December 28, 2010

VIA ELECTONIC FILING

The Honorable Kimberly D. Bose Secretary

Federal Energy Regulatory Commission 888 First Street, NE

Washington, DC 20426

RE: Niagara Mohawk Power Corporation

Docket No. ER06-694-_____ and ER11-_____

Amended and Restated Interconnection Agreement between Niagara Mohawk Power Corporation and Niagara Wind Power, LLC and Erie Wind, LLC, First Revised Service Agreement No. 914

Dear Secretary Bose:

Pursuant to Section 205 of the Federal Power Act (“FPA”)1 and Part 35 of the
Commission’s regulations,2 Niagara Mohawk Power Corporation d/b/a National Grid
USA (hereafter “Niagara Mohawk”), submits for filing First Revised Service Agreement
No. 914 between Niagara Mohawk and Niagara Wind Power, LLC and Erie Wind, LLC
(“Amended Steel Winds I IA”). Pursuant to the Commission’s Order No. 714, the
Amended Steel Winds I IA has been designated by the New York Independent System
Operator, Inc. (“NYISO”) as First Revised Service Agreement No. 914 under NYISO’s
Open Access Transmission Tariff (“OATT”). With the exceptions noted in Section II of
this letter, the Interconnection Agreement conforms to the NYISO’s pro forma Small
Generator Interconnection Agreement (“SGIA”) that is contained in Attachment Z of the
NYISO OATT.

The Amended Steel Winds I IA supersedes the Original Service Agreement No. 914 (“Original Steel Winds I IA”) between Niagara Mohawk and Steel Winds LLC (Niagara Wind Power LLC is Steel Winds LLC’s successor).3

In addition, for the reasons discussed below, this Interconnection Agreement is
being filed contemporaneously with the joint filing by the NYISO and Niagara Mohawk
of Service Agreement No. 1676, an executed SGIA by and among the NYISO, Niagara
Mohawk, Erie Wind, LLC and Niagara Wind Power, LLC (“Steel Winds II IA”).

Amended and Restated Interconnection Agreement between Niagara Mohawk Power Corporation and Niagara Wind Power, LLC and Erie Wind, LLC
December 28, 2010

Page 2

I.BACKGROUND AND OVERVIEW OF FILING

Niagara Wind Power, LLC (“Niagara Wind Power”) is the current owner of the
existing 20 MW Steel Winds I wind generation plant and is currently interconnected to
Niagara Mohawk’s transmission system through facilities located at an existing collection
station. Erie Wind, LLC, a Niagara Wind Power affiliate, will own and construct a 15
MW wind generation plant (“Steel Winds II”). As described in the Steel Winds I IA, the
interconnection of the Steel Winds II plant will utilize and require modifications to the
existing facilities located at the existing collection station currently used for the
interconnection of the Steel Winds I plant. As a result, Niagara Wind and Erie Wind
have agreed to an undivided joint ownership interest in certain interconnection facilities
that are required to be utilized by both the Steel Winds I and Steel Winds II plants. These
jointly-owned interconnection facilities are described in Attachment 2 to the Amended
Steel Winds I IA.

Due to the jointly-owned interconnection facilities required to interconnect Erie
Wind’s Steel Wind II plant, the NYISO, Niagara Mohawk, Erie Wind, and Niagara Wind
Power have executed a four (4) party small generator interconnection agreement - the
Steel Winds II IA - to effectuate the interconnection of the 15 MW Steel Winds II plant.
Erie Wind, the Interconnection Customer under the Steel Winds II IA, will also have a
sole ownership interest in certain additional Interconnection Facilities described in
Attachment 2 to this Interconnection Agreement that are required to be constructed and
installed to enable the interconnection of the Steel Winds II plant to Niagara Mohawk’s
transmission system. The Original Steel Winds I IA is being revised to reflect this
undivided ownership interest in the Jointly Owned Interconnection Facilities and to add
Erie Wind, LLC as a party to the Amended Steel Winds I IA. In recognition of these
joint ownership interests, the parties have agreed to minor variations from the pro forma
NYISO SGIA.4

In addition, in order to accommodate Erie Wind’s development schedule and
allow the Steel Winds II plant to begin commercial operation prior to completion of
required System Upgrade Facilities that are described in Attachment 6 of the
Interconnection Agreement, the parties have agreed that an Interim Constrained
Operation Period will begin upon the Initial Synchonization Date of the Steel Winds II
plant and will be terminated upon the earlier of (a) December 31, 2011 or (b) ten business
days after the System Upgrade Facilities and Interconnection Facilities are In Service.
During the Interim Constrained Operation Period, both Niagara Wind and Erie Wind
shall ensure that the delivered output of the combined Steel Winds I and Steel Winds II
Small Generating Facilities does not exceed 10 MW on each of the Lines 149 and 150.

Amended and Restated Interconnection Agreement between Niagara Mohawk Power Corporation and Niagara Wind Power, LLC and Erie Wind, LLC
December 28, 2010

Page 3

II.PRO FORMA VARIATIONS

As noted herein, the Steel Winds I IA is based on the NYISO’s pro forma SGIA;
however the parties have agreed that a number of modifications to the pro forma SGIA
were necessary primarily as a result of (a) the Jointly Owned Interconnection Facilities
and (b) the Interim Constrained Operating Period. All of the parties to the Steel Winds I
IA agree that these changes are necessary. The Parties, however, are aware that the
Commission disfavors significant variations from the approved pro forma
interconnection agreements, and have accordingly made every effort to limit the number
of changes.

The Commission has accepted changes to the terms of the pro forma

interconnection agreements where, as here, there are unique circumstances associated
with the interconnections, including “reliability concerns, novel legal issues or other
unique factors.”5 The Parties have included as Attachment B to this filing a blackline of the Steel Winds I IA against the NYISO’s pro forma SGIA to highlight the extent of
changes to the pro forma and where these changes occur in the document. The Parties respectfully request that the Commission accept these modifications in light of the unique factors and circumstances explained herein.

A. Revisions to reflect the Jointly-Owned Interconnection Facilities

The Steel Winds I IA contains several changes that address the joint ownership of
certain Interconnection Facilities. For example, the Steel Winds I IA contains several
recitals that introduce and describe the existing collection station and the joint ownership
of interconnection facilities therein that are currently being utilized by the existing Steel
Winds I plant that will also be utilized, as modified, for the interconnection of the Steel
Winds II plant. In addition, the Interconnection Agreement contains several
modifications and additions to the pro forma SGIA that address operational and
administrative issues associated with the joint ownership of Interconnection Facilities.

There are a number of areas where coordination between Niagara Wind Power
and Erie Wind is of particular concern. Section 1.5.7 was added to the document to
reflect that Niagara Wind Power will act as the Operational Contact for Erie Wind on
issues related to the Steel Winds II plant and the existing collection station, which
contains both the sole use Interconnection Facilities and the Jointly Owned
Interconnection Facilities required for both the Steel Winds I and Steel Winds II plants.
Section 2.3 provides that both Niagara Wind Power and Erie Wind are obligated to
provide access to the NYISO and/or Niagara Mohawk to inspect these facilities prior to
energization of these facilities. The amended language in section 4.1 provides that Erie
Wind and Niagara Wind Power are jointly and severally liable for the cost of

Amended and Restated Interconnection Agreement between Niagara Mohawk Power Corporation and Niagara Wind Power, LLC and Erie Wind, LLC
December 28, 2010

Page 4

modifications to the Jointly Owned Interconnection Facilities, while changes in Article 6
indicate that all bills for work conducted by Niagara Mohawk on behalf of Erie Wind
pursuant to the terms of the Agreement shall be provided to Niagara Wind Power as the
designated operational contact. Section 7.7 was added to the Interconnection Agreement
to specifically recognize that Niagara Wind and Erie Wind are jointly and severally liable
for all obligations and responsibilities related to the Jointly Owned Interconnection
Facilities.

In addition changes were made to the Glossary of Terms found in Attachment 1 of
the Steel Winds I IA. These changes provide new defined terms where necessary, such
as “Existing Collection Station,” “Jointly Owned Interconnection Facilities” and
“Operational Contact” as well as modify existing defined terms in the pro forma SGIA.
These changes were required to accurately describe the unique circumstance created by
the joint ownership of interconnection facilities within the existing collection station.

B. Revisions related to the Interim Constrained Operating Period

The Interconnection Agreement has also been modified from the pro forma SGIA
to reflect the agreement of the Parties to provide for a limited period where the 20 MW
Steel Winds I plant and the 15 MW Steel Winds II plant are subject to a combined output
limit of 20 MW total with no more than a 10 MW maximum output on each of Niagara
Mohawk’s lines 149 and 150. This Interim Constrained Operation Period will allow Erie
Wind to bring its Steel Wind II plant into service prior to the final construction and

installation of the required System Upgrade Facilities. This limited interim operation period has been evaluated and reviewed by the Parties.

The Steel Winds I IA contains additional language that provides the terms and duration of the Interim Constrained Operation Period. The additional language reflects that the Parties have agreed that the delivered output of the combined Steel Winds I and the Steel Winds II plants will be limited during this period. Section 1.9 was added to the Steel Winds I IA along with additional defined terms required to describe this unique circumstance, including “Interim Constrained Operation,” “Interim Constrained
Operation Period” and “Final Interconnection.”

III.EFFECTIVE DATE

Niagara Mohawk respectfully requests that the Commission accept the Amended Steel Winds I IA with an effective date of December 20, 2010, the date the Parties
executed the Agreement. The Commission has allowed interconnection agreements to become effective on the date of execution, even when that date precedes the date that an interconnection agreement is filed.

Amended and Restated Interconnection Agreement between Niagara Mohawk Power Corporation and Niagara Wind Power, LLC and Erie Wind, LLC
December 28, 2010

Page 5

IV.COMMUNICATIONS

Communications regarding this filing should be addressed to the following

individuals, whose names should be entered on the official service list maintained by the

Secretary with respect to this docket:6

Daniel Galaburda

Assistant General Counsel National Grid

40 Sylvan Road

Waltham, MA 02451 (781) 907-1847

Daniel.Galaburda@us.ngrid.com

V.ATTACHMENTS

Sean A. Atkins
Stacey Tyrewala

Alston & Bird LLP The Atlantic Building 950 F Street, NW

Washington, DC 20004
Tel: (202) 756-3300
Fax: (202) 756-3333

sean.atkins@alston.com
stacey.tyrewala@alston.com

forma SGIA

6Niagara Mohawk respectfully requests waiver of 18 C.F.R. § 385.203(b)(3) to allow four persons

to be added to the service list in this proceeding.

Amended and Restated Interconnection Agreement between Niagara Mohawk Power Corporation and Niagara Wind Power, LLC and Erie Wind, LLC
December 28, 2010

Page 6

Copies of this filing have been served upon Niagara Wind, Erie Wind, the New York Public Service Commission and the NYISO.

Sincerely,

/s/ Daniel Galaburda

Sean A. AtkinsDaniel Galaburda

Stacey TyrewalaAssistant General Counsel

Alston & Bird LLPNational Grid

The Atlantic Building40 Sylvan Road

950 F Street, NWWaltham, MA 02451

Washington, DC 20004Tel: (781) 907-1847

Tel: (202) 756-3300Daniel.Galaburda@us.ngrid.com

sean.atkins@alston.com

stacey.tyrewala@alston.com

Counsel for Niagara Mohawk Power
Corporation, d/b/a National Grid

LEGAL02/32254006v2