Legislature(2013 - 2014)BARNES 124

02/14/2014 01:00 PM House RESOURCES


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01:05:04 PM Start
01:05:25 PM Presentation(s): Gasline Issues/options
03:26:58 PM Adjourn
* first hearing in first committee of referral
+ teleconferenced
= bill was previously heard/scheduled
+ Presentation: Gasline Issues/Options by Janak TELECONFERENCED
Mayer & Nikos Tsafos, Consultants, Enalytica
-- Testimony <Invitation Only> --
+ Bills Previously Heard/Scheduled TELECONFERENCED
                    ALASKA STATE LEGISLATURE                                                                                  
               HOUSE RESOURCES STANDING COMMITTEE                                                                             
                       February 14, 2014                                                                                        
                           1:05 p.m.                                                                                            
                                                                                                                                
MEMBERS PRESENT                                                                                                               
                                                                                                                                
Representative Eric Feige, Co-Chair                                                                                             
Representative Peggy Wilson, Vice Chair                                                                                         
Representative Mike Hawker                                                                                                      
Representative Paul Seaton                                                                                                      
Representative Scott Kawasaki                                                                                                   
Representative Geran Tarr                                                                                                       
                                                                                                                                
MEMBERS ABSENT                                                                                                                
                                                                                                                                
Representative Dan Saddler, Co-Chair                                                                                            
Representative Craig Johnson                                                                                                    
Representative Kurt Olson                                                                                                       
                                                                                                                                
OTHER LEGISLATORS PRESENT                                                                                                     
                                                                                                                                
Representative Andrew Josephson                                                                                                 
                                                                                                                                
COMMITTEE CALENDAR                                                                                                            
                                                                                                                                
PRESENTATION(S):  GASLINE ISSUES/OPTIONS                                                                                        
                                                                                                                                
     - HEARD                                                                                                                    
                                                                                                                                
PREVIOUS COMMITTEE ACTION                                                                                                     
                                                                                                                                
No previous action to record                                                                                                    
                                                                                                                                
WITNESS REGISTER                                                                                                              
                                                                                                                                
JANAK MAYER, Energy Consultant                                                                                                  
enalytica                                                                                                                       
Washington, DC                                                                                                                  
POSITION STATEMENT:  As consultant to the Alaska State                                                                        
Legislature, provided a PowerPoint presentation in consort with                                                                 
Mr. Tsafos regarding gasline issues and options.                                                                                
                                                                                                                                
NIKOS TSAFOS, Energy Consultant                                                                                                 
enalytica                                                                                                                       
Washington, DC                                                                                                                  
POSITION  STATEMENT:     As  consultant   to  the   Alaska  State                                                             
Legislature, provided  a PowerPoint presentation in  consort with                                                               
Mr. Mayer regarding gasline issues and options.                                                                                 
                                                                                                                                
                                                                                                                                
ACTION NARRATIVE                                                                                                              
                                                                                                                                
1:05:04 PM                                                                                                                    
                                                                                                                                
CO-CHAIR  ERIC   FEIGE  called   the  House   Resources  Standing                                                             
Committee meeting to order at  1:05 p.m.  Representatives Hawker,                                                               
Kawasaki, Tarr, P. Wilson, Seaton,  and Feige were present at the                                                               
call to order.  Representative Josephson was also present.                                                                      
                                                                                                                                
^PRESENTATION(S):  GASLINE ISSUES/OPTIONS                                                                                       
            PRESENTATION(S):  GASLINE ISSUES/OPTIONS                                                                        
                                                                                                                                
1:05:25 PM                                                                                                                    
                                                                                                                                
CO-CHAIR FEIGE  announced that  the only order  of business  is a                                                               
presentation regarding gasline issues  and options by [the Alaska                                                               
State Legislature's  energy consultants] Mr. Janak  Mayer and Mr.                                                               
Nikos Tsafos, partners in the consulting firm "enalytica".                                                                      
                                                                                                                                
1:05:54 PM                                                                                                                    
                                                                                                                                
JANAK  MAYER, Energy  Consultant,  enalytica,  consultant to  the                                                               
Alaska State Legislature, began by  noting that this is his third                                                               
year before  the legislature  testifying on  oil and  gas issues.                                                               
Prior to co-founding  enalytica, he was with PFC Energy.   At PFC                                                               
Energy  he  led  the  analytics  team  working  on  fiscal  terms                                                               
analysis, project  and portfolio economic modeling,  and building                                                               
financial economic  models for large  and small  transactions for                                                               
national  and  international  oil companies  and  private  equity                                                               
firms, as  well as a  range of analysis  of the impact  of fiscal                                                               
terms on government investment.                                                                                                 
                                                                                                                                
1:07:16 PM                                                                                                                    
                                                                                                                                
NIKOS  TSAFOS, Energy  Consultant, enalytica,  consultant to  the                                                               
Alaska State  Legislature, introduced himself saying  this is his                                                               
second  year  advising the  legislature.    Prior to  co-founding                                                               
enalytica, he spent  seven and a half years with  the natural gas                                                               
practice at  PFC Energy.   While  at PFC he  advised some  of the                                                               
world's largest oil  and gas companies regarding how  to sell gas                                                               
if the  company had gas, where  to buy gas if  the company wanted                                                               
to buy gas, and helping  companies make sense of local, regional,                                                               
and national gas markets.                                                                                                       
                                                                                                                                
MR. TSAFOS explained that today's  presentation is focused on two                                                               
things.  The first focus is  on in-kind and in-value, and how the                                                               
State  of  Alaska  should  participate  in  the  proposed  Alaska                                                               
Liquefied Natural Gas (LNG) Project.   He said in-kind versus in-                                                               
value, as  well as price/cost  exposure, are  effectively overall                                                               
project questions that are in the  Heads of Agreement (HOA).  The                                                               
second focus is on midstream options,  which is about the role of                                                               
the  Memorandum of  Understanding (MOU)  with TransCanada  Alaska                                                               
Company, LLC, in the project design.                                                                                            
                                                                                                                                
MR.  TSAFOS,  addressing slide  4  entitled,  "OIL VALUE  CHAIN",                                                               
noted that  enalytica wanted to find  a way to put  the questions                                                               
faced by the legislature about  gas in terms that legislators and                                                               
the public are  more familiar with.  He explained  the slide is a                                                               
cut-and-paste  from [page  106]  of the  Department of  Revenue's                                                               
Revenue Sources Book,  Fall 2013, and depicts  the production tax                                                               
calculation for  [Alaska North Slope  (ANS)] oil for  fiscal year                                                               
(FY) 2015, the  first year that all oil production  is subject to                                                               
SB 21.  The FY 2015 forecast  price for oil is $105 [per barrel],                                                               
he pointed  out.  The midstream  costs are estimated to  be about                                                               
$10 [per barrel], of which  some are marine transportation costs,                                                               
some are Trans-Alaska Pipeline System  (TAPS) costs, and some are                                                               
other  costs.   Lease expenditures  are estimated  to be  $46 per                                                               
barrel.   The result  is [a  production tax  value] at  the North                                                               
Slope of about $49 per barrel.                                                                                                  
                                                                                                                                
1:10:43 PM                                                                                                                    
                                                                                                                                
REPRESENTATIVE SEATON observed that  slide 4 indicates 35 percent                                                               
of the  production tax value and  said this does not  include the                                                               
credits which  will be significantly different  than what appears                                                               
on  the  slide,  especially  as prices  decline.    He  expressed                                                               
concern that members are seeing a partial picture.                                                                              
                                                                                                                                
MR. MAYER  replied the purpose  is not  to talk about  oil taxes,                                                               
but  to take  one particular  section of  things and  compare how                                                               
this  calculation might  work  with  gas.   The  credit side  was                                                               
deliberately not looked  at because the focus is  on the question                                                               
of where value is in the barrel.   The aim of the exercise is not                                                               
to say how  much tax the state collects from  oil, but rather how                                                               
gas compares to oil.  The aim is  not to get into the question of                                                               
how much of a future development  cost would be attributed to oil                                                               
versus  to  gas and  what  credits  would  be involved  and  what                                                               
credits are actually  applied to gas, because at  the moment none                                                               
do.   The  calculation was  held off  of the  tax before  credits                                                               
because that is what is being concentrated on.                                                                                  
                                                                                                                                
REPRESENTATIVE SEATON said he is  confused, then, where different                                                               
oil prices  are used.  For  example, calculating this at  $81 per                                                               
barrel versus  $105 per  barrel will result  in a  very different                                                               
oil value to the state.  He  requested that that also be put into                                                               
context here  so legislators  and the public  can actually  get a                                                               
value comparison.                                                                                                               
                                                                                                                                
MR. TSAFOS concurred,  but said he will walk  members through why                                                               
those numbers  were put there.   The thought was to  start with a                                                               
view  at the  30,000-foot  level before  drilling  down to  finer                                                               
details to ensure everyone is focused  on the things that are the                                                               
biggest and  have the biggest impact  for the state.   He said he                                                               
will  be  happy to  answer  further  questions  if they  are  not                                                               
answered by the rest of the presentation.                                                                                       
                                                                                                                                
REPRESENTATIVE SEATON pointed out that  gas taken in-value by the                                                               
state  is being  compared  to a  non-existent  system, given  the                                                               
state's  system does  not tax  35 percent  of the  production tax                                                               
value; rather, the  state has a 35 percent  less credits variable                                                               
on the  price.  He requested  that at some point  a comparison be                                                               
made to the system the state has in place.                                                                                      
                                                                                                                                
1:14:41 PM                                                                                                                    
                                                                                                                                
MR. TSAFOS resumed  his presentation, turning to slide  5 and how                                                               
the  price for  Alaska gas  will be  different than  the familiar                                                               
picture for  oil.  One difference  is that the ANS  price for oil                                                               
is  transparent, while  the price  for gas  is highly  opaque and                                                               
does not just come up on  the World Wide Web.  Another difference                                                               
is that  the price for gas  is highly variable.   Even within one                                                               
country there will  be a 20, 30, or 40  percent variation between                                                               
one price and  another price.  So, while there  may be an average                                                               
price, the reality is that [the  State of Alaska] will be earning                                                               
very variable  prices on  its gas.   Additionally, the  gas price                                                               
for Alaska  is likely going to  be linked to oil  since the state                                                               
will be  looking at  Asia.   Most of  the LNG  in Asia  is priced                                                               
against the Japan Customs Cleared  (JCC) price, also known as the                                                               
Japan  Crude Cocktail  price,  which is  the  average price  that                                                               
Japan pays for  oil.  He noted that enalytica  calculated back to                                                               
2004  and  found the  JCC  is  basically  the  same as  the  ANS.                                                               
Responding  to   Representative  Hawker,  Mr.   Tsafos  confirmed                                                               
enalytica's  analysis  is  of  the   export  aspect  without  any                                                               
prejudice as  to the  domestic price and  how the  domestic price                                                               
will  be set.   Continuing  his  presentation, he  said the  last                                                               
difference  is that,  in general,  energy for  energy, gas  earns                                                               
less than oil.   A $100 barrel of  oil is not the same  as a $100                                                               
barrel of LNG.  Some contracts  may get pretty close to that, but                                                               
in  general gas  trades at  a discount  to oil.   The  reason for                                                               
this,  especially  in Asia,  is  that  when  gas is  priced  more                                                               
expensive than oil, consumers go back to using oil.                                                                             
                                                                                                                                
MR. TSAFOS turned  to slide 6 to discuss midstream  costs and how                                                               
these costs  differ for oil and  gas.  Gas is  more difficult and                                                               
more expensive to  transport than is oil, he  explained, a reason                                                               
for  why gas  is often  stranded.   Rather than  a transportation                                                               
cost of $10 [as  seen for oil at the FY 2015  price of $105], the                                                               
gas  value will  be  higher.   The  tariff for  gas  will not  be                                                               
regulated by the Federal Energy  Regulatory Commission (FERC) and                                                               
the tariff will  be sensitive to the capital structure.   The gas                                                               
tariff will be governed by  how much the infrastructure costs and                                                               
the allowed rate of return on that infrastructure.                                                                              
                                                                                                                                
1:18:23 PM                                                                                                                    
                                                                                                                                
MR. TSAFOS, moving  to slide 7, outlined an  indicative LNG chain                                                               
for when oil  is priced at $100  per barrel.  At  this oil price,                                                               
the  estimated price  for LNG  could be  $81 [per  barrel of  oil                                                               
equivalent  (BOE)],  he  said.     This  presentation  is  not  a                                                               
forecasting exercise; rather,  it is to show that LNG  is "a very                                                               
different beast"  than oil and  must be  thought about in  a very                                                               
different way.   In  the midstream,  the transportation  cost for                                                               
LNG  would be  about $66  as  compared to  $10  for oil.   At  an                                                               
upstream expenditure  for LNG [of $6  per BOE], the result  is [a                                                               
production  tax  value (PTV)]  of  about  $9  per  BOE.   If  the                                                               
legislature were  to focus  its attention  on how  to tax  $9, it                                                               
would be leaving the vast majority  of the barrel untouched.  The                                                               
$66 is  so big that  ignoring it, or saying  that the state  is a                                                               
tax levying  authority at  the wellhead, is  leaving most  of the                                                               
pie outside of  the state's control.  Commencing to  slide 8, Mr.                                                               
Tsafos posed  a scenario  for the indicative  LNG chain  in which                                                               
the oil price  is about $90 per barrel [with  resultant LNG price                                                               
of $72.18 per BOE].   At this price, he pointed  out, there is no                                                               
longer  any production  tax  value  at the  North  Slope for  LNG                                                               
because the entire  value has been taken up  by infrastructure to                                                               
produce the gas and bring it to  market.  Turning to slide 9, Mr.                                                               
Tsafos  posed a  scenario  in which  the oil  price  is $100  per                                                               
barrel [with resultant  LNG price of $81 per BOE],  but the costs                                                               
for LNG are  12 percent higher.  In this  scenario, he noted, the                                                               
[production tax  value] at the  wellhead is also zero.   Projects                                                               
much  smaller than  the Alaska  LNG Project  can cost  10 percent                                                               
more than  thought, he advised,  so a 12 percent  cost escalation                                                               
is not unreasonable.                                                                                                            
                                                                                                                                
1:21:16 PM                                                                                                                    
                                                                                                                                
MR. TSAFOS  displayed slide 10, entitled  "Implications for State                                                               
of Alaska".   When thinking  about what  drives the value  to the                                                               
state, he  said, the  state will  want to ensure  it gets  a fair                                                               
price  for  the  LNG,  that  the  price  per  BOE  is  maximized.                                                               
However,  he stressed,  it is  really about  the midstream.   The                                                               
midstream is  such a  big part of  the pie that  if the  state is                                                               
nowhere  near that  $66 [in  transportation costs]  it is  really                                                               
missing  out.   Upstream is  important, but  not as  important as                                                               
midstream.  The  point being made, he said, is  that the wellhead                                                               
is insufficient  to drive  the value  for the state.   At  $9 per                                                               
BOE, multiplied by  a production [of 384,000  barrels daily], the                                                               
state is looking at $372 million.   That is not a big amount when                                                               
put into  the context  of what  the state  earns from  oil today,                                                               
even  though  a  production  of 384,000  barrels  is  actually  a                                                               
sizeable production project;  while the volume is  big, the value                                                               
is  much  smaller.    Responding  to  Representative  Seaton,  he                                                               
clarified  that the  oil  price used  for slide  10  is $100  per                                                               
barrel, which leads to [an LNG price per BOE] of $81.                                                                           
                                                                                                                                
1:23:27 PM                                                                                                                    
                                                                                                                                
MR.  TSAFOS, responding  to Representative  Seaton, said  384,000                                                               
barrels of oil  is equivalent to 17.4 million tons  per annum, or                                                               
a little  over 2 billion cubic  feet (BCF) per day,  which is the                                                               
assumption that  has been put  forward by the project  sponsor in                                                               
the royalty study for the capacity.   The capacity of the project                                                               
has a  range of  between 15  and 18 million  tons because  of the                                                               
weather -  the colder the  weather the more  gas that can  be put                                                               
through the pipeline.  He  reiterated that this analysis is about                                                               
the export, although  the pipeline will be bigger  because of the                                                               
in-state gas  that is  not for export.   Responding  further, Mr.                                                               
Tsafos said that  2.5 BCF per day is the  initial capacity of the                                                               
pipeline, of which about 2.0 or  2.1 BCF per day will be exported                                                               
and the  rest will be  for the Alaska  market.  The  pipeline, as                                                               
well as the LNG, has the  potential to be expanded in the future,                                                               
although that is not what this presentation is looking at.                                                                      
                                                                                                                                
REPRESENTATIVE SEATON asked whether  the pipeline being discussed                                                               
in   today's  analysis   is   the   Alaska  Gasline   Development                                                               
Corporation (AGDC) pipeline or the Alaska LNG Project.                                                                          
                                                                                                                                
MR. TSAFOS  answered it is the  pipeline that is proposed  in the                                                               
Heads  of Agreement  (HOA) and  the  Memorandum of  Understanding                                                               
(MOU) for  bringing North  Slope gas to  Nikiski for  LNG export,                                                               
including the five in-state outlets.                                                                                            
                                                                                                                                
1:26:06 PM                                                                                                                    
                                                                                                                                
MR. MAYER  turned to slide  11, entitled  "RIV [royalty-in-value]                                                               
makes Upstream the Sole Price  Absorber".  He explained the slide                                                               
expresses the calculations on the  previous slides in the form of                                                               
a bar graph,  with both axes depicting a range  of prices for LNG                                                               
in dollars per  barrel of oil equivalent (BOE).   Under a typical                                                               
Asian LNG  pricing contract, he said,  $80 per BOE for  LNG could                                                               
easily  be a  crude oil  price of  $100 [per  barrel].   For oil,                                                               
royalty  and   production  tax  are  the   two  most  substantial                                                               
components in the state's fiscal  system.  For gas, however, when                                                               
royalty and  production tax are  taken in-value and there  is the                                                               
very high tariff  of the entire midstream  component, any changes                                                               
in  gas price  are  enormously  amplified in  the  impact on  the                                                               
state.   The state actually  bears a  huge amount of  price risk,                                                               
the reason being that that  is essentially the state's value; the                                                               
value at the wellhead is the absorber of differences in price.                                                                  
                                                                                                                                
REPRESENTATIVE HAWKER observed  that the chart on  slide 11 looks                                                               
at  five  price scenarios  and  how  the destination  price  gets                                                               
shared along the  way back to the wellhead.   He inquired whether                                                               
there is an error with the farthest left column.                                                                                
                                                                                                                                
MR. MAYER  confirmed an error  and stated  that the BOE  price on                                                               
the X axis should read $110.                                                                                                    
                                                                                                                                
REPRESENTATIVE SEATON inquired  whether slide 11 is  the ANS West                                                               
Coast price or the "after deduction of the 22 percent" price.                                                                   
                                                                                                                                
MR. MAYER replied it is an  LNG price expressed in barrels of oil                                                               
equivalent; so, it is after discount based on a pricing formula.                                                                
                                                                                                                                
REPRESENTATIVE SEATON surmised  that $22 would be  added in order                                                               
to look at a comparative price.                                                                                                 
                                                                                                                                
MR. MAYER agreed, saying that  $80 BOE relates, roughly speaking,                                                               
to the $100 per barrel of oil in the previous example.                                                                          
                                                                                                                                
1:30:19 PM                                                                                                                    
                                                                                                                                
MR. MAYER  returned to his  discussion of slide 11,  saying there                                                               
is enormous variation  in what the state would get  in royalty or                                                               
in production  tax depending  on the  oil price.   In  higher oil                                                               
price environments,  substantial value  remains for the  state to                                                               
take  in royalty  and to  take in  production tax.   But,  as the                                                               
price falls,  that value quickly  falls away to nothing,  and the                                                               
value falls  away much faster  than the price itself  is falling.                                                               
The structure is  amplifying the effect of the price  fall to the                                                               
state's  revenues.   It is  amplified  because there  is a  large                                                               
fixed  component --  the  tariff that  is set  on  all the  other                                                               
pieces.  Whether  a real tariff, or a tolling  facility, which is                                                               
the  case here,  or  an integrated  project  among the  producers                                                               
where  it  is  not looked  at  as  a  tariff,  the cost  of  that                                                               
component must be assessed for  regulatory and legal purposes and                                                               
the process for  determining that tariff must  be reasonably well                                                               
established.    As a  fixed  component,  the midstream  gets  its                                                               
guaranteed rate of  return regardless of what the  price is; that                                                               
value is always going to be there.   It is the state's share that                                                               
has to  take up  the entire  burden of a  decrease in  the price,                                                               
which is why  the overall effect of this structure  is to amplify                                                               
on  the  state's  revenues  the   effect  of  a  fall  in  price.                                                               
Correspondingly, the same  thing would be true of  an increase in                                                               
costs.                                                                                                                          
                                                                                                                                
CO-CHAIR FEIGE  interpreted the aforementioned  as making  a good                                                               
case for being an owner of  the project, because then there would                                                               
be an  ownership of  at least  a piece  of the  guaranteed return                                                               
that is shown on the graph.                                                                                                     
                                                                                                                                
1:32:26 PM                                                                                                                    
                                                                                                                                
REPRESENTATIVE SEATON posited  that, because it is  not a tariff,                                                               
those expenses  could be shifted  by the individual parties.   He                                                               
requested there be  discussion at some point as to  how the state                                                               
would be  impacted by  someone having  higher expenses  or taking                                                               
more expense as tariff versus someone taking lower tariffs.                                                                     
                                                                                                                                
MR. MAYER  responded this  is an excellent  point.   Returning to                                                               
slide 5, he  said there is much less  transparency throughout the                                                               
components that  make up the  core of the  value.  There  is less                                                               
transparency because there is not  one quoted price out there for                                                               
gas  that everyone  can  understand; instead,  it  is subject  to                                                               
contractual  negotiations and  different volumes.   Additionally,                                                               
it is  not a  FERC regulated pipeline  from a  tariff perspective                                                               
because it  is a  pipeline for  export.   But, there  is enormous                                                               
ability, subject to whatever regulatory  constraint can be placed                                                               
on it, to  vary that tariff through  different capital structures                                                               
on a  whole range  of levels.   Over the  last few  decades there                                                               
have  been battles  on the  Trans-Alaska  Pipeline System  (TAPS)                                                               
over a tariff  that represents $6 out of $100  per barrel of oil.                                                               
Thus,  a  tariff  of  more  than $60  for  the  entire  midstream                                                               
component, liquefaction  back to the  wellhead, is a  good reason                                                               
for wanting  a better solution  to the question  of understanding                                                               
where is  the value in that  chain and aligning interests  on how                                                               
value is  created across  the value  chain, rather  than fighting                                                               
over which components accrue the value.                                                                                         
                                                                                                                                
1:35:14 PM                                                                                                                    
                                                                                                                                
REPRESENTATIVE TARR  inquired whether  Mr. Mayer is  in agreement                                                               
with the  75/25 equity-to-debt structure that  has been discussed                                                               
in previous presentations before the committee.                                                                                 
                                                                                                                                
MR. MAYER replied the 75/25 structure  is laid out in the MOU and                                                               
relates  specifically   to  the   question  of   TransCanada  and                                                               
TransCanada's  interest in  the pipeline  and the  gas processing                                                               
facilities.      He  said   enalytica   would   agree  with   the                                                               
administration and  its consultant's analysis that  the tariff is                                                               
much more sensitive  in almost all circumstances  to the relative                                                               
levels of  debt and equity  than it is  to the specifics  of, for                                                               
instance, the return  on equity that is allowed.   In that sense,                                                               
75/25  is quite  an aggressive  degree  of leverage.   Ratios  of                                                               
70/30  to 60/40  are  probably  more typical  mixes  of debt  and                                                               
equity  for setting  tariffs for  regulatory  purposes, so  75/25                                                               
looks quite attractive.  In  general, the other components of the                                                               
deal must be weighed out.                                                                                                       
                                                                                                                                
MR. MAYER,  responding to Representative P.  Wilson, confirmed he                                                               
is saying that the ratio of 75/25 looks good for the state.                                                                     
                                                                                                                                
1:37:12 PM                                                                                                                    
                                                                                                                                
MR.  MAYER  resumed  his  presentation,   turning  to  slide  12,                                                               
entitled  "In Kind  W/ Equity  Offers More  Downside Protection".                                                               
The  graphs,   he  explained,   are  preliminary   findings  from                                                               
enalytica's model  and over  the next  few weeks  the assumptions                                                               
used in the model will be  further refined.  As these assumptions                                                               
are  refined  there may  be  a  shifting  of the  precise  points                                                               
depicted  on the  graphs or  a  shifting of  precisely where  the                                                               
lines  on  the  graphs  cross over,  but  the  basic  directional                                                               
findings  extrapolated  on  the  charts will  not  change.    The                                                               
directional  findings  on the  graphs  depict  the value  of  the                                                               
state's ownership if it takes  the royalty and production tax in-                                                               
kind as  a gas share as  well as a corresponding  share of equity                                                               
in the entire  midstream component.  By taking  value in-kind and                                                               
an equity share of the  midstream, essentially being a partner in                                                               
this project rather  than a taxing and  regulating authority, the                                                               
state has  greater downside protection  than it does if  it takes                                                               
in-value.    This  is  because  instead of  having  a  big  fixed                                                               
component that  is someone else's  guaranteed return, a  value is                                                               
distributed across an  entire investment.  If prices  go down the                                                               
state may make less than an optimal  return, but it is not a case                                                               
where value suddenly  goes to zero with a very  small movement in                                                               
price.   The  HOA posits  a 20-25  percent share  of gas  for the                                                               
state.   At a  25 percent  share of gas,  and a  corresponding 25                                                               
percent equity stake in the  entire integrated project, the value                                                               
to the state at  low prices is higher than it  is in-value and it                                                               
also has the  shallowest slope; the state is  better protected on                                                               
the downside  but actually gives  up some  of the upside  of high                                                               
prices.                                                                                                                       
                                                                                                                                
1:41:34 PM                                                                                                                    
                                                                                                                                
MR. MAYER, responding to Representative  P. Wilson, explained the                                                               
graph  on the  left side  of slide  12 looks  at things  from the                                                               
state's  perspective, the  middle  graph is  from the  producers'                                                               
perspective,   and  the   right   graph  is   from  the   federal                                                               
government's perspective.  In further  response, he explained the                                                               
red  line on  the  graphs  represents the  option  of taking  the                                                               
royalty  and  production tax  in-kind  as  barrels and  having  a                                                               
corresponding equity ownership in  the pipeline and liquefaction.                                                               
The green line  essentially represents the status quo  of tax and                                                               
royalty netted back  at the wellhead in-value.  The  slope of the                                                               
red line is  shallower than the slope of the  green line, meaning                                                               
the in-kind world  gives the state less price  upside when prices                                                               
are high  but less downside  when prices are  low.  The  state is                                                               
better protected  against price  risk in  the in-kind  world than                                                               
the  status  quo in-value  world,  which  is a  counter-intuitive                                                               
finding that enalytica thinks people should understand.                                                                         
                                                                                                                                
MR. TSAFOS  interjected that what  is being  done on slide  12 is                                                               
adding up all  the money generated by the project  and seeing how                                                               
that  money gets  distributed amongst  the state,  producers, and                                                               
federal government.   Distribution of the money can  occur in two                                                               
different ways  of structuring  the project:  the state  can levy                                                               
the royalty  and production tax  in-value, or the state  can take                                                               
gas  for itself  and invest  in the  infrastructure and  become a                                                               
partner in  the project.   The green line  is the status  quo and                                                               
the red  line is if  enabling legislation  is passed to  play out                                                               
the scenario  envisioned by  the HOA.   Basically, the  HOA would                                                               
switch the state from the green line to the red line.                                                                           
                                                                                                                                
1:44:47 PM                                                                                                                    
                                                                                                                                
REPRESENTATIVE SEATON posited  that when the state  takes debt in                                                               
the midstream most of the value  will go out to pay for expenses,                                                               
so  most of  that  value will  not be  retained  as profit  above                                                               
expenses.  He  inquired whether the lines on the  graphs in slide                                                               
12  represent  the actual  money  retained,  in other  words  the                                                               
revenue  that  is  usable  to  the state  and  not  committed  to                                                               
repayment of the midstream equity.                                                                                              
                                                                                                                                
MR.  MAYER  replied  the  graphs  are  preliminary  results  from                                                               
enalytica's model that look at  cash flows, not revenues, for the                                                               
project life.  They factor in  all of the initial upfront capital                                                               
cost or the  operating cost of maintaining that  plant and depict                                                               
the  ultimate cash  flow to  each  of these  three parties  after                                                               
debts  are paid.    Included  in the  model  is  a 70/30  percent                                                               
capital structure.   Payments of both principle  and interest are                                                               
based on the  idea that 70 percent of the  capital is coming from                                                               
debt  and has  already been  taken out  of these  cash flows  and                                                               
these are levered after-tax cash flows.                                                                                         
                                                                                                                                
REPRESENTATIVE  SEATON observed  on  slide 12  that the  in-value                                                               
figure for  producers is $70 at  a low price, which  is more than                                                               
depicted for the total value on slide 11 at a BOE price of $70.                                                                 
                                                                                                                                
MR. MAYER  answered slide 11  is a stylized  way of looking  at a                                                               
single barrel  of value, whereas  slide 12 is looking  at results                                                               
at a  scale of  billions of dollars  from the  entire 17-million-                                                               
ton-per-year LNG project  over decades.  In  further response, he                                                               
confirmed  that the  Y  axis on  slide  12 is  the  cash flow  in                                                               
billions of dollars.                                                                                                            
                                                                                                                                
1:48:21 PM                                                                                                                    
                                                                                                                                
REPRESENTATIVE P. WILSON understood that  as far as cash flow, if                                                               
the state  were to  take its share  of the gas  as gas  the state                                                               
would not have  as much at the  top end or as much  at the bottom                                                               
end.  But,  if the state took  its share of the  gas as in-value,                                                               
it would have more at the top end and more at the bottom end.                                                                   
                                                                                                                                
MR. MAYER responded  correct, the state would  have more exposure                                                               
at both the  top and the bottom;  so, more upside at  the top and                                                               
more downside at the bottom.                                                                                                    
                                                                                                                                
REPRESENTATIVE  P. WILSON  inquired whether,  for the  producers,                                                               
slide 12  is depicting what the  producers get or what  the state                                                               
pays the producers.                                                                                                             
                                                                                                                                
MR. MAYER  replied it  is what  the producer  gets in  total cash                                                               
flow from this project.                                                                                                         
                                                                                                                                
REPRESENTATIVE P. WILSON understood that  in-value is not as good                                                               
for producers as it would be if the state took its share as gas.                                                                
                                                                                                                                
MR. MAYER  answered that,  in absolute terms,  that may  vary and                                                               
that  may vary  depending on  a range  of assumptions.   But,  in                                                               
terms of  exposure on  the upside and  downside, in  the in-value                                                               
world the producer  has less upside but is more  protected on the                                                               
downside and  in the in-kind  world the producer has  more upside                                                               
but is more exposed to downside risk.                                                                                           
                                                                                                                                
1:50:18 PM                                                                                                                    
                                                                                                                                
MR. MAYER,  resuming his  discussion of slide  12, noted  the far                                                               
right graph  shows that in  lower price environments  the federal                                                               
government's share drops substantially in  an in-kind world.  The                                                               
main  reason for  this  is  that in  low  price environments  the                                                               
state's  share of  overall project  value  is relatively  higher.                                                               
The state is not a federal  taxpayer and so the project, overall,                                                               
pays  relatively  less  and  less  federal  taxes  in  low  price                                                               
environments  than in  high price  environments.   To the  extent                                                               
that there is a transfer  of value through the in-kind structure,                                                               
a big  part of that  transfer of value  is away from  the federal                                                               
government and to the state government and the producers.                                                                       
                                                                                                                                
REPRESENTATIVE SEATON  observed on slide  12 that in a  low price                                                               
environment, with all the criteria  that is in the agreement, the                                                               
minimum value for the producers is  going to be $45 billion if it                                                               
is in-kind and  $65 billion if it is in-value.   He asked whether                                                               
enalytica's analysis is  saying that under all  scenarios of low,                                                               
mid, and  high price this is  a great project in  which everybody                                                               
makes lots of money.                                                                                                            
                                                                                                                                
MR. MAYER  responded these are very  preliminary results intended                                                               
to  indicate directional  relationships  of variables.   He  said                                                               
enalytica will  do a much  broader range of scenario  analyses as                                                               
it works before  the committees, looking at a  much broader range                                                               
of assumptions  and showing the  different risks the  state could                                                               
bear in different scenarios.  The  aim of this exercise is not to                                                               
say that it  is all great all  the time, it is simply  to look at                                                               
one  structure versus  another and  see which  structure protects                                                               
the state better.                                                                                                               
                                                                                                                                
MR. TSAFOS interjected, drawing attention  to the low ends of the                                                               
in-kind and  in-value lines  on the producer  chart on  slide 12.                                                               
He pointed out that spending $45-$50  billion for a return of $60                                                               
billion in 30  years is not a  very good deal as there  is also a                                                               
time value of money.  In  further response, he confirmed that the                                                               
graph depicts netback value.                                                                                                    
                                                                                                                                
MR. TSAFOS,  responding to  Co-Chair Feige,  agreed that  that is                                                               
still a significantly less return than at the other end.                                                                        
                                                                                                                                
1:53:40 PM                                                                                                                    
                                                                                                                                
MR. MAYER  returned to his  presentation, moving to slide  13 and                                                               
noting that  rather than  looking at  the undiscounted  cash flow                                                               
time, slide  13 looks  at the  overall net  present value  of the                                                               
project  across  that same  period.    Additionally, rather  than                                                               
looking in absolute terms, slide 13  looks at the share that each                                                               
participant in that  overall net present value is  receiving.  In                                                               
a  20-25 percent  gas  share and  a  corresponding 20-25  percent                                                               
equity stake, it  would intuitively seem that the  state would be                                                               
getting  about a  25  percent share  of the  total  value of  the                                                               
resource.   As the resource  owner, the question is  whether that                                                               
represents a good or bad deal for  the State of Alaska.  In fact,                                                               
however, the  state in most circumstances  has substantially more                                                               
than 25  percent of  the overall economic  value produced  by the                                                               
project.   Further, the state's share  of the pie of  total value                                                               
produced is relatively  higher in low price  environments than it                                                               
is  in high  price environments.   One  reason for  this is  that                                                               
while the  state is a 25  percent participant on an  equity basis                                                               
throughout the  entire midstream component,  it does not  have to                                                               
pay for any  of the upstream costs like the  producers do.  Also,                                                               
for most purposes, the State of  Alaska is not a state or federal                                                               
taxpaying entity, which means that,  relatively speaking, it gets                                                               
to take a much bigger share of  the value.  However, he said, the                                                               
model  assumes property  taxes are  a state  liability, so  issue                                                               
could  be taken  with that  because 2  percent of  a $60  billion                                                               
investment  is a  significant amount  that  would have  to go  to                                                               
municipalities.                                                                                                                 
                                                                                                                                
1:56:20 PM                                                                                                                    
                                                                                                                                
REPRESENTATIVE HAWKER observed that on  slide 13 the in-kind line                                                               
in a  low price  environment is  at 58 percent  for the  State of                                                               
Alaska, 50 percent for producers,  and 15 percent for the federal                                                               
government; aggregated,  those figures are more  than 100 percent                                                               
of the pie.  He inquired  whether he is misreading how the graphs                                                               
are supposed to be constructed.                                                                                                 
                                                                                                                                
MR. MAYER  responded he does  not think Representative  Hawker is                                                               
misreading  the graphs,  but  he will  need to  get  back to  the                                                               
committee with an answer.   Responding further, he confirmed that                                                               
[the lines  adding up to 100  percent] is the concept  of how the                                                               
graph is supposed to be read.                                                                                                   
                                                                                                                                
REPRESENTATIVE  HAWKER further  observed the  graphs on  slide 13                                                               
appear to  be working in  regard to  the in-value lines,  but not                                                               
the in-kind lines.                                                                                                              
                                                                                                                                
MR. MAYER replied  the intent of slide 13 is  to illustrate that,                                                               
in all  price environments, the value  to the State of  Alaska is                                                               
more than the nominals of  25 percent gas share and corresponding                                                               
equity, and that  value comes from not paying  upstream costs and                                                               
not being a  taxpayer, among other things.   This is particularly                                                               
the case  in low  price environments  where things  like property                                                               
tax  would otherwise  take a  progressively larger  share of  the                                                               
total pie if the state were  a taxpayer like the other gas owners                                                               
and equity holders.                                                                                                             
                                                                                                                                
REPRESENTATIVE HAWKER  stressed that the technical  point he drew                                                               
attention to does not at all  contradict or cause him any concern                                                               
with his aforementioned conclusion.                                                                                             
                                                                                                                                
MR. MAYER offered his thanks.                                                                                                   
                                                                                                                                
1:59:33 PM                                                                                                                    
                                                                                                                                
MR. MAYER added  that also seen on slide 13,  particularly in mid                                                               
to low  prices, is a  transfer of value  to the producers  and to                                                               
the State of Alaska from  the presence of the federal government,                                                               
a  non-federal taxpaying  entity  in this  project.   He  further                                                               
noted that in  this particular case, slide 13 shows  value to the                                                               
producers in  the in-kind world  as being  lower than in  the in-                                                               
value world.  He cautioned,  however, that that can vary entirely                                                               
based on  particular assumptions of  the model, both in  terms of                                                               
the overall percentage  stake and a range of  inputs around costs                                                               
and   other  things,   which  enalytica   will  show   in  future                                                               
presentations.   He urged  members to not  think that  in-kind is                                                               
inherently less  desirable from a producer's  perspective because                                                               
this example is just one way of cutting things.                                                                                 
                                                                                                                                
REPRESENTATIVE HAWKER asked whether  the state's portion shown on                                                               
slide  13  is reflective  of  everything  that  would go  to  the                                                               
state's  treasury  or  reflective  of  what  the  state's  agent,                                                               
TransCanada, would take.                                                                                                        
                                                                                                                                
MR. MAYER answered  slide 13 looks solely at  the in-value versus                                                               
in-kind question and  is therefore reflective of  the HOA without                                                               
considering  the  MOU.   In  the  next  few days  enalytica  will                                                               
specifically analyze  the MOU  and what it  will mean  to provide                                                               
some of  that portion of  value to  TransCanada.  A  fixed tariff                                                               
creates greater  price volatility and  price risk for  the state.                                                               
There  are many  reasons, some  of them  compelling, for  why the                                                               
state entering into  the MOU with TransCanada is  desirable.  One                                                               
point to  consider is  that inherently having  a fixed  tariff in                                                               
the system  adds back  some degree of  price volatility  that the                                                               
in-kind arrangements in general are taking away.                                                                                
                                                                                                                                
REPRESENTATIVE HAWKER pointed out that  what is shown on slide 13                                                               
for  the State  of Alaska  is actually  an amount  that would  be                                                               
split  between the  state  and TransCanada  and  the question  is                                                               
whether that is a fair deal for the state.                                                                                      
                                                                                                                                
MR. MAYER concurred.                                                                                                            
                                                                                                                                
2:02:53 PM                                                                                                                    
                                                                                                                                
REPRESENTATIVE SEATON,  observing that the  previous calculations                                                               
are all based on all of  the state's 25 percent being tax exempt,                                                               
questioned whether that is necessarily going to be the case.                                                                    
                                                                                                                                
MR. MAYER  qualified he  is not  a tax  attorney and  cannot give                                                               
detailed advice on exactly how  the state needs to structure this                                                               
to ensure tax exempt status.   But, he added, the state obviously                                                               
has the ability  to do that because it has  successfully kept the                                                               
permanent fund  from being a taxed  entity.  What is  being shown                                                               
is that a  key part of the  overall value to the  State of Alaska                                                               
and  to  the  producers  comes from  the  in-kind  world,  partly                                                               
through value to  the state from decreased  downside exposure and                                                               
partly through  a transfer  of value from  no tax  liability from                                                               
the federal  government to the  state and  to the producers.   To                                                               
that extent,  ensuring that things  are structured in a  way that                                                               
the  state  does   not  incur  a  federal   tax  liability  seems                                                               
absolutely  crucial to  this endeavor.   He  understood that  the                                                               
AGDC subsidiary  is set up  in a  particular way in  the enabling                                                               
legislation  to  ensure  that  a federal  tax  liability  is  not                                                               
incurred, but  he said he  cannot comment on this  with expertise                                                               
because it is not his specialty.                                                                                                
                                                                                                                                
2:05:23 PM                                                                                                                    
                                                                                                                                
MR. TSAFOS, resuming the presentation,  advised that the price of                                                               
the gas  and the cost  of the  infrastructure are the  two things                                                               
that matter the  most for how much money an  investor will end up                                                               
with.   In that way,  the state is fairly  similar to how  an oil                                                               
company will  look at this.   The state will start  off by saying                                                               
it wants  the maximum  value for  the commodity  and it  wants to                                                               
produce  the commodity  at the  lowest  cost possible.   The  two                                                               
questions that then come  up are:  what is the  price going to be                                                               
and what is  the risk to that  price, and what is  the cost going                                                               
to be and what is the risk of  that cost.  Slides 14-16 begin the                                                               
conversation  about  how  to think  about  these  two  questions.                                                               
Addressing  slide   14,  entitled  "Price  Exposure   Defined  at                                                               
Contract  Signing", Mr.  Tsafos  pointed out  that when  thinking                                                               
about the price of gas, one  must forget what one knows about the                                                               
price of oil.   The price of oil  can be found in a  journal - if                                                               
the price is down,  less money will be made; if  the price is up,                                                               
more money will  be made - but  gas does not work that  way.  Gas                                                               
is usually  traded in long-term  contracts and usually  the price                                                               
is linked to oil.  However,  just because a contract is linked to                                                               
oil  does  not mean  it  will  earn  the  same value  as  another                                                               
contract that  is linked to  oil.   For example, Taiwan  buys gas                                                               
from three  main long-term suppliers  - Indonesia,  Malaysia, and                                                               
Qatar.    While  it  buys  gas  from  those  three  suppliers  in                                                               
contracts that  are linked to  oil, it can  be seen on  the graph                                                               
that  these  contracts  do  not  rise and  fall  together.    The                                                               
contract with  Indonesia has one  of the strongest links  to oil,                                                               
such that the more oil goes up the  more gas goes up by a similar                                                               
amount.     The  contract  with   Qatar  has  a   very  different                                                               
relationship; when  oil is  $100 per barrel,  the gas  price with                                                               
Qatar is  [$6 or  $7 per million  British Thermal  Units (MMBTU)]                                                               
while the  gas price  with Indonesia  is $20  [per MMBTU].   When                                                               
Malaysia first signed  a contract, it had a gas  price similar to                                                               
Qatar.   At  some point,  Malaysia renegotiated  its contract  to                                                               
move its gas  prices up.  [The  dates shown] on slide  14 are the                                                               
key point - what really matters  is the timing, when the price is                                                               
set,  and whether  it is  set at  the top  of the  market or  the                                                               
bottom of the market, because that  is the price that will be the                                                               
guide throughout the  process.  Except, if it gets  really out of                                                               
sync with  reality, contracts  have an ability  to revisit.   For                                                               
instance, Kenai has been exporting  to Japan since 1969 and there                                                               
is no way a contract can  ever be written that would withstand 40                                                               
years of  oil price where the  contract is just as  good and just                                                               
as reflective  of reality every  single day  for 40 years.   But,                                                               
for the most part, that initial  signing sets the price, sets the                                                               
relationship to  oil, and  also sets  the conditions  under which                                                               
there can be  a review.  Mr. Tsafos counseled  that new contracts                                                               
are sort  of irrelevant.  If  the State of Alaska  has a contract                                                               
with Tokyo Gas in Japan and  then Australia signs a contract with                                                               
Tokyo Gas  in Japan for half  the price, Alaska's price  does not                                                               
get  affected, just  like Indonesia's  higher price  does not  do                                                               
much for  Qatar.   However, if  Qatar wants to  sell more  gas to                                                               
Taiwan,  it could  bargain by  pointing out  the price  Indonesia                                                               
receives.   Deals around the  world are useful  for understanding                                                               
what is  happening in the  market, but  they will not  affect the                                                               
State of Alaska  in the same way the state  would be affected for                                                               
oil,  because  all  that  matters is  the  relationship  that  is                                                               
codified in the contract.                                                                                                       
                                                                                                                                
2:12:26 PM                                                                                                                    
                                                                                                                                
REPRESENTATIVE  HAWKER  posited  that   the  graph  on  slide  14                                                               
illustrates  that  the most  critical  thing  is the  ability  to                                                               
negotiate long-term LNG shipping  contracts with price floors and                                                               
price ceilings.   He  asked whether slide  14 is  illustrating an                                                               
argument against a royalty-in-kind  situation where the state has                                                               
to go  into the market and  develop its own sales  contracts.  In                                                               
such  a  case,  he  said,  the  state  might  be  at  a  profound                                                               
disadvantage   against   the   producers  that   have   a   major                                                               
international marketing system.                                                                                                 
                                                                                                                                
MR. TSAFOS responded that  the answer is yes and no.   Yes in the                                                               
sense that it  is absolutely critical the state get  a good deal;                                                               
it is absolutely  critical that at the time the  state signs this                                                               
it gets  good value  for its  gas.  No  in the  sense that  a big                                                               
driver of what  the state gets is the market  reality at the time                                                               
the contract  is signed.   What  the state  gets depends  on what                                                               
leverage  it has.    If the  state  is one  of  twenty or  thirty                                                               
suppliers it  probably would not  have much leverage, but  if the                                                               
state  is  one of  three  suppliers  it  would  have a  lot  more                                                               
leverage.  It  is correct that the ability  to negotiate matters,                                                               
but the market  can sometimes matter even more.   Continuing, Mr.                                                               
Tsafos  said that  in the  world of  LNG marketing  he would  not                                                               
necessarily  conclude that  a bigger  oil company  always gets  a                                                               
better deal.   In looking at gas pricing around  the world, there                                                               
are many  times that companies,  even big companies,  have signed                                                               
deals that  five or  ten years  later they  wish they  could have                                                               
done something different, but at the  time that was the best they                                                               
could get.   He advised there are multiple ways  for the state to                                                               
market its gas to defend itself  against that.  One option is for                                                               
the state to hire a marketing team.   Another is for the state to                                                               
announce  that it  has  25  percent of  17  million  tons and  is                                                               
looking for  someone to market  it and ask  prospective marketers                                                               
what  they  will give  the  state  for  that.   Thus,  there  are                                                               
different  ways  for the  state  to  protect itself  against  the                                                               
aforementioned asymmetry.                                                                                                       
                                                                                                                                
REPRESENTATIVE HAWKER said the HOA  provides that the state might                                                               
avail itself  of those producers  it is contemplating  going into                                                               
partnership with who have these  global organizations, which gets                                                               
to his point that this is a very intricate and linked concept.                                                                  
                                                                                                                                
2:17:00 PM                                                                                                                    
                                                                                                                                
REPRESENTATIVE KAWASAKI understood that  the specific time when a                                                               
rate is set  is most important, but asked how  the volume and the                                                               
time term of contract would impact the pricing.                                                                                 
                                                                                                                                
MR. TSAFOS replied that the term  or length for new LNG contracts                                                               
is usually  long, 15  or 20  years and is  what the  state should                                                               
probably expect.   There  are exceptions to  that rule,  but, for                                                               
the most part,  to underpin that investment [a  buyer] is looking                                                               
for a  long term  contract and that  usually means  15-20 million                                                               
tons.   Regarding volume, there is  really no answer.   There are                                                               
projects  that  might  sell  the entire  volume  to  one  player;                                                               
however, the  Alaska LNG  Project, as a  whole, has  probably too                                                               
much gas for that because there  probably is not anyone out there                                                               
willing to  take 17.4 million  tons.  Plus, the  state's partners                                                               
probably  would not  sell  it to  them because  it  would be  too                                                               
concentrated of  a risk.   If the state  has 4-5 million  tons of                                                               
LNG,  it would  not be  surprising if  the state  found only  one                                                               
buyer,  but most  likely it  would  be 3  or 4  buyers with  each                                                               
taking 1-3 million tons.                                                                                                        
                                                                                                                                
REPRESENTATIVE P.  WILSON surmised  a buyer  would be  better off                                                               
having several [suppliers] because that  would help the buyer get                                                               
gas at a lower price.                                                                                                           
                                                                                                                                
MR. TSAFOS confirmed  that a buyer's interest is to  have as many                                                               
suppliers  as possible.   At  the same  time, he  added, a  buyer                                                               
cannot create  suppliers, unless, perhaps,  it is willing  to pay                                                               
an exorbitant price.                                                                                                            
                                                                                                                                
2:19:57 PM                                                                                                                    
                                                                                                                                
MR. MAYER  returned to  Representative Hawker's  question, saying                                                               
that the deal  the seller negotiates, when it  is negotiated, and                                                               
the market terms are crucial.   However, once that is done, it is                                                               
done and it is set.  So, if  in the future the Henry Hub or other                                                               
of  the more  volatile price  structures become  the norm,  or if                                                               
Lower  48 gas  prices  go  through the  floor,  the  key is  that                                                               
inherent to the  entire LNG structure and process  is the setting                                                               
in place of  these long-term contracts, and it is  known what the                                                               
deal is  and, by and  large, that deal  is done before  the final                                                               
investment decision.  When the actual  time comes to put down the                                                               
real money,  the state will  know what  that deal looks  like and                                                               
what its exposure is.                                                                                                           
                                                                                                                                
2:21:07 PM                                                                                                                    
                                                                                                                                
MR.  TSAFOS,  resuming  the  presentation,  moved  to  slide  15,                                                               
entitled  "Expensive  Projects  can  Hedge  against  Volatility".                                                               
There  are ways,  he  advised,  in which  the  state can  protect                                                               
itself against volatility.  The  typical way that this happens is                                                               
called an  S-curve.  He drew  attention to the far  left graph on                                                               
slide  15,  entitled "NO  S-CURVE",  saying  it illustrates  what                                                               
happens when  the price  of gas  and price of  oil rise  and fall                                                               
together.    He  said  the   middle  graph,  entitled  "S-CURVE",                                                               
illustrates the  same concept, but does  not go all the  way - in                                                               
this case,  a little bit  of the upside  is given away  in return                                                               
for a  little bit of protection  on the downside.   The far right                                                               
graph, entitled "FLOOR/CEILING",  goes to the extreme  of where a                                                               
floor and a ceiling are put in  place.  For example, if a project                                                               
requires $12  to break even and  the seller cannot go  below $12,                                                               
the seller could protect itself by  saying it is willing, even if                                                               
the price relationship were to go to  $20, to take only $16.  The                                                               
prevalence of S-curves  depends on who has  bargaining power, the                                                               
market  fundamentals, and  are a  perfectly legitimate  means for                                                               
companies and governments to  protect themselves from volatility.                                                               
Thus, there are  a number of contractual ways that  the state can                                                               
reduce its exposure to pricing.                                                                                                 
                                                                                                                                
2:22:58 PM                                                                                                                    
                                                                                                                                
REPRESENTATIVE TARR  understood the MOU gives  the responsibility                                                               
of marketing  the state's gas  to TransCanada.  She  inquired how                                                               
the  state  can  be  involved   in  the  aforementioned  type  of                                                               
participation through that relationship.                                                                                        
                                                                                                                                
MR. TSAFOS answered the MOU  sets up a relationship of investment                                                               
in the treatment  plant and the pipeline,  the midstream portion.                                                               
Nothing  in the  MOU  says TransCanada  will  be responsible  for                                                               
obtaining  a  price  for  the  state.   TransCanada  is  only  an                                                               
investor  and  a  shipper  of   the  gas  through  the  pipeline.                                                               
TransCanada  does  not take  ownership  of  the  gas; it  is  the                                                               
state's  gas throughout,  even  though the  state  may be  paying                                                               
TransCanada a  fee to  use the facility.   The  aforementioned is                                                               
completely independent  of TransCanada  because it does  not deal                                                               
with the MOU.                                                                                                                   
                                                                                                                                
2:24:15 PM                                                                                                                    
                                                                                                                                
REPRESENTATIVE HAWKER asked  what the implication is  of the word                                                               
"expensive" in the title on slide 15.                                                                                           
                                                                                                                                
MR. TSAFOS responded that in the  last few years the chief reason                                                               
why companies  have tried  to use S-curves  is because  costs for                                                               
LNG projects have  become very high.  Drawing  attention to slide                                                               
16, he explained  that this slide shows cost  escalation and that                                                               
the announced  cost structure  for the  Alaska LNG  Project would                                                               
fall in the category of the  more expensive LNG projects that are                                                               
out there.                                                                                                                      
                                                                                                                                
REPRESENTATIVE HAWKER  surmised that any project  would desire to                                                               
hedge against volatility.                                                                                                       
                                                                                                                                
MR.  TSAFOS   answered  not  necessarily.     For  example,  when                                                               
Equatorial Guinea was built, the  operator, Marathon, said it was                                                               
able to  deliver the  gas through the  upstream and  the pipeline                                                               
and the liquefaction  for under $1.  So, if  a seller can deliver                                                               
gas for under $1, why would it want protection on the downside?                                                                 
                                                                                                                                
REPRESENTATIVE HAWKER interjected that that is immaterial.                                                                      
                                                                                                                                
MR.  TSAFOS, continuing  his answer,  said that  if a  seller has                                                               
very cheap gas and does not think  the market is ever going to be                                                               
against  it, why  give  up  the upside  to  be  protected on  the                                                               
downside and that is where the whole idea of expensive comes in.                                                                
                                                                                                                                
2:26:16 PM                                                                                                                    
                                                                                                                                
MR. TSAFOS  resumed the  presentation.   Addressing slide  16, he                                                               
urged members to  look at the big picture and  remember that what                                                               
drives value in this project is  price and cost - the state wants                                                               
the best  price and  the lowest  cost.  A  question the  state is                                                               
going to be asking is how much  the project will cost.  Right now                                                               
the answer  is $45-$65 billion  for the  whole thing, which  is a                                                               
pretty big  range.   Another part  of the question  is how  it is                                                               
known  that this  will  be the  cost.   Slide  16, he  explained,                                                               
serves as  a reference regarding  the type  of delay and  type of                                                               
cost  overrun that  LNG  projects  have faced  over  the last  10                                                               
years.  If  the state is going  to be on the hook  for 25 percent                                                               
of this  investment, it is  legitimate for  the state to  ask how                                                               
high the cost  could really go and how delayed  could the project                                                               
be.   Slide 16 tries to  provide an answer by  looking across the                                                               
universe and seeing what the delays and overruns have been.                                                                     
                                                                                                                                
2:27:37 PM                                                                                                                    
                                                                                                                                
REPRESENTATIVE HAWKER, in  response to an earlier  request by Co-                                                               
Chair  Feige  to hold  questions  until  after the  presentation,                                                               
interjected that he wants to be  on record as stating that one of                                                               
the things legislators  have picked up along the way  is that the                                                               
assured  failure  of a  mega-project  is  to be  schedule  driven                                                               
rather than being  driven by the project and  an understanding of                                                               
the project  and its  development.  The  inability of  members to                                                               
drill  down  on  these  slides in  public  is  becoming  schedule                                                               
driven,  he  asserted,  and  members  are  not  being  given  the                                                               
opportunity they need in public to hold these dialogues.                                                                        
                                                                                                                                
2:28:22 PM                                                                                                                    
                                                                                                                                
MR. MAYER returned to the  presentation.  Displaying slide 17, he                                                               
said its  purpose is to  conceptually address the  different ways                                                               
that the state could approach  [structuring the midstream and the                                                               
path of the  MOU].  The midstream is the  gas treatment plant and                                                               
the   pipeline,  not   the  liquefaction   facility.     Of  many                                                               
permutations  for how  the state  could structure  the midstream,                                                               
one  obvious  structure  worth  thinking  about  is  an  in-value                                                               
proposition, a  purely producer project where  the producers have                                                               
all the  gas and each producer  has a share of  the pipeline, gas                                                               
treatment pipeline, and liquefaction.   Another obvious structure                                                               
is  one in  which the  state takes  an in-kind  share in  each of                                                               
these things; this  could be a structure with  the producers plus                                                               
the State of Alaska or a  structure with the producers, the State                                                               
of Alaska, plus  some sort of third  party.  If there  is a third                                                               
party, then the question becomes  whether to leverage the state's                                                               
history with  the third  party in  the Alaska  Gasline Inducement                                                               
Act  (AGIA)  by  continuing  with  that  party  [TransCanada]  or                                                               
whether to terminate AGIA and launch  a bidding process for a new                                                               
partner.  The path of MOU  is that of producers, State of Alaska,                                                               
and the third party involved with AGIA.                                                                                         
                                                                                                                                
2:31:17 PM                                                                                                                    
                                                                                                                                
MR. MAYER turned to slide 18  to address the core drivers for the                                                               
State of Alaska in terms  of fundamental interests and things the                                                               
state wants to maximize.  One  core driver, he said, is to ensure                                                               
there is as much alignment  as possible between the producers and                                                               
the State of Alaska.   The previous slides showed graphically and                                                               
numerically  just how  important  that question  of alignment  is                                                               
because  of the  possibility  of disputes  over  value and  where                                                               
value accrues.   The question  of what the capital  structure is,                                                               
and  whether there  is  a tariff  and what  that  tariff is,  can                                                               
become  very  contentious if  this  is  a producer-only  project.                                                               
From the producers'  perspective there is actually  no tariff, it                                                               
is simply  an investment they  make in infrastructure  that takes                                                               
gas from the North Slope and sees  it ending up for sale in Asian                                                               
markets.  But  from a legal and regulatory  perspective, a tariff                                                               
is  inferred and  that  tariff can  be subject  to  all sorts  of                                                               
changes based  on capital structure  and allowed rate  of return.                                                               
There  are all  types of  possibilities for  disputes about  what                                                               
that  tariff  actually is  and  therefore  what value  should  be                                                               
netted  back  to the  wellhead.    Minimizing those  disputes  is                                                               
crucial.   Also  crucial to  the State  of Alaska  is third-party                                                               
expansion.  At  the moment there is about 35  trillion cubic feet                                                               
of proved  gas on  the North  Slope, with  estimates of  over 200                                                               
[trillion] cubic  feet of  yet-to-find resource.   A big  part of                                                               
the  aim should  be  building infrastructure  for  the future  to                                                               
bring some  of that resource  to market.  Different  players have                                                               
different  incentives in  this.    Some players  are  in this  to                                                               
monetize the gas that  they have at the moment and  may not be in                                                               
this to monetize the gas of  future resource holders in quite the                                                               
same way.  How that plays  out is critical to the state's overall                                                               
interest.  A third core driver  is that the state needs to ensure                                                               
that in-state deliveries are enabled  and that in-state customers                                                               
have the lowest possible tariff.   A fourth driver is the state's                                                               
interest in  ensuring the greatest possible  execution capability                                                               
that  the  pipeline can  be  done  on  time  and for  the  lowest                                                               
possible cost.   A  fifth driver is  the substantial  interest in                                                               
ensuring continuity  and momentum  in terms of  the work  done to                                                               
date and in  terms that something real now seems  to be happening                                                               
after many decades  of talk about monetizing North  Slope gas via                                                               
different  measures.   Producers  are  moving  this project  from                                                               
their  production arms  to their  development arms.   There  is a                                                               
value to continuity  and momentum and if a decision  is made that                                                               
sets back the process, there is  the question of what the cost of                                                               
that would be and how to weigh and evaluate that.                                                                               
                                                                                                                                
2:35:14 PM                                                                                                                    
                                                                                                                                
MR.   MAYER  moved   to  slide   19,  entitled   "Producer  Only:                                                               
Alignment/Expansion  Weak Points".   The  questions of  alignment                                                               
and expansion are  key weak points of a  producer only structure,                                                               
he said.  [In regard  to alignment], significant potential exists                                                               
for disputes  over the  allocation of value  and the  question of                                                               
what an  optimal tariff is  and optimal for  whom.  If  the state                                                               
gets its  economic value  from the project  from taxing  value at                                                               
the  wellhead there  is a  strong  incentive to  ensure that  the                                                               
tariff  is as  high as  possible, creating  a lot  of avenues  of                                                               
potential   dispute.     Regarding  third-party   expansion,  the                                                               
overwhelming focus  of the producers  by themselves, with  no one                                                               
else  involved in  the mix,  is  commercializing their  resource.                                                               
The  way producers  make  money  is by  taking  that resource  to                                                               
market  and that  does  not necessarily  give  them a  compelling                                                               
interest in finding  other resource holders and  shipping the gas                                                               
of other  resource holders through  the pipeline.  [In  regard to                                                               
in-state deliveries], the potential  for disputes over allocation                                                               
of value,  in terms of the  tariff, has an impact  on the overall                                                               
monetary value  to the state as  well as the tariff  that is paid                                                               
by  in-state customers.   [As  far as  execution], the  producers                                                               
have  a strong  and  proven  ability to  execute.   However,  the                                                               
midstream is  becoming less of  a focus for the  major producers.                                                               
As far  as continuity and  momentum, all of these  options, other                                                               
than  the  MOU  path,  have some  degree  of  uncertainty  around                                                               
arbitration, litigation, and  what is involved in  getting out of                                                               
the  AGIA process,  and  whether the  work done  to  date can  be                                                               
maintained.                                                                                                                     
                                                                                                                                
2:37:32 PM                                                                                                                    
                                                                                                                                
MR.  MAYER  displayed  slide  20,   entitled  "SOA  Equity:  More                                                               
Expansion  Bias  but  Burden  on  SOA".    He  explained  that  a                                                               
structure involving  [State of Alaska (SOA)]  and producer equity                                                               
participation  is envisioned  through  the HOA.    With only  the                                                               
producers involved,  the state  would take  20-25 percent  of the                                                               
gas as well as a 20-25  percent equity stake in the liquefaction,                                                               
pipeline, and gas  treatment plant and would run  and manage that                                                               
stake  itself.   There is  some strength  to this  structure, but                                                               
some questions  around the  state's ability to  manage it.   This                                                               
solution would create strong alignment  between the producers and                                                               
the State of Alaska and would  get rid of the question about what                                                               
the tariff  is and where the  value is allocated.   It would mean                                                               
that all  of the participants  are taking value  fundamentally in                                                               
the same  way through  the project.   The State  of Alaska  has a                                                               
compelling interest  in third-party  expansion, but  the question                                                               
is whether  the burden of  expansion should fall onto  the state,                                                               
whether the  state is  well placed to  be a  strong pro-expansion                                                               
pipeline  operator, and  whether the  state has  that capability.                                                               
The state  would be  the only participant  in this  project whose                                                               
core  interest is  served by  aggressively seeking  new customers                                                               
for  the   pipeline  and  aggressively  seeking   to  expand  the                                                               
pipeline, so the question is  the state's capacity in that front.                                                               
Such  a  solution would  mean  that  the state's  equity-entitled                                                               
capacity  can  be  used  to  carry  gas  to  local  markets  and,                                                               
potentially, at low cost of capital  and low tariff for that gas.                                                               
Regarding execution, there is strong  ability by the producers to                                                               
execute  for the  initial phase  of the  project to  the existing                                                               
proposed  liquefaction  trains at  Nikiski.    But any  expansion                                                               
would either be  by the state by  itself or by the  state and any                                                               
new partners that  are brought in for that expansion.   Thus, the                                                               
question of execution becomes more  of one about future expansion                                                               
than it does  about the initial phase.   Regarding continuity and                                                               
momentum, the same questions remain as were discussed earlier.                                                                  
                                                                                                                                
2:40:06 PM                                                                                                                    
                                                                                                                                
MR. MAYER  turned to  slide 21, entitled  "MOU: Expansion  Bias &                                                               
Momentum;  But Best  Deal?"   The structure  under the  MOU would                                                               
have the  same benefits  of alignment  between the  producers and                                                               
the state as would the  previously mentioned structure, he noted.                                                               
However, the question  becomes whether this is the  best deal for                                                               
the  state given  that  a  third party  would  also be  involved.                                                               
Would this  particular deal with  TransCanada be better  than, or                                                               
as good as,  any other that could be had?   The capital structure                                                               
for  rate  setting,  specifically  the  tariff,  certainly  seems                                                               
competitive with other FERC regulated  pipelines across the U.S.,                                                               
but  how is  that  actually known  if there  is  no open  bidding                                                               
process?   The  state never  will know,  but if  an open  bidding                                                               
process is held there is no  guarantee that a better deal will be                                                               
found or that the  state will even get the same  deal.  There are                                                               
many  uncertainties, and  much judgment  is needed  in evaluating                                                               
what the  best option  is.   A key  benefit of  a third  party is                                                               
having a  company involved in  the entire process that  makes its                                                               
living  not from  shipping  molecules to  market,  but just  from                                                               
shipping  molecules.     This  means   that  the   third  party's                                                               
fundamental  interest is  in  expansion of  the  pipeline and  in                                                               
finding new  gas to ship to  make more money out  of the project.                                                               
If there  are any questions  about the State of  Alaska's ability                                                               
to play that role, then the idea  of a capable third party with a                                                               
proven  ability to  execute has  attractions,  regardless of  who                                                               
that  third  party  is.    The gas  treatment  facility  and  the                                                               
pipeline are different from liquefaction,  Mr. Mayer pointed out.                                                               
Expansion of  the liquefaction can  occur if there is  enough gas                                                               
for a  new liquefaction train.   A new liquefaction train  can be                                                               
built  and can  have a  completely different  ownership structure                                                               
than the previous trains, something  that is frequently the case.                                                               
The molecules, however, are still  going to be moving through the                                                               
same  pipeline.   Thus, the  question of  expansion becomes  more                                                               
critical for the pipeline than  for the liquefaction project, and                                                               
this  appears to  be  the administration's  rational  in the  MOU                                                               
given  that the  focus  is on  the pipeline  rather  than on  the                                                               
liquefaction.   Regarding in-state deliveries, the  MOU structure                                                               
is  similar to  the  previously mentioned  structure.   Regarding                                                               
execution, TransCanada  clearly has a proven  and serious ability                                                               
to execute major pipeline projects.   There could be concern that                                                               
because a  pipeline company simply  makes a fixed rate  of return                                                               
on whatever  it spends on the  pipeline, it has no  incentive for                                                               
cost control.   However,  the three producers  are going  to care                                                               
very  much  about  the  price   of  this  pipeline  because  that                                                               
determines  all  of their  economics.    Therefore, this  counter                                                               
weight  of  different  parties   and  different  interests  could                                                               
potentially  serve the  State of  Alaska and  its interests  very                                                               
well.   As  far as  continuity  and momentum,  the MOU  structure                                                               
clearly is  an option  that maintains the  progress made  to date                                                               
and continues to accelerate investment.                                                                                         
                                                                                                                                
2:44:52 PM                                                                                                                    
                                                                                                                                
MR.  MAYER brought  attention to  slide 22,  entitled "Bid:  Will                                                               
Reward Compensate  for Cost in Time  and $?"  A  final option, he                                                               
noted, is to look into whether a  better deal could be had with a                                                               
third party other  than TransCanada.  While  the arrangement with                                                               
TransCanada  seems competitive,  the state  does not  really know                                                               
unless it goes  to a competitive process.   However, the downside                                                               
to this  is the  question of whether  the state  will necessarily                                                               
get  a  better offer  or  even  as good  of  an  offer through  a                                                               
competitive process.  To help  answer this question, one can look                                                               
back  at  the entire  AGIA  process  and  how many  bidders  were                                                               
involved,  and ask  whether that  was  representative or  whether                                                               
there could  be a  stronger, more competitive  process if  it was                                                               
done again.   The  other core  difference of  this option  is the                                                               
question of continuity and momentum  and whether the possibility,                                                               
but not  the certainty, of  a better deal  is worth the  time and                                                               
momentum in  terms of the  work done to  date, the cost,  and the                                                               
arbitration around the AGIA process.                                                                                            
                                                                                                                                
MR. MAYER  moved to  slide 23, entitled  "SOA Needs  to Carefully                                                               
Weigh Key Questions".  He advised  that the State of Alaska needs                                                               
to   carefully   weigh   the  following   key   questions:   What                                                               
compensation might  the state have to  pay to get out  of AGIA if                                                               
it is  not by  mutual agreement  [and what  intellectual property                                                               
will the Alaska  LNG Project retain]?  How will  the HOA with the                                                               
producers be affected if the  midstream is tied up in arbitration                                                               
or litigation?   What are the  odds of getting better  terms than                                                               
those  involved in  the MOU?   To  what extent  was the  level of                                                               
competition seen  in the AGIA  process, which was not  very high,                                                               
representative of  interest and to  what extent could there  be a                                                               
more competitive  process today?  And,  if the state could  get a                                                               
better  deal  than   is  currently  on  the   table,  would  that                                                               
compensate  for  the  absence of  an  experienced,  pro-expansion                                                               
player from  being at the table  over the next 12  months as core                                                               
commercial agreements are negotiated.                                                                                           
                                                                                                                                
2:48:31 PM                                                                                                                    
                                                                                                                                
REPRESENTATIVE P. WILSON  returned to slide 21,  inquiring how it                                                               
is that the  producers reinforce cost discipline  given that they                                                               
would not care if the tariff is high.                                                                                           
                                                                                                                                
MR. MAYER responded the producers  "care absolutely what the cost                                                               
of the pipeline is."                                                                                                            
                                                                                                                                
REPRESENTATIVE P.  WILSON countered that the  producers can write                                                               
off that cost.                                                                                                                  
                                                                                                                                
MR. MAYER replied that depends to  some extent.  For instance, if                                                               
the state takes gas value  in-kind rather than through production                                                               
tax,  from the  producers' perspective  there really  is no  such                                                               
thing as a  tariff on the pipeline anymore because  the state has                                                               
its share of the gas and its  share of the capacity and does what                                                               
it will  with its  LNG.   The producers have  their share  of the                                                               
gas,  their  share  of  the   pipeline,  and  their  liquefaction                                                               
project, and  they do with  it what they  will.  For  all intents                                                               
and  purposes these  could be  two completely  separate projects.                                                               
They share  physical infrastructure, but the  producers' share of                                                               
the  gas  going  from  the   gas  treatment  plant,  through  the                                                               
pipeline, and  on down  to the liquefaction  project is  just one                                                               
big capital  investment from their perspective  that enables them                                                               
to take gas from  the North Slope and sell it in  Asia.  The more                                                               
expensive that  is, the  poorer the  producers' economics.   They                                                               
care very, very strongly about what the cost of the pipeline is.                                                                
                                                                                                                                
CO-CHAIR FEIGE  added that while TransCanada  will administer the                                                               
state's  share in  the  project, the  three  producers will  have                                                               
approximately  a three-quarter  share.   Therefore, he  said, the                                                               
producers  are  also going  to  have  a significant  interest  in                                                               
keeping cost down and making  this the most efficient project for                                                               
their own selfish purposes.                                                                                                     
                                                                                                                                
MR. MAYER concurred.                                                                                                            
                                                                                                                                
2:51:07 PM                                                                                                                    
                                                                                                                                
REPRESENTATIVE  SEATON,  referring  to   slide  11,  related  his                                                               
understanding that the State of  Alaska would have a 75/25 equity                                                               
agreement with TransCanada and each  producer would determine the                                                               
amount of equity  it wants to have in its  share, which will give                                                               
the producers a profit margin  at a different phase than wellhead                                                               
value delivered to the customer.   Regarding return on equity, he                                                               
inquired  how   members  are  to   balance  and   understand  the                                                               
difference  between a  producer in  full control  of the  assumed                                                               
tariff and  taking the  value as a  difference in  wellhead value                                                               
and market price versus taking it  as return on investment in the                                                               
midstream, which  enalytica is saying  is the largest  portion of                                                               
the producers' capital return on the whole project.                                                                             
                                                                                                                                
MR. MAYER responded the answer depends on whether it is an in-                                                                  
kind or in-value situation.                                                                                                     
                                                                                                                                
REPRESENTATIVE SEATON said he understands  the in-value and about                                                               
reducing  it  to  avoid  taxes,  royalties, and  so  forth.    He                                                               
clarified he is asking what  the other considerations are and how                                                               
they would impact  the state if there is more  value taken in the                                                               
midstream  than  at the  wellhead,  especially  if the  state  is                                                               
counting on the producers to be the sellers of the state's gas.                                                                 
                                                                                                                                
MR. MAYER replied  if the state has gas because  it is taking in-                                                               
kind  gas and  is participating,  the question  of how  different                                                               
producers choose to structure their  investments really becomes a                                                               
question  for  the  producers  alone  and  is  of  no  particular                                                               
relevance to the State of Alaska in  the same way as it is if the                                                               
state  is taxing  at  the wellhead.   This  is  because from  the                                                               
producers'  perspective it  really is  not a  tariff.   Maybe the                                                               
producers  come  up with  a  tariff  for  some sort  of  internal                                                               
transaction pricing purposes,  maybe they do not.   But, overall,                                                               
this becomes one project that  is simply a big capital investment                                                               
to take  gas from  the North Slope  and sell it  into Asia.   The                                                               
state has  its share and will  choose how to structure  its share                                                               
of capacity in the  project.  If the decision is  made to go down                                                               
that  pathway,  it  really  is the  sharing  of  actual  physical                                                               
infrastructure, but two completely  separate projects within that                                                               
same infrastructure.                                                                                                            
                                                                                                                                
2:54:34 PM                                                                                                                    
                                                                                                                                
REPRESENTATIVE  SEATON anticipated  the state  will be  using the                                                               
producers' expertise  in marketing the  state's gas that  will be                                                               
on the same  tanker.  Producers might structure  their project so                                                               
their gas  has a  higher or  lower wellhead  value than  does the                                                               
state's gas,  but the producers  will likely be  selling Alaska's                                                               
gas  at the  same price  as theirs.   He  asked how  it could  be                                                               
structured to  protect the  state's value chain  from being  at a                                                               
disadvantage during price negotiating.                                                                                          
                                                                                                                                
MR. MAYER answered that once the  state is taking a gas share in-                                                               
kind  and participating  in the  project,  that question  becomes                                                               
what the state's  ability is to negotiate a deal.   That deal may                                                               
be  with end  buyers in  Tokyo, or  with the  three producers  to                                                               
market the  LNG on the  state's behalf,  or with other  major LNG                                                               
marketers that  are bidding  competitively to  market gas  on the                                                               
state's  behalf.   The value  is  not driven  in any  way by  the                                                               
capital  structure through  the rest  of the  value chain;  it is                                                               
about the deal the state negotiates  for its LNG as it leaves the                                                               
liquefaction plant.   A marketer may  not give the state  what it                                                               
can  potentially  receive for  the  LNG  in Tokyo;  the  marketer                                                               
receives a premium for its risk  in marketing the state's gas and                                                               
the state must  analyze whether that premium is or  is not a good                                                               
deal.                                                                                                                           
                                                                                                                                
2:56:58 PM                                                                                                                    
                                                                                                                                
REPRESENTATIVE SEATON posed a scenario  of three LNG trains along                                                               
with tankers,  and posited that  combined shipments of  LNG would                                                               
be the most  economic as compared to storing LNG  and waiting for                                                               
a separate tanker.  He understood  Mr. Mayer to be saying that in                                                               
that scenario, a different wellhead  value for the projects would                                                               
have no relationship because it  is just the state's leverage for                                                               
making a deal  and the producers' leverage for making  a deal and                                                               
sales to overseas markets.                                                                                                      
                                                                                                                                
MR. MAYER responded  that in an in-kind world,  wellhead value is                                                               
not  the  driver for  anything  because  everyone  has LNG.    An                                                               
exercise  of deciding  how that  is netted  back to  the wellhead                                                               
could be done,  but how that is netted back  to the wellhead does                                                               
not  really determine  anything because  no one  is taking  their                                                               
value at wellhead.  In a  scenario where gas is taken in-kind and                                                               
then immediately sold at the  wellhead, there maybe is a question                                                               
of whether the price received at  the wellhead is similar to what                                                               
would  be  received   through  a  tariff  calculation   or  is  a                                                               
negotiated  price that  is independent  of that.   But,  assuming                                                               
that the  state remains  invested in the  entire value  chain and                                                               
has LNG to sell, the value of  that LNG is determined by what the                                                               
end market will eventually pay for  it, and whether the state can                                                               
market its  LNG itself,  and, if not,  what premium  the marketer                                                               
would charge  for marketing  on the  state's behalf.   It  is not                                                               
driven by the wellhead economics.                                                                                               
                                                                                                                                
2:59:09 PM                                                                                                                    
                                                                                                                                
REPRESENTATIVE TARR  asked whether  the cost  overrun information                                                               
on slide 16 can be used  by members for making comparison to this                                                               
project.   For example, whether  there are similar  or dissimilar                                                               
components that might give an  indication as to whether the state                                                               
is potentially  going down the road  of where it would  see those                                                               
same  kinds of  cost overruns.    She further  asked whether  any                                                               
projects have been  sanctioned between now and  January 2012 when                                                               
the [Australian] project was sanctioned.                                                                                        
                                                                                                                                
MR. TSAFOS  replied he does not  want to convey that  slide 16 is                                                               
an  exhaustive list  of every  single project  proposed or  built                                                               
over  the   last  decade  because   there  are   other  projects.                                                               
Regarding  what  the information  means  for  Alaska, he  said  a                                                               
number  of  things can  drive  cost  overruns  and these  can  be                                                               
simplified to country  specific, project specific, or  global.  A                                                               
global factor  is the cost of  steel because a lot  of steel will                                                               
be used in this project.  If  the cost of steel rises between the                                                               
time  it is  decided to  make this  investment and  the time  the                                                               
steel is purchased, it will result  in having to pay more for the                                                               
steel.   Many commodities  today, including oil,  are at  or near                                                               
historical highs and, in that sense,  the state is more likely to                                                               
face  an  expensive  project  rather than  a  project  with  cost                                                               
overruns  because the  state  knows  that it  is  expensive.   An                                                               
example of  a country specific  factor is the boom  that happened                                                               
in Australia, resulting  in a huge call on labor  and so more had                                                               
to be paid for that labor than  was anticipated.  An example of a                                                               
project specific factor is Australia's  Pluto project which had a                                                               
fire at one of its facilities  as well as labor strikes.  Another                                                               
example  of  a  project  specific factor  is  Australia's  Gorgon                                                               
project which  had delays  because it  is a  very environmentally                                                               
sensitive area; things can just go wrong as a project is built.                                                                 
                                                                                                                                
MR. TSAFOS  said that  it also comes  down to  project management                                                               
and  having people  who  really  know how  to  do  this, and  the                                                               
companies  involved  in  Alaska  are  very  experienced  players.                                                               
However,  an  experienced  player  is  not  foolproof  protection                                                               
against cost overruns  as the projects on slide  16 involved very                                                               
experienced  players,  but  it  is  usually  better  to  have  an                                                               
experienced partner  than an  inexperienced one.   As  things get                                                               
closer  to making  a final  decision on  the Alaska  LNG Project,                                                               
there  should  be a  shrinking  of  the  current range  of  price                                                               
estimate  because an  oil  company  will want  that  range to  be                                                               
smaller.  However,  there must be an appreciation  that things do                                                               
go wrong  sometimes and end  up costing  more.  Another  thing to                                                               
keep in  mind is that,  because of  the way these  projects work,                                                               
what  cost overruns  usually do  is  reduce the  rate of  return.                                                               
Once the  project is  built it will  not cost a  lot of  money to                                                               
keep it  running.  Over  time, money will  still be made,  but it                                                               
just  may not  seem  as  smart of  an  investment in  retrospect.                                                               
Generally, over the  course of a project, money is  not lost each                                                               
year in the  sense of a negative cash flow;  prices would have to                                                               
go  really low  for  that  point to  be  reached.   Usually  what                                                               
happens when costs go through the  roof is that instead of making                                                               
an anticipated return of, say, 15  percent, the return is 10 or 8                                                               
percent.                                                                                                                        
                                                                                                                                
3:05:05 PM                                                                                                                    
                                                                                                                                
REPRESENTATIVE TARR  related that when talking  with TransCanada,                                                               
the  company says  it will  be  a good  partner because  it is  a                                                               
pipeline builder as  well as a pipeline operator.   In looking at                                                               
the  last slides  of the  presentation regarding  the risk/reward                                                               
analysis and  the things  that need to  align, virtually  all the                                                               
items  are aligned  under the  scenario  in which  AGIA would  be                                                               
terminated  and the  state  goes  to the  bidding  process.   She                                                               
inquired what  that scenario would  mean as far as  the potential                                                               
for  one  partner  building  the  pipeline  and  another  partner                                                               
operating  the pipeline  and how  that would  compare to  what is                                                               
currently being considered.                                                                                                     
                                                                                                                                
MR.  MAYER answered  that  if,  for instance,  the  tariff is  of                                                               
paramount  importance, then  the state  needs to  carefully weigh                                                               
what the realistic chance is that  there is a better deal on that                                                               
front versus  what the state thinks  the cost will be  for either                                                               
arbitration or  an ever  messier exit to  the AGIA  process, plus                                                               
delay.   The other  question is  the MOU and  the number  of off-                                                               
ramps anticipated  within the  MOU.   If the  Precedent Agreement                                                               
and the  Firm Transportation Services  Agreement outlined  in the                                                               
MOU are put  into place, TransCanada will bear  the state's share                                                               
of costs in undertaking the  Pre-Front End and Engineering Design                                                               
(Pre-FEED) study.  At any point  during that time, within 60 days                                                               
he believed, or  possibly 90 days, the state can  turn around and                                                               
say  it wants  to go  alone or  go with  a different  partner and                                                               
reimburse  TransCanada  its costs  plus  a  7.1 percent  interest                                                               
rate.  At the Final Investment  Decision (FID), the state has the                                                               
ability, for any reason, to  terminate the arrangement.  When all                                                               
those things are factored in,  that question of whether the state                                                               
is  definitely getting  the best  deal and  whether the  state is                                                               
certain  of  that right  now,  in  some  ways becomes  even  less                                                               
pressing.                                                                                                                       
                                                                                                                                
3:08:08 PM                                                                                                                    
                                                                                                                                
CO-CHAIR FEIGE  observed that  a number of  projects on  slide 16                                                               
were either early or  on time and on budget.   He asked who built                                                               
those projects.                                                                                                                 
                                                                                                                                
MR. TSAFOS responded he will get  back to the committee with that                                                               
information.   The key  thing here, he  added, is  to distinguish                                                               
that the  oil companies  are the project  sponsors and  that they                                                               
hire and  oversee an  engineering, procurement,  and construction                                                               
(EPC) contractor to  build the project.  In the  case of Egyptian                                                               
LNG,  "BG" is  the largest  project  sponsor and  he believes  BG                                                               
hired Bechtel  to execute that project,  but he will get  back to                                                               
the committee  to confirm  this.   He said he  has worked  in the                                                               
past with  some of these  producers, as well as  EPC contractors,                                                               
and  several  have tried  to  link  themselves with  this  chart.                                                               
However,  he said,  he has  not found  that being  on time  or on                                                               
budget is strongly linked to the  EPC contractor.  There are only                                                               
about 7-10 EPC contractors that build these facilities.                                                                         
                                                                                                                                
3:10:25 PM                                                                                                                    
                                                                                                                                
REPRESENTATIVE HAWKER  asked whether  the four  options discussed                                                               
today are definitely and exclusively the state's only options.                                                                  
                                                                                                                                
MR. TSAFOS  replied no, there  are other ways to  structure this,                                                               
such as  a third party  only of  TransCanada, which is  what AGIA                                                               
is, as well as other ways.   When enalytica tried to list out the                                                               
15-16 permutations  things go  lost, so  these four  options were                                                               
chosen  for simplicity.    He  offered to  look  at a  particular                                                               
option in more  detail if the committee so  desires.  Continuing,                                                               
he said there  could be a structure with  different players being                                                               
the gas treatment plant and  different players being the pipeline                                                               
and different players being the  liquefaction.  Another option is                                                               
that  the whole  midstream does  not have  to be  the exact  same                                                               
ownership.                                                                                                                      
                                                                                                                                
MR. TSAFOS,  responding to  Co-Chair Feige,  agreed to  provide a                                                               
list of options in writing to the committee.                                                                                    
                                                                                                                                
REPRESENTATIVE  HAWKER, continuing  his  previous question,  said                                                               
teasing out an entire list of  options was not where he was going                                                               
with his questions.  He asked  whether these four options are the                                                               
only options  that Mr. Mayer  and Mr. Tsafos think  the committee                                                               
should be concerning itself with.                                                                                               
                                                                                                                                
MR. TSAFOS answered he and Mr.  Mayer went from the 15-16 options                                                               
to  these  4 because  they  certainly  seem the  most  reasonable                                                               
options.  He and Mr.  Mayer thought having the producers involved                                                               
was essential to  bring cohesion to the project and  once that is                                                               
taken as a  given, the question is whether it  should be just the                                                               
producers or should someone else be  added.  In the MOU the State                                                               
of  Alaska has  an  option,  but not  an  obligation, to  acquire                                                               
equity,  so it  is possible  to end  up with  the producers  plus                                                               
TransCanada and no  State of Alaska.  Thus, when  next before the                                                               
committee,  he  and Mr.  Mayer  will  work through  the  economic                                                               
calculations of  the MOU to show  an option where the  state does                                                               
not exercise its right to acquire up to 40 percent equity.                                                                      
                                                                                                                                
3:14:27 PM                                                                                                                    
                                                                                                                                
REPRESENTATIVE HAWKER  said his  takeaway is  that the  "field of                                                               
four" identified by enalytica are  the places where the committee                                                               
should   be  focusing   its  attention,   although  he   may  not                                                               
necessarily agree with  enalytica on that.  He  drew attention to                                                               
slide 23, noting the option in  the far right column of producers                                                               
plus State of Alaska plus third  party is the terminating of AGIA                                                               
and the launching  of a separate bid  to find a new  partner.  He                                                               
inquired  how  that  would  work  "in  the  context  of  the  MOU                                                               
provision that  grants TransCanada, basically, a  five-year right                                                               
to participate  in any  similar project  on terms  and conditions                                                               
consistent with those in the deal in front of us."                                                                              
                                                                                                                                
MR. MAYER  responded there are two  routes that could take.   One                                                               
route, if  the MOU is  disliked, is to undertake  something quite                                                               
different.   The other is to  go with the  MOU and at one  of the                                                               
off-ramps the state gets off and does something different.                                                                      
                                                                                                                                
REPRESENTATIVE HAWKER  said "internal  to that  choice ...  is an                                                               
inherent  assumption  that  the  ...  MOU  itself  is  materially                                                               
modified."                                                                                                                      
                                                                                                                                
MR. MAYER  replied the first  option would  be that the  MOU does                                                               
not come into  effect because the conditions that  would bring it                                                               
into effect -  the enabling legislation and its  enactment with a                                                               
Precedent Agreement and a  Firm Transportation Services Agreement                                                               
-  do not  happen.   The  other option  is that  those things  do                                                               
happen and  the exit ramps entailed  in the term sheet  are taken                                                               
instead.                                                                                                                        
                                                                                                                                
REPRESENTATIVE HAWKER concluded that  the aforementioned would be                                                               
not exactly  approving the  MOU but  tentatively pursuing  an HOA                                                               
process without the MOU relationship.                                                                                           
                                                                                                                                
MR. MAYER  answered that would  be one option, but  another would                                                               
be going  through the MOU and  at a future point  taking the exit                                                               
ramps that are within the MOU.                                                                                                  
                                                                                                                                
3:17:33 PM                                                                                                                    
                                                                                                                                
REPRESENTATIVE  HAWKER opined  that the  dialog has  all been  on                                                               
alignment.   Today's presentation  only addresses  the midstream,                                                               
but many of  the questions and issues raised  about the midstream                                                               
are relevant throughout  the entirety of the project.   As far as                                                               
the state's participation  and the various players  that might be                                                               
involved, he inquired  whether in the parts of  the project above                                                               
and  below  midstream  the  committee  is  to  presume  that  the                                                               
presentation  as  presented  really  has no  options.    He  then                                                               
withdrew  his   question,  stating  that   enalytica's  questions                                                               
depicted  on slide  23 are  good  ones and  that they  go to  the                                                               
question  of  whether the  proposal  in  front of  the  committee                                                               
really and truly represents alignment  from the very beginning of                                                               
a project to the very end of a project.                                                                                         
                                                                                                                                
MR. TSAFOS  turned to slide  7 to  respond, replying that  of the                                                               
$66 in total  midstream transportation cost, only $24  is for the                                                               
pipeline  and gas  treatment plant  (GTP) that  TransCanada plays                                                               
into.   Thus,  there is  a bigger  midstream pie  than just  what                                                               
TransCanada is  involved in.   Regarding  alignment in  the other                                                               
parts of  the project, it seems  there would be alignment  in the                                                               
liquefaction  facility because  every  partner  wants the  lowest                                                               
possible cost.  If the state is  a 25 percent equity owner in the                                                               
liquefaction it will have a  similar interest with the 75 percent                                                               
owners  and no  disputes with  those owners.   However,  there is                                                               
some potential misalignment  in the marketing of  gas because, at                                                               
a volume of 17 million tons,  the state will probably be knocking                                                               
on the same doors, and this is  true of any project where the oil                                                               
companies  compete  with  the  world in  the  gas  marketing  and                                                               
compete amongst themselves  in the project.  That is  more a fact                                                               
of  life than  a result  of  the specific  project structure,  he                                                               
added.  One way to get  around that, Mr. Tsafos advised, would be                                                               
to have all the gas go into  a pot called "Alaska LNG" and Alaska                                                               
LNG sells  this gas to  the world.   Other projects do  this, one                                                               
such project being  Angola LNG.  However, he  understood, this is                                                               
not the  current thinking of  the partners,  but it is  an option                                                               
for  addressing  some  of  the  potential  misalignments  on  the                                                               
marketing of  gas.   On the  upstream, he  said he  would suspect                                                               
that both the state and the  producers have a similar interest in                                                               
maximizing  the  ultimate  recovery   of  the  resource  and  the                                                               
reliable produce-ability  of that resource.   Thus, when thinking                                                               
about the entire chain, the  biggest source of misalignment would                                                               
be under marketing.                                                                                                             
                                                                                                                                
3:21:55 PM                                                                                                                    
                                                                                                                                
REPRESENTATIVE  HAWKER pointed  out  that Mr.  Tsafos is  talking                                                               
specifically  to  alignment  within   segments  of  a  project  -                                                               
alignment  in  the upstream  oil  fields,  alignment in  the  gas                                                               
treatment  plant, alignment  in the  pipe, alignment  in the  LNG                                                               
facility.   However,  what he  is getting  at is  the totality  -                                                               
alignment within  the entire value  chain and that a  value chain                                                               
is only  as strong as its  weakest link.  He  is therefore asking                                                               
how the aforementioned misalignment  points and their consequence                                                               
on the entire value chain should be considered by legislators.                                                                  
                                                                                                                                
MR. TSAFOS  responded that if  the entire project is  studied for                                                               
the weakest link, he would say  there are probably many more weak                                                               
links  under  the status  quo  than  under the  current  proposal                                                               
before the  committee.  The  current proposal does  not eliminate                                                               
all the weak  links, he said, and there  absolutely are different                                                               
ways that this  project could be structured.   However, there are                                                               
so  many different  ways  to  structure this  that  it could  get                                                               
chaotic, so  perhaps the best way  forward is to zoom  in on some                                                               
specific types of misalignment and  scenarios and enalytica would                                                               
then be willing to provide its thoughts on those.                                                                               
                                                                                                                                
3:24:24 PM                                                                                                                    
                                                                                                                                
REPRESENTATIVE  SEATON said  a question  he has  long had  is how                                                               
many royalty  scenarios around the world  have structured in-kind                                                               
purchase and  whether the  state's alignment  in this  process is                                                               
similar  to the  percentage  of government  take  in those  other                                                               
world projects.   He requested  an answer be provided  outside of                                                               
today's  meeting since  time is  short.   He  then expressed  his                                                               
concern about  alignment to get  a project going and  agreed with                                                               
Representative  Hawker  that  the legislature's  consultants  are                                                               
providing a  take on  the project  that is  being looked  at, but                                                               
that  there  may  be  other solutions  the  committee  should  be                                                               
looking  at and  to  see whether  there  is a  better  deal.   He                                                               
observed that the  scenario on slide 23 with  the most checkmarks                                                               
describes AGIA,  except maybe  the part on  alignment.   The only                                                               
reason it  is known that  alignment may  not be there  is because                                                               
there was  not a response  to open season [under  AGIA], although                                                               
there has not been a response  to open season on this one either.                                                               
He said  he would like  to see an  analysis on whether  there are                                                               
ways to do something that will  improve the position of the State                                                               
of Alaska in a gasline instead of just these four options.                                                                      
                                                                                                                                
REPRESENTATIVE  TARR requested  that  when  putting together  the                                                               
additional scenarios  for the committee,  enalytica looks  at the                                                               
five  offtakes and  where  misalignment  opportunities exist  for                                                               
access for in-state gas.                                                                                                        
                                                                                                                                
3:26:58 PM                                                                                                                    
                                                                                                                                
ADJOURNMENT                                                                                                                   
                                                                                                                                
There being no further business before the committee, the House                                                                 
Resources Standing Committee meeting was adjourned at 3:27 p.m.                                                                 

Document Name Date/Time Subjects
HRES enalytica - Revised Version 2.14.14.pdf HRES 2/14/2014 1:00:00 PM