Electronic Filing- Recived, Clerk's Office: 10/07/2013 

BEFORE THE ILLINOIS POLLUTION CONTROL BOARD 

ILLINOIS POWER HOLDINGS, LLC and ) 

AMERENENERGY MEDINA VALLEY ) 

COGEN, LLC; ) 

) 

Petitioners, ) 

) 

AMEREN ENERGY ) 

RESOURCES, LLC ) 

) PCB No. 14-10 

Co-Petitioner, ) (Variance- Air) 

) 

V. ) 

) 

ILLINOIS ENVIRONMENTAL ) 

PROTECTION AGENCY, ) 

) 

Respondent. ) 

NOTICE OF FILING 

To: ALL PARTIES ON THE ATTACHED SERVICE LIST 

Please take notice that today we have electronically filed with the Office of the Clerk of the 

Illinois Pollution Control Board a PETITIONERS' and CO-PETITIONER'S POST-HEARING 

BRIEF, copies of which are herewith served upon you. 

Dated: October 7, 2013 

BROWN, HAY & STEPHENS, LLP. 

Claire A. Manning 

William D. Ingersoll 

205 S. Fifth Street, Suite 700 

P.O. Box 2459 

Springfield, IL 62705-2459 

(217) 544-8491 

Fax: (217) 241-3111 

is/ Claire A. Manning 

Claire A. Manning 

SCHIFF HARDIN, LLP 

Renee Cipriano 

Amy Antoniolli 

233 South Wacker Drive, Suite 6600 

Chicago, Illinois 60606 

(312) 258-5550 

Fax: (312) 258-5600 

ATTACHMENT---
Electronic Filing -Recived, Clerk's Office: 10/0712013 

BEFORE THE ILLINOIS POLLUTION CONTROL BOARD 

ILLINOIS POWER HOLDINGS, LLC and 

AMERENENERGY MEDINA VALLEY 

COGEN,LLC; 

AMEREN ENERGY 

RESOURCES, LLC 

Petitioners, 

Co-Petitioner, 

v. 

ILLINOIS ENVIRONMENTAL 

PROTECTION AGENCY, 

Respondent. 

) 

) 

) 

) 

) 

) 

) 

) 

) PCBNo.14-10 

) (Variance- Air) 

) 

) 

) 

) 

) 

) 

) 

PETITIONERS' AND CO-PETITIONER'S POST-HEARING BRIEF 

On July 22, 2013, Petitioners, Dlinois Power Holdings, LLC ("IPH'') and AmerenEnergy 

Medina Valley Cogen, LLC ("Medina Valley"), and Co-Petitioner, Ameren Energy Resources, 

LLC ("AER") filed with the illinois Pollution Control Board ("Board") a request for variance 

relief from the 2015 and 2017 sulfur dioxide ("S02") emission rate provisions of the lllinois 

Multi-Pollutant Standard ("MPS"), 35 1ll. Adm. Code § 225.233(c)(3)(C)(ii) and (iv), 

respectively1 The MPS applies to a fleet of seven coal-fired power plants (the "MPS Group") 

located throughout central and southern lllinois: Coffeen Energy Center (Montgomery County); 

Duck Creek Energy Center (Fulton County); E.D. Edwards Energy Center (Peoria County); 

Newton Energy Center (Jasper County); Joppa Energy Center (Massac County); Hutsonville 

Energy Center (Crawford County); and Meredosia Energy Center (Morgan County). 

1 Hereinafter, citations to the Board's regulations \vill be by section number only. 

?• 

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Pursuant to an executed transaction agreement/ Petitioners intend to own these facilities 

upon a grant of variance in this proceeding. Both Petitioners will be signatories to the Board's 

Certification of Acceptance of the requested variance. A proposed Certification of Acceptance 

has been presented to the Board in Petitioners' and Co-Petitioner's Response to lllinois Pollution 

Control Board's Questions Set Forth In Hearing Officer Order of September 12, 2013, filed on 

September 16, 2013 ("September 16 Responses to Board"). 

I. RELIEF REQUESTED 

The proposed variance involves the same facilities, the same regulations, and the same 

requested relief as granted to Co-Petitioner AER on September 20, 2012, for this very MPS 

Group, in a prior Board variance proceeding. AER v. IEPA, PCB 12-126 ("AER Variance"). 

This proceeding is necessitated by market realities which led Co-Petitioner AER's parent 

company, Ameren Corporation, among other reasons, to exit the merchant generation business. 

Pet. at 4, Pet. Ex. I, Lyons Affidavit, ~6. Subsequent to that decision, Petitioner !PH entered the 

transaction agreement with Ameren Corporation, where !PH would acquire the equity interest in 

the five operating energy centers, and Petitioner Medina Valley would acquire the two shuttered 

facilities (Hutsonville and Meredosia). The conveyance to !PH is conditioned upon !PH 

receiving a Board-ordered variance materially the same as the AER variance. 

On May 2, 2013, AER, along with !PH and Medina Valley, moved the Board to reopen 

the PCB 12-126 docket and substitute !PH as the grantee of the variance relief upon closing of 

the transaction. In denying the motion, the Board stated that !PH must file a petition and 

demonstrate that !PH's compliance with a rule or regulation, requirement or order of the Board 

2 The transaction agreement was put into evidence in PCB 12-126, as Exhibit B to the Motion to Substitute Parties, 

filed on May 2, 2013. The Petition requests that the Board take administrative notice of the docket in that 

proceeding. 

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would impose an arbitrary or unreasonable hardship AER v. IEPA, PCB 12-126, slip op. at I 0 

(June 6, 2013). Consistent with the lllinois Environmental Protection Act ("Act"), the Board's 

rules, and that order, the Parties filed the Petition. 

As described more fully in the Petition and at hearing, and reiterated herein, the same 

hardship factors that the Board analyzed in PCB 12-126 are present here, as to IPH and as to the 

employees and communities where the relevant energy centers are located. Uncontroverted 

evidence in this proceeding has established that, without the variance, plant closures of one or 

more of the remaining operational MPS Group energy centers are inevitable and would have to 

occur by January I, 2015. Tr. p. 28, Ins. 13-23; Pet. at. 24, 31-34; Pet. Ex. 2, Alonso Affidavit, 

A public hearing was held in this matter on September 17, 2013. In addition to testimony 

presented by IPH,3 I 07 persons appeared at the hearing to provide public comment in support of 

the requested variance. Those persons included: state legislators representing six legislative 

districts and from both political parties; the President of the Illinois AFL-CIO; the Energy 

Council Executive Director of the lllinois Chamber of Commerce; the President of the lllinois 

Energy Association; the Chief Operating Officer of the lllinois Manufacturers' Association; 

various representatives of state and local unions, including International Brotherhood of 

Boilermakers Locals 60 & 363, International Brotherhood of Electrical Workers Locals 702 & 

816, International Union of Operating Engineers Local 148, Steamfitters Local 353, United 

3 At that hearing, !PH provided testimony of Dan Thompson, Vice President and General Manager of Dynegy 

Midwest Generation, LLC ("DMG") and !PH (Tr. pp. 17-31; Pet. Ex. 8) and expert "itnesses, George Bilicic, from 

L:v""rd Freres, an independent financial advisory and asset management firm (Tr. pp. 32-43; Pet. Ex. 9), and Lisa .1N 

Bradley, Ph.D., DABT, and Vice President and senior toxicologist with AECOM Technical Services. (Tr. pp. 71-81; 

Pet. Ex. 12). Additionally, the follo\\ing persons, each of whom also filed Affidavits with the Petition, were present 

and made available for questioning to the Board and the !EPA: Mario Alonso, Vice President of Dynegy and !PH 

(Pet. Ex. 2) and Rick Diericx, Senior Director of Environmental Compliance for Dynegy Operating Company (Pet. 

Ex.ll). 

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Association of Pipe Trades District Council 34, Southwestern lllinois Building & Construction 

Trades Council, and IL AFL-CIO; various local government officials, including the Mayors of 

Robinson and Newton, the Chairman of the Jasper County Board, the Executive Director of 

Crawford County Development, and the Superintendent of Jasper County Unit 1 School District; 

and over 75 employees (both management and union) from the operating power plants relevant 

in this proceeding, as well as those from existing Dynegy power plants: Baldwin Energy 

Complex (Randolph County), Wood River Power Station (Madison County), Havana Power 

Station (Mason County) and Hennepin Power Station (Putnam County). A list of all those 

persons who provided public comment at hearing urging the Board to grant the variance, and a 

summary of those comments, are attached to this Post-Hearing Brief as Exhibit I. 

The requested variance would do two things: (1) improve upon the environmental status 

quo under the AER Variance; and (2) avoid the economic hardships arising from inevitable plant 

closures if the variance is not granted. The Board is fully authorized to grant the requested relief 

to Petitioners. On September 5, 2013, the Illinois Environmental Protection Agency ("IEPA") 

filed a Recommendation in this proceeding ("IEPA Recommendation"), as required by Section 

37(a) of the Act. 415 ILCS 5/37(a). 

Importantly, the IEPA Recommendation concludes: 

The Illinois EPA agrees with Petitioners that there will be a continued net 

environmental benefit if the Board were to grant the requested relief subject to the 

terms and conditions contained in the Petition. The illinois EPA also does not 

believe that any environmental harm would result there from. (at ~79) 

Equally important in the context of this proceeding, the IEPA Recommendation also concludes: 

The Illinois EPA also recognizes that the economic viability of the Energy 

Centers is essential to the citizens of the local communities, school districts, and 

units of local government and acknowledges the adverse impact that plant 

closures would have upon the local communities, the local economies, and the 

State's economy. (at ~80) 

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A. The Requested Variance Will Continue to Provide a Net Environmental Benefit. 

Specifically, as in PCB 12-126, the proposed variance would allow the Petitioners until 

January 1, 2020 to achieve the S02 emission rate set forth in § 225.233(c)(3)(C)(iii) and (iv)4 

which, \vithout the variance, would be applicable to this seven plant MPS Group on January 1, 

2015 and January I, 2017, respectively. IPH and Medina Valley agree to accept all conditions of 

the variance deemed appropriate by tbe Board in PCB 12-126 and, as explained below, IPH has 

agreed to accept further conditions during the course of the underlying proceeding - tbus 

assuring tbat, although not required by the Act in a variance proceeding, an environmental 

benefit is achieved. 

First, Petitioner IPH agrees to immediately operate the plants to achieve the same system-

\vide rate deemed appropriate in the AER Variance (0.35 lb/mniBtu). As that rate is lower than 

what is required under tbe MPS from 2013 - 2015, tbe S02 emissions released into the 

atmosphere by the MPS Group in calendar years 2013 - 2020 will actually be less tban tbose 

allowed under the MPS. In response to a question from the Board and in order to ensure a net 

environmental benefit is achieved during the expected duration of IPH's ownership, IPH 

proposes to accept a system-\vide cap on S02 emissions of 327,996 tons through 2020, reflecting 

a 7, 778 reduction in S02 emissions beyond what is allowed under the AER variance during this 

same timeframe. September 16 Responses to Board. See Proposed Variance Order, Conditions 

1 and 6. 

Second, Petitioners agree that the electrical generating units at tbe Meredosia and 

Hutsonville Power Stations \viii not be operated until after December 31, 2020. (The FutureGen 

4 Section 225.223(c)(3)(C)(iii) requires the seven-plant MPS Group to achieve a system-\\ode S02 annual emission 

rate of 0.25 pound per million British thermal units ("lb/mmBtu") for calendar years 2015 and 2016 and Section 

225.223(c)(3)(C)(iv) requires a system-wide S02 annual emission rate of 0.23 lb/mmBtu for calendar year 2017 and 

each calendar year thereafter. 

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project at the Meredosia Energy Center is exempt from this restriction.) As the Board reasoned in 

its September 20, 2012 Order in PCB 12-126, "there is no current regulatory requirement that 

these facilities must remain closed so granting the variance with such a condition would ensure 

that these two stations remain closed during the term of the variance." AER Variance Order, p. 

57; See Proposed Variance Order, Condition 2_ 

Third, during the course of this proceeding the IEPA proposed three additional conditions 

during the term of the variance to "ensure and enhance" the net benefit it agreed that the 

proposed variance provided. See IEPA Recommendation ~79. IPH has agreed to accept all three 

conditions: (I) the burning of low sulfur coal (0.55lb /mmBtu) at the E.D. Edwards, Joppa and 

Newton Energy Centers; (2) the operation of the existing FGD systems at the Duck Creek and 

Coffeen Energy Centers to achieve a combined S02 emission rate of at least 98 percent 

efficiency; and (3) the permanent retirement of E.D. Edwards Unit 1 as soon as allowed by the 

Midcontinent Independent Transmission System Operator, Inc. ("MISO"). Language, acceptable 

to the IEPA based upon post-hearing discussions, is proposed. See Proposed Variance Order, 

Conditions 3, 4 and 5. 

Fourth, on September 4, 2013, IEPA and IPH entered into a Memorandum of Agreement 

.("MOA")_ It includes the above-referenced commitment to retire E.D. Edwards Unit I and also 

includes additional environmental and energy efficiency benefits not a direct subject of this 

variance, such as implementation of advanced gas path technology at the Kendall Power Station 

and the permanent retirement of the air permits at the Stallings and Oglesby Combustion Turbine 

Facilities. As the MOA states, these environmental enhancements reflect "Dynegy's ongoing 

commitment to help improve air quality in the State of illinois." See IEPA Recommendation, 

Exhibit 2. 

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B. Completing the Newton FGD Project By the End of the Variance Period Will 

Ensue a Continued Environmental Benefit. 

The requested variance will require Petitioners to continue with the compliance plan set 

forth in the AER variance, which set forth a construction schedule of flue gas desulfurization 

("FGD") equipment at the Newton Energy Center ("Newton FGD Project"). As determined in 

the AER variance proceeding, the Newton FGD Project will allow the owners of the MPS Group 

to meet the MPS rate at the end of the variance term. Here, IPH is poised to assume the 

compliance plan AER committed to last year and, despite arguments by the Environmental Law 

and Policy Center, Natural Resources Defense Council, Respiratory Health Association, and 

Sierra Club (collectively, the "ELPC") to the contrary, is well positioned to make this variance 

work. As IPH's Dan Thompson explained at hearing: 

I lead the due diligence efforts on the operations-related issues for this 

transaction. I can tell you that Dynegy approached this transaction with the 

intention that it succeed, that the conditions of the variance would be met, and that 

at the end of the variance period, compliance with the MPS would be achieved. 

!PH has been structured to succeed based upon informed views of the market and 

our understanding of the power generation market in Illinois and the adjacent 

markets. 

Dynegy's existing power generation fleet in Illinois provides us with a unique 

advantage, being able to operate the combined fleets more cost effectively than 

any other owner. Given Ameren 's intent to exit the merchant generation 

business, /PH's proposed acquisition of AER'sfive plants provides the best and 

most certain future for these facilities, the employees, and the local 

comnumities. 

Among the most compelling reasons for the Board to grant this variance is the 

fact that IPH can actually finish construction of the Newton scrubber system. 

This project duct has already cost [AER] over $254 million. IPH has budgeted 

another $263 million for its completion. In establishing Newton as the key to 

compliance with the MPS at the end of the variance term, the Board set this MPS 

Group on a path toward compliance it should not now reverse. 

Tr. pp. 25-27 (emphasis added). 

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II. RELIEF REQUESTED BY PETITIONERS IS APPROPRIATE AND TIMELY 

The Petitioners are proper parties to whom the Board may grant variances as established 

by Board precedent, Board rules, and the regulatory paradigm that forms the basis of the 

underlying MPS, as applicable to all seven power plants that constitute the MPS Group. 

A. The Petition is Procedurally Appropriate and Timely, as the Petitioners are 

Per·sons to Whom the MPS, Without the Variance, Would Otherwise Be 

Applicable. 

The Board's regulations, at Section 104.202(a), provide that a variance may be sought by 

"[a]ny person seeking a variance from any rule or regulation, requirement or order of the Board 

that would othenl'ise be applicable to that person." (emphasis added). Here, the Petitioners have 

demonstrated that without a variance materially similar to the variance the Board granted in PCB 

12-126, this MPS Group will not be able to meet the 2015 and 2017 S02 rates without the 

closure of a combination of the energy centers by January I , 2015. 

These facts make this Petition both appropriate and timely. Further, in the Board's denial 

of the Petitioners' and Co-Petitioner's request to substitute parties responsible for the AER 

var.iance and its respective conditions on June 6, 2013, the Board invited IPH back before it 

stating: 

IPH may file a variance petition consistent with Section 104.202(a) of the Board's 

regulations,· or make any other appropriate filing concerning the facilities 

consistent with this order. PCB 12-126 (June 6, 2013). 

This Petition is an appropriate and timely response to that order, and is necessitated by 

the very same factors the Board found appropriate one short year ago. 

Board precedent interpreting and applying the Act and Board procedural rules provide the 

authority for the variances to be granted in this proceeding. In the past, the Board has provided 

the regulated community with the certainty it needs, and appropriate relief where justified and 

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allowed pursuant to the Act, in circumstances similar to the relief Petitioners seek here. See 

Allied Chern. Corp. & Inverness Mining Co. v. IEPA, Ill. PCB 80-92 Order (May I, 1980); 

Opinion and Order (June 12, 1980)5 The Board should soundly reject the comments of the 

ELPC, that this Petition is not timely as !PH and Medina Valley are not the current owners of the 

plants. Nothing in the Act or the Board's rules requires or connotes such finding; 6 in fact, any 

such finding would ignore the appropriate administrative posture here presented. Both entities to 

whom the MPS "would otherwise be applicable" are Petitioners in this proceeding - as required 

by the very language of Section I 04.202(a). Granting the variances is authorized by law and will 

provide an overall benefit to the lllinois public. Respectfully, if the Board had found the petition 

requested relief it is not empowered to grant, it could have dismissed the petition outright. 35lll. 

Adm. Code I 04.230 ("Dismissal of Petition"). It did not. 

Further, lllinois case law and Board precedent support the conclusion that an entity may 

receive variance relief before it legally owns the facilities subject to regulation. Contrary to the 

ELPC's repeated assertions, Ensign-Bickford does not stand for the proposition that only the 

owner of a facility may seek relief from an otherwise applicable rule, regulation, requirement or 

order. PC# 2337, p. 21. The critical procedural problem in Ensign-Bickford was that the 

purchasing entity there (Dyno Nobel, Inc.) was not a party to the motion so the Board had no 

assurance that it would assume the obligations and liabilities of any variance. Ensign-Bickford 

Co. v. JJ<,"P A, PCB 02-159 (Apr. 3, 2003 ). No such problem exists here. Moreover, the Board has 

' In Allied Chemical, Inverness sought a variance the Board had granted to Allied, who was at the time of the 

variance petition in the process of selling two mines in southern Illinois to Inverness. The Board fmm.d that 

Inverness would suffer substantially the same arbitrary and unreasonable hardship if similar variances were not 

fanted to Inverness and it incorporated the Allied variance proceeding by reference. 

The MPS will be applicable to !PH and Medina Valley once the two entities own the energy centers that comprise 

the Ameren MPS Group. Unlike in other environmental regulatory contexts, Title IX of the Act docs not use the 

tenns "m\ner" or "operator". Rather, under Section 37, "any person" to whom a rule would "otherv.'ise apply" may 

seek a variance. 

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previously granted variance relief to petitioners which did not own the facilities in question. Ill. 

Petroleum Marketers Assn v. lb'P A, PCB 95-3 (May 4, 1995) (variance relief granted to 

Petitioner lPMA on behalf of 157 facilities); Lamplighter Realty & Dev. Co. v. IEPA, PCB 83-

157 (Jun. 5, 1986) (Board held the variance relief was transferable to a prospective purchaser 

who had entered into an agreement with the petition to purchase the subject property). 

Further, no hypothetical situation is present here and no advisory determination is sought 

Rather, the Petitioners here present have responsibly executed a very real transaction agreement 

which requires a Board determination that the arbitrary and unreasonable hardship found by the 

Board in PCB 12-126 is just as relevant to these energy centers and their employees and the 

communities they support, and to lPH, as they were in PCB 12-126. There is no reason to 

presume, as the ELPC urges the Board to do, that in approaching this transaction the parties 

would have (or should have) thought that the Board would reverse the course toward compliance 

it set for this very MPS Group last year - given the very real hardship such decision would 

represent This is especially true since the transaction needed to consider the very real costs (and 

obligations) associated with required completion of the Newton FGD Project as the method of 

achieving compliance. As explained in the Petition and at hearing, no other buyer could be 

expected to achieve compliance with the MPS without the closure of one or more of the 

operational plants. 

The ELPC is simply wrong to assert that the Petitioners here seek an advisory 

detennination from the Board - or that the Board should dismiss this matter on that basis. First, 

its citation to language from a Board procedural rule revision docket to stand for such 

proposition is misplaced. See In the Matter of Revision of the Board's Procedural Rules: 351/l. 

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Adm. Code 101-130, PCB 97-8 (Oct. 3, 1996)7 Second, no bad precedent will be established 

here. Granting the requested variance will apply only to the Petitioners and the seven coal-fired 

energy centers at issue. The Board grants variance relief in its quasi-judicial capacity based on 

specific findings of fact on a case-by-case basis. 8 As for these Petitioners, the unique set of facts 

demonstrates that this variance request is in no way hypothetical or advisory and is in every 

sense a true case or controversy. The Petitioners are not asking the Board to answer the question 

of whether it would grant the requested variances if the transaction occurs, they are respectfully 

asking the Board to grant relief that will become effective only when the transaction closes and 

an executed certificate of acceptance is filed with the Board. See Objection, p. 4. In a variance 

context, it is the Board's Certificate of Acceptance that represents finality as to variance 

petitioners. 

Moreover, the fact that Federal Energy Regulatory Commission ("FERC") approval is 

required prior to ownership transfer should be no impediment to a Board decision on this 

variance, as the Board has previously conditioned variance orders on required federal approvals. 

See City of W Chicago v. 1EPA. PCB 85-2 (Sept. 5, 1985) (Board variance order contingent on 

either the amendment of a consent decree or a USEPA approval of a permit modification). 

Further, no prejudice has been alleged, or can in good faith be asserted here, by the granting of 

any conditional relief 

Petitioners here respectfully request that the Board not be swayed by the unwarranted and 

imprudent procedural roadblocks the ELPC attempts to throw at the very important issues 

1 In that matter the Board considered (and ultimately rejected) a rule that would allow for a type of advisory or 

declaratory ruling process. 8 For example, in Lamplighter Realty v. !EPA, the Board made no general finding about whether variance relief 

could be transferred, but rather clarified that any transferability issue should be addressed in future proceedings "to 

allow the Board to make and articulate proper case-by-,;ase fmdings." Lamplighter Realty, slip op. at 2. 

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brought, in good faith. Contrary to the ELPC's assertions that allowing this variance would be a 

"terrible precedent," such assertions misconstrue and ignore prior Board case law and the 

Board's acute sensibility of carefully tailoring each variance order and conditions to the record 

facts. Illinois courts recognize that in performing its specific duties, the Board has wide latitude 

to accomplish its responsibilities. See Freedom Oil v. Ill. Pollution Control Bd., 275 lll. App. 3d 

508 (4th Dist. 1995) (citing Lake Cnty. Bd. of Review v. Property Tax Appeal Bd. of State of Ill., 

ll9llL 2d 419 (1988)). 

B. All Seven Energy Centers in the MPS Group Must Be Part of Any MPS 

Variance Analysis. 

The Board's analysis of this variance request must consider the electrical generating units 

("EGUs") at all seven energy centers in the Ameren MPS Group, not just those that IPH will 

acquire. The Petitioners fully analyzed the context and background of the MPS in their Petition, 

at Section LA. Without citation to any legal authority or regulatory argument, Mr. Gignac 

objects to the inclusion of Medina Valley as a Petitioner, suggesting such to be a fiction. PC# 

2336, p. 2. Mr. Gignac also suggests, wrongly, that the Petitioners and Co-Petitioner ignored 

the "instructions" of the Board found in its June 6, 2012 Order; rather each asserts that they have 

respectfully followed that order, in the context of the regulatory paradigm which is the MPS. The 

numeric emission rates that are the core structure of the MPS were calculated based on einissions 

from the group of seven plants, on a system-wide basis, to achieve the progressively declining 

MPS emission rates9 

9 In adopting the 2015 and 2(H 7 rates for the Ameren MPS Group, the Board described the "affected sources''~ the "seven coal-fired po\Yer 

stations a~ the Coffeen Power Station in Montgomery County, the Duck Creek Power Station in Fulton County, the E.D. Edward Power Station in 

Peoria County, the Joppa Power Station in Massac County, the Hutsonville Power Station in Crawford County, the Meredosia Power Station in 

Morgan County, nnd the Nev,ton Power Station in Jasper County." In the Matter of: Amendments to 35 Ill. Adm. Code 225: Control of 

Em iss ions from Large Combustion Sources (Mercury Monitoring), R09-l 0, slip op. at 14-15 (Apr. 16, 2009). 

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Mr. Gignac's comments simply ignore the regulatory development and construct of the 

MPS and its "system-wide" applicability. The Petition is appropriate based upon the regulatory 

structure and legal interpretation put forth by one of the key architects of the MPS, lllinois 

EPA. 10 There is no question that the MPS is a unique regulatory structure. As explained in 

AER's Brief in Response to Comments (referred to herein as "AER Response") also filed today, 

the MPS was first developed by AER with !EPA's technical guidance and expertise. Most 

importantly, the emission rates found within the MPS were calculated based on emissions from 

the group of seven plants, on a system-wide basis, to achieve the progressively declining MPS 

emission rates. 

Further, lllinois EPA has made clear that compliance with the MPS emission rates will be 

the responsibility of both IPH and Medina Valley in what has been termed as a "joint and 

several" approach. Thus, both Mr. Gignac's comments ("there is nothing Medina Valley would 

need to do to comply with the MPS and therefore no reason for it to be before the Board"), PC 

#2336, p. 3, and Ms. Bugel's comments (that they are "simply are not a factor in the MPS"), PC 

# 2337, p. 18, are flatly wrong and, obviously, are not arrived at from any discussions with the 

regulating entity, the IEPA. Not only is this contrary to the Agency's solid and clear 

interpretation, but it also flies in the face of the pervasive "once in always in" approach found in 

air pollution regulations, both federally and in nlinois. 

The objectors' approach also fails to recognize or accept that both Hutsonville and 

Meredosia have valid operating permits and would need to be part of any variance relief offered 

for the MPS Group. As they remain subject to enforcement as part of that MPS Group, they are 

10 

The lllinois EPA obviously agrees with the approach taken by Petitioners and Co-Petitioner here and notes in il~ recommendation that the 

composition of the MPS Group will not change if the variance request is granted. IEPA Recommendation, ~ 9 The IEPA also uses the 

tenninology "system-wide SO, annual emission rate" in describing the MPS (cmpha~is added). /d., ~ 

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a valid and necessary consideration in any proceeding that seeks relief from the system-wide 

MPS rate. The MPS rates are based on the data and emission profile of the seven plants that 

opted in to the MPS in December 2006. Clearly, the Petition is appropriately designed so that 

the MPS Group as a whole is able to take credit for units that have been shuttered but still 

possess the ability and permits to operate. 

In its September 20, 2012 Variance Opinion and Order in PCB 12-126, the Board 

appropriately recognized the systeltHI'ide applicability of this rate-based rule, and concomitantly 

the appropriateness of allowing credit for reductions on a system-wide basis. The Board hit this 

issue head on and found: 

[I]t appropriate to account for emission reductions achieved through not operating 

the Meredosia and Hutsonville stations in determining the effect of the variance 

on S02 emissions. The AER MPS Group includes seven facilities, including 

Meredosia and Hutsonville, and the overall S02 annual emission rates in the MPS 

apply to all the facilities in the AER MPS Group. It is significant to note the MPS 

does not restrict the AER MPS Group from employing any specific methods to 

reach the required emission rates. Furthermore, there is 110 c11"ent regulatory 

requirement that these facilities nutst remain closed so granting this variance 

with such a condition would ensure that these two stations remain closed 

during the term of the variance. [emphasis added]. PCB 12-126, at 56. 

The point here is that the above analysis does not change with a change in ownership as the MPS 

and the IEPA are blind to ownership, and there is no valid regulatory rationale for doing so. The 

key consideration is that, so long as Hudsonville and Meredosia remain in this MPS Group, those 

facilities remain part of the equation to which the MPS rate applies. Thus, a reduction of 

emissions from one or more of the plants in the MPS Group must appropriately be considered on 

a system-wide basis, regardless of ownership. In the context of a variance proceeding, as 

opposed to a regulatory proceeding seeking to revise the rule, the inclusion of all owners of the 

MPS plants is not only appropriate, it is necessary. 

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III. THE PETITIONERS HAVE ESTABLISHED AN ARBITRARY AND 

UNREASONABLE HARDSHIP AND ARE ENTITLED TO RELIEF 

Section 35(a) of the Act provides that, "[t]o the extent consistent with applicable 

provisions of the * * * Clean Air Act," the Board may grant individual variances where it is 

shown that "compliance with any rule or regulation, requirement or order of the Board would 

impose an arbitrary or unreasonable hardship." The petitioner bears the burden of proof. 415 

ILCS 5/37(a)(2010). 

A. The Board's Hardship Analysis Must Consider Not Only Hardships to the 

Petitioners but Also Hardships to the Relevant Area and Economic Impacts. 

When deciding whether to grant or deny a variance request, the Board is required to 

balance the hardship of continued compliance against the adverse impact the variance will have 

on the environment. Marathon Oil Co. v. Ill. Envtl. Protection Agency, 242 lll. App. 3d 200, 206 

(5th Dist. 1993). The party requesting the variance has the burden of establishing that the 

hardship resulting from a denial of the variance outweighs any injury to the public or the 

environment from a grant of the variance. !d. See also 35 Ill. Adm. Code 104.238(a); t-7cco 

Glaco Corp. v. Ill. EnVII. Protection Agency, 186m. App. 3d 141,147 (1stDist. 1989). If the 

hardship outweighs the environmental injury, the evidence rises to the level of an arbitrary or 

unreasonable hardship. Marathon Oil Co., 242 Ill. App. 3d at 206. 

The Illinois Supreme Court has held that the Board's decision to grant or deny a variance 

is essentially quasi-judicial and, as such, is subject to a manifest weight of the evidence standard 

on review. Monsanto Co. v. Pollution Control Bd., 67 m. 2d 276, 289 (1977). See also Ekco 

Glaco Corp., 186 TIL App. 3d at 147. A decision is against the manifest weight ofthe evidence if 

opposite conclusions are "clearly evident." Ekco G/aco Corp., 186 TIL App. 3d at 147. 

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In a case with facts quite similar to those present here, the Illinois Appellate Court for the 

Third District reversed the Board's denial of Caterpillar Tractor Co.'s ("Caterpillar") petition for 

variance, where the Board found Caterpillar failed to show that immediate compliance would 

constitute an arbitrary or unreasonable hardship. Caterpillar ]}·actor Co. v. Ill. Pollution Control 

Bd, 48lll. App. 3d 655, 658 (3d Dist. 1977). As here, there was no evidence that persons living 

nearby suffered any injuries from the plant that would constitute sufficient evidence to outweigh 

the significant economic consequences of a plant shutdown. The Third District gave little weight 

to arguments related to air quality violations at monitoring stations located five to ten miles from 

the Caterpillar foundry, as there was no evidence that Caterpillar caused or contributed to those 

air quality violations. !d. Importantly, the Third District stated that "there is uncontradicted 

evidence that the only alternatives presently available to Caterpillar are to obtain a variance, to 

operate the furnaces without a permit in violation of law, or to shut down the furnaces." As 

such, the Third District held that Caterpillar established an arbitrary or unreasonable hardship 

and reversed the Board. 

The Board was also reversed, and a variance proceeding remanded, when it summarily 

dismissed a variance petition "on the theory that no arbitrary or unreasonable hardship [had] 

been 'shown."' See Material Sen>. Cmp. v. Pollution Control Bd., 41 Til. App. 3d 192 (3d Dist. 

1976). The court stated: 

[T]he petition for variance shows in paragraphs 18, 19 and 20 that an unnecessary 

and unreasonable hardship would be imposed if the variance is not granted. In 

paragraph 18, the petitioner recites that 'the proposed variance would pose no 

threat or health hazard to the area. The plant is in a rural setting with farmland 

bordering west, north and east sides of the plant'. In paragraph 19, it is alleged: 

'The plant is the Sole lightweight aggregate manufacturer in the State of lllinois 

and serves over 200 companies in a 6 State area with a highly specialized 

aggregate product.' In paragraph 20 it is stated: 'The granting of a variance 

would spare the Ottawa-Marseilles area, an economically depressed area, the loss 

of one of its basic industries. The Plant employs 110 employees drawn from the 

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Ottawa-Marseilles area and, in addition, generates employment from an additional 

I 00 support industries which include trucking, barge traffic and rail operations in 

the above area. 

While paragraph 20 does not use terminology such as the Board recites, the clear 

import of what is alleged is that, in the event the variance is not granted, the plant 

would be required to be closed down. The petition states: 'The granting of the 

variance would spare (the area) the loss of one of its basic industries.' It is also 

shown in paragraph 18 that the effects of granting the variance would not be 

harmful to the public, and in paragraph 19 it alleges the economic importance of 

the industry to the surrounding area. It is thus apparent that hardship is alleged 

(the possible closing of the plant), and that the hardship to both petitioner and the 

public would be arbitrary and unreasonable in light of the lack of harm done by 

granting the variance and the importance of the industry to the economic welfare 

of the surrounding area. We do 11ot i11terpret the 'hardship' referred to as bei11g 

exclusively restricted to the hardship occasio11ed to the petitio11er, but that it 

also includes hardship to the area and considerati011 of eco11omic effects of 

termination of production there. 

Marerial Sen'. Corp., 4Jlll. App. 3d at 192 (emphasis added). 

Thus, it is clear that in evaluating arbitrary and unreasonable hardship, the courts will 

require that the Board evaluate the hardships alleged to the community, the employees, and the 

area economy - and balance those hardships against environmental injury or harm. The 

demonstrated hardships here come in many shapes and sizes - and they are very real and 

quantifiable. These hardships most certainly outweigh any alleged environmental impacts, 

especially when the Petitioners are poised to assume the very same variance the Board found 

appropriate last year- with less emissions than allowed pursuant to that variance. 

B. Significant Existing Hardships Wa1-rant the Requested Relief. 

In large part, the Board already recognized the market hardships that underlie this 

proceeding: the adverse impact deregulation has had on niinois generators; the continued low 

power prices; the substantial capital expenditures required for compliance. PCB 12-126, Sept. 

20, 2012 Opinion and Order, pp. 60-64. Those factors are again reflected below and, as the 

Petition explains, they have not changed for the positive in the last year. Moreover, the same 

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financial ccnsiderations the Board addressed in PCB 12-126 as it relates to hardship continue to 

be relevant here. !d. 

First, the nearly $254 million investment in the Newton FGD Project may well be lost, as 

the nearly equal capital expenditure to finalize the project cannot be realized under the current 

state of affairs- without (a) the transaction and (b) the variance. Due to AER's limited financial 

resources caused by depressed power prices and poor economic conditions over the past several 

years and its inability to obtain external financing, lPH will not be able to fund completion of the 

Newton FGDs in time to comply with either the 2015 or 2017 MPS S02 annual emission rates. 

Pet. Ex. 2, Alonso Affidavit, ~24. Second, there are no better alternative& to MPS compliance as 

demonstrated in the Petition (at Section VI) and here, at Section IV. These considerations lead to 

the inevitable and unccntroverted ccnclusion that, without the variance, plant closures are 

inevitable by January 1, 20 I 5. Pet. at. pp. 24, 3 I -34, Pet. Ex. 2, Alonso Affidavit, ~8. 

]. JPH and tlte MPS Group face significant financial hardships. 

The variance sought in this matter is for the same facilities and pursuant to the identical 

regulatory provisions applicable when the Board granted a variance to the current owner under 

similar macro-economic ccnditions just one year ago. 

lPH entered into this transaction having ccnducted a complete due diligence review. 

Circumstances wholly outside of lPH's control necessitate the variance. These circumstances 

include current market conditions creating depressed power prices, difficult eccnomic 

ccnditions, the inability to install upgrades in accordance with the 2015 and 2017 requirements, 

all of the similar hardships in place when the original variance was granted and, as well, the fact 

that the 12-126 Variance Order has set this MPS Group on the ccurse of meeting the MPS 

through the Newton FGD Project. lPH has independently substantiated the request for relief 

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before closing the transaction instead of appearing before the Board after-the-fact. The hardship 

faced by IPH and the plants in the MPS Group is detailed in the Petition, and is further detailed 

below. Pet. §V, pp. 25-4 7. 

i. /PH's structure is stmzdard in tlze utility industry and many other business 

sectors. 

The transaction structure is one in which IPH, an entity legally separate from Dynegy, 

would acquire Ameren's equity interest in what is referred to as New AER. As is normal and 

customary in corporate transactions, Dynegy structured the acquisition such that New AER 

would be independent, self-sustaining, self-funding and economically viable on its own. 

Affidavit of George W Bihcic ~5 (Bihcic Affidavit), set forth as Exhibit 2. This is typically 

done to separate the risks and benefits of an acquired business from the buyer's other 

businesses, and so that the benefits of the transaction can be separately evaluated. Id. 

Requiring businesses to "stand on their own" is common practice in the power and utility 

industry and many other industries, including banking, finance and insurance, as a way to 

manage the credit risk of the acquiring parent company and its existing subsidiaries from the 

risks of the acquired entity Id. ~6. Recent notable examples of transactions with non-recourse 

structures include Energy Capital Partners' acquisition of a portfolio of power plants from 

Dominion Resources and GenOn Energy's combination with NRG Energy. Id. In fact, the 

former Dominion Resources portfolio includes coal-fired and natural gas generation facilities 

in Illinois. 

The proposed transaction structure IS common m corporate practice and effectively 

changes very little for AER. I d. ~l 0. 

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ii. !PH capitalization will sustain tlte new operations and provide a significant 

financial and environmental improvement from tlte status quo under tlte 

AER variance. 

The capitalization secured by !PH is sufficient to provide liquidity that will meet 

operating obligations. !PH has committed to sustaining the previously initiated schedule for 

completing the Newton scrubber and possesses the capital necessary to support ongoing 

operations. The capital available will provide the ability to (a) continue construction of the 

Newton FGDs in accordance with the requested Compliance Plan; (b) maximize the existing 

FGD systems at Duck Creek and Coffeen; and (c) utilize low sulfur coal at Newton, Edwards 

and Joppa. 

The capitalization will be sufficient to support the activities necessary for operations of 

the power generation facilities, with over $220 million in cash and $160 million in working 

capital available at closing. Id ~12. Also, due to the transaction, AER's financial standing will 

improve, as there will be a benefit of approximately $75 million in annual operational synergies 

that Dynegy expects to realize, most of which will be realized by !PH. Id The capital presently 

available is sufficient to continue operations of the plants provided the variance is granted. The 

variance is necessary to allow for the recovery of power prices, and for !PH to accumulate the 

financial resources necessary for compliance while preserving hundreds oflllinois jobs. 

In the public comment submitted by Mr. David Johnson of ACM Partners (the "ACM 

Report"), Mr. Johnson posits that the post-transaction economic prospects for !PH are weak. 

Accordingly, Mr. Johnson opines, Dynegy is not providing financial support to !PH. This 

erroneous conclusion constitutes an unreasonably pessimistic and cynical perspective on a 

transaction that presents a significant improvement from the status quo under AER on both 

financial and environmental fronts for the MPS Group. 

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The ACM report claims that Dynegy has the "financial resources necessary to properly 

capitalize IPH in connection with its acquisition of the Coal Plants if it chooses to." Mr. 

Johnson concludes, therefore, that Dynegy's decision not to financially support IPH is based on 

its realization "that the economic prospects for IPH post-acquisition are not good." While 

ACM alludes to Dynegy's "financial strength" (by pointing out, for example, that Dynegy is 

"coming off an impressively profitable year in which it managed to show superior profitability 

despite a decline in revenue"), Dynegy actually generated negative net income in 2012, a year 

in which it emerged from bankruptcy, and continues to face meaningful near-term financial 

challenges, in light of the depressed commodity price environment. Bilicic Affidavit, ~16. For 

example, in its most recent quarterly filing, Dynegy lowered its 2013 Coal Segment Adjusted 

EBITDA guidance by $70 million (from $60- $85 million to $(1 0)- $15 million), citing lower 

realized power pricing and lower capacity revenues, among other factors. Jd. ~16. 

While accurately highlighting Dynegy's "strengthened balance sheet" following its 

recent refinancing, Mr. Johnson ignores that the currently challenging commodity price 

environment requires Dynegy to maintain strong credit metrics to support its current credit 

rating and preserve its access to affordable capital. Jd. ~17. The structure of the transaction is 

based on Dynegy's own need for liquidity at a time of critical recovery and is carefully 

structured to well position IPH for ultimate recovery. Jd. 

Contrary to ACM's assertions that the post-transaction economic outlook ofiPH is weak, 

it is Dynegy's considered judgment that as energy markets stabilize, IPH will be able to 

accumulate the financial resources necessary to obtain compliance. Dynegy is not pessimistic 

regarding the post-transaction economic outlook for the acquired assets. In addition to the expert 

opinions of George Bilicic of Lazard Freres & Co., which support IPH's positive economic 

outlook for the MPS Group into the future, Fitch Ratings recently maintained its "Watch 

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Positive" on Genco which was issued following the announcement of the transaction between 

Ameren and Dynegy. 

In fact, IPH would be a stronger, more viable business relative to AER under Ameren. 

Bilicic Affidavit, ~14. Among the most glaring deficiencies in the ACM Report is Mr. 

Johnson's inexplicable argument for preservation of the status quo. Specifically, the practical 

result of Mr. Johnson's suggestion that the Board deny !PH's requested relief is the continued 

effect of the variance granted to AER Mr. Johrison would have the Board refuse IPH the same 

relief afforded AER merely one year ago affecting the same MPS Group under the same 

regulations. The only material difference is that IPH will be a better capitalized company 

which offers a greater net benefit to the environment than the status quo under the AER 

variance and secures hundreds oflllinois jobs in an uncertain economy. 

2. Plant Closures Will Devastate the Illinois Economy, Especially in Southern 

and Central Illinois. 

The MPS Group supplies crucial economic support to the State of Ulinois, its workforce 

and affected communities throughout central and southern Ulinois. IPH retained Development 

Strategies to evaluate the direct and indirect economic impacts that each of the five energy 

centers has on the illinois and local economies, attached to the Petition as Exhibit 7. See Pet. 

Group Ex. 7. Direct impacts include money spent on capital expenditures, operating costs, and 

salaries. Pet. at 18. Indirect impacts include the multiplier effect of dollars spent on goods and 

services in the affected communities. !d. The Development Strategies report shows that each 

plant has a dramatic impact on state and local communities11 The following table, which 

11 For example, AER makes the follm.ving direct expenditures in the primary economic impact region around the 

energy center: $160.5 million per year al Coffeen Energy Center, $97.8 million per year at the Duck Creek Energy 

Center, $37.5 million per year at the E.D. Edwards Energy Center, $67.4 million per year at the Joppa Energy 

Center, and $90.3 million per year at the Ne\\1on Energy Center. See Pet. Ex. 7. 

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summarizes data from the Development Strategies reports, illustrates the economic importance 

of these plants to the State of Illinois: 

Cojfee11 Duck Creek Newto11 E.D. Edwards Joppa TOTAL 

ECONOMIC 

IMPACT 

Output (Total 

Eco11omic $534,944.000 $307,429,000 $288,339.000 $108.118,000 $193.530.000 $1.432.360,000 

Activity) 

EamilliJS $123,228,000 $66,590,000 $288.339,000 $29,941,000 $46,007,000 $554.105.000 

Direct Jobs at 

lze Energy 161 65 142 Ill 125 604 

Ce11ter12 

Total Direct 

a11d Indirect 2.481 1.325 1.292 471 725 6,294 

Jobs 

In fact, the estimated total economic impact exceeds $1.4 billion annually and over 6,200 

total jobs. The breadth and scope of such impacts on the livelihood of so many lllinoisans, and 

the severity of the hardship inevitably arising from plant closures without the variance, cannot be 

understated. 

One direct impact, job loss, is easy to quantify and that is why a key combination of labor 

and industry leaders from across lllinois were at the September 17 hearing to speak to the Board 

in favor of granting this variance. As Mr. Mike Carrigan from Illinois AFL-CIO explained: the 

"plants support 6,294 Illinois jobs ... Collectively [the plants] have a total annual economic 

impact of $1.4 billion on the State of Illinois. The facilities all in generate more than 338 million 

in annual household earnings for Illinois residents." Tr. p. 97. 

Indirect impacts will also be felt. The adverse impact of any plant shutdown extends far 

beyond the obvious loss of power generation ability, loss of direct jobs, and loss of property tax 

12 Table A only reflects employees \\TIO reside in Illinois. Some of the Energy Centers employ personnel from 

neighboring states. The total direct jobs at the Energy Centers are as follows: Coffeen 162 employees; Duck Creek 

66 employees; E.D. Edwards Ill employees; Joppa 176 employees; Newton 143 employees. Pet. Ex. 7, Group 

E<hibit. 

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revenueD As Mark Bolander, Mayor of Newton explained: "[o]ur local restaurants, gas stations, 

car dealerships, retail establishments and building contractors are heavily dependent on the 

business revenue generated by the employees and families of the Newton Energy Center who 

reside here." Tr. p. 60. Joe Luckett, a 31-year employee of the Coffeen Power Station whose 

father and grandfather also worked in southern lllinois coal-fired generation plants, relayed how 

important the variance is to his community: 

We really need it for the central and southern lllinois small towns. All you have 

to do is drive through there and where the buildings are empty, if they're still 

standing -- often times, my daughter refers to them as missing teeth. The 

downtown districts are just really getting very depressed, and we really need this. 

Tr. p. 129. Also, if families are forced to leave the communities where the plants are located to 

find other employment, the communities will also lose the value that the spouses of employees 

provide to the community. For instance, the wife of Rob Faglia, an employee at the Joppa plant, 

works at Southern lllinois University in Carbondale as the "only neurological psychologist in the 

southern region of lllinois." Tr. p. 256. When discussing the impact of a potential job loss, Mr. 

Faglia stated that his wife will move with him to another region to find employment: 

She brings in millions of dollars of grant money for that university, and the region 

relies on her helpful expertise. People come for 200 miles around to bring the 

kids to see her and get studies done, and she's going to go with me. I mean, if I 

lose my job, that's another impact. 

Tr. p. 256. These indirect impacts reach far into the community as well. As a I 0-year employee 

of the Joppa plant explained, the plants and employees provide much needed assistance for 

charitable organizations, such as United Way. Tr. p. 287. 

13 For example, Development Strategies estimates the total economic impact of each of AER's energy centers on the 

primary economic impact region around the energy center as follows: $388.5 million per year for the Coffeen 

Energy Center, $190.2 million per year for the Duck Creek Energy Center, $84.1 million per year for the E.D. 

Edwards Energy Center, $137.5 million per year for the Joppa Energy Center, and $211.2 million for the Ne\\1on 

Energy Center. See Pet. Ex. 7. 

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Further, public comment at hearing expressed the very real impact any plant closures 

would represent to lllinois, and to the communities and economies the MPS Group supports. 

The geographic territory affected by this variance request is a significant portion of central and 

southern IJlinois. 

3. Continued Operation of the Plants P•·ovides Necessary Tax Dollars to Local 

Governments and Schools. 

Local governments will suffer significant hardships as a result of any plant closures. 

Units of local government rely on these property tax revenues to provide all the necessary 

components of a safe community, like streets, police protection and utility services. Fire 

protection districts, library districts and community colleges also rely on the property tax 

revenue. 

The plants generate a significant amount of property tax revenue. Newton Mayor Mark 

Bolander explained that in Newton alone, the economic impact on local property taxes would 

equate a loss of $7,384,000 in local property taxes. Tr. p. 61; Pet. Ex. 8. The economic 

consequences are not just numbers on a page. Those numbers reflect real impact, as Ronnie 

Douglas, a 25-year employee of the Joppa plant, explained, "[t]he loss on the Joppa plant would 

result in a huge negative effect on the local economy both through the direct loss of jobs and 

payroll taxes and the trickledown effect on local businesses and vendors." Tr. p. 266. 

Ed Mitchell, Chairman of the Jasper County Board, stated in his testimony that for Jasper 

County, the impact of not granting this variance would be devastating and destabilizing to the 

entire community. It's been calculated that there's about $55 million generated through this 

plant, and we just feel that the employees that are working there, the families, the whole 

community will be devastated if this variance isn't allowed'' Tr. pp. 63-64. Many legislators and 

employees that testified utilized the same terminology as Chairman Mitchell to explain the 

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impact to their districts and communities should any of the MPS Group plants close: 

"devastating." Tr. pp. 64, 66, 116, 158,224,237,239,243,289, and 292. 

Further, the loss of property taxes generated by the plants would be devastating for the 

school districts within the impacted communities. Mr. Dan Cox, Superintendent of Schools for 

Jasper County Unit #1, provides the Board with direct insight into the importance of the Newton 

Power Station which represents over half of the school district's tax base, approximately $4 

million. Tr. p. 66. Mr. Cox's testimony further exemplifies the uniqueness of this particular area 

of lllinois, its distinction from the more urban areas in the northeast region, and the costs 

required for such necessary functions as public education. The district has I ,400 students in preK through 12th grade. It is the largest geographic school district in illinois, consisting of 462 

square miles with buses traveling 3,43 5 miles per day, which is I ,200 miles farther than the drive 

from New York to San Diego, "and we do that each day." Tr. p. 65. Without the continued 

viability of the Newton Energy Center, it will be much harder for the school district to run those 

buses, and keep teachers in the classroom. !d. 

C. The Petitioners' Ha•·dship is Not Self-Imposed. 

The Board's key considerations in granting a variance have always been focused on the 

nature of the hardship balanced against any adverse impact to the environment. Monsanto Co. v. 

Pollution Control Bd, 67 DI. 2d 276 (1977). The determination of whether a hardship is selfimposed turns on the facts and circumstances of each case. Jll. Power Co. (Wood River) v. !EPA, 

PCB 73-483 (March 7, 1974) ("A hardship is self-imposed if a reasonable, prudent man in the 

same or similar circumstances would not have acted the same way."). Unfortunately, the ELPC 

simply refuses to see beyond the proposed business transaction and fail to put the variance 

request in its proper context. In reality, there are many more factors that contributed to AER's 

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showing that it would suffer an arbitrary or unreasonable hardship if not granted the variance. 

These factors still exist for AER and will also exist for !PH and Medina Valley upon acquiring 

the energy centers. The financial implications of not closing under the transaction agreement are 

but one component Other components included the unforeseen combination of regulatory 

uncertainty, declining power market prices resulting from the lingering recession, the fact that 

increased compliance costs cannot be recovered through rate charges, and historically low 

natural gas prices. Al'."R v. !EPA, PCB 12-126, slip op. at 60-63. None of these factors are 

specific to either AER or !PH and Medina Valley, and each of these factors will remain the same 

for any new owner of these energy centers. Just like AER, .!PH is a merchant generator that will 

operate the energy centers in a deregulated power market subject to the same unforeseen market 

circumstances that have created a financial hardship for AER. 

The ELPC's misinterpretation of case law case further illustrates its failure to see the 

larger context in. this proceeding and fundamental misunderstanding of the self-imposed hardship 

concept as a whole. PC# 2337, p. 6 (citing Willowbrook Mote/ rship v.JEPA, PCB 81-149 (Jul. 

14, 1983), aff'd by Willowbrook Motel P 'ship v. !PCB ("Willowbrook"), 135 lll. App. 3d 343, 

345 (1985)); !EPA v. Lindgren Foundt)' Co. ("Lindgren Foundry"), PCB 70-1 (Sept 25, 1970). 

The ELPC argues that the hardship born by IPH and Medina Valley would be self-imposed if 

they voluntarily purchase the seven operating energy centers and cite to the Willowbrook and 

Lindgren Foundry cases in support. In fact, the hardship facing AER and then !PH upon closing 

under the transaction agreement is not self-imposed and is of a very different nature than the 

hardships found to be self-imposed in these cases. In Lindgren the former owner of a foundry 

operated it "in plain violation of the standards for particulate air contaminant emissions until 

financial difficulties forced its closing ... " Jd. The Air Pollution Control Board (which prePage 27 of 53 
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dated the IEPA) issued a formal complaint against the former owner due to its failure to submit 

an acceptable program for reducing emissions. Jd. New owners (Lindgren) subsequently 

purchased the company and then (after purchase) filed a petition for variance, requesting that 

they be allowed to emit particulates in excess of the applicable regulation limits wbile installing 

control equipment. !d. In balancing the hardship against the environmental harm, the Board 

minimized the petitioners' claimed loss, noting that no employees would lose wages. This was 

because the foundry had already closed. Moreover, the environmental harm from re-opening the 

foundry was well-documented. 

!PH is not seeking to reopen a closed business that is not in compliance with current 

standards. The ELPC would prefer that the Parties first complete the transaction before !PH and 

Medina Valley seek variance relief. Ironically, it is this sequence of events that the Board has 

found constitutes self-imposed hardship in Lindgren Foundry and other variance proceedings. 

DMI, Inc. v. !EPA, PCB 90-227 (Dec. 19, 1991). In IEPA v. Lindgren Foundry, the Board 

warned "[a] petitioner may not bootstrap himself into a preferred position by spending money 

first and then claiming he has been injured." Lindgren Foundry, PCB 70-1, slip op. at 8. 

Instead, based upon the same considerations that led the Board to grant the variance as to this 

MPS Group in the first instance, it seeks to implement the variance the Board granted -in order 

to allow for the completion of the construction of the Newton FGD Project that has been 

determined to be the key to compliance. The ELPC's argument that the present situation is the 

exact situation that the self-imposed hardship standard is designed to protect against is simply 

without merit. 

Three months after its decision in Lindgren, the Board revisited the concept of selfimposed hardship and, in granting a variance to a fluorspar processing plant in Rosiclare, lllinois, 

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distinguished it on the basis of facts much closer to those present here. While the plant was 

operating in excess of the relevant regulatory limit, the Board allowed it time install pollution 

control equipment to bring the operation into compliance. Ozark-Mahoning Co. v. Envtl. 

Protection Agency, I1l. PCB 1970-019 (Dec. 22, 1970). Noting that emissions from the Lindgren 

plant had been wholly uncontrolled and nearly seven times those allowed, the Board found that 

Ozark-Mahoning, as here, was already in substantial compliance due to existing pollution control 

equipment and just needed time to implement further equipment. The Board also noted that any 

hardship suffered in Lindgren was thought to be self-inflicted because the new owners had 

purchased the business and invested time and money with reason to know the closed foundry had 

been operating in violation of the applicable law. Id. 

Also important here, the Board stated that the degree of hardship was greater in OzarkMahoning because it presented the question of closing down an existing business. I d. Although 

stating that it "will not hesitate to do this if it becomes necessary," the Board recognized that the 

hardship of throwing 181 persons out of work is considerably more significant than the hardship 

in Lindgren, where the plant had been closed for some months and the issue was reemployment 

of an undetermined number of former employees. Id. Here, policy and factual considerations 

overwhelmingly support a grant of this variance. 

Similarly, the Board granted a variance in Rexam Medical Packaging, Inc. v. Illinois 

Environmental Protection Agency on facts like those here, declining to find a self-imposed 

hardship. TIL PCB 95-99 (Oct 19, 1995). In Rexam Medical Packaging, the petitioner requested 

a variance from certain control requirements applicable to emissions of volatile organic material 

from its flexographic printing presses. Rexam Med. Packaging Inc., Til PCB 95-99, at I. The 

petitioner argued that the denial of a variance would create an economic hardship leading to loss 

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of sales totaling approximately $11 million plus the loss of 75 jobs. !d. at 6. Additionally, its 

customers would have problems gaining alternative supplies due to product shortages and 

product shifting. !d. The Board found that the environmental impact would be negligible and, 

when compared to the hardship petitioner would suffer, the petitioner presented adequate proof 

that immediate compliance with the regulations would result in an arbitrary and unreasonable 

hardship. !d. at 6-7. As in Rexam Medical Packaging, the Petitioners in this proceeding did not 

create the economic hardship at issue. Rather, the market dictates the economics of the industry. 

Here, the Petitioners are seeking to adapt to that market in order to achieve the environmental 

controls deemed appropriate in PCB 12-126 to achieve compliance with the MPS. 

While the Board has previously found that a hardship is self-imposed if it is the result of 

the petitioner's poor decision making, none of those cases are applicable here. See Ekco Glaco 

Corp. v. Ill. Envtl. Protection Agency, Ill. PCB 87-41 (Dec. I 7, 1987); Marathon Oil Co. v. Ill. 

Envtl. Protection Agency, Ill. PCB 94-27 (May 16, 1996); Willowbrook Motel P 'ship v. l/1. E.nvtl. 

Protection Agency, lll. PCB 81-149 (July 14, 1983). A thorough review of these cases, cited by 

the ELPC, reveals glaring differences between the poor business decisions made in those cases 

and the proactive business decisions made by the Petitioners in this proceeding to ensure 

compliance with applicable law. 

In Ekco Glaco CoryJ., the petitioner, Ekco Glaco, requested a variance extension for its 

used pan reconditioning line and new pan manufacturing line. Ekco Glaco Cmp. ,.lll. PCB 87-

41, at I. The IEPA argued that any hardship which existed was self-imposed because Ekco 

Glaco's difficulties did not result from difficulties in compliance with the emission limits but, 

rather, were a consequence of prior business decisions and delay caused by failed commitments. 

!d. at 4. 

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By contrast, the hardship here results from the extraneous market and economic 

circumstances identified in the Petition and the MPS Group's consequent inability to comply 

with the 2015 and 2017 emission limits. Pet. §5, pp. 25-45. It does not result from any petitioner 

delay in becoming compliant. Indeed, uncontroverted evidence demonstrates that AER has spent 

$1 billion in environmental control equipment for this MPS Group, with over $254 million on 

Newton FGD Project. Tr. pp. 19, 27. Further, the MPS Group is currently in compliance with all 

relevant federal and state standards, and is taking proactive measures to ensure that it will be 

compliance with the MPS 2015 and 2017 by requesting the variance found appropriate in PCB 

12-126, so that it can assume AER's compliance plan. IPH undertook diligent planning of the 

purchase from Ameren because it is aware of the underlying hardship issues and the 

impossibility of being in compliance with the regulatory standards without the variance 

requested. 

Despite the ELPC's assertions to the contrary, it is also no "stretch" to distinguish 

Marathon Oil Co. v. Illinois Environmental Protection Agency from the variance request here. 

There, Marathon did not petition the Board for variance relief until eight months after it 

discovered its fluid catalytic cracking unit was out of compliance. !d. The Board found that 

Marathon did not diligently seek timely relief or make sufficient efforts to quickly comply. Id. 

The Board concluded that Marathon's indecision for eight months as to how to correct the 

noncompliance was a hardship Marathon brought on itself. !d. Unlike the petitioner in Marathon 

Oil Co., Petitioners here are diligently seeking timely relief because they know and understand 

the hardship faced by the MPS Group in becoming compliant with existing standards. 

Finally, the ELPC's reliance on Willowbrook Motel Partnership v. Pollution Control 

Board, 135 Ill. App. 3d 343 (1st Dist. 1985), is also misplaced. In Willowbrook, the Board 

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declined to grant a sewer ban variance to a developer of a future motel on the subject property to 

a sewage system that was on restricted status. The petitioner in Willowbrook alleged onfy that a 

hardship would exist due to the financial loss and associated consequences of a single 

development project if the Board did not grant relief. The Board denied the variance, noting the 

environmental impact would be significant and that the petitioner failed to show that the loss of 

an investment opportunity outweighed that impact. !d. In upholding the Board on appeal, the 

First District noted that the hardship was merely a temporary prohibition against intense 

development of the property and that the petitioner would lose only expected profits and 

incidental expenses. !d. at 349. Contrary to what the ELPC argues, the First District did not find 

the insufficient showing merely because the transaction was conditioned on the variance being 

granted; rather, the petitioners failed to demonstrate that any arbitrary or unreasonable hardship 

outweighed the public interest in allowing development where improper sewage capacity exists. 

The ELPC simply fails to understand that IPH and Medina Valley are not arguing the hardship is 

purely financial or merely limited to the impacts of the transaction agreement. Rather, the 

hardship is an unforeseen and complex convergence of circumstances that is both arbitrary and 

unreasonable. It is due to this hardship that any owner of the Ameren MPS Group must seek 

more time to comply with the MPS. Of course, if the transaction does not close, the implications 

will exacerbate existing economic conditions. However, the Petitioners assert that the arbitrary 

or unreasonable hardship that exists for AER prior to the transaction will be transferred to 

Petitioners along with the transfer of the facilities. 

On a broader note, in its arguments related to self-imposed hardship, the ELPC 

improperly focuses exclusively on the Petitioners and ignores the reality of the hardship to the 

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public at large brought on by a challenging economic environment. This is exactly what the 

Third District appellate court in the Material Senices Corporation case warned against: 

We do not interpret the 'hardship' referred to as being exclusively restricted to the 

hardship occasioned to the petitioner, but that it also includes hardship to the area 

and consideration of economic effects of termination of production there. 

Material Setv COI]J., 41 m. App. 3d at 192. In sum, no Board cases find that a structured good 

faith transaction such as that evident here represents a self-imposed hardship. IPH is acutely 

aware of the applicable regulatory construct and, accordingly, undertook diligent planning of the 

purchase from Ameren to obtain the variance relief necessary to take ownership, complete the 

Newton FGD Project and offer the best and most feasible path forward for the plants in the MPS 

Group, together with the local economies they support. That is not a self- imposed hardship. 

IV. THE PARTIES' REVISED COMPLIANCE PLAN PROVIDES THE GREATEST 

ENVIRONMENTAL BENEFIT UNDER THE MPS TO DATE. 

Petitioners have performed an independent and exhaustive analysis of compliance 

alternatives, consistent with the Board's procedural rule at Section 104.204(e). See Pet. at 51-

54. Additionally, Petitioners have examined the "proposal" set forth by Mr. Mike Beyer, 

President and CEO of Foresight Energy, LLC ("Foresight") in public comment at hearing (Tr. 

pp. 161-164) and filed before the Board (PC# 2000). Co-Petitioner AER also provides comment 

regarding this proposal, from its perspective, in its Post-Hearing Comments. 

A. No Other Compliance Alternative is Economically Reasonable and Technically 

Feasible. 

The range of alternative compliance options and the consideration afforded them in PCB 

12-126 are equally relevant to PCB 14-10. Pet. Ex. 8, Thompson Affidavit, ~12. They have been 

reassessed by IPH in the context of this petition. As they have been sufficiently detailed in the 

Petition, at § VI, pp. 48-54, and were not the subject of substantial public comment or Board 

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questioning, we provide only the following summary in this Post-Hearing Brief. First, 

Petitioners have analyzed whether curtailing plant operations would accomplish compliance with 

the MPS 2015 S02 emission rate without the variance. However, this would require lPH to shut 

down a combination of the Newton, Joppa and E.D. Edwards Energy Centers. Pet Ex_ 8, 

Thompson Affidavit, ~12. Here, since the fixed costs would be the same while the revenues were 

less, lPH could not garner the necessary financial resources to complete the Newton FGD Project 

and meet the strict emission standards required at the end of the variance period. Id The Board 

found this argument persuasive in PCB 12-126 and the same considerations are relevant here. 

Where lPH is able to curtail operations, it has committed to do so (e.g., retirement of Edwards 

Unit !). Pet at 48-50; Petitioners' Responses to Board Questions filed Sept 5, 2013. Second, 

Petitioners' analysis here concluded that any different alternative control technologies than the 

Newton FGD are infeasible because they would cost more than the Newton FGD Project Pet at 

50-51, Pet. Ex_ 8, Thompson Affidavit, ~16_ The Board concurred with this finding in PCB 12-

l26.and the economic infeasibility of a change of course toward alternative control technologies 

is now even more pronounced in light of the past and future capital investments already 

committed to the Newton FGD Project. Pet. at 50-51. Third, lPH also considered firing natural 

gas as an alternative means of compliance_ For the detailed reasons set forth in the Petition, a 

conversion to natural gas would be economically infeasible_ Pet at 51-54. 

B. Foresight Energy LLC's Proposal is Not an Option that Would Achieve 

Compliance with the MPS. 

Foresight proposes, with limited details, to fund the completion of the Newton scrubber 

project and recoup the investment with an embedded cost in a long-term coal supply agreement 

with Foresight for Illinois basin high-sulfur coal (3. 5 percent sulfur content) at the Newton, 

Coffeen and Duck Creek energy centers. PC# 2000, p. 2. Foresight presents its proposal as 

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"win-win" for the State of Illinois, the lllinois coal industry and the :MPS Group. 

Notwithstanding its facial appeal, the Foresight proposal is not a viable compliance alternative 

for operational, commercial, and financial reasons. 

Most importantly, the :MPS Group would not be able to achieve compliance with the 

:MPS S02 rate limit if high-sulfur Illinois basin coal were burned at the scrubbed Newton, 

Coffeen and Duck Creek plants. Affidavit of Daniel J. Thompson ("Thompson Affidavit'), set 

forth as Exhibit 3. Without considering delays needed to redesign the Newton scrubber system 

to use high-sulfur coal, it will take approximately two years to complete construction of the 

Newton scrubbers once construction activities ramp up. Jd. ~15. As a result, under Foresight's 

proposal, the :MPS Group would not be able to comply with the 2015 :MPS S02 limit: all units at 

the Edwards and Joppa energy centers would need to be mothballed/shutdown for all, or at least 

a significant part, of 2015, and likely longer, until the Newton scrubbers are operating. Jd. In 

addition, in IPH's analysis, in order to meet the applicable :MPS S02 emission rate, several units 

at the Edwards and/or Joppa Energy Centers would need to be shut down or significantly 

curtailed once the Newton, Coffeen, and Duck Creek plants are burning high-sulfur Illinois basin 

coal. Id. 

From an operational perspective, the Foresight proposal is not viable. The configuration 

of the Newton scrubber does not contemplate the use of. high-sulfur Illinois coal. I d. ~~6, 7. To 

date, more than $250 million has been spent on the construction of the Newton scrubber and 

engineering is approximately 90 percent complete. As currently configured, the Newton wet 

scrubber systems are designed for coal with sulfur content of up to approximately 1.3 pounds 

lbs/mmBtu and are guaranteed for 98 percent S02 removal using such design coal. Id. ~6. In 

stark contrast, Foresight's high-sulfur lllinois coal has a sulfur content of approximately 6.3 lbs 

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S02/mmBtu (i.e., at an assumed heat content of 10,800 Btu/lb, 3.5 percent sulfur content would 

be 6.3 lbs S02/mmBtu). !d. 

As a result, burning Foresight's high-sulfur lllinois coal would produce nearly five times 

the amount of S02 the Newton scrubbers are configured to treat. !d. In fact, the Newton 

scrubbers, as configured, would achieve approximately only a 20 percent S02 removal efficiency 

on high-sulfur illinois coal, instead of the 98 percent removal rate the Newton scrubbers would 

be able to achieve with low sulfur PRB coal. !d. In order to achieve the 98 percent removal 

design value with high sulfur lllinois coal, the configuration of the Newton scrubber system 

would have to be modified significantly to include an additional absorber tower for each 

generating unit. !d. ~7. A preliminary cost estimate for constructing two additional absorber 

towers at Newton is $150 million, not including the material additional costs associated with 

adding and operating the two additional absorber towers (e.g., limestone storage systems, 

gypsum handling and disposal). !d. In addition, modifying configuration of the scrubbers at this 

time materially would escalate the engineering and construction costs to complete the Newton 

FGD Project and likely extend the time needed to achieve commercial operation startup of the 

scrubbers. !d. 

Although these boilers were originally designed to operate on bituminous coal, both 

Coffeen boilers have received changes in equipment and controls since last burning exclusively 

high sulfur coal and, thus, would require lengthy outages and significant upfront capital 

investment in order to operate on only high sulfur coal. !d. In addition, the Newton and Duck 

Creek boilers have undergone changes, more extensive than those at Coffeen, to bum low sulfur 

coal. !d. ~9. These boilers would also require lengthy outages and very large capital investments 

before they could operate burning only high sulfur coal. Jd. The much higher sulfur content of 

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Illinois coal also generates significantly greater levels of corrosive products than lower sulfur 

PRB coal, which creates short-term and long-term damage to boiler and gas path systems. !d. 

From a commercial perspective, the proposal from Foresight is not a viable alternative. 

Under current market conditions, delivered PRB coal is cheaper on a dollar per mmBtu basis 

than is high sulfur illinois basin coal, notwithstanding the additional transportation and delivery 

costs. !d. ~14. The increase in costs would be approximately $4.13 per megawatt hour (i.e., 

approximately a 20 percent increase in cost). !d. In addition to those extra costs and the 

additional significant additional capital investment that would be needed to bum illinois coal, the 

use of high-sulfur Illinois coal would increase annual O&M expenses associated with the 

Newton, Coffeen and Duck Creek scrubbers because much larger quantities of limestone to 

remove the higher quantities of S02 in the coal would be needed. !d. ~II. 

Foresight's proposal also ignores the fact that AER committed to burn ultra-low sulfur 

PRB coal as part of the compliance plan in the existing variance. !d. ~I 0. If the Foresight 

proposal were accepted, several low sulfur PRB coal supply contracts for 2014 would need to be 

terminated, thereby incurring financial penalties !d. In addition, Newton, Coffeen and Duck 

Creek each have existing long-term multi-year rail agreements to transport coal that are 

destination specific. !d. These agreements cannot be terminated without significant financial 

penalties. !d. In addition, the Foresight proposal would essentially lend money to GENCO for 

completion of the scrubber project at Newton. !d. ~13. The embedded cost of the investment 

would be charged back to Newton through above market coal prices. Id. Debt covenants at 

GENCO prohibit additional borrowing. !d. Foresight's proposal is essentially a borrowing 

activity, which would violate the covenants and put GENCO into default. !d. 

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V. THE REQUESTED VARIANCE WILL ENSURE THE CONTINUED 

ENVffiONMENTAL BENEFIT AND COMMITMENT TO ENVIRONMENTAL 

PROGRESS OF THIS MPS GROUP; CLAIMS OF ADVERSE 

ENVffiONMENTAL CONSEQUENCE ARE UNSUBSTANTIATED AND 

MISPLACED 

The ELPC's argument that the variance would "confer a benefit to a handful of 

corporations, at an unacceptably high cost to the general public" ignores the achievements of the 

lllinois Mercury Rule and the MPS to date and the progressively stringent standards to which the 

MPS Group adheres. This MPS Group has made drastic reductions in 802, nitrogen oxides 

("NOx"), and mercury emissions over the past decade. Tr. p. 74. With respect to 802, since 1990 

the MPS Group has achieved a steady and significant decline in 802 emissions across the fleet --

87% since 1990 and 51% over just the last five years, and similar reductions have been achieved 

with respect to NOx. !d. See table below: 

0 +-~-,.....---,---,-----, -~--.,------,.....--+ 0 

1990 2005 2006 2007 2008 2009 2010 2011 2012 

-Total S02Tons -Coal Consumption 

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A. Environmental Achievements of this MPS Group Will Continue With the 

Requested Variance 

These reductions have been accomplished even while utilizing greater quantities of coal. 

This decrease correlates specifically to the increased use of low sulfur coal and the various 

pollution control equipment that has been installed on these plants. At hearing, Mr. Dan 

Thompson presented a chart identifying all of the pollution control equipment that has been 

installed on the MPS Group to meet the Illinois Mercury Rule and the MPS, attached hereto as 

Exhibit 4. The total cost of these controls has exceeded $1 billion dollars. Pet. §VI, p. 57; Tr. p. 

19. Similarly, Mr. Thompson discussed the pollution control equipment that has been installed 

at the Dynegy l\1PS Group of plants, also exceeding $1 billion dollars - and achieving a 90% 

drop in emission levels since 1998. See Exhibit 5; Pet §VI, p. 57; Tr. p. 20). 

At hearing, employees from both Ameren and Dynegy attested to the environmental 

commitments and achievements they have witnessed from their respective companies and 

vantage points. As Prentice Carter (AER) stated: 

I started my career in 1987 at Central lllinois Light Company in the 

Environmental Department and, through a number of mergers, I have become part 

of Ameren. I've worked in engineering and operations positions through the years, 

and I've been personally involved in the installation, startup, and operation of 

pollution control equipment including -low NOx burners, over fire air, selective 

catalytic reduction, scrubbers, so I've been there through the years where we've 

made these improvements to our plants, and in recent years, I've had the 

opportunity to actually work at all of our facilities in lllinois and meet the people 

there, and I just want to assure you that everybody I've worked with is dedicated 

to the work, to the environment, and the communities in which we live, and I 

respectfully request that the Board grant approval of the petition. Tr. pp. 109-110. 

Similarly, John Baker, a 30-year Dynegy employee stated: 

I've also been on the team of the check out and the commissioning of the 

scrubbers and also work with the guys on the daily operation of that. We're proud 

of that, not because we had to do that but because we wanted to do that Dynegy 

is a very responsible corporate citizen in the state, and I'm proud to be a part of 

that, and I'm proud to tell you all that ......... I remember 30 years ago what the 

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stacks looked like, and I'm proud to see the change. Dynegy is going to move 

forward in a positive aspect to make these, and we're asking for a variance. We're 

asking for a little time to do that to get things engineered, designed properly, and 

move forward with that. Tr. pp. 200-201. 

In keeping with the above corporate commitments, IPH has committed to finish 

construction of the Newton scrubber system. !PH has committed to achieve completion of the 

Newton FGD Project in accordance with the construction schedule the Board set forth in the 

AER variance. As Dan Thompson stated at the hearing: "given our expertise in retrofitting our 

lllinois plants particularly at Baldwin and Havana with emission controls, we expect a seamless 

continuation of that schedule under !PH ownership." Tr. p. 27. 

!PH will maintain a continuous program of construction at the Newton Energy Center, on 

the schedule set forth in the proposed Board Order, so as to be in a position to have the Newton 

FGD Project completed and operational to meet compliance obligations. Pet. at Sec. IV(A). All 

major equipment components required to complete the Newton FGD Project have been procured. 

Engineering design will continue through 2014. !d. Field construction work will be staged so as 

to facilitate future construction sequencing as set out in the existing variance order schedule. 

!PH's commitments will result in compliance with the Ameren MPS Rule's final overall S02 

annual emission rate (0.23 lb/mmBtu) beginning in 2020, with installation and operation of the 

Newton FGDs. !d. !PH has diligently undertaken the necessary planning to complete the 

Newton FGD Project with the requested variance relief. !PH's financial and operational 

commitment to complete the project on the current construction schedule unquestionably 

advances the long-term interests of the public and the environment. 

Beyond the significant reductions in S02 emission levels already achieved in the MPS 

Group and within the rest of the Dynegy fleet in lllinois, !PH also has committed to additional 

reductions and limitations that should be considered in this variance proceeding. As Mr. 

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Thompson testified (Tr. pp. 21-22), IPH committed to the additional vanance conditions 

proposed in the IEPA Recommendation: operation of the FGD systems at Duck Creek and 

Coffeen at 98% S02 removal efficiency; bum only low sulfur coal (0.55 lb sulfur/mmBtu or less) 

at Edwards, Joppa and Newton; and permanently retire E.D. Edwards Unit I as soon as allowed 

by MISO. The Edwards Unit I retirement is also part of the MOA between IPH (and other 

Dynegy affiliates) and IEPA executed on September 4, 2013 (see IEPA Recommendation, 

Exhibit 2), which additionally provides IEPA other environmental improvements that will assist 

in its air quality planning for the entire state, including installation of advanced gas path 

technology at the Kendall Power Station and permanent retirement of the air permits for Stallings 

and Oglesby Combustion Turbine facilities. 

Mr. Gignac's comments filed on behalf of the Attorney General's Office acknowledge 

the proposed additional variance conditions but also suggest, without technical analysis, that the 

Board make annual mass emission caps a condition of a variance, if granted. PC# 2336 at 7. The 

Board also asked Petitioners about an annual emissions cap in its questions presented in a Hearing 

Officer order dated August 14, 2013. See Petitioners' Responses, filed on September 5, 2013. As 

Petitioners discussed therein, the concept of annual mass emission caps runs directly contrary to 

the regulatory structure that is the MPS. See Ex. 3, Thompson Affidavit, ~20 The MPS S02 

system rate approach allows affected units to operate more or less in any given year in response to 

market demand and other forces (e.g., weather, unit availability), so long as the MPS S02 

emissions rate limit is achieved at the end of the calendar year. Jd. In the context of this 

requested variance, this flexibility is important. Imposing annual mass emission caps would 

eliminate the operating flexibility intrinsic in the rate-based MPS regulatory structure. Id. As 

such, an annual mass emission cap could significantly curtail plant and or unit operations and, 

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thereby, restrict the ability of IPH to generate sufficient revenues to fund timely completion of the 

Newton FGD Project. !d. IPH recognizes that annual mass emission caps were part of Midwest 

Generation's compliance plan in PCB 13-24. !d. ~21. However, Midwest Generation proposed 

such as its particular approach to compliance with its own structured multi-pollutant regulation 

(the Combined Pollutant Standard or "CPS") and, accordingly, could plan its operations and relief 

accordingly. !d. Nonetheless, IPH has agreed, as requested by the Board, to accept as a condition 

of its proposed variance order a requirement to report the annual S02 mass emissions for the five 

operating power plants and continue to confirm the shuttered state of the other two MPS Group 

plants. Id. ~22. 

Instead of an annual emissions cap, and in order to maintain the flexibility necessary to 

meet its obligations, IPH here proposes instead a tonnage cap on 802 emissions of 327,996 tons 

· from the fourth quarter of 2013 through December 31, 2020. This would ensure a positive net 

environmental benefit of 7,778 tons through December 31, 2020. See Exhibit 5. The IEPA 

agrees that annual mass emission caps are not needed. !EPA's Response to Board's Question 

filed September 16,2013. 

Mr. Gignac's comments also broadly suggest that the Board should reexamine a range of 

emission scenarios. PC# 2336 at 5-6. As regards Petitioners' emission tables, the ELPC also 

challenges the baseline heat input values used in them, even though those heat input values have 

been used continuously as they relate to this MPS Group - and were the very tables used by the 

Board in PCB 12-126, as developed in consultation with IEPA in that proceeding. 

Indeed, Petitioners' emissions tables were developed in this proceeding in consultation 

with the IEPA, once again, and the Agency believes the tables are appropriate. IEPA 

Recommendation, ~79. Despite this, the ELPC suggests that the only appropriate heat inputs are 

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the four most recent years, and cites to the recent Board variance granted to Midwest Generation. 

PC #233 7 at 17 - 18. That case, however, does not provide a regulatory basis or precedent for 

this case. Rather, here the appropriate baseline years are the ones that were previously used for 

this MPS Group as developed in consultation with the IEPA. Transposing different baseline 

period from different MPS Groups, such as Midwest Generation, is simply not appropriate in this 

proceeding. Respectfully, Petitioners also suggest that the ELPC misreads the Board's decision 

in Midwest Generation. LLC v. !EPA, PCB 13-24 (Apr. 4, 2013), at p. 65, where Midwest 

Generation itself, as the petitioner, proposed to use the four most recent years as its baseline for 

its own purposes. Here, the more comparative example is, of course, PCB 12-126, where the 

Board approved the use of these very tables. Moreover, the four most recent years of heat input 

for the Ameren MPS Group are not representative of the MPS Group's operations because recent 

years reflect depressed market conditions in which the units did not achieve typical levels of 

operations. 

In sum, the IEPA Recommendation concluded that if the variance relief is granted at the 

requested system-wide S02 emission rate of 0.35 lb/mmBtu heat input, with continued cessation 

of operations at Meredosia and Hutsonville, there would be a net environmental benefit. !d. This 

conclusion was reached even before factoring in the additional benefits that would be created by 

the additional variance conditions, the MOA reductions and the tonnage cap proposed by IPH. 

Reexamining of the emission scenarios as suggested by Mr. Gignac is neither necessary nor 

appropriate. 

B. The ELPC's Technical Analyses are Flawed and Misplaced. 

Mr. Andrew Armstrong of the ELPC, claims that the variance would have a negative 

environmental impact by allowing local exceedances of the !-hour S02 NAAQS. PC# 2337, p. 

11. In support of such claim, Mr. Armstrong relies on air modeling impact analyses of the 

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Edwards, Newton and Joppa Energy Centers as prepared on the ELPC's behalf by Mr. Steven 

Klafka of Wingra Engineering. The ELPC contends that the Klafka analysis predicts 

exceedances of the !-hour S02 NAAQS throughout each of the three plant's respective regions. 

Mr. Gignac similarly believes the Klafka analysis supports the view that the variance would 

cause unsafe exposure to unsafe .levels of air pollution longer for longer than would otherwise if 

compliance with the MPS were required. PC# 2336, p. 7. The claims are both misplaced and 

premised on technically flawed analyses. 

Petitioners retained AECOM to conduct a technical review of the public comments 

related to environmental impact. This includes post-hearing comments of Lisa J. Bradley, Ph.D., 

DABT. See Exhibit 6. This exhibit includes, as Attachment A, a technical review of the Klafka 

analyses. AECOM's review, Technical Critique of Recent Air Quality Modeling Analyses of the 

Edwards, Joppa and Newton Plants (Sept. 30, 2013), was prepared by Robert J. Paine, C.P.P.N., 

Q.E.P., Associate Vice-President of AECOM. See Exhibit 6, Attachment A. Mr. Paine is a noted 

air pollution and modeling expert. His resume appears at the end of Exhibit 6, Attachment A. 

AECOM's critique found that the approach to modeling employed by Mr. Klafka 

"grossly overstates actual emissions from the three energy centers, as well as their impact on air 

quality" and that "the Klafka modeling represents a very conservative analysis that does not 

present credible results." Ex. 6, Attachment A at 1. More specifically, the AECOM technical 

review identifies several key flaws in the modeling analyses performed by Mr. Klafka resulting 

in an over prediction of emissions from all three plants. 14 For example, AECOM's technical 

14 Notably, USEPA has not yet fmalized technical guidelines for proper use of air quality modeling for purposes of 

assessing attainment and nonattainment areas with the !-hour S02 NAAQS. As explained in the AECOM technical 

review, USEPA most recently released a draft document for comment on May 21, 2013 after numerous concerns 

were raised by USEPA's initial efforts to implement the !-hour S02 standard using air quality modeling, in contrast 

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review found that the Klafka modeling did not use actual hourly emissions monitoring data, but 

rather used maximum allowable emission rates and peak actual emission rates. !d., Attachment 

A at 6. This unrealistic methodology also was used in the Newton and Joppa modeling analyses 

and similarly over predicted emissions for those two Energy Centers. !d., Attachment A at I 0, 

12. Importantly, the AECOM technical review found that by making appropriate technical 

adjustments, the modeling results show that !-hour S02 levels are below the NAAQS at each of 

the three Energy Centers. Jd. Attachment A at 6, 10, 12. Thus, the AECOM technical review 

concludes that the Klafka analysis does not provide credible results. Id., Attachment A at 13. 

Accordingly, contrary to assertions of the ELPC, the Klafka analyses does not demonstrate the 

requested variance will result in continuing localized NAAQS exceedances at Newton, Joppa 

and Edwards. 

Moreover, Mr. Armstrong's and Mr. Gignac's contention that requiring compliance with 

the MPS rule would address the !-hour S02 NAAQS is nothing more than a red herring. The 

Klafka analyses fails to demonstrate how changes to the MPS system-wide S02 annual rate 

limits would affect !-hour S02 concentrations at a specific station. Indeed, the environmental 

harm contention of the Mr. Armstrong and Mr. Gignac ignores the fact that MPS S02 emission 

limits are not intended to address short-term ambient air quality levels. Within the calendar year 

compliance period established in the MPS S02 rule, the MPS allows units to alter their S02 

emission rates as long as the MPS Group meets the MPS S02 rate limit at the end of the year. 

Thus, any single unit in the MPS Group can increase or decrease the amount of S02 that it emits 

in response to changes in unit availability, coal quality, pollution controls, and market demand. 

The amount of S02 any MPS unit may emit over a short-term period is regulated by other 

to actual ambient monitoring data. Ex. 6, Attachment A at 1-3. One of the key issues to be addressed in the 

modeling guidance is use of actual emissions data as modeling inputs. 

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emission limits designed to address short-term S02 concentrations, not the MPS system-wide 

annual S02limit. The contention also ignores the fundamental reality of the existing variance. 

Simply put, as recognized by the IEPA, the requested variance will not cause any increase in S02 

emissions over what is currently allowed. IEPA Response to Board Question, filed September 

16, 2013. 

Nor is the requested variance inconsistent with federal law. Short-term S02 emission 

limits needed to achieve the !-hour S02 NAAQS will be promulgated and implemented via a 

separate rulemaking process in accordance with a schedule established by USEP A. As stated in 

the Petition, !PH understands that the variance would not affect any emission reductions 

obligations imposed through the separate rulemaking processes addressing the !-hour S02 

NAAQS. Pet. § Vill, pp. 65-67. Importantly, the IEPA agrees: "The IEPA believes the granting 

of this variance will not jeopardize the State's obligations to attain and maintain the !-hour S02 

NAAQS. This variance deals only with the requirement in question at the current time. Any 

new rule mandating reductions in S02 will be addressed in a separate rulemaking proceeding 

before the Board. Variances for existing requirements do not affect any future rules." IEPA 

Response to Board Questions filed September 5, 2013, at 2. 

C. The P•·oposed Variance Does Not Threaten Public Health. 

The Petitioners presented Dr. Lisa Bradley, Senior toxicologist at AECOM, as its expert 

witness to provide (a) a Memorandum to accompany the Petition (Pet. Ex. 12), (b) testimony at 

hearing, as needed (Tr. pp. 72-82); and (c) a follow-up report attached to this Post-Hearing Brief, 

addressing comments at hearing related to alleged public health impacts. See Ex. 6. Dr. Bradley 

is a nationally recognized toxicologist who holds a Ph.D. in toxicology from the Massachusetts 

Institute of Technology. She has 25 years of experience in risk assessment and toxicology, and 

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is certified by the American Board of Toxicology. Her 11-page resume appears at the end of the 

AECOM Memorandum that was included with the Petition. See Pet. Ex. 12. 

Dr. Bradley specifically addresses the comments made by Ms. Bugel on behalf of the 

ELPC. First, Ms. Bugel argues that the variance "will allow a negative environmental impact" 

which she explains would be "local exceedances of the 2010 NAAQS for S02" PC# 2337 at II. 

As Dr. Bradley explains, the approach used by the ELPC to reach this conclusion is fatally 

flawed, as it utilizes an approach not condoned by most recent U.S. EPA guidance. A detailed 

evaluation of the ELPC's air modeling is attached to Dr. Bradley's comments, as Attachment A, 

and is discussed in detail above. The modeling presented by the ELPC quite simply is "not 

evidence of an air quality violation" and "should not ... be relied upon for decision-making." Ex. 

6 at, p. 2. Moreover, Dr. Bradley points to the more appropriate emission estimates, contained in 

Attachment A which will, she explains, "result in modeled compliance at all three of the plants" 

referred to by Ms. Bugel. See Ex. 6, p. 2. 

Further, Dr. Bradley explains that, in any event, the NAAQS themselves do not 

represent a threshold for adverse health effects, as appears to be the suggestion of Ms. Bugel in 

her comments. Dr. Bradley explains that the comments on this point reflect "a fundamental lack 

of understanding ... of the concept of the concentration-response relationship and the difference 

between a regulatory standard and a biological threshold for adverse effects." See Ex. 6, p.2. To 

demonstrate why Ms. Bugel's thesis is incorrect, Dr. Bradley reviews the following: the 

concentration-response relationship for S02 in the sensitive subpopulation of interest, asthmatics; 

the basis of the NAAQS for S02; and the recent data on 1-hour S02 concentrations in Illinois. 

See Ex. 6, pp. 2 - 4. 

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Finally, Dr. Bradley also responds directly to Ms. Bugel's point, at PC# 2337, p. 9, that 

excess S02 emissions would transform into fine particulate matter PM2. 5, thereby cause 

degradation of air quality. First, this comment fails to recognize that there will be no excess S02 

emissions over the variance period and, in fact, the compliance plan proposed with additional 

conditions will provide further assurance that there will be even less S02 emissions over the 

variance period. Second, Dr. Bradley refers to the analysis performed on this point as included in 

the AECOM Memorandum in the Petition, Pet. Ex.12, as well as an expanded analysis which is 

included in her Post-Hearing Comments. Ex. 6, Attachment B. 

In conclusion, based upon her evaluations of this variance, Dr. Bradley expresses the 

expert opinion that the proposed variance is protective of human health, and will not result in 

adverse health effects, even in our most sensitive populations. 

VI. THE REQUESTED VARIANCE IS CONSISTENT WITH FEDERAL LAW 

The Petition properly concluded that the requested variance may be granted consistent 

with federal law. A discussion of the consistency was laid out in some detail regarding 

consistency with the federal Best Available Retrofit Technology ("BART") requirements, Cross 

State Air Pollution Rule ("CSAPR") (if it ever becomes effective), Mercury and Air Toxics 

Standards ("MATS") and the NAAQS. Pet. at 64-67. The IEPA has no disagreement on any of 

these issues, and as with the AER variance in PCB 12-126, the IEPA will submit this variance, if 

granted, to the USEPA for approval as an Illinois State Implementation Plan ("SIP") revision. 

See Pet., Section X. 

The ELPC claims that the operation of three of the plants (Edwards, Joppa and Newton) 

already causes exceedences of the 1-hour S02 NAAQS. The claimed support for this is air 

modeling performed by Mr. Steven Klafka on behalf of the ELPC. However, this is simply 

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inaccurate, and not relevant to this variance request, for a variety of reasons as set forth above. 

Thus, consistency with the S02 NAAQS will also be had if this variance is granted. See also 

!EPA Response to Board Question, filed September 16, 2013 (!EPA concludes: "[T]here is no 

increase in S02 emissions from the requested variance over what is currently allowed in the 

variance previously granted to Ameren. Therefore, the Illinois EPA does not need to rely upon 

any annual mass emissions cap associated with the requested variance for approval of a SIP 

revision."). Moreover, in its evaluation of the variance, as required by section 37(a) of the Act 

and Section 104.216 of the Board's rules, the !EPA did not indicate that the variance would be 

inconsistent with federal law but instead indicated an intention to submit the variance, if granted 

by theBoard, "for approval as a SIP revision" See Section VII, ~~63-70. The Petitioners fully 

intend to show compliance with the 1-hour S02 NAAQS under a separate analysis, where 

relevant and as required outside the scope of this variance. 

VII. CONCLUSION 

The requested variance represents the best path forward for the continued operation of the 

MPS Group in a manner that achieves environmental protection and allows time for completion 

of the Newton FGD Project that was the subject of the compliance plan in PCB 12-126. The 

requested variance is in the best interest of not only the petitioning companies, but also the State 

oflllinois, the communities where the MPS Group energy centers are located, and the employees 

who work there. Further, this Petition for Variance represents the Petitioners' and CoPetitioner's good faith response to the Board's June 6, 2013 Order in PCB 12-126, in which the 

Board required the requested variance to be filed as a separate matter and justified independently 

in its own docket. Petitioners and Co-Petitioner believe they have done that, in its appropriate 

regulatory context: a variance from the 2015 and 2017 system-wide emission rates for one 

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pollutant, S02. Further, all relevant parties are present here - and have presented record 

evidence in the Petition, and at hearing, and in this Post-Hearing Brief that provides clear 

justification for the granting of their request, in accordance with the Act, the Board's regulations 

and prior Board and court case law. 

While Petitioners and Co-Petitioner have justified the hardships that will occur absent a 

grant of this variance, as they must, Petitioners and Co-Petitioner also very much respect the role 

of the Board and wish to state unequivocally that this matter does not require the Board to 

choose between jobs and the . environment This petition seeks relief at no demonstrated 

detriment to the environment and, in fact, results in an overall improved environment - as 

evident from the enhanced compliance conditions proposed by Petitioner IPH and the fact that 

IPH represents the best path forward for ensuring the compliance initiative set in motion in PCB 

12-126: completion of the Newton FGD Project while maintaining economic, employment and 

operational stability. 

WHEREFORE, for the reasons set forth above, Petitioners ILLINOIS POWER 

HOLDINGS, LLC, and AMERENENERGY MEDINA VALLEY COGEN, LLC, and CoPetitioner AMEREN ENERGY RESOURCES, LLC, respectfully request that the Board grant 

the requested variance from the requirement that the seven affected MPS Group facilities comply 

with a system-wide S02 annual emission rate of 0.25 lb/mmBtu for the period from January I, 

2015, through December 31, 2019, and from the requirement that they comply with a systemwide S02 annual emission rate of 0.23 lb/mmBtu for the period from January I, 2017 through 

December 31, 2019. Specifically, Petitioners ILLINOIS POWER HOLDINGS, LLC, and 

AMERENENERGY MEDINA VALLEY COGEN, LLC propose the following V ARTANCE 

ORDER (see Attachment A). 

· Page 50 of 53 
Electronic Filing - Recived, Clerk's Office: 10/0712013 

Respectfully submitted, 

ILLINOIS POWER HOLDINGS, LLC AMEREN ENERGY RESOURCES, LLC and 

AMERENENERGY MEDINA VALLEY 

COGEN, LLC 

By: One ofits Attorneys 

BROWN, HAY & STEPHENS, LLP 

Claire A. Manning 

William D. Ingersoll 

205 S. Fifth Street, Suite 700 

P.O. Box 2459 

Springfield, IL 62705-2459 

(217) 544-8491 

Fax: (217)241-3111 

cmanning@bhslaw com 

wingersoll@bhslaw.com 

By: One of Their Attorneys 

SCHIFF HARDIN, LLP 

Renee Cipriano 

Amy Antoniolli 

233 South Wacker Drive, Suite 6600 

Chicago, lllinois 60606 

312-258-5550 

Fax: 312-258-5600 

rcipriano@schiffuardin.com 

aantoniolli@schiffuardin.com 

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Electronic Filing -Recived. Clerk's Office: 10/0712013 

ATTACHMENT A 

The Board grants Petitioners, ILLINOIS POWER HOLDINGS, LLC and 

AMERENENERGY MEDINA VALLEY COGEN, LLC, combined dual variances for the 

electrical generating units in the Ameren multi-pollutant standard (MPS) Group from the 

applicable requirements of 35 Ill. Adm. Code 225.233(e)(3)(C)(iii) for a period beginning 

January I, 2015 through December 31,2019 and 35 IlL Adm. Code 255.233(e)(3)(C)(iv) for a 

period beginning January I, 2017 through December 31, 2019, subject to the following 

conditions: 

I. Illinois Power Holdings, LLC (IPH) must assure compliance with paragraph 2 and 

must comply with an overall S02 annual emission rate of 0.35 lb/mmBtu through 

December 31,2019, and beginning January I, 2020, must comply with an overall 

S02 annual emission rate of 0.23 lb/mmBtu. 

2. AmerenEnergy Medina Valley Cogen, LLC shall not operate the electrical 

generating units at the Meredosia and Hutsonville Power Stations until after 

December 31, 2020. The FutureGen project at the Meredosia Energy Center is 

exempt from this restriction. 

3. Through December 31, 2019, IPH shall continue to bum low sulfur coal at the 

E.D. Edwards, Joppa and Newton Energy Centers. The combined annual average 

stack S02 emissions of these three stations shall not exceed 0.55 lb /mmBtu on a 

calendar year annual average basis. 

4. Through December 31, 2019, IPH shall operate the existing Flue Gas 

Desulfurization systems at the Duck Creek and Coffeen Energy Centers to 

achieve a combined S02 removal rate of at least 98 percent on a calendar year 

annual average basis. 

5 IPH shall permanently retire the E.D. Edwards Unit I as soon as allowed by the 

Midcontinent Independent Transmission System Operator, Inc. 

6. IPH shall limit the MPS Group system-wide mass emissions of SOz to no more 

than 327,996 tons, through December 31,2020. 

7. For each year through 2020, IPH shall report to the Agency the mass SOz 

emissions with its Annual Emissions Reports. For the purposes of this condition, 

the mass S02 emissions would be the combined tons of S02 emitted by the five 

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operating power stations in the MPS Group: Coffeen, Duck Creek, E.D. 

Edwards, Joppa and Newton Energy Centers. 

8. Regarding the Flue Gas Desulfurization project at the Newton Power Station (I.D. 

No. 079808AAA) (Newton FGD project): 

a. On or before July I, 2015, JPH must complete engineering work on the 

Newton FGD project. 

b. On or before December 31, 2017, IPH must obtain a new or extended 

construction permit, if needed, for the installation of the FGD equipment 

at the Newton Power Station. 

c. On or before December 31, 2018, lPH must complete construction of the 

absorber building on the Newton FGD project. 

d. On or before July I, 2019, JPH must complete steel fabrication of 

ductwork and insulation activities on the Newton FGD project. 

e. On or before July I, 2019, IPH must complete installation of electrical 

systems and piping on the Newton FGD project. 

f. On or before September I, 2019, IPH must set major equipment 

components into final position on the Newton FGD project. 

g. Beginning with calendar year 2013 and continuing through 2019, annual 

progress reports must be filed with the Agency as to the status of 

construction activities relating to the Newton FGD project by the end of 

each calendar year. These annual progress reports must include an 

itemization of activities completed during the year, activities planned to be 

completed in the forthcoming year, progress of the Newton FGD project to 

comply with the timelines specified in this variance, and the estimated inservice date. 

9. Annual reports as required above must be submitted to: 

nlinois Environmental Protection Agency 

Attn: Ray Pilapil, Manager 

Bureau of Air-Compliance Section 

1021 N. Grand Ave. East 

P.O. Box 19276 

Springfield, IL 62794-9276 

lllinois Environmental Protection Agency 

Attn: Gina Roccaforte, Assistant Counsel 

Division of Legal Counsel-Air Regulatory Unit 

I 021 N. Grand Ave. East 

P.O. Box 19276 

Springfield, IL 62734-9276 

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CERTIFICATE OF SERVICE 

I, the undersigned, certify that on this 7th day of October, 2013, I have served electronically the 

attached PETITIONERS' and CO-PETITIONER'S POST-HEARING BRIEF, upon the following 

persons: 

John Therriault, Assistant Clerk 

Jllinois Pollution Control Board 

James R. Thompson Center 

Suite 11-500 

I 00 West Randolph 

Chicago, Illinois 60601 

and by first class mail, postage affixed upon: 

Division of Legal Counsel 

Illinois Environmental Protection Agency 

1021 North Grand A venue, East 

P.O. Box 19276 

Springfield, Jllinis 62794-9276 

Gina Roccaforte 

I 021 North Grand Avenue 

P.O. Box 19276 

Springfield, lllinois 62794 

Faith E. Bugel 

Andrew Armstrong 

35 E. Wacker Drive, Suite 1600 

Chicago, Illinois 6060 l 

BROWN, HAY & STEPHENS, LLP 

Claire A. Manning 

William D. Ingersoll 

205 S. Fifth Street, Suite 700 

P.O. Box 2459 

Springfield, IL 62705-2459 

(217) 544-8491 

Fax: (217) 241-3111 

lsi Claire A. Manning 

Claire A. Manning 

SCHIFF HARDIN, LLP 

Renee Cipriano 

Amy Antoniolli 

233 South Wacker Drive, Suite 6600 

Chicago, illinois 60606 

(312) 258-5550 

Fax: (312) 258-5600 
Electronic Filing - Recived. Clerk's Office : 10/0712013 

Rl4-10 Petitioner's Post Hearing Brief Exhibits 

Exhibit List 

Exhibit Number Name/Citation Description 

I Ex. I, Public Comments Swnmary of Testimony Supporting the 

Swnmary ·<•i Variance Offered at September 17, 2013 

Hearing 

2 Ex. 2, Bilicic Affidavit Affidavit of George W. Bilicic 

'· 3 Ex. 3, Thompson Affidavit . Affidavit of Daniel J. Thompson 

4 Ex. 4, AER MPS Group AER MPS Group Emission Control 

Emission Control Technologies Technologies Chart 

Chart 

5 Ex. 5, DynegyE~ssion . Dynegy Chart of Emission Control 

•• '•• Control Technologies Chart •: Technologies·.· .Yic> '&,·, 

6 Ex. 6, Post Hearing Comments Post Hearing Comments of Dr. Lisa 

of Dr. Lisa Bradley Bradley 

6 Attachment A Ex. 6 AttachmentA, AECOM ·· AECOM's Technical Critique of Recent 

Technical Critique Air Quality Modeling Analyses of the 

. . . .. ,>;::.'' . . ; ... .... Edwards, Joppa and Newton Plants 

6 Attachment B Ex. 6 Attachment B, AECOM AECOM's Analysis ofPMz.s NAAQS 

Analysis ofPMz 5 NAAQS Compliance Issues for Monitors in the 

Compliance Issues Vicinity of the Edwards, Joppa, and 

Newton Plants 
. Electronic Filing- Recived, Clerk's Office: 10/0712013 

Summary of Testimony Supporting the Variance 

Offered at the Hearing before the Pollution Control Board 

On September 17, 2013 for PCB Docket Number 14-10 

Brandon Phelps 

Page 43 

• State Representative, 118th District (Southern lllinois) 

• In 2002 IPCB granted AER a variance from the MPS which was considered to be a "net 

benefit to air quality" and recognized the associated economic benefits 

• Variances materially the same as the one granted by the Board in AER last Fall 

• Uncertainty related to the future of Joppa plant is "causing enormous amounts of distress 

to individuals and also to their families" 

• District "hit hard with state facility closings that the Governor did, especially Tamms" 

• Unemployment rate very high 

• Lack of investment to support the needs of the community 

• Local school districts and municipalities struggling 

• Joppa Energy Center total economic impact to the state of $193.5 M, $46 M in annual 

household earnings for Illinois residence, $850,000 in local property tax 

• Everybody is for jobs 

• We all love clean air 

• 400 Union jobs in the Joppa area 

• Vital to my District 

• Benefits will be lost if a similar variance is not granted to Dynegy and IPH 

• Cannot afford to lose these jobs 

• Best path forward to improve air quality while protecting jobs and sustaining economic 

vitality 

Senator Forby 

Page 46 

• State Senator, 59th District (Southern Illinois) 

• Joppa is in his District 

• To put people out of work in the highest unemployment part of the state would be terrible 

Wavne Rosenthal 

Page47 

• State Representative, 95th District (Central Illinois) 

• In full support of the variance petition filed by IPH 

• A Dynegy subsidiary currently pending 

• If petition is granted, IPH will provide certainty to employees and communities 

throughout southern and central Illinois that count on many economic benefit of 

continued operation of the AER Energy Center 

• Without this variance, AER will be forced to pursue other options for its energy centers 

creating uncertainty for the future of the plants and those who depend on them--

individuals, families, business and communities not only within my district by all across 

the state 

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• Coffeen Energy is in Montgomery County which has one of the highest unemployment 

rates in the state 

• Its livelihood is critical as demonstrated by its total economic impact of $535 M for the 

State of Illinois 

• Facility generates more than $123.2 Min annual household earnings for Illinois residents 

and in tum supports schools, municipalities, emergency response organizations, and city 

governments across the state 

• Pays $3.8 Min annual local property taxes 

• Supports I ,513 jobs in our local area including the men and women from the operating 

engineers Local 148 

• Overall Coffeen supports 2,481 jobs in the State of illinois 

• My District, as well as the State of Illinois, will lose countless benefits should the IPCB 

not grant IPH' s request 

• Dynegy has stepped up to support much needed Union jobs and economic activity 

throughout Illinois 

• Through proposed sale "committing to do what they can to help AER plants operating 

within illinois and have already spent approximately $1 billion on environmental 

controls" 

• Last year, this Board saw fit to grant AER's variance request recognizing both the 

environmental and economic benefits of doing so 

• I would urge that the Board continue to do the same for IPH' s petition so that the many 

benefits provided by the AER facilities in my District are not lost 

• Considering the importance of this petition, I fully support the IPH Petition for 

Temporary Relief as "the best path forward for improving air quality while protecting the 

much needed jobs and the economic benefits we depend on" 

Senator Andv Manar 

Page 50 

• State Senator, 481h District (Central Illinois) 

• Coffeen is located in my District, southern Montgomery County 

• Coffeen provides an "immense level of economic security to individuals, families and 

communities situated within my District and across the region and downstate" 

• Last year this Board saw fit to grant AER' s variance request recognizing both the 

environmental and economic benefits of doing so. I'm here to urge the Board to do the 

same foriPH 

• July 2013, unemployment rate in our state is 9.2% 

• Montgomery County has traditionally been the county in the state with the highest 

unemployment rate 

• Losing this private employer would be detrimental not only to Montgomery County but 

to the entire state 

• All 5 plants provide "certainty to the employees and the communities in the central and 

southern portions of our state that count on economic benefit of the continued operation 

of these facilities" · 

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• When I was on the County Board (Chainnan in Macoupin County) we lost two coal 

mines in 2007 and 2008 and that corresponded to "25 cents on every $1 of our revenue to 

county government" 

• We had to manage our way through that crisis: services suffered, local businesses 

suffered, and things took a spiraling path towards the bad side 

• A vibrant business climate is essential for the residents in our communities and even the 

prospects of potential shut-downs could stifle economic growth in the further 

development of the industry in both central and southern Illinois 

• I've met with Dynegy many times and "they have given me their commitment that they 

are doing what they can to keep AER plants operating within the state. Already they 

have spent approximately $1 billion on environmental controls." 

• "I've reviewed the request, and I believe that it is both economically and environmentally 

responsible." 

• Variance "ensures reduced emissions and high environmental standards that are in place 

while also protecting the economic livelihoods of lllinois families in a place that needs it 

desperately." 

• As the State Senator of Illinois' 481h District, I pledge my support for the request and 

believe that it is the best path forward to improve air quality while protecting jobs and 

sustaining economic vitality in the state 

Brad Halbrook 

Page 54 

• State Representative, l!Oih District (in East Central Illinois) 

• Coles, Cumberland, Clark, Crawford, Lawrence and Edgar 

• Expresses support for variance to the MPS standard 

• Seeks similarly relief to that granted Ameren in 20 12 

• Committed to complying and fulfilling the obligations under that variance 

• Urge the Board to grand the same relief to IPH so that the many benefits provided by its 

facility are not lost in the state 

• The 5 energy plants provide an immense level of economic security to individuals, 

families and communities situated within some of the most economically devastated 

areas of the state 

• Newton Energy Center in Jasper County adjoins my District on the west 

• The individuals, families and businesses within my District have not been "immune to the 

trying economic times dealing with the high unemployment, now new job opportunities, 

and the lack of investments supporting these people within the community, especially in 

regards to the local schools and municipalities." 

• Livelihood of individuals and families within my District depend on survival of the new 

energy center whose total annual economic impact is over $288 M 

• Facility generates over $72 Min household earnings for Illinois residents which them 

supports local schools, municipalities, emergency response organizations and city 

governments 

• Pays over $7.5 M in local property tax 

• Supports 738 local jobs and 1300 jobs in the state 

• Job security and job creation 

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• "A successful transfer of these plants to IPH offers the best opportunity for the workers, 

their families and our communities." 

• Without the variance, Ameren will be forced to pursue other options for the AER centers 

creating uncertainty for individuals, families and businesses within my District as well as 

those around and throughout central and southern Illinois 

• Dynegy is committed to doing what it can to create plants operating within Illinois 

• Dynegy is "an Illinois employer with a strong environmental track record" 

• Spent nearly $1 billion in environmental controls, while AER has also contributed $1 

billion on environmental controls 

• Continue to pledge my full support for IPH's request 

David Reis 

Page 57 

• State Representative, I 09th District (Southeastern Illinois) 

• "We were here last year to offer the same support for variance for Ameren. It made sense 

then. It makes sense now." 

• They're not trying to get out of installing anything, they just want more time to cash flow 

it and make sure it gets put in right 

• U.S. is 4% of the world's population 

• Here in America we are doing things right but it has to make economic sense as well 

• The electric rates have gone down a lot. It's harder to cash flow these things. 

• I live about I 0-12 miles from the Newton power plant, I see how much money has been 

invested in the scrubber and they still got a ways to go and that's why they're asking for 

this variance, to allow time to get it installed, but we're going to get there, and it's going 

to be a very efficient and clean burning coal fired power plant. 

• Newton is the third newest coal fired power plant in the State of Illinois 

• We have to be careful if we start shuttering or mothballing power plants as to where 

exactly we're going to get our power, so there's people from the County Board, the 

School District, to talk about the importance and give you more numbers 

Mark Bolander 

Page 59 

• Mayor of Newton 

• Mayor for 8 y, years 

• Newton is county seat of Jasper County 

• 2 Y, hours from here, Southeastern Illinois 

• Population of 3,000 

• Jasper County has a population of 10,000 

• Newton Energy Center next to one of the best bass fishing lakes in the Midwest 

• Rely heavily on its presence in our area 

• Rely on the good paying jobs, property tax revenue and positive economic impact the 

Newton plant brings to our city and county 

• School district, fire protection district, ambulance service, law enforcement groups are 

effected very directly from property tax revenue provided by the Newton Energy Center 

and the type of services and programs they're able to provide and at what cost 

4 
Electronic Filing - Recived. Clerk's Office: 10/07/2013 

• Losing Newton would not only cripple Newton and Jasper but have a huge impact 

regionally as well 

• Total economic impact on the State of Illinois $288,339,000 

• Total annual earnings $72,371,000 

• Local property tax $7,384,000 

• Total supported Illinois jobs in local area 739 

• Total supported jobs for Illinois residents I ,292 

• Direct jobs 142 

• This is just Newton. I'm not talking about the other plants. I'm not qualified to talk 

about the other areas. 

• If they would come downstate and visit our area they would "see Mother Nature in her 

finest" 

Ed Mitchell 

Page 62 

• Chairman, Jasper County Board 

• Board voted to support the variance 

• Understands importance of air quality 

• Ameren working in good faith 

• Anticipate same with Dynegy 

• Jasper: 495 sq miles; 9698 residents 

• It is a farming community 

• Plant is second largest employer- second only to schools 

• Over Y, of EA V of the county 

• School districts: 50 percent; county 20 percent 

• Eastern Community College 16 percent 

• Rest to townships, fire districts, library, U of I extension 

• Impact of not granting the variance would be to devastating and destabilizing to the entire 

community 

• $55 M generated through this plant 

• County board did its part with cuts- 84 FTE- 50 in ambulance, police and fire, health 

dep. ("we're heavy on health and safety") 

• We ask you to weigh to options and consider "what impact would happen to the county 

and the community if the variance is not granted" --again ask support 

Dan Cox 

Page 65 

• Superintendent of Schools, Jasper Unit 1 

• Largest geographic school district in state- 462 square miles. 1400 students 

• Buses travel3436 miles per day- 1200 further than from New York to San Diego- each 

day 

• Newton Power Station "a valuable neighbor" "Vital to the financial health of our 

schools" -- Y, of tax base at $4 M 

• Largest employer (school) 200 employees 

• Since 2008, lost $2.1 M in combined revenue 

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Electronic Filing- Recived. Clerk's Office: 10/07/2013 

o Potential closure of plant as a result of variance not being granted would be "devastating" 

o Representing our most precious natural resource, our children 

o Variance is crucial "so out children may too someday be leaders of our communities and 

function as democratic citizens" 

Mavor Pethel 

Page 67 

o Mayor of Robinson 

o Representing city and city council 

o Recognizes 2012 IPCB-granted extension to Ameren for pollution control from Jan I 

2015 through Jan I 2020 

o Best interest to transfer variance from Ameren to Dynegy for so many people/families 

o Was employed at Hutsonville ... was able to retire. Others transferred to Newton and 

Coffeen ... now in jeopardy. "So it's very close to me .. My friends work there. It's just 

not people that live in Robinson. They're my friends" 

Bob Berty · 

Page 69 

o Executive Director, Crawford County Development 

o Job is to bring jobs to lllinois. "Bringing jobs to Illinois is tough. It's tough." 

o Many of the learned people up here have taken the entire view. I am looking at it just 

from our standpoint. 

o In Crawford County, Hutsonville closed in 20 II -adverse effects to employment and 

taxes. 

o Large industries depend upon Newton power plant now. 

Michael Carrigan 

Page 95 

o President of Illinois AFL-CIO 

o Expressed continued support for !PH their petition for variance from the Illinois MPS 

which the board found to be "a net benefit to air quality" and urges them to "recognize 

the associated and economic benefits." 

o IPH variance is materially the same as the one granted by the board to AER last fall and 

is a closing condition, a stipulation, a term of the sale from AER to IPH. 

o AFL is committed to fighting for worker's rights. 

o AER is a key employer 

o AER energy centers economic benefits to the State of lllinois and local communities are 

critical during this economic downturn 

o AER's energy centers total economic impact $1.4 billion, $338M in annual household 

earmngs 

o P plants paid $13.3 Min annual local property taxes and they support 6,294 Illinois jobs 

o Critical to keep these employees working in that we keep these economies afloat during 

these rough times 

o Local economies and families not alone in economic struggle "corporations like AER and 

IPH are also feeling the effects of operating in today's environment." 

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Electronic Filing- Recived. Clerk's Office: 10/07/2013 

• Stakes are especially high for companies such as IPH due to the immense capital 

expenditures necessary to comply with state and environmental laws. 

James Luckev 

Page 101 

• Manager, Edwards Energy Station, Bartonville 

• 2,200 Comments in Support presented 

• Similar to the request the Board granted last year 

• Critically needed for central and southern Illinois 

• Our people, communities, and thousands across illinois dependent on energy centers 

• Diversity of people 

• Haven't seen the recovery from the recession that northern Illinois and Chicago seem to 

enJOY 

• "We are real people ... We're leaders, we're organizations who care about our 

communities, our environment and our economy and our supporters include: 

Boilermakers Local 60 and 363, BrickJayers and Allied Craft Workers Local 8, 

Congressman Davis, Congressman Enyart, Congressman Kinzinger, Congressman 

Shock, Congressman Shimkus, the Crawford County Development Association, Harry 

Roland who is CEO and administrator of the Mason District Hospital, the Hennepin 

Business and Betterment Association, the IBEW Sixth District, IBEW Local 51, IBEW 

Local649, the Jasper County Board, the Illinois AFL-CIO, the Illinois Chamber of 

Commerce, the Illinois Energy Association, the Illinois Manufacturers Association, the 

Illinois Valley Area Chamber of Commerce and Economic Development, the Illinois Valley 

Building and Construction Trades Council, the Illinois Association of Heat and Frost 

Insulators and Allied Workers Local!, the Illinois Association of Sheet Metal, Air, Rail and 

Transportation Workers, the International Union Operating Engineers Locall48, the Iron 

Workers Local392, Jonathan Tollman, Superintendent of the Red Bud School District, the 

Laborers International Union of North America Local 338 and Local I 084, the Leadership 

Council from southwestern Illinois, and Lewis & Clark Community College. 

James McKinnev 

Page 105 

• Director of Operations, Hayes PMC in Belleville 

• Union General Contractor specializing in maintenance/capital projects for coal-fired 

power plants 

• Works for both Dynegy and Ameren 

• Typical employment in-house 21- 1,500 during large outage 

• In 18 years, 13M hours and over one billion in revenue within the State of Illinois 

• "The issue that brought us all here is extremely important. It should not be taken lightly. 

Either the variance that had previously been approved for Ameren at their coal-fired 

facilities is approved for Dynegy or we should be prepared for even more economic 

problems for our state." 

• "Without the variance, power generation capacity will be eliminated and thousands of 

jobs across the state lost. The economic crater created will not be easy to climb out of 

for the towns and communities impacted. Loss in power generation could lead to 

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blackouts and hear-related illnesses and even deaths that can accompany such events. 

The overall impact will be far reaching." 

• Degree in chemical engineering and understand the environmental concerns presented by 

the opposition. Dynegy has proven to be a good steward of the environment. They spent 

a billion dollars on installing pollution control equipment at various sites, II baghouses 

and eight scrubbers to name a portion. 

• Taken on the responsibility to lower emissions and to improve our communities. 

Albert Martos 

Page 107 

• Ameren Employee, Morton 

• Edwards for four years; Duck Creek for three and one half years 

• Veteran 

• Blessed to have worked for Ameren- looking forward to working for Dynegy 

• "consider this variance for our sakes and for our families and communities" 

Brian Smith 

Page 108 

• Dunlap, General Supervisor, Duck Creek 

• In industry for 19 years 

• "You made a very good decision in the last variance decision, and I'm asking that you 

weigh the options and make a good decision this time. It is going to be for the betterment 

of our environment as well as for the betterment of our jobs and our coinmunities in 

Illinois." 

Prentice Carter 

Page 109 

• Peoria 

• Started withCIPS in 1987 -through a number of mergers ... becamepartofAmeren 

• Worked in engineering and operations 

• Personally involved in the installation, startup, and operation of pollution control 

equipment including low NOx burners, over fire air, selective catalytic reduction, 

scrubbers, so I've been there through the years where we've made these improvements to 

our plants, and in recent years, I've had the opportunity to actually work at all of our 

facilities in Illinois and meet the people there, and I just want to assure you that 

everybody I've worked with is dedicated to the work, to the environment, and the 

communities in which we live, and I respectfully request that the Board grant approval of 

the petition. 

Tom Ruschmever 

Page 110 

• Ameren Edwards Plant employee 

• Associated with power plants in Centrallllinois for 32 years 

• Seven years in union, 25 years in management 

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• Hired in 1981 specifically to clean the scrubber, monitor S02 scrubber modules, and 

keep these things compliant "with the regulations of the day" 

• We continue that process of staying in compliance, and we've continuously gotten better 

at it, so we've been in the business a long time so I'd like to make that clear. 

Dennis Morgan 

Page Ill 

• General Supervisor- Edwards 

• 19 years in this position at Edwards; 22 years in industry 

• Seen first-hand economic benefit of having facility in Havana 

• Strong school district 

• It's my hope that my grandchildren are afforded the same, so I please ask you to support 

the variance, to support central and southern Illinois jobs. 

Alan Bogardus 

Page 112 

• Ameren Edwards, Seven Years- Production Superintendent 

• Veteran 

• Last year I came where you listened to me ... a lot of great things have happened, but the 

most important thing that I want to talk to the Board about was after that day, after that 

hearing, the trust that you put into me is the same trust that has been put into me for 23 

years in the military. It was an exception. We went back and we carried that out every 

day with integrity and honor. We take your rule and we hold it very dearly, and it's very 

important to all of us and the people out there. 

• We recreate in these areas. We live in these areas, and it's of the utmost importance that 

we value your decision and carry it forward with integrity and honor, and we've done 

that, and we will continue to do that if you grant this variance. 

Pat Foley 

Page 113 

• Ameren employee for 7 years in Peoria 

• Joined military in 1984. Retired from the navy in 2006. 

• Captain Maurice Joyce: whatever comes up, whatever decision you have to make, do the 

right thing, you know, and it fits here because there's a couple of things you can do. 

• You can grant the variance and get a better net benefit in atmospheric air and a cleaner 

environment and still maintain the economic vitality of the communities 

• Or you could not grant the variance and destroy all these communities and the schools 

around Newton that I was listening to, and I'm sure it would really hurt them bad, but 

you wouldn't get any net benefit in the atmosphere or the environment. 

• A net benefit against really no benefit, economic vitality or economic destruction. DO 

the right thing. 

Tom Hart 

Page 115 

• Liv~s in Orland Park (apartment in Peoria)- Ameren Employee 

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• Perception of business community is that the State of Illinois ... not conducive to do 

business here because of your rules and regulations. 

• Grant the variance here to demonstrate the willingness of the State of Illinois to work 

with businesses and develop the economic environmental reasons. 

Greg Russell 

Page 116 

• Director, Duck Creek Energy Center 

• Jn industry for 25 years, locally for the last 13, originally from the East Coast 

• You can look out into the audience and see all the hard working men and women of these 

facilities 

• We talked and heard a lot about the economic impacts these facilities have in the 

communities we serve from schools, businesses, the overall local economy, tax bases, 

and other things. 

• It's no different in the Canton area for Duck Creek 

• A "devastating impact to the local community if these were not allowed to continue to 

operate in some form or fashion." 

• Like Allen Bogardus mentioned earlier, we take our jobs serious and our commitment 

serious 

• You have that commitment from me and all the people that work at Duck Creek day in 

and day out, 24 hours a day, 7 days a week, that's our job, that's our commitment, we 

take it serious 

• Families count on what we do, the payroll and everything that goes on in Canton from the 

local community and schools, we do provide the necessary benefit to the area, and we ask 

that you do grant the variance request 

Kevin Largent 

Page 117 

• Worked with Ameren and its predecessor company since 1989 (24 years) 

• The last 14 years at the Duck Creek facility 

• Company has allowed me to further my education through education matching 

• Allowed me to raise my two sons that are 17 and 14 and support my family 

• I would encourage the Board to review all options and support the variance 

Curt Kooken 

Page 118 

• 34 year employee of the Edwards station 

• Been in operations my entire career, all of it at Edwards 

• "I am the person inside ... running the equipment, maintaining the compliances that have 

been established." 

• Half of my department will be there, in there, on Christmas Day working to provide 

electricity for our cominunity 

• Our communities rely on this plant for tax dollars or for the school 

• Please consider the variance and give it to Dynegy 

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Roger Look 

Page 119 

• Supervisor, Ameren Duck Creek 

• The reality is that Ameren really is not going to keep these plants and the second reality 

is that Dynegy wants these plants, and to keep these plants viable and running and people 

in jobs we're going to have to allow this variance to go through 

• People don't realize what it takes to run a power plant, they have no idea 

• Invites Board to tour power plant 

• Poople work in rough difficult conditions next to boilers that can be 165 degrees, do this 

day in and day out and don't do it because they want to put pollution out into the system 

and hurt people. They do it because when you go over to the light switch on the wall, 

you have electricity. 

o I appreciate the Sierra Club, but there are times when I feel they go too far. 

• "If we take away the coal fired plants in this country, none of us are going to be using our 

electric instruments. We won't be using the lights, and we won't have our air 

conditioners and our furnaces because you'll see the same thing California had back a 

few years ago." 

James Klenke 

Page 120 

• Ameren employee for 13 years 

• Lifelong resident of Bond County 

• Bachelor's degree in Science and Environmental Biology 

• Involved in environmental complaints, monitoring, reporting and permitting 

• Operations lead in placing two wet flu gas de-sulfurization units into service in Coffeen 

• The wet flu gas de-sulfurization units scrubbed the flu gas to remove sulfur dioxide 

• Our FTDs must be in service for our boilers to be operational and our FTDs have proven 

to continuously remove greater than 98.9% of the sulfur dioxide 

• Proud to be part of this organization that takes this environmental stewardship seriously 

• I ask the Board to grant this variance that they have already determined that will result in 

an environmental benefit and will sustain jobs, environment, communities and families 

Joyce Lipe 

Page 125 

• Hillsboro resident in Montgomery County 

• Coffeen power station employee for 32 years 

• My father was a supervisor at Coffeen so "I have power plant in my blood" 

• This employment gave me a good college education, nice career 

• I've been able to do the same for my two sons and I was able to provide them with a 

college education 

• Row lett power station is administrative function 

• I get involved in the hiring process and we recruit a lot of young talent into our 

organization, many of them who went to Illinois schools and participated in power plant 

technology programs 

• My goal would be to see them have the same opportunities as I have had 

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John Broder 

Page 127 

• Electric Energy, Inc. employee at the Joppa Plant 

• Variance needs to be given Dynegy for several reasons, first I'd like to keep my job and 

second, I have a 17 year old I promised I'd send to school 

Joe Luckett 

Page 127 

• Hillsboro, illinois 

• Employee of Coffeen 

• Safety supervisor for the last 16 years, been there 31 years 

• My family has been blessed, my grandpa worked for the old retired money power 

• He moved to Hutsonville power station 

• This room does impact us greatly. You know I look around and my wife is an 

administrator in Montgomery County and the funding, the tax revenue, is just basically 

shrinking up. They have to have volunteer efforts in groups like Seratoma, Lyons, 

Kewanee, to supply many of the shoes, gloves, and clothing for the children. 

• Our state economy "is very bad right now" 

• A negative decision here would just really push a lot of these small communities over the 

edge 

• Please, please again support this variance 

• All you have to do is drive through there (southern Illinois small towns) and where the 

buildings are empty, if they're still standing- - oftentimes, my daughter refers to them as 

missing teeth. The downtown districts are really just getting very depressed and we really 

need this. 

Rich Speranco 

Page 129 

• Employee at Coffeen energy center, worked there 21 years, started as an engineer and 

still works in the engineering department 

• Lives in Hillsboro, Montgomery County 

• Over the last 13 years "a significant portion of that work has been on environmental 

projects, primarily air emissions" 

• It is good to have the support in our community of the energy center, and I would ask for 

your support for the variance 

• The plan laid out by Ameren and Dynegy is the best solution- it provides good 

environmental benefit and economic benefits for the area 

Mike McSperritt 

Page 131 

• Works at Coffeen 

• Lives in Hillsboro, Montgomery County- 6 miles from Coffeen energy center 

• 2"d generation Coffeen worker 

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• "My dad was able to raise a whole family, and nice healthy kids within the shadows of 

the plant." 

• I'm also living within, you know, a few miles of the plant. Got three kids: healthy, 

active, no health issues 

• Coffeen has got a scrubber, one of the cleanest in the state, if not the nation 

• We are not economically viable without the other plants 

• Just because we get 99% of our S02 out doesn't mean we can survive in the economy 

without the other stations 

• So that's why it's very important to me for you to pass the variance today 

Jeff Coyle 

Page 132 

• Employee at Coffeen energy center 

• Born and raised in centrallllinois 

• In 30 years, worked in engineering, maintenance, in environmental and presently is plant 

manager of Coffeen 

• Proud to have been part of the $1 billion worth of investment that we've made in air 

quality improvement 

• Points to the chart and shows: "we've done a really nice job with that investment" 

• I ask the Board to vote for the variance to preserve jobs, to preserve our communities and 

to preserve downstate Illinois 

MCKing 

Page 134 

• "As I sat here and listened to the opening testimony and the expert testimony of some 

personnel that had "very impressive credentials" and "the emotional testimony of my coworkers and other individuals that are here and the special interest groups" I ask myself 

what would the !PCB do" 

• Let's look at the facts- there are 2 categories: I guess my job would be to ensure that 

MPS are held and the spirit of it is justified 

• We have proven back in September 2012 the net benefit is approved by approving the 

variance- conditions have not changed 

• Second portion: economic importance of this decision 

• The data is there- everybody knows when you Jose jobs, there's no tax money, the 

economy is going to get worse, the school system is going to get worse, multiple jobs get 

lost, that's just economics l 0 I. 

• So if! step back and look at the environmental decision I'm going to make now, it hasn't 

changed since 2012. The economy is sluggish, the market prices are still in the 

depression mode, and nothing has changed. 

• So if! know that I have the environmental side of the house that I'm concerned with, it's 

not like I'm making it worse, it's an improvement, so it's a win-win situation 

• Solidifies the integrity of the MPS 

• Solidifies jobs, helps the economy, helps the communities around it, it's a win-win 

situation 

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Scott Bell 

Page 136 

• Lives in Chatham 

• Worked for AER for over 25 years at various power stations 

• Currently works at Coffeen 

• The environment is one of the cornerstones of all of the discussion and decisions made at 

that facility, we do this on a daily basis 

• Coffeen has recently built two scrubbers, two new SCRs, a new precipitator, and 

upgraded another precipitator 

• AER's spent over $1 billion in pollution control equipment 

• Supporting the variance means "we will continue to do S02 and NO, during this 

time frame" 

• We will be "keeping well paying jobs at our local communities and it means keeping 

taxes in our area which support our schools and communities, a win-win for our state and 

local communities 

John Romang 

Page 137 

• Lives in Rochester, with most of his life in Springfield 

• Worked for CIPS and then Ameren for the last 33 years 

• Newton power station, then Coffeen 

• Serves as the local Village as the Zoning Board of Appeals Chainnan 

• One of the reasons we got here today is because of illinois de-regulation 

• Energy centers now expected to stand on their own and compete in the marketplace 

• Power stations across the rivers are still regulated and costs can be passed through 

regulatory compliance 

• These energy centers at an economic disadvantage and an economic hardship for us to 

survive in the marketplace 

• "Local and sustainable": I would offer you folks that these local communities that we've 

heard about, the school districts taxing base, they will not be sustainable in these small 

communities without these energy centers producing the tax revenue that they do 

Bill Mulconnery 

Page 141 

• Resides in Evansville, Illinois 

• Business manager of Boilermakers Local363 in Belleville 

• Boilermakers Local 363 covers 57 counties in southern Illinois; represents 620 Union 

members and families 

• We build and repair power houses, old refineries and steel mills 

• We install the pollution control equipment at these facilities 

• Denial of a variance will impact my membership through not only loss of jobs, but also 

loss of future projects 

• Dynegy should be allowed this variance because they have been and will continue to be a 

"great partner in the power industry by employing local Illinois labor and showing good 

stewardship to the local environment." 

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Bernie Wicklein 

Page 143 

• President of Neuter Construction Company, St. Louis, MO 

• Industrial contractor, works all over the United States 

• Services power plants, petrochemical facilities, the industrial facilities and other refining 

and chemical plants in southern Illinois 

• Employee Union laborer 

• Ameren and Dynegy are our customers 

• Worked with Dynegy in Havana and Baldwin on the scrubber project; we built the large 

vessels, and we built all the major vessels for those jobs, four units 

• We got to see "Dynegy's commitment to safety, quality, the community, and the 

environment. They are a very conscientious customer." 

• Lifelong resident from St. Clair County 

• Central and southern Illinois communities and economics desperately need these jobs 

• Product of the electric power industry, my dad worked for lllinois Power for 30 years 

Dale Steward 

Page 145 

• Executive secretary/treasurer of Southwestern Illinois Buildings and Construction Trades 

Council 

• Ameren energy resources and Dynegy are very important employers 

• They employee highly skilled lllinois workers with collective bargaining agreements and 

with both companies provide strong economic benefits to the State of lllinois and their 

local communities 

• Support working families and local economies particularly important during these trying 

economic times, which remain especially harsh in central and southern Illinois 

• AER energy centers are important economic well-being of the Illinois eeonomy, 

collectively have a total economic impact of$1.4 billion on the State oflllinois 

• Facilities additionally generate more than $338M in annual household earnings, pay 

$13.3 M in annual local property taxes, and support 6,294 jobs in Illinois 

• Dynegy has stepped up to help support much needed Union jobs and activity in Illinois 

through IPH 's proposed acquisition of AER 

• With this transition, Dynegy plans to double its operations and invest in lllinois as a 

responsible neighbor and major employer offering high skilled and well paying Union 

jobs 

• Successful transfer of these energy centers to !PH "offers the best opportunity for hard 

working members, their families and for our communities as stable tax base that provides 

critical support for our local schools, emergency response organizations and countless 

local governments." 

• Without the variance, Ameren will be forced to pursue other options "creating 

uncertainty for the future of the plants and those who depend on them." 

Tom Wolf 

Page 148 

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• Illinois Chamber of Commerce 

• Sites letter he sent the Board in July 

• Focus on the decision in front of you, don't be distracted by superfluous grandstanding 

• Environmental community was here last year and they are here again today because of 

one thing- coal and they hate coal. They know that these plants will shut down if you 

say no. 

• We don't believe the Board's goal is to hate coal or close plants but to make sure we are 

finding ways to create the electricity our economy and quality of life relies on with the 

least economic and environmental impact 

• A tough balance for sure but one we though you found when you passed this variance for 

Ameren last year 

• It's obvious to us that the petitioners before you are making every attempt to meet those 

challenges (cost competitive market challenges related to electric generation) 

• Actions have consequences 

• If denied, "it showcases another reason why Illinois is a tough place to do business, 

something we fight all the time" 

• When mergers and acquisitions occur, companies should have the right to assume that the 

assets and debts associated with the new acquisition are included in the package, which 

they transfer to the new owner, and they should have every right to assume that this 

would include environmental regulatory agreements and obligations as found appropriate 

by the regulators. 

• A very big part of due diligence performed in making decisions related to purchases: no 

one would have thought that the variance order granted by this group of plants would not 

rationally and logically be allowed to be assumed by the new owners. Good public 

policy requires it. 

• If you say no, chilling future effect on business opportunities 

• Regulatory certainty and belief state will act in a rational manner are cornerstones of 

economic development decisions 

• If Ameren had not determined it needed to sell its assets and Dynegy had not decided to 

acquire them we wouldn't be here: they'd be working hard ensuring they met the 

regulations as they were determined to be appropriate last year 

• IPH is here to assume the obligations inherent in the previous order and they ought to be 

allowed to do so 

• Wise people who said the following "there is no adverse environmental impact with this 

variance'' 

Jim Monk 

Page !52 

• President of Illinois Energy Association 

• Trade association representing all of the investor owned electric utilities, natural gas 

utilities, power generators in the state 

• Believe the request is reasonable 

• Continued operation of AER's energy center is important to the future of the electric 

industry in Illinois 

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• Two key points: the energy industry, in particular electric power plants is a "very very 

capital intense industry"; investment is the lifeblood of that industry, a positive signal on 

investment such as would be given by granting the variance would go a long way toward 

providing the kind of certainty that not only this particular acquisition deals with but also 

would help in terms of providing positive investments signals going forward 

• On the contrary, a negative decision would in essence be a very negative step in 

providing that kind of investment certainty and that very capital intensive environment 

that this company and these companies operate in 

• Second thing: one of the things our industry deals with on a daily basis is reliability, very 

very complex system known as the electric grid 

• It would be extremely challenging given our future where several major energy centers 

around the state are not participating in putting electricity on that grid. 

• Reliability is a key factor 

• We all pretty much take for granted when we go over to flip that switch that the light is 

going to come on, that's not something you can take for granted, that the environment we 

operate in as an industry in terms of reliability gets more and more challenging by less 

and less supply 

• Talks about competitive energy market 

Mark Denzler 

Page 155 

• Vice President, Chief Operating Officer IMA 

• Largest and oldest statewide manufacturing association in the country 

• We represent 4,000 member companies 

• Energy is critical to the manufacturing center 

• One of the largest cost components go into manufacturing 

• It's critical that the Board approve this variance 

• It's important for the business communities to send a consistent message 

• Ruling one way in one year and then reversing the ruling in the later years sends a 

chilling message to the community, those companies looking to expand or locate in the 

State of Illinois 

Kirk Cooper 

Page 157 

• President of Boilermakers Lodge local60 Morton Illinois 

• Represents just over 600 members 

• Local 60 includes Peoria county were Duckcreek power station is located and Fulton 

county where Edward station is located 

• If variance is denied high-paying jobs will be lost 

• Job losses not isolated boilermakers 

• State unemployment is high and State should attempt to create jobs not remove them 

• Boilermakers Local 60 currently maintains two Dynegy power plants -Hennepin Station 

in Putnam County and Havana power station in Mason County 

• Dynegy has completed and attained clean air standards at both of those stations 

• Closing stations may lead to the inability to meet electricity demands 

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Evan Wooding 

Page 159 

• Steamfitters local 353 Peoria, Illinois 

• President of United Association of Pipe Trades District Council34 in Peoria 

• Resides in Tazewell County 

• Members maintain and repair plants 

• Members are highly skilled and trained employees who earned good salaries and shutting 

down the plants would have ripple effect throughout the local economy 

• Similar effects have already been felt in the shuttering of coal generating facilities in 

northern Illinois 

• Variances are a commonsense approach to provide clean air and power 

Deanna Wubben 

Page 164 

• Works at Edwards power Plant - 23 year empoyee 

• U.S. Navy Veteran 

• Single parent who wants to make sure they have a house to live in 

• Works a I 0 day week with 5 on and 5 off 

• She watches grandson on 5 off days while the parents work the second shift at the same 

plant 

John Baker 

Page 199 

• Dynegy employee at Baldwin Station for 30 years. 

• Responsible for maintenance on electrostatic precipitators. 

• Dynegy entered into a consent decree in 2005 to clean things up. 

• Helped check out and commission the scrubbers. 

• Dynegy installed the scrubbers voluntarily. 

• Dynegy is a responsible corporate citizen 

• Dynegy is trying to do the right thing here, and just needs a little more time to make it 

happen 

James Kipp 

Page 201 

• Dynegy employee at 0 'Fall on Office for 29 years. 

• Proud ofDynegy accomplishments in environmental area. 

• We just need time to come into the compliance. 

Kathv Roemmel 

Page 202 

• Manager at the Dynegy Wood River Power Station in Alton. 

• Dynegy employee for 34 years 

• Plants will be successful under Dynegy. 

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Deb Koenig 

Page203 

• Administrative Manager at Dynegy Wood River Power Station in Alton. 

• Dynegy employee for 34 years 

• Dynegy has shown its command for wanting to be a good corporate citizen; they want to 

have the time to make the new plants complaint. 

Joe Llovd 

Page 204 

• Managing Director of Health and Safety for Dynegy for over seven years 

• Variance will permit others to have good working opportunities like his 

• Variance impacts families, schools, and local property tax revenues. 

Debbie Lewis 

Page 206 

• Worked at Baldwin Energy Complex for over 39 years. 

• When Dynegy says they will do the right thing, they will. 

Randy Short 

Page 207 

• Plant Manager at Baldwin Station 

• Worked for Dynegy for 22 years. 

• Proud of the record there 

• 250 employees work at Baldwin Station, where Dynegy supports the community, and 

they are a large taxpayer. 

Greg Robert 

Page 208 

• Director of Maintenance for the Dynegy coal fleet 

• Worked for Dynegy for 35 years. 

• As shown with the Havana Power Station, by putting the scrubbers and baghouse along 

with the Baldwin Power Station with three scrubbers and three baghouses, and I know 

that our company will do the right thing. 

Joe Kimlinger 

Page 209 

• Worked for Illinois Power and Dynegy for 22 years. 

• Project manager over the scrubbers installed at Havana and Baldwin 

• Loss of jobs would be a detriment to our town (Waterloo) 

Dave Glosecki 

Page210 

• Worked for Illinois Power and Dynegy for 28 years. 

• Director of Maintenance at Baldwin Plant 

• Dynegy has a passion about doing the right thing 

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Rachel Casey 

Page 214 

o Operation support for Ameren Energy Resources since 2008 

o Please grant the variance like you did last year. 

Winston Freund 

Page 216 

o Works for Ameren in the Collinsville Office, been with Ameren for 33 years 

o When Ameren says they are going to do something they do it. 

o Dynegy is the same way. 

o Variance will help save jobs and the communities those jobs are in. 

Steve Richard 

Page 217 

o Works for Ameren in the Collinsville Office, been with Ameren for 32 years 

o Helped build scrubbers at Coffeen and Duck Creek 

o Vote for the variance to save communities 

Tom Gannon 

Page 218 

o Works for Ameren in the Collinsville Office 

o Support the variance 

AI Toennies 

Page 218 

o Works for Ameren in the Collinsville Office, been with Ameren for 26 years 

o Ameren tries to be good corporate citizens, but economic circumstances are unavoidable 

o We just need a little more time 

Tamika Cole 

Page 220 

o Sales Rep for Ameren Energy Marketing in the Collinsville Office 

o The plants mean a lot to the people in the communities 

o This is a delay and not a denial 

o If the plants have to be shut down, who's going to pay for the necessary electricity and 

upgrades? 

Carrie Smith 

Page222 

o Sales Rep for Ameren Energy Marketing in the Collinsville Office 

o Environment is important to all of us, and we just need some time to make the necessary 

changes 

o The approval was already given to Ameren and the same market conditions stand today 

for Dynegy. 

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Mike Apple 

Page 223 

• Worked at Newton Power Station for almost 35 years 

• We do our best to protect the environment. 

TimDion 

Page 223 

• Works at the Newton Power Plant as operations supervisor 

• Economic benefits of the plant are unimaginable to Jasper County 

• We take a lot of pride in limiting our emissions 

Lance Farmer 

Page225 

• Works at the Newton Power Plant 

• Over 25 years in industry he has seen a lot of change as an environmental steward 

• If the variance is denied the economic impact on the communities will be huge 

Paul Hardiek 

Page 226 

• Works at the Newton Power Plant as production superintendent where he's been for the 

last 15 years. 

• I was here when you granted the variance for AER last year. 

• Newton does an excellent job in compliance 

• Dynegy does the same. 

• Already elected to implement mercury control 

• We must move forward in a balanced way. 

John Marschewski 

Page 228 

• Worked at Newton Plant for over 6 years 

• This variance will just maintain the status quo 

• This will actually result in a net positive environmentally. 

• Variances will provide more certainty for jobs 

Jim Marshall 

Page 229 

• Technical Services Superintendant at Newton facility 

• Facility impacts a number of communities around the facility 

• A shut down would lead people to leave the communities 

• Support the variance 

Roy Moore 

Page 231 

• Worked at Newton for 36 years 

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Electronic Filing- Recived, Clerk's Office: 10/07/2013 

• Chairman of the JBEW Local 702 bargaining unit- who supports the variance 

• Facility is a good environmental steward 

Larrv Quick 

Page 231 

• 34 year employee at Newton, works in the storeroom 

• We spend a lot of money to comply and clean the emissions 

• The scrubber is under construction, with Ameren already spending hundreds of millions 

on it. 

• Dynegy just needs more time to complete it. 

• Plants provide a good living for the people that work there 

• Plants are large charitable contributors 

Lance Stanlev 

Page 235 

• Works in the electrical department ofNewton facility, been there over 21 years 

• Newton has committed to meet all standards and the variance will lead to an overall 

reduction in emissions. 

• The variance will effect jobs in southern Illinois 

Keith Trimble 

Page 236 

• Employee at Newton 

• The closing would have a devastating impact on Jasper County 

• Air is cleaner now in Newton than it was when he was a kid. 

John Coolev 

Page 237 

• Director of the Newton facility 

• There has been a substantial investment in providing a clean environment at Newton 

• The facility has a big impact on the surrounding areas 

• Our facility is very clean and organized 

• Please help us continue to provide electricity and an economic benefit to southern Illinois 

Mike Kollerg 

Page 239 

• Worked at Joppa plant for 6 years 

• No variance would be devastating to his family and community 

Nate McCuan 

Page 240 

• Employee at Joppa Plant for 5 years 

• If he loses his job, he can fmd another one, but it probably won't be in Illinois 

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Electronic Filing- Recived. Clerk's Office: 10/07/2013 

Chris Goebel 

Page 241 

• Employee at Joppa Plant for 8 years 

• Please grant variance 

Bruce Parker 

Page 242 

• Environmental engineer at the Joppa, been there for 24 years 

• In 2012 AER got a variance 

• Dynegy is just seeking the same variance with the same economic and environmental 

benefits but under different ownership 

• His sole job at Joppa is to ensure environmental compliance 

• Significant reductions in S02 have been made already 

• Without the variance Joppa will be closed starting in 2015 

• This would devastate the community 

• Schools will suffer if the plant is shut down 

Sam Freeman 

Page244 

• Joppa environmental engineer 

• Schools will close without the variance 

• We are good stewards to the environment 

Mike Pierson 

Page 245 

• Joppa employee since 2004 

• Managers are constantly asking questions about why things occur the way they do at the 

~- . 

• Variance should be granted because it is the same as the one granted last year. 

• All we are doing is changing the name 

Mickev Jacobs 

Page 246 

• EEl employee at Joppa Plant 

• Grandpa worked there for 30 years- now 82 years old in great health 

• His son doesn't have asthma. 

• We need the variance so we can stay open. 

Mike Pullen 

Page 247 

• Joppa employee 

• School Board President 

• Drove 5 hours this morning because this is important to me and the 47 others who came 

with him 

• We employees take our environmental responsibility seriously 

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Electronic Filing - Recived. Clerk's Office : 10/07/2013 

• We don't sacrifice the environment for production 

• We support many local community functions and charities through our plant 

contributions committee 

• Schools will suffer if the plant is shut down 

Kent Quertermous 

Page249 

• Worked at Joppa for a year. 

• Electrician, Member of the Local 148 Operators and IBEW 816 

• Coal plants are reliable 

• People need power, and coal fired plants can produce it 

Rob Faglier 

Page 255 

• Joppa employee 

• If we don't get the variance, I won't have a job 

• There are not that many jobs and I would have to relocate if !lost mine. 

• His wife would also move who is the only neurological psychologist in southern Illinois 

who brings in millions in grant dollars to SIU 

Everett Ramage 

Page 258 

• Union employee at Joppa for I 0 years. US Navy Veteran 

• 59 years old and never healthier in his life. 

• Approve the variance so that people can get cheap power and Dynegy can invest the 

money to improve efficiency and cleanliness 

David Helton 

Page 259 

• Employee of Joppa for 23 years 

• Has three sons who don't have asthma 

• Millions of dollars and thousands of man-hours have been spent on the plant 

• Generation has been sacrificed to meet NOx levels 

• Dynegy is just asking for the same thing Ameren got last year 

Chris Gates 

Page 263 

• Joppa employee for 20 years, before that he was with Southern Company. 

• My son has asthma, and as a chemist I see the pollution control data, and you better 

believe I wouldn't have any son there in the shadow of the plant ifl thought that our 

emissions were harming his asthma. 

• There has been no causal link scientifically between asthma and pollutants from power 

plants 

• Shutting down the plants is not the cure because it's not the cause 

• Rolling blackouts like in Europe will happen if the plants are shut down 

24 
EIEn::tronic Filing -Recived. Clerk's Office: 10/0712013 

• Renewable energy is not consistent to feed the grid 

• James Hansen also said, he likened coal trains going into power plants to the trains going 

to Auschwitz, so I'm not sure I want to use James Hansen as my standard there for logical 

reasomng. 

Eric Dease! 

Page 265 

• Electrician at Joppa for 3 years 

• His great grandfather helped build the plant 

• His grandmother worked there 

• Approve the variance so he can keep working there 

Ronnie Douglas 

Page 266 

• Worked at Joppa for almost 26 years 

• The plant is committed to enviromnental compliance, and there are rules and procedures 

in place to maintain compliance. 

• Failure to grant the variance will result in the plant closing with a negative impact on the 

economy 

• It is already hard to fmd a good job 

• My son's serious medical problem is covered by the insurance from the plant 

• The variance would support enviromnental standards and result in a net benefit to air 

quality 

Mark Jones 

Page 270 

• Supervising Engineer at Joppa, been there II years 

• Part of AER's improvement team that strives to increase plant efficiency and reduce 

emlSS!OnS 

• The plant benefits the community and provides good jobs, with over $50, 000 from the 

170 employees going to local organizations. 

• The organizations locally rely on the plant for fmancial support 

Roger Kerlev 

Page 275 

• Joppa employee, chief union steward for Operating Engineers Local 148 

• Been a plant mechanic for almost 25 years 

• We are good stewards of pollution problems 

• If the plant closed it would affect the community in big vast ways 

• Grant the variance so we can continue operating 

Anthony Jones 

Page 278 

• Union Officer with Operating Engineers Local 148, and maintenance welder at Joppa 

• If the plant closes, his son's school will also likely close 

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Electronic Filing- Recived. Clerk's Office: 10/07/2013 

• If Joppa closes, the only good jobs there will be gone 

Lucas Schneider 

Page 280 

• Joppa Electric Energy employee for 7 years 

• Job is to look at emissions, and ensure that air emissions monitoring equipment is 

working 

• Grandfather was a pipefitter for the water plants that create steam to run the turbines 

• Father was a pipefitter and engineer that consulted to Electric Energy 

• Joppa does a lot of charity work- Boy scouts come to plant 

• Played on Electric Energy's little league team as a kid 

• If this variance is granted, it's a homerun because it reduces emissions 

Daniel Jeffords 

Page 283 

• Joppa employee, JUOE Local 148 

• Dynegy isn't asking for anything more than Ameren had, and we are on the right track, so 

please grant the variance. 

Victor Holland 

Page 284 

• 31 year, second generation employee at Joppa- plant mechanic and member of Local 

148 JUOE 

• Unemployment in southern Illinois is high, and we need this variance to stay in operation 

Michael Clark 

Page 285 

• Left TN to come to Illinois for work, and would hate to lose his job here 

• Support the variance 

John Johnson 

Page 285 

• Joppa employee for 5 years as a plant mechanic 

• None of his family has asthma 

• Pass the variance 

Darin Grav 

Page 286 

• Joppa employee 

• We drop everything to address environmental and safety issues at the plant 

• We do compromise production for environmental and safety issues 

• Please grant the variance 

Julie Wilke 

Page 287 

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Electronic Filing - Recived. Clerk's Office: 10/07/2013 

• Joppa employee, supervisor of HR administrative services, been there I 0 years 

• Joppa is vital to the community 

• Support the variance 

Tom Werner 

Page 288 

• Joppa employee 

• Joppa is a good steward of the environment 

• Lots of people have had two or three generations of their family that worked there 

• The area is depressed with high unemployment 

• Consider the variance 

Philip Tune 

Page 290 

• Joppa employee for over 5 years as an operator 

• Wife's family lives next to plant and they are healthy 

• If the plant closed he would have to move his family 

• Lots of charity work is done by plant and employees 

• Please approve the variance 

Chris Wheat 

Page 291 

• Joppa employee, mechanic, welder, and machinist 

• I' II survive if the plant closes, but Alexander and Massac County will not 

• Support the variance 

Manny Ebert 

Page 292 

• Union electrician at Joppa for II years 

• German immigrant 

• He has no health problems 

• The impact of the plant closing would be very bad for the area 

• The 125 deaths attributable to the variance is not a proven fact 

• The plant is still viable even though it is old 

• To build a solar farm that produces what Joppa does, it would take 90 square miles, and it 

is not reliable. 

• Please grant the variance. 

Kevin Bell 

Page 295 

• Joppa employee for 5 years 

• Both sons just started college 

• Please pass the variance. 

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Electronic Filing- Recived. Clerk's Office: 10/0712013 

Justin Partridge 

Page 295 

• Joppa Employee 

• Please support the variance 

Todd Mowery 

Page 295 

• Joppa employee, member Union Local 148 Operating Engineers, worked there for about 

5 years 

• Family wellbeing would be in jeopardy without the variance. 

• We are good stewards of the environment 

• Please grant the variance 

Carl Will 

Page 299 

• Newton Employee, local IBEW 702 member 

• The plant is very efficient and impressive 

• There has been a lot of progress on the scrubber, and it should get there 

• Please grant the variance 

Steve Fox 

Page 299 

• Newton employee for 33 years 

• Second generation employee there 

• Been around power plants his whole life and does not have asthma 

• Newton has always been in compliance 

• The variance is not a denial, just a delay, and we need it so we can have our jobs 

• Discussed the tax ramifications of the plant closing 

• Please grant the variance 

Greg Musch 

Page 301 

• Newton employee, engineer 

• Worked in industry for 21 years 

• Works on emissions reductions 

• The variance actually provides an emissions reduction 

• The decision today will impact jobs, schools, families, and the environment 

• Support the variance 

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Electronic Filing -Recived. Clerk's Office: 10/0712013 

Exhibit 2 

Bilicic Affidavit 
Electronic Filing- Recived, Clerk's Office: 10/07/2013 

AFFIDAVIT OF GEORGE W. BIL!CjC 

I. BACKGROUND AND QUALIFICATIONS 

I. My name is George Bilicic. I am employed by Lazard Freres & Co. LLC 

("Lazard" or the "Firm") in the Financial Advisory practice. Lazard is an independent 

financial advisory and asset management firm. With over 160 years of history, Lazard, 

together with its affiliates, operates in 26 countries and employs approximately 2,500 people. 

Lazard's Financial Advisory practice provides advice to corporate, institutional, government, 

sovereign and individual clients on a broad array of strategic and financial matters. 

2. I am currently a Managing Director and Vice Chairman of Investment Bruiking 

at Lazard, and head the Firm's global efforts in Power, Energy and Infrastructure. I serve as a 

member of the Firm's Investment Banking Committee and Deputy Chairman Committee. I 

have worked extensively on a variety of transactional, strategic and financial advisory 

assignments in the power, utility, alternative energy and infrastructure sectors for over 20 

years. I have a B.A. from DeSales University and a J.D. from Georgetown University Law 

Center. Additional information in respect of my backgroui:Jd is included in Exhibit A. 

3. In my testimony, I will refer to the following: Ameren Corporation ("Ameren"); 

Ameren Energy Resources Company ("AER"); a newly formed limited liability company that 

is a direct wholly owned subsidiary of AER ("New AER"); Ameren Energy Generating 

Company ("GENCO"); AmerenEnergy Resources Generating Company ("AERG"); Ameren 

Energy Marketing Company ("AEM"); Illinois Power Holdings, LLC ("!PH"), and Dynegy 

Inc. ("Dynegy" or the "Company"). 

4. The purpose of my testimony is to respond to the Expert Commentary Report 

("Report") authored by ACM Partners ("ACM"), dated September 12, 2013. Specifically, my 
Electronic Filing -Recived. Clerk's Office: 10/0712013 

testimony will address my beliefs regarding 1) the transaction structure, which is normal and 

customary in the power and utility industry and many other industries, 2) the capitalization of 

New AER upon closing and how the transaction improves the business and financial prospects 

of New AER relative to AER under Ameren, and 3) the risks and potential adverse 

consequences to Dynegy if it were to financially support IPH. 

II. DISCUSSION ON TRANSACTION STRUCTURE 

5. In the transaction, as structured, IPH would acquire 100 percent of Ameren's 

equity interest in New AER. As is normal and customary in corporate transactional practice, 

Dynegy structured the acquisition such that New AER would be independent, self-sustaining, 

self-funding and economically viable on its own. As a non-recourse entity, !PH would 

maintain corporate separateness from Dynegy and all of Dynegy's existing subsidiaries. This 

is typically done to separate the risks and benefits of an acquired business from the buyer's 

other businesses, and so that the benefits ofthe transaction can be separately evaluated. 

6. Requiring businesses to "stand on their own" is common practice in the power 

and utility industry and many other industries, including banking, finance and insurance, as a 

way to manage the credit risk of the acquiring parent company and its existing subsidiaries 

from the risks of the acquired entity. Recent notable examples of transactions with nonrecourse structures include Energy Capital Partners' acquisition of a portfolio .of merchant 

generation facilities from Dominion Resources and GenOn Energy's combination with NRG 

Energy, in which GenOn, upon closing, became an excluded project subsidiary ofNRG (and 

NRG a non-guarantor of GenOn). 

7. More generally, the transaction structure in this case is similar to traditional 

project finance, a commonly-used financing structure in the power and utility industry and 

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Electronic Filing- Recived. Clerk's Office: 10/07/2013 

other industries. Under such a structure, a project is financed based on its own cash flows, 

rather than the balance sheet or credit profile of the developer. A separate holding company is 

typically created for each project, thereby protecting other assets owned by the project 

developer from risks associated with the project. 

8. As supported in my affidavit filed on July 22, 2013 in this proceeding (PCB 14-

1 0), certain credit rating agencies and equity analysts have cited the structural separateness of 

IPH as an important consideration in evaluating the merits of the transaction and the 

associated impact on Dynegy's own credit and valuation. The non-recourse nature of the 

acquisition is particularly important for Dynegy, as subjecting its balance sheet to additional 

risks would likely have negative consequences to its credit rating and, thus, its own access to 

capital. Such risks and related adverse consequences may be significant, especially given the 

ongoing challenging commodity price environment 

9. Importantly, !PH's proposed structure is consistent with Ameren's view of AER 

as a separate, self-sustaining business at the time of the original variance petition (PCB 12-

126). As stated in Gary Rygh's affidavit filed on May 3, 2012, "the increasingly negative view 

of AER by credit rating agencies, Ameren shareholders, current bondholders .and equity 

research analysts not only severely limits AER from accessing additional third-party capital 

but also inhibits Ameren from further investing in AER without the risk of severe negative 

investor reaction that could adversely impact cost and access to capital." 

10. In short, the proposed transaction structure is common in corporate practice and 

effectively changes very little for AER. 

III. DISCUSSION ON THE CAPITALIZATION OF NEW AER 

11. In its Report, ACM claims that the transaction structure "leaves IPH 

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Electronic Filing -Recived. Clerk's Office: 10/0712013 

undercapitalized and in financial distress from the outset." However, the Report fails to 

recognize that the transaction, in fact, improves the business and financial prospects of New 

AER relative to AER under Ameren. Importantly, given the depressed commodity markets 

and volatile nature of the merchant energy business, the transaction was designed to provide 

New AER with enough liquidity to satisfy its projected funding needs, operating and 

otherwise, over the next several years. In that regard, the transaction is structured such that, at 

closing, IPH, New AER and its consolidated subsidiaries "'ill have approximately $220 

million in cash, of which $203 million will be at GENCO and approximately $17 million at 

AERG and AEM. Additionally, at closing, IPH, New AER and its consolidated subsidiaries 

will have $160 million of non-cash net working capital, or assets of the business required to 

conduct operations on a day-to-day basis (e.g., coal inventory, materials/supplies, etc.). 

12. Based on Dynegy's view, the $220 million in cash at closing, combined with the 

approximately $75 million in annual operational synergies that the Company estimates it will 

realize in this transaction (the majority of which will be realized by IPH), would be sufficient 

to fund operations over the next several years. This view is based, in part, on the thesis of a 

recovery in MISO power prices in the 2016/2017 timeframc, which would have a positive 

impact on New AER's cash flows. While it is difficult to forecast power prices over the long 

term, MISO Independent Market Monitor analysis suggests that demand growth and coal 

retirements over the 2013-2016 period could create a capacity shortfall by 2016, which could 

lead to higher power prices over time. With such a recovery in power prices (and the 

associated positive impact on New AER cash flows), Dyncgy's view that IPH would be 

sufficiently capitalized at closing appears to be reasonable. 

\3. Furthermore (and importantly), as compared to AER's circumstances without 

the transaction, New AER' s business and financial prospects would improve as a result of the 

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Electronic Filing · Recived. Clerk's Office: 10/07/2013 

transaction, given the enhanced capitalization of New AER at closing, as well as the benefit of 

approximately $75 million in annual operational synergies that Dynegy expects to realize. 

New AER should also benefit from its affiliation with one of the largest merchant generation 

operators in the U.S., as well as the enhanced scale and diversification of the combined 

portfolio. 

14. Quite simply, and contrary to what the ACM Report may suggest, New AER 

would, in fact, be a stronger, more viable business relative to AER under Arneren. 

IV. DISCUSSION ON DYNEGY'S ABILITY TO FINANCIALLY SUPPORT IPH 

15. In its Report, ACM claims that Dynegy has the "financial resources necessary to 

properly capitalize IPH in connection with its acquisition of the Coal Plants if it chooses to." 

ACM concludes, therefore, that Dynegy's decision not to financially support IPH is based on 

its realization "that the economic prospects for !PH post-acquisition are not good." ACM's 

conclusion ignores the risks and potential adverse consequences to Dynegy if it were to 

financially support IPH, which, in fact, would he similar to those cited by Ameren in 

explaining its reluctance to further invest in AER at the time of its original variance petition 

(see Paragraph 9 above). 

16. While ACM alludes to Dynegy's "financial strength" (by pointing out, for 

example, that Dynegy is "coming off an impressively profitable year in which it managed to 

show superior profitability despite a decline in revenue"), the Company generated negative net 

income in 2012, a year in which it emerged from bankruptcy, and continues to face meaningful 

near-term financial challenges, in light of the depressed commodity price environment. For 

example, in its most recent quarterly filing, Dynegy lowered its 2013 Coal Segment Adjusted 

EBITDA guidance by $70 million (from $60-$85 million to $(10)- $15 million), citing lower 

realized power pricing and lower capacity revenues, among other factors. 

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Electronic Filing- Recived, Clerk's Office: 10/0712013 

17. While accurately highlighting Dynegy's "strengthened balance sheet" following 

its recent refinancing, ACM fails to appreciate that the currently challenging commodity price 

environment requires Dynegy to maintain strong credit metrics to support its current credit 

rating and preserve its access to affordable capital. While Dynegy has taken significant steps 

to "shore up" its balance sheet following its emergence from bankruptcy in 2012, its decision 

not to provide fmancial support to IPH is based primarily on its own need for liquidity at a 

time of critical recovery and with IPH positioned for ultimate recovery. 

18. In fact, feedback received by Dynegy from credit rating agencies was that the 

agencies would likely view any Dynegy provision of financial support for IPH negatively. 

Both S&P and Moody's (two credit rating agencies) agreed that, as structured, the transaction 

was a credit neutral event because of the non-recourse nature of IPH. A Dynegy credit 

downgrade would adversely affect the Company's access to capital, given that it could 

materially increase its cost of capital (and thus the interest rate that applies to its future 

borrowings). The potential consequences of reduced access to cost-effective capital would be 

significant for Dynegy, particularly given. the ongoing challenging commodity price 

environment. 

19. Importantly, a stronger Dynegy should ultimately benefit IPH, by allowing the 

Company to manage the supply chain more effectively and secure better terms for the entire 

enterprise, and by providing for work force stability, which should help the Company achieve 

greater synergies over time. 

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Electronic Filing - Recived, Clerk's Office: 10/07/2013 

FURTHER, Affiant sayeth not. 

Notary Public 

IRENE M. MONTERO 

Notary Public, State of New Yorl< 

No.01M06270607 

Qualified in Queens County 

Commission Expi!es October 22, 2016 

George \V. Bilicic 

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Electronic Filing -Recived. Clerk's Office: 10/0712013 

Exhibit A 

George W. Bilicic 

Vice Chairman of Investment Banking 

Mr. Bilicic heads the Firm's Midwest investment banking business and global efforts in 

power, energy and infrastructure. In addition, .he serves as a member of the Firm's Investment 

Banking Committee and Deputy Chairman Committee. Other than his time at KKR (see 

below), Mr. Bilicic has been at Lazard since March 2002. 

Most recently, Mr. Bilicic has advised on the following matters, among others (client in 

parentheses): strategic advisory in respect of First Solar (First Solar), proposed sale of NV 

Energy to MidAmerican (NV Energy), proposed sale of Arneren Energy Resources to 

Dynegy (Dynegy ), strategic advisory in respect of Long Island Electric T &D System (New 

York State), proposed sale of Equitable Gas and asset exchange with Stee!River (EQT), sale 

of CH Energy to Fortis (CH Energy), sale of stake in Vespucio Norte Express to Brookfield 

(HOCHTIEF), Dynegy restructuring and strategic advisory (Dynegy), merger of Exelon and 

Constellation Energy (EDF), sale of Central Vermont Public Service to Gaz Metro (Central 

Vermont Public Service), sale ofLandys + Gyrto Toshiba (Landys + Gyr), merger of 

Progress Energy and Duke Energy (Progress Energy), merger of Northeast Utilities and 

NSTAR (Northeast Utilities), Solyndra restructuring (U.S. Department of Energy), potential 

sale ofPGW (City of Philadelphia), potential stadium financing/partnerships for the San 

Diego Chargers (City of San Diego), resolution of joint venture and related matters between 

EDF and Constellation Energy (EDF), sale of the trading business of RBS/Sempra (RBS and 

Sempra), sale of Autopista Central toll road (Skanska), potential privatization of Long Island 

Electric T &D System (LIPA), exchange offer by Exelon for NRG (Exelon), leveraged buyout ofTXU led by KKR and TPG (DCU), Duke Energy spin-off transaction (Duke), National 

Grid acquisition of KeyS pan (KeySpan), PlaNYC (City of New York), Duke Energy merger 

with Cinergy (Duke) and various alternative energy financings. 

From May 2008 to October 2008, Mr. Bilicic served as a Managing Director and Head of 

Infrastructure at KKR. At KKR, Mr. Bilicic was responsible for initiating and leading KKR's 

global infrastructure investing efforts and contributing to other areas, especially alternative 

energy and power. During his time at KKR, Mr. Bilicic served on the Infrastructure 

Investment Committee and led teams that considered investments in airports, ports, surface 

transportation, utilities and power, alternative energy, midstream infrastructure, social 

infrastructure and infrastructure conglomerates. 

Previously, Mr. Bilicic had been a Partner in the Jaw firm of Cravath, Swaine & Moore from 

1995. He joined Cravath as an associate in 1989. Mr. Bilicic's diverse corporate practice at 

Cravath primarily focused on mergers and acquisitions, but also included bank frnancings, 

joint ventures, public offerings, project finance and swaps and other derivatives. Mr. Bilicic 

left the Cravath partnership, effective January 2001, to begin his investment banking career at 

Merrill Lynch where he was a Managing Director in the Mergers & Acquisitions Department 

focused on power and energy clients. 

After graduation from Georgetown University Law Center, Mr. Bilicic served in a clerkship 

with the Hon. Murray M. Schwartz (Chief Judge, U.S. District Court for the District of 

Delaware). Mr. Bilicic was an Articles Editor of the Law Journal at Georgetown University 

Law Center. 

Mr. Bilicic developed a strong interest in the infrastructure area beginning at DeSales 

University where his senior thesis was entitled "The Federal Role in Infrastructure 

Revitalization," and, among other things, recommended a national capital budget as a fiscally 

8 
Electronic Filing- Recived. Clerk's Office: 10/07/2013 

prudent measure to address the nation's decaying infrastructure. At De Sales University, Mr. · 

Bilicic also played varsity basketball and was co-captain for two years along with serving as 

the editor of the school's newspaper. 

Mr. Bilicic ha~ been involved in a number of community and other not-for-profit 

organizations including the following as a member of the Board of Directors (or equivalent), 

unless otherwise indicated: American Ballet Theater, Brookings Metropolitan Policy 

Program, Family Justice, Georgetown University Law School (current), Grenville Baker 

Boys & Girls Club, Hofstra University, MFY Legal Services, NY Team Elite AAU basketball 

program (founder and team sponsor), Refugees International and YMCA of Greater New 

York. Mr. Bilicic is also a member of The Commercial Club of Chicago. 

Mr. Bilicic and his wife, Laura, reside in Chicago with their four sons, William (I 6), 

Christopher (16), Henry (12) and Peter(7). 

DeSales University, B.A. summa cum laude, Georgetown University Law Center, JD. magna 

cum laude, Order of the Coif 

9 
Electronic Filing- Recived. Clerk's Office: 10/07/2013 

Exhibit 3 

Thompson Affidavit 
Electronic Filing- Recived. Clerk's Office: 10/07/2013 

AIIFIDAVIT OF DANIEL P. THOMPSO:-< 

I. My name is Daniel P. Thompson. I am Vice President and General Manager for 

Dynegy \1idwest Generation, LLC ("DMG"), an indirect, wholly owned subsidiary of Dynegy 

Inc. ("Dynegy"). 1 also serve as Vice President of Illinois !'ower Holdings, LLC ("!PH"), which 

is also an indirect. wholly owned subsidiary of Dynegy. My business address is 604 Pierce 

Blvd., O'Fallon, Illinois, 62269. I make this affidavit based on personal knowledge or on 

knowledge I have obtained through inquiry of individuals empioyed by Dynegy or its affiliates 

and communications v--ith Amcren Energy Resources ("AER'') personnel. 

2. As Vice President of DMG, I am responsible for the safe and effieient operation 

of Dy11egy's coal-fired electric generating fleet in Illinois. My responsibilities include oversight 

of environmental compliance at Dynegy's lllinois coal fleet. Subject to the IPH-Amcren 

transaction closing, this responsibility will include the five operating plants in the Ameren MPS 

Group that are the subject of the requested variance. 

3. The PUllJOSe of my affidavit is to respond to certain public comments on the 

requested variance petition, specifically: (I) a proposal by Foresight Energy, LLC to fund 

completion of the Newton flue gas desulfurization ("FGD'') project (i.e., scrubber) in exchange 

for a long-term JIJinois coal contract; and (II) comments filed by the Illinois Attorney General's 

Office supporting annual mass emission caps as an additional condition to the requested 

variance. 

I. Foresight Energy Proposal 

4. At the September 17, 2013 public hearing on the variance petition in PCB 14-10, 

Michael Beyer, President and CEO of Foresight Energy, LLC ("Foresight"), a producer of 
Electronic Filing- Recived. Clerk's Office: 10/0712013 

lllinois coal, proposed without details that Foresight fund completion of the scrubber project at 

the Newton energy center and recoup the investment with an embedded cost in a long-term coal 

supply agreement with Foresight Energy for Illinois basin high-sulfur coal. Foresight's 

supplemental written comments dated September 24, 2013, as submitted to the Docket in PCB 

14-10 (PC #2000), suggest !hat its proposal involves supplying Illinois coal with 3.5 percent 

sulfur content to the scrubbed Coffeen and Duck Creek energy centers and the Newton energy 

center when its scrubbers are completed. 

5. Foresight's proposal to finance the Newton scrubber through a surcharge on 

Foresight's Illinois basin high-sulfur coal is not a viable alternative for operational, commercial, 

and financial reasons. 

6. To date, more than S250 million has been spent on the engineering, design and 

construction of the Newton flue gas desulfurization (i.e., scrubber) system and engineering is 

approximately 90 percent complete. As configured, the ::-Iewton scrubber system is designed and 

guaranteed to remove 98 percent of S02 emissions from the flue gas when coal with a sulfi1r 

content of up to 1.3 pounds per million Btu ("lbs/mmBtu") is bumed (i.e., remove approximately 

R,400 pounds of S02 per hour from the ilue gas). However, Foresight's high-sulfur Illinois coal 

has a sulfur content of approximately 6.3 lbs S02immBtu (i.e., at an assumed heat content of 

approximately I 0,800 Btutlb, 3.5 percent sulfur content would be 6.3 lbs S02/mmBtu). As a 

result, burning Foresight Energy's high-sulfur lllinois coal would produce over 40,000 pounds of 

S02 per hour or nearly five times lhe amount of S02 the Newton scrubbers are configured to 

treat. In fact, as currently configured in engineering plans, the Newton scrubbers would achieve 

an S02 removal efficiency of only 20 percent, instead of the 98 percent removal rate the Newton 

scrubbers would be able to achieve with low sulfur Powder River Basin ("PRB") coal. 

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7. In order to achieve the 98 percent removal design value with high sulfur Illinois 

coal, the confiJ,'llration of the Newton scrubber system would have to be modified significantly to 

include an additional absorber tower (and associated equipment) for each generating unit. The 

additional absorber towers would be needed to allow the injection of more limestone slurry ami 

area for the slurry to react v..1.th the increased volume of S02. The preliminary estimated cost to 

construct two additional absorber towers at Newton is S !50 million, not including the material 

additional costs associated with adding and operating the two additional absorber towers (e.g., 

limestone storage systems, gypsum handling and disposal equipment). In addition, modifying 

configuration of the scrubbers· at this time materially would escalate the engineering and 

construt.1ion costs to complete the Newton scrubber projed and likely extend the time needed to 

achieve commercial operation startup of the scrubbers. 

8. Coffeen Energy Center performed a test burn on !00 percent high sulfur Illinois 

coal from the Foresight Energy Deer Run Mine in March 2013. This test was conceived and 

executed by AER personnel and was unrelated to the IPH-Ameren acquisition. The test was well 

planned and staffed but was not successful due to the quick onset of boiler pluggage that 

occurred after introducing the high sulfur coal to the boilers. Within a few days both units 

experienced significant pluggage in the pendant sections and within 10 days both units were 

inoperable and forced off line resulting in lengthy outages and high repair costs. Altl10ugh these 

boilers were originally designed to operate on bituminous coal, all coal has dift(:renccs which 

cause it to react differently in different boilers. Additionally, both Coffeen boilers have received 

changes in equipment and controls since last burning exclusively high sulfur coal and this has 

an impact on suitability of various coals in a boiler. Test bums arc perfonned to identify these 

issues. Approximately five years ago, Duck Creek attempted a !00 percent high sulfur coal test 

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Electronic Filing- Recived. Clerk's Office: 10/0712013 

bum, which also resulted m significant operating issues and increased costs and had to be 

stopped. 

9. Beyond the ability to successfully bum the ccal, the much higher sulfur ccntent of 

niinois coal generates significantly greater levels of corrosive products than lower sulfur PRB 

ccal, which creates short-term and long-term damage to boiler and gas path systems. Both 

Cotteen boiler systems would require lengthy outages and significant upfront capital investment 

in order to operate on only high sulfur coal. In addition, the Newton and Duck Creek boilers 

have undergone changes, more extensive than those at Coffeen, to burn low sulfur coal. TI!Csc 

boilers would also require lengthy outages and very large capital investments before they could 

operate burning only high sulfur coal. 

10. Foresight's proposal ignores the fact that AER, as part of the compliance plan in 

the existing variance, committed to bum ultra-low sulfur PRB coal at the Newlon, Edwards and 

Joppa energy centers and has entered contracts for such coal. If the Foresight proposal were 

accepted, several low sulfur PRB coal supply contracts for 2014 would need to be tenninated, 

thereby incurring financial penalties. In addition, Coffeen, Duck Creek and Newton each has an 

existing long-term multi-year rail agreement to transport coal. These rail transportation 

agreements arc destination specific and, thus, ca~mot be assigned, and cannot be tenninated 

without significant financial penalties. 

11. The usc of high-sulfur lllinois coal would increase aunual operation a11d 

maintenance ("O&M") expenses associated with the Newton, Coffeen and Duck Creek 

scrubbers. Using high-sulfur Illinois coal would require much larger quantities of limestone at 

each to the three scrubber plants to remove the higher quantities of S02 in the coal. Using highsulfur lllinois coal at Newton would be expected to produce approximately 10 times the quantity 

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Electronic Filing- Recived. Clerk's Office: 10/0712013 

of calcium sulfate waste (i.e., scwbbcr sludge) as ultra-low sulfur PRB coal, thereby increasing 

annual waste management and disposal costs. 

12. Switching to high-sulfur lllinois coal also would increase nitrogen oxide ("NOx") 

emission and cause JPH to lose the low NOx benefit of PRB coal. PRB coal produces lower 

NOx emissions than lllinois coal because PRB coal has a higher reactivity, lower nitrogen 

content, and a greater percentage of fuel nitrogen in the volatile !Taction of the coal. Under 

staged combustion, the volatiles are released early in the combustion process and are burned in 

the ovcrfire air zone where there is a lower potential to fomt fuel NOx. ntinois coal, with lower 

volatiles, causes the nitrogen to be released outside the ovcrfire air zone where there is a 

potential to form more NOx emissions. Higher NOx emissions due to lllinois coal would make 

compliance with the Multi-Pollutant Standard ("MPS") system-wide NOx limit significantly 

more difficult, if not impossible without significant capital investment in additional NOx 

emission controls, and increase the MPS Group's annual O&M expenses associated with NOx 

compliance. 

13. Foresight's proposal appears to be in the form of sale-leaseback transaction, under 

which Foresight would essentially lend money primarily to Ameren Energy Generating 

Company (i.e., "GENCO," the owner of Newton and Coffeen) tor completion of the Newton 

scrubber project. The embedded cost of the investment would be charged back to GEi\CO 

through above market coal prices. However, GENCO's debt covenants currently prohibit 

GENCO from borrowing funds from a third pruiy because the company's interest coverage ratio 

has fallen below the specitied minimum level required tor external borrowings. Thus, the 

foresight proposal, if accepted, would violate GENCO's debt covenants and place GENCO into 

default. 

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EIE!ctronic Filing- RBcivE!d, CIE!rk's OfficE!: 10/07/2013 

14. In addition, the commercial aspects of the Foresight proposal are not 

economically reasonable. Delivered PRB coal is cheaper on a dollar per mmBtu basis than high 

sulfur Illinois basin coal. In fact, the anticipated increa~e in costs associated with Illinois coal 

would be approximately S4.13 per megawatt hour (i.e., approximately a 20 percent increase in 

cost), which would have a significant adverse impact on operating margins of the scrubbed 

plants. 

15. Finally, compliance with the !VrPS S02 rate limit would not be achieved if highsulfur Illinois basin coal were burned at the scrubbed Newton, Coffeen and Duck Creek energy 

centers. Wiihout considering delays needed to reconfigure the Newton scrubber system to 

accommodate use of high-sulfur Illinois coal, it will take approximately two years to complete 

construction of the Newton scrubbers once construction activities ramp up. Under Foresight's 

proposal, the !VrPS Group would not be able to comply with the 2015 MPS S02 limit: because 

the Newton scrubbers could not be operational by January 1, 2015, all units at the Edwards and 

Joppa energy centers would need to be mothballed/shutdown for all, ur at least a significant part, 

of2015, and likely longer, until the Nev.1on scrubbers are operating. 

16. Furthcnnore, even after the Newton scrubbers start operating '>''ith Illinois coal 

and assuming all of the engineering, operational and commercial obstacles associated with 

burning high-sulfur niinois coal at Newton, Coffeen and Duck Creek could be overcome in a 

reasonable manner, the MPS Group could not meet the MPS S02 rate limit applicable in 2016 

(i.e., 0.25 lbs 802/nunBtu) ur the fmal MPS S02 rate limit (i.e., 0.23 lbs 802/mmBtu) applicable 

in 2017 and beyond without shutting down units or significantly curtailing operations. In IPH's 

analysis, to comply with the MPS S02 rate limit in 2016, the combined heat input equivalent of 

Edwards Unit 1 and approximately one-quarter of Edwards Unit 2 would need to be shut down. 

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Furthermore, to comply with the final MPS S02 rate limit in 2017 and thereafter, the combined 

heat input equivalent of Edwards Units I and 2 and approximately one-quarter to one-half of 

Edwards Unit 3 would need to be shut down. If Illinois coal with a sulfur content higher than 3.5 

percent were burned, additional shutdowns or curtailments would be needed. 

17. !PH understands that Foresight has the ability to provide Illinois coal with a sulfur 

content of approximately 4.75 lbs S02immBtu. However, even assuming Foresight's proposal 

were limited to suppl)~ng 4.75 lbs SO/mmBtu Illinois coal, and further assuming that such highsuliur Tllinois coal was burned only at a scrubbed Newton plant and the scrubbed Coffeen plant, 

in !PH's analysis, the MPS Group could not meet the final J\.1PS S02 rate limit in 2017 and 

thereafter without shutting down the combined heat input equivalent of Edwards Unit I and at 

least one-third of Edwards Unit2. 

II. Annual Mass Emission Caps 

18. The Comments of the Illinois Attorney General's Office, PC 1!2336 (Sept. 24, 

2013) at p. 7, support the use of atmual mass emission caps. !'or several reasons, IPH does not 

support the imposition of annual mass emission caps in the requested variance order. 

19. First, annual ma>S emissions caps were not part of the existing variance granted to 

AER in PCB !2-126. As a result, !PH did not evaluate the transaction in terms of annual 

emission caps. Instead, !PH entered its transaction agreement with Amcrcn with the 

understanding that the MPS Group's applicable S02 emission limits would remain annual systemwide emission rates and that relief had been granted by the Illinois Pollution Control Board in a 

manner that would allow a reasonable and necessary period of time for market conditions to 

recover prior to required completion of the Newton FGD Project. 

20. Second, a tonnage cap on aruma] S02 mass emissions is contrary to intent of the 

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MPS TC!,>Ulatory structure. The MPS regulatory approach establishes numeric calendar year 

system-wide S02 emission rates in pounds per million Btu or emission rates based on a percent 

reduction. This approach, which was adopted atler much negotiation between Jllinois 

Environmental Protection Agency ("lEPA") and affected industry, was intended to allow sources 

·compliance flexibility. Thus, the MPS S02 rule allows affec.ted units to operate more or less in 

any given year in response to market demand and other forces (e.g., weather, unit availability), so 

long as the MPS S02 emissions rate limit is achieved at the end of the calendar year. Imposing 

aruma] mass emission caps would eliminate the operating flexibility intrinsic in the rate-based 

MPS regulatory structure. As such, an annual mass emission cap could significantly curtail plant 

and or unit operations and, thereby, restrict the ability of !PH to generate sufficient revenues to 

fund timely completion of the Newton FGD Project. 

21. JPH recognizes that annual mass cmtsswn caps were part of Midwest 

Generation's compliance plan in PCB 13-24. However, Midwest Generation proposed ma~s S02 

emissions caps for its own reasons and could plan its requested relief and operations in 

conjunction with ito; proposed caps. 

22. !PH believes that its proposed compliance plan, which includes a cap on SO: 

mass emissions over the 4th quarter 2013-2020 period, other conditions recommended by the 

!EPA and as further enhanced by the commitments in rhe Memorandum of Agreement with the 

lEPA, is a more appropriate and workable approach to ensure environmental benefit. As 

indicated in Petitioners' Responses to the Illinois Pollution Control Board's Questions for 

Petitioners (dateJ Sept. 5, 2013), !PH will accept as a condition of its proposed variance order a 

requirement to report the annual S02 mass emissions for the five operating power plants. 

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III. Conclusion 

23. I have reviewed the Petitioners' Post-Hearing Brief and, to the best of my 

knowledge and belief, the facts contained therein arc true and correct. 

FURTHER, Affiant saycth not. 

DATED: /&?h/2:,9, '5: 

I I 

Subscribed and swom to before me 

this 7d.. day of October, 20 I 3 

7~ 

' 

f;;#:,hn»»tfiPiij€iA[§EA0':"~,...,...,,,1 

i JEFF BEATTY ~ ~ NOTARY PUBLIC-STAlE OF II.UNOIS ~ ! MVCOMMISSIOIIEXPIRESNOV.1,2014 ~ ,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,;,,,,,,,.} 

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Electronic Filing -Recived. Clerk's Office: 10/07/2013 

Exhibit 4 

AER MPS Group Emission Control Technologies Chart 
COFFEEN 

DUCK CREEK 

Electronic Filing- Recived. Clerk's Office: 10/07/2013 

AER MPS GROUP EMISSION CONTROL TECHNOLOGIES 

DATE 

' INSTALL 

UNIT CONTROL TECHNOWGY ED 

S02Control 

NOx Control 

Mercury Control 

Particulate 

Matter 

Mercury Control 

U2 

Ul 

U2 

U2 

Ul 

AER uses refined fuel for 

enhancement for mercury 

removal. 

WFGD co benefit for mecury 

AER uses refined fuel for 

enhancement for mercury 

removal. 

WFGD cobenefit for mecury 

control 

2009 

2012 

2010 

2012 

July, 2009 
;:::"' 

EDWARDS 

EDWARDS (cont'd) 

Electronic Filing - Recived. Clerk's Office: 10/07/2013 

CATEGORY 

NOxControl 

Particulate 

Matter 

UNIT 

U2 

U3 

Ul 

U2 

U3 

DA 

INSTALL 

rn"'TI>I"lT TECHNOLOGY ED 

Fuel for 

LNBIOFA 

LNB 

SCR 

FGC lnj) I Upgrade for 

ESP 

FGC (S03 lnj) I Upgrade for 

ESP performance 

Power Supply Upgrade 

ESP upgrade for S03 injection 

1993 

1994 

2003 

1979 I 

2003 

2009 

2012-2013 

1972 

1979 
JOPPA 

Electronic Filing- Recived. Clerk's Office: 10/07/2013 

Particulate 

Matter 

NOx Control 

U1 

U2 

U2 

U3 

U4 

U5 

U6 

FGC 

SOFA 

LNB 

Comb. 

LNB 

Comb. 

SOFA 

LNB 

Comb. 

SOFA 

LNB 

I DATE 

I INSTALL 

2008 

1994 

2002 

1993 

2003 

2007 

1993 

2002 

2009 

1995 

2002 

2006 

1994 
Electronic Filing - Recived. Clerk's Office: 10/0712013 

Mercury Control U4 ACI 

us ACJ 

U6 ACI 

Mercury Sorbent Traps stacks 

UI-6 1-3 

U2 

U3 

Particulate 

Matter U4 

us 

U6 

DATE 

INSTALL 

ED 

2001 

Jul2009 

Jul 2009 

Jul 2009 

Jul 2009 

2007-

2008 

1994 

1994 
Electronic Filing- Recived. Clerk's Office: 10/0712013 

Dynegy Midwest Generation, LLC 

Emission Control Technologies 

CATEGORY 

SO, Control 

NOx Control 

BALDWIN 

Mercury Control 

Particulate 

UNIT 

I 

2 

3 

3 

Matter Control 2 

3 

S02Control 6 

NOxControl 6 

HAVANA 

Mercury Control 6 

Particulate 6 

FF 

DryFGD 

ACI 

DATE 

INSTALLED 

2010 

2012 

2009 
Electronic Filing- Recived, Clerk's Office: 10/0712013 

DATE 

CATEGORY UNIT CONTROL TECHNOLOGY INSTALLED 

S02Control 1-2 Ultra low sulfur coal 1999 

NOx Control 1-2 LNB 

HENNEPIN 

Mercury Control 1-2 

CaBr 2013 

Particulate 1-2 Matter Control 

S02 Control 

NOxControl 

WOOD RIVJ<:R 

4 

Mercury Control 

5 

Particulate 
Electmnic Filing- Recived, Clerk's Office: 10/0712013 

Exhibit 6 

Post Hearing Comments of Dr. Lisa Bradley 
Electronic Filing- Recived. Clerk's Office: 10/07/2013 

AE'COM Environment 

Post-Hearing Comments of Lisa JN Bradley, 

Ph.D., DABT 

Docket No. PCB 2014-010 (Variance - Air) 

Response to Post-Hearing Comments of Environmental Law & Policy Center, Natural 

Resources Defense Council, Respiratory Health Association, and Sierra Club 

The purpose of this report is to provide responses to the Post-Hearing Comments submitted by the 

above referenced groups (Citizen Groups) dated September 24, 2013, on the Petition for Variance 

sought by Illinois Power Holdings, LLC (I PH) and AmerenEnergy Medina Valley Cogen, LLC (Medina 

Valley) (collectively, "the Petitioners"), along with Ameren Energy Resources, LLC (AER) as a CoPetitioner (PCB 2014-010). 

My responses are based on my testimony at the September 17, 2013 hearing before the Illinois 

Pollution Control Board (Board), my report dated July 18, 2013that was filed in support of the 

variance petition, my professional and technical knowledge concerning health effects as they relate to 

levels of exposure to sulfur dioxide (S02) and particulate matter (PM), and build upon the variance 

from the Illinois S02 Multi-Pollutant Standard (MPS) sought by AER and granted by the Board on 

September 20, 2012. 

The Citizen Groups' comments misconstrue both my testimony and my responses to questions posed 

by the Board by not providing the full context of each quote. They also ignore the fact that my 

testimony began with an overview of the adverse effects of S02 on sensitive populations. My 

testimony should be reviewed in full and not selectvely. 

There are three overarching issues to be addressed in the Citizen Groups' comments: the S02 air 

modeling report submitted and discussed in testimony and comparison of those results to the Natonal 

Ambient Air Quality Standard (NAAQS) for S02, the basis for that standard and the relationship 

between exposure to S02 and health effects, and particulate matter. 

The Citizen Groups' air model is inappropriate and cannot be relied upon for decision-making 

The Citizen Groups submitted and provided testimony on three air modeling reports that predicted 

concentrations of S02 for the E.D. Edwards, Joppa, and Newton plants, respectively. The approach 

used for that modeling is not consistent with acceptable practice, such that the results greatly 

overestimate 502 concentrations in the environs of the plants. A detailed evaluation of the air 

moceling report is provided in Attachment A. The Citizen Groups' models used the maximum 

allowable 1-hour emissions rate as the model input for each plant, an approach that is not condoned 

by most recent USEPA guidance. In testimony it was asserted that measured emission rates were 

also used in the evaluation; while this is not technically an incorrect statement, the emission rate used 

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was the single highest maximum peak 1-hour emission rate measured- the modeling did not use 

actual hourly emissions monitoring data. This single highest maximum emission rate value was used 

to evaluate ALL hours of operation, which is clearly unrealistic. At best, the modeled results could be 

considered a conservative screening but not evidence of an air quality violation. The Citizen Groups' 

air model results should not, therefore, be relied upon for decision-making. 

The Citizen Groups did not provide the files underlying the analysis, so it is difficult to know if other 

such unrealistic assumptions were used for model inputs. However, applying appropriate emissions 

estimates and proper stack height corrections to the Citizen Groups' air model will result in modeled 

compliance at all three of the plants (details provided in Attachment A). 

The NAAQS Does Not Represent a Threshold for Adverse Health Effects 

The Citizen Groups have interpreted the existence of the NAAQS for S02 as demonstrating that any 

air concentration above that level will result in adverse health effects, without any consideration of the 

concentration-response relationship. The Citizen Groups assert 

Pursuant to its statutory mandate to set a S02 standard "requisite to protect the public health"-

including specifically the health of particularly sensitive subgroups-U.S. EPA promulgated a 

maximum hourly standard of 75 parts per billion. Exceedances of this standard now must be 

regarded as constituting a threat to the hea~h of the public exposed to heightened levels of S02. 

This statement reflects a fundamental lack of understanding on the part of the Citizen Groups of the 

concept of the concentration-response relationship and the difference between a regulatory standard 

and a biological threshold for adverse effects. 

The Citizen Groups also assert in their comments (page 9): · 

The excess S02 emissions permitted by the variance would cause ..... local health impacts in the 

communities around unscrubbed AER plants through direct short-term exposure to S02 ... 

To demonstrate why this is incorrect, I review the following below: the concentration-response 

relationship for S02 in the sensitive subpopulation of interest, asthmatics; the basis of the NAAQS for 

S02; and the recent data on 1-hour S02 concentrations in Illinois. 

Concentration-Response Relationship for 502 in the Sensitive Subpopulation, Asthmatics 

As noted in my report submitted to the Board as part of the variance petition and again in my 

testimony, asthmatics are considered to be a sensitive population for exposure to S02. Controlled 

studies of the exposure of sensitive individuals with mild to moderate asthma to S02 while exercising 

indicate that a threshold for statistically significant adverse effects on lung function in sensitive 

individuals occurs at approximately 400 ppb (Goodman, et al., 2010). Even at this high exposure 

level, the effects in sensitive individuals such as those with asthma are: 

• reversible (recovery occurs after exposure to S02 ceases), 

• transient (recovery occurs when exercise ceases even with continued exposure to S02), and 

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AECOM Environment 

• of low severity (bronchoconstriction occurs, which in these cases is reversible upon cessation 

of S02 exposure or upon cessation of exercise). 

It must be kept in mind that asthma symptoms can range from mild to life threatening, and the level of 

severity is dependent on the specific trigger (such as allergens, tobacco smoke, exercise, or changes 

in the weather). For people with asthma and their families, severe attacks can be traumatic. 

However, the clinical studies show us that the bronchoconstriction associated with exposure by 

exercising asthmatics to S02 above 400 ppb is mild, reversible and transient, and not likely to lead to 

severe attacks. 

Basis of the NAAQS for S02 

While there are differences of opinion about the data and methods used to set the NAAQS, it can be 

agreed that the NAAQS for S02 is an exposure level below which no adverse health outcomes would 

be expected to occur. However, the converse is not true- an air concentration above the NAAQS 

does not necessarily result in adverse health effects. The specific concentration and the duration of 

exposure along with the receptor's health status determine the health outcome. 

In its Final Rule (75 FR 119:35527), US EPA identified two short-term health benchmarl<s for S02: 

• 400 ppb S02, which "represents the lowest concentration in free-breathing controlled 

human exposure studies where moderate or greater lung function decrements occurred 

wihich were often statistically significant at the group mean level and were frequently 

accompanied by respiratory symptoms." 

• 200 ppb S02, a lower benchmarl< that USEPA describes as '1he lowest level at which 

moderate or greater decrements in lung function in free-breathing controlled human 

exposure studies were found in some individuals, although these lung function changes 

were not statistically significant at the group mean level." (Emphasis added.} 

In setting the NAAQS, USEPA used a model correlating 1-hour measurements to 5 minute 

measurements to calculate the NAAQS of 75 ppb S02 that is meant to be protective of exposures at 

the 400 ppb and 200 ppb benchmark levels. As stated in the Final Rule: 

"Thus, a 1-hour daily maximum standard at a level of 75 ppb would be estimated to protect > 

99% of asthmatic children at moderate or greater exertion in St. Louis from experiencing at least 

one exposure "400 ppb per year, and about 97% to> 99% of these children from experiencing 

at least one exposure ;, 200ppb per year." (75 FR 119:35542) 

Thus, it is very clear from USEPA's language that the regulatory level of 75 ppb is not a health 

bench marl<, and it cannot be interpreted or represented to mean that it is a level above which adverse 

effects would be expected to occur. 

USEPA concluded that the results of clinical studies, again in which humans are exposed to S02 

concentrations much higher than those found in ambient air, support a causal relationship between 

adverse respiratory effects and short-term exposure to S02. USEPA also used the results from ten 

epidemiological studies to support the derivation of the NAAQS for S02. However, as I noted in 

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responding to questions from Chairman Glosser in my September 17, 2013 testimony before the 

Board, nine of the 10 primary epidemiology studies attempting to correlate short-term exposure to 

asthma-related emergency room visits or hospitalizations relied upon by US EPA found either no 

association or very small positive associations, and only one showed a statistically significant positive 

association. This statement should not be misconstrued, as the Citizen Groups do, that I am 

suggesting that USEPA relied only upon one study in its development of the NAAQS. In fact, USEPA 

itself acknowledges the lack of strong statistical significance in many of these studies in the Final Rule 

(75 FR 119:35547): 

"Ten studies (some conducted in multiple locations) reported mostly positive, and sometimes 

statistically significant, associations between ambient S02 concentrations and emergency 

department visit and hospital admissions in locations where 99th percentile 1-hour daily 

maximum S02 levels ranged from approximately 5~60 ppb." (Emphasis added.) 

This information is provided here not to refute the NAAQS, but rather to provide the proper context for 

understanding the basis of the NAAQS and to demonstrate that, contrary to the Citizen Groups' 

assertion, the NAAQS is a regulatory standard, not a biological threshold value. 

502 Concentrations in Illinois 

To provide additional context, in 2011, the ambient 24-hour air concentration of S02 in Illinois was 15 

ppb, as reported by the Illinois Environmental Protection Agency (I EPA, 2012). The state average of 

the high'est 1-hour S02 readings over a 3-year period (2009- 2011) is 63 ppb. The I EPA reports the 

top four 1-hour S02 readings for each of the 15 S02 air monitors in the state. Over the three-year 

period 2009 to 2011, all readings were below 400 ppb, and only two readings were above 200 ppb 

(and less than 300 ppb) (I EPA, 2012, Table B-16). Thus, current S02 air quality in the State of Illinois 

is protective of even the most sensitive members of the population. 

S02 emissions by the MPS Group will not increase over current levels during the period of the 

requested variance. As the current levels of S02 emissions in the state of Illinois have not resulted in 

any measured 1-hour S02 concentrations near the biological threshold of 400 ppb, a threshold where 

only mild, transient and reversible effects are seen in sensitive exercising asthmatics, emissions of 

S02 by the MPS group during the period of the variance will not resun in any adverse health effectseven for sensitive individuals. 

At the end of the variance period, the MPS emission rate standards for S02 would be met. As noted 

above, S02 emissions would not increase above current levels during the variance period. Thus, the 

Citizen Groups' assertion (at II.B., page 16) that "The Proposed Variance Would Negatively Impact 

State and Regional Air Quality By Allowing More Fleetwide S02 Emissions" is misleading, and 

inaccurate. 

Particulate Matter (PM) is Trending Downward 

The Citizen Groups also assert in their comments (page 9): 

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AECOM Environment 

The excess S02 emissions permitted by the variance would cause ..... degradation of air quality 

throughout the State (and region) through transformation of S02 into fine particulate matter 

("PM2.5"). 

As stated in my report dated July 18, 2013 filed in support of the variance petition, "epidemiological 

data do indicate that particulate matter is a stronger causal agent for mortality and morbidity (i.e., 

effects other than mortality) than gaseous S02, and gaseous S02 is usually found in association with 

particulate matter, as S02 is a precursor for fine sulfate particles." To summarize the findings in my 

report, as data become available on the components of PM2.5 from ambient air monitoring locations, 

and as multi-pollutant models are used to evaluate correlations between health outcomes and PM2.5 

components, carbon (also referred to as organic carbon, elemental carbon and black carbon)- an 

indicator of traffic emissions -- is consistently associated with adverse health outcomes in the studies 

where speciation of the components of PM2.5 is conducted. Where S02 and/or sulfate (the PM2.5 

component) are measured, significant adverse hea~h outcome associations are rarely demonstrated 

(Grahame, 2009). 

An evaluation of PM2.5 data from air monitors in the closest vicinity of the MPS Group plants was 

provided as part of my report dated July 18, 2013. That analysis has been expanded to evaluate 

PM2.5 data from all such monitors in Illinois and in relevant areas of Missouri, Kentucky, Wisconsin, 

and Indiana. The evaluation is provided here as Attachment B. The PM2.5 NAAQS is 12 ug/m3. Of 

over 70 monitors in the region, 19 have a 3-year (2010-2012) annual average concentration greater 

than the NAAQS. Of these, eight have 2012 annual average concentrations above the NAAQS; 

however, with the exception of two monitors (one in Lake County, Indiana, and one in Cook County, 

Illinois) the monitors are showing decreasing trends year-to-year. 

Speciated PM2.5 data are available for seven of the monitors where the 3-year average concentration 

of total PM2.5 is above the NAAQS. These data are presented graphically in Figure 3 of Attachment 

B. As can be seen, S02-related particulates make up a minor component of the total, and organic 

and elemental carbon make up the majority of the PM2.5 in all of the monitors. It is interesting to note 

that there is a strong crustal component in the two monitors closest to St. Louis. 

As S02 emissions will not increase over current levels during the variance period, increases in PM2.5 

will not occur due to the operation of these facilities. 

Conclusion 

In summary, S02 emissions by the MPS Group will not increase over current levels during the period 

of the requested variance. As the current levels of S02 emissions in the state of Illinois have not 

resulted in any measured 1-hour S02 concentrations near the biological threshold of 400 ppb, a 

threshold where only mild, transient and reversible effects are seen in sensitive exercising asthmatics, 

and where in fact all but two 1-hour S02 values are below 200 ppb, emissions of S02 by the MPS 

Group during the period of the variance will not result in adverse health effects- even for sensitive 

individuals. 

The NAAQS for S02 of 75 ppb is a regulatory standard statistically derived to be protective of shortterm exposures to sens~ive individual to levels of S02 at health-based thresholds of 200 ppb and 400 

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ppb. Thus, while the NAAQ8 can be viewed as a level below which no adverse health outcomes 

would be expected to occur, it is not itse~ a health-based threshold. 

While 802 is a precursor to PM2.5 fonmation, the PM2.5 data for Illinois indicate that sulfates 

comprise only a minor component of total PM2.5. Again, as 802 emissions will not increase over 

current levels during the period of the requested variance for the MP8 Group, sulfate-derived PM2.5 

levels will also not increase over this time frame. 

Finally, the Citizen Groups air model results are contrary to the available measurement data; this is 

not surprising as they did not use appropriate model inputs. Leaving all else constant in their models, 

the use of site-specific emissions estimates and stack heights would result in no areas with predicted 

exceedances of the 1-hour NAAQ8 for 802. 

Thus, the proposed variance is protective of human health, and will not result in adverse health 

effects, even in our most sensitive populations. 

References 

Goodman, J.E., Dodge, D. G., and Bailey, L.A. 2010. A framework for assessing causality· and 

adverse effects in humans with a case study of sulfur dioxide. Reg. Toxicol. Pharmacal. 

58:308-322. 

Grahame, TJ. 2009. Does improved exposure information for PM2.5 constituents explain differing 

results among epidemiological studies? Inhalation Toxicology, April 2009; 21 (5);381-393. 

I EPA. 2012. Illinois 2011 Annual Air Quality Report. November 2012. Illinois Environmental 

Protection Agency. http://www.epa.state.il.us/air/air-qualitv-report/2009/index.htm. 

October 2013 www.aecom rom 

Page6of6 
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A: COM 

Technical Critique of Recent Air Quality Modeling 

Analyses of the Edward, Joppa,. and ~ewton Plants 

Robert Paine, AECOM 

September 30, 2013 

Introduction 

In 2010, the United States Environmental Protection Agency (EPA) promulgated' a stringent 

National Ambient Air Quality Standard (NAAQS) for sulfur dioxide (S02) with a 1-hour 

averaging time. EPA's implementation of this new standard has considered both monitoring 

and modeling approaches, and the agency plans to address large S02 sources over the next 

few years with a hybrid approach that could include a combination of modeling and/or 

monitoring. In many cases, the use of modeling and the failure to consider actual emission 

levels can lead to a distorted assessment of air qual~y. 

Various environmental groups have performed modeling exercises for the 1-hour S02 NAAQS 

compliance demonstrations to support their contentions of alleged nonattainment. One such 

demonstration2 conducted by Mr. Steven Klafka of Wingra Engineering involves three coalfired power plants in Illinois: the Edwards Power Plant, the Joppa Electric Steam Station, and 

the Newton Power Station. This modeling utilized both allowable emission rates as well as 

peak actual emission rates to demonstrate their contention that S02 concentrations would be 

above the NAAQS by a large margin. In reality, such an approach grossly overstates actual 

emissions from these facilities, as well as their impact on ambient air quality. As explained 

below, the Klafka modeling represents a very conservative analysis that does not present 

credible results. 

EPA's Implementation ofthe 1-Hour SO, NAAQS 

EPA's 2010 revision to the National Ambient Air Quality Standards (NAAQS) for S02 signaled 

a significant change in the agency's historical regulatory approach to implementation by 

indicating its consideration of reliance upon modeling rather than monitoring when designating 

areas' NAAQS compliance status. At the same time, EPA suggested that modeling might 

become a requirement for S02 infrastructure State Implementation Plans (SIP) submittals. 

1 75 FR 35520, Jun 22, 2010. 

2

http://action.sierraclub.org/site/DocServer/Air Pollution Modeling Joppa Newton Edwards.pdf. While the Sierra 

Club has provided regulators and public officials a report of their findings, the unde~ying data and modeling inputs 

have not been made publically available for independent review and verification. 

October 2013 www.aecom.oom 

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EPA issued draft guidance3 in September 2011 on S02 NAAQS implementation that covered 

modeling issues among other topics, for which many comments were received. The 

comments relayed a significant concern for reliance upon modeling only, instead of or in 

combination with monitoring, for assessing NAAQS compliance, especially regarding the 

accuracy of modeling for this purpose. In April 2012, partly as a result of these comments and 

as a result of the large burden to states that the NAAQS implementation would have, EPA 

issued letters4 to each state that significantly changed the momentum and focus on modeling 

for the initial steps of S02 NAAQS implementation. These letters removed the immediate 

requirement for State Implementation Plan (SIP) submittals to show, via modeling, that S02 

sources will not cause or contribute to a violation of the standard. Instead, EPA recommended 

that states should focus their June 2013 SIP submittal on traditional infrastructure 

requirements. After issuing a "white paper" in May 2012 with proposed approaches5 for 

demonstrating NAAQS compliance around significant S02 sources or groups of sources, EPA 

held stakeholder meetings in May and June 2012 to ask for input on monitoring, modeling, and 

NAAQS implementation issues. 

On February 7, 2013, EPA issued another white paper6

, considering comments it received on 

the May 2012 S02 white paper and subsequent stakeholder meetings, which proposed a new 

strategy for implementing the 1-hour S02 NAAQS. Important features mentioned in this white 

paper are: 

EPA will focus on priority sources based on the magnitude of emissions and populations in 

proximity of emissions, with recognition of resource limitations. 

EPA will provide sufficient time for agencies to develop the appropriate data to 

characterize air quality. 

The starting point for future S02 designations should be a monitoring network to 

adequately characterize air quality in areas of concern. 

• Although the focus will be on monitoring, there will be flexibility to consider modeling as 

well using actual hourly emissions, actual stack heights, and concurrent meteorological data 

from recent years to characterize current air quality. This change refiects a realization that this 

more reasonable modeling approach could more accurately estimate the actual ambient air 

quality that would be measured by monitors. 

In May 2013, EPA released 7 draft versions of the S02 NAAQS Designations Modeling 

Technical Assistance Document and the Source-Oriented S02 Monitoring Technical 

3 U.S. EPA. Guidance for 1-Hour S02 NAAQS SIP Submissions. Available at 

htto://www.epa.gov/airqualitv/sulfurdioxide/pdfs/DraftS02Guidance 9-22-11.pdf. 2011. 

4 A sample letter is available at http://www.epa.gov/air/sulfurdioxide/pdfs/20120413SECletter.pdf. 

5 Available at httpJ/www.epa .qov/oagpsOO 1/sulfurdioxide/pdfs/20 120522whitepaper.odf. 

6 Available at http://www.eoa .qov/airaualitv/sulfurdioxide/pdfs/20130207S02StrategyPa per.pdf. 

7 Available at http://www.epa.gov/oagps001/sulfurdioxide/Qdfs/S02ModelingTAD.pdf and 

http://www.epa.gov/oagps001/sulfurdioxide/pdfs/S02MonitorinqTAD.pdf. 

October 2013 

Page 2 of 14 

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Assistance Document (TAOs) for public review and comment. EPA developed these 

documents to assist state, local, and tribal air agencies to characterize ambient S02 air quality 

through modeling or monitoring in areas near emission sources. EPA expects to establish 

further requirements for monitoring and modeling data used for designations in a future rule, 

probably later in 2013. 

The draft modeling TAD also noted that "other parties" may wish to accelerate the pace of the 

NAAQS review and submit their own "credible" modeling information without consulting the 

sources being modeled. However, such modeling information should not be considered 

"credible" until a source-specific protocol for modeling is submitted and approved by a 

regulatory agency. This approval should not be granted unless and until the owner or operator 

of the source has an opportunity to review and comment on the proposed modeling approach. 

In many cases, such third-party modeling could have the following limitations: 

Input stack information is incorrect 

Fenceline information is not accurate or is not considered 

Actual hourly emissions data is not used, which is a key issue in the Sierra Club modeling, 

as noted below 

A more accurate version of AERMOD, utilizing updated low wind speed beta options, is 

not used. 

Any of these issues could lead to incorrect and misleading modeling results that would 

disqualify them as being credible evidence of NAAQS "violations." 

502 Monitoring Data Contradicts the Sierra Club's Modeling Results for the Edwards 

Power Plant 

The level of the S02 1-hour NAAQS is 75 ppb, and the form of the standard is the 99'" 

percentile peak daily 1-hour maximum value, averaged over 5 years of modeling. Modeling 

results are characterized in terms of "design concentrations"; that is, the concentration 

expressed in the form noted above that is compared with the NAAQS. The result of the 

comparison can affect the "design" of emission controls needed to meet the NAAQS, hence 

the term "design concentration". 

Whenever possible. modeling demonstrations to determine NAAQS compliance should be 

challenged by reviewing available monitoring data. There are two S02 monitors in the vicinity 

of the Edwards plant (located south of Peoria, Illinois), as shown in Figure 1 in an Illinois EPA 

Technical Support Document (TSD)8

. As shown in the figure, and verified by a pollution rose 

from the Illinois EPA TSD, the monitor to the south ("Pekin") is impacted by other nearby 

8 From Illinois EPA's "Technical Support Document: Recommended AttainmenVNonattainment Designations in 

Illinois for the 2010 Revised Primal)' 1-Hour SOz National Ambient Air Quality Standard-, available at 

http://www.epa.gov/so2desiqnationslrecletters/R5 IL rec wtechanalysis.pdf. 

October 20 13 www.aecom.com 

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Technical Critique of Recent Air Quality Modeling Analyses of the Edward, Joppa, and Newton 

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Figure 1 Sources and Monitors near the Edwards Power Plant 

,Major S02 Emission Sources in' 

;_Tazewell and Peoria Counties 

- 1- • FULTON 

- I-"- ,._ 

MASON 

-

• • -. 

--. 

Figure 2 Pekin Monitor Pollution Rose 

Wind Rose 

Pekin Hours> 75 ppb 

200S.2010 

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' 

October 2013 www.aecom.com 

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Technical Critique of Recent Air Quality Modeling Analyses of the Edward, Joppa, and Newton 

PRIVILEGED AND CONFIDENTIAL/ ATTORNEY CLIENT COMMUNICATION /ATTORNEY WORK PRODUCT 
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A: COM 

sources, and winds rarely advect the Edwards Power Plant emissions to the monitor south of 

the plant. A second monitor to the north ("Peoria") more likely to be affected by the Edwards 

plant and other smaller sources even closer to the monitor (see the Peoria wind rose9 in Figure 

3), but the design concentration shown in the Illinois EPA TSD is only 39 ppb, slightly more 

than 50% of the NAAQS. 

The modeled design concentration at this monitoring location presented in the Klafka report is 

over 300 ppb. This comparison shows how distorted and misleading the Klafka modeling 

resutts are in representing real-world S02 concentrations in the vicinity of the Edwards Power 

Plant. Any modeling demonstration that is this far off from reality cannot be credible. 

Figure 3 Peoria, Illinois Wind Rose 

'Mt~~ 

&r.!on ,>4<2 .ptqRJA""lfJ.TER-IIM'l,ll 

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9 As taken from the Illinois EPA S02 NAAQS TSD for nonattainment I attainment designations. 

October 2013 WWN.aecom.rom 

Page 5 of 14 

Technical Critique of Recent Air Quality Modeling Analyses of the Edward, Joppa, and Newton 

PRIVILEGED AND CONFIDENTIAL/ ATIORNEY CLIENT COMMUNICATION /ATIORNEY WORK PRODUCT 
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A:CO.M 

The proximity of the Archer Daniels Midland plant to the Peoria monitor could account for the 

background ccncentration of about 10 ppb as noted in the Klafka report). Of the remaining 

approximately 30 ppb attributable to the Edwards plant, the Klafka modeling prediction is about 

a factor of 10 too high. If this factor is applied as a ccrrection to the reported Klafka report 

peak modeled result of about 1500 ~g/m , the adjusted plant-only contribution is about 150 

~g/m , or about 57 ppb. After the background of 10 ppb is added, the result is about 67 ppb, 

which is below the S02 NAAQS of 75 ppb. 

Sierra Club Modeling is not Credible for Testing Compliance Against the NAAQS 

At a minimum, any credible modeling to be used in lieu of monitoring to show NAAQS 

ccmpliance must use actual hourly emissions data and actual stack heights. This is evident 

from the EPA's Modeling TAD issued in May 2013, and it is simply ccmmon sense. It is also 

noteworthy that the extensive evaluation 10 of AERMOD, EPA's preferred short-range model, 

used actual hourly emissions. However, the Sierra Club's modeling used both allowable 

emission rates and peak actual emission rates. Both sets of these emission rates are often 

much higher than actual hourly emissions, and can only be regarded at best as a ccnservative 

screening analysis. If such a modeling analysis results in NAAOS compliance, then results 

can be presented as clear evidence of NAAQS compliance with a substantial margin. 

Otherwise, if NAAQS violations are modeled with such a ccnservative approach, it is prudent to 

proceed to a refined analysis. Instead, Klafka has misleadingly decreed these results as 

"evidence" of NAAQS violations. 

The limited time available for review of the Klafka report and EPA's failure to release by the 

end of September 2013 an updated version of AERMOD with ceding bugs fixed has made it 

infeasible to conduct new AERMOD modeling with actual hourly emissions. Instead, a review 

of the actual S02 emissions during the period 2008- 2012 is another way to indicate how the 

Klafka modeling results should be adjusted (scaled downward) to better reflect reality. Recent 

comparisons 11 of AERMOD modeling using peak actual emissions versus actual hourly 

emissions by Paine at the 1Oth EPA Modeling Conference indicate that a fixed emission rate 

that produces modeling results similar to those using actual hourly emissions is a ranking on 

the order of about the 60th percentile (depending upon the distribution). An example is shown 

in Figures 4 and 5 from the Paine presentation noted above for the Lovett Power Plant, one of 

the databases evaluated with AERMOD by EPA. Figure 4 shows the cumulative emissions 

distribution, and Figure 5 shows, among other results, the modeled 99th percentile peak daily 1-

hour maximum {the "design concentration" to be ccmpared to the S02 NAAQS). Figure 5 

shows that the design ccncentration that results from the use of the maximum actual hourly 

emission rate is about 540 ~g/m , while that using actual hourly emissions is about 215 ~g/m . 

The ratio of these two concentrations is about 2.5. From Figure 4, it is evident that the 

emission percentile computed from the peak emission rate (about 330 g/s) divided by 2.5 is at 

the 60th percentile level. The other cases in the Paine presentation yield similar results. 

10 Available at http://www.epa.gov/ttn/scrami7thconf/aermod/aermod mep.pdf. 

11 See the EMVAP presentation made by Robert Paine at EPA's 10• Modeling Conference, available at 

http://www.epa.gov/ttn/scram/10thmodconf/presentations/2-11-EMVAP Emissions Processor.pdf. 

October 2013 WNW.aecom.oom 

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PRIVILEGED AND CONFIDENTIAL/ ATTORNEY CLIENT COMMUNICATION /ATTORNEY WORK PRODUCT 
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AE'COM 

Figure 4 Lovett Evaluation Database 502 Emissions Distribution 

Frequency Distr.ibution .of S02 Emissions at 

Lovett, 1988 

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Figure 5 Modeling Results for Lovett 

October 2013 

EMVAP 50th Percentile Results for Lovett Generating Station 

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Page 7 of 14 

t:MVIJ'21). f.MW,PS<.ase [t.'!VAPl(J- [MVAP20. 

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Technical Critique of Recent Air Quality Modeling Analyses of the Edward, Joppa, and Newton 

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This type of analysis can be used to scale the results from the Klafka modeling to estimate a 

realistic modeling outcome that would occur with the use of actual hourly emission input to 

AERMOD. Figures 6 and 7 show the cumulative frequency distribution of hourly S02 emission 

rates from Edwards Units 1 and 2 combined, and Edwards Unit 3, respectively. It is evident 

that the emissions at the 60t" percentile range ("typical emissions") are less than 10% of the 

allowable emissions modeled by Klafka: about 1,600 lb/hr for typical emissions vs. 17,763 

lb/hr for allowable emissions on Units 1 and 2 combined, and about 1,500 lb/hr for typical 

emissions vs. 16,8461b/hr for allowable emissions. This factor-of-10 or more adjustment due 

to emission rate input to the modeling is consistent with the same adjustment noted above to 

correct the Klafka overprediction at the Peoria monitor. 

Figure 6 Edwards Units 1 and 2 Emissions Distribution 

Cumulative Frequency Distribution of 2008·2012 Hourly S02 -Emissions for Edwards Power 

Station Units 1 and 2 ... '(I .,....----- . --·---·-----... ------------·--... ------------------------ . -·--·------------·---

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October 20 13 www.aecom.com 

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Technical Critique of Recent Air Quality Modeling Analyses of the Edward, Joppa, and Newton 

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Figure 7 Edwards Unit 3 Emissions Distribution 

Cumulative Frequency Distribution of 2008·2012 Hourly S02 Emissions for Edwards Power 

Station Unit 3 

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Additional Modeling Issues for Edwards Power Plant 

Any new modeling of the Edwards Power Plant, when EPA issues its modeling guidance and 

any pending updates to AERMOD, will need to consider the following issues. 

• Actual hourly emission rates and exhaust parameters should be used. 

• Actual stack heights (NOT artificially truncated stack heights at Good Engineering 

Practice height) should be used. 

The Klafka modeling does not use the appropriate emission rates, the appropriate stack height, 

and other stack parameters such as flow rates, diameter, and temperature need to be verified 

with Ameren before being accepted. In fact, Ameren has separately indicated12 to me that the 

Klafka stack parameters (both stack physical and exhaust parameters) are incorrect and would 

tend to lead to overpredictions. In spite of these issues, both the monitor vs. modeling 

comparison and the misrepresentation of the effective average emission rate by the Klafka 

12 The stack diameter for Units 1 and 2 used by Klafka does not appropriately consider the merged flues for these 

two units. In addition, the temperature and flow rates for these units used by Klafka are too low. 

October 2013 www.aecom.com 

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modeling results in about a factor-of-1 0 overprediction, which, if corrected, would result in 

modeled NAAQS compliance for the Edwards Power Plant. 

Model Overpredictions are Reported by Klafka for the Joppa Steam Station 

There are no 802 monitors in the vicinity of the Joppa Steam Station, which is located near 

Joppa, on the Ohio River in extreme southern Illinois. However, the emissions scaling 

conducted for the Edwards Power Plant can also be used for Joppa to determine an 

adjustment to the Klafka modeling results. 

Klafka modeled each of the three Joppa units' allowable emissions at a rate of about 12,286 

lb/hr. The 60th percentile frequency emission rate for the three units, as shown in Figure 8, 9, 

and 10, is about 2,000 lb/hr for the period of 2010-2012. This results in an adjustment 

downward by a factor of more than 6 from the Klafka results. In addition, the Klafka modeling 

utilized an improper stack height, since the May 21, 2013 EPA guidance indicates that actual 

stack height is to be used (550 feet versus the 407.33 feet used in the modeling). The effect 

of this adjustment is estimated from SCREEN313 runs to be about 7%. Combining these 

factors and adding a background of 23.5 J.lg/m3

, results in a total design concentration of about 

193 J.Jg/m3

, which is below the NAAQS of 196.5 J.Jg/m3

. 

Figure 8 Joppa Stack 1 (Units 1 and 2) Emissions Distribution 

Cumulative Frequency Distribution of 2010-2012 Hourly 502 Emissions 

for Joppa Steam Electric Station Stack 1 (Boilers 1 and 2} 

~~----------------------------~------------------------­

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13 SCREEN3 is an available screening model tool that is based upon the Industrial Source Complex model, which 

preceded AERMOD. SCREEN3 was used for assessing the relative difference between predicted impacts due to 

two different Joppa stack heights. 

October 2013 www.aecom.rom 

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Figure 9 Joppa Stack 2 (Unit 3 and 4) Emissions Distribution 

Cumulative Frequency Distribution of 2010.2012 Hourly S02 Emissions 

for Joppa Steam Electric Station Stack 2 (Boilers 3 and 4) 

::+,----_··-_· __________ -_-_-_-_-~=---·--·_-_·:-__ --_-_-_-___ -__ -_--_ .._. ______ , _______ ··_-::·_-_-_--_-_-_,-1 

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Figure 10 Joppa Stack 3 (Units 5 and 6) Emissions Distribution 

Cumulative Frequency Distribution of 2010-2012 Hourly S02 Emissions 

for Joppa Steam Electric Station Stack 3 (Boilers 5 and 6) 

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October 201 3 www.aecom.com 

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Similar Model Overpredictions are Evident for the Newton Power Plant 

There are no S02 monitors in the vicinity of the Newton Power Plant, which is located near 

Newton. IL in Jasper County. However, the emissions scaling conducted for the Edwards 

Power Plant can also be used for Newton to determine an adjustment to the Klafka modeling 

results. 

Klafka modeled each of the two Newton units' allowable emissions at a rate of 831.6 g/s, or 

6,600 lb/hr. The 70&o percentile frequency emission rate for the two units are about 3,000 and 

2,800 lb/hr, respectively, for the period of 2010-2012, as shown in Figures 11 and 12. This 

results in an adjustment downward by more than a factor of 2 from the Klafka results. If we 

conservatively adjust the Klafka results by exactly a factor of 2 downward, then the predicted 

design concentration, wijh consideration of the background of 23.5 1Jg/m3

• a total of about 171 

IJQ/m3 (below the NAAQS of 196.5 1Jg/m3). 

Figure 11 Newton Unit 1 Emissions Distribution 

Cumulative Frequency Distribution of 2010-2012 Hourly S02 Emissions 

for Newton Power Station Unit 1 

6800 ·~"" "" ·······-·---- ________ , ____ --

6600 • 

&400 

6100 

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October 2013 

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30 70 90 

www.aecom.com 

Page 12 of 14 

Technical Critique of Recent Air Quality Modeling Analyses of the Edward, Joppa, and Newton 

PRIVILEGED AND CONFIDENTIAL/ ATIORNEY CLIENT COMMUNICATION /A DORNEY WORK PRODUCT 
Electronic Filing- Recived. Clerk's Office: 10/0712013 

A: COM 

Figure 12 Newton Unit 2 Emissions Distribution 

Cumulative Frequency Distribution of 201Q-2012 Hourly S02 Emissions 

for Newton Power Station Unit 2 

~+= ~oo+---------------------------------------------------------------;i: :==============================================================l ~ +-----·-·--··--·----------·------------------------------------

1

1 :E ::;;;;;;;;;;;;;;;;;;;;;;;;;;;;;;;;;;;;;;;;;;;;;;;;;;;;;;;;;;;;;;;u' 41:00 + :,; ~= t·==============================;:;T.Ittll ~3&00 1------------------------------:TII 

1 ~ 3400 ~ H+tltH 

'

I ! 3200 1 

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I ' .!i "' 2soo +. ' ------------------,-;onrtHH+IHIIlHf.HIH~IfHH'-'HHIH+l n I ~ ~!~ t------------ --- --------------------------------------------H· H~+HffiHI-HJ.!H IIHllHHl-IH-IIll 

~ 2200 IH-HliHI 

i 

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20 ,., "' "' "' 10 "' "' 100 

Ptrc:~t of fmintoM 

Conclusions 

The Sierra Club has conducted modeling to assess the S02 NAAQS compliance status of the 

Edwards, Joppa, and Newton plants operated by Ameren in Illinois. This modeling exercise is 

an extremely conservative screening analysis that does not provide credible results because 

the emission rates used for allowable emissions are many times that of average actual 

emissions. 

For the Edwards plant, the comparison of the Sierra Club's predicted concentrations with those 

actually monitored near Peoria confirms the overprediction tendency of the modeling. An 

independent adjustment of the modeling results based upon a ratio of typical S02 emissions (at 

about the 60th percentile frequency is consistent with other evaluations and with the Peoria 

monitoring results, and indicates that modeling with actual emissions would likely show 

NAAQS compliance. A similar scaling analysis for the Joppa and Newton plants also leads to 

the conclusion that with appropriate emissions and stack parameters, modeled NMOS 

compliance would likely result. 

26787-0042 

October 2013 www.aecom.com 

Page 13 of 14 

Technical Critique of Recent Air Quality Modeling Analyses of the Edward, Joppa, and Newton 

PRIVILEGED AND CONFIDENTIAL/ A DORNEY CLIENT COMMUNICATION /A DORNEY WORK PRODUCT 
Electronic Filing- Recived. Clerk's Office: 10/07/2013 

AS'COM 

CH2\13612896.1\10.01.1310:19 

DRAFT 

October 2013 www.aecom.com 

Page 14 of 14 

Technical Critique of Recent Air Quality Modeling Analyses of the Edward, Joppa, and Newton 

PRIVILEGED AND CONFIDENTIAL/ ATIORNEY CLIENT COMMUNICATION /A DORNEY WORK PRODUCT 
AE'COM 

Electronic Filing -Recived. Clerk's Office: 10/07/2013 

STAFF Resume 

Environment 

Chelmsford, MA 

2013 

Robert J. Paine, C.C.M., Q.E.P. 

Associate Vice President 

Years Experience: 

38 

Professional 

History 

AECOM 

Environment 

Education 

MS, Meteorology, 

Massachusetts 

Institute of 

Technology 

BS, Atmospheric 

Science, State 

University of New 

York at Albany 

Technical 

Specialties 

Design and 

Implementation of 

Air Quality Models 

Meteorological 

Analyses 

Permitting Studies 

Field Investigations 

Impact Analysis of 

Airborne Toxic 

Releases 

Expert Witness 

Testimony 

Professional 

Registrations & 

Affiliations 

Certified Consulting 

Meteorologist 

Qualified 

Environmental 

Professional 

Representative Project Experience 

A. Air Dispersion Modeling Applications 

ConocoPhillips {AK). Modeling consultant for review of modeling 

procedures used for offshore drilling activities in the Chukchi Sea. The 

modeling involved localized impacts near drilling vessels as well as on-shore 

impacts from this activity. Models reviewed were OCD, AERMOD, and 

CALPUFF. 

Eastman Chemical Company, Kingsport, TN. Principal investigator for 

site-specific monitoring and modeling study to resolve an 502 nonattainmant 

area in Kingsport, TN. The study has involved installation of meteorological 

and monitoring equipment and negotiation of monitoring and modeling 

protocols with reviewing agencies. 

Columbian Chemicals, Marshall County, WV. Advisor for and reviewer of 

local modeling applications using RTDM and CALPUFF and review of a 1· 

year site-specific meteorological database gathered by ENSR Corporation in 

1996 for the Industrial Source Group. 

Entergy Mississippi, Louisiana, and Arkansas BART (MS, LA, and AR). 

Principal modeling investigator for BART detenninations for Lake Catherine, 

White Bluff, Michaud, Gerald Andrus, and Baxter Wilson power plants using 

CALPUFF for visibility improvement modeling. 

Entergy NAAQS Compliance Modeling and Permitting {LA): Principal 

modeling investigator for permitting and compliance modeling for Little Gypsy 

and Michaud. 

Arizona Public Service (NM). Principal modeling investigator for BART 

visibility modeling support to APS for the Four Corners Power Plant ard the 

Cholla Power Plant using CALPUFF for visibility improvement modeling. 

Salt River Project (AZ). Principal modeling investigator for BART visibility 

modeling and central technology support to SRP for the Navajo and 

Coronado Generating Stations. 

Dominion Energy (VA). Principal modeling investigator in a PSD penni! for 

a 1280-MW natural gas-fired power plant in Wanren County, Virginia, just 7 

km from the Shenandoah National Park. The project dealt with significant 

complications involving PSD Class I impacts, 1-hour NO, modeling, and 

Page 1 
AECOM 

America I 

Meteorological 

Society 

Air & Waste 

Management 

Association 

American Institute 

of Physics 

American 

Meteorological 

Society: Chair, Air 

Pollution 

Committee, 1996-

1998 

Sigma Xi 

Electronic Filing -Recived. Clerk's Office: 10/07/2013 

Robert J. Paine Resume 

Environment 

PM2.s increment modeling. 

Chelmsford, MA 

2013 

Confidential Clients (PA, DC, and /A). Principal modeling investigator in 

conducting 1-hour SO, and NO, NAAQS compliance modeling for several 

actual and hypothetical facilities. 

Sithe Global, LLC (NM). Principal investigator in a PSD pennit for a 1500-

MW coal-fired power plant (Desert Rock) in the Four Corners area of New 

Mexico. The project was on Navajo Nation land, and included consideration 

of Indian affair issues. Other unique challenges for this permit were the 

presence of 15 PSD Class I areas within 300 km. 

Unistar (MD). Principal modeling investigator in PSD permitting of a new 

nuclear-powered 1600-MW unit at the Calvert Cliffs Nuclear Power Plant 

near Lusby, MD. 

Consolidation Coal (VA). Principal modeling investigator in permitting of 

coal-fired drying equipment associated with a coal preparation plant in 

Buchanan County, VA. This PSD project submitted in 2000 involved use of 

advanced complex terrain modeling with site-specific data gathered by 

ENSR. CALPUFF modeling was conducted for impacts at Linville Gorge and 

Great Smoky Mountains National Pari<. 

Greene Energy Project (PA). Principal dispersion modeling advisor for a 

waste coal-fired project proposed for southwestern Pennsylvania. This 

project involves local modeling with an advanced air quality model, AERMOD 

as well as refined CALPUFF modeling impacls at Dolly Sods, Otter Creek, 

and Shenandoah PSD Class I areas. 

Tucson Electric (AZ). Principal modeling investigator in the permitting of an 

approved expansion of the coal-fired Springerville Generating Station in 

eastern Arizona; modeling involved CALPUFF for three PSD Class I areas 

and testimony before the Arizona Corporation Commission. 

Basin Electric Power Cooperative (ND). Principal investigator in review of 

CALPUFF modeling of so, increment consumption at several PSD Class I 

areas in North Dakota and Montana due to emissions from lignite·fueled 

power plants. ENSR used an advanced modeling approach for CALPUFF 

that showed more accurate modeled impacts than that indicated by EPA and 

North Dakota modeling. 

Newmont Mining (NV). Principal dispersion modeling investigator for 

permitting of a coal-fired power plant in north central Nevada. Local modeling 

involved use of AERMOD with meterological input from ENSR-operated 

meteorological tower and sodar. PSD Class I impacts were modeled with a 

refined CALPUFF analysis for a nearby PSD Class I area. 

B. Selected Air Quality Model Development Projects 

Minerals Management Service. Assisted in the development and 

evaluation of the Offshore and Coastal Dispersion (OCD) model. This model 

was submitted to EPA and it became the preferred dispersion model fur outer 

continental shelf emission sources. 

Electric Power Research Institute. Principal investigator in the 

development of the Emissions Variability Processor (EMVAP), the SubHourly 

AERMOD Run Procedure (SHARP), and the analysis of distance applicability 

Page 2 
AECOM 

Electronic Filing -Recived. Clerk's Office: 10/0712013 

Robert J. Paine Resume 

Environment 

for short-range models. 

Chelmsford, MA 

2013 

AM~PA. Acted as an advisor from 1991 through 2005 to the American 

Meteorological Society and EPA in a working group (AERMIC) to replace the 

ISC model with a new model (AERMOD). 

American Petroleum Institute and Utility Air Regulatory Group. Principal 

investigator on evaluation study for AERMOD and CALPUFF in low wind 

speed cases. 

C. Expert Witness Testimony 

Utility Air Regulatory Group and American Petroleum Institute. Provided 

expert witness declarations and consutting to support Petitions for 

Reconsideration of the 1-hour NO, and SO, National Ambient Air Quality 

Standards. 

Noranda Minerals. Provided extensive testimony regarding the operation for 

an intermittent control system at a copper smelter in Quebec during a 

pollution episode. 

Nestle Great Waters. Provided testimony regarding the evaporative water 

transport involving a watershed where a high volume water 

pumping/withdrawal site is located in Michigan. 

Grain Processing Cor~ration. Provided consulting to legal counsel in 

anticipation of litigation regarding state agency orders for emissions reduction 

due to so2 compliance issues. 

Wellington Development. Provided testimony regarding dispersion 

modeling procedures in hearings involving a challenge to a PSD penmit 

issued by Pennsylvania DEP for the Greene Energy waste coal project in SW 

Pennsylvania. 

Publications 

Kaplan, M., R. Paine, and R. Hamel, 2013. Additional Evaluation of EMVAP 

Using Hourly Emissions, Meteorological, and Monitoring Data. Control #29. 

presentated at the Air & Waste Management Association's Specialty 

Conference, Guideline on Air Quality Models: the Path Forward, Raleigh, NC. 

March 2013. 

Connors, J., R. Paine. and S. Hanna, 2013. AERMOD Low Wind Speed 

Issues: Review of New Model Release. Control #3, presentated at the Air & 

Waste Management Association's Specialty Conference. Guideline on Air 

Quality Models: the Path Forward, Raleigh, NC. March 2013. 

Paine, R, F. Tringale, and S. Gossett, 2013. Resolution of 1-hour S02 

Nonattainment Area in Kingsport, TN: Advanced Meteorological and 

Monitoring Study. Control #7, presentated at the Air & Waste Management 

Association's Specialty Conference, Guideline on Air Quality Models: the 

Path Forward, Raleigh, NC. March 2013. 

Szembek, C., R. Paine, and S. Gossett, 2013. Resolution of 1-hour S02 

Nonattainment Area in Kingsport, TN: Model Evaluation Analysis Results to 

Date. Control #8, presentated at the Air & Waste Management Association's 

Specialty Conference. Guideline on Air Quality Models: the Path Forward, 

Raleigh, NC. March 2013. 

Connors, J., D. Heinold, and R. Paine, 2013. Screening Approach to 

Account for Secondary PM2.5 in Stationary Source Modeling. Control #42, 

Page 3 
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Robert J. Paine Resume 

Environment 

Chelmsford, MA 

2013 

presentated at the Air & Waste Management Association's Specialty 

Conference, Guideline on Air Quality Models: the Path Forward, Raleigh, NC. 

March 2013. 

Moore, G., R. Paine, and A. Lopes, 2013. Practical Uses of the WindStation 

Computational Fluid Dynamics (CFD) Model in Air Quality Dispersion 

Studies. Control #42, presentated at the Air & Waste Management 

Association's Specialty Conference, Guideline on Air Quality Models: the 

Path Forward, Raleigh, NC. March 2013. 

lwanchuk, R., D. Heinold, R. Hamel, R. Paine, E. Knipping, and N. Kumar, 

2013. Advanced Dispersion Modeling Techniques to Assist with NMOS 

Compliance. Paper 7.2, presented at the 2013 EUEC conference, Phoenix, 

AZ.. 

Paine. R.J., D.W. Heinold, and R.M. lwanchuk, 2013. Compliance 

Challenges Posed by the NMOS for SO,, NO,, and PM,.s, Paper 3.1. 

presented at the 2013 EUEC conference, Phoenix, AZ.. 

Paine, R. and D. Heinold, 2012. Advanced Dispersion Modeling Techniques 

to Assist with NMOS Compliance. Presented at the NCASI NW 

Environmental Conference, Vancouver, WA. 

Paine, R., D. Heinold, and S. Head, 2012. Predicted BART Visibility Benefrts 

-Real or Illusion? Extended Abstract No. 134. Presented at the A&WMA 

Specialty Conference on Visibility. Whitefish. MT. 

Hamel. R.. R. Paine, D. Heinold, and E. Knipping, 2012. EMVAP: an 

Emissions Variability Processor for Modeling Applications. Paper# 2012-A341-AWMA, presented at the 105~ Annual Conference, Air & Waste 

Management Association, San Antonio, TX. 

Moore, G., R. Paine, D. Heinold, and S. Hanna, 2012. Limitations of SteadyState Dispersion Models and Possible Advanced Approaches. Paper # 

2012-A-500-AWMA, presented at the 1 as• Annual Conference, Air & Waste 

Management Association, San Antonio, TX. 

Paine, R., J. Connors, R. Hamel and D. Heinold, 2011. Dealing with 

Modeling Challenges Posed by the 1-hour NMOS for S02 and N02. Paper 

# 2011-A-331-AWMA, presented at the 104"' Annual Conference, Air & 

Waste Management Association, Orlando, FL. 

Paine, R. and D. Heinold, 2011. Critical Issues in the Completion of Regional 

Haze Rule State Implementation Plans. Paper # 2011-A-474-AWMA, 

presented at the 104'' Annual Conference, Air & Waste Management 

Association, Orlando, FL. 

Paine, R. 2010. Air Quality Modeling (Vol IV), edited by P. Zannetti -

contributions to Chapters 1 and 2. The Envirocomp Institute and Air & Waste 

Management Association. ISBN 978-1-9334740-8-3. 

Paine, R.J. and D.W. Heinold, 2010. Consideration of Emissions Variability 

in Modeling Short-Term Concentrations. Extended Abstract 2010-A-751-

AWMA, presented at the 1 03'' Annual Conference, Air & Waste Management 

Association. Calgary, Alberta, Canada. 

Paine, R.J., J.A. Connors. and C.D. Szembek, 2010. AERMOD Low Wind 

Speed Evaluation Study: Results and Implementation. Paper 2010-A-831-

AWMA, presented at the 1 03'' Annual Conference, Air & Waste Management 

Association, Calgary, Alberta, Canada. 

Page4 
AECOM 

Electronic Filing- Recived. Clerk's Office: 10/0712013 

Robert J. Paine Resume 

Envlronmenl 

Chelmsford, MA 

2013 

Paine, R.J., 2010. Forthcoming NMOS Changes and Implementation for 

PM,.s, SO,, and NO,. Paper A4.7, presented at the 13th Annual Electric 

Utilities Environmental Conference, Phoenix, AZ. 

Paine, R.J. and J.A. Connors, 2009. Progress Report: Low Wind Speed 

Evaluation Study. Paper # 2009-A-406-AWMA, presented at the 10200 

Annual Conference, Air & Waste Management Association, Detroit, MI. 

Paine, R.J., 2009. Status Update: PM,.s NAAQS and PSD Increment 

Modeling. Paper # 2009-A-404-AWMA, presented at the 102"" Annual 

Conference, Air & Waste Management Association, Detroit, MI. 

Paine, R.J., 2009. New Penmitting Challenges: PM2.s NAAQS and PSD 

Increment Modeling. Paper A6.4, presented at the 12th Annual Electric 

Utilities Environmental Conference, Phoenix, AZ. I 

Paine, R.J., 2008. Permitting Challenges: PM,.s NAAQS and PSD Increment 

Modeling. Paper E8.1, presented at the 11th Annual Electric Utilities 

Environmental Conference, Tucson, AZ.. 

Paine, R.J. 2007. Regional Haze Rule Implementation Status. Session B3 

paper presented at EERC's Air Quality VI conference, September 2007, 

Alexandria, VA. 

Paine, R.J. 2007. AERMOD and CALPUFF: Features, Recommended 

Applications, and Comparisons with AUSPLUME and TAPM: a United States 

Perspective. Paper presented at the 14~ IUAPPA Congress, Brisbane, 

Australia, September 2007. 

Paine, R.J. 2007. Technical development, evaluation and current 

develoJ.>ments on AERMOD's Low Wind Speed scheme. Paper presented at 

the 14 IUAPPA Congress, Brisbane, Australia, September 2007. 

Paine, R.J. 2007. Introduction to AERMOD. Course presented at the 14~ 

IUAPPA Congress, Brisbane, Australia, September 2007. 

Paine, R.J., 2007. Status Report: Regional Haze BART Rule 

Implementation. Paper# 111, presented at the 100• Annual Conference, Air 

& Waste Management Association, Pittsburgh, PA. 

Paine, R.J., 2007. Short-range Modeling Changes with AERMOD. Paper 

E2.6, presented at the 1Oth Annual Electric Utilities Environmental 

Conference, Tucson, AZ. 

Paine, R.J. and D. W. Heinold, 2006. Challenges in Implementing the 

Regional Haze BART Rule. Paper 03.4, presented at the 9th Annual Electric 

Utilities Environmental Conference, Tucson, AZ. 

Paine, R.J., 2006. Challenges in Implementing AERMOD. Paper 05.4, 

presented at the 9th Annual Electric Utilities Environmental Conference, 

Tucson, AZ. 

Cimorelli, A.J., S.G. Perry, A. Venkatram, J.C. Weil, R.J. Paine, R.B. Wilson, 

R.F. Lee, W.O. Peters, and R.W. Brode, 2005. AERMOD: A Dispersion 

Model for Industrial Source Applications. Part 1: General Model Formulation 

and Boundary Layer Characterization. Joumal of Applied Meteorology, 44, 

682-693. American Meteorological Society, Boston, MA. 

Perry, S.G., A.J. Cimorelli, R.J. Paine, R.W. Brode, J.C. Weil, A. Venkatram, 

R.B. Wilson, R.F. Lee, and W.O. Peters, 2005. AERMOD: A Dispersion 

Model for Industrial Source Applications. Part II: Model Perfonmance against 

17 Field Study Databases. Joumal of Applied Meteorology, 44, 694-708. 

American Meteorological Society, Boston, MA. 

Page 5 
AECOM 

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Robert J. Paine Resume 

Environment 

Chelmsford, MA 

2013 

Heinold, D .. R. Paine. E. Kintigh, S. Hanna, D. Baker, and R. Karp, 2005. 

Assessment of Uncertainty in Urban Air Taxies Simulations: Monte Carlo 

Study of the Houston Ship Channel. Paper# 1160. Presented at the 98th 

Annual Conference and Exhibition of the Air & Waste Management 

Association. Minneapolis, MN. 

Paine, R.J. and D.W. Heinold, 2005. Gazing Into the Crystal Ball: SourceSpecific Regional Haze BART. Paper# 1106. Presented at the 98th Annual 

Conference and Exhibition of the Air & Waste Management Association. 

Minneapolis, MN. 

Kaplan, M. and R. Paine, 2005. Air Quality Impact Assessments for Anmy 

Training Activities. Paper# 1100. Presented at the 98th Annual Conference 

and ExhibiTion of the Air & Waste Management Association. Minneapolis, 

MN. 

Stolarski, A., B. Stonmwind, D. Heinold, and R. Paine, 2005. Air Quality and 

Safety Issues for Offshore LNG Receiving Terminals. Paper # 1103. 

Presented at the 98th Annual Conference and Exhibition of the Air & Waste 

Management Association. Minneapolis, MN. 

Paine, R.J., 2005. Community Planning for Renewable Energy Resources. 

Paper# 1105. Presented at the 98th Annual Conference and Exhibition of 

the Air & Waste Management Association. Minneapolis, MN. 

Paine. R.J. and D. W. Heinold 2004. Experiences with FLAG Regional Haze 

Guidance Applications for Coal-Fired Projects. Paper #59, presented at the 

AWMA Specialty Conference on Visibility. Asheville, NC. 

Regional Haze Assessments with CALPUFF and FLAG: Where are we Now? 

Paper #03-A-7-AWMA, Presented at the AWMA Specialty Conference: 

Guideline on Air Quality Models: The Path Forward. Mystic, CT. 

Paine, R.J. and M.M. Kaplan, 2004. Application of CALPUFF to Assess 

Compliance with PSD Increment Consumption for S02 at Class I Areas in 

North Dakota and Montana. Paper # 246, Presented at the 97th Annual 

Conference and Exhibition of the Air & Waste Management Association. 

Indianapolis, IN. 

Paine, R.J., M.M. Kaplan. and D. A. Moon 2003. Use of Advanced NOAA 

Meteorological Data in CALPUFF Regulatory Applications. Paper #03-A-6-

AWMA, Presented at the AWMA Specialty Conference: Guideline on Air 

Qualily Models: The Path Forward. Mystic, CT. 

Paine, R.J. and D. W. Heinold 2003. Regional Haze Assessments v.;th 

CALPUFF and FLAG: Where are we Now? Paper #03-A-7-AWMA, 

Presented at the AWMA Speciatty Conference: Guideline on Air Quality 

Models: The Path Forward. Mystic, CT. 

Paine, R.J., F. Tringale, and J. Martin, 2003. Assessments of Wind Power 

Potential Using New Meteorological Archives. Presented at the American 

Wind Energy Assodation's 2003 Conference, Austin, TX. 

Paine, R.J., S. L. Heisler, and D.W. Heinold, 2003. Regional Haze 

Assessments with CALPUFF: Application of Refined Procedures. Paper No. 

69470. Presented at the 96th Annual Conference and Exhibition of the Air & 

Waste Management Asscciation. San Diego, CA. 

Kaplan, M., R. Paine, and D. Moon, 2003. CALPUFF Modeling and 

Evaluation Using RUC-<Jerived MM5 Data. Paper No. 69570. Presented at 

the 96th Annual Conference and Exhibition of the Air & Waste Management 

Association. San Diego, CA. 

Heinold, D., R. Paine, and H. Feldman, 2003. Quantitative Evaluation of the 

EPA Urban Air Taxies Modeling Strategy: Results of Sensitivity Studies. 

Paper No. 69639. Presented at the 96th Annual Conference and Exhibition 

PageS 
AECOM 

Electronic Filing - Recived. Clerk's Office: 10/0712013 

Robert J. Paine Resume 

Environment 

of the Air & Waste Management Association. San Diego, CA. 

Chelmsford, MA 

2013 

Paine, R., R. Brode. R. Wilson, A. Cimorelli, S. Perry, J. Weil, A. Venkatram, 

W. Peters, R. Lee, 2003. AERMOD: Latest Features and Evaluation 

Results. Paper No. 69878. Presented at the 96th Annual Conference and 

Exhibition of the Air & Waste Management Association. San Diego, CA. 

Paine, R.J. and D.W. Heinold, 2002. FLAG Aftermath: Effects of the Federal 

Land Managers' Modeling Guidance on CALPUFF Applications for New 

Source Pemnitting. 

Paper No. 43534. Presented at the 95th Annual Conference and Exhibition 

of the Air & Waste Management Association. Baltimore, MD. 

Paine, R.J. and D.W. Heinold. 2001. Regulatory Applications ofCALPUFF in 

Screening and Refined Mode - Lessons Learned. Presented at the Air & 

Waste Management Association Specialty Conference on Guideline on Air 

Quality Models: A New Beginning. Newport. Rhode Island. April, 2001. 

Paine, R.J., 2001. Meteorological Input Data for AERMOD Applications. 

Presented at the Air & Waste Management Association Specialty Conference 

on Guideline on Air Qualtly Models: A New Beginning. Newport, Rhode 

Island. April, 2001 

Heinold, D.W. and R.J. Paine, 2001. Modeling Plume Rise and Dispersion 

from a Hybrid Natural Draft Cooling Tower. Paper #290, Presented at the 

2001 Annual Meeting of the Air & Waste Management Association, Orlando, 

FL. 

Paine, R.J., D. W. Heinold, and H. J. Feldman. 2001. Quantitative Evaluation 

of the EPA Urban Air Taxies Modeling Strategy: Overview and Progress 

Report. Paper #979. Presented at the 2001 Annual Meeting of tihe Air & 

Waste Management Association, Orlanda, FL. 

Paine, R. J., 2001. Design of AERMOD and CALPUFF Evaluation with 

PRIME Enhancements. Paper #328, Presented at the 2001 Annual Meeting 

of the Air & Waste Management Association, Orlando, FL. 

Paine, R. and D. Heinold, 2000. Issues Involving Use of CALPUFF for LongRange Transport Modeling. Paper 00-359. presented at the 93rd Annual 

Meeting of the Air & Waste Management Association, Salt Lake City, UT. 

Paine, R., 2000. Impact on New Source Review of EPA's Newly Proposed 

Dispersion Modeling Techniques. Presented at the 65th API Spring Refinery 

Meeting, San Diego, CA. 

Paine, R. and R. Brode. 2000. AERMOD: Further Analysis of Evaluation. 

Paper 14.2 presented at the 11th Joint Conference on Applications of Air 

Pollution Meteorology wtth the A&WMA. 9-14 January 2000, Long Beach, 

CA. American Meteorological Society, Boston, MA. 

Paine, R. and L. Gendron, 2000. Experience in Modeling Applications Using 

On-site Tower and Sodar Data. Paper 11.4 presented at the 11th Joint 

Conference on Applications of Air Pollution Meteorology with the A&WMA. 9-

14 January 2000, Long Beach, CA. American Meteorological Society, 

Boston, MA. 

Gendron, L., A. Carpenito, P. Taverna, N. Mahoney, and R. Paine, 2000. 

Experiences in Meteorological Tower and Acoustic Sodar Installation and 

Operations for Several Complex Terrain Sites. Paper 11.3 presented at the 

11th Joint Conference on Applications of Air Pollution Meteorology with the 

A&WMA. 9-14 January 2000, Long Beaoh, CA. American Meteorological 

Society, Boston, MA. 

Paine, R., F. Lew, J. Zwicker, and H. Feldman, 1999. Analysis of Field Data 

to Evaluate Perfomnance of Optical Remote Sensing Techniques to Estimate 

Fugitive Emissions. Paper 99-474, presented at the 92nd Annual Meeting of 

Page 7 
AECOM 

EIBctronic Filing - RBcivE!d. CIE!rk's OfficE!: 10/07/2013 

Robert J. Paine Resume 

Environment 

the Air & Waste Management Association, St. Louis, MO. 

Chelmsford, MA 

2013 

Paine, R., R. Lee, R. Brode, R. Wilson, A. Cimorelli, S. Perry, J. Weil, A. 

Venkatram, W. Peters, 1999. AERMOD: Model Formulation and Evaluation 

Resu~s. Paper 99-476, presented at the 92nd Annual Meeting of the Air & 

Waste Management Association, St. Louis, MO. 

Paine, R., F. Lew, J. zv,;cker, and H. Feldman, 1999. Analysis of Field Data 

to Evaluate Performance of Optical Remote Sensing Techniques to Estimate 

Fugitive Emissions. Presented at the 64th API Spring Refinery Meeting, 

Chicago, IL. 

Paine, R.J., 1999. Impact on New Source Review of EPA's Newly Proposed 

Dispersion Modeling Techniques. Paper R3.6, Presented at the Electric 

Utilities Environmental Conference, January 11-13, 1999, Tucson, AZ. 

Lew, F., R.J. Paine, J. 0. Zwicker, and H. Feldman, 1998. Analysis of Field 

Data from the Duke Forest and Project OPTEX Studies. Paper 3534-77 in 

Proceedings of SPIE (The International Society for Optical Engineering), 

presented 2-5 November 1998, Boston, MA. 

Paine, R.J., and F. Lew, 1998. Consequence Analysis for Adoption of 

PRIME: an Advanced Building Downwash Model, in Proceedings of the 91st 

Annual Meeting of the Air & Waste Management Association, San Diego, 

CA. 

Heinold, D.W., R.J. Paine, and G.E. Magenau, 1998. Refined Techniques for 

Modeling Long Range Transport for Risk Management Planning, in 

Proceedings of the 91st Annual Meeting of the Air & Waste Management 

Association, San Diego, CA. 

Lee, R.F., R.J. Paine, S.G. Perry, A.J. Cimorelli, J.C. Weil, A Venkatram, and 

R.B. Wilson, 1998. Developmental Evaluation of the AERMOD Dispersion 

Model. Paper 1.5, presented at the 1Oth Joint Conference on the 

Applications of Air Pollution Meteorology with the A&WMA, Phoenix, AZ. 

Kendall, S.B., J. Smith, P.A. Ryan, R.J. Paine, S. Andersen, and A Bealer, 

1998. An Evaluation of the Performance of the Mesoscale Puff Dispersion 

Model and EPA Regulatory Models for Application to the Good Engineering 

Stack Height Review of the Phelps Dodge Hidalgo. Paper 1.8, presented at 

the 10th Joint Conference on the Applications of Air Pollution Meteorology 

with the A&WMA, Phoenix, AZ. 

Paine, R.J., 1998. Project PRIME: Evaluation of Building Downwash Models 

Using Field and Wind Tunnel. Paper 4B.2, presented at the 10th Joint 

Conference on the Applications of Air Pollution Meteorology with the 

A&WMA, Phoenix, AZ. 

Venkatram, A., J.C. Weil, A J. Cimorelli, R.F. Lee, S.G. Perry, R.B. Wilson, 

and R.J. Paine, 1998. AERMOD's Simplified Algorithm for Dispersion in 

Complex Terrain. Paper 5B.1, presented at the 10th Joint Conference on the 

Applications of Air Pollution Meteorology with the A&WMA, Phoenix, AZ. 

Paine, R.J., J.O. zv,;cker, and H. J. Feldman, 1998. Project OPTEX: 

Analysis of Field Study Data from a Petrochemical Facility to Assess Optical 

Remote Sensing and Dispersion Modeling Techniques. Paper 5B.1, 

presented at the 10th Joint Conference on the Applications of Air Pollution 

Meteorology with the A&WMA, Phoenix, AZ. 

Gendron, L.J., R.J. Paine, and L.L. Simmons, 1998. Operation of a 

Comprehensive Networ1< of Tall Meteorological Towers and Acoustic Sodars 

for Use in Modeling in the Ohio River Valley. Paper J3.5, presented at the 

10th Joint Conference on the Applications of Air Pollution Meteorology with 

the A&WMA, Phoenix, AZ. 

Paine, R.J. and M.P. Perkins, 1998. Comparison of Turbulence Data 

Collected from Doppler Sodars and Fixed Towers: Implications for Use in 

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Chelmsford, MA 

2013 

Modeling. Paper J3.6, presented at the 1Oth Joint Conference on the 

Applications of Air Pollution Meteorology with the A&WMA, Phoenix, AZ. 

Paine, R.J., J.O. Zwicker, and H. J. Feldman, 1997. Project OPTEX: Field 

Study at a Petrochemical Facility to Assess Optical Remote Sensing and 

Dispersion Modeling Techniques, in Proceedings of the 90th Annual Meeting 

of the Air & Waste Management Association, Toronto, Canada. 

Cameron, F. and R. Paine, 2000. Using AERMOD with Available 

Meteorological Data. Paper 00-325, presented at the 93rd Annual Meeting of 

the Air & Waste Management Association, Salt Lake City, UT. 

Paine, R.J. and D.W. Heinold. 1996. 'Modeling Developments Affecting the 

Pulp and Paper Industry: Change is in the Air.' In Proceedings of the 1996 

TAPPIIntemational Environmental Conference. Orlando, FL. 

A. Cimorelli, S. Penry, R. Lee, R. Paine, A. Venkatram, J. Weiland R. Wilson. 

1996. 'Current Progress in the AiERMicModel Development Program.' In 

Proceedings of the 89th Annual Meeting of the Air & Waste Management 

Association. Nashville, TN. 

Paine, R.J. 1996. 'Design of Evaluation of Building Downwash Models.' 

Paper 6.2 in Proceedings of the Ninth Joint Conference on Applications of Air 

Pollution Meteorology with A& WMA. Atlanta, GA. 

Paine, R.J. 1996. 'Evaluation of Building Downwash Models wtth Several 

Data Bases.' In Proceedings of the 89th Annual Meeting of the Air & Waste 

Management Association. Nashville, TN. 

Paine, R.J. and D.W. Heinold 1995. 'Long-Range Transport Modeling: 

Assessment of MESOPUFF-11 Performance.' Paper 95-WA75A in 

Proceedings of the 88th Annual Meeting of the AWMA. San Antonio, TX. 

Paine, R.J. and D.W. Heinold 1995. 'Emerging Issues for New Source 

Review Involving Visibility and Long-Range Transport.' Paper 31-3 in 

Proceedings of the 1995 TAPPI Environmental Conference. Atlanta, GA. 

Paine, R.J. 1994. 'Making Strategic Choices for Modeling and Monttoring in 

Complex Terrain.' Paper 30-2 in Proceedings of the 1994 TAPPI 

Environmental Conference. Portland, Oregon. 

Perry, S., A. Cimorelli, R. Lee, R. Paine, A. Venkatram, J. Weil, and R. 

Wilson. 1994. 'AERMOD: A Dispersion Model for Industrial Source 

Applications.' Paper 94-A787 in Proceedings of the 87th Annual Meeting of 

AWMA. Cincinnati, Ohio. 

Paine, R.J. and S.B. Kendall. 1994. 'Assessment of Boundary Layer Profiling 

Formulas Using Tower, Sodar, and Balloon Data.' Paper 1. Instead of, 3 in 

Proceedings of the Eight Joint Conference on the Application of Air Pollution 

Meteorology with Air and Waste Management Association. Nashville, TN. 

Paine, R.J. and J.E. Purdum. 1993. 'Enhancements to the Industrial Source 

Complex Model for Handling Complex Terrain.' Paper 93-MP-2.01 in 

Proceedings of the 86th Annual Meeting of AWMA. Denver, CO. 

Paine, R.J. and S.B. Kendall. 1993. 'Comparison of Observed Profiles of 

Winds, Temperature, and Turbulence wtth Theoretical Results.' Presented at 

Conference on the Role of Meteorology in Managing the Environment in the 

1 990s. Air and Waste Management Association, Pittsburgh, PA. 

Paine, R.J., and D.M. Shea. 1992. 'Comparison of Peak Predictions Among 

Rural Complex Terrain Models.' Paper 92-102.05 in Proceedings of the 85th 

Annual Meeting of AWMA. Kansas City, KS. 

Paine, R.J., and J.E. Purdum. 1991.· 'Comparison of Heat Flux and Land use 

Methods for a Rural/Urban Determination.' Paper 91-83.10 in Proceedings of 

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Environment 

the 84th Annual Meeting of AWMA. Vancouver, BC. 

Chelmsford, MA 

2013 

Paine, R.J. 1991. 'Features and Applications of the Hybrid Plume Dispersion 

Model.' Seventh Joint Conference on Applications of Air Pollution 

Meteorology, AMS/AWMA, pp 109-112. 

Paine, R.J., S.B. Kendall, A.W. Bealer and D.A. Godden. 1990. 

'Meteorological Measurements in Support of Complex Terrain Modeling 

Study in New Mexico.' Paper 90-76.1 in Proceedings of the 83rd Annual 

Meeting of AWMA. Pittsburgh, Pennsylvania. 

Hanna, S.R. and R.J. Paine, 1989. Hybrid Plume Dispersion Model (HPDM) 

Development and Evaluation. J. Appl. Meteor. 28: 206-224. 

Paine, R.J. 1989. 'Characteristics and Frequency Analysis of a Very High 

Concentration Event in Stagnant Condnions.' Paper89-114.2 in Proceedings 

of the 82nd Annual Meeting of AWMA. Anaheim, California. 

Paine, R.J. 1989. 'The CTDM Meteorological Preprocessor: An Improved 

Characterization of the Boundary Layer for Dispersion Modeling Applications.' 

Sixth Joint Conference on Applications of Air Pollution Meteorology, 

AMS/APCA, pp. 191-194. 

Paine, R.J. and B.A. Egan. 1988. 'Evaluation of Screening and Refined 

Complex Terrain Models at Five Sites.' Paper 88-49.5 in Proceedings of the 

81st Annual Meeting of APCA. June, Dallas, Texas. 

Paine, R.J. and B.A. Egan. 1988. User's Guide to the Rough Terrain 

Diffusion Model (RTDM), Rev. 3.20. ERT Document No. P-D535-585. NTIS 

No. PB88-171407/REB. 

Paine, R.J., D.G. Strimanis, M.G. Dennis, R.J. Yamartino, M.T. Mills, and 

E.M. Insley. 1988. User's Guide to the Complex Terrain Dispersion Model 

Volume 1: Model Description and User Instructions. NTIS PNo. PB88-

16218/REB. 

Paine, R.J. 1988. User's Guide to the CTDM (Complex Terrain Dispersion 

Model) Meteorological Preprocessor (METPRO) Program. NTIS No. PB88-

162102/REB. 

Strimaitis, D.G., R.J. Paine, B.A. Egan, and R.J. Yamartino. 1988. EPA 

Complex Terrain Model Development: Final Report. NTIS No. PB88-162 

114REB. 

Paine, R.J., ·M.T. Mills, and D.G. Smith. 1987. 'HASTE-An Emergency 

Response System Incorporating a Heavy Gas Dispersion Model.' Presented 

at Workshop on Air Quality Response to Accidental Releases of Hazardous 

Substances, February 4-6, Downsview, Ontario, Canada. 

Paine, R.J. and D.W. Heinold. 1987. 'The Importance of Local 

Meteorological Phenomena in Accidental Release Assessments.' Paper 87-

103.3 in Proceedings of the 80th Annual Meeting of the Air Pollution Control 

Association. June, New York, New York. 

Paine, R.J., B.A. Egan, and M.T. Mills. 1987. 'Applications of the Complex 

Terrain Dispersion Model.' Paper 87-73.3 in Proceedings of the 80th Annual 

Meeting of the Air Pollution Control Association, June, New York, New York. 

Paine, R.J., D.G. Smith, and B.A. Egan. 1987. 'Use of Meteorological Data in 

Assessing Potential Impacts of Accidental Releases of Vapor Clouds.' In 

Proceedings of the International Conference on Vapor Cloud Modeling, 

November 2-4, Cambridge, Massachusetts, pp. 293-316. 

Hanna, S.R. and R.J. Paine. 1987. 'Convective Scaling Applied to Diffusion 

of Buoyant Plumes from Tall Stacks.' Atmospheric Environment 21:2153-

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2162. 

Robert J. Paine Resume 

Environment 

Chelmsford, MA 

2013 

Egan, B.A., R.J. Paine, and J.R. Foster. 1986. 'Screening Techniques for 

Estimating Potential Impacts of Chemical Spills to the Atmosphere.' 

Proceedings of the 1986 Hazardous Material Spills Conference. May. St. 

Louis, Missouri; Washington, D.C. Hazardous Material Spills Conference. 

Paine, R.J., and B.A. Egan. 1986. 'Results of Additional Evaluation of the 

Rough Terrain Diffusion Model (RTDM).' Paper 86-8.4 in Proceedings of the 

79th Annual Meeting of the Air Pollution Control Association June, 

Minneapolis, Minnesota. 

Paine. R.J., J.E. Pleim, D.W. Heinold, and B.A. Egan. 1986. 'Physical 

Processes in the Release and Dispersion of Toxic Air Contaminants.' Paper 

86-76.3 in Proceedings of the 79th Annual Meeting of the Air Pollution 

Control Association. June, Minneapolis, Minnesota. 

Paine, R.J., and E.M. Insley. 1986. 'Evaluation of Plume Rise Estimation 

Methods at the EPA's Full Scale Plume Study Site.' Paper 13-2 in 

Proceedings of the Fifth Joint Conference on Applications of Air Pollution 

Meteorology. November, Chapel Hill, North Carolina. 

Egan, B.A., and R.J. Paine. 1986. The Applicabilfiy of the Rough. Terrain 

Diffusion Model (RTDM) to Different Terrain Settings.' Paper 4-2 in 

Proceedings of the 1986 TAP PI Environmental Conference. Atlanta, Georgia. 

Hanna, S.R., J.C. Weil and R.J. Paine. 1986. 'Evaluation of a Tall Stack 

Plume Model.' In Fifth Joint Conference on Applications of Air Pollution 

Meteorology, AMSIAPCA, pp. 198-201. 

Heinold, D.W., R.J. Paine, K.C. Walker, and D.G. Smith. 1986. 'Evaluation of 

the AIRTOX Dispersion Algorithms Using Data From Heavy Gas Field 

Experiments.' In Fifth Joint Conference on Applications of Air Pollution 

Meteorology, AMSIAPCA, pp. 299-302. 

Hanna, S., C. Burkhart, and R. Paine. 1985. 'Mixing Depth Uncertainties.' In 

Proceedings of the Seventh Symposium of Turbulence and Diffusion. 

November, Boulder, Colorado. 

Hanna, S., L. Schulman, R. Paine, J. Pleim, and M. Baer. 1985. 

'Development and Evaluation of Offshore and Coastal Dispersion (OCD) 

Model.' JAPCA 35:1034-1047. 

Venkatram, A., and R. Paine. 1985. 'A Model to Estimate Dispersion of 

Elevated Releases Into a Shear-Dominated Boundary Layer.' Atm. Env. 

19:1797-1806. 

Schulman, L., S. Hanna, and R. Paine. 1984. 'Development of the OCD 

Dispersion Model for Offshore Sources.' In Proceedings of the Fourth Joint 

Conference on Applications of Air Pollution Meteorology. October 16-19, 

Portland, Oregon. 

Venkatram, A., and R. Paine. 1984. 'Model to Estimate Dispersion of 

Elevated Releases Into Shear-Dominated Boundary Layer.' In Proceedings 

of the Fourth Joint Conference on Applications of Air Pollution Meteorology. 

October 16-19, Portland, Oregon. 

Hanna, S., R. Paine, and L. Schulman. 1984. 'Overwater Dispersion in 

Coastal Regions.' Boundary Layer Meteorology 30:389-412. 

Sanders, F., and R.J. Paine. 1975. The Structure and Thermodynamics of 

an Intense Mesoscale Convective Storm in Oklahoma.' Journal of 

Atmospheric Sciences 32:1563-1579. 

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AS'COM 

Analysis of PM2.5 NAAQS Compliance Issues for 

Monitors in the Vicinity of the Edwards, Joppa, and 

Newton Plants 

Robert Paine and Jeffrey Connors, AECOM 

October 7, 2013 

Introduction 

Various environmental groups have submitted comments to the Illinois Pollution Control Board 

in opposition to the Multi-Pollutant Standard (MPS) variance sought by Illinois Power Holdings 

(I PH) for S02 emissions. S02 is a precursor to PM2.5 formation (ammonium sulfate particles). 

The Sierra Club and others have asserted that S02 emissions from the IPH facilities 

(specifically the three coal-fired power plants in Illinois: the E.D. Edwards Energy Center, the 

Joppa Energy Center, and the Newton Energy Center), will result in "significant negative 

environmental impact" via the transformation of S02 into fine particulate matter (PM2.5). Thus, 

at issue is whether S02 emissions from these plants could be contributing to any existing or 

potential PM2.5 nonattainment areas in Illinois or adjacent downwind states. 

The analysis described below reviews the attainment status of PM25 monitors in the area of 

these power plants. The status of the monitors can generally be categorized as one of the 

following: 

• The monitor shows concentrations below the NAAQS. 

• The monitor shows concentrations above the NAAQS, but the trend is downward, and 

the most recent year or years indicates values below the NAAQS. 

• The monitor continues to show concentrations above the NAAQS and the trend is not 

sufficient to show current NAAQS attainment. However, the component of sulfate 

particles for the excessive portion of the PM2.5 concentrations is very low. 

PM, 5 Monitor Analysis Approach 

AECOM has performed a comprehensive analysis of ambient PM2.

5 monitoring data in the 

regional vicinity of these plants with respect to both the 24-hour and annual PM2.s NAAQS. 

These standards are: 

o 24-hour average= 35 ug/m3 (98th percentile day, averaged over 3 years) and 

• Annual average= 12 ug/m3 (averaged over 3 years). 

Ociober2013 www.aecom.com 

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Analysis of PM2.

5 NAAQS Compliance Issues for Monitors in the Vicinity of the Edwards, Joppa, and Newton Plants 
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A: COM 

AECOM's analysis included a review of the three most recent years of data (201 0 through 

2012) at several monitoring sites to determine the measured "design" concentrations 1 to be 

compared to the NAAQS. The regional area in which we reviewed monitoring data included 

Illinois and relevant areas of several adjoining states, Indiana, Missouri, Kentucky, and 

Wisconsin, including the major metropolitan areas of Chicago, St. Louis, and Milwaukee. In 

addition to examining the design concentrations, for selected monitors, we also examined the 

trend of the monitoring data over the most recent three years (2010 through 2012) and 

speciation of the measured PM,.5 to determine whether sulfates are an important component of 

the excess PM25 concentration. 

The source of the monitored concentrations used in this analysis is from the United States 

Environmental Protection Agency's (EPA's) website'. The data obtained from this EPA 

website consists of a summary of PM25 24-hour and annual design values from 2010 through 

2012. The summary also includes trends of the three-year average design concentrations and 

each year's design concentrations. We address both of the PM25 NAAQS averaging times in 

separate sections below. 

PM2.5 24-hour NAAQS Monitoring Data Evaluation 

We compiled the 24-hour PM25 design concentrations as extracted from the EPA spreadsheet 

provided at (http://www.epa.gov/airtrends/values.html). The extracted PM2.

5 24-hour design 

values were plotted for each available monitoring site located in Illinois and relevant areas of 

Indiana, Missouri, Kentucky, and Wisconsin. 

Figure 1 shows the location of all the monitors considered in this analysis, including the 

locations of the three plants. The figure also indicates whether the PM2.

5 design value for 2010 

through 2012 for each monitor is above or below the NAAQS. A design value below the 

NAAQS is represented by a blue circle in the figure, while a design value above the NAAQS is 

represented by a red circle. Note that there are no sites out of compliance with the 24-hour 

NAAQS. No further analysis was conducted for the 24-hour NAAQS, since ongoing emission 

reductions in the Midwest (associated with, for example, implementation of controls associated 

with Best Available Retrofit Technology and the Mercury and Air Toxics Standards), will likely 

result in further reductions in PM2.5 concentrations in future years. 

PM2 s Annual NAAQS Monitoring Data Evaluation 

Similar to the PM2.5 24-hour data discussed above, we compiled the annual PM25 design 

concentrations extracted from the same EPA web source. The annual PM2.

5 design values 

were then plotted for each valid monitor for monitors located in Illinois and relevant areas of 

Indiana, Missouri, Kentucky, and Wisconsin. 

Figure 2 shows the location of all the monitors considered in this analysis. The figure also 

indicates if the PM2.5 design value for 2010 through 2012 for each monitor is above or below 

the NAAQS. A design value below the NAAQS is represented by a blue circle, while a design 

value above the NAAQS is represented by a red circle. The figure shows that a majority of the 

monitors are shown with a blue circle, indicating NAAQS compliance. 

1 "Design" concentrations are monitored (or modeled) values having a form consistent with the NAAQS: the 98~ 

percentile 24-hour value averaged over 3 years, and the highest annual value averaged over 3 years. 

2 http://www.eoa.gov/airtrends/values.html 

October 2013 www.aecom.com 

Page 2 of 8 

Analysis of PM2.5 NAAQS Compliance Issues for Monitors in the Vicinity of the Edwards, Joppa, and Newton Plants 
Electronic Filing - Recived. Clerk's Office: 10/0712013 

AE'COM 

Figure 1: 24-Hour NAAQS Compliance Status of Area-wide PM2.s Monitors1•1 

·. 

Iowa ' ... 

''"-"'\ 

• • 

24-hr PM2.s Design Values (DV) 

(2010-2012) 

.. 

(a) Monitors were selected from Illinois and relevant areas from Indiana, Kentucky, Missouri, and Wisconsin. 

• 

• 

October 20 13 WWtN.aecom.com 

Page 3 of 8 

Analysis of PM2_5 NAAQS Compliance Issues for Monitors in the Vicinity of the Edwards, Joppa, and Newton Plants 
Electronic Filing- Recived. Clerk's Office: 10/0712013 

A:COM 

Figure 2: Annual NAAQS Compliance Status of Area-wide PM,.5 Monitors <•I 

. to~' .. 

. . """""",. 

~ 

• 

• 

Newton, 

• Power St8tion · ,(·< "y.t·- ....... ~ 

'/~- ,·~ \ 

Annual PM2s Design Values (DV) 

(2010-2012) 

"-• 

(a) Monitors were selected from Illinois and relevant areas from Indiana, Kentucky, Missouri, and Wisconsin. 

• 

• 

October 2013 www.aecom.com 

Page4 of 8 

Analysis of PM2_5 NAAQS Compliance Issues for Monitors in the Vicinity-ofthe Edwards, Joppa, and Newton Plants 
EIE!ctmnic Filing- RE!civE!d, CIE!rk's OfficE!: 10/0712013 

AS' COM 

For the monitors with annual design values above the PM2.5 NAAQS (based upon a 3-year 

average from 2010- 2012), we examined the trend in the data over the last three years to see 

if the monitors are likely to soon show attainment based on a continued downward trend in 

PM2.5 concentrations. In many cases, the latest year or two of monitoring data shows 

concentrations below the NAAQS, with a downward trend expected to continue for the reasons 

stated above. 

Table 1 shows the latest three years of monitoring data for each monitor with annual average 

PM2.

5 concentrations above the NAAQS. Of the 19 monitors shown in Table 1, 8 of them (as 

indicated by an asterisk) still have annual average PM25 values above the NAAQS for the 

latest year of monitoring data. However, even for these monitors, it is evident that all but two 

have a downward trend in the annual average concentrations. 

PM2.5 speciation data were evaluated, where available, for monitors having a 2012 annual 

average concentration above the NAAQS (the eight locations identified by an asterisk in 

Table 1). Such data were available for only one of these locations, Madison County, IL, Site 

171191007. For the remaining seven locations, the nearest air monitors included on Table 1 

(i.e., those with annual design concentrations above the NAAQS of 12 ug/m3

) for which 

speciation data are available were evaluated and plotted in Figure 3. For these locations, the 

"urban increment" using the speciation data was calculated. The urban increment is 

computed by taking the difference of the speciated concentrations in the monitor with a 

NAAQS exceedance to the monitored speciated concentrations at other monitors (in 

compliance with the NAAQS) in surrounding rural areas. These calculated concentrations 

are available at the web site 

http://www. epa .qov/ pm des iq nations/20 12standa rds/docs/ pm 25desiq nva I u es2 01 0-

2012withurbanincrements.xlsx. Thus on Figure 3, the red dots indicate the locations of the 

Table 1 air monitors with annual design concentrations above the NAAQS of 12 ug/m3

), and 

the pie charts indicate the locations of the air monitors used for this "urban increment" 

analysis, as well as the contributions of specific PM2.5 urban increment. 

Figure 3 shows that most of the PM2.5 urban increment at these monitors is due to PM2.5 

components other than sulfates. This is especially true in the St. Louis area where three of 

the PM2.

5 monitors (171190024, 171191007, and 295100093) with annual design values 

above the NAAQS are located. The major contributor at these locations is PM2.s species of 

crustal origin. At the remaining monitors, organic and elemental carbon make up the majority 

of the PM2.

5 species, these are species not associated with emissions from coal-fired power 

plants. 

October 2013 www.aecom.com 

Page 5 of 8 

Analysis of PM,.s NAAQS Compliance Issues for Monitors in the Vicinity of the Edwards, Joppa, and Newton Plants 
Electronic Filing -Recived, Clerk's Office : 10/0712013 

A:COM 

Table 1: PM2.5 Trend Data (2010-2012) for Monitors with Annual Design Values Greater than the PM2.5 Annual 

Annual Average 

Concentration 

State County Site Local Site Name (uglm3) 

2010 2011 2012 

Illinois Madison 171190024 Gateway Regional Medical Center 14.6 14.4 13.0 

Indiana Marion 180970043 lndpls- West St. 15.1 13.9 12.4 

Illinois Madison 171191007 FIRESTATION #1 14.3 13.3 12.8 

Indiana Clark 180190006 Jefferson- Walnut Stl Jefferson PFAU 14.7 12.9 11.9 

Indiana Lake 180890026 Gary- Burr St./ pumping station near truck stop 14.1 13.4 12.1 

Missouri St. Louis 295100093 Branch Street 13.8 13.6 12.2 

Illinois Cook 170313103 I EPA TRAILER 12.6 13.3 13.1 

Illinois Cook 170310022 WASHINGTON HS 14.0 12.6 11.5 

Indiana Lake 180890022 Gary-IITRI/1219.5 meters east of Tennessee St. 13.6 12.1 12.3 

Indiana Marion 180970081 lndpls- W. 18th St./ Ernie Pyle School 90 14.0 12.4 11.7 

Illinois Cook 170311016 VILLAGE HALL 12.6 12.6 12.6 

Indiana Marion 180970083 lndpls- E. Michigan St./ Thomas Gregg Sch. 15 13.9 12.7 11. 1 

Indiana Marion 180970084 lndpls- School 211 Florence Fay School 21 13.8 12.7 11. 1 

Indiana Dubois 180372001 Jasper PO 13.6 12.6 10.8 

Kentucky Jefferson 211110051 Watson Lane 14.8 11.8 10.3 

Illinois St. Clair 171630010 I EPA-RAPS TRAILER 13.0 12.8 10.9 

Indiana Lake 180890031 Gary- Madison St./ Gary Water/IN American Water Co. 12.9 12.1 11.5 

Indiana Vanderburgh 181630016 Evansville- U of E/ University of Evansville-Carson Center 13.4 12.3 11.0 

Kentucky Jefferson 211110044 Wyandotte Park 13.7 12.3 10.3 

Source of data: http: flwww .epa .gov/pmdesignations/20 12standardsfdocs/pm25desiqnvalues20 10-20 12withurbani ncrements.xlsx r·N j Yellow shaded cell indicates PM2_5 annual average concentration has dropped below the PMz.s annual NAAQS of 12 ug/m3 . ' . 

(1) Monitors were selected from Illinois and relevant areas from Indiana, Kentucky, Missouri, and Wisconsin. 

October 2013 

Page 6 of8 

Analysis of PM2.s NAAQS Compliance Issues for Monitors in the Vicinity of the Edwards, Joppa, and Newton Plants 

2010-2012 

Annual 

Design 

Concentratio

(uglm3)1' 1 

14.0 13.8 

13.5 

13.2 

13.2 13.2 13.0 

12.7 

12.7 

12.7 

12.6 

12.6 12.5 12.4 12.3 12.2 12.2 12.2 12.1 
Electronic Filing- Recived. Clerk's Office: 10/0712013 

Figure 3: PM2.5 Annual Urban Excess Speciation1•l 

Speciated PM2.5 

Monitor Sites with PM,, 

• Annual Trends above 

the NAAQS 

• Nrtrates 

k' Sulfates 

t Crustal 

(a) Monitors were selected from Illinois and relevant areas from Indiana. Kentucky, Missouri, and Wisconsin. 

October 2013 www.aecom.com 

Page7of8 

Analysis of PM2.s NAAQS Compliance Issues for Monitors in the Vicinity of the Edwards, Joppa, and Newton Plants 
Electronic Filing- Recived. Clerk's Office: 10/07/2013 

A:CO.M 

Conclusions 

Ongoing regional emission reduction programs are showing significant progress in downward 

trends of PM2_5 concentrations in Illinois and adjacent states. There are no remaining monitors 

showing violations of the 24-hour PM2.s NAAQS in this area. Although designations have not 

yet been made for the revised annual average, there are a few monitors with 2010-2012 3-year 

averages above the 12 (Jg/m3 NAAQS. Many of these monitors are showing a downward trend 

with 2012 annual averages below 12 ug/m3

• (As 2013 data becomes available, some of these 

monitors may come into attainment.) Of the monitors with 2010-2012 annual averages above 

12 ug/m3

, only two do not show a clear 3-year downward trend; these are Site 180890022 in 

Lake County, IL, and Site 170311016 in Cook County, IL. These two sites are both quite 

distant from the IPH power plants. The remaining monitors have localized urban increment 

components that are not dominated by sulfate species. Therefore, we conclude that S02 

emissions from the Edwards, Joppa, and Newton plants would not be expected to interfere 

with maintenance of PM2.s NAAQS attainment, or in preventing bringing those areas that are 

marginally above the NAAQS into attainment. 

EPA Excel Spreadsheet References Cited in this Analysis 

pm25designvalues201 0-2012withurbanincrements.xlsx- available at 

http://www. epa .qov/ pmdesiq n atio ns/20 12 standards/ docs/pm25desiq nval ues20 1 0-

2012withurbanincrements.xlsx. 

PM25_DesignValues_20102012_FINAL_08_20_13.xlsx- available at 

http://www.epa.gov/airtrends/values.html 

October 2013 

Page 8 of 8 

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Analysis of PM2_5 NAAQS Compliance Issues for Monitors in the Vicinity of the Edwards, Joppa, and Newton Plants