One Blue Hill Plaza, 7th Floor

Post Office Box 1565

Pearl River, NY 10965
845.620.1300 Voice | 845.620.1320 Fax

February 6, 2017

Ms. Kimberly D. Bose, Secretary

Federal Energy Regulatory Commission
888 First Street, N.E.
Washington, D.C. 20426

Re: Docket No. CP16-17-000

Millennium Pipeline Company, L.L.C.
Valley Lateral Project
Request for Notice to Proceed with Tree Felling

Dear Ms. Bose:

On November 9, 2016, the Federal Energy Regulatory Commission (Commission or

FERC) issued an Order Denying Motion to Dismiss and Issuing Certificate (Order) for
Millennium Pipeline Company, L.L.C.s (Millennium) Valley Lateral Project (Project). 1
The Project is required to serve the CPV Valley Energy Center, a combined-cycle natural gas-
fired power plant with a capacity of 630 megawatts, currently under construction in the Town of
Wawayanda, New York. Millennium accepted the Order on November 11, 2016 and filed its
Implementation Plan with the Commission on December 21, 2016. In the Implementation Plan,
Millennium noted that it would file a Request for Notice to Proceed once all applicable
authorizations required under federal law have been received for the Project. As detailed below,
Millennium now has all the applicable authorizations to conduct tree felling in upland areas.
Millennium, therefore, respectfully requests the Director of the Office of Energy Project
(Director) issue written authorization to do so by February 24, 2017.

Request for Notice to Proceed with Limited Tree Felling in Upland Areas

Millennium is requesting written authorization (Notice to Proceed) from the Director of

the Office of Energy Projects to commence limited, non-mechanized tree clearing activities in all
upland areas necessary to comply with conservation measures designed to protect Indiana bats
and migratory birds and associated habitats. In accordance with the clearance letter Millennium
received from U.S. Fish and Wildlife (USFWS) on February 2, 2017 (attached) and the
Project-specific mitigation measures, Millennium must fell potential Indiana bat roost trees
located within the Project workspace between October 31 and March 31. The purpose of the tree
clearing restriction is to ensure that trees are cut while the bats are hibernating or concentrated
near their hibernacula and avoid direct impacts on individual bats. Although, no known Indiana

1
Millennium Pipeline Co., L.L.C., 157 FERC 61,096 (2016) (Order).

www.millenniumpipeline.com
bat roost trees were identified in the workspace areas impacted by the construction of the Project,
Millennium will comply with this restriction and has committed to additional conservation
measures including planting and preserving 2.4 acres of trees.

The tree felling activities will be restricted to upland areas only and will be conducted
without the use of mechanized clearing equipment. Millennium proposes to cut trees and brush,
at or above ground level by hand, using equipment that will not rut soils or damage root systems
to minimize potential impacts to the area. Felled trees will be left in place until construction
begins at which time they will be removed from the workspace areas. The total impact of the
tree felling activities covered by this request is relatively small, encompassing approximately 18
acres of land, approximately 9 of which will be allowed to revert to upland forest subsequent to
construction. Millennium will conduct environmental training for all tree clearing personnel and
will employ environmental inspection staff in accordance with the Implementation Plan.

Millennium Has All Permits Required for the Requested Notice to Proceed

Granting Millenniums Notice to Proceed will help Millennium place the Project in
service in a manner that maximizes the protection of potential Indiana bat habitat. Millennium
has received all authorizations necessary for the activities included in this request for a Notice to
Proceed with the non-mechanized tree-felling activities. In accordance with Conditions 13 and
14, the letter issued by the USFWS on February 2, 2017 documents Millenniums impact
avoidance and mitigation measures are designed to protect both Indiana bats and bog turtles
during construction. Within the letter, the USFWS determined that the Project may affect but is
not likely to adversely affect Indiana bats and bog turtles given the proposed conservation
measures to protect the species. As such, no further consultation with the USFWS is required for
construction and operation of the Project.

Although Millennium has not yet received its Clean Water Act Section (CWA) 2
Section 401 Water Quality Certification from the New York State Department of Environmental
Conservation (NYSDEC), this authorization is not required for the tree felling activities
requested herein. A CWA Section 401 Water Quality Certification is only required for activities
that require a federal license or permit to conduct an activity which may result in any discharge
into the navigable waters. 3 As previously stated, the proposed tree felling activities are limited
to upland areas outside of any jurisdictional waters of the United States, including wetlands and
waterbodies, and will not result in a discharge regulated under Section 401 of the CWA.
Accordingly, no wetlands or water bodies will be impacted by this activity.

Millennium has initiated a proceeding in the U.S. Court of Appeals for the District of
Columbia Circuit under Section 19(d)(2) of the Natural Gas Act asking the Court to direct
NYSDEC to act on Millenniums requested CWA Section 401 certification or rule that the
certification is deemed waived because the NYSDEC did not act on Millenniums CWA Section
401 application within the one-year required time. 4 As the NYSDEC itself approved the Valley
2
33 U.S.C. 1251-1387 (2012).
3
Id. 1341(a).
4
Millennium Pipeline Co. v. Basil Seggos, Case No. 16-1415 (D.C. Cir. 2017).

www.millenniumpipeline.com

2
Energy Center, which Millenniums Valley Lateral Project is designed to serve, Millennium is
confident that it will ultimately receive the CWA 401 certification.

The proposed upland tree felling is also outside the U.S. Army Corps of Engineers
(Corps) jurisdiction under the CWA Section 404, and a Nationwide Permit 12 is, therefore, not
required for the requested tree felling authorization. Millennium will submit a separate request
for notice to proceed with construction activities in these regulated areas upon receiving the
appropriate authorizations from the NYSDEC and the Corps. Granting this request for limited
tree felling activities outside areas regulated under the CWA Section 401 and 404 is also
consistent with past Commission practice. 5

The Project is Required to Support Critically-Needed Power Generation in New York

If upland tree felling activities are not conducted prior to March 31, 2017, as required by
the USFWS, then the public benefits of the Valley Lateral Project will be delayed because the
clearing window will not open again until November 1, 2017. The Project is required to serve
the CPV Valley Energy Center, fully permitted by the State of New York and currently under
construction. The CPV Valley Energy Center will be a major source of electric generation for
New York and the Lower Hudson Valley. In 2014, the New York Independent System Operator
created the Lower Hudson Valley capacity zone to incentivize construction of new electric
generation to alleviate transmission congestion and address reliability concerns within the Lower
Hudson Valley region. The entry of a new electric generatorlike the CPV Valley Energy
Centerwill ultimately reduce electricity prices and provide benefits all residents and electric
consumers in the Lower Hudson Valley. Construction of the CPV Valley Energy Center is at an
advanced stagethe power plant is scheduled to commence testing in August 2017 and
commercial operation in February 2018.

If construction of the Valley Lateral Project is delayed, natural gas will not be available
in time for the power plant to begin testing and operation. In that event, the CPV Valley Energy
Center will be limited to using oil as its fuel source; however, although the CPV Valley Energy
Center is designed to operate on fuel oil for back-up and reliability purposes only and cannot
operate for extended periods of time on oil due to air permit restrictions imposed by the
NYSDEC. Therefore, operating on only fuel oil is not a viable option for the CPV Valley
Energy Center. In addition, New York Governor Andrew Cuomos announcement on January 9,
2017, that the Indian Point Energy Center would close by 2021 further underscores the need for
the CPV Valley Energy Center and the Project. 6

5
Transcontinental Gas Pipe Line Co., 150 FERC 61,183, at P 16 (2015); Transcontinental Gas Pipe Line Co.,
Letter Order Granting Pre-construction Authorization for Tree Felling Activities, Docket No. CP13-551-000 (Mar.
9, 2015); Natl Fuel Gas Supply Corp., Letter Order Granting Authorization to Commence Pre-Construction Tree
Felling Activities, Docket No. CP14-70-000 (Mar. 10, 2015).
6
New York State, Governor Cuomo Announces 10th Proposal of the 2017 State of the State: Closure of the Indian
Point Nuclear Power Plant by 2021, (Jan. 9, 2017), https://www.governor.ny.gov/news/governor-cuomo-announces-
10th-proposal-2017-state-state-closure-indian-point-nuclear-power.

www.millenniumpipeline.com

3
 Only timely approval of the requested authorization to conduct limited upland tree felling
activities will allow Millennium to comply with the Commissions Order and construct and place
the Project in service prior to the planned August 2017 testing date of the Valley Energy Center.
If the Commission does not grant this authorization in time to complete the required tree felling
activities, the purpose of the Project as identified by the Commission in the Order will not be
fulfilled. 7 In its clearance letter, the USFWS considered the cumulative impacts of the Project
along with the CPV Valley Energy Center and concurred that the Project may affect, but is not
likely to adversely affect, the Indiana bat.

Millennium, therefore, respectfully requests that the Commission now issue the requested
Notice to Proceed to allow Millennium to comply with the USFWS-imposed protective
measures, as soon as possible, but no later than February 24, 2017. This will allow Millennium
sufficient time to mobilize its contractor, conduct environmental and safety training for the
Project, and complete tree felling activities in the Project area within the window provided by
USFWS.

In accordance with the Commissions filing requirements, Millennium is submitting this

filing through the Commissions eFiling system. Millennium is also providing complete copies
of this filing to the Office of Energy Projects and to all parties on the official service list for the
above-referenced docket. If you have any questions regarding this filing, please contact me at
845-620-1300.

Respectfully submitted,

/s/ Georgia Carter

Georgia Carter
Vice President and General Counsel
Millennium Pipeline Company, L.L.C.

Attachment
cc: Anthony Rana, FERC
Danny Laffoon, FERC
Service List

7
Order, 157 FERC 61,096, PP 27, 113.

www.millenniumpipeline.com

4
ATTACHMENT A
 United States Department of the Interior

FISH AND WILDLIFE SERVICE

3817 Luker Road
Cortland, NY 13045

February 2,2017

Mr. Ron Happach

Chief Operating Officer
Millennium Pipeline Company, LLC
One Blue Hill Plaza, ih Floor
PO Box 1565
Pearl River, NY 10965

Dear Mr. Happach:

The U.S. Fish and Wildlife Service (Service) has reviewed the additional information submitted
for the proposed Valley Lateral Project pipeline (project), Federal Energy Regulatory
Commission (FERC) Docket No. CPI6-17-000 in your letter dated January 26, 2017.
Millennium Pipeline Company, LLC, proposes to construct a new 16-inch natural gas pipeline,
approximately 7.9 miles in length, from the existing Millennium mainline pipeline to the CPV
Valley Energy Center to be located in Wawayanda, Orange County, New York. The purpose of
the project is to transport 130 million cubic feet of natural gas per day to the proposed
650 megawatt electric generating facility.

We are providing these comments pursuant to, and in accordance with, provisions of the
Endangered Species Act (ESA) of 1973 (87 Stat. 884, as amended; 16 U.S.C. 1531 et seq.).
Millennium is acting as the FERC's non-federal representative for purposes ofESA consultation
with the Service. In addition, we understand that the U.S. Army Corps of Engineers may provide
authorization under Section 404 of the Clean Water Act, but the FERC is the lead federal agency
for the purposes ofESA consultation. Previous comments from the Service on the project's
Environmental Assessment were submitted in a letter dated June 2, 2016. Millennium provided
additional information in letters dated August 16, 2016, and August 31, 2016, to the New York
State Department of Environmental Conservation (NYSDEC), and in electronic mail and letters
dated January 23, 2017, and January 26,2017.

Indiana bat

Millennium assumed that the federally-listed endangered Indiana bat (Myotis sodalis) occurs in
the project area based upon previous records for the species, including telemetry studies of radio
tracked bats to roost trees outside of the project area. While there are no known roost trees
within the project footprint, they were recorded in 2005 within 800 feet of one work area.
Millennium has indicated that although some potential roost trees would be removed from the
project area, the approximately 18 acres of tree clearing activity would be performed during the
winter (October 31 to March 31) when bats are hibernating to avoid direct impacts.

In addition to considering the potential for direct effects to the species, Millennium considered
the potential for harm I to Indiana bats from loss, fragmentation, or degradation of habitat. We
reviewed Millennium's analyses that discussed the linear nature of the removal, the width of tree
clearing, the lack of impacts to core roosting areas, the distance of the removal to known roosts,
and the assessment of remaining forested areas within the likely home range of colonies that
intersect with the proposed project. Proposed tree removal within 2.5 miles of documented
roosts varies from 3-16 acres, with a change of percent forest ranging from 0.02-0.15 percent.

Millennium also conducted a cumulative impact analysis of similar type projects within the
potential home range of the documented colonies. Several pipeline and compressor station
projects were reviewed along with the proposed energy center. A review of satellite imagery and
mapping was used to determine change in the amount of forest over time in the broader area and
within previously known Indiana bat roosting areas. The analysis concluded that forest cover
stayed roughly the same for the region from 2001 to 2011 but increased roughly 8 percent
between 2010 and 2016 around roost locations.

Construction and maintenance impacts such as noise, vibration, dust, lighting, chemical use,
equipment use, and general human activity were reviewed for potential impacts to the species.
Information from Millennium indicates that equipment noise will be below the frequency range
audible to bats, dust will be controlled by watering, there will be no chemicals used to control
vegetation, no work will be performed at night when bats are active, equipment will be used only
in areas cleared of vegetation in winter, and human activity will result in temporary and
negligible impacts because no roost trees are known within the project workspace.

To avoid or minimize potential impacts to Indiana bats, Millennium has committed to the
following conservation measures:

Boring under 40 percent of the pipeline alignment to avoid impacts to habitat, including
upland and wetland forest, and permanently protecting the 8.7 acres of forested land
within the right-of-way in that area;
avoiding tree clearing between April I and October 31 to avoid direct impacts to bats;
avoiding potentially-suitable roost trees in the approved workspace to the extent
practicable;
providing artificial bat roost structures at a rate of 5 per 1 kilometer (km) for "rocket"-
type houses, or 1 per 1 km for Brandenbark or similar structures; and
planting 2.4 acres of trees (consisting of species that eventually could be suitable for
roosts) on property owned or to be owned by Millennium.

1 Harm is defined by the Service to include significant habitat modification or degradation that results in death or
injury to listed species by significantly impairing behavioral patterns such as breeding, feeding, or sheltering (50
CFR 17.3)

2
Millennium has determined that the project may affect, but is not likely to adversely affect, the
Indiana bat. Given the proposed conservation measures listed above, we do not anticipate any
measurable impacts to the species and, therefore, concur with your determination. Please
provide the Service with a copy of the final conservation easement and notify us when all
conservation measures are completed.

Northern long-eared bat

The federally-listed threatened northern long-eared bat (Myotis septentrionalis) is not known to
occur in the project area based upon existing information. However, Millennium assumed its
presence given its distribution across the State. Since tree clearing would occur in winter, no
direct impacts to the species are expected. For the same rationale as for the Indiana bat,
Millennium has determined that the project may affect, but is not likely to adversely affect, this
species. The Service concurs with this determination.

Dwarf wedgemussel

The federally-listed endangered dwarfwedgemussel (Alasmidonta heterodon) is known to occur

in the Neversink River watershed located approximately 7 miles west of the project. Millennium
has determined that the project would result in no effect to the dwarfwedgemussel because the
project is located outside the known watershed of this species. We acknowledge that
determination and no further consultation is required for this species.

Small whorled pogonia

The federally-listed threatened small-whorled pogonia (Isotria medeoloides) is a small flowering

plant found in forested areas growing on sloping acidic soils with thick leaf litter. The only
known occurrence in the State is approximately 17 miles to the east of the project. Millennium
has determined that the project will have no effect on this species as it was not observed in the
project area and there is a lack of suitable habitat. We acknowledge the determination and no
further consultation is required for this species.

Bog turtle

Federally-listed threatened bog turtles (Clemmys [=GlyptemysJ muhlenbergii) may occur in the
project region. Phase 1 habitat surveys of wetlands in the project area revealed that suitable
habitat was present at four sites. Millennium proposes to directionally bore under these areas to
avoid any surface disturbance. During this activity, approved bog turtle monitors will observe
these areas to ensure that no turtles are in work zones. Therefore, Millennium has determined
the project may affect, but is not likely to adversely affect, the bog turtle. Given the proposed
conservation measures, the Service concurs with this determination.

No further coordination or consultation under the ESA is required with the Service at this time.
Should project plans change, or if additional information on listed or proposed species or critical.
habitat becomes available, this determination may be reconsidered. The most recent compilation
of federally-listed and proposed endangered and threatened species in New York is available for

3
your information. Until the proposed project is complete, we recommend that you check our
website every 90 days from the date of this letter to ensure that listed species presence/absence
information for the proposed projects is current. *

Any additional information regarding the proposed project and its potential to impact listed
species should be coordinated with both this office and with the NYSDEC.

Summary

In summary, we concur that the project may affect, but is not likely to adversely affect, the
Indiana bat, northern long-eared bat, and bog turtle given proposed conservation measures to
protect these species. In addition, we acknowledge that this project will have no effect on the
dwarf wedge mussel or small-whorled pogonia. Please notify our office of the implementation
of the conservation measures proposed for the project.

Thank you for consulting with our office on this project. If you require additional information or
assistance please contact Tim Sullivan at 607-753-9334.

Sincerely,

~A-.~
David A. Stilwell
Office Supervisor

* Additional information referred to above may be found on our website at:

http://www.fws.gov/northeast/nyfo/es/section7.htm

cc: NYSDEC, Albany, NY (S. Tomasik, K. Gaidasz)

NYSDEC, New Paltz, NY (L. Masi)
USEPA, New York, NY (L. Knutson)
USACOE, New York, NY (B. Orzel)

4
 CERTIFICATE OF SERVICE

Pursuant to Rule 2010 of the Commissions Rules of Practice and Procedure, 18 C.F.R.

385.2010 (2016), I hereby certify that I have this day served the foregoing document upon each

person designated on the official service list compiled by the Secretary in this proceeding.

Dated at Washington, D.C., this 6th day of February, 2017.

/s/ Marco Bracamonte

Marco A. Bracamonte
Van Ness Feldman, LLP
1050 Thomas Jefferson St., N.W.
Seventh Floor
Washington, D.C. 20007-3877
(202) 298-1800