Exhibit 3 

# STATE OF CONNECTICUT DEPARTMENT OF ENVIRONMENTAL PROTECTION

STATE OF CONNECTICUT 

### AND TRADING AGREElVlENT AND ORDER NO. 8107 MODIFICATION NO.2 NORTHEAST NUCLEAR ENERGY COMPANY TRADING AGREElVlENT AND ORDER MODIFICATION 

### In the manerofaTrading Agreement and Orderbetween the CommissionerofEnvironmental Protection ("Commissioner") and Northeast NuclearEnergy Comp'!O¥ ("NNECO"). WHEREAS, the Commissioner and NNECO, having agreed to the terms and conditions set forth in Trading Agreement and Order No. 8107 issuedon October 13, 1995, and Trading Agreement and Order No. 8107 Modification issued on April 29, 1999, do now, by mutual agreement, modify saidTrading Agreements and Orders as follows: 

### 1. Delete paragraph A.2. and substitute the following therefor: At the facility, NNECO operates five (5) oil-fired heating boilers ("boilers"), numbered CBI, CB2, CB3, B&WI, andB&W2. 2. Delete paragraph A.3. and substitute the following therefor: The boilers are subject to Section 22a-174-22 ofthe Regulations ofConnecticut State Agencies ("Regulations"). On and after May 31,1995, Section 22a-174- 22(e) ofthe Regulations requires that the boilers emit nitrogen. oxides ("NOx") at arate no greater than 0.25 pounds per million British thermal. units ("lbslMMBtu") ofheat input. 3. Add paragraph 

### AA. as follows: Stack testing conducted in March and 

### April of 

### 1995 showed that boilers numbered CBI, CB2, CB3, and B&W2 exceeded the allowable NOx emission rate. Stack testing conducted in March of2000 showed that all five boilers exceeded the allowable NOx emission rate.

Date: (Pril1ted 011 Recycled Paper) 79 Elm Street • Hartford, CT 06106·5127 htlp:lldep.st3te.C!.l1S An Equal Oppo"unit,!**Empl(ll~'** t!eb,rJling Connu;tU;ul CoastalReSOll.fCt**Mt1.nlJgtm~nt:** 1980

-2000

# P Initials:

# _JSQ_~---",_NORTHEAST NUCLEAR ENERGY COMPANY 2 TRADING AGREEMENT AND ORDER MODIFICATION NO.2

4. Add paragraph AS as follows: 

### Pursuantto Section 22a-174-22U) ofme Regulations, NNECO will acquire approved emission reduction credits (<<ERCs") to offsetexcess NOx emissions from the boilers. Approved ERCs are defined for purposes ofthis orderas those for which the Commissionerhas provided written authorization for use in compliance 

### with Section 22a-174-22 ofthe Regulations. 5. Add paragraph A.6. as follows: 

### FromJanuary Urrough April, 1997, NNECO did not qave 

### sufficientERCs on hand to cover excess NOx emi.ssions from boilers**num~red** 

### CBI, CE2, CB3, and B&W2. Excess NOx emissions during said time period 

### were 3.2 tons. 6. Add paragraph A.7. as follows: NNECO has adjusted the 3.2 tons ofERCs required in paragraph A.6. upwards by 100% and retired the required ERCs (6.4 tons) on April 23, 1997. 7. 

### Delete paragraph C.l. and substitute the following therefor: On and afterMay 31,1995 for boilers numbered CB1, CB2, CB3, andB&W2, and on and after April 12, 2000 for boiler numbered B&Wl ,NNECO shall have 

### in its possession approved 

### ERes for the boilers; shall document and record the amounts ofall fuel and approved ERCs used by each boilereach month; shall maintain and provide such records in accordance with the following and Section 22a-174-4 ofthe Regulations, until May I, 2003; and:


### a. Before the first dayofeach month, calculate projected ERCs required for the boilers for the nex.tcalendarmonth 

### as follows: ERCs (tons) ; (Estimated Fuel Use in MMBTU X (FLER(lbIMMBTU)

- [.95 x .25 IblMMBTU]))!2000 pounds 

### Where FLER 

### means full load emission rate referenced in paragraph C.2.;



### Initials: b. Except as otherwise specified in subparagraphs C.3. and C.4., NNECO 

### shall have in their possession sufficient approved £RCs no later thatthe first ofeach calendarmonth to assure compliance for, ataminimum, that 

# /'-..--, c.... Date: 

## .11..='2.",,".l..:\ 

### 0-,-\

__NORTHEAST NUCLEAR ENERGY COMPANY 

### 3 TRADING AGREEMENT AND ORDER MODIFICATION NO.2

c.
d.



### e.

f.

g.

h.

I.

k.

.Initials: 

### month. Excess credits from previous months can be applied to subsequent months. Approved ERCs shall be acquired for the period beginning May 31,1995 for boilers numbered CBI, CB2, CB3 and B&W2, and April 12, 

### 2000 for boilernumbered B&Wl, and until NNECO achieves permanent compliance with the emission standard in Section 22a-174-22(e) ofthe Regulations; No later than the tenth day ofeach month, calculate approved ERes used in [he preceding calendar month; 

### Document and record monthly fuel used by 

### each boiler and the approved ERCs used; No later than March 1, 1999 and on March I, thereafter until 2004, include with

### its annual emissions report to the 

### Commi;Sio'ner, the fuel consumed 

### and approved ERCs used monthly forthe previous calendaryear; Retain records and supporting documentation as described in this section for a minimum offive years, commencing on the date such records were created; Maintain documentation to attest to the fact that approvedERCs used during the ozone season were generated during the ozone season. The ozone season is May I to September 30 in any calendar year. Generator certification ofthis fact shall be sufficient; Provide the records specified above to the Commissioner within thirty (30) days ofreceipt ofa written request from the Commissioner;

.- ! Notwithstanding paragraph c.I.a.; ERCs requirecl shaJl be adjusted upwards by at least 100% ifERCs are not in NNECO's possession prior to use; NNECO shall notify the Commissionerin writing, within thirty (30) days from the date ofdiscovery ofany deficit in ERCs, and shall submit copies ofsupporting calculations for review and approval by the Commissioner; and NOlhing in this Trading Agreement and Order shall prOhibit the Commissionerfrom imposing additional premiums or taking additional enforcement action that the Commissioner deems appropriate
.

# Date;~

### NORTHEAST NUCLEAR ENERGY COMPANY 4 

### TRADING AGREEMENT AND ORDER MODIfICATION NO.2
8. Delete paragraph C.2. and substitute the following therefor: 

### From May 31,1995 to May I, 2003, forboilers numbered CBl, CB2, CB3 and B&W2, and from April 12,2000 to May 1,2003 forboilernumbered B&WI, NNECO, during operation ofeach boiler, shall not exceed the FLERs shown in 

### Table 1 below. Table I 

### FLERs and NOx Emission Rates UNIT 

### RIEL FLER rate FLER rate 

### 2000 Stack RACf rate 

### (lblMMBtu) (lblMMBtu) test rate 

### limits priorto 

### 2000 

### On and after (lplMMBtu) (lbIMMBtu) 

# . stack test 2000 Slack test 

### 30ilerCBl No.4 oil 0.33 0.42 0.38 0.25 30ilerCB2 No.40il 0.33 0.39 0.35 0.25 30ilerCB3 No.40il 0.33 0.35 0.32 0.25 JoilerB&WI No.40il N/A 

### 0.29 0.26 0.25 JoilerB&W2 No.4 oil 0.26 0.35 0.32 0.25 All other tenns and conditions ofTrading Agreement and Order no. 8107 issued 

### by the Commissioneracting underChapter446c. Sections 22a-6. 22a-171, 22a-174, 22a-176. and 22a

### 177 of the 

### Connecticut General Statutes shall remain in effect.

,:",



### Initials:

# ~\(NORTHEAST NUCLEAR ENERGY COMPANY 

### 5 TRADING AGREEMENT AND ORDER MODIFICATION NO.2 

### Northeast Nuclear Energy Companyhereby consents to the entry ofthis modification to the Trading Agreement and Order without further notice. 

### NortheastNuclearEnergy Company Signature:

# _r:e---..0:::.~\.~~~'O:,=::~==---

# __ Type Name: Type Title: Frank C. Rothen VP--Nuclear work Services Date:**-_'='.I="-L=---:7"'~--** 

### Entered as amodificatio'!.2!.iP Orderofthe**Cr~s~ner** 

### ofEn numbered 8107 this 

## Z""" day of 2
ArthurJ. Rocque, 

### Commissioner TOWN OF WATERFORD LAND RECORDS MA.ILED CERTIFIED MAIL,

RETURN RECEIPT REQUESTED 

### Certified DocumentNo.