Dallas (Platts)--7Sep2007

TXU shareholders on Friday overwhelmingly approved the Dallas-based
utility's $45 billion buyout by a group of private equity firms led by
Kohlberg, Kravis, Roberts and Co. and TPG Capital.

     The way for shareholder approval was cleared last week when Franklin
Resources, an institutional investor and TXU's single largest shareholder with
5% of the company's stock, reversed its earlier opposition and said it would
vote in favor of the deal, which was announced in late February. 

     Corporate Secretary Kim Rucker said more than 74% of the company's 461
million outstanding shares were voted in favor of the buyout. The deal needed
to win approval of 66% of the shares.

     The vote came a day after the US Federal Energy Regulatory Commission
approved portions of the deal over which it has jurisdiction. FERC authorized
the transfer of certain assets from TXU to Texas Energy Future Holdings, the
working name of the partnership that is taking TXU private.

     FERC also approved the transfer of TXU's regulated transmission and
distribution unit, Oncor Electric Delivery, and TXU Wholesale, which sells
wholesale power outside of Texas, primarily in the ISO New England and PJM
Interconnection regions. 

     Approval by the US Nuclear Regulatory Commission remains the final
regulatory obstacle. The NRC is conducting a license transfer review because
of TXU's ownership of the two-unit, 2,300 MW Comanche Peak facility 80 miles
southwest of Dallas. The agency is expected to make a decision in mid-October.

     KKR and TPG offered to buy the shares at an about 25% premium when they
announced the deal. Since then, TXU's share price surged, fell back and surged
again. TXU shares closed Thursday on the New York Stock Exchange at $67.30, 3%
below the $69.25 offering price.

		--Jeffrey Ryser, jeffrey_ryser@platts.com