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Control Number: 48212

illiglinn Item Number: 2

Addendum StartPage: 0

Golden Spread Electric Cooperative, inc. A loochmone Encto"Coorcratzvc

201B APR 16 AM II: 56

Application to Amend a Certificate of Convenience and Necessity

CONVERSION OF CRMWD'S PRIVATE 69 kV TRANSMISSION LINE TO PUBLIC USE IN CONCHO COUNTY, TEXAS

Public Utility Commission of Texas Docket No. 48212

Golden Spread Electric Cooperative, Inc.

Certificate No. 30189

Submitted April 16, 2018

PUC DOCKET NO. 48212

APPLICATION OF GOLDEN SPREAD ELECTRIC COOPERATIVE, INC. TO AMEND ITS CERTIFICATE OF CONVENIENCE AND NECESSITY FOR THE CONVERSION OF CRMWD'S PRIVATE 69 KV TRANSMISSION LINE TO PUBLIC USE IN CONCHO COUNTY, TEXAS

PUBLIC UTILITY COMMISSION

OF TEXAS

GOLDEN SPREAD ELECTRIC COOPERATIVE, INC.'S APPLICATION TO AMEND ITS CERTIFICATE OF CONVENIENCE AND

NECESSITY FOR THE CONVERSION OF CRMWD'S PRIVATE 69 KV TRANSMISSION LINE TO PUBLIC USE IN CONCHO COUNTY, TEXAS

TABLE OF CONTENTS

I. INTRODUC TION 3

II. JURISDICTION AND AUTHORITY OF THE COMMISSION 4

III. GOLDEN SPREAD AND ITS MEMBERS 4

IV CRMWD AND ENTERPRISE FACILITIES 5

V. NEED FOR SERVICE 6

VI ALTERNATIVES FOR PROVIDING SERVICE TO ENTERPRISE 6

VII. GOLDEN SPREAD'S PLAN 7

VIII. GOLDEN SPREAD'S CCN APPLICATION 8

IX. REQUEST FOR WAIVERS OF CCN APPLICATION REQUIREMENTS .9

X. PROPOSED NOTICE 9

XI. REQUEST FOR EXPEDITED CONSIDERATION 1 0

XII. PRAYER 1 1

PUC Docket No. 48212

1

EXHIBITS

Exhibit A - Direct Testimony of Bret Yeary

Exhibit B - Direct Testimony of Philip M. Dean

Exhibit C - CCN Application Form and Attachments

Attachment 1 Contingent Purchase and Sale Agreement

Attachment 2 Typical Tangent Structure Drawing

Attachment 3 Enterprise Request for Service

Attachment 4 Interconnection Agreement

Attachment 5 AEP Load Increase Study Report

Attachment 6 Purpose and Need Study

Attachment 7 Transmission System Schematic

Attachment 8 Map of Existing Line and Nearby Transmission Lines

Attachment 9 Overview Map

Attachment 10 Inset Map of New Line Extension

Attachment 11 Easements for New Line Extension

Attachment 12 Notice Letter

Attachment 13 ERCOT Communication

Attachment 14 Easements for Existing Line

Attachment 15 Sworn Affidavit of Bret Yeary


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OF TEXAS



TO THE HONORABLE PUBLIC UTILITY COMMISSION.

Golden Spread Electric Cooperative, Inc. ("Golden Spread" or "GSEC") files this

Application to Amend its Certificate of Convenience and Necessity for the Conversion of

CRMWD's Private 69 kV Transmission Line to Public Use in Concho County, Texas

(Application"), and respectfully shows the following:

I. INTRODUCTION

Golden Spread seeks an amendment to its certificate of convenience and necessity

("CCN") (No. 30189) to convert to public use an existing 69 kV transmission line privately owned

by the Colorado River Municipal Water District (CRMWD"), so that the line may be used to

supply power to both CRMWD and a new power customer.

Golden Spread is a transmission service provider in ERCOT and SPP. Golden Spread and

its member, Coleman County Electric Cooperative, Inc. ("Coleman Electric"), received a request

from Enterprise Products Partners L.P. ("Enterprise') to provide transmission voltage (69 kV)

retail electric service to Enterprise's new pipeline pumping station (the "Millersview Pump

Station"). The Millersview Pump Station will be located in Coleman Electric's singly certificated

retail service area in Concho County, Texas. Coleman Electric asked that Golden Spread supply

wholesale power to Coleman Electric at a delivery point near a substation being constructed by

Enterprise for its Millersview Pump Station. CRMWD owns and operates a 12.6-mile private 69

kV transmission line that serves CRMWD s O.H. Ivie Reservoir water pumping facilities (the


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"Existing Line"), located approximately 0.85 miles away from the Enterprise project site. The

Existing Line has sufficient capacity to serve both the CRMWD load and the new Enterprise load.

Golden Spread has entered into a contingent contract to purchase the Existing Line from

CRMWD.1 In this proceeding, Golden Spread seeks to amend its CCN to add the Existing Line

and convert it to public use, so that Golden Spread may operate the line as a public utility facility

in ERCOT. Granting the requested CCN amendment will enable Golden Spread to provide

wholesale power to Coleman Electric and Coleman Electric to resell the power at retail to

CRMWD, Enterprise, and others who may request service in the future.

II. JURISDICTION AND AUTHORITY OF THE COMMISSION

The Commission has jurisdiction over Golden Spread's application to amend its CCN

Particularly, the Commission has authority to regulate certification to the extent provided in

Chapter 37 of PURA, as provided in PURA § 41.004.

Golden Spread does not seek approval to purchase the Existing Line because the

transaction is not within the jurisdiction of the Commission. The transaction (a) involves two

parties that are not electric utilities for the purpose of the sale, (b) does not involve the transfer of

any certificated rights or facilities currently regulated by the Commission, and (c) involves

consideration of less than $10,000,000. See PURA §§ 14.101, 32.002(6).

III. GOLDEN SPREAD AND ITS MEMBERS

Golden Spread is a not-for-profit electric generation and transmission cooperative

organized under Texas law with its principal place of business in Amarillo, Texas. Its main

corporate purpose is to supply cost effective and reliable wholesale electric power to its sixteen

(16) member non-profit distribution cooperatives ("Members").2 Golden Spread's Members serve

Golden Spread is not requesting PUC approval to purchase the CRMWD transmission line, but intends to close that transaction only if the PUC approves the CCN requested in this proceeding.

2 Fifteen (15) of Golden Spread's sixteen (16) distribution cooperative members operate in Texas. They are Bailey County Electric Cooperative Association (Muleshoe, Texas); Big Country Electric Cooperative, Inc. (Roby, Texas); Coleman County Electric Cooperative, Inc. (Coleman, Texas); Concho Valley Electric Cooperative. Inc. (San Angelo, Texas); Deaf Smith Electric Cooperative, Inc. (Hereford, Texas); Greenbelt Electric Cooperative, Inc. (Wellington, Texas); Lamb County Electric Cooperative, Inc. (Littlefield, Texas); Lighthouse Electric Cooperative, Inc. (Floydada, Texas); Lyntegar Electric Cooperative, Inc. (Tahoka, Texas); North Plains Electric Cooperative, Inc. (Penyton, Texas); Rita Blanca Electric Cooperative, Inc. (Dalhart, Texas); South Plains Electric Cooperative, Inc. (Lubbock, Texas); Southwest Texas Electric Cooperative, Inc. (Eldorado, Texas); Swisher Electric Cooperative, Inc. (Tuba,


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about 290,000 retail electric meters serving their Member-Consumers located over an expansive

area of Texas (an area covering about 24% of the state in the Panhandle, South Plains, and Edwards

Plateau regions of Texas), the Panhandle of Oklahoma, and small portions of Southwestern Kansas

and Southeastern Colorado

Golden Spread's Members provide retail service in the Southwest Power Pool (SPP"),

Electric Reliability Council of Texas (ERCOT"), or both. The transmission facilities that are the

subject of this application are operated by CRMWD in ERCOT and, if purchased by Golden

Spread, will continue to be operated in ERCOT from the Existing Line's current tap point along

American Electric Power's (AEP") Ballinger to Eden 69 kV transmission line.

IV. CRMWD AND ENTERPRISE FACILITIES

CRMWD was formed by the Texas Legislature in 1949. It is a municipal corporation and

water district currently providing water to the cities of Big Spring, Odessa and Snyder.

Historically, it has also provided water to oil and gas producers. CRMWD operates three water

reservoirs. One of the water reservoirs is the O. H. Ivie Reservoir (sometimes referred to as Lake

Ivie) located in Concho County, Texas. At the 0.11. Ivie Reservoir, CRMWD operates water

treatment and pumping facilities. The treatment and pumping facilities are powered by electricity.

In 1995, CRMWD constructed the Existing Line to bring electric power from AEP's Ballinger to

Eden 69 kV transmission line to the O.H. Ivie Reservoir facilities. The Existing Line is owned and

operated by CRMWD as a private line and serves only CRMWD facilities.3 CRMWD is not an

electric utility. Because of this, it is not required to have and does not possess a certificate from

the Commission to operate the Existing Line.

Enterprise is constructing the Midland to Sealy (M2S") segment of its larger Midland to

ECHO crude oil pipeline system for the transportation of crude oil and condensate from the prolific

Midland basin to markets along the Texas Gulf Coast. Enterprise determined the best location for

a pipeline pump station for the M2S segment, also known as the Millersview Pump Station, is off

FM 1929 (Ray Stoker Jr. Hwy) near CRMWD's Lake Ivie pumping facilities. The site chosen by

Texas); and Taylor Electric Cooperative, Inc. (Merkel, Texas). Golden Spread also serves Tri-County Electric Cooperative, Inc. (Hooker, Oklahoma).

CRMWD and Golden Spread are not affiliates within the meaning of PURA. Golden Spread does not own or control any interest in CRMWD and CRMWD does not own or control any interest in Golden Spread.


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Enterprise is in an area of Concho County that is singly certificated for the provision of retail

electric service to Coleman Electric. At the Millersview Pump Station, Enterprise has constructed

a substation designed to convert 69 kV power to a lower operating voltage. Enterprise will own

and operate this substation. The Millersview Pump Station and associated substation are only about

0.85 miles from the Existing Line.

V. NEED FOR SERVICE

Enterprise asked Coleman Electric and Golden Spread to provide 69 kV retail electric

service to the substation at its Millersview Pump Station. This request is the foundation for the

need for electric service to be provided to Enterprise. In its Application, Golden Spread presents

facts regarding the historic and projected loads in the area, as well as projected loads for Enterprise,

which will ultimately be 7.8 MW by 2020. The Application contains a Purpose and Need Study

that establishes a transmission line and substation is the most cost effective and reliable alternative

to meet Enterprise's load requirements.

VI. ALTERNATIVES FOR PROVIDING SERVICE TO ENTERPRISE

Golden Spread engaged C.H. Guernsey & Company ("Guernsey") to assist in evaluating

various distribution and transmission alternatives for meeting Enterprise's load requirements.

Guernsey prepared a Purpose and Need Study (Attachment 6 of the Application), which addresses

load forecasts and service reliability and provides a cost-benefit analysis for service to Enterprise.

Golden Spread evaluated serving the Enterprise load over Coleman Electric's existing

12.5-kV distribution system, converting the Coleman Electric distribution system to 24.9-kV, and

distributed generation, but none of these were viable options due to reliability concerns and

excessive costs. Golden Spread s most economic choices capable of reliably serving the Enterprise

load are: (1) buy the Existing Line and build a short extension to the Enterprise substation; or (2)

construct a new transmission line from an alternative transmission source to the Enterprise

substation. The alternatives that Golden Spread considered are analyzed in detail in the Purpose

and Need Study (Attachment 6 of the Application) and Direct Testimony of Philip M. Dean.

Based on this analysis, Golden Spread concluded the most cost effective and least

impacting alternative to meet the need for this project is for Golden Spread to purchase the Existing

Line and then construct a short 0.85-mile 69 kV extension to the Enterprise substation. Rather than

build a duplicative transmission line, Golden Spread proposes to convert the Existing Line to


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public use, thereby limiting or avoiding additional impacts to landowners, land uses, and the

environment that would be caused by a new transmission line corridor. Only one transmission line

is needed because the capacity of the Existing Line is sufficient to provide power to CRMWD,

Enterprise, and additional future load in the area. Constructing an entirely new transmission line

would essentially double the transmission investment already made by CRMWD, yet neither the

new line nor the Existing Line would exceed 20% of its respective capacity, as explained by Mr.

Dean. This option is also expected to have the shortest time to completion, which is an important

factor given Enterprise's request for service on January 1, 2018, and expectation to have its pump

station fully operational by May 1, 2018, subject to adequate electrical service.

Mr. Dean opines that the Existing Line is constructed, operated, and maintained in

accordance with good utility practice, including the standards of the American National Standards

Institute ("ANSI") and the National Electrical Safety Code ("NESC"). In addition, as evidenced

by the steady-state power flow analysis conducted by AEP in February 2017 (Application,

Attachment 5), interconnection of the Existing Line to the AEP Ballinger to Eden 69 kV

transmission line complies with applicable reliability standards and transmission planning criteria

of the North Am eri can El ectric Reliability Corporati on ("NERC"), the El ectric Reliability Council

of Texas ("ERCOT") (including ERCOT Planning Guide, Sec. 4), and AEP AEP's study

concluded no thermal violations occurred during single outage (N-1) system conditions.

VII. GOLDEN SPREAD'S PLAN

Golden Spread's plan for service to Enterprise includes the following:

(a) Purchase Existing Line. After negotiations, Golden Spread entered into a

contingent contract to purchase the private 69 kV transmission line owned by CRMWD for

$3,500,000, including transmission assets, easements, and land rights. Golden Spread is not

seeking authority from the Commission for this purchase, as the Commission does not have

jurisdiction over Golden Spread's purchase of the private line.

(b) Obtain a CCN Contingent on Closing the Purchase. Golden Spread seeks to

amend its CCN to include the Existing Line. Issuance of a CCN amendment will enable Golden

Spread to convert the private line to public use and provide service to Coleman Electric at

wholesale. Coleman Electric requested, and Golden Spread intends to set, a new wholesale

delivery point at or near the substation being constructed by Enterprise to serve the Millersview

Pump Station.


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(c) Provision of Service to Enterprise. Coleman Electric plans to take wholesale

power from Golden Spread at the new delivery point and resell the power to Enterprise for its

facilities at the Millersview Pump Station.

(d) Provision of Service to CRMWD. Similarly, Golden Spread plans to provide

wholesale power to Coleman Electric over the Existing Line so Coleman Electric can supply retail

power to CRMWD at its O.H. Ivie Reservoir water pumping facilities.

VIII. GOLDEN SPREAD'S CCN APPLICATION

Golden Spread requests approval of its application to amend its CCN to add the Existing

Line and convert it to public use. Issuance of a CCN to Golden Spread will enable Golden Spread

to operate the line in ERCOT as a public utility facility; enable service to CRMWD, Enterprise,

and future loads; and assist Golden Spread in obtaining cost recovery for its investment in a future

proceeding.

As previously explained, Golden Spread does not seek Commission approval of a sale,

transfer, or merger application. Golden Spread's purchase of the Existing Line is not subject to

Commission jurisdiction.

Finally, Golden Spread does not seek an amendment of its CCN to extend transmission

facilities from the Existing Line approximately 0.85 miles to a wholesale delivery point at or near

the Enterprise substation. The new 69 kV extension can be constructed without a CCN amendment

because the line extension meets the requirements for routine activities associated with

transmission facilities that are conducted by transmission service providers as defined in PUC

Substantive Rule 25.101(c)(5)(A). Particularly, the new line extension meets the following criteria:

(i) it will be an extension of an existing transmission line solely to provide service to

a substation or metering point;

(ii) it will be an extension to a substation or metering point that does not exceed one

mile; and

(iii) all landowners whose property is crossed by the new transmission facilities have

given prior written consent in the form of easements.

Attached to this pleading is supporting testimony from Bret Yeary and Philip M. Dean and

a completed CCN application form with attachments.


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IX. REQUEST FOR WAIVERS OF CCN APPLICATION REQUIREMENTS

This case is unusual in part because it involves certification of an existing transmission line

rather than construction of new transmission facilities. The Commission's CCN application form

asks questions and provides instructions that largely presume new construction. Accordingly, not

all of the questions and instructions contained in the Commission's application form are

appropriate with respect to certification of the Existing Line and its conversion to public use. There

is good cause to grant exceptions or waivers of many of the questions and instructions.

Golden Spread has identified in its CCN application each of the questions or instructions

for which it seeks a good cause exception or waiver. In particular, Golden Spread seeks a good

cause exception or waiver from the requirements stated in CCN application form question nos. 17

(routing study), 18 (public meeting or public open house), 19 (routing maps), 21 (habitable

structures), 22 (electronic installations), 23 (airstrips), 24 (irrigation systems), 25 (notice), 26

(parks and recreation areas), 27 (historical and archaeological sites), 28 (coastal management

program), and 29 (environmental impacts).

Golden Spread's CCN application form responses and the supporting testimony of Bret

Yeary and Philip M. Dean recite the facts that show good cause to grant the requested waivers or

exceptions. As is obvious, many of the questions and instructions are not applicable because the

Existing Line already exists and has already been consented to by directly affected landowners.

Granting the requested waivers will assist with the orderly processing of this case without

undermining the Commission's need to have an adequate factual basis for deciding the case.

Granting the requested waivers will also conserve agency and applicant resources.

Accordingly, pursuant to PUC Procedural Rule 22 5(b), Golden Spread requests that the

Commission grant a good cause exception or waiver of the CCN application form and rule

requirements identified above and in the completed application form, as well as any requirements

in the Commission s CCN application form to the extent such requirements are not met by the

filing of this Application.

X. PROPOSED NOTICE

For the reasons stated in Golden Spread's completed CCN application form, and the

testimony of Bret Yeary and Philip M. Dean, Golden Spread proposes to comply with or obtain an

exception or waiver of the notice requirements for its CCN application as follows:


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Notice Requirement Action to be taken

Provide written direct-mail notice to owners of directly affected land

Exception requested - all owners of directly affected land have consented to the Existing Line. See Application, Attachment 14.

Provide written direct-mail notice to utilities that are located within five miles of the routes

GSEC will provide this notice

Provide written direct-mail notice to county and municipal authorities

GSEC will provide this notice to Concho County. There are no incorporated municipalities located within five miles.

Publish notice in newspapers of general circulation in the counties in which the facilities are to be constructed.

Exception requested - all owners of directly affected land have consented to the Existing Line. See Application, Attachment 14.

Public Meeting or Public Open House Meeting Not Applicable. There are less than 25 owners of directly affected land and each has consented. To the extent this requirement still applies, an exception is requested.

For those entities to which GSEC will provide direct-mail notice, a copy of the notice is attached

to the CCN Application as Attachment 12.

XI. REQUEST FOR EXPEDITED CONSIDERATION

Golden Spread is hopeful that this case will qualify as an uncontested CCN proceeding

pursuant to PUC Substnative Rule 25.101(b)(3)(C), or for informal disposition pursuant to PUC

Procedural Rule 22.35(a). But if it does not, Golden Spread seeks expedited consideration of the

Application. Enterprise requested service by January 1, 2018, a date which has already passed.

The Millersview Pump Station began initial operations on November 15, 2017, and could be fully

operational by May 1, 2018, subject to adequate electrical service. Providing service to Enterprise

is urgent. Given the truncated nature of this Application and the urgent need for service, and if the

case does not qualify for informal disposition, Golden Spread requests that the Commission issue

a final order in this case by no later than 6 months after filing.


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XII. PRAYER

Golden Spread respectfully requests that the Commission.

(i) docket this Application upon receipt hereof;

(ii) issue an order requiring Commission Staff to comment on the following:

- the material sufficiency of this Application,

- the sufficiency of the proposed notice,

its position regarding whether each of the good cause exceptions or waivers

requested in this Application should be granted, and

whether the Application qualifies for informal disposition;

(iii) establish an intervention deadline 45 days after the filing of this Application,

(iv) schedule a prehearing conference to address the processing of this docket and ruling

upon Golden Spread's requests for good cause exceptions; and

(v) upon hearing on the merits, if necessary, approve Golden Spread's Application and

expeditiously order Golden Spread's CCN be amended to include the Existing Line for public use.

Golden Spread also asks for such other and further relief to which it may show itself entitled.

Respectfully submitted,

C9- Carl R. Galant State Bar No. 24050633

Carl R. Galant Campbell McGinnis Ryan Lammert Brytne Kitchin McGinnis Lochridge LLP 600 Congress Ave., Ste. 2100 Austin, Texas 78701 Phone: (512) 495-6083 Fax: (512) 505-6383 [email protected]

ATTORNEYS FOR GOLDEN SPREAD ELECTRIC COOPERATIVE, INC.


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§ § § § § § § §


OF TEXAS



Exhibit A - Direct Testimony of Bret Yeary

12

BEFORE THE

PUBLIC UTILITY COMMISSION OF TEXAS


APPLICATION OF GOLDEN SPREAD ELECTRIC COOPERATIVE, INC. TO AMEND ITS CERTIFICATE OF CONVENIENCE AND NECESSITY

FOR THE CONVERSION OF CRMWD'S PRIVATE 69 KV TRANSMISSION LINE TO PUBLIC USE IN CONCHO COUNTY, TEXAS

DIRECT TESTIMONY OF

BRET YEARY, P.E.

ON BEHALF OF

GOLDEN SPREAD ELECTRIC COOPERATIVE, INC.

PUC Docket No. 48212 Direct Testimony of Bret Yeary

1 13

TABLE OF CONTENTS

I. Introduction and Qualifications 3

II. Purpose of Testimony 5

III. Description of GSEC 6

IV. GSEC's Application and the Project 8

V. Notice and Request for Waivers 15

VI. Request for Expedited Consideration 21

VII. Conclusion 22


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1 1. introduction and Qualifications

2 Q. Please state your name and business address.

3 A. My name is Bret Yeary, and I am employed by Golden Spread Electric Cooperative, Inc.

4 (`GSEC") at its headquarters location, 905 South Fillmore, Suite 300, Amarillo, Texas

5 79101-3541.

6 Q. What is your position at GSEC and what are your duties and responsibilities?

7 A. I was recently named the Manager of Plant Performance and Projects at GSEC. In that

8 capacity, I am responsible for GSEC's transmission line projects including those that

9 require a Certificate of Convenience and Necessity ("CCN"). My department and I also

10 provide operational support for GSEC, including managing proj ects throughout the

11 organization.

12 Q. Please describe your professional and educational experience and qualifications.

13 A. I have been employed by GSEC in various project management roles for five years. In my

14 position as Manager of Plant Performance and Projects at GSEC, I have prepared or

15 supervised the preparation of GSEC's most-recent CCN applications for transmission line

16 projects, including this one. I attend all hearings on the merits on such applications before

17 the Public Utility Commission of Texas ("PUC" or "Commission") and the State Office of

18 Administrative Hearings ("SOAH").

19 Prior to joining GSEC, I worked for Xcel Energy for seven years as a Project Manager. As

20 Project Manager for Xcel Energy, I planned and led a number of engineering and

21 construction projects including the installation of two new generation plants. These

22 projects required planning and executing all aspects of power projects from permitting

23 through commissioning and turnover for operation. Prior to my time at Xcel Energy, I

24 worked for a consulting firm for fifteen years, providing engineering design and project

25 management services to clients in the electric utility industry.


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1

My experience includes analyzing and designing electric transmission line structures for

2

voltages up to and including 345 kV, providing construction inspection services for

3

transmission lines, and managing a wide variety of engineering and construction projects.

4

My past duties also include developing transmission structures for Xcel Energy's

5

engineering and construction standards. I received a Bachelor's of Science in Civil

6

Engineering from Texas Tech University in 1988, a Master's of Science in Civil

7

Engineering from Louisiana State University in 1990, and a Master's of Business

8

Administration from Texas Tech University in 2010. I am licensed as a Professional

9

Engineer in the states of Texas (since 1994) and California (since 2001).

10 Q. Have you previously performed work related to transmission line administrative

11 proceedings?

12 A. Yes, I have supervised the preparation of Environmental Reports and Environmental

13 Assessments related to electric transmission line projects in Texas.

14 Q. Is the information contained in your testimony true and correct, within your personal

15 knowledge, and prepared by you or by knowledgeable persons upon whose expertise,

16 judgment, and opinions you rely in performing your duties?

17 A. Yes. In addition, I am custodian of GSEC's records for all sponsored portions of GSEC's

18 CCN application in this docket (collectively, the "Records"). These Records were kept by

19 GSEC in the regular course of business, and it was in the regular course of business of

20 GSEC for its employee or representative, with knowledge of the Records and the CCN

21 application, to make the Records or transmit information thereof to be included in such

22 Records. The Records were made at or near the time of the events they record, or

23 reasonably soon thereafter, and the Records are the originals or exact duplicates of the

24 originals.

25

26


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1 11. Purpose of Testimony

2 Q. Please describe the purpose of your testimony.

3 A. The purpose of my testimony is to: (1) provide background information regarding GSEC

4 and its proposal to convert Colorado River Municipal Water District's ("CR_MWD”)

5 existing 12.6-mile private 69-kV transmission line (Existing Line) to public use

6 ("Project"), (2) introduce and sponsor certain portions of the application of GSEC in this

7 docket to amend its CCN for the Project (the "Application"), and (3) explain certain aspects

8 of the Project, including (a) the terms of the agreement by which GSEC plans to purchase

9 the Existing Line from CRMWD, (b) the easements reflecting the landowner consents

10 regarding this Project, (c) GSEC's requests for good-cause exceptions to certain portions

11 of the PUC's rules and questions in the PUC's CCN application form, and (d) the requested

12 expedited timeline for processing the Application.

13 Q. What portions of the Application do you sponsor?

14 A. I sponsor the overall Application, and specifically the answers to CCN application

15 Question Nos. 1 (applicant name), 2 (ownership interests), 3 (person to contact), 8

16 (estimated schedule), 12 (financing), 13 (estimated costs), 25 (notice), and 30 (affidavit),

17 along with Attachment Nos. 1, 3, 4, 5, 11, 13, 14, and 15 to the Application.

18 I co-sponsor the answers to CCN application form Question Nos. 4 (project description), 5

19 (conductor and structures), 6 (right-of-way), 7 (substations or switching stations), 9

20 (counties), 10 (municipalities), 11 (affected utilities), 16 (schematic or diagram), 17

21 (routing study), 18 (public meeting or public open house), and 20 (permits), as well as

22 Attachment Nos. 2, 7, and 12 to the Application. In addition, I offer supporting testimony

23 on all of the above.

24 Q. Are any other witnesses providing testimony in support of GSEC's Application?

25 A. Yes, Mr. Philip M. Dean of C.H. Guernsey & Company ("Guernsey") provides testimony

26 (1) in support of and sponsoring certain portions of the Application and its attachments, (2)


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1 establishing that the CRMWD private 69 kV transmission line is constructed, operated,

2 and maintained in accordance with good utility practice and the proposed interconnection

3 meets industry standards for reliability and transmission planning, and (3) regarding the

4 purpose and need for the Project.

5 III. Description of GSEC

6 Q. Please describe GSEC and its operations.

7 A. Headquartered in Amarillo, Texas, GSEC is a private, not-for-profit electric generation and

8 transmission cooperative corporation organized in Texas and operating under Texas

9 Utilities Code Chapter 161. GSEC is also an "electric cooperative" as defined in Texas

10 Utilities Code section 11.003(9).

11 GSEC is owned by its 16 not-for-profit electric distribution cooperative members,

12 which are:

13 1 Bailey County Electric Cooperative Association—Muleshoe, Texas

14 2. Big Country Electric Cooperative, Inc.—Roby, Texas

15 3 Coleman County Electric Cooperative, Inc.—Coleman, Texas

16 4. Concho Valley Electric Cooperative, Inc.—San Angelo, Texas

17 5. Deaf Smith Electric Cooperative, Inc.—Hereford, Texas

18 6. Greenbelt Electric Cooperative, Inc —Wellington, Texas

19 7 Lamb County Electric Cooperative, Inc.—Littlefield, Texas

20 8. Lighthouse Electric Cooperative, Inc.—Floydada, Texas

21 9. Lyntegar Electric Cooperative, Inc.—Tahoka, Texas

22 10 North Plains Electric Cooperative, Inc.—Perryton, Texas

23 11. Rita Blanca Electric Cooperative, Inc.—Dalhart, Texas

24 12. South Plains Electric Cooperative, Inc.—Lubbock, Texas


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1

13. Southwest Texas Electric Cooperative, Inc.—Eldorado, Texas

2

14. Swisher Electric Cooperative, Inc.—Tulia, Texas

3

15. Taylor Electric Cooperative, Inc.—Merkel, Texas

4

16. Tri-County Electric Cooperative, Inc.—Hooker, Oklahoma

5 GSEC s Board of Directors is comprised of representatives from each of the above member

6 distribution cooperatives.

7 GSEC was organized in 1984 to provide wholesale power to its members. GSEC seeks to

8 provide adequate and reliable wholesale power to its members at the lowest optimal rate.

9 Power supply agreements exist between GSEC and each of its member cooperatives. For

10 the most part, GSEC's members rely on GSEC to acquire power supplies and arrange for

11 transmission at high voltages through ERCOT and SPP transmission service providers.

12 GSEC is contractually obligated to supply the electricity requirements of each of its

13 members requesting such. The members purchase power from GSEC and provide retail

14 electric service to approximately 290,000 meters located over an expansive area including

15 the Oklahoma Panhandle, small portions of Southwestern Kansas and Southeastern

16 Colorado, and an area covering 24% of Texas, including the Panhandle, South Plains, and

17 Edwards Plateau Regions. The retail member-consumers include residential, agricultural

18 enterprise, heavy and light industry, mining, oil and gas, commercial, and transportation

19 consumers.

20 Q. Please generally describe GSEC's transmission system.

21 A. GSEC holds CCN No. 30189. GSEC owns and operates 342 miles of transmission lines

22 in Texas. Approximately 16% of GSEC's peak load is located within the Electric

23 Reliability Council of Texas (ERCOT"). The ERCOT portion of GSEC's transmission

24 facilities consists of 112 miles of transmission lines, including 3 miles of 138-kV line and

25 109 miles of 69-kV line. The remaining 84% of GSEC's peak load is served from 230

26 miles of GSEC-owned-and-operated transmission lines located within the Southwest

27 Power Pool ("SPP).


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1 IV. GSEC's Application and the Project

2 Q. Are you familiar with the Application filed by GSEC in this docket?

3 A. Yes. The portions of the Application that I sponsor were prepared by me or by

4 knowledgeable persons working under my supervision and/or whose expertise, judgment,

5 and opinions I rely upon in performing my duties. At my direction, Guernsey also

6 contributed to the preparation of portions of the Application in coordination with me and

7 my staff. I incorporate by reference into my testimony for all purposes the portions of the

8 Application that I sponsor, including the question answers and attachments.

9 Q. Please describe your role in connection with the Application and Project.

10 A. I am the person responsible for the Project on behalf of GSEC. I was involved in

11 discussions with Coleman Electric, CRMWD, and Enterprise to coordinate the Project, and

12 in negotiating the Contingent Purchase and Sale Agreement with CRMWD. GSEC retained

13 Guernsey to assist in preparing the Application, including a purpose and need study. I, or

14 members of my team at GSEC, reviewed and approved all work performed by Guernsey

15 on the Project, relying on my experience, training, expertise, and business judgment as an

16 engineer and project manager.

17 Q. Please generally describe the Project.

18 A. The Project is described in GSEC's Application for an amendment to its CCN filed in this

19 docket. GSEC proposes to acquire a 12.6-mile private 69-kV transmission line currently

20 owned by CRMWD and located in Concho County, Texas—the Existing Line—pursuant

21 to a Contingent Purchase and Sale Agreement. A fully executed copy of the Contingent

22 Purchase and Sale Agreement is attached as Attachment 1 to the Application. Once the

23 Existing Line has been acquired, GSEC plans to convert it to public use so that it may be

24 used to serve multiple customers.

25 Q. What are the terms of the Contingent Purchase and Sale Agreement?


8 20

1 A. The purchase price for the line is $3,500,000.00, including all transmission facilities,

2 easements, and other land rights associated with the line. The Contingent Purchase and

3 Sale Agreement is conditioned on the issuance of a CCN to GSEC in this proceeding.

4 Q. Is GSEC asking that the Commission approve the purchase and transfer of the

5 transmission line?

6 A. No It is my understanding that GSEC's purchase of the Existing Line is not subject to

7 approval or disapproval by the Commission. This is so in part because the sale is between

8 a private entity, CRMWD, and an electric cooperative, GSEC, neither of which is a public

9 utility or an electric utility as defined in PURA § 31.002(6) with respect to the sale.

10 Moreover, CRMWD does not possess a CCN from the PUC for the Existing Line, thus no

11 certificated rights are being transferred in the transaction, and the sales price is less than

12 $10,000,000. See PURA § 14.101.

13 Q. What is GSEC asking the Commission to do?

14 A. GSEC is asking the Commission to approve an amendment of its CCN to add the Existing

15 Line. Once the Existing Line has been acquired, GSEC proposes to convert the Existing

16 Line from a private line serving only CRMWD facilities to a public utility facility that will

17 serve CRMWD, Enterprise Products Partners L.P. ("Enterprise), and other customers that

18 may request service in the future. A CCN amendment will allow GSEC to dedicate the

19 Existing Line to public use, thus facilitating the provision of service to CRMWD,

20 Enterprise, and other future customers. Approval of this CCN amendment will also assist

21 GSEC in obtaining cost recovery for the Existing Line as part of its ERCOT transmission

22 cost of service in a future proceeding. There is nothing physical about the conversion of

23 the Existing Line from private to public use; no new construction or alteration of the

24 Existing Line is required. The Existing Line already taps American Electric Power's

25 ("AEP") Ballinger to Eden 69 kV transmission line, which is part of the ERCOT system.

26 All that is required is that the Existing Line be dedicated to public use, which will occur

27 when ownership of the Existing Line is transferred to GSEC, by virtue of the fact that

28 GSEC is an electric cooperative providing transmission service to itself and others.


9 21

1 Q. Please generally describe CRMWD and its facilities.

2 A. As I understand, CRMWD was formed by the Texas Legislature in 1949. It is a municipal

3 corporation and water district currently providing water to the cities of Big Spring, Odessa

4 and Snyder. Historically, it has also provided water to oil and gas producers. CRMWD

5 operates three water reservoirs. One of the water reservoirs is the O. H. Ivie Reservoir

6 (sometimes referred to as Lake Ivie) located in Concho County, Texas. At the O.H. Ivie

7 Reservoir, CR1V1WD operates water treatment and pumping facilities. The treatment and

8 pumping facilities are powered by electricity. In 1995, CRMWD constructed the Existing

9 Line to bring electric power from AEP's Ballinger to Eden 69 kV transmission line to the

10 O.H Ivie Reservoir facilities. The Existing Line is owned and operated by CRMWD as a

11 private line and serves only CRIV1WD facilities. CRMWD is not an electric utility. Because

12 of this, it is not required to have and does not possess a certificate from the Commission to

13 operate the Existing Line.

14 Q. Please describe the Existing Line in more detail.

15 A. The Existing Line was constructed in 1995 by CRMWD. It is approximately 12.6 miles in

16 length, single circuit, and of single wood pole construction with post insulators and 4/0

17 ACSR conductors. The typical structure height is approximately 60 feet, but may vary from

18 55 feet to 70 feet depending on terrain, structure location, and span length. The Existing

19 Line originates at the terminals of an existing switch point along AEP's Ballinger to Eden

20 69 kV transmission line, located seven miles southeast of Paint Rock, Texas and one mile

21 east of U.S. Route 83. The Existing Line extends in a northeasterly direction to the point

22 of attachment of insulators to an existing dead-end tower in CRMWD's existing substation

23 at the O.H. Ivie Reservoir, which substation serves CRMWD's water pump station and

24 related facilities The Existing Line currently only serves CRMWD's substation at this

25 termination point. GSEC is not acquiring the substation that CRMWD owns at this

26 location, except for any transmission facilities associated with the Existing Line that are

27 located within the substation. A map of the Existing Line is included in the Application as

28 Attachment 9.


10 22

1 Q. Why does GSEC need to acquire the Existing Line?

2 A. Enterprise is constructing the Midland to Sealy ("M2S") segment of its larger Midland to

3 ECHO crude oil pipeline system for the transportation of crude oil and condensate from

4 the prolific Midland basin to markets along the Texas Gulf Coast. Enterprise determined

5 the best location for a pipeline pump station for the M2S segment, also known as the

6 Millersview Pump Station, is off FM 1929 (Ray Stoker Jr. Hwy) near CRMWD's O.H.

7 Ivie Reservoir pumping facilities. At the Millersview Pump Station, Enterprise has

8 constructed a substation designed to convert 69 kV power to a lower operating voltage.

9 Enterprise will own and operate this substation. The Millersview Pump Station and

10 associated substation are only about 0.85 miles from the Existing Line. The Existing Line

11 is needed to serve Enterprise's new pump station load, projected to be 7.8 MW at full

12 development.

13 The site chosen by Enterprise is in an area of Concho County that is singly certificated for

14 the provision of retail electric service to GSEC's member, Coleman Electric. GSEC and

15 Coleman Electric received a request to provide transmission voltage (69-kV) retail electric

16 service to Enterprise's substation that will serve the new pipeline pumping station. /

17 Enterprise requested service to the substation by January 1, 2018, a date that has already

18 passed. GSEC understands the Enterprise pumping station is completely constructed and

19 all systems are checked for operation except those requiring medium voltage power (69

20 kV) to operate. Enterprise desires that the station be fully operational by May 1, 2018,

21 which cannot occur without adequate electrical service. Ultimately, time is of the essence

22 for GSEC and Coleman Electric to provide the requested service.

23 Coleman Electric is obligated to provide retail service to customers like Enterprise that

24 have electric consuming facilities in its service area GSEC supplies wholesale power to

25 Coleman Electric. GSEC is contractually obligated to supply power to Coleman Electric

26 for the Enterprise load. GSEC plans to construct a short transmission extension from the

'Enterprise's request for service (Attachment 3 of the Application) stated 138 kV service, but this was a typographical error and shortly thereafter Enterprise confirmed it was requesting 69 kV service.


11 23

1

Existing Line and locate a wholesale point of delivery near the Enterprise load so that

2

Coleman Electric can provide electricity at retail to Enterprise. As explained in Mr. Dean's

3

testimony and the Purpose and Need Study at Attachment 6 to the Application, Guernsey

4

has determined that the Existing Line has sufficient capacity to serve both the CRMWD

5

load and the new Enterprise load, as well as projected load in the vicinity.

6 Q. Why does GSEC seek to convert the Existing Line to public use?

7 A. The Project is needed to supply power to: (1) CRMWD's existing load, which already

8 receives electric service through the Existing Line, (2) Enterprise's new load, which is

9 located nearby, and (3) other customers in the vicinity that may later request service. It is

10 important to understand that the Existing Line is owned and operated by CRMWD solely

11 to serve its own electric consuming facilities at the O.H. Ivie Reservoir. Because CRMWD

12 is serving only itself, CRMWD is not an electric utility and does not possess a CCN.

13 CRMWD operates the Existing Line to serve only itself and does not serve others, therefore

14 it is not an electric utility. As long as the Existing Line remains a private line, it can only

15 serve the facilities of its owner, CRMWD. In order to make the Existing Line available to

16 serve CRMWD, Enterprise, and others, an electric utility or electric cooperative like GSEC

17 must own the Existing Line and dedicate it to public use.

18 Q. Would GSEC need additional facilities to serve Enterprise?

19 A. Yes. As I mentioned above, to provide service to Enterprise, GSEC will need to tap the

20 Existing Line and construct a short extension (New Line Extension"). The New Line

21 Extension will be approximately 0.85-miles in length and extend from the Existing Line to

22 a substation near the Enterprise pump station. The CCN authority sought in this case

23 relates to the conversion of the Existing Line and does not include construction of the New

24 Line Extension. However, both the Existing Line and the New Line Extension will be

25 needed to provide service to Enterprise. The need to serve the Enterprise load is part of

26 the justification for acquisition of the Existing Line and its conversion to public use.


12 24

1

GSEC plans to construct the New Line Extension as a routine activity that is exempt from

2

the requirement to obtain a CCN under Commission rules See PUC Substantive Rule

3

25.101(c)(5)(A). The New Line Extension will be an extension of an existing transmission

4

line solely to provide service to Enterprise's new substation. The New Line Extension does

5

not exceed one mile; it will be approximately 0.85 miles in length. All landowners whose

6

property is crossed by the new transmission facilities have given prior written consent, as

7

reflected by the easements attached at Attachment 11 to the Application (Easements for

8

New Line Extension). Accordingly, in this proceeding, GSEC is not asking for a CCN or

9

other authority relating to the New Line Extension.

10 Q. Did GSEC consider any alternatives to purchasing the Existing Line?

11 A. Yes. GSEC evaluated various distribution and transmission alternatives. GSEC evaluated

12 serving the Enterprise load over Coleman Electric's existing 12.5-kV distribution system,

13 converting the Coleman Electric distribution system to 24.9-kV, and distributed

14 generation, but none of these were viable options. GSEC's most economic choices capable

15 of serving the Enterprise load are: (1) buy the Existing Line and build a short extension to

16 the Enterprise substation; or (2) construct a new transmission line from an alternative

17 transmission source to the Enterprise substation. The alternatives that GSEC considered

18 are analyzed in detail in the Purpose and Need Study, Attachment 6 to the Application, and

19 supporting testimony from Mr. Dean, an engineer and expert in power supply analysis.

20 Based on this analysis, GSEC concluded the most cost effective and least impacting

21 alternative to meet the need for this project is for GSEC to purchase the Existing Line and

22 then construct a short 0 85-mile 69-kV extension to the Enterprise substation. This option

23 is also expected to have the shortest time to completion, which is an important factor given

24 Enterprise's request for service on January 1, 2018 and expectation to have its pump station

25 fully operational by May 1, 2018, subject to adequate electrical service.

26 Q. What is the estimated cost of the Project?


13 25

1 A. As explained in the Application, GSEC will purchase the Existing Line from CRMWD for

2 $3,500,000.00, which includes all transmission assets, easements, and land rights. The

3 estimated cost of the New Line Extension, which is not part of the Project or this

4 Application, is $913,000. Thus, the estimated total capital cost is $4,413,000. For this

5 price, GSEC could serve the CRMWD and Enterprise loads, as well as have available

6 capacity to serve other future load in the area.

7 Q. Are there other reasons it makes sense to purchase the Existing Line and convert it

8 to public use rather than build a new transmission line?

9 A. Yes. From an economic policy perspective, constructing a new transmission line in the

10 same area as the Existing Line would unnecessarily duplicate the transmission facilities

11 that already exist. Only one transmission line is needed because the capacity of the Existing

12 Line is sufficient to provide power to CRMWD, Enterprise, and future loads. Constructing

13 an entirely new transmission line would essentially double the transmission investment

14 already made by CRMWD, yet neither the new line nor the Existing Line would exceed

15 20% of its respective capacity, as explained by Mr. Dean. Thus, from an economic policy

16 perspective, constructing duplicate facilities is unnecessary and a waste of resources.

17 In addition, if GSEC were to construct an entirely new transmission line, a new

18 transmission corridor would be needed. This would unnecessarily create additional impacts

19 to landowners, land uses, and the environment. GSEC's proposal limits this additional

20 impact.

21 Q. How will the Project be financed?

22 A. GSEC intends to finance the purchase of the Existing Line through long-term debt with

23 National Rural Utilities Cooperative Finance Corporation ("CFC"). GSEC has a line of

24 credit with CFC that is sufficient to cover the acquisition costs and the costs of the New

25 Line Extension. Interest on the debt may be capitalized until the Project is in service, at

26 which point it is intended that both the principal and interest will be serviced with ERCOT

27 Transmission Cost of Service (TCOS”) revenues. To the extent costs to acquire the


14 26

1 Existing Line are not approved for TCOS recovery by the Commission, those costs will be

2 paid by Enterprise.

3 Q. Did GSEC consult ERCOT regarding the Project?

4 A. Yes. In November 2017, GSEC submitted information regarding the Project to ERCOT for

5 a determination as to whether the Project required Regional Planning Group or other

6 review Jeff Billo with ERCOT responded that the Project qualified as a Tier 4, Neutral

7 project and did not require RPG review. See Application, Attachment 15.

8 In addition, because the Existing Line taps the AEP Ballinger to Eden 69 kV transmission

9 line, which is part of the ERCOT system, GSEC requested that AEP evaluate whether there

10 would be any reliability issues associated with adding the Enterprise load of 7.8 MW to the

11 Existing Line. In February 2017, AEP conducted a steady-state power flow analysis in

12 compliance with North American Electric Reliability Corporation ("NERC"), ERCOT, and

13 AEP transmission planning criteria. The analysis concluded no thermal violations during

14 single outage (N-1) system conditions. AEP's report is attached to the Application as

15 Attachment 5.

16

V. Notice and Request for Waivers

17 Q. What notices of the Application in this proceeding will be given by GSEC?

18 A. As outlined in Question No. 25 of the Application, and required by PUC Procedural Rule

19 22.52(a), GSEC will provide direct-mail notice to utilities located within five miles of the

20 Project, which includes the Lower Colorado River Authority, AEP Texas, Coleman

21 Electric, and Concho Valley Electric Cooperative, Inc. GSEC also will provide direct-mail

22 notice to Concho County and the Office of Public Utility Counsel (OPUC"). The notices

23 will be provided by United States Postal Service First-Class Mail on the date of filing the

24 Application. A copy of the direct-mail notice to utilities, Concho County, and OPUC is

25 attached as Attachment 12 to the Application.


15 27

1

While PUC Procedural Rule 22.52(a) also requires notice to any municipalities within five

2

miles of the project, there are no incorporated municipalities located within five miles of

3

the Existing Line; therefore, GSEC will not give notice to any municipalities.

4 Q. Does Golden Spread seek a waiver of the requirements to send direct notice of its

5 CCN Application to (1) owners of directly affected land, and (2) Department of

6 Defense Siting Clearinghouse?

7 A. Yes. As discussed in Question No. 25 of the Application, GSEC requests a waiver of each

8 of these notice requirements contained in PUC Procedural Rule 22 52(a). There is good

9 cause to grant a waiver.

10 With respect to directly affected landowners, notice is unnecessary because:

11

• The Existing Line is already designed, constructed, and located on the land.

12

• GSEC is not proposing an alternative route for the Existing Line.

13

• There are no newly-affected landowners along the route of the Existing

14 Line.

15

• Any effects of the Existing Line on directly-affected landowners are already

16 fixed and will not be changed by this Application.

17

• Each of the owners of directly-affected land crossed by the Existing Line

18 have consented to the transmission line by providing an easement

19 Easements for the Existing Line were provided by directly-affected landowners to

20 CRMWD at or near the time the Existing Line was constructed and are shown in

21 Attachment 14. These easements will be transferred to GSEC as part of the closing of

22 GSEC's purchase of the Existing Line. See Application, Attachment 1.

23 With respect to the Department of Defense Siting Clearinghouse, GSEC is not proposing

24 to site or construct any new facilities as a part of this Application Rather, the transmission


16 28

1

line already exists and there are no newly affected military installations. The location of

2

the Existing Line is already established and well known. This Application does not propose

3

any new structures or lines or the modification of any existing structures or lines that might

4

affect Department of Defense functions, including the flight of military aircraft. Since

5

GSEC is not proposing to site, construct, or modify any new facilities in this Application,

6

it is unnecessary to notify the Department of Defense Siting Clearinghouse.

7 Q. Does the Commission also have requirements for publication of notice in newspapers

8 of general circulation in the counties where the facilities are to be constructed?

9 A. Yes. PUC Procedural Rule 22.52(a) provides in part:

10 Applicant shall publish notice once of the applicant' s intent to secure a certificate

11 of convenience and necessity in a newspaper having general circulation in the

12 county or counties where a certificate of convenience and necessity is being

13 requested, no later than the week after the application is filed with the commission.

14 Q. Does GSEC request a waiver of this requirement?

15 A. Yes, as described in Question No. 25.D of the Application, GSEC requests a waiver of the

16 requirement to publish notice in a newspaper of general circulation in Concho County,

17 where the Existing Line is located. The requirement to publish notice in area newspapers

18 provides additional notice to landowners who may have not received direct mail notice for

19 one reason or another. But in this case, as explained above, all directly affected landowners

20 crossed by the Existing Line have consented to the line. Because GSEC is not constructing

21 new facilities as a part of this Application, the burden on landowners is expected to remain

22 the same. Publication of notice will not reach landowners crossed by the line that have not

23 already consented to the Existing Line. In these circumstances, no benefit is gained by

24 publishing notice in a Concho County newspaper. Accordingly, publication of notice in a

25 newspaper is unnecessary and GSEC seeks a waiver of this requirement.

26 Q. Did GSEC hold any public open house meetings about the Project prior to filing the

27 Application?


17 29

1 A. No. As discussed in Question No. 18 of the Application, GSEC was not required to hold a

2 public open house meeting because less than 25 persons are entitled to receive direct-mail

3 notice of this CCN application. See PUC Procedural Rule 22.52(a)(4) and Attachment 14,

4 reflecting easements from the eight landowners crossed by the Existing Line Moreover,

5 even if more than 25 persons would be entitled to receive direct mail notice, there is good

6 cause to grant an exception from the requirement to hold a public open house meeting

7 because:

8

• The Existing Line is already designed, constructed and located on the land.

9

• GSEC is not proposing an alternative route for the Existing Line.

10

• As the line already exists, there are no routing constraints or new impacts.

11

• The environmental, ecological, cultural, aesthetic, land use, and other

12 effects of the Existing Line are already fixed.

13

• All directly affected landowners whose property is crossed by the Existing

14 Line have consented to the transmission line.

15 Q. Does the Commission also have requirements for providing a copy of an

16 environmental assessment to the Texas Parks and Wildlife Department ("TPWD")?

17 A. Yes. PUC Procedural Rule 22.52(a)(1)(E) provides for notice to TPWD as follows:

18 The applicant shall provide a copy of each environmental impact study and/or

19 assessment for the project to the Texas Parks and Wildlife Department (TPWD)

20 for its review within seven days of filing the application

21

22 Q. Is this requirement applicable in the circumstances of this case?

23 A. No In this case, because the Existing Line already exists, GSEC's purchase of the Existing

24 Line is not expected to have any additional impact on the environment. Accordingly, GSEC

25 has not prepared an environmental impact study or assessment, so none can be provided to


18 30

1 TPWD.

2 Q. Has GSEC addressed the questions in the Commission's CCN form application

3 regarding an environmental assessment?

4 A. Yes. The Commission's CCN form application, Question 29, asks in part that the utility:

5 Provide copies of any and all environmental impact studies and/or assessments of

6 the project If no formal study was conducted for this project, explain how the

7 routing and construction of this project will impact the environment.

8

9 The form application does not require an environmental assessment in all circumstances,

10 but specifically contemplates that there may be circumstances in which there is "no formal

11 study." The facts of this case do not warrant the preparation of a formal environmental

12 assessment

13 As explained in Question 29 of the Application, in this case there is not expected to be any

14 additional environmental impact. The purchase of the Existing Line and its conversion to

15 public use will not have any physical or environmental impacts. No new construction is

16 required for GSEC to operate the Existing Line. The Existing Line will be operated and

17 maintained as it is today. The only difference is that the Existing Line will be dedicated to

18 public use so that it may then be used to serve CRIVIWD, Enterprise, and other customers

19 that request service. If GSEC's Application is approved, and GSEC later constructs the

20 New Line Extension, then the amount of electrical energy flowing through the Existing

21 Line will be greater than it is today. But the increased electrical flow is not expected to

22 cause any environmental impacts.

23 Moreover, the Existing Line is already designed, constructed and located on the land;

24 GSEC is not proposing an alternative route for the Existing Line, as the line already exists,

25 there are no routing constraints or new environmental impacts; the environmental,

26 ecological, cultural, aesthetic, land use, and other effects of the Existing Line are already

27 fixed; and all directly-affected landowners owning property crossed by the Existing Line

28 have consented to the transmission line


19 31

1

Finally, the New Line Extension can be constructed as a routine activity for which a utility

2

is not required to obtain CCN authority or prepare an environmental assessment. GSEC is

3

not seeking approval for any new construction as part of this Application.

4 To the extent necessary, for the reasons stated above, GSEC requests a waiver of the

5 requirement to conduct a formal environmental assessment and to provide a copy of same

6 to TPWD.

7 Q. Did GSEC perform any routing studies, prepare typical routing maps, or address the

8 associated routing requirements for this Project? If not, why not?

9 A. GSEC did not perform any routing studies for this project, as GSEC is not seeking to, nor

10 would it make sense to, reroute the Existing Line. Similarly, GSEC did not prepare routing

11 maps of the type typically submitted with CCN applications, although it has included with

12 the Application several maps to assist the Commission in its review of this case. The

13 requirements for a routing study and routing maps, and the associated requirements in the

14 CCN application form, do not apply to this project for that reason, in particular Question

15 Nos. 17 (routing study), 19 (routing maps), 21 (habitable structures), 22 (electronic

16 installations), 23 (airstrips), 24 (irrigation systems), 26 (parks and recreation areas), 27

17 (historical and archaeological sites), 28 (coastal management program), and 29

18 (environmental impacts).

19 These requirements do not apply in this case because.

20 • The Existing Line is already designed, constructed, and located on the land.

21 • GSEC is not proposing an alternative route for the Existing Line

22 • Because the line already exists, there are no routing constraints to address

23 • The environmental, ecological, cultural, aesthetic, land use, and other

24 effects of the Existing Line are already fixed. ln particular, there are no

25 newly affected existing transmission facilities, radio transmitters and other


20 32

1 electronic installations, airstrips, irrigated pasture or cropland, parks and

2 recreational areas, historical and archeological sites, habitable structures, or

3 environmentally sensitive areas.

4 • All directly-affected landowners whose property is crossed by the Existing

5 Line have consented to the transmission line. See Application, Attachment

6 14 (Easements for Existing Line)

7 For these reasons, GSEC requests, and there is good cause to grant, a waiver of the

8 requirements to perform a routing study, prepare routing maps, and address the associated

9 requirements stated in Questions 17, 19, 21, 22, 23, 24, 26, 27, 28, and 29 of the

10 Application.

11 In addition, the New Line Extension is a routine activity exempt from the requirements to

12 obtain a CCN. See PUC Substantive Rule 25.101(c)(5)(A). In particular, the New Line

13 Extensi on •

14 • will be an extension from the Existing Line solely to provide service to the

15 Enterprise substation,

16 • will be an extension to the Enterprise substation of approximately 0.85

17 miles, which is less than one mile; and

18 • all landowners whose property is crossed by the New Line Extension have

19 given prior written consent. See Application, Attachment 11 (Easements

20 for New Line Extension).

21 VI. Request for Expedited Consideration

22 Q. Does GSEC seek expedited consideration of this Application?

23 A. Yes. GSEC is hopeful that this case will qualify for informal disposition, pursuant to PUC

24 Procedural Rule 22.35(a). But if it does not, GSEC seeks expedited consideration of the

25 Application. Enterprise requested service by January 1, 2018, a date which has already


21 33

1 passed. The Millersview Pump Station began initial operations on November 15, 2017, and

2 is expected to be fully operational by May 1, 2018 if 69 kV power is available. Providing

3 service to Enterprise is urgent. Given the truncated nature of this Application, and the

4 urgent need for service, GSEC respectfully requests that the Commission issue a final order

5 in this case by no later than 6 months after filing.

6 VII. Conclusion

7 Q. Does this conclude your testimony?

8 A. Yes.


22 34

STATE OF TEXAS

COUNTY OF LUBBOCK

BEFORE ME, the undersigned authority, on this day personally appeared Bret Yeary who,

having been placed under oath by me, did depose as follows:

My name is Bret Yeary. I am of legal age and a resident of the State of Texas. The foregoing

testimony, opinions, and exhibits offered by rne are true and correct, and within my personal

knowledge.

SUBSCRIBED AND SWORN TO BEFORE ME by the said Bret Yeary on this, the

71/ j/ — day of April, 2018.

Notary Pu , State of Texas ASH L E DEAN FUS)

No•ru.v S' ‘7 0 'Z.! Texas " Ccrnrr. -Qt4-2021

pe,vv: Notary ;D 131240012 1.0111101111 11111111111•01101111111111POWSPINIMPI IIIIIMINIMM


23 35

PUC DOCKET 1NO. 48212


§ § § § § § § §


OF TEXAS



Exhibit B - Direct Testimony of Philip M. Dean

36

BEFORE THE

PUBLIC UTILITY COMMISSION OF TEXAS


APPLICATION OF GOLDEN SPREAD ELECTRIC COOPERATIVE, INC. TO AMEND ITS CERTIFICATE OF CONVENIENCE AND NECESSITY

FOR THE CONVERSION OF CRMWD'S PRIVATE 69 KV PRIVATE TRANSMISSION LINE TO PUBLIC USE IN CONCHO COUNTY, TEXAS

DIRECT TESTIMONY OF

PHILIP M. DEAN, P.E.

C.H. GUERNSEY & COMTANY

ON BEHALF OF


PUC Docket No. 48212 Direct Testimony of Philip M. Dean

1 37

TABLE OF CONTENTS

1. Position and Qualifications 3

11. Purpose of Testimony 4

III. Golden Spread's Application and the Existing Line 6

IV. Need for the Proposed Project 10

V. Conclusion 1 5

EXHIBITS

Exhibit PD-1:

Resume of Philip M. Dean Exhibit PD-2

Photographs of Existing Line


2 38

1 1. Position and Qualifications

2 Q. Please state your name and address.

3 A. My name is Philip M. Dean, and my business address is 5555 North Grand Boulevard,

4 Oklahoma City, Oklahoma 73112-5507.

5 Q. By whom are you employed and in what capacity?

6 A. I am the Vice President and Senior Design Consultant of C.H. Guernsey & Company

7 ( Guernsey").

8 Q. Please describe your professional qualifications.

9 A. I completed a Bachelor of Science in Electrical Engineering at Oklahoma State University

10 in 1974. I am currently a registered Professional Engineer in the State of Oklahoma,

11 License No. 11248, issued July 21, 1978. My professional and project experience includes

12 electric system planning studies, electric transmission line design and construction

13 including plan and profile development, electric substation design and construction, system

14 protection coordination studies, distribution facilities design including staking sheet

15 development, distribution line construction staking, underground distribution feeder and

16 electric service layouts, transmission and distribution pole line work order inspections,

17 material specifications and procurement for transmission development, substation and

18 distribution projects, cost estimates for transmission, substation and distribution projects,

19 construction bid documents preparation for transmission, substation and distribution

20 projects, contract bid evaluations, expert testimony in electric utility litigation, CCN

21 development for electric cooperatives in Texas including purpose and need studies, and

22 computer aided drafting. A copy of my resume is attached as Exhibit PD-1.

23 Q. Have you ever submitted testimony before the Public Utility Commission of Texas

24 ("PUC" or "Commission")?


3 39

1 A. Yes. In the last five years, I have submitted testimony in the following dockets at the PUC,

2 all of which dealt with applications for CCNs for transmission line projects: Docket No.

3 41025 (2013); Docket No. 43878 (2014); Docket No. 44060 (2015); Docket No. 46429

4 (2016).

5 Q. Has your testimony ever been excluded by the PUC for any reason?

6 A. No.

7

11. Purpose of Testimony

8 Q. What is the purpose of your testimony?

9 A. The purpose of my testimony is to (1) sponsor certain portions of the CCN application

10 submitted by Golden Spread Electric Cooperative, Inc. (GSEC") in this docket to convert

11 Colorado River Municipal Water District's ("CRMWD”) 69 kV private transmission line

12 to public use (the "Application"), (2) provide information establishing that the CRMWD

13 69 kV private transmission line is constructed, operated, and maintained in accordance with

14 good utility practice and the proposed interconnection meets industry standards for

15 reliability and transmission planning, and (3) provide information regarding the purpose

16 and need for this project.

17 Q. What portions of the Application do you sponsor?

18 A. I sponsor or co-sponsor the answers to CCN application form question nos. 4 (project

19 description), 5 (conductor and structures), 6 (right-of-way), 7 (substations and switching

20 stations), 9 (counties); 10 (municipalities); 11 (affected utilities); 13 (estimated costs), 14

21 (need for the project), 15 (alternatives considered), 17 (routing study), 19 (routing maps),

22 and 20 (permits), as well as Attachment Nos. 2, 6, 7, 8, 9, 10, and 12.

23 I also provide and sponsor the facts supporting good cause exceptions from the

24 requirements in CCN application form question nos. 17 (routing study), 18 (public meeting

25 or public open house), 19 (routing maps), 21 (habitable structures), 22 (electronic


4 40

1

installations), 23 (airstrips), 24 (irrigation systems), 26 (parks and recreation areas), 27

2

(historical and archaeological sites), 28 (coastal management program), and 29

3

(environmental impacts).

4

I offer testimony supporting the portions of the Application that I sponsor, including

5

testimony in support of the purpose and need for the Project and the CRMWD line's

6

compliance with industry standards for reliability and construction

7 Q. Please describe the process Guernsey used to assist in preparing the Application?

8 A. Guernsey obtained data and information from Coleman County Electric Cooperative, Inc.

9 ("Coleman ElectriC), GSEC, Enterprise, and CRMWD. Guernsey also performed field

10 reconnaissance, reviewed maps and transmission system diagrams, reviewed CRMWD's

11 original transmission line design documents, reviewed Enterprise s substation design

12 drawings, and reviewed AEP's Load Increase Study, which is Attachment 5 to the

13 Application. Accordingly, my testimony and opinions are based upon information I have

14 been made aware of, reviewed, or personally observed, and are the types of facts and data

15 that experts in electric utility system planning would reasonably rely upon. Guernsey used

16 this information to prepare the sections of the Application that I sponsor, including the

17 Purpose and Need Study (PNS) and CCN application Question No. 14 (Need for Proposed

18 Project), Question No 15 (Alternatives to Project), and Attachment No. 6 (PNS). I have

19 personal knowledge of the facts and information contained in the sections of the

20 Application that I sponsor. Rather than unnecessarily duplicate these portions of the

21 Application and Attachments that I sponsor, I incorporate them by reference herein for all

22 purposes.

23 Q. Were your testimony and the portions of the Application you sponsor prepared by

24 you or by knowledgeable persons upon whose expertise, judgment, and opinions you

25 rely in performing your duties?

26 A. Yes.


5 41

1 Q. Is the information contained in your testimony and the portions of the Application

2 you sponsor true and correct to the best of your knowledge and belief?

3 A. Yes, the information is true and correct to the best of my knowledge and belief.

4 III. Golden Spread's Application and the Existing Line

5 Q. Are you familiar with the Application filed by GSEC in this docket?

6 A. Yes. GSEC proposes to purchase an existing private 69 kV transmission line currently

7 owned and operated by CRMWD in Concho County, Texas, for solely CRMWD's own

8 benefit (Existing Line) and convert the Existing Line to public use so the line can serve

9 both CRMWD and Enterprise Products Partners L.P. ("Enterprise.), as well as any future

10 load in the area. GSEC will also construct a short, 0.85-mile 69 kV transmission extension

11 to a substation being constructed by Enterprise (New Line Extensioe), but that short

12 extension and substation is not part of this Application.

13 Q. Please generally describe where the proposed project will be located?

14 A. The proposed project will be located in Concho County, Texas, within approximately 3.3

15 miles of the unincorporated town of Millersview, Texas, and 7.0 miles of Paint Rock,

16 Texas. Maps of the project area depicting the Existing Line and New Line Extension are

17 attached to the Application at Attachments 9 and 12

18 The area traversed by the Existing Line is typically undeveloped flat rural land interrupted

19 by periodic creekbeds. The property is utilized primarily for grazing livestock and, to a

20 lesser extent, for producing cultivated crops. The area includes scattered single-family

21 residences and agricultural outbuildings. The ground elevation at the southwest end of the

22 line project is approximately 1,760 feet above mean sea level (AMSL) and at the northeast

23 end of the project is approximately 1,575 feet AMSL.

24 Q. Are you familiar with the Existing Line?


6 42

1 A. Yes, I am familiar with the construction and condition of the Existing Line. My firm,

2 Guernsey, designed and constructed the O.H. Ivie Reservoir substation owned by CRMWD

3 that is served by the Existing Line, and I personally oversaw an inspection of the entire line

4 by Guernsey in August 2013. I also viewed the line from public right of way in June 2017

5 Finally, I have reviewed the following documents describing the line design: CRMWD

6 Contract and Specifications for Construction of Transmission Line Service Pumping Plants

7 #1, #2, #4 and #5; CRMWD Specifications of Material for Transmission Line Service to

8 Pumping Stations #1, #2, #4 and #5; and Plan and Profile sheets reflecting the Existing

9 Line's design and clearance specifications.

10 Q. Please describe the Existing Line and its location?

11 A. The Existing Line is approximately 12.6 miles in length, single circuit, and of single wood

12 pole construction with post insulators and 4/0 ACSR conductors. This is a common

13 construction within the Electric Reliability Council of Texas (ERCOT") region. The

14 typical structure height is approximately 60 feet, but may vary from 55 feet to 70 feet

15 depending on terrain, structure location, and span length.

16 The Existing Line originates at the terminals of an existing 69 kV switch along American

17 Electric Power's (AEP") Ballinger to Eden 69 kV transmission line, located seven miles

18 southeast of Paint Rock, Texas and one mile east of U.S. Route 83. The AEP Ballinger to

19 Eden 69 kV transmission line is part of the ERCOT system. The Existing Line extends in

20 a northeasterly direction to the point of attachment of insulators to an existing dead-end

21 tower in CRMWD's existing Pumping Station #1 Substation at the 0 H. lvie Reservoir,

22 which serves CRMWD's pump station and related facilities. The Existing Line currently

23 only serves CRMWD s substation at this termination point.

24 Q. Please describe the construction and condition of the Existing Line?

25 A. The Existing Line is in good condition and constructed, operated, and maintained in

26 accordance with good utility practice.


7 43

1 The line was constructed in 1995, which is fairly recent considering that many transmission

2 lines within ERCOT in West Texas were constructed decades before this time. The

3 Existing Line was also recently refurbished in 2015. As part of Guernsey's inspection of

4 the Existing Line in 2013, CRMWD also hired Osmose—a widely-utilized electric utility

5 inspection company—to perform a ground line inspection of all poles to identify items

6 needing repair or replacement. As a result of this inspection, in 2015 CR.MWD completed

7 a refurbishment of the line by replacing poles that had evidence of deterioration and

8 performing a pole top, which is a process by which all transmission hardware on the poles

9 are tightened to ensure it is securely attached to the poles. Attached to my testimony as

10 Exhibit PD-2 are photographs of the Existing Line taken by me in June 2017. These

11 photographs accurately depict the Existing Line as it existed at the time I took the

12 photographs. The photographs reflect the good condition of the Existing Line.

13 The Existing Line meets proper spacing, phase clearance, and ground clearance

14 requirements. This is confirmed by my review of the plan and profile sheets, which reflect

15 the Existing Line's design and clearance specifications, as well as Guernsey's inspection

16 of the line in 2013 and my subsequent review of the line in June 2017. In inspecting the

17 line in 2013, and driving it from public right of way in June 2017, we did not identify any

18 encroachments (such as new structures) that affect the clearance design of the Existing

19 Line.

20 The Existing Line is designed and constructed in a manner common within ERCOT and

21 taps the AEP Ballinger to Eden 69 kV transmission line, which is part of the ERCOT

22 system. Upon request from GSEC, AEP conducted in February 2017 a steady-state power

23 flow analysis in compliance with North American Electric Reliability Corporation

24 (NERC), ERCOT, and AEP transmission planning criteria. The analysis concluded no

25 thermal violations during single outage (N-1) system conditions. AEP's report is attached

26 to the Application as Attachment 5.

27 Given my personal knowledge of the Existing Line, my review of the information

28 pertaining to the Existing Line, and my 40 years of experience as an engineer working in


8 44

1

electric system planning, electric transmission line design and construction, and plan and

2

profile development, it is my opinion that the line is constructed, operated, and maintained

3

in accordance with good utility practice, including the standards of the American National

4

Standards Institute (ANSF) and the National Electrical Safety Code ("NESC") In

5

addition, as evidenced by the analysis conducted by AEP in February 2017, interconnection

6

of the Existing Line to the AEP Ballinger to Eden 69 kV transmission line complies with

7

applicable reliability standards and transmission planning criteria of NERC, ERCOT

8

(including ERCOT Planning Guide, Sec. 4), and AEP.

9 Q. Did GSEC ask Guernsey to prepare a routing study or environmental assessment for

10 this project? If not, why not?

11 A. No. Stated simply, the Existing Line already exists. Many of the CCN application form

12 questions do not apply to this project for that reason, in particular question nos. 17 (routing

13 study), 18 (public meeting or public open house), 19 (routing maps), 21 (habitable

14 structures), 22 (electronic installations), 23 (airstrips), 24 (irrigation systems), 26 (parks

15 and recreation areas), 27 (historical and archaeological sites), 28 (coastal management

16 program), and 29 (environmental impacts).

17 To elaborate, the Existing Line is already designed, constructed, and located on the land at

18 issue. GSEC is not proposing an alternative route for the Existing Line. Because the line

19 already exists, there are no routing constraints to address. The environmental, ecological,

20 cultural, aesthetic, land use, and other effects of the Existing Line are already fixed. In

21 particular, there are no newly affected existing transmission facilities, radio transmitters

22 and other electronic installations, airstrips, irrigated pasture or cropland, parks and

23 recreational areas, historical and archeological sites, habitable structures, or

24 environmentally sensitive areas. As explained in the Direct Testimony of Bret Yeary, all

25 directly affected landowners whose property is crossed by the Existing Line have

26 consented to the transmission line, as is obvious from its existence on their property for

27 over 20 years.

P1JC Docket No. 48212 Direct Testimony of Philip M. Dean

9 45

1

The New Line Extension will be an extension of an existing transmission line solely to

2

provide service to Enterprise s new substation. The New Line Extension does not exceed

3

one mile; it will be approximately 0.85 miles in length. All landowners whose property is

4 crossed by the new transmission facilities have given prior written consent. See

5 Application, Attachment 11 - Easements for New Line Extension.

6 Q. Will any new permits or approvals be required after the Commission approves the

7 project?

8 A. If the Commission approves this Application, and after the line is acquired by GSEC, there

9 could be some limited permits that need to be amended or obtained, namely permits or

10 approvals from the Texas Department of Transportation (TxDOT) for any crossing of, or

11 access from, a state-maintained roadway.

12 IV. Need for the Proposed Project

13 Q. Why did Guernsey prepare a Purpose and Need Study for the proposed project as

14 part of the Application?

15 A. GSEC asked Guernsey to prepare the PNS in response to Question Nos. 14 and 15 of the

16 CCN application, and in particular to evaluate the purpose and need for the project and the

17 most cost effective and reliable alternative for meeting that need. Rather than unnecessarily

18 duplicate the information and data from the PNS, I incorporate the PNS (Attachment 6 to

19 the Application) herein by reference for all purposes.

20 Q. What information does the Purpose and Need Study provide?

21 A. This PNS provides GSEC and Coleman Electric with an analysis of service alternatives for

22 the new Enterprise pump station located south of O. H Ivie Reservoir and southwest of

23 Coleman, Texas. As a part of the detailed analysis of the purpose and need for the proposed

24 project, the PNS addresses load forecasts and service reliability, and provides a cost-benefit

25 analysis for service to the Enterprise project site, which is located within Coleman


10 46

1 Electric's singly certificated service area. The PNS analyzes transmission and distribution

2 options, with the goal of providing timely and reliable service while minimizing costs.

3 Q. Who participated in the preparation of the Purpose and Need Study?

4 A. A team of Guernsey professionals participated in the preparation of the PNS. These

5 professionals were involved in data acquisition, analysis, and report preparation. As a

6 Guernsey manager, I was involved in overseeing and reviewing the work of all participants.

7 Other persons involved in this project included Doug Somerhalder, Jim Clemmer and

8 Kendra Alexander Information and input was also provided by Coleman Electric, GSEC

9 and Enterprise.

10 Q. Please describe the steps taken in preparing the Purpose and Need Study.

11 A. The steps taken by Guernsey in preparing the PNS included a detailed review of the current

12 electric distribution system operations of Coleman Electric, followed by a review of the

13 desired goals for the electric distribution system operations. Guernsey next determined

14 where the major gaps were between the actual and desired electric distribution system

15 operations, and identified alternatives for system improvements. Considering both

16 distribution and transmission solutions to provide capacity to the Enterprise project site,

17 Guernsey reviewed feasible alternatives to improve the electric system, finally selecting

18 the best alternative to meet the need. Guernsey worked with Coleman Electric and GSEC

19 to synthesize the information and finalize the analysis and recommendations in the PNS.

20 Q. What are the main factors causing a need for the proposed project?

21 A. The need for the proposed project is primarily driven by Enterprise's request for 69 kV

22 service at a substation with projected load of 7.8 MW, and the current Coleman Electric

23 distribution system's inability to serve Enterprise s load.

24 Q. Please summarize your evaluation of potential distribution solutions.


11 47

1 A. Coleman Electric's existing 12.5 kV distribution system in the area is not designed to serve

2 a load the size of the Enterprise load. The distribution feeders currently serving the

3 Enterprise project site consists of 12.8 miles of 4/0 ACSR feeder and 5.6 miles of 1/0 ACSR

4 feeder, which originate at the Gouldbusk Substation. The voltage to serve the projected full

5 7.8 MW of Enterprise load with the current feeder configuration results in a 50-volt drop

6 on a 120-volt base. Reconductoring the entire route to 477 ACSR conductors results in a

7 30-volt drop on a 120-volt base. The USDA's Rural Utilities Service (RUS) System

8 Planning Guide, BULLETIN 1724D-101B, states the maximum voltage drop on primary

9 distribution lines shall not exceed 8 volts on a 120- volt base. Thus, using this existing 12.5

10 kV feeder configuration, or reconductoring the feeders, exceeds the RUS voltage criteria

11 and is not a reliable or viable solution to meet Enterprise's load requirements.

12 Guernsey evaluated the possibility of meeting the Enterprise load requirements through

13 distribution system upgrades. Coleman Electric currently does not own or operate any 24.9

14 kV distribution facilities on its system. Converting the distribution voltage from 12.5 to

15 24.9 kV for the area in which the Enterprise load is located would require replacing the

16 transformer and rebuilding the distribution voltage bays at Gouldbusk Substation, then

17 rebuilding the approximately 18 miles of distribution feeder plus all lateral taps on the

18 feeder serving the area. In the event of a loss of the substation transformer, however, the

19 Cooperative does not have a method to transfer the 24.9 kV feeder to adjacent feeders

20 resulting in potentially very long outages. Converting to 24.9 kV is not a viable option

21 because of this reliability issue.

22 Guernsey also evaluated distributed generation options. The use of diesel generators is not

23 practical or cost effective. As explained in the PNS, the operating costs are far more

24 expensive than building a transmission line and substation. Solar and wind generation do

25 not provide the firm power that is required for the Enterprise load. Moreover, solar, thermal

26 and photovoltaic energy conversion methods are not yet cost competitive with available,

27 ex i sting conventional generation.


12 48

1 Therefore, Guernsey concluded there is no viable distribution alternative to meet the

2 Enterprise load requirements.

3 Q. Please summarize your evaluation of potential transmission solutions.

4 A. There are several transmission lines in the general vicinity of the Enterprise project site.

5 There are three potential 69 kV sources: the Existing Line, the AEP Ballinger to Eden 69

6 kV transmission line, and the radial 69 kV line that terminates at the Gouldbusk Substation.

7 There is one AEP 138-kV transmission line source that runs southwesterly from Ballinger,

8 Texas, and an AEP-LCRA 345-kV bulk transmission system line south of the Enterprise

9 project site. Figure 3 in the PNS depicts the transmission lines in relation to the Enterprise

10 project site.

11 Table 1 below summarizes these transmission line sources, including the estimated line

12 distance from the source to the Enterprise project site and the estimated cost that would be

13 incurred to extend service from these facilities to the Enterprise project site. The cost

14 estimates include the cost of right-of-way acquisition, engineering, material, and

15 construction.

16 Table 1 — Transmission Line Source Alternatives

Transmission Line Source Distance to Enterprise Estimated Cost

CRMWD Private 69 kV 0.85 line miles, plus 12.6 mile Existing Line

$4,413,395

AEP Ballinger to Eden 69 kV 15 line miles $6,087,000

Radial 69 kV at Gouldbusk 18 line miles $7,103,000

AEP 138 kV 27 5 line miles $13,456,000

AEP-LCRA 345 kV 2.5 line miles $20,000,000

17

18 As the PNS concludes, the most cost effective and least impacting alternative to meet the

19 need for this project is for GSEC to purchase the Existing Line and then construct a short

20 0.85-mile 69 kV extension to the Enterprise substation. This option is also expected to have

PIJC Docket No. 48212 Direct Testimony of Philip M. Dean

13 49

1

the shortest time to completion, which is important given Enterprise's expectation to have

2

its pump station fully operational by May 1, 2018, subject to adequate electrical service.

3 The PNS explains in detail the justification for this conclusion. In summary, with respect

4 to the other alternatives evaluated, constructing an entirely new 15-mile 69 kV transmission

5 line from a tap point along the AEP Ballinger to Eden 69 kV line would be more expensive,

6 would take longer to construct, would unnecessarily duplicate CRMWD's existing

7 facilities, and would unnecessarily affect additional landowners, land uses, and the

8 environment. Only one 69 kV transmission line is needed because the capacity of the

9 Existing Line is sufficient to provide power to both CRMWD and Enterprise. Constructing

10 an entirely new 15-mile transmission line would essentially double the required

11 transmission investment and impacts to landowners, land uses, and the environment, yet

12 neither the new line nor the Existing Line would exceed 20% of its respective capacity.

13 Similarly, constructing a new 18-mile 69 kV transmission line from Gouldbusk Substation

14 or a new 27.5-mile 69 kV transmission line and 138-69 kV step-down station from a tap

15 point along AEP' s 138-kV line would be more expensive, would take longer to construct,

16 would unnecessarily duplicate CRMWD's existing facilities, and would unnecessarily

17 affect additional landowners, land uses, and the environment.

18 Constructing a 2.5-mile 69 kV transmission line from a tap point along the AEP-LCRA

19 345-kV bulk transmission system line to serve Enterprise's 7.8 MW load would be highly

20 unusual, would require study by ERCOT, and would require unique facilities with long

21 lead times, including a 345-138 kV step-down station with 345-kV breakers and a 100

22 MVA rated transformer (far more than needed to serve Enterprise) and another 138-69 kV

23 step-down station. Again, this transmission alternative would be significantly more

24 expensive, would take longer to construct, would unnecessarily duplicate CRMWD's

25 existing facilities, and would unnecessarily affect more landowners, land uses, and the

26 environment.

27 Q. Do your findings and conclusions in the Purpose and Need Study present a true and

28 accurate analysis of the need for the proposed project?


14 50

1 A. Yes, they do.

2 Q. Does GSEC's proposed conversion of CRMWD's private 69 kV transmission line to

3 public use best meet the need addressed in the Application?

4 A. Yes, for the reasons stated above and in the PNS.

5 V. Conclusion

6 Q. Please summarize your testimony and opinions?

7 A. Based on my work on this project and my experience as an electrical engineer, I conclude

8 as follows:

9 (a) The Existing Line is in good condition and constructed, operated, and

10 maintained in accordance with good utility practice, including the standards of ANSI and

11 NESC. In addition, interconnection of the Existing Line to the AEP Ballinger to Eden 69

12 kV transmission line complies with applicable reliability standards and transmission

13 planning criteria of NERC, ERCOT, and AEP.

14 (b) Many of the CCN application form questions and information typically required

15 in CCN cases cannot be completed or do not apply to this project, given that the Existing

16 Line already exists and any impacts are already fixed.

17 (c) GSEC's proposal to purchase CRMWD's existing private 69 kV transmission

18 line and convert it to public use is the best alternative to meet the need to serve Enterprise's

19 new 7.8 MW load located less than a mile away from the Existing Line.

20 Q. Does this conclude your testimony?

21 A. Yes.


15 51

STATE OF OKLAHOMA

COUNTY OF OKLAHOMA

BEFORE ME, the undersigned authority. on this day personally appeared Philip M. Dean who, having been placed under oath by me, did depose as follows:

My name is Philip M. Dean. I arn of legal age and a resident of the State of Oklahoma. The foregoing testimony, opinions, and exhibits offered by me are true and correct, and within my personal knowledge.

Philip M4 ean

44( SUBSCRIBED AND SWORN TO BEFORE ME by the said Philip M. Dean on this, the day of Apri12.0.1.8.

sa TRACY NEAL

cL Notary Public State of Oklahoma

Com-aulon # 050108115 Expires 11130/21

_2( Notary Pÿlc, -State of Óklahoma

MC Docket No. 48212 Direct Testimony of Philip M. Dean

16 52

guernsey

PHILIP M. DEAN P.E. VICE PRESIDENT

SENIOR DESIGN CONSULTANT

PERTINENT EXPERIENCE FOR THE PROJECT

Mr. Dean specializes in the planning, design and analysis of electrical facilities for overhead and underground distribution and transmission lines, substation facilities and other specialized power projects. He is responsible for project management and overall quality control and quality assurance for all phases of planning and design projects. This includes formulating strategies for planning studies and the preparation of detailed construction drawings for design projects. He manages the coordination of utility requirements and implements interconnection agreements. Mr. Dean prepares material and system specifications, evaluates bids and recommends purchase requirements. He also has experience as an on-site inspector during construction of electrical power substation design phases. Mr. Dean routinely performs these services for rural electric cooperatives, municipal systems and oil and gas facilities.

SPECIFIC CONSULTING EXPERIENCE

PLANNING

• 2013-2032 Long Range Plan, First Electric Cooperative, Jacksonville, AR — Project Manager: Provided oversight to development of the 2013-2032 Long Range Plan

• Stonebrook Substation Purpose and Need Study, CoServ Electric, Corinth TX — Project Manager: Based on recommendation from the Long Range Plan, develop specific justification for installation on new substation. Study is part of Certification of Convenience and Necessity for new transmission line for substation.

• Parvin Substation Purpose and Need Study, CoServ Electric, Corinth TX — Project Manager: Based on recommendation from the Long Range Plan, developed specific justification for installation of a new substation. Study is part of Certification of Convenience and Necessity for new transmission line for substation.

• Kittyhawk Substation Purpose and Need Study, CoServ Electric, Corinth TX — Project Manager: Based on recommendation from the Long Range Plan, develop specific justification for installation on new substation. Study is part of Certification of Convenience and Necessity for new transmission line for substation.

• Transmission Evaluation, Rayburn County Electric Cooperative, Inc., Rockwall, TX — Project Manager. Evaluate loading and possible reconfiguration of transmission system.

• Electric Utility Master Plan, US NACFAC, Bahrain — Engineering Support: Completion of U-ICAP and GIS gathering for 11.5 kV electric utility system at NSA-1 and New P-21 Substation, develop electrical one-line drawing for entire electrical utility system; modeling; develop course of actions (COA) to handle load growth over next ten years, scope of works, DD 1391s for all COAs and cost estimates for each project


Exhibit PD-1 Page 1 of 4

EDUCATION

B S Electrical Engineering Oklahoma State University

REGISTRATION

Professional Engineer Oklahoma # 11248,

Arkansas # 9607, Louisiana # 35629

53


SENIOR DESIGN CONSULTANT guernsey

• CCN for Transmission Line, Golden Spread Electric Cooperative, Amarillo, TX — Prepared Certificate of Convenience and Necessity for new 18 mile 69 kV transmission line from Wheeler to Kelton Substations

• CCN for Transmission Line, Golden Spread Electric Cooperative, Amarillo, TX — Prepared Certificate of Convenience and Necessity for new 11 mile 115 kV transmission line from Howard to Ft. Elliott Substations

• CCN for Transmission Line, Lamar Electric Cooperative, Paris, TX — Project Manager: Preparation of Certificate of Convenience and Necessity for new 11 mile 138 kV transmission line from Enloe Switch Station to Lake Creek Substation

• CCN for Transmission Line, Lyntegar Electric Cooperative, Tahoka, TX — Prepared Certificate of Convenience and Necessity for new 4.45 mile 138 kV transmission line for West Lamesa.

• CCN for Transmission Line, Lyntegar Electric Cooperative, Tahoka, TX — Prepared Certificate of Convenience and Necessity for new 7.6 mile 138 kV transmission line for Patricia

SUBSTATIONS

• Designed 115-12.5 kV Substation, Hospital Substation, Matanuska Electric Cooperative, Palmer, AK— Electric Engineer/Project Manager: Development of the design for a new 115-12.5 kV substation

• Evaluated Ketch Substation and Associated Systems, Municipality, City of Edmond, OK — Project Manager: Designed replacement of faulty transformer and outdoor switchgear with new transformer and indoor switchgear

• 138-12.5 kV Substation, Mitch Substation, City of Edmond, OK — Project Manager/Construction Management: Provided construction management services for new 138-12.5 kV substation with indoor switchgear

• Substation, Hafer Substation, City of Edmond, OK — Project Manager: Provided construction management services for replacement of fire damaged indoor switchgear

• 138-12.5 kV Substation, Ketch Substation, City of Edmond, OK — Project Manager/Construction Management: Designed and provided construction management services for replacement of power transformer, circuit switcher and 12.5 kV bay

• Designed 69-24.9 kV Substation, Kelton Substation, Golden Spread Electric Cooperative, Amarillo, TX — Project Manager: Prepared the design for a new 69-24.9 kV substation

• 115X69-4.16 kV Substation, Ft. Elliott Substation, Golden Spread Electric Cooperative, Amarillo, TX — Project Manager: Design for a new 69-4.16 kV substation for gas processing plant

• Designed 230-24.9 kV Substation, Buffalo Creek Substation, Peace River Electric Cooperative, FL — Project Manager: Designed new 230-24.9 kV substation with two 100 MVA and eight 24.9 kV circuits

• Designed 69-12.5 kV Substation, McCord Substation, City of Ponca City, OK — Project Manager: Designed new 69-12.5 kV substation with indoor switchgear



54


guernsey


• 69-12.5 kV Substation, Tecumseh Substation, City of Tecumseh, OK — Project Manager: Provided construction management for modification to a 69-12.5 kV substation

• Designed 138-6.9 kV Substation, Lake Creek Substation, Lamar Electric Cooperative, Paris, TX — Project Manager: Designed new 138-6.9 kV substation for pump station

• Designed 138 kV Switch Station, Enloe Switch Station, Lamar Electric Cooperative, Paris, TX — Project Manager: Project Management for the design of a new 138 kV switch station associated with new pump station

• Transformer specification for 19th Street Substation, City of Stillwater, OK — Project Manager, Electrical Engineer: Reviewed and modified transformer specification and evaluated bids for new 138-12.5 kV power transformer

• Transformer specification for Kinzie Substation, City of Stillwater, OK — Project Manager, Electrical Engineer: Reviewed and modified transformer specification and evaluated bids for new 138-69 kV power transformer. Design foundation for new transformer

• Designed 69-12.5 kV Substation, Comanche Substation, City of Comanche, OK — Project Manager. Design for a new 69-12.5 kV substation

• Designed 69-12.5 kV Substation, Union Street Substation, City of Ponca City, OK — Project Manager: Designed new 69-12.5 kV substation.

• 138-12.5 kV Substation, C. R. Burgett Substation, City of Edmond, OK — Project Manager/Construction Management: Provided design and construction management services for new 138-12.5 kV substation.

• 69X34.5-12.5 kV Substation, Elm Substation, Tri-County Electric Cooperative, Hooker, OK — Project Manager/Construction Management: Provided design and construction management services for new 69X34.5-12.5 kV substation.

• 115-12.5 kV Substation, Red Devil Substation, Tri-County Electric Cooperative, Hooker, OK — Project Manager/Construction Management: Provided design and construction management services for new 115-12.5 kV substation.

TRANSMISSION

• 138 kV Transmission Line, Western Farmers Electric Cooperative, Anadarko, OK — Project Manager: Project management services for the design and construction of a new 11 mile 138 kV transmission line from Clearlake Substation to Tri-County Electric Cooperative

• 138 kV Transmission Line, Western Farmers Electric Cooperative, Anadarko, OK — Project Manager: Project management services for the design and construction of a new 138 kV transmission line at Three Sands Tap

• 138 kV Transmission Line, Western Farmers Electric Cooperative, Anadarko, OK — Project Manager: Project management services for the design and construction of a new 138 kV transmission line at Wolf Creek Tap

• 138 kV Transmission Line, Western Farmers Electric Cooperative, Anadarko, OK — Project Manager: Project management services for the design and construction, rebuilding the 20 mile 138 kV transmission line from Anadarko to Fletcher, Okla.



55


guernsey


• 138 kV Transmission Line, City of Pawhuska, OK — Project Manager: Project management services for the design and construction of a 138 kV transmission line being relocated due to a highway widening project

• 69 kV Transmission Line, Golden Spread Electric Cooperative, Amarillo, TX — Project Manager: Project management services for the design and construction of a new 18 mile 69 kV transmission line from Wheeler to Kelton Substations

• 115 kV Transmission Line, Golden Spread Electric Cooperative, Amarillo, TX — Project Manager: Project management services for the design and construction of a new 11 mile 115 kV transmission line from Howard to Ft. Elliott Substations

• 138 kV Transmission Line, Lamar Electric Cooperative, Paris, TX — Project Manager: Project management services for the design and construction of a new 11 mile 138 kV transmission line from Enloe Switch Station to Lake Creek Substation

• 69 kV Transmission Line Extension, Ponca City Energy, Ponca City, OK — Project Manager. Design if 69 kV transmission Line extension and one (1) 69 kV vertical one-way GOAB switch for the installation of Union Street Substation.

• 115 kV Transmission Line, Greenbelt Electric Cooperative, Wellington, TX — Project Manager/Construction Management for new 12.5 mile Huff 115 kV transmission line

• 69 kV Transmission Line Tap, Tri-County Electric Cooperative, Hooker, OK — Project Manager. Design of 69 kV transmission tap with one (1) 69 kV vertical three-way GOAB.

• 115 kV Transmission Line, Tri-County Electric Cooperative, Hooker, OK — Project Manager. Design of 12.0 mile Red Devil 115 kV transmission consisting of a combination of concrete tangent structures and self-supporting steel dead-ends.

DISTRIBUTION

• Distribution Design, Chesapeake Energy, South Texas - Oversee the design of distribution facilities behind the primary meter to serve well pads

• Distribution Design, Oklahoma Gas & Electric (OG&E), Oklahoma City, OK — Project Manager. Provide design services for various distribution projects including new subdivisions, street widening, and feeder upgrade projects.

• Distribution Study, TRICO Electric Cooperative, Arizona — Performed analysis to add 10 MW of solar generation to distribution feeder

EMPLOYMENT HISTORY

2005-Present Guernsey; Senior Engineer, Power Engineering Manager 2004-2006 Oklahoma State University, OKC; Adjunct Instructor Engineering Technologies 1974-2004 Oklahoma Gas and Electric Company, Oklahoma City, Oklahoma



56

—mot. .tittilliailMtier

lin giiilI! JI1U .1.2 .=:islosIgasetio,


Exhibit PD-2

Photograph 1 of Existing Line



57

Photograph 2 of Existing Line

PUC Docket No. 48212 Direct Testimon3. of Philip M. Dean


58



§ § § § § § § §


OF TEXAS



Exhibit C - CCN Application Form and Attachments

59

APPLICATION OF


TO AMEND ITS

CERTIFICATE OF CONVENIENCE AND NECESSITY

FOR THE

CONVERSION OF CRMWD'S PRIVATE 69 kV TRANSMISSION LINE TO

PUBLIC USE IN CONCHO COUNTY, TEXAS

DOCKET NO. 48212

Submit seven (7) copies of the application and all attachments supporting the

application. lf the application is being filed pursuant to P.U.C. Subst. R. 25.101(b)(3)(D)

or P.U.C. Subst. R. 25.174, include in the application all direct testimony. The application

and other necessary documents shall be submitted to:

Public Utility Commission of Texas

Attn: Filing Clerk

1701 N. Congress Ave.

Austin, Texas 78711-3326

60

APPLICATION OF GOLDEN SPREAD ELECTRIC COOPERATIVE, INC. TO AMEND ITS CERTIFICATE OF CONVENIENCE AND NECESSITY FOR THE CONVERSION OF CRMWD'S PRIVATE 69 kV TRANSMISSION LINE TO


DOCKET NO. 48212

Note: As used herein, the term "joint application" refers to an

application for proposed transrnission facilities for which

ownership will be divided. All applications for such facilities

should be filed jointly by the proposed owners of the facilities.

1. Applicant (Utility) Name: Golden Spread Electric Cooperative, Inc. ("GSEC")

Certificate Number: 30189

Street Address: 905 South Fillmore, Ste. 220

Amarillo, Texas 79101-5898

Mailing Address: P. O. Box 9898

Amarillo, Texas 79101-5898

2. Please identify all entities that will hold an ownership interest or an investment interest

in the proposed project but which are not subject to the Commission's jurisdiction.

Not Applicable. GSEC is the only entity that will have an ownership or investment interest in

the transmission facilities.

3. Person to Contact: Bret Yeary

Title/Position: Manager of Plant Performance and Projects

Phone Nurnber: (806) 337-1296

Mailing Address: Same as GSEC (see above)

Email Address: [email protected]

Alternate Contact: Philip Dean

Title/Position: Vice President

Phone Number: 405-820-2742

Mailing Address: C.H. Guernsey & Company

5555 North Grand Boulevard

Oklahoma City, OK 73112-5507

2

61



DOCKET NO. 48212

Email Address:

Legal Counsel:

Phone Nurnber:

Mailing Address:

Email Address:

[email protected]

Carl R. Galant

Campbell McGinnis

512-495-6083

McGinnis Lochridge

600 Congress Avenue, Suite 2100

Austin, Texas 78701

[email protected]

cmcginnisPmcginnislaw.com

4. Project Description:

Name or Designation of Project

Conversion of CRMWD's Private 69 kV Transmission Line to Public Use in Concho County,

Texas ("Project").

The Project does not include, and GSEC does not seek at this time, certificate of convenience

and necessity ("CCN") authority relating to the 0.85-mile new 69 kV transmission line

extension ("New Line Extension") that will need to be constructed to provide service to

Enterprise Products Partners L.P. ("Enterprise). The New Line Extension is a routine activity

exempt from the requirements to obtain a CCN. See PUC Subst. R. 25.101(c)(5)(A).

Provide a general description of the project, including the design voltage rating (kV), the

operating voltage (kV), the CREZ Zone(s) (if any) where the project is located (all or in part),

any substations and/or substation reactive compensation constructed as part of the

project, and any series elements such as sectionalizing switching devices, series line

compensation, etc. For HVDC transmission lines, the converter stations should be

considered to be project components and should be addressed in the project description.

Design Voltage Rating: 69 kV

Operating Voltage: 69 kV

3

62



DOCKET NO. 48212

CREZ Zone(s):

Substation(s) Included:

Series Element(s):

General Description:

Central

None. GSEC will not acquire the existing substation owned

by CRMWD that serves CRWMD's facilities at the O.H. Ivie

Reservoir. GSEC is not proposing to construct a new

substation as a part of this project, but does seek CCN

authority for any transmission facilities located within the

existing CRMWD substation.

Not Applicable

GSEC proposes to acquire a private 69 kV transmission line currently owned by Colorado

River Municipal Water District ("CRMWD") located in Concho County, Texas ("Existing Line")

pursuant to a Contingent Purchase and Sale Agreement. See Attachment 1 — Contingent

Purchase and Sale Agreement. The purchase of the Existing Line by GSEC is contingent upon

GSECs receipt of approval from the Public Utility Commission of Texas ("PUC or

"Commission") to amend GSECs CCN to own and operate the Existing Line for public use.

The Existing Line was constructed in 1995 by CRMWD. It is approximately 12.6 miles in

length, single circuit, and of single wood pole construction with post insulators and 4/0 ACSR

conductors. The Existing Line originates at the terminals of an existing switch point along

American Electric Power's ("AEP") Ballinger to Eden 69 kV transmission line, located seven

miles southeast of Paint Rock, Texas and one mile east of U.S. Route 83, and extends to the

point of attachment of insulators to an existing dead-end tower in CRMWD's existing

substation at O.H. !vie Reservoir. GSEC is not acquiring the CRMWD substation, except for

any transmission facilities associated with the Existing Line located within the substation.

Once the Commission has issued a CCN for the Existing Line, GSEC plans to convert the line

to public use. Converting the Existing Line to public use will allow the Existing Line to be used

to serve not only CRMWD but also other customers. Enterprise needs 69 kV service at a point

located a short distance from the Existing Line. GSEC plans to tap the Existing Line and

4

63



DOCKET NO. 48212

construct a new 0.85-mile 69 kV transmission line extension (the New Line Extension) to

provide power to Enterprise's new substation. The substation has been constructed by, and

is owned and operated by, Enterprise and will serve Enterprise's new Millersview Pump

Station. The New Line Extension is a routine activity exempt from the requirements to obtain

a CCN. See PUC Subst. Rule 25.101(c)(5)(A). Accordingly, GSEC is not asking for CCN authority

relating to the New Line Extension. However, the necessity of providing service to the

Enterprise load is the impetus for acquiring the Existing Line, as well as the need for the

Existing Line to be converted to public use. GSEC plans to use the Existing Line to continue

service to CRMWD, to serve the new Enterprise load, and to serve other loads that may

develop in the area.

If the project will be owned by more than one party, briefly explain the ownership

arrangements between the parties and provide a description of the portion(s) that will be

owned by each party. Provide a description of the responsibilities of each party for

implementing the project (design, Right-Of-Way acquisition, material procurement,

construction, etc.).

The Project is not owned by more than one party. GSEC will solely own all transmission

facilities, including the transmission conductors, hardware, poles, and equipment associated

with both the Existing Line and the New Line Extension.

The design of the 0.85-mile New Line Extension accommodates 12.5 kV, 3-phase distribution

underbuild with neutral, which will be owned, operated, and maintained by Coleman County

Electric Cooperative, Inc. ("Coleman ElectriC).

If applicable, identify and explain any deviation in transmission project components from

the original transmission specifications as previously approved by the Commission or

recommended by a PURA §39.151 organization.

Not applicable.

5

64

APPLICATION OF GOLDEN SPREAD ELECTRIC COOPERATIVE, INC. TO AMEND ITS CERTIFICATE OF

CONVENIENCE AND NECESSITY FOR THE CONVERSION OF CRMWD'S PRIVATE 69 kV TRANSMISSION LINE TO PUBLIC USE IN CONCHO COUNTY, TEXAS

DOCKET NO. 48212

5. Conductor and Structures:

Conductor Size and Type:

Existing Line — 4/0 ACSR Penguin

Number of conductors per phase:

Existing Line — One

Continuous Summer Static Current Rating (A):

Existing Line — 340 A

Continuous Summer Static Line Capacity at Operating Voltage (MVA):

Existing Line — 41 MVA

Continuous Summer Static Line Capacity at Design Voltage (MVA):

Existing Line — 41 MVA

Type and composition of Structures:

Existing Line — Wood Pole (monopole)

Height of Typical Structures:

Existing Line — the typical structure height is approximately 60 feet, with a range of between

approximately 55 feet and 70 feet depending on terrain, structure location, and span length.

Estimated Maximum Height of Structures:

Existing Line — approximately 70 feet.

6

65



DOCKET NO. 48212

The Existing Line is constructed as a modified version of RUS structure type TP-69G with

horizontal line post insulators. See Attachment 2 —Typical Tangent Structure Drawing.

Explain why these structures were selected; include such factors as landowner preference,

engineering considerations, and costs comparisons to alternate structures that were

considered. Provide dimensional drawings of the typical structures to be used in the

project.

The Existing Line structures are already constructed. These structure types are common and

represent a more modern version of structures that are widely used by GSEC and its member

cooperatives.

For joint applications, provide and separately identify the above-required information

regarding structures for the portion(s) of the project owned by each applicant.

Not applicable. This is not a joint application.

6. Right-of-way:

Miles of Right-of-Way:

Existing Line — 12.6 miles

Miles of Circuit:

Existing Line — 12.6 miles

Width of Right-of-Way:

Existing Line — approximately 40 feet

Percent of Right-of-Way Acquired:

7

66



DOCKET NO. 48212

Existing Line — 100%

For joint applications, provide and separately identify the above-required information for

each Route for the portion(s) of the project owned by each applicant.

Not Applicable. This is not a joint application.

Provide a brief description of the area traversed by the transmission line. Include a

description of the general land uses in the area and the type of terrain crossed by the line.

The area traversed by the transmission line is typically undeveloped flat rural land

interrupted by periodic creekbeds. The property is utilized primarily for grazing livestock and,

to a lesser extent, for producing cultivated crops. The area includes scattered single-family

residences and agricultural outbuildings. The ground elevation is approximately 1,760 feet

above mean sea level ("AMS11 at the southwest end of the Project and approximately 1,575

feet AMSL at the northeast end of the Project.

7. Substations or Switching Stations:

List the name of all existing HVDC converter stations, substations or switching stations that

will be associated with the new transmission line. Provide documentation showing that

the owner(s) of the existing HVDC converter stations, substations and/or switching

stations have agreed to the installation of the required project facilities.

There are no existing HVDC converter stations, substations or switching stations associated

with or within five miles of the Existing Line.

List the name of all new HVDC converter stations, substations or switching stations that

will be associated with the new transmission line. Provide documentation showing that

the owner(s) of the new HVDC converter stations, substations and/or switching stations

have agreed to the installation of the required project facilities.

There are no new HVDC converter stations, substations or switching stations that will be

associated with the Existing Line.

8

67



DOCKET NO. 48212

8. Estimated Schedule:

Estimated Dates of Existing Line: Start Completion

Right-of-way and Land Acquisition Complete* Complete*

Engineering and Design Complete Complete

Material and Equipment Procurement Complete Complete

Construction of Facilities Complete Complete

Energize Facilities Energized Energized

*Easements already exist. Transfer of Existing Line and easements from CRMWD to GSEC to

be accornplished as soon as reasonably practical after receipt of PUC approval of CCN

application.

While not part of this application, Golden Spread provides below an estimated schedule for

the New Line Extension to be constructed as a routine activity, which explains when Golden

Spread could energize the New Line Extension to provide service to Enterprise upon approval

of the application relating to the Existing Line. On January 11, 2017, Coleman Electric and

GSEC received a request from Enterprise to provide service to its Millersview Pump Station

substation by January 1, 2018. The pump station is constructed and could be fully operational

by May 1, 2018, subject to adequate electrical service. Enterprise recognizes the CCN

process, but requests service at the earliest possible date. See Attachment 3 — Enterprise

Request for Service.

Estimated Dates of New Line Extension: Start Completion

Right-of-way and Land Acquisition October 2017 February 2018

Engineering and Design October 2017 January 2018

Material and Equipment Procurement March 2018 July 2018

9

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DOCKET NO. 48212

Construction of Facilities As early as July 2018 60 days after start of

construction

Energize Facilities 10 days after the later

of final CCN approval

for the Existing Line or

completion of

construction of New

Line Extension

9. Counties:

For each route, list all counties in which the route is to be constructed.

The Existing Line is located in Concho County, Texas.

10. Municipalities:

For each route, list all municipalities in which the route is to be constructed.

Neither the Existing Line nor New Line Extension will be located within the boundaries of a

municipality. The Existing Line is within 3.3 miles of the unincorporated town of Millersview,

Texas and 7.0 miles of Paint Rock, Texas. The New Line Extension is within 6.3 miles of the

unincorporated town of Millersview, Texas.

For each applicant, attach a copy of the franchise, permit or other evidence of the city's

consent held by the utility, if necessary or applicable. If franchise, permit, or other evidence

of the city's consent has been previously filed, provide only the docket number of the

application in which the consent was filed. Each applicant should provide this information

only for the portion(s) of the project which will be owned by the applicant.

Not applicable.

11. Affected Utilities:

Identify any other electric utility served by or connected to facilities in this application.

10

69



DOCKET NO. 48212

The Existing Line taps the existing AEP Ballinger — Eden 69 kV transrnission line at the ERCOT

AEP CRM1 Tap and extends northeasterly approximately 12.6 miles to a privately owned and

operated substation. This substation is owned by CRMWD and is used to serve its O.H. !vie

Reservoir pump station and related facilities.

GSEC will use the Existing Line to provide wholesale power to Coleman Electric at a metering

point at or near the new Enterprise substation, and Coleman Electric will provide retail

service to Enterprise.

Describe how any other electric utility will be affected and the extent of the other utilities'

involvement in the construction of this project. Include any other electric utilities whose

existing facilities will be utilized for the project (vacant circuit positions, ROW, substation

sites and/or equipment, etc.) and provide documentation showing that the owner(s) of the

existing facilities have agreed to the installation of the required project facilities.

Up to an additional 7.8 MW of load will flow on the AEP Ballinger — Eden 69 kV line to the

ERCOT AEP CRM1 Tap to serve the additional load at the Enterprise substation. See

Attachments 4 and 5, reflecting the request for a load increase study to AEP and AEP's load

increase study confirming the ability of the AEP system to accommodate this load.

Coleman Electric currently has a point of interconnection at the above-described tap point,

pursuant to an Interconnection Agreement between Coleman Electric and AEP. See

Attachment 4 - Coleman Electric-AEP Interconnection Agreement. It is expected this

Interconnection Agreement will be amended to add GSEC for this tap point. Coleman Electric

will maintain the existing metering point at the CRMWD substation at O.H. lvie Reservoir to

continue retail service and will establish a new metering point to provide retail service to

Enterprise at the Enterprise substation.

The Existing Line is privately-owned by CRMWD, which is not an electric utility.

12. Financing:

Describe the method of financing this project. For each applicant that is to be reimbursed

for all or a portion of this project, identify the source and amount of the reimbursement

11

70



DOCKET NO. 48212

(actual amount if known, estimated amount otherwise) and the portion(s) of the project

for which the reimbursement will be made.

GSEC intends to finance the purchase of the Existing Line through long-term debt with

National Rural Utilities Cooperative Finance Corporation ("CFC"). GSEC has a line of credit

with CFC that is sufficient to cover the acquisition costs.

Interest on the debt may be capitalized until the project is in service, at which point it is

intended that both the principal and interest will be serviced with Transmission Cost of

Service ("TCOS) revenues.

To the extent costs to acquire the Existing Line are not approved for TCOS recovery by the

Commission, those costs will be paid by Enterprise.

13. Estimated Costs: Provide cost estimates for each route of the proposed project using the

following table. Provide a breakdown of "Other costs by major cost category and amount.

Provide the information for each route in an attachment to this application.

GSEC will purchase all of the Existing Line assets from CRMWD for $3,500,000.00. See

Attachment 1 — Contingent Purchase and Sale Agreement.

By way of comparison for the cost of new construction, the estimated cost for the 0.85-mile

New Line Extension is as follows:

Transmission Substation

Facilities Facilities

Right-of-way and Land Acquisition $ 47,000

Engineering and Design (Utility) $ 30,000

Engineering and Design (Contract) $ 170,000

Procurement of Material and Equipment

(including stores)

$ 202,000

12

71



DOCKET NO. 48212

Construction of Facilities (Utility) $ 0

Construction of Facilities (Contract) $ 141,000 $1,218,984*

Other (all costs not included in the above) $ 323,395

Estimated Total Cost $ 913,000

*Estimated cost of substation owned and operated by Enterprise.

For joint applications, provide and separately identify the above-required information for

the portion(s) of the project owned by each applicant.

Not applicable. This is not a joint application.

14. Need for the Proposed Project:

For a standard application, describe the need for the construction and state how the

proposed project will address the need. Describe the existing transmission system and

conditions addressed by this application. For projects that are planned to accommodate

load growth, provide historical load data and load projections for at least five years. For

projects to accommodate load growth or to address reliability issues, provide a description

of the steady state load flow analysis that justifies the project. For interconnection

projects, provide any documentation from a transmission service customer, generator,

transmission service provider, or other entity to establish that the proposed facilities are

needed. For projects related to a Competitive Renewable Energy Zone, the foregoing

requirements are not necessary; the applicant need only provide a specific reference to

the pertinent portion(s) of an appropriate commission order specifying that the facilities

are needed. For all projects, provide any documentation of the review and

recommendation of a PURA §39.151 organization.

The Existing Line is needed to supply power to CRMWD's existing load. The Existing Line and

New Line Extension are needed to serve Enterprises new pipeline pumping station load at

the Millersview Pump Station. GSECs member, Coleman Electric, received a request to

provide transmission voltage (69 kV) retail electric service to a substation adjacent to the

Millersview Pump Station that will be located in Coleman Electries singly certificated retail

13

72



DOCKET NO. 48212

service area. See Attachment 3 — Enterprise Request for Service.1 The pump station and

related substation have already been constructed and are owned and operated by

Enterprise. Coleman Electric is obligated to provide adequate service to customers

requesting such in its service area. Coleman Electric requested that GSEC supply wholesale

power to Coleman Electric for the Enterprise load, which GSEC is contractually obligated to

supply to Coleman Electric.

Enterprise constructed, owns, and operates a 69-4.16 kV substation to serve its new

Millersview Pump Station. The substation consists of a 69 kV breaker, a 10/12.5 MVA,

69/4.16 kV transformer, and a 4.16 kV breaker. The pump station consists of three (3) 5000

HP pumps operating at 4.16 kV. The pumps will be started with variable frequency drives

(VFDs) to reduce inrush currents. The VFDs reduce the impact on flicker when the motors

start. In addition to these three pumps, there are various 480 V loads consisting of 40 ton

HVAC, vertical sump pumps, plunger pumps, lube oil fans and pumps, area lighting and

control boxes. A 750 kVA, 4.16 kV/480 V transformer will serve this load. The initial loading

is estimated to be 3000 kW (3 MW) with an ultimate load of 7800 kW (7.8 MW) when the

pipeline is operating at full capacity.

In investigating how to best serve the new Enterprise load, GSEC identified the nearby

CRMWD private 69 kV transmission line serving CRMWD's O.H. !vie Reservoir water pumping

and related facilities. That line comes within approximately 0.85 miles of the new Enterprise

substation and pump station location. The Existing Line has sufficient capacity to serve both

the CRMWD load and the new Enterprise load, as well as projected load in the vicinity. Both

CRMWD and Enterprise require the same transmission voltage (69 kV) power.

As explained in response to Question 15 below, GSEC hired C.H. Guernsey & Company

("Guernsey") to evaluate potential distribution and transmission alternatives to meet the

Enterprise load requirements. Guernsey concluded that the most economical, reliable, and

least impacting alternative was to acquire the Existing Line and construct a short extension

to the Enterprise substation.

'Although this request for service stated 138 kV service, Enterprise confirmed this was a typographical error and that it requested 69 kV service.

14

73



DOCKET NO. 48212

GSEC negotiated with CRMWD to acquire the Existing Line with the goal of obtaining

approval from the Commission to put the Existing Line into public use in the ERCOT system

to serve CRMWD and, through a short extension, Enterprise.

The ultimate load at the new Enterprise pump station is projected to be 7.8 MW. GSEC

requested AEP to study this load increase and the impact on the transmission system. AEP

concluded adding this load to the Existing Line would not negatively impact the transmission

system. See Attachment 5 — AEP Load Increase Study Report. The steady-state power flow

analysis performed by AEP revealed no thermal violations on AEP's Ballinger to Eden 69 kV

line during single outage (N-1) system conditions with the addition of new load totaling 7.8

MW. In the event that system conditions warrant, the load can be transferred to the Eden

source until the system is restored and able to handle the load. There are several preexisting

overloading issues that appear in the area in this analysis, but projects to provide

solutions/improvements for these issues are already being planned and/or in the works.

Additionally, the addition of the 7.8 MW pump station load does not worsen any of these

pre-existing overload issues.

Table 1 below reflects the historical and projected load for the Existing Line, with the

projected load accounting for the additional load resulting from the Enterprise pump station.

The CRMWD load is fairly constant at 4.0 MW, while the Enterprise pump station load grows

from 3.0 MW in 2018 to 7.8 MW in 2020 and beyond.

15

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DOCKET NO. 48212

Table 1— Historic and Projected Load

Year CRMWD Pump Station Enterprise Pump Station

Historical MW MW

2012 4.577

2013 4.510

2014 4.252

2015 3.353

2016 3.289

2017 3.673

Projected

2018 4.083 3.000

2019 4.085 5.000

2020 4.086 7.800

2021 4.088 7.800

2022 4.090 7.800

The Existing Line is rated at 41 MVA. Tapping this line and extending the new line

approximately 0.85 miles to the Enterprise pump station ultimately adds 7.8 MW to the line.

Both loads on this line will have minimal growth once the load at the Enterprise pump station

reaches its ultimate load by 2020. The total projected line loading is shown in Table 2 —

Projected Transmission Line Loading.

Table 2 — Projected Transmission Line Loading

Year CRMWD 69 kV Line

2018 7.083

2019 9.085

2020 11.886

2021 11.888

2022 11.890

GSEC consulted with the Electric Reliability Council of Texas ("ERCOr) to determine whether

this project required ERCOT Regional Planning Group ("RPG") review. After reviewing

information regarding the project, ERCOT confirmed the project qualifies as a Tier 4, Neutral

project that does not require RPG review. See Attachment 13 — ERCOT Communication.

16

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DOCKET NO. 48212

15. Alternatives to Project:

For a standard application, describe alternatives to the construction of this project (not

routing options). Include an analysis of distribution alternatives, upgrading voltage or

bundling of conductors of existing facilities, adding transformers, and for utilities that have

not unbundled, distributed generation as alternatives to the project. Explain how the

project overcomes the insufficiencies of the other options that were considered.

Both Enterprise and CRMWD require 69 kV power for their operations. Enterprise requested

Coleman Electric to provide transmission voltage power for its pipeline pumping station and

has constructed its substation facilities to interconnect with a 69 kV source. Enterprise has

purchased and installed all equipment and structures for its new substation and has checked

all systems except those that require a 69 kV source to operate. CRMWD requires 69 kV

power for its pumping facilities and has invested substantial capital to construct the existing

CRMWD transrnission line to provide 69 kV power.

As discussed in the Purpose and Need Study (Attachment 6 — Purpose and Need Study),

Coleman Electric operates a distribution system at 12.5 kV. Coleman Electric does not

operate any other distribution voltage. The area of the new Millersview Pump Station is

served from Coleman Electric's Gouldbusk Substation, which is approximately 15 miles east-

northeast from the Millersview Pump Station. Gouldbusk Substation is located at the end of

a 69 kV radial transmission line. Also in the area, Coleman Electric has three 12.5-kV metering

points, all of which are more than 31 miles from the new pump station. Serving the load from

Gouldbusk Substation results in a voltage drop of 50 volts on a 120-volt base. Reconductoring

the entire route to 477 ACSR conductors results in a 30-volt drop on a 120-volt base. The

USDA's Rural Utilities Service (RUS) System Planning Guide, BULLETIN 1724D-101B, states

the maximum voltage drop on primary distribution lines shall not exceed 8 volts on a 120-

volt base. Using the existing feeders, or reconductoring those feeders, exceeds the RUS

voltage criteria, therefore serving the new load at 12.5 kV is not a reliable or viable option.

GSEC evaluated converting the Coleman Electric distribution system to 24.9 kV. Coleman

Electric does not operate this voltage on its system. This conversion would require replacing

the transformer and rebuilding the distribution voltage bays at Gouldbusk Substation, then

rebuilding approximately 18 miles of distribution feeder plus all lateral taps on the feeder

serving the area. This conversion would cost approximately $2,100,000. However, converting

17

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DOCKET NO. 48212

Gouldbusk Substation to operate at 24.9 kV instead of 12.5 kV would present a reliability

issue that renders this option not viable. In the event of transformer failure at the Gouldbusk

Substation, Coleman Electric would have no other source to transfer load, thus creating

extended outages in the area.

GSEC also evaluated distributed generation, but determined this was not a viable long-term

solution. The extended use of diesel generators is not practical. The cost of fuel and operating

costs for this type of generation on a continual basis is cost prohibitive. For instance, one

preliminary bid for diesel generation estimated the cost at $1,167,360 per month for six

units, plus a seventh unit as a spare. These costs would be incurred for as long as the

Millersview Pump Station would operate, and they far exceed the cost of a transmission

option. Solar and wind generation are unable to furnish reliable, firm sources of supply for

the loads at affordable costs. Solar, thermal and photovoltaic energy conversion methods

are not yet cost competitive with available, existing conventional generation. Because of the

inherent limitation to daylight hours and steady winds, these types of generation could not

provide the reliability benefits of a transmission system to meet the 24-hours-per-day

requirernents of Enterprise.

As discussed in the Purpose and Need Study (Attachment 6), GSEC also asked Guernsey to

evaluate transmission source alternatives for serving the Enterprise load. There are several

transmission lines in the general vicinity of the Enterprise project site, as depicted in Figure

3 of the Purpose and Need Study.

There are three potential 69 kV sources: the Existing Line, the AEP Ballinger to Eden 69 kV

transmission line, and the radial 69 kV line that terminates at the Gouldbusk Substation.

There is one AEP 138 kV transmission line source that runs southwesterly from Ballinger,

Texas, and an AEP-LCRA 345 kV bulk system transmission line south of the Enterprise project

site. Guernsey concluded the most cost effective and least impacting alternative to meet the

need for this project is for GSEC to purchase the Existing Line and then construct a short 0.85-

mile 69 kV extension to the Enterprise substation. This option is also expected to have the

shortest time to completion, which is important given Enterprise's expectation to have its

pump station fully operational by May 1, 2018, subject to adequate electrical service.

The Purpose and Need Study explains in detail the justification for this conclusion. In

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sumrnary, with respect to the other alternatives evaluated, constructing an entirely new 15-

mile 69 kV transrnission line from a tap point along the AEP Ballinger to Eden 69 kV line would

be more expensive, would take longer to construct, would unnecessarily duplicate CRMWD's

existing facilities, and would unnecessarily affect additional landowners, land uses, and the

environment. Only one 69 kV transmission line is needed because the capacity of the Existing

Line is sufficient to provide power to both CRMWD and Enterprise. Constructing an entirely

new 15-mile transmission line would essentially double the required transmission

investment and impacts to landowners, land uses, and the environrnent, yet neither the new

line nor the Existing Line would exceed 20% of its respective capacity.

Similarly, constructing a new 18-rnile 69 kV transmission line from Gouldbusk Substation or

a new 27.5-mile 69 kV transmission line from a tap point along AEP's 138 kV line would be

more expensive, would take longer to construct, would unnecessarily duplicate CRMWD's

existing facilities, and would unnecessarily affect additional landowners, land uses, and the

environment.

Constructing a 2.5-mile 69 kV transmission line from a tap point along the AEP-LCRA 345 kV

bulk system transmission line to serve Enterprise's 7.8 MW load would be highly unusual,

would require study by ERCOT, and would require unique facilities with long build times,

including a 345-138 kV step-down station with 345 kV breakers and a 100 MVA rated

transformer (far more than needed to serve Enterprise) and another 138-69 kV step-down

station. Again, this transmission alternative would be more expensive, would take longer to

construct, would unnecessarily duplicate CRMWD's existing facilities, and would

unnecessarily affect more landowners, land uses, and the environment.

Accordingly, GSEC seeks in this Application to convert the Existing Line to public use so that

it can be used to serve CRMWD and Enterprise, and any future load growth in the area.

16. Schematic or Diagram:

For a standard application, provide a schematic or diagram of the applicant's transmission

system in the proximate area of the project. Show the location and voltage of existing

transmission lines and substations, and the location of the construction. Locate any taps,

ties, meter points, or other facilities involving other utilities on the system schematic.

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See Attachment 7 — Transmission System Schematic.

See Attachment 8 — Map of Existing Line and Nearby Transmission Lines.

See Attachment 9 — Overview Map.

17. Routing Study:

Provide a brief summary of the routing study that includes a description of the process of

selecting the study area, identifying routing constraints, selecting potential line segments,

and the selection of the routes. Provide a copy of the complete routing study conducted

by the utility or consultant. State which route the applicant believes best addresses the

requirements of PURA and P.U.C. Substantive Rules.

A routing study is not appropriate for this project. GSEC requests a waiver of the

requirements contained in this question. There is good cause to grant a waiver for the

following reasons:

- The Existing Line is already designed, constructed and located on the land at issue.

- GSEC is not proposing an alternative route for the Existing Line.

As the line already exists, there are no routing constraints.

- The environmental, ecological, cultural, aesthetic, land use, and other effects of the

Existing Line are already fixed.

- All directly affected landowners whose property is crossed by the Existing Line have

consented to the transmission line. See Attachment 14 - Easements for Existing Line.

The New Line Extension is a routine activity exempt from the requirements to obtain a CCN.

See PUC Subst. Rule 25.101(c)(5)(A). In particular, the New Line Extension meets the

following criteria:

- it will be an extension of an existing transmission line solely to provide service to a

substation or metering point;

- it will be an extension to a substation or metering point that does not exceed one mile;

and

- all landowners whose property is crossed by the new transmission facilities have given

prior written consent. See Attachment 11 - Easements for New Line Extension.

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18. Public Meeting or Public Open House:

Provide the date and location for each public meeting or public open house that was held

in accordance with P.U.C. PROC. R. 22.52. Provide a summary of each public meeting or

public open house including the approximate number of attendants, and a copy of any

survey provided to attendants and a summary of the responses received. For each public

meeting or public open house provide a description of the method of notice, a copy of any

notices, and the number of notices that were mailed and/or published.

No public meeting is required because less than 25 persons would be entitled to receive

direct mail notice of this CCN application. See PUC Proc. R. 22.52(a)(4) and Attachment 14,

reflecting easements from the eight landowners crossed by the Existing Line. See also GSEC's

Response to Question 17, setting out good cause for exception from this requirement for the

Existing Line and the exemption from CCN requirements for the New Line Extension.

19. Routing Maps:

Base maps should be a full scale (one inch = not more than one mile) highway map of the

county or counties involved, or other maps of comparable scale denoting sufficient cultural

and natural features to permit location of all routes in the field. Provide a map (or maps)

showing the study area, routing constraints, and all routes or line segments that were

considered prior to the selection of the routes. Identify the routes and any existing facilities

to be interconnected or coordinated with the project. Identify any taps, ties, meter points,

or other facilities involving other utilities on the routing map. Show all existing

transmission facilities located in the study area. Include the locations of radio transmitters

and other electronic installations, airstrips, irrigated pasture or cropland, parks and

recreational areas, historical and archeological sites (subject to the instructions in Question

27), and any environmentally sensitive areas (subject to the instructions in Question 29).

Provide aerial photographs of the study area displaying the date that the photographs

were taken or maps that show (1) the location of each route with each route segment

identified, (2) the locations of all major public roads including, as a minimum, all federal

and state roadways, (3) the locations of all known habitable structures or groups of

habitable structures (see Question 19 below) on properties directly affected by any route,

and (4) the boundaries (approximate or estimated according to best available information

if required) of all properties directly affected by any route.

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For each route, cross-reference each habitable structure (or group of habitable structures)

and directly affected property identified on the maps or photographs with a list of

corresponding landowner names and addresses and indicate which route segment affects

each structure/group or property.

See GSECs Response to Question 17, setting out good cause for exception from the routing

maps requirement for the Existing Line and the exemption from CCN requirements for the

New Line Extension. Nonetheless, GSEC provides the following maps to assist the

Commission's review of this application:

Attachment 8 — Map of Existing Line and Nearby Transmission Lines.

Attachment 9 — Overview Map.

Attachment 10 — Inset Map of New Line Extension.

In addition, Attachment 11 contains the landowner consents for the New Line Extension, in

the form of easements.

20. Permits:

List any and all permits and/or approvals required by other governmental agencies for the

construction of the proposed project. Indicate whether each permit has been obtained.

Permits or approvals may be required after Commission approval of the project, but prior to

the commencement of construction. Among those that may be required are:

- Permits or approvals from the Texas Department of Transportation (TxDOT) for any

crossing of, or access from, a state-maintained roadway.

21. Habitable structures:

For each route list all single-family and multi-family dwellings and related structures,

mobile homes, apartment buildings, commercial structures, industrial structures, business

structures, churches, hospitals, nursing homes, schools, or other structures normally

inhabited by humans or intended to be inhabited by humans on a daily or regular basis

within 300 feet of the centerline if the proposed project will be constructed for operation

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at 230kV or less, or within 500 feet of the centerline if the proposed project will be

constructed for operation at greater than 230kV. Provide a general description of each

habitable structure and its distance from the centerline of the route. In cities, towns or

rural subdivisions, houses can be identified in groups. Provide the number of habitable

structures in each group and list the distance from the centerline of the route to the closest

and the farthest habitable structure in the group. Locate all listed habitable structures or

groups of structures on the routing map.

GSEC requests a waiver of the requirements contained in this question. There is good cause

to grant a waiver for the following reasons:


GSEC is not proposing an alternative route for the Existing Line.

- As the line already exists, there are no newly affected habitable structures.

- Any effects of the Existing Line on habitable structures is already fixed.

- All directly affected landowners owning property crossed by the transmission line have

consented to the construction of the line.

As explained in GSECs Response to Question 17, the New Line Extension is exempt from the

requirements to obtain a CCN. See PUC Subst. Rule 25.101(c)(5)(A).

22. Electronic Installations:

For each route, list all commercial AM radio transmitters located within 10,000 feet of the

center line of the route, and all FM radio transmitters, microwave relay stations, or other

similar electronic installations located within 2,000 of the center line of the route. Provide

a general description of each installation and its distance from the center line of the route.

Locate all listed installations on a routing map.





- As the line already exists, there are no newly affected electronic installations.

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- Any effects of the Existing Line on electronic installations is already fixed.


consented to the transmission line.



23. Airstrips:

For each route, list all known private airstrips within 10,000 feet of the center line of the

project. List all airports registered with the Federal Aviation Administration (FAA) with at

least one runway more than 3,200 feet in length that are located within 20,000 feet of the

center line of any route. For each such airport, indicate whether any transmission

structures will exceed a 100:1 horizontal slope (one foot in height for each 100 feet in

distance) from the closest point of the closest runway. List all listed airports registered with

the FAA having no runway more than 3,200 feet in length that are located within 10,000

feet of the center line of any route. For each such airport, indicate whether any

transmission structures will exceed a 50:1 horizontal slope from the closest point of the

closest runway. List all heliports located within 5,000 feet of the center line of any route.

For each such heliport, indicate whether any transmission structures will exceed a 25:1

horizontal slope from the closest point of the closest landing and takeoff area of the

heliport. Provide a general description of each listed private airstrip, registered airport,

and heliport; and state the distance of each from the center line of each route. Locate and

identify all listed airstrips, airports, and heliports on a routing map.



The Existing Line is already designed, constructed and located on the land at issue.


As the line already exists, there are no newly affected airstrips.

- Any effects of the Existing Line on airstrips is already fixed.

All directly affected landowners owning property crossed by the transmission line have


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24. Irrigation Systems:

For each route identify any pasture or cropland irrigated by traveling irrigation systems

(rolling or pivot type) that will be traversed by the route. Provide a description of the

irrigated land and state how it will be affected by each route (number and type of

structures etc.). Locate any such irrigated pasture or cropland on a routing map.





- As the line already exists, there are no newly affected irrigation systems.

- Any effects of the Existing Line on irrigation systems is already fixed.





25. Notice:

Notice is to be provided in accordance with P.U.C. PROC. R. 22.52.

A. Provide a copy of the written direct notice to owners of directly affected land.

Attach a list of the names and addresses of the owners of directly affected land

receiving notice.





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As the line already exists, there are no newly affected landowners along the route of the

Existing Line.

- Any effects of the Existing Line on directly affected landowners is already fixed.


consented to the transmission line. See Attachment 14 — Easements for Existing Line.


requirements to obtain a CCN. See PUC Subst. Rule 25.101(c)(5)(A). In particular, all

landowners whose property is crossed by the new transmission facilities have given prior

written consent. See Attachment 11 - Easements for New Line Extension.

B. Provide a copy of the written notice to utilities that are located within five miles of

the routes.

See Attachment 12 — Notice Letter.

A copy of the Notice Letter will be provided to the following utilities:

Lower Colorado River Authority

Attn: Don Kiser, Manager of Regulatory Affairs

P.O. Box 220

Austin, Texas 78767-0220

AEP Texas

Attn: Gilbert Hughes, Director Regulatory Services

400 West 15th Street, Suite 1500

Austin, Texas 78701

Coleman County Electric Cooperative, Inc.

Attn: Clint Gardner, General Manager

P.O. Box 860

Coleman, Texas 76834-0860

Concho Valley Electric Cooperative, Inc.

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DOCKET NO. 48212

Attn: Kelly Lankford, Executive Vice President & CEO

P.O. Box 3388

San Angelo, Texas 76905

C. Provide a copy of the written notice to county and municipal authorities, and the

Department of Defense Siting Clearinghouse. Notice to the DoD Siting

Clearinghouse should be provided at the email address found at

http://www.acq.osd.mil/dodsc/.

GSEC requests a waiver of the requirement to provide notice to the DoD Siting Clearinghouse

contained in this question. There is good cause to grant a waiver for the following reasons:



- As the line already exists, there are no newly affected military installations.

- Any effects of the Existing Line on a military installation is already fixed.

As explained in GSECs Response to Question 17, the New Line Extension is exempt from

the requirements to obtain a CCN. See PUC Subst. Rule 25.101(c)(5)(A).

There are no incorporated municipalities within five miles of the Existing Line. GSEC will

provide written notice to Concho County and the Office of Public Utility Counsel using the

form attached as Attachment 12 — Notice Letter. A copy of this notice letter will be sent to

the following addresses:

Concho County, Texas

County Judge David Dillard

P.O. Box 158

Paint Rock, Texas 76866

Office of Public Utility Counsel

P.O. Box 12397

Austin, Texas

78711

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D. Provide a copy of the notice that is to be published in newspapers of general

circulation in the counties in which the facilities are to be constructed. Attach a list

of the newspapers that will publish the notice for this application. After the notice

is published, provide the publisher's affidavits and tear sheets.





- As the line already exists, there are no newly affected landowners along the route of the

Existing Line.

- Any effects of the Existing Line on directly affected landowners is already fixed.


consented to the transmission line. See Attachrnent 14 — Easements for Existing Line.


requirements to obtain a CCN. See PUC Subst. Rule 25.101(c)(5)(A). In particular, all

landowners whose property is crossed by the new transmission facilities have given prior

written consent. See Attachment 11 - Easements for New Line Extension.

For a CREZ application, in addition to the requirements of P.U.C. PROC. R. 22.52 the

applicant shall, not less than twenty-one (21) days before the filing of the application,

submit to the Commission staff a "generie copy of each type of alternative published and

written notice for review. Staffs comments, if any, regarding the alternative notices will

be provided to the applicant not later than seven days after receipt by Staff of the

alternative notices, Applicant may take into consideration any comments made by

Commission staff before the notices are published or sent by mail.

Not applicable.

26. Parks and Recreation Areas:

For each route, list all parks and recreational areas owned by a governmental body or an

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DOCKET NO. 48212

organized group, club, or church and located within 1,000 feet of the center line of the

route. Provide a general description of each area and its distance from the center line.

Identify the owner of the park or recreational area (public agency, church, club, etc.). List

the sources used to identify the parks and recreational areas. Locate the listed sites on a

routing map.

GSEC requests a waiver of the requirernents contained in this question. There is good cause




As the line already exists, there are no newly affected parks and recreation areas.

- Any effects of the Existing Line on parks and recreation areas is already fixed.





27. Historical and Archeological Sites:

For each route, list all historical and archeological sites known to be within 1,000 feet of

the center line of the route. Include a description of each site and its distance from the

center line. List the sources (national, state or local commission or societies) used to

identify the sites. Locate all historical sites on a routing map. For the protection of the sites,

archeological sites need not be shown on maps.





- As the line already exists, there are no routing constraints.

The environmental, ecological, cultural, aesthetic, land use, and other effects of the


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- All directly affected landowners whose property is crossed by the Existing Line have

consented to the transrnission line.



28. Coastal Management Program:

For each route, indicate whether the route is located, either in whole or in part, within the

coastal management program boundary as defined in 31 T.A.C. 003.1. If any route is,

either in whole or in part, within the coastal management program boundary, indicate

whether any part of the route is seaward of the Coastal Facilities Designation Line as

defined in 31 T.A.C. §19.2(a)(21). Using the designations in 31 T.A.C. §501.3(b), identify the

type(s) of Coastal Natural Resource Area(s) impacted by any part of the route and/or

facilities.

No part of the Existing Line or New Line Extension is located within the Coastal Management

Program boundary, as defined in 31 T.A.C. §503.1.

29. Environmental Impact:

Provide copies of any and all environmental impact studies and/or assessments of the

project. If no formal study was conducted for this project, explain how the routing and

construction of this project will impact the environment. List the sources used to identify

the existence or absence of sensitive environmental areas. Locate any environmentally

sensitive areas on a routing map. In some instances, the location of the environmentally

sensitive areas or the location of protected or endangered species should not be included

on maps to ensure preservation of the areas or species. Within seven days after filing the

application for the project, provide a copy of each environmental impact study and/or

assessment to the Texas Parks and Wildlife Department (TPWD) for its review at the

address below. Include with this application a copy of the letter of transmittal with which

the studies/assessments were or will be sent to the TPWD.

Wildlife Habitat Assessment Program

Wildlife Division

Texas Parks and Wildlife Department

4200 Smith School Road

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Austin, Texas 78744

The applicant shall file an affidavit confirming that the letter of transmittal and

studies/assessments were sent to TPWD.

As the Existing Line already exists, no formal environmental impact studies or assessments

were conducted for this Project. The purchase of the Existing Line is not expected to have

any additional impacts on the environment.

The purchase of the Existing Line and its conversion to public use does not have any physical

or environmental impacts. No new construction is required for GSEC to operate the Existing

Line. The Existing Line will be operated and maintained as it is today. The only difference is

that the Existing Line will be dedicated to public use so that it may then be used to serve

CRMWD, Enterprise, and other customers that request service. If GSECs Application is

approved, and GSEC later constructs the New Line Extension, then the amount of electrical

energy flowing through the Existing Line will be greater than it is today. But the increased

electrical flow is not expected to cause any environmental impacts. In addition:



- As the line already exists, there are no routing constraints or new environmental impacts,

thus no environmental assessment was conducted or is needed.

- The environmental, ecological, cultural, aesthetic, land use, and other effects of the


For these reasons, GSEC did not conduct a formal environmental impact study or assessment.

And, because there is no such environmental impact study or assessment to provide to

TPWD, GSEC will not be filing an affidavit confirming transmittal to TPWD.

To the extent the foregoing response does not fully respond to Question 29, GSEC requests

a waiver of the requirements contained in this question for the good cause reasons stated

above.


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30. Affidavit

Attach a sworn affidavit from a qualified individual authorized by the applicant to verify and

affirm that, to the best of their knowledge, all information provided, statements made, and

matters set forth in this application and attachments are true and correct.

A sworn affidavit from Bret Yeary is included as Attachment 15.

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Attachment No. 1—Contingent Purchase and Sale Agreement

92

CONTINGENT PURCHASE AND SALE AGREEMENT

THE STATE OF TEXAS KNOW ALL MEN BY THESE PRESENTS:

COUNTY OF CONCHO

This CONTINGENT PURCHASE AND SALE AGREEMENT (this "Agreement") is made by and between COLORADO RIVER MUNICIPAL WATER DISTRICT, a political subdivision of the State of Texas (hereinafter referred to as "Seller"), and GOLDEN SPREAD ELECTRIC COOPERATIVE, INC., a Texas cooperative corporation (hereinafter referred to as "Purchaser"), upon the terms and conditions set forth herein. Seller and Purchaser are referred to herein collectively as "Parties" and individually as a "Party."

This Agreement provides for the purchase and sale of an approximately 12.4 mile 69kV transmission line and the associated Easements, as that term is defined below and as such Easements are described on Exhibit A, attached hereto.

In consideration of the mutual covenants and agreements set forth above and herein the Parties hereto agree as follows:

I. Definitions. In addition to terms defined elsewhere in this Agreement, as used herein, the following terms shall have the following meanings:

"Applicable Governmental Authority/ies" shall mean all federal, state and local govemmental and quasi-governmental agencies, bodies, entities, boards and authorities that have jurisdiction over the Property, the furnishing of utilities or other services to the Property, improvement, development, occupancy, sale or use of the Property.

"Assignment" shall mean the Assignment of Right-of-Way Easements for 12.4 Mile 69kV Transmission Line in Concho County, Texas attached hereto as Exhibit B and incorporated herein for all purposes.

"Bill of Sale shall mean the Bill of Sale For 69 KV Transmission Line attached hereto as Exhibit C and incorporated herein for all purposes.

"Business Day" shall mean any day other than Saturday, Sunday, any Federal holiday, or any holiday in the State in which the Property is located.

"Closine shall mean the closing of the Transaction.

"Closing Date shall mean the day that the Transaction closes as set forth in Section 13.

"Closing Documents" shall mean all documents executed and delivered by Purchaser or Seller as required by Sections 9 and 10 or as otherwise executed and delivered by Purchaser or Seller as part of the Closing.

"Commissioe shall mean the Public Utility Commission of Texas.

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"Deposit" shall mean an earnest money deposit in the amount of $10,000 to be held in trust by counsel for Seller, or such other party mutually agreed to by the parties (the "Escrow Agent") as hereafter provided, to secure Purchaser's performance under the Contract. The Deposit shall be governed by the terms of Section 29 below.

"Easements" shall mean those three (3) easements described in the documents titled "Right of Way" and those five (5) easements described in the documents titled "Easement and "Right-of-Way together with the documents, to the extent such documents are assignable, titled "Crossing Permits," as each is more specifically described in Exhibit A which is incorporated herein for all purposes, together with any and all other easement rights of Seller related to or associated with the Transmission Line, whether acquired by prescription, estoppel, consent, permission to place in public right of way, or otherwise.

"ERCOr shall mean the Electric Reliability Council of Texas.

"Escrow Agent" shall mean LaDonna Bonner-Gist, American Land Title, LLC 620 S. Taylor, Suite 104, Amarillo Texas 79101.

"Laws" shall mean all municipal, county, state or federal statutes, codes, ordinances, laws, rules or regulations.

"Property" shall mean collectively, (a) the Transmission Line, and (b) the Easements.

"PUC" shall mean the Public Utility Commission of Texas or its successor agencies.

"Transactioe shall mean the transaction contemplated by this Agreement.

"Transmission Line" shall mean an the transmission line existing as of the Closing (as hereafter defined) more specifically described as an approximately 12.4 mile 69Ky electrical transmission line located in Concho County and extending from the terminals of an existing switch located 7 miles southeast of Paint Rock, Texas and one mile east of U.S. Route 83 to the point of attachment of insulators to an existing deadend tower in Seller's substation at O.H. Ivie Reservoir, including all structures, poles, crossbars, circuits, guy lines, insulators, hardware, conductors, switches, grounding systems, communication systems and any components of a similar nature required to reliably deliver electric power to multiple end users, as further defined in the Bill of Sale.

2. Purchase and Sale. Subject to the terms of this Agreement, the contingencies set forth in Section 4 and the Closing Documents, Seller agrees to convey and assign the Property, and Purchaser agrees to purchase and assume ownership and title to the Property. The Transmission Line will be conveyed by Seller by a bill of sale. The Easements will be conveyed "as is" by Seller by an assignment of right-of-way easements. Notwithstanding the foregoing, Purchaser acknowledges that the three (3) Easements which are titled Right of Way and which are more particularly described on Exhibit A prohibit the transfer of easements described therein unless the proposed transferee is an electric cooperative or investor-owned electric company which has existing electric transmission or distribution facilities in Concho County, Texas. Purchaser acknowledges that Seller shall have no obligation to obtain consents for the assignment of the Easements, if any are needed, but Seller shall reasonably cooperate with Purchaser in obtaining

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any necessary consents.

The conveyance of the Property under this Agreement shall be subject to the following covenants and restrictions to be contained in the Assignment and Bill of Sale from Seller to Purchaser:

NOTWITHSTANDING ANY PROVISION CONTAINED HEREIN TO THE CONTRARY, UPON CLOSING OF THIS TRANSACTION AND PURCHASER'S ACCEPTANCE OF THE ASSIGNMENT AND BILL OF SALE, EXCEPT FOR SELLER'S REPRESENTATIONS AND WARRANTIES EXPRESSLY CONTAINED IN THIS CONTINGENT PURCHASE AND SALE AGREEMENT, THE ASSIGNMENT AND THE BILL OF SALE, THE PROPERTY SHALL BE CONVEYED "AS IS" AND WITH ALL FAULTS, AND SELLER EXPRESSLY DISCLAIMS, AND PURCHASER ACKNOWLEDGES AND ACCEPTS THAT SELLER HAS DISCLAIMED, ANY AND ALL REPRESENTATIONS, WARRANTIES, OR GUARANTIES, OF ANY KIND, ORAL OR WRITTEN, EXPRESSED OR IMPLIED, OR ARISING BY OPERATION OF LAW OR OTHERWISE CONCERNING SUCH PROPERTY AND IMPROVEMENTS, INCLUDING, WITHOUT LIMITATION, (i) THE CONDITION OF THE PROPERTY OR ANY PORTION THEREOF, INCLUDING WITHOUT LIMITATION WARRANTIES OF SUITABILITY, HABITABILITY, MERCHANTABILITY, DESIGN, FITNESS FOR ANY SPECIFIC PURPOSE OR A PARTICULAR PURPOSE, OR GOOD AND WORKMANLIKE CONSTRUCTION, (ii) THE NATURE OR QUALITY OF CONSTRUCTION, STRUCTURAL DESIGN AND ENGINEERING OF THE PROPERTY, (iii) THE ENVIRONMENTAL CONDITION OF THE PROPERTY AND THE PRESENCE OR ABSENCE OF OR CONTAMINATION BY HAZARDOUS MATERIALS OR THE COMPLIANCE OF THE PROPERTY WITH ALL REGULATIONS OR LAWS RELATING TO HEALTH OR THE ENVIRONMENT, (iv) THE QUALITY OF THE LABOR AND MATERIALS INCLUDED IN THE PROPERTY, (v) THE SOIL CONDITIONS, DRAINAGE, FLOODING CHARACTERISTICS, UTILITIES OR OTHER CONDITIONS EXISTING IN OR TO THE PROPERTY, AND (vi) THE COMPLIANCE OF THE PROPERTY WITH ANY REQUIREMENTS ESTABLISHED BY THE AMERICANS WITH DISABILITIES ACT. EXCEPT FOR SELLER'S REPRESENTATIONS AND WARRANTIES EXPRESSLY CONTAINED IN THE ASSIGNMENT AND BILL OF SALE, PURCHASER, BY ACCEPTING THE ASSIGNMENT AND BILL OF SALE, ACKNOWLEDGES THAT PURCHASER IS NOT AND HAS NOT BEEN RELYING ON ANY STATEMENTS (ORAL OR WRITTEN) WHICH MAY HAVE BEEN MADE OR MAY BE MADE (OR PURPORTEDLY MADE) BY SELLER, OR ANY OF SELLER'S RESPECTIVE AGENTS OR REPRESENTATIVES. PURCHASER ACKNOWLEDGES THAT PRIOR TO CLOSING, PURCHASER (OR PURCHASER'S REPRESENTATIVES) THOROUGHLY INSPECTED AND EXAMINED THE PROPERTY AND TERMS AND CONDITIONS OF THE EASEMENTS TO THE EXTENT DEEMED NECESSARY BY PURCHASER IN ORDER TO ENABLE PURCHASER TO EVALUATE THE CONDITION OF THE PROPERTY AND ALL OTHER ASPECTS OF THE PROPERTY. EXCEPT FOR A BREACH OF SELLER'S REPRESENTATIONS AND WARRANTIES EXPRESSLY CONTAINED IN THE ASSIGNMENT OR BILL OF SALE, UPON CLOSING PURCHASER SHALL EXPRESSLY RELEASE SELLER AND EACH OF SELLEWS

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RELATED PARTIES FROM ALL RISKS, LIABILITIES, CLAIMS, DAMAGES, AND COSTS WHICH MAY THEREAFTER BE INCURRED BY OR ASSERTED AGAINST PURCHASER IN CONNECTION WITH OR RELATED TO THE PROPERTY, INCLUDING WITHOUT LIMITATION, ANY LIABILITY WITH RESPECT TO ENVIRONMENTAL LAWS, AND PURCHASER SHALL FURTHER AGREE THAT SELLER SHALL NOT BE LIABLE FOR ANY SPECIAL, DIRECT, INDIRECT, CONSEQUENTIAL OR OTHER DAMAGES, RESULTING OR ARISING FROM OR RELATED TO PURCHASER'S OWNERSHIP, USE, CONDITION, LOCATION, DEVELOPMENT OR OPERATION OF THE PROPERTY.

3. Purchase Price. Seller agrees to accept and Purchaser agrees to pay as consideration for the sale of the Property a total sum equal to THREE MILLION FIVE HUNDRED THOUSAND AND NO/100 DOLLARS ($3,500,000) ("Purchase Price"). The Purchase Price will be paid in cash at the Closing, as hereinafter defined. Purchaser's failure to pay the full amount of the Purchase Price at Closing shall be a default by Purchaser under this Agreement.

4. Contingencies. Purchaser's obligation to purchase pursuant to this Agreement is contingent upon successful completion of each of the following:

(a) The Purchaser obtaining certain limited State of Texas required regulatory approvals, specifically issuance by the PUC of a final non-appealable order approving an amendment to Purchaser's certificate of convenience and necessity (CCN) No. 30189 and any other applicable requirement set out by the PUC, for the transfer and operation of the Transmission Line, to the extent such approvals are required by law. Purchaser shall make all reasonable efforts to file its CCN amendment application on or before April 30, 2018.

As to any obligation of Seller, the satisfaction of the contingency in this subsection 4(a) shall release Seller of any obligation to refund or otherwise return to Purchaser or its successors, or assigns any amounts of the Purchase Price or other costs incurred by Purchaser or its successors, or assigns.

For a period not to exceed five (5) years from the Closing, Seller shall reasonably support Purchaser's applications to obtain the regulatory approvals and assurances noted above and support Purchaser in any future interim rate case or full rate case that seeks to include the cost of the Property in Purchaser's ERCOT transmission cost of service so long as the support provided by Seller (i) is normal and customary, (ii) is at Purchaser's sole cost and expense, and (iii) shall not result in an obligation by Seller to refund or otherwise return to Purchaser any portion of the Purchase Price or any other costs incurred by Purchaser or assessed against Purchaser as part of the rate case including, but not limited to, any responsibility on Seller's part for any subsequent disallowance of any rate case expenses . Such support shall include filing in support of any filed application upon request of Purchaser, assisting in providing information on the Property that may be requested by the Commission, ERCOT, or any other party in such proceedings and providing information and documentation needed to support the prudency of investment in the Property. Purchaser shall be responsible for all costs associated with the approvals and assurances and shall reimburse Seller for its reasonable costs incurred as part of obtaining the

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approvals and assurances.

(b) Purchaser's member Coleman County Electric Cooperative, Inc., after good faith, commercially reasonable efforts to do so, entering into a formal agreement with Enterprise Crude Pipeline, LLC or one of its affiliates for the provision of retail electric service over the Transmission Line by the Review Period Expiration Date (defined below).

(c) Determination materially by Purchaser that the design, materials and condition of the Transmission Line meet applicable Laws, applicable industrial code requirements and all ERCOT standards; provided, however, Purchaser shall have until 5 p.m. central standard time on July 31, 2018 to assert the existence of the failure of this contingency.

Purchaser, in its sole discretion and upon written notice to Seller, may terminate this Agreement if Purchaser believes that the foregoing conditions cannot be met on or before September 30, 2019, as extended pursuant to the terms of this Agreement (the "Review Period Expiration Date") and upon such termination will receive back its Deposit. Purchaser may obtain a three month extension of the Review Period Expiration Date upon a showing of good cause and reasonable diligence toward completion of the PUC process if the PUC has not acted on or issued a non-appealable order on Purchaser's CCN application by September 30, 2019. Thereafter, any extension period shall only be by mutual agreement of Seller and Purchaser. If Purchaser fails to terminate this Agreement in writing on or before the Review Period Expiration Date, the Deposit shall be non-refundable to Purchaser but applicable to the Purchase Price if Purchaser proceeds to Closing. Purchaser in its sole discretion also may waive all or any part of the Purchaser's contingent requirements, which such waiver must be in writing, delivered to Seller, on or before the Review Period Expiration Date. Purchaser and Seller also agree that if Purchaser has not received any necessary consents to the assignment of those easement titled Right of Way, which are more particularly described on Exhibit A by the Review Period Expiration Date, this Agreement shall automatically terminate and Purchaser will receive back its Deposit and Seller shall have no obligation to assign any of the Easements or convey the Transmission Line. On or after the Review Period Expiration Date, if the contingencies above are not met or waived and Closing has not occurred in accordance with Section 13 of this Agreement for reasons not attributable to Seller, Seller may terminate this Agreement by providing written notice of such termination to Purchaser and receive the Deposit, thereby releasing both parties from this Agreement.

Notwithstanding any provision in this Agreement to the contrary, Purchaser acknowledges and agrees that Seller shall have no obligation to refund or otherwise return to Purchaser or its successors or assigns any amount of the Purchase Price or other costs incurred by Purchaser or its successors or assigns which may arise under current or future rate structure regulations or other regulations including, but not limited to, any responsibility on Seller's part for any subsequent rate treatment or expense recovery involving Purchaser's rates.

4A. Contingencies. Seller's obligation to sell and convey pursuant to this Agreement is contingent upon successful completion of each of the following:

(a) Promptly obtaining an opinion of bond counsel that the proposed sale and

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conveyance is permitted by all outstanding bonds or other financial obligations of Seller; that no bond or other financial covenants, obligations or requirements would be violated or compromised by such sale and conveyance; and that such sale and conveyance will not have an adverse effect on Seller's standing and ratings in the financial markets; all as determined in Seller's sole discretion.

(b) Promptly obtaining an opinion of tax counsel that the proposed sale and conveyance is permitted by applicable tax law, and that such sale and conveyance will not have adverse tax consequences for Seller, as determined in Seller's sole discretion.

5. Inspection. Subject to the terms of each respective Easement and the obtaining by Purchaser of any consents needed from the grantors of such Easements, from the Effective Date (as defined in Section 30) until the Review Period Expiration Date or the earlier termination of this Agreement, Purchaser, its agents, employees, and representatives shall have a continuing right of reasonable access to the Property for the purpose of conducting title work, surveys, engineering, geotechnical, and environmental inspections and tests (including intrusive inspection and sampling) and any other inspections, studies, or tests reasonably required by Purchaser (all collectively "Inspection"). If any Inspection disturbs the Property, Purchaser will restore the Property to the same condition as existed prior to any such Inspection. Notwithstanding the foregoing, Purchaser must also obtain Seller's prior written approval, such approval not to be unreasonably withheld, of the scope and method of any Inspections, including any environmental testing or investigation, and any Inspection which would alter the physical condition of the Property, prior to Purchaser's commencement of such Inspections. For purposes of clarification, Purchaser may not conduct or engage in any sampling (including but not limited to, sampling for air quality, vapor, soil and water quality), boring, drilling or other invasive environmental and/or land use testing or examination of or concerning the Property without obtaining Seller's prior written approval. Purchaser further acknowledges that Seller does not have the right under the Easements to permit third-party testing on, over or under the Easements and any consents required by the landowner to enter the real property related to Easements or to conduct Inspections thereon shall be obtained by Purchaser. Purchaser shall indemnify and hold Seller and all its related parties harmless from and against any and all claims or damages to the extent resulting from the activities of Purchaser on the Property, and Purchaser shall repair any and all damage caused, in whole or in part, by Purchaser or its agents and designees that occurs before Closing and return the Property to its condition prior to such damage, which obligation shall survive Closing or any termination of this Agreement. Seller may have a representative present during any and all Inspections, tenant interviews, as may be applicable, and/or other Purchaser activities on the Property.

Purchaser acknowledges that, since the Easements are to be conveyed "as is," Purchaser has been advised to obtain, and that it is responsible for obtaining or conducting, appropriate title examination work and reviewing and examining the Easements and title to the Easements or the underlying real properties. Purchaser, at Purchaser's sole cost and expense, may obtain a policy of title insurance pursuant to the terms and conditions of the title company selected by Purchaser. Seller shall have no obligation to cure title matters regarding any of the Easements for the issuance of the title policy, if any, or as a condition of conveyance of the Easements under this Agreement.

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