10 Krey Boulevard  Rensselaer, NY 12144

August 20, 2014

The Honorable Kimberly D. Bose, Secretary Federal Energy Regulatory Commission 888 First Street, NE

Washington, D.C. 20245

Re: Resubmission of Unexecuted Minimum Oil Burn Agreement Docket No. ER14-
1822-000 and Request that the Commission Hold in Abeyance Proceeding in
Docket No. ER14-1822-000

On June 20, 2014, the New York Independent System Operator, Inc. (“NYISO”) and TC Ravenswood, LLC filed a joint request to hold the proceedings in Docket No. ER14-1711 and ER14-1822 in abeyance (the “Joint Request”). On June 24, 2014, both the NYISO and TC
Ravenswood refiled the unexecuted agreement and the pending rate schedule, as applicable, in the respective dockets in order to effectuate the Joint Request. The Joint Request explained that delaying action in both dockets would allow the NYISO, TC Ravenswood, and other interested parties more time to engage in settlement discussions.

Since that time, TC Ravenswood, the NYISO, the New York State Public Service

Commission (“NYSPSC”), Consolidated Edison Company of New York, Inc. (“Con Edison”)
and other parties to the proceedings have continued their discussions with the goal of settling
both dockets. TC Ravenswood and the NYISO are still working toward the goal of achieving a
settlement that will be supported, or not opposed, by all parties to the two proceedings.
However, principally due to the conflicting schedules of those involved in the discussions, the
parties need additional time to resolve the issues, seek support from other parties and make the
appropriate filings with the Commission. The NYISO and TC Ravenswood have mutually
agreed that each will seek to have the Commission hold their respective proceedings in abeyance
for another 60 days, until October 17, 2014. While the NYISO believes the issues will settle and
a filing will be made before this date, requesting the full 60 day extension appears prudent and
should avoid the need for another request.

Accordingly, the NYISO respectfully submits the pending tariff record from its April 30,
2014 filing in Docket No. ER14-1822-000 with the same text and proposed effective date as in
the original filing.1 The NYISO understands that filing a pending tariff record will be treated by
the Commission as an amendment, defer Commission action for 60 more days, or until October
17, 2014, and preserve the May 1, 2014 effective date originally requested by the NYISO. The
NYISO also understands that TC Ravenswood intends to make a similar filing in Docket No.
ER14-1711-000.

1 As Attachment I to this filing letter, the NYISO is submitting a clean version of the proposed Unexecuted Minimum Oil Burn Agreement that it first submitted on April 30, 2014.

Kimberly D. Bose, Secretary August 20, 2014

Page 2

Because this filing is designed to simply obtain an extension of the statutory date for the Commission to act on the NYISO’s proposed Unexecuted Minimum Oil Burn Agreement, the NYISO requests that the Commission provide a shortened comment period.

This filing will be posted on the NYISO’s website at www.nyiso.com. In addition, the
NYISO will e-mail an electronic link to this filing to the official representative of each party to
this proceeding, to each of its customers, to each participant on its stakeholder committees, to the
New York Public Service Commission, and to the New Jersey Board of Public Utilities.

Please feel free to contact me if your office has any additional questions.

Respectfully submitted,

/s/ Mollie Lampi

Mollie Lampi

Assistant General Counsel

New York Independent System Operator, Inc. (518) 356 7530

Cc: Michael Bardee
Gregory Berson

Anna Cochrane

Jignasa Gadani

Morris Margolis

Michael McLaughlin
David Morenoff
Daniel Nowak

UNEXECUTED

TCR MINIMUM OIL BURN AGREEMENT

PURSUANT TO NYISO MARKET ADMINISTRATION AND CONTROL AREA
SERVICES TARIFF

THIS AGREEMENT (“TCR Minimum Oil Burn Agreement”) is made and entered into this day of 2014, by and between TC Ravenswood, LLC (“TC Ravenswood” or “TCR”),

and New York Independent System Operator, Inc. (“NYISO” each individually a “Party” and collectively, “Parties”), pursuant to the following recitals and representations:

RECITALS

WHEREAS, NYISO operates the New York State’s high voltage transmission grid and administers New York State’s organized wholesale electricity markets; and

WHEREAS, TCR is obligated by New York State Reliability Council (“NYSRC”) Local Reliability Rule I-R3 to burn an alternate fuel pursuant to procedures established by Consolidated Edison Company of New York, Inc. (“Con Edison”); and

WHEREAS, the Parties have agreed to enter into this TCR Minimum Oil Burn Agreement pursuant to the provisions of the NYISO’s Market Administration and Control Area Services Tariff (“Services Tariff”); and

WHEREAS, the Parties have agreed to enter into this TCR Minimum Oil Burn Agreement for
the purpose of memorializing the facilities to be used by and compensation to be paid to TCR to
be ready to burn and for burning an alternate fuel pursuant to NYSRC Rule I-R3 for the term
specified herein;

NOW, THEREFORE, in consideration of, and subject to FERC acceptance and the mutual covenants contained herein, it is agreed:

Section 1. Scope of Agreement. This TCR Minimum Oil Burn Agreement is

entered into pursuant to the authority granted by the Federal Energy Regulatory
Commission (“Commission” or “FERC") in Section 4.1.9 of the NYISO’s Market
Administration and Control Area Services Tariff (“Services Tariff”) for the purpose of
memorializing the facilities to be used by and compensation to be paid to TC
Ravenswood for being ready to burn, and for burning, an alternate fuel pursuant to
NYSRC Local Reliability Rule I-R3 and Con Edison’s procedures for operating its
system in accordance with Rule I-R3 as required by the NYSRC (“Minimum Oil
Compliance ”) for the term specified herein. Pursuant to NYSRC Rule I-R3, Minimum
Oil Compliance shall be provided by TC Ravenswood when Zone J loads reach certain
predetermined levels. The NYISO shall pay TC Ravenswood certain costs incurred by

TC Ravenswood that are associated with its procurement, delivery and storage of fuel oil for Minimum Oil Compliance, as set forth in Sections 3 and 4 hereof. The NYISO shall recover those costs from the Loads in Load Zones H, I and J (the “Con Edison Transmission District”) in accordance with Section 5.

Section 2. Effective Date/Term of Agreement. This TCR Minimum Oil Burn

Agreement shall become effective on May 1, 2014, shall remain effective for three years

through April30,2017, and shall be applicable to three separate service periods

(“Capability Years”) as follows:

Initial Capability YearMay 1, 2014 through April 30, 2015

Second Capability YearMay 1, 2015 through April 30, 2016

Third Capability YearMay 1, 2016 through April 30, 2017

Section 3.Costs Per Capability Year.

A.Predetermined Costs. The NYISO shall pay to TC Ravenswood the

amounts indicated below (“Predetermined Costs”) in five monthly installments for the relevant
Capability Year, which reflect: (i) a portion of the costs to lease one and one half (1½) off-site
storage tanks which the Parties understand will provide approximately 240,000 barrels of

working capacity of 0.30 percent Sulfur No. 6 fuel oil (“Fuel Oil”) storage; (ii) a portion of the
costs TC Ravenswood incurs to lease one large time-chartered barge, which the Parties
understand will provide approximately 40,000 barrels of working capacity of Fuel Oil

transportation, and the Lemon Creek dockside storage barge or an equivalent replacement of approximately 50,000 barrels of working capacity; (iii) a charge for the use of on-site storage tanks at the Ravenswood Facility; and (iv) certain ancillary fuel oil fees (e.g., labor, barge heating, tank heating, booming, testing, taxes, and carrying charges ). The NYISO shall pay TC Ravenswood for Predetermined Costs irrespective of the costs actually incurred by TC Ravenswood or the amount of Fuel Oil burned in each Capability Year:

Initial Capability Year$3,607,243

Second Capability Year$3,607,243

Third Capability Year$3,607,243

TC Ravenswood shall have no claim for additional payments and neither the NYISO nor its

customers shall have a claim for a refund or abatement if TC Ravenswood’s actual costs

associated with any of the items identified in this Section 3.A are more or less, respectively, than the Predetermined Costs set forth herein.

B. Costs Per Barrel. In addition to the payment of predetermined costs

established in Section 3.A, the NYISO shall pay to TC Ravenswood: (i) the commodity costs of
Fuel Oil burned in compliance with I-R3 to the extent they exceed the commodity costs of
burning natural gas as provided in Section 4.1.9 of the NYISO Services Tariff including
applicable taxes and emission allowance fees not included in TCR’s reference bid; and (ii)
operations and maintenance (“O&M”) expenses, which shall be calculated by multiplying a fixed
rate defined for each Capability Year times the number of barrels of Fuel Oil burned in each

month to provide Minimum Oil Service. The rates for O&M expenses under this TCR Minimum Oil Burn Agreement are as follows:

Initial Capability Year$0.45/bbl

Second Capability Year$0.45/bbl

Third Capability Year$0.45/bbl

Section 4.Additional Spot Barge Costs. In the event that TC Ravenswood

determines during the term of this TCR Minimum Oil Burn Agreement that additional
Fuel Oil must be obtained via a spot barge for any fuel oil usage at the Ravenswood site,
TC Ravenswood will provide the NYISO and Con Edison with as much notice as
possible and the NYISO shall pay to TC Ravenswood one-third of the costs of such
barge in the billing cycle following TC Ravenswood’s submittal of an appropriate
invoice.

Section 5. Billing Arrangements. The NYISO shall pay to TC Ravenswood,

through the billing procedures set forth in the NYISO’s Services Tariff, the appropriate
monthly share of the Predetermined Costs for the months May through September for
the relevant Capability Year commencing with May 2014 and shall allocate such
payment through the billing procedures set forth in the NYISO’s Services Tariff to all
load withdrawals, other than withdrawals to support third party station power, in the Con
Edison Transmission District (Load Zones H, I and J) based on load ratio shares for each
Load Serving Entity (“LSE”) for the month for which the payment is made. All other
costs to be paid pursuant to this TCR Minimum Oil Burn Agreement shall be billed to
the NYISO by TC Ravenswood as soon as reasonably practicable after they are incurred,
paid by the NYISO in accordance with the billing procedures set forth in the NYISO
Services Tariff and allocated to all load withdrawals, other than withdrawals to support
third party station power, in the Con Edison Transmission District based on load ratio
shares for each LSE for the month for which the payment is made.

Section 6.Termination/Amendment.This TCR Minimum Oil Burn

Agreement shall terminate on April 30, 2015. The NYISO and TC Ravenswood will use
reasonable commercial efforts to enter into another agreement and file it with the
Commission at least six months prior to the termination date. As part of this effort, TC
Ravenswood and the NYISO shall work together to negotiate an amendment or
replacement agreement which shall define the terms and conditions applicable to the
subsequent Capability Year(s) using the Commission’s Dispute Resolution Service as
necessary, pursuant to Section 4.1.9 of the NYISO Services Tariff. To the extent
confidential materials are adequately protected, Con Edison and the NYPSC will be
included in the discussions. Upon filing of such an amendment or replacement
agreement, the Parties shall request an effective date for the amendment or agreement of
May 1, 2017.

In the event the Parties are unable to reach agreement at least four months prior to April
30, 2017, the Parties may file an unexecuted agreement for the Commission’s review,
resolution of open issues and acceptance of one binding agreement pursuant to Section

4.1.9 of the NYISO Services Tariff. The Parties shall retain all rights under the Federal

Power Act, as applicable, under Section 4.1.9 of the NYISO Services Tariff, and under all other provisions in the NYISO Services Tariff to the extent applicable.

Section 7. Primary Jurisdiction. This TCR Minimum Oil Burn Agreement is

entered into pursuant to Section 4.1.9 of the NYISO Services Tariff and all terms and
conditions of this TCR Minimum Oil Burn Agreement are entered into pursuant to the
rates, terms, and conditions of the NYISO Services Tariff on file with the Commission,
including the limitation of liability and indemnification provisions of the NYISO
Services Tariff, except that, to the extent Section 4.1.9 of the NYISO Services Tariff may
be modified prior to the Termination Date of this TCR Minimum Oil Burn Agreement,
as such date may be extended by subsequent amendment or replacement, this TCR
Minimum Oil Burn Agreement shall remain in full force and effect. The Parties agree
that the Commission shall have primary jurisdiction over any dispute arising under this
TCR Minimum Oil Burn Agreement and that they will not institute any civil action
related to this TCR Minimum Oil Burn Agreement without first seeking Commission
relief. The NYISO shall have no liability in excess of any amount found due and owing
in a final Commission order after judicial review. Pursuant to the provisions of Section

4.1.9 of the NYISO Services Tariff, the NYISO shall file subsequent agreements,
including amendments and modifications to currently effective TCR Minimum Oil Burn
Agreement, with the Commission and seek Commission approval of the agreement. The
TCR Minimum Oil Burn Agreement and any subsequent amendment, extension or new
agreement pursuant to Section 4.1.9 shall be subject to the “public interest” standard of
review set forth in United Gas Pipe Line Co. v. Mobile Gas Service Corp.1 and Federal
Power Commission v. Sierra Pacific Power Co.2 (“Mobile Sierra doctrine”) to the full
extent legally permissible.3

Section 8. Limitation on Liability and Indemnification. The provisions of

Services Tariff Section 12.3, Limitation on Liability, and Section 12.4, Indemnification
are expressly incorporated by reference into this TCR Minimum Oil Burn Agreement.

Section 9. Law of Agreement. The interpretation and performance of this

TCR Minimum Oil Burn Agreement shall be in accordance with and controlled by the
laws of the State of New York and without regard to doctrines governing choice of law.

Section 10. Regulation. This TCR Minimum Oil Burn Agreement shall be
subject to all applicable and lawful governmental statutes, orders, rules and regulations
and is contingent upon the receipt and continuation of all necessary approvals or
authorizations from the Commission upon terms acceptable to TC Ravenswood and the
NYISO. This TCR Minimum Oil Burn Agreement shall be void and of no force and
effect if such Commission approval is not so obtained or continued. The Parties hereto

1 350 U.S. 332 (1956).

2 350 U.S. 348 (1956).

3 Morgan Stanley Capital Group Inc. v. Public Utility District No. 1, 128 S. Ct. 2733 (2008); NRG Power Marketing
LLC v. Maine Public Utilities Commission, 130 S. Ct. 693 (2010; Dominion Transmission Inc. v. FERC, 533
F.3d 845 (2008).

shall cooperate to obtain or continue all necessary approvals or authorizations, but no Party shall be liable to any other party for failure to obtain or continue such approvals or authorizations.

Section 11. Authority. Each Party represents that it has full power and
authority to enter into and perform this TCR Minimum Oil Burn Agreement and the
person signing this TCR Minimum Oil Burn Agreement on behalf of each party has been
properly authorized and empowered to sign this TCR Minimum Oil Burn Agreement.

Section 12. Binding Effect. This TCR Minimum Oil Burn Agreement shall be binding upon the Parties hereto, their administrators, successors and assigns.

Section 13. Headings. The headings used in this TCR Minimum Oil Burn Agreement are for convenience only and shall not be construed as a part of the TCR Minimum Oil Burn Agreement or as a limitation on the scope of the particular paragraphs to which they refer.

Section 14. Notices. Any notice or request made to or by either Party regarding this TCR Minimum Oil Burn Agreement to the representatives of the other as indicated below:

TC Ravenswood

Kristine Delkus

TransCanada Corporation 450 1st Street SW

Canada, T2P 5H1
Tel: (403) 920-2161
Fax: (403) 920-2392
Email:

us_regulatory_law@transcanada.com

James M. D’Andrea

TransCanada Services USA Inc. 532 Broadhollow Road, Suite 139 Melville, NY 11747

Tel: (508) 667-3282
Fax: (631) 501-5250

Email: jim_dandrea@transcanada.com

The NYISO

Kenneth L. Wiseman Mark F. Sundback Jennifer L. Spina

Lisa M. Purdy

Andrews Kurth LLP 1350 I Street, NW Suite 1100

Washington, DC 20005
Tel: (202) 662-2700
Fax: (202) 662-2739

Email: kwiseman@andrewskurth.com Email: msundback@andrewskurth.com Email: jspina@andrewskurth.com

Email: lpurdy@andrewskurth.com

Tel: (518) 356-7530

Fax: (518) 356- 7678

Email: mlampi@nyiso.com

Section 15.Force Majeure and New Regulations.In the event there is an

occurrence resulting from an Act of God, act of war, act of public enemies, rulers or people, or
stoppage or restraint of labor or trade from whatsoever cause, or riot or civil commotion that
prevent either Party from performing in accordance with the TCR Minimum Oil Burn
Agreement, or there is a material non-FERC jurisdictional regulatory change that materially
alters the ability of TCR to provide Minimum Oil Service, Minimum Oil Service ceases to be
required pursuant to NYSRC Local Reliability Rule I-R3 or Con Edison’s procedures for
operating its system in accordance with Rule I-R3, the Ravenswood Facility is out of service or
is facing an outage, or there is any other event that materially reduces TCR’s ability to provide
Minimum Oil Service, or the need for such service, TCR will exercise commercially reasonable
efforts to reduce the Predetermined Costs and other costs payable under this TCR Minimum Oil
Burn Agreement including, to the extent practicable, to attempt to renegotiate the terms and
conditions of the storage and transportation agreements with TCR’s suppliers, to reflect the then
current needs of the Parties. Amounts payable hereunder will be reduced by the amount of any
such avoidable costs with the intent of keeping TCR in a comparable economic position.

Section 16.Signatures.Signatures may occur by counterparts.Such

signatures shall have the same effect as if all signatures were on the same document.

IN WITNESS WHEREOF, the Parties hereto have caused this TCR Minimum Oil Burn Agreement to be executed by their duly authorized officers, and copies delivered to each Party, to become effective as of the Effective Date identified herein.

New York Independent System Operator,TC Ravenswood, LLC

Inc.

_____________________________________ ___________________________

Robert E. Fernandez, Esq.William C. Taylor

General CounselVice President

NYISOMike Hachey

10 Krey BoulevardDirector

Rensselaer, NY 12144TC Ravenswood Services, Corp.

Telephone: (518) 356-6220110 Turnpike Road, Suite 203

Email: rfernandez@nyiso.comWestborough, MA 01581

Telephone: (508) 871-1855

Counsel to New York Independent SystemTelephone: (508) 871-1852

Operator, Inc.Email: bill_taylor@transcanada.com

mike_hachey@transcanada.com

Vice President TC Ravenswood Services, Corp

CERTIFICATE OF SERVICE

I hereby certify that I have this day served the foregoing document upon each person

designated on the official service list compiled by the Secretary in this proceeding in accordance with the requirements of Rule 2010 of the Rules of Practice and Procedure, 18 C.F.R. §385.2010.
Dated at Rensselaer, NY this 20th day of August, 2014.

/s/ John C. Cutting

John C. Cutting

New York Independent System Operator, Inc.

10 Krey Blvd.

Rensselaer, NY 12144 (518) 356-7521