in subsection (d) of this section may petition the commission to set an appropriate term for entitlements. The affiliated PGC may not adjust the amount or length of an entitlement to be auctioned except as authorized by the commission.

(4) Quantity to be auctioned.

(A) Block size and number of blocks. The block size of the auctioned capacity entitlement is 25 MW. The affiliated PGC shall divide the amount determined for each product referenced in subsection (e)(1) of this section by 25 to determine the number of blocks of each type to be auctioned.

(B) Divisibility. If the amount to be auctioned for an affiliated PGC for a particular product is not evenly divisible by 25, any remainder shall be added to the product most highly valued in the immediately preceding auction for products of the same duration and shall increase by one the number of entitlements of that product.

(C) Total amount. The sum of the blocks of capacity auctioned shall total no less than 15% of the affiliated PGC's Texas jurisdictional installed generation capacity.

(5) Bidders. For each auction, potential bidders shall pre-qualify by demonstrating compliance with the credit requirements in subsection (e)(7) of this section in advance of submission of a bid.

(6) Bidding procedures. For purposes of this section, the term "set of entitlements" shall refer to all of a seller's products of the same type and period. For example, a quantity of baseload products sold as a one-year strip for 2002 would be a set of baseload-annual 2002 entitlements, while a quantity of baseload products sold as the discrete month of July 2002 would be a set of baseload-July 2002 entitlements.

(A) Method of auction for affiliated PGCs within ERCOT. Each auction shall be a simultaneous, multiple round, auction that includes procedures that allow switching by bidders between affiliated PGCs and product types.

(i) Auction duration. Once a product auction commences it will continue through each business day until that auction concludes.

(ii) Round duration. Each auction's first round will begin promptly at 8:00 a.m. and each round will last for 30 minutes with 30 minutes between rounds. For example, the first round of bidding will start at 8:00 a.m. and end at 8:30 a.m., the second round will start at 9:00 a.m. and end at 9:30 a.m., etc. No round may start later than 4:00 p.m. All times are in central prevailing time.

(iii) Credit calculation. An entitlement bidder's credit limit shall be adjusted during the auction based on the value of the entitlements bid upon, and will be determined by using an assumed fuel price stated by the entitlement seller, and the capacity price for the lesser of three months or the duration of the entitlement plus the amount that would be paid to exercise the entitlement for the lesser of three months or the duration of the entitlement at the assumed dispatch for each product as follows:

Figure: 16 TAC §25.381(h)(6)(A)(iii)

(B) Mechanism for auction for affiliated PGCs within ERCOT. Each affiliated PGC shall conduct the auction over the Internet on a secure web page and shall assign a password and bidder's number to each entity that has satisfied the credit requirements in this section.

(C) Method of auction for affiliated PGCs in non-ERCOT areas. Each auction shall be a simultaneous, multiple round, open bid auction.

(i) First round. For the first round of the auction, the affiliated PGC will post the opening bid price determined in accordance with paragraph (7) of this subsection for each set of entitlements available for purchase at the auction. Each bidder will specify the number of entitlements it wishes to purchase of each set of entitlements at the opening bid price(s). If the total demand for a set of entitlements is less than the available quantity of the set of entitlements, the price for each of the entitlements in the set will be the opening bid price and each bidder in the round will receive all of the entitlements in the set they demanded. Any remaining entitlements of the set will be held for future auction as noticed by the affiliated PGC in accordance with its notice given pursuant to paragraph (7) of this subsection.

(ii) Subsequent rounds. If the total demand for a set of entitlements in any round is more than or equal to the available quantity, the affiliated PGC will adjust the price upward within the range for each specific product type as noticed according to paragraph (2)(B)(ii)(I) of this subsection. Bidders shall then submit bids for the quantities they wish to purchase of each set of entitlements at the new price. Subsequent rounds shall continue until demand is less than supply for each set of entitlements. The auction then closes and the market clearing price for each set of entitlements is set at the last price for which demand equaled or exceeded supply. Bidders shall then be awarded the entitlements they demanded in the final round, plus a pro-rata share of any entitlements they demanded in the next to last round as described in clause (iii) of this paragraph.

(iii) Pro-rata entitlement allocation. The pro-rata allocation of entitlements will be implemented by determining a bid differential between the next-to-last round bid and the number of awarded entitlements based on the last round and awarding the remaining entitlement to the bidder with the largest differential. The awarded entitlement will then be subtracted from that bidder's differential and the process will iterate until all entitlements have been awarded. In the event that the differential between two or more bidders is the same, the tie will be broken based on the timestamp of each bidder's last bid submitted in the next-to-last round. For example, 14 baseload one-year strip entitlements are available and bidders A, B, C, and D are bidding. In the last round, demand was only 11 entitlements and bidder D did not bid.

Figure 1: 16 TAC §25.381(h)(6)(C)(iii)

Figure 2: 16 TAC §25.381(h)(6)(C)(iii)

Figure 3: 16 TAC §25.381(h)(6)(C)(iii)

Figure 4: 16 TAC §25.381(h)(6)(C)(iii)

(iv) Auction duration. Once a product auction commences it will continue through each business day until that auction concludes.

(v) Round duration. Each auction's first round will begin promptly at 8:00 a.m. and each round will last for 30 minutes with 30 minutes between rounds. For example, the first round of bidding will start at 8:00 a.m. and end at 8:30 a.m., the second round will start at 9:00 a.m. and end at 9:30 a.m., etc. No round may start later than 4:00 p.m. All times are in central prevailing time.

(vi) Credit calculation. An entitlement holder's credit limit shall be adjusted during the auction based on the value of the entitlements awarded to the holder, which will be determined by using an assumed fuel price stated by the entitlement seller, and the capacity price for the lesser of three months or the duration of the entitlement plus the amount that would be paid to exercise the entitlement for the lesser of three months or the duration of the entitlement at the assumed dispatch for each product as follows:

Figure: 16 TAC §25.381(h)(6)(C)(vi)

(D) Activity rules for affiliated PGCs in non-ERCOT areas.

(i) A bidder must bid in the first round for a particular entitlement to participate in subsequent rounds.

(ii) A bidder may not bid a greater quantity than it bid in a previous round for a particular entitlement.

(E) Mechanism for auction for affiliated PGCs in non-ERCOT areas. Each affiliated PGC shall conduct the auction over the Internet on a secure web page and shall assign a password and bidder's number to each entity that has satisfied the credit requirements in this section.

(7) Establishment of opening bid price.

(A) If an affiliated PGC intends to change the minimum opening bid prices that would otherwise be applicable under subparagraph (B) of this paragraph, it shall file with the commission, not less than 90 days before the auction start date on which the change is proposed to be applicable, a methodology for determining an opening bid price for each type of entitlement, if needed, based on the affiliated PGC's expected variable cost of operation, but excluding any return on equity. The opening price may not include any cost included in the fuel price to be paid by entitlement holders, nor any cost being recovered by its affiliated transmission and distribution utility through non-bypassable delivery charges, but may recover variable costs not included in the fuel prices, such as fuel service costs and start up fees. Parties shall have 30 days after filing to challenge the methodology. If no challenges are received, the affiliated PGC's proposed methodology shall be deemed appropriate. If any party objects to the affiliated PGC's proposed methodology, then the commission shall determine the appropriate methodology.

(B) Minimum opening bids for entitlements shall be the same as the minimum opening bids used in the most recent auction that included those entitlements, except that sellers with plants that have been affected by congestion zone changes since the most recent auction may use minimum opening bids that are different than the minimum opening bids in the most recent auction, provided that the seller maintains the same weighted-average, by MW, of the most recent auction's minimum bids, for all of its plants of the same product type in all congestion zones, to compute the new minimum opening bids for each product type. Nothing in this subparagraph shall prevent the commission from ordering a different methodology for a seller, if the seller proves that good cause exists for the change.

(C) In the notice provided pursuant to paragraph (2)(B)(i) of this subsection, the affiliated PGC may make available an opening bid price calculated pursuant to the commission-approved methodology for each type of entitlement to be offered for sale at auction. The affiliated PGC shall not be obligated to accept any bid for a product less than the opening bid price, but shall notify the commission that the opening bid price was not met. The affiliated PGC shall be deemed to have met the 15% requirement if it offered products in a product category (for example, gas-intermediate) and successfully sold, at least, all of the entitlements offered in one particular month, in that product category. If there is an auction where there is no month in which all of the entitlements of a particular product are sold, then the affiliated PGC shall, in its notice pursuant to paragraph (2)(B)(i) of this subsection, make a proposal to the commission in order to comply with the 15% requirement. The affiliated PGC's proposal may include revisions to the product category, product price, or offer alternative products for auction.

(8) Results of the auction. The results of the auction shall be simultaneously announced to all bidders by posting on the affiliated PGC's auction web site with posting of the market clearing price for each set of entitlements.

(i) Resale of entitlement.

(1) Compliance with provisions. An entitlement may be assigned, sold or transferred by the entitlement holder only by following the provisions of this section. Any purported assignment, sale, or transfer of an entitlement that does not follow the provisions of this section is void and ineffective against the affiliated PGC.

(2) Eligible entities. An entitlement holder may assign, sell, or transfer an entitlement to any person or entity other than an affiliated REP, but the entitlement holder may dispatch the output of the entitlement to an affiliated REP.

(3) Obligations. An entitlement that is assigned, sold, or transferred under this section remains subject to the provisions of the Agreement under which it originated, and the assignee of that entitlement succeeds to all of the rights and obligations of the assignor with respect to that entitlement.

(4) Liability. Neither the assignor nor any previous entitlement holder that has remained liable for payments due to the affiliated PGC in connection with the entitlement as a result of a previous assignment, sale, or transfer is released from liability to the affiliated PGC for payments due in connection with the entitlement unless:

(A) At least 14 days before the effective date of the assignment, sale, or transfer, assignee has provided security to the affiliated PGC that is equal to or greater than the security originally given to the affiliated PGC for the entitlement; and

(B) At least ten days before the effective date of the assignment, sale, or transfer, the affiliated PGC has notified both assignor and assignee in writing that the security has been approved and accepted by the affiliated PGC.

(5) Requests to approve security. The affiliated PGC shall respond to written requests to approve security to be offered by a prospective assignee within 14 days after receipt of that request. Approval shall not be unreasonably withheld.

(6) Effective date. No assignment, transfer, or sale of the entitlement by a party is binding on the non-assigning party until the non-assigning party receives written notice of the assignment, sale, or transfer and a copy of the executed assignment, sale, or transfer document, and the assignment, sale, or transfer is not effective unless such notice is received at least three days before the beginning of the entitlement month.

(j) True-up process.

(1) Process. For 2002 and 2003, the affiliated PGC shall reconcile, and either credit or bill to the transmission and distribution utility, any difference between the price of power obtained through the capacity auctions under this section and the power cost projections that were employed for the same time period in the ECOM model to estimate stranded costs for the affiliated PGC in the PURA §39.201 proceeding.

(2) PGCs without stranded costs. An affiliated PGC that does not have stranded costs described by PURA §39.254 is not required to comply with paragraph (1) of this subsection.

(3) Any order by the commission that finally resolves an affiliated PGC's stranded costs, prior to true-up, supersedes this subsection.

(k) True-up process for electric utilities with divestiture. If an affiliated PGC meets its capacity auction requirements through a divestiture as allowed by subsection (d) of this section, the proceeds of the divestiture shall be used for purposes of the true-up calculation.

(l) Modification of auction procedures or products. Upon a finding by the commission that the auction procedures or products require modification to better value the products or to better suit the needs of the competitive market, the commission may, by order, modify the procedures or products detailed in this section.

(m) Contract terms.

(1) Standard agreement. Parties shall utilize the Agreement in the form prepared by the Edison Electric Institute (Version 2.1). The Cover Sheet to the Agreement shall provide for credit terms that are based upon objective credit standards determined by the commission. There may be different versions of the Agreement applicable to sales of capacity auction products in different regions in Texas. For example, ERCOT and the non-ERCOT areas may have different versions of the Agreement.

(2) Applicability. The terms and conditions set forth in any Agreement apply only to the entitlements obtained in the capacity auctions under this section.

(3) Electronic scheduling. The Agreement shall require that, if the affiliated PGC provides an electronic scheduling interface for the dispatch of entitlements, then the entitlement holder shall schedule the dispatch of its entitlements using that electronic interface.

(4) Scheduling discrepancies. If an entitlement holder submits a non-conforming schedule to the affiliated PGC for an entitlement that violates any of the scheduling requirements for that capacity auction product type for a scheduled hour, then the schedule for that hour is deemed to be the same as the schedule for the hour most closely preceding that scheduled hour that was not a non-conforming schedule. The affiliated PGC shall promptly notify the entitlement holder of a non-conforming schedule. However, the requirements of this paragraph are subject to the default scheduling requirements for baseload and gas-intermediate products delineated in subsections (f)(3)(A)(iv)(V) and (f)(4)(A)(v) of this section for ERCOT areas, and subsections (g)(2)(E)(v) and (g)(3)(E)(v) of this section for non-ERCOT areas.

(5) Alternative dispute resolution. Alternative dispute resolution shall be a condition precedent to any right of any legal action regarding a dispute arising under, or in connection with, the standard agreement adopted by the commission. The parties may mutually agree to dispute resolution procedures. If the parties are unable to agree upon such procedures within five days after such dispute arises, the parties shall use the alternative dispute resolution procedures contained in the ERCOT protocols.

(6) Seller's failure to fulfill obligation. If an entitlement holder is assessed for imbalanced schedules, failure to procure ancillary services, or any other charges from ERCOT due to the failure of the affiliated PGC to fulfill the auctioned obligation, the affiliated PGC shall be responsible for these costs incurred by the entitlement holder.

(n) This section, as adopted, becomes effective on August 1, 2002.

This agency hereby certifies that the adoption has been reviewed by legal counsel and found to be a valid exercise of the agency's legal authority.

Filed with the Office of the Secretary of State on June 19, 2002.

TRD-200203840

Rhonda G. Dempsey

Rules Coordinator

Public Utility Commission of Texas

Effective date: August 1, 2002

Proposal publication date: January 18, 2002

For further information, please call: (512) 936-7308


Chapter 26. SUBSTANTIVE RULES APPLICABLE TO TELECOMMUNICATIONS SERVICE PROVIDERS

Subchapter F. REGULATION OF TELECOMMUNICATIONS SERVICE

16 TAC §26.125

The Public Utility Commission of Texas (commission) adopts an amendment to §26.125, relating to Automatic Dial Announcing Devices (ADADs) with no changes to the proposed text as published in the March 22, 2002 Texas Register (27 TexReg 2162). The amendment clarifies the permit application and renewal process for ADAD permit holders and annual required information and reduces the fee for applications and renewals. The commission also revises the Texas Permit Application form and Texas Permit Renewal form and adopts a Notification of Complaint form. The amendment and forms were adopted under Project Number 23528.

The commission received comments on the proposed amendment and forms from the Office of Public Utility Council (OPC). OPC sought clarification of the reduction in fees and wondered if a cost analysis had been performed.

The commission reviewed administrative costs for the application and renewal process and reduced fees to more accurately reflect those costs. Additionally, the commission seeks to establish a more comprehensive database and wishes to impose no financial impediment to the application and renewal process.

OPC expressed concern that live operators were exempt from subsection (b)(3)(B) regarding automated dialing or hold announcements. OPC stated the Federal Trade Commission has recognized that some telemarketers play a recorded message rather than a brief hold announcement message when a live operator is not available and that the automated message delivers the same message delivered by a live operator.

The commission clarifies that live operators are not automatically exempt, if used as described above.

To better understand and monitor this segment of the telecommunications market and protect the public, the commission wishes to utilize a form for the renewal process with questions identical to those on the application form.

This amendment and forms are adopted under the Public Utility Regulatory Act, Texas Utilities Code Annotated §14.002 (Vernon 1998, Supplement 2002) (PURA) which provides the commission with the authority to make and enforce rules reasonably required in the exercise of its powers and jurisdiction and specifically PURA §55.129, which provides that an ADAD operator must obtain a permit from the commission and renew that permit annually.

Cross Reference to Statutes: Public Utility Regulatory Act §14.002; Chapter 15, Subchapter B; Chapter 17, Subchapter B; and Chapter 55, Subchapter F.

This agency hereby certifies that the adoption has been reviewed by legal counsel and found to be a valid exercise of the agency's legal authority.

Filed with the Office of the Secretary of State on June 20, 2002.

TRD-200203870

Rhonda Dempsey

Rules Coordinator

Public Utility Commission of Texas

Effective date: July 10, 2002

Proposal publication date: March 22, 2002

For further information, please call: (512) 936-7216


16 TAC §26.130

The Public Utility Commission of Texas (commission) adopts an amendment to §26.130 (relating to Selection of Telecommunications Utilities) with changes to the proposed text as published in the February 15, 2002 Texas Register (27 TexReg 1062). This rulemaking is required by the commission's Order in Project Number 23375, Petition of Texas Statewide Telephone Cooperative, Inc. to Amend Substantive Rule §26.130(f) Regarding Inconsistencies Between Federal and State Rules , issued on February 8, 2001. The amendment is necessary to implement additional requirements adopted by the Federal Communications Commission (FCC) after the current §26.130 was adopted, to enhance consistency with FCC requirements, and to make administrative corrections. This amendment was adopted under Project Number 24626.

The amendment:

(1) updates references to FCC regulations;

(2) adds electronically signed letter of agency (LOA) as a verification method;

(3) requires that customers be provided the option of using another authorization method in lieu of an electronically signed authorization;

(4) requires that a telecommunications utility submit a change order within no more than 60 days after obtaining verification from the customer;

(5) adds FCC provisions to the minimum requirements for third party verification;

(6) adds FCC requirements related to the notification of an alleged unauthorized change;

(7) adds FCC requirements related to customer notice involving transferring customers; and

(8) adds a requirement to provide FCC slamming reports containing only Texas-specific data.

The amendment also includes requirements based on additional provisions adopted by the FCC (CC Docket No. 94-129, Third Report and Order on Second Reconsideration, FCC 00-255) (Third Report and Order) after adoption of the current §26.130. The reporting requirement in §26.130(m) is based on an FCC reporting requirement and establishes the same reporting format and period used by the FCC.

The commission received comments on the proposed amendment from MCI Telecommunications, Inc. (MCI), AT&T Communications of Texas, L.P. (AT&T), Texas Statewide Telephone Cooperative, Inc. (TSTCI), Southwestern Bell Telephone, L.P., doing business as Southwestern Bell Telephone Company (SWBT), Verizon Southwest (Verizon), and the Office of the Attorney General of Texas (OAG). The commission also received reply comments from MCI, AT&T, SWBT, Verizon, OAG, and Consumers Union.

A public hearing on the proposed amendment was held at the commission offices on April 17, 2002, at 9:30 a.m. Representatives from MCI, AT&T, SWBT, OAG, TSTCI, Verizon, Sprint Communications Company L.P., and John Staurulakis Incorporated participated in the public hearing.

General Comments

TSTCI expressed its appreciation of the commission's efforts to amend its rules to mirror the FCC's rules and supported the proposed amendment as published. TSTCI indicated that the new rule is a very positive development for Texas telecommunications consumers and providers. OAG commended the commission for making its slamming rule even more generally protective of customers and provided specific support for several proposed changes to the current rule related to naming the telecommunications utilities affected, removing all unpaid charges, submitting change orders within 60 days after verification, and requiring that the LOA be located on a separate screen or webpage. Consumers Union supported the amended rule as published and the comments of the OAG. Consumers Union further commented that slamming continues to be a problem in our state and that the commission should adopt and enforce a rule that is in the best interest of Texas consumers, rather than limit itself to the terms of the federal rule.

AT&T commended the commission for some laudable attempts to harmonize the Texas rules with the FCC's rules and expressed appreciation for including a number of its recommendations in the commission's proposed amendment. However, AT&T pointed out that certain inconsistencies with the FCC's rules still exist and proposed several changes to the proposed amendment designed to produce rules that would be consistent with the FCC's rules - reasonable, efficient, and strike the right balance between benefits and burdens. Similarly, SWBT stated that the commission incorporated several suggestions in the proposed amendment bringing the rule more in line with federal rules, but indicated that further changes were required to provide more consistency. MCI stated its appreciation for the consideration given to its previous suggested revisions but reiterated several concerns with the proposed amendment.

The commission appreciates the inputs to this rulemaking process from all of the parties at the workshop in November 2001, after publication of the proposed amendment, and at the public hearing in April 2002. The commission included several recommendations in developing the proposed amendment and adopts additional recommendations as indicated later in this preamble. The adopted amendment is based on the following considerations: ensuring customer protection while fostering competition in providing telecommunications services; minimizing administrative requirements and cost; ensuring compliance with all requirements of the Public Utility Regulatory Act (PURA); and enhancing consistency with current applicable FCC rules.

As the commission indicated in Project Number 23375, the consistency provision in PURA §55.308 does not require that the commission rules duplicate those of the FCC. The FCC allows flexibility to the states with regard to remedies and has stated that they will not interfere with the state's ability to adopt more stringent regulations, that they must work hand-in-hand with the states to combat slamming, and that states have valuable insight into slamming problems in their respective locales.

Subsection (b), Definitions

AT&T, SWBT, MCI, and Verizon recommended revising the definition of "customer" in proposed subsection (b)(2) to more closely mirror the FCC's definition of "subscriber" to recognize that the customer may authorize someone to act on his/her behalf. The parties indicated that the current Texas rule limits the definition of a person who may authorize a change in residential carrier selection to either the account holder or the account holder's spouse, that the proposed expansion of the definition would promote customer choice and competition without increasing slamming, and that their proposal is consistent with the FCC definition and rationale.

AT&T stated that it appears that the commission's definition for "customer" in this rule was taken from PURA §64.002(4), which explicitly relates to Chapter 64, Customer Protection, only, and most specifically to the anti-cramming measures that the Legislature placed in that chapter. AT&T disagreed that the definition in Chapter 64 is also appropriate in the slamming context. AT&T pointed out that Chapter 64 was added during the 1999 legislative session, and Chapter 55, Subchapter K (regarding Selection of Telecommunications Utilities) was also amended during that session, yet the Legislature did not adopt a definition of "customer" for slamming.

The commission does not agree with expanding the definition of "customer." The commission considered this issue during the previous amendment to this rule in Project Number 21419, Amendments to §26.130 Regarding Customer's Right to Choice (Slamming) (PURA Section 17.004(a)(5) - SB 86) . The definition in subsection (b)(2) already includes a spouse, is consistent with the definition used by the commission since it was granted jurisdiction over slamming in 1997, and is consistent with the definition used for cramming in §26.32, Protection Against Unauthorized Billing Charges ("Cramming"). The commission believes that expanding the current definition would result in reduced carrier safeguards and lead to an increase in slamming. Expansion of the definition would not promote greater customer choice because it would result in additional switches in a customer's service caused by unauthorized persons.

MCI recommended adding language used in the FCC definition to the definition of "executing telecommunications utility" in proposed subsection (b)(3).

The commission agrees with MCI and adds the language to proposed subsection (b)(3).

Subsection (c), Changes in preferred telecommunications utility

AT&T opposed the requirement in proposed subsection (c)(1) that makes it mandatory for a submitting telecommunications utility to submit a change order within 60 days after obtaining verification from the customer. AT&T commented that a utility may not submit an order because service cannot otherwise be provided ( e.g. , no facilities in the area at the time, customer fails to submit the required deposit, etc.). AT&T stated that because it appears that the commission's proposed requirement is based on a similar requirement in the FCC's rules, at a minimum the Texas requirement should also be limited to written or electronic verifications, as the FCC's rule is so limited. AT&T further indicated that there is no need for such a restriction on authorizations verified by third party verification (TPV) or other forms of verification and that this requirement should not be applied to business customers. AT&T proposed that, at a minimum, the proposed rule should be modified to reflect that an initial, or blanket, authorization may be extended by the customer to cover a period beyond the 60 days contemplated by the rule.

MCI agreed with AT&T's comments and recommended that the requirement to submit a change order within 60 days be limited to written or electronic verifications and to residential customers.

OAG supported proposed subsection (c)(1). In its reply comments, SWBT agreed with the commission and OAG that carriers should submit change orders within 60 days. SWBT stated that having a definite and limited time period will protect consumers by preventing problems with "stale" orders that may no longer be active and urged the commission to keep the 60-day period intact.

The commission agrees with OAG and SWBT and makes no changes to proposed subsection (c)(1). The commission recognizes that the FCC's 60-day limitation is included only in the section for letters of agency. However, the underlying purpose of this requirement, timely submission of change orders, applies regardless of the verification method used by a carrier to confirm a switch in service provider.

AT&T supported the commission's proposed subsection (c)(1)(C)(ii) to allow recorded verifications to be provided via a wave sound file. AT&T also recommended that the rule permit the use of CD ROMs or other similar technically compatible devices. AT&T stated that if the commission has the technical capability to access the data, then the rule should permit flexibility in the carrier's use of recording medium. Verizon indicated that it did not oppose AT&T's proposal as long as the recording medium does not burden the carrier receiving the TPV. Carriers receiving the TPV should not be forced to purchase additional equipment as a result of the recording medium used in the TPV process.

The commission finds merit in AT&T's recommendation to allow other devices to record third party verifications. The commission shares Verizon's concern about requiring carriers to purchase additional equipment. The commission does not wish to require specific devices or hinder the use of advanced technological recording devices used to record TPVs. However, TPV recordings submitted to the commission as part of a complaint investigation must be in a recorded medium that is compatible with the commission's equipment. Accordingly, the commission revises proposed subsection (c)(1)(C)(ii) to allow other recording devices that are compatible with the commission's equipment.

AT&T opposed the requirement in proposed subsection (c)(1)(C)(iv) and in proposed subsection (d)(3)(B), to elicit the names of the telecommunications utilities affected by the change. This was not previously a TPV requirement and AT&T saw no reason to add it now. AT&T stated it believes that the process of changing carriers should be easy and convenient for customers. Customers should not be subjected to a rejection of their attempt to switch carriers merely because they do not recall the name of the carrier at the time the TPV call is made. Further, the requirement to elicit this information does nothing to improve the verification process since neither the submitting carrier nor the TPV agent has access to information that would indicate whether or not the customer has correctly identified the "current telecommunications utility." It should be sufficient that the customer indicates an affirmative decision to choose the new carrier and not have to also indicate a decision to reject the previous carrier.

MCI stated that a customer or customer's spouse may not be aware of the name of the current provider and recommended qualifying proposed subsection (c)(1)(C)(iv) to require the naming of the telecommunications utilities affected "if available." Verizon did not agree with MCI's recommended qualification and instead proposed the requirement be eliminated. Verizon also stated that the FCC does not require that a customer provide the name of the current provider. OAG supported the requirement in proposed subsection (c)(1)(C)(iv) that the third party verifier elicit the names of the telecommunications utilities affected.

The commission adopts proposed subsection (c)(1)(C)(iv) without changes. The requirement to identify the customer's current carrier provides an additional protection against unauthorized switches in service. The commission points out that this is also an FCC third party verification requirement in 47 Code of Federal Regulations (C.F.R.) §64.1120(c)(3)(iii).

AT&T opposed the provision in proposed subsection (c)(1)(C)(vii) requiring the sales representative to drop off the TPV call once the three-way connection has been established. AT&T commented that the FCC adopted a similar rule in its Third Report and Order. However, petitions for reconsideration have been filed with the FCC noting the lack of record support for the rule, the FCC's failure to consider comments opposed to the rule, and the significant free- speech issues raised by the rule. AT&T stated that the sales representative often can play an important part in the call by answering any questions about the service that might arise during the verification process. In AT&T's view, rather than outlawing all speech by the sales representative, a more reasoned and reasonable approach would be to limit the sales representative's participation to answering questions in a neutral manner or other narrowly tailored limits.

The commission disagrees with AT&T's suggestion and adopts proposed subsection (c)(1)(C)(vii) without changes. The requirement is necessary to ensure the third party verification process is neutral and independent in obtaining clear and conspicuous consent from the customer. This is also, as AT&T recognized, a current FCC requirement in 47 C.F.R. §64.1120(c)(3)(ii).

Subsection (d), Letters of Agency (LOA)

For the same reasons described in the comments on proposed subsection (c)(1)(C)(iv) above, AT&T and Verizon opposed the requirement in proposed subsection (d)(3)(A)(ii) to verify the customer's current utility. Similarly, AT&T suggested modifying the "sample" LOA language under proposed subsection (d)(3)(B) to make it clear that the customer is authorizing a change from the current utility, without the requirement that the current utility be named.

The commission adopts proposed subsection (d)(3)(A)(ii) and (d)(3)(B) without changes. As indicated previously, the requirement to identify the customer's current carrier provides an additional protection against unauthorized switches in service. The FCC does not include this requirement for LOA verification, but it does for third party verification. The commission can find no reason why this requirement should apply to one verification method but not the other. The commission believes that the customer protection benefit of this provision should apply to both verification methods.

AT&T opposed the requirement in proposed subsection (d)(3)(A)(v) that the LOA must contain a separate statement that the customer may consult with the carrier as to whether a fee applies to the change. AT&T stated that the rule already requires that the customer be informed that a charge may apply and that even the most unsophisticated customer should be expected to know that they may inquire of the utility whether a change charge will be imposed. AT&T further stated that its LOA is already straining with the amount of text that must be provided to a customer, and this particular requirement seems especially unnecessary.

The commission adopts proposed subsection (d)(3)(A)(v) without changes. The commission views the required statement as informative to the customer and does not consider it burdensome to carriers. Furthermore, this statement is an FCC LOA verification requirement in 47 C.F.R. §64.1130(e)(5).

Subsection (e), Notification of alleged unauthorized change

AT&T, SWBT, and MCI opposed the requirement in proposed subsection (e)(3) that the alleged unauthorized telecommunications utility remove all unpaid charges pending a determination of whether an unauthorized change occurred. The parties recommended limiting the removal of charges to the first 30 days after the alleged slam and pointed out that this limitation is consistent with the federal rules on slamming in 47 C.F.R. §64.1160(b). They further commented that this limitation encourages consumers to become more vigilant in detecting slamming by giving them incentive to review their telephone bills carefully. AT&T cited backbilling and uncollectible problems as a result of the proposed rule. SWBT commented that the FCC reconsidered the time period for absolution of charges in 2000 and declined to extend the absolution period beyond 30 days.

In its comments, OAG supported the requirement in proposed subsection (e)(3) to remove all unpaid charges. In its reply comments, OAG reaffirmed its support for the published rule and indicated that limitations on removal of charges would not be ultimately protective of customers and that should the allegation prove incorrect, the carrier would, of course, be entitled to payment of all legally incurred obligations.

The commission adopts proposed subsection (e)(3) without changes. The rule is consistent with the policy of removing any profit from slamming by preventing an alleged unauthorized carrier from requiring any payment from a customer after an alleged slam is reported. If it is subsequently determined that there was no slam, the alleged unauthorized carrier is entitled to full payment of all charges. If there was a slam, the customer is absolved of charges for the first 30 days, the authorized carrier is entitled to all charges after the first 30 days based on its rates, and the unauthorized carrier must make refunds to the customer and the authorized carrier in accordance with subsection (f).

Proposed subsection (e)(4) states that the alleged unauthorized telecommunications utility may challenge a complainant's allegation of an unauthorized change by notifying the complainant to file a complaint with the Public Utility Commission of Texas within 30 days and that if the complainant does not file a complaint within 30 days, the unpaid charges may be reinstated. AT&T commented that on the surface this provision looks beneficial to utilities; however, AT&T has been unable to assess how practical it would be to both track its compliance with the requirement to inform the customer and to track whether the customer subsequently files a complaint with the commission within 30 days. Consequently, at this point AT&T indicated it could not agree that this provision would provide a practical benefit to utilities. AT&T stated that, more importantly, it is concerned that proposed subsection (e)(4) might be viewed by the commission as some sort of mitigation of the objectionable requirement to remove all unpaid charges in proposed subsection (e)(3). AT&T further commented that if a timely complaint is filed, proposed subsection (e)(4) does not limit the removal of unpaid charges during the pendency of a complaint, so it does not address the concern raised by AT&T that proposed subsection (e)(3) would permit a customer to continue to receive service without paying for an extended period of time. Consequently, AT&T recommended proposed subsection (e)(3) be modified to reflect that only 30 days of unpaid charges should be removed.

MCI commented that proposed subsection (e)(4) is a beneficial addition if clarified as recommended by AT&T MCI suggested revising proposed subsection (e)(4) to add clarifying language and the requirement for the commission to provide the unauthorized carrier a copy of the complaint during the same 30-day period.

The commission adopts proposed subsection (e)(4) without changes. The commission believes the rule is clear and that MCI's suggested clarifying language is unnecessary. Nevertheless, the commission is sensitive to AT&T's and MCI's concerns and is committed to ensuring slamming complaints are forwarded to carriers promptly and resolved in a timely manner.

Proposed subsection (e)(5) requires that the alleged unauthorized telecommunications utility take all actions within its control to facilitate the customer's prompt return to the original telecommunication utility within three business days of the customer's request. SWBT commented that in the event of an alleged dial tone slam, however, an additional requirement is necessary to ensure that a customer is returned to his authorized utility within three business days. SWBT suggested adding language to proposed subsection (e)(5) requiring an alleged unauthorized dial tone provider to respond to the authorized dial tone provider with a Firm Order Confirmation (FOC) within one business day if the authorized carrier clearly indicates that the request is the result of an alleged slam. In addition, if the alleged unauthorized utility cannot meet the three business day interval, the unauthorized utility should inform the commission, the customer, and the authorized utility that this customer will experience a delayed return and inform them as to when the return will occur. SWBT indicated that this proposed provision is necessary so that customers can learn of their return date.

AT&T strongly opposed SWBT's proposal indicating it would result in the micro-managing of local slams and would introduce specialized treatment (which may be contrary to interconnection agreements) for handling local service customers merely on the basis of an alleged slam. AT&T commented that the commission is aware of the difficulty in switching local service customers and that returning the customer within three business days is ambitious enough. AT&T also expressed concern that SWBT's recommended change could cause customers or carriers to allege a slam in order to switch service faster. AT&T further stated that it would be unfair and inequitable to require an alleged unauthorized carrier to incur the additional costs of providing notices. AT&T concluded that the commission's proposed rule is sufficient and should not be revised.

MCI also disagreed with SWBT indicating that the proposed requirement for a one-business day turnaround for alleged local slams is unworkable. Verizon agreed with the intent of SWBT's proposal, but indicated that the commission should not prescribe the response time for an alleged unauthorized carrier until the commission completes Project Number 24389, CLEC-to- CLEC Conversion Guidelines.

The commission adopts proposed subsection (e)(5) without changes. While the commission agrees with the intent of SWBT's recommendation, it would not be appropriate at this time to require a one-day turnaround. Nevertheless, the commission expects all carriers to take all necessary actions to ensure customers are returned to their preferred carrier promptly after there is an alleged slam.

SWBT suggested a new subsection (e)(6), which makes the alleged unauthorized telecommunications utility liable for any charges required to change the customer from his or her authorized utility to the alleged unauthorized utility, in addition to charges assessed for returning the customer to his or her properly authorized telecommunications utility. SWBT indicated that this change ensures that neither the authorized telecommunications utility nor the customer incurs any expense as a result of the actions of an unauthorized utility. SWBT further commented that making the unauthorized telecommunications utility liable for these charges acts as a further deterrent to slamming and is consistent with FCC rules.

MCI stated that it does not oppose SWBT's proposal, but does oppose any charges that permit a carrier to disguise administrative penalties as unauthorized change charges. At the public hearing, AT&T voiced similar concerns. MCI recommended that if the commission determines that such charges are proper, then the charges should be uniform and reasonable and apply to all carriers.

Verizon supported SWBT's recommendation indicating that it puts the cost on the cost causer, the unauthorized carrier, and not the customer or the authorized carrier. Verizon further commented that it would serve as a further deterrent to slamming and complies with the federal rules.

The commission agrees with SWBT's recommendation and adds subsection (e)(6), accordingly. The commission clarifies that this new provision applies to standard switching charges and in no way authorizes local exchange companies to levy any additional charges or penalties as a result of an alleged slam.

Verizon recommended adding a provision in subsection (e) that authorizes an alleged unauthorized carrier to invoke self-help in situations where it prefers not to challenge a specific unauthorized change allegation. Under this proposal any carrier selecting this option would be required to provide the customer all of the remedies of a valid slam and to advise the customer to file a complaint with the commission if not satisfied with the remedies offered. Verizon pointed out that the FCC has approved this means to resolve slamming complaints because it expedites delivery of relief and eases administrative burdens on governmental agencies.

The commission agrees with the self-help option described by Verizon and encourages carriers to provide prompt relief to customers alleging a slam. However, the commission does not believe a rule is needed for carriers to use the approach recommended by Verizon. The commission points out that many carriers, as a matter of standard practice, do not challenge any slamming complaint and provide the complainant with appropriate refunds. Neither the current or adopted rules discourage carriers from using this approach. The commission's approach is consistent with the FCC, which also encourages self-help, but did not deem it necessary to have a rule prescribing it.

Subsection (f), Unauthorized changes

AT&T recommended that a change similar to the one proposed for subsection (e)(3) be made to subsection (f)(1)(F) to clarify that unpaid charges need to be removed for only the first 30 days after a slamming allegation is made. In addition, AT&T recommended that subsection (f)(1) be clarified to indicate that the prescribed actions only apply in cases where a violation is found. MCI and Verizon agreed that the required actions in proposed subsection (f)(1) apply only if the commission finds a violation.

SWBT and Verizon proposed changing proposed subsection (f)(1) and (2) to comport with the absolution procedures set forth in 47 C.F.R. §64.1160 and §64.1170. The parties indicated that this change will ensure that the Texas absolution process is consistent with the FCC process and eliminate customer and utility confusion that could result from having different procedures in place in different jurisdictions.

OAG supported the decision of the commission to maintain its procedure in which the unauthorized carrier makes a direct refund to the customer. OAG pointed out that absolute consistency with the federal rules is not required and that the State did a better job of protecting the consumer than the federal rules. OAG stated that the commission's procedure is more directly responsive to the consumer's needs and more efficient since it does not unnecessarily involve the authorized carrier.

The commission adopts proposed subsection (f)(1) and (2) without changes. As stated in the commission's Order in Project Number 23375, the consistency provision in PURA §55.308 does not require that the commission rules duplicate those of the FCC. The FCC allows flexibility to the states with regard to remedies as indicated in CC Docket No. 94-129 FCC 00- 135, footnote 105. Also, in paragraph 87 of CC Docket No. 94-129 FCC 00-255, the FCC states that they will not interfere with the state's ability to adopt more stringent regulations, that they must work hand-in-hand with the states to combat slamming, and that states have valuable insight into slamming problems in their respective locales.

Subsection (f)(1) requires the unauthorized carrier to make a direct refund to the customer based on all charges for the first 30 days after a slam and a re-rating of charges after the first 30 days. The unauthorized carrier is also required to pay the authorized carrier any amount paid to it by the customer that would have been paid to the authorized carrier if the slam had not occurred. The FCC rules require the unauthorized carrier to pay the authorized carrier 150% of the amount paid by the customer and the authorized carrier to refund the customer 50% of the amount paid by the customer. While the commission's approach does not duplicate the FCC's procedures, it is consistent with the FCC's objectives and purpose.

The FCC requires the unauthorized carrier to pay the authorized carrier and then the authorized carrier makes the refund to the customer. If, however, the authorized carrier does not receive payment from the unauthorized carrier, the authorized carrier must inform the customer of this and the customer's right to pursue a claim against the unauthorized carrier. This refunding process was based on the original FCC approach, which required the authorized carrier to resolve slamming complaints. Under the new approach where either the FCC or the states that opt-in will resolve the complaints, it is more efficient and effective to have the unauthorized carrier make a direct refund to the customer.

AT&T recommended a new provision for proposed subsection (f) that would prohibit carriers from attempting to levy additional charges or "penalties" on an alleged unauthorized carrier. AT&T stated that it has encountered attempts to add such provisions in Texas as well as in other jurisdictions and that attempts to add such provisions in Texas and other jurisdictions have been previously rejected. AT&T requested the addition of appropriate language so that it does not have to devote the time and resources to constantly guard against such proposals and contest them in tariff filings.

SWBT and Verizon opposed AT&T's proposal stating that the proposed language is not consistent with federal and state slamming rules, which provide that the customer has a right to be made whole at the allegation of a slam. SWBT further noted that the alleged unauthorized carrier may re-bill the customer if the customer does not file a complaint or if the FCC or commission determine that an unauthorized switch did not occur. Verizon stated that the executing carrier should not be required to bear the burden of recovering the switchback charge and that, instead, the alleged unauthorized carrier is in the best position to incur the charge.

The commission does not agree with AT&T's recommended additional provision. The commission points out that there is nothing in these adopted rules that permits executing carriers to levy any penalty for alleged slamming.

Subsection (g), Notice of customer rights

SWBT proposed changing the notification requirement in proposed subsection (g) to reflect SWBT's recommended changes to proposed subsection (f)(1) and (2), above.

The commission makes no changes to subsection (g) since SWBT's recommended changes to proposed subsection (f)(1) and (2) were not adopted.

Subsection (h), Compliance and enforcement

AT&T recommended that subsection (h)(1) be clarified to indicate that the telecommunications utility has no obligation to provide copies of records after the 24-month record retention period (as required under proposed subsection (c)(1)) has expired. AT&T commented that based on the commission's orders in Project Number 20934, Office of Customer Protection (OCP) Investigation of Axces, Inc. for Continued Violations of P.U.C. SUBST. R. 26.130, Selection of Telecommunications Utilities, Pursuant to Procedural Rules 22.246, Administrative Penalties , it seems almost inescapable that a carrier would be unable to meet its burden in the case of an alleged "regulatory slam." At a minimum, AT&T stated that a telecommunications utility should not be subject to sanctions under proposed subsection (h)(1) for failure to maintain records after the record retention period in proposed subsection (c)(1) has expired.

Additionally, AT&T proposed that a new subsection (h)(5) be added to specifically prohibit any enforcement action against the telecommunications utility after 24 months has elapsed from the date of an alleged slam. AT&T commented that a telecommunications utility should not be penalized for the customer's delay and lack of diligence, particularly since every bill the customer received during that 24-month period would have listed the customer's preferred telecommunications utility, as required by subsection (i). AT&T stated that a complaint received after the 24-month record retention period should simply be treated as a request to change to a different carrier (presumably back to the customer's previous carrier), and the allegedly unauthorized carrier should be required to facilitate the return to the previous carrier, but it should not be treated as an unauthorized telecommunications utility under the rule and should not be subject to any penalties or refund requirement.

Verizon agreed with AT&T's recommendations and further proposed that the commission adopt the federal two-year statute of limitations on slamming complaints so that the record retention requirement is coextensive with the customer's right to maintain a slamming complaint.

OAG opposed AT&T's recommendations. OAG commented that the records retention requirement should not serve as a shield to the customer's right to complain and recover or the commission's right to take action if any party has maintained records or is otherwise able to prove through other means that a violation occurred more than two years prior to the present date. OAG further stated that to allow carriers to restrict enforcement action and consumer recovery on the basis of their own records retention policies is an unconscionable restriction on consumer rights.

The commission adopts proposed subsection (h) without changes. The commission agrees with OAG that record retention requirements should not limit the consumer's or the commission's rights. While filing a complaint two years or more after a slam is very rare, the commission has never limited the time period for a complaint and to do so now would dilute current customer protection.

Subsection (i), Notice of identity of a customer's telecommunications utility

Proposed subsection (i)(4) would change the bill notice provision to refer to the "Customer Protection Division" instead of the "Office of Customer Protection". AT&T commented that, although this appears to be a minor change, it would result in additional cost to telecommunications utilities to make this change in their billing system. AT&T proposed that all references to CPD or OCP simply be deleted so that carriers do not have to change their billing systems each time the commission reorganizes or renames its divisions. AT&T further indicated that this approach was adopted in the cramming rule, §26.32(g)(4), so that the notice required in that section does not specifically refer to any division of the commission. AT&T recommended that a similar change be adopted here.

The commission agrees with AT&T's recommendation and revises proposed subsection (i)(4) accordingly.

Subsection (j), Preferred telecommunications utility freezes

SWBT recommended revising proposed subsection (j)(8), (4)(D), (6)(G)(iv), (12), (13), and (14) to permit a local exchange company (LEC) to charge the customer for imposing or lifting a freeze. SWBT pointed out that the FCC allows these charges, but the Texas rule does not. SWBT commented that LECs should be permitted to recover costs for providing freeze protection service to customers since LECs incur significant costs associated with administering freeze protection services - services that both customers and telecommunications utilities recognize to be a valuable deterrent against unauthorized changes. SWBT further pointed out that both the Texas and FCC slamming rules make offering freeze protection services discretionary with the LEC and that allowing LECs to recover costs associated with these services will encourage LECs to continue to offer these services and assist in the deterrence of slamming.

AT&T opposed SWBT's recommendation. AT&T commented that allowing LECs to charge for freezes would undermine the benefits of freezes, that the prohibition on charges for freezes does not appear to have deterred LECs from offering freezes, and that imposing charges would deter some customers from requesting freeze protection. AT&T also expressed concern that SWBT would be able to charge any rate it chose and indicated that if the commission were to allow freeze charges, existing customers should be grandfathered from any charges and the LEC rates should be cost-based.

Consumers Union and OAG recommended that SWBT's proposal be rejected. The parties stated the proposal would erode customer protection and that consumers should not be required to pay a premium in order to protect their legal right to be served by the company of their own choosing.

The commission considered the issue of allowing charges for freezes when it adopted the current rule in Project Number 21419. The commission remains convinced that a freeze is a basic customer protection that should be made available to customers at no charge. The commission believes that this prohibition is not in conflict with FCC rules, which allow a charge, but do not require it. Therefore, the commission adopts proposed subsection (j) without changes.

AT&T proposed a new provision to proposed subsection (j), which would allow a customer to change carriers by directly contacting the LEC during a three-way call to lift a freeze. AT&T commented that under the current rule, to accomplish a change when there is a freeze on the line, the customer must make two separate calls to the LEC. First, the customer contacts the new preferred carrier and selects the appropriate services. However, if there is a freeze on the line, the customer and preferred carrier must make a three-way call to notify the LEC to lift the freeze so the customer may change the preferred interexchange carrier (PIC) selection. AT&T stated that under subsection (c)(2) of the proposed rules the customer can change the PIC selection by contacting the LEC, but some LECs have refused to accept such a change order from the customer as part of the three-way call. As a result, the customer must make another call to the LEC to make the change or must go through some other form of verification. AT&T indicated that there is no need for this two- step process.

Verizon disagreed with AT&T's proposal. Verizon pointed out under the proposal, submitting carriers could circumvent the TPV process and may lead to "finger-pointing" in the event of an unauthorized change. Verizon also indicated that this proposal was specifically rejected by the FCC.

The commission does not adopt AT&T's proposal to require a LEC to accept the customer's oral request to change a preferred carrier as part of a three-way call to lift a freeze. The FCC requires three-way calling only for the purpose of lifting freezes. There are separate, explicit FCC rules for verification of carrier changes and for verification of freezes that clearly distinguish the role of each carrier. The FCC has stated that the three-way call merely lifts the freeze and that the submitting carrier must follow the federal commission's verification rules before submitting a carrier change.

Subsection (k), Transferring customers from one telecommunications utility to another

Verizon recommended that proposed subsection (k) be modified to track with the corresponding federal rule, 47 C.F.R. §64.1200(e)(3). Verizon believes that consistency in state and federal rules reduces administrative burdens on utilities and eliminates customer confusion.

The commission believes proposed subsection (k) is consistent with the FCC rule and adopts it without changes. The commission's rule prescribing notice requirements related to the transfer of customers, preceded the FCC's rule. Proposed subsection (k) added FCC requirements that were not already in the current rule.

Subsection (l), Complaints to the commission

Consistent with AT&T's proposed revisions to subsection (h) discussed above, AT&T also proposed that subsection (l) be revised to limit the obligations of utilities when a complaint is filed after the record retention period in the rules has expired. AT&T claimed that it is not unreasonable for consumers to be obligated to bring a complaint of slamming within two years of the time that they were first provided service by a new utility.

As previously discussed, the commission does not agree with AT&T's proposal.

SWBT proposed increasing the time for a telecommunications utility to respond to the Customer Protection Division (CPD) on a complaint from 21 to 30 days. SWBT indicated that this period is consistent with 47 C.F.R. §64.1150(d), which allows 30 days for a telecommunications utility's response to an alleged slamming violation. SWBT maintained that the additional time is needed to allow a utility to adequately research a complaint and compile a response that will contain the necessary information about the change request and the verification for that customer's change request. MCI agreed with SWBT's recommendation.

OAG and Consumers Union stated that proposals to extend the time for responding to complaints should be rejected. They pointed out that extending the timeline is contrary to the clear directive of the legislators and the commissioners to streamline the consumer complaint process and that the focus should be on reducing everyone's response time.

At the public hearing Sprint, MCI, and AT&T expressed concerns about shortening the response time for complaints, responding to a batch of complaints simultaneously, and receiving complaints lacking adequate information to investigate.

The commission does not agree with the recommendation to increase the time required to respond to a complaint. Instead, the commission is focused on reducing response time without sacrificing complaint investigation quality.

AT&T expressed concern at the public hearing that proposed subsection (l)(1) replaced a list of specific items that should be in a complaint with language indicating that a complaint should include appropriate information. AT&T stated that specific information about the complaint is essential and that for business complaints additional information is necessary such as the name of the business, main billing number, and contact person and number. Commission staff explained that the intent of the proposed change to subsection (l)(1) was to indicate that some complaints forwarded to the telecommunications utility may not contain all of the listed information. CPD would continue to request all of the information listed in current subsection (l)(1). However, if the complainant failed to provide all of the items required in current subsection (l)(1), i.e. , a copy of the bill, but provided sufficient information to investigate the complaint, then the complaint would be forwarded to the telecommunications utility. To address the concerns about proposed subsection (l)(1), OAG recommended changing the focus slightly by having the rule say: "CPD shall request the following information." AT&T concurred with OAG's recommendation.

The commission revises proposed subsection (l)(1) to adopt the language recommended by OAG.

Penalty Matrix

AT&T recommended that the proposed rule be amended to include a penalty matrix to indicate the range of administrative penalties that would be proposed in the event of a violation of the rule. AT&T stated that the criteria for assessing an administrative penalty under PURA §15.023(c) make it clear that not all incidents of slamming should be subject to the same penalty. AT&T commented that the commission's recent Order Remanding for Further Consideration in Project Number 20934 indicates that the commission recognizes that not all slamming violations are automatically deserving the maximum penalty of $5,000 per day, and that the amount of the penalty should vary with the seriousness of the violation, including whether the violation is "administrative in nature." AT&T strongly encouraged the commission to develop a matrix of recommended penalties based on the seriousness of the alleged violation, to do so with the input of all stakeholders, and to formally adopt such a matrix. AT&T stated that this would provide predictability for carriers and staff, and should result in more efficient settlement of notices of apparent violation.

MCI supported AT&T's request to include a penalty matrix indicating that it will serve to ensure consistency and even-handedness in the commission's enforcement and imposition of administrative penalties.

Consumers Union advocated that the penalty matrix be rejected, pointing out that inclusion is beyond the scope of this rulemaking and would require republication. Furthermore, the commission already has flexibility to propose penalties based on the nature and severity of the rules violation. For example, slamming enforcement cases generally result in settlements where the commission has the flexibility to consider various factors, such as culpability and the carrier's pattern of behavior, before reaching an agreement on the settlement amount. The commission's own review and analysis of each enforcement action should not be replaced with a standardized penalty matrix. Consumers Union indicated that a penalty matrix is likely to become a "price list" for telecommunication utilities, so they know the potential financial implication of cutting corners on strict adherence to the rules.

OAG indicated that this rulemaking was not properly noticed for the adoption of a penalty matrix. OAG commented that while there may be some potential benefit to a matrix, there are drawbacks as well in creating a system where potential violators can calculate, in advance, the exact cost of regulatory violations and plan a business strategy around them. OAG further stated that all of these factors and their implications for all aspects of the commission's rules, not just slamming, should be considered in a properly noticed rulemaking on the subject of a penalty matrix.

The commission agrees that including a penalty matrix would be beyond the scope of this rulemaking and has not yet decided whether a penalty matrix should be developed. The commission acknowledges the view of some carriers that a penalty matrix would promote consistent and fair enforcement. However, the commission also recognizes the potential disadvantages of a penalty matrix such as a loss of flexibility, perception of diminished resolve to combat slamming, and reduced efforts by carriers to prevent unauthorized switches in service.

Since the commission was granted jurisdiction over slamming in September 1997, it has taken a strong stance against slamming in this state and Texas has been recognized as one of the leading states in combating slamming. In keeping with a "zero tolerance for slamming" policy, the strict liability requirement on carriers to obtain customer consent, and consideration of all of the pertinent factors in P.U.C. Procedural Rule §22.246(c), Administrative Penalties, commission staff has consistently recommended a penalty of $5,000 per violation in its administrative penalty notices for slamming violations. Upon receiving a notice, in accordance with §22.246, alleged violators are given three options: pay the penalty, request a hearing, or request a settlement conference to discuss the occurrence of the violation and/or the amount of the penalty. In every case, the alleged violator has responded to a notice by requesting a settlement conference. At the settlement conference the carrier is able to present any information to address the nature of the violation and the appropriateness of the penalty amount. With the exception of Project Number 20934 and Docket Number 24673, Notice of Intent to Assess an Administrative Penalty and Revoke Registration of Axces, Inc. for Repeated and Reckless Violations of PUC SUBST. R. §26.130, Selection of Telecommunications Utilities , commission staff has reached settlement agreements with carriers who were issued a notice for slamming violations and the commission has approved these agreements. The final settlement amount was based on a consideration of the information provided by the carrier and often was less than $5,000 per violation. There has never been an automatic $5,000 penalty for every slamming violation. The commission believes that its approach has been consistent, fair, and reasonable.

In the Order Remanding for Further Consideration in Project Number 20934, the commission stated it does not favor automatically imposing a $5,000 administrative penalty for each violation, noting that certain violations are administrative in nature and may warrant an administrative penalty of less than $5,000.

The commission reaffirms its policy of "zero tolerance for slamming." Slamming harms not only the customers that are slammed, but also the carriers who have implemented effective policies and procedures to ensure customer consent before switching service. The commission states that administrative penalties shall be consistent with that policy and must not be viewed as a cost of doing business, but instead serve as a deterrent.

In summary, the commission believes that its anti-slamming policy and enforcement approach have served the public interest well without denying carriers their due process. Nevertheless, the commission will reexamine its process to determine if development of a penalty matrix or any other changes will enhance the current process.

All comments, including any not specifically referenced herein, were fully considered by the commission. In adopting this amendment, the commission makes other minor modifications for the purpose of clarifying its intent.

This amendment is adopted under the Public Utility Regulatory Act, Texas Utilities Code Annotated §14.002 (Vernon 1998, Supplement 2002) (PURA), which provides the Public Utility Commission with the authority to make and enforce rules reasonably required in the exercise of its powers and jurisdiction; and specifically PURA §55.302 which grants the commission authority to adopt and enforce rules to implement the provisions of PURA Chapter 55, Subchapter K, Selection of Telecommunications Utilities.

Cross Index to Statutes: Public Utility Regulatory Act §§14.002 and 55.301 - 55.308.

§26.130.Selection of Telecommunications Utilities.

(a) Purpose and Application.

(1) Purpose. The provisions of this section are intended to ensure that all customers in this state are protected from an unauthorized change in a customer's local or long- distance telecommunications utility.

(2) Application. This section, including any references in this section to requirements in 47 Code of Federal Regulations (C.F.R.) §64.1120 and §64.1130 (changing long distance service), applies to all "telecommunications utilities," as that term is defined in §26.5 of this title (relating to Definitions). This section does not apply to an unauthorized charge unrelated to a change in preferred telecommunications utility which is addressed in §26.32 of this title (relating to Protection Against Unauthorized Billing Charges ("Cramming")).

(b) Definitions. The following words and terms when used in this section shall have the following meanings unless the context indicates otherwise:

(1) Authorized telecommunications utility - Any telecommunications utility that submits a change request that is in accordance with the requirements of this section.

(2) Customer - Any person, and that person's spouse, in whose name telephone service is billed, including individuals, governmental units at all levels of government, corporate entities, and any other entity with legal capacity to be billed for telephone service.

(3) Executing telecommunications utility - Any telecommunications utility that effects a request that a customer's preferred telecommunications utility be changed. A telecommunications utility may be treated as an executing telecommunications utility; however, if it is responsible for any unreasonable delays in the execution of telecommunications utility changes or for the execution of unauthorized telecommunications utility changes, including fraudulent authorizations.

(4) Submitting telecommunications utility - Any telecommunications utility that requests on behalf of a customer that the customer's preferred telecommunications utility be changed.

(5) Unauthorized telecommunications utility - Any telecommunications utility that submits a change request that is not in accordance with the requirements of this section.

(c) Changes in preferred telecommunications utility.

(1) Changes by a telecommunications utility. Before a change order is processed, the submitting telecommunications utility must obtain verification from the customer that such change is desired for each affected telephone line(s) and ensure that such verification is obtained in accordance with 47 C.F.R. §64.1120. In the case of a change by written solicitation, the submitting telecommunications utility must obtain verification as specified in 47 C.F.R. §64.1130, and subsection (d) of this section, relating to Letters of Agency. The submitting telecommunications utility shall submit a change order within 60 days after obtaining verification from the customer. The submitting telecommunications utility must maintain records of all changes, including verifications, for a period of 24 months and shall provide such records to the customer, if the customer challenges the change, and to the Public Utility Commission (commission) staff upon request. A change order must be verified by one of the following methods:

(A) Written or electronically signed authorization from the customer in a form that meets the requirements of subsection (d) of this section. A customer shall be provided the option of using another authorization method in lieu of an electronically signed authorization.

(B) Electronic authorization placed from the telephone number which is the subject of the change order except in exchanges where automatic recording of the automatic number identification (ANI) from the local switching system is not technically possible. The submitting telecommunications utility must:

(i) ensure that the electronic authorization confirms the information described in subsection (d)(3) of this section; and

(ii) establish one or more toll-free telephone numbers exclusively for the purpose of verifying the change so that a customer calling toll-free number(s) will reach a voice response unit or similar mechanism that records the required information regarding the change and automatically records the ANI from the local switching system.

(C) Oral authorization by the customer for the change that meets the following requirements:

(i) The customer's authorization shall be given to an appropriately qualified and independent third party that confirms appropriate verification data such as the customer's date of birth or mother's maiden name.

(ii) The verification must be electronically recorded in its entirety on audio tape, a wave sound file, or other recording device that is compatible with the commission's equipment.

(iii) The recording shall include clear and conspicuous confirmation that the customer authorized the change in telephone service provider.

(iv) The third party verification shall elicit, at minimum, the identity of the customer, confirmation that the person on the call is authorized to make the change in service, the names of the telecommunications utilities affected by the change, the telephone number(s) to be switched, and the type of service involved.

(v) The third party verification shall be conducted in the same language used in the sales transaction.

(vi) Automated systems shall provide customers the option of speaking with a live person at any time during the call.

(vii) A telecommunications utility or its sales representative initiating a three-way call or a call through an automated verification system shall drop off the call once a three-way connection has been established.

(viii) The independent third party shall:

(I) not be owned, managed, or directly controlled by the telecommunications utility or the telecommunications utility's marketing agent;

(II) not have financial incentive to confirm change orders; and

(III) operate in a location physically separate from the telecommunications utility or the telecommunications utility's marketing agent.

(2) Changes by customer request directly to the local exchange company. If a customer requests a change in preferred telecommunications utility by contacting the local exchange company directly and the local exchange company is not the chosen carrier or affiliate of the chosen carrier, the verification requirements in paragraph (1) of this subsection do not apply. The local exchange company shall maintain a record of the customer's request for 24 months.

(d) Letters of Agency (LOA). A written or electronically signed authorization from a customer for a change of telecommunications utility shall use a letter of agency (LOA) as specified in this subsection:

(1) The LOA shall be a separate or easily separable document or located on a separate screen or webpage containing only the authorizing language described in paragraph (3) of this subsection for the sole purpose of authorizing the telecommunications utility to initiate a telecommunications utility change. The LOA must be signed and dated by the customer requesting the telecommunications utility change. An LOA submitted with an electronically signed authorization shall include the consumer disclosures required by the Electronic Signatures in Global and National Commerce Act §101(c).

(2) The LOA shall not be combined with inducements of any kind on the same document, screen, or webpage except that the LOA may be combined with a check as specified in subparagraphs (A) and (B) of this paragraph:

(A) An LOA combined with a check may contain only the language set out in paragraph (3) of this subsection, and the necessary information to make the check a negotiable instrument.

(B) A check combined with an LOA shall not contain any promotional language or material but shall contain on the front and back of the check in easily readable, bold-faced type near the signature line, a notice similar in content to the following: "By signing this check, I am authorizing (name of the telecommunications utility) to be my new telephone service provider for (the type of service that will be provided)."

(3) LOA language.

(A) At a minimum, the LOA shall be printed with sufficient size and readable type to be clearly legible and shall contain clear and unambiguous language that confirms:

(i) the customer's billing name and address and each telephone number to be covered by the preferred telecommunications utility change order;

(ii) the decision to change preferred carrier from the current telecommunications utility to the new telecommunications utility and identifies each;

(iii) that the customer designates (name of the new telecommunications utility) to act as the customer's agent for the preferred carrier change;

(iv) that the customer understands that only one preferred telecommunications utility may be designated for each type of service (local, intraLATA, and interLATA) for each telephone number. The LOA shall contain separate statements regarding those choices, although a separate LOA for each service is not required; and

(v) that the customer understands that any preferred carrier selection the customer chooses may involve a one-time charge to the customer for changing the customer's preferred telecommunications utility and that the customer may consult with the carrier as to whether a fee applies to the change.

(B) The following LOA form meets the requirements of this subsection. Other versions may be used, but shall comply with all of the requirements of this subsection.

Figure: 16 TAC §26.130(d)(3)(B)

(4) The LOA shall not require that a customer take some action in order to retain the customer's current telecommunications utility.

(5) If any portion of an LOA is translated into another language, then all portions must be translated. The LOA must be translated into the same language as promotional materials, oral descriptions or instructions provided with the LOA.

(e) Notification of alleged unauthorized change.

(1) When a customer informs an executing telecommunications utility of an alleged unauthorized telecommunications utility change, the executing telecommunications utility shall immediately notify both the authorized and alleged unauthorized telecommunications utility of the incident.

(2) Any telecommunications utility, executing, authorized, or alleged unauthorized, that is informed of an alleged unauthorized telecommunications utility change shall direct the customer to contact the Public Utility Commission of Texas.

(3) The alleged unauthorized telecommunications utility shall remove all unpaid charges pending a determination of whether an unauthorized change occurred.

(4) The alleged unauthorized telecommunications utility may challenge a complainant's allegation of an unauthorized change by notifying the complainant to file a complaint with the Public Utility Commission of Texas within 30 days. If the complainant does not file a complaint within 30 days, the unpaid charges may be reinstated.

(5) The alleged unauthorized telecommunications utility shall take all actions within its control to facilitate the customer's prompt return to the original telecommunication utility within three business days of the customer's request.

(6) The alleged unauthorized telecommunications utility shall also be liable to the customer for any charges assessed to change the customer from the authorized telecommunications utility to the alleged unauthorized telecommunications utility in addition to charges assessed for returning the customer to the authorized telecommunications utility.

(f) Unauthorized changes.

(1) Responsibilities of the telecommunications utility that initiated the change. If a customer's telecommunications utility is changed without verification consistent with this section, the telecommunications utility that initiated the unauthorized change shall:

(A) take all actions within its control to facilitate the customer's prompt return to the original telecommunication utility within three business days of the customer's request;

(B) pay all charges associated with returning the customer to the original telecommunications utility within five business days of the customer's request;

(C) provide all billing records to the original telecommunications utility related to the unauthorized change of services within ten business days of the customer's request;

(D) pay the original telecommunications utility any amount paid to it by the customer that would have been paid to the original telecommunications utility if the unauthorized change had not occurred, within 30 business days of the customer's request;

(E) return to the customer within 30 business days of the customer's request:

(i) any amount paid by the customer for charges incurred during the first 30 days after the date of an unauthorized change; and

(ii) any amount paid by the customer after the first 30 days in excess of the charges that would have been charged if the unauthorized change had not occurred; and

(F) remove all unpaid charges.

(2) Responsibilities of the original telecommunications utility. The original telecommunications utility shall:

(A) inform the telecommunications utility that initiated the unauthorized change of the amount that would have been charged for identical services if the unauthorized change had not occurred, within ten business days of the receipt of the billing records required under paragraph (1)(C) of this subsection;

(B) where possible, provide to the customer all benefits associated with the service, such as frequent flyer miles that would have been awarded had the unauthorized change not occurred, on receiving payment for service provided during the unauthorized change;

(C) maintain a record of customers that experienced an unauthorized change in telecommunications utilities that contains:

(i) the name of the telecommunications utility that initiated the unauthorized change;

(ii) the telephone number(s) affected by the unauthorized change;

(iii) the date the customer asked the telecommunications utility that made the unauthorized change to return the customer to the original telecommunications utility; and

(iv) the date the customer was returned to the original telecommunications utility; and

(D) not bill the customer for any charges incurred during the first 30 days after the unauthorized change, but may bill the customer for unpaid charges incurred after the first 30 days based on what it would have charged if the unauthorized change had not occurred.

(g) Notice of customer rights.

(1) Each telecommunications utility shall make available to its customers the notice set out in paragraph (3) of this subsection.

(2) Each notice provided under paragraph (5)(A) of this subsection shall contain the name, address and telephone numbers where a customer can contact the telecommunications utility.

(3) Customer notice. The notice shall state:

Figure: 16 TAC §26.130(g)(3) (No change.)

(4) The customer notice requirements in paragraph (3) of this subsection may be combined with the notice requirements of §26.32(g)(1) and (2) of this title (relating to Protection Against Unauthorized Billing Charges ("Cramming")) if all of the information required by each is in the combined notice.

(5) Language, distribution and timing of notice.

(A) Telecommunications utilities shall send the notice to new customers at the time service is initiated, and upon customer request.

(B) Each telecommunications utility shall print the notice in the white pages of its telephone directories, beginning with any directories published 30 days after the effective date of this section and thereafter. The notice that appears in the directory is not required to list the information contained in paragraph (2) of this subsection.

(C) The notice shall be in both English and Spanish as necessary to adequately inform the customer. The commission may exempt a telecommunications utility from the Spanish requirement if the telecommunications utility shows that 10% or fewer of its customers are exclusively Spanish- speaking, and that the telecommunications utility will notify all customers through a statement in both English and Spanish that the information is available in Spanish by mail from the telecommunications utility or at the utility's offices.

(h) Compliance and enforcement.

(1) Records of customer verifications and unauthorized changes. A telecommunications utility shall provide a copy of records maintained under the requirements of subsections (c), (d), and (f)(2)(C) of this section to the commission staff upon request.

(2) Administrative penalties. If the commission finds that a telecommunications utility is in violation of this section, the commission shall order the utility to take corrective action as necessary, and the utility may be subject to administrative penalties pursuant to the Public Utility Regulatory Act (PURA) §15.023 and §15.024.

(3) Certificate revocation. If the commission finds that a telecommunications utility is repeatedly and recklessly in violation of this section, and if consistent with the public interest, the commission may suspend, restrict, deny, or revoke the registration or certificate, including an amended certificate, of the telecommunications utility, thereby denying the telecommunications utility the right to provide service in this state.

(4) Coordination with the office of the attorney general. The commission shall coordinate its enforcement efforts regarding the prosecution of fraudulent, misleading, deceptive, and anticompetitive business practices with the office of the attorney general in order to ensure consistent treatment of specific alleged violations.

(i) Notice of identity of a customer's telecommunications utility. Any bill for telecommunications services must contain the following information in easily-read, bold type in each bill sent to a customer. Where charges for multiple lines are included in a single bill, this information must appear on the first page of the bill if possible or displayed prominently elsewhere in the bill:

(1) The name and telephone number of the telecommunications utility providing local exchange service if the bill is for local exchange service.

(2) The name and telephone number of the primary interexchange carrier if the bill is for interexchange service.

(3) The name and telephone number of the local exchange and interexchange providers if the local exchange provider is billing for the interexchange carrier. The commission may, for good cause, waive this requirement in exchanges served by incumbent local exchange companies serving 31,000 access lines or less.

(4) A statement that customers who believe they have been slammed may contact the Public Utility Commission of Texas, P.O. Box 13326, Austin, Texas 78711-3326, (512) 936-7120 or in Texas (toll-free) 1 (888) 782-8477, fax: (512) 936-7003, e- mail address: customer@puc.state.tx.us. Hearing and speech-impaired individuals with text telephones (TTY) may contact the commission at (512) 936- 7136. This statement may be combined with the statement requirements of §26.32(g)(4) of this title if all of the information required by each is in the combined statement.

(j) Preferred telecommunications utility freezes.

(1) Purpose. A preferred telecommunications utility freeze ("freeze") prevents a change in a customer's preferred telecommunications utility selection unless the customer gives consent to the local exchange company that implemented the freeze.

(2) Nondiscrimination. All local exchange companies that offer freezes shall offer freezes on a nondiscriminatory basis to all customers regardless of the customer's telecommunications utility selection except for local telephone service.

(3) Type of service. Customer information on freezes shall clearly distinguish between intraLATA and interLATA telecommunications services. The local exchange company offering a freeze shall obtain separate authorization for each service for which a freeze is requested.

(4) Freeze information. All information provided by a telecommunications utility about freezes shall have the sole purpose of educating customers and providing information in a neutral way to allow the customer to make an informed decision, and shall not market or induce the customer to request a freeze. The freeze information provided to customers shall include:

(A) a clear, neutral explanation of what a freeze is and what services are subject to a freeze;

(B) instructions on lifting a freeze that make it clear that these steps are in addition to required verification for a change in preferred telecommunications utility;

(C) an explanation that the customer will be unable to make a change in telecommunications utility selection unless the customer lifts the freeze; and

(D) a statement that there is no charge to the customer to impose or lift a freeze.

(5) Freeze verification. A local exchange company shall not implement a freeze unless the customer's request is verified using one of the following procedures:

(A) A written and signed or electronically signed authorization that meets the requirements of paragraph (6) of this subsection.

(B) An electronic authorization placed from the telephone number on which a freeze is to be imposed. The electronic authorization shall confirm appropriate verification data such as the customer's date of birth or mother's maiden name and the information required in paragraph (6)(G) of this subsection. The local exchange company shall establish one or more toll-free telephone numbers exclusively for this purpose. Calls to the number(s) will connect the customer to a voice response unit or similar mechanism that records the information including the originating ANI.

(C) An appropriately qualified independent third party obtains the customer's oral authorization to submit the freeze and confirms appropriate verification data such as the customer's date of birth or mother's maiden name and the information required in paragraph (6)(G) of this subsection. This shall include clear and conspicuous confirmation that the customer authorized a freeze. The independent third party shall:

(i) not be owned, managed, or directly controlled by the local exchange company or the local exchange company's marketing agent;

(ii) not have financial incentive to confirm freeze requests; and

(iii) operate in a location physically separate from the local exchange company or its marketing agent.

(D) Any other method approved by Federal Communications Commission rule or order granting a waiver.

(6) Written authorization. A written freeze authorization shall:

(A) be a separate or easily separable document with the sole purpose of imposing a freeze;

(B) be signed and dated by the customer;

(C) not be combined with inducements of any kind;

(D) be completely translated into another language if any portion is translated;

(E) be translated into the same language as any educational materials, oral descriptions, or instructions provided with the written freeze authorization;

(F) be printed with readable type of sufficient size to be clearly legible; and

(G) contain clear and unambiguous language that confirms:

(i) the customer's name, address, and telephone number(s) to be covered by the freeze;

(ii) the decision to impose a freeze on the telephone number(s) and the particular service with a separate statement for each service to be frozen;

(iii) that the customer understands that a change in telecommunications utility cannot be made unless the customer lifts the freeze; and

(iv) that the customer understands that there is no charge for imposing or lifting a freeze.

(7) Lifting freezes. A local exchange company that executes a freeze request shall allow customers to lift a freeze by:

(A) written and signed or electronically signed authorization stating the customer's intent to lift a freeze;

(B) oral authorization stating an intent to lift a freeze confirmed by the local exchange company with appropriate confirmation verification data such as the customer's date of birth or mother's maiden name;

(C) a three-way conference call with the local exchange company, the telecommunications utility that will provide the service, and the customer; or

(D) any other method approved by Federal Communications Commission rule or order granting a waiver.

(8) No customer charge. The customer shall not be charged for imposing or lifting a freeze.

(9) Local service freeze prohibition. A local exchange company shall not impose a freeze on local telephone service.

(10) Marketing prohibition. A local exchange company shall not initiate any marketing of its services during the process of implementing or lifting a freeze.

(11) Freeze records retention. A local exchange company shall maintain records of all freezes and verifications for a period of 24 months and shall provide these records to customers and to the commission staff upon request.

(12) Suggested freeze information language. Telecommunications utilities that inform customers about freezes may use the following language. Other versions may be used, but shall comply with all of the requirements of paragraph (4) of this subsection.

Figure: 16 TAC §26.130(j)(12) (No change.)

(13) Suggested freeze authorization form. The following form is recommended for written authorization from a customer requesting a freeze. Other versions may be used, but shall comply with all of the requirements of paragraph (6) of this subsection.

Figure: 16 TAC §26.130(j)(13) (No change.)

(14) Suggested freeze lift form. The following form is recommended for written authorization to lift a freeze. Other versions may be used, but shall comply with all of the requirements of paragraph (7) of this subsection.

Figure: 16 TAC §26.130(j)(14) (No change.)

(k) Transferring customers from one telecommunications utility to another.

(1) Any telecommunications utility that will acquire customers from another telecommunications utility that will no longer provide service due to acquisition, merger, bankruptcy or any other reason, shall provide notice to every affected customer. The notice shall be in a billing insert or separate mailing at least 30 days prior to the transfer of any customer. If legal or regulatory constraints prevent sending the notice at least 30 days prior to the transfer, the notice shall be sent promptly after all legal and regulatory conditions are met. The notice shall:

(A) identify the current and acquiring telecommunications utilities;

(B) explain why the customer will not be able to remain with the current telecommunications utility;

(C) explain that the customer has a choice of selecting a service provider and may select the acquiring telecommunications utility or any other telecommunications utility and that the customer may incur a charge if the customer selects another telecommunications utility;

(D) explain that if the customer wants another telecommunications utility, the customer should contact that telecommunication utility or the local telephone company;

(E) explain the time frame for the customer to make a selection and what will happen if the customer makes no selection;

(F) identify the effective date that customers will be transferred to the acquiring telecommunications utility;

(G) provide the rates and conditions of service of the acquiring telecommunications utility and how the customer will be notified of any changes;

(H) explain that the customer will not incur any charges associated with the transfer;

(I) explain whether the acquiring carrier will be responsible for handling complaints against the transferring carrier; and

(J) provide a toll-free telephone number for a customer to call for additional information.

(2) The acquiring telecommunications utility shall provide the Customer Protection Division (CPD) with a copy of the notice when it is sent to customers.

(l) Complaints to the commission. A customer may file a complaint with the commission's Customer Protection Division against a telecommunications utility for any reasons related to the provisions of this section.

(1) Customer complaint information. CPD shall request the following information:

(A) the customer's name, address, and telephone number;

(B) a brief description of the facts of the complaint;

(C) a copy of the customer's and spouse's legal signature; and

(D) a copy of the most recent phone bill and any prior phone bill that shows the switch in carrier.

(2) Telecommunications utility's response to complaint. After review of a customer's complaint, CPD shall forward the complaint to the telecommunications utility. The telecommunications utility shall respond to CPD within 21 calendar days after CPD forwards the complaint. The telecommunications utility's response shall include the following:

(A) all documentation related to the authorization and verification used to switch the customer's service; and

(B) all corrective actions taken as required by subsection (f) of this section, if the switch in service was not verified in accordance with subsections (c) and (d) of this section.

(3) CPD investigation. CPD shall review all of the information related to the complaint and make a determination on whether or not the telecommunications utility complied with the requirements of this section. CPD shall inform the complainant and the alleged unauthorized telecommunications utility of the results of the investigation and identify any additional corrective actions that may be required. CPD shall also inform the authorized telecommunications utility if there was an unauthorized change in service.

(m) Reporting requirement. Each telecommunications utility shall file a semiannual slamming report with the commission's Central Records in the assigned project number as required by paragraphs (1) and (2) of this subsection. A project number will be assigned each calendar year for this report.

(1) The report shall use the format and information required by 47 C.F.R. §64.1180 containing only Texas-specific data.

(2) Reports shall be submitted on August 31 (covering January 1 through June 30) and February 28 (covering July 1 through December 31).

This agency hereby certifies that the adoption has been reviewed by legal counsel and found to be a valid exercise of the agency's legal authority.

Filed with the Office of the Secretary of State on June 19, 2002.

TRD-200203841

Rhonda G. Dempsey

Rules Coordinator

Public Utility Commission of Texas

Effective date: July 9, 2002

Proposal publication date: February 15, 2002

For further information, please call: (512) 936-7308


Part 6. TEXAS MOTOR VEHICLE BOARD

Chapter 103. GENERAL RULES

16 TAC §103.3

The Texas Motor Vehicle Board adopts amendments to §103.3, Amended License, with changes to the text published in the March 1, 2002 issue of the Texas Register (27 TexReg 1420).

The amendments describe the procedure for a new motor vehicle dealer to seek an amendment or new license when the dealer changes the form of its business entity. The amendments also describe the conditions under which the new entity is required to submit a new franchise agreement. Board members expressed concern that the language as proposed for 16 TAC §103.3(d) would allow an entity to change the ownership of the dealership, as well as the business form, without submitting a new franchise agreement. To address this concern, the Board added further language to clarify that subsection (d) does not apply to a dealer who changes ownership of the original entity seeking to convert.

Section 103.3 is amended by adding subsections (d) and (e). Section 103.3(d) permits a franchised motor vehicle dealer who changes or converts its business entity from one business form to another business form to do business as the new entity under the terms of the dealer's existing franchise agreement until the parties mutually elect to replace that agreement. Section 103.3(e) permits a franchised motor vehicle dealer who converts its legal entity from one business form to another business form under state or federal law to file an amendment to its current license to reflect the entity change, rather than file a new application in the name of a new entity. The franchise agreement that applied to the first business entity survives the conversion, and will apply to the successor entity. A franchised dealer who changes its business entity using a method other than a conversion allowed under state or federal law must file a new application in the successor entity's name.

The amendments will prevent manufacturers or distributors from using a dealership's change of corporate form as a mechanism to require that dealer to sign a new franchise agreement with less favorable terms. Additionally, dealers seeking to convert their business entities will save time and money by avoiding the process involved in reapplying for a new license.

Supporters believe the adoption of the amendments will benefit the public by preventing manufacturers or distributors from using a dealership's change of corporate form to require dealers to sign new franchise agreements or make unwelcome changes to their dealerships in order to obtain the new franchise agreement in the new name. They stated that dealers seeking to convert their business entities will be able to save time and money by avoiding the process involved in reapplying for a new license.

Proponents of the rule reported that it was common for dealers to wait weeks or months for a manufacturer or distributor to process changes to franchise agreements to allow them to complete the corporate reformation process. They explained that the purpose of the rule was not to allow converted entities to avoid obtaining new franchise agreements in the new entity's name, but to expedite the licensing process. Proponents emphasized that the rule will allow the business entity change to occur without holding up the licensing process, or the dealership's ability to conduct business pending the change in corporate form.

Written comments in support of the amendments were received from the Texas Automobile Dealers Association (TADA), and William David Coffey III, attorney at law. The Board also heard oral comment in favor of the proposed amendments from Karen Coffey of TADA, and William R. Crocker, attorney at law. All comments received by the Board supported the amendments to 16 TAC §103.3.

The Board is authorized to adopt the proposed amendments and new rules by §3.06 of the Texas Motor Vehicle Commission Code, Article 4413(36) and (36a), Texas Revised Civil Statutes, which provides the Board with the authority to adopt rules necessary and convenient to effectuate the provisions of the Code and to govern practice and procedure before the agency.

§103.3.Amended License.

(a) To effectuate the Texas Motor Vehicle Commission Code, §4.02(d), every licensed dealer who proposes to conduct business under a franchise which is additional to or which differs from the franchise or franchises on which the license is then based shall file an application to amend the license on the form prescribed by the commission, attaching a copy of the franchise agreement. The amended application will be considered as if it were an original application to operate under the additional franchise as to all matters except those reflected by the license as issued.

(b) Every licensed dealer who proposes to sell and/or assign to another an interest equivalent to 10% or more in one or more franchises on which the license is then based or an equivalent interest in the business of the dealership, whether the same is a corporation, partnership, sole proprietorship, or otherwise, shall file an application to amend the license providing the requested information as to the proposed assignee. If the interest involved exceeds 50%, the amended license may be issued in the name of such assignee.

(c) In the event of a change in management reflected by a change of the general manager or other person who is in charge of a licensee's business activities, whether a managing partner, officer, or director of a corporation, or otherwise, the commission shall be advised by means of an application for an amended license.

(d) If a licensed new motor vehicle dealer changes or converts from one type of business entity to another without changing ownership of the dealership, the submission of a franchise agreement in the name of the new entity is not required in conjunction with an application. The franchise agreement on file with the Board prior to the change or conversion of the dealer's business entity applies to the successor entity until the parties agree to replace the franchise agreement.

(e) If a dealer adopts a plan of conversion under a state or federal law that allows one legal entity to be converted into another legal entity, only an application to amend the license is necessary to be filed with the Board. The franchise agreement on file with the Board continues to apply to the converted entity. If the entity change is accomplished by any means other than conversion, a new application is required, subject to subsection (d) of this section.

This agency hereby certifies that the adoption has been reviewed by legal counsel and found to be a valid exercise of the agency's legal authority.

Filed with the Office of the Secretary of State on June 21, 2002.

TRD-200203887

Brett Bray

Director

Texas Motor Vehicle Board

Effective date: July 11, 2002

Proposal publication date: March 1, 2002

For further information, please call: (512) 416-4899


Chapter 105. ADVERTISING

16 TAC §105.10

The Texas Motor Vehicle Board of the Texas Department of Transportation adopts amendments to 16 TAC §105.10(a), (c)(1), (c)(2) and(c)(3), as published in the March 1, 2002 issue of the Texas Register (27 TexReg 1421). Sections 105.10(c)(1), (c)(2), (c)(3) are adopted without changes. Section 105.10(a) is adopted with changes.

Explanation of Amendments.

Amendments to §105.10(c)(1), (c)(2) and (c)(3) correct typographical errors. The amendments to §105.10(c)(1) - (c)(3) change "sess price" to "sales price". Additional amendments to Figure §105.10(c)(2) correctly show that a rebate must be subtracted from the advertised price.

Section 105.10(a), as adopted by the Motor Vehicle Board, using "the price", rather than "a price" prohibits dealers from refusing to sell motor vehicles at the price advertised, and brings the Board's advertising rules into agreement with the Texas Finance Code and Federal Regulation Z, which prohibit adding negative equity to the cash price in a retail installment contract. Changes to the proposal make it clear that requiring dealers to sell vehicles at the price advertised does not prevent a higher price from being negotiated if a consumer chooses to purchase options that are not part of the advertised vehicle. The public benefit anticipated from the amendments will be stronger protection of the public and dealers from those dealers who engage in false, deceptive or misleading practices, as well as better understanding by licensees required to comply with the rules.

Prior to amendments in 2000, §105.10(a) read as follows: "The featured sale price of a new or used motor vehicle, when advertised, must be the price (italics added) for which the dealer is willing to sell the advertised vehicle to any retail buyer." After urging from the industry, the Board amended §105.10(a) and replaced "the" with the indefinite article "a". Shortly after the adoption consumers began complaining to the Motor Vehicle Division that automobile dealers were refusing to sell cars at the advertised price. Dealers would claim that the advertised vehicles were either no longer available, or that the price would have to be higher because of a consumer's personal or economic circumstances. Consequently, the Board determined that it would be in the citizenry's best interest to again amend §105.10(a) to address these problems.

The Motor Vehicle Board then proposed amending §105.10 (a) to read "the highest price." Recognizing industry concerns, alternative language was offered in the preamble of the proposal to make it clear that a dealer must be willing to sell a vehicle at the advertised price to any retail customer, and that negotiations that might raise or lower the advertised price are permissible. (27 TexReg 1421, March 1, 2002).

On April 25, 2002, the Motor Vehicle Board adopted amendments to §105.10(a), with changes to the proposed text. The effect of the changes is that the featured advertised price must be the price that any retail buyer can buy the advertised vehicle, and that the featured price of a vehicle does not include any additional costs that might be incurred if a customer decides to add options. In short, dealers may raise the price of a vehicle to accommodate the add-ons that consumers choose. Furthermore, the Board noted that the purpose of the amended rule is to protect consumers, and that nothing in the rule prevents a consumer from negotiating a lower price from the advertised price.

Summary of Comments.

No written or oral comments were received concerning the amendments to §105.10(c)(1), (c)(2) or (c)(3). Written comments in opposition the amendments to §105.10(a) were received from the Texas Automobile Dealers Association and Mr. William David Coffey, III, Attorney at Law. At the public hearing on April 25, 2002, comments in opposition were received from Ms. Karen Coffey of the Texas Automobile Dealers Association, Mr. Gene Brady of the Greater Houston Motorcycle Dealers Association, and Mr. William David Coffey, III, Attorney at Law. Commenting on the proposal was Ms. Leslie Pettijohn, Consumer Credit Commissioner. Introducing the rule and explaining staff support for the alternative language was Ms. Carol Kent, Motor Vehicle Division (MVD)Enforcement Director.

Opponents argued that replacing the indefinite article "a" with the definite article "the" would prevent dealerships and consumers from negotiating a higher price from the advertised price if the consumer wished to add options to a vehicle. They stated that the amendment amounted to over-regulation because current law already prohibits bait and switch advertising.

MVD staff explained that the proposed amendments would make §105.10(a) consistent with §105.6 that states that "All advertised statement shall be accurate, clear, and conspicuous." The proposal would not prevent a dealer and a consumer from negotiating a lower price from the advertised price, or a higher price from advertised price if the consumer chooses to add options. However, if the rule allowed dealers to advertise "a price", then dealers were free not to adhere to their advertisements when negotiating with consumers. Ms. Pettijohn explained that using "a price" would not prevent dealers from adding negative equity to the cash price in a retail installment contract, in violation of the Finance Code.

Reasons for Disagreement with Party Submissions or Proposals.

The Board concluded that because a dealer and consumer are free to negotiate a higher price if options are added, including the word "highest" in the amendment was unnecessary. The Board weighed the option of altogether eliminating §105.10(a); however, that course of action was rejected as not providing the consumers of the State adequate protection. The Board ultimately adopted language incorporating "the price" to address consumer concerns, as well as language to make it clear that requiring dealers to sell vehicles at the price advertised does not prevent a higher price from being negotiated if a consumer chooses to purchase options that are not part of the advertised vehicle.

Statutory Authority.

The Board is authorized to adopt the amendments by §3.06 of the Texas Motor Vehicle Commission Code, Article 4413(36) and (36a), Texas Revised Civil Statutes, which provides the Board with the authority to adopt rules necessary and convenient to effectuate the provisions of the Code and to govern practice and procedure before the agency.

§105.10.Dealer Price Advertising.

(a) When featuring an advertised sale price of a new or used motor vehicle, the dealer must be willing to sell the vehicle for such advertised price to any retail buyer. The advertised sale price shall be the price before the addition or subtraction of any other negotiated items. The only charges that may be excluded from the advertised price are:

(1) any registration, certificate of title, license fees, or an additional registration fee, if any, charged by a full service deputy as provided by County Road and Bridge Act, §4.202(g);

(2) any taxes; and

(3) any other fees or charges that are allowed or prescribed by law.

(b) A qualification may not be used when advertising the price of a vehicle such as "with trade," "with acceptable trade," "with dealer-arranged financing," "rebate assigned to dealer," or "with down payment."

(c) If a price advertisement discloses a rebate cash back or discount savings claim, the price of the vehicle must be disclosed as well as the price of the vehicle after deducting the incentive.

(1) If an advertisement discloses a discount savings claim, this incentive must be disclosed as a deduction from the manufacturer's suggested retail price (MSRP). The following is an acceptable format for advertising a price with a discount savings claim.

Figure: 16 TAC §105.10(c)(1)

(2) If an advertisement discloses a rebate, this incentive must be disclosed as a deduction from the advertised price. The following is an acceptable format for advertising a price with a rebate.

Figure: 16 TAC §105.10(c)(2)

(3) If an advertisement discloses both a rebate and a discount savings claim, the incentives must be disclosed as a deduction from the manufacturer's suggested retail price (MSRP). The following is an acceptable format for advertising a price with a rebate and a discount savings claim.

Figure: 16 TAC §105.10(c)(3)

(d) In the event that the manufacturer offers a discount on a package of options then that discount should be disclosed above or prior to the manufacturer's suggested retail price (MSRP) with a total price of the vehicle before option discounts. The following is an acceptable format.

Figure: 16 TAC §105.10(d) (No change.)

(e) If a rebate is only available to a selected portion of the public and not the public as a whole, the price should be disclosed as in subsection (c) of this section first and then the nature of the limitation and the amount of the limited rebate may be disclosed. The following is an acceptable format.

Figure: 16 TAC §105.10(e) (No change.)

This agency hereby certifies that the adoption has been reviewed by legal counsel and found to be a valid exercise of the agency's legal authority.

Filed with the Office of the Secretary of State on June 21, 2002.

TRD-200203888

Brett Bray

Director

Texas Motor Vehicle Board

Effective date: July 11, 2002

Proposal publication date: March 1, 2002

For further information, please call: (512) 416-4899


Chapter 111. GENERAL DISTINGUISHING NUMBERS

16 TAC §111.2, §111.19

The Texas Motor Vehicle Board of the Texas Department of Transportation adopts amendments to 16 TAC §111.2 and new §111.19, as published in the April 12, 2002, issue of the Texas Register (27 TexReg 2917). Section 111.2 and §111.19 are adopted without changes and will not be republished.

Explanation of Amendments

On May 16, 1996, the Motor Vehicle Board issued a Policy Statement concerning license purveyors. The Board found that individuals, who for a fee, purport to assist applicants in the application or renewal process, are an unreasonable, and frequently costly, barrier between the agency and the individual applicant. The Board found that this obstacle between the agency and the applicant is not in the best interest of the licensee body or the consuming public. Frequently these purveyors make unwarranted promises to both worthy and unworthy applicants, charging onerous fees for services that the agency itself is well prepared, and in fact is mandated, to provide to new applicants and renewing licensees.

In the Policy Statement, the Board recognized that licensed attorneys, certified public accountants, and those individuals acting without remuneration, are not an impediment to the licensing process, and therefore should not be included in the definition of license purveyor. Furthermore, the Board found that it is necessary to impose certain restrictions on the application process that will serve to undermine purveying. To wit, the Board determined that license applications and renewals shall only be filed by the applicant, the applicant's attorney, or the applicant's certified public accountant. Additionally, the Board determined that application and renewal fees, if not paid in cash, should be drawn from an account held by the applicant, or from a trust account of the applicant's designated attorney or certified public accountant. Finally, the Board determined that information concerning an application, application deficiencies, or new license numbers will not be provided telephonically to license purveyors, and that to this end, attorneys and certified public accountants may be required to provide proof of authority to act on behalf of an applicant.

In consideration of the foregoing and in recognition of a need to set in motion the effective enforcement of its policy, the Board has formalized its policy by adopting the amendment and new section. The new section will be enforced pursuant to the sanctioning provisions of §4.06 of the Texas Motor Vehicle Commission Code (TEX. REV. CIV. STAT. ANN. art. 4413(36)). The public will benefit from better oversight of a more expedient licensing process and the elimination of fraudulent and meritless applications.

Summary of Comments

No written comments were received regarding the adoption of amendments to §111.2 and new §111.19. No oral comments were received at the public hearing on June 13, 2002.

Statutory Authority

The Board is authorized to adopt the amendment and new rule by §3.06 of the Texas Motor Vehicle Commission Code, Article 4413(36) and (36a), Texas Revised Civil Statutes, which provide the Board with the authority to adopt rules necessary and convenient to effectuate the provisions of the Code and to govern practice and procedure before the agency.

This agency hereby certifies that the adoption has been reviewed by legal counsel and found to be a valid exercise of the agency's legal authority.

Filed with the Office of the Secretary of State on June 24, 2002.

TRD-200203944

Brett Bray

Director

Texas Motor Vehicle Board

Effective date: July 14, 2002

Proposal publication date: April 12, 2002

For further information, please call: (512) 416-4899