Footprint Power Salem Harbor Development LP EFSB 12-2 ...

Footprint Power Salem Harbor Development LPEFSB 12-2Footprint Power Salem Harbor Development LP's Responsesto the Conservation Law Foundation's Second Set of Information RequestsDate of Response: January 30, 2013Witness Responsible: Scott Silverstein/Peter FurnissInformation Request CLF-FP-29Page 1 of 1Information Request CLF-FP-29CLF-FP-29Response:Please identify each person who assisted in preparing the answers to theserequests and, for each such person state the number of each request or subpart forwhich that person provided assistance.Please refer to the captions to Footprint's responses to CLF's Second Set ofInformation Requests. As required by the Procedural Ground Rules issued in thisproceeding on November 19,2012, for each Information Request, Footprint hasidentified the name of the person(s) preparing the response. Footprint objects tothis Information Request to the extent that it seeks information that is not requiredby the Procedural Ground Rules or that is protected by the attorney-clientprivilege and/or work product doctrine.

Footprint Power Salem Harbor Development LPEFSB 12-2Footprint Power Salem Harbor Development LP's Responsesto the Conservation Law Foundation's Second Set of Information RequestsDate of Response: January 30,2013Witness Responsible: Scott Silverstein/Peter FurnissInformation Request CLF-FP-30Page 1 of 1Information Request CLF-FP-30CLF-FP-30Response:Identify each person who has or may have knowledge of the statements andallegations in the Company's Draft Environmental Impact Report ("DEIR") andin the Company's EFSB Petition (hereinafter "the Petition") including thatperson's full name, residential address, business address, employer and title, and adetailed description of the knowledge or information possessed by each suchperson.Please refer to the Prefiled Testimony submitted in this proceeding (Exhs. SHR­SHSIPF-l; SHR-EK-l; SHR-KLK-l; SHR-KK/GSL-l; SHR-PAV-l; SHR-EI-l;SHR-MH-l; SHR-RS-l; and SHR-JF/MB/LMC-l) and Footprint's response toInformation Request EFSB-G-l-S, which includes the Draft EnvironmentalImpact Report ("DEIR") as Attachment EFSB-G-l-l. (The Presiding Officersubsequently marked the DEIR as Exh. SHR-7.) The Prefiled Testimonyidentifies the specific sections of the Petition that each witness is sponsoring andprovides the witnesses' background information, including each witness'employer,job title, and business address. The Company's response to EFSB-G-l­S indicates that Scott Silverstein and Peter Furniss will testify as to generalmatters relating to the DEIR. The witnesses designated for specific categories(e.g., noise, air) will testify as to the technical elements of the DEIR. See, e.g.,EFSB-NO-35 (designating K. Kinkela); EFSB-A-23 and EFSB-A-25 (designatingR. Stoddard), and EFSB-A-36 (designating G. Lipka). To protect the witnesses'privacy, Footprint has not provided residential addresses.

Footprint Power Salem Harbor Development LPEFSB 12-2Footprint Power Salem Harbor Development LP's Responsesto the Conservation Law Foundation's Second Set ofInformation RequestsDate of Response: January 30,2013Witness Responsible: Scott Silverstein/Peter FurnissInformation Request CLF-FP-31Page 1 of 1Information Request CLF-FP-31CLF-FP-31Response:Please provide all documents reflecting communication that the Company has hadwith any entity of the Commonwealth of Massachusetts or its employees orrepresentatives including, but not limited to, the Department of EnvironmentalProtection ("DEP"), the City of Salem ("Salem") and any of its employees orelected representatives, the Department of Public Health, the MassachusettsCoastal Zone Management Office, the Executive Office of Energy andEnvironmental Affairs, the Department of Public Utilities, the MEP A Office, theOffice of the Governor, the Attorney General, and the Salem Harbor StationRevitalization Task Force, concerning the Project.Copies of presentations to the City and the Commonwealth are provided asAttachments CLF-FP-31-1 through CLF-FP-31-6, as follows.Attachment CLF-FP-31-1 is Footprint's April 2010 Stakeholder Presentation tothe City of Salem.Attachment CLF-FP-31-2 is Footprint's June 2011 Stakeholder Presentation.Attachment CLF-FP-31-3 is Footprint's May 2012 Stakeholder Presentation tothe EEOA.Attachment CLF-FP-31-4 is Footprint's June 2012 presentation to the DEP,entitled Major CPA Pre-Application Meeting MassDEP Northeast Region.Attachment CLF-FP-31- 5 is Footprint's January 2013 Presentation to MEPA.Attachment CLF-FP-31-6 is Footprint's January 2013 Presentation to the SalemHarbor Task Force.Footprint has not reproduced filings which are in the public domain or providedcorrespondence concerning non-substantive matters, as such would be duplicativeand duly burdensome.

Footprint Power Salem Harbor Development LPEFSB 12-2Footprint Power Salem Harbor Development LP's Responsesto the Conservation Law Foundation's Second Set ofInformation RequestsDate of Response: January 30, 2013Witness Responsible: Scott Silverstein/Peter FurnissInformation Request CLF-FP-32Page 1 of 1Information Request CLF-FP-32CLF-FP-32Response:Please provide a listing of the date, time, attendees, location and description of thepurpose of any meetings or communications that have taken place between theCompany and any entity of the Commonwealth, including any officer,representative or agent thereof.From the conception of the Project to the filing of permits, Footprint hasendeavored to meet with as many government officials as possible. To the best ofFootprint's records, the following meetings and communications have takenplace. Footprint has not identified filings made in connection with thisproceeding or identified any communications that do not involve substantivematters, as such would be duplicative and unduly burdensome.Among others, Footprint has met with Salem Mayor Kim Driscoll, SenateMajority Leader Fred Berry, Representative John Keenan, Senator Joan Lovely,Secretary of Energy and Environmental Affairs Richard Sullivan, the MEP Aoffice, various offices within the Massachusetts Department of EnvironmentalProtection, Department of Public Utilities, the Energy Facilities Siting Board, andthe Attorney General's Office. Footprint also hosted the Salem Harbor StationRevitalization Task Force for a plant tour on September 29,2012 and made apresentation to the Task Force on January 22,2013. The presentations usedduring each of these meetings are produced in response to CLF-FP-31.

Footprint Power Salem Harbor Development LPEFSB 12-2Footprint Power Salem Harbor Development LP's Responsesto the Conservation Law Foundation's Second Set oflnformation RequestsDate of Response: January 30, 2013Witness Responsible: Scott Silverstein/Peter FurnissInformation Request CLF-FP-33Page 1 of 1Information Request CLF-FP-33CLF-FP-33Response:Please provide all documents reflecting any communications the Company hashad with ISO-NE regarding the Project.Footprint's November 2011 presentation to ISO-NE senior executives is providedas Attachment CLF-FP-33-1.

Footprint Power Salem Harbor Development LPEFSB 12-2Footprint Power Salem Harbor Development LP's Responsesto the Conservation Law Foundation's Second Set oflnformation RequestsDate of Response: January 30, 2013Witness Responsible: George Wilson/Ken KinkelaInformation Request CLF-FP-34Page 1 of 1Information Request CLF-FP-34CLF-FP-34Response:Please provide all documents reflecting any communications the Company hashad with any vendors regarding performance specifications, performanceguarantees, and estimated or expected emissions from the Project.Footprint objects to this Information Request to the extent that it is overbroad andunduly burdensome. Footprint already has provided relevant, non-confidentialinformation responsive to this request. See, e.g., Footprint's responses toInformation Requests EFSB-G-1, Attachment EFSB-G-l-1 and EFSB-G-4, andFootprint's Air Plan Application marked as Exh. SHR-S. Much of the requestedinformation consists of vendor or business confidential information and/or biddocuments, presentation materials, and other such information, which are notrelevant to the final design of the facility.Notwithstanding the foregoing objection, Footprint requires its vendors to complywith the air permit.

Footprint Power Salem Harbor Development LPEFSB 12-2Footprint Power Salem Harbor Development LP's Responsesto the Conservation Law Foundation's Second Set ofInformation RequestsDate of Response: January 30, 2013Witness Responsible: Robert StoddardInformation Request CLF-FP-35Page 1 of 1Information Request CLF-FP-35CLF-FP-35Response:In Appendix A to SHR-RS-2, Mr. Stoddard states: "Annual Energy modifiedbecause CRA believes NE estimates for passive demand response (PDR) are tooaggressive." Please explain the basis for, and provide any documentation tosupport the claim that the estimates for passive demand response are tooaggresSIve.CRA tempered ISO-NE's assumption regarding future demand response (DR)penetration based on two groups of factors:First, there has been a slowing and, in some cases, reversal, of the growth of DR.In the NEMAlBoston area, for example, the November 8,2012 ISO-NEpresentation at the Department of Public Utilities in D.P.U. 12-77 showed 205MW of reductions in the supply of existing resources in NEMA!Boston area. (Seepage 9 of the November 8, 2012 ISO-NE presentation, which is available athttp://www.iso-ne.com/pubs/pubcomm/pres spchs/2012/dpu 12-77 iso presentation final.pdf ).Indeed, all of this reduction in NEMAIBoston is attributable to demand-sideresources, according to ISO-NE data available at:http://www.iso-ne.com/markets! othrmkts data/fcm/ qual/terminations!index.htmlMoreover, aside from the 25.669 MW reduction in qualified capacity at Kendall,all of the 184 MW of resources seeking non-price retirement in FCA #7 aredemand-side resources. (See ISO New England's Informational Filing forQualification in the Forward Capacity Market, FERC Docket No. ER13-335-000(November 6, 2012».Second, ISO-NE assumes an ever-increasing role for demand resources, a paththat CRA views as unsustainable. Page 20 of the November 8, 2012 ISO-NEpresentation to the DPU shows summer passive demand resources increasingfrom just 3.2% of the 50/50 Peak in 2012 to 11.1 % in 2021, a four-fold increasein passive DR capacity in nine years. Given the difficulty that DR marketers havehad in securing sufficient clients, as demonstrated above, this rate of growthappears overly optimistic.

Footprint Power Salem Harbor Development LPEFSB 12-2Footprint Power Salem Harbor Development LP's Responsesto the Conservation Law Foundation's Second Set ofInformation RequestsDate of Response: January 30, 2013Witness Responsible: Scott Silverstein/Peter FurnissInformation Request CLF-FP-36Page 1 of2Information Request CLF-FP-36CLF-FP-36In D.P.U. 12-77, Footprint Power stated in its initial comments that: "a long-termcontract for a substantial portion of the project's output is likely necessary."Footprint Initial Comments at 21.(a) Please explain whether the Company believes that a long-term contract isnecessary to facilitate the financing of the Project;(b) Please provide an estimate of the projected cost per megawatt hour thatFootprint would need to recover through any proposed long-term contract;(c) Please provide an estimate of the projected bill impacts to Massachusettsratepayers if the Project were to receive the type oflong-term contractFootprint assumes is necessary to procure financing.Response:Issues associated with the need for a generation facility, including but not limitedto the need for a long-term contract, are outside of the scope of this proceeding.While the Siting Board reviews the need for and cost of transmission lines andnatural gas pipelines subject to its jurisdiction, "the board shall review only theenvironmental impacts of generating facilities, consistent with thecommonwealth's policy of allowing market forces to determine the need for andcost of such facilities." See G.L. c. 164, § 69H. In addition, as set forth in G.L. c.164, § 69J'l4, "[N]othing in this chapter shall be construed as requiring the boardto make findings regarding the need for, the cost of, or alternative sites for agenerating facility."Moreover, a review of the applicant's financial resources and/or its ability to meetthe financial commitments associated with completing a project are outside of theSiting Board's scope of review under G.L. c. 164, § 69J'l4. Prior to the enactmentof the Restructuring Act of 1997, the Siting Board conducted a review of theproject's viability. However, such a review is no longer appropriate under G.L. c.164, § 69J'l4. See Notice of Inquiry Regarding Continued Review of the Viabilityof Power Plants Under the Restructuring Act, 7 DOMSB 19 (1998).

Footprint Power Salem Harbor Development LPEFSB 12-2Footprint Power Salem Harbor Development LP's Responsesto the Conservation Law Foundation's Second Set ofInformation RequestsDate of Response: January 30, 2013Witness Responsible: Scott Silverstein/Peter FurnissInformation Request CLF-FP-36Page 2 of2As set forth in this information request, the issue of long-term contracts wasaddressed by Footprint in D.P.U. 12-77, and not in this case. Questions regardingFootprint's need for long-term contracts, costs recovered through long-termcontracts and bill impacts to ratepayers fall outside the Siting Board's jurisdictionand are not the subject of this proceeding.Notwithstanding the above, Footprint directs CLF to its Initial and ReplyComments filed with the DPU in D.P.U. 12-77, which speak directly to subpart(a) of this request. The information sought in response to subparts (b) and (c) arelikely to be part of a subsequent phase of the proceeding before the DPU.Footprint looks forward to being provided with the opportunity to demonstrate thenew cost savings that its project will provide to the ratepayers of theCommonwealth.

Footprint Power Salem Harbor Development LPEFSB 12-2Footprint Power Salem Harbor Development LP's Responsesto the Conservation Law Foundation's Second Set ofInformation RequestsDate of Response: January 30, 2013Witness Responsible: Robert StoddardInformation Request CLF-FP-37Page 1 of3Information Request CLF-FP-37CLF-FP-37In Appendix A to SHR-RS-2, Mr. Stoddard provides a list of assumptionsregarding new builds and retirements between 2012-2017.(a) Please explain the basis for the assumptions Mr. Stoddard made regardingnew builds and retirements;(b) Please explain why Mr. Stoddard only made assumptions through 2017 ratherthan throughout the anticipated useful life of the Project;(c) Please explain whether Mr. Stoddard included the requirements of the stateRenewable Portfolio Standards in the ISO-NE region in his assumptions aboutfuture generation; if not, please explain why not.Response:(a) Footprint's analysis includes all new builds and retirements that have beenannounced by their owners. In addition, Footprint included new builds in itsmodel based on conclusions from CRA's North American Electricity andEnvironment Model (NEEM). NEEM forecasts timing and mix of newgeneration capacity. Using the outputs of this model, Footprint was able toallocate expected future capacity by generation type to future new builds.Footprint did not include any retirements, beyond those already announced, inits model. While NEEM does evaluate the economics of existing plants, andwill retire resources with negative remaining lifetime net earnings, withcapacity prices set at the Cost of New Entry, existing resources are generallyable to cover their costs. CRA did not, however, model the potential forretirements due to once-through-cooling limits, nor did CRA consider thepotential loss of capacity revenues to units with long start-up times that wouldoccur under ISO-NE's proposed redefinition of the capacity obligation. See,e.g. "FCM Performance Incentives" at http://www.isone.com/committees/commwkgrps/mrkts comm/mrkts/mtrls/20 12/nov1620 12/fcm performance white paper.pdf.(b) CRA modeled both retirements and new builds through 2025, not just through2017. Refer to part (a) (above) for the methodology behind CRA'sassumptions.

Footprint Power Salem Harbor Development LPEFSB 12-2Footprint Power Salem Harbor Development LP's Responsesto the Conservation Law Foundation's Second Set oflnformation RequestsDate of Response: January 30, 2013Witness Responsible: Robert StoddardInformation Request CLF-FP-37Page 2 of3(c) The requirements of the state Renewable Portfolio Standards (RPS) in theISO-NE region were the basis for CRA's additions of new renewablegeneration. CRA also referred to testimony from Richard A. Rapp, Jr. andSusan F. Tierney in the National Grid Petition for Approval of Two Long­Term Contracts to Purchase Wind Power and Renewable Energy CertificatesPursuant to G.L. c. 169, § 83 and 220 C.M.R. § 17.00 et seq, D.P.U. 10-54(http://www.env.state.ma.us/dpu/docs/electric/l 0-54/641 Ongptb 1.pdf) (June 4,2010). Based on the RPS and above-referenced testimony, CRA looked at Dr.Tierney's New England-only case that modeled renewable energy supply anddemand, using a moderate base case for forecasted demand. CRA looked at acase where 43% of renewable projects were wind (in the years 2010 to 2015),and drew demand figures from renewable resources from this model. Thesefigures can be found below.Sum of Generation (GWh)2016 2017 2018 2019 2020 2021 2022 202a 2024 2025IS ONE 142,194 144,173 146,166 147,697 149,346 150,838 150,737 150,615 151,003 150,600CC 35,578 35,602 36,039 36,131 36,582 34,809 33,300 32,730 34,500 34,013CCDF 30,665 32,899 33,191 32,652 33,139 32,137 31,495 30,954 29,625 23,190DCTIE -14,054 -14,016 -14,016 -14,016 -14,054 -14,016 -14,016 -14,016 -14,054 -14,016GT 435 689 592 691 735 655 620 557 444 275Hydro 5,290 5,290 5,290 5,290 5,290 5,290 5,290 5,290 5,290 5,290IC 114 120 121 141 156 168 175 183 193 206LFG 579 545 618 683 666 651 653 653 666 653NU 38,549 37,508 38,102 38,301 37,759 38,894 38,894 38,894 39,005 47,241PSH 1,139 977 1,078 1,058 1,159 1,153 1,190 1,094 1,071 1,127PUR 26,294 26,362 26,323 26,270 26,393 26,114 25,887 25,752 25,482 24,834PV 339 391 443 496 550 549 549 549 550 549STc 4,248 4,197 4,448 5,127 5,218 6,073 7,654 8,075 8,547 7,968STgo 697 1,002 1,000 1,147 1,192 1,282 1,089 1,051 792 430STr 7,748 7,725 7,729 7,731 7,753 7,725 7,723 7,733 7,744 7,728WND 4,573 4,883 5,207 5,997 6,810 9,354 10,234 11,117 11,147 11,114NYISO -1,211 -1,115 -1,167 -1,176 -1,174 -1,193 -1,091 -1,120 -1,172 -1,204DCTIE -1,221 -1,149 -1,189 -1,202 -1,215 -1,225 -1,128 -1,149 -1,190 -1,206DDGT 10 34 23 25 41 32 36 29 18 1Sum Renewables- eRA 18,530 18,834 19,288 20,196 21,069 23,569 24,448 25,341 25,398 25,333Percent of total region 13.03% 13.06% 13.20% 13.67% 14.11% 15.63% 16.22% 16.83% 16.82% 16.82%National Grid Analysis:Renewable Demand- NE Only 14,309 16,915 18,405 20,245 21,316 22,240 23,182 24,142 25,121 26,390134583o_1

Footprint Power Salem Harbor Development LPEFSB 12-2Footprint Power Salem Harbor Development LP's Responsesto the Conservation Law Foundation's Second Set of Information RequestsDate of Response: January 30, 2013Witness Responsible: Robert StoddardInformation Request CLF-FP-37Page 3 of3The CRA forecast for renewable generation is greater than the renewable energydemand figure in all years with the exception of2025. However, note that CRA'sfigures above do not include renewable imports.

Footprint Power Salem Harbor Development LPEFSB 12-2Footprint Power Salem Harbor Development LP's Responsesto the Conservation Law Foundation's Second Set ofInformation RequestsDate of Response: January 30, 2013Witness Responsible: Robert StoddardInformation Request CLF-FP-38Page 1 of2Information Request CLF-FP-38CLF-FP-38In response to CLF-FP-7, the Company stated that the expected lifespan of theproposed facility is 30 years. Based on the Company's proposed beginningoperation date of2016, the facility would operate until 2046. However, theCompany has only provided an analysis of the impact of the facility's impact onair emissions (including greenhouse gas emissions) and electricity costs for theperiod of 2016 through 2025.(a) Please explain why the Company did not provide an analysis of the facility'sprojected impacts on air emissions (including greenhouse gas emissions) andelectricity costs for the entire period of the facility's expected lifespan.(b) Please provide an analysis of the facility's projected impacts on air emissions(including greenhouse gas emissions) and electricity costs for the entire periodofthe facility's expected lifespan.Response:(a) The Company demonstrated the effect of the addition of the proposed facilityover 10 years, when the dynamics of the system dispatch were least intuitive,demonstrating substantial regional reductions in emissions. The Company didnot provide analysis past this point because there is little additionalinformation to be gained in such an analysis. If the proposed SHR facility isnot built, CRA's model would have added a comparable power plant during orbefore 2026. The net effects based on other power plants being built willultimately be essentially zero for air emissions; however, as the proposed SHRfacility uses one of the few brownfield generation sites in NEMA/Boston, anyother electrically equivalent site would have had greater land-use andconstruction impacts.(b) The Company has not conducted this analysis for several reasons. First andforemost, system conditions beyond ten years are highly speculative.Furthermore, as discussed above, the emissions impact beyond ten years willlikely continue the trend of the first ten years, with a declining but still netpositive effect on regional emissions. In these later years, a new source ofpositive emissions contributions could arise: the ability of ISO-NE

Footprint Power Salem Harbor Development LPEFSB 12-2Footprint Power Salem Harbor Development LP's Responsesto the Conservation Law Foundation's Second Set ofInformation RequestsDate of Response: January 30,2013Witness Responsible: Robert StoddardInformation Request CLF-FP-38Page 2 of2to integrate higher levels of intermittent renewable resources, therebyallowing the retirement of less flexible generation fired by coal or oil.Likewise on the economic side of the ledger, there is no reason to believe thepositive economic benefits will reverse in later years; moreover, because ofthe discount rate properly applied in such analyses, the economic value todayof savings beyond 2025 is overshadowed by the savings in the first ten years.

Footprint Power Salem Harbor Development LPEFSB 12-2Footprint Power Salem Harbor Development LP's Responsesto the Conservation Law Foundation's Second Set ofInformation RequestsDate of Response: January 30,2013Witness Responsible: Robert StoddardInformation Request CLF-FP-39Page 1 of 1Information Request CLF-FP-39CLF-FP-39Response:In Appendix A to SHR-RS-2, Mr. Stoddard included assumptions about fivetransmission upgrades within the ISO-NE service area. However, in D.P.U. 12-77, National Grid provided response DPU-G-1 which projects an additional 800-1000 megawatts of additional net import capability into NEMA as a result ofplanned transmission upgrades. In addition, in D.P.U. 12-77, ISO-NE provided alisting of proposed transmission projects that could affect capacity in the NEMAarea. Please explain why Mr. Stoddard did not include these planned transmissionupgrade in his assumptions and provide an analysis that does include the impactsof these transmission upgrades on the analysis.CRA did not include the Greater Boston Transmission Project because the projecthas neither been finalized nor approved by ISO-NE, but rather is "in the finalstages of solutions development." (See page 14 of the ISO-NE presentation toDPU, November 8, 2012, which is available at http://www.isone.com/pubs/pubcomm/presspchs/2012/dpu 12-77 iso presentation final.pdf)Any statement by National Grid as to the potential increase in transfer capabilityis speculative; ISO-NE has the responsibility for the final determination oftransfer capabilities. Consequently, CRA has not conducted any analysisincluding this still-fluid project with unknown impacts on the capacity transfercapability into NEMAIBoston.

Footprint Power Salem Harbor Development LPEFSB 12-2Footprint Power Salem Harbor Development LP's Responsesto the Conservation Law Foundation's Second Set ofInformation RequestsDate of Response: January 30, 2013Witness Responsible: Robert StoddardInformation Request CLF-FP-40Page 1 of 1Information Request CLF-FP-40CLF-FP-40Response:Please explain whether Mr. Stoddard considered any price forecasts other thanthose referenced in the report for natural gas prices over the course of the studyperiod. If so, (a) please provide the results of that analysis; if not, (b) pleaseexplain why Mr. Stoddard did not.The price forecasts referenced in the report were the only ones used. Use of alower gas price forecast would not increase the dispatch levels of the proposedSHR facility very much (as those levels are already very high), but such asituation would likely impair the development of the full scope of renewableresources included in the model because the Alternative Compliance Paymentwould be more likely to come into effect. Use of a higher gas price wouldmarginally reduce the SHR dispatch as coal generation would become moreeconomic but, by the same token, the impact of adding the proposed SHR facilityto the resource stack would have greater benefit in reducing coal emissions thanin the case we modeled. Consequently, additional formal modeling of alternativegas forecasts was not seen as producing materially different or adverse to theCompany's presentation.

Footprint Power Salem Harbor Development LPEFSB 12-2Footprint Power Salem Harbor Development LP's Responsesto the Conservation Law Foundation's Second Set oflnformation RequestsDate of Response: January 30,2013Witness Responsible: Kenneth KinkelaInformation Request CLF -FP-41Page 1 of 1Information Request CLF-FP-41CLF-FP-41Response:In the DEIR, the Company states that the emissions from "the proposed CCGFacility will be among the lowest of any fossil fuel-fired power plant in theUnited States." DEIR, 6.2 at 6-1. Please provide complete and detaileddocumentation to support this claim including, but not limited to, any permits thatwere reviewed, any emissions data from other facilities that was reviewed, andany other information that the Company relied upon in making this claim.The primary basis for the statement that the emissions from "the proposed CCGFacility will be among the lowest of any fossil fuel-fired power plant in theUnited States" is that the emissions from the proposed CCG facility for NO x , CO,and NH3 will all be limited to less than 2.0 parts per million (ppm), corrected to15% 02, dry basis. The stringent DEP Top Case Best Available ControlTechnology (BACT) Guidelines for Combustion Turbines (June 2011) include"top" case emissions for natural gas fired combined cycle combustion turbines of2.0 ppm for NO x , CO, and NH3. The "top" case values in the DEP BACTGuidance are set to reflect the most stringent level of control achieved in practicefor each type of source.The only other operating natural gas fired combined cycle combustion turbines inthe United States Footprint is aware of that have permitted limits of2.0 ppm forNO x , CO, and NH3, with these limits applicable across the full normal operatingload range, are the GenOn Kendall Station GE 7F unit in Cambridge MA, ExelonMystic's four Mitsubishi 501G units at Mystic Station in Everett MA, and ForeRiver Station's two Mitsubishi 501G units in Weymouth MA. Also, the KendallStation unit and the Fore River units are permitted for higher emission withbackup oil firing, but neither of these facilities reported any oil use in the mostrecent operating year of record available from DEP (2011). The proposed CCGfacility will not be permitted for backup oil firing.

Footprint Power Salem Harbor Development LPEFSB 12-2Footprint Power Salem Harbor Development LP's Responsesto the Conservation Law Foundation's Second Set ofInformation RequestsDate of Response: January 30, 2013Witness Responsible: Kenneth KinkelaiKeith Kennedy/George LipkaInformation Request CLF-FP-42Page 1 of 1Information Request CLF-FP-42CLF-FP-42In the DEIR, the Company states that the proposed facility's projected C02emissions are expected to be well under an annual average of 1,000 lbs permegawatt hour. DEIR at 6.2.2.7 at 6-14. Please provide complete and detaileddocumentation and explanation regarding the expected C02 emissions from thefacility under all operating scenarios.Response: As stated in the DEIR at 6-28, the CCG facility baseload design C02 level is 842lbs per megawatt hour. At the minimum expected sustained operating loadcondition, it is expected the C02 emission rate will not exceed approximately 980lbs per megawatt hour. As discussed in Section 6 of the DEIR, the CCG facilityis expected to generally operate at or near baseload conditions. Therefore, C02emissions are generally expected to be within the baseload design level of 842 lbsper megawatt hour. Therefore, on an annual average basis, CO2 emissions willremain well below 1,000 lbs per megawatt hour.

Footprint Power Salem Harbor Development LPEFSB 12-2Footprint Power Salem Harbor Development LP's Responsesto the Conservation Law Foundation's Second Set ofInformation RequestsDate of Response: January 30,2013Witness Responsible: Keith Kennedy/George LipkaInformation Request CLF-FP-43Page 1 of 1Information Request CLF-FP-43CLF-FP-43Response:Referring to the DEIR at 6.2.3 at 6-16, the Company relied upon meteorologicaldata provided by the DEP from Boston Logan airport and Gray, Maine from theperiod 2006-2010. Please provide all information that the Company possesses todemonstrate that the data is representative of the meteorological conditions inSalem and within the air dispersion modeling area around the proposed facility.The Boston Logan/Gray ME meteorological data set used to conduct thedispersion modeling analysis is representative of the project site for severalreasons. First, the Boston Logan surface station is the closest first order NationalWeather Service station to Salem. The Boston Logan surface station is only about13 miles from the CCG project site in Salem. In addition, both the Boston Logansurface station and Gray Maine upper air station are located near the coast andthus are influenced by a similar coastal meteorological regime to that found at theSalem site. The meteorological data set used in the analysis has been approved bythe DEP as representative for the project site.

Footprint Power Salem Harbor Development LPEFSB 12-2Footprint Power Salem Harbor Development LP's Responsesto the Conservation Law Foundation's Second Set ofInformation RequestsDate of Response: January 30,2013Witness Responsible: Kenneth KinkelaInformation Request CLF-FP-44Page 1 of 1Information Request CLF-FP-44CLF-FP-44Response:Referring to the DEIR at 6.10 and Appendix E, please provide complete anddetailed documentation including references to all studies and materials reliedupon to develop the Company's estimates of sea level rise. In addition, pleaseprovide the underlying data, assumptions and all model runs that were conductedduring the analysis of the projected sea level rise.Footprint based its estimate of sea level rise on studies that compiled the results ofthe scientific communities - it did not independently study the science of sea levelrise nor did it independently perform modeling of potential sea level changes.One such document, Attachment CLF-FP-44-1 is a paper on Global Warming:Sea Level Rise. Additionally, Footprint used the National Weather Service'sOcean Prediction Center's search function, which can be found athttp://www.opc.ncep.noaa.gov/index.php, and storm conditions derived from thatsite. Finally, Footprint used the University of Colorado's Sea Level ResearchGroup website at http://sealevel.colorado.edu .

Footprint Power Salem Harbor Development LPEFSB 12-2Footprint Power Salem Harbor Development LP's Responsesto the Conservation Law Foundation's Second Set ofInformation RequestsDate of Response: January 30,2013Witness Responsible: Keith Kennedy/George LipkaInformation Request CLF-FP-45Page 1 of 1Information Request CLF-FP-45CLF-FP-45Referring to the DEIR at 7.3, the Company does not provide an analysis of howthe proposed project will impact the Commonwealth's mandate to reducegreenhouse gas emissions by 25% below 1990 levels by 2020 and by 80% below1990 levels by 2050.(a) Please provide a detailed analysis of how the project will nor will not beconsistent with these specific mandates and with the Clean Energy andClimate Plan for 2020.(b) Please provide complete and detailed documentation to support theCompany's assertion that the proposed project will allow for increasedpenetration of renewable generation and provide estimates of the level ofincreased renewable energy penetration that the Company asserts may beattributed to the proposed facility.Response:(a) Please refer to the response to CLF-FP-18. This response references the mostdetailed evaluations that have been conducted.(b) Please refer to the response to EFSB-G-32. This is the most detailedinformation Footprint is able to provide regarding the how the SHR projectcan complement renewable resources. No detailed analyses have beenconducted with respect to the specific quantity of renewable resources thatcould be involved.

Footprint Power Salem Harbor Development LPEFSB 12-2Footprint Power Salem Harbor Development LP's Responsesto the Conservation Law Foundation's Second Set ofInformation RequestsDate of Response: January 30, 2013Witness Responsible: Keith Kennedy/George LipkaInformation Request CLF-FP-46Page 1 of 1Information Request CLF-FP-46CLF-FP-46Response:Please provide complete and detailed documentation to support the BACT andLAER analyses contained in the Comprehensive Plan Approval Applicationincluding, but not limited to, all results of searches of the BACT/RACT/LAERclearinghouse, any individual permits that were consulted, any informationregarding the costs and feasibility of particular control technology options, andany calculations performed to support the BACT and LAER analysis for eachpollutant.As stated in the Comprehensive Plan Approval Application in Section 5, theRACT/BACT/LAER Clearinghouse (RBLC) was consulted for the LAERdetermination for NO x . Attachment CLF-FP-46-1 provides the results for theRBLC search for the lowest NO x emission rate for projects approved in the last 10years for Process Type 15.210 (large gas-fired combined cycle combustionturbines). The results of this search show that the lowest approved NO x rate inRBLC is 2.0 ppm corrected to 15% 02.The BACT determination results in the Comprehensive Plan ApprovalApplication in Section 5 rely upon the DEP Top Case Best Available ControlTechnology (BACT) Guidelines for Combustion Sources (June 2011). Thisreference is provided as Attachment CLF-FP-46-2. Large combined cycle gasfiredcombustion turbines are referenced on page 14. Attachment CLF-FP-46-2 isbased on the original Plan Approval for the combined cycle units at MysticStation, a copy of which is provided as Attachment CLF-FP-46-3. TheComprehensive Plan Approval Application at 5-5 also cites the Brockton CleanEnergy Approval, which is provided as Attachment CLF-FP-46-4.There was no other specific information regarding costs and feasibility ofparticular control technology options developed, or any cost control calculationsperformed to support the BACT and LAER analysis.

Footprint Power Salem Harbor Development LPEFSB 12-2Footprint Power Salem Harbor Development LP's Responsesto the Conservation Law Foundation's Second Set of Information RequestsDate of Response: January 30, 2013Witness Responsible: Keith Kennedy/George LipkaInformation Request CLF-FP-47Page 1 of 1Information Request CLF-FP-47CLF-FP-47Response:Referring to Table 2-1 in the DEIR, it appears that background concentrations ofthe criteria pollutants were based on data from 2009-2011. Please update thebackground concentrations using data from 2010-2012.Per DEP, the 2012 ambient data will not be available for distribution until the endof March 2013.

Footprint Power Salem Harbor Development LPEFSB 12-2Footprint Power Salem Harbor Development LP's Responsesto the Conservation Law Foundation's Second Set ofInformation RequestsDate of Response: January 30, 2013Witness Responsible: Robert StoddardInformation Request CLF-FP-48Page 1 of 1Information Request CLF-FP-48CLF-FP-48Response:Please state whether you conducted an analysis of the projected fuel consumptionfor the proposed Project, and if so, (a) explain that analysis, including the factorsthat were taken into account and the conclusions that were reached; and (b) setforth the projected fuel consumption in each month of the year.Yes, this analysis was integrated with the GE MAPS analysis conducted by CRA.(a) The fuel consumption analysis performed by CRA matches the commitmentof dispatch forecasted by GE MAPS during the study period, and thereforeincludes all factors considered in that model.(b) The monthly usage is provided in Attachment CLF-FP-48-1, a spreadsheetentitled "SHR Fuel Consumption - Monthly."

Footprint Power Salem Harbor Development LPEFSB 12-2Footprint Power Salem Harbor Development LP's Responsesto the Conservation Law Foundation's Second Set ofInformation RequestsDate of Response: January 30, 2013Witness Responsible: Scott Silverstein/Peter FurnissInformation Request CLF-FP-49Page 1 of 1Information Request CLF-FP-49CLF-FP-49Response:Please state whether you conducted any analysis of the projected levels of demandfor natural gas from the proposed project as compared with current levels ofdemand on the Hub line , and if so, (a) explain that analysis, including the factorsthat were taken into account and the conclusions that were reached; and (b) setforth the results.Footprint has performed no such studies.

Footprint Power Salem Harbor Development LPEFSB 12-2Footprint Power Salem Harbor Development LP's Responsesto the Conservation Law Foundation's Second Set oflnformation RequestsDate of Response: January 30, 2013Witness Responsible: Scott Silverstein/Peter FurnissInformation Request CLF-FP-50Page 1 of 1Information Request CLF-FP-50CLF-FP-50Response:Please state whether you conducted an analysis of more than one diameter ofpipeline and levels of pressure for delivery of fuel to the site, and if so, (a) explainthat analysis; and (b) set forth the results.Footprint has performed no such studies.

Footprint Power Salem Harbor Development LPEFSB 12-2Footprint Power Salem Harbor Development LP's Responsesto the Conservation Law Foundation's Second Set ofInformation RequestsDate of Response: January 30, 2013Witness Responsible: Robert StoddardInformation Request CLF-FP-51Page 1 of 1Information Request CLF-FP-51CLF-FP-51Response:Please provide an analysis of the impacts of projected increases in the number ofdays over 95 degrees F in evaluating the potential impacts of climate change onthe operation of the facility, including, but not limited to, potential impacts on thecapacity, emissions, air cooling technology, supply and dispatch.The emissions analysis provided in this proceeding and as part of the Project'sComprehensive Air Permit Application assumes 720 hours of duct firing. Thisassumption was made to measure emissions assuming the unit runs at full outputduring all peak hours over the summer. (16 peak hours per day x 5 days per weekx 9 weeks = 720 hours). Given that the emissions projections already assume fulloutput during the warmest periods of the year, an increase in the number of daysover 95 degrees would not be expected to impact the analysis already performedand presented.

Footprint Power Salem Harbor Development LPEFSB 12-2Footprint Power Salem Harbor Development LP's Responsesto the Conservation Law Foundation's Second Set ofInformation RequestsDate of Response: January 30, 2013Witness Responsible: Scott Silverstein/Peter FurnissInformation Request CLF-FP-52Page 1 of2Information Request CLF-FP-52CLF-FP-52Response:Referring to the DEIR at 4-12, the Company states that the Salem Reuse Studyidentified natural gas as the only economically viable alternative at the site.However, at page 72 of the Salem Reuse Study, the study explains that "in manyof the scenarios that were analyzed, the economics do not appear to justify thedevelopment of a new power plant at the site." Please explain how Footprint'sanalysis of the economics differs from that of the Salem Reuse Study.Issues associated with the need for a generation facility, including but not limitedto the need for a long-term contract, are outside of the scope of this proceeding.While the Siting Board reviews the need for and cost of transmission lines andnatural gas pipelines subject to its jurisdiction, "the board shall review only theenvironmental impacts of generating facilities, consistent with thecommonwealth's policy of allowing market forces to determine the need for andcost of such facilities." See G.L. c. 164, § 69H. In addition, as set forth in G.L. c.164, § 69JY4, "[N]othing in this chapter shall be construed as requiring the boardto make findings regarding the need for, the cost of, or alternative sites for agenerating facility."Moreover, a review of the applicant's financial resources andlor its ability to meetthe financial commitments associated with completing a project are outside of theSiting Board's scope of review under G.L. c. 164, § 69JY4. Prior to the enactmentof the Restructuring Act of 1997, the Siting Board conducted a review of theproject's viability. However, such a review is no longer appropriate under G.L. c.164, § 69JY4I". See Notice o/Inquiry Regarding Continued Review o/the Viabilityof Power Plants Under the Restructuring Act, 7 DOMSB 19 (1998).Notwithstanding the foregoing, Footprint offers the following observation:Fundamentally, Footprint's analysis does not differ from that of the Salem HarborSite Reuse Study. As the Study stated (at pp. 72-73):The analysis was performed assuming traditional financingof a new power plant project and is based upon the existingstructure and rules within New England's power markets.In many of the scenarios that were analyzed, the economics134583o_1

Footprint Power Salem Harbor Development LPEFSB 12-2Footprint Power Salem Harbor Development LP's Responsesto the Conservation Law Foundation's Second Set ofInformation RequestsDate of Response: January 30, 2013Witness Responsible: Scott Silverstein/Peter FurnissInformation Request CLF-FP-52Page 2 of2do not appear to justify the development of a new powerplant at the site. However, these results should not beassumed to rule out construction of a new power plant atthe site in the future. The environment for newdevelopment could change if financial incentives or grantswere to be offered by the Commonwealth or other entitiesfacilitating a reduced or non-traditional financing structure.New market rules within the ISO-NE could also beimplemented in the future that would provide addedincentive to construct new power generating plants.Footprint made its views on this subject clear in its comments before the DPU inD.P.U. 12-77, referenced by CLF in Information Request CLF-FP-36.

Footprint Power Salem Harbor Development LPEFSB 12-2Footprint Power Salem Harbor Development LP's Responsesto HDSNAlPNA's Second Set ofInformation RequestsDate of Response: January 30,2013Witness Responsible: Kenneth Kinkela/George WilsonInformation Request HDSNA/PNA-6Page 1 of 1Information Request HDSNAIPNA-6HDSNA/PNA-6Please refer to the response to EFSB-S-9.Although it is hoped that no need for an Emergency Response Plan willarise during any of the phases of demolition, remediation and construction,we request that Footprint provide a detailed and comprehensiveEmergency Plan, including one for evacuation of the local neighborhoodsand particularly for students and staff of the Bentley Elementary Schoollocated behind the project site.Response:Footprint will require any demolition contractor, remediation contractor orconstruction contractor for the new plant to develop its own site-specificenvironmental, health and safety (EHS) plan and an Emergency ResponsePlan. Footprint will develop an Emergency Response Plan for theoperation of the SHR facility. (See Footprint's supplemental response toinformation request EFSB-S-9.)Footprint will work closely with City officials, including police, fire andschool officials, to develop its Emergency Response Plan. As part of thesemeetings, Footprint is prepared to discuss the need to develop plans whichgo above and beyond the scope of the Emergency ResponsePlan. Footprint also will meet with HDSNAIPNA and other neighborswith respect to the Plan in order to address specific concerns.1345657_1

Footprint Power Salem Harbor Development LPEFSB 12-2Footprint Power Salem Harbor Development LP's Responsesto HDSNAlPNA's Second Set ofInformation RequestsDate of Response: January 30,2013Witness Responsible: George WilsonInformation Request HDSNA/PNA-7Page 1 of 1Information Request HDSNA/PNA-7HDSNAIPNA-7Please refer to the response to EFSB-LU-3-7.Please provide formal commitment that Footprint will not in any wayattempt to bypass review, permitting and oversight of the proposed projectand its activities by City of Salem laws pertaining to zoning, regulating,permitting or maintaining oversight of the proposed project site andactivities and those boards and commissions authorized to carry out thoselaws.Response:As set on page 178 of the Petition to Construct, Footprint plans to file forlocal permits and approval as necessary. A list of required zoning andother local permits and approvals is provided in Table I-Ion page 1-3 ofthe DEIR (Exh. SHR-7) and Attachment EFSB-G-26-1 to the response toinformation request EFSB-G-26. Moreover, Footprint plans to meet andmake presentations to Salem Planning Board and Zoning Board ofAppeals to preview and support its proposals.1345657_1

Footprint Power Salem Harbor Development LPEFSB 12-2Footprint Power Salem Harbor Development LP's Responsesto HDSNA/PNA's Second Set oflnformation RequestsDate of Response: January 30, 2013Witness Responsible: Scott Silverstein/Peter FurnissInformation Request HDSNA/PNA-8Page 1 of 1Information Request HDSNA/PNA-8HDSNAIPNA-8Please refer to the response to EFSB-G-36.In discussion of the financial benefits of the project to the City of Salemother than tax revenues, Footprint states "the redevelopment of the balanceof the site will generate jobs and tax revenues ... " Please provideinformation about the plans currently being developed for which this claimcan be made, such as plans for the use of the existing dock by the City ofSalem, and the basis for including this broader consideration of "projectsite" to all 60+ acres, rather than being limited to the specific acreage onwhich the gas-fired power plant is to be constructed and which was,presumably, the scope of the application being considered herein.Also, please provide the basis for the assertion that "Perhaps mostimportant, however, are the costs that will not be incurred - decliningproperty values, and thus declining property tax revenues not from the siteitself, but from neighboring properties." In light of the state legislation(S.2395 - Section 42) requiring cleanup and remediation of the SalemHarbor Station site even if no power plant is permitted and built, it wouldseem neighborhood property values may in fact decrease by implementingthe proposed project and continuing to have a power plant so close to theneighborhoods, rather than increasing property values by having no powerplant on an attractive, cleaned up site.Response:Footprint is working closely with Mayor Driscoll to help the City realizeits goal of using the Site's deepwater wharf to bring cruise ships to Salem.Beyond that, Footprint shares the goals and vision expressed in the SalemHarbor Site Reuse Study for the redevelopment of the remaining acreagebeyond the site of the new power plant. While it is beyond the scope ofthis proceeding, Footprint views the redevelopment of this site as a once ina lifetime opportunity to reimagine and reinvent Salem's waterfront.Footprint looks forward to continuing its discussions with its neighborsand the City to ensure that together we can realize that goal in a mannerconsistent with the character of the neighborhood, its historic nature,recent uses, and the needs of the City. The new power plant is both theanchor tenant of this reinvented waterfront and the economic engine thatwill permit the broader site to be developed in a more reasonable timeframe than the 50-60 years projected in the Site Reuse Study (at p. 56).1345657_1

Footprint Power Salem Harbor Development LPEFSB 12-2Footprint Power Salem Harbor Development LP's Responsesto HDSNAlPNA's Second Set ofInformation RequestsDate of Response: January 30, 2013Witness Responsible: Kenneth Kinkela/George WilsonInformation Request HDSNA/PNA-9Page 1 of 1Information Request HDSNA/PNA-9HDSNA/PNA-9Please refer to the response to EFSB-G-27.Please provide justification for proceeding with any "early activities"during any phase of the proposed project, prior to receiving all of thepermits pertaining to the project from any and all federal, state, local orother authorities having jurisdiction over any aspect of the proposedproject, including but not limited to the demolition and remediation of anyareas of the site.Response:Footprint will not proceed with any demolition activities before receivingall permits and approvals necessary for demolition. Footprint mustcommence demolition before receiving all permits for the proposed SHRfacility in order to construct and begin operation of the proposed facilityconsistent with the project schedule.1345657_1

Footprint Power Salem Harbor Development LPEFSB 12-2Footprint Power Salem Harbor Development LP's Responsesto HDSNAlPNA's Second Set ofInformation RequestsDate of Response: January 30, 2013Witness Responsible: Scott Silverstein/Peter FurnissInformation Request HDSNA/PNA-I0Page 1 of 1Information Request HDSNAIPNA-I0HDSNA/PNA-10Please refer to the responses to EFSB-G-31 and EFSB-G-3 7.In light of the projections of G-31 put forth by Charles River Associatesthat estimate "a moderate decline in capacity factors" to 72% in 2025, theend-date of their modeling, and the statement in G-37 that "Footprint doesnot anticipate costs or other resource requirement to be incurred by theCity of Salem in connection with the SHR facility," please provideassurance to the residents of Salem in the form of a bond that if and whenthe operation of the proposed gas-fired power plant is for any reason to beshut down, Footprint commits to cover all costs for the demolition of theplant and any remediation of the site required to bring it to anenvironmentally safe condition.Response:While the issues raised in this request are beyond the scope of the issues inthis proceeding, Footprint notes that the requested bond is not required byany current statute or regulation. Moreover, as a plant fueled only bynatural gas, even at the end of its useful life, the SHR facility is unlikely toface any of the environmental challenges posed by older coal and oil firedplants where long term storage of solid and liquid fuels or the by-productsof the combustion of those fuels have the potential to contribute toenvironmental contamination. As a result, Footprint does not expect theSHR facility to require remediation at the end of its useful life. Finally,the scrap value of the facility at the end of its useful life is expected toexceed the cost of demolition.1345657_1

Footprint Power Salem Harbor Development LPEFSB 12-2Footprint Power Salem Harbor Development LP's Responsesto HDSNA/PNA's Second Set oflnformation RequestsDate of Response: January 30, 2013Witness Responsible: Scott SilversteinlPeter FurnissInformation Request HDSNA/PNA-11Page 1 of 1Information Request HDSNA/PNA-l1HDSNAlPNA-11Please refer to SHRlSGS-PF-1, 95-98.Please offer greater clarification of and justification for the conclusion thatthe siting of the proposed power plant requires a waterfront location since(1) the Hubline seems not to be coming directly from the harbor butoverland from Beverly and Salem to the project site, which should allowsuch piping overland to take place at other, preferably, less denselypopulated inland areas, and (2) delivery of heavy equipment to demolishthe existing plant and remediate the site may be required to come by ship;however, it seems that major equipment for the construction andmaintenance of the proposed power plant could be delivered more easilyto some inland site near bigger roads and/or rail access, rather thanadjacent to streets in the Historic Derby Street and Point neighborhoods,that were originally built for and better used by horses and buggies.Response:The Hubline pipeline begins in Beverly Harbor and extends out to seabefore making landfall at Exelon's Fore River Plant in Weymouth, MA.Footprint is working with Algonquin Gas Transmission, the owner of theHubline, to assist Algonquin's efforts to provide a suitable route for thelateral line that will interconnect the plant with Hubline. Heavyequipment will be delivered entirely by water to this site. Like Salem,many cities in the greater Boston area are ill-suited to large trucks andconstruction vehicles traversing their streets. The waterfront location ofthis site ensures that truck traffic can be kept to an absolute minimum.Finally, there is a need for new generating capacity in the Boston area.The site of an existing generating facility of approximately equal output isthe optimal location for the project. The logistical advantages withexisting gas and electric transmission infrastructure and the level ofcomfort with hosting a power plant make Salem a desirable choice for anew plant, particularly in light of the benefits that the new plant canprovide to the City, and the Commonwealth.1345657_1

Footprint Power Salem Harbor Development LPEFSB 12-2Footprint Power Salem Harbor Development LP's Responsesto HDSNA/PNA's Second Set ofInformation RequestsDate of Response: January 30, 2013Witness Responsible: Scott Silverstein/Peter FurnissInformation Request HDSNA/PNA-12Page 1 of 1Information Request HDSNAIPNA-12HDSNAIPNA-12Please refer to SHRlSGS-PF-1, 11-41 and Attachments A&B.Aside from the qualifications relative to Mr. Furniss, CEO of FootprintLLC, and Mr. Silverstein, President and COO of Footprint LLC providedin the pre-filed testimony referenced above, please offer information thatdemonstrates the specific education, skill set and experience of runningoperations such as the proposed project that would offer confidence thatthese executives can successfully fulfill their designated roles, fromplanning and overseeing the demolition of the existing plant through itsconstruction and daily operation, inclusive of the planning anddevelopment of the remaining 45+ acres for non-energy generation uses ifthe total site is to be considered within the scope ofEFSB 12-2 petitionprocess.Response:First, issues associated with planning and development of the remainder ofthe site are not within the scope of the issues before the EFSB in thisproceeding. Notwithstanding the foregoing, Footprint notes that withrespect to qualifications, the Footprint team is composed of individualswith decades of experience developing and operating power plants in andaround the Boston area. In addition to Messrs Furniss and Silverstein,who together have over 35 years of experience in the power industry andhave been continuously active in the New England independent powerindustry since the earliest days of deregulation in the first years of thiscentury, Footprint's CFO, Paul Ehrenzeller, has over 20 years ofexperience in the industry including senior financial roles at SitheEnergies and Boston Generating. Project Manager George Wilson hasserved in both a senior development role and senior operational role withthe Boston Generating facilities, through their ownership by Sithe, BostonGenerating, US Power Generating Company, and Exelon Corporation.Beyond these senior executives, Footprint's team is augmented by anarray of engineers, architects, consultants, and permitting professionalsthat is ready, willing, and able to successfully develop, manage, andoperate this project.

Footprint Power Salem Harbor Development LPEFSB 12-2Footprint Power Salem Harbor Development LP's Responsesto New England Power Company d/b/a National Grid's Second Set ofInformation RequestsDate of Response: January 30, 2013Witness Responsible: Kenneth Kinkela/George WilsonInformation Request NG-FP-3Page 1 of5Information Request NG-FP-3NG-FP-3Please refer to the response to Information Request NG-FP-1 and Figure 1.9.1-1of Footprint's Petition.(a) Figure 1.9.1-1 is entitled, in part, "Levell Project Schedule." Please: (i) describethe meaning of the "Levell" label; (ii) indicate whether there are additionallevels to Footprint's project schedule; (iii) ifthere are additional levels, explainthe purpose of each such level; (iv) provide a copy of each level of the projectschedule (as applicable); and (v) provide a copy of the most recent revision orupdate to Footprint's current schedule for the project's permitting andconstruction.(b) With regard to Item 2 in Figure 1.9.1-1, entitled "OEM/Construction Finance(NTP)," please explain: (i) all required actions and activities that are necessary tobegin and complete this task; and (ii) why the duration for this task is only oneday.(c) With regard to Item 4 in Figure 1.9.1-1, entitled "Site Classification for Permits,"please list and describe all required actions and activities, and the duration of eachsuch action and activity, planned to take place during the time frame indicated(i.e., March 4, 2013 to August 30, 20l3).(d) With regard to Item 5 in Figure 1.9.1-1, entitled "Remediation Permitting," pleaselist and describe all required actions and activities, and the duration of each suchaction and activity, planned to take place during the time frame indicated (i.e.,August 1, 2013 to February 25, 2014).(e) With regard to Item 6 in Figure 1.9.1-1, entitled "Demolition Permitting," pleaselist and describe all required actions and activities, and the duration of each suchaction and activity, planned to take place during the time frame indicated (i.e.,August 1,2013 to February 25,2014).(f) With regard to Item 7 in Figure 1.9.1-1, entitled "EPC Contractor Mobilization,"please list and describe all required actions and activities, and the duration of eachsuch action and activity, planned to take place during the time frame indicated(i.e., March 24,2014 to May 23,2014).

Footprint Power Salem Harbor Development LPEFSB 12-2Footprint Power Salem Harbor Development LP's Responsesto New England Power Company d/b/a National Grid's Second Set ofInformation RequestsDate of Response: January 30, 2013Witness Responsible: Kenneth Kinkela/George WilsonInformation Request NG-FP-3Page 2 of5(g) With regard to Item 8 in Figure 1.9.1-1, entitled "Remediation/DemolitionPower," please list and describe all required actions and activities, and theduration of each such action and activity, planned to take place during the timeframe indicated (i.e., June 2, 2014 to August 1,2014).(h) With regard to Item 9 in Figure 1.9.1-1, entitled "Remediation/DemolitionBalance," please list and describe all required actions and activities, and theduration of each such action and activity, planned to take place during the timeframe indicated (i.e., August 1, 2014 to July 31, 2015).Response:(a)(i) The process of work planning requires the logical division of all work andactivities into manageable components called "Activities." This logical processdevelops what is called a "Work Breakdown Structure," also known as the"WBS." The "Level I" schedule is the highest level of the expected WBS - abase schedule by major subject areas without breakdown into further details. Amajor subject area will have a start and finish date or total duration.(ii) A "Level II" schedule includes a more detailed level of activities that arerequired to be completed for the higher "Level I" activities to be completed.Footprint is in the process of developing a Level II project schedule.(iii) While Footprint has not developed final schedules beyond Level I at thistime, the following is a general description of Level II and III schedules:• Level II schedules would be used to define the work at a more granularlevel and break work activities into specific tasks, including workassignments by individuals, companies or other responsible entities.• Level III schedules are the next most detailed level of schedule and wouldbe used to provide daily or weekly work assignments to individuals orteams of personnel. These schedules are often resource loaded.

Footprint Power Salem Harbor Development LPEFSB 12-2Footprint Power Salem Harbor Development LP's Responsesto New England Power Company d/b/a National Grid's Second Set ofInformation RequestsDate of Response: January 30, 2013Witness Responsible: Kenneth Kinkela/George WilsonInformation Request NG-FP-3Page 3 of5(iv)A Level II project schedule is being developed.(v) The current Level I schedule depicted as Figure 1.9.1-1 has not beenupdated and remains valid.(b )(i) The following actions and activities are necessary to achieve thismilestone activity:1. All required permits and approvals have been obtained, or in the opinionof the parties to the Construction Financing, are reasonably anticipated tobe obtained as required.2. An Original Equipment Manufacturer (OEM) has been selected to providethe electric generating equipment and the contract for the equipmentsupply has been finalized.3. The Engineering, Procurement and Construction (EPC) contractor hasbeen selected and the contract with the selected party has been finalized4. In the opinion of Owner and Lenders counsel, all legal requirementsimposed by the lender have been satisfied and there are no impediments toproceeding with the financial closing of the Construction Loan.(ii) This is an indication of a "milestone" event in the schedule. A projectmilestone is an "event" that defines a point in time rather than an activity. Aschedule activity has a start date, an activity duration, and a completion date.(c) This is a Level I description of all actions necessary to obtain informationnecessary to prepare applications for and obtain any required demolition andremediation permits or approvals, including defining the list of permitsrequired. Activities that have been performed or are in progress relative tothis activity include:1. Historical records research2. Performing shallow site soils borings and material sampling3. Digging test pits and materials sampling4. Review of local, state and federal regulations to define the demolition andremediation permits that will be required.

Footprint Power Salem Harbor Development LPEFSB 12-2Footprint Power Salem Harbor Development LP's Responsesto New England Power Company d/b/a National Grid's Second Set ofInformation RequestsDate of Response: January 30, 2013Witness Responsible: Kenneth Kinkela/George WilsonInformation Request NG-FP-3Page 4 of5At this time, the actions necessary to complete this activity have not beenfinalized into definitive activities with anticipated dates. This will beavailable when the Level II schedule for this Level I activity is developed andissued for use.(d) This is a Level I description of the actions necessary to obtain the local, stateor federal permits necessary to perform the remediation of the site. Theseactions will be defined based upon the completion of the Level I activity "SiteClassification for Permits." The actions have not been finalized into definitiveactivities with anticipated dates at this time. This level of detail will beavailable when the activity "Site Classification for Permits" is completed anda Level II schedule for the activity "Remediation Permitting" is developed andissued for use.(e) This is a Level I description of the actions necessary to obtain the local, stateor federal permits necessary to perform the demolition of the existingequipment, building and other features at the site. The actions have not beenfinalized into definitive activities with anticipated dates at this time. Thislevel of detail will be available when the activity "Site Classification forPermits" is completed and a Level II schedule for the activity "DemolitionPermitting" is developed and issued for use.(1) This is a Level I description of the actions necessary to allow the EPCContractor to mobilize at the site. The EPC Contractor is the contractor thatwill engineer, design and construct the power generation facility at the projectsite including the installation of the OEM furnished equipment. Thefollowing are the anticipated actions and activities that will be required for theEPC Contractor to "start" mobilization to the project site:1. All precursors to OEM/Construction Financing will have occurred, whichare:a. All required permits and approvals have been obtained, or, in theopinion of the parties to the Construction Financing, are reasonablyanticipated to be obtained as required.b. OEM has been selected to provide the electric generating equipment,and the contract for the equipment supply has been finalized.c. EPC Contractor has been selected and the contract with the selectedparty has been finalized.

Footprint Power Salem Harbor Development LPEFSB 12-2Footprint Power Salem Harbor Development LP's Responsesto New England Power Company d/b/a National Grid's Second Set oflnformation RequestsDate of Response: January 30, 2013Witness Responsible: Kenneth Kinkela/George WilsonInformation Request NG-FP-3Page 5 of 5d. In the opinion of Owner and Lenders counsel, all legal requirementsimposed by the lender have been satisfied and there are noimpediments to proceeding with the financial closing of theConstruction Loan.2. Construction Financing has occurred.3. Any permits and approvals necessary to mobilize the EPC Contractor havebeen obtained.The actions have not been finalized into definitive activities withanticipated dates at this time. This level of detail will be available when aLevel II schedule for the activity "EPC Contractor Mobilization" isdeveloped and issued for use.(g) This is a Level I description of the actions necessary to remove thosestructures and existing features so as to allow the construction of the newpower plant constructed. The actions have not been finalized into definitiveactivities with anticipated dates at this time. The final list of such actions hasnot been developed pending the completion of the Level II planning for thefollowing activities:1. Site Classification for Permits2. Remediation Permitting3. Demolition PermittingThis work also will be dependent on the finalization of the design of thenew power features.(h) This is a Level I description of the actions necessary to remove the balance ofthe structures and existing features after the initial work is performed underthe Level I activity "Remediation/Demolition - Power" are completed. Theactions have not been finalized into definitive activities with anticipated datesat this time.

Footprint Power Salem Harbor Development LPEFSB 12-2Footprint Power Salem Harbor Development LP's Responsesto New England Power Company d/b/a National Grid's Second Set oflnformation RequestsDate of Response: January 30,2013Witness Responsible: Kenneth Kinkela/George WilsonInformation Request NG-FP-4Page 1 of2Information Request NG-FP-4NG-FP-4Please refer to the response to Information Request NG-FP-1 and Figure 1.9.1-1of Footprint's Petition.(a) With respect to Item 4 in Figure 1.9.1-1, please indicate whether the schedulefor beginning and completing this task is affected in any manner by the SitingBoard's determination in this proceeding or the timing thereof. If so, pleaseexplain;(b) With respect to Item 5 in Figure 1.9.1-1, please indicate whether the schedulefor beginning and completing this task is affected in any manner by the SitingBoard's determination in this proceeding or the timing thereof. If so, pleaseexplain;(c) With respect to Item 6 in Figure 1.9.1-1, please indicate whether the schedulefor beginning and completing this task is affected in any manner by the SitingBoard's determination in this proceeding or the timing thereof. If so, pleaseexplain;(d) With respect to Item 7 in Figure 1.9.1-1, please indicate whether the schedulefor beginning and completing this task is affected in any manner by the SitingBoard's determination in this proceeding or the timing thereof. If so, pleaseexplain;( e) With respect to Item 8 in Figure 1.9.1-1, please indicate whether the schedulefor beginning and completing this task is affected in any manner by the SitingBoard's determination in this proceeding or the timing thereof. If so, pleaseexplain;(f) With respect to Item 9 in Figure 1.9.1-1, please indicate whether the schedulefor beginning and completing this task is affected in any manner by the SitingBoard's determination in this proceeding or the timing thereof. If so, pleaseexplain.

Footprint Power Salem Harbor Development LPEFSB 12-2Footprint Power Salem Harbor Development LP's Responsesto New England Power Company d/b/a National Grid's Second Set ofInformation RequestsDate of Response: January 30, 2013Witness Responsible: Kenneth Kinkela/George WilsonInformation Request NG-FP-4Page 2 of2Response:(a)(b)(c)Item 4 in Figure 1.9.1 is a Level I activity describing the activitiesnecessary for "Site Classification for Permits." It is not anticipated thatthe Siting Board's decision in this proceeding will affect the completion ofthese activities as they are being performed for information of the Ownersin proceeding to subsequent steps in the project development process.Item 5 in Figure 1.9.1-1 is a Level I activity describing the activitiesnecessary for "Remediation Permitting." It is not anticipated that theSiting Board's decision in this proceeding with affect the initiation orcompletion of these activities.Item 6 in Figure 1.9.1-1 is a Level I activity describing the activitiesnecessary for "Demotion Permitting." It is not anticipated that the SitingBoard's determinations in this proceeding will affect the initiation orcompletion of these activities.(d)(e)(f)As set forth in Attachment EFSB-G-26-1 to the response to InformationRequest EFSB-G-26, Footprint anticipates a Siting Board decision inAugust 2013. In the event that a Siting Board decision approving theproposed facility occurs beyond that date, all activities scheduled after thatdate which depend upon Siting Board approval would be delayed.To the extent that the question seeks information concerning theCompany's plans for demolition and remediation if the proposed facility isnot approved by the Siting Board, these issues are outside the scope of thisproceeding. See Ruling on Motion to Compel, at 2 (January 17,2013)(stating that Company's financial ability to build the plant and its plans ifthe plant is not constructed are clearly outside of the scope of thisproceeding. )

Footprint Power Salem Harbor Development LPEFSB 12-2Footprint Power Salem Harbor Development LP's Responsesto Salem Alliance for the Environment (SAFE)' s Second Set of Information RequestsDate of Response: January 25,2013Witness Responsible: Scott Silverstein/Peter FurnissInformation Request SAFE-FP-1Page 1 of 1Information Request SAFE-FP-1SAFE-FP-1Please provide a detailed description of Footprint's legally binding arrangementswith Dominion with respect to liability for demolition of the existing plant andremediation of the site.(a) Please indicate whether there are circumstances under which Footprint wouldnot assume full liability for site remediation, provide a detailed description ofsuch circumstances and provide any documentation pertaining to sucharrangements.Response:This request seeks information which is subject to a confidentiality agreementbetween Footprint and Dominion Energy and which is the subject of a pendingmotion for protective treatment of the Membership Interest Sale Agreement("MISA"). Accordingly, the Company will provide information in response tothis request if and when the Siting Board determines that such information issubject to disclosure and upon appropriate protective terms and conditions.Notwithstanding the fact that Footprint's commercial arrangements withDominion are confidential, as Footprint has detailed in response to InformationRequest EFSB-HW-12, as well as Information Requests EFSB-G-21 and EFSB­W-21, Tetra Tech has now completed its Subsurface Site Characterization.Footprint Power Salem Harbor Real Estate LP, the Footprint affiliate that ownsthe land on which the existing facility sits ("Footprint ReaICo"), filed a ReleaseNotification Form with the DEP on January 10,2013. Footprint RealCo intendsto continue investigation and management of the Site, including appropriateremediation response actions as warranted, in conformance with the protocols andPhased approach outlined in the Massachusetts Contingency Plan.

Footprint Power Salem Harbor Development LPEFSB 12-2Footprint Power Salem Harbor Development LP's Responsesto Salem Alliance for the Environment (SAFE)' s Second Set of Information RequestsDate of Response: January 25, 2013Witness Responsible: Scott Silverstein/Peter FurnissInformation Request SAFE-FP-2Page 1 of 1Information Request SAFE-FP-2SAFE-FP-2If the proposed SHR gas plant development is not constructed and put in servicefor whatever reason:(a) Please indicate whether Footprint will complete the demolition of the existingplant and remediate the site in the same manner and extent and in the sametime frame as proposed? If so, what will be Footprint's source of funds forcompleting the demolition and site remediation?(b) Please indicate whether the responsibility and/or legal liability for demolitionof the existing plant and remediation of the site would change. Please indicateFootprint's responsibility and legal liability under such circumstances.(c) Please indicate the responsible party(ies) for demolition of the existing plantand remediation of the site should Footprint declare bankruptcy.Response:This request seeks information concerning the Company's plans for demolitionand remediation if the plant is not constructed and the Company's financial abilityfor completing such demotion and remediation of the site. As the PresidingOfficer recently determined, this information is outside of the scope of thisproceeding. See Ruling on Motion to Compel, at 2 (January 17,2013) (stating theCompany's financial ability to build the plant and its business plans if the plant isnot constructed are clearly outside of the scope of this proceeding).Notwithstanding the above, Footprint looks forward to continuing discussionswith SAFE to discuss the phases of the project that are beyond the scope of thisproceeding.

Footprint Power Salem Harbor Development LPEFSB 12-2Footprint Power Salem Harbor Development LP's Responsesto Salem Alliance for the Environment (SAFE)' s Second Set of Information RequestsDate of Response: January 25,2013Witness Responsible: Kenneth KinkelaJGeorge WilsonInformation Request SAFE-FP-3Page 1 of 1Information Request SAFE-FP-3SAFE-FP-3Please refer to Footprint's Response to Information Request EFSB-G-26 andExhibit EFSB-G-26, and Response to Information Request EFSB-G-27. TheCompany states "As soon as Footprint obtains any required demolition permits,the Company will proceed with demolition as necessary" and "early activities willinclude demolition and remediation as required for areas of the facility notrequired for the operation of Units 3 and 4."a. Please specify which areas of the facility are not required for the operation ofUnits 3 and 4 and provide a site map indicating such areas.b. Please explain why the Company does not plan to file for Building andDemolition Permits with the City of Salem's Inspectional ServicesDepartment for this early demolition activity until June 27,2013.Response:a. Footprint plans to remove fuel oil tanks B-1, B-5, and D-6 - tanks which areempty, clean and no longer needed. Similarly, industrial wastewater tanks D-1 and D-4 are empty and no longer needed. Once required permits areobtained, these tanks will be removed as part of the "early demolition phase"of the project.Attachment SAFE-FP-3-1 is a site plan for the existing facility which showsthe locations of the tanks described in this response.b. Footprint is in the process of defining a scope of work to be included in thebid documents for the work associated with the demolition ofequipment/structures. At the same time, Footprint plans to seekqualification/experience statements from potential bidders for the demolitionproject and finalize a bidders list. While the demolition contractor selectionprocess is proceeding, Footprint will prepare necessary permit applications.This process will be ongoing for the next several months and is the basis forFootprint's expectation that it will file for demolition permits with the City'sInspectional Services Department on or around June 27, 2013.

Footprint Power Salem Harbor Development LPEFSB 12-2Footprint Power Salem Harbor Development LP's Responsesto Salem Alliance for the Environment (SAFE)' s Second Set of Information RequestsDate of Response: January 25,2013Witness Responsible: Michael BillaInformation Request SAFE-FP-4Page 1 of 1Information Request SAFE-FP-4SAFE-FP-4Please refer to Footprint's Response to Information Request EFSB-HW-12.(a) Please indicate when the report on the results of the subsurface investigationof the site is expected to be completed.(b) Please provide a copy of the report on the results of the subsurfaceinvestigation.(c) Based on the data generated to date, and on conditions anticipated for a sitewith a history of use like this site, please indicate whether Footprint expectsthe entire 65 acre site to be subject to administrative controls or engineeringcontrols, as described. If this is not Footprint's expectation, please provide anestimate of the fraction of the site that are likely not be subject to suchcontrols and provide any documentation providing the rationale for thisestimate.Response:(a) The field work is complete and a final report is expected to be completedwithin two weeks.(b) As noted in the response to CLF-FP-15, when the subsurface investigationreport is complete, a copy will be provided to the Siting Board.(c) Footprint filed a Release Notification Form with DEP on January 10, 2013,and is now engaged in the Massachusetts Contingency Plan (MCP) process.The MCP requires a phased approach to investigation, risk characterization,feasibility analysis, and development of a remedy implementation plan. Thiswork will be done in conformance with MCP protocols and in consultationwith DEP staff. Until MCP-compliant work has been completed, it ispremature to speculate on what proportion of the site certain mitigationmeasures may ultimately apply.

Footprint Power Salem Harbor Development LPEFSB 12-2Footprint Power Salem Harbor Development LP's Responsesto Salem Alliance for the Environment (SAFE)'s Second Set of Information RequestsDate of Response: January 25,2013Witness Responsible: Robert StoddardInformation Request SAFE-FP-5Page 1 of 1Information Request SAFE-FP-5SAFE-FP-5Response:Please refer to Footprint's Response to EFSB-G-31 and Attachment EFSB-G-31-1. For the plants expected operational period beyond 2025, please provide anestimate of the percentage of time, annual capacity factors, and number of startsper year that the Company anticipates the proposed SHR units will run. Pleaseprovide any relevant documentation showing the basis of such estimates.The Company has not modeled the operation ofthe plant beyond 2025. As ageneral matter, it expects that the operational pattern of 2024 and 2025 willgenerally continue forward, with some potential for decline in the annual capacityfactors and increase in the number of starts per year as newer, more efficientgeneration resources are added to the New England bulk power system.

Footprint Power Salem Harbor Development LPEFSB 12-2Footprint Power Salem Harbor Development LP's Responsesto Salem Alliance for the Environment (SAFE)' s Second Set of Information RequestsDate of Response: January 25,2013Witness Responsible: Scott Silverstein/Peter FurnissInformation Request SAFE-FP-6Page 1 of2Information Request SAFE-FP-6SAFE-FP-6Please refer to Footprint's Responses to EFSB-G-19 and EFSB-G-48.(a) Please identify any other CBAs in which Footprint is a signatory, and providecopies of such agreements. For each agreement, please indicate whether it is alegally binding document.(b) Please indicate whether Footprint has begun negotiations of a CBA with anyparty in Salem. If so, please identify the parties with whom Footprint isnegotiating.(c) If CBA negotiations in Salem are not yet underway, please indicate whetherFootprint has identified how such a process would be structured in terms ofthe parties involved, the issues to be included, monitoring and enforcementactivities, and the logics of the process, including facilitation and timing.(d) Please indicate whether Footprint is willing to include in a CBA acommitment to explore (with appropriate government agencies anddevelopers) how the Company and the SHR site can facilitate thedevelopment of an offshore wind farm.(e) Please describe Footprint's understanding of the respective roles of the City ofSalem and community-based organizations in the CBA negotiation process.(f) Given the range of interested parties, please indicate whether Footprintanticipates entering into a single CBA related to the proposed SHR project ormultiple CBAs.(g) Please indicate whether Footprint is willing to negotiate one or more CBAswith Salem community-based party to the ongoing EFSB docket (12-2).(h) Please indicate the date by which Footprint anticipates completing the CBAprocess related to the proposed SHR facility.Response:Footprint has not entered into any previous CBAs. Footprint has discussed aCBA with several parties, including SAFE. Footprint understands that the City is

Footprint Power Salem Harbor Development LPEFSB 12-2Footprint Power Salem Harbor Development LP's Responsesto Salem Alliance for the Environment (SAFE)' s Second Set of Information RequestsDate of Response: January 25, 2013Witness Responsible: Scott Silverstein/Peter FurnissInformation Request SAFE-FP-6Page 2 of2working to bring interested stakeholders together for a discussion of commongoals in a CBA. Footprint supports those efforts and looks forward to continuingto work with the stakeholders to achieve a mutually acceptable and beneficialresult. Footprint anticipates entering into a CBA during 2013. Footprint is veryinterested in exploring how it can help to facilitate the development of offshorewind resources and is happy to include the commitment to explore suchpossibilities in the CBA.

Footprint Power Salem Harbor Development LPEFSB 12-2Footprint Power Salem Harbor Development LP's Responsesto Salem Alliance for the Environment (SAFE)' s Second Set of Information RequestsDate of Response: January 25,2013Witness Responsible: Kenneth KinkelaInformation Request SAFE-FP-7Page 1 of2Information Request SAFE-FP-7SAFE-FP-7Please refer to Section 6.10 of the DEIR and Footprint's Responses to CLF-FP-2.(a) Please provide the full citation for the University of Colorado estimates ofexpected sea-level rise (DEIR 6-62).(b) Please indicate whether the estimated sea-level rise used by Footprint isconsistent with sea-level projections associated with recent tracking of globalC02 emissions.(c) Please indicate the minimum elevations that would be required of (i) buildingground floor elevations, (ii) equipment and electrical equipment foundations,and (iii) the access crown road should recent estimates of sea-level rise of 6+feet by 2100 and 3 feet by 2050 occur.Response:(a) The referenced citation for the University of Colorado is the followinginternet link: http://sealevel.colorado.edul(b) Footprint's sea level projections are based on the University of Coloradostudy compiling the work of the scientific community, and are thereforeconsistent with recent projections by the specialty scientists who producedthe referenced studies. Also see the response to CLF-FP-44.(c) Footprint has found no basis in the above referenced studies for assuming asea level rise of three feet by 2050 or 6 feet by 2100. Nevertheless, therequested elevations are set forth in the following table:All Measurements in Feet Case 1 Case 2 Case 3Current MHWL 4.6 4.6 4.6Max Storm Surge Prediction 8 8 8Wave Height 2 2 2Sea Level Rise Assumption 1.25 3 6Minimum Calculated Elev 15.85 17.6 20.6

Footprint Power Salem Harbor Development LPEFSB 12-2Footprint Power Salem Harbor Development LP's Responsesto Salem Alliance for the Environment (SAFE)' s Second Set of Information RequestsDate of Response: January 25, 2013Witness Responsible: Kenneth KinkelaInformation Request SAFE-FP-7Page 2 of2Case 1 is the current selected site elevation based upon 1.25 foot increase by 2040.Case 2 is the resulting elevation for occurrence of a 3 foot increase by 2050Case 3 is the resulting elevation for occurrence of a 6 foot increase by 2100.Note that given the current 100 year storm elevation (10 feet) and adding 6 feet of sea level risewe would arrive an elevation of 16 feet which coincides with our currently selected baseelevation.

Footprint Power Salem Harbor Development LPEFSB 12-2Footprint Power Salem Harbor Development LP's Responsesto Salem Alliance for the Environment (SAFE)' s Second Set of Information RequestsDate of Response: January 25,2013Witness Responsible: Kenneth Kinkela/George WilsonInformation Request SAFE-FP-8Page 1 of 1Information Request SAFE-FP-8SAFE-FP-8Please refer to Section 4.6 of the Petition. Please identify several plants withinthe Northeast (preferably using the same or very similar technologies as thoseproposed by Footprint) with noise levels and attributes comparable to thoseprojected for the SHR facility. For each plant:(a) Please indicate the closest residential dwelling.(b) Please describe any history of noise complaints or enforcement actions.Response: The requested analysis will be provided on or about February 8.

Footprint Power Salem Harbor Development LPEFSB 12-2Footprint Power Salem Harbor Development LP's Responsesto Salem Alliance for the Environment (SAFE)' s Second Set of Information RequestsDate of Response: January 25,2013Witness Responsible: Scott Silverstein/Peter FurnissInformation Request SAFE-FP-9Page 1 of 1Information Request SAFE-FP-9SAFE-FP-9Please describe Footprint's assumptions regarding whether it will have long-termpurchase power agreements in place by the planned operational date for thefacility.(a) Please describe Footprint's understanding of any regulatory restrictions onsuch arrangements that apply to the SHR facility.(b) If any regulatory restrictions apply, please indicate whether Footprint isengaged in or aware of any efforts to modify such restrictions.Response:Issues associated with the need for a generation facility, including but not limitedto the need for a long-term contract, are outside of the scope of this proceeding.While the Siting Board reviews the need for and cost of transmission lines andnatural gas pipelines subject to its jurisdiction, "the board shall review only theenvironmental impacts of generating facilities, consistent with thecommonwealth's policy of allowing market forces to determine the need for andcost of such facilities." See G.L. c. 164, § 69H. In addition, as set forth in G.L. c.164, § 69J14, "[N]othing in this chapter shall be construed as requiring the boardto make findings regarding the need for, the cost of, or alternative sites for agenerating facility."Notwithstanding the above, Footprint directs SAFE to its Initial and ReplyComments filed with the DPU in D.P.U. 12-77, which speak directly this request.Additional information sought in this request is likely to be part of a subsequentphase of the proceeding before the DPU. Footprint looks forward to beingprovided with the opportunity to demonstrate the new cost savings that its projectwill provide to the ratepayers of the Commonwealth.

Footprint Power Salem Harbor Development LPEFSB 12-2Footprint Power Salem Harbor Development LP's Responsesto Salem State University's Second Set of Information RequestsDate of Response: January 30,2013Witness Responsible: Scott Silverstein/Peter FurnissInformation Request SSU-FP-1Page 1 of 1Information Request SSU-FP-1SSU-FP-1Response:Please describe what equipment (i.e., detectors, monitors, etc.) exists on thepower plant site to detect a leak in the oil storage tanks?Pursuant to G.L. c. 164, §§ 69G, 69JI;4, the Siting Board's review in this case islimited to the Petitioner's proposal to construct and operate a new generatingfacility at the Salem Harbor site. Information regarding operations procedures forthe existing Salem Harbor generation facilities falls outside the scope of thisproceeding.Notwithstanding the foregoing, Footprint provides the following information inresponse to this request. The facility uses a combination of level gauges, manualsoundings, and routine inspections to detect leaks of the oil storage containers.

Footprint Power Salem Harbor Development LPEFSB 12-2Footprint Power Salem Harbor Development LP's Responsesto Salem State University's Second Set of Information RequestsDate of Response: January 30, 2013Witness Responsible: Scott Silverstein/Peter FurnissInformation Request SSU-FP-2Page 1 of 1Information Request SSU-FP-2SSU-FP-2Response:Please describe in detail what maintenance and inspection practices andprocedures exist to prevent a leak from the oil storage tanks on the power plantsite.Pursuant to G.L. c. 164, §§ 69G, 69JV4, the Siting Board's review in this case islimited to the Petitioner's proposal to construct and operate a new generatingfacility at the Salem Harbor site. Information regarding operations procedures forthe existing Salem Harbor generation facilities falls outside the scope of thisproceeding.Notwithstanding the foregoing, Footprint provides the following information inresponse to this request. Documented facility inspections are conducted weeklyand monthly. In addition, facility personnel may detect leaks during day-to-dayoperations.The following inspection sheets are provided as attachments to this response:Attachment SSU-FP-2-1 is Form 19-1, an Operations Tank/ContainmentInspection Sheet for the existing facility.Attachment SSU-FP-2-2 is Form 19-2, an Electrostatic Precipitator InspectionSheet for the existing facility.Attachment SSU-FP-2-3 is Form 19-3, a Yard Tank/Containment InspectionSheet for the existing facility.Attachment SSU-FP-2-4 is Form 19-4, a Stormwater Pollution Prevention Plan(SPCC) Weekly Yard Drainage Inspection Sheet for the existing facility.Attachment SSU-FP-2-5 is Form 19-5, a Yard Oil Spill Room Inspection Sheetfor the existing facility.Finally, station personnel use a preventative maintenance program called MS200that documents and tracks preventative maintenance tasks. Defective Equipmentslips are created and tracked in MS200.1345368_1

Footprint Power Salem Harbor Development LPEFSB 12-2Footprint Power Salem Harbor Development LP's Responsesto Salem State University's Second Set of Information RequestsDate of Response: January 30,2013Witness Responsible: Scott Silverstein/Peter FurnissInformation Request SSU-FP-3Page 1 of3Information Request SSU-FP-3SSU-FP-3Response:Please describe in detail the frequency and nature of any safety training and drillsconducted during 2012 by plant personnel for the purpose of containing orrecovering an oil leak (a) from the oil storage tanks on the power plant site (i)onto its property, or (ii) into Salem harbor, and (b) from a vessel or bargedelivering oil to the power plant.Pursuant to G.L. c. 164, §§ 69G, 69JY4, the Siting Board's review in this case islimited to the Petitioner's proposal to construct and operate a new generatingfacility at the Salem Harbor site. Information regarding operations procedures forthe existing Salem Harbor generation facilities falls outside the scope of thisproceeding.Notwithstanding the foregoing, Footprint provides the following information inresponse to this request. The training and drill schedule for the operating facilityis provided in Table SSU-FP-3-1 below.-Training andSECTION 7.1.1Continuouswith security measures: maintainlighting, locks, cap and mark pipingnot in service or in extended standby status.Station Director,Operations Manager,Fuel Yard ForemanFIGURE C-5 112(g)Follow oil truck unloading proceduresFuel Yard ForemanStation walk down: inspect tank levelgauges, secondary containment areas.Fuel Yard ForemanInspect tanks and secondaryin accordance with SPCC PlanFIGURE A.1-2QI Notification Drill FormFIGURE A.1-5response eqUipmentFIGURE A.1-4facility equipment deployment drillFIGURE A.1-4

Footprint Power Salem Harbor Development LPEFSB 12-2Footprint Power Salem Harbor Development LP' s Responsesto Salem State University's Second Set of Information RequestsDate of Response: January 30, 2013Witness Responsible: Scott Silverstein/Peter FurnissInformation Request SSU-FP-3Page 2 of31 Annually FRP review and update (if needed) 101 I SECTION 1.2 ]IAnnuallY Review National and Are~ Contingency 101 and OSRO I SECTION 1.2Plans, update FRP if neededAt discovery of oil Initiate notification procedure by notifying All station personnel FIGURE 3.1-4spillsupervisorr~~~~~~vee~; of0-;Plet~-~;;tifi~;ti~~'~f-N RC'---"-"'--'~-"-'-" 01I ~avigable waters IAt discovery of Make initial response to spill Trained Individuals FIGURE 2.1-1small, medium, orworst-casedischarge~sPilld;a~-1~~~;~~~~~----~----~~~~~----1~~~~~----]1 After an oil spill I post-discharge reviewlI Station Director I SECTION 8.3 ---J-When plan is Confirm notification phone numbersStation Director !FIGURE 3.1-4updatedWithin 60 days of Revise and resubmit to EPA [station Director SECTION 1.2material change toFRPAs minor changes Provide copies of changes to EPA Station Director FIGURE 1-1to FRP occur!Seml Complete Response Equipment Testing and [01 and OSRO FIGURE A.1-4Deployment Logi At discovery of Com pi notifications [01 FI 3,1-4spill3.1-4

Footprint Power Salem Harbor Development LPEFSB 12-2Footprint Power Salem Harbor Development LP's Responsesto Salem State University's Second Set of Information RequestsDate of Response: January 30, 2013Witness Responsible: Scott Silverstein/Peter FurnissInformation Request SSU-FP-3Page 3 of3Personnel that handle oil receive training commensurate with their duties and siteoperations. This training includes: environmental awareness; emergency response;identification of releases or threats of release; the internal notification protocol;first responder training to respond to oil releases or threats of release; dischargeprocedure protocols; pollution control laws and regulations; the SPCC Plan; andthe operation and maintenance of equipment to prevent dischargesTraining may be provided by members of the Environmental Staff; by localsupervisors using training material provided by Environmental Staff, such astraining videos; by in-house training staff; or by outside consultants. Trainingincludes classroom time, computer instruction, viewing of videos and discussionof regulatory law relative to spill prevention measures.

Footprint Power Salem Harbor Development LPEFSB 12-2Footprint Power Salem Harbor Development LP's Responsesto Salem State University's Second Set ofInformation RequestsDate of Response: January 30, 2013Witness Responsible: Scott Silverstein/Peter FurnissInformation Request SSU-FP-4Page 1 of 1Information Request SSU-FP-4SSU-FP-4Response:Please describe in detail existing procedures, plans and equipment on site tocontain an oil leak (a) from the oil storage tanks on the power plant site (i) onto itsproperty, or (ii) into Salem harbor, and (b) from a vessel or barge delivering oil tothe plant.Pursuant to G.L. c. 164, §§ 69G, 69JY4, the Siting Board's review in this case islimited to the Petitioner's proposal to construct and operate a new generatingfacility at the Salem Harbor site. Information regarding operations procedures forthe existing Salem Harbor generation facilities falls outside the scope of thisproceeding.Notwithstanding the foregoing, Footprint provides the following information inresponse to this request. A spill response plan is required and has been preparedfor the existing facility under the Federal Oil Pollution Prevention regulations at40 CFR Part 112.20. Spill response procedures are included in the FacilityResponse Plan (FRP). The FRP serves as a written commitment of manpower,equipment, and materials required to expeditiously control and remove anyquantity of oil discharged that may be harmful.A Spill Prevention, Control and Countermeasures Plan (SPCC) also has beenprepared in accordance with 40 CFR 112.7.

Footprint Power Salem Harbor Development LPEFSB 12-2Footprint Power Salem Harbor Development LP's Responsesto Salem State University's Second Set of Information RequestsDate of Response: January 30, 2013Witness Responsible: Scott Silverstein/Peter FurnissInformation Request SSU-FP-5Page 1 of 1Information Request SSU-FP-5SSU-FP-5Response:Do the procedures and plans referenced in SSU-4, in the event of an oil spill intoSalem harbor, include immediate notification to Salem State University Cat Coversupervisory personnel and to Salem State University police? If not, would youincorporate such notification into said procedures and plans?Pursuant to G.L. c. 164, §§ 69G, 69JY4, the Siting Board's review in this case islimited to the Petitioner's proposal to construct and operate a new generatingfacility at the Salem Harbor site. Information regarding operations procedures forthe existing Salem Harbor generation facilities falls outside the scope of thisproceeding.Notwithstanding the foregoing, Footprint provides the following information inresponse to this request. While notification to Salem State University Cat Covesupervisory personnel and to Salem State University police is currently not part ofthe Facility Response Plan, this contact information will be added.1345368_1

Footprint Power Salem Harbor Development LPEFSB 12-2Footprint Power Salem Harbor Development LP's Responsesto Salem State University's Second Set of Information RequestsDate of Response: January 30, 2013Witness Responsible: Scott Silverstein/Peter FurnissInformation Request SSU-FP-6Page 1 of 1Information Request SSU-FP-6SSU-FP-6Response:Will the procedures, plans, and equipment referenced in SSU-4 be maintaineduntil the oil storage tanks are demolished, if the proposed project is approved?Pursuant to G.L. c. 164, §§ 69G, 69JI,4, the Siting Board's review in this case islimited to the Petitioner's proposal to construct and operate a new generatingfacility at the Salem Harbor site. Information regarding operations procedures forthe existing Salem Harbor generation facilities falls outside the scope of thisproceeding.Notwithstanding the foregoing, Footprint provides the following information inresponse to this request. The procedures, plans, and equipment discussed in theresponse to Information Request SSU-4 will be maintained until the oil storagetanks are demolished.

Footprint Power Salem Harbor Development LPEFSB 12-2Footprint Power Salem Harbor Development LP's Responsesto Salem State University's Second Set of Information RequestsDate of Response: January 30, 2013Witness Responsible: Scott Silverstein/Peter FurnissInformation Request SSU-FP-7Page 1 of 1Information Request SSU-FP-7SSU-FP-7Response:If the plans and procedures referenced in SSU-4 are in writing, please producesame.Pursuant to G.L. c. 164, §§ 69G, 69JYt, the Siting Board's review in this case islimited to the Petitioner's proposal to construct and operate a new generatingfacility at the Salem Harbor site. Information regarding operations procedures forthe existing Salem Harbor generation facilities falls outside the scope of thisproceeding.1345368_1

Footprint Power Salem Harbor Development LPEFSB 12-2Footprint Power Salem Harbor Development LP's Responsesto Salem State University's Second Set of Information RequestsDate of Response: January 30, 2013Witness Responsible: Scott Silverstein/Peter FurnissInformation Request SSU-FP-8Page 1 of 1Information Request SSU-FP-8SSU-FP-8Response:Please describe in detail existing procedures, plans, and equipment on site torecover an oil leak (a) from the oil storage tanks on the power plant site (i) ontoits property, or (ii) into Salem harbor, and (b) from a vessel or barge delivering oilto the plant.Pursuant to G.L. c. 164, §§ 69G, 69J1;4, the Siting Board's review in this case islimited to the Petitioner's proposal to construct and operate a new generatingfacility at the Salem Harbor site. Information regarding operations procedures forthe existing Salem Harbor generation facilities falls outside the scope of thisproceeding.Notwithstanding the foregoing, Footprint provides the following information inresponse to this request. Plant employees are trained in first responder actions forall spills or releases, with the following priorities:1. Ensure the safety of yourself and those around you;2. Make internal notifications;3. Stop the release if you are trained and it is safe to do so.Plant employees also are trained to respond to minor, non-emergency, orincidental spills and releases. Employees are not trained to respond to emergencyreleases of oil with one exception. As part of the Facility Response Plan/SpillPrevention, Control and Countermeasures Plan, personnel are trained, androutinely deploy 1000 feet of ocean containment boom.

Footprint Power Salem Harbor Development LPEFSB 12-2Footprint Power Salem Harbor Development LP's Responsesto Salem State University's Second Set of Information RequestsDate of Response: January 30, 2013Witness Responsible: Scott Silverstein/Peter FurnissInformation Request SSU-FP-9Page 1 of 1Information Request SSU-FP-9SSU-FP-9Response:Will the procedures, plans, and equipment referenced in SSU-8 be maintaineduntil the oil storage tanks are demolished, if the proposed project is approved?Pursuant to O.L. c. 164, §§ 690, 69JY4, the Siting Board's review in this case islimited to the Petitioner's proposal to construct and operate a new generatingfacility at the Salem Harbor site. Information regarding operations procedures forthe existing Salem Harbor generation facilities falls outside the scope of thisproceeding.Notwithstanding the foregoing, Footprint provides the following information inresponse to this request. The procedures, plans, and equipment discussed in theresponse to Information Request SSU-8 will be maintained until the oil storagetanks are demolished.

Footprint Power Salem Harbor Development LPEFSB 12-2Footprint Power Salem Harbor Development LP's Responsesto Salem State University's Second Set of Information RequestsDate of Response: January 30, 2013Witness Responsible: Scott Silverstein/Peter FurnissInformation Request SSU-FP-I0Page 1 of 1Information Request SSU-FP-IOSSU-FP-I0Response:If the procedures and plans referenced in SSU-FP-8 are in writing, please producesame.Pursuant to O.L. c. 164, §§ 690, 69J14, the Siting Board's review in this case islimited to the Petitioner's proposal to construct and operate a new generatingfacility at the Salem Harbor site. Information regarding operations procedures forthe existing Salem Harbor generation facilities falls outside the scope of thisproceeding.1345368_1

Footprint Power Salem Harbor Development LPEFSB 12-2Footprint Power Salem Harbor Development LP's Responsesto Salem State University's Second Set of Information RequestsDate of Response: January 30, 2013Witness Responsible: Scott Silverstein/Peter FurnissInformation Request SSU-FP-llPage 1 of 1Information Request SSU-FP-llSSU-FP-llResponse:Please describe the frequency and volume of anticipated fuel shipments by sea tothe existing oil tanks until they are demolished, if the proposed project isapproved.Pursuant to O.L. c. 164, §§ 690, 69JY4, the Siting Board's review in this case islimited to the Petitioner's proposal to construct and operate a new generatingfacility at the Salem Harbor site. Information regarding operations procedures forthe existing Salem Harbor generation facilities falls outside the scope of thisproceeding.Notwithstanding the foregoing, Footprint provides the following information inresponse to this request. No oil shipments are anticipated between now and thetime when the oil tanks are demolished. Footprint notes, however, the contents ofthe one to two remaining oil tanks in service at the end of operations at theexisting plant will be exported from the site via marine transport. The timing ofthat export will be shortly after May 31, 2014.

Footprint Power Salem Harbor Development LPEFSB 12-2Footprint Power Salem Harbor Development LP's Responsesto Salem State University's Second Set of Information RequestsDate of Response: January 30, 2013Witness Responsible: Kenneth Kinkela/George WilsonInformation Request SSU-FP-12Page 1 of 1Information Request SSU-FP-12SSU-FP-12Response:If the proposed project is approved, please describe the frequency and volume ofanticipated shipments by sea of lubricating oil and transformer insulating oil(please refer to Attachment EFSB-G-l-l, Section 6, p. 6-77) for the new plant, ifany.Upon completion of construction and commissioning of the facility, there will beno regularly scheduled deliveries of lubricating or transformer oils to the site.These oils have multi-year life expectancies resulting from the use of oilconditioning equipment and sampling methods. Replenishment of such oils isinfrequent and generally occurs as a result of maintenance activities. Minorequipment such as generators or motor driven pumps require oil changes but theseare handled through containers similar to automotive quart or 1 gallon oilcontainers. Again, these oil changes are not regularly scheduled.

Footprint Power Salem Harbor Development LPEFSB 12-2Footprint Power Salem Harbor Development LP's Responsesto Salem State University's Second Set of Information RequestsDate of Response: January 30, 2013Witness Responsible: Kenneth Kinkela/George WilsonInformation Request SSU-FP-13Page 1 of 1Information Request SSU-FP-13SSU-FP-13Response:If the proposed project is approved and you anticipate that shipments by sea oflubricating oil or transformer insulating oil (please refer to Attachment EFSB-G-1-1, Section 6, p. 6-77) for the new plant will take place, describe in detail youranticipated procedures, plans, and equipment to prevent an oil spill into Salemharbor from any vessel or barge delivering such oil.The oils used for the filling of the turbine oil reservoirs and the transformers aregenerally delivered in tank trucks similar to those used in residential orcommercial fuel oil deliveries. Although virtually all equipment is anticipated tobe handled by water deliveries, it is not anticipated that oils or fuel forconstruction equipment and operating equipment would be delivered by water.