NATIONAL GRID USA SERVICE COMPANY, INC.

40 SYLVAN ROAD

WALTHAM, MA 02451

1900 K STREET, NW, SUITE 1200
WASHINGTON, DC 20006-1109

December 22, 2010

Ms. Kimberly D. Bose, Secretary

Federal Energy Regulatory Commission 888 First Street, NE

Washington, DC 20426

Re: New York Independent System Operator, Inc., Docket No. ER11-____-000,

Filing of an Executed Amended and Restated Large Generator Interconnection
Agreement Among the New York Independent System Operator, Inc., National
Grid and Atlantic Wind, LLC, and Request for Waiver of the 60-Day Notice
Period

Dear Ms. Bose:

Pursuant to Section 205 of the Federal Power Act, Part 35 of the Commission’s

Regulations, 18 C.F.R. Part 35 (2010), and Section 11.3 of its Large Facility Interconnection
Procedures, the New York Independent System Operator, Inc. (“NYISO”) and Niagara
Mohawk Power Corporation d/b/a National Grid (“National Grid”) (collectively, “Joint Filing
Parties”) hereby tender for filing an Amended and Restated Executed Large Generator
Interconnection Agreement (“Amended Agreement”) among the NYISO, National Grid, and
Atlantic Wind, LLC (“Atlantic Wind”). The Joint Filing Parties respectfully request waiver of
the Commission’s 60-day notice period to make this Agreement effective as of December 13,
2010.

I.Discussion of Changes

The Amended Agreement supersedes a Large Generator Interconnection Agreement
(“LGIA”) among the parties that was filed in Docket No. ER08-1229-000, as Service
Agreement No. 1325 (“Original Agreement”). The Original Agreement was accepted by the
Commission on August 7, 2008.1 The Original Agreement stated that Atlantic Wind’s facility
(“Facility”) would have a total generating capacity of 120 MW and would consist of eighty 1.5
MW turbines.2 The Original Agreement also specified that the Point of Interconnection would
be approximately 6.8 miles from the Valley Station and 5.4 miles from the Inghams Station.

1 New York Independent System Operator, Inc. and National Grid USA Service Company, Inc., Letter Order, Docket No. ER08-1229-000 (issued August 7, 2008).

2 Additional details regarding the interconnection are found in Appendix C, Sheet No. 88 of this Agreement.

Ms. Kimberly D. Bose, Secretary December 22, 2010

Page 2

Since the filing of the Original Agreement, there have been several modifications to the

Facility and changes to some of the dates as reflected on the Appendix B Milestones page. The
Joint Filing Parties, therefore, submit this Amended Agreement to update the Appendices to
the Original Agreement. The NYISO has reviewed the changes and concluded that they are
not material.

Specifically, the Amended Agreement modifies the Appendices, as follows:

• Appendix A has been updated to reflect: (1) a reduction in size from 120 MW to 74

MW; (2) a change to the wind turbine generators from 80 GE 1.5 MW units to 37

Gamesa 2.0 MW units; (3) reductions in the 34.5 kV collection system and 34.5/115 kV
generator step-up transformer to match the 74 MW project size; (4) an updated one-line
diagram; and (5) ministerial changes including changing to the name of the
Interconnection Station to the “Fairfield Station” and defining the “Hardscrabble
Substation.”

• Appendix B has been updated to reflect several updates to the milestones, including

changing the Commercial Operation date from 12/31/2009 to 1/31/2011.

• Appendix C has been updated to reflect: (1) a reduction in size from 120 MW to 74

MW; (2) a change to the wind turbine generators from 80 GE 1.5 MW units to 37

Gamesa 2.0 MW units; (3) reductions in the 34.5 kV collection system and 34.5/115 kV generator step-up transformer to match the 74 MW project size; (4) changes in the
power factor range and gross plant reactive capability; and (5) a change in the Point of Interconnection. The Point of Interconnection has been moved approximately 1.6 miles to the west of the initial location, though the interconnection will be to the Valley-
Inghams #3 115 kV station, as provided in the Original Agreement. The Point of
Interconnection is now approximately 5.2 miles from the Valley Station, and
approximately 7.0 miles from the Inghams Station.

•Appendix F has been updated to reflect new contact information, including updated

titles, contact persons, and entity names.

The Amended Agreement does not contain any substantive changes to the body of the Commission-approved Original Agreement. The Amended Agreement, however, reflects the following ministerial corrections to the body of the Original Agreement: (1) removal of the Order No. 614 designations; (2) a new effective date; and (3) changes to reflect that this is the “Amended and Restated” version of the LGIA.

The Joint Filing Parties, therefore, respectfully request that the Commission accept this Amended Agreement.

Ms. Kimberly D. Bose, Secretary December 22, 2010

Page 3

II. Effective Date and Request for Waiver of the 60-Day Notice Period

The NYISO requests a December 13, 2010 effective date for the Agreement, which is
the date of execution. The NYISO respectfully requests that the Commission waive the normal
60-day notice period in order to permit the December 13, 2010.3 The Commission has
previously permitted interconnection agreements to become effective as of the date they are
executed.4

III.Communications and Correspondence

Communications regarding this filing should be directed to:

For the NYISO

Robert E. Fernandez, General Counsel

*Karen Georgenson Gach, Deputy General Counsel New York Independent System Operator, Inc.

10 Krey Boulevard

Rensselaer, NY 12144
Tel: (518) 356-6000
Fax: (518) 356-4702
rfernandez@nyiso.com
kgach@nyiso.com

*J. Kennerly Davis5
Hunton & Williams LLP
951 East Byrd Street
Richmond, VA 23219
Tel: (804) 788-8559
Fax: (804) 788-8218
kdavis@hunton.com

Vanessa A. Colón

Hunton & Williams LLP
1900 K Street, NW, Suite 1200 Washington, DC 20006-1109 Tel: (202) 955-1631

Fax: (202) 778-2201
vcolon@hunton.com

3 See Prior Notice and Filing Requirements Under Part II of the Federal Power Act, 64 FERC ¶ 61,139, reh’g denied, 65 FERC ¶ 61,081 (1993).

4 See, e.g., New York Independent System Operator, Inc. and Niagara Mohawk Power Corp., Letter Order, Docket No. ER08-427-000 (Feb. 28, 2008) (accepting interconnection agreement effective as of the execution date); New York Independent System Operator, Inc. and New York State Electric & Gas Corp., Letter Order, Docket Nos. ER07-1329-000, et al. (Jan. 3, 2008) (same).

5 The NYISO respectfully requests waiver of 18 C.F.R. § 385.203(b)(3) (2010) to permit service on counsel for the NYISO in both Washington, D.C. and Richmond, Virginia.

Ms. Kimberly D. Bose, Secretary December 22, 2010

Page 4

Transmission Commercial ServicesWaltham, MA 02451

National Grid USATel: (781) 907-1847

300 Erie Blvd. W.Fax: (781) 907-5701

Syracuse, New York 13202daniel.galaburda@us.ngrid.com

Tel: 315-428-6192

Douglas.Fuess@us.ngrid.com

* - Designated to receive service.

IV.Documents Submitted

The NYISO submits the following documents:

1.This filing letter;

2.Clean version of the Amended Agreement (Attachment I); and

3.A blacklined version showing the changes between the Original Agreement and

the Amended Agreement (Attachment II).

V.Service

The NYISO will send a paper copy of this filing to National Grid and Atlantic Wind.

The NYISO will send an electronic link to this filing to the official representative of each of its
customers, to each participant on its stakeholder committees, to the New York Public Service
Commission, and to the electric utility regulatory agency of New Jersey. In addition, the
complete public version of this filing will be posted on the NYISO’s website at
www.nyiso.com.

VI.Conclusion

Wherefore, the NYISO and National Grid respectfully request that the Commission accept the Amended Agreement effective December 13, 2010.

Respectfully submitted,

__/s/_________________ Vanessa A. Colón

Counsel for NYISO

__/s/_________________ Daniel Galaburda

Counsel for National Grid