United States
           Environmental Protection
           Agency
            0/fice of
            Solid Wast* and
            Ernergency Response
  &EPA
DIRECTIVE NUMBER: 9835.3-2A
TITLEl Model Administrative .Order on Consent for
    Remedial Investigation/Feasibility Study
            APPROVAL DATE:-
            EFFECTIVE DATE:
            ORIGINATING OFFICE: OWPE
            Q FINAL
            D DRAFT
             LEVEL OF DRAFT
                 — Signed by AA or OAA
               Da — Signed by Office Director
               DC — Review & Comment
           REFERENCE (other documents):
SWER      OSWER      OSWER
  DIRECTIVE    DIRECTIVE   Dl

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&EPA oswER DirectTvelnifiation Request 	 ^
Name of Contact Person
Stephen El 1 *
Mail Code Office Teiepnone Code
OS-S10 OWPE 475-9803
3. Title
Model Administrative Order on Consent for Remedial Investigation/Feasibility Study
4. Summary of Directive imcuce one! statement of purpose)
Revise previous version of Feb. 5, 1990 to reflect changes concerning new policy
that EPA will perform all rsik assessments at PRP-lead sites.
5. Keywords
6a. Does This Directive Supersede Previous
b. Does It Supplement Previous Directive(s)
7. Draft Level
x A - Signed by AA/OAA

Directive^!? ~ 1 11
No X Yes What directive (number, title)
9835. 3-1A, Same Title
X NO yes What directive (number, title)


8 - Signed by Office Director C - For Review & Comment 0 - in Devefopmen'
'——* 	 _ /



8. Document to be distributed to States bv Headauarters? Yes v No


This Request Meets OSWER Directives System Format Standards.
9. Signature of Lead Office Directives Coordinator
IvJ. O>^V/S^*^VA._ \A) vXA^s-o-os^
10. Name and Title of Approving Official
Date
7/<*/T
Date
   EPA Form 1315-17 (Rev. 5-«7> Previous editions are obsolete.
 OSWER      Of'VER        OSWER        O
VE   DIRECTIVE     DIRECTIVE     DIRECTIVE

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 SEPA
       U.S. Environmental Protection Agency
         OWPE Directive Initiation Slip
  Namo of Program Contact Person:
    Stephen  Ells
             Mall Coda:
              OS-510
  Offica:
  OWPE
Telephone:
 475-9803
  Document Number:
    9835.3-2A
          Does document supersede a previous one?  Q No Q Yes Doc. No. 9835.3-1A
          Does document supplement a previous one? a No Q Yes Doc. No.	
 Title: Model Administrative Order on Consent for Remedial Investigation/Feasibility Study
 Document Abstract:
      Revises  previous Model Order which Regions use in preparing site-specific RI/FS
      Consent  Orders.  This  version reflects the change in EPA  policy whereby EPA will not
      enter  into any Consent Orders with PRPs where  the PRPs perfrom the risk assessment
      portion  of the RI/FS.         .
 Keywords:
 Number of document pages (excluding OSWER
 Initiation Request sheets):
                       28
                  Target audience(s):

                   RPMs, ORCs
 Special requirements:
 Planned issue date:
                  Document Number Assigned (date):
 Document Status:

     Signed
 Date on Title Page:

     July 2, 1991
Transmittal Memo signed by:

	AA, Don Clay
Final distribution to:
Q Waste Mgt. Div. Dirs. Regs. I-X
19 Superfund Branch Chiefs
Q EDRS: Q Hard copy Q Diskette
9 OSWER Directive Coordinator
Q Other
   Q RCRA Branch Chiefs
   @ RAs. Regions I-X
   Q Depository libraries
   Q Regional paralegals
           12NTIS
           QGPO
           Q EPA Library
           G States by HQ
Will final document be releasable to the public? OEYes Q No
If not, cite appropriate FOIA exemption(s):
Will document be publicly available at a later date? QYes QNo
If yes, enter approximate time frame:
                             Comments:

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                                     INSTRUCTIONS
 In the top half of this form, you will describe the document itself. In the bottom half, you will give informa-^
 tion on the document's review and distribution.

 Some of the items requested are self-explanatory.  Those that are not are explained below.  If you need
 assistance, see the OWPE Directives Coordinator (Dariene Williams, mail code OS-505).
 Document Number.

 Document Abstract.
 Keywords.

 Number of  Document Pages.


 Target Audience(s).


 Special Requirements.
 Planned Issue Date.
 Document Number Assigned.
 Document Status.
Date on Title Page.


Reusability to the Public.


Comments.
This will be assigned by the OWPE Directives Coordinator.

This should describe the content of the document.  It will be used by
the National Technical Information Service and the OERR
Superfund Publications Catalog. The abstract may be revised as
the document progresses from draft to  final.

Select keywords from the attached list.

Count all pages; exclude the OSWER Initiation Request sheet. This
number may change as the document progresses from draft to final.

Enter the group or groups who are the intended recipients of the
information, e.g.. Regional counsels, RPMs, the general public, etc.

Note any production requirements that may require extra attention.
These could include cut tabs, colors, special bindings, diskettes,
etc. SPECIAL PRODUCTION REQUIREMENTS ARE DISCOUR-
AGED UNLESS THEY ARE ABSOLUTELY NECESSARY.

This is the date on which you want to release the final document.
Please note if there is a firm requirement, such as a statutory or
court-ordered deadline.

The OWPE Directives Coordinator will give you the date to enter
here.

Note the current version of the document, such as Working Draft,
Regional Review Copy, Final, etc. This information will allow the
OWPE Directives Coordinator to track your document through the
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"Document Status" entry in the first column.

If you are not sure whether your document is (or will be) releasable
to the public, contact the OWPE Directives Coordinator.

Note any other information that will help the OWPE Directives
Coordinator review, issue, and distribute your document.
Send twenty copies of each Directive to the OWPE Directives Coordinator (Dariene Williams, mail code
OS-505) within 5 working days of initial signoff by OWPE's Office Director or the AA/OSWER.

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                                   OSWER Directive Number 9835.3-2A
              UNITED STATES ENVIRONMENTAL PROTECTION AGENCY
                            REGION  [#]
 IN THE MATTER OF:                       )
                                         )
 [SITE NAME] [SITE NUMBER]               )
                                         )
 [COMPANY NAME                           )
  Address]                               )
                                         )
 RESPONDENT[S]                           )
                                         )
                                         )
 Proceeding Under Sections 104, 122(a),  )  U.S. EPA Docket No.
 and 122(d)(3) of the Comprehensive      )
 Environmental Response, Compensation,    )
 and Liability Act as amended            )
 (42 U.S.C SS 9604, 9622(a),              )
 9622(d)(3)).                            )
                  ADMINISTRATIVE ORDER ON CONSENT
           FOR REMEDIAL INVESTIGATION/FEASIBILITY STUDY
                      Operable Unit No.	

                         I.  INTRODUCTION

      1.   This Administrative Order on Consent (Consent Order) is
 entered  into voluntarily by the United States Environmental
 Protection Agency (EPA)  and [name of Respondent(s)]
 (Respondent(s)').   The Consent Order concerns the preparation of,
 performance of,  and reimbursement for all costs incurred by EPA
 in connection with a remedial investigation and feasibility study
 (RI/FS)  for the  [operable unit consisting of] at the [site name]
 located  in [site location] ("site")  [as well as past response
 costs].

                         II.  JURISDICTION

      2.   This Consent Order is issued under the authority vested
 in the President of the United States by sections 104, 122(a) and
 122(d)(3)  of the Comprehensive Environmental Response,
 Compensation,  and Liability Act,  as amended,  42 U.S.C. §§ 9604,
•9.62.2(a)-,  9622(d)(3)  (CERCLA) .   This authority was delegated to
 the Administrator of EPA on January 23,  1987, by Executive Order
 12580, 52  Fed. Reg.  2926 (1987),  and further delegated to

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                                   OSWER Directive Number 9835.3-2A

 Regional Administrators on September 13,  1987,  by  EPA Delegation
 No.  14-14-C.   [This authority has been redelegated by the
 Regional Administrator to 	.]

      3.   The  Respondent(s)  agrees to undertake  all actions
 required by the terms and conditions of this Consent Order.   In
 any  action by EPA or the United States to enforce  the terms of
 this Consent  Order,  Respondent(s)  consents to and  agrees not  to
 contest  the authority or jurisdiction of  the Regional
 Administrator to issue or enforce this Consent  Order, and agrees
 not  to contest the validity of this  Order or its terms.

                        III.   PARTIES BOUND

      4.   This Consent Order shall apply to and  be  binding upon
 EPA  and  shall be binding upon the Respondent(s) , its agents,
 successors, assigns,  officers,  directors  and principals.
 Respondent(s)  is jointly and severally responsible for carrying
 out  all  actions required of it by this Consent  Order.  The
 signatories to this Consent Order certify that  they are
 authorized to execute and legally bind the parties they  represent
 to this  Consent Order.   No  change in the  ownership or corporate
 status of the Respondent(s)  or of the facility  or  site shall
 alter Respondent(s)'  responsibilities under this Consent Order.

      5.   The'  Respondent(s)  shall provide  a copy of this  Consent
 Order to any  subsequent owners or successors before ownership
 rights or stock or assets in a corporate  acquisition are
 transferred.   Respondent(s)  shall provide a copy of this Consent
 Order to all  contractors, subcontractors,  laboratories,  and
 consultants which are retained to conduct any work performed
 under this Consent Order, within 14  days  after  the effective  date
 of this  Consent Order or the date of retaining  their services,
 whichever is  later.   Respondent(s) shall  condition any such
 contracts upon satisfactory compliance with this Consent Order.
 Notwithstanding the terms of any contract,  Respondent(s) is
 responsible for compliance  with this Consent Order and for
 ensuring that  its subsidiaries,  employees,  contractors,
 consultants,  subcontractors,  agents  and attorneys  comply with
 this  Consent Order.

                    IV.   STATEMENT OF PURPOSE

      6.   In entering  into this  Consent Order, the  objectives  of
 EPA and  the Respondent(s) are:   (a)  to determine the nature and
 extent of contamination  and  any threat to the public health,
welfare,  or the environment  caused by the release  or threatened
release  of hazardous  substances,  pollutants or  contaminants at or
 from  the site  or facility,  by conducting  a remedial
 investigation;  (b) to determine and  evaluate alternatives for

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                                   OSWER Directive Number 9835. 3-2A

 remedial action (if any)  to prevent,  mitigate  or  otherwise
 respond to or remedy any  release or threatened release  of
 hazardous substances,  pollutants,  or  contaminants at or from  the
 site or facility,  by conducting  a feasibility  study; and (c)  to
 recover response and oversight costs  incurred  by  EPA with respect
 to this Consent Order.

      7.   The activities conducted under this Consent Order are
 subject to approval by EPA and shall  provide all  appropriate
 necessary information for the RI/FS,  with the  exception of the
 baseline risk assessment  performed by EPA, and for a record of
 decision that is consistent with CERCLA and the National
 Contingency Plan (NCP), 40 C.F.R.  Part  300.  The  activities
 conducted under this Consent Order shall be conducted in
 compliance with all applicable EPA guidances,  policies,  and
 procedures.

                       V.   FINDINGS OF FACT

      [Note:  Provide enough information  in this section  for the
      Order to stand on its own.   The  findings  of  fact need to
      establish and justify the conclusions of  law set forth in
      the Order.]

      8.    [Identify the site with the name, location, and
 description,  including geography,  description  of  aquatic and
 terrestrial  communities,  and brief site history.]

      9.    [Provide information that there are  hazardous
 substances at the  site by listing the specific chemicals found at
 the  site,  and their locations, concentrations  and quantities
 where known,  including description of studies  conducted to find
 the  hazardous substances.]

      10.   [Describe actual and/or  potential release and
 contaminant migration pathways, making  clear that these are not
 exclusive.]

      11.   [Briefly note some health/environmental effects of  some
 major contaminants.]

      12.   [State that the  site is  on  the [proposed] National
 Priorities List.   Reference  section 105 of CERCLA and Federal
 Register  in which  notice of  listing appeared.]

      13.   [Identify each Respondent,  i.e., name/business.]

      14.   [For each Respondent, state the connection between the
Respondent and the site,  e.g., owner  or operator  of a hazardous

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                                  OSWER Directive Number 9835.3-2A

waste site, or person who arranged for disposal or treatment of,
or transporter of hazardous  substances found at the site.]

     15.   [Identify prior response and enforcement actions, if
any, taken at the site.]

            VI.   CONCLUSIONS OF LAW AND DETERMINATIONS

     16.   The site is a "facility" as defined in section 101(9)
Of CERCLA, 42 U.S.C. §9601(9).

     17.   Wastes and constituents thereof  [at the site, sent to
the site,  disposed of at the site, and/or transported to the
site] identified in paragraph  9 are "hazardous substances" as
defined in section 101(14) of  CERCLA, 42 U.S.C. §9601(14), or
constitute "any pollutant or contaminant" that may present an
imminent and substantial danger to public health or welfare under
section 104(a)(1) of CERCLA.

     18.   The presence of hazardous substances at the site or the
past, present or potential migration of hazardous substances
currently  located at or emanating from the site, constitute
actual and/or threatened "releases" as defined in section 101(22)
of CERCLA, 42 U.S.C. §9601(22).

     19.   Respondent(s) is a "person" as defined in section
101(21) of CERCLA, 42 U.S.C. §9601(21).

     20.   Respondent(s) is a responsible party under sections
104, 107 and 122 Of CERCLA,  42 U.S.C. §§ 9604, 9607 and 9622.

     21.   The actions required by this Consent Order are
necessary  to protect the public health or welfare or the
environment, are in the public interest, 42 U.S.C. §9622(a), are
consistent with CERCLA and the NCP, 42 U.S.C. §§ 9604(a)(l),
9622(a), and will expedite effective remedial action and minimize
litigation, 42 U.S.C. §9622(a).

                           VII.;  NOTICE                -

     22.   By providing a copy  of this Consent Order to the state,
EPA is notifying the state of  [name of state] that this Order is
being issued and that EPA is the lead agency for coordinating,
overseeing, and enforcing the response action required by the
Order.

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                                   OSWER Directive Number 9835. 3-2A

                     VIII.  WORK TO BE PERFORMED

      23.  All work performed under this Consent  Order  shall  be
 under the direction and supervision of qualified personnel.
 Within 30 days of the effective date of this  Order,  and before
 the work outlined below begins, the Respondent(s)  shall notify
 EPA in writing of the names, titles,  and  qualifications of the
 personnel, including contractors, subcontractors,  consultants and
 laboratories to be used in carrying out such  work.   The
 qualifications of the persons undertaking the work for
 Respondent(s)  shall be subject to EPA's review,  for  verification
 that such persons meet minimum technical  background  and
 experience requirements.   This Order is contingent on
 Respondent(s)' demonstration to EPA's satisfaction that
 Respondent(s)  is qualified to perform properly and promptly  the
 actions set forth in this  Consent Order.   If  EPA disapproves in
 writing of any person(s)•  technical qualifications,  Respondent(s)
 shall notify EPA of the identity and qualifications  of the
 replacement(s) within 30 days of the written  notice.   If EPA
 subsequently disapproves of the replacement(s),  EPA  reserves the
 right to terminate this Order and to conduct  a complete RI/FS,
 and to seek reimbursement  for costs and penalties  from
 Respondent(s).  During the course of  the  RI/FS,  Respondent(s)
 shall notify EPA in writing of any changes or additions in the
 personnel used to carry out such work,  providing their names,
 titles,  and qualifications.   EPA shall have the  same right to
 approve changes and additions to personnel as it has hereunder
 regarding the  initial notification.

      24.   Respondent(s) shall conduct activities and submit
 deliverables as provided by the attached  RI/FS Statement of  Work,
 which is  incorporated by reference,  for the development of the
 RI/FS.  All such work shall be conducted  in accordance with
 CERCLA, the NCP,  and EPA guidance including,  but not limited to,
 the  "Interim Final Guidance for Conducting Remedial
 Investigations and Feasibility Studies under  CERCLA" (OSWER
 Directive # 9355.3-01), "Guidance for Data Useability  in Risk
 Assessment"  (OSWER Directive #9285.7-05)  and  guidances referenced
 therein,  and guidances referenced in  the  Statement of  Work,  as
 may  be  amended or modified by EPA.  The general  activities that
 Respondent(s)  is required  to perform  are  identified  below,
 followed  by a  list of deliverables.   The  tasks that  Respondent(s)
 must perform are described more fully in  the  Statement of Work
 and  guidances.   The activities and deliverables  identified below
 shall be  developed as provisions  in the work  plan and  sampling
 and  analysis plan,  and shall be submitted to  EPA as  provided.
All  work  performed under this Consent Order shall be in
 accordance with the schedules herein,  and in  full accordance with
the  standards,  specifications,  and other  requirements  of the work
plan and  sampling and analysis plan,  as initially approved or

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                                  OSWER Directive Number 9835.3-2A

modified  by  EPA,  and as  may  be  amended or modified by EPA from
time to time.   For the purposes of this Order, day means calendar
day unless otherwise noted in the Order.

A. Task I; Scoping.   EPA determines the site-specific objectives
of the RI/FS and  devises a general management approach for the
site, as  stated in the attached Statement of Work.  Respondent(s)
shall conduct  the remainder  of  scoping activities as described in
the attached Statement of Work  and referenced guidances.  At the
conclusion of  the project planning phase, Respondent(s) shall
provide EPA  with  the following  deliverables:


     1. RI/FS  Work Plan.  Within 	 days of the effective date
     of this Order,  Respondent(s) shall submit to EPA a complete
     RI/FS work plan.  If EPA disapproves of or requires
     revisions to the RI/FS  work plan, in whole or in part,
     Respondent(s)  shall amend  and submit to EPA a revised work
     plan which is responsive to the directions in all EPA
     comments,  within 	 days  of receiving EPA's comments.

     2. Sampling  and Analysis Plan.  Within 	 days of the
     effective date of this  Order, Respondent(s) shall submit to
     EPA  the sampling and analysis plan.  This plan shall consist
     of a field sampling plan  (FSP) and a quality assurance
     project plan (QAPjP), as described in the Statement of Work
     and  guidances.   If  EPA  disapproves of or requires revisions
     to the  sampling and analysis plan, in whole or in part,
     Respondent(s)  shall amend  and submit to EPA a revised
     sampling  and analysis plan which is responsive to the
     directions in all EPA comments, within 	 days of receiving
     EPA's comments.

     3. Site Health and  Safety  Plan.  Within 	 days of the
     effective date of this  Order, Respondent(s) shall submit to
     EPA  the site health and safety plan.

     Following approval  or modification by EPA, the RI/FS work
     plan and  the sampling and  analysis plan are incorporated by
     reference herein.

B. Task II;  Community Relations Plan.  EPA will prepare a
community relations plan, in accordance with EPA guidance and the
NCP.  Respondent(s)  shall provide information supporting EPA's
community relations  programs.

C. Task III; Site Characterization.  Following EPA approval or
modification of the  work plan and sampling and analysis plan,
Respondent(s)  shall  implement the provisions of these plans to
characterize the  site.   Respondent(s) shall complete site

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                                   OSWER Directive Number 9835.3-2A

 characterization within 	 months of  EPA approval or
 modification of the work plan and sampling and analysis  plan.
 Respondent(s)  shall provide EPA with analytical data within 	
 days of each sampling activity,  in a electronic format  (i.e.,
 computer disk)  showing the location, medium and results.  Within
 7  days of completion of field activities,  Respondent(s)  shall
 notify EPA in writing.   During site characterization,
 Respondent(»>  shall provide EPA with the  following deliverables,
 as described in the Statement of Work  and work plan:

           1.   Technical Memorandum on  Modeling of Site
           Characteristics.   Where Respondent(s) proposes that
           modeling  is appropriate,  within 	 days of the
           initiation of site characterization, Respondent(s)
           shall submit a technical memorandum on modeling of site
           characteristics,  as described in the Statement of Work.
           If  EPA disapproves of  or requires revisions to the
           technical memorandum on modeling of site
           characteristics,  in whole or in part, Respondent(s)
           shall amend and submit to EPA a revised technical
           memorandum on modeling of site  characteristics which is
           responsive to the directions in all EPA comments,
           within	 days of receiving EPA's comments.

           2.; Preliminary Site Characterization Summary.  Within
           	 days  of completion of the field sampling and
           analysis,  as  specified in the work plan, Respondent(s)
           shall submit  a site characterization summary to EPA.

D.  Draft  Remedial  Investigation Report  [See Task III of the
attached Statement  of Work.]   Within 	  days of receipt,
respondent(s) shall submit  a draft remedial  investigation report
consistent with the Statement of Work,  work  plan, sampling and
analysis plan.   If  EPA  disapproves  of  or  requires revisions to
the remedial investigation  report,  in  whole  or in part,
Respondent(s) shall amend and submit to EPA  a revised remedial
investigation report which  is responsive  to  the directions in all
EPA comments, within 	 days of receiving EPA's comments.

E.  Task IV;  Treatability  Studies.  Respondent(s) shall conduct
treatability studies, except where  Respondent(s) can demonstrate
to EPA's satisfaction that  they  are not needed.  Major components
of the treatability studies  include determination of the need for
and scope  of studies, the design of the studies, and the
completion of the studies,  as described in the Statement of Work.
During treatability studies,  Respondent(s) shall provide
EPA with the following deliverables:

           1. Identification  of Candidate Technologies Memorandum.
          This memorandum shall  be  submitted within 	  days of

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                        OSWER Directive Number 9835.3-2A

 the  effective date  of this Order.  If EPA disapproves
 of or  requires revisions to the technical memorandum
 identifying  candidate technologies, in whole  or in
 part,  Respondent(s)  shall amend and submit to EPA a
 revised  technical memorandum identifying candidate
 technologies which  is responsive to the directions in
 all  EPA  comments, within 	 days  of receiving EPA's
 comments.

 2. Treatabilitv Testing Statement of Work.  If EPA
 determines that treatability testing is required,
 within 	 days thereafter [or as specified by EPA],
 Respondent(s)  shall  submit a treatability testing
 statement of work.

 3. Treatabilitv Testing Work Plan.  Within 	 days
 of submission of the treatability testing statement of
 work,  Respondent(s)  shall submit a treatability testing
 work plan, including a schedule.  If EPA disapproves of
 or requires  revisions to the treatability testing work
 plan,  in whole or in part, Respondent(s) shall amend
 and  submit to EPA a  revised treatability testing work
 plan which is responsive to the directions in all EPA
 comments, within 	 days of receiving EPA's  comments.

 4. Treatabilitv Study Sampling and Analysis Plan.
 Within 	 days of the identification of the  need for a
 separate or  revised  QAPP or FSP,  Respondent(s) shall
 submit a treatability study sampling and analysis plan.
 If EPA disapproves of or requires revisions to the
 treatability study sampling and analysis plan, in whole
 or in  part,  Respondent(s) shall amend and submit to EPA
 a revised treatability study sampling and analysis plan
 which  is responsive  to the directions in all  EPA
 comments, within 	 days of receiving EPA's  comments.

 5. Treatabilitv Study Site Health and Safety  Plan.
 Within 	 days of the identification of the  need for a
 revised  health and safety plan, Respondent(s) shall
 submit a treatability study site health and safety
 plan.

 6. Treatability Study Evaluation Report.  Within 	
 days of  completion of any treatability testing,
 Respondent(s)  shall  submit a treatability study
 evaluation report as provided in the Statement of Work
 and work plan.  If EPA disapproves of or requires
 revisions to the treatability study report, in whole or
 in part, Respondent(s) shall amend and submit to EPA a
revised  treatability study report which is responsive

                      8

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                                   OSWER Directive Number 9835.3-2A

           to the directions in all EPA comments, within 	 days
           of receiving EPA's comments.

 F.  Task V;  Development and Screening of Alternatives.
 Respondent(s) shall develop an appropriate range of waste
 management options that will be evaluated through the development
 and screening of alternatives, as provided in the Statement of
 Work and work plan.  During the development and screening of
 alternatives,'Respondent(s) shall provide EPA with the following
 deliverables:

     ...J.. Memorandum on Remedial Action Objectives.  Within 	
      days of receipt of EPA's baseline risk assessment,
      Respondent(s) shall submit a memorandum on remedial action
      objectives.

      2. Memorandum on Development and Preliminary Screening of
      Alternatives. Assembled Alternatives Screening Results and
      Final Screening.  Within  	 days of submittal of the
      memorandum on remedial action objectives, Respondent(s)
      shall submit a memorandum summarizing the development and
      screening of remedial alternatives,  including an
      alternatives array document as described in the Statement of
      Work.
             i
-G. Task VI;   Detailed Analysis of Alternatives.  Respondent(s)
 shall conduct a detailed analysis of remedial alternatives, as
 described in the Statement of Work and work plan.  During the
 detailed analysis of alternatives, Respondent(s) shall provide ..
_EPA with the following deliverables and presentation:

      1. Report on Comparative Analysis and Presentation to EPA.
      Within  	 days of submission of a memorandum on the
      development and screening of remedial alternatives,
      Respondent(s)  shall submit a report on comparative analysis
      to EPA  summarizing the results of the comparative analysis
      performed between the remedial alternatives.  If EPA
      disapproves of or requires revisions to the report on
      comparative analysis,  Respondent(s)  shall amend and submit
      to EPA  a revised report on comparative analysis which is
      responsive to the directions in all EPA comments, within 	
      days of receiving EPA's comments.  Within two weeks of
      submitting the original report on comparative analysis,
      Respondent(s)  shall make a presentation to EPA during which
      Respondent(s)  shall summarize the findings of the remedial
      investigation and remedial action objectives,  and present
      the results of the nine criteria evaluation and comparative
      analysis,  as described in the Statement of Work.

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                                   OSWER Directive Number 9835.3-2A

           2.  Draft Feasibility  Study  Report.  Within 	 days of
           the presentation to EPA, Respondent(s)  shall  submit a
           draft feasibility study  report which reflects the
           findings in EPA's baseline  risk assessment.
           Respondent(s)  shall refer to Table 6-5  of the RI/FS
           Guidance for report content and format.  If EPA
           disapproves of or requires  revisions to the draft
           feasibility study report in whole or in part,
           Respondent(s)  shall amend and submit to EPA a revised
           feasibility study report which is responsive  to the
           directions in all EPA comments, within  	 days of
           receiving EPA's comments.   The report as amended, and
           the administrative record,  shall provide the  basis for
           the proposed plan under  CERCLA §§ 113(k) and  117(a) by
           EPA,  and shall document  the development and analysis of
           remedial alternatives.

     25.   EPA reserves the right to comment on, modify  and direct
changes for all deliverables.   At  EPA's discretion, Respondent(s)
must fully correct all deficiencies and incorporate and integrate
all information and comments supplied by EPA either in  subsequent
or resubmitted deliverables.

     26.   Respondent(s)  shall not  proceed further with  any
subsequent activities or tasks  until  receiving EPA approval for
the following deliverables:  RI/FS  work plan and sampling and
analysis plan,  draft remedial investigation report, treatability
testing work  plan  and sampling  and analysis plan, [delete any of
the foregoing not  required as a deliverable] and  draft
feasibility study  report.   While awaiting EPA approval  on these
deliverables,  Respondent(s)  shall  proceed with all other tasks
and activities which may be conducted independently of  these
deliverables,  in accordance with the  schedule set forth in this.
Consent Order.

     27.   Upon" receipt of  the draft FS report, EPA will evaluate,
as necessary,  the  estimates of  the risk to the public and
environment that are expected to remain after a particular
remedial alternative has been completed.

     28.   For all  remaining deliverables not enumerated above in
paragraph  26,  Respondent(s)  shall  proceed with all subsequent
tasks, activities  and deliverables without awaiting EPA approval
on the submitted deliverable.   EPA reserves the right to stop
Respondent(s)  from proceeding further, either temporarily or
permanently,  on any task,  activity or deliverable at any point
during the RI/FS.

     29.   In  the event that Respondent(s) amends  or revises a
report, plan  or other submittal upon  receipt of EPA comments, if

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                                  OSWER Directive Number 9835.3-2A

 EPA subsequently disapproves  of the revised submittal,  or if
 subsequent  submittals  do  not  fully reflect EPA's directions for
 changes,  EPA retains the  right to seek stipulated or statutory
 penalties;  perform its own  studies, complete the RI/FS  (or any
 portion of  the RI/FS)  under CERCLA and the NCP, and seek
 reimbursement from the Respondent(s) for its costs; and/or seek
 any other appropriate  relief.

      30.  In the event that EPA takes over some of the  tasks, but
 not the preparation of the  RI/FS, Respondent(s) shall incorporate
 and integrate information supplied by EPA into the final RI/FS
 report.

      31.  Neither failure of  EPA to expressly approve or
 disapprove  of Respondent(s)'  submissions within a specified time
 period(s),  nor the absence  of comments, shall be construed as
 approval  by EPA.   Whether or  not EPA gives express approval for
 Respondent(s)'  deliverables,  Respondent(s) is responsible for
 preparing deliverables acceptable to EPA.

      32.  Respondent(s) shall, prior to any off-site shipment of
 hazardous substances from the site to an out-of-state waste
 management  facility, provide  written notification to the
 appropriate state environmental official in the receiving state
 and to  EPA's Designated Project Coordinator of such shipment of
 hazardous substances.   However, the notification of shipments
 shall not apply to any such off-site shipments when the total
 volume  of such shipments  will not exceed 10 cubic yards.

      (a)  The notification  shall be in writing, and shall include
 the  following information,  where available:  (1) the name and
 location  of  the facility  to which the hazardous substances are to
 be  shipped;  (2)  the type  and  quantity of the hazardous  substances
 to be shipped;  (3)  the expected schedule for the shipment of the
 hazardous substances;  and (4) the method of transportation.
 Respondent(s)  shall notify  the receiving state of major changes
 in the shipment plan,  such  as a decision to ship the hazardous
 substances to another  facility within the same state, or to a
 facility  in  another state.

      (b)  The identity of the receiving facility and state will
 be determined by Respondent(s) following the award of the
 contract  for  the remedial investigation and feasibility study.
Respondent(s)  shall provide all relevant information, including
 information under  the  categories noted in paragraph 31(a) above,
on the off-site shipments, as soon as practical after the award
of the contract and before the hazardous substances are actually
shipped.
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                                   OSWER Directive Number 9835. 3-2A

                IX. EPA'S BASELINE RISK ASSESSMENT

      33.   EPA will perform the baseline risk assessment.
 Respondent(s)  shall support EPA in the  effort by providing
 various information to EPA as outlined  above.  The major
 components of the baseline risk assessment  include contaminant
 identification,  exposure assessment,  toxicity assessment, and
 human health and ecological risk characterization.

 EPA will  provide, after review of the respondent's site char-
 acterization summary,  sufficient information concerning the
 baseline  risks such that the respondent(s)  can begin drafting the
 feasibility study report and the Memorandum on Remedial Action
 Objectives.   This information will normally be in the form of two
 or  more baseline risk  assessment memoranda  prepared by EPA.  One .
 memorandum will  generally include a list of the chemicals of
 concern for human health and ecological effects and the
 corresponding toxicity values.   Another should list the current
 and potential future exposure scenarios, exposure assumptions,
 and exposure point concentrations that  EPA  plans to use in the
 baseline  risk assessment.   The public,  including the
 Respondent(s), may comment on these memoranda.  However, the
 Agency is obligated to respond only to  significant comments that
 are submitted during the formal public  comment period.

 After considering any  significant comments  received, EPA will
 prepare a baseline risk assessment report based on the data
 collected by the  respondents during the site character-
 ization.   EPA will release this report  to the public at the same
 time it releases  the final RI report.   Both reports will be put
 into the  administrative record for the  site.

 EPA will  respond  to all significant comments on the memoranda or
 the baseline risk assessment that are resubmitted during the
 formal  comment period  in the Responsiveness Summary of the Record
 of  Decision.

                X.  MODIFICATION OF THE WORK PLAN

      34.   If at any time during the RI/FS process, Respondent(s)
 identifies a need for  additional data,  a memorandum documenting
 the need  for additional data shall be submitted to the EPA
 Project Coordinator within  20 days of identification.  EPA in its
 discretion will determine whether the additional data will be
 collected by Respondent(s)  and whether  it will be incorporated
 into  reports and  deliverables.

      35.   In the  event of conditions  posing an immediate threat
to human  health or welfare  or the environment, Respondent(s)
shall notify EPA  and the state  immediately.  In the event of

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                                   OSWER Directive Number 9835.3-2A

 unanticipated or changed circumstances at the site, Respondent(s)
 shall notify the EPA Project Coordinator by telephone within 24
 hours of discovery of the unanticipated or changed circumstances.
 In addition to the authorities in the NCP, in the event that EPA
 determines that the immediate threat or the unanticipated or
 changed circumstances warrant changes in the work plan, EPA shall
 modify or amend the work plan in writing, accordingly.
 Respondent(ar> .shall perform the work plan as modified or amended.

      36.  EPA may determine that in addition to tasks defined in
 the initially approved work plan, other additional work nay be
 necessary to accomplish the objectives of the RI/FS as set forth
 in the Statement of Work for this RI/FS.  EPA may require that
 the Respondent(s) perform these response actions in addition to
 those required by the initially approved work plan, including any
 approved modifications, if it determines that such actions are
 necessary for a complete RI/FS.  Respondent(s)  shall confirm its
 willingness to perform the additional work in writing to EPA
 within 7 days of receipt of the EPA request or Respondent(s)
 shall invoke dispute resolution.   Subject to EPA resolution of
 any dispute,  Respondent(s)  shall implement the additional tasks
 which EPA determines are necessary.   The additional work shall be
 completed according to the standards, specifications, and
 schedule set forth or approved by EPA in a written modification
 to the work plan or written work plan supplement.  EPA reserves
 the right to conduct the work itself at any point,  to seek
 reimbursement from Respondent(s), and/or to seek any other
 appropriate relief.

                       XI.  QUALITY ASSURANCE

      37.   Respondent(s)  shall assure that work performed, samples
"taken and analyses conducted conform to the requirements of the
 Statement of  Work,  the QAPP and guidances identified therein.
 Respondent(s) will assure  that field personnel used by
 Respondent(s) are properly trained in the use of field equipment
 and in chain  of  custody procedures.

           XII.   FINAL RI/FS.  PROPOSED PLAN.  PUBLIC COMMENT.
               RECORD OF DECISION. ADMINISTRATIVE RECORD

      38.   EPA retains the  responsibility for the release to the
 public of the RI/FS  report.   EPA  retains responsibility for the
 preparation and  release to  the public of the proposed plan and
 record of decision  in accordance  with CERCLA and the NCP.

      39.   EPA shall  provide Respondent(s)  with the final RI/FS
 report, proposed plan and record  of  decision.
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                                   OSWER Directive Number 9835.3-2A

      40.   EPA will determine the  contents  of the  administrative
record file for selection of the  remedial  action.  Respondent(s)
must  submit to EPA documents developed  during the course of the
RI/FS upon which selection of the response action may be based.
Respondent(s)  shall provide copies of plans, task memoranda
including documentation of field  modifications, recommendations
for further action,  quality assurance memoranda and audits, raw
data,  field notes,  laboratory analytical reports  and other
reports.   Respondent(s)  must additionally  submit  any previous
studies conducted under state,  local or other federal authorities
relating  to selection of the response action, and all
communications between Respondent(s) and state, local or other
federal authorities concerning selection of the response action.
At EPA's  discretion,  Respondent(s)  may  establish  a community
information repository at or near the site, to house one copy of
the administrative record.

               XIII.  PROGRESS REPORTS AND MEETINGS

      41.   Respondent(s)  shall make presentations  at, and
participate in,  meetings at the request of EPA during the
initiation,  conduct,  and completion of  the RI/FS.  In addition to
discussion of  the technical aspects of  the RI/FS, topics will
include anticipated problems or new issues.  Meetings will be
scheduled at'EPA's discretion.

      42.   In addition to the deliverables  set forth in this
Order,  Respondent(s)  shall  provide to EPA  monthly progress
reports by the 10th day of  the following month.   At a minimum,
with  respect to the preceding month, these progress reports shall
(1) describe the actions which have been taken to comply with
this  Consent Order during that month, (2)  include all results of
sampling  and tests and all  other  data received by the
Respondent(s),  (3)  describe work  planned for the  next two months
with  schedules relating such work to the overall  project schedule
for RI/FS completion and (4)  describe all  problems encountered
and any anticipated problems,  any actual or anticipated  delays,
and solutions  developed and implemented to address any actual or
anticipated problems or delays.

   XIV. SAMPLING. ACCESS. AND DATA AVAILABILITY/ADMISSIBILITY

      43.   All  results of sampling,  tests,  modeling or other data
(including raw data)  generated by Respondent(s),  or on
Respondent(s)'  behalf,  during implementation of this Consent
Order,  shall be submitted to EPA  in the subsequent monthly
progress  report as described in Section XII of this Order.  EPA
will make  available  to the  Respondent(s) validated data  generated
by EPA  unless  it is  exempt  from disclosure by any federal or
state law  or regulation.

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                                   OSWER Directive Number 9835. 3-2A

      44.   Respondent(s)  will verbally notify EPA- at  least  15  days
 prior to conducting significant field events as  described  in  the
 Statement of Work,  work  plan or sampling  and analysis plan.   At
 EPA's verbal or written  request,  or the request  of EPA's
 oversight assistant,  Respondent(s)  shall  allow split or duplicate
 samples to be taken by EPA (and its authorized representatives)
 of any samples collected by the Respondent(s)  in implementing
 this Consent-Order.   All split samples of Respondent(s)  shall be
 analyzed by the methods  identified in the QAPP.

      45.   At all reasonable times,  EPA and  its authorized
 representatives shall have the authority  to enter and freely  move
 about all property  at the site and off-site areas where work, if
 any,  is being performed,  for the purposes of inspecting
 conditions,  activities,  the results of activities, records,
 operating logs, and contracts related to  the site or
 Respondent(s)  and its contractor pursuant to this Order;
 reviewing the progress of the Respondent(s)  in carrying out the
 terms of  this Consent Order;  conducting tests as EPA or its
 authorized representatives deem necessary;  using a camera, sound
 recording device or other documentary type  equipment; and
 verifying the data  submitted to EPA by the  Respondent(s).  The
 Respondent(s)  shall  allow these persons to  inspect and  copy all
 records,  files, photographs,  documents, sampling and monitoring
 data,  and other writings related to work  undertaken  in  carrying
 out this  Consent Order.   Nothing herein shall be interpreted  as
 limiting  or  affecting EPA's right of entry  or inspection
 authority under federal  law.   All parties with access to the  site
 under this paragraph  shall comply with all  approved  health and
 safety plans.

      46.   The  Respondent(s) may assert a  claim of business
 confidentiality covering part or  all of the information submitted
 to EPA pursuant to the terms  of this Consent Order under 40
 C.F.R.  §2.203,  provided  such  claim is allowed by section
 104(e)(7)  of CERCLA,  42  U.S.C.  S9604(e)(7).   This claim shall be
 asserted  in  the manner described  by 40 C.F.R.  $2.203(b)  and
 substantiated  at the  time the claim is made.   Information
 determined to  be confidential by  EPA will be given the  protection
 specified in 40 C.F.R. Part 2.   If  no such  claim accompanies  the
 information  when it is submitted  to EPA,  it may  be made available
 to the public  by EPA  or  the state without further notice to the
 Respondent(s).   Respondent(s)  agrees not  to assert
 confidentiality claims with respect to any  data  related to site
 conditions,  sampling,  or  monitoring.

      47.   In entering into this Order,  Respondent(s) waives any
 objections to  any data gathered,  generated,  or evaluated by EPA,
 the state  or Respondent(s)  in the performance or oversight of the
work that  has  been verified according to  the quality

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                                   OSWER Directive Number 9835. 3-2A

 assurance/quality control (QA/QC)  procedures  required by the
 Consent Order or any EPA-approved  work  plans  or sampling and
 analysis plans.   If Respondent(s)  objects to  any  other  data
 relating to the  RI/FS,  Respondent(s)  shall submit to EPA a report
 that  identifies  and explains its objections,  describes  the
 acceptable uses  of the  data,  if any,  and identifies any
 limitations to the use  of the data.   The report must be submitted
 to  EPA within 15 days of the monthly  progress report containing
 the data.

      48.  If the site,  or the off-site  area that  is to  be used
 for access or is within the scope  of  the RI/FS, is owned in whole
 or  in part by parties other than those  bound  by this Consent
 Order,  Respondent(s)  will obtain,  or  use its  best efforts to
 obtain,  site access agreements from the present owner(s) within
 	days of the effective date of this Consent  Order.  Such
 agreements shall provide access for EPA, its  contractors and
 oversight officials,  the state and its  contractors, and the
 Respondent(s)  or its authorized representatives,  and such
 agreements shall specify that Respondent(s) is not EPA's
 representative with respect to liability associated with site
 activities.   Copies of  such agreements  shall  be provided to EPA
 prior to Respondent(s)'  initiation of field activities.
 Respondent(s)• best efforts shall  include providing reasonable
 compensation to  any off-site property owner.  If  access
 agreements are not obtained within the  time referenced  above,
 Respondent(s)  shall immediately notify  EPA of its failure to
 obtain access.   EPA may obtain access for the Respondent(s),
 perform those tasks or  activities  with  EPA contractors, or
 terminate  the Consent Order in the event that Respondent(s)
 cannot obtain access agreements.   In  the event that EPA performs
 those tasks or activities with EPA contractors and does not
 terminate  the Consent Order,  Respondent(s) shall  perform all
 other activities not requiring access to that site, and shall
 reimburse  EPA for all costs incurred  in performing such
 activities.   Respondent(s)  additionally shall integrate the
 results  of any such tasks undertaken  by EPA into  its reports  and
 deliverables.  Furthermore,  the Respondent(s) agrees to indemnify
 the U.S. Government as  specified in Section XXV of this Order.
 Respondent(s)  also shall reimburse EPA  for all costs and attorney
 fees  incurred by the United States to obtain  access for the
 Respondent(s)  pursuant  to paragraph 70.

               XV.  DESIGNATED PROJECT COORDINATORS

      49.   Documents including reports,  approvals, disapprovals,
 and other  correspondence which must be  submitted  under  this
 Consent  Order, shall  be  sent  by certified mail, return  receipt
requested, to  the following addressees  or to  any  other  addressees
which the  Respondent(s)  and EPA designate in  writing:

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                                   OSWER Directive Number 9835.3-2A

      (a)   Documents to be submitted to  EPA should be sent to
           [indicate number of  copies]:

                [EPA Project Coordinatorf
                CERCLA Branch]
                US EPA,  Region  [#],
                [Street,  City,  State,  Zip Code].

      (b)   Documents to be submitted to  the Respondent(s) should
           be sent to [include  number  of copies]:

                [Name,  Title,
                Organization,
                Street;  City, State, Zip Code].

      50.   On or before the effective  date of this Consent Order,
EPA and the  Respondent(s)  shall.each  designate their own Project
Coordinator.   EachsProject Coordinator  shall be responsible for
overseeing the implementation  of this Consent Order.  To the
maximum extent possible,  communications between the Respondent(s)
and EPA shall be directed to the Project Coordinator by mail,
with  copies  to such other persons  as  EPA, the state, and
Respondent(s)  may respectively designate.  Communications
include, but are not limited: to, all  documents, reports,
approvals, and other correspondence submitted under this Consent
Order.                     :

      51.   EPA and the Respondent(s) each have the right to change
their respective Project.Coordinator.   The other party must be
notified in writing at  least 10 days  prior to the change.

      52.   EPA's  Project.-Coordinator shall have the authority
lawfully vested  in a Remedial  Project Manager (RPM) and On-Scene
Coordinator  (OSC)  by the  NCP.  In  addition, EPA's Project
Coordinator  shall have the authority  consistent with the National
Contingency Plan,  to bait  any  work required by this Consent
Order, and to take any necessary response action when s/he
determines that  conditions  at  the  site  may present an immediate
endangerment  to  public health  or welfare or the environment.  The
absence of the EPA Project  Coordinator  from the area under study
pursuant to this Consent Order shall  not be cause for the
stoppage or delay,of work.

      53.   EPA shall  arrange for a qualified person to assist in
its oversight and review of the conduct of the RI/FS, as required
by section 104(a)  of CERCLA, 42 U.S.C.  S9604(a).  The oversight
assistant  may observe work  and make inquiries in the absence of
EPA,  but is not  authorized to  modify  the work plan.
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                                   OSWER Directive Number 9835.3-2A

                    XVI. OTHER APPLICABLE LAWS

      54.   Respondent(s)  shall comply with all laws that are
 applicable when performing the RI/FS.   No local,  state, or
 federal permit shall be required  for any portion  of any action
 conducted entirely on-site,  including  studies, where such action
 is  selected and carried out in compliance with section 121 of
 CERCLA.

                    XVII.  RECORD PRESERVATION

      55.   All records and  documents in EPA's and  Respondent's
 possession that relate in  any way to the site shall be preserved
 during the conduct of this Consent Order and for  a minimum of 10
 years after commencement of construction of any remedial action.
 The Respondent(s)  shall acquire and retain copies of all
 documents that relate to the site and  are in the  possession of
 its employees,  agents,  accountants, contractors,  or attorneys.
 After this 10 year period,  the Respondent(s) shall notify EPA at
 least 90  days before the documents are scheduled  to be destroyed.
 If  EPA requests that the documents be  saved, the  Respondent(s)
 shall, at no cost  to EPA,  give EPA the documents  or copies of the
 documents.

                    XVIII.   DISPUTE RESOLUTION

      56.   Any disputes concerning activities or deliverables
 required  under this Order,  excluding the baseline risk
 assessment,  for which dispute resolution has been expressly
 provided  for,  shall be resolved as follows:  If the Respondent(s)
 objects to any EPA notice  of disapproval or requirement made
 pursuant  to this Consent Order, Respondent(s) shall notify EPA's
 Project Coordinator in writing of its  objections  within 14 days
 of  receipt of the  disapproval notice or requirement.
 Respondent(s)'  written objections shall define the dispute, state
 the basis of Respondent(s)'  objections, and be sent certified
 mail, return receipt  requested.   EPA and the Respondent(s) then
 have  an additional 14  days  to reach agreement.  If an agreement
 is  not reached within 14 days,  Respondent may request a
 determination by EPA's  [Branch Chief/Division Director].  The
 [Branch Chief's/Division Director's] determination is EPA's final
 decision.   Respondent(s) shall proceed in accordance with EPA's
 final decision  regarding the matter in dispute, regardless of
whether Respondent(s)  agrees with the  decision.   If the
Respondent(s) does not agree to perform or does not actually
perform the work in accordance with EPA's final decision, EPA
reserves  the right in its sole discretion to conduct the work
 itself,  to  seek reimbursement from the Respondent(s), to seek
enforcement of  the decision,  to seek stipulated penalties, and/or
to seek any other  appropriate relief.

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                                   OSWER Directive Number 9835. 3-2A

      57.   Respondent(s)  is not relieved of  its  obligations to
 perform and conduct activities and submit deliverables  on the
 schedule set forth in the work plan,  while  a matter  is  pending  in
 dispute resolution.   The invocation of  dispute  resolution does
 not stay stipulated penalties  under this Order.

          XIX.   DELAY IN  PERFORMANCE/STIPULATED  PENALTIES

      58.   For each day that the Respondent(s) fails  to  complete a
 deliverable in a timely  manner or  fails to  produce a deliverable
 of acceptable quality, or otherwise fails to perform in
 accordance with the requirements of this Order, Respondent(s)
 shall be liable for stipulated penalties.   Penalties begin to
 accrue on the day that performance is due or a  violation occurs,
 and extend through the period  of correction.  Where  a revised
 submission by Respondent(s)  is required, stipulated  penalties
 shall continue to accrue until a satisfactory deliverable is
 produced.   EPA will  provide written notice  for  violations that
 are not based on timeliness; nevertheless,  penalties shall accrue
 from the  day a violation commences.   Payment shall be due within
 30 days of receipt of a  demand letter from  EPA.

      59.   Respondents shall pay interest on the unpaid  balance,
 which shall begin to accrue at the end  of the 30-day period,  at
 the rate  established by  the Department  of Treasury pursuant to  30
 U.S.C.  S3717.   Respondents  shall further pay a  handling charge  of
 1  percent,  to  be assessed at the end  of each 31 day  period, and a
 6  percent  per  annum  penalty charge, to  be assessed if the penalty
 is not  paid in full  within  90  days after it is  due.

      60.   Respondent(s)  shall  make all  payments by forwarding a
 check to:

               U.S. Environmental Protection Agency
                       Superfund Accounting
                    [insert Regional Lock  Box]

      Checks  should identify the  name  of the site, the site
 identification number, the  account number,  and  the title of this
 Order.  A  copy of the check and/or transmittal  letter shall be
 forwarded  to the EPA Project Coordinator.

      61.   For  the following major  deliverables, stipulated
penalties  shall accrue in the  amount  of 	 per day, per
violation,  for  the first seven days of  noncompliance; 	 per
day, per violation,  for the 8th  through 14th day of
noncompliance; 	 per day, per violation,  for the  15th day
through the 30th day; and 	  per  day per violation  for all
violations lasting beyond 30 days.


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                                  OSWER Directive Number 9835.3-2A

      1)   An  original  and  any  revised work plan.

      2)   An  original  and  any  revised sampling and analysis plan.

      3)   An  original  and  any  revised remedial investigation
          report.

      4)   An  original  and  any  revised treatability testing work
          plan.

      5)   An  original  and  any  revised treatability study sampling
          and analysis plan.

      6)   An  original  and  any  revised feasibility study report.

      62.  For the  following interim deliverables, stipulated
penalties shall accrue in  the  amount of   	 per day, per
violation, for the first week  of noncompliance; 	r per day, per
violation, for the 8th through 14th day of noncompliance; 	
per day, per  violation, for the 15th day through the 30th day of
noncompliance; and 	 per day per violation for all violations
lasting beyond 30  days.

      1)   Technical memorandum on modeling of site
          characteristics.

      2)   Preliminary  site characterization summary.

      3)   Summary  of RI data,

      4)   Identification of candidate technologies memorandum.

      5)   Treatability testing statement of work.

      6)   Treatability study evaluation report.

      7)   Memorandum on remedial action objectives.

      8)   Memoranda on development and preliminary screening of
          alternatives, assembled alternatives screening
          results,  and final screening.

      9)   Comparative  analysis report.

      63.  For the  monthly  progress reports, stipulated penalties
shall accrue  in the amount of  	 per day, per violation, for
the first week of  noncompliance;      per day, per violation, for
the 8th through 14th day of noncompliance;    '   per day, per
violation, for the 15th day through the 30th day; and 	 per
day, per violation, for all violations lasting beyond 30 days.

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                                   OSWER Directive Number 9835.3-2A

      64.   Respondent(s)  may dispute EPA's right to the  stated
 amount of penalties by invoking the dispute resolution  procedures
 under Section XVII herein.   Penalties shall accrue but  need not
 be paid during the dispute  resolution period.   If  Respondent(s)
 do not prevail upon resolution, all penalties  shall be  due to EPA
 within 30 days of resolution of the dispute.   If Respondent(s)
 prevails upon resolution, no penalties shall be paid.

      65.   In the event that EPA provides  for corrections to be
 reflected in the next deliverable and does not require
 resubmission of that deliverable, stipulated penalties  for that
 inte,r
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                                  OSWER Directive Number 9835.3-2A

 the  delay;  all  actions  taken  or to be taken to prevent  or
 minimize the delay;  a schedule for implementation of any measures
 to be  taken to  mitigate the effect of the delay; and a  statement
 as to  whether,  in  the opinion of Respondent(s), such event may
 cause  or contribute  to  an  endangerment to public health, welfare
 or the environment.  Respondent(s) shall exercise best  efforts to
 avoid  or minimize  any delay and any effects of a delay.  Failure
 to comply with  the above requirements shall preclude
 Respondent(s) from asserting  any claim of force majeure.

     69.  If EPA agrees that  the delay or anticipated delay is
 attributable to force majeure, the time for performance of the
 obligations under  this  Order  that are directly affected by the
 force  majeure event  shall  be  extended by agreement of the
 parties,  pursuant  to section  XXVI of this Order, for a  period of
 time not to exceed the  actual duration of the delay caused by the
 force  majeure event.  An extension of the time for performance of
 the  obligation  directly affected by the force majeure event shall
 not/ of itself,  extend  the time for performance of any  subsequent
 obligation.

     70.  If EPA does not  agree that the delay or anticipated
 delay  has been  or  will  be  caused by a force majeure event, or
 does not agree  with  Respondent(s) on the length of the  extension,
 the  issue shall be subject to the dispute resolution procedures
 set  forth in section XVII  of  this Order.  In any such proceeding,
 to qualify  for  a force  majeure defense, Respondent(s) shall have
 the  burden  of demonstrating by a preponderance of the evidence
 that the  delay  or  anticipated delay has been or will be caused by
 a force majeure event,  that the duration of the delay was or will
 be warranted under the  circumstances, that Respondent(s) did
 exercise or is  exercising  due diligence by using its best efforts
 to avoid and mitigate the  effects of the delay, and that
 Respondent(s) complied  with the requirements of paragraph 66.

     71.  Should Respondent(s) carry the burden set forth in
 paragraph 65, the  delay at issue shall be deemed not to be a
 violation of the affected  obligation of this Consent Order.

                XXI.  REIMBURSEMENT OF PAST COSTS

 [Note  that  the Agency cannot  compromise past costs unless the
 consent order is also issued  under $122(h)(l), and the
 requirements of  S122(h)(l) are also met, i.e., prior written
 approval  of  the  Attorney General is obtained if the total past
 and  projected response  costs  exceed $500,000, excluding
 interest.]

     72.  Within 15  days of the effective date of this  Order,
Respondent(s) shall  remit  a certified or cashiers check to EPA in

                               22

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                                  OSWER Directive Number 9835.3-2A

 the amount of $	,  as  previously demanded  in the RI/FS Special
 Notice Letter dated 	,  together with  interest that has
 accrued thereon at the rate  of  interest specified for the
 Hazardous Substances Superfund  under CERCLA section 107(a), for
 all past response costs incurred by the United States in its
 [e.g.,  conduct of the  removal action] at the  site from
 	[date]  to 	[date].

      73.   Checks should be made payable to the Hazardous
 Substances Superfund and  should include the name of the site, the
 site identification number,  the operable unit, if any, the
 Regional Lock Box Number  account number and the title of this
 Order.   Checks should  be  forwarded to:

               U.S. Environmental  Protection Agency
                       Superfund Accounting
                   [insert Regional Lock Box]

      74.   A copy of the check should be sent  simultaneously to
 the EPA Project Coordinator.

        XXII.  REIMBURSEMENT OF RESPONSE AND OVERSIGHT COSTS

      75.   Following the issuance of this Consent Order, EPA shall
 submit  to the Respondent(s)  on  a periodic  basis an accounting of
 all response  costs including oversight costs  incurred by the U.S.
 Government with  respect to this RI/FS.  Response costs may
 include,  but  are not limited to, costs incurred by the U.S.
 Government in overseeing  Respondent(s)' implementation of the
 requirements  of  this Order .and  activities  performed by the
 government as part of  the RI/FS and community relations,
 including any costs incurred while obtaining  access.  Costs shall
 include all direct and indirect costs, including, but not limited
 to,  time  and  travel costs of EPA personnel and associated
 indirect  costs,.contractor costs,  cooperative agreement costs,
 compliance monitoring,  including the collection and analysis of
 split samples,  inspection of RI/FS activities, site visits,
 discussions regarding  disputes  that may arise as a result of this
 Consent Order, review  and approval or disapproval of reports,
 costs of  performing the baseline risk assessment, and costs of
 redoing any of Respondent(s)' tasks.  Any  necessary summaries,
 including,  but not limited to EPA's certified Agency Financial
 Management System summary data  (SPUR Reports), or such other
 summary as certified by EPA, shall serve as basis for payment
 demands.

     76.   Respondent(s) shall,  within 30 days of receipt of each
 accounting, remit  a certified or cashier's check for the amount
 of those  costs.   Interest  shall accrue from the later of: the
date payment  of  a  specified  amount is demanded in writing; or the

                                23

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                                   OSWER Directive Number 9835.3-2A

 date of the expenditure.  The interest  rate  is the  rate  of
 interest on investments for the Hazardous Substances Superfund in
 section 107(a)  of CERCLA.

      77.  Checks should be made payable to  the Hazardous
 Substances Superfund and should include the name of the site, the
 site identification number,  the account number and the  title  of
 this Order.  Checks should be forwarded to:

              U.S.  Environmental Protection Agency
                       Superfund Accounting
                     [insert Regional Lock Box]

      78.  Copies of the transmittal  letter  and check should be
 sent simultaneously to the EPA Project Coordinator.

      79..  Respondent(s)  agrees to limit any disputes concerning
 costs to accounting errors and the inclusion of costs outside the
 scope of this Consent Order.   Respondent(s) shall  identify any
 contested costs and the basis of its objection.  All undisputed
 costs shall be  remitted by Respondent (s) in accordance  with the
 schedule set forth  above.  Disputed  costs shall be paid by
 Respondent(s) into  an escrow account while  the dispute  is
 pending.  Respondent(s)  bears the burden of establishing an EPA
 accounting error or the inclusion of costs  outside the  scope  of
 this Consent Order.

  XXIII. RESERVATIONS OF RIGHTS AND REIMBURSEMENT OF OTHER COSTS

      80.  EPA reserves the right to  bring an action against the
 Respondent(s) under section  107  of CERCLA for recovery  of all
 response costs  including  oversight costs, incurred by the United
 States at the site  that are  not  reimbursed  by the  Respondent(s),
 any  costs incurred  in the event  that EPA performs  the RI/FS or
 any  part thereof, and any future costs incurred by the  United
 States in connection with response activities conducted under
 CERCLA at this  site.

      81.   EPA reserves the right to  bring an action against
 Respondent(s) to enforce  the past costs and response and
 oversight cost  reimbursement requirements of this  Consent Order,
 to collect stipulated penalties  assessed pursuant  to section
 XVIII  of this Consent Order,  and to  seek penalties pursuant to
 section 109 Of  CERCLA,  42 U.S.C.  §9609.

      82.   Except as  expressly provided in this Order, each party
 reserves all rights  and defenses it  may have.  Nothing  in this
 Consent Order shall  affect EPA's removal authority or EPA's
response or enforcement authorities  including, but not  limited


                                24

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                                   OSWER Directive Number 9835.3-2A

 to,  the right to seek injunctive relief,  stipulated penalties,
 statutory penalties,  and/or punitive damages.

      83.   Following satisfaction of the requirements of this
 Consent Order,  Respondent(s)  shall have resolved  its liability to
 EPA  for the work performed by Respondent (s) pursuant to this
 Consent Order.   Respondent(s)  is not released  from liability, if
 any,  for any'response actions taken beyond the scope of this
 Order regarding removals, other operable  units, remedial
 design/remedial action of this operable unit,  or  activities
 arising pursuant to section 121(c)  of CERCLA.

                         XXIV.   DISCLAIMER

      84.   By signing  this Consent Order and taking actions under
 this  Order,  the Respondent(s)  does not necessarily agree with
 EPA's Findings  of Fact and  Conclusions of Law.  Furthermore, the
 participation of the  Respondent(s)  in this Order  shall  not be
 considered an admission of  liability and  is not admissible in
 evidence  against the  Respondent(s)  in any judicial or
 administrative  proceeding other than a proceeding by the United
 States,  including EPA,  to enforce this Consent Order or a
 judgment  relating to  it.  Respondent(s) retains its rights to
 assert claims against other potentially responsible parties at
 the site.  However, the Respondent (s)  agrees not  to contest the
 validity  or  terms of  this Order,  or the procedures underlying or
 relating  to  it  in any action  brought by the United States,
 including EPA,  to enforce its  terms.

                         XXV.  OTHER CLAIMS

      85.   In entering into  this Order,  Respondent(s) waives any
 right to  seek reimbursement under section 106(b)  of CERCLA.
 Respondent also waives  any  right to present a  claim under section
 111 or 112 of CERCLA.   This Order does not constitute any
 decision  on  preauthorization of funds under section 111(a)(2) of
 CERCLA.   Respondent(s)  further waives all other statutory and
 common law claims against EPA,  including, but  not limited to,
 contribution and counterclaims,  relating  to or arising  out of
 conduct of the  RI/FS.

      86.   Nothing in  this Order shall constitute  or be  construed
 as a  release from any claim, cause  of action or demand  in law or
 equity against  any person,  firm,  partnership,  subsidiary or
 corporation  not a signatory to this Consent Order for any
 liability  it may have arising  out of  or relating  in any way to
the generation,  storage,  treatment,  handling,  transportation,
release, or  disposal  of any hazardous substances, pollutants, or
contaminants found at,  taken to,  or taken from the site.
                                25

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                                  OSWER Directive Number 9835. 3-2A

     87.  Respondent(s)  shall bear its own costs and attorneys
fees.

    XXVI. FINANCIAL ASSURANCE. INSURANCE. AND INDEMNIFICATION

     88.  Respondent(s)  shall establish and maintain a financial
instrument or  trust account or other financial mechanism
acceptable to  EPA,  funded sufficiently to perform the work and
any other obligations  required under this Consent Order,
including a margin  for cost overruns.  Within 15 days after the
effective date of this Consent Order, Respondent(s) shall fund
the .financial  instrument or trust account sufficiently to perform
the work required under  this Consent Order projected for the
period beginning with  the effective date of the Order through
	.  Beginning 	_, and on or before the 15th calendar
day of each calendar year quarter thereafter, Respondent(s) shall
fund the financial  instrument or trust account sufficiently to
perform the work and other activities required under this Order
projected for  the succeeding calendar year quarter.

     89.  If at any time the net worth of the financial
instrument or  trust account is insufficient to perform the work
and other obligations  under the Order for the upcoming quarter,
Respondent(s)  shall provide written notice to EPA within 7 days
after the net  worth of the financial instrument or trust account
becomes insufficient.  The written notice shall describe why the
financial instrument or  trust account is funded insufficiently
and explain what actions have been or will be taken to fund the
financial instrument or  trust account adequately.

     90.  (a)  Prior to  commencement of any work under this
Order, Respondent(s) shall secure, and shall maintain in force
for the duration of this Order, and for two years after the
completion of  all activities required by this Consent Order,
Comprehensive  General  Liability ("CGL") and automobile insurance,
with limits of $	  million dollars, combined single limit,
naming as insured the  United States.  The CGL insurance shall
include Contractual Liability Insurance in the amount of $	
per occurrence, and Umbrella Liability Insurance in the amount of
$2 million per occurrence.

          (b)  Respondent(s) shall also secure, and maintain in
force for the  duration of this Order and for two years after the
completion of  all activities required by this Consent Order the
following:

               i.   Professional Errors and Omissions Insurance in
               the  amount of $1,000,000.00 per occurrence.
                                26

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                                  OSWER Directive Number 9835.3-2A

                ii.  Pollution Liability Insurance  in the amount of
                $1,000,000.00 per occurrence, covering as
                appropriate  both general liability and
                professional liability arising from pollution
                conditions.

           (c}.   For  the  duration of this Order, Respondent(s)
 shall  satisfy,-  or shall ensure that their contractors or
 subcontractors  satisfy,  all applicable laws and regulations
 regarding the provision of  employer's liability insurance and
 workmen's compensation  insurance for all persons  performing work
 on behalf of the Respondent(s), in furtherance of this Order.

           (d)   If Respondent(s) demonstrates by evidence
 satisfactory to EPA that any contractor or subcontractor
 maintains insurance equivalent to that described  above, or
 insurance covering  the  same risks but in a lesser amount, then
 with respect to that contractor or subcontractor  Respondent(s)
 need provide only that  portion of the insurance described above
 which  is  not maintained by  the contractor or subcontractor.

            (e)  Prior to commencement of any work under this
 Order, and annually thereafter on the anniversary of the
 effective date  of this  Order, Respondent(s) shall provide to EPA
 certificated of such insurance and a copy of each insurance
 policy.

     91.   At least  7 days prior to commencing any work under this
 Consent Order,  Respondent(s) shall certify to EPA that the
 required  insurance  has  been obtained by that contractor.

     92.   The Respondent(s) agrees to indemnify and hold the
 United States Government, its agencies, departments, agents, and
 employees harmless  from any and all claims or causes of action
 arising from or on  account  of acts or omissions of Respondent(s),
 its employees,  agents,  servants, receivers, successors, or
 assignees,  or any persons including, but not limited to, firms,
 corporations, subsidiaries  and contractors, in carrying out
 activities under this Consent Order.  The United  States
Government or any agency or authorized representative thereof
 shall not b« held as a party to any contract entered into by
Respondent(s) in carrying out activities under this Consent
Order.

        XXVII.  EFFECTIVE DATE AND  SUBSEQUENT MODIFICATION

     93.   The effective  date of this Consent Order shall be the
date it is  signed by EPA.
                                27

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                                  OSWER Directive Number 9835.3-2A

     94.  This  Consent Order may be amended by mutual agreement
of EPA and Respondent(s).  Amendments shall be in writing and
shall be effective when  signed by EPA.  EPA Project Coordinators
do not have the authority to sign amendments to the Consent
Order.

     95.  No  informal advice, guidance, suggestions, or comments
by EPA regarding reports, plans, specifications, schedules, and
any other writing submitted by the Respondent (s) will be
construed as  relieving the Respondent(s) of its obligation to
obtain such formal approval as may be required by this Order.
Any deliverables, plans, technical memoranda, reports (other than
progress reports), specifications, schedules and attachments
required by this Consent Order are, upon approval by EPA,
incorporated  into this Order.

              XXVIII.   TERMINATION AND SATISFACTION

     96.  This  Consent Order shall terminate when the
Respondent(s) demonstrates in writing and certifies to the
satisfaction  of EPA  that all activities required under this
Consent Order,  including any additional work, payment of past
costs, response and  oversight costs, and any stipulated penalties
demanded by EPA, have been performed and EPA has approved the
certification.  This notice shall not, however, terminate
Respondent(s)'  obligation to comply with Sections XVI, XXI, and
XXII of this  Consent Order.

     97.  The certification shall be signed by a responsible
official representing each Respondent.  Each representative shall
make the following attestation: "I certify that the information
contained in  or accompanying this certification is true,
accurate, and complete."  For purposes of this Consent Order, a
responsible official is  a corporate official who is in charge of
a principal business function.

BY:	  DATE:	
(Respondent(s))Title

            *
BY:                                          DATE:
   Regional Administrator [or Delegatee]
   U.S. Environmental Protection Agency
                                28

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                         Annotated OSWER Directive Number 9835.3-2A
              UNITED STATES  ENVIRONMENTAL PROTECTION AGENCY
                            REGION [#]


 IN THE MATTER OF:                       )
                                        )
 [SITE NAME]  [SITE  NUMBER]               )
                                        )
 [COMPANY NAME                          )
 Address]                               )
                                        )
 RESPONDENTS]                           )
                                        )
                                        )
 Proceeding Under Sections 104, 122(a),  ) U.S. EPA Docket No.
 and 122(d)(3)  of the Comprehensive      )
 Environmental  Response, Compensation,   )
 and Liability  Act  as amended "           )
 (42 U.S.C §§ 9604,  9622(a),             )
 9622(d)(3)).                            )
                 ADMINISTRATIVE ORDER ON CONSENT
          FOR REMEDIAL INVESTIGATION/FEASIBILITY STUDY
                      Operable Unit No.	

                         I.   INTRODUCTION

     1.  This Administrative Order on Consent  (Consent Order)  is
entered into voluntarily by the United States  Environmental
Protection Agency  (EPA) and [name of Respondent(s)]
(Respondent(s)).  The Consent Order concerns the preparation of,
performance of, and reimbursement for all costs incurred by EPA
in connection with a remedial investigation and feasibility study
(RI/FS) for the [operable unit consisting of]  at the  [site name]
located in [site location] ("site") [as well as past  response
costs].

                        II.  JURISDICTION

     2.  This Consent Order is issued under the authority vested
in the President of the United States by sections  104, 122(a)  and
122(d)(3) of the Comprehensive Environmental Response,
Compensation, and Liability Act, as amended, 42 U.S.C. S§ 9604,
9622(a), 9622(d)(3) (CERCLA).  This authority  was  delegated to
the Administrator of EPA on January 23, 1987,  by Executive Order
12580, 52 Fed. Reg. 2926 (1987), and further delegated to

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                         Annotated OSWER Directive Number 9835.3-2A

 Regional Administrators on September 13,  1987, by EPA Delegation
 No.  14-14-C.   [This authority has been redelegated by the
 Regional Administrator to 	. ]

      3.   The  Respondent(s)  agrees to undertake all actions
 required by the terms and conditions of this Consent Order.  In
 any  action by EPA or the United States to enforce the terms of
 this Consent  Order, Respondent(s) consents to and agrees not to
 contest  the authority or jurisdiction of  the Regional
 Administrator to issue or enforce this Consent Order, and agrees
 not  to contest the validity of this  Order or its  terms.

                        III.   PARTIES BOUND

      4.   This Consent Order shall apply to and be binding upon
 EPA  and  shall be binding upon the Respondent(s),  its agents,
 successors, assigns,  officers,  directors  and principals.
 Respondent(s)  is jointly and severally responsible for  carrying
 out  all  actions required of it by this Consent Order.   The
 signatories to this Consent Order certify that they are
 authorized to execute and legally bind the parties they represent
 to this  Consent Order.   No change in the  ownership or corporate
 status of the Respondent(s)  or of the facility or site  shall
 alter Respondent(s)'  responsibilities under this  Consent Order.

      5.   The  Respondent(s)  shall provide  a copy of this Consent
 Order to any  subsequent owners or successors before ownership
 rights or stock or assets in a corporate  acquisition are
 transferred.   Respondent(s)  shall provide a copy  of this Consent
 Order, to all  contractors,  subcontractors, laboratories, and
 consultants which are retained to conduct any work performed
 under this Consent Order, within 14  days  after the effective date
 of this  Consent Order or the date of retaining their services,
 whichever is  later.   Respondent(s) shall  condition any  such
 contracts upon satisfactory compliance with this  Consent Order.
 Notwithstanding the terms of any contract, Respondent(s) is
 responsible for compliance with this Consent Order and  for
 ensuring that its subsidiaries,  employees, contractors,
 consultants,  subcontractors,  agents  and attorneys comply with
 this  Consent  Order.

                    IV.   STATEMENT OF PURPOSE

      6.   In entering  into this  Consent Order, the objectives of
 EPA and  the Respondent(s) are:   (a)  to determine  the nature and
 extent of contamination and  any threat to the public health,
welfare,  or the environment  caused by the release or threatened
release  of hazardous  substances, pollutants or contaminants at or
from the  site  or facility, by conducting  a remedial
 investigation;  (b)  to determine and  evaluate alternatives for

                                 2

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                         Annotated OSWER Directive Number 9835.3-2A

 remedial action (if any)  to prevent,  mitigate  or  otherwise
 respond to or remedy any release or threatened release  of
 hazardous substances,  pollutants, or  contaminants at or from the
 site or facility,  by conducting a feasibility  study; and  (c) to
 recover response and oversight costs  incurred  by  EPA with respect
 to this Consent Order.

      7.  The activities  conducted under this Consent Order are
 subject to approval by EPA and shall  provide all  appropriate
 necessary information for the  RI/FS,  with the  exception of the
 baseline risk assessment performed  by EPA, and for a record of
 decision that is consistent with CERCLA and the National
 Contingency Plan (NCP),  40 C.F.R. Part 300.  The  activities
 conducted under this Consent Order  shall be conducted in
 compliance with all applicable EPA  guidances,  policies, and
 procedures.

                       V.  FINDINGS OF FACT

      [Note:  Provide enough information in this section  for the
      Order to stand on its own.   The  findings  of  fact need to
      establish and justify the conclusions of  law set forth in
      the Order.]

      8.    [Identify the  site with the name, location, and
 description,  including geography, description  of  aquatic and
 terrestrial  communities,  and brief  site history.]

      9.    [Provide information that there are  hazardous
 substances at the  site by listing the specific chemicals found at
 the  site,  and their locations,  concentrations  and quantities
 where known,  including description  of studies  conducted to find
 the  hazardous substances.]

      10.   [Describe actual and/or potential release and
 contaminant migration pathways,  making clear that these are not
 exclusive.]

      11.   [Briefly note some health/environmental effects of some
 major contaminants.]

      12.   [State that the site is on  the [proposed] National
 Priorities List.   Reference section 105 of CERCLA and Federal
 Register  in which  notice  of listing appeared.]

      13.   [Identify each  Respondent,  i.e., name/business.]

      14.   [For each Respondent,  state the connection between the
Respondent and the  site,  e.g.,  owner  or operator  of a hazardous

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                         Annotated OSWER Directive Number 9835.3-2A

waste site,  or person who arranged  for disposal or treatment of,
or  transporter of hazardous substances found at the site.]

      15.   [Identify prior response  and enforcement actions, if
any,  taken at the site.]

            VI.  CONCLUSIONS OF LAW AND DETERMINATIONS

      16.   The site is a "facility**  as defined in  section 101(9)
of  CERCLA, 42 U.S.C.  59601(9).

      17.   Wastes  and constituents thereof  [at the site,, sent to
the site,  disposed of at the site,  and/or  transported to the
site]  identified  in paragraph 9 are "hazardous substances'1 as
defined in section 101(14)  of CERCLA, 42 U.S.C. §9601(14), or
constitute "any pollutant or contaminant"  that may present an
imminent and substantial danger to  public  health  or welfare under
section 104(a)(1)  of CERCLA.

      18.   The presence of hazardous substances at the site or the
past,  present or  potential migration of hazardous substances
currently  located at or emanating from the site,  constitute
actual and/or threatened "releases" as defined in section 101(22)
of  CERCLA, 42 U.S.C.  §9601(22).

      19.   Respondent(s)  is a "person" as defined  in section
101(21) Of CERCLA,  42 U.S.C.  §9601(21).

      20.   Respondent(s)  is a responsible party under sections
104,  107 and 122  of CERCLA,  42 U.S.C. §§ 9604, 9607 and 9622.
                                                                «
      21.  The actions required by this Consent Order are
necessary  to protect the  public health or  welfare or the
environment,  are  in the public interest, 42 U.S.C. §9622(a), are
consistent with CERCLA and the NCP,  42 U.S.C. §§  9604(a)(l),
9622(a), and will  expedite effective remedial action and minimize
litigation,  42  U.S.C.  §9622(a).

                           VII.   NOTICE

      22.   By providing a  copy of this Consent Order to the state,
EPA is notifying the state of [name of state] that this Order is
being  issued and that EPA is the lead agency for  coordinating,
overseeing,  and enforcing the response action required by the
Order.

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                        Annotated OSWER Directive Number 9835.3-2A

                    VIZI. WORK TO BE PERFORMED

      23.   All  work performed under this Consent Order shall be
 under the direction and supervision of qualified personnel.
 Within 30 days of  the effective date of this Order, and before
 the work  outlined  below begins, the Respondent(s) shall notify
 EPA in writing of  the names, titles, and qualifications of the
 personnel,  including contractors, subcontractors, consultants and
 laboratories to be used in carrying out such work.  The
 qualifications of  the persons undertaking the work for
 Respondent(s)  shall be subject to EPA's review, for verification
 that such persons  meet minimum technical background and
 experience requirements.  This Order is contingent on
 Respondent(s)'  demonstration to EPA's satisfaction that
 Respondent(s)  is qualified to perform properly and promptly the
 actions set forth  in this Consent Order.  If EPA disapproves in
 writing of any person(s)' technical qualifications, Respondent(s)
 shall notify EPA of the identity and qualifications of the
 replacement(s)  within 30 days of the written notice.  If EPA
 subsequently disapproves of the replacement(s), EPA reserves the
 right to  terminate this Order and to conduct a complete RI/FS,
 and  to seek reimbursement for costs and penalties from
 Respondent(s).   During the course of the RI/FS, Respondent(s)
 shall notify EPA in writing of any changes or additions in the
 personnel used  to  carry out such work, providing their names,
 titles, and qualifications.  EPA shall have the same right to
 approve changes and additions to personnel as it has hereunder
 regarding the  initial notification.

      24.  Respondent(s) shall conduct activities and submit
 deliverables as provided by the attached RI/FS Statement of Work,
 which is  incorporated by reference, for the development of the
 RI/FS.  All such work shall be conducted in accordance with
 CERCLA, the NCP, and EPA guidance including, but not limited to,
 the  "Interim Final Guidance for Conducting Remedial
 Investigations  and Feasibility Studies under CERCLA" (OSWER
 Directive # 9355.3-01), "Guidance for Data Useability in Risk
 Assessment" (OSWER Directive #9285.7-05) and guidances referenced
 therein, and guidances referenced in the Statement of Work, as
 may be  amended  or modified by EPA.  The general activities that
 Respondent(s)  is required to perform are identified below,
 followed by a  list of deliverables.  The tasks that Respondent(s)
 must  perform are described more fully in the Statement of Work
 and guidances.    The activities and deliverables identified below
 shall be developed as provisions in the work plan and sampling
 and analysis plan, and shall be submitted to EPA as provided.
All work performed under this Consent Order shall be in
accordance with  the schedules herein, and in full accordance with
the standards,   specifications, and other requirements of the work
plan  and sampling and analysis plan, as initially approved or

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                        Annotated OSWER Directive Number 9835.3-2A

modified by EPA, and as nay be amended or modified by EPA from
time to time.  For the purposes of this Order, day means calendar
day unless otherwise noted in the Order.

A. Task Ii Scoping.  EPA determines the site-specific objectives
of the RI/FS and devises a general management approach for the
site, as stated in the attached Statement of Work.  Respondent(s)
shall conduct the remainder of scoping activities as described in
the attached Statement of Work and referenced guidances.  At the
conclusion of the project planning phase, Respondent(s) shall
provide EPA with the following deliverables:


     1. RI/FS Work Plan.  Within  •-   days of the effective date
     ,of this Order, Respondent(s) shall submit to EPA a complete
     'RI/FS work plan.  If EPA disapproves of or requires
     revisions to the RI/FS work plan, in whole or in part,
     Respondent(s) shall amend and submit to EPA a revised work
     plan which is responsive to the directions in all EPA
     comments, within 	 days of receiving EPA's comments.

     2. Sampling and Analysis Plan.  Within 	 days of the
     effective date of this Order, Respondent(s) shall submit to
     EPA the sampling and analysis plan.  This plan shall consist
     of a field sampling plan (FSP) and a quality assurance
     project plan (QAPjP), as described in the Statement of Work
     and guidances.  If EPA disapproves of or requires revisions
     to the sampling and analysis plan, in whole or in part,
     Respondent(s) shall amend and submit to EPA a revised
     sampling and analysis plan which is responsive to the
     directions in all EPA comments, within	 days of receiving
     EPA's comments.

     3. Site Health and Safety Plan.  Within 	 days of the
     effective date of this Order, Respondent(s) shall submit to
     EPA the site health and safety plan.

     Following approval or modification by EPA, the RI/FS work
     plan and the sampling and analysis plan are incorporated by
     reference herein.

B. Task II; Community Relations Plan.  EPA will prepare a
community relations plan, in accordance with EPA guidance and the
NCP.  Respondent(s) shall provide information supporting EPA's
community relations programs.

C. Task III; Site Characterization.  Following EPA approval or
modification of the work plan and sampling and analysis plan.
Respondent(s) shall implement the provisions of these plans to
characterize the site.  Respondent(s) shall complete site

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                         Annotated OSWER Directive Number 9835.3-2A

 characterization within	 months  of EPA approval  or
 modification of the work plan and sampling and analysis plan.
 Respondent(s) shall provide EPA with analytical data within 	
 days of each sampling activity,  in  a electronic format  (i.e.,
 computer disk) showing the location, medium and results.  Within
 7 days of completion of field activities,  Respondent(s)  shall
 notify EPA in writing.  During site characterization,
 Respondent(s) shall provide EPA with the  following  deliverables,
 as described in the Statement of Work and work plan:

           1.  Technical Memorandum  on Modeling of Site
           Characteristics.   Where Respondent(s)  proposes that
           modeling is appropriate,  within 	 days  of the
           initiation of site characterization,  Respondent(s)
           shall submit a technical  memorandum on modeling of  site
           characteristics,  as described in the Statement of Work.
           If EPA disapproves of  or  requires revisions to the
           technical memorandum on modeling of site
           characteristics,  in whole or in part,  Respondent(s)
           shall amend and submit to EPA a revised technical
           memorandum on modeling of site  characteristics which is
           responsive to the directions in all EPA comments,
           within	 days of receiving EPA's comments.

           2.   Preliminary Site Characterization Summary.  Within
           	 days of completion of the field sampling  and
           analysis,  as specified in the work plan,  Respondent(s)
           shall submit a site characterization summary  to EPA.

•D.   Draft  Remedial Investigation Report   [See Task  III  of the
attached Statement of Work.]   Within 	  days of receipt,
respondent(s)  shall submit  a draft  remedial investigation report
consistent with the Statement of Work, work plan, sampling and
analysis plan.   If EPA disapproves  of or  requires revisions to
the  remedial investigation  report,  in whole or in part,
Respondent(s)  shall amend and submit to EPA a revised remedial
investigation report which  is responsive  to the directions in all
EPA  comments,  within	 days of receiving EPA's comments.

E.   Task IVi   Treatability  Studies.   Respondent(s)  shall conduct
treatability studies,  except where  Respondent(s)  can demonstrate
Jto EPA's satisfaction that  they  are not needed.   Major  components
of the treatability studies include determination of the need for
and  scope  of studies,  the design of the studies,  and the
completion of the studies,  as described in the Statement of Work.
During treatability studies,  Respondent(s)  shall provide
EPA with the following deliverables:

           1.Identification  of Candidate Technologies Memorandum.
           This  memorandum shall  be  submitted within 	 days  of

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               Annotated OSWER Directive Number 9835.3-2A

 the effective date of  this Order.  If EPA disapproves
 of  or requires revisions to the technical memorandum
 identifying candidate  technologies, in whole or in
 part,  Respondent(s)  shall amend and submit to EPA a
 revised technical  memorandum identifying candidate
 technologies which is  responsive to the directions in
 all EPA comments,  within 	days  of receiving EPA's
 comments.

 2.  Treatability Testing Statement of Work.  If EPA
 determines  that treatability testing is required,
 within 	  days thereafter [or as specified by EPA],
 Respondent(s)  shall  submit a treatability testing
 statement of work.

 3.  Treatability Testing Work Plan.  Within 	 days
 of  submission of the treatability testing statement of
 work,  Respondent(s)  shall submit a treatability testing
 work plan,  including a schedule.  If EPA disapproves of
 or  requires revisions  to the treatability testing work
 plan,  in whole or  in part, Respondent(s) shall amend
 and submit  to EPA  a  revised treatability testing work
 plan which  is responsive to the directions in all EPA
 comments, within 	 days of receiving EPA's comments.

 4.   Treatability Study Sampling and Analysis Plan.
 Within 	  days of the identification of the need for a
 separate or revised  QAPP or FSP,  Respondent(s) shall
 submit a treatability  study sampling and analysis plan.
 If  EPA disapproves of  or requires revisions to the
 treatability study sampling and analysis plan, in whole
 or  in  part,  Respondent(s) shall amend and submit to EPA
 a revised treatability study sampling and analysis plan
 which  is responsive  to the directions in all EPA
 comments, within 	 days of receiving EPA's comments.

 5.   Treatabilitv Study Site Health and Safety Plan.
 Within 	  days of the identification of the need for a
 revised health and safety plan, Respondent(s) shall
 submit a treatability  study site health and safety
 plan.

 6.   Treatabilitv Study Evaluation Report.  Within 	
 days of completion of  any treatability testing,
 Respondent(s)  shall  submit a treatability study
 evaluation  report as provided in the Statement of Work
 and work plan.   If EPA disapproves of or requires
 revisions to the treatability study report, in whole or
 in part, Respondent(s)  shall amend and submit to EPA a
revised treatability study report which is responsive

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                        Annotated OSWER Directive Number 9835.3-2A

           to the  directions  in all EPA comments, within 	 days
           of receiving EPA's comments.

 P.   Task V;   Development and Screening of Alternatives.
 Respondent(s)  shall develop  an appropriate range of waste
 management options that will be evaluated through the development
 and screening of  alternatives, as provided in the Statement of
 Work and work plan.  During  the development and screening of
 alternatives,  Respondent(s)  shall provide EPA with the following
 deliverables:

      1.  Memorandum on Remedial Action Objectives.  Within 	
      days  of receipt of EPA's baseline risk assessment,
      Respondent(s) shall submit a memorandum on remedial action
      objectives.

      2.  Memorandum on Development and Preliminary Screening of
      Alternatives. Assembled Alternatives Screening Results and
      Final Screening.  Within _^__ days of submittal of the
      memorandum on remedial  action objectives, Respondent(s)
      shall submit a memorandum summarizing the development and
      screening of remedial alternatives, including an
      alternatives array document as described in the Statement of
      Work.

G. Task VI:  Detailed Analysis of Alternatives.  Respondent(s)
shall conduct a detailed analysis of remedial alternatives, as
described in the Statement of Work and work plan.  During the
detailed analysis of alternatives, Respondent(s) shall provide
EPA with the following deliverables and presentation:

      1. Report on Comparative Analysis and Presentation to EPA.
     Within 	 days of submission of a memorandum on the
     development and screening of remedial alternatives,
     Respondent(s) shall submit a report on comparative analysis
     to EPA summarizing the results of the comparative analysis
     performed between the remedial alternatives.  If EPA
     disapproves of or requires revisions to the report on
     comparative analysis,  Respondent(s) shall amend and submit
  -  to EPA a revised report on comparative analysis which is
     responsive to the directions in all EPA comments, within 	
     days of receiving EPA's comments.   Within two weeks of
     submitting the original report on comparative analysis,
     Respondent(s) shall make a presentation to EPA during which
     Respondent(s) shall summarize the findings of the remedial
     investigation and remedial action objectives, and present
     the results of the nine criteria evaluation and comparative
     analysis, as described in the Statement of Work.

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                        Annotated OSWER Directive Number 9835.3-2A

           2.  Draft  Feasibility Study Report.  Within 	 days of
           the presentation to EPA, Respondent(s) shall submit a
           draft  feasibility  study report which reflects the
           findings  in EPA's  baseline risk assessment.
           Respondent(s) shall refer to Table 6-5 of the RI/FS
           Guidance  for report content and format.  If EPA
           disapproves of or  requires revisions to the draft
           feasibility study  report in whole or in part,
           Respondent(s) shall amend and submit to EPA a revised
           feasibility study  report which is responsive to the
           directions in all  EPA comments, within	 days of
           receiving EPA's comments.  The report as amended, and
           the administrative record, shall provide the basis for
           the proposed plan  under CERCLA §§ 113(k) and 117(a) by .
           EPA, and  shall document the development and analysis of
           remedial  alternatives.

     25.   EPA reserves the right to comment on, modify and direct
changes for all  deliverables.  At EPA's discretion, Respondent(s)
must fully correct  all deficiencies and incorporate and integrate
all information  and comments supplied by EPA either in subsequent
or resubmitted deliverables.
              j
     26.   Respondent(s) shall not proceed further with any
subsequent activities or tasks until receiving EPA approval for
the following deliverables:  RI/FS work plan and sampling and
analysis plan, draft remedial investigation report, treatability
testing work  plan and sampling and analysis plan, [delete any of
the foregoing not required as a deliverable] and draft
feasibility study report.  While awaiting EPA approval on these
deliverables,  Respondent(s)  shall proceed with all other tasks
and activities which may be  conducted independently of these
deliverables,  in accordance  with the schedule set forth in this
Consent Order.

     27.   Dpon receipt of the draft F6 report, EPA will evaluate,
as necessary,  the estimates  of the risk to the public and
environment that are expected to remain after a particular
remedial alternative has been completed.

     28.   For all remaining  deliverables not enumerated above in
paragraph  26,  Respondent(s)  shall proceed with all subsequent
tasks, activities and deliverables without awaiting EPA approval
on the submitted deliverable.  EPA reserves the right to stop
Respondent(s)  from  proceeding further, either temporarily or
permanently,  on  any task, activity or deliverable at any point
during the RI/FS.

     29.   In  the event that  Respondent(s) amends or revises a
report, plan  or  other  submittal upon receipt of EPA comments, if

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                         Annotated OSWER Directive Number 9835.3-2A

 EPA subsequently disapproves  of  the revised submittal,  or if
 subsequent submittals do not  fully reflect EPA's  directions for
 changes,  EPA retains the right to seek stipulated or statutory
 penalties; perform its own studies, complete the  RI/FS  (or any
 portion of the RI/FS)  under CERCLA and the NCP, and seek
 reimbursement from the Respondent(s) for  its costs; and/or seek
 any other appropriate relief.

      30.   In the event that EPA  takes over some of the  tasks, but
 not the preparation of the RI/FS, Respondent(s) shall incorporate
 and integrate information supplied by EPA into the final RI/FS
 report.

      31.   Neither failure of  EPA to expressly approve or
 disapprove of Respondent(s)'  submissions  within a specified time
 period(s),  nor the absence of comments, shall be  construed as
 approval  by EPA.   Whether or  not EPA gives express approval for
 Respondent(s)•  deliverables,  Respondent(s) is responsible for
 preparing deliverables acceptable to EPA.

      32.   Respondent(s)  shall, prior to any off-site shipment of
 hazardous substances  from the site to an  out-of-state waste
 management facility, provide written notification to the
 appropriate state environmental  official  in the receiving state
 and to EPA's Designated Project  Coordinator of such shipment of
 hazardous substances.   However,  the notification  of shipments
 shall  not apply to any such off-site shipments when the total
 volume of such  shipments will not exceed  10 cubic yards.

      (a)   The notification shall be in writing, and shall include
 the following  information,  where available:  (1)  the name and
 location  of the facility to which the hazardous substances are to
 be shipped;  (2) the type and quantity of  the hazardous  substances
 to be  shipped;  (3)  the expected  schedule  for the  shipment of the
 hazardous substances;  and (4) the method  of transportation.
 Respondent(s) shall notify the receiving  state of major changes
 in the shipment plan,  such as a  decision  to ship  the hazardous
 substances  to another  facility within the same state, or to a
 facility  in another state.

      (b)  The identity of the receiving facility  and state will
 be determined by  Respondent(s) following  the award of the
 contract  for the  remedial  investigation and feasibility study.
Respondent(s) shall provide all  relevant  information, including
 information under  the  categories  noted in paragraph 31(a) above,
on the off-site shipments,  as soon as practical after the award
of the contract and before  the hazardous  substances are actually
shipped.
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                         Annotated OSWER Directive Number 9835.3-2A

                  IX.  EPA'S  BASELINE RISK ASSESSMENT

      33.   EPA will perform  the baseline risk assessment.
 Respondent shall support EPA in the effort by providing various
 information to EPA as outlined above.  The major components of
 the baseline risk assessment include contaminant identification,
 exposure  assessment,  toxicity assessment, and human health and
 ecological risk characterization.

 EPA will  provide,  after review of the respondent's site char-
 acterization summary,  sufficient information concerning the
 baseline  risks such that the respondents can begin drafting the
 feasibility study report and the Memorandum on Remedial Action
 Objectives.   This information will normally be in the form of two
 or  more baseline risk assessment memoranda prepared by EPA.  One
 memorandum will generally include a list of the chemicals of
 concern for human health and ecological effects and the
 corresponding toxicity values.  Another should list the current
 and potential future  exposure scenarios, exposure assumptions,
 and exposure point concentrations that EPA plans to use in the
 baseline  risk assessment.   The public, including the potentially
 responsible  parties,  may comment on these memoranda.  However,
 the Agency is obligated to  respond only to significant comments
 that are  submitted during the formal public comment period.

 After considering  any significant comments received, EPA will
 prepare a baseline risk assessment report based on the data
 collected by the respondents during the site character-
 ization.   EPA will release  this report to the public at the same
 time it releases the  final  RI report.  Both reports will be put
 into the  Administrative Record for the site.

 EPA will  respond to all significant comments on the memoranda or
 the baseline risk  assessment that are resubmitted during the
 formal comment period  in the Responsiveness Summary of the Record
 of  Decision.

                 X.  MODIFICATION OF THE WORK PLAN

      34.   If at any time during the RI/FS process, Respondent(s)
 identifies a need  for  additional data, a memorandum documenting
 the  need  for additional data shall be submitted to the EPA
 Project Coordinator within  20 days of identification.  EPA in its
 discretion will determine whether the additional data will be
 collected by Respondent(s)  and whether it will be incorporated
 into  reports and deliverables.                           .-

      35.   In the event of conditions posing an immediate threat
to human  health or welfare  or the environment, Respondent(s)
 shall notify EPA and the state immediately.  In the event of

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                         Annotated OSWER Directive Number 9835.3-2A

 unanticipated or changed circumstances at the site,  Respondent(s)
 shall notify the EPA Project Coordinator  by telephone  within 24
 hours of discovery of the unanticipated or changed circumstances.
 In addition to the authorities in the NCP, in the event that EPA
 determines that the immediate threat or the unanticipated or
 changed circumstances warrant changes in  the work plan,  EPA shall
 modify or amend the work plan in writing  accordingly.
 Respondent(s) shall perform the work plan as modified  or amended.

      36.  EPA may determine that in addition to tasks  defined in
 the initially approved work plan,  other additional work may be
 necessary to accomplish the objectives of the RI/FS  as set forth
 in the Statement of Work for this RI/FS.   EPA may require that
 the Respondent(s)  perform these response  actions  in  addition to
 those required by the initially approved  work plan,  including any
 approved modifications,  if it determines  that such actions are
 necessary for a complete RI/FS.   Respondent(s) shall confirm its
 willingness  to perform the additional work in writing  to EPA
 within 7 days of receipt of the EPA request or Respondent(s)
 shall invoke dispute resolution.   Subject to EPA  resolution of
 any dispute,  Respondent(s)  shall implement the additional tasks
 which EPA determines are necessary.   The  additional  work shall be
 completed according to the standards,  specifications,  and
 schedule set forth or approved by  EPA in  a written modification
 to the work  plan or written work plan supplement.  EPA reserves
 the right to conduct the work itself at any point, to  seek
 reimbursement from Respondent(s),  and/or  to seek  any other
 appropriate  relief.

                       XI.  QUALITY  ASSURANCE

      37.   Respondent(s)  shall assure that work performed,  samples
 taken and analyses conducted conform to the requirements of the
 Statement of  Work,  the QAPP and  guidances identified therein.
 Respondent(s)  will assure that  field personnel used  by
 Respondent(s)  are  properly trained in the use of  field equipment
 and in chain  of  custody  procedures.

           XII.   FINAL RI/FS.  PROPOSED PLAN.  PUBLIC COMMENT.
               RECORD OF DECISION. ADMINISTRATIVE RECORD

      38.   EPA retains the  responsibility  for the  release to the
public of  the RI/FS  report.   EPA retains  responsibility  for the
preparation and  release  to the public of  the proposed  plan and
record  of  decision in accordance with CERCLA and  the NCP.

      39.   EPA shall provide  Respondent(s)  with the final RI/FS
report, proposed plan and  record of  decision.
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                         Annotated OSWER Directive Number 9835.3-2A

      40.   EPA will determine the  contents of the  administrative
 record file for selection of the  remedial action.  Respondent(s)
 must submit to EPA documents developed during the course of the
 RI/FS upon which selection of the response action may be based.
 Respondent(s)  shall provide copies of plans, task memoranda
 including documentation of field  modifications, recommendations
 for further action, quality assurance memoranda and audits, raw
 data, field notes,  laboratory analytical reports  and other
 reports.   Respondent(s)  must additionally submit  any previous
 studies conducted under state,  local or other federal authorities
 relating  to selection of the response action, and all
 communications between Respondent(s) and state, local or other
 federal authorities concerning selection of the response action.
 At  EPA's  discretion,  Respondent(s) may establish  a community
 information repository at or hear the site, to house one copy of
 the administrative record.

                XIII.   PROGRESS REPORTS AND MEETINGS

      41.   Respondent(s)  shall make presentations  at, and
 participate in,  meetings at the request of EPA during the
 initiation,  conduct,  and completion of the RI/FS.  In addition to
 discussion of  the technical aspects of the RI/FS, topics will
 include anticipated problems or new issues.  Meetings will be
 scheduled at EPA's discretion.

      42.   In addition to the deliverables set forth in  this
 Order,  Respondent(s)  shall provide to EPA monthly progress
 reports by the 10th day of the following month.   At a minimum,
 with respect to the preceding month, these progress reports shall
 (1)  describe the actions which have been taken to comply with
 this Consent Order during that month, (2) include all results of
 sampling  and tests and all other  data received by the
 Respondent(s),  (3)  describe work  planned for the  next two months
 with schedules relating such work to the overall  project schedule
 for RI/FS completion and (4)  describe all problems encountered
 and any anticipated problems,  any actual or anticipated delays,
 and solutions  developed and implemented to address any  actual or
 anticipated problems or delays.

    XIV. SAMPLING. ACCESS. AND DATA AVAILABILITY/ADMISSIBILITY

      43.   All  results of sampling, tests, modeling or other data
 (including raw data)  generated by Respondent(s),  or on
 Respondent(s)'  behalf,  during implementation of this Consent
 Order,  shall be submitted to EPA  in the subsequent monthly
 progress  report as  described in Section XII of this Order.  EPA
will make available to the Respondent(s) validated data generated
 by  EPA  unless  it is exempt from disclosure by any federal or
 state law or regulation.

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                         Annotated OSWER Directive Number 9835.3-2A

      44.   Respondent(s)  will verbally  notify EPA  at least 15 days
 prior to conducting significant field  events as described in the
 Statement of Work,  work  plan or sampling and analysis plan.  At
 EPA's verbal or written  request,  or  the request of EPA's
 oversight assistant,  Respondent(s) shall allow split or duplicate
 samples to be taken by EPA (and its  authorized representatives)
 of any samples collected by the Respondent(s) in  implementing
 this Consent Order.  All split  samples of Respondent(s) shall be
 analyzed by the methods  identified in  the QAPP.

      45.   At all reasonable times, EPA and its authorized
 representatives shall have the  authority to enter and freely move
 about all property  at the site  and off-site areas where work, if
 any,  is being performed,  for the purposes of inspecting
 conditions,  activities,  the results  of activities, records,
 operating logs,  and contracts related  to the site or
 Respondent(s)  and its contractor pursuant to this Order;
 reviewing the progress of the Respondent(s) in carrying out the
 terms of  this Consent Order;  conducting tests as  EPA or its
 authorized representatives deem necessary; using  a camera, sound
 recording device or other documentary  type equipment; and
 verifying the data  submitted to EPA  by the Respondent(s).  The
 Respondent(s)' shall allow these persons to inspect and copy all
 records,  files,  photographs,  documents, sampling  and monitoring
 data,  and other  writings  related  to  work undertaken in carrying
 out this  Consent Order.   Nothing  herein shall be  interpreted as
 limiting  or  affecting EPA's right of entry or inspection
 authority under  federal  law.  All parties with access to the site
 under this paragraph  shall comply with all approved health and
 safety plans.

      46.   The  Respondent(s)  may assert a claim of business
 confidentiality  covering  part or  all of the information submitted
 to EPA pursuant  to  the terms  of this Consent Order under 40
 C.F.R.  §2.203, provided  such claim is  allowed by  section
 104(e)(7)  of CERCLA,  42 U.S.C.  §9604(e)(7).  This claim shall be
 asserted  in  the  manner described  by  40 C.F.R. $2.203(b) and
 substantiated  at the  time the claim  is made.  Information
 determined to  be confidential by  EPA will be given the protection
 specified in 40  C.F.R. Part 2.  If no  such claim  accompanies the
 information  when it is submitted  to  EPA, it may be made available
 to the public  by EPA  or the state without further notice to the
 Respondent(s).   Respondent(s) agrees not to assert
 confidentiality  claims with respect  to any data related to site
 conditions,  sampling,  or  monitoring.

      47.   In entering into this Order, Respondent(s) waives any
 objections to  any data gathered,  generated, or evaluated by EPA,
 the state or Respondent(s)  in the performance or  oversight of the
work  that has  been  verified according  to the quality

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                         Annotated OSWER Directive Number 9835.3-2A

 assurance/quality control (QA/QC) procedures required by the
 Consent Order or any EPA-approved work plans or  sampling and
 analysis plans.   If Respondent(s) objects  to any other  data
 relating to the  RI/FS,  Respondent(s)  shall submit to EPA a report
 that identifies  and explains its  objections, describes  the
 acceptable uses  of the  data,  if any,  and identifies any
 limitations to the use  of the data.   The report  must be submitted
 to EPA within 15 days of the monthly  progress report containing
 the data.

      48.   if the site,  or the off-site area that is to  be used
 for access or is within the  scope of  the RI/FS,  is owned in whole
 or in part by parties other  than  those bound by  this Consent
 Order,  Respondent(s)  will obtain, or  use its best efforts to
 obtain,  site access agreements from the present  owner(s) within
 	days of the effective  date  of this Consent Order.  Such
 agreements shall provide access for EPA, its contractors and
 oversight  officials,  the state and its contractors, and the
 Respondent(s)  or its authorized representatives,  and such
 agreements shall specify that Respondent(s) is not EPA's
 representative with respect  to liability associated with site
 activities.   Copies of  such  agreements shall be  provided to EPA
 prior to Respondent(s)'  initiation of field activities.
 Respondent(s)' best efforts  shall include  providing reasonable
 compensation to  any off-site property owner.  If access
 agreements are not obtained  within the time referenced  above,
 Respondent(s)  shall immediately notify EPA of its failure to
 obtain  access.   EPA may  obtain access for  the Respondent(s),
 perform those tasks or activities with EPA contractors, or
 terminate  the Consent Order  in the event that Respondent(s)
 cannot  obtain access agreements.  In  the event that EPA performs
 those tasks or activities with EPA contractors and does not
 terminate  the Consent Order,  Respondent(s) shall perform all
 other activities not requiring access to that site, and shall
 reimburse  EPA for all costs  incurred  in performing such
 activities.   Respondent(s) additionally shall integrate the
 results of any such tasks undertaken  by EPA into its reports and
 deliverables.  Furthermore,  the Respondent(s) agrees to indemnify
 the U.S. Government as specified  in Section XXV  of this Order.
 Respondent(s)  also shall reimburse EPA for all costs and attorney
 fees  incurred by the United  States to obtain access for the
 Respondent(s)  pursuant to paragraph 70.

               XV.  DESIGNATED PROJECT COORDINATORS

      49.   Documents including reports, approvals, disapprovals,
 and other  correspondence which must be submitted under  this
 Consent Order, shall  be  sent  by certified  mail,  return  receipt
 requested,  to the following  addressees or  to any other  addressees
which the  Respondent(s)  and  EPA designate  in writing:

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                         Annotated OSWER Directive Number 9835.3-2A

      (a)   Documents to be submitted to EPA should be sent to
           [indicate number of  copies]:

                [EPA Project Coordinator,
                CERCLA Branch]
                US EPA,  Region  [#],
                [Street,  City,  State, Zip Code].

     _(b)   Documents to be submitted to the Respondent(s) should
           be sent to [include  number of copies]:

                [Name,  Title,
                Organization,
                Street,  City, State, Zip Code].

      50.   On or before  the effective date of this Consent Order,
EPA and the  Respondent(s)  shall each designate their own Project
Coordinator.   Each Project Coordinator shall be responsible for
overseeing the implementation  of this Consent Order.  To the
maximum extent possible,  communications between the Respondent(s)
and EPA shall  be  directed to the Project Coordinator by mail,
with  copies  to such other persons as EPA, the state, and
Respondent(s)  may respectively designate.  Communications
include, but are  not limited to, all documents, reports,
approvals, and other correspondence submitted under this Consent
Order.

      51.   EPA  and the Respondent(s) each have the right to change
their respective  Project  Coordinator.  The other  party must be
notified in writing at  least 10 days prior to the change.

      52.   EPA's Project Coordinator shall have the authority
lawfully vested in a Remedial  Project Manager (RPM) and On-Scene
Coordinator  (OSC)  by the  NCP.  In addition, EPA's Project
Coordinator  shall  have the  authority consistent with the National
Contingency  Plan,  to halt any  work required by this Consent
Order, and to  take any necessary response action  when s/he
determines that conditions  at  the site may present an immediate
endangerment to public health  or welfare or the environment.  The
absence of the EPA Project  Coordinator from the area under study
pursuant to this  Consent  Order shall not be cause for the
stoppage or delay  of work.

     53.   EPA  shall  arrange for a qualified person to assist in
its oversight  and  review  of the conduct of the RI/FS, as required
by section 104(a)  of CERCLA, 42 U.S.C. $9604(a).  The oversight
assistant may  observe work and make inquiries in  the absence of
EPA,  but is not authorized to  modify the work plan.
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                        Annotated OSWER Directive Number 9835.3-2A

                     XVI. OTHER APPLICABLE LAWS

      54.   Respondent(s) shall comply with all laws that are
applicable when performing the RI/FS.  No local, state, or
federal permit shall be required for any portion of any action
conducted entirely  on-site,  including studies, where such action
is  selected  and carried out  in compliance with section 121 of
CERCLA.

                    XVII.   RECORD PRESERVATION

      55.   All records and documents in EPA's and Respondent's
possession that relate in any way to the site shall be preserved
during the conduct  of this Consent Order and for a minimum of 10
years after  commencement of  construction of any remedial action.
The Respondent(s) shall acquire and retain copies of all
documents that relate to the site and are in the possession of
its employees, agents, accountants, contractors, or attorneys.
After this 10 year  period, the Respondent(s) shall notify EPA at
least 90  days before the documents are scheduled to be destroyed.
If EPA requests that the documents be saved, the Respondent(s)
shall, at no cost to EPA, give EPA the documents or copies of the
documents.   '           '

                     XVIII.   DISPUTE RESOLUTION

     56.   Any disputes concerning activities or deliverables
required  under this Order, excluding the baseline risk
assessment,  for which dispute resolution has been expressly
provided  for, shall be resolved as follows:  If the Respondent(s)
objects to any EPA  notice of disapproval or requirement made
pursuant  to  this Consent Order, Respondent(s) shall notify EPA's
Project Coordinator in writing of its objections within 14 days
of receipt of the disapproval notice or requirement.
Respondent(s)' written objections shall define the dispute, state
the basis of Respondent(s)'  objections, and be sent certified
mail, return receipt requested.  EPA and the Respondent(s) then
have an additional  14 days to reach agreement.  If an agreement
is not reached within 14 days, Respondent may request a
determination by EPA's [Branch Chief/Division Director].  The
[Branch Chief's/Division Director's] determination is EPA's final
decision.  Respondent(s) shall proceed in accordance with EPA's
final decision regarding the matter in dispute, regardless of
whether Respondent(s) agrees with the decision.  If the
Respondent(s) does  not agree to perform or does not actually
perform the  work in accordance with EPA's final decision, EPA
reserves  the right  in its sole discretion to conduct the work
itself, to seek reimbursement from the Respondent(s), to seek
enforcement  of the  decision, to seek stipulated penalties, and/or
to-seek any  other appropriate relief.

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                         Annotated OSWER Directive Number 9835.3-2A

      57.  Respondent(s)  is not relieved  of  its obligations to
 perform and conduct activities and  submit deliverables  on the
 schedule set forth in the work plan,  while  a matter  is  pending in
 dispute resolution.  The invocation of dispute resolution does
 not stay stipulated penalties under this Order.

          XIX.  DELAY IN  PERFORMANCE/STIPULATED PENALTIES

      58.  For each day that the Respondent(s) fails  to  complete a
 deliverable in a timely  manner or fails  to  produce a deliverable
 of acceptable quality, or otherwise fails to perform in
 accordance with the requirements of this Order, Respondent(s)
 shall be liable for stipulated penalties.   Penalties begin to
 accrue on the day that performance  is due or a violation occurs,
 and extend through the period of correction.  Where  a revised
 submission by Respondent(s)  is required, stipulated  penalties
 shall continue to accrue until a satisfactory deliverable is
 produced.   EPA will provide written notice  for violations that
 are not based on timeliness;  nevertheless,  penalties shall accrue
 from the day a violation commences.   Payment shall be due within
 30 days of receipt of  a  demand letter from  EPA.

      59.   Respondents  shall pay interest on the unpaid  balance,
 which shall begin to accrue at the  end of the 30-day period, at
 the rate established by  the Department of Treasury pursuant to 30
 U.S.C.  §3717.   Respondents  shall further pay a handling charge of
 1  percent,  to be assessed at  the end  of  each 31 day  period, and a
 6  percent  per annum penalty charge, to be assessed if the penalty
 is not paid in full within  90 days  after it is due.

      60.   Respondent(s)  shall make  all payments by forwarding a
 check to:

               U.S. Environmental Protection Agency
                       Superfund Accounting
                    [insert Regional Lock Box]

      Checks should identify the name  of  the site, the site
 identification number, the  account  number,  and the title of this
 Order.   A  copy of  the check and/or  transmittal letter shall be
 forwarded  to the EPA Project  Coordinator.

      61.   For the  following major deliverables, stipulated
penalties  shall  accrue in the amount  of 	 per day, per
violation,  for the first  seven days of noncompliance; 	 per
day, per violation,  for the 8th through  14th day of
noncompliance; 	 per day,  per violation, for the  15th day
through  the  30th day; and 	 per day per violation  for all
violations  lasting beyond 30  days.


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                        Annotated OSWER Directive Number 9835.3-2A

      1)   An  original  and  any revised work plan.

      2)   An  original  and  any revised sampling and analysis plan.

      3)   An  original  and  any revised remedial investigation
          report.

      4)   An  original  and  any revised treatability testing work
          plan.

      5)   An  original  and  any revised treatability study sampling
          and analysis plan.

      6)   An  original  and  any revised feasibility study report.

      62.  For the  following interim deliverables, stipulated
penalties shall accrue in  the amount of   	 per day, per
violation, for the first week of noncompliance; 	  per day, per
violation, for the 8th through  14th day of noncompliance; 	
per day, per  violation, for the 15th day through the 30th day of
noncompliance; and 	 per day  per violation for all violations
lasting beyond 30  days.

      1)   Technical memorandum  on modeling of site
          characteristics.

      2)   Preliminary  site characterization summary.

      3)   Summary  of RI data (electronically formatted),

      4)   Identification of candidate technologies memorandum.

      5)   Treatability testing  statement of work.

      6)   Treatability study evaluation report.

      7)   Memorandum on remedial action objectives.

      8)   Memoranda on development and preliminary screening of
          alternatives, assembled alternatives screening
          results,  and final screening.

      9)   Comparative  analysis  report.

      63.  For the  monthly  progress reports, stipulated penalties
shall accrue  in the amount of 	 per day, per violation, for
the first week of  noncompliance;      per day, per violation, for
the 8th through 14th day of noncompliance; • 	 per day, per
violation, for the 15th day through the 30th day; and 	 per
day, per violation, ,for all violations lasting beyond 30 days.

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                         Annotated OSWER Directive Number 9835.3-2A

      64.   Respondent(s)  nay dispute  EPA's right to the  stated
 amount of penalties by invoking  the  dispute resolution  procedures
 under Section XVII herein.   Penalties  shall accrue but  need not
 be paid during the dispute  resolution  period.  If Respondent(s)
 do not prevail upon resolution,  all  penalties shall be  due to EPA
 within 30 days of resolution of  the  dispute.  If Respondent(s)
 prevails upon resolution, no penalties shall be paid.

      65.   In the event that EPA  provides for corrections to be
 reflected in the next deliverable and  does not require
 resubmission of that deliverable, stipulated penalties  for that
 interim deliverable shall cease  to accrue on the date of such
 decision by EPA.

      66.   The stipulated penalties provisions do not preclude EPA
 from  pursuing any other  remedies or  sanctions which are available
 to EPA because of the Respondent(s)• failure to comply  with this
 Consent Order,  including but not limited to conduct of  all or
 part  of the RI/FS by EPA.   Payment of  stipulated penalties does
 not alter Respondent(s)' obligation  to complete performance under
 this  Consent Order.

                        XX.   FORCE MAJEURE

      67.   "Force  majeure",  for purposes of this Consent Order, is
 defined as any event arising from causes entirely beyond the
 control of the Respondent(s)  and of  any entity controlled by
 Respondent(s),  including their contractors and subcontractors,
 that  delays the timely performance of  any obligation under this
 Consent Order  notwithstanding Respondent(s)• best efforts to
 avoid the delay.   The requirement that the Respondent(s) exercise
 "best efforts  to  avoid the  delay" includes using best efforts to
 anticipate any potential force majeure event and best efforts to
 address the effects  of any  potential force majeure event (1) as
 it  is occurring and  (2)  following the  potential force majeure
 event,  such that  the delay  is minimized to the greatest extent
 practicable.   Examples of events that  are not force majeure
 events  include, but  are  not limited  to, increased costs or
 expenses  of any work to  be  performed under this Order or the
 financial difficulty of Respondent(s)  to perform such work.

      68.   If any  event occurs or has occurred that nay  delay the
 performance of  any obligation under  this Order, whether or not
 caused  by a force  majeure event, Respondent(s) shall notify by
 telephone the Remedial Project Manager or,  in his or her absence,
 the Director of the  Hazardous Waste Management Division, EPA
 Region  	,  within 48 hours  of when  the Respondent(s) knew or
 should  have  known  that the  event night cause a delay.   Within
 five  business days thereafter, Respondent(s) shall provide in
writing the  reasons  for the  delay; the anticipated duration of

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                        Annotated OSWER Directive Number 9835.3-2A

the delay; all actions taken or to be taken to prevent or
minimize the delay; a schedule for implementation of any measures
to be taken to mitigate the effect of the delay; and a statement
as to whether, in the opinion of Respondent(s), such event may
cause or contribute to an endangerment to public health, welfare
or the environment.  Respondent(s) shall exercise best efforts to
avoid or minimize any delay and any effects of a delay.  Failure
to comply with the above requirements shall preclude
Respondent(s) from asserting any claim of force majeure.
     ** * *
     69.  if EPA agrees that the delay or anticipated delay is
attributable to force majeure, the time for performance of the
obligations under this Order that are directly affected by the
force majeure event shall be extended by agreement of the
parties, pursuant to section XXVI of this Order, for a period of
time not to exceed the actual duration of the delay caused by the
force majeure event.  An extension of the time for performance of
the obligation directly affected by the force majeure event shall
not, of itself, extend the time for performance of any subsequent
obligation.

     70.  If EPA does not agree that the delay or anticipated
delay has beeh or will be caused by a force majeure event, or
does not agree with Respondent(s) on the length of the extension,
the issue shall be subject to the dispute resolution procedures
set forth in section XVII of this Order.  In any such proceeding,
to qualify for a force majeure defense, Respondent(s) shall have
the burden of demonstrating by a preponderance of the evidence
that the delay or anticipated delay has been or will be caused by
a force majeure.event, that the duration of the delay was or will
be warranted under the circumstances, that Respondent(s) did
exercise or is exercising due diligence by using its best efforts
to avoid and mitigate the effects of the delay, and that
Respondent(s) complied with the requirements of paragraph 66.

     71.  Should Respondent(s) carry the burden set forth in
paragraph 65, the delay at issue shall be deemed not to be a
violation of the affected obligation of this Consent Order.

               XXI. REIMBURSEMENT OF PAST COSTS

[Note that the Agency cannot compromise past costs unless the
consent order is also issued under $122(h)(l), and the
requirements of $122(h)(l) are also met, i.e., prior written
approval of the Attorney General is obtained if the total past
and projected response costs exceed $500,000, excluding
interest.]

     72.  Within 15 days of the effective date of this Order,
Respondent(s) shall remit a certified or cashiers check to EPA in

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                         Annotated OSWER Directive Number 9835.3-2A

 the amount of $	,  as previously demanded in  the RI/FS Special
 Notice Letter dated 	,  together with interest that has
 accrued thereon at the rate  of interest  specified for the
 Hazardous Substances Superfund under CERCLA section 107(a), for
 all past response costs incurred by the  United States in its
 [e.g., conduct of the removal action]  at the site from
 	[date] to 	[date].

      73.  Checks should be made payable  to the Hazardous
 Substances Superfund and should include  the name of the site, the
 site identification number,  the operable unit, if any,  the
 Regional Lock Box Number account number  and the  title of this
 Order.  Checks should  be forwarded  to:

               U.S. Environmental Protection Agency
                       Superfund Accounting
                   [insert Regional  Lock  Box]

      74.   A copy of the check should be  sent simultaneously to
 the EPA Project Coordinator.-

        XXII.  REIMBURSEMENT OF RESPONSE AND OVERSIGHT COSTS

      75.   Following the issuance of  this  Consent Order,  EPA shall
 submit to the Respondent(s)  on a periodic basis  an accounting of
 all response  costs  including oversight costs incurred by the U.S.
 Government with respect to this RI/FS.  Response costs  may
 include,  but  are not limited to,  costs incurred  by the  U.S.
 Government in overseeing Respondent(s)'  implementation  of the
 requirements  of this Order and activities performed by  the
 government as part  of  the RI/FS and  community relations,
 including any costs incurred while obtaining access.  Costs shall
 include all direct  and indirect costs, including, but not limited
 to,  time  and  travel costs of EPA personnel and associated
 indirect  costs,  contractor costs, cooperative agreement costs,
 compliance monitoring,  including the collection  and analysis of
 split  samples,  inspection of RI/FS activities, site visits,
 discussions regarding  disputes that  may arise as a result of this
 Consent Order,  review  and approval or  disapproval of reports,
 costs  of  performing the baseline risk  assessment, and costs of
 redoing any of Respondent(s)•  tasks.  Any necessary summaries,
 including,  but not  limited to  EPA's  certified Agency Financial
 Management System summary data (SPUR Reports), or such  other
 summary as certified by EPA,  shall serve  as basis for payment
 demands.

     76.   Respondent(s)  shall,  within  30  days of receipt of each
 accounting, remit a  certified  or cashier's check for the amount
 of those  costs.   Interest shall  accrue from the  later of: the
date payment  of  a specified  amount is  demanded in writing; or the

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                        Annotated OSWER Directive Number 9835.3-2A

date  of  the  expenditure. The  interest rate is the rate of
interest on  investments for the Hazardous Substances Superfund in
section  107(a)  of  CERCLA.

      77.   Checks should be made payable to the Hazardous
Substances Superfund  and should include the name of the site, the
site  identification number, the account number and the title of
this  Order.   Checks should be forwarded to:

              U.S. Environmental Protection Agency
                      Superfund Accounting
                    [insert Regional Lock Box]

      78.   Copies of the transmittal  letter and check should be
sent  simultaneously to the EPA Project Coordinator.

      79.   Respondent(s) agrees to limit any disputes concerning
costs to  accounting errors and the inclusion of costs outside the
scope of  this Consent Order.  Respondent(s) shall identify any
contested costs and the basis of its objection.  All undisputed
costs shall  be remitted by Respondent(s) in accordance with the
schedule  set forth above.  Disputed  costs shall be paid by
Respondent(s) into an escrow  account while the dispute is
pending.   Respondent(s) bears the burden of establishing an EPA
accounting error or the inclusion of costs outside the scope of -
this Consent Order.

  XXIII.  RESERVATIONS  OF RIGHTS  AND REIMBURSEMENT OF OTHER COSTS

     80.   EPA reserves the right to bring an action against the
Respondent(s) under section 107 of CERCLA for recovery of all
response  costs  including oversight costs, incurred by the United
States at the site that are not reimbursed by the Respondent(s),
any costs incurred in the event that EPA performs the RI/FS or
any part  thereof, and any future costs incurred by the United
States in connection  with response activities conducted under
CERCLA at this site.

     81.   EPA reserves the right to bring an action against
Respondent(s) to enforce the  past costs and response and
oversight cost reimbursement  requirements of this Consent Order,
to collect stipulated penalties assessed pursuant to section
XVIII of  this Consent Order,  and to seek penalties pursuant to
section  109  of CERCLA, 42 U.S.C. S9609.

     82.   Except as expressly provided in this Order, each party
reserves  all rights and defenses it may have.  Nothing in this
Consent Order shall affect EPA's removal authority or EPA's
response  or  enforcement authorities  including, but not limited


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                         Annotated OSWER Directive Number 9835.3-2A

 to,  the right to seek injunctive relief,  stipulated penalties,
 statutory penalties,  and/or punitive damages.

      83.   Following satisfaction of  the requirements of this
 Consent Order,  Respondent(s)  shall have resolved  its liability to
 EPA for the work performed by Respondent(s) pursuant to this
 Consent Order.   Respondent(s)  is not released from liability, if
 any,  for any response actions taken  beyond the scope of this
 Order regarding removals,  other  operable  units, remedial
 design/remedial action of this operable unit, or  activities
 arising pursuant to section 121(c) of CERCLA.

                         XXIV.  DISCLAIMER

      84.   By signing  this Consent Order and taking actions under
 this  Order,  the Respondent(s)  does not necessarily agree with
 EPA's Findings  of Fact and Conclusions of Law.  Furthermore,  the
 participation of the  Respondent(s) in this Order  shall not be
 considered an admission of liability and  is not admissible in
 evidence  against the  Respondent(s) in any judicial or
 administrative  proceeding other  than a proceeding by the United
 States,  including EPA,  to enforce this Consent Order or a
 judgment  relating to  it.   Respondent(s) retains its rights to
 assert claims against other potentially responsible parties at
 the site.  However, the Respondent(s) agrees not  to contest the
 validity  or  terms of  this  Order,  or  the procedures underlying or
 relating  to  it  in any action  brought by the United States,
 including EPA,  to enforce  its  terms.

                         XXV.  OTHER CLAIMS

      85.   In entering into this  Order, Respondent(s) waives any
 right to  seek reimbursement under section 106(b)  of CERCLA.
 Respondent also waives  any right to  present a claim under section
 111 or 112 of CERCLA.   This Order does not constitute any
 decision  on  preauthorization of  funds under section lll(a)(2) of
 CERCLA.   Respondent(s)  further waives all other statutory and
 common law claims against  EPA, including, but not limited to,
 contribution and counterclaims,  relating  to or arising out of
 conduct of the  RI/FS.

      86.   Nothing in  this  Order  shall constitute  or be construed
 as a  release from any claim, cause of action or demand in law or
 equity against  any person,  firm,  partnership, subsidiary or
 corporation  not a signatory to this  Consent Order for any
 liability  it may have arising out of or relating  in any way to
the generation,  storage, treatment,  handling, transportation,
release, or  disposal  of  any hazardous substances, pollutants, or
contaminants  found at, taken to,  or taken from the site.
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                        Annotated OSWER Directive Number 9835.3-2A

     87.  Respondent(s) shall bear its own costs and attorneys
fees.

    XXVI. FINANCIAL ASSURANCE. INSURANCE. AND INDEMNIFICATION

     88.  Respondent(s) shall establish and maintain a financial
instrument or trust account or other financial mechanism
acceptable to EPA, funded sufficiently to perform the work and
any other obligations required under this Consent Order,
including a margin for cost overruns.  Within 15 days after the
effective date of this Consent Order, Respondent(s) shall fund
the financial instrument or trust account sufficiently to perform
the work required under this Consent Order projected for the
period beginning with the effective date of the Order through
	.  Beginning 	, and on or before the 15th calendar
day of each calendar year quarter thereafter, Respondent(s) shall
fund the financial instrument or trust account sufficiently to
perform the work and other activities required under this Order
projected for the succeeding calendar year quarter.

     89.  If at any time the net worth of the financial
instrument or trust account is insufficient to perform the work
and other obligations under the Order for the upcoming quarter,
Respondent(s) shall provide written notice to EPA within 7 days
after the net worth of the financial instrument or trust account
becomes insufficient.  The written notice shall describe why the
financial instrument or trust account is funded insufficiently
and explain what actions have been or will be taken to fund the
financial instrument or trust account adequately.

     90.  (a)  Prior to commencement of any work under this
Order, Respondent(s) shall secure, and shall maintain in force
for the duration of this Order, and for two years after the
completion of all activities required by this Consent Order,
Comprehensive General Liability ("CGL") and automobile insurance,
with limits of $	 million dollars, combined single limit,
naming as insured the United States.  The CGL insurance shall
include Contractual Liability Insurance in the amount of $	
per occurrence, and Umbrella Liability Insurance in the amount of
$2 million per occurrence.

          (b)  Respondent(s) shall also secure, and maintain in
force for the duration of this Order and for two years after the
completion of all activities required by this Consent Order the
following:

               i.  Professional Errors and Omissions Insurance in
               the amount of $1,000,000.00 per occurrence.
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                         Annotated OSWER Directive Number 9835.3-2A

                ii.  Pollution Liability Insurance  in the amount of
                $1,000,000.00 per occurrence,  covering as
                appropriate both general  liability and
                professional liability arising from pollution
                conditions.

           (c)   For  the duration of  this  Order, Respondent(s)
 shall satisfy,  or shall ensure that their  contractors or
 subcontractors  satisfy, all applicable laws and regulations
 regarding the provision of employer's liability insurance and
 workmen's compensation insurance for  all persons  performing work
 on behalf of the Respondent(s),  in  furtherance of this  Order.

           (d)   If Respondent(s)  demonstrates  by evidence
 satisfactory to EPA that any contractor  or subcontractor
 maintains insurance equivalent to that described  above,  or
 insurance covering  the same risks but in a lesser amount, then
 with  respect to that contractor or  subcontractor  Respondent(s)
 need  provide only that portion of the insurance described above
 which is  not maintained by the contractor  or  subcontractor.

            (e)   Prior to commencement of any  work under this
 Order, and annually thereafter on the anniversary of the
 effective date  of this Order,  Respondent(s) shall provide to EPA
 certificates of such insurance and  a  copy  of  each insurance
 policy.

      91.   At least  7 days prior  to  commencing any work  under this
 Consent Order,  Respondent(s)  shall  certify to EPA that  the
required  insurance  has been obtained  by  that  contractor.

      92.   The Respondent(s)  agrees  to indemnify and hold the
United States Government,  its agencies,  departments, agents, and
employees harmless  from any and  all claims or causes of action
arising from or on  account of acts  or omissions of Respondent(s),
its employees,  agents,  servants,  receivers, successors,  or
assignees,  or any persons including,  but not  limited to, firms,
corporations, subsidiaries and contractors, in carrying out
activities under this Consent Order.   The  United  States
Government or any agency or authorized representative thereof
shall not be held as a party to  any contract  entered into by
Respondent(s) in carrying out activities under this Consent
Order.

       XXVII. EFFECTIVE DATE AND SUBSEQUENT  MODIFICATION

     93.    The effective  date  of  this  Consent  Order shall be the
date it is  signed by EPA.
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                        Annotated OSWER Directive Number 9835.3-2A

     94.  This Consent Order nay be amended by mutual agreement
of EPA and Respondent(s).  Amendments shall be in writing and
shall be effective when signed by EPA.  EPA Project Coordinators
do not have the authority to sign amendments to the Consent
Order.

     95.  No  informal advice, guidance, suggestions, or comments
by EPA regarding reports, plans, specifications, schedules, and
any other writing submitted by the Respondent(s) will be
construed as  relieving the Respondent(s) of its obligation to
obtain such formal approval as may be required by this Order.
Any deliverables, plans, technical memoranda, reports (other than
progress reports), specifications, schedules and attachments
required by this Consent Order are, upon approval by EPA,
incorporated  into this Order.

              XXVIII.   TERMINATION AND SATISFACTION

     96.  This Consent Order shall terminate when the
Respondent(s) demonstrates in writing and certifies to the
satisfaction  of EPA  that all activities required under this.
Consent Order, including any additional work, payment of past
costs, response and  oversight costs, and any stipulated penalties
demanded by EPA, have been performed and EPA has approved the
certification.  This notice shall not, however, terminate
Respondent(s)' obligation to comply with Sections XVI, XXI, and
XXII of this  Consent Order.

     97.  The certification shall be signed by a responsible
official representing each Respondent.  Each representative shall
make the following attestation: "I certify that the information
contained in  or accompanying this certification is true,
accurate, and complete."  For purposes of this Consent Order, a
responsible official is a corporate official who is in charge of
a principal business function.

BY:	  DATE:	
(Respondent(s))Title


BY:                                          DATE:
   Regional Administrator  [or Delegatee]
   U.S. Environmental Protection Agency
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