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    <p align="left"><font face="Arial"><strong><small>About The Author:<br>
	<br>
	</small></strong><span lang="X-NONE" style="color: black"><font size="2">
	ROGER FELDMAN, Co-Chair of Andrews Kurth LLP Climate Change and Carbon 
	Markets Group has practiced law related to the finance of environmental and 
	energy projects and companies for 40 years.&nbsp; In particular, he has analyzed 
	and executed a wide variety and substantial value of project financings.&nbsp; He 
	chairs the American Bar Association&#8217;s Committee on Carbon Trading and 
	Finance, serves on the Board of the American Council for Renewable Energy, 
	and has been a senior official in the Federal Energy Administration.&nbsp; He is 
	a graduate of Brown University, Yale Law School and Harvard Business School.</font></span></font></p>
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    <td width="75%" valign="top"><img src="../images/feldman.gif" alt="Washington Viewpoint by Roger Feldman" border="0" WIDTH="375" HEIGHT="75"><p><b><u>April 1999</u><br>
    </b></p>
    <b><font FACE="Palatino" SIZE="5"><p></font><font face="Arial" size="6">Electric Articles
    of Confederation</font></b></p>
    <p><strong>by Roger Feldman&nbsp; -- &nbsp; Bingham, Dana and Gould, P.C.<br>
    </strong><font face="Arial" size="2">(<em>originally published by PMA OnLine Magazine:
    04/99</em>)</font></p>
    <p>&nbsp;<font FACE="Palatino" SIZE="2"></p>
    <p ALIGN="JUSTIFY"></font><font face="Arial">Transmission governance clearly is the great
    regulatory battleground now that, more and more states are falling into line with
    FERC&#146;s open access leadership. It is also the fault line between the utilities which
    have fallen back to the regulated customer distribution service strategy; the major power
    supply independents (mostly, though not exclusively, utility affiliates); and the
    mega-customers who have been the drivers for integrated national transmission operations.</font></p>
    <p ALIGN="JUSTIFY"><font face="Arial">FERC, the prime arbiter in the absence of
    Congressional action, which started out in favor of various democratic ISO mechanism
    recently has been increasingly susceptible to call for private transcos. Now it is having
    to assimilate the demands of the big consumers (as well as some mega utilities) for big
    national RTOs. We trace its wavering path below from insular New England to the strife
    torn Midwest to the self-certain Hamiltonian halls of ELCON.</font></p>
    <p ALIGN="JUSTIFY"><strong><font face="Arial">New England and the New
    Disestablishmentarianism</font></strong></p>
    <p ALIGN="JUSTIFY"><font face="Arial">The traditional power barons there generally have
    fallen back to power transmission (linked, perhaps, to other customer services) as their
    strategy. Now they are stumbling. The battle for governance of the local ISO received a
    strong populist affirmation from FERC last month. It rejected the efforts of NEPOOL&#146;s
    utility members to retain unassailable control of the formula that determined voting power
    (Docket No. ER 99-1142-000). An acceptable plan according to FERC would be one of
    sectorial governance such as that in PJM which provides for equal votes respectively for
    general owners, other suppliers, transmission owners, electric distributors, and end-use
    customers.</font></p>
    <p ALIGN="JUSTIFY"><font face="Arial">FERC did so, however, with a genteel restraint
    &#150; asking NEPOOL to go back and try yet again to do it right. That approach provoked a
    spirited dissent from Commissioner Massey, who was concerned with the impact on important
    NEPOOL decisions of the permitted absence of immediate reform. It seems he was right. The
    traditional denizens of the commanding heights are now asserting that during the interim
    period while a new NEPOOL management &quot;consensus&quot; is being forged for FERC
    review, the old rules should continue to apply &#150; even though major issues, such as
    congestion management, are slated to be resolved.</font></p>
    <p ALIGN="JUSTIFY"><strong><font face="Arial">Midwest and the New Dissension</font></strong></p>
    <p ALIGN="JUSTIFY"><font face="Arial">Meanwhile, FERC has been reaching out through
    consultation sessions with State Utility Commissioners (RM 99-2) regarding the creation of
    Regional Transmission Organizations (RTOs), in probable preparation for a rulemaking. The
    one clear theme of the sessions has been diversity: the regionality of the response,
    reflecting &#150; in part &#150; the conflicts of different utility strategies adapted
    under regional circumstances. While some ISOs, like PJM, are pleased with their compact
    size (though large volume of transactions), others &#150; notably in the strifetorn Middle
    West &#150; cry out for vigorous outside Federal action under Section 202(b) of the
    Federal Power Act to force all players under a big tent. Likening the proposed
    conditionally approved Midwest ISO to &quot;Swiss cheese&quot; because of its gaps, some
    State regulators, actually accused non-RTO utility participants of an intention to act
    discriminatorily. The conflict between the region&#146;s major proposed &quot;transco
    lite&quot; (proposed by the Transmission Alliance, a group of major utilities) and the
    MISO was characterized as promoting regional fragmentation. MISO, incidentally, is the
    first ISO not proposed by a powerpool, and is not planned to be a control center.
    Commonwealth Edison has itself proposed to form a transco, which would be a member of the
    MISO.</font></p>
    <p ALIGN="JUSTIFY"><strong><font face="Arial">Elcon and the New Nationalism</font></strong></p>
    <p ALIGN="JUSTIFY"><font face="Arial">While FERC grapples with the &quot;soft&quot; issues
    of democracy, diversity and equity in New England and the Midwest, the folks who brought
    us open access &#150; and have already benefited far more mightily than anyone else from
    it &#150; have a simpler vision. Asserts Elcon: End the debate; and create 3
    interconnection-wide RTOs covering large geographic regions. Several good arguments are
    presented: minimize loop flow; avoid utility manipulation of power flows for their own
    self interest; and provide overall control of transcos and ISOs. The leitmotif is one of
    dissatisfaction with ISOs as they are emerging. In Elcon&#146;s view, they are small,
    bureaucratic, trader unfriendly. Even, suggests Elcon &#150; perhaps thinking of NEPOOL -
    ISOs are guilty of acting like monopolists. Big customers and big traders favor big
    competitive markets.</font></p>
    <p ALIGN="JUSTIFY"><font face="Arial">So many &quot;News...&quot; FERC has been left to
    preside over an Electric Articles of Confederation. As suggested above, this seems like a
    conundrum so linked to core interests of power industry players, and so regionalized in
    its impacts, that nothing less than the arm wrestling of legislation will do to solve it.
    While the public eye has been on retail access and PUHCA repeal, it is in the creation of
    a New Transmission &quot;Constitution&quot; that the future of both the electric utility
    and the private merchant power industries lies.</font><font FACE="Palatino" SIZE="2"></p>
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    <p class="MsoBodyText" align="left" style="margin-bottom:0in;margin-bottom:.0001pt;
text-align:left"><font face="Arial" size="2">
	<span lang="X-NONE" style="color: black">ROGER FELDMAN, Co-Chair of Andrews 
	Kurth LLP Climate Change and Carbon Markets Group has practiced law related 
	to the finance of environmental and energy projects and companies for 40 
	years.&nbsp; In particular, he has analyzed and executed a wide variety and 
	substantial value of project financings.&nbsp; He chairs the American Bar 
	Association&#8217;s Committee on Carbon Trading and Finance, serves on the Board 
	of the American Council for Renewable Energy, and has been a senior official 
	in the Federal Energy Administration.&nbsp; He is a graduate of Brown University, 
	Yale Law School and Harvard Business School.</span></font></p>

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