EPA Region 3 RCRA Corrective Action Final Decision for Majestic Realty Co. Parcel (Formerly Bethlehem Steel) in Bethlehem PA

FINAL DECISION AND RESPONSE TO COMMENTS
UNDER RCRA SECTION 3004(u)

Mittal Steel USA, Incorporated
Bethlehem, PA 18252

Majestic Realty Co. Parcel of the Former Bethlehem Steel Corporation-

Bethlehem Structural Products

EPA ID NO. PAD 990824161

I. INTRODUCTION

The United States Environmental Protection Agency ("EPA") is issuing this Final
Decision and Response to Comments ("Final Decision") under the authority of the Solid Waste
Disposal Act, as amended by the Resource Conservation and Recovery Act ("RCRA") of 1976,

and the Hazardous and Solid Waste Amendments ("HSWA") of 1984, 42 U.S.C. i i 6921 to

6939e, for a 441-acre parcel ("Parcel") located on the property formerly owned and operated by
Bethlehem Steel Corporation - Bethlehem Structural Products ("BSC") (hereinafter referred to
as the "BSC Facility" or "Site"), located in the City of Bethlehem and Lower Saucon Township,
Northampton County, Pennsylvania.

In 2002, BSC entered into an agreement of sale to sell the Parcel to Majestic Realty Co.
("Majestic"). In 2006, Majestic entered the Parcel into the Pennsylvania Land Recycling and
Environmental Remediation Standards Act ("Act 2"), 35 P.S. Sections 6026.101 etseq., to
facilitate redevelopment of the Parcel. On September 26, 2007, the Pennsylvania Department of
Environmental Protection ("PADEP") and Majestic entered into a Consent Order and Agreement
("2007 Consent Order") to address remediation of the Parcel. The 2007 Consent Order requires
Majestic to perform, among other things, the proposed remedial measures set forth in an EPA
and PADEP-approved report entitled "the Baseline Environmental Report" ("BER"). The BER
is hereby incorporated into this Final Decision by reference and made a part hereof. The BER
can be found in the Administrative Record.

On September 28,2007 EPA issued a Statement of Basis (SB) which described EPA's
proposed Final Remedy for the Parcel. The SB is hereby incorporated into this Final Decision
by reference and made apart hereof as Attachment A. The SB described the information
gathered during the environmental investigations of the Parcel, described clean-up actions at the
Parcel, and explained EPA's proposed Final Remedy for the Parcel. Consistent with public
participation provisions under RCRA, EPA requested comments from the public on the proposed
Final Remedy. The public comment period began September 28, 2007 and ended October 29,

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2007. Comments received during this public comment period, as well as EPA's response to such
comments, are summarized in the Public Comment section of this Final Decision, below.

The purpose of this Final Decision is to describe the Final Remedy selected by EPA for
the Parcel.

II. THE SELECTED FINAL REMEDY

EPA has determined that the Final Remedy protects human health and the environment

and is consistent with EPA^s nine criteria for remedy selection, which are discussed in the

Corrective Action Advanced Notice of Proposed Rulemaking, 61 Fed. Reg. 19432 (May 1,1996)
and set forth in Section V (Evaluation of Criteria) in the SB. The Final Remedy for the Parcel
consists of the following components:

A.	Soils

For Parcel soils, the selected Final Remedy, which is explained in detail in the SB and the
BER, requires the following:

1)	the installation of impermeable protective covers over areas where levels of
soil contamination exceed Pennsylvania's Statewide Health Standards for non-
residential soil-to-groundwater criteria for a used aquifer;

2)	the installation of impermeable protective covers or addition of regulated fill
over areas where levels of soil contamination exceed Pennsylvania's Statewide
Health Standards for non-residential direct contact with soil;

3)	the excavation and removal of materials in accordance with the Soil
Management Plan provided with the BER; and

4)	the implementation of institutional controls, in the form of deed notices and
easements and/or restrictive covenants, in order to prevent any activities which
would interfere with or adversely affect the integrity and protectiveness of the
Final Remedy. The institutional controls are necessary to ensure that the
integrity and protectiveness of the protective covers are maintained and to
inform subsequent purchasers of the Parcel property of the environmental
conditions at the Parcel and of EPA's Final Remedy for the Parcel.

EPA will have the Final Remedy for Parcel soils implemented through the 2007 Consent

Order.

B.	Groundwater

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For groundwater at the Parcel, EPA's Final Remedy requires no further remedial actions
by Majestic, but requires the implementation of institutional controls to prohibit the use of
groundwater for domestic purposes and the installation of groundwater extraction wells, unless
such wells are necessary for the performance or completion of remedial activities required by
PADEP and/or EPA.

Any further groundwater monitoring and/or remediation at the Parcel will be part of the
Site-wide monitoring program which will address Site-wide groundwater contamination
associated with the BSC Facility. This program will be implemented by Lehigh Valley
Industrial Park ("LVIP") under PADEP and/or EPA oversight.

C. Soil Vapor

EPA's Final Remedy for soil vapor at the Parcel requires that Act 2 state-wide health
medium-specific concentrations ("MSCiaq") for indoor air be attained as the Parcel is developed
for industrial use. Vapor intrusion pathways will be re-evaluated as the final grading plan for
each section of the Parcel is finalized. Based on the nature and location of any future building,
vapor intrusion threats into buildings or other structures will be addressed by one or more of the
following remedial activities which will be implemented through the 2007 Consent Order:

1)	additional investigation - Additional soil gas surveys may be necessary to further
delineate areas above the site-specific non-residential soil-to-indoor air screening criteria.

2)	remediation of the soils/fill materials - Excavation and removal or in-situ remediation
of soil/fill material in excess of the site-specific soil-to-indoor air MSCiaq may be considered if
these materials are expected to be within 100 feet of a proposed building/confined spaces.

3)	building location(s) - As part of the redevelopment plan, future buildings and other
structures may be sited 100 feet or more from soils in excess of the site-specific soil-to-indoor air
MSCiaq to eliminate the vapor intrusion pathway.

4)	site-specific indoor air modeling of proposed structures - In the event that buildings
are proposed in areas that either fail the Soil to Indoor Air Quality screening process or are
known to have soil gas concentrations at depth that are in excess of the Act 2 MSCiaq standards,
a building/site-specific evaluation of the proposed buildings may be conducted. This evaluation
will include modeling the soil vapor intrusion pathway with EPA's version of the Johnson &
Ettinger vapor intrusion model using a mixture of PADEP default parameters and site-specific
building and geotechnical parameters.

5)	engineering controls - If site-specific indoor air MSCs cannot be met at some areas of
the Parcel, engineering controls, including but not limited to, vapor barriers, sub-slab venting or
depressurization, and institutional controls in the form of deed notices and easements and/or
restrictive covenants, will be implemented. These engineering and institutional controls will be
implemented through the 2007 Consent Order.

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With regard to the inhalation potential discussed above, installation of subsurface utilities
or utility corridors may be restricted in areas where soils containing elevated volatile organic
compound ("VOC) concentrations exist. As described in the BER, an evaluation of Parcel soils
with respect to site-specific screening criteria for VOCs will be conducted and used to outline
areas where special restrictions may be needed, subject to final grading plans and building
designs.

D. Financial Assurance

Majestic estimates that the cost of the Final Remedy for the Parcel is $597,716. EPA will
require Majestic to provide assurances of financial responsibility for completing the Final
Remedy as required by Section 3004(u) of RCRA, 42 U.S.C. § 6924(u).

III. PUBLIC COMMENTS

The only comments on the Proposed Remedy were submitted by O'Brien & Gere, on
behalf of Majestic Realty Company and Bethlehem Commerce Center LLC ("Majestic"), by
letter dated October 26, 2007. O'Brien & Gere submitted 22 comments, discussed below.

1. Issue: Typographical errors

Comment: Several of O'Brien & Gere's comments concerned inadvertent typographical errors in
the SB, as follows:

• Tetracholorethane should be tetrachloroethene. (Comments 1, 12)

• In Section IIII, the SB should state that Majestic installed twelve groundwater monitoring
wells, not eleven. (Comment 6)

• 2005 and 2006 surface water sampling was conducted on behalf of LVIP, not Majestic.
(Comment 7)

• "Site-specific indoor air pathway MSCs" should be MSQaq in Section V-C. (Comment 18)
EPA Response: EPA agrees and the Final Decision hereby incorporates these changes.

2. Issue: Clarification of EPA approval of documents.

Comment: Several of O'Brien & Gere's comments concerned clarification of EPA and PADEP
approval of documents, as follows:

• Clarify that EPA approved the Soils Investigation Work Plan/Field Sampling Plan
("SIWP/FSP") on April 8, 2003 in addition to providing comments. (Comment 2)

• Clarify that EPA and PADEP approved the SIWP/FSP Addenda #1 and #2. (Comments 3, 4)

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• Clarify that EPA approved the Joint Ground Water Investigation Plan - Summary Report
("GWIP"). (Comment 5)

• Clarify that EPA approved the BER. (Comment 8)

EPA Response: EPA approved the SIWP/FSP on April 8, 2003, Addendum #1 on September 26,
2006, and Addendum #2 on December 22, 2006. EPA approved the GWIP on December 02,
2006 and the BER on September 27, 2007. PADEP approved the SIWP/FSP Addendum #1 on
September 26, 2006, and Addendum #2 on December 22, 2006.

The Final Decision hereby incorporates these changes.

3. Issue: Inadvertent omission of an investigated area.

Comment: Add Kuhn's Garage Area to the list of investigated areas. (Comment 9)

EPA Response: EPA inadvertently omitted Kuhn's Garage Area, as Area 16, from the list in
Section III - Summary of Environmental Investigation, of the SB. However, this area was
included in the soil sample results of Table 1.

EPA agrees with this comment and the Final Decision hereby incorporates this change.

4. Issue: Clarification of subsurface soil sampling depths.

Comments: Add clarification that subsurface soil sampling was conducted in many locations to
a depth greater than 15 feet. (Comment 10)

EPA Response: The additional soil sampling noted in Section IV-A of the SB included some
sampling to depths below 15 feet.

EPA agrees with the comment and the Final Decision hereby incorporates this change.

5. Issue: Site-specific value for direct contact for iron.

Comment: Clarify that a site-specific derived value for direct contact for iron was used instead
of the Act 2 direct contact MSC. (Comment 11)

EPA Response: In 1999, BSC developed a site-specific value of 850,000 milligrams per
kilogram (mg/kg) for a direct contact non-residential scenario for iron. This site-specific value
was approved for use by EPA and PADEP. O'Brien & Gere used this site-specific value for
evaluating direct contact exposure pathways.

The Final Decision hereby incorporates this change.

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6. Issue: Groundwater contour maps.

Comment: Clarify that groundwater contour maps were also provided based on the January 2007
monitoring event. (Comment 13)

EPA Response: EPA agrees with the comment and the Final Decision hereby incorporates this
change.

7. Issue: Implementation of Proposed Remedy Item 1.

Comment: Proposed Remedy Item 1 should apply to the redeveloped areas of the site pursuant
to the BER. (Comment 14)

EPA Response: EPA anticipates that the redevelopment of the Facility will proceed in phases.
The proposed remedy calls for impermeable covers to be installed over areas where Act 2 non-
residential soil-to-groundwater criteria have been exceeded. This installation will proceed in
phases, commensurate with the redevelopment.

EPA agrees with the comment and the Final Decision hereby incorporates this change.

8. Issue: Clarify Proposed Remedy Item 2

Comment: Clarify that the Pennsylvania standards for direct contact with soil to be used are for
the non-residential scenario. (Comment 15)

EPA Response: EPA agrees with the comment and the Final Decision hereby incorporates this
change.

9. Issue: Clarification on placement of impervious vs. pervious protective covers.

Comment: Several of O'Brien & Gere's comments concern the use of impervious and pervious
covers in the remedy. O'Brien & Gere proposes clarification in several sections of the SB.
Specifically, "...a clarification should be made that impermeable protective covers will be
utilized in areas which exceed the soil-to-ground water pathway criteria, whereas permeable soil
covers may be used in areas where direct contact/incidental ingestion criteria are exceeded (per
the BER)." (Comments 16, 19, 20, 21, 22)

EPA Response: The Proposed Remedy section of the SB states that"... installation of
impermeable protective covers over areas where levels of soil contamination exceed

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Pennsylvania's Statewide Health Standards for non-residential soil-to-groundwater criteria for a
used aquifer;" and

.the installation of impermeable protective covers or addition of regulated fill over areas
where levels of soil contamination exceed Pennsylvania's Standards for direct contact with soil
for a non-residential scenario"

As EPA's Proposed Remedy mirrors O'Brien & Gere's clarification, EPA agrees to the
clarification in the sections of the SB stated in Comments 16, 19,20, 21 and 22.

The Final Decision hereby incorporates these changes.

10. Issue: Groundwater to indoor air pathway is incomplete.

Comment: Clarify that the groundwater to indoor air pathway is incomplete at the Facility.
(Comment 17)

EPA Response: EPA agrees with the comment and the Final Decision hereby incorporates this
change.

IV. DECLARATION

Based on the Administrative Record compiled for the Parcel, I have determined that the selected
Final Remedy as set forth in the Statement of Basis and this Final Decision including EPA's
Response to Comments is appropriate and will be protective of human health and the
environment.

Date: 11/20/2007	/s/

Abraham Ferdas, Director

Waste and Chemicals Management Division

U.S. Environmental Protection Agency, Region III

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ATTACHMENT A
STATEMENT OF BASIS

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UNITED STATES
ENVIRONMENTAL PROTECTION AGENCY
REGION III
STATEMENT OF BASIS
Mittal Steel USA, Incorporated
Bethlehem, PA 18252

Formerly:

Bethlehem Steel Corporation-
Bethlehem Structural Products

EPA ID NO. PAD 990824161

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I. Introduction

The United States Environmental Protection Agency (EPA) is issuing this Statement of
Basis (SB) under the Resource Conservation and Recovery Act, as amended, 42 U.S.C. §§ 6901
et seq. (RCRA), to solicit public comment on EPA's proposed remedy for a 441-acre parcel
(Parcel) located on the property formerly owned and operated by Bethlehem Steel Corporation -
Bethlehem Structural Products (BSC) (hereinafter referred to as the BSC Facility or Site),
located in the City of Bethlehem and Lower Saucon Township, Northampton County,
Pennsylvania. After reviewing extensive soil, groundwater and soil vapor sampling data from
the BSC Facility, including the Parcel, EPA is proposing as the remedy for the Parcel the
installation of impermeable, protective covers over areas of the Parcel where contaminants
remain in the soil over applicable remediation standards; the excavation of materials in
accordance with the Soil Management Plan for the Parcel, and the implementation of
institutional controls. EPA's proposed remedy is more fully detailed in Section V, below.

The information presented in this SB can be found in greater detail in the work plans and
reports submitted to EPA and the Pennsylvania Department of Environmental Protection
(PADEP), including the Baseline Environmental Report (BER); the Joint Ground Water
Investigation Plan - Summary Report (GWIP Report), and the Soils Investigation Work
Plan/Field Sampling Plan. The work plans and reports are available in EPA's Administrative
Record. To gain a more comprehensive understanding of the RCRA activities that have been
conducted at the BSC Facility, EPA encourages the public to review these documents which are
found in the Administrative Record. The Administrative Record and index are available for
public review at the EPA Region III Office in Philadelphia.

The public may participate in the remedy selection process by reviewing this SB and
documents contained in the Administrative Record and submitting written comments to EPA
during the public comment period. Public participation is discussed in further detail in Section
VIII, below. EPA will address all significant comments submitted in response to the proposed
remedy described in this SB. EPA will make a final remedy decision and issue a Final Decision
and Response to Comments after it considers information submitted during the public comment
period. If EPA determines that new information or public comments warrant a modification to
the proposed remedy, EPA may modify the proposed remedy or select other alternatives based
on such new information and/or public comments.

II. Background

A. BSC Facility Ownership

From approximately 1899 to 1995, BSC and its corporate predecessors manufactured
steel at the BSC Facility. In 1995, BSC discontinued steel manufacturing operations at the BSC
Facility and, in 2001, it filed for bankruptcy under Chapter 7 of the United States Bankruptcy
Code.

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In 2002, BSC entered into an agreement of sale (2002 Sale Agreement) to sell the Parcel
to Majestic Realty Co. (Majestic). In May 2003, with approval of the U.S. Bankruptcy Court for
the Southern District of New York, International Steel Group Acquisition, Inc. (ISG) acquired
substantially all of BSC's assets, including the Parcel. Title to the BSC Facility was taken by
Tecumseh Redevelopment, LLC (Tecumseh), a subsidiary of ISG. ISG assumed all of BSC's
obligations under the 2002 Sale Agreement. Tecumseh sold approximately 1000 acres of the
BSC Facility to Lehigh Valley Industrial Park (LVIP). Tecumseh retained ownership of the
Parcel. In 2005, ISG merged with Mittal Steel USA, Incorporated (Mittal).

B. BSC Operations at the Parcel

Most of the Parcel was used by BSC to support the production of its steel products, and
included foundries, forges, rolling mills, heat-treatment facilities, and related
supply/repair/storage facilities. The operations undertaken at the Parcel included processing
steel ingots (billets, blooms, slabs) by heating to make the metal malleable, then rolling the steel
into finished products (bars, angles, structural shapes, plates, strips, and coils). The thickness of
flat products could be further reduced by cold-rolling (room temperature), and some steel shapes
and parts were manufactured by forging. In some of the former buildings on the Parcel, liquid
steel was cast into semi-finished products using a continuous casting process. These processes
primarily used fuel oil for heating the metal products. The fuel oil was stored in several large
above-ground tanks and underground storage tanks (USTs), and was delivered to the furnaces
and other points of use via an underground fuel-line system.

Melting of raw materials to make iron and steel, which was conducted at former BSC
properties to the west of the Parcel, resulted in the production of various wastes, including dust
and slag from furnaces. BSC disposed of the dust and slag on the Parcel. Scrap iron and steel,
as well as un-recoverable steel from the casting process, were also disposed at the Parcel. BSC
also processed iron and steel products at the Parcel, which included machining, rolling, and heat
treating. These activities involved the storage of chemicals, including solvents and oils, and the
generation of waste products.

Pursuant to Section 3010 of RCRA, 42 U.S.C. § 6930, BSC submitted a Notification of
Waste Handling Activities and a RCRA Part A Permit Application on November 17, 1980. EPA
acknowledged that the BSC Facility qualified for interim status for the treatment, storage and
disposal of hazardous wastes associated with steel manufacturing operations under RCRA on
July 17, 1981. EPA has never issued a RCRA permit for the BSC Facility.

C. Agency Actions

EPA and PADEP have been coordinating their efforts throughout the investigation,
remediation and monitoring of the Parcel. All data and reports have been submitted to and
evaluated by both EPA and PADEP. In 2006, Majestic entered the Parcel into the Pennsylvania
Land Recycling and Environmental Remediation Standards Act (Act 2), 35 P.S. Sections
6026.101 et seq. to facilitate redevelopment of the Parcel.

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On September 26, 2007, PADEP and Majestic entered into a Consent Order and
Agreement (2007 Consent Order) to address remediation of the Parcel. The 2007 Consent Order
requires Majestic to perform, among other things, the proposed remedial measures set forth in
the BER. EPA has reviewed the BER and determined that for matters expressly identified in the
Administrative Record for this SB, no further investigation or remediation is necessary at the
Parcel other than those proposed remedial measures set forth in the BER and the Site-wide
groundwater monitoring program to be implemented at the BSC Facility by LVIP. Therefore,
with this SB, EPA proposes that upon the completion of the remedial actions required by the
2007 Consent Order, no further remediation of Parcel soils, other than those proposed remedial
measures set forth in the BER, will be necessary for matters expressly identified in the
Administrative Record for this SB. Upon determining that the proposed remedial measures for
the Parcel are complete, EPA will consider issuing a Corrective Action Complete with Controls
determination in accordance with the EPA guidance document, "Final Guidance on Completion
of Corrective Action at RCRA Facilities (February 25,2003)." Given that Majestic intends to
develop the Parcel in phases and, therefore, may complete the proposed remedial measures for
the Parcel on a subparcel by subparcel basis, EPA will, after reviewing the Act 2 Final Report for
any such subparcel, issue a Corrective Action Complete with Controls determination for the
subparcel, as appropriate.

III. Summary of the Environmental Investigation

Results of environmental investigations revealed that the historic steel manufacturing
operations at the BSC Facility have caused soils and Site-wide groundwater to become
contaminated with solvents, such as TCE and tetrachloroethane, and polyaromatic hydrocarbons
(PAHs).

For purposes of developing and cleaning-up the BSC Facility, the BSC Facility was
divided into two primary areas, Bethlehem Works and Bethlehem Commerce Center. Bethlehem
Commerce Center was further divided into several additional areas, including the East Lehigh
Area upon which the Parcel is located.

In 2003, Majestic after entering into the 2002 Sale Agreement, began conducting
remedial investigations at the Parcel. On February 28, 2003, Majestic submitted a Soils
Investigation Work Plan/Field Sampling Plan (SIWP/FSP) for the Parcel to PADEP and EPA for
review. PADEP subsequently approved the SIWP/FSP on March 31, 2003 and EPA provided
comments on April 8, 2003. Majestic submitted additional Work Plan Addenda #1 and #2 to the
SIWP/FSP to PADEP and EPA on September 22, 2006 and December 4, 2006, respectively. In
response to comments from both agencies, Majestic revised the Work Plan Addenda to include
additional soil sampling and analysis and test pit excavation. PADEP approved the Work Plan
Addenda on September 26,2006. Pursuant to the PADEP-approved SIWP/FSP, Majestic
sampled and analyzed surface and subsurface soils, soil vapor, and residual sediment from within
the former water reservoirs in order to characterize the Parcel.

On August 2,2006, Majestic submitted a Ground Water Investigation Work Plan (GWIP)
to PADEP and EPA. PADEP subsequently approved the GWIP. As part of the GWIP, in order

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to document the baseline groundwater conditions at the Parcel, Majestic collected available data
including analytical results from sampling events conducted in 1999 through 2002 on behalf of
BSC and November 2005 and August 2006 on behalf of LVIP. Majestic also installed eleven
monitoring wells in August and September 2006, installed stream gauging stations, measured
water levels, and sampled groundwater during two monitoring events in November 2006 and
January 2007, respectively. Majestic presented the groundwater analytical data in the GWIP
Report, dated July 13, 2007. The GWIP Report was approved by PADEP on September 26,
2007.

Surface water sampling events were conducted in 1999 through 2002 on behalf of BSC
and in 2005 and 2006 on behalf of Majestic. Parcel sampling locations included three surface
water/sediment locations along Laubach Creek and one location along the North Tributary to
Saucon Creek. Six sampling events were conducted from 1999 through 2002 at these locations.
Surface water samples were analyzed primarily for metals with only one round of samples being
analyzed for volatile organic compounds (VOCs). The two rounds of surface water samples
collected in 2005 and 2006 were analyzed for VOCs, semi-volatile organic compounds
(SVOCs), and metals. The 2005 and 2006 events were conducted at the same locations as noted
above bordering the Parcel, and included an additional location along Laubach Creek
approximately 1,500 feet upstream of the Parcel and an additional location along the North
Tributary to Laubach Creek.

In 2003, Majestic began conducting a Baseline Environmental Investigation. As part of
that investigation, Majestic collected available analytical data and conducted additional soil and
groundwater sampling and analyses to characterize soil, groundwater and surface water
contamination on the Parcel. On July 13, 2007, Majestic submitted a Baseline Environmental
Report to PADEP and EPA. Based on comments issued by EPA, PADEP and Lower Saucon
Township on the July 13, 2007 BER, Majestic developed and submitted a Final BER Addendum
and associated Response to Comment Letters on September 11, 2007. On September 26, 2007,
PADEP approved the BER. In the BER, Majestic summarizes its investigations at the parcel;
compares the analytic data for soil, sediment, groundwater and soil vapor at the Parcel to
applicable PADEP and EPA remediation standards, as discussed in more detail in Section IV,
below, and proposes remedial actions to address existing soil and groundwater contamination at
the Parcel

IV. Investigation Results
A. Soil Contamination

To facilitate its environmental investigations at the Parcel, Majestic divided the Parcel
property into the following 15 investigation areas based primarily on historic manufacturing
activities:

- Area 1: No. 5 Laydown Area

- Area 2: No. 5 Forge Building Area

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-	Area 3: Mobile Equipment Repair Facility (MERF) Building Area

-	Area 4: 2- and 14-inch Bar Mill Building

-	Area 5: No. 10 Treatment and No. 11 Gun Buildings

-	Area 6: No. 17 Project Building

-	Area 7: Tear Drop Sinkhole Area

-	Area 8: Heckett Area

-	Area 9: 2-South Landfill

-	Area 10: CENTEC Building Area

-	Area 11: Fuel Line Areas, Storage Tanks, and Fuel Handling Areas

-	Area 12: Intermodal Area

-	Area 13: Site-wide Soils/Proposed Borrow Area/Surface Storage/Strategic Ore Pile

-	Area 14: SI-1 Impoundments Perimeter

-	Area 15: Million-Gallon Reservoir and 50,000-gallon Reservoir

Soil sampling conducted in 2003 and 2006 was performed in the above-listed areas at
surface locations from 0 to 2 feet; at subsurface locations from 2 to 15 feet, and at additional
locations as was necessary to characterize the vertical soil profile. The analytical data were
compared to 1) Act 2 state-wide health medium-specific concentrations (MSCs) for soil,
assuming a non-residential use and used-aquifer conditions at the Parcel, and 2) site-specific soil
MSCs developed specifically for the Parcel, to evaluate the soil-to-indoor air pathway. Soil
sampling results presented in the BER revealed that the following constituents exceeded their
respective MSCs in the above-listed areas as shown below in Table 1:

Table 1
Soil Sample Results

Constituent

Area(s) Found
Exceeding MSC

Maximum

Result

(mg/kg)

MSC/Standard (mg/kg)
Direct Contact 0-2 ft /
Direct Contact 2-15 ft /
Soil to Groundwater
(MSCs exceeded are bolded)









Metals (mg/kg)







Antimony

13

38.6

1100/190,000/27

Arsenic TR

1,13

59.1

53/ 190,000/ 150

Boron

1,2,3,4, 5, 6, 8, 9,
10, 12,13, 16

1150

190,000 / 190,000 / 60

Cadmium

1,9, 14, 16

440,000

210 / 190,000 / 38

Lead TR

1,7, 9, 13

12,500

1000/ 190,000/450

Nickel

1, 10

5110

56,000/ 190,000/650

Selenium TR

9

27

14,000/ 190,000/26

Thallium TR

I,2,	3, 4, 5, 6, 8, 9,

II,12,13,	16

183

200/ 190,000/14

Zinc

9

12, 800

190,000 / 190,000 /12,000

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Constituent

Area

Max. Result

MSC/Standard

















Benzene

1,3,8, 9, 14

33

210/240/0.5

Ethylbenzene

3

87.9

10,000/ 10,000/70

Styrene

8

86

10,000/10,000/24

T etracholoethane

8,9

4.4

1500/3300/0.5

Toluene

3

165

10,000/ 10,000/100

Trichloroethene

2,9

14

970/ 1100/0.5

Vinyl Chloride

3

1.8

53 / 2200 / 0.2

: S¥@(?s (mg/kg)







2,4-Dimethylphenol

1

340

10,000/ 10,000/200

2,4-Dinitrotoluene

8

1.7

260/ 190,000/0.84

4-Methylphenol

1,9

490

14,000/ 190,000/51

Anthracene

1,8,9

3800

190,000/ 190,000/350

Benzo(a)anthracene

1,8,9

3800

110/ 190,000/320

Benzo(a)pyrene

1,2, 4, 5, 6, 8, 9,
10, 11, 13

5300

11/ 190,000/46

Benzo(b)fluoranthene

1,8,9

6700

110/ 190,000/170

Benzo(g,h,i)perylene

1,8,9

3100

170,000/ 190,000/180

Benzo(k)fluoranthene

1

2600

1100/ 190,000/610

Carbazole

1,8,9

2400

4000/ 190,000/83

Chrysene

1,8,9

3700

11,000/ 190,000/230

Dibenz(a,h)anthracene

1,2

1200

11/ 190,000/160

Fluoranthene

1,9

9200

110,000/ 190,000/3200

Fluorene

1

5700

110,000/ 190,000/3800

Indeno(l ,2,3-cd)pyrene

1

3800

110/ 190,000/28,000

Naphthalene

1,8, 9, 16

17,000

56,000/ 190,000/25

Phenanthrene

1

14,000

190,000/ 190,000/10,000

Pyrene

1,9

6200

84,000/ 190,000/2200

B. Groundwater Contamination

Contour maps showing groundwater elevation data across the Parcel, developed in
association with the November 2005 sampling event, show that overburden groundwater
generally flows in a westerly direction across the Parcel, with a northwesterly direction in the
northwestern portion of the Parcel. These data also show that bedrock groundwater generally
flows in a northwesterly direction across the Parcel towards Laubach Creek and the Lehigh
River. As cited in the Phase 1 Environmental Site Assessment - East Lehigh Area (SAIC,
2001), groundwater in deeper bedrock aquifers in the vicinity of the site tends to flow west and
northwest toward Saucon Creek and the Lehigh River.

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The GWIP Report groundwater analytical data were compared to the Act 2 groundwater
MSCs for non-residential and used aquifers. Based on this comparison, the concentrations of the
following contaminants exceeded Act 2 groundwater MSCs at the Parcel:

-BEHP was found in well MW-M8 during the January 2007 sampling event at a
concentration of 11 micrograms per liter (fig/L), slightly above the Act 2 groundwater
MSC of 6 fig/L

-Boron was found in well MW-M10 during both the October 2006 and January 2007
sampling events at concentrations of 849 to 894 p,g/L, respectively, above the Act 2
groundwater MSC of 600 (a.g/L

-TCE was found in three wells, MW-47BR, MW-480V, and MW-48BR, located at the
western boundary of the Parcel adjacent to Laubach Creek, and two wells, MW-590V
and MW-59BR, located within the SI-1 /Impoundments area (not part of the Parcel), at
concentrations of 10 to 14 (j.g/L during the 2006 and 2007 sampling events.

Based on the groundwater characterization presented in the GWIP Report, EPA has
determined that the Parcel is not a source of Site-wide groundwater contamination. The
contaminated groundwater under the Parcel comes from a northern, upgradient source. LVIP is
currently conducting groundwater investigations at the BSC Facility including the Parcel as
discussed in Section V.B., below.

C. Soil Vapor Intrusion

To evaluate whether soil vapor intrusion is a potential concern at the Parcel, Majestic
screened all soil sample results against site-specific non-residential soil-to-indoor air screening
criteria (MSCsg) for sandy soil. Majestic developed the site-specific criteria for the Parcel for all
VOCs detected in soils using EPA's Johnson & Ettinger SL-ADV Bulk Soil Model.

Soil boring concentrations exceeded site-specific non-residential soil-to-indoor air
screening criteria at numerous locations for the following compounds: benzene, PCE, TCE, and
total xylenes. These exceedances were found in the following areas:

- 2 South Landfill (2SL) - 5 locations

- 12-inch and 14-inch Bar Mill Building (BMB) - 2 locations

- Heckett area (HKA) - 3 locations, including test pit TP-17

- No. 5 Forge Area (N5A) - 3 locations

- No. 5 Forge Building (N5F) - 2 locations

- No. 5 Laydown Area (N5L) - 2 locations

- SI-1 Boundary Area (SI-1) - 1 location

Soil gas samples from within the SI-1 area (not part of the Parcel) indicate the presence
of elevated VOC concentrations; elevated concentrations of 1,1,1-TCA were detected in soil gas
samples from the east-central portion of the SI-1 Area, extending to the east toward the Parcel.

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The primary health, concern associated with soil vapor intrusion is that vapor can
volatilize from the plume and migrate vertically through soil into basements through cracks,
joints and utilities openings. Most of the buildings and related structures on the Parcel were
demolished between 1995 and 2006. Currently, former building slabs and a few unoccupied
smaller out-buildings in the CENTEC Building and Pump House areas remain at the Parcel.
However, Majestic's redevelopment plans for the Parcel include the construction of buildings,
warehousing structures and parking lots. Based on the final grading plan for each area where
buildings or other structures are to be built, the site-specific non-residential soil-to-indoor air
screening criteria, as discussed above, will be reapplied to evaluate the soil vapor intrusion
pathway following Parcel re-grading.

D. Surface Water

Based on analytical data from surface water samples taken in 1999 through 2002 and in
2005 through 2006, it is apparent that surface waters do not show any impact from potential
groundwater discharges to the surface water on the Parcel.

In 2005, the only SVOC detected in surface water samples collected from Laubach Creek
was BEHP. However, this compound was not detected elsewhere at elevated concentrations and
is a common artifact of field or laboratory contamination from plastic implements. Metals were
detected in the surface water samples, but none of the detected concentrations exceed the
applicable surface water quality criteria.

Furthermore, groundwater elevations and hydraulic gradients measured in monitoring
wells indicate that groundwater discharges into Laubach Creek approximately 500 ft upstream of
location LCSW-01A. Although TCE was found in wells 500 ft upstream of location LCSW-
01 A, TCE was not detectable in surface water at the LCSW-01A location.

E. Ecological Screening

Chemical constituents detected on the Parcel in soil and groundwater are not considered
to be at levels of ecological concern. Surface water and sediment sampling data show that Parcel
activities have not affected Laubach Creek. There are no complete exposure pathways.

V. Proposed Remedy
A. Soil

For Parcel soils, EPA is proposing the following as the final remedy:

3) the installation of impermeable protective covers over areas where levels of

soil contamination exceed Pennsylvania's Statewide Health Standards for non-
residential soil-to-groundwater criteria for a used aquifer;

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4)	the installation impermeable protective covers or addition of regulated fill over
areas where levels of soil contamination exceed Pennsylvania's Standards for
direct contact with soil;

5)	the excavation and removal of materials in accordance with the Soil
Management Plan; and

6)	the implementation of institutional controls, in the form of deed notices and
easements and/or restrictive covenants, in order to prevent any activities which
would interfere with or adversely affect the integrity and protectiveness of the
final remedy. The institutional controls are necessary to ensure that the
integrity and protectiveness of the impermeable protective covers are
maintained and to inform subsequent purchasers of the Parcel property of the
environmental conditions at the Parcel and of EPA's final remedy for the
Parcel.

These proposed remedial measures are fully detailed in the BER. As detailed in the BER,
installing impermeable, protective covers will prevent potential direct contact with contaminated
soils via incidental ingestion, inhalation and dermal contact and subsurface vapor intrusion.
Impermeable, protective covers will also reduce infiltration of rainwater thereby addressing the
soil-to-groundwater pathway. Examples of acceptable protective covers include
concrete building floor slabs; concrete footers; concrete-paved exterior areas (e.g., loading
docks); concrete walks; retaining walls; bituminous concrete paving (roads and parking lots), and
clean soil covers which are a minimum of one foot thick and have a vegetated surface. Clean
soil covers must meet the definition of "clean fill" or "regulated fill" in PADEP's Management
of Fill Policy and are not appropriate protective covers for areas that contain constituents which
exceed Act 2 MSCs for soil-to-groundwater pathway elimination.

EPA understands that the remedy for soils, to be selected by EPA in the Final Decision
and Response to Comments, will be implemented through the 2007 Consent Order.

B.	Groundwater

For groundwater at the Parcel, EPA is proposing to require the implementation of
institutional controls with no further remedial actions required by Majestic. EPA is proposing
that institutional controls be implemented to prohibit the use of groundwater for domestic
purposes and the installation of groundwater extraction wells, unless such wells are necessary for
the performance or completion of remedial activities required by PADEP and/or EPA.

Any further groundwater monitoring and/or remediation at the Parcel will be part of the
Site-wide monitoring program which will address Site-wide groundwater contamination
associated with the BSC Facility. This program will be implemented by LVIP under PADEP
and/or EPA oversight.

C.	Soil Vapor

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EPA is also proposing to require that Act 2 MSCs for indoor air be attained when the
Parcel is developed for industrial use. Although no current or imminent soil vapor threats exist
at the Parcel, as there are no occupied buildings at this time, VOC constituents remaining in the
groundwater and soil at the Parcel may migrate vertically into buildings or other structures which
are to be built on the Parcel.

The vapor intrusion pathway for these areas will be re-evaluated as the final grading plan
for each section of the Parcel is finalized. EPA proposes that based on the nature and location of
any future building, vapor intrusion threats into buildings or other structures be addressed by one
or more of the following remedial activities which will be implemented through the 2007
Consent Order:

1)	additional investigation - Additional soil gas surveys may be necessary to further
delineate areas above the MSCsg screening values.

2)	remediation of the soils/fill materials - Excavation and removal or in-situ remediation
of soil/fill material in excess of the site-specific soil-to-indoor air MSCs may be considered if
these materials are expected to be within 100 ft of a proposed building/confined spaces.

3)	building location(s) - As part of the redevelopment plan, future buildings and other
structures may be sited 100 ft or more from soils in excess of the site-specific soil-to-indoor air
MSCs to eliminate the vapor intrusion pathway.

4)	site-specific indoor air modeling of proposed structures - In the event that buildings
are proposed in areas that either fail the Soil Indoor Air Quality screening process or are known
to have soil gas concentrations at depth that are in excess of the Act 2 MSCsg standards, a
building/site-specific evaluation of the proposed buildings may be conducted. This evaluation
will include modeling the soil vapor intrusion pathway with EPA's version of the Johnson &
Ettinger vapor intrusion model using a mixture of PADEP default parameters and site-specific
building and geotechnical parameters.

5)	engineering controls - If site-specific indoor air MSCs cannot be met at some areas of
the Parcel, engineering controls, e.g., vapor barriers, sub-slab venting or depressurization, and
institutional controls in the form of deed notices and easements and/or restrictive covenants, will
be implemented. These engineering and institutional controls will be implemented through the
2007 Consent Order.

With regard to the inhalation potential discussed above, installation of subsurface utilities
or utility corridors may be restricted in areas where soils containing elevated VOC
concentrations exist. As described in the BER, an evaluation of Parcel soils with respect to site-
specific screening criteria for VOCs will be conducted and u: ed to outline areas where special
restrictions may be needed, subject to final grading plans and building designs.

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VI. Evaluation of Criteria

This section provides a description of the criteria EPA uses to evaluate proposed final
remedies under the Corrective Action Program. The criteria are applied in two phases. In the
first phase, EPA evaluates three remedy threshold criteria as general goals. In the second phase,
for those remedies which meet the threshold criteria, EPA then evaluates seven balancing
criteria.

A. Threshold Criteria

1. Protection of Human Health and the Environment

a. Soils

The proposed remedy provides overall protection of human health and the environment
by eliminating potential exposures to soil contamination. The proposed remedy requires the
installation of impermeable, protective covers over areas where levels of soil contamination
exceed applicable Act 2 standards. In fact, under the proposed redevelopment of the Parcel, up
to 90% of the Parcel will be covered with impermeable, protective covers. Covering areas which
exceed applicable soil-to-groundwater MSCs will eliminate direct contact and ingestion
pathways. The protective covers will also reduce infiltration of contaminants through the soil
column. Institutional controls will also be implemented to prevent the disturbance of the
protective covers. Additionally, institutional controls will include restrictions on the future use
of the property to prevent any activities which would interfere with or adversely affect the
integrity or effectiveness of the remedial actions performed at the Parcel.

b. Groundwater

There are no human health threats associated with domestic uses of the contaminated
groundwater at the Parcel because groundwater is not used for drinking water purposes. The
implementation of institutional controls will prohibit future domestic uses of the groundwater
and the installation of groundwater extraction wells, unless such wells are necessary for the
performance or completion of remedial activities required by PADEP and/or EPA.

c. Soil Vapor Intrusion

The primary health concern of the contaminated groundwater under the Parcel is vapor
intrusion into buildings and confined spaces. No current soil vapor threats exist at the Parcel as
there are no occupied buildings at this time. However, redevelopment plans for the Parcel
include the construction of buildings and other structures. The redevelopment grading plan has
not been finalized, therefore the vapor intrusion pathways will be re-evaluated as a final grading
plan is established for each area of the Parcel. The existing Parcel characterization data will be
used as a basis of comparison to determine if additional data and/or remedial measures are
needed. Possible remedial measures include excavation, soil vapor extraction, vapor barriers,
changing building location, and institutional controls include deed notices, easements and
restrictive covenants. Additional data required may include soil vapor surveys and indoor-air

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modeling. Vapor intrusion threats into buildings or other confining space will be addressed by
one or more of the above methods in accordance with Act 2 requirements, based on the nature of
potentially affected proposed structures.

2. Achieve Media Cleanup Standards

Parcel investigations completed by Majestic and BSC demonstrate that levels of metals,
VOCs and SVOCs in soil are found at levels that exceed the Act 2 MSCs of non-residential/used
aquifer, direct contact, soil-to-groundwater and soil gas screening values. The proposed remedy
of creating impermeable surfaces and re-evaluating vapor intrusion on a subparcel basis will
eliminate the pathways identified above.

3. Control the Sourcefs)

The installation of impermeable, protective covers will control the source of potential
direct contact with soils via incidental ingestion, inhalation and dermal contact and subsurface
vapor intrusion on the Parcel. In addition, the protective covers will also act to reduce
infiltration of rainwater thereby controlling the soil-to-groundwater pathway. In addition, the
implementation of institutional controls will prevent any future use of the property which would
interfere with or adversely affect the integrity or effectiveness of the remedial actions performed
at the Parcel.

The use of groundwater for domestic purposes will be prohibited through institutional
controls such deed restrictions and/or restrictive covenants. Therefore, under the proposed final
remedy, there will be no pathway for exposure to groundwater.

B. Balancing Criteria

EPA presents the seven criteria below to illustrate the suitability of the proposed remedy:

1. Long-Term Reliability and Effectiveness

EPA's proposed remedy for Parcel soils, which includes the installation of impermeable
protective covers, will provide an effective long-term and permanent solution by eliminating
potential exposures to soil contamination via incidental ingestion, inhalation and dermal contact.
In addition the impermeable protective covers will minimize contaminant migration to the
groundwater. The implementation of institutional controls will prevent any activities which
would interfere with or adversely affect the integrity and protectiveness of the impermeable
protective covers, thereby maintaining the long-term effectiveness of the proposed remedy.

2. Reduction of Toxicity. Mobility, or Volume of Wastes

Unacceptable exposure pathways will not exist at the Parcel upon completion of the
proposed final remedy. The installation of the impermeable, protective covers will eliminate the
potential for direct contact exposure and reduce the mobility of the contaminants as well.

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Covering areas of soil which exceed soil-to-groundwater MSCs will reduce infiltration and
downward migration of contaminants to groundwater.

3. Short-Term Effectiveness

The short-term effectiveness of a remedy is related to the risks posed to the community
and workers involved in the design, construction and implementation of the remedy. The short-
term risks posed by the proposed remedy for the Parcel are expected to be minimal. There are no
residential communities in the vicinity of the Parcel, therefore, no short-term hazards to the
residents have been identified for the proposed remedy. Workers are required to comply with the
Occupational, Safety and Health Administration rules and to follow the Health and Safety Plans
and Soil Management Plans submitted to EPA and PADEP.

4. Implementabilitv

Implementability includes the technical and administrative feasibility of constructing and
operating the proposed remedy. The proposed remedy for the Parcel is both technically and
administratively feasible. The redevelopment plan, including the construction of the buildings,
warehousing structures and parking lots, has been approved by PADEP. The final remedy is
readily implementable through the oversight of PADEP under the 2007 Consent Order.

5. Cost

Majestic has already expended the capital costs involved in performing the investigations,
and will, upon purchase of the Parcel, assume responsibility for costs required to complete
remedial activities necessary to meet non-residential standards for soils during and following site
redevelopment. EPA will require Majestic to provide assurances of financial responsibility for
completing the final remedy consistent with Section 3004(u) of RCRA, 42 U.S.C.§ 6924(u).

6. Community Acceptance

Community acceptance of EPA's proposed remedy will be evaluated based on comments
received during the public comment period and will be described in the Final Decision and
Response to Comments.

7. State Acceptance

State acceptance will be evaluated based on comments received from PADEP during the
public comment period and will be described in the Final Decision and Response to Comments.

VII. Environmental Indicators

EPA has established two environmental indicators that are designated to measure the
human health and groundwater impacts of RCRA facilities. These two indicators use
environmental data and apply a decision matrix to determine whether human health impacts are

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"under control" and that groundwater contamination is "under control." BSC met the human
health indicator at the BSC Facility on January 7, 2004. Additional investigation is required to
determine if the groundwater indicator has been met at the BSC Facility. This additional
investigation will be conducted under a facility-wide groundwater monitoring program, which
will include groundwater under the Parcel. Current environmental data indicate that
groundwater leaving the Parcel is not impacting the downgradient property or surface water.
EPA believes that these environmental indicators provide additional evidence that the actions
completed and proposed for the Parcel have been effective and will protect human health and the
groundwater in the long-term.

VIII. Public Participation

EPA is requesting comments from the public on the remedy proposed in this SB. On
September 28, 2007, EPA will place an announcement in the local newspaper, The Express-
Times, to notify the public of the availability of this Statement of Basis, its supporting
Administrative Record, and the public's opportunity to request a public meeting on EPA's
proposed corrective action for the Parcel. The public comment period will last thirty (30)
calendar days from the date that this SB is publicly noticed in The Express-Times. Comments
should be sent to EPA in writing to the address listed below, and anyone submitting comments
will receive a copy of the Final Decision and Response to Comments.

A public meeting will be held upon request. Requests for a public meeting should be
made to Ms. Linda Matyskiela of the EPA Regional Office at the address listed below or at 215-
814-3420.

The Administrative Record contains all information considered by EPA when making
this determination. The Administrative Record is available for review during business hours at
the following location:

U.S. Environmental Protection Agency Region III (3WC22)

1650 Arch Street

Philadelphia, PA 19103

Contact: Linda Matyskiela

Phone: 215-814-3420 Fax: 215-814-3113

E-mail :matyskiela.linda@epa.gov

Following the thirty (30) day public comment period, EPA will prepare a Final Decision
and Response to Comments in which it will identify the selected remedy for the Parcel. The
Response to Comments will address all significant written comments and any significant oral
comments generated at a public meeting, if such a meeting is held. The Final Decision and
Response to Comments will be made available to the public. If, on the basis of such comments
or other relevant information, significant changes are proposed to be made to corrective
measures identified by EPA in this SB, EPA will seek additional public comments on any such
proposed revised remedy.

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