### EXPLANATION OF SIGNIFICANT DIFFERENCES CRAIG FARM DRUM SUPERFUND SITE PERRY TOWNSHIP, ARMSTRONG COUNTY, PENNSYLVANIA
I. INTRODUCTION
Site Name: Craig Farm Drum Superfund Site
Site Location: Perry Township, Armstrong County, Pennsylvania Lead Agency: U.S. Environmental Protection Agency, Region III Support Agency: Pennsylvania Department of Environmental Protection Statement of Purpose The Record of Decision (ROD) for the Craig Farm Drum Superfund Site (the Site) was issued on September 29, 1989. EPA has prepar ed this Explanation of Significant Differences (ESD) to modify the selected remedy for the Site, to summarize the information to support the modification, and to affirm that the remedy, as modified by this ESD, complies with the statutory requirements of Section 117(c) of the Comprehensive Environmental Response, Compensation, and Liability Act of 1980 (CERCLA), as amended, U.S.C. § 9617(c) and the National Oil and Hazardous Substances Pollution Contingency Plan (NCP ), §300.435(c)(2)(i). This ESD significantly changes, but does not fundamentally alter, th e remedy selected in the ROD with respect to scope, performance, and cost.
As discussed in detail in Sec tions III and IV of this document, the existing remedy for OU-3 at the Site consists of a seep intercep tor system comprised of two seep collection trenches (Seeps A and B). Collected water is conveyed to an aboveground storage tank (AST) and transported to an offsite treatment facility located approximately 2 miles from the Site. The treatment facility will need si gnificant and costly upgr ades to continue to operate effectively, therefore, remedial altern atives were evaluated to eliminate the need for offsite treatment of contaminated water from the seep interceptor system. During this evaluation, it was determined that clean water infiltrates into shallow overburden material that overlies or is located upgradient of the north disposal pit. As this water flows through residual contaminated material in the pit, it becomes contaminated before discharging to the Seep A collection trench. The remedy modification described in this ESD consists of the installation of an impermeable cap and groundwater infiltration system. This modification will reduce or eliminate the flow of clean water through contaminated material, thereby reducing or e liminating the need for offsite treatment of contaminated water. Additionally, this ESD documents the attainment of the performance standard, as defined by the ROD, by the Seep B portion of the system. Finally, the Third Five YearReview for the Site, signed on June 19, 2009, found that, although institutional controls were in place and effective at the Site, the requirements for

Page 1 of 11Explanation of Significant Differences Craig Farm Drum Superfund Site 

### the institutional controls were insufficiently documented by the ROD. This ESD clarifies the requirements for the controls. This document will be incorporated into th e Administrative Record maintained for the Site in accordance with NCP §300.825(a)(2). Public availability of the Administrative Record supporting the issuance of this ESD is discussed in Section VI of this document. II. SUMMARY OF SITE HISTORY, CONTAMINATION, AND SELECTED REMEDY Site History and Contamination The Craig Farm Drum Superfund Site consis ts of approximately 117 acres located in Perry Township, in the vicinity of the village of Fredericks burg, near the western border of Armstrong County, Pennsylvania. The Site is located approximately two (2) miles east of the Borough of Petrolia and approximately four (4) miles south of the town of Parker and the Allegheny River. Historically, the Site was operated as a stri p mine working the Upper Freeport coal seam, resulting in two (2) abandoned p its. Typical of strip mining ope rations in the vicinity of the Site, the mining pits were cut into a hillside where the coal seam outcropped or subcropped. The pit walls were formed by th e working face (highwall) of the mine and the spoil piles were staged away from the wo rking face. The strip mine ceased operations some time prior to 1958. Following the cessation of strip mining ope rations, between approximately 1958 and 1963, the abandoned former strip mining pits we re utilized for the disposal of 55-gallon drums containing still bottom residue from th e production of Resorcinol at the Koppers Chemical Company (Koppers) plant located in Petrolia, Pennsylvania. Resorcinol, alsoknown as 1,3-Benzenediol, m-Benzenediol, 1,3-Dihydroxybenzene, mDihydroxybenzene, 3-Hydroxyphenol, or m-Hydroxyphenol, is an organic compound used as an adhesive enhancer in the produc tion of automobile tires and pharmaceuticals.
The residue consisted of Resorcinol and othe r higher polymers and was characterized as a CERCLA hazardous substance but not as a Resource Conservation and Recovery Act (RCRA) hazardous waste. An analysis of the waste indicated the following composition: Compound Percent of Composition Resorcinol 5-10% Dihydroxydiphenyls (DHD) 20-25% Trihydroxydiphenyls (THD) 30-35% Higher polymers 30-35% Approximately 2,500 tons of material were placed in the pits by Mr. Herman Craig, Site owner Paul Craig’s brother. During deposition and duri ng the time the drums were stored onsite; many drums were damaged, resu lting in a release of the residue to the

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age 2 of 11Explanation of Significant Differences Craig Farm Drum Superfund Site 

### environment. Koppers purchased approximately 100 acres of the Site from Mr. Craig in 1971 and the remaining approximately 17 acres in 1985. On January 26, 1989, Koppers Chemical Company, Inc. became Beazer East, Inc. (Beazer). The Site was first identified by EPA in 1980 by a Potential Hazardous Waste Site Identification Report, considered for placem ent on the NPL in December 1982, and listed on the NPL on September 8, 1983. From 1983 through 1989, Koppers worked in cooperation with EPA and the Pennsylvania Department of Environmenta l Resources (PADER) to characterize the nature and extent of contamination at the Site. The Final Remedial Investigation and Feasibility Study (RI/FS) Report was issued in August 1989. Based on the analysis of groundwater, surface water, sediments, and ambient air during the RI/FS, the following compounds were id entified as Potential Contaminants of Concern (PCOCs): Organics:  Resorcinol;  THD;  Meta-phenolsulfonic acid (m-PSA);  Para-phenolsulfonic acid (p-PSA);  Benzene sulfonic acid (BSA);  Benzene meta disulfonic acid (BMDSA);  Benzene;  Phenol. Inorganics:  Cadmium;  Chromium;  Copper;  Lead;  Zinc. Toxicological data for the majority of the orga nic PCOCs at the Site is scarce or does not exist. Therefore, Resorcinol was utili zed as a representative compound based on the similarity of its structure to the other S ite-related organic PCOCs. The available toxicological data for Resorcinol indicates thatit is moderately toxic but is not considered a carcinogen. Benzene is the only known carcinogenic compound present at the Site.
The risk characterization indicated that the overall threat to human health posed by the Site was negligible, primaril y due to the limited exposure likelihood based on the current and future Site uses. The evaluation of potential environmental exposure pathways indicated that aquatic life within the Unname d Creek is being impacted by Site-related PCOCs. Therefore, the sele ction of the remedy for the Si te was based on the Site’s impact to the environment only, and not on th e impact to human health. The Site was

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age 3 of 11Explanation of Significant Differences Craig Farm Drum Superfund Site 

### determined to present an imminent and subs tantial endangerment to the environment as set forth in Section 106 of CERCLA, 42 U.S.C. § 9606. Selected Remedy The ROD selecting the final remedy was issued September 29, 1989. Operable units (OUs) at the Site were identified as follows:  Operable Unit #1 (OU-1) o Distillation residue material in former disposal pits; o Adjacent contaminated soils containing detectable concentrations (>50 parts per million (ppm)) of Resorcinol.  Operable Unit #2 (OU-2) o Remaining portions of former dispos al pit areas not included in OU-1; o Overburden and adjacent soils that are analytically clean but need to be moved to access OU-1 materials.  Operable Unit #3 (OU-3) o Seeps A and B, located downgradient of former disposal pits. Remedial Action Objectives
The Rem edial Action Objectives (RAOs) outlined in the ROD are as follows:  Control offsite contaminant migration via containment of contaminated landfill soil and waste material;  Prevent offsite migration of Site-relate d PCOCs and prevent Site-related PCOCs from impacting the Unnamed Creek and onsite living organisms;  Prevent continued leaching of preci pitation and surface waters through contaminated landfill material;  Eliminate exposure to co ntaminated groundwater;  Minimize risk to human health and th e environment by eliminating potential direct contact exposure pathways. Components of Remedy The following rem edy components were specified by the ROD:  Excavation and onsite solidification of soil and contaminated material from the disposal pits and surrounding areas;  Placement of the solidified material in an onsite RCRA equivalent, double lined, fenced landfill;  Wetland delineation and subsequent constr uction of a one-acre onsite wetland to replace wetlands destroyed in c onstruction of the onsite landfill;

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age 4 of 11Explanation of Significant Differences Craig Farm Drum Superfund Site 

###  Implementation of institutional cont rols alerting property owners of contamination;  Passive collection of ground water using a seep intercep tor system with offsite treatment;  Sampling and analysis of the Unnamed Cr eek and the water collected by the seep collection tank on a quarterly basis follo wing completion of construction, semiannually for the second year, and annually during the third year;  Sampling and analysis of both onsite and offsite groundwater. A Groundwater Verification Study was conducte d during the Remedial Design for the Site in July 1991, consisting primarily of additional groundwater well installation and sampling, to determine if additional gr oundwater remediation would be required subsequent to the selected OU-3 remedy. The results of the Study indicated that groundwater was being sufficiently addresse d by the OU-3 remedy selected in the ROD and that no additional remedial action would be necessary. Remedy Implementation The Consent Decree (CD) for the Site wa s entered on October 9, 1990. The Rem edial Action (RA) at the Site began in May 1994 and was completed on December 27, 1995, as documented in a Final Closeout Report (F COR). However, because the FCOR was issued prior to current site closeout guidan ce, it is considered equivalent to a current Preliminary Closeout Report (PCOR), in that it documents construction completion rather than site completion. Although institutional controls were require d by the ROD, the June 2004 Second Five Year Review found that they had not been implemented. In accordance with the recommendations of the Second Five Year Re view, the following institutional controls were implemented at the Site on September 23, 2004:  No groundwater beneath the Site may be used and no wells may be installed on the Site for human consumption, irrigation, or other purpose that may bring it into contact with humans, excep t for testing purposes as required by law, remedial action/design, or the terms of the Consent Decree;  No structure may be placed on the Site that would disturb th e cap or stabilized contents of the landfill or would otherwis e disturb any component of the remedial action/design without prior written approval of the Site owner and EPA;  The Site may not be used for the purpos es of living, dwelling, or overnight accommodations of any type;  No action may be taken that will inte rfere with, obstruct, or disturb the performance of any remedial response, including O&M;  Any Site owner must provide any purchas er with notice of the terms of the Consent Decree prior to transferring any interest in the Site.

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age 5 of 11Explanation of Significant Differences Craig Farm Drum Superfund Site


### System Operations and Maintenance Long-term monitoring and maintenance at the Site is conducted in accordance with the Operations and Maintenance Plan (O&M Pl an) submitted on July 14, 1993 and approved by EPA. The O&M Plan consists of the following components:  Inspection of the landfill cap, seep colle ction system piping and tank, sediment basins, monitoring wells, and wetlands;  Sampling and analysis of landfill and groundwater migration monitoring wells, Unnamed Creek, and seep collection system.
O&M has been conducted in accordance with the O&M Plan since the 1995 FCOR. Monitoring has indicated that the remedy is functioning as designed and is protective of human health and the environment. Post-Remedy Actions
The Site is located within the Bear Creek Area Chemical Site (BCACS), as defined by the Pennsylvania Department of Environm ental Protection (PADEP) pursuant to the Pennsylvania Hazardous Sites Cleanup Act (HSCA). The BCACS consists of multiple sites in the vicinity of Bear Creek that are impacted by contaminants primarily related to Resorcinol manufacturing. On May 5, 2003, PADEP executed a Consent Order and Agreement (COA) with Beazer in which Beazer agreed to pa y the Commonwealth $18,118,813.00 to resolve its potential liability under HSCA fo r chemical releases to environmental media within the BCACS. The COA acknowledged PADEP’s commitment to implement the Operable Unit 2 Public Water Supply Remedial Response (Public Water Supply). Subsequent to 2003, PADEP executed contracts to construct a public water supply within the BCACS, and required communities therein, including Perry Township, Armstrong County, to implemen t a model ordinance prohibiting the use of groundwater wells within the BCACS for potable water and requiring property owners to connect to the public water system. Construction of the public water supply was completed in 2007.
III. BASIS FOR REMEDY MODIFICATION OU-3 – Seep Interceptor System and Offsite Treatment Currently, water collected by the seep inter ceptor system is transported offsite for treatment to Beazer’s Petrolia Treatment Faci lity at the INDSPEC Chemical Corporation (INDSPEC) Plant located approximately 2 mile s from the Site. Historically, groundwater from both the Craig Farm Site and the INDSPEC Plant was treated at the Petrolia Treatment Facility. However, groundwater from the INDSPEC Plant no longer requires treatment. Due to the relatively small volume of water treated from the Craig Farm Site compared to that treated from the INDSPE C Plant, operating the Petrolia Treatment Facility to only treat Craig Farm wastewat er is not cost-effective. Currently, it is

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age 6 of 11Explanation of Significant Differences Craig Farm Drum Superfund Site 

### anticipated that the Petrolia Treatment Facility will be taken out of operation in late 2009 or early 2010. Therefore, an alternative to offsite treatm ent of groundwater collected by the seep interceptor system is necessary. Treatability Studies In order to evaluate water quality and alte rnative treatment technologies for the water collected by the seep intercep tor system, the following treata bility studies were conducted by Langan Engineering and Environmental Services (Langan) on behalf of Beazer between 1999 and 2006:  Granular Activated Carbon Study;  Aquamend Bioreactor Study;  Powdered Activated Carbon Study. None of the above treatability studies identifi ed an acceptable treatmen t alternative to the current offsite treatment system. In May 2006, following the completion of the treatability studies, Beazer conducted sampling of the seep interceptor system to confirm that the collected water still ex ceeded the relevant criteria. In May 2006, the seep interceptor system pi ping was flushed to remove residual solids and water samples from both Seep A and Seep B were collected by Key Environmental. The sampling results indicated the presence of Resorcinol and THD in Seep A and THD in Seep B at concentrations exceeding the respective laboratory reporting limits. The Resorcinol concentration detected in Seep A was below the most conservative bioassaybased ambient water quality criteria (AWQ C) developed for Beazer by AMEC Earth & Environmental, Inc. (AMEC). No bioassa y criteria have been developed for THD. The samples collected from Seeps A and B in May 2006 by Key Environmental were also submitted for a 7-day fathead minnow w hole effluent toxicity (WET) test using a series of nine (9) effluent dilutions ra nging from 100% (no dilution) to 0.5% (200x dilution) with an endpoints evaluation for growth and survival. Based on the results of the testing, the no obser ved effect concentration (NOEC) for Seep A effluent was 25% (4x dilution) and the half maximal effect concentration (EC50) was estimated to be 32%. Both the acute and ch ronic toxicity of S eep A exceed the PADEP WET screening criteria. The results of the testing c onducted on the Seep B effluent indicated an observed NOEC of 100% (no dilution). Both the acute and ch ronic toxicity of the Seep B samples were below the PADEP WET toxicity screening criteria. Based on this result, an additional sampling event was recommended and implem ented during the Focused Feasibility Study, as described below.

P age 7 of 11Explanation of Significant Differences Craig Farm Drum Superfund Site 

### Focused Feasibility Study Langan submitted a “Focused Feasibility St udy Investigation Work Plan” (FFS Work Plan) to EPA and the PADEP on March 29, 2007. The purpose of the FFS Work Plan was to address data gaps and to gather additi onal information to develop a site conceptual model in support of a remedi al alternative f easibility evaluation for Seep A.
EPA issued comments on the FFS Work Plan on May 25, 2007 and ini tial investigation activities were conducted from September 2007 through January 2008. Following a February 28, 2008 meeting with EPA to discuss the initial results of the investigation, Langan prepared and submitted an “Addendum to Focused Feasibility Study Work Plan” (FFS Work Plan Addendum). The additiona l work was conducted from June through September 2008. The FFS Work Plan consisted of the following tasks:  Installation of 16 groundwater monitoring we lls, 11 stream gauges, a precipitation gauge, a flow meter in Seep A, and pressure transducers;  Site-wide groundwater and surface water gauging;  Survey and sampling of 28 onsite wells for site-related PCOCs;  WET testing of Seep B water;  Hydraulic analysis and deve lopment of water budget.
The FFS Work Plan Addendum cons isted of the following tasks:  Installation of one (1) pe rmanent shallow bedrock groundwater monitoring well upgradient of the former northern disposal pit area;  Borehole video logging of select exiti ng deep bedrock groundwater monitoring wells;  Aquifer loading test in the Seep A stu dy area consisting of adding potable water to existing deep bedrock groundwater monitoring wells;  Topographic survey of the Seep A drai nage area and new well to NAV 88 datum;  Installation of test pits in select ons ite areas (“borrow areas”) to determine suitability of material for use in a synthetic cap. Although test pit installation wa s included in the FFS Work Plan Addendum, this task has not been completed upon issuance of this ESD and will instead be conducted during Remedial Design. The results of the Focused Feasibility Study were presented to EPA in the December 11, 2008 “Focused Feasibility Study Report” (FFS Report) and in a December 16, 2008 meeting. EPA issued comments on the FFS Report on February 4, 2009, which Langan addressed in the May 6, 2009 “Final Focuse d Feasibility Study Report” (Final FFS Report).

P age 8 of 11Explanation of Significant Differences Craig Farm Drum Superfund Site 

### The Final FFS Report indicated that clean water infiltrates into shallow overburden material that overlies or is lo cated upgradient of the north disposal pit. As this water flows through residual contaminated material within the pit, it becomes contaminated prior to discharging to the Seep A collect ion trench. The Final FFS Report recommended the installation of an impermeable cap on the north disposal pit coupled with an upgradient groundwater infiltration system to re duce or eliminate the flow of clean water through contaminated material, thereby reduc ing or eliminating the need for offsite treatment of contaminated water. The pr oposed modification is described in detail Section IV. The Final FFS Report also concluded that , based on the results of EPA-approved bioassay testing, Seep B has achieved the perf ormance standard specified in the ROD and no longer exhibits toxicity. Therefore, no further reme dial action was recommended regarding the collect ion and treatment of Seep B water.
IV. DESCRIPTION OF SIGNIFICANT DIFFERENCES
This ESD addresses the modification of the selected remedy for OU-3 – Seep Interceptor System and Offsite Treatment and the clarification of the institutional control requirements for the Site, as described below. OU-3 – Seep Interceptor System and Offsite Treatment This ESD modifies the ROD for OU-3 at the Site by implementation of the recommendations identified in the Final FFS Re port. This remedy modification consists primarily of the following components, as depi cted on the map included as Attachment 1:  Installation of an impermeable cap on the 3-acre, former north pit area to reduce infiltration of clean water through north pit materials.  Excavation/fill of existing ground surface invicinity of former north pit to required grade;  Installation of bioswales or other infiltration features to direct clean surface water flow from capped area;  Installation of groundwater inf iltration system into deep bedrock upgradient of the former north pit to prevent upgradient groundwater from flowing through north pit materials;  Continued maintenance of the Seep A co llection trench, piping, and storage tank to collect contaminated overburden groundwater;  Treatment of collected Seep A water at an alternative offsite treatment facility;  The Seep B collection trench will remain in place but valves will be closed so that the system no longer collects water. A Pre-Design Investigation will be conducted pr ior to onsite construction to evaluate the feasibility of the proposed gr oundwater infiltration system.

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age 9 of 11Explanation of Significant Differences Craig Farm Drum Superfund Site 

### O&M tasks associated with this remedy modification will generally consist of the following:  Monitoring of the flow meter installed in Seep A to evaluate the effectiveness of the cap/infiltration system in reducing or eliminating flow;  Collection of water quality samples from Seep A to determine if the collected water meets the performance standard originally set forth in the ROD;  Water level monitoring in onsite groundwater monitoring wells to evaluate the impact of the cap on Site hydraulic conditions;  Hydraulic and water quality m onitoring in the Unnamed Creek.
Final O&M tasks and schedule wi ll be determined during de sign and construction of the remedy modification and will be documented in the O&M Plan. The O&M Plan will be reviewed and approved by EPA prior to final implementation of the remedy modification. Assuming the existing system continued to operate for 17 additional years, the total cost for system O&M and offsite disposal of co llected seep water was estimated to be $5,287,537.00. Implementation of the remedy modification described herein will be significantly more cost effective, with a total estima ted cost of $1,078,754.00. This cost estimate is subject to uncertainty related to the amount of wate r that continues to flow to the Seep A collection trench requiring alternative offsite treatment, as well as the final construction details of the groundwater infiltra tion system, however, changes in cost are not expected to be substantial. Requirements for Institutional Controls Institutional controls are required by the ROD and were implemented at the Site on September 23, 2004. However, the requirement for institutional cont rols was discussed in the declaration of the ROD only and not in the remedy selection portion. Additionally, the ROD required deed notices only and not th e deed restrictions that are currently implemented at the Site. Due to these issues , the requirements for institutional controls are considered to be insufficiently documente d. The purpose of this ESD is to clarify the requirements for the institutional controls and en sure that the controls remain in place. Institutional controls, consisti ng of the Declaration of Restri ctions included herein as Attachment 2, shall be implemented at the Site and remain in place as a component of the long-term remedy. The Declaration of Restrictions will also be attached to the Consent Decree for the Site.
V. SUPPORT AGENGY REVIEW The changes to the remedy presented in this document have been coordinated with PADEP pursuant to the NCP, 40 C.F.R. §300.4 35(c)(2). PADEP concurred with the changes to the remedy as described in this ESD via correspondence dated September 8, 2009, included as Attachment 3.

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# Attachment 1Craig Farm DrumSuperfund SiteUS EPAREGION III1650 Arch StreetPhiladelphia, Pennsylvania 19103Attachment 1Remedy ModificationAdapted from Langan Figure 12 Preferred Alternative RemedyAerial photograph provided by PAMAP Program 2005 - Color Orthophoto of Pennsylvania

# Attachment 2

## DECLARATIO N O F RESTRICTION S

THI S DECLARATIO N O F RESTRICTION S i s mad e thi s 23r dday o f Septembe r

200 4 b y Beaze r

East , Inc

. (formerl y know n a s Kopper s Company , Inc.) , a Delawar e corporation , havin g a n addres s o f On e Oxfor dCentre , Suit e 3000 , Pittsburgh , P A 15219-640 1 (th e "Declarant")

. WITNESSTH : WHEREAS , Kopper s Company , Inc

. acquire di n thre e separat e transaction s propert y locate di n Perry Township , Armstron g County , Pennsylvani amor e particularl y describe di n Exhibi t

A attache dheret o an dmad e apar t hereo f (suc h real propert y bein g hereinafte r

referre dt o a s th e "Site" ) by : (1 ) dee do f Januar y 5 , 197 2 fro mHerma n G

. Crai g an d Bett

y L

. Crai g t o Declaran t

an d recorde d i n th e Offic e o f th e Recorde r

o f Deed s o f Armstron g County , Pennsylvania , i n Dee dBoo k Volum e 53 8 beginnin g a t Pag e 244 ; (2 ) dee do f

Februar y 27 , 198 5 fro mHerma n G

. Crai g t o Declaran t an drecorde di n th e Offic e o f

th e Recorder

o f Deed s o f Armstron g County , Pennsylvania , i n Dee d Boo k Volum e 65 3 beginnin g a t Pag e 31 ; an d(3 ) dee do f Jun e 13 , 198 5 fro mCar l E

. Switze r andCharlen e Switze r

to Declaran t

andrecorde din the Offic e of the Recorde r

of Deed s of Armstron g County , Pennsylvania , i n Dee dBoo k Volum e 66 9 beginnin g a t Pag e 215 ;
WHEREAS , beginnin g i n 195 8 awast e haule r fo r Kopper s use dth e Sit e t o dispos e o f

industria l wast e fro mKoppers ' manufacturin g plan t i n Petrolia , Pennsylvania , includin g hazardou s wast e fro mth e productio n o f rcsourcino l and"constituent s thereof ; WHEREAS , i n 1989 , Kopper s Company , Inc

. change dit s nam e t o Beaze r Material s an dServices , Inc

. an di n 1990 , Beaze r Material s an dServices , Inc

. change dit s nam e t o Beaze

r East , Inc. ;
WHEREAS , i n Ma y o f

1990 , aConsen t

Decre e wa s signe dan dentere dwit h th e Unite dState s Distric t

Cour t fo r th e Wester

n Distric t

o f Pennsylvani aaddressin g implementatio n o f

aRemedia l Desig n an dRemedia l Actio n ("RD/RA" ) a t th e Sit e an d paymen t o f certai n respons e costs ;
WHEREAS , pursuan t

t o th e Consen t

Decree , Declaran t

ha s implemente dth e RD/R A at

th e Site , an da s part

o f th e remedial actio n Declaran t create dalandfil l t o contai n th e hazardou s wast e tha t wa s dispose don-sit e ("th e Landfill") ; WHEREAS , th e Consen t Decre e fo r

th e Sit e require s implementatio n o f institutiona l control s restrictin g futur e us e o f th e Site , whic h control s ma y includ e restrictiv e covenants ; an d
WHEREAS , i t

i s i n th e intentio n o f

Declaran t

t o creat e restriction s o n th e Sit e tha t wil l ru n wit h th e lan dan dbin dfutur e owners, tenants , subtenants , licensee s o r othe r user s o f an y an dai l portion s o f

th e Site

.NOW , THEREFORE , Declaran t hereb y impose s th e followin g restriction s o n th e Site , whic h shal l b e enforceabl e b y Declaran t an d it s successor s an d assigns , th e Environmenta l Protectio n Agency , th e Pennsylvani aDepartmen t o f Environmenta l Protectio n Agenc y an dal l othe r governmenta l agencie s wit h jurisdictio n ove r th e environmenta l condition s o n th e Site

. 1

. Purpose s
Th e purpos e o f

thi s Declaratio n i s t o restric t certai n us e an ddevelopmen t activitie s a t

th e Sit e s o a s t o preven t an y use s o f

th e Sit e whic h woul db e inconsisten t

wit h th e RD/R A fo r

th e Sit e an dcreat e aris k t o huma n healt h o r

th e environmen t

an dt o fulfil l Declarant' s commitment s unde r th e Consen t

Decree

. 2

. Specifi c Prohibition s (a ) N o groundwate r

underneat h th e Sit e ma y b e use dfo r huma n consumption , irrigatio n o r

othe r purpose s that

migh t brin g i t int o contac t

wit h human s (excep t fo r testin g purpose s require db y law , th e RD/R A o r th e term s o f

th e Consen t Decree ) an d neithe r

th e owner , occupan t

no r an y othe r

user o f th e Sit e shal l dril l o r

instal l an y well s o n th e Sit e fo r th e purpos e o f

extractin g groundwate r

underneat h th e Sit e fo r

huma n consumption , irrigation , o r othe r purpose s tha t

migh t brin g i t int o contac t

wit h human s (excep t

fo r testin g purpose s a s require db y law

. th e RD/R A o r th e term s o f

th e Consen t Decree)

. (b ) N o building , structure o r othe r objec t shal l b e buil t

o r place d o n th e Sit e tha t woul ddisturb th e ca p o r stabilize dcontent s o f

th e Landfil l o r

woul d otherwis e distur

b an y componen t

o f th e RD/R A a t

th e Sit e withou t

th e prio r writte n approva l o f

Declaran t

o r it s successor s an dassign s an dth e Environmenta l Protectio n Agency

. (c ) Th e Sit e shal l no t

b e use dfo r

th e purpose s o f

persona l living , dwelling , o r overnigh t accommodations , whethe r suc h use s ar e i n singl e famil y residences , apartments , duplexe s o r othe r multipl e residentia l dwellings , trailers , traile r

parks , campin g sites , hotels , motels , o r an y othe r

dwellin g us e o f an y kind , o r

fo r chil dcare , schools , park s o r othe r nomndustna l uses , b y th e owne r

o r occupan t o f th e Site , o r

anyon e occupyin g th e Sit e wit h th e permissio n o f

th e owne r

o f th e Site

. (d ) N o actio n shal l b e take n a t th e Sit e t o interfer e with , obstruct , distur b th e performance , suppor t

o r supervision s o f

an y remedia l respons e action s take n o r t o b e take n a t

th e Site , includin g an y operatio n o r maintenanc e activities

. (e ) An y subsequen t

owne r o f th e Sit e shal l provid e apurchase r wit h notic e o f th e term s o f

th e Consen t

Decre e prio r

t o transferrin g an y interes t i n th e Site

.3

. Acces s
Th e employees , agent s an dcontractor s o f th e Declaran t

an dit s successor s an d assign s shal l hav e th e righ t o f ingres s an degres s fro man dmovemen t o n th e Sit e sufficien t t o conduct , maintain , monito r an dsecur e th e integrit y o f th e remed y se t fort h i n th e RD/RA , t o tak e othe r action s require do r

authorize dunde r

applicabl e federa l an dstat e law s an dt o monito r an denforc e complianc e wit h th e term s o f thi s Declaration

. Declaran t acknowledge s that , notwithstandin g an y othe r provisio n o f

thi s Declaration , th e Environmenta l Protectio n Agenc y retain s al l o f it s acces s authoritie s an drights , a s wel l a s it s righ t t o requir e land/wate r

us e restrictions , includin g enforcemen t authoritie s relate dthereto , unde r applicabl e statute s and/o r

regulations

. 4

. Enforceabilit y (a ) Th e covenants , condition s an d restriction s o f thi s Declaratio n shal l b e enforceabl e b y Declaran t

an dit s successor s an dassigns

. (b ) Such covenants , condition s an drestriction s shal l ru n wit h th e land , shal l b e bindin g upo n an y an dal l successor s i n interests , an dal l assignees, lessees , sub-lessees , operators , tenants , licensees , agent s an d an y an d al l person s wh o acquir e an y interes t

i n th e Site

. (c ) Violatio n o f

covenants , condition s an drestriction s containe dherei n shal l giv e Declaran t

an dit s successor s an dassign s i n additio n t o al l othe r remedies , th e righ t

t o ente r upo n th e lan dupo n o r

a s t o whic h suc h violatio n exist s an dsummaril y t o abat e an dremove , a t th e expens e o f

th e owne r thereof , an y structure , thin g o r conditio n tha t

ma y b e o r

exis t thereo n contrar y t o th e inten t

an dmeanin g o f

th e provisio n o f

thi s Declaration

. (d ) Declaran t

an di t successor s an dassign s shal l b e entitle dt o enforc e th e term s o f thi s Declaratio n b y specifi c performanc e o r lega l process
. Al l remedie s availabl e hereunde r

shal l b e i n additio n t o an y othe r remedie s a t

la w o r i n equity

. Enforcemen t

o f th e term s an dcondition s o f thi s Declaratio n shal l b e a t th e discretio n o f

Declaran t

an dit s successor s an dassign s an dan y forbearance , dela y o r

omissio n t o exercis e it s right s unde r thi s Declaratio n i n th e even t

o f abreac h o f

an y ter mo f

thi s Declaratio n shal l no t b e deeme d t o b e awaive r

b y Declaran t

o r it s successor s an dassign s o f suc h ter mo r

o f an y subsequen t

breac h o f th e sam e o r

an y othe r

term , o r o f an y o f th e right s o f suc h partie s unde r

thi s Declaration

. 5

. Miscellaneou s (a ) Modifications

. Thi s Declaratio n ma y b e modifie do r terminated , i n whol e o r i n part b y th e Declaran t

o r i t successor s o r

assigns , provide dtha t

awritte n Modificatio n o f

Terminatio n Notic e i n th e Offic e o f th e Recorde r

o f Deed so f Armstron g County , Pennsylvani ai s file dan dprovide dtha t Declaran t

o r it s successor s o r

assign s obtai n writte n approva l fro mth e Environmenta l Protectio n Agenc y a t

leas t thirty (30 ) day s prio r

t o filin g suc h notice

. (b ) Reservatio n o f

Rights

. Declaran t

hereb y reserve s unt o itself , it s successor s an dassigns , al l right s an dprivilege s i n an dt o th e us e o f th e Sit e whic h ar e no t incompatibl e wit h th e covenants , condition s an drestriction s establishe d herein

. (c ) N o Publi c Access

. N o righ t o f acces s o r

us e b y th e general publi c t o an y portio n o f th e Sit e i s conveye db y thi s Declaration

. (d ) Governin g Law

. Th e interpretatio n an d performanc e o f thi s Declaratio n shal l b e governe db y th e la w o f Pennsylvania , (e ) Rule s o f

Construction

. An y general rul e o f constructio n t o th e contrary , notwithstanding , thi s instrumen t shal l b e liberall y construe di n favo r o f th e gran t t o affec t th e purpos e o f

thi s Declaratio n an dth e polic y an dpurpose th e Comprehensiv e Environmenta l Response , Compensatio n an d Liability Act , 4 2 U.S.C

. § 960 1 e t

seq
. I f an y provisio n o f

thi s Declaratio n i s foun dt o b e ambiguous , a n interpretatio n consisten t wit h th e purpos e o f

thi s Declaratio n that woul drende r

th e provisio n vali d shal l b e favore dove r an y interpretatio n tha t

woul drende r

i t invalid

. (f ) Severability

. I f

an y provisio n o f

thi s Declaration , o r

th e applicatio n o f

i t t o an y perso n o r

circumstance , i s foun dt o b e invalid , th e remainde r o f th e provision s o f

thi s Declaration , o r

th e applicatio n o f

suc h provision s t o person s o r

circumstance s other

tha n thos e t o whic h i t

i s foun dt o b e invalid , a s th e cas e ma y be , shal l no t b e affecte dthereby

. (g ) Entir e Agreement

. Thi s Declaratio n set s fort h th e entir e undertakin g an d agreemen t

o f Declaran t

wit h respec t

t o right s an drestriction s create d hereby , an dsupersede s al l prio r discussions , negotiations , understandings , o r agreement s relatin g hereto , al l o f whic h ar e merge dherein

. (h ) N o Forfeiture

. Nothin g containe dherei n wil l resul t i n aforfeitur e o r reversio n o f

titl e i n an y respect

. (i ) Successors

. Th e covenants , terms , condition s an drestriction s o f thi s Declaratio n shal l b e bindin g upon , an dinur e t o th e benefi t of, Declaran t

an d it s successor s an dassign s an dshal l continu e a s aservitud e runnin g i n perpetuit y wit h th e Site

. (j ) Terminatio n o f

Right s an dObligations

. Th e right s an dobligation s o f th e owner(s ) fro mtim e t o tim e o f th e Sit e unde r

thi s Declaratio n terminat e upo ntransfer o f th e party' s interes t

i n th e Site , excep t

tha t liabilit y fo r

act s o r omission s occurrin g prio r t o transfe r

shal l surviv e transfer

. (k ) Captions

. Th e caption s i n thi s Declaratio n hav e bee n inserte dsolel y fo r convenienc e o f

referenc e an d ar e no t

apart o f thi s Declaratio n an d shal l hav e n o effec t

upo n constructio n o r

interpretation

. [SIGNATORIE S APPEA RO N FOLLOWIN G PAGE |EXHIBI T A

BEGINNIN G a t

a n iro n pi n come r

o n lin e o f

lan do f Ear l A

. Bailey , formerl y M.S

. an d Georg e Shakley , sai dpoin t bein g aSouthwes t

corne r an dcommo n t o lan dno w o f W.P

. Vance , formerl y E.S

. Golden , an dth e herei n describe dtract ; thenc e b y lan do f Earl

. A

. Baile y an dG

. Pearl Johns , Nort h 7 ° 08 ' 20 " East , adistanc e o f 3267.0 0 fee t

t o aSton e corne r o n lin e o f

lan do f G

. Pearl Johns , an dbein g commo n t o lan dno w o f Joh n H

. Hood , formerl y Jaco b Steel , an dth e herei n describe dtract ; thenc e b y lan do f Joh n H

. Hood , South 8 5 06 ' 30 " East , adistanc e o f 1378.7 7 fee t

t o a n iro n pi n corne r

o n lin e o f lan do f Joh n H

. Hood , an dbein g commo n t o lan dno w o f Davi dE

. Frazie r

(Allotmen t "B") , an dth e herei n describe dtract , thenc e b y lan do f Davi dE

. Frazier , Sout h 00 ° 39 ' West , adistanc e o f

1014.5 2 fee t

t o a n Iro n Pi n corne r

o n Wes t lin e o f a n improve dPubli c Roa dpassin g throug h th e Northeas t sectio n o f

lan dconveye dherein , an dknow n a s Legislativ e Rout e 0303 0 an dbein g commo n t o an are ao f lan dto " b e retaine db y Granto r an dth e herei n describe dtract ; thenc e b y lan dt o b e retaine db y Herma n G

. Craig , Sout h 68 ° 30 ' West , adistanc e o f 899.0 0 fee t

t o a n Iro n Pi n comer ; thenc e b y lan do f same , Sout h 26 ° 57 ' 30 " East , adistanc e o f 1312.2 3 fee t

t o a n Iro n Pi n corner ; thenc e b y lan do f sam e Nort h 89° 00' East , adistanc e of 224.6 6 fee t

to an iro n pin corne r

on lin e of

lan dof Davi dE

. Frazie r

an dbein g alon g th e Wes t lin e o f aforesai dImprove dPubli c Roa dan d bein g commo n t o lan dt o b e retainedb y Herma n G

. Craig , an dth e herei n describe dtract ; thenc e b y lan do f

Davi dE

. Fraizer , South 00 ° 39 ' West , adistanc e o f 765.4 5 fee t

t o an iro n pi n corne r

o n lin e o f

lan dno w o f

W.P

. Vance , formerl y E.S

. Golden , an dcommo n t o lan do f Davi dE

. Frazie r

an dth e herei n describe dtract ; thenc e b y lan do f W.P

. Vance , Nort h 85 ° 03 ' Wes t

adistanc e o f

1749.0 0 fee t

t o a n iro n pi n corner , th e plac e o f beginning

. CONTAININ G 99.89 9 acres , mor e o r less , a s surveye db y EJ

. Weibel , a registere d surveyor , Novembe r 26 , 1971

. BEGINNIN G a t

a n iro n pi n corne r

o n lin e o f

lan dno w o f

Davi dE

. Frazier , sai dpoin t bein g Sout

h 0 ° 39 ' West , adistanc e o f 1014.5 2 fee t

fro mth e northeas t

corne r o f th e lan d formerl y conveye db y Herma n G

. Craig , e t ux. , t o Kopper s Company , Inc

. b y Dee ddate d Januar y 5 , L972 , an dbein g th e northeas t come r o f th e herei n describe dtract ; thenc e b y lan do f Davi dE

. Fraize r

(formerl y Allotmen t

"B") , Sout h 00 ° 39 ' West , adistanc e o f 1495.2 8 fee t

t o a n iro n pi n corne r

o n lin e o f

sai dlan dan dbein g commo n t o lan d conveye dt o Kopper s Company , Inc. , a s aforesaid ; thenc e b y sai dlan dheretofor e conveye dt o Kopper s Company , Inc. , b y Herma n G

. Craig , e t ux. , a s aforesaid , Sout h 89 ° 00 ' West , adistanc e o f

224.6 6 fee t

t o a n iro n pi n corner ; thenc e b y same , nort h 26 ° 57 ' 30 " West , adistanc e o f

1312.2 3 fee t

t o a n iro n pi n corner ; thenc e b y same , Nort h 68 ° 30 " East , adistanc e o f

899.0 0 fee t

t o a n iro n pi n corner

o n lin e o f

lan do f Davi dE

. Fraizer , th e plac e o f

beginning

. CONTAININ G 17.33 3 acres , mor e o r less , a s surveye db y E. J Weibel , R.S. , Decembe r

1 , 1971

. {DESCRIPTIO N CONTINUE D Oi N NEX T PAGE }BEGINNIN G a t a n iro n pi n come r

alon g th e edg e o f

th e Queenstown-Brui n Road , a Publi c Road , bein g know n a s Legislativ e Rout e #03030 : Sai dpoin t bein g th e south-eas t come r o f th e herei n describe dtract ; thenc e west , throug h lan do f Herma n G

. Crai g an d Bett y L

. Craig , hi s wife , o f whic h thi s i s apart , adistanc e o f tw o hundre dtwenty-fiv e

- (225 ) fee t

t o a n iro n pi n corner ; thenc e Nort h throug h lan do f same , adistanc e o f

tw o hundre dfift y (250 ) fee t

t o a n iro n pi n corner , thenc e east , throug h lan do f Herma n G

. Crai g an dBett y L

. Craig , hi s wife , adistanc e o f tw o hundre dsixty-siv e (265 ) fee t t o a n iro n pi n corne r

a t edg e o f Legislativ e Rout e 03030 ; thenc e South ; alon g edg e o f Legislativ e Rout e 03030 , adistanc e o f tw o hundre dfift y (250 ) fee t t o apoint , th e plac e o f beginning

.I N WITNES S WHEREOF , BEAZE REAST , INC

. ha s cause dit s commo n an dcorporat e

sea l t o b e affixe dt o thes e present s b y th e han do f it s , wh o i s dul y authorize dt o execut e thi s Declaratio n o n behal f o f th e corporation , an dth e sam e bein g dul y atteste dt o b y it s Secretar y o n th e da y an dyear

firs t abov e written , intendin g t o b e legall y boun dhereby

. ATTEST : BEAZE REAST , INC. , aDelawar e Corporatio n

Secretar y [CORPORAT E SEA L HERE ]

STAT E O F /^^^t^ J^TL^L^ )
COUNT Y O F &&di^uf > )
O n thi s 23r dda y o f

September , 200 4 befor e me , aNotar y Public , th e undersigne d officer , personall y appeare d ^rbsffl-fflgsJ/eMdjL ^ , wh o acknowledge dhimsel f t o b e th e /%£*.

- fr^dt^t

. o f BEAZE REAST , INC. , aDelawar e Corporation , an dtha t suc h officer,-bein g authorize dt o d o so , execute dth e foregoin g instrumen t a s th e

' Tx^xu^n^o f

BEAZE REAST , INC

. fo r th e purpose s therei n contained

. I N WITNES S WHEREOF , I hereunt o se t m y han dan dofficia l seal

.

Notar y Publi c
M y commissio n expires :

COMMONWEALT H O F PENNSYLVANI A

Notaria l Sea l Mauree n M

. Ststzar , Notar y PuMc Ot y O f Rttsbugh , Ateghon y Count y My Commtato n Expt

a Ju< y 3,200 6

, f*«nniytv»nl « Aiiociatto n O f Nottrie *

# Attachment 3