Weyerhaeuser Company

APPENDIX ONE

STAKEHOLDER COMMENT LETTERS RECEIVED BY EPA

AND EPA RESPONSE TO COMMENTS

APPENDIX TWO

STAKEHOLDER INVOLVEMENT PLAN

Stakeholder Involvement Plan

Weyerhaeuser, Flint River Operations

Oglethorpe, GA

January 19, 1996                                                                                                                         Revised October 1, 1996

Stakeholders that have been identified include:

All Flint River team members are informed of the Project XL FPA development process. Updates to the FPA development process and team member feedback is accomplished through routine mill team meetings.

The Georgia P²AD has committed resources to actively participate in all FPA development meetings. Dr. Hap Tietjen, representing LBWA was also invited to participate in each of the FPA development meetings. For the purposes of this plan the FPA development team includes Weyerhaeuser, the EPA, the Georgia EPD, the Georgia P²AD, and Dr. Tietjen. These team members were asked to participate in all FPA development meetings. EPA worked directly with Weyerhaeuser and EPD and P²AD and, in addition, participated as a guarantor of the stakeholder process.

To notify other Stakeholders and interested parties of the FPA development process, the following actions have been implemented:

1)     Russell Stevenson, Weyerhaeuser, Flint River Operations Environmental Manager, personally delivered copies of the news releases to a representative/leader of the Macon County Local Emergency Planning Committee, Macon Correctional Institution, and the Macon County Thought Leaders. (see attachment).

2)     During the week of January 22nd., Weyerhaeuser ran a single news release in one published edition of each of the three local newspapers. The news release announced the Weyerhaeuser Flint River Operations selection into Project XL program, briefly describing the project and stakeholder involvement (see attachment).

3)     Weyerhaeuser posted in each of the three local county courthouses on or before February 12th., a notice of the public meeting schedule and a copy of the Project XL Proposal for Flint River Operations (see attachment).

4)     During the week of February 12th., Weyerhaeuser ran a single news release in two published editions of each of the three local newspapers. The news release announced the location, date, and time of two public meetings and the location (county courthouses) of additional information regarding the Weyerhaeuser Project XL Proposal (see attachment).

The three local newspapers include:

5)      Based on call-ins and feedback from the local community and others, all interested parties were invited to the stakeholder meetings. Two local community meetings were scheduled to provide/receive feedback regarding the FPA development process. The first was scheduled on February 21st. and the second was scheduled on April 2nd. The second meeting was held at three locations: Flint River Operations, Preston Williams Community Center, Montezuma, GA and Cordele, GA. Each stakeholder meeting included direct participation from Weyerhaeuser with invitations also going to the Georgia EPD, EPA, and the Georgia P²AD. (Sample agendas attached)

6)      Weyerhaeuser participated in the EPA sponsored NGO meeting in Washington D.C. on May 15th. and participated in another NGO meeting on September 11, 1996.

7)      Weyerhaeuser held another public meeting at the Flint River Operations on August 29th. Weyerhaeuser reviewed the draft FPA and answered any questions or concerns. Notices for this meeting were published in the three local newspapers listed above one week prior to the scheduled meeting date. The notice also listed the location (county courthouses) where a copy of the draft FPA was available for review. (Notice attached)

8)      On September 9th, Weyerhaeuser was asked and agreed to publishing an XL article in the Crisp County Power Commission newsletter. (See attachment)

9)      Weyerhaeuser held a Thought Leader/Stakeholder luncheon on September 17, 1996. The luncheon allowed direct discussion between Flint River's local stakeholders and EPA Region 4 leaders. (Attendee list attached)

10)     EPA will review all comments and provide a summary written response to all interested parties. EPA will confer with the other Parties in preparing response to comments.

11)      Beginning January 1997 Weyerhaeuser will hold an annual stakeholders meeting in the vicinity of Flint River Operations. Reasonable advanced meeting notice will be provided to the Agencies and Stakeholders. The annual meeting will be the platform for Weyerhaeuser to present a status report for implementing the FPA and to answer stakeholder questions and concerns.

For Release January 19, 1996

For More Information Contact:

Janet McElmurray, (912) 472-5230

EPA Selects Weyerhaeuser's Flint River Operations For Innovative Environmental Program

(Oglethorpe, GA) -- Weyerhaeuser's Flint River Pulp Operations in Oglethorpe, GA has been the first forest products facility accepted into the Environmental Protection Agency's (EPA) Project XL Program. EPA created Project XL (eXellence and Leadership) as part of EPA's initiative to obtain cleaner, cheaper, and smarter environmental results.

Under the XL Program, the Flint River Operations will agree to continue to perform beyond regulatory requirements. As an incentive for this level of performance, the EPA and Georgia Environmental Protection Division (EPD) are expected to provide more flexible and lower cost processes for regulatory management. The anticipated benefits from this project include continued superior environmental results while improving the ability of the mill to meet customer demands.

The EPA selected the Flint River Operations into the program based on Weyerhaeuser's commitment to Minimum Impact Manufacturing (MIM) as an environmental and business strategy for its facilities.

Kent L. Walker, Vice President and Site Manager of the Flint River Operations, says the mill's acceptance into the XL Program speaks to the continued outstanding environmental performance of the Flint River Mill and demonstrates the commitment of the company to operate efficient manufacturing facilities. "The Flint River XL Project is another milestone in Flint River's history of environmental leadership."

As part of the XL Program, Weyerhaeuser Company will invite the local community to participate in the Program. Weyerhaeuser will work with EPA (Region IV), Georgia EPD, Georgia Pollution Prevention Assistance Division, Lake Blackshear Watershed Association and other interested stakeholders. All will participate in creating a formal agreement between Weyerhaeuser, the State of Georgia, and EPA.

Weyerhaeuser is working to develop a process to involve community participation. For additional information contact Janet McElmurray at (912) 472-5230. You may also contact Bill Patton, EPA, Region IV, at (404) 347-3555, ext. 6898; or David Word, Georgia EPD, at (404) 656-4713.

(end)

XL/1/18/96

Display Ad, 3 cols by 4 inches, inserted on 2/13/96 and 2/20/96

Montezuma Citizen Georgian, Americus Times Recorder, Cordele Dispatch

Also posted as a bulletin board notice in Macon, Sumter, Crisp Co. Courthouses

* NOTICE * NOTICE * NOTICE *

Weyerhaeuser Company will hold two open meetings to update the general public on the Project XL process and progress. Additional information on Project XL is posted at your County Courthouse on the public bulletin board. Meetings are scheduled to be held on Wednesday, February 21, and Tuesday, April 2, from 12:00 noon to 2:00 p.m. at Weyerhaeuser's Flint River facility in Oglethorpe. If you would like to attend, please RSVP to Janet McElmurray at (912) 472-5230.

Display ad, 3 cols by 5 inches, inserted on 3/20/96, 3/27/96, 4/1/96

Montezuma Citizen Georgian, Americus Times Recorder, Cordele Dispatch

* NOTICE * NOTICE * NOTICE *

Weyerhaeuser Company will hold an open meeting to update the general public on the Project XL process and progress. Representatives from the US EPA will attend and other state agencies have been invited. Background information on Project XL is located at your County Courthouse in the Commissioners' office. The meeting will take place on Tuesday evening, April 2, at 7:00 p.m. at the Preston Williams Center in Montezuma, Georgia. If you would like to attend, please RSVP to Janet McElmurray at (912) 472-5230.

Display ad, 3 cols by 5 inches, inserted on 8/21/96 and 8/27/96

Montezuma Citizen Georgian, Macon Co. News Leader, Americus Times Recorder, Cordele Dispatch

Also posted in Sumter, Macon, Crisp Co. Courthouses on the bulletin board

* NOTICE * NOTICE * NOTICE *

Weyerhaeuser Company will hold an open meeting to update the general public on the Project XL process and progress and review the final project agreement (FPA). We expect representatives from the US EPA and GA EPD to attend and other state agencies have been invited. The FPA on Project XL will be available for review in your County Courthouse in the Commissioners' office by Monday, August 26. The meeting will take place on Thursday, August 29, from 2:00 - 3:30 p.m. at Weyerhaeuser's Flint River Plant in Oglethorpe, GA. If you would like to attend, please RSVP to Janet McElmurray at (912) 472-5230.

Ad inserted in the Macon Co. News Leader, Montezuma Citizen Georgian, Americus Times-Recorder, Cordele Dispatch, 8/22/96, 8/28/96, 8/29/96

* NOTICE * NOTICE * NOTICE *

Weyerhaeuser Company will hold an open meeting to update the general public on the Project XL process and progress and review the final project agreement (FPA). We expect representatives from the US EPA and GA EPD to attend and other state agencies have been invited. The FPA on Project XL will be available for review in your County Courthouse in the Commissioners' office by Monday, August 26. The meeting will take place on Thursday, August 29, from 2:00 - 3:30 p.m. at Weyerhaeuser's Flint River Plant in Oglethorpe, GA. If you would like to attend, please RSVP to Janet McElmurray at (912) 472-5230.

Notice posted in Crisp, Macon, Sumter County Courthouses on the public bulletin board notice.

* NOTICE * NOTICE * NOTICE *

Weyerhaeuser Company's Flint River Plant was selected earlier this year to take part in the US EPA's Project XL Program (XL stands for excellence & leadership). As part of the program, we worked with the US EPA and GA EPD to reach a "Final Project Agreement" (FPA). The FPA is attached for your review.

A public meeting will be held to share information about the FPA on Thursday, August 29, from 2:00 - 3:30 at Weyerhaeuser's Flint River Operations in Oglethorpe. Call (912) 472-5230 to confirm your attendance.

If you are unable to attend the public meeting, you may make comments about the FPA by calling or writing:

Janet McElmurray (for general information)

Public Affairs Resource

(912) 472-5230

Russell Stevenson (for technical information)

Environmental Manager

(912) 472-5518

c/o Weyerhaeuser Company

P.O. Box 238

Oglethorpe, GA 31068

We will continue to accept your comments until September 30.

Posted: 8/26/96

Remove: 10/1/96

Attendees

Weyerhaeuser Company, Flint River Operations

Project XL Stakeholder's Meeting

February 21, 1996

Michelle Glenn, US EPA, Region IV, Atlanta, GA

Ken Harrell, Macon Correctional Institute, Oglethorpe, GA

Bob Donaghue, Georgia Pollution Prevention Assistance Division, Atlanta, GA

David Peaster, Administrator, City Of Montezuma, Montezuma, GA

Charles W. Allen, Chairman, Macon County Commissioners, Montezuma, GA

Gerald Abbott, Director, Macon Co. Emergency Management Agency, Montezuma, GA

Gerald Beckum, Mayor, City of Oglethorpe, Oglethorpe, GA

William Tietjen, Georgia Southwestern College, & member, Lake Blackshear

Watershed Association, Americus, GA

Glen Lee Chase, Macon County Commissioner, Oglethorpe, GA

Weyerhaeuser Attendees:

Gary Risner,

Russell Stevenson

Frank Wohrley

Janet McElmurray

AGENDA

PROJECT XL - STAKEHOLDERS MEETING

WEYERHAEUSER COMPANY, FLINT RIVER OPERATIONS

APRIL 2, 1996

MEETING OBJECTIVES: Review EPA's Project XL objectives, review Weyerhaeuser's Project XL Final Project Agreement elements and solicit open feedback from Stakeholders.

12:00          Welcome & Introductions & Safety Overview                                                                   Kent Walker

12:10           Review Meeting Objectives                                                                                              Russell Stevenson

12:15           Lunch

12:45           EPA's Project XL Objectives                                                                                           Russell Stevenson

12:55           Weyerhaeuser's Project XL Final Project Agreement                                                        Russell Stevenson

                                                                                                                                                            Gary Risner

1:30              Stakeholders Feedback                                                                                                    Gary Risner

1:50              Next Steps                                                                                                                       Russell Stevenson

2:00 Adjourn

U.S. EPA PROJECT XL

PUBLIC STAKEHOLDERS MEETING

7:00 PM PRESTON WILLIAMS CENTER

APRIL 2, 1996

MEETING OBJECTIVES:

- REVIEW U.S. EPA'S PROJECT XL OBJECTIVES

- REVIEW WEYERHAEUSER COMPANY'S PROJECT XL PROPOSAL

- SOLICIT OPEN FEEDBACK FROM PUBLIC STAKEHOLDERS

7:00                            WELCOME & SAFETY OVERVIEW                                                   GARY RISNER

7:10                             U.S. EPA'S PROJECT XL OBJECTIVES                                             GARY RISNER

7:30                             WEYERHAEUSER FLINT RIVER OPERATIONS                              KENT WALKER

8:00                               QUESTIONS & ANSWERS                                                               KENT WALKER

8:30                                ADJOURN                                                                                          JANET McELMURRAY

Attendees

Weyerhaeuser Company, Flint River Operations

Project XL Stakeholder's Meeting

April 2, 1996

Afternoon Meeting:

Georgia State Representative Lynmore James, Montezuma, GA

Mayor Preston Williams, City of Montezuma, Montezuma, GA

Gerald Abbott, Director, Macon Co. Emergency Management Agency, Montezuma, GA

Jack Windham, Cordele, GA

Wayne Jones, Cordele, GA

Allen Ross, Macon Correctional Institute, Oglethorpe, GA

Suzanne Orenstein, Resolve, Inc., Washington, DC

William L. Tietjen, Georgia Southwestern University, & member, Lake Blackshear Watershed Association, Americus, GA

Charles Allen, Chairman, Macon County Commissioners, Montezuma, GA

Glen Lee Chase, Macon County Commissioners, Oglethorpe, GA

Weyerhaeuser Attendees:

Kent Walker

Kate Tate

Cliff Woods

Frank Wohrley

Russell Stevenson

Gary Risner

Janet McElmurray

Evening Meeting: (Preston Williams Community Center)

Sheila Clark, homeowner, Americus, GA

Weyerhaeuser Attendees:

Gary Risner

Kate Tate

Janet McElmurray

Kent Walker

Frank Wohrley

Evening Meeting: Lake Blackshear Watershed Association

Marcus Waters, Crisp County Power Commission, Cordele, GA

Dan Gammage, Gammage Print Shop, Americus, GA

Ken Long, property owner, Cordele, GA

Reuben Cooke, property owner, Cordele, GA

George F. Cooke, property owner, Cordele, GA

H. C. Dean, property owner, Cordele, GA

Marie Adamson, property owner, Cordele, GA

Rushton Adamson, property owner, Cordele, GA

Suzanne Orenstein, Resolve, Inc., Washington, DC

Russ Ober, Ga. Dept. of Natural Resources, Albany, GA

Paul Laska, Ga. Dept. of Natural Resources, Dawson, GA

Steve Rentfrow, Crisp County Power Commission, Cordele, GA

Bob Herrington, Georgia Southwestern University, Americus, GA

Harold Cofer, Georgia Southwestern University, Americus, GA

Joel Wood, USDA Natural Resources Conservation Service, Cordele, GA

John Councilman, Health Dept., Cordele, GA

Ernest Jordan, property owner, Valdosta, GA

Steve Johnson, Natural Resource Services, Inc., Americus, GA

Brossie Jones, property owner, Cordele, GA

Tom Mitchum, property owner, Cordele, GA

Thomas Bowman, ISK Biosciences Group. Cordele, GA

Weyerhaeuser Attendees:

Russell Stevenson

Willard Parker

Jimmy Mullis

Martin Lebo

Cliff Woods

Attendees

Weyerhaeuser Company, Flint River Operations

Project XL Stakeholder's Meeting

August 29, 1996

2:00 - 3:30 p.m., Flint River Auditorium

Yonnie Williams, Georgia Southwestern State Univ., Americus, GA

H. E. "Bud" Cofer, Georgia Southwestern State Univ., Americus, GA and member,

Lake Blackshear Watershed Association

Jim Smith, business owner, Americus, GA

Russ Ober, Georgia Dept. of Natural Resources, Albany, GA, and member, Lake Blackshear Watershed Association

Paul Laska, Georgia Dept. of Natural Resources, Dawson, GA. and member Lake Blackshear Watershed Association

Charles Allen, Chairman, Macon Co. Commissioners, Oglethorpe, GA

David Peaster, Administrator, City of Montezuma, Montezuma, GA

Gerald Beckum, Mayor, City of Oglethorpe, Oglethorpe, GA

Joel Wood, USDA-NRCS, Crisp Co. Agricultural Center, Cordele, GA, and member Lake Blackshear Watershed Association

Marvin Lowry, Georgia EPD, Atlanta, GA

Steve Johnson, Natural Resource Services, Inc., Americus, GA, and member Lake Blackshear Watershed Association

Michelle Glenn, US EPA, Atlanta, GA

Wayne R. Jones, business owner, Cordele, GA

Jack Windham, business owner, Cordele, GA

Weyerhaeuser Attendees:

Russell Stevenson

Kent Walker

Janet McElmurray

Dennis Hooper

Gary Risner

Willard Parker

Attendees

Weyerhaeuser Company, Flint River Operations

Project XL Stakeholder's Meeting with Stan Meiburg, Region IV Deputy Administrator

September 17, 1996

Flint River Conference Room

H. E. "Bud" Cofer, Georgia Southwestern State Univ., Americus, GA

Glen Lee Chase, Macon Co. Commissioner, Oglethorpe, GA

David Peaster, Administrator, City of Montezuma, Montezuma, GA

Allen Ross, Macon Prison, Oglethorpe, GA

Gerald Beckum, Mayor, City of Oglethorpe

EPA Region IV Attendees

Stan Meiburg, Deputy Administrator

Bill Patton, Project XL Program Manager

Robert Burns, Water Management Division

Weyerhaeuser Attendees:

Gary Risner

Russell Stevenson

Frank Wohrley

Cliff Woods

Janet McElmurray

Modified from the original release for inclusion in the Crisp County Power Comm. newsletter

For More Information Contact:

Janet McElmurray, (912) 472-5230

EPA Selects Weyerhaeuser's Flint River Operations

For Innovative Environmental Program

(Oglethorpe, GA) -- Weyerhaeuser's Flint River Pulp Operations in Oglethorpe, GA has been the first forest products facility accepted into the Environmental Protection Agency's (EPA) Project XL Program. EPA created Project XL (eXellence and Leadership) as part of EPA's initiative to obtain cleaner, cheaper, and smarter environmental results.

Under the XL Program, the Flint River Operations will agree to continue to perform beyond regulatory requirements. As an incentive for this level of performance, the EPA and Georgia Environmental Protection Division (EPD) are expected to provide more flexible and lower cost processes for regulatory management. The anticipated benefits from this project include continued superior environmental results while improving the ability of the mill to meet customer demands.

The EPA selected the Flint River Operations into the program based on Weyerhaeuser's commitment to Minimum Impact Manufacturing (MIM) as an environmental and business strategy for its facilities.

Kent L. Walker, Vice President and Site Manager of the Flint River Operations, says the mill's acceptance into the XL Program speaks to the continued outstanding environmental performance of the Flint River Mill and demonstrates the commitment of the company to operate efficient manufacturing facilities. "The Flint River XL Project is another milestone in Flint River's history of environmental leadership."

As part of the XL Program, Weyerhaeuser Company invited the local community to participate in the Program through a series of public meetings. Weyerhaeuser worked with EPA (Region IV), Georgia EPD, Georgia Pollution Prevention Assistance Division, Lake Blackshear Watershed Association and other interested stakeholders. All parties participated in creating a formal agreement between Weyerhaeuser, the State of Georgia, and EPA.

Current Status: Since the XL process began in January, Weyerhaeuser has held open public meetings to review progress and solicit stakeholder input to the Final Project Agreement (FPA). A copy of the FPA is located at the Crisp, Sumter, and Macon County Courthouses in the Commissioner's office. If you would like to comment about Project XL or the FPA, you may call Janet McElmurray at (912) 472-5230, Russell Stevenson at (912) 472-5518, or write Weyerhaeuser, c/o Project XL, P.O. Box 238, Oglethorpe, GA 31068. Or, you may contact David Word, Georgia EPD, at (404) 656-4713 or Michelle Glenn, EPA, Region IV, at (404) 562-8674. Comments will be accepted until September 30.

9/9/96

APPENDIX THREE

PROPOSED PROJECT XL AMENDMENTS TO

NPDES PERMIT NO. GA0049336

Georgia Environmental Protection Division

Department of Natural Resources

NPDES Wastewater Permit

RE:         Modifications to NPDES Permit Number GA0049336

              Weyerhaeuser Company

This modification is being requested in accordance to the US EPA Project XL Final Project Agreement - Flint River Operations.

Proposed Permit Language:

PART  I

A. EFFLUENT LIMITATIONS AND MONITORING REQUIREMENTS

1. Effective immediately the authorized discharge of the monthly average BOD5, TSS and AOX in the final effluent will be the following:

Monthly Average BOD5: 3.80 lbs BOD5/ADMT or 4,826 lbs BOD5

Monthly Average TSS: 4.09 lbs TSS/ADMT or 5,194 lbs TSS

Monthly Average AOX: 0.15 kg/ADMT or 190.5 kg AOX.

B. MONITORING AND REPORTING

2. Reporting

Monitoring results are available upon request. Failure by the Permittee to provide reasonably requested data or reports may result in reinstitution of the requirement for DMR reporting. Permittee to submit an annual compliance certification report, certifying compliance with applicable effluent discharge limits for the calendar period. All instances of non compliance events shall be reported immediately and followed up with a written report within seven working days from the non compliance event. No monthly OMR/DMR reports are required by this permit.

PART III

C. SPECIAL REQUIREMENTS

Delete B6. fish tissue sampling.

PART IV

D. PERMIT PROVISIONS BASED ON PROJECT XL FINAL PROJECT AGREEMENT

1. Expedited Permit Renewal.

The permit renewal process shall proceed upon receipt of an application from the Permittee consisting of a certification from the permittee attesting that (a) all effluent and other permit requirements are being met at the time of the certification; (b) no substantial changes in product type, production rate have occurred during the term of the permit; and (c) the information contained in the last permit application continues to be true and correct. The certification shall be deemed sufficient evidence of Permittee's compliance with Georgia Rules for Water Quality Control, Section 391-3-6-.06(5)(a)-(b). This certification is submitted subject to penalties for perjury as provided by Georgia law. If the Permittee is unable to make this certification, it shall comply with Georgia Rules for Water Quality Control, §§391-3-6-.06(5)(a)-(b).

2. No Additional Assimilative Capacity Studies

During the wasteload allocation process which will precede the reissuance of NPDES Permit GA0049336, the Division will utilize the water quality model that was developed for Weyerhaeuser's Flint River Operations during the previous permit reissuance. The Division may revise any model inputs, factors, etc. where scientifically justified to determine compliance with the State's water quality standards.

APPENDIX FOUR

PROPOSED PROJECT XL AMENDMENTS TO

SURFACE WATER WITHDRAWAL PERMIT NO. 094-1191-01

Georgia Environment Protection Division

Department of Natural Resources

Permit to Withdraw, Divert or Impound Surface Water

RE:      Modification to Surface Water Withdrawal Permit Number 094-1191-01

           Weyerhaeuser Company - Flint River Operations

Effective January 1, 1998; Surface Water Withdrawal Permit Number 094-1191-01, reduce the Maximum 24 hour withdrawal and the not to exceed monthly average by 1 MGD respectively. This modification is being requested in accordance to the US EPA Project XL Final Project Agreement - Flint River Operations.

Proposed Permit language:

"This permit is issued to withdraw surface water from the Flint River for the purpose of manufacture of Bleached Kraft Pulp and supporting ancillary operations.

The Permittee must comply with the following limitations:

(1) Maximum 24 hour: Withdrawal 13.5 MGD

(2) Not to exceed a monthly average of 11.5 MGD."

All other standard and special conditions to remain the same as noted in permit number 094-1191-01.

APPENDIX FIVE

PROPOSED PROJECT XL AMENDMENTS TO

SOLID WASTE PERMIT NO. 094-004D(L)(I)

Georgia Environmental Protection Division

Department of Natural Resources

Solid Waste Handling Permit

RE:          Modification to Solid Waste Handling Permit Number 094-004D(L)(I)

               Weyerhaeuser Company - Flint River Operations

Effective November 1, 1996; Solid Waste Handling Permit Number 094-004D(L)(I) and comparable Design and Operational Plan, modify Conditions for Industrial Landfill Operation: Condition 3 to include: wastes generated from the Weyerhaeuser Company containing non hazardous free liquids shall be deposited at the disposal site. This modification is being requested in accordance to the US EPA Project XL Final Project Agreement - Flint River Operations.

Proposed Permit languages to replace Condition 3 with the following:

"Conditions for Industrial Landfill Operation:

3. The following waste generated from the Weyerhaeuser Company shall be deposited at the disposal site, these waste materials may contain non hazardous free liquids as a result of process startup/shutdown/malfunctions/tank and basin cleanouts: lime mud, knots and other waste pulp fiber, waste clarifier sludge, waste clarifier spill basin sludge, biological lagoon system sludge, boiler fly ash, causticizing grits and dregs, calciner descale (lime), log flume basin, stormwater ditches and sedimentation basins, and oversize/reject logs."

All other standard language, conditions and amendments to remain the same as noted in permit number 094-004D(L)(I).

APPENDIX SIX

PROPOSED PROJECT XL AMENDMENTS TO

AIR QUALITY PERMIT NO. 2631-094-11083

Georgia Environmental Protection Division

Department of Natural Resources

Air Quality Permit

RE:        Modification to Air Quality Permit Number 2631-094-11083

             Weyerhaeuser Company - Flint River Operations

Effective January 1, 1997; Air Quality Permit Number 2631-094-11083 will be modified in accordance to the US EPA Project XL Final Project Agreement - Flint River Operations.

Proposed Permit language:

Performance Testing

9. The Permittee shall perform all emission tests under the following conditions:

9a. No performance testing shall be required on sources where US EPA certified continuous emissions monitors are installed and are meeting QA/QC standards. Notwithstanding the preceding sentence, as allowed in the rules of the Georgia EPD and as provided in the facility's air operating permit, EPD reserves the right to require a stack test independent of the permit, especially in the event of a dispute concerning compliance with QA/QC standards.

9b. Where surrogate or parametric monitoring has shown that control of source's emissions are less than 25% of the allowable limit, performance testing shall be performed every four years;

Where surrogate or parametric monitoring has shown that control of source's emissions are greater than 25% but less than 50% of the allowable limit, performance testing shall be performed every three years;

Where surrogate or parametric monitoring has shown that control of source's emissions are greater than 50% but less than 75% of the allowable limit, performance testing shall be performed every two years;

Where surrogate or parametric monitoring has shown that control of source's emissions are greater than 75% of the allowable limit, performance testing shall be performed annually.

9c, 9d, 9e, 9f, 9g: No changes

9h. Test results shall be submitted to the Division within 45 days of the completion of the test. The results shall be submitted, regardless of the compliance status indicated.

Notification, Reporting and Recordkeeping

26. The Permittee shall follow the following excess emission and CEM downtime reporting:

(I). Excess emission data and CEM downtime information shall be maintained and be available upon request.

(II). No excess emission reporting shall be required if excess emissions and CEM downtime are less than or equal to 2% of operational run time.

(III). Excess emissions or CEM downtime greater than 2% of the operational run time shall be reported semi-annually. All semi-annual reports shall be postmarked by the 30th day following the end of the six month period and shall include the following information:

26a, 26b, 26c, 26d, 26e: No changes

NOTE

Please note that the following explanation is provided to increase the reader's ability to understand permit language pertaining to modifications and is not intended to serve as permit language.

RATIONALE

This FPA serves as a PSD applicability determination for the facility. The modified air permit will serve as the enforceable pathway. Under both caps of the dual-cap system, the applicability determination is, to some degree, "front-loaded."

1)   Facility Emissions Cap: Consistent with the plantwide applicability limit concept contained in the proposed NSR Reform rulemaking, PSD applicability will be triggered under the facility emissions cap when emissions from existing or new units other than those specified under the "Major Sources Emissions Cap" exceed a level of "actuals" + PSD significance levels.

2)   Major Sources Emissions Cap: The purpose of the major sources emissions cap is to eliminate "paperwork" PSD reviews which would not result in any environmental benefit. An example is when changes occur elsewhere in a facility which require additional utilization of previously permitted sources (up to their full capacity). Under current EPA policy, emissions increases attributable to such increased utilization are counted in determining whether the changes at the facility trigger PSD review. If the increased utilization of a unit (e.g., power boiler) can be increased without any "physical or operational" changes, then that unit would not undergo a control technology analysis. The only PSD analyses performed would be air quality and other impacts. The major sources cap would eliminate redundant analyses. Under this FPA, if the utilization of a unit can be increased without any physical or operational changes, then that unit would not undergo a control technology analysis, and its emissions increases would not apply toward the net change in "facility cap" emissions. The use of this cap at the Weyerhaeuser Flint River facility is premised on the following:

a) the specific units (power boiler, recovery boiler, smelt dissolving tank, and calciner) have previously gone through the PSD process, including a determination of best available control technology;

b) an air quality analysis and additional impacts analysis have been completed which consider the emissions of the units at full utilization and demonstrate compliance with NAAQS and PSD increments (As a subpart, there must be confirmation that the underlying assumptions used in the air quality analysis are still valid, such as stack heights.);

c) any modifications to the units as defined in 40 C.F.R. 52.21 will be evaluated under the current PSD process.

REPORTING FOR EMISSIONS CAPS

Emissions data will be available upon request. Actual annual emissions will be calculated at a minimum, annually and reported in the Weyerhaeuser annual report. Actual emissions for the previous twelve months will also be calculated and submitted to the EPA and Georgia EPD prior to any proposed facility modification.

Modifications

"Modification" shall be defined: 1) as contained in the GA Rules for Air Quality Control Chapter 391-1-.01(pp); 2) and include the installation of any new emissions unit.

31. The Permittee shall give written notification to the Division when there is any modification or trial schedule for this source. The facility may conduct short term trials of changes to process operations or "new" chemical additive(s) to determine if the desired end product is obtained. The Permittee shall confirm the estimated mass emission rates, the required emission control equipment and develop engineering data for implementing the change. Trials shall not exceed 90 days duration, unless agreed upon by the Division.

31a. Streamlined Construction / Operating Permitting.

All permit amendments shall follow a dual emissions cap approach as described below

Major Sources Emissions Cap: The major sources are defined as the following: Recovery Furnace, Smelt Dissolving Tank, Calciner, Combination Boiler.

The Major Sources Emissions Cap is calculated as the process was configured in 1995: Using 1995 actual emissions data from the defined major sources times the maximum process throughput of the facility of 1400 ADST or 1270 ADMT equals the allowable emissions cap for the pollutants from these combined sources.

Weyerhaeuser calculated emissions cap tonnage (subject to verification):

NOTE: The Major Sources Emissions Cap only applies if there is no modification to any of the defined major sources. If a modification is performed on a major source, standard PSD permitting rules apply.

Facility Emissions Cap: The facility emissions cap is defined as all facility sources EXCEPT the major sources (Recovery Furnace, Smelt Dissolving Tank, Calciner, Combination Boiler). Any new units will be added to the facility emissions cap.

The Facility Emissions Cap is calculated as the process was configured in 1995: Using 1995 actuals plus the PSD significance levels equals the allowable emissions cap for the pollutants from these combined facility sources.

Weyerhaeuser calculated emissions cap tonnage (subject to verification):

Prior to implementing any facility modification, the Permittee will submit a description of the modification to the Division, including but not limited to: calculations of anticipated emissions, a determination of emissions compliance with all applicable rules and regulations, and proposed record keeping to document emissions.

If the proposed facility modification will not cause emissions to exceed any of the "emissions caps" as indicated above, no permitting is required and the modification may proceed.

If the proposed facility modification will cause emissions to exceed any of the "emissions caps" as indicated above. The Permittee will follow the PSD review process under 40 CFR Part 52.21 prior to implementing the modification.

APPENDIX SEVEN

MACT IMPLEMENTATION

INCLUDING

PRINCIPLES FOR ACCOUNTING FOR HAP EMISSION CONTROLS

AND CONTROLS TO IMPLEMENT MACT

MACT IMPLEMENTATION

Complete site specific rulemaking or similar mechanism as needed to allow the facility to meet the air requirements of the applicable portions of the pulp & paper Maximum Available Control Technology (MACT) standard, 40 CFR Part 63 Subpart S when the MACT regulation goes into effect and, if necessary, to allow the facility to count HAP emissions and controls according to the principles in this FPA and the facility's MACT Compliance Plan.

PRINCIPLES FOR ACCOUNTING FOR HAP EMISSION CONTROLS INCLUDING CONTROLS TO IMPLEMENT MACT

The amount of HAP emissions reductions required to be obtained by the facility to comply with the applicable portions of the pulp & paper MACT standard, 40 CFR Part 63 Subpart S (hereafter the MACT Standard), when the MACT standard goes into effect, and HAP emission reductions at the facility, will be counted according to these principles.

A.         HAP emission reductions from the total facility that occur after January 1, 1996 are eligible to be counted except as  limited by section F. (below).

B.          In addition to the emission reductions that are eligible to be counted under section A., the facility will be allowed to count the amount of HAP emission reductions obtained through past voluntary reductions in HAPs emissions against the HAP emissions reductions required to be obtained by the facility to comply with the MACT Standard. The past voluntary reductions to be counted are the HAP emission reductions accomplished in the facility's weak gas collections system (listed below), except as limited by section F.

Equipment Collected on Weak Gas Collection System: Digester Surge Tank #1, Digester Surge Tank #2, Brownstock Washer 2nd Stage Filtrate Tank, Chip Bin Primary / Secondary condensers, Condensate Collection Tank(formerly VOC tank), Process Condensate Tank, Weak Liquor Tank, Boilout Tank, Soap Separation Tank, Soap Skim Tank, Utilities Tank, NaSH Storage Tank, 50% Solids Black Liquor Tank, Precipitator Make Down Tanks No. 1 & No.2, South 67% Black Liquor Tank, North 67% Black Liquor Tank, Precipitator Make Down Tank No. 3, Salt Cake Mix Tank.

C.          All HAP emission reductions at the facility will be counted on a total pound HAP for total pound HAP, as measured by methanol, basis.

D.          All HAP measurements will be documented using EPA-approved test methods and as provided in the MACT Standard.

E.           The facility will be required to provide HAP emission reductions as of the due date for compliance provided in the MACT Standard.

F.           HAP emission reductions at the facility from all HAP emitting units currently regulated under applicable state or federal rules (e.g., 40 CFR Part 60 Subpart BB) are not eligible to be counted against the HAP emissions reductions required by the MACT Standard.

G.          Weyerhaeuser will comply with all requirements (other than the emission limitations) of the MACT Standard as promulgated. Weyerhaeuser will comply with all other present or future Clean Air Act Section 112 standards that are applicable to the facility.

H.           Specific details of the MACT Compliance Plan (or MCP) will be agreed-upon through negotiations between Weyerhaeuser Company, EPA Region IV and the Georgia EPD after promulgation of the MACT Standard. The MCP will be consistent with these principles. In addition the MCP will include, at a minimum, the following.

               1)        The HAP emitting units that will be controlled by the MACT Standard.

                2)       The amount of HAPs allowed to be emitted for each HAP emitting unit at the facility under the MACT                           Standard.

                3)       The HAP emitting units and the amount of HAP emission reductions eligible to be counted according to                            sections A. and B.

                4)       HAP emitting units that the facility plans to use to obtain additional HAP emission reductions, and units                            that present a potential to obtain HAP emission reductions, and the amount eligible to be counted against                            HAP emission reductions required by the MACT Standard.

APPENDIX EIGHT

REGULATORY REPORTING & TESTING REQUIREMENTS

NOTE: The proposed Annual Certification will consist of a letter of compliance certification that all permit conditions were in compliance for that period of time. Supporting data will be available upon request. Note also that the parties are continuing to review Weyerhaeuser's proposed reporting plan and may revise the plan in the final FPA based on consideration of statutory reporting requirements and other factors.