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NL Cypress-CS100505MEMORANDUM To: Wayne Wright, Oncor Electric Delivery Service Jay Reinke, Luminant Generation Clay Phillips, City of Coppell Sid Grant, CISD �OCARRINGTON COLEMAN CC: Dallas Cothrum, Masterplan Paul Martin, Vinson & Elkins Bob Hager, Nichols Jackson Dillard Hager & Smith Robert E. Luna, Law Offices of Robert E. Luna, P.C. Lucy Billingsley, Billingsley Company FROM: Charles C. Jordan DATE: May 5, 2010 RE: PROPOSED SESSION AGENDA FOR MAY 27, 2010 For our upcoming meeting, we would propose that each of your organizations provide your perspective as to the land use conflicts and potential solutions following prior discussion of development and use potential. Our start on an agenda follows. I welcome your additions, and look forward to seeing you on Monday, May 10, at 3:00 pm in the Billingsley offices, 4100 International Parkway, Suite 1100, Carrollton TX. 1 2 3 4 5 Oncor expansion options studied [graphic attachment] Proposed Oncor expansion areas with planned final ownership lines [Kimley -Horn graphic attachment] Oncor planned facilities [graphic attachment] Billingsley Cypress Waters land plan September 2009 [graphic attachment] Party interests [party representatives, please state positions to advance the agenda] (a) Luminant: (b) Oncor: (c) Coppell: Carrington, Coleman, Sloman & Blumenthal, L.L.P. wvvw.ccsb.com 901 Main Street, Suite 5500 + Dallas, Texas 75202 • fax: 214.855.1333 (d) Billingsley: Interested in facilitating master - planned development with a transit station and transit- oriented development on Cotton Belt line for Cypress Waters service. 6. Conflict scenarios (a) Delays resulting from face off between fee and easement owners over primacy of expansion and contraction rights in separation deed (b) Luminant loss of sale over newly created Transmission Facilities Easement Areas (c) Coppell loss of control over portions of lake shore (d) Condemnation of spillway necessitated for lake resizing (e) Transit station site selection stymied by clouds on title created by Oncor claim (f) Northlake surface development inhibited and tax base and load creation delayed, with adverse effects on financing of utility service extensions (g) Cost of Luminant plant shut down and remediation potentially increased by Oncor facility development prior to environmental characterization of expansion area, if necessary, 7. Resolution scenarios [party representatives, please state any potential resolutions you have identified to advance the agenda] (a) Submit separation deed controversy to court for resolution (b) Mediated plant site sharing arrangement with reduced scopes for DART/Coppell and Oncor (c) Oncor expansion as proposed with contract offset to Coppell, with future expansions eliminated 879540v.1