2003 Other Charter: FE

CHARTER OF THE NUCLEAR COMMITTEE

PURPOSE

The purpose of the Nuclear Committee is to monitor and oversee the Company's nuclear program and the operation of all nuclear units in which the Company or any of its subsidiaries has an ownership or leasehold interest.

COMPOSITION

The Committee shall be comprised of not fewer than three members of the Board, as shall be determined from time to time by the Board. The members of the Committee shall be appointed by the Board upon the recommendation of the Corporate Governance Committee of the Board. The majority of the members of the Committee shall qualify as "independent" as defined in the Corporate Governance Guidelines.

RESPONSIBILITIES AND AUTHORITY

The Nuclear Committee has the following responsibilities and authority:

1. The Committee shall review the safety, reliability and quality of nuclear operations.
2. The Committee shall review the effectiveness of management systems for the self-identification of problems and potential problems for prompt and complete corrective actions.
3. The Committee shall review the Company's nuclear construction, operations and strategic plans.
4. The Committee shall undertake studies as the Board or Committee may deem appropriate concerning the nuclear activities of the Company.
5. The Committee shall report regularly to the Board concerning its activities.
6. The Committee shall conduct an annual performance evaluation of the Committee.
7. The Committee shall make recommendations to the Board as the Committee feels appropriate in connection with the performance of its responsibilities.
8. The Committee shall ensure the minutes of each meeting be kept and filed with the minutes of the Company.

AMENDMENT

This Charter and any provision contained herein may be amended or repealed by the Board.