ML18026A015

Participation Agreement - PP&L and Allegheny Electric Cooperative, Inc

ML18026A015
Person / Time
Site:	Susquehanna
Issue date:	08/11/1978
From:	Pennsylvania Power & Light Co
To:	Office of Nuclear Reactor Regulation
References
Download: ML18026A015 (411)

Text

PARTICIPATION AGREEMENT TABLE OF CONTENTS

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Article I Definitions Article II Sale of an Undivided Ten Percent (10<)

Interest in Susquehanna Proj ect Article I I I Deposit and Payment 13 Article IV "As Is" Sale Article V Completion of Construction of Susquehanna 18 Article VI Closing and Second Closing 26 Article VII Access to Books and,Records 29 Article VIII Representations and Narranties Article, IX Cooperation 33 Article X Alienation 5 Assignment Article XI Insurance 38 Article XII Transfer and Sales Taxes 40 Article. XIII Commitment for Financing 41 Article XIV Conditions Precedent to Closing and Second Closing Article XV Taxation Article XVI Sharing of Risks 52 Article XVII Notice 54 Article XVIII Notice Concerning Contract Operation 55 Article XIX Survival 56 Article XX Amendments 57 Article XXI Successors, Assigns, Transferees SS and Grantees Article Counterpar s 59 XXII'rticle XXIII Governing Law 60 Docket<>~ ~

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Article XXIV Benefit of Agreement 61 Article XXV Severability 62 Article XXVI Recording 63 Article XXVII Failure to Enforce Provisions of 64 this Agreement Article XXVIII No Delay 65 Article XXIX Article Headings Not To Affect Meaning 66 Article XXX AE Remedies 67 Article XXXI Environment 90 Article XXXII Further Assurances 92 Article XXXIII Statutes 93 Article XXXIV Historical Sites Article XXXV Naiver 95 Article XXXVI Safety 96 Article XXXVII Flood Hazard Areas 97 Article XXXVIII Congressional Representatives 98 Article XXXIX Buy American 99 Article XL Nonsegregated Facilities 101 Article XLI Equal Opportunity Clause 103 Article XLIl Filing 107 Article XLIII Best Efforts Clause 108 Article XLIV Shifting Ownership 109 Article XLV Default 110 Article XLVI Termination Signatures 112

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EXIIIBITS Exhibit A Deed Exhibit B Bill of Sale Exhibit C Kennedy Family Exhibit D Reduction in Power Delivered Exhibit E Rights and Interests in Property Included in Line Project,. Line Additions and Line Exhibit F Insurance Purchased by PL Exhibit G Insurance to be Purchased by AE Exhibit H Environmental Article Participation Agreement Susquehanna Participation Package Exhibit I Off-Site Facilities

,Exhibit J Buy American Certification Exhibit K Financial Advisors Exhibit L Omitted Exhibit M Rights and Interests in Property Included in Susquehanna Project, Susquehanna Additions and Susquehanna Exhibit N Formulae for Determination of Power Supply Amounts and Ownership Adjustments

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TENANCY IN COi~QION PARTEClPATION AGREEi~fENT SUS UEHANNA This AGREEi~KNT, entered into this 18th day of inarch, 1977, by and between Pennsylvania Power 5 Light Company (here-inafter PL), an electric public utility corporation, organized and existing under the laws of the Commonwealth of Pennsylvania, with its corporate headquarters at Two North Ninth Street, Allentown, Pennsylvania 18101 and. Allegheny Electric Coopera-tive, Inc. (hereinafter AE), an electric cooperative corporation, organized and existing under the laws of the Commonwealth of Pennsylvania, with its corporate headquarters at 2929 North Front Street, Harrisburg, Pennsylvania 17110.

WHEREAS, PL owns certain land located,.in Salem Township,.

Luzerne County, Pennsylvania, which it uses as a site for the purpose of constructing and will use to operate electric genera-ting facilities and facilities appurtenant thereto designated as Susquehanna; and NHEREAS, PL plans to construct and operate two nuclear generating units at such site, each witn a capability estimated at a net rating of 1050 megawatts and, to be designated. Susquehanna Unit ~l and Susquehanna Unit r2, Susquehanna Unit ~l currently scheduled to be placed in contract operation in November 1980 and Susquehanna Unit ~2 currently scheduled to be placed in com-mercial operation in ofay 1982; and

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NHEREAS, PL is a public utility engaged in the genera-tion, transmission and distribution of electric power and energy in the Commonwealth of Pennsylvania, and AE is engaged in the sale of electric power and energy to its members in the Commonwealth of Pennsylvania and the State of New Jersey; and NHEREAS AE intends to purchase and PL intends to sell a ten percent (10:) undivided ownership interest in Susquehanna, as hereinafter defined, subject to the terms and conditions contained in this Agreement; iNON THEREFORE, in consideration of the premises and covenants herein contained, PL and, AE, intending to be legally bound hereby, mutually agree and promise as follows:

Article I: Definitions For the purpose of this Agreement the following terms shall have the following meanings:

ACTUAL CONSTRUCTION COSTS Amounts actually recorded by PL on SUBSEQUENT TO CLOSING its accounting books and records for Construction Costs subsequent to Closing during any particular period.

AGREEl~fENT This Tenancy in Common Participation Agreement.

ALLOWANCE FOR FUNDS USED The Allowance for Funds Used During DURING CONSTRUCTION Construction of Susquehanna as recorded in PL's or AE's accounting books and records as the case may be.

For PL, Allowance. for Funds Used During Construction is intended to include the terms Allowance for Funds Used During Construction, Interest Charged to Construction, Interest During Construction, Allowance for Other Funds Used During Construction or Allowance for Borrowed Funds Used During Construction as defined in the Uniform System of Accounts For Class A and B Utilities as may be amended ~from time to time. For AE, Allowance for Funds Used During Construction is intended to include the terms Allow-ance for Funds Used During Construction, Interest Charged to Construction, Interest During Construction, as defined in the Uniform System of Accounts Pre-scribed, for Electric Borrowers of the Rural Electrification Administration as may be amended from time to time.

BUSINESS DAY Any day other than a Saturday or Sunday or a day on which banking in-stitutions in the Commonwealth of Pennsylvania are required by law not to transact banking business.

CLOSING As defined in Article VI of this Agreement.

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CONSTRUCTION COSTS Payments made or costs incurred (excluding Allowance For Funds Used During Construction) either prior to or subsequent to Closing and Second Closing by or for the account of PL in respect of Susquehanna in connection with the acquisition, design, construction, placing into Contract Operation of Susquehanna and capital additions or removals after Contract Operation of Susque-hanna and shall include without limitation:

l. All costs and expenses incurred in connection with all temporary facilities, all land and land rights as conveyed by PL to AZ pursuant to the Deed attached hereto as Exhibit A, and all land and land rights as may be acquired, all structures and improvements thereon, and all equip-ment; and

2. All costs of labor and services.

performed or rendered, together with related overhead costs; and

3. All costs associated. with the acquisition: of materials, supplies, machinery, cons truction equipment, all other equipment,.and apparatus acquired or used (including rental charges for machinery, equipment, or apparatus hired); and

4. All costs associated with nuclear fuel, nuclear fuel fabrication,"

nuclear fuel transportation, nuclear fuel storage, exploration or nuclear fuel, and other matters related to nuclear fuel; and 5, All costs recorded by PL on its accounting books and records prior to Closing in connection with the preliminary engineering of Susque-hanna; and

6. An amount of PL's administrative and general expenses incurred subse-quent to February 28, 1977, reasonably

attributable to Susquehanna includ-ing but not limited to all costs necessary to obtain regulatory, governmental, or other approvals related to Susquehanna; and

7. All payroll expenses incurred by PL including but not limited.to the costs of social security taxes, unemployment insurance expense, and other payroll taxes, group life insurance, group hospitalization, medical insurance, time off with pay, pension plan and other employee benefit plan contributions, work-men's compensation, long-term dis-ability insurance, health insurance, accident and dismemberment insurance, and all other fringe benefits accru-ing to PL's employees or personnel; and

8. Overheads normally incurred by PL in performing plant construction work reasonably attributed to Sus-quehanna; and

9. Sales taxes and real es'tate taxes; and

10. An equitable allocation of all costs of owning (including deprecia-tion) and operating auxiliary sup-porting facilities of PL which enure to the benefit of Susqueh'anna.

AE shall be entitled to an equitable financial credit for any item which was or will be purchased or leased for the benefit of Susquehanna, but which item was or will be used either in whole or in part by PL other than for the benefit of Susquehanna, either on a temporary or on a permanent basis, and such equitable credit shall be an adjustment to Construction Costs for the period during which such item is not used for the benefit of Susque-hanna.

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CONSTRUCTION COSTS Construction Costs recorded. by PL on SUBSEQUENT TO CLOSING its accounting books and records sub-sequent to Closing, ESTIMATED CONSTRUCTION Amounts which PL reasonably expects to COSTS SUBSEQUENT TO record on its accounting books and CLOSING records for Construction Costs sub-sequent to Closing during any particular period.

MAJOR CONTRACTS Those contracts listed on Exhibit D of this Agreement.

OPERATING AGREEMENT A certain agreement dated March 18, 1977 by and between PL and, AE in respect of the operation of Susque-hanna.

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OPERATING COSTS As defined in the Operating Agreement.

PARTIES PL and AE.

PARTY Either PL or AE.

SECOND CLOSING As defined in Article .VI of this Agreement.

SUSQUEHANNA As defined in Article 'Zl'f this Agreement.

SUSQUEHAViVA ADDITIONS As defined in Article- ZI, Subpart B of this Agreement.

SUSQUEHANNA PROJECT As defined in Article Il, Subpart B of this Agreement.

TRAiVSFEREE Transferee, grantee, purchaser, suc-cessor, assignee.

(End of Article I)

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Article II: S'ale of an Undivided Ten Percent 10$ )

Interest zn us ue anna ro ect At Second Closing PL shall sell and convey, and AE shall purchase and accept, a ten percent (105), undivided owner-ship interest in Susquehanna Project and in Susquehanna Additions under and subject to the terms and conditions as herein specifically set forth. PL, as owner of a ninety percent (90',) undivided ow'ner-ship interest in Susquehanna, and AE, as owner of a ten'percent (104) undivided ownership interest in Susquehanna shall each have ninety percent and ten percent, respectively, of the power and energy output of Susquehanna.

A. 1. Conveyance shall be conveyance [subject to (a) the easements and rights granted by PL at or prior to the time of con-veyance; (b) all restrict ons of record; and (c) the easements and rights reserved by PL at or prior to the time of conveyance, all of wnich are specifically set forth in the Deed the form of which is attached hereto as Exhibit A and made a part hereof] of a ten percent (10$ ) undivided ownership interest in Susquehanna Project and Susquehanna Additions to AE, as grantee, with PL reserving to itself a ninety percent (90',) undivided ownership interest in Susquehanna Project and Susquehanna Additions, it being expressly understood and agreed that AE and PL shall hold their respective undivided ownership interests in Susquehanna P'roject and Susquehanna Additions (and their respective undivided ownership interests in Susquehanna), as tenants in common, under the laws of the

Commonwealth of Pennsylvania, subject to Article lI, Subpart A(2) of this Agreement. Said conveyance shall be a conveyance made by Deed, substantially in the form of Exhibit A attached hereto, it, being expressly understood. and agreed that AE shall join in the Deed as grantee, and by Bill of Sale, substantially in .the- form of Exhibit B, attached hereto and made a part hereof, in whi."ch AE shall join as purchaser subject to Article IV of this Agreement.

2. The tract of land, as specifically described in Exhibit A, together with all appurtenances and improvements thereon, and.together with all other on-site and off-site facilities in-.

cluded in Susquehanna Project and Susquehanna Additions, shall"not,'uring the period hereinafter specified, be subject to any parti-.

tion or sale for division, either voluntary or involuntary, by either judicial or nonjudicial action. All right-to effect such partition or sale for division is hereby waived', surrender'ed and released by the Parties hereto as tenants in common; and the said waiver, surrender and release.'a) shall be binding upon and enure to the benefit of each tenant in common and its respective successors and assigns, and the mortgagees, receivers, trustees and other representatives of the respective tenants in common and their respective successors and assigns and shall run with the land; (b) shall be applicable not only to the land described in Exhibit A, and the property conveyed, pursuant to the Bill of Sale described in Exhibit B together with all appurtenances and improvements thereon, but shall also be applicable to all

improvements hereafter constructed by PL and AE as tenants in common on the land described in Exhibit A hereto; (c) shall be effective during the period commencing with the date of the execution and delivery of the Deed as contemplated in Article II, Subpart A(1) hereof and continuing after the completion and commencement of the operation in the public service of Susquehanna and, during the useful life of Susquehanna for the generation of electric energy except that if at any one or more times during the said period all tenants in common then owning undivided interest in the aforesaid property and improvements by appropriate instrument, executed and delivered by'all such tenants in common, shall dispose of and convey any portion thereof or interest therein, said covenant, waiver, surrender and r lease shall, upon such delivery, cease to be binding with respect to such portion or interest so disposed of and'onveyed, but shall never-theless remain effective during the aforesaid period with respect to the balance of said property and improvements not so disposed of and conveyed; and (d) shall not, and is not intended to, prohibit or limit in any way the right of each tenant in common at any time owning an undivided interest in said property and improvements (including each Party to this Agreement), to sell, convey, mortgage and otherwise freely transfer and alienate its own respective undivided ownership interest therein, either in whole or in part, subject, however, to the terms and condit'ons of this Article II, Subpart A(2) and Article X of this Agreement.

B. Susquehanna Proj ect is and shall include PL' rights and interests in that property listed on Exhibit i~i, attached hereto and made a part hereof, all of which were acquired by PL prior to Closing, it being expressly understood however that any property included in Susquehanna Project regardless whether said property is tangible or intangible, i~ not physically located on the land described on Exhibit A must be specifically designated by PL as being part of Susquehanna Project, provided that all property required for the operation of Susquehanna Project shall be so designated by PL.

Susquehanna Additions is. and shall include PL's rights and interests in that property listed on Exhibit i>l, attached here-to and made a part hereof, all of which were acquired by PL during the period beginning at Closing and ending at Second Closing, it being expressly understood however that any property .included in Susquehanna Project regardless of whether said property is tangible or intangible, if not physically located on the land described on Exhibit A must be specifically designated by PL as being part of Susquehanna Additions, provided that all property required for the operation of Susquehanna Additions shall be so designated by PL.

Susquehanna is and shall include Susquehanna Project, Susquehanna Additions and all of PL's and AE's rights and interests in that property listed on Exhibit bf, attached hereto and made a part hereof, acquired or to be acquired by PL and AE as tenants in common subsequent to Second Closing, it being expressly under-stood however that any property included in Susquehanna acquired 1

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subsequent to Second Closing regardless of whether said property is tangible or intangible, if not physically located on the land described in Exhibit A must be specifically designated by PL as being part of Susquehanna, provided that all property required for the operation of Susquehanna shall be so designated by PL.

It is understood by the Parties hereto that PL currently owns leasehold estates or leasehold interests in some items which have been or are to be specifically included for construction or use as part of Susquehanna. Nhen PL's interest is that of a lease-hold estate or a leasehold interest, PL will convey to the extent permitted by law, and to the extent permitted, by the terms and con-ditions under which PL holds its leasehold estate or leasehold interest, and subject to Subparts D and E hereof, a ten percent (104) undivided ownership interest in such leasehold estate or leasehold interest. To the extent. that PL is not permitted by law or by terms and conditions under which PL holds its lease-hold estate or leasehold interest to convey a 10'. undivided ownership interest in said leasehold estate or leasehold int rest to AE, PL shall assure that AE receives from PL its proportionate share of all the benefits of said leasehold estates and leasehold interests and AE shall receive its proportionate share of the obligation of said leasehold estates and leasehold interests.

C. AE hereby acknowledges that it has reviewed the provi-sions of the i~faj or Contracts to which PL is a party (as set forth on Exhibit D attached hereto and made a part hereof), concerning

I the supply of equipment and materials and the rendition of services, in respect of Susquehanna. PL represents that it has made available to AE all Major Contracts.

D. It is understood by the Parties hereto that AE may not become an assignee of one or more contracts, leases, or agreements in respect of Susquehanna, entered into by PL. AE nevertheless hereby agrees to pay to PL ten percent (10$ ) of all costs associated with said contracts, leases, and. agreements, and AE shall receive its proportionate share of all the obligations of said contracts, leases and agreements, and PL shall assure that AE receives from PL its pr'oportionate share of all the benefits of said contracts, leases and agreements received by PL, as if AE were an assignee of such contracts, leases and agreements.

E. Nothing in this Article shall be interpreted in such a manner as to make PL a breaching or defaulting party pursuant to the terms of any contract, lease or agreement entered into by PL in respect of Susquehanna. If PL assigns a ten percent {10:)

interest in any contract, lease or agreement to AE and subsequent to that assignment it is determined that such assignment would cause PL to be a breaching or defaulting party under that, assigned contract, lease or agreement, then such assignment shall be null and void as of the date of said assignment.

(End of Art'icle II)

Article III: De osit and Payment A. At Closing, AE shall pay to PL, pursuant to the terms set forth in this Article III, Subpart C, the Deposit on the Purchase Price. The Deposit on Purchase Price is $ 61,910,284.43'hich is composed o f the following:

l. An amount equal to ten percent (108) of the Actual Construction Costs incurred by or for the account of PL, during the period which terminated on January 31, 1977 less three thou-sand dollars ($ 3,000) in consideration of certain right-of-way and easements reserved by PL as set forth in the form of Deed, attached hereto as Exhibit A;

2. Plus an amount equal to ten percent (10:) of the Construction Costs which PL estimated were incurred by or for the account of PL during the period February 1, 1977 to February 28, 1977;

3. Plus an amount equal to ten percent (10-:) of the actual Allowance for Funds Used During Construction applicable to Actual Construction Costs incurred by or for the account of PL during the period which terminated on January 31, 1977;

4. Plus an amount equal to ten percent (10~) of the Allowance for Funds Used During Construction applicable to Con-struction Costs which PL estimated will be incurred by or for the account of PL during the period February 1, 1977 to Febru-ary 28, 1977;

5. Plus $ 5,350,000;

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6. Plus interest on the sum of those amounts set forth in Subparts A(1), A(2), A(3), A(4) and A(5) of this Article III calculated at the annual rate of 8.258 (using a 360-day year) for the period March 1, 1977 through March 18, 1977. The Deposit on Purchase Price shall be paid to PL at Closing in immediately available funds, by wire transfer of the said Deposit on Purchase Price to PL's account at The First Pennsylvania Bank, N.A.,

Philadelphia, Pennsylvania, or to any other bank which PL may designate.

C. On or before March 25, 1977, PL shall notify AE of the actual Construction Costs and the actual Allowance for Funds Used During Construction, for the month of February 1977. Any difference between the sum of the actual Construction Costs plus the actual Allowance for Funds Used During Construction for the month of February 1977 and the sum of the estimated Construction Costs and the estimated Allowance for Funds Used During Construction for the month of February 1977 shall be shown on such notification. The difference between ten percent (104) of the sum of the actual Construction Costs plus the actual Allowance for Funds Used During Construction and ten percent (104) of the sum of the estimated Construction Costs plus the estimated Allowance for Funds Used During Construction shall be called. the Difference. In the event the Difference is a positive number, AE shall pay said Difference to PL on the tenth day, immediately following the day on which AE was notified of such Difference, by wire transfer of the amount equal to said Difference to PL's account at The First Pennsylvania

Bank, N.A., Philadelphia, Pennsylvania or to any other bank which PL may designate. In the event the Difference is a negative number PL shall pay said Difference to AE on the tenth day immediately following the day on which AE was notified of said Difference, by wire transfer of the amount equal to said Difference to AE's account at Commonwealth National Bank, Harrisburg, Pennsylvania, or to any other bank which AE may designate.

D. PL represents that it has made available, and AE hereby acknowledges that it has reviewed or has had the opportunity to review all records made available by PL relating to estimated.

and actual (1) Construction Costs, and (2) Allowance For Funds Used During Construction which are included in the Deposit on Purchase Price. PL and AE shall at any time, and in a timely manner, subsequent to Closing make adjustments as may be necessary in the Deposit on Purchase Price, except that the amount set forth in this Article III, Subpart A(5) shall not be subject to adjustment. All adjustments in the Deposit on Purchase Price shall be accounted for as a part of the Construction Costs Subse-quent to Closing pursuant to Article V of this Agreement in the month in which it is determined that an adjustment is necessary.

There shall be added to each adjustment in the Deposit on Purchase Price interest at the annual rate of eight percent (8s) simple interest based on a 360-day year, computed from Closing until the date the adj ustment is actually accounted for between the Parties hereto. No payment made pursuant to the foregoing pro-visions of this Article III shall constitute a waiver of any R~

right of AE to Contest any cost or any adjustment made by PL.

Contest shall mean the right of AE to question either the equitable allocation of any cost or "payment which was allocated by PL between Susquehanna Project or Susquehanna Additions and some other PL facility as contemplated in this Agreement or the mathematical accuracy of any cost or payment requir d to be I

made by AE as contemplated in this Agreement, but specifically shall not mean the right of AE to question or challenge the appropriateness, desir'ability or wisdom of any cost, payment or expenditure made or incurred for the benefit of Susquehanna Project or Susquehanna Additions.

(End of Article III)

Article IV: "As Is" Sale AT CLOSING AE )UILL ACQUIRE ITS 108 UNDIVIDED OWNERSHIP INTEREST IN SUSQUEHANNA PROJECT, AND THEREAFTER WILL ACQUIRE ITS 1 O~o UNDIVIDED OWLfERSHIP INTEREST IN SUSQUEHANNA ADDITIONS AND IN SUSQUEHANNA, AS TENANTS IN COMMON WITH PL, AS IS AND WHERE IS.

AE ACKNOWLEDGES AND AGREES THAT AT NO TIME SHALL PL HAVE MADE~ NOR BE DEEMED TO HAVE iiiADE, ANY REPRESENTATION, EXPRESS OR IMPLIED, AS TO THE TITLE OF SUSQUEHANNA PROJECT, SUSQUEHAi&A ADDITIONS OR SUSQUEHANNA OR AS TO COMPLIANCE WITH SPECIFICATIONS, CONDITION, iMRCHANTABILITY, DES IGiN, QUALITYp DURABILITY, OPERATION, FITNESS FOR USE OR PURPOSE, VALUE, QUANTITY, SUITABILITY, OR WORKING ORDER OF SUSQUEHANNA PRO JECT x SUSQUEHANNA ADDITlONS 7 OR SUSQUEHANNA~ NOR TO HAVE i>fADE ANY OTHER REPRESENTATION OR WARRANTY WHATSOEVER, EXPRESS OR IMPLIED, WITH RESPECT TO SUSQUEHANNA PROJECT, SUSQUEHANNA ADDITIONS OR SUSQUEHAiViifA OR OTHERNISE, INCLUD1NG ANY REPRESENTATIOiN OR WARRANTY THAT THE USE OR OPERATION OF SUSQUEHANNA PROJECT, SUSQUE-HANNA ADDITIOiNS OR SUSQUEHANNA WILL iNOT VIOLATE ANY PATENT, TRADEMARK OR SERVICE i%ARK RIGHTS OF ANY THIRD PARTIES, EXCEPT WITH REGARD TO SPECIFIC NARRAifTIES OF TITLE TO REAL PROPERTY AS SET FORTH IN THE DEED ATTACHED HERETO AS EXHIBIT A, AND EXCEPT AS SET FORTH IN TWO CERTAIN OPINIONS BY EDWARD M. NAGEL~ ESQUIRE~ ADDRESSED TO AE~

DATED CLOSING AND SECOiND CLOSING.

(End of Article IV)

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Article V: Com letion of Construction of Sus uehanna A. PL shall place Susquehanna Unit tl and Susquehanna Unit /f2 individually in Contract Operation at the earliest practicable date that it has been determined that such unit is a reliable source of capacity and complies fully with all re-quirements of all applicable statutes and the rules and regula-tions of the Nuclear Regulatory Commission and such other regulatory agencies as shall have competent jurisdiction over the planning, design, licensing, construction, operation and, mainte-nance of Susquehanna. Such date with respect to each such unit shall be the date of Contract Operation for such unit.

3. PL shall have the sole and absolute authority and dis-cretion to design, construct, control and manage Susquehanna without challenge to .such authority and discretion by AE. Such authority and. discretion sha'll include, but shall not be limited to:

1. Staffing of Susquehanna;

2. Making and modifying all contracts with third parties including but not limited to all contracts relating to nuclear fuels, nuclear fuel fabrication and exploration for nuclear fuel for Susquehanna;

5. Procuring and replacing parts, spare parts, materials, supplies and equipment used in the design and construction of Susquehanna;

4. Establishing and revising all construction schedules and dates of Contract Operation of Susquehanna Unit 41 and 5

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Susquehanna Unit P2 including but not limited to the acceleration, deferral and/or cancellation of construction of Susquehanna, sub-ject to Article XXX hereof; S. Providing for the design and construction of any and all items which may be useful or desirable in respect of Susquehanna;

6. Securing and. attempting to keep in effect all licenses, permits, permissions, approvals, and other -authorizations of any nature whatsoever required or desired by PL to be obtained from any and all governmental, quasi-governmental, regulatory, supervisory, or other bodies or entities of authority;

~ 7. ~iiaintaining any and all records, Any other provision, term, condition or Article to the contrary notwithstanding, the rights of PL as set forth in this Article V shall not, furnish a basis for the assertion by AE of liability against PL.

C. Subsequent to Second ClosingPL shall own a ninety per-cent (90;) undivided ownership interest in Susquehanna as tenants in common with AE which shall own a ten percent. (10'.) undivided ownership interest in Susquehanna as is in existence and as is being constructed, under and subject to the terms and conditions contained in this Agreement. Nhenever in the sole judgment of PL, PL deems it desirable, PL and AE shall jointly enter into contracts, leases and agreements in respect of Susquehanna with any third party (and thereby become joint signatories) dated subsequent to Second Closing, with the rights and liabilities of said contracts, leases and agreements thereby vesting in PL and AE in proportion to their respective undivided ownership interests in Susquehanna. Et is understood by the Parties hereto that AE may not become a joint signatory of one or more contracts, leases and agreements in

respect of Susquehanna; AE, nevertheless, hereby agrees to pay to PL ten percent (10'u) of all costs associated with said con-tracts, leases and agreements and AE shall receive its proportion-ate share of all the benefits and the burdens of said contracts, leases and agreements as if AE were a joint signatory and joint obligee of such contracts, leases and agreements.

D. AE shall pay to PL an amount equal to ten percent (105) of all Construction Costs Subsequent to Closing. Construction Costs subsequent to Closing shall be determined pursuant to accounting procedures and practices prescribed by the applicable Uniform System of Accounts of the Federal Power Commission and in accordance with generally accepted accounting principles con-sistently applied.

E. PL shall on or before February 25, 1977 and on or before the twenty-fifth (25th) day of'-each month thereafter, notify AE of the nature and, amount of the Estimated Construction Costs Subsequent to Closing anticipated to be recorded by PL on its accounting books and records during the next calendar month. AE shall pay to PL at Closing in immediately available funds, by wire transfer to PL's account at The First Pennsylvania Sank, iN.A.,

Philadelphia, Pennsylvania, or to any other bank which PL may designate, the Estimated Construction Costs for lfarch 1977 plus interest on said Estimated Construction Costs at the annual rate of 8.25$ (using a 360-day year) for the period i~farch 10 to blarch 18, 1977. AE shall make payment to PL in immediately available funds for its ten percent (10-';) share of all such Estimated Construction Costs Subsequent to Closing For April 1977 and all months subsequent thereto and for settlement of Actual Construction Costs Subsequent.

to Closing as detailed below on the tenth day (10th) of the month, immediately succeeding the month during which PL rendered an estimated bill to AE by wire transfer to PL's account at, The First Pennsylvania Bank, ib.A., Philadelphia, Pennsylvania, or any other bank which PL may designate in writing. If any payment is due on any day not a Business Day it may be made on the succeeding Business Day without premium or penalty.

In the aforesaid notification, beginning with April 1977, PL shall notify AE of its share of Actual Construction Costs Sub-sequent to Closing recorded in the prior month. Any difference between such Actual Construction Costs Subsequent to Closing and the Estimated Construction Costs Subsequent to Closing for such prior month shall be shown on the notification. Any such difference shall be settled between the Parties by an adjustment to the bill sent to AE by PL on or before the twenty-fifth (25th) day of each month and payable on the tenth (10th) day of the next month.

Estimated Construction Costs Subsequent to Closing and Actual Construction Costs Subsequent to Closing shall be accompanied by an accounting of costs in sufficient detail to enable AE to account for such payments on its books. No payment made pursuant to the foregoing provisions of this Article V, Subpart E, shall consti-tute a waiver of any right of AE to Contest any cost or any adjust-ment made by PL. Contest shall mean the right of AE to question either the equitable allocation of any cost or payment which was allocated by PL between Susquehanna and some other PL facility as contemplated in this Article V of this Agreement or the

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mathematical accuracy of any cost or payment required to be made by AE as contemplated in this Agreement, but specifically shall not mean the right of AE to question or challenge the appropriateness, desirability or wisdom of any cost, payment or expenditure made or incurred for the benefit of Susquehanna.

AE shall audit, at least once'annually, all charges made to AE for Construction Costs Subsequent to Closing. AE shall report the results of said audit to PL on or before June 30 of every year beginning in 1978.

Subsequent to the payment of a bill for Construction Costs by AE to PL, AE and PL shall at any time, and in a timely manner, make adjustments as may be necessary to that bill. All adjustments to Construction Costs Subsequent to .Closing shall be accounted for in the month in which it is determined that an adjust-ment is necessary.

There shall be added to each adjustment, required as a result of an error undetected. for a period in excess of three months, to Construction Costs Subsequent to Closing, interest at the annual rate of eight percent (84) simple interest based on a 360-day year, computed from the date the cost actually occurred until the date the cost is actually accounted for between the Parties hereto.

Et is expressly understood that all payments for Estimated Construction Costs Subsequent to Closing, interest on Estimated Construction Costs Subsequent to Closing for the period March 10, 1977 through March 18, 1977 as provided for in Article V Subpart E of this Agreement, and all settlements of Actual Construction Costs Subsequent to Closing during the period beginning at Closing and ending at Second Closing shall be deemed to be Supplemental Deposits. on Purchase Price.

F., PL shall be responsible for making payment to third parties of all costs direct and indirect, in respect of Construc-tion Costs Subsequent to Closing. AE hereby designates and appoints PL as its agent, solely for the purpose of making pay-ment to third parties pursuant to this Article V, Subpart F and for no other purpose, except pursuant to Article III, Subpart D of the Operating Agreement, and it is not intended by either AE or PL that. PL shall be, or shall be deemed to be, or shall serve as agent or as any other fiduciary, for any other purpose what-soever, other than as described and designated in this Article V, Subpart F.

G. If AE shall fail to pay to PL its share o9 the Estimated Construction Costs Subsequent to Closing and payments which may be required in settlement of Actual Construction Costs Subsequent to Closing by the tenth (10th) day of a month pursuant to this Article V, Subparts D and E, there shall be added to such overdue amounts interests from the date such payment was due until paid in full at the rate of interest in effect from time to time equal to the minimum commercial lending rate charged to responsible and substantial borrowers by The First Pennsylvania Bank, N.A.,

Philadelphia, Pennsylvania, its successors and assigns plus two percent (28) (computed on the basis of a 360-day year) . I f any payment is due on any day not a Business Day it may be made on the succeeding Business Day without premium or penalty.

23>>

H. AE shall make each payment for its share of Estimated Construction Costs Subsequent to Closing, and each payment required to be made in settlement of its share of Actual Construction Costs Subsequent to Closing, when due, regardless of any possible dispute in the amount which PL claims to be due. After payment of a bill, AE may Contest that bill sent by PL to AE for payment, except, however, in the event that AE in good faith concludes that PL has arithmetically materially miscalculated any bill sent to AE for payment, AE may Contest said arithmetically materially miscalculated portion of such bill prior to payment of the amount or portion contested.

I. PL shall provide to AE, as soon as practicable after Closing, all estimates of'anticipate'd Construction Costs Subsequent to Closing which PL has prepared. PL shall update said estimate at least once annually.

J. AE shall be entitled to an equitable financial credit for any item which was purchased or leased for the benefit of Susquehanna, but which item is used, either in whole or in part by PL other than for the benefit of Susquehanna, either on a temporary or on 'a permanent basis, and such equitable credit shall be an adjustment to Construction Costs Subsequent to Closing for a period during which such item is not used for the benefit of Susquehanna.

K. It is understood that there may be incurred Construction Costs which were not anticipated by either PL or AE prior to Closing. PL and AE shall share these costs in the proportions and

in the manner set forth in this Article V without regard to the fact that such costs were not anticipated prior to Closing.

Construction Costs shall be paid by AE to PL pursuant to the terms and conditions as set forth in this Article V of this Agreement without regard as to how or the manner in which either AE or PL accounts and records said Construction Costs on their respective accounting books and records.

(End of Article V)

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Article VI: Closin and Second Closin A. ~Closin

1. The date on which this Agreement shall become effective and binding on the Parties shall be March 18, 1977.

2. Closing of the transactions contemplated herein shall take place at 10:30 A.M. on the aforementioned date at the office of the National Rural Utilities Cooperative Finance Corporation (CFC), Washington, D.C. or at. such other time and place as may be mutually agreed upon by the Parties.

3. At Closing, AE shall pay to PL the Deposit on Purchase Price according to the terms and procedures set forth in Article III of this Agreement.

4. At Closing AE shall pay to PL the Estimated Con-struction Costs Subsequent to Closing for March 1977 and interest on the Estimated Construction Costs Subsequent to Closing for March 1977 according to the terms and procedures set forth in Article V Subpart E of this Agreement.

S. At Closing, this Agreement and the Operating Agree-ment shall be placed in a mutually agreeable location for .safe-keeping. The Deed, the form of which is attached hereto as Exhibit A, and the Bill of Sale, the form of which is attached hereto as Exhibit B, shall be executed by PL as grantor and seller and by AE as grantee and purchaser and the Deed and Bill of Sale shall be acknowledged by a notary public. Neither the Deed nor the Bill. of Sale shall be delivered to AE, but both the Deed

and the Bill of Sale shall be placed in the same location as this Agreement and the Operating Agreement for safekeeping.

It is specifically understood that no conveyance of real estate and no transfer of any personal or mixed property shall take place at Closing.

B. During the period between Closing and Second Closing, AE shall continue to make Supplemental Deposits on Purchase Price of Susquehanna equal to ten percent (10$ ) of the Construction Costs according to the terms and procedures set forth in Article V of this Agreement.

C. Second Closing shall take place not later than twenty days (20) subsequent to the satisfaction of all conditions prece-dent to Second Closing as set forth in Article XIV of t'his Agree-ment.

1. The Purchase Price shall be equal to the Deposit on Purchase Price plus the sum of all bills for Supplemental Deposits on Purchase Price from the date of Closing to the date of Second Closing rendered by PL to AE and due for payment by A

AE prior to Second Closing pursuant to the terms of this Agree-ment. At Second Closing AE shall pay to PL the difference between the Purchase Price and all monies actually paid by AE to PL pursuant to, the terms of this Agreement from the date of Closing to the date of Second Closing. AE shall transfer the aforesaid sum to PL in immediately available funds to PL's account at The First Pennsylvania Bank, N.A., at Philadelphia, Pennsyl-vania.

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2. At Second Closing, PL shall deliver the Deed to Susquehanna Project and Susquehanna Additions and shall further deliver the Bill of Sale for Susquehanna Project and for Susquehanna Additions. The Deed and Bill of Sale placed into safekeeping pur-suant to this Article VI Subpart, A4'5) shall be amended to reflect Susquehanna Additions.

I.'End of Article VZ)

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I Article VEI: Access to Books and Records PL and AE shall have full and complete access at their own cost during normal PL or AE working hours, as the case may be, to any and all contracts, agreements, books, accounts, and records maintained by or for PL or AE, as the case may be, in respect of Susquehanna at the location where .such materials are usually maintained, including but not limited to (1) account-ing books and records; (2) environmental statements, studies, and reports; (3) health and safety statements, studies, and reports; (4) engineering statements, studies, and reports; and (5) all licenses, permits, and applications and drafts of same, and, shall have full and complete use, at the location where such materials are usually maintained, of said books, records, state-d'or ments, studies, reports, licenses, 'permits', and applications, for the purpose of auditing, testing, studying, copying and examining same except, however, AE may not,. have access to any-of the aforementioned items which by the terms under which PL holds or has access to such items classify said items as confi-dential, secret, proprietary, the like. PL shall use all best efforts, upon the request of AE, to obtain the necessary permission from the holders or owners of such confidential, secret, or proprietary items, to permit AE to have access to said items (any cost associated with said permission shall be the sole responsibility of AE). PL shall supply to AE, at AE's request, and without additional cost to AE, one copy of each I

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said document (other than as limited by the terms hereof) relating to 'Susquehanna as is necessary for the reasonable operation of (End of Artic3.e VII)

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gi Article VIII: Re resentation's'rid Na'rranties A. AE hereby represents and warrants to PL as follows:

l. AE is a corporation duly organized, validly existing and in good standing under the laws of the Com-monwealth of Pennsylvania and is duly qualified to conduct business in the Commonwealth of Pennsylvania.

2. AE has full corporate power and authority to execute and deliver, and to perform its obligations under this Agreement.

3. The execution, delivery and performance by AE of this Agreement have been duly authorized by all necessary corporate action on the part of AE.

4. AE has reviewed and examined, to the extent it deems appropriate and desirable, all books, records, licenses, permits, applications, statements, reports, studies, and ilajor Contracts in respect of Susquehanna, which are listed on Exhibits D and E attached hereto and made a part hereof.

B. PL hereby represents and warrants to AE as follows:

1. PL is a corporation duly organized, validly existing and in good standing under the laws of the Common-wealth of Penn'sylvania and is duly qualified to conduct business in the Commonwealth of Pennsylvania.

2. PL has full corporate power and authority to execute and deliver, and to perform its obligations under this Agreement.

3. The execution, delivery and performance by PL of this Agreement have been duly authorized by all necessary corpor'ate action on the part of PL.

4. PL has 'made avail. able to the satisfaction of AE the books, records, licenses, permits, applications, statements, accounts, documents, reports, and. studies in respect of Susquehanna, which are 1'isted on Exhibit E.

PL has made available to the satisfaction of AE all Major Contracts, said Major Contracts are listed on Exhibit D.

(End of Article VIII)

PL and AE shall cooperate with each other in any and all activities in connection with Susquehanna including, without limitation, the execution and filing of applications for authorizations, permits, permissions, advisory letters, and licenses for any and all purposes, and the execution of all documents as may be necessary or advisable to confirm authority of PL to act for AE in connection with AE's interest in Susque-hanna. PL shall cooperate with AE in connection with AE's obtaining the financial commitments necessary for AE to observe and carry out the provisions of this Agreement. iVothing in this Article or in any other Article of this Agreement shall be inter-preted as obligating PL or AE to act as a guarantor, surety or to provide other security for any financial commitment which the other Party may undertake or obtain. Nothing in this Article or in any other Article of this Agreement shall be construed to constitute PL as agent for AE, or AE as agent for PL except as specifically set forth in Article V, Subpart F hereof.

(End of Article IX)

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Article X: Alienati:on f 'As'si ament A. PL may sell, convey,. transfer, assign or alienate (hereinafter collectively referred to as Transfer) all or any portion of its undivided ownership interest in Susquehanna to any third party provided that if in the event that PL Transfers (other than as security for an indebtedness) any portion or all of its ownership interest in Susquehanna and said Transfer is coupled with an assignment of PL's rights and. a delegation of PL's duties as set forth in Article V, Subpart B of this Agree-ment and Article II of the Operating Agreement, then PL shall cause such Transferee to become a party to this Agreement and to assume the obligations of PL hereunder. PL hereby expressly waives and. renounces for itself, and for its Transferees, all rights as tenants in common in Susquehanna to partition pursu-ant to the terms specifically set forth in the l3eed (Exhibit A) attached hereto.

B. AE may Transfer all or any portion of its undivided ownership interest in Susquehanna to any third party for value, upon the following terms and conditions (except that AE may Trans-fer all or any portion of its undivided ownership interest in Susquehanna as security for an indebtedness without satisfying the following terms and conditions):

l, AE shall cause each of its Trans ferees to become a party to this Agreement and, to assume the obligations of AE hereunder proportionate to the interest of AE transferred herein.

2. AE may not Transfer any portion or all of its undivided ownership interest in Susquehanna to any Transferee without the prior written approval of PL. PL may not refuse to provide AE with written approval of such Trans fer if such proposed Transferee is as able as AE is (considering all govern-mental and quasi-governmental financial support which AE could obtain) to satisfy each and every financial obligation which an undivided owner of Susquehanna may be required to satisfy, including but not limited to all financial obligations of any nature whatsoever associated with any termination, shutdown, dismantling, removal or entombment costs of Susquehanna.

In the event of a dispute between the Parties con-cerning .the financial ability of AE's proposed Transferee such dispute shall be conclusively settled by a panel of three arbitrators pursuant to the terms and conditions set forth he re inbe low:

a. The Moving Party being either PL or AE shall mail in a written notice to the other Party declaring that the Moving Party is enforcing the provisions of this Article X, Subpart B. Both PL and AE shall each then appoint a single arbitrator within twenty (20) days from the date the aforesaid notice was received by the non-Moving Party. The two arbitrators so appointed shall mutually agree upon and select a third arbitrator within thirty (50) days subsequent to the date the aforesaid notice was received by the non-Moving Party.

In the event the two appointed arbitrators are unable.to select

l a thx.rd ax'bitrator within the required time either AE or PL shall petition the American Arbitration Association sitting at Phila-delphia, Pennsylvania, to appoint a third arbitrator. If the American Arbitration Association will not appoint a third.arbi-trator within ten (10) days subsequent to the date the American Arbitration Association was petitioned by either PL or AE to appoint a third arbitrator, PL or AE may petition any Federal Court Judge in Pennsylvania to appoint a third arbitrator. In the event that moxe than one arbitrator is so appointed, the first appointment so made, shall be the operative appointment.

The arbitrators shall agree upon and make the rules and procedures for the arbitration proceedings. The vote of the majority of the arbitrators shall be the decision of the panel. Each of the three arbitrators shall decide the dispute as set forth in this Article X, Supplement B(2). The arbitrators shall, if pos-sible, render their decision, within sixty (60) days subsequent to the date the third arbitrator is appointed.

b. Any decision rendered by said arbitzators shall be binding upon the Parties and shall not be appealable and its existence shall be a condition precedent to the insti-tution by either Party. of an action, suit or proceeding in any court against the other Party with respect to any dispute or controversy arising out of or relating to. this Article"X.'his provision for arbitration shall be in effect for disputes arising under this Article X, Subpart B only, and shall not apply to any other Article of this Agreement or of the Operating Agreement.

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c. P1. and AE hereby expressly waive and renounce for themselves and for their Transferees, all rights as tenants in common in Susquehanna to partition pursuant to the terms specif- ~

ically set forth in the Deed (Exhibit A) attached hereto.

(End of Article X)

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Article XI: Insurance A. PL shall use its best efforts to purchase and carry the types of insurance coverage, as set forth in Exhibit F attached hereto and made a part 'of this Agree-ment, by and for the benefit of PL and AE as tenants in common, in respect of Susquehanna. PL in its sole discretion may at any time and from time to time, after ten (10) days notice is sent by PL to AE, amend Exhibit F.

B. PL shall use its best efforts to have AE become a named insured or an additional insured on each policy as set forth in Exhibit. F, or in Exhibit F as may be amended.

In the event that PL is unable to make AE a named insured or an additional insured then AE shall not be responsible for the cost o f such ins ur ance.

C. AE shall pay to PL, its proportionate share of all premiums and other costs associated with insurance coverage purchased by PL, by and for the benefit of PL and AE as tenants in common, in respect of Susquehanna as set forth in Exhibit F or Exhibit F as amended, as (1) Construction Costs Subsequent to Closing pursuant to this Agreement; or {2) as Operating Costs, pursuant to the Operating Agreement.

D. PL may at any time, or from time to time, sell-insure, sell-assume, or self-retain any type of insurance coverage which at the time in question was for-merly purchased by PL from an insuror by and for the benefit of PL and AE as tenants in common, in respect of Susquehanna, and which Coverage was listed on Exhibit P or Exhibit P as amended. In the event that PL self- insures, self-assumes, or self-retains any type of insurance coverage as aforesaid, then AE may at its option purchase said insurance coverage from an insuror, or AE may request PL to provide said insurance coverage for AE at AE's own expense. In the event that PL agrees to 'provide said insurance coverage for AE as aforesaid then AE shall reimburse PL in a manner as shall be mutually agreed upon by PL and AE for AE's pro-portionate share of any risk which PL self-insures, self-assumes, or self-retains, for the benefit of AE.

E. AE shall retain the types of insurance coverage as set forth in Exhibit G, attached hereto and made a part hereof, said coverage to be effective on the date of execution of this Agreement and to remain in effect so long as PL is or may be exposed to any liability, with respect to the risks specified therein. All costs associated with the coverage as set forth on Exhibit G shall be paid for solely by AE. By mutual agree-ment, PL and AE may amend Exhibit G at any time and from time to time (End of Article XI)

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Article XII: Transfer 'and S'al'es Taxes AE shall pay all taxes, and recording charges, other than taxes imposed on or measured by income, incurred in connection with the conveyance to AE of a ten percent (10'.) undivided interest in Susquehanna Project and Susque-hanna Additions including any such taxes, and recording charges (including but not limited to real estate transfer taxes and sales or use taxes, if any) which may arise with respect to recording of documents or the mortgaging or imposing of any lien on the property transferred. PL and AE shall sepa-rately bear the costs of taxes which are either imposed on

'I PL or AE as separate entities or are imposed on the separate undivided ownership interest of PL o'r AE 'in Susquehanna.

(End of Article XII) dP

Article XIII: Commitment for Financing There shall be in effect at Second Closing loan con-tracts and a Rural Electrification Administration loan guarantee for providing for loans to AE of at least Two Hundred Fifty Million Dollars ($ 250,000,000. 00) for financing AE's undivided ownership interest in Susquehanna which contract shall be in form and. in substance acceptable to PL.

(End o f Article XIII)

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Article XIV: Conditions Precedent ta Closin and Second Closin A. ~Closin The occurrence of each and every condition as set forth below (or the waiver in writing of such con-dition by PL) as herein specifically set forth is a pre-requisite to Closing.

1. PL shall have received a certificate from AE signed by either'the President or a Vice President of AE stating that the representations and warranties of AE contained in this Agreement were true and correct when made and are true and correct on and (except to the extent such representations and warranties by their terms relate solely to an earlier date) as of Closing with the same effect as though such representations and warranties had been made on and (except as aforesaid.) as of Closing. AE shall have received a certificate from PL signed by either the Chief Executive officer, President, or a Vice President of PL stating that the representations and warranties of PL contained in this Agreement were true and correct when made and are true and correct on and.

(except to the extent such representations and warran ies by their terms relate solely to an earlier date) as of Closing with the same e feet as though such r-presentations and warranties had been made on and (except as aforesaid) as of Closing.

2. PL and AE shall have performed or accomplished all their agreements contained'erein to be performed or accomplished prior to or at Closing.

3. This Agreement and Exhibits A and B attached hereto and the Operating Agreement shall have been duly executed and, acknowledged in such a manner as shall, be required by. law and to protect the rights of the Parties thereto and their respective successors and assigns.

4. PL shall have delivered to AE true and complete copies of the following documents:

(a) PL's Restated Articles of Incorporation, as amended, certified by PL's Secretary as of Closing.

(b) PL's By-laws, as amended, certified by PL's Secretary as of Closing.

(c) PL's Incumbency Certificate of its officers who shall have executed and delivered this Agreement.

(d) Certificate of Good Standing in respect of PL, certified by the Secretary of State of the Commonwealth of Pennsylvania, as of a recent date.

(e) Lien Certificate in respect, of PL from the Commonwealth of Pennsylvania, as of a date not more than ten days -prior to Closing.

(f) Such other documents as AE sha11 reasonably request.

5. AE shall have delivered to PL true and complete copies of the following documents:

(a) AE's Articles of Incorporation, as amended, certified by AE's Secretary as of Closing.

(b) AE's By-laws, as amended, certified by AE's Secretary as of Closing.

(c) AE's Incumbency Certificate of the officers who shall have executed and delivered this Agreement.

(d) Certificate of Good Standing in respect of AE certified by the Secretary of State of the Commonwealth of Pennsylvania, as of a recent date.

(e) Lien Certificate in respect of AE from the Commonwealth of Pennsylvania, evidencing that there are no liens 'of records against, AE, as of a date not more than ten days prior to Closing.

(f) Such other documents as PL shall reasonably request.

6. PL shall have received from Nilliam C. Wise, Esquire, counsel to AE, or other counsel acceptable to PL, a favorable opinion addressed to PL 'n a form acceptable to PL, dated the Closing Date, as to:

(a) The due organization, valid existence and good standing of AE under the laws of the Commonwealth of Pennsylvania, and its due qualification to conduct business in Pennsylvania.

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(b) The corporate power and authority of AE to execute, deliver, perform and observe its obligations under this Agreement.

7. AE shall have received from Edward iH. Nagel, Esquire, General Counsel to PL, a favorable opinion addressed to AE in a orm acceptable to AE, dated the Closing Date, as to:

(a) The due organization, valid existence and good standing of PL under the laws of the Commonwealth of Pennsylvania and its due qualification to conduct business in Pennsylvania.

(b) The corporate power and authority of PL to execute; deliver, perform and observe its obligations under this Agreement.

8. AE shall have received from Edward M. Nagel, Esquire, General Counsel to PL, an opinion addressed to AE in a form acceptable to AE dated the Closing Date as to the title A

to Susquehanna.

3. 'Se'cond Clo'si'n~

The occurrence of each and every condition as set forth below (or the waiver in writing of such con-dition by PL) as herein specifically set forth is a pre-requisite to Second Closing.

l. The Administrator of the Rural Electrification Administration (REA) shall have approved in writing this Agreement

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and the Operating Agreement and such approval shall have been duly issued in a form acceptable to PL and such approval shall have been effective in accordance with such .terms and .conditions as may be therein contained and the REA shall have determined that this Agreement and the Operating Agreement complies with all applicable requirements of the REA.

2. The Pennsylvania Public Utility Commission I'PPUC) shall have approved PL's application with respect to,the transactions contemplated in this Agreement. Such approval shall have been duly issued in a form acceptable to PL and AE and such, approval shall have become effective in accordance with such terms and conditions as may be therein contained or the PPUC shall have denied jurisdiction over the transaction contemplated herein or therein.

3. The Nuclear Regulatory Commission shall have issued a construction permit for Susquehanna naming PL and AE as co-owners under said permit and said permit, shall have been duly issued in a form acceptable to PL and AE and said permit shall have become effective in accordance with such terms and conditions as may be therein contained.

4. PL shall have received a certificate from AE signed by either the President or a Vice President of AE stating that the representations and warranties of AE contained in this Agreement were true and correct when made and are true and correct on and (except to the extent such representations and warranties by their terms relate solely

5 to an earlier date) as of Second Closing with the same effect as though such representations and warranties had been made on and (except as aforesaid) as of Second Closing. AE shall have received a certificate from PL signed by either the Chief Executive Officer, President, or a Vice President of PL stating that the representations and. warranties of PL contained in this Agreement were true and correct when made and are true and correct on and'(except to the extent such representations and war-ranties by their terms relate solely to an earlier date) as of Second Closing with the'same effect as though such representations and, warranties had been made on and (except as aforesaid) as of Second Closing.

5. PL and AE shall have performed or accomplished all 'their agreements contained herein to be performed or accomplished prior to or at Second Closing.

.6., This Agreement and Exhibits A and B attached hereto and the Operating Agreement shall have been duly executed and acknowledged in such a manner as shall be required by law and to protect the r'hts of the Parties thereto and their respective successors and assigns. Any real estate transfer taxes, and recording charges in con-nection with the execution, recording and filing of the Deed shall have been duly paid in full by AE.

7. PL shall have received evidence dated Second Closing in writing of the commitments referred to in Article XIll o this Agreement.

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8. PL shall have received from Morgan Guaranty Trust Company of New York a written release of the interest in Susquehanna Project to be conveyed to AE hereunder, from the lien of the bfortgage and Deed of Trust, dated October 1, 194S, to Guaranty Trust Company of New York (now i4organ Guaranty Trust Company of New. York), as supplemented, and PL shall have delivered a copy of said written release to AE.

9. PL shall have delivered to AE true and complete copies of the following documents:

(a) PL's Restated Articles of Incorporation, as amended, certified by PL's Secretary as of Second Closing.

(b) PL's 3y-laws, as amended, certified by PL's Secretary. as of Second Closing.

(c) PL's Incumbency Certificate of its officers who shall have executed and delivered this Agreement.

(d) Certificate of Good Standing in respect of PL, certified by the Secretary of State of the Commonwealth of Pennsylvania, as of a recent date.

(e) Lien Certificate in respect of PL from the Commonwealth of Pennsylvania, as of a date not more than ten days prior to Second Closing.

(f) Such other documents as AE shall reasonab1y request.

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10. AE shall have delivered to PL true and complete copies of the following documents:

(a) AE's Articles of 1'ncorporation, as amended, certified by AE's Secretary as of Second Closing.

(b) AE's By-laws, as amended, certified by AE's Secretary as of Second Closing.

(c) AE's Incumbency Certificate of the officers who shall have executed and delivered. this Agreement.

(d) Certificate of Good Standing in respect of AE certified by the Secretary of State of the Commonwealth of Pennsylvania, as of a recent date.

(e) Lien Certificate in respect of AE from the Commonwealth of Pennsylvania, evidencing that there are no liens of record against AE, as of a date nor more than

. ten days prior to Second Closing.

(f) Such other documents as PL shall reasonably request.

11. PL shall have received from William C. LVise, Esquire, counsel to AE, or other counsel acceptable to PL, a favorable opinion addressed to PL in a form acceptable to PL, dated the Second Closing Date, as to:

(a) The due organization, valid existence and good standing of AE under the laws of the Commonwealth of Pennsylvania, and its due qualification to conduct business in Pennsylvania.

I (b) The corporate power and authority of AE to execute, deliver, perfor'm and observe its obligations under this Agreement.

12. AE shall have received from Edward M. iVagel, Esquire, General Counsel to PL, a favorable opinion addressed to AE in a form acceptable to AE, dated the Second Closing Date, as to:

(a) The due organization, valid existence and good standing of PL under the laws of the Commonwealth of Pennsylvania and its due qualification to conduct business in Pennsylvania.

(b) The corporate power and authority of PL to execute, deliver, perform and observe its obligations under this Agreement.

13. AE shall have received from Edward M. Nagel, Esquire, General Counsel to PL, an opinion addressed to AE in a form acceptable to AE dated. the Second Closing Date as to the title to Susquehanna.

14. AE shall have delivered to PL (i) a letter addressed to Chemical Bank signed by the President or a Vice President of AE and the Governor of National Rural Utilities Cooperative Finance Corporation authorizing Chemical Bank to cancel the Letter of Credit, dated March 18, 1977, established: by Chemical Bank in favor of the National Rural Utilities Cooperative Finance Corporation and (ii) the original of tne said Letter of Credit.

15. The receipt by PL of a letter from the Rural Electrifi.-

cation Administration (REA) stating that in the event that AE defaults under the terms of the mortgage from AE to the REA in respect of Susquehanna that the REA will have no right against PL under said mortgage greater than the rights of AE as set forth in this Agreement, the Operating Agreement and other agreements between PL and AE bearing even date herewith.

(End of Article XIV)

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Article XV: Taxation A.'L and AE agree that as proposed tenants in common and owners of undivided interests in Susquehanna pursuant, to the terms of this Agreement, for United States Income Tax purposes PL shall elect in accordance with the provisions of Internal Revenue Code Section 761 and the applicable income tax regulations to be excluded from all of the provisions of Subchapter K of the Internal Revenue Code upon the'irst occasion in which such election may be filed under these regulations and that if such election is not filed this Agreement shall constitute such an election under Regulations Section 1.761-2(b)(2)(ii) beginning with the first year of the creation of the tenancy in common as contemplated in this Agreement and that AE shall not object to any such election.

B. From time to time, as the need may arise, PL and AE hereby agree to cooperate with each other, in good faith, with a view towards reaching mutual agreements with respect to any federal, state, or local tax problems or tax situations and to cooperate in requesting tax rulings.

(End of Article XV)

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Article XVX: Sharin of Risks Except as contemplated in Article XXXI of this Agreement, anything contained in this Agreement or the Operating Agreement, or any other written document whether written prior to, during, or subsequent to the execution of this Agreement, and any oral statement whether made prior to, during, or subsequent to the execution of this Agreement, to the contrary notwithstanding, PL and AE shall share in pro-portion to their respective undivided ownership interests as contemplated in this Agreement, any and all responsibility and any and all risks of any nature whatsoever in respect of Susquehanna (other than responsibilities resulting from the failure of one Party to perform a financial duty to the other Party under this Agreement or the Operating Agreement) which responsibility and risks shall include, but shall not be limited to the following: (a) the financial success or failure of Sus-quehanna, (b) all liability sounding in tort, strict liability, contract, or otherwise in respect of Susquehanna, (c) any situ-ation arising out of or in any manner whatsoever connected with scientific, engineering or environmental aspects of Susquehanna, (d) any situation arising out of or in any manner connected with the construction, desi',, operation, management, or maintenance and retirement of Susquehanna, (e) any situation arising out of or in any manner connected with any and all regulations, laws, decisions, 'rulings, orders, advisements, notices, or other l

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communications, of any governmental, quasi-governmental, regu-latory, supervisory, or advisory body, of any nature whatsoever, provided however, nothing herein shall limit the benefits or the responsibilities which each Party shall derive as a result of its undivided ownership interests in Susquehanna.

(End of Article XVE)

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Article XVII: Notice Any notice, request, consent, offer, acceptance, rejection, or other communication permitted'r required by this Agreemen.t shall be in writing and shall be deemed given when deposited in the United States ifail, first class postage prepaid, and if given to PL, shall be addressed to:

Pennsylvania Power g Light Company Two North Ninth Street Allentown, Pennsylvania 18101 Attention: Treasurer and if given to AE, shall be addressed to:

Allegheny Electric Cooperative, Inc.

2929 North Front Street Harrisburg, Pennsylvania 17110 Attention: i~fr. Nilliam F. Matson unless a different officer or address shall have been desig-nated.

(End o f Article XVII )

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Article XVIII: notice Concernin~ Contract Operation PL shall, on a timely basis, keep AE advised oZ the progress of the testing process and results oS same with regard to each unit oZ Susquehanna.

(End of Article XVIII)

I Article XIX: Survival All agreements, covenants, promises, representa-tions and warranties, surrenders and releases as contained in this Agreement shall survive Closing and Second Closing and shall survive conveyance of Susquehanna Project and Susquehanna Additions, and shall not be deemed to merge with the Deed (the form of which is attached hereto as Exhibit A) and conveyance of Susquehanna Proj ect and Susquehanna Additions, and shall survive the delivery of the Bill of Sale, the form of which is attached hereto as Exhibit B, as't may be amended.

(End of Article XIX)

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Article XX: Amendments Any amendment to this Agreement shall not become effective until approved by the Administrator of the Rural Electrification Administration. The Termination Agreement by and between PL and AE bearing e:en date herewith shall not be deemed an amendment to this Agreement or the Operating Agreement requiring as a condition to its becoming effective, the approval of the Administrator of the Rural Electrification Administration.

C.'End of Article XX)

Article XXI: Successors, Assi ns, Trans ferees and Grantees This Agreement shall enure to the benefit of and be binding upon AE and its respective successors, assigns, transferees, and grantees, as provided for in Article X of this Agreement.

(End of Article XXI) t!

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This Agreement may be executed in two or more counterparts., each of which shall be deemed an original but all of which together shall constitute one and the same instrument.

I'End of Article XXEI)

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XXIII: GGG LL The validity, interpretation, and per formance of this Agreement and of each and every provision here-under shall, except as otherwise provided by law, be governed by the laws of the Commonwealth of Pennsylvania.

(Fnd of Article XXIII) l 1

Article XXIV: Benefit of A reement Except as contemplated in Article X and, Article XXI of this Agreement, the provisions of this Agreement are for the benefit of the Parties and not for any other person or entity, (End of Article XXIV)

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The provisions of this Agreement are severable, and if any provision shall be determined to be illegal or unenforceable, such determination shall in no manner affect any other provision hereof, .and the remainder of this Agreement shall remain in full force and effect vith-out regard to the fact that one or several provisions of this Agreement may be determined from time to time to be illegal or unenforceable, provided however, that the intention and essence of this Agreement may still be accomplished and. satisfied.

(End of Article XXV)

A XXVE: ~RB' This Agreement shall be recorded subsequent to Second Closing in the office of the Recorder of Deeds of Luzerne County, Pennsylvania and in any other County in Pennsylvania in which either Party may from time to time deem appropriate.

(2nd of Article XXVI)

Article XXVII: Failure to Enforce Provisions of this Agreement The failure o f any Party to ins is t in any one or more instances upon strict performance of any of the provisions of this Agreement or to take advantage of its rights hereunder, shall not be construed as a waiver of any such, provisions, or the relinquishment of any such rights, but the same shall continue to remain in full force and effect.

(End of Article XXVII)

Article XXVIII: No Delay No disagreement or dispute of any nature between PL and AE concerning any matter, including but not limited to the amount of any payment shown on any bill or notice submitted by PL to AE pursuant to th's Agreement or the Operating Agreement, to be due from AE, shall permit AE to delay or withhold any payment or the performance of any other obligation pursuant to this Agreement, or pursuant to the Operating Agreement, except as contemplated in Article V, Subpa'rt H of this A'greement, and except as contemplated by Article III, Subpart G of the Operating Agreement.

(End of Article XXVIII)

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Article XXIX: 'A'rticle Headin s Not To Affect Meanin The descriptive headings of the various Articles of this Agreement have been inserted for convenience or reference only and shall in no manner modify or restrict any of the terms or provisions hereof.

(End of Article XXIX)

Article XXX: AE Remedies A. General Provisions:

At Closing, PL shall furnish to AE a schedule of the anticipated stages of Susquehanna construction (hereinafter Con-struction Schedule) in form and in substance mutually satisfactory to PL and AE which shall describe the stages of construction of Susquehanna Unit fl and Susquehanna Unit F2 and which shall be updated by PL at least once annually.

in the event that any Construction Schedule issued sub-sequent to Closing shall contain an estimate of the date upon which either unit of Susquehanna or both units of Susquehanna are expected to commence Contract Operation which is later in time than the date in the corresponding estimate as specified in the immediately preceding Construction Schedule or in the event that PL announces a Deferment [as defined in this Article XXX, Sub-part B(7)J PL shall prepare and, send to AE a written statement, of the causes of the changes in said Construction Schedule from the immediately preceding Construction Schedule which shall include PL's estimate of the benefits, if any, which PL or AE may receive 5

as a result of the change in said Construction Schedule.

The Parties hereby agree that. causes of changes in the Construction Schedule (Causes) shall be classified only as follows:

Cause One shall be changes to which PL and, AE have mutually agreed.

Cause Two shall be changes from which AE has received, expects to receive,.or receives sub-stantial Net Benefits Ias defined in this Article XXX, Subpart B(8)J.

Cause Three shall be changes from which PL has received, expects to receive, or receives sub-stantial iNet Benefits, provided that AE has not received, does not expect to receive, and does not receive substantial Net Benefits.

Cause Four shall be changes resulting from Financial Considerations (as defined in Sub-part G of this Article XXX).

Cause Five shall be changes for reasons other than those included in Cause One, Cause Two, Cause Three, or Cause Four.

The rights and remedies of AE provided for" in this Article XXX which may result from the events provided for in this Article XXX shall be the sole and exclusive rights and remedies of AE, and AE hereby and forever waives, releases, surrenders and quitclaims any and all rights and remedies under this Article XXX other than as provided for in this Article XXX as now or may hereafter be provided, permitted or recognized by law or equity.

The definitions, remedies, provisions, requirements, prerequisites, accruals, and occurrences as herein set forth in this Article XXX are applicable only with respect to this Article XXX and are separate, distinct, and. applicable to each unit of Susquehanna unless otherwise so stated.

Except for the option provided for in Subpart G of this Article XXX, any option granted to AE pursuant to this Article XXX shall expire and be null and void on this sixtieth (60th) day subseauent to the first day on which said option becomes exercisable.

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B. Definitions

l. Unit shall be Susquehanna Unit Sl or Susque-hanna Unit ~2, as appropriate, and shall include the facilities and property as accounted for or designated by PL as either Susquehanna Unit fl or Susquehanna Unit k2 together with an appropriate allocation by PL between Susquehanna Unit ~l and Susquehanna Unit 82 of all other facilities and property of Susquehanna.

2. Power Purchase Amount Date shall be. the date on which either of the following two events shall first occur:

a. PL announces a Cause Three Deferment which by itself or in combination with previously announced Cause Three Deferments results in a total Deferment exceeding 180 days; or

b. Actual Deferment(s) due to Cause Three accumulate to one hundred eighty-one (181) days.

3. Power Purchase Start Date shall be determined on the Power Purchase Amount Date and shall be determined as:

a. The date the Unit is expected to commence Contract Operation as estimated at Closing;

b. Plus periods of Deferment resulting from Cause One, Cause Two, Cause Four, and Cause Five which have actually occurred;

c. Plus one hundred eighty-one (181) days.

4. Ownershi Ad ustment Date shall be determined on the date the Unit commences Contract Operation as:

a. The 'date the Unit is expected to commence Contract Operation as estimated at Closing;

b. Plus periods of Deferment resulting from Cause One, Cause Two, Cause Four, and Cause Five;

c. Plus one hundred, eighty-one (181) days.

a. The date the Unit is expected to commence Contract Operation as estimated at Closing;

b. Plus periods of Deferment resulting from Cause One, Cause Two, Cause Four and, Cause Five which have actually occurred prior to the event specified in this Article XXX, Subpart B (5) (c);

c. Plus the actual accumulation of three and one-half years of Deferments resulting from Cause Three.

6. Cash Pa ment Date shall be the date on which either of the following two events shall first occur:

a. PL announces that PL anticipates that there will be an uninterrupted Cause Five Deferment which shall last not less than four years; or

b. The actual occurrence o f an uninterrupted Cause Five Deferment which has lasted. four years; provided that such date occurs on or after' date determined as:

c. The date the Unit is expected to commence Contract Operation as estimated at Closing;

d. Plus periods of Deferment resulting from Cause One, Cause Two, Cause Four and Cause Five which have actually occurred;

e. Plus one hundred eighty-one (181) days.

7. 'eferment - A Deferment shall be deemed to have occurred in the event that, subsequent to Closing PL publicly announces or specifies in a Construction Schedule that the estimated date on which a Unit shall commence Contract Operation is a date later than that. which had been previously anticipated and announced publicly or specified in a Construction Schedule.

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8. '%et'erie'fits shall mean the sum total of the benefits zninus the sum total of any detriments which result or are expected to result from a Deferment.

9. 'Con'struct'i'on Cos'ts - As defined in Article EI1 of this Agreement.

10. A'1'1'owanc'eforFu'n'd's'se'd Durin Construction-As defined in Article I of this Agreement.

C. Remedies - AE Power Purchases

1. In the event that the .Unit is not placed in Contract Operation by Power Purchase State Date, AE shall be entitled, at its option, to purchase power from PL. In the event that AE exercises said option PL shall sell power to AE for the period commencing on Power Purchase Start Date and continuing until the Unit begins Contract Operation or December 31, 2015, whichever shall first occur (hereinafter Power Supply Period ~1) in the amounts and under the terms and conditions as set forth herein below.

The energy which AE may purchase from PL during any month of Power Supply Period "1 shall not exceed seven-tenths (0.7) multiplied by the number of hours in such month multiplied by the Maximum Possible Scheduled Demand.'or the purposes of this Article XXX, Subpart C(l), the Maximum Possible Scheduled Demand. shall be defined as 105 M7 multiplied by the fraction set forth in Formula 1 of Exhibit N attached hereto and made a part hereof.

AE shall reimburse PL for the power purchased by AE pursuant to the terms of this Article XXX, Subpart C(1) pursuant to a rate schedule to be filed by PL with the Federal Power Commission (FPC) and accepted by the FPC at or before the time such power is to be purchased by AE which rate schedule shall reflect the costs of providing said power including but not limited to a reasonable return on investment,

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depreciation, taxes, and operating expenses; except, however, that in the determination of such rate schedule, Construction Work in Progress for the Unit shall not be included, and excepting further that such rate schedule shall not include a transmission charge provided that AE has substantially invested in transmission facilities on the PL system. Such rate schedule may be modified from time to time by PL, subject to FPC acceptance, to reflect any changes in the conditions or cost of providing said power. Such rate schedule is specif-ically subject. to the terms and conditions set forth in Article XXV of the Operating Agreement which is incorporated by reference herein as though fully set forth herein. For the purposes of this Subpart C(1) o f'his Article XXX, Cons truction Nork In Progress for the Unit shall mean any amounts of Construction Nork in Progress recorded on PL's accounting books and records applicable to the Unit.

AE shall schedule the quantities of power to be pur-chased by AE from PL as contemplated in this Article XXX by advising PL as follows:

a. Three years (or such other period as to which AE and PL mutually agree) prior to each twelve month period occurring during the Power Supply Period ~1 (or Power Supply Period ~2 or Power Supply Period 83 as the case may be) as to monthly demands; and

b. Fifteen (15) days prior to any month which falls in whole or part within Power Supply Period ~1 (or Power

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Supply Period 82 or Power Supply Period ~3 as the case may be) as to hourly integrated energy amounts for each hour of said month.

2. In the event that the Unit is not placed in Con-tract Operation by Option Date, AE shall be entitled, at its option, to purchase power from PL. In the event AE exercises said option, PL shall sell power to AE for aperiod of twelve years commencing on Option Date (Power Supply Period ~2) in the amo'unts and according to the scheduling procedures set forth in this Article XXX, Subpart C(1), except that for the purposes of this Article XXX, Subpart C(2) the i~faximum Possible Scheduled Demand shall be 105 Mf and excepting further that the monthly demands scheduled for each twelve mon h period subsequent to the first twelve month period of Power Supply Period ~2 shall equal the monthly demands scheduled for such first twelve-month period.

The amount tha- AE shall reimburse PL for the .power purchased by AE from PL pursuant to this Artie'le XXX, Subpart C(2) shall be as set forth in this Article XXX, Subpart C(1) except, however, that for purposes of this Article XXX, Sub-part C(2) Construction Nork In Progress for the Unit shall mean any amounts of Construction Nork In Progress as set forth on PL's accounting books and records for the Unit multiplied,

'by a fraction, the numerator of which is the Purchase Price

[as defined and set forth in this Article XXX, Subpart E(l)]

minus all payments made by PL to AE pursuant to this Article XXX, Subpart E(2) but not including, however, any portion of the aforesaid sum which constitutes interest paid on the outstanding balance of principal, and the denominator of which shall equal the Purchase Price.

AE's right to purchase power from PL pursuant to this Article XXX, Subpart C(2) shall be available if and only if AE waives, releases, surrenders, and quitclaims all of AE's rights and remedies set forth in this Article XXX, Subpart C(1) and further that AE exercises its option set forth in this Article XXX, Subpart E(1) .

3. In the event that the Unit is not placed in Contract Operation by Cash Payment Date, AE shall be entitled, at its option, to purchase power from PL. In the event that AE exercises said option, PL shall sell power to AE for the period commencing on the Cash Payment Date and continuing until the Unit begins Contract Operation or December 31, 2015, whichever shall first occur (Power Supply Period ~3) in the amounts and according to the scheduling procedures. set forth in this Article XXX, Subpart C(1) above, except that for purposes of this Article XXX, Subpart C(3) the i~maximum Possible Scheduled Demand shall be 105 Ml and except that the monthly demands scheduled for each twelve month period subsequent to the first twelve month period of Power Supply Period ~3 shall equal the monthly demands scheduled for such first twelve-month period.

The amount AE shall reimburse PL for the power purchased by AE from PL pursuant to this Article XXX, Sub-part C(3) shall be as set forth in Article XXX, Subpart C(1),

except, however, that for the purposes of this Article XXX, Subpart C(3) Construction Nork In Progress for the Unit shall be included in the determination of the rate if such prac-,.ice is allowed by the FPC.

AE's right to purchase power from PL pursuant to this Article XXX, Subpart C(3) shall be available if and only if AE waives, releases, surrenders, and quxtclaims all of AE's rights and. remedies set forth in this Article XXX, Sub-parts C(1), C(2), D(2) and E(1); and further, that AE exercises its option set forth in Subpart E(2).

D. Re'me'die'sd'ustment 'of Inte'rests in Unit

1. Anything contained, in this Article XXX or the remainder of this Agreement or the Operating Agreement to the contrary not withstanding AE shall pay to PL ten percent. of all Construction Costs Subsequent to Closing pursuant to the terms of this Agreement as billed by PL to AE.

2. In the event that the Unit is not placed in Contract Operation by Ownership Adjustment Date, on the date the Unit commences Contract Operation the undivided owner-ship interests in the Unit shall be adjusted by and between

the Parties hereto by such action as may be necessary or desirable to accomplish such adjustment to provide that AE

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shall have an undivided ownership interest in the Unit with PL as tenants in'ommon, under and subject to all terms of this Agreement and the Operating Agreement, equal to the fraction obtained by application of Formula 2 set forth on Exhibit N attached hereto and made a part hereof.

E, Remedies - PL Purchase of AE Ownership or Compensation or ertazn a z.taonal osts

l. In the event that the Unit is not placed in Contract Operation by Option Date and AE exercises its option as set forth in Subpart Ct'2), PL shall purchase from AE at AE's option, all of AE's undivided ownership interest in the Unit on Option Date. The Purchase Price shall be equal to the sum of monies expended by AE as Construction Costs for the Unit plus AE's Allowance for Funds Used During Construction related thereto as of the Option Date.

2. In the event that the Unit is not placed in Contract Operation by Cash Payment Date and AE exercises its option set forth in Subpart CI'3), PL shall pay AE an amount equal to:

a. The sum of monies expended by AE as Con-struction Costs for the Unit plus AE's Allowance for Funds Used During Construction related thereto as of a date which date shall be determined as:

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(1) The date the Unit is expected to commence Contract Operation as estimated at Closing; (2) Plus periods of Deferment resulting from all Causes; NIiNUS

b. An estimate of the sum of monies which would have been expended by AE as Construction Costs for the Unit plus AE's Allowance for Funds Used During Construction related thereto for complete construction of the Unit. in order to place the Unit in Contract Operation at. a date which shall be determined as:

(1) The date the Unit is expected to com-mence Contract Operation as estimated at Closing; (2) Plus periods of Deferment resulting from Cause One, Cause Two, Cause Four, and Cause Five; (3) Plus one hundred eighty-one (181) days.

The dates set forth in Subpart E(2) (a) and (b) above shall be determined based on all Deferments occurring prior to Cash Payment Date.

In the event that the amount determined in accordance with this Article XXX, Subpart E(2)(b) exceeds the amount determined in accordance with this Article XXX, Subpart E(2)(a), no payment shall be made by eitner Party.

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3. PL shall pay the amount due pursuant to this Article XXX, Subpart E(l) or E(2) in seven (7) equal annual payments starting one (1) year subsequent to the Option Date or Cash Payment Date, as appropriate, which payments shall include interest on the outstanding balance of principal at an interest rate computed at the weighted annual rate on the Funds which AE borrowed for the construction of Susquehanna and the repayment of which Funds the Rural Electrification Administration has guaranteed or the borrowing of which Funds received the approval of the Rural Electrification Administration.

PL may prepay any portion or all of the outstanding balance of principal at any time or from time to time at PL's option with-out pr'emium or penalty.

F. 'Arbi't'r'ati'on

1. ln the event that there is a dispute between the Parties hereto with regard as to whether a Cause in the change in the Construction Schedule is one which entitles AE to any remedies pursuant to this Article XXX, such dispute shall be submitted to a panel of arbitrators under and subject to the terms and conditions set forth below.

a. The only issue to be determined by the arbitrators is whether the Cause of a change in the Construct'on Schedule is a Cause One, Cause Two, Cause Three, or Cause Five.

b. Xn the event that the requirements of this Article XXX, Subpart G are satisfied, the reasons for the

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change in the Construction Schedule shall be conclusively pre-sumed to be Cause Four and shall not be subject to this Article XXX, Subpart. F and further shall not be subject to any other arGitration provision of any nature.

2. Each decision of a panel of arbitrators shall Be Sinding on the Parties hereto during the period commencing on the day on which the panel'f arbitrators renders its decision and ending on the date on which a subsequent panel of arbitrators renders a different decision.

a. Any .rights, remedies and detriments accru-ing to the Parties hereto during the aforesaid. period shall Ge vested'ights, remedies and detriments with respect to that period and those rights, remedies and detriments accrued for any particular period shall not be nullified or negated hy any decision of a subsequent panel of arbitrators.

b. Each Party hereto may .appeal each decision of a Panel of Arbitrators to a new Panel of Arbitrators six months subsequent to each last decision of each panel of arbitrators. The procedures for arbitration under this Article XXX are set forth below:

The Moving Party, either PL or AE shall mail in a written notice to the other Party declaring that the Moving Party is enforcing the provisions of this Article XXX, Subpart F. Both PL and AE shall each then

appoint a single arbitrator within twenty (20) days from the date the aforesaid notice was received by the non-Moving Party. The two arbitrators so appointed shall mutually agree upon and select a third arbitrator within thirty (30) days subsequent to the date the aforesaid notice was received by the non-Moving Party.

In the event that two appointed arbitrators are unable to select a third arbitrator within the required. time either AE or PL shall petition the American Arbitration Association sitting at Philadelphia, Pennsylvania, to appoint a third arbitrator. If the American Arbitration Association does not appoint a third arbitrator swithin ten days after either Party petitions the American Arbitration Association to appoint a third arbitrator, PL or AE may petition any Federal Court Judge in Pennsylvania to appoint a third arbitrator. In the event that more than one arbitrator is so appointed, the first appointment, so made, shall be the operative appointment. The arbitrators shall agree upon and make the rules and procedures for the arbitration proceedings. The vote of the majority o " the arbitrators shall be the decision o the panel o " arbitrators. The arbitrators shall,

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if possible, render their decision within thirty (30) days subsequent to the date the third. arb i trator is appointed.

G. Remedies - Financial Considerations In the event that PL is unable to obtain prior to Contract Operation of the last unit of Susquehanna to begin Contract Operation the required financing upon reasonable terms in order to continue the construction of Susquehanna (hereinafter referred to as Financial Considerations), and provided that any two of PL's financial advisors selected by PL from a list of such advisors attached hereto as Exhibit K and made a part hereof indicate in writing that it is the recommendation of said two financial advisors that PL delay from procuring the financing for Susquehanna because financ-ing cannot be obtained upon reasonable terms for any period of time, then AE shall have the specific remedies as herein set forth in this Subpart G of this Article XXX.

In the event that PL is able to obtain the required, financing upon reasonable terms subsequent to any period of Financial Considerations PL shall be permitted to provide its ninety percent {905) share of the financing necessary to continue or complete the construction of Susquehanna, provided however, that if AE has made any commitment to procure Optional Financing (as defined below), PL shall be responsible to reimburse AE for all reasonable fees and

charges associated with AE's procurement of said Optional Financing which Optional Financing will not be used as a result of PL's ability to obtain the required financing as aforesaid. The rights and remedies of PL and AE as set forth in this Subpart G of this Article XXX may accrue, occur and be applicable and enforceable on more than one occasion.

In the event of Financial Considerations, AE shall have the option of providing financing (Optional Financing) to PL in excess of the financing which AE is obligated. to provide pursuant to the terms of this Agreement for the purpose of con-tinuing or completing'the construction of Susquehanna which Optional Financing PL is obligated to accept, pursuant to the terms and conditions as herein set forth in this Subpart G of this Article XXX.

1. In the event that neither Susquehanna Unit ~1 nor Susquehanna'nit 82 has started Contract Operation and AE provides Optional Financing, AE at its option may direct that such Optional Financing be used solely for the purpose of completing construction of one specific Unit.

2. In the event that AE provides Optional Financ-ing pursuant, to this Article XXX, Subpart G, the undivided ownership interests in the Unit shall be adjusted by and between the Parties by such action as may be necessary or desirable to accomplish such adjustmen" to provide that AE shall have an undivided ownership interes- in the Unit with PL as tenants in common, under and subject to all terms and 5

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conditions of this Agreement and the Operating Agreement, which interest shall be determined as follows:

a. On the date of Contract, Operation o f the first Unit to begin Contract Operation, AE's undivided owner-ship interest in such Unit shall be adjusted in accordance with Formula 3 on Pxhibit N attached hereto and made a part hereof and AE's undivided ownership interest in the other Unit shall be adjusted in accordance with Formula 4 on Fxhibit N attached hereto and made a part hereof.

b. On the date of the Contract Operation of the second Unit to begin Contract Operation, AE's undivided ownership interest in such Unit shall be adjusted in accordance with Formula 3 on Exhibit N attached hereto and made a part, hereof.

3. In the event that, AE has acquired. greater than a ten percent, (10';.) undivided ownership interest in either Unit, as a result of providing Optional Financing, AE shall have the option of selling to PL, under and subject to the terms and conditions as fully set. forth hereinbelow, that portion of AE's undivided ownership interest in the Unit, which AE has acouired through Optional Financing.

a. Within two years subsequent to Contract Operation of a Unit AE may send written notice to PL direct-ing PL to purchase from AE all of AE's undivided. ownership interest in that Unit, which AE has acquired through Optional

Financing'. lf PL does not receive such written notice from AE within said two-year period, it shall be conclusively pre-sumed that AE has declined to exercise the option granted to AE pursuant to this Article XXX, Subpart G(3).

b. Ef AE exercises its option granted to AE pursuant to this Article XXX, Subpart G(3) with respect to a Unit, PL shall be obligated to purchase on the ninth anniver-sary of Contract Operation of that Unit AE's undivided owner-ship interest in that Unit which AE has acquired. through r

Optional Financing at a price which shall be the sum of:

l. The amount o f Optional Financing and related Allowance for Funds Used Dur-ing Construction invested by AE in the Unit excluding that portion of Optional Financing and related .Allowance for Funds Used During Construction invested by AE in:

(a) nuclear fuel; and (b) tools and equipment acilities, inventories of materials and sup-plies, and other tangible and intangible property used or to be used in respect of Susquehanna where such tangible or intangible property shall not include land.,

depreciable property or nuclear fuel.

2. Minus the amount o f straight - line depreciation which would be accumulated from the date of Contract Operation of the Unit where the rate .of depreciation I

shall equal three and two-tenths percent (3.2:) annually and is applicable.to the amount defined. in this Article XXX, Subpart G(3) (b) (1);

3. And minus the decommissioning pro-vision which would. be accumulated by applying an annual rate of one-half of one percent (0.54) to the amount defined in this Article XXX, Subpart G(3) (b) (1) above attributable to the Unit from the Date of Contract Operation o f the Uriit;

4. Plus the amount of Optional Financing and related Allow'ance for Funds Used During Construction invested by AE in nuclear fuel minus accumulated amor-i-zation of such fuel and minus other accumulated fuel cycle net costs directly assignable or allocable to consumption of such fuel;

5. Plus the amount of Optional Financing and related Allowance for Funds Us ed During Construction invested by AE in those items listed in this Article XXX, Subpart G(3) (b) (1) (b) minus the amount

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invested in such items or portions of such items which have been used, consumed, or the value of which has otherwise expired.

c. If AE exercises its option granted to AE pursuant to this Article XXY, Subpart G(3) and provided that AE has complied fully with all the terms and conditions of this Article, then PL and AE shall perform such action as may be necessary or desirable to accomplish the transactions con-templated herein in a timely manner.

H. d'u'stment'f Parties'nterests in Out ut If during any period that, by the operation of the terms of this Article XXX, AE owns an undivided ownership interest in either Unit which is greater than a ten percent (10>) undivided ownership interest then AE shall obtain dur-ing such period the percentage of the hourly energy and capacity produced by that Unit corresponding to AE's undivided ownership interest in that Unit and AE shall pay to PL dur'ng such period a corresponding percentage of the Operating Costs (as defined in the Operating Agreement) for the Unit.

I. 'e'rms of Conveyance

l. In the event that PL shall convey pursuant to the terms of this Article XXX on one or more occasions an undivided 4

ownership interest in a Unit to AE, said. conveyance may be subject to the lien of the i~mortgage and Deed of Trust, dated, October 1, 1945 from PL to Guaranty Trust Company of New York (now ~ilorgan Guaranty Trust Company of New York), as supple-mented. PL shall, within nine years, subsequent to each separate conveyance as aforesaid, cause said lien to'b'e satis-fied. of record, with respect to that interest conveyed by PL to AE pursuant to each individual conveyance. PL shall use its best efforts to cause said lien to be satisfied of record l

as aforesaid prior to the aforesaid nine-year period with respect to each separate conveyance, if said prior release will not adversely affect the general corporate and/or finan-cial policies of PL.

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2. In the event that AE shall convey pursuant to the terms of this Article XXX on one or more occasions an undivided ownership interest in a Unit to PL, said conveyance may be subject to the lien of the Rural Electrification Admin-istration. AE shall,-within nine years, subsequent to eacn separate conveyance as a oresaid, cause said lien to be satisfied of record, with respect to that interest conveyed Gy AE to PL pursuant to each individual conveyance. AE shall use its best efforts to cause said lien to be satisfied of record as aforesaid prior to the aforesaid nine-year period with respect to each separate conveyance, if said prior release will not adversely affect the general corporate and/or finan-c'al policies of AE.

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J. Facilities Common to'oth Units The Parties agree that facilities common to both Units are not physically divisible between the Units and are required in the operation of both Units. ln the event that the undivided ownership interests of the Parties hereto in Susquehanna Unit ~1 are different from the undivided ownership interests of the Parties hereto in Susquehanna Unit d2 and the Parties hereto do not receive benefits from the utilization of facilities common to both Units commensurate with their respective investments in Susquehanna, then the Parties shall mutually establish equitable payments from each to the other to reflect the benefits, from facilities common to both Units realized by each Party.

l'.End of Article XXX)

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Article XXXI: Environment A. PL shall comply in respect of Susquehanna with (1) applicable water and air pollution control standards and other environmental requirements imposed by federal or state statutes or regulations and (2) the provisions of any Environ-mental Impact Statement issued by the United States of America pursuant to the ifational Environmental Policy Act.

PL shall take all steps necessary to assure that all actions undertaken pursuant to this Agreement by PL or entities specifically performing services for PL 'are in compliance with the provisions of this Subpart A of this Article XXXI.

B. PL warrants to the best of its knowledge that as of the Closing, Susquehanna 's in full compliance with Subpart A of this Article XXXI, except'as set forth in Exhibit H attached hereto and. made a part hereof.

C. In the event PL fails to comply with the require-ments of Subpart A of this Article XXXI, AE shall not be entitled to terminate or cancel this Agreement if all three of the following conditions are satisfied, however, AE reserves for itself all other rights at law, equity, or otherwise to remedy a breach by PL of the terms and conditions of this Article XXXI.

1. The items which are not in compliance witn Subpart A of this Article XXXI are immaterial;

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2. PL is making reasonable effort to correct the items which are not in compliance with Subpart A of this Article XXXI; and

3. The United States is not prevented by any statute, order or regulation from making or approving a loan or loan advance to AE with respect to Susquehanna, because of the specific items which are not in compliance with Sub-part A of this Article XXXI; and provided further that PL reserves for itself all rights at law, equity, or otherwise to challenge any attempt by AE to terminate or cancel this Agreement pursuant to this Article XXXI or in the event that AE attempts to use any remedy which AE reserved for itself pursuant to this Article XXXI, Subpart C to remedy a breach by PL of the terms and conditions of this Article XXXI, and further, PL shall be permitted to enter and use any defense, counterclaim or set-o f in the event that AE attempts to terminate or cancel this Agreement.

(End of Article XXXI)

')

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Article XXXII: Further Assurances From time to time subsequent to Closing, PL and AE shall execute such instruments of conveyance and other documents, upon the request of the other, as may be necessary and appropriate to carry out the intent of this Agreement and of the Operating Agreement.

(End of Article XXXII)

Article XXXIII: Statutes acknowledges that, it is familiar with the follow-ing.'L (1) The Rural Electrification Act of 19~6, as amended; and (2) 18 USCA 287, 18 USGA 874, 18 USCA 1001 and PL agrees to comply with the statutes hereinabove set forth insofar as same are applicable to PL. PL agrees that the obligation of the Parties hereunder are subject to the applicable regulations and orders of governmental agencies having juris-diction over Susquehanna.

(End of Article XXXIII)

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I Article XXXIV: Historical Sites PL shall not, without the prior approval of the Administrator of the Rural Electrification Administration, use any portion of the funds made available to PL by AE pursuant to the terms of this Agreement to construct any facilities to be used in connection with Susquehanna on or at any site building, structure or object which site, build-ing, structure or object is included in the National Register of Historic Places, maintained by the Secretary of the Interior pursuant to the Historic Sites Act of 1935 and the National Historic Preservation Act.

(End of Article XXXIV) gd

Arric1e XXXV: i<aiver AE shall not exercise its right under Pennsylvania Statute 1937, June 21, P.L. 1969 Section 4, f15 Purdons Statutes Section 12404(123] with respect to the property of PL and PL's succesors and. assigns related to Susquehanna.

(End of Artic1.e XXXV)

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.1

Article XXXVI: ~Sachet A. In the acquisition, construction and completion of Susquehanna pursuant to this Agreement, PL shall at all times take all reasonable precautions for the safety of employees on the work and of the public, and shall comply with all applicable provisions of Federal, State and Municipal safety laws and build-ing and construction codes, including without limitation, all regulations of the Federal Occupational Safety and, Health Admin-istration.

B. AE may not cancel or terminate this Agreement on the grounds that PL has breached the covenants contained in Subpart A of this Article XXXVI until after PL has been given (i) notice of such breach and (ii) a reasonable opportunity to correct the circumstances causing the breach; provided, that this provision shall be applied in a manner not inconsistent

. with all applicable federal, state, and local laws and regu-lations, and provided further that AE shall not be prevented from exercising all other rights or remedies ava'lable to it in law or in equity for breach of Subpart A of this Article XXXVI.

(End of Article XXXVI)

Article XXXVII: Flood Hazard Areas Anything contained in this Agreement to the con-trary notwithstanding, AE shall be under no obligation to advance any funds to PL to finance the construction or acquisition of any building in any area identified by the Secretary of Housing and Urban Development, pursuant to the Flood Disaster Protection Act of 1973 (the "Flood Insurance Act") or any rules, regulations, or orders issued to implement the Flood Insurance Act ("Rules" ) as an area having special flood hazards, or to finance any facilities or materials to be loca~ed in any such building, or in any building owned or occupied by PL and located in such a flood. hazard. area, unless the Administrator of the Rural Electrification Admin-istration has determined, that (1) the area in which such construction or acquisition is located is then participating in the nationa1 flood insurance program, as required by the Flood Insurance Act and any rules and regulations issued thereunder; and (2) PL and AE have obtained flood insurance coverage with respect to such building and contents as may then be required pursuant to the Flood Insurance Act and the rules thereunder.

(End o f Article XXXVII)

Article XXXVIII: Con ressio'nal Re resent'atives PL and AE shall use their best efforts to assure that no member of or delegate to the Congress to the United States be permitted to obtain any special benefit from this Agreement. Receiving of electric service on the same terms accorded other PL or AE customers shall not be deemed a special benefit.

(End of Article XXXVIII)

A. PL covenants that, in the performance of this Agreement (1) at least ten percent (10:), in cost, of the unmanufactured articles, materials and supplies used or to be used in connection with Susquehanna Unit tl and Susque-hanna 'Unit ~ 2, shall have been mined or produced in the United States and (2) at least ten percent (10':), in cost, of the manufactured. articles, materials, and supplies used or to be used in connection with Susquehanna Unit Pl and Susquehanna Unit ~2, shall have been manufactured in the United States, substantially all from articles, materials, or supplies mined, produced, or manufactured, as the case may be, in the United States. lf any article, material, or supplies are partially mined, produced, or manufactured in the United States (said part being hereinafter called the "American-Made Portion" ) and. partially mined, produced, or manufactured somewhere other than in the United States, then only the cost of the American-~ifade Portion shall be used in determining whether the requirements of the preced-ing sentence have been satisfied.

B. At the Closing and from time to time there-after when requested by AE, PL shall supply to AE infor-mation and documentation demonstrating that Susquehanna Unit ~1 and Susquehanna Unit r".2 are being constructed in

accordance with the requirements of Subpart A of this Article XXXIX. Upon completion of construction of Susquehanna Unit 81 and Susquehanna Unit ~Z, PL shall certify to AE that Susquehanna Unit ~1 and Susquehanna Unit ~2 were constructed in accordance with the requirements of said Subpart A of. this Article XXXEX.

C. The certification attached hereto as Exhibit J and made a part hereof is satisfactory certification that the requirements of Subpart' of this Article XXXIX have been satis-fied as of Closing.

(End of Article XXXlX)

-100-

Article XL: -

Nonse re ated Facilities PL certifies that PL does not maintain or provide for PL's employ es any segregated facilities at any of PL's establishments, and that PL does not permit PL's employees to perform their services at any location, under PL's con-trol, where segregated facilities are maintained. PL fur-ther certifies that PL will not maintain or provide for PL's employees segregated facilities at any of its establishments and that PL will not permit its employees to perform their services at any location, under its control, where segre-gated facilities are maintained. PL agrees that a breach of this certification is a violation of Article XLE of this Agreement. As used in this certification, the term "segre-gated facilities" means any waiting rooms, work areas, rest-rooms, washrooms, restaurants and other eating areas, time-clocks, locker rooms and other storage or dressing areas, parking lots, drinking fountains, recreation or entertainment areas, transportation, and housing facilities providec for PL's employees which are segregated solely on the basis of race, color, religion, or national origin either by explicit directive or in fact. PL agrees that (except where it has obtained certifications substantially the same as the certif-ication set forth in this Article XL from proposed subcon-tractors) that PL will obtain certifications substantially the same as the certification set forth in this Article XL

-101-

II II I

from subcontractors prior to the award of subcontracts entered into subsequent to Closing exceeding $ 10,000.00 in relation to Susquehanna which subcontracts are not exempt from the provisions of this Article XL of this Agreement and that PL will retain such certifications in its files.

(2nd of Article XL)

-102"

Article XLI: E ual 0 ortunit Clause During the performance of those parts of this Agreement relating to the construction by PL of Susquehanna or any additions, betterments, replacements or improvements thereto, PL agrees as follows:

1. PL will not discriminate against any employee or applicant for employment because of race, color,'eligion, sex or national origin. PL will take affirmative action to ensure that applicants are employed, and that employees are treated during employment without regard to their race, color, religion, sex or national origin. Such action shall include, but not be limited to the following: employment, upgrading, demotion or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. PL agrees to post in conspicuous places, available to employees and. applicants for employment, notices to be provided setting forth the provisions of this Equal Opportunity Clause,

2. PL will, in all solicitations or advertise-ments for employees placed by or on behalf of PL, state that all qualified applicants will receive consideration for employment without regard to race, color, religion, sex or national origin.

-103<<

II

3. PL will send to each labor union or repre-sentative of workers with which it has a collective bargain-ing agreement or other contract or understanding, a notice to be provided advising the said labor union or workers'epre-sentative of PL's commitments under this Article and PL shall post copies of the notice in conspicuous places available to employees and applicants for employment.

4. PL will comply with all provisions of Executive Order No. 11246 of September 24, 1965,. and of the rules,

. regulations, and relevant orders of the Secretary of Labor.

5. PL will furnish all information and reports

'equired by Executive Order 11246 of September 24, 1965, and by the rules, regulations, and orders of the Secretary of Labor, or. pursuant thereto, and PL will permit access to PL's books, records, and accounts by the administering agency and by the Seer'etary of Labor for purposes of .investi-gation to ascertain compliance with said rules, regulations and orders.

6. In the event of PL's noncompliance with this Equal Opportunity Clause of this Agreement or with any of the said rules, regulations or orders, this Ag cement may be cancelled, terminated, or suspended in whole or in part and.

PL may be declared ineligible for further Government contracts or federally assisted. construct'on contracts in accordance with procedures authorized in Executive Order No. 11246 of

September 24, 1965, and such other sanctions may be imposed and remedies invoked as provided in said Executive Order No. 11246 of September 24, 1965 or by rule, regulation, or order of the Secretary of Labor, or as otherwise provided by law. Provided, however, it is agreed that this Agreement will not be cancelled or terminated for reason of noncom-pliance by PL with Executive Order 11246 of September 24, 1965, except in accord with the implementing regulations of the Department of Labor 41 CPR Chapter 60, including attempted resolution by informal means and opportunity for hearing as mandated by Sections 301, 302, and 209 of Executive Order No. 11246 of September 24, 1965.

7. PL will include the words "During the performance of this contract, the contractor agrees as follows": followed by the provisions of Subpart (1) through (7) of this Article XLI in every subcontract or purchase order unless exempted by rules, regulations, or orders of the Secretary of Labor issued pursuant to Section 204 of Executive Order 11246 of September 24, 1965, so that such provisions will be binding upon each subcontractor or vendor. PL will take such action with respect to any subcontract or purchase order as the administering agency may direct as a means of enforcing such provisions, includ'ng sanctions for noncompliance: Provided, however, that in the event PL becomes involved in, or is threatened with, litigation by a subcontractor or vendor as a result of such direction by the administering agency,

-105-

PL may request the. United States to enter into such litigation to protect the interests of the United States.

8. For purposes of this Agreement, the term "this Agreement" as used in Subpart (6) hereof shall mean those parts of this Agreement relating to the construction by PL of, Susquehanna, or any additions, be tterments, replacements or improvements thereto.

(End of Article XLI)

-106-

Article XLII: ~Filin If and to the extent that this Agreement or any part hereof shall be required to be filed, or shall be filed with any regulatory agency as a rate or rate schedule, nothing in this Agreement shall be construed as affecting in any way the right of PL to unilaterally make application to such agency for a change in rates, charges, classifications, or service, or any sale, regulations, or contract. relating thereto under applicable laws. To the extent that PL makes any such filing, AE shall have the right to intervene in any proceeding involving such a filing by PL and shall have the right to object to any proposed change.

(End of Article XLII)

-107-

I Article XLIII: Best Efforts Clause During the 'term of this Agreement AE,and PL shall each use all best efforts to obtain and to keep in effect any and all governmental, regulatory, or other authorizations, permits, approvals, licenses, permissions and applications as may be necessary for each Party to perform its obligations under this Agreement.

(End of Article XLIII)

-108-

gI Article XLIV: Shift'in~ Ownershi In the event that at any time or from time to time AE obtains an undivided ownership interest in Susquehanna r

different from a ten percent (10$ ) undivided ownership e

interest in Susquehanna or in the event that PL at any time or from time to time obtains an undivided ownership interest in Susquehanna different from a ninety percent (90$ ) undivided ownership interest in Susquehanna, then each article of this Agreement, and the Operating Agreement which refers to AE's ten percent (10$ ) interest in Susquehanna (regardless of the subject matter of the article, including but not limited to articles concerning cost, ownership and energy entitlements) shall be deemed amended to state AE's actual interest in Sus-quehanna, and each article of'his Agreement and the Operating Agreement which refers to PL's ninety percent (90'o) interest in Susquehanna (regardless of the subject. matter of the article, including but not limited to articles concerning cost, owner-ship and energy entitlements) shall be deemed amended to state PL's actual interest in Susquehanna.

(End o Article XLIV)

>>109-

Article XLV: Default Article XIII of the Operating Agreement is incor-porated by reference herein as though it vere fully set forth herein, and it shall apply and be applicable to this Agreement.

(2nd of Article XLV)

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Article XLVI: Termination This Agreement shall terminate upon the bankruptcy, liquidation or dissolution of any Party or Parties, unless the remaining Party or Parties agree to continue this Agreement.

(End of Article XLVI)

IN WITNESS NHEREOF, the Parties hereto have duly executed this Participation Agreement in Washington, D. C., on the 18th day of March, 1977.

PENNSYLVANIA PONER g LIGHT COi~1PANY By:

ATTEST

'8t. Recretaz>>

ALLEGHENY ELECTRIC COOPERATIVE, INC.

By:

ATTEST:

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COMMONWEALTH OF PENNSYLVANIA )

h COUNTY OF" -"~~

On this, the .'ay

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h of ~ .' "--, 1977, before me, a Notary Public in and for the Commonwealth of Pennsylvania, the undersigned officer, personally appeared who acknowledged himself to be the'.>> ,/

...Fd -"..c -' ~~~<~" ', of

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p authorized to

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so, executed the foregoing instrument Pennsylvania h

for the g

purposes therein contained by signing the name of the corporation by himself as --....., ... rPg'r.".'<

C IiN )UITNESS WHEREOF, I hereunto set my hand and official seal.

C. ~ CZ~

NOTARY PUBLIC Allentown, Lehlilh County, Pennsylvania My Commfsslon Expires June 6, 1977 Notary Pu lac Pennsylvania Ny Commission Expires:

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COMMONWEALTH OF PENNSYLVANIA )

I COUNTY OF i i>> l'/i(.Q r

(1

~'""'ay of i.'."'.':..:~,

P

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!t On this, the 1977, before me, a Notary Public'n and, for the Commonwealth of Pennsylvania, j

undersigned officer, personally appeared

~

the who acknowledged himself to be the of

~ . ~ Q'L(<'i"~"~'..",~c, R!. ( a Pennsylvania corporation, and that he as such =gr:.,  ! be.ing authorized to do so, executed the foregoing instrument for the purposes therein contained by signing the name of the corporation by himsel f as hl.~:- .".M.i',

~

IN NITNESS WHEREOF, I hereunto set my hand and official seal.

I ~r (i Notary Pu lac Pennsylvania My Commission Expires:

'L(g-,qyy hl tee ep

EXHIBIT A f '~ l

)'

THIS INDENTURE dated as of the day of March, t

1977)by and between PENNSYLVANIA POWER & LIGHT COMPANY, a corpora-tion organized and existing under the laws of the Commonwealth of Pennsylvania (hereinafter referred to as "Grantor" ), and ALLEGHENY ELECTRIC COOPERATIVE, INC., an electric cooperative corporation, organized. and existing under the laws of the Common-wealth of Pennsylvania (hereinafter referred to as "Grantee" ),

HXTNESSETH,'hat Grantor for and in consideration of.

the sum of One Dollar ($ 1.00) lawful money of the United States and other good and valuable consideration, the receipt whereof is hereby acknowledged, has granted, bargained, sold and conveye:

and by these presents does grant,,bargain, sell and convey unto Grantee, its successox's and assigns, as a tenant in common with Grantor (which retains an undivided 90% interest in the real property which is the subject of the interest conveyed hereunder),

an undivided 10% interest in all ox Grantor's estate, right, title and interest in and to the following real property:

ALL THOSE C RTAIN tracts of land situate in the Township of Salem, County of Luzerne, Commonwealth o Pennsylvania, con-sisting of Tracts I through XVIII, inclusive, bounded and describe~

as set forth in Appendix A (pages 1 through 24) attached hereto and made part hereof, and shown on Plan E-152950-1 of Susquehanna S.E.S- Site, dated July 30, 1976 a copy of which is attached hereto and made part hereof.

EXCEPTING, however, the following: (1) all pieces or parcels which are specif'c exceptions set orth in such Appendix A, and (2) all coal, minerals, x'ight of surface support and min.'i:a rights to the extent sevexed and outstanding by reason o prio" deeds of record.

I I

RESERVING, however, to Grantor, its Successors and assigns, forever, the full, free and uninterrupted right, liberty and privilege to construct, install, use, operate, patrol, inspect, maintain, repair, renew, add to, locate and remove towers, wires, cables, conduit and all other necessary equipment for the trans-mission and/or distribution of electric energy along, on, over, under and across the tracts of land described in Appendix A hereto, whether or not the same are appurtenant to Susquehanna Steam Electric Station or any related substation.

UNDER AND SUBJECT to the following: (1) all rights of Grantor as set forth in tenancy in Common Participation Agreement of even date herewith between Grantor and Grantee, intended to be recorded in the office of the Recorder of Deeds, Luzerne County, Pennsylvania, (2) the covenant, waiver, surrender and release hereinafter set forth, (3) all leases, easements, restrictions and other encumbrances now of record and (4) rights of the public in roads and highways as shown on the plans referred to in Appendix A hereto.

TO HAVE AND TO HOLD the property and rights granted and conveyed, as aforesaid, unto Grantee, its successors and assigns, as a tenant in common with Grantor, its successors and assigns, I

forever; EXCEPTING, RESERVING AND t7iiDER AND SUBJECT as herein provided.

The following covenant, waiver, surrender and release is hereby entered into by and between the parties hereto as tenants in common, namely, that the aforesaid property and appurtenances, including the undivided 90) interest tnere' o Grantor as a tenant in common, and the improvements hereinafter mentioned shall not, during the pe iod here'nafter specified, be subject to any partition or sale for div'sion, either voluntary

or involuntary, by either judicial or non-judicial action, and all right to effect during said period such a partition or sale for division is hereby waived, surrendered and released by each of the parties hereto as tenants in common; and said covenant, waiver, surrender and release (1) shall be binding upon and inure to the benefit of each such tenant in common and its res-pective successors and assigns, and the mortgagees, receivers, trustees or other representatives of the respective tenants in common and their respective successors and assigns, and shall run with the land; (2) shall be applicable not only to the property and appurtenances as aforesaid, including the undivided 90% interest therein of Grantor as a tenant in common, but shall also be applicable to all improvements heretofore constructed by Grantor and hereafter constructed by such tenants in common on the land hereinabove conveyed; (3) shall be effective during the period commencing with the date of the delivery hereof and continuing after the completion and commencement of the operation in the public. service of Units 51 and 52 of the Suscpxehanna Steam Electric Station during the useful life of said Units gl and 92 of said station for the generation of electric energy, except that if at any one or more times during the said period all tenants in common then owning undivided interests in the aforesaid property and improvements, by appropriate instrument executed and delivered by all such tenants in common (with the consents of or releases of lien by the holders of all mortgages which are liens upon the interests of tne respective tenants in common}, shall dispose of and convey any portion thereof or interest therein, said covenant, waiver, surrender and release shall, upon such delivery, cease to be brnain'g wi h espect to-,.

such portion or interest so disposed of and conveyed, but shall nevertheless remain effective during the aforesaid period with'espect to the balance of said property and improvements not so disposed of and conveyed; and (4). shall not, and is not intended to, prohibit or limit in any way the right of each tenant in common at any time owning an undivided interest in said property and improvements, including each party hereto, to sell, convey, mortgage and otherwise freely transfer and alienate its own respective undivided in~crest therein, either'n whole or in part, subject, however, to said covenant, waiver, surrender and release.

AND Grantor, for itself and its successors, hereby covenants and agrees to and with Grantee, its successors and assigns, that Grantor shall warrant and forever defend all the property .hereby granted and conveyed, and intended so to be, to Grantee, against any and all persons.-whomsoever lawfully claiming or to claim the same or any part 'thereof by, from or unde it, them, or any of them, EXCEPTiiVG, RESERVING AND WiTDER AND SUBJECT as aforesaid.

Grantor hereby assigns to Grantee, its successors and assigns, an undivided in crest, as aforesaid, in all right, title and interest of Grantor with respect to all covenants and war-ranties by others heretofore given or made in respect of the property herebv granted and. conveyed, and all rights o action for breach thereof; with full substitution and subrogation as to any such covenan , warranty or right which by its natu e is not assignable.

THiS DOCIPiir~ilT NAY VLOT SELL g COWTEY ~ TMHSFER q iViCLUDE OR i lSURE T.:E TiTLE TO THE COAL AiVD RiGHT Or SUPPORT PilDZRvVEATH

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THE SURFACE LAND DESCRIBED OR REFERRZD TO HERZIN, AND THE OWNER OR OWNERS OF SUCH COAL MAY HAVE THE COMPLETE LEGAL RIGHT TO REMOVE ALL OF SUCH COAL AND p IN THAT CONNE CTION ~ DAMAGE MAY RESULT TO THE SURFACE OF THE LAND AND ZZFZ HOUSE ~ BUILDING OR OTHER STRUCTURE ON OR IN SUCH LAND ~ THE INCLUS ION OF THIS NOTICE DOES NOT ENLARGE ~

RESTRICT OR MODIFY ANY LEGAL RIGHTS OR ESTATES OTHERWISE CREATED g TRANSFERRED ~ I EXCEPTED OR RESERVED BY TH S INS TRUMZNT ~

IN WITNESS WHEREOF, Grantor has caused its corporate seal to be hereto affixed and these presents to be signed in its name and behalf by its duly authorized officers, and Grantee has caused its corporate seal to be hereto affixed, and these presents to be signed in its name and behalf by its duly authorize officers, all as of the day and year first above written.

PENNSYLVANIA POWER & LIGHT COMPANY By Attest:

Secretary ALLEGHENY ELECTRIC COOPERATIVE g INC ~

By Vace President Attest:

Secretarv

I COMMONWEALTH OF PENNSYLVANIA )

SS.

COUNTY OF LEHIGH )

On this, the day of March, 1977, before me, the undersigned officer, personally appeared who acknow'.edged himself to be of PENNSYLVAVIA POWER 6 LIGHT COMPANYI a corporation, and that he as such being authorized to do so, executed the foregoing instrument for the purposes therein contained by signing the name of the corporation by himself as such IN WITNESS WHEREOF, I hereunto set my hand and o ficia.

seal.

COMMONWEALTH OF PENNSYLVANIA )

SS.

COUNTY OF LEHIGH )

On this, the . day of March, 1977, before me, the unders'gned officer, personally appeared who acknowledged himself to be a Vice P esident of ALLEGHENY ELECTRIC COOPERATIVE, INC., a corporation, and that he as such Vice President, being authorized to do so, executed the foregoing instrument for the purposes therein contained by signing the name of the corporation by himself as such Vice President.

IN WITNESS WHEREOF, I hereunto set my hand and official

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CERTZFZCATIdN OF ADDRESS The undersigned hereby certifies that the precise and complete post office address of ALLEGHENY ELECTRIC COOPERATIVE INC. the within named Grantee, is 2929 North Front Street, Harris-burg, Pennsylvania 17110 WITNESS my hand this day of March, 1977.

ALLEGHENY ELECTRIC COOPERATIVE, INC.

By

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THACT I

>hLL TII>ET Cf RThill piece or parcel ot'and situate in the Township of Salem, County of Luzcrnc, Common:recit;h oC Pennsylvania, as sho~n an the attached plan E-152950-1, moxe particularly bounded and described as follows:

BEGZBfIUG at a point in the centerline of Township Road 421, said point being 115 feet, more or less, distant, in an easterly direction from the intexsection of the centerline of said road and the eastern right of way line of the Erie-Lackawann* Rail'array Company; thence along land of Paul D. Legien, Elsie U. Lecien, Clarence L. Fox and I!abel D, Fox, H 13 52'2" E 70.61 feet to a, point; thence along the same

- H 50o 09'g" W U.8.39 feet to a, point in said eastern right of way line of the Erie-Lackawann Railway Company; thence Con>g said right of way line the folio~ring 16 courses ar>d distances, northerly, by a cux've to the left, having a radius of 2894.93 feet, a delta angle of 2o 09'4", and an arc length of 10g.12 feet to a point; thence N 6 C6'7" E 1549.30 feet to a.point; thence northerly by a curve to the left, having a radius of 5759.60 feet, a delta anr le of 6 16'9",

and an ax'c length of 631.29 feet to a po'nt; thence II 87 30'2" W 4.00 feet to a point at Erie-Lackawanna Station 9614 + 76.5; hence northerly by a curve to the left, having a radius of 5755.60 feet,

'delta angle of 5 24'l", and an arc length of 542.75 feet o a point; thence- H 2 54'3" W 58.14 feet to a point.: thence S 86 47'7" W feet to a point; thence N 2 54'3" W 523.69 feet to a point; thence m 86'8'7" E 5.00 feet to a point; thence N 2o 54'3" W 508.27 feet to a point; thence S 86o 51'7" W 5.25 feet to . point; thence H 2 tl 1463.0g feet to a point; thence S 86o 38! 07" W 2.75 feet to a point 54'3" at Erie-Lackawanna Station 9563 + 66.9; thence N 2 54'3" W 3113.40 feet to a point; thence N 81 5g'7" E 2.01 feet to a paint; thence H 2 54'3" tl 3196.52 feet to a point; thence leavinc said Erie-Lackavanna Rail~ray Company ri>-ht of >ay line, II 65 23'7" E 226.02 feet to a point in the locr water. mark on the west bank oi'he Susquehanna River; thence along, said low water mark the following 44 courses end distances, S 13o 44'2" E 108.73 feet to a point; thence S 23" 00'":5" E 96.20 feet to a point; thence S 18a 42'4" E,41g.96 feet to a point: thence S llo E 296.00 feet to a po'nt: thence S 16 55'9" E 26a.g2 feet to a 10'3" point; thence S 39 21'1" E 383.33 feet to a point: thence S 45 E 500.12 feet to a, point; tnence S 41 14'1" E 605.30 feet to a 05'2" point; thence S 33 17'2" E 310.40 feet to a point; thence S 22 E 406.41 feet -to a po'nt; thence S 16 31'6" E 510.55 feet to a 17'3" point> thence S g 16'6" E.264.65 f'eet to a point; thence S 15 E 396.80 feet to a point.; "hence S 4o 50'l" E 310.92 feet to a 00'0" point; thence S 2 55'3" W 505.31 feet to a point: thence S 3 E 100.40 feet to a point; thence S 7a 14'6':.'07.26 feet to a 12'8" point; thence S 15 50'0" U 305.66 feet to a point; thence S 18

~

W 200.16 f<<et to a point; thence S 24 07'6" ':1 201.U. feei to a 24'16" poin ; thence S 19 59'9" W 100.07 cet o a point,; t.hence S 9a W 294.45 feet to a point; thence S 15o 06'0" li 200.80 feet to a .

43'2" point; thence S 8 47'2" W 297.1>4 feet to a point; thence S 2 52' 4l" W 100.77 feet, to a point: l;hence S 4a 30'7" I! 200.01 feet to a point; thence S '? i>0':?9" W-lpga>,.";6 l'cct. to n poi>>l:: Chcncc S 2 43'1" E 200,64 feet to a point; Chcncc S 10 56'f~" >1 101,i.6 fcct to a poinC; l

APPEIlDZX A FACE 1 OF 24 PAGK

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I

thence S 1 C6'(>" I'. 193.'j6 feet to n goin! thence S 7o f13'3" E 100.39 feet to a point; thence S 5 16'9" U 100.10 f'cat to a point, thence S 17 30'3"  !? 77.70 fact to a noint: thence ."~ 1.0o 57'P" !/ 230.01 feet io a point; thence S 5o 43'P  !? 100,23 feet to < !~>int'hence S 7o 21>>0"

!? 140.13 feet to a point; thcncc S 0" 30'."." '.? "!i",,7 Ccct to a point; thence S 4 11'5" U 173.<JG feet to a po'nt; l;hence S 3 53'2" E. 200.63 feet to a point: thence S 1 20'0"!? 26>.7 f'act Lo a point: thence S 2 05'7" E 400.90 feet to a point; thence '3 5 3'j'3" E 393.31 feet to a point; thence S 8 53'9"!? 101.12 feet to a point: thence S Oo 16'2" E 389.43 feet to a point; thence along land of !?arren!?. Franklin and Elva Franklin, If 85 25'0" !l 100.22 feet to>> I!oint; thence along land of the same and landi of Edward Nincavage and lfary E, llincavage, S 2 53'0" ':1 200.00 feet to a point; thence a3.ong land of said tfincavage S 85 10'0" E 190.00 feet to a point in the said low water mark on thc

'west bonk of the Susauehanna !liver; thence along "aid low water rmrk the following 11 courses and distances, S 8o Ol(" E '>0.71 feet to a point; thence S 11>>6'0"!? 93.45 feet to a point; th"nce S ? 12'5" E 200.33 feet to a point; thence S Go 50'3"!f 3.34.72 feat to a point: thence S 1 38'3" 01 100.03 feet to a goin". thence S 17o Ol'l" U 100.97 feet to a point; thence S 10 56'6" N 112.78 feet to a point; thence S 16 44'0" >? 101.12 feet; to a point; thence S 20o 14'3" !f 2l2.00 feei to a point; thence S 38 47'1" !? 200.07 feet to a @oint: thence S 45o 202.12 feet to a point; iiicnce along the south side of Township 19'3"!?

Road 421 and land of Paul D. Legien, Elsie U. La"ien, C3.arence L. i ox, and Yiabel D, Fox If 52 34'3'!? 303.09 feet to a point: thence If 41 58 27" E 16.54 feet to a point in the center3.inc of "aid ro d, thence along the center3.inc of said thc fo3~owi>>g 4 cour"es and dist nces, If 54o 02'7" !? 524.60 feet to a voint; thence tf 63o ZQ"'l"!I99.90 feet to a point; thence if 70o 33'0"!? 99.97 feet to a !.oint: thence If 71.

40'8"!f 124.37 feet io a point, the point of beginning.

Containing 376.705 acres more or le ".

EXCEFTIifG out of the aoove described tract all that or parcel of land bounded and describai as follows: Decinning carta'iece

-at a point, said point being the northeast corner of the herein .described tract, said point al o being located if 338,?16.64 - E 2,>>45 522.15 on the Fennsylvania Grid Coordinate System; thence ~long land of pennsylvania Power Zc Light Company the fo3lowing 17 course" .".iid distances, S 5 13'5" E 317.27'o a po'nt; thence S 3 20'9" E 322.00 fcct to a point; thence S 0 11'1"  !? 113.17 feet to a point; thence S 5 51'5" M 102.74 feet to a point; thence S 85o 49'8" N 440.81 feet to a point; thence H 32 55'2" E 35.95 fe t to a point; th ncc H 6o 00'3" U 200.35 feet to a point; thence if 42 42'3" 4'>>6.16 feet to a point; thence If 29o E 3.49.84 feet to a point: thence S 60o 10'3" E 300.07 feet to a 13'7" point; thence N 21 26'2" E 199.05 feet to a point; If 4..22'. 47" E 150.56 feet to a point; thence If 85 33'8" !? 134.00 feet to a point; thence N 4 40'7" E 100.00 feei to a point; thence If 05 01'7" E 199.77 feet to a point; thence H 2 45'0" ';.'1.73 feet to a point; thence if 04 47'7" E 01.10 feei to a point,; thc point of beginnini~.

Containins 7.151 acres more or less.

ALFIE!for;,?! - I'?!GE 2 OF;~>> V,~:;i;:;

I I

Il 5

l

ALSO E%CEI'I'3IIG out of the first described tract all that certain piece or'arcel of land conveyed to Erie-Lackawanna Railway Company by deed dated &larch 27, 1975, bounded and described as follow:

BFG1IIIIIIIG at an iron pin in the existing castcrly right of way line of Erie-Lackawanna Railway Company, said iron pin being t Erie-Lackawanna Station 9574 + 45.68 thence through t,he land of the Grantor herein the following nine (9) bcarin;;s and distances; (1) Il 87 06'0" E 26.10 feet to an iron pin: (2) southwardly by a curve to the left having a r diu" of 3179.,40 feet, a Delta Angle of 5 38'4", an arc length of 313.12 feet and a chord bearing and di".ance of S. 5o'2'9" E 313.00 feet to "n iron pin; (3) S 8o 32'6" E a distance of 217.26 feet to an iron pin: (4) southwardly by a curve to the right having

• radius of 6379.48 feet, a delta angle o'f 5o 43'9" an arc length of 637.42 feet and a chord 'oearing and di t ace of .", 5o 4022" E 637.16 feet to an iron pin; {5) S 2o 48'7" E 114.05 feet to an iron pin; (6) southwardly by -a curve to the right having a radiu" of 2952.16 fee",

• delta angle of 7o 30'0" on arc,length of 386.44 l'eet and a chord .

bearing and distance of S 0 56'2" 386.16 feet o a point: (7) S

'~1 4o 41'3" t1 a distance of 127.78 fe t to a point: (8) southwardly by a, curve to the left having' radius of 2841.66 feet, a delta angle of 7 34'5" an arc length of 376.04 feet and a chord bearing and distance ~

of S. 0 53'6" tl 375.74 feet to a point (9) S 87 06'8" Ll a distance of 28.0 feet to an iron pin in the aforesaid existing easterly right of way line, said iron pin being at Erie-Lackawanna Station 9596 + 11.8>>;

thence along the said existing easterly right oC way line of Erie-Lackawanna Bailslay Company the following hree (3) bearing" and distances; N 2o 53'2" I! 1246.66 feet to a point; (2) 0, 8lo >i6'8" F~. 1.90 feet(1)to a point; (3) II 2o 53'2" Il 919.32 feet to an iron pin, the place of beginning. Containing 3.23 acre" more or less.

Being the same premises which were conveyed to Pennsylvania Power 0 Light Coa>pany by the following deeds:

Former Owner Deed Date Recording information I

(a) Andrew K Helen >3oznock June 27, 1962 Deed Book 1501, Page 991, on July 2, 1962 (b) Erie Lackawanna Railroad Ilarch 6, 19(~3 Deed Book 1516, Page Corno any 705, on I!arch 14, 1963 (c) Edmund & Anna Golomb September 7, Deed Book 1506, Page 1962 996, on September 7, 1962 (portion)

(d) Theodore h Soohie Golomb September 1>>, Deed Book 15C6, Page 1962 672,'n September 14, 1962 (e) Thomas ic Katherine July 16, 1962 Deed Book 1502, Page Fahringer 962, on July 17, 1962 (f) John Ec Evelyn Kettle June 22, 1962 Deed Book 1502, Page 209, on July 2, 1962 APUL'tlDlX A - 1'AGE 3 OI'>> UhGI G

I Former 0'oner Deed Date Recording Information (g) Robert P Clara fwolinski October 21>, l)62 1)ecd 13ook 1509, pope, 774, on October 24, 1962 (h) Charles c I"abel Wingoia July 27, 1962 Deed Hook 1503, page 1030, on July 27, lg62 (i) Frank 5 Lorraine Oley August 16, 1962 Deed Book 1504, Page 705, on August 16, 1962 (j) Clair Ec Norah Fetterman ITovember 14, Deed Hook 1510, Page lg62 542, on November 14, 1962 (k) Mabel Naus November 14, Deed Hook 1510, Page lg62 547, on November 14, 1962 (1) Ralph Johnson August; 9, 3.962 Deed Book 1504, Page 239, on August 9, 1962 (portion)

(m) Sereda Hunsinger IIovember 2, Deed Book 1510, Pace lg62 1100, on tfovember 2, 1962 (n) John Burlington Dunning December 19, Deed 13ook 1512, Page 1962 575, on December 19, 1962 (o) Paul S.. Elise Ligicn ) September 6, Deed Book 15C6, Page Clarence 5 Babel Fox) 1962 93, on Seotemoer 6, 1962 APPEHDD; A - PAGE 4 OF 2l) PAGES

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'7PJLCT 3:X

'I ALL 'i'!!AT CE!I>'AJII gicco or garccl of land "it>>atc in tho 'l'o::nship of Salem, County of Luzarnc, Common<rcalth of Pcrrnsylvania, bo>>n lcd arr>l described a" folio>rs:

BEGIIUIIIG at a;nint in thc ccntcrlinc of State Jlir hway Iogi"lativo IIouto 4, said ooint

~

boing lo "tc<l II 3!r0,273.01 - E 2,!>!r!r,553..r.:6 nn the penn"ylvania grid coordinate system; then o along saiQ canterlinc, tha folio<ring 7 cour"cs and

~

~ -. distances; by a curve to thc loft having a raaiu" of 7639.!r9 fact and a delta angle

~

~

of 0 32'7", a dstance of 1130.04 foot.to " point, 'ha coursa and distance of the chord of said curvo bein-. H 4o 46'0" E 33.3'j,04 fact,'hence g Oo 29 5 E 820.<86 feat to a point; thcnco by a curve to the loft naving a radius of 5729.65 feet anQ a delta angle of 4 22 00 p a Qi tance of II3u 67 feat to a goint the course and distance of tho chord of saiQ curve being JI lo 43.'2" H 436.56 fact;

~ H 3 52'3" 11 602.47 fact to a point; thence b/ a curve to the left having 'hence a radiu" of 5729.65 'feet and a delta anglo of 6 59'0"> ". di tance of 690.33 feet to a point, the course and distance of the chord of "aid curve bein II 7o 21'2" H 697.90 feei; hencee 0 10o 51'3" tl 1042.03 fcct to a goint; thence by a curve to the left having a radiu" of 5729.65 feet and a delta t angle of 0 33'6" a Qistance of 5j.46 feet to a point, the course and Q'tanc of tho cnord of said curve being H 10 37'4" N 55.44 feet; thence along lan<i of Andre:r <Joznock il 02 06'7" E 266.70 feet to a point in the! esterly right of <"ay linc of tko Erie-Lockawanna Pail<ray Comoany; thence alon;; "aid right of ':.ay linc thc following 5 cour os and

~ distances, S 2 54'3" i '300.14 feat to a point; thenco H 01 59'7" E 0.04 feet to a ooint; thence S 2 5!r'3" E 3109.97 foot to a pointl thcnco S 66 30'7" Il 4.75 feet to a point; thence S 2 5!r'3" E ii)62.39 fe, to a point; thancc S 07 ti 03'0" lI 262.37 feet to a ooint, the point of beginning. Containing 3.4.C69 acres

~ nore or less.

Being the same oranises ':rhich <rare conveyed to Pannsylvania Poirer 5 Light Company by the follo<rin. deeds:

FOR>ER 6" iIER DEED DAT 'COBDXHG 3:il." OP'T10H (A) Ed und a: A na Golomb Septembor 7, 1962 Daed Book 1506, page <+~6, cn Seotembor 7, 1962 (portion)

(B) Haloh Q.errovich August 31) 1962 Dead Book 1505, page 666, on August 31, 1962 (C) Theodore 5 Soohio Golomo Decomber 13, Docd Book 160up Pago (portion) 509'n Dcccmbar 3.3, 1966 196'ecember (D) John 8c r,evelyn Zettle 20, 1966 Deed Book 1607, Pago 1129, on Docember 20, 1966 (E) Thomas Z~rolinski Estate Decer..bor 3.9, 1966 DcaQ Book 1607, Pago 13.49, on Doccmbcr 19, 1966 (r ) Gene 8; Valerie Qnciovic,". Dccembcr 19, 1966 Dead Book 1607, P""c 3~53>

on Dacembor 19, 1966 (G) Bruce D. Thomas, et. al Sootcmber 2, 3.975 Dccd Bovl; 1066, Pa'e 1050, on September 10, 1975 APPE1'IDIX A - PAGE 5 Ol" 2ll PAGll;1

5 TIIAC r rr i ALL TIIAT CEPTAIII piece or parcel of land si tunt in the Township of Salem, County of Luzerne, Commonwealth of Pennsylvania, bounded and described as follows:

BEGARI'!IIli!G at a point in the centerline of S~.ntc IIiphway L gislative Route 4, said point being located !V 345, 86Q.QQ - E. ", (< i,206.25 on the Pennsylvania Grid Coordinate System; thenco 11. 08o 46'1" F'. 320.12 feet to a point in the westerly right of way lino of the Erie-Lackawanna Railway along said right of. way line S. 2 54'3" E. 176.17 feet to a point; Company'hence thence along land of Andrew Hoznock, S. 87 01'7" tl. 311.31 feet to a point in the centerline of said State IIighway Legislative Foute 4; thence along said centerline IJ. 5o 35'3" lI. 186.14 feet to a point; the point of 1.312 acres more or less. Beginning.'ontaining BElIJG.a portion of the same premises whi h the Pennami.te Estate, inc.,

by deed dated December 29, 1966 and recorded in the office for the Fecordinr of Deeds in and for Luzerne County, P nnsylvania on D cember 30, lc66 in Deed Book 1607, pag 400, granted and conveyed unto Pennsylva >ia Power 8: Light Company, Grantor herein.

APPEHDIX A - I'AGE 6 OF "4 "A('I'"

5 THACT V/

BEGXilH3liG a; an iron pin in th" exi."tin,";;.c."tcrly right of ~!ay line of Eric Lackat:ann Hail::ay Company, said iron pin bein;; at Eric L~cka:.'anna Station 9578 + 27.64; thence through thc land of the Grantor herein the folio.~inc five (5). bearings and Q'stances:

(1) S 8 32'6" E 157.46 feet to an iron pin; (2) South~;ard~y by a. curve to the riI;ht having a, r dius of 6279.48 Ii feet, and a a delta angle of 5 43'9", an arc>>ngth of 627.23 feet chord bearing and distance of '.J 5 40'2" E 627.&~ feet to an iron pin; li (3) S 2 48'7" E 114.05 feet, to n iron pin; Ii (4) South;;ard;tg by a curve to thc feet,. delta angle of 7 30'0"ightan h:!:ing

! . radiu" of 2052.16 ar<<3cngih oC 373.35 fcct and a chord bearing and d'stance of 0 56'2" 373.08 feet S (1 to an i.on v>>.n; (5) S 4 41'3" V g~l.58 fcct to an iron pin 'n thc aforesaid existing

,dcs.cr3Z right of !!ay linc. "aid 'ron pin being at Erie L"cl;alanna Station 9591 + o0.80; then..c along the "aid cxi tinG .;cstcrly right of ~ray 3.inc of Erie Lacka~ anna Hail!!ay Con:p.".ny the olio::in~ three (3) bearings and distances: (1) H. 2" 53'2" 4'2'.71 feet to a tj monument; (2) S Gl 46'8" ':i 8.35 ect to a point; (3) lf 2 U 542.23 feet to an iron pin, thc p3ace of beginning.

53'2" Containing 0.86 of an acre more or lc"s.

BEBUNG thc same prcmi es ~.hich Thomas F. Patton and Balph S. Tyler, Jr.,

Trustees of the Propert;y of Erie Lacka!;anna Hail:.ay Ccmpany, Debtor, by deed dated

'pril 4, 1975 md recorded in thc Office for thc Hecording of Dc'ed.". in ana for Luzerne County, Pcnnsylvmia, on April 22, 1975 in Deed Book 1853, Page 362, granted, and conveyed unto Pennsylvania Po;:cr Zc Light Company, Grantor he cin.

APPElfD3:X A - PAGE 7 OF 24 h)G< 3

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I ALL Tl)AT C)')(')'h f)) [>)< co ~)t'>'ir<<.'.). nl':I:uv)::) ) ural <: in I )<(. ')'<i'rn:;)chili'l';:xl<m a ~e .!mp County of Luzcrnc, Commonwcaltl< of )'<:r>nsylvan).:i, bounder) rui<) <)<.::<:ribcQ a" follow":

w BEGZIIIUIIG AC a railroad spike in the Ccntcr of Towns)iip Ron<2 <<<<30, "ai<2 spike being 2270 fcct more or lc.",.". from thc;junction of thc ccntcrlinc nf::aiQ township rond with Chc centerline of Township Road ))19; t)lcncc along t)ro centerlin" of said To'rnship Road 438, and alonr lanQ formerly of Charles Bolomb anQ V.irr~inia Golomb, noir other land of the Gr, ntor, and also along lan<) formerly of t):itt)lclr ) eisa anQ tlildred >ici " now r other land of Che Grantor, ii. 2 57'9" H. 1<<l2~>.<<l5 fcct tn rus iron pin; t)icncc continuing

~

~ ~

along the centerline of Towns)iip Ron<1 <<<<30 anQ a).ong said i!cion land If. 3 <<<<7'>>" )tl.,

~ ~

crossing over Township Road <<il9 at a, distance of 050 1'cct morc or less a total distance

.-. of 1306.)<<0 feet Co an iron pin; thcncc alonr; " id 'i,'cia.", land S 0 ~ P5'7" tl. 030.43 ~

feet to an iron pin in line of land of Robert Ta;;lor; t)icncc;.1nnr, land of said Taylor, land of tlichael Serafin and Francis Scrafin, land of Al'in ))n"dock, anQ land of Kenreth

~

~

Church, Il. 2 52'6" ( ., crossing~ over To<ms)rip, Road 436;.t a. distance of 1020 feet more or less, a total distance of 2<<<<30.20 feet to an iron pin; Chcncc along land of Kenneth Church, I). 86 05')1" E., crossing orcr Township Road 436 at a distance of 750 feet more or less, a tot 1 distance of 800.90 feet to an iron pin; thence along land of Joseph Rupinski and land of, no:r or formerly, Stanley Thomas $ ..3o 01'0" E. 2054.09 iI feet to a white oal.; thence along land of said. Thoma.s, the follorring 5 courses and

~distances, Ii. 86o 04'0" E. 3174.29 feet Co a. stone; ii. 73>>6'5" E. 760.54 feei to an

~- iron pin; N. 12 54'0" ri. 623.67 feet to an iron pin; S. 70o 37'1" H. 724.93 feet to an iron pin; and I). 6 27'1" )1. 502.42 feet to an iron pin; thence continuing along land, of said Thoma" and along land. of Helen Rupinski Ii. 9 13'4" ';1., crossing over

, ~ To>rnship Road. 436 ai a distance of 290 feet more or le"s a Cot. 1 distance of 1355.31 feet to an iron pin; thence along land of Pennamite Estates, Inc. and. along land of

~ distanceRob'oins Frank and Linda Robb'ns, II. 88 46'1" E., crossing over To<rnship Road 436 at a

. of 820 feet more or less, a total distance of 1562.05 feet Co a point in Che I~centerline of State High:ray Legislatire Route 4, (U.S. Route ll); thence along Che Icenterline of said hirhway the following 8 cour"es and distances, S. 5 35' " E 279.72 feet Co a point thence by a curve to tne left having a radius of 5729.65 feet a distance of 526.67 feet to a point> Che course and dist;.nc of Che chord of said. curve being S. 8 13'3" E. 526.49 feet; thence S. 10 51'3" E. 1042.83 feet Co a point; thence along a curve to the right having, radiu. of 5729.65 feet a distance of 698.33

feet to a point, the course and distance of the chord of "aid curve being S. 7 21'3" E.

=

697.91 feet; thence S. 3 52'3" E. 682.47 feet to a point; thence along a curve to'Che

~ right having a rad'us of 5729.65 feet a distance of 436.67 feei Co a point, Che course and distance of said, curve being S. 1 41'3" E. 436.57 feet to a point.: thence S 0 29'7" ii. 820.86 feet to point; thence along a curre to the right having a radius

~

of 7639.49 feet a distance of 1275.56 feet to .". point, the course and distance of the ~

chord of said curve being S. 5 16'7" ki. 1274.00 feet, sa'd point being in ihe junction t~'of said highway with To~rnship Road 450: thence S. 88 41'2" (1. 07.07 feet Co a point on

~ ~

)Ithe west side of To~rnship Road. 450; thence along land of I'on Samsel H. 19 14'3" E.

40.50 feet to a point; Ci>ence along the same S. 89 44'3" ';1. 510.50 feet Co a stone; thence along land of Timothy Benscot r and Ver.a Benscoter, land of @ron Pifer and yllis Pifer, and, land of. Harry Klire and Leonore Klinc, S. 87 27'7" H. 495.13 feet o an iron pin; thence along land of said Kline, and land of Charles )Iont and Julia Mont, a curve to the right having a radius or. 1800 feet, a distance of 487.25 feet to a copper-eld pin, the course and distance of the chord of said curve being S. 42 31'8" ':f.

~

85.79 feet; thence a1ong land of said. Mont S. 2 30'3" E.9l.. 45 feei to a point on Che north side of To~rnship Road 456; thence along Che north side of said road S. 87 05'5" M.

34.92 feet; thence crossing said. road, and along la,nd of Herman Hill and i~!ary Hill, land

~f Harry Kline and Leonore Kline, 1;.rd of Kenneth Hason, and land of Stanley Short" and Joyce Shortz, a curve Co the right railroad<) havinc a. radius of 1800 feet, a distance of 1480.65 eet to an iron pin, the course and distance a of the chord of a,'d curve being

. 79 01'4" >l. 1439.33 feet; thence r through f land of thc Grantor, of ~rhich the herein described tract is a part, Che folio~ring 2 courses and. distances, N. 2 37'5" >l. 707.25 eet to a point; and S. 87 ll'8" V. 1001.01 feet to a, copperweld pin; thence along and former+ of Charles Golomb and Viri;inia Golomb, now other lan<i of C)ic Grantor, 87 ll'8" ~rl. 506.59 fact to a spike in C)~c crater of Towns)lip RoaQ 430, the point of bccinning. Contnininr )9"..11</ acro" morc or lens.

APPHI)l)IX A - i'AG)" 0 0'i" 24 PAG)'.S

~~~!~~ 3oinl')ro

)lr ~~~ J I ~ s:irno J)r<'rlr)."<'s

~trl~~rtl~~

In!If!I!!

rill~~

pr))i.<.')r cr<!'r'r'~

~~~ ~t

~

~

~

vt >Ilvoy<'.(~

~~ ~~ l<)

I I'll!':y.lvrit]i.:~

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!~~~! ~ I 1~~! I I'(ne'er I >i ill> i.f)r t I t~~

I Company I by tho ~i folio'rirrrr  !(!i Qcrd.",:

!!i ~

Yormor O.wcr I)<'r(I I)aLr H<;cor<linl< Info'al;.i.on (A) EQmund E. Anna Golomb Scptcmbcr 'f, 1<$ 62 I)ocd Il<)ol: 1'.JOAN> 1"tl',c graf', on I'cgtcmbor 7.

196.". (portion)

. (B) Edmund Ec Anna Golomb (llovcmbcr 22, 1966 D.!3, 1605, Pl;. 279, on lfovombcr 22, 1966 (Novombcr 22, 1966 D. D. 1Q)5, Pg. 337, on Novombor 22, 1966 (C) Theodore 5; Sophie Golomb (Doccmbcr 1~>> 1<)66 D. I>. 7')~i, P<igo 702, on Dcccrnbor 13,

( .L')(il'J (Doccmbor 13 1966 1). Ir. '" j'f;.

lfJ'.)6,

'I)'ortJ'orf) 5<J9 on Dccombor 13, 1966 (D) Penamite Estate, Inc. Docembcr 29, 1966 1). )3. 7.OX(, I';. )(00, on Decornber 30, 1966 (portion)

(R) Ralph 2c Verna Davenport December 21, 1966 D.B. 1607, Pg. 1034, on December 22, 196(

'~

(F) Francis 8c Joyce Golomb (November 2,, 1966 Dei3. lCB5, Pg. 325, on November 22, 1966 (f!ovomber 2<>, 1966 D. 13. 879, cn lfovembor 22, 1966 (lfovember 22, 1966 D. 13. 1605, Pg. 879, on Novomber 22, 1966 (G) Thomas 6 Anna Golomb October 31, 1966 '.B. 1604> Pg. 1009, on November 3, 1966 (H) Charles E Virg'nia Golomb (November 22, 1966 D.B. 1935, PC. 274, on Novernoer 22, 1966 s (November 22, 7.966 D.B. 7.605, Pg. 329, on November 22, 1966 I

(7:) Jerome 8c Judith Golomb !fovember 10, 1966 D.B. 1604, Pg. 509, on November 10, 1966 II(J) Joseph lk Katherine K'tte. December 29, 1966 D.B. 1607, Pg. 855, on December 29, 1966 (K) Louis k Cynthia Stof!:o August 5, 1966 D.B. 1597, Pg. 532, on Aucrust 5, 1966

(

I (L) Richard, M. Rule October 4, 1966 D.B. 1602, Pg. 82, on October 4p 1966

'j (N) Richard. W. Rule July 11, 1966 D.B. 3.595, Pg. 520, on July 12, 1966 I

(N) William 8 puma Zettle September 1, 1966 D.B. 1593, Pg. 671, on September 1, 1966 (Deed of Correction) December 9, 19o6 D.B. 1606, Pg. 450, on December 12, 1966 (0) Clark Harrison Benscoter Novemoer 15, 19o6 D.B. 1604, Pg. 612, on iVovember 15, 1966

)g(P) Herman Ik >lary Hi11 January 30, 1974 D,B. 1814, Pg. 61, on February 21, 1974 (0) Beach Grove Bx~~ng. February 20, 1974 D.B. 1815 ~g. 666, on hi!arch 14, Ground Association 1974 (portion)

Declaration of Taking Court of Connnon Pleas of Lu"=erne County R) Julia hlont hlay lb, 1972 No. 57, h!ay Term, 1972 Declaration of Tossing

. (S) Charles 8c Virginia May 10, 1972 No. 658, &fray Term 1972 Golomb (portion)

Declaration of Taking T) E. Kenneth 8 hoary Nason June 2, 1972 No. 1131, lhy Term 1972 Declaration of Takin, U) Harry 8; Lenore Kl'ine June 2 1972 iVo. 1132, llay Term 1972 Declaration of Takin, (V) Stanley Shortz hlay 1, 1972 No. 656, April Term 1972 II.).ncr,~l ~ >'>e f...

tt'r., Jr e ~ ( l>o't'IJ.oil )

1)cclarat:ion of 'U:>Jour<<

(W) Condemnation by FF,"<L October Term 1<//2 No. 2l!6'f, ( 'ctobcr Term 1972 Co. of surfa,co i; sub-surface intcrc"t in property located  !.n 8<glom To"niship, Lu;.erno Coun tv~ Penn"ylvania-.

(Various or<nor" 7 APPENI)L'j A - i'AGI; 9 Or" ".Il I'AGES

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All rit.l>t ti.l;I<. <>>>l:<!rc::I, <ti>i<:I> I;I><; I><<< I y <>I; I,l><: I'i>::I; I>:xr I; r>o<t owr>.'; or rn xy I>r!r<!<xfL<:r'x<<:I<>i <<: in I.I<<: <<<:xl, <>I,l><<rni <<<<: rxl x<1<I I I<< ~;',><I<,",>>>'I "x<<'.'<<<I< I.l>r! I,> ~;x<!I;

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of larrd, sit'uai'ctx.l.crn Tow!!::I>il>, E>>>zcrnr: (.'o>>r>l;!1> I!>>>I>>:y.l.v:xrlirx, <l<csc>'.xi>axt Itclovt:

31%3HtlXIIG rxt a, coI>pcz"ta3.<1 pin irr thc 3.1>ra <llvixlir>r. tire 1xr><l olcr>nnylvania Power Pr.. Light Cornl>:.xny and thc land of Charles Y,. (<olon>b rxr>d Virginia D. Golomb, said pin bait!r< di"tani: 506.59 fact* measure<3 alor>r< saia on a berxring of S. 02 56'0" E. from the ccntcrlinc of Tortn."hip Ro<id Ho. T.430; thrnca from the place of bcginnin!, rxlong "aid dividing line S. N 5>r>'0" E., a distance of 2556.00 fcct to point; thence alonl< 1:xnd 'of Cl>>xrlc.", Mo>>t, .Jr. and Julia Mont S. 6 44'3" '1., a distance of 501.54 feat to a po.xrrt ir>>ha northerly line of an a3.icy; thanca alont; caid nortl>arly linc ti>c fol.lo:tir>;; two (2) baarin.;s alN3 distances: (1) ll. 0, 01'0" <1. - 1203 41 foot to 'x pox>it> (2) H. 03 19'3"

>l. - 1276.65 feet; to a point; thence through tl!c af'oranaid Gol.omb land fl. 7 ll'7" E., a distanca of 512.00 faat to a copper;tcld pin, the place of beginning; containing 29.658 acres, more'or less; BEG3:IirlIIIG at a point in the southarly line of, n allay or road", leadin from To~rnship Road Ilo. T.430 to U. S. Route rio. 11, said point being tha northxtest corner of lend of Yes. Kenneth Iiason; thance along said ..outherly line and through land of Stanley E. Shortz, and Joyce Shor z ll. 819'3" I'., a di"tance of 1276.65 fact to a point; thence crossing said al3.a:; or road Il. 7 ll'7" E.,

a distance of 30.00 feet to a. point in the northerly linc of said, allay or road; thence along said northerl'ine .nd 1 nd of Cl>arias E. Golo,.b and Vi"ginia D.

Golomb the folio:r'nr t:to (2) oearings and distanc .".: (1) S. 83 19'3" E.

1276.65 feet to a point; (2) S. 83 Ol'0" i'.. - 111I0.1I9 feet to a point; thence recrossing said alley or road southwest tardly by t3 ll'urve to the right, having a radius of 1800 feet and an arc distance of 57.50 feet to a point in the aforesaid southerly line of said al1ey or road; thence along " id southerly line and partly along land of Herman E. Hill and Iiary A. Hill, partly along land of Harry <<l. Kline and Leonore A. Kline and partly nlonr-.the a.foresaid IQ .".. Kanneth Hason land I'l. 83 Ol'0" H., a distan<:e of 1099.45 feet to a point the place of beginning; containing 1.659 acres, more or less; B&XRlZlG at an iron pin, said iron pin being. the northeast corner of land, of Charles Mont, Jr. and Julia Ilor.t; thence pa&+ along land of Pennsylva.nia. Po"ter

&: Light Company and partly along land. of S muel!1. ";..

Iiary E. Kline S. 6 43'9" M.," a distance of 211.)7 feet to an iron pin, thence through said Mont land southirestwardly by a 3 11'urve to the right, having a radius of 1800 feet and an arc distance of 297.45 feet to a copper<reld pin; thence alonrg land of Charles E. and Virginia, D. Golomb Il. 6 44'3" E., a distance of 410.09 feet to a point; thence along 0he aforesaid. pennsylvania Power &: Light Company land S. 82 56'8" E., a distance of 223.00 feet to an iron pin, the place of beginning; containing 1.619 acres, more or less; and BI'liXMlliIGat an iron pin, said iron pin being tha rrortli<test corner of land of ll~rry 11. Kline and Leonore A. Klir.e; thence along land of Pennsylvania. Power &<,

Light Company, S. 82 56'8" E., a distance of 124.56 feet to an iron pin; thence through said Kline land southwes;r ~d3.y by a 3 3.1'urve to tiie right, having a radius of 1800 feet and an arc distance of 189.80 fact to an iron pin;,

thence a3.ong land of Charles liont, Jr. and Juli Iiont H. 6 43'9" E., a distance of 143.97 feet to an iron pin, the place of beginning; containing 0.212 of an acre, more or less.

B E~KG the same premises which Dora. ilallace, a ttidotr, by daed dated llay ll, 1972, and recorded in the Office or the Recordinr of Deed" in and for the County of Luzerne, Pennsylvania, on M>ay 15, 1972 in Deed. 13ook 1740, Page 554, granted and conveyed unto Pennsylvania Power &: Li"ht Company, G<rantor herein.

EXCEH'XiXG out of the above described. tract of land, all th certain piece or t parcel of land belonging to Beach Grove Burying Ground Association, bounded and described as fol3.ows:

BEGlM<3:HG at a, poirrt, said poir!t beint; t)>c sox>thxte.".t'orner of thc fence of the Beach Grove Buryin,". Gro>rrrd Ansocl<xtiorr Ccmctery, saicl point heir>g located 11 3I>2,933.03-E 2,4I3,035.63 on tha Farxnsylv,".rria Grid Coordir!atc Systctn; tl!cncc along thc said fence and 1and. of the Grantor harein Il. 2>>9'9" Il. a distar!ce of 180.>> fact to a railroad spike APF'<'10L+ A PAGE 3.0 OF 2ll PAGE.

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),'); l,ltct>cc it> att I t> Lt>t> '".ttit) 'I'r tt>")>>'(

l tht. rcntcrlit>c ol'I't'>st>>::)til> llont) )) ~ ~

i4 'j I .,i I .:a, tII:;la>>t t t>lt')t. It> I'<:t:I; I.<>:i 1>t>it>i't> I.ls<. t>t>t'I.)>ttt'.I,y .".i>lc

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'I, road; tltcncc .in nttd ttjottt', tuttc 'I. '>0 l8')t" I". t>. ()I::! tttt~:c of '(0.3'j C'ect to oI'aid a poitl0 1ll the 'ttt,id to'ittt::)tj I> road cctttcrii.ttn; tltcttcr t>..)ot>t; .I>oui 'it>tct>dcd to )>c conveyed by thr Grantee ')>ere,i.n to thc Grarttor )>crcin,">..',",),'j'6" H. a cli:ttar>ce of1<1.~36 feet to a point; tl>et>ac >long inn>) ol'l>c Grarttnr l>crcin .'). 8y ~gO')0" Il.

a di,".tance of y0.00,feet to n, poinC, .",aid goi>>t being t)tc .",ou);)>ea.".t corner of the afore"aid Beach Grobc Burying Grottnd A.","ociation Cemetery l'rrtce; t)>ence throu,h the land of the Grantor )tcrrin t!te fo'jlotring t)tree (3} )>cttri.n);n at>d di.",I;ance":

~I'n (1} S.' 0 Ori 0 I" il. - O.OQ feet to a l>oittt; ( >};;. fly ",O't0" I!, 3l>3 00 feet to a n..o point } 0), )tn' 0 il. - 0.. a n ( fcct to a point,, t!>c )>iacc of bcg.i.nnirtg. Containing 1.688 acrea, morc or le"".

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APPEHDIX A - FAGS l.3. OF 2)t PAt.l!",t>

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TRACT VI

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ALL THAT CERTAIN! PIECE OR PAHCEL of l.and, be.:.ng a part of Lot Iio. 24 in the ~

second div'sion of Sal. m, one of the seventeen certified townships in the County of

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Luzerne aforesaid, together '!ith the buildings and .improvcmcnts thereon erected.,

situ"te in the Township of Sal.em, County of, Luzcrne, and Commonwealth of Pennsylvania,

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bounded and described a foU.ows, to:!it:

BEGIIII1II;G "t a corner of Lot Ilo. 25; thence by Lot Iio. 25 of the .".arne division

,south 00 degrees 30 minutes cast, 307 perches to a corner: thence by the first division north 09 degrees 30 minute" ca t, 55.55 perches to a corner, an<i north 00 degree" 30 minutes west, 307 perches to a corner; thence 'oy thc thir<1 d.ivision south 89 degrees 30 minutes >>est, 52.55 perches to the place of beginning.

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EXCEPTIIIG AIID RESERVIIF3 Crom the above described piece of land a tract of

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t:!enty acres, cut off from the "outh and of the abore described piece of land, which was heretofore conveyed to Samuel Iiicks.

ALSO EXCEPTIIlG AI10 PZSERVIIIG from the above,describe.l piece of 1and, a tract of eight acres one hundred .nd fifty (l50) perches which:!as con'reyed to ':,'ebman Bess by deed. dated April 2l, 1933 and recorded in Luzerne County 'n L'@ed Book 735, 3 Page 57.

ALSO EXCEPTIIlG A!'ID HESERVI!U from the a'oovc described piece of land, a tract of 24.99 acres which was conreyed to Charles E. Golomo, ei; u:<, by deed dated Sep ember 15, 1967 and recorded, in Luzerne, County in Eeed 13ook 1024, Page 507.~

TIIE REVAIi'IDER of the above described piece cf l.an<1, after exceptions,

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containing 50 acres, more or l.ess. ~

Being the same premises which I!atthew ii. Ueiss an.<!red I!. I eiss h's:!ife y deed. dated July 29, l.97i> and recorded i.n the Ofi'ice for i;he Recording of Geeds .i.n and

..for Luzerne County, Pennsy'Lvani.a, on Jul.y 29, 1974 'n 0 d Uool: ).830, Page 538, granted

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d. conveyed unto Pennsyl.vania Power cc Light Comp"ny Grantor here. in.

APPEIII)IX A " PAGE l2 01" 24 I'AGI'S

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C ALL THAT CERTAIN p'ece o> parcel of land nit'u:!te in the Tn'i>>ship of

~ Salem, County of Luzerne, Ccmmon'chealth of Pennsylvania, more particularly bounded and described as folio"'s:

i thence along BEGIt!NING at the stal'e on line of land no:~ or formerly of Phill.'p Seely; line of 1'nd now or lat;e of Leonard Poll South 5 degrees fifty-two and 6/10 perches to a stake; thence South 9 degrees, East for'." perches; thence continuing alonr same South 2 degrees !i5 minutes Nest t plenty-t!'o,"rches thence South 17 degrees 45 minutes Nest l;:Ien",y-six perches to a cherry -',.".e.

thence South 10 degr es 30 minutes Nest t'renty-eight perches to a stake: '.hence South 5 degrees Nest sixty-thr e and 2/10 perches to a stake; thence a':;,:g land now or late of Ellen Frace South 84 degrees 30 minutes Ea < t~ enty-si.::::d 6/10 perches to a post on line of land, noir or late of C. C. Lockhart: thenc - 'ontinuing along same North 5 degrees East toto hundred and thirty perches to a ..'.;".. ~ in line lI '

of land nomic or late of Phillip Seely; thence continui.nr. along same 1!o.-.... 8!t degrees 30 minutes Nest twenty-seven p rches to a stake, the place of beginni:.::. Containing 34 acres and 73 perches more or less, lm BEING the same premises ~Ihich Robert D. Taylor and Eli-abet:-;:, Taylor, his ~Iife; by deed dated Augus 7, 1 74 and recorded in the Office.for t'::e Recording II of De'eds in and for Luzerne County, Pennsylvania, on August 26, 1974, i Deed. Book 1833, Page 569, granted and conveyed unto Pennsylvania Power 8c Light Cc-.;.beany, Grantor herein.

lg APPENDIX A - 1'AGE 13 01'!t 1'AG! S

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ALL TIIOSE CERTAlII picccs or parcels of land,:,ncl.u~linrall improvements,

'.uate in the Township of Salem, County of Luzernc, Commonwealth of Pennsylvania, ounded and described a" follows:

TRACT .'IO.~ 1 BEG1IIIITIlG a4 an .'.ron pLDC id iron pipe beini;- Il 05 45' 76.28 feet from ~

an ron pipe located at the intersect!on of the northerly line of

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ownsnip Road T-438 and. the dividi.n:" line of land, now or formerly, of .John hcDonald,

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'nd land of SianleyE. Shoriz; thence along said t'.cJ)on 'd land II 06 47'0" E. 1199.00

( eet to a 'steel po""; thence along oincr land of the Gr..ntec her in, S 84 l.ii'4" E

~ 19,09 feet to a P.ic:. Iiail; thence along tne center of said Township Road T-438'nd

~long other land of ihc Grantee here'n, Tr ct J2 herein, and other Land of Stanley E.

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.ortz, respectively, S ')T CO'0" l/ 1199.M feet to a P.l:. IIail thence along said.

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hortz,'and. II 8~ 15'0" il 911.77 feet to an iron pipe, the point of beg'nning.

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, Containing 25,191 acres more or less.

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TRACT IIO, 2 B-GRID..EIG at a point said point oei,ng at the intersection of

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the Iiortherly line of a 30 Eeet wide right of <<ay ..nd the center of Township Ho d,

'-438, said point iso'being H 07o 08'0" E 471.32 feet from a P.Y.. Ilail set at the utheasterly corner of Tract c thence along the center of said Township ~ Road T-438,

07 08'0" E 512.00 et to>jl.;

f " P.K. IIail; thence "long other l.and 'of the Grantee erein. S 83 00'0" ". 506.59 feei to a monument; thence along other 1 sd of the t antce herein; S 07 11'j" U 512.00 feet to a point, i;h nce along land of Stanley

. Shortz and along the i:ortherl~ 1'ne of said 30 feet wide right of ~iay H 83o 00'

~0" "0 Il 506,13 feet to a uoint, the po'nt of beg'nning. Containing 5.951 acres more less'eing the same premises wh'ch Charles E. Golomb cn;I Vir,".,inia D. Golomb

>ps wi e, by deed dated February 7, 1975 and recorded in thc Off:ce for the Recording

K Deeds "'n and for Luzerne County Pennsylvania on February li<, 1975 in Deed Book

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.1848, Page 337, granted and conveyed unCo Pennsylvania Power 5 Light Company, Grantor

<~rein.

API vHDXX A - FAGfl ].4 OF'lil I'RG"..ll

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ALL Tl!AT C)I'AIJJ 1'i:l"!; ol')a)'cc ), >)I'.:)n l, i)lc ')>'l i!t" a>!>)v>vcm>:t)!.:;

.", '.tua'tc in the Town J)in o! Salem, Coun!y of Iu;:crnc, C.>: ~>nwca l.l):>,)nsylv: ni.:., 1)oundcd and i.described 1

as foU.ows:

3"GXI/hII:G at a P.V.. Ila::L '.n t))c center of Town.".i)') !! ) I T-l)50,.!.so l:no..n as ii

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BelL Bend Poad,, said P. ~ K.~ !> bein); 750 feet, morc or >c.".", south:;ester!y from the

'ntersection of Township Road T-J)50 and U. S. IIoutc !.L; tl)ence alonG I.and of J oscgi) toma, the following four (4) cour"es awi distances> (l ll y'..)o J.R'9" ';1 L42.20 feet

'1

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to an 'ron bolt; (2) alon,". thc wcstcriy side of " private .)rive, !l 27 37'L" E 8.00 tp an iron gin; (3) I. 6Oo 52')9 !'1 3 50 feet to a:) iro)1 ))in: (4) Jl 10o 00'9 1 74.46 feet to an iron pin, "aid iron p')) bc'.,".,"; !1 87 LJ).L , '.')J).44 fcct from thc

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southwesterly co'cr of ) nd to be conveyed from .""on J...".",Jo.".:)ne A; Sa,".)scl. to thc ~

rantee Iherein; .thence aLonr; sa.>.d SamseL Land Il 87 ).4.' 5)').OO feet to an iron in;- thence alonr'and now or formerly of Garrett Jie"s, t!)c fol.;Lowi))". th "ee (>) cour"es

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nd distances, (L) S 65 45'O

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) E Ll4 45 "cct to a. P.li. alai.i.: (2) a)err the center of

'aid orivate drive, Il 27 44'..L" I: 3.go f.cet to a E).J;. !lao ('~) S 62o 30')9" E 40.LO feet to a P.K. Ilai'n thc center of Towns!)io J>ca T-l<."~~ saiil P.K. IJaiL bcinp,

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34o 43'l" !1 LJ)4.~A feet f)om the scut!)easterly l,

corner of s" i>i Samse!. 'and: thence

'.Long the center of Towns!)in ) Poad T-J)'jO S ".> 2) 'Ll." l1 ).; 5>.>'3 feet to a P.K. IlaiL the oin of beginninc. Containin'.; 0.563 of an acr. more or ic"...",.

BEL)lG the same premises which Anti)ony H .";" a:).l >."Ic~n~r 1. Hoss i)is wife, by eed d"-te'!arch L2, .L975 and rccordcd in thc Office fo t!>> l'. co)<lin;; o. Jxe:!s in and or Luzerne County, Pcnnsy!.vania. on l';arch L4, L975, in 1'.cc>I B>>ol;;.6'jO, P~~e 4!.8, Granted

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.nd conveyed unto Pennsy!.vania Power 8; Licht Co.ancny, Grantor !:crein.

AE'FEJJDXX'A PAGE 15 01, 24 VAG!',S

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'ALL TIIOSE CE.?TATII pieces or parcels of lan<i, inctuding inprovcmcni.s,

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situate in thc Township of Salem, County of Iu" erne, Commonwealth of Pennsylvania, ~

more particularly bounded and described a" follows;

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TEIE FIBST THEBEOF: ~

BZGIIii!TIJG at a point on a private road at ".hc c.orner of Lot Ilo. 25 ~

thence alon;: said road South 83 degrees 30 minutes t E=.si 3P).5 feet to 3.and of L. T. Reichard; thence a3ong said land South 6 degree" 30 minutes Nest 4oG feet to land of George N. LaRue1 thence along the same bort,h 8) ~Ie!Irces 30 minutes Nest 12o.5 feet to Lot Ilo. 25 aforesaid; thence a].ong thc ."cmc 1'lorI:h 6 <Iegrecs 30 minutes East 4)8 "eet to the place of beginning. Containing 1.480 acres more

~ or less.

TE!5 .SECOIID TE?ERE01':

'FBXIIIlIIIG ai a point on the So i;herly side s of e 30 foot public road, said point being Il. 83 -30'.. 17).5 feet from the dividing 1'ne of now or for!,",er y the Grantors (T! act 3) and no"r or formerly:!arry Lear; thence along I -other land of the Grantors (Tract 1) S. 6o '::. 512 feet to a point: hence along land now or 'ormer3.y of Josephine Bymar II. 83 N. 510 feei to a point.: thence along land now or formerly of EIarry!l. Vine Il. 6 .";. 470 feet, more or less, to an iron pin; thence along other land of the Grantee, along a curve to the left with a radius of 1800 feet, n arc distance of 9<.56 feet to'a point on the southerly side of said road; thence along the southe:ly "ide of said road S, 83o E. 180 feet, more or less, to a point; thence leaving. said ro d along other land of the Grantees, the following 3 courses anc distances (1) S. 6o-30';:. 200.00 feet to an iron pin; (2) S. 83o-30'. 100.00 'feet, to an iron pin, (3) H. 6

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30',. 200.00 feet to an iron pin on thc sou'her'y side of said road; thence,

~ al'one the southerly side of said road S. 03" E.'.50 feet to a point, the place of beginning. Containingg 5.500 acres more or less.

THE THTBD THEBEOF:

BEG3:IIII3:HG at an iron pin on the southerly side of "30 ft. public road';

thence along the southerly side of said road South 82 ~ degrees East 50 feet to an iron pin; thence South 7 degrees Nest 105.25 feet to on iron pin in the northerly

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side of road; thence Iiorth 71 degrees 20 minutes Nest alon! the northerly l'ne of said road 51 feet to an 'ron pin; thence ilorth 7 degree I'.ast 'g6.5 feet to the iron pin, the place of beginning. Conic'ning 0.116 of an cre more or less.

)

BEXHG the same premises which Herm n 1',. Eii'1 and I.ory A. EIill, his wife,

~ by deed dated October 9, 1$ 7II, and recorded in the Office for the Recording of

, Deeds in and for Luzerne Coun!,y, Pennsylvania, on October <3, 1979, in Deed Book

ower,'i Light Company>

g'Grantor herein.

AP I',HDXX A - PARI 16 OY PI; }'AGI:~

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l TRACT XX II ALL TPAT CFRTA3!I PIJ'.CE or p...cel of lond, inclp'3np ':mprovcm nt" situate in the Township of Salem, County of Luzerne and S. ate of Pennsylvania r bounded and described as follows:

BEGIIJIJ3:IiG at a corner on thc old road leadinr, from State Highw y through the L. T. Loci:ard Plot; thence alon. land now or formerly of Iiarvey

~ Fink in an Easterly direction a di"tance of I<30 feet to land now or formerly of Fred Belles; thenco along said Belles 1 nd in a IJorthcrly direction 70 feet to land now or formerly of George o );unter; thence alonr; said 1'.unter land -and land now or formerly of 03.en'L. S3.user in a 'Jesterldirection a distance of 430 feet to the said h'I.',hway; thence along said hit:.iu'oy in o Souther3.y direction a distance of 70 feet to the place of beginning. COIil'AZIJEIJG 0.69 of an acre more or less.

BEIIJG the same premises which i';yron Leslie Pifer, and Fhyllis D.

l Pifer, his wife, by deed dated October 28, i)74 and ecorded in the office for the Recording of Deeds in and for Luzerne County, PcnnsylvQnic Gn October 30, 1974, in Deed Book lOI>0, Po~,e o49, granted and conveyed unto Pennsylvania l Powe. Ec Light Company, Grantor here'n.

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!I APPEII01".( A - PAUl". 17 OF "Ji PAUil"

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1 ALL TIIAT CEB7AXIl PII'f:E or parcel of land, incl.>><)inr', i.".rorovements, situate in the To<rnship of .":alcm, County of Luzerne and !lt te of Pennsylvania, bounded and described a" follovs:

IlEGIIliliIPD at an iron pin, being the northea" terl.'; corner of land now or formerly of Herman E. Hill on the southerly side cf a "30 foot public road'; thence along the southerly side of said road S. 76 -30'. - 181.00 feet to an iron pin;, thence continuing along said road .":. 2 -30',E. - 129.10

~r feet to an iron pin; thence along the rorthcrly "ide of. e road II. 71 -20'1.

204.50 feet to an iron pin, bcinr, the southeasterly corner of land now or il formerl<<of IIerman E. Hill; thence along the easterly linc of lan<i noir or formerly of I[erman E. Hill I'I. 6o-32'. - 1.06.47 feet to an iron pin the place of beginning. COHl'AiiIiIIG 0.5 of an acre of land more or les BEiIIG the same premises which!larry Yi. Lear, Tr., /i/K/h 1Iarry Kresge Lear, and Edith I'.ay Lear, his wife,,by deed dated Ilovc~iber 22, 1974, and recorded in the Office for the Recording of Deeds in an<I for Luzcrnc County, Pennsylvania on I!ovember 22,1974 in Deed Bool: l842, far..c 882, granted and conveyed unto Pennsylvania Power & Light Company, Grantor herein.

'I APPEI'IDZ< h - PAG."'8 OI'4 PAGI'-i

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TACT XIII ALL THAT CEFiAIjj PIt.CE or parcel of land, includina improvements, situate in the To~rnship of Salem, County of Luzcrne and State of Pennsylvania, bounded and descxib d a" follows:

BEGIjijj3ZjG at a P. K. ilail, said P. K. Dail being in the center of To'Arnship Poad T-450, al"o jmorrn as Bell Bond Po, d, thence through land of the Grantors herein and along the center of sa'd To~mship Poad, the foU.o~ring (4) courses and di tances: (1) S. 3Q -09'-33" >j. 60.00 fe t to a P. K. jjail; (2) S, 24 33" ~r, 150,00 feet to a P. K. ij~l (3) ",;. 29 -50~-3~" $ j 50.00 feet to a P. K. Ijail; (4) S. 34 -17'-33" 'rj. 208.40 feet to a P. K. jja'1; thence along land of Garrett He s, S. 88 -51'-46" U. 237.44 feet to an iron pin, and S. 87 -14'.-ll" ':j. 258.44 feet to an iron pin; thence along other land.

of the Grante h rein, the following (4) cour"es and distances: (1) ij. 21o-33'-

32" E. 490.85 feet to a stone; (2) ij. 89 -44'-33" E. 510.50 feet to a monument; (3) S. 19o-14'-33" ';i ~ 4Q,5Q feet, to a monument; (4) jf, 880 41) QZ" E 51 02 feet to a P. K. ilail, the point of bcainning. COHTA1HIijG 5.461 acres more or less.

BEIj'jG the same premises which jiason L. Samscl .nd Joanne A. Samsel, his wife, by deed. dated January 6y 1975 and recorded in the Office for the Hecording of Deeds in and for Luzerne County, Pennsylv ~ia, on January 6, 1975 in Deed. Book 1845, Pape 441, granted and conveyed unto Pennsylvania Power 8 Light Company, Grantor herein.

APPENDIX h - PAGE 19 OP 24 PhGi;S

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Tf?(A"J'"tV 1

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ALL THAT CRR7hiU PXB:E or parcel of land, incliidinr; improvements,

,:I s'tuate in the Township of Salem, County of Luzerne an) ."~tate oC Pennsylvania

.g bounded and described as follows:

('EGI1HtlHQ at ~

a stone corner in line of land now or formerly of

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Virgil

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lwallace; thence along a privotc rood South 9 degrees East a distance

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of Two 1tundred Hineteen and one-half (219:;) feet to a po" t in line of Beach

~

Grove School land; thence a1ong the same South 62;.; degree East a distance of

'I Eighty-eicht end fivee tenths (89.5) ect to a post; thence along land now or formerly of Lloyd Ash Horth 23 degrees East a distance of One tfundred Three (103) feet to a post; thence along land noir or formerly of 1'sul Beichard, Horth 9 degrees ':,'est a distance of One )!un)red Forty-ei;;hL (140) feet to s L wild cherry stump; thence along land now ox formerly of 'firgU. ';.'allace Horth 83< degrees liest a distance of One ![undred Thirty-four (134) feet to the place

~

of beginning. COiFZAIIilH" 0.635 of an acre more or less.

~ ~

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BEIIto the same premises which Arlean )!. Cornell. e/k/a Arlenc f:;.

I Cornell, a wido;r, bv deed dated Hovemoer 22, 1974 and recorded in the-Offich

.g, for the Recording of Deeds in and for Luzerne County, Pennsylvania on Hovember 22, 1974, in Peed Vook 1842, Pe.",e 885, granted and conveyed unto Pennsylvania Power 8; Light Company, Grantor herein.

ti.

APPEHDlX A - PAGE 20 OP 24 PAGES

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i TIGHT XV L

ALL THAT CEI'.TAL'I PG;CE or parcel of land, including improv..ment, j

situate in the Township of Salem, County of Luzernc and State of Pennsylvania, bounded and described as fo11ow'":

BEGDIIIIIIG at an iron pin corner in the southerly side of a thirty (30) foot town hip public road, in line of lands now or fozmerlJ of Her.,an E.

HiU. and teary A. HiLl., his wife, said beginning point being three hundred.

twenty-nine and five-tenth" (329.5) feet from the dividing line of lands now or formerly of Herman E. HiM and teary A. Hil3. and. lands now or foyer~~ of li Harry Lear (Late of liichael llont) on a course Ilorth 03 degrees 30 ~~utes (lest; thence South 6 degrees 30 minutes Uest, two hundred, (200) feet to an iron pin corner; thence through lends now or formerly of Herman E. FliU. and IIary A. HiLL

~i North 83 degre s 30 minutes >lest, one hundred (100) feet to nn iron pin corn r; thence throUgh lands now or formerly of Herman E. HiLl. and Mary A. Hill, Ilorth 6 degrees 30 minutes East, two hundred (200) feet to aid public road; thence li along said township public rom, South 83 degrees 30 minutes East one hundred.

(100) feet to the place of beginning. CCHTAZlI IQ 0.495 acres more or less.

BEBUNG the sam premises which Stanley J. Confer and Bonnie J. Confer, his wife, by deed dated. September 30,. 1974 end recorded in th Office for the Hecord~mg of Deeds 'n and for Luzerne County, Penns.lvania, on September 30, 1974 in Deed. Book l837, Page 197, granted. and, conveyed. unto Pennsylvania Power 8; Light Company, Grantor herein.

APPENDIX A - I'AGI", 21 OI","4 I'AGr;.;

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ALL THAT CEPTAlil PZECE or parcel of land, inclu.iing improvements, situate in th Township of Sa3.em, County of Luzernc, Commom~calth of Penn y3.-

vania, bounded and described as followers:

EEGEIlIIXiIG at a P. K. Ilail in thc center of To~i~.".hip Road T-450 (formerly U. S. Poute 3't) also kno m a' Bell Bend. Road, "aid P. K. Ilail being 500 feet, more or less, southvcstcrly from thc intersection of said To"mship Road. T-I'50 and U. S. Route ll; thence alone the center of said To~mship Road T-450, S. 34 -43'-ll" ~rl. 14L.OO feet to a P. K. alai'; thence along land for-merly of Anthony Po s, noir of the Grantec here'n, the following 3 courses and distances: (1) iJ. 62 -30'-49" rl. 140.10 feet to a P. K. ilail, (2) along a private drive, S, 27 -44'-ll" tl. 3.o6 feet to a P. K. II9il, (3) H. 64 -45'-

49" N..114;45 feet-to an iron pin; thence along land formerly of I'Iason L.

Samsel, nov of pin and H.

t¹ 88o-51'-46" Grantee hcr in, II. 87 -1Ii'-ll" I'.. 74.00 feet to an iron L'. 237.44 feet to a P. K. IIail, tne point of beginning. Containing 0.412 of an acre more or 1 "".

BEING the same premises ~rhich Lulu Hcss Hagio, a vido~r, by deed dated October 30, 1975 and recorded in the Office for th Recording of Deeds in and for Lu'erne County, Pennsylvania, on Cctobcr 30, 1975, in Deed Book 1870, Page 716, granted and conveyed unto Pennsy3.vania Po:rer & Light Company, Grantor herein.

APPElrDZC A - PAGE 22 OF 24 Far;t.;;,

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Ti"ACT iVflX ALL THAT CFRTATJI piece or parcel of land, including improvements, situate in the To~rnship of G>Lcm, County of Luzerno and .".>tate of Pennsylvania, If b01111$ 8$ and'escribed a" follows:

BEG33fiGiIG at an iron pin in the dividing line bet~rcorr land of Harry KLine, and M. Pifer, "aid, iron pin being~ is 3 -41'-!~~>" r,". 110.64 foot from a point on tho northerly line of a 30 foot ride public road; thorrce along land of Harry Q.ine the folio;ang 3 courses and distancosr (1) O. 84 -C6'-17" tl.

109 45 feet to an iron pin, (2) H. 03 -41'-43" M. 52.00 feet to an iron pin, (3) H. 00 -34'-17" E. 280.16 feet to an iron pin; thence along other land. of the Grantee herein I.'. 87 -27'-3.7" E. 03. 6 feet to an iron pin; thence along land, of H. Pifer S. 03o-43.'-43" E. 325.30 feei to aa iron pin, the point of Ii beginning. Containing 0.757 of an acre more or le"".

SEGIG the same premises vhich George S. !Iun'.:er and E1izabeth J.

Hunter, his 'irife, by deed. dated I!ovembor 7, 1974 and recorded. in the Office for the Hecording of Deeds in and, for Luzerno County, Penrrsylvania on !november 8, 1974 in Deed Boos 1841, Par o 956, granted and conveyed. unto Pennsy3.vania Light Grantor herein.

Ii Pover 8 Company, Ii If APPEHDZX A - FAGE 23 OF 24 E'AGl'-"

IIIIf II l

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f

ALL,THAT CERTAPJ PIECE or parcel of 1and, including improvements, situate in the Township of Salem, County of Luzerne and State of Pennsylvania, bounded and described as foU.ovs:

BEGEIBJXIJG at a stone corner of land now or late of V. R. >iallace on line of land no:r or late of Fred Holies, the same being the north"a"t come of the property hereby conveyed; thence along land noir or late of Fred Belles IJorth 83 e degrees b'est, three hundred. one and five-tenth" (301.5) feet to a corner of other land=no;r or late of Samue3. '~l. Q.ine,

'et ux; thence along said land South 6 z degree tie t, four hundred forty-nine (449) feet to the IJorth side of the private road; thence along said.

roai., South 83 z degrees East, ninety-eight and five-tenths (98.5) foot to a post corner on line of V. R. PM~ace and ix (6) feet north of the stone corner at the southeast corner of the lJa>>ace property; thence IJorth 30 -'egrees East four hundred. eighty-eight (488) feet to the place of beginning. COIJTAZGZJG &ro (2) acres, more or less. h BEEIJG the sane premises which T'mothy C. Henscotcr and Velma T..

Benscote, his wife, by deed dated September 30, 197JI and recorded in the Office for the Recording of Deeds in and for Luzerne County, Pennsylvania on September 30, 1974, in Deed Hook 1837, Page 194, grated. and conveyed'nto Pennsylvania Power Ec Light Company, Grantor herein.

APPEIJDLX A - I'AGt". 24 OE'4 I'AGi".G

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EXHIBIT B BILL OF SALE THIS INDENTURE dated the day of ', 197.,

by and between PEiVNSYLVAiVIA POWER 5 LIGHT COhfPANY, a corpora-tion organized and existing under the laws of the Commonwealth of Pennsylvania (hereinafter referred to as "Seller" ), and ALLEGHENY ELECTRIC COOPERATIVE, INC., also a corporation organized and existing under the laws of the Commonwealth of Pennsylvania (hereinafter referred to as "Purchaser" );

WHEREAS, Seller has, by deed dated inarch 18, 1977 and delivered on the date hereof, granted and conveyed unto Purchaser, its successors and assignsas. tenant in common with Seller [which retains an undivided ninety. percent (90>)

interest in the property which is the subject of the interests conveyed thereunder], under and subject to certain exceptions, reservations and covenants, an undivided ten percent (10~)

interest in and to Seller's estate, right, title and interest in and to the real property associated with Units "1 and ~2 of the Susquehanna Steam Electric Station situate in the Toim-ship of Salem, Luzerne County, Pennsylvania, as by reference to said deed will more fully appear; and NHEREAS, it is the intention of the parties hereto that, in addition to the property so conveyed, as aforesaid, a comparable undivided interest in all personal property of Seller of whatever kind and description useful in connection with said Units ~1 and ~2 of. the Susquehanna Steam Electric Station shall likewise be transferred unto Purchaser, as tenant in common, as aforesaid.

NON, THEREFOR, NITiVESSETH, That Seller for and in consideration of the sum of One Dollar ($ 1.00) lawful. money

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of the United States and other good and valuable consideration, the receipt of which is hereby acknowledged; and, to the extent that Seller has the ability to do so, has bargained, sold, assigned, transferred and delivered, and by these presents does bargain, sell, assign, transfer and deliver, to Purchaser, its successors and assigns, as tenant in common with Seller

[which retains an undivided ninety percent (90.) interest 'n the property which is the subject of the interests transferred hereunder], an undivided ten percent (10o) interest in all of Seller's estate, right, title and interest in and to all I

personal property of Seller of whatever kind and description, and wherever located, used and useful in connection with said Units 81- and F2 of the Susquehanna Steam Electric Station, including, without limiting the generality of the foregoing, the following:

l. The boiling water nuclear power reactors, steam turbine generators including all .common facilities required for the operation and maintenance of Units Fl and PZ of Sus-quehanna Steam Electric Station, and all advance payments made for any item in respect of Units 5'1 and k2 of the Susquehanna Steam Electric Station.

2. Inventories of material, supplies, fuel (includ-ing nuclear fuel and nuclear fuel leases), tools and equipment, facilities and other items specifically designated for use in connection with the construction and operation of Units 81 and 82 of the Susquehanna Steam E3:ectric Station.

4 f

3. A11 of the following which are used or to be used in respect of Units tl and 82 of the Susquehanna Steam Electric Station: (a) contracts including advance payments made relative thereto (including without limitation, all contracts relating to nuclear fuel, nuclear fuel fabrication, nuclear fuel trans-portation, nuclear fuel storage and other related nuclear matters); (b) choses in action; and (c) causes of action.

II I

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It is understood by the parties hereto that Seller currently owns leasehold estates or leasehold interests in some items which have been or are to be specifically included for construction or use as part of Units ~1 and /tZ of the Susquehanna Steam Electric Station. When Seller's interest is that of a leasehold estate or a leasehold interest, Seller hereby sells and transfers to the extent permitted by law, and to the extent permitted by the terms and conditions under which Seller holds its leasehold estate or leasehold interest, and subject to Article II of the Tenancy in Common Participation Agreement dated inarch 18, 1977, between the parties, pursuant to which this Bill of Sale is delivered.

UNDER AND SUBJECT to the following covenant, waiver, surrender and release:

Seller and Purchaser hereby covenant and agree that:

The following- covenant, waiver, surrender and.

release is hereby entered into by and between the parties hereto as tenants in common, namely, that the aforesaid personal property, including the undivided ninety percent (90~~) interest therein of Seller as a tenant in common, and the additional personal property hereinafter mentioned shall not, during the period hereinafter specified, be subject to any partition or sale for division, either voluntary or involuntary, by either judicial or non-judicial action, and all right to effect during said period such a partition or sale for division, is hereby waived, surrendered and released by each of the parties hereto as tenants in common; and said covenant, waiver, surrender and release (1) shall be binding upon and enure to the benefit of each such tenant in common and its respective successors and assigns, and the mortgagees, receivers, trustees or other representatives of the respective tenants in common and. their respective successors and assigns; (2) shall be applicable not

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.: only to the aforesaid property, iricluding the undivided ninety

..'ercent (90<) interest therein of Seller as. a tenant in common, but shall also be applicable to all additional personal property relating to said Susquehanna Steam. Electric Station and here-after acquired by such tenants in common in connection there-

~

with; (3) shall be effective during the period commencing with the date of the delivery hereof and continuing after the completion and commencement of the operation in the public service of said Units 11 and 82 of the Susquehanna Steam Electric Station during the useful life of said Units 81 and 82 of said station for the generation of. electric energy, except that if at any one or more times during the said period all tenants in common then owning undivided interests in the aforesaid property and additions thereto, by appropriate instrument executed and delivered by all such tenants in common (with the consents of or releases of lien by the holders of all mortgages which are liens upon the interests of the respective tenants in common), shall dispose of any portion thereof or interest therein, said covenant, waiver, surrender and release shall, upon such delivery, cease to be binding with respect to such portion or interest so disposed of, but shall nevertheless remain e ffective during the aforesaid period with respect to the balance of said property and additions thereto not so disposed of; and (4) shall not, and is not intended to, prohibit or limit in any way the right of each tenant in'ommon at any time owning an undivided interest in said property and additions thereto, including each party hereto, .to sell, mortgage and otherwise freely

transfer and alienate its own respective undivided interest I

therein, either in whole or in part; subject, however, to said covenant, waiver, surrender and release.

4-

5 a

ALL PROPERTY TRANSFERRED HEREBY IS TRANSFERRED "AS IS AND WHERE IS". PURCHASER ACKNOWLEDGES AND AGREES THAT AT NO TIME SHALL SELLER HAVE IlADE, NOR BE DEEMED TO HAVE MADE, ANY REPRESENTAT I ON > EXPRESS I I OR IMPL ED p AS TO THE T TLE TO SUCH PROPERTY OR AS TO COMPLIANCE i'1ITH SPECIFICATIONS, CON-DITION, MERCHANTABILITY, DESIGN, EQUALITY, DURABILITY, OPERATION, FITNESS FOR USE OR PURPOSE, VALUE, QUANTITY, SUITABILITY, OR NORKING ORDER OF SUCH PROPERTY, NOR TO HAVE MADE ANY OTHER REPRESENTATION OR NARRAiJTY WHATSOEVER, EXPRESS OR IMPLIED, NITH RESPECT TO SUCH PROPERTY OR OTHERWISE, INCLUDING ANY REPRESENTATION OR NARRANTY THAT THE USE OR OPERATION OF SUCH PROPERTY WILL NOT VIOLATE ANY PATENT, TRADEMARK OR SERVICE MARK RIGHTS OF ANY THIRD PARTIES.

(

IN i'/ITNESS WHEREOF, Seller and Purchaser have duly caused this Indenture to be duly executed in their respective names and on their respective behalves as of the day and year first above written.

PENNSYLVANIA POifER ( LIGHT COMPANY By:

Attest:

Assistant ecretary ALLEGHENY ELECTR I C COOPERAT IVE p DJC ~

By:

Attest:-

ecretary I

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Exhibit C l Nhc.DY PAMZLY Jose h P., Sr. (d.) a Rose Kennedy II seph P., Jz. (d.) John F. (d.) Kathleen (d.) Pober" E. (d.) Edward Mooxe None Caroline ~ None Kathl en Kara Ann John P., Jr. Hartington Edward Moore I Robert E., Jr.

Joseph Patrick David Anthony Patrick Josech Mazy Courtney Michael L.

Mazy K.

Christophe" Matthew Eunice (Shr iver ) Jean (Smith) Pa tricia (Lawfozd) RoseMary Robert Sargent ZZZ Millie 'hristopher None Maria Owings S tephen g Jr Sydney Tinathy Perry Victoria Mark Kennedy . Robin

Il PPOL PORN XS a

EXKEBIT D

'! i~tAJOR COI'iTRACTS

'I February 28, 1977 Purchase I Order >

A-3 Elwin

~Comm au G. Smith Division Descriotion Steel Roof Decking Amount, 645,390 A-7 lwin G. Smith Metal Siding 903,030 A-44 Zlevator Division'eneral Elevators 394,693 C-9 United States Testing Materials Testing Serv. $ 1,114,109

!I .

C-03 c-o4 Morgan Ectuipmen~~

C.J. Langenfelder Zc Son Concrete Batch Plant Excavation $

793,329 6,749,799 C-10 Bethlehem Steel Corp. Rebar $ 9,765,934 I C-13 C-15 C-21AC Kurtz Precast Corp.

American Bridge Div.

Progressive Fabricators Concrete Panels Fabricate 5 erect structural steel Circ. voter Pipe 5 Fittings

$ 1,312,788

$ 7,474,954 747,443 c-24 Rai~I oad. Construction R.R. Track. 48o,356 C-27 Chicago Bridge 5 Iron Condensate Storage Tanks 415,315 C-30 Fibre Board. Coro.

Corban Pipe 587,324 c-39 Ind.'.J.

Langenfelder 5 Son Railroad Bridge 687,724 c-45 Industrial Enginee ing RPV, Pedestial Form 8c Dir.

Slab Support Ste 1 730,520 C-46 PBX Industries Reactor Shield $ 1,358,88o C-50 Chicago Bridge Ec Iron Co. Containment Line Plate. $ U.,260,092 C-51 booter Co~. Fuel Pool Line Plate $ 6,085,714 c-53 Dravo Coro. Vent Pipes $ 843,252 c-63 Bethlehem Steel Corp. Supoort Steel $ 5,195,800 C-79 Continental Boiler Uorks, inc. Condenser Piping 670,357 l.

E-1AC McGraw Edison Power Transformer .

$ 2,634,505 Z-2AC Nestinghouse Elec. Corp. Power Transformer 1,659,974 E-3AC General Electric Power Transform r '6o,551 E-5AC General Electric Bus Duct 5 Access. 745,640 E-9AC Westinghouse Elec. Corp. Hed. Voltage Switch Gear 986,043 E-12AC Allis-Chalmers Corp. Zlectric Motors $ 1,585,523 E-17AC ITE imperial Corp. Load. Center Subs ations $ 1,59o,c8o E-18AC Cutler-Hammer Motor Control Centers 807,726 E-29AC Kerite Co. Power Cable 322,524 Z-32FA Cyprus C ble Support System Cable Tray 321,381 E-109Ac Westinghouse Electric Corp. Metal Clad. Switchgear 743,681 E-118AC Cutler-Hammer Motor Control C nters 34o,253 Z-121AC General Electric Direct Current Control Centers 400,398 E-129AC 'Kerite Co. Power Cable 322,282 E-130A Paige Electric Corp. Power 8 Control Cable $ 1,463,128 PENNSYLVANIA POWE R P LIGHT COiQPAN Y

PPdL FORM 25 Purchase Order ~~

~Corn )~a Descriation Anoint E.-130BC Okonite Comaany Pcwer Fi Control Cable 337,106 E-133A Samual Moore 8 Co. Instr. 8c Specia3.ty Cable 992,402 E-135AC >lestinghouse Electric Cora. Electrical Cable Penet. 6o3,746 F-6A Industrial Engineering FAB/Pipe Sleeves $ 1;813,000 F-6B Formit Steel Misc. Iron 8d Steel $ 2,842,491 F-470 Universal Form Clama Gang Forms $ 1,072,530 F-o89 Galli Ready bLx Concrete 277,837 F-706'-1439 Bu dett Oxygen Co. Gases 443,473. "

Tri-County Oil Diesel Oil 8 Gas 254,195 F-1699 Pyrofax Cora. Furnish 8c D liver Propane 424,836 F-1980 Universal Form Clamp Gang Forms 685,368 F-3964 Lumberm ns Mutual Casuality Insp. Services 653,699 F-5969 F anklin Electric Flexible iIetal Fittings 688,197 F-12932 Hunlock Sand 8 G avel Co. Aggregate 642,340 F-12933 Gal3i Ready ? Iix Pre-Mix Concrete 299,000 F.-'13256 D sser Ind. Check Valves 368,500 J-5AC Comsip Customline Corp. Control Panels 491,125 J-66AC Mas oneilian International Cont ol Valves Non-Nuclear 421,045 J-73AC Waters Eauipment Mater Sampling System 450,450 M-3AC Ingersoll Band Con¹nsers 8c Auxilia ies $ 4,553,412 M-4AC Yuba He t Transfer Corp. FeeCiwater Heaters g 4,771,625 M-5AC Ingerso3~ Rand Reactor Feed Pumps 499>350 I"I-7AC Ingersoll Band Condensate Pumps 576,870 M-8AC Ingersoll Rand Circ. Mater Pumps 623,950 M-14AC Strut¹rs Ne3~s Corp. Cooling <later H at Exchangers 420,255 M-21AC Harnisch cger Corp. Turbine Bldg. Cranes 823,055 M-22AC Harnischfeger Corp. Reactor Building Cranes 0 1,535,575 M-26AC Alleghany Ludlum Steel Corp. Condenser Tubing $ 2,589,253 M-27AC Heco Pacific Mfg. Co. Misc ~ ~ Hol.sts 615,988

'-28AC Amertap Corporation Concl. Tub Cleaning System 785,000 M-30AC Cooper Bessemer Co. Diesel Generators $ 3,292,120 M-32AC Permutit Company Makeup Deminera3.izer System 270,142 II-35AC Envirex A Rexnord Intake Struc. Screens 523,919 M-39AC Crane Co. Cond. Demineralizer 1,989,764 M-43AC Richmond. Engineering Co. Inc. Misc. Tanks 298,993 M-55 Johns-Manville Sales Corp. Reactor Vessel Insulation 428,977 M-56AC Allis-Chalmers Mfg. Co. Butterfly Valves 577,916 M-74AC United, Nuclear Ind. inc. Solid Radvaste Handling Sys. 3902339 M-84AC Chemtron Corp. Radvaste Filter System 427, 3.60 M-87AC FFlestinghouse Elec. Cora.- Cont. Hydrogen Becombiners 640,784 M-91AC 'FIestinghouse Elec. Corp. Badvas e Evaporators 548,830 i~I-95AC Airco Industrial Gases Div. Cryogenic Off-Gas Treat. $ 5,028,648 M-9oAC Richmond Engineering Co. Radvaste Tanks '. 486,378 II-164 Nuclear Install. Serv. Co. CRD System P'ping 0 3)3192911 M-307AC The Trane Co. C ntrifugal Fans 480,091 PENNSYLVANIA PCIWGR LIGHT COW?A i~I Y

k i

i

[i Ri

"IiL FORM 25 Purchase Order 4 ~Comnan Des crintion N"310AC Carrier Air Conditioning Cent. Mater Chillers 1,27o,663 .

N"315AC Buff'a3.o Forge Co. Coolers 298,378 N>>317AC American Air i3.ter Unit Coolers'ir 4 1,013,196 N 323A Lehigh Engineering Co., inc. Out3.ets It: Accessories 0 2,795,741 N-323B Lehigh Engineering Co., inc. Ventilation Ductwork $ 5,315,029 N-325AC Farr Co. Tools h Shareparts $ 1,425,435 iaaf-336BC Air Balance 3:ncorpora ed. Control Dampers 373,715 N-343 Grinnell rFire Prot. Sys. F'e Protection 0 1>033>117 P-lAC ZTT Grinnell 3:nd. Piping Inc Shop Fao Pi,ne $ 16,609,866 P-3AC ITT Grinnell Ha~er Div. Hanger 8c Supports $ 2,487,518 P-6AC Texas Pipe Berding Co. Radioactive waste drain.'ipes

$ 1,173,020 P-10A Anchor/Darling Valve Co. Gate Valves $ 1,4522707 P-12A Anchor/Darling Va3.ve Co. Huclear Valves , $ 2,378,443 P-12BC Pacific Valve Nuclear Va3.res $ l,lo3,446 P-14BC nuclear Valve Division 1'1uclear Valves 37o,947 P-15A Yarway Corn. ifucl ar Valves 735,085 P>>16AC Jamesbu~- Coro. Spare Valves 576,514 P-17A -Ancho /Darling Valve Co. Valves $ 1,731,709 P-21CC ~ilalworth .Co. Valves 5 Access. 679,3lo-P-22A tv'alworth Co. Conven. Valves g 1,6o6,659 P-22B Pacific Valv Carbon Steel Valves y 1,3.74,287.

P-25AC BlL Don~ Valves 878,799 P-27AC Xomox Corooration Conven. Valves 412,221 BE-14 Commonw alth Telephone Telephone 444,605 CF-2A Coplay Cement Nfg. Co. Cement Nfg. Zc Tes ing $ 2,856,419 CF-2B A. Harl tta, 8c Sons Fine Aggregate 728,165 Cr -2C Nichigan Ash Sales Co. Pczicon 365,722 CF-2D Lycoming Silica Sand Co. lg' 3" Coarse Aggregate $ 1,052,912 CF-4 industrial Engineering Steel Anchor Bolts 427,623 CF-5 H. H. Robertson Co. Netal Deck 646,224 TB-01 F ank ivilson Temp. Buildings 4 2,671,337.

FS C-37 Burns Secur'ty Service Guard Service $ 2,646,68o FSC-38 Peabody Testing Rad.'active Non-destructive Testing g 2,8co,449 mc-44 Hahn Contracting Culverts 8c Sleeves 747,971 PPL-01 Penn. Power 8: Light Co. Corstruction Eau'pment 891>>89 Tax Sales and Use Tax 715,336 N-23AC Whiting Corp. Nisc. Bridge Cranes 340~2c6 N-60AC Bethlehem Steel Diesel Fuel Oil Stor. Tank 342,996 P-7AC Chemetron, Tube Turns Div. Flued. Head ittings $ 1,137,432 P-llAC Anchor-Darling Co. nuclear Valves N-9 Research Cottrell Cooling Towers '

542,186

$ 18 648,3cO PENNSYLYANIA POWER & LIGHT COMPAN Y

Exhibit E TWO NORTH NINTH STREET, ALLENTOWN, PA. I8101 PHONEME (2151 821 5151 FILE LIST The PL Susquehanna Project Team file and file index are the prime file and file index for matters relating to the Sus~e-hanna Project. Subsidiary files and file indexes are located throughout PL, Bechtel Power Corporation, Bechtel Corporation, and Suscuehanna Project site providing support for matters covered in the prime file. File locations and file indexes applicable to this contract include but are not limited to the following:

P ENN8Y L YANIA POWER 8 L I GH T COMPANY

SUSQU~J,ANNA PRQ J J.C T ~ F LF.I INOEV S ECTI OiV 9 13 ~ XX XX X XXXXX SusnUFHAJIN~: JSFS Ul CU2 ~

FR100450 F I L~ CONTENTS ~

SPECI FI CATIPhf REQUISITION ~~ '4 >i 0 ~~

~ ADOENOAS G RE LATER I ORRaSPONOaRICo

~

'4 4 '4 4 4 4 4 4 9 4 > >i ~P W 4 4 0 4 Pg~P~~g~ PAI~g*~ggg~

~~ ~~

.,S ~~C >a~ ~w APCkl TECTUR ' S ER IES "150 -'

~

1 A-2 C~'JCRETE U~JIT tI'ASViJRY "

154 A-3 STEEL RA" F A-4

':- A ~I.HT TF CTURA L OFCKING'54 tR ETAL 1 < A-5 '~ . LL>IQRK 150 156 154

'1156 6

'-8 A-6 A-7 A-11 A-12 "

C IBR AME IIATERPRQQF I."IG 'BOV E'P.AOE iR'~TAL 5 IATNG I OOFING INSULATIO~I ANO FLASHING LVUV<RS

'ULYING CQ~PQtJ'JOS AND'EALANTS 15* A-13 HOLLO LUtII"!UM OOOO S C CURTAIN MALLS 156 A-21 GLASS AND GLAZT IG 15* A 22

• -23 ORYirIALL CQI'IS PLASTFRING LATHTNG ANO 156 TRUCT ION

'j~

156 154 A-Z4 C FRAti IC TILE

= -*

A-26 VIiJYL ASBFSTOS TILF.

=. '"..'G A-?7 SEA ILES 5 vINYL FLOOR TNG 158

""'-29A-28 " TI IFRIIOS ETTING SURFACING HATER TA L 158 S>FCIAL'OATINGS 15 8 A-30 F IC LO P A TATI NG 156 A-31 V INYL CQATEO FAFP. IC 4-32 SJJS>ENDEO CE ILINJ..S 15<

156' '-33 !OVABLE 0PPICE PARTITIQti3 5

g

,642 16L 61 63 9 635 156

'"'-<0 '-39 A-34 LQCKEc'.5 8ENCHE 5 C STEEL SHELVING A-35 A

A 36

-3 8 TOT LJ=T COi+PARTYFNTS TOILET RQO!r, ACCESSQP IES L AUNOR Y EQUI PMEiilT LABORATORY EQUI PthENT ORAPES Jg '.

1'54

'637 154

' '"'-42 41 A-43 C RPETS FlÃNITURE P EOESTA L Fl A~4 . ELEVATORS OORS'59 A-45 F IELO PAI~ITIi~JG 143 '. A-46 I= TRF C ~PO'Cc VENTP 107 A-47 DECORATIVE FENCE ANO GATE 18 15. A-48 PRQTCTV COATINGS FOR FIELO ERECTEQ STEEL TANK5

<<1

'158' "' '-50 A4

• R IVER INTAKE STRUCTURF NUC C'ICRETE SURFACER FEBRUARY PA GF. 3

l EXHIBIT E S USQUEHANNA PRO J ECT FILF TNDEX SECTION 9.13.XXXVX 146 A -51 ARCHITECTURAL HODEL 166

'-54 A-P2 SERVICE C Anl Th!ESTRA"EON at.oG S TRUC STE "L F IR "PROOF ING

'-1 143

"'50 CIVIL SER FCJNOATIOht Ah!a SflILS 150 C-3 CChlCR ETc "I I X Ii~!G PLAhIT' EXPLnRATIQhJ'ECUT 1 R Fh>FhITS FOR 105 C-4 I Tc P R E P ARA T TON AMP EA RTH'rlORK .

451"

105 150 1 C-6

C-5 C

DREDGING FDR RT V DcMATFR IhlG FOR PT

> S i RUCTtIRES VcR STRUCT[JRFS FtJRJII SHIM( Ah!8 PELIV.'?I~JG OF COMCRFTF 1 C-87'50 FOR>>TNGg PLACING~ FINISHING ANO CURING OF CQNCRFTE 153 " C-9 M 'TERIALS TESTING SERVICES 150 C-i0 FL~RhIESHE~!G, DFTATLIn!G, FABRICATING ANO DEL.REINFORclhiG STEE 150 C-1 1 STRUCTtSRAL ~BACKFILL 156 5 C-13 P RECA ST CONC Rc T E PANELS 150 C-14 SHEEL P It Th!G

'154 "

C-15 . cUR~JTSHING DFTATLT JG FABR "DEC Ahlo ..RFCTING QF STRUCT <TE 154 C-16 FURNI SHEh'G AND DELIVFRTNG QF hlI SC JcTAL 154 C-1.7 I".ETAL FLOOR DFCK 150 '" C-lR

"'C-19" ~t.'RhJTSHTNG AND DFL OF STEEL..AhICHQR BOLTS 150 SHEAR STUDS 150 C-20 S PLIC Ihl G OF R E lh!FOJ:C ING BAR S

'g5 432 432 432 111

"- --- C-22 "C-21 C-23 C-2<

FUR'TIhIGS Th STA Lt ATIQhl A "lO TESTING OF C IR C WA TFP. > I Pc ANO FITTI IGS FURNI SHING Ah!0 CONSTRUCT QATLROAO TRACKS 107 C-25 FURNE SH Ih!G Ah!0 Th,'STA I L I'i!G OI"- CHAIN LINK F cNCI NG

"' C-26 121 260 526

'-27 C-28 COhl STRUCT ION QF > O>D FOUNDATIONS ANO SURF ACE lG F TELO ERECT D STcFL TAhlKS DIESEL FUEL QEL STORAGE TAhIKS 401" 8 C -? 9 L U6 R I C A T I h!G 0 E L S T D R A G E T 4 >! K S r,'31 '"C-3 i) 45 1 1 142 C-30 C-32

!IKUP-OSCHRG-BLCir!OCIIhl HATc'R P I PE FURNTSH TMr.'l4O f'F LTVFR TNG 'OF UTTt'TTY O'IPF ANO F ITTEhIGS Ih!STALLING TE STING OF U 4DF<GROUhID P IPc CONDUIT 6 ACC FITT hl(

GE'ES 451 1 C-33 It!STALL "TIQhl 6 TSTh!G OF FIBcRGLASS RFIh!F PIPE 13 1 C-34

'-. C 35 OES IGN g FA3 ANO OE! OF SFt'IAG TREAT ~c $ T P t ANT EQUI~>i+cflT tN 156 Ih!STALLATION OE PRECAST CQh!CRET= PAhlELS g 105 C-? 6 C~h!STR QF FThlTSH GKADlhIG ARO PA'JII'IG 150 ~ C -37 MATERPROQF M CH CRANE C-38 111:

150 lll C-39 C-40 WATcRSTOPS RAI I ROAD 8RT DGF' IFRS AND ARUTMFhJTS RAILROAD BRIDGE STFcL SUPERSTRUCTURE 154 C-41 Sl TOc BEARING'SSchtaLIES 150 ' C-42 INSTR U~l ENTFD DEBAR i 170 C~4 43 I h: S TA L LATIOhl 0 I= CC3NTA IN<<EhT STRUCTURAL IN STRUP ENTATIOii!

170 STRUCTURAL I NTcgRTTY TEST 170 C-45

'ii 170 170' '-47 C-46 REACTOR PRESSU E VESSEL PFAESTAL FORH C DTAPH SUPPORT STLp FUR! FAB C 0<L OF REACTOR SHIFt,D R EACTQR SHIELD 'ciQR S CCLUht'TRUC F EBRUARY PA

SUSQUEHANNA P RQJECT . FILE INDEX SFCTInhl 9.1 .XXXXX 451 C~8-49 STOP LOGS 451 C BAR RACKS ii ~

170-' C-50 FURNT SHNG,'TLNG, FAR, OR'f J: ERECTN,'HE PR TJ~'"COMl LINFR'

!l- C-51 LIhlER PLATE FOR SPENT CRUEL PQQL ~ DRYcR SEP PQQL C REACT BAS C-"2 F U.. l. POOJ. GA TF S 170 C-53 FuihJTSH, OTLIh)C, FAR INC, G OFL THc PRIM rQNTAIN<C.lT V--RT PIP 222 C-54 RF~UFLING FACILITY L IVER PLATE REACTOR CAVITY SEAL RING C-60 SUPT 1; PFSRFJT WJLD'4EhiTS

-" C-61 SOILS EXPLORATION FC'". THE SPRAY POND 281 '1 C-62 LABC MATC'Rv SOIL TFST(: FQR SPRAY"'>GMD 154 C-63 FL'NISH ! OTLING FABING DEL ING 6 FRECTIhlG QF STRUCT STFE 281 1 C-64 6 EopHYs icAL sl)RYEY F0R s pp av poND 154 '-" C-66 REACTOR BUI LOI hlb SUPER STRUCTURE STEEL

'150 1 C-69 EcAOY HIXEO CONCP c C-70 TFF-SHAPE WATFRSTAPS

'g C-71 F IELD APPLTEO PIP.: LINING 150

'150 C 72'-73 I N S TALL AT IQhl OF E XPAN SIGN TYPF. ANCHOP S SURCQllTRACTED FltPiY S TNSTL 0F EXP<lSN'YPE k!iCHQRS.

'51 C-75 RYR I>h)TAK+ STRUC 1: DSCHRG FAC ILITIES 432 C-79 CIRC WATER P IPE SPECTAl S 451 1 C-Sl IVER SUPPLY J: R T(JR:J PIPING 451 - '1 C-83 STEEL MK-UP C OISCH DIFFUSE PIPING ELFC TR.TCA L SER IES 518 F.-l 500 KV MA I'il STEP-UP POWER TRAt)S J=QRhlER 518 F.-2 230 KV NA I STFP-UP PONc> TRA"JSFQR."IcR

~

1 Szz E-~ STARTUP POWER TRAhl. FOP&

(

c'2 1 E UNIT AUXILIAR . POW R TRAMSFDR>JER 516 E-5 ISOLATED PHASE BJJS AND ACCESSORIES 5? 2 EhicRGFNCV AUXILIARY TRAh)SFOR>FR 522 E 7 hl MAKEUP PUh)P HC'USE PC'WFR TRA~JS, QRhl ER l ~24'31 F.-8 cLcCTRQOE BOILER TRAhl.;FOa.".ER 9 J EDIU'1 VOLTAGE NFTA L-Cl AO SW ITCHGFA R c-10 SERvICE '<laT R P>c TRAhlSFOR,')ER E-11 N EUTR AL GROUNOING R S I STARS to "'04 E-12 F.

LARGE INnllcTION )QT0Rs 250 HP JQTQRs "AND LA'RGER Q 516 - E-13 A<JTQ! AT IC SvN FOUIPt~~h)T J

265 2 F.-14 ANNUilCI ATQR R FF LA SHER UhlI TS 516 E~15 NC'N-SEGPECATEO cHASE BUS qQ 532'34 F.-l E'- l 8 7 L OAP CENT Co Ui1 IT SUB STATION S HQTQR CNTROL CENTERS 804 F. -20 I LAR GF. I NDUC T Oh) J~OTOP. S 535 29 5 a~)6 15 Kv SINc'i F CC'JDUCTQR POWER CABLE E-30 600 VOLT ~0'FlcR AND CONTROL CABLE 5 6 E-31 I h)S TR Uhl FNT AN 0 SP EC IA LTY CAB L

-J 538 532 539 E-32 E-37 E'-4 3 CABL- TRAY 48GV AC O ISTR INPUT IOh) PAhlF LS GROUND CABLE'OR GPQUNOIhlG GRID'AGE FEBRUARY 5

4

~ ~

SUS0UFHANNA PP,0JECT FI LF TNDEX ScCTIPN 9il3 XXXXX 53~ 4.4 G RC<<UVD CA BLE FOR STAT ION EQUI PH 638 '

213 143

"'-<+

F-48 E-50 C AOORFSS c"FRGEVCY LVACUATION SYSTEN SYSTEM IR F A l. A R i'l S Y 5 T EM ENT'U~LI 219 F- CLQScn CTJJCUIT TV 40 F-r21 !EAT TRACTNG cCUIPt"F'NT 265 c-53 I ~!S TRU.'CENT A LTERNATING CURR F.NT PO';IEP. SUPP LY ANn PAiVELS

<<8 525 1 E-54 K~ITAL ALT R'4ATTNG CURRENT P04'ER SUPPLY sg L38 CARLF i~mARKERS 53e E-56 R AC FRAY MAQKFRS 525 2 -57 ( QuPUTFR !J JTNTEPUPTIRl E'QMF< S!J>PLY 515 C Q LOCAL CONTR.')L BC!ARn AN"ll.!NCIATCJ~S 451 E-75 CouPL FT ~<<lN OF P IVFR TNTAKF STRUC 97i '

"265 530

'-o2c~g F-10m 1 GE~JERA L REOU I!tEHFNTS FOR PO',CER TRAN SFOR'JER, A'PJL3:"JC IATClR SYSTct! FOR MA IN C i,"!TRQl ROQM

'JEDIU+ VQLTACE t<cTAJ CLAD SHITCJGf AR (SAFEGUARO S) 804 E-l 12 LARGE INDI.JCT I CIN M C'TAR S 532 ' E-1.17 LQAO CEVTER VVI T . U8STATIOi~JS (SAFcGUARDS) 534 F-118 ROTOR CONiTRQL CENT=RS SAFEGUARDS 525 E-119 R ATTcR T FS A,'JO P,AT TFP Y CHAR<<.-.F.RS 533 E-120 DIP ECT C(JRREi~lT DT STRIBUTIQiVi PANELS

'35533 . " " E-121 DIRECT CLJRRcNT CONTROL CEO!TERS E-1P+ KV SIt!GL CQ JDUC~OR PO"t R CABLE ( SAFFGUARDS) 536 E-130 600 VOLT POMER AND CC~JTROL CARL- (SAFEGUAQOS) 536 c-131 INSTRUMENT A",0 SPECIALTY CABLE (SAFEGUARDS)

"R 53 8 " " F. -132 ChBLE TRAY SAFECUAJ:OS 545 E-135 CCliVTA INVENT STPUCTl!R CABLE. P N TRATTONS 561 E -I. INSTRUME~xJT AC TRANSFORMERS E-137 36'20 I

AC OI STf" BUT ION PANELS

~ 975 G FNFR A L S E R G-1 IES G. N PPQ JT REQ FOR PURCHASE OROFRS 975 G-3 G N PRO JT .EQ . OR HFLCJING SHCJP G FT ELD FAPRTCA>EO

~ 975975'. '-5

-.iUTJ C

- " PRO J REO FQP SHC!P PP It. OF uECHA'(ICAL t: FLEC7R IC-'L EUI P TAJ'EN GEN PRO.lT Ri-.Q'OR INTEGRAL" f: FRCTilL HP INCUCTIO~J tlQTORS 200 G-6 GFJ't PRQ JT RE<<'OR LOCAL CQNTAQL BOARD ANVUVCIATQRS 975 . G-7 GcN PROJT Rc i FOR VALVE MCiTOR OPERATORS 975 G-8 GcN >!',Q J RE~ *FOR STO INST S CD'4>RLS

'975 " '" "'Cr-9.'" GEM PRO JT REQ FQJJ QUALITY 'SSURAVCE QN. C LOCAL RORDS 8 STA. EQU PURCHASE OROFRS 975 G-10 G..N PRO J RF6 FOR SEI S DES 6 A."!AL OF FQUTP ANCJ EQUIP SUPPCiRTS 975 ( -11 GEN PRO R E<<) FOR AUX (OR LOCAL ) CQ."JTROL PANFl S 975 Cr'-1 2 G EN PRO JT REQ FOR QUA LTTY AS SU."". A VCE 0>t ~UACcQ'~! TR ACTS 97 G-1~ GEN P.,OJ R..QUIREHENTS FQR QA QN -P LISTED IT '4S j ~ 975 975 G-16 G-17 GEN PRO REQ FOR QUALITY ASSURFD SHOP PP,IMING GEN PRO J REO INSTRU'RENTATIOiit C CONTROL'ERIES 264 4 J -1 CONTROL ROOD', S Y ST Et t S 264 '" 4 J-2 INFCR..ATIQ'J C DISPLAY COMPUTER%,,SYSTFH 265 J-3 ~

ELEC>RO'! I C F T ELO INSTRUMENTS EBR VARY P'GE 6

I gl r

~

S USQ l)EHANh!A PROJ ECT F I LE INDFX SECTION ri 13 XXXXX 265 J~4 PNEl)'<AT TC F T FLD TNSTRI)l<<NTS 265 J-5 LOCAL COhlTROL >ANFLS 265 J-6 LC'CAL II'IS>RU~IEMT RAC

g zs7 J-7 ENV IROI'lt"NTAL <<Oh)TTr o,TNiG T~LE.',ETRY SYS J-9 MULTIPOINT IMDT CATtlP S OR RPCPROFRS 26 J-12 TEH I ..RA TURE bIOM ITOR TNG SYSTEM 5'67 J-16 DrSSnLVEO OXYGEN ANALYZER zs7 J-17 ATMOSP>IF.RTC OXYGEhl A'IALYZER g 276 J-21 J-23 CCli)IlUCT1>/TTY TM ~TRUhIEhITS TVRBIOT TY TNSTRUI ENTS 265 J -27'-28 REACTDR COOLANT PP ESSUP,E BOUNDARY L'PAK DETECTION AREA PADI ATTDV tIOMITOR J-30 V Et'ITUR I ~

UBES C F LO'rl h)OZZ LES J -33 ROTA:HAFT OTAH ETEP. S 265 I-34 STGHT FLO'rl GAGES J-3 5 .RS C F LOW S'rl TTCHES J-36 FLQ'rl'TERS(POSITIVE DISPLACE<<hlT)

J -40 LEVEL TRAMsiIITTERS AMO CORTROLLERS 265 J-42 LFVEL GAGF GLASSES 265 J-~p5 LFVEL SI!TTC"IESIFLOAT TYPE) 265 J -46 LEVEL SI"ITCHES (RESISTAhICE TYPE) 265 J-47 LFVEL GAGE-VLTRASOiVTC 265 J-c0 PRESSURE i AGES "'

~

i 265 J-52 R E S S UR F 5'rl I TC H F. S 265 J-5~ P RE SSUR 8 OIF F IhIO I CATOR C SWITCHES 265 J-57

~265 265 J cg J-60 D TAL THER'"ION ETERS RESISTANCE TEMPERATURE DETECTORS'i~lD'HERhIOHEI t.S TEtdPF.RA TURF. S'ldI TC HES 288 J-65 CONTROL VALVES NVCLEAR

.iS 28 8 J-66 CQiVTROL VAL'/ .S g NON-MUCLFAR 288 J-067 CONTROL VALVES TM HIGH PP. ES SUR='"DROP S~RV TCE r" 288 J-068 PRESSURE R":GULATING VALVES I'IUC C hlON-'lVC SEPVICE 288 J-69 SQI ERAT 0 VALVES

-i 288 277 J-070 PROCESS SOLENOTn VAI.VFS J-73 SAHPL TMG SYSTEM AMD SAMPLE 'RACKS 265 J -75 ~/IBRATEOiV TtlSTRl)8FhITS 288 J-o2 E XC ES S FLO'rt CHECK VA L VES EQUIPPED 2 8 .-

288 -" "- JJ 93 94 IiVST VLVS C 3 VALV BY +ASS HA IT FOLD IM 'IOM NlJCL FAR SE'RVIC E INST VLVS C 5 VLV BY PASS HANIFOLn IN MUC SERVICE 975 ' J-95 I "ESTRUM EV7 VLV C 3 VLVS BY-PASS hIAN TFOLD I.l ~IVC SERV 265 J-709 INSTR TIJOTNG C FITTINGS 265 J-800 QUALIFICATION REQ FOR SEIShIIC CATEGORY I Ci'lTR L INST

'EE C

iIECHAhlECAI SFR IFS

<<-1 REACTOR C MSSS FELF iVOS 200 TO 235 "431")-3 25 hI-2 'IJRBTNE-GEN=RATGRS' hI-4.

CONOEhISEP.S C AUX I= ~ 'r!. HEATERS SEE FELE,NOS 401-A TO 401-M 1 C ORB IN COOLER S 256 H-5 REACTC'R FEFD PUHPS 257 256 -- 'l-7 hl-6 R F P TUR 8 INES COh!DENSAT PUMPS

~ EBRUARY PAGE 7

I SUSQUEHANNA P ROJECT . FTl.E INOEX SECTION 2 13 ~ XXXr<<g FACULA 452 M-8 M-9 C I TING MATER PUMPS CQQL ING TO'r!FR S

'280" zp S FR V TCF. trJATF R PUMPS" M-11 ,'RE~ G . SERVI C E t. A TFI'. PU:"P S

>>-17 RHR S ERVT Cc HA T R PU~'P S M-13

'71 M-14 M-15 cQQLING 'ilATEcR PII.'4Ps ~ND cUFL POOL sER.vlcE.!IAT.F..R, B.onsl CQQLING !VATcR HFA7 EXCR !~!GERS c UE I POOL F I LTER/'DEt INFRA LI 2 cR SYSTE ER, P.U'",.

M-16 FUFL POOL HFAT EXCHANGERS M-17 CQNncNSATF. OEMTNFRALErFrRS 802 18 MISC PROCESS PLIMPS M-19 F IRE PUMPS 433 M-20 4'F.CH ~ V>'CUUM PUMP S h 611 M-21 TURBINE bUELOING CRANFS

'611 M~22 REACTOR BUTLOTgG CRA IES i 612 M-23 '" TSCELLAI'IEQUS RR TOGF. CRANF.S 401 8 M-24 I U c OIL CQVOITIQNING EQUIPMENT 187 !r -25 SPRAY PQNO NOZZLF 43 M-26 CQMDENSFR TUB I~IG STAINLESS 1'l2 M-27 MTSCc'LLA'ACEOUS I.nE STS

'I

<! -28 M-29 M-30 CQNDEi~ISFR TURF. CLEANTi'!G SYSTE'IS SPRAY Pn'JO Cn L TNG NOZZLES,.C.JUNCTION! PIC'XES 0 IESEL-r=F ~IERATQP.S M-3 1 RAH HATER TREATMENT SYSTFM j!Q 277 M-32 ."IAKEUP OFMII'IERA LT 7ER SYSTEM 451 N3 C HF M T C A L F E E O,c P U I P M F. i~! T 4c 1 M-34 CHLQR EN AT TQ!'I EQUI Pi~t FNT 451 M-35 TRAVEL EE!G ~ir'ATER SCREENS 272 M-36 STRATREcRS g BAS%ET

~>> 37 S7RAENERS> ROTARY li-3 a. ULTRASnl'ITC. RESTN CLEAR!ER SYSTEltS M-3 9 CO~JOE'!SATE DEEP .".. EO OEI.!.TNcPALTZLR 276 M -40 OQMFS TI C WATER HYPQCHLOR II'IATQR 624 M-41 A TR Cn" PRcSSORS 6 AUX ~

I

'624 M-42 ATR ORYERS ANO AUXTLEAREES.

260 M-43 MES ~ TANKS 624 Mi-44 np!TA TNHF~IT ENsT G 's cQltpRsRs 0RYERS C ACC 305 I! -46 E LFCTRQOF STEAM 801 LER 272 48 ENCENEEREO SAFEGUARO fnTARY STRAINERS M 49 R AOHA STE !!ATER I AL HANOL IN 6 C.,ANE 634 M-50 M 'CHIl'JE SHOP EQUIPMENT

'802 lg g, 'ROTARY PU>>PS 802 M-52 I z7!

203

'289*

M-54 M

CQ

-55 i

R EC T~RQCATT.~JC 'PUMPS M AK C-UP 'rJAT R A NO RA rKHASH PUMP S HYORQS7ATIC TEST PUMPS R FACTOR VFSSEL I>ISULATEQN C IRCULATElJG HATER ANO RA'i 'r!ATER BUTTERFLY VALVES IR 401 8 M 57 BATCH 0 TL TA'IK PUMPS g 526 899 M-58 M-59 OEESEL GENERATAR-DT SFL OTL TRANSCcR PUMPS INsERYIGC TNsPEGTTQN OEsI Gi~l REvEEM AN0 sERYTcEs 526" i I-60 0 IEScL FUEL OIL TANKS FEBRUARY PAGE 8

I SUSPfJ ElfAJ!NA PROJECT

~

F ILE INOEX S ECTION 9 13 XXXXX 401 i!1 -61 BULK HZ C C02 STORAGE SYSTct

~ 206 +~67 CRD. TSF. CAPT

'30 1 2 'a-71'i-7Z HYDRAULIC PRESS f} 301 301 2

2 1

M-74 hf -78 PHASF.

SOLI' ScPARATORS ADf!'AS TE HAiNDLING EQUI FLATBEO F TLTFRS P>'T

'2 301 79 "42 STOR AGE 1 .'l-e 4 R A DEJA ST F FT L TcR S YSTFH 1 ,'4 <<Qg I R A nMA S T E DEN I X c RP. L 7. c P.

'1 lg 87 CPhJTA Ihl?"ENT PFhlOVAL SYSTFhl 4I~SS OETERGEt'JT ORAT"l FILTERS 301 7 H-89 DUST EVACUATOR S

~ 21< hf~90 FUF.L POOL SK I~!'1EP. SURGE TANKS 301 301 2..

2

?A 91 92 R AORTA ST F.

FUi~fNE 1 S EVAPORATOR S

$ Q1 3 l hf <<9 hf ~95 RAD!r?ASTF. 4"'D FUEL PCCL COOLING PUhfPS OFF-GAS TRFAT<<F~fT cQUIPHFNT 301 1 ?8 ~96 RAD'rJASTE TAh?KS-SHOP FASRICATED 285 t.1 Q7 R LEEncR TRIP VALVcS 288 98, 'f STRAThfERS-TE?lP ~ START-fJP

v. 99 II

-a Zse ze5 zes 9-F00 STRATNERS hYE TRAPS

?1-101 TRAP S-DR A IN y STFAH 401 0 h'-1 02 EOf.JCTOR S 401 0 8-103 0 I L-.'rf T S T EL I f IN AT OR S I

1 tR 284 ?rf ~ 1 0 4 THcRHAL IhJSULAT TON-TN COhlT ~

284 '1-1 05 THFR?1A L IiiSULAT ION-OUTSIDE "COhfT'e zo 8 M-106 TEE STRATNcRS 802 hf -3. 07 C YC LONE SEPA RATOR S

- 251 '@i-141 RELIFF VALVES (F ~ 'r? ~ -HEATERS) 289 hl-142 THf=.R'4AL RELIFF VA LVFS 285 ~

x1-148 RUPTURF 0TSC5 171 hf-149 PRIJ.ARY CONTAIN!WENT VACUUM RFLIFF VALVE ASSEh',BLIES hi-151 SUPPRES STD"l POOL <UCTTAN STRAINFRS g~$ 54 CONTA INhlE'NT SPRAY NOr'ZLES trf-155 LCfrf PRESSURF. 8LO'rl R 171 h\ ~ 1 56 COSTA I ~. "FhJT *I ISTR UME 'J> GAS A CCV?" ULATQR S

.ca171 HIGH PP. FS SURF. N TTRDGEN STORAGE TAhJK S g h! -159 NUCLEAo SAFETY C REl IEF VALVcS 285 Jl-161 STEAN TRAPS 301 4l-162 SUe:fERS IPLc SUMP PhfP

. 899 tg ~ 1 63 R PV I'JSFRVTCF. TN~PCCTTON TRACK

~

- M-164 COhfTR(lL ROD OP. IVE P TP TNG M-165 LOM VOLUME MA STE TRF.AT"fENT F TLTER hf-166 P EACTOR PRFS SURF. VESS cL >RESERV ICF. EXA'"

J" -167 ThlT RNAL CL 'ANTNG OF PIPING C EQUIP."fEi~fT 451 M-16< INTA<<r. OFBR I S HANDL ING cQUP iR

- I'85 ze5 285 hf -17C I 1-171 hlUCLFAR P T>ING FOR PHR SYSl Fhf

~JUCLEAR PIf ENG FOR COPE SPRAY SYSTE hf -172 t!JUCLEAR P TP I NG FOR HPCI SYSTEH 1

'285 lf <<173 hlUCLEAR PIPING 'FOR RCTC SYSTEH EBRU ARY PAGE 9

I f i I

E L

l"

EQKBT.T 7 SUSQUEHANi'lA PROJECT FI L F. INDEX SFCTI ON 9 13 XXXXX

214g 4 7O

'2e5-

'7pg 2Ab 174 hl-I 75

@~176

>-I 77 tl -1 7fl N!JCLchR C FMERG ScRV 4'TR SYS P IP IhlG FOR 84 IN STEA hler JC .PPG FOR THF NUC RLR Th!STR RCRC NUC, PG FO< OIF...EL GE'l AUX NUC PPG FOR STAtJO-RY LIO CNTRQL SYS

~'ND FEFO!VATFR SYS K COOL IiiJG PPG

a 285 M-17< CON TA I NMF AT 4 >tr CIS PHFR c COhJT>OL 401 M-190 TJ.JRB GEycRATOR .FRcCTICJN 785 M-701 SHOP F 4 'RR ICA TEO P IP Iih!G FOR hlUCL EAR SERi/>C E 285 H-7. 02 SHOP FA~'O'lV STEAtl ~hJO SERV PT>I"!

PJ 4 NUCLEAR P'314ER PLAN 285 M-20? SHOP FABRICATEO~ AT'EXOSPHERIC t'AOIQ 4C~TIVF. 'rlASTE ORAINAC4 iQIPI 285 h! -704 FIFLO Fhg O'IO INSTALL OF PIP Ih!C Ah!A IN~TRU.< FC!tt NUCLcAR SER 285 M-205 F IELO AhlO IN TALL OF CONVFIJTIO~l4L Ahlh SERV PT PTVG ANO INS'TR 285 N-206 FIELO Ih!STA LATIAN AF CAhJTi,OL OF t"YDRAULTC PIPING 285 hl-7 07 ~!UCL AR S RV ICF. R IPIh!C 2" 8 S. ALLER "285 <<2 08 E XTEPhlhl SVRFACF TP Fh i >FhlT Cic UNOFI~ t ROU~JO PcTALLIC P IPE 2S5 hl ~20o P IPE HAh!6t.=R'S SUPPORTS AVO RcST.RA IhJTS FOR 4 tIJUCL AR PO'rtER P I

~ Fas 28" 288

'75 M-2 LC M-21L i~1-2 13 M-214 t~-215 cORGE0 .<TEEL PEN TQATIOhl FLL>FO HFAO FITTINGS CBNV.. NT IO~,'AL ScRV TCF. BALL 6 PLUG I/4 LVF S f NS TL-INS +-OClCllt"F NTP T ION OF P IP E SU>T AhlV GERS 0 RESTRA ILJTS SCHEAUL f.'F HYO OSTAT IC TFST PRt:-~SURF

~'" LVE STF." EXTENS IOh!S 6 hit-~lUAL Ci~E> ATOMS 0 288 "288 M~221 N!JCL 4R S "R'/IC VALVES 2-1/2" AND LARGcR ..

CO "J>/FhJT IONAL S ERV IC E VA LVE "i ?-1 l'2" At'lO LARGER g 285 M>> 727 hl -223 FOR FXP A'l SION JOINTS IN P I> I JG. SYSTEM

!I 432 l1-224 R Uf3igEEt FX PAhl S Igi J JO Ih!TS M-225 FOR NUCLEAR SFRVIC VPLVcSa 2" ANO St'ALLE zaa M-225 cOR CON'/ENTIORJAL SF.RVIC,F. >/A LVES 2" 4ND Sh'.ALLER M-227 FOR NUCLEAR SERYICL BUT ERF!.Y V4LX ES iM-22!3 NUCLEAR SERVICc 8ALL f. PLUG i/AL'i/FS hl-2 29 CC'NVcNTIOiJAL c;coVICc FIUTTER J.LY VAI VFS

)I zaaa

?86 285 143" 160 160 M-230 hl 732 iR'-233 M-30I.

h~ -302 Mi-303 CONVCiMTIPh!AL SERV ICc: OIAPH~AGN ~/ALVISS CAST OR OUCTILE IRON VALVES A JSI R31 1 8RO~!7 c RECT IOhl FIT-UP S PEC FIRF'OSE hJOZZLES 1 I lE VALVES EXPANSIOil TANKS hNil CHILLEO HATFP SPECIALTIFS tJECVANI CAL IrtATER CV I LLERS 120 TONS ANO LARCE 160 "160--- --: M-304 td-'EO~

'ilECHANICAL JAT" R,CHIl LERS 110 TCNS'ND <'44LLER I

V"-NTILATIQN FAI'lS-'TURB "IE BUILDING AND CQNTRQL STRUCTURE

'I I

IBO 160 M-306 307

-h! -308

<OOF kiNO WAL L FAhl S C cNTR I f- UGAL F AN S VkKIF.-AXIAL FANS

~

160 t<-309 A IR HANOLING UAJ ITS

'i 160 M-310 CENTRIFUt AL rtA~FR CHILLERS 1 160 M-312 ELcCTR I C Uhl IT HcAT~R5 UNIT COOLERS TURBINE EUILOTNG C COhJTRGL STRUCTVRJ-".

160' VcNTIl ATIflq FILTERS (ROLL TYPcg INERTIALt- BAG TYPE)"

ti 160 160

'60 hl-3 15 UhlIT COOLERS REACTOR P V I LOI NG M-3 l6 IhlSTRliNTN C Cht>RL S FO'9 HEATG C VEhlT LNG 6 AIR COHO CLASS M-3> 7 UNI T COOLcR5 ORY'r! cLL M-319 FANS-OR YMELL PURGE II r

ii FEBRUARY PAGE L(

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EXEAT E

~OUEH 0 Nhf A PROJECT FILE IhlOEX SECT ION 9 ~ 1 3 XXXXX pea M<<320 I!f STRUM PhfTS C COhlTROLS FAR H VCA C SYSTEMS FOR CL A S S I STRUCTUReS tR-3i? 1 STANDBY GAS TP. FATAL NT SYSTEM

, .60 if-327. Y'ENTT LATTAN FANS-RFACTOR RLOt7 C 'CONTROI ROOhf 2 72 V EN TI LA T I A'4 OUCT'l'tORK M 3 24. S-RA 0':(A STE P UI l PING M<<2 Qc YFNTTLATIC'hl F I LTFRS 60 M 377 CHELLEO MATc> PUMPS 60 M-328 ELECTR I C HEAT IN!G COILS 60 tf-329 A IR t 0"!C!ITEONI "lG UNITS CQhfTRQL ROON 60 M-331 c I LT"RS -H VC A C C Ohf T RO> ROOM 60 M<<327 H V C AC I "lSTA LLATEON FOR AOht Thf" BUTL'DING M-334 LCCAL CC'NT!'QL PANELS FOR HVAC

'0 60 M <<3 Q 5 VcNTZLATTNG UNITS DTFSFI GEh!FRATOR 9tJILOENG C ES S!!t PUMP HOUSE 60 M-336 HVC AC SYSTEM E SOLAT ION VALVES C C!Atf PERS 60 338 COOLING COTLS

-340 INERTIAL t'I M-339 RASEROARD HcATERS C CDNVECTORS M-341 FIRF. FXTINGUESHERS STURc EL EMEh)ATOR S M-342 FIRE ANO SM>KE Dc TFCTQR SYSTE"1 M-.2 43 DELUGE AND SPRINKLcRS M 344 CARBQhf OIOXEPE SYSTEM FOR GFhlFRATOR PUR, E Ah!9 FERE PRQTECTION 3 M-345 HOS!- RA CKS ANO R ELS FQR TH . MET STA; lDP TP E SY S TFM 3 M-347 TOTAL FLC!0<TNG HALOhl SYSTEM' "

5 M-348 P IPE VIBRATION EL IMEhlATORS

'I:,

l 61 M-35 1 PLUhfR Ihll g PRAIhlAGEy ANO UTZLITY SYSTEMS 2c2 P LUMB ING F TXTURES hf <<3 5/ MALL A ER COMPRESSORS 'C ACCcSSOREFS M-3 54 SPECIAL SU?fPS AF!9 SUPP PU fPS ANO RADIOACTIVE l<ASTE M-3 55 E LECTR I C HATER HEATERS iu 356 HOT WATE> G'EhtERATORS i 1 1 M-2 57 HYORAPNFUMATEC SYSTEM M-358 F.LECT' C MATF!t HEATERS 60 3 c9 TcSTENG 3 'BAl AhlC ENG C AD JUSTENG OF HVAC SYSTEMS M -361 HVAC PUMPS M-362 STANDBY GAS'P EAT VENT SYS'FhfTRIFU! 'AL FAhl S M -363 FIRE PROTECT EON P TPE LIhlE STRA ENERS

%0 2') 1 M-364 INSTALL OF HVAC INSTR C CQilTROL M-365 RADHASTE "i)1 '-

MIST ELE'fENATQR 3 Mi-3 66 EXPAND REFREGERATEO CHAPCOAL nFF-GAS'TR<AThfENT SYS M-367 CHILLED HATER REL EEF VALVES j i=--PIP ENG P-1 SERE ES SHOP FA RRECA TED P IPTNG P-? CRO HYDRAULTC P IP ING P P IP I"lG SUPPORTS 1 P-4 S TON JQ ENTS-META LLIC P-5 <EXPANSION JOISTS PUBBFR P-6 SHP FAB AT <OSPHRC RADIOACTIVE 'rtASTE DRNG PPG P-7 FORGED STEEL PENFTRATTQN FLUEO HcAA f=TTTTNGS ZRS P-e REilOTE hfANUA L'LY OPERATORS'C EXTENSIQii '>Et'!S l

i~ JAR Y PAGE 11

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l

EXKEBXT E J SQ UEH A N."tA PR 0 J ECT FILE INDEX . SECTIQtit 9 ~ 13 ~ XXXXX 280 10 SVC vC STL TGATEEGLRECHK VLVS m600tl4")ST RTGti UP 2 23 IN 6 UP

'-12 N)JC

. P 288 P-11 "4UC SVC C STL GATF GLR CHK VLVS 600tt Af)S T RTGCUP 2 . TL'UP TYPCT

..'. 28. NUC SVC C STL GATEGATEAU GLR CHK V LVS 150-~ OOI)AlL)S I 7) TN t: UP 288 13 S !C TC STL 2 GLR 8 CHK VLV.i7 1 5C~CO~At)SI y 2'AIL't!P g I 0ACT TEST

-16 P NUC 288 . P-14 "tt.tr STA INCLESS STl. VALV S 2IM C S~)ALLFR 288 P-15 NU SVC C ~TL VALVES 2" 6','~ALLFR, ATR 6 MOTOR,,QPER4ThO

,;. 289 t'tUC SVC SUTTE<FLY VALVES Z-l/7." AN6 LARG .R 288 P-17 NUC SVC 2 SSP GATE-'PGLBECHK VLVS g6CC 4'l ST GULP 2')IN 6 UP I289,

.~208 288 286 P-18 P-1<

P-21 P-72 NUC SVC SS GATE CLB CHK VLVS 150-400PAi~)ST 28IN C UP NUC SVC PLUG G ".,A LL VALVFS Z-l/Z A')0 LA~ CFR C IhlV)TL SERE~ C '.TL GATE,GLB~,CHK VLVS 600't ANS TGUP 23 T~'CtlP CbNV~)TL SEÃ.' I STL O'ATL- CLh, CH'C VLVS 150't ~CC" Al'lS 2~)I~!CUP 288 P-23 CAVENTL SVC CAST IR~CM GA E GL ..E t: CH~K 'AIL VS 2-1/7." C LARGER 288 289 288

'-25 '

24 P-26 CQ'~)VE~)TL SI RV 2 C STL y VLVSP 2 CO%V h!TL S=.RV BUTTERFLY VL'!S

~

Z-l/2" tA S'~ALLER 8 AT% .C. I+0 )'PP~QPERATFD.

CQRtV')Tt SERV 8 SS GAT E > O'LB CHK VLVS 23 IN 6 UP t'ARGER 28 8 P-27 P-29 CONVENT L S-.RV P

PLUG ANO 8 A LL VA LYE S 2-1/7" AND LARGER.

803 289 -- - P- 0 t -LISTED CA~)VE!l!TIONAL VALV.

CONV."-.NT IONAL S'F.RVICF BUTTERFLY Vt.VS-=Z'1/2 -C- LAIC R 7.89 P-31 NUC S ER V 2 BUTTERFLY g 2-1/2" C LARG CC~>T AIiN TSOL ATIO(~1 I/2"

~

288, 288 P 32 P-3A CONVFNTL SPR V, Dl APHRAGH VALVS, 2 CQNVNTL SERV yP~1ATER CHK VALVES~ 28IN C,UP ANO LARGER

~+4 g C~+~~3)1+2" ~QQ "gihggg~~gf~ghg~~4~y~g~ "~~hg~~*~~3): g g~~$ ~Q~~~~~

'I l

e.lt:44 I

01 1"'At)D

-1 r

CLFAR TNG

-2 URV EYS

-3 CORE BAR INGS

-4 " I SETS<i) C SURVEYS

-5 MELL S

~

01 Z PER")TTS LC CAL g STATE t AitD FEDERAL 2 OTHER: THAit AEC 015 ' RELOCATING PUBLIC FACILITIF.S

~

020 LflT PLANS

,%025 RESERVQIR

'+030 RECREATION F AC I L I TI ES IMPROVEHENTS 'TO S ITE >>4 100 GENERAL 102 TENPORARY TRASH DISPOSAL DURING CONST. AND PFRll TRASH DISPOSAL 105 . S ITF PREP ARAT TON FILL GRADIN~G STONE ORAI>)AGE CURBS C-'U TERS

< SIOIN(

A "40 LANDESCAPING

-.1107111-- F ENCING RA ILROAO I ItRUARY PAGE 12

I!SQUEHA!IINA PRO J ECT FT LF. INDEX SECTION 9 '3 'XXXX 112 TRAFFIC g '21

-3.31 ACCESS As?E?ANGFlwtFNTS FACTLTTTES SFW~R AGF. SYSTFiLl '

140 R IVrP. WATeR SAMPLES 6 TFSTS

+141 >lAT~R SYSTEllS ANALYSTS

,-. 147 ' F ILTER ED WATER SY STFH 143 I!?E PROTECTION SYSTFi9 REACTOR BUILDINGS Aro TURBTN~ 1;t!ILnTNGS>>>>>>

145 GFWE'?At.

~ 146 147 O'ENE:-R AL ARRANGENE.'NTSs SHTELDIi'lG ANO RAOTATIO"i ZONING STb TING!'! LAYOUTS 14 8 EARTHQUAKE REQU1R EHENTS AND OES IGN l

SUBSTRUCTURE 150 G~NE!?A L INCL FOUNDATIONS WALLS SFA*R TNG I 1 STEEL e COiiPACTEO FT L g AND SETTLEMENT RFADIPTLES ilGS CA SSO~!S r R ETNFORCTNG COEi! C!? ETE CONCRETE TESTS'GTL" DENSITY TFSTS p "TEST BORINGS 153 I

r SUP ERSTRUCTVRF>>+

154 GENERAL INCL ~ SUILOINGt STRUCTURAL STEELS FLOORS'EYING ROOF AND i>S!

156 WALLS~ DOO~S ANO WINDOWS

~ EST PLATPDR.'tS AND STAERWAYS I158 '--'AINTING I

I 8 U LD TNG EQUIP t EN T 159 F LEVATO!? S 160 HEATTMG, VENTILATING ANn ATR COMDTTION TNG 61 - PCU"B ING TOIL"T FAC ~ WATER HEATING C PTPING 67 PLAblT LIGHTING TNOQOR ANO OUTDOO'?

F ALLOUT SHELTER

'3 r '

OTHER" BUILDINGS "ANO STRUCTURES'>>>>"

~ ~

65 GENERAL ~ ~

16 6 A Di~l T' I 5 TR AT ION BU ILDT lG y SHOP A "lO HAP EYOUSE

~

f 168 DTESEL GE~lERATOR BUILD TMG 170 CONTA TN9F MT TNC LUST "lG L TN ER P LATE 171 CORlTA I Mb'F NT A THOS PRE!? E CCNTPOL 172 - SU> PRESS't ON >OOL HYD'?0-OYNA ! TC PRO!sLEH S 180.- RADYASTE BUTLOING RUARY PAGE 13

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! SUSQU.'.0A NNA PRO J ECT FILE INDEX SECT IOiif 9 13 XXXXX 184 CIRCULATIhlG HATFR PlP1P BUILDINGS 185 'rlh T..Q Ti? PATIENT RUT LOT hlG 197 RFTFhlTIQhf/S PRAY PQNO PUi~iP HOUSE 193

,I GATEHOUSE

( REACTOR PLANT EQUTph!E!'1T ~ 4 200 MPL A 12 6 J=.NEJ? P L ELECTR T C t~h STFR PAo TS L IST GFNE i?AL

?01 APL A41 RPPCR TS AhJA DATA i:HFFTS

'202 MPL A 6 1 P LA MT R EOU I R Ei'I FNTS trip L B 11 R FACTOR ASSFJ'.BLV Pl. 9 21 LE AR ROIL ER SYSTEM NUC bl APL B31 RFACTOR RE" TRCULAT ION SYSTEM)

MPL C12 FCQhlTRQL J?QO ORTVF. SYSTFhl 207 MPL C32 Ec P AT FJ? CQhJTROL SYSTEM J

i 20B MPL C41 STANDBY LTPUIO SYSTEM MPL C51 NEUTRQhf YO'-'I TO> CONTROL Il46 SYSTEM hfpL C72 R EACTOR PR6 TFCT IOhf SYSTEM 211 fiJP L C92 COhJPUTER SYSTEM 9 DUAL PLANT 21'2 'HP> 012 PROCF SS RAOTATTOM MON TTQR SYSTEM tJPC D" 1 AREA RAOIATIOM t>OhJITAR ING TMG SYSTEhf MPL F11 RESIDUAL HE4T !? FMOVAL SYSTEM MPL FZl CORE SPRAY SYS7cH MPl F32 ifATN STEA . TSOLAT IOhf VALi/F.

? FACTOR CORE ISOLATIQ"lI COhL INGN SYSTEif hf PL F41 HIGH PR cSQJQ E COOLANT ifJcCTTJ. SYSTEM

217 thP f C51 S ERVI C I J'IG 4T DS 218 MQL F 12 219 HPL F 18 FUEL SE'oVIC I NG R FACTOR V c'SS c L FOUI PMEhfT hf 9 L F19 SERVIC TNG EQUI PNEhfT Mpl FZO Ihf-VcSSEL SFRVTCING MoL F21 o FFUELT MG cQJJI ~MENT EQUTPifEhtT 223 hJPL F22 S TOR 4 G E F 0lf I P hf c )ifT l 224 MPL F23 UNDER R. ACTQ'? VESSEL SERVTC IifG EQUI PHENT 225 hJP l F41 STAP,T-UP c~U TPt".c,"lT 226 PJ,P L G33 R FACTOR 'WATF R C LF. AN-UP SYSTEM 227 HI2 CONTRnL MPL RQQM PANELS f 228 MoL H?3 LOCAL PANELS 6 RACKS.

t!P f J11 FUEL t'P L A 50 CUSTOMER h'fD A E SUPP L TFD Dh TA COM PLFTFD REVIF>l PACKAGEe 9 TNOEXED BY SFR TAL hiUt>B 0 NE OF THE FQl LQWT JG hlUMBEPS WILL BE AOOFO TQ THE PL AhJT R.E.4CTQ.R EO.U,I.P.

J=R IN THE FARM 2XX Y AS A FURTHER BR A KOOltN 1 tlAS TER PARTS L TSTS 2 GEhlcRAL ELECTR TC PURCHASE ORDERS OTHFJ? GENFRAL ELECTRIC DOCUMEiilTS BECHTEL OQCU'AGENTS

'I 5 6

7 PPGL RcVIEHS CQMMFNT LFTTERS TO GE AND BECHTFL 4>JD THEIR RESPONSES BECHTFL COJ hfENT5 TO GE AAD RcSPOhJSES Ti~fFQRhJATT QN FQR USE Ihf FUTiJRE RFVTEMS 8

EBRUARY PAGE 14

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EXHIBIT E

'QUSQUEHA NNA PRQ J FCT FIL'='>JOEX SECTION '? ~ 13 XXXXX 236 READTNG RFVIFM - 0 STAR REVIFMS 240 NUCLEAR FUcL GENFRA FUEL 8 FLAT'EO QUA LI TY A SSUR ANCE z~x NUCLtiAR FUEL U308, tJ.'IAAF!TUtt CPNCFN7RATES g 'P"6ULTh>>T INFORMATION ANO SPFCIAL STUOEFS GF.NEP. AL 2 THF A>>iACON flA COMPANY 3 NAC JQ TNT URAN TU "J SUP PLY Y FilTURE lg tJUS STUOTFS RO'iERT TAYLOR AC TTVTTIES U3CB )=RfJH PHfiS Pl. ATES ATLAS CORP NAC S I'iJB AO INEXCO+JRANER2 10 1976 7 650 t OOOLB SOLICITATTON 1I. 'AC RANSGNE 12 4i. >>U JFNT CAN YQ."J 13 CHRI STENSEN RANCH 242 NuctEAR FtJEL UF6 CONVERSTQN GENERAL

-1 CO>>SULTANT INFQRHATTON ANO SPECIAL "STUDIES

-2 ALLIEO CHEMICAL CO

' VF6 LOAl'J S zan NUC LF AR FUEL ENR I CHME~JT GENERAL g Cfl>>SULTANT INFflRMATTON ANO S> CIAL'TUDTES ENRTCHJ!EJ'JT POOL ING NUCLEAR REGULATORY CQJ~H I SS TQN F N E R Cr > R F. S E A R C H A N 0 0 F. V E L 0 P H F>> > A 0 M I t'J T S T R A T I O N g 244 NLJC LEAR FU -.L FA BP, TCA TIflbJ GFNFRA t f

CQ>>SULTANT TNFQR!i)ATION AND SPECIAL STUDI ES GENERAt. ELECTRIC REPROCESS'5'TNG"=" CO EXXON NUCLEAR CO 245'2 NUCLF A~ FUF L G ~JERAL CONSULTANT INFORM ATION A'i~lO SPECIAL STUOI FS NUCLFAR FUEL SERVICES TNC 24* GULc GUiJF CA

)g 8 ABCOCK t' MILCOX-EVAL'UATEON REACTOR PLANT AUXTLLIARIES a =.-'-

-~

/ z~o 251 256 CE>>ERAL FcEP-HATER HEATER S ~ DRA I>> COOLERS Ai'JO EVAPQR ATQRS PU!<PS REACTOR FCED> CONOcNSATF g CQ.'10 ~ O'OOSTERg MAKE-UP~ CHEMICAL FEEOg HYDR AtJLIC 2 "7 FEEO PUJ"P TURB INES COt.JPLIiVGS'EACTOR 260 TANKS EX~ LUOT NG THf.S E TJ'J THE RAOMASTE SYSTE'4 264 CONTRQl ROOFS ADMINISTRATION l 265 MEETING TNFORMATTON TELE PHQNF CONY FRSA TTO!~JS GE !ERA L TECH>>iiI CA L INFO. J!AT IQN 6 OQCUHEllTS AC< SYSTEM SPFCT FTCATIO>>S IN STR UMENTATI QN C, CONT RQL

~

I FEBRUARY PAGE 15

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t

SCVFHW>lNA PROJECT FILi: INDEX S ECTION 7 ~ 13 XXXXX

-1 STANP4RD T "ISTRUtlFNTATTON Z CONTROL ACP TXSTRlP<ENTAT TQN 6 CDNTROl

"-3 6 YPA SS I nI t! CA T TON SYS TF H

'66 PLA~!T CRi<<iPUTERS SYSTEM HARDo'ARF:. AND SOFTWARE JOCU>ENTATTON

-2 HAi:DWARF. Ai~tg SOFTWA E INFOPtlATION INPUT/OUTPUT L TSTS ANA LYTTC I N STRU."iE NTS PH ~ CO"lflUCTIVTTYp 02 ~ S ILICA > CHEt".ICAL ANALYZER 271 REPCTf!P BUILDING CLOSED COOLING i<A~i=.R SYSTE<<

272 RA!3 WATER SYSTEM PU>PS PIPING ANO SLLF-CLEANINC STRAINFRS RA'M MATFR TRFATMENT SYSTEM CYCLF. MAK F.-UP SYS TFH COl'!DENSATE POLT SHING SYSTEM 280 5ERVT CF. MATER SYSTEM ENG IN EERE 0 SA FEGUAR DS S ER VI CF. MATER S YSTEH INCLUDFS MA>FR FOR RHR R CI HPCT t AND CORE SPRAY SYSTEMS AS M LL AS MATER FQR DIESEL GENERATOR COOL TNG

-1 SPRAY R TENTTQ "l POND AUTOMATIC PUMP PRDlING SYSTEH PLANT P IP ING g VA LVES t REDUCING STATIONS'TC e ZS3 GENFRAL LEGEND ANO SYMBOLS Z8~ INSULA'rTON STEAN PIPING' VALVFS M ATN-OUTS T DE CONTA INN ENT REOUCFD

'EXTRACTION RFnUC ING STATIONS P TPING TRAPS 286 HOT STURE SFPARATORS 2~8 FEED-MATER AND OTHER PIPING AND VALVES CO!'!D EN SATE

-2 RF.ACTOR FEF.D

-3 CHF.~l TCAL CLFAhlTNG CHEM ICAL FEFD 8g-- -~ DR TPS VEii!TS

-7 DRAINS CONTROL VALVES jg289 VALVES t: VA LVE QP FRATQR S-HI SCPLLANFQLfS OTHER AUXILIARIES

! 301 .R AD WASTE GENERAL LrOUIO

-22 SOLID

-ICHARCOAL RUARY PAGE 16

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EXHXBXT E USA UEH ANNA oRQJECT FI LE INDEX SECTION 9il3 >XXXX

-3 Co YQCch 302 STA~!D-BY Gh S TR EATtlPlT SYSTEM 305 AUXILIVORY BOILFRS

'I 306 REACTOR BUILDING RFCZeC SYSTEM TURRIi~1E'ENERATOR Ah!0 COl'lOENSERS 401

-A TURBT 4E-GENERATORS PeQT'=.CTIVc VALYF. SYSTFH

.GENERAL t t-2-2-A h

LU(F. QIL SYSTcrI 'tL!-2-8 STFAM SEAL SYSTEM pt MOISTURE S EPARATORS AhlD GRAIN TANKS .~-2-D HYGRQGEhl hh!0 S FA L OIL SYSTFM ,4l-2-E EXHAUST HOOD SPRAY SYSTEM Pt 2 F HO~OR OPFe ATFO TURhlT"!G GULAR i 6 FI cCTRQ-HYDRAULIC COVTRQL SYSTEtl ht-2-H SUP RVISORY 0 OP RATIh!G IhiSTPU~ENTATION J THERMAL IVSULATIQN 6 APPEARA"!CE 'ht-P-K LAGGIl'!G'ENcRATOR

~ ht P~L

-M EXCI TATION SYSTE.'I '4-2-t I t5

'g 431

-N ,STATOR CQOLIiVG SYSTcM CONDENSER INC LUOING CLEAN IhlG SYSTEhl h'-2-'N 432 CIRCULATING MATEcR PU'IP S 5 PI PI!'!GS CHLORTNATIN6 EQUIP Ai'PD P I PThlG CQh!TROL!

433 CONGER!SEe A Ie R FtlQVAL EQUIP TURBTh!E BUTLDTVG COQLTNG HATER

.<S1 MAgc UP I-'4TAKF. CHLORI>JATIQiV FOUIP s 'STRUCT t CR ENS~ AND Poh P

-1 UP iqA TER P I P ING S'AKc 452 COOLING TOWERS MA IN SMITCH IVG x COiVTROL, AND PROTFCT TV F. FQUI Phl Fh! T 510 GENERAL 0-515 - - GEhlERATOR, -TRANSM ISSION" AND "AUX-CONTROL- BOA!OS I-I 516 GEh!ERATQR LEAD. t sURGE PRQTFcTIovr PQT xFQRhiFRs GEv NFUT TRAhlsFQRMER pc S I STOR C RcUTRP- L Lckg hIA Ihl GEN BUS DUCT AUTOMATIC SYVC EQUI PHEhl T

>+4

¹¹¹¹¹ 517 AUXTLSARY ELECTRSC

'GENFRAL LEGEND'ND 'SYMBOL EUQiRRNET l 518 hlA Ih! TRANS~QRh!ER 519 LIGHTNING ARRESTERS 520 AUX ILIAeY PO'r!FR SYSTEhl

-1 ENGIhlEEREQ SAFEGUARD POMER"'SUPPLY" SYST 52 1 U'4 IT AUx Te At!SF 522 START-UP TRANSF 524 HI SC SHALL TRAt'IS FORMERS 525 '-STATTQN SATTERSES CHARGERS'QAITRQCS BRUARY ~

• PAGF 17

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EXHIBIT E SQUEHANNA PRO J FCT FI LE INDEX SECTIOht 9 ~ 13~XXXXX

-1 Y TTk L AC SY STEht S

-2 CO<PUTFR UhiTh)TFRU. TTBL. POt'FR " SUPPLY 526 'HFRGENCY AIFSEL GFNERATORS 527 h)QTOP'.S-'Gcr ERAL

-1 4 G 13 KV h'OTORS

-2'THFR MOTORS

-3 ';i)OTAL GENcRATOR SETS--OTHER THAN GE SCOPE 529 SWITCHENG CANTROL AND PROTECTIVE EQUIP GcNERAL 530 4KV SWTTCHGEAR 53 13 KV SMI TC HGEAR

'32 1

'480

~

VCLT SWITCHGEAR LOAD CEhlTERS C 'DISTRIBUTION PANFL 533, 5534 .

0-C SWTTCHGF AR

~

&IOTVR CONTROL CEi~)TERS

%53 5 POW FR CAB L E AUX f LECTR I C EQUIPHEh)T 36 - 600 VOLT CONTROL'h)D'h)'ISC00 V'AOLFS 537 CONDUIT ANO SUPPORTS 38, 'TATION ~

CAGLF. TRAYS t SUPPORTS ANO DUCT BANDS 39 ~

GROUNDING, SYST INCLUOIMG .CATHODIC PROTECTION

~

40 FR FE7. F. PR')TFCTTON 54 1 I STARS roiiv~ rM<<Cm 'i L<<STR~7rOMS GROUND ING R ES 50 SM I+CHYARD INFO 55" CO)TROL CABLE

. 60 TFST CONNECTIONS 561 ELcCTR ICAL INSTRUMENT EQUIPS)ENT 8 I SCELLA lEOUS POWER PLA)'lT FACILITIES C EQUIPllENT

! 11 TURBINE RUT LOThlG CRANF 12 CQ AMES AND HOISTS 21 VA CUU + CL EA N I NG E QU I PN ENT FTRc FXTT~)GUI SHING NOT PERH INSTALLED STATION AIR CONTROL' TR 1gl:, FIP ST AID FACILITTES ANO LAYOUTS F IRST AIO f GUT PMfh)T f

l OFFICE FURh) TTUR E ANO EQUIP 3 STORES SHOP fQUTP ANO TOOLS LABORATCR TES TELEPHCNc SYSTEM Rk OIQ CO! 'h)Uh) I CATT Ohl S SYSTEM PURLIC ADDRESS SYSTcN AND SOUND POhFR TFLEPHOh)ES LUNCH R ) t KITCH cN 6 LAU)')DRY . INCL ~ REFRTGS t WATER HEATERS gANA ORThlKI.lG MATER COOLERS 6<2 LQCKERS Aih)0 CAB IN ETS =GENER'AL RUARY PAGE 18

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SUSQUEHANNA PROJECT F I LE IiVOEX SECTION . 13~XXXXX

-1 FSAR

-2 DRL QUFSTION S AND RES PQVSES

-3 HFETI NGS 4 COilPLI4NCa AUDITS~ QUCSTIQhlS CS ~ RESPON SES 842 GFN SAFE(;UARDS INFO TFh.p'nFF-SITE STORAGE OF NSSS FOuIPSENT 850 CflNSTRUCT TO l- GEiNERAL 8 1 - CONSTRUCTION EQUIPMENT 857 CONSTRUCT ION BllILDT "lGS TEMP 866 TFMPQRARY CQNSTRUCTIOV LAND

>) 867 TEM PO> ARY CQN STRI JCTIQV 'UBSTATIQNS 868 TRANS h! I SS TON LINES G ENERA L

'g 871 RTODERS L ISTS INANE 872 COST EST TMATES GFNFRAL 1 PP CL BUDGET FS TIuATFS

-2 ORB R OF H AGVT TUOE 3 IST PRFL Iu INARY ESTIMATE 2ND PR EL Ii~1 Y F.STTMATE

-5 DEFINITIVE ESTIMATE

-6 P RQ J EC T FOR E'CA S T S

~

-7

-8

'OST STUDIFS hlTSC COST INFORMATION CASH F LQ'AS 10 QUANTITY SCOPE RF DllC TI QN j' 11 PQLLUT ION FOUI PMENT CQ STS 12 RFCHTEL HCME QFFICF CASH RFOUFST 1 ENGIN ERTiVG C OTH R HQiMF OFFICE M'ANHAUR BUDGET'S

~

14 P'RQDUCTTV I TY I uPROY EMENT PROGRAil 873 COOF

~ QF ACCOUNTS ~

874 COST CONTROL REPORTS

-1 PPt:L PROJFCT COST REPORTS = MONTHLY C QUARTERLY

-2 PPGL SCOt + CHANG.. REQUESTS

-3 BECHT EL CO ST R EPQRTS 8FCHTEL SCOPE CVAhlGE NQTIF ICAT TONS

--5 FOCUS R.. PORTS 875 COST TREND PROGRAM 876 MEETING AGENDAS

'- 1 'NSTRUMiFNTATION HINUYES OF MEETINGS 1'77 G CQiVTRQL F. LFC TR I'C A L

-3 MECHANICAL

-5' CIVIL NUCL EAR" CQQRDINATIQil-'PLANNTNG g"'SCHEDULING 6 COST

-6 FUEL

-7 LTCENSTNGy ENVIRONMENTAL C HEALTH PHYSICS

-8 QUAL TTY A S SURANC E CO'VSTRUCTTQN 10 SITE SECURITY 878 SCHEDULES G EiV FR A L

-I

=,2 RECHTEL PROCUREMENT STATUS PEPORTS GE SCHEDULES C STATUS REPORTS

~ EBR VARY PAGE 20 tg

SUSQUErlANNA PROJFCT FILE INDEX SECTION 9 13 XXXXX

-3 ~

EN( INEco I~1G PRIORITY LISTS

~

4-1 S IGN IF ICANT ACTION I TFM !t EPORT S 4-2,2 CRITICAL ACTIQiV ITEL! REPORTS

-5 FOLLOW-UP ."!OTES .

-6 DRAMTNG CDVTFQL REPORT

'9-7 RcC'UI ~TTIO'! y SPFCIFTCATTDN AiVD ADOENOh RFQISTER S IGV TF TCANT EVGINFERING 'LATF, ~TNT SH S ~ E. L F SCHFOULF.

10 11 12 BF.CHTEL <ILESTr.VE SU.'~MARY BFCHTFL CPM NET'r40RKS t'ECHTc L FQL>T PMFNT LI ST

-- NO COPRESPQNOF.NCcS.

NO CQRRESPONDENCES 13 SLRC TR IC MOTOR LIST IA IMSTRU>>FNT INOFX

'a 15-1 15-7 l3-HEEK LenK AHEAOS ScCHTcL DRAWINGS 13-r(EEK LOOK AHcADS-McCHTCL SPECS ACCOST 16 KFY DRAFT"G t'~ECTF ICATEOV LT STS 6 CORR ESPONOENCc 1.7 18 PRES cia TATEONS PRO JcCT CQt'!TRQLS- PLANVINGp SCHEDULING BcCHTEL PRO JFCT STATUS RFPORT

~

~

19 ACC PROJECT CPM SCHcDULFS

~

t 20 SIX MONTH CONSTRUCTIOiV SCHEDULE 71 OA I LY CONSTRUCTION SCHEDULE 2:? UNCO' ITTF D PURCHASE ORDF 8 REPORT 23 81JCK SHEET 24 ECUI PMF"IT 'fNDFX 25 Cn'~MITTED oURCHASE ORDER REPORT 26 HcCKLc SHEET J 879 PRDGRcSS RcPORTS GE"l ERAL BFCHTEL PROGRESS P EPORTS

-2 GF P RAGE c S S RF PORTS

-3 SUSOUFHANNA PROJECT PRQGPESS REPORTS > RY PPCL FNGI NEER Il I G PERFDiRi'iANC E 6 PROGRESS REPORT (+PPR )

'80 881 SCHEDULES FQR FREFZF. OF DOCUtiEt!~S '

PROJcCT CDVTRQL SFP>/ICcS GFNERAL

-1 PRCC EDUR FS ORGAtl IZATION

-2

'--3 PRES ENTATIQNS HORK PLANS

~

~ 887 882 836 TIME C XPENSE REPORT CO"!TA INtlENT PROBLEt'1 !

F IFLO SUPFRVIS ION

'lASTF.R IVS>F.CTTQN PLA'US GF.iVFRAL

-1 SPFCIFICAT'TON LQG FOR MASTcR INSPECTION'LAt"S 888 DESIGN RESTRAINT LIST 88 9 P LANT STAFF INte 890 RADIATIQN SAFETY GENFPAL

-1 EXTFR t'!AL EXoOSUR F

~ -2 'NTERNAL E XPQS UR E

-3

-4 ALARA RFSP I RATQRY PROTECTION

'-3 'IRRORblF. ACTIVITY COilTROL

-6 CQ~!TA~ I~AT IQN Cn'!TRO'L

~

-7 HP FACILITIES 6 FQUIPMENT~ ~

-8 TRAINING

'-9 RAG '<<tASTE EBRUARY PAGE 21

I l

USQUEHANNA >ROJ ECT FI LE INDEX SECTION 9 13+'XXXXX 10 SO(JRCe S 11 TRAVSPORTATTQN 12 Eh!ERGeiVCY P! AhlhljNG 13 EEFLUENTS 14 S!JRVEY S 15 DE ST GN CHAiVGES 891 BECHTCL TOPICAL REPORTS 8~3 NETEOROLOGY 894 h! ETebRQLPGY TOWER 895 TRA INING

-1 'cNGIN=ER ING PERSQNhtEL

-7. GE'!FRATTGN PERSON'tEL

-3 AC< TR A I NING

-4 CONSTRUCTION P ERSQNNEL 896 Fh! F~G ENCY P LANS 897 GF. TOP ICA L REPORTS g 898 CGDF S

-1

-2' F FOES AL STATE E

-3 LQCA L 899 I~t-" %VICE INSPECTIOhl PRQGRAht g 900 1

PRQJcCT PRGCFDURcS PRQJ ECT PROCEDURE S 'HAhtlJAL t

2 INTER'!AL PPACEDUPcS MAhtUAL

-3 >PEOPERATION'L TEST PROCEDURES 90 1 ENGI.!EERI "lG GENFRAL CqR RE SPQ>! DE "tC E 907 PL A'tT DATA BOCK 903 8 E CHTe L P ER FORhtgiVCE 904 SUBCONTRACT DATA REPORTS 905 CONTRACTS 6 Eh! ERAL INC LUDIhtG 8 ILLIiVG I iNFO

-1 GE N SSS

-? BECHTEL

-3 iNUCL EAR SERVICES CORP

.'5 -4 Oki~!ES C H OGRE WFSTQN GEOPHYSICAL"-Eh!GINEERS

-65 C -T.MA It t

-7 ICHTHYOLQGICAL ASSOC~

-8 TRAhtSFER SYST VS I!CD RADIATION 4lANAGEh!EiVT CORP ~

10 BOLT R FR AtlFK 6 NEW'".0 N 11 WALTER CGS IhtUKE~ ASSOC ~ ~ INC ~

t 12 GE. TURB Ii'tE I 13 ! I CHA EL RAKER g "JR.7INC 14 FhtGINEER TNG DATA SYSTEh!S

.15 DOUGLAS E iVOLL 16 SRI (STANFORD RESFARCH INSTITUTE) 17 Kh!Ci INC 906 CONSTRUCTOR PROPOSALS 907 PRICE RELIEF 909 PHOTOGRAPHS p ARTI STS R END ITTQhlS MODELS AND"""'" PUBLICITY

'910 SUSQUEHAhtNA SES PUBLIC Q ELATIOhlS COM ! ITTEE

~ ERR UARY PAGE 22

!l

i SUSQUEHAN NA PROJECT 973 924 925 "

I F IN ANC A L DEPT ACCQU."JTING AUDITS

~

F ILc TNDEX SECTION 9913 ~ XXXXX P L p SV>4NA RY OF CQl'l STRUCTTON COSTS AUDITS OTHER THAN OA 930 LFGAL 9 T J JUR IES AND DAl<AGES N!JCLb,R INSURANCE 932

- 933 OTHE'J INSURANCE TAXIES 975 GEJ'J~RAl BFCHTFL SPFCS PJJRCHASE ORDERS ISSUFD BY PECHTEL

~

981 I

>URCHA.S E PR DFRS SSJJ D 8 Y PL J'lQTF.FILES ~80 AND 981 FTLE GENERAL ELECTRIC PURCH ASE OROEPS I 987 9S8 9S9 PURCHASE FINANCING WEEKLY REPORTS UNDER APPROPR IATE i!PL NUJ!BER ~

G<~JER P. L EL.. CTR TC TRANSMITTAL"FCRHS BECHTEL TRANS@I YTAL FllRFJS 990 ENY TROD'".ENT AL TASK FORCE E"JVIRCN'~ENTAL R EPOPT At~i=i'JP'! FNTS TQ F.NYT RON!! FMTAL"P,EPORT

- -2 E'JVIP ONM EN TA L R EPOS~-OPFRATT'4G LICEifSE STAGE

~3 TRANS! IS SIAN ENVIRON.'" ilTAL REPORT 4 ENVI PQNMEN TA L TF CH SP EC 5 EP. SECTION DRAFTS 992 SHARING A RR ANGEHENT S 993 INDUSTR TAL SFCUR ITY SECURITY THP.FATS 994'o ENVTRONNENY'AL HQN ITARING g SPECIAL MATERIALS TEST 996 EN V IRONIZE NTA L SCOPE CHA i~JG ES SSES PROJFCT COJ i! TTTEE

'98 999 SSES VT SITORS FAC TL ITY AS LOW AS PRACTICABLF (REG GUIDE 8,8) h FEBRUARY PAGE 23

SUSQU...HA NNA PROJt.=CT FILE INDEX SECTTON 9 13 1XXXX IXXXX GENERAL NON-NUCLEAR INFORMATION 10ECC FIA FILE (U:lION ) ~

10i? 00 ThlyvSTOR-~WNED VTTLTTY ACTIVITY 10300 NON '!UCLE'AP CO'!t~TTTEES CH4; IBER OF COt!MERCE OF V;S ~ A ~

NORTHEAST PA i INDUS+ DEVELOP i CO'".t1TS S ION (g F I (NON-NUCLEAR ) ~ TASK FOPCE C ACCI DENT PR EVEhlTION COh'M ITTEE t" I SC y ETC ~

-0'F GOV ~ AG~NC IF S MIDDLE ATLAhlTT C POWER RF SE ARCH CQMMI TTFE 10400 ADVFRTI SING C PUBLICITY 1C500 I h!E ET NG NOT F S C TRIP REPORTS 10600 hlOhl-NUCLEAR E"lEPGY CO'lVLRSION

'10700 BUSINFS5 DEi/ELOPMENT 10800 COAL GASIFICATICN 10900 SAFETY

'11COO ENVIRONMENTAL STUDT ES

-A AIR POLLUTION

~B MATTER POLLUTION 11100 PP "L TNTER.lAL ACTTV ITTES t: CORRESPONOEhlCE EMPLOYFE R FLATIONS REPORTS B 'ANAGEMENT NEWSLETTERS

-C PERSONNEL REPORTS 6 C OQR ES PONDENC E ENC-'T NEER I N('FPT

)I -D F

STOCKHOLDERS QUESTIONS CONS TRUCTIAN BUDGET IhlSTRUCT TONS

-G CONSTP UCT TON P ROGRAb! REPORTS

-H STAFF 'MEETING MINUTES 1 511200 TECHNOLOGY I1114CC 1300 ELECTRONIC CALCULATOR" REQUISITIONS P Jtd DATA 11500 SELcCTIV~ S ERVTCE INFORvATION 11600

-A

-8

'U FASSI L FUEL PO'l R PLA'l TS L CASTS CONTRACTS ~ ~ ~

11700 PPCL SYSTEH OPERATING REPORTS 118C0 CORPORATE INSURAl'lCE NOTES E

EBRUARY PAGE 24 I

l j gSUSOUEHAi~l NA PROJECT FT Lc INDEX SECTION 9 13 2XXXX

-B OTHFR

" 22300 LEGTSLATION 8 REGULATTOVNS, (NON-AEC)-

GENFRAL (HEW cPC ETC )

c STDT E ACT T V T TT ES ( LEG T 5LDT TVE )

STDTF DCT VITIES (I~ION LcGT <LATI /F I ESU~RA-ESDDA I -F COI~P L I AI!C E 8 TTH STATE REGULATIONS (R A 0TA T IGIN )

2500 GENERAL c'H a COST OATA CD L 0 Pl S FSTT.thTTNG 'DATA t '2510 ESCALATTON TiNOT CF.S

'A Pc.600 RADIATION C HE'ALTH PHYSICS RDDTQLOGTCDL HEALTH DATA I: REPCRT$

R DDT ATION MANAGE HENT COR P ~

-C ENVTR ~ PROTcCTTAN AGENCY P FPORTS 22700 RADTATIQN INSTRUMENTS C DETECTQRS 22800 RAOTO<<ISOTOPES

-A RADIO SOTQPE SUR YEY

'C APPL TCAT TO~IS PYPA LAR'0 DETECTORS 22900"-A' RADIOLOGICAL RFLEASFS RAOTOACTTVE MASTF. OISPOSAL 22950 chT FLD ING 23000 SAFETY SL I TNCI DENT

~i I SC ~ NUC LEAR ~L'AINT 'AFETY REPORTS

-C FT~E PPOTECTTOi~l I ~

23100 INSURANCE 23110 GOOF OF, ACCOUNTS 23120 AVATLASTLTTY 23200 AFC NcMS R..LFASFS C OLToHANT REPORTS 23300 FALLOUT PRQTECTTON FACILTTTES 23400 NUCLFAP. FUFL GENERAL FILE 1 FUEL COST CO!'lP UTER PROGR DH S NUCLEAR FUEL COST ESTT'4ATES

-C FUcL PUR C<AS IIVG PLANS

-0 EX>RI CH. tENT S

'-E'F ' REPROCESS1NG C SPENT SEPC IFTCATIDNS FUEL'UEL PLUTON TUN FOR FUFL

-H. UR A V TU4t C COIiP CUNOS LEASING'"

.g 'J OTHEP. FUEL MAT ER IALS ENRTCHHFNT POOLS

-H FUEL TE!.HVOLCGY 6 HAMAGEHENT

'I '<<$-R FABRICATION Y FLL Q NCAA E BIn A IALYSTS 1973 1973-75 URANIUM TNFQRHATTON NUCLEAR FUEL OPERATION 6 PRECONDIT EONING:

FEBR VARY PAGE 26

~ ~

I I

l~

~

i

EKEBiT E U S@ UEHANNn PROJECT FILE INOEX S ECTI Ol'l 9 13 ~ ZXXXX 234 1'0 h! IJC! < AR ASSURA!'!CE CORP ~ CORRESPQilOENCE

-A CCRR ESPOhfOENCE FU~L TRAC PRTNT'OUTS MOULD NUCLEAR FUEL HARKET NUE~CO

! 23412 HFTROPOLITAN NUCLEAR FUEL GROUP CARR ES POND ENCE RFPQRTS 3420 NSC FUEL PROPOSAL

.. 23500 COHPUTFR PROGRAHS ANO RESULTS HEAT TRANSFER PROGRAH S

!g -s PHYS TCS PRQGRAHS CPS PROGRAMS

-0 Pl ANT C STTE PROGRAMS FUFL RQO PFRFORHAh!CE PROGRAHS 3510 CQHPUT~R SC I ENC ES CQRPORATIQN 3520 NUCLEAR ASSOC TATES INTFRNAT TONAL 35<0 PUBLI C RELATION S 23600 STANOAROS ASh!E COOES 3650 QUALITY ASSURANCE C CONTROL TRANSPQRTATQN OF RADTOACTIVE 23000 'UCLEAR PLANT OFSTGN CRITERIAHATFRIAL STUOY RFPORTS 3S50 PLANT L ISTS (G'AI)'LcAR I

3900 NUCl EAR PIPING 3910 FEEOMATFR HEATERS

<50 REACTOR 23960 GENERATORS VESSELS'URBTNF.

3970 CQNDENSERS 3980 COOLTNG TQHERS 398 5 PAIl'!T< 6 COATINGS 23990 OPERATTgiil 6 HATNTENANCE

-A START-UP EXPERTFhlCE 3995 C QN ST Q!JCT T QN SC HE i:ULES 4000 CONSTRUCTION P":RH ITS

~A GFNERA L INFORM AT IOhl

-8 LIST OF PERHITS IN PPCL UTILITY LIC ENSING ISSUES FILE I\

4005 . c 010 UT ILTTY ENV IRO"!he FNTAL STATEHENTS 4020 NUCLFAR INFORHATTCN 80QKLFTS C AEC STATEHENTS

. 24100 GEiNERAL APO STUOTES 5000 REPROCESS IN G SERVICE NFS

~010 REPROCESSTljlG SERV ICF. GE c 5100 CQNVFRS ION SERVICE (U308 TO UF6)-ALLIED CHEHICAL EBRUARY c'AGE 27

I 4

'QUEHANNA PROJECT I F LE INOEX SE'CTI ON 9 ~ 13+3XXXX XXY NUCLFAR OEVELOPMENT 0~PART 1FNT GFNERAl FIl.E 00 STUDENT 8TOCRAPHIES 00 SPEAKERS BU" EAU TALKS GIVEN BY APD MEHBFRS 300 NUCLEAR O~VELOP 1FNT DF PARTPE%T PFRS0~1NEL FTC.

-A APPLICATION FOR USE OF PFRSANAL CAR

-8 SUPERVISORY PFRSONNFL A Pl ICATIONS TECHNICIAN~S APPLICATIONS i400 MON>Hl.Y ACTIVITIFS 10 k!EEKLY PROJECT REPORTS 00 MEMORANOA FOR FILE OG PAR PER SQNNEL 00 " PFRSONNEL FOR."S 800 ORO E RS FOR . OOKS NAGAZINFS" OFFICE EOUIP ETC 05 IRSTRUCTIQ~) BOOKLETS ~OR NDO 0+FICF EQUIPMENT ~

00 ATTENDENC E AP PL ICATIONS Ff3R MEETINGS

'00'00 OFFICE FURNITURE C EQUIPMENT ANNUAL RFPORTS

'I

~

RUARY PAGE 28

EXKCSET E .

USQUE) iANhlA PRQ J ECT FIL F. INDEX SECTION 9 13 4XXXX

~XXXX REACTORS CONTA TNNENT

-A CA T AV ALVS IS RFPOR T t i 0200 NUCLEAR PLANT STUDIES BY >>CL BY OTHERS 0300 REACTOR J: PLANT SPECIFICATIONS

. 40320 PLANT R ET TR Et~EhJT Ig0400 8 MR GEhJ ER A L EL E CTRTC'OMP AN Y CDRR E' POND Chl CE COST EST I'4ATFS ( PLANT f. FUFL)

-C TFCJJhlOLOG> (PLANT Ji FUFL)

PPCL CORRESPONDENCE 0500 PMR MFS T T NGHOUS E COR PORAT ION CQRR ESPONDEtlCE 8 COST EST IhlATES C PRP~OSALS (PLANT C FUEL )

TFCHNDL'QGY (PLAhlT C FUEL)

'J 'oeoo PMR -. CO'~iBUSTTON EhJGINEER ThJG CORP ~

CJ'RR ESPnND ENCE COST >:STIh! ATES f; PROPOSALS (PLAhlT C C TECHNOLOGY (PLANT G FUEL)

'700 PHR' BABCOCK C 'klILCOX COUR ES PONDF VCE

-8 COST EST IJ ATES 6 PROPOSALS (PLAhlT C FUEL)

--C TECHNOLOGY (PLANT 'C FUEL)

]

ii 0800 HTGR GULF GFNFRAL ATONIC CORP COPR ESPQhlnEhlCE g!

s COST EST I le ATES J'ROP OSA LS ( PLANT C FUEL)i TECHhJVLOGY (PLANT 6 FUEL) 40900 BREEDER C FAST REACTOR STUDIES t' ECHNOLOGY 910 REFUFLTNG 1000 REACTOR TECJ"NOLOGY ECC RESEARCH REACTORS 1200 SPECI AL PURPQSF. REACTORS

~ '-1300 THERMQhJUC LEAR PONER PLANTS j 400 -" PAR 500 U S 'QHER eoo SOTTO> 'MONTHLY OPERATIONS RE PORT REACTORS'EACH 41700 YANKEE h'QhJTHLY OPERATTONS RFPORT 710 H 8 RCBI JSQM OPERATING REPORTS I 715'20 PTLLSTO>JE OPERATTNI REPORTS DRESDEN P1 OPERATTNG RFPOPTS 4172 1 DRESDEN <2-OP ERAT TNG REPrJRTS i 1725 hJTNP. t'lT LE POTNT OPERATING RFPORTS 730 MOhJTT CELLO QP ER AT ThlG R EPCRT5 735 R G C E GTMhJA OPFRATT'4b REPORTS 740 INDIAN POINT STATIOhJ OP F~ A>ThJG PEPO RTS 4174 5 PC)TNT BEACH OPERA TING R PORTS 750 OYSTER CREEK OPERATIt'JG'EPORTS l

BRUARY PAGE 29 II

KGKEBIT E SQUE.'iANNA PROJECT FILE INOEX SECTION 9 ~ 13 ~ 4X'XXX 1755 CONNECTTCUT YANKEE OPERATING REPORTS l800 MISC APPLICATIONS

-A AESALTNT ZITTON 900 SAF TY EVALUATIONS FAR POHER REACTORS

-A P EP.CH SOT TQ'~ UN I TS 2 6 3

-9

" '-C THREE blILE I'SLAND UNITS 1 6 2

'NP, I C 0-F ER i~ I SRUARY PAGE 30

l OUEH AiVNA PRO J ECT F I L': INDEX SECTION 9 13 ~ 5XXXX XX REACTOR SITING LOC SITE SECL ECTION CRITER IA 5 200 RIYFR STUDT ES NUCLEAR FITE EVALUATION REPORTS 0 P ROPOSA LS SITE IVYESTTGATION

.foo TR 4NS PnRTA I O~! S TUDIFS

.COQRFSPONDFNCE F ILE

-8 TURK E! H I L L STUDY woo PPfiL PI ANT l QCATIQ~! ORAMIi~lGS COOLING PONDS C LAKES - SITE STUDY USGS >APS C CHARTS 51000 SUSOUEHAiV Nh S IT E

-A EBASCO

). -c SUS SITE GENFRA L INFORHAT ION GAI. REPORTS INFO FOR PRELIM INAQY SITE REPORT INDUSTRIES WITHIN 25 MILE'ADIUS

!):g

'51010 INDUSTRY I ES W I TH I iV 50 8 I LE RAG I US COOL ING TOWERS C GEOLOGY SITE PHOTOGRAPHS MARTINS CREEK S TT E 011 I HAUTO-SUI TA B I L TY FOR NUCLEAR PLAiNT HETEOPOLQGI CAL STUDIES 110 POPULATION STUD IE S 111-" H I STOR IC PLACES

-, 1200 EARTH QUAK E STUDIES 300 ECOLOGY STUDI ES

')

i BRUARY l I

PAGE 31 I

I RZCEiZEL CEVZML PXL.

'USQUZKQliiA SM Sly o3lo NQAH 0315 -

Office Equipment 0330 Organization, General-0335 Orientation o345 Overtime 0350 P rmits o4oo Personnel o4zo Photographs 0425 Planning F Scheduling 0435. Pollution incedent Prevention Report o45o Preliminary. Safety Analysis Report (PSAR) o46o Procedures o46z Procedures Hanual (Project Procedures Manual only) o465 Procurem nt

a. Lead Time Reports b.. Transmittal of Expediting Reports

c. Other. Correspondence 467 Procurement Status o47o Progress Reports

. o475 Project 0oordination Heeting 0477 Project Status. Reports o48o Publications'unch.

~

0484 List o485 Quality Assurance o486 ".Q" List o487 Quality Control o488 Quantity Tracking o489 Registration (Engineer's)

~

0495 Rigging

, o6oo Safety/Securi ty..

o65o Schedules o67o Shop lpspect3on 0700 S tanda.rds 0710 Startup .

0720 Strike. Reports 0730 Sub cont.rac,ts,

. 0735 Surplus Haterial 0760 Temporary Construction og6S Training Program 07$ 0: T.r.ip Reports Vendor. Surv.eys 077,5'780 Mater Sample .Test ...

. ojSs Work .P I ans

I I

I I

BE%EEL CENTRAL FILE-S&QUEEAKiA SES SITZ E4C - (Engineering's memo to Construction) - Filed. by "EMC no."

CME - (Construction's memos to Engineering) - Filed by the CiZ no. we give to it when logged in.

CMO - (Construction memo to others) - Filed by CMO no. we give when logged in.

CWO - (Construction Hiring Others) - riled by CrtO no. we give when logged, in.

OMC - (Others memo to Construction) - Piled by OMC no.

QNC - (Others Miring Construction) - Piled, by ONC no.

rHCC - (Engineering Hiring Cons~ruction) - Filed by r~rlC no.

3 CrK (Construction Hiring Engineering) - Filed by VlZ no. we give when logged ine BCLPC - (Bechtel Construction to PPBI) - Filed, by BCLPC no. we give to it when logged in.

PCLBC - (PP8Z Construction to Bechtel Construction) '- Piled by PCLBC no.

All purchase orders filed by P.O. number and then by date, 'xcept (MHR's) material received reports, which are filed by NRH no.

Twx coming in to us are filed in the Incoming twx file. The twx which are sent out go in the outgoing tm file. All by date. r Inccming and outgoing telecopies are also filed the same way.

All material that gets put on reading table is taken off the following day and filed in Beading File according to date.

PLB filed by PLB no.

BLP filed by BLP no.

BECHTEL CEÃZBAL FXLE-SUSQ3P~HP2PiIA SES SiTE Subject files 0001 - 785 Alphabetical BLG - filed. by its BLG no. Bechtel to G.E-M-1 EAG - G.E. to Bechtel By EAC no.

PL QUALITY ASSUHMICZ EXHIBIT E INDEX for GENERAL CORRESPONDENCE File 8 Title 170 Primary Containment Structural Modifications 260 Specification C-27 Correspondence 820 Q-Lists - Previous copy of NQA List li 821-1 PL QA Program General Correspondence 821-3, PPSL QA PROGRAM Project Amendment. (Design Control Procedures) 822-1 CONTRACTORS QA. PROGRAM General Electric 822-2 BECHZEL QA PROGRAM General Correspondence

- Project Document Control List

<< Site QA Activitiy Reports PL Review

. of Bechtel Controlled Documents/PSP-Project Special Provisions

- QA Audit'chedules I

NQAM Correspondence Rk sz7 QUALITY'ASSURANCE AUDXTS General Correspondence l

840 ATOMIC ENERGY COMMISSION (NRC) .General Correspondence 840-1 CONSTRUCTXON PERMIT APPLICATION PSAR General .Correspondence 840-2 ,- DRL QUESTIONS.AND RESPOiNSES 840-4 AEC Honthly Inspection Summary Reports (Latest Copy Only)

AEC - Compliance Audits, 'Questions, Responses, Etc.

845 TEMP-OFF'SXTE STORAGE OF, NSSS EQUIPMENT.

.873 CODE OF ACCOUNTS 874-2 COST CONTROL REPORTS PL.Scope Change Requests'I 877 HliiTES OF HEETXNGS General 878-4-2 'RITICAL ITEM ACTION REPORT (Lates't, Copy Only) 879 PROGRESS REPORTS (Latest Report Only) 887 MASTER INSPECTION PLANS (Latest Status Report Only) 898 CODES ASiHE 900 PROJECT PROCEDURES (in general) 905 CCNTRACTS -. GE - NSSS 987 MEEKLY REPORTS - NQA Weekly Activity Re o

EXHXEKT E PL QUALITY ASSUP&~fCE

~ INDEX for iiJOR DIVISIONS MAJOR DIVISION I BID EVALUATIONS DESIGN ISSUE HOTIFICATIOHS DRAWINGS MASTER INSPECTION PLAHS

. PURCHASE ORDERS REQUISITIONS SHOP INSPECTION REPORTS SPECIFICATIONS

~

~ BECHTEL SPECIFXCATXONS; .

A Specifications C Specifications E Specifications G Specifications J Specifications M Specifications '.,

P .Specifications MAJOR DIVISION XX Liquid Penetrant-Magnetic Particle Test Report Radiographic'valuation Report ~

Field Welding and Welder Qualification Checkli MAJOR DIVISION VI AEC 'AUDXTS BECHTEL, GYRAL ELECTRIC PP&L Home Office 73-01 74-01 Site 74-02 74-03 74-04 7h-A%

Y AS URAjVCZ EXKEHIT E

~e r ~ ~

INDEX for MAJOR DIVISIONS (Continued) 'age I 74-06

.j~ 74-07 74-08 74<<09 75-01

~

75-02 BECHTEL AUDITS BECHTEL Home Office (Bechtel)

Audit (HO) 'anagement PQAE Audit (HO)

Site (Bechtel)

Hanag ment (Bechtel)

PQAE 1974 PQAE 1975 Vendors (in Alpha Order)

,, )

'.,G3M'.RAL ELECTRIC.,':

Vendors GENERAL ELECTRIC AUDITS I C- GKlERAL ELECTRIC '

Home Office I g': Site, PENNA POMER & LIGHT AUDITS

'endors (in general)

Home Office Site Vendors General Electric Home Site Office Radiographs PP&L INTERNAL Home Of fice Site

)I 'onstruction g' Quality Assur; I THIRD PARTY AUDITS II

Ii gi

EGiiBIT F H QUALITY ASSUPAVCE Page 3 CONTRACTS PL DOCUMENT REVIEW BECHTEL GENERAL ELECTRIC PL INTERNAL

~

QA PROGRAM BECHTEL QA PROGRAM Field Change Requests Management Corrective Acti'o Reports Non Conformance Repo'its

'I Quality Action Requests PP&L QA PROGRAM 4

Condition Reports QA Council Reportable Incidents RPV Reheat "ai Steam Separate QA REPORTS Monthly QA Reports (Site)

Monthly QA Reports (H.O.)

SURVEILLANCE S Fi'led by Form Numbeis TRAINIHG & INDOCTRINATION

'I ENGINEERING PERSOE i~GQOR DIVISION'III SPARE PARTS Spare Parts

EGKBIT Z PL QUALITY ASSUBAViC" Date File - All issuance from site Q.A. by date Deficiency Reports - Open, In-Process 5 Closed ";,adio Grapns PL HELS O'PAW.'Eb~

%PL~< RFD~

Fuel Contracts Topical Reports (fuel procurement plans, fuel use)

Correspondence (Internal E: Zx~ernal)

PL G~~( PAL A"COUi~ IHG Journal entry (JZ 3')

Voucn rs Hetention Ledger Lease Agre ments Contract Briefs PL AUDITING Audit Reports Audit (1/P's PL c'U~'ASIicG Copies of all P.O.'s placed by Bechtel PWL - Lease P.O. - (Prulease)

HXCROPXCFI FXLE <<SiSQUEKQHK S% SITZ DIVXS XON X Design Xssue 'Notifications Drawings

~te-' E Drawer g2 Drawings (Cont'd}

Becht el H VC Hechtel Ver<aors A '- C53 D~~ -..3 Drawings (Cont'8)

Bechtel Uendors CGO - J

I II I

I I

KCHXSXT Z PL QUALITY ASSURANCE Drawer g4 bKCROPXCH FILE - S&QUZHA'klKW SrS SITE Drawings (Cont'd)

Bech~~. Vendors M P14 Draw~ 45 Drawings (Cont'd)

~

Bechtel Vendors P15-Dra~~ ~6 Drawings (Cont'd)

GE Vendors

PL QUALITY ASSUPANCE HICHOFICH FILE - S&Q~rI'lÃA SES SITE GE Parts List Paster'nspection Plans (NIP)

Bechtel

. Materia1 Requisitions (MR) .

Purchase Orders (PO)

Bechtel Shop Inspection Reports (SZR)

Bechtel Drawer <8 Specifications Bechtel Subcontracts D IVI'S IOVi IZ Record Binders (i~PL's)

f ZZrKBIT F PL QUALITY ASSUPAHCE MICROFZCH FILE - S&QUEHANsiA SES SITE D IVI S ION III'udits Bechtel Audit:

Hczre Office EvBO Panagenent

~ 'E SiW

'Management

'QPZ Bechtel Vencors

~

(K Vendors M Audit:

Vendors NRC Audit:

Bechtel

'mC Inspe mon k

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~)'PL Audit:

, Beehtel Han Office Site

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'EXKEBIT E PL QUALITY ASSUPAHCE Drawer 59 (Cont'd),

IKCROPZCH ~eE - SMQUEHANiiA SES SITE PX Audit: (Cont'd)

Hechtel Vendors Vendor QA Manuals Vendor - Site GE

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Hcne Office Radiogr ass Site.

Vendors Vetoes Site Hane Office Site

~8'odes

& Standards N-Stanp Pennsylvania State Requirarents Contracts .

.l PL Bechtel I

P5- GE Dccment Reviews Bechtel Review PL PL Review Bechtel Design Drawings y

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g PL QUALITY ASSURANCE

• Drawer 510 IKCROFICH FILE - SUSQUrrGQFlA SES SITE PL Review Bechtel (Cont'd)

Design Docuatmts Procedures PL Review M Miscellaneous Pac3cages Specifications PL Review Internal General Correspondence (BLP ')

~ g NEER' Gene~ Correspondence Deficiency Reports General Correspondence (PLB')

Licensing

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QA Council I

QA Manual Nester Copy OA.Yanual Request'or Procedur s 1 I y QA Pre~am Master Copy Site Procedures.

~ ~ I, Construction RPV Storage a.

Cont'd cn next page

l EXHIHET E PL QUALITY ASSURANCE Dra~ 010 (Cont'd) 5KCROFICH FILE - SUSQUZHAITiN SM SITZ QA Beoorts Corrective Action monthly Report'PV Storage General Cor2wspondence Initial Receiving Inspection Banthly'nspections

'urnover Inspections Unloading I~~tions K~y Inspections Trairung A Indoctrination 2hvlit oz Tr ~~g Cmneral Correspondenc

. Bechtel QC Traix~g t t Cons~chion Depazmztent Formal Trair~g Sessions General Correspondence H3.croH32l Tra.'LMJlg '

QA, Personnel t

~ 'D.I V:I S I0N 'VII Nuclear Fuel Coral Corresponchnce Audits DIVIS ION VIII In-Servic Inspection-

EXHX3IT Z Bechtel Hon:e Office Bills Copies of Contracts PL PMÃZ ACCOUIZTNG DMCHXPZT.O~~lS 100312 Luz Co. - Susa. SES Purchase Site 100411 Susquehanna General Station s'te 100450 Susauehanna Sià - Unit Ilo.

100508 S& - Unit No. 2 ~'usq,uehanna 108001 Susqu hanna Ilucl ar Fuel ;,1 108002 Susouehanna Nuclear Fuel 41 109013 Land held for future use 109014 Land held for future use 203004 Sale of R-of-Hay 205004 Sale of R-of-Nay 280265 Susquehanna Gen. Si e - inst. 12 V1 Fac 601059 Yeteorological Installat on 601092 Susauehanna Yeteorological Sys. Ifodernization ITote: This list is subject. to change.

PL T~alSi&i4VCZ DEPA~i Two,(2) policies contain all insurance coverage provided by PFK:

'1. Builders Risk Policy

2. 'rLrap-Up 0':ner Provided insurance

(':iritten in Becht 1's Pane)

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BECiKEL CCST REPORTS - SUSQUZHhV".A SES SITE

- Cost 5 Conaritment Surz.ary R port Purchase Order 5 Subcontract Report Cost Ledger Sugary Cost 8; Cormnitment Report Cost 8: Commitment Detail Report Plant Equip en Cost 8; Commitment Detail Report Subcontract Transaction Register- Cost ~- Commitment Transaction Register Labor Ledger - Labor Distribution ransactions Labor Hours by Craft Weekly Focus Code Repor Labor Ledger - Full - (Cumulative Changes to Acct.)

Labor Dollar Spread Sheet Labor Paster Pile Listing r OC% - Forecast Control 8 Updating System PILES h<AIHTAZiiZD BY B CrZEL PROQJ~~~~'T SiiSQUEFA>iiiA S S SIT" PO Numerical File 8: Vendor file SF PO Numerical File 5 Vendor file PL Numerical Pile 5 Vendo" f'le Fiels S .C. Numerical File 8: Vendor file SP S.C. Numerical File & Vendor file Field Ifaterial Requisition Log Field Paterial Reauisition File Field PO Register Field S .C. Register Bid Reauest Register CSID Report Register Sh pping Notice Regis er Rail Car Regis.er SF P.O. Register Outside Rental Reg's er Client Rrned au'pment Reg's er

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Visitors Log (salesmen) warehouse *cc ss register (any non-emplo yees sign 'n)

Daily Field. Receiving Log

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EXEEBIT E B CZPEL DCCUfZjiT COWZROL ~fIÃT AHD PBZiiT ROOM S'%QU" HAK'fA S S SITE File Title File Order Plat Files - Bechtel Design Bechtel D:<g. Ho.

- Field Vendor D sign B chtel Dog. Hc.

Vendor Erg. Ho.

- Zsor. tric Des'gn Bechtel D;rg. Ho.

Binders - Active Draw Change Hotice Log Draw Change Hotice P<

- Void Drav Change Hotice Log Dra:r 'Cha.nge i~fotice ~

- Active Field. Change Reouest Log Field. Change Becuest ~+

- Void Field Change Request Log Field Change Request P

- Draw Change Hotice Stick File Register Stick rile ~~~

- Disapproved Field Ch nge Request Field: Change Beau st P

- FCT Log

- Field Procedure F. R. p.

- Active Audits Audit (S.F.) ~

- Void. Audits

- Master Audi. S.F. ~

- Stick File Register Date

- Master Docu..ent Cntrl. S .P.H.O. B chtel Bechtel Dvg. ~~

- Master Document Cntrl. Isometric Bechtel D.~g. =-

- Master Document Cntrl. Spool Bechtel ih'g. ~+

- Master Docu.-.ent Cntr' Piping Bechtel Eking.

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BECm" a DOCUi~FZ CO"PiROL PRIiiT AifD PRDlT ROO14-SUSQUEK<ZGiA SES SIT" Binders (cene'd)

- Yaster Document Contro3. Speci'fi cat ions B chtel Dwg. ~~

ter Document Control Field Vendors Bechtel Dwg. P

- Yester Docu. ent Control S .F.H.O. Vendors Bechtel Dwg. ~~

- Document Transmittals Off-Site' Transmittal ~~

Document Transmittals Site Transmitta1 P

- Instrument Index Bechtel g Order

- Melding Procedu"es 0 Studs. Bechtel Pr Order

- Drawing Control Reg'ster Bechtel 4 Field

- Drawing Contro3, Register. Bechtel ~~ S .F.H.O.

- Fauipment Listings Contract ~~

rficrofi~ Cabinet File

- Bechtel Des gn Dwgs. Bechtel Dwg. ~

- Isometric Design Dwgs. Bechtel Ewg. ~~

- S.F.H.O. Vendor Design Dwgs. Bechte3. Dwg. P

- I.T.T. Grinnell Spool Dwgs. Bechtel Dwg. Pp

- Texas Pipe Spool Dwgs. Bechtel Erg. ~~

- S.F. Vendor Design Dwgs. Bechtel Dwg. ~

- S.F. Vendor Design Specifications Bechtel Dwg P~

- S.F. Vendor Distribution Cards Bechtel Dwg. ~~c

- Field Vendor Distribution Cards Bechtel,Dwg. ~P

- S.F. Zechtel Distribu 'n Cards Zechtel ~rg. r~<

- Hanger Design bergs. .Bech el Dwg. ~~

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BE~EL QUALITY ASSUPANCE-SUSQUEHANNA SES SITE GENERAL CATEGORIES.

1.0 PROGLQ1S & ORGANIZATION

2. 0 'ENERAL CORRESPONDENCE ORIGINATOR 3.0 AUDITS, PEPZOK~IED BY.

4. 0. REPORTS 5.0 REGISTERS & LISTS

-6.0 LIBRARY ITEMS Reference Books 7.0 DOCUMENTS FILED IN FIRE PROOF CABINETS (Log) 8.0 REQUISITIONS AND HRRs 9.0 REVIEW OF PROCEDURES (PSPs, etc.)

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".':" BECHI.'EL QUALT.'ZY ASSUPA~ICE-STBQUEEQRlA SES SITE

l. 0 PROGRAMS AND ORGANISATION 1.1 QA Activity and Work Plan (obsolete)'.1.1 QA .Quarterly Au@it Schedule (Monitoring) 1.1.2 QA Master Audit. Plan and Schedule 1.2 QAE Training .

1;3 Organization Charts, 1.4 Field Procedures 1.5 Miles'tone Schedule 1.6 Project Roster

l. 7 Field QC Tnfo-1.8 NSSS Info 1.9 QA Vacation Schedule I

1.10 Miscellaneous Info 1.11 Memos from Steve Bechtel

l. 12 NIZAM Correspondence

.2.0 CORRESPONDENCE 2.1 General Correspondence 2.2, Bechtel SFHO

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2.2.1 Project Management, Muir 2.2.2 Project Const. Mgr., Carskadon 2.2.3 VXP's 2.2.4 Project QA Mgr., Gibbons 2.2.5 Project Engineer, Lidl 2.2.6 Project QAE', Plutchak / 2.2.6. t Info Flyers '6 Hews Letters 2.2.7 Project Chief Field QC Engr., Johnson 2.2.8 Project QAE, Lilligh 2.2.8.0 Lilligh to GE

2. 3 Bechtel Field

2. 3. 1 Field Const. i~fgr., Felton 2.3.2 Pield QCE, Tice 2.4 General Electric 2.4.1 RPV Correspondence

J EXHIBIT E BECHTEL OUALITYASSURANCE SUSOUEHANNA SES SITE Page 2 Filing Index 2.5 PP&L 2.5.1 Project QA, Sabol 2.S. 4 Client Comments 2.5.2 Field QA, Green 2.5. 3 Construction, Harris

2. 6 NRC CORRESPONDENCE

2. 7 STARTU P CORRESPONDENCE

2. 8 BQAM CORRESPONDENCE 3.0 AUDITS Audit Schedule (No Number) 3.1 NRC Audit 3. 9 Pre-ASME Audit Report 3.2 External Audit 3.10 ASME F inalization Reports 3.3 Internal Audit 3. 11 ASME Audits 3.4 Management Audit 3.5 PP&L Audits 3.6 Project Field Audits 3.7 Bechtel Audits of General Electric/3. 7.1 GE/PP&L Audit of CB 3.8 Proj ect Audits SFHO 3.1.1 OTHER JOB SITE NRC AUDITS 4 . 0 REPORTS 4.1 MCAR' 4.2 NCR's 4.3 SF Activity Report 4.4 Field Input of OA Activity 4.5 Progress Report 4.5.1 Field QA Status Report (Quarterly) 4~6 Construction Weekly Progress Report F 7 Closed Out Deficiency Reports, PP&L 4.8 Closed Out - Quality Action Requests 5.0 REGISTERS AND LISTS 5.1 Procurement Status Report (PSR)

5. 2 S. 3

/

"Q" List 5.2.1 Product Assurance Requisitions List Requisition, Specification, and Addendum Register 5.4 QA Open Item Action List (SFHO) 6.0 LIBRARY ITEMS - Reference Books 7.0 DOCUMENTS FILED IN FIREPROOF CABINETS (LOGS) 8.0 MATERIALREQUISITIONED 8.1 MATZRIALRECEIVED

f BZCHTZL EQUALITY ASSUBAUCZ - SUSQU" EhbtIA SZS SITZ FILING INDEX PAGE 3 .

JAAJAJJJJAAA

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~1 Z ~1 9.0 REVIEW OF PROCEDURES 9.1 Review of PSPs

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BEC~ FRANC 5 ACCOTE TING S&QUaHAt4llA SES STTZ Closed, P.O. file Open P.O. file P.O. awaiting payment Check copies (by vendor)

Active Invoice file S.F. Contract file Monthly Cost Transaction Register Cumulative Cost Ledge (CERES Report)

Reconcilement of Computer Cost Run to General Ledger FPC Report (computer run)

FPC surzwry report Check Reauest Listing Check Reconciliation Report:

Cash Disbursements General Ledger Distribution Cost Transactions Monthly Engineering General Ledger Distribution Labor Ledg r Cost Ledg r input (Sub Contract of Material Cost 8: Commitm ent Ledger)

Check Log - (Batchirg log for computer input control)

Numerical Job Reimbu sement Costs ile - Pink copy of chec ks only)

Alpa file of Job Reimbursement Costs File - with ba,ck-up Statement of Cost folde Unilateral Cost folder Freignt Bills in excess o $ 50.00 interoffice Bill'ngs Advance:unding Reauests for Bechtel Zc Home Office Fee BiM~ ing Fuel Usage Bank Depos'ts Pay oU. Folders Sales 8: Use Tax Vehicle insurance Zournal Vouchers Transmi tal of FlCA 8: Fed. income Tax ':lithholding State Withholding Copies of checks to Unions w/ R port of Union Members Payr oil a tached.

Sales Register Cash Receipts Register Un'n:ringe Ledger Refun<aol D pos 's Chec" Register Pavro'1 .-.eg'ster Pay, ent r,ecu st .=.egistor Dur~i" PaJ'-;.,ent ";,equests (u"ed or . ansfer of cost;"'thout cho cks)

Check .",;.'ster (for payroll only)

Maryland S ate Tax;Hthholding (2 e.".ployees =rom Maryland)

Cnecks (-..;annal written K computer)

Emplo~.".ent Hotices For .-.a,n's Tirresheets

f BEQiTEL FIHAN~r 8: ACCOUl'PIilG SUSQG" HAiP'A SES SITE Non-Vanual Timecards Union Frinre Earned Income Tax (Local)

Occupational, Priv=lege T :: (OPT)

Employee Payroll Files Copies of Exgense Reports Eauipment (Off-'ce services - type;rriters, calculators, files 8: other Office Eouipment)

Employm nt Notice (1'.anual)

Terminations (>ianual)

Overtime Lequests (Authorizations)

Herr Hires (ritual Yanpo'ver Beauests)

Gate Lo~m Field Check Logs Force Reports Su'ocontrac or Gate Log (Fall 1975 - Present)

I EXHIBIT E BECHTEL CENTRAL FILE SUSOUEHANNA SES SITE ALPHABETICAL FILE (0 - 799) 0001 Index 0020 Accounting, General 0030 AS ME Authorizations 0035 Atomic Energy Commission Info 0040 Audits (who they are performed by)

a. Bechtel Q.A. d. AEC

b. Bechtel g.C. e. Bechtel Mgmt.

c. PP&L Q.A. f. MF & PCS Audits 0045 Backcharge 0050 Bidder's List 0075 Cash Flow 0084 Climatological Data 0090 Commonwealth of Pennsylvania 0095 Complaints 0097 Concrete Control 0100 Computer 0102 Construction Equipment 0105 Construction Methods Bulletins 0110 Construction Service s 0120 Consultants 0130 Contract, Client/Bechtel 0148 Cost 0150 Cost Code 0152 Cost Trending 0155 Critical Items List 0158. Data Base System 0170 Design Criteria, General 0180 Document C ontrol 0185 Easements & Right-of-Way 0188 Environmental Report 0190 Equipment List 019 2 Erie-Lackawanna Railroad 0195 E. osion Control 0217 Fire Protection 0222 Forms 0224 Geology 0225 Heckle Sheet 0227 Historical Cost Report 0230 Inspection Plans 0235 Instrumentation 0240 Insurance 0260 Management Memos

a. From SD Bechtel

b. Others 0270 Manpower Requirements 0275 MF & QCS 0280 Meetings 0290 Miscellaneous Correspondence 0300 Models 0305 Monthly Management Meetings

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Exhibit E FPalL TWO NORTH NINTH STREET, ALLENTOWN, PA. 18101 PHONE~ (215) 821 5151 OTHER FIZZS NHI~ HAY PERTAIN TO. THE SUSQUEHANNA SES PROJECT Other files which may pertain to the Susquehanna Project are maintained by the following Departments of PL:

President Financial Department Human Resource 6 Development System Power 6 Enginee ing Division Operations PENNSYLYANI* POWER 6 LIGHT COMPANY

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Exhibit F page 1 of 2 INSURANCE PURCHASED BY PL I. Coverage During Construction (a) All Risk Builder's Risk

1) $ 50,000,000 Limit of Liability

2) $ 50,000 Deductible per loss except Transit

3) $ 5,000 Deductible per Transit Loss (b) Comprehensive General Liability Primary

1) $ 1,000,000,Limit of Liability for Bodily Injury

2) $ 500>000 Limit of Liability for Property Damage

3) Coverage written on a per Defendant per Occurrence basis

4) Cross suits between Defendants covered

5) Completed Operations included (c) Comprehensive General LikbilityExcess

1) $ 25,000,000 Combined Single Limit per Occurrence

2) $ 25,000,000 Policy aggregate

3) Following Form to Primary Policy

4) Retained Limit $ 10,000 (on losses not covered by that policy listed on subpart (b) hereof)

(d) Workmen's Compensation

1) $ 500,000 Employer's Liability Limit of Liability II. Coverage During Operation (a) Nuclear public Liability with Nuclear Energy Liability Insurance Association in amounts as reauired under the Atomic Energy Act of 1954, as amended.

(b) price-Anderson Federal Nuclear Indemnity Coverage as provided for in Section 170 of the Atomic Energy Act of 1954, as amended.

I Exhibit P Page 2 of 2 (c) Nuclear Pacility property Insurance in amounts consistent with industry practices with Nuclear Energy Property Insurance Association or Nuclear Mutual Limited or other qua lified insurer.

(d) Worker's Compensation on all PL employees working at Susquehanna SES.

(e) Bodily Injury and Property Damage Coverage consistent with mandatory insurance requirements of the Commonwealth of Pennsylvania on all PL licensed vehicles used at the Susquehanna SES site.

l' Exhibit G IHSURANCE TO BE PURCFASED BY AE

1. Bodily Injury and Property Damage Coverage consistent with mandatory insurance recgxirements of the Common-wealth of Pennsylvania on all AE's licensed, borrowed, owned, rented, o leased vehicles used at Susguehanna.

2. Worker's Compensation for all AE employees working or otherwise present at Susquehanna.

I Exhibit H Page 1 of 2 ENVTROKKNTAL ARTICLE PARTICIPATION AGREEMENT SUSQUEHANNA PARTICIPATION PACKAGE

1. PL is from time to time out of environmental compliance with respect to Cooling Tower Blowdown.

2. The following is a list of non-compliance situations reportecl, as required, to the appropriate regulatory agency.

Reported to EPA- 3/15/76 - Erosion Control Basin C-1 exceeded total suspended solids limit.

Reported to EPA 3/76 - Sewage Treatment Plant effluent average total suspended solids exceeded the monthly limit.

Reported to EPA 3/76 Sewage, Treatment Plant effluent average 5-day BOD exceeded the weekly and monthly limits.

Reported to EPA 4/76 - Sewage 1

Treatment Plant effluent average 5-day BOD exceeded the weekly and monthly limits.

Reported to EPA 6/76 - Sewage T eatment Plant effluent ave age fecal coliform concentration exceeded De weekly and monthly limits.

Reported to EPA 7/76 - Sewage Treatment plant effluent ave age total suspended solids exceeded the weekly and monthly limits.

Reported to EPA 8/76 - Sewage Treatment Plant effluent average 5-day BOD exceeded the weekly and monthLy limits.

Reported to EPA 8/76 - Sewage Treatment Plant effluent average fecal coliform concentration exceeded the weekly and monthly limits.

Reported to EPA 10/76 - Sewage Treatment Plant effluent average fecal coliform concentration exceeded the weekly and monthly limits.

Reported to EPA 11/76 - Sewage Treatment Plant effluent average fecal coliform concentration exceeded the weekly and monthly limits.

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ExhMit H Page 2 of 2 Reported to EPA - 11/76 - Sewage Treatment Plant effluent average total suspended solids exceeded the monthly limit.

Reported to EPA ll/76 - Sewage Treatment plant effluent average 5-day BOD exceeded the weekly and monthly limits.

Reported to EPA 12/21/76 Erosion Cont=ol Basin C-1 exceeded the maximum total suspended solids limit.

Reported to EPA 1/25/77 - Sewage Treatment plant effluent total suspended solids exceeded the weekly limit.

Exhibit I OFF-SITE FACILITIES (1) An Air-Monitoring Station (No. 7H1) located on the roof of the North Building of the Pennsylvania Power & Light Company General Office at Two North Ninth Street, Allentown'ennsylvania, Lehigh County.

(2) An Air-Monitoring Station (No. 12El) located on land leased from the Berwick Hospital, Briar Creek Township, Columbia County, Pennsyl-vania, at 701 East 16th Street, Berwick, Pennsylvania 18603.

(3) An Air-Monitoring Station (No. 3Dl) located at R. D. Q2, Wapwallopen, Pennsylvania, on land leased from the Pond Hill Lily Lake Fire Company< Village of Pond Hill, Luzerne County, Pennsylvania.

(4) An Air-Monitoring Station (No. 481) at the Icthyological Associates Company located at R. D. Ol, Berwick, pennsylvania 18603.

(5) An Air-Monitoring Station (No. 1Dl) located at Mocanaaua, Pennsylvania, at the following coordinates: N 1 30'E, 45 ft.; N 88 26 WJ 25 fte N 1 34 Eg 225 ft N 4 4 Eg 110 ft N 88 26 Wg 25 ft more or less;

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S 69 19', 120 ft.

(6) Equipment, supplies and materials currently'being constructed by various entities in various places, which equipment, supplies and mater'-

als will be used on the Susquehanna plant site.

(7) Uran'um Oxide and Uranium Hexafloride owned by PL located in the custody of Lucius p'tkin, Inc. and Allied Chemical Nuclear products Division, both at Metro~lis, Illinois.

(8) Uranium Hexafloride owned by PL located at U.S. Energy Research and Development Administration at Oak Ridge, Tennessee.

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Exhibit Z TWO NORTH NINTH STREET, ALLENTOWN, PA. 18101 PHONE> (215) 821 ~ 5151 BUY AMERZCAN CERTZFZCATZON Zn PL's best judgement, at least 10%, in cost of all uz11IIanufactured articles, materials and supplies provided or to be provided by Bechtel, as agents for PL, in connection with Suscpxehanna, shall have been mined or produced in the United States.

Furthermore, in PL's best judgement at least l0$ , in cost, of manufactured articles, materials and supplies provided or to be provided by Bechtel, as agents for PL, in connection with Susquehanna, shall have been manufactured in the United States substantially all from articles, materials or supplies mined, produced or manu actured as the case may be, in the United States.

PENNSYLVANIA POWER 8, LIGHT COMPANY

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Exhibit M RIGHTS AND INTERESTS IN PROPERTY INCLUDED IN SUS UEHANNA PROJECT SUS UEZKNNA ADDITIONS AND SUSQUEHANNA

1. The land zights described in Exhibit A and land ri.ghts as may be acquired foz'usquehanna Additions and Susquehanna, as the case may be, Subsequent. to Closing.

2. Susquehanna Uni.t Nl and Susquehanna Unit 92, located in Luzerne County, Pennsylvania, including but not limited to the boiling water nuclear power reactors, steam turbine generators and buildings, including all common facilities for the operation and maintenance

'of the two units, and all advancerequired payments made for any item in respect of Susquehanna project, Susquehanna Addi.tions and Susquehanna as the case may be, but shall include no transmi.ssion facilities.

3. Inventori.es of material, supplies, fuel (including nuclear fuel and nuclear fuel leases) I tools, equipment, and facilities and other items specifically designated for use in connection with the construction and operation of Susauehanna Project, Suscuehanna Additions and Susaue-hanna, as the case may be.

4. All of the following which are used or to be used in respect of Susquehanna Project, Susquehanna Additions and Susquehanna, as the case may be, (a) contracts including advance payments made relative thereto (including without limitation, all cont acts relating to nuclear fuel, nuclear fuel fabrication, nucleaz fuel transportation, nuclear fuel storage and other related nuclear matters); (b) choses in action; (c) causes of action; and

5. All other intangible and tangible pzoperty, used or to be used in respect of Susquehanna Project, Susquehanna Addi.tions and Suscue-hanna, as the case may be.

Exhibit N Page 1 of 2 FORMULAE FOR DETERMINATION OF POWER SUPPLY AMOUNTS AND OWNERSHIP AD STMENTS Formula 1 - Fraction for determination of AE's purchase of power from PL as provided under Article XXX, Subpart C-l.

Monies expended by AE as Construction Costs for the Unit as of the Power Purchase Amount Date.

An estimate made on the Power Purchase Amount Date of the monies which would have been ex-pended by AE as Construction Costs for the Unit for complete construction of the Unit if the Unit were to be placed in Contract Operation on the Power Purchase Start Date.

Formula 2 Formula for determination of AE's ownership interest in the Unit as provided under Article XXX, Subpart D-2.

The sum of monies expended by AE as Con-struction Costs for the Unit plus AE's Allowance for Funds Used During'Construction related thereto (see note) .

An estimate made on the date of Contract Operation of the Unit of the sum of monies which would have been expended by AE as Construction Costs for the Unit plus AE's Allowance for Funds Used During Construction related thereto for complete construction of the Unit in order to place the Unit in Contract Operation on the Ownership Adjustment Date.

Formula 3 - Formula for determination of AE's ownership interest in the Unit in the event that AE provides Optional Financing pursuant to Article XXX, Subpart G.

Monies expended by AE as Construction Costs for the Unit (see note) .

Monies expended by both PL and AE as Construction Costs for the Unit (see note) .

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Exhibit N Page 2 of 2 Formula 4 Formula for determination of AE's ownership interest in the second Unit to begin Contract Operation in the event AE provides Optional Financing pursuant to Article XXX, Sub-part G ~

Monies expended by AE as Construction Costs for the Unit as of the date of Contract Operation of the first Unit to begin Contract Operation.

Monies expended by both PL and AE as Construction Costs for the Unit as of the date of Contract Operation of the other unit.

NOTE: The amounts specified in the numerators of Formulae 2 and 3 and the denominator of Formula 3 shall include an estimate of any additional amounts required to complete the Unit in accordance with construction design which are expected to be expended subsequent to the date of Contract Operation of the Unit.

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