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BOSTONCONNECTICUTFLORIDANEW JERSEYNEW YORKWASHINGTON, D.C.PATRICK M. GERITYAttorney at Law242 Trumbull StreetHartford, CT 06103-1212(860) 275 0533pmgerity@daypitney.comJuly 31, 2018Via eTariff FilingThe Honorable Kimberly D. Bose, SecretaryFederal Energy Regulatory Commission888 First Street, NEWashington, DC 20426Re:New England Power Pool - FERC Docket No. ER18- -000NEPOOL Member Applications and Termination of NEPOOL MembershipsDear Secretary Bose:The New England Power Pool (“NEPOOL”) Participants Committee1 hereby submits thistransmittal letter electronically along with counterpart signature pages of the New EnglandPower Pool Agreement, dated as of September 1, 1971, as amended (“Second Restated NEPOOLAgreement”) executed by the following Entities: AM Trading Solutions, LLC (“AM Trading”);Clear River Energy LLC (“Clear River”);EDP Renewables North America LLC (“EDPR NA”);Village of Hyde Park (VT) Electric Department (“Hyde Park”); andEmpire Generating Co, LLC (“Empire”).Also included are materials supporting the termination of the membership of thefollowing Participant: Entrust Energy East, Inc. (“Entrust Energy East”); andTorofino Trading, LLC (“Torofino”).These materials are submitted in order to expand NEPOOL membership to include AMTrading, Clear River, EDPR NA, Hyde Park, and Empire (together, “Applicants”) and toterminate the Participant status of Entrust Energy East and Torofino.1Capitalized terms used but not defined in this filing are intended to have the same meaning given tosuch terms in the Second Restated New England Power Pool Agreement (the “Second Restated NEPOOLAgreement”), the Participants Agreement, or the ISO New England Inc. (“ISO-NE”) Transmission, Marketsand Services Tariff (“ISO-NE Tariff”).100365572.1

The Honorable Kimberly D. Bose, SecretaryJuly 31, 2018Page 2I.MEMBER APPLICATIONS: AM Trading, Clear River, EDPR NA, Hyde Park, andEmpireAM Trading has indicated that it will participate in NEPOOL as a financialmarketer/trader (an entity that submits Increment Offers and/or Decrement Bids in the DayAhead Energy Market) Markets. AM Trading has elected to be a member of the Supplier Sector.Clear River, which is developing a 1,080 MW natural gas generation facility to belocated in Burrillville, Rhode Island, has indicated that it will participate in NEPOOL as anindependent power producer (an entity other than an exempt wholesale generator or qualifyingfacility whose exclusive business is owning or owning and operating all or a part of one or moregenerating facilities and selling electric energy at wholesale or retail). Clear River is a RelatedPerson of Invenergy Energy Management LLC (“Invenergy”) and, together with Invenergy, willbe a member of the Generation Sector.EDPR NA has indicated that it will participate in NEPOOL as a financialmarketer/trader. EDPR NA is a Related Person of Marble River, LLC, Number Nine Wind FarmLLC, and Sustaining Power Solutions and, together with its Related Persons, will be a memberof the Supplier Sector.Hyde Park will participate in NEPOOL as a Publicly Owned Entity (a municipality oran agency thereof authorized to own, lease and operate electric generation, transmission ordistribution facilities). Hyde Park will be a member of the Publicly Owned Entity Sector.Empire, which owns and operates an approximately 654 MW (nameplate) natural gasfired electric generating facility in the New York Independent System Operator, Inc. (“NYISO”)balancing authority area, has indicated that it will participate in NEPOOL as a power marketer(an entity that purchases as a principal or as a principal and a broker at wholesale electric energyand capacity for resale to wholesale customers and resells such energy and capacity to wholesalecustomers in New England) and an exempt wholesale generator (an entity granted such status bythe Commission under the Public Utility Holding Company Act of 2005, as amended (“PUHCA2005”), pursuant to which it is required to be engaged “exclusively in the business of owning oroperating, or both owning and operating, all or part of one or more eligible facilities and sellingelectric energy at wholesale”).2 NEPOOL notes that Empire filed materials for engaging inpower marketing activities under market-based rates and those materials were accepted July 1,2009 by unpublished letter order in Docket No. ER09-1099. Empire will be a member of theSupplier Sector.2Notice of Self-Certification of EWG Status of Besicorp-Empire Power Company, LLC, Docket No.EG07-37-000 (filed Jan. 31, 2007); North Wind Cooperative, Notice of Effectiveness of EWG Status orForeigen (sic) Utility Company Status, Docket No. EG07-36-000 (issued May 11, 2007); see also Notice ofNon-Material Change in Facts, Docket No. EG07-37-000 (filed Apr. 1, 2010) (informing the Commission thatBesicorp-Empire Power Company, LLC changed its name to “Empire Generating Co, LLC”).100365572.1

The Honorable Kimberly D. Bose, SecretaryJuly 31, 2018Page 3II.TERMINATION OF MEMBERSHIPS: Entrust Energy East and TorofinoPursuant to Section 16.1(a) of the Second Restated NEPOOL Agreement, “[a]nyParticipant shall have the right to terminate its status as a Participant upon no less than sixty (60)days’ prior written notice given to the Secretary of the Participants Committee.” Entrust EnergyEast and Torofino have each provided such notice, requesting waiver of the sixty days’ noticerequirement. (See Attachments 12-13). Entrust Energy East and Torofino each requested thattermination of its status as a Participant be made effective as of July 1, 2018. If the membershipterminations of Entrust Energy East and Torofino are accepted for filing by the Commission,each will be excused from its obligation to pay Pool charges and relieved of their other Poolobligations and responsibilities incurred, from and after July 1, 2018.III.REQUESTED EFFECTIVE DATESApplicants, other than Empire, have each requested expedited consideration of theirmembership applications. Expedited consideration of the termination of the Participant status ofEntrust Energy East and Torofino is also requested. Accordingly, the NEPOOL ParticipantsCommittee requests that the Commission waive any applicable notice requirements to permit thefollowing effective dates: July 1, 2018 for the termination of the Participant status of Entrust Energy East andTorofino.3 August 1, 2018 for the NEPOOL memberships of AM Trading, Clear River, EDPRNA, and Hyde Park. October 1, 2018 for the NEPOOL membership of Empire.The NEPOOL Participants Committee further requests that the eTariff record effective date beset at the earliest of the effective dates requested above -- July 1, 2018.43To the extent the Commission determines that certain filing requirements have not been met fully,the NEPOOL Participants Committee respectfully requests waiver of such requirements in order for theParticipant status of AM Trading, Clear River, EDPR NA, Hyde Park, and Empire, and the termination of theParticipant status of Entrust Energy East and Torofino, to be accepted as noted in Section III. No party will beadversely affected by the waivers requested in these circumstances.4The Commission has relieved NEPOOL of the requirement to file changes to the NEPOOLAgreement in tariff format. ISO New England, Inc. and New England Power Pool, 95 FERC ¶ 61,384 at62,441-42 (2001). Accordingly, the NEPOOL Agreement has not been filed formally as an eTariff pursuant toOrder No. 714. However, proposed changes to the NEPOOL Agreement are still required to be filed with theCommission with enough information provided to permit the Commission to view the proposed changes in thecontext of the composite Agreement, Id. at 62,442. As a matter of administrative efficiency and convenience,100365572.1

The Honorable Kimberly D. Bose, SecretaryJuly 31, 2018Page 4IV.ADDITIONAL SUPPORTING INFORMATIONThe NEPOOL Participants Committee has the authority, pursuant to Section 3.1 of theSecond Restated NEPOOL Agreement and Sections 8.1.3(f) and (g) of the ParticipantsAgreement, to act on an Entity’s application to become a Participant in NEPOOL. By delegationof authority, the Participants Committee has authorized the Membership Subcommittee toapprove applications and terminations which will be subject to the standard conditions, waiversand reminders established by the Participants Committee. The Membership Subcommittee hasreviewed the materials submitted by Applicants, Entrust Energy East and Torofino, and hasapproved Applicants for membership in, and the termination of the Participant status of EntrustEnergy East and Torofino from, NEPOOL. Accordingly, the following materials are submittedherewith for filing: The list of NEPOOL Participants from the Second Restated NEPOOL Agreement,which has been marked to show the addition of Applicants to, and the removal ofEntrust Energy East and Torofino from, the list of NEPOOL Participants(Attachment 1); The counterpart signature page to the NEPOOL Agreement executed by AM Trading(Attachment 2); A letter from NEPOOL to AM Trading dated June 11, 2018 confirming the approvalof AM Trading’s application for membership, and AM Trading’s acceptance of theconditions and waivers by countersignature dated June 15, 2018. (Attachment 3); The counterpart signature page to the NEPOOL Agreement executed by Clear River(Attachment 4); A letter from NEPOOL to Clear River dated May 15, 2018 confirming the approvalof Clear River’s application for membership, and Clear River’s acceptance of theconditions and waivers by countersignature received June 20, 2018 (Attachment 5); The counterpart signature page to the NEPOOL Agreement executed by EDPR NA(Attachment 6);these materials, including Attachment 1 included herewith marked to show the addition of Applicants to, andthe removal of Entrust Energy East and Torofino from, the list of NEPOOL Participants, were submitted usingthe Commission’s eTariff system. A composite list of NEPOOL Participants is posted on the NEPOOLwebsite at: http://www.nepool.com/uploads/C-list of nepool participants.pdf. A composite copy of theSecond Restated NEPOOL Agreement is posted at: http://www.nepool.com/uploads/Op-2d RNA.pdf.100365572.1