UNITED STATES DISTRICT COURT FOR THE DISTRICT OF NEW MEXICO

____________________________________ WILDEARTH GUARDIANS ) ) Plaintiff, ) ) Civ. No. 6:10-cv-00877-MCA-RHS v. ) ) LISA JACKSON, in her official ) capacity as Administrator, United States ) Environmental Protection Agency, ) ) Defendant. ) ____________________________________)

WHEREAS, Plaintiff WildEarth Guardians filed this action pursuant to section 304(a)(2) of the Clean Air Act (“CAA”), 42 U.S.C. § 7604(a)(2), alleging that Defendant Lisa Jackson, in her official capacity as Administrator, United States Environmental Protection Agency (“EPA”), failed to perform a non-discretionary duty under CAA § 505(b)(2), 42 U.S.C. § 7661d(b)(2), to grant or deny a petition submitted by WildEarth Guardians requesting that EPA object to a CAA permit issued by the New Mexico Environmental Department, Air Quality Bureau (“NMED”) to Williams Four Corners, LLC to operate the Sims Mesa Central Delivery Point, a natural gas processing facility located in Rio Arriba County, New Mexico; WHEREAS, Plaintiff and EPA (collectivel y “the Parties”) wish to effect a settlement of the above-captioned matter without expensive and protracted litigation; WHEREAS, the Parties consider this Decree to be an adequate and equitable resolution of the claims in the above-captioned matter; CONSENT DECREE Case 6:10-cv-00877-MCA -RHS Document 14-1 Filed 02/14/11 Page 1 of 72 WHEREAS, the Court, by entering this Decree, finds that the Decree is fair, reasonable, in the public interest, and consistent with the CAA, 42 U.S.C. §§ 7401 et

seq .; NOW THEREFORE, before the taking of testimony, without trial or determination of any issue of fact or law, and upon the consent of the Parties, it is hereby ORDERED, ADJUDGED, and DECREED that: 1. No later than April 29, 2011, or within 30 days of the entry of this Consent Decree, whichever is later, EPA shall sign a decision or decisions, pursuant to 42 U.S.C. § 7661d(b)(2), taking final action on Plaintiff = s CAA Title V petition on the Sims Mesa Central Delivery Point1 Title V Permit (“Permit”). 2. Following signature of such response to Plaintiff’s petition, EPA shall expeditiously deliver notice of such action on the Permit to the Office of the Federal Register for publication. 3. Any provision of this Decree may be modified by (a) written stipulation of the Parties with notice to the Court, or (b) by the Court following motion of any party to this Decree, pursuant to the Federal Rules of Civil Procedure, and upon consideration of any response by the non-moving party. 4. Plaintiff and EPA shall not challenge the terms of this Decree or this

Court = s jurisdiction to enter and enforce this Decree. Upon entry, no party shall challenge the terms of this Decree.

1 The facility name is spelled both as “Sims Mesa Ce ntral Delivery Point” and as “Simms Mesa Central Delivery Point” in the permit record and petition. Case 6:10-cv-00877-MCA -RHS Document 14-1 Filed 02/14/11 Page 2 of 73 5. The deadline for filing a motion for costs of litigation (including attorneys = fees) for activities performed prior to execution of this Decree is hereby extended until 60 days after the Decree is entered by the Court. During this 60-day period, the Parties shall seek to resolve informally any claim for costs of litigation (including attorneys = fees), and, if they cannot, will submit that issue to the Court for resolution. Nothing in this paragraph shall be construed as an admissi on or concession by EPA that Plaintiffs are entitled to or eligible for recovery of any costs or attorneys = fees. 6. Nothing in this Decree shall be construed to limit or modify any discretion accorded EPA by the CAA or by general principles of administrative law in taking the actions which are the subject of this Decree, including discretion to alter, amend, or revise any responses or final actions contemplated by this Decree. EPA’s obligation to perform the actions specified in Paragraph 1 by the time specified therein does not constitute a limitation or modification of EPA’s discretion within the meaning of this paragraph. 7. Nothing in this Decree shall be construed as an admission of any issue of fact or law nor to waive or limit any claim or defense, on any grounds, related to any final action EPA may take with respect to the Permit. 8. Nothing in this Decree shall be construed to confer upon the district court jurisdiction to review any final decision made by EPA pursuant to this Decree. Nothing in this Decree shall be construed to confer upon the district court jurisdiction to review any issues that are within the exclusive juri sdiction of the United States Court of Appeals pursuant to CAA section 307(b)(1), 42 U.S.C. § 7607(b)(1). Nothing in the terms of this Case 6:10-cv-00877-MCA -RHS Document 14-1 Filed 02/14/11 Page 3 of 74 Decree shall be construed to waive any remedies or defenses the Parties may have under CAA section 307(b)(1), 42 U.S.C. § 7607(b)(1). 9. The obligations imposed upon EPA under this Decree can only be undertaken using appropriated funds. No provision of this Decree shall be interpreted as or constitute a commitment or requirement that EPA obligate or pay funds in contravention of the Anti-Deficiency Act, 31 U.S.C. § 1341, or any other applicable provision of law. 10. Any notices required or provided for by this Decree shall be made in writing, via facsimile or other means and sent to the following:

For Plaintiffs: Samantha Ruscavage-Barz WildEarth Guardians 312 Montezuma Avenue Santa Fe, NM 87501 Tel: (505) 988-9126 x1158 Fax: (505) 989-8623 sruscavagebarz@wildearthguardians.org

For Defendants: Eileen T. McDonough United States Department of Justice Environmental Defense Section P.O. Box 23986 Washington, D.C. 20026-3896 Tel: (202) 514-514-3126 Fax: (202) 514-8865 eileen.mcdonough@usdoj.gov

Melina Williams U.S. Environmental Protection Agency Office of General Counsel (2344A) 1200 Pennsylvania Ave., N.W. Washington, D.C. 20460 Tel: (202) 564-3406 Case 6:10-cv-00877-MCA -RHS Document 14-1 Filed 02/14/11 Page 4 of 75 Fax: (202) 564-5603 williams.melina@epa.gov 11. In the event of a dispute between the Parties concerning the interpretation or implementation of any aspect of this Decree, the disputing Party shall provide the other Party with a written notice outlining the nature of the dispute and requesting informal negotiations. If the Parties cannot reach an agreed-upon resolution within ten (10) business days after receipt of the notice, any party may move the Court to resolve the dispute. 12. The Court shall retain jurisdiction to determine and effect compliance with this Decree. When EPA’s obligations under Paragraph 1 have been completed and the Plaintiff’s claims for costs of litigation have been resolved pursuant to the process described in Paragraph 5, the above-captioned matter shall be dismissed with prejudice. The Parties shall file the appropriate notice with the Court so that the Clerk may close the

file. 13. The Parties agree and acknowledge that before this Consent Decree can be finalized and entered by the Court, EPA must provide notice in the Federal Register and an opportunity for comment pursuant to CAA section 113(g), 42 U.S.C. § 7413(g). EPA shall promptly submit a public notice of this Consent Decree to the Federal Register for publication and public comment after lodging this Consent Decree with the Court. After this Consent Decree has undergone an opportunity for notice and comment, the Administrator and/or the Attorney General, as appropriate, shall promptly consider any such written comments in determining whether to withdraw or withhold consent to this Consent Decree, in accordance with secti on 113(g) of the CAA. If the federal Case 6:10-cv-00877-MCA -RHS Document 14-1 Filed 02/14/11 Page 5 of 76 government elects not to withdraw or withhold consent to this Consent Decree, the Parties promptly shall file a motion that requests the Court to enter this Consent Decree. 14. It is hereby expressly understood and agreed that this Consent Decree was jointly drafted by Wildearth and EPA and that any and all rules of construction to the effect that ambiguity is construed against the drafting party shall be inapplicable in any dispute concerning the terms, meaning, or interpretation of this Consent Decree. 15. The undersigned representatives of each Party certify that they are fully authorized by the Party they represent to bind that Party to the terms of this Decree.

SO ORDERED on this day of , 2011.

_______________________________ THE HON. M. CHRISTINA ARMIJO UNITED STATES DISTRICT JUDGE

SO AGREED:

FOR PLAINTIFFS

______________________________ SAMANTHA RUSCAVAGE-BARZ WildEarth Guardians 312 Montezuma Avenue Santa Fe, NM 87501 Tel: (505) 988-9126 x1158 Fax: (505) 989-8623 sruscavagebarz@wildearthguardians.org Case 6:10-cv-00877-MCA -RHS Document 14-1 Filed 02/14/11 Page 6 of 77 FOR DEFENDANTS

IGNACIA C. MORENO Assistant Attorney General Environment & Natural Resources Division

____________________________ EILEEN T. MCDONOUGH, Trial Attorney United States Department of Justice Environmental Defense Section P.O. Box 23986 Washington, D.C. 20026-3986 Tel: (202) 514-3126 Fax: (202) 514-8865 eileen.mcdonough@usdoj.gov Case 6:10-cv-00877-MCA -RHS Document 14-1 Filed 02/14/11 Page 7 of 7